Agenda packet, regular meeting, first session — Montebello City Council, January 14, 2026 (part 1 of 4)

CITY OF MONTEBELLO

CITY COUNCIL

REGULAR MEETING

WEDNESDAY, JANUARY 14, 2026 AT 6:00 PM

CITY HALL COUNCIL CHAMBERS
1600 WEST BEVERLY BOULEVARD

MONTEBELLO, CALIFORNIA

CITY COUNCIL
Georgina Tamayo, Mayor
Danielle Romero, Mayor Pro Tem
Scarlet Peralta, Councilmember
Ric Alonzo, Councilmember
Salvador Melendez, Councilmember

CITY MANAGER
Raul Alvarez

CITY TREASURER
David Matanga

CITY ATTORNEY
Arnold M. Alvarez-Glasman

CITY CLERK
Christopher Jimenez

DEPARTMENT HEADS
Assistant City Manager
Fire Chief
Police Chief
Director of City Clerk Services
Director of Finance
Director of Human Resources
Director of Planning/Community Development
Director of Public Works
Director of Recreation and Community Services
Director of Transportation
Angelica Palmeros
Fernando Pelaez
Luis Lopez
Kimberly Guillen
Michael Solorza
Ramon Figueroa
Joseph Palombi
Cesar Roldan
David Sosnowski
John Soria

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NOTICES
This City Council Meeting ("Council") will be held in person and will meet at City Hall – City Council Chambers, 1600 West Beverly Boulevard, Montebello, California. The meeting will be live streamed and can be watched on the City’s website and YouTube Channel via the following link: https://www.montebelloca.gov, and may also be viewed on Spectrum Public Access Channel 3 for all Spectrum cable subscribers.

AMERICANS WITH DISABILITIES ACT: In compliance with the Americans with Disabilities Act (ADA) any person with a disability who requires special accommodations in order to participate in a meeting should contact the Administration Office at (323) 887-1437 Monday-Thursday from 7:30 a.m.-5:30 p.m. Please call 48 hours prior to the meeting to ensure that reasonable arrangements can be made to provide accessibility to this meeting (28 CFR 35.102-35.104 ADA Title II 1203). If you require translation services, please contact the City Clerk’s office 72 hours before this meeting. Si necesita servicios de traducción, comuníquese con la Oficina del Secretario Municipal 72 horas antes de esta reunión. 如果您需要翻译服务，请在会议前 72 小时联系市书记员办公室.

RULES OF DECORUM:

Pursuant to Section 54957.95 of the Government Code, the presiding member of the legislative body conducting a meeting, or their designee, is authorized to remove, or cause the removal of, an individual for disrupting the meeting.

Any such removal will be preceded by a warning to the disruptive individual by the presiding member of the legislative body or their designee that the individual’s behavior is disrupting the meeting and that the individual’s failure to promptly cease their disruptive behavior may result in their removal.

PUBLIC COMMENTS:

In-Person: For those interested in participating during the Public Comment period(s) or public testimony period for Public Hearings of the City Council meetings, you may address the City Council in person only the day of the meeting.

Speakers will be required to fill out a speaker card provided at the door and submit it to City Clerk staff prior to each Public Comment announcement period. Staff will number and call each speaker card in the order received. Closed Session begins at 6:00 p.m. and Regular Session begins immediately thereafter; if there is no Closed Session, Regular Session will begin at 6:00 p.m.

AGENDA MATERIALS: The agenda and/or agenda packet are available for public inspection at City’s website at:

Agendas, Minutes, and Videos,

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IN CONSIDERATION OF OTHERS, PLEASE TURN OFF, OR MUTE, ALL CELL PHONES AND PAGERS

THANK YOU FOR YOUR COOPERATION

OPENING CEREMONIES

CALL TO ORDER - 6:00 P.M.

ROLL CALL

ANNOUNCEMENT OF CLOSED SESSION ITEMS

PUBLIC COMMENTS ON CLOSED SESSION ITEMS
At this time, the public may submit a speaker card to the City Clerk staff for Closed Session items, prior to the beginning of this statement. Speakers will be called in the order received. Please be aware that the maximum time allotted for members of the public to speak on Closed Session items shall not exceed three (3) minutes per person. State Law prohibits the City Council from taking action or entertaining extended discussion on a topic not listed on the agenda. Please show courtesy to others and direct all of your comments to the Mayor and City Council.

CLOSED SESSION
The City Attorney shall provide a briefing on the item listed for Closed Session as follows:

1. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Government Code Section 54956.9(d)(1)
Molinari v. City of Montebello
Los Angeles Superior Court Case No. 25STCP02304

REGULAR SESSION - IMMEDIATELY FOLLOWING CLOSED SESSION

CLOSED SESSION REPORT

INVOCATION

PLEDGE OF ALLEGIANCE

CORRECTIONS TO THE AGENDA - CITY MANAGER

CEREMONIAL ITEMS/PRESENTATIONS

2. CITIZEN OF THE MONTH — DR. LISA IBAÑEZ

3. PROCLAMATION FOR HUMAN TRAFFICKING AWARENESS MONTH

4. CEREMONIAL CHECK PRESENTATIONS TO VARIOUS ORGANIZATIONS PUBLIC COMMENTS ON NON-AGENDA ITEMS (30 MINUTES)
At this time, the public may submit speaker card(s) to the City Clerk staff, for both agenda and non-agenda items, prior to the beginning of this statement; Public Hearing items do not require a speaker card.

The City Council will address non-agenda items during this section and speakers will be called in the order received. Those persons not accommodated during this 30-minute period will have an opportunity to speak under “Public Comments – Continued”, after all scheduled matters have been considered. Public Hearing, Regular Business and/or Consent Calendar items will be addressed at the time that matter of business is heard, in the order received.

Please be aware that the maximum time allotted for members of the public to speak shall not exceed three (3) minutes per speaker. State Law prohibits the City Council from taking action or entertaining extended discussion on a topic not listed on the agenda. Please show courtesy to others and direct all of your comments to the Mayor

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and City Council.

STAFF COMMUNICATIONS ON ITEMS OF COMMUNITY INTEREST

REGULAR BUSINESS

5. REVIEW OF CURRENT CITY COUNCIL ASSIGNMENTS TO VARIOUS BOARDS, AGENCIES, AD HOC AND

TASK FORCE COMMITTEES

RECOMMENDATION: It is recommended that the City Council:

1. Review and take action to fill City Council assignments to various Boards, Agencies, Ad Hoc Committees and Task Force Committees; and

2. Designate the Mayor as the representative to the Los Angeles County-City Selection Committee and the Mayor Pro Tempore as the alternate representative; and

3. Designate the Mayor as the representative to the Board of Directors of Sanitation District No's. 2 and 15 of Los Angeles County, and Mayor Pro Tempore as the alternate representative; and

4. Appoint or reappoint a representative to the Greater Los Angeles County Vector Control District; and

5. Take such additional, related action that may be desirable.

6. ADOPT RESOLUTION NO. 26-04 APPROVING THE PURCHASE AND SALE AGREEMENT FOR THE PURCHASE OF REAL PROPERTY LOCATED AT 860 TRUCK WAY (APN 6350-021-027)

RECOMMENDATION: It is recommended that the City Council:

1. Adopt Resolution No. 26-04 approving the purchase of real property located at 860 Truck Way, Montebello, California 90640, for a total not-to-exceed amount of $2,200,000; and

2. Approve the Purchase and Sale Agreement and authorize staff to continue negotiating the final form as long as no change to purchase price or description of property being purchased, which final agreement shall be approved as to form by the City Attorney’s office; and

3. Authorize the City Manager to execute the Purchase and Sale Agreement with Walter B. Baker and Marla Baker, and any related documents reasonably necessary to complete the purchase in accordance with the final agreement; and

4. Amend the Fiscal Year 2025-26 adopted operating budget to increase appropriations by $2,200,000 in Account No. 600-90-900-7060 (Transit Fund, Transit Administration, Acquisition); and

5. Take such additional, related action that may be desirable.

7. ACCEPTANCE OF THE FIRE STATION 56 REMODELING PROJECT (CDBG) (CP 923) – NOTICE OF

COMPLETION

RECOMMENDATION: It is recommended that the City Council:

1. Accept the Fire Station 56 Remodeling Project (CDBG) (CP 923) by Certified Roofing Applicators, Inc.; and

2. Approve the final contract amount with Certified Roofing Applicators, Inc., in the amount of $779,070 including change orders; and

3. Approve the Final Total Project Budget (Attachment A); and

4. Authorize the City Clerk to execute, verify and file the Notice of Completion (Attachment B) with the Los Angeles County Registrar-Recorder; and

5. Authorize the release of the retention payment of $38,954 due to Certified Roofing Applicators, Inc. following the mandatory waiting period from the date the Notice of Completion is recorded; and

6. Take such additional, related action that may be desirable.

CONSENT CALENDAR
All matters listed under the Consent Calendar are considered to be routine. Any items a member wishes to discuss, including any items the public submitted speaker cards for, should be designated at this time. All other items may be approved in a single motion. Such approval will also waive the reading of any Ordinance.

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8. ADOPT RESOLUTION NO. 26-01 DESIGNATING AUTHORIZED AGENTS FOR THE CITY OF MONTEBELLO

FOR THE CALIFORNIA GOVERNOR'S OFFICE OF EMERGENCY SERVICES (CAL OES) PUBLIC

ASSISTANCE GRANT

RECOMMENDATION: It is recommended that the City Council:

1. Adopt Resolution No. 26-01 Designating Authorized Agents for the City of Montebello for the California Governor's Office of Emergency Services (Cal OES) Public Assistance Grant; and

2. Take such additional, related action that may be desirable.

9. AWARD PROFESSIONAL SERVICES AGREEMENT NOS. 4439 AND 4440 WITH HINDERLITER DE LLAMAS

AND ASSOCIATES (HDL COMPANIES) FOR TRANSACTION AND USE TAX AND SALES TAX AUDIT AND

INFORMATION SERVICES

RECOMMENDATION: It is recommended that the City Council:

1. Award Professional Services Agreement No. 4440 with Hinderliter de Llamas and Associates (HdL Companies) for Transaction and Use Tax Audit and Information Services related to Measure H; and

2. Award Professional Services Agreement No. 4439 with Hinderliter de Llamas and Associates (HdL Companies) for Sales Tax Audit and Information Services (Bradley Burns Sales Tax); and

3. Authorize the City Manager to execute the agreement; and

4. Take such additional, related action that may be desirable.

10. APPROVE PURCHASE OF ONE (1) ZERO-EMISSIONS VEHICLE FOR THE PLANNING AND COMMUNITY

DEVELOPMENT DEPARTMENT UTILIZING SOUTH COAST AIR QUALITY MANAGEMENT DISTRICT (AQMD) FUNDING

RECOMMENDATION: It is recommended that the City Council:

1. Approve purchase of one (1) vehicle for the Planning and Community Development Department using AQMD funds; and,

2. Approve purchase of this vehicle utilizing the exemption in Montebello Municipal Code Section

3.20.050(D) since the acquisition of this vehicle would be impractical and uneconomic to procure through the standard bidding process to maintain the public safety for the proper operation of the City’s Parking Enforcement Division; and

3. Authorize the City Manager to execute all necessary documents related to the vehicle purchase; and,

4. Amend the Fiscal Year 2025-26 budget by increasing appropriations by $63,000 in Account No. 245- 99-6082 (Air Quality Management District, Vehicle Purchases); and

5. Declare the vehicles to be replaced as surplus and authorize the City Manager to dispose of them as per the City’s Municipal Code and related administrative policies; and,

6. Take such additional, related action that may be desirable.

11. WAIVE SECOND READING AND ADOPT ORDINANCE NO. 2486 AMENDING MONTEBELLO MUNICIPAL CODE CHAPTER 5.08, TITLE 5 DEALING WITH BUSINESS LICENSES AND REGULATIONS TO LIFT THE TEMPORARY MORATORIUM ENACTED ON MARCH 24, 2021

RECOMMENDATION: It is recommended that the City Council:

1. Waive the Second Reading and Adopt Ordinance No. 2486 Amending Sections 5.08.010, 5.08.020,

5.08.030, 5.08.050 and 5.08.060 of Chapter 5.08, Title 5 (Business Licenses and Regulations) of the Montebello Municipal Code; and,

2. Take such additional, related action that may be desirable.

12. APPROVE AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT NO. 4001 WITH ALLTECH INDUSTRIES INC. FOR THE PROVISION OF CROSSING GUARD SERVICES

RECOMMENDATION: It is recommended that the City Council:

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1. Approve Amendment No. 1 to Professional Services Agreement No. 4001 with Alltech Industries, Inc. for the provision of Crossing Guard Services; and

2. Authorize the City Manager to execute the Amendment to the Agreement on behalf of the City; and

3. Take such additional, related action that may be desirable.

13. APPROVE AMENDMENT NO. 1 TO AGREEMENT NO. 4215 WITH MCA CONSULTANTS FOR SOLID WASTE

MANAGEMENT SERVICES

RECOMMENDATION: It is recommended that the City Council:

1. Approve Amendment No. 1 to Agreement No. 4215 between the City of Montebello and MCA Consultants to increase contract compensation by $30,000; and

2. Authorize the City Manager to execute the Amendment on behalf of the City; and

3. Take such additional, related action that may be desirable.

14. APPROVE AMENDMENT NO. 1 TO AGREEMENT NO. 4193 WITH PACIFIC COAST ELEVATOR

CORPORATION (AMTECH ELEVATOR SERVICES) FOR ELEVATOR MAINTENANCE AND REPAIR

SERVICES

RECOMMENDATION: It is recommended that the City Council:

1. Approve Amendment No. 1 to Agreement No. 4193 between the City of Montebello and Pacific Coast Elevator Corporation, DBA Amtech Elevator Services, to increase compensation for contract year 2025 – 2026 by $30,000; and

2. Amend the adopted Fiscal Year 2025-26 budget by increasing appropriations by $30,000 in Account 100- 30-510-6040.60 (General Fund, Public Works, Building Maintenance, Contract Services-Building Maintenance/Repairs); and

3. Authorize the City Manager to execute the Amendment on behalf of the City; and

4. Take such additional, related action that may be desirable.

15. AWARD AGREEMENT NO. 4448 TO MONARKA DEVELOPMENT CORPORATION, DBA EXPRESS SIGN & NEON, FOR THE LED SIGN CITY HALL PROJECT (CP 933)

RECOMMENDATION: It is recommended that the City Council:

1. Award Agreement No. 4448 to Monarka Development Corporation for LED Sign City Hall Project (CP 933) as the most responsive, responsible bidder for the amount of $92,860; and

2. Approve a construction contingency of $7,140 should any necessary change orders be required; and

3. Authorize the City Clerk’s Office to release all other bidders’ bonds; and

4. Authorize the City Manager to execute the construction contract agreement and all change orders in good faith; and

5. Take such additional, related action that may be desirable.

16. AWARD AGREEMENT NO. 4449 TO CARTER ENTERPRISE GROUP, INC. (DBA PAVEMENT REHAB COMPANY) FOR THE CITYWIDE AMERICANS WITH DISABILITIES ACT (ADA) ENHANCEMENTS (CP 939)

RECOMMENDATION: It is recommended that the City Council:

1. Award Construction Contract Agreement to Pavement Rehab Company for the Citywide ADA Enhancements Project (CP 939) as the most responsive, responsible bidder for the amount of $1,234,000; and

2. Approve a fifteen percent (15%) construction contingency in the amount of $185,100; and

3. Authorize the City Clerk’s Office to release all other bidders’ bonds; and

4. Authorize the City Manager to execute the construction agreement and all change orders in good faith; and

5. Take such additional, related action that may be desirable.

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17. ADOPT SPECIFICATIONS FOR CONSTRUCTION OF FISCAL YEAR 2025-26 SB1 RUBBERIZED ASPHALT STREET ENHANCEMENT PROJECT (CP 944) AND PROCEED WITH BID ADVERTISEMENT

RECOMMENDATION: It is recommended that the City Council:

1. Approve Environmental Assessment pursuant to 14 California Code of Regulations § 15301 as a Class 1 categorical exemption under the California Environmental Quality Act (CEQA); and

2. Adopt construction specifications for Fiscal Year 2025-26 SB 1 Rubberized Asphalt Street Enhancement Project (CP 944); and

3. Authorize staff to proceed with bid advertisement for construction; and

4. Take such additional, related action that may be desirable.

18. ADOPT RESOLUTION NO. 26-03 APPROVING A PROPOSITION A LOCAL RETURN FUND EXCHANGE

AGREEMENT WITH THE CITY OF PICO RIVERA

RECOMMENDATION: It is recommended that the City Council:

1. Adopt Resolution No. 26-03 approving a Proposition A Local Return Fund Exchange Agreement with the City of Pico Rivera to exchange $3,000,000 (Fiscal Year 2023-24 – $1,200,000 and FY 2024-25 – $1,800,000) of Pico Rivera’s Proposition A Local Return funding for $2,250,000 from the City of Montebello’s Transit Enterprise Fund; and

2. Authorize the City Manager and/or his designee to execute the Fund Exchange Agreement on the City’s behalf; and

3. Amend the Fiscal Year 2025-26 adopted budget to increase appropriations by $2,250,000 in Account No. 600-90-900-7051 (Transit, Administration, Prop A Exchange) for the City’s portion (expense) of the fund exchange; and

4. Amend the Fiscal Year 2025-26 adopted budget to increase revenues by $3,000,000 in Account No. 600- 99-4098 (Transit, Transit Miscellaneous Revenue) for Pico Rivera’s portion (revenue) of the fund exchange; and

5. Take such additional, related action that may be desirable.

19. APPROVE AGREEMENT NO. 4430 WITH GEO-COMM INC. FOR MAPPING AND GIS SERVICES

RECOMMENDATION: It is recommended that the City Council:

1. Award Professional Services Agreement No. 4430 with Geo-Comm for mapping services; and,

2. Authorize the City Manager to execute the agreement; and

3. Amend the Fiscal Year 2025-26 budget by increasing appropriations by $50,000 in Account Nos. 265- 80-834-6010.40 (Grants, Police COPS Technology Equipment Program, Machinery and Equipment- Computer Software [Expenditures]) and 265-99-4198.25 (Grants, Non-Departmental Misc.Grants-COPS Technology Equipment Program [Revenue]; and

4. Take such additional related action that may be desirable.

20. WAIVE SECOND READING AND ADOPT ORDINANCE NO. 2485, AMENDING CHAPTER 8.32 OF THE

MONTEBELLO MUNICIPAL CODE TO EXPAND THE PROHIBITION OF SMOKING TO INCLUDE PLACES

OF EMPLOYMENT, PUBLIC SPACES AND OUTDOOR AREAS

RECOMMENDATION: It is recommended that the City Council:

1. Waive Second Reading and adopt Ordinance No. 2485, amending Chapter 8.32, entitled Smoking, of the Montebello Municipal Code (“MMC”), to expand the prohibition of smoking to include places of employment, public spaces and outdoor areas, in order to protect public health and the environment; and

2. Determine and Find that the project is exempt from the California Environmental Quality Act (“CEQA”) pursuant to the “Common Sense” exemption set forth under Section 15061(b)(3), which provides that CEQA applies only to projects which have the potential for causing a significant effect on the environment, considering that it can be seen with certainty that there is no possibility that amending chapter 8.32 of the MMC will have a significant effect on the environment; and

3. Take such additional, related, action that may be desirable.

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21. PAYMENT OF BILLS: ADOPT RESOLUTION NO. 26-02 APPROVING THE CITY WARRANT REGISTER OF DEMANDS DATED JANUARY 14, 2026

RECOMMENDATION: It is recommended that the City Council:

1. Adopt Resolution No. 26-02 approving the Warrant Register dated January 14, 2026.

PUBLIC COMMENTS - CONTINUED

AB 1234 TRAVEL REPORTS
Members will provide a brief report on meetings attended at the expense of the local agency as required by Government Code Section 53232.3(d).

COUNCIL/AGENCY ORALS
Announcements and requests for future agenda items.
• Danielle Romero, Mayor Pro Tem

• Scarlet Peralta, Councilmember

1. Partnership with Baby2Baby
Requesting Council consensus to establish a partnership between the City of Montebello and Baby2Baby to support and promote equitable access to diapers, infant formula, and other essential necessities for families in our community.

2. Programming for Young Adults
Requesting Council consensus to include and expand programming and activities specifically designed to engage and support young adults within our community.

• Salvador Melendez, Councilmember

• Ric Alonzo, Councilmember

• Georgina Tamayo, Mayor

CLOSED SESSION - CONTINUED

ADJOURNMENT
The City of Montebello will adjourn to the next Regular Meeting on January 28, 2026, at 6:00 p.m., which can be live- streamed at https://www.montebelloca.gov (Click on Live Stream).

I, Kimberly Guillen, Director of City Clerk Services for the City of Montebello, hereby certify that a copy of this agenda has been posted on or before Sunday, January 11, 2026, no later than 6:00 p.m.

Kimberly Guillen, Director of City Clerk Services

EXHIBIT - CITY OF MONTEBELLO FORECASTED AGENDA
Please note, the attached exhibit is a draft version that is to be used for reference purposes only; agenda items, information, and dates are subject to change. The exhibit will be placed at the end of the Agenda Packet.

