Agenda packet — Modesto City Council, June 9, 2026 (part 4 of 9)

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 9, 2026
Date: May 14, 2026
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Toby Wells, Director of Engineering Services/City Engineer SUBJECT: Award Construction Contract for the 2025 Restroom Replacement Project CONTACT: Nathan Houx, Parks Planning and Development Manager, [email protected], 209-571-5526
DESCRIPTION:

Consider approving the Plans and Specifications for the 2025 Restroom Replacement Project at Sherwood Park and Tuolumne River Regional Park (TRRP), Area B, accepting the Bid and Awarding a Construction Contract to Taylor Backhoe Services, Inc. dba TBS Contractors of Merced, CA, in the amount not to exceed $607,866. (Funding Source: Measure H and TRRP CIP Fund)
STRATEGIC PLAN ELEMENT:

This item is consistent with the following 2025-2026 Strategic Plan Area of Focus:

Quality of Life.

BACKGROUND:

With an estimated $70+ million in deferred maintenance in our park system, a multi-year plan was established to help systematically address deferred maintenance. In June 2024, by Resolution 2024-190, Council approved the FY 2024-2025 budget, which included $2,200,000 of Measure H funding for year two (2) of the deferred park maintenance plan. As part of the year two (2) deferred park maintenance allocation, $450,000, was budgeted for the restroom replacement at Sherwood Park.

On July 11, 2023, by Resolution 2023-349, Council approved American Rescue Plan Act funding of $350,000 for the TRRP Picnic Area B Renovation, which includes the replacement of the restroom at TRRP, Area B.

To begin work on the restroom renovations, staff first sought Council approval for the purchase of the two pre-manufactured restroom buildings. On January 23, 2024, by #6..
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Resolution 2024-018, Council approved the purchase of the restroom building for TRRP, Area B, for a total not to exceed, $328,676. The approval of the restroom building purchase for Sherwood Park came on December 9, 2025, by Resolution 2025- 417, for a total not to exceed $294,665.

The 2025 Restroom Replacement Project consists of the replacement of existing restroom buildings at Sherwood Park and TRRP Area B with pre-manufactured restrooms. The old restrooms and concrete paving will be removed and replaced with new ADA compliant elements, along with adjustments to the electrical, sewer, water, and irrigation lines for the new buildings.

DISCUSSION:

The project was advertised for bids in OpenGov on March 6, 2026. Bids were publicly opened on April 14, 2026, pursuant to City Charter Section 1307 and four (4) bids were received; however, two (2) bids were deemed non-responsive. Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA, was determined to be the responsible bidder with the lowest responsive bid of $547,910. The bid tabulation is attached, and a summary of the responsive bids is below:

The bid analysis is:

Number of bids received 2
Number of bids within 10% of engineer’s estimate 2
Number of bids above the engineer’s estimate 0
Number of bids below the engineer’s estimate 2
Percent low bid is below the engineer’s estimate 7.79%
Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA, was 7.79% below the engineer’s estimate. The next lowest bid was 1.98% below the engineer’s estimate.

Bidder competition and participation was evident even though the City only received two (2) responsive bids.

Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid.

The award of contract for the construction of the 2025 Restroom Replacement Project, to Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA, conforms to the Modesto Municipal Code because the City complied with the formal bid procedures and Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA, was the lowest responsive and responsible bidder.

The City’s “Change Order Approval Policy” enacted by Council Resolution No. 1994- 443 on July 19, 1994, revised on July 9, 2019, by Council Resolution No. 2019-326, and revised a second time on September 12, 2023, by Council Resolution No. 2023-405, established a contract change order authority of 10% for construction contracts up to $10,000,000. However, staff is requesting the Engineering Services Director’s Authority to issue change orders be set at approximately 11% ($59,956) of the construction #6..
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City Council, June 9, 2026
Award Construction Contract for the 2025 Restroom Replacement Project

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contract amount, because this project is a small renovation project that has the potential for a higher percentage of change orders.

While the contingency policy is utilized for each construction contract awarded by the City, it is not written into each contract, nor is it a guaranteed amount included in the final compensation to the contractor. Prior to bidding a project, staff works diligently to ensure that all projects and bid packages contain well-defined scopes of work and that all projects stay within budget.

FISCAL IMPACT:

Funding for this project is budgeted in Non-Capital Improvement Projects (Non-CIP) account #101603 (24-25 Deferred Maint - Measure H) and account #101478 (TRRP B Improvements). Additional funds, in the amount of $250,059, will be required to complete the project. Surplus Measure H funds leftover from other projects that were designated in the Non-CIP account #101602 and #101605 will be transferred to account #101603 to fully fund the Sherwood Park restroom. In addition, funds from the TRRP CIP Fund will be used to fully fund the TRRP B restroom. The project’s revenue and expense budget are outlined below:

Funding Sources
Project 101603 - AU C – Sherwood Rstm Rep $ 450,000
Project 101602 (remaining funds from completed tasks) $ 63,282 Project 101605 (remaining funds from completed tasks) $ 164,203 Project 101478 – TRRP B Improvements $ 875,034
TRRP CIP Fund $ 22,574
Total Funding Sources $1,575,093

ESTIMATED CONSTRUCTION EXPENSES
Construction $ 547,910
Construction Contingency (11%) $ 59,956
Construction Administration – City Staff (11%) $ 59,956 Design Support During Construction and Permitting (3%) $ 18,068 Previously Spent/Committed $ 889,203
Total Estimated Project Cost $1,575,093
It’s important to note that account #101478 also includes expenses and revenue of approximately $500,000 that was previously expended to fund the TRRP B Picnic Area Improvements.

COMMITTEE RECOMMENDATION:

This item was reviewed by the Safety and Communities Committee on May 11, 2026, and was recommended to forward to Council for approval. #6..
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CEQA/NEPA REQUIREMENTS:

City staff prepared a Notice of Exemption No. EA/PR&N 2025-08, and the project is categorically exempt from CEQA because it is a minor alteration to an existing facility involving a negligible or no expansion of use.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Plans and Specifications for the 2025 Restroom Replacement Project, accepting the Bid and Awarding a Construction Contract to Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA, in the amount of $547,910, authorizing $59,956, for contingency (if needed), for a total payment amount not to exceed $607,866, and authorizing the City Manager, or his designee, to execute the Agreement.

Resolution amending the Fiscal Year 2025-26 Capital Improvement Program budget to fund Project #101603 (24-25 Deferred Maint - Measure H), Project #101478 (TRRP B Improvements), Project #101602 (24/25 Preventative Maintenance – Measure H), and #101605 (Def. Maint – Realloc to Meas H), in an amount not to exceed $250,059, in transfers, revenue, and to budget expenditures to fund the project, and authorizing the City Manager, or his designee, to implement the provisions of this resolution.

Approved by:

Toby Wells, Director of Engineering
Services/City Engineer
Joseph P. Lopez, City Manager
Attachments:

1. Resolutions (2)

2. Construction Contract – Taylor Backhoe Service, Inc. dba TBS Contractors

3. Financial Interest Disclosure Form - Taylor Backhoe Service, Inc. dba TBS Contractors

4. Bid Results
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06/09/2026/ESD/NHoux/Item XX 1 2026-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2026-XX

RESOLUTION APPROVING THE PLANS AND SPECIFICATIONS FOR THE 2025 RESTROOM REPLACEMENT PROJECT, ACCEPTING THE BID AND

AWARDING A CONSTRUCTION CONTRACT TO TAYLOR BACKHOE
SERVICE, INC. DBA TBS CONTRACTORS OF MERCED, CA, IN THE AMOUNT OF $547,910, AUTHORIZING $59,956, FOR CONTINGENCY (IF NEEDED), FOR A TOTAL PAYMENT AMOUNT NOT TO EXCEED $607,866,

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

THE AGREEMENT
WHEREAS, a multiyear plan has been established to help systematically address the deferred maintenance in the park system; and WHEREAS, in June 2024, by Resolution 2024-190, Council approved the FY 2024-2025 budget, which included $2,200,000 of Measure H funding for year two (2) of the deferred park maintenance plan, which included $450,000, for the restroom replacement at Sherwood Park; and
WHEREAS, on July 11, 2023, by Resolution 2023-349, Council approved American Rescue Plan Act funding of $350,000 for the TRRP Picnic Area B Renovation, which includes the replacement of the restroom at TRRP, Area B; and
WHEREAS, to begin work on the restroom renovations, staff first sought Council approval for the purchase of the two pre-manufactured restroom buildings; and
WHERAS, on January 23, 2024, by Resolution 2024-018, Council approved the purchase of the restroom building for TRRP, Area B, for a total not to exceed, $328,676; and
WHEREAS, the approval of the restroom building purchase for Sherwood #6..
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06/09/2026/ESD/NHoux/Item XX 2 2026-XX
Park came on December 9, 2025, by Resolution 2025-417, for a total not to exceed $294,665; and
WHEREAS, the 2025 Restroom Replacement Project consists of the replacement of existing restroom buildings at Sherwood Park and TRRP Area B with pre-manufactured restrooms; the old restrooms and concrete paving will be removed and replaced with new ADA compliant elements, along with adjustments to the electrical, sewer, water, and irrigation lines for the new buildings; and
WHEREAS, the project was advertised for bids on March 6, 2026; and WHEREAS, bids were publicly opened on April 14, 2026, pursuant to City Charter Section 1307, and four bids were received; however, two were deemed non-responsive; and
WHEREAS, Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA, was determined to be the responsible bidder with the lowest responsive bid; and
WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid; and
WHEREAS, the award of contract for the construction of the 2025 Restroom Replacement Project, Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA, conforms to Modesto Municipal Code, 8-3.203; and WHEREAS, staff is requesting the Engineering Services Director’s Authority to issue change orders of 11% ($59,956) of the construction contract #6..
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06/09/2026/ESD/NHoux/Item XX 3 2026-XX
amount because this project is a small renovation project that has the potential for a higher amount of change orders; and
WHEREAS, staff recommends awarding a construction contract to Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the plans and specifications for the 2025 Restroom Replacement Project, accepts the Bid and awards a construction contract to Taylor Backhoe Service, Inc. dba TBS Contractors of Merced, CA, in the amount of $547,910, plus $59,956, in contingency (if needed), for a total amount not to exceed $607,866.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the contract, in a form approved by the City Attorney
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06/09/2026/ESD/NHoux/Item XX 4 2026-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 9th day of June 2026, 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 votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ___________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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06/09/2026/ESD/NHoux/Item XX 1 2026-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2026-XX
RESOLUTION AMENDING THE FISCAL YEAR 2025-26 CAPITAL
IMPROVEMENT PROGRAM BUDGET TO FUND PROJECT #101603 (24-25 DEFERRED MAINT - MEASURE H), PROJECT #101478 (TRRP B
IMPROVEMENTS), PROJECT #101602 (24/25 PREVENTATIVE
MAINTENANCE – MEASURE H), AND #101605 (DEF. MAINT – REALLOC TO MEAS H), IN AN AMOUNT NOT TO EXCEED $250,059, IN TRANSFERS,

REVENUE, AND TO BUDGET EXPENDITURES TO FUND THE PROJECT,

AND AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO

IMPLEMENT THE PROVISIONS OF THIS RESOLUTION
WHEREAS, the City plans to replace the existing restroom buildings at Sherwood Park and Tuolumne River Regional Park (TRRP) Area B, as part of the 2025 Restroom Replacement Project; and
WHEREAS, Measure H funding of $227,485, must be allocated to fund a portion of the project; and
WHEREAS, TRRP CIP funding of $22,574, must be allocated to fund a portion of the project; and
WHEREAS, the Fiscal Year 2025-2026 Non-Capital Improvement Budget must be amended to fund Project 101603 (24-25 Deferred Maint – Measure H), and Project 101478 (TRRP B Improvements) in a total amount of $250,059, to establish transfers, recognize revenue, and increase expenditures.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the amendments of the Fiscal Year 2025-2026 Non-Capital Improvement Program Budget to fund Project 101603 (24-25 Deferred Maint – Measure H), and Project 101478 (TRRP B Improvements) in an amount not to exceed $250,059, in transfers, revenue and to budget expenditures to fund the project.
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06/09/2026/ESD/NHoux/Item XX 2 2026-XX
BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to take the necessary steps to implement the provisions of this resolution.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 9th day of June 2026, 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 votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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Modesto 2025 Restroom Replacements
Bid Tabulation Tuesday, April 14, 2026
Project Title: Modesto 2025 Restroom Replacements
Project ID #: 2026-05
Vault ID #: 19-D-0408
Bid Opening: 4/14/2026 at 11:00 AM Designer: Westwood Professional Basis of Award: Base Bid & Bid Alternate 1 Design Manager: Jonathan Reynoso Project Description: Project will replace two restrooms within the City of Modesto at Sherwood Park and TRRP Area B, with prefabricated restrooms. Electrical, sewer, water, and irrigation lines will be upgraded to meet the new building requirements.

Item # Item Description Units Quantity Unit Price Extension Apparent Low Bidder
Taylor Backhoe Service, Inc. dba TBS Contractors
Ph (209) 384-8424 1605 E. Gerard Avenue, Merced, CA 95341-9077 Base Bid

1. Mobilization/Demobilization (Max 5%) LS 1 $12,000.00 $12,000.00

2. Temporary Erosion & Sediment Control LS 1 $5,258.40 $5,258.40

3. Temporary Construction Fencing LS 1 $2,479.20 $2,479.20

4. Site Preparation (Clearing, Grubbing, Demolition, LS 1 $16,452.00 $16,452.00 Disposal, & Site Grading)

5. Building, Hardscape & Electrical Demolition LS 1 $20,917.20 $20,917.20

6. Tree Protection LS 1 $23,496.00 $23,496.00

7. Sewer Tie-In EA 1 $6,000.00 $6,000.00

8. 6” Sanitary Sewer Line LF 61 $177.28 $10,814.08

9. Sanitary Sewer Clean Out EA 2 $1,155.90 $2,311.80

10. Water Tie-In EA 1 $8,712.00 $8,712.00

11. 2” Water Line LF 61 $180.03 $10,981.83

12. 1” Water Line LF 8 $457.58 $3,660.64

13. 5” Reinforced Concrete Flatwork (Site Finish ‘A’) SF 1,009 $23.27 $23,479.43

14. Organic Mulch (Site Finish ‘D’) SF 1,441 $5.75 $8,285.75

15. Bi-Level Drinking Fountain with Dog Bowl and Bottle EA 1 $12,180.00 $12,180.00 Filler (Site Feature ‘2’)

16. New Valley Gutter LF 10 $639.60 $6,396.00

17. Restroom Building Installation and Coordination LS 1 $6,158.40 $6,158.40 (Site Feature ‘1’)

18. 6” Base Pad Prep for Prefab Restroom Building SF 168 $38.79 $6,516.72

19. Site Electrical System Improvements LS 1 $28,662.00 $28,662.00

20. Soil Conditioning & Amendments SF 1,364 $2.64 $3,600.96

21. Sodded Turf – Renovation at Edge of New SF 1,364 $3.52 $4,801.28 Construction

22. Irrigation System Renovation at Edge of New LS 1 $9,000.00 $9,000.00 Construction

23. Relocation and Wiring of Existing Irrigation Controller LS 1 $10,440.00 $10,440.00

24. Temporary Power for Irrigation Controller & Site LS 1 $4,726.80 $4,726.80 Electrical

25. Landscape Maintenance Establishment Period LS 1 $4,800.00 $4,800.00 (45 Days)

26. Abatement LS 1 $3,024.00 $3,024.00
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Modesto 2025 Restroom Replacements
Item # Item Description Units Quantity Unit Price Extension

27. Temporary Traffic Control LS 1 $3,079.20 $3,079.20
Subtotal: $258,233.69
Bid Alternate 1
101. Mobilization/Demobilization (Max 5%) LS 1 $12,000.00 $12,000.00 102. Temporary Erosion & Sediment Control LS 1 $5,258.40 $5,258.40 103. Temporary Construction Fencing LS 1 $2,479.20 $2,479.20 104. Site Preparation (Clearing, Grubbing, Demolition, LS 1 $16,452.00 $16,452.00 Disposal, & Site Grading)
105. Building, Hardscape & Electrical Demolition LS 1 $30,213.90 $30,213.90 106. Tree Protection LS 1 $23,496.00 $23,496.00
107. Sewer Tie-In EA 1 $5,820.00 $5,820.00
108. 6” Sanitary Sewer Line LF 12 $502.10 $6,025.20
109. Sanitary Sewer Clean Out EA 2 $3,399.60 $6,799.20
110. Water Tie-In EA 1 $8,580.00 $8,580.00
111. 2” Water Line LF 56 $198.68 $11,126.08
112. 1” Water Line LF 26 $118.64 $3,084.64
113. 5” Reinforced Concrete Flatwork (Site Finish ‘A’) SF 887 $17.83 $15,815.21 114. Asphalt Flatwork (Site Finish ‘B’) SF 183 $29.51 $5,400.33 115. Bi-Level Drinking Fountain with Dog Bowl and Bottle EA 1 $12,180.00 $12,180.00 Filler (Site Feature ‘2’)
116. Permanent Bollard (Site Feature ‘3’) EA 8 $1,251.21 $10,009.68 117. Restroom Building Installation Coordination LS 1 $6,158.40 $6,158.40 (Site Feature ‘1’)
118. 6” Base Pad Prep for Prefab Restroom Building SF 250 $26.06 $6,515.00 119. Site Electrical System Improvements LS 1 $45,552.00 $45,552.00 120. Soil Conditioning & Amendments SF 1,750 $2.63 $4,602.50 121. Sodded Turf – Renovation at Edge of New SF 1,750 $3.52 $6,160.00 Construction & Old Restroom Location
122. Irrigation System Renovation at Edge of New LS 1 $11,760.00 $11,760.00 Construction & Old Restroom
123. Relocation and Wiring of Existing Irrigation Controller LS 1 $9,600.00 $9,600.00 124. Temporary Power for Irrigation Controller, Pump, and LS 1 $16,708.80 $16,708.80 Lift Station
125. Landscape Maintenance Establishment Period LS 1 $4,800.00 $4,800.00 (45 Days)
126. Temporary Traffic Control LS 1 $3,079.20 $3,079.20 Subtotal: $289,675.74
Total: $547,909.43
Percent From Engineer's Estimate: -7.79%
Platinum General Engineering LLC
Ph (209) 550-1199 1231 8th Steet, Modesto, CA 95354-2226 Base Bid

1. Mobilization/Demobilization (Max 5%) LS 1 $12,500.00 $12,500.00

2. Temporary Erosion & Sediment Control LS 1 $4,000.00 $4,000.00

3. Temporary Construction Fencing LS 1 $5,500.00 $5,500.00

4. Site Preparation (Clearing, Grubbing, Demolition, LS 1 $32,337.78 $32,337.78 Disposal, & Site Grading)

5. Building, Hardscape & Electrical Demolition LS 1 $43,836.50 $43,836.50

6. Tree Protection LS 1 $2,500.00 $2,500.00
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Modesto 2025 Restroom Replacements
Item # Item Description Units Quantity Unit Price Extension

7. Sewer Tie-In EA 1 $3,500.00 $3,500.00

8. 6” Sanitary Sewer Line LF 61 $147.94 $9,024.34

9. Sanitary Sewer Clean Out EA 2 $850.00 $1,700.00

10. Water Tie-In EA 1 $2,500.00 $2,500.00

11. 2” Water Line LF 61 $139.97 $8,538.17

12. 1” Water Line LF 8 $119.37 $954.96

13. 5” Reinforced Concrete Flatwork (Site Finish ‘A’) SF 1,009 $26.64 $26,879.76

14. Organic Mulch (Site Finish ‘D’) SF 1,441 $2.03 $2,925.23

15. Bi-Level Drinking Fountain with Dog Bowl and Bottle EA 1 $10,000.00 $10,000.00 Filler (Site Feature ‘2’)

16. New Valley Gutter LF 10 $250.00 $2,500.00

17. Restroom Building Installation and Coordination LS 1 $15,000.00 $15,000.00 (Site Feature ‘1’)

18. 6” Base Pad Prep for Prefab Restroom Building SF 168 $56.21 $9,443.28

19. Site Electrical System Improvements LS 1 $31,675.60 $31,675.60

20. Soil Conditioning & Amendments SF 1,364 $4.50 $6,138.00

21. Sodded Turf – Renovation at Edge of New SF 1,364 $9.60 $13,094.40 Construction

22. Irrigation System Renovation at Edge of New LS 1 $16,514.30 $16,514.30 Construction

23. Relocation and Wiring of Existing Irrigation Controller LS 1 $6,120.00 $6,120.00

24. Temporary Power for Irrigation Controller & Site LS 1 $10,000.00 $10,000.00 Electrical

25. Landscape Maintenance Establishment Period LS 1 $4,000.00 $4,000.00 (45 Days)

26. Abatement LS 1 $9,000.00 $9,000.00

27. Temporary Traffic Control LS 1 $3,500.00 $3,500.00
Subtotal: $293,682.32
Bid Alternate 1
101. Mobilization/Demobilization (Max 5%) LS 1 $11,000.00 $11,000.00 102. Temporary Erosion & Sediment Control LS 1 $3,000.00 $3,000.00 103. Temporary Construction Fencing LS 1 $5,500.00 $5,500.00 104. Site Preparation (Clearing, Grubbing, Demolition, LS 1 $20,442.64 $20,442.64 Disposal, & Site Grading)
105. Building, Hardscape & Electrical Demolition LS 1 $33,415.22 $33,415.22 106. Tree Protection LS 1 $3,500.00 $3,500.00
107. Sewer Tie-In EA 1 $3,500.00 $3,500.00
108. 6” Sanitary Sewer Line LF 12 $368.92 $4,427.04
109. Sanitary Sewer Clean Out EA 2 $850.00 $1,700.00
110. Water Tie-In EA 1 $2,500.00 $2,500.00
111. 2” Water Line LF 56 $112.10 $6,277.60
112. 1” Water Line LF 26 $211.53 $5,499.78
113. 5” Reinforced Concrete Flatwork (Site Finish ‘A’) SF 887 $26.67 $23,656.29 114. Asphalt Flatwork (Site Finish ‘B’) SF 183 $55.28 $10,116.24 115. Bi-Level Drinking Fountain with Dog Bowl and Bottle EA 1 $10,000.00 $10,000.00 Filler (Site Feature ‘2’)
116. Permanent Bollard (Site Feature ‘3’) EA 8 $1,246.37 $9,970.96 117. Restroom Building Installation Coordination LS 1 $15,000.00 $15,000.00 (Site Feature ‘1’)
118. 6” Base Pad Prep for Prefab Restroom Building SF 250 $41.82 $10,455.00 119. Site Electrical System Improvements LS 1 $42,643.70 $42,643.70 #6..
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Modesto 2025 Restroom Replacements
Item # Item Description Units Quantity Unit Price Extension 120. Soil Conditioning & Amendments SF 1,750 $4.45 $7,787.50 121. Sodded Turf – Renovation at Edge of New SF 1,750 $9.74 $17,045.00 Construction & Old Restroom Location
122. Irrigation System Renovation at Edge of New LS 1 $15,650.00 $15,650.00 Construction & Old Restroom
123. Relocation and Wiring of Existing Irrigation Controller LS 1 $7,284.20 $7,284.20 124. Temporary Power for Irrigation Controller, Pump, and LS 1 $10,000.00 $10,000.00 Lift Station
125. Landscape Maintenance Establishment Period LS 1 $4,900.00 $4,900.00 (45 Days)
126. Temporary Traffic Control LS 1 $3,500.00 $3,500.00 Subtotal: $288,771.17
Total: $582,453.49
Percent From Engineer's Estimate: -1.98%
Engineer's Estimate
Base Bid

1. Mobilization/Demobilization (Max 5%) LS 1 $25,250.00 $25,250.00

2. Temporary Erosion & Sediment Control LS 1 $5,000.00 $5,000.00

3. Temporary Construction Fencing LS 1 $4,000.00 $4,000.00

4. Site Preparation (Clearing, Grubbing, Demolition, LS 1 $18,850.00 $18,850.00 Disposal, & Site Grading)

5. Building, Hardscape & Electrical Demolition LS 1 $34,000.00 $34,000.00

6. Tree Protection LS 1 $4,000.00 $4,000.00

7. Sewer Tie-In EA 1 $6,000.00 $6,000.00

8. 6” Sanitary Sewer Line LF 61 $180.00 $10,980.00

9. Sanitary Sewer Clean Out EA 2 $1,600.00 $3,200.00

10. Water Tie-In EA 1 $7,000.00 $7,000.00

11. 2” Water Line LF 61 $35.00 $2,135.00

12. 1” Water Line LF 8 $25.00 $200.00

13. 5” Reinforced Concrete Flatwork (Site Finish ‘A’) SF 1,009 $25.00 $25,225.00

14. Organic Mulch (Site Finish ‘D’) SF 1,441 $3.00 $4,323.00

15. Bi-Level Drinking Fountain with Dog Bowl and Bottle EA 1 $9,387.00 $9,387.00 Filler (Site Feature ‘2’)

16. New Valley Gutter LF 10 $100.00 $1,000.00

17. Restroom Building Installation and Coordination LS 1 $62,000.00 $62,000.00 (Site Feature ‘1’)

18. 6” Base Pad Prep for Prefab Restroom Building SF 168 $16.00 $2,688.00

19. Site Electrical System Improvements LS 1 $55,000.00 $55,000.00

20. Soil Conditioning & Amendments SF 1,364 $2.00 $2,728.00

21. Sodded Turf – Renovation at Edge of New SF 1,364 $3.50 $4,774.00 Construction

22. Irrigation System Renovation at Edge of New LS 1 $4,800.00 $4,800.00 Construction

23. Relocation and Wiring of Existing Irrigation Controller LS 1 $5,000.00 $5,000.00

24. Temporary Power for Irrigation Controller & Site LS 1 $17,000.00 $17,000.00 Electrical

25. Landscape Maintenance Establishment Period LS 1 $3,263.00 $3,263.00 (45 Days)

26. Abatement LS 1 $3,500.00 $3,500.00
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Modesto 2025 Restroom Replacements
Item # Item Description Units Quantity Unit Price Extension

27. Temporary Traffic Control LS 1 $1,000.00 $1,000.00
Subtotal: $322,303.00
Bid Alternate 1
101. Mobilization/Demobilization (Max 5%) LS 1 $20,600.00 $20,600.00 102. Temporary Erosion & Sediment Control LS 1 $5,000.00 $5,000.00 103. Temporary Construction Fencing LS 1 $4,000.00 $4,000.00 104. Site Preparation (Clearing, Grubbing, Demolition, LS 1 $31,237.00 $31,237.00 Disposal, & Site Grading)
105. Building, Hardscape & Electrical Demolition LS 1 $35,000.00 $35,000.00 106. Tree Protection LS 1 $4,000.00 $4,000.00
107. Sewer Tie-In EA 1 $6,000.00 $6,000.00
108. 6” Sanitary Sewer Line LF 12 $180.00 $2,160.00
109. Sanitary Sewer Clean Out EA 2 $1,450.00 $2,900.00
110. Water Tie-In EA 1 $7,000.00 $7,000.00
111. 2” Water Line LF 56 $35.00 $1,960.00
112. 1” Water Line LF 26 $25.00 $650.00
113. 5” Reinforced Concrete Flatwork (Site Finish ‘A’) SF 887 $25.00 $22,175.00 114. Asphalt Flatwork (Site Finish ‘B’) SF 183 $20.00 $3,660.00 115. Bi-Level Drinking Fountain with Dog Bowl and Bottle EA 1 $9,387.00 $9,387.00 Filler (Site Feature ‘2’)
116. Permanent Bollard (Site Feature ‘3’) EA 8 $755.00 $6,040.00 117. Restroom Building Installation Coordination LS 1 $7,000.00 $7,000.00 (Site Feature ‘1’)
118. 6” Base Pad Prep for Prefab Restroom Building SF 250 $16.00 $4,000.00 119. Site Electrical System Improvements LS 1 $55,000.00 $55,000.00 120. Soil Conditioning & Amendments SF 1,750 $2.00 $3,500.00 121. Sodded Turf – Renovation at Edge of New SF 1,750 $3.50 $6,125.00 Construction & Old Restroom Location
122. Irrigation System Renovation at Edge of New LS 1 $8,250.00 $8,250.00 Construction & Old Restroom Location
123. Relocation and Wiring of Existing Irrigation Controller LS 1 $5,000.00 $5,000.00 124. Temporary Power for Irrigation Controller, Pump, and LS 1 $17,000.00 $17,000.00 Lift Station
125. Landscape Maintenance Establishment Period LS 1 $3,263.00 $3,263.00 (45 Days)
126. Temporary Traffic Control LS 1 $1,000.00 $1,000.00 Subtotal: $271,907.00
Total: $594,210.00
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 9, 2026
Date: May 19, 2026
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Toby Wells, Director of Engineering Services/City Engineer SUBJECT: Award Construction Contract for the Park Turf Reduction, Phase 3 Project CONTACT: Nathan Houx, Parks Planning and Development Manager, [email protected], 209-571-5526
DESCRIPTION:

Consider approving the Plans and Specifications for the Park Turf Reduction, Phase 3 Project, accepting the Bid and Awarding a Construction Contract to Superb Engineering, Inc., of Banning, CA, in the amount not to exceed $1,176,130. (Funding Source: Urban Community Drought Relief Grant Program)
STRATEGIC PLAN ELEMENT:

This item is consistent with the following 2025-2026 Strategic Plan Area of Focus:

Quality of Life.

BACKGROUND:

In June of 2022, the California State Legislature amended the Budget Act of 2021 allocating $545 million in additional funding to the Department of Water Resources (DWR) for the purpose of awarding drought relief grants to secure the future of California’s water supply and to protect fish and wildlife resources.

On February 14, 2023, by Resolution 2023-60, Council authorized staff to apply for the 2022 Urban Community Drought Relief Program through the Department of Water Resources (DWR). The City was notified in June of 2023 that the grant application was successful and that funding of $3,359,922 would be awarded to the City; $800,000 for the Turf Replacement Customer Rebate Program and $2,559,922 for the Park Turf Replacement Project.

The City of Modesto operates and maintains 75 parks consisting of 1,246 acres of recreation features, trails, and open space for the city’s population of approximately 214,000 people. Through the Park Turf Replacement Project, the City proposes to #7..
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City Council, June 9, 2026
Award Construction Contract for the Park Turf Reduction, Phase 3 Project

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remove and replace approximately 18 acres of non-functional turf grass at 20 parks with drought tolerant and permeable groundcover for an estimated water savings of approximately 23.7 million gallons of water annually.

Phase 1 of the Park Turf Reduction Project, awarded by Council on December 5, 2023, by Resolution 2023-521, removed approximately 3.25 acres of turf at four parks:

Orchard Park, Moran Estates Park, East La Loma Park, and Chrysler Park. The water savings anticipated due to the Phase 1 project is approximately 4,235,000 gallons annually.

Phase 2 of the Park Turf Reduction Project, awarded by Council on June 24, 2025, by Resolution 2025-231, removed approximately 8.3 acres of turf at nine parks: Brewers Rose Park, Charles M. Sharp Park, Creekwood Park, James Marshall Park, Mark Twain Park, Muncy Park, Robertson Road Park, Stockard Coffee Park, and Woodrow Park.

The water savings anticipated due to the Phase 2 project is approximately 10,870,000 gallons annually.

For the 3rd and final phase of this project, approximately 6.6 acres of turf will be removed at seven parks: Coleman F. Brown Park, Chrysler 99 Park, Eisenhut Park, Freedom Park, Ustach Park, West Basin, and Sanders Park. The water savings anticipated due to the Phase 3 project is approximately 8,600,000 gallons annually.

Turf removal provides both short-term and long-term water conservation benefits essential to creating a sustainable water supply. Replacing turf with low water use plants and permeable ground cover will provide a sustainable reduction in water use that is consistent through both drought and non-drought periods.

DISCUSSION:

The Phase 3 project was advertised for bids on OpenGov on April 22, 2026. Bids were publicly opened on May 12, 2026, pursuant to City Charter Section 1307 and three (3) bids were received. Superb Engineering, Inc., of Banning CA, was determined to be the responsible bidder with the lowest responsive bid of $1,050,116. The bid tabulation is attached, and a summary of the responsive bids is below:

The bid analysis is:

Number of bids received 3
Number of bids within 10% of engineer’s estimate 1
Number of bids above the engineer’s estimate 2
Number of bids below the engineer’s estimate 1
Percent low bid is below the engineer’s estimate 5.85%
Superb Engineering Inc., of Banning, CA, was 5.85% below the engineer’s estimate.

The next lowest bid was 10.59% above the engineer’s estimate. Bidder competition and participation was evident as the City received three (3) responsive bids. #7..
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Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid.

The award of contract for the construction of the Park Turf Reduction, Phase 3 Project, to Superb Engineering Inc., of Banning, CA, conforms to the Modesto Municipal Code because the City complied with the formal bid procedures and Superb Engineering Inc., of Banning, CA, was the lowest responsive and responsible bidder.

The City’s “Change Order Approval Policy” enacted by Council Resolution No. 1994- 443 on July 19, 1994, revised on July 9, 2019, by Council Resolution No. 2019-326, and revised a second time on September 12, 2023, by Council Resolution No. 2023-405, established a contract change order authority of 10% for construction contracts up to $10,000,000. However, staff is requesting the Engineering Services Director’s Authority to issue change orders be set at 12% ($126,014) of the construction contract amount, because this project is a small renovation project that has the potential for a higher percentage of change orders.

FISCAL IMPACT:

Funding for this project is budgeted in Capital Improvement Project (CIP) account #101555 (PRN – 2022 Urban Drought Relief Program). Funds allocated from the residential rebate program, within project #101555, will be reallocated to this project, as the residential rebate program will not be using a portion of the grant award. Staff will work with the grant agency to move the funds to park turf removal project task.

The expense budget for the project shall be as outlined below:

ESTIMATED CONSTRUCTION EXPENSES
Construction $ 1,050,116
Construction Contingency (12%) $ 126,014
Construction Administration – City Staff (12%) $ 126,014 Design Support During Construction and Permitting (3%) $ 31,503 Total Estimated Project Cost $1,333,647
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City Council, June 9, 2026
Award Construction Contract for the Park Turf Reduction, Phase 3 Project

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COMMITTEE RECOMMENDATION:

On August 8, 2025, this project was one of several park construction projects presented to the Safety & Communities Committee for consideration to minimize the time between bidding and Council award. The Committee approved the item to be forwarded to Council for approval
CEQA/NEPA REQUIREMENTS:

City staff prepared a Notice of Exemption No. EA/PR&N 2026-05, and the project is categorically exempt from CEQA because it is a minor alteration to an existing facility involving a negligible or no expansion of use.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Plans and Specifications for the Park Turf Reduction, Phase 3 Project, accepting the Bid and Awarding a Construction Contract to Superb Engineering Inc., of Banning, CA, in the amount of $1,050,116, authorizing $126,014, for contingency (if needed), for a total payment amount not to exceed $1,176,130, and authorizing the City Manager, or his designee, to execute the Agreement.

Approved by:

Toby Wells, Director of Engineering
Services/City Engineer
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Construction Contract – Superb Engineering Inc.

3. Financial Interest Disclosure Form - Superb Engineering Inc.

4. Bid Results
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06/02/26/ESD/NHoux/Item XX 1 2026-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2026-XX

RESOLUTION APPROVING THE PLANS AND SPECIFICATIONS FOR THE PARK TURF REDUCTION, PHASE 3 PROJECT, ACCEPTING THE BID AND

AWARDING A CONSTRUCTION CONTRACT TO SUPERB ENGINEERING
INC., OF BANNING, CA, IN THE AMOUNT OF $1,050,116, AUTHORIZING $126,014, FOR CONTINGENCY (IF NEEDED), FOR A TOTAL PAYMENT AMOUNT NOT TO EXCEED $ $1,176,130, AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, in June of 2022, the California State Legislature amended the Budget Act of 2021 allocating $545 million in additional funding to the Department of Water Resources (DWR) for the purpose of awarding drought relief grants to secure the future of California’s water supply and to protect fish and wildlife resources; and
WHEREAS, on February 14, 2023, by Resolution 2023-60, Council authorized staff to apply for the 2022 Urban Community Drought Relief Program through the Department of Water Resources (DWR); and
WHEREAS, the City was notified in June of 2023 that the grant application was successful and that funding of $3,359,922 would be awarded to the City; $800,000 for the Turf Replacement Customer Rebate Program and $2,559,922 for the Park Turf Replacement Project; and
WHEREAS, Phase 1 of the Park Turf Reduction Project, awarded by Council on December 5, 2023, by Resolution 2023-521, removed approximately

3.25 acres of turf at four parks: Orchard Park, Moran Estates Park, East La Loma Park, and Chrysler Park; and
WHEREAS, Phase 2 of the Park Turf Reduction Project, awarded by Council on June 24, 2025, by Resolution 2025-231, removed approximately 8.3 #7..
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06/02/26/ESD/NHoux/Item XX 2 2026-XX
acres of at nine parks: Brewers Rose Park, Charles M. Sharp Park, Creekwood Park, James Marshall Park, Mark Twain Park, Muncy Park, Robertson Road Park, Stockard Coffee Park, and Woodrow Park; and
WHEREAS, Phase 3 will continue this work, and remove 6.6 acres of turf from seven parks: Coleman F. Brown Park, Chrysler 99 Park, Eisenhut Park, Freedom Park, Ustach Park, West Basin, and Sanders Park; and WHEREAS, the Phase 3 project was advertised for bids on April 22, 2026; and
WHEREAS, bids were publicly opened on May 12, 2026, pursuant to City Charter Section 1307, and three bids were received; and WHEREAS, Superb Engineering, Inc., of Banning CA, was determined to be the responsible bidder with the lowest responsive bid; and WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid; and
WHEREAS, the award of contract for the construction of the Park Turf Reduction, Phase 3 Project, to Superb Engineering, Inc., of Banning CA, conforms to Modesto Municipal Code, 8-3.203; and
WHEREAS, staff is requesting the Engineering Services Director’s Authority to issue change orders of 12% ($126,014) of the construction contract amount; and
WHEREAS, staff recommends awarding the contract to Superb Engineering, Inc., of Banning CA.
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06/02/26/ESD/NHoux/Item XX 3 2026-XX
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the plans and specifications for the Park Turf Reduction, Phase 3 Project, and awards a construction contract to Superb Engineering, Inc., of Banning CA, in the amount of $1,050,116 plus $126,014 in contingency (if needed), for a total amount not to exceed $1,176,130.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the contract, in a form approved by the City Attorney.

