Agenda packet — La Puente City Council, April 11, 2023

CITY OF LA PUENTE

PUBLIC PARTICIPATION IN CITY COUNCIL MEETINGS
Given current Covid-19 restrictions and social distancing guidelines issued by federal, state and local agencies, the City has implemented the following procedures for participation in City Council meetings, until further notice. Members of the City Council/Successor Agency may participate from a remote location via teleconference.

How to Listen Live to the Meeting
Live Audio/Video: Visit the City’s website at https://lapuente.org/agenda/. Click on “View Event” for the current meeting to view it live.

Additionally, the City offers live by phone “listen only” lines in English and Spanish.

For English: Please dial (408) 650-3123 and enter the following access code: 731-551-669.

For Spanish: Please dial (646) 749-3122 and enter the following access code: 225-262-461.

How to Submit Public Comment
Please note that all comments are subject to the same Rules of Decorum as would otherwise apply to speakers at City Council meetings.

In Person: Public comment may be provided in-person at City Hall, 15900 E. Main Street. Use of face coverings and social distancing is encouraged.

In Writing: eComments may be submitted for a posted meeting via SpeakUp on the Agendas and Minutes page of the City’s website at https://lapuente.org/agenda/. Simply click on “Click here for eComment”. Please submit your eComment no later than 2 hours prior to the meeting start time.
******************
Dadas las restricciones actuales de Covid-19 y las pautas de distanciamiento social emitidas por agencias federales, estatales y locales, la Ciudad ha implementado los siguientes procedimientos para la participación en las reuniones del Concejo Municipal, hasta nuevo aviso. Los miembros del Concejo Municipal/Agencia Sucesora pueden participar desde una ubicación remota a través de teleconferencia.

Cómo escuchar la reunión en vivo
Audio en vivo: visite el sitio web de la ciudad en https://lapuente.org/agenda/. Haga clic en "Ver evento" para ver la reunión en vivo.

Adicionalmente, la Ciudad ofrece líneas telefónicas de “solo escuchar” en vivo en inglés y español.

Para inglés: marque (408) 650-3123 e ingrese el siguiente código de acceso: 731-551-669.

Para español: marque (646) 749-3122 e ingrese el siguiente código de acceso: 225-262-461.

Cómo enviar comentarios públicos
Tenga en cuenta que todos los comentarios están sujetos a las mismas reglas que se aplicarían a los oradores en las reuniones del Concejo Municipal.

En persona: Los comentarios públicos se pueden proporcionar en persona en el Ayuntamiento, 15900 E. Main Street. Se recomienda el uso de mascarillas y el distanciamiento social.

Por escrito: Los comentarios electrónicos se pueden enviar a través de SpeakUp en la página de Agendas and Minutes del sitio web de la Ciudad en https://lapuente.org/agenda/. Simplemente haga clic en "eComment" para la reunión actual.

Proporcione su eComment a más tardar 2 horas antes de la hora de inicio de la reunión.

CC/SA AGENDA PAGE 1 OF 5 APRIL 11, 2023

REGULAR MEETING OF

LA PUENTE CITY COUNCIL AND SUCCESSOR AGENCY

COUNCIL CHAMBERS
15900 EAST MAIN STREET, LA PUENTE
APRIL 11, 2023
6:00 P.M. CLOSED SESSION
7:00 P.M. REGULAR SESSION
6:00 P.M. CLOSED SESSION

CALL TO ORDER

ROLL CALL
COUNCIL/AGENCY MEMBERS: Klinakis, Munoz, Argudo, Mendoza and Quinones

PLEDGE OF ALLEGIANCE

ORAL COMMUNICATIONS
At this time, only item(s) on the Closed Session agenda may be discussed in Public Comments.

RECESS INTO CLOSED SESSION

CLOSED SESSION

1. THE CITY COUNCIL WILL RECESS TO CLOSED SESSION, CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION, Significant exposure to litigation Government Code Section 54956.9(d)(2) & (e)(1)

2. THE CITY COUNCIL WILL RECESS TO CLOSED SESSION, CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION, Significant exposure to litigation Government Code Section 54956.9(d)(2) (Two potential cases)

3. THE CITY COUNCIL WILL RECESS TO CLOSED SESSION, CONFERENCE WITH LEGAL COUNSEL – PENDING LITIGATION, Cal Government Code Section 54956.9(d)(1). Calderon et al v Southland Transit et al L.A.S.C. No. 21STCV02558

RECONVENE TO OPEN SESSION

REPORT OUT OF CLOSED SESSION

ADJOURNMENT
CC/SA AGENDA PAGE 2 OF 5 APRIL 11, 2023
7:00 P.M. REGULAR SESSION

CALL TO ORDER

ROLL CALL
COUNCIL/AGENCY MEMBERS: Klinakis, Munoz, Argudo, Mendoza, Quinones

PLEDGE OF ALLEGIANCE
PRESENTATIONS – None

ORAL COMMUNICATIONS
If you wish to address the City Council - Successor Agency on an item other than a public hearing matter, please complete the Request for Oral Presentation form and submit it to the City Clerk no later than prior to the conclusion of the first speaker’s remarks. (Ordinance No. 06-843.)

BOARDS/COMMISSION/COMMITTEE REPORTS
Council Members provide a report on any Boards/Commission/Committee meetings, listed below, that they have attended or that have occurred.

ORGANIZATION DEL/ALT MONTHLY MEETINGS TIME
California Contract Cities Association Argudo/Quinones 3 rd Wednesday 6:30 p.m.

Sanitation District 15 & 21 Klinakis/Munoz 4
th Wednesday 1:30 p.m.

League of California Cities L.A. Div. Argudo/Mendoza 1
st Thursday 6:30 p.m.

City Selection Committee Klinakis/Munoz When Necessary 6:30 p.m.

San Gabriel Valley COG Quinones/Argudo 3
rd Thursday 4:00 p.m.

California JPIA Quinones/All Council 4
th Wednesday 6:30 p.m.

Foothill Transit Governing Board Munoz/Klinakis Last Friday of the Month 7:45 a.m.

San Gabriel Valley Mosquito &
Vector Control District
Klinakis 2
nd Friday 7:00 a.m.

A. MINUTES OF PREVIOUS CITY COUNCIL AND SUCCESSOR AGENCY MEETINGS A-1 READ AND APPROVE THE MINUTES OF THE CITY COUNCIL AND SUCCESSOR AGENCY MEETINGS OF MARCH 28, 2023
Staff Recommendation: It is recommended that the City Council and Successor Agency waive the reading and approve the Minutes of the City Council and Successor Agency meetings of March 28, 2023.

B. PUBLIC HEARINGS BEFORE THE CITY COUNCIL - None
C. UNFINISHED BUSINESS OF THE CITY COUNCIL – None
CC/SA AGENDA PAGE 3 OF 5 APRIL 11, 2023
D. CITY COUNCIL AND SUCCESSOR AGENCY CONSENT CALENDAR
All matters listed under Consent Calendar are considered to be routine in nature and may be enacted by one motion approving the recommendation listed on the Agenda. One or more items may be removed from the Consent Calendar so that said item(s) may be discussed and considered individually by the City Council/Successor Agency, if a motion to remove the item(s) is approved by an affirmative vote of a majority of the members of the City Council/Successor Agency. Those specific item(s) will be considered as the first item under New Business.

D-1 CONSIDERATION OF RESOLUTIONS APPROVING WARRANT REGISTER NOS. 1549 AND 69 Staff Recommendation: It is recommended that the City Council and Successor Agency adopt Resolution No. 23-5786 approving Warrant Register No. 1549 and Resolution No. SA 23-102 approving Warrant Register No. 69.

D-2 CONSIDERATION OF A RESOLUTION ADOPTING FINDINGS AND DISPENSING WITH THE

COMPETITIVE BIDDING PROCESS, AND APPROVAL OF AN AGREEMENT WITH HDL, COREN

AND CONE FOR PROPERTY TAX CONSULTING & AUDITING SERVICES Staff Recommendation: It is recommended that the City Council (1) adopt the Resolution 23-5787 making findings and dispensing with the competitive bidding process, and (2) approve the agreement with HdL, Coren and Cone and authorize the City Manager to execute the Agreement on behalf of the City.

D-3 CONSIDERATION OF A RESOLUTION DECLARING AS SURPLUS PROPERTY TWO VEHICLES IN THE CITY’S FLEET, AUTHORIZING THE SALE OF THE SURPLUS VEHICLES BY

ENTERPRISE FLEET MANAGEMENT
Staff Recommendation: It is recommended that the City Council: (1) adopt Resolution No. 23-5788 and declare as surplus property, two vehicles in the City’s fleet, authorizing the sale of the surplus vehicles at auction; and (2) authorize the City Manager to execute the Agreements on behalf of the City.

D-4 CONSIDERATION OF AWARD OF CONSTRUCTION CONTRACT TO WEST COAST TURF FOR THE GRACE F. NAPOLITANO NATURE EDUCATION CENTER SOD INSTALLATION IN THE AMOUNT OF $24,980.00
Staff Recommendation: It is recommended that the City Council: (1) award the contract to West Coast Turf in the amount of $24,980.00; (2) authorize the City Manager to execute the Agreement and approve change orders up to 10% of the original bid amount.

D-5 CONSIDERATION OF AUTHORIZATION TO SOLICIT BIDS FOR THE STREET IMPROVEMENTS ON VARIOUS CITY STREETS FY 2022-23 PROJECT Staff Recommendation: It is recommended that the City Council: (1) approve the plans and specifications for the construction of the Street Improvements on Various City Streets FY 2022-23 project; and (2) authorize Staff to solicit for bids.

D-6 CONSIDERATION OF A RESOLUTION APPROVING PARTICPATION IN THE LOS ANGELES

URBAN COUNTY PERMANENT LOCAL HOUSING ALLOCATION PROGRAM Staff Recommendation: It is recommended that the City Council: (1) adopt Resolution No. 23-5789 approving participation in the Los Angeles Urban County Permanent Local Housing Allocation Program; and (2) authorize the City Manager to execute all documents necessary to effectuate this Program.

CC/SA AGENDA PAGE 4 OF 5 APRIL 11, 2023
D-7 CONSIDERATION OF A RESOLUTION AUTHORIZING PARTICIPATION IN THE NEW

NATIONAL OPIOD SETTLEMENT AUTHORIZING THE CITY TO ENTER INTO FIVE

NATIONAL OPIOIDS SETTLEMENT AGREEMENTS WITH WALMART, CVS, WALGREENS,

TEVA, AND ALLERGAN, ALLOWING THE CITY MANAGER TO EXECUTE THE NECESSARY

AGREEMENTS
Staff Recommendation: It is recommended that the City Council: (1) adopt Resolution No. 23-5790, authorizing the City Manager to release the five settling defendants in exchange for the consideration set forth in the Subdivision Participation Forms and California State-Subdivision Agreements; (2) authorize the City Manager to execute the Subdivision Participation Forms for each of the five settlements (Teva, Allergan, CVS, Walgreens, and Walmart) and any and all documents ancillary thereto; and (3) authorize the City Manager to execute the proposed California State-Subdivision Agreements for each of the five settlements (Teva, Allergan, CVS, Walgreens, and Walmart), and any and all documents ancillary thereto.

E. NEW BUSINESS TO BE CONSIDERED BY THE CITY COUNCIL
E-1 UPDATE AND DISCUSSION REGARDING COMMUNITY SERVICES PROGRAMMING Staff Recommendation: It is recommended that the City Council discuss this item and provide any necessary direction to Staff.

ADHOC COMMITTEE REPORTS
Council Members provide a report on any Ad Hoc Committee meetings that they have attended.

NAME MEMBERS
Code Enforcement Committee Klinakis/Mendoza
La Puente Park Fees, Ordinance and Program Oversight Committee Munoz/Quinones Project LEAD Committee Mendoza/Quinones
LPQT Action Committee Mendoza/Quinones
Adaptive Sports League and Enrichment Programs Oversight Committee Klinakis/Munoz Rowland, Basset, and Hacienda La Puente Unified School Districts Liaison Committee
Klinakis/Munoz
AB 1234 REPORTS

ORAL COMMENTS FROM COUNCIL

ORAL COMMENTS FROM STAFF
CC/SA AGENDA PAGE 5 OF 5 APRIL 11, 2023

ADJOURNMENT

AVAILABILITY
Any writings or documents provided to a majority of the City Council/Successor Agency regarding any item on this agenda will be made available for public inspection at the City Clerk Department at City Hall located at 15900 E. Main Street and the Reference Desk at the Library located at 15920 E.

Central during normal business hours. In addition, such writings and documents will be posted on the City’s website at http://www.lapuente.org.

AMERICANS WITH DISABILITIES
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in a City meeting or other services offered by the City, please contact the City Clerk’s Office at (626) 855-1500. Notification at least 48 hours prior to the meeting or time when services are needed will assist City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service.

MEETING TIMES
Meetings of the City Council shall be adjourned no later than 10:30 p.m., unless a motion to supersede the 10:30 time limit to consider some or all of the remaining items listed on the Agenda, or to consider items which have been added to the Agenda in accordance with the provisions of the Ralph M. Brown Act, Government Code Section 54950, et seq., is approved by a majority of the members of the City Council. (Ordinance No. 95-727.)

CERTIFICATION
I hereby certify under penalty of perjury, under the laws of the State of California that the foregoing agenda was posted in accordance with the applicable legal requirements.

Dated this 6th day of April 2023.

Martha Torres, MPA
City Clerk

MINUTES

LA PUENTE CITY COUNCIL AND SUCCESSOR AGENCY

REGULAR MEETING OF
MARCH 28, 2023
CC/SA MINUTES PAGE 1 OF 5 MARCH 28, 2023
A Regular Meeting of the City Council of the City of La Puente was held in the Council Chambers of City Hall, 15900 East Main Street, La Puente, California, on Tuesday, March 28, 2023, at 7:00 p.m.

CALL TO ORDER
Mayor Klinakis called the meeting to order at 7:02 p.m.

ROLL CALL
Members present: Klinakis, Munoz, Argudo (arrived at 7:11 p.m.), Mendoza, Quinones.

Members absent: None.

Staff members present: City Manager Bob Lindsey, City Attorney Jesse Jauregui, City Clerk Martha Torres, Director of Administrative Services Troy Grunklee, Director of Development Services John Di Mario, Director of Community Services Alexander Bauman, Finance Manager Alexander Merkel-Medina, Associate Planner Juan Galvan, Office Specialist Destiny Rivera, Office Specialist Adriana Jaimez, and Office Specialist Natalie Romo.

PLEDGE OF ALLEGIANCE
Mayor Klinakis led the Pledge of Allegiance.

PRESENTATIONS
Mayor Klinakis presented a proclamation recognizing March as American Red Cross Month. Patty Madera, Interim Executive Director of the Greater San Gabriel and Pomona Valleys American Red Cross, thanked the City Council.

Project LEAD Students Karla Hernandez-Flores, Vanilla Maldonado-Zamora, Destinee Espinoza, and Abigail Leyva provided the City Council with updates on the programming that was provided to students at Nelson Elementary School and Workman Elementary School. Council Member Argudo donated $200 from his discretionary American Rescue Plan Act fund to Workman Elementary School and Nelson Elementary School.

Per Robert’s Rules of Order Newly Revised 11th Edition, minutes are a record of the actions taken by the body. These minutes do not include a summary of the discussion but only reflect the action taken by the body. A complete audio recording of this meeting is available on the City’s website www.lapuente.org.

AGENDA ITEM NO. A-1
CC/SA MINUTES PAGE 2 OF 5 MARCH 28, 2023

ORAL COMMUNICATIONS
Manuel Maldonado spoke regarding the Puente Creek Nature Education Center, Measure LP, and town hall meetings.

Diana Herrera submitted a written comment regarding the July 3rd laser light show, the City’s funding allocation, grants for vandalized businesses, virtual availability for the library, social media accessibility for non-English speakers, and sustainable programs for residents.

BOARDS/COMMISSION/COMMITTEE REPORTS – None
A. MINUTES OF PREVIOUS CITY COUNCIL AND SUCCESSOR AGENCY

MEETINGS
A-1 READ AND APPROVE THE MINUTES OF THE CITY COUNCIL AND SUCCESSOR AGENCY MEETINGS OF MARCH 14, 2023
A motion was made by Council Member Quinones, seconded by Council Member Argudo, to waive the reading and approve the Minutes of the City Council and Successor Agency meetings of March 14, 2023. The motion carried by the following roll call vote:

AYES: Klinakis, Munoz, Argudo, Mendoza, Quinones
NOES: None
ABSTAIN: None
ABSENT: None
B. PUBLIC HEARINGS BEFORE THE CITY COUNCIL – None
C. UNFINISHED BUSINESS OF THE CITY COUNCIL – None
D. CITY COUNCIL AND SUCCESSOR AGENCY CONSENT CALENDAR
A motion was made by Council Member Argudo, seconded by Mayor Pro Tem Munoz, to approve Consent Calendar Items D-1 through D-4. The motion carried by the following roll call vote:

AYES: Klinakis, Munoz, Argudo, Mendoza, Quinones
NOES: None
ABSTAIN: None
ABSENT: None
D-1 CONSIDERATION OF A RESOLUTION APPROVING WARRANT RESOLUTION NO. 1548
Action Taken: The City Council and Successor Agency adopted Resolution No. 23-5784 approving Warrant Register No. 1548.

CC/SA MINUTES PAGE 3 OF 5 MARCH 28, 2023
D-2 PRESENTATION OF FEBRUARY 2023 REQUISITION SUMMARY REPORT

Action Taken: The City Council received and filed this report.

D-3 PRESENTATION OF FEBRUARY 2023 INVESTMENT REPORT

Action Taken: The City Council received and filed this report.

D-4 CONSIDERATION AND ADOPTION OF RESOLUTION NO. 23-5785,

PROCLAIMING THE TERMINATION OF A LOCAL EMERGENCY DECLARED IN RESPONSE TO THE NOVEL COVID-19 PANDEMIC, PURSUANT TO
PROCLAMATIONS NO. 20-5547, NO. 20-5548 AND NO. 20-555
Action Taken: The City Council: (1) adopted Resolution No. 23-5785 terminating the local emergency caused by the Novel Coronavirus (COVID-19).

E. NEW BUSINESS TO BE CONSIDERED BY THE CITY COUNCIL
E-1 PRESENTATION OF FEBRUARY 2023 BUDGET REPORT

Finance Manager Alexander Merkel-Medina provided a report regarding the February 2023 Budget Report.

In response to Mayor Klinakis’ inquiry if all expenses had been accounted for, Finance Manager Merkel Medina confirmed that all expenses were accounted for.

Council Member Quinones inquired if the funding for the soccer field had an annual allocation for operations and maintenance. In response to his inquiry, Director of Administrative Services Grunklee noted that Measure A provided an annual allocation for operations and maintenance.

Action Taken: The City Council received and filed this report.

AD HOC COMMITTEE REPORTS
Code Enforcement Committee: Nothing to report.

La Puente Park Fees, Ordinance and Program Oversight Committee: Nothing to report.

Project LEAD Committee: Nothing to report.

LPQT Action Committee: Council Member Quinones reported that the City’s second annual Pride resource event will take place in June 2023. He noted that surrounding cities support the City’s work.

CC/SA MINUTES PAGE 4 OF 5 MARCH 28, 2023
Mayor Klinakis established the Rowland, Basset, Hacienda La Puente Unified School Districts Liaison ad hoc committee. He appointed himself and Mayor Pro Tem Munoz to serve on the committee.

AB 1234 REPORTS – None.

ORAL COMMENTS FROM COUNCIL
Council Member Argudo inquired about outreach efforts to Rowland Unified School District for upcoming events. Director of Community Services Bauman responded that event flyers were posted on the Peachjar app.

Council Member Quinones thanked Staff for their hard work last weekend at La Puente Park during the League’s Opening Day and the visit with Senator Bob Archuleta. He also thanked Staff and City Council Members for their help during the Mock City Council meeting. Council Member Quinones thanked a Los Angeles County Sheriff’s deputy for participating in the Sparks Middle School Career Day.

Mayor Klinakis noted that La Puente Park has additional parking spaces that are being utilized by the public and stated that the Snack Bar is doing well. He further spoke regarding town hall meetings.

Council Member Mendoza suggested designating certain parking spaces for larger vehicles, and thanked Staff for designating a specific time for children to skate during the roller-skating event.

Mayor Pro Tem Munoz noted that Measure LP goes towards the general fund.

Mayor Klinakis stated that the Maintenance department has been working hard to beautify the City.

ORAL COMMENTS FROM STAFF
City Manager Lindsey thanked park staff, coffee shop staff, the California Youth Corps, and Global Urban Strategies Inc. for their work. He provided an update regarding the coffee shop at La Puente Park, the filling of potholes throughout the City, designated RV parking, the $3.6 million youth worker grant, City grant applications, Skate Night at La Puente Park, and a collaborative animal rescue by the Los Angeles County Sheriff’s Department, Fire Department, and the City’s Animal Control Officers. He also stated that Staff were attacked by a transient and thanked Staff for their quick response.

Associate Planner Galvan provided a presentation regarding crime statistics posted about the City of La Puente on the Neighborhood Scout website.

Council Member Argudo inquired about the agenda placement of the crime statistics presentation and requested that the discussion be moved to a future City Council meeting. City Attorney Jauregui further suggested that the item be moved to a future City Council meeting.

CC/SA MINUTES PAGE 5 OF 5 MARCH 28, 2023
Mayor Klinakis thanked City Attorney Jauregui, Global Urban, and City Clerk staff.

ADJOURNMENT
There being no further business before the City Council, Mayor Klinakis adjourned the meeting at 8:26 p.m.

Approved this 11th day of April, 2023.

Martha Torres, MPA Charlie Klinakis
City Clerk Mayor/Chair
RESOLUTION NO. 23-5786 PAGE 1 OF 1 APRIL 11, 2023
RESOLUTION NO. 23-5786

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF LA PUENTE ALLOWING CERTAIN CLAIMS AND
DEMANDS IN THE AMOUNT $784,323.73 (WARRANT
REGISTER 1549)

THE CITY COUNCIL OF THE CITY OF LA PUENTE DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:

SECTION 1: That in accordance with Section 37202 of the Government Code, the Director of Administrative Services, or designated representative, hereby certifies, and the City Manager hereby approves the accuracy of the following demands and the availability of funds for payment thereof.

APPROVED EXAMINED
______________________________ __________________________________ Bob Lindsey, City Manager Troy Grunklee, CPA
Director of Administrative Services
SECTION 2: That the following claims and demands numbered 9729 through 9808 ACH(s) numbered 531 through 535, and Draft numbered 01980 through 01984 except for voided warrant 9806 have been audited as required by law and the same are hereby allowed in the amounts hereinafter set forth on the attached check registers.

