Agenda packet — Finance Committee, August 26, 2024 (part 4 of 4)

On September 12, 2023, by Resolution 2023-407, Council approved Professional Services Agreements with Ralph Andersen & Associates, Rocklin, CA in the amount of $150,000; CPS HR Consulting, Inc., Sacramento, CA in the amount of $54,000; GVP Ventures, Inc. dba Bob Murray and Associates, Roseville, CA in the amount of $53,000; Koff and Associates, a Gallagher Company, Berkeley, CA in the amount of $50,000; and Neher and Associates, Sacramento, CA in the amount of $36,000, unless additional remuneration is otherwise approved by the City Manager or his designee based on City recruitment needs so long as the total executive recruitment needs citywide does not exceed $343,000 over five years.

DISCUSSION:

The City experienced multiple Executive Level vacancies in various City Departments in 2023- 2024 and the City has spent over the not-to-exceed amount of $350,000 in just one year. There are currently two invoices totaling $19,802.48 that are still outstanding.

The City has determined that the existing agreements for Executive Level Recruitment Services should be amended to increase the amounts for all five agreements in order to allow flexibility in choice of firm, should services be needed prior to the next full RFP. It is not anticipated that the full amendment will be utilized.

Modesto Municipal Code (MMC) Section 8-3.204 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid.

However, exceptions to the formal bidding process are granted in MMC 8-3.204 (e) where the Purchasing Manager, in his or her discretion, determines that the term of an existing agreement should be extended for a period of no greater than one (1) year to allow the City to complete a formal bidding process for a long-term agreement or to avoid disruption to City projects or services.

FISCAL IMPACT:

For the current agreements, the City has expended over $343,000 in Fiscal Year 2023-2024.

Below is a table summarizing the spending activity for Fiscal Years 2023-2024 and the estimated spending activity for Fiscal Year 2024-2025 in which time the HR Department will conduct another RFP for Executive Level Recruitment Service Firms for Fiscal Years 2025-2026 through 2025-2030.

The new not-to-exceed amount for these agreements is $550,000 for all services for the full term of the agreements. The City does not anticipate it will use the total increased amount of $207,000. However, the increase will allow the City to select a recruiter at will when an Executive Level Recruitment occurs while also giving the City time to complete a new Request for Qualifications.

Executive Recruitment Firm
Original Agreement
Amount
Fiscal Year
2023/2024 Spend
Estimated Fiscal
Year 2024/2025
Total
Ralph Andersen & Associates $ 150,000.00 $ 150,000.00 $ 114,000.00 $ 264,000.00 CPS-HR Consulting $ 54,000.00 $ 54,000.00 $ 27,000.00 $ 81,000.00 GVP Ventures, dba Bob Murray &
Associates
$ 53,000.00 $ 53,000.00 $ 26,000.00 $ 79,000.00
Koff- Gallagher $ 50,000.00 $ 50,000.00 $ 25,000.00 $ 75,000.00 Neher & Associates $ 36,000.00 $ 36,000.00 $ 15,000.00 $ 51,000.00 $ 343,000.00 $ 207,000.00 $ 550,000.00
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Finance Committee, August 26, 2024
First Amendments for Executive Level Recruitment Pool

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RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the First Amendments with Ralph Andersen & Associates, Rocklin, CA; CPS HR Consulting, Inc. Sacramento, CA; GVP Ventures, Inc. dba Bob Murray and Associates, Roseville, CA; Koff and Associates, a Gallagher Company, Berkeley, CA; and Neher and Associates, Sacramento, CA for Executive Level Recruitment Services to increase the amount by $207,000 for all five Agreements and the new total amount not to exceed $550,000 and forwarding to Council for approval.

Christina Alger, Director of Human Resources
Joseph P. Lopez, City Manager
Attachments:

1. First Amendments to Agreements for Executive Level Recruitment Services (5)

2. Original Executive Level Recruitment Services Signed Agreements (5)

3. Resolution 2023-407 Adopting the 2023 Executive Level Recruitment Services Pool #8..
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FIRST AMENDMENT TO

STANDARD AGREEMENT FOR

CONSULTANT SERVICES
THIS FIRST AMENDMENT, made and entered into in the City of Modesto, State of California, this __ _ day of ______________, 2024, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and RALPH ANDERSEN & ASSOCIATES, a California Limited Liability Company, hereinafter referred to as "Consultant".

This First Amendment is made with regard to the following recitals:

WHEREAS, On September 12, 2023, the City and Consultant entered into a Standard Agreement for Consultant Services (“Original Agreement”) for recruitment services for various executive level positions for all departments on an as needed basis for a term of two years with the option to extend on an annual basis for up to three (3) additional years at the sole discretion of the City, unless terminated earlier in accordance with the provisions of the termination clause of the Agreement.

WHEREAS, City and Consultant desire to amend Section 3, COMPENSATION, of the Original Agreement.

NOW, THEREFORE, in consideration of this First Amendment, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. Section 3, Paragraph 1, COMPENSATION of the Original Agreement is deleted in its entirety and replaced with: Consultant agrees to accept an amount not to exceed TWO-HUNDRED AND SIXTY-FOUR THOUSAND DOLLARS ($264,000) as full remuneration for performing all services and furnishing all staffing and materials called for in Exhibit “A” and for performance by Consultant of all of its duties and obligations under the term #8..
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of this Agreement unless additional remuneration is otherwise approved by the City Manager or designee based on City recruitment needs so long as the total executive recruitment needs citywide does not exceed the total amount of FIVE HUNDRED FIFTY THOUSAND DOLLARS ($550,000) for the term of this Agreement.

2. Except as modified and amended by this First Amendment, all other provisions of the Original Agreement shall remain unchanged and in full force and effect.

FIRST AMENDMENT TO

STANDARD AGREEMENT FOR

CONSULTANT SERVICES
THIS FIRST AMENDMENT, made and entered into in the City of Modesto, State of California, this _ __ day of ____________________, 2024, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and CPS HR CONSULTING , a California Joint Powers Authority, hereinafter referred to as "Consultant".

This First Amendment is made with regard to the following recitals:

WHEREAS, City and Consultant desire to amend Section 3, COMPENSATION, of the Original Agreement.

NOW, THEREFORE, in consideration of this First Amendment, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. Section 3, Paragraph 1, COMPENSATION of the Original Agreement is deleted in its entirety and replaced with: Consultant agrees to accept an amount not to exceed EIGHTY-ONE THOUSAND DOLLARS ($81,000) as full remuneration for performing all services and furnishing all staffing and materials called for in Exhibit “A” and for performance by Consultant of all of its duties and obligations under the term of this Agreement unless #8..
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additional remuneration is otherwise approved by the City Manager or designee based on City recruitment needs so long as the total executive recruitment needs citywide does not exceed the total amount of FIVE HUNDRED FIFTY THOUSAND DOLLARS ($550,000) for the term of this Agreement.

2. Except as modified and amended by this First Amendment, all other provisions of the Original Agreement shall remain unchanged and in full force and effect.

FIRST AMENDMENT TO

AGREEMENT FOR SERVICES

WITH CONSULTANT
This First Amendment (“Amendment”) is made to the Agreement entered into between the CITY OF MODESTO, a municipal corporation of the State of California (hereinafter the “City”) and GVP Ventures, Inc. dba BOB MURRAY & ASSOCIATES, California Corporation hereinafter referred to as the “Consultant.” entered into by the parties on _____________ _ day of _____________________, 2024, (the “Agreement”), hereinafter referred to as “Original Agreement.”
This First Amendment is made with regard to the following recitals:

WHEREAS, City and Consultant desire to amend Section 3, COMPENSATION, of the Original Agreement.

NOW, THEREFORE, in consideration of this First Amendment, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. Section 3, Paragraph 1, COMPENSATION of the Original Agreement is deleted in its entirety and replaced with: Consultant agrees to accept an amount not to exceed SEVENTY-NINE THOUSAND DOLLARS ($79,000) as full remuneration for performing all services and furnishing all staffing and materials called for in Exhibit “A” and for performance by Consultant of all #8..
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of its duties and obligations under the term of this Agreement unless additional remuneration is otherwise approved by the City Manager or designee based on City recruitment needs so long as the total executive recruitment needs citywide does not exceed the total amount of FIVE HUNDRED FIFTY THOUSAND DOLLARS ($550,000) for the term of this Agreement.

2. Except as modified and amended by this First Amendment, all other provisions of the Original Agreement shall remain unchanged and in full force and effect.

FIRST AMENDMENT TO

STANDARD AGREEMENT FOR

CONSULTANT SERVICES
This First Amendment, made and entered into in the City of Modesto, State of California, this ________ day of ___________, 2024, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and KOFF AND ASSOCIATES, A DIVISION OF GALLAGHER BENEFIT SERVICES, INC., a Delaware Corporation, hereinafter referred to as "Consultant".

This First Amendment is made with regard to the following recitals:

WHEREAS, City and Consultant desire to amend Section 3, COMPENSATION, of the Original Agreement.

NOW, THEREFORE, in consideration of this First Amendment, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. Section 3, Paragraph 1, COMPENSATION of the Original Agreement is deleted in its entirety and replaced with: Consultant agrees to accept an amount not to exceed SEVENTY FIVE – THOUSAND DOLLARS ($75,000) as full remuneration for performing all services and furnishing all staffing and materials called for in Exhibit “A” and for performance by Consultant of all of its duties and obligations under the term of this Agreement unless #8..
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additional remuneration is otherwise approved by the City Manager or designee based on City recruitment needs so long as the total executive recruitment needs citywide does not exceed the total amount of FIVE HUNDRED FIFTY THOUSAND DOLLARS ($550,000) for the term of this Agreement.

2. Except as modified and amended by this First Amendment, all other provisions of the Original Agreement shall remain unchanged and in full force and effect.

FIRST AMENDMENT TO

STANDARD AGREEMENT FOR

CONSULTANT SERVICES
THIS FIRST AMENDMENT, made and entered into in the City of Modesto, State of California, this ________ day of ____________, 2024, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and NEHER & ASSOCIATES, a Limited Liability Company, hereinafter referred to as "Consultant".

This First Amendment is made with regard to the following recitals:

A. On September 12, 2023, the City and Consultant entered into a Standard Agreement for Consultant Services (“Original Agreement”) for recruitment services for various executive level positions for all departments on an as needed basis for a term of two years with the option to extend on an annual basis for up to three (3) additional years at the sole discretion of the City, unless terminated earlier in accordance with the provisions of the termination clause of the Agreement.

WHEREAS, City and Consultant desire to amend Section 3, COMPENSATION, of the Original Agreement.

NOW, THEREFORE, in consideration of this First Amendment, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. Section 3, Paragraph 1, COMPENSATION of the Original Agreement is deleted in its entirety and replaced with: Consultant agrees to accept an amount not to exceed FIFTY-ONE THOUSAND DOLLARS ($51,000) as full remuneration for performing all services and furnishing all staffing and materials called for in Exhibit “A” and for performance by Consultant of all of its duties and obligations under the term of this Agreement unless #8..
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additional remuneration is otherwise approved by the City Manager or designee based on City recruitment needs so long as the total executive recruitment needs citywide does not exceed the total amount of FIVE HUNDRED FIFTY THOUSAND DOLLARS ($550,000) for the term of this Agreement.

2. Except as modified and amended by this First Amendment, all other provisions of the Original Agreement shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and _____________________has caused this Agreement to be duly executed. #8..
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09/12/2023/HR/Calger/Item 15 1 2023-407

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-407

RESOLUTION APPROVING AGREEMENTS WITH RALPH ANDERSEN &
ASSOCIATES, ROCKLIN, CA; CPS HR CONSULTING, INC. SACRAMENTO, CA; GVP VENTURES, INC. DBA BOB MURRAY AND ASSOCIATES,
ROSEVILLE, CA; KOFF AND ASSOCIATES, A GALLAGHER COMPANY, BERKELEY, CA; AND NEHER AND ASSOCIATES, SACRAMENTO, CA TO

CONDUCT CITYWIDE EXECUTIVE LEVEL RECRUITMENT SERVICES, ON AN AS NEEDED BASIS, FOR A TWO (2) YEAR AGREEMENT WITH THREE (3) ONE-YEAR EXTENSION OPTIONS, AT THE SOLE DISCRETION OF THE CITY, FOR AN ANNUAL ESTIMATED AVERAGE AMOUNT OF $81,366 IN AN AMOUNT NOT TO EXCEED $343,000 OVER FIVE YEARS FOR THE

COMBINED TOTAL OF ALL AGREEMENTS
WHEREAS, local governments across the state, including the City of Modesto, are experiencing persistent challenges attracting and retaining talent in managerial and leadership roles; and
WHEREAS, talent for these positions is highly sought after as most local governments compete for the same highly qualified candidates; and WHEREAS, this results in a highly competitive, time consuming and difficult recruitment process; and
WHEREAS, while the City’s Human Resources Department is able to keep up with most recruitment needs, it is necessary to utilize the services of professional recruitment firms for high level searches; and
WHEREAS, executive recruitment firms have the skill, ability and focus needed to conduct highly competitive, time consuming and difficult recruitments. These firms have wide networks of followers and an overall wide reach in the labor market. These qualifications enhance the City’s ability to attract and hire the right talent for key positions; and
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09/12/2023/HR/Calger/Item 15 2 2023-407
WHEREAS, in an effort to streamline the City’s time to hire and be more efficient in its hiring process, the Human Resources Department is seeking to establish a list of executive recruitment firms that can be used immediately; and WHEREAS, the City Manager authorized the Human Resources Department to issue a Request for Qualification (RFQ) for the furnishing of executive and high-level management recruitment services; and
WHEREAS, Human Resources sent the RFQ for Executive Recruitment Services to thirteen (13) prospective proposers; and
WHEREAS, following the request, five search firms presented proposals to conduct these recruitments. Five (5) companies provided responsive and responsible proposals; and
WHEREAS, in accordance with Modesto Municipal Code Sec. 8-3.204(a), Exceptions to Formal Bidding Requirements, the Agreement is for Professional Services and, therefore, exempt from the bidding requirement. The approval for the recruitment services to various recruitment firms conforms to Modesto Municipal Code 8-3.204, subsection (a) as they are providing Professional Services for executive recruitments, and WHEREAS, the award of proposals for the furnishing of executive level recruitment services for Citywide use to Ralph Andersen & Associates, Rocklin, CA; CPS HR Consulting, Inc., Sacramento, CA; GVP Ventures, Inc., dba Bob Murray and Associates, Roseville, CA; Koff and Associates, a Gallagher Company, Berkeley, CA and Neher and Associates, Sacramento, CA conforms to Modesto Municipal Code 8-

3.103.
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09/12/2023/HR/Calger/Item 15 3 2023-407
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves Agreements with Ralph Andersen & Associates, Rocklin, CA; CPS HR Consulting, Inc. Sacramento, CA; GVP Ventures, Inc. dba Bob Murray and Associates, Roseville, CA; Koff and Associates, a Gallagher Company, Berkeley, CA; and Neher and Associates, Sacramento, CA to conduct Citywide Executive Level Recruitment Services, on an as needed basis, for a two (2) year Agreement with three (3) one-year extension options, at the sole discretion of the City, for an annual estimated average amount of $81,366 in an amount not to exceed $343,000 over five years for the combined total of all Agreements.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the agreements, in a form approved by the City Attorney. #8..
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

August 26, 2024
Date: August 6, 2024
TO: Finance Committee
Nick Bavaro, Chair
Rosa Escutia-Braaton, Vice Chair
David Wright, Member

THROUGH: Joseph P. Lopez, City Manager
FROM: Dameon Booker, Chief Information Officer
SUBJECT: Modesto Police Department Network Communication Equipment Replacement CONTACT: Dameon Booker, Chief Information Officer
[email protected], 209-571-5229
DESCRIPTION:

Consider an Agreement with Telcion, Inc. for the Purchase of Cisco Network Communication Equipment and Services for an amount not to exceed $178,806 and forwarding to Council for approval. (Funding Source: Information Technology Fund) STRATEGIC PLAN ELEMENT:

This item advances the City of Modesto 2020-2025 Strategic Plan Area: Governance and Service Delivery: “build community trust in City government through responsive, transparent and efficient service delivery”; Goal J: “build a high-performance organization”.

BACKGROUND:

The City of Modesto has standardized its network communication equipment on the Cisco platform for their high-quality products, reliability and efficiency of administration. There are fifteen Cisco network communication devices at Modesto Police Department (MPD) which are end of life, no longer supported and require replacement. The network communication devices provide critical communication for MPD staff to access public safety systems, email, Internet, voice and video. Replacement of the network devices reduces the risk of component failure, unplanned outages and improves cybersecurity defenses by keeping device updates current.

DISCUSSION:

On September 03, 2023, the City Manager authorized the Purchasing Manager to solicit the procurement of Cisco Network Communications equipment parts and services. On November 30, 2021, the County of Merced issued RFP No. 7370 for Fast Open Contracts Utilization Services #9..
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Finance Committee, August 26, 2024
Modesto Police Department Network Communications Equipment Replacement

Page 2 of 3 ends

(FOCUS), which was advertised on the Merced County website1. On January 15, 2021, proposals were opened at 2222 M. Street Room 1, Merced, CA. Four (4) proposals were received and based on the criteria outlined in the RFP, two (2) contracts were awarded for this commodity which includes the Fast Open Contracts Utilization Services (FOCUS). Based on the responsive and responsible proposer offering the overall responsiveness, understanding of the desired “Scope of Work”, technical capability, expertise and experience, , performance capability, reputation, reliability and service history, capability of the bidder to complete the “Scope of Work” within time frames, acceptance of terms and conditions of the RFP, and price , City staff recommends to award to Telcion Inc., Turlock, CA for the purchase of Cisco Network Communication parts and equipment for an amount not to exceed $178,806.
.

The City of Modesto has the opportunity to purchase Cisco network communication equipment and services through Telcion Inc. by way of the Merced Fast Open Contracts Utilization (FOCUS) Agreement. The Merced FOCUS Agreement is a nationwide cooperative program that allows cities, counties, schools, special districts and other public entities to acquire technology products and services efficiently and at competitive rates.

Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-

3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.” In addition, MMC 8-3.202(h) encourages the Purchasing Manager to join with the State of California or other units of government in cooperative purchasing plans when the best cost savings interest of the City would be served. By utilizing the Merced County bidding process, the City is complying with the requirements defined under this code for the purchase of Cisco Network Communication parts and equipment.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year 2024-25 to cover the cost for this agreement.

MPD Equipment Replacement Project $170,291
Project Contingency (5%) $8,515
Total Project $178,806
RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending an Agreement with Telcion, Inc. for the Purchase of Cisco Network Communication Equipment and Services for an amount not to exceed $178,806 and forwarding to Council for approval.

Approved by:

DeAnna Christensen, Director of Finance
1 www.co.merced.ca.us/Purchasing-Bids
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Finance Committee, August 26, 2024
Modesto Police Department Network Communications Equipment Replacement

Page 3 of 3 ends

Joseph P. Lopez, City Manager
Attachments:

1. Telcion Cisco Communication Equipment SOW/Quote

2. Merced County Board Approval Agreement
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Prepared for City of Modesto
2024-4 Modesto - MPD Switches
Quote#TCG010559 v3

PREPARED FOR PREPARED BY
Joseph P Lopez
[email protected]
Darren Rodrigues
[email protected]
209 656 5740
140 W. Main Street Turlock, CA 95380
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www.telcion.com - (209) 632-5700
Products
LINE # DESCRIPTION QTY UNIT PRICE EXT. PRICE
3 years SmartNet and DNA
Using pricing from Merced FOCUS Contract - piggybackable 1 C9300-48P-E Catalyst 9300 48-port PoE+, Network Essentials 15 $5,972.60 $89,589.00 2 CON-L1NBDC93004PE
CX LEVEL 1 8X5XNBD Catalyst 9300 48-port PoE+,
Network Essen
15 $2,372.29 $35,584.35
3 C9300-DNA-E-48
-3Y
C9300 DNA Essentials, 48-port - 3 Year Term License 15 $728.66 $10,929.90 4 CON-L1SWTC93E48
CX LEVEL 1 SW SUB C9300 DNA Essentials 15 $108.90 $1,633.50 5 C9300-NM-8X= Catalyst 9300 8 x 10GE Network Module, spare 9 $1,626.65 $14,639.85 6 STACK-T1-
50CM=
50CM Type 1 Stacking Cable 10 $68.32 $683.20
7 STACK-T1-1M= 1M Type 1 Stacking Cable 4 $165.24 $660.96 Subtotal: $153,720.76
Services
LINE # DESCRIPTION QTY UNIT PRICE EXT. PRICE
1 TCG-ProServ002
Telcion Professional Services - Fixed Rate
Telcion Professional Services - Fixed Rate
1 $7,200.00 $7,200.00
Subtotal: $7,200.00
Quote #TCG010559 v3 Page: 2 of 3
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www.telcion.com - (209) 632-5700
2024-4 Modesto - MPD Switches
Prepared by: Prepared for: Ship To: Quote Information:

Telcion
Darren Rodrigues
209 656 5740
[email protected]
City of Modesto
1010 10th Street Suite 5500
Modesto, CA 95354
Joseph P Lopez
[email protected]
City of Modesto
1010 10th Street Suite 5500
Modesto, CA 95354
Joseph P Lopez
[email protected]
TCG010559
Version: 3
Quoted Date: 06/14/2024
Expiration Date: 06/28/2024
Quote Summary

DESCRIPTION AMOUNT
Products $153,720.76
Services $7,200.00
Subtotal: $160,920.76
Estimated Tax: $9,369.60
Total: $170,290.36
The pricing on this proposal is valid for 30 days. All prices exclude freight and sales tax.

Payment Terms:

PO: Net 30
Lease: All leasing terms subject to final approval by Cisco Capital. All leases require progress payments.

Telcion City of Modesto
Signature:

Name: Darren Rodrigues
Title: Business Technology Consultant
Date: 06/14/2024
Signature:

Name: Joseph P Lopez
Date:

Quote #TCG010559 v3 Page: 3 of 3
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Telcion Communications Group
117 S. Broadway | Turlock, CA 95380
209.632.5700 | www.telcion.com
City of Modesto 1

SOLUTION DESCRIPTION
The City of Modesto operates older Cisco Catalyst 3850 switches at the Police Department. The switches will be out of support in 2025, so replacements are necessary. Telcion recommends new Cisco Catalyst 9300 switches as replacements. Telcion will provide the engineering services to replace the current Cisco Catalyst 3850 switches, install the switches at the Police Department, migrate all configurations, and register them in the Cisco Catalyst (DNA) Center for management.

SCOPE OF SERVICES
Telcion Responsibilities
• Telcion will review the existing configurations of the Cisco Catalyst 3850 switches. • Telcion will configure the new Cisco Catalyst 9300 switches, including IP addresses, authentication settings, VLAN’s, and IP routing.
• Telcion will install the new Cisco Catalyst 9300 switches at the Police Department and register the switches with the Cisco Catalyst (DNA) Center.
• Telcion will confirm that wired network services continue to operate normally for the City of Modesto Police Department after the upgrade.

Customer Responsibilities
• The City of Modesto will provide administrative credentials for the existing Cisco Catalyst 3850 switches and Cisco Catalyst (DNA) Center.
• The City of Modesto will provide access to the sites to Telcion engineers for the replacement of the Cisco Catalyst switches.
• The City of Modesto will provide remote access to the Telcion engineers for staging and postinstallation support.

PROJECT MANAGEMENT
The Telcion project management office will oversee the completion of the project to ensure success.

HARDWARE
Device Name Location
New
Platform Qty
MPD-C3850-EVIDENCE.mpd.prv Evidence Building - F St C9300-48P-E 1 MPD-C3850STK-ADM-1ST.mpd.prv Admin Building 1st Floor IDF C9300-48P-E 4 MPD-C3850STK-ADM-2ND.mpd.prv Admin Building 2nd Floor IDF C9300-48P-E 4 #9..
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Telcion Communications Group
117 S. Broadway | Turlock, CA 95380
209.632.5700 | www.telcion.com
City of Modesto 2
MPD-C3850STK-OPS-1ST.mpd.prv Ops Building 1st Floor IDF C9300-48P-E 3 MPD-C3850STK-OPS-2ND.mpd.prv Ops Building 2nd Floor IDF C9300-48P-E 3

OUT OF SCOPE SERVICES
Telcion is responsible to perform only the Services described in this Statement of Work Agreement. Any additional services discussed or implied that are not defined explicitly by this SOW will be considered out of Scope. All services requested outside of this SOW as detailed above may require a "Change Order" before any services are performed. "Change Order" must be agreed upon by all parties and signed.

Examples:
• Delays caused by the customer or third party.
• Canceled cutover dates within 72 hours.
• Change of project milestones due to customer requests after project planning. • New feature additions after the start of the project. • Abnormal network configuration issues affecting core services such as DHCP, DNS, NTP, and certificate authorities which prevent project completion.

KEY ASSUMPTIONS
The key assumptions for this project are:
• All non-production impacting work will be performed during normal business hours, Monday through Friday, 8:00 a.m. to 5:00 p.m., excluding holidays. • All production-impacting work will be scheduled with the customer for maintenance windows, excluding holidays.
• All tasks will be performed over a consecutive timeframe unless otherwise agreed to by all parties. This assumption includes all tasks performed by the customer or third parties. • Additional charges apply if the engineer has to return to the site for any reason outside the engineer's control.
• The customer will be responsive to requests for information in a timely manner. • All major deployment decisions will be documented.
• After project completion, Telcion support will handle ongoing support requests for customers with a Telcion support agreement.
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

August 26, 2024
Date: August 1, 2024
TO: Finance Committee:

Nick Bavaro, Chair
Rosa Escutia-Braaton, Vice-Chair
David Wright, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Public Works Director
SUBJECT: Award of Furnishing of Asphalt and Emulsified Asphalt Materials CONTACT: John Sphar, Streets Manager, [email protected], (209) 342-2235 DESCRIPTION:

Consider the Award of Bid and Agreement for Furnishing of Asphalt and Emulsified Asphalt Materials to George Reed, Inc., Escalon, CA, for a total amount not to exceed $2,987,330 over five years and forwarding to Council for approval. (Funding Source: Surface Transportation Fund)
STRATEGIC PLAN ELEMENT:

This recommended action supports the City’s Strategic Plan Area of Focus: Quality of Life:
“engage partners across the community to ensure the safety, resilience, and attractiveness of Modesto”; Goal D: “provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance and sustainability efforts”.

BACKGROUND:

The Streets Division is tasked with maintaining residential streets, major arterial collector streets and alleys within the City of Modesto. This division plays a vital role in ensuring that the city’s transportation infrastructure remains functional and accessible for residents, businesses and visitors.

The Streets Division relies heavily on asphalt and emulsified asphalt materials, (tack oil that allows the asphalt to adhere to the existing surface), as crucial elements to perform its essential maintenance functions, including pothole patching, patching offsets on sidewalks and repaving.

These materials allow Streets to fulfill its role efficiently and effectively in asphalt preservation.

By investing in the necessary asphalt and emulsified asphalt materials, the Streets Division can continue to uphold its commitment to maintaining the City’s infrastructure, improving the quality #10..
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Finance Committee, August 26, 2024
Award of Furnishing of Asphalt and Emulsified Asphalt Materials

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and safety of the City’s roads and contributing to the satisfaction of all who utilize the City’s roads.

DISCUSSION:

On March 13, 2024, the City Manager authorized the Purchasing Manager to solicit the procurement for Asphalt and Emulsified Asphalt Materials. On May 9, 2024, the Purchasing Division issued an Invitation for Informal Bid (IFB) 2324-86 for the Asphalt and Emulsified Asphalt Materials for the furnishing of Asphalt and Emulsified Asphalt Materials on the City’s PlanetBids public bidding website under various commodity codes1. Prospective bidders were notified online and via email of the bid opportunity. Twelve prospective bidders were notified; 11 companies downloaded the IFB document from PlanetBids.

On June 11, 2024, bids were formally opened in the City Clerk’s office and broadcast via Microsoft Teams Livestream. One chose to respond. Based on providing the lowest responsive and responsible bid, City staff recommended to award the Asphalt and Emulsified Asphalt Materials to George Reed, Inc, Escalon, CA for a one–year agreement with four one-year extension options, for an estimated annual amount $597,466 and total estimated cost not to exceed $2,987,330 over five years.

Modesto Municipal Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to follow the formal bid procedures.

An Award of Bid and Agreement for Asphalt and Emulsified Asphalt Materials for the Streets Division of the Public Works Department use to George Reed, Inc., Escalon, CA., conforms to the Modesto Municipal Code because the City complied with the formal bid procedures and George Reed, Inc. was the lowest responsible and responsible bidder.