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ________________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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CONSTRUCTION CONTRACT
PARK TURF REDUCTION, PHASE 3
This Agreement, made and entered into in the City of Modesto, County of Stanislaus, State of California, this 9ft day of June ,2026,by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called City, and Superb Engineering, Inc., a California corporation, hereinafter called Contractor,
RECITALS:

WHEREAS, the City Manager of the City of Modesto, authorized the call for bids, approved the Plans and Specifications prepared under the direction of the Director of Engineering Services Department for the PARK TIIRF REDUCTION, PHASE 3 project and directed the City Clerk to advertise for sealed bids for doing said work and providing that bids be submitted on the 12ft day of May,2026; and
WHEREAS, the City Clerk, thereafter duly and regularly caused a notice to be published in the manner and for the time prescribed by law; and
WHEREAS, Contractor, pursuant to the provisions of said notice duly filed a bid with the City Clerk, a true copy of which is now on file in the office of the City Clerk of the City of Modesto, and is hereby referred to and by this reference made a part hereof as fully as if set forth at length herein; and
WHEREAS, all bids received pursuant to said notice were opened and examined and publicly declared at the time specified in said advertisement for bids and at aregalar meeting of the City Council held on the 9th day of Jwe,2026 by Resolution 2026-. the Council found and declared the bid of Contractor to be the lowest responsive bid and thereupon awarded a Contract to Contractor to do the Work referred to in the aforementioned Plans and Specifications.

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

1. SCOPE OF WORK
SCOPE OF WORK, hereinafter called the Work.
a. Contractor shall furnish all labor, materials and equipment necessary to complete the Work as specified in the Plans and Specifications entitled PARK TURF REDUCTION, PHASE 3, City of Modesto, Engineering Services Department, Project Number 2026-L6, and in strict accordance with the conditions of the complete Contract Documents. A11 incidental Work not included in the Contract Documents or specified herein which is necessary to complete the Work so as to provide the system described, or shown, shall be furnished and installed as part of this Agreement at no additional cost to the City. The Work shall be complete and ready for service as described in the Contract Documents to the satisfaction of the Director of Engineering Services.

City of Modcsto
Park TurfRcduction. Phasc 3
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b.
c.

Contractor shall do and perform the Work contemplated hereby in a good and workmanlike manner under the direction of and to the satisfaction of the Director of Engineering Services of the City of Modesto.

Contractor shall do and perform the Work contemplated hereby and shall furnish all labor, materials, tools and equipment therefore at the prices herein specified to, wit:

CONTRACTOR'S BID
City of Modesto
Park TurfRcduction. Phase 3
Item
No.

Item Description Unit of
Measure
Estimated
Quantity
Unit Price
(Figures)
Total Price
(Figures)

BASE BID
1 Site Preparation LS 1 $120,682.00 $120,682.00

2. Tree Removal EA 1 $23,483.00 $23,483.00
J. Selective Demolition LS 1 $ 132,096.00 $ 132,096.00

4. Storm Water Pollution
Prevention Plan (SWPP) &
Storm Water Erosion and
Sediment Control Plan
(swESCP)
LS 1 $38,400.12 $38,400.12

5. 6" Concrete Mow Curb LF 1,646 $27.78 $45,725.88

6. 3" Decomposed Granite
Pavins SF 14,777 $4.94 $72,998.38

7. Irrigation Remove Control
Valve EA 6s $957.1 3 $62,2t3.45

8. Irrigation Pop-Up Rotary
Spray EA 299 $41.88 $12,522.12

9. Irrigation Lateral Line LF 9,090 $6.30 $57,267.00

10. Irrigation Point Source
Bubblers EA 1,860 $30.37 $56,488.20
11 Deep Root Watering Tree
Bubblers E,A 190 $82.12 $15,602.80
t2. Landscape Soil Preparation SF 55,800 $0.67 $37,386.00

13. Container Planting, 1 -Gallon EA 1,442 $16.37 $23,605.54 t4. Container Planting, 5-Gallon EA 233 $32.09 $7,476.97

15. Container Planting, 1 5-Ga11on
Tree EA t2 $4s4.93 $5,459.16

16. Organic Soil Amendment CY 174 $6s.91 $11,468.34

17. 3" Bark Mulch CY 2,562 $73.01 $ I 87,051.62
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Item
No.

Item Description Unit of
Measure
Estimated
Quantity
Unit Price
(Figures)
Total Price
(Figures)

18. Landscape Establishment and
Maintenance (Monthly) EA a
J $5,584.41 $t6,753.23
SUBTOTAL BASE BID $926,679.81
BID ADDITIVE ALTERNATIVE 1 _ FREEDOM PARK
101. 3" Bark Mulch CY 304 $74.2t $22,559.84
SUBTOTAL BID ADDITIVE ALTERNATIVE 1 22,559.84
BID ADDITIVE ALTERNATIVE 2 _ SANDERS PARK
20t. 3" Bark Mulch CY 468 $74.21 $34,730.28
SUBTOTAL BID ADDITI\TE ALTERNATIVE 2 s34,730.28
BID ADDITIVE ALTERNATIVE 3 _ USTACH PARK
301. Landscape Soil Preparation SF 6,400 $1.17 $7,488.00 302. Container Planting, 1-Gallon EA t4r $16.37 $2,308.17 303. Container Planting, 5-Ga11on EA 4 $32.09 $128.36
304. Organic Soil Amendment CY 21 $92.34 $1,939.14
305. 3" Bark Mulch CY 463 s74.21 $34,359.23
306. Landscape Establishment and
Maintenance (Monthly) EA J $640.51 $ 1,921 .53
SUBTOTAL BID ADDITI\IE ALTERNATIVE 3 $48,144.43
BID ADDITIVE ALTERNATIVE 4 - WEST BASIN
401. Site Preparation (Credit) LS 1 ($1,694.16) ($1,694.16) 402. Selective Demolition (Credit) LS 1 ($1,482.39) ($1,482.39) 403. Irrigation Remote Control
Valve EA 1 $9s7.1 3 $9s7.13
404. Irrigation Pop-Up Rotary
Spray EA 6 $ 165.s 1 $993.06
405. Irrigation Lateral Line LF 60 $6.30 $378.00
406. 3" Bark Mulch CY 2s4 $74.2t $ 18,849.34
SUBTOTAL BID ADDITIVE ALTERNATIVE 4 $18,000.98
TOTAL BASE BID AND BID ADD ALTERNATIVES I,2,3,4 $1,050,115.34 City of Modcsto
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Executed and signed, written Agreement;
Section 00800 Amendments and Supplements to the General Provisions All other sections of the Project Specifications;
Project Plans;
City Standard Details; current edition
City Standard Specifications; current edition
g. Revised State Standard Specifications;
h. State Standard Specifications;
i. Revised State Standard Plans;
j. State Standard Plans; and
k. All required Bonds.

All documents specified above are intended to operate so that any component of the Work called for in one and not mentioned in any other, or vice versa, is to be executed the same as if mentioned in all of the documents. The listed documents comprise the Contract Documents.

Proofs of insurance (approved by City Risk Manager),
Bonds (approved by the City Attorney),
City of Modesto Business License, and
Executed Agreement.

Contractor will not be held responsible for failure to complete the Work within the specified time if delay is due to matters beyond its reasonable control. Contractor shall make all good faith attempts to overcome or to minimize such matters, and to finish the Work in the shortest reasonable amount of time.

City of Modesto
Park TurfRcduction, Phasc 3
a.
b.
c.
d.
f.
a.
b.
c.
d.
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4. PAYMENT
Payment for the Work to be done under this Agreement shall be at the price set forth in Section I hereof, and in accordance with the Contract Documents, which are incorporated herein by this reference.

5. INDEMMTY
The Contractor shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Contractor, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement. This provision does not apply to claims, loss, liability, damage or expense arising from (a) the sole negligence or wilIful misconduct of the City, or (b) the active negligence of the City.

Contractor's obligation to defend, indemni$r, and hold the City, its agents, offtcers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Contractor to procure and maintain a policy of insurance.

6. INSURANCE
During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in Exhibit A, attached hereto and incorporated herein, and shall otherwise comply with the other provisions of Exhibit A. Contractor is responsible for uploading updated insurance documentation to the City's "PINS Advantage" program.
a. Subcontractors
Contractor shall require and veriff that all subcontractors maintain insurance as required by Exhibit A for the duration of the project and through acceptance by City Council.

7. BONDS
The Contractor shall furnish City the following separate surety bonds:

Performance Bond. Within 5 business days after receipt of the Notice of Award and prior to commencement of Work, the Contractor shall furnish a separate surety bond in an amount equal to one hundred percent (100%) of the Agreement price, shall be for the faithful performance of the Agreement, shall be approved by City, and shall be secured from a surety or sureties satisfactory to City.

Payment Bond. Within 5 business days after receipt of the Notice of Award and prior to commencement of Work, the Contractor shall furnish a separate surety bond in an amount at least equal to one hundred percent (100%) of the Agteement City of Modcsto
Park TurfRcduction, Phasc 3
b.
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price as security for the payment of all persons for furnishing materials, provisions, or other supplies, or items, used in, upon, for, or about the performance of the Work contracted to be done; or for performing any work or labor thereon of any kind, and for the payment of amounts due under the Unemployment Insurance Code with respect to such work or labor in connection with this Agreement, and for the payment of a reasonable attorney's fee to be fixed by the court in case suit is brought upon the bond.
c. Warranty Bond. Prior to issuance of a Notice of Completion for the contracted work, Contractor shallfile with the City aWarranty Bond or equivalent security in the amount of ten percent (L0%) of the estimated cost of the contracted work to guaranty and warranty the contracted work for a period of one (l) year following City Council acceptance thereof against any defective work or labor done, or defective materials furnished.

8. COMPLIANCE WITH ALL LAWS
Contractor hereby agrees that it and all subcontractors, if any, in the performance of the work described, designated and shown upon the Contract Documents herein referred to, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

9. TERMINATION OF AGREEMENT
Termination by City for Default of Contractor
Should Contractor default in the performance of this Agreement or materially breach any of its provisions, at its option, City may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes ofthis section, material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services or duties, willful destruction of City's property by Contractor, dishonesty or theft. Such termination shall be in accordance with the Contract Documents.

If this Agreement is terminated, Contractor shall cease all its work on the project as of the termination date and shall see to it that its employees, subcontractors and agents are notified of such termination and cease their work.

The Contractor understands and agrees that City may, in City's sole discretion, refuse to pay Contractor for that portion of Contractor's services which were performed by Contractor on the project prior to the termination date and which remain unacceptable and/or not useful to City as of the termination date.

Termination by City for Convenience
The City may terminate the Contractor's performance under the Agreement, either in whole or in part, at its own discretion or when conditions encountered dwing the Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by Citv of Modesto
Park Turf Rcduction, Phasc 3
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act of God, by law, or by official action of a public authority, or upon a determination that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Contractor with consultation with the City prior to termination.

A. Upon receipt of a written Notice of Termination pursuant to this section, the Contractor shall:

1. Cease its work as directed in the Notice of Termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the Notice of Termination;

2. Terminate all orders and Subcontractors except as necessary to complete arry portion of the Work that is not terminated;

3. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination ofsuch subcontractors, but in no event shall recovery by any Contractor or subcontractor include lost profits for portions of the Work not completed or undertaken, including materials not delivered;

4. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Contractor in performing the Work whether completed or in process;

5. Settle outstanding liabilities and claims, subject to the approval of City;

6. Complete performance of such part of the Work as has not been terminated;

7. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work andlor property related to the Work;

8. If City so requests , and at Crty's cost, Contractor shall provide sufficient oral or written status reports to make City reasonably aware of the status of Contractor's work on the project.

B. City will pay Contractor an amount based on the percentage of work completed in accordance with the Notice of Termination. The final payment to the Contractor after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:

1. Any actual costs incurred by the Contractor for restocking charges;

2. The agreed upon price of protecting the Work in any manner, if any, as directed by the City;
City of Modcsto
Park TurfRcduction, Phasc 3
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3. The cost of settling and paying valid claims arising out of the termination of the Work such as subcontract agreements or contracts for materials;

4. The Agreement price allocable to the portion of the Work properly performed or goods supplied by the Contractor as of the date of termination, as determined in accordance with the Notice of Termination, reduced by any sums previously paid to the Contractor.

C. The City shall have the right to withhold any portion or the whole of the final payment under this provision in the event there are any outstanding Claims for compensation asserted either by the City against the Contractor or by any third party against the City or the Contractor which arise out of the Contractor's work.

Authorization to Terminate Agreement
Termination of the Agreement may be invoked by the City Manager, or his/her designee, subject to the right of the Contractor to appeal the City Manager, or his/her designee's, decision to the City Council. The Contractor shall appeal by notiffing the City Clerk in writing within ten (10) business days of receipt of notification from City to terminate the Agreement. In the event that termination of this Agreement is upheld by the City Council, any valid claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.

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

CONTRACTOR: SuperbEngineering,Inc.

Attn: Ms. Candelario, President
4092W. Ramsey Street
Banning, CA 92220-3518
Phone: (909)269-2333
CITY: City of Modesto
Director of Engineering Services
P.O. Box 642
Modesto, CA 95353
Phone (209) 577-5444
Fax (209) 577-4302
Each party may change its address
change of address to the other party.
for delivery of notice by delivering written notice of such City of Modcsto
Patk TurfReduction, Phasc 3
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1 1. WORKFORCE REQUIREMENTS
Contractor included both a signed Local Hire Certification as well as a Skilled and Trained Workforce Certification with its bid, and such certifications are incorporated herein by reference. Contractor shall comply with all applicable requirements, including record keeping requirements, of Articles 7 and 8 of Chapter 3 of the Modesto Municipal Code.

12. EXECUTION OF AGREEMENT
The undersigned signatory(ies) for Contractor warrant(s) and represent(s) that he/she/they is/are legally competent to execute the Agreement and has/have fulI authority to execute this Agreement.

13. DISPUTE RESOLUTION
A11 claims, controversies, or disputes arising out of or relating to this Agreement, including its performance by either party, shall be finally resolved by arbitration in accordance with the Contract Documents.

14. MISCELLANEOUS
Time is of the essence of this Agreement.

City of Modcsto
Park Turf Rcduction. Phasc 3
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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2026-_adopted by the Council of the City of Modesto on the 9ft day of June,2026, and Contractor has caused this Agreement to be duly executed.

By:

CITY OF MODESTO
a municipal corporation
By:

JOSEPH P.LOPEZ, City Manager
ATTEST:

DIANE NAYARES-PEREZ, CMC,
City Clerk
APPROVED AS TO FORM:

By:

Superb Engineering, Inc.
a California corporation
By:
(Seal)
Federal lD# 93-3318797
* Corporations - signatltre of huo (2) oficers reqtLired or one (l) fficer plus corporute seal
Partnersltip - sigtxature of a partner required
Sole Proprietorship - signatue ofproprietor required
City of Modesto
Park TurfRcduction, Phasc 3
By:

JOSE M. SANCHEZ, City Attorney
MATTHEW BRALEY, ARM-PE, RiSK
Manager
Revised I 1/25/2024
ario, President
(Name & Title)
- l0-
(Name & Title)
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Exhibit A:

I nsu ra nce Req u i rements for Constru ction Contracts Contractor shall procure and maintain for the duration of the contract, and for 5 years thereafter, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, their agents, representatives, employees, or subcontractors.

MINIMUM SCOPE AND TIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGLJ: Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $5,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (lSO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form CA 0001 covering Code 1 (any auto), with limits no less than $5,000,000 per accident for bodily injury and property damage.

3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Builder's Risk (Course of Construction) insurance, utilizing an "All Risk" (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions, is not required.

5. Professional Liability, with limits no less than $2,000,000 per occurrence or claim (and $2,000,000 policy aggregate), is not required.

6. Contractors' Pollution Legal Liability and/or Asbestos Legal Liability and/or Errors and Omissions insurance, with limits no less than $2,000,000 per occurrence or claim (and $2,000,000 policy aggregateJ, is required.

If the contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

City of Modcsto
Park TurfReduction, Phase 3
Exhibit A-l
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Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-lnsured Retentions [SIRsJ, indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true "following form" or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor's primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insure d Status
The City of Modesto, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds on the CGL poliry with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance with coverage equal to ISO form CG 2070. For completed operations, a separate endorsement equal to ISO form CG 2037 is required.

Primary Coverage
The Additional Insured coverage under the Contractor's policy shall be "primary and noncontributory" and will not seek contribution from the City's insurance or self-insurance and shall be at least as broad as CG 20 0t 04 73. The City of Modesto does not accept endorsements limitingthe Contractor's insurance coverage to the sole negligence of the Named Insured.

Builder's Risk (Course of Construction) Insurance
Contractor may submit evidence of Builder's Risk insurance in the form of Course of Construction coverage. Such coverage shall name the Entity as a loss payee as their interest may appear. If the project does not involve new or major reconstruction, at the option of the Entity, an Installation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery, or equipment damaged, impaired, broken, or destroyed duringthe performance of the Work including during transit installation, and testing at the Entity's site.

City of Modcsto
Park Turf Rcduction, Phasc 3
Exhibir A-2
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Claims Made Policies
If any coverage required is written on a claims-made coverage form:

1. The retroactive date must be shown, and this date must be before the execution date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of contract work.

3. If coverage is cancelled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective, or start of work date, the Contractor must purchase extended reporting period coverage for a minimum of five [5) years after completion of contract work.

4. A copy of the claims reporting requirements must be submitted to the Entity for review.

5. If the services involve lead-based paint or asbestos identification/remediation, the Contractors Pollution Liability poliry shall not contain lead-based paint or asbestos exclusions. If the services involve mold identification/remediation, the Contractors Pollution Liability poliry shall not contain a mold exclusion, and the definition of Pollution shall include microbial matter, including mold.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.

Waiver of Subrogation
Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

S elf- Insur e d Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Exhibit A-3 City of Modcsto
Park TurfRcduction, Phase 3
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Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City.

V erifi c ation of Cov er ag e
Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable poliry language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City's Risk Management Division before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Duration ofCoverage
CGL & Excess liability policies for any construction related work, including but not limited to, maintenance, service, or repair worh shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Special Risks or Circumstances
City reserves the right to modiff these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

C eftifi cate H older Ad dr e s s
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
City of Modcsto
Park Turf Reduction. Phase 3
Exhibit A-4
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CONSTRUCTION CONTRACT
PARK TURF REDUCTION, PHASE 3
This Agreement, made and entered into in the City of Modesto, County of Stanislaus, State of California, this 9th day of June ,2026,by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called City, and Superb Engineering, Inc., a California corporation, hereinafter called Contractor,
RECITALS:

WHEREAS, the City Manager of the City of Modesto, authorized the call for bids, approved the Plans and Specifications prepared under the direction of the Director of Engineering Services Department for the PARK TURF REDUCTION, PIIASE 3 project and directed the City Clerk to advertise for sealed bids for doing said work and providing that bids be submitted on the 12ft day of May,2026; and
WHEREAS, the City Clerk, thereafter duly and regularly caused a notice to be published in the manner and for the time prescribed by law; and
WHEREAS, Contractor, pursuant to the provisions of said notice duly filed a bid with the City Clerk, a true copy of which is now on file in the office of the City Clerk of the City of Modesto, and is hereby referred to and by this reference made a part hereof as fully as if set forth at length herein; and
WHEREAS, all bids received pursuant to said notice were opened and examined and publicly declared at the time specified in said advertisement for bids and at a regalar meeting of the City Council held on the 9ft day of Jwe, 2026 by Resolution 2026-. the Council found and declared the bid of Contractor to be the lowest responsive bid and thereupon awarded a Contract to Contractor to do the Work referred to in the aforementioned Plans and Specifications.

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

1. SCOPE OF WORK
SCOPE OF WORK, hereinafter calledthe Work.
a. Contractor shall furnish all labor, materials and equipment necessary to complete the Work as specified in the Plans and Specifications entitled PARK TURF REDUCTION, PIIASE 3, City of Modesto, Engineering Services Department, Project Number 2026-16, and in strict accordance with the conditions of the complete Contract Documents. All incidental Work not included in the Contract Documents or specified herein which is necessary to complete the Work so as to provide the system described, or shown, shall be furnished and installed as part of this Agreement at no additional cost to the City. The Work shall be complete and ready for service as described in the Contract Documents to the satisfaction of the Director of Engineering Services.

City of Modesto
Park TurfRcduction, Phase 3
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b.
c.

Contractor shall do and perform the Work contemplated hereby and shall furnish all labor, materials, tools and equipment therefore at the prices herein specified to, wit:

CONTRACTOR'S BID
City of Modcsto
Park Turf Rcduction, PIT asc 3
Item
No.

Item Description Unit of
Measure
Estimated
Quantity
Unit Price
(Figures)
Total Price
(Figures)

BASE BID

1. Site Preparation LS 1 $120,682.00 $120,682.00

2. Tree Removal EA 1 $23,483.00 $23,483.00
J. Selective Demolition LS 1 $ 132,096.00 $ 132,096.00

4. Storm Water Pollution
Prevention Plan (SWPP) &
Storm Water Erosion and
Sediment Control Plan
(swESCP)
LS 1 $38,400.12 $38,400.12

5. 6" Concrete Mow Curb LF r,646 $27.78 $45,725.88

6. 3" Decomposed Granite
Paving SF 14,777 $4.94 $72,998.38

7. Irrigation Remove Control
Valve EA 65 $9s7. I 3 $62,213.45

8. Irrigation Pop-Up Rotary
Spray EA 299 $41.88 $t2,522.12

9. Irrigation Lateral Line LF 9,090 $6.30 $57,267.00

10. Irrigation Point Source
Bubblers EA 1,860 $30.37 $56,488.20
11 Deep Root Watering Tree
Bubblers EA 190 $82.12 $15,602.80

12. Landscape Soil Preparation SF 55,800 $0.67 $37,386.00

13. Container Planting, 1 -Gallon EA 1,442 $16.37 $23,605.54

14. Container Planting, 5-Ga11on EA 233 $32.09 $7,476.97

15. Container Planting, 1 5-Gallon
Tree EA T2 $4s4.93 $5,459.16

16. Organic Soil Amendment CY 174 $6s.91 $11,468.34

17. 3" Bark Mulch CY 2,562 $73.01 $ 187,051.62
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Item
No.

Item Description Unit of
Measure
Estimated
Quantity
Unit Price
(Figures)
Total Price
(Figures)

18. Landscape Establishment and
Maintenance (Monthly) EA a
3 $5,584.41 $16,753.23
SUBTOTAL BASE BID $926,679.81
BID ADDITIVE ALTERNATIVE 1 - FREEDOM PARK
101. 3" Bark Mulch CY 304 s74.2t $22,559.84
SUBTOTAL BID ADDITI\TE ALTERNATIVE 1 22,559.84
BID ADDITIVE ALTERNATIVE 2 _ SANDERS PARK
20t. 3" Bark Mulch CY 468 $74.2t $34,730.28
SUBTOTAL BID ADDITIVE ALTERNATIVE 2 $34,730.28
BID ADDITIVE ALTERNATIVE 3 _ USTACH PARK
301. Landscape Soil Preparation SF 6,400 $ 1.17 $7,488.00 302. Container Planting, 1-Gallon EA t4t $16.37 $2,308.17 303. Container Planting, 5-Ga11on EA 4 $32.09 $128.36
304. Organic Soil Amendment CY 2l $92.34 $ 1,939.14
305. 3" Bark Mulch CY 463 $74.2t s34,359.23
306. Landscape Establishment and
Maintenance (Monthly) EA a
J s640.s 1 $ 1,921.53
SUBTOTAL BID ADDITIVE ALTERNATIVE 3 $48,144.43
BID ADDITIVE ALTERNATIVE 4 - WEST BASIN
401. Site Preparation (Credit) LS 1 ($ 1,694.16) ($1,694.16) 402. Selective Demolition (Credit) LS I ($1,482.39) ($1,482.39) 403. Irrigation Remote Control
Valve EA 1 $957.1 3 $9s7.1 3
404. Irrigation Pop-Up Rotary
Spray EA 6 s16s.s 1 $993.06
405. Irrigation Lateral Line LF 60 $6.r0 $378.00
406. 3" Bark Mulch CY 254 $74.2t $ 18,849.34
SUBTOTAL BID ADDITIVE ALTERNATIVE 4 $18,000.98
TOTAL BASE BID AND BID ADD ALTERNATIVES 1,2,3, 4 $1,050,115.34 City of Modcsto
Park Turf Reduction. Phasc 3
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2. CONTRACT DOCUMENTS
The complete Agreement between the parties consists of the documents listed below, including any addenda to these documents. The documents are complementary and provide for a complete work; if a discrepancy exists, the governing rank of the documents is set forth, in descending order:
a. Executed and signed, written Agreement;
b. Section 00800 Amendments and Supplements to the General Provisions c. All other sections of the Project Specifications;
d. Project Plans;
e. City Standard Details; current edition
f. City Standard Specifications; current edition
g. Revised State Standard Specifications;
h. State Standard Specifications;
i. Revised State Standard Plans;
j. State StandardPlans; and
k. All required Bonds.

A11 documents specified above are intended to operate so that any component of the Work called for in one and not mentioned in any other, or vice versa, is to be executed the same as if mentioned in all of the documents. The listed documents comprise the Contract Documents.

3. COMMENCEMENT AND COMPLETION OF THE WORK
The Work contemplated herein shall be commenced on the date specified in the Notice to Proceed for this Agreement. Completion of the work shall comply with the Specification. The Notice to Proceed shall not be issued until the Director of Engineering Services receives and has on file:
a. Proofs of insurance (approved by City Risk Manager), b. Bonds (approved by the City Attorney),
c. City of Modesto Business License, and
d. Executed Agreement.

City of Modcsto
Park Turf Rcduction. Phase 3
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4. PAYMENT
Payment for the Work to be done under this Agreement shall be at the price set forth in Section 1 hereof; and in accordance with the Contract Documents, which are incorporated herein by this reference.

5. INDEMNITY
The Contractor shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemniff them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Contractor, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement. This provision does not apply to claims, loss, liability, damage or expense arising from (a) the sole negligence or willful misconduct of the City, or (b) the active negligence of the City.

Contractor's obligation to defend, indemniff, and hold the City, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Contractor to procure and maintain a policy of insurance.

6. INSURANCE
During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in Exhibit A, attached hereto and incorporated herein, and shall otherwise comply with the other provisions of Exhibit A. Contractor is responsible for uploading updated insurance documentation to the City's "PINS Advantage" progrcm.
a. Subcontractors
Conkactor shall require and verify that all subcontractors maintain insurance as required by Exhibit A for the duration of the project and through acceptance by City Council.

7. BONDS
The Contractor shall fumish City the following separate surety bonds:
a. Performance Bond. Within 5 business days after receipt of the Notice of Award and prior to commencement of Work, the Contractor shall furnish a separate swety bond in an amount equal to one hundred percent (100%) of the Agreement price, shall be for the faithful performance of the Agreement, shall be approved by City, and shall be secured from a surety or sureties satisfactory to City. b. Payment Bond. Within 5 business days after receipt of the Notice of Award and prior to commencement of Work, the Contractor shall furnish a separate surety bond in an amount at least equal to one hundred percent (100%) of the Agreement City of Modesto
Park TurfRcduction, Phase 3
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price as security for the payment of all persons for furnishing materials, provisions, or other supplies, or items, used in, upon, for, or about the performance of the Work contracted to be done; or for performing any work or labor thereon of any kind, and for the payment of amounts due under the Unemployment Insurance Code with respect to such work or labor in connection with this Agreement, and for the payment of a reasonable attorney's fee to be fixed by the court in case suit is brought upon the bond.
c. Warrantv Bond. Prior to issuance of a Notice of Completion for the contracted work, Contractor shallfile with the City aWarranty Bond or equivalent security in the amount of ten percent (10%) of the estimated cost of the contracted work to guaranty and warranty the contracted work for a period of one (l) year following City Council acceptance thereof against any defective work or labor done, or defective materials furnished.

9. TERMINATION OF AGREEMENT
Termination by Cify for Default of Contractor
Should Contractor default in the performance of this Agreement or materially breach any of its provisions, at its option, City may terminate this Agreement by giving written notification to Contractor. The tennination date shall be the effective date of the notice. For the purposes of this section, material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services or duties, willful destruction of City's properfy by Contractor, dishonesty or theft. Such termination shall be in accordance with the Contract Documents.

Termination by City for Convenience
The City may terminate the Contractor's performance under the Agreement, either in whole or in part, at its own discretion or when conditions encountered dwing the Work make it impossible or impracticable to proceed, or when.the City is prevented from proceeding with the Agreement by City of Modesto
Park TurfRcduction, Phase 3
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act of God, by law, or by official action of a public authority, or upon a determination that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Contractor with consultation with the City prior to termination.

A. Upon receipt of a written Notice of Termination pursuant to this section, the Contractor shall:
l. Cease its work as directed in the Notice of Termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the Notice of Termination;

2. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated;

5. Settle outstanding liabilities and claims, subject to the approval of City;

6. Complete performance of such part of the Work as has not been terminated;

7. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work andlor property related to the Work;

8. If City so requests , and at City's cost, Contractor shall provide sufficient oral or written status reports to make City reasonably aware of the status of Contractor's work on the project.

1. Any actual costs incurred by the Contractor for restocking charges;

2. The agreed upon price of protecting the Work in any manner, if any, as directed by the City;
City of Modcsto
Park TurfRcduction. Phase 3
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3. The cost of seffling and paying valid claims arising out of the termination of the Work such as subcontract agreements or contracts for materials;

Authorization to Terminate Agreement
Termination of the Agreement may be invoked by the City Manager, or hislher designee, subject to the right of the Contractor to appeal the City Manager, or his/trer designee's, decision to the City Council. The Contractor shall appeal by notifying the City Clerk in writing within ten (10) business days of receipt of notification from City to terminate the Agreement. In the event that termination of this Agreement is upheld by the City Council, any valid claims for delay shall be retroactive to the date of termination selected by the City Manager, or hisftrer designee.

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

CONTRACTOR: SuperbEngineering,Inc.

Attn: Ms. Candelario, President
4092W. Ramsey Street
Banning, CA 92220-3518
Phone: (909) 269-2333
CITY: City of Modesto
Director of Engineering Services
P.O. Box 642
Modesto, CA 95353
Phone (209) 577-5444
Fax (209) 577-4302
Each parfy may change its address
change of address to the other party.
for delivery of notice by delivering written notice of such City of Modcsto
Park Turf Rcduction, Phase 3
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I 1. WORKFORCE REQUIREMENTS
Confractor included both a signed Local Hire Certification as well as a Skilled and Trained Workforce Certification with its bid, and such certifications are incorporated herein by reference. Contractor shall comply with all applicable requirements, including record keeping requirements, of Articles 7 and 8 of Chapter 3 of the Modesto Municipal Code.

13. DISPUTE RESOLUTION
All claims, controversies, or disputes arising out of or relating to this Agreement, including its performance by either party, shall be finally resolved by arbitration in accordance with the Contract Documents.

14. MISCELLANEOUS
Time is of the essence of this Agreement.

City of Modesto
Park Turf Reduction, Phasc 3
o
#7..
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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2026-_adopted by the Council of the City of Modesto on the 9th day of June,2026, and Contractor has caused this Agreement to be duly executed.

CITY OF MODESTO
a municipal corporation
By:

JOSEPH P.LOPEZ, City Manager
ATTEST:

By:

DIANE NAYARES-PEREZ, CMC,
City Clerk
APPROVED AS TO FORM:

JOSE M. SANCHEZ,City Attorney
By:

Superb Engineering, Inc.
a California corporation
By:
(Name & Title)
(Seal)
Federal lD# 93-3318797
By:

MATTHEW BRALEY, ARM-PE, RiSK
Manager
Revised I 1/25/2024
+ Corporatiotts - signature of nto (2) oJJicers required or one (1) officer plus cotporate sectl
Partnersltip - signature of a parttter required
Sole Proprietorship - signatu'e ofproprietor required
City of Modesto
Park TurfReduction, Phasc 3
delario, President
(Name & Title)
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Exhibit A:

Insu ra nce Req u irements for Construction Contracts
Contractor shall procure and maintain for the duration of the contract, and for 5 years thereafter, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, their agents, representatives, employees, or subcontractors.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $5,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (lSO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form CA 0001 covering Code 1 (any auto), with limits no less than $5,000,000 per accident for bodily injury and property damage.

3. Workers'Compensation: as required bythe State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Builder's Risk (Course of Construction) insurance, utilizing an "All Risk" [Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions, is not required.

5. Professional Liability, with limits no less than $2,000,000 per occurrence or claim fand $2,000,000 policy aggregate), is not required.

6. Contractors' Pollution Legal Liability and/or Asbestos Legal Liability and/or Errors and Omissions insurance, with limits no less than $2,000,000 per occurrence or claim fand $2,000,000 policy aggregateJ, is required.

City of Modesto
Park TurfRcduction, Phasc 3
Exhibit A-l
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Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including but not limited to, primary and non-contributory additional insured, Self-lnsured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true "following form" or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor's primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insure d Status
The City of Modesto, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds on the CGL poliry with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance with coverage equal to ISO form CG 20L0. For completed operations, a separate endorsement equal to ISO form CG 2037 is required.

Primary Coverage
The Additional Insured coverage under the Contractor's policy shall be "primary and noncontributory" and will not seek contribution from the City's insurance or self-insurance and shall be at least as broad as CG 20 0L 04 13. The City of Modesto does not accept endorsements limitingthe Contractor's insurance coverage to the sole negligence of the Named Insured.

Builder's Risk (Course of Construction) Insurance
Contractor may submit evidence of Builder's Risk insurance in the form of Course of Construction coverage. Such coverage shall name the Entity as a loss payee as their interest may appear. If the project does not involve new or major reconstruction, at the option of the Entity, an Installation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for anybuilding structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the Work including during transit installation, and testing at the Entity's site.

City of Modesto
Park Turf Rcduction. Phasc 3
Exhibit A-2
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Claims Made Policies
If any coverage required is written on a claims-made coverage form:

1. The retroactive date must be shown, and this date must be before the execution date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5J years after completion of contract work.

4. A copy of the claims reporting requirements must be submitted to the Entity for review.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.

S elf- In sur e d Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Exhibit A-3 City of Modcsto
Park Turf Rcduction, Phase 3
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Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City.

Verifi c atio n of C ov erag e
Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City's Risk Management Division before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Duration ofCoverage
CGL & Excess liability policies for any construction related worh including but not limited to, maintenance, service, or repair worh shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Special Risks or Circumstances
City reserves the right to modifii these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
City of Modcsto
Park Turf Rcduction. Phasc 3
Exhibir A-4
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Page 1 of 5 ends

Park Turf Reduction, Phase 3
Bid Tabulation Tuesday, May 12, 2026
Project Title: Park Turf Reduction, Phase 3
Project ID #: 2026-16
Vault ID #: 19-D-0410
Bid Opening: 5/12/2026 at 11:00 AM Designer: Jason Ortega Basis of Award: Base Bid Design Manager: Jason Ortega
Project Description: The project scope consists of the removal of existing turf grass and installation of drought tolerant landscape materials.

Item # Item Description Units Quantity Unit Price Extension Apparent Low Bidder
Superb Engineering, Inc.

Ph (909) 269-2333 4092 W. Ramsey Street, Banning, CA 92220 Base Bid

1. Site Preparation LS 1 $120,682.00 $120,682.00

2. Tree Removal EA 1 $23,483.00 $23,483.00

3. Selective Demolition LS 1 $132,096.00 $132,096.00

4. Storm Water Pollution Prevention Plan (SWPP) LS 1 $38,400.12 $38,400.12 & Storm Water Erosion and Sediment Control
Plan (SWESCP)

5. 6” Concrete Mow Curb LF 1,646 $27.78 $45,725.88

6. 3” Decomposed Granite Paving SF 14,777 $4.94 $72,998.38

7. Irrigation Remove Control Valve EA 65 $957.13 $62,213.45

8. Irrigation Pop-Up Rotary Spray EA 299 $41.88 $12,522.12

9. Irrigation Lateral Line LF 9,090 $6.30 $57,267.00

10. Irrigation Point Source Bubblers EA 1,860 $30.37 $56,488.20

11. Deep Root Watering Tree Bubblers EA 190 $82.12 $15,602.80

12. Landscape Soil Preparation SF 55,800 $0.67 $37,386.00

13. Container Planting, 1-Gallon EA 1,442 $16.37 $23,605.54

14. Container Planting, 5-Gallon EA 233 $32.09 $7,476.97

15. Container Planting, 15-Gallon Tree EA 12 $454.93 $5,459.16

16. Organic Soil Amendment CY 174 $65.91 $11,468.34

17. 3” Bark Mulch CY 2,562 $73.01 $187,051.62

18. Landscape Establishment and Maintenance EA 3 $5,584.41 $16,753.23 (Monthly)
Subtotal: $926,679.81
Percent From Engineer's Estimate: -7.31%
Bid Additive Alternative 1 – Freedom Park
101. 3” Bark Mulch CY 304 $74.21 $22,559.84
Subtotal: $22,559.84
Bid Additive Alternative 2 – Sanders Park
201. 3” Bark Mulch CY 468 $74.21 $34,730.28
Subtotal: $34,730.28
Bid Additive Alternative 3 – Ustach Park
301. Landscape Soil Preparation SF 6,400 $1.17 $7,488.00 302. Container Planting, 1-Gallon EA 141 $16.37 $2,308.17 303. Container Planting, 5-Gallon EA 4 $32.09 $128.36
304. Organic Soil Amendment CY 21 $92.34 $1,939.14
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Page 2 of 5 ends

Park Turf Reduction, Phase 3
Item # Item Description Units Quantity Unit Price Extension 305. 3” Bark Mulch CY 463 $74.21 $34,359.23
306. Landscape Establishment and Maintenance EA 3 $640.51 $1,921.53 (Monthly)
Subtotal: $48,144.43
Bid Additive Alternative 4 – West Basin
401. Site Preparation (Credit) LS 1 ($1,694.16) ($1,694.16) 402. Selective Demolition (Credit) LS 1 ($1,482.39) ($1,482.39) 403. Irrigation Remote Control Valve EA 1 $957.13 $957.13 404. Irrigation Pop-Up Rotary Spray EA 6 $165.51 $993.06 405. Irrigation Lateral Line LF 60 $6.30 $378.00
406. 3” Bark Mulch CY 254 $74.21 $18,849.34
Subtotal: $18,000.98
Total: $1,050,115.34
Percent From Engineer's Estimate: -5.85%
Marina Landscape, Inc.