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• CITY OF MONTEBELLO FORECASTED AGENDA

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ITEM # 5

CITY OF MONTEBELLO

CITY COUNCIL AGENDA STAFF REPORT

TO: Honorable Mayor and City Council Members

FROM: Raul Alvarez, City Manager

BY: Kimberly Guillen, Director of City Clerk Services

SUBJECT: REVIEW OF CURRENT CITY COUNCIL ASSIGNMENTS TO VARIOUS

BOARDS, AGENCIES, AD HOC AND TASK FORCE COMMITTEES

DATE: January 14, 2026

RECOMMENDATIONS:

It is recommended that the City Council:

1. Review and take action to fill City Council assignments to various Boards, Agencies, Ad Hoc Committees and Task Force Committees; and

2. Designate the Mayor as the representative to the Los Angeles County-City Selection Committee and the Mayor Pro Tempore as the alternate representative; and

3. Designate the Mayor as the representative to the Board of Directors of Sanitation District No's. 2 and 15 of Los Angeles County, and Mayor Pro Tempore as the alternate representative; and

4. Appoint or reappoint a representative to the Greater Los Angeles County Vector Control District; and

5. Take such additional, related action that may be desirable.

FISCAL IMPACT:

There is no fiscal impact associated with these assignments.

BACKGROUND/DISCUSSION:

Annually, following the City Council reorganization meeting, the City Council reviews assigning Councilmembers to represent the City on various Boards, Agencies, Ad Hoc, and Task Force Committees. The City Council will review the current assignments, attached herein as Attachments A and B, to either confirm or make recommendations as

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CITY COUNCIL AGENDA REPORT - MEETING OF JANUARY 14, 2026

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desired. The City Council may recommend dissolving an Ad Hoc once the committee has fulfilled its intended purpose.

At the December 9, 2025, City Council Meeting, in accordance with Montebello Municipal Code Section 2.08.010 (Council Reorganization), the City Council reorganized by selecting one of its members as Mayor and Mayor Pro Tempore.

As a result of the selection of a new Mayor and Mayor Pro Tempore, the City must also designate representatives to the Los Angeles County-City Selection Committee (City Selection Committee) and the Los Angeles County Sanitation District No's. 2 and 15 (Sanitation District). Those agencies require that the Mayor be designated the representative and the Mayor Pro Tempore must be the alternate representative.

The City of Montebello is a member of the Greater Los Angeles County Vector Control District, which requires each member city to appoint a representative to serve on the District's Board of Trustees. The current term for the City's appointed representative is set to expire in January 2026. In accordance with the California Health and Safety Code, the City Council must appoint or reappoint a representative to serve a two or four-year term commencing January 2026. The appointed representative serves as the City's voting member on the District's Board of Trustees and is expected to attend regular board meetings and represent the City's interests and those of its residents.

The current appointed representative has expressed interest in reappointment; however, the appointment remains at the discretion of the City Council.

ENVIRONMENTAL:

N/A

ANALYSIS:

N/A

SUMMARY:

Staff recommends that the City Council review the list of assignments to the various Boards, Agencies, Ad Hoc, and Task Force Committees and either confirm or make any recommendations as desired; and designate a representative for the Los Angeles County Vector Control District. The attached lists (Attachments A and B) show the current City Council appointments and are presented for the City Council’s review.

ATTACHMENT(S)

1. Attachment A - CC Assignments to Regional Boards - 2024

2. Attachment B - City Ad Hoc and Task Force Assignments 2024

3. Attachment C - Reappointment - Greater Los Angeles County Vector Control District Trustee_Redacted

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CITY COUNCIL AGENDA REPORT - MEETING OF JANUARY 14, 2026

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2024

ORGANIZATION COUNCIL

REPRESENTATIVE

ALTERNATE

REPRESENTATIVE STIPEND MEETING INFORMATION LOCATION CONTACT EMAIL/PHONE County of Los Angeles
Sanitation Districts
Peralta* Melendez $125.00 Meets 2nd and 4th Wednesday
1:30 p.m.; *Delegate must be
Mayor; anyone can be
alternate.

Sanitation Districts of Los Angeles
County
1955 Workman Mill Road, Whittier, CA
90601
Kim Christensen 562-908-4288 ext. 1101;
[email protected]
Los Angeles County City
Selection Committee
Peralta* Melendez* $0 Meets 2-4 times a year
as needed; *Delegate must be
Mayor, and Alternate must be
MPT.

Various locations in Los Angeles County Lee Millen [email protected] San Gabriel Valley Council of
Governments (SGVCOG)
Torres
(Effective 04/10/24)
Tamayo
(Effective 04/10/24)
$75.00 Every 3rd Thursday of the
month at 4pm, with a few
exceptions of Special Meetings
Upper San Gabriel Valley Municipal
Water District
1333 S. Mayflower Ave., Ste. 360
Monrovia, CA 91016 (in person)
Katie Ward /
Stefanie
Hernandez
[email protected] ;
[email protected]; Office 626-457-
1800
Capital Projects Committee -
Alameda Corridor East
Authority (ACE)
Torres Peralta
(Effective 04/10/24)
$0 Meets every 1st Monday
11:00 a.m.

SGVCOG
1333 S. Mayflower Avenue,Suite 360,
Monrovia 91016
Yanin Rivera/
Kevin Lai
(626) 457-1800; [email protected];
[email protected]
Gateway Cities Council of
Governments
Tamayo Peralta
(Effective 04/10/24)
$125.00 Meet 1st Wednesday of the
month
6:00 p.m.

Gateway Cities Office
16401 Paramount Blvd, Paramount, CA
Genny Cisneros [email protected] / (562)
663-6850
Independent Cities
Association
Melendez
(Effective 04/10/24)
Tamayo
(Effective 04/10/24)
$0 Meets 2nd Thursday of the
month
7:00 p.m.

Location varies each month - [email protected]
Montebello Chamber of
Commerce
Tamayo Torres $0 4th Wednesday of the month
at 8 a.m.

Montebello Chamber of Commerce
817 West Whittier Blvd.

Montebello, CA 90640
Adriana Dugan [email protected]
League of California Cities Torres Peralta $0 Meets four times a year, 4th Thursday of the month; 6-8
p.m. Schedule found at
www.lacities.org
Location Varies Kristine
Guerrero,
League Staff;
Jennifer Quan,
[email protected]; 626-716-0076;
[email protected] (626) 786-5142
Los Angeles County Vector
Control District
(LACVCD)
Avik Cordeiro
(Resident
Reappointed
11/10/2021-11/2025
for a period of 4 yrs.)
- $100.00 Meets 2nd Thursday of the
month
7:00 p.m.

L.A. County Vector Control District
Headquarters
12545 Florence Avenue
Santa Fe Springs, CA 90670
Truc Dever [email protected]
Southeast Area Animal
Control (SEAACA)
Peralta Tamayo
(Effective 04/10/24)
$225.00 Meet 3rd Thursday
2:00 p.m.

Seaaca Office
9777 Seaaca Street
Downey, CA 90241
Cathy Kyle,
Manager,
HR/Finance
[email protected] / (562) 803-
3301 Ext. 221
Southern California
Association of Governments
(SCAG)
Peralta Melendez $0 - unless
Regional
Councilmemb
er (CM) or
Policy CM
General Assembly Business
meeting meets once a year in
May (May 2-3, 2024 in Palm
Dessert)
SCAG Main Office
Wilshire Grand Center
900 Wilshire Boulevard, Suite 1700
Los Angeles, CA 90017
Maggie
Aguilar/Cecilia
Pulido
Maggie Aguilar, Clerk of the Board, (213)
630-1420, [email protected]
Cecilia Pulido, Deputy Clerk of the Board,
(213) 630-1480, [email protected]
City Council Regional Board Assignments
City Council Action: January 10, 2024
Updated

ATTACHMENTA

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2024
Name of Committee/Task Force Members Name #1 Name #2 Date of Appointment Ashiya Sister City Association 1 Peralta 1/10/2024
Stepanakert Sister City Association 1 Melendez 1/10/2024 Innovating Commerce Serving
Communities Ad-Hoc” 2 Peralta Melendez 1/10/2024
* J
oint School District Ad Hoc 2 Torres Tamayo Pending Approval from MUSD
Washington Goldline Coalition 2 Torres 1/10/2024
Adventist White Memorial Ad Hoc 2 Melendez Torres 1/10/2024 Ad Hoc and Task Force Assignments
Updated 6/11/2024

ATTACHMENT B

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ITEM # 6

CITY OF MONTEBELLO

CITY COUNCIL AGENDA STAFF REPORT

TO: Honorable Mayor and City Council Members

FROM: Raul Alvarez, City Manager

BY: John Soria, Director

SUBJECT: ADOPT RESOLUTION NO. 26-04 APPROVING THE PURCHASE AND

SALE AGREEMENT FOR THE PURCHASE OF REAL PROPERTY
LOCATED AT 860 TRUCK WAY (APN 6350-021-027)

DATE: January 14, 2026

RECOMMENDATIONS:

It is recommended that the City Council:

1. Adopt Resolution No. 26-04 approving the purchase of real property located at 860 Truck Way, Montebello, California 90640, for a total not-to-exceed amount of $2,200,000; and

4. Amend the Fiscal Year 2025-26 adopted operating budget to increase appropriations by $2,200,000 in Account No. 600-90-900-7060 (Transit Fund, Transit Administration, Acquisition); and

5. Take such additional, related action that may be desirable.

FISCAL IMPACT:

The City of Montebello has tentatively agreed to enter into a Purchase and Sale Agreement with Walter and Marla Baker for the purchase of real property located at 860 Truck Way, Montebello, California 90640. This purchase will be funded by utilizing Transit Fund appropriations (Account No. 600-90-900-7060 [Transit Fund, Transit

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Administration, Acquisition]). An amendment to the Fiscal Year 2025-26 adopted budget will be required to increase appropriations in the amount of $2,200,000 for the aforesaid account, to accommodate the land acquisition purchase price.

BACKGROUND/DISCUSSION:

On February 28, 2024, the City Council awarded Agreement No. 4183 to New Flyer of America, Inc. for the purchase of three (3) Fuel Cell Electric Buses (FCEBs). The buses were delivered during the week of December 22, 2025, and are currently undergoing inspection, testing, and final preparation activities prior to being placed into revenue service. To support the operation of the newly acquired FCEBs, Montebello Bus Lines (MBL) has adopted a phased hydrogen fueling strategy designed to meet both short-term operational requirements and long-term infrastructure needs. In the short-term, a temporary hydrogen fueling station will provide fueling capacity while a permanent station is planned, designed, and constructed. The temporary station will have the capacity to fuel up to six (6) FCEBs, enabling MBL to adequately support the initial deployment of the zero-emission fleet and provide operational flexibility during the transition period.

An evaluation was conducted of MBL’s existing premises to identify potential locations that would accommodate long-term infrastructure for a permanent hydrogen fueling station. This evaluation included consideration of site size, safety setbacks, circulation, operational efficiency, and regulatory compliance. Based on this analysis, staff determined that the available existing on-site space was insufficient to safely and efficiently construct and operate a permanent hydrogen fueling station without adversely impacting ongoing transit operations.

Consequently, MBL identified an alternative property, located at 860 Truck Way, suitable to develop a permanent hydrogen fueling station. The site offers adequate space to accommodate required infrastructure, safety buffers, and future expansion while minimizing operational conflicts. Acquiring this property will allow the City to maintain long-term site control, proceed with environmental review and design, and construct the necessary infrastructure to support the continued transition to a zero-emission fleet.

The real property consists of approximately 22,176 square feet of land, identified as Los Angeles County Assessor’s Parcel Number 6350-021-027. Currently, the property is developed with a small freestanding dock high building, two (2) dock-high positions, fully gated and paved secure yard, and utility infrastructure. However, the structure was burned in a fire in 2024 and requires demolition. The property is accessed from Truck Way and is located within an area characterized by industrial, transportation-related, and commercial land uses, providing functional compatibility with transit-support and infrastructure-oriented operations.

The property’s size, configuration, access, and surrounding land uses provide sufficient area and operational flexibility to support the development and construction of hydrogen fueling infrastructure, subject to applicable zoning regulations, discretionary approvals, and environmental review. Staff recommend that the City Council consider approving the purchase of real property located at 860 Truck Way since it is a suitable location for future transportation-support infrastructure; including a permanent hydrogen fueling station, its

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proximity to existing transit operations, and compatibility with surrounding uses.

ENVIRONMENTAL:

The adoption of the proposed Resolution is not subject to the California Environmental Quality Act (CEQA). Pursuant to CEQA Guidelines Section 15060(c)(2), an activity is not subject to CEQA review where it will not result in a direct or reasonably foreseeable indirect physical change to the environment. In addition, the proposed action is exempt under CEQA Guidelines Section 15061(b)(3), which provides that a project is exempt from CEQA where it can be seen with certainty that there is no possibility the activity may have a significant effect on the environment.

Currently, the proposed action consists solely of the acquisition of real property and does not involve construction or any physical changes to the environment. The City’s acquisition of the property will not result in a direct or reasonably foreseeable indirect physical change to the environment. Any future development or modifications to the property, including the construction of a hydrogen fueling station, will be subject to separate environmental review and full CEQA compliance at the time specific project plans are brought forward for approval.

ANALYSIS:

N/A

SUMMARY:

Staff recommend that the City Council consider adopting Resolution No. 26-04 approving the purchase of real property located at 860 Truck Way, Montebello, California 90640, for a total not-to-exceed amount of $2,200,000 (Attachment A); approve the Purchase and Sale Agreement (Attachment B) and authorize staff to continue negotiating the final form as long as no change to purchase price or description of property being purchased, which final agreement shall be approved as to form by the City Attorney’s office; authorize the City Manager to execute the Purchase and Sale Agreement with Walter B. Baker and Marla Baker, and any related documents reasonably necessary to complete the purchase in accordance with the final agreement; amend the FY 2025-26 adopted budget to increase appropriations by $2,200,000 in Account No. 600-90-900-7060 (Transit Fund, Transit Administration, Acquisition); and take such additional, related action that may be desirable.

ATTACHMENT(S)

1. Attachment A - Resolution No. 26-04

2. Attachment B – Purchase and Sale Agreement

3. Attachment C – Property Profile Report

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ATTACHMENT _A_
RESOLUTION NO. 26-04

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
MONTEBELLO APPROVING: THE PURCHASE AND SALE

AGREEMENT FOR THE PURCHASE OF REAL PROPERTY LOCATED
AT 860 TRUCK WAY AND AUTHORIZING THE CITY MANAGER TO

EXECUTE THE PURCHASE AND SALE AGREEMENT ON BEHALF OF

THE CITY

RECITALS

WHEREAS, the City of Montebello (the “City”) intends to acquire certain real property owned by Walter B Baker and Marla Baker (“Seller”), at 860 Truck Way in the City of Montebello, California (Los Angeles County Assessor’s Parcel Number [“APN”] 6350-021-027); and

WHEREAS, the Seller desires to transfer ownership of a 22,176 square foot lot (“Property”) to the City by and through a negotiated Purchase and Sale Agreement; and

WHEREAS, the negotiated purchase price for the Property is $2,200,000; and

WHEREAS, acquisition of the Property is consistent with the City’s municipal purposes and will support current and/or future City operations, public infrastructure, or community-serving uses; and

WHEREAS, sufficient funds are available or will be appropriated in the City’s adopted budget to complete the purchase of the Property; and

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF MONTEBELLO HEREBY RESOLVES, FINDS, AND DECLARES AS FOLLOWS:

SECTION 1: The City Council hereby finds that the above recitals are true and correct and incorporate them herein as part of the findings.

SECTION 2: Based upon all information presented to the City Council during its consideration of this matter, the City Council hereby approves and authorizes the City’s purchase of the real property located at 860 Truck Way in the City of Montebello, California (the “Property”) for $2,200,000.

SECTION 3: The City Council hereby approves the Purchase and Sale Agreement and authorizes staff to negotiate and finalize the Purchase and Sale Agreement, provided there is no change to the purchase price or the description of the property being acquired with the final agreement subject to approval as to form by the City Attorney.

SECTION 4: The City Council further authorizes the City Manager to execute the Purchase and Sale Agreement between the City of Montebello and Walter B Baker and Marla Baker, and any related documents reasonably necessary to complete the purchase

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RESOLUTION NO. 26-04

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in accordance with the final Agreement and accept title to the Property on behalf of the City.

SECTION 5. This Resolution shall become effective immediately upon its adoption by the City Council and the City Clerk shall certify to the adoption of this Resolution.

APPROVED AND ADOPTED THIS 14TH DAY OF JANUARY 2026.

_______________________________
Georgina Tamayo, Mayor

ATTEST: APPROVED AS TO FORM:

________________________________ ________________________________ Christopher Jimenez, City Clerk Arnold M. Alvarez-Glasman, City Attorney

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS:

CITY OF MONTEBELLO )

I, Christopher Jimenez, City Clerk of the City of Montebello, County of Los Angeles, State of California, hereby certify that the foregoing Resolution No. 26-04 was passed and adopted by the City Council of the City of Montebello, signed by the Mayor and attested by the City Clerk at a regular meeting of said Council held on the 14 th day of January 2026 and that said Resolution was adopted by the following vote, to-wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

The undersigned, City Clerk of the City of Montebello, does hereby attest and certify that the foregoing Resolution is a true, full and correct copy of a resolution duly adopted at a meeting of said City which was duly convened and held on the date stated thereon, and that said document has not been amended, modified, repealed or rescinded since its date of adoption and is in full force and effect as of the date hereof.

DATE:

Christopher Jimenez, City Clerk

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INITIALS INITIALS
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Dated: December 11, 2025

1. Buyer.

1.1 City of Montebello ,("Buyer")hereby oﬀersto purchasethereal property, hereinaŌer described,fromthe ownerthereof ("Seller") (collecƟvely,the "ParƟes"or individually,a"Party"), throughan escrow("Escrow") toclose30 or 14 days aŌer thewaiveror saƟsfacƟonof theBuyer's ConƟngencies, ("ExpectedClosing Date")tobe heldby Commerce Escrow Company c/o Tina DeBow ("Escrow Holder")whoseaddress is 1055 Wilshire Blvd, Suite 1000, Los Angeles, California 90017 , PhoneNo. ,Facsimile No. uponthe termsand condiƟonssetforth inthis agreement("Agreement"). Buyershall havethe righttoassign Buyer'srights hereunder,butany such assignmentshall notrelieve BuyerofBuyer's obligaƟonsherein unlessSeller expresslyreleasesBuyer.

1.2 The term"Date ofAgreement" asusedherein shallbe thedatewhen by execuƟon anddelivery(as deﬁnedin paragraph20.2) ofthisdocument ora subsequent counteroﬀer thereto,Buyer andSellerhave reachedagreement in wriƟng wherebySelleragrees tosell, andBuyeragrees topurchase, thePropertyupon termsaccepted byboth ParƟes.

2. Property.

2.1 The realproperty ("Property")that isthesubject ofthis oﬀerconsistsof (inserta briefphysical descripƟon) an 22,176 square foot parcel of land *( The information supplied herein is deemed to be reliable, however, it is provided without any representations, warranty or guarantee, expressed or implied.

Buyer to verify all and to conduct independent investigation and verification of all material information, including, but not limited to building/land square foot, environmental, survey, and zoning. Consult your attorney, accountant, or other professional advisor) islocated inthe Countyof Los Angeles , iscommonly knownas(street address,city,state,zip) 860 Truck Way, Montebello, California 90640 andis legallydescribed as: To be determined in Escrow (APN:
6350-021-027 .)

2.2 If thelegal descripƟonof thePropertyis notcomplete orisinaccurate, thisAgreement shallnotbe invalidand thelegal descripƟonshallbe completedor correctedto meetthe requirementsof Old Republic Title c/o Debi Kroman ("TitleCompany"), whichshall issuethe Ɵtle policy hereinaŌerdescribed.

2.3 The Propertyincludes, atno addiƟonalcostto Buyer,the permanentimprovementsthereon, includingthose itemswhichpursuant toapplicable laware a partof theproperty,aswellas thefollowing items,if any,ownedby Sellerand atpresentlocated onthe Property: nothing else (collecƟvely,the "Improvements").

2.4 Except asprovided inParagraph2.3,thePurchase Pricedoes notincludeSeller's personalproperty,furnitureandfurnishings, and nothing else allof whichshall beremovedby Sellerprior toClosing.

3. PurchasePrice.

3.1 The purchaseprice ("PurchasePrice") tobepaid byBuyer toSellerfor theProperty shallbe $2,220,000.00 ,or (complete onlyif purchaseprice willbe determinedbasedon aper unitcost insteadofa ﬁxedprice) perunit. The unitusedto determinethe PurchasePrice shallbe:
lot acre square foot other proraƟngareas ofless thana fullunit. Thenumber ofunitsshall bebased ona calculaƟon oftotal areaof theProperty as cerƟﬁed tothe ParƟes bya licensedsurveyor inaccordancewith paragraph9.1(g). However,thefollowing rightsof wayandother areaswill be excludedfrom such calculaƟon: . The PurchasePrice shallbe payableasfollows:
(Strikeany notapplicable)
$2,220,000.00
$2,220,000.00

3.2 If Buyeris taking Ɵtleto theProperty subjectto,orassuming,an ExisƟngDeed ofTrustand suchdeed oftrustpermits the beneﬁciary todemand payment offeesincluding,but notlimitedto,points,processing fees,and appraisalfeesas a condiƟon tothetransfer ofthe Property,Buyeragrees topay suchfees uptoa maximumof 1.5%of theunpaidprincipal balanceof theapplicable ExisƟngNote.