FISCAL IMPACT:

Over the past five fiscal years, the cost for asphalt materials including applicable tax has been as follows:
1 i.e. 74500 Road & Highway Building Materials (asphaltic), 75000 Road & Highway Building Materials (not asphaltic), 75500 Road & Highway Asphalt & Concrete Handling & processing Equipment, 83064 Steel Tanks, Surface Storage Type (for asphalt, emulsions, road oil, water, etc), 91371 Maintenance & Repair, Highway & Road (to include the removal of asphalt, concrete, bitumens, etc.), 96154 Milling Services: Aspalt, Grain, Cottonseed, Vegetable, Wood, Etc., 08585 Soil Erosion Sheeting Material (to include silt fencing): Asphalt, Biodegradable Paper, Burlap, Excelsior, Jute, Straw, Etc.
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Award of Furnishing of Asphalt and Emulsified Asphalt Materials

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These costs reflect a rising trend in asphalt material prices, with a significant increase observed in FY 23/24. Historically, the average annual cost of asphalt materials over the past five years has been $294,089 per year for a total cost of $1,470,447 over that period.

The anticipated annual cost of $597,466 will be absorbed within the current Streets Division (1700-53130-53150) Fiscal Year 2024-25 operating budget.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the Award of Bid and Agreement for the Furnishing of Asphalt and Emulsified Asphalt Materials on an as needed basis to George Reed, Inc., Escalon, CA for a one-year Agreement with four one-year extension options, for an annual estimated cost of $597,466 and a total amount not to exceed $2,987,330 over five years and forwarding to Council for approval.

Approved by:

Bill Sandhu, Director of Public Works
Joseph P. Lopez, City Manager
Attachments:

1. Agreement

2. Exhibit A – Price Schedule

3. Exhibit B – Bid Submittal Checklist

4. Exhibit C – Asphalt & Emulsified Asphalt IFB 2324.86

5. Cost Abstract

6. Bid Waiver
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1 GEORGE REED INC ANNUAL PURCHASE AGREEMENT #276495
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and George Reed, Inc dba Munn & Perkins Plant, a California corporation, hereinafter called VENDOR, W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024- authorizing the Award of Bid and agreement for the asphalt and emulsified materials, supplies or equipment described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A”, and made a part hereof, and WHEREAS, the VENDOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B”, and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the ASPHALT AND EMULSIFIED MATERIALS as described in IFB, attached hereto as Exhibit “C”, and made a part hereof, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of ONE YEAR with FOUR one-year extension options at the sole discretion of City, for a total of up to five years.

Year one: SEPTEMBER 25, 2024 THROUGH SEPTEMBER 24, 2025 Year two: SEPTEMBER 25, 2025 THROUGH SEPTEMBER 24, 2026 Year three: SEPTEMBER 25, 2026 THROUGH SEPTEMBER 24, 2027 Year four: SEPTEMBER 25, 2027 THROUGH SEPTEMBER 24, 2028 Year five: SEPTEMBER 25, 2028 THROUGH SEPTEMBER 24, 2029 #10..
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2 2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $597,466. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $2,987,330
B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit A Pricing, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

D. Price increases for each subsequent AGREEMENT years two, three, four, and five, shall be negotiated in good faith by the parties, but in no instance may exceed the net percentage increase during the prior twelve (12) month period in the Federal Bureau of Labor Statistics’ Consumer Price Index (CPI) for West Urban Area. Requests for price increases in any renewal year shall be submitted by VENDOR in writing at least sixty (60) days prior to the annual anniversary date of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

4. ORDERING: Vendor shall deliver GOODS to the location specified within CITY’s purchase order. Unless otherwise specified by the Purchasing Division, no GOODS may be delivered to CITY unless a purchase order has been provided by CITY to VENDOR.

5. PAYMENT: All invoices shall be paid in full by CITY after completion and acceptance of the GOODS by the City, and receipt of a properly prepared invoice submitted by VENDOR via email to [email protected] . As specified by the Purchasing Division, every invoice must reference this AGREEMENT number or CITY’s purchase order number. VENDOR will be paid by CITY via the following payment method: “Net 45 Days via manual check”.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless documented by a written amendment to this AGREEMENT and signed by the parties hereto with CITY represented by the Purchasing Division.

7. TERMINATION:

A. In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the non-performance. Within 30 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

B. CITY may terminate this AGREEMENT for convenience upon 30 days prior notice to VENDOR by CITY’s authorized employee.

8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either #10..
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3 reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

9. RESPONSIBILITY: Unless otherwise specified, the VENDOR shall be responsible for all GOODS until delivered at CITY’s designated delivery point and shall bear all risks as to items rejected or requiring correction after notice of such rejection or correction is given.

10. SHIPMENT: Unless otherwise authorized by CITY’s Purchasing Division, GOODS shall be delivered F.O.B. Destination Freight Prepaid and Included in Price of GOODS. VENDOR may not collect freight collect or charge shipping expenses otherwise to CITY. Original receipted freight bill must accompany the invoice. Shipment must be made within the time stated on Purchase Order, failing which CITY reserves the right to purchase elsewhere and charge VENDOR with any loss incurred, unless delay in making shipment is due to unforeseeable causes beyond the control and without the fault or negligence of VENDOR.

11. CHANGES: A purchase order may at any time, by written order of the CITY, be changed in regard to the GOODS to be furnished, quantities ordered, unit price, discount, delivery point or arrangements, terms or any other matters affecting a valid PO. In the event such change causes an increase or decrease in the cost of performance hereunder, and equitable adjustment will be made for the cost thereof, subject to the approval of the Purchasing Manager, and written notice given, therefore.

12. WARRANTY: Notwithstanding any other provisions of the purchase order, VENDOR warranties for the GOODS shall extend for 90 days after delivery thereof to CITY, shall meet or exceed all original manufacturer warranties, and that GOODS shall be of the most suitable grade as specified in this AGREEMENT, VENDOR’s own marketing materials and in the purchase order. Moreover, VENDOR warrants and represents that GOODS shall comply with warranties of merchantability and fitness for a particular purpose. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall correct at its expense, including transportation/freight, such defects as are reported within one year of final acceptance.

13. INSURANCE: Any purchase order where work, maintenance, or service is performed on CITY property requires appropriate insurance. VENDOR shall ensure proper insurance certificates are on file with the CITY prior to performing onsite work. Contact CITY’s Purchasing Division to verify the type of insurance required.

14. TAX EXEMPTIONS: The CITY is exempt from payment of federal excise tax. All invoices shall be exclusive of such excise tax. Moreover, if the CITY’s purchase is not subject to sales tax, the statement for resale will appear in the body of the purchase order.
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4 15. INDEMNITIES:

A. VENDOR agrees to protect, indemnify and save harmless CITY and its agents, officers, employees, and volunteers from any claim, loss or damage from VENDOR’s, or the GOODs’, infringement of trademarks, patents, copyrights and unfair competition action with to any third party.

B. VENDOR shall hold the CITY and its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of VENDOR, or its agents, officers, employees, or subcontractors relating to or during the performance of its obligations under this AGREEMENT. VENDOR’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR.

16. GOVERNING LAW: This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, U.S.A., without giving effect to its conflicts of law provisions or principles.

17. VENUE: Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

18. ATTORNEYS’ FEES. If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

19. LIMITATION OF LIABILITY: The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the Vendor’s officers, agents, employees, invitees, or licensees, or be set up at any time because of personal injury or damage to property sustained by any other person or persons, which may have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the Purchase Order. The Vendor shall assume full responsibility for the defense of any claims arising under the Purchase Order and the Vendor shall save, keep, and bear harmless the City, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this Purchase Order or asserted against it.

20. NOTICES: Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid addressed as follows:

CONTRACTOR: George Reed, Inc
Ed Berlier, Vice President – General Manager
140 Empire Ave.

Modesto, CA 95354
Phone: (209) 524-3197
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5 Email: [email protected]
CITY: City of Modesto
Kim Presson, Buyer
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Phone; (209) 577-5375
Email: [email protected]
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

22. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT.

23. ENTIRE AGREEMENT: This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEMENT which vary from VENDOR’S bid are controlling and are deemed accepted by VENDOR by provision of any GOODS or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

24. PARTIAL INVALIDITY: If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT by its Director of Finance under authority of Resolution No. 2024- adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and _____________________has caused this Agreement to be duly executed. #10..
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EXHIBIT “A”
Price Schedule

ITEM/DESCRIPTION QTY
UNIT
OF George Reed, Inc.

ISSUE UN PRC EXTENSION
Sheet Asphalt Concrete PG 64 1 Per Ton $89.00 $89.00
Sheet Asphalt Concrete PG 70 1 Per Ton $91.00 $91.00
3/8" Asphalt Concrete PG 64 1 Per Ton $86.00 $86.00
3/8" Asphalt Concrete PG 70 1 Per Ton $88.00 $88.00
3/8" Rubberized Asphalt 1 Per Ton $142.00 $142.00
1/2" Asphalt Concrete PG 64 1 Per Ton $81.25 $81.25
1/2" Asphalt Concrete PG 70 1 Per Ton $83.25 $83.25
1/2" Rubberized Asphalt 1 Per Ton $140.00 $140.00
3/4" Asphalt Concrete PG 64 1 Per Ton $79.00 $79.00
3/4" Asphalt Concrete PG 70 1 Per Ton $81.00 $81.00
3/4" Rubberized Asphalt 1 Per Ton $140.00 $140.00
3/4" Class II AB 1 Per Ton $20.00 $20.00
SS-1 Emulsion 1 Per Ton $900.00 $900.00
Environmental Fee 1
Per
Load $10.00 $10.00
Plant Hours of Operation: Summer Hours 6:00am to 3:30pm Months: May-October Plant Hours of Operation: Winter Hours 7:00am to 3:30pm Months: November - April Plant address: 26292 E. River Road, Escalon, CA 95320
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1 INVITATION FOR BIDS (“IFB”) NO. 2324-86
FOR

ASPHALT AND EMULSIFIED ASPHALT MATERIAL
BID OPENING: June 11, 2024, at 11:00 A.M.

CITY OF MODESTO CONTACT: Kim Presson, Buyer
E-MAIL ADDRESS: [email protected]
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INVITATION FOR BIDS # 2324-86

ASPHALT AND EMULSIFIED

ASPHALT MATERIAL
2 Table of Contents
NOTICE TO BIDDERS ............................................................................................................................. 3 CALENDAR OF EVENTS ........................................................................................................................ 5 CITY CONTACT ....................................................................................................................................... 5 PRECEDENCE........................................................................................................................................... 5 VIRTUAL BID OPENING......................................................................................................................... 6 GENERAL BID REQUIREMENTS .......................................................................................................... 7 BID SUBMITTAL CHECKLIST............................................................................................................. 15 BID FORM A - IFB ACKNOWLEDGEMENT .................................................................................. 16 BID FORM B – BIDDER COMPANY INFORMATION................................................................... 19 BID FORM C –PRICING SCHEDULE............................................................................................... 20 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS.......................... 22 BID FORM E – BIDDER CUSTOMER REFERENCES .................................................................... 23 BID FORM F - FINANCIAL INTEREST DISCLOSURE.................................................................. 25 BID FORM G – SUPPORT OF LOCAL VENDORS.......................................................................... 27 BID FORM H - BIDDER COMPANY HISTORY STATEMENT..................................................... 28 BID FORM I - ADDENDA ACKNOWLEDGEMENT ...................................................................... 29 BID FORM J – BIDDER WARRANTY STATEMENTS................................................................... 30 BID FORM K - SUBCONTRACTOR LIST ......................................................................................... 31 TECHNICAL SPECIFICATIONS AND REQUIREMENTS ................................................................. 32

1.1 SCOPE OF WORK:........................................................................................................................ 32

1.2 PRODUCTS SUBSTITUTIONS.................................................................................................... 32

1.3 WILL CALL REQUIREMENTS…………………………….………………………...…………32

1.4 MEASUREMENT REQUIREMENTS …………………………………………………………. 32

1.5 ASPHALT CONCRETE TIME/MILEAGE/TRANSPORTATION MEASUREMENT….….….32

1.6 ESTIMATED ANNUAL VOLUME ………………………………….………………………….33

1.7 USAGE REPORTS………………………….…………………………………………………….33
SAMPLE AGREEMENT......................................................................................................................... 34 #10..
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INVITATION FOR BIDS # 2324-86

ASPHALT AND EMULSIFIED

ASPHALT MATERIAL
3 NOTICE TO BIDDERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California (“City”), will receive at the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 sealed Bids (each, a “Bid”) from qualified Bidders (each, a “Bidder”) for the furnishing of Asphalt and Emulsified Asphalt equipment, materials, supplies and/or related services (the “Goods”) for the City of Modesto, Streets Department, Public Works Division.

All equipment, materials, and supplies shall be furnished F.O.B. City of Modesto (delivery charges borne by Bidder, included in the Goods pricing herein, and not separately charged to the City). Bidders are highly recommended to download all IFB documents from the City’s Purchasing Division website at http://www.modestogov.com/257/Contracting-Bid-Opportunities; such IFB documents shall include all specifications necessary for Bidders to submit a responsive Bid..

Each Bid shall be sealed and filed with the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 prior to Tuesday, June 11, 2024, at 11:00 A.M., at which time Bids will be opened, read and recorded. The opening of bids will not be physically open to the public but may be viewed simultaneously via video conferencing in the manner provided for herein. All Bids shall be available for review following City Council award approval at the Purchasing Division, 1010 Tenth Street, 5th Floor, Suite 5300, Modesto, CA 95354.

Bids will be received only at the address shown above, and prior to the time indicated. Any Bid received at or after said time and/or date, or at a place other than the stated address cannot be considered and will be returned to the Bidder unopened.

All Bids, whether delivered by an employee of the Bidder, U.S. Postal Service, courier or package delivery service must be received and time stamped at the stated address prior to the time designated.

The City Clerk’s time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of Bids. Bids will not be accepted by email or facsimile. The City of Modesto assumes no responsibility for delay in the delivery of the Bid. #10..
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INVITATION FOR BIDS # 2324-86

ASPHALT AND EMULSIFIED

ASPHALT MATERIAL
4 On the outside of the Bid envelope and courier envelope, if any, the Bidder shall indicate the following:
“NAME AND ADDRESS OF BIDDER
BID IN RESPONSE TO INVITATION FOR BIDS # 2324-86
BID OPENING DATE: June 11, 2024, AT 11:00 A.M.”
Bidder must deliver your Bid by a preferred method to the appropriate location below:

MAIL TO: CITY CLERK DELIVER/ COURIER TO: CITY CLERK

CITY OF MODESTO CITY OF MODESTO
P.O. BOX 642 1010 10TH STREET, SUITE 6600,
MODESTO, CA 95353 MODESTO, CA 95354
The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

No Bidder may withdraw its Bid for a period of ninety (90) days after the date set for the opening thereof.
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INVITATION FOR BIDS # 2324-86

ASPHALT AND EMULSIFIED

ASPHALT MATERIAL
5 CALENDAR OF EVENTS
Event Date
IFB Issued May 09, 2024
Written Questions Due via Email May 23, 2024
Addendum Issued (if required) May 29, 2024 (approximate date) Bid Due Date & Time PRIOR 11:00 A.M. on Tuesday, June 11, 2024 Contract Award Approximately September 2024

CITY CONTACT
All questions regarding these specifications, terms, and conditions shall be submitted in writing via email to the City’s Purchasing Division contact named on the cover page of this IFB (“City Contact”) by the date listed in the CALENDAR OF EVENTS above. The City will respond to pertinent questions through issuance of an Addendum to be available to all Bidders. All contact between Bidder and the City regarding the Bid process shall be through the City Contact. Attempts by the Bidder to contact other City personnel regarding this IFB and associated process may result in disqualification of the Bidder. Notwithstanding the foregoing, information intentionally or un-intentionally provided by any person other than the City Contact may not be correct and will not be binding upon the City.

PRECEDENCE
Bidder agrees that any agreement resulting from City’s acceptance of its Bid, together with the terms in any City purchase order and associated specifications provided by the City to Bidder therewith, shall comprise the entire agreement between City and Bidder. Moreover, Bidder agrees that any additional or contrary terms contained in Bidder’s acknowledgement of, shall be null and void. #10..
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INVITATION FOR BIDS # 2324-86

ASPHALT AND EMULSIFIED

ASPHALT MATERIAL
6 VIRTUAL BID OPENING
The City of Modesto will be broadcasting Bid openings live electronically via Microsoft Teams at 11:00 a.m. (Pacific Time) on Tuesday, June 11, 2024. The City Clerk Record of Bid document should be available on Planet Bids by the end of the same day.

The public Bid opening for this Invitation for Bids will be available using the URL link containing the Number and Title of the Bid on the cover page, provided below. By submitting your Bid for the abovestated IFB you acknowledge, understand, and agree to this modified Bid opening procedure.

URL: https://teams.microsoft.com/l/meetupjoin/19%3ameeting_NTI0YzBiMDMtNDQ0Yi00YjNlLWIwZjYtYzg4ZDVjMDdkM2Mz%40thread.v2/0?context=%7b %22Tid%22%3a%22125ccacf-fc61-463c-9976-189f876ff90b%22%2c%22Oid%22%3a%229715c333-c997-4dd7- 8984-12cd4deaa705%22%7d
• +1 (469) 998-7409
• Conference ID: 961 656 049#
Should you have any questions regarding this, please do not hesitate to contact the Purchasing Department Contact listed on the Cover Page.
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INVITATION FOR BIDS # 2324-86

ASPHALT AND EMULSIFIED

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7 GENERAL BID REQUIREMENTS
A. BID SUBMITTAL: Bidders should submit two “inked” (preferably blue ink) signed original Bid documents, plus one copy of the signed original Bid document, and one electronic copy submitted via USB. The original Bid document shall be clearly marked. Photocopies do not constitute an original Bid. FAILURE TO FURNISH AT LEAST TWO “INKED” SIGNED ORIGINAL BID DOCUMENTS MAY RESULT IN DISQUALIFICATION.

B. CONFIDENTIAL BIDDER INFORMATION: It is the responsibility of the Bidders to identify information in their Bid submission that they may consider to be confidential under the California Public Records Act. To the extent that the City agrees with that designation, such information will be held in confidence whenever possible. All other information will be considered public.

C. BIDDER COSTS INCURRED IN RESPONDING TO IFB: All costs associated with the preparation and submission of a Bid shall be borne by the Bidder.

D. BIDDER EXCEPTIONS: All exceptions taken to this IFB, and associated specifications shall be specifically and clearly identified on the Exceptions, Clarifications and Amendments form.

Failure to comply with this provision may deem the Bid as non-responsive. Please review the Sample Agreement and make note on the Exceptions, Clarifications and Amendments form for any changes. Exceptions taken shall not affect the overall performance and quality of equipment, materials and/or provision of Goods required by the City. The Purchasing Manager or designated agent shall make the final decision regarding the acceptability of equipment, materials and/or provision of Goods with exceptions.

E. CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS: An agreement shall be awarded to the Bidder whose Bid most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

F. COMPLETE BID DOCUMENT: The following forms constitute the makeup of a complete Bid document and shall be submitted to the City in the order listed (note – some forms require signature):
• Bid Form A - IFB Acknowledgement
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8 • Bid Form B – Bidder Company Information
• Bid Form C - Pricing Schedule
• Bid Form D – Bidder Exceptions, Clarifications, Amendments • Bid Form E – Bidder Customer References
• Bid Form F - Financial Interest Disclosure
• Bid Form G – Support of Local Vendors
• Bid Form H – Bidder Company History Statement
• Bid Form I - Addenda Acknowledgement
• Bid Form J – Bidder Warranty Statements
• Bid Form K - Subcontractor List
Failure to furnish any of these documents may result in disqualification.

G. COMPLIANCE/NON-COMPLIANCE: If Bidder cannot comply with a specification requirement in this IFB, note on the Exception, Clarifications, Amendments form of the specification paragraph, your exception, and your recommendation. The Purchasing Manager will evaluate your recommendation. If after evaluation it is determined that the Bidder is not in compliance with the specification, the Bid may be deemed non-responsive.

H. PROPOSED PRICING FORMAT:
• The cost of labor, equipment, fuel, licenses, bonds, permits and insurance necessary to perform the required provision of Goods shall be included in Bid pricing, along with Bidder’s profit margin and any other cost factors.
• Unless otherwise stated, the Bidder agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City.
• The City of Modesto shall not pay mileage charges or travel time from the Contractor’s place of business to the job site, or from site to site, or for the Contractor’s travel time to pick up materials.
• Bidder shall use the pricing schedule provided in this IFB to present Bid pricing. No other form or format shall be accepted. Bid must be submitted on the Pricing Schedule provided. No alterations may be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on the Exception, Clarification, Amendments Form.

I. AWARD OF BID:
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9 • The City may award one or more agreements to one or more Bidder in order to provide for backup, or in case the “primary” contractor is unable to meet the City’s needs. • The City reserves the right to decline to award any agreement if it is determined that the proposed pricing is not competitively priced based on similar agreements with public agencies within the State of California or if the bids received fail to meet the City’s requirements.
• The City reserves the right to select that Bid, which best suits the City’s needs. In addition to price, consideration will be given to the quality and performance of the commodity to be purchased, and the criteria listed in Modesto Municipal Code Section 8-

3.203(f). Regardless of City staff’s recommendation, the City Council reserves the right to award an agreement to the Bidder that best suits the City’s needs as determined by the City Council whether or not said award is consistent with City staff’s recommendation for award.

J. TERM OF AGREEMENT: The term of the agreement shall be for a period of two (2) years with three (3) one-year extension options at the sole discretion of City, for a total of up to five (5) years.
• Pricing shall remain firm for the first two (2) years of the agreement, which may be awarded pursuant to this IFB.
• Price increases for subsequent agreement years, three, four and five, shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one agreement year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by Contractor(s) in writing, at least sixty (60) days prior to the annual anniversary date of the agreement to be effective for the subsequent year.

K. SUPPORT OF LOCAL VENDORS: Should the Bidder that submits the lowest responsive Bid or and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within 5%of the lowest Bid, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid or quote of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager. To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.
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10 L. INDEMNITY: The successful Bidder (the “Contractor”) will be required to hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgements or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of the Contractor, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Bid. Contractor’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for Contractor to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third-party suits, arising out of or relation to the operation of City-owned vehicles by Contractor’s employees will be apportioned to Contractor in accordance with the provisions contained in indemnity.

M. BIDDER REPRESENTATION: Bidder represents that:
• Bidder has had an opportunity to examine and has examined any and all of the documents, including specifications, any resultant contract and supporting data, and that it has, from the information contained in such documents, specifications, and data, fully acquainted itself with all conditions relevant to the work. • Bidder has made all reasonable investigations essential to a full understanding of the difficulties, which may be encountered in performing the work. • Bidder will complete the proposed provision of Goods for the compensation stated in any resultant agreement.
• Bidder assumes full and complete responsibility for all conditions relevant to the proposed provision of Goods and all risks in connection therewith. • Bidder represents that it is fully qualified to perform the proposed provision of Goods in accordance with the terms of any resultant agreement within the time specified therein.

N. BID PROTEST AND APPEAL PROCEDURES: Bidders wishing to protest or appeal a contract award decision by the City of Modesto must follow the procedures provided in this section. Protests or appeals which are not submitted in accordance with these procedures will not be reviewed.

Definitions
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11 For the purposes of these procedures: "Days" means working days in which City Hall is open for business, excluding holidays and weekends.
"Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
"Announced Decision" includes the term “Notice of Intent to Award Letter”. Once the City has issued an Announced Decision, the date noted will begin the time that a Bidder may lodge a protest.

Protest Procedures
• Only a Bidder who has actually submitted a Bid is eligible to submit a protest against the City’s Announced Decision.
• Subcontractors are not eligible to submit bid protests. • A Bidder may not rely on the bid protest submitted by another bidder but must timely pursue its own protest.
• A written protest to an Announced Decision must be made to the City of Modesto's Director of Finance no later than ten days after the date of the Announced Decision. • The protest shall be delivered or sent by registered mail and received by the City by the deadline, or protest will be automatically rejected. Protestors who choose to be represented by legal counsel are responsible for the associated expenses. • The protest shall be accompanied by a certified or cashier's check in the amount of $300.00, (except for protests of Federally Funded agreements), made payable to the Clerk of the City of Modesto. Protests filed without the requisite fee will be rejected without any additional review.
• The protest filed with the Director of Finance shall:
a. Include the name, address, email address and business telephone number of the protestor.
b. Identify the protest by name, Invitation for Bid (IFB) or Request for Proposal (RFP) number, and IFB/RFP date;
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12 c. The bid protest must contain a complete statement of the basis for the protest and all supporting documentation. The protest must refer to the specific portion or portions of the Contract Documents upon which the protest is based; d. Include all supporting documentation, if any. Documentation submitted after filing deadline will not be reviewed.
• Bid Protests: A Bidder shall follow, in order, the following steps:
a. Protest to Director of Finance: Upon receipt of a complete and timely protest, the Director of Finance shall review all the submitted materials and shall create and retain a written record of the review. The Director of Finance shall respond at least generally to each material issue raised in the protest not later than ten days after receipt of the protest. Notice of the Director of Finance's decision may be given by letter mailed through U.S. Postal Service.

All protests to the Director of Finance shall either be delivered to:

City Clerk’s Office
Attn: Director of Finance
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Director of Finance
PO Box 642
Modesto CA 95353
b. Appeal to Deputy City Manager: At the protestor’s discretion, the decision of the Director of Finance may be appealed in writing to the City of Modesto's Deputy City Manager(s) no later than ten days after the date of the Director of Finance’s Decision. The scope of the appeal shall be limited by the issues raised in the initial protest to the Director of Finance. The Deputy City Manager shall not be permitted to review any newly raised issues. The Deputy City Manager shall review the appeal, accompanying supporting documents, if any, and the written records of the protest review by the Director of Finance. A written record of the Deputy City Manager's review shall be created and maintained. The Deputy City Manager shall give notice of their decision to the protestor within ten days after receipt of appeal.
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13 Further protest appeals shall either be delivered to:

City Clerk’s Office
Attn: Deputy City Manager
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Deputy City Manager
PO Box 642
Modesto CA 95353
d. Appeal to City Council: Any protestor seeking to appeal to the decision of the Deputy City Manager may appeal in writing to the City Council by filing with the City Clerk a written notice of such appeal not later than ten days after the date of the Deputy City Manager's decision. The City Clerk will calendar the protest for Council hearing and give notice of the time and place of the hearing as provided in Modesto Municipal Code Sections 1-4.01 through 1-4.05. The City Council’s decision on the appeal shall be final.

All protest appeals to the City Council shall either be delivered to:

City Clerk’s Office
Attn: City Council
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: City Council
PO Box 642
Modesto CA 95353
e. Optional Alternative Process for Protests of Procurement Actions Exceeding $250,000: A Bidder protesting procurements exceeding $250,000 shall comply with the procedures contained herein, except that in lieu of appeal to the Deputy #10..
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14 City Manager a protestor may request that the protest be heard and decided at an administrative hearing.

A written request for administrative hearing shall be accompanied by a certified or cashier's check in the amount of $1,500, (except for protests of Federally Funded projects); The request for hearing shall include the specific grounds of the appeal.

The City of Modesto shall select and engage an impartial and qualified person to act as hearing officer in the pending protest. The protestor shall have the right to twice reject the selected hearing officer, provided that the City is notified of such rejection within three days of notice to protestor of the name of the hearing officer.

The protest shall be heard not later than twenty days after receipt of protestor's request for hearing and the selection of a hearing officer. Protests not made in a timely manner shall be deemed withdrawn, unless the City and the protestor mutually agree otherwise in writing. The protestor’s failure to accept a hearing officer after the third attempt by City staff to identify an impartial hearing officer shall be deemed a withdrawal of the protest.

The costs of the hearing officer and expenses of the protest shall be borne by the protestor. The sums deposited with the request for hearing shall be credited to the costs of the hearing officer and other hearing expenses. f. Mandatory Alternative Process for Protests of Procurements Obtained with Federal Funds: If the protested procurement involves federal funds, the Deputy City Manager, City Council, or hearing officer shall give notice, accompanying their respective decisions, to the protestor that he or she has the right to appeal to the appropriate federal agency, for which an agency name, contact (where available) and address shall be provided by City staff. Such an appeal shall be filed with the appropriate agency within seven business days of the dispatch or rejection notices to the protestor. Federal agencies may entertain protests alleging that the City has failed to adopt written protest procedures or has failed to follow such procedures. The City Council is the highest authority of the City of Modesto and its decisions are final. A disappointed Bidder for a contract involving expenditures of Federal funds shall have the right to appeal the City Council decision directly to the federal agency as described herein. #10..
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15 BID SUBMITTAL CHECKLIST
The Bidder shall provide a complete Bid in a sealed envelope by the required deadline on the Bid Opening Date. Failure to provide all the required documents may cause the Bid to be considered nonresponsive.

Bidder’s Bid must contain the following applicable elements completed as described more-fully herein.

The following checklist is provided solely for Bidder’s use in reviewing the completeness of your submission (please note which forms require signature):

COMPLETE BID ELEMENTS
Bid Form A – IFB Acknowledgement
Bid Form B – Bidder Company Information
Bid Form C - Pricing Schedule
Bid Form D – Bidder Exceptions, Clarifications, Amendments Bid Form E – Bidder Customer References
Bid Form F - Financial Interest Disclosure
Bid Form G – Support of Local Vendors
Bid Form H – Bidder Company History Statement
Bid Form I - Addenda Acknowledgement
Bid Form J – Bidder Warranty Statements
Bid Form K - Subcontractors List

Bidder’s submission should include all City of Modesto forms. If any form is not applicable, Bidder should write or type “Not Applicable” on it but still include the form in your submission. #10..
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16 BID FORM A - IFB ACKNOWLEDGEMENT
The City is soliciting Bids from qualified firms (each a “Bidder” to fulfill the City’s requirements per the specifications, terms and conditions contained in this Invitation for Bids (“Invitation for Bids” or “IFB”).

