FISCAL IMPACT:
In April, the approximate yield of the City’s combined investments was 4.09% (see attachment 3) on a weighted average. For the portfolio of securities alone, the yield to maturity on cost was
4.01%. For comparative purposes, the yields (as of April 30, 2025) of other investments commonly used by public agencies are listed below:
Local Agency Investment Fund: 4.28%
1-Year U.S. Treasury Note: 3.93%
2-Year U.S. Treasury Note: 3.62%
The Portfolio maintains sufficient liquidity to meet the City's projected expenditure requirements for at least the next six months.
COMMITTEE RECOMMENDATION:
Because this item is being presented as informational to share the monthly Investment Report and activity to Council and the public, it is not required to be presented to a Council Committee.
CEQA/NEPA REQUIREMENTS:
N/A
RECOMMENDED COUNCIL ACTION:
Staff Recommendations:
Motion accepting the Monthly Investment Report for April 2025.
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 $44,200,321
Federal Agency CMO 28 $85,171,542
U.S. Treasury 50 $251,431,242
Negotiable CD 1 $3,554,824
Corporate Note 32 $70,537,711
Asset-Backed 17 $31,520,712
Municipal 5 $3,013,561
Total Invested 134 $489,429,913
Sector Allocation
April 30, 2025 versus March 31, 2025
Sector April 30, 2025 March 31, 2025 Change in Allocation Permitted by Policy
U.S. Treasury 51.4% 51.4% 0.0% 100%
Federal Agency CMO 17.4% 17.4% 0.0% 100%
Negotiable CD 0.7% 0.7% 0.0% 30%
Corporate Note 14.4% 14.2% 0.2% 30%
Asset-Backed 6.4% 6.5% -0.1% 20%
Municipal 0.6% 0.6% 0.0% 100%
CAMP 9.0% 9.1% -0.1% 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
Market volatility increased in April to levels last seen at the onset of the pandemic as initial tariff announcements far exceeded market expectations. As of April 30, 2025, even after some tariffs were paused for 90 days, a blanket 10% rate for most countries remained in effect, as did 25% tariffs on steel, aluminum, autos, and imports from Canada and Mexico not covered by the USMCA, along with 145% tariffs on China, with a few exclusions. The effective tariff rate ended the month at the highest level in over 100 years. The Federal Reserve (Fed) continued to follow a wait-and-see approach. Fed Chair Jerome Powell said he expects tariffs to move the Fed further away from both sides of its dual mandate goals of stable prices and maximum employment and will make policy adjustments only in reaction to any increase in inflation or deterioration of labor markets. During the month, in the Long-Term Portfolio, we sold five 10-month U.S. Treasuries and one 5-year U.S. Treasury. We purchased a 5-year U.S. Treasury, a 4-year corporate, and a 5-year corporate. There was no activity in the Short-Term Portfolio. #19..
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Long-Term Portfolio Total Return
April 30, 2025
1 Month Trailing
12 Months
Trailing 36
Months
Trailing 60
Months
Since
Inception5
City of Modesto Investment Portfolio1,2,3 0.91% 7.37% 3.43% 1.33% 2.24% Modesto Performance Benchmark4 0.99% 7.36% 3.11% 0.88% 1.95% Average Portfolio Yields
April 30, 2025
Past
Month
Past 3
Months
Past
Year
Past 3
Years
Past 5
Years
City of Modesto Investment Portfolio 4.01% 3.96% 3.64% 2.74% 2.29% City of Modesto Short-Term Portfolio 4.65% 4.65% 4.84% 4.56% - $79.6
$38.5
$68.2 $72.8
$118.2
$112.0
$-
$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
April 30, 2025
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 BofA 1-3 Year U.S. Treasury Index, and is now the ICE BofA 1-5 Year U.S. Treasury Index, sourced from Bloomberg Finance L.P.
5. Inception date is 3/31/04.
PERFORMANCE
Yields on 3-month, 2-year, and 10-year U.S. Treasuries ended the month lower as the market priced in more Fed cuts due to deteriorating growth expectations. The 2- and 10-year U.S. Treasuries traded in a wide range of 60 and 70 basis points (bps) respectively over the month. Interest rate volatility was cited as one of the reasons for the delay in tariff implementation. Asset-backed securities (ABS) spreads widened over the month due to heavy new issuance and investors becoming more risk averse. High levels of uncertainty and a shift in market risk sentiment led to spread-widening in the investment-grade (IG) corporate bond sector, creating selective buying opportunities at more attractive levels. We expect technical strength and favorable fundamentals to limit significant downside risks, although spreads may continue to widen if the economy deteriorates further. Selectivity remains paramount. Performance for the past month was positive, as interest rates moved lower from elevated levels. U.S. Treasuries were the top performer for the month, causing the portfolio to underperform the benchmark. Since inception, the portfolio continues to produce strong performance and has outperformed the benchmark by 29 basis points each year on average.
Percentages may not add to total due to rounding
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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
0.29%
Fiscal Year-to-Date Income Return
3.10%
Prior 12 Months Income Return
3.21%
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Apr ‘25
2.3%
Apr ‘25
2.8%
1%
2%
3%
4%
5%
6%
7%
8%
9%
10%
Apr-22 Oct-22 Apr-23 Oct-23 Apr-24 Oct-24 Apr-25
CPI (YoY) Core CPI (YoY) Fed Target
Economic Summary
Source: Bureau of Labor Statistics, Federal Reserve, and Bloomberg Finance L.P., as of April 2025.
Consumer Price Index (CPI)
% Change YoY
Core Inflation Sightly Declines
Labor Market Remains Strong
85 216
227
257
148
157
158
186
141
269
119
222
246
118
193
87 88
71 240
44 261
323
111
102
185
177
0 50
100
150
200
250
300
350
400
Mar-23
Jun-23
Sep-23
Dec-23
Mar-24
Jun-24
Sep-24
Dec-24
Mar-25
Thousands
Monthly Change In
Nonfarm Payrolls
Apr-25
4.2%
2%
3%
4%
5%
6%
7%
8%
2021 2022 2023 2024 2025
Unemployment Rate
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Source: Federal Reserve; Bloomberg Finance L.P.. Individual dots represent each Fed members’ judgement of the midpoint of the appropriate target range for the federal funds rate at each year-end. As of April 2025 (top). The Federal Reserve and FRED, data as of 5/14/2025 (bottom).
Economic Summary
3.25%
3.50%
3.75%
4.00%
4.25%
4/1/25 4/8/25 4/15/25 4/22/25 4/29/25 5/6/25
2-Year Treasury Yield
April 1, 2025 through May 8, 2025
Close Intra-day Trading Range
Volatility in Market Yields and Expectations
1 2
3 4
5 4/1/25 4/8/25 4/15/25 4/22/25 4/29/25 5/6/25 5/13/25
Number of 25 Basis Point Rate Cuts
Number of Implied 25 Bps Rate Cuts in 2025
April 1, 2025 through May 14, 2025
Close Intra-day Trading Range
Federal Reserve Median Forecast
(as of March 19, 2025)
#19..
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Source: ICE BofA 1-5 year Indices via Bloomberg Finance L.P., MarketAxess and PFMAM as of 04/30/2025. 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
Credit Spreads Widened in April
-0.1%
0.0%
0.1%
0.2%
0.3%
0.4%
Apr-23 Oct-23 Apr-24 Oct-24 Apr-25
Federal Agency Yield Spread
0.0%
0.2%
0.4%
0.6%
0.8%
1.0%
1.2%
Apr-23 Oct-23 Apr-24 Oct-24 Apr-25
Asset-Backed Securities AAA Yield Spreads
0.0%
0.2%
0.4%
0.6%
0.8%
1.0%
1.2%
Apr-23 Oct-23 Apr-24 Oct-24 Apr-25
Corporate Notes A-AAA Yield Spreads
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U.S. Treasury Yields
Source: Bloomberg Finance L.P., as of 4/30/2025.
Economic Summary
5.5%
5.0%
4.5%
4.0%
3.5%
3.0%
2.5%
2.0%
1.5%
1.0%
0.5%
0.0%
4/30/2024
3/31/2025
4/30/2025
3-mo 2-yr 5-yr 10-yr 30-yr
#19..
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The views expressed within this material constitute the perspective and judgment of U.S.
Bancorp Asset Management, Inc. at the time of distribution and are subject to change. Any forecast, projection, or prediction of the market, the economy, economic trends, and equity or fixed-income markets are based upon current opinion as of the date of issue and are also subject to change. Opinions and data presented are not necessarily indicative of future events or expected performance. Information contained herein is based on data obtained from recognized statistical services, issuer reports or communications, or other sources, believed to be reliable. No representation is made as to its accuracy or completeness.
PFM Asset Management serves clients in the public sector and is a division of U.S. Bancorp Asset Management, Inc., which is the legal entity providing investment advisory services. U.S.
Bancorp Asset Management, Inc. is a registered investment adviser, a direct subsidiary of U.S. Bank N.A. and an indirect subsidiary of U.S. Bancorp. U.S. Bank N.A. is not responsible for and does not guarantee the products, services, or performance of U.S. Bancorp Asset Management, Inc.
For more information regarding PFMAM’s services or entities, please visit www.pfmam.com.
Disclosures
#19..
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For the Month Ending April 30, 2025
Account Statement
Consolidated Summary Statement
CITY OF MODESTO - Combined Portfolio
Investment Allocation
Investment Type Closing Market Value Percent
Asset-Backed Security 31,520,712.12 6.44
Corporate Note 60,746,801.33 12.41
Bank Note 9,790,910.03 2.00
Certificate of Deposit 3,554,824.00 0.73
Federal Agency Commercial Mortgage-Backed Security 85,171,541.72 17.40 Municipal Bond / Note 3,013,561.14 0.62
U.S. Treasury Bond / Note 251,431,241.66 51.37
CAMP Pool 44,200,320.85 9.03
Total $489,429,912.85 100.00%
Portfolio Summary
and Income
Closing
Portfolio Holdings Market Value
Cash Dividends
PFMAM Managed Account 1,264,546.11 445,229,592.00
CAMP Pool 0.00 44,200,320.85
Total $1,264,546.11 $489,429,912.85
Maturity Distribution (Fixed Income Holdings)
Portfolio Holdings Closing Market Value Percent
55,934,433.65
0.00 1,789,986.61
21,902,150.53
38,542,744.45
74,283,128.26
66,704,775.11
118,226,271.69
112,046,422.55
0.00 11.42
0.00 0.36
4.48 7.88
15.18 13.63
24.16 22.89
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 $489,429,912.85
911
100.00%
Weighted Average Days to Maturity
Sector Allocation
6.44%
ABS
12.41%
Corporate Note
2.00%
Bank Note
0.73%
Cert of Deposit
17.40%
Federal Agency
Commercial
Mortgage-Backed
Security
0.62%
Muni Bond / Note
51.37%
US TSY Bond / Note
9.03%
CAMP Pool
PFM Asset Management Summary Page 1
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Managed Account Summary Statement For the Month Ending April 30, 2025 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)
$441,385,782.63
(2,366,152.43)
(12,531,840.82)
16,160,227.60
0.00 2,581,575.02
$445,229,592.00
1,251,780.22
(22,188.05)
34,953.94
$1,264,546.11
Total
442,389,205.42
2,502,585.99
12,551,753.01
2,366,152.43
1,231,868.03
(16,182,415.65)
(441,208,762.16)
(2,430,133.78)
Total Accrual Basis Earnings $1,220,253.29
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
2,025,000.00
12,551,753.01
1,231,868.03
341,152.43
(16,182,415.65)
0.00 0.00
Cash Balance
Closing Cash Balance $1,580,314.35
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 1 U.S. Bancorp Asset Management, Inc.
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Portfolio Summary and Statistics For the Month Ending April 30, 2025 CITY OF MODESTO - Combined Portfolio
Account Summary
Description Par Value Market Value Percent
U.S. Treasury Bond / Note 253,820,000.00 251,431,241.66 56.47 Municipal Bond / Note 3,035,000.00 3,013,561.14 0.68
Federal Agency Commercial
Mortgage-Backed Security
83,704,527.88 85,171,541.72 19.13
Corporate Note 60,375,000.00 60,746,801.33 13.64
Certificate of Deposit 3,500,000.00 3,554,824.00 0.80
Bank Note 9,635,000.00 9,790,910.03 2.20
Asset-Backed Security 31,229,045.44 31,520,712.12 7.08
Managed Account Sub-Total 445,298,573.32 445,229,592.00 100.00% Accrued Interest 2,502,585.99
Total Portfolio 445,298,573.32 447,732,177.99
Unsettled Trades 0.00 0.00
Sector Allocation
7.08%
ABS
2.20%
Bank Note
0.80%
Cert of Deposit
13.64%
Corporate Note
19.13%
Federal Agency
Commercial
Mortgage-Backed
Security
0.68%
Muni Bond / Note
56.47%
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
7.96% 8.66%
16.68%
14.98%
26.55%
25.17%
0.00%
Maturity Distribution Characteristics
Yield to Maturity at Cost
Yield to Maturity at Market
Weighted Average Days to Maturity 1001
4.06%
4.03%
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 2 U.S. Bancorp Asset Management, Inc.
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Managed Account Issuer Summary For the Month Ending April 30, 2025 CITY OF MODESTO - Combined Portfolio
Credit Quality (S&P Ratings)
3.47%
A
8.59%
A+
0.47%
A1.10%
AA
76.77%
AA+
1.19%
AA6.50%
AAA
1.91%
NR
Issuer Summary
Issuer of Holdings Percent
Market Value
Adobe Inc 2,947,343.63 0.66
American Express Co 3,132,366.99 0.70
Apple Inc 5,238,251.20 1.18
BA Credit Card Trust 1,381,216.20 0.31
Bank of America Corp 10,181,691.33 2.29
Bank of New York Mellon Corp 3,373,399.26 0.76
BlackRock Inc 372,890.57 0.08
Bristol-Myers Squibb Co 2,188,394.89 0.49
Citigroup Inc 6,749,119.03 1.52
Cooperatieve Rabobank UA 3,554,824.00 0.80
Deere & Co 2,620,418.22 0.59
Eli Lilly & Co 2,960,558.05 0.66
Federal Home Loan Mortgage Corp 81,823,393.10 18.38
Federal National Mortgage Association 3,348,148.62 0.75 Fifth Third Auto Trust 2,446,412.75 0.55
GM Financial Consumer Automobile Receiv 367,094.73 0.08 Home Depot Inc 3,508,461.53 0.79
Honda Auto Receivables Owner Trust 2,235,926.28 0.50
Hyundai Auto Receivables Trust 3,679,396.27 0.83
JPMorgan Chase & Co 12,383,264.70 2.78
Kubota Credit Owner Trust 2,465,514.09 0.55
Mastercard Inc 2,519,897.60 0.57
Microsoft Corp 5,915,634.00 1.33
Morgan Stanley 4,077,144.00 0.92
New Jersey Turnpike Authority 494,691.43 0.11
PACCAR Inc 1,158,656.80 0.26
PepsiCo Inc 2,706,594.30 0.61
State Board of Administration Finance C 1,789,986.61 0.40 State Street Corp 1,908,905.30 0.43
Target Corp 353,195.54 0.08
Toyota Auto Receivables Owner Trust 1,469,477.78 0.33
Toyota Motor Corp 2,884,697.20 0.65
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 3 U.S. Bancorp Asset Management, Inc.
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Managed Account Issuer Summary For the Month Ending April 30, 2025 CITY OF MODESTO - Combined Portfolio
Issuer of Holdings Percent
Market Value
United States Treasury 251,431,241.66 56.47
University of California Board of Regen 728,883.10 0.16 USAA Auto Owner Trust 2,745,491.07 0.62
Walmart Inc 2,373,244.14 0.53
Wells Fargo & Co 5,713,766.03 1.28
Total $445,229,592.00 100.00%
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 4 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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 N/B
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 5.15 107,981.99 11,002,445.75 11,005,229.70
US TREASURY N/B
DTD 07/31/2023 4.750% 07/31/2025
91282CHN4 10,805,000.00 AA+ Aaa 07/30/24 07/31/24 10,799,091.02 4.81 127,600.48 10,803,498.73 10,815,805.00
US TREASURY N/B
DTD 09/15/2022 3.500% 09/15/2025
91282CFK2 11,115,000.00 AA+ Aaa 09/16/24 09/16/24 11,061,595.90 4.00 49,685.26 11,094,869.85 11,086,345.53
US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
91282CBH3 4,125,000.00 AA+ Aaa 02/17/22 02/18/22 3,893,613.28 1.85 3,845.82 4,080,903.43 4,013,979.75
US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
91282CBH3 7,980,000.00 AA+ Aaa 05/03/22 05/04/22 7,256,812.50 2.95 7,439.92 7,834,622.40 7,765,226.28
US TREASURY N/B
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 13,520.38 3,256,966.04 3,170,314.77
US TREASURY N/B
DTD 03/01/2021 0.500% 02/28/2026
91282CBQ3 4,645,000.00 AA+ Aaa 04/06/22 04/07/22 4,259,973.05 2.76 3,912.91 4,563,016.05 4,512,872.98
US TREASURY N/B
DTD 03/01/2021 0.500% 02/28/2026
91282CBQ3 6,000,000.00 AA+ Aaa 12/03/21 12/07/21 5,838,281.25 1.15 5,054.35 5,968,263.74 5,829,330.00
US TREASURY N/B
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 1,575.41 2,479,805.55 2,409,513.44
US TREASURY N/B
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 3,128.59 4,919,740.75 4,785,021.65
US TREASURY N/B
DTD 06/01/2021 0.750% 05/31/2026
91282CCF6 1,405,000.00 AA+ Aaa 06/23/21 06/25/21 1,396,987.11 0.87 4,400.27 1,403,242.59 1,358,678.56
US TREASURY N/B
DTD 06/01/2021 0.750% 05/31/2026
91282CCF6 4,615,000.00 AA+ Aaa 04/06/22 04/07/22 4,253,551.76 2.76 14,453.57 4,520,761.02 4,462,848.07
US TREASURY N/B
DTD 06/01/2021 0.750% 05/31/2026
91282CCF6 4,800,000.00 AA+ Aaa 06/06/22 06/08/22 4,399,125.00 2.99 15,032.97 4,691,021.59 4,641,748.80
US TREASURY N/B
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 5,863.04 4,524,267.42 4,458,385.76 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 5 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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 N/B
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 3,194.23 4,202,114.96 4,139,789.48
US TREASURY N/B
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 41,934.53 4,479,329.71 4,427,648.10
US TREASURY N/B
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 42,979.97 9,127,264.04 8,994,183.76
US TREASURY N/B
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 1,926.91 885,686.75 890,982.82
US TREASURY N/B
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 88.04 6,189,707.06 6,092,463.60
US TREASURY N/B
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 9,267.20 5,268,723.19 5,187,175.60
US TREASURY N/B
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 5,593.92 1,173,499.72 1,164,280.80
US TREASURY N/B
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 13,914.88 2,913,187.66 2,896,148.49
US TREASURY N/B
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 18,796.93 5,362,726.14 5,445,146.42
US TREASURY N/B
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 3.81 304.33 2,734,278.94 2,747,664.17
US TREASURY N/B
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 3.63 354.21 3,195,605.62 3,198,017.96
US TREASURY N/B
DTD 11/02/2020 0.500% 10/31/2027
91282CAU5 8,775,000.00 AA+ Aaa 01/04/23 01/06/23 7,472,803.71 3.91 119.23 8,099,101.64 8,125,105.95
US TREASURY N/B
DTD 01/03/2023 3.875% 12/31/2027
91282CGC9 4,250,000.00 AA+ Aaa 06/01/23 06/05/23 4,266,933.59 3.78 55,047.48 4,259,876.24 4,279,550.25
US TREASURY N/B
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 19,317.68 2,218,986.01 2,213,062.50 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 6 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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 N/B
DTD 02/01/2021 0.750% 01/31/2028
91282CBJ9 3,450,000.00 AA+ Aaa 01/31/23 01/31/23 2,994,761.72 3.66 6,433.01 3,199,444.43 3,192,868.05
US TREASURY N/B
DTD 02/28/2023 4.000% 02/29/2028
91282CGP0 1,120,000.00 AA+ Aaa 03/03/23 03/06/23 1,105,343.75 4.29 7,547.83 1,111,677.89 1,131,156.32
US TREASURY N/B
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 19,038.04 2,807,194.84 2,853,139.83
US TREASURY N/B
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 2,705.09 2,402,755.15 2,388,626.07
US TREASURY N/B
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 8,213.20 2,673,326.09 2,676,254.57
US TREASURY N/B
DTD 05/01/2023 3.500% 04/30/2028
91282CHA2 2,810,000.00 AA+ Aaa 05/01/23 05/01/23 2,796,937.89 3.60 267.26 2,802,167.03 2,799,900.86
US TREASURY N/B
DTD 05/01/2023 3.500% 04/30/2028
91282CHA2 6,530,000.00 AA+ Aaa 05/03/23 05/04/23 6,559,844.14 3.40 621.06 6,547,926.13 6,506,531.18
US TREASURY N/B
DTD 04/01/2024 4.125% 03/31/2029
91282CKG5 3,450,000.00 AA+ Aaa 04/09/24 04/11/24 3,411,861.33 4.37 12,053.79 3,419,289.25 3,503,906.25
US TREASURY N/B
DTD 04/30/2024 4.625% 04/30/2029
91282CKP5 4,430,000.00 AA+ Aaa 10/16/24 10/17/24 4,571,725.39 3.85 556.76 4,556,111.50 4,581,244.63
US TREASURY N/B
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 4.57 652.28 5,199,795.52 5,367,191.79
US TREASURY N/B
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 26,871.43 1,440,821.01 1,472,844.23
US TREASURY N/B
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 78,735.16 4,218,961.06 4,315,536.59
US TREASURY N/B
DTD 07/01/2024 4.250% 06/30/2029
91282CKX8 2,920,000.00 AA+ Aaa 07/01/24 07/02/24 2,896,959.38 4.43 41,480.94 2,900,451.44 2,980,338.88
US TREASURY N/B
DTD 07/31/2024 4.000% 07/31/2029
91282CLC3 2,105,000.00 AA+ Aaa 08/01/24 08/02/24 2,119,636.33 3.85 20,933.70 2,117,632.37 2,128,763.35 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 7 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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 N/B
DTD 09/03/2024 3.625% 08/31/2029
91282CLK5 7,550,000.00 AA+ Aaa 09/04/24 09/05/24 7,565,630.86 3.58 46,110.39 7,563,758.25 7,523,454.20
US TREASURY N/B
DTD 09/30/2024 3.500% 09/30/2029
91282CLN9 8,695,000.00 AA+ Aaa 10/02/24 10/03/24 8,670,205.66 3.56 25,776.16 8,672,875.45 8,616,205.91
US TREASURY N/B
DTD 10/31/2024 4.125% 10/31/2029
91282CLR0 4,850,000.00 AA+ Aaa 11/01/24 11/04/24 4,838,064.45 4.18 543.65 4,839,146.57 4,929,190.80
US TREASURY N/B
DTD 12/02/2024 4.125% 11/30/2029
91282CMA6 6,315,000.00 AA+ Aaa 12/05/24 12/06/24 6,326,347.27 4.08 108,777.61 6,325,536.61 6,421,073.06
US TREASURY N/B
DTD 12/31/2024 4.375% 12/31/2029
91282CMD0 12,365,000.00 AA+ Aaa 01/06/25 01/07/25 12,337,468.55 4.43 180,821.05 12,339,044.53 12,699,720.55
US TREASURY N/B
DTD 01/31/2025 4.250% 01/31/2030
91282CMG3 3,470,000.00 AA+ Aaa 02/04/25 02/05/25 3,457,123.04 4.33 36,665.06 3,457,680.88 3,545,906.25
US TREASURY N/B
DTD 02/28/2023 4.000% 02/28/2030
91282CGQ8 8,565,000.00 AA+ Aaa 03/04/25 03/05/25 8,580,724.80 3.96 57,720.65 8,580,302.45 8,664,037.10
US TREASURY N/B
DTD 03/31/2025 4.000% 03/31/2030
91282CMU2 12,875,000.00 AA+ Aaa 04/01/25 04/02/25 12,939,375.00 3.89 43,620.22 12,938,489.07 13,016,831.00 Security Type Sub-Total 253,820,000.00 246,918,026.59 3.56 1,302,478.84 251,367,900.11 251,431,241.66 Municipal Bond / Note
UNIV OF CALIFORNIA-BG (CALLABLE)
DTD 07/16/2020 0.883% 05/15/2025
91412HGE7 220,000.00 AA Aa2 07/14/20 07/16/20 220,796.40 0.81 895.75 220,006.41 219,663.40
UNIV OF CALIFORNIA-BG (CALLABLE)
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 2,076.52 510,000.00 509,219.70
FLORIDA ST BRD OF ADM
DTD 09/16/2020 1.258% 07/01/2025
341271AD6 505,000.00 AA Aa2 09/03/20 09/16/20 508,570.35 1.11 2,117.63 505,124.19 502,190.69
FLORIDA ST BRD OF ADM
DTD 09/16/2020 1.258% 07/01/2025
341271AD6 1,295,000.00 AA Aa2 09/03/20 09/16/20 1,295,000.00 1.26 5,430.37 1,295,000.00 1,287,795.92
NJ TPK AUTH -B-TXBL
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 1,762.45 505,000.00 494,691.43 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 8 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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
Security Type Sub-Total 3,035,000.00 3,039,366.75 1.10 12,282.72 3,035,130.60 3,013,561.14 Federal Agency Commercial Mortgage-Backed Security
FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
3137BTUM1 2,393,108.50 AA+ Aaa 05/19/23 05/24/23 2,319,445.63 4.29 6,674.78 2,360,161.74 2,360,028.56 FHMS K064 A2
DTD 05/01/2017 3.224% 03/01/2027
3137BXQY1 4,000,000.00 AA+ Aaa 08/16/23 08/18/23 3,773,125.00 4.94 10,746.67 3,880,352.74 3,936,652.00 FHMS K065 A2
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 4.93 6,148.19 2,205,045.92 2,238,147.28 FHMS K066 A2
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 4.97 9,169.18 3,401,896.31 3,463,816.03 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
3137HAMR4 3,466,869.57 AA+ Aaa 09/20/23 09/28/23 3,412,463.98 5.19 13,867.48 3,429,277.02 3,525,542.87 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
3137HAMG8 1,869,473.68 AA+ Aaa 09/07/23 09/14/23 1,841,515.69 5.01 7,244.21 1,850,452.52 1,898,723.46 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
3137HAD45 2,776,248.55 AA+ Aaa 07/19/23 07/27/23 2,776,179.14 4.78 11,051.78 2,776,204.03 2,803,738.96 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 3,522,333.73 3,574,252.50 FNA 2023-M6 A2
DTD 07/01/2023 4.190% 07/01/2028
3136BQDE6 3,343,200.68 AA+ Aaa 07/18/23 07/31/23 3,286,522.98 4.58 11,673.34 3,306,426.51 3,348,148.62 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
3137HAMN3 2,005,626.91 AA+ Aaa 09/19/23 09/28/23 2,005,616.87 5.27 8,811.39 2,005,620.79 2,051,439.44 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 3,760,747.54 3,865,132.00 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 5.25 15,207.50 3,789,878.73 3,923,269.35 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 9 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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 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 2,822,341.30 2,957,646.23 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 3,767,306.89 3,880,978.00 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 1,461,894.53 1,508,110.56 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 2,120,492.75 2,173,571.13 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 4.79 8,062.50 1,948,514.95 1,986,734.16 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 2,206,656.96 2,230,560.99 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 2,237,060.12 2,252,789.40 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 2,767,889.81 2,825,242.58 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 4.67 14,971.69 3,434,301.79 3,486,606.59 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 4.79 16,875.00 3,828,804.44 3,905,223.75 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 4.79 17,115.63 3,838,412.07 3,913,946.25 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 2,132,147.93 2,197,609.13 FHMS K524 A2
DTD 07/01/2024 4.720% 05/01/2029
3137HDV56 3,245,000.00 AA+ Aaa 07/16/24 07/25/24 3,264,927.54 4.58 12,763.67 3,262,337.58 3,308,034.13 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 3,850,000.00 3,934,796.25 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 10 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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 K526 A2
DTD 08/01/2024 4.543% 07/01/2029
3137HDXL9 3,500,000.00 AA+ Aaa 08/07/24 08/15/24 3,532,739.00 4.33 13,250.42 3,528,469.55 3,547,470.50 FHMS K530 A2
DTD 11/01/2024 4.792% 09/01/2029
3137HHJL6 3,980,000.00 AA+ Aaa 11/19/24 11/27/24 4,000,723.86 4.67 15,893.47 3,999,376.36 4,073,331.00 Security Type Sub-Total 83,704,527.88 83,176,162.86 4.84 323,861.94 83,494,404.61 85,171,541.72 Corporate Note
BRISTOL-MYERS SQUIBB CO (CALLABLE)
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 7,805.00 2,227,674.69 2,188,394.89
BANK OF NY MELLON CORP (CALLABLE)
DTD 01/28/2021 0.750% 01/28/2026
06406RAQ0 3,465,000.00 A Aa3 02/02/21 02/04/21 3,465,831.60 0.75 6,713.44 3,465,123.77 3,373,399.26
MICROSOFT CORP (CALLABLE)
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 16,600.00 3,009,450.75 2,941,473.00
BANK OF AMERICA NA (CALLABLE)
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 42,020.63 3,749,870.28 3,810,513.75
MASTERCARD INC (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 33,564.44 2,509,961.36 2,519,897.60
JP MORGAN CHASE BANK NA (CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
48125LRU8 850,000.00 AA- Aa2 06/03/24 06/04/24 849,226.50 5.15 17,253.35 849,496.52 862,455.05
JP MORGAN CHASE BANK NA (CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
48125LRU8 3,500,000.00 AA- Aa2 12/05/23 12/08/23 3,500,000.00 5.11 71,043.19 3,500,000.00 3,551,285.50
TARGET CORP (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 2,095.71 364,787.28 353,195.54
MICROSOFT CORP (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 23,375.00 2,963,421.44 2,974,161.00
HOME DEPOT INC (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 13,196.56 3,505,258.37 3,508,461.53
JPMORGAN CHASE & CO (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 8,419.01 1,451,572.18 1,495,301.83 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 11 U.S. Bancorp Asset Management, Inc.