CERTIFIED, PURSUANT TO GOVERNMENT CODE, SECTION 37208, AS CONFORMING TO ADOPTED BUDGET, EXCEPT WARRANT NOS: NONE
_____________________________
Martha Torres, City Clerk
PASSED, APPROVED AND ADOPTED this 11th day of April 2023, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:
______________________________
Charlie Klinakis, Mayor
ATTEST:
_____________________________________
Martha Torres, City Clerk
AGENDA ITEM NO. D-1
4/4/2023 12:45:43 PM Page 1 of 8
Check Register Report
City of La Puente By Payment Number
Payment Dates 3/21/2023 - 3/31/2023
Payment Amount
Payment Number
Payment Date
Account Number
Vendor #
Payable Number Description Vendor Name Item Amount
531 3/24/2023 TANKO TANKO LIGHTING 1,608.50
68828 ST LIGHT MTCE-HACIENDA 285-3330-53111 1,608.50
532 3/24/2023 THYSSE TK ELEVATOR 705.10
5002082765 03/23 CC ELEVATOR MTCE 100-4100-53811 705.10 533 3/24/2023 MELMAN ULPIANO SERGIO REYES 1,500.00
00001 CONCERT@PARK DEPOSIT 100-4140-53979 1,500.00
534 3/24/2023 YUNLLC YUNEX LLC 24,709.17
5610283187 02/23 TS MTCE 200-3120-53819 1,560.50
5620042395 02/23 TS CALL OUTS 200-3120-53819 652.32
5620042401 TS CONTROL BOX-ELLIOTT/AMAR 200-3120-53819 22,496.35 535 3/30/2023 ALTALANG ALTA LANGUAGE SERVICES, INC. 858.75 IN641355 02/28 SPANISH INTERPRETATION SVC 100-1120-53111 858.75 9729 3/24/2023 AZ DESIGN ALBERT ZUBIA 508.58
INV0008767 MTCE-UNIFORMS 100-3330-53015 508.58
9730 3/24/2023 AMABUS AMAZON CAPITAL SERVICES INC 308.06 13XQ-PTRX-7D4Y THERMAL LABEL PRINTER 100-1120-53011 131.99 1QCL-MK1L-3HC1 OTTERBOX 100-2130-53012 22.55
1YHM-R3Y9-33G1 THERMAL PRINTER AND LABELS 100-1120-53011 128.32 1YKP-T3D6-3QWG PHONE SCREEN PROTECTORS 550-6100-53018 25.20 9731 3/24/2023 ANGAUD ANGELCOM AUDIO 820.00
02451 STAGE SVC 100-4110-53976 820.00
9732 3/24/2023 ANICAR ANIMAL CARE EQUIPMENT & SERVICES, LLC 187.25 107581 STANDARD KETCH-ALL POLE 100-2130-53012 187.25
9733 3/24/2023 ATT AT&T 117.52
000019612211 02/06-03/05 PHONE-CH LINE 100-1150-53715 22.82 000019612212 02/06-03/05 PHONE-MTCE YARD 911 LN 285-3330-53715 22.82 000019656029 02/13-03/12 PHONE-CC/YLAC LINE 100-4100-53715 47.52 000019656030 02/13-03/12 PHONE-LP SNACK BAR 285-3330-53715 24.36 9734 3/24/2023 CBE4AM CBE OFFICE SOLUTIONS 1,189.76
IN2603310 02/20-03/19 FACILITY COPIER 100-1150-53911 1,189.76 9735 3/24/2023 CINTA CINTAS CORPORATION #693 3,547.51
8406100291-A FIRST ADI RESTOCK-ALL FACILITIES 100-1150-53011 1,814.93 8406145246-A FIRST AID RESTOCK-ALL FACILITIES 100-1150-53011 1,732.58 9736 3/24/2023 CINTA CINTAS CORPORATION #693 275.70
4131507905-b SR CENTER MAT RENTAL 100-4130-53813 177.05 4149613255 03/16 CH MAT RETNAL 100-1150-53011 98.65
9737 3/24/2023 CONCEN CONCENTRA 121.00
78569873 PRE EMPLOYMENT PHYSICAL 100-1135-53406 121.00
9738 3/24/2023 CORCON CORRAL CONSTRUCTION & DEVELOPMENT INC. 58,900.00 701925 LP PARK RESTROOM RETENTION 280-20220 -3,100.00
701925 LP PARK RESTROOM PYMT #2 280-5606-59300 62,000.00 9739 3/24/2023 CRSINC COST RECOVERY SYSTEMS INC. 6,250.00 2023-16 FY 22/23 STATE MANDATED FILING 100-1130-53111 6,250.00 Check Register Report Payment Dates: 3/21/2023 - 3/31/2023 4/4/2023 12:45:43 PM Page 2 of 8
Payment Amount
Payment Number
Payment Date
Account Number
Vendor #
Payable Number Description Vendor Name Item Amount
9740 3/24/2023 COUPLU COURTESY PLUMBERS, INC. 445.00
138134 SNACK BAR RESTROOM MAIN LINE SVC 100-3330-53813 445.00 9741 3/24/2023 DAROLI DAPEER, ROSENBLIT & LITVAK, LLP 1,980.94 21302 LEGAL SVC-CODE ENF 100-2110-53114 450.00
21303 02/23 LEGAL SVC-CODE ENF 100-2110-53114 1,530.94
9742 3/24/2023 DISPEN DISPENSING TECHNOLOGY 2,918.84
15306 COLD PATCH 200-3120-53817 2,918.84
9743 3/24/2023 DOUPLA DOUBLE PLAY PIZZA 274.00
801870 CJPIA MTCE TRAINING 100-3330-53972 274.00
9744 3/24/2023 EVALLEY EAST VALLEY EMERGENCY PET CLINIC 65.00 588369 03/23 VET SERVICES 100-2130-53111 65.00
9745 3/24/2023 EWIIRR EWING IRRIGATION PRODUCTS INC. 458.37 18849751 HOSE ACCESORIES 100-3100-53012 458.37
9746 3/24/2023 FIRMAS FIREMASTER 621.85
0001047920 CC SEMI ANNUAL KITCHEN HOOD MTCE 100-4100-53811 621.85 9747 3/24/2023 CHAGUA GUADALUPE CHAVEZ 800.00
INV0008771 03/25 EVENT DJ SVC 263-3320-53111 800.00
9748 3/24/2023 HATCH HATCH DOOR SERVICE 14,085.33
16498 ROLL UP STEEL DOOR 100-3330-53813 14,085.33
9749 3/24/2023 HOLGOO HOLIDAYGOO 875.64
19969 SUPPLIES-EGG HUNT EVENT 100-4100-53979 875.64
9750 3/24/2023 INNO INNOVATIVE PLAYGROUDS COMPANY, INC. 194,271.00 2786 LP PARK ADD'L SHADE STRUCTURES 280-5606-59300 194,271.00 9751 3/24/2023 GONSALV JOE A. GONSALVES & SON 2,500.00
160589 04/23 LEGISLATIVE SVC 100-1100-53111 2,500.00
9752 3/24/2023 JOSREY JOSE REYES 604.60
INV0008756 03/01-15 SHOPPING CART MILEAGE REIM-REYES 555-3150-53014 604.60 9753 3/24/2023 RODJUL JULIE RODRIGUEZ 150.00
040823 PHOTO SVC-EGG HUNT SVC 100-4140-53979 150.00
9754 3/24/2023 L&GCAB L & G CABLE CONSTRUCTION 30.00
INV0008753 OVERPAYMENT BL # 16544 100-48900 30.00
9755 3/24/2023 LACRD LA CO DEPT PUBLIC WORKS 10,188.20
RE-PW-23031304491 02/23 IW LA PUENTE 100-3110-53121 1,245.17 RE-PW-23031304823 02/23 TS MTCE DDG 200-3120-53819 8,943.03 9756 3/24/2023 LPVCWD LA PUENTE VALLEY CO WATER 920.86
INV0008751 12/19-02/16 WTR-COMM 100-4100-53714 460.43
INV0008751 12/19-02/16 WTR-YLAC 100-4110-53714 460.43
9757 3/24/2023 MANCIL MANCILLA'S QUALITY PRINTING LLC 5.50 15457 PARK BLUE PRINT 100-3330-53976 5.50
9758 3/24/2023 MARMAR MARIO MARTINEZ 37.00
INV0008752 LIVESCAN REIM-MARTINEZ 263-3320-53406 37.00
9759 3/24/2023 NATENSVC NATIONWIDE ENVIRONMENTAL SERVICES 4,429.95 33095 CATCH BASIN CLEANING SVC 284-3100-53111 4,429.95
9760 3/24/2023 POLYCO POLY-CORR INDUSTRIES INC. 407.00
70576A-IN SAND BAGS 100-3100-53012 407.00
Check Register Report Payment Dates: 3/21/2023 - 3/31/2023 4/4/2023 12:45:43 PM Page 3 of 8
Payment Amount
Payment Number
Payment Date
Account Number
Vendor #
Payable Number Description Vendor Name Item Amount
9761 3/24/2023 POST POSTMASTER 591.40
INV0008755 02/23 PASSPORT POSTAGE 100-1150-53211 591.40 9762 3/24/2023 REGION REGIONAL TAP SERVICE CENTER 1,923.90 6018839 01/23 EZ/FOOTHILL MONTHLY PASSES 210-3130-53915 1,923.90 9763 3/24/2023 RESRO RESCUE ROOTER 20.00
INV0008754 OVERPAYMENT BL # 16843 100-48900 20.00
9764 3/24/2023 RESOUR RESOURCE BUILDING MATERIALS 54.77 3546030 SCOOP WASHED PLASTER SAND 100-3330-53822 204.77 377239 PALLET DEPOSIT 285-3330-53822 -90.00
378405 PALLET DEPOSIT 285-3330-53822 -60.00
9765 3/24/2023 CARRRI RICARDO CARRILLO 300.00
INV0008750 REIM-DRAWER LOCKS-CARRILLO 100-4110-53012 100.00 INV0008757 BOOT REIM-CARRILLO 100-3330-53015 200.00
9766 3/24/2023 SGVWC S.G.V. WATER CO 981.12
INV0008760 02/07-03/13 WTR-935 IRRIG 200-3120-53714 220.86 INV0008761 02/07-03/13 WTR-715 IRRIG PUENTE 200-3120-53714 328.90 INV0008762 02/07-03/13 WTR-545 IRRIG PUENTE 200-3120-53714 257.17 INV0008763 02/07-03/13 WTR-13760 IRRIG TEMPLE 200-3120-53714 174.19 9767 3/24/2023 CALSO SO CAL INDUSTRIES 471.24
619948 TEMP FENCING 100-3330-53822 471.24
9768 3/24/2023 SPEENT SPEEDY ENTERPRISES 193.92
1500899 METAL POLE CUTTER 100-3330-53012 193.92
9769 3/24/2023 STAPLE STAPLES CREDIT PLAN 796.85
3223523131 CREAMER 100-1150-53011 28.89
3227366041 OFFICE SUPPLIES 100-1130-53011 137.53
3231733291 TOUCH TAPE 100-1150-53011 179.26
3232406061 OFFICE SUPPLIES 100-1150-53011 286.74
3232420121 LAMINATING SHEETS 100-1150-53011 60.26
3234165581 CARBONLESS RECEIPT 100-1150-53011 63.78
3237939431 CREAMER 100-3330-53011 40.39
9770 3/24/2023 SOSUBW SUBURBAN WATER SYSTEMS 188.05
180042026162 02/03-03/07 WTR-HACIENDA/MAPLEGROVE 200-3120-53714 188.05 9771 3/24/2023 TERMI TERMINIX PROCESSING CENTER 285.00
431085471 03/10 CH PEST CONTROL 100-1150-53813 85.00
431085493 03/10 CH PEST CONTROL 100-1150-53813 97.00
431086568 03/10 CC PEST CONTROL 100-4100-53813 50.00
431086647 03/10 YLAC PEST CONTROL 100-4110-53813 53.00
9772 3/24/2023 GASCO THE GAS COMPANY 4,645.35
INV0008758 02/03-03/07 GAS-CITY HALL 100-1150-53711 2,446.98 INV0008759 02/03-03/07 GAS-PARK SVC 285-3330-53711 250.31 INV0008764 02/02-03/06 GAS- SR CENTER 100-4130-53711 626.70 INV0008765 02/03-03/07 GAS-YLAC 100-4110-53711 954.34
INV0008766 02/03-03/07 GAS-COMM CTR 100-4100-53711 367.02 9773 3/24/2023 ULINE ULINE 7,286.79
160484715 CONVERTIBLE HAND TRUCK/CHAIR 100-3330-53012 704.71 160485196 BUS SHELTER RECEPTACLES 210-3130-53816 892.84 160531557 BUS SHELTER RECEPTACLES 210-3130-53816 1,035.84 160609003 BUS SHELTER RECEPTACLES 210-3130-53816 1,035.84 160646159 BUS SHELTER RECEPTACLES 210-3130-53816 917.04 160646159-1 COTTON INSPECTION GLOVE 100-3330-53011 22.00 160788067 BUS SHELTER RECEPTACLES 210-3130-53816 892.84 Check Register Report Payment Dates: 3/21/2023 - 3/31/2023 4/4/2023 12:45:43 PM Page 4 of 8
Payment Amount
Payment Number
Payment Date
Account Number
Vendor #
Payable Number Description Vendor Name Item Amount
160858778 BUS SHELTER RECEPTACLES 210-3130-53816 892.84 160882897 BUS SHELTER RECEPTACLES 210-3130-53816 892.84 9774 3/24/2023 UNREN UNITED RENTALS 3,123.75
212288037-005 DUMP TRUCK RENTAL 100-3330-53822 3,123.75 9775 3/24/2023 FOUN WORLD SPACE FOUNDATION 2,200.00
2023.03.13-1 WORLD SPACE PROGRAM CLASSES-LA PUENTE PARK 263-3320-53111 2,200.00 9776 3/24/2023 ZHZHE ZHENG ZHAO 180.22
INV0008769 TEXTBOOKS REIM-ZHAO 100-4100-53111 180.22
9777 3/30/2023 AGRTUR AGRI-TURF DISTRIBUTING, LLC 621.28 82623 FERTILIZER 100-3330-53822 621.28
9778 3/30/2023 AMABUS AMAZON CAPITAL SERVICES INC 4,274.88 1C1C-CHTT-4G99 PREFILLED EASTER EGGS W/TOYS 100-4140-53979 888.27 1GNV-41Y4-KQHQ US CONVERTER CABLE 550-6100-53018 43.92
1RML-VGRD-71YD IT EQUIPMENT 550-6100-53018 3,342.69
9779 3/30/2023 AMERI AMERINATIONAL 1,109.40
LPM-22-003140 12/22 LOAN MONITORING 100-3320-53111 571.80 LPM-23-000187 01/23 LOAN MONITORING 100-3320-53111 537.60 9780 3/30/2023 BLAWAT BLACKWATER SECURITY 6,500.00
032328 2005 FORD CROWN VICTORIA-PROS TEAM 555-3150-54484 6,500.00 9781 3/30/2023 TIMEWA CHARTER COMMUNICATIONS 105.28
0029105031423 03/14-04/13 SR CTR CABLE/INTERNET 100-4130-53715 105.28 9782 3/30/2023 CED CONSOLIDATED ELECTRICAL DISTRIBUTORS, INC 255.56 3301-1010633 MTCE-ELECTRICAL SUPPLIES 100-3330-53822 255.56 9783 3/30/2023 COUPLU COURTESY PLUMBERS, INC. 190.00
137059 SNACK BAR-DRAIN SVC 100-3330-53813 190.00
9784 3/30/2023 DEPTJ DEPT OF JUSTICE-BUREAU 192.00
641820 02/23 FINGERPRINT SVC 100-1135-53406 96.00
641820 02/23 FINGERPRINT SVC 100-4110-53980 64.00
641820 02/23 FINGERPRINT SVC 263-3320-53406 32.00
9785 3/30/2023 DOUPLA DOUBLE PLAY PIZZA 191.00
881904 LEAD PROGRAM LUNCH 100-4140-53976 191.00
9786 3/30/2023 EWIIRR EWING IRRIGATION PRODUCTS INC. 248.36 18888942 IRRIGATION SUPPLIES 100-3330-53822 248.36
9787 3/30/2023 FECELE F.E.C. ELECTRIC INC. 1,262.68
22007-3 01/23 CH ELECTRICAL SVC 100-1150-53813 830.32
23001-2 LP PARK SNACK BAR ELECTRICAL SVC 280-5606-59300 432.36 9788 3/30/2023 FEDEXP FEDERAL EXPRESS CORP 54.38
8-064-46109 POSTAGE-LA CO SANITATION DISTRICT 100-1150-53211 27.19 8-064-46109 POSTAGE-S.G.V. MOSQUITO 100-1150-53211 27.19 9789 3/30/2023 VERIC FRONTIER COMMUNICATIONS 256.50
INV0008772 03/07-04/06 PHONE-SR CTR ALARM 100-4130-53715 128.25 INV0008772 08/07-09/06 PHONE-SR CTR ALARM 100-4130-53715 128.25 9790 3/30/2023 GORM GORM INC 99.70
316231A JANITORIAL SUPPLIES 100-3330-53011 99.70
9791 3/30/2023 JCLBAR JCL TRAFFIC 1,804.21
118734 TRAFFIC SIGNAGE 200-3120-53821 529.07
118735 TRAFFIC SIGNAGE 200-3120-53821 646.94
Check Register Report Payment Dates: 3/21/2023 - 3/31/2023 4/4/2023 12:45:43 PM Page 5 of 8
Payment Amount
Payment Number
Payment Date
Account Number
Vendor #
Payable Number Description Vendor Name Item Amount
118825 TRAFFIC SIGNAGE 200-3120-53821 628.20
9792 3/30/2023 CERJUS JUSTIN A CERDA 391.57
INV0008773 TRAINING REIM-CERDA 100-2110-53151 391.57
9793 3/30/2023 LACRDD LA CO DEPT PUBLIC WORKS 276.10
SA230000090 FY 22/23 CIMP IMPLEMENTATION COST 284-3100-53111 276.10 9794 3/30/2023 LACREGISTRAR LOS ANGELES COUNTY REGISTRAR-RECORDER/COUNTY CLERK 58,415.32 23-2095 11/22 GUBERNATORIAL GENERAL ELECTION 100-1120-53115 58,415.32 9795 3/30/2023 MANCIL MANCILLA'S QUALITY PRINTING LLC 141.90 15466 RUBBER STAMP 100-4100-53011 141.90
9796 3/30/2023 MODES MODERN DESIGNS PAINTING & WALLCOVERING 875.00 91958 SR CENTER EXTERIOR WORK 100-4130-53813 875.00
9797 3/30/2023 ORSCON ORS CONSTRUCTION 4,625.00
0068 PROGRESS RETENTION-AUBURN 260-20220 -625.00
0068 PROGRESS PYMT-AUBURN 260-3320-53977 5,250.00
9798 3/30/2023 QUINMO QUINTIN'S MOBIL 423.59
1010264 FUEL 555-3150-53014 33.81
1013379 FUEL-MTCE VEH 555-3150-53014 85.53
1013773 FUEL-MTCE VEH 555-3150-53014 64.20
1014199 555-3150-53014 555-3150-53014 106.00
1014720 FUEL-MTCE VEH 555-3150-53014 68.26
1015394 FUEL-MTCE VEH 555-3150-53014 65.79
9799 3/30/2023 RESOUR RESOURCE BUILDING MATERIALS 779.80 3540716 CONCRETE SUPPLIES 100-3330-53822 287.12
3547255 CONCRETE/REBAR 100-3330-53822 341.57
3549316 SCOOP WASHED PLASTER SAND 100-3330-53822 151.11 9800 3/30/2023 SPOH SPOHN RANCH 25,270.50
LP017 LP PARK SURFACE BASKETBALL COURTS 280-5606-59300 25,270.50 9801 3/30/2023 SOSUBW SUBURBAN WATER SYSTEMS 657.64
180022547233 02/22-03/23 WTR-6000076363 200-3120-53714 155.02 180032249886 02/17-03/21 WTR-6000060246 200-3120-53714 110.47 180032249890 02/17-03/21 WTR-6000060264 200-3120-53714 159.74 180032251183 02/22-03/23 WTR-6000078449 200-3120-53714 59.95 180042035901 02/22-03/23 WTR-60000133466 200-3120-53714 41.07 180051863755 02/17-03/21 WTR-6000064023 200-3120-53714 131.39 9802 3/30/2023 TERMI TERMINIX PROCESSING CENTER 90.00
431087946 03/ SR CENTER PEST CONTROL 100-4130-53813 90.00 9803 3/30/2023 TCS TOTAL COMPENSATIONS SYSTEMS INC 1,980.00 11613 GASB 75 VALUATION SVC-1ST PYMT 100-1130-53111 1,980.00 9804 3/30/2023 ULINE ULINE 13,918.21
160936233 FLAT LID RECEPTACLE 210-3130-53816 892.84
160951393 PALLET RACKS 100-5596-59300 9,640.28
161092591 FLAT LID RECEPTACLE 100-3330-53822 892.84
161181691 FLAT LID RECEPTACLE 210-3130-53816 892.09
161231354 SAFETY CONE/MOP KIT 100-3330-53012 620.76
161240339 SAFETY BOLLARD 100-3330-53822 979.40
9805 3/30/2023 UNREN UNITED RENTALS 3,391.03
210688076-007 TRAILER TILT RENTAL 100-3330-53822 543.75 210699856-008 SKID STEER BUCKET RENTAL 100-3330-53822 2,847.28 Check Register Report Payment Dates: 3/21/2023 - 3/31/2023 4/4/2023 12:45:43 PM Page 6 of 8
Payment Amount
Payment Number
Payment Date
Account Number
Vendor #
Payable Number Description Vendor Name Item Amount
9807 3/30/2023 WILENG WILLDAN ENGINEERING 124,619.03
002-28432 02/23 BLDG & SAFETY SVC 100-3310-53111 36,091.07 003-37410 02/23 ENGINEERING PERMITS 100-3110-53120 6,747.00 003-37426 02/23 ST IMPROVEMENT VARIOUS ST FY 22/23 215-5587-59210 55,760.00 003-37429 02/23 BUS SHELTER REPLACEMENT 210-5547-59600 25,210.96 00624996 01/23 LANDSCAPE PLAN-15448 AMAR RD 100-3110-53111 810.00 9808 3/30/2023 WILFIN WILLDAN FINANCIAL SERVICES 1,475.00 010-54007-1 21/22 ANNUAL CONTINUING DISCLOSURE SVC 100-1130-53111 150.00 010-54007-1 21/22 ANNUAL CONTINUING DISCLOSURE SVC 203-3120-53111 587.50 010-54007-1 21/22 ANNUAL CONTINUING DISCLOSURE SVC 205-3120-53111 587.50 010-54007-1 21/22 ANNUAL CONTINUING DISCLOSURE SVC 500-3210-53111 150.00 DFT0001980 3/24/2023 OFFJUS OFFICE OF JUSTICE PROGRAMS 346.41 INV0008768 JAG GRANT REFUND 245-45100 346.41
DFT0001981 3/24/2023 LAPCOM LA PUENTE COMMUNITY FOUNDATION 462.00 INV0008770 RE-PAYMENT OF CASH RECEIPT 100-47260 462.00
DFT0001982 3/30/2023 WEXBANK WEX BANK 6,380.42
88026356 03/23 FUEL PURCHASE 555-3150-53014 6,380.42
DFT0001983 3/30/2023 BANK US BANK 42,894.86
2230053 2022 SERIES A BOND INTEREST PYMT 300-1135-53990 42,895.04 2230053 2022 SERIES A BOND INTEREST PYMT 400-10120 -0.18 DFT0001984 3/30/2023 BANK US BANK 118,826.78
2230056 2020 SERIES A BOND INTEREST PYMT 300-10120 -0.20 2230056 2020 SERIES A BOND INTEREST PYMT 300-1135-53990 118,826.98 Grand Total: 784,323.73
Check Register Report Payment Dates: 3/21/2023 - 3/31/2023 4/4/2023 12:45:43 PM Page 7 of 8
Report Summary
Fund Summary
Fund Payment Amount
100 - GENERAL FUND 179,138.43
200 - GAS TAX FUND 40,202.06
203 - MEASURE M FUND 587.50
205 - MEASURE R FUND 587.50
210 - PROP A FUND 35,479.87
215 - PROP C FUND 55,760.00
245 - JAG GRANT FUND 346.41
260 - CDBG PROGRAM FUND 4,625.00
263 - AMERICAN RESCUE PLAN ACT FUND 3,069.00
280 - MISCELLANEOUS GRANTS FUND 278,873.86
284 - MEASURE W 4,706.05
285 - LIGHTING & LANDSCAPE MAINTENANCE 1,755.99
300 - CITYWIDE DEBT SERVICE 161,721.82
400 - CAPITAL PROJECTS FUND -0.18
500 - SEWER CONSTRUCTION/MAINTENANCE FUND 150.00
550 - EQUIPMENT REPLACEMENT FUND 3,411.81
555 - VEHICLE MAINTENANCE & REPLACEMENT FUND 13,908.61
Grand Total: 784,323.73
Account Summary
Account Number Account Name Payment Amount
100-1100-53111 Contract Services - Private 2,500.00
100-1120-53011 Operating Supplies 260.31
100-1120-53111 Contract Services - Private 858.75
100-1120-53115 Contract Services - Election 58,415.32
100-1130-53011 Operating Supplies 137.53
100-1130-53111 Contract Services - Private 8,380.00
100-1135-53406 Recruitment Expenses 217.00
100-1150-53011 Operating Supplies 4,265.09
100-1150-53211 Postage & Mailing Services 645.78
100-1150-53711 Utility - Gas 2,446.98
100-1150-53715 Utility - Communications 22.82
100-1150-53813 Facility Maintenance 1,012.32
100-1150-53911 Equipment Lease/Rental 1,189.76
100-2110-53114 Legal Services - General 1,980.94
100-2110-53151 Education & Training 391.57
100-2130-53012 Small Tools & Equipment 209.80
100-2130-53111 Contract Services - Private 65.00
100-3100-53012 Small Tools & Equipment 865.37
100-3110-53111 Contract Services - Private 810.00
100-3110-53120 Engineering Permits 6,747.00
100-3110-53121 Industrial Waste Inspecti… 1,245.17
100-3310-53111 Contract Services - Private 36,091.07
100-3320-53111 Contract Services - Private 1,109.40
100-3330-53011 Operating Supplies 162.09
100-3330-53012 Small Tools & Equipment 1,519.39
100-3330-53015 Uniform/Boot Reimburse… 708.58
100-3330-53813 Facility Maintenance 14,720.33
100-3330-53822 Park Maintenance & Repa… 10,968.03
100-3330-53972 Conferences & Meetings 274.00
100-3330-53976 Special Departmental 5.50
100-4100-53011 Operating Supplies 141.90
100-4100-53111 Contract Services - Private 180.22
100-4100-53711 Utility - Gas 367.02
100-4100-53714 Utility - Water 460.43
100-4100-53715 Utility - Communications 47.52
100-4100-53811 Equipment Maintenance 1,326.95
Check Register Report Payment Dates: 3/21/2023 - 3/31/2023 4/4/2023 12:45:43 PM Page 8 of 8
Account Summary
Account Number Account Name Payment Amount
100-4100-53813 Facility Maintenance 50.00
100-4100-53979 Special Events 875.64
100-4110-53012 Small Tools & Equipment 100.00
100-4110-53711 Utility - Gas 954.34
100-4110-53714 Utility - Water 460.43
100-4110-53813 Facility Maintenance 53.00
100-4110-53976 Special Departmental 820.00
100-4110-53980 Sports Activities 64.00
100-4130-53711 Utility - Gas 626.70
100-4130-53715 Utility - Communications 361.78
100-4130-53813 Facility Maintenance 1,142.05
100-4140-53976 Special Departmental 191.00
100-4140-53979 Special Events 2,538.27
100-47260 Recreation Programs 462.00
100-48900 Miscellaneous 50.00
100-5596-59300 Construction Costs 9,640.28
200-3120-53714 Utility - Water 1,826.81
200-3120-53817 Street/Sidewalk Mainten… 2,918.84
200-3120-53819 Signal Maintenance 33,652.20
200-3120-53821 Traffic Markings/Signs 1,804.21
203-3120-53111 Contract Services - Private 587.50
205-3120-53111 Contract Services - Private 587.50
210-3130-53816 Bus Shelter Maintenance 8,345.01
210-3130-53915 Public Transit Subsidy 1,923.90
210-5547-59600 Other Services 25,210.96
215-5587-59210 Design Engineering 55,760.00
245-45100 Federal Grant 346.41
260-20220 Retention Payable -625.00
260-3320-53977 Grants & Loans - Resident… 5,250.00
263-3320-53111 Contract Services - Private 3,000.00
263-3320-53406 Recruitment Expenses 69.00
280-20220 Retention Payable -3,100.00
280-5606-59300 CONSTRUCTION COSTS 281,973.86
284-3100-53111 Contract Services - Private 4,706.05
285-3330-53111 Contract Services - Private 1,608.50
285-3330-53711 Utility - Gas 250.31
285-3330-53715 Utility - Communications 47.18
285-3330-53822 Park Maintenance & Repa… -150.00
300-10120 Cash with Fiscal Agent -0.20
300-1135-53990 Interest Payments 161,722.02
400-10120 Cash with Fiscal Agent -0.18
500-3210-53111 Contract Services - Private 150.00
550-6100-53018 Computer Hardware & Su… 3,411.81
555-3150-53014 Fuel 7,408.61
555-3150-54484 Vehicle Purchase 6,500.00
Grand Total: 784,323.73
Project Account Summary
Project Account Key Payment Amount
**None** 753,310.07
100023E 832.00
100923E 37.00
30123E 4,625.00
30223E 1,109.40
61723E 1,913.91
70923E 22,496.35
Grand Total: 784,323.73
RESOLUTION NO. SA 23-102 PAGE 1 OF 1 APRIL 11, 2023
RESOLUTION NO. SA 23-102

A RESOLUTION OF THE SUCCESSOR AGENCY TO THE

LA PUENTE COMMUNITY DEVELOPMENT

COMMISSION ALLOWING CERTAIN CLAIMS AND
DEMANDS IN THE AMOUNT OF $1,475.00 (WARRANT
REGISTER 69)

THE CITY COUNCIL ACTING AS THE SUCCESSOR AGENCY TO THE LA

PUENTE COMMUNITY DEVELOPMENT COMMISSION DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:

APPROVED EXAMINED
______________________________ __________________________________ Bob Lindsey, City Manager Troy Grunklee , CPA
Director of Administrative Services
SECTION 2: That the following claims and demands numbered 131 haves been audited as required by law and the same are hereby allowed in the amounts hereinafter set forth on the attached Check Registers.