This Bid Acknowledgement must be completed, signed by an authorized responsible officer or employee, dated and submitted with the Bid response. Obligations assumed by such signature will include the following:

1. Preparation of Bids: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the Bid. (b) Quote price as specified in Bid. No alterations or changes of any kind shall be permitted to the Bid Form. Responses that do not comply shall be subject to rejection in total.

2. Failure to Submit Bid: If you are not submitting a Bid but want to remain on the mailing list and receive future Bids, complete, sign and return this Bid Acknowledgement and state the reason you are not pricing.

3. Taxes and Freight Charges: (a) Unless otherwise required and specified in the IFB, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the Bid. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as one (1) of the City; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the City are exempt from certain Federal excise taxes. The City will furnish an exemption certificate.

4. Award: (a) Unless otherwise specified by the Bidder or the IFB gives notice of an all-or-none award, the City may accept any item or group of items of any Bid. (b) Bids are subject to acceptance by the City at any time within 60 days of opening, unless otherwise specified in the IFB. A Bidder shall not change its bid if accepted within such time. (c) A valid, contract based on the sample agreement attached to the IFB and the submitted bid shall be mailed, or otherwise furnished, to the successful Bidder within the time for acceptance specified, and such contract shall be a binding agreement without further action by either party. The contract shall be interpreted, construed and given effect in all respects according to the laws of the State of California.

5. Patent Indemnity: Bidders who do business with the City shall hold the City, its officers, agents and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or un- #10..
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17 patented invention, article or appliance furnished or used in connection with the contract or purchase order.

6. Samples: Samples of items, when required, shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the Bidder’s expense.

7. Rights and Remedies of City for Default: (a) In the event any item furnished by the Bidder in the performance of the contract or purchase order should fail to conform to the specifications therefore or to the sample submitted by the Bidder with its Bid, the City may reject the same, and it shall thereupon become the duty of the Bidder to reclaim and remove the same forthwith, without expense to the City, and immediately to replace all such rejected items with others conforming to such specifications or samples; provided that should the Bidder fail, neglect or refuse to do so, the City shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. City may deduct from any moneys due or that may thereafter come due to Bidder, or send an invoice to the Bidder which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the City. In the event that the Bidder fails to make prompt delivery as specified for any item, the same conditions as to the rights of the City to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. (b) Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. (c) The rights and remedies of the City provided above shall not be exclusive and are in addition to any other rights and remedies provided by law or under the contract.

8. Payment Terms and Methods: Bidder will be able to choose from either of the following payment methods and associated timings:
(a) Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City’s suppliers. On Net 30-day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card terminal. The payment remittance will be sent from [email protected] via email and will contain the following information:
• 16-digit credit card number
• Expiration date
• Security code
• Total dollar amount of invoices to be paid
• Invoices reference numbers and corresponding amounts
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18 ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Bidder’s pricing proposal hereunder.

Information about enrolling in MasterCard ePay program can be obtained from the City’s contact listed on the Cover Page of this IFB.
(b) Option B – Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed via US Postal Service First Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.

9. California Government Code Section 4552: In submitting a Bid to the City, the Bidder offers and agrees that if the Bid is accepted, it will assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of Goods, materials, or services by the Bidder for sale to the purchasing body pursuant to the Bid. Such assignment shall be made and become effective at the time the purchasing body tender’s final payment to the Bidder.

10. No Guarantee or Warranty: The City makes no guarantee or warranty as to the condition, completeness or safety of any material or equipment that may be traded under a contract or purchase order resulting from this Bid.

11. Two “Inked” Signed Original Bid Document Required: Failure to furnish two “inked” signed original Bid documents may result in disqualification. One additional copy and one electronic copy provided on a USB drive will accompany the “inked” originals.

12. Minor Irregularities. The City reserves the right, in its sole discretion, to waive any informalities or minor irregularities in a Bid.

THE undersigned acknowledges receipt of the referenced IFB and/or Addenda and offers and agrees to provide the Goods specified on behalf of the Bidder indicated in Bidder’s Bid Forms A through K, attached hereto and made a part hereof, for the pricing proposed on the Pricing Schedule.

Bidder Company Name:

Bidder Headquarters Address:

City/State/Zip:

Signature/Title/Date:
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19 BID FORM B – BIDDER COMPANY INFORMATION
A. Bidder Company Full
Legal Name
B. Bidder Company
Marketplace (or DBA)
Name
C. Type of Legal Entity: ___ Corporation, registered in ____________________ (State) ___ Limited Liability Company, registered in _________________(State) ___ Partnership, registered in ________________(State)
___ Sole Proprietorship, registered in ____________(State) ___ Other ___________________________________________(Describe) D. Headquarters Address
(Street Address, City,
State, Country, Postal
Code):

E. Website Address: www.___________
F. Contact Person Details: Name:

Title:

Phone (Office):

Phone (Mobile):

Mailing Address (Street Address, City, State, Postal Code):

Fax Number:

Email:

G. Federal Taxpayer
Identification Number
(TIN):

H. Dun & Bradstreet
(DUNS) Number:

I. Names and Titles of
Top Three Bidder
Officers:

J. Years in Business:

K. Bidder Office Address
Closest to City of
Modesto (Street
Address, City, State,
Country, Postal Code):

L. City of Modesto
Business License
Number (note –
provide only if
available now - - but
not required until any
contract begins):
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20 BID FORM C –PRICING SCHEDULE
All labor, materials, equipment, tools, fuel, licenses, bonds, insurance, and other expenses necessary for Bidder to perform the required provision of Goods shall be included in Bid pricing. Bid must be submitted on the below Pricing Schedule provided. No alterations should be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on Bid Form D – Bidder Exceptions, Clarifications, Amendments.

PRICING SCHEDULE
Item Description QTY Unit Unit Pricing for PG
64 Asphalt Concrete
Unit Pricing for PG 70
Asphalt Concrete
Unit Pricing for Rubberized
Asphalt
Sheet Asphalt Concrete 1 TON
$ _______________/TON $ _______________/TON $ _______________/TON 3/8” Asphalt Concrete 1 TON
$ _______________/TON $ _______________/TON $ _______________/TON ½” Asphalt Concrete 1 TON
$ _______________/TON $ _______________/TON $ _______________/TON ¾” Asphalt Concrete 1 TON
$ _______________/TON $ _______________/TON $ _______________/TON $ _______________/TBD
$ _______________/TBD
ePay $(-________________)
Total Items: $__________________/
Total
Item Description QTY Unit Unit Pricing per Ton
¾ - inch Class II AB 1 TON $ _______________/TON
SS-1 Emulsion 1 TON $ _______________/TON
Additional Charges/Fees Amount Description
$
$
Plant Hours of Operation: Summer Hours ______________ Months of Operation: __________________ Plant Hours of Operation: Winter Hours _______________ Months of Operation: _________________ Plant Physical Address:
______________________________________________________________________ City, State, Zip: ______________________________________________________________ #10..
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21 Payment Terms:

Check which of the following payment terms/methodology Bidder accepts (a description of each can be found in Bid Form A – IFB Acknowledgement):

Choose One:
• Option A (Preferred): City of Modesto ePay Payment on Net 30 Day Timing: ___ Choose by checking () here. If selected, for bid comparison purposes, Bidder’s pricing will be reduced by the City of Modesto’s average ePay card program rebate percentage; or ePay Email Address: ___________________________
• Manual Check Payment Mailed by US Postal Service First Class Mail Only on Net 45 Day Timing:
___ Choose by checking () here.

THE undersigned acknowledges receipt of the referenced IFB and any associated Addenda and offers to furnish the Goods specified, in accordance with the specifications, terms and conditions of this IFB and these Bid documents, for the pricing indicated on the Pricing Schedule.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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22 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS Exceptions to the City of Modesto’s IFB package, sample agreement, and associate specifications are not encouraged and may cause Bidder to be considered not responsible and/or its Bid to be considered not responsive. Therefore, if no exceptions, clarifications or amendments are proposed by Bidder, it is preferred that Bidder so indicate by typing or writing “Not Applicable” in the Description field in the first item row below. Less preferred, Bidder may indicate no exceptions, clarifications or amendments are proposed by leaving this form out of its’ Bid submission.

Nonetheless, Bidder may request Bid clarifications and exceptions below, if any, sign and submit with your Bid response.

Any requested exception, clarification or amendment may not be accepted and may deem the Bidder as non-responsive.

Item # Reference To: Description
Page # Section or
Paragraph #
Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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23 BID FORM E – BIDDER CUSTOMER REFERENCES
Bidder must provide a list of five current or former customers able to discuss prior experience with similar type of Goods and related services requested by the City in the above-referenced IFB. Bidder’s references shall have similar volume and requirements to the City of Modesto’s as described in the above-referenced IFB. Bidders failing to provide references may be deemed as non-responsive.

The City may contact some or all of the references provided in order to determine the Bidder’s performance record on services similar to that described in the above-referenced IFB. The City reserves the right to contact references other than those provided in Bidder’s submission and to use the information gained from them in the award process.

Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value $
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24 Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value $
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25 BID FORM F - FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this IFB process and Bidder’s submission of a Bid therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Bidder until all person with a direct or indirect financial interest of greater than $2,000 in the Bidder are identified by name.

Bidder must therefore complete this Bid Form F – Financial Interest Disclosure, listing by name all parties that have a material financial interest in the agreement, contract or development right.

PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.

Financial Interest Disclosure to City of Modesto
The Bidder shall identify any person with a financial interest in the Bidder by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

Persons having an aggregate economic interest in the Bidder less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Bidder meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-

10.03(h) are satisfied.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Bidder is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.

Print Names of Persons Having a Financial Interest in Bidder Receiving this Contract:

First Name, Last Name
First Name, Last Name
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26 First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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27 BID FORM G – SUPPORT OF LOCAL VENDORS
Notice Pursuant to Modesto Municipal Code section 8.3-206 - Should the Bidder which submits the lowest responsive Bid (and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within five percent (5%) of the lowest Bid or quote, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager.

Notwithstanding the foregoing, award to the local Bidder must still be approved by the City Council as would have the typical award.

To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

This document is only required should the Bidder request to be considered for the Support of Local Vendor preference, and meets the criteria noted above.

Check here:

I declare I am a local business per the above criteria
Bidder Company Name:

City of Modesto Address (Street,
City, State, Postal Code:

City of Modesto Business License
Number:

Under penalty of perjury, the undersigned declares that the foregoing information is true and correct:

Print/Type Name:

Title:

Signature:

Date:
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28 BID FORM H - BIDDER COMPANY HISTORY STATEMENT
Bidder shall have been in business for a minimum of three continuous years (immediately prior to the time of the City’s solicitation) providing the Goods and related services described in this Invitation for Bids (IFB).

The Bidder’s company history overview statement shall be approximately one to three pages in length and inserted below:

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Company History Overview Statement Beginning Here:
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29 BID FORM I - ADDENDA ACKNOWLEDGEMENT
In order to obtain any addenda information, throughout the IFB period, Bidder is responsible for regularly checking the City of Modesto’s Planet Bid website at https://pbsystem.planetbids.com/portal/14999/bo/bosearch for the IFB number listed on the Cover Page and in the header of each subsequent page of this IFB, and in any event, no later than the day prior to Bid opening. The changes identified in any addenda issued will modify this IFB and specifications. The addenda now become a part of this IFB and Bidder’s resultant Bid.

Signing the Bid on the signature portion thereof, the Bidder is acknowledging that the Bidder has confirmed that it has received all addenda issued for IFB and has included costs for such in the Bid submitted. Failure to list and acknowledge all addenda numbers may cause Bidder’s Bid to be considered nonresponsive.

Do not attach any of the addenda to this sheet nor include them with the Bid.

If no addenda have been issued against this IFB solicitation, Bidder may write “Not Applicable” and return this Bid Form as part of its submission. Alternatively, Bidder may leave this Bid Form out of its submission.

But if any addenda have been issued by the City of Modesto this document is required to be completed and returned.

The Bid is submitted with respect to the changes to the IFB included in addenda numbers:

List All Addenda Numbers, Separated by Commas
(“,”):

Bidder Company Name:
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30 BID FORM J – BIDDER WARRANTY STATEMENTS
As a material part of its Bid, Bidder shall insert below a written statement detailing any materials and workmanship warranties, term and conditions in conformance with the specifications and requirements set forth in this IFB.

Notwithstanding any other provisions of this IFB, Bidder warrants that the Goods furnished under any contract or purchase order resulting from its Bid shall be on the most suitable grade and meet or exceed the standards set forth in this IFB. Such warranty shall include the following: performance, workmanship, labor, materials, and Bidder design or engineering contributions. If a defect is discovered in any item of the Goods and related services covered in this Bid, Bidder shall correct at its sole expense. All such defects as are reported within 30 days of City’s final acceptance. Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud, latent defects, or specific failure to comply with the terms or any resultant purchase order.

All materials, parts, labor, assemblies and components shall by subject to the warranty conditions and terms unless specifically exempted in writing by the City of Modesto.

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Warranty Statement Beginning Here:
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31 BID FORM K - SUBCONTRACTOR LIST
Bidder shall list the name and the address of the place of business for each subcontractor who will perform work or labor or render services to the Bidder. In addition, list the type of work the subcontractor will perform.

Name of
Subcontractor
Address Type of Work Contractor
License # (if any)
DIR
Registration #
(if any)

N/A N/A

N/A N/A
Bidder Company Name:
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32 TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.0 SCOPE OF WORK:

The City of Modesto is requesting the purchase of asphalt paving materials on an “as needed” basis, throughout the year. All asphalt paving materials shall be picked up by the Public Works Department, Streets Division.

1.1 GENERAL REQUIREMENTS:

The Public Works and Utilities Departments has requested that the successful bidder be able to weigh in and weigh out loaded trucks within thirty (30) minutes maximum. The successful vendor shall notify the Streets, Water or Wastewater Divisions should there be any delays beyond the thirty (30) minute time frame. If necessary, the City reserves the right to use the secondary vendor assigned to this contract based on project size, location of job and proximity to the asphalt plant.

1.2 CALTRANS STANDARD SPECIFICATIONS:

Asphalt shall be Type A or if requested Type B, and shall conform to the provisions in Section 39, “Asphalt Concrete,” of the Caltrans Standards Specifications.

Performance Graded Asphalt binder PG 64-10 or if requested, PG 70-10, with an option to use other grades, including rubberized, if needed, and will comply with Section 92 of the Caltrans Standard Specification for Performance Graded Asphalt.” Specifications are available on the website at:
http://dot.ca.gov/hq/esc/oe/specifications/std_specs
The City of Modesto reserves the right to send any materials not conforming to the Caltrans Standard Specification back to the plant for a full refund, excluding transport cost and from pickup plant.

1.3 WILL CALL REQUIREMENTS:

The successful bidder shall have the capability to provide hot asphalt materials daily, Monday through Friday, year-round, except legal holidays and weather permitting for the Public Works Department, Streets Division. In the event the primary vendor cannot provide materials Monday through Friday, during normal business hours, the secondary vendor may be used. Bidder shall list hours of operation; the successful bidder shall be able to provide asphalt or emulsified asphalt on or before 7:00 A.M. The City reserves the right to use multiple vendors based on project size and proximity to the asphalt plant. • There shall be no minimum ordering requirement.

1.4 MEASUREMENT REQUIREMENTS:

All material vendors will be responsible for supply each truck with a numbered material tag, including truck number, driver’s name, time into plant and time out of plant, job location, type of material received, empty weight and loaded weight showing the amount of materials purchased.

1.5 ASPHALT CONCRETE TIME/MILEAGE/TRANSPORTATION MEASUREMENT:

Due to the temperature sensitivity of asphalt materials, a twenty (20) mile radius from the center of City of Modesto proper shall be the most desirable point of consideration for any asphalt plant manufacturer. #10..
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33 The City has conducted time, mileage, labor, and equipment cost measurements for determining the City’s hauling cost per ton. The calculated travel time, mileage, labor, equipment costs and hours of operation will be a consideration factor in determining the lowest responsive and responsible bid.

The City will use the geographical center located at 1400 Coffee Road, Modesto, CA 95355 for determining the mileage to the bidder’s plant. The bidder shall list the bidder’s plant location and hours of operation on the pricing schedule.

1.6 ESTIMATED ANNUAL VOLUME:

Item
No. Product Description Estimated Annual Quantity
1 Sheet Asphalt Concrete 2,000 Tons
2 3/8" Asphalt Concrete 2,000 Tons
3 1/2" Asphalt Concrete 2,500 Tons
4 3/4" Asphalt Concrete 2,500 Tons
5 SS-1 Emulsion 50 Tons
*No minimum or Maximum is guaranteed or implied.

1.7 USAGE REPORTS:

Vendor shall furnish the City with two (2) copies of a bi-annual usage report. The reports shall list each item supplied in industry nomenclature, unit of measure and quantity. The usage report shall be a comprehensive report, listing usage by product, year-to-date. Mail reports to the following address:

City of Modesto City of Modesto
Purchasing Division John Sphar/Streets Division
P.O. Box 642 P.O. Box 642
Modesto, CA 95353 Modesto, CA 95353

1.8 USAGE REPORTS:

The City reserves the right to use the primary, secondary or third position vendors assigned to this contract based on the City’s needs for each project, location of job and proximity to the asphalt plant. The City reserves the right to use the secondary or third position vendor if the primary vendor is unable to provide material, or if primary vendor is unable to complete a specific job within the time frame required by the City, and finally, if the primary vendor is unable to maintain acceptable quality standards required by the City. If the bidder’s company does not wish to participate as secondary or third company, using page 8, Exceptions, Clarifications, Amendments, the bidder shall list their intentions in this matter. #10..
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34 SAMPLE AGREEMENT
ANNUAL PURCHASE AGREEMENT – GOODS
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and _________________, a ______ _______, hereinafter called VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 202X-xx authorizing the Award of Bid and agreement for the asphalt and emulsified materials, supplies or equipment described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A”, and made a part hereof, and WHEREAS, the VENDOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B”, and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the ASPHALT AND EMULSIFIED MATERIALS as described in IFB, attached hereto as Exhibit “C”, and made a part hereof, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of ONE YEAR with FOUR one-year extension options at the sole discretion of City, for a total of up to five years.

Year one: SEPTEMBER, DAY, 2024 THROUGH SEPTEMBER, DAY, 2025 Year two: SEPTEMBER, DAY, 2025 THROUGH SEPTEMBER, DAY, 2026 Year three: SEPTEMBER, DAY, 2026 THROUGH SEPTEMBER, DAY, 2027 Year four: SEPTEMBER, DAY, 2027 THROUGH SEPTEMBER, DAY, 2028 Year five: SEPTEMBER, DAY, 2028 THROUGH SEPTEMBER, DAY, 2029 #10..
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35 2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $_____________. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $_____________.

B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit A Pricing, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

7. TERMINATION:

B. CITY may terminate this AGREEMENT for convenience upon 30 days prior notice to VENDOR by CITY’s authorized employee.

8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in #10..
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36 conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

21. CONTRACTOR: __________________
__________________
__________________
__________________
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38 CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

22. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

23. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT.

24. ENTIRE AGREEMENT: This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEMENT which vary from VENDOR’S bid are controlling and are deemed accepted by VENDOR by provision of any GOODS or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

25. PARTIAL INVALIDITY: If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT by its Director of Finance under authority of Resolution No. 20??-?? adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and _____________________has caused this Agreement to be duly executed.

CITY OF MODESTO, VENDOR
A municipal corporation
By: __________________________ By: _________________________________ DEANNA CHRISTENSEN, (Signature)
Director of Finance
_________________________________
(Name & Title)
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ITEM # STOCK # ITEM/DESCRIPTION QTY UNIT OF

ISSUE UN PRC EXTENSION UN PRC EXTENSION UN PRC EXTENSION 1 Sheet Asphalt Concrete PG 64 1 Per Ton $89.00 $89.00
2 Sheet Asphalt Concrete PG 70 1 Per Ton $91.00 $91.00
3 3/8" Asphalt Concrete PG 64 1 Per Ton $86.00 $86.00
4 3/8" Asphalt Concrete PG 70 1 Per Ton $88.00 $88.00
5 3/8" Rubberized Asphalt 1 Per Ton $142.00 $142.00
6 1/2" Asphalt Concrete PG 64 1 Per Ton $81.25 $81.25
7 1/2" Asphalt Concrete PG 70 1 Per Ton $83.25 $83.25
8 1/2" Rubberized Asphalt 1 Per Ton $140.00 $140.00
9 3/4" Asphalt Concrete PG 64 1 Per Ton $79.00 $79.00
10 3/4" Asphalt Concrete PG 70 1 Per Ton $81.00 $81.00
11 3/4" Rubberized Asphalt 1 Per Ton $140.00 $140.00
12 13 3/4" Class II AB 1 Per Ton $20.00 $20.00
14 SS-1 Emulsion 1 Per Ton $900.00 $900.00
15 Environmental Fee 1 Per Load $10.00 $10.00
16 100
101
102
SUB-TOTAL: $2,030.50 $0.00 $0.00
SALES TAX 8.875%: $159.90 $0.00 $0.00
TOTAL: $2,190.40 $0.00 $0.00

CITY OF MODESTO
PO BOX 642 MODESTO CA 95353
IFB NO. 2324-86 Asphalt and Emulsified Asphalt Material Modesto, CA
George Reed, Inc. VENDOR 3

CITY, STATE
VENDOR 2

CITY, STATE
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

August 26, 2024
Date: July 31, 2024
TO: Finance Committee
Nick Bavaro, Chair
Rosa Escutia-Braaton, Vice-Chair
David Wright, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Director of Public Works
SUBJECT: First Amendment to the Agreement for Gallo Center for the Arts Lot 25 Discount Parking
CONTACT: Patrick Crowley, Senior Public Works Manager, [email protected], 209-402-6812
DESCRIPTION:

Consider the First Amendment with Gallo Center for the Arts, Modesto, CA for Lot 25 employee discounted parking increasing the Agreement amount by five dollars per parking permit per month and extending the term of the Agreement from June 30, 2024 to June 30, 2025, and forwarding to Council for approval. (Funding Source: Parking Services Enterprise Fund) STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2020-2025 Strategic Plan Area of Focus, Economic Vitality: “retain and attract residential, commercial, and industrial development to meet the community’s needs today and for the next generation”; Goal G: “make downtown Modesto a regional destination”.

BACKGROUND:

The Gallo Center for the Arts is in the downtown core of Modesto. The Gallo Center negotiated a sub-agreement with American Specialty Healthcare (ASH) to use 25 parking permits during day use and an additional five permits for evening use in the City Parking Lot #25 which is on the corner of 9th and I streets.

The ASH Parking Agreement, that was entered into on February 28, 2017, and executed on October 4, 2017, was terminated pursuant to Sections 8(c) and 8(d) of the Parking Agreement, which had anticipated 150 downtown jobs and associated parking needs. This resulted in the termination of the ASH sublease to Gallo Center and all parking spaces reverted to the City. #11..
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Finance Committee, August 26, 2024
First Amendment to the Agreement for Gallo Center for the Arts Lot 25 Discount Parking

Page 2 of 3 ends

On July 12, 2022, by Resolution 2022-309, Council approved the agreement with Gallo Center for the Arts for a two-year term retroactive to July 1, 2022 through June 30, 2024, for discounted employee parking in Lot 25 with annual parking permits to be paid on a quarterly basis.

DISCUSSION:

The City and Gallo Center management met on July 2, 2024 to revisit discussions regarding employee parking for the non-profit organization and continue the use of the City’s Lot 25 to accommodate up to 30 parking permits on a first come first serve basis. The agreement for the First Amendment includes the following requirements:

1. Duration will be for one-year from date of execution.

2. Monthly Permits will be paid on a quarterly basis.

3. Monthly Parking Permits will be $55.00 per month, which is a discount of $25 per month off the Council-approved regular rate of $80.00 per month.

4. A maximum of 30 permits will be issued.

5. Parking spaces are not reserved or guaranteed.

Staff recommends an increase of five dollars per parking permit to offset the City’s increasing overhead and maintenance costs associated with our surface lots. Staff also proposes to extend the term of the Agreement from June 30, 2024 to June 30, 2025. Parking Services staff, in partnership with the City’s Finance Department, will manage the monthly permits quarterly billing.

FISCAL IMPACT:

Revenue generated through this First Amendment with Gallo Center for the Arts Lot 25 Discount Parking is anticipated to be $19,800 annually, which will be an increase from last fiscal year by $1,800 annually.

The annual parking permits, to be displayed on the dashboards of the employees’ vehicles are covered through the Parking Services Enterprise Fund 4000-53250-43702 which is consistent with monthly permit holders.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the First Amendment with Gallo Center for the Arts for Lot 25 Employee Discount Parking, increasing the Agreement amount by five dollars per parking permit per month, for a new total amount of $55 per parking permit per month, and extending the term of the Agreement from June 30, 2024 to June 30, 2025, and forwarding to Council for approval.

Approved by:

Bill Sandhu, Director of Public Works
Joseph P. Lopez, City Manager
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First Amendment to the Agreement for Gallo Center for the Arts Lot 25 Discount Parking

Page 3 of 3 ends

Attachments:

1. First Amendment

2. Original Agreement

3. ASH Letter of Termination

4. Signed Council Resolution No. 2022-309
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FIRST AMENDMENT TO THE AGREEMENT FOR DISCOUNTED EMPLOYEE

PARKING

GALLO CENTER FOR THE ARTS
(Lot 25, corner of 9th and I Streets, Modesto, California) This AGREEMENT (“Agreement”), dated _______________ , 2024 for reference purposes, is by and between the City of Modesto, a municipal corporation, hereinafter referred to as “Modesto”, and the Gallo Center for the Arts, a 501(c)(3) non-profit organization, hereinafter referred to as “Gallo Center.” The Effective Date of this Agreement shall be retroactive to July 1, 2024.

Recitals
A. WHEREAS, Modesto manages public parking facilities commonly referred to as Parking Services; and
B. WHEREAS, Modesto owns the real property commonly referred to as Off-Street Parking Lot No. 25 (“Lot 25”) located on the corner of 9th and I Streets, Modesto, California 95354 and utilizes Parking Services Enterprise (“Parking Fund”) funds for operation and maintenance of the parking facilities; and
C. WHEREAS, Gallo Center and Modesto desire to enter into this Agreement whereby Gallo Center, requests to purchase discounted employee annual parking permits as set forth in this Agreement; and
D. WHEREAS, operation and maintenance of the off-street parking lot is funded in part by pay-by-space user fees; and
E. WHEREAS, Modesto and the Gallo Center have entered into a temporary use agreement, for the month of July, 2024 herewith, whereby Gallo Center will purchase discounted employee parking permits for Lot 25 from Modesto; and
F. WHEREAS, Modesto, as the lessor, will retain control over the property and the site will continue to be used for its authorized and intended purpose of an off-street parking lot; and
G. WHEREAS, Modesto and Gallo Center desire to enter into an agreement for discounted employee parking on the terms and conditions contained herein.

Agreement
NOW, THEREFORE, in consideration of the terms and conditions set forth herein, Modesto and the Gallo Center do hereby agree as follows:
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Section 1. Discounted Employee Parking Permits. Gallo Center shall purchase the discounted employee parking permits with the terms and conditions set forth in Exhibit “A” (“Use of Permits”) incorporated herein by this reference.

Section 2. Term. The Term of this Agreement shall be for one (1) year commencing on July 1, 2024 (the “Commencement Date”) and expires on June 30, 2025 (the “Term”) unless this Agreement is sooner terminated as provided herein.

Section 3. Method of Payment.

3.1. Annual Permits. Each quarter, Gallo Center shall submit payment to Modesto Finance Department for the next quarter’s use of the off-street parking. Any and all Gallo Center funds received by Modesto for the use of the parking shall be deposited into the Parking Services Enterprise Fund to pay in-part for the operation and maintenance of the parking facilities.

3.2. Termination of Agreement. If this Agreement is terminated by either party, Gallo Center and Modesto shall mutually agree on when the parking lot shall return to pay-per-space by the employees. Once all Gallo Center paid time has been used, this Agreement shall terminate and Authority shall have no further liability or obligation to Modesto.

3.3. Invoices. Gallo Center shall make payment to Modesto within thirty-five (35) calendar days of receipt of an acceptable invoice. Payment shall be based on the monthly cost aggregated to a quarterly total. All invoices shall be submitted in duplicate; including the original and one copy of all invoices, not more than once a quarter, and shall be made in writing and delivered, mailed, or emailed to Gallo Center as follows:

Gallo Center for the Arts
1000 I Street
Modesto, CA 95354
Email: [email protected]
Attention: Al Poulus
Section 4. Termination.

4.1. Either party may terminate this Agreement in whole or in part at any time prior to completion of the use of permits specified in Exhibit “A” upon thirty (30) calendar days written notice to the other party. Upon receipt of written notice of such termination, the parties shall comply with the provisions of Section 3.3.