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- 923 -
Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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
WALMART INC (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 2,114.67 1,218,361.79 1,221,784.86
APPLE INC (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 98,800.00 5,209,844.73 5,238,251.20
JOHN DEERE CAPITAL CORP
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 7,282.69 499,312.22 507,673.98
JOHN DEERE CAPITAL CORP
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 13,167.69 900,579.11 917,915.58
JOHN DEERE CAPITAL CORP
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 17,140.06 1,163,888.09 1,194,828.66
PACCAR FINANCIAL CORP
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 12,585.38 1,125,330.72 1,158,656.80
TOYOTA MOTOR CREDIT CORP
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 20,416.67 2,796,593.46 2,884,697.20
CITIBANK NA (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 29,143.96 5,650,000.00 5,910,753.15
BANK OF AMERICA CORP (CALLABLE)
DTD 01/24/2025 4.979% 01/24/2029
06051GMK2 2,060,000.00 A- A1 04/01/25 04/02/25 2,082,824.80 4.66 27,636.22 2,082,210.72 2,085,949.82
STATE STREET CORP (CALLABLE)
DTD 08/20/2024 4.530% 02/20/2029
857477CN1 1,900,000.00 A Aa3 08/14/24 08/20/24 1,900,000.00 4.53 16,974.92 1,900,000.00 1,908,905.30
BLACKROCK FUNDING INC (CALLABLE)
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 2,239.68 364,476.72 372,890.57
ADOBE INC (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 4,662.00 1,296,371.64 1,327,586.09
ADOBE INC (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 5,688.00 1,578,106.13 1,619,757.54
PEPSICO INC (CALLABLE)
DTD 07/17/2024 4.500% 07/17/2029
713448FX1 1,935,000.00 A+ A1 07/15/24 07/17/24 1,932,000.75 4.53 25,155.00 1,932,438.25 1,964,766.11 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 12 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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
ELI LILLY & CO (CALLABLE)
DTD 08/14/2024 4.200% 08/14/2029
532457CQ9 660,000.00 A+ Aa3 08/12/24 08/14/24 658,554.60 4.25 5,929.00 658,745.22 662,362.14
ELI LILLY & CO (CALLABLE)
DTD 08/14/2024 4.200% 08/14/2029
532457CQ9 2,290,000.00 A+ Aa3 08/13/24 08/14/24 2,293,343.40 4.17 20,571.83 2,292,910.86 2,298,195.91
PEPSICO INC (CALLABLE)
DTD 02/07/2025 4.600% 02/07/2030
713448GB8 730,000.00 A+ A1 02/05/25 02/07/25 728,773.60 4.64 7,835.33 728,826.12 741,828.19
WALMART INC (CALLABLE)
DTD 04/28/2025 4.350% 04/28/2030
931142FN8 1,140,000.00 AA Aa2 04/23/25 04/28/25 1,138,027.80 4.39 413.25 1,138,031.38 1,151,459.28 Security Type Sub-Total 60,375,000.00 59,873,286.05 4.25 559,842.68 60,132,643.80 60,746,801.33 Certificate of Deposit
COOPERAT RABOBANK UA/NY
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 51,364.44 3,500,000.00 3,554,824.00 Security Type Sub-Total 3,500,000.00 3,500,000.00 5.08 51,364.44 3,500,000.00 3,554,824.00 Bank Note
WELLS FARGO BANK NA (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 71,658.42 5,629,308.54 5,713,766.03
MORGAN STANLEY BANK NA (CALLABLE)
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 32,228.98 1,360,000.00 1,386,228.96
MORGAN STANLEY BANK NA (CALLABLE)
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 5.45 62,562.13 2,643,677.40 2,690,915.04 Security Type Sub-Total 9,635,000.00 9,627,215.45 5.51 166,449.53 9,632,985.94 9,790,910.03 Asset-Backed Security
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 17,346.89 834,929.76 838,365.88 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 2,088.53 889,863.75 898,273.44 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 13 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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
BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
06428AAC2 1,315,487.80 NR Aaa 07/25/23 07/31/23 1,315,437.94 5.53 3,233.18 1,315,457.16 1,325,271.08 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 2,219,714.75 2,235,926.28 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 1,582.40 689,901.08 693,834.33 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
90291VAC4 2,728,557.65 AAA Aaa 09/07/23 09/15/23 2,728,080.15 5.58 6,766.82 2,728,238.02 2,745,491.07 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 2,924,966.63 2,959,956.68 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 1,883.60 764,942.62 775,643.45 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 2,424,900.66 2,446,412.75 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 3,019,412.34 3,059,882.12 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 3,089,904.66 3,132,366.99 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 1,129,893.54 1,144,796.22 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 1,364,867.39 1,381,216.20 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 4.85 737.60 364,944.22 367,094.73 CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/16/2029
161571HV9 3,390,000.00 AAA NR 01/24/24 01/31/24 3,389,483.70 4.60 6,930.67 3,389,607.76 3,414,340.20 KCOT 2025-1A A3
DTD 02/19/2025 4.670% 06/15/2029
50117FAC5 1,550,000.00 NR Aaa 02/11/25 02/19/25 1,549,946.84 4.67 3,217.11 1,549,953.59 1,567,240.65 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 14 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending April 30, 2025 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
HART 2025-A A3
DTD 03/12/2025 4.320% 10/15/2029
44935CAD3 2,525,000.00 AAA NR 03/04/25 03/12/25 2,524,627.56 4.32 4,848.00 2,524,642.43 2,534,600.05 Security Type Sub-Total 31,229,045.44 31,224,966.50 5.19 86,305.84 31,226,140.36 31,520,712.12 Managed Account Sub-Total 445,298,573.32 437,359,024.20 4.06 2,502,585.99 442,389,205.42 445,229,592.00 $445,298,573.32 $437,359,024.20 4.06% $2,502,585.99 $442,389,205.42 $445,229,592.00 $447,732,177.99
$2,502,585.99
Total Investments
Accrued Interest
Securities Sub-Total
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 15 U.S. Bancorp Asset Management, Inc.
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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 912828XB1 11,015,000.00 MorganSt 99.91 11,005,229.70 310,783.41 2,783.95 DTD 05/15/2015 2.125% 05/15/2025
0.04 5.02
US TREASURY N/B 91282CHN4 10,805,000.00 WellsFar 100.10 10,815,805.00 16,713.98 12,306.27 DTD 07/31/2023 4.750% 07/31/2025
0.25 4.33
US TREASURY N/B 91282CFK2 11,115,000.00 Nomura 99.74 11,086,345.53 24,749.63 (8,524.32) DTD 09/15/2022 3.500% 09/15/2025
0.37 4.34
US TREASURY N/B 91282CBH3 4,125,000.00 Nomura 97.31 4,013,979.75 120,366.47 (66,923.68) DTD 02/01/2021 0.375% 01/31/2026
0.74 4.30
US TREASURY N/B 91282CBH3 7,980,000.00 JPMorgan 97.31 7,765,226.28 508,413.78 (69,396.12) DTD 02/01/2021 0.375% 01/31/2026
0.74 4.30
US TREASURY N/B 9128286F2 3,210,000.00 GoldmanS 98.76 3,170,314.77 (322,566.48) (86,651.27) DTD 02/28/2019 2.500% 02/28/2026
0.81 4.10
US TREASURY N/B 91282CBQ3 4,645,000.00 Nomura 97.16 4,512,872.98 252,899.93 (50,143.07) DTD 03/01/2021 0.500% 02/28/2026
0.81 4.12
US TREASURY N/B 91282CBQ3 6,000,000.00 WellsFar 97.16 5,829,330.00 (8,951.25) (138,933.74) DTD 03/01/2021 0.500% 02/28/2026
0.81 4.12
US TREASURY N/B 91282CBT7 2,480,000.00 WellsFar 97.16 2,409,513.44 (69,517.81) (70,292.11) DTD 03/31/2021 0.750% 03/31/2026
0.89 4.16
US TREASURY N/B 91282CBT7 4,925,000.00 MorganSt 97.16 4,785,021.65 (111,698.08) (134,719.10) DTD 03/31/2021 0.750% 03/31/2026
0.89 4.16
US TREASURY N/B 91282CCF6 1,405,000.00 BOFAML 96.70 1,358,678.56 (38,308.55) (44,564.03) DTD 06/01/2021 0.750% 05/31/2026
1.06 3.92
US TREASURY N/B 91282CCF6 4,615,000.00 Nomura 96.70 4,462,848.07 209,296.31 (57,912.95) DTD 06/01/2021 0.750% 05/31/2026
1.06 3.92
US TREASURY N/B 91282CCF6 4,800,000.00 Citigrou 96.70 4,641,748.80 242,623.80 (49,272.79) DTD 06/01/2021 0.750% 05/31/2026
1.06 3.92
US TREASURY N/B 91282CCW9 4,640,000.00 RBC Capi 96.09 4,458,385.76 200,279.51 (65,881.66) DTD 08/31/2021 0.750% 08/31/2026
1.30 3.82
US TREASURY N/B 91282CCZ2 4,310,000.00 RBC Capi 96.05 4,139,789.48 171,390.65 (62,325.48) DTD 09/30/2021 0.875% 09/30/2026
1.38 3.79
US TREASURY N/B 912828U24 4,545,000.00 RBC Capi 97.42 4,427,648.10 71,727.20 (51,681.61) DTD 11/15/2016 2.000% 11/15/2026
1.48 3.77
US TREASURY N/B 912828V98 9,220,000.00 JPMorgan 97.55 8,994,183.76 12,607.20 (133,080.28) DTD 02/15/2017 2.250% 02/15/2027
1.72 3.71
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 16 U.S. Bancorp Asset Management, Inc.
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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 91282CEF4 910,000.00 Barclays 97.91 890,982.82 36,009.38 5,296.07 DTD 03/31/2022 2.500% 03/31/2027
1.84 3.67
US TREASURY N/B 912828ZN3 6,480,000.00 Nomura 94.02 6,092,463.60 300,963.60 (97,243.46) DTD 04/30/2020 0.500% 04/30/2027
1.95 3.67
US TREASURY N/B 912828ZV5 5,545,000.00 WellsFar 93.55 5,187,175.60 266,421.30 (81,547.59) DTD 06/30/2020 0.500% 06/30/2027
2.11 3.67
US TREASURY N/B 9128282R0 1,200,000.00 BNPPSA 97.02 1,164,280.80 21,655.80 (9,218.92) DTD 08/15/2017 2.250% 08/15/2027
2.19 3.66
US TREASURY N/B 9128282R0 2,985,000.00 HSBC 97.02 2,896,148.49 66,111.97 (17,039.17) DTD 08/15/2017 2.250% 08/15/2027
2.19 3.66
US TREASURY N/B 91282CFM8 5,380,000.00 BOFAML 101.21 5,445,146.42 100,242.51 82,420.28 DTD 09/30/2022 4.125% 09/30/2027
2.27 3.63
US TREASURY N/B 91282CFU0 2,715,000.00 Nomura 101.20 2,747,664.17 (5,091.30) 13,385.23 DTD 10/31/2022 4.125% 10/31/2027
2.36 3.65
US TREASURY N/B 91282CFU0 3,160,000.00 JPMorgan 101.20 3,198,017.96 (31,477.35) 2,412.34 DTD 10/31/2022 4.125% 10/31/2027
2.36 3.65
US TREASURY N/B 91282CAU5 8,775,000.00 WellsFar 92.59 8,125,105.95 652,302.24 26,004.31 DTD 11/02/2020 0.500% 10/31/2027
2.44 3.66
US TREASURY N/B 91282CGC9 4,250,000.00 Nomura 100.70 4,279,550.25 12,616.66 19,674.01 DTD 01/03/2023 3.875% 12/31/2027
2.48 3.63
US TREASURY N/B 91282CGH8 2,220,000.00 BNPPSA 99.69 2,213,062.50 (5,203.13) (5,923.51) DTD 01/31/2023 3.500% 01/31/2028
2.57 3.66
US TREASURY N/B 91282CBJ9 3,450,000.00 HSBC 92.55 3,192,868.05 198,106.33 (6,576.38) DTD 02/01/2021 0.750% 01/31/2028
2.67 3.65
US TREASURY N/B 91282CGP0 1,120,000.00 JPMorgan 101.00 1,131,156.32 25,812.57 19,478.43 DTD 02/28/2023 4.000% 02/29/2028
2.64 3.66
US TREASURY N/B 91282CGP0 2,825,000.00 TD Secur 101.00 2,853,139.83 59,479.67 45,944.99 DTD 02/28/2023 4.000% 02/29/2028
2.64 3.66
US TREASURY N/B 91282CBS9 2,555,000.00 BNPPSA 93.49 2,388,626.07 89,225.87 (14,129.08) DTD 03/31/2021 1.250% 03/31/2028
2.81 3.66
US TREASURY N/B 91282CGT2 2,675,000.00 RBS 100.05 2,676,254.57 4,075.86 2,928.48 DTD 03/31/2023 3.625% 03/31/2028
2.73 3.64
US TREASURY N/B 91282CHA2 2,810,000.00 Barclays 99.64 2,799,900.86 2,962.97 (2,266.17) DTD 05/01/2023 3.500% 04/30/2028
2.82 3.66
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 17 U.S. Bancorp Asset Management, Inc.
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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 91282CHA2 6,530,000.00 GoldmanS 99.64 6,506,531.18 (53,312.96) (41,394.95) DTD 05/01/2023 3.500% 04/30/2028
2.82 3.66
US TREASURY N/B 91282CKG5 3,450,000.00 BMO 101.56 3,503,906.25 92,044.92 84,617.00 DTD 04/01/2024 4.125% 03/31/2029
3.58 3.72
US TREASURY N/B 91282CKP5 4,430,000.00 JPMorgan 103.41 4,581,244.63 9,519.24 25,133.13 DTD 04/30/2024 4.625% 04/30/2029
3.63 3.72
US TREASURY N/B 91282CKP5 5,190,000.00 GoldmanS 103.41 5,367,191.79 165,230.46 167,396.27 DTD 04/30/2024 4.625% 04/30/2029
3.63 3.72
US TREASURY N/B 91282CKT7 1,430,000.00 JPMorgan 103.00 1,472,844.23 29,884.85 32,023.22 DTD 05/31/2024 4.500% 05/31/2029
3.65 3.73
US TREASURY N/B 91282CKT7 4,190,000.00 JPMorgan 103.00 4,315,536.59 90,838.15 96,575.53 DTD 05/31/2024 4.500% 05/31/2029
3.65 3.73
US TREASURY N/B 91282CKX8 2,920,000.00 Citigrou 102.07 2,980,338.88 83,379.50 79,887.44 DTD 07/01/2024 4.250% 06/30/2029
3.74 3.73
US TREASURY N/B 91282CLC3 2,105,000.00 Citigrou 101.13 2,128,763.35 9,127.02 11,130.98 DTD 07/31/2024 4.000% 07/31/2029
3.84 3.74
US TREASURY N/B 91282CLK5 7,550,000.00 Citigrou 99.65 7,523,454.20 (42,176.66) (40,304.05) DTD 09/03/2024 3.625% 08/31/2029
3.95 3.74
US TREASURY N/B 91282CLN9 8,695,000.00 TD Secur 99.09 8,616,205.91 (53,999.75) (56,669.54) DTD 09/30/2024 3.500% 09/30/2029
4.04 3.75
US TREASURY N/B 91282CLR0 4,850,000.00 HSBC 101.63 4,929,190.80 91,126.35 90,044.23 DTD 10/31/2024 4.125% 10/31/2029
4.08 3.75
US TREASURY N/B 91282CMA6 6,315,000.00 WellsFar 101.68 6,421,073.06 94,725.79 95,536.45 DTD 12/02/2024 4.125% 11/30/2029
4.08 3.75
US TREASURY N/B 91282CMD0 12,365,000.00 BNP Sec 102.71 12,699,720.55 362,252.00 360,676.02 DTD 12/31/2024 4.375% 12/31/2029
4.15 3.76
US TREASURY N/B 91282CMG3 3,470,000.00 BNP Sec 102.19 3,545,906.25 88,783.21 88,225.37 DTD 01/31/2025 4.250% 01/31/2030
4.24 3.77
US TREASURY N/B 91282CGQ8 8,565,000.00 Nomura 101.16 8,664,037.10 83,312.30 83,734.65 DTD 02/28/2023 4.000% 02/28/2030
4.34 3.76
US TREASURY N/B 91282CMU2 12,875,000.00 BNP Sec 101.10 13,016,831.00 77,456.00 78,341.93 DTD 03/31/2025 4.000% 03/31/2030
4.42 3.77
Security Type Sub-Total 253,820,000.00 251,431,241.66 4,513,215.07 63,341.55 2.37 3.90 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 18 U.S. Bancorp Asset Management, Inc.
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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
Municipal Bond / Note
UNIV OF CALIFORNIA-BG (CALLABLE) 91412HGE7 220,000.00 JPMorgan 99.85 219,663.40 (1,133.00) (343.01) DTD 07/16/2020 0.883% 05/15/2025
0.04 4.84
UNIV OF CALIFORNIA-BG (CALLABLE) 91412HGE7 510,000.00 JPMorgan 99.85 509,219.70 (780.30) (780.30) DTD 07/16/2020 0.883% 05/15/2025
0.04 4.84
FLORIDA ST BRD OF ADM 341271AD6 505,000.00 BOFAML 99.44 502,190.69 (6,379.66) (2,933.50) DTD 09/16/2020 1.258% 07/01/2025
0.17 4.64
FLORIDA ST BRD OF ADM 341271AD6 1,295,000.00 BOFAML 99.44 1,287,795.92 (7,204.08) (7,204.08) DTD 09/16/2020 1.258% 07/01/2025
0.17 4.64
NJ TPK AUTH -B-TXBL 646140DP5 505,000.00 Citigrou 97.96 494,691.43 (10,308.57) (10,308.57) DTD 02/04/2021 1.047% 01/01/2026
0.65 4.22
Security Type Sub-Total 3,035,000.00 3,013,561.14 (25,805.61) (21,569.46) 0.21 4.62 Federal Agency Commercial Mortgage-Backed Security
FHMS K061 A2 3137BTUM1 2,393,108.50 Citigrou 98.62 2,360,028.56 40,582.93 (133.18) DTD 01/01/2017 3.347% 11/01/2026
1.42 4.23
FHMS K064 A2 3137BXQY1 4,000,000.00 MorganSt 98.42 3,936,652.00 163,527.00 56,299.26 DTD 05/01/2017 3.224% 03/01/2027
1.66 4.11
FHMS K065 A2 3137F1G44 2,275,000.00 Citigrou 98.38 2,238,147.28 93,159.98 33,101.36 DTD 07/01/2017 3.243% 04/01/2027
1.81 4.08
FHMS K066 A2 3137F2LJ3 3,530,000.00 CantorFi 98.13 3,463,816.03 162,714.47 61,919.72 DTD 08/01/2017 3.117% 06/01/2027
1.89 4.06
FHMS K507 A1 3137HAMR4 3,466,869.57 BOFAML 101.69 3,525,542.87 113,078.89 96,265.85 DTD 09/01/2023 4.800% 04/01/2028
2.40 4.04
FHMS K506 A1 3137HAMG8 1,869,473.68 WellsFar 101.56 1,898,723.46 57,207.77 48,270.94 DTD 09/01/2023 4.650% 05/01/2028
2.54 3.99
FHMS KJ46 A1 3137HAD45 2,776,248.55 JPMorgan 100.99 2,803,738.96 27,559.82 27,534.93 DTD 07/01/2023 4.777% 06/01/2028
2.00 4.21
FHMS K505 A2 3137HACX2 3,500,000.00 JPMorgan 102.12 3,574,252.50 39,294.50 51,918.77 DTD 07/01/2023 4.819% 06/01/2028
2.79 4.03
FNA 2023-M6 A2 3136BQDE6 3,343,200.68 JPMorgan 100.15 3,348,148.62 61,625.64 41,722.11 DTD 07/01/2023 4.190% 07/01/2028
2.92 4.11
FHMS KJ47 A1 3137HAMN3 2,005,626.91 JPMorgan 102.28 2,051,439.44 45,822.57 45,818.65 DTD 09/01/2023 5.272% 08/01/2028
2.28 4.21
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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 K506 A2 3137HAMH6 3,800,000.00 WellsFar 101.71 3,865,132.00 121,345.40 104,384.46 DTD 09/01/2023 4.650% 08/01/2028
2.93 4.04
FHMS K508 A2 3137HAQ74 3,850,000.00 BMO 101.90 3,923,269.35 157,722.95 133,390.62 DTD 10/01/2023 4.740% 08/01/2028
2.96 4.07
FHMS K509 A2 3137HAST4 2,890,000.00 MorganSt 102.34 2,957,646.23 159,788.10 135,304.93 DTD 10/01/2023 4.850% 09/01/2028
3.04 4.06
FHMS K507 A2 3137HAMS2 3,800,000.00 BOFAML 102.13 3,880,978.00 126,399.40 113,671.11 DTD 09/01/2023 4.800% 09/01/2028
2.99 4.07
FHMS K510 A2 3137HB3D4 1,465,000.00 JPMorgan 102.94 1,508,110.56 47,345.87 46,216.03 DTD 11/01/2023 5.069% 10/01/2028
3.06 4.09
FHMS K511 A2 3137HB3G7 2,125,000.00 BOFAML 102.29 2,173,571.13 54,676.25 53,078.38 DTD 12/01/2023 4.860% 10/01/2028
3.10 4.10
FHMS K512 A2 3137HBCF9 1,935,000.00 JPMorgan 102.67 1,986,734.16 33,665.13 38,219.21 DTD 12/01/2023 5.000% 11/01/2028
3.12 4.13
FHMS K513 A2 3137HBFY5 2,190,000.00 BMO 101.85 2,230,560.99 18,685.08 23,904.03 DTD 01/01/2024 4.724% 12/01/2028
3.23 4.13
FHMS K514 A2 3137HBLV4 2,220,000.00 JPMorgan 101.48 2,252,789.40 10,591.62 15,729.28 DTD 02/01/2024 4.572% 12/01/2028
3.19 4.09
FHMS K518 A2 3137HC2L5 2,715,000.00 JPMorgan 104.06 2,825,242.58 44,688.90 57,352.77 DTD 03/01/2024 5.400% 01/01/2029
3.31 4.16
FHMS K517 A2 3137HC2C5 3,355,000.00 BOFAML 103.92 3,486,606.59 31,003.56 52,304.80 DTD 03/01/2024 5.355% 01/01/2029
3.33 4.17
FHMS K515 A2 3137HBPD0 3,750,000.00 WellsFar 104.14 3,905,223.75 54,198.75 76,419.31 DTD 02/01/2024 5.400% 01/01/2029
3.23 4.11
FHMS K516 A2 3137HBPM0 3,750,000.00 MorganSt 104.37 3,913,946.25 51,457.50 75,534.18 DTD 03/01/2024 5.477% 01/01/2029
3.27 4.14
FHMS K520 A2 3137HCKV3 2,125,000.00 BOFAML 103.42 2,197,609.13 63,983.75 65,461.20 DTD 04/01/2024 5.180% 03/01/2029
3.44 4.17
FHMS K524 A2 3137HDV56 3,245,000.00 PIER 101.94 3,308,034.13 43,106.59 45,696.55 DTD 07/01/2024 4.720% 05/01/2029
3.61 4.16
FHMS K522 A2 3137HDJJ0 3,850,000.00 MorganSt 102.20 3,934,796.25 84,807.80 84,796.25 DTD 06/01/2024 4.803% 05/01/2029
3.51 4.15
FHMS K526 A2 3137HDXL9 3,500,000.00 BMO 101.36 3,547,470.50 14,731.50 19,000.95 DTD 08/01/2024 4.543% 07/01/2029
3.76 4.16
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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 K530 A2 3137HHJL6 3,980,000.00 JPMorgan 102.35 4,073,331.00 72,607.14 73,954.64 DTD 11/01/2024 4.792% 09/01/2029
3.89 4.17
Security Type Sub-Total 83,704,527.88 85,171,541.72 1,995,378.86 1,677,137.11 2.91 4.11 Corporate Note
BRISTOL-MYERS SQUIBB CO (CALLABLE) 110122DN5 2,230,000.00 BOFAML 10/13/25 98.13 2,188,394.89 (22,494.01) (39,279.80) DTD 11/13/2020 0.750% 11/13/2025
0.52 4.40
BANK OF NY MELLON CORP (CALLABLE) 06406RAQ0 3,465,000.00 US_BANC 12/28/25 97.36 3,373,399.26 (92,432.34) (91,724.51) DTD 01/28/2021 0.750% 01/28/2026
0.73 4.32
MICROSOFT CORP (CALLABLE) 594918BR4 3,000,000.00 TD Secur 05/08/26 98.05 2,941,473.00 (91,677.00) (67,977.75) DTD 08/08/2016 2.400% 08/08/2026
1.18 3.86
BANK OF AMERICA NA (CALLABLE) 06428CAA2 3,750,000.00 BOFAML 07/17/26 101.61 3,810,513.75 60,813.75 60,643.47 DTD 08/18/2023 5.526% 08/18/2026
1.16 4.24
MASTERCARD INC (CALLABLE) 57636QAG9 2,560,000.00 CSFirstB 08/21/26 98.43 2,519,897.60 85,798.40 9,936.24 DTD 11/21/2016 2.950% 11/21/2026
1.41 4.01
JP MORGAN CHASE BANK NA (CALLABLE) 48125LRU8 850,000.00 Citigrou 11/08/26 101.47 862,455.05 13,228.55 12,958.53 DTD 12/08/2023 5.110% 12/08/2026
1.44 4.16
JP MORGAN CHASE BANK NA (CALLABLE) 48125LRU8 3,500,000.00 JPMorgan 11/08/26 101.47 3,551,285.50 51,285.50 51,285.50 DTD 12/08/2023 5.110% 12/08/2026
1.44 4.16
TARGET CORP (CALLABLE) 87612EBM7 365,000.00 Citigrou 12/15/26 96.77 353,195.54 (11,183.96) (11,591.74) DTD 01/24/2022 1.950% 01/15/2027
1.63 3.94
MICROSOFT CORP (CALLABLE) 594918BY9 3,000,000.00 GoldmanS 11/06/26 99.14 2,974,161.00 59,991.00 10,739.56 DTD 02/06/2017 3.300% 02/06/2027
1.58 3.82
HOME DEPOT INC (CALLABLE) 437076BT8 3,610,000.00 TD Secur 06/14/27 97.19 3,508,461.53 102,787.53 3,203.16 DTD 09/14/2017 2.800% 09/14/2027
2.20 4.07
JPMORGAN CHASE & CO (CALLABLE) 46647PCW4 1,535,000.00 BOFAML 02/24/27 97.41 1,495,301.83 91,743.88 43,729.65 DTD 02/24/2022 2.947% 02/24/2028
1.74 4.84
WALMART INC (CALLABLE) 931142FB4 1,220,000.00 Barclays 03/15/28 100.15 1,221,784.86 4,505.46 3,423.07 DTD 04/18/2023 3.900% 04/15/2028
2.72 3.85
APPLE INC (CALLABLE) 037833ET3 5,200,000.00 HSBC 04/10/28 100.74 5,238,251.20 21,871.20 28,406.47 DTD 05/10/2023 4.000% 05/10/2028
2.73 3.75
JOHN DEERE CAPITAL CORP 24422EXB0 495,000.00 SBSC 102.56 507,673.98 5,941.98 8,361.76 DTD 07/14/2023 4.950% 07/14/2028
2.90 4.09
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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
JOHN DEERE CAPITAL CORP 24422EXB0 895,000.00 TD Secur 102.56 917,915.58 14,225.13 17,336.47 DTD 07/14/2023 4.950% 07/14/2028
2.90 4.09
JOHN DEERE CAPITAL CORP 24422EXB0 1,165,000.00 Citigrou 102.56 1,194,828.66 31,564.51 30,940.57 DTD 07/14/2023 4.950% 07/14/2028
2.90 4.09
PACCAR FINANCIAL CORP 69371RS64 1,130,000.00 TD Secur 102.54 1,158,656.80 35,741.90 33,326.08 DTD 08/10/2023 4.950% 08/10/2028
2.97 4.16
TOYOTA MOTOR CREDIT CORP 89236TLB9 2,800,000.00 BOFAML 103.02 2,884,697.20 89,569.20 88,103.74 DTD 09/11/2023 5.250% 09/11/2028
3.04 4.31
CITIBANK NA (CALLABLE) 17325FBB3 5,650,000.00 Citigrou 08/29/28 104.62 5,910,753.15 260,753.15 260,753.15 DTD 09/29/2023 5.803% 09/29/2028
3.02 4.36
BANK OF AMERICA CORP (CALLABLE) 06051GMK2 2,060,000.00 Citigrou 01/24/28 101.26 2,085,949.82 3,125.02 3,739.10 DTD 01/24/2025 4.979% 01/24/2029
2.51 4.68
STATE STREET CORP (CALLABLE) 857477CN1 1,900,000.00 HSBC 02/20/28 100.47 1,908,905.30 8,905.30 8,905.30 DTD 08/20/2024 4.530% 02/20/2029
2.59 4.64
BLACKROCK FUNDING INC (CALLABLE) 09290DAA9 365,000.00 Citigrou 02/14/29 102.16 372,890.57 8,551.22 8,413.85 DTD 03/14/2024 4.700% 03/14/2029
3.46 4.08
ADOBE INC (CALLABLE) 00724PAF6 1,295,000.00 TD Secur 03/04/29 102.52 1,327,586.09 30,876.69 31,214.45 DTD 04/04/2024 4.800% 04/04/2029
3.50 4.12
ADOBE INC (CALLABLE) 00724PAF6 1,580,000.00 BOFAML 03/04/29 102.52 1,619,757.54 42,111.74 41,651.41 DTD 04/04/2024 4.800% 04/04/2029
3.50 4.12
PEPSICO INC (CALLABLE) 713448FX1 1,935,000.00 Citigrou 06/17/29 101.54 1,964,766.11 32,765.36 32,327.86 DTD 07/17/2024 4.500% 07/17/2029
3.73 4.09
ELI LILLY & CO (CALLABLE) 532457CQ9 660,000.00 MorganSt 07/14/29 100.36 662,362.14 3,807.54 3,616.92 DTD 08/14/2024 4.200% 08/14/2029
3.83 4.10
ELI LILLY & CO (CALLABLE) 532457CQ9 2,290,000.00 JPMorgan 07/14/29 100.36 2,298,195.91 4,852.51 5,285.05 DTD 08/14/2024 4.200% 08/14/2029
3.83 4.10
PEPSICO INC (CALLABLE) 713448GB8 730,000.00 MorganSt 01/07/30 101.62 741,828.19 13,054.59 13,002.07 DTD 02/07/2025 4.600% 02/07/2030
4.18 4.22
WALMART INC (CALLABLE) 931142FN8 1,140,000.00 BOFAML 03/28/30 101.01 1,151,459.28 13,431.48 13,427.90 DTD 04/28/2025 4.350% 04/28/2030
4.42 4.12
Security Type Sub-Total 60,375,000.00 60,746,801.33 873,515.28 614,157.53 2.32 4.16 Certificate of Deposit
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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
Certificate of Deposit
COOPERAT RABOBANK UA/NY 21684LGS5 3,500,000.00 RABO UA 101.57 3,554,824.00 54,824.00 54,824.00 DTD 07/20/2023 5.080% 07/17/2026
1.15 3.73
Security Type Sub-Total 3,500,000.00 3,554,824.00 54,824.00 54,824.00 1.15 3.73 Bank Note
WELLS FARGO BANK NA (CALLABLE) 94988J6D4 5,635,000.00 WellsFar 07/07/26 101.40 5,713,766.03 92,120.98 84,457.49 DTD 08/09/2023 5.450% 08/07/2026
1.14 4.32
MORGAN STANLEY BANK NA (CALLABLE) 61690U8B9 1,360,000.00 MorganSt 05/26/27 101.93 1,386,228.96 26,228.96 26,228.96 DTD 05/30/2024 5.504% 05/26/2028
1.90 4.74
MORGAN STANLEY BANK NA (CALLABLE) 61690U8B9 2,640,000.00 MorganSt 05/26/27 101.93 2,690,915.04 45,344.64 47,237.64 DTD 05/30/2024 5.504% 05/26/2028
1.90 4.74
Security Type Sub-Total 9,635,000.00 9,790,910.03 163,694.58 157,924.09 1.45 4.49 Asset-Backed Security
CCCIT 2023-A1 A1 17305EGW9 835,000.00 Citigrou 100.40 838,365.88 3,470.59 3,436.12 DTD 12/11/2023 5.230% 12/08/2027
0.58 4.55
KCOT 2023-2A A3 500945AC4 890,000.00 JPMorgan 100.93 898,273.44 8,498.25 8,409.69 DTD 07/26/2023 5.280% 01/18/2028
1.03 4.48
BAAT 2023-1A A3 06428AAC2 1,315,487.80 BOFAML 100.74 1,325,271.08 9,833.14 9,813.92 DTD 07/31/2023 5.530% 02/15/2028
0.77 4.64
HAROT 2023-3 A3 43815QAC1 2,220,000.00 BOFAML 100.72 2,235,926.28 16,384.04 16,211.53 DTD 08/22/2023 5.410% 02/18/2028
0.77 4.55
TAOT 2023-C A3 89231FAD2 690,000.00 BNPPSA 100.56 693,834.33 3,990.41 3,933.25 DTD 08/15/2023 5.160% 04/17/2028
0.88 4.60
USAOT 2023-A A3 90291VAC4 2,728,557.65 JPMorgan 100.62 2,745,491.07 17,410.92 17,253.05 DTD 09/15/2023 5.580% 05/15/2028
0.66 4.72
BAAT 2023-2A A3 06054YAC1 2,925,000.00 BOFAML 101.20 2,959,956.68 35,009.62 34,990.05 DTD 11/21/2023 5.740% 06/15/2028
0.94 4.57
TAOT 2023-D A3 89239FAD4 765,000.00 JPMorgan 101.39 775,643.45 10,725.92 10,700.83 DTD 11/14/2023 5.540% 08/15/2028
1.10 4.38
FITAT 2023-1 A3 31680EAD3 2,425,000.00 JPMorgan 100.88 2,446,412.75 21,563.10 21,512.09 DTD 08/23/2023 5.530% 08/15/2028
0.89 4.62
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Managed Account Fair Market Value & Analytics For the Month Ending April 30, 2025 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
CHAIT 2023-A1 A 161571HT4 3,020,000.00 JPMorgan 101.32 3,059,882.12 40,719.26 40,469.78 DTD 09/15/2023 5.160% 09/15/2028
1.30 4.28
AMXCA 2023-3 A 02582JKD1 3,090,000.00 Citigrou 101.37 3,132,366.99 42,505.11 42,462.33 DTD 09/19/2023 5.230% 09/15/2028
1.30 4.31
HART 2023-C A3 44918CAD4 1,130,000.00 BNPPSA 101.31 1,144,796.22 14,944.81 14,902.68 DTD 11/13/2023 5.540% 10/16/2028
1.05 4.40
BACCT 2023-A2 A2 05522RDH8 1,365,000.00 BOFAML 101.19 1,381,216.20 16,399.52 16,348.81 DTD 12/14/2023 4.980% 11/15/2028
1.46 4.28
GMCAR 2024-1 A3 36268GAD7 365,000.00 Barclays 100.57 367,094.73 2,168.13 2,150.51 DTD 01/17/2024 4.850% 12/18/2028
1.09 4.42
CHAIT 2024-A1 A 161571HV9 3,390,000.00 JPMorgan 100.72 3,414,340.20 24,856.50 24,732.44 DTD 01/31/2024 4.600% 01/16/2029
1.61 4.24
KCOT 2025-1A A3 50117FAC5 1,550,000.00 JPMorgan 101.11 1,567,240.65 17,293.81 17,287.06 DTD 02/19/2025 4.670% 06/15/2029
2.39 4.41
HART 2025-A A3 44935CAD3 2,525,000.00 Barclays 100.38 2,534,600.05 9,972.49 9,957.62 DTD 03/12/2025 4.320% 10/15/2029
2.00 4.21
Security Type Sub-Total 31,229,045.44 31,520,712.12 295,745.62 294,571.76 1.22 4.43 Managed Account Sub-Total 445,298,573.32 445,229,592.00 7,870,567.80 2,840,386.58 2.34 4.03 Total Investments $447,732,177.99
$2,502,585.99
$445,229,592.00
Accrued Interest
Securities Sub-Total $445,298,573.32 $7,870,567.80 $2,840,386.58 2.34 4.03% PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 24 U.S. Bancorp Asset Management, Inc.