Ph (714) 939-6600 744 N. Eckhoff Street, Orange, CA 92868 Base Bid

1. Site Preparation LS 1 $70,000.00 $70,000.00

2. Tree Removal EA 1 $3,000.00 $3,000.00

3. Selective Demolition LS 1 $190,000.00 $190,000.00

4. Storm Water Pollution Prevention Plan (SWPP) LS 1 $6,750.00 $6,750.00 & Storm Water Erosion and Sediment Control
Plan (SWESCP)

5. 6” Concrete Mow Curb LF 1,646 $35.00 $57,610.00

6. 3” Decomposed Granite Paving SF 14,777 $8.50 $125,604.50

7. Irrigation Remove Control Valve EA 65 $3,000.00 $195,000.00

8. Irrigation Pop-Up Rotary Spray EA 299 $60.00 $17,940.00

9. Irrigation Lateral Line LF 9,090 $15.00 $136,350.00

10. Irrigation Point Source Bubblers EA 1,860 $16.50 $30,690.00

11. Deep Root Watering Tree Bubblers EA 190 $85.00 $16,150.00

12. Landscape Soil Preparation SF 55,800 $0.50 $27,900.00

13. Container Planting, 1-Gallon EA 1,442 $15.00 $21,630.00

14. Container Planting, 5-Gallon EA 233 $30.00 $6,990.00

15. Container Planting, 15-Gallon Tree EA 12 $450.00 $5,400.00

16. Organic Soil Amendment CY 174 $35.00 $6,090.00

17. 3” Bark Mulch CY 2,562 $75.00 $192,150.00

18. Landscape Establishment and Maintenance EA 3 $2,500.00 $7,500.00 (Monthly)
Subtotal: $1,116,754.50
Percent From Engineer's Estimate: 11.71%
Bid Additive Alternative 1 – Freedom Park
101. 3” Bark Mulch CY 304 $45.00 $13,680.00
Subtotal: $13,680.00
Bid Additive Alternative 2 – Sanders Park
201. 3” Bark Mulch CY 468 $65.00 $30,420.00
Subtotal: $30,420.00
Bid Additive Alternative 3 – Ustach Park
301. Landscape Soil Preparation SF 6,400 $0.50 $3,200.00 302. Container Planting, 1-Gallon EA 141 $15.00 $2,115.00 #7..
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Page 3 of 5 ends

Park Turf Reduction, Phase 3
Item # Item Description Units Quantity Unit Price Extension 303. Container Planting, 5-Gallon EA 4 $30.00 $120.00
304. Organic Soil Amendment CY 21 $40.00 $840.00
305. 3” Bark Mulch CY 463 $90.00 $41,670.00
306. Landscape Establishment and Maintenance EA 3 $1,000.00 $3,000.00 (Monthly)
Subtotal: $50,945.00
Bid Additive Alternative 4 – West Basin
401. Site Preparation (Credit) LS 1 ($1,000.00) ($1,000.00) 402. Selective Demolition (Credit) LS 1 ($500.00) ($500.00) 403. Irrigation Remote Control Valve EA 1 $3,000.00 $3,000.00 404. Irrigation Pop-Up Rotary Spray EA 6 $50.00 $300.00 405. Irrigation Lateral Line LF 60 $12.00 $720.00
406. 3” Bark Mulch CY 254 $75.00 $19,050.00
Subtotal: $21,570.00
Total: $1,233,369.50
Percent From Engineer's Estimate: 10.59%
Suarez & Munoz Construction, Inc.

Ph (510) 782-6065 2490 American Avenue, Hayward, CA 94545 Base Bid

1. Site Preparation LS 1 $100,000.00 $100,000.00

2. Tree Removal EA 1 $500.00 $500.00

3. Selective Demolition LS 1 $220,000.00 $220,000.00

4. Storm Water Pollution Prevention Plan (SWPP) LS 1 $10,000.00 $10,000.00 & Storm Water Erosion and Sediment Control
Plan (SWESCP)

5. 6” Concrete Mow Curb LF 1,646 $60.00 $98,760.00

6. 3” Decomposed Granite Paving SF 14,777 $8.00 $118,216.00

7. Irrigation Remove Control Valve EA 65 $700.00 $45,500.00

8. Irrigation Pop-Up Rotary Spray EA 299 $76.00 $22,724.00

9. Irrigation Lateral Line LF 9,090 $13.00 $118,170.00

10. Irrigation Point Source Bubblers EA 1,860 $48.00 $89,280.00

11. Deep Root Watering Tree Bubblers EA 190 $210.00 $39,900.00

12. Landscape Soil Preparation SF 55,800 $0.60 $33,480.00

13. Container Planting, 1-Gallon EA 1,442 $30.00 $43,260.00

14. Container Planting, 5-Gallon EA 233 $55.00 $12,815.00

15. Container Planting, 15-Gallon Tree EA 12 $850.00 $10,200.00

16. Organic Soil Amendment CY 174 $75.00 $13,050.00

17. 3” Bark Mulch CY 2,562 $110.00 $281,820.00

18. Landscape Establishment and Maintenance EA 3 $8,000.00 $24,000.00 (Monthly)
Subtotal: $1,281,675.00
Percent From Engineer's Estimate: 28.20%
Bid Additive Alternative 1 – Freedom Park
101. 3” Bark Mulch CY 304 $110.00 $33,440.00
Subtotal: $33,440.00
Bid Additive Alternative 2 – Sanders Park
201. 3” Bark Mulch CY 468 $110.00 $51,480.00
Subtotal: $51,480.00
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Page 4 of 5 ends

Park Turf Reduction, Phase 3
Item # Item Description Units Quantity Unit Price Extension Bid Additive Alternative 3 – Ustach Park
301. Landscape Soil Preparation SF 6,400 $0.60 $3,840.00 302. Container Planting, 1-Gallon EA 141 $30.00 $4,230.00 303. Container Planting, 5-Gallon EA 4 $55.00 $220.00
304. Organic Soil Amendment CY 21 $75.00 $1,575.00
305. 3” Bark Mulch CY 463 $110.00 $50,930.00
306. Landscape Establishment and Maintenance EA 3 $3,000.00 $9,000.00 (Monthly)
Subtotal: $69,795.00
Bid Additive Alternative 4 – West Basin
401. Site Preparation (Credit) LS 1 ($100.00) ($100.00) 402. Selective Demolition (Credit) LS 1 ($100.00) ($100.00) 403. Irrigation Remote Control Valve EA 1 $700.00 $700.00 404. Irrigation Pop-Up Rotary Spray EA 6 $76.00 $456.00 405. Irrigation Lateral Line LF 60 $13.00 $780.00
406. 3” Bark Mulch CY 254 $110.00 $27,940.00
Subtotal: $29,676.00
Total: $1,466,066.00
Percent From Engineer's Estimate: 31.45%
Engineer's Estimate
Base Bid

1. Site Preparation LS 1 $104,400.00 $104,400.00

2. Tree Removal EA 1 $2,000.00 $2,000.00

3. Selective Demolition LS 1 $152,000.00 $152,000.00

4. Storm Water Pollution Prevention Plan (SWPP) LS 1 $9,000.00 $9,000.00 & Storm Water Erosion and Sediment Control
Plan (SWESCP)

5. 6” Concrete Mow Curb LF 1,646 $75.00 $123,450.00

6. 3” Decomposed Granite Paving SF 14,777 $8.50 $125,604.50

7. Irrigation Remove Control Valve EA 65 $1,000.00 $65,000.00

8. Irrigation Pop-Up Rotary Spray EA 299 $55.00 $16,445.00

9. Irrigation Lateral Line LF 9,090 $8.00 $72,720.00

10. Irrigation Point Source Bubblers EA 1,860 $25.00 $46,500.00

11. Deep Root Watering Tree Bubblers EA 190 $40.00 $7,600.00

12. Landscape Soil Preparation SF 55,800 $0.40 $22,320.00

13. Container Planting, 1-Gallon EA 1,442 $20.00 $28,840.00

14. Container Planting, 5-Gallon EA 233 $45.00 $10,485.00

15. Container Planting, 15-Gallon Tree EA 12 $250.00 $3,000.00

16. Organic Soil Amendment CY 174 $40.00 $6,960.00

17. 3” Bark Mulch CY 2,562 $75.00 $192,150.00

18. Landscape Establishment and Maintenance EA 3 $3,750.00 $11,250.00 (Monthly)
Subtotal: $999,724.50
Bid Additive Alternative 1 – Freedom Park
101. 3” Bark Mulch CY 304 $75.00 $22,800.00
Subtotal: $22,800.00
Bid Additive Alternative 2 – Sanders Park
201. 3” Bark Mulch CY 468 $75.00 $35,100.00
Subtotal: $35,100.00
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Page 5 of 5 ends

Park Turf Reduction, Phase 3
Item # Item Description Units Quantity Unit Price Extension Bid Additive Alternative 3 – Ustach Park
301. Landscape Soil Preparation SF 6,400 $0.40 $2,560.00 302. Container Planting, 1-Gallon EA 141 $20.00 $2,820.00 303. Container Planting, 5-Gallon EA 4 $45.00 $180.00
304. Organic Soil Amendment CY 21 $40.00 $840.00
305. 3” Bark Mulch CY 463 $75.00 $34,725.00
306. Landscape Establishment and Maintenance EA 3 $100.00 $300.00 (Monthly)
Subtotal: $41,425.00
Bid Additive Alternative 4 – West Basin
401. Site Preparation (Credit) LS 1 ($1,600.00) ($1,600.00) 402. Selective Demolition (Credit) LS 1 ($3,000.00) ($3,000.00) 403. Irrigation Remote Control Valve EA 1 $1,000.00 $1,000.00 404. Irrigation Pop-Up Rotary Spray EA 6 $55.00 $330.00 405. Irrigation Lateral Line LF 60 $8.00 $480.00
406. 3” Bark Mulch CY 254 $75.00 $19,050.00
Subtotal: $16,260.00
Total: $1,115,309.50
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 9, 2026
Date: May 20, 2026
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Toby Wells, Director of Engineering Services Department / City Engineer SUBJECT: Accept The Awesome Spot Playground, Phase 1A Project CONTACT: Peter Kambel, Senior Civil Engineer, [email protected], 209-577-5444
DESCRIPTION:

Consider accepting The Awesome Spot Playground, Phase 1A Project as complete, releasing securities, releasing payments totaling $812,308 to Westside Landscape & Concrete, Inc. of Newman CA, and authorizing the City Clerk to file a Notice of Completion. (Funding Source: Various Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2025-26 Strategic Plan Area of Focus:

Quality of Life and Governance and Service Delivery.

BACKGROUND:

Completion of The Awesome Spot Playground, Phase 1A Project is the culmination of an effort by community members and local design professionals to finish the initial phase of an all-inclusive playground at Beyer Park. The playground is a first-of-its-kind in the region, providing accessibility for all ages of individuals with a wide range of physical disabilities for which traditional playgrounds are non-accessible.

DISCUSSION:

The work for this project was initially advertised for bids October 4, 2024, and bids were publicly opened on October 22, 2024. Westside Landscape & Concrete, Inc. of Newman CA was determined to be the lowest responsive bidder.

On December 10, 2024, by Resolution 2024-194, Council awarded a contract to Westside Landscape & Concrete, Inc., in the amount of $738,868. The Contractor received the #8..
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City Council, June 9, 2026
Accept The Awesome Spot Playground, Phase 1A Project

Page 2 of 3 ends

Notice to Proceed with a start date of March 17, 2025. All contract work was completed on January 7, 2026.

By accepting this project as complete, the City officially accepts the improvements made and authorizes the Notice of Completion to be filed. The City Clerk is authorized to complete all the necessary steps to file Notice of Completion with the County Recorder, release securities, and authorize payments totaling $812,308. The work is covered by a one-year warranty for any issues that may arise.

Staff recommends the project for acceptance as the contractor has complied with all contract requirements for the project.

FISCAL IMPACT:

The total project costs were $1,634,783, which included design, construction, construction cost previously spent, and construction administration costs. The total project amount originally budgeted was $1,693,013 which included $812,755 for the construction contract and contingency with Westside Landscape & Concrete, Inc.

The City’s “Change Order Approval Policy” enacted by Council Resolution No. 94-443 on July 19, 1994, updated by Resolution No. 2019-326 on July 9, 2019, and revised a second time on September 12, 2023, by Council Resolution No. 2023-405, established a contract change order authority of 10% for construction contracts up to $10,000,000. Staff is requesting the Engineering Services Director’s Authority to issue change orders of 10% ($73,887) of the construction contract.

There were five (5) change orders resulting in an overall increase of $73,440 for change order work as listed on the attached change order log. A summary of the expenditures for the overall project is listed below.
100984 – PRN – Awesome Spot Playground at Beyer Park
PROJECT EXPENDITURES:

Construction Contract % of Contract $738,868
Construction Contingency (Change Orders) 9.94% $73,440
Construction Administration – City Staff Support 15.97% $117,990 Engineering Design/Admin. – City Staff Support/Misc. 7.06% $52,152 Construction Cost (Previously Spent) $652,333
TOTAL CONSTRUCTION EXPENDITURES: $1,634,783
COMMITTEE RECOMMENDATION:

This project was reviewed for initial award by the Safety and Communities Committee on November 18, 2024, and the committee recommended forwarding the item to Council for approval.
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City Council, June 9, 2026
Accept The Awesome Spot Playground, Phase 1A Project

Page 3 of 3 ends

CEQA/NEPA REQUIREMENTS:

City staff prepared a Notice of Exemption No. EA/PR&N 2022-01 and determined the project is categorically exempt from CEQA due to the fact that it is a replacement of an existing facility which has substantially the same purpose, is located at the same site.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution accepting The Awesome Spot Playground, Phase 1A Project as complete, releasing securities, releasing payments totaling $812,308 to Westside Landscape & Concrete, Inc. of Newman CA, and authorizing the City Clerk to file a Notice of Completion.

Approved by: _________________________________________
Toby Wells, Director of Engineering Services/
City Engineer
_____________________________________
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Contract Change Order Log

3. Project (100984) Substantial Completion Form

4. Notice of Completion
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06/09/2026/ESD/PKambel/Item X 1 2026-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2026-XX

RESOLUTION ACCEPTING THE AWESOME SPOT PLAYGROUND, PHASE 1A PROJECT AS COMPLETE, RELEASING SECURITIES, RELEASING PAYMENTS TOTALING $812,308 TO WESTSIDE LANDSCAPE &
CONCRETE, INC. OF NEWMAN CA, AND AUTHORIZING THE CITY CLERK

TO FILE A NOTICE OF COMPLETION
WHEREAS, completion of The Awesome Spot Playground, Phase 1A Project is the culmination of an effort by community members and local design professionals to finish the initial phase of an all-inclusive playground at Beyer Park. The playground is a first-of-its-kind in the region, providing accessibility for all ages of individuals with a wide range of physical disabilities for which traditional playgrounds are non-accessible; and
WHEREAS, the work for this project was initially advertised for bids October 4, 2024; and
WHEREAS, bids were publicly opened on October 22, 2024, and Westside Landscape & Concrete, Inc. of Newman CA; and
WHEREAS, on December 10, 2024, by Resolution 2024-194, Council awarded a contract to Westside Landscape & Concrete, Inc., in the amount of $738,868; and
WHEREAS, the Contractor received the Notice to Proceed with a start date of March 17, 2025. All contract work was completed on January 7, 2026; and WHEREAS, the total project costs were $1,634,783, which included design, construction, construction cost previously spent, and construction administration costs. The total project amount originally budgeted was $1,693,013 #8..
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06/09/2026/ESD/PKambel/Item X 2 2026-XX
which included $812,755 for the construction contract and contingency with Westside Landscape & Concrete, Inc; and
WHEREAS, the City’s “Change Order Approval Policy” enacted by Council Resolution No. 94-443 on July 19, 1994, updated by Resolution No. 2019-326 on July 9, 2019, and revised a second time on September 12, 2023, by Council Resolution No. 2023-405, established a contract change order authority of 10% for construction contracts up to $10,000,000. Staff is requesting the Engineering Services Director’s Authority to issue change orders of 10% ($73,887) of the construction contract; and
WHEREAS, there were five (5) change orders resulting in an overall increase of $73,440 for change order work as listed on the attached change order log; and
WHEREAS, by accepting this project as complete, the City officially accepts the improvements made and authorizes the Notice of Completion to be filed.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Modesto that The Awesome Spot Playground, Phase 1A Project as complete, releasing securities, releasing payments totaling $812,308 to Westside Landscape & Concrete, Inc. of Newman CA, and authorizing the City Clerk to file a Notice of Completion.
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06/09/2026/ESD/PKambel/Item X 3 2026-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 9th day of June, 2026, 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
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CHANGE
ORDER
NO. DESCRIPTION EXECUTED AMOUNT
CAUSE

UNFORSEEN

CONDITIONS
DESIGN
ISSUE
ADDED
SCOPE

CONTRACT CHANGE ORDER LOG
Date: February 24, 2026
TIME
EXT. Approved
2025/10 - The Awesome Spot Playground Phase 1A Project 100984 | KRAZAN PROJECT NUMBER AND NAME:
01 Change of Picnic Table Type 05/22/25 $4,583.00 0 W.D. No No Yes Yes 02 Concrete Reinforcement (Rebar, Mesh) 10/20/25 $27,000.00 0 W.D. Yes No No Yes 03 Force Account Work for New Walk Grades and 8
Additional Working Days
11/26/25 $41,424.10 8 W.D. No No Yes Yes
04 EZ Sleeves for Hand Rails 11/26/25 $432.00 0 W.D. No No Yes Yes 05 Areas 1-3 02/24/26 $0.00 31 W.D. No No Yes Yes
Total Change Orders Processed To Date: $73,439.10
Original Contract Amount: $738,868.00
IDA To: $73,887.00
Total Working Days Time Extension: 39
Original Director's CCO Authority: $73,887.00
IDA Date: 12/10/2024
Total Executed Change Orders To Date: $73,439.10
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CHANGE
ORDER
NO. DESCRIPTION EXECUTED AMOUNT
CAUSE

UNFORSEEN

CONDITIONS
DESIGN
ISSUE
ADDED
SCOPE

CONTRACT CHANGE ORDER LOG
Date: February 24, 2026
TIME
EXT. Approved
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Requested by
City of Modesto/City Clerk’s Office
Return to City of Modesto/City Clerk’s Office:

PO Box 642
Modesto CA 95353

NOTICE OF COMPLETION
NOTICE IS HEREBY GIVEN that on April 12, 2022 the City of Modesto, PO Box 642, Modesto, California 95353, a Municipal Corporation in the County of Stanislaus, State of California, awarded the contract to Caliber Contracting Services Inc. of Fresno, CA for the project titled “The Awesome Spot Playground, Phase 1A” located at 3700 Beyer Park Dr, Modesto CA 95355. On January 7, 2026, said contract, as a whole, was completed by Westside Landscape & Concrete, Inc., and accepted by the Council of the City of Modesto at a regular meeting of the Council held on June 9, 2026.

CITY OF MODESTO
By
Diane Nayares-Perez, City Clerk
I certify under penalty of perjury that the foregoing is true and correct.

Date: By
Modesto, CA Diane Nayares-Perez, City Clerk
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 9, 2026
Date: May 20, 2026
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Toby Wells, Director of Engineering Services Department / City Engineer SUBJECT: Accept the Rebid Plant Structural Improvements Project CONTACT: Peter Kambel, Senior Civil Engineer, [email protected], 209-577-5444
DESCRIPTION:

Consider accepting Rebid Plant Structural Improvements Project as complete, releasing securities, releasing payments totaling $2,705,519 to Caliber Contracting Services Inc., of Fresno, CA, and authorizing the City Clerk to file a Notice of Completion. (Funding Source: Wastewater Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2025-26 Strategic Plan Initiative, Goal D:

Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

Completion of the Rebid Plant Structural Improvements Project provided improvements to the existing chlorine building, a new dry clean blast enclosure, a new concrete vault for the valve farm, recoating the existing anaerobic digestors, and repainting of the Thousand Oaks lift station. All these improvements were completed at the Sutter Road Wastewater Treatment Plant.

DISCUSSION:

The work for this project was initially advertised for bids June 22, 2021, and bids were publicly opened on July 27, 2021.

Although there was a good turnout at the mandatory pre-bid meeting, with diverse contractors and subcontractors expressing interest in this project, only one bid was #9..
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City Council, June 9, 2026
Accept the Rebid Plant Structural Improvements Project

Page 2 of 3 ends

received. Therefore, there was no bidding competition, with only one bid received that was 59.21% above the engineer’s estimate. On September 28, 2021, by Resolution 2021-382, Council approved rejecting all bids for the Plant Structural Improvements Project and authorizing staff to re-advertise the project for bids at a future date.

The Rebid Plant Structural Improvements Project was re-advertised for bids on December 21, 2021. Bids were publicly opened on February 22, 2022, and Caliber Contracting Services Inc, of Fresno, CA, was the responsible bidder with the lowest responsive bid at

0.67% above the engineers’ estimate.

On April 12, 2022, by Resolution 2022-186, Council awarded a contract to Caliber Contracting Services Inc., in the amount of $2,516,700. The Contractor received the Notice to Proceed with a start date of September 19, 2022. All contract work was completed on July 11, 2025.

By accepting this project as complete, the City officially accepts the improvements made and authorizes the Notice of Completion to be filed. The City Clerk is authorized to complete all the necessary steps to file Notice of Completion with the County Recorder, release securities, and authorize payments totaling $2,705,519. The work is covered by a one-year warranty for any issues that may arise.

Due to delays in final quantity and As-built approval, change order processing, and monument preservation, the administrative closure of this project was delayed. As such, the Construction Administration and the City Manager’s Office authorized the reduction of the retention release on November 13, 2024, and the full release of retention on January 27, 2026, per the attached memorandums.

Staff recommends the project for acceptance as the contractor has complied with all contract requirements for the project.

FISCAL IMPACT:

The total project costs were $3,207,155, which included design, design consultant (Carollo), construction, and construction administration costs. The total project amount originally budgeted was $3,198,704 which included $2,818,704 for the construction contract and contingency with Caliber Contracting Services Inc.

The City’s “Change Order Approval Policy” enacted by Council Resolution No. 94-443 on July 19, 1994, updated by Resolution No. 2019-326 on July 9, 2019, establishing a contract change order authority of 8% for construction contracts of this dollar value.

However, given the nature of this project dealing with aged infrastructure and facilities, additional work may be needed to address unexpected conditions that require changes in the project scope that may exceed the Director’s Authority of 8% ($201,336) of the contract amount of $2,516,700. Staff requested authorization to increase the contract change order budget to 12% ($302,004) due to unknown challenges. #9..
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City Council, June 9, 2026
Accept the Rebid Plant Structural Improvements Project

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There were sixteen (16) change orders resulting in an overall increase of $188,819 for change order work as listed on the attached change order log. A summary of the expenditures for the overall project is listed below.
100931 – UPP Engineering Design “Plant Structural Improvements” PROJECT EXPENDITURES:

Construction Contract % of Contract $2,516,700
Construction Contingency (Change Orders) 7.50% $188,819 Construction Administration – City Staff Support 12.31% $309,899 Engineering Design Consultants (Carollo) 4.37% $110,000 Engineering Design/Admin. – City Staff Support/Misc. 3.25% $81,737 TOTAL CONSTRUCTION EXPENDITURES: $3,207,155
COMMITTEE RECOMMENDATION:

This project was presented to the Finance Committee on March 25, 2019, as a report on upcoming Capital Improvement construction projects and was recommended to forward to Council for future award of construction.

CEQA/NEPA REQUIREMENTS:

Environmental review has been provided through Statement of Exemption, EA/UTL No. 2020-15 –Categorical Section 15301 (Ex. Facilities) Class1, (d) & (e-2).

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution accepting Rebid Plant Structural Improvements Project as complete, releasing securities, releasing payments totaling $2,705,519 to Caliber Contracting Services Inc., of Fresno, CA, and authorizing the City Clerk to file a Notice of Completion.

Approved by: _________________________________________
Toby Wells, Director of Engineering Services/
City Engineer
_____________________________________
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Contract Change Order Log

3. Project (100931) Substantial Completion Form

4. Notice of Completion

5. Memorandum – Reduced Retention

6. Memorandum – Release Retention
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06/09/2026/ESD/PKambel/Item X 1 2026-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2026-XX

RESOLUTION ACCEPTING REBID PLANT STRUCTURAL IMPROVEMENTS

PROJECT AS COMPLETE, RELEASING SECURITIES, RELEASING
PAYMENTS TOTALING $2,705,519 TO CALIBER CONTRACTING SERVICES INC., OF FRESNO, CA, AND AUTHORIZING THE CITY CLERK TO FILE A

NOTICE OF COMPLETION
WHEREAS, completion of the Rebid Plant Structural Improvements Project provided improvements to the existing chlorine building, a new dry clean blast enclosure, a new concrete vault for the valve farm, recoating the existing anaerobic digestors, and repainting of the Thousand Oaks lift station. All these improvements were completed at the Sutter Road Wastewater Treatment Plant; and
WHEREAS, the work for this project was initially advertised for bids June 22, 2021, and bids were publicly opened on July 27, 2021; and WHEREAS, although there was a good turnout at the mandatory pre-bid meeting, with diverse contractors and subcontractors expressing interest in this project, only one bid was received. Therefore, there was no bidding competition, with only one bid received that was 59.21% above the engineer’s estimate; and WHEREAS, the Rebid Plant Structural Improvements Project was readvertised for bids on December 21, 2021; and WHEREAS, bids were publicly opened on February 22, 2022, and Caliber Contracting Services Inc, of Fresno, CA, was the responsible bidder with the lowest responsive bid at 0.67% above the engineers’ estimate; and WHEREAS, on April 12, 2022, by Resolution 2022-186, Council awarded a contract to Caliber Contracting Services Inc., in the amount of $2,516,700; and #9..
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06/09/2026/ESD/PKambel/Item X 2 2026-XX
WHEREAS, the Contractor received the Notice to Proceed with a start date of September 19, 2022. All contract work was completed on July 11, 2025; and WHEREAS, the total project costs were $3,207,155, which included design, design consultant (Carollo), construction, and construction administration costs. The total project amount originally budgeted was $3,198,704 which included $2,818,704 for the construction contract and contingency with Caliber Contracting Services Inc; and
WHEREAS, the City’s “Change Order Approval Policy” enacted by Council Resolution No. 94-443 on July 19, 1994, updated by Resolution No. 2019-326 on July 9, 2019, establishing a contract change order authority of 8% for construction contracts of this dollar value. However, given the nature of this project dealing with aged infrastructure and facilities, additional work may be needed to address unexpected conditions that require changes in the project scope that may exceed the Director’s Authority of 8% ($201,336) of the contract amount of $2,516,700.

Staff is requesting authorization to increase the contract change order budget to 12% ($302,004) due to unknown challenges; and
WHEREAS, there were sixteen (16) change orders resulting in an overall increase of $188,819 for change order work as listed on the attached change order log; and
WHEREAS, by accepting this project as complete, the City officially accepts the improvements made and authorizes the Notice of Completion to be filed.
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06/09/2026/ESD/PKambel/Item X 3 2026-XX
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Modesto that the Rebid Plant Structural Improvements Project is complete, releasing securities, releasing payments totaling $2,705,519 to Caliber Contracting Services Inc., of Fresno, CA, and authorizing the City Clerk to file a Notice of Completion.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 9th day of June, 2026, 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
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CHANGE
ORDER
NO. DESCRIPTION EXECUTED AMOUNT
CAUSE

UNFORSEEN

CONDITIONS
DESIGN
ISSUE
ADDED
SCOPE

CONTRACT CHANGE ORDER LOG
Date: March 10, 2026
TIME
EXT. Approved
2022/13 - Plant Structural Improvements 100931 BSK
PROJECT NUMBER AND NAME:
01 Weekend cost of labor for the electrical shutdown 08/09/23 $15,835.79 0 W.D. No No Yes Yes 02 Deleted Concrete Work and Reduced Electrical 08/09/23 -$48,648.00 0 W.D. No Yes No Yes 03 Redesign Below Grade Structural Foundation 10/10/23 $32,958.08 4 W.D. No Yes No Yes 04 Install Thrust Blocks 12/13/23 $22,389.07 7 W.D. No Yes No Yes 05 Remove unforseen concrete mask 02/27/24 $12,401.24 0 W.D. No No No Yes 06 Place Additional Granules for Digester 2 and 14
Additional Working Days
03/19/24 $49,596.05 14 W.D. No No Yes Yes
07 Remove and Replace SS Riser Pipe and One Additional
Working Day.
05/23/24 $10,667.66 1 W.D. No Yes No Yes
08 Additional 45 Working Days 08/21/24 $0.00 45 W.D. No Yes No Yes 09 Provide Conductors to Light Pole and 1 Additional
Working Day
08/21/24 $4,313.73 1 W.D. No No Yes Yes
10 Prep and Coat 60 Inch Steel Pipe. 10/14/24 $32,798.58 0 W.D. No Yes No Yes 11 Install Tile at the Controller Building 11/21/24 $3,419.06 0 W.D. No Yes No Yes 12 Purchase Actuator Parts and Set Limits. 12/18/24 $20,573.40 0 W.D. No No Yes Yes 13 Remove and Re-Route Electrical Conduit 04/17/25 $28,424.08 0 W.D. No Yes No Yes 14 Purchase and Provide Coupler Part Materials and 20
Additional Working Days
05/25/25 $13,586.45 20 W.D. No Yes No Yes
15 Balancing Change Order Bid Item #10 Adjust Quantities Consistent with Field Condtions.
11/20/25 -$9,496.20 0 W.D. No No Yes Yes
16 130 Additional Working Days 01/06/26 $0.00 130 W.D. No Yes No Yes #9..
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CHANGE
ORDER
NO. DESCRIPTION EXECUTED AMOUNT
CAUSE

UNFORSEEN

CONDITIONS
DESIGN
ISSUE
ADDED
SCOPE

CONTRACT CHANGE ORDER LOG
Date: March 10, 2026
TIME
EXT. Approved
Total Change Orders Processed To Date: $188,818.99
Original Contract Amount: $2,516,700.00
IDA To: $302,004.00
Total Working Days Time Extension: 222
Original Director's CCO Authority: $201,336.00
IDA Date: 4/12/2022
Total Executed Change Orders To Date: $188,818.99
#9..
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CHANGE
ORDER
NO. DESCRIPTION EXECUTED AMOUNT
CAUSE

UNFORSEEN

CONDITIONS
DESIGN
ISSUE
ADDED
SCOPE

CONTRACT CHANGE ORDER LOG
Date: March 10, 2026
TIME
EXT. Approved
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Requested by
City of Modesto/City Clerk’s Office
Return to City of Modesto/City Clerk’s Office:

PO Box 642
Modesto CA 95353

NOTICE OF COMPLETION
NOTICE IS HEREBY GIVEN that on April 12, 2022 the City of Modesto, PO Box 642, Modesto, California 95353, a Municipal Corporation in the County of Stanislaus, State of California, awarded the contract to Caliber Contracting Services Inc. of Fresno, CA for the project titled “Rebid Plant Structural Improvements” located at 1221 Sutter Avenue, Modesto CA 95351. On July 11, 2025, said contract, as a whole, was completed by Caliber Contracting Services Inc., and accepted by the Council of the City of Modesto at a regular meeting of the Council held on June 9, 2026.

CITY OF MODESTO
By
Diane Nayares-Perez, City Clerk
I certify under penalty of perjury that the foregoing is true and correct.

Date: By
Modesto, CA Diane Nayares-Perez, City Clerk
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 9, 2026
Date: April 27, 2026
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: Monthly Investment Report – March 2026
CONTACT: Calogero Maniscalco, Senior Financial Analyst
[email protected], 209-577-5219
DESCRIPTION:

Consider accepting the Monthly Investment Report for March 2026. (Funding Source:

Various Funds)
STRATEGIC PLAN ELEMENT:

This recommended action supports the City’s 2025-2026 Strategic Plan Goal H:

Achieve Long-Term Financial Sustainability.

BACKGROUND:

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

DISCUSSION:

It is the function of the Finance Department to deposit and invest funds in accordance with sound treasury management and to safeguard the principal and maintain the liquidity needs of the City. The purpose of the Monthly Investment Report is to keep the City Council and City Manager informed of the City’s investment portfolio. As shown in #10..
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City Council, June 9, 2026
Monthly Investment Report – March 2026

Page 2 of 2 ends

Attachment 2, on March 31, 2026 the City had a closing market value of $492,262,274 in its investment portfolio.

FISCAL IMPACT:

In March, the approximate yield of the City’s combined investments was 4.20% (see attachment 3) on a weighted average. For the portfolio of securities alone, the yield to maturity on cost was 4.25%. For comparative purposes, the yields (as of March 31, 2026) of other investments commonly used by public agencies are listed below:

Local Agency Investment Fund: 3.83%
1-Year U.S. Treasury Note: 3.74%
2-Year U.S. Treasury Note: 3.80%

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

COMMITTEE RECOMMENDATION:

This item is being presented as informational to share the monthly Investment Report and activity to Council and the public. Therefore, this item is not required to be presented to Committee.

CEQA/NEPA REQUIREMENTS:

This item does not constitute a “project” within the meaning of California Environmental Quality Act (CEQA) Guidelines Section 15378 and requires no environmental review.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Motion accepting the Monthly Investment Report for March 2026.

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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Page 1 ends

PORTFOLIO HOLDINGS
Attachment 1
Percentages may not total to 100% due to rounding.

Investment Type No. of Investments Amount Invested
CAMP 1 $31,202,481.58
Federal Agency CMO 29 $83,111,628.90
U.S. Treasury 42 $200,831,642.87
Negotiable CD 1 $3,515,526.00
Corporate Note 48 $110,405,673.37
Asset -Backed 39 $63,195,320.87
Total Invested 160 $492,262,273.59
Sector Allocation
March 31, 2026 versus February 28, 2026
Sector March 31, 2026 February 28, 2026 Change in Allocation Permitted by Policy
U.S. Treasury 40.8% 43.7% -2.9% 100%
Federal Agency CMO 16.9% 17.1% -0.2% 100%
Negotiable CD 0.7% 0.7% 0.0% 30%
Corporate Note 22.4% 20.2% 2.2% 30%
Asset -Backed 12.8% 11.9% 1.0% 20%
CAMP 6.3% 6.4% -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
The Federal Open Market Committee (Fed or FOMC) met in March and held the target rate unchanged at

3.50%–3.75%, as expected. Policymakers acknowledged heightened uncertainty stemming from the conflict and communicated a patient, data -dependent approach. The “dot plot” showed several individual projections shifting toward fewer or no rate cuts, though the median expectation remained for one additional 25 basis point (bps) cut in 2026.

Geopolitics dominated markets in March amid the escalating Middle East conflict and near -closure of the Strait of Hormuz, a critical energy chokepoint which handles roughly 20% of global seaborne oil trade.

Brent crude ended March at $118 per barrel, up more than 60% for the month. Volatility also spiked across energy, fixed -income, and global equity markets.

During the month, in the Long -Term Portfolio, we bought three U.S. Treasury securities, one treasury bill that matured this month, the other two with maturities of 5 years. We also purchased five corporate notes, three federal agency commercial mortgage -backed securities and two asset -backed securities.

There was no activity in the Short -Term Portfolio.
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Long -Term Portfolio Total Return
March 31, 2026
1 Month Trailing
12 Months
Trailing 36
Months
Trailing 60
Months
Since
Inception 5
City of Modesto Investment Portfolio 1,2,3-0.72% 4.32% 4.36% 1.86% 2.29% Modesto Performance Benchmark 4-0.75% 3.86% 3.92% 1.48% 2.00% Average Portfolio Yields
March 31, 2026
Past
Month
Past 3
Months
Past
Year
Past 3
Years
Past 5
Years
City of Modesto Investment Portfolio 4.25% 4.26% 4.17% 3.36% 2.69% City of Modesto Short -Term Portfolio 3.97% 3.97% 4.05% 4.81% -

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 at 3.67%, 3.79%, and 4.32%, representing increases of +2 bps, +42 bps, and +38 bps, respectively. Investment -grade (IG) corporate bond spreads widened noticeably in March and pushed excess returns firmly negative . Spreads on a sset -backed securities (ABS) widened marginally over the month despite the negative market sentiment. Solid consumer fundamentals and credit enhancements are expected to insulate the sector from meaningful downturns.