4.2. This Agreement shall terminate automatically upon the bankruptcy or insolvency of either party.
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Section 5. Joint Venture. It is mutually understood and agreed that nothing in this Agreement is intended or shall be construed as in any way creating or establishing the relationship of a joint venture, co-partner or co-venturer between the parties or as constituting Gallo Center as an agent or representative of Modesto.

Section 6. Indemnification.

6.1. Gallo Center’s Indemnification of Modesto. Gallo Center shall hold Modesto, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities and damages from every cause, including but not limited to injury to person or property or wrongful death, with the indemnity to include reasonable attorney’s fees, and all costs and expense, arising directly or indirectly out of any act or omission of Gallo Center, whether or not the act or omission arises from the negligence or other liability of Modesto, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement.

Section 7. Assignment of Agreement. Gallo Center shall not assign this Agreement, or any part thereof, without prior written consent of Modesto.

Section 8. Laws and Regulations. Gallo Center shall comply with any and all laws, statutes, ordinances, rules, regulations, and procedural requirements of the Federal, State or local government, and any agency of such government which relate to or in any manner affect the performance of this Agreement.

Section 9. Notices. Any notice, communication, amendments, additions, or deletions to this Agreement including change of address of either party during the term of this Agreement which Modesto or Gallo Center shall be required or may desire to make, shall be in writing and may be personally served, mailed by prepaid, certified or registered mail or overnight courier, or transmitted by facsimile or electronic mail transmission, to the respective parties as follows:

To Modesto:

City of Modesto
1010 10th St
Modesto, CA 95354
Email: [email protected]
Attention: City Manager
To Gallo Center:

Gallo Center
1000 I Street
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Modesto, CA 95354
Email: [email protected]
Attention: Al Poulus
Any such notice or communication shall be deemed to have been given on (i) the day such notice or communication is personally delivered, (ii) three (3) days after such notice or communication is mailed by prepaid certified or registered mail, (iii) one (1) business day after such notice or communication is sent by overnight courier, or (iv) the day such notice or communication is faxed or sent electronically, provided that the sender has received a confirmation of such fax or electronic transmission.

Section 10. Force Majeure. The time for performance of an obligation other than the payment of compensation under this Agreement will be extended for the period during which a party is prevented from performing by acts of God, government actions, fire or other casualty, or other force or event beyond the reasonable control of that party including, but not limited to, governmental restrictions, laws, regulation, controls, requirements decrees, mandates or order requiring individuals to “shelter in place,” “stay at home” or otherwise quarantine, or requiring businesses to close or be limited in operations.

Section 11. Waiver. Waiver of any default by either party to this Agreement shall not be deemed a waiver of any subsequent default. Waiver or breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of this Agreement unless modified pursuant to the terms of this Agreement.

Section 12. Severability. If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any Federal, State, or local statutes, ordinances, or regulations the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.

Section 13. Amendment. This Agreement, including any exhibits hereto, shall not be amended, except in writing signed by the parties. Any amendment or addendum to this Agreement shall expressly refer to this Agreement.

Section 14. Entire Agreement. This Agreement, with its exhibits, contains the sole and only agreement of the parties. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force and effect.

Section 15. Governing Law. This Agreement is entered into and shall be construed and interpreted in accordance with the laws of the State of California.

Section 16. Venue/Jurisdiction. Venue for any action brought by either party to this Agreement against the other to enforce the terms and conditions thereof shall be maintained in Stanislaus County, California, in the proper court having jurisdiction. Each party irrevocably consents to the jurisdiction of each such court.
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Section 17. No Third Party Benefit. This Agreement is a contract between Modesto and Gallo Center and nothing herein is intended to create any third party benefit.

Section 18. Number and Gender. All words used herein in the singular number shall include the plural and the present tense shall include the future and the masculine gender shall include the feminine and neutral.

Section 19. Construction. The language of each and all paragraphs, terms, and/or provisions of this Agreement shall, in all cases and for any and all purposes, be construed as a whole, according to its fair meaning, and not for or against any party hereto and with no regard whatsoever to the identity of status of any person or persons who drafted all or a portion of this Agreement.

Section 20. Counterparts and Electronic Signatures.

20.1. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which taken together shall constitute one and the same instrument.

20.2. Each party agrees that this Agreement and any other documents to be delivered in connection herewith may be electronically signed, and that any electronic signatures appearing on this Agreement or such other documents are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility. *** Signatures contained on next page ***
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EXHIBIT “A”

USE OF PERMITS
Gallo Center shall obtain Parking Permits from Modesto for use of parking facility located on the corner of 9th and I Streets, referenced as LOT #25.

I. Annual Parking Permit: Modesto shall make available for purchase 30 parking permits pressure wash the Transit Center and Amtrak Station and invoice Authority monthly as set forth in this section.

A. Fiscal Year 2024-2025 (01 July 2024 through 30 June 2025)

1. 30 permits numbered 1060 through 1089

2. Employees will need to display permits on dashboard of vehicle

3. Parking space is not reserved

4. Parking space is not guaranteed, first-come first-served

5. Parking is at the risk of the user, Modesto does not take responsibility of fire, theft, vehicle damage or any article therein
B. Financials

1. The permit is for a single vehicle per permit and costs are:
i. Discounted employee parking permit: $660/year or $55/month per permit; ii. September 2024 will be available from City of Modesto Finance, 1010 10th Street, Suite 2100, Modesto, CA 95354, $1,650 will be due upon pick-up for the initial month
iii. Quarterly payments will be invoiced to Gallo Center

1. July 2024 and August 2024 will be invoiced separately

2. Gallo Center employee discounted parking: $19,800/year, billed to Gallo Center quarterly at $4,950/quarter.
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07/12/2022/PW/PCrowley/Item 16 1 2022-309

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-309

RESOLUTION APPROVING AN AGREEMENT WITH GALLO CENTER FOR THE ARTS FOR A TWO-YEAR TERM RETROACTIVE TO JULY 1, 2022 THROUGH JUNE 30, 2024 FOR DISCOUNTED EMPLOYEE PARKING IN LOT 25 WITH ANNUAL PARKING PERMITS TO BE PAID ON A QUARTERLY

BASIS, AND AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO

EXECUTE THE AGREEMENT
WHEREAS, the Gallo Center for the Arts is located in the downtown core of Modesto. The Gallo Center for the Arts is operated by the non-profit organization Gallo Center. Gallo Center employs stagehands, customer service representatives, management and several others that keep the acquisition of performance shows, set-ups and teardowns for public shows; and
WHEREAS, Gallo Center employees have previously had access to surface parking lot # 25 under a previous agreement with American Specialty Healthcare (ASH); and
WHEREAS, the agreement with ASH terminated on October 6, 2022; and WHEREAS, Gallo Center and City of Modesto discussed a direct agreement for discounted employee parking in surface Lot # 25; and
WHEREAS, there will be 35 permits issued covering July 1, 2022 through June 30, 2023; and
WHEREAS, there will be at least 35 permits issued covering July 1, 2023 through June 30, 2024, not to exceed 40 parking permits at a rate of $50, any new additions or substantive changes to amount of parking permits may be authorized by the City Manager or his designee; and
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WHEREAS, this discount will provide parking for the non-profit employees. It will also further enhance the partnership between the City and Gallo Center for the Arts; and
WHEREAS, Gallo Center will pay for the parking permits on a quarterly basis.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves a $50 monthly rate for Gallo Center for the Arts, a 501 (c)(3) Non-Profit Organization to purchase annual parking lot passes for Lot # 25.

BE IT FURTHER RESOLVED that the discount will be limited to a two year agreement from July 1, 2022 through June 30, 2024, and will be specific to the Lot # 25 surface parking lot located on the corner of 9th and I streets, and shall not extend to other lots or parking garages; that to obtain the discounted annual pass, the Gallo Center must acquire the permits from City of Modesto Finance Department; that no more than 40 permits will be issued annually unless otherwise authorized by the City Manager; and that parking spaces will not be reserved or guaranteed.

BE IT FURTHER RESOLVED, that the City Manager, or his designee, is hereby authorized to execute the Agreement, in a form approved by the City Attorney. #11..
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CITY OF MODESTO

COMMITEE AGENDA REPORT
DATE OF MEETING:

August 26, 2024
Date: August 1, 2024
TO: Finance Committee
David Wright, Chair
Rosa Escutia-Braaton, Vice-Chair
Nick Bavaro, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: Annual Investment Report – Fiscal Year 2023-2024 CONTACT: Calogero Maniscalco, Senior Financial Analyst, [email protected], (209) 577-5219
DESCRIPTION:

Consider delegating the responsibility for investment transactions to the Director of Finance and accepting the Annual Investment Report for Fiscal Year 2023-2024 and forwarding to Council for approval. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2020-2025 Strategic Plan focus of Governance and Service Delivery under Goal H: Achieve Financial Sustainability.

BACKGROUND:

The City’s Finance Department submits a monthly investment report to Council and the City Manager. The final of these reports each fiscal year is an annual report. Attached are the June investment reports (see attachment list below) generated by PFM Asset Management, the City’s investment advisor. Investments in the portfolio (attachment 4) are for the City of Modesto, Modesto Public Financing Authority, Community Facilities Districts, Tuolumne River Regional Park, Successor Agency to the Redevelopment Agency, and the Modesto-Ceres Fire Protection Agency Joint Powers Authority.

Pursuant to the Government Code, the authority of the City Council to invest or to reinvest funds of the City, or to sell or exchange securities, may be delegated for a one-year period to the Treasurer, who shall thereafter assume full responsibility for those transactions until the delegation of authority is revoked or expires. The Finance Department is responsible for the deposit and invests City fund as defined in the City Municipal Code 2-3.404. The Director of #12..
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Finance Committee, August 26, 2024
Annual Investment Report – Fiscal Year 2023-2024

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Finance fulfills the Treasurer responsibilities for the City of Modesto, and so the authority is provided to this position. This authority is an annual renewal the City needs to document through a Council action as defined in the Government Code.

DISCUSSION:

It is the function of the Finance Department to deposit and invest funds in accordance with sound treasury management and to safeguard the principal and maintain the liquidity needs of the City.

The Treasurer must be authorized on an annual basis to carry out these functions. The purpose of the Monthly and Annual Investment Reports are to keep the City Council and City Manager informed of the City’s investment portfolio. As shown in Attachment 2, on June 30, 2024 the City had a closing market value of $483,324,590 in its investment portfolio.

Interest rates reached their high point in October 2023, followed by lower rates for the remainder of the calendar year; however, since the beginning of 2024, rates have continued to rise again.

The yield curve has now been inverted for 24 months, the longest period in history, as interest rates have continued to be higher for shorter term bonds. In the last quarter of the fiscal year, the spread in rates between treasuries and other sectors remains tight and represents market expectations for a soft landing in the economy; this is where the rate of inflation is brought down, and the country doesn’t see a significant decline in economic activity.

U.S. Treasury Yields
Fiscal Year
End
6/30/24
Fiscal Year
End
6/30/23
Change
Year on
Year
3-month 5.30% 5.43% (0.13%)
1-year 5.13% 5.40% (0.27%)
2-year 4.72% 4.87% (0.15%)
3-year 4.52% 4.49% 0.03%
5-year 4.34% 4.13% 0.21%
FISCAL IMPACT:

As mentioned, as of June 30, 2024, the City’s investment portfolio had an approximate market value of $483.3 million. For the year ending June 30, 2024, the City’s securities portfolio returned

4.59% versus the benchmark return of 4.16% (gross fees). This is a gross outperformance of 43 basis points (0.43%) against the benchmark.

The City’s portfolio is well balanced. The portfolio has sufficient liquidity with 46.90% in maturities under two years and 9.39% in overnight securities. The City’s portfolio remains diversified in U.S. government securities, corporate notes, negotiable CDs, and asset-backed securities. The City’s #12..
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diversification has led to increased investment earnings vs the benchmark over the prior fiscal year.

In June, the approximate yield of the City’s combined investments was 3.76% (see attachment 3) on a weighted average. For the portfolio of securities alone, the yield to maturity on cost was

3.39%. For comparative purposes, the yields (as of June 30, 2024) of other investments commonly used by public agencies are listed below:

Local Agency Investment Fund: 4.48%
1-Year U.S. Treasury Note: 5.13%
2-Year U.S. Treasury Note: 4.72%

The Portfolio maintains sufficient liquidity to meet the City's projected expenditure requirements for at least the next six months.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion delegating the responsibility for investment transactions to the Director of Finance and accepting the Annual Investment Report for Fiscal Year 2023-2024 and forwarding to Council for approval.

Approved by:

DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:

1. Monthly Investment Report

2. Account Statement

3. Combined Yields

4. Portfolio Holdings and Earnings Projections

5. Cash with Fiscal Agent
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PORTFOLIO HOLDINGS
Attachment 1
Percentages may not total to 100% due to rounding.

Investment Type No. of Investments Amount Invested
CAMP 1 50,674,988
Federal Agency 14 22,705,454
Federal Home Loan Bank 0 0
Federal Home Loan Mortgage Co. 3 5,446,875
Federal Nat’l Mortgage Assc. 11 17,258,579
Federal Agency CMO 25 73,030,890
U.S. Treasury 53 222,742,853
Commercial Paper 1 10,928,701
Negotiable CD 1 3,486,994
Corporate Note 29 67,140,291
Asset-Backed 21 29,019,011
Municipal 7 3,595,407
Total Invested 152 483,324,590
Sector Allocation
June 30, 2024 versus May 31, 2024
Sector June 30, 2024 May 31, 2024 Change in Allocation Permitted by Policy
U.S. Treasury 46.1% 45.0% 1.1% 100%
Federal Agency 4.7% 6.2% -1.5% 100%
Federal Agency CMO 15.1% 14.3% 0.8% 100%
Commercial Paper 2.3% 2.3% 0.0% 25%
Negotiable CD 0.7% 0.7% 0.0% 30%
Corporate Note 13.9% 13.9% 0.0% 30%
Asset-Backed 6.0% 6.0% 0.0% 20%
Municipal 0.7% 1.1% -0.3% 100%
CAMP 10.5% 10.5% 0.0% 100%
* Total invested includes only the bolded numbers
* * Amount invested are market values excluding accrued interest Additional, detailed information regarding security types and investment activity may be found in Attachment 2 accompanying this memo. Moreover, the addendum data will confirm continued compliance with the investment policy as well as with California Government Code.

RECENT ACTIVITY & CORPORATE EXPOSURE
As expected, the Federal Reserve (Fed) left the target range for the federal funds rate unchanged at 5.25% to 5.50% at the June Federal Open Market Committee (FOMC) meeting. The unemployment rate also ticked up to 4.1% from 4.0% while the YoY change in average hourly earnings fell to a three-year low of 3.9%. This points to a moderating labor market, which should support the Fed’s soft-landing goal.

Retail sales and personal spending both came in below expectations in June, a continuation of the softening trend in consumer activity. In the Long-Term portfolio we utilized the proceeds of maturing and sold securities to purchase two 5-year U.S. Treasury notes, one 3-year corporate note, and one 5-year agency CMBS. There was no activity in the Short-Term Portfolio. #12..
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Long-Term Portfolio Total Return
June 30, 2024
1 Month Trailing
12 Months
Trailing 36
Months
Trailing 60
Months
Since
Inception5
City of Modesto Investment Portfolio1,2,3 0.65% 4.59% 0.04% 1.13% 2.03% Modesto Performance Benchmark40.70% 4.16% -0.35% 0.76% 1.73% Average Portfolio Yields
June 30, 2024
Past
Month
Past 3
Months
Past
Year
Past 3
Years
Past 5
Years
City of Modesto Investment Portfolio 3.39% 3.29% 2.99% 2.40% 2.08% City of Modesto Short-Term Portfolio 5.27% 5.30% 5.45% - - $83.4
$28.4
$114.9
$69.5
$95.5 $91.6
$-
$30.0
$60.0
$90.0
$120.0
$150.0
Under 6
Months
6-12
Months
1-2 Years 2-3 Years 3-4 Years 4-5 Years
Millions
Maturity Distribution
June 30, 2024

1. Performance is calculated on trade-date basis, gross (i.e., before fees) in accordance the CFA Institute's Global Investment Performance Standards (GIPS).

2. Performance numbers for periods greater than 1 year are presented on an annualized basis unless otherwise noted.

3. The performance calculation excludes any funds not invested in the 1-5 year strategy.

4. Performance benchmark through December 31, 2018 was the ICE BofAML 1-3 Year U.S. Treasury Index, and is now the ICE BofAML 1-5 Year U.S. Treasury Index, sourced from Bloomberg.

5. Inception date is 3/31/04.

Percentages may not add due to rounding.

PERFORMANCE
U.S. Treasury yields between 2- and 10-years finished the month down approximately 10 to 15 basis points (bps) but remained relatively rangebound following the FOMC meeting and CPI release on June 12. The yield curve remains inverted as the 10-year Treasury yield ended June 35 bps lower than 2-year Treasuries.

Short-term U.S. Treasury Bills inched lower over the month given expectations that we are nearing the start of a Fed rate cutting cycle. Investment-grade corporate bonds underperformed Treasuries for the first time in eight months as spreads across the corporate universe widened modestly off their two-year lows. Assetbacked securities (ABS) continued to perform strongly as yield spreads remained tight. Spreads on federal agencies remained anchored over the month and offered limited value. For the month, both the portfolio and its benchmark produced positive returns. The portfolio, however, underperformed the benchmark by 5 basis points. Over longer periods, the portfolio continues to produce strong performance and to outperform the benchmark.
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INVESTMENT POLICY
The City’s investment policy embraces the following standards: the prudent investor rule, requiring the safety of principal, through prudent and safe investments; sufficient liquidity to meet expected and unforeseen cash flows; generation of an above-market, risk-adjusted rate of return (meaning, returnsexpectations taking safety and liquidity into account). No investments longer than five years are permitted.

Some investments have maturity limits of 270 days or less. The table below details the City’s permitted investments.

Investment Type
Maximum
Maturity
Maximum Specified
% of Portfolio
Maximum
% per
Issuer
Minimum Quality
Requirements
Local Agency Bonds 5 Years None None None
Treasury Obligations 5 Years None None None
State Obligations 5 Years None None A rating
CA Local Agency Obligations 5 Years None None A rating
Federal Agencies 5 Years None None None
Supranationals 5 Years 30 percent 5 percent AA
Banker’s Acceptances 180 days 40 percent 5 percent Federal Reserve eligible Commercial Paper 270 days 25 percent 5 percent A1/P1 rating Negotiable Certificates of Deposit 5 Years 30 percent 5 percent A rating Certificates of Deposit 1 Year 20 percent 5 percent FDIC insured or collateralized Repurchase Agreements 90 days None 5 percent None
Reverse Repurchase Agreements 92 days 20 percent of
combined base value 5 percent None
Medium Term Notes 5 Years 30 percent 5 percent A rating Money Market Mutual Funds N/A 20 percent 10 percent Multiple Mortgage and Asset-backed Securities 5 Years 20 percent 5 percent AA Rating CAMP N/A None None N/A
LAIF N/A N/A None N/A
The City is not required to include a list of investments held by our bond trustees; however, staff believes the City Council should be kept informed of these investments. These investments are identified on Attachment A.

LONG TERM PORTFLIO INCOME RETURN
Monthly Income Return

0.23%
Fiscal Year-to-Date Income Return

2.40%
Prior 12 Months Income Return

2.40%
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Source: Bureau of Labor Statistics, as of June 2024. Data is seasonally adjusted. Worker demand gap as of May 2024. Pre-pandemic average from February 2016 – February 2020.

Economic Summary
Unemployment Rate
Source: Bloomberg, Bureau of Labor Statistics, as of June 2024.

Jun-24

4.1%
3%
4%
5%
6%
7%
2021 2022 2023 2024

1.22 0

0.5 1

1.5 2

2.5 May-18 May-20 May-22 May-24
Worker-Demand Gap
May 2018 - May 2024
Number of Jobs
Available Per
Unemployed
Person
Pre-Pandemic Average
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Source: Bloomberg, ICE BofA Indices, and S&P 500 as of June 28, 2024.

Green = wider spreads/higher dividend yield and Red = tighter spreads/lower dividend yield. Gradient color based on 1st and 3rd quartile of data series over the past 20 years.

Economic Summary
Fed’s Preferred Inflation Measure Shows Progress
Jun-24

3.3%
May-24

2.6%
1%
2%
3%
4%
5%
6%
7%
Jun-21 Dec-21 Jun-22 Dec-22 Jun-23 Dec-23 Jun-24
Core Inflation Measures
Year-Over-Year Changes
Core CPI Core PCE
Federal Reserve Inflation Target
Core CPI and
PCE strips out
the volatile
food and
energy
components.

Source: Bureau of Labor Statistics, Bureau of Economic Analysis, and Bloomberg. CPI as of June 2024, PCE as of May 2024.

Investment Universe Pricing
Jun-22 Sep-22 Dec-22 Mar-23 Jun-23 Sep-23 Dec-23 Mar-24 Jun-24 Median, 20-Year
Investment
Grade
Spreads
149 151 126 136 119 118 97 85 86 118
High Yield
Spreads 587 543 479 458 405 403 334 312 318 449
S&P 500
Dividend
Yield

1.70% 1.85 1.76% 1.68% 1.55% 1.61% 1.49% 1.36% 1.33% 1.94% Cooling Inflation
+
Labor Market Normalization
+
Moderating Spending
=
Market Prices Reduce
Recession Risk
and Reflect “Soft Landing”
Markets Reflect a “Soft Landing”
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Source: ICE BofAML 1-5 year Indices via Bloomberg, MarketAxess and PFMAM as of 06/30/2024. Spreads on ABS are option-adjusted spreads of 0-5 year indices based on weighted average life; spreads on agencies are relative to comparable maturity Treasuries.

Economic Summary
Corporate and ABS Spreads Widened Modestly

0.00%

0.10%

0.20%

0.30%

0.40%
Jun-23 Sep-23 Dec-23 Mar-24 Jun-24
Federal Agency Yield Spreads

0.00%

0.20%

0.40%

0.60%

0.80%

1.00%

1.20%
Jun-23 Sep-23 Dec-23 Mar-24 Jun-24
Corporate Notes A-AAA Yield Spreads

0.00%

0.20%

0.40%

0.60%

0.80%

1.00%

1.20%
Jun-23 Sep-23 Dec-23 Mar-24 Jun-24
Asset-Backed Securities AAA Yield Spreads
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U.S. Treasury Yields Decreased Slightly Along the
Curve
Source: Bloomberg as of 06/30/2024.

Economic Summary

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%
Maturity
U.S. Treasury Yield Curve
June 30, 2024
May 31, 2024
April 30, 2024
3mo 2yr 5yr 7yr 10yr 20yr 30yr
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This material is based on information obtained from sources generally believed to be reliable and available to the public, however, PFM Asset Management LLC cannot guarantee its accuracy, completeness or suitability. This material is for general information purposes only and is not intended to provide specific advice or a specific recommendation. All statements as to what will or may happen under certain circumstances are based on assumptions, some but not all of which are noted in the presentation. Assumptions may or may not be proven correct as actual events occur, and results may depend on events outside of your or our control. Changes in assumptions may have a material effect on results. Past performance does not necessarily reflect and is not a guaranty of future results. The information contained in this presentation is not an offer to purchase or sell any securities.

Investment advisory services are provided by PFM Asset Management LLC (“PFMAM”), an investment adviser registered with the U.S. Securities and Exchange Commission and a subsidiary of U.S. Bancorp Asset Management, Inc. (“USBAM”). USBAM is a subsidiary of U.S. Bank National Association (“U.S. Bank”). U.S. Bank is a separate entity and subsidiary of U.S. Bancorp. U.S. Bank is not responsible for and does not guarantee the products, services or performance of PFMAM. The information contained is not an offer to purchase or sell any securities. Additional applicable regulatory information is available upon request.

For more information regarding PFMAM’s services or entities, please visit www.pfmam.com.

Disclosures
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For the Month Ending June 30, 2024
Account Statement
Consolidated Summary Statement
CITY OF MODESTO - Combined Portfolio
Investment Allocation
Investment Type Closing Market Value Percent
Asset-Backed Security 29,019,011.12 6.00
Federal Agency Bond / Note 22,705,454.48 4.70
Corporate Note 57,469,048.87 11.89
Bank Note 9,671,241.70 2.00
Certificate of Deposit 3,486,994.00 0.72
Federal Agency Commercial Mortgage-Backed Security 73,030,889.79 15.11 Commercial Paper 10,928,701.33 2.26
Municipal Bond / Note 3,595,406.55 0.74
U.S. Treasury Bond / Note 222,742,853.37 46.10
CAMP Pool 50,674,988.39 10.48
Total $483,324,589.60 100.00%
Portfolio Summary
and Income
Closing
Portfolio Holdings Market Value
Cash Dividends
PFMAM Managed Account 373,928.20 432,649,601.21
CAMP Pool 0.00 50,674,988.39
Total $373,928.20 $483,324,589.60
Maturity Distribution (Fixed Income Holdings)
Portfolio Holdings Closing Market Value Percent
50,674,988.39
10,623,377.88
10,928,701.33
11,187,096.94
32,491,494.84
110,755,808.64
74,401,885.01
90,612,495.67
91,648,740.90

0.00 10.49

2.20 2.26

2.31 6.72

22.92 15.39

18.75 18.96

0.00 Under 30 days
31 to 60 days
61 to 90 days
91 to 180 days
181 days to 1 year
1 to 2 years
2 to 3 years
3 to 4 years
4 to 5 years
Over 5 years
Total $483,324,589.60
844
100.00%
Weighted Average Days to Maturity
Sector Allocation

6.00%
ABS

4.70%
Fed Agy Bond /
Note

11.89%
Corporate Note

2.00%
Bank Note

0.72%
Cert of Deposit

15.11%
Federal Agency
Commercial
Mortgage-Backed
Security

2.26%
Commercial Paper

0.74%
Muni Bond / Note

46.10%
US TSY Bond / Note

10.48%
CAMP Pool
Summary Page 1
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Managed Account Summary Statement For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Total Cash Basis Earnings
Plus Net Realized Gains/Losses
Less Purchased Interest Related to Interest/Coupons
Interest/Dividends/Coupons Received
Earnings Reconciliation (Cash Basis) - Managed Account
Less Beginning Accrued Interest
Less Beginning Amortized Value of Securities
Less Cost of New Purchases
Plus Coupons/Dividends Received
Plus Proceeds of Maturities/Calls/Principal Payments
Plus Proceeds from Sales
Ending Accrued Interest
Ending Amortized Value of Securities
Earnings Reconciliation (Accrual Basis)
$430,559,157.61
(1,014,004.56)
(8,987,202.70)
10,366,872.77

0.00 1,724,778.09
$432,649,601.21
727,929.13
(31,720.46)
(322,280.47)
$373,928.20
Total
442,134,397.25
2,112,662.58
9,000,547.86
1,017,568.36
711,020.17
(10,398,593.23)
(441,807,221.00)
(1,809,437.37)
Total Accrual Basis Earnings $960,944.62
Closing Market Value
Change in Current Value
Unsettled Trades
Principal Acquisitions
Principal Dispositions
Maturities/Calls
Opening Market Value
Transaction Summary - Managed Account
_________________
_________________
_______________________________________________ _______________________________________________ Reconciling Transactions Net Cash Contribution
Security Purchases
Principal Payments
Coupon/Interest/Dividend Income
Sale Proceeds
Maturities/Calls
Cash Transactions Summary - Managed Account
868,563.80
9,000,547.86
711,020.17
149,004.56
(10,398,593.23)
(0.04)

0.00 Cash Balance
Closing Cash Balance $879,757.53
CITY OF MODESTO - COMBINED PORTFOLIO Page 1
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Portfolio Summary and Statistics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Account Summary
Description Par Value Market Value Percent
U.S. Treasury Bond / Note 234,795,000.00 222,742,853.37 51.47 Municipal Bond / Note 3,735,000.00 3,595,406.55 0.83
Federal Agency Commercial
Mortgage-Backed Security
73,479,121.98 73,030,889.79 16.88
Federal Agency Bond / Note 23,885,000.00 22,705,454.48 5.25 Corporate Note 58,685,000.00 57,469,048.87 13.28
Commercial Paper 11,065,000.00 10,928,701.33 2.53
Certificate of Deposit 3,500,000.00 3,486,994.00 0.81
Bank Note 9,635,000.00 9,671,241.70 2.24
Asset-Backed Security 29,019,352.39 29,019,011.12 6.71
Managed Account Sub-Total 447,798,474.37 432,649,601.21 100.00% Accrued Interest 2,112,662.58
Total Portfolio 447,798,474.37 434,762,263.79
Unsettled Trades 0.00 0.00
Sector Allocation

6.71%
ABS

2.24%
Bank Note

0.81%
Cert of Deposit

2.53%
Commercial Paper

13.28%
Corporate Note

5.25%
Fed Agy Bond /
Note

16.88%
Federal Agency
Commercial
Mortgage-Backed
Security

0.83%
Muni Bond / Note

51.47%
US TSY Bond / Note
0 - 6 Months 6 - 12 Months 1 - 2 Years 2 - 3 Years 3 - 4 Years 4 - 5 Years Over 5 Years