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

WITH THE COMPETITIVE BIDDING PROCESS, AND APPROVAL OF AN

AGREEMENT WITH HDL, COREN AND CONE FOR PROPERTY TAX

CONSULTING & AUDITING SERVICES

BACKGROUND
Since 2010, the City of La Puente has contracted with HdL Coren & Cone for property tax consulting and auditing services. The cost of these services has been $10,560.00 since 2018.

DISCUSSION
In May 2016, the City entered into an agreement with HdL Coren & Cone (HdL) to provide property tax consulting and auditing services. The agreement was for a three (3) year term and the City’s option for five, one (1) year terms. The City took advantage of all of the extensions. In the second year of the 2016 agreement, the fee changed per the agreement to $10,560 per year and has remained unchanged throughout all of the extensions.

City staff is recommending the City approved an agreement with HdL for two years, and may be extended for five, one-year terms by mutual written agreement of the parties. The fee for the yearly services has been increased to $11,615.00 in the new agreement, which as stated previously has not been increased since 2018.

Pursuant to Section 2.20.090(f) of the City’s Municipal Code, the City may dispense with formal bidding procedures when there is a determination “that due to the nature of the supplies, equipment, or professional services, bidding is not likely to result in the lowest price.” HdL is a state-wide expert in property tax data analysis with over 240 public agency clients and has an extensive history with the City of La Puente. HdL has developed a comprehensive database for the City of La Puente and Staff uses the database for a variety of uses such as property owner verification, property owner notifications, and property tax forecasting and analysis. There are a few companies that can provide the above mentioned type of information to the City and it has been determined by staff that, due to the information that has been provided and the time, effort and resources that it would take to obtain information and provide this service, another company could not provide a similar service for less cost.

City of La Puente

AGENDA REPORT
Agenda Report: Property Tax Consulting/Auditing Agreement For meeting of: April 11, 2023

Page 2 ends

FISCAL IMPACT
Base fee of $11,615 plus 25% of property tax revenues recovered or reallocated for Fiscal Year 2023- 24 and will be included in the operating budget for the upcoming fiscal year.

RECOMMENDATION
It is recommended that the City Council (1) adopt the Resolution 23-5787 making findings and dispensing with the competitive bidding process, and (2) approve the agreement with HdL, Coren and Cone and authorize the City Manager to execute the Agreement on behalf of the City.

ATTACHMENTS
Attachment A: Professional Services Agreement
Attachment B: Resolution 23-5787

Page 1 ends

CITY OF LA PUENTE

PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT (“Agreement”), is made and effective as of May 24, 2023, between the City of La Puente, a municipal corporation (“City”), and HdL Coren & Cone, a California Corporation (“Consultant”). The City and Consultant are hereinafter collectively referred to as the “Parties”.

RECITALS
WHEREAS, property tax revenues can be verified and potentially increased through a system of continuous monitoring, identification and reconciliation to county records; and WHEREAS, an effective program of property tax management will assist the City in fiscal, economic and community development planning; and WHEREAS, City desires the property tax data based reports and data analysis required to effectively manage the City property tax base and identify and recover revenues misallocated within the City, or to other jurisdictions; and
WHEREAS, Consultant is a state-wide expert in such data analysis with over 240 public agency clients for whom such services are performed and has the programs, equipment, data and personnel required to deliver the property tax services referenced herein; and WHEREAS, City prefers to pay for certain of such services through a contingency arrangement where payment is made from monies recovered and Consultant is willing to base its compensation on such a risk-based formula; and
WHEREAS, City desires to engage Consultant to perform the services described herein, and Consultant desires to perform such services in accordance with the terms and conditions set forth herein.

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

1. TERM
This Agreement shall commence on the Effective Date, and shall remain and continue in effect for an initial two-year term unless sooner terminated pursuant to the provisions of this Agreement. This Agreement may be extended for five, one-year terms by mutual written agreement of the parties.

2. SERVICES
(a) Consultant shall perform the tasks (“Services”) described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full (“Scope of Services”). Tasks other than those specifically described in the Scope of Services shall not be performed without

ATTACHMENT A

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prior written approval of the City. In the event of conflict or inconsistency between the terms of this Agreement and Exhibit A, the terms of this Agreement shall prevail. (b) City shall have the right to request, in writing, changes to the Services. Any such changes mutually agreed upon by the Parties, and any corresponding increase or decrease in compensation, shall be incorporated by written amendment to this Agreement. (c) Consultant shall perform all Services in a manner reasonably satisfactory to the City and in a manner in conformance with the standards of quality normally observed by an entity providing Property Tax Consulting/Audit Services serving a municipal agency. (d) Consultant shall comply with all applicable federal, state, and local laws, regulations and ordinances in the performance of this Agreement, including but not limited to, the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.)). During the term of this Agreement, Consultant shall not perform any work for another person or entity for whom Consultant was not working on the Effective Date if both (i) such work would require Consultant to abstain from a decision under this Agreement pursuant to a conflict of interest statute or law; and (ii) City has not consented in writing to Consultant’s performance of such work. No officer or employee of City shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 et seq. Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent, appointee, or official of the City. If Consultant was an employee, agent, appointee, or official of the City in the previous twelve (12) months, Consultant warrants that it did not participate in any manner in the forming of this Agreement. Consultant understands that, if this Agreement is made in violation of Government Code §1090 et. seq., the entire Agreement is void and Consultant will not be entitled to any compensation for Services performed pursuant to this Agreement, and Consultant will be required to reimburse the City for any sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code § 1090 and, if applicable, will be disqualified from holding public office in the State of California. (e) Consultant represents that it has, or will secure at its own expense, all licensed personnel required to perform the Services. All Services shall be performed by Consultant or under its supervision, and all personnel engaged in the Services shall be qualified and licensed to perform such services.

3. MANAGEMENT
The City Manager, or his/her designee, shall represent the City in all matters pertaining to the administration of this Agreement, review and approval of all products submitted by Consultant, but shall have no authority to modify the Services or the compensation due to Consultant.

4. PAYMENT
(a) The City agrees to pay Consultant quarterly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit C (“Rate Schedule”), attached hereto and incorporated herein by this reference as though set forth in full, based upon actual

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time spent on the above tasks. This amount shall not exceed Eleven Thousand Six Hundred and Fifteen Dollars ($11,615.00) for the total Term of the Agreement unless additional payment is approved as provided in this Agreement.
(b) For base services which are payable on a contingent basis, Consultant shall receive twenty-five percent (25%) of general fund or tax increment property tax revenue or other revenues attributable to Successor Agency, City, Districts, or funds recovered or reallocated which are directly or indirectly the result of an audit, analysis or consultation performed by Consultant (including but not limited to base year value audits; administration of tax sharing agreements; tax increment allocation reviews; county allocation reviews). Consultant shall separate and support said reallocation and provide City with an itemized invoice showing all amounts due as a result of revenue recovery or reallocation.
(c) Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City and Consultant at the time City’s written authorization is given to Consultant for the performance of said services.
(d) Consultant shall submit invoices on a quarterly basis. Payment shall be made within thirty (30) days of receipt of each invoice as to all non-disputed fees. If the City disputes any of Consultant’s fees it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. Any final payment under this Agreement shall be made within 45 days of receipt of an invoice therefore.

5. SUSPENSION OR TERMINATION OF AGREEMENT
(a) The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement.
(b) In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant shall submit an invoice to the City pursuant to Section 5 of this Agreement.

6. OWNERSHIP OF DOCUMENTS
(a) Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in

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accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to review such books and records; shall give City the right to examine and audit said books and records; shall permit City to make transcripts or copies therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. (b) Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files, Consultant shall make available to the City, at the Consultant’s office, and upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, copying and/or printing computer files. Consultant hereby grants to City all right, title, and interest, including any copyright, in and to the documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared by Consultant in the course of providing the services under this Agreement excluding Consultants standard details, standard specifications and calculations. All reports, documents, or other written material developed by Consultant in the performance of the Services pursuant to this Agreement, shall be and remain the property of the City.

7. INDEMNIFICATION
(a) Indemnity for professional liability
When the law establishes a professional standard of care for Consultant’s Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless the City and any and all of its officials, employees and agents (“Indemnified Parties”) from and against any and all losses, liabilities, damages, costs and expenses, including legal counsel’s fees and costs caused in whole or in part by any negligent or wrongful act, error or omission of Consultant, its officers, agents, employees or Subconsultants (or any agency or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement.
(b) Indemnity for other than professional liability
Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, defend and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including legal counsel fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or agency for which

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Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant.
(c) Duty to Defend
In the event the City, its officers, employees, agents and/or volunteers are made a party to any action, claim, lawsuit, or other adversarial proceeding arising from the performance of the services encompassed by this Agreement, and upon demand by City, Consultant shall reimburse the City for its costs of defense, including reasonable attorney’s fees and costs incurred in the defense of such matters in an amount that is proportionate to the finding of liability against Consultant.

Payment by City is not a condition precedent to enforcement of this indemnity.

8. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit C attached hereto and incorporated herein by reference.

9. INDEPENDENT CONSULTANT
(a) Consultant is and shall at all times remain as to the City a wholly independent consultant and/or independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultants exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant’s officers, employees, or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City.

Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against the City, or bind the City in any manner.
(b) No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder.

10. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this Section.

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11. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of the City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity.

12. NO BENEFIT TO ARISE TO LOCAL OFFICERS AND EMPLOYEES No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the Project during his/her tenure or for one year thereafter, shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in connection with the Project performed under this Agreement.

13. RELEASE OF INFORMATION/CONFLICTS OF INTEREST
(a) All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City’s prior written authorization. Consultant, its officers, employees, agents, or subconsultants, shall not without written authorization from the City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement or relating to any project or property located within the City, unless otherwise required by law or court order. (b) Consultant shall promptly notify City should Consultant, its officers, employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request (“Discovery”), court order, or subpoena from any person or party regarding this Agreement and the work performed there under or with respect to any project or property located within the City, unless Consultant is prohibited by law from informing the City of such Discovery, court order or subpoena. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing, or similar proceeding as allowed by law. Unless City is a party to the lawsuit, arbitration, or administrative proceeding and is adverse to Consultant in such proceeding, Consultant agrees to cooperate fully with the City and to provide the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

14. NOTICES
Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail,

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postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by notice:

If to City:

Bob Lindsey, City Manager
City of La Puente
15900 E. Main Street
La Puente, CA 91744
Tel: (626) 855-1501
With a copy to:

Jesse Jauregui, Esq.

Olivarez Madruga Law Organization, LLP
500 S. Grand Avenue, 12th Floor
Los Angeles, CA 90071
Tel: (213) 744-0099
If to Contractor:

Nichole Cone-Morishita, CFO
HdL Coren & Cone
120 S. State College Blvd., Suite 200
Brea, CA 92821
Email: [email protected]
Tel: (714) 879-5000

15. ASSIGNMENT
The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City.

Before retaining or contracting with any subconsultant for any services under this Agreement, Consultant shall provide City with the identity of the proposed subconsultant, a copy of the proposed written contract between Consultant and such subconsultant which shall include and indemnity provision similar to the one provided herein and identifying City as an indemnified party, or an incorporation of the indemnity provision provided herein, and proof that such proposed subconsultant carries insurance at least equal to that required by this Agreement or obtain a written waiver from the City for such insurance.

Notwithstanding Consultant’s use of any subconsultant, Consultant shall be responsible to the City for the performance of its subconstultant as it would be if Consultant had performed the Services itself. Nothing in this Agreement shall be deemed or construed to create a contractual relationship between the City and any subconsultant employed by Consultant.

Consultant shall be solely responsible for payments to any subconsultants. Consultant shall indemnify, defend and hold harmless the Indemnified Parties for any claims arising from, or related to, the negligent services performed by a subconsultant under this Agreement.

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16. GOVERNING LAW/ATTORNEYS’ FEES
The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court in Los Angeles County, California.

If any action at law or suit in equity is brought to enforce or interpret the provisions of this Agreement, or arising out of or relating to the Services provided by Consultant under this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and all related costs, including costs of expert witnesses and consultants, as well as costs on appeal, in addition to any other relief to which it may be entitled.

17. ENTIRE AGREEMENT
This Agreement contains the entire understanding between the Parties relating to the obligations of the Parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written and pertaining to the subject of this Agreement or with respect to the terms and conditions of this Agreement, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material.

18. SEVERABILITY
If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to, the extent necessary to cure such invalidity or unenforceability, and in its amended form shall be enforceable. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.

19. COUNTERPARTS
This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument.

20. CAPTIONS
The captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and shall have no significance in the interpretation of this Agreement.

21. WAIVER
The waiver by City or Consultant of any breach of any term, covenant or condition herein contained shall not be deemed to be a waiver of such term, covenant or condition or of any subsequent breach of the same or any other term, covenant or condition herein contained. No

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term, covenant or condition of this Agreement shall be deemed to have been waived by City or Consultant unless in writing.

22. REMEDIES
Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise shall be cumulative and shall be in addition to every other right, power, or remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance of the exercise by any party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such party of any of all of such other rights, powers or remedies.
(Signatures on following page)

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EXHIBIT A

SCOPE OF SERVICES
1) BASE SERVICES
a) Contingent Fee
i) Analysis and Identification of Misallocation of Errors (1) In the first year of the Agreement, and as necessary thereafter but not less than once every five (5) years, Consultant shall conduct an analysis to identify and verify the City parcels on the secured Property Tax Roll which are not properly attributed to the City, and will provide the correct TRA designation to the proper County agency
(2) Consultant shall annually reconcile the annual auditor-controller assessed valuations report to the assessor’s lien date rolls and identify discrepancies (3) Consultant shall annually review parcels on the unsecured Property Tax Roll to identify inconsistencies such as value variations, values being reported to a mailing address rather than the situs address, and errors involving TRSs (to the extent records are available)
(4) Consultant may audit general fund or tax increment property tax revenue or other revenues attributable to the Successor Agency and City, districts (including but not limited to base year audits; administration of tax sharing agreements; tax increment allocation reviews; county allocation and payments reviews) b) Fixed Fee
i) Annual Services - Consultant shall provide the following:

Annually, after the Property Tax Roll is available:
(1) Consultant shall establish a database for City that will be available through Consultant’s online property tax application
(2) Utilizing the Database, Consultant will provide:
(a) A listing of the major property owners in the City, including the assessed value of their property
(b) A listing of the major property tax payers, including an estimate of property taxes
(c) A listing of property tax transfers which occurred since the prior lien date (d) A comparison of property within the City by county-use code design (e) A listing by parcel of new construction activity between tax years to provide reports for use in the City’s preparation of Gann (Propositions 4 and 111) State Appropriations Limit calculations
(f) Calculate an estimate of property tax revenue anticipated to be received for the fiscal year by the City. This estimate is based upon the initial information provided by the County and is subject to modification. This estimate shall not be used to secure the indebtedness of the City

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(g) Development of forecast of estimated general fund property tax revenue for future fiscal years
(h) Development of historical trending reports involving taxable assessed valued for the City, median and average sales prices, foreclosure activity and related economic trends
(3) Upon written request, analysis based on geographic areas designated by the City to include assessed valuations and square footage computations for use in community development planning
ii) Successor Agency Services - Consultant shall provide the following, (including but not limited to)
(1) Annual tax increment projections and, as requested, cash flow analysis for the Successor Agency by Project Area
(2) Review of Redevelopment Obligation Payment Schedules (ROPS) as requested. (3) Provide property tax information to the Oversight Board at the direction of the Successor Agency
(4) Provide access to the Oversight Board to City and former redevelopment agency documents at the direction of the Successor Agency
(5) Monitor the County distribution of tax-sharing revenues to the taxing entities of the former redevelopment agency
(6) Advice and consultation on the City/Successor Agency’s preparation of required reports, such as revenue projections; review of Recognized Obligation Payment Schedules (ROPS), submittals to the Oversight Board and/or County or State agencies, and new or revised legislative requirements
(7) Analysis of legislative and judicial matters impacting Redevelopment Property Tax Trust Fund (RPTTF) revenues to the Successor Agency and to the City. iii) Quarterly Services/Monthly - Consultant shall provide the following:
(1) A listing of property tax appeals filed on the properties in the City (2) A listing of property transfers that have occurred since the last report (3) Monthly update of Consultant’s web-based software program to include parcel transfer data and, in select counties, appeal updates
iv) On-Going Consultation - Consultant shall provide the following:
(1) Consultant will serve as the City’s resource staff on questions relating to property tax and assist in estimating current year property tax revenues. On-going consultation would include, but not be limited to, inquiries resolved through use of City’s database
2) OPTIONAL SERVICES (available on a time and material basis) a) Specified Data – Generation of specialized data-based reports or the development of special geo-based designations from City maps or geographic areas which would require additional programming, the purchase of additional data, costs for county staff research, additional historical parcel tracking by Consultant or similar matters not necessary to carry out services outlined in Section 1

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b) County Research – Any research with County agencies for which Consultant does not have a current database
c) Specialized Services – Other services for which the Consultant has expertise as requested by the City
d) Additional Meetings Requested – Meetings in excess of the annual meeting to review the analysis of property tax data, trending information, and other findings with the City shall be considered an Optional Service

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EXHIBIT B

SCHEDULE OF PERFORMANCE

TIMELINE FOR DELIVERABLES
July/August Data available for consultant to purchase from counties September 30 Data available on HdLCC’s web-based property tax application September-October Unsecured audits performed and forwarded to county assessor October Appeals quarterly updates emailed in counties where the data is available October-February Delivery of preliminary property tax reports January Appeals quarterly updates emailed in counties where the data is available January/February General Fund Budget Projections
April Appeals quarterly updates emailed in counties where the data is available April/May Final Books – Addendums emailed to City
July Appeals quarterly updates emailed in counties where the data is available Ongoing Secured Audits – City
Property sales reports
City and Successor Agency mid-year budget reviews and budget projections
Analytical work at the request of City
Monthly updates of database with property sale information

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EXHIBIT C

RATE SCHEDULE
1) BASE SERVICES
a. Consultant shall provide the Base Services described in the Scope of Services for a fixed annual fee of $11,615.00 (invoiced quarterly)
2) BASE CONTINGENT FEES
a. For Base Services which are payable on a contingent basis, Consultant shall receive twenty-five percent (25%) of general fund or tax increment property tax revenue or other revenues attributable to City, Successor Agency, districts or funds recovered or reallocated which are directly or indirectly the result of an audit, analysis or consultation performed by Consultant (including but not limited to base year value audits; administration of tax sharing agreements; tax increment allocation reviews; county allocation reviews). Consultant shall separate and support said reallocation and provide City with an itemized invoice showing all amounts due as a result of revenue recover or reallocation. City shall pay audit fees after Consultant’s submittal of evidence that corrections have been made by the appropriate agency. Payment to consultant shall be made after City receives its first remittance advice during the fiscal year for which the correction applies.
3) OPTIONAL SERVICES
Fees for Optional Services as outlined in the Scope of Work shall be billed at the following hourly rates:

Partner $250 per hour
Principal $225 per hour
Programmer $200 per hour
Associate $175 per hour
Senior Analyst $125 per hour
Analyst $ 90 per hour
Administrative $ 70 per hour
Hourly rates are exclusive of expenses and are subject adjustment as stated in Section 1 of the Base Services, not to exceed five percent (5%) per year. Additionally, expenses for Optional Services shall be billed at actual incurred costs.

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EXHIBIT C

INSURANCE REQUIREMENTS
Without limiting Consultant’s indemnification of City, and prior to commencement of the Services, 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 Agency.

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 $1,000,000.00 per occurrence, $2,000,000.00 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.

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 Work to be performed under this Agreement, including coverage for any hired, non-owned or rented vehicles, in an amount not less than $1,000,000.00 combined single limit for each accident.

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 years after completion of the services required by this agreement.

Workers’ compensation insurance. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000.00).

Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of Agency, its officers, agents, employees and volunteers.

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 endorsement 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 contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time.

Duration of coverage. Consultant shall procure and maintain for the duration of the contract 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, his agents, representatives, employees or subconsultants.

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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.

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.

Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance 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.

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.

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 Agency nor does it waive any rights hereunder.

Requirements not limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the 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.

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.

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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 liability policies.

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.

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.

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.

City’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.

Self-insured retentions. Any self-insured retentions must be declared to and approved by the City. The 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 the City.

Timely notice of claims. Consultant shall give the 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.

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.

RESOLUTION NO. 23-5787 PAGE 1 APRIL 11, 2023
RESOLUTION NO. 23-5787

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF LA PUENTE, CALIFORNIA, ADOPTING FINDINGS

TO DISPENSE WITH THE COMPETITIVE BIDDING

PROCESS AND APPROVING A PROFESSIONAL

SERVICES AGREEMENT BETWEEN THE CITY AND

HDL COREN & CONE FOR PROPERTY TAX

CONSULTING & AUDITING SERVICES
WHEREAS, the City has adopted a purchasing system to establish efficient procedures for the purchase of equipment and professional services, to ensure that services are delivered at the lowest possible cost commensurate with the quality needed, and to assure the quality of purchases; and
WHEREAS, pursuant to Section 2.20.090(f) of the City’s Municipal Code (“Code”), Agreements for professional services may be executed without observing the bidding procedures if the City Manager determines that informal or formal competitive process is unnecessary because a professional services provider is the best provider for a particular agreement based on some or all of these factors: demonstrated competence; qualifications for the types of services to be performed; experience; knowledge of the city due to a long- standing relationship; reasonableness of cost to perform work; or other similar relevant criteria; and WHEREAS, HdL Coren & Cone has provided the City with property tax consulting and auditing services since 2010 and has acquired pertinent knowledge of the City’s property ownership and tax information; and
WHEREAS, during its tenure with the City, HdL has developed a comprehensive database that required extensive input by City Staff, and has developed programs customized for the City, that are used by City Staff for a multitude of purposes; and WHEREAS, HdL Coren & Cone is one of the oldest and most experienced companies that provide property tax services in Southern California. Given its experience in providing property tax consulting and auditing services to cities throughout California, its history in providing these services to the City, and the length of time it would take a vendor to develop and provide to the City the type of information and programs currently provided by HdL, the City has determined that HdL Coren & Cone continues to be capable of providing the City with services that will meet the City’s needs, and the competitive bidding process will not likely result in the lowest price to the City for these services.

ATTACHMENT B
RESOLUTION NO. 23-5787 PAGE 2 APRIL 11, 2023

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LA PUENTE HEREBY FINDS, DETERMINES AND RESOLVES AS FOLLOWS:

SECTION 1. That pursuant to the findings set forth in the recitals above, which are incorporated herein by reference, competitive bidding will not likely result in the lowest price to the City for property tax consulting and auditing services, and therefore it is in the best interests of the City to dispense with the City’s competitive bidding requirements, and approve the professional services agreement between the City and HdL Coren & Cone for property tax consulting and auditing services.

SECTION 2. That the City Council authorizes the City Manager to execute the professional services agreement with HdL Coren & Cone for property tax consulting and auditing services and any other ancillary documents that may be necessary to carry out this Resolution, subject to approval as to form by the City Attorney.

SECTION 3. The provisions of this Resolution are severable and if any provision, clause, sentence, word or part thereof is held illegal, invalid, unconstitutional, or inapplicable to any person or circumstances, such illegality, invalidity, unconstitutionality, or inapplicability shall not affect or impair any of the remaining provisions, clauses, sentences, sections, words or parts thereof of the Resolution or their applicability to other persons or circumstances.

SECTION 4. That the City Clerk shall certify to the adoption of this Resolution and that the same shall be in full force and effect.

PASSED, APPROVED AND ADOPTED this 11th of April 2023, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

Charlie Klinakis, Mayor
ATTEST:

Martha Torres, MPA, City Clerk
AGENDA ITEM NO. D-3
To: Mayor and City Council For meeting of: April 11, 2023 From: Bob Lindsey, City Manager
By: Troy Grunklee, CPA, Director of Administrative Services SUBJECT: CONSIDERATION OF A RESOLUTION DECLARING AS SURPLUS PROPERTY TWO VEHICLES IN THE CITY’S FLEET, AUTHORIZING THE SALE OF THE

SURPLUS VEHICLES BY ENTERPRISE FLEET MANAGEMENT

BACKGROUND
The City has adopted a system for disposing of surplus personal property that is for the common benefit of the City, and that ensures the City recoups the highest revenues for the property.

Pursuant to Section 2.20.120(a) of the City’s Municipal Code (“Code”), at such times as determined by the purchasing officer, reports shall be prepared showing all supplies and equipment which are no longer used or which have become obsolete or worn out. The purchasing officer shall have the authority to sell, trade or exchange all supplies and equipment. All surplus property valued at more than five hundred ($500.00) dollars requires a council resolution declaring it surplus. Additionally, Section 2.20.120(b)(3) of the Code states the purchasing officer is hereby authorized to dispose of surplus goods which are not used or needed or which have become unsuitable for city use. Such goods may be disposed of by any of the following procedures; sold at public auction conducted by a professional auctioneer.