STANDARDOFFER,AGREEMENT ANDESCROWINSTRUCTIONS

FORPURCHASEOF REALESTATE
(VacantLand)
(a) Cash downpayment, includingtheDeposit as deﬁned inparagraph 4.3(orif anall cashtransacƟon,the PurchasePrice):
(b) Amountof "NewLoan"as deﬁnedin paragraph5.1, ifany:
(c) Buyershall take Ɵtle totheProperty subjectto and/orassumethe following exisƟng deed(s)of trust("ExisƟngDeed(s) of Trust")securing the exisƟng promissorynote(s)("ExisƟng Note(s)"):
(i) An ExisƟng Note("First Note")withan unpaidprincipal balanceas oftheClosing ofapproximately:

SaidFirst Noteis payableat permonth, includinginterest attherate of % per annum unƟlpaid (and/orthe enƟreunpaidbalance isdue on ).
(ii) An ExisƟngNote ("SecondNote") withanunpaid principalbalance asofthe Closingof approximately:

SaidSecond Noteis payableat permonth, includinginterest attherateof % per annum unƟl paid(and/or the enƟreunpaid balanceis dueon ). (d) Buyershall giveSellera deedof trust("Purchase MoneyDeedof Trust")on theproperty,to securethe promissorynote ofBuyer toSeller describedinparagraph 6("Purchase MoneyNote") intheamount of:

4. Deposits.

4.1 Buyerhasdelivered toBroker acheckin thesum of , payableto EscrowHolder,to bedelivered byBrokerto EscrowHolder within2 or businessdays aŌerboth ParƟeshaveexecuted thisAgreement andthe executedAgreementhas beendelivered toEscrowHolder,or within 2or businessdays aŌerboth ParƟeshaveexecuted thisAgreement andtheexecuted Agreementhas beendelivered toEscrowHolder Buyershall deliverto EscrowHolder acheck inthesum of $66,600.00 . If saidcheckis notreceived byEscrowHolder withinsaid Ɵmeperiodthen Sellermay electto unilaterallyterminate this transacƟon bygiving wriƩen noƟceof such elecƟon toEscrowHolder whereuponneither Partyshallhave anyfurther liabilitytothe other underthis Agreement. ShouldBuyerand Sellernot enterinto anagreementfor purchaseand sale,Buyer'scheck orfunds shall,uponrequest byBuyer,bepromptly returnedto Buyer.

4.2 AddiƟonal deposits:
(a) Within 5business days aŌerthe Dateof Agreement,Buyershall depositwith EscrowHolderthe addiƟonalsum of tobe appliedtothe PurchasePrice atthe Closing.

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(b) Within5 businessdays aŌer the conƟngencies discussed in paragraph9.1(a) through(m) areapprovedor waived,Buyer shalldepositwith Escrow Holderthe addiƟonalsum of tobe appliedtothe PurchasePrice attheClosing. (c) Ifan AddiƟonalDeposit isnotreceived byEscrow Holderwithinthe Ɵmeperiod provided thenSellermay noƟfyBuyer,EscrowHolder,and Brokers,in wriƟngthat, unlessthe AddiƟonalDepositis receivedby EscrowHolder within2business daysfollowing said noƟce,the Escrowshall bedeemedterminated without further noƟce or instrucƟons.

4.3 Escrow Holdershall depositthe fundsdepositedwith itby Buyerpursuantto paragraphs4.1 and4.2 (collecƟvely the"Deposit"), ina StateorFederally charteredbank inan interestbearingaccount whoseterm isappropriate andconsistentwith the Ɵming requirementsofthis transacƟon. Theinteresttherefrom shall accrueto the beneﬁt ofBuyer,who herebyacknowledges thatthere maybe penalƟes orinterest forfeituresifthe applicableinstrument isredeemedprior toits speciﬁedmaturity. Buyer's FederalTax IdenƟﬁcaƟon Numberis To be determined in Escrow . NOTE:Suchinterest bearingaccount cannotbe opened unƟl Buyer'sFederal Tax IdenƟﬁcaƟonNumber isprovided.

4.4 Notwithstanding theforegoing, within5 days aŌerEscrow Holderreceives themoniesdescribed inparagraph 4.1above,Escrow Holdershall release$100 ofsaid moniesto Sellerasand forindependent consideraƟonfor Seller's' execuƟonof thisAgreement andthe granƟng ofthe conƟngencyperiodto Buyeras herein provided. Suchindependent consideraƟonisnon-refundable toBuyer butshall becreditedto thePurchase Priceinthe eventthat thepurchaseof theProperty is completed.

4.5 Upon waiverof allof Buyer's conƟngenciesthe Depositshall becomenon-refundablebut applicableto thePurchasePrice exceptin theevent ofaSeller breach,or inthe eventthatthe Escrowis terminatedpursuant totheprovisions ofParagraph 9.1(n) (DestrucƟon,Damage orLoss) or9.1(o)(Material Change).

5. Financing ConƟngency. (Strikeif notapplicable)

5.1 This oﬀeris conƟngentuponBuyer obtainingfrom aninsurance company, ﬁnancial insƟtuƟon orother lender,acommitment tolend toBuyera sumequal toat least % ofthe PurchasePrice, ontermsacceptable toBuyer. Suchloan ("NewLoan") shallbesecured bya ﬁrstdeed oftrustor mortgageon the Property. Ifthis Agreementprovidesfor Sellerto carryback junior ﬁnancing, then Sellershall havetheright toapprove thetermsof theNew Loan. Sellershallhave 7 daysfrom receiptof thecommitment seƫng forththe proposedterms oftheNew Loanto approveordisapprove ofsuch proposedterms. IfSeller failsto noƟfy EscrowHolder,in wriƟng, ofthedisapproval withinsaid 7days itshallbe conclusivelypresumed thatSellerhas approvedthe termsofthe NewLoan.

5.2 If Buyershall failto noƟfy itsBroker,EscrowHolder andSeller,in wriƟngwithin days followingtheDate ofAgreement, thattheNew Loan hasnot beenobtained, itshallbe conclusivelypresumed thatBuyer haseitherobtained saidNew Loanorhas waivedthis NewLoan conƟngency.

5.3 If Buyershall noƟfyitsBroker,EscrowHolder andSeller,in wriƟng,within the Ɵme speciﬁedinparagraph 5.2hereof, thatBuyerhas notobtained saidNew Loan,this Agreementshall beterminated,and Buyershall be enƟtled totheprompt returnof theDeposit,plus anyinterest earnedthereon,less onlyEscrow Holder andTitle Company cancellaƟon feesandcosts, whichBuyer shallpay.

6. SellerFinancing. (PurchaseMoney Note). (Strikeifnot applicable)

6.1 If Sellerapproves Buyer's ﬁnancials(see paragraph6.5) thePurchase MoneyNoteshall providefor interestonunpaid principalat therateof %per annum,with principalandinterest paidas follows: . The PurchaseMoneyNote andPurchase MoneyDeedof Trustshall beon thecurrentforms commonlyused byEscrow Holder,andbe juniorand subordinateonly tothe ExisƟng Note(s)and/or theNewLoan expresslycalled forbythis Agreement.

6.2 The PurchaseMoney Noteand/orthe PurchaseMoney Deedof Trustshallcontain provisionsregarding thefollowing(see alsoparagraph 10.3(b)):
(a) Prepayment. Principal maybeprepaid inwhole orinpart atany Ɵmewithoutpenalty,atthe opƟonof theBuyer. (b) LateCharge. Alate chargeof 6%shall bepayablewith respectto anypaymentof principal,interest, orothercharges, notmade within10 days aŌer itis due.
(c) DueOn Sale. Intheevent theBuyer sellsortransfers Ɵtleto theProperty orany porƟon thereof,then theSellermay,atSeller's opƟon,requirethe enƟreunpaid balanceof saidNoteto bepaid infull.

6.3 If thePurchase MoneyDeedof Trustis tobe subordinatetoother ﬁnancing,Escrow Holdershall,at Buyer'sexpense prepareandrecord onSeller's behalfa requestfor noƟceof defaultand/orsale withregard toeach mortgageordeed oftrust towhichit willbe subordinate.

6.4 WARNING: CALIFORNIALAWDOESNOTALLOW DEFICIENCYJUDGEMENTS ONSELLER FINANCING. IF BUYERULTIMATELYDEFAULTSONTHE LOAN, SELLER'SSOLE REMEDYIS TOFORECLOSEON THEPROPERTY.

6.5 Seller's obligaƟonto provide ﬁnancingis conƟngentupon Seller'sreasonable approvalofBuyer's ﬁnancial condiƟon. Buyerto providea current ﬁnancial statementand copiesof itsFederaltax returnsfor thelast 3yearsto Sellerwithin 10daysfollowing theDate ofAgreement. Sellerhas 10days followingreceiptof such documentaƟon to saƟsfy itselfwithregard toBuyer's ﬁnancial condiƟon andto noƟfy EscrowHolder astowhether ornot Buyer's ﬁnancial condiƟon is acceptable. IfSeller failsto noƟfy EscrowHolder,in wriƟng, ofthedisapproval ofthis conƟngencywithinsaid Ɵmeperiod, itshallbe conclusivelypresumed thatSeller hasapproved Buyer's ﬁnancial condiƟon. If Selleris not saƟsﬁed withBuyer's ﬁnancial condiƟonor ifBuyerfails todeliver therequired documentaƟon thenSeller may noƟfy EscrowHolder in wriƟngthat SellerFinancing willnot beavailable,and Buyershall havethe opƟon, within10 daysofthe receiptof such noƟce, toeither terminatethis transacƟonor topurchasethe Propertywithout Seller ﬁnancing. IfBuyer failsto noƟfyEscrowHolder withinsaid Ɵmeperiodof its elecƟon to terminatethis transacƟonthen Buyershallbe conclusivelypresumed tohave electedtopurchase theProperty withoutSeller ﬁnancing. If Buyerelectsto terminate, Buyer'sDeposit shallbe refundedlessTitle Companyand EscrowHolder cancellaƟonfeesand costs,all ofwhichshall beBuyer's obligaƟon.

7. RealEstate Brokers.

7.1 Each Partyacknowledges receivinga DisclosureRegardingReal EstateAgency RelaƟonship, conﬁrmsand consentsto thefollowingagency relaƟonshipsin this transacƟon withthe followingrealestate broker(s)("Brokers") and/ortheir agents(“Agent(s)”):

Seller'sBrokerageFirm Lee & Associates Los Angeles, Inc. LicenseNo. 02174865 is thebroker of(checkone):
theSeller; or boththeBuyer andSeller (dualagent).

Seller'sAgent Tony Naples & Mattison Behr LicenseNo. 01811344/ 02091054 is(check one): the Seller'sAgent (salespersonor brokerassociate); or boththe Seller'sAgent andthe Buyer'sAgent(dual agent).

Buyer'sBrokerageFirm Lee & Associates Los Angeles, Inc. License No. 02174865 isthe brokerof(check one):
theBuyer; or boththe BuyerandSeller (dualagent).

Buyer'sAgent Tony Naples & Mattison Behr LicenseNo. 01811344/ 02091054 is (checkone): theBuyer'sAgent (salespersonor brokerassociate); or boththeBuyer's Agentand theSeller's Agent(dualagent).

The ParƟes acknowledgethat otherthanthe Brokersand Agentslisted above,thereare noother brokersoragents represenƟngthe ParƟesordue anyfees and/or commissionsunder thisAgreement. Buyershall usethe servicesof Buyer'sBrokerexclusively inconnecƟon withanyand all negoƟaƟons and oﬀerswith respectto theProperty fora periodof1 yearfrom thedate insertedforreference purposesat thetopof page1.

7.2 Buyer andSeller eachrepresent andwarrantto theother thathe/she/ithas hadno dealingswithany person, ﬁrm, broker,agent or ﬁnderin connecƟon withthe negoƟaƟonof thisAgreementand/or the consummaƟon ofthe purchaseandsale contemplatedherein, otherthanthe Brokersand Agentsnamedin paragraph7.1, andno broker,agentor otherperson, ﬁrmor enƟty,otherthan saidBrokersandAgentsis/are enƟtledto anycommissionor ﬁnder'sfee in connecƟon withthis transacƟonas theresultof anydealings oracts ofsuchParty. Buyer andSellerdo eachhereby agreetoindemnify, defend,protect andhold theother harmlessfrom andagainst anycosts,expenses orliability for compensaƟon, commissionorcharges whichmay beclaimedby anybroker,agent, ﬁnderor othersimilar party,other thansaid namedBrokersand Agentsby reasonof anydealingsor actof theindemnifyingParty.

8. Escrowand Closing.

8.1 Upon acceptancehereof bySeller,thisAgreement,including any counteroﬀers incorporatedhereinby the ParƟes, shall consƟtutenot onlythe agreement ofpurchase andsale betweenBuyerand Seller,but also instrucƟons toEscrowHolder forthe consummaƟonofthe Agreementthrough theEscrow. EscrowHolder shallnot prepareany furtherescrow instrucƟons restaƟngor amendingthe Agreementunless speciﬁcally soinstructed bythe ParƟes ora Brokerherein. Subjectto thereasonable approvalof the ParƟes,Escrow Holdermay,however,include itsstandardgeneral escrowprovisions. Inthe eventthat thereisany conﬂictbetween theprovisions ofthe Agreementandthe provisionsof any addiƟonal escrow instrucƟonsthe provisionsof theAgreementshall prevailas tothe ParƟes andthe Escrow Holder.

8.2 As soonas pracƟcal aŌer thereceiptof thisAgreement andanyrelevant counteroﬀers,Escrow Holdershallascertain theDate ofAgreement as deﬁnedin paragraphs1.2 and20.2 andadvisethe ParƟesand Brokers,in wriƟng,ofthe dateascertained.

8.3 Escrow Holderis herebyauthorized andinstructedto conductthe Escrowinaccordance withthis Agreement,applicablelaw andcustom and pracƟce of thecommunity inwhich EscrowHolderis located,including any reporƟng requirementsofthe InternalRevenue Code. In theevent ofa conﬂict betweenthe lawof thestate wherethe Propertyislocated andthe lawof thestatewhere theEscrow Holderislocated, thelaw ofthestate wherethe Propertyis locatedshallprevail.

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8.4 Subject to saƟsfacƟon ofthe conƟngencieshereindescribed, EscrowHolder shallclosethis escrow(the "Closing")byrecording ageneral warrantydeed (a grantdeed inCalifornia) andtheother documentsrequired tobe recorded,andby disbursingthe fundsanddocuments inaccordance withthisAgreement.

8.5 Buyer andSeller shalleach payone-halfof theEscrow Holder'schargesand Sellershall paytheusual recordingfees andany requireddocumentarytransfer taxes. Sellershall paythepremium fora standardcoverage owner'sorjoint protecƟonpolicy of Ɵtleinsurance. (See alsoparagraph11.)

8.6 Escrow Holdershall verifythat allofBuyer's conƟngencieshave been saƟsﬁedor waivedprior toClosing. The maƩers containedin paragraphs9.1 subparagraphs(b), (c),(d), (e),(g),(i), (n),and (o),9.4, 12,13,14, 16,18, 20,21,22, and24 are,however,maƩers ofagreement betweenthe ParƟesonlyand arenot instrucƟonsto EscrowHolder.

8.7 If this transacƟon isterminated fornon-saƟsfacƟonand non-waiverof aBuyer's ConƟngency, as deﬁned inParagraph9.2 ordisapproval ofany other maƩersubject toBuyer's approval,thenneither ofthe ParƟesshall thereaŌerhaveany liabilityto theotherunder thisAgreement, excepttothe extentof abreach of any aﬃrmaƟve covenantor warrantyinthis Agreement. Inthe eventofsuch terminaƟon,Buyer shall,subjectto theprovisions ofparagraph8.10, bepromptly refundedall fundsdeposited byBuyerwith EscrowHolder,lessonly the$100provided forin paragraph4.4and theTitle CompanyandEscrow Holder cancellaƟon feesand costs,all ofwhichshall beBuyer's obligaƟon. Ifthis transacƟon isterminated asaresult ofSeller's breachofthis Agreementthen Sellershall paytheTitle Companyand EscrowHolder cancellaƟonfeesand costs.

8.8 The Closingshall occuron theExpectedClosing Date,or assoon thereaŌer asthe Escrowisin condiƟonfor Closing;provided, however,thatif theClosing doesnot occurby theExpectedClosing Dateand saidDate isnotextended bymutual instrucƟonsofthe ParƟes,a Partynotthen indefault underthis Agreementmay noƟfythe otherParty,EscrowHolder,and Brokers,in wriƟngthat, unlesstheClosing occurswithin 5businessdays followingsaid noƟce,theEscrow shallbe deemed terminatedwithout further noƟce or instrucƟons.

8.9 Except asotherwise providedherein, the terminaƟonof Escrowshall notrelieveor releaseeither Partyfromany obligaƟonto payEscrow Holder'sfeesand costsor consƟtutea waiver,releaseor dischargeof anybreach ordefaultthat hasoccurred intheperformance ofthe obligaƟons,agreements,covenants or warranƟescontained therein.

8.10 If thisEscrowis terminatedfor anyreasonother thanSeller's breachordefault, thenas acondiƟonto thereturn ofBuyer's deposit,Buyershall within5 days aŌer wriƩenrequest delivertoSeller,atno charge,copies ofallsurveys, engineeringstudies, soilreports,maps, masterplans, feasibilitystudiesand othersimilar itemsprepared byor forBuyerthat pertainto theProperty.

9. ConƟngenciesto Closing.

9.1 IF,BEFOREEXPIRATION OFTHE APPLICABLETIME,BUYER FAILSTO PROVIDEESCROWHOLDER WRITTENNOTICE OFBUYER'SDISAPPROVALOFANY OF

BUYER'SCONTINGENCIES ORANY OTHERMATTERTHATISSUBJECT TOBUYER'S APPROVALINTHIS AGREEMENT,THEN BUYERSHALLBE CONCLUSIVELYDEEMED TOHAVE SATISFIEDSUCH BUYER'SCONTINGENCIESAND/OR APPROVEDOF SUCHOTHER MATTERS. If anumber ofdaysis completedin anyofthe opƟonalspaces insubparagraphs 9.1(a) through(m),then suchnumber shallapply andoverridethe pre-printednumber,evenifthe pre-printednumber isnotstricken. The Closing ofthis transacƟonis conƟngentuponthe saƟsfacƟonor waiverof thefollowing conƟngencies:
(a) Disclosure. Seller shallmaketo Buyer,through Escrow,all oftheapplicable disclosuresrequired bylaw(See AIRCRE ("AIR")standardform enƟtled "Seller'sMandatory DisclosureStatement") andprovide Buyerwitha completedProperty InformaƟonSheet("Property InformaƟonSheet") concerningthe Property,duly executedby oronbehalf ofSeller inthe currentformor equivalentto thatpublishedby theAIR within10 or 5 daysfollowingthe OpeningofEscrowDate ofAgreement. Buyer has10days fromthe receiptofsaid disclosuresto approveordisapprove the maƩers disclosed. (b) Physical InspecƟon. Buyerhas 10or days followingthe receiptofthe PropertyInformaƟon Sheetorthe Dateof Agreement,whichever islater,to saƟsfy itselfwithregard tothe physicalaspects andsizeof theProperty. (c) HazardousSubstance CondiƟonsReport. BuyerhasuntilJanuary16,2026, 30or days followingthereceipt ofthe Property InformaƟonSheet orthe DateofAgreement, whicheveris later,to saƟsfyitself withregardto theenvironmental aspectsof theProperty. Sellerrecommends that Buyerobtain aHazardous Substance CondiƟonsReport concerningthe Propertyand relevantadjoining properƟes. Any suchreportshall bepaid forbyBuyer. A "HazardousSubstance" forpurposes ofthisAgreement is deﬁned asany substancewhosenature and/or quanƟty ofexistence,use, manufacture,disposal or eﬀect, renderit subjectto Federal,stateor local regulaƟon, invesƟgaƟon, remediaƟon orremovalas potenƟallyinjurious topublichealth orwelfare. A"Hazardous Substance CondiƟon" forpurposes ofthisAgreement is deﬁned asthe existenceon,under orrelevantly adjacenttothe Propertyof aHazardousSubstance that wouldrequire remediaƟonand/or removalunderapplicable Federal,state orlocal law. (d) Soil InspecƟon. Buyer hasuntilJanuary16,2026, 30 or daysfollowing thereceiptof theProperty InformaƟonSheetor theDate ofAgreement, whicheveris later,to saƟsfyitselfwith regardto the condiƟonof thesoils onthe Property. Seller recommendsthat Buyerobtaina soiltest report. Any suchreport shallbe paidforby Buyer. Sellershall provideBuyercopies ofany soilsreport thatSellermay havewithin 10daysfollowing theDate ofAgreement. (e) Governmental Approvals. Buyer has30 or daysfollowingthe Dateof Agreementto saƟsfyitselfwith regardto approvalsandpermits fromgovernmental agenciesor departments whichhave ormay have jurisdicƟon overtheProperty andwhich Buyerdeemsnecessary ordesirable in connecƟonwith itsintended useof theProperty,including, butnot limitedto, permitsandapprovals requiredwith respecttozoning, planning,building andsafety, ﬁre, police, handicappedand Americanswith DisabiliƟesActrequirements, transportaƟonand environmental maƩers.