Mortgage -backed securities (MBS) generated negative excess returns over the month as higher yields and a spike in bond volatility weighed on the sector. Conversely, the less interest -rate sensitive agency CMBS sector largely broke even over the month.

Longer duration bond indices bore the brunt of rising yields as higher rates pressured market values. Both the portfolio and its benchmark returned negative performance in March. The portfolio outperformed the benchmark by 3 basis point (0.03%). Since inception, the portfolio continues to produce strong performance and has outperformed the benchmark by 29 basis points each year on average.

Detail may not add to total due to rounding
$71.1
$12.2
$53.0
$111.3 $99.7
$145.1
$0.0
$25.0
$50.0
$75.0
$100.0
$125.0
$150.0
$175.0
Under 6
Months
6-12 Months 1-2 Years 2-3 Years 3-4 Years 4-5 Years
Millions
Maturity Distribution
March 31, 2026
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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

0.69 %
Fiscal Year -to-Date Income Return

3.25 %
Prior 12 Months Income Return

3.51 %
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Page 4 ends

Economic Summary
Conflict in Iran Pushes Oil Higher
Source: Bloomberg Finance L.P. Retail Gasoline and Diesel, as of April 6, 2026. Price of oil as of 4/10/2026. $2
$3
$4
$5
2024 2025 2026
Retail Gasoline (per gallon)
$50
$60
$70
$80
$90
$100
$110
$120
Apr-24 Oct-24 Apr-25 Oct-25 Apr-26
Price of Oil
WTI crude oil futures, $/barrel
YTD: +46 .57 %
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Page 5 ends

Source: Congressional Budget Office January 2026 economic projections, Bureau of Labor Statistics. Bloomberg Finance L.P., as of March 2026. Data is seasonally adjusted.

Economic Summary
Unemployment and Changes to Nonfarm
Payrolls
228
64 78
87 53
9 155
33 134
237
-48
42 67
108
13 -20
64 -70
76 -140
41 -17
160
-133
178
-250
-150
-50
50 150
250
350
Mar-24
Jun-24
Sep-24
Dec-24
Mar-25
Jun-25
Sep-25
Dec-25
Mar-26
Thousands
Monthly Change In
Nonfarm Payrolls
March -26

4.3%
3%
4%
5%
2022 2023 2024 2025 2026
Unemployment Rate
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Source: ICE BofA 1-5 year Indices via Bloomberg Finance L.P., MarketAxess and PFMAM as of 4/9/2026.

Spreads on ABS, and MBS are option -adjusted spreads of 0-5 year indices based on weighted average life; spreads on agencies are relative to comparable maturity Treasuries. CMBS is Commercial Mortgage -Backed Securities.

Economic Summary
Sector Yield Spreads
-0.2%
-0.1%

0.0%

0.1%

0.2%

0.3%
Mar-24 Sep-24 Mar-25 Sep-25 Mar-26
Federal Agency Yield Spread

0.0%

0.2%

0.4%

0.6%

0.8%

1.0%

1.2%
Mar-24 Sep-24 Mar-25 Sep-25 Mar-26
Asset -Backed Securities AAA Yield Spreads

0.0%

0.2%

0.4%

0.6%

0.8%

1.0%

1.2%
Mar-24 Sep-24 Mar-25 Sep-25 Mar-26
Corporate Notes A -AAA Yield Spreads
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U.S. Treasury Yields
Source: Bloomberg Finance L.P., as of 3/31/2026.

Economic Summary

3.00%

3.50%

4.00%

4.50%

5.00%

5.50%
3 M
1 Y
2 Y
3 Y
4 Y
5 Y
10 Y
30 Y
Maturity
U.S. Treasury Yield Curve
March 31, 2026
February 28, 2026
December 31, 2025
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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
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CITY OF MODESTO - Combined Portfolio

ACCOUNT STATEMENT
For the Month Ending
March 31, 2026
Customer Service
PO Box 11813
Harrisburg, PA 17108-1813
Contents
Cover/Disclosures
Summary Statement
Individual Accounts

CITY OF MODESTO
ATTN: Accounts Payable
P.O. BOX 642
MODESTO, CA 95353
Client Management Team
Accounts included in Statement

CITY OF MODESTO

CITY OF MODESTO SHORT-TERM
Online Access https://www.pfmam.com Customer Service 1-717-232-2723 Monique Spyke
Managing Director
1 California Street Ste. 1000
San Francisco, CA 94111-5411
415-393-7270
[email protected]
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For the Month Ending March 31, 2026
Account Statement
Important Disclosures
Important Disclosures
365 and dividing the result by 7. The yields quoted should not be considered a representation of the yield of the fund in the future, since the yield is not fixed.

Average maturity represents the average maturity of all securities and investments of a portfolio, determined by multiplying the par or principal value of each security or investment by its maturity (days or years), summing the products, and dividing the sum by the total principal value of the portfolio. The stated maturity date of mortgage backed or callable securities are used in this statement. However the actual maturity of these securities could vary depending on the level or prepayments on the underlying mortgages or whether a callable security has or is still able to be called.

Monthly distribution yield represents the net change in the value of one share (normally $1.00 per share) resulting from all dividends declared during the month by a fund expressed as a percentage of the value of one share at the beginning of the month. This resulting net change is then annualized by multiplying it by 365 and dividing it by the number of calendar days in the month.

YTM at Cost The yield to maturity at cost is the expected rate of return, based on the original cost, the annual interest receipts, maturity value and the time period from purchase date to maturity, stated as a percentage, on an annualized basis.

YTM at Market The yield to maturity at market is the rate of return, based on the current market value, the annual interest receipts, maturity value and the time period remaining until maturity, stated as a percentage, on an annualized basis.

Managed Account A portfolio of investments managed discretely by PFMAM according to the client’s specific investment policy and requirements. The investments are directly owned by the client and held by the client’s custodian.

Unsettled Trade A trade which has been executed however the final consummation of the security transaction and payment has not yet taken place.

Please review the detail pages of this statement carefully. If you think your statement is wrong, missing account information, or if you need more information about a transaction, please contact PFMAM within 60 days of receipt. If you have other concerns or questions regarding your account, or to request an updated copy of PFMAM's current disclosure statement, please contact a member of your client management team at PFMAM Service Operations at the address below.

PFM Asset Management
Attn: Service Operations
213 Market Street
Harrisburg, PA 17101

NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE
This statement is for general information purposes only and is not intended to provide specific advice or recommendations. PFM Asset Management ("PFMAM") is a division of U.S. Bancorp Asset Management, Inc. ("USBAM"), a SEC-registered investment adviser. USBAM is direct subsidiary of U.S. Bank National Association ("U.S. Bank") and an indirect subsidiary of U.S. Bancorp. U.S. Bank is not responsible for and does not guarantee the products, services or performance of PFMAM. PFMAM maintains a written disclosure statement of our background and business experience. If you would like to receive a copy of our current disclosure statement, please contact Service Operations at the address below.

Proxy Voting PFMAM does not normally receive proxies to vote on behalf of its clients.

However, it does on occasion receive consent requests. In the event a consent request is received the portfolio manager contacts the client and then proceeds according to their instructions. PFMAM’s Proxy Voting Policy is available upon request by contacting Service Operations at the address below.

Questions About an Account PFMAM’s monthly statement is intended to detail our investment advisory activity as well as the activity of any accounts held by clients in pools that are managed by PFMAM. The custodian bank maintains the control of assets and executes (i.e., settles) all investment transactions. The custodian statement is the official record of security and cash holdings and transactions. PFMAM recognizes that clients may use these reports to facilitate record keeping and that the custodian bank statement and the PFMAM statement should be reconciled and differences resolved.

Many custodians use a settlement date basis which may result in the need to reconcile due to a timing difference.

Account Control PFMAM does not have the authority to withdraw funds from or deposit funds to the custodian outside the scope of services provided by PFMAM. Our clients retain responsibility for their internal accounting policies; implementing and enforcing internal controls and generating ledger entries or otherwise recording transactions.

Market Value Generally, PFMAM’s market prices are derived from closing bid prices as of the last business day of the month as supplied by ICE Data Services. There may be differences in the values shown for investments due to accrued but uncollected income and the use of differing valuation sources and methods. Non-negotiable FDIC-insured bank certificates of deposit are priced at par. Although PFMAM believes the prices to be reliable, the values of the securities may not represent the prices at which the securities could have been bought or sold. Explanation of the valuation methods for a registered investment company or local government investment program is contained in the appropriate fund offering documentation or information statement.

Amortized Cost The original cost of the principal of the security is adjusted for the amount of the periodic reduction of any discount or premium from the purchase date until the date of the report. Discount or premium with respect to short term securities (those with less than one year to maturity at time of issuance) is amortized on a straightline basis. Such discount or premium with respect to longer term securities is amortized using the constant yield basis.

Tax Reporting Cost data and realized gains / losses are provided for informational purposes only. Please review for accuracy and consult your tax advisor to determine the tax consequences of your security transactions. PFMAM does not report such information to the IRS or other taxing authorities and is not responsible for the accuracy of such information that may be required to be reported to federal, state or other taxing authorities.

Financial Situation In order to better serve you, PFMAM should be promptly notified of any material change in your investment objective or financial situation.

Callable Securities Securities subject to redemption prior to maturity may be redeemed in whole or in part before maturity, which could affect the yield represented.

Portfolio The securities in this portfolio, including shares of mutual funds, are not guaranteed or otherwise protected by PFMAM, the FDIC (except for certain non-negotiable certificates of deposit) or any government agency. Investment in securities involves risks, including the possible loss of the amount invested. Actual settlement values, accrued interest, and amortized cost amounts may vary for securities subject to an adjustable interest rate or subject to principal paydowns. Any changes to the values shown may be reflected within the next monthly statement’s beginning values.

Rating Information provided for ratings is based upon a good faith inquiry of selected sources, but its accuracy and completeness cannot be guaranteed.

Shares of some local government investment programs and TERM funds are distributed by representatives of USBAM's affiliate, U.S. Bancorp Investments, Inc. which is registered with the SEC as a broker/dealer and is a member of the Financial Industry Regulatory Authority (“FINRA”) and the Municipal Securities Rulemaking Board (“MSRB”). You may reach the FINRA by calling the FINRA Hotline at 1-800-289-9999 or at the FINRA website address
https://www.finra.org/investors/investor-contacts. A brochure describing the FINRA Regulation Public Disclosure Program is also available from FINRA upon request.

Key Terms and Definitions
Dividends on local government investment program funds consist of interest earned, plus any discount ratably amortized to the date of maturity, plus all realized gains and losses on the sale of securities prior to maturity, less ratable amortization of any premium and all accrued expenses to the fund. Dividends are accrued daily and may be paid either monthly or quarterly. The monthly earnings on this statement represent the estimated dividend accrued for the month for any program that distributes earnings on a quarterly basis. There is no guarantee that the estimated amount will be paid on the actual distribution date.

Current Yield is the net change, exclusive of capital changes and income other than investment income, in the value of a hypothetical fund account with a balance of one share over the seven-day base period including the statement date, expressed as a percentage of the value of one share (normally $1.00 per share) at the beginning of the seven-day period. This resulting net change in account value is then annualized by multiplying it by
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For the Month Ending March 31, 2026
Account Statement
Consolidated Summary Statement
CITY OF MODESTO - Combined Portfolio
Investment Allocation
Investment Type Closing Market Value Percent
Asset-Backed Security 63,195,320.87 12.84
Corporate Note 105,333,079.09 21.40
Bank Note 4,045,492.00 0.82
Certificate of Deposit 3,515,526.00 0.71
Federal Agency Commercial Mortgage-Backed Security 83,111,628.90 16.88 Corporate Note 1,027,102.28 0.21
U.S. Treasury Bond / Note 200,831,642.87 40.80
CAMP Pool 31,202,481.58 6.34
Total $492,262,273.59 100.00%
Portfolio Summary
and Income
Closing
Portfolio Holdings Market Value
Cash Dividends
PFMAM Managed Account 2,003,167.02 461,059,792.01
CAMP Pool 0.00 31,202,481.58
Total $2,003,167.02 $492,262,273.59
Maturity Distribution (Fixed Income Holdings)
Portfolio Holdings Closing Market Value Percent
31,202,481.58
11,082,594.56

0.00 28,767,714.50
12,177,476.80
52,994,657.65
111,277,389.29
99,685,415.26
145,074,543.95

0.00 6.34

2.25 0.00

5.84 2.47

10.77 22.61

20.25 29.47

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 $492,262,273.59
1,026
100.00%
Weighted Average Days to Maturity
Sector Allocation

12.84%
ABS

21.40%
Corporate Note

0.82%
Bank Note

0.71%
Cert of Deposit

16.88%
Federal Agency
Commercial
Mortgage-Backed
Security

0.21%
Priv Placement
Bond

40.80%
US TSY Bond / Note

6.34%
CAMP Pool
PFM Asset Management Summary Page 1
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Managed Account Summary Statement For the Month Ending March 31, 2026 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)
$462,652,748.94
(3,600,884.80)
(38,437,215.22)
45,019,642.57

0.00 (4,574,499.48)
$461,059,792.01
1,869,652.70
(153,235.81)
286,750.13
$2,003,167.02
Total
460,098,501.77
2,773,180.89
38,746,309.21
3,600,884.80
1,560,558.71
(45,172,878.38)
(456,930,265.14)
(2,944,778.44)
Total Accrual Basis Earnings $1,731,513.42
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
2,765,000.00
38,746,309.21
1,560,558.71
835,884.80
(45,172,878.38)

0.01 0.00
Cash Balance
Closing Cash Balance $799,045.11
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 March 31, 2026 CITY OF MODESTO - Combined Portfolio
Account Summary
Description Par Value Market Value Percent
U.S. Treasury Bond / Note 202,052,000.00 200,831,642.87 43.55 Federal Agency Commercial
Mortgage-Backed Security
82,195,953.10 83,111,628.90 18.03
Corporate Note 107,164,000.00 106,360,181.37 23.07
Certificate of Deposit 3,500,000.00 3,515,526.00 0.76
Bank Note 4,000,000.00 4,045,492.00 0.88
Asset-Backed Security 63,153,734.92 63,195,320.87 13.71 Managed Account Sub-Total 462,065,688.02 461,059,792.01 100.00% Accrued Interest 2,773,180.89
Total Portfolio 462,065,688.02 463,832,972.90
Unsettled Trades 0.00 0.00
Sector Allocation

13.71%
ABS

0.88%
Bank Note

0.76%
Cert of Deposit

22.85%
Corporate Note

18.03%
Federal Agency
Commercial
Mortgage-Backed
Security

0.22%
Priv Placement
Bond

43.55%
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

8.64%

2.64%

11.49%

24.14%

21.62%

31.47%

0.00%
Maturity Distribution Characteristics
Yield to Maturity at Cost
Yield to Maturity at Market
Weighted Average Days to Maturity 1096

4.23%

4.04%
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 March 31, 2026 CITY OF MODESTO - Combined Portfolio
Credit Quality (S&P Ratings)

5.05%
A

8.13%
A+

1.26%
A0.76%
A-1

1.55%
AA

64.39%
AA+

3.52%
AA12.19%
AAA

3.15%
NR
Issuer Summary
Issuer of Holdings Percent
Market Value
Adobe Inc 2,921,851.00 0.63
Ally Auto Receivables Trust 859,084.10 0.19
Alphabet Inc 5,794,768.07 1.26
Amazon.com Inc 5,929,692.00 1.29
American Express Co 5,382,873.78 1.17
Apple Inc 6,098,399.04 1.32
BA Credit Card Trust 3,210,565.83 0.70
Bank of America Corp 7,777,195.04 1.69
Bank of New York Mellon Corp 6,159,420.35 1.34
BlackRock Inc 370,673.56 0.08
Capital One Financial Corp 3,509,562.13 0.76
Caterpillar Inc 3,182,604.65 0.69
Chase Auto Owner Trust 2,713,639.62 0.59
Cisco Systems Inc 173,113.21 0.04
Citigroup Inc 9,868,706.91 2.14
Cooperatieve Rabobank UA 3,515,526.00 0.76
Deere & Co 2,604,513.36 0.56
Depository Trust & Clearing Corp 1,027,102.28 0.22
Eli Lilly & Co 2,952,793.65 0.64
Federal Home Loan Mortgage Corp 79,906,802.29 17.33
Federal National Mortgage Association 3,204,826.61 0.70 Fifth Third Auto Trust 1,111,308.14 0.24
Ford Credit Auto Owner Trust 1,649,699.04 0.36
GM Financial Consumer Automobile Receiv 922,422.53 0.20 Goldman Sachs Group Inc 3,003,714.00 0.65
Home Depot Inc 3,548,081.28 0.77
Honda Auto Receivables Owner Trust 5,929,857.84 1.29
Hyundai Auto Receivables Trust 8,713,019.96 1.89
JPMorgan Chase & Co 15,547,018.59 3.37
Kenvue Inc 2,335,100.30 0.51
Kubota Credit Owner Trust 2,083,991.31 0.45
Mastercard Inc 2,541,207.04 0.55
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 March 31, 2026 CITY OF MODESTO - Combined Portfolio
Issuer of Holdings Percent
Market Value
Microsoft Corp 5,967,513.00 1.29
Morgan Stanley 6,025,240.00 1.31
National Rural Utilities Cooperative Fi 1,544,931.50 0.34 Novartis AG 5,463,457.03 1.18
PACCAR Inc 1,149,386.28 0.25
PepsiCo Inc 2,693,080.72 0.58
Salesforce Inc 3,256,730.75 0.71
State Street Corp 1,910,662.80 0.41
Target Corp 359,273.15 0.08
TotalEnergies SE 4,210,789.50 0.91
Toyota Auto Receivables Owner Trust 6,071,617.88 1.32
Toyota Motor Corp 2,867,099.20 0.62
United States Treasury 200,831,642.87 43.55
USAA Auto Owner Trust 1,845,430.52 0.40
Verizon Master Trust 3,602,200.46 0.78
Visa Inc 7,492,582.50 1.63
Walmart Inc 1,219,020.34 0.26
Total $461,059,792.01 100.00%
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 March 31, 2026 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 05/15/2023 3.625% 05/15/2026
91282CHB0 11,085,000.00 AA+ Aa1 05/14/25 05/15/25 11,029,141.99 4.14 152,074.26 11,078,141.31 11,082,594.56

US TREASURY N/B
DTD 07/17/2023 4.500% 07/15/2026
91282CHM6 10,995,000.00 AA+ Aa1 07/30/25 07/31/25 11,037,090.23 4.09 103,875.41 11,007,888.67 11,018,067.51

US TREASURY N/B
DTD 09/15/2023 4.625% 09/15/2026
91282CHY0 11,207,000.00 AA+ Aa1 09/12/25 09/15/25 11,308,563.44 3.69 23,944.30 11,253,515.07 11,250,527.99

US TREASURY N/B
DTD 04/30/2020 0.500% 04/30/2027
912828ZN3 6,480,000.00 AA+ Aa1 08/03/22 08/05/22 5,791,500.00 2.92 13,604.42 6,323,106.42 6,257,191.68

US TREASURY N/B
DTD 06/30/2020 0.500% 06/30/2027
912828ZV5 5,445,000.00 AA+ Aa1 08/09/22 08/10/22 4,832,012.11 2.99 6,843.85 5,288,748.19 5,226,775.29

US TREASURY N/B
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 1,200,000.00 AA+ Aa1 08/29/22 08/31/22 1,142,625.00 3.30 3,356.35 1,184,118.85 1,174,687.20

US TREASURY N/B
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 2,985,000.00 AA+ Aa1 09/01/22 09/06/22 2,830,036.52 3.40 8,348.93 2,941,964.13 2,922,034.41

US TREASURY N/B
DTD 09/30/2022 4.125% 09/30/2027
91282CFM8 805,000.00 AA+ Aa1 11/01/22 11/03/22 799,748.63 4.27 90.73 803,397.04 808,302.11

US TREASURY N/B
DTD 10/31/2022 4.125% 10/31/2027
91282CFU0 915,000.00 AA+ Aa1 12/06/22 12/08/22 927,724.22 3.81 15,848.20 919,113.31 918,789.02

US TREASURY N/B
DTD 10/31/2022 4.125% 10/31/2027
91282CFU0 3,160,000.00 AA+ Aa1 12/13/22 12/14/22 3,229,495.31 3.63 54,732.60 3,182,541.13 3,173,085.56

US TREASURY N/B
DTD 11/02/2020 0.500% 10/31/2027
91282CAU5 8,775,000.00 AA+ Aa1 01/04/23 01/06/23 7,472,803.71 3.91 18,422.65 8,347,103.78 8,328,370.05

US TREASURY N/B
DTD 01/03/2023 3.875% 12/31/2027
91282CGC9 4,250,000.00 AA+ Aa1 06/01/23 06/05/23 4,266,933.59 3.78 41,399.34 4,256,479.38 4,252,987.75

US TREASURY N/B
DTD 02/01/2021 0.750% 01/31/2028
91282CBJ9 115,000.00 AA+ Aa1 01/31/23 01/31/23 99,825.39 3.66 142.96 109,432.10 108,778.27

US TREASURY N/B
DTD 01/31/2023 3.500% 01/31/2028
91282CGH8 595,000.00 AA+ Aa1 05/16/23 05/18/23 594,535.16 3.52 3,451.66 594,818.82 591,606.72 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 March 31, 2026 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 02/28/2023 4.000% 02/29/2028
91282CGP0 1,245,000.00 AA+ Aa1 03/03/23 03/07/23 1,231,188.28 4.25 4,330.43 1,239,695.39 1,249,084.85

US TREASURY N/B
DTD 03/31/2021 1.250% 03/31/2028
91282CBS9 880,000.00 AA+ Aa1 05/08/23 05/09/23 791,965.63 3.49 30.05 844,057.55 836,894.08

US TREASURY N/B
DTD 05/01/2023 3.500% 04/30/2028
91282CHA2 225,000.00 AA+ Aa1 05/03/23 05/04/23 226,028.32 3.40 3,306.63 225,428.70 223,576.20

US TREASURY N/B
DTD 05/15/2025 3.750% 05/15/2028
91282CND9 1,645,000.00 AA+ Aa1 01/21/26 01/22/26 1,649,947.85 3.61 23,345.82 1,649,558.00 1,642,751.29

US TREASURY N/B
DTD 11/15/2018 3.125% 11/15/2028
9128285M8 510,000.00 AA+ Aa1 01/21/26 01/22/26 503,027.34 3.64 6,031.60 503,478.54 501,114.78

US TREASURY N/B
DTD 07/01/2024 4.250% 06/30/2029
91282CKX8 1,795,000.00 AA+ Aa1 07/01/24 07/02/24 1,780,836.33 4.43 19,177.24 1,785,444.95 1,816,735.66

US TREASURY N/B
DTD 07/31/2024 4.000% 07/31/2029
91282CLC3 2,105,000.00 AA+ Aa1 08/01/24 08/02/24 2,119,636.33 3.85 13,955.80 2,115,077.20 2,114,373.57

US TREASURY N/B
DTD 09/03/2024 3.625% 08/31/2029
91282CLK5 7,550,000.00 AA+ Aa1 09/04/24 09/05/24 7,565,630.86 3.58 23,798.91 7,561,015.23 7,492,197.20

US TREASURY N/B
DTD 09/30/2024 3.500% 09/30/2029
91282CLN9 8,695,000.00 AA+ Aa1 10/02/24 10/03/24 8,670,205.66 3.56 831.49 8,677,193.73 8,590,390.45

US TREASURY N/B
DTD 10/31/2024 4.125% 10/31/2029
91282CLR0 4,850,000.00 AA+ Aa1 11/01/24 11/04/24 4,838,064.45 4.18 84,004.14 4,841,200.71 4,889,784.55

US TREASURY N/B
DTD 12/02/2024 4.125% 11/30/2029
91282CMA6 6,315,000.00 AA+ Aa1 12/05/24 12/06/24 6,326,347.27 4.08 87,308.34 6,323,578.89 6,367,294.52

US TREASURY N/B
DTD 12/31/2024 4.375% 12/31/2029
91282CMD0 12,365,000.00 AA+ Aa1 01/06/25 01/07/25 12,337,468.55 4.43 135,989.38 12,343,738.97 12,574,141.61

US TREASURY N/B
DTD 01/31/2025 4.250% 01/31/2030
91282CMG3 3,470,000.00 AA+ Aa1 02/04/25 02/05/25 3,457,123.04 4.33 24,443.37 3,459,867.81 3,513,916.32

US TREASURY N/B
DTD 01/31/2025 4.250% 01/31/2030
91282CMG3 5,215,000.00 AA+ Aa1 06/04/25 06/05/25 5,274,279.88 3.98 36,735.50 5,264,602.03 5,281,001.04 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 March 31, 2026 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 02/28/2023 4.000% 02/28/2030
91282CGQ8 8,565,000.00 AA+ Aa1 03/04/25 03/05/25 8,580,724.80 3.96 29,791.30 8,577,612.59 8,597,452.79

US TREASURY N/B
DTD 03/31/2025 4.000% 03/31/2030
91282CMU2 10,775,000.00 AA+ Aa1 04/01/25 04/02/25 10,828,875.00 3.89 1,177.60 10,818,963.52 10,813,725.35

US TREASURY N/B
DTD 04/30/2025 3.875% 04/30/2030
91282CMZ1 4,690,000.00 AA+ Aa1 03/19/26 03/20/26 4,694,030.47 3.85 76,309.67 4,694,001.29 4,684,869.14

US TREASURY N/B
DTD 05/31/2023 3.750% 05/31/2030
91282CHF1 5,400,000.00 AA+ Aa1 06/04/25 06/05/25 5,339,039.06 4.00 67,870.88 5,348,303.24 5,367,092.40

US TREASURY N/B
DTD 06/30/2025 3.875% 06/30/2030
91282CNK3 1,805,000.00 AA+ Aa1 07/01/25 07/01/25 1,810,429.10 3.81 17,582.54 1,809,680.56 1,802,250.99

US TREASURY N/B
DTD 07/31/2025 3.875% 07/31/2030
91282CNN7 3,780,000.00 AA+ Aa1 08/01/25 08/05/25 3,761,395.31 3.98 24,277.62 3,763,631.42 3,773,649.60

US TREASURY N/B
DTD 09/02/2025 3.625% 08/31/2030
91282CNX5 16,460,000.00 AA+ Aa1 09/02/25 09/03/25 16,372,556.25 3.74 51,884.78 16,381,939.03 16,258,101.64

US TREASURY N/B
DTD 09/30/2025 3.625% 09/30/2030
91282CPA3 1,225,000.00 AA+ Aa1 10/01/25 10/02/25 1,221,554.69 3.69 121.33 1,221,873.84 1,209,735.28

US TREASURY N/B
DTD 09/30/2025 3.625% 09/30/2030
91282CPA3 1,500,000.00 AA+ Aa1 10/30/25 10/31/25 1,493,554.69 3.72 148.57 1,494,062.62 1,481,308.50

US TREASURY N/B
DTD 12/01/2025 3.500% 11/30/2030
91282CPN5 7,075,000.00 AA+ Aa1 12/03/25 12/05/25 7,034,650.39 3.63 82,995.19 7,037,064.25 6,944,834.15

US TREASURY N/B
DTD 12/31/2025 3.625% 12/31/2030
91282CPR6 695,000.00 AA+ Aa1 01/02/26 01/05/26 691,606.44 3.73 6,333.24 691,756.02 685,552.17

US TREASURY N/B
DTD 02/02/2026 3.750% 01/31/2031
91282CPW5 3,845,000.00 AA+ Aa1 02/05/26 02/10/26 3,844,849.80 3.75 23,898.48 3,844,865.18 3,812,255.98

US TREASURY N/B
DTD 02/02/2026 3.750% 01/31/2031
91282CPW5 4,960,000.00 AA+ Aa1 02/04/26 02/05/26 4,944,693.75 3.82 30,828.73 4,945,133.77 4,917,760.64

US TREASURY N/B
DTD 03/02/2026 3.500% 02/28/2031
91282CQD6 6,400,000.00 AA+ Aa1 03/13/26 03/16/26 6,295,000.00 3.87 19,478.26 6,295,855.12 6,276,000.00 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 March 31, 2026 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
Security Type Sub-Total 202,052,000.00 199,046,744.84 3.84 1,342,122.55 201,049,048.35 200,831,642.87 Federal Agency Commercial Mortgage-Backed Security
FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
3137BTUM1 2,335,099.06 AA+ Aa1 05/19/23 05/24/23 2,263,221.79 4.29 6,512.98 2,321,761.00 2,322,608.61 FHMS K064 A2
DTD 05/01/2017 3.224% 03/01/2027
3137BXQY1 4,000,000.00 AA+ Aa1 08/16/23 08/18/23 3,773,125.00 4.94 10,746.67 3,938,077.29 3,970,468.00 FHMS K065 A2
DTD 07/01/2017 3.243% 04/01/2027
3137F1G44 2,275,000.00 AA+ Aa1 08/16/23 08/18/23 2,144,987.30 4.93 6,148.19 2,237,377.64 2,256,583.88 FHMS K066 A2
DTD 08/01/2017 3.117% 06/01/2027
3137F2LJ3 3,492,786.74 AA+ Aa1 08/17/23 08/22/23 3,266,301.35 4.97 9,072.51 3,420,075.59 3,457,548.01 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
3137HAMR4 3,219,567.22 AA+ Aa1 09/20/23 09/28/23 3,169,042.54 5.19 12,878.27 3,194,753.96 3,251,585.81 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
3137HAMG8 1,844,634.07 AA+ Aa1 09/07/23 09/14/23 1,817,047.56 5.01 7,147.96 1,831,146.69 1,860,756.17 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
3137HAD45 2,740,007.65 AA+ Aa1 07/19/23 07/27/23 2,739,939.15 4.78 10,907.51 2,739,976.50 2,755,809.28 FHMS K505 A2
DTD 07/01/2023 4.819% 06/01/2028
3137HACX2 3,500,000.00 AA+ Aa1 07/13/23 07/20/23 3,534,958.00 4.59 14,055.42 3,515,834.49 3,539,084.50 FNA 2023-M6 A2
DTD 07/01/2023 4.184% 07/01/2028
3136BQDE6 3,207,774.56 AA+ Aa1 07/18/23 07/31/23 3,153,392.75 4.58 11,184.84 3,182,493.38 3,204,826.61 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
3137HAMN3 1,053,248.05 AA+ Aa1 09/19/23 09/28/23 1,053,242.78 5.27 4,627.27 1,053,245.66 1,062,491.35 FHMS K506 A2
DTD 09/01/2023 4.650% 08/01/2028
3137HAMH6 3,800,000.00 AA+ Aa1 09/07/23 09/14/23 3,743,786.60 4.99 14,725.00 3,770,901.21 3,838,285.00 FHMS K508 A2
DTD 10/01/2023 4.740% 08/01/2028
3137HAQ74 3,850,000.00 AA+ Aa1 10/11/23 10/19/23 3,765,546.40 5.25 15,207.50 3,805,379.43 3,891,383.65 FHMS K509 A2
DTD 10/01/2023 4.850% 09/01/2028
3137HAST4 2,890,000.00 AA+ Aa1 10/25/23 10/31/23 2,797,858.13 5.60 11,680.42 2,839,244.37 2,933,196.83 FHMS K507 A2
DTD 09/01/2023 4.800% 09/01/2028
3137HAMS2 3,800,000.00 AA+ Aa1 09/20/23 09/28/23 3,754,578.60 5.07 15,200.00 3,775,530.66 3,848,735.00 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 March 31, 2026 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 K510 A2
DTD 11/01/2023 5.069% 10/01/2028
3137HB3D4 1,465,000.00 AA+ Aa1 11/14/23 11/21/23 1,460,764.69 5.14 6,188.40 1,462,654.82 1,494,557.84 FHMS K511 A2
DTD 12/01/2023 4.860% 10/01/2028
3137HB3G7 2,125,000.00 AA+ Aa1 11/28/23 12/07/23 2,118,894.88 4.93 8,606.25 2,121,599.32 2,158,099.00 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
3137HBCF9 1,782,835.76 AA+ Aa1 12/11/23 12/21/23 1,799,483.88 4.79 7,428.48 1,792,302.50 1,818,381.94 FHMS K513 A2
DTD 01/01/2024 4.724% 12/01/2028
3137HBFY5 2,190,000.00 AA+ Aa1 01/10/24 01/18/24 2,211,875.91 4.50 8,621.30 2,202,746.19 2,218,526.94 FHMS K514 A2
DTD 02/01/2024 4.572% 12/01/2028
3137HBLV4 2,220,000.00 AA+ Aa1 02/01/24 02/08/24 2,242,197.78 4.34 8,458.20 2,233,045.96 2,239,265.16 FHMS K518 A2
DTD 03/01/2024 5.400% 01/01/2029
3137HC2L5 2,715,000.00 AA+ Aa1 03/19/24 03/28/24 2,780,553.68 4.83 12,217.50 2,755,830.20 2,800,856.45 FHMS K517 A2
DTD 03/01/2024 5.355% 01/01/2029
3137HC2C5 3,355,000.00 AA+ Aa1 03/05/24 03/14/24 3,455,603.03 4.67 14,971.69 3,416,176.38 3,454,291.23 FHMS K515 A2
DTD 02/01/2024 5.400% 01/01/2029
3137HBPD0 3,750,000.00 AA+ Aa1 02/14/24 02/22/24 3,851,025.00 4.79 16,875.00 3,810,824.28 3,861,375.00 FHMS K516 A2
DTD 03/01/2024 5.477% 01/01/2029
3137HBPM0 3,750,000.00 AA+ Aa1 02/29/24 03/07/24 3,862,488.75 4.79 17,115.63 3,818,240.47 3,865,368.75 FHMS K520 A2
DTD 04/01/2024 5.180% 03/01/2029
3137HCKV3 2,125,000.00 AA+ Aa1 04/23/24 04/30/24 2,133,625.38 5.09 9,172.92 2,130,600.03 2,178,426.75 FHMS K524 A2
DTD 07/01/2024 4.720% 05/01/2029
3137HDV56 3,245,000.00 AA+ Aa1 07/16/24 07/25/24 3,264,927.54 4.58 12,763.67 3,258,721.99 3,297,046.56 FHMS K526 A2
DTD 08/01/2024 4.543% 07/01/2029
3137HDXL9 3,500,000.00 AA+ Aa1 08/07/24 08/15/24 3,532,739.00 4.33 13,250.42 3,522,763.80 3,535,213.50 FHMS K530 A2
DTD 11/01/2024 4.792% 09/01/2029
3137HHJL6 3,980,000.00 AA+ Aa1 11/19/24 11/27/24 4,000,723.86 4.67 15,893.47 3,995,676.09 4,050,923.60 FHMS K557 A2
DTD 03/01/2026 3.936% 01/01/2031
3137HQSP7 1,985,000.00 AA+ Aa1 03/03/26 03/12/26 1,984,962.28 3.94 6,510.80 1,984,965.10 1,955,691.48 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 March 31, 2026 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 K558 A2
DTD 03/01/2026 4.130% 03/01/2031
3137HQSV4 2,000,000.00 AA+ Aa1 03/17/26 03/26/26 2,005,200.00 4.07 6,883.33 2,005,266.80 1,990,242.00 Security Type Sub-Total 82,195,953.10 81,682,093.61 4.80 315,051.60 82,137,211.80 83,111,628.90 Corporate Note

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 10,600.00 3,002,626.36 2,983,593.00

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 27,271.11 2,539,448.41 2,541,207.04

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 1,502.58 364,901.61 359,273.15

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 15,125.00 2,982,430.77 2,983,920.00

GOLDMAN SACHS BANK USA (CALLABLE)
DTD 05/21/2024 5.414% 05/21/2027
38151LAG5 3,000,000.00 A+ A1 05/21/25 05/22/25 3,018,870.00 5.08 58,651.67 3,002,659.20 3,003,714.00

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 4,773.22 3,545,779.75 3,548,081.28

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 4,649.30 1,478,750.05 1,515,686.63

KENVUE INC (CALLABLE)
DTD 10/17/2023 5.050% 03/22/2028
49177JAF9 2,300,000.00 A A2 06/27/25 06/30/25 2,354,303.00 4.12 2,903.75 2,339,451.67 2,335,100.30

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 21,939.67 1,218,869.88 1,219,020.34

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 5,240.81 498,078.02 504,592.61

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 9,475.81 898,982.32 912,344.21

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 12,334.44 1,164,206.33 1,187,576.54 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 March 31, 2026 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

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 7,924.13 1,126,637.65 1,149,386.28

NATIONAL RURAL UTIL COOP (CALLABLE)
DTD 08/25/2025 4.150% 08/25/2028
63743HFZ0 1,550,000.00 NR A2 08/19/25 08/25/25 1,548,264.00 4.19 6,432.50 1,548,595.24 1,544,931.50

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 8,166.67 2,797,463.77 2,867,099.20

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 1,821.50 5,650,000.00 5,866,920.45

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 19,088.93 2,075,053.57 2,076,049.46

ALPHABET INC (CALLABLE)
DTD 02/13/2026 3.700% 02/15/2029
02079KBJ5 610,000.00 AA+ Aa2 02/09/26 02/13/26 607,785.70 3.83 3,009.33 607,879.53 604,757.66

ALPHABET INC (CALLABLE)
DTD 02/13/2026 3.700% 02/15/2029
02079KBJ5 655,000.00 AA+ Aa2 02/10/26 02/13/26 654,299.15 3.74 3,231.33 654,330.05 649,370.93

ALPHABET INC (CALLABLE)
DTD 02/13/2026 3.700% 02/15/2029
02079KBJ5 655,000.00 AA+ Aa2 02/10/26 02/13/26 654,351.55 3.74 3,231.33 654,379.52 649,370.93