7.57% 7.51%

25.60%

17.20%

20.94% 21.18%

0.00%
Maturity Distribution Characteristics
Yield to Maturity at Cost
Yield to Maturity at Market
Weighted Average Days to Maturity 943

3.57%

4.92%
CITY OF MODESTO - COMBINED PORTFOLIO Page 2
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Managed Account Issuer Summary For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Credit Quality (S&P Ratings)

2.68%
A

9.22%
A+

0.79%
A2.53%
A-1

1.61%
AA

74.79%
AA+

0.33%
AA6.43%
AAA

1.62%
NR
Issuer Summary
Issuer of Holdings Percent
Market Value
ADOBE INC 2,878,171.13 0.67
AMAZON.COM INC 3,365,989.34 0.78
AMERICAN EXPRESS CO 3,101,387.58 0.72
APPLE INC 5,077,342.40 1.17
BANK OF AMERICA CO 11,538,693.91 2.67
BLACKROCK INC 363,199.46 0.08
BRISTOL-MYERS SQUIBB CO 2,097,007.26 0.48
CALIFORNIA DEPARTMENT OF WATER RESOURCES 98,013.00 0.02 CALIFORNIA STATE UNIVERSITY 590,298.00 0.14
CARMAX AUTO OWNER TRUST 158,278.79 0.04
CHASE ISSURANCE 6,373,948.39 1.47
CITIGROUP INC 6,636,487.16 1.53
DEERE & COMPANY 2,555,526.33 0.59
DISCOVER FINANCIAL SERVICES 766,763.30 0.18
FANNIE MAE 20,662,568.63 4.78
FIFTH THIRD AUTO TRUST 2,430,065.58 0.56
FLORIDA STATE BOARD OF ADMIN FIN CORP 1,727,874.00 0.40 FREDDIE MAC 75,073,775.64 17.35
GM FINANCIAL CONSUMER AUTOMOBILE TRUST 361,664.92 0.08
HOME DEPOT INC 3,373,938.49 0.78
HONDA AUTO RECEIVABLES 2,222,781.44 0.51
HYUNDAI AUTO RECEIVABLES 1,326,304.65 0.31
JP MORGAN CHASE & CO 5,784,454.66 1.34
KUBOTA CREDIT OWNER TRUST 891,134.75 0.21
LMA AMERICAS LLC 10,928,701.33 2.53
MASTERCARD INC 4,164,991.68 0.96
MICROSOFT CORP 5,750,598.00 1.33
MORGAN STANLEY 4,028,240.00 0.93
NEW JERSEY TURNPIKE AUTHORITY 475,129.25 0.11
PACCAR FINANCIAL CORP 2,902,666.54 0.67
RABOBANK NEDERLAND 3,486,994.00 0.81
TARGET CORP 339,475.55 0.08
CITY OF MODESTO - COMBINED PORTFOLIO Page 3
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Managed Account Issuer Summary For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Issuer of Holdings Percent
Market Value
THE BANK OF NEW YORK MELLON CORPORATION 3,233,146.46 0.75 TOYOTA MOTOR CORP 4,586,032.69 1.06
UNITED STATES TREASURY 222,742,853.37 51.48
UNIVERSITY OF CALIFORNIA 704,092.30 0.16
USAA AUTO OWNER TRUST 3,020,947.09 0.70
WAL-MART STORES INC 1,187,062.44 0.27
WELLS FARGO & COMPANY 5,643,001.70 1.30
Total $432,649,601.21 100.00%
CITY OF MODESTO - COMBINED PORTFOLIO Page 4
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note

US TREASURY NOTES
DTD 07/31/2022 3.000% 07/31/2024
91282CFA4 10,645,000.00 AA+ Aaa 11/29/23 11/30/23 10,484,909.18 5.31 133,354.95 10,625,316.70 10,623,377.88

US TREASURY NOTES
DTD 10/31/2022 4.375% 10/31/2024
91282CFQ9 10,535,000.00 AA+ Aaa 02/26/24 02/27/24 10,476,975.20 5.21 77,652.68 10,506,339.98 10,498,785.94

US TREASURY NOTES
DTD 05/15/2015 2.125% 05/15/2025
912828XB1 11,015,000.00 AA+ Aaa 05/14/24 05/15/24 10,694,446.29 5.15 29,894.65 10,735,723.07 10,729,298.44

US TREASURY NOTES
DTD 07/02/2018 2.750% 06/30/2025
912828XZ8 4,230,000.00 AA+ Aaa 04/06/22 04/07/22 4,232,148.05 2.73 316.10 4,230,662.62 4,132,841.98

US TREASURY NOTES
DTD 08/31/2020 0.250% 08/31/2025
91282CAJ0 4,340,000.00 AA+ Aaa 08/02/21 08/06/21 4,291,514.06 0.53 3,626.49 4,326,100.26 4,105,368.75

US TREASURY NOTES
DTD 08/31/2020 0.250% 08/31/2025
91282CAJ0 4,635,000.00 AA+ Aaa 04/06/22 04/07/22 4,262,932.62 2.74 3,873.00 4,507,382.69 4,384,420.31

US TREASURY NOTES
DTD 09/30/2020 0.250% 09/30/2025
91282CAM3 1,100,000.00 AA+ Aaa 09/27/21 09/28/21 1,076,023.44 0.80 691.26 1,092,526.79 1,037,093.75

US TREASURY NOTES
DTD 09/30/2020 0.250% 09/30/2025
91282CAM3 4,550,000.00 AA+ Aaa 09/07/21 09/09/21 4,473,574.22 0.67 2,859.29 4,526,484.38 4,289,796.88

US TREASURY NOTES
DTD 10/31/2020 0.250% 10/31/2025
91282CAT8 5,010,000.00 AA+ Aaa 04/29/21 04/30/21 4,894,339.45 0.77 2,110.19 4,975,758.85 4,707,051.31

US TREASURY NOTES
DTD 10/31/2020 0.250% 10/31/2025
91282CAT8 6,930,000.00 AA+ Aaa 10/04/21 10/06/21 6,783,278.91 0.78 2,918.89 6,881,915.77 6,510,951.22

US TREASURY NOTES
DTD 11/30/2020 0.375% 11/30/2025
91282CAZ4 4,250,000.00 AA+ Aaa 11/01/21 11/02/21 4,133,291.02 1.07 1,349.90 4,209,477.14 3,986,367.40

US TREASURY NOTES
DTD 11/30/2020 0.375% 11/30/2025
91282CAZ4 4,635,000.00 AA+ Aaa 04/06/22 04/07/22 4,254,785.16 2.75 1,472.18 4,487,534.83 4,347,485.39

US TREASURY NOTES
DTD 12/31/2020 0.375% 12/31/2025
91282CBC4 500,000.00 AA+ Aaa 02/02/21 02/04/21 498,613.28 0.43 5.09 499,575.70 467,500.00

US TREASURY NOTES
DTD 12/31/2020 0.375% 12/31/2025
91282CBC4 1,040,000.00 AA+ Aaa 01/07/21 01/08/21 1,035,978.13 0.45 10.60 1,038,787.69 972,400.00 CITY OF MODESTO - COMBINED PORTFOLIO Page 5
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note

US TREASURY NOTES
DTD 12/31/2020 0.375% 12/31/2025
91282CBC4 3,735,000.00 AA+ Aaa 04/05/21 04/07/21 3,646,439.65 0.89 38.06 3,706,931.13 3,492,225.00

US TREASURY NOTES
DTD 01/31/2021 0.375% 01/31/2026
91282CBH3 2,400,000.00 AA+ Aaa 07/02/21 07/07/21 2,353,875.00 0.80 3,758.24 2,383,998.58 2,236,125.12

US TREASURY NOTES
DTD 01/31/2021 0.375% 01/31/2026
91282CBH3 5,000,000.00 AA+ Aaa 02/17/22 02/18/22 4,719,531.25 1.85 7,829.67 4,887,462.64 4,658,594.00

US TREASURY NOTES
DTD 01/31/2021 0.375% 01/31/2026
91282CBH3 5,775,000.00 AA+ Aaa 01/04/22 01/06/22 5,570,167.97 1.27 9,043.27 5,695,189.94 5,380,676.07

US TREASURY NOTES
DTD 01/31/2021 0.375% 01/31/2026
91282CBH3 7,980,000.00 AA+ Aaa 05/03/22 05/04/22 7,256,812.50 2.95 12,496.16 7,673,914.06 7,435,116.02

US TREASURY NOTES
DTD 02/28/2019 2.500% 02/28/2026
9128286F2 3,210,000.00 AA+ Aaa 03/01/21 03/01/21 3,492,881.25 0.70 26,822.69 3,304,087.08 3,089,625.00

US TREASURY NOTES
DTD 02/28/2021 0.500% 02/28/2026
91282CBQ3 4,645,000.00 AA+ Aaa 04/06/22 04/07/22 4,259,973.05 2.76 7,762.70 4,480,761.52 4,324,204.69

US TREASURY NOTES
DTD 02/28/2021 0.500% 02/28/2026
91282CBQ3 6,000,000.00 AA+ Aaa 12/03/21 12/07/21 5,838,281.25 1.15 10,027.18 5,936,422.75 5,585,625.00

US TREASURY NOTES
DTD 03/31/2021 0.750% 03/31/2026
91282CBT7 2,480,000.00 AA+ Aaa 09/07/21 09/09/21 2,479,031.25 0.76 4,675.41 2,479,628.57 2,312,600.00

US TREASURY NOTES
DTD 03/31/2021 0.750% 03/31/2026
91282CBT7 4,925,000.00 AA+ Aaa 04/29/21 04/30/21 4,896,719.73 0.87 9,284.84 4,914,953.89 4,592,562.50

US TREASURY NOTES
DTD 05/31/2021 0.750% 05/31/2026
91282CCF6 1,405,000.00 AA+ Aaa 06/23/21 06/25/21 1,396,987.11 0.87 892.52 1,401,890.06 1,302,918.04

US TREASURY NOTES
DTD 05/31/2021 0.750% 05/31/2026
91282CCF6 4,615,000.00 AA+ Aaa 04/06/22 04/07/22 4,253,551.76 2.76 2,931.66 4,448,232.79 4,279,691.64

US TREASURY NOTES
DTD 05/31/2021 0.750% 05/31/2026
91282CCF6 4,800,000.00 AA+ Aaa 06/06/22 06/08/22 4,399,125.00 2.99 3,049.18 4,607,149.60 4,451,250.24

US TREASURY NOTES
DTD 08/31/2021 0.750% 08/31/2026
91282CCW9 4,640,000.00 AA+ Aaa 04/06/22 04/07/22 4,258,106.25 2.75 11,631.52 4,452,023.67 4,267,350.00 CITY OF MODESTO - COMBINED PORTFOLIO Page 6
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note

US TREASURY NOTES
DTD 09/30/2021 0.875% 09/30/2026
91282CCZ2 4,310,000.00 AA+ Aaa 04/05/22 04/07/22 3,968,398.83 2.77 9,479.64 4,138,677.73 3,966,546.88

US TREASURY NOTES
DTD 11/15/2016 2.000% 11/15/2026
912828U24 4,545,000.00 AA+ Aaa 06/06/22 06/08/22 4,355,920.90 3.01 11,609.51 4,443,870.09 4,276,560.94

US TREASURY NOTES
DTD 02/15/2017 2.250% 02/15/2027
912828V98 9,220,000.00 AA+ Aaa 07/05/22 07/07/22 8,981,576.56 2.85 78,078.71 9,084,223.23 8,691,290.16

US TREASURY NOTES
DTD 03/31/2022 2.500% 03/31/2027
91282CEF4 910,000.00 AA+ Aaa 11/29/22 11/30/22 854,973.44 4.03 5,718.58 875,112.74 862,509.38

US TREASURY NOTES
DTD 04/30/2020 0.500% 04/30/2027
912828ZN3 6,480,000.00 AA+ Aaa 08/03/22 08/05/22 5,791,500.00 2.92 5,458.70 6,068,652.11 5,790,487.82

US TREASURY NOTES
DTD 06/30/2020 0.500% 06/30/2027
912828ZV5 5,545,000.00 AA+ Aaa 08/09/22 08/10/22 4,920,754.30 2.99 75.34 5,162,409.08 4,926,385.94

US TREASURY NOTES
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 1,200,000.00 AA+ Aaa 08/29/22 08/31/22 1,142,625.00 3.30 10,162.09 1,163,863.26 1,121,250.00

US TREASURY NOTES
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 2,985,000.00 AA+ Aaa 09/01/22 09/06/22 2,830,036.52 3.40 25,278.19 2,887,074.08 2,789,109.38

US TREASURY NOTES
DTD 09/30/2022 4.125% 09/30/2027
91282CFM8 5,380,000.00 AA+ Aaa 11/01/22 11/03/22 5,344,903.91 4.27 55,784.43 5,356,772.34 5,319,475.00

US TREASURY NOTES
DTD 10/31/2022 4.125% 10/31/2027
91282CFU0 2,715,000.00 AA+ Aaa 12/06/22 12/08/22 2,752,755.47 3.81 18,868.51 2,740,698.21 2,684,456.25

US TREASURY NOTES
DTD 10/31/2022 4.125% 10/31/2027
91282CFU0 3,160,000.00 AA+ Aaa 12/13/22 12/14/22 3,229,495.31 3.63 21,961.14 3,207,461.16 3,124,450.00

US TREASURY NOTES
DTD 10/31/2020 0.500% 10/31/2027
91282CAU5 8,775,000.00 AA+ Aaa 01/04/23 01/06/23 7,472,803.71 3.91 7,391.98 7,874,048.96 7,702,804.69

US TREASURY NOTES
DTD 12/31/2022 3.875% 12/31/2027
91282CGC9 4,250,000.00 AA+ Aaa 06/01/23 06/05/23 4,266,933.59 3.78 447.52 4,262,958.76 4,168,984.38

US TREASURY NOTES
DTD 01/31/2023 3.500% 01/31/2028
91282CGH8 2,220,000.00 AA+ Aaa 05/16/23 05/18/23 2,218,265.63 3.52 32,446.15 2,218,679.30 2,149,931.25 CITY OF MODESTO - COMBINED PORTFOLIO Page 7
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note

US TREASURY NOTES
DTD 01/31/2021 0.750% 01/31/2028
91282CBJ9 3,450,000.00 AA+ Aaa 01/31/23 01/31/23 2,994,761.72 3.66 10,804.95 3,123,654.49 3,028,453.13

US TREASURY NOTES
DTD 02/28/2023 4.000% 02/29/2028
91282CGP0 2,825,000.00 AA+ Aaa 03/03/23 03/07/23 2,793,660.16 4.25 37,769.02 2,801,960.05 2,781,742.19

US TREASURY NOTES
DTD 02/28/2023 4.000% 02/29/2028
91282CGP0 2,970,000.00 AA+ Aaa 03/03/23 03/06/23 2,931,134.77 4.29 39,707.61 2,941,443.34 2,924,521.87

US TREASURY NOTES
DTD 03/31/2021 1.250% 03/31/2028
91282CBS9 2,555,000.00 AA+ Aaa 05/08/23 05/09/23 2,299,400.20 3.49 8,028.01 2,359,297.47 2,275,147.78

US TREASURY NOTES
DTD 03/31/2023 3.625% 03/31/2028
91282CGT2 2,675,000.00 AA+ Aaa 05/01/23 05/02/23 2,672,178.71 3.65 24,374.66 2,672,848.28 2,599,765.63

US TREASURY NOTES
DTD 04/30/2023 3.500% 04/30/2028
91282CHA2 2,810,000.00 AA+ Aaa 05/01/23 05/01/23 2,796,937.89 3.60 16,569.84 2,799,992.39 2,717,796.88

US TREASURY NOTES
DTD 04/30/2023 3.500% 04/30/2028
91282CHA2 6,530,000.00 AA+ Aaa 05/03/23 05/04/23 6,559,844.14 3.40 38,505.70 6,552,902.88 6,315,734.37

US TREASURY N/B NOTES
DTD 03/31/2024 4.125% 03/31/2029
91282CKG5 3,450,000.00 AA+ Aaa 04/09/24 04/11/24 3,411,861.33 4.37 35,772.54 3,413,390.86 3,415,500.00

US TREASURY N/B NOTES
DTD 04/30/2024 4.625% 04/30/2029
91282CKP5 5,190,000.00 AA+ Aaa 05/02/24 05/03/24 5,201,961.33 4.57 40,441.10 5,201,617.64 5,250,009.38

US TREASURY N/B NOTES
DTD 05/31/2024 4.500% 05/31/2029
91282CKT7 1,430,000.00 AA+ Aaa 06/06/24 06/07/24 1,442,959.38 4.30 5,450.41 1,442,805.98 1,439,831.25

US TREASURY N/B NOTES
DTD 05/31/2024 4.500% 05/31/2029
91282CKT7 4,190,000.00 AA+ Aaa 06/05/24 06/06/24 4,224,698.44 4.31 15,970.08 4,224,271.03 4,218,806.25 Security Type Sub-Total 234,795,000.00 225,874,633.27 3.01 926,532.78 230,034,918.21 222,742,853.37 Municipal Bond / Note

CA ST UNIV TXBL REV BONDS
DTD 09/17/2020 0.685% 11/01/2024
13077DMK5 600,000.00 AA- Aa2 08/27/20 09/17/20 600,000.00 0.69 685.00 600,000.00 590,298.00 CITY OF MODESTO - COMBINED PORTFOLIO Page 8
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Municipal Bond / Note

CA ST DEPT WTR RES WTR SYS TXBL REV
BNDS
DTD 08/06/2020 0.560% 12/01/2024
13067WRB0 100,000.00 AAA Aa1 07/30/20 08/06/20 100,000.00 0.56 46.67 100,000.00 98,013.00

UNIV OF CAL TXBL REV BONDS
DTD 07/16/2020 0.883% 05/15/2025
91412HGE7 220,000.00 AA Aa2 07/14/20 07/16/20 220,796.40 0.81 248.22 220,132.27 212,192.20

UNIV OF CAL TXBL REV BONDS
DTD 07/16/2020 0.883% 05/15/2025
91412HGE7 510,000.00 AA Aa2 07/10/20 07/16/20 510,000.00 0.88 575.42 510,000.00 491,900.10

FL ST BOARD OF ADMIN TXBL REV BONDS
DTD 09/16/2020 1.258% 07/01/2025
341271AD6 505,000.00 AA Aa3 09/03/20 09/16/20 508,570.35 1.11 3,176.45 505,745.10 484,764.65

FL ST BOARD OF ADMIN TXBL REV BONDS
DTD 09/16/2020 1.258% 07/01/2025
341271AD6 1,295,000.00 AA Aa3 09/03/20 09/16/20 1,295,000.00 1.26 8,145.55 1,295,000.00 1,243,109.35

NJ TURNPIKE AUTHORITY TXBL REV BONDS
DTD 02/04/2021 1.047% 01/01/2026
646140DP5 505,000.00 AA- A1 01/22/21 02/04/21 505,000.00 1.05 2,643.68 505,000.00 475,129.25 Security Type Sub-Total 3,735,000.00 3,739,366.75 1.02 15,520.99 3,735,877.37 3,595,406.55 Federal Agency Commercial Mortgage-Backed Security
FHMS K061 A2
DTD 01/30/2017 3.347% 11/01/2026
3137BTUM1 2,442,408.84 AA+ Aaa 05/19/23 05/24/23 2,367,228.44 4.31 6,812.29 2,391,391.43 2,354,238.49 FHMS K064 A2
DTD 05/15/2017 3.224% 03/01/2027
3137BXQY1 4,000,000.00 AA+ Aaa 08/16/23 08/18/23 3,773,125.00 4.98 10,746.67 3,829,009.00 3,830,272.44

FHLMC MULTIFAMILY STRUCTURED P
DTD 07/01/2017 3.243% 04/01/2027
3137F1G44 2,275,000.00 AA+ Aaa 08/16/23 08/18/23 2,144,987.30 4.97 6,148.19 2,176,261.16 2,175,451.12

FHLMC MULTIFAMILY STRUCTURED P
DTD 08/01/2017 3.117% 06/01/2027
3137F2LJ3 3,530,000.00 AA+ Aaa 08/17/23 08/22/23 3,301,101.56 5.01 9,169.18 3,353,222.02 3,359,558.57 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
3137HAMR4 3,598,163.27 AA+ Aaa 09/20/23 09/28/23 3,541,697.28 5.19 14,392.65 3,550,297.17 3,585,815.42 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
3137HAMG8 1,885,915.36 AA+ Aaa 09/07/23 09/14/23 1,857,711.49 5.01 7,307.92 1,862,113.75 1,872,615.94 CITY OF MODESTO - COMBINED PORTFOLIO Page 9
#12..
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Federal Agency Commercial Mortgage-Backed Security
FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
3137HAD45 2,797,666.00 AA+ Aaa 07/19/23 07/27/23 2,797,596.06 4.78 11,137.04 2,797,609.49 2,786,484.34 FHMS K505 A2
DTD 07/01/2023 4.819% 06/01/2028
3137HACX2 3,500,000.00 AA+ Aaa 07/13/23 07/20/23 3,534,958.00 4.59 14,055.42 3,528,135.49 3,489,578.44 FNA 2023-M6 A2
DTD 07/01/2023 4.190% 07/01/2028
3136BQDE6 3,500,000.00 AA+ Aaa 07/18/23 07/31/23 3,440,664.06 4.58 12,220.83 3,451,758.59 3,403,989.54 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
3137HAMN3 2,129,968.51 AA+ Aaa 09/19/23 09/28/23 2,129,957.85 5.27 9,357.66 2,129,959.36 2,154,578.85 FHMS K506 A2
DTD 09/01/2023 4.650% 08/01/2028
3137HAMH6 3,800,000.00 AA+ Aaa 09/07/23 09/14/23 3,743,786.60 4.99 14,725.00 3,752,061.00 3,766,328.50 FHMS K508 A2
DTD 10/01/2023 4.740% 08/01/2028
3137HAQ74 3,850,000.00 AA+ Aaa 10/11/23 10/19/23 3,765,546.40 5.26 15,207.50 3,776,642.98 3,827,280.00 FHMS K509 A2
DTD 10/01/2023 4.850% 09/01/2028
3137HAST4 2,890,000.00 AA+ Aaa 10/25/23 10/31/23 2,797,858.13 5.60 11,680.42 2,809,175.38 2,884,369.59 FHMS K507 A2
DTD 09/01/2023 4.800% 09/01/2028
3137HAMS2 3,800,000.00 AA+ Aaa 09/20/23 09/28/23 3,754,578.60 5.07 15,200.00 3,760,856.25 3,786,309.02 FHMS K510 A2
DTD 11/01/2023 5.069% 10/01/2028
3137HB3D4 1,465,000.00 AA+ Aaa 11/14/23 11/21/23 1,460,764.69 5.14 6,188.40 1,461,240.97 1,473,770.25 FHMS K511 A2
DTD 12/01/2023 4.860% 10/01/2028
3137HB3G7 2,125,000.00 AA+ Aaa 11/28/23 12/07/23 2,118,894.88 4.93 8,606.25 2,119,540.92 2,121,466.04 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
3137HBCF9 1,935,000.00 AA+ Aaa 12/11/23 12/21/23 1,953,069.03 4.78 8,062.50 1,951,298.64 1,942,206.40 FHMS K513 A2
DTD 01/01/2024 4.724% 12/01/2028
3137HBFY5 2,190,000.00 AA+ Aaa 01/10/24 01/18/24 2,211,875.91 4.50 8,621.30 2,210,031.72 2,176,080.89 FHMS K514 A2
DTD 02/01/2024 4.572% 12/01/2028
3137HBLV4 2,220,000.00 AA+ Aaa 02/01/24 02/08/24 2,242,197.78 4.34 8,458.20 2,240,538.84 2,192,612.39 FHMS K518 A2
DTD 03/01/2024 5.400% 01/01/2029
3137HC2L5 2,715,000.00 AA+ Aaa 03/19/24 03/28/24 2,780,553.68 4.83 12,217.50 2,777,339.39 2,770,895.69 CITY OF MODESTO - COMBINED PORTFOLIO Page 10
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Federal Agency Commercial Mortgage-Backed Security
FHMS K517 A2
DTD 03/01/2024 5.355% 01/01/2029
3137HC2C5 3,355,000.00 AA+ Aaa 03/05/24 03/14/24 3,455,603.03 4.66 14,971.69 3,449,979.79 3,418,478.78 FHMS K515 A2
DTD 02/01/2024 5.400% 01/01/2029
3137HBPD0 3,750,000.00 AA+ Aaa 02/14/24 02/22/24 3,851,025.00 4.78 16,875.00 3,844,381.31 3,824,024.59 FHMS K516 A2
DTD 03/01/2024 5.477% 01/01/2029
3137HBPM0 3,750,000.00 AA+ Aaa 02/29/24 03/07/24 3,862,488.75 4.78 17,115.63 3,855,849.79 3,836,950.28 FHMS K520 A2
DTD 04/01/2024 5.180% 03/01/2029
3137HCKV3 2,125,000.00 AA+ Aaa 04/23/24 04/30/24 2,133,625.38 5.09 9,172.92 2,133,357.58 2,152,998.72 FHMS K522 A2
DTD 06/01/2024 4.803% 05/01/2029
3137HDJJ0 3,850,000.00 AA+ Aaa 06/05/24 06/13/24 3,849,988.45 4.80 15,409.63 3,849,988.56 3,844,535.50 Security Type Sub-Total 73,479,121.98 72,870,883.35 4.89 283,859.79 73,062,040.58 73,030,889.79 Federal Agency Bond / Note

FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
3135G03U5 560,000.00 AA+ Aaa 06/03/20 06/05/20 562,867.20 0.52 670.83 560,474.65 539,871.36

FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 200,000.00 AA+ Aaa 09/17/20 09/18/20 200,712.00 0.42 38.89 200,144.21 191,310.00

FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 1,075,000.00 AA+ Aaa 10/01/20 10/05/20 1,080,041.75 0.40 209.03 1,076,031.27 1,028,291.25

FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 1,190,000.00 AA+ Aaa 01/04/21 01/05/21 1,197,223.30 0.36 231.39 1,191,561.19 1,138,294.50

FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 3,675,000.00 AA+ Aaa 06/17/20 06/19/20 3,667,392.75 0.54 714.58 3,673,536.10 3,515,321.25

FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 3,820,000.00 AA+ Aaa 10/02/20 10/05/20 3,836,311.40 0.41 742.78 3,823,336.42 3,654,021.00

FREDDIE MAC NOTES
DTD 07/23/2020 0.375% 07/21/2025
3137EAEU9 2,220,000.00 AA+ Aaa 07/21/20 07/23/20 2,208,944.40 0.48 3,700.00 2,217,666.44 2,111,501.94

FANNIE MAE NOTES
DTD 08/27/2020 0.375% 08/25/2025
3135G05X7 450,000.00 AA+ Aaa 10/22/20 10/23/20 447,480.00 0.49 590.62 449,401.02 426,190.95 CITY OF MODESTO - COMBINED PORTFOLIO Page 11
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Federal Agency Bond / Note

FANNIE MAE NOTES
DTD 08/27/2020 0.375% 08/25/2025
3135G05X7 550,000.00 AA+ Aaa 10/15/20 10/16/20 548,289.50 0.44 721.87 549,595.03 520,900.05

FANNIE MAE NOTES
DTD 08/27/2020 0.375% 08/25/2025
3135G05X7 2,360,000.00 AA+ Aaa 08/25/20 08/27/20 2,348,955.20 0.47 3,097.50 2,357,456.79 2,235,134.76

FREDDIE MAC NOTES
DTD 09/25/2020 0.375% 09/23/2025
3137EAEX3 130,000.00 AA+ Aaa 09/29/20 09/30/20 129,829.70 0.40 132.71 129,957.96 122,832.45

FREDDIE MAC NOTES
DTD 09/25/2020 0.375% 09/23/2025
3137EAEX3 3,400,000.00 AA+ Aaa 09/23/20 09/25/20 3,389,766.00 0.44 3,470.83 3,397,480.78 3,212,541.00

FANNIE MAE NOTES
DTD 11/12/2020 0.500% 11/07/2025
3135G06G3 2,040,000.00 AA+ Aaa 11/19/20 11/24/20 2,039,224.80 0.51 1,530.00 2,039,788.31 1,922,175.72

FANNIE MAE NOTES
DTD 11/12/2020 0.500% 11/07/2025
3135G06G3 2,215,000.00 AA+ Aaa 11/09/20 11/12/20 2,207,070.30 0.57 1,661.25 2,212,848.83 2,087,068.25 Security Type Sub-Total 23,885,000.00 23,864,108.30 0.47 17,512.28 23,879,279.00 22,705,454.48 Corporate Note

PACCAR FINANCIAL CORP CORPORATE
NOTES
DTD 02/06/2020 1.800% 02/06/2025
69371RQ66 1,810,000.00 A+ A1 05/11/20 05/13/20 1,839,014.30 1.45 13,122.50 1,813,689.68 1,770,668.70