DISCUSSION
The City fleet shows two (2) vehicles which will be replaced by newer vehicles that the City will now lease through Enterprise Fleet Management. That vehicle is:

YEAR MAKE MODEL/

DESCRIPTION
GAS,
HYBRID
OR CNG
VIN
2015 Ford F-250 CNG 1FT7X2A61FEB32513
2003 Ford F-350 Gas 1FDWF36S33EB93668
City of La Puente

AGENDA REPORT
Agenda Report: Surplus Vehicle Disposal
For Meeting of: April 11, 2023

Page 2 ends

Staff recommends that the City Council approve resolution No. 23-5789, declare the vehicles as surplus and authorize disposal of said item. The City’s purchasing officer has determined that the auction process will allow the City to recoup a greater amount of revenue from the sale than selling the vehicles through the informal bidding process, and will require the use of less valuable City resources, including staff time.

One of the many services that Enterprise Fleet Management provides is the ability to take surplus vehicles and sell them through the auction process. This is the same process that the City has used in the past with another vendor. Enterprise Fleet Management will charge a service fee of $300 for the vehicle that will be auctioned off. The service fee noted also includes picking the vehicles up from the City location and transporting to the facility for auction.

FISCAL IMPACT
The expected General Fund revenue from the sale of this vehicle is $5,000 - $6,000.

RECOMMENDATION
It is recommended that the City Council: (1) adopt Resolution No. 23-5788 and declare as surplus property, two vehicles in the City’s fleet, authorizing the sale of the surplus vehicles at auction; and (2) authorize the City Manager to execute the Agreements on behalf of the City.

ATTACHMENTS
Attachment “A”: Resolution No. 23-5788
RESOLUTION NO. 23-5788 PAGE 1 OF 3 ARPIL 11, 2023
RESOLUTION NO. 23-5788

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF LA PUENTE, CALIFORNIA, DECLARING AS SURPLUS
PROPERTY TWO VEHICLES IN THE CITY’S FLEET,

AUTHORIZING THE SALE OF THE SURPLUS VEHICLES

AT AUCTION, AND APPROVING AN ASSIGNMENT

AGREEMENT AMD CONSIGNMENT AGREEMENT WITH

ENTERPRISE FLEET MANAGEMENT FOR THE SALE OF

THE VEHICLES
WHEREAS, in accordance with the provisions of Government Code Section 37350, the City is permitted to dispose of personal property for the common benefit; and WHEREAS, the City has adopted a system for disposing of surplus personal property that is for the common benefit of the City, and that ensures the City recoups the highest revenues for the property; and
WHEREAS, pursuant to Section 2.20.120(a) of the City’s Municipal Code (“Code”), at such times as determined by the purchasing officer, reports shall be prepared showing all supplies and equipment which are no longer used or which have become obsolete or worn out. The purchasing officer shall have the authority to sell, trade or exchange all supplies and equipment.

All surplus property valued at more than five hundred ($500.00) dollars requires a council resolution declaring it surplus; and
WHEREAS, pursuant to Section 2.20.120(b)(3) of the City’s Code, the purchasing officer is hereby authorized to dispose of surplus goods which are not used or needed or which have become unsuitable for city use. Such goods may be disposed of by any of the following procedures; sold at public auction conducted by a professional auctioneer; and WHEREAS, the City currently has two vehicles in its fleet that have reached the end of their useful life, and have been replaced. Therefore, staff recommends that the City Council declare the vehicles as surplus, and authorize disposal of said item. A description of the vehicles is attached hereto as Exhibit 1, and is incorporated herein by reference; and WHEREAS, the City’s purchasing officer has determined that the auction process will allow the City to recoup a greater amount of revenue from the sale than selling the vehicles and will require the use of less valuable City resources, including staff time.

ATTACHMENT A
RESOLUTION NO. 23-5788 PAGE 2 OF 3 ARPIL 11, 2023

NOW, THEREFORE, THE CITY COUNCIL DOES HEREBY RESOLVE,
DETERMINE AND ORDER AS FOLLOWS:

SECTION 1. The above recitals are true and correct and are incorporated herein by reference.

SECTION 2. Given the age and the mileage of the vehicles set forth in Exhibit A, and the costs associated with the maintenance of said vehicles, the City Council hereby declares the vehicles as surplus property.

SECTION 3. That pursuant to Section 2.20.120(b)(3) of the City’s Municipal Code, the City Council hereby authorizes to dispose of surplus goods which are not used or needed or which have become unsuitable for city use. Such goods as set forth in Exhibit 1 may be disposed of by any of the following procedures; sold at public auction conducted by a professional auctioneer.

SECTION 4. That the City Council approves the assignment and consignment agreements with Enterprise Fleet Management for the sale of the surplus vehicles at auction.

SECTION 5. That the City Council authorizes the City Manager to execute the agreements necessary to facilitate said sale, subject to approval as to form by the City Attorney, and any other ancillary documents that may be necessary to carry out this Resolution.

SECTION 6. That the City Clerk shall certify to the adoption of this Resolution and distribute a copy to the City Manager and that the same shall be in full force and effect.

PASSED, APPROVED AND ADOPTED this 11th day of April 2023, by the following vote:

AYES: COUNCILMEMBER:

NOES: COUNCILMEMBER:

ABSENT: COUNCILMEMBER:

ABSTAIN: COUNCILMEMBER:
__________________________________
Charlie Klinakis, Mayor
ATTEST:
________________________________
Martha Torres, MPA, City Clerk
RESOLUTION NO. 23-5788 PAGE 3 OF 3 ARPIL 11, 2023
EXHIBIT 1

LIST OF SURPLUS VEHICLES
2023

YEAR MAKE MODEL/

DESCRIPTION
GAS,
HYBRID
OR CNG
VIN
2015 Ford F-250 CNG 1FT7X2A61FEB32513
2003 Ford F-350 Gas 1FDWF36S33EB93668
AGENDA ITEM NO. D-4
To: Mayor and City Council For meeting of: April 11, 2023 From: Bob Lindsey, City Manager
By: John Di Mario, Development Services Director
SUBJECT: CONSIDERATION OF AWARD OF CONSTRUCTION CONTRACT TO WEST COAST TURF FOR THE GRACE F. NAPOLITANO NATURE EDUCATION CENTER SOD INSTALLATION IN THE AMOUNT OF $24,980.00

BACKGROUND
On March 10, 2023, the City issued a notice inviting informal bids for delivery and installation of grass sod at the Grace F. Napolitano Nature Education Center (“Nature Center”).

The project includes supplying and installing 30,000 square feet of tall and fine fescue grass sod at the center and northern end of the Nature Center. The sod will be installed around and adjacent to the decomposed granite (“DG”) walkway and in the new off-leash dog designated area at the northern end of the Nature Center.

DISCUSSION
The bid opening took place on March 22, 2023. The City received two bids for the project as listed below:

West Coast Turf
Kormex Construction
$ 24,980.00
89,975.00
After the process of verifying the contractor’s bid submittal, references were contacted for West Coast Turf. References confirmed that the contractor’s prior work was completed satisfactorily and West Coast Turf has been determined to be the lowest responsible bidder for the project.

It is anticipated that the project will begin the second week of May.

FISCAL IMPACT
The bid schedule for construction of this project totals $24,980.00. With a 10 percent (10%) project contingency of $2,498.00, the total construction project budget is $27,478.00. Funding for this project is available from the American Rescue Plan Act funds for the current Fiscal Year.

City of La Puente

AGENDA REPORT
Agenda Report – Authorization to Award Contract – Nature Education Center Sod Installation For Meeting of: April 11, 2023

Page 2 ends

RECOMMENDATION
It is recommended that the City Council: (1) award the contract to West Coast Turf in the amount of $24,980.00; (2) authorize the City Manager to execute the Agreement and approve change orders up to 10% of the original bid amount.

ATTACHMENTS
Attachment “A”: Agreement

Page 1 ends

CITY OF LA PUENTE

CONTRACT AGREEMENT
FOR
GRACE F. NAPOLITANO NATURE EDUCATION CENTER SOD INSTALLATION This contract agreement is made and entered into for the above-stated project this 11th day of April, 2023, by and between the City of La Puente, as AGENCY and West Coast Turf, a California corporation, as Contractor.

WITNESSETH that AGENCY and Contractor have mutually agreed as follows:

ARTICLE I
The Contract Documents for the aforesaid project shall consist of the Notice Inviting Sealed Bids, Instructions to Bidders, Proposal, General Specifications, Standard Specifications, Special Provisions, Plans, and all referenced specifications, details, standard drawings, and appendices; together with this contract agreement and all required bonds, insurance certificates, permits, notices, and affidavits and also including any and all addenda or supplemental agreements clarifying, amending, or extending the work contemplated as may be required to ensure its completion in an acceptable manner.

All of the provisions of said Contract Documents are made a part hereof as though fully set forth herein.

ARTICLE II
For and in consideration of the payments and agreements to be made and performed by AGENCY, Contractor agrees to furnish all materials and perform all work required for the above-stated project and to fulfill all other obligations as set forth in the aforesaid contract documents.

ARTICLE III
Contractor agrees to receive and accept the prices set forth in the Proposal as full compensation for furnishing all materials, performing all work, and fulfilling all obligations hereunder. Said compensation shall cover all expenses, losses, damages, and consequences arising out of the nature of the work during its progress or prior to its acceptance including those for well and faithfully completing the work and the whole thereof in the manner and time specified in the aforesaid contract documents and also including those arising from actions of the elements, unforeseen difficulties, or obstructions encountered in the prosecution of the work and also including those arising from actions of the elements, unforeseen difficulties, or obstructions encountered in the prosecution of the work, suspension, or discontinuance of the work and all other unknowns or risks of any description connected with the work.

ATTACHMENT A

Page 2 ends

ARTICLE IV
AGENCY hereby promises and agrees to employ and does hereby employ, Contractor to provide the materials, do the work and fulfill the obligations according to the terms and conditions herein contained and referred to, for the prices aforesaid and hereby contracts to pay the same at the time, in the manner and upon the conditions set forth in the contract documents.

ARTICLE V
Contractor acknowledges the provisions of the State Labor Code requiring every employer to be insured against liability for workers' compensation or to undertake selfinsurance in accordance with the provisions of that code and certifies compliance with such provisions. Contractor further acknowledges the provisions of the State Labor Code requiring every employer to pay at least the minimum prevailing rate of per diem wages for each craft classification or type of workman needed to execute this contract as determined by the Director of Labor Relations of the State of California.

ARTICLE VI
Contractor agrees to indemnify and hold harmless AGENCY and all of its officers and agents from any claims, demands, or causes of action including related expenses, attorney's fees, and costs based on, arising out of, or in any way related to the work undertaken by Contractor hereunder. In the event the insurance coverage is on a claims made basis the Contractor shall indemnify and hold harmless the AGENCY and all of its officers and agents from any and all claims, demands, or causes of action that arise after the expiration of the Contractor's current policy or after the service contract has ended, for any occurrences arising out of or any way related to the work undertaken by the Contractor. The liability insurance coverage values shall be:

Insurance Coverage Requirements Limit Requirements
Comprehensive General Liability $1,000,000
Product/Completion Operations $1,000,000
Contractual General Liability $1,000,000
Comprehensive Automobile Liability $1,000,000
A combined single-limit policy with aggregate limits in the amount of $2,000,000 will be considered equivalent to the required minimum limits. The issuer shall be an "admitted surety insurer" duly authorized to transact business under the laws of the State of California.

Acceptable insurance coverage shall be placed with carriers admitted to write insurance in California with a rating of A:VIII by A.M. Best & Co. Any deviation from this rule shall require specific approval in writing from the AGENCY.

Page 3 ends

Insurance shall name the City of La Puente, its officers, agents, and employees as additional insured by endorsement of the Contractor's policy. A copy of the endorsement, showing policy limits, shall be provided to the AGENCY on or before signing this contract.

ARTICLE VII
Contractor affirms that the signatures, titles, and seals set forth hereinafter the execution of this contract agreement represent all individuals, firm members, partners, joint venturers, and/or corporate officers having a principal interest herein.

ARTICLE VIII
BLANK

ARTICLE IX
Records and Audits. The Contractor shall maintain accounts and records, including personnel, property, and financial records, adequate to identify and account for all costs pertaining to the contract and such other records as may be deemed necessary by the AGENCY to assure proper accounting for all project funds, both federal and non-federal shares. These records will be made available for audit purposes to the AGENCY or any authorized representative and will be retained for 5 years after the expiration of this Contract unless permission to destroy them is granted by the AGENCY.

Page 4 ends

IN WITNESS WHEREOF, the parties hereto for themselves, their heirs, executors, administrators, successors, and assigns do hereby agree to the full performance of the covenants herein contained and have caused this contract agreement to be executed in duplicate by setting hereunto their names, titles, hands, and seals this ________ day of April, 2023.

Contractor:
(Signature)
Name and Title (Printed)
Contractor's License No.

Agency Business License No.

Federal Tax Identification No.

Note: Contractor signature must be acknowledged before a Notary Public, and evidence of the authority of any person signing as attorney-in-fact must be attached.

AGENCY:

City Manager of the City of La Puente
Attested:

City Clerk of the City of La Puente
Approved
as to form:

City Attorney of the City of La Puente
AGENDA ITEM NO. D-5
To: Mayor and City Council For meeting of: April 11, 2023 From: Bob Lindsey, City Manager
By: John Di Mario, Development Services Director
Rey Alfonso, Deputy City Engineer
SUBJECT: CONSIDERATION OF AUTHORIZATION TO SOLICIT BIDS FOR THE STREET IMPROVEMENTS ON VARIOUS CITY STREETS FY 2022-23

PROJECT

BACKGROUND
The proposed street improvements are in accordance with the City’s Pavement Management Program with the following street segments to be resurfaced as part of this Project. The street segments are also shown on the attached map as Attachment “A”. • Aileron Avenue from Mentz Street to Cambay Street
• Alley, East of Hacienda – Hayland to Fairgrove
• Alley, East of Hacienda – Hayland South to End
• Alley, East of Glendora – Hudson to Mentz
• Ansted Drive from Main Street to North End
• Beckner Street from Sunkist Avenue to Willow Avenue
• Beckner Street from Orange Avenue to Tonopah Avenue
• Cambay Street from Del Valle Avenue to Ocala Avenue
• Cambay Street from Lanny Avenue to Aileron Avenue
• Chatterton Avenue from Main Street to Inyo Street
• Flagstaff Street from Ardilla Avenue to East End
• Flagstaff Street from Sunkist Avenue to East End
• Hayland Street from Hacienda Boulevard to Stimson Avenue • Hudson Avenue from Glendora Avenue to East End
• Lang Avenue from Moccasin Street to Nelson Avenue
• Larimore Avenue from Loukelton Avenue to Mentz Avenue • Larimore Avenue from Mentz Street to Cambay Street
• Las Vecinas Drive from Ardilla Avenue to East End
• Las Vecinas Drive from Sunkist Avenue to East End
• Marston Avenue from Main Street to North End
• Mayland Avenue from Nelson Avenue to Temple Avenue
• Mentz Street from Del Valle Avenue to Aileron Avenue
• Moccasin Street from Ardilla Avenue to East End
• Moccasin Street from Sunkist Avenue to East End
• Moccasin Street from Tonopah Avenue to Lang Avenue
City of La Puente

AGENDA REPORT
Agenda Report – Authorization to Solicit Bids – Various Street Improvements FY 22-23 For Meeting of April 11, 2023

Page 2 ends

• Montana Avenue from Glendora Avenue to 5th Street
• Northam Street from Wickford Avenue to Main Street
• Ocala Avenue from Mentz Street to Cambay Street
• Prichard Street from Sunkist Avenue to Sandia Avenue
• Puente Avenue (Northbound) from Nelson Avenue to North City Limit • Rorimer Street from Wickford Avenue to East End
• Salais Street from Wickford Avenue to East End
• Sandia Avenue from Nelson Avenue to Nelson Avenue to Prichard Street • Sandspring Drive from Homeward Street to Amar Road
• Severing Drive from Main Street to North End
• Stimson Avenue from Montana Avenue to Temple Avenue
• Temple Avenue from Glendora Ave to East City Limit (260’ East of Del Valle Ave) • Wickford Street from Main Street to Inyo Street

DISCUSSION
Plans, specifications and cost estimates for construction of the subject project have been completed and the project is ready to be advertised for formal bid. The Engineer’s Estimate for construction is $4,890,000. This Project also includes the expansion to the parking lot at City Hall to add an additional 13 parking spaces at the north end of the parking lot.

In accordance with the City’s Pavement Management Program, the proposed roadway improvements will consist of the pavement resurfacing 38 street segments consisting of approximately 5.5 miles of City streets and alleyways at various locations. The work will include cold-milling the existing pavement; repairing localized pavement failures; constructing a rubberized asphalt concrete overlay; repairing damaged sidewalk, curb and gutter; adjusting utility manholes to grade; constructing ADA curb ramps; installing thermoplastic traffic striping and pavement markings; and replacing traffic signs within the project limits.

The following is the proposed schedule for implementation of this Project:

April 11, 2023 Authorization to Solicit Bids
May 25, 2023 Bid Opening
June 13, 2023 Award of Contract
July 10, 2023 Begin Construction (Projected)
Dec. 1, 2023 Project Completion (Projected)

FISCAL IMPACT
The estimated cost for construction of this project is $4,890,000. The current Fiscal Year 2022- 23 Capital Improvement Program budget includes funding for this Project from various funding sources which include the following: SB1 - $1,000,000; 2019 Series A and B bond proceeds - $1,678,500; and Proposition C - $1,000,000 for a total of $3,678,500. As this project will be carried over into Fiscal Year 2023-24, additional funding will become available to allocate to this project based on the bids received at the time the City Council considers the award of contract in June.

Agenda Report – Authorization to Solicit Bids – Various Street Improvements FY 22-23 For Meeting of April 11, 2023

Page 3 ends

RECOMMENDATION
It is recommended that the City Council: (1) approve the plans and specifications for the construction of the Street Improvements on Various City Streets FY 2022-23 project; and (2) authorize Staff to solicit for bids.

ATTACHMENTS
Attachment “A”: Street Segments Map
Attachment “B”: Construction Drawings and Bid Specifications (on file in the City Clerk’s Office for public review)
I:\107546 - La Puente TE SVCS (Previous JN100058)\107546 LAPU Slurry\Exhibit-OVERLAY-2023.dwg CITY OF LA PUENTE LEGEND: CITY BOUNDARY PROJECT ZONES STREET IMPROVEMENT PLAN 2023 GRIND AND OVERLAY STREETS 2021-22 Beckner St Leverett Ave
Temple Ave
Hacienda Blvd
Hacienda Blvd Amar Rd
Amar Rd
Amar Rd Sauder St
Evanwood Ave
Clintwood Ave
Workman St
Northam St
Ballista Ave
Moccasin St
Doublegrove St
Zenith Ave
Anaheim and Puente Rd
Nantes Ave
Prichard St
Villa Park St
Salais St
Lawnwood St
Mayland Ave Lassalette St
Stimson Ave
Cabana Ave
Beckner St
Moccasin St
League Ave
Amar Rd
Prichard St
Hayland St
Flagstaff St
Marland St Lassalette St
Fickewirth Ave
Meeker Ave
Flagstaff St
Rorimer St
Shadydale Ave
Conlon Ave
Blackwood St Shaver St
Del Valle Ave
Blackwood St
Rorimer St
Abbey St
Moccasin St
Siesta Ave
Molinar Ave
Fairgrove Ave
Flynn St
Sandsprings Dr
Del Valle Ave Fairgrove Ave
Sandia Ave
Flagstaff St
Giordano St
Larimore Ave
Hartsville St
Glenshaw Dr
Radway Ave
Salais St
Cadwell St
Greenberry Dr
Ballista Ave
Aldgate Ave
Sandia Ave Lassalette St
Del Valle Ave
Hutchcroft St
Las Vecinas Dr
Ardilla Ave Rath St Beckner St
Duff Ave Duff Ave
Beckner St
Hayland St
Rama Dr
5th St Giordano St Ragus St
Blackwood St Dancer St Dancer St
Sandia Ave
Ragus Ave
Las Vecinas Dr
Stimson Ave
Tonopah Ave
Eldon Ave
Flanner St
Ragus St
Stimson Ave
Tamar Dr
Ragus Ave Rath St
Tonopah Ave Flanner St
Lang Ave
Lang Ave Ector St Flynn St
St Malo St
Banbridge Ave
Ragus St
Larimore Ave
Valley Blvd
Hudson Ave
Northam St
Aileron Ave Shaver St
Temple Ave
California Ave Beckner St
Hurley St
Cabana Ave
Gilwood Ave
Greycliff Ave
Melham Ave
Homeward St
League Ave
Prichard St
Aldgate Ave
Cambay St Beckner St
Aileron Ave Homeward St
Ballista Ave
Lang Ave
Hartsville St Prichard St
Siesta Ave
Sandsprings Dr
League Ave
Prichard St
Shadydale Ave
Lance Ct
St Malo Ave
Kaplan Ave
Wake Ct
Barrydale St
Bromar St
Villa Corta St
Laura Ave
Gaylawn Ct
Azalea Ct
Dancer St Bess St
Sandy Hook St
Egan Ave
Harmsworth Ave
Dubesor St
Banbridge Dr
Ragus St
Alwood St
Gilwood Ave
Cambay St
Flagstaff St
Leverett Ave Marland St Santo Oro Ave
Hartsville St Lassalette St Rath St
Park Rock Rd
Hillcrest Dr
Lawnwood St Nevers St
Broadmoor Ave Beckner St
Marston Ave
Blackwood St
Flanner St
Edanruth Ave
Radstock Ave
Briarbank St
Shay Ave
Bromley Ave
Picton St
Sandy Hook Ave
Fickewirth Ave
Francisquito Ave
Gemini St
Mentz St
Glenthorne St
Mulvane St
Radway Ave
Roundabout Dr
Pleasanthome Dr Judith St Giordano St
Pocono St
Tonopah Ave
Hudson Ave
Victoria Ave
Sheffield Ave
Dora Guzman Ave
Lang Ave Sauder St
Foxworth Ave
Calcutta St
Rorimer St
Melham Ave
Hutchcroft St Elliot Ave
Conlon Ave
Sandsprings Dr
Belmont Ave
Sunkist Dr
Griffith Ave
Moccasin St
Waringwood Rd
Lucille Ave
Tadmore St Villa Park St
Boulay St
Dalesford Dr
Renault St
Arenth Ave
Cadbrook Dr
Stimson Ave
Klamath St
Bannon Ave
Fellowship St
Dade Ave
League Ave
Ballista Ave
Northam St
Chatterton Ave
Molinar Ave
Appleblossom St
Van Wig Ave
Azusa Way
Cabana Ave
Clintwood Ave
Banbridge Ave
Maclaren St
Ivanell Ave
Bluebonnet St Ector St
Hurley St
Flynn St
Sierra Vista Ct
Mayland Ave
Hayland St
Wickford Ave
Glenshaw Dr
Maplegrove St
Michelle St
Rowland St
Salais St
Larimore Ave
Sandia Ave
Greenberry Dr
Greycliff Ave
Aileron Ave Prichard St
Siesta Ave
San Jose Ave
Evanwood Ave
Wegman Dr
5th St
3rd St
Meeker Ave
Ocala Ave
Peggy Ave
Lanny Ave
Cadwell St
Chestnut St
Ferrero Ln
Tamar Dr
Rama Dr
Turk Dr
Azusa Ave
Del Valle Ave
Homeward St
Bamboo St
2nd St
1st St
Loukelton St
Glendora Ave
Old Valley Blvd
Ardilla Ave
Stafford St
Sunkist Ave
Fairgrove Ave
Hill St
Millbury Ave
Sunset Ave
Orange Ave
Puente Ave
Willow Ave
Unruh Ave
Hacienda Blvd
Amar Rd
Inyo St
Main St Nelson Ave Temple Ave Hartsville St
Perth Ave Homeward St Flynn St
Goodson Dr
Orrington Ave
N Eldon Ave

FRANCISQUITO AVE
Nantes Ave
Melham Ave
Perth Ave
Fairgrove Ave
Aldgate Ave
Marston Ave

SEVERING DR

RYGATE AVE

CALIFORNIA AVE
Flagstaff St
Las Vecinas Dr
Flynn St
Sandy Hook Ave
Clintwood Ave
Mentz St
Las Vecinas Dr
Workman St
Dial Ave
Albert St
Flynn St
Central Ave
Valley Blvd
Stimson Ave
Maypop Ave
Moccasin St
Common St
Prichard St ADDITIONAL SLURRY SEAL STREETS 2020-21 Beckner St Temple Ave
Montana Ave SB-1 STREETS PROP "C" STREETS LOCAL FUNDS STREETS CITY OF LA PUENTE LEGEND: CITY BOUNDARY PROJECT ZONES STREET IMPROVEMENT PLAN 2023 SB-1 STREETS PROP "C" STREETS LOCAL FUNDS STREETS

ATTACHMENT A
AGENDA ITEM NO. D-6
To: Mayor and City Council For meeting of: April 11, 2023 From: Bob Lindsey, City Manager

By: John Di Mario, Development Services Director
Gisel Rubio, Rehabilitation Grant Specialist
SUBJECT: CONSIDERATION OF A RESOLUTION APPROVING PARTICPATION IN

THE LOS ANGELES URBAN COUNTY PERMANENT LOCAL HOUSING

ALLOCATION PROGRAM

BACKGROUND
In 2020, the City was notified that the Los Angeles Community Development Authority (“LACDA”) applied for and was awarded funding of a grant from the California Department of Housing and Community Development (“HCD”) under the Permanent Local Housing Allocation (“PLHA”) Program. PLHA is an SB 2 funded program that provides an on-going source of funding through the State Property Transfer Fees to increase affordable housing stock in California. The LACDA, on behalf of the County, will administer the program and make available funding to Urban County Participating Cities, such as La Puente.