ALPHABET INC (CALLABLE)
DTD 02/13/2026 3.700% 02/15/2029
02079KBJ5 3,925,000.00 AA+ Aa2 02/10/26 02/13/26 3,920,996.50 3.74 19,363.33 3,921,175.98 3,891,268.55

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 9,802.42 1,900,000.00 1,910,662.80

CATERPILLAR FINL SERVICE
DTD 02/24/2026 3.750% 02/23/2029
14913UBJ8 2,790,000.00 A A2 02/18/26 02/24/26 2,786,317.20 3.80 10,753.13 2,786,438.40 2,756,631.60

CISCO SYSTEMS INC (CALLABLE)
DTD 02/26/2024 4.850% 02/26/2029
17275RBR2 170,000.00 AA- A1 11/12/25 11/13/25 174,462.50 3.99 801.60 173,958.32 173,113.21

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 4.74 810.10 364,592.20 370,673.56

SALESFORCE INC (CALLABLE)
DTD 03/13/2026 4.650% 03/15/2029
79466LAR5 3,250,000.00 A+ A2 03/11/26 03/13/26 3,249,285.00 4.66 7,556.25 3,249,298.79 3,256,730.75 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 11 U.S. Bancorp Asset Management, Inc.
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Managed Account Detail of Securities Held For the Month Ending March 31, 2026 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

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 30,562.00 1,296,066.77 1,316,103.32

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 37,288.00 1,578,516.99 1,605,747.68

BANK OF NEW YORK MELLON (CALLABLE)
DTD 04/22/2025 4.729% 04/20/2029
06405LAH4 2,700,000.00 AA- Aa2 05/06/25 05/07/25 2,727,216.00 4.45 57,102.68 2,719,283.93 2,719,205.10

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 17,898.75 1,932,955.63 1,953,597.29

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 3,619.00 658,994.91 660,625.02

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 12,556.83 2,292,330.81 2,292,168.63

BANK OF NY MELLON CORP (CALLABLE)
DTD 01/22/2026 4.026% 01/22/2030
06406RCG0 1,165,000.00 A Aa3 01/14/26 01/22/26 1,165,000.00 4.03 8,989.72 1,165,000.00 1,153,338.35

BANK OF NY MELLON CORP (CALLABLE)
DTD 01/22/2026 4.026% 01/22/2030
06406RCG0 2,310,000.00 A Aa3 01/27/26 01/28/26 2,305,934.40 4.07 17,825.12 2,306,101.89 2,286,876.90

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 5,037.00 729,032.42 739,483.43

MORGAN STANLEY PVT BANK (CALLABLE)
DTD 02/02/2026 4.213% 02/08/2030
61776NU43 2,000,000.00 A+ Aa3 02/04/26 02/05/26 2,000,700.00 4.20 13,809.28 2,000,670.59 1,979,748.00

APPLE INC (CALLABLE)
DTD 05/11/2020 1.650% 05/11/2030
037833DU1 1,834,000.00 AA+ Aaa 07/01/25 07/02/25 1,631,563.08 4.18 11,768.17 1,660,114.67 1,663,364.64

APPLE INC (CALLABLE)
DTD 05/11/2020 1.650% 05/11/2030
037833DU1 4,890,000.00 AA+ Aaa 07/01/25 07/02/25 4,349,801.70 4.19 31,377.50 4,425,989.11 4,435,034.40

JPMORGAN CHASE & CO (CALLABLE)
DTD 07/22/2024 4.995% 07/22/2030
46647PEJ1 4,330,000.00 A A1 03/17/26 03/18/26 4,411,620.50 4.51 41,454.34 4,411,005.44 4,391,473.01

NOVARTIS CAPITAL CORP (CALLABLE)
DTD 11/05/2025 4.100% 11/05/2030
66989HAY4 5,525,000.00 AA- Aa3 11/03/25 11/05/25 5,508,425.00 4.17 91,868.47 5,509,668.28 5,463,457.03 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 March 31, 2026 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
AMAZON.COM INC (CALLABLE)
DTD 11/20/2025 4.100% 11/20/2030
023135CT1 6,000,000.00 AA A1 11/17/25 11/20/25 5,993,580.00 4.12 89,516.67 5,994,005.79 5,929,692.00

CATERPILLAR FINL SERVICE
DTD 01/08/2026 4.150% 01/08/2031
14913UBH2 430,000.00 A A2 01/05/26 01/08/26 429,845.20 4.16 4,114.26 429,852.59 425,973.05

TOTALENERGI CAP USA LLC (CALLABLE)
DTD 01/13/2026 4.248% 01/13/2031
89158TAA7 1,790,000.00 A+ Aa3 01/06/26 01/13/26 1,790,000.00 4.25 16,475.16 1,790,000.00 1,773,485.46

TOTALENERGI CAP USA LLC (CALLABLE)
DTD 01/13/2026 4.248% 01/13/2031
89158TAA7 2,460,000.00 A+ Aa3 01/07/26 01/13/26 2,465,805.60 4.20 22,641.84 2,465,581.75 2,437,304.04

VISA INC (CALLABLE)
DTD 02/12/2026 4.100% 02/12/2031
92826CAZ5 7,500,000.00 AA- Aa3 03/03/26 03/04/26 7,562,775.00 3.91 41,854.17 7,561,911.48 7,492,582.50

BANK OF AMERICA CORP (CALLABLE)
DTD 02/13/2020 2.496% 02/13/2031
06051GHZ5 4,060,000.00 A- A1 03/16/26 03/17/26 3,763,335.80 4.16 13,511.68 3,765,478.78 3,752,743.26

DEPOSITORY TRUST COMPANY (CALLABLE)
DTD 03/27/2026 4.550% 03/27/2031
249672AA4 1,025,000.00 AA+ Aa1 03/23/26 03/27/26 1,024,139.00 4.57 518.19 1,024,144.45 1,027,102.28 Security Type Sub-Total 107,164,000.00 105,841,907.13 4.32 846,248.74 106,262,693.67 106,360,181.37 Certificate of Deposit

COOPERAT RABOBANK UA/NY
DTD 07/20/2023 5.080% 07/17/2026
21684LGS5 3,500,000.00 A-1 P-1 07/17/23 07/20/23 3,500,000.00 5.08 36,547.78 3,500,000.00 3,515,526.00 Security Type Sub-Total 3,500,000.00 3,500,000.00 5.08 36,547.78 3,500,000.00 3,515,526.00 Bank Note

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 25,991.11 1,360,000.00 1,375,467.28

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 50,453.33 2,642,096.95 2,670,024.72 Security Type Sub-Total 4,000,000.00 4,005,570.40 5.47 76,444.44 4,002,096.95 4,045,492.00 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 March 31, 2026 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
KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
500945AC4 519,287.37 NR Aaa 07/18/23 07/26/23 519,156.20 5.29 1,218.59 519,234.73 522,484.11 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
06428AAC2 492,416.19 NR Aaa 07/25/23 07/31/23 492,397.53 5.53 1,210.25 492,408.50 494,906.34 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
43815QAC1 844,529.45 AAA NR 08/15/23 08/22/23 844,355.31 5.42 1,649.88 844,456.49 848,860.19 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
89231FAD2 327,493.75 AAA NR 08/08/23 08/15/23 327,419.67 5.17 751.05 327,461.33 328,978.93 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
90291VAC4 882,907.04 AAA Aaa 09/07/23 09/15/23 882,752.53 5.58 2,189.61 882,832.99 887,561.72 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
06054YAC1 1,442,001.78 NR Aaa 11/15/23 11/21/23 1,441,975.68 5.74 3,678.71 1,441,989.86 1,453,495.98 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
89239FAD4 511,694.07 AAA NR 11/07/23 11/14/23 511,638.91 5.54 1,259.90 511,665.70 516,458.97 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
31680EAD3 1,103,826.41 AAA Aaa 08/15/23 08/23/23 1,103,757.97 5.53 2,712.96 1,103,793.79 1,111,308.14 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 3,019,562.12 3,036,383.50 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 3,089,928.94 3,107,894.19 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
44918CAD4 694,348.85 AAA NR 11/03/23 11/13/23 694,257.55 5.54 1,709.64 694,299.57 699,467.59 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 1,364,899.54 1,373,686.86 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
36268GAD7 240,230.00 NR Aaa 01/09/24 01/17/24 240,181.69 4.85 485.46 240,201.96 241,161.13 CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/15/2029
161571HV9 3,390,000.00 AAA NR 01/24/24 01/31/24 3,389,483.70 4.60 6,930.67 3,389,698.88 3,405,360.09 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 March 31, 2026 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
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 1,549,963.15 1,561,507.20 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 2,524,710.49 2,530,903.45 HART 2025-B A3
DTD 06/11/2025 4.360% 12/17/2029
44935XAD7 960,000.00 AAA NR 06/03/25 06/11/25 959,913.31 4.36 1,860.27 959,927.76 963,622.08 USAOT 2025-A A3
DTD 10/09/2025 3.950% 12/17/2029
90327HAC3 960,000.00 AAA Aaa 10/02/25 10/09/25 959,915.71 3.95 1,685.33 959,927.21 957,868.80 HAROT 2025-3 A3
DTD 08/12/2025 4.040% 02/21/2030
43813QAD1 2,355,000.00 AAA Aaa 08/05/25 08/12/25 2,354,950.78 4.04 2,642.83 2,354,957.69 2,348,370.68 ALLYA 2025-1 A3
DTD 10/16/2025 3.960% 03/15/2030
02008KAC7 860,000.00 AAA NR 10/07/25 10/16/25 859,877.19 3.96 1,513.60 859,889.97 859,084.10 TAOT 2025-C A3
DTD 07/30/2025 4.110% 03/15/2030
89238VAD0 1,635,000.00 AAA Aaa 07/22/25 07/30/25 1,634,827.67 4.11 2,986.60 1,634,851.02 1,636,693.86 HART 2025-C A3
DTD 09/17/2025 3.880% 04/15/2030
44935JAD8 2,040,000.00 AAA NR 09/09/25 09/17/25 2,039,667.07 3.88 3,517.87 2,039,710.66 2,029,324.68 GMCAR 2025-2 A3
DTD 05/14/2025 4.280% 04/16/2030
362549AD9 680,000.00 AAA Aaa 05/06/25 05/14/25 679,899.90 4.28 1,212.67 679,916.86 681,261.40 BACCT 2025-A1 A
DTD 06/12/2025 4.310% 05/15/2030
05522RDK1 1,830,000.00 AAA NR 06/05/25 06/12/25 1,829,993.05 4.31 3,505.47 1,830,000.00 1,836,878.97 HAROT 2025-4 A3
DTD 11/12/2025 3.980% 06/17/2030
43814XAD5 1,745,000.00 AAA NR 11/05/25 11/12/25 1,744,662.17 3.98 3,086.71 1,744,689.29 1,735,957.41 TAOT 2025-D A3
DTD 10/23/2025 3.840% 06/17/2030
89231GAD0 2,575,000.00 AAA NR 10/15/25 10/23/25 2,574,703.88 3.84 4,394.67 2,574,730.08 2,556,369.88 CCCIT 2025-A1 A
DTD 06/26/2025 4.300% 06/21/2030
17305EHA6 3,990,000.00 AAA Aaa 06/18/25 06/26/25 3,988,917.51 4.31 47,658.33 3,989,069.69 4,001,786.46 CHAOT 2025-1A A3
DTD 07/30/2025 4.290% 06/25/2030
16145NAC5 1,135,000.00 NR Aaa 07/23/25 07/30/25 1,134,889.11 4.29 811.53 1,134,903.50 1,137,338.10 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 Detail of Securities Held For the Month Ending March 31, 2026 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
COPAR 2025-1 A3
DTD 11/05/2025 3.850% 07/15/2030
14043YAD7 965,000.00 AAA NR 10/28/25 11/05/25 964,795.61 3.85 1,651.22 964,813.35 960,064.99 AMXCA 2025-4 A
DTD 07/22/2025 4.300% 07/15/2030
02582JKV1 2,265,000.00 AAA NR 07/15/25 07/22/25 2,264,673.61 4.30 4,328.67 2,264,716.61 2,274,979.59 CHAIT 2025-A1 A
DTD 07/25/2025 4.160% 07/15/2030
161571HZ0 3,190,000.00 AAA NR 07/18/25 07/25/25 3,189,935.88 4.16 5,897.96 3,189,949.96 3,198,115.36 COMET 2025-A1 A
DTD 09/16/2025 3.820% 09/15/2030
14041NGF2 2,565,000.00 AAA NR 09/09/25 09/16/25 2,564,513.68 3.82 4,354.80 2,564,569.81 2,549,497.14 TAOT 2026-A A3
DTD 01/21/2026 3.860% 09/16/2030
89240KAD0 1,040,000.00 AAA Aaa 01/13/26 01/21/26 1,039,911.39 3.86 1,784.18 1,039,914.94 1,033,116.24 HART 2025-D A3
DTD 11/12/2025 3.990% 09/16/2030
44891XAD9 1,810,000.00 AAA NR 11/05/25 11/12/25 1,809,846.87 3.99 3,209.73 1,809,859.76 1,805,534.73 HAROT 2026-1 A3
DTD 02/18/2026 3.780% 09/23/2030
43815CAD0 1,005,000.00 NR Aaa 02/10/26 02/18/26 1,004,839.90 3.78 1,055.25 1,004,847.06 996,669.56 FORDO 2026-A A3
DTD 03/24/2026 4.050% 10/15/2030
34532WAD7 1,655,000.00 AAA Aaa 03/17/26 03/24/26 1,654,683.73 4.05 1,303.31 1,654,691.72 1,649,699.04 CHAOT 2025-2A A3
DTD 10/29/2025 3.860% 10/25/2030
16144MAD6 1,585,000.00 NR Aaa 10/17/25 10/29/25 1,584,937.23 3.86 1,019.68 1,584,946.99 1,576,301.52 HART 2026-A A3
DTD 02/18/2026 3.790% 02/18/2031
448981AD2 690,000.00 AAA NR 02/10/26 02/18/26 689,953.43 3.79 1,162.27 689,957.02 684,167.43 VZMT 2026-1 A1A
DTD 03/13/2026 3.940% 02/20/2031
92348KFC2 3,620,000.00 NR Aaa 03/05/26 03/13/26 3,619,496.10 3.94 7,131.40 3,619,502.01 3,602,200.46 Security Type Sub-Total 63,153,734.92 63,145,597.34 4.40 156,765.78 63,147,451.00 63,195,320.87 Managed Account Sub-Total 462,065,688.02 457,221,913.32 4.23 2,773,180.89 460,098,501.77 461,059,792.01 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 Detail of Securities Held For the Month Ending March 31, 2026 CITY OF MODESTO - Combined Portfolio
$462,065,688.02 $457,221,913.32 4.23% $2,773,180.89 $460,098,501.77 $461,059,792.01 $463,832,972.90
$2,773,180.89
Total Investments
Accrued Interest
Securities Sub-Total
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 March 31, 2026 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 91282CHB0 11,085,000.00 MorganSt 99.98 11,082,594.56 53,452.57 4,453.25 DTD 05/15/2023 3.625% 05/15/2026

0.12 3.78
US TREASURY N/B 91282CHM6 10,995,000.00 RBS 100.21 11,018,067.51 (19,022.72) 10,178.84 DTD 07/17/2023 4.500% 07/15/2026

0.28 3.73
US TREASURY N/B 91282CHY0 11,207,000.00 MorganSt 100.39 11,250,527.99 (58,035.45) (2,987.08) DTD 09/15/2023 4.625% 09/15/2026

0.45 3.75
US TREASURY N/B 912828ZN3 6,480,000.00 Nomura 96.56 6,257,191.68 465,691.68 (65,914.74) DTD 04/30/2020 0.500% 04/30/2027

1.06 3.78
US TREASURY N/B 912828ZV5 5,445,000.00 WellsFar 95.99 5,226,775.29 394,763.18 (61,972.90) DTD 06/30/2020 0.500% 06/30/2027

1.22 3.82
US TREASURY N/B 9128282R0 1,200,000.00 BNPPSA 97.89 1,174,687.20 32,062.20 (9,431.65) DTD 08/15/2017 2.250% 08/15/2027

1.33 3.84
US TREASURY N/B 9128282R0 2,985,000.00 HSBC 97.89 2,922,034.41 91,997.89 (19,929.72) DTD 08/15/2017 2.250% 08/15/2027

1.33 3.84
US TREASURY N/B 91282CFM8 805,000.00 BOFAML 100.41 808,302.11 8,553.48 4,905.07 DTD 09/30/2022 4.125% 09/30/2027

1.44 3.84
US TREASURY N/B 91282CFU0 915,000.00 Nomura 100.41 918,789.02 (8,935.20) (324.29) DTD 10/31/2022 4.125% 10/31/2027

1.50 3.85
US TREASURY N/B 91282CFU0 3,160,000.00 JPMorgan 100.41 3,173,085.56 (56,409.75) (9,455.57) DTD 10/31/2022 4.125% 10/31/2027

1.50 3.85
US TREASURY N/B 91282CAU5 8,775,000.00 WellsFar 94.91 8,328,370.05 855,566.34 (18,733.73) DTD 11/02/2020 0.500% 10/31/2027

1.55 3.85
US TREASURY N/B 91282CGC9 4,250,000.00 Nomura 100.07 4,252,987.75 (13,945.84) (3,491.63) DTD 01/03/2023 3.875% 12/31/2027

1.66 3.83
US TREASURY N/B 91282CBJ9 115,000.00 HSBC 94.59 108,778.27 8,952.88 (653.83) DTD 02/01/2021 0.750% 01/31/2028

1.79 3.83
US TREASURY N/B 91282CGH8 595,000.00 BNPPSA 99.43 591,606.72 (2,928.44) (3,212.10) DTD 01/31/2023 3.500% 01/31/2028

1.75 3.82
US TREASURY N/B 91282CGP0 1,245,000.00 TD Secur 100.33 1,249,084.85 17,896.57 9,389.46 DTD 02/28/2023 4.000% 02/29/2028

1.82 3.82
US TREASURY N/B 91282CBS9 880,000.00 BNPPSA 95.10 836,894.08 44,928.45 (7,163.47) DTD 03/31/2021 1.250% 03/31/2028

1.94 3.83
US TREASURY N/B 91282CHA2 225,000.00 GoldmanS 99.37 223,576.20 (2,452.12) (1,852.50) DTD 05/01/2023 3.500% 04/30/2028

1.96 3.82
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 March 31, 2026 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 91282CND9 1,645,000.00 Citigrou 99.86 1,642,751.29 (7,196.56) (6,806.71) DTD 05/15/2025 3.750% 05/15/2028

1.99 3.82
US TREASURY N/B 9128285M8 510,000.00 MorganSt 98.26 501,114.78 (1,912.56) (2,363.76) DTD 11/15/2018 3.125% 11/15/2028

2.46 3.83
US TREASURY N/B 91282CKX8 1,795,000.00 Citigrou 101.21 1,816,735.66 35,899.33 31,290.71 DTD 07/01/2024 4.250% 06/30/2029

2.98 3.85
US TREASURY N/B 91282CLC3 2,105,000.00 Citigrou 100.45 2,114,373.57 (5,262.76) (703.63) DTD 07/31/2024 4.000% 07/31/2029

3.08 3.86
US TREASURY N/B 91282CLK5 7,550,000.00 Citigrou 99.23 7,492,197.20 (73,433.66) (68,818.03) DTD 09/03/2024 3.625% 08/31/2029

3.17 3.87
US TREASURY N/B 91282CLN9 8,695,000.00 TD Secur 98.80 8,590,390.45 (79,815.21) (86,803.28) DTD 09/30/2024 3.500% 09/30/2029

3.26 3.87
US TREASURY N/B 91282CLR0 4,850,000.00 HSBC 100.82 4,889,784.55 51,720.10 48,583.84 DTD 10/31/2024 4.125% 10/31/2029

3.25 3.88
US TREASURY N/B 91282CMA6 6,315,000.00 WellsFar 100.83 6,367,294.52 40,947.25 43,715.63 DTD 12/02/2024 4.125% 11/30/2029

3.33 3.88
US TREASURY N/B 91282CMD0 12,365,000.00 BNP Sec 101.69 12,574,141.61 236,673.06 230,402.64 DTD 12/31/2024 4.375% 12/31/2029

3.40 3.90
US TREASURY N/B 91282CMG3 3,470,000.00 BNP Sec 101.27 3,513,916.32 56,793.28 54,048.51 DTD 01/31/2025 4.250% 01/31/2030

3.49 3.89
US TREASURY N/B 91282CMG3 5,215,000.00 HSBC 101.27 5,281,001.04 6,721.16 16,399.01 DTD 01/31/2025 4.250% 01/31/2030

3.49 3.89
US TREASURY N/B 91282CGQ8 8,565,000.00 Nomura 100.38 8,597,452.79 16,727.99 19,840.20 DTD 02/28/2023 4.000% 02/28/2030

3.58 3.89
US TREASURY N/B 91282CMU2 10,775,000.00 BNP Sec 100.36 10,813,725.35 (15,149.65) (5,238.17) DTD 03/31/2025 4.000% 03/31/2030

3.67 3.91
US TREASURY N/B 91282CMZ1 4,690,000.00 Citigrou 99.89 4,684,869.14 (9,161.33) (9,132.15) DTD 04/30/2025 3.875% 04/30/2030

3.68 3.90
US TREASURY N/B 91282CHF1 5,400,000.00 RBS 99.39 5,367,092.40 28,053.34 18,789.16 DTD 05/31/2023 3.750% 05/31/2030

3.78 3.91
US TREASURY N/B 91282CNK3 1,805,000.00 Citigrou 99.85 1,802,250.99 (8,178.11) (7,429.57) DTD 06/30/2025 3.875% 06/30/2030

3.85 3.91
US TREASURY N/B 91282CNN7 3,780,000.00 BOFAML 99.83 3,773,649.60 12,254.29 10,018.18 DTD 07/31/2025 3.875% 07/31/2030

3.93 3.92
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 19 U.S. Bancorp Asset Management, Inc.
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Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2026 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 91282CNX5 16,460,000.00 Nomura 98.77 16,258,101.64 (114,454.61) (123,837.39) DTD 09/02/2025 3.625% 08/31/2030

4.03 3.95
US TREASURY N/B 91282CPA3 1,225,000.00 Citigrou 98.75 1,209,735.28 (11,819.41) (12,138.56) DTD 09/30/2025 3.625% 09/30/2030

4.11 3.95
US TREASURY N/B 91282CPA3 1,500,000.00 JPMorgan 98.75 1,481,308.50 (12,246.19) (12,754.12) DTD 09/30/2025 3.625% 09/30/2030

4.11 3.95
US TREASURY N/B 91282CPN5 7,075,000.00 GoldmanS 98.16 6,944,834.15 (89,816.24) (92,230.10) DTD 12/01/2025 3.500% 11/30/2030

4.22 3.93
US TREASURY N/B 91282CPR6 695,000.00 HSBC 98.64 685,552.17 (6,054.27) (6,203.85) DTD 12/31/2025 3.625% 12/31/2030

4.29 3.94
US TREASURY N/B 91282CPW5 3,845,000.00 Nomura 99.15 3,812,255.98 (32,593.82) (32,609.20) DTD 02/02/2026 3.750% 01/31/2031

4.36 3.94
US TREASURY N/B 91282CPW5 4,960,000.00 BMO 99.15 4,917,760.64 (26,933.11) (27,373.13) DTD 02/02/2026 3.750% 01/31/2031

4.36 3.94
US TREASURY N/B 91282CQD6 6,400,000.00 Citigrou 98.06 6,276,000.00 (19,000.00) (19,855.12) DTD 03/02/2026 3.500% 02/28/2031

4.46 3.94
Security Type Sub-Total 202,052,000.00 200,831,642.87 1,784,898.03 (217,405.48) 2.71 3.87 Federal Agency Commercial Mortgage-Backed Security
FHMS K061 A2 3137BTUM1 2,335,099.06 Citigrou 99.47 2,322,608.61 59,386.82 847.61 DTD 01/01/2017 3.347% 11/01/2026

0.57 3.93
FHMS K064 A2 3137BXQY1 4,000,000.00 MorganSt 99.26 3,970,468.00 197,343.00 32,390.71 DTD 05/01/2017 3.224% 03/01/2027

0.80 3.90
FHMS K065 A2 3137F1G44 2,275,000.00 Citigrou 99.19 2,256,583.88 111,596.58 19,206.24 DTD 07/01/2017 3.243% 04/01/2027

0.95 3.89
FHMS K066 A2 3137F2LJ3 3,492,786.74 CantorFi 98.99 3,457,548.01 191,246.66 37,472.42 DTD 08/01/2017 3.117% 06/01/2027

1.05 3.90
FHMS K507 A1 3137HAMR4 3,219,567.22 BOFAML 100.99 3,251,585.81 82,543.27 56,831.85 DTD 09/01/2023 4.800% 04/01/2028

1.73 4.09
FHMS K506 A1 3137HAMG8 1,844,634.07 WellsFar 100.87 1,860,756.17 43,708.61 29,609.48 DTD 09/01/2023 4.650% 05/01/2028

1.75 4.04
FHMS KJ46 A1 3137HAD45 2,740,007.65 JPMorgan 100.58 2,755,809.28 15,870.13 15,832.78 DTD 07/01/2023 4.777% 06/01/2028

1.18 4.06
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 20 U.S. Bancorp Asset Management, Inc.
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Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2026 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 K505 A2 3137HACX2 3,500,000.00 JPMorgan 101.12 3,539,084.50 4,126.50 23,250.01 DTD 07/01/2023 4.819% 06/01/2028

1.98 4.15
FNA 2023-M6 A2 3136BQDE6 3,207,774.56 JPMorgan 99.91 3,204,826.61 51,433.86 22,333.23 DTD 07/01/2023 4.184% 07/01/2028

2.12 4.14
FHMS KJ47 A1 3137HAMN3 1,053,248.05 JPMorgan 100.88 1,062,491.35 9,248.57 9,245.69 DTD 09/01/2023 5.272% 08/01/2028

1.10 4.20
FHMS K506 A2 3137HAMH6 3,800,000.00 WellsFar 101.01 3,838,285.00 94,498.40 67,383.79 DTD 09/01/2023 4.650% 08/01/2028

2.13 4.08
FHMS K508 A2 3137HAQ74 3,850,000.00 BMO 101.07 3,891,383.65 125,837.25 86,004.22 DTD 10/01/2023 4.740% 08/01/2028

2.16 4.15
FHMS K509 A2 3137HAST4 2,890,000.00 MorganSt 101.49 2,933,196.83 135,338.70 93,952.46 DTD 10/01/2023 4.850% 09/01/2028

2.24 4.10
FHMS K507 A2 3137HAMS2 3,800,000.00 BOFAML 101.28 3,848,735.00 94,156.40 73,204.34 DTD 09/01/2023 4.800% 09/01/2028

2.20 4.13
FHMS K510 A2 3137HB3D4 1,465,000.00 JPMorgan 102.02 1,494,557.84 33,793.15 31,903.02 DTD 11/01/2023 5.069% 10/01/2028

2.28 4.10
FHMS K511 A2 3137HB3G7 2,125,000.00 BOFAML 101.56 2,158,099.00 39,204.12 36,499.68 DTD 12/01/2023 4.860% 10/01/2028

2.31 4.11
FHMS K512 A2 3137HBCF9 1,782,835.76 JPMorgan 101.99 1,818,381.94 18,898.06 26,079.44 DTD 12/01/2023 5.000% 11/01/2028

2.32 4.06
FHMS K513 A2 3137HBFY5 2,190,000.00 BMO 101.30 2,218,526.94 6,651.03 15,780.75 DTD 01/01/2024 4.724% 12/01/2028

2.45 4.12
FHMS K514 A2 3137HBLV4 2,220,000.00 JPMorgan 100.87 2,239,265.16 (2,932.62) 6,219.20 DTD 02/01/2024 4.572% 12/01/2028

2.40 4.14
FHMS K518 A2 3137HC2L5 2,715,000.00 JPMorgan 103.16 2,800,856.45 20,302.77 45,026.25 DTD 03/01/2024 5.400% 01/01/2029

2.55 4.10
FHMS K517 A2 3137HC2C5 3,355,000.00 BOFAML 102.96 3,454,291.23 (1,311.80) 38,114.85 DTD 03/01/2024 5.355% 01/01/2029

2.56 4.14
FHMS K515 A2 3137HBPD0 3,750,000.00 WellsFar 102.97 3,861,375.00 10,350.00 50,550.72 DTD 02/01/2024 5.400% 01/01/2029

2.46 4.13
FHMS K516 A2 3137HBPM0 3,750,000.00 MorganSt 103.08 3,865,368.75 2,880.00 47,128.28 DTD 03/01/2024 5.477% 01/01/2029

2.50 4.18
FHMS K520 A2 3137HCKV3 2,125,000.00 BOFAML 102.51 2,178,426.75 44,801.37 47,826.72 DTD 04/01/2024 5.180% 03/01/2029

2.67 4.18
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 21 U.S. Bancorp Asset Management, Inc.
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Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2026 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 K524 A2 3137HDV56 3,245,000.00 PIER 101.60 3,297,046.56 32,119.02 38,324.57 DTD 07/01/2024 4.720% 05/01/2029

2.84 4.11
FHMS K526 A2 3137HDXL9 3,500,000.00 BMO 101.01 3,535,213.50 2,474.50 12,449.70 DTD 08/01/2024 4.543% 07/01/2029

3.00 4.16
FHMS K530 A2 3137HHJL6 3,980,000.00 JPMorgan 101.78 4,050,923.60 50,199.74 55,247.51 DTD 11/01/2024 4.792% 09/01/2029

3.13 4.18
FHMS K557 A2 3137HQSP7 1,985,000.00 MorganSt 98.52 1,955,691.48 (29,270.80) (29,273.62) DTD 03/01/2026 3.936% 01/01/2031

4.29 4.27
FHMS K558 A2 3137HQSV4 2,000,000.00 BMO 99.51 1,990,242.00 (14,958.00) (15,024.80) DTD 03/01/2026 4.130% 03/01/2031

4.29 4.23
Security Type Sub-Total 82,195,953.10 83,111,628.90 1,429,535.29 974,417.10 2.20 4.10 Corporate Note
MICROSOFT CORP (CALLABLE) 594918BR4 3,000,000.00 TD Secur 05/08/26 99.45 2,983,593.00 (49,557.00) (19,033.36) DTD 08/08/2016 2.400% 08/08/2026

0.35 3.97
MASTERCARD INC (CALLABLE) 57636QAG9 2,560,000.00 CSFirstB 08/21/26 99.27 2,541,207.04 107,107.84 1,758.63 DTD 11/21/2016 2.950% 11/21/2026

0.61 4.12
TARGET CORP (CALLABLE) 87612EBM7 365,000.00 Citigrou 12/15/26 98.43 359,273.15 (5,106.35) (5,628.46) DTD 01/24/2022 1.950% 01/15/2027

0.77 3.99
MICROSOFT CORP (CALLABLE) 594918BY9 3,000,000.00 GoldmanS 11/06/26 99.46 2,983,920.00 69,750.00 1,489.23 DTD 02/06/2017 3.300% 02/06/2027

0.78 3.95
GOLDMAN SACHS BANK USA (CALLABLE) 38151LAG5 3,000,000.00 GoldmanS 05/21/26 100.12 3,003,714.00 (15,156.00) 1,054.80 DTD 05/21/2024 5.414% 05/21/2027

0.15 4.41
HOME DEPOT INC (CALLABLE) 437076BT8 3,610,000.00 TD Secur 06/14/27 98.28 3,548,081.28 142,407.28 2,301.53 DTD 09/14/2017 2.800% 09/14/2027

1.37 3.99
JPMORGAN CHASE & CO (CALLABLE) 46647PCW4 1,535,000.00 BOFAML 02/24/27 98.74 1,515,686.63 112,128.68 36,936.58 DTD 02/24/2022 2.947% 02/24/2028

0.88 4.64
KENVUE INC (CALLABLE) 49177JAF9 2,300,000.00 JPMorgan 02/22/28 101.53 2,335,100.30 (19,202.70) (4,351.37) DTD 10/17/2023 5.050% 03/22/2028

1.81 4.24
WALMART INC (CALLABLE) 931142FB4 1,220,000.00 Barclays 03/15/28 99.92 1,219,020.34 1,740.94 150.46 DTD 04/18/2023 3.900% 04/15/2028

1.87 3.94
JOHN DEERE CAPITAL CORP 24422EXB0 495,000.00 SBSC 101.94 504,592.61 2,860.61 6,514.59 DTD 07/14/2023 4.950% 07/14/2028

2.13 4.05
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 22 U.S. Bancorp Asset Management, Inc.
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Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2026 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 101.94 912,344.21 8,653.76 13,361.89 DTD 07/14/2023 4.950% 07/14/2028

2.13 4.05
JOHN DEERE CAPITAL CORP 24422EXB0 1,165,000.00 Citigrou 101.94 1,187,576.54 24,312.39 23,370.21 DTD 07/14/2023 4.950% 07/14/2028

2.13 4.05
PACCAR FINANCIAL CORP 69371RS64 1,130,000.00 TD Secur 101.72 1,149,386.28 26,471.38 22,748.63 DTD 08/10/2023 4.950% 08/10/2028

2.20 4.11
NATIONAL RURAL UTIL COOP (CALLABLE) 63743HFZ0 1,550,000.00 MUFG 07/25/28 99.67 1,544,931.50 (3,332.50) (3,663.74) DTD 08/25/2025 4.150% 08/25/2028

2.22 4.29
TOYOTA MOTOR CREDIT CORP 89236TLB9 2,800,000.00 BOFAML 102.40 2,867,099.20 71,971.20 69,635.43 DTD 09/11/2023 5.250% 09/11/2028

2.28 4.20
CITIBANK NA (CALLABLE) 17325FBB3 5,650,000.00 Citigrou 08/29/28 103.84 5,866,920.45 216,920.45 216,920.45 DTD 09/29/2023 5.803% 09/29/2028

2.26 4.15
BANK OF AMERICA CORP (CALLABLE) 06051GMK2 2,060,000.00 Citigrou 01/24/28 100.78 2,076,049.46 (6,775.34) 995.89 DTD 01/24/2025 4.979% 01/24/2029

1.72 4.49
ALPHABET INC (CALLABLE) 02079KBJ5 610,000.00 JPMorgan 01/15/29 99.14 604,757.66 (3,028.04) (3,121.87) DTD 02/13/2026 3.700% 02/15/2029

2.66 4.02
ALPHABET INC (CALLABLE) 02079KBJ5 655,000.00 SEEL 01/15/29 99.14 649,370.93 (4,928.22) (4,959.12) DTD 02/13/2026 3.700% 02/15/2029

2.66 4.02
ALPHABET INC (CALLABLE) 02079KBJ5 655,000.00 StifelNi 01/15/29 99.14 649,370.93 (4,980.62) (5,008.59) DTD 02/13/2026 3.700% 02/15/2029

2.66 4.02
ALPHABET INC (CALLABLE) 02079KBJ5 3,925,000.00 JPMorgan 01/15/29 99.14 3,891,268.55 (29,727.95) (29,907.43) DTD 02/13/2026 3.700% 02/15/2029

2.66 4.02
STATE STREET CORP (CALLABLE) 857477CN1 1,900,000.00 HSBC 02/20/28 100.56 1,910,662.80 10,662.80 10,662.80 DTD 08/20/2024 4.530% 02/20/2029

1.79 4.37
CATERPILLAR FINL SERVICE 14913UBJ8 2,790,000.00 Barclays 98.80 2,756,631.60 (29,685.60) (29,806.80) DTD 02/24/2026 3.750% 02/23/2029

2.71 4.19
CISCO SYSTEMS INC (CALLABLE) 17275RBR2 170,000.00 Citigrou 01/26/29 101.83 173,113.21 (1,349.29) (845.11) DTD 02/26/2024 4.850% 02/26/2029

2.64 4.17
BLACKROCK FUNDING INC (CALLABLE) 09290DAA9 365,000.00 Citigrou 02/14/29 101.55 370,673.56 6,334.21 6,081.36 DTD 03/14/2024 4.700% 03/14/2029

2.69 4.14
SALESFORCE INC (CALLABLE) 79466LAR5 3,250,000.00 Citigrou 02/15/29 100.21 3,256,730.75 7,445.75 7,431.96 DTD 03/13/2026 4.650% 03/15/2029

2.69 4.57
ADOBE INC (CALLABLE) 00724PAF6 1,295,000.00 TD Secur 03/04/29 101.63 1,316,103.32 19,393.92 20,036.55 DTD 04/04/2024 4.800% 04/04/2029

2.67 4.22
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Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2026 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
ADOBE INC (CALLABLE) 00724PAF6 1,580,000.00 BOFAML 03/04/29 101.63 1,605,747.68 28,101.88 27,230.69 DTD 04/04/2024 4.800% 04/04/2029

2.67 4.22
BANK OF NEW YORK MELLON (CALLABLE) 06405LAH4 2,700,000.00 JPMorgan 04/20/28 100.71 2,719,205.10 (8,010.90) (78.83) DTD 04/22/2025 4.729% 04/20/2029

1.90 4.50
PEPSICO INC (CALLABLE) 713448FX1 1,935,000.00 Citigrou 06/17/29 100.96 1,953,597.29 21,596.54 20,641.66 DTD 07/17/2024 4.500% 07/17/2029

2.97 4.18
ELI LILLY & CO (CALLABLE) 532457CQ9 660,000.00 MorganSt 07/14/29 100.09 660,625.02 2,070.42 1,630.11 DTD 08/14/2024 4.200% 08/14/2029

3.07 4.17
ELI LILLY & CO (CALLABLE) 532457CQ9 2,290,000.00 JPMorgan 07/14/29 100.09 2,292,168.63 (1,174.77) (162.18) DTD 08/14/2024 4.200% 08/14/2029