MASTERCARD INC CORP NOTES (CALLABLE)
DTD 12/03/2019 2.000% 03/03/2025
57636QAN4 1,760,000.00 A+ Aa3 05/04/20 05/06/20 1,836,225.60 1.08 11,537.78 1,769,539.19 1,721,494.72 AMAZON.COM INC CORPORATE NOTES
DTD 04/13/2022 3.000% 04/13/2025
023135CE4 3,430,000.00 AA A1 04/11/22 04/13/22 3,424,546.30 3.06 22,295.00 3,428,576.86 3,365,989.34

BRISTOL-MYERS SQUIBB CO CORPORATE
NOTES
DTD 11/13/2020 0.750% 11/13/2025
110122DN5 2,230,000.00 A A2 06/23/21 06/25/21 2,210,888.90 0.95 2,230.00 2,224,035.24 2,097,007.26

BANK OF NY MELLON CORP (CALLABLE)
CORPOR
DTD 01/28/2021 0.750% 01/28/2026
06406RAQ0 3,465,000.00 A A1 02/02/21 02/04/21 3,465,831.60 0.75 11,044.69 3,465,253.48 3,233,146.46 CITY OF MODESTO - COMBINED PORTFOLIO Page 12
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Corporate Note

BANK OF AMERICA CORP NOTES
(CALLABLE)
DTD 03/22/2022 3.384% 04/02/2026
06051GKM0 2,025,000.00 A- A1 03/17/22 03/22/22 2,025,000.00 3.38 16,941.15 2,025,000.00 1,989,945.23

MICROSOFT CORP (CALLABLE) NOTES
DTD 08/08/2016 2.400% 08/08/2026
594918BR4 3,000,000.00 AAA Aaa 02/23/22 02/25/22 3,033,150.00 2.14 28,600.00 3,014,618.00 2,855,643.00

BANK OF AMERICA NA CORPORATE NOTES
DTD 08/18/2023 5.526% 08/18/2026
06428CAA2 3,750,000.00 A+ Aa1 08/15/23 08/18/23 3,749,700.00 5.53 76,558.13 3,749,787.04 3,773,478.75

MASTERCARD INC CORP NOTES (CALLABLE)
DTD 11/21/2016 2.950% 11/21/2026
57636QAG9 2,560,000.00 A+ Aa3 12/20/22 12/22/22 2,434,099.20 4.33 8,391.11 2,483,138.88 2,443,496.96

JP MORGAN CORP NOTES (CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
48125LRU8 850,000.00 A+ Aa2 06/03/24 06/04/24 849,226.50 5.15 2,775.01 849,247.85 849,190.80

JP MORGAN CORP NOTES (CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
48125LRU8 3,500,000.00 A+ Aa2 12/05/23 12/08/23 3,500,000.00 5.11 11,426.53 3,500,000.00 3,496,668.00

TARGET CORP CORP NOTES (CALLABLE)
DTD 01/24/2022 1.950% 01/15/2027
87612EBM7 365,000.00 A A2 01/19/22 01/24/22 364,379.50 1.99 3,281.96 364,683.09 339,475.55

MICROSOFT CORP CORP NOTES (CALLABLE)
DTD 02/06/2017 3.300% 02/06/2027
594918BY9 3,000,000.00 AAA Aaa 12/14/22 12/16/22 2,914,170.00 4.06 39,875.00 2,946,108.06 2,894,955.00

HOME DEPOT INC CORP NOTES (CALLABLE)
DTD 09/14/2017 2.800% 09/14/2027
437076BT8 3,610,000.00 A A2 01/26/23 01/30/23 3,405,674.00 4.16 30,043.22 3,468,375.94 3,373,938.49

JPMORGAN CHASE CORP NOTES (CALLABLE)
DTD 02/24/2022 2.947% 02/24/2028
46647PCW4 1,535,000.00 A- A1 09/14/23 09/18/23 1,403,557.95 5.13 15,958.41 1,426,844.29 1,438,595.86

WALMART INC CORPORATE NOTES
(CALLABLE)
DTD 04/18/2023 3.900% 04/15/2028
931142FB4 1,220,000.00 AA Aa2 05/16/23 05/18/23 1,217,279.40 3.95 10,044.67 1,217,901.16 1,187,062.44

APPLE INC CORP NOTES CALLABLE
DTD 05/10/2023 4.000% 05/10/2028
037833ET3 5,200,000.00 AA+ Aaa 05/16/23 05/18/23 5,216,380.00 3.93 29,466.67 5,212,626.06 5,077,342.40

JOHN DEERE CAPITAL CORP CORPORATE
NOTES
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 495,000.00 A A1 07/13/23 07/14/23 501,732.00 4.64 11,366.44 500,431.29 495,101.97 CITY OF MODESTO - COMBINED PORTFOLIO Page 13
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Corporate Note

JOHN DEERE CAPITAL CORP CORPORATE
NOTES
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 895,000.00 A A1 07/14/23 07/18/23 903,690.45 4.73 20,551.44 902,026.73 895,184.37

JOHN DEERE CAPITAL CORP CORPORATE
NOTES
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 1,165,000.00 A A1 07/11/23 07/14/23 1,163,264.15 4.98 26,751.31 1,163,599.54 1,165,239.99

PACCAR FINANCIAL CORP CORPORATE
NOTES
DTD 08/10/2023 4.950% 08/10/2028
69371RS64 1,130,000.00 A+ A1 08/17/23 08/21/23 1,122,914.90 5.09 21,907.88 1,124,143.87 1,131,997.84

TOYOTA MOTOR CREDIT CORP CORPORATE
NOTES
DTD 09/11/2023 5.250% 09/11/2028
89236TLB9 2,800,000.00 A+ A1 09/06/23 09/11/23 2,795,128.00 5.29 44,916.67 2,795,828.50 2,829,646.40

CITIBANK NA CORP NOTES (CALLABLE)
DTD 09/29/2023 5.803% 09/29/2028
17325FBB3 5,650,000.00 A+ Aa3 09/26/23 09/29/23 5,650,000.00 5.80 83,788.87 5,650,000.00 5,802,408.75

BLACKROCK FUNDING INC CORPORATE

NOTES (C
DTD 03/14/2024 4.700% 03/14/2029
09290DAA9 365,000.00 AA- Aa3 03/05/24 03/14/24 364,339.35 4.74 5,098.85 364,374.32 363,199.46

ADOBE INC CORP NOTES (CALLABLE)
DTD 04/04/2024 4.800% 04/04/2029
00724PAF6 1,295,000.00 A+ A1 04/03/24 04/05/24 1,296,709.40 4.77 15,022.00 1,296,635.47 1,296,428.39

ADOBE INC CORP NOTES (CALLABLE)
DTD 04/04/2024 4.800% 04/04/2029
00724PAF6 1,580,000.00 A+ A1 04/01/24 04/04/24 1,577,645.80 4.83 18,328.00 1,577,746.60 1,581,742.74 Security Type Sub-Total 58,685,000.00 58,264,547.30 3.94 581,323.29 58,334,211.14 57,469,048.87 Commercial Paper

LMA AMERICAS LLC COMM PAPER
DTD 03/07/2024 0.000% 09/16/2024
53944QJG6 11,065,000.00 A-1 P-1 03/08/24 03/08/24 10,755,770.13 5.39 0.00 10,940,985.94 10,928,701.33 Security Type Sub-Total 11,065,000.00 10,755,770.13 5.39 0.00 10,940,985.94 10,928,701.33 Certificate of Deposit
CITY OF MODESTO - COMBINED PORTFOLIO Page 14
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Certificate of Deposit

COOPERAT RABOBANK UA/NY CERT DEPOS
DTD 07/20/2023 5.080% 07/17/2026
21684LGS5 3,500,000.00 A+ Aa2 07/17/23 07/20/23 3,500,000.00 5.08 80,997.78 3,500,000.00 3,486,994.00 Security Type Sub-Total 3,500,000.00 3,500,000.00 5.08 80,997.78 3,500,000.00 3,486,994.00 Bank Note

WELLS FARGO BANK NA BANK NOTES
(CALLABLE
DTD 08/09/2023 5.450% 08/07/2026
94988J6D4 5,635,000.00 A+ Aa2 08/15/23 08/17/23 5,621,645.05 5.54 122,843.00 5,625,567.91 5,643,001.70

MORGAN STANLEY BANK NA BANK NOTES
(CALLA
DTD 05/30/2024 5.504% 05/26/2028
61690U8B9 1,360,000.00 A+ Aa3 05/28/24 05/30/24 1,360,000.00 5.50 6,445.79 1,360,000.00 1,369,601.60

MORGAN STANLEY BANK NA BANK NOTES
(CALLA
DTD 05/30/2024 5.504% 05/26/2028
61690U8B9 2,640,000.00 A+ Aa3 05/30/24 05/31/24 2,645,570.40 5.44 12,512.43 2,645,425.17 2,658,638.40 Security Type Sub-Total 9,635,000.00 9,627,215.45 5.51 141,801.22 9,630,993.08 9,671,241.70 Asset-Backed Security
HART 2021-A A3
DTD 04/28/2021 0.380% 09/15/2025
44933LAC7 16,407.58 AAA NR 04/20/21 04/28/21 16,405.85 0.38 2.77 16,407.10 16,366.26 CARMX 2021-1 A3
DTD 01/27/2021 0.340% 12/15/2025
14316NAC3 29,695.73 AAA NR 01/20/21 01/27/21 29,689.86 0.34 4.49 29,693.98 29,512.26 TAOT 2021-C A3
DTD 09/27/2021 0.430% 01/15/2026
89239BAC5 302,288.54 AAA Aaa 09/21/21 09/27/21 302,264.44 0.43 57.77 302,279.90 297,345.73 CARMX 2021-2 A3
DTD 04/21/2021 0.520% 02/17/2026
14314QAC8 130,185.75 AAA NR 04/13/21 04/21/21 130,157.70 0.52 30.09 130,176.27 128,766.53 HART 2021-C A3
DTD 11/17/2021 0.740% 05/15/2026
44935FAD6 175,774.79 AAA NR 11/09/21 11/17/21 175,735.56 0.75 57.81 175,758.45 172,722.21 DCENT 2021-A1 A1
DTD 09/27/2021 0.580% 09/15/2026
254683CP8 775,000.00 AAA Aaa 09/20/21 09/27/21 774,834.07 0.58 199.78 774,926.27 766,763.30 CITY OF MODESTO - COMBINED PORTFOLIO Page 15
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Asset-Backed Security
CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/15/2027
161571HV9 3,390,000.00 AAA NR 01/24/24 01/31/24 3,389,483.70 4.61 6,930.67 3,389,552.51 3,351,566.21 CCCIT 2023-A1 A1
DTD 12/11/2023 5.230% 12/08/2027
17305EGW9 835,000.00 AAA Aaa 12/04/23 12/11/23 834,895.29 5.23 2,790.06 834,908.58 834,078.41 KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
500945AC4 890,000.00 NR Aaa 07/18/23 07/26/23 889,775.19 5.29 2,088.53 889,822.02 891,134.75 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
06428AAC2 1,465,000.00 NR Aaa 07/25/23 07/31/23 1,464,944.48 5.53 3,600.64 1,464,955.72 1,468,865.40 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
43815QAC1 2,220,000.00 AAA NR 08/15/23 08/22/23 2,219,542.24 5.42 4,337.02 2,219,629.83 2,222,781.44 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
89231FAD2 690,000.00 AAA NR 08/08/23 08/15/23 689,843.92 5.17 1,582.40 689,873.27 687,877.49 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
90291VAC4 3,015,000.00 AAA Aaa 09/07/23 09/15/23 3,014,472.38 5.58 7,477.20 3,014,552.79 3,020,947.09 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
06054YAC1 2,925,000.00 NR Aaa 11/15/23 11/21/23 2,924,947.06 5.74 7,462.00 2,924,953.37 2,943,514.96 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
89239FAD4 765,000.00 AAA NR 11/07/23 11/14/23 764,917.53 5.54 1,883.60 764,927.26 771,163.07 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
31680EAD3 2,425,000.00 AAA Aaa 08/15/23 08/23/23 2,424,849.65 5.53 5,960.11 2,424,875.52 2,430,065.58 CHAIT 2023-A1 A
DTD 09/15/2023 5.160% 09/15/2028
161571HT4 3,020,000.00 AAA NR 09/07/23 09/15/23 3,019,162.86 5.17 6,925.87 3,019,281.88 3,022,382.18 AMXCA 2023-3 A
DTD 09/19/2023 5.230% 09/15/2028
02582JKD1 3,090,000.00 AAA NR 09/12/23 09/19/23 3,089,861.88 5.23 7,182.53 3,089,881.26 3,101,387.58 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
44918CAD4 1,130,000.00 AAA NR 11/03/23 11/13/23 1,129,851.41 5.54 2,782.31 1,129,868.33 1,137,216.18 BACCT 2023-A2 A2
DTD 12/14/2023 4.980% 11/15/2028
05522RDH8 1,365,000.00 NR Aaa 12/07/23 12/14/23 1,364,816.68 4.98 3,021.20 1,364,834.93 1,362,889.57 CITY OF MODESTO - COMBINED PORTFOLIO Page 16
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Managed Account Detail of Securities Held For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Asset-Backed Security
GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
36268GAD7 365,000.00 NR Aaa 01/09/24 01/17/24 364,926.60 4.85 737.60 364,932.69 361,664.92 Security Type Sub-Total 29,019,352.39 29,015,378.35 5.07 65,114.45 29,016,091.93 29,019,011.12 Managed Account Sub-Total 447,798,474.37 437,511,902.90 3.57 2,112,662.58 442,134,397.25 432,649,601.21 $447,798,474.37 $437,511,902.90 3.57% $2,112,662.58 $442,134,397.25 $432,649,601.21 $434,762,263.79
$2,112,662.58
Total Investments
Accrued Interest
Securities Sub-Total
CITY OF MODESTO - COMBINED PORTFOLIO Page 17
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY NOTES 91282CFA4 10,645,000.00 CITIGRP 99.80 10,623,377.88 138,468.70 (1,938.82) DTD 07/31/2022 3.000% 07/31/2024

0.09 5.33
US TREASURY NOTES 91282CFQ9 10,535,000.00 NOMURA 99.66 10,498,785.94 21,810.74 (7,554.04) DTD 10/31/2022 4.375% 10/31/2024

0.34 5.38
US TREASURY NOTES 912828XB1 11,015,000.00 MORGAN_ 97.41 10,729,298.44 34,852.15 (6,424.63) DTD 05/15/2015 2.125% 05/15/2025

0.88 5.19
US TREASURY NOTES 912828XZ8 4,230,000.00 BARCLAY 97.70 4,132,841.98 (99,306.07) (97,820.64) DTD 07/02/2018 2.750% 06/30/2025

0.98 5.14
US TREASURY NOTES 91282CAJ0 4,340,000.00 WELLS_F 94.59 4,105,368.75 (186,145.31) (220,731.51) DTD 08/31/2020 0.250% 08/31/2025

1.17 5.07
US TREASURY NOTES 91282CAJ0 4,635,000.00 BNP_PAR 94.59 4,384,420.31 121,487.69 (122,962.38) DTD 08/31/2020 0.250% 08/31/2025

1.17 5.07
US TREASURY NOTES 91282CAM3 1,100,000.00 BNP_PAR 94.28 1,037,093.75 (38,929.69) (55,433.04) DTD 09/30/2020 0.250% 09/30/2025

1.25 5.02
US TREASURY NOTES 91282CAM3 4,550,000.00 HSBC 94.28 4,289,796.88 (183,777.34) (236,687.50) DTD 09/30/2020 0.250% 09/30/2025

1.25 5.02
US TREASURY NOTES 91282CAT8 5,010,000.00 HSBC 93.95 4,707,051.31 (187,288.14) (268,707.54) DTD 10/31/2020 0.250% 10/31/2025

1.34 4.99
US TREASURY NOTES 91282CAT8 6,930,000.00 TD 93.95 6,510,951.22 (272,327.69) (370,964.55) DTD 10/31/2020 0.250% 10/31/2025

1.34 4.99
US TREASURY NOTES 91282CAZ4 4,250,000.00 WELLS_F 93.80 3,986,367.40 (146,923.62) (223,109.74) DTD 11/30/2020 0.375% 11/30/2025

1.42 4.96
US TREASURY NOTES 91282CAZ4 4,635,000.00 WELLS_F 93.80 4,347,485.39 92,700.23 (140,049.44) DTD 11/30/2020 0.375% 11/30/2025

1.42 4.96
US TREASURY NOTES 91282CBC4 500,000.00 HSBC 93.50 467,500.00 (31,113.28) (32,075.70) DTD 12/31/2020 0.375% 12/31/2025

1.50 4.92
US TREASURY NOTES 91282CBC4 1,040,000.00 CITIGRP 93.50 972,400.00 (63,578.13) (66,387.69) DTD 12/31/2020 0.375% 12/31/2025

1.50 4.92
US TREASURY NOTES 91282CBC4 3,735,000.00 JPM_CHA 93.50 3,492,225.00 (154,214.65) (214,706.13) DTD 12/31/2020 0.375% 12/31/2025

1.50 4.92
US TREASURY NOTES 91282CBH3 2,400,000.00 BNP_PAR 93.17 2,236,125.12 (117,749.88) (147,873.46) DTD 01/31/2021 0.375% 01/31/2026

1.58 4.90
US TREASURY NOTES 91282CBH3 5,000,000.00 NOMURA 93.17 4,658,594.00 (60,937.25) (228,868.64) DTD 01/31/2021 0.375% 01/31/2026

1.58 4.90
CITY OF MODESTO - COMBINED PORTFOLIO Page 18
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY NOTES 91282CBH3 5,775,000.00 MORGAN_ 93.17 5,380,676.07 (189,491.90) (314,513.87) DTD 01/31/2021 0.375% 01/31/2026

1.58 4.90
US TREASURY NOTES 91282CBH3 7,980,000.00 JPM_CHA 93.17 7,435,116.02 178,303.52 (238,798.04) DTD 01/31/2021 0.375% 01/31/2026

1.58 4.90
US TREASURY NOTES 9128286F2 3,210,000.00 GOLDMAN 96.25 3,089,625.00 (403,256.25) (214,462.08) DTD 02/28/2019 2.500% 02/28/2026

1.64 4.87
US TREASURY NOTES 91282CBQ3 4,645,000.00 NOMURA 93.09 4,324,204.69 64,231.64 (156,556.83) DTD 02/28/2021 0.500% 02/28/2026

1.67 4.86
US TREASURY NOTES 91282CBQ3 6,000,000.00 WELLS_F 93.09 5,585,625.00 (252,656.25) (350,797.75) DTD 02/28/2021 0.500% 02/28/2026

1.67 4.86
US TREASURY NOTES 91282CBT7 2,480,000.00 WELLS_F 93.25 2,312,600.00 (166,431.25) (167,028.57) DTD 03/31/2021 0.750% 03/31/2026

1.74 4.81
US TREASURY NOTES 91282CBT7 4,925,000.00 MORGAN_ 93.25 4,592,562.50 (304,157.23) (322,391.39) DTD 03/31/2021 0.750% 03/31/2026

1.74 4.81
US TREASURY NOTES 91282CCF6 1,405,000.00 MERRILL 92.73 1,302,918.04 (94,069.07) (98,972.02) DTD 05/31/2021 0.750% 05/31/2026

1.91 4.76
US TREASURY NOTES 91282CCF6 4,615,000.00 NOMURA 92.73 4,279,691.64 26,139.88 (168,541.15) DTD 05/31/2021 0.750% 05/31/2026

1.91 4.76
US TREASURY NOTES 91282CCF6 4,800,000.00 CITIGRP 92.73 4,451,250.24 52,125.24 (155,899.36) DTD 05/31/2021 0.750% 05/31/2026

1.91 4.76
US TREASURY NOTES 91282CCW9 4,640,000.00 RBC 91.97 4,267,350.00 9,243.75 (184,673.67) DTD 08/31/2021 0.750% 08/31/2026

2.15 4.69
US TREASURY NOTES 91282CCZ2 4,310,000.00 RBC 92.03 3,966,546.88 (1,851.95) (172,130.85) DTD 09/30/2021 0.875% 09/30/2026

2.23 4.64
US TREASURY NOTES 912828U24 4,545,000.00 RBC 94.09 4,276,560.94 (79,359.96) (167,309.15) DTD 11/15/2016 2.000% 11/15/2026

2.33 4.65
US TREASURY NOTES 912828V98 9,220,000.00 JPM_CHA 94.27 8,691,290.16 (290,286.40) (392,933.07) DTD 02/15/2017 2.250% 02/15/2027

2.55 4.59
US TREASURY NOTES 91282CEF4 910,000.00 BARCLAY 94.78 862,509.38 7,535.94 (12,603.36) DTD 03/31/2022 2.500% 03/31/2027

2.66 4.54
US TREASURY NOTES 912828ZN3 6,480,000.00 NOMURA 89.36 5,790,487.82 (1,012.18) (278,164.29) DTD 04/30/2020 0.500% 04/30/2027

2.82 4.54
US TREASURY NOTES 912828ZV5 5,545,000.00 WELLS_F 88.84 4,926,385.94 5,631.64 (236,023.14) DTD 06/30/2020 0.500% 06/30/2027

2.98 4.52
CITY OF MODESTO - COMBINED PORTFOLIO Page 19
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY NOTES 9128282R0 1,200,000.00 BNP_PAR 93.44 1,121,250.00 (21,375.00) (42,613.26) DTD 08/15/2017 2.250% 08/15/2027

3.01 4.52
US TREASURY NOTES 9128282R0 2,985,000.00 HSBC 93.44 2,789,109.38 (40,927.14) (97,964.70) DTD 08/15/2017 2.250% 08/15/2027

3.01 4.52
US TREASURY NOTES 91282CFM8 5,380,000.00 MERRILL 98.88 5,319,475.00 (25,428.91) (37,297.34) DTD 09/30/2022 4.125% 09/30/2027

3.05 4.50
US TREASURY NOTES 91282CFU0 2,715,000.00 NOMURA 98.88 2,684,456.25 (68,299.22) (56,241.96) DTD 10/31/2022 4.125% 10/31/2027

3.13 4.49
US TREASURY NOTES 91282CFU0 3,160,000.00 JPM_CHA 98.88 3,124,450.00 (105,045.31) (83,011.16) DTD 10/31/2022 4.125% 10/31/2027

3.13 4.49
US TREASURY NOTES 91282CAU5 8,775,000.00 WELLS_F 87.78 7,702,804.69 230,000.98 (171,244.27) DTD 10/31/2020 0.500% 10/31/2027

3.31 4.49
US TREASURY NOTES 91282CGC9 4,250,000.00 NOMURA 98.09 4,168,984.38 (97,949.21) (93,974.38) DTD 12/31/2022 3.875% 12/31/2027

3.25 4.47
US TREASURY NOTES 91282CGH8 2,220,000.00 BNP_PAR 96.84 2,149,931.25 (68,334.38) (68,748.05) DTD 01/31/2023 3.500% 01/31/2028

3.35 4.46
US TREASURY NOTES 91282CBJ9 3,450,000.00 HSBC 87.78 3,028,453.13 33,691.41 (95,201.36) DTD 01/31/2021 0.750% 01/31/2028

3.53 4.48
US TREASURY NOTES 91282CGP0 2,825,000.00 TD 98.47 2,781,742.19 (11,917.97) (20,217.86) DTD 02/28/2023 4.000% 02/29/2028

3.41 4.46
US TREASURY NOTES 91282CGP0 2,970,000.00 JPM_CHA 98.47 2,924,521.87 (6,612.90) (16,921.47) DTD 02/28/2023 4.000% 02/29/2028

3.41 4.46
US TREASURY NOTES 91282CBS9 2,555,000.00 BNP_PAR 89.05 2,275,147.78 (24,252.42) (84,149.69) DTD 03/31/2021 1.250% 03/31/2028

3.66 4.45
US TREASURY NOTES 91282CGT2 2,675,000.00 RBS 97.19 2,599,765.63 (72,413.08) (73,082.65) DTD 03/31/2023 3.625% 03/31/2028

3.51 4.45
US TREASURY NOTES 91282CHA2 2,810,000.00 BARCLAY 96.72 2,717,796.88 (79,141.01) (82,195.51) DTD 04/30/2023 3.500% 04/30/2028

3.60 4.44
US TREASURY NOTES 91282CHA2 6,530,000.00 GOLDMAN 96.72 6,315,734.37 (244,109.77) (237,168.51) DTD 04/30/2023 3.500% 04/30/2028

3.60 4.44
US TREASURY N/B NOTES 91282CKG5 3,450,000.00 BMO 99.00 3,415,500.00 3,638.67 2,109.14 DTD 03/31/2024 4.125% 03/31/2029

4.32 4.36
US TREASURY N/B NOTES 91282CKP5 5,190,000.00 GOLDMAN 101.16 5,250,009.38 48,048.05 48,391.74 DTD 04/30/2024 4.625% 04/30/2029

4.36 4.36
CITY OF MODESTO - COMBINED PORTFOLIO Page 20
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY N/B NOTES 91282CKT7 1,430,000.00 JPM_CHA 100.69 1,439,831.25 (3,128.13) (2,974.73) DTD 05/31/2024 4.500% 05/31/2029

4.46 4.34
US TREASURY N/B NOTES 91282CKT7 4,190,000.00 JPM_CHA 100.69 4,218,806.25 (5,892.19) (5,464.78) DTD 05/31/2024 4.500% 05/31/2029

4.46 4.34
Security Type Sub-Total 234,795,000.00 222,742,853.37 (3,131,779.90) (7,292,064.84) 2.12 4.79 Municipal Bond / Note
CA ST UNIV TXBL REV BONDS 13077DMK5 600,000.00 GOLDMAN 98.38 590,298.00 (9,702.00) (9,702.00) DTD 09/17/2020 0.685% 11/01/2024

0.34 5.58
CA ST DEPT WTR RES WTR SYS TXBL REV 13067WRB0 100,000.00 MORGAN_ 98.01 98,013.00 (1,987.00) (1,987.00) BNDS
DTD 08/06/2020 0.560% 12/01/2024

0.43 5.40
UNIV OF CAL TXBL REV BONDS 91412HGE7 220,000.00 JPM_CHA 04/15/25 96.45 212,192.20 (8,604.20) (7,940.07) DTD 07/16/2020 0.883% 05/15/2025

0.80 5.08
UNIV OF CAL TXBL REV BONDS 91412HGE7 510,000.00 JPM_CHA 04/15/25 96.45 491,900.10 (18,099.90) (18,099.90) DTD 07/16/2020 0.883% 05/15/2025

0.80 5.08
FL ST BOARD OF ADMIN TXBL REV BONDS 341271AD6 505,000.00 MERRILL 95.99 484,764.65 (23,805.70) (20,980.45) DTD 09/16/2020 1.258% 07/01/2025

1.00 5.42
FL ST BOARD OF ADMIN TXBL REV BONDS 341271AD6 1,295,000.00 MERRILL 95.99 1,243,109.35 (51,890.65) (51,890.65) DTD 09/16/2020 1.258% 07/01/2025

1.00 5.42
NJ TURNPIKE AUTHORITY TXBL REV 646140DP5 505,000.00 CITIGRP 94.09 475,129.25 (29,870.75) (29,870.75) BONDS
DTD 02/04/2021 1.047% 01/01/2026

1.49 5.19
Security Type Sub-Total 3,735,000.00 3,595,406.55 (143,960.20) (140,470.82) 0.90 5.35 Federal Agency Commercial Mortgage-Backed Security
FHMS K061 A2 3137BTUM1 2,442,408.84 CITIGRP 96.39 2,354,238.49 (12,989.95) (37,152.94) DTD 01/30/2017 3.347% 11/01/2026

2.13 4.99
FHMS K064 A2 3137BXQY1 4,000,000.00 MORGAN_ 95.76 3,830,272.44 57,147.44 1,263.44 DTD 05/15/2017 3.224% 03/01/2027

2.40 4.92
FHLMC MULTIFAMILY STRUCTURED P 3137F1G44 2,275,000.00 CITIGRP 95.62 2,175,451.12 30,463.82 (810.04) DTD 07/01/2017 3.243% 04/01/2027

2.54 4.95
CITY OF MODESTO - COMBINED PORTFOLIO Page 21
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Federal Agency Commercial Mortgage-Backed Security
FHLMC MULTIFAMILY STRUCTURED P 3137F2LJ3 3,530,000.00 CANT_FI 95.17 3,359,558.57 58,457.01 6,336.55 DTD 08/01/2017 3.117% 06/01/2027

2.65 4.90
FHMS K507 A1 3137HAMR4 3,598,163.27 MERRILL 99.66 3,585,815.42 44,118.14 35,518.25 DTD 09/01/2023 4.800% 04/01/2028

2.98 4.90
FHMS K506 A1 3137HAMG8 1,885,915.36 WELLS_F 99.29 1,872,615.94 14,904.45 10,502.19 DTD 09/01/2023 4.650% 05/01/2028

3.19 4.85
FHMS KJ46 A1 3137HAD45 2,797,666.00 JPM_CHA 99.60 2,786,484.34 (11,111.72) (11,125.15) DTD 07/01/2023 4.777% 06/01/2028

2.68 4.89
FHMS K505 A2 3137HACX2 3,500,000.00 JPM_CHA 99.70 3,489,578.44 (45,379.56) (38,557.05) DTD 07/01/2023 4.819% 06/01/2028