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Managed Account Security Transactions & Interest For the Month Ending April 30, 2025 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
04/02/25 BANK OF AMERICA CORP (CALLABLE)
DTD 01/24/2025 4.979% 01/24/2029
04/01/25 06051GMK2 2,060,000.00 (2,082,824.80) (19,373.84) (2,102,198.64) 04/02/25 US TREASURY N/B
DTD 03/31/2025 4.000% 03/31/2030
04/01/25 91282CMU2 12,875,000.00 (12,939,375.00) (2,814.21) (12,942,189.21) 04/28/25 WALMART INC (CALLABLE)
DTD 04/28/2025 4.350% 04/28/2030
04/23/25 931142FN8 1,140,000.00 (1,138,027.80) 0.00 (1,138,027.80) Transaction Type Sub-Total 16,075,000.00 (16,160,227.60) (22,188.05) (16,182,415.65) CALL
04/02/25 BANK OF AMERICA CORP (CALLABLE)
DTD 03/22/2022 3.384% 04/02/2026
04/02/25 06051GKM0 2,025,000.00 2,025,000.00 0.00 2,025,000.00 0.00 0.00 Transaction Type Sub-Total 2,025,000.00 2,025,000.00 0.00 2,025,000.00 0.00 0.00
INTEREST
04/01/25 MONEY MARKET FUND
DTD 01/01/2010 0.000% --
04/01/25 MONEY0002 0.00 1,962.70 1,962.70
04/25/25 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
04/01/25 3137HAMN3 0.00 8,831.27 8,831.27
04/25/25 FHMS K510 A2
DTD 11/01/2023 5.069% 10/01/2028
04/01/25 3137HB3D4 0.00 6,188.40 6,188.40
04/25/25 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
04/01/25 3137HAMR4 0.00 13,918.90 13,918.90
04/25/25 FHMS K518 A2
DTD 03/01/2024 5.400% 01/01/2029
04/01/25 3137HC2L5 0.00 12,217.50 12,217.50
04/25/25 FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
04/01/25 3137BTUM1 0.00 6,688.26 6,688.26
04/25/25 FHMS K064 A2
DTD 05/01/2017 3.224% 03/01/2027
04/01/25 3137BXQY1 0.00 10,746.67 10,746.67
04/25/25 FHMS K509 A2
DTD 10/01/2023 4.850% 09/01/2028
04/01/25 3137HAST4 0.00 11,680.42 11,680.42
04/25/25 FHMS K530 A2
DTD 11/01/2024 4.792% 09/01/2029
04/01/25 3137HHJL6 0.00 15,893.47 15,893.47
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Managed Account Security Transactions & Interest For the Month Ending April 30, 2025 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
04/25/25 FHMS K065 A2
DTD 07/01/2017 3.243% 04/01/2027
04/01/25 3137F1G44 0.00 6,148.19 6,148.19
04/25/25 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
04/01/25 3137HBCF9 0.00 8,062.50 8,062.50
04/25/25 FHMS K515 A2
DTD 02/01/2024 5.400% 01/01/2029
04/01/25 3137HBPD0 0.00 16,875.00 16,875.00
04/25/25 FHMS K514 A2
DTD 02/01/2024 4.572% 12/01/2028
04/01/25 3137HBLV4 0.00 8,458.20 8,458.20
04/25/25 FHMS K505 A2
DTD 07/01/2023 4.819% 06/01/2028
04/01/25 3137HACX2 0.00 14,055.42 14,055.42
04/25/25 FHMS K524 A2
DTD 07/01/2024 4.720% 05/01/2029
04/01/25 3137HDV56 0.00 12,763.67 12,763.67
04/25/25 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
04/01/25 3137HAD45 0.00 11,060.43 11,060.43
04/25/25 FHMS K511 A2
DTD 12/01/2023 4.860% 10/01/2028
04/01/25 3137HB3G7 0.00 8,606.25 8,606.25
04/25/25 FHMS K513 A2
DTD 01/01/2024 4.724% 12/01/2028
04/01/25 3137HBFY5 0.00 8,621.30 8,621.30
04/25/25 FHMS K508 A2
DTD 10/01/2023 4.740% 08/01/2028
04/01/25 3137HAQ74 0.00 15,207.50 15,207.50
04/25/25 FHMS K516 A2
DTD 03/01/2024 5.477% 01/01/2029
04/01/25 3137HBPM0 0.00 17,115.63 17,115.63
04/25/25 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
04/01/25 3137HAMG8 0.00 7,250.21 7,250.21
04/25/25 FHMS K522 A2
DTD 06/01/2024 4.803% 05/01/2029
04/01/25 3137HDJJ0 0.00 15,409.63 15,409.63
04/25/25 FHMS K506 A2
DTD 09/01/2023 4.650% 08/01/2028
04/01/25 3137HAMH6 0.00 14,725.00 14,725.00
04/25/25 FHMS K526 A2
DTD 08/01/2024 4.543% 07/01/2029
04/01/25 3137HDXL9 0.00 13,250.42 13,250.42
04/25/25 FHMS K066 A2
DTD 08/01/2017 3.117% 06/01/2027
04/01/25 3137F2LJ3 0.00 9,169.18 9,169.18
04/25/25 FNA 2023-M6 A2
DTD 07/01/2023 4.190% 07/01/2028
04/01/25 3136BQDE6 0.00 11,673.40 11,673.40
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 26 U.S. Bancorp Asset Management, Inc.
#19..
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Managed Account Security Transactions & Interest For the Month Ending April 30, 2025 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
04/25/25 FHMS K520 A2
DTD 04/01/2024 5.180% 03/01/2029
04/01/25 3137HCKV3 0.00 9,172.92 9,172.92
04/25/25 FHMS K517 A2
DTD 03/01/2024 5.355% 01/01/2029
04/01/25 3137HC2C5 0.00 14,971.69 14,971.69
04/25/25 FHMS K507 A2
DTD 09/01/2023 4.800% 09/01/2028
04/01/25 3137HAMS2 0.00 15,200.00 15,200.00
04/02/25 BANK OF AMERICA CORP (CALLABLE)
DTD 03/22/2022 3.384% 04/02/2026
04/02/25 06051GKM0 0.00 34,263.00 34,263.00
04/04/25 ADOBE INC (CALLABLE)
DTD 04/04/2024 4.800% 04/04/2029
04/04/25 00724PAF6 0.00 69,000.00 69,000.00
04/15/25 CHAIT 2023-A1 A
DTD 09/15/2023 5.160% 09/15/2028
04/15/25 161571HT4 0.00 12,986.00 12,986.00
04/15/25 HART 2025-A A3
DTD 03/12/2025 4.320% 10/15/2029
04/15/25 44935CAD3 0.00 9,999.00 9,999.00
04/15/25 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
04/15/25 89231FAD2 0.00 2,967.00 2,967.00
04/15/25 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
04/15/25 06428AAC2 0.00 6,476.89 6,476.89
04/15/25 WALMART INC (CALLABLE)
DTD 04/18/2023 3.900% 04/15/2028
04/15/25 931142FB4 0.00 23,790.00 23,790.00
04/15/25 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
04/15/25 89239FAD4 0.00 3,531.75 3,531.75
04/15/25 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
04/15/25 31680EAD3 0.00 11,175.21 11,175.21
04/15/25 AMXCA 2023-3 A
DTD 09/19/2023 5.230% 09/15/2028
04/15/25 02582JKD1 0.00 13,467.25 13,467.25
04/15/25 KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
04/15/25 500945AC4 0.00 3,916.00 3,916.00
04/15/25 CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/16/2029
04/15/25 161571HV9 0.00 12,995.00 12,995.00
04/15/25 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
04/15/25 44918CAD4 0.00 5,216.83 5,216.83
04/15/25 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
04/15/25 90291VAC4 0.00 13,735.05 13,735.05
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 27 U.S. Bancorp Asset Management, Inc.
#19..
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Managed Account Security Transactions & Interest For the Month Ending April 30, 2025 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
04/15/25 BACCT 2023-A2 A2
DTD 12/14/2023 4.980% 11/15/2028
04/15/25 05522RDH8 0.00 5,664.75 5,664.75
04/15/25 KCOT 2025-1A A3
DTD 02/19/2025 4.670% 06/15/2029
04/15/25 50117FAC5 0.00 6,032.08 6,032.08
04/15/25 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
04/15/25 06054YAC1 0.00 13,991.25 13,991.25
04/16/25 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
04/16/25 36268GAD7 0.00 1,475.21 1,475.21
04/18/25 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
04/18/25 43815QAC1 0.00 10,008.50 10,008.50
04/30/25 US TREASURY N/B
DTD 10/31/2022 4.125% 10/31/2027
04/30/25 91282CFU0 0.00 121,171.88 121,171.88
04/30/25 US TREASURY N/B
DTD 04/30/2020 0.500% 04/30/2027
04/30/25 912828ZN3 0.00 16,200.00 16,200.00
04/30/25 US TREASURY N/B
DTD 11/02/2020 0.500% 10/31/2027
04/30/25 91282CAU5 0.00 21,937.50 21,937.50
04/30/25 US TREASURY N/B
DTD 10/31/2024 4.125% 10/31/2029
04/30/25 91282CLR0 0.00 100,031.25 100,031.25
04/30/25 US TREASURY N/B
DTD 04/30/2024 4.625% 04/30/2029
04/30/25 91282CKP5 0.00 222,462.50 222,462.50
04/30/25 US TREASURY N/B
DTD 05/01/2023 3.500% 04/30/2028
04/30/25 91282CHA2 0.00 163,450.00 163,450.00
Transaction Type Sub-Total 0.00 1,231,868.03 1,231,868.03
PAYDOWNS
04/25/25 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
04/01/25 3137HAMR4 12,854.68 12,854.68 0.00 12,854.68 201.72 142.95 04/25/25 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
04/01/25 3137HAD45 2,171.63 2,171.63 0.00 2,171.63 0.06 0.04 04/25/25 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
04/01/25 3137HAMN3 4,525.46 4,525.46 0.00 4,525.46 0.03 0.02 04/25/25 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
04/01/25 3137HAMG8 1,548.65 1,548.65 0.00 1,548.65 23.16 16.15 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 28 U.S. Bancorp Asset Management, Inc.
#19..
- 940 -
Managed Account Security Transactions & Interest For the Month Ending April 30, 2025 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
04/25/25 FNA 2023-M6 A2
DTD 07/01/2023 4.190% 07/01/2028
04/01/25 3136BQDE6 17.68 17.68 0.00 17.68 0.30 0.20
04/25/25 FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
04/01/25 3137BTUM1 4,832.14 4,832.14 0.00 4,832.14 148.74 70.06 04/15/25 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
04/15/25 90291VAC4 225,215.95 225,215.95 0.00 225,215.95 39.41 26.74 04/15/25 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
04/15/25 06428AAC2 89,986.24 89,986.24 0.00 89,986.24 3.41 2.13 Transaction Type Sub-Total 341,152.43 341,152.43 0.00 341,152.43 416.83 258.29 SELL
04/02/25 US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
04/01/25 91282CBH3 50,000.00 48,494.14 31.60 48,525.74 1,298.83 (914.99) FIFO 04/02/25 US TREASURY N/B
DTD 12/31/2020 0.375% 12/31/2025
04/01/25 91282CBC4 2,675,000.00 2,602,377.93 2,549.38 2,604,927.31 (9,195.31) (62,607.32) FIFO 04/02/25 US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
04/01/25 91282CBH3 2,400,000.00 2,327,718.75 1,516.57 2,329,235.32 (26,156.25) (63,879.81) FIFO 04/02/25 US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
04/01/25 91282CBH3 5,775,000.00 5,601,073.24 3,649.25 5,604,722.49 30,905.27 (132,023.03) FIFO 04/02/25 US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
04/01/25 91282CBH3 825,000.00 800,153.32 521.33 800,674.65 21,430.66 (15,097.33) FIFO 04/28/25 US TREASURY N/B
DTD 01/31/2025 4.250% 01/31/2030
04/23/25 91282CMG3 1,140,000.00 1,152,023.44 11,644.06 1,163,667.50 16,253.91 16,077.01 FIFO Transaction Type Sub-Total 12,865,000.00 12,531,840.82 19,912.19 12,551,753.01 34,537.11 (258,445.47) Managed Account Sub-Total (1,262,234.35) 1,229,592.17 (32,642.18) 34,953.94 (258,187.18) Total Security Transactions ($1,262,234.35) $1,229,592.17 ($32,642.18) $34,953.94 ($258,187.18) PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 29 U.S. Bancorp Asset Management, Inc.
#19..
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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
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% 7/31/2024 3.79% 50,908,210.76 5.43% 400,074,642.53 3.44% 43,066,591.51 5.14% 8/31/2024 3.65% 36,112,852.04 5.41% 400,899,946.42 3.34% 43,149,544.75 5.10% 9/30/2024 3.73% 21,244,197.28 5.29% 401,135,133.05 3.54% 43,205,826.11 4.78% 10/31/2024 3.80% 35,394,422.01 5.03% 403,285,397.15 3.62% 32,709,563.98 4.65% 11/30/2024 3.83% 36,072,860.08 4.87% 404,702,479.08 3.67% 32,740,820.12 4.65% 12/31/2024 3.84% 28,695,113.02 4.73% 405,389,405.62 3.71% 32,773,649.87 4.65% 1/31/2025 3.92% 28,806,032.00 4.55% 405,929,868.49 3.82% 32,806,480.28 4.65% 2/28/2025 3.96% 28,905,743.58 4.51% 407,804,449.58 3.87% 32,836,151.16 4.65% 3/31/2025 4.09% 44,039,271.43 4.47% 408,339,752.77 4.00% 32,869,009.39 4.65% 4/30/2025 4.09% 44,200,320.85 4.45% 409,488,391.09 4.01% 32,900,814.33 4.65% 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. #19..
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 CMBS
FHLMC 2,393,108 11/1/2026 4.230% 2 154,729 4.29% 17,161 FHLMC 4,000,000 3/1/2027 4.110% 2 362,600 4.94% 33,013
FHLMC 2,275,000 4/1/2027 4.080% 2 215,614 4.93% 18,762
FHLMC 3,530,000 6/1/2027 4.060% 2 366,057 4.97% 29,304
FHLMC 3,466,870 4/1/2028 4.040% 3 526,100 5.19% 30,077
FHLMC 1,869,474 5/1/2028 3.990% 3 281,310 5.01% 15,643
FHLMC 3,500,000 6/1/2028 4.030% 3 496,777 4.59% 26,865
FHLMC 2,776,249 6/1/2028 4.210% 3 409,898 4.78% 22,166
FNMA 3,343,201 7/1/2028 4.110% 3 485,328 4.58% 25,566
FHLMC 3,800,000 8/1/2028 4.040% 3 617,310 4.99% 31,670
FHLMC 2,005,627 8/1/2028 4.210% 3 344,441 5.27% 17,671
FHLMC 3,850,000 8/1/2028 4.070% 3 658,642 5.25% 33,791
FHLMC 3,800,000 9/1/2028 4.070% 3 644,556 5.07% 32,228
FHLMC 2,890,000 9/1/2028 4.060% 3 541,379 5.60% 27,069
FHLMC 1,465,000 10/1/2028 4.090% 3 257,639 5.14% 12,573 FHLMC 2,125,000 10/1/2028 4.100% 3 358,485 4.93% 17,494 FHLMC 1,935,000 11/1/2028 4.130% 4 325,115 4.79% 15,482 FHLMC 2,190,000 12/1/2028 4.130% 4 353,852 4.50% 16,465 FHLMC 2,220,000 12/1/2028 4.090% 4 346,452 4.34% 16,120 FHLMC 3,750,000 1/1/2029 4.110% 4 659,961 4.79% 29,998
FHLMC 3,750,000 1/1/2029 4.140% 4 660,278 4.79% 30,013
FHLMC 3,355,000 1/1/2029 4.170% 4 575,655 4.67% 26,166
FHLMC 2,715,000 1/1/2029 4.160% 4 482,234 4.83% 21,920
FHLMC 2,125,000 3/1/2029 4.170% 4 414,767 5.09% 18,059
FHLMC 3,850,000 5/1/2029 4.150% 4 740,675 4.80% 30,904
FHLMC 3,245,000 5/1/2029 4.160% 4 594,817 4.58% 24,818
FHLMC 3,500,000 7/1/2029 4.160% 4 632,796 4.33% 25,345
FHLMC 3,980,000 9/1/2029 4.170% 4 807,065 4.67% 31,061
U.S. Treasury
U.S. Treasury 11,015,000 5/15/2025 5.015% 0 23,303 4.14% 76,213 U.S. Treasury 10,805,000 7/31/2025 4.330% 0 130,905 4.81% 86,796 U.S. Treasury 11,115,000 9/15/2025 4.339% 0 167,931 4.00% 74,231 U.S. Treasury 4,125,000 1/31/2026 4.302% 1 57,833 1.85% 12,782 U.S. Treasury 7,980,000 1/31/2026 4.302% 1 178,003 2.95% 39,341 U.S. Treasury 3,210,000 2/28/2026 4.103% 1 18,776 0.70% 3,768 U.S. Treasury 6,000,000 2/28/2026 4.121% 1 57,703 1.15% 11,579 U.S. Treasury 4,645,000 2/28/2026 4.121% 1 106,699 2.76% 21,410 U.S. Treasury 4,925,000 3/31/2026 4.158% 1 39,303 0.87% 7,157 U.S. Treasury 2,480,000 3/31/2026 4.158% 1 17,269 0.76% 3,145 U.S. Treasury 1,405,000 5/31/2026 3.920% 1 13,236 0.87% 2,039 U.S. Treasury 4,615,000 5/31/2026 3.920% 1 138,242 2.76% 21,295 U.S. Treasury 4,800,000 5/31/2026 3.920% 1 155,834 2.99% 24,005 U.S. Treasury 4,640,000 8/31/2026 3.820% 1 170,606 2.75% 21,326 U.S. Treasury 4,310,000 9/30/2026 3.790% 1 169,303 2.77% 19,937 U.S. Treasury 4,545,000 11/15/2026 3.770% 2 211,307 3.01% 22,854 U.S. Treasury 9,220,000 2/15/2027 3.710% 2 472,680 2.85% 43,954 U.S. Treasury 910,000 3/31/2027 3.670% 2 70,410 4.03% 6,136 U.S. Treasury 6,480,000 4/30/2027 3.670% 2 378,173 2.92% 31,601 U.S. Treasury 5,545,000 6/30/2027 3.670% 2 359,600 2.99% 27,731 U.S. Treasury 1,200,000 8/15/2027 3.660% 2 90,905 3.30% 6,625 U.S. Treasury 2,985,000 8/15/2027 3.660% 2 232,746 3.40% 16,962 U.S. Treasury 5,380,000 9/30/2027 3.630% 2 556,139 4.27% 38,420 U.S. Treasury 8,775,000 10/31/2027 3.660% 3 859,408 3.91% 57,357 U.S. Treasury 2,715,000 10/31/2027 3.650% 3 259,036 3.81% 17,288 U.S. Treasury 3,160,000 10/31/2027 3.650% 3 287,099 3.63% 19,161 U.S. Treasury 4,250,000 12/31/2027 3.630% 3 428,986 3.78% 26,839 U.S. Treasury 3,450,000 1/31/2028 3.650% 3 348,211 3.66% 21,114 U.S. Treasury 2,220,000 1/31/2028 3.660% 3 215,213 3.52% 13,050 U.S. Treasury 1,120,000 2/29/2028 3.660% 3 136,382 4.29% 8,038 U.S. Treasury 2,825,000 2/29/2028 3.660% 3 340,395 4.25% 20,062 U.S. Treasury 2,555,000 3/31/2028 3.660% 3 260,536 3.49% 14,909 U.S. Treasury 2,675,000 3/31/2028 3.640% 3 285,007 3.65% 16,309 U.S. Treasury 2,810,000 4/30/2028 3.660% 3 303,960 3.60% 16,917 U.S. Treasury 6,530,000 4/30/2028 3.660% 3 666,570 3.40% 37,099 U.S. Treasury 3,450,000 3/31/2029 3.720% 4 591,704 4.37% 25,223 U.S. Treasury 5,190,000 4/30/2029 3.720% 4 949,943 4.57% 39,662 U.S. Treasury 4,430,000 4/30/2029 3.720% 4 682,599 3.85% 28,500 U.S. Treasury 4,190,000 5/31/2029 3.730% 4 738,754 4.31% 30,204 U.S. Treasury 1,430,000 5/31/2029 3.730% 4 251,100 4.30% 10,266 U.S. Treasury 2,920,000 6/30/2029 3.730% 4 539,117 4.43% 21,607 U.S. Treasury 2,105,000 7/31/2029 3.740% 4 344,425 3.85% 13,529 U.S. Treasury 7,550,000 8/31/2029 3.740% 4 1,172,690 3.58% 45,160 U.S. Treasury 8,695,000 9/30/2029 3.750% 4 1,369,846 3.56% 51,772 U.S. Treasury 4,850,000 10/31/2029 3.750% 5 913,674 4.18% 33,881 U.S. Treasury 6,315,000 11/30/2029 3.750% 5 1,183,709 4.08% 43,108 U.S. Treasury 12,365,000 12/31/2029 3.760% 5 2,557,428 4.43% 91,444 U.S. Treasury 3,470,000 1/31/2030 3.770% 5 715,592 4.33% 25,130 U.S. Treasury 8,565,000 2/28/2030 3.760% 5 1,639,660 3.96% 56,668 U.S. Treasury 12,875,000 3/31/2030 3.770% 5 2,463,635 3.89% 83,676 Earnings to
Maturity
April 30, 2025
#19..
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
April 30, 2025
Negotiable CD
Rabobank Nederland 3,500,000 7/17/2026 3.730% 1 215,796 5.08% 29,715 Corporate Note
Bristol-Myers Squibb Co 2,230,000 11/13/2025 4.400% 1 11,434 0.95% 3,541 The Bank Of New York Mellon Corporation 3,465,000 1/28/2026 4.323% 1 19,308 0.75% 4,314 Wells Fargo & Company 5,635,000 8/7/2026 4.320% 1 396,644 5.54% 52,145 Microsoft Corp 3,000,000 8/8/2026 3.860% 1 81,724 2.14% 10,721 Bank Of America Co 3,750,000 8/18/2026 4.240% 1 269,818 5.53% 34,650 Mastercard Inc 2,560,000 11/21/2026 4.010% 2 173,057 4.33% 18,520 JPMorgan Chase & Co 3,500,000 12/8/2026 4.160% 2 287,630 5.11% 29,890 JPMorgan Chase & Co 850,000 12/8/2026 4.160% 2 70,382 5.15% 7,314 Target Corp 365,000 1/15/2027 3.940% 2 12,413 1.99% 1,212 Microsoft Corp 3,000,000 2/6/2027 3.820% 2 215,738 4.06% 20,340 Home Depot Inc 3,610,000 9/14/2027 4.070% 2 356,539 4.16% 25,085 JPMorgan Chase & Co 1,535,000 2/24/2028 4.840% 3 222,235 5.13% 13,161 Wal-Mart Stores Inc 1,220,000 4/15/2028 3.850% 3 142,714 3.95% 8,053 Apple Inc 5,200,000 5/10/2028 3.750% 3 619,160 3.93% 34,149 Morgan Stanley 1,360,000 5/26/2028 4.740% 3 230,100 5.50% 12,510 Morgan Stanley 2,640,000 5/26/2028 4.740% 3 442,186 5.45% 24,040 Deere & Company 1,165,000 7/14/2028 4.090% 3 186,281 4.98% 9,704 Deere & Company 495,000 7/14/2028 4.090% 3 73,718 4.64% 3,840 Deere & Company 895,000 7/14/2028 4.090% 3 135,786 4.73% 7,073 Paccar Financial Corp 1,130,000 8/10/2028 4.160% 3 188,926 5.09% 9,620 Toyota Motor Corp 2,800,000 9/11/2028 4.310% 3 499,144 5.29% 24,754 Citigroup Inc 5,650,000 9/29/2028 4.360% 3 1,121,044 5.80% 54,795 Bank Of America Co 2,060,000 1/24/2029 4.680% 4 358,721 4.66% 16,031 State Street Corporation 1,900,000 2/20/2029 4.640% 4 328,245 4.53% 14,384 Blackrock Inc. 365,000 3/14/2029 4.080% 4 67,038 4.74% 2,892 Adobe 1,580,000 4/4/2029 4.120% 4 300,271 4.83% 12,764
Adobe 1,295,000 4/4/2029 4.120% 4 242,850 4.77% 10,323
Pepsico Inc 1,935,000 7/17/2029 4.090% 4 369,994 4.53% 14,665 Eli Lilly & Co 660,000 8/14/2029 4.100% 4 120,395 4.25% 4,687 Eli Lilly & Co 2,290,000 8/14/2029 4.100% 4 409,700 4.17% 15,949 Pepsico Inc 730,000 2/7/2030 4.220% 5 161,773 4.64% 5,658 Wal-Mart Stores Inc 1,140,000 4/28/2030 4.120% 5 250,030 4.39% 8,362 Asset-Backed Securities
Citigroup Inc 835,000 12/8/2027 4.550% 3 113,981 5.23% 7,303 Kubota Credit Owners Trust 890,000 1/18/2028 4.480% 3 127,997 5.29% 7,863 Bank of America Auto Trust 1,315,488 2/15/2028 4.640% 3 203,528 5.53% 12,160 Honda Auto Receivables 2,220,000 2/18/2028 4.550% 3 337,268 5.42% 20,091 Toyota Motor Corp 690,000 4/17/2028 4.600% 3 105,752 5.17% 5,956 USAA Owners Trust 2,728,558 5/15/2028 4.720% 3 463,783 5.58% 25,464 Bank of America Auto Trust 2,925,000 6/15/2028 4.570% 3 525,341 5.74% 28,061 Fifth Third Auto Trust 2,425,000 8/15/2028 4.620% 3 442,099 5.53% 22,417 Toyota Motor Corp 765,000 8/15/2028 4.380% 3 139,746 5.54% 7,086 American Express Co 3,090,000 9/15/2028 4.310% 3 546,469 5.23% 27,013 Chase Issurance 3,020,000 9/15/2028 4.280% 3 527,483 5.17% 26,075 Hyundai Auto Receivables 1,130,000 10/16/2028 4.400% 3 217,081 5.54% 10,468 Bank Of America Co 1,365,000 11/15/2028 4.280% 4 241,324 4.98% 11,367 Gm Financial Securitized Term 365,000 12/18/2028 4.420% 4 64,468 4.85% 2,961 Chase Issurance 3,390,000 1/16/2029 4.240% 4 580,184 4.60% 26,080 Kubota Credit Owners Trust 1,550,000 6/15/2029 4.410% 4 298,918 4.67% 12,100 Hyundai Auto Receivables 2,525,000 10/15/2029 4.210% 4 487,220 4.32% 18,245 Municipal Securities
University Of California 510,000 5/15/2025 4.840% 0 185 3.09% 2,635 University Of California 220,000 5/15/2025 4.840% 0 73 3.07% 1,130 Florida State Board of Administration Finance 505,000 7/1/2025 4.640% 0 949 1.11% 934 Florida State Board of Administration Finance 1,295,000 7/1/2025 4.640% 0 2,767 1.26% 2,723 New Jersey Turnpike Authority 505,000 1/1/2026 4.220% 1 3,564 1.05% 884 Overnight Investments 44,200,321 Varies Varies 4.19% 309,457 Totals (Main Portfolio) 489,498,894 51,647,086 4.03% 3,298,013 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. #19..