3.07 4.17
BANK OF NY MELLON CORP (CALLABLE) 06406RCG0 1,165,000.00 MorganSt 01/22/29 99.00 1,153,338.35 (11,661.65) (11,661.65) DTD 01/22/2026 4.026% 01/22/2030

2.71 4.38
BANK OF NY MELLON CORP (CALLABLE) 06406RCG0 2,310,000.00 JANE 01/22/29 99.00 2,286,876.90 (19,057.50) (19,224.99) DTD 01/22/2026 4.026% 01/22/2030

2.71 4.38
PEPSICO INC (CALLABLE) 713448GB8 730,000.00 MorganSt 01/07/30 101.30 739,483.43 10,709.83 10,451.01 DTD 02/07/2025 4.600% 02/07/2030

3.45 4.23
MORGAN STANLEY PVT BANK (CALLABLE) 61776NU43 2,000,000.00 CIDLY 02/08/29 98.99 1,979,748.00 (20,952.00) (20,922.59) DTD 02/02/2026 4.213% 02/08/2030

2.66 4.56
APPLE INC (CALLABLE) 037833DU1 1,834,000.00 JPMorgan 02/11/30 90.70 1,663,364.64 31,801.56 3,249.97 DTD 05/11/2020 1.650% 05/11/2030

3.86 4.09
APPLE INC (CALLABLE) 037833DU1 4,890,000.00 SUSQ 02/11/30 90.70 4,435,034.40 85,232.70 9,045.29 DTD 05/11/2020 1.650% 05/11/2030

3.86 4.09
JPMORGAN CHASE & CO (CALLABLE) 46647PEJ1 4,330,000.00 CIDLY 07/22/29 101.42 4,391,473.01 (20,147.49) (19,532.43) DTD 07/22/2024 4.995% 07/22/2030

3.01 4.59
NOVARTIS CAPITAL CORP (CALLABLE) 66989HAY4 5,525,000.00 JPMorgan 10/05/30 98.89 5,463,457.03 (44,967.97) (46,211.25) DTD 11/05/2025 4.100% 11/05/2030

4.06 4.38
AMAZON.COM INC (CALLABLE) 023135CT1 6,000,000.00 JPMorgan 10/20/30 98.83 5,929,692.00 (63,888.00) (64,313.79) DTD 11/20/2025 4.100% 11/20/2030

4.10 4.38
CATERPILLAR FINL SERVICE 14913UBH2 430,000.00 Citigrou 99.06 425,973.05 (3,872.15) (3,879.54) DTD 01/08/2026 4.150% 01/08/2031

4.25 4.37
TOTALENERGI CAP USA LLC (CALLABLE) 89158TAA7 1,790,000.00 Citigrou 12/13/30 99.08 1,773,485.46 (16,514.54) (16,514.54) DTD 01/13/2026 4.248% 01/13/2031

4.23 4.46
TOTALENERGI CAP USA LLC (CALLABLE) 89158TAA7 2,460,000.00 SMBC 12/13/30 99.08 2,437,304.04 (28,501.56) (28,277.71) DTD 01/13/2026 4.248% 01/13/2031

4.23 4.46
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Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2026 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
VISA INC (CALLABLE) 92826CAZ5 7,500,000.00 BBVA 01/12/31 99.90 7,492,582.50 (70,192.50) (69,328.98) DTD 02/12/2026 4.100% 02/12/2031

4.33 4.12
BANK OF AMERICA CORP (CALLABLE) 06051GHZ5 4,060,000.00 CIDLY 02/13/30 92.43 3,752,743.26 (10,592.54) (12,735.52) DTD 02/13/2020 2.496% 02/13/2031

3.62 4.70
DEPOSITORY TRUST COMPANY 249672AA4 1,025,000.00 Citigrou 02/27/31 100.21 1,027,102.28 2,963.28 2,957.83 (CALLABLE)
DTD 03/27/2026 4.550% 03/27/2031

4.40 4.53
Security Type Sub-Total 107,164,000.00 106,360,181.37 518,274.24 97,487.70 2.71 4.27 Certificate of Deposit
COOPERAT RABOBANK UA/NY 21684LGS5 3,500,000.00 RABO UA 100.44 3,515,526.00 15,526.00 15,526.00 DTD 07/20/2023 5.080% 07/17/2026

0.29 3.52
Security Type Sub-Total 3,500,000.00 3,515,526.00 15,526.00 15,526.00 0.29 3.52 Bank Note
MORGAN STANLEY BANK NA (CALLABLE) 61690U8B9 1,360,000.00 MorganSt 05/26/27 101.14 1,375,467.28 15,467.28 15,467.28 DTD 05/30/2024 5.504% 05/26/2028

1.10 4.50
MORGAN STANLEY BANK NA (CALLABLE) 61690U8B9 2,640,000.00 MorganSt 05/26/27 101.14 2,670,024.72 24,454.32 27,927.77 DTD 05/30/2024 5.504% 05/26/2028

1.10 4.50
Security Type Sub-Total 4,000,000.00 4,045,492.00 39,921.60 43,395.05 1.10 4.50 Asset-Backed Security
KCOT 2023-2A A3 500945AC4 519,287.37 JPMorgan 100.62 522,484.11 3,327.91 3,249.38 DTD 07/26/2023 5.280% 01/18/2028

0.45 3.96
BAAT 2023-1A A3 06428AAC2 492,416.19 BOFAML 100.51 494,906.34 2,508.81 2,497.84 DTD 07/31/2023 5.530% 02/15/2028

0.39 4.30
HAROT 2023-3 A3 43815QAC1 844,529.45 BOFAML 100.51 848,860.19 4,504.88 4,403.70 DTD 08/22/2023 5.410% 02/18/2028

0.41 4.22
TAOT 2023-C A3 89231FAD2 327,493.75 BNPPSA 100.45 328,978.93 1,559.26 1,517.60 DTD 08/15/2023 5.160% 04/17/2028

0.45 4.19
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Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2026 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Asset-Backed Security
USAOT 2023-A A3 90291VAC4 882,907.04 JPMorgan 100.53 887,561.72 4,809.19 4,728.73 DTD 09/15/2023 5.580% 05/15/2028

0.32 4.00
BAAT 2023-2A A3 06054YAC1 1,442,001.78 BOFAML 100.80 1,453,495.98 11,520.30 11,506.12 DTD 11/21/2023 5.740% 06/15/2028

0.46 4.04
TAOT 2023-D A3 89239FAD4 511,694.07 JPMorgan 100.93 516,458.97 4,820.06 4,793.27 DTD 11/14/2023 5.540% 08/15/2028

0.65 4.16
FITAT 2023-1 A3 31680EAD3 1,103,826.41 JPMorgan 100.68 1,111,308.14 7,550.17 7,514.35 DTD 08/23/2023 5.530% 08/15/2028

0.49 4.19
CHAIT 2023-A1 A 161571HT4 3,020,000.00 JPMorgan 100.54 3,036,383.50 17,220.64 16,821.38 DTD 09/15/2023 5.160% 09/15/2028

0.44 3.99
AMXCA 2023-3 A 02582JKD1 3,090,000.00 Citigrou 100.58 3,107,894.19 18,032.31 17,965.25 DTD 09/19/2023 5.230% 09/15/2028

0.44 3.98
HART 2023-C A3 44918CAD4 694,348.85 BNPPSA 100.74 699,467.59 5,210.04 5,168.02 DTD 11/13/2023 5.540% 10/16/2028

0.56 4.29
BACCT 2023-A2 A2 05522RDH8 1,365,000.00 BOFAML 100.64 1,373,686.86 8,870.18 8,787.32 DTD 12/14/2023 4.980% 11/15/2028

0.60 3.98
GMCAR 2024-1 A3 36268GAD7 240,230.00 Barclays 100.39 241,161.13 979.44 959.17 DTD 01/17/2024 4.850% 12/18/2028

0.60 4.25
CHAIT 2024-A1 A 161571HV9 3,390,000.00 JPMorgan 100.45 3,405,360.09 15,876.39 15,661.21 DTD 01/31/2024 4.600% 01/15/2029

0.76 4.05
KCOT 2025-1A A3 50117FAC5 1,550,000.00 JPMorgan 100.74 1,561,507.20 11,560.36 11,544.05 DTD 02/19/2025 4.670% 06/15/2029

1.67 4.27
HART 2025-A A3 44935CAD3 2,525,000.00 Barclays 100.23 2,530,903.45 6,275.89 6,192.96 DTD 03/12/2025 4.320% 10/15/2029

1.25 4.17
HART 2025-B A3 44935XAD7 960,000.00 JPMorgan 100.38 963,622.08 3,708.77 3,694.32 DTD 06/11/2025 4.360% 12/17/2029

1.51 4.15
USAOT 2025-A A3 90327HAC3 960,000.00 JPMorgan 99.78 957,868.80 (2,046.91) (2,058.41) DTD 10/09/2025 3.950% 12/17/2029

1.47 4.13
HAROT 2025-3 A3 43813QAD1 2,355,000.00 Barclays 99.72 2,348,370.68 (6,580.10) (6,587.01) DTD 08/12/2025 4.040% 02/21/2030

1.62 4.25
ALLYA 2025-1 A3 02008KAC7 860,000.00 Barclays 99.89 859,084.10 (793.09) (805.87) DTD 10/16/2025 3.960% 03/15/2030

1.31 4.08
TAOT 2025-C A3 89238VAD0 1,635,000.00 RBC Capi 100.10 1,636,693.86 1,866.19 1,842.84 DTD 07/30/2025 4.110% 03/15/2030

1.67 4.08
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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
HART 2025-C A3 44935JAD8 2,040,000.00 Citigrou 99.48 2,029,324.68 (10,342.39) (10,385.98) DTD 09/17/2025 3.880% 04/15/2030

1.75 4.21
GMCAR 2025-2 A3 362549AD9 680,000.00 TD Secur 100.19 681,261.40 1,361.50 1,344.54 DTD 05/14/2025 4.280% 04/16/2030

1.23 4.17
BACCT 2025-A1 A 05522RDK1 1,830,000.00 BOFAML 100.38 1,836,878.97 6,885.92 6,878.97 DTD 06/12/2025 4.310% 05/15/2030

1.99 4.16
HAROT 2025-4 A3 43814XAD5 1,745,000.00 BOFAML 99.48 1,735,957.41 (8,704.76) (8,731.88) DTD 11/12/2025 3.980% 06/17/2030

1.90 4.29
TAOT 2025-D A3 89231GAD0 2,575,000.00 JPMorgan 99.28 2,556,369.88 (18,334.00) (18,360.20) DTD 10/23/2025 3.840% 06/17/2030

1.79 4.28
CCCIT 2025-A1 A 17305EHA6 3,990,000.00 Citigrou 100.30 4,001,786.46 12,868.95 12,716.77 DTD 06/26/2025 4.300% 06/21/2030

2.08 4.16
CHAOT 2025-1A A3 16145NAC5 1,135,000.00 JPMorgan 100.21 1,137,338.10 2,448.99 2,434.60 DTD 07/30/2025 4.290% 06/25/2030

1.70 4.21
COPAR 2025-1 A3 14043YAD7 965,000.00 JPMorgan 99.49 960,064.99 (4,730.62) (4,748.36) DTD 11/05/2025 3.850% 07/15/2030

1.99 4.14
AMXCA 2025-4 A 02582JKV1 2,265,000.00 Barclays 100.44 2,274,979.59 10,305.98 10,262.98 DTD 07/22/2025 4.300% 07/15/2030

2.14 4.13
CHAIT 2025-A1 A 161571HZ0 3,190,000.00 JPMorgan 100.25 3,198,115.36 8,179.48 8,165.40 DTD 07/25/2025 4.160% 07/15/2030

2.14 4.08
COMET 2025-A1 A 14041NGF2 2,565,000.00 WellsFar 99.40 2,549,497.14 (15,016.54) (15,072.67) DTD 09/16/2025 3.820% 09/15/2030

2.30 4.11
TAOT 2026-A A3 89240KAD0 1,040,000.00 BNP Sec 99.34 1,033,116.24 (6,795.15) (6,798.70) DTD 01/21/2026 3.860% 09/16/2030

2.12 4.20
HART 2025-D A3 44891XAD9 1,810,000.00 BNP Sec 99.75 1,805,534.73 (4,312.14) (4,325.03) DTD 11/12/2025 3.990% 09/16/2030

2.02 4.15
HAROT 2026-1 A3 43815CAD0 1,005,000.00 MUFG 99.17 996,669.56 (8,170.34) (8,177.50) DTD 02/18/2026 3.780% 09/23/2030

2.16 4.20
FORDO 2026-A A3 34532WAD7 1,655,000.00 Barclays 99.68 1,649,699.04 (4,984.69) (4,992.68) DTD 03/24/2026 4.050% 10/15/2030

2.20 4.23
CHAOT 2025-2A A3 16144MAD6 1,585,000.00 JPMorgan 99.45 1,576,301.52 (8,635.71) (8,645.47) DTD 10/29/2025 3.860% 10/25/2030

1.99 4.17
HART 2026-A A3 448981AD2 690,000.00 BOFAML 99.15 684,167.43 (5,786.00) (5,789.59) DTD 02/18/2026 3.790% 02/18/2031

2.25 4.20
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Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2026 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
VZMT 2026-1 A1A 92348KFC2 3,620,000.00 SMBC 99.51 3,602,200.46 (17,295.64) (17,301.55) DTD 03/13/2026 3.940% 02/20/2031

2.30 4.34
Security Type Sub-Total 63,153,734.92 63,195,320.87 49,723.53 47,869.87 1.52 4.15 Managed Account Sub-Total 462,065,688.02 461,059,792.01 3,837,878.69 961,290.24 2.42 4.04 Total Investments $463,832,972.90
$2,773,180.89
$461,059,792.01
Accrued Interest
Securities Sub-Total $462,065,688.02 $3,837,878.69 $961,290.24 2.42 4.04% PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 28 U.S. Bancorp Asset Management, Inc.
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Managed Account Security Transactions & Interest For the Month Ending March 31, 2026 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
03/04/26 VISA INC (CALLABLE)
DTD 02/12/2026 4.100% 02/12/2031
03/03/26 92826CAZ5 7,500,000.00 (7,562,775.00) (18,791.67) (7,581,566.67) 03/12/26 FHMS K557 A2
DTD 03/01/2026 3.936% 01/01/2031
03/03/26 3137HQSP7 1,985,000.00 (1,984,962.28) (2,387.29) (1,987,349.57) 03/13/26 VZMT 2026-1 A1A
DTD 03/13/2026 3.940% 02/20/2031
03/05/26 92348KFC2 3,620,000.00 (3,619,496.10) 0.00 (3,619,496.10) 03/13/26 SALESFORCE INC (CALLABLE)
DTD 03/13/2026 4.650% 03/15/2029
03/11/26 79466LAR5 3,250,000.00 (3,249,285.00) 0.00 (3,249,285.00) 03/16/26 US TREASURY N/B
DTD 03/02/2026 3.500% 02/28/2031
03/13/26 91282CQD6 8,425,000.00 (8,286,777.34) (12,820.65) (8,299,597.99) 03/17/26 BANK OF AMERICA CORP (CALLABLE)
DTD 02/13/2020 2.496% 02/13/2031
03/16/26 06051GHZ5 4,060,000.00 (3,763,335.80) (9,570.77) (3,772,906.57) 03/18/26 JPMORGAN CHASE & CO (CALLABLE)
DTD 07/22/2024 4.995% 07/22/2030
03/17/26 46647PEJ1 4,330,000.00 (4,411,620.50) (33,644.10) (4,445,264.60) 03/24/26 FORDO 2026-A A3
DTD 03/24/2026 4.050% 10/15/2030
03/17/26 34532WAD7 1,655,000.00 (1,654,683.73) 0.00 (1,654,683.73) 03/26/26 FHMS K558 A2
DTD 03/01/2026 4.130% 03/01/2031
03/17/26 3137HQSV4 2,000,000.00 (2,005,200.00) (5,736.11) (2,010,936.11) 03/18/26 TREASURY BILL
DTD 11/25/2025 0.000% 03/24/2026
03/18/26 912797TA5 765,000.00 (764,544.02) 0.00 (764,544.02) 03/20/26 US TREASURY N/B
DTD 04/30/2025 3.875% 04/30/2030
03/19/26 91282CMZ1 4,690,000.00 (4,694,030.47) (70,285.22) (4,764,315.69) 03/20/26 FREDDIE MAC DISCOUNT NT
DTD 03/26/2025 0.000% 03/26/2026
03/19/26 313397UT6 2,000,000.00 (1,998,793.33) 0.00 (1,998,793.33) 03/27/26 DEPOSITORY TRUST COMPANY
(CALLABLE)
DTD 03/27/2026 4.550% 03/27/2031
03/23/26 249672AA4 1,025,000.00 (1,024,139.00) 0.00 (1,024,139.00) Transaction Type Sub-Total 45,305,000.00 (45,019,642.57) (153,235.81) (45,172,878.38)

INTEREST
03/25/26 FHMS K507 A2
DTD 09/01/2023 4.800% 09/01/2028
03/01/26 3137HAMS2 0.00 15,200.00 15,200.00
03/25/26 FHMS K513 A2
DTD 01/01/2024 4.724% 12/01/2028
03/01/26 3137HBFY5 0.00 8,621.30 8,621.30
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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
03/25/26 FHMS K505 A2
DTD 07/01/2023 4.819% 06/01/2028
03/01/26 3137HACX2 0.00 14,055.42 14,055.42
03/25/26 FHMS K520 A2
DTD 04/01/2024 5.180% 03/01/2029
03/01/26 3137HCKV3 0.00 9,172.92 9,172.92
03/25/26 FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
03/01/26 3137BTUM1 0.00 6,549.18 6,549.18
03/25/26 FHMS K064 A2
DTD 05/01/2017 3.224% 03/01/2027
03/01/26 3137BXQY1 0.00 10,746.67 10,746.67
03/25/26 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
03/01/26 3137HAD45 0.00 10,928.23 10,928.23
03/25/26 FHMS K515 A2
DTD 02/01/2024 5.400% 01/01/2029
03/01/26 3137HBPD0 0.00 16,875.00 16,875.00
03/25/26 FHMS K506 A2
DTD 09/01/2023 4.650% 08/01/2028
03/01/26 3137HAMH6 0.00 14,725.00 14,725.00
03/25/26 FHMS K066 A2
DTD 08/01/2017 3.117% 06/01/2027
03/01/26 3137F2LJ3 0.00 9,169.18 9,169.18
03/25/26 FHMS K524 A2
DTD 07/01/2024 4.720% 05/01/2029
03/01/26 3137HDV56 0.00 12,763.67 12,763.67
03/25/26 FHMS K510 A2
DTD 11/01/2023 5.069% 10/01/2028
03/01/26 3137HB3D4 0.00 6,188.40 6,188.40
03/25/26 FHMS K511 A2
DTD 12/01/2023 4.860% 10/01/2028
03/01/26 3137HB3G7 0.00 8,606.25 8,606.25
03/25/26 FHMS K530 A2
DTD 11/01/2024 4.792% 09/01/2029
03/01/26 3137HHJL6 0.00 15,893.47 15,893.47
03/25/26 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
03/01/26 3137HAMR4 0.00 13,005.11 13,005.11
03/25/26 FHMS K518 A2
DTD 03/01/2024 5.400% 01/01/2029
03/01/26 3137HC2L5 0.00 12,217.50 12,217.50
03/25/26 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
03/01/26 3137HAMN3 0.00 4,664.02 4,664.02
03/25/26 FHMS K526 A2
DTD 08/01/2024 4.543% 07/01/2029
03/01/26 3137HDXL9 0.00 13,250.42 13,250.42
03/25/26 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
03/01/26 3137HAMG8 0.00 7,159.81 7,159.81
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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
03/25/26 FHMS K514 A2
DTD 02/01/2024 4.572% 12/01/2028
03/01/26 3137HBLV4 0.00 8,458.20 8,458.20
03/25/26 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
03/01/26 3137HBCF9 0.00 7,429.96 7,429.96
03/25/26 FNA 2023-M6 A2
DTD 07/01/2023 4.184% 07/01/2028
03/01/26 3136BQDE6 0.00 11,186.09 11,186.09
03/25/26 FHMS K508 A2
DTD 10/01/2023 4.740% 08/01/2028
03/01/26 3137HAQ74 0.00 15,207.50 15,207.50
03/25/26 FHMS K516 A2
DTD 03/01/2024 5.477% 01/01/2029
03/01/26 3137HBPM0 0.00 17,115.63 17,115.63
03/25/26 FHMS K065 A2
DTD 07/01/2017 3.243% 04/01/2027
03/01/26 3137F1G44 0.00 6,148.19 6,148.19
03/25/26 FHMS K517 A2
DTD 03/01/2024 5.355% 01/01/2029
03/01/26 3137HC2C5 0.00 14,971.69 14,971.69
03/25/26 FHMS K509 A2
DTD 10/01/2023 4.850% 09/01/2028
03/01/26 3137HAST4 0.00 11,680.42 11,680.42
03/02/26 MONEY MARKET FUND
DTD 01/01/2010 0.000% --
03/02/26 MONEY0002 0.00 2,571.59 2,571.59
03/11/26 TOYOTA MOTOR CREDIT CORP
DTD 09/11/2023 5.250% 09/11/2028
03/11/26 89236TLB9 0.00 73,500.00 73,500.00
03/14/26 BLACKROCK FUNDING INC (CALLABLE)
DTD 03/14/2024 4.700% 03/14/2029
03/14/26 09290DAA9 0.00 8,577.50 8,577.50
03/14/26 HOME DEPOT INC (CALLABLE)
DTD 09/14/2017 2.800% 09/14/2027
03/14/26 437076BT8 0.00 50,540.00 50,540.00
03/15/26 ALLYA 2025-1 A3
DTD 10/16/2025 3.960% 03/15/2030
03/15/26 02008KAC7 0.00 2,838.00 2,838.00
03/15/26 KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
03/15/26 500945AC4 0.00 2,512.55 2,512.55
03/15/26 TAOT 2026-A A3
DTD 01/21/2026 3.860% 09/16/2030
03/15/26 89240KAD0 0.00 3,345.33 3,345.33
03/15/26 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
03/15/26 06054YAC1 0.00 7,562.36 7,562.36
03/15/26 HART 2025-C A3
DTD 09/17/2025 3.880% 04/15/2030
03/15/26 44935JAD8 0.00 6,596.00 6,596.00
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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
03/15/26 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
03/15/26 31680EAD3 0.00 5,586.17 5,586.17
03/15/26 CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/15/2029
03/15/26 161571HV9 0.00 12,995.00 12,995.00
03/15/26 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
03/15/26 06428AAC2 0.00 2,534.56 2,534.56
03/15/26 COPAR 2025-1 A3
DTD 11/05/2025 3.850% 07/15/2030
03/15/26 14043YAD7 0.00 3,096.04 3,096.04
03/15/26 HAROT 2025-4 A3
DTD 11/12/2025 3.980% 06/17/2030
03/15/26 43814XAD5 0.00 5,787.58 5,787.58
03/15/26 CHAIT 2025-A1 A
DTD 07/25/2025 4.160% 07/15/2030
03/15/26 161571HZ0 0.00 11,058.67 11,058.67
03/15/26 AMXCA 2023-3 A
DTD 09/19/2023 5.230% 09/15/2028
03/15/26 02582JKD1 0.00 13,467.25 13,467.25
03/15/26 TAOT 2025-D A3
DTD 10/23/2025 3.840% 06/17/2030
03/15/26 89231GAD0 0.00 8,240.00 8,240.00
03/15/26 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
03/15/26 44918CAD4 0.00 3,480.37 3,480.37
03/15/26 TAOT 2025-C A3
DTD 07/30/2025 4.110% 03/15/2030
03/15/26 89238VAD0 0.00 5,599.88 5,599.88
03/15/26 HART 2025-B A3
DTD 06/11/2025 4.360% 12/17/2029
03/15/26 44935XAD7 0.00 3,488.00 3,488.00
03/15/26 HART 2026-A A3
DTD 02/18/2026 3.790% 02/18/2031
03/15/26 448981AD2 0.00 1,961.33 1,961.33
03/15/26 AMXCA 2025-4 A
DTD 07/22/2025 4.300% 07/15/2030
03/15/26 02582JKV1 0.00 8,116.25 8,116.25
03/15/26 US TREASURY N/B
DTD 09/15/2023 4.625% 09/15/2026
03/15/26 91282CHY0 0.00 259,161.88 259,161.88
03/15/26 HART 2025-D A3
DTD 11/12/2025 3.990% 09/16/2030
03/15/26 44891XAD9 0.00 6,018.25 6,018.25
03/15/26 HART 2025-A A3
DTD 03/12/2025 4.320% 10/15/2029
03/15/26 44935CAD3 0.00 9,090.00 9,090.00
03/15/26 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
03/15/26 89231FAD2 0.00 1,549.80 1,549.80
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Managed Account Security Transactions & Interest For the Month Ending March 31, 2026 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
03/15/26 COMET 2025-A1 A
DTD 09/16/2025 3.820% 09/15/2030
03/15/26 14041NGF2 0.00 8,165.25 8,165.25
03/15/26 BACCT 2023-A2 A2
DTD 12/14/2023 4.980% 11/15/2028
03/15/26 05522RDH8 0.00 5,664.75 5,664.75
03/15/26 USAOT 2025-A A3
DTD 10/09/2025 3.950% 12/17/2029
03/15/26 90327HAC3 0.00 3,160.00 3,160.00
03/15/26 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
03/15/26 90291VAC4 0.00 4,705.37 4,705.37
03/15/26 BACCT 2025-A1 A
DTD 06/12/2025 4.310% 05/15/2030
03/15/26 05522RDK1 0.00 6,572.75 6,572.75
03/15/26 KCOT 2025-1A A3
DTD 02/19/2025 4.670% 06/15/2029
03/15/26 50117FAC5 0.00 6,032.08 6,032.08
03/15/26 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
03/15/26 89239FAD4 0.00 2,535.68 2,535.68
03/15/26 CHAIT 2023-A1 A
DTD 09/15/2023 5.160% 09/15/2028
03/15/26 161571HT4 0.00 12,986.00 12,986.00
03/16/26 GMCAR 2025-2 A3
DTD 05/14/2025 4.280% 04/16/2030
03/16/26 362549AD9 0.00 2,425.33 2,425.33
03/16/26 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
03/16/26 36268GAD7 0.00 1,046.33 1,046.33
03/18/26 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
03/18/26 43815QAC1 0.00 4,268.69 4,268.69
03/21/26 HAROT 2026-1 A3
DTD 02/18/2026 3.780% 09/23/2030
03/21/26 43815CAD0 0.00 3,482.33 3,482.33
03/21/26 HAROT 2025-3 A3
DTD 08/12/2025 4.040% 02/21/2030
03/21/26 43813QAD1 0.00 7,928.50 7,928.50
03/22/26 KENVUE INC (CALLABLE)
DTD 10/17/2023 5.050% 03/22/2028
03/22/26 49177JAF9 0.00 58,075.00 58,075.00
03/25/26 CHAOT 2025-2A A3
DTD 10/29/2025 3.860% 10/25/2030
03/25/26 16144MAD6 0.00 5,098.42 5,098.42
03/25/26 CHAOT 2025-1A A3
DTD 07/30/2025 4.290% 06/25/2030
03/25/26 16145NAC5 0.00 4,057.63 4,057.63
03/29/26 CITIBANK NA (CALLABLE)
DTD 09/29/2023 5.803% 09/29/2028
03/29/26 17325FBB3 0.00 163,934.75 163,934.75
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 33 U.S. Bancorp Asset Management, Inc.
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Managed Account Security Transactions & Interest For the Month Ending March 31, 2026 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
03/31/26 US TREASURY N/B
DTD 03/31/2021 1.250% 03/31/2028
03/31/26 91282CBS9 0.00 5,500.00 5,500.00
03/31/26 US TREASURY N/B
DTD 09/30/2025 3.625% 09/30/2030
03/31/26 91282CPA3 0.00 49,390.63 49,390.63
03/31/26 US TREASURY N/B
DTD 09/30/2022 4.125% 09/30/2027
03/31/26 91282CFM8 0.00 16,603.13 16,603.13
03/31/26 US TREASURY N/B
DTD 03/31/2025 4.000% 03/31/2030
03/31/26 91282CMU2 0.00 215,500.00 215,500.00
03/31/26 US TREASURY N/B
DTD 09/30/2024 3.500% 09/30/2029
03/31/26 91282CLN9 0.00 152,162.50 152,162.50
Transaction Type Sub-Total 0.00 1,560,558.71 1,560,558.71

MATURITY
03/24/26 TREASURY BILL
DTD 11/25/2025 0.000% 03/24/2026
03/24/26 912797TA5 765,000.00 765,000.00 0.00 765,000.00 455.98 0.00 03/26/26 FREDDIE MAC DISCOUNT NT
DTD 03/26/2025 0.000% 03/26/2026
03/26/26 313397UT6 2,000,000.00 2,000,000.00 0.00 2,000,000.00 1,206.67 0.00 Transaction Type Sub-Total 2,765,000.00 2,765,000.00 0.00 2,765,000.00 1,662.65 0.00