3.45 4.90
FNA 2023-M6 A2 3136BQDE6 3,500,000.00 JPM_CHA 97.26 3,403,989.54 (36,674.52) (47,769.05) DTD 07/01/2023 4.190% 07/01/2028

3.60 4.95
FHMS KJ47 A1 3137HAMN3 2,129,968.51 JPM_CHA 101.16 2,154,578.85 24,621.00 24,619.49 DTD 09/01/2023 5.272% 08/01/2028

2.93 4.96
FHMS K506 A2 3137HAMH6 3,800,000.00 WELLS_F 99.11 3,766,328.50 22,541.90 14,267.50 DTD 09/01/2023 4.650% 08/01/2028

3.59 4.89
FHMS K508 A2 3137HAQ74 3,850,000.00 BMO 99.41 3,827,280.00 61,733.60 50,637.02 DTD 10/01/2023 4.740% 08/01/2028

3.61 4.90
FHMS K509 A2 3137HAST4 2,890,000.00 MORGAN_ 99.81 2,884,369.59 86,511.46 75,194.21 DTD 10/01/2023 4.850% 09/01/2028

3.68 4.90
FHMS K507 A2 3137HAMS2 3,800,000.00 MERRILL 99.64 3,786,309.02 31,730.42 25,452.77 DTD 09/01/2023 4.800% 09/01/2028

3.64 4.90
FHMS K510 A2 3137HB3D4 1,465,000.00 JPM_CHA 100.60 1,473,770.25 13,005.56 12,529.28 DTD 11/01/2023 5.069% 10/01/2028

3.70 4.91
FHMS K511 A2 3137HB3G7 2,125,000.00 MERRILL 99.83 2,121,466.04 2,571.16 1,925.12 DTD 12/01/2023 4.860% 10/01/2028

3.75 4.90
FHMS K512 A2 3137HBCF9 1,935,000.00 JPM_CHA 100.37 1,942,206.40 (10,862.63) (9,092.24) DTD 12/01/2023 5.000% 11/01/2028

3.76 4.90
FHMS K513 A2 3137HBFY5 2,190,000.00 BMO 99.36 2,176,080.89 (35,795.02) (33,950.83) DTD 01/01/2024 4.724% 12/01/2028

3.87 4.88
FHMS K514 A2 3137HBLV4 2,220,000.00 JPM_CHA 98.77 2,192,612.39 (49,585.39) (47,926.45) DTD 02/01/2024 4.572% 12/01/2028

3.84 4.88
FHMS K518 A2 3137HC2L5 2,715,000.00 JPM_CHA 102.06 2,770,895.69 (9,657.99) (6,443.70) DTD 03/01/2024 5.400% 01/01/2029

3.94 4.89
CITY OF MODESTO - COMBINED PORTFOLIO Page 22
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Federal Agency Commercial Mortgage-Backed Security
FHMS K517 A2 3137HC2C5 3,355,000.00 MERRILL 101.89 3,418,478.78 (37,124.25) (31,501.01) DTD 03/01/2024 5.355% 01/01/2029

3.95 4.89
FHMS K515 A2 3137HBPD0 3,750,000.00 WELLS_F 101.97 3,824,024.59 (27,000.41) (20,356.72) DTD 02/01/2024 5.400% 01/01/2029

3.86 4.91
FHMS K516 A2 3137HBPM0 3,750,000.00 MORGAN_ 102.32 3,836,950.28 (25,538.47) (18,899.51) DTD 03/01/2024 5.477% 01/01/2029

3.89 4.90
FHMS K520 A2 3137HCKV3 2,125,000.00 MERRILL 101.32 2,152,998.72 19,373.34 19,641.14 DTD 04/01/2024 5.180% 03/01/2029

4.06 4.86
FHMS K522 A2 3137HDJJ0 3,850,000.00 MORGAN_ 99.86 3,844,535.50 (5,452.95) (5,453.06) DTD 06/01/2024 4.803% 05/01/2029

4.31 4.84
Security Type Sub-Total 73,479,121.98 73,030,889.79 160,006.44 (31,150.79) 3.45 4.90 Federal Agency Bond / Note
FANNIE MAE NOTES 3135G03U5 560,000.00 HSBC 96.41 539,871.36 (22,995.84) (20,603.29) DTD 04/24/2020 0.625% 04/22/2025

0.81 5.21
FANNIE MAE NOTES 3135G04Z3 200,000.00 WELLS_F 95.66 191,310.00 (9,402.00) (8,834.21) DTD 06/19/2020 0.500% 06/17/2025

0.97 5.18
FANNIE MAE NOTES 3135G04Z3 1,075,000.00 NOMURA 95.66 1,028,291.25 (51,750.50) (47,740.02) DTD 06/19/2020 0.500% 06/17/2025

0.97 5.18
FANNIE MAE NOTES 3135G04Z3 1,190,000.00 RBS 95.66 1,138,294.50 (58,928.80) (53,266.69) DTD 06/19/2020 0.500% 06/17/2025

0.97 5.18
FANNIE MAE NOTES 3135G04Z3 3,675,000.00 NOMURA 95.66 3,515,321.25 (152,071.50) (158,214.85) DTD 06/19/2020 0.500% 06/17/2025

0.97 5.18
FANNIE MAE NOTES 3135G04Z3 3,820,000.00 RBS 95.66 3,654,021.00 (182,290.40) (169,315.42) DTD 06/19/2020 0.500% 06/17/2025

0.97 5.18
FREDDIE MAC NOTES 3137EAEU9 2,220,000.00 WELLS_F 95.11 2,111,501.94 (97,442.46) (106,164.50) DTD 07/23/2020 0.375% 07/21/2025

1.06 5.18
FANNIE MAE NOTES 3135G05X7 450,000.00 NOMURA 94.71 426,190.95 (21,289.05) (23,210.07) DTD 08/27/2020 0.375% 08/25/2025

1.15 5.16
FANNIE MAE NOTES 3135G05X7 550,000.00 CITIGRP 94.71 520,900.05 (27,389.45) (28,694.98) DTD 08/27/2020 0.375% 08/25/2025

1.15 5.16
FANNIE MAE NOTES 3135G05X7 2,360,000.00 BARCLAY 94.71 2,235,134.76 (113,820.44) (122,322.03) DTD 08/27/2020 0.375% 08/25/2025

1.15 5.16
CITY OF MODESTO - COMBINED PORTFOLIO Page 23
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Federal Agency Bond / Note
FREDDIE MAC NOTES 3137EAEX3 130,000.00 WELLS_F 94.49 122,832.45 (6,997.25) (7,125.51) DTD 09/25/2020 0.375% 09/23/2025

1.23 5.05
FREDDIE MAC NOTES 3137EAEX3 3,400,000.00 CITIGRP 94.49 3,212,541.00 (177,225.00) (184,939.78) DTD 09/25/2020 0.375% 09/23/2025

1.23 5.05
FANNIE MAE NOTES 3135G06G3 2,040,000.00 NOMURA 94.22 1,922,175.72 (117,049.08) (117,612.59) DTD 11/12/2020 0.500% 11/07/2025

1.35 4.97
FANNIE MAE NOTES 3135G06G3 2,215,000.00 BARCLAY 94.22 2,087,068.25 (120,002.05) (125,780.58) DTD 11/12/2020 0.500% 11/07/2025

1.35 4.97
Security Type Sub-Total 23,885,000.00 22,705,454.48 (1,158,653.82) (1,173,824.52) 1.11 5.12 Corporate Note
PACCAR FINANCIAL CORP CORPORATE 69371RQ66 1,810,000.00 MITSU 97.83 1,770,668.70 (68,345.60) (43,020.98) NOTES
DTD 02/06/2020 1.800% 02/06/2025

0.60 5.53
MASTERCARD INC CORP NOTES 57636QAN4 1,760,000.00 JSEB 02/03/25 97.81 1,721,494.72 (114,730.88) (48,044.47) (CALLABLE)
DTD 12/03/2019 2.000% 03/03/2025

0.59 5.34
AMAZON.COM INC CORPORATE NOTES 023135CE4 3,430,000.00 JPM_CHA 98.13 3,365,989.34 (58,556.96) (62,587.52) DTD 04/13/2022 3.000% 04/13/2025

0.78 5.45
BRISTOL-MYERS SQUIBB CO CORPORATE 110122DN5 2,230,000.00 MERRILL 10/13/25 94.04 2,097,007.26 (113,881.64) (127,027.98) NOTES
DTD 11/13/2020 0.750% 11/13/2025

1.29 5.32
BANK OF NY MELLON CORP (CALLABLE) 06406RAQ0 3,465,000.00 US_BANC 12/28/25 93.31 3,233,146.46 (232,685.14) (232,107.02) CORPOR
DTD 01/28/2021 0.750% 01/28/2026

1.49 5.22
BANK OF AMERICA CORP NOTES 06051GKM0 2,025,000.00 MERRILL 04/02/25 98.27 1,989,945.23 (35,054.77) (35,054.77) (CALLABLE)
DTD 03/22/2022 3.384% 04/02/2026

0.75 4.42
MICROSOFT CORP (CALLABLE) NOTES 594918BR4 3,000,000.00 TD 05/08/26 95.19 2,855,643.00 (177,507.00) (158,975.00) DTD 08/08/2016 2.400% 08/08/2026

1.81 4.83
BANK OF AMERICA NA CORPORATE NOTES 06428CAA2 3,750,000.00 MERRILL 100.63 3,773,478.75 23,778.75 23,691.71 DTD 08/18/2023 5.526% 08/18/2026

2.01 5.21
CITY OF MODESTO - COMBINED PORTFOLIO Page 24
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Corporate Note
MASTERCARD INC CORP NOTES 57636QAG9 2,560,000.00 CSFB 08/21/26 95.45 2,443,496.96 9,397.76 (39,641.92) (CALLABLE)
DTD 11/21/2016 2.950% 11/21/2026

2.09 4.99
JP MORGAN CORP NOTES (CALLABLE) 48125LRU8 850,000.00 CITIGRP 11/08/26 99.90 849,190.80 (35.70) (57.05) DTD 12/08/2023 5.110% 12/08/2026

2.25 5.15
JP MORGAN CORP NOTES (CALLABLE) 48125LRU8 3,500,000.00 JPM_CHA 11/08/26 99.90 3,496,668.00 (3,332.00) (3,332.00) DTD 12/08/2023 5.110% 12/08/2026

2.25 5.15
TARGET CORP CORP NOTES (CALLABLE) 87612EBM7 365,000.00 CITIGRP 12/15/26 93.01 339,475.55 (24,903.95) (25,207.54) DTD 01/24/2022 1.950% 01/15/2027

2.39 4.91
MICROSOFT CORP CORP NOTES 594918BY9 3,000,000.00 GOLDMAN 11/06/26 96.50 2,894,955.00 (19,215.00) (51,153.06) (CALLABLE)
DTD 02/06/2017 3.300% 02/06/2027

2.25 4.75
HOME DEPOT INC CORP NOTES 437076BT8 3,610,000.00 TD 06/14/27 93.46 3,373,938.49 (31,735.51) (94,437.45) (CALLABLE)
DTD 09/14/2017 2.800% 09/14/2027

2.83 5.03
JPMORGAN CHASE CORP NOTES 46647PCW4 1,535,000.00 MERRILL 02/24/27 93.72 1,438,595.86 35,037.91 11,751.57 (CALLABLE)
DTD 02/24/2022 2.947% 02/24/2028

2.54 4.84
WALMART INC CORPORATE NOTES 931142FB4 1,220,000.00 BARCLAY 03/15/28 97.30 1,187,062.44 (30,216.96) (30,838.72) (CALLABLE)
DTD 04/18/2023 3.900% 04/15/2028

3.46 4.68
APPLE INC CORP NOTES CALLABLE 037833ET3 5,200,000.00 HSBC 04/10/28 97.64 5,077,342.40 (139,037.60) (135,283.66) DTD 05/10/2023 4.000% 05/10/2028

3.53 4.67
JOHN DEERE CAPITAL CORP CORPORATE 24422EXB0 495,000.00 SIEBERT 100.02 495,101.97 (6,630.03) (5,329.32) NOTES
DTD 07/14/2023 4.950% 07/14/2028

3.63 4.94
JOHN DEERE CAPITAL CORP CORPORATE 24422EXB0 895,000.00 TD 100.02 895,184.37 (8,506.08) (6,842.36) NOTES
DTD 07/14/2023 4.950% 07/14/2028

3.63 4.94
JOHN DEERE CAPITAL CORP CORPORATE 24422EXB0 1,165,000.00 CITIGRP 100.02 1,165,239.99 1,975.84 1,640.45 NOTES
DTD 07/14/2023 4.950% 07/14/2028

3.63 4.94
CITY OF MODESTO - COMBINED PORTFOLIO Page 25
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Corporate Note
PACCAR FINANCIAL CORP CORPORATE 69371RS64 1,130,000.00 TD 100.18 1,131,997.84 9,082.94 7,853.97 NOTES
DTD 08/10/2023 4.950% 08/10/2028

3.71 4.90
TOYOTA MOTOR CREDIT CORP 89236TLB9 2,800,000.00 MERRILL 101.06 2,829,646.40 34,518.40 33,817.90

CORPORATE NOTES
DTD 09/11/2023 5.250% 09/11/2028

3.77 4.97
CITIBANK NA CORP NOTES (CALLABLE) 17325FBB3 5,650,000.00 CITIGRP 08/29/28 102.70 5,802,408.75 152,408.75 152,408.75 DTD 09/29/2023 5.803% 09/29/2028

3.72 5.09
BLACKROCK FUNDING INC CORPORATE 09290DAA9 365,000.00 CITIGRP 02/14/29 99.51 363,199.46 (1,139.89) (1,174.86)

NOTES (C
DTD 03/14/2024 4.700% 03/14/2029

4.16 4.82
ADOBE INC CORP NOTES (CALLABLE) 00724PAF6 1,295,000.00 TD 03/04/29 100.11 1,296,428.39 (281.01) (207.08) DTD 04/04/2024 4.800% 04/04/2029

4.20 4.77
ADOBE INC CORP NOTES (CALLABLE) 00724PAF6 1,580,000.00 MERRILL 03/04/29 100.11 1,581,742.74 4,096.94 3,996.14 DTD 04/04/2024 4.800% 04/04/2029

4.20 4.77
Security Type Sub-Total 58,685,000.00 57,469,048.87 (795,498.43) (865,162.27) 2.49 5.01 Commercial Paper
LMA AMERICAS LLC COMM PAPER 53944QJG6 11,065,000.00 RBC 98.77 10,928,701.33 172,931.20 (12,284.61) DTD 03/07/2024 0.000% 09/16/2024

0.23 5.76
Security Type Sub-Total 11,065,000.00 10,928,701.33 172,931.20 (12,284.61) 0.23 5.76 Certificate of Deposit
COOPERAT RABOBANK UA/NY CERT DEPOS 21684LGS5 3,500,000.00 RABOBAN 99.63 3,486,994.00 (13,006.00) (13,006.00) DTD 07/20/2023 5.080% 07/17/2026

1.93 5.27
Security Type Sub-Total 3,500,000.00 3,486,994.00 (13,006.00) (13,006.00) 1.93 5.27 Bank Note
WELLS FARGO BANK NA BANK NOTES 94988J6D4 5,635,000.00 WELLS_F 07/07/26 100.14 5,643,001.70 21,356.65 17,433.79 (CALLABLE
DTD 08/09/2023 5.450% 08/07/2026

1.90 5.37
CITY OF MODESTO - COMBINED PORTFOLIO Page 26
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Bank Note
MORGAN STANLEY BANK NA BANK NOTES 61690U8B9 1,360,000.00 MORGAN_ 05/26/27 100.71 1,369,601.60 9,601.60 9,601.60 (CALLA
DTD 05/30/2024 5.504% 05/26/2028

2.72 5.30
MORGAN STANLEY BANK NA BANK NOTES 61690U8B9 2,640,000.00 MORGAN_ 05/26/27 100.71 2,658,638.40 13,068.00 13,213.23 (CALLA
DTD 05/30/2024 5.504% 05/26/2028

2.72 5.30
Security Type Sub-Total 9,635,000.00 9,671,241.70 44,026.25 40,248.62 2.24 5.34 Asset-Backed Security
HART 2021-A A3 44933LAC7 16,407.58 BARCLAY 99.75 16,366.26 (39.59) (40.84) DTD 04/28/2021 0.380% 09/15/2025

0.04 0.59
CARMX 2021-1 A3 14316NAC3 29,695.73 MITSU 99.38 29,512.26 (177.60) (181.72) DTD 01/27/2021 0.340% 12/15/2025

0.10 0.77
TAOT 2021-C A3 89239BAC5 302,288.54 BARCLAY 98.36 297,345.73 (4,918.71) (4,934.17) DTD 09/27/2021 0.430% 01/15/2026

0.27 1.50
CARMX 2021-2 A3 14314QAC8 130,185.75 MERRILL 98.91 128,766.53 (1,391.17) (1,409.74) DTD 04/21/2021 0.520% 02/17/2026

0.18 1.20
HART 2021-C A3 44935FAD6 175,774.79 SMBC 98.26 172,722.21 (3,013.35) (3,036.24) DTD 11/17/2021 0.740% 05/15/2026

0.32 1.68
DCENT 2021-A1 A1 254683CP8 775,000.00 CITIGRP 98.94 766,763.30 (8,070.77) (8,162.97) DTD 09/27/2021 0.580% 09/15/2026

0.21 1.07
CHAIT 2024-A1 A 161571HV9 3,390,000.00 JPM_CHA 98.87 3,351,566.21 (37,917.49) (37,986.30) DTD 01/31/2024 4.600% 01/15/2027

2.34 5.08
CCCIT 2023-A1 A1 17305EGW9 835,000.00 CITIGRP 99.89 834,078.41 (816.88) (830.17) DTD 12/11/2023 5.230% 12/08/2027

1.36 5.27
KCOT 2023-2A A3 500945AC4 890,000.00 JPM_CHA 100.13 891,134.75 1,359.56 1,312.73 DTD 07/26/2023 5.280% 01/18/2028

1.79 5.24
BAAT 2023-1A A3 06428AAC2 1,465,000.00 MERRILL 100.26 1,468,865.40 3,920.92 3,909.68 DTD 07/31/2023 5.530% 02/15/2028

1.37 5.45
HAROT 2023-3 A3 43815QAC1 2,220,000.00 MERRILL 100.13 2,222,781.44 3,239.20 3,151.61 DTD 08/22/2023 5.410% 02/18/2028

1.48 5.37
TAOT 2023-C A3 89231FAD2 690,000.00 BNP_PAR 99.69 687,877.49 (1,966.43) (1,995.78) DTD 08/15/2023 5.160% 04/17/2028

1.51 5.25
CITY OF MODESTO - COMBINED PORTFOLIO Page 27
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Managed Account Fair Market Value & Analytics For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Asset-Backed Security
USAOT 2023-A A3 90291VAC4 3,015,000.00 JPM_CHA 100.20 3,020,947.09 6,474.71 6,394.30 DTD 09/15/2023 5.580% 05/15/2028

1.22 5.52
BAAT 2023-2A A3 06054YAC1 2,925,000.00 MERRILL 100.63 2,943,514.96 18,567.90 18,561.59 DTD 11/21/2023 5.740% 06/15/2028

1.60 5.56
TAOT 2023-D A3 89239FAD4 765,000.00 JPM_CHA 100.81 771,163.07 6,245.54 6,235.81 DTD 11/14/2023 5.540% 08/15/2028

1.84 5.32
FITAT 2023-1 A3 31680EAD3 2,425,000.00 JPM_CHA 100.21 2,430,065.58 5,215.93 5,190.06 DTD 08/23/2023 5.530% 08/15/2028

1.59 5.47
CHAIT 2023-A1 A 161571HT4 3,020,000.00 JPM_CHA 100.08 3,022,382.18 3,219.32 3,100.30 DTD 09/15/2023 5.160% 09/15/2028

2.03 5.14
AMXCA 2023-3 A 02582JKD1 3,090,000.00 CITIGRP 100.37 3,101,387.58 11,525.70 11,506.32 DTD 09/19/2023 5.230% 09/15/2028

2.03 5.13
HART 2023-C A3 44918CAD4 1,130,000.00 BNP_PAR 100.64 1,137,216.18 7,364.77 7,347.85 DTD 11/13/2023 5.540% 10/16/2028

1.86 5.37
BACCT 2023-A2 A2 05522RDH8 1,365,000.00 MERRILL 99.85 1,362,889.57 (1,927.11) (1,945.36) DTD 12/14/2023 4.980% 11/15/2028

2.18 5.02
GMCAR 2024-1 A3 36268GAD7 365,000.00 BARCLAY 99.09 361,664.92 (3,261.68) (3,267.77) DTD 01/17/2024 4.850% 12/18/2028

1.97 5.08
Security Type Sub-Total 29,019,352.39 29,019,011.12 3,632.77 2,919.19 1.69 5.10 Managed Account Sub-Total 447,798,474.37 432,649,601.21 (4,862,301.69) (9,484,796.04) 2.26 4.92 Total Investments $434,762,263.79
$2,112,662.58
$432,649,601.21
Accrued Interest
Securities Sub-Total $447,798,474.37 ($4,862,301.69) ($9,484,796.04) 2.26 4.92% CITY OF MODESTO - COMBINED PORTFOLIO Page 28
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Managed Account Security Transactions & Interest For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method
BUY
06/04/24 JP MORGAN CORP NOTES (CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
06/03/24 48125LRU8 850,000.00 (849,226.50) (21,234.89) (870,461.39) 06/06/24 US TREASURY N/B NOTES
DTD 05/31/2024 4.500% 05/31/2029
06/05/24 91282CKT7 4,190,000.00 (4,224,698.44) (3,090.98) (4,227,789.42) 06/13/24 FHMS K522 A2
DTD 06/01/2024 4.803% 05/01/2029
06/05/24 3137HDJJ0 3,850,000.00 (3,849,988.45) (6,163.85) (3,856,152.30) 06/07/24 US TREASURY N/B NOTES
DTD 05/31/2024 4.500% 05/31/2029
06/06/24 91282CKT7 1,430,000.00 (1,442,959.38) (1,230.74) (1,444,190.12) Transaction Type Sub-Total 10,320,000.00 (10,366,872.77) (31,720.46) (10,398,593.23)

INTEREST
06/01/24 CA ST DEPT WTR RES WTR SYS TXBL

REV BNDS
DTD 08/06/2020 0.560% 12/01/2024
06/01/24 13067WRB0 100,000.00 0.00 280.00 280.00
06/25/24 FHMS K515 A2
DTD 02/01/2024 5.400% 01/01/2029
06/01/24 3137HBPD0 3,750,000.00 0.00 16,875.00 16,875.00 06/25/24 FHMS K518 A2
DTD 03/01/2024 5.400% 01/01/2029
06/01/24 3137HC2L5 2,715,000.00 0.00 12,217.50 12,217.50 06/25/24 FHMS K520 A2
DTD 04/01/2024 5.180% 03/01/2029
06/01/24 3137HCKV3 2,125,000.00 0.00 9,172.92 9,172.92
06/25/24 FHMS K517 A2
DTD 03/01/2024 5.355% 01/01/2029
06/01/24 3137HC2C5 3,355,000.00 0.00 14,971.69 14,971.69 06/25/24 FHLMC MULTIFAMILY STRUCTURED P
DTD 08/01/2017 3.117% 06/01/2027
06/01/24 3137F2LJ3 3,530,000.00 0.00 9,169.18 9,169.18
06/25/24 FHMS K507 A2
DTD 09/01/2023 4.800% 09/01/2028
06/01/24 3137HAMS2 3,800,000.00 0.00 15,200.00 15,200.00 06/25/24 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
06/01/24 3137HAMN3 2,132,502.33 0.00 9,368.79 9,368.79
06/25/24 FHMS K511 A2
DTD 12/01/2023 4.860% 10/01/2028
06/01/24 3137HB3G7 2,125,000.00 0.00 8,606.25 8,606.25
06/25/24 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
06/01/24 3137HAMG8 1,887,387.07 0.00 7,313.62 7,313.62
06/25/24 FHLMC MULTIFAMILY STRUCTURED P
DTD 07/01/2017 3.243% 04/01/2027
06/01/24 3137F1G44 2,275,000.00 0.00 6,148.19 6,148.19
CITY OF MODESTO - COMBINED PORTFOLIO Page 29
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Managed Account Security Transactions & Interest For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method

INTEREST
06/25/24 FHMS K513 A2
DTD 01/01/2024 4.724% 12/01/2028
06/01/24 3137HBFY5 2,190,000.00 0.00 8,621.30 8,621.30
06/25/24 FHMS K508 A2
DTD 10/01/2023 4.740% 08/01/2028
06/01/24 3137HAQ74 3,850,000.00 0.00 15,207.50 15,207.50 06/25/24 FNA 2023-M6 A2
DTD 07/01/2023 4.190% 07/01/2028
06/01/24 3136BQDE6 3,500,000.00 0.00 12,220.83 12,220.83 06/25/24 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
06/01/24 3137HBCF9 1,935,000.00 0.00 8,062.50 8,062.50
06/25/24 FHMS K061 A2
DTD 01/30/2017 3.347% 11/01/2026
06/01/24 3137BTUM1 2,447,076.04 0.00 6,825.30 6,825.30
06/25/24 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
06/01/24 3137HAMR4 3,607,727.44 0.00 14,430.91 14,430.91 06/25/24 FHMS K510 A2
DTD 11/01/2023 5.069% 10/01/2028
06/01/24 3137HB3D4 1,465,000.00 0.00 6,188.40 6,188.40
06/25/24 FHMS K509 A2
DTD 10/01/2023 4.850% 09/01/2028
06/01/24 3137HAST4 2,890,000.00 0.00 11,680.42 11,680.42 06/25/24 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
06/01/24 3137HAD45 2,799,155.82 0.00 11,142.97 11,142.97 06/25/24 FHMS K505 A2
DTD 07/01/2023 4.819% 06/01/2028
06/01/24 3137HACX2 3,500,000.00 0.00 14,055.42 14,055.42 06/25/24 FHMS K516 A2
DTD 03/01/2024 5.477% 01/01/2029
06/01/24 3137HBPM0 3,750,000.00 0.00 17,115.63 17,115.63 06/25/24 FHMS K064 A2
DTD 05/15/2017 3.224% 03/01/2027
06/01/24 3137BXQY1 4,000,000.00 0.00 10,746.67 10,746.67 06/25/24 FHMS K514 A2
DTD 02/01/2024 4.572% 12/01/2028
06/01/24 3137HBLV4 2,220,000.00 0.00 8,458.20 8,458.20
06/25/24 FHMS K506 A2
DTD 09/01/2023 4.650% 08/01/2028
06/01/24 3137HAMH6 3,800,000.00 0.00 14,725.00 14,725.00 06/03/24 06/03/24 MONEY MARKET FUND MONEY0002 0.00 0.00 1,563.31 1,563.31 06/08/24 CCCIT 2023-A1 A1
DTD 12/11/2023 5.230% 12/08/2027
06/08/24 17305EGW9 835,000.00 0.00 21,471.33 21,471.33
06/08/24 JP MORGAN CORP NOTES (CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
06/08/24 48125LRU8 4,350,000.00 0.00 111,142.50 111,142.50 CITY OF MODESTO - COMBINED PORTFOLIO Page 30
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Managed Account Security Transactions & Interest For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method

INTEREST
06/15/24 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
06/15/24 06428AAC2 1,465,000.00 0.00 6,751.21 6,751.21
06/15/24 BACCT 2023-A2 A2
DTD 12/14/2023 4.980% 11/15/2028
06/15/24 05522RDH8 1,365,000.00 0.00 5,664.75 5,664.75
06/15/24 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
06/15/24 06054YAC1 2,925,000.00 0.00 13,991.25 13,991.25 06/15/24 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
06/15/24 90291VAC4 3,015,000.00 0.00 14,019.75 14,019.75 06/15/24 HART 2021-C A3
DTD 11/17/2021 0.740% 05/15/2026
06/15/24 44935FAD6 198,922.60 0.00 122.67 122.67
06/15/24 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
06/15/24 31680EAD3 2,425,000.00 0.00 11,175.21 11,175.21 06/15/24 CHAIT 2023-A1 A
DTD 09/15/2023 5.160% 09/15/2028
06/15/24 161571HT4 3,020,000.00 0.00 12,986.00 12,986.00 06/15/24 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
06/15/24 44918CAD4 1,130,000.00 0.00 5,216.83 5,216.83
06/15/24 CARMX 2021-1 A3
DTD 01/27/2021 0.340% 12/15/2025
06/15/24 14316NAC3 42,001.85 0.00 11.90 11.90
06/15/24 TAOT 2021-C A3
DTD 09/27/2021 0.430% 01/15/2026
06/15/24 89239BAC5 345,933.57 0.00 123.96 123.96
06/15/24 KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
06/15/24 500945AC4 890,000.00 0.00 3,916.00 3,916.00
06/15/24 CARMX 2021-2 A3
DTD 04/21/2021 0.520% 02/17/2026
06/15/24 14314QAC8 158,188.36 0.00 68.55 68.55
06/15/24 HART 2021-A A3
DTD 04/28/2021 0.380% 09/15/2025
06/15/24 44933LAC7 37,275.56 0.00 11.80 11.80
06/15/24 AMXCA 2023-3 A
DTD 09/19/2023 5.230% 09/15/2028
06/15/24 02582JKD1 3,090,000.00 0.00 13,467.25 13,467.25 06/15/24 CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/15/2027
06/15/24 161571HV9 3,390,000.00 0.00 12,995.00 12,995.00 06/15/24 DCENT 2021-A1 A1
DTD 09/27/2021 0.580% 09/15/2026
06/15/24 254683CP8 775,000.00 0.00 374.58 374.58
06/15/24 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
06/15/24 89231FAD2 690,000.00 0.00 2,967.00 2,967.00
CITY OF MODESTO - COMBINED PORTFOLIO Page 31
#12..
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Managed Account Security Transactions & Interest For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method