Following the announcement, on October 13, 2020, the City Council approved a resolution to participate in the PLHA Program to provide down-payment assistance loans to first-time homebuyers in the City. In approving Resolution No. 20-5587, the City Council approved use of these funds for year one of the program. At the City Council meeting of July 13, 2021, the City Council adopted a similar resolution (Resolution No. 21-5643) approving use of these funds for year two of the program. However, due to procedural issues between HCD and the LACDA, the program and funding was put on hold, and Staff was not able to move forward with the implementation of the program.

Staff recently met with staff with the LACDA and it was shared that the issues have been fully resolved and the City’s funding is now becoming available to move forward with implementing the program. The City’s initial allocations for Fiscal Year 2021-22 and 2022-23 was $213,514 and $331,867, respectively, and currently remains intact for use by the City.

City of La Puente

AGENDA REPORT
Resolution Approving Participation in Los Angeles County PLHA Program For Meeting of April 11, 2023

Page 2 ends

DISCUSSION
As a result of the delays with the initial awarding of the grant funds, a new resolution in necessary to begin the process be able to spend the PLHA funds in the upcoming and future fiscal years. The City currently has an initial funding allocation of $545,381.00 to be expended prior to December 31, 2024. On-going funding in future years is anticipated to be approximately $352,000 annually which could increase each year over time.

Included as Attachment “A” is a Resolution that states the City’s desire to continue to participate in the PLHA Program beginning July 1, 2023 and continue with the previously approved firsttime homebuyer down-payment assistance program as the approved program for use of the funds.

Staff is currently in the process of developing the program guidelines and supporting documents which will come before the City Council for consideration and approval prior to program implementation.

FISCAL IMPACT
It is anticipated that these funds will be allocated to the City similar to the CDBG program, which is on a reimbursement basis. There is no direct impact to the City’s General Fund and it is anticipated that a portion of the funds can be charged for City personnel costs to manage, oversee, and deliver the program to the community.

RECOMMENDATION
It is recommended that the City Council: (1) adopt Resolution No. 23-5789 approving participation in the Los Angeles Urban County Permanent Local Housing Allocation Program; and (2) authorize the City Manager to execute all documents necessary to effectuate this Program.

ATTACHMENTS
Attachment “A”: Resolution No. 23-5789
RESOLUTION NO. 23-5789 PAGE 1 OF 2 APRIL 11, 2023
RESOLUTION NO. 23-5789

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF LA PUENTE, CALIFORNIA, APPROVING

PARTICIPATION IN THE LOS ANGELES URBAN

COUNTY PERMANENT LOCAL HOUSING ALLOCATION

PROGRAM
WHEREAS, on August 22, 1974, the President of the United States signed into law the Housing and Community Development Act of 1974 (“Act”); and WHEREAS, the primary goals of Title I of the Act are the development of viable urban communities by providing decent housing and a suitable living environment, and expanding economic opportunities, principally for persons of low- and moderate-income; and WHEREAS, Permanent Local Housing Allocation (“PLHA”) is an SB2 funded program that provides ongoing permanent source of funding through the State Property Transfer Fees to increase affordable housing; and
WHEREAS, on October 13, 2020, the City of La Puente approved Resolution No. 20- 5587 to participate in the Los Angeles County Permanent Local Housing Allocation Program beginning FY 2020-2021; and
WHEREAS, on July 13, 2021, the City of La Puente approved Resolution No. 21-5643 to participate in the Los Angeles County Permanent Local Housing Allocation Program FY 2021- 2022; and
WHEREAS, the City of La Puente has received notification of the availability of a total of $545,381 in PLHA funds representing Year 1 and Year 2 allocations to further the attainment of these goals; and
WHEREAS, the City of La Puente wishes to participate in the Los Angeles County Permanent Local Housing Allocation Program beginning July 1, 2023 for homeownership opportunities assistance; and
WHEREAS, the City of La Puente authorizes the execution of a Reimbursable Contract with the County of Los Angeles in order to receive said PLHA funds; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LA PUENTE HEREBY FINDS, DETERMINES AND RESOLVES AS FOLLOWS:

SECTION 1. The above recitals are true and correct and are incorporated herein by reference.

ATTACHMENT A
RESOLUTION NO. 23-5789 PAGE 2 OF 2 APRIL 11, 2023
SECTION 2. The City Manager and/or his designee is authorized to adjust the program budget as necessary to take into account the final PLHA allocation and any amounts remaining unspent at the close of the fiscal year.

SECTION 3. That the City Manager and/or his designee is authorized to execute the contractual and related documents prepared by the County of Los Angeles that are required for the implementation of the projects/programs set forth herein.

SECTION 4. The provisions of this Resolution are severable and if any provision, clause, sentence, word or part thereof is held illegal, invalid, unconstitutional, or inapplicable to any person or circumstances, such illegality, invalidity, unconstitutionality, or inapplicability shall not affect or impair any of the remaining provisions, clauses, sentences, sections, words or parts thereof of the Resolution or their applicability to other persons or circumstances.

SECTION 5. That the City Clerk shall certify to the adoption of this Resolution and that the same shall be in full force and effect.

PASSED, APPROVED AND ADOPTED this 11th day of April, 2023, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:
______________________________
Charlie Klinakis, Mayor
ATTEST:
_____________________________________
Martha Torres, MPA, City Clerk
AGENDA ITEM NO. D-7
To: Mayor and City Council For meeting of: April 11, 2023 From: Bob Lindsey, City Manager
By: City Attorney’s Office
SUBJECT: CONSIDERATION OF A RESOLUTION AUTHORIZING PARTICIPATION IN THE

NEW NATIONAL OPIOD SETTLEMENT AUTHORIZING THE CITY TO ENTER

INTO FIVE NATIONAL OPIOIDS SETTLEMENT AGREEMENTS WITH

WALMART, CVS, WALGREENS, TEVA, AND ALLERGAN, ALLOWING THE

CITY MANAGER TO EXECUTE THE NECESSARY AGREEMENTS

BACKGROUND
Staff recommends that the City Council discuss granting authorization to City staff to execute documents necessary to have the City enter into five nationwide opioids litigation settlement agreements with Teva, Allergan, CVS, Walgreens, and Walmart and also authorize the City’s entry into the related State-Subdivision agreements with the Attorney General.

Since 2017, state and local governments in California and around the United States have pursued litigation against certain manufacturers, distributors, and retailers of opioid pharmaceuticals to hold them financially responsible for the opioid epidemic’s local impacts. These national litigation matters are and were being handled as multi-district litigation matters in federal court, involving many public entity plaintiffs filing suit. (In Re: National Prescription Opiate Litigation, U.S. District Court, Northern District of Ohio, Eastern Division, Case No. 1:17-MD-02804.) Nationwide settlements were previously reached totaling $26 billion with various opioids manufacturers and distributors, including McKesson, AmerisourceBergen, Cardinal Health, and Jansen. The City entered into these settlements, called the Distributors and Jansen settlements, in 2021 and settlement payments have been made to the City.

Retailers Settlements
Nationwide settlements were recently announced with pharmaceutical manufacturers Teva and Allergan, and retailers/pharmacies CVS, Walgreens, and Walmart. These settlements allow for nonlitigating public entities to join in the settlements in exchange for a release against these parties. Cities have until April 18, 2023 to join.

The five settlements total approximately $20.2 billion, payable to states and local governments, and with payments spanning anywhere from three (3) to fifteen (15) years. The five settlement agreements each contain hundreds of pages and are online at www.oag.ca.gov/opioids.

City of La Puente

AGENDA REPORT
Agenda Report: Approval of Resolution Authorizing Participation in Opioid Retailer Settlement For meeting of: April 11, 2023

Page 2 ends

Approximately $1.8 billion of the total settlement is intended for California, with seventy (70) percent ($1.26 billion) targeted for local governments. The funds intended for local governments are known as the “Abatement Fund.” Eligible cities that decline participating in these settlements will have their prospective settlement funds paid to the State of California.

Cities can elect to have all or a portion of their settlement funds directed to the County, or the funds can be directed to the City for expenditure with restrictions, recordkeeping requirements, and State oversight. A city’s share allocated to a county is not required to be spent exclusively for abatement activities in that city but will instead become part of the county’s share of the Abatement Fund.

Settlement funds must be spent on opioid remediation. At least half of the funds must be spent on what are called “high impact abatement activities” as identified in the California State Subdivision Agreements, which delineate how opioid settlement funds can be spent.

The five high impact abatement activities are listed as follows:
• Provision of matching funds or operating costs for substance use disorder facilities within the Behavioral Health Continuum Infrastructure Program;
• Creating new or expanded Substance Use Disorder (SUD) treatment infrastructure; • Addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by SUD; • Diversion of people with SUD from the justice system into treatment, including by providing training and resources to first and early responders (sworn and unsworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice, and harm reduction; and/or
• Interventions to prevent drug addiction in vulnerable youth.

City’s Prospective Settlement Funds
It is currently unknown exactly how much the City of La Puente could receive from these five settlement agreements. It is also unknown when the settlement administrator will begin making settlement payments to local governments. However, settlement payments should occur more expeditiously as settlement funds have already been distributed to California cities under the Distributors and Jansen settlements.

Each California city is allocated a percentage of the approximately $1.26 billion Abatement Fund.

These percentages are set forth in Appendix 1 of each of the State-Subdivision Agreements. The City’s share of the California Abatement Fund is anticipated to be a product of the Abatement Fund total multiplied by the City’s percentage.

Appendix 1 identifies the City’s Abatement Percentage as 0.002 percent. Thus, a rough calculation results in a very approximate total payout figure of $25,200.00 to the City. However, staff cautions that this unofficial figure is most likely subject to change and should not be relied on for official purposes.

Agenda Report: Approval of Resolution Authorizing Participation in Opioid Retailer Settlement For meeting of: April 11, 2023

Page 3 ends

RECOMMENDATION
It is recommended that the City Council: (1) adopt Resolution No. 23-5790, authorizing the City Manager to release the five settling defendants in exchange for the consideration set forth in the Subdivision Participation Forms and California State-Subdivision Agreements; (2) authorize the City Manager to execute the Subdivision Participation Forms for each of the five settlements (Teva, Allergan, CVS, Walgreens, and Walmart) and any and all documents ancillary thereto; and (3) authorize the City Manager to execute the proposed California State-Subdivision Agreements for each of the five settlements (Teva, Allergan, CVS, Walgreens, and Walmart), and any and all documents ancillary thereto.

FISCAL IMPACT
The City Council’s adoption of Resolution No. 23-5790 and entering into the agreements will result in increased financial resources to battle the opioid epidemic’s local impacts.

If approved, the City will become eligible to receive funds for opioid abatement purposes, in an amount to be determined.

ATTACHMENTS
Attachment A: Proposed Resolution No. 23-5790
Attachment B: Subdivision and Special District Settlement Participation Form – Allergan Settlement
Attachment C: Subdivision and Special District Settlement Participation Form – Teva Settlement
Attachment D: Subdivision and Special District Settlement Participation Form – CVS Settlement
Attachment E: Subdivision and Special District Settlement Participation Form – Walgreens Settlement
Attachment F: Subdivision and Special District Settlement Participation Form – Walmart Settlement
Attachment G: Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Allergan Settlement
Attachment H: Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Teva Settlement
Attachment I: Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – CVS Settlement
Attachment J: Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Walgreens Settlement
Attachment K: Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Walmart Settlement
RESOLUTION NO. 23-5790 PAGE 1 OF 4 APRIL 11, 2023
RESOLUTION NO. 23-5790

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF LA PUENTE, COUNTY OF LOS ANGELES, STATE OF

CALIFORNIA, AUTHORIZING THE CITY TO ENTER

INTO THE SETTLEMENT AGREEMENTS WITH

WALGREENS, TEVA, ALLERGAN, CVS, AND WALMART,
AGREE TO THE TERMS OF THE RELATED STATESUBDIVISION AGREEMENTS, AND AUTHORIZE ENTRY

INTO THE RELATED STATE-SUBDIVISION

AGREEMENTS WITH THE ATTORNEY GENERAL
WHEREAS, the United States is facing an ongoing public health crisis of opioid abuse, addiction, overdose, and death, forcing the State of California and California counties and cities to spend billions of dollars each year to address the direct consequences of this crisis; and WHEREAS, pending in the U.S. District Court for the Northern District of Ohio is a multidistrict litigation (“MDL”) being pursued by numerous public entity plaintiffs against the manufacturers and distributors of various opioids based on the allegation that the defendants’ unlawful conduct caused the opioid epidemic; and
WHEREAS on or about November 14, 2022, a proposed nationwide tentative settlement was reached between the plaintiffs in the MDL and Walmart Inc. (“Walmart”); and WHEREAS on or about November 22, 2022, a proposed nationwide tentative settlement was reached between the plaintiffs in the MDL and Teva Pharmaceutical Industries Ltd. and all of its respective past and present direct or indirect parents, subsidiaries, divisions, affiliates, joint ventures, predecessors, successors, assigns, including but not limited to Teva Pharmaceuticals USA, Inc., Actavis LLC (f/k/a Actavis Inc.), Actavis Elizabeth LLC, Actavis Kadian LLC, Actavis Pharma, Inc. (f/k/a Watson Pharma, Inc.), Actavis Kadian LLC, Actavis Laboratories UT, Inc. (f/k/a Watson Laboratories, Inc. – Utah), Actavis Mid Atlantic LLC, Actavis Totowa LLC, Actavis Laboratories FL, Inc. (f/k/a Watson Laboratories, Inc. – Florida), Actavis South Atlantic LLC, Warner Chilcott Company LLC, and Watson Laboratories, Inc., and Anda Inc. (collectively, “Teva”); and
WHEREAS on or about November 22, 2022, a proposed nationwide tentative settlement was reached between the plaintiffs in the MDL and Allergan Finance, LLC (f/k/a Actavis, Inc., which in turn was f/k/a Watson Pharmaceutics, Inc.) and Allergan Limited (f/k/a Allergan plc, which, in turn, was f/k/a Actavis plc) (collectively, “Allergan”); and WHEREAS, on or about December 9, 2022, a proposed nationwide tentative settlement was reached between the plaintiffs in the MDL and CVS Health Corporation and CVS Pharmacy, Inc. and all of their past and present direct and indirect parent and subsidiaries (collectively, “CVS”); and

ATTACHMENT A
RESOLUTION NO. 23-5790 PAGE 2 OF 4 APRIL 11, 2023
WHEREAS, on or about December 9, 2022, a proposed nationwide tentative settlement was reached between the plaintiffs in the MDL and Walgreen Co. (“Walgreens”); and WHEREAS, CVS, Teva, Walgreens, Walmart, and Allergan shall be referred in this Resolution as “Settling Defendants”; and
WHEREAS, as part of the settlements with the Settling Defendants, local subdivisions, including certain cities, that are not plaintiffs in the MDL may participate in the settlements in exchange for a release of the Settling Defendants; and
WHEREAS, copies of the proposed terms of those proposed nationwide settlements have been set forth in the Master Settlement Agreements with the Settling Defendants; and WHEREAS, copies of the Master Settlement Agreements have been provided to the City Council with this Resolution; and
WHEREAS, the Settlement Agreements provide, among other things, for the payment of a certain sum to settling government entities in California including to the State of California and Participating Subdivisions upon occurrence of certain events as defined in the Settlement Agreements (“California Opioid Funds”); and
WHEREAS, California local governments in the MDL have engaged in extensive discussions with the State Attorney General’s Office (“AGO”) as to how the California Opioid Funds will be allocated, which has resulted in the Proposed California State-Subdivision Agreements Regarding Distribution and Use of Settlement Funds (“Allocation Agreements”) from the settlements with the Settling Defendants; and
WHEREAS, copies of the Allocation Agreements for all of the settlements with the Settling Defendants have been provided with this Resolution; and WHEREAS, the Allocation Agreements allocate the California Opioid Funds as follows:
15% to the State Fund; 70% to the Abatement Accounts Fund; and 15% to the Subdivision Fund.

For the avoidance of doubt, all funds allocated to California from the Settlements shall be combined pursuant to the Allocation Agreements, and 15% of total from each settlement shall be allocated to the State of California (the “State of California Allocation”), 70% to the California Abatement Accounts Fund (“CA Abatement Accounts Fund”), and 15% to the California Subdivision Fund (“CA Subdivision Fund”); and
WHEREAS, under the Master Settlement Agreements, certain local subdivisions that did not file a lawsuit against the Settlement Defendants may qualify to participate in the settlements and obtain funds from the Abatement Account Fund; and
WHEREAS, the City is eligible to participate in the Settlement and become a CA Participating Subdivision; and
RESOLUTION NO. 23-5790 PAGE 3 OF 4 APRIL 11, 2023
WHEREAS, the funds in the CA Abatement Accounts Fund (the 70% allocation) will be allocated based on the allocation model developed in connection with the proposed negotiating class in the National Prescription Opiate Litigation (MDL No. 2804), as adjusted to reflect only those cities and counties that are eligible, based on population or litigation status, to become a CA Participating Subdivision (those above 10,000 in population). The percentage from the CA Abatement Accounts Fund allocated to each CA Participating Subdivision is set forth in Appendix 1 to the Allocation Agreements and provided to the City Council with this Resolution. The City’s share of the CA Abatement Accounts Fund will be a product of the total in the CA Abatement Accounts Fund multiplied by the City’s percentage set forth in Appendix 1 of the Allocation Agreements (the “Local Allocation”); and
WHEREAS, a CA Participating Subdivision that is a city will be allocated its Local Allocation share as of the date on which it becomes a Participating Subdivision. The Local Allocation share for a city that is a CA Participating Subdivision will be paid to the county in which the city is located, unless the city elects to take a direct election of the settlement funds, so long as: (a) the county is a CA Participating Subdivision, and (b) the city has not advised the Settlement Fund Administrator that it requests direct payment at least 60 days prior to a Payment Date; and
WHEREAS, it the intent of this Resolution to authorize the City to enter into the Master Settlement Agreements with the Settling Defendants by executing the Participation Agreements and to enter into the Allocation Agreements by executing the signature pages to those agreements.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LA PUENTE HEREBY FINDS, DETERMINES AND RESOLVES AS FOLLOWS:

SECTION 1. The above recitals are true and correct and are incorporated herein by reference.

SECTION 2. The City Council hereby approves and authorizes City Manager to settle and release the City’s claims against the Settling Defendants in exchange for the consideration set forth in the Settlement Agreements, Allocation Agreements and all exhibits thereto.

SECTION 4. That the City Clerk shall certify to the adoption of this Resolution and that the same shall be in full force and effect.

RESOLUTION NO. 23-5790 PAGE 4 OF 4 APRIL 11, 2023
PASSED, APPROVED AND ADOPTED this 11th day of April, 2023, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:
______________________________
Charlie Klinakis, Mayor
ATTEST:
_____________________________________
Martha Torres, MPA, City Clerk

EXHIBIT K
Subdivision and Special District Settlement Participation Form Will your subdivision or special district be signing the settlement participation forms for the Allergan and Teva Settlements at this time?
[ ] Yes_ta [ ] No_ta
Governmental Entity: La Puente city State: CA
Authorized Signatory: /officialname_teva_allergan/
Address 1: /address1_teva_allergan/
Address 2: /address2_teva_allergan/
City, State, Zip: /cit_ta/ /state_ta/ /zi_ta/
Phone: /phone_teva_allergan/
Email: /email_teva_allergan/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Agreement dated November 22, 2022 (“Allergan Settlement”), and acting through the undersigned authorized official, hereby elects to participate in the Allergan Settlement, release all Released Claims against all Released Entities, and agrees as follows.

1. The Governmental Entity is aware of and has reviewed the Allergan Settlement, understands that all terms in this Election and Release have the meanings defined therein, and agrees that by this Election, the Governmental Entity elects to participate in the Allergan Settlement as provided therein.

2. Following the execution of this Settlement Participation Form, the Governmental Entity shall comply with Section III.B of the Allergan Settlement regarding Cessation of Litigation Activities.

3. The Governmental Entity shall, within fourteen (14) days of the Reference Date and prior to the filing of the Consent Judgment, file a request to dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the MDL Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal With Prejudice substantially in the form found at https://nationalopioidsettlement.com.

4. The Governmental Entity agrees to the terms of the Allergan Settlement pertaining to Subdivisions and Special Districts as defined therein.

5. By agreeing to the terms of the Allergan Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date.

6. The Governmental Entity agrees to use any monies it receives through the Allergan Settlement solely for the purposes provided therein.
1 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
15900 E. Main St.

La Puente, CA 91744
626-855-1500
[email protected]

ATTACHMENT B

8. The Governmental Entity has the right to enforce the Allergan Settlement as provided therein.

9. The Governmental Entity, as a Participating Subdivision or Participating Special District, hereby becomes a Releasor for all purposes in the Allergan Settlement, including, but not limited to, all provisions of Section V (Release), and along with all departments, agencies, divisions, boards, commissions, Subdivisions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity whether elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist in bringing, or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Allergan Settlement are intended to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Allergan Settlement shall be a complete bar to any Released Claim.

10. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision or Participating Special District as set forth in the Allergan Settlement.

11. In connection with the releases provided for in the Allergan Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.

A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities’ decision to participate in the Allergan Settlement.

12. Nothing herein is intended to modify in any way the terms of the Allergan Settlement, to which the Governmental Entity hereby agrees. To the extent this Settlement Participation Form is interpreted differently from the Allergan Settlement in any respect, the Allergan Settlement controls.
2 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E I have all necessary power and authorization to execute this Settlement Participation Form on behalf of the Governmental Entity.

Signature: /signer_1_teva_allergan/
Name: /name_1_teva_allergan/
Title: /title_1_teva_allergan/
Date: /date_1_teva_allergan/
3 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
City Manager
April 11, 2023
Exhibit K
Subdivision and Special District Settlement Participation Form Governmental Entity: La Puente city State: CA
Authorized Signatory: /officialname_teva_allergan/
Address 1: /address1_teva_allergan/
Address 2: /address2_teva_allergan/
City, State, Zip: /cit_ta/ /state_ta/ /zi_ta/
Phone: /phone_teva_allergan/
Email: /email_teva_allergan/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Agreement dated November 22, 2022 (“Teva Settlement”), and acting through the undersigned authorized official, hereby elects to participate in the Teva Settlement, release all Released Claims against all Released Entities, and agrees as follows.

1. The Governmental Entity is aware of and has reviewed the Teva Settlement, understands that all terms in this Election and Release have the meanings defined therein, and agrees that by this Election, the Governmental Entity elects to participate in the Teva Settlement as provided therein.

2. Following the execution of this Settlement Participation Form, the Governmental Entity shall comply with Section III.B of the Teva Settlement regarding Cessation of Litigation Activities.

3. The Governmental Entity shall, within 14 days of the Reference Date and prior to the filing of the Consent Judgment, file a request to dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal With Prejudice substantially in the form found at https://nationalopioidsettlement.com.

4. The Governmental Entity agrees to the terms of the Teva Settlement pertaining to Subdivisions as defined therein.

5. By agreeing to the terms of the Teva Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date.

6. The Governmental Entity agrees to use any monies it receives through the Teva Settlement solely for the purposes provided therein.

7. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s state where the Consent Judgment is filed for purposes limited to that court’s role as provided in, and for resolving disputes to the extent provided in, the Teva Settlement. 1 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
La Puente, CA 91744
15900 E. Main St.
626-855-1500
[email protected]

ATTACHMENT C

8. The Governmental Entity has the right to enforce the Teva Settlement as provided therein.

9. The Governmental Entity, as a Participating Subdivision or Participating Special District, hereby becomes a Releasor for all purposes in the Teva Settlement, including but not limited to all provisions of Section V (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Teva Settlement are intended by Released Entitles and the Governmental Entity to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Teva Settlement shall be a complete bar to any Released Claim.

10. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision or Participating Special District as set forth in the Teva Settlement.

11. In connection with the releases provided for in the Teva Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

12. Nothing herein is intended to modify in any way the terms of the Teva Settlement, to which Governmental Entity hereby agrees. To the extent this Election and Release is interpreted differently from the Teva Settlement in any respect, the Teva Settlement controls. 2 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E I have all necessary power and authorization to execute this Election and Release on behalf of the Governmental Entity.

EXHIBIT K
Subdivision Participation and Release Form
Will your subdivision or special district be signing the settlement participation form for the CVS Settlement at this time?
[ ] Yes_cv [ ] No_cv
Governmental Entity: La Puente city State: CA
Authorized Signatory: /officialname_cvs/
Address 1: /address1_cvs/
Address 2: /address2_cvs/
City, State, Zip: /cit_cv/ /state_cv/ /zi_cv/
Phone: /phone_cvs/
Email: /email_cvs/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated December 9, 2022 (“CVS Settlement”), and acting through the undersigned authorized official, hereby elects to participate in the CVS Settlement, release all Released Claims against all Released Entities, and agrees as follows.

1. The Governmental Entity is aware of and has reviewed the CVS Settlement, understands that all terms in this Participation and Release Form have the meanings defined therein, and agrees that by executing this Participation and Release Form, the Governmental Entity elects to participate in the CVS Settlement and become a Participating Subdivision as provided therein.

2. The Governmental Entity shall promptly, and in any event no later than 14 days after the Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal with Prejudice substantially in the form found at https://nationalopioidsettlement.com.

3. The Governmental Entity agrees to the terms of the CVS Settlement pertaining to Participating Subdivisions as defined therein.

4. By agreeing to the terms of the CVS Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date.

5. The Governmental Entity agrees to use any monies it receives through the CVS Settlement solely for the purposes provided therein.
1 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
15900 E. Main St.

La Puente, CA 91744
626-855-1500
[email protected]

ATTACHMENT D

6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s state where the Consent Judgment is filed for purposes limited to that court’s role as provided in, and for resolving disputes to the extent provided in, the CVS Settlement. The Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for resolving disputes to the extent otherwise provided in, the CVS Settlement.

7. The Governmental Entity has the right to enforce the CVS Settlement as provided therein.

8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the CVS Settlement, including without limitation all provisions of Section XI (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the CVS Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The CVS Settlement shall be a complete bar to any Released Claim.

9. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in the CVS Settlement.

10. In connection with the releases provided for in the CVS Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her would have materially affected his or her settlement with the debtor or released party.

11. Nothing herein is intended to modify in any way the terms of the CVS Settlement, to which Governmental Entity hereby agrees. To the extent this Participation and Release Form is interpreted differently from the CVS Settlement in any respect, the CVS Settlement controls.

I have all necessary power and authorization to execute this Participation and Release Form on behalf of the Governmental Entity.

Signature: /signer_1_cvs/
Name: /name_1_cvs/
Title: /title_1_cvs/
Date: /date_1_cvs/
3 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
City Manager
April 11, 2023

EXHIBIT K
Subdivision Participation and Release Form
Will your subdivision or special district be signing the settlement participation form for the Walgreens Settlement at this time?
[ ] Yes_wg [ ] No_wg
Governmental Entity: La Puente city State: CA
Authorized Signatory: /officialname_walgreens/
Address 1: /address1_ walgreens/
Address 2: /address2_ walgreens/
City, State, Zip: /cit_wg/ /state_wg/ /zi_wg/
Phone: /phone_walgreens/
Email: /email_walgreens/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated December 9, 2022 (“Walgreens Settlement”), and acting through the undersigned authorized official, hereby elects to participate in the Walgreens Settlement, release all Released Claims against all Released Entities, and agrees as follows.

1. The Governmental Entity is aware of and has reviewed the Walgreens Settlement, understands that all terms in this Participation and Release Form have the meanings defined therein, and agrees that by executing this Participation and Release Form, the Governmental Entity elects to participate in the Walgreens Settlement and become a Participating Subdivision as provided therein.

3. The Governmental Entity agrees to the terms of the Walgreens Settlement pertaining to Participating Subdivisions as defined therein.

4. By agreeing to the terms of the Walgreens Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date.

5. The Governmental Entity agrees to use any monies it receives through the Walgreens Settlement solely for the purposes provided therein.
1 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
15900 E. Main St.

La Puente, CA 91744
626-855-1500
[email protected]

ATTACHMENT E

6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s state where the Consent Judgment is filed for purposes limited to that court’s role as provided in, and for resolving disputes to the extent provided in, the Walgreens Settlement. The Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for resolving disputes to the extent otherwise provided in, the Walgreens Settlement.

7. The Governmental Entity has the right to enforce the Walgreens Settlement as provided therein.

8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the Walgreens Settlement, including without limitation all provisions of Section XI (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Walgreens Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Walgreens Settlement shall be a complete bar to any Released Claim.

9. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in the Walgreens Settlement.

10. In connection with the releases provided for in the Walgreens Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her would have materially affected his or her settlement with the debtor or released party.

11. Nothing herein is intended to modify in any way the terms of the Walgreens Settlement, to which Governmental Entity hereby agrees. To the extent this Participation and Release Form is interpreted differently from the Walgreens Settlement in any respect, the Walgreens Settlement controls.

I have all necessary power and authorization to execute this Participation and Release Form on behalf of the Governmental Entity.

Signature: /signer_1_walgreens/
Name: /name_1_walgreens/
Title: /title_1_walgreens/
Date: /date_1_walgreens/
3 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
April 11, 2023
City Manager

EXHIBIT K
Subdivision Participation Form
Will your subdivision or special district be signing the settlement participation form for the Walmart Settlement at this time?
[ ] Yes_wm [ ] No_wm
Governmental Entity: La Puente city State: CA
Authorized Official: /officialname_walmart/
Address 1: /address1_walmart/
Address 2: /address2_walmart/
City, State, Zip: /cit_wm/ /state_wm/ /zi_wm/
Phone: /phone_walmart/
Email: /email_walmart/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated November 14, 2022 (“Walmart Settlement”), and acting through the undersigned authorized official, hereby elects to participate in the Walmart Settlement, release all Released Claims against all Released Entities, and agrees as follows.

1. The Governmental Entity is aware of and has reviewed the Walmart Settlement, understands that all terms in this Election and Release have the meanings defined therein, and agrees that by this Election, the Governmental Entity elects to participate in the Walmart Settlement and become a Participating Subdivision as provided therein.

2. The Governmental Entity shall promptly, and in any event within 14 days of the Effective Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal With Prejudice substantially in the form found at https://nationalopioidsettlement.com/.

3. The Governmental Entity agrees to the terms of the Walmart Settlement pertaining to Subdivisions as defined therein.

4. By agreeing to the terms of the Walmart Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date.

5. The Governmental Entity agrees to use any monies it receives through the Walmart Settlement solely for the purposes provided therein.
1 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
15900 E. Main St.

La Puente, CA 91744
626-855-1500
[email protected]

ATTACHMENT F

7. The Governmental Entity has the right to enforce the Walmart Settlement as provided therein.

8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the Walmart Settlement, including but not limited to all provisions of Section X (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Walmart Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Walmart Settlement shall be a complete bar to any Released Claim.

9. In connection with the releases provided for in the Walmart Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

10. Nothing herein is intended to modify in any way the terms of the Walmart Settlement, to which Governmental Entity hereby agrees. To the extent this Election and Release is interpreted differently from the Walmart Settlement in any respect, the Walmart Settlement controls.
2 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E I have all necessary power and authorization to execute this Election and Release on behalf of the Governmental Entity.

Signature: /signer_1_walmart/
Name: /name_1_walmart/
Title: /title_1_walmart/
Date: /date_1_walmart/
3 DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
City Manager
April 11, 2023
1 Proposed California State-Subdivision Agreement
Regarding Distribution and Use of
Settlement Funds – Allergan Settlement

1. Introduction
Pursuant to the Allergan Settlement Agreement, dated as of November 22, 2022, and any revision thereto (the “Allergan Settlement Agreement”), including Section VIII and Exhibit O, the State of California proposes this agreement (the “CA Allergan Allocation Agreement”) to govern the allocation, distribution, and use of Settlement Fund payments made to California pursuant to Sections VI, VII, and VIII of the Allergan Settlement Agreement. For the avoidance of doubt, this agreement does not apply to payments made pursuant to Sections XII or XIII of the Allergan Settlement Agreement.

Pursuant to Exhibit O, Paragraph 4, of the Allergan Settlement Agreement, acceptance of this CA Allergan Allocation Agreement is a requirement to be an Initial Participating Subdivision.1 Further, pursuant to Sections X.B and X.C of the Teva Settlement Agreement and Sections IX.B and IX.C of the Allergan Settlement Agreement, eligible Subdivisions must participate in both the Teva Settlement Agreement and Allergan Settlement Agreement, or neither.2

2. Definitions
a) CA Participating Subdivision means a Participating Subdivision that is also (a) a Plaintiff Subdivision and/or (b) a Subdivision with a population equal to or greater than 10,000. For the avoidance of doubt, eligible CA Participating Subdivisions are those California subdivisions listed in Exhibit C (excluding Litigating Special Districts) and/or Exhibit I to the Allergan Settlement Agreement. b) Teva Settlement Agreement means the Teva Settlement Agreement dated November 22, 2022, and any revision thereto.
c) CVS Settlement Agreement means the CVS Settlement Agreement dated December 9, 2022, and any revision thereto as well as any modification thereto entered into by the State of California and CVS.
d) Distributor Settlement Agreement means the Distributor Settlement Agreement dated July 21, 2021, and any revision thereto.
e) Janssen Settlement Agreement means the Janssen Settlement Agreement dated July 21, 2021, and any revision thereto.
1 A parallel but separate agreement (the “CA Teva Allocation Agreement”) will govern the allocation, distribution, and use of settlement fund payments under the Teva Settlement Agreement.
2 However, if Teva enters bankruptcy prior to the Effective Date, an eligible Subdivision can choose to only join the Allergan Settlement Agreement.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E

ATTACHMENT G
2 f) Walgreens Settlement Agreement means the Walgreens Settlement Agreement dated December 9, 2022, and any revision thereto.
g) Walmart Settlement Agreement means the Walmart Settlement Agreement dated November 14, 2022, and any revision thereto.
h) CA Litigating Special District means a Litigating Special District located in California. CA Litigating Special Districts include Downey Unified School District, Elk Grove Unified School District, Kern High School District, Montezuma Fire Protection District (located in Stockton, California), Santa Barbara San Luis Obispo Regional Health Authority, Inland Empire Health Plan, Health Plan of San Joaquin, San Leandro Unified School District, Pleasant Valley School District Board, and LA Care Health Plan.
i) Plaintiff Subdivision means a Subdivision located in California, other than a CA Litigating Special District, that filed a lawsuit, on behalf of the Subdivision and/or through an official of the Subdivision on behalf of the People of the State of California, against one or more Opioid Defendants prior to October 1, 2020. j) Opioid Defendant means any defendant (including but not limited to Teva Pharmaceutical Industries Ltd., Allergan Finance, LLC, Allergan Limited, CVS Health Corporation, CVS Pharmacy, Inc., Walgreen Co., Walmart Inc., Johnson & Johnson, Janssen Pharmaceuticals, Inc., Purdue Pharma L.P., Cardinal Health, Inc., AmerisourceBergen Corporation, and McKesson Corporation) named in a lawsuit seeking damages, abatement, or other remedies related to or caused by the opioid public health crisis in any lawsuit brought by any state or local government on or before October 1, 2020.

3. General Terms
This agreement is subject to the requirements of the Allergan Settlement Agreement, as well as applicable law, and the Allergan Settlement Agreement governs over any inconsistent provision of this CA Allergan Allocation Agreement. Terms used in this CA Allergan Allocation Agreement have the same meaning as in the Allergan Settlement Agreement unless otherwise defined herein.

Pursuant to Section VIII(E)(1) of the Allergan Settlement Agreement, (a) all Settlement Fund payments will be used for Opioid Remediation, except as allowed by Section VIII(C) of the Allergan Settlement Agreement; and (b) at least seventy percent (70%) of Settlement Fund payment amounts will be used solely for future Opioid Remediation.

4. State Allocation
DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 3 The Settlement Fund payments to California,3 pursuant to the Allergan Settlement Agreement, shall be allocated as follows: 15% to the State Fund; 70% to the Abatement Accounts Fund; and 15% to the Subdivision Fund. For the avoidance of doubt, all funds allocated to California from the Settlement Fund shall be combined pursuant to this CA Allergan Allocation Agreement, and 15% of that total shall be allocated to the State of California (the “State of California Allocation”), 70% to the California Abatement Accounts Fund (“CA Abatement Accounts Fund”), and 15% to the California Subdivision Fund (“CA Subdivision Fund”).

A. State of California Allocation
Fifteen percent of the total Settlement Fund payments will be allocated to the State and used by the State for future Opioid Remediation.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 4 CA Abatement Accounts Funds) and reported on in accordance with Section 4.B.iii (CA Abatement Accounts Fund Oversight).
d) A city within a county that is a CA Participating Subdivision may opt in or out of direct payment at any time, and it may also elect direct payment of only a portion of its share, with the remainder going to the county, by providing notice to the Settlement Fund Administrator at least 60 days prior to a Payment Date. For purposes of this CA Allergan Allocation Agreement, the Cities of Los Angeles, Oakland, San Diego, San Jose and Eureka will be deemed to have elected direct payment if they become Participating Subdivisions.
e) The State will receive the Local Allocation share of any payment to the Settlement Fund that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but that has not, as of the date of that payment to the Settlement Fund, become a Participating Subdivision.
f) Funds received by a CA Participating Subdivision, and not expended or encumbered within five years of receipt and in accordance with the Allergan Settlement Agreement and this CA Allergan Allocation Agreement shall be transferred to the State; provided however, that CA Participating Subdivisions have seven years to expend or encumber CA Abatement Accounts Funds designated to support capital outlay projects before they must be transferred to the State. This provision shall not apply to the Cost Reimbursement Funds, which shall be controlled by Appendix 2.
ii. Use of CA Abatement Accounts Funds
a) The CA Abatement Accounts Funds will be used for future Opioid Remediation in one or more of the areas described in the List of Opioid Remediation Uses, which is Exhibit E to the Allergan Settlement Agreement.
b) In addition to this requirement, no less than 50% of the funds received by a CA Participating Subdivision from the Abatement Accounts Fund in each calendar year will be used for one or more of the following High Impact Abatement Activities:
(1) the provision of matching funds or operating costs for substance use disorder facilities within the Behavioral Health Continuum Infrastructure Program; (2) creating new or expanded Substance Use Disorder (“SUD”) treatment infrastructure; (3) addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by SUD;
(4) diversion of people with SUD from the justice system into treatment, including by providing training and resources to first and early responders (sworn and non-sworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice, and harm reduction; and/or
(5) interventions to prevent drug addiction in vulnerable youth.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 5 c) The California Department of Health Care Services (“DHCS”) may add to this list (but not delete from it) by designating additional High Impact Abatement Activities. DHCS will make reasonable efforts to consult with stakeholders, including the CA Participating Subdivisions, before adding additional High Impact Abatement Activities to this list. d) For the avoidance of doubt, and subject to the requirements of the Allergan Settlement Agreement and applicable law, CA Participating Subdivisions may form agreements or ventures, or otherwise work in collaboration with, federal, state, local, tribal or private sector entities in pursuing Opioid Remediation activities funded from the CA Abatement Accounts Fund. Further, provided that all CA Abatement Accounts Funds are used for Opioid Remediation consistent with the Allergan Settlement Agreement and this CA Allergan Allocation Agreement, a county and any cities or towns within the county may agree to reallocate their respective shares of the CA Abatement Accounts Funds among themselves, provided that any direct distribution may only be to a CA Participating Subdivision and any CA Participating Subdivision must agree to their share being reallocated.
iii. CA Abatement Accounts Fund Oversight
a) Pursuant to Section 5 below, CA Participating Subdivisions receiving settlement funds must prepare and file reports annually regarding the use of those funds. DHCS may regularly review the reports prepared by CA Participating Subdivisions about the use of CA Abatement Accounts Funds for compliance with the Allergan Settlement Agreement and this CA Allergan Allocation Agreement.
b) If DHCS determines that a CA Participating Subdivision’s use of CA Abatement Accounts Funds is inconsistent with the Allergan Settlement Agreement or this CA Allergan Allocation Agreement, whether through review of reports or information from any other sources, DHCS shall send a request to meet and confer with the CA Participating Subdivision. The parties shall meet and confer in an effort to resolve the concern.
c) If the parties are unable to reach a resolution, DHCS may conduct an audit of the Subdivision’s use of the CA Abatement Accounts Funds within one year of the request to meet and confer, unless the parties mutually agree in writing to extend the meet and confer time frame.
d) If the concern still cannot be resolved, the State may bring a motion or action in the court where the State has filed its Consent Judgment to resolve the concern or otherwise DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 6 enforce the requirements of the Allergan Settlement Agreement or this CA Allergan Allocation Agreement. However, in no case shall any audit be conducted, or motion be brought, as to a specific expenditure of funds, more than five years after the date on which the expenditure of the funds was reported to DHCS, in accordance with this agreement.
e) Notwithstanding the foregoing, this Agreement does not limit the statutory or constitutional authority of any state or local agency or official to conduct audits, investigations, or other oversight activities, or to pursue administrative, civil, or criminal enforcement actions.

C. CA Subdivision Fund
i. Fifteen percent of the total Settlement Fund payments will be allocated to the CA Subdivision Fund. All funds in the CA Subdivision Fund will be allocated among the Plaintiff Subdivisions that are Initial Participating Subdivisions. The funds will be used, subject to any limits imposed by the Allergan Settlement Agreement and this CA Allergan Allocation Agreement, to fund future Opioid Remediation and reimburse past opioid-related expenses, which may include fees and expenses related to litigation, and to pay the reasonable fees and expenses of the Special Master as set forth in Appendix 2.

The CA Subdivision Funds will be allocated as follows:
a) First, funds in the CA Subdivision Fund shall be used to pay the Special Master’s reasonable fees and expenses in accordance with the procedures and limitations set forth in Appendix 2 to this document;
b) Second, funds will be allocated to Plaintiff Subdivisions that are Initial Participating Subdivisions that have been awarded Costs, as defined by and in accordance with the procedures and limitations set forth in Appendix 2 to this document. c) Funds remaining in the CA Subdivision Fund, which shall consist of no less than 50% of the total CA Subdivision Fund received in any year pursuant to Appendix 2, Section 2.c.v, will be distributed to Plaintiff Subdivisions that are Initial Participating Subdivisions, in relative proportion to the Local Allocation. These funds shall be used to fund future opioid-related projects and to reimburse past opioid-related expenses, which may include fees and expenses related to litigation against any Opioid Defendant.

D. Provision for State Back-Stop Agreement
On August 6, 2021, Judge Dan Polster of the U.S. District Court, Northern District of Ohio, Eastern Division, issued an order (ECF Docket Number 3814) (“MDL Fees Order”) in the National Prescription Opiate Litigation (MDL No. 2804) “cap[ping] all applicable contingent fee agreements at 15%.” Private counsel representing Plaintiff Subdivisions should seek its DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 7 contingency fees and costs from the Attorney Fee Fund or Cost Funds under the Teva Settlement Agreement and Allergan Settlement Agreement, and, if applicable, the CVS Settlement Agreement, Distributor Settlement Agreement, Janssen Settlement Agreement, Walgreens Settlement Agreement, and Walmart Settlement Agreement.

Before seeking fees or litigation costs and expenses from a State Back-Stop Agreement, private counsel representing Plaintiff Subdivisions must first seek contingency fees and costs from the Attorney Fee Fund or Cost Funds created under the Allergan Settlement Agreement. Further, private counsel may only seek reimbursement for litigation fees and costs that have not previously been reimbursed through prior settlements or judgments.

To effectuate a State Back-Stop Agreement pursuant to this section, an agreement in the form of Appendix 3 may be entered into by a Plaintiff Subdivision, private counsel, and the California Office of the Attorney General. The California Office of the Attorney General shall, upon the request of a Plaintiff Subdivision, execute any agreement executed by a Plaintiff Subdivision and its private counsel if it is in the form of Appendix 3. The California Office of the Attorney General will also consider requests from Plaintiff Subdivisions to execute and enter into agreements presented in other forms.

For the avoidance of doubt, this agreement does not require a Plaintiff Subdivision to request or enter into a State Back-Stop Agreement, and no State Back-Stop Agreement shall impose any duty or obligation on the State of California or any of its agencies or officers, including without limitation the Attorney General.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 8 c) The State and all CA Participating Subdivisions receiving CA Abatement Accounts Funds will track all deposits and expenditures. Each such subdivision is responsible solely for the CA Abatement Accounts Funds it receives. A county is not responsible for oversight, reporting, or monitoring of CA Abatement Accounts Funds received by a city within that county that receives direct payment. Unless otherwise exempt, Subdivisions’ expenditures and uses of CA Abatement Accounts Funds and other Settlement Funds will be subject to the normal budgetary and expenditure process of the Subdivision. d) Each Plaintiff Subdivision receiving CA Subdivision Funds will track all deposits and expenditures, as required by the Allergan Settlement Agreement and this CA Allergan Allocation Agreement. Among other things, Plaintiff Subdivisions using monies from the CA Subdivision Fund for purposes that do not qualify as Opioid Remediation must identify and include in their annual report, the amount and how such funds were used, including if used to pay attorneys’ fees, investigation costs, or litigation costs. Pursuant to Section VIII(C) of the Allergan Settlement Agreement, such information must also be reported to the Settlement Fund Administrator and Allergan. e) In each year in which DHCS prepares an annual report DHCS will also host a meeting to discuss the annual report and the Opioid Remediation activities being carried out by the State and Participating Subdivisions.

6. Miscellaneous
a) The State or any CA Participating Subdivision may bring a motion or action in the court where the State has filed its Consent Judgment to enforce the requirements of this CA Allergan Allocation Agreement. Before filing such a motion or action the State will meet and confer with any CA Participating Subdivision that is the subject of the anticipated motion or action, and vice versa.
b) Except as provided in the Allergan Settlement Agreement, this CA Allergan Allocation Agreement is not enforceable by any party other than the State and the CA Participating Subdivisions. It does not confer any rights or remedies upon, and shall not be enforceable by, any third party.
c) Except as provided in the CA Allergan Allocation Agreement, if any provision of this agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this agreement, or the application of such provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this agreement will be valid and enforceable to the fullest extent permitted by law. d) Except as provided in the Allergan Settlement Agreement, this agreement shall be governed by and interpreted in accordance with the laws of California.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 9 The undersigned, La Puente city, ACKNOWLEDGES acceptance of this Proposed California StateSubdivision Agreement Regarding Distribution and Use of Settlement Funds – Allergan Settlement is a requirement to be an Initial Participating Subdivision in the Allergan Settlement and ACCEPTS this Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Allergan Settlement. EXECUTED on /date_1_teva_allergan/.

Signature: /signer_1_teva_allergan/
Name: /name_1_teva_allergan/
Title: /title_1_teva_allergan/
Date: /date_1_teva_allergan/
DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
City Manager
April 11, 2023
1 Proposed California State-Subdivision Agreement
Regarding Distribution and Use of
Settlement Funds – Teva Settlement

1. Introduction
Pursuant to the Teva Settlement Agreement, dated as of November 22, 2022, and any revision thereto (the “Teva Settlement Agreement”), including Section VIII and Exhibit O, the State of California proposes this agreement (the “CA Teva Allocation Agreement”) to govern the allocation, distribution, and use of Settlement Fund payments made to California pursuant to Sections VI, VII, and VIII of the Teva Settlement Agreement. For the avoidance of doubt, this agreement does not apply to payments made pursuant to Sections IX, XIII, or XIV of the Teva Settlement Agreement.

Pursuant to Exhibit O, Paragraph 4, of the Teva Settlement Agreement, acceptance of this CA Teva Allocation Agreement is a requirement to be an Initial Participating Subdivision.1 Further, pursuant to Sections X.B and X.C of the Teva Settlement Agreement and Sections IX.B and IX.C of the Allergan Settlement Agreement, eligible Subdivisions must participate in both the Teva Settlement Agreement and Allergan Settlement Agreement, or neither.

2. Definitions
a) CA Participating Subdivision means a Participating Subdivision that is also (a) a Plaintiff Subdivision and/or (b) a Subdivision with a population equal to or greater than 10,000. For the avoidance of doubt, eligible CA Participating Subdivisions are those California subdivisions listed in Exhibit C (excluding Litigating Special Districts) and/or Exhibit I to the Teva Settlement Agreement. b) Allergan Settlement Agreement means the Allergan Settlement Agreement dated November 22, 2022, and any revision thereto.
c) CVS Settlement Agreement means the CVS Settlement Agreement dated December 9, 2022, and any revision thereto as well as any modification thereto entered into by the State of California and CVS.
d) Distributor Settlement Agreement means the Distributor Settlement Agreement dated July 21, 2021, and any revision thereto.
e) Janssen Settlement Agreement means the Janssen Settlement Agreement dated July 21, 2021, and any revision thereto.
f) Walgreens Settlement Agreement means the Walgreens Settlement Agreement dated December 9, 2022, and any revision thereto.
1 A parallel but separate agreement (the “CA Allergan Allocation Agreement”) will govern the allocation, distribution, and use of settlement fund payments under the Allergan Settlement Agreement.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E

ATTACHMENT H
2 g) Walmart Settlement Agreement means the Walmart Settlement Agreement dated November 14, 2022, and any revision thereto.
h) CA Litigating Special District means a Litigating Special District located in California. CA Litigating Special Districts include Downey Unified School District, Elk Grove Unified School District, Kern High School District, Montezuma Fire Protection District (located in Stockton, California), Santa Barbara San Luis Obispo Regional Health Authority, Inland Empire Health Plan, Health Plan of San Joaquin, San Leandro Unified School District, Pleasant Valley School District Board, and LA Care Health Plan.
i) Plaintiff Subdivision means a Subdivision located in California, other than a CA Litigating Special District, that filed a lawsuit, on behalf of the Subdivision and/or through an official of the Subdivision on behalf of the People of the State of California, against one or more Opioid Defendants prior to October 1, 2020. j) Opioid Defendant means any defendant (including but not limited to Teva Pharmaceutical Industries Ltd., Allergan Finance, LLC, Allergan Limited, CVS Health Corporation, CVS Pharmacy, Inc., Walgreen Co., Walmart Inc., Johnson & Johnson, Janssen Pharmaceuticals, Inc., Purdue Pharma L.P., Cardinal Health, Inc., AmerisourceBergen Corporation, and McKesson Corporation) named in a lawsuit seeking damages, abatement, or other remedies related to or caused by the opioid public health crisis in any lawsuit brought by any state or local government on or before October 1, 2020.

3. General Terms
This agreement is subject to the requirements of the Teva Settlement Agreement, as well as applicable law, and the Teva Settlement Agreement governs over any inconsistent provision of this CA Teva Allocation Agreement. Terms used in this CA Teva Allocation Agreement have the same meaning as in the Teva Settlement Agreement unless otherwise defined herein.

Pursuant to Section VIII(E)(1) of the Teva Settlement Agreement, (a) all Settlement Fund payments will be used for Opioid Remediation, except as allowed by Section VIII(C) of the Teva Settlement Agreement; and (b) at least seventy percent (70%) of Settlement Fund payment amounts will be used solely for future Opioid Remediation.

4. State Allocation
The Settlement Fund payments to California,2pursuant to the Teva Settlement Agreement, shall be allocated as follows: 15% to the State Fund; 70% to the Abatement Accounts Fund; and 15% to the Subdivision Fund. For the avoidance of doubt, all funds allocated to California from the 2 For purposes of clarity, use of the term “California” refers to the geographic territory of California and the state and its local governments therein. The term “State” or “State of California” refers to the State of California as a governmental unit.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 3 Settlement Fund shall be combined pursuant to this CA Teva Allocation Agreement, and 15% of that total shall be allocated to the State of California (the “State of California Allocation”), 70% to the California Abatement Accounts Fund (“CA Abatement Accounts Fund”), and 15% to the California Subdivision Fund (“CA Subdivision Fund”).

A. State of California Allocation
Fifteen percent of the total Settlement Fund payments will be allocated to the State and used by the State for future Opioid Remediation.