Attachment 5
Issue Name / Type Trustee Bank Investment Total Amount
Instl Res Tre and Agny Cash Adv6541 $272,086.76
Financial Guaranty Insurance Pol $1.00
CAMP $2,206,224.02
Total $2,478,311.78
Instl Res Tre and Agny Cash Adv6541 $307,360.10
Letter of Credit $1.00
CAMP $5,457,925.94
Total $5,765,287.04
2018 Wastewater Refunding Bank of New York Fidelity Inv MM Trsy Only $277,700.00 2020 Wastewater Refunding Bank of New York Cash $1,116,554.46 Fairview Village Refunding US Bank First American Treasury Obligation Fund $197,364.35 Blackrock Federal Fund Instl 30 $184.78
CAMP $3,124,826.08
Total $3,125,010.86
Other Post Employment Benefits Section 115
Trust PARS HighMark Plus Moderate $1,833,947.64
Pension Section 115 Trust PARS HighMark Plus Moderately Conservative $3,029,125.98 Athens Administrators (New Third Party
Administrator - Worker's Compensation) Wells Fargo Bank $527,094.05 George Hills Company - General Liability Claims
Administration Services California Bank & Trust $72,294.84 Kemper Sports Management Inc. BMO Harris Bank Business Money Market $63,058.10 Stanislaus Community Foundation Modesto Commerce Bank Charles Schwab $787,926.65 Village One #2 Refunding Bank of New York
Cash with Fiscal Agent Investments
As of April 30, 2025
2008 Water Refunding COP Bank of New York
2008 Lease Revenue Bonds Bank of New York
#19..
- 945 -
CITY OF MODESTO
COUNCIL AGENDA REPORT
DATE OF MEETING:
July 22, 2025
Date: June 23, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
Bill Sandhu, Public Works Director
SUBJECT: Purchase of Fleet Additions
CONTACT: Dianne Love, Purchasing Manager, [email protected], 209-571-5164 DESCRIPTION:
Consider approving the purchase for three (3) Fleet Additions for Fleet Vehicles which includes one (1) Ravo 5-iSeries Compact Sweeper, one (1) Boom Lift Genie Truck and one (1) Ford F550 Truck in a total amount not to exceed $694,008. (Funding Source: Measure H, Water Fund, and Sewer Fund)
STRATEGIC PLAN ELEMENT:
This item advances the City of Modesto 2025-2026 Strategic Plan Area: Governance and Service Delivery: Goal I: “Promote trust and engagement between the community and the City by enhancing responsiveness, communicating broadly about City opportunities and challenges, and increasing public participation in municipal affairs.” BACKGROUND:
Every year, City vehicles and equipment are individually evaluated based on their age, condition, mileage and maintenance costs including the addition of new vehicles due to the operational needs for the city. Following this process, a Fleet Addition and Replacement List is submitted to Council and is approved as part of a new fiscal year’s Public Works Fleet Budget.
Throughout the fiscal year, new vehicles need to be added to the City’s Fleet inventory due to the operational needs of City departments. When these vehicles are added to the fleet, they are also added to the Fleet Replacement list to prepare for future replacement. The charts captured below provide a summary of the Fleet Additions being added to the City’s Fleet inventory and a description to capture the purpose of the Fleet vehicle. #20..
- 946 -
City Council, July 22, 2025
Purchase of Fleet Additions
Fleet Addition:
IFB Vehicle
#
Description Dept. Year of
Vehicle
Meter Repair
Cost
2425-49 N/A
Ravo 5-iSeries
Compact Sweeper
UTL. Water
Division N/A N/A N/A
This equipment is used to maintain dust control and construction site debris removal for Utilities - Water division projects.
IFB Vehicle
#
Description Dept. Year of
Vehicle
Meter Repair
Cost
2425-41 N/A
Boom Lift Genie
Truck
UTL. Sewer
Division N/A N/A N/A
This equipment is used as a multi-function boom lift providing the ability to lift up, over and out with precise positioning for ultimate versatility in hard-to-access work areas for both construction projects as well as day-to-day operational needs for operating sanitary sewer division functions.
IFB Vehicle
#
Description Dept. Year of
Vehicle
Meter
(hours)
Repair
Cost
2425-33 N/A Ford F-550 Truck Modesto Fire
Department N/A N/A N/A
This equipment is used as a heavy-duty utility vehicle capable of performing both wildland and urban response needs. The F550's payload and towing capacity, providing reliable, critical coverage without disruption delivering lifesaving care by carrying advanced medical gear, firefighting tools, and rescue equipment.
DISCUSSION:
Sourcewell and the public agencies are cooperative agreements to streamline the procurement process by developing Request for Proposals (RFP)’s for national competitive solicitations that meet or exceed local requirements. The competitive process is continually refined to best meet agency needs and allows Sourcewell and public agencies to offer exceptional products from nationally acclaimed vendors. For the new Fleet Additions, the City has utilized cooperative agreements to meet the City’s procurement rules.
Invitation for Bid (IFB) 2425-49– One (1) Ravo 5-iSeries Compact Sweeper On December 16, 2024, the City Manager authorized the Purchasing Manager to solicit the procurement for a Ravo R5-iSeries Compact Pure Vacuum Street Sweeper. In accordance with the Modesto Municipal Code (MMC), 8-3.202(h), the City may utilize other government agencies competitive bidding processes to meet the City’s purchasing bidding requirements to solicit goods. On August 12, 2021, Sourcewell solicited a bid for the State of Minnesota local government unit and service cooperative issued Request for Proposal #093021 for Street Sweepers and Specialty Sweepers, with Related Equipment, Accessories and Supplies on the Sourcewell Procurement Portal and New York State Contract Reporter website, Daily Journal of Commerce (DJC), Oregon and Alberta Purchasing Connection (APC).
On September 30, 2021, proposals were opened at the Sourcewell Procurement Portal, 22 proposals were received, and the proposals were based on the Sourcewell intent to award to #20..
- 947 -
City Council, July 22, 2025
Purchase of Fleet Additions
one or more contract to highest scored proposers offering the best overall quality, selection of equipment, products, and services and price. Eight (8) contracts were awarded for this commodity which includes RAVO Holding BV, dba Fayat Environmental Solutions Americas Schwarze Industries, Inc as the manufacturer but procured through the dealer Municipal Maintenance Equipment (MME). Based on the ranking of the proposals offering the Underground Infrastructure Inspection and Rehabilitation Equipment, City staff recommends awarding to Municipal Maintenance Equipment (MME) to purchase one (1) Ravo R5-iSeries Compact Sweeper for $318,346.
IFB-2425-41– One (1) Boom Lift Genie Truck
On October 23, 2024, the City Manager authorized the Purchasing Manager to solicit the procurement for one (1) Boom Lift Genie Truck. In accordance with the Modesto Municipal Code (MMC), 8-3.202(h), the City may utilize other government agencies competitive bidding processes to meet the City’s purchasing bidding requirements to solicit goods. On April 30, 2020, Sourcewell solicited a bid for the State of Minnesota local government unit and service cooperative issued Request for Proposal #062320 for Equipment Rental with Related Services on the Sourcewell Procurement Portal and New York State Contract Reporter website, DJC Oregon, The New York State Contract Reporter, APC and The State Media Company.
On June 23, 2020, proposals were opened at the Sourcewell Procurement Portal, 18 proposals were received, and the proposals were based on the Sourcewell intent to award to one or more contract to highest scored proposers offering the best overall quality, selection of equipment, products, and services and price. Four (4) contracts were awarded for this commodity which includes Caterpillar Inc as the manufacturer but procured through the dealer Holt of California.
Based on the ranking of the proposals offering the Equipment Rental with Related Services, City staff recommends awarding to Holt of California (CA) to purchase one (1) Boom Lift Genie Truck in the amount of $181,500.
IFB-2425-33 – One (1) Ford F-550 Truck
On February 14, 2023, the City Manager authorized the Purchasing Manager to solicit the procurement for a 2024 Ford F-550 truck. In accordance with the Modesto Municipal Code (MMC), 8-3.202(h), the City may utilize other government agencies competitive bidding processes to meet the City’s purchasing bidding requirements to solicit goods. On February 8, 2024, Sourcewell solicited a bid for the State of Minnesota local government unit and service cooperative issued Request for Proposal #032824 for Class 4-8 Chassis and Cabs with Related Equipment, Accessories, and Services on the Sourcewell Procurement Portal and New York State Contract Reporter website, DJC Oregon and McClatchy.
On March 28, 2024, proposals were opened at the Sourcewell Procurement Portal, 35 proposals were received, and the proposals were based on the Sourcewell intent to award to one or more contract to highest scored proposers offering the best overall quality, selection of equipment, products, and services and price. 17 contracts were awarded for this commodity which includes Rush Truck Center of Texas as the Dealer but procured through various Rush Truck Centers throughout United States of America. Based on the ranking of the proposals offering the Class 4-8 Chassis and Cabs with Related Equipment, Accessories, and Services, City staff recommends awarding to Rush Truck Centers, Ceres, CA to purchase one (1) 2024 Ford F550 Truck in the amount of $103,639.
#20..
- 948 -
City Council, July 22, 2025
Purchase of Fleet Additions
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 Sourcewell and the public agencies bidding process, the City is complying with the requirements defined under this code as competitive pricing was solicited through the Sourcewell RFPs for the one (1) Ravo 5-iSeries Compact Sweeper, one (1) Boom Lift Genie Truck and one (1) Ford F-550 Truck.
For all vehicles and equipment, City staff recommends applying a change order of up to 15% in case any market changes occur between the timeframe of when the order is placed with the vendor and when the production of the vehicle is completed. With current inflation, and the volatile vehicle market, City staff will ensure any prices increases requested by the vendor align with the market change based on using the Commodities Research Unit indexes which focuses on indexes related to steel.
With the new California Air Resource Board (CARB) zero-emission regulations as described in the Advanced Clean Fleets Regulation for State and Local Government Agency Fleet Requirements, § Section 2013(c)4, State and Local Government Fleet Applicability, Definitions, and General Requirements, California Vehicle Code (CVC) Section 165, emergency vehicles are exempt under the current regulation to convert from internal combustion engines (ICE) to zero-emission vehicles. Public Works is currently developing the City’s fleet migration to Zero Emission Vehicles to comply with the State regulations1 in reducing reliance on internal combustion engines. There are no known equivalent zero emission vehicles that will perform the services required for the one (1) Ravo 5-iSeries Compact Sweeper, one (1) Boom Lift Genie Truck and one (1) Ford F-550 Truck, which is an exemption under the state mandate if no identified zero emission manufacturers produce the specified equipment.
FISCAL IMPACT:
Sufficient funds for the one (1) Ford F-550 Truck are budgeted in Fiscal Year 2023-24 in the Measure H Fund for the Modesto Fire Department Emergency Medical Services Division. The two (2) additions for the one (1) Ravo 5-iSeries Compact Sweeper and one (1) Boom Lift Genie Truck are budgeted in the Fiscal Year 2024-25 in the Utilities Department which for the Sweeper will be funded by the Water Fund and the Boom Lift Genie Truck will be funded by the Sewer Fund. The budget was carried forward in the current Fiscal Year 2025-26 current operating budget for these additions.
1 https://ww2.arb.ca.gov/our-work/programs/zero-emission-vehicle-program #20..
- 949 -
City Council, July 22, 2025
Purchase of Fleet Additions
Below is a summary of the Fleet Additions and Funding Source:
IFB No. Type of Fleet
Original
Amount
Change
Order
Amount not to
Exceed
2425-49 (1) Ravo 5-iSeries Compact Sweeper $ 318,346 $ 47,752 $ 366,098 2425-41 (1) Boom Lift Genie Truck $ 181,500 $ 27,225 $ 208,725 2425-33 (1) Ford F-550 Truck $ 103,639 $ 15,546 $ 119,185 Grand Total $ 603,485 $ 90,523 $ 694,008
Type of Fleet Funding Source
(1) Ravo 5-iSeries Compact Sweeper Water Fund
(1) Boom Lift Genie Truck Sewer Fund
(1) Ford F-550 Truck Measure H Fund
COMMITTEE RECOMMENDATION:
This item was presented at the Fiscal Year 2023-24 Finance Committee Budget Workshops to capture the City Fleet Addition for the one (1) Ford F-550 Truck. In addition, during the FY 2024-25 Finance Committee Budget Workshops the additions of the one (1) Ravo 5-iSeries Compact Sweeper and one (1) Boom Lift Genie Truck was captured as part of the additions identified by the Utilities Department.
RECOMMENDED COUNCIL ACTION:
Staff Recommendations:
Resolution approving the Competitive Bidding Process from Sourcewell to RAVO Holding BV, dba Fayat Environmental Solutions Americas Schwarze Industries, Inc., Fairfield, NJ under the authorized dealer, Municipal Maintenance Equipment, Sacramento, CA for the purchase of one (1) Ravo 5-iSeries Compact Sweeper for an amount not to exceed $318,346; and authorizing the Purchasing Manager, or her designee, to issue the Purchase Order; and authorizing the Purchasing Manager or her designee to execute any change orders not to exceed 15% of the total purchase price.
Resolution approving the Competitive Bidding Process from Sourcewell to Caterpillar Inc., Deerfield, IL under the authorized dealer, Holt of CA, Salida, CA for the purchase of one (1) Boom Lift Genie Truck for an amount not to exceed $181,500; and authorizing the Purchasing Manager, or her designee, to issue the Purchase Order; and authorizing the Purchasing Manager or her designee to execute any change orders not to exceed 15% of the total purchase price.
Resolution approving the Competitive Bidding Process from Sourcewell to Rush Enterprises dba Rush Truck Centers of New Braunfels, TX under the authorized dealer, Rush Medium-Duty Truck Centers of California Inc. dba Rush Truck Centers, Ceres, CA for the purchase of one (1) Ford F-550 Truck for an amount not to exceed $103,639; and authorizing the Purchasing Manager, or her designee, to issue the Purchase Order; and authorizing the Purchasing Manager or her designee to execute any change orders not to exceed 15% of the total purchase price.
#20..
- 950 -
City Council, July 22, 2025
Purchase of Fleet Additions
Approved by:
DeAnna Christensen, Director of Finance
Bill Sandhu, Public Works Director
Joseph P. Lopez, City Manager
Attachments:
1. Resolution (3)
2. Quote - MME - (1) Ravo 5-iSeries Compact Sweeper
3. RFP Scoring Abstract- (1) Ravo 5-iSeries Compact Sweeper
4. Quote – Holt of CA - (1) Boom Lift Genie Truck
5. RFP Scoring Abstract- (1) Boom Lift Genie Truck
6. Quote – Rush Truck Centers - (1) Ford F-550 Truck
7. RFP Scoring Abstract- (1) Ford F-550 Truck
8. MME - California Levine Act Disclosure
9. MME - Financial Interest Disclosure
10. Holt - California Levine Act Disclosure & Financial Interest Disclosure
11. Rush Truck - California Levine Act Disclosure
12. Rush Truck - Financial Interest Disclosure
#20..
- 951 -
07/22/2025/FIN/DLove/Item X 1 2025-XX
MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX
RESOLUTION APPROVING THE COMPETITIVE BIDDING PROCESS FROM
SOURCEWELL TO RAVO HOLDING BV, DBA FAYAT ENVIRONMENTAL
SOLUTIONS AMERICAS SCHWARZE INDUSTRIES, INC., FAIRFIELD, NJ
UNDER THE AUTHORIZED DEALER, MUNICIPAL MAINTENANCE
EQUIPMENT, SACRAMENTO, CA FOR THE PURCHASE OF ONE (1) RAVO 5-ISERIES COMPACT SWEEPER FOR AN AMOUNT NOT TO EXCEED
$318,346; AND AUTHORIZING THE PURCHASING MANAGER, OR HER DESIGNEE, TO ISSUE THE PURCHASE ORDER; AND AUTHORIZING THE
PURCHASING MANAGER OR HER DESIGNEE TO EXECUTE ANY CHANGE ORDERS NOT TO EXCEED 15% OF THE TOTAL PURCHASE PRICE
WHEREAS, the Public Works Fleet Division provides the maintenance for all City vehicles and equipment; and
WHEREAS, new vehicles need to be added to the City’s Fleet inventory due to the operational needs of City departments and when these vehicles are added to the fleet, they are also added to the Fleet Replacement list to prepare for future replacement; and WHEREAS, on December 16, 2024, the City Manager authorized the Purchasing Manager to solicit the procurement for a Ravo R5-iSeries Compact Pure Vacuum Street Sweeper; and
WHEREAS, on August 12, 2021, Sourcewell solicited a bid for the State of Minnesota local government unit and service cooperative issued Request for Proposal #093021 for Street Sweepers and Specialty Sweepers, with Related Equipment, Accessories and Supplies on the Sourcewell Procurement Portal and New York State Contract Reporter website, Daily Journal of Commerce (DJC), Oregon and Alberta Purchasing Connection (APC); and
#20..
- 952 -
07/22/2025/FIN/DLove/Item X 2 2025-XX
WHEREAS, on September 30, 2021, proposals were opened at the Sourcewell Procurement Portal, 22 proposals were received, and the proposals were based on the Sourcewell intent to award to one or more contract to highest scored proposers offering the best overall quality, selection of equipment, products, and services and price; and WHEREAS, eight (8) contracts were awarded for this commodity which includes RAVO Holding BV, dba Fayat Environmental Solutions Americas Schwarze Industries, Inc as the manufacturer but procured through the dealer Municipal Maintenance Equipment (MME); and
WHEREAS, based on the ranking of the proposals offering the Underground Infrastructure Inspection and Rehabilitation Equipment, City staff recommends awarding to Municipal Maintenance Equipment (MME) to purchase one (1) Ravo R5-iSeries Compact Sweeper for $318,346; and
WHEREAS, Sourcewell is a cooperative agreement to streamline the procurement process by developing Request for Proposals (RFP)’s for national competitive solicitations that meet or exceed local requirements; and WHEREAS, 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.”; and
#20..
- 953 -
07/22/2025/FIN/DLove/Item X 3 2025-XX
WHEREAS, 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; and WHEREAS, by utilizing the Sourcewell bidding process, the City is complying with the requirements defined under this code for the purchase of one (1) Ravo R5- iSeries Compact Sweeper.
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Competitive Bidding Process from Sourcewell to RAVO Holding BV, dba Fayat Environmental Solutions Americas Schwarze Industries, Inc., Fairfield, NJ under the authorized dealer, Municipal Maintenance Equipment, Sacramento, CA for the purchase of one (1) Ravo 5-iSeries Compact Sweeper for an amount not to exceed $318,346.
BE IT FURTHER RESOLVED, that the Purchasing Manager, or her designee, is hereby authorized to issue the Purchase Order.
BE IT FURTHER RESOLVED, that the Purchasing Manager, or her designee, is hereby authorized to execute any change orders not to exceed 15% of the total purchase price.
#20..
- 954 -
07/22/2025/FIN/DLove/Item X 4 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 22nd day of July, 2025, by Councilmember _____, who moved its adoption, which motion being duly seconded by Councilmember _____, was upon roll call carried and the resolution adopted by the following vote:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ATTEST: _____________________________
DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:
BY: ________________________________
JOSE M. SANCHEZ, City Attorney
#20..
- 955 -
07/22/2025/FIN/DLove/Item X 1 2025-XX
MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX
RESOLUTION APPROVING THE COMPETITIVE BIDDING PROCESS FROM SOURCEWELL TO CATERPILLAR INC., DEERFIELD, IL, UNDER THE
AUTHORIZED DEALER, HOLT OF CA, SALIDA, CA FOR THE PURCHASE OF ONE (1) BOOM LIFT GENIE TRUCK FOR AN AMOUNT NOT TO EXCEED $181,500; AND AUTHORIZING THE PURCHASING MANAGER, OR HER DESIGNEE, TO ISSUE THE PURCHASE ORDER; AND AUTHORIZING THE
PURCHASING MANAGER OR HER DESIGNEE TO EXECUTE ANY CHANGE ORDERS NOT TO EXCEED 15% OF THE TOTAL PURCHASE PRICE
WHEREAS, the Public Works Fleet Division provides the maintenance for all City vehicles and equipment; and
WHEREAS, new vehicles need to be added to the City’s Fleet inventory due to the operational needs of City departments and when these vehicles are added to the fleet, they are also added to the Fleet Replacement list to prepare for future replacement; and WHEREAS, on October 23, 2024, the City Manager authorized the Purchasing Manager to solicit the procurement for one (1) Boom Lift Genie Truck; and WHEREAS, on April 30, 2020, Sourcewell solicited a bid for the State of Minnesota local government unit and service cooperative issued Request for Proposal #062320 for Equipment Rental with Related Services on the Sourcewell Procurement Portal and New York State Contract Reporter website, DJC Oregon, The New York State Contract Reporter, APC and The State Media Company; and WHEREAS, on June 23, 2020, proposals were opened at the Sourcewell Procurement Portal, 18 proposals were received, and the proposals were based on the Sourcewell intent to award to one or more contract to highest scored proposers offering the best overall quality, selection of equipment, products, and services and price; and #20..
- 956 -
07/22/2025/FIN/DLove/Item X 2 2025-XX
WHEREAS, four (4) contracts were awarded for this commodity which includes Caterpillar Inc as the manufacturer but procured through the dealer Holt of California; and
WHEREAS, based on the ranking of the proposals offering the Equipment Rental with Related Services, City staff recommends awarding to Holt of California (CA) to purchase one (1) Boom Lift Genie Truck in the amount of $181,500; and WHEREAS, Sourcewell is a cooperative agreement to streamline the procurement process by developing Request for Proposals (RFP)’s for national competitive solicitations that meet or exceed local requirements; and WHEREAS, 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.”; and
WHEREAS, 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; and WHEREAS, by utilizing the Sourcewell bidding process, the City is complying with the requirements defined under this code for the purchase of one (1) Boom Lift Genie Truck.
#20..
- 957 -
07/22/2025/FIN/DLove/Item X 3 2025-XX
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Competitive Bidding Process from Sourcewell to Caterpillar Inc., Deerfield, IL under the authorized dealer, Holt of CA, Salida, CA for the purchase of one (1) Boom Lift Genie Truck for an amount not to exceed $181,500.
BE IT FURTHER RESOLVED, that the Purchasing Manager, or her designee, is hereby authorized to issue the Purchase Order.
BE IT FURTHER RESOLVED, that the Purchasing Manager, or her designee, is hereby authorized to execute any change orders not to exceed 15% of the total purchase price.
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 22nd day of July, 2025, by Councilmember _____, who moved its adoption, which motion being duly seconded by Councilmember _____, was upon roll call carried and the resolution adopted by the following vote:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ATTEST: _____________________________
DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:
BY: ________________________________
JOSE M. SANCHEZ, City Attorney
#20..
- 958 -
07/22/2025/FIN/DLove/Item X 1 2025-XX
MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX
RESOLUTION APPROVING THE COMPETITIVE BIDDING PROCESS FROM
SOURCEWELL TO RUSH ENTERPRISES DBA RUSH TRUCK CENTERS OF
NEW BRAUNFELS, TX, UNDER THE AUTHORIZED DEALER, RUSH
MEDIUM-DUTY TRUCK CENTERS OF CALIFORNIA INC. DBA RUSH
TRUCK CENTERS, CERES, CA FOR THE PURCHASE OF ONE (1) FORD F550 TRUCK FOR AN AMOUNT NOT TO EXCEED $103,639; AND
AUTHORIZING THE PURCHASING MANAGER, OR HER DESIGNEE, TO ISSUE THE PURCHASE ORDER; AND AUTHORIZING THE PURCHASING
MANAGER OR HER DESIGNEE TO EXECUTE ANY CHANGE ORDERS NOT TO EXCEED 15% OF THE TOTAL PURCHASE PRICE
WHEREAS, the Public Works Fleet Division provides the maintenance for all City vehicles and equipment; and
WHEREAS, new vehicles need to be added to the City’s Fleet inventory due to the operational needs of City departments and when these vehicles are added to the fleet, they are also added to the Fleet Replacement list to prepare for future replacement; and WHEREAS, on February 14, 2023, the City Manager authorized the Purchasing Manager to solicit the procurement for a 2024 Ford F-550 truck; and WHEREAS, on February 8, 2024, Sourcewell solicited a bid for the State of Minnesota local government unit and service cooperative issued Request for Proposal #032824 for Class 4-8 Chassis and Cabs with Related Equipment, Accessories, and Services on the Sourcewell Procurement Portal and New York State Contract Reporter website, DJC Oregon and McClatchy; and
WHEREAS, on March 28, 2024, proposals were opened at the Sourcewell Procurement Portal, 35 proposals were received, and the proposals were based on the Sourcewell intent to award to one or more contract to highest scored proposers offering the best overall quality, selection of equipment, products, and services and price; and #20..
- 959 -
07/22/2025/FIN/DLove/Item X 2 2025-XX
WHEREAS, 17 contracts were awarded for this commodity which includes Rush Truck Center of Texas as the Dealer but procured through various Rush Truck Centers throughout United States of America; and
WHEREAS, based on the ranking of the proposals offering the Class 4-8 Chassis and Cabs with Related Equipment, Accessories, and Services, City staff recommends awarding to Rush Truck Centers, Ceres, CA to purchase one (1) 2024 Ford F550 Truck in the amount of $103,639; and
WHEREAS, Sourcewell is a cooperative agreement to streamline the procurement process by developing Request for Proposals (RFP)’s for national competitive solicitations that meet or exceed local requirements; and WHEREAS, 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.”; and
WHEREAS, 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; and WHEREAS, by utilizing the Sourcewell bidding process, the City is complying with the requirements defined under this code for the purchase of one (1) 2024 Ford F550 Truck.
#20..
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07/22/2025/FIN/DLove/Item X 3 2025-XX
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Competitive Bidding Process from Sourcewell to Rush Enterprises dba Rush Truck Centers of New Braunfels, TX under the authorized dealer, Rush Medium-Duty Truck Centers of California Inc. dba Rush Truck Centers, Ceres, CA for the purchase of one (1) Ford F-550 Truck for an amount not to exceed $103,639.
BE IT FURTHER RESOLVED, that the Purchasing Manager, or her designee, is hereby authorized to issue the Purchase Order.
BE IT FURTHER RESOLVED, that the Purchasing Manager, or her designee, is hereby authorized to execute any change orders not to exceed 15% of the total purchase price.
#20..
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07/22/2025/FIN/DLove/Item X 4 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 22nd day of July, 2025, by Councilmember _____, who moved its adoption, which motion being duly seconded by Councilmember _____, was upon roll call carried and the resolution adopted by the following vote:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ATTEST: _____________________________
DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:
BY: ________________________________
JOSE M. SANCHEZ, City Attorney
#20..
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#20..
- 963 -
#20..
- 964 -
#20..
- 965 -
Aebi Schmidt North
America dba MͲB
Companies, Inc. Aries Industries, Inc. Bonnell Industries Inc Bucher Municipal North
America Curbtender, Inc. Cyclone Technology LLC
DuCo, LLC (Schwarze
Industries, Inc.)
Elgin Sweeper Co. (Division
of Federal Signal Corp.)
Possible Points
Conformance to RFP
Requirements 50 43 - 43 43 42 39 44 41
Pricing 400 333 - 323 330 336 279 331 330Financial Viability and Marketplace Success 75 63 - 62 64 60 62 66 61
Ability to Sell and Deliver
Service 100 76 - 78 81 82 71 87 82
Marketing Plan 50 42 - 43 38 43 36 43 39Value Added Attributes 75 67 - 62 65 59 53 66 61Warranty 50 41 - 40 44 45 41 42 42Depth and Breadth of Offered Equipment, Products, or
Services 200 156 - 139 161 157 146 175 167
Total Points 1,000 821 0 790 826 824 727 854 823
Rank Order 8 22 10.5 4 5 16.5 2 6.5
Exprolink Inc.
FAYAT Environmental
Solutions Americas (RAVO
Holding BV)
Global Environmental
Products, Inc Gradall Industries, Inc. Holms, Inc. Hughes Ventures, Inc. Nescon LLC Nilfisk, Inc.
Possible Points
Conformance to RFP
Requirements 50 45 43 39 41 35 35 39 39
Pricing 400 350 331 334 315 240 259 300 301Financial Viability and Marketplace Success 75 66 65 63 64 51 49 52 57
Ability to Sell and Deliver
Service 100 87 82 84 85 65 56 68 65
Marketing Plan 50 45 42 39 37 28 32 36 34Value Added Attributes 75 62 67 63 59 47 50 61 58Warranty 50 42 44 41 42 42 38 40 42Depth and Breadth of Offered Equipment, Products, or
Services 200 164 149 168 147 126 129 131 126
Total Points 1,000 861 823 831 790 634 648 727 722
Rank Order 1 6.5 3 10.5 21 20 16.5 18
ODRA, LLC (Challenger
Manufactureing, Ltd.)