NOTE:Past usesof thePropertymay nolonger beallowed. Inthe eventthat thePropertymust berezoned, itisBuyer's responsibilityto obtainthe rezoningfromthe appropriategovernment agencies. Sellershallsign alldocuments Buyeris requiredto ﬁle inconnecƟon withrezoning, condiƟonal usepermits and/orother developmentapprovals.
(f) CondiƟons ofTitle. EscrowHolder shallcausea currentcommitment for Ɵtleinsurance ("TitleCommitment") concerningthe Propertyissuedby the TitleCompany,aswell aslegiblecopies ofall documentsreferred tointhe TitleCommitment ("UnderlyingDocuments"),and ascaled anddimensionedplot showing the locaƟon ofany easementstobe deliveredto Buyerwithin 10or daysfollowing theopeningofEscrowDate ofAgreement. Buyerhas 10days fromtheopeningofEscrow receiptof theTitleCommitment, theUnderlying Documentsandthe plotplan to saƟsfy itselfwithregard tothe condiƟonof Ɵtle.

Thedisapproval byBuyer ofanymonetary encumbrance,which bythe termsofthis Agreementis nottoremain againstthe Property aŌerthe Closing,shall notbe considereda failureof this conƟngency,as Sellershall havethe obligaƟon,atSeller's expense,to saƟsfyandremove suchdisapproved monetaryencumbranceat or beforethe Closing.
(g) Survey. Buyer has30or days followingthe receiptof theTitleCommitment andUnderlying Documentsto saƟsfy itselfwith regardto anyALTA Ɵtlesupplement basedupona surveyprepared toAmerican LandTitle AssociaƟon ("ALTA")standards foranowner's policyby alicensedsurveyor,showing thelegal descripƟonand boundarylinesof theProperty, anyeasements ofrecord,and anyimprovements, poles,structuresand thingslocated within10feet ofeither sideof theProperty boundarylines. Anysuch surveyshall bepreparedat Buyer's direcƟon andexpense. IfBuyer hasobtaineda surveyand approvedthe ALTAƟtle supplement,Buyer mayelect withintheperiod allowedfor Buyer'sapproval ofasurvey tohave anALTAextended coverageowner's formof Ɵtle policy,in whichevent Buyershall payany addiƟonalpremium aƩributable thereto. (h) ExisƟngLeases andTenancyStatements. Seller shallwithin 10or daysfollowing theDate ofAgreementprovide bothBuyer andEscrow Holderwith legiblecopies ofallleases, subleasesor rentalarrangements (collecƟvely,"ExisƟngLeases") aﬀecƟngthe Property,andwith atenancy statement ("Estoppel CerƟﬁcate") inthe latestformor equivalentto thatpublished bytheAIR, executedby Sellerand/oreach tenantand subtenantofthe Property. Sellershall useits best eﬀorts tohaveeach tenantcomplete andexecute anEstoppel CerƟﬁcate. If anytenantfails orrefuses toprovidean Estoppel CerƟﬁcate thenSeller shall completeand executean Estoppel CerƟﬁcatefor thattenancy. Buyer has10days fromthe receiptofsaid ExisƟngLeases andEstoppel CerƟﬁcates to saƟsfy itselfwith regardto the ExisƟng Leasesandany othertenancy issues.
(i) Owner's AssociaƟon. Seller shallwithin10 or daysfollowing theDate ofAgreementprovide Buyerwith astatementand transfer packagefrom anyowner's associaƟonservicingthe Property. Suchtransfer packageshallat aminimum include:copiesof the associaƟon's bylaws, arƟclesof incorporaƟon,current budgetand ﬁnancialstatement. Buyerhas 10days fromthereceipt ofsuch documentsto saƟsfy itselfwith regardtothe associaƟon. (j) OtherAgreements. Sellershall within10 or daysfollowingtheopeningofEscrowDateof Agreementprovide Buyerwithlegible copiesof allother agreements("OtherAgreements") knownto Sellerthat will aﬀectthe Property aŌer Closing. Buyer has10 daysfromthe receiptof saidOther Agreementsto saƟsfyitself withregardto suchAgreements.
(k) Financing. If paragraph5 hereofdealingwith a ﬁnancing conƟngencyhas notbeenstricken, the saƟsfacƟon orwaiverof suchNew Loan conƟngency. (l) ExisƟngNotes. If paragraph3.1(c)has notbeen stricken,Seller shallwithin10 or daysfollowing theDateof Agreementprovide Buyer withlegible copiesof the ExisƟngNotes, ExisƟngDeeds ofTrustandrelatedagreements (collecƟvely,"Loan Documents")towhich theProperty willremainsubject aŌerthe Closing. EscrowHoldershall promptlyrequest fromthe holdersofthe ExisƟngNotes abeneﬁciarystatement ("BeneﬁciaryStatement") conﬁrming:(1)the amountof theunpaid principalbalance,the currentinterest rate,and thedateto whichinterest ispaid,and (2)the natureandamount ofany impoundsheld bythe beneﬁciaryin connecƟonwith suchloan. Buyerhas 10or days followingthereceipt ofthe LoanDocumentsand BeneﬁciaryStatements to saƟsfy itself withregard tosuch ﬁnancing. Buyer's obligaƟonto closeis condiƟoneduponBuyer beingable topurchasethe Propertywithout acceleraƟonorchange inthe terms ofany ExisƟngNotes orchargesto Buyerexcept asotherwise providedinthis Agreementor approvedbyBuyer,provided,however,Buyershallpay thetransfer fee referredto inparagraph 3.2hereof. Likewiseif Selleris tocarryback aPurchase MoneyNotethen Sellershall within10or daysfollowingthe Dateof Agreementprovide Buyerwith acopyof theproposed PurchaseMoney NoteandPurchase MoneyDeed ofTrust. Buyerhas 10or days fromthe Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

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receiptof suchdocuments to saƟsfyitself withregard to theformand contentthereof. (m) PersonalProperty. In theeventthat anypersonal propertyisincluded inthe PurchasePrice,Buyer has10 or daysfollowing theDateof Agreementto saƟsfyitself withregardto the Ɵtle condiƟonof suchpersonalproperty. Seller recommendsthatBuyer obtaina UCC-1report. Anysuch reportshall be paidfor byBuyer. Sellershall provideBuyer copiesof anyliensor encumbrances aﬀecƟng suchpersonalproperty thatit isawareof within10 or days followingthe Dateof Agreement.
(n) DestrucƟon,Damage orLoss. Subsequentto theDate ofAgreementand priorto Closingthereshall nothave occurreda destrucƟon of,or damageor lossto, theProperty orany porƟon thereof,from anycause whatsoever,whichwould costmore than$10,000.00to repairor cure. If thecost ofrepair orcureis $10,000.00or less,Seller shallrepairor curethe lossprior totheClosing. Buyer shallhavethe opƟon,within 10days aŌer receiptof wriƩen noƟce ofaloss cosƟng morethan $10,000.00to repairorcure, toeither terminatethis Agreementorto purchasethe Propertynotwithstandingsuch loss,but without deducƟonor oﬀset againstthe PurchasePrice. Ifthe costto repairor cureismore than$10,000.00, andBuyerdoes notelect toterminatethis Agreement,Buyer shallbe enƟtledtoany insuranceproceeds applicableto suchloss. Unlessotherwise noƟﬁedin wriƟng,EscrowHolder shallassume nosuch destrucƟon, damageor losshasoccurred prior toClosing.
(o) MaterialChange. Buyershall have10 daysfollowing receiptof wriƩen noƟceof aMaterialChange withinwhich to saƟsfyitself withregard tosuch change. "MaterialChange" shallmeana substanƟaladverse changein theuse,occupancy, tenants, Ɵtle, or condiƟonof theProperty thatoccurs aŌer thedate ofthis oﬀerand priorto theClosing. Unlessotherwise noƟﬁedin wriƟng,EscrowHolder shallassume thatnoMaterial Changehas occurredpriorto theClosing. (p) SellerPerformance. The deliveryofall documentsand thedueperformance bySeller ofeach andeveryundertaking andagreement tobeperformed bySeller underthis Agreement.
(q) BrokerageFee. Payment attheClosing ofsuch brokeragefeeas is speciﬁed inthis Agreementorlater wriƩen instrucƟons toEscrowHolder executed bySeller andBrokers("BrokerageFee"). Itis agreedby the ParƟesand EscrowHolder thatBrokersare athird party beneﬁciaryof thisAgreement insofaras the BrokerageFee isconcerned, andthatno changeshall bemade withrespectto thepayment oftheBrokerageFee speciﬁed inthisAgreement, withoutthe wriƩen consentof Brokers.

9.2 The conƟngencies speciﬁed insubparagraphs 9.1(a)through(m) arefor the beneﬁtof,andmay bewaivedby,Buyer,and arereferred to collecƟvelyas "Buyer's ConƟngencies" andindividually asa"Buyer's ConƟngency."

9.3 Buyer's Ɵmelyand wriƩendisapproval or condiƟonalapproval ofa Buyer's ConƟngencyor anyother maƩerthatis subjectto Buyer'sapproval inthis Agreementshall consƟtutedisapproval thereof("DisapprovedItem(s)"). Concurrent with noƟce ofaDisapproved Item,Buyer maymakea requestto Sellerregarding suchDisapproved Item("Buyer's Request"). If Buyerfails tomake a Ɵmelyand wriƩenBuyer's Request,thenthis Agreementshall terminatedueto the non-saƟsfacƟonand non-waiverof a conƟngency. Sellermay respondto aBuyer'sRequest within10 daysfollowingSeller's receiptthereof ("Seller'sResponse").

Seller'sacceptance ofa Buyer'sRequestshall amendthis Agreementaccordingly. IfSeller failsto providea Ɵmely and wriƩen Seller'sResponse,then Seller's Responseshall bedeemed tobea rejecƟonof Buyer'sRequest. Buyermay,within10 daysfollowingthe earlierof Buyer'sreceiptof aSeller's Response(which isnot anacceptance ofBuyer's Request)orthe dateof Seller'sdeemed rejecƟonofa Buyer'sRequest ("Buyer'sReplyPeriod"), reply toaSeller's Response("Buyer's Reply")and electto (i)terminatethis Agreementdue tothe non-saƟsfacƟonandnon-waiver ofthe applicable conƟngency,(ii) acceptthe Seller'sResponsein which eventthis Agreementshall beamendedaccordingly,or(iii) withdrawBuyer's Requestandwaive theDisapproved Iteminwhich eventBuyer shallacceptthe Property subjectto theDisapproved Item. If Buyerfails toprovide a Ɵmelyand wriƩenBuyer's Reply,thenBuyer shallbe deemedtohave electedto terminatethis Agreement asof theend oftheBuyer's ReplyPeriod. The dateBuyeraccepts aSeller's Responseorwithdraws aBuyer's Requestandwaives aDisapproved Itemshall bethedate ofBuyer's approvalof theDisapprovedItem. A Partyshall providetoEscrow Holdercopy ofall noƟces ofa DisapprovedItem,Buyer's Request,Seller's Responseand Buyer'sReply andEscrow Holdershallpromptly providecopies thereofto theotherParty. Unless the ParƟesin wriƟngagree otherwise,ifthe ExpectedClosing Date isa speciﬁccalendar dateanda Buyer'sReply Periodexpires aŌersuch speciﬁc calendardate, thennotwithstandingparagraph 1.1,the ExpectedClosingDate shallbe extendedto be3 businessdays aŌer theearlier ofthe dateBuyerwithdraws aBuyer's Requestandwaives theapplicable DisapprovedItemor Buyeraccepts the applicableSeller's Response.

9.4 The ParƟesacknowledge thatextensive local,stateand Federal legislaƟon establishbroadliability uponowners and/orusersof realproperty forthe invesƟgaƟonand remediaƟonof HazardousSubstances. The determinaƟon ofthe existenceofa HazardousSubstance CondiƟonandthe evaluaƟonof theimpactof sucha condiƟonare highlytechnicaland beyondthe experƟseof Brokers. The ParƟesacknowledge thattheyhave beenadvised byBrokersto consulttheir own technicaland legalexperts withrespectto thepossible presenceof HazardousSubstanceson theProperty oradjoining properƟes, andBuyer andSellerare not relyingupon any invesƟgaƟon byorstatement ofBrokerswithrespect thereto. The ParƟeshereby assumeallresponsibility forthe impactofsuch Hazardous Substancesupon their respecƟve interestsherein.

10. Documents Requiredat orBeforeClosing.

10.1 Five dayspriorto theClosing dateEscrowHolder shallobtain anupdatedTitle Commitmentconcerning thePropertyfrom theTitle Companyand provide copiesthereof toeach ofthe ParƟes.

10.2 Seller shalldeliverto EscrowHolder in Ɵmefor deliveryto Buyeratthe Closing:
(a) Grant orgeneral warrantydeed,duly executedand inrecordable form,conveyingfee Ɵtleto thePropertyto Buyer. (b) Ifapplicable, the Beneﬁciary Statementsconcerning ExisƟng Note(s). (c) Ifapplicable, the ExisƟng LeasesandOther Agreementstogether withduly executedassignmentsthereof bySeller andBuyer. Theassignment of ExisƟngLeases shallbe onthemost recentAssignment and AssumpƟon ofLessor'sInterest inLease formpublishedby theAIR oritsequivalent. (d) An aﬃdavit executedby Sellertothe eﬀectthat Sellerisnot a"foreign person"within themeaningof InternalRevenue Code SecƟon1445 or successorstatutes. If Sellerdoesnot providesuch aﬃdavitin formreasonably saƟsfactory toBuyer atleast3 businessdays priortothe Closing,Escrow Holdershall at theClosing deductfrom Seller'sproceedsand remitto theInternal RevenueServicesuch sumas isrequiredby applicableFederal lawwithrespect topurchases from foreignsellers.
(e) If thePropertyis locatedin California,an aﬃdavitexecutedby Sellerto the eﬀectthat Selleris nota''nonresident" withinthe meaningof California Revenueand TaxCode SecƟon18662or successorstatutes. If Sellerdoesnot providesuch aﬃdavitinform reasonably saƟsfactory toBuyerat least3 businessdays priorto theClosing, EscrowHoldershall atthe Closingdeduct fromSeller'sproceeds andremit totheFranchise TaxBoard suchsumas isrequired bysuch statute. (f) If applicable,abill ofsale, dulyexecuted,conveying Ɵtleto anyincludedpersonal propertyto Buyer. (g) If theSeller isa corporaƟon,aduly executedcorporate resoluƟonauthorizingthe execuƟonof thisAgreementand thesale ofthe Property.

10.3 Buyer shalldeliverto Sellerthrough Escrow:
(a) The cash porƟon ofthePurchase Priceand such addiƟonal sumsasare requiredof Buyerunderthis Agreementshall bedepositedby Buyerwith EscrowHolder,byfederal fundswiretransfer,orany othermethod acceptabletoEscrow Holderin immediatelycollectablefunds, nolater than2:00P.M. onthe businessday priorto theExpectedClosing Dateprovided, however,that Buyershallnot berequired todepositsuch moniesinto Escrowifat the Ɵme setfor the depositof suchmonies Sellerisin defaultor hasindicated thatitwill notperform anyofits obligaƟonshereunder. Instead,in suchcircumstances inorder toreserve itsrights toproceed Buyerneedonly provideEscrow withevidence establishingthatthe requiredmonies wereavailable. (b) Ifa PurchaseMoney NoteandPurchase MoneyDeed ofTrustare calledfor bythis Agreement,theduly executedoriginals ofthosedocuments, the PurchaseMoney Deedof Trustbeingin recordableform, togetherwith evidenceof ﬁre insuranceon theimprovementsin theamount ofthefull replacementcost namingSeller asa mortgagelosspayee, anda realestatetaxservicecontract (atBuyer's expense),assuringSeller of noƟce ofthestatus ofpayment ofreal property taxesduring thelife ofthePurchase MoneyNote.
(c) TheAssignment and AssumpƟon ofLessor'sInterest inLease form speciﬁed inparagraph10.2(c) above,duly executedbyBuyer. (d) AssumpƟonsduly executedby Buyerofthe obligaƟonsof Sellerthataccrue aŌerClosing underany OtherAgreements. (e) If applicable,a wriƩen assumpƟonduly executedby Buyerofthe loandocuments withrespectto ExisƟngNotes. (f) If theBuyeris a corporaƟon, adulyexecuted corporate resoluƟon authorizingthe execuƟon ofthis Agreementand thepurchaseof theProperty.

10.4 At Closing,EscrowHolder shallcause tobeissued toBuyer astandardcoverage (orALTAextended,ifelected pursuantto 9.1(g))owner's formpolicyof Ɵtle insurance eﬀecƟveasof theClosing,issued bythe TitleCompany inthefull amountof thePurchasePrice, insuring Ɵtle totheProperty vestedin Buyer,subject onlyto the excepƟons approvedby Buyer. In theevent thereis aPurchaseMoney Deedof Trustinthis transacƟon,the policyof Ɵtle insuranceshall bea joint protecƟon policyinsuring bothBuyer andSeller.

IMPORTANT:IN APURCHASE OREXCHANGEOF REALPROPERTY,ITMAYBEADVISABLETO OBTAINTITLE INSURANCEINCONNECTION WITHTHE CLOSEOF ESCROWSINCE THEREMAYBEPRIORRECORDED LIENSAND ENCUMBRANCESWHICH AFFECTYOURINTEREST INTHE PROPERTYBEINGACQUIRED. A NEWPOLICY OFTITLE INSURANCE SHOULD BEOBTAINEDIN ORDERTO ENSUREYOUR INTERESTINTHE PROPERTYTHATYOUAREACQUIRING.

11. ProraƟons andAdjustments.

11.1 Taxes. Applicablereal propertytaxes andspecialassessment bondsshall beproratedthrough Escrowas ofthedate ofthe Closing,based uponthelatest taxbill available. The ParƟesagree toprorateasof theClosingany taxesassessed againsttheProperty bysupplemental billleviedby reasonof eventsoccurring prior tothe Closing. Paymentofthe proratedamount shallbe madepromptlyin cashupon receiptofa copyof anysupplementalbill.

11.2 Insurance. WARNING:Any insurancewhich Sellermayhave maintainedwill terminateonthe Closing. Buyerisadvised toobtain appropriateinsurance to Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

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coverthe Property.

11.3 Rentals, InterestandExpenses. Scheduled rentals,intereston ExisƟngNotes, uƟliƟes,and operaƟng expensesshall beproratedas ofthe dateof Closing.

The ParƟes agreeto promptlyadjustbetween themselvesoutside ofEscrow anyrentsreceived aŌerthe Closing.

11.4 Security Deposit. Security Depositsheld bySellershall begiven toBuyeras acredit tothecash requiredof Buyerat theClosing.

11.5 Post Closing MaƩers. Anyitem tobeprorated thatis notdeterminedor determinableat theClosingshall bepromptly adjustedby the ParƟesby appropriatecash paymentoutside oftheEscrow whenthe amountdue isdetermined.

11.6 VariaƟons in ExisƟngNote Balances. Intheevent thatBuyer ispurchasingthe Propertysubject toan ExisƟng Deedof Trust(s),and intheevent thata BeneﬁciaryStatement asto theapplicable ExisƟng Note(s)discloses thatthe unpaidprincipalbalance ofsuch ExisƟngNote(s)at theclosing willbemore orless than theamount setforth inparagraph3.1(c) hereof("ExisƟng Note VariaƟon"), thenthePurchase MoneyNote(s) shallbereduced orincreased byanamount equalto such ExisƟng Note VariaƟon. Ifthere isto beno PurchaseMoneyNote, thecash requiredatthe Closingper paragraph3.1(a)shall bereduced orincreased bythe amountof such ExisƟng Note VariaƟon.

11.7 VariaƟons inNewLoan Balance. Intheevent Buyeris obtainingaNew Loanand theamount ulƟmately obtainedexceeds theamount setforthin paragraph5.1, thenthe amountofthe PurchaseMoney Note,if any,shallbe reducedby theamountof suchexcess.

11.8 Owner's AssociaƟonFees. EscrowHolder shall:(i)bring Seller'saccount withthe associaƟon currentand payanydelinquencies ortransfer feesfrom Seller'sproceeds, and(ii) payanyup frontfees requiredby the associaƟonfrom Buyer'sfunds.