INTEREST
06/15/24 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
06/15/24 89239FAD4 765,000.00 0.00 3,531.75 3,531.75
06/16/24 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
06/16/24 36268GAD7 365,000.00 0.00 1,475.21 1,475.21
06/17/24 FANNIE MAE NOTES
DTD 06/19/2020 0.500% 06/17/2025
06/17/24 3135G04Z3 9,960,000.00 0.00 24,900.00 24,900.00 06/18/24 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
06/18/24 43815QAC1 2,220,000.00 0.00 10,008.50 10,008.50 06/21/24 HAROT 2021-1 A3
DTD 02/24/2021 0.270% 04/21/2025
06/21/24 43813GAC5 1,308.29 0.00 0.29 0.29
06/30/24 US TREASURY NOTES
DTD 12/31/2022 3.875% 12/31/2027
06/30/24 91282CGC9 4,250,000.00 0.00 82,343.75 82,343.75 06/30/24 US TREASURY NOTES
DTD 07/02/2018 2.750% 06/30/2025
06/30/24 912828XZ8 4,230,000.00 0.00 58,162.50 58,162.50 06/30/24 US TREASURY NOTES
DTD 12/31/2020 0.375% 12/31/2025
06/30/24 91282CBC4 5,275,000.00 0.00 9,890.63 9,890.63
06/30/24 US TREASURY NOTES
DTD 06/30/2020 0.500% 06/30/2027
06/30/24 912828ZV5 5,545,000.00 0.00 13,862.50 13,862.50 Transaction Type Sub-Total 132,507,478.93 0.00 711,020.17 711,020.17

MATURITY
06/01/24 JPMORGAN CHASE CORP NOTES
(CALLED, OMD 6
DTD 06/01/2021 0.824% 06/01/2024
06/01/24 46647PCH7 865,000.00 865,000.00 3,563.80 868,563.80 0.00 0.00 Transaction Type Sub-Total 865,000.00 865,000.00 3,563.80 868,563.80 0.00 0.00

PAYDOWNS
06/25/24 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
06/01/24 3137HAD45 1,489.82 1,489.82 0.00 1,489.82 0.04 0.00 06/25/24 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
06/01/24 3137HAMG8 1,471.71 1,471.71 0.00 1,471.71 22.01 0.00 06/25/24 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
06/01/24 3137HAMN3 2,533.82 2,533.82 0.00 2,533.82 0.01 0.00 CITY OF MODESTO - COMBINED PORTFOLIO Page 32
#12..
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Managed Account Security Transactions & Interest For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method

PAYDOWNS
06/25/24 FHMS K061 A2
DTD 01/30/2017 3.347% 11/01/2026
06/01/24 3137BTUM1 4,667.20 4,667.20 0.00 4,667.20 143.66 0.00 06/25/24 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
06/01/24 3137HAMR4 9,564.17 9,564.17 0.00 9,564.17 150.09 0.00 06/15/24 HART 2021-C A3
DTD 11/17/2021 0.740% 05/15/2026
06/15/24 44935FAD6 23,147.81 23,147.81 0.00 23,147.81 5.17 0.00 06/15/24 CARMX 2021-2 A3
DTD 04/21/2021 0.520% 02/17/2026
06/15/24 14314QAC8 28,002.61 28,002.61 0.00 28,002.61 6.03 0.00 06/15/24 CARMX 2021-1 A3
DTD 01/27/2021 0.340% 12/15/2025
06/15/24 14316NAC3 12,306.12 12,306.12 0.00 12,306.12 2.43 0.00 06/15/24 TAOT 2021-C A3
DTD 09/27/2021 0.430% 01/15/2026
06/15/24 89239BAC5 43,645.03 43,645.03 0.00 43,645.03 3.48 0.00 06/15/24 HART 2021-A A3
DTD 04/28/2021 0.380% 09/15/2025
06/15/24 44933LAC7 20,867.98 20,867.98 0.00 20,867.98 2.19 0.00 06/21/24 HAROT 2021-1 A3
DTD 02/24/2021 0.270% 04/21/2025
06/21/24 43813GAC5 1,308.29 1,308.29 0.00 1,308.29 0.02 0.00 Transaction Type Sub-Total 149,004.56 149,004.56 0.00 149,004.56 335.13 0.00 SELL
06/05/24 LOS ANGELES CCD, CA TXBL GO BONDS
DTD 11/10/2020 0.773% 08/01/2025
06/05/24 54438CYK2 925,000.00 886,890.00 2,462.86 889,352.86 (38,110.00) (38,110.00) FIFO 06/06/24 US TREASURY NOTES
DTD 02/15/2022 1.500% 02/15/2025
06/05/24 91282CDZ1 240,000.00 233,925.00 1,107.69 235,032.69 6,112.50 (728.50) FIFO 06/06/24 FREDDIE MAC NOTES
DTD 02/14/2020 1.500% 02/12/2025
06/05/24 3137EAEP0 640,000.00 623,872.00 3,040.00 626,912.00 (25,804.80) (17,469.18) FIFO 06/06/24 FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
06/05/24 3135G03U5 1,140,000.00 1,095,859.20 870.83 1,096,730.03 (44,984.40) (44,289.62) FIFO 06/06/24 FEDERAL HOME LOAN BANK NOTES
DTD 04/16/2020 0.500% 04/14/2025
06/05/24 3130AJHU6 2,370,000.00 2,277,972.90 1,711.67 2,279,684.57 (80,271.90) (90,016.34) FIFO 06/13/24 FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
06/12/24 3135G03U5 1,350,000.00 1,299,240.00 1,195.31 1,300,435.31 (57,672.00) (51,974.06) FIFO 06/13/24 FANNIE MAE NOTES
DTD 04/24/2020 0.625% 04/22/2025
06/12/24 3135G03U5 2,030,000.00 1,953,672.00 1,797.40 1,955,469.40 (77,830.20) (76,587.20) FIFO CITY OF MODESTO - COMBINED PORTFOLIO Page 33
#12..
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Managed Account Security Transactions & Interest For the Month Ending June 30, 2024 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method
SELL
06/13/24 MD ST TXBL GO BONDS
DTD 08/05/2020 0.510% 08/01/2024
06/12/24 574193TQ1 620,000.00 615,771.60 1,159.40 616,931.00 (4,054.80) (4,222.56) FIFO Transaction Type Sub-Total 9,315,000.00 8,987,202.70 13,345.16 9,000,547.86 (322,615.60) (323,397.46) Managed Account Sub-Total (365,665.51) 696,208.67 330,543.16 (322,280.47) (323,397.46) Total Security Transactions ($365,665.51) $696,208.67 $330,543.16 ($322,280.47) ($323,397.46) CITY OF MODESTO - COMBINED PORTFOLIO Page 34
#12..
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Attachment 3
City of Modesto Combined Yields
Month
Ending
Combined
Yield
CAMP
Balance
CAMP Monthly
Distribution Yields
Long Term
Amortized Cost
Balance
Long Term
Portfolio Yield
Short Term
Amortized Cost
Balance
Short Term
Portfolio Yield
7/31/2022 1.66% 46,186,072.35 1.64% 354,553,148.20 1.66% 39,928,141.66 1.66% 8/31/2022 1.79% 46,276,184.59 2.30% 356,564,454.56 1.69% 39,858,625.00 2.14% 9/30/2022 1.95% 46,375,593.86 2.61% 356,228,719.05 1.71% 39,880,797.64 3.34% 10/31/2022 2.03% 46,499,174.80 3.14% 357,511,536.00 1.74% 39,981,172.30 3.34% 11/30/2022 2.18% 46,648,406.54 3.90% 357,994,150.30 1.78% 40,170,337.16 3.76% 12/31/2022 2.29% 46,818,929.81 4.30% 357,777,379.76 1.84% 40,298,306.29 3.93% 1/31/2023 2.48% 46,999,023.63 4.53% 358,294,563.63 1.95% 40,452,260.96 4.84% 2/28/2023 2.51% 47,169,689.38 4.73% 358,174,068.29 1.94% 40,550,744.43 4.97% 3/31/2023 2.57% 47,361,889.08 4.80% 359,784,568.86 2.01% 40,708,200.79 4.97% 4/30/2023 2.58% 47,555,527.53 4.97% 357,043,234.53 1.99% 40,860,577.92 4.97% 5/31/2023 2.71% 47,763,982.55 5.16% 360,186,419.97 2.10% 41,114,697.00 5.21% 6/30/2023 2.75% 47,969,832.62 5.24% 360,251,679.25 2.14% 41,289,235.20 5.21% 7/31/2023 2.94% 48,186,346.94 5.31% 360,659,807.46 2.35% 41,419,189.81 5.28% 8/31/2023 3.14% 48,412,208.12 5.52% 392,278,686.76 2.60% 41,598,139.19 5.44% 9/30/2023 3.36% 48,632,969.13 5.55% 392,056,693.34 2.85% 41,767,569.64 5.55% 10/31/2023 3.40% 48,862,493.00 5.56% 393,319,562.86 2.89% 41,829,190.02 5.63% 11/30/2023 3.46% 49,086,612.73 5.58% 396,095,890.19 2.97% 41,987,235.92 5.60% 12/31/2023 3.51% 49,318,080.86 5.55% 393,872,751.60 3.03% 42,137,084.04 5.60% 1/31/2024 3.54% 49,549,288.20 5.54% 395,563,681.33 3.07% 42,286,932.15 5.60% 2/29/2024 3.57% 49,765,331.51 5.50% 400,022,027.47 3.13% 42,269,831.92 5.45% 3/31/2024 3.59% 49,996,308.29 5.48% 397,576,602.33 3.16% 42,372,823.25 5.35% 4/30/2024 3.61% 50,219,345.80 5.44% 398,650,446.11 3.19% 42,473,217.00 5.35% 5/31/2024 3.68% 50,450,429.25 5.43% 399,100,250.21 3.29% 42,706,970.79 5.27% 6/30/2024 3.76% 50,674,988.39 5.43% 399,326,031.56 3.39% 42,808,365.69 5.27% Notes:

1. Long and Short Term Portfolio AC Balance is the amortized cost value of the separately managed portfolios.

2. Long and Short Term Portfolio Yields are the separately managed portfolios yield at costs. #12..
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Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected Earnings
Rate to June 30,
2025
Expected
Earnings to June
30, 2025
Main Portfolio
Federal Agency
FNMA 560,000 4/22/2025 5.210% 1 2,355 1.18% 6,595
FNMA 3,675,000 6/17/2025 5.180% 1 19,211 0.66% 24,423
FNMA 200,000 6/17/2025 5.180% 1 818 0.55% 1,102
FNMA 1,075,000 6/17/2025 5.180% 1 4,138 0.53% 5,663
FNMA 3,820,000 6/17/2025 5.180% 1 15,037 0.54% 20,454
FNMA 1,190,000 6/17/2025 5.180% 1 4,159 0.49% 5,846
FNMA 2,220,000 7/21/2025 5.180% 1 11,176 0.48% 10,568
FHLMC 2,360,000 8/25/2025 5.160% 1 12,792 0.47% 11,090
FNMA 550,000 8/25/2025 5.160% 1 2,790 0.44% 2,419
FNMA 450,000 8/25/2025 5.160% 1 2,555 0.49% 2,215
FHLMC 3,400,000 9/23/2025 5.050% 1 18,276 0.44% 14,824
FHLMC 130,000 9/23/2025 5.050% 1 644 0.40% 522
FNMA 2,215,000 11/7/2025 4.970% 1 17,210 0.57% 12,691
FNMA 2,040,000 11/7/2025 4.970% 1 14,048 0.51% 10,359
Federal Agency CMBS
FHLMC 2,442,409 11/1/2026 4.990% 2 246,435 4.31% 105,327 FHLMC 4,000,000 3/1/2027 4.920% 3 531,193 4.98% 199,061 FHLMC 2,275,000 4/1/2027 4.950% 3 311,414 4.97% 113,101 FHLMC 3,530,000 6/1/2027 4.900% 3 516,059 5.01% 176,700 FHLMC 3,598,163 4/1/2028 4.900% 4 701,600 5.19% 186,786 FHLMC 1,885,915 5/1/2028 4.850% 4 362,850 5.01% 94,533
FHLMC 3,500,000 6/1/2028 4.900% 4 630,200 4.59% 160,631 FHLMC 2,797,666 6/1/2028 4.890% 4 524,387 4.78% 133,660 FHLMC 3,500,000 7/1/2028 4.950% 4 641,448 4.58% 160,143 FHLMC 3,800,000 8/1/2028 4.890% 4 775,958 4.99% 189,702 FHLMC 3,850,000 8/1/2028 4.900% 4 828,277 5.26% 202,492 FHLMC 2,129,969 8/1/2028 4.960% 4 459,330 5.27% 112,294 FHLMC 3,800,000 9/1/2028 4.900% 4 805,183 5.07% 192,842 FHLMC 2,890,000 9/1/2028 4.900% 4 676,242 5.60% 161,961 FHLMC 1,465,000 10/1/2028 4.910% 4 320,368 5.14% 75,247 FHLMC 2,125,000 10/1/2028 4.900% 4 445,769 4.93% 104,701 FHLMC 1,935,000 11/1/2028 4.900% 4 402,017 4.78% 92,578 FHLMC 2,190,000 12/1/2028 4.880% 4 435,592 4.50% 98,447 FHLMC 2,220,000 12/1/2028 4.880% 4 426,447 4.34% 96,380 FHLMC 3,355,000 1/1/2029 4.890% 5 704,508 4.66% 156,224 FNMA 2,715,000 1/1/2029 4.890% 5 591,517 4.83% 131,169
FHLMC 3,750,000 1/1/2029 4.900% 5 808,114 4.78% 179,199 FHLMC 3,750,000 1/1/2029 4.910% 5 807,891 4.78% 179,150 FHLMC 2,125,000 3/1/2029 4.860% 5 504,771 5.09% 108,059 FHLMC 3,850,000 5/1/2029 4.840% 5 894,700 4.80% 184,918 U.S. Treasury
U.S. Treasury 10,645,000 7/31/2024 5.330% 0 48,034 4.30% 458,164 U.S. Treasury 10,535,000 10/31/2024 5.380% 0 184,913 4.49% 473,211 U.S. Treasury 11,015,000 5/15/2025 5.190% 1 495,587 5.00% 551,023 U.S. Treasury 4,230,000 6/30/2025 5.140% 1 115,594 2.73% 115,594 U.S. Treasury 4,340,000 8/31/2025 5.070% 1 26,805 0.53% 22,913 U.S. Treasury 4,635,000 8/31/2025 5.070% 1 148,630 2.74% 127,049 U.S. Treasury 4,550,000 9/30/2025 5.020% 1 38,188 0.67% 30,500 U.S. Treasury 1,100,000 9/30/2025 5.020% 1 11,074 0.80% 8,845 U.S. Treasury 5,010,000 10/31/2025 4.990% 1 51,777 0.77% 38,727 U.S. Treasury 6,930,000 10/31/2025 4.990% 1 72,247 0.78% 54,038 U.S. Treasury 4,250,000 11/30/2025 4.960% 1 64,244 1.07% 45,269 U.S. Treasury 4,635,000 11/30/2025 4.960% 1 181,131 2.75% 127,631 U.S. Treasury 1,040,000 12/31/2025 4.920% 2 7,096 0.45% 4,718 U.S. Treasury 500,000 12/31/2025 4.920% 2 3,251 0.43% 2,161 U.S. Treasury 3,735,000 12/31/2025 4.920% 2 49,873 0.89% 33,158 U.S. Treasury 2,400,000 1/31/2026 4.900% 2 30,681 0.80% 19,308 U.S. Treasury 5,775,000 1/31/2026 4.900% 2 116,767 1.27% 73,482 U.S. Treasury 5,000,000 1/31/2026 4.900% 2 147,319 1.85% 92,709 U.S. Treasury 7,980,000 1/31/2026 4.900% 2 374,070 2.95% 235,406 U.S. Treasury 3,210,000 2/28/2026 4.870% 2 37,553 0.70% 22,544 U.S. Treasury 6,000,000 2/28/2026 4.860% 2 115,415 1.15% 69,287 U.S. Treasury 4,645,000 2/28/2026 4.860% 2 213,404 2.76% 128,113 U.S. Treasury 4,925,000 3/31/2026 4.810% 2 74,970 0.87% 42,823 U.S. Treasury 2,480,000 3/31/2026 4.810% 2 32,941 0.76% 18,816 U.S. Treasury 1,405,000 5/31/2026 4.760% 2 23,398 0.87% 12,201 U.S. Treasury 4,615,000 5/31/2026 4.760% 2 244,369 2.76% 127,421 U.S. Treasury 4,800,000 5/31/2026 4.760% 2 275,466 2.99% 143,636 U.S. Treasury 4,640,000 8/31/2026 4.690% 2 276,887 2.75% 127,606 U.S. Treasury 4,310,000 9/30/2026 4.640% 2 268,665 2.77% 119,298 U.S. Treasury 4,545,000 11/15/2026 4.650% 2 325,211 3.01% 136,753 U.S. Treasury 9,220,000 2/15/2027 4.590% 3 691,747 2.85% 263,008 U.S. Treasury 910,000 3/31/2027 4.540% 3 100,990 4.03% 36,714 U.S. Treasury 6,480,000 4/30/2027 4.540% 3 535,667 2.92% 189,089 U.S. Treasury 5,545,000 6/30/2027 4.520% 3 497,804 2.99% 165,935 U.S. Treasury 1,200,000 8/15/2027 4.520% 3 123,923 3.30% 39,642 U.S. Treasury 2,985,000 8/15/2027 4.520% 3 317,283 3.40% 101,497 U.S. Treasury 5,380,000 9/30/2027 4.500% 3 747,612 4.27% 229,889 U.S. Treasury 8,775,000 10/31/2027 4.490% 3 1,145,276 3.91% 343,207 U.S. Treasury 2,715,000 10/31/2027 4.490% 3 345,199 3.81% 103,446 U.S. Treasury 3,160,000 10/31/2027 4.490% 3 382,599 3.63% 114,654 U.S. Treasury 4,250,000 12/31/2027 4.470% 4 562,744 3.78% 160,595 U.S. Treasury 2,220,000 1/31/2028 4.460% 4 280,247 3.52% 78,084 U.S. Treasury 3,450,000 1/31/2028 4.480% 4 453,444 3.66% 126,341 U.S. Treasury 2,825,000 2/29/2028 4.460% 4 440,376 4.25% 120,043 U.S. Treasury 2,970,000 2/29/2028 4.460% 4 467,885 4.29% 127,541 U.S. Treasury 2,555,000 3/31/2028 4.450% 4 334,836 3.49% 89,208 U.S. Treasury 2,675,000 3/31/2028 4.450% 4 366,286 3.65% 97,587 U.S. Treasury 2,810,000 4/30/2028 4.440% 4 388,276 3.60% 101,229 U.S. Treasury 6,530,000 4/30/2028 4.440% 4 851,474 3.40% 221,991 U.S. Treasury 3,450,000 3/31/2029 4.360% 5 717,454 4.37% 150,934 U.S. Treasury 5,190,000 4/30/2029 4.360% 5 1,147,638 4.57% 237,330 U.S. Treasury 4,190,000 5/31/2029 4.340% 5 889,329 4.31% 180,738 U.S. Treasury 1,430,000 5/31/2029 4.340% 5 302,280 4.30% 61,432 Commercial Paper
LMA Americas LLC 11,065,000 9/16/2024 5.760% 0 127,466 4.43% 490,056 Earnings to
Maturity
June 30, 2024
#12..
- 785 -
Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected Earnings
Rate to June 30,
2025
Expected
Earnings to June
30, 2025
Earnings to
Maturity
June 30, 2024
Negotiable CD
Rabobank Nederland 3,500,000 7/17/2026 5.270% 2 363,894 5.08% 177,807 Corporate Note
Home Depot Inc 1,810,000 2/6/2025 5.530% 1 15,869 2.48% 44,806 Deere & Company 1,760,000 3/3/2025 5.340% 1 12,767 2.04% 35,922 Amazon.Com Inc 3,430,000 4/13/2025 5.450% 1 82,417 3.26% 111,815 Bank Of America Co 2,230,000 11/13/2025 5.320% 1 29,080 0.95% 21,186 Bank Of America Co 3,465,000 1/28/2026 5.220% 2 40,812 0.75% 25,817 The Bank Of New York Mellon Corporation 2,025,000 4/2/2026 4.420% 2 120,335 3.38% 68,522 Adobe 5,635,000 8/7/2026 5.370% 2 656,520 5.54% 312,018 Microsoft Corp 3,000,000 8/8/2026 4.830% 2 135,158 2.14% 64,152 Wells Fargo & Company 3,750,000 8/18/2026 5.210% 2 442,504 5.53% 207,335 JPMorgan Chase & Co 2,560,000 11/21/2026 4.990% 2 265,360 4.33% 110,820 Wal-Mart Stores Inc 3,500,000 12/8/2026 5.150% 2 436,590 5.11% 178,850 Apple Inc 850,000 12/8/2026 5.150% 2 106,840 5.15% 43,767 Blackrock Inc. 365,000 1/15/2027 4.910% 3 18,451 1.99% 7,249 Citigroup Inc 3,000,000 2/6/2027 4.750% 3 317,113 4.06% 121,710 Morgan Stanley 3,610,000 9/14/2027 5.030% 3 481,562 4.16% 150,102 Toyota Motor Corp 1,535,000 2/24/2028 4.840% 4 287,827 5.13% 78,753 Adobe 1,220,000 4/15/2028 4.680% 4 182,853 3.95% 48,189 Bristol-Myers Squibb Co 5,200,000 5/10/2028 4.670% 4 789,350 3.93% 204,335 Morgan Stanley 1,360,000 5/26/2028 5.300% 4 292,445 5.50% 74,854 Deere & Company 2,640,000 5/26/2028 5.300% 4 561,540 5.44% 143,732 JPMorgan Chase & Co 1,165,000 7/14/2028 4.940% 4 234,642 4.98% 58,064 JPMorgan Chase & Co 495,000 7/14/2028 4.940% 4 92,858 4.64% 22,978 Target Corp 895,000 7/14/2028 4.940% 4 171,041 4.73% 42,325 Deere & Company 1,130,000 8/10/2028 4.900% 4 236,872 5.09% 57,562 Paccar Financial Corp 2,800,000 9/11/2028 4.970% 4 622,517 5.29% 148,122 Mastercard Inc 5,650,000 9/29/2028 5.090% 4 1,394,119 5.80% 327,870 Microsoft Corp 365,000 3/14/2029 4.820% 5 81,452 4.74% 17,305 Paccar Financial Corp 1,580,000 4/4/2029 4.770% 5 363,883 4.83% 76,376 Mastercard Inc 1,295,000 4/4/2029 4.770% 5 294,303 4.77% 61,772 Asset-Backed Securities
American Express Co 16,408 9/15/2025 0.590% 1 76 0.38% 63 Discover Card Execution Note Trust 29,696 12/15/2025 0.770% 1 149 0.34% 102 Fifth Third Auto Trust 302,289 1/15/2026 1.500% 2 2,017 0.43% 1,305 Hyundai Auto Receivables 130,186 2/17/2026 1.200% 2 1,117 0.52% 683 Gm Financial Securitized Term 175,775 5/15/2026 1.680% 2 2,454 0.75% 1,310 Bank of America Auto Trust 775,000 9/15/2026 1.070% 2 10,013 0.58% 4,529 Citigroup Inc 3,390,000 1/15/2027 5.080% 3 397,376 4.61% 156,127 Kubota Credit Owners Trust 835,000 12/8/2027 5.270% 3 150,376 5.23% 43,700 Honda Auto Receivables 890,000 1/18/2028 5.240% 4 167,182 5.29% 47,048 Carmax Auto Owner Trust 1,465,000 2/15/2028 5.450% 4 294,148 5.53% 81,029 Hyundai Auto Receivables 2,220,000 2/18/2028 5.370% 4 437,395 5.42% 120,218 Toyota Motor Corp 690,000 4/17/2028 5.250% 4 135,439 5.17% 35,642 Bank Of America Co 3,015,000 5/15/2028 5.520% 4 652,705 5.58% 168,366 Toyota Motor Corp 2,925,000 6/15/2028 5.560% 4 665,193 5.74% 167,908 Toyota Motor Corp 765,000 8/15/2028 5.320% 4 175,063 5.54% 42,401 Chase Issurance 2,425,000 8/15/2028 5.470% 4 553,826 5.53% 134,138 Hyundai Auto Receivables 3,090,000 9/15/2028 5.130% 4 681,096 5.23% 161,639 Chase Issurance 3,020,000 9/15/2028 5.140% 4 657,431 5.17% 156,022 Bank of America Auto Trust 1,130,000 10/16/2028 5.370% 4 269,251 5.54% 62,637 Carmax Auto Owner Trust 1,365,000 11/15/2028 5.020% 4 297,980 4.98% 68,019 USAA Owners Trust 365,000 12/18/2028 5.080% 4 79,227 4.85% 17,719 Municipal Securities
State Of California 600,000 11/1/2024 5.580% 0 1,396 2.96% 17,745 California State University 100,000 12/1/2024 5.400% 0 236 2.61% 2,608 Florida State Board of Administration Finance 510,000 5/15/2025 5.080% 1 3,936 1.28% 6,503 New Jersey Turnpike Authority 220,000 5/15/2025 5.080% 1 1,551 1.21% 2,658 University Of California 1,295,000 7/1/2025 5.420% 1 16,337 1.26% 16,292 Florida State Board of Administration Finance 505,000 7/1/2025 5.420% 1 5,602 1.11% 5,586 University Of California 505,000 1/1/2026 5.190% 2 7,968 1.05% 5,288 Overnight Investments 50,674,988 Varies Varies 4.82% 2,441,452 Totals (Main Portfolio) 499,033,463 45,550,741 3.61% 18,036,114 Notes:

1. Earnings projections are based on stated par value, future market expectations and current investment positions.

2. Earnings on overnight investments are based on the investment balances and the Fed Funds Futures rates.

3. Callable securities priced above par are considered to be called on their next call date. #12..
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Attachment 5
Issue Name / Type Trustee Bank Investment Total Amount Fair Market Value Difference
Instl Res Tre and Agny Cash Adv6541 $150,775.83 $150,775.83 $0.00 Financial Guaranty Insurance Pol $1.00 $1.00 $0.00
CAMP $2,107,327.52 $2,107,327.52 $0.00
Total $2,258,104.35 $2,258,104.35 $0.00
Instl Res Tre and Agny Cash Adv6541 $193,247.11 $193,247.11 $0.00 CAMP $5,213,279.31 $5,213,279.31 $0.00
Total $5,406,526.42 $5,406,526.42 $0.00
2018 Wastewater Refunding Bank of New York Fidelity Inv MM Trsy Only $1,149.72 $1,149.72 $0.00 Fairview Village Refunding US Bank First American Treasury Obligation Fund $205,758.38 $205,758.38 $0.00 Blackrock Federal Fund Instl 30 $1,506.41 $1,506.41 $0.00 CAMP $2,984,751.72 $2,984,904.04 $152.32
Total $2,986,258.13 $2,986,410.45 $152.32
Other Post Employment Benefits Section 115
Trust PARS HighMark Plus Moderate $1,646,883.16 $1,646,883.16 $0.00 Pension Section 115 Trust PARS HighMark Plus Moderately Conservative $2,863,726.73 $2,863,726.73 $0.00 Athens Administrators (New Third Party
Administrator - Worker's Compensation) Wells Fargo Bank $523,667.93 $523,667.93 $0.00 George Hills Company - General Liability Claims
Administration Services California Bank & Trust $79,639.80 $79,639.80 $0.00 Kemper Sports Management Inc. BMO Harris Bank Business Money Market $204,607.36 $204,607.36 $0.00 Stanislaus Community Foundation Modesto Commerce Bank Charles Schwab $792,819.38 $792,819.38 $0.00 Third-Party Construction Contract Retention California Bank of Commerce $2,244,414.26 $2,244,414.26 $0.00
Umpqua Bank $998,891.65 $998,891.65 $0.00
Village One #2 Refunding Bank of New York
Cash with Fiscal Agent Investments
As of June 30, 2024
2008 Water Refunding COP Bank of New York
2008 Lease Revenue Bonds Bank of New York
#12..
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Finance CommitteeAugust 26, 2024

Finance Committee
August 26, 2024