ROOTS MULTICLEAN INC.
VICTORY SWEEPERS
DIVISION
Stepp Manufacturing
Company Inc Triverus LLC Trombia Technologies TYMCO, Inc.
Possible Points
Conformance to RFP
Requirements 50 43 39 35 41 40 38
Pricing 400 320 321 323 254 312 297Financial Viability and Marketplace Success 75 64 55 58 54 58 55
Ability to Sell and Deliver
Service 100 83 61 75 60 69 70
Marketing Plan 50 41 35 38 36 41 34Value Added Attributes 75 59 56 49 62 62 63Warranty 50 44 38 38 40 41 40Depth and Breadth of Offered Equipment, Products, or
Services 200 139 161 113 126 138 161
Total Points 1,000 793 766 729 673 761 758
Rank Order 91215191314
Kim Austin, MBA, CPPB, Procurement Lead Analyst Bill Davison, CPPO, NIGP-CPP, Procurement Analyst Brandon Town, CPSM, CPSD, Procurement Analyst Michael Muñoz, CPPB, Procurement Analyst Proposal Evaluation
Street Sweepers and Specialty Sweepers, with Related Equipment, Accessories, and Supplies RFP #093021
#20..
- 966 -
Phone:
Justin Silva
Sales Rep:
Written By:
JUSTIN SILVA
Reference O31455
Invoice Date:
Customer:
CITY OF MODESTO
ATTN ACCOUNTS PAYABLE
PO BOX 642
MODESTO, CA 95353
001125
.
501 N JEFFERSON
MODESTO, CA
Phone:
PO #:
209-524-6686
07/01/2025 Tue 03:45 PM
Jobsite: YARD
Contact: BRYAN WECKIEWICZ
Sales Quote
MODESTO (209) 623-1149
4400 SALIDA BLVD, SALIDA, CA 95368
Ordered By: ROGER M
Delivery Date: 07/01/2025 Tue 08:00 AM
Invoice Amount: $197,831.32
Bill to:
QTY DESCRIPTION PRICE EXTENDED
• Quote is good for 7 days from created date. After this date the quote is subject to revision. • Price is based on availability
Sale Items
GENIE Z-80/60, ANSI/
CSA, 2WS, 4WD, 74
HP, DEUTZ TD2.9L,
TURBO DIESEL, T4F,
12KW WELDER
READY, 8FT/2.44M
PLATFORM
*
SOURCEWELL TERMS AND CONDITIONS HAVE BEEN APPLIED. SOURCEWELL CONTRACT #: 062320-CAT
1.0 605-0505 181,500.00 181,500.00
BOOM 80'-85' KNUCKLE DSL
Reference Description O Make Seq Id Serial
Printed on Friday, May 16, 2025 1:08:41 PM by jsilva O31455 Page1of3 #20..
- 967 -
Phone:
Justin Silva
Sales Rep:
Written By:
JUSTIN SILVA
Reference O31455
Invoice Date:
Customer:
CITY OF MODESTO
ATTN ACCOUNTS PAYABLE
PO BOX 642
MODESTO, CA 95353
001125
.
501 N JEFFERSON
MODESTO, CA
Phone:
PO #:
209-524-6686
07/01/2025 Tue 03:45 PM
Jobsite: YARD
Contact: BRYAN WECKIEWICZ
Sales Quote
MODESTO (209) 623-1149
4400 SALIDA BLVD, SALIDA, CA 95368
Ordered By: ROGER M
Delivery Date: 07/01/2025 Tue 08:00 AM
Invoice Amount: $197,831.32
Bill to:
QTY DESCRIPTION DAY WEEK MONTH
Sale Items
N 10
N 20
N 30
N 40
N 50
N 60
N 70
N 80
N 90
N 100
Miscellaneous Items
1 DELIVERY CHARGES 205.00 each 205.00
State 7.25% County 0.625% City 1% Total Tax: 8.875% 16,126.32 Total: 197,831.32
THE ADDITIONAL TERMS AND CONDITIONS ON THE REVERSE SIDE ARE PART OF AND INCORPORATED IN THIS AGREEMENT.
THIS AGREEMENT SHALL NOT BE CONSIDERED ENFORCEABLE UNTIL ACCEPTED BY HOLT AND EXECUTED BY ITS OFFICER. ANY INDIVIDUAL SIGNING THIS AGREEMENT REPRESENTS AND WARRANTS THAT HE/SHE IS AT LEAST 18 YEARS OLD AND HAS THE AUTHORITY TO BIND CUSTOMER TO THE TERMS OF THIS AGREEMENT.
Date Called Off Time AM / PM Called Off By
AM / PM Received, Holt of California
AM / PM
Holt of California Employee Signature Employee Print Name Customer Print Name Title Customer Signature
Date Returned Time
Date Delivered
Estimated Total:
Time
197,831.32
Printed on Friday, May 16, 2025 1:08:41 PM by jsilva O31455 Page2of3 #20..
- 968 -
1.PARTIES. This Sale Order/Quotation ("Agreement") is made by and between Holt of California dba The CAT Rental Store as seller ("Holt") and Customer described on the front of this Agreement as buyer and is effective when signed by Holt and Customer. This Agreement may be executed and delivered by facsimile.
2.SALE OF GOODS. Seller shall transfer and deliver to Customer, and Customer shall pay for and accept, the material and equipment described on the front of this Agreement ("Goods"). The time of delivery of the Goods shall be on or about the Estimated Delivery Date, provided that Holt may change the Estimated Delivery Date without Customer's consent, and Holt shall not be liable for delays in delivery of the Goods. The place of delivery shall be Holt's place of business. Risk of loss shall pass to Customer upon delivery of the Goods to Customer or to Customer's shipper. Customer shall pay for the Goods upon tender of the delivery of the Goods by Holt.
3.INSPECTION. Customer shall have the right to inspect the Goods at the time and place of delivery before paying for or accepting them. Upon Customer's acceptance of the Goods, Customer shall be conclusively presumed to be satisfied with the condition and conformance of the Goods.
4.WAIVER/AMENDMENTS. The failure by Holt to enforce any provision hereof shall not constitute a waiver by Holt of such provisions, nor of any subsequent breach of the same, nor of any other provision hereof. This Agreement constitutes the entire agreement between the parties, and supersedes all prior and contemporaneous agreements or understandings of the parties.
No amendment shall be binding unless in writing and signed by the parties. No party has been induced to enter into this Agreement by, nor is any party relying on, any representation or warranty outside those expressly set forth in this Agreement. Any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this Agreement. No agent, employee or representative of Holt has the authority to bind Holt to any representation or warranty regarding the Goods that is not contained in this Agreement.
5.LIMITATION O F A C T I O N S . Any action for breach of this Agreement must be commenced within one year after the facts giving rise to the cause of action.
6.ASSI GNMENT. This Agreement may be assigned by Holt to a third party without the prior consent of Customer.
7.ATTORNEY'S FEES. In any litigation, arbitration or other proceeding by which one party seeks to enforce its rights under this Agreement (whether in contract, tort, or both), the prevailing party shall be awarded reasonable attorney's fees, costs, and expert witness fees.
8.VENUE. Any dispute that arises between the parties shall be resolved in the Superior Court of California, County of Sacramento, located in Sacramento, California.
9.CALIFORNI A LAW. This Agreement, and any dispute between the parties, shall be governed by California law. If any provision of this Agreement is held to be invalid in whole or in part, the validity of the remaining provisions shall not be affected.
10.INDEMNITY. Customer shall take all necessary precautions regarding the Goods and protect all persons and property from injury or damage. CUSTOMER S H A L L I N D E M N I F Y AND H O L D
HOLT FREE AND HARMLESS AGAINST ANY AND ALL CLAIMS,
LOSS, DAMAGE, LIABILITY, EXPENSE (INCLUDING ATTORNEY'S
FEES) AND PENALTY OF ANY KIND OR NATURE WHATSOEVER,
INCLUDING W I T H O U T LIMITATION INJURIES O R DEATH T O
PERSONS AND DAMAGE TO PROPERTY ARISING OUT OF THE
USE, M A I NT E NA NC E , OPERATION, STORAGE, INSTRUCTION,
DELAY (INCLUDING ANY DELAY IN OR FAILURE OF DELIVERY),
SELECTION, PURCHASE, ACCEPTANCE OR REJECTION,
OWNERSHIP, CONDITION, REPAIR OR POSSESSION OF THE
GOODS OR ITS HANDLING OR TRANSPORTATION EXCEPT
CLAIMS ARISING THROUGH THE SOLE NEGLIGENCE OR
WILLFUL MISCONDUCT OF HOLT, WHETHER ATTRIBUTABLE TO
A DEFECT IN THE GOODS, THE MATERIAL USED THEREIN OR
THE DESIGN, MANUFACTURE OR TESTING OF THE GOODS,
REGARDLESS OF WHETHER ANY SUCH DEFECT IS
DISCOVERED, OR WHETHER THE GOODS ARE IN POSSESSION
OF CUSTOMER OR THE LOCATION OF THE GOODS. CUSTOMER
IS FULLY AWARE AND ACKNOWLEDGES THERE IS A RISK OF
INJURY OR DAMAGE ARISING OUT OF THE USE OR OPERATION
OF THE GOODS AND HEREBY ELECTS TO VOLUNTARILY
ASSUME ALL OF THE ABOVE RISKS OF INJURY OR DAMAGE.
CUSTOMER AGREES TO RELEASE AND DISCHARGE HOLT
FROM ANY AND ALL RESPONSIBILITY OR LIABILITY FROM SUCH
INJURY OR DAMAGE ARISING OUT OF THE USE OR OPERATION
OF THE GOODS; AND CUSTOMER FURTHER AGREES TO WAIVE,
RELEASE AND DISCHARGE ANY AND ALL CLAIMS FOR INJURY
OR DAMAGE AGAINST HOLT WHICH CUSTOMER OTHERWISE
MAY BE ENTITLED TO ASSERT.
11.DISCLAIMER OF WARRANTIES/WAIVER OF DAMAGES.
EXCEPT AS OTHERWISE PROVIDED IN WRITING, NO
WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED,
INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE ARE OR HAVE BEEN MADE OR
AUTHORIZED BY HOLT WITH RESPECT TO THE GOODS AND ALL
SUCH WARRANTIES ARE EXPRESSLY DISCLAIMED BY HOLT. THE
GOODS SOLD UNDER THIS AGREEMENT ARE PURCHASED BY
CUSTOMER "AS IS" AND HOLT DOES NOT WARRANT THAT THEY
ARE OF MERCHANTABLE QUALITY OR THAT THEY C A N BE
USED FOR ANY PARTICULAR PURPOSE. CUSTOMER
ACKNOWLEDGES THAT IF THERE IS A WARRANTY FOR THE
GOODS, IT IS PROVIDED BY THE MANUFACTURER AND NOT BY
HOLT. Customer acknowledges that it has selected the Goods on the basis of its own judgment and expressly disclaims any reliance upon any statements or representation made by Holt. Holt shall not be responsible to Customer for loss of use of Goods, loss of profits, or any other consequential damages. Holt shall not be liable for failure to deliver the Goods, or for any damages resulting from the selection, installation, operation or use of the Goods. Holt’s liability regarding the Goods and/or this Agreement for any damages, whether arriving in contract, tort, or otherwise, shall be limited to the aggregate price of the Goods paid as of the date of the claim giving rise to the alleged damages.
12.SECURITY INTEREST. Customer h e r e b y grants Holt a security interest in the Goods, including any attachments, accessions, and proceeds, to secure payment of the sales price and performance of Customer's obligations under this Agreement.
Customer authorizes Holt to file such forms and documents as reasonably required by Holt to perfect its security interest, including but not limited to a UCC-1 financing statement with the California Secretary of State's Office. Holt shall have all of the rights of a secured party pursuant to the California Commercial Code until the Goods are paid in full.
13.BILL of SALE FOR PROPERTY TAKEN IN TRADE. For value
received, Customer grants, sells, transfers and delivers to Holt the trade in equipment ( "Equipment") d e s c ri b e d on the Agreement.
Customer hereby certifies that the Equipment is owned by Customer, and there is no lien, claim, debt, mortgage or encumbrance of any kind, nature or description against the Equipment. Customer shall assume all risk of loss and/or damage to the Equipment, beyond normal wear, until it is delivered to Holt, and Holt shall not be obligated to take the Equipment in trade unless and until Holt accepts physical delivery of the Equipment.
O31455 Page3of3
#20..
- 969 -
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Customer Proposal Letter
Signature Printed Name Date
Signature Printed Name / Title Date
Signature Printed Name Date
Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer.
DISCLAIMER: Any order based on this Proposal is subject to Customer executing Dealer’s standard form Retail Sales Order and other required documents incorporating the above terms. Any documentary fees, FET, state tax, title, registration and license fees subject to adjustment and change. This Proposal is based upon Dealer’s current and expected inventory, which is subject to change. Dealer is not obligated to retain any specific vehicles in stock, nor maintain any specific inventory levels. Dealer shall not be obligated to fulfill Proposal in event quoted vehicle(s) is not in stock or available within requested delivery schedule. Manufacturer has reserved the right to change the price to Dealer of any vehicle not currently in Dealer’s stock, without notice to Dealer. If a vehicle identified in this Proposal is not currently in Rush’s stock at the time an order is placed by the Customer, Dealer reserves the right to change the vehicle price at any time to reflect any price increases imposed by the Manufacturer. Dealer shall not be liable for any delay in providing or inability to provide Quoted Vehicle(s). Above listed Trade Value based upon current appraisal of Trade Vehicle(s). Dealer may adjust Trade Value of Trade Vehicle(s) to reflect changes in condition and/or mileage of Trade Vehicle(s) between date of current appraisal and acceptance of the Trade Vehicle by Customer. (1) Includes subscription period for # of specified months. (2) Customer’s use of RushCare Service is governed by the RushCare User Agreement located at https://www.rushtruckcenters.com/rushcareuseragreement. (3) Customer’s use of Telematics Services is governed by separate 3rd party license terms and Rush is not liable for the Telematic Service. (4) Gap Coverage is provided and administered by an independent 3rd party provider under a separate contract directly between Customer and the 3rd party provider.
$ 94,821.17 $ 94,821.17 $ 0.00 $ 94,821.17 $ 94,821.17
1720 Herndon Rd
Ceres, CA 95307-4421
(209) 857-7400 Rush Medium-Duty Truck Centers of California, Inc. dba Rush Truck Center, Ceres City of Modesto
1609 8th St
Modesto, CA 95354-2259 2024 Ford F-550 1835994 1FD0X5HTXREC13430 $ 8,443.02 $ 8,443.02 $ 80.00 $ 80.00 $ 34.00 $ 0.00 $ 0.00 $ 250.00 $ 250.00 $ 10.50 $ 10.50 $ 103,638.69 $ 103,638.69 7/31/2025 Carlos Perez Documentary Fee Electronic Filing RushCare Service Subscription Administration Fee Tire Recycling Program $ 34.00 $ 103,638.69 $ 103,638.69 (1)(2) 12 months Additional Vehicle Details: SOURCEWELL CONTRACT NUMBER 032824-RTG CHASSIS MSRP: $74,675 - 1.50% SOURCEWELL DISCOUNT (1120.13) UPFIT: $21,266.30 Thank you for trusting us with your business. Please review the proposal below, and if you approve, sign and return to us at your convenience. We look forward to working with you and will continue to do our best to earn your trust now and in the future. VEHICLE INFORMATION Year Make Model Stock # Serial # Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Total Total Sales Price Trade Allowance (see DISCLAIMER Below) Deposit / Down Payment Unpaid Balance Due on Delivery Sales Representative Purchaser Accepted by Sales Manager
or General Manager Quote good until
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CITY OF MODESTO
COUNCIL AGENDA REPORT
DATE OF MEETING:
July 22, 2025
Date: July 1, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Dameon Booker, Chief Information Officer
SUBJECT: Ring Central Hosted Voice over Internet Protocol (VoIP) Phone System CONTACT: Kyle Ford, Information Technology Manager
[email protected], 209-571-5593
DESCRIPTION:
Consider approving an Agreement with RingCentral, Inc., for Annual Telecommunication Services for a total amount not to exceed $2,058,335 over five (5) years. (Funding Source: Information Technology Fund)
STRATEGIC PLAN ELEMENT:
The recommended action supports the City’s 2025-2026 Strategic Plan Initiatives: Build community trust in City government through responsive, transparent, and efficient service delivery.
BACKGROUND:
The City of Modesto currently has two (2) existing on-premise phone systems, each serving approximately half of the city’s 1,500 phone lines, from NEC Corporation that are connected to AT&T with Primary Rate Interfaces (PRI’s). The original phone system was part of the construction of Tenth Street Place and the second phone system was purchased to add additional functionality and capacity. The original phone system is a Private Branch Exchange (PBX) that is over 25 years old and has well exceeded its life expectancy. That system is very fragile and difficult to obtain parts. The second phone system is a Voice over Internet Protocol (VoIP) system that is approximately ten (10) years old and has reached the end of its life expectancy.
DISCUSSION:
As stated above, the City of Modesto is in need of a modern telecommunications system to replace its end of life on premise telephone system.
The Information Technology Department considered and compared both on premise and hosted VoIP solutions and made the determination that following industry standards, and selecting a hosted VoIP solution, is the best and most cost effective option for the City of Modesto.
The benefits of a hosted VoIP solution include:
#21..
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City Council, July 22, 2025
Ring Central Hosted Voice over Internet Protocol (VoIP) Phone System
Reduced upfront and infrastructure costs
Improved reporting
Application integration
Simplified management
Easy scalability
Built in disaster recovery
Improved employee productivity
In support of pursuing a hosted VoIP solution, the following system requirements are as follows:
Basic call controls and functionality
o Holds
o Forwards
o Business Hours
o Extended Leave Greetings
Call reports and analytics
Call Tree Routing
Managed Call queues for Utilities, Public Works, etc. Voicemail Integration
Microsoft Teams integration and calling from an Internet connection Microsoft Office 365 (O365) Contacts Integration
Email to Voice
Ability for Cell Phone Integration and Number porting Ability for Disaster Recovery and Security
o Telco Infrastructure Reduced
Application Integration
Five (5) hosted VoIP solutions have been evaluated by Information Technology staff and the team asserted that selecting RingCentral will provide the best option to the City of Modesto by meeting or exceeding the system requirements.
The benefits of RingCentral include:
High level of availability (uptime)
Comprehensive, scalable feature set
Artificial Intelligence-Powered call summaries and transcriptions Supports many third-party applications
Named #1 cloud communications provider by Synergy1
Recognized as 2024 Gartner Magic Quadrant Leader for UCaaS2 On May 2, 2025, the City Manager authorized the IT Manager to solicit the procurement for Telecommunication Services. On February 19, 2020, OMNIA3 Partners issued Request for Proposal (RFP) 20-09 for Unified Communications as a Service which was advertised on OMNIA 1 https://www.ringcentral.com/synergy-research.html
2 https://www.ringcentral.com/lp/gartner-magic-quadrant.html 3 OMNIA Partners is a group purchasing organization (GPO) that helps public agencies, educational institutions, and corporate clients in North America improve their procurement processes and save money #21..
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City Council, July 22, 2025
Ring Central Hosted Voice over Internet Protocol (VoIP) Phone System
Partner’s website. On April 7, 2020, proposals were opened at 7145 West Tidwell Road, Houston, TX. Seven (7) proposals were received and based on the criteria outlined in the RFP, RingCentral, Inc. was awarded the agreement for Unified Communication as a service. Based on the results of the solicitation, City Staff recommends to award to RingCentral, Inc. to purchase Telecommunication Services for an annual estimated amount of $411,667 and a total amount not to exceed $2,058,335 over five (5) years.
OMNIA Partners is a cooperative agency which streamlines the procurement process by developing an Invitation for Bids (IFBs) or Request for Proposals (RFPs) for national competitive solicitations that meet or exceed local requirements. The competitive process is continually refined to best meet agency needs and allows OMNIA Partners to offer exceptional products from nationally acclaimed vendors.
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.
FISCAL IMPACT:
The approval of the agreements with RingCentral, LLC will initially be funded out of the Information Technology Fund operating budget: 5230-17810-57005. These costs have been fully budgeted.
The estimated annual savings from cancelling the exiting phone related services is $105,000.
Year 1 Year 2 Year 3 Year 4 Year 5
RingEx Services $ 286,113 $ 286,113 $ 286,113 $ 286,113 $ 286,113 RingEx
Implementation $ 98,000
RingCx Services $ 59,760 $ 59,760 $ 59,760 $ 59,760 $ 59,760 RingCx
Implementation $ 44,300
Phone Hardware $ 87,012
Growth Contingency $ 8,647 $ 17,726 $ 27,270 $ 37,314
Hardware Contingency $ 8,701
Annual Total $ 583,886 $ 354,520 $ 363,599 $ 373,143 $ 383,187 5 Year Total $ 2,058,335
The total cost for the purchase of Ring Central phones includes a one-time hardware expense of $87,012. Additionally, there is a 2.5% growth contingency for services amounting to $90,957 for years two (2) through five (5), and a 10% contingency for hardware totaling $8,701.20. The implementation costs include $44,300 for RingCx Implementation and $98,000 for RingEx #21..
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City Council, July 22, 2025
Ring Central Hosted Voice over Internet Protocol (VoIP) Phone System
Implementation. The overall expenditure, including all contingencies and implementation costs, is not to exceed $2,058,335 over a period of five (5) years.
COMMITTEE RECOMMENDATION:
This item was previously presented to the Finance Committee on June 23, 2025, and the Committee recommended forwarding the item forward to Council for approval.
RECOMMENDED COUNCIL ACTION:
Staff Recommendations:
Resolution approving the Agreement with RingCentral, Inc., Belmont, CA, by utilizing the Competitive Bid Process from Region 4 ESC in partnership with OMNIA Partners, for Annual Telecommunication Services, for a three-year Agreement with two one-year extension options, for annual estimated amount of $411,667 and a total amount not to exceed $2,058,335 over five years and authorizing the City Manager, or his designee, to execute the Agreement.
Approved by:
Dameon Booker, Chief Information Officer
Joseph P. Lopez, City Manager
Attachments:
1. Resolution
2. Agreement – Ring Central Agreement
3. Scoring Abstract
4. OMNIA Partners RFP
5. Ring Central Proposal
6. CA Levine Act Disclosure form
7. Signed Authorization to Purchase
8. RingEx Implementation Services SOW
9. RingCx Implementation Services SOW
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1 MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XXX
RESOLUTION APPROVING THE AGREEMENT WITH RINGCENTRAL, INC.,
BELMONT, CA, BY UTILIZING THE COMPETITIVE BID PROCESS FROM REGION 4 ESC IN PARTNERSHIP WITH OMNIA PARTNERS, FOR ANNUAL
TELECOMMUNICATION SERVICES, FOR A THREE-YEAR AGREEMENT
WITH TWO ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL
ESTIMATED AMOUNT OF $411,667 AND A TOTAL AMOUNT NOT TO
EXCEED $2,058,335 OVER FIVE YEARS; AND AUTHORIZING THE CITY
MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, the City of Modesto has identified the need to modernize and replace the existing on-premise phone systems; and
WHEREAS, the current phone system supports approximately 1500 phone numbers and is only available from City locations; and
WHEREAS, City staff evaluated both on-premise and hosted Voice over Internet Protocol (VoIP) solutions and made the determination that a hosted VoIP solution would best meet the needs of the City; and
WHEREAS, City staff evaluated five hosted VoIP solutions and made the determination that RingCentral would be meet the needs of the City; and WHEREAS, RingCentral would be able to provide the required and telecommunications services and an AI powered contact center solution that would be able to integrate with other city systems; and
WHEREAS, the proposed agreement includes a one-time hardware and implementation cost of $ 240,015 in the first year, plus $363,664 annually for services in years one through five, for a total contract value not to exceed $ 2,058,335; and #21..
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2 WHEREAS, funding for this agreement will be provided through the Information Technology Fund and is available in the Fiscal Year 2024-25 operating budget and proposed FY 2025-26, 2026-27, 2027-28, and 2028-29 budgets; and WHEREAS, 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.
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the agreement with RingCentral, Inc., Belmont, CA, by utilizing the Competitive Bid Process from Region 4 ESC in partnership with OMNIA Partners, for Annual Telecommunication Services, for a three-year Agreement with two one-year extension options, for annual estimated amount of $411,667, and a total amount of $2,058,335 not to exceed over five years.
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.
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 22nd day of July, 2025, by ___________________, who #21..
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3 moved its adoption, which motion being duly seconded by ___________________, was upon roll call carried and the resolution adopted by the following vote:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ATTEST: _____________________________
DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:
BY: ________________________________
JOSE M. SANCHEZ, City Attorney
#21..
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Initial Order Form Page 1 of 4
.
INITIAL ORDER FORM
This Initial Order Form is a binding agreement between RingCentral, Inc. (“RingCentral”) and City of Modesto (“Customer” or “You”) (together the “Parties”), for the purchase of the Services, licenses, and products listed herein. This Initial Order Form is subject to and incorporates the terms and conditions of: (i) the separate written agreement, executed by the Parties governing the purchase of the Services described in this Order Form, or (ii) the RingCentral Online Terms of Service available at https://www.ringcentral.com/legal/eulatos.html, if there is no written agreement in place (hereinafter (i) and (ii) referred to as the “Agreement”). Capitalized terms not defined herein shall have the same meanings as set forth in the applicable Agreement between the Parties. Unless agreed by both Parties in writing, any terms or conditions set forth in a Customer-issued purchase order or ordering document shall not apply.
Please note that RingCentral MVP is now RingEX. All references to “RingCentral MVP”, whether in terms of service, advertising or product descriptions, mean “RingEX”.
Customer Service Provider
City of Modesto RingCentral, Inc.
1010 10th St
Modesto, CALIFORNIA 95354
United States
20 Davis Drive
Belmont, CA 94002
United States
Kyle Ford
[email protected]
Service Commitment Period
Start Date: June 02, 2025
Initial Term: 36 Months
Renewal Term: 24 Months
Payment Schedule: Annual
RingEX Services
Recurring Services
Summary of Service Qty Rate Subtotal
DigitalLine Unlimited Advanced 1,300 $155.88 $202,644.00 DigitalLine Unlimited Advanced $107.88
Compliance and Administrative Cost Recovery Fee $36.00
e911 Service Fee $12.00
Digital Line Unlimited* Advanced 250 $95.88 $23,970.00
Digital Line Unlimited* Advanced $47.88
Compliance and Administrative Cost Recovery Fee* $36.00 e911 Service Fee* $12.00
Advanced Support Elite RingEX™ 1,550 $36.00 $55,800.00
Additional Local Number 500 $6.00 $3,000.00
Recurring Professional Services 699 $1.00 $699.00
Annual Recurring Services* $286,113.00
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Initial Order Form Page 2 of 4
One-Time Items
Summary of Item(s) Qty Rate Subtotal
Poly Trio C60 Smart Conference Phone 5 $558.90 $2,794.50 Poly Edge E320 IP Phone 500 $98.10 $49,050.00
Poly Edge E350 IP Phone 50 $105.75 $5,287.50
Poly Edge E550 IP Phone 200 $149.40 $29,880.00
One-Time Total $87,012.00
RingCX Services
Recurring Services
Summary of Service Qty Rate Subtotal
RingCX, named agent seat 60 $780.00 $46,800.00
Call recording storage - 30 days, per seat 60 $0.00 $0.00 Advanced Support - Enhanced - RCX 60 $216.00 $12,960.00 Annual Recurring Services* $59,760.00
Total Initial Amount*** $432,885.00
*Amounts are exclusive of applicable Taxes, Fees, and Shipping Charges. ***Please refer to the special terms for the estimated Federal Universal Service Fund Fee and State and Local Taxes, which is in addition to this amount. Exact amounts will generally be determined at the time of billing.
Overage Rates*
RingCX Services Rate
RingCX, named agent seat on demand $95.00
Inbound calls to North America toll-free numbers, per 10 min $0.14 Outbound calls via automated dialer to North America numbers, per 10 min $0.16 IVR calls processing, overage per 10 minutes $0.20
Call recording storage - 30 days, overage per seat $0.00 Disconnect Scrub, per 10 scrubs $0.08
Automated speech recognition, per 10 minutes $0.30
RingCX Analytics - Historical Data Retention 2Y $30.00
RingCX Analytics - Historical Data Retention 3Y $45.00
RingCX Analytics - Historical Data Retention 4Y $60.00
RingCX Analytics - Historical Data Retention 5Y $75.00
RingCX Analytics - Historical Data Retention 6Y $90.00
RingCX Analytics - Historical Data Retention 7Y $105.00 RingCX Analytics - Historical Data Retention 8Y $120.00 Cost Center Billing
For customers with cost center billing, it is the customer’s responsibility to provide cost center allocation information to RingCentral at least 10 days prior to the issuance of the invoice. After the information is received, itwill be reflected on future invoices, but will not be adjusted retroactively on past invoices. If purchasing additional services through the administrative portal, it is the customer’s responsibility to assign cost centers at the time of purchase; otherwise, those services will not be allocated by cost center on the next invoice. Please note that cost center allocation is not available for certain items, such as minute bundles and credit memos. For #21..
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Initial Order Form Page 3 of 4
additional questions, please contact the RingCentral invoice billing team at [email protected].
Free Services Amount
Customer will receive the amount(s) indicated below (the “Free Service Amount”), which will be applied against charges for the recurring Services set forth in this Order Form and any applicable taxes and fees associated with those Services invoiced by RingCentral. The Free Service Amount is non-transferable and non-refundable and will expire upon termination of this Order Form.
The Customer will be responsible for paying for any additional services and products ordered, and any applicable associated taxes and fees.
RingEX Free Services Amount: 79,092.87 US Dollars
RingCX Free Services Amount: 14,940.00 US Dollars
.
Customer Reference. Customer may promote their use of RingCentral services and agrees that RingCentral may identify customer as a user of the services. All press releases or quotes regarding Customer’s use of service will be pre-approved by Customer, which consent will not be unreasonably withheld.
Add-on Services. Customer is responsible for reviewing additional terms and conditions that may apply to RingCentral add-on services (where available) and certain Advanced Support Services listed on this order form, and which are available at https://www.ringcentral.com/legal/add-on-services.html.
Special Terms & Notes
Cooperative Agreement
1) Applicable Agreement. This Order Form is subject to the terms and conditions specified in the RingCentral Master Services Agreement (MSA) incorporated into the Region 4 Education Service Center (ESC) Contract # R200902 for Unified Communications as a Service (UCaaS) with RingCentral Inc. Effective: October 1, 2020 at its Appendix B, found at:
https://public.omniapartners.com/suppliers/ringcentral/contract-documentation#c38627, and administered by OMNIA Partners for Region 4 ESC.