PAYDOWNS
03/25/26 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
03/01/26 3137HAMR4 31,709.28 31,709.28 0.00 31,709.28 497.61 253.62 03/25/26 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
03/01/26 3137HAMN3 8,363.92 8,363.92 0.00 8,363.92 0.04 0.02 03/25/26 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
03/01/26 3137HAD45 5,204.54 5,204.54 0.00 5,204.54 0.13 0.06 03/25/26 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
03/01/26 3137HBCF9 353.31 353.31 0.00 353.31 (3.30) (1.93) 03/25/26 FHMS K066 A2
DTD 08/01/2017 3.117% 06/01/2027
03/01/26 3137F2LJ3 37,213.26 37,213.26 0.00 37,213.26 2,413.05 827.03 03/25/26 FNA 2023-M6 A2
DTD 07/01/2023 4.184% 07/01/2028
03/01/26 3136BQDE6 366.21 366.21 0.00 366.21 6.21 2.99
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 34 U.S. Bancorp Asset Management, Inc.
#10..
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Managed Account Security Transactions & Interest For the Month Ending March 31, 2026 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
03/25/26 FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
03/01/26 3137BTUM1 12,979.91 12,979.91 0.00 12,979.91 399.54 83.65 03/25/26 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
03/01/26 3137HAMG8 3,058.56 3,058.56 0.00 3,058.56 45.74 23.18 03/15/26 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
03/15/26 90291VAC4 129,001.72 129,001.72 0.00 129,001.72 22.58 11.03 03/15/26 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
03/15/26 89239FAD4 37,550.68 37,550.68 0.00 37,550.68 4.05 2.12 03/15/26 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
03/15/26 89231FAD2 32,923.83 32,923.83 0.00 32,923.83 7.45 3.33 03/15/26 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
03/15/26 06054YAC1 138,979.30 138,979.30 0.00 138,979.30 2.52 1.17 03/15/26 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
03/15/26 06428AAC2 57,578.43 57,578.43 0.00 57,578.43 2.18 0.92 03/15/26 KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
03/15/26 500945AC4 51,746.98 51,746.98 0.00 51,746.98 13.07 5.38 03/15/26 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
03/15/26 31680EAD3 108,361.56 108,361.56 0.00 108,361.56 6.72 3.26 03/15/26 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
03/15/26 44918CAD4 59,521.88 59,521.88 0.00 59,521.88 7.83 4.29 03/16/26 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
03/16/26 36268GAD7 18,656.67 18,656.67 0.00 18,656.67 3.75 2.21 03/18/26 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
03/18/26 43815QAC1 102,314.76 102,314.76 0.00 102,314.76 21.10 9.01 Transaction Type Sub-Total 835,884.80 835,884.80 0.00 835,884.80 3,450.27 1,231.34 SELL
03/04/26 WELLS FARGO BANK NA (CALLABLE)
DTD 08/09/2023 5.450% 08/07/2026
03/03/26 94988J6D4 5,635,000.00 5,664,076.60 23,033.06 5,687,109.66 42,431.55 30,986.23 FIFO 03/06/26 US TREASURY N/B
DTD 02/02/2026 3.750% 01/31/2031
03/03/26 91282CPW5 1,985,000.00 1,994,382.23 6,991.37 2,001,373.60 15,507.82 15,412.55 FIFO 03/13/26 US TREASURY N/B
DTD 05/15/2025 3.750% 05/15/2028
03/06/26 91282CND9 3,575,000.00 3,587,987.30 43,699.93 3,631,687.23 2,234.37 2,846.73 FIFO PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 35 U.S. Bancorp Asset Management, Inc.
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Managed Account Security Transactions & Interest For the Month Ending March 31, 2026 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method
SELL
03/13/26 US TREASURY N/B
DTD 04/01/2024 4.125% 03/31/2029
03/11/26 91282CKG5 750,000.00 759,931.64 13,938.87 773,870.51 18,222.66 15,227.49 FIFO 03/13/26 US TREASURY N/B
DTD 04/30/2024 4.625% 04/30/2029
03/11/26 91282CKP5 2,020,000.00 2,076,496.88 34,324.65 2,110,821.53 (8,127.34) 10,712.08 FIFO 03/13/26 US TREASURY N/B
DTD 07/01/2024 4.250% 06/30/2029
03/11/26 91282CKX8 375,000.00 381,621.09 3,169.89 384,790.98 9,580.07 8,647.29 FIFO 03/16/26 US TREASURY N/B
DTD 02/15/2017 2.250% 02/15/2027
03/13/26 912828V98 8,395,000.00 8,285,799.41 15,131.87 8,300,931.28 107,888.87 (65,885.83) FIFO 03/17/26 BANK OF AMERICA NA (CALLABLE)
DTD 08/18/2023 5.526% 08/18/2026
03/16/26 06428CAA2 3,750,000.00 3,765,900.00 16,693.13 3,782,593.13 16,200.00 15,941.95 FIFO 03/18/26 JP MORGAN CHASE BANK NA
(CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
03/17/26 48125LRU8 3,500,000.00 3,520,300.00 49,680.55 3,569,980.55 20,300.00 20,300.00 FIFO 03/18/26 JP MORGAN CHASE BANK NA
(CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
03/17/26 48125LRU8 850,000.00 854,930.00 12,065.28 866,995.28 5,703.50 5,161.61 FIFO 03/18/26 US TREASURY N/B
DTD 07/01/2024 4.250% 06/30/2029
03/17/26 91282CKX8 750,000.00 762,773.44 6,780.04 769,553.48 18,691.41 16,810.04 FIFO 03/20/26 US TREASURY N/B
DTD 03/02/2026 3.500% 02/28/2031
03/17/26 91282CQD6 2,025,000.00 1,999,291.99 3,851.90 2,003,143.89 7,514.65 7,444.13 FIFO 03/20/26 WALMART INC (CALLABLE)
DTD 04/28/2025 4.350% 04/28/2030
03/19/26 931142FN8 3,500,000.00 3,536,120.00 60,054.17 3,596,174.17 4,655.00 9,866.15 FIFO 03/20/26 WALMART INC (CALLABLE)
DTD 04/28/2025 4.350% 04/28/2030
03/19/26 931142FN8 1,140,000.00 1,151,764.80 19,560.50 1,171,325.30 13,737.00 13,414.06 FIFO 03/27/26 US TREASURY N/B
DTD 06/30/2020 0.500% 06/30/2027
03/24/26 912828ZV5 100,000.00 95,839.84 118.78 95,958.62 7,097.65 (1,258.99) FIFO Transaction Type Sub-Total 38,350,000.00 38,437,215.22 309,093.99 38,746,309.21 281,637.21 105,625.49 Managed Account Sub-Total (2,981,542.55) 1,716,416.89 (1,265,125.66) 286,750.13 106,856.83 Total Security Transactions ($2,981,542.55) $1,716,416.89 ($1,265,125.66) $286,750.13 $106,856.83 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 36 U.S. Bancorp Asset Management, Inc.
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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
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% 5/31/2025 4.11% 79,438,306.43 4.42% 410,441,768.77 4.04% 32,935,133.33 4.31% 6/30/2025 4.14% 79,725,922.37 4.40% 412,622,161.85 4.08% 32,944,543.05 4.31% 7/31/2025 4.14% 59,964,300.41 4.41% 413,979,818.20 4.10% 33,186,228.57 4.08% 8/31/2025 4.15% 60,188,576.00 4.40% 415,507,339.76 4.12% 33,191,772.31 4.08% 9/30/2025 4.20% 50,385,416.20 4.36% 415,105,801.40 4.20% 33,383,909.00 3.97% 10/31/2025 4.20% 50,567,728.74 4.26% 418,980,906.24 4.21% 33,376,279.26 3.97% 11/30/2025 4.22% 50,738,014.85 4.10% 418,324,184.39 4.25% 33,368,986.12 3.97% 12/31/2025 4.21% 40,897,392.32 3.95% 418,804,876.80 4.26% 33,361,531.69 3.97% 1/31/2026 4.23% 31,011,170.63 3.85% 420,801,727.19 4.28% 33,354,002.10 3.97% 2/28/2026 4.21% 31,102,230.57 3.83% 423,583,119.84 4.26% 33,347,145.30 3.97% 3/31/2026 4.20% 31,202,481.58 3.80% 426,758,956.72 4.25% 33,339,545.05 3.97% 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. #10..
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Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected
Earnings
Rate to June
30, 2026
Expected
Earnings to
June 30, 2026
Main Portfolio
Federal Agency CMBS
FHLMC 2,335,099 11/1/2026 3.930% 1 59,019 4.29% 24,980
FHLMC 4,000,000 3/1/2027 3.950% 1 181,300 4.94% 49,249
FHLMC 2,275,000 4/1/2027 3.900% 1 112,574 4.93% 27,990
FHLMC 3,492,787 6/1/2027 3.950% 1 202,964 4.97% 43,255
FHLMC 3,219,567 4/1/2028 4.010% 2 335,178 5.19% 41,668
FHLMC 1,844,634 5/1/2028 3.990% 2 192,807 5.01% 23,026
FHLMC 3,500,000 6/1/2028 4.030% 2 349,242 4.59% 40,077
FHLMC 2,740,008 6/1/2028 4.050% 2 284,402 4.78% 32,636
FNMA 3,207,775 7/1/2028 4.040% 2 330,955 4.58% 36,594
FHLMC 3,800,000 8/1/2028 4.080% 2 443,383 4.99% 47,246
FHLMC 1,053,248 8/1/2028 4.190% 2 129,919 5.27% 13,844
FHLMC 3,850,000 8/1/2028 4.040% 2 473,070 5.25% 50,409
FHLMC 3,800,000 9/1/2028 4.040% 2 467,568 5.07% 48,078
FHLMC 2,890,000 9/1/2028 4.030% 2 392,722 5.60% 40,382
FHLMC 1,465,000 10/1/2028 4.030% 3 188,592 5.14% 18,756 FHLMC 2,125,000 10/1/2028 4.030% 3 262,411 4.93% 26,098 FHLMC 1,782,836 11/1/2028 3.990% 3 221,212 4.79% 21,279 FHLMC 2,190,000 12/1/2028 4.040% 3 263,432 4.50% 24,562 FHLMC 2,220,000 12/1/2028 4.040% 3 257,923 4.34% 24,048 FHLMC 3,750,000 1/1/2029 4.050% 3 495,216 4.79% 44,751
FHLMC 3,750,000 1/1/2029 4.060% 3 495,454 4.79% 44,773
FHLMC 3,355,000 1/1/2029 4.030% 3 431,956 4.67% 39,035
FHLMC 2,715,000 1/1/2029 4.030% 3 361,855 4.83% 32,700
FHLMC 2,125,000 3/1/2029 4.060% 3 315,590 5.09% 26,941
FHLMC 3,245,000 5/1/2029 4.020% 3 458,522 4.58% 37,024
FHLMC 3,500,000 7/1/2029 4.080% 3 493,606 4.33% 37,810
FHLMC 3,980,000 9/1/2029 4.080% 3 636,487 4.67% 46,336
FHLMC 1,985,000 1/1/2031 4.170% 5 371,849 3.94% 19,481
FHLMC 2,000,000 3/1/2031 4.130% 5 400,690 4.07% 20,302
U.S. Treasury
U.S. Treasury 11,085,000 5/15/2026 3.780% 0 56,642 3.88% 107,353 U.S. Treasury 10,995,000 7/15/2026 3.730% 0 130,466 4.09% 112,003 U.S. Treasury 11,207,000 9/15/2026 3.750% 0 190,521 3.69% 103,199 U.S. Treasury 6,480,000 4/30/2027 3.780% 1 204,628 2.92% 47,142 U.S. Treasury 5,445,000 6/30/2027 3.820% 1 203,565 2.99% 40,624 U.S. Treasury 1,200,000 8/15/2027 3.840% 1 54,521 3.30% 9,883 U.S. Treasury 2,985,000 8/15/2027 3.840% 1 139,592 3.40% 25,304 U.S. Treasury 805,000 9/30/2027 3.840% 2 51,644 4.27% 8,576 U.S. Treasury 8,775,000 10/31/2027 3.780% 2 544,417 3.91% 85,565 U.S. Treasury 915,000 10/31/2027 3.850% 2 55,302 3.81% 8,692 U.S. Treasury 3,160,000 10/31/2027 3.850% 2 181,871 3.63% 28,584 U.S. Treasury 4,250,000 12/31/2027 3.830% 2 281,591 3.78% 40,039 U.S. Treasury 115,000 1/31/2028 3.830% 2 7,742 3.66% 1,050 U.S. Treasury 595,000 1/31/2028 3.820% 2 38,473 3.52% 5,218 U.S. Treasury 1,245,000 2/29/2028 3.820% 2 101,459 4.25% 13,190 U.S. Treasury 880,000 3/31/2028 3.770% 2 61,535 3.49% 7,660 U.S. Treasury 225,000 4/30/2028 3.820% 2 15,947 3.40% 1,907 U.S. Treasury 1,645,000 5/15/2028 3.820% 2 126,302 3.61% 14,811 U.S. Treasury 510,000 11/15/2028 3.830% 3 48,820 3.64% 4,628 U.S. Treasury 1,795,000 6/30/2029 3.850% 3 258,464 4.43% 19,815 U.S. Treasury 2,105,000 7/31/2029 3.860% 3 270,129 3.85% 20,182 U.S. Treasury 7,550,000 8/31/2029 3.870% 3 924,678 3.58% 67,370 U.S. Treasury 8,695,000 9/30/2029 3.870% 4 1,085,522 3.56% 77,234 U.S. Treasury 4,850,000 10/31/2029 3.880% 4 727,606 4.18% 50,544 U.S. Treasury 6,315,000 11/30/2029 3.880% 4 946,967 4.08% 64,309 U.S. Treasury 12,365,000 12/31/2029 3.810% 4 2,055,236 4.43% 136,416 U.S. Treasury 3,470,000 1/31/2030 3.890% 4 577,582 4.33% 37,489 U.S. Treasury 5,215,000 1/31/2030 3.890% 4 797,046 3.98% 51,734 U.S. Treasury 8,565,000 2/28/2030 3.890% 4 1,328,450 3.96% 84,538 U.S. Treasury 10,775,000 3/31/2030 3.820% 4 1,677,221 3.89% 104,468 U.S. Treasury 4,690,000 4/30/2030 3.900% 4 737,845 3.85% 45,033 U.S. Treasury 5,400,000 5/31/2030 3.910% 4 901,096 4.00% 53,876 U.S. Treasury 1,805,000 6/30/2030 3.910% 4 292,285 3.81% 17,138 U.S. Treasury 3,780,000 7/31/2030 3.920% 4 653,244 3.98% 37,552 U.S. Treasury 16,460,000 8/31/2030 3.850% 4 2,724,043 3.74% 153,586 U.S. Treasury 1,225,000 9/30/2030 3.850% 5 203,437 3.69% 11,261 U.S. Treasury 1,500,000 9/30/2030 3.850% 5 251,390 3.72% 13,915 U.S. Treasury 7,075,000 11/30/2030 3.930% 5 1,198,323 3.63% 63,957 U.S. Treasury 695,000 12/31/2030 3.940% 5 123,399 3.73% 6,468 U.S. Treasury 4,960,000 1/31/2031 3.940% 5 916,868 3.82% 47,218 U.S. Treasury 3,845,000 1/31/2031 3.940% 5 698,137 3.75% 35,954 U.S. Treasury 6,400,000 2/28/2031 3.940% 5 1,216,973 3.87% 61,696 Earnings to
Maturity
March 31, 2026
#10..
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Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected
Earnings
Rate to June
30, 2026
Expected
Earnings to
June 30, 2026
Earnings to
Maturity
March 31, 2026
Negotiable CD
Rabobank Nederland 3,500,000 7/17/2026 3.520% 0 52,609 5.08% 44,328 Corporate Note
Microsoft Corp 3,000,000 8/8/2026 3.970% 0 22,848 2.14% 15,993 Mastercard Inc 2,560,000 11/21/2026 4.120% 1 71,348 4.33% 27,628 Target Corp 365,000 1/15/2027 3.990% 1 5,760 1.99% 1,807 Microsoft Corp 3,000,000 2/6/2027 3.950% 1 104,034 4.06% 30,343 Goldman Sachs Group Inc 3,000,000 5/21/2027 4.410% 1 173,650 5.08% 37,986 Home Depot Inc 3,610,000 9/14/2027 3.900% 1 218,776 4.16% 37,422 JPMorgan Chase & Co 1,535,000 2/24/2028 4.550% 2 149,955 5.13% 19,634 Kenvue Inc. 2,300,000 3/22/2028 4.240% 2 187,598 4.12% 23,645 Wal-Mart Stores Inc 1,220,000 4/15/2028 3.940% 2 98,487 3.95% 12,014 Morgan Stanley 1,360,000 5/26/2028 4.500% 2 161,398 5.50% 18,662 Morgan Stanley 2,640,000 5/26/2028 4.500% 2 310,161 5.45% 35,864 Deere & Company 1,165,000 7/14/2028 3.910% 2 132,990 4.98% 14,476 Deere & Company 495,000 7/14/2028 3.910% 2 52,629 4.64% 5,729 Deere & Company 895,000 7/14/2028 3.910% 2 96,941 4.73% 10,552 Paccar Financial Corp 1,130,000 8/10/2028 4.020% 2 136,096 5.09% 14,351 National Rural Utilities Co Finance Corp 1,550,000 8/25/2028 4.290% 2 156,228 4.19% 16,192 Toyota Motor Corp 2,800,000 9/11/2028 4.060% 2 363,198 5.29% 36,929 Citigroup Inc 5,650,000 9/29/2028 4.050% 3 820,123 5.80% 81,743 Bank Of America Co 2,060,000 1/24/2029 4.390% 3 270,684 4.66% 23,915 Alphabet Inc 610,000 2/15/2029 4.020% 3 67,317 3.83% 5,823 Alphabet Inc 655,000 2/15/2029 4.020% 3 70,565 3.74% 6,104 Alphabet Inc 655,000 2/15/2029 4.020% 3 70,511 3.74% 6,099 Alphabet Inc 3,925,000 2/15/2029 4.020% 3 422,650 3.74% 36,560 State Street Corporation 1,900,000 2/20/2029 4.370% 3 249,249 4.53% 21,459 Caterpillar Inc 2,790,000 2/23/2029 4.190% 3 307,651 3.80% 26,412 Cisco Systems Inc 170,000 2/26/2029 4.170% 3 19,743 3.99% 1,690 Blackrock Inc. 365,000 3/14/2029 4.010% 3 51,155 4.74% 4,314 Salesforce Inc 3,250,000 3/15/2029 4.570% 3 447,914 4.66% 37,741 Adobe 1,580,000 4/4/2029 4.220% 3 230,173 4.83% 19,042
Adobe 1,295,000 4/4/2029 4.220% 3 186,157 4.77% 15,400
The Bank Of New York Mellon Corporation 2,700,000 4/20/2029 4.500% 3 367,165 4.45% 29,939 Pepsico Inc 1,935,000 7/17/2029 4.180% 3 289,456 4.53% 21,877 Eli Lilly & Co 660,000 8/14/2029 4.170% 3 94,656 4.25% 6,992 Eli Lilly & Co 2,290,000 8/14/2029 4.170% 3 322,113 4.17% 23,792 The Bank Of New York Mellon Corporation 1,165,000 1/22/2030 4.250% 4 179,002 4.03% 11,694 The Bank Of New York Mellon Corporation 2,310,000 1/22/2030 4.250% 4 359,172 4.07% 23,463 Pepsico Inc 730,000 2/7/2030 4.030% 4 130,699 4.64% 8,441 Morgan Stanley 2,000,000 2/8/2030 4.430% 4 324,733 4.20% 20,958 Apple Inc 1,834,000 5/11/2030 3.970% 4 315,760 4.18% 19,131 Apple Inc 4,890,000 5/11/2030 3.970% 4 842,356 4.19% 51,035 JPMorgan Chase & Co 4,330,000 7/22/2030 4.460% 4 842,274 4.51% 48,696 Novartis Capital Corp 5,525,000 11/5/2030 4.210% 5 1,059,674 4.17% 57,399 Amazon.Com Inc 6,000,000 11/20/2030 4.380% 5 1,149,043 4.12% 61,689 Caterpillar Inc 430,000 1/8/2031 4.370% 5 85,429 4.16% 4,458 Totalenergi Cap USA LLC 1,790,000 1/13/2031 4.460% 5 364,363 4.25% 18,958 Totalenergi Cap USA LLC 2,460,000 1/13/2031 4.460% 5 494,509 4.20% 25,729 Visa Inc 7,500,000 2/12/2031 4.120% 5 1,429,841 3.91% 73,140 Bank Of America Co 4,060,000 2/13/2031 4.580% 5 823,162 4.16% 42,083 Depository Trust Company 1,025,000 3/27/2031 4.340% 5 233,771 4.57% 11,676 Asset-Backed Securities
Kubota Credit Owners Trust 519,287 1/18/2028 3.960% 2 49,487 5.29% 6,844 Bank of America Auto Trust 492,416 2/15/2028 4.300% 2 51,188 5.53% 6,790 Honda Auto Receivables 844,529 2/18/2028 4.220% 2 86,329 5.42% 11,402 Toyota Motor Corp 327,494 4/17/2028 4.190% 2 34,667 5.17% 4,218 USAA Owners Trust 882,907 5/15/2028 4.000% 2 104,820 5.58% 12,292 Bank of America Auto Trust 1,442,002 6/15/2028 4.190% 2 183,016 5.74% 20,637 Fifth Third Auto Trust 1,103,826 8/15/2028 4.190% 2 145,199 5.53% 15,222 Toyota Motor Corp 511,694 8/15/2028 4.160% 2 67,444 5.54% 7,071 American Express Co 3,090,000 9/15/2028 3.980% 2 398,116 5.23% 40,299 Chase Issurance 3,020,000 9/15/2028 3.990% 2 384,285 5.17% 38,899 Hyundai Auto Receivables 694,349 10/16/2028 4.290% 3 98,065 5.54% 9,596 Bank Of America Co 1,365,000 11/15/2028 3.980% 3 178,897 4.98% 16,958 Gm Financial Securitized Term 240,230 12/18/2028 4.250% 3 31,727 4.85% 2,908 Chase Issurance 3,390,000 1/15/2029 4.050% 3 436,527 4.60% 38,907 Kubota Credit Owners Trust 1,550,000 6/15/2029 4.270% 3 232,470 4.67% 18,050 Hyundai Auto Receivables 2,525,000 10/15/2029 4.170% 4 387,024 4.32% 27,217 Hyundai Auto Receivables 960,000 12/17/2029 4.150% 4 155,688 4.36% 10,440 USAA Owners Trust 960,000 12/17/2029 4.130% 4 141,058 3.95% 9,459 Honda Auto Receivables 2,355,000 2/21/2030 4.250% 4 370,960 4.04% 23,723 Ally Auto Receivables Trust 860,000 3/15/2030 4.030% 4 134,944 3.96% 8,498 Toyota Motor Corp 1,635,000 3/15/2030 4.080% 4 266,194 4.11% 16,764 Hyundai Auto Receivables 2,040,000 4/15/2030 4.210% 4 320,399 3.88% 19,754 Gm Financial Securitized Term 680,000 4/16/2030 4.170% 4 117,862 4.28% 7,262 Bank Of America Co 1,830,000 5/15/2030 4.160% 4 325,432 4.31% 19,664 Honda Auto Receivables 1,745,000 6/17/2030 4.290% 4 293,167 3.98% 17,335 Toyota Motor Corp 2,575,000 6/17/2030 4.280% 4 417,215 3.84% 24,670 Citigroup Inc 3,990,000 6/21/2030 4.160% 4 726,340 4.31% 42,837 Chase Auto Owner Trust 1,135,000 6/25/2030 4.210% 4 206,478 4.29% 12,146 American Express Co 2,265,000 7/15/2030 4.130% 4 418,443 4.30% 24,300 Capital One Prime Auto Receivables 965,000 7/15/2030 4.140% 4 159,700 3.85% 9,274 Chase Issurance 3,190,000 7/15/2030 4.080% 4 569,773 4.16% 33,088 Capital One Financial Corp 2,565,000 9/15/2030 4.110% 4 437,746 3.82% 24,454 Hyundai Auto Receivables 1,810,000 9/16/2030 4.150% 4 322,666 3.99% 18,014 Toyota Motor Corp 1,040,000 9/16/2030 4.200% 4 179,366 3.86% 10,014 Honda Auto Receivables 1,005,000 9/23/2030 4.200% 4 170,545 3.78% 9,481 Ford Credit Auto Owner Trust 1,655,000 10/15/2030 4.230% 5 305,000 4.05% 16,730 Chase Auto Owner Trust 1,585,000 10/25/2030 4.170% 5 279,814 3.86% 15,257 Hyundai Auto Receivables 690,000 2/18/2031 4.200% 5 127,936 3.79% 6,522 Verizon 3,620,000 2/20/2031 4.300% 5 698,823 3.94% 35,586 #10..
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Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected
Earnings
Rate to June
30, 2026
Expected
Earnings to
June 30, 2026
Earnings to
Maturity
March 31, 2026
Overnight Investments 31,202,482 Varies Varies 3.53% 274,681 Totals (Main Portfolio) 493,268,170 58,101,459 4.17% 5,128,775 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. #10..
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Attachment 5
Issue Name / Type Trustee Bank Investment Total Amount
Instl Res Tre and Agny Cash Adv6541 $562,608.02
Financial Guaranty Insurance Pol $1.00
CAMP $2,278,842.85
Total $2,841,451.87
Instl Res Tre and Agny Cash Adv6541 $1,136,524.63
Letter of Credit $1.00
CAMP $5,637,567.77
Total $6,774,093.40
2018 Wastewater Refunding Bank of New York Fidelity Inv MM Trsy Only $4,543.09 2020 Wastewater Refunding Bank of New York Instl Res Tre and Agny Cash Adv6541 $31,191.49 2020 Wastewater Refunding Bank of New York Total $31,191.49 2025 Wastewater Bank of New York Instl Res Tre and Agny Cash Adv6541 $55,279,824.64 Fairview Village Refunding US Bank First American Treasury Obligation Fund $199,238.34 Blackrock Federal Fund Instl 30 $586,888.74
CAMP $3,227,681.42
Total $3,814,570.16
Other Post Employment Benefits Section 115
Trust PARS HighMark Plus Moderate $2,075,448.19
Pension Section 115 Trust PARS HighMark Plus Moderately Conservative $3,303,705.45 Athens Administrators (Third Party Administrator
- Worker's Compensation) Wells Fargo Bank $455,141.96
George Hills Company - General Liability Claims
Administration Services California Bank & Trust $26,355.52 Kemper Sports Management Inc. BMO Harris Bank Business Money Market $75,682.57 Stanislaus Community Foundation Modesto Commerce Bank Charles Schwab $961,527.51 Village One #2 Refunding Bank of New York
Cash with Fiscal Agent Investments
As of March 31, 2026
2008 Water Refunding COP Bank of New York
2008 Lease Revenue Bonds Bank of New York
#10..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 9, 2026
Date: May 19, 2026
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: T2 Software, Parking Citation Processing and Collections Agreement CONTACT: Jeni Martin, Revenue Collection and Compliance Manager, [email protected], 209-571-5892
DESCRIPTION:

Consider approving an Agreement with T2, Systems, Inc., Indianapolis, IN for Parking Citation Processing and Collections for a total amount not to exceed $122,775 over five (5) years, consider the reclassifying of one (1) Parking Adjudication Program Coordinator to one (1) Account Technician II, eliminating one (1) Senior Account Clerk, reallocating one (1) Parking Enforcement Officer from the Public Works Department to the Police Department. (Funding Source: General Fund)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2025-26 Strategic Plan’s Service Delivery Goals and Strategies – Build a high-performing organization by adopting a more efficient and professional process.

BACKGROUND:

City staff have explored strategies to improve the management and enforcement of parking in Downtown Modesto since 2006. Since 2020, parking enforcement has involved three City Departments: Public Works, Finance Department, and the Modesto Police Department (MPD).

On February 4, 2020, under Resolution No. 2020-071, City Council approved the transition of parking enforcement responsibilities from MPD to Public Works. Public Works has provided parking enforcement in Downtown Modesto, including maintaining and monitoring seven (7) surface lots and three garages, while the MPD provides #11..
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parking enforcement throughout the City. The divided responsibilities of parking enforcement have resulted in inconsistent enforcement leading to limited citation revenue and an expectation from the community that the City of Modesto does not consistently enforce parking.

The Finance Department Parking Citation Processing Division oversees the collection of fines from parking citations by processing notices for unpaid parking citations, providing citations information to the public, reviewing, and managing the Parking Violation Fine Schedule, assisting the public when contesting parking citations, and managing the adjudication process. The adjudication process allows a parking citation to be contested by an informal review process (First level), a formal hearing (Second level), and finally by appealing to Superior Court (Third level). The Finance Department has historically staffed two (2) full-time staff which includes a Parking Adjudication Program Coordinator and Senior Account Clerk.

In 2007, the Resolution 2007-54 authorized the purchase of a Parking Citation System for the Finance Department to T2, Systems, Inc., for citation issuance and management services. This software allows parking citations to be issued electronically using handheld devices, downloading issued citations and allowing notices to be issued for parking citations that have become delinquent and require further collection activity.

This software also allows the Citation Processing Division to manage all Residential Parking Permit Zones, maintains the California Vehicle Code and Modesto Municipal Code violations schedule, handles all customer service both over the phone and inperson, and manages First, Second, and Third Level appeals as part of the adjudication process. An increase in parking enforcement is anticipated due to the completion of the expanded courthouse, pending arrival of the Altamont Corridor Express (ACE) train, and the potential for increased activity due to residential and business development. As a higher number of parking citations are issued, the Finance Department’s processing capacity will be impacted.

DISCUSSION:

Citation Processing Services:

On April 3, 2026, the City Manager authorized the Purchasing Manager to solicit the procurement for Parking Citation Processing and Collections.

City staff solicited and reviewed three (3) quotes including product demonstrations from Turbo Data Systems, Inc., Data Ticket, Inc., and T2 Systems, Inc. Two (2) of the vendors would require significant system integration efforts, resulting in higher overall costs. T2 Systems, Inc., which already support the Citation Processing Division, can deliver the collections and adjudication services at the lowest cost. Furthermore, T2 Systems, Inc., provides a comprehensive parking management platform capable of supporting future enhancements such as event parking, License Plate Recognition (LPR), and permit management.
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To reduce costs and to ensure timely processing of parking citations, staff recommends authorizing an Agreement with T2 Systems, Inc., for assistance with collections and adjudication services. T2 Systems, Inc., will be able to assist the City in several positive ways, including:
• Manually issued citations will be scanned and linked to the citation record. • Provide daily communication with the California Department of Motor Vehicles (CA DMV) for registration and license information
• Assist the registration lien collections program through the DMV • Payment processing for payments made online or over the phone using their Interactive Voice Response system to process phone payments • Bilingual Customer Service Call Center for customers via a toll-free phone number
• Mailing delinquent and first notices on behalf of the City • Manage and process initial review requests for First level appeal process As continuous improvements to the parking enforcement program are made to increase parking availability, these changes will allow the City to streamline the workflow, efficiently process payments and provide timely responses to customers.

To provide consistent enforcement that incorporates all parking enforcement areas, the parking enforcement program will be consolidated and moved to the MPD in July of 2026.

In accordance with Modesto Municipal Code 8-3.204(a), “Exceptions to Formal Bidding Requirements,” Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 if competitive quotations or proposals have been sought informally from at least three (3) qualified entities. The approval of the Parking Citation collections and adjudication services to T2 Systems, Inc. conforms to Modesto Municipal Code 8-3.204, subsection (a) as they provide professional services and at least three (3) informal proposals were obtained. Staff procured product demonstrations with three (3) vendors available to provide the collections and adjudication services. Of these three (3) vendors, two (2) would have required extensive integration with higher costs involved. T2 Systems, Inc. is currently utilized by the Citation Processing Division and can perform these services at the lowest cost with no additional integration being required. Therefore, staff recommends the Parking Citation collections and adjudication services of this Agreement be awarded to T2, Systems, Inc., Indianapolis, IN, and should be exempt from the formal bidding procedures in accordance with Modesto Municipal Code 8-3.204(a) since T2, Systems, Inc., Indianapolis, IN, is the lowest cost option based on three (3) quotes for services, eliminating a need for third-party integration.

Staffing:

Reclassifying one (1) Parking Adjudication Program Coordinator to one (1) Account Technician II and eliminating one (1) Senior Account Technician, reducing staff to one #11..
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(1) Account Technician II. This change in staffing levels will be able to adequately support customer needs and the oversight of this new Agreement.

Reallocate one (1) Parking Enforcement Officer in Public Works Department to the Police Department and eliminate the Parking Enforcement of the Public Works Department. These changes will assist in providing adequate staffing for consistent enforcement.

Parking Citation Fine Schedule:

In February 2020, City Council approved Resolution 2020-070, authorizing the City Manager to approve the adjustment of the fine schedule for parking violations for the annual Consumer Price Index increase and when necessary to incorporate changes in the fees mandated by the State and/or County and collected by the City without further Council action. The fine schedule has not been increased since February 2020. The City Manager has approved an increase with an effective date of July 1, 2026 based on the West Region Consumer Price Index. The updated fine schedule has been provided as Exhibit B.

FISCAL IMPACT:

If approved, the City will enter a two-year contract with T2 Systems, Inc. with the option of three (3) one-year extensions. These costs will be funded by the General Fund through the Modesto Police Department (MPD) utilizing revenues collected by the Finance Department for citation issuance.

Annual Cost Account
Year One (1) $25,749 0100-19440-53300
Year Two (2) $22,948 0100-19440-53300
Year Three (3) $24,096 0100-19440-53300
Year Four (4) $25,758 0100-19440-53300
Year Five (5) $24,224 0100-19440-53300
Total $122,775
The contract with T2, Systems, Inc. along with the proposed staffing changes would impact the budget for the Citation Processing Division as follows for Fiscal Year 2026- 27:

In-House
Processing
Proposed T2
Agreement
Difference
Salary and Benefits $281,933 $152,139 ($129,794)
Discretionary Expenses $145,045 $95,065 ($49,980)
T2 Systems, Inc Contract $0 $25,749 $25,749
Total $426,978 $272,953 ($154,025)
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COMMITTEE RECOMMENDATION:

This item was considered by the Finance Committee on May 18, 2026, and the Committee recommended forwarding the item to Council for approval.

CEQA/NEPA REQUIREMENTS:

This item does not constitute a “project” within the meaning of California Environmental Quality Act (CEQA) Guidelines Section 15378 and requires no environmental review.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving an Agreement with T2, Systems, Inc., Indianapolis, IN, for Parking Citation Processing and Collections for a total amount not to exceed $122,775 over five (5) years, and authorizing the City Manager, or his designee, to execute the Agreement.

Resolution amending the Position Allocation for Fiscal Year 2026-27 as adopted in the operating budget by reclassifying one (1) Parking Adjudication Program Coordinator to one (1) Account Technician II, eliminating one (1) Senior Account Clerk, reallocating one (1) Parking Enforcement Officer from the Parking Enforcement Division of the Public Works Department to the Parking Enforcement Division of the Police Department, and eliminating the Parking Enforcement Division of the Public Works Department.

Resolution amending the Fiscal Year 2026-27 Annual Operating General Fund budget in the amount of $154,025 and authorizing the City Manager, to take the necessary steps to implement the provisions of this resolution.

Approved by:

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

1. Resolutions (3)

2. Agreement – Parking Citation Processing and Collections

3. T2, Systems, Inc., Statement of Work

4. Exhibit A – Parking Citation Fine Schedule

5. Financial Interest Disclosure

6. CA Levine Act
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06/09/2026/FIN/DChristensen/Item X 1 2026-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2026-XX
RESOLUTION APPROVING AN AGREEMENT WITH T2, SYSTEMS, INC.,

INDIANAPOLIS, IN, FOR PARKING CITATION PROCESSING AND COLLECTIONS FOR A TOTAL AMOUNT NOT TO EXCEED $122,775 OVER FIVE (5) YEARS, AND

AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE THE

AGREEMENT
WHEREAS, staff have explored strategies to improve the management and enforcement of parking in Downtown Modesto, and
WHEREAS, under Resolution No. 2020-071, City Council approved the transition of parking enforcement responsibilities from Modesto Police Department to the Public Works Department for Downtown Modesto, dividing the responsibilities of parking enforcement leading to inconsistent enforcement, and WHEREAS, to provide consistent enforcement incorporating all parking enforcement areas, the parking enforcement program will be consolidated and assigned to the Modesto Police Department effective July 2026, and WHEREAS, the Finance Department Parking Citation Processing Division oversees the collection of fines from parking citations by processing notices for unpaid parking citations, providing citation information to the public, managing the Parking Violation Fine Schedule, assisting the public when contesting parking citations, and managing the adjudication process, and
WHEREAS, under Resolution No. 2007-54, City Council authorized the purchase of a Parking Citation System for the Finance Department to T2, Systems Inc., to electronically issue citations and allow notices to be issued for parking citations that have become delinquent and require further collection activity, and WHEREAS, as part of the parking enforcement consolidation, on April 3, #11..
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06/09/2026/FIN/DChristensen/Item X 2 2026-XX
2026, the City Manager authorized the Purchasing Manager to solicit the procurement for Parking Citation Processing and Collections, and WHEREAS, the Purchasing Division solicited and reviewed three (3) quotes including product demonstrations for a comprehensive parking management platform capable of managing citation issuance, allowing notices to be issued, managing parking permit zones, providing over the phone customer service and providing assistance with collections and adjudication services, and WHEREAS, staff recommend authorizing an agreement with T2, Systems, Inc., to ensure timely processing of parking citations and reducing costs, and WHEREAS, Modesto Municipal Code 8-3.204(a) states agreements for professional services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 in competitive quotations of proposals have been sought informally from at least three (3) qualified entities, and WHEREAS, the approval of Parking Citation Collections and Adjudication Services to T2, Systems Inc., conforms to Modesto Municipal Code 8-3.204 (a) as at least three (3) informal proposals were obtained and product demonstration with vendors were viewed, and should be exempt from the formal bidding procedures in accordance with Modesto Municipal Code 8-3.204(a).

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves an Agreement with T2, Systems, Inc, Indianapolis, IN, for Parking Citation Processing and Collections for a total amount not to exceed $122,755 over five (5) years.

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

The foregoing resolution was considered at a regular meeting of the Council of the City of Modesto held on the 9th day of June 2026, 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
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06/09/2026/FIN/DChristensen/Item X 1 2026-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2026-XX
RESOLUTION AMENDING THE FISCAL YEAR 2026-27 ANNUAL

OPERATING GENERAL FUND BUDGET IN THE AMOUNT OF
$154,025 AND AUTHORIZING THE CITY MANAGER, TO TAKE THE

NECESSARY STEPS TO IMPLEMENT THE PROVISIONS OF THIS

RESOLUTION
WHEREAS, in July 2026 the parking enforcement program will be consolidated and moved to Modesto Police Department from Public Works, and WHEREAS, the Finance Department Parking Citation Processing Division oversees the collection of fines from parking citations and manages the adjudication process, and
WHEREAS, to reduce costs and ensure timely processing of parking citations, staff recommend authorizing an Agreement with T2 Systems Inc. for assistance with collection adjudication services, and
WHEREAS, a financial analysis has been completed and it has been determined that a budget adjustment is required to the Annual Operating General Fund Budget of the City of Modesto for Fiscal Year 2026-27 in the amount of $154,025.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves amending the Fiscal Year 2026-27 Annual Operating General Fund budget to adjust the revenue and expenditures in the amount of $154,025.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to take the necessary steps to implement the provisions of this resolution.
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06/09/2026/FIN/DChristensen/Item X 2 2026-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 9th day of June 2026, 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 votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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06/09/2026/FIN/DChristensen/Item X 1 2026-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2026-XX

RESOLUTION AMENDING THE POSITION ALLOCATION FOR FISCAL
YEAR 2026-27 AS ADOPTED IN THE OPERATING BUDGET BY
RECLASSIFYING ONE (1) PARKING ADJUDICATION PROGRAM
COORDINATOR TO ONE (1) ACCOUNT TECHNICIAN II, ELIMINATING ONE (1) SENIOR ACCOUNT CLERK, REALLOCATING ONE (1) PARKING

ENFORCEMENT OFFICER FROM THE PARKING SERVICES DIVISION OF

THE PUBLIC WORKS DEPARTMENT TO THE PARKING ENFORCEMENT

DIVISION OF THE POLICE DEPARTMENT, AND ELIMINATING THE

PARKING ENFORCEMENT DIVISION OF THE PUBLIC WORKS

DEPARTMENT
WHEREAS, a Position Allocation for the City of Modesto was adopted by Modesto City Council Resolution pursuant on June 02, 2026, as part of the Annual Budget of the City of Modesto for Fiscal Year 2026-27, and WHEREAS, classification studies are conducted to ensure that a classification system is equitable and consistent within an organization and that positions are correctly classified, and
WHEREAS, per Personnel Administrative Order 2.2-87-12, a classification study may be conducted in response to a reclassification request, to develop/revise a classification specification, or to assist in a reorganization, and
WHEREAS, classification studies were conducted by Human Resources to determine appropriate classifications, and
WHEREAS, position changes will be effective the pay period in which June 9, 2026, falls, unless otherwise noted.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves amending the Position Allocation and the Fiscal #11..
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Year 2026-27 Operating Budget for the Finance, Police and Public Works department as follows:

1. Reclass and reallocate one (1) Parking Adjudication Program Coordinator (OPN 0358) to one (1) Account Technician II in the Citation Processing Services Division (12450) of the Finance Department.

2. Eliminate (1) Senior Account Clerk (OPN 0328) in the Citation Processing Services Division (12450) of the Finance Department.

3. Reallocate one (1) Parking Enforcement Officer (OPN 1464) in the Parking Enforcement division (53257) of the Public Works Department to the Parking Enforcement division (19445) of the Police Department.

4. Eliminate the Parking Enforcement division (53257) of the Public Works Department.
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06/09/2026/FIN/DChristensen/Item X 3 2026-XX
The foregoing resolution was adopted at a regular meeting of the Council of the City of Modesto held on the 9th day of June 2026, 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 votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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Rev. October 5, 2023
T2 Master Customer Agreement
This Master Customer Agreement ("Agreement") is made by and between T2 Systems, Inc. (“T2C or T2 Systems”) each on behalf of itself and for the benefit of its respective Affiliates (as defined below) and City of Modesto ("Customer") as of the Effective Date set forth below.

By signing this Agreement, the parties acknowledge to have read, understand and agrees to be bound by the terms and conditions of this Agreement.

1. BACKGROUND. The Agreement establishes the overall contractual framework and the applicable terms and conditions. Under the Agreement, Customer may acquire or license Products and procure Services by entering into an Addenda. The following Addenda will be entered into by Customer and T2 Systems or one of its Affiliates and each will be incorporated in this Agreement herein. -Collection Services Addendum
In the event of any conflicts in the terms of the applicable Addenda and the Agreement, the terms of the Addenda shall control.

2. DEFINITIONS. In this Agreement:
(a) “Addenda” or “Addendum” means each document attached hereto and made part of the Agreement which may include a Quote, Order Form or Statement of Work, between Customer and T2 Systems or one of its Affiliates under this Agreement to place orders for Products and/or Services.
(b) "Affiliate" means, in respect of an entity, any entity which directly or indirectly controls, is controlled by, or is under common control with such entity. "Control" for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of an entity. (c) "Confidential Information" means and includes any written or orally or visually disclosed information relating to the disclosing party's business identified as “confidential” or “proprietary” or which the receiving party should reasonably know is confidential or not generally known to the public, including, without limitation:
(i) all know-how, technology, Documentation and other proprietary information owned, licensed, used or developed by the disclosing party, including proprietary rights protected by trade secret and other intellectual property rights, and; (ii) all information relating to the disclosing party's business, the source code for the Software, the Services, and to all other aspects of the disclosing party's structure, personnel, operations, financial matters, marketing, commercial strategies, customer lists, Customer Data, contractual records, correspondence, products, programs, devices, #11..
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concepts, inventions, designs, methods, data, and items provided to the disclosing party by third parties subject to restrictions on use or disclosure. (d) "Customer Data" means the data provided to T2 Systems by Customer and Customer’s authorized end users who access or use Software as permitted in an Addendum. (e) "Documentation" means the documentation, help files, user manuals, handbooks and any other written or electronic material relating to the Products and Services provided by T2 Systems to its customers from time to time.
(f) "Effective Date" means the latest of the dates on which this Agreement is executed by Customer and T2 Systems as indicated in the signature block at the end of these terms and conditions. (g) “Hardware” means the T2 Systems hardware sold and provided by T2 Systems to Customer under an Addendum.
(h) “Products” means the T2 Systems products licensed or sold by T2 Systems to Customer under an Addendum including Software and Hardware.
(i) “Quote” or “Order Form” means the quote provided by T2 Systems to Customer related to the ordering of Products and/or Services as set forth in the applicable Addendum. Unless otherwise stated in the Quote, each Quote is incorporated and made part of the applicable Addendum. (j) "Representatives" means, in respect of a party, the directors, officers, employees, agents and contractors of such party.
(k) "Services" means the T2 Systems services provided by T2 Systems to Customer under an Addendum.
(l) “Software” means the T2 Systems Software access to which is licensed by T2 Systems to Customer under an Addendum.

All other terms defined in this Agreement shall have the meanings ascribed thereto.

3. TERM. This Agreement shall commence on the Effective Date and remain in full force and effect until terminated in accordance with its terms.

4. FEES AND PAYMENT.
(a) Customer agrees to pay to T2 Systems the fees plus all applicable taxes as set forth in the applicable Addendum.
(b) All fees are exclusive of all taxes, duties and levies of any kind, including any sales, use, excise, valueadded and other applicable taxes, withholdings, and governmental charges (collectively, “Taxes”).