12. RepresentaƟons and WarranƟes ofSellerand Disclaimers.

12.1 Seller's warranƟesand representaƟons shallsurvive theClosingand deliveryof thedeedfor aperiod of3years, andany lawsuitor acƟonbasedupon them mustbe commencedwithin such Ɵmeperiod. Seller's warranƟesand representaƟonsaretrue, materialand relieduponby Buyerand Brokersinall respects. Seller herebymakes thefollowing warranƟesand representaƟons toBuyer andBrokers:
(a) Authority ofSeller. Selleris theowner ofthe Propertyand/orhas thefull right,powerand authorityto sell,conveyand transferthe Propertyto Buyer asprovided herein,and toperformSeller's obligaƟonshereunder. (b) MaintenanceDuring Escrowand Equipment CondiƟonAt Closing. Exceptasotherwise providedin paragraph9.1(n) hereof,Sellershall maintainthe Property unƟl theClosing initspresent condiƟon,ordinary wearand tearexcepted. (c) HazardousSubstances/Storage Tanks. Sellerhasno knowledge,except asotherwise disclosedtoBuyer in wriƟng, oftheexistence orprior existence onthe Propertyof anyHazardousSubstance, norof theexistence orpriorexistence ofany aboveorbelow groundstorage tank. (d) Compliance. Exceptas otherwisedisclosedin wriƟng,Seller hasnoknowledge ofany aspector condiƟonofthe Propertywhich violatesapplicable laws,rules, regulaƟons,codes orcovenants, condiƟons or restricƟons, orof improvementsor alteraƟons madeto thePropertywithout apermit whereonewas required,or ofany unfulﬁlledorderor direcƟveof anyapplicable governmentalagencyor casualtyinsurance companyrequiringany invesƟgaƟon, remediaƟon, repair, maintenanceor improvementbe performedonthe Property.
(e) Changes inAgreements. Priorto theClosing, Sellerwillnot violateor modifyany ExisƟng Leaseor OtherAgreement,or createany newleases or otheragreements aﬀecƟngthe Property,withoutBuyer's wriƩenapproval, whichapproval willnotbe unreasonablywithheld. (f) Possessory Rights. Seller hasno knowledgethatanyone will,at theClosing,have anyright topossession oftheProperty,exceptas disclosedbythis Agreementor otherwisein wriƟngtoBuyer.
(g) Mechanics' Liens. Thereare no unsaƟsﬁedmechanics' ormaterialmens' lienrightsconcerning theProperty. (h) AcƟons,Suits orProceedings. Sellerhas noknowledge ofany acƟons, suitsor proceedingspending orthreatenedbefore anycommission, board, bureau,agency,arbitrator,court ortribunalthat would aﬀect theProperty ortheright tooccupy or uƟlizesame. (i) NoƟceof Changes. Sellerwill promptly noƟfyBuyer andBrokersin wriƟngof anyMaterial Change(seeparagraph 9.1(o)) aﬀecƟng theProperty that becomesknown toSeller priortothe Closing.
(j) NoTenantBankruptcy Proceedings. Sellerhas no noƟceor knowledgethat anytenantof theProperty isthesubject ofa bankruptcyor insolvency proceeding.
(k) NoSeller BankruptcyProceedings. Selleris notthesubject ofa bankruptcy,insolvencyor probateproceeding. (l) PersonalProperty. Seller hasno knowledgethatanyone will,at theClosing,have anyright topossessionof anypersonal propertyincluded inthe PurchasePrice norknowledge ofanyliens orencumbrances aﬀecƟngsuch personalproperty,except asdisclosed bythisAgreement orotherwise in wriƟngto Buyer.

12.2 Buyer herebyacknowledgesthat, exceptas otherwisestatedin thisAgreement, Buyerispurchasing theProperty inits exisƟng condiƟonand will,by the Ɵmecalled forherein, makeorhave waivedall inspecƟonsof thePropertyBuyer believesare necessarytoprotect itsown interestin,and itscontemplated useof,the Property. The ParƟes acknowledgethat,except asotherwise statedin thisAgreement,no representaƟons,inducements, promises,agreements,assurances, oralor wriƩen,concerning theProperty,oranyaspect ofthe occupaƟonalsafety andhealthlaws, HazardousSubstance laws,orany otheract, ordinanceorlaw,havebeen madeby eitherParty orBrokers,or reliedupon byeither Partyhereto.

12.3 In theeventthat Buyerlearns thataSeller representaƟonor warrantymightbe untrueprior totheClosing, andBuyer electsto purchasetheProperty anywaythen, andin thatevent,Buyer waivesany rightthat itmayhave tobring an acƟonor proceedingagainst SellerorBrokersregardingsaid representaƟonor warranty.

12.4 Any environmentalreports,soils reports,surveys, feasibilitystudies,and othersimilar documentswhichwere preparedby thirdpartyconsultants and providedto Buyerby SellerorSeller's representaƟves,have beendelivered asan accommodaƟon toBuyer andwithoutany representaƟonor warrantyasto the suﬃciency,accuracy,completeness,and/or validityofsaid documents,all ofwhich Buyerrelieson atits ownrisk. Sellerbelieves saiddocumentsto beaccurate, but Buyeris advisedto retainappropriateconsultants toreview saiddocuments and invesƟgatethe Property.

13. Possession.

Possessionof theProperty shallbegiven toBuyer atthe Closingsubjectto therights oftenantsunder ExisƟngLeases.

14. Buyer's Entry.

Atany Ɵmeduring theEscrowperiod, Buyer,and itsagents and representaƟves,shall havethe rightatreasonable Ɵmesand subjecttorights oftenants, toenter upon theProperty forthe purposeofmaking inspecƟons and tests speciﬁed inthisAgreement. No destrucƟve tesƟngshall beconducted, however,withoutSeller's prior approvalwhich shallnot beunreasonablywithheld. Following anysuch entryorwork, unlessotherwise directedin wriƟng bySeller,Buyershallreturn theProperty to the condiƟon itwas inpriorto suchentry orwork, includingthe recompacƟon orremoval ofanydisrupted soilor materialasSeller mayreasonably direct. Allsuch inspecƟonsand testsand anyotherwork conductedor materialsfurnished withrespectto theProperty byorfor Buyershall bepaidfor byBuyer asand whendue andBuyer shallindemnify,defend,protectand holdharmless Sellerand thePropertyof andfrom anyandall claims, liabiliƟes, losses,expenses(including reasonable aƩorneys'fees), damages,including thoseforinjury toperson orproperty,arisingoutof orrelaƟng toanysuch workor materialsorthe actsor omissionsof Buyer,its agentsor employeesin connecƟontherewith.

15. Further Documentsand Assurances.

The ParƟes shalleach, diligentlyandin goodfaith, undertakeall acƟonsandprocedures reasonablyrequired toplacethe Escrowin condiƟonforClosing asand when requiredby thisAgreement. The ParƟes agreeto provideall further informaƟon,and toexecute anddeliverall furtherdocuments, reasonablyrequiredby Escrow Holderor theTitle Company.

16. AƩorneys' Fees.

Ifany Partyor Brokerbringsan acƟonor proceeding(including arbitraƟon)involvingthe Propertywhether foundedintort, contractor equity,orto declarerights hereunder,the PrevailingParty (as hereaŌer deﬁned) inany suchproceeding, acƟon,orappeal thereon,shall be enƟtledto reasonable aƩorneys' feesandcosts. Such feesmay beawarded inthesame suitor recoveredin aseparatesuit, whetheror notsuch acƟon orproceeding ispursuedto decisionor judgment. Theterm "PrevailingParty" shallinclude, without limitaƟon,a Partyor Brokerwho substanƟallyobtainsor defeatsthe reliefsought,as thecase maybe,whether by compromise, seƩlement, judgment,or theabandonment by theother Partyor Brokerofits claimor defense. The aƩorneys'fees awardshallnot becomputed in accordancewith anycourt feeschedule,but shallbe suchas tofullyreimburse all aƩorneys' feesreasonablyincurred.

17. Prior Agreements/Amendments.

17.1 This Agreementsupersedesany andall prioragreementsbetween Sellerand Buyerregardingthe Property.

17.2 Amendments tothisAgreement are eﬀecƟve onlyifmade in wriƟng andexecutedby Buyerand Seller.

18. Broker's Rights.

18.1 If thissaleis notconsummated duetothe defaultof eithertheBuyer orSeller,the defaulƟngParty shallbe liableto andshallpay toBrokerstheBrokerage Feethat Brokerswould havereceivedhad thesale beenconsummated. IfBuyer isthe defaulƟngparty,payment ofsaid BrokerageFeeis in addiƟon toany obligaƟon withrespect toliquidated orotherdamages.

18.2 Upon theClosing,Brokersareauthorized topublicizethe factsof this transacƟon.

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19. NoƟces.

19.1 Whenever anyParty,Escrow Holderor Brokershereinshall desireto giveorserve any noƟce, demand,request,approval, disapprovalor other communicaƟon,each such communicaƟon shallbein wriƟngand shallbe deliveredpersonally,by messenger,or bymail,postage prepaid,to theaddressset forthin thisagreement orby facsimiletransmission,electronic signature,digital signature,or email.

19.2 Service ofanysuch communicaƟonshall bedeemedmade onthe dateofactual receiptif personallydelivered,or transmiƩedby facsimiletransmission, electronicsignature, digitalsignature, oremail. Anysuch communicaƟonsent byregularmail shallbe deemedgiven48 hours aŌer thesameis mailed.

CommunicaƟonssent byUnited StatesExpressMail orovernight courierthat guaranteenextday deliveryshall bedeemeddelivered 24hours aŌerdeliveryof the sameto thePostal Serviceorcourier. If such communicaƟon isreceivedon aSaturday,Sundayorlegal holiday,it shallbedeemed receivedon thenext businessday.

19.3 Any PartyorBrokerheretomay from Ɵmeto Ɵme,by noƟcein wriƟng, designatea diﬀerentaddressto which,or a diﬀerent personor addiƟonal persons towhom, all communicaƟons are thereaŌerto bemade.

20. DuraƟon of Oﬀer.

20.1 If this oﬀeris notaccepted bySelleron orbefore 5:00P.M.according tothe Ɵmestandardapplicable tothe cityof Montebello onthe dateof December 18, 2025 ,itshall bedeemed automaƟcallyrevoked.

20.2 The acceptanceofthis oﬀer ,or ofanysubsequent counteroﬀerhereto, thatcreatesan agreementbetween the ParƟesas describedin paragraph1.2, shall bedeemed madeupon deliverytothe otherParty oreither Brokerhereinof aduly executed wriƟnguncondiƟonally accepƟngthe lastoutstanding oﬀer or counteroﬀer.

21. LIQUIDATEDDAMAGES. (ThisLiquidatedDamages paragraphis applicableonlyif iniƟaledby both ParƟes).

THEPARTIESAGREETHATITWOULDBE IMPRACTICABLE OR EXTREMELYDIFFICULTTOFIX,PRIOR TOSIGNING THISAGREEMENT,THE ACTUALDAMAGES WHICH WOULDBE SUFFEREDBYSELLERIFBUYER FAILSTOPERFORMITS OBLIGATIONSUNDERTHIS AGREEMENT. THEREFORE,IF,AFTER THESATISFACTIONORWAIVER

OFALL CONTINGENCIES PROVIDED FORTHEBUYER'S BENEFIT,BUYER BREACHESTHIS AGREEMENT,SELLERSHALL BEENTITLED TOLIQUIDATEDDAMAGES INTHE AMOUNTOF $66,600.00 . UPONPAYMENTOF SAIDSUM TOSELLER, BUYERSHALLBE RELEASEDFROM ANYFURTHERLIABILITY TOSELLER, ANDANY ESCROWCANCELLATION FEESAND TITLECOMPANYCHARGES SHALLBE PAIDBYSELLER.

Buyer's IniƟals Seller's IniƟals

22. ARBITRATION OFDISPUTES. (This ArbitraƟon ofDisputes paragraphisapplicable onlyif iniƟaledby both ParƟes.)

22.1 ANYCONTROVERSY ASTOWHETHERSELLERIS ENTITLEDTOLIQUIDATEDDAMAGESAND/OR BUYERIS ENTITLEDTO THERETURNOF THEDEPOSIT SHALLBE DETERMINED BYBINDINGARBITRATIONADMINISTERED BYTHE JUDICIALARBITRATION &MEDIATIONSERVICES, INC.("JAMS") INACCORDANCEWITH ITSCOMMERCIAL ARBITRATIONRULES ("COMMERCIALRULES"). ARBITRATIONHEARINGS SHALLBE HELDINTHE COUNTYWHERE THEPROPERTYIS LOCATED.

SUCHCONTROVERSY SHALLBE ARBITRATEDBYA SINGLEARBITRATOR, APPOINTEDUNDER THECOMMERCIALRULES WHOHAS HADATLEAST 5YEARS OF EXPERIENCEIN THETYPE OFREALESTATETHATIS THESUBJECT OFTHISAGREEMENT.THEARBITRATORSHALLHEARAND DETERMINE SAID CONTROVERSYIN

ACCORDANCEWITH APPLICABLELAW OFTHEJURISDICTION WHERETHE PROPERTYIS LOCATED,THEINTENTION OFTHE PARTIESASEXPRESSED INTHIS AGREEMENTAND ANYAMENDMENTS THERETO,ANDUPON THEEVIDENCE PRODUCEDATANARBITRATIONHEARING. PRE-ARBITRATIONDISCOVERY SHALLBE PERMITTEDIN ACCORDANCEWITH THECOMMERCIALRULES ORSTATELAWAPPLICABLE TOARBITRATIONPROCEEDINGS. THEARBITRATORSHALLRENDERAN AWARDWITHIN 30DAYSAFTERTHECONCLUSION OFTHE HEARING,WHICH MAYINCLUDEATTORNEYS'FEESAND COSTSTOTHE PREVAILINGPARTYPER PARAGRAPH16 HEREOFAND SHALLBEACCOMPANIED BYA REASONEDOPINION. THEFAILUREOR REFUSALOF APARTYTO PAYSUCH PARTY'SREQUIREDSHARE

OFTHE DEPOSITSFOR ARBITRATORCOMPENSATIONOR ADMINISTRATIVECHARGES SHALLCONSTITUTE AWAIVERBYSUCHPARTY TOPRESENTEVIDENCE OR

CROSS-EXAMINEWITNESSES, BUTSUCH WAIVERSHALLNOT ALLOWFOR ADEFAULTJUDGMENTAGAINSTTHE NON-PAYINGPARTY INTHEABSENCE OFEVIDENCE ANDLEGAL ARGUMENTAS THEARBITRATORMAYREQUIREFOR MAKINGAN AWARD.JUDGMENTMAYBEENTERED ONTHEAWARDINANY COURTOF COMPETENTJURISDICTION NOTWITHSTANDINGTHE FAILUREOFA PARTYDULYNOTIFIEDOF THEARBITRATIONHEARING TOAPPEAR THEREAT.

22.2 BUYER'S RESORTTOOR PARTICIPATIONIN SUCHARBITRATIONPROCEEDINGS SHALLNOT BARSUITIN ACOURT OFCOMPETENTJURISDICTION BYTHE

BUYERFOR DAMAGESAND/OR SPECIFICPERFORMANCEUNLESS ANDUNTIL THEARBITRATION RESULTSINAN AWARDTO THESELLEROF LIQUIDATEDDAMAGES, IN WHICHEVENT SUCHAWARDSHALLACTAS ABAR AGAINSTANY ACTIONBYBUYER FORDAMAGES AND/ORSPECIFICPERFORMANCE.

22.3 NOTICE: BYINITIALINGIN THESPACEBELOWYOUARE AGREEINGTOHAVEANYDISPUTE ARISINGOUT OFTHEMATTERS INCLUDEDIN THE"ARBITRATION OFDISPUTES" PROVISIONDECIDED BYNEUTRALARBITRATIONASPROVIDED BYCALIFORNIA LAWANDYOU AREGIVING UPANYRIGHTS YOUMIGHT POSSESSTO HAVETHE DISPUTELITIGATEDINACOURT ORJURY TRIAL. BYINITIALINGIN THESPACEBELOWYOUARE GIVINGUP YOURJUDICIALRIGHTS TODISCOVERY AND APPEAL,UNLESS SUCHRIGHTS ARESPECIFICALLYINCLUDED INTHE "ARBITRATIONOF DISPUTES"PROVISION. IFYOU REFUSETOSUBMIT TOARBITRATION AFTER AGREEINGTO THISPROVISION, YOUMAYBE COMPELLEDTO ARBITRATEUNDER THEAUTHORITYOF THECALIFORNIA CODEOFCIVIL PROCEDURE. YOURAGREEMENT TOTHIS ARBITRATIONPROVISION ISVOLUNTARY.

WEHAVE READAND UNDERSTANDTHEFOREGOING ANDAGREE TOSUBMIT DISPUTESARISINGOUT OFTHE MATTERSINCLUDEDIN THE"ARBITRATION OFDISPUTES" PROVISIONTO NEUTRALARBITRATION.

Buyer's IniƟals Seller's IniƟals

23. Miscellaneous.

23.1 Binding Eﬀect. Buyer andSeller bothacknowledgethat theyhave carefullyreadand reviewedthis Agreementandeach termand provisioncontained herein. In addiƟon, thisAgreementshall bebinding onthe ParƟeswithoutregardtowhether ornotparagraphs 21and 22are iniƟaled byboth ofthe ParƟes.

Paragraphs21 and22 areeachincorporated intothis Agreementonly if iniƟaledby both ParƟes atthe Ɵme thatthe Agreementisexecuted. Signatures tothis Agreementaccomplished bymeans ofelectronicsignature orsimilar technologyshall belegaland binding.

23.2 Applicable Law. This Agreementshall begovernedby,andparagraph 22.3isamended torefer to,thelaws ofthe statein whichtheProperty islocated.

Any liƟgaƟon or arbitraƟon betweenthe ParƟes heretoconcerning thisAgreement shallbe iniƟated inthe countyinwhich theProperty islocated.

23.3 Time ofEssence. Timeis oftheessence ofthis Agreement.

23.4 Counterparts. ThisAgreement maybe executedbyBuyer andSeller incounterparts,each ofwhich shallbedeemed anoriginal, andall ofwhichtogether shall consƟtute oneand thesameinstrument. Escrow Holder, aŌer verifyingthatthe counterpartsare idenƟcalexceptfor thesignatures, isauthorizedand instructed tocombine thesigned signaturepageson oneof thecounterparts, whichshallthen consƟtutethe Agreement.

23.5 Waiver ofJuryTrial. THE PARTIESHEREBYWAIVE THEIRRESPECTIVE RIGHTSTOTRIAL BYJURY INANYACTION ORPROCEEDING INVOLVINGTHE PROPERTYOR ARISINGOUT OFTHISAGREEMENT.

23.6 Conﬂict. Any conﬂict betweenthe printedprovisionsof thisAgreement andthe typewriƩen or handwriƩen provisionsshallbe controlledby the typewriƩenor handwriƩenprovisions. Sellerand Buyermust iniƟalany andall handwriƩen provisions.

23.7 1031 Exchange. Both Sellerand Buyeragreeto cooperatewith eachotherin theevent thateitheror bothwish to parƟcipate ina1031 exchange. Any party iniƟaƟng anexchange shallbearall costsof suchexchange. The cooperaƟng Partyshall nothaveany liability(special orotherwise)for damagesto the exchangingParty inthe eventthatthe saleis delayedand/or thatthesale otherwisefails toqualifyas a1031 exchange.

23.8 Days. Unlessotherwise speciﬁcallyindicated tothecontrary,theword "days"asused inthis Agreementshallmean andrefertocalendar days.

24. Disclosures Regardingthe Natureofa RealEstate Agency RelaƟonship.

24.1 The ParƟesandBrokersagreethat their relaƟonship(s)shall begoverned bytheprinciples setforth intheapplicable secƟonsof theCalifornia CivilCode,as summarizedin paragraph24.2.