2) A separately executed MSA is NOT required between the OMNIA Partners Participant and RingCentral. The following Attachments to the MSA are incorporated into and form a part of the MSA applicable to this Order Form:
Exhibit A – Definitions
Service Attachment A – RingCentral RingEX (fka Office) Service Attachment – RingCX Services
3) Contract Number R200902 must appear on:
RingCentral quotations to the OMNIA Partners Participant; The OMNIA Partners Participant’s Purchase Order; and
The RingCentral invoice.
4) Eligible Entity must issue RingCentral a purchase order for any subsequent purchases made through the RingCentral Administrative Portal.
5) Venue and Choice of Law is California.
6) Renewal: Eligible Entity may continue to renew its subscription with RingCentral under OMNIA Contract R200902 until it expires.
Subscription terms that exceed the OMNIA Contract R200902 term shall remain valid, subject to any limiting terms. Eligible Entities that would like to renew subscription services after expiration of OMNIA Contract R200902 may, subject to mutual consent of the Parties and the terms of the OMNIA contract, continue their subscription under OMNIA in one of the following ways:
a. If RingCentral does not receive a subsequent OMNIA contract award, Eligible Entity may continue to renew its subscription services under OMNIA Contract R200902.
b. If RingCentral does receive a subsequent OMNIA contract award, Eligible Entity may continue to renew its subscription services under that subsequent OMNIA contract.
All Services
The estimated annual amount of the Federal Univeral Service Fund and the State and Local Taxes are $18,631.18 and $50,474.62, respectively.
RingEX
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Initial Order Form Page 4 of 4
Non-Standard Terms
1. The line item above listed as “Recurring Professional Services” refers, for the purposes of this Order Form, to the Hosting and Support of standard Unified Integration Platform.
RingCX
RingCX Analytics. RingCX Analytics includes real-time and historical reporting as custom and pre-built visual dashboards with predefined reports. RingCentral will retain historical reporting data according to your selected historical data retention period after which data will be purged on a rolling basis. Retention periods apply to all users of the RingCX product and will be billed on a per seat per month basis.
RingCentral will retain one year’s worth of historical reporting data after which any data older than one year, will be purged. Access to longer periods of analytics data may be purchased according to the table above. The applicable retention period selected for the Services above is 1 year.
Customer must contact RingCentral support to modify historical reporting data retention periods, if available.
IN WITNESS WHEREOF, the Parties have executed this Initial Order Form above through their duly authorized representatives.
Customer RingCentral
City of Modesto RingCentral, Inc.
By: \RCsign1\ By:
Name: \RCname1\ Name: Chris Donan
Title: \RCtitle1\ Title: VP Majors & Mid-Market Sales
Date: \RCdate1\ Date: \RCdate1\
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Bid Tab Summary
Unified Communications as a Service (UCaaS)
RFP # 20-09
Description Total Weighted
Value CBTS
Granite
Telecommunications,
LLC
Iron Bow
Technologies, LLC RingCentral Inc. TPx
Communications Trace3, LLC Walkercom Inc.
Products/Pricing 40 29 35 31 36 31 31 31
Performance Capability 25 17 25 22 26 21 25 19
Qualification & Experience 25 15 16 15 18 16 15 16
Value Add 10 6 7 5 7 6 5 4
Total 100 67 82 73 86 73 74 70
It is recommended that the following contract award be made:
Contract
Unified Communications as a Service (UCaaS)
Award
Granite Telecommunications, LLC
RingCentral Inc.
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The Cooperative Purchasing Network
Evaluation Criteria
Bid Tab Summary
Unified Communications as a Service (UCaaS)
RFP # 20-09
Description Total Weighted
Value
Products/Pricing 40
Performance Capability 25
Qualification & Experience 25
Value Add 10
Total 100
It is recommended that the following contract award be made:
Contract
Unified Communications as a Service (UCaaS)
Award
Granite Telecommunications, LLC
RingCentral Inc.
Windstream - Nonresponsive
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Version January 22, 2020
7145 West Tidwell Road ~ Houston, Texas 77092
(713)-462-7708
www.esc4.net
NOTICE TO OFFEROR
Solicitation Number 20-09
Request for Proposal (“RFP”)
by
Region 4 Education Service Center (“ESC”)
for
Unified Communications as a Service (UCaaS)
SUBMITTAL DEADLINE: Tuesday, April 7, 2020, 10:00 AM CENTRAL TIME Questions regarding this RFP must be submitted in writing to Crystal Wallace, Business Operations Specialist, at [email protected] no later than March 11, 2020. All questions and answers will be posted to https://www.esc4.net/services/purchasing/region-4-omnia-solicitations. Offerors are responsible for viewing the website to review all questions and answers prior to submitting proposals.
Oral communications concerning this RFP shall not be binding and shall in no way excuse an Offeror of the obligations set forth in this proposal.
Proposals must be sealed, prominently marked with the RFP solicitation number, RFP title, RFP opening time/date and name of Offeror. Submissions must be received by the Region 4 ESC office at:
7145 West Tidwell Road, Houston, TX 77092 no later than 2:00 p.m. central time. Proposals received prior to the submittal deadline will be time-stamped upon receipt and kept secure and unopened. At the submittal deadline, Region 4 ESC will collect all proposals received before the deadline in the room designated for the proposal opening. Proposals will be opened and recorded publicly. Any proposal received later than the specified time, whether delivered in person, courier or mailed, will not be considered. Late proposals will be returned to sender unopened.
NON-MANDATORY PRE-PROPOSAL CONFERENCE
Offerors are strongly encouraged, but not required to participate in a pre-proposal conference with the Business Operations Specialist, which will be held on Tuesday, March 10, 2020 at 10:AM CST in the Region 4 ESC offices located at 7145 West Tidwell Road, Houston Texas 77092. To attend the conference, potential Offeror must notify Crystal Wallace, Business Operations Specialist, at [email protected], later than 3:00 PM CST on March 9, 2020. Offeror’s who are unable to attend in person but would like to call in must also send an email to request call in instructions. The purpose of this conference is to clarify the contents of this RFP in order to prevent any misunderstanding of Region 4 ESC’s position. Any doubt as to the requirements of this RFP or any apparent omission or discrepancy should be presented to Region 4 ESC at this conference. Region 4 ESC will then determine the appropriate action necessary, if any, and may issue a written addendum to the RFP.
Oral statements or instructions will not constitute an addendum to this RFP.
Publication Date: February 19, 2020
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I. SCOPE OF WORK
Region 4 Education Service Center (“Region 4 ESC”) requests proposals from qualified suppliers with the intent to enter into a Contract for Unified Communications as a Service (UCaaS) . Region 4 ESC is seeking a provider that has the depth, breadth and quality of resources necessary to complete all phases of the Contract. Awarded Offeror(s) shall deliver products and services under the terms of this agreement. While this solicitation specifically covers Unified Communications as a Service (UCaaS), each awarded Offeror may offer their complete product and service offering, or balance of line. Region 4 ESC reserves the right to accept or reject any or all balance of line items offered.
Region 4 ESC is an education service center established by the Texas Legislature in 1967 to assist school districts and charter schools in improving efficiencies. Region 4 ESC directly serves a seven-county area comprised of 48 public school districts and 39 open-enrollment charter schools, representing more than 1.2 million students, 99,000 educators and 1,500 campuses. Through cooperative contracts Region 4 ESC extends the opportunity to operate more efficiently and economically to agencies nationwide through OMNIA Partners (see below).
The Contract is based on the need to provide the economic benefits of volume purchasing and reduction in administrative costs through cooperative purchasing to schools and other members. Although the awarded Offeror(s) may restrict sales to certain public units (for example, state agencies or local government units), any proposal that prohibits sales from being made to public school districts may not be considered. Sales without restriction are preferred. These types of contracts are commonly referred to as being “piggybackable.”
NATIONAL CONTRACT
The Region 4 Education Service Center (“ESC), as the Principal Procurement Agency, defined in APPENDIX D, has partnered with OMNIA Partners, Public Sector (“OMNIA Partners”) to make the resultant contract (also known as the “Master Agreement” in materials distributed by OMNIA Partners) from this solicitation available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”), through OMNIA Partners’ cooperative purchasing program. The Region 4 ESC is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners (a “Participating Public Agency”) and by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whether pursuant to the terms of a Master Intergovernmental Purchasing Cooperative Agreement, a form of which is attached hereto on APPENDIX D, or as otherwise agreed to. APPENDIX D contains additional information about OMNIA Partners and the cooperative purchasing program.
OMNIA Partners is the largest and most experienced purchasing organization for public and private sector procurement. Through the economies of scale created by OMNIA Partners public sector subsidiaries and affiliates, National IPA and U.S. Communities, our participants now have access to more competitively solicited and publicly awarded cooperative agreements. The lead agency contracting process continues to be the foundation on which we are founded. OMNIA Partners is proud to offer more value and resources to state and local government, higher education, K-12 education and non-profits. #21..
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OMNIA Partners provides shared services and supply chain optimization to government, education and the private sector. With corporate, pricing and sales commitments from the Vendor, OMNIA Partners provides marketing and administrative support for the Vendor that directly promotes the Vendor’s products and services to Participating Public Agencies through multiple channels, each designed to promote specific products and services to Public Agencies on a national basis. Participating Public Agencies benefit from pricing based on aggregate spend and the convenience of a contract that has already been advertised and publicly competed. The Vendor benefits from a contract that generally allows Participating Public Agencies to directly purchase goods and services without the Vendor’s need to respond to additional competitive solicitations. As such, the Vendor must be able to accommodate a nationwide demand for services and to fulfill obligations as a nationwide Vendor and respond to the OMNIA Partners documents (APPENDIX D).
While no minimum volume is guaranteed to the Contractor, the estimated annual volume of Unified Communications as a Service (UCaaS) purchased under the Master Agreement through OMNIA Partners is approximately $50 million This projection is based on the current annual volumes among Region 4 ESC, other Participating Public Agencies anticipated to utilize the resulting Master Agreement to be made available to them through OMNIA Partners, and volume growth into other Public Agencies through a coordinated marketing approach between the Contractor and OMNIA Partners.
Customer Support
Contractor shall provide timely and accurate technical advice and sales support to Region 4 ESC staff and Participating Agencies. Contractor shall respond to such requests within one (1) working day after receipt of the request.
Vendor Requirements
Region 4 ESC is requesting proposals from premier manufactures, distributors and resellers to provide comprehensive Unified Communications as a Service (UCaaS). The intent of this solicitation is to establish a contract to provide UCaaS to Participating Public Agencies to improve efficiency and productivity as well as reduce cost. Vendor(s) providing these services should respond to this solicitation with the broadest possible offering that is covered by the scope in order to meet the varied needs of Region 4 ESC and Participating Public Agencies. Offerors must identify any specializations and other relevant expertise they hold for all services offered through this solicitation. In addition, Offerors should identify and validate any product-enabling and value-added services they offer in support of the scope of this solicitation.
It is anticipated that this contract will also be utilized by eligible K-12 schools and libraries for E-Rate funding. The awarded supplier may be required to assist with all aspect of the E-rate process. Offeror should demonstrate knowledge and experience in dealing with E-Rate funded projects. All E-rate applications will be submitted using the awarded suppliers’ SPIN number; therefore, Offerors must provide SPIN number as part of their response.
Services
Considering the average workforce now has the freedom to work remotely all with nothing but the right device, and a cloud connection. Offers must be able to provide flexibility and scalability for core business tasks through multiple channels on a single platform equipped with:
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➢ VoIP, Voice & Video Communication
➢ Data Equipment and Management
➢ Instant Messaging
➢ Conferencing
➢ Screen & Document Sharing
➢ Other UCaaS
II. CALENDAR OF EVENTS (ALL DATES ARE TENTATIVE AND SUBJECT TO CHANGE):
Event Date
Issue RFP February 19, 2020
Pre-proposal Conference March 10, 2020
Deadline for receipt of questions via email March 11, 2020 Issue Addenda (if required) TBD
Proposal Due Date April 7, 2020
Approval from Region 4 ESC June 23, 2020
Contract Effective Date August 1, 2020
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III. INSTRUCTIONS TO OFFERORS
1. Key Definitions
Contract: The legal agreement executed between Region 4 ESC and the awarded Offeror.
A draft of the Contract is provided as Appendix A.
Contractor: Any provider or seller of goods or services who, as a result of the competitive solicitation process, is awarded a Contract by Region 4 ESC.
Days: calendar days
Offeror: A supplier submitting a proposal in response to a solicitation.
2. Inquiries and Discrepancies: Questions regarding this solicitation must be submitted in writing to Crystal Wallace, Business Operations Specialist, at [email protected] no later than March 11, 2020. All questions and answers will be posted to https://www.esc4.net/services/purchasing/region-4-omnia-solicitations. Offerors are responsible for viewing the website to review all questions and answers prior to submitting proposals. Oral communications concerning this RFP shall not be binding and shall in no way excuse an Offeror of the obligations set forth in this proposal.
3. Restricted and Prohibited Communications with Region 4 ESC: During the period between the date Region 4 ESC issues this RFP and the selection of the Contractor by Region 4 ESC, if any, Offerors shall restrict all contact with Region 4 ESC and direct all questions regarding this RFP, including questions regarding terms and conditions, only to the individual identified above in section “Inquiries and Discrepancies” in the specified manner. Do not contact members of the Board of Directors, other employees of Region 4 ESC or any of Region 4 ESC’s agents or administrators.
Contact with any of these prohibited individuals after issuance of this RFP and before selection is made, may result in disqualification of the Offeror.
The communications prohibition shall terminate when the Contract is recommended by the administration, considered by the Board of Directors at a noticed public meeting, and the Contract has been awarded. In the event the Board of Directors refers the recommendation back to staff for reconsideration, the communications prohibition shall continue. Additionally, during the time period between the award of the Contract by the Board of Directors and the execution of the Contract, Offerors shall not engage in any prohibited communications as described in this section.
Prohibited communications includes direct contact, discussion, or promotion of any Offeror’s response with any member of Region 4 ESC’s Board of Directors or employees except for communications with Region 4 ESC’s designated representative as set forth in this RFP and only in the course of inquiries, briefings, interviews, or presentations. This prohibition is intended to create a level playing field for all potential Offerors, assure that decisions are made in public, and to protect the integrity of the RFP process. Except as provided in the above stated exceptions, the following communications regarding this RFP are prohibited:
• Communications between a potential Offeror, Offeror, their lobbyist or consultant and any member of Region 4 ESC’s Board of Directors;
• Communications between any Region 4 ESC Director and any member of a selection or evaluation committee; and
• Communications between any Region 4 ESC Director and administrator or employee.
The communications prohibition shall not apply to the following:
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• Communications with Region 4 ESC’s purchasing staff specifically named and authorized to conduct and receive such communications under this RFP or upon the request of Region 4 ESC, with Region 4 ESC’s legal counsel; and • Presentations made to the Board of Directors during any duly noticed public meeting.
Nothing contained herein shall prohibit any person or entity from publicly addressing Region 4 ESC’s Board of Directors during any duly noticed public meeting, in accordance with applicable Board policies, on a matter other than this RFP or in connection with a presentation requested by Region 4 ESC’s representatives.
4. Current products: Proposals shall be for new materials and equipment in current production and marketed to the general public, education and government agencies at the time the proposal is submitted.
5. Proposal Format: Proposals must contain two (2) bound and signed original copies of the solicitation, and two (2) electronic copies on flash drives shall be provided. Offeror must also submit two (2) electronic proposals free of propriety information to be posted, if awarded a Contract.
Only sealed responses will be accepted. Faxed or electronically transmitted responses will not be accepted. Sealed responses may be submitted on any or all items, unless stated otherwise.
Responses must be provided in a three-ring binder or report cover using 8.5 x 11 paper clearly identified with the name of the Offeror’s company and the solicitation name and number on both the outside front cover and vertical spine.
Tabs should be used to separate the proposal into sections. The following items identified must be included behind the tabs listed below. Each section should contain both the section of the RFP referenced and the Offeror’s response to that section. Offerors failing to organize in the manner listed may be considered non-responsive and may not be evaluated.
6. Binder Tabs:
Tab 1 – Draft Contract and Offer and Contract Signature Form (Appendix A) a. Terms and Conditions Acceptance Form (Appendix B)
Tab 2 – Products/Pricing
Tab 3 – Performance Capability
a. OMNIA Partners documents
Tab 4 – Qualification and Experience
a. References
Tab 5 – Value Add
Tab 6 – Additional Required Documents (Appendix C)
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a. Acknowledgment and Acceptance of Region 4 ESC’s Open Records Policy (Appendix C, Doc #1)
b. Antitrust Certification Statement (Tex. Government Code § 2155.005) (Appendix C, Doc #2)
c. Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295) (Appendix C, Doc #3)
d. Texas Government Code 2270 Verification Form (Appendix C, Doc #4) e. Any additional agreements Offeror will require Participating Agencies to sign
7. Additional Agreements: If an Offeror requires additional agreements, a copy of the proposed agreement must be included with the proposal.
8. Open Records Policy: Proposals submitted in response to this RFP become a matter of public record subject to release after Contracts are executed. If an Offeror believes its response, or parts of its response, may be exempt from disclosure, the Offeror must specify page-by-page and line-by-line the parts of the response, which it believes, are exempt. In addition, the Offeror must specify which exception(s) are applicable and provide detailed reasons to substantiate the exception(s). Offeror must provide this information on the “Acknowledgement and Acceptance of Region 4 ESC’s Open Records Policy” (Appendix C, Doc #1). Any unmarked information will be considered public information and released, if requested under the Public Information Act. Price is not confidential and will not be withheld.
The determination of whether information is confidential and not subject to disclosure is the duty of the Office of Attorney General (OAG). Region 4 ESC must provide the OAG sufficient information to render an opinion and therefore, vague and general claims to confidentiality by the Offeror are not acceptable. Region 4 ESC must comply with the opinions of the OAG.
Region 4 ESC assumes no responsibility for asserting legal arguments on behalf of any Offeror or Contractor. Offeror is advised to consult with their legal counsel concerning disclosure issues resulting from this procurement process and to take precautions to safeguard trade secrets and other proprietary information. After completion of award, these documents will be available for public inspection.
9. Disclosures: By signing the Offer and Contract Signature Form, Offeror affirms:
a) Offeror has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with this proposal and any subsequent Contract.
Offerors must include a complete description of any and all relationships that might be considered a conflict of interest in doing business with Region 4 ESC. b) To the best of Offeror’s knowledge, the proposal has been arrived at independently, and is submitted without collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair advantage over other Offerors or potential Offerors in the award of a Contract resulting from this RFP. c) Offeror is not currently delinquent in the payment of any franchise taxes. #21..
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d) The individual signing the submittal is an authorized agent for the Offeror and has the authority to bind the Offeror to the Contract.
10. Waiver: By submitting a proposal, Offeror expressly agrees to waive any claim it has or may have against Region 4 ESC, its directors, officers, its trustees, or agents arising out of or in connection with (1) the administration, evaluation, recommendation of any proposal; (2) any requirements under the solicitation, proposal package, or related documents; (3) the rejection of any proposal or any part of any proposal; and/or (4) the award of a Contract, if any.
Region 4 ESC shall not be responsible or liable for any costs incurred by Offerors or the successful Offeror in connection with responding to the RFP, preparing for oral presentations, preparing and submitting a proposal, entering or negotiating the terms of a Contract, or any other expenses incurred by an Offeror. The Offeror is wholly responsible for any such costs and expenses and shall not be reimbursed in any manner by Region 4 ESC.
11. Conditions of Submitting Proposal: Submission of a proposal confers no right on an Offeror to an award or Contract. Region 4 ESC, in its sole discretion and for any reason or no reason, reserves the rights to reject any or all proposals, accept only a part of any proposal, accept the proposal deemed most advantageous to Region 4 ESC, and waive any technicalities. The issuance of this RFP does not obligate Region 4 ESC to make an award or negotiate or execute a Contract. Prior to submission due date and time, Region 4 ESC reserves the right to amend the terms and provisions of the RFP, extend the deadline for submission of proposals, or withdraw the RFP entirely for any reason solely at Region 4 ESC’s discretion. A proposal may be rejected if it fails to meet any requirement of this RFP.
12. Mailing of Proposals: All proposals submitted in response to the solicitation must be clearly identified as listed below with the solicitation number, title, name and address of the company responding. All packages must be clearly identified as listed below, sealed and delivered to the Region 4 ESC office no later than the submittal deadline assigned for this solicitation.
From_____________________________________________________ Company__________________________________________________ Address___________________________________________________ City, State, Zip _____________________________________________ Solicitation Name and Number ___________Due Date and Time______
13. Amendment of Proposal: A proposal may be amended prior to the time of opening by submitting a sealed letter to the location indicated on the front page of this solicitation.
14. Withdrawal of Proposals: Withdrawal of proposals prior to the opening date will be permitted by a written letter or electronic mail from the Offeror. Telephonic or oral withdrawals shall not be considered. After the opening date consideration may be given in cases where Offeror advises that it made a clerical error that is substantially lower than it intended. In such case, Offeror must provide written notice of their desire to withdraw, along with supporting documents, within 3 business days of receiving the acceptance letter or of being requested by Region 4 ESC for clarification of the proposal, whichever is later. Any Contract entered into prior to Region 4 ESC receiving notice must be honored. No Offeror should assume their #21..
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withdrawal request has been accepted unless, and until, they receive written acknowledgment and acceptance of their proposal withdrawal.
15. Offer and Acceptance Period: In order to allow for an adequate evaluation, Region 4 ESC requires a proposal in response to this RFP to be valid and irrevocable for one-hundred twenty (120) days after the proposal due date and time.
16. Non-Responsive Proposals: All proposals will be reviewed for responsiveness to the material requirements of the solicitation. A proposal that is not materially responsive shall not be eligible for further consideration for award of the Contract, and the Offeror shall receive notice of the non-award of its proposal.
17. Discussions: Region 4 ESC reserves the right to conduct discussion with Offerors for the purpose of eliminating minor irregularities, informalities, or apparent clerical mistakes in the proposal in order to clarify a proposal and assure full understanding of, and responsiveness to, the RFP requirements.
18. Negotiations: In the event Region 4 ESC decides to conduct negotiations, exclusive or concurrent negotiations may be conducted with Offerors reasonably susceptible for award.
During the course of negotiations, no Offeror’s proposal, including pricing, shall be revealed to any other Offeror or to any other person who is not involved with the evaluation process.
Exclusive or concurrent negotiations shall not constitute a Contract award, nor shall it confer any property rights to the successful Offeror. In the event Region 4 ESC deems negotiations are not progressing, Region 4 ESC may formally terminate these negotiations and may enter into subsequent exclusive or concurrent negotiations with the next most qualified Offeror(s).
19. Best and Final Offer: Region 4 ESC, in its sole discretion, may request Offerors reasonably susceptible for award to submit a Best and Final Offer. Offerors must submit their Best and Final Offers in writing. If an Offeror does not respond to the request for a Best and Final Offer, that Offeror’s most recent prior submission will be considered its Best and Final Offer.
20. Specifications: When a solicitation contains a specification that states no substitutions, no deviation from this requirement will be permitted. Offeror must comply with the true intent of the specifications and drawings and not take advantage of any unintentional error or omission.
In cases where no type and kind of product is specified, specifications have been developed to indicate minimal standards as to the usage, materials, and contents based on the needs of the members. References to manufacturer’s specifications (“Design Guides”), when used by Region 4 ESC, are to be considered informative to give the Offeror information as to the general style, type and kind requested. Responses proposing goods, materials or equipment regularly produced by a reputable manufacturer shall be evaluated by Region 4 ESC which will, in its sole discretion, determine whether such proposed goods, materials or equipment are substantially equivalent to the Design Guides, considering quality, workmanship, economy of operation, and suitability for the purpose intended. Offerors should include all documentation required to evaluate whether or not their proposed goods, materials or equipment are substantially equivalent to the Design Guides.
21. Quality of Materials or Services: Offeror shall state the brand name and number of the materials being provided. If none is indicated, it is understood that the Offeror is proposing the exact brand name and number specified or mentioned in the solicitation. However, unless specifically stated otherwise, comparable substitutions will be permitted in cases where the material is equal to that specified, considering quality, workmanship, economy of operation and suitability for the purpose intended.
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22. Samples: Upon request, samples shall be furnished, free of cost, within seven (7) days after receiving notice of such request. By submitting the proposal Offeror certifies that all materials conform to all applicable requirements of this solicitation and of those required by law. Offeror agrees to bear the costs for laboratory testing, if results show the sample does not comply with solicitation requirements. Submissions may no longer be considered for failing to submit samples as requested.
23. Formation of Contract: A response to this solicitation is an offer to contract with Region 4 ESC based upon the terms, conditions, scope of work, and specifications contained in this request.
A solicitation does not become a Contract until it is awarded by Region 4 ESC. A Contract is formed when Region 4 ESC’s board signs the Offer and Contract Signature Form. The signed Offer and Contract Signature Form provided with the RFP response eliminates the need for a formal signing process.
24. Multiple Awards: Region 4 ESC reserves the right to award Contract(s) to multiple Offerors.
The decision to award multiple Contracts, award only one Contract, or to make no awards rests solely with Region 4 ESC.
25. Non-Exclusive: Any Contract resulting from this solicitation shall be awarded with the understanding and agreement it is for the sole convenience and benefit of Region 4 ESC.
Region 4 ESC reserves the right to obtain like goods and services from other sources.
26. Protest Procedure: Any protest of an award or proposed award must be filed in writing within ten (10) days from the date of the official award notification and must be received by 5:00 pm Central Time. No protest shall lie for a claim that the selected Offeror is not a responsible Offeror. Protests shall be filed with Robert Zingelmann, Chief Financial Officer, Finance and Operations Services, and sent to the Region 4 ESC office at: 7145 West Tidwell Road, Houston, TX 77092. Protests shall include the following:
a) Name, address and telephone number of protester;
b) Original signature of protester or its representative; c) Identification of the solicitation by RFP number;
d) Detailed statement of legal and factual grounds including copies of relevant documents; and
e) the form of relief requested.
Any protest review and action shall be considered final with no further formalities being considered.
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IV. EVALUATION PROCESS AND CRITERIA
1. A committee will review and evaluate all responses and make a recommendation for award of Contract(s). The recommendation for Contract awards will be based on the predetermined criteria factors outlined in this section, where each factor is assigned a point value based on its importance. In evaluating the responses, the following predetermined criteria is considered:
a) Products/Pricing (40 Points)
b) Performance Capability (30 Points)
c) Qualification and Experience (20 Points)
d) Value Add (10 Points)
2. Offeror’s proposal should, at a minimum, include the following for Region 4 ESC’s evaluation:
a) Products/Pricing
i. Offerors shall provide pricing based on a discount from a manufacturer’s price list or catalog, or fixed price, or a combination of both with indefinite quantities. Prices listed will be used to establish the extent of a manufacturer’s product lines, services, warranties, etc. that are available from Offeror and the pricing per item.
Multiple percentage discounts are acceptable if, where different percentage discounts apply, they different percentages are specified. Additional pricing and/or discounts may be included. Products and services proposed are to be priced separately with all ineligible items identified. Offerors may elect to limit their proposals to any category or categories.
ii. Include an electronic copy of the catalog from which discount, or fixed price, is calculated. Electronic price lists must contain the following: (if applicable) • Manufacturer part #
• Offeror’s Part # (if different from manufacturer part #) • Description
• Manufacturers Suggested List Price and Net Price
• Net price to Region 4 ESC (including freight)
Media submitted for price list must include the Offerors’ company name, name of the solicitation, and date on a Flash Drive (i.e. Pin or Jump Drives). iii. Is pricing available for all products and services? iv. Describe any shipping charges.
v. Provide pricing for warranties on all products and services. vi. Describe any additional discounts or rebates available. Additional discounts or rebates may be offered for large quantity orders, single ship to location, growth, annual spend, guaranteed quantity, etc.
vii. Describe how customers verify they are receiving Contract pricing. viii. Describe payment methods offered.
ix. Propose the frequency of updates to the Offeror’s pricing structure. Describe any proposed indices to guide price adjustments. If offering a catalog contract with discounts by category, while changes in individual pricing may change, the category discounts should not change over the term of the Contract. #21..
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x. Describe how future product introductions will be priced and align with Contract pricing proposed.
xi. Provide any additional information relevant to this section.
Not to Exceed Pricing. Region 4 ESC requests pricing be submitted as not to exceed pricing.
Unlike fixed pricing, the Contractor can adjust submitted pricing lower if needed but, cannot exceed original pricing submitted. Contractor must allow for lower pricing to be available for similar product and service purchases. Cost plus pricing as a primary pricing structure is not acceptable.
b) Performance Capability
i. Include a detailed response to Appendix D, Exhibit A, OMNIA Partners Response for National Cooperative Contract. Responses should highlight experience, demonstrate a strong national presence, describe how Offeror will educate its national sales force about the Contract, describe how products and services will be distributed nationwide, include a plan for marketing the products and services nationwide, and describe how volume will be tracked and reported to OMNIA Partners.
ii. The successful Offeror will be required to sign Appendix D, Exhibit B, OMNIA Partners Administration Agreement prior to Contract award. Offerors should have any reviews required to sign the document prior to submitting a response.
Offeror’s response should include any proposed exceptions to OMNIA Partners Administration Agreement on Appendix B, Terms and Conditions Acceptance Form.
iii. Include completed Appendix D, Exhibits F. Federal Funds Certifications and G.
New Jersey Business Compliance.
iv. Describe how Offeror handles emergency downtime.
v. Describe Offeror’s ability to meet service and warranty needs beyond standard. vi. Describe Offeror’s customer fulfillment process
vii. Describe Offeror’s customer service/problem resolution process. Include hours of operation, number of services, etc.
viii. Describe Offeror’s invoicing process. Include payment terms and acceptable methods of payments. Offerors shall describe any associated fees pertaining to credit cards/p-cards.
ix. Describe Offeror’s contract implementation/customer transition plan. x. Describe the financial condition of Offeror.
xi. Provide a website link in order to review website ease of use, availability, and capabilities related to ordering, returns and reporting. Describe the website’s capabilities and functionality.
xii. Provide any additional information relevant to this section. c) Qualification and Experience
i. Provide a brief history of the Offeror, including year it was established and corporate office location.
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RFP Page 13
ii. Describe Offeror’s reputation in the marketplace.
iii. Describe Offeror’s reputation of products and services in the marketplace. iv. Describe the experience and qualification of key employees. v. Describe Offeror’s experience working with the government sector. vi. Describe in detail what level of assistance will be provided to a Participating Public Agency to secure e-rate funding. Identify how much effort will be required in obtaining this funding. Specify the services available to the agency for project planning, specialized program assistance, and other services provided to the agency dealing with the e-rate program.
vii. Describe past litigation, bankruptcy, reorganization, state investigations of entity or current officers and directors.
viii. Provide a minimum of 5 customer references relating to the products and services within this RFP. Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume. ix. Provide any additional information relevant to this section. d) Value Add
i. Provide any additional information related to products and services Offeror proposes to enhance and add value to the Contract.