B. CA Abatement Accounts Fund
i. Allocation of CA Abatement Accounts Funds
a) Seventy percent of the total Settlement Fund payments will be allocated to the CA Abatement Accounts Fund. The funds in the CA Abatement Accounts Fund will be allocated based on the allocation model developed in connection with the proposed negotiating class in the National Prescription Opiate Litigation (MDL No. 2804), as adjusted to reflect only those cities and counties that are eligible, based on population or litigation status, to become a CA Participating Subdivision. The percentage from the CA Abatement Accounts Fund allocated to each CA Participating Subdivision is set forth in Appendix 1 in the column entitled abatement percentage (the “Local Allocation”). For the avoidance of doubt, CA Litigating Special Districts and California towns, cities, and counties with a population less than 10,000 are not eligible to receive an allocation of CA Abatement Accounts Funds.
b) A CA Participating Subdivision that is a county, or a city and county, will be allocated its Local Allocation share as of the date on which it becomes a Participating Subdivision, and will receive payments as provided in the Teva Settlement Agreement. c) A CA Participating Subdivision that is a city will be allocated its Local Allocation share as of the date on which it becomes a Participating Subdivision. The Local Allocation share for a city that is a CA Participating Subdivision will be paid to the county in which the city is located, rather than to the city, so long as: (a) the county is a CA Participating Subdivision, and (b) the city has not advised the Settlement Fund Administrator that it requests direct payment at least 60 days prior to a Payment Date. A Local Allocation share allocated to a city but paid to a county is not required to be spent exclusively for abatement activities in that city, but will become part of the county’s share of the CA Abatement Accounts Funds, which will be used in accordance with Section 4.B.ii (Use of CA Abatement Accounts Funds) and reported on in accordance with Section 4.B.iii (CA Abatement Accounts Fund Oversight).
d) A city within a county that is a CA Participating Subdivision may opt in or out of direct payment at any time, and it may also elect direct payment of only a portion of its share, with the remainder going to the county, by providing notice to the Settlement Fund Administrator at least 60 days prior to a Payment Date. For purposes of this CA Teva
DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 4 Allocation Agreement, the Cities of Los Angeles, Oakland, San Diego, San Jose and Eureka will be deemed to have elected direct payment if they become Participating Subdivisions.
e) The State will receive the Local Allocation share of any payment to the Settlement Fund that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but that has not, as of the date of that payment to the Settlement Fund, become a Participating Subdivision.
f) Funds received by a CA Participating Subdivision, and not expended or encumbered within five years of receipt and in accordance with the Teva Settlement Agreement and this CA Teva Allocation Agreement shall be transferred to the State; provided however, that CA Participating Subdivisions have seven years to expend or encumber CA Abatement Accounts Funds designated to support capital outlay projects before they must be transferred to the State. This provision shall not apply to the Cost Reimbursement Funds, which shall be controlled by Appendix 2. ii. Use of CA Abatement Accounts Funds
a) The CA Abatement Accounts Funds will be used for future Opioid Remediation in one or more of the areas described in the List of Opioid Remediation Uses, which is Exhibit E to the Teva Settlement Agreement.
b) In addition to this requirement, no less than 50% of the funds received by a CA Participating Subdivision from the Abatement Accounts Fund in each calendar year will be used for one or more of the following High Impact Abatement Activities:
(1) the provision of matching funds or operating costs for substance use disorder facilities within the Behavioral Health Continuum Infrastructure Program; (2) creating new or expanded Substance Use Disorder (“SUD”) treatment infrastructure; (3) addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by SUD;
(4) diversion of people with SUD from the justice system into treatment, including by providing training and resources to first and early responders (sworn and non-sworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice, and harm reduction; and/or (5) interventions to prevent drug addiction in vulnerable youth. c) The California Department of Health Care Services (“DHCS”) may add to this list (but not delete from it) by designating additional High Impact Abatement Activities. DHCS will make reasonable efforts to consult with stakeholders, including the CA Participating Subdivisions, before adding additional High Impact Abatement Activities to this list.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 5 d) For the avoidance of doubt, and subject to the requirements of the Teva Settlement Agreement and applicable law, CA Participating Subdivisions may form agreements or ventures, or otherwise work in collaboration with, federal, state, local, tribal or private sector entities in pursuing Opioid Remediation activities funded from the CA Abatement Accounts Fund. Further, provided that all CA Abatement Accounts Funds are used for Opioid Remediation consistent with the Teva Settlement Agreement and this CA Teva Allocation Agreement, a county and any cities or towns within the county may agree to reallocate their respective shares of the CA Abatement Accounts Funds among themselves, provided that any direct distribution may only be to a CA Participating Subdivision and any CA Participating Subdivision must agree to their share being reallocated.
iii. CA Abatement Accounts Fund Oversight
a) Pursuant to Section 5 below, CA Participating Subdivisions receiving settlement funds must prepare and file reports annually regarding the use of those funds. DHCS may regularly review the reports prepared by CA Participating Subdivisions about the use of CA Abatement Accounts Funds for compliance with the Teva Settlement Agreement and this CA Teva Allocation Agreement.
b) If DHCS determines that a CA Participating Subdivision’s use of CA Abatement Accounts Funds is inconsistent with the Teva Settlement Agreement or this CA Teva Allocation Agreement, whether through review of reports or information from any other sources, DHCS shall send a request to meet and confer with the CA Participating Subdivision. The parties shall meet and confer in an effort to resolve the concern. c) If the parties are unable to reach a resolution, DHCS may conduct an audit of the Subdivision’s use of the CA Abatement Accounts Funds within one year of the request to meet and confer, unless the parties mutually agree in writing to extend the meet and confer time frame.
d) If the concern still cannot be resolved, the State may bring a motion or action in the court where the State has filed its Consent Judgment to resolve the concern or otherwise enforce the requirements of the Teva Settlement Agreement or this CA Teva Allocation Agreement. However, in no case shall any audit be conducted, or motion be brought, as to a specific expenditure of funds, more than five years after the date on which the expenditure of the funds was reported to DHCS, in accordance with this agreement. e) Notwithstanding the foregoing, this Agreement does not limit the statutory or constitutional authority of any state or local agency or official to conduct audits, 6 investigations, or other oversight activities, or to pursue administrative, civil, or criminal enforcement actions.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 6 C. CA Subdivision Fund
i. Fifteen percent of the total Settlement Fund payments will be allocated to the CA Subdivision Fund. All funds in the CA Subdivision Fund will be allocated among the Plaintiff Subdivisions that are Initial Participating Subdivisions. The funds will be used, subject to any limits imposed by the Teva Settlement Agreement and this CA Teva Allocation Agreement, to fund future Opioid Remediation and reimburse past opioidrelated expenses, which may include fees and expenses related to litigation, and to pay the reasonable fees and expenses of the Special Master as set forth in Appendix 2.

D. Provision for State Back-Stop Agreement
On August 6, 2021, Judge Dan Polster of the U.S. District Court, Northern District of Ohio, Eastern Division, issued an order (ECF Docket Number 3814) (“MDL Fees Order”) in the National Prescription Opiate Litigation (MDL No. 2804) “cap[ping] all applicable contingent fee agreements at 15%.” Private counsel representing Plaintiff Subdivisions should seek its contingency fees and costs from the Attorney Fee Fund or Cost Funds under the Teva Settlement Agreement and Allergan Settlement Agreement, and, if applicable, the CVS Settlement Agreement, Distributor Settlement Agreement, Janssen Settlement Agreement, Walgreens Settlement Agreement, and Walmart Settlement Agreement.

A Plaintiff Subdivision may separately agree to use its share of the CA Subdivision Fund to pay for fees or costs incurred by its contingency-fee counsel (“State Back-Stop Agreement”), pursuant to Exhibit R, section I(X), of the Teva Settlement Agreement and the MDL Fees Order, DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 7 so long as such contingency fees do not exceed a total contingency fee of 15% of the total gross recovery of the Plaintiff Subdivision pursuant to the Teva Settlement, inclusive of contingency fees from the national Attorney Fee Fund and this State Back-Stop Agreement. Before seeking fees or litigation costs and expenses from a State Back-Stop Agreement, private counsel representing Plaintiff Subdivisions must first seek contingency fees and costs from the Attorney Fee Fund or Cost Funds created under the Teva Settlement Agreement. Further, private counsel may only seek reimbursement for litigation fees and costs that have not previously been reimbursed through prior settlements or judgments.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 8 d) Each Plaintiff Subdivision receiving CA Subdivision Funds will track all deposits and expenditures, as required by the Teva Settlement Agreement and this CA Teva Allocation Agreement. Among other things, Plaintiff Subdivisions using monies from the CA Subdivision Fund for purposes that do not qualify as Opioid Remediation must identify and include in their annual report, the amount and how such funds were used, including if used to pay attorneys’ fees, investigation costs, or litigation costs. Pursuant to Section VIII(C) of the Teva Settlement Agreement, such information must also be reported to the Settlement Fund Administrator and Teva.
e) In each year in which DHCS prepares an annual report DHCS will also host a meeting to discuss the annual report and the Opioid Remediation activities being carried out by the State and Participating Subdivisions.

6. Miscellaneous
a) The State or any CA Participating Subdivision may bring a motion or action in the court where the State has filed its Consent Judgment to enforce the requirements of this CA Teva Allocation Agreement. Before filing such a motion or action the State will meet and confer with any CA Participating Subdivision that is the subject of the anticipated motion or action, and vice versa.
b) Except as provided in the Teva Settlement Agreement, this CA Teva Allocation Agreement is not enforceable by any party other than the State and the CA Participating Subdivisions. It does not confer any rights or remedies upon, and shall not be enforceable by, any third party.
c) Except as provided in the CA Teva Allocation Agreement, if any provision of this agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this agreement, or the application of such provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this agreement will be valid and enforceable to the fullest extent permitted by law. a) Except as provided in the Teva Settlement Agreement, this agreement shall be governed by and interpreted in accordance with the laws of California.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 9 The undersigned, La Puente city, ACKNOWLEDGES acceptance of this Proposed California StateSubdivision Agreement Regarding Distribution and Use of Settlement Funds – Teva Settlement is a requirement to be an Initial Participating Subdivision in the Teva Settlement and ACCEPTS this Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Teva Settlement. EXECUTED on /date_1_teva_allergan/.

1. Introduction
Pursuant to the CVS Settlement Agreement, dated as of December 9, 2022, and any revision thereto as well as any modification thereto entered into by the State of California and CVS (the “CVS Settlement Agreement”), including Section V and Exhibit O, the State of California proposes this agreement (the “CA CVS Allocation Agreement”) to govern the allocation, distribution, and use of Settlement Fund payments made to California pursuant to Sections IV and V of the CVS Settlement Agreement. For the avoidance of doubt, this agreement does not apply to payments made pursuant to Sections IX or X of the CVS Settlement Agreement.

Pursuant to Exhibit O, Paragraph 4, of the CVS Settlement Agreement, acceptance of this CA CVS Allocation Agreement is a requirement to be an Initial Participating Subdivision.

2. Definitions
a) CA Participating Subdivision means a Participating Subdivision that is also (a) a Plaintiff Subdivision and/or (b) a Primary Subdivision with a population equal to or greater than 10,000. For the avoidance of doubt, eligible CA Participating Subdivisions are those California subdivisions listed in Exhibit C (excluding Litigating Special Districts) and/or Exhibit I to the CVS Settlement Agreement. b) Allergan Settlement Agreement means the Allergan Settlement Agreement dated November 22, 2022, and any revision thereto.
c) Distributor Settlement Agreement means the Distributor Settlement Agreement dated July 21, 2021, and any revision thereto.
d) Janssen Settlement Agreement means the Janssen Settlement Agreement dated July 21, 2021, and any revision thereto.
e) Teva Settlement Agreement means the Teva Settlement Agreement dated November 22, 2022, and any revision thereto.
f) Walgreens Settlement Agreement means the Walgreens Settlement Agreement dated December 9, 2022, and any revision thereto.
g) Walmart Settlement Agreement means the Walmart Settlement Agreement dated November 14, 2022, and any revision thereto.
h) CA Litigating Special District means a Litigating Special District located in California. CA Litigating Special Districts include Downey Unified School District, Elk Grove Unified School District, Kern High School District, Montezuma Fire Protection District (located in Stockton, California), Santa Barbara San Luis Obispo Regional Health Authority, Inland Empire Health Plan, Health Plan of San Joaquin, San Leandro Unified School District, Pleasant Valley School District Board, and LA Care Health Plan.
i) Plaintiff Subdivision means a Subdivision located in California, other than a CA DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E

ATTACHMENT I
2 Litigating Special District, that filed a lawsuit, on behalf of the Subdivision and/or through an official of the Subdivision on behalf of the People of the State of California, against one or more Opioid Defendants prior to October 1, 2020. j) Opioid Defendant means any defendant (including but not limited to Teva Pharmaceutical Industries Ltd., Allergan Finance, LLC, Allergan Limited, CVS Health Corporation, CVS Pharmacy, Inc., Walgreen Co., Walmart Inc., Johnson & Johnson, Janssen Pharmaceuticals, Inc., Purdue Pharma L.P., Cardinal Health, Inc., AmerisourceBergen Corporation, and McKesson Corporation) named in a lawsuit seeking damages, abatement, or other remedies related to or caused by the opioid public health crisis in any lawsuit brought by any state or local government on or before October 1, 2020.

3. General Terms
This agreement is subject to the requirements of the CVS Settlement Agreement, as well as applicable law, and the CVS Settlement Agreement governs over any inconsistent provision of this CA CVS Allocation Agreement. Terms used in this CA CVS Allocation Agreement have the same meaning as in the CVS Settlement Agreement unless otherwise defined herein.

Pursuant to Section V(E)(1) of the CVS Settlement Agreement, (a) all Settlement Fund payments will be used for Opioid Remediation, except as allowed by Section V(B)(2) of the CVS Settlement Agreement; and (b) at least seventy percent (70%) of Settlement Fund payment amounts will be used solely for future Opioid Remediation.

4. State Allocation
The Settlement Fund payments to California,1 pursuant to the CVS Settlement Agreement, shall be allocated as follows: 15% to the State Fund; 70% to the Abatement Accounts Fund; and 15% to the Subdivision Fund. For the avoidance of doubt, all funds allocated to California from the Settlement Fund shall be combined pursuant to this CA CVS Allocation Agreement, and 15% of that total shall be allocated to the State of California (the “State of California Allocation”), 70% to the California Abatement Accounts Fund (“CA Abatement Accounts Fund”), and 15% to the California Subdivision Fund (“CA Subdivision Fund”).
1 For purposes of clarity, use of the term “California” refers to the geographic territory of California and the state and its local governments therein. The term “State” or “State of California” refers to the State of California as a governmental unit.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 3 A. State of California Allocation
Fifteen percent of the total Settlement Fund payments will be allocated to the State and used by the State for future Opioid Remediation.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 4 e) The State will receive the Local Allocation share of any payment to the Settlement Fund that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but that has not, as of the date of that payment to the Settlement Fund, become a Participating Subdivision.
f) Funds received by a CA Participating Subdivision, and not expended or encumbered within five years of receipt and in accordance with the CVS Settlement Agreement and this CA CVS Allocation Agreement shall be transferred to the State; provided however, that CA Participating Subdivisions have seven years to expend or encumber CA Abatement Accounts Funds designated to support capital outlay projects before they must be transferred to the State. This provision shall not apply to the Cost Reimbursement Funds, which shall be controlled by Appendix 2.
ii. Use of CA Abatement Accounts Funds
a) The CA Abatement Accounts Funds will be used for future Opioid Remediation in one or more of the areas described in the List of Opioid Remediation Uses, which is Exhibit E to the CVS Settlement Agreement.
b) In addition to this requirement, no less than 50% of the funds received by a CA Participating Subdivision from the Abatement Accounts Fund in each calendar year will be used for one or more of the following High Impact Abatement Activities:
(1) the provision of matching funds or operating costs for substance use disorder facilities within the Behavioral Health Continuum Infrastructure Program; (2) creating new or expanded Substance Use Disorder (“SUD”) treatment infrastructure; (3) addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by SUD;
(4) diversion of people with SUD from the justice system into treatment, including by providing training and resources to first and early responders (sworn and non-sworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice, and harm reduction; and/or (5) interventions to prevent drug addiction in vulnerable youth. c) The California Department of Health Care Services (“DHCS”) may add to this list (but not delete from it) by designating additional High Impact Abatement Activities. DHCS will make reasonable efforts to consult with stakeholders, including the CA Participating Subdivisions, before adding additional High Impact Abatement Activities to this list.
d) For the avoidance of doubt, and subject to the requirements of the CVS Settlement Agreement and applicable law, CA Participating Subdivisions may form agreements or
DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 5 ventures, or otherwise work in collaboration with, federal, state, local, tribal or private sector entities in pursuing Opioid Remediation activities funded from the CA Abatement Accounts Fund. Further, provided that all CA Abatement Accounts Funds are used for Opioid Remediation consistent with the CVS Settlement Agreement and this CA CVS Allocation Agreement, a county and any cities or towns within the county may agree to reallocate their respective shares of the CA Abatement Accounts Funds among themselves, provided that any direct distribution may only be to a CA Participating Subdivision and any CA Participating Subdivision must agree to their share being reallocated.
iii. CA Abatement Accounts Fund Oversight
a) Pursuant to Section 5 below, CA Participating Subdivisions receiving settlement funds must prepare and file reports annually regarding the use of those funds. DHCS may regularly review the reports prepared by CA Participating Subdivisions about the use of CA Abatement Accounts Funds for compliance with the CVS Settlement Agreement and this CA CVS Allocation Agreement.
b) If DHCS determines that a CA Participating Subdivision’s use of CA Abatement Accounts Funds is inconsistent with the CVS Settlement Agreement or this CA CVS Allocation Agreement, whether through review of reports or information from any other sources, DHCS shall send a request to meet and confer with the CA Participating Subdivision. The parties shall meet and confer in an effort to resolve the concern. c) If the parties are unable to reach a resolution, DHCS may conduct an audit of the Subdivision’s use of the CA Abatement Accounts Funds within one year of the request to meet and confer, unless the parties mutually agree in writing to extend the meet and confer time frame.
d) If the concern still cannot be resolved, the State may bring a motion or action in the court where the State has filed its Consent Judgment to resolve the concern or otherwise enforce the requirements of the CVS Settlement Agreement or this CA CVS Allocation Agreement. However, in no case shall any audit be conducted, or motion be brought, as to a specific expenditure of funds, more than five years after the date on which the expenditure of the funds was reported to DHCS, in accordance with this agreement. e) Notwithstanding the foregoing, this Agreement does not limit the statutory or constitutional authority of any state or local agency or official to conduct audits, investigations, or other oversight activities, or to pursue administrative, civil, or criminal enforcement actions.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 6 C. CA Subdivision Fund
i. Fifteen percent of the total Settlement Fund payments will be allocated to the CA Subdivision Fund. All funds in the CA Subdivision Fund will be allocated among the Plaintiff Subdivisions that are Initial Participating Subdivisions. The funds will be used, subject to any limits imposed by the CVS Settlement Agreement and this CA CVS Allocation Agreement, to fund future Opioid Remediation and reimburse past opioidrelated expenses, which may include fees and expenses related to litigation, and to pay the reasonable fees and expenses of the Special Master as set forth in Appendix 2.

D. Provision for State Back-Stop Agreement
On August 6, 2021, Judge Dan Polster of the U.S. District Court, Northern District of Ohio, Eastern Division, issued an order (ECF Docket Number 3814) (“MDL Fees Order”) in the National Prescription Opiate Litigation (MDL No. 2804) “cap[ping] all applicable contingent fee agreements at 15%.” Private counsel representing Plaintiff Subdivisions should seek its contingency fees and costs from the Attorney Fee Fund or Cost Funds under the CVS Settlement Agreement, and, if applicable, the Teva Settlement Agreement, Allergan Settlement Agreement, Distributor Settlement Agreement, Janssen Settlement Agreement, Walgreens Settlement Agreement, and Walmart Settlement Agreement.

A Plaintiff Subdivision may separately agree to use its share of the CA Subdivision Fund to pay for fees or costs incurred by its contingency-fee counsel (“State Back-Stop Agreement”), pursuant to Exhibit R, section I(Y), of the CVS Settlement Agreement and the MDL Fees Order, so long as such contingency fees do not exceed a total contingency fee of 15% of the total gross recovery of the Plaintiff Subdivision pursuant to the CVS Settlement, inclusive of contingency fees from the national Attorney Fee Fund and this State Back-Stop Agreement. Before seeking fees or litigation costs and expenses from a State Back-Stop Agreement, private counsel DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 7 representing Plaintiff Subdivisions must first seek contingency fees and costs from the Attorney Fee Fund or Cost Funds created under the CVS Settlement Agreement. Further, private counsel may only seek reimbursement for litigation fees and costs that have not previously been reimbursed through prior settlements or judgments.

5. State and Subdivision Reporting
a) DHCS will prepare an annual written report regarding the State’s use of funds from the settlement until those funds are fully expended and for one year thereafter. These reports will be made publicly available on the DHCS web site.
b) Each CA Participating Subdivision that receives payments of funds from the settlement will prepare written reports at least annually regarding the use of those funds, until those funds are fully expended and for one year thereafter. These reports will also include a certification that all funds that the CA Participating Subdivision has received through the settlement have been used in compliance with the CVS Settlement Agreement and this CA CVS Allocation Agreement. The report will be in a form reasonably determined by DHCS. Prior to specifying the form of the report DHCS will confer with representatives of the Plaintiff Subdivisions.
c) The State and all CA Participating Subdivisions receiving CA Abatement Accounts Funds will track all deposits and expenditures. Each such subdivision is responsible solely for the CA Abatement Accounts Funds it receives. A county is not responsible for oversight, reporting, or monitoring of CA Abatement Accounts Funds received by a city within that county that receives direct payment. Unless otherwise exempt, Subdivisions’ expenditures and uses of CA Abatement Accounts Funds and other Settlement Funds will be subject to the normal budgetary and expenditure process of the Subdivision. d) Each Plaintiff Subdivision receiving CA Subdivision Funds will track all deposits and expenditures, as required by the CVS Settlement Agreement and this CA CVS Allocation Agreement. Among other things, Plaintiff Subdivisions using monies from the CA Subdivision Fund for purposes that do not qualify as Opioid Remediation must identify and include in their annual report, the amount and how such funds were used, including if used to pay attorneys’ fees, investigation costs, or litigation costs. Pursuant to Section V(B)(2) of the CVS Settlement Agreement, such information must also be reported to the Settlement Fund Administrator and CVS.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 8 e) In each year in which DHCS prepares an annual report DHCS will also host a meeting to discuss the annual report and the Opioid Remediation activities being carried out by the State and Participating Subdivisions.

6. Miscellaneous
a) The State or any CA Participating Subdivision may bring a motion or action in the court where the State has filed its Consent Judgment to enforce the requirements of this CA CVS Allocation Agreement. Before filing such a motion or action the State will meet and confer with any CA Participating Subdivision that is the subject of the anticipated motion or action, and vice versa.
b) Except as provided in the CVS Settlement Agreement, this CA CVS Allocation Agreement is not enforceable by any party other than the State and the CA Participating Subdivisions. It does not confer any rights or remedies upon, and shall not be enforceable by, any third party.
c) Except as provided in the CA CVS Allocation Agreement, if any provision of this agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this agreement, or the application of such provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this agreement will be valid and enforceable to the fullest extent permitted by law. d) Except as provided in the CVS Settlement Agreement, this agreement shall be governed by and interpreted in accordance with the laws of California.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 9 The undersigned, La Puente city, ACKNOWLEDGES acceptance of this Proposed California StateSubdivision Agreement Regarding Distribution and Use of Settlement Funds – CVS Settlement is a requirement to be an Initial Participating Subdivision in the CVS Settlement and ACCEPTS this Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – CVS Settlement. EXECUTED on /date_1_cvs/.

Signature: /signer_1_teva_allergan/
Name: /name_1_teva_allergan/
Title: /title_1_teva_allergan/
Date: /date_1_cvs/
DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
City Manager
April 11, 2023
1 Proposed California State-Subdivision Agreement
Regarding Distribution and Use of
Settlement Funds – Walgreens Settlement

1. Introduction
Pursuant to the Walgreens Settlement Agreement, dated as of December 9, 2022, and any revision thereto (the “Walgreens Settlement Agreement”), including Section V and Exhibit O, the State of California proposes this agreement (the “CA Walgreens Allocation Agreement”) to govern the allocation, distribution, and use of Settlement Fund payments made to California pursuant to Sections IV and V of the Walgreens Settlement Agreement. For the avoidance of doubt, this agreement does not apply to payments made pursuant to Section IX of the Walgreens Settlement Agreement.

Pursuant to Exhibit O, Paragraph 4, of the Walgreens Settlement Agreement, acceptance of this CA Walgreens Allocation Agreement is a requirement to be an Initial Participating Subdivision.