Customer shall pay all applicable Taxes, other than taxes on T2 System’s income. If T2 Systems pays any such amounts on behalf of Customer, Customer shall reimburse T2 Systems upon presentation of proof of payment.
(c) If Customer claims an exemption from any such taxes, Customer shall provide to T2 Systems an appropriate exemption certificate. If Customer challenges the applicability of any tax, Customer shall nevertheless pay the same to T2 Systems and Customer may thereafter challenge the tax and seek a refund thereof. Customer agrees to indemnify and hold harmless T2 Systems from any cost, fee, penalty or expense (including counsel fees) in connection with any assertion by any taxing authority that T2 Systems has failed to collect and remit their sales or use tax on transactions hereunder or to pay any property taxes on the copies of the Software in Customer’s possession but shall have no such obligation to T2 Systems with respect to any amount paid by Customer to T2 Systems and not remitted to the relevant taxing authority. #11..
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(d) Material Adverse Change. In the event of a material adverse change, the Parties agree to renegotiate, in good faith, pricing of the applicable Addendum and/or Quote(s) within thirty (30) days of such material adverse change. For purposes of this Section 3.4, a “material adverse change” shall mean any event, occurrence, change in facts, conditions, or effect that has been or reasonably can be expected to be adverse to the Customer or the T2, and their respective businesses, operations, or financial conditions, including, but not limited to, a change in law that affects the Services or Deliverables. If the Parties cannot reach an agreement regarding renegotiated pricing within thirty (30) days of such material adverse change, T2 shall have the exclusive option to terminate this MSA and/or any Addendum hereunder upon thirty (30) days written notice

5. OWNERSHIP.
(a) Customer agrees that the Software, Documentation and Services are proprietary products and services of T2 Systems and that all right, title and interest in and to the Software, Documentation and Services, including all associated intellectual property and other proprietary rights, are and shall at all times remain with T2 Systems and its third party licensors. The Software contains trade secret and proprietary information owned by T2 Systems or its third party licensors and is protected by copyright laws and international trade provisions and other applicable law. Customer must treat the Software like any other copyrighted material and Customer may not copy or distribute the Software or the Documentation, electronically or otherwise, for any purpose. Any Software provided under an Addendum will be licensed not sold to Customer. (b) Customer agrees that any copies made of the Documentation, any other T2 Systems Confidential Information and any other material obtained from T2 Systems shall preserve unaltered patent, trademark, copyright, proprietary or confidentiality notices contained therein. (c) Each party recognizes and acknowledges the great value of the goodwill associated with the name and trademarks of the other party, and the identification of the proprietary party’s goods or services therewith. Each party agrees that it obtains no rights, title or interest of any kind in or to any of the trademarks, tradenames, logos, service marks or other markings belonging to the other party or its suppliers.

6. CONFIDENTIALITY.
(a) Each party agrees to hold all Confidential Information of the other party in strictest confidence, not to make use thereof other than for the performance of this Agreement, to disclose such Confidential Information only to its Representatives who are under an obligation of confidentiality with respect thereto and who require such information for the performance of their duties, and not to disclose such Confidential Information to any third parties, except with the disclosing party's prior written consent; provided, however, that the foregoing restrictions shall not apply to Confidential Information of the other party:
(i) that is now or hereafter in the public domain through no action or failure to act on the part of the receiving party or its Representatives;
(ii) that was received by or was available to the receiving party from a third party without any obligation of confidentiality to the disclosing party; (iii) that is independently developed by or for the receiving party by persons who have not had access to the Confidential Information of the disclosing party; or (iv) that is disclosed with the written consent of the disclosing party. (b) Each party may disclose the other party’s Confidential Information pursuant to the requirement of a governmental agency or is required by operation of law, regulation or court order, provided that, #11..
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whenever possible, prompt notice is given by the receiving party to the disclosing party prior to such disclosure so that the disclosing party may seek a protective order or other remedy. (c) Each party agrees to protect and safeguard Confidential Information of the other party from loss, theft, destruction and inadvertent disclosure using the same degree of care as it uses to protect its own Confidential Information, but in no event less than a reasonable standard of care. (d) Each party shall hold the other party's Confidential Information in trust for the other party and all right, title and interest in and to such Confidential Information shall remain with the disclosing party.
(e) Upon termination of the Agreement or an applicable Addendum, or otherwise upon the request of a disclosing party, the receiving party will promptly destroy all full and partial copies of the disclosing party's Confidential Information in its possession or control, or in the event of termination of an Addendum such information provided under the applicable terminated Addendum, and certify such destruction in writing; provided, however, that the receiving party may retain one (1) copy for its internal archival purposes only, which copy shall remain subject to the obligations of confidentiality set out in this Section 6.

7. CUSTOMER DATA.
(a) Customer shall be solely responsible for, and shall hold T2 Systems, its third party suppliers, and their respective Representatives harmless from any loss, damage or liability arising in connection with Customer’s inputs, selection and use of the Services, and all data (including Customer Data), reports, statements and other content transmitted, posted, received or created on the T2 System through Customer’s account, even if transmitted, posted, received or created by a third party. (b) The Software may create and store databases of personal information of Customer end-users and data relating to Customer on the computer system on which the Software is accessed or installed.

Customer agrees to take all steps which it deems are appropriate to provide adequate security for that information.
(c) The parties acknowledge that at all times Customer will remain the owner of Customer Data. Except as otherwise set forth herein or in the applicable Addenda, T2 Systems shall not at any time use Customer Data or disclose Customer’s Data to any third parties, except that T2 Systems may use Customer Data for the purpose of meeting its obligations under an Addendum and providing the Services, and may store, back-up and archive Customer Data. Customer represents and warrants that the Customer Data does not infringe or violate the intellectual property, proprietary or personal rights of any third party and Customer has the right to grant T2 Systems the right to use the Customer Data as set forth herein.
(d) T2 Systems will comply with all applicable laws governing the collection, access, use, disclosure of Customer Data. All Customer Data which is submitted by Customer to T2 Systems pursuant to this Agreement will be safeguarded by T2 Systems to the same extent that T2 Systems safeguards data relating to its own business; provided, however, if Customer Data is publicly available, is already in T2 System’s possession from a source other than Customer or otherwise known to it, or was rightfully obtained by T2 Systems from third parties, T2 Systems hall bear no responsibility for its disclosure, inadvertent or otherwise. T2 Systems has implemented and will maintain administrative, physical and technical safeguards to protect Customer Data from unauthorized access, acquisition or disclosure, destruction, alteration, accidental loss, misuse or damage that are no less rigorous than accepted industry practices. In the event of unauthorized access to Customer Data which has been verified by T2 Systems, T2 Systems shall promptly i) take action to stop the unauthorized access, and ii) notify Customer, provide Customer with relevant details of the unauthorized access and an explanation of steps that T2 Systems took or is taking to stop the unauthorized access. #11..
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(e) T2 Systems maintains Payment Card Industry (PCI) Level One compliance and upon request (no more than once annually), T2 Systems will provide Customer with a copy of its third-party audit certification demonstrating that appropriate information security standards to protect Customer Data are in place.

8. INDEMNITY.
(a) T2 Systems Indemnification. Subject to the limitation of liability set out in Section 11, T2 Systems shall indemnify, defend and hold harmless Customer, its officers, directors or employees (“Indemnitees”) from and against any and all direct losses, damages, costs, expenses (including reasonable attorneys’ fees), (collectively “Losses”), to the extent that such Losses arise directly from any act(s) of gross negligence or willful misconduct by T2 Systems or any of its Representatives, giving rise to an accident or other occurrence resulting in bodily injury or death, to any person(s) arising out of or related to: (i) claims for loss or damage to tangible property, and (ii) claims asserted by third parties for loss or damage to tangible property; except to the extent that such Losses were not caused by T2 Systems .
(b) Intellectual Property Indemnification. Subject to the limitation of liability set out in Section 11, T2 Systems shall indemnify, defend (at its expense) and hold the Indemnitees harmless in respect of any damages awarded to a third party claimant related to a determination by a court that the operation or use of any Software, or any part thereof, infringes any third party’s copyright, trade mark or trade secret or any Hardware, or any part thereof, infringes any third-party’s copyright, patent, trademark or trade secret or set forth in a settlement agreement agreed to by T2 Systems.

T2 System’s obligations pursuant to this Section 8(b) shall not apply to any infringement caused by or resulting from Customer modifications or attempted modifications to any relevant system, combination of T2’s Product or Software with hardware or software not provided by T2 Systems, or from Customer’s failure to implement changes or updates furnished by T2 Systems to Customer during the term of this Agreement.

In the event that an injunction or order is obtained against the Customer’s use of any Product or Software or if, in T2 System’s opinion, any Product or Software is likely to become the subject of a claim of infringement or violation of any rights in connection with any rights as noted above, T2 Systems shall, at its expense and at its sole discretion:
(i) procure for the Customer the right to continue using the affected Product or Software; or (ii) modify or replace the affected Product or Software so that such Product or Software becomes non-infringing.

If neither Section 8(b)(i) nor Section 8(b)(ii) are commercially practicable, T2 Systems may, in its sole discretion remove the affected Product or Software from the Customer and refund to the Customer all amounts paid to T2 Systems by the Customer in respect of such Product, less a reasonable amount for depreciation. Notwithstanding the foregoing, T2 Systems shall have no obligation with respect to any claim of infringement that is based upon or arises out of (each of the following an "Excluded Claim"): (A) the use or combination of the Product or Software with any third-party or Customer hardware, software, products, data or other materials; (B) modification or alteration of the Product or Software by anyone other than T2 Systems; (C) Customer’s failure to implement any workaround that would have avoided the claim; (D) Customer’s use of the Product or Software in breach of or excess of the rights granted in this Agreement; (E) any third-party components; or (F) a business method or process that is inherent to Customer’s business. The remedies in and the indemnification rights of the Customer stated in this Section 8(b) are the exclusive remedies available to the Customer at law or in equity for indemnifiable claims. #11..
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(c) Customer Indemnification. Customer agrees to indemnify, defend and hold T2 Systems and its Representatives harmless from and against any and all liabilities, obligations, damages, claims, suits, proceedings, costs, fees and expenses, including reasonable attorneys’ fees and costs, arising out of the gross negligence or willful misconduct of Customer or any of its Affiliates, or breach of the Agreement by Customer, or any claim by Customer end user related to use of end user personally identifiable information.
(d) Defense. If a party is alleged to be obligated to indemnify the other party hereunder, the party alleged to be obligated to provide indemnification shall have the right to appoint counsel of its own choice and in all other respects control any litigation and/or settlement thereof, provided, however, that any such settlement shall not bind the non-indemnifying party or obligate it to pay any monies without its express prior written consent. The indemnified party shall cooperate in the defense of any indemnified claim. If one party is notified of any potential or actual claim or liability against the other party or named in any suit or proceeding of any kind that could give rise to an indemnification claim under this Agreement or otherwise subject the other party to a suit, proceeding or claim (or threat thereof), the notified party shall immediately inform the other party.

9. INSURANCE.
(a) During the Term of this Agreement, T2 Systems shall maintain, at its own expense, insurance which it deems reasonable and necessary for its business and the performance of its obligations hereunder. T2 Systems will, upon reasonable advanced notice, provide Customer with a copy of its certificate(s) of insurance.
(b) T2 Systems will maintain at its own expense the following insurance, with companies authorized to do insurance business in the any states where work is performed or eligible surplus lines insurers having an A.M. Best Rating of A-:VII or better, and in amounts not less than the following limits of coverage:
(i) Workers’ Compensation Insurance with statutory limits, and Employer’s Liability Insurance with limits of not less than $1,000,000:
(A) Employers Liability - Each Accident $1,000,000
(B) Employers Liability - Each Employee $1,000,000
(C) Employers Liability - Policy Limit $1,000,000
T2 Systems Workers’ Compensation policy will include states appropriate for T2 Systems employees and operations.
(ii) Commercial General Liability Insurance with limits of not less than:
(A) Each Occurrence Limit $1,000,000
(B) Personal & Advertising Injury $1,000,000
(C) General Aggregate $2,000,000
(D) Products - Completed Operations Aggregate $2,000,000 T2 System’s Commercial General Liability policy will be issued on a form that, subject to its terms, conditions and exclusions insures T2 System’s liability for damages on account of bodily injury (including death), property damage, and personal and advertising injury. (iii) Business Auto Liability Insurance covering, for liability purposes, all owned, non-owned or hired automobiles, with limits of not less than $1,000,000 combined single limit of liability per accident for Bodily Injury and Property Damage; #11..
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(iv) Customer shall be named as an additional insured under each policy, except for Workers Compensation and hired and non-owned auto liability policies. (c) The insurance coverage carried by T2 Systems as set forth herein shall not in any way expand T2 Systems liability or modify or affect the limitations of liability set forth in the Agreement or any Addenda.

10. EXCLUSION OF WARRANTIES.
(a) EXCEPT AS EXPRESSLY PROVIDED IN THE ADDENDUM APPLICABLE TO THE PRODUCTS AND/OR SERVICES OR AS OTHERWISE EXPRESSLY CONFIRMED IN WRITING BY T2 SYSTEMS, THE PRODUCTS AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OR REPRESENTATION OF ANY KIND.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, T2 SYSTEMS AND ITS THIRD PARTY

SUPPLIERS HEREBY DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES AND CONDITIONS,

EXPRESS OR IMPLIED, WHETHER ARISING UNDER STATUTE, FROM A COURSE OF DEALING, USAGE,

CUSTOM OF THE TRADE OR OTHERWISE, REGARDING THE PRODUCTS OR SERVICES, THE

DOCUMENTATION, OR ANY OTHER PRODUCTS OR SERVICES PROVIDED OR FAILED TO BE PROVIDED

UNDER THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OR

CONDITION OF MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCESSIBILITY, PRIVACY OF FILES OR SECURITY. (b) T2 SYSTEMS DOES NOT WARRANT THAT ANY PRODUCTS OR SERVICES PROVIDED HEREUNDER WILL BE UNAFFECTED BY BUGS, VIRUSES, ERRORS OR OTHER PROGRAM LIMITATIONS, NOR DOES T2

SYSTEMS WARRANT THAT CUSTOMER'S USE THEREOF WILL BE UNINTERRUPTED, ERROR-FREE OR WILL MEET ALL OF THE CUSTOMER'S REQUIREMENTS. FURTHER, T2 SYSTEMS DOES NOT WARRANT

THAT ANY SOFTWARE WILL OPERATE ON ANY PARTICULAR CONFIGURATION OF SOFTWARE, OPERATING SYSTEM OR COMPUTER SYSTEM. ANY HARDWARE PURCHASED FROM SOURCES OUTSIDE OF T2 SYSTEMS WILL BE THE SOLE RESPONSIBILITY OF THE CUSTOMER. T2 SYSTEMS WILL

NOT BE RESPONSIBLE FOR THE FAILURE OF THE SOFTWARE TO PERFORM TO THE EXTENT THAT

SUCH FAILURE TO PERFORM IS DUE TO THE FAILURE OF A THIRD PARTY FUNCTION, SUCH AS

INTERNET AVAILABILITY REQUIRED FOR THE CONNECTION BETWEEN THE HARDWARE AND SOFTWARE OR THE WIRELESS NETWORK AVAILABILITY REQUIRED FOR THE T2 SYSTEMS SOFTWARE TO BE ABLE TO SEND AND RECEIVE DATA. IN NO EVENT SHALL T2 SYSTEMS BE LIABLE FOR THE

FAILURE OF THE SOFTWARE TO PERFORM IF SUCH FAILURE ARISES DUE TO THE COMBINATION OF THE SOFTWARE WITH THIRD PARTY HARDWARE OR SOFTWARE. T2 SYSTEMS SHALL NOT COVER REPAIR, LABOR OR REPLACEMENT OF PARTS THAT ARE BY NATURE EXPENDABLE. IN ADDITION, IF

APPLICABLE, THE WIRELESS DATA SERVICES ARE NOT GUARANTEED AGAINST EAVESDROPPERS, HACKERS, DENIAL OF SERVICE ATTACKS OR INTERCEPTORS AND NEITHER T2 SYSTEMS NOR THE

UNDERLYING WIRELESS DATA SERVICES CARRIER CAN GUARANTEE THE PRIVACY OR SECURITY OF WIRELESS TRANSMISSIONS.
(c) THIS LIMITED WARRANTY GIVES THE CUSTOMER SPECIFIC LEGAL RIGHTS. THE CUSTOMER MAY

HAVE OTHER RIGHTS, WHICH VARY FROM LOCATION TO LOCATION, DEPENDING UPON THE APPLICABLE LAW OF SUCH LOCATION.

11. LIMITATION OF LIABILITY AND DAMAGES.
(a) TO THE MAXIMUM EXTENT PERMITTED BY LAW: EXCEPT FOR CLAIMS FOR DEATH OR BODILY INJURY, T2 SYSTEMS , ITS THIRD PARTY SUPPLIERS’ AND THEIR RESPECTIVE REPRESENTATIVES’

TOTAL AGGREGATE LIABILITY ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT,

AND/OR ANY PRODUCTS OR SERVICES DELIVERED OR FAILED TO BE DELIVERED UNDER THIS

AGREEMENT, SHALL BE LIMITED TO THE ACTUAL DIRECT DAMAGES SUFFERED BY CUSTOMER, NOT

TO EXCEED THE AMOUNT ACTUALLY PAID BY CUSTOMER FOR THE PRODUCT OR SERVICE GIVING RISE TO THE CLAIM DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE CLAIM. #11..
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(b) IN NO EVENT WILL T2 SYSTEMS OR ITS THIRD PARTY SUPPLIERS BE LIABLE IN ANY WAY FOR ANY

INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR AGGRAVATED

DAMAGES OF ANY KIND WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF

USE, DATA, INCOME, BUSINESS, PROFIT, GOODWILL, ANTICIPATED REVENUE, FAILURE TO REALIZE

EXPECTED SAVINGS, OR OTHERWISE, HOWEVER CAUSED, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, STATUTORY RIGHTS OR ANY OTHER BASIS ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS, OR OTHERWISE ARISING PURSUANT TO THIS AGREEMENT.
(c) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, DUE TO THE NATURE OF INTERNET AND WIRELESS TRANSMISSIONS, CUSTOMER AGREES THAT NEITHER T2 SYSTEMS NOR THE UNDERLYING

WIRELESS DATA SERVICES CARRIER SHALL BE LIABLE FOR ANY LOSS, COSTS OR DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH: ANY LACK OF PRIVACY OR SECURITY OF WIRELESS TRANSMISSIONS; SERVICES INTEROPERABILITY, ACCESS OR INTERCONNECTIONS WITH THE T2 SYSTEMS SERVICES; SERVICE DEFECTS, SERVICE LEVELS, DELAYS OR INTERRUPTIONS; ANY INTERRUPTION OR ERROR IN ROUTING OR COMPLETING CALLS OR OTHER TRANSMISSIONS; LOST OR ALTERED MESSAGES OR TRANSMISSIONS; OR UNAUTHORIZED ACCESS TO OR THEFT, ALTERATION, LOSS OR DESTRUCTION OF CUSTOMER’S CONTENT, DATA, PROGRAMS CONFIDENTIAL INFORMATION OR SYSTEMS.
(d) NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THIS AGREEMENT MAY BE BROUGHT BY CUSTOMER MORE THAN TWELVE (12) MONTHS AFTER THE FACTS GIVING RISE TO THE CAUSE OF

ACTION HAVE OCCURRED, REGARDLESS OF WHETHER THOSE FACTS BY THAT TIME ARE KNOWN TO, OR OUGHT REASONABLY TO HAVE BEEN DISCOVERED BY, CUSTOMER. (e) THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF THE CAUSE OF ACTION, WHETHER

ARISING UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, AND REGARDLESS OF WHETHER T2 SYSTEMS, ITS THIRD PARTY SUPPLIERS AND/OR THEIR REPRESENTATIVES KNEW, OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF SUCH DAMAGES. (f) CUSTOMER AGREES THAT THE LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THIS AGREEMENT, WITHOUT WHICH T2 SYSTEMS WOULD NOT HAVE ENTERED INTO

THIS AGREEMENT AND/OR AGREED TO PROVIDE THE PRODUCTS AND/OR SERVICES UNDER THE CURRENT TERMS (INCLUDING FEES).
(g) THIS SECTION SHALL APPLY TO ANY ACTION OR ARBITRATION HEREUNDER. BECAUSE THE LAWS OF

SOME LOCATIONS DO NOT ALLOW THE LIMITATION AND/OR EXCLUSION OF LIABILITY, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO ALL CUSTOMERS.

12. TERMINATION.
(a) Each Addendum may be terminated according to its terms and the terms of this Agreement. (b) In the event that there are no Addenda in effect, either party may terminate this Agreement without cause by written notice to the other party, which termination shall be effective as of the last day of the calendar month following the month in which notice of termination is received. (c) Either party may terminate this Agreement or any Addendum if the other party breaches any of its representations or warranties, or any other material obligation under this Agreement or the applicable Addendum, and fails to remedy such breach with thirty (30) days of receipt of notice from the non-breaching party. T2 Systems shall also have the right to suspend performance of all or any of the Services under an Addendum, without liability, pending the rectification of any breach by Customer.
(d) Either party may terminate this Agreement or any Addendum, immediately upon written notice, if the other party makes an assignment for the benefit of its creditors or becomes bankrupt or makes #11..
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an application for relief under the provisions of any statute now or hereafter in force concerning bankrupt or insolvent debtors, or if a receiving order or receivership order is made against the other party, or any action whatsoever, legislative or otherwise be taken to effect the winding up, dissolution, suspension of operations or liquidation of the other party. Notwithstanding the foregoing, the Customer shall not be entitled to terminate this Agreement under this Section if T2 Systems, or its creditors, or some other party makes suitable provisions for the performance of its obligations hereunder.
(e) Without limiting any other remedies available under this Agreement, at law or in equity, in the event of the termination of this Agreement or any applicable Addendum for any reason:
(i) T2 System’s obligation to provide the affected Products and Services will terminate; (ii) All unpaid amounts due in respect of the terminated Services up to and including the effective date of termination shall, at T2 System’s option, become immediately due and payable;
(iii) Customer is not entitled to a refund for any affected Products and Services that are in process or not completed, including labor and any expenses T2 Systems may have incurred up to the effective date of termination;
(iv) Customer must destroy any copies of the Documentation in Customer's possession in any form and on any media, and certify to T2 Systems in writing that it has done so; (v) Sections 4, 5, 6, 7, 8, 9, 10, 11, 12(e), and 13 shall survive the expiration or termination of this Agreement until such time as the parties may agree to the release of the obligations contained therein.
(f) No Limitation of Remedies. Any termination of the Agreement shall not in any respect limit any of either party's rights or remedies either in law or in equity or relieve either party of any obligation incurred prior to the effective date of such termination.

13. DISPUTE RESOLUTION.
(a) Dispute Resolution. In the event of any dispute arising out of this Agreement (including all Addenda), the parties shall use commercially reasonable efforts to negotiate a settlement in good faith satisfactory to both parties. If they do not reach a solution within a period of sixty (60) days (or such other longer period as the parties may agree), then either party may, on written notice to the other party, refer the dispute for settlement by arbitration before a single arbitrator in accordance with the rules of the American Arbitration Association. The costs of the arbitrator will be borne equally by the parties, but they will otherwise bear their respective costs incurred in connection with the arbitration. The parties shall select the arbitrator promptly and use commercially reasonable efforts to conduct the arbitration hearing no later than three (3) months after the arbitrator is selected. The arbitrator may not award punitive or exemplary damages against either party or any other relief in excess of the limitations set forth herein. The judgment and award of the arbitrator will be final and binding on each party. Judgment upon the award may be entered in any court having jurisdiction, or application may be made to such court for judicial acceptance of the award and/or an order of enforcement as the case may be. (b) Injunctive Relief. Each party acknowledges and agrees that a breach of the obligations under Section 5 (“Ownership”) and Section 6 (“Confidentiality”) may cause irreparable harm and significant injury to the affected party that would not be adequately compensated by an award of money damages and, in addition to any other remedy available at law or in equity, and notwithstanding the provisions of Section 13(a), the affected party will be entitled to seek temporary and permanent injunctive relief from any court of competent jurisdiction to prevent breaches hereunder, without showing or proving any actual or threatened damage. #11..
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(c) Choice of Law. This Agreement and all Addenda are governed by the laws of the State of Indiana.

14. GENERAL PROVISIONS.
(a) Assignment. T2 Systems may assign its rights and obligations under this Agreement. Customer may not assign or transfer any of its rights or obligations under this Agreement to any person without the express prior written consent of T2 Systems.
(b) Entire Agreement. Customer acknowledges that this Agreement including all Addenda, SOW’s, Quotes and other attachments referencing this Agreement, comprise the entire understanding and agreement between parties regarding the Products and Services to be provided hereunder and supersedes all prior written and oral agreements, purchase orders, proposals, representations, understandings, promises, descriptions or other communications between the parties regarding the same. If Customer submits an order form with contrary terms or conditions, such order form shall be considered only as confirmation of the order and shall in no way amend, prevail over, supplement, or supersede any of the provisions of this Agreement or any Addenda. (c) Piggyback Cooperative Purchasing. It is understood and agreed by Customer that a third party may purchase the goods and services specified herein in accordance with the terms and conditions of this Agreement for the purposes of piggyback purchasing. It is also mutually understood and agreed the third party will issue its own purchasing documents for the goods and services, be invoiced therefrom and make its own payments to T2 Systems in accordance with the terms of the contract established between the third party and T2 Systems. T2 Systems and the third party will agree separately on scope and pricing for the goods and services. Customer shall bear no responsibility or liability to any contractual agreement made between T2 Systems and any other third party. (d) Enurement. This Agreement shall be binding upon and enure to the benefit of T2 Systems, Customer and their respective successors and permitted assigns. (e) Force Majeure. Neither party shall be liable for delay or failure in performance (other than the making of payments) directly or indirectly resulting from acts beyond the control of such party, including, but not limited to acts of God, acts of war or terrorism, civil commotion, riot, fire, flood, pandemic or other disaster, acts of government, strike, work stoppages, lockout, power failures, inability to secure or delay in securing transportation, inability to obtain or delays in obtaining goods, materials, or qualified labor, or the inability to use or the failure of any third party telecommunications carrier or other services, which events or conditions prevent in whole or in part the performance by such party of its obligations hereunder or which renders the performance of such obligations so difficult or costly as to make performance commercially unreasonable. In such event, the party affected shall be excused from performance on a day-to-day basis to the extent of the delay, and the other party shall likewise be excused from the performance of its obligations on a day-to-day basis to the extent such party's obligations related to the performance are so delayed.

Where an Event of Force Majeure occurs, the party who is delayed or fails to perform shall give prompt notice to the other party. In the event such inability to perform shall continue longer than sixty (60) Days, the party which has received or which was entitled to receive notice may terminate the Agreement by notice to the other party without further liability, expense, or cost of any kind.

Force Majeure events do not include any failure as a result of political or social pressure, general economic or market factors, and/or fear of or threat of a Force Majeure Event or other circumstance.
(f) Tariff Surcharge
(i) Tariff Surcharge Implementation: If, after the Effective Date of this Agreement, any governmental authority enacts or imposes new or additional tariffs, import/export duties, surcharges, taxes, or similar fees (“Tariff Surcharges”) that increases the costs of goods, materials, and/or services provided for under this Agreement or any product specific #11..
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addendum, T2 shall have the right to pass through such costs to Customer. Tariff Surcharges shall be calculated as either (1) a percentage-based fee applied to the total cost of applicable good or services, or (2) a fixed fee per affected order, shipment, or service. The Tariff Surcharge shall remain in effect for as long as the applicable tariffs remain in place. If tariffs are reduced or eliminated, T2 will evaluate and adjust or remove the surcharge accordingly.
(ii) Adjustment of Tariffs: The Tariff Surcharge is subject to change in response to government-imposed tariff rate changes, exemptions, or other regulatory modifications.

T2 will provide 30 days' written notice of any surcharge adjustments. (iii) Transparency and Customer Acknowledgment: The Tariff Surcharge shall be separately itemized on Order Forms and shall not be considered part of the base price of goods or services. This surcharge is implemented solely to recover tariff-related costs and does not reflect an increase in profit margins. By entering into this agreement, the Customer acknowledges and agrees to the application of the Tariff Surcharge as outlined in this section and agrees to remit payment accordingly.
(g) Independent Contractors. The parties are independent contractors. Nothing herein shall be construed to create any legal partnership, joint venture, agency or any other relationship between the parties.
(h) Notices. All communications and notices provided for herein shall be in writing and shall be deemed to have been given when delivered personally to the recipient, by email, or by registered or certified mail with return receipt requested, postage prepaid, and addressed to the Customer at the address appearing on the Addenda or Quote(s), as applicable, or at such other address as either party may designate by notice to the other. T2 Systems, from time to time may send general communications and/or notices to all its customers and such notices shall be deemed to have been given when delivered by email.
(i) No Waiver. No delay or failure to take any action or exercise any rights under this Agreement shall constitute a waiver or consent unless expressly waived or consented to in writing. A waiver of any event does not apply to any other or subsequent event, even if in relation to the same subjectmatter. (j) Publicity. Except as expressly agreed in writing, neither party shall issue any press release, or otherwise publicly identify the other as a customer or supplier, in any marketing materials or otherwise, without the express prior authorization of the other party. (k) Severability. If any provision contained in this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, it shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be in any way affected or impaired thereby and shall continue in full force and effect. (l) Amendment. This Agreement may be modified or amended only if the amendment is made in writing and is signed by both parties.
(m) Counterparts. This Agreement and each Addenda may be executed by the parties in counterparts with the same effect as if they had signed the same document and all counterparts shall be construed together and shall constitute one and the same agreement. This Agreement and any Addenda may be executed by the parties and transmitted by electronic transmission, with the same effect as if the parties had delivered an executed original. (n) International. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement or any Products or Services ordered or provided under this Agreement. #11..
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(o) Compliance with Laws. Each party agrees to comply with all applicable federal, state, provincial and local laws, regulations, and orders in fulfilling its obligations under the Agreement, including as applicable laws relating to anticorruption of public officials and anti-bribery laws and regulations and the Federal Fair Debt Collection Practices Act.
(p) Authorization. Both parties represent and warrant that they have the authority to bind their respective agency, institution, or company, and that they are authorized to sign this Agreement and any Addenda hereto.
(q) Captions. The captions and section headings included in this Agreement and any Addenda are for convenience only and shall not affect the scope, intent, meaning or function of any provision of this Agreement or the applicable Addenda.

IN WITNESS WHEREOF, the parties have executed this Agreement by a duly authorized representative thereof.

T2 SYSTEMS, INC.

Per: ________________________________
Name: Mindy Powers
Title: Head of Sales & Customer Experience
Date: _______________________________

CITY OF MODESTO
Per: ________________________________
Name: ______________________________
Title: ______________________________
Date: _______________________________
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Collection Services Addendum

THIS COLLECTION SERVICES ADDENDUM GOVERNS THE PROVISION AND USE OF COLLECTION SERVICES PURCHASED BY CITY OF MODESTO (“CUSTOMER”) FROM T2 SYSTEMS, INC. (“T2 SYSTEMS”).

1. BACKGROUND.

The parties have entered into a Master Customer Agreement (“Agreement”). This Addendum is incorporated into and subject to the terms of the Agreement and the terms of the Agreement are incorporated herein. To the extent of any conflict between the terms of this Addendum and the Agreement, the terms of the Addendum shall control. All terms defined in this Addendum shall have the meanings ascribed thereto. Capitalized terms used in this Addendum that are not otherwise defined in this Addendum have the meaning set forth in the Agreement.

Customer has authority pursuant to certain laws, ordinances and/or regulations to assess and collect fines and citations for violations of these laws, ordinances and/or regulations. Citation Collection Services, LLC “CCS” is an affiliate of T2 Systems, Inc., and is entitled to enter into this Addendum under the Agreement and is a duly licensed collection agency, and possesses the personnel, experience, expertise, and equipment to collect the fines and citations through an effective collection process and court action, if necessary. Customer and T2 Systems have mutually agreed that CCS will assist in the collection of, or actually collect, certain unpaid fines and citations (the “Accounts”) on behalf of T2 Systems. which Customer may refer to T2 Systems from time to time during the Term of this Addendum.

2. REFERRED ACCOUNTS.
(a) Referred Accounts. Pursuant to the terms and conditions of this Addendum, Customer shall provide to T2 Systems, from time to time, those Accounts which Customer desires T2 Systems to assist in the collection of (or actually collect) on behalf of Customer. All Accounts submitted to, and accepted by, T2 Systems shall be referred to as “Referred Accounts.”
(b) Collection of Referred Accounts. T2 Systems agrees to undertake the collection of each Referred Account in accordance with the level of service selected by Customer which shall be described in more detail in a Statement of Work (“SOW”) in the form attached hereto as Appendix A (collectively, the “Collection Services”).
(c) T2 Systems Collection Services. During the Term of this Addendum, T2 Systems agrees to employ such lawful means, methods, and procedures as in T2 System’s judgment, discretion and experience, it believes will best effect the collection of the Referred Accounts. T2 Systems may use outside contractors or vendors to perform certain portions of the Collection Services and/or gather information about Referred Accounts and the obligors thereon.
(d) Authority to Settle Referred Accounts. Customer hereby authorizes T2 Systems to collect, compromise, or settle each Referred Account. However, unless otherwise authorized by Customer in writing, any such settlement shall be in conformance with the minimum amounts as set forth on the applicable SOW related to the Referred Account in question.
(e) Transfer of Accounts. All Accounts will be forwarded to T2 Systems using the systems and procedures designed by T2 Systems. Upon request of T2 Systems, Customer will provide certified copies or originals of violation notices, tickets, citations, assessment letters, and any other documents necessary for use by T2 System in collection of the Referred Accounts. T2 Systems agrees to keep all such documents confidential #11..
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and to not use or disclose them (or the information contained therein) for any purpose other than the performance of the Collection Services.
(f) Exclusivity of Collection Services. Customer agrees that T2 Systems shall be the exclusive third-party collector of all Referred Accounts during the Term of this Addendum and during any applicable retention period set forth in Section 3. If Customer refers an Account to T2 Systems, which becomes a Referred Account, Customer may continue to exercise its collection efforts with respect to such Referred Account; provided, however, that T2 Systems shall be entitled to payment pursuant to the terms of this Addendum for all collections made against such Referred Account, irrespective of who makes such collection. (g) Rejected and Returned Accounts. T2 Systems may reject any Account or return any Referred Account to Customer at any time for any reason (or no reason) in its sole discretion. After an Account is rejected or a Referred Account is returned to Customer at T2 System’s request, T2 Systems shall not be entitled to any additional fees with respect thereto. T2 Systems will return to Customer such Referred Accounts which it determines, in its sole judgment and discretion, to be uncollectible. If Customer wishes to remove a Referred Account from T2 Systems (the “Returned Accounts”), Customer will notify T2 Systems in writing at least ten (10) days in advance (the “Return Notice”). Section 3 shall govern the collection on any Returned Accounts. Within thirty (30) days of the expiration of the one (1) year period set forth in Section 3 for Returned Accounts, T2 Systems agrees to return each such Returned Account to Customer.

3. TERM AND TERMINATION.
(a) Term. The initial term of this Addendum is three (3) years. This Addendum will automatically renew for additional one (1) year terms unless written notice is provided to the other party at least sixty (60) days prior to the expiration of the then-current term. The initial term and any renewal terms are collectively referred to as the “Term.”
(b) Termination. Either party may terminate this Addendum if the other party fails to perform any obligation hereunder which failure is not cured within fifteen (15) days after notice from the other party, except that T2 Systems may terminate this Addendum immediately for Customer’s failure to pay any amounts hereunder when due and payable. In the event T2 Systems elects to retain any Referred or Returned Account pursuant to the section below, the provisions of this Addendum applicable to such continuing collection efforts shall survive any termination or expiration of this Addendum until all rights and obligations hereunder are fully performed and/or satisfied with respect to such accounts. (c) Retention of Referred Accounts. Upon the expiration of this Addendum or earlier termination of this Addendum by T2 Systems due to a breach by Customer, T2 Systems shall have the right, at its sole discretion, to retain for collection, pursuant to the terms and conditions of this Addendum, any Referred Account upon which a partial payment has been made within the prior one (1) year period or which is subject to an agreed upon payment plan.

4. PAYMENT TERMS.
(a) Collection fees. During the term of this addendum and during any applicable retention period set forth in Section 3, T2 Systems shall be entitled to the fees, costs, and expenses set forth (in the SOW applicable referred account), regardless of whether collected by T2 Systems, Customer, or others. (b) Payments to and from Customer. Customer agrees that T2 Systems will deposit each check received from the Customer’s end customer on behalf of the Customer. T2 Systems shall remit each payment it collects on a Referred Account to Customer, minus T2 System’s fees and any other amounts owed to T2 System, on or before the twentieth (20th) day of each month following the month in which the amount was actually #11..
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collected. Invoices may be submitted to Customer by Citation Collection Services, LLC, which is an Affiliate of T2 Systems, Inc.

Customer shall remit, or cause to be remitted, all amounts owed T2 Systems under this Addendum, if any, within thirty (30) days of receipt of notice thereof from T2 Systems. A late fee of one percent (1%) per month shall be assessed on all past due amounts from Customer based upon the aggregate amount of all past due monies. T2 Systems shall also be entitled to reasonable attorney’s fees and other costs of collection incurred in attempting to collect past due amounts from Customer. (c) Direct Payments. Customer agrees to immediately notify T2 Systems of any payments on a Referred Account made directly to Customer, and T2 Systems will be entitled to the fees specified in this Addendum as if T2 Systems had actually collected the Referred Account. Any such amounts may be deducted from Customer’s next monthly payment from T2 Systems.

5. MISCELLANEOUS.
(a) Inspection Rights. Customer, its auditors, or any governmental agency or other party authorized to supervise, regulate or audit Customer, may examine T2 System’s records pertaining to the Referred Accounts during normal business hours and upon ten (10) days’ advance written notice; or with less notice if required of Customer by any such agency or other party or by law. #11..
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APPENDIX A

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Modesto City CouncilJune 9, 2026

Modesto City Council
June 9, 2026