3. Competitive Range: It may be necessary to establish a competitive range. Factors from the predetermined criteria will be used to make this determination. Responses not in the competitive range will not receive further award consideration. Region 4 ESC may determine establishing a competitive range is not necessary.
4. Past Performance: An Offeror’s past performance and actions are relevant in determining whether or not the Offeror is likely to provide quality goods and services; the administrative aspects of performance; the Offeror’s history of reasonable and cooperative behavior and commitment to customer satisfaction; and generally, the Offeror’s businesslike concern for the interests of the customer may be taken into consideration when evaluating proposals, although not specifically mentioned in the RFP.
5. Additional Investigations: Region 4 ESC reserves the right to make such additional investigations as it deems necessary to establish the capability of any Offeror. #21..
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CONTRACT
1 APPENDIX A
DRAFT CONTRACT
This Contract (“Contract”) is made as of __________, 2020 by and between (“Contractor”) and Region 4 Education Service Center
(“Region 4 ESC”) for the purchase of Unified Communications as a Service (UCaaS) (“the products and services”).
RECITALS
WHEREAS, Region 4 ESC issued Request for Proposals Number R______ for _______ (“RFP”), to which Contractor provided a response (“Proposal”); and WHEREAS, Region 4 ESC selected Contractor’s Proposal and wishes to engage Contractor in providing the services/materials described in the RFP and Proposal; WHEREAS, both parties agree and understand the following pages will constitute the Contract between the Contractor and Region 4 ESC, having its principal place of business at 7145 West Tidwell Road, Houston, TX 77092.
WHEREAS, Contractor included, in writing, any required exceptions or deviations from these terms, conditions, and specifications; and it is further understood that, if agreed to by Region 4 ESC, said exceptions or deviations are incorporated into the Contract.
WHEREAS, this Contract consists of the provisions set forth below, including provisions of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those contained in any attachment, the provisions set forth below shall control.
WHEREAS, the Contract will provide that any state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”) may purchase products and services at prices indicated in the Contract upon the Public Agency’s registration with OMNIA Partners. 1) Term of agreement. The term of the Contract is for a period of three (3) years unless terminated, canceled or extended as otherwise provided herein. Region 4 ESC shall have the right to renew the Contract for two (2) additional one-year periods or portions thereof. Region 4 ESC shall review the Contract prior to the renewal date and notify the Contractor of Region 4 ESC’s intent renew the Contract. Contractor may elect not to renew by providing three hundred sixty-five days’ (365) notice to Region 4 ESC. Notwithstanding the expiration of the initial term or any subsequent term or all renewal options, Region 4 ESC and Contractor may mutually agree to extend the term of this Agreement. Contractor acknowledges and understands Region 4 ESC is under no obligation whatsoever to extend the term of this Agreement.
2) Scope: Contractor shall perform all duties, responsibilities and obligations, set forth in this agreement, and described in the RFP, incorporated herein by reference as though fully set forth herein.
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CONTRACT
2 3) Form of Contract. The form of Contract shall be the RFP, the Offeror’s proposal and Best and Final Offer(s).
4) Order of Precedence. In the event of a conflict in the provisions of the Contract as accepted by Region 4 ESC, the following order of precedence shall prevail:
i. This Contract
ii. Offeror’s Best and Final Offer
iii. Offeror’s proposal
iv. RFP and any addenda
5) Commencement of Work. The Contractor is cautioned not to commence any billable work or provide any material or service under this Contract until Contractor receives a purchase order for such work or is otherwise directed to do so in writing by Region 4 ESC. 6) Entire Agreement (Parol evidence). The Contract, as specified above, represents the final written expression of agreement. All agreements are contained herein and no other agreements or representations that materially alter it are acceptable. 7) Assignment of Contract. No assignment of Contract may be made without the prior written approval of Region 4 ESC. Contractor is required to notify Region 4 ESC when any material change in operations is made (i.e. bankruptcy, change of ownership, merger, etc.). 8) Novation. If Contractor sells or transfers all assets or the entire portion of the assets used to perform this Contract, a successor in interest must guarantee to perform all obligations under this Contract. Region 4 ESC reserves the right to accept or reject any new party. A change of name agreement will not change the contractual obligations of Contractor. 9) Contract Alterations. No alterations to the terms of this Contract shall be valid or binding unless authorized and signed by Region 4 ESC.
10) Adding Authorized Distributors/Dealers. Contractor is prohibited from authorizing additional distributors or dealers, other than those identified at the time of submitting their proposal, to sell under the Contract without notification and prior written approval from Region 4 ESC.
Contractor must notify Region 4 ESC each time it wishes to add an authorized distributor or dealer. Purchase orders and payment can only be made to the Contractor unless otherwise approved by Region 4 ESC. Pricing provided to members by added distributors or dealers must also be less than or equal to the Contractor’s pricing. 11) TERMINATION OF CONTRACT
a) Cancellation for Non-Performance or Contractor Deficiency. Region 4 ESC may terminate the Contract if purchase volume is determined to be low volume in any 12-month period.
Region 4 ESC reserves the right to cancel the whole or any part of this Contract due to failure by Contractor to carry out any obligation, term or condition of the contract. Region 4 ESC may issue a written deficiency notice to Contractor for acting or failing to act in any of the following:
i. Providing material that does not meet the specifications of the Contract; ii. Providing work or material was not awarded under the Contract; iii. Failing to adequately perform the services set forth in the scope of work and specifications;
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CONTRACT
3 iv. Failing to complete required work or furnish required materials within a reasonable amount of time;
v. Failing to make progress in performance of the Contract or giving Region 4 ESC reason to believe Contractor will not or cannot perform the requirements of the Contract; or
vi. Performing work or providing services under the Contract prior to receiving an authorized purchase order.
Upon receipt of a written deficiency notice, Contractor shall have ten (10) days to provide a satisfactory response to Region 4 ESC. Failure to adequately address all issues of concern may result in Contract cancellation. Upon cancellation under this paragraph, all goods, materials, work, documents, data and reports prepared by Contractor under the Contract shall immediately become the property of Region 4 ESC. b) Termination for Cause. If, for any reason, Contractor fails to fulfill its obligation in a timely manner, or Contractor violates any of the covenants, agreements, or stipulations of this Contract Region 4 ESC reserves the right to terminate the Contract immediately and pursue all other applicable remedies afforded by law. Such termination shall be effective by delivery of notice, to the Contractor, specifying the effective date of termination. In such event, all documents, data, studies, surveys, drawings, maps, models and reports prepared by Contractor will become the property of the Region 4 ESC. If such event does occur, Contractor will be entitled to receive just and equitable compensation for the satisfactory work completed on such documents.
c) Delivery/Service Failures. Failure to deliver goods or services within the time specified, or within a reasonable time period as interpreted by the purchasing agent or failure to make replacements or corrections of rejected articles/services when so requested shall constitute grounds for the Contract to be terminated. In the event Region 4 ESC must purchase in an open market, Contractor agrees to reimburse Region 4 ESC, within a reasonable time period, for all expenses incurred.
d) Force Majeure. If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch.
The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, act of public enemy, orders of any kind of government of the United States or the State of Texas or any civil or military authority; insurrections; riots; epidemics; landslides; lighting; earthquake; fires; hurricanes; storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions, breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable in the judgment of the party having the difficulty. e) Standard Cancellation. Region 4 ESC may cancel this Contract in whole or in part by providing written notice. The cancellation will take effect 30 business days after the other party receives the notice of cancellation. After the 30th business day all work will cease following completion of final purchase order.
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4 12) Licenses. Contractor shall maintain in current status all federal, state and local licenses, bonds and permits required for the operation of the business conducted by Contractor. Contractor shall remain fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of services under the Contract. Region 4 ESC reserves the right to stop work and/or cancel the Contract if Contractor’s license(s) expire, lapse, are suspended or terminated.
13) Survival Clause. All applicable software license agreements, warranties or service agreements that are entered into between Contractor and Region 4 ESC under the terms and conditions of the Contract shall survive the expiration or termination of the Contract. All Purchase Orders issued and accepted by Contractor shall survive expiration or termination of the Contract.
14) Delivery. Conforming product shall be shipped within 7 days of receipt of Purchase Order. If delivery is not or cannot be made within this time period, the Contractor must receive authorization for the delayed delivery. The order may be canceled if the estimated shipping time is not acceptable. All deliveries shall be freight prepaid, F.O.B. Destination and shall be included in all pricing offered unless otherwise clearly stated in writing. 15) Inspection & Acceptance. If defective or incorrect material is delivered, Region 4 ESC may make the determination to return the material to the Contractor at no cost to Region 4 ESC.
The Contractor agrees to pay all shipping costs for the return shipment. Contractor shall be responsible for arranging the return of the defective or incorrect material. 16) Payments. Payment shall be made after satisfactory performance, in accordance with all provisions thereof, and upon receipt of a properly completed invoice. 17) Price Adjustments. Should it become necessary or proper during the term of this Contract to make any change in design or any alterations that will increase price, Region 4 ESC must be notified immediately. Price increases must be approved by Region 4 ESC and no payment for additional materials or services, beyond the amount stipulated in the Contract shall be paid without prior approval. All price increases must be supported by manufacturer documentation, or a formal cost justification letter. Contractor must honor previous prices for thirty (30) days after approval and written notification from Region 4 ESC. It is the Contractor’s responsibility to keep all pricing up to date and on file with Region 4 ESC. All price changes must be provided to Region 4 ESC, using the same format as was provided and accepted in the Contractor’s proposal.
Price reductions may be offered at any time during Contract. Special, time-limited reductions are permissible under the following conditions: 1) reduction is available to all users equally; 2) reduction is for a specific period, normally not less than thirty (30) days; and 3) original price is not exceeded after the time-limit. Contractor shall offer Region 4 ESC any published price reduction during the Contract term.
18) Audit Rights. Contractor shall, at its sole expense, maintain appropriate due diligence of all purchases made by Region 4 ESC and any entity that utilizes this Contract. Region 4 ESC reserves the right to audit the accounting for a period of three (3) years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. Region 4 ESC shall have the authority to conduct random audits of Contractor’s pricing at Region 4 ESC's sole cost and expense.
Notwithstanding the foregoing, in the event that Region 4 ESC is made aware of any pricing #21..
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CONTRACT
5 being offered that is materially inconsistent with the pricing under this agreement, Region 4 ESC shall have the ability to conduct an extensive audit of Contractor’s pricing at Contractor’s sole cost and expense. Region 4 ESC may conduct the audit internally or may engage a thirdparty auditing firm. In the event of an audit, the requested materials shall be provided in the format and at the location designated by Region 4 ESC.
19) Discontinued Products. If a product or model is discontinued by the manufacturer, Contractor may substitute a new product or model if the replacement product meets or exceeds the specifications and performance of the discontinued model and if the discount is the same or greater than the discontinued model.
20) New Products/Services. New products and/or services that meet the scope of work may be added to the Contract. Pricing shall be equivalent to the percentage discount for other products. Contractor may replace or add product lines if the line is replacing or supplementing products, is equal or superior to the original products, is discounted similarly or greater than the original discount, and if the products meet the requirements of the Contract. No products and/or services may be added to avoid competitive procurement requirements. Region 4 ESC may require additions to be submitted with documentation from Members demonstrating an interest in, or a potential requirement for, the new product or service. Region 4 ESC may reject any additions without cause.
21) Options. Optional equipment for products under Contract may be added to the Contract at the time they become available under the following conditions: 1) the option is priced at a discount similar to other options; 2) the option is an enhancement to the unit that improves performance or reliability.
22) Warranty Conditions. All supplies, equipment and services shall include manufacturer's minimum standard warranty and one (1) year labor warranty unless otherwise agreed to in writing.
23) Site Cleanup. Contractor shall clean up and remove all debris and rubbish resulting from their work as required or directed. Upon completion of the work, the premises shall be left in good repair and an orderly, neat, clean, safe and unobstructed condition. 24) Site Preparation. Contractor shall not begin a project for which the site has not been prepared, unless Contractor does the preparation work at no cost, or until Region 4 ESC includes the cost of site preparation in a purchase order. Site preparation includes, but is not limited to:
moving furniture, installing wiring for networks or power, and similar pre-installation requirements.
25) Registered Sex Offender Restrictions. For work to be performed at schools, Contractor agrees no employee or employee of a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are or are reasonably expected to be present. Contractor agrees a violation of this condition shall be considered a material breach and may result in the cancellation of the purchase order at Region 4 ESC’s discretion. Contractor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge.
26) Safety measures. Contractor shall take all reasonable precautions for the safety of employees on the worksite and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Contractor shall post warning signs against all hazards created by #21..
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CONTRACT
6 its operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage.
27) Smoking. Persons working under the Contract shall adhere to local smoking policies.
Smoking will only be permitted in posted areas or off premises. 28) Stored materials. Upon prior written agreement between the Contractor and Region 4 ESC, payment may be made for materials not incorporated in the work but delivered and suitably stored at the site or some other location, for installation at a later date. An inventory of the stored materials must be provided to Region 4 ESC prior to payment. Such materials must be stored and protected in a secure location and be insured for their full value by the Contractor against loss and damage. Contractor agrees to provide proof of coverage and additionally insured upon request. Additionally, if stored offsite, the materials must also be clearly identified as property of Region 4 ESC and be separated from other materials. Region 4 ESC must be allowed reasonable opportunity to inspect and take inventory of stored materials, on or offsite, as necessary. Until final acceptance by Region 4 ESC, it shall be the Contractor's responsibility to protect all materials and equipment. Contractor warrants and guarantees that title for all work, materials and equipment shall pass to Region 4 ESC upon final acceptance. 29) Funding Out Clause. A Contract for the acquisition, including lease, of real or personal property is a commitment of Region 4 ESC’s current revenue only. Region 4 ESC retains the right to terminate the Contract at the expiration of each budget period during the term of the Contract and is conditioned on a best effort attempt by Region 4 ESC to obtain appropriate funds for payment of the contract.
30) Indemnity. Contractor shall protect, indemnify, and hold harmless both Region 4 ESC and its administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the Contractor, Contractor employees or subcontractors in the preparation of the solicitation and the later execution of the Contract.
Any litigation involving either Region 4 ESC, its administrators and employees and agents will be in Harris County, Texas.
31) Marketing. Contractor agrees to allow Region 4 ESC to use their name and logo within website, marketing materials and advertisement. Any use of Region 4 ESC name and logo or any form of publicity, inclusive of press releases, regarding this Contract by Contractor must have prior approval from Region 4 ESC.
32) Certificates of Insurance. Certificates of insurance shall be delivered to the Region 4 ESC prior to commencement of work. The Contractor shall give Region 4 ESC a minimum of ten (10) days’ notice prior to any modifications or cancellation of policies. The Contractor shall require all subcontractors performing any work to maintain coverage as specified. 33) Legal Obligations. It is Contractor’s responsibility to be aware of and comply with all local, state, and federal laws governing the sale of products/services and shall comply with all laws while fulfilling the Contract. Applicable laws and regulation must be followed even if not specifically identified herein.
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OFFER AND CONTRACT SIGNATURE FORM
The undersigned hereby offers and, if awarded, agrees to furnish goods and/or services in strict compliance with the terms, specifications and conditions at the prices proposed within response unless noted in writing.
Company Name
Address
City/State/Zip
Telephone No.
Email Address
Printed Name
Title
Authorized signature
Accepted by Region 4 ESC:
Contract No. ______________
Initial Contract Term to
Region 4 ESC Authorized Board Member Date
Print Name
Region 4 ESC Authorized Board Member Date
Print Name
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Appendix B
TERMS & CONDITIONS ACCEPTANCE FORM
Signature on the Offer and Contract Signature form certifies complete acceptance of the terms and conditions in this solicitation and draft Contract except as noted below with proposed substitute language (additional pages may be attached, if necessary). The provisions of the RFP cannot be modified without the express written approval of Region 4 ESC. If a proposal is returned with modifications to the draft Contract provisions that are not expressly approved in writing by Region 4 ESC, the Contract provisions contained in the RFP shall prevail.
Check one of the following responses:
Offeror takes no exceptions to the terms and conditions of the RFP and draft Contract. (Note: If none are listed below, it is understood that no exceptions/deviations are taken.) Offeror takes the following exceptions to the RFP and draft Contract. All exceptions must be clearly explained, reference the corresponding term to which Offeror is taking exception and clearly state any proposed modified language, proposed additional terms to the RFP and draft Contract must be included:
(Note: Unacceptable exceptions may remove Offeror’s proposal from consideration for award. Region 4 ESC shall be the sole judge on the acceptance of exceptions and modifications and the decision shall be final.
If an offer is made with modifications to the contract provisions that are not expressly approved in writing, the contract provisions contained in the RFP shall prevail.) Section/Page Term, Condition, or
Specification
Exception/Proposed Modification Accepted
(For Region 4
ESC’s use)
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Appendix C
ADDITIONAL REQUIRED DOCUMENTS
DOC #1 Acknowledgment and Acceptance of Region 4 ESC’s Open Records Policy DOC #2 Antitrust Certification Statements (Tex. Government Code § 2155.005) DOC #3 Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295) DOC #4 Texas Government Code 2270 Verification Form
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Appendix C, Doc #1
ACKNOWLEDGMENT AND ACCEPTANCE
OF REGION 4 ESC’s OPEN RECORDS POLICY
OPEN RECORDS POLICY
All proposals, information and documents submitted are subject to the Public Information Act requirements governed by the State of Texas once a Contract(s) is executed. If an Offeror believes its response, or parts of its response, may be exempted from disclosure, the Offeror must specify page-by-page and line-by-line the parts of the response, which it believes, are exempt and include detailed reasons to substantiate the exemption. Price is not confidential and will not be withheld. Any unmarked information will be considered public information and released, if requested under the Public Information Act.
The determination of whether information is confidential and not subject to disclosure is the duty of the Office of Attorney General (OAG). Region 4 ESC must provide the OAG sufficient information to render an opinion and therefore, vague and general claims to confidentiality by the Offeror are not acceptable. Region 4 ESC must comply with the opinions of the OAG. Region 4 ESC assumes no responsibility for asserting legal arguments on behalf of any Offeror. Offeror is advised to consult with their legal counsel concerning disclosure issues resulting from this procurement process and to take precautions to safeguard trade secrets and other proprietary information.
Signature below certifies complete acceptance of Region 4 ESC’s Open Records Policy, except as noted below (additional pages may be attached, if necessary).
Check one of the following responses to the Acknowledgment and Acceptance of Region 4 ESC’s Open Records Policy below:
We acknowledge Region 4 ESC’s Open Records Policy and declare that no information submitted with this proposal, or any part of our proposal, is exempt from disclosure under the Public Information Act.
We declare the following information to be a trade secret or proprietary and exempt from disclosure under the Public Information Act.
(Note: Offeror must specify page-by-page and line-by-line the parts of the response, which it believes, are exempt. In addition, Offeror must include detailed reasons to substantiate the exemption(s). Price is not confident and will not be withheld. All information believed to be a trade secret or proprietary must be listed. It is further understood that failure to identify such information, in strict accordance with the instructions, will result in that information being considered public information and released, if requested under the Public Information Act.) Date Authorized Signature & Title
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Appendix C, Doc #2
ANTITRUST CERTIFICATION STATEMENTS
(Tex. Government Code § 2155.005)
Attorney General Form
I affirm under penalty of perjury of the laws of the State of Texas that:
1. I am duly authorized to execute this Contract on my own behalf or on behalf of the company, corporation, firm, partnership or individual (Company) listed below;
2. In connection with this proposal, neither I nor any representative of the Company has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15;
3. In connection with this proposal, neither I nor any representative of the Company has violated any federal antitrust law; and
4. Neither I nor any representative of the Company has directly or indirectly communicated any of the contents of this proposal to a competitor of the Company or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Company.
Company Contact
Signature
Printed Name
Address Position with Company
Official
Authorizing
Proposal
Signature
Phone
Printed Name
Fax
Position with Company
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Appendix C, DOC # 3
Implementation of House Bill 1295
Certificate of Interested Parties (Form 1295):
In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that a governmental entity or state agency may not enter into certain contracts with a business entity unless the business entity submits a disclosure of interested parties to the governmental entity or state agency at the time the business entity submits the signed contract to the governmental entity or state agency. The law applies only to a contract of a governmental entity or state agency that either (1) requires an action or vote by the governing body of the entity or agency before the contract may be signed or (2) has a value of at least $1 million. The disclosure requirement applies to a contract entered into on or after January 1, 2016.
The Texas Ethics Commission was required to adopt rules necessary to implement that law, prescribe the disclosure of interested parties form, and post a copy of the form on the commission’s website. The commission adopted the Certificate of Interested Parties form (Form 1295) on October 5, 2015. The commission also adopted new rules (Chapter 46) on November 30, 2015, to implement the law. The commission does not have any additional authority to enforce or interpret House Bill 1295.
Filing Process:
Staring on January 1, 2016, the commission made available on its website a new filing application that must be used to file Form 1295. A business entity must use the application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. An authorized agent of the business entity must sign the printed copy of the form. The completed Form 1295 with the certification of filing must be filed with the governmental body or state agency with which the business entity is entering into the contract.
The governmental entity or state agency must notify the commission, using the commission’s filing application, of the receipt of the filed Form 1295 with the certification of filing not later than the 30th day after the date the contract binds all parties to the contract. This process is known as acknowledging the certificate. The commission will post the acknowledged Form 1295 to its website within seven business days after receiving notice from the governmental entity or state agency. The posted acknowledged form does not contain the declaration of signature information provided by the business.
A certificate will stay in the pending state until it is acknowledged by the governmental agency.
Only acknowledged certificates are posted to the commission’s website.
Electronic Filing Application:
https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm Frequently Asked Questions:
https://www.ethics.state.tx.us/resources/FAQs/FAQ_Form1295.php Changes to Form 1295: https://www.ethics.state.tx.us/data/filinginfo/1295Changes.pdf #21..
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Appendix C, DOC # 4
Texas Government Code 2270 Verification Form
House Bill 89 (85R Legislative Session), which adds Chapter 2270 to the Texas Government Code, provides that a governmental entity may not enter into a contract with a company without verification that the contracting vendor does not and will not boycott Israel during the term of the contract.
Furthermore, Senate Bill 252 (85R Legislative Session), which amends Chapter 2252 of the Texas Government Code to add Subchapter F, prohibits contracting with a company engaged in business with Iran, Sudan or a foreign terrorist organization identified on a list prepared by the Texas Comptroller.
I, ___________________________________________________, as an authorized representative of
_____________________________________________________________, a contractor engaged by
Insert Name of Company
Region 4 Education Service Center, 7145 West Tidwell Road, Houston, TX 77092, verify by this writing that the above-named company affirms that it (1) does not boycott Israel; and (2) will not boycott Israel during the term of this contract, or any contract with the above-named Texas governmental entity in the future.
Also, our company is not listed on and we do not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations found at https://comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdf.
I further affirm that if our company's position on this issue is reversed and this affirmation is no longer valid, that the above-named Texas governmental entity will be notified in writing within one (1) business day and we understand that our company's failure to affirm and comply with the requirements of Texas Government Code 2270 et seq. shall be grounds for immediate contract termination without penalty to the above-named Texas governmental entity.
I swear and affirm that the above is true and correct.
______________________________________________ ________________ Signature of Named Authorized Company Representative Date #21..
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Version January 30, 2020
APPENDIX D
REQUIREMENTS FOR NATIONAL COOPERATIVE CONTRACT
TO BE ADMINISTERED BY
OMNIA PARTNERS
The following documents are used in evaluating and administering national cooperative contracts and are included for Supplier’s review and response.
Exhibit A – RESPONSE FOR NATIONAL COOPERATIVE CONTRACT
Exhibit B – ADMINISTRATION AGREEMENT, EXAMPLE
Exhibit C – MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING
AGREEMENT, EXAMPLE
Exhibit D – PRINCIPAL PROCUREMENT AGENCY CERTIFICATE, EXAMPLE Exhibit E – CONTRACT SALES REPORTING TEMPLATE
Exhibit F – FEDERAL FUNDS CERTIFICATIONS
Exhibit G – NEW JERSEY BUSINESS COMPLIANCE
Exhibit H – ADVERTISING COMPLIANCE REQUIREMENT
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Requirements for National Cooperative Contract
EXHIBIT A
RESPONSE FOR NATIONAL COOPERATIVE CONTRACT
1.0 Scope of National Cooperative Contract
Capitalized terms not otherwise defined herein shall have the meanings given to them in the Master Agreement or in the Administration Agreement between Supplier and OMNIA Partners.
1.1 Requirement
The Region 4 Education Service Center (“ESC”) (hereinafter defined and referred to as “Principal Procurement Agency”), on behalf of itself and the National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector (“OMNIA Partners”), is requesting proposals for Unified Communications as a Service (UCaaS). The intent of this Request for Proposal is any contract between Principal Procurement Agency and Supplier resulting from this Request for Proposal (“Master Agreement”) be made available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”), through OMNIA Partners’ cooperative purchasing program. The Principal Procurement Agency has executed a Principal Procurement Agency Certificate with OMNIA Partners, an example of which is included as Exhibit D, and has agreed to pursue the Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners as a Participating Public Agency in OMNIA Partners’ cooperative purchasing program. Registration with OMNIA Partners as a Participating Public Agency is accomplished by Public Agencies entering into a Master Intergovernmental Cooperative Purchasing Agreement, an example of which is attached as Exhibit C, and by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whether pursuant to the terms of the Master Intergovernmental Purchasing Cooperative Agreement or as otherwise agreed to. The terms and pricing established in the resulting Master Agreement between the Supplier and the Principal Procurement Agency will be the same as that available to Participating Public Agencies through OMNIA Partners.
All transactions, purchase orders, invoices, payments etc., will occur directly between the Supplier and each Participating Public Agency individually, and neither OMNIA Partners, any Principal Procurement Agency nor any Participating Public Agency, including their respective agents, directors, employees or representatives, shall be liable to Supplier for any acts, liabilities, damages, etc., incurred by any other Participating Public Agency. Supplier is responsible for knowing the tax laws in each state.
This Exhibit A defines the expectations for qualifying Suppliers based on OMNIA Partners’ requirements to market the resulting Master Agreement nationally to Public Agencies. Each section in this Exhibit A refers to the capabilities, requirements, #21..
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Requirements for National Cooperative Contract
obligations, and prohibitions of competing Suppliers on a national level in order to serve Participating Public Agencies through OMNIA Partners.
These requirements are incorporated into and are considered an integral part of this RFP. OMNIA Partners reserves the right to determine whether or not to make the Master Agreement awarded by the Principal Procurement Agency available to Participating Public Agencies, in its sole and absolute discretion, and any party submitting a response to this RFP acknowledges that any award by the Principal Procurement Agency does not obligate OMNIA Partners to make the Master Agreement available to Participating Procurement Agencies.
1.2 Marketing, Sales and Administrative Support
During the term of the Master Agreement OMNIA Partners intends to provide marketing, sales, partnership development and administrative support for Supplier pursuant to this section that directly promotes the Supplier’s products and services to Participating Public Agencies through multiple channels, each designed to promote specific products and services to Public Agencies on a national basis.
OMNIA Partners will assign the Supplier a Director of Partner Development who will serve as the main point of contact for the Supplier and will be responsible for managing the overall relationship between the Supplier and OMNIA Partners. The Director of Partner Development will work with the Supplier to develop a comprehensive strategy to promote the Master Agreement and will connect the Supplier with appropriate stakeholders within OMNIA Partners including, Sales, Marketing, Contracting, Training, and Operations & Support.
The OMNIA Partners marketing team will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through channels that may include:
A. Marketing collateral (print, electronic, email, presentations) B. Website
C. Trade shows/conferences/meetings
D. Advertising
E. Social Media
The OMNIA Partners sales teams will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through initiatives that may include:
A. Individual sales calls
B. Joint sales calls
C. Communications/customer service
D. Training sessions for Public Agency teams
E. Training sessions for Supplier teams
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The OMNIA Partners contracting teams will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through:
A. Serving as the subject matter expert for questions regarding joint powers authority and state statutes and regulations for cooperative purchasing B. Training sessions for Public Agency teams
C. Training sessions for Supplier teams
D. Regular business reviews to monitor program success
E. General contract administration
Suppliers are required to pay an administrative fee of three percent (3%) of the greater of the Contract Sales under the Master Agreement and Guaranteed Contract Sales under this Request for Proposal. Supplier will be required to execute the OMNIA Partners Administration Agreement (Exhibit B).
1.3 Estimated Volume
The dollar volume purchased under the Master Agreement is estimated to be approximately $50 million annually. While no minimum volume is guaranteed to Supplier, the estimated annual volume is projected based on the current annual volumes among the Principal Procurement Agency, other Participating Public Agencies that are anticipated to utilize the resulting Master Agreement to be made available to them through OMNIA Partners, and volume growth into other Public Agencies through a coordinated marketing approach between Supplier and OMNIA Partners.
1.4 Award Basis
The basis of any contract award resulting from this RFP made by Principal Procurement Agency will, at OMNIA Partners’ option, be the basis of award on a national level through OMNIA Partners. If multiple Suppliers are awarded by Principal Procurement Agency under the Master Agreement, those same Suppliers will be required to extend the Master Agreement to Participating Public Agencies through OMNIA Partners. Utilization of the Master Agreement by Participating Public Agencies will be at the discretion of the individual Participating Public Agency.
Certain terms of the Master Agreement specifically applicable to the Principal Procurement Agency (e.g. governing law) are subject to modification for each Participating Public Agency as Supplier, such Participating Public Agency and OMNIA Partners shall agree without being in conflict with the Master Agreement.
Participating Agencies may request to enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in the Master Agreement (i.e. invoice requirements, order requirements, specialized delivery, diversity requirements such as minority and woman owned businesses, historically underutilized business, governing law, etc.). It shall be the responsibility of the Supplier to comply, when applicable, with the prevailing wage legislation in effect in the jurisdiction of the Participating Agency. It shall further be the #21..
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responsibility of the Supplier to monitor the prevailing wage rates as established by the appropriate department of labor for any increase in rates during the term of the Master Agreement and adjust wage rates accordingly. Any supplemental agreement developed as a result of the Master Agreement is exclusively between the Participating Agency and the Supplier (Contract Sales are reported to OMNIA Partners).
All purchase orders issued and accepted by the Supplier may survive expiration or termination of the Master Agreement. Participating Agencies’ purchase orders may exceed the term of the Master Agreement if the purchase order is issued prior to the expiration of the Master Agreement. Supplier is responsible for reporting all sales and paying the applicable administrative fee for sales that use the Master Agreement as the basis for the purchase order, even though Master Agreement may have expired.