2. Definitions
a) CA Participating Subdivision means a Participating Subdivision that is also (a) a Plaintiff Subdivision and/or (b) a Primary Subdivision with a population equal to or greater than 10,000. For the avoidance of doubt, eligible CA Participating Subdivisions are those California subdivisions listed in Exhibit C (excluding Litigating Special Districts) and/or Exhibit I to the Walgreens Settlement Agreement.
b) Allergan Settlement Agreement means the Allergan Settlement Agreement dated November 22, 2022, and any revision thereto.
c) CVS Settlement Agreement means the CVS Settlement Agreement dated December 9, 2022, and any revision thereto as well as any modification thereto entered into by the State of California and CVS.
d) Distributor Settlement Agreement means the Distributor Settlement Agreement dated July 21, 2021, and any revision thereto.
e) Janssen Settlement Agreement means the Janssen Settlement Agreement dated July 21, 2021, and any revision thereto.
f) Teva Settlement Agreement means the Teva Settlement Agreement dated November 22, 2022, and any revision thereto.
g) Walmart Settlement Agreement means the Walmart Settlement Agreement dated November 14, 2022, and any revision thereto.
h) CA Litigating Special District means a Litigating Special District located in California. CA Litigating Special Districts include Downey Unified School District, Elk Grove Unified School District, Kern High School District, Montezuma Fire Protection District (located in Stockton, California), Santa Barbara San Luis Obispo Regional Health Authority, Inland Empire Health Plan, Health Plan of San Joaquin, San Leandro Unified School District, DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E

ATTACHMENT J
2 Pleasant Valley School District Board, and LA Care Health Plan. i) Plaintiff Subdivision means a Subdivision located in California, other than a CA Litigating Special District, that filed a lawsuit, on behalf of the Subdivision and/or through an official of the Subdivision on behalf of the People of the State of California, against one or more Opioid Defendants prior to October 1, 2020. j) Opioid Defendant means any defendant (including but not limited to Walgreen Co., Teva Pharmaceutical Industries Ltd., Allergan Finance, LLC, Allergan Limited, CVS Health Corporation, CVS Pharmacy, Inc., Walmart Inc., Johnson & Johnson, Janssen Pharmaceuticals, Inc., Purdue Pharma L.P., Cardinal Health, Inc., AmerisourceBergen Corporation, and McKesson Corporation) named in a lawsuit seeking damages, abatement, or other remedies related to or caused by the opioid public health crisis in any lawsuit brought by any state or local government on or before October 1, 2020.

3. General Terms
This agreement is subject to the requirements of the Walgreens Settlement Agreement, as well as applicable law, and the Walgreens Settlement Agreement governs over any inconsistent provision of this CA Walgreens Allocation Agreement. Terms used in this CA Walgreens Allocation Agreement have the same meaning as in the Walgreens Settlement Agreement unless otherwise defined herein.

Pursuant to Section V(D)(1) of the Walgreens Settlement Agreement, (a) all Settlement Fund payments will be used for Opioid Remediation, except as allowed by Section V(B)(2) of the Walgreens Settlement Agreement; and (b) at least seventy percent (70%) of Settlement Fund payment amounts will be used solely for future Opioid Remediation.

4. State Allocation
The Settlement Fund payments to California,1pursuant to the Walgreens Settlement Agreement, shall be allocated as follows: 15% to the State Fund; 70% to the Abatement Accounts Fund; and 15% to the Subdivision Fund. For the avoidance of doubt, all funds allocated to California from the Settlement Fund shall be combined pursuant to this CA Walgreens Allocation Agreement, and 15% of that total shall be allocated to the State of California (the “State of California Allocation”), 70% to the California Abatement Accounts Fund (“CA Abatement Accounts Fund”), and 15% to the California Subdivision Fund (“CA Subdivision Fund”). 1 For purposes of clarity, use of the term “California” refers to the geographic territory of California and the state and its local governments therein. The term “State” or “State of California” refers to the State of California as a governmental unit.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 4 e) The State will receive the Local Allocation share of any payment to the Settlement Fund that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but that has not, as of the date of that payment to the Settlement Fund, become a Participating Subdivision.
f) Funds received by a CA Participating Subdivision, and not expended or encumbered within five years of receipt and in accordance with the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement shall be transferred to the State; provided however, that CA Participating Subdivisions have seven years to expend or encumber CA Abatement Accounts Funds designated to support capital outlay projects before they must be transferred to the State. This provision shall not apply to the Cost Reimbursement Funds, which shall be controlled by Appendix 2.
ii. Use of CA Abatement Accounts Funds
a) The CA Abatement Accounts Funds will be used for future Opioid Remediation in one or more of the areas described in the List of Opioid Remediation Uses, which is Exhibit E to the Walgreens Settlement Agreement.
b) In addition to this requirement, no less than 50% of the funds received by a CA Participating Subdivision from the Abatement Accounts Fund in each calendar year will be used for one or more of the following High Impact Abatement Activities:
(1) the provision of matching funds or operating costs for substance use disorder facilities within the Behavioral Health Continuum Infrastructure Program; (2) creating new or expanded Substance Use Disorder (“SUD”) treatment infrastructure; (3) addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by SUD;
(4) diversion of people with SUD from the justice system into treatment, including by providing training and resources to first and early responders (sworn and non-sworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice, and harm reduction; and/or (5) interventions to prevent drug addiction in vulnerable youth. c) The California Department of Health Care Services (“DHCS”) may add to this list (but not delete from it) by designating additional High Impact Abatement Activities. DHCS will make reasonable efforts to consult with stakeholders, including the CA Participating Subdivisions, before adding additional High Impact Abatement Activities to this list.
d) For the avoidance of doubt, and subject to the requirements of the Walgreens Settlement Agreement and applicable law, CA Participating Subdivisions may form agreements or
DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 5 ventures, or otherwise work in collaboration with, federal, state, local, tribal or private sector entities in pursuing Opioid Remediation activities funded from the CA Abatement Accounts Fund. Further, provided that all CA Abatement Accounts Funds are used for Opioid Remediation consistent with the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement, a county and any cities or towns within the county may agree to reallocate their respective shares of the CA Abatement Accounts Funds among themselves, provided that any direct distribution may only be to a CA Participating Subdivision and any CA Participating Subdivision must agree to their share being reallocated.
iii. CA Abatement Accounts Fund Oversight
a) Pursuant to Section 5 below, CA Participating Subdivisions receiving settlement funds must prepare and file reports annually regarding the use of those funds. DHCS may regularly review the reports prepared by CA Participating Subdivisions about the use of CA Abatement Accounts Funds for compliance with the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement.
b) If DHCS determines that a CA Participating Subdivision’s use of CA Abatement Accounts Funds is inconsistent with the Walgreens Settlement Agreement or this CA Walgreens Allocation Agreement, whether through review of reports or information from any other sources, DHCS shall send a request to meet and confer with the CA Participating Subdivision. The parties shall meet and confer in an effort to resolve the concern.
c) If the parties are unable to reach a resolution, DHCS may conduct an audit of the Subdivision’s use of the CA Abatement Accounts Funds within one year of the request to meet and confer, unless the parties mutually agree in writing to extend the meet and confer time frame.
d) If the concern still cannot be resolved, the State may bring a motion or action in the court where the State has filed its Consent Judgment to resolve the concern or otherwise enforce the requirements of the Walgreens Settlement Agreement or this CA Walgreens Allocation Agreement. However, in no case shall any audit be conducted, or motion be brought, as to a specific expenditure of funds, more than five years after the date on which the expenditure of the funds was reported to DHCS, in accordance with this agreement.
e) Notwithstanding the foregoing, this Agreement does not limit the statutory or constitutional authority of any state or local agency or official to conduct audits, investigations, or other oversight activities, or to pursue administrative, civil, or criminal enforcement actions.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 6 C. CA Subdivision Fund
i. Fifteen percent of the total Settlement Fund payments will be allocated to the CA Subdivision Fund. All funds in the CA Subdivision Fund will be allocated among the Plaintiff Subdivisions that are Initial Participating Subdivisions. The funds will be used, subject to any limits imposed by the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement, to fund future Opioid Remediation and reimburse past opioid-related expenses, which may include fees and expenses related to litigation, and to pay the reasonable fees and expenses of the Special Master as set forth in Appendix 2.

D. Provision for State Back-Stop Agreement
On August 6, 2021, Judge Dan Polster of the U.S. District Court, Northern District of Ohio, Eastern Division, issued an order (ECF Docket Number 3814) (“MDL Fees Order”) in the National Prescription Opiate Litigation (MDL No. 2804) “cap[ping] all applicable contingent fee agreements at 15%.” Private counsel representing Plaintiff Subdivisions should seek its contingency fees and costs from the Attorney Fee Fund or Cost Funds under the Walgreens Settlement Agreement, and, if applicable, the Teva Settlement Agreement, Allergan Settlement Agreement, CVS Settlement Agreement, Distributor Settlement Agreement, Janssen Settlement Agreement, and Walmart Settlement Agreement.

Before seeking fees or litigation costs and expenses from a State Back-Stop Agreement, private counsel representing Plaintiff Subdivisions must first seek contingency fees and costs from the Attorney Fee Fund or Cost Funds created under the Walgreens Settlement Agreement. Further, DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 7 private counsel may only seek reimbursement for litigation fees and costs that have not previously been reimbursed through prior settlements or judgments.

5. State and Subdivision Reporting
a) DHCS will prepare an annual written report regarding the State’s use of funds from the settlement until those funds are fully expended and for one year thereafter. These reports will be made publicly available on the DHCS web site.
b) Each CA Participating Subdivision that receives payments of funds from the settlement will prepare written reports at least annually regarding the use of those funds, until those funds are fully expended and for one year thereafter. These reports will also include a certification that all funds that the CA Participating Subdivision has received through the settlement have been used in compliance with the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement. The report will be in a form reasonably determined by DHCS. Prior to specifying the form of the report DHCS will confer with representatives of the Plaintiff Subdivisions.
c) The State and all CA Participating Subdivisions receiving CA Abatement Accounts Funds will track all deposits and expenditures. Each such subdivision is responsible solely for the CA Abatement Accounts Funds it receives. A county is not responsible for oversight, reporting, or monitoring of CA Abatement Accounts Funds received by a city within that county that receives direct payment. Unless otherwise exempt, Subdivisions’ expenditures and uses of CA Abatement Accounts Funds and other Settlement Funds will be subject to the normal budgetary and expenditure process of the Subdivision. d) Each Plaintiff Subdivision receiving CA Subdivision Funds will track all deposits and expenditures, as required by the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement. Among other things, Plaintiff Subdivisions using monies from the CA Subdivision Fund for purposes that do not qualify as Opioid Remediation must identify and include in their annual report, the amount and how such funds were used, including if used to pay attorneys’ fees, investigation costs, or litigation costs. Pursuant to Section V(B)(2) of the Walgreens Settlement Agreement, such information must also be reported to the Settlement Fund Administrator and Walgreens.

6. Miscellaneous
a) The State or any CA Participating Subdivision may bring a motion or action in the court where the State has filed its Consent Judgment to enforce the requirements of this CA Walgreens Allocation Agreement. Before filing such a motion or action the State will meet and confer with any CA Participating Subdivision that is the subject of the anticipated motion or action, and vice versa.
b) Except as provided in the Walgreens Settlement Agreement, this CA Walgreens Allocation Agreement is not enforceable by any party other than the State and the CA Participating Subdivisions. It does not confer any rights or remedies upon, and shall not be enforceable by, any third party.
c) Except as provided in the CA Walgreens Allocation Agreement, if any provision of this agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this agreement, or the application of such provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this agreement will be valid and enforceable to the fullest extent permitted by law. d) Except as provided in the Walgreens Settlement Agreement, this agreement shall be governed by and interpreted in accordance with the laws of California.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 9 The undersigned, La Puente city, ACKNOWLEDGES acceptance of this Proposed California StateSubdivision Agreement Regarding Distribution and Use of Settlement Funds – Walgreens Settlement is a requirement to be an Initial Participating Subdivision in the Walgreens Settlement and ACCEPTS this Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Walgreens Settlement. EXECUTED on /date_1_walgreens/.

Signature: /signer_1_teva_allergan/
Name: /name_1_teva_allergan/
Title: /title_1_teva_allergan/
Date: /date_1_walgreens/
DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
City Manager
April 11, 2023
1 Proposed California State-Subdivision Agreement
Regarding Distribution and Use of
Settlement Funds – Walmart Settlement

1. Introduction
Pursuant to the Walmart Settlement Agreement, dated as of November 14, 2022, and any revision thereto (the “Walmart Settlement Agreement”), including Section V and Exhibit O, the State of California proposes this agreement (the “CA Walmart Allocation Agreement”) to govern the allocation, distribution, and use of Settlement Fund payments made to California pursuant to Sections IV and V of the Walmart Settlement Agreement. For the avoidance of doubt, this agreement does not apply to payments made pursuant to Sections VIII or IX of the Walmart Settlement Agreement.

Pursuant to Exhibit O, Paragraph 4, of the Walmart Settlement Agreement, acceptance of this CA Walmart Allocation Agreement is a requirement to be a Participating Subdivision.

2. Definitions
a) CA Participating Subdivision means a Participating Subdivision that is also (a) a Plaintiff Subdivision and/or (b) a Primary Subdivision with a population equal to or greater than 10,000. For the avoidance of doubt, eligible CA Participating Subdivisions are those California subdivisions listed in Exhibit C (excluding Litigating Special Districts) and/or Exhibit I to the Walmart Settlement Agreement. b) Allergan Settlement Agreement means the Allergan Settlement Agreement dated November 22, 2022, and any revision thereto.
c) CVS Settlement Agreement means the CVS Settlement Agreement dated December 9, 2022, and any revision thereto as well as any modification thereto entered into by the State of California and CVS.
d) Distributor Settlement Agreement means the Distributor Settlement Agreement dated July 21, 2021, and any revision thereto.
e) Janssen Settlement Agreement means the Janssen Settlement Agreement dated July 21, 2021, and any revision thereto.
f) Teva Settlement Agreement means the Teva Settlement Agreement dated November 22, 2022, and any revision thereto.
g) Walgreens Settlement Agreement means the Walgreens Settlement Agreement dated December 9, 2022, and any revision thereto.
h) CA Litigating Special District means a Litigating Special District located in California. CA Litigating Special Districts include Downey Unified School District, Elk Grove Unified School District, Kern High School District, Montezuma Fire Protection District (located in Stockton, California), Santa Barbara San Luis Obispo Regional Health Authority, Inland Empire Health Plan, Health Plan of San Joaquin, San Leandro Unified School District, Pleasant Valley School District Board, and LA Care Health Plan.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E

ATTACHMENT K
2 i) Plaintiff Subdivision means a Subdivision located in California, other than a CA Litigating Special District, that filed a lawsuit, on behalf of the Subdivision and/or through an official of the Subdivision on behalf of the People of the State of California, against one or more Opioid Defendants prior to October 1, 2020. j) Opioid Defendant means any defendant (including but not limited to Teva Pharmaceutical Industries Ltd., Allergan Finance, LLC, Allergan Limited, CVS Health Corporation, CVS Pharmacy, Inc., Walgreen Co., Walmart Inc., Johnson & Johnson, Janssen Pharmaceuticals, Inc., Purdue Pharma L.P., Cardinal Health, Inc., AmerisourceBergen Corporation, and McKesson Corporation) named in a lawsuit seeking damages, abatement, or other remedies related to or caused by the opioid public health crisis in any lawsuit brought by any state or local government on or before October 1, 2020.

3. General Terms
This agreement is subject to the requirements of the Walmart Settlement Agreement, as well as applicable law, and the Walmart Settlement Agreement governs over any inconsistent provision of this CA Walmart Allocation Agreement. Terms used in this CA Walmart Allocation Agreement have the same meaning as in the Walmart Settlement Agreement unless otherwise defined herein.

Pursuant to Section V(D)(1) of the Walmart Settlement Agreement, (a) all Settlement Fund payments will be used for Opioid Remediation, except as allowed by Section V(B)(2) of the Walmart Settlement Agreement; and (b) at least seventy percent (70%) of Settlement Fund payment amounts will be used solely for future Opioid Remediation.

4. State Allocation
The Settlement Fund payments to California,1 pursuant to the Walmart Settlement Agreement, shall be allocated as follows: 15% to the State Fund; 70% to the Abatement Accounts Fund; and 15% to the Subdivision Fund. For the avoidance of doubt, all funds allocated to California from the Settlement Fund shall be combined pursuant to this CA Walmart Allocation Agreement, and 15% of that total shall be allocated to the State of California (the “State of California Allocation”), 70% to the California Abatement Accounts Fund (“CA Abatement Accounts Fund”), and 15% to the California Subdivision Fund (“CA Subdivision Fund”). 1 For purposes of clarity, use of the term “California” refers to the geographic territory of California and the state and its local governments therein. The term “State” or “State of California” refers to the State of California as a governmental unit.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 4 e) The State will receive the Local Allocation share of any payment to the Settlement Fund that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but that has not, as of the date of that payment to the Settlement Fund, become a Participating Subdivision.
f) Funds received by a CA Participating Subdivision, and not expended or encumbered within five years of receipt and in accordance with the Walmart Settlement Agreement and this CA Walmart Allocation Agreement shall be transferred to the State; provided however, that CA Participating Subdivisions have seven years to expend or encumber CA Abatement Accounts Funds designated to support capital outlay projects before they must be transferred to the State. This provision shall not apply to the Cost Reimbursement Funds, which shall be controlled by Appendix 2.
ii. Use of CA Abatement Accounts Funds
a) The CA Abatement Accounts Funds will be used for future Opioid Remediation in one or more of the areas described in the List of Opioid Remediation Uses, which is Exhibit E to the Walmart Settlement Agreement.
b) In addition to this requirement, no less than 50% of the funds received by a CA Participating Subdivision from the Abatement Accounts Fund in each calendar year will be used for one or more of the following High Impact Abatement Activities:
(1) the provision of matching funds or operating costs for substance use disorder facilities within the Behavioral Health Continuum Infrastructure Program; (2) creating new or expanded Substance Use Disorder (“SUD”) treatment infrastructure; (3) addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by SUD;
(4) diversion of people with SUD from the justice system into treatment, including by providing training and resources to first and early responders (sworn and non-sworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice, and harm reduction; and/or (5) interventions to prevent drug addiction in vulnerable youth. c) The California Department of Health Care Services (“DHCS”) may add to this list (but not delete from it) by designating additional High Impact Abatement Activities. DHCS will make reasonable efforts to consult with stakeholders, including the CA Participating Subdivisions, before adding additional High Impact Abatement Activities to this list.
d) For the avoidance of doubt, and subject to the requirements of the Walmart Settlement Agreement and applicable law, CA Participating Subdivisions may form agreements or ventures, or otherwise work in collaboration with, federal, state, local, tribal or private sector entities in pursuing Opioid Remediation activities funded from the CA Abatement DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 5 Accounts Fund. Further, provided that all CA Abatement Accounts Funds are used for Opioid Remediation consistent with the Walmart Settlement Agreement and this CA Walmart Allocation Agreement, a county and any cities or towns within the county may agree to reallocate their respective shares of the CA Abatement Accounts Funds among themselves, provided that any direct distribution may only be to a CA Participating Subdivision and any CA Participating Subdivision must agree to their share being reallocated.
iii. CA Abatement Accounts Fund Oversight
a) Pursuant to Section 5 below, CA Participating Subdivisions receiving settlement funds must prepare and file reports annually regarding the use of those funds. DHCS may regularly review the reports prepared by CA Participating Subdivisions about the use of CA Abatement Accounts Funds for compliance with the Walmart Settlement Agreement and this CA Walmart Allocation Agreement.
b) If DHCS determines that a CA Participating Subdivision’s use of CA Abatement Accounts Funds is inconsistent with the Walmart Settlement Agreement or this CA Walmart Allocation Agreement, whether through review of reports or information from any other sources, DHCS shall send a request to meet and confer with the CA Participating Subdivision. The parties shall meet and confer in an effort to resolve the concern.
c) If the parties are unable to reach a resolution, DHCS may conduct an audit of the Subdivision’s use of the CA Abatement Accounts Funds within one year of the request to meet and confer, unless the parties mutually agree in writing to extend the meet and confer time frame.
d) If the concern still cannot be resolved, the State may bring a motion or action in the court where the State has filed its Consent Judgment to resolve the concern or otherwise enforce the requirements of the Walmart Settlement Agreement or this CA Walmart Allocation Agreement. However, in no case shall any audit be conducted, or motion be brought, as to a specific expenditure of funds, more than five years after the date on which the expenditure of the funds was reported to DHCS, in accordance with this agreement.
e) Notwithstanding the foregoing, this Agreement does not limit the statutory or constitutional authority of any state or local agency or official to conduct audits, investigations, or other oversight activities, or to pursue administrative, civil, or criminal enforcement actions.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 6 C. CA Subdivision Fund
i. Fifteen percent of the total Settlement Fund payments will be allocated to the CA Subdivision Fund. All funds in the CA Subdivision Fund will be allocated among the Plaintiff Subdivisions that are Participating Subdivisions. The funds will be used, subject to any limits imposed by the Walmart Settlement Agreement and this CA Walmart Allocation Agreement, to fund future Opioid Remediation and reimburse past opioidrelated expenses, which may include fees and expenses related to litigation, and to pay the reasonable fees and expenses of the Special Master as set forth in Appendix 2.

The CA Subdivision Funds will be allocated as follows:
a) First, funds in the CA Subdivision Fund shall be used to pay the Special Master’s reasonable fees and expenses in accordance with the procedures and limitations set forth in Appendix 2 to this document;
b) Second, funds will be allocated to Plaintiff Subdivisions that are Participating Subdivisions that have been awarded Costs, as defined by and in accordance with the procedures and limitations set forth in Appendix 2 to this document. c) Funds remaining in the CA Subdivision Fund, which shall consist of no less than 50% of the total CA Subdivision Fund received in any year pursuant to Appendix 2, Section 2.c.v, will be distributed to Plaintiff Subdivisions that are Participating Subdivisions, in relative proportion to the Local Allocation. These funds shall be used to fund future opioid-related projects and to reimburse past opioid-related expenses, which may include fees and expenses related to litigation against any Opioid Defendant.

D. Provision for State Back-Stop Agreement
On August 6, 2021, Judge Dan Polster of the U.S. District Court, Northern District of Ohio, Eastern Division, issued an order (ECF Docket Number 3814) (“MDL Fees Order”) in the National Prescription Opiate Litigation (MDL No. 2804) “cap[ping] all applicable contingent fee agreements at 15%.” Private counsel representing Plaintiff Subdivisions should seek its contingency fees and costs from the Attorney Fee Fund or Cost Funds under the Walmart Settlement Agreement, and, if applicable, the Allergan Settlement Agreement, CVS Settlement Agreement, Distributor Settlement Agreement, Janssen Settlement Agreement, Teva Settlement Agreement, and Walgreens Settlement Agreement.

Before seeking fees or litigation costs and expenses from a State Back-Stop Agreement, private DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 7 counsel representing Plaintiff Subdivisions must first seek contingency fees and costs from the Attorney Fee Fund or Cost Funds created under the Walmart Settlement Agreement. Further, private counsel may only seek reimbursement for litigation fees and costs that have not previously been reimbursed through prior settlements or judgments.

5. State and Subdivision Reporting
a) DHCS will prepare an annual written report regarding the State’s use of funds from the settlement until those funds are fully expended and for one year thereafter. These reports will be made publicly available on the DHCS web site.
b) Each CA Participating Subdivision that receives payments of funds from the settlement will prepare written reports at least annually regarding the use of those funds, until those funds are fully expended and for one year thereafter. These reports will also include a certification that all funds that the CA Participating Subdivision has received through the settlement have been used in compliance with the Walmart Settlement Agreement and this CA Walmart Allocation Agreement. The report will be in a form reasonably determined by DHCS. Prior to specifying the form of the report DHCS will confer with representatives of the Plaintiff Subdivisions.
c) The State and all CA Participating Subdivisions receiving CA Abatement Accounts Funds will track all deposits and expenditures. Each such subdivision is responsible solely for the CA Abatement Accounts Funds it receives. A county is not responsible for oversight, reporting, or monitoring of CA Abatement Accounts Funds received by a city within that county that receives direct payment. Unless otherwise exempt, Subdivisions’ expenditures and uses of CA Abatement Accounts Funds and other Settlement Funds will be subject to the normal budgetary and expenditure process of the Subdivision. d) Each Plaintiff Subdivision receiving CA Subdivision Funds will track all deposits and expenditures, as required by the Walmart Settlement Agreement and this CA Walmart Allocation Agreement. Among other things, Plaintiff Subdivisions using monies from the CA Subdivision Fund for purposes that do not qualify as Opioid Remediation must identify and include in their annual report, the amount and how such funds were used, including if used to pay attorneys’ fees, investigation costs, or litigation costs. Pursuant to Section V(B)(2) of the Walmart Settlement Agreement, such information must also be reported to the Settlement Fund Administrator and Walmart.

6. Miscellaneous
a) The State or any CA Participating Subdivision may bring a motion or action in the court where the State has filed its Consent Judgment to enforce the requirements of this CA Walmart Allocation Agreement. Before filing such a motion or action the State will meet and confer with any CA Participating Subdivision that is the subject of the anticipated motion or action, and vice versa.
b) Except as provided in the Walmart Settlement Agreement, this CA Walmart Allocation Agreement is not enforceable by any party other than the State and the CA Participating Subdivisions. It does not confer any rights or remedies upon, and shall not be enforceable by, any third party.
c) Except as provided in the CA Walmart Allocation Agreement, if any provision of this agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this agreement, or the application of such provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this agreement will be valid and enforceable to the fullest extent permitted by law. d) Except as provided in the Walmart Settlement Agreement, this agreement shall be governed by and interpreted in accordance with the laws of California.

DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E 9 The undersigned, La Puente city, ACKNOWLEDGES acceptance of this Proposed California StateSubdivision Agreement Regarding Distribution and Use of Settlement Funds – Walmart Settlement is a requirement to be an Initial Participating Subdivision in the Walmart Settlement and ACCEPTS this Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Walmart Settlement. EXECUTED on /date_1_walmart/.

Signature: /signer_1_teva_allergan/
Name: /name_1_teva_allergan/
Title: /title_1_teva_allergan/
Date: /date_1_walmart/
DocuSign Envelope ID: 36E24C28-1F96-43EA-9720-3C66A72B6C1E Bob Lindsey
City Manager
April 11, 2023
AGENDA ITEM NO. E-1
To: Mayor and City Council For meeting of: April 11, 2023 From: Bob Lindsey, City Manager
By: Alex Bauman, Director of Community Services
SUBJECT: UPDATE AND DISCUSSION REGARDING COMMUNITY SERVICES

PROGRAMMING

BACKGROUND/DISCUSSION
City Staff will provide an update on programming within the Community Services Department.

FISCAL IMPACT
None.

RECOMMENDATION
It is recommended that the City Council discuss this item and provide any necessary direction to Staff.

ATTACHMENTS
None.

City of La Puente

AGENDA REPORT

La Puente City CouncilApril 11, 2023

La Puente City Council
April 11, 2023