24.2 When enteringintoa discussionwith arealestateagentregarding arealestate transacƟon,a BuyerorSeller shouldfrom theoutset understandwhattype ofagency relaƟonshipor representaƟonithas withthe agentor agentsinthe transacƟon. BuyerandSeller acknowledgebeing advisedbythe Brokersin this transacƟon,as follows:
(a) Seller's Agent. ASeller'sagent undera lisƟngagreement withtheSeller actsas theagentfor theSeller only. A Seller'sagent orsubagent hasthe following aﬃrmaƟve obligaƟons: (1)Tothe Seller:A ﬁduciaryduty ofutmostcare, integrity,honesty,andloyaltyin dealingswith theSeller. (2)TotheBuyer andthe Seller: a.Diligent exerciseofreasonable skillsand carein performanceofthe agent's duƟes. b.A dutyof honestandfair dealingand goodfaith. c.A dutyto disclose Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

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allfacts knownto theagentmaterially aﬀecƟngthe valueor desirabilityofthe propertythat arenotknown to,or withinthediligent aƩenƟonand observaƟonof,the ParƟes. Anagent isnotobligated toreveal toeither Partyany conﬁdenƟal informaƟonobtained fromtheother Partywhich doesnotinvolve the aﬃrmaƟve duƟesset forthabove.
(b) Buyer'sAgent. A sellingagentcan, witha Buyer'sconsent,agree toact asagent fortheBuyer only. Inthese situaƟons, theagent isnotthe Seller's agent,even ifby agreementtheagent mayreceive compensaƟonfor services rendered,either infull orinpart fromthe Seller. An agent acƟng onlyfor aBuyerhas thefollowing aﬃrmaƟve obligaƟons. (1)TotheBuyer: A ﬁduciary dutyofutmost care,integrity,honesty,andloyalty indealings withtheBuyer. (2) Tothe Buyerand theSeller: a. Diligentexerciseof reasonableskills andcare inperformanceof theagent's duƟes. b. Aduty ofhonestand fairdealing andgood faith. c. Aduty to discloseall factsknown totheagent materially aﬀecƟng thevalue ordesirabilityof theproperty thatarenot knownto,orwithinthe diligent aƩenƟon and observaƟonof,the ParƟes. Anagent isnot obligatedto revealtoeither Partyany conﬁdenƟal informaƟonobtained fromthe otherPartywhich doesnot involvethe aﬃrmaƟve duƟes setforth above.
(c) Agent RepresenƟng BothSeller andBuyer. Areal estateagent, either acƟngdirectly orthrough oneormore associatelicensees, canlegallybe the agentof boththe Sellerandthe Buyerin a transacƟon, butonlywith theknowledge andconsentof boththe Sellerandthe Buyer. (1)In adualagency situaƟon,the agenthas thefollowing aﬃrmaƟve obligaƟonsto boththe Sellerand theBuyer:a. A ﬁduciary dutyofutmost care,integrity,honestyandloyalty inthe dealingswith eitherSeller orthe Buyer.b.Other duƟesto theSeller andtheBuyer asstated aboveintheir respecƟve secƟons (a)or(b) ofthis paragraph24.2. (2)In represenƟng bothSeller andBuyer,theagentmay not,without theexpress permissionofthe respecƟveParty,disclosetothe otherParty conﬁdenƟal informaƟon,including, but notlimited to,facts relaƟngtoeither Buyer'sor Seller's ﬁnancial posiƟon, moƟvaƟons,bargaining posiƟon,or otherpersonal informaƟon thatmay impactprice, includingSeller's willingnessto acceptaprice lessthan the lisƟng priceorBuyer's willingnessto payaprice greaterthan theprice oﬀered. (3) Theabove duƟesofthe agentin areal estate transacƟondo notrelieve aSeller orBuyerfrom theresponsibility toprotecttheir owninterests. Buyerand Sellershould carefullyread all agreementsto assurethat theyadequatelyexpress theirunderstanding ofthe transacƟon. A realestate agentisa person qualiﬁed toadviseabout realestate. If legal ortax adviceis desired,consulta competentprofessional. Buyer hastheduty toexercise reasonablecareto protectBuyer,includingasto thosefacts aboutthe Propertywhich areknown toBuyeror withinBuyer's diligent aƩenƟon and observaƟon. BothSeller andBuyershould stronglyconsider obtainingtaxadvice froma competentprofessional becausethe federalandstate taxconsequences ofa transacƟoncanbe complexand subjecttochange. (d) FurtherDisclosures. Throughout this transacƟonBuyer andSeller mayreceivemore thanone disclosure,depending uponthenumber ofagents assisƟngin the transacƟon. Buyerand Sellershould eachread itscontentseach Ɵmeit ispresented,considering the relaƟonship betweenthemand thereal estate agentin this transacƟon andthatdisclosure. Buyer andSeller eachacknowledgereceipt ofa disclosureofthe possibilityof mulƟple representaƟonby theBroker represenƟngthat principal. Thisdisclosuremay bepart ofa lisƟngagreement,buyer representaƟonagreement orseparatedocument. Buyer understandsthat Broker represenƟng Buyermay alsorepresentother potenƟalbuyers, whomay consider,make oﬀers onor ulƟmatelyacquirethe Property. Sellerunderstandsthat Broker represenƟng Sellermay alsorepresentother sellerswith compeƟng properƟes thatmaybe ofinterest tothisBuyer. Brokershavenoresponsibility with respectto anydefault orbreachhereof byeither Party. The ParƟesagree thatno lawsuitorother legalproceeding involvinganybreach ofduty,erroror omission relaƟngto this transacƟon maybebrought againstBrokermorethan oneyear aŌer theDate ofAgreementand thatthe liability(includingcourt costsand aƩorneys' fees),of anyBroker withrespectto anybreach ofduty,errororomission relaƟngto thisAgreementshall notexceed thefeereceived bysuch Brokerpursuant tothis Agreement;provided, however,that theforegoing limitaƟon oneach Broker'sliability shallnotbe applicableto anygrossnegligence orwillful misconductofsuch Broker.

24.3 ConﬁdenƟal InformaƟon. Buyer andSeller agreeto idenƟfy toBrokersas "ConﬁdenƟal"any communicaƟonor informaƟongivenBrokersthatis considered bysuch Partyto be conﬁdenƟal.

25. ConstrucƟon ofAgreement. Inconstruing thisAgreement, allheadingsand Ɵtlesare forthe convenienceofthe ParƟesonly andshallnot beconsidered apart ofthis Agreement. Wheneverrequiredby thecontext, thesingular shallincludethe pluraland viceversa. ThisAgreement shallnotbe construedas ifprepared by oneof the ParƟes, butratheraccording toits fairmeaning asawhole, asif both ParƟeshad preparedit.

26. AddiƟonal Provisions.

AddiƟonalprovisions ofthis oﬀer,ifany,areas followsor are aƩachedhereto byan addendumoraddenda consisƟngof paragraphs 26.1 through

26.8 . (If thereare no addiƟonalprovisions write"NONE".)

26.1 The following documents are attached hereto and shall become a part of this Agreement:

Addendum
Seller's Mandatory Disclosure Statement
Lee & Associates Disclosure for Purchase and Sale Agreement Disclosure Regarding Real Estate Agency Relationship
ATTENTION:NO REPRESENTATIONOR RECOMMENDATIONISMADE BYAIR CREOR BYANYBROKER ASTO THELEGALSUFFICIENCY,LEGALEFFECT,ORTAX CONSEQUENCESOF THISAGREEMENT ORTHETRANSACTION TOWHICH ITRELATES. THEPARTIESAREURGED TO:

1. SEEKADVICE OFCOUNSELAS TOTHE LEGALANDTAXCONSEQUENCESOF THISAGREEMENT.

2. RETAINAPPROPRIATE CONSULTANTSTOREVIEW ANDINVESTIGATETHECONDITIONOF THEPROPERTY. SAID INVESTIGATIONSHOULDINCLUDE BUTNOT BELIMITED TO:THE POSSIBLEPRESENCEOF HAZARDOUSSUBSTANCES,THEZONING OFTHEPROPERTY,THEINTEGRITY ANDCONDITIONOF ANYSTRUCTURES ANDOPERATINGSYSTEMS,AND THESUITABILITYOF THEPROPERTY FORBUYER'S INTENDEDUSE.

WARNING:IF THEPROPERTY ISLOCATEDIN ASTATEOTHERTHAN CALIFORNIA,CERTAINPROVISIONS OFTHIS AGREEMENTMAYNEED TOBE REVISEDTO COMPLYWITH THELAWS OFTHESTATEINWHICH THEPROPERTY ISLOCATED.

NOTE:

1. THISFORM ISNOTFOR USEIN CONNECTIONWITHTHE SALEOF RESIDENTIALPROPERTY.

2. IFEITHER PARTYISA CORPORATION,IT ISRECOMMENDEDTHATTHISAGREEMENT BESIGNED BYTWOCORPORATEOFFICERS.

Theundersigned Buyer oﬀers andagreesto buythe Propertyon thetermsand condiƟonsstated andacknowledgesreceipt ofa copyhereof.

BROKER
Lee & Associates Los Angeles, Inc.

AƩn: Tony Naples & Mattison Behr
Title: Senior Vice President/ Associate
Address: 1201 North Main Street, Los Angeles,
California 90012
Phone: 323.922.5143/ 323.922.5176
Fax:

Email: [email protected]
Email: [email protected]
FederalID No.:

BrokerDRE License#: 02174865
AgentDRE License#: 01811344/ 02091054
Date:

BUYER
City of Montebello
By:

NamePrinted: Raul Alvarez
Title: City Manager
Phone:

Fax:

Email:

By:

NamePrinted:

Title:

Phone:

Fax:

Email:

Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146 2025-Dec-11 | 09:54 PST

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Address:

FederalID No.: To be determined in Escrow

27. Acceptance.

27.1 Seller acceptstheforegoing oﬀerto purchasetheProperty andhereby agreestosell theProperty toBuyeron theterms and condiƟons therein speciﬁed.

27.2 In consideraƟonofreal estatebrokerageservicerenderedby Brokers,Seller agreestopay Brokersa realestateBrokerage Feein asum equalto 4 %ofthe PurchasePrice. tobe dividedbetween theBrokersas follows:Seller's Broker % andBuyer'sBroker %. This Agreementshall serveas anirrevocable instrucƟon toEscrow Holderto paysuchBrokerageFeeto Brokersoutof theproceeds accruingtothe accountof Sellerat the Closing.

27.3 Seller acknowledgesreceiptof acopy hereofandauthorizes Brokersto deliverasigned copyto Buyer.

NOTE:A PROPERTYINFORMATION SHEETISREQUIRED TOBE DELIVEREDTO BUYERBYSELLER UNDERTHIS AGREEMENT.

BROKER
Lee & Associates Los Angeles, Inc.

AƩn: Tony Naples & Mattison Behr
Title: Senior Vice President/ Associate
Address: 1201 North Main Street, Los Angeles,
California 90012
Phone: 323.922.5143/ 323.922.5176
Fax:

Email: [email protected]
Email: [email protected]
FederalID No.:

BrokerDRE License#: 02174865
Agent'sDRE License#: 01811344/ 02091054
Date:

SELLER
Walter B. Baker and Marla R. Baker
By:

NamePrinted: Walter B. Baker
Title: Owner
Phone:

Fax:

Email: [email protected]
By:

NamePrinted: Marla R. Baker
Title: Owner
Phone:

Fax:

Email: [email protected]
Address:

FederalID No.:

AIRCRE * hƩps://www.aircre.com * 213-687-8777 * [email protected] NOTICE: Nopart oftheseworks maybe reproducedin anyformwithout permissionin wriƟng.

Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146 2025-Dec-11 | 12:44 PST
2025-Dec-11 | 11:45 PST

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ADDENDUMTOTHE STANDARDOFFER,AGREEMENTAND ESCROWINSTRUCTIONS

FORPURCHASEOF REALESTATE
Date: December 11, 2025
ByandBetween
Buyer: City of Montebello
Seller: Walter B. Baker and Marla R. Baker
PropertyAddress: 860 Truck Way, Montebello, California 90640 (streetaddress, city,state, zip)
ThisAddendum is aƩached andmadepart ofthe above-referencedAgreement (saidAgreementand theAddendum are hereinaŌer collecƟvely referredto asthe "Agreement"). Inthe eventofany conﬂictbetween theprovisions ofthisAddendum andthe printedprovisionsof theAgreement, thisAddendumshall control.

26.2ContingencyPeriod:BuyershallhaveuntilJanuary16,2026,toreviewandapprovethePhase1EnvironmentalandTitle Reports.

26.3TransferofFunds:BrokerswillnotbeinvolvedinemailsorotherprocessesoftransferringfundsbyeitherBuyer,Selleror EscrowHolder.EscrowHolderisinstructednottoincludeBrokerinanyemailsorotherprocessesoftransferringfundsofBuyeror Seller.ThesearefunctionswhichwillbehandleddirectlybetweentheEscrowHolderandBuyerorSeller.

26.4SellerandBuyerbothagreetocooperatewithoneanother'srespective1031Exchangeswithoutanyadditionalcostofliabilityto oneanotherandwithoutadelayintheCloseofEscrow.

26.5Phase1EnvironmentalReport: SellershallpayforaPhase1EnvironmentalReportandshalldelivertoBuyeronorbefore January9,2026.

26.6Sellertoverifyalltaximplicationsofthesalewiththeaccountantorattorneyoftheirchoice.

26.7DemolitionResponsibility:NotwithstandinganythingtothecontraryinthisAgreement,Sellershallhavenoobligationto performanydemolition,removal,stabilization,cleanup,repair,orremediationofanyportionoftheexistingimprovements,including withoutlimitationtheremainingfire-damagedwallsoranyassociateddebris.Buyeracknowledgesandagreesthatalldemolitionand removaloftheexistingimprovements,togetherwithallcosts,liabilities,andcomplianceobligationsassociatedtherewith(includingany hazardous-materialsissuesencounteredduringdemolition),shallbethesoleresponsibilityofBuyerafterClosing.Sellershallnotbe requiredtodeliverthePropertyinanyconditionotherthanits“as-is”conditionasoftheEffectiveDate,andBuyershallnotrelyonany assumptionthatSellerwillperformanydemolitionorsite-preparationwork.Buyerfurtheracknowledgesthattheremaining improvementsarestructurallycompromisedasaresultofthepriorfire,andBuyeracceptsfullresponsibilityforallrisksassociated withentering,demolishing,orremovingsuchimprovementsafterClosing.

26.8Disclaimer.PURCHASERACKNOWLEDGESANDAGREESTHATSELLERHASNOTMADE,DOESNOTMAKEAND

SPECIFICALLYNEGATESANDDISCLAIMSANYREPRESENTATIONS,WARRANTIES(OTHERTHANASSETFORTHINTHIS

AGREEMENT),PROMISES,COVENANTS,AGREEMENTSORGUARANTIESOFANYKINDORCHARACTERWHATSOEVER,

WHETHEREXPRESSORIMPLIED,ORALORWRITTEN,PAST,PRESENTORFUTURE,OF,ASTO,CONCERNINGORWITH

RESPECTTO(A)THEVALUE,NATURE,QUALITYORCONDITIONOFTHEPROPERTY,INCLUDING,WITHOUTLIMITATION,

THEWATER,SOILANDGEOLOGY,(B)THEINCOMETOBEDERIVEDFROMTHEPROPERTY,(C)THESUITABILITYOFTHE

PROPERTYFORANYANDALLACTIVITIESANDUSESWHICHPURCHASERMAYCONDUCTTHEREON,(D)THECOMPLIANCE

OFORBYTHEPROPERTYORITSOPERATIONWITHANYLAWS,RULES,ORDINANCESORREGULATIONSOFANY

APPLICABLEGOVERNMENTALAUTHORITYORBODY,(E)THEHABITABILITY,MERCHANTABILITY,MARKETABILITY,

PROFITABILITYORFITNESSFORAPARTICULARPURPOSEOFTHEPROPERTY,(F)THEMANNERORQUALITYOFTHE

CONSTRUCTIONORMATERIALS,IFANY,INCORPORATEDINTOTHEPROPERTY,(G)THEMANNER,QUALITY,STATEOF

REPAIRORLACKOFREPAIROFTHEPROPERTY,OR(H)ANYOTHERMATTERWITHRESPECTTOTHEPROPERTY,AND

SPECIFICALLY,THATSELLERHASNOTMADE,DOESNOTMAKEANDSPECIFICALLYDISCLAIMSANYREPRESENTATIONS

REGARDINGCOMPLIANCEWITHANYENVIRONMENTALPROTECTION,POLLUTIONORLANDUSELAWS,RULES,

REGULATIONS,ORDERSORREQUIREMENTS,INCLUDINGTHEEXISTENCEINORONTHEPROPERTYOFHAZARDOUS MATERIALSORSUBSTANCES.PURCHASERFURTHERACKNOWLEDGESANDAGREESTHATHAVINGBEENGIVENTHE

OPPORTUNITYTOINSPECTTHEPROPERTY,PURCHASERISRELYINGSOLELYONITSOWNINVESTIGATIONOFTHE

PROPERTYANDNOTONANYINFORMATIONPROVIDEDORTOBEPROVIDEDBYSELLERANDACCEPTSTHEPROPERTY

ANDWAIVESALLOBJECTIONSORCLAIMSAGAINSTSELLER(INCLUDING,BUTNOTLIMITEDTO,ANYRIGHTORCLAIMOF CONTRIBUTION)ARISINGFROMORRELATEDTOTHEPROPERTYORTOANYHAZARDOUSMATERIALSONTHEPROPERTY.

PURCHASERFURTHERACKNOWLEDGESANDAGREESTHATANYINFORMATIONPROVIDEDORTOBEPROVIDEDWITH

RESPECTTOTHEPROPERTYWASOBTAINEDFROMAVARIETYOFSOURCESANDTHATSELLERHASNOTMADEANY

INDEPENDENTINVESTIGATIONORVERIFICATIONOFSUCHINFORMATIONANDMAKESNOREPRESENTATIONSASTO THEACCURACYORCOMPLETENESSOFSUCHINFORMATION.ANYREPRESENTATIONSOFSELLERARELIMITEDTOTHE ACTUALKNOWLEDGEOFWITHOUTANYDUTYOFINVESTIGATION.SELLERISNOTLIABLEORBOUNDINANYMANNERBY

ANYVERBALORWRITTENSTATEMENTSOTHERTHANASSETFORTHINTHISAGREEMENT,REPRESENTATIONSOR

INFORMATIONPERTAININGTOTHEPROPERTY,ORTHEOPERATIONTHEREOF,FURNISHEDBYANYREALESTATE BROKER,AGENT,EMPLOYEE,SERVANTOROTHERPERSON.PURCHASERFURTHERACKNOWLEDGESANDAGREESTHAT

TOTHEMAXIMUMEXTENTPERMITTEDBYLAW,THESALEOFTHEPROPERTYASPROVIDEDFORHEREINISMADEONAN “ASIS”CONDITIONANDBASISWITHALLFAULTS.ITISUNDERSTOODANDAGREEDTHATTHEPURCHASEPRICEFORTHE

PROPERTYHASBEENADJUSTEDBYPRIORNEGOTIATIONTOREFLECTTHATALLOFTHEPROPERTYISSOLDBYSELLER ANDPURCHASEDBYPURCHASERSUBJECTTOTHEFOREGOING.

AIRCRE * hƩps://www.aircre.com * 213-687-8777 * [email protected] NOTICE: Nopart oftheseworks maybe reproducedin anyformwithout permissionin wriƟng.

Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

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INITIALS INITIALS
©2017AIRCRE. AllRightsReserved. LastEdited:12/10/20254:10PM SMD-7.02,Revised03-12-2024 Page1of2

SELLER'SMANDATORYDISCLOSURE STATEMENT
(DONOTUSEINSALEOFRESIDENTIALPROPERTIESWITH1-4 UNITS)
ThisSeller's MandatoryDisclosure Statement("Disclosure")is madepursuant tothe requirementsofand shallbe apartof the STANDARDOFFER,AGREEMENT ANDESCROW INSTRUCTIONSFOR PURCHASEOFREAL ESTATE(See paragraph9.1(a) thereof)or (the"Purchase Agreement")datedfor reference purposesas of December 11, 2025 , regardingthatcertain realproperty commonlyknown as(streetaddress, city,state, zip): 860 Truck Way, Montebello, California 90640 ("Property")wherein Walter B. Baker and Marla R. Baker is theSeller and City of Montebello isthe Buyer. Note: This Disclosuredoes notreplacethe PropertyInformaƟon Sheetpublishedby AIRCRE ("AIR")and, unlessnot requiredby thePurchaseAgreement, Sellershould alsoprovide BuyertheProperty InformaƟonSheet.

1. NATURALHAZARDS DISCLOSURES. Tomakethe disclosuresrequired byCaliforniaGovernment CodeSecƟon 8589.3(aspecial ﬂoodhazard area),California GovernmentCode SecƟon8589.4 (damfailure inundaƟon area),California GovernmentCode SecƟons51178or 51179,and 51182(veryhigh ﬁrehazard severity zone),California PublicResources Code SecƟons4125, 4142and 4291(wildlands ﬁrearea),California PublicResources Code SecƟon2622 (earthquakefault zone),and CaliforniaPublic ResourcesCode SecƟon2696(seismic hazardzone) ("NaturalHazards Disclosures"),Sellerprovides Buyera naturalhazardsreport ("NaturalHazards Report")prepared by:
myNHDInc.,800-814-2922, ,or , ,and theNatural HazardsReportis aƩached.

2. EARTHQUAKESAFETY. If theimprovementson theProperty wereconstructedprior to1975 andincludestructures witheither (i)pre-cast (e.g., Ɵlt-up)concrete orreinforced masonrywalls togetherwithwood frame ﬂoors orroofs, or(ii)unreinforced masonrywalls, thenCaliforniaBusiness &Professions Code§10147; GovernmentCode §§8875.6,8875.9, 8893.2,and8893.3; andCalifornia CivilCode §2079.9requireSeller toprovide Buyeracopy ofThe CommercialProperty Owner'sGuide toEarthquake Safety(the"Booklet") publishedby theCalifornia SeismicSafetyCommission, availablethrough thefollowinglink:
. Selleris notrequired toprovide theBookletto Buyer. Sellerisrequired toprovide theBooklet toBuyer,which BookletSeller ishereby providingtoBuyer.

3. FLOODDISASTER INSURANCE. IfSelleror Seller'spredecessor-in-interest haspreviouslyreceived Federal ﬂood disasterassistanceand suchassistance was condiƟonedupon obtainingand maintaining ﬂoodinsurance onthe Property,Federal law,i.e.,42 U.S.C.§5154a, mandatesthat prospecƟve purchasersbe advised thatthey willbe requiredtoobtain andmaintain suchinsurance ontheProperty andthat ifsuchinsurance isnot maintainedandthe Propertyis thereaŌerdamaged bya ﬂooddisaster,thepurchasermay berequired toreimburse theFederalGovernment forthe disasterreliefprovided. Buyer isherebyinformed thatto thebest of Seller'sknowledge, Federal ﬂood disasterassistance hasor hasnot beenpreviously receivedwithregard tothe Property. Note: ifsuch disasterassistance hasbeen received,the law speciﬁesthat therequired noƟcebe "containedindocuments evidencingthe transferofownership".

4. WATERHEATERBRACING. TheProperty does or doesnotcontain oneor morewater heatersof120 gallonsor less. If theProperty doescontainone ormore waterheaters of120gallons orless, thenas requiredbyCalifornia Healthand SafetyCode§19211, Sellerhereby cerƟﬁestoBuyer thatall suchwater heaters haveor have notbeen braced,strappedand/or anchoredin accordancewithlaw.

5. TITLEINSURANCE. If thePurchaseAgreement doesnot providethatBuyer willbe providedwith Ɵtle insurance,Buyer isstrongly urgedtoconsider purchasing Ɵtleinsurance. In accordancewithCalifornia CivilCode §1057.6,Buyer isadvisedas follows:

IMPORTANT: INA PURCHASEOREXCHANGE OFREAL PROPERTY,IT MAYBEADVISABLE TOOBTAINTITLEINSURANCEIN CONNECTIONWITH THECLOSEOF ESCROW SINCETHERE MAYBE PRIORRECORDEDLIENS ANDENCUMBRANCES WHICHAFFECT YOURINTERESTIN THEPROPERTY BEINGACQUIRED. ANEW POLICYOFTITLE INSURANCESHOULD BEOBTAINEDINORDERTO ENSUREYOUR INTERESTIN THEPROPERTYTHATYOUARE ACQUIRING.

6. METHAMPHETAMINELABORATORYACTIVITY. Asrequiredby CaliforniaHealth andSafetyCode §25400.28,Seller noƟﬁesBuyerthat agovernment order idenƟfyingthe Propertyas contaminatedbymethamphetamine laboratory acƟvity hasbeen receivedbySeller (copyof suchorderis aƩached),or hasnot beenreceived bySeller.

7. HAZARDOUSSUBSTANCES. If thePropertyis non-residenƟalproperty,thenasrequired byCalifornia HealthandSafety Code§78700 Seller noƟﬁes Buyerthat:

Sellerneither knowsnor hasreasonablecause tobelieve thatanyrelease ofhazardous substance(as suchtermsare deﬁnedby CaliforniaHealthand SafetyCode §§25320and 25316)has cometobe locatedon orbeneath theProperty,or Seller knowsorhas reasonablecause tobelievethat arelease ofhazardous substancehas cometo belocatedon orbeneath theProperty.

8. WATERCONSERVING PLUMBINGFIXTURES. For mulƟ-family residenƟal(containing morethanone unit)and commercial properƟesbuilt beforeJanuary 1,1994:

CaliforniaCivil Code§1101.5 requiresallnoncompliant plumbing ﬁxtures tobe replacedbeforeJanuary 1,2019 withwater-conservingplumbing ﬁxtures. Asrequired byCalifornia CivilCode §1101.5(e),Sellerdiscloses thatthe Property was built aŌerJanuary 1,1994 andisexempt fromthis statute; does include noncompliantplumbing ﬁxtures;or doesnotinclude anynoncompliant plumbing ﬁxtures.

9. DEATHON THEPROPERTY. Asrequired byCalifornia CivilCode§1710.2, Seller doesor doesnot knowofthe deathon thePropertyof anoccupant of theProperty inthe threeyearsbefore thedate ofBuyer's oﬀertopurchase theProperty perthePurchase Agreement.

10. OTHER.

Sellerbelieves the informaƟon providedinthis Disclosureby Selleris trueandcorrect tothe bestknowledgeof Selleras ofthedate ofthis Disclosure,but Sellerstates thatSeller hasexercisedgoodfaithin the selecƟon ofa NaturalHazardsExpert, Sellerhas notindependently veriﬁed, andSeller isnotobligated toverify,the informaƟoncontained inthe NaturalHazardsReport, andmakes no representaƟon orwarrantyas tothe truthoraccuracy ofany informaƟoncontainedin theNatural HazardsReport. Buyer agreestheNatural HazardsReport saƟsﬁesSeller's legaldutyto makethe NaturalHazardsDisclosures, theprovider oftheNatural Hazards Reportshall bedeemed tobean expertdealing with maƩers withinthescope ofits experƟsewithrespect tothe examinaƟonand wriƩen reportregarding the NaturalHazards Disclosures,and CaliforniaCivilCode §1103.4which dealswith aseller'snon-liability forerrors and/oromissionsnot withinsuch seller'spersonal knowledgeshall bedeemed toapplyto Seller.

Thehazards referencedin thisDisclosuremay limitthe abilityof theownerof theProperty todevelopthe Property,to obtaininsurance,or toreceive assistance aŌer adisaster. The mapsonwhich theNatural HazardsReport arebased esƟmate wherenatural hazardsexistand arenot deﬁniƟveindicatorsof whetheror nota propertywill be aﬀected byanatural disaster. Buyeris advisedtoobtain professionaladvice regardingthosehazards andother hazardsthatmay aﬀectthe Property.

Applicablelaws andthe areascoveredby thevarious naturalhazard zones,etc.may change. Sellershallnot berequired to noƟfyBuyer ifthe informaƟonprovided in theNatural HazardsReport becomesinaccurateas aresult ofany governmental acƟon,map revision,changed informaƟon,orother actor occurrence,unlessSeller hasactual knowledgethat the informaƟonhas becomeinaccurate. Prior totheclose ofescrow,Buyermaywish toagain checkthestatus ofthe Property. Also,Buyer isadvised toverify withappropriatelocal governmentalagencies, suchas thecityand/or countyin whichtheProperty islocated, todetermineif theyhave establishednatural hazardzones in addiƟonto thoselisted above. Signaturestothis Disclosureaccomplished bymeansof electronicsignature orsimilartechnology shallbe legaland binding. This Disclosuremay beexecuted incounterparts.

Thestatements hereinare notintendedto befull orcomplete disclosureofall possibleimpacts onBuyerand/or theProperty. Ifa maƩeris disclosedregarding theProperty,Buyeris advisedto:
hƩps://www.myNHD.com
hƩps://ssc.ca.gov/forms_pubs/cog
Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

X
X
X

X
X

Yes
X

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INITIALS INITIALS
©2017AIRCRE. AllRightsReserved. LastEdited:12/10/20254:10PM SMD-7.02,Revised03-12-2024 Page2of2

1. Reviewthe enƟretyof alllawsapplicable tosuch disclosed maƩer .

2. Seekadvice ofcounsel astothe legalconsequence ofanydisclosed maƩers.

3. Retainappropriate consultantsto reviewand invesƟgate theimpact ofallsuch disclosed maƩers.

NeitherAIR CREnor anyofthe brokersmake any representaƟon, warrantyor recommendaƟon regardingthe legal suﬃciency,legal eﬀector anyotherconsequences ofthis Disclosure.

Date:

SELLER
Walter B. Baker and Marla R. Baker
By:

NamePrinted: Walter B. Baker
Title: Owner
By:___________________________________________
NamePrinted:MarlaR.Baker
Title:Owner
Buyeracknowledges receiptof thisDisclosuretogether withthe NaturalHazards Report,theBooklet andany otherdocumentsreferenced herein(as applicable)as beingprovided toBuyer,andagreesto theabove termsand condiƟons.

Date:

BUYER
City of Montebello
By:

NamePrinted: Raul Alvarez
Title: City Manager
AIRCRE * hƩps://www.aircre.com * 213-687-8777 * [email protected] NOTICE: Nopart oftheseworks maybe reproducedin anyformwithout permissionin wriƟng.

Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146 2025-Dec-11 | 12:44 PST
2025-Dec-11 | 11:45 PST

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DISCLOSURE FOR PURCHASE AND SALE AGREEMENT
For AIR Purchase and Sale Agreements
(When Prepared by Lee & Associates Los Angeles, Inc.)

PREMISES: 860 TRUCK WAY, MONTEBELLO, CALIFORNIA 90640 (the “Premises”)

Page 1 of 2 ends

Processing/2025/AIR/860 Truck Way, Montebello, California 900640/PSA -Montebello Bus Lines/Lee Disclosure.doc

1. LEGAL EFFECT. Upon acceptance of a binding purchase and sale agreement and any counter offer thereto ( the “Purchase Agreement”), Seller and Buyer both intend to have a binding legal agreement for the purchase of the Premises on the terms and conditions set forth therein. Seller and Buyer acknowledge that Broker (defined in the Purchase Agreement) is not qualified to practice law or authorized to give legal advice or counsel as to any legal matters affecting the Purchase Agreement. Broker hereby ad vises Seller and Buyer to consult with their respective attorneys in connection with any questions each may have as to legal ramifi cations or effects of the Purchase Agreement prior to the execution thereof.

2. FORM OF PURCHASE CONTRACT AND DEPOSIT RECEIPT. The Purchase Agreement is a standard form document.

Broker makes no representations or warranties with respect to the adequacy of the Purchase Agreement for either Seller’s or B uyer’s particular purposes. Broker has, at the direction of Seller and/or Buyer, merely “filled in the blanks” based on prior discussions and/or correspondence of the parties. Seller and Buyer each acknowledge that the Purchase Agreement is delivered subject to the exp ress condition that Broker has merely followed the instructions of the parties in preparing this document and does not assume any responsibility for its accuracy, completeness or form. Seller and Buyer acknowledge and understand that in providing the Pur chase Agreement, Broker has acted to expedite this transaction on behalf of Seller and/or Buyer and has functioned within the scope of professional ethics by doing so.

3. CONCURRENT OFFERS. Seller and Buyer acknowledge and consent that Broker may represent concurrent and/or competing offers with regard to the purchase or lease of the Premises without further notice.

4. NO INDEPENDENT INVESTIGATION. Seller and Buyer acknowledge and understand that any financial statements, information, reports or written materials of any nature whatsoever, as provided by the parties to Broker and thereafter submitted by Broker to either Seller and/or Buyer, are so provided without any independent investigation by Broker, and as such, Broker assumes no responsibility or liability for the accuracy or validity of the same. Any verification of such submitted documents is solely and completely the responsibility of the party to whom such documents have been submitted.

5. NO WARRANTY. Seller and Buyer acknowledge and agree that no warranties, recommendations or representa tions are or will be made by Broker as to the accuracy, legal sufficiency, legal effect or tax consequences of any of the documents submitted by Broker to Seller and/or Buyer or of the legal sufficiency, legal effect or tax consequences of the transactions contemplated thereby.

Furthermore, Seller and Buyer acknowledge and agree that Broker has not made and will not make any representations or warrant ies concerning the ability of Buyer to use the Premises for its intended use nor any other matter regarding the Premises, and Buy er is relying and will rely solely on its own investigation of the Premises in accepting and performing under the Purchase Agreement.

6. NOTICE REGARDING HAZARDOUS WASTES OR SUBSTANCES AND UNDERGROUND STORAGE TANKS. Although Broker will disclose any actual knowledge it possesses with respect to the existence of any hazardous wastes, substances or underground storage tanks at the Premises, Broker has not made (and will not make) any independent investigations or obtained reports with respect thereto, except as may be described in a separate written document signed by Broker. All parties hereto acknowledge and understand that except as set forth in the preceding sentence, Broker makes no representations or warranties regarding the existence or nonexistence of hazardous wastes, substances or underground storage tanks at the Premises. Seller and Buyer acknowledge that Broker has recommended that they should each contact one or more professionals, such as a civil engine er, geologist, industrial hygienist or other environmental consultants, for advice concerning the existence of hazardous wastes, substances or underground storage tanks.

7. DISCLOSURE RESPECTING AMERICANS WITH DISABILITIES ACT. The Americans with Disabilities Act, as well as certain state and local laws, is intended to make many business establishments equally accessible to persons with a variety of disabilities; modifications to real property may be required by such laws. Broker is not qualified to advise you as to what, if any, changes may be required now or in the future. The undersigned acknowledge that Broker has recommended that they consult attorneys and qualified design professionals for information regarding whether the Premises are in compliance with applicable law and/or whether modifications and changes are required.

8. CORPORATE SIGNATURES. Although there is a presumption under California law that the signature of a corporate president is adequate to bind the corporation, a California Court of Appeals in a 1998 case allowed a party to rebut the norm al presumption. Therefore, if either of the parties to the Purchase Agreement is a corporation, it is advisable: (i) that the P urchase Agreement be signed by two officers of the corporation, e.g. the president or vice president and the secretary or chief financial officer (note: one individual signing in both the capacity of president and secretary may not be sufficient) , and/or (ii) that the corporation provides a duly executed corporate resolution authorizing the transaction and execution by the signing party.

9. USE AND OCCUPANCY DISCLOSURE. Broker recommends that Buyer hire s qualified contractor(s), consultant(s) or other professional(s) to confirm and verify that the physical characteristics of the Premises (including, but not limited to, building, office , and land sizes, fire sprinkler capacity, electrical power and all utilities, ceiling clear height, loading door sizes and quantit y, railroad service, parking spaces, heating/cooling systems, type of construction, restroom(s) number and size, year built of improvements) are to Buyer’s satisfaction and that they are adequate to accommodate Buyer’s intended use. Broker also recommends that Buyer hire s qualified professionals to confirm with applicable governmental agencies that the use and zoning of the Premises are acceptable for Buyer’s intended use and that Buyer will be able to obtain all permits, licenses, and other approvals necessary for the intended use.

10. SEISMIC REINFORCEMENT DISCLOSURE. Some cities and counties have established or may be establishing minimum standards for structural seismic resistance for certain buildings constructed prior to 1933, 1976 , and possibly other dates. Some structures will be required to comply with various standards set forth by the appropriate governmental agencies. Broker is n ot qualified to advise you as to what, if any, changes may be required now or in the future. The undersigned acknowledge that Broker has recommended that they consult a qualified architect, attorney or other consultant for information regarding this matter.

11. MOLD DISCLOSURE. Toxic or other molds may be present within a property in concentrations that may pose a threat to the health of humans. Toxic or other dangerous molds may or may not be visible or apparent to a potential user of the Premises . In order to ascertain the nature and extent of toxic or other molds present in a property, it is necessary to conduct testing using a qualified environmental expert specializing in mold inspection and analysis. Broker advises Buyer to retain the services of an environ mental testing expert for this purpose.

12. DISCLOSURE REGARDING CITY ORDINANCES. Some cities have enacted ordinances which provide, among other matters, for car and truck parking restrictions and regulations, truck loading area requirements , and maximum building sizes that can Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

Page 33 of 751 ends

DISCLOSURE FOR PURCHASE AND SALE AGREEMENT
For AIR Purchase and Sale Agreements
(When Prepared by Lee & Associates Los Angeles, Inc.)

PREMISES: 860 TRUCK WAY, MONTEBELLO, CALIFORNIA 90640 (the “Premises”)

Page 2 of 2 ends

Processing/2025/AIR/860 Truck Way, Montebello, California 900640/PSA -Montebello Bus Lines/Lee Disclosure.doc

be utilized for a particular use. Additionally, some cities have imposed special taxes, such as the City of Vernon, for ware house or partial warehouse uses. All of these restrictions and/or regulations var y from city to city, and they are constantly changing. Broker is not qualified to advise you whether the Premises (and/or any related property) or the proposed use thereof complies with thes e or any other ordinances or whether the Premises (and/or any related property) might, in the future, violate these or any other ordinances nor is Broker qualified to advise you as to the impact thereof. Broker recommends that each party carefully review all applicable c odes, regulations, and ordinances affecting the Premises and consult with their attorneys, consultants, engineers , and contractors to determine whether the Premises (and/or any related property) and the proposed use are and, in the future, will be in compliance with same.

13. ASSIGNMENT OF BUYER. In the event of any assignment by Buyer of its rights to purchase this Premises , Buyer acknowledges and agrees that it will take full responsibility to deliver all due diligence information, including the Propert y Information Sheet, all attachments, including those listed above, and all other due diligence information , to its Assignee, and Buyer’s acknowledgement of receipt of said material shall be binding on its Assignee.

The undersigned acknowledge that they have received and read the above Disclosure.

Dated: Dated:

SELLER: CITY OF MONTEBELLO

BUYER: WALTER B. BAKER AND MARLA R. BAKER

BY:

Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146 2025-Dec-11 | 09:54 PST
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2025-Dec-11 | 11:45 PST

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INITIALS
© 2019 AIR CRE. All Rights Reserved.

AD‐3.00, Revised 01‐01‐2019

INITIALS
Last Edited: 1/11/2019 10:09 AM

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DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP
(As required by the Civil Code)
When you enter into a discussion with a real estate agent regarding a real estate transaction, you should from the outset understand what type of agency relationship or representation you wish to have with the agent in the transaction.

SELLER'S AGENT
A Seller's agent under a listing agreement with the Seller acts as the agent for the Seller only. A Seller's agent or a subagent of that agent has the following aﬃrmative obligations:

To the Seller: A fiduciary duty of utmost care, integrity, honesty and loyalty in dealings with the Seller.

To the Buyer and the Seller:
(a) Diligent exercise of reasonable skill and care in performance of the agent's duties. (b) A duty of honest and fair dealing and good faith.
(c) A duty to disclose all facts known to the agent materially aﬀecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the parties.

An agent is not obligated to reveal to either party any confidential information obtained from the other party that does not involve the aﬃrmative duties set forth above.

BUYER'S AGENT
A Buyer's agent can, with a Buyer's consent, agree to act as agent for the Buyer only. In these situations, the agent is not the Seller's agent, even if by agreement the agent may receive compensation for services rendered, either in full or in part from the Seller. An agent acting only for a Buyer has the following aﬃrmative obligations:

To the Buyer: A fiduciary duty of utmost care, integrity, honesty and loyalty in dealings with the Buyer.

To the Buyer and the Seller:
(a) Diligent exercise of reasonable skill and care in performance of the agent's duties. (b) A duty of honest and fair dealing and good faith.
(c) A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the parties.

An agent is not obligated to reveal to either party any confidential information obtained from the other party that does not involve the aﬃrmative duties set forth above.

AGENT REPRESENTING BOTH SELLER AND BUYER
A real estate agent, either acting directly or through one or more salesperson and broker associates, can legally be the agent of both the Seller and the Buyer in a transaction, but only with the knowledge and consent of both the Seller and the Buyer.

In a dual agency situation, the agent has the following aﬃrmative obligations to both the Seller and the Buyer:
(a) A fiduciary duty of utmost care, integrity, honesty and loyalty in the dealings with either the Seller or the Buyer. (b) Other duties to the Seller and the Buyer as stated above in their respective sections.

In representing both Seller and Buyer, a dual agent may not, without the express permission of the respective party, disclose to the other party confidential information, including, but not limited to, facts relating to either the Buyer’s or Seller’s financial position, motivations, bargaining position, or other personal information that may impact price, including the Seller’s willingness to accept a price less than the listing price or the Buyer’s willingness to pay a price greater than the price oﬀered.

SELLER AND BUYER RESPONSIBILITIES
Either the purchase agreement or a separate document will contain a confirmation of which agent is representing you and whether that agent is representing you exclusively in the transaction or acting as a dual agent. Please pay attention to that confirmation to make sure it accurately reflects your understanding of your agent’s role. The above duties of the agent in a real estate transaction do not relieve a Seller or Buyer from the responsibility to protect his or her own interests. You should carefully read all agreements to assure that they adequately express your understanding of the transaction. A real estate agent is a person qualified to advise about real estate. If legal or tax advice is desired, consult a competent professional. If you are a Buyer, you have the duty to exercise reasonable care to protect yourself, including as to those facts about the property which are known to you or within your diligent attention and observation. Both Sellers and Buyers should strongly consider obtaining tax advice from a competent professional because the federal and state tax consequences of a transaction can be complex and subject to change.

Throughout your real property transaction you may receive more than one disclosure form, depending upon the number of agents assisting in the transaction. The law requires each agent with whom you have more than a casual relationship to present you with this disclosure form. You should read its contents each time it is presented to you, considering the relationship between you and the real estate agent in your specific transaction. This disclosure form includes the provisions of Sections 2079.13 to 2079.24, inclusive, of the Civil Code set forth on page 2. Read it carefully. I/WE

ACKNOWLEDGE RECEIPT OF A COPY OF THIS DISCLOSURE AND THE PORTIONS OF THE CIVIL CODE PRINTED ON THE BACK (OR A SEPARATE PAGE).

Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

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© 2019 AIR CRE. All Rights Reserved.

AD‐3.00, Revised 01‐01‐2019

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SELLER REPRESENTED BY LEE & ASSOCIATES LOS ANGELES, INC.

Seller’s Name: WALTER B. BAKER AND MARLA R. BAKER

Buyer Seller Lessor Lessee

Date
Buyer Seller Lessor Lessee

Date

BUYER REPRESENTED BY LEE & ASSOCIATES LOS ANGELES, INC.

Buyer’s Name: CITY OF MONTEBELLO

Buyer Seller Lessor Lessee

Date
Buyer Seller Lessor Lessee

Date

LEE & ASSOCIATES LOS ANGELES, INC. REPRESENTS BOTH SELLER AND BUYER AS A DUAL AGENCY:

Agent: Lee & Associates Los Angeles, Inc. DRE Lic. #: 02174865 Real Estate Broker (Firm)

By:

BRE Lic. #: 01811344 Date: December 11, 2025
Tony Naples
Senior Vice President

By:

BRE Lic. #: 02091054 Date: December 11, 2025
Mattison Behr
Associate

THIS FORM HAS BEEN PREPARED BY AIR CRE. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ADEQUACY OF THIS FORM FOR ANY SPECIFIC TRANSACTION. PLEASE SEEK LEGAL COUNSEL AS TO THE APPROPRIATENESS OF THIS FORM.

Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146 2025-Dec-11 | 09:54 PST
2025-Dec-11 | 12:44 PST
2025-Dec-11 | 11:45 PST

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© 2019 AIR CRE. All Rights Reserved.

AD‐3.00, Revised 01‐01‐2019

INITIALS
Last Edited: 1/11/2019 10:09 AM

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DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP
CIVIL CODE SECTIONS 2079.13 THROUGH 2079.24 (2079.16 APPEARS ON THE FRONT) 2079.13. As used in Sections 2079.7 and 2079.14 to 2079.24, inclusive, the following terms have the following meanings:
(a) “Agent” means a person acting under provisions of Title 9 (commencing with Section 2295) in a real property transaction, and includes a person who is licensed as a real estate broker under Chapter 3 (commencing with Section 10130) of Part 1 of Division 4 of the Business and Professions Code, and under whose license a listing is executed or an oﬀer to purchase is obtained. The agent in the real property transaction bears responsibility for that agent’s salespersons or broker associates who perform as agents of the agent. When a salesperson or broker associate owes a duty to any principal, or to any buyer or seller who is not a principal, in a real property transaction, that duty is equivalent to the duty owed to that party by the broker for whom the salesperson or broker associate functions. (b) “Buyer” means a transferee in a real property transaction, and includes a person who executes an oﬀer to purchase real property from a seller through an agent, or who seeks the services of an agent in more than a casual, tran sitory, or preliminary manner, with the object of entering into a real property transaction. “Buyer” includes vendee or lessee of real property. (c) “Commercial real property” means all real property in the state, except (1) single‐family residential real property, (2) dwelling units made subject to Chapter 2 (commencing with Section 1940) of Title 5, (3) a mobilehome, as defined in Section 798.3, (4) vacant land, or (5) a recreational vehicle, as defined in Section 799.29. (d) “Dual agent” means an agent acting, either directly or through a salesperson or broker associate, as agent for both the seller and the buyer in a real property transaction. (e) “Listing agreement” means a written contract between a seller of real property and an agent, by which the agent has been authorized to sell the real property or to find or obtain a buyer, including rendering other services for which a real estate license is required to the seller pursuant to the terms of the agreement. (f) “Seller’s agent” means a person who has obtained a listing of real property to act as an agent for compensation. (g) “Listing price” is the amount expressed in dollars specified in the listing for which the seller is willing to sell the real property through the seller’s agent. (h) “Oﬀering price” is the amount expressed in dollars specified in an oﬀer to purchase for which the buyer is willing to buy the real property. (i) “Oﬀer to purchase” means a written contract executed by a buyer acting through a buyer’s agent that becomes the contract for the sale of the real property upon acceptance by the seller. (j) “Real property” means any estate specified by subdivision (1) or (2) of Section 761 in property, and includes (1) single‐family residential property, (2) multiunit residential property with more than four dwelling units, (3) commercial real property, (4) vacant land, (5) a ground lease coupled with improvements, or (6) a manufactured home as defined in Section 18007 of the Health and Safety Code, or a mobilehome as defined in Section 18008 of the Health and Safety Code, when oﬀered for sale or sold through an agent pursuant to the authority contained in Section 10131.6 of the Business and Professions Code. (k) “Real property transaction” means a transaction for the sale of real property in which an agent is retained by a buyer, seller, or both a buyer and seller to act in that transaction, and includes a listing or an oﬀer to purchase. (l) “Sell,” “sale,” or “sold” refers to a transaction for the transfer of real property from the seller to the buyer and includes exchanges of real property between the seller and buyer, transactions for the creation of a real property sales contract within the meaning of Section 2985, and transactions for the creation of a leasehold exceeding one year’s duration. (m) “Seller” means the transferor in a real property transaction and includes an owner who lists real property with an agent, whether or not a transfer results, or who receives an oﬀer to purchase real property of which he or she is the owner from an agent on behalf of another. “Seller” includes both a vendor and a lessor of real property. (n) “Buyer’s agent” means an agent who represents a buyer in a real property transaction. 2079.14. A seller’s agent and buyer’s agent shall provide the seller and buyer in a real property transaction with a copy of the disclosure form specified in Section 2079.16, and shall obtain a signed acknowledgment of receipt from that seller and buyer, except as provided in Section 2079.15, as follows: (a) The seller’s agent, if any, shall provide the disclosure form to the seller prior to entering into the listing agreement. (b) The buyer’s agent shall provide the disclosure form to the buyer as soon as practicable prior to execution of the buyer’s oﬀer to purchase. If the oﬀ er to purchase is not prepared by the buyer’s agent, the buyer’s agent shall present the disclosure form to the buyer not later than the next business day after receiving the oﬀer to purchase from the buyer.

2079.15. In any circumstance in which the seller or buyer refuses to sign an acknowledgment of receipt pursuant to Section 2079.14, the agent shall set forth, sign, and date a written declaration of the facts of the refusal. 2079.16 Reproduced on Page 1 of this AD form.

2079.17(a) As soon as practicable, the buyer’s agent shall disclose to the buyer and seller whether the agent is acting in the real property transaction as the buyer’s agent, or as a dual agent representing both the buyer and the seller. This relationship shall be confirmed in the contract to purchase and sell real property or in a separate writing executed or acknowledged by the seller, the buyer, and the buyer’s agent prior to or coincident with execution of that contract by the buyer and the seller, respectively. (b) As soon as practicable, the seller’s agent shall disclose to the seller whether the seller’s agent is acting in the real property transaction as the seller’s agent, or as a dual agent representing both the buyer and seller. This relationship shall be confirmed in the contract to purchase and sell real property or in a separate writing executed or acknowledged by the seller and the seller’s agent prior to or coincident with the execution of that contract by the seller.
(C) CONFIRMATION: The following agency relationships are confirmed for this transaction.

Seller’s Brokerage Firm DO NOT COMPLETE, SAMPLE ONLY License Number Is the broker of (check one):  the seller; or  both the buyer and seller. (dual agent) Seller’s Agent DO NOT COMPLETE, SAMPLE ONLY License Number

Is (check one):  the Seller’s Agent. (salesperson or broker associate); or  both the Buyer’s Agent and the Seller’s Agent. (dual agent) Buyer’s Brokerage Firm DO NOT COMPLETE, SAMPLE ONLY License Number Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

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© 2019 AIR CRE. All Rights Reserved.

AD‐3.00, Revised 01‐01‐2019

INITIALS
Last Edited: 1/11/2019 10:09 AM

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Is the broker of (check one):  the buyer; or  both the buyer and seller. (dual agent) Buyer’s Agent DO NOT COMPLETE, SAMPLE ONLY License Number

Is (check one):  the Buyer’s Agent. (salesperson or broker associate); or  both the Buyer’s Agent and the Seller’s Agent. (dual agent)

(d) The disclosures and confirmation required by this section shall be in addition to the disclosure required by Section 2079.14. An agent’s duty to provide disclosure and confirmation of representation in this section may be performed by a real estate salesperson or broker associate aﬃliated with that broker. 2079.18 (Repealed pursuant to AB‐1289, 2017‐18 California Legislative session)

2079.19 The payment of compensation or the obligation to pay compensation to an agent by the seller or buyer is not necessarily determinative of a particular agency relationship between an agent and the seller or buyer. A listing agent and a selling agent may agree to share any compensation or commission paid, or any right to any compensation or commission for which an obligation arises as the result of a real estate transaction, and the terms of any such agreement shall not necessarily be determinative of a particular relationship. 2079.20 Nothing in this article prevents an agent from selecting, as a condition of the agent’s employment, a specific form of agency relationship not specifically prohibited by this article if the requirements of Section 2079.14 and Section 2079.17 are complied with.

2079.21 (a) A dual agent may not, without the express permission of the seller, disclose to the buyer any confidential information obtained from the seller. (b) A dual agent may not, without the express permission of the buyer, disclose to the seller any confidential information obtained from the buyer. (c) “Confidential information” means facts relating to the client’s financial position, motivations, bargaining position, or other personal information that may impact price, such as the seller is willing to accept a price less than the listing price or the buyer is willing to pay a price greater than the price oﬀered. (d) This section does not alter in any way the duty or responsibility of a dual agent to any principal with respect to confidential information other than price.
2079.22 Nothing in this article precludes a seller’s agent from also being a buyer’s agent. If a seller or buyer in a transaction chooses to not be represented by an agent, that does not, of itself, make that agent a dual agent.

2079.23 (a) A contract between the principal and agent may be modified or altered to change the agency relationship at any time before the performance of the act which is the object of the agency with the written consent of the parties to the agency relationship. (b) A lender or an auction company retained by a lender to control aspects of a transaction of real property subject to this part, including validating the sales price, shall not require, as a condition of receiving the lender’s approval of the transaction, the homeowner or listing agent to defend or indemnify the lender or auction company from any liability alleged to result from the actions of the lender or auction company. Any clause, provision, covenant, or agreement purporting to impose an obligation to defend or indemnify a lender or an auction company in violation of this subdivision is against public policy, void, and unenforceable. 2079.24 Nothing in this article shall be construed to either diminish the duty of disclosure owed buyers and sellers by agents and their associate licensees, subagents, and employees or to relieve agents and their associate licensees, subagents, and employees from liability for their conduct in connection with acts governed by this article or for any breach of a fiduciary duty or a duty of disclosure.

AIR CRE. 500 North Brand Blvd, Suite 900, Glendale, CA 91203, Tel 213‐687‐8777, Email [email protected] NOTICE: No part of these works may be reproduced in any form without permission in writing.

Docusign Envelope ID: 4064A8AA-2FEF-43D5-A01D-57DE3AFBA146

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The information has been furnished from sources which we deem reliable, but for which we assume no liability. Any projections, opinions, assumptions or estimates used are for example only and do not represent the current or future performance of the property. Buyers should consult with their independent advisors to determine if the property is suitable for their needs.

LEE-ASSOCIATES.COM/DOWNTOWNLA

FOR MORE INFORMATION, PLEASE CONTACT
Lee & Associates® Los Angeles, Inc. | CORP ID 02174865 1201 N Main St, Los Angeles, CA 90012 ±22,176SF MONTEBELLO INDUSTRIAL LAND SITE
860 TRUCK WAY | MONTEBELLO, CA 90640

LAND FOR
SALE

5 5
5 10
10 10
10 15
15 5
5 110
105
710
710
605
605
405
405
215
215
215
210
210
210
210
91 91
91 60
6060
1 2
1 1
90 27
1 1 55
22 57 71
30 30
30 1 74
73 103
133
241
134
170
101
101
101
74 ORANGE COUNTY

RIVERSIDE COUNTY

SAN BERNARDINO COUNTY
LOS ANGELES CO.

ORANGE
COUNTY
LOS

ANGELES

SAN GABRIEL
VALLEY

MID COUNTIES

SOUTHBAY
CHINO/

ONTARIO
CHINO

AIRPORT

PORT OF

LONG BEACH

PORT OF

LOS ANGELES

VAN NUYS

AIRPORT BURBANK

AIRPORT
LAX

LONG BEACH

AIRPORT

JOHN WAYNE

AIRPORT

ONTARIO

INT'L AIRPORT
IRVINE
LAGUNA
NIGUEL
DANA
POINT

SANTA ANA
ORANGE
GARDEN
GROVE
COSTA
MESA
SAN

CLEMENTE
LONG
BEACH
SAN
PEDRO
PALOS
VERDES

TORRANCE

GLENDORA
UPLAND
RANCHO

CUCAMONGA

FONTANA
MIRA

LOMA RIVERSIDE

SAN BERNARDINO

ONTARIO
CHINO

CITY OF

INDUSTRY
POMONA

FULLERTON

ANAHEIM

BALDWIN
PARK
CORONA
BREA

NORWALK

HERMOSA
BEACH

MANHATTAN
BEACH

EL SEGUNDO
MARINA

DEL REY
SANTA
MONICA
CULVER
CITY

GLENDALE

PASADENA

BURBANK

VAN NUYS
ENCINO

SANTA FE

SPRINGS

BEVERL Y
HILLS

STUDIO CITY

HUNTINGTON
BEACH

NEWPORT BEACH
BEACH

DIAMOND
BAR

DOWNTOWN

LOS ANGELES
• As-Is, Where-Is Land Value Sale - 2024 Structure Fire • Rare Industrial Lot For Sale in Montebello - M1 Zoned • Existing Utility Infrastructed on Site (Verify)
• Asphalt Paved Yard w/ Dock High Concrete Slab (±11,550 SF) • Square Parcel Shape w/ Flat Topography
• Primed for Redevelopment Potential
• Contact Broker for Demolition Bids / Estimates

MATTISON BEHR
Associate | LIC NO 02091054
e [email protected]
o 818.434.9116

TONY NAPLES
Senior Vice President | LIC NO 01811344
e [email protected]
o 818.395.4373

PROPERTY HIGHLIGHTS

RATE SUMMARY

SALE PRICE
$2,300,000
($103.72 / SF)

TRUCK WAY

PICTURE IS EDITED TO SHOW CLEARED SITE POTENTIAL

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LEE-ASSOCIATES.COM/DOWNTOWNLA

LAND FOR
SALE

PROPERTY SUMMARY
SLAB SF ±11,550 SF
LAND SF ±22,176 SF
POWER (PRIOR) 400 Amps, 120/240 V, 3 Phase (Verify)
YEAR BUILT (PRIOR) 1951 (Structure Burned - 2024)
APN 6350-021-027
ZONING MNM1 - Industrial
20’
78’
150’
63’

TRUCK WAY
PAVED
YARD

PRE-EXISTING

CONCRETE SLAB
(±11,550 SF)

DOCK-HIGH
GATE

SITE PLAN

MATTISON BEHR
Associate | LIC NO 02091054
e [email protected]
o 818.434.9116

TONY NAPLES
Senior Vice President | LIC NO 01811344
e [email protected]
o 818.395.4373
NOTE: Drawing not to scale. All measurements and sizes are approximate. N

TRUCK WAY

TRUCK WAY
*ILLUSTRATIVE PURPOSES ONL Y - EDITED TO SHOW CLEARED SITE POTENTIAL

AS-IS PHOTOGRAPH

EDITED TO SHOW CLEARED SITE POTENTIAL

PRIOR CONDITION - REFERENCE ONL Y

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ITEM # 7

CITY OF MONTEBELLO

CITY COUNCIL AGENDA STAFF REPORT

TO: Honorable Mayor and City Council Members

FROM: Raul Alvarez, City Manager

BY: Cesar Roldan, Director of Public Works

SUBJECT: ACCEPTANCE OF THE FIRE STATION 56 REMODELING PROJECT (CDBG) (CP 923) – NOTICE OF COMPLETION

DATE: January 14, 2026

RECOMMENDATIONS:

It is recommended that the City Council:

1. Accept the Fire Station 56 Remodeling Project (CDBG) (CP 923) by Certified Roofing Applicators, Inc.; and

2. Approve the final contract amount with Certified Roofing Applicators, Inc., in the amount of $779,070 including change orders; and

3. Approve the Final Total Project Budget (Attachment A); and

4. Authorize the City Clerk to execute, verify and file the Notice of Completion (Attachment B) with the Los Angeles County Registrar-Recorder; and

5. Authorize the release of the retention payment of $38,954 due to Certified Roofing Applicators, Inc. following the mandatory waiting period from the date the Notice of Completion is recorded; and

6. Take such additional, related action that may be desirable.

FISCAL IMPACT:

The final project budget for the Fire Station #56 Remodeling Project (CDBG) (CP 923), as detailed in Attachment A, was approved by City Council in the amount of $779,378 — including $28,258 in construction contingency for change orders. Additionally, Attachment A shows total expenses for the project amounting to $779,070. This leaves a remaining balance of $308 in Community Development Block Grant funds, which is available for reprogramming for other approved uses.

BACKGROUND/DISCUSSION:

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CITY COUNCIL AGENDA REPORT - MEETING OF JANUARY 14, 2026

Page 2 of 3 ends

On August 13, 2025, the City Council approved an agreement for $751,120 with Certified Roofing Applicators, Inc. for the Fire Station 56 Remodeling Project (CDBG) (CP 923).

Additionally, the City Council authorized the Director of Public Works to review and approve change orders within a construction contingency of $28,258, bringing the total not-to-exceed budget to $779,378. This project utilized CDBG (Community Development Block Grant) funds.

The Fiscal Year 2025-26 adopted budget included funding in this amount in the CDBG Fund (Fund 255). Therefore, no budget amendment is needed as part of the recommended actions.

The Fire Station 56 Remodeling Project, located at 1166 S. Greenwood Avenue, focuses on critical roof rehabilitation to address longstanding issues. The station’s sloped roof had not received new shingles for decades, while its flat roofs had never been fully replaced since their original installation. These conditions led to persistent leaks during rainfall, with water pooling on the flat roof due to improper drainage. As a result, leaks penetrated living quarters and other areas, damaging walls and flooring.

A central aspect of the project involved re-sloping the flat roof to ensure effective water drainage and prevent future leaks. The renovation also included installing new tile air vents and a solar-reflective roofing membrane system, both aimed at improving the building’s energy efficiency. The combined repairs and upgrades will protect the station’s structure and provide a safer, more comfortable environment for the firefighters.

The project was deemed substantially complete on January 14, 2026. The City's Building Inspector and Deputy Director of Public Works, responsible for oversight and inspections, confirmed that the work was completed satisfactorily and in full compliance with the contract specifications.

It is recommended that the City Council accept the project as satisfactory and complete pursuant to Civil Code Section 3093. Upon acceptance of the project, staff will file the “Notice of Completion” with the County Recorder’s Office for the project. Thirty-five (35) days after the recordation of the Notice of Completion by the County Recorder’s Office, the City will release all applicable bonds and release the retention if no Stop Notices are filed within the 35-day period.

ENVIRONMENTAL:

N/A

ANALYSIS:

N/A

SUMMARY:

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CITY COUNCIL AGENDA REPORT - MEETING OF JANUARY 14, 2026

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Staff is recommending that the City Council accept the Project as completed, approve the final Project budget and expenditures, including change orders, authorize the City Clerk to execute, verify and file the Notice of Completion (Attachment B) with the Los Angeles County Registrar-Recorder and authorize the City Manager to release the retention payment due to Certified Roofing Applicators, Inc. following the mandatory waiting period from the date the Notice of Completion is recorded.

ATTACHMENT(S)

1. Attachment A - Final Total Project Budget

2. Attachment B - Notice of Completion

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Project Expenses Final Cost
Invoice # RA25358.1 281,809.90$

Invoice #RA23387.2 - Change Order #1 26,552.50$

Invoice #RA25358.2 431,754.10$

Retention Invoice 38,953.50$
Total Project Cost 779,070.00$
Project Funding Budget Amount
Original Construction Contract (Certified Roofing Applicators, Inc.) - Awarded 8/13/25 City Council Meeting 751,120.00$
Construction Contigency - Awarded 8/13/25 City Council Meeting 28,258.00$ Total Project Budget 779,378.00$
Project Remaining Balance 308.00$
Fire Station 56 Remodeling Project (CP 923)
Attachment A

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RECORDING REQUESTED BY

CITY OF MONTEBELLO

AND WHEN RE

CORDED MAIL TO

NAME CITY OF MONTEBELLO

CITY CLERK
STREET 1600 W Beverly Blvd.

ADDRESS
CITY Montebello,

STATE CA
ZIP 90640

SPACE ABOVE LINE FOR RECORDERS USE
________________________________________________________________________________________________________________________________________________

NOTICE OF COMPLETION
Notice pursuant to Civil Code Section 3093, must be filed within 10 days after completion. (See reverse side for complete requirements.) Notice is hereby given that:

1. The undersigned is owner or corporate officer of the owner of the interest or estate stated below in the property hereinafter described:

2. The full name of the owner is City of Montebello

3. The full address of the owner is 1600 W Beverly Blvd., Montebello, CA 90640

4. The nature of the interest or estate of the owner is: in fee. (if other than Fee, strike “In fee” and insert, for example, “purchaser under contract of purchase”, or “lessee”)

5. The full names and full addresses of all persons, if any, who hold title with the undersigned as joint tenants or as tenants in common are:

NAMES ADDRESSES
_______________________________________________________________________________________________

6. The full names and addresses of the predecessors in interest of the undersigned, if the property was transferred subsequent to the commencement of the work or improvements herein referred to:

NAMES ADDRESSES
____________________________________________________________________________________________

7. A w
ork of improvement on the property hereinafter described was completed on January 14, 2026. The general scope
of work consisted of removal and replacement of the existing sloped and flat roof systems, along with drainage improvements to eliminate ponding at Fire Station 56, which is located on 1166 S. Greenwood Avenue.

8. The name of t
he contractor, if any, for such work of improvement was Certified Roofing Applicators, Inc.

August 13, 2025
(If no contractor for work of improvement as a whole, insert “None”) (Date of Contract)

9. The property on which said work of improvement was completed is in the City of Montebello County of Los Angeles, State of CA, and is described as follows: Fire Station #56 Remodeling Project (CDBG) (CP 923) Director of Public Works / City of Montebello___
(Signature of Owner or corporate officer of Owner named in paragraph 2, or his agent)

VERIFICATION
I, the undersigned, say: I am the City Clerk of the City of Montebello, the declarant of the foregoing Notice of Completion:

I have read said Notice of Completion and know the contents thereof; the same is true to my own knowledge. I declare under penalty of perjury that the foregoing is true and correct.

Executed on _________________, 2025 at City of Montebello, Montebello, CA __________________________________________________(Personal signature of the individual who is swearing that the contents of the Notice of Completion are true)
Attachment B

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REQUIREMENTS AS TO NOTICE OF COMPLETION
A notice of completion must be filed for record WITHIN 10 DAYS after completion of the work of improvement (to be computed exclusive of the day of completion), as provided in Civil Code Section 3093.

The “owner” who must file for record a notice of completion of a building or other work of improvement means the owner (or his successor in- interest at the date the notice is filed) on whose behalf the work was done, though his ownership is less than the fee title.

For example, if A is the owner in fee, and B, lessee under a lease, causes a building to be constructed, then B, or whoever has succeeded to his interest at the date the notice is filed, must file the notice.

If the ownership is in two or more persons as joint tenants or tenants is common, the notice may be signed by any one of the co- owners (in fact, the foregoing form is designed for giving of the notice by only one cotenant), but the names and addresses of the other co-owners must be stated in paragraph 5 of the form.

Note that any Notice of Completion signed by