1.5 Objectives of Cooperative Program
This RFP is intended to achieve the following objectives regarding availability through OMNIA Partners’ cooperative program:
A. Provide a comprehensive competitively solicited and awarded national agreement offering the Products covered by this solicitation to Participating Public Agencies; B. Establish the Master Agreement as the Supplier’s primary go to market strategy to Public Agencies nationwide;
C. Achieve cost savings for Supplier and Public Agencies through a single solicitation process that will reduce the Supplier’s need to respond to multiple solicitations and Public Agencies need to conduct their own solicitation process; D. Combine the aggregate purchasing volumes of Participating Public Agencies to achieve cost effective pricing.
2.0 REPRESENTATIONS AND COVENANTS
As a condition to Supplier entering into the Master Agreement, which would be available to all Public Agencies, Supplier must make certain representations, warranties and covenants to both the Principal Procurement Agency and OMNIA Partners designed to ensure the success of the Master Agreement for all Participating Public Agencies as well as the Supplier.
2.1 Corporate Commitment
Supplier commits that (1) the Master Agreement has received all necessary corporate authorizations and support of the Supplier’s executive management, (2) the Master Agreement is Supplier's primary “go to market” strategy for Public Agencies, (3) the Master Agreement will be promoted to all Public Agencies, including any existing customers, and Supplier will transition existing customers, upon their request, to the Master Agreement, and (4) that the Supplier has read and agrees to the terms and conditions of the Administration Agreement with OMNIA Partners and will execute such agreement concurrent with and as a condition of its execution of the Master Agreement with the Principal Procurement Agency. Supplier will identify an executive corporate sponsor and a separate national account manager within the RFP response that will be responsible for the overall management of the Master Agreement. #21..
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2.2 Pricing Commitment
Supplier commits the not-to-exceed pricing provided under the Master Agreement pricing is its lowest available (net to buyer) to Public Agencies nationwide and further commits that if a Participating Public Agency is eligible for lower pricing through a national, state, regional or local or cooperative contract, the Supplier will match such lower pricing to that Participating Public Agency under the Master Agreement.
2.3 Sales Commitment
Supplier commits to aggressively market the Master Agreement as its go to market strategy in this defined sector and that its sales force will be trained, engaged and committed to offering the Master Agreement to Public Agencies through OMNIA Partners nationwide. Supplier commits that all Master Agreement sales will be accurately and timely reported to OMNIA Partners in accordance with the OMNIA Partners Administration Agreement. Supplier also commits its sales force will be compensated, including sales incentives, for sales to Public Agencies under the Master Agreement in a consistent or better manner compared to sales to Public Agencies if the Supplier were not awarded the Master Agreement.
3.0 SUPPLIER RESPONSE
Supplier must supply the following information in order for the Principal Procurement Agency to determine Supplier’s qualifications to extend the resulting Master Agreement to Participating Public Agencies through OMNIA Partners.
3.1 Company
A. Brief history and description of Supplier to include experience providing similar products and services.
B. Total number and location of sales persons employed by Supplier.
C. Number and location of support centers (if applicable) and location of corporate office.
D. Annual sales for the three previous fiscal years.
a. Submit FEIN and Dunn & Bradstreet report.
E. Describe any green or environmental initiatives or policies.
F. Describe any diversity programs or partners supplier does business with and how Participating Agencies may use diverse partners through the Master Agreement.
Indicate how, if at all, pricing changes when using the diversity program. If there are any diversity programs, provide a list of diversity alliances and a copy of their certifications.
G. Indicate if supplier holds any of the below certifications in any classified areas and include proof of such certification in the response:
a. Minority Women Business Enterprise
Yes No
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If yes, list certifying agency: ___________________________________ b. Small Business Enterprise (SBE) or Disadvantaged Business Enterprise (DBE)
Yes No
If yes, list certifying agency: ___________________________________ c. Historically Underutilized Business (HUB)
Yes No
If yes, list certifying agency: ___________________________________ d. Historically Underutilized Business Zone Enterprise (HUBZone) Yes No
If yes, list certifying agency: ___________________________________ e. Other recognized diversity certificate holder
Yes No
If yes, list certifying agency: ____________________________________ H.List any relationships with subcontractors or affiliates intended to be used when providing services and identify if subcontractors meet minority-owned standards.
If any, list which certifications subcontractors hold and certifying agency.
I. Describe how supplier differentiates itself from its competitors.
J. Describe any present or past litigation, bankruptcy or reorganization involving supplier.
K. Felony Conviction Notice: Indicate if the supplier
a. is a publicly held corporation and this reporting requirement is not applicable;
b. is not owned or operated by anyone who has been convicted of a felony; or c. is owned or operated by and individual(s) who has been convicted of a felony and provide the names and convictions.
L. Describe any debarment or suspension actions taken against supplier
3.2 Distribution, Logistics
A. Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier.
B. Describe how supplier proposes to distribute the products/service nationwide.
Include any states where products and services will not be offered under the Master Agreement, including U.S. Territories and Outlying Areas.
C. Describe how Participating Agencies are ensure they will receive the Master Agreement pricing; include all distribution channels such as direct ordering, retail or in-store locations, through distributors, etc. Describe how Participating #21..
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Agencies verify and audit pricing to ensure its compliance with the Master Agreement.
D. Identify all other companies that will be involved in processing, handling or shipping the products/service to the end user.
E. Provide the number, size and location of Supplier’s distribution facilities, warehouses and retail network as applicable.
3.3 Marketing and Sales
A. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to immediately implement the Master Agreement as supplier’s primary go to market strategy for Public Agencies to supplier’s teams nationwide, to include, but not limited to:
i. Executive leadership endorsement and sponsorship of the award as the public sector go-to-market strategy within first 10 days ii. Training and education of Supplier’s national sales force with participation from the Supplier’s executive leadership, along with the OMNIA Partners team within first 90 days
B. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to market the Master Agreement to current Participating Public Agencies, existing Public Agency customers of Supplier, as well as to prospective Public Agencies nationwide immediately upon award, to include, but not limited to:
i. Creation and distribution of a co-branded press release to trade publications ii. Announcement, Master Agreement details and contact information published on the Supplier’s website within first 90 days iii. Design, publication and distribution of co-branded marketing materials within first 90 days
iv. Commitment to attendance and participation with OMNIA Partners at national (i.e. NIGP Annual Forum, NPI Conference, etc.), regional (i.e.
Regional NIGP Chapter Meetings, Regional Cooperative Summits, etc.) and supplier-specific trade shows, conferences and meetings throughout the term of the Master Agreement
v. Commitment to attend, exhibit and participate at the NIGP Annual Forum in an area reserved by OMNIA Partners for partner suppliers. Booth space will be purchased and staffed by Supplier. In addition, Supplier commits to provide reasonable assistance to the overall promotion and marketing efforts for the NIGP Annual Forum, as directed by OMNIA Partners. vi. Design and publication of national and regional advertising in trade publications throughout the term of the Master Agreement #21..
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vii. Ongoing marketing and promotion of the Master Agreement throughout its term (case studies, collateral pieces, presentations, promotions, etc.) viii. Dedicated OMNIA Partners internet web-based homepage on Supplier’s website with:
• OMNIA Partners standard logo;
• Copy of original Request for Proposal;
• Copy of Master Agreement and amendments between Principal Procurement Agency and Supplier;
• Summary of Products and pricing;
• Marketing Materials
• Electronic link to OMNIA Partners’ website including the online registration page;
• A dedicated toll-free number and email address for OMNIA Partners
C. Describe how Supplier will transition any existing Public Agency customers’ accounts to the Master Agreement available nationally through OMNIA Partners.
Include a list of current cooperative contracts (regional and national) Supplier holds and describe how the Master Agreement will be positioned among the other cooperative agreements.
D. Acknowledge Supplier agrees to provide its logo(s) to OMNIA Partners and agrees to provide permission for reproduction of such logo in marketing communications and promotions. Acknowledge that use of OMNIA Partners logo will require permission for reproduction, as well.
E. Confirm Supplier will be proactive in direct sales of Supplier’s goods and services to Public Agencies nationwide and the timely follow up to leads established by OMNIA Partners. All sales materials are to use the OMNIA Partners logo. At a minimum, the Supplier’s sales initiatives should communicate:
i. Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency
ii. Best government pricing
iii. No cost to participate
iv. Non-exclusive
F. Confirm Supplier will train its national sales force on the Master Agreement. At a minimum, sales training should include:
i. Key features of Master Agreement
ii. Working knowledge of the solicitation process
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iii. Awareness of the range of Public Agencies that can utilize the Master Agreement through OMNIA Partners
iv. Knowledge of benefits of the use of cooperative contracts G. Provide the name, title, email and phone number for the person(s), who will be responsible for:
i. Executive Support
ii. Marketing
iii. Sales
iv. Sales Support
v. Financial Reporting
vi. Accounts Payable
vii. Contracts
H. Describe in detail how Supplier’s national sales force is structured, including contact information for the highest-level executive in charge of the sales team.
I. Explain in detail how the sales teams will work with the OMNIA Partners team to implement, grow and service the national program.
I. Explain in detail how Supplier will manage the overall national program throughout the term of the Master Agreement, including ongoing coordination of marketing and sales efforts, timely new Participating Public Agency account setup, timely contract administration, etc.
J. State the amount of Supplier’s Public Agency sales for the previous fiscal year.
Provide a list of Supplier’s top 10 Public Agency customers, the total purchases for each for the previous fiscal year along with a key contact for each.
K. Describe Supplier’s information systems capabilities and limitations regarding order management through receipt of payment, including description of multiple platforms that may be used for any of these functions.
L. Provide the Contract Sales (as defined in Section 10 of the OMNIA Partners Administration Agreement) that Supplier will guarantee each year under the Master Agreement for the initial three years of the Master Agreement (“Guaranteed Contract Sales”).
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$_______.00 in year one
$_______.00 in year two
$_______.00 in year three
To the extent Supplier guarantees minimum Contract Sales, the administration fee shall be calculated based on the greater of the actual Contract Sales and the Guaranteed Contract Sales.
M. Even though it is anticipated many Public Agencies will be able to utilize the Master Agreement without further formal solicitation, there may be circumstances where Public Agencies will issue their own solicitations. The following options are available when responding to a solicitation for Products covered under the Master Agreement.
i. Respond with Master Agreement pricing (Contract Sales reported to OMNIA Partners).
ii. If competitive conditions require pricing lower than the standard Master Agreement not-to-exceed pricing, Supplier may respond with lower pricing through the Master Agreement. If Supplier is awarded the contract, the sales are reported as Contract Sales to OMNIA Partners under the Master Agreement.
iii. Respond with pricing higher than Master Agreement only in the unlikely event that the Public Agency refuses to utilize Master Agreement (Contract Sales are not reported to OMNIA Partners). iv. If alternative or multiple proposals are permitted, respond with pricing higher than Master Agreement, and include Master Agreement as the alternate or additional proposal.
Detail Supplier’s strategies under these options when responding to a solicitation. #21..
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EXHIBIT B
ADMINISTRATION AGREEMENT, EXAMPLE
ADMINISTRATION AGREEMENT
THIS ADMINISTRATION AGREEMENT (this “Agreement”) is made this ___ day of ______ 20__, between National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector (“OMNIA Partners”), and ________________ (“Supplier”).
RECITALS
WHEREAS, the ___________________ (the “Principal Procurement Agency”) has entered into a Master Agreement effective _________________, Agreement No_______, by and between the Principal Procurement Agency and Supplier, (as may be amended from time to time in accordance with the terms thereof, the “Master Agreement”), as attached hereto as Exhibit A and incorporated herein by reference as though fully set forth herein, for the purchase of ____________________________ (the “Product”);
WHEREAS, said Master Agreement provides that any or all public agencies, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (collectively, “Public Agencies”), that register (either via registration on the OMNIA Partners website or execution of a Master Intergovernmental Cooperative Purchasing Agreement, attached hereto as Exhibit B) (each, hereinafter referred to as a “Participating Public Agency”) may purchase Product at prices stated in the Master Agreement; WHEREAS, Participating Public Agencies may access the Master Agreement which is offered through OMNIA Partners to Public Agencies;
WHEREAS, OMNIA Partners serves as the contract administrator of the Master Agreement on behalf of Principal Procurement Agency;
WHEREAS, Principal Procurement Agency desires OMNIA Partners to proceed with administration of the Master Agreement; and
WHEREAS, OMNIA Partners and Supplier desire to enter into this Agreement to make available the Master Agreement to Participating Public Agencies and to set forth certain terms and conditions governing the relationship between OMNIA Partners and Supplier.
NOW, THEREFORE, in consideration of the payments to be made hereunder and the mutual covenants contained in this Agreement, OMNIA Partners and Supplier hereby agree as follows:
DEFINITIONS
1. Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings given to them in the Master Agreement.
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TERMS AND CONDITIONS
2. The Master Agreement and the terms and conditions contained therein shall apply to this Agreement except as expressly changed or modified by this Agreement. Supplier acknowledges and agrees that the covenants and agreements of Supplier set forth in the solicitation and Supplier’s response thereto resulting in the Master Agreement are incorporated herein and are an integral part hereof.
3. OMNIA Partners shall be afforded all of the rights, privileges and indemnifications afforded to Principal Procurement Agency by or from Supplier under the Master Agreement, and such rights, privileges and indemnifications shall accrue and apply with equal effect to OMNIA Partners, its agents, employees, directors, and representatives under this Agreement including, but not limited to, Supplier’s obligation to obtain appropriate insurance.
4. OMNIA Partners shall perform all of its duties, responsibilities and obligations as contract administrator of the Master Agreement on behalf of Principal Procurement Agency as set forth herein, and Supplier hereby acknowledges and agrees that all duties, responsibilities and obligations will be undertaken by OMNIA Partners solely in its capacity as the contract administrator under the Master Agreement.
5. With respect to any purchases by Principal Procurement Agency or any Participating Public Agency pursuant to the Master Agreement, OMNIA Partners shall not be: (i) construed as a dealer, re-marketer, representative, partner or agent of any type of the Supplier, Principal Procurement Agency or any Participating Public Agency; (ii) obligated, liable or responsible for any order for Product made by Principal Procurement Agency or any Participating Public Agency or any employee thereof under the Master Agreement or for any payment required to be made with respect to such order for Product; and (iii) obligated, liable or responsible for any failure by Principal Procurement Agency or any Participating Public Agency to comply with procedures or requirements of applicable law or the Master Agreement or to obtain the due authorization and approval necessary to purchase under the Master Agreement. OMNIA Partners makes no representation or guaranty with respect to any minimum purchases by Principal Procurement Agency or any Participating Public Agency or any employee thereof under this Agreement or the Master Agreement.
6. OMNIA Partners shall not be responsible for Supplier’s performance under the Master Agreement, and Supplier shall hold OMNIA Partners harmless from any liability that may arise from the acts or omissions of Supplier in connection with the Master Agreement.
7. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, OMNIA
PARTNERS EXPRESSLY DISCLAIMS ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES REGARDING OMNIA PARTNERS’ PERFORMANCE AS A CONTRACT ADMINISTRATOR OF THE MASTER AGREEMENT. OMNIA PARTNERS SHALL NOT BE
LIABLE IN ANY WAY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL,
EXEMPLARY, PUNITIVE, OR RELIANCE DAMAGES, EVEN IF OMNIA PARTNERS IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TERM OF AGREEMENT; TERMINATION
8. This Agreement shall be in effect so long as the Master Agreement remains in effect, provided, however, that the provisions of Sections 3 – 8 and 12 – 23, hereof and the indemnifications afforded by the Supplier to OMNIA Partners in the Master Agreement, to the extent such provisions #21..
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survive any expiration or termination of the Master Agreement, shall survive the expiration or termination of this Agreement.
NATIONAL PROMOTION
9. OMNIA Partners and Supplier shall publicize and promote the availability of the Master Agreement’s products and services to Public Agencies and such agencies’ employees.
Supplier shall require each Public Agency to register its participation in the OMNIA Partners program by either registering on the OMNIA Partners website (www.omniapartners.com/publicsector), or executing a Master Intergovernmental Cooperative Purchasing Agreement prior to processing the Participating Public Agency’s first sales order. Upon request, Supplier shall make available to interested Public Agencies a copy of the Master Agreement and such price lists or quotes as may be necessary for such Public Agencies to evaluate potential purchases.
10. Supplier shall provide such marketing and administrative support as set forth in the solicitation resulting in the Master Agreement, including assisting in development of marketing materials as reasonably requested by Principal Procurement Agency and OMNIA Partners. Supplier shall be responsible for obtaining permission or license of use and payment of any license fees for all content and images Supplier provides to OMNIA Partners or posts on the OMNIA Partners website.
Supplier shall indemnify, defend and hold harmless OMNIA Partners for use of all such content and images including copyright infringement claims. Supplier and OMNIA Partners each hereby grant to the other party a limited, revocable, non-transferable, non-sublicensable right to use such party’s logo (each, the “Logo”) solely for use in marketing the Master Agreement. Each party shall provide the other party with the standard terms of use of such party’s Logo, and such party shall comply with such terms in all material respects. Both parties shall obtain approval from the other party prior to use of such party’s Logo. Notwithstanding the foregoing, the parties understand and agree that except as provided herein neither party shall have any right, title or interest in the other party’s Logo. Upon termination of this Agreement, each party shall immediately cease use of the other party’s Logo.
ADMINISTRATIVE FEE, REPORTING & PAYMENT
11. An “Administrative Fee” shall be defined and due to OMNIA Partners from Supplier in the amount of __ percent (__%) (“Administrative Fee Percentage”) multiplied by the total purchase amount paid to Supplier, less refunds, credits on returns, rebates and discounts, for the sale of products and/or services to Principal Procurement Agency and Participating Public Agencies pursuant to the Master Agreement (as amended from time to time and including any renewal thereof) (“Contract Sales”). From time to time the parties may mutually agree in writing to a lower Administrative Fee Percentage for a specifically identified Participating Public Agency’s Contract Sales.
12. Supplier shall provide OMNIA Partners with an electronic accounting report monthly, in the format prescribed by OMNIA Partners, summarizing all Contract Sales for each calendar month. The Contract Sales reporting format is provided as Exhibit C (“Contract Sales Report”), attached hereto and incorporated herein by reference. Contract Sales Reports for each calendar month shall be provided by Supplier to OMNIA Partners by the 10th day of the following month. Failure to provide a Contract Sales Report within the time and manner specified herein shall constitute a material breach of this Agreement and if not cured within thirty (30) days of written notice to Supplier shall be deemed a cause for termination of the Master Agreement, at Principal Procurement Agency’s sole discretion, and/or this Agreement, at OMNIA Partners’ sole discretion. #21..
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13. Administrative Fee payments are to be paid by Supplier to OMNIA Partners at the frequency and on the due date stated in Section 12, above, for Supplier’s submission of corresponding Contract Sales Reports. Administrative Fee payments are to be made via Automated Clearing House (ACH) to the OMNIA Partners designated financial institution identified in Exhibit D. Failure to provide a payment of the Administrative Fee within the time and manner specified herein shall constitute a material breach of this Agreement and if not cured within thirty (30) days of written notice to Supplier shall be deemed a cause for termination of the Master Agreement, at Principal Procurement Agency’s sole discretion, and/or this Agreement, at OMNIA Partners’ sole discretion.
All Administrative Fees not paid when due shall bear interest at a rate equal to the lesser of one and one-half percent (1 1/2%) per month or the maximum rate permitted by law until paid in full.
14. Supplier shall maintain an accounting of all purchases made by Participating Public Agencies under the Master Agreement. OMNIA Partners, or its designee, in OMNIA Partners’ sole discretion, reserves the right to compare Participating Public Agency records with Contract Sales Reports submitted by Supplier for a period of four (4) years from the date OMNIA Partners receives such report. In addition, OMNIA Partners may engage a third party to conduct an independent audit of Supplier’s monthly reports. In the event of such an audit, Supplier shall provide all materials reasonably requested relating to such audit by OMNIA Partners at the location designated by OMNIA Partners. In the event an underreporting of Contract Sales and a resulting underpayment of Administrative Fees is revealed, OMNIA Partners will notify the Supplier in writing. Supplier will have thirty (30) days from the date of such notice to resolve the discrepancy to OMNIA Partners’ reasonable satisfaction, including payment of any Administrative Fees due and owing, together with interest thereon in accordance with Section 13, and reimbursement of OMNIA Partners’ costs and expenses related to such audit.
GENERAL PROVISIONS
15. This Agreement, the Master Agreement and the exhibits referenced herein supersede any and all other agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereto and no other agreement, statement, or promise relating to the subject matter of this Agreement which is not contained or incorporated herein shall be valid or binding. In the event of any conflict between the provisions of this Agreement and the Master Agreement, as between OMNIA Partners and Supplier, the provisions of this Agreement shall prevail.
16. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement or to recover any Administrative Fee and accrued interest, the prevailing party shall be entitled to reasonable attorney’s fees and costs in addition to any other relief to which it may be entitled.
17. This Agreement and OMNIA Partners’ rights and obligations hereunder may be assigned at OMNIA Partners’ sole discretion to an affiliate of OMNIA Partners, any purchaser of any or all or substantially all of the assets of OMNIA Partners, or the successor entity as a result of a merger, reorganization, consolidation, conversion or change of control, whether by operation of law or otherwise. Supplier may not assign its obligations hereunder without the prior written consent of OMNIA Partners.
18. All written communications given hereunder shall be delivered by first-class mail, postage prepaid, or overnight delivery on receipt to the addresses as set forth below. #21..
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A. OMNIA Partners:
OMNIA Partners
Attn: President
840 Crescent Centre Drive
Suite 600
Franklin, TN 37067
B. Supplier:
____________________
____________________
____________________
____________________
19. If any provision of this Agreement shall be deemed to be, or shall in fact be, illegal, inoperative or unenforceable, the same shall not affect any other provision or provisions herein contained or render the same invalid, inoperative or unenforceable to any extent whatever, and this Agreement will be construed by limiting or invalidating such provision to the minimum extent necessary to make such provision valid, legal and enforceable.
20. This Agreement may not be amended, changed, modified, or altered without the prior written consent of the parties hereto, and no provision of this Agreement may be discharged or waived, except by a writing signed by the parties. A waiver of any particular provision will not be deemed a waiver of any other provision, nor will a waiver given on one occasion be deemed to apply to any other occasion.
21. This Agreement shall inure to the benefit of and shall be binding upon OMNIA Partners, the Supplier and any respective successor and assign thereto; subject, however, to the limitations contained herein.
22. This Agreement will be construed under and governed by the laws of the State of Delaware, excluding its conflicts of law provisions and any action arising out of or related to this Agreement shall be commenced solely and exclusively in the state or federal courts in Williamson County Tennessee.
23. This Agreement may be executed in counterparts, each of which is an original but all of which, together, shall constitute but one and the same instrument. The exchange of copies of this Agreement and of signature pages by facsimile, or by .pdf or similar electronic transmission, will constitute effective execution and delivery of this Agreement as to the parties and may be used in lieu of the original Agreement for all purposes. Signatures of the parties transmitted by facsimile, or by .pdf or similar electronic transmission, will be deemed to be their original signatures for any purpose whatsoever. #21..
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[INSERT SUPPLIER ENTITY NAME] NATIONAL
INTERGOVERNMENTAL
PURCHASING ALLIANCE
COMPANY, A DELAWARE
CORPORATION D/B/A OMNIA
PARTNERS, PUBLIC SECTOR
Signature Signature
Sarah Vavra
Name Name
Sr. Vice President, Public Sector
Contracting
Title Title
Date Date
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EXHIBIT C
MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENT,
EXAMPLE
MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENT This Master Intergovernmental Cooperative Purchasing Agreement (this “Agreement”) is entered into by and between those certain government agencies that execute a Principal Procurement Agency Certificate (“Principal Procurement Agencies”) with National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector and/or Communities Program Management, LLC, a California limited liability company d/b/a U.S.
Communities (collectively, “OMNIA Partners”) to be appended and made a part hereof and such other public agencies (“Participating Public Agencies”) who register to participate in the cooperative purchasing programs administered by OMNIA Partners and its affiliates and subsidiaries (collectively, the “OMNIA Partners Parties”) by either registering on the OMNIA Partners website (www.omniapartners.com/publicsector or any successor website), or by executing a copy of this Agreement.
RECITALS
WHEREAS, after a competitive solicitation and selection process by Principal Procurement Agencies, in compliance with their own policies, procedures, rules and regulations, a number of suppliers have entered into “Master Agreements” (herein so called) to provide a variety of goods, products and services (“Products”) to the applicable Principal Procurement Agency and the Participating Public Agencies;
WHEREAS, Master Agreements are made available by Principal Procurement Agencies through the OMNIA Partners Parties and provide that Participating Public Agencies may purchase Products on the same terms, conditions and pricing as the Principal Procurement Agency, subject to any applicable federal and/or local purchasing ordinances and the laws of the State of purchase; and WHEREAS, in addition to Master Agreements, the OMNIA Partners Parties may from time to time offer Participating Public Agencies the opportunity to acquire Products through other group purchasing agreements.
NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement, and of the mutual benefits to result, the parties hereby agree as follows:
1. Each party will facilitate the cooperative procurement of Products.
2. The Participating Public Agencies shall procure Products in accordance with and subject to the relevant federal, state and local statutes, ordinances, rules and regulations that govern Participating Public Agency’s procurement practices. The Participating Public Agencies hereby acknowledge and agree that it is the intent of the parties that all provisions of this Agreement and that Principal Procurement Agencies’ participation in the program described herein comply with all applicable laws, including but not limited to the requirements of 42 C.F.R. § 1001.952(j), as may be amended from time to time. The Participating Public Agencies further acknowledge and agree that they are solely responsible for their compliance with all applicable “safe harbor” regulations, #21..
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including but not limited to any and all obligations to fully and accurately report discounts and incentives.
3. The Participating Public Agency represents and warrants that the Participating Public Agency is not a hospital or other healthcare provider and is not purchasing Products on behalf of a hospital or healthcare provider.
4. The cooperative use of Master Agreements shall be in accordance with the terms and conditions of the Master Agreements, except as modification of those terms and conditions is otherwise required by applicable federal, state or local law, policies or procedures.
5. The Principal Procurement Agencies will make available, upon reasonable request, Master Agreement information which may assist in improving the procurement of Products by the Participating Public Agencies.
6. The Participating Public Agency agrees the OMNIA Partners Parties may provide access to group purchasing organization (“GPO”) agreements directly or indirectly by enrolling the Participating Public Agency in another GPO’s purchasing program provided the purchase of Products through the OMNIA Partners Parties or any other GPO shall be at the Participating Public Agency’s sole discretion.
7. The Participating Public Agencies (each a “Procuring Party”) that procure Products through any Master Agreement or GPO Product supply agreement (each a “GPO Contract”) will make timely payments to the distributor, manufacturer or other vendor (collectively, “Supplier”) for Products received in accordance with the terms and conditions of the Master Agreement or GPO Contract, as applicable. Payment for Products and inspections and acceptance of Products ordered by the Procuring Party shall be the exclusive obligation of such Procuring Party. Disputes between Procuring Party and any Supplier shall be resolved in accordance with the law and venue rules of the State of purchase unless otherwise agreed to by the Procuring Party and Supplier.
8. The Procuring Party shall not use this Agreement as a method for obtaining additional concessions or reduced prices for purchase of similar products or services outside of the Master Agreement. Master Agreements may be structured with not-to-exceed pricing, in which cases the Supplier may offer the Procuring Party and the Procuring Party may accept lower pricing or additional concessions for purchase of Products through a Master Agreement.
9. The Procuring Party shall be responsible for the ordering of Products under this Agreement. A non-procuring party shall not be liable in any fashion for any violation by a Procuring Party, and, to the extent permitted by applicable law, the Procuring Party shall hold non-procuring party harmless from any liability that may arise from the acts or omissions of the Procuring Party.
10. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE OMNIA
PARTNERS PARTIES EXPRESSLY DISCLAIM ALL EXPRESS OR IMPLIED
REPRESENTATIONS AND WARRANTIES REGARDING ANY PRODUCT, MASTER AGREEMENT AND GPO CONTRACT. THE OMNIA PARTNERS PARTIES SHALL NOT BE
LIABLE IN ANY WAY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL,
EXEMPLARY, PUNITIVE, OR RELIANCE DAMAGES, EVEN IF THE OMNIA PARTNERS PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, THE
PROCURING PARTY ACKNOWLEDGES AND AGREES THAT THE OMNIA PARTNERS
PARTIES SHALL HAVE NO LIABILITY FOR ANY ACT OR OMISSION BY A SUPPLIER OR #21..
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OTHER PARTY UNDER A MASTER AGREEMENT OR GPO CONTRACT.
11. This Agreement shall remain in effect until termination by either party giving thirty (30) days’ written notice to the other party. The provisions of Paragraphs 6 - 10 hereof shall survive any such termination.
12. This Agreement shall take effect upon (i) execution of the Principal Procurement Agency Certificate, or (ii) registration on the OMNIA Partners website or the execution of this Agreement by a Participating Public Agency, as applicable.
NATIONAL INTERGOVERNMENTAL
PURCHASING ALLIANCE COMPANY,
A DELAWARE CORPORATION D/B/A
OMNIA PARTNERS, PUBLIC SECTOR
AND/OR COMMUNITIES PROGRAM
MANAGEMENT, LLC, A CALIFORNIA
LIMITED LIABILITY COMPANY D/B/A
U.S. COMMUNITIES
Authorized Signature Signature
Sarah E. Vavra
Name Name
Sr. Vice President, Public Sector Contracting
Title and Agency Name Title
Date Date
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EXHIBIT D
PRINCIPAL PROCUREMENT AGENCY CERTIFICATE, EXAMPLE
PRINCIPAL PROCUREMENT AGENCY CERTIFICATE
In its capacity as a Principal Procurement Agency (as defined below) for National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector (“OMNIA Partners”), [NAME OF PPA] agrees to pursue Master Agreements for Products as specified in the attached Exhibits to this Principal Procurement Agency Certificate.
I hereby acknowledge, in my capacity as _____________ of and on behalf of [NAME OF PPA] (“Principal Procurement Agency”), that I have read and hereby agree to the general terms and conditions set forth in the attached Master Intergovernmental Cooperative Purchasing Agreement regulating the use of the Master Agreements and purchase of Products that from time to time are made available by Principal Procurement Agencies to Participating Public Agencies nationwide through OMNIA Partners.
I understand that the purchase of one or more Products under the provisions of the Master Intergovernmental Cooperative Purchasing Agreement is at the sole and complete discretion of the Participating Public Agency.
Authorized Signature, [PRINCIPAL PROCUREMENT AGENCY]
Signature
Name
Title
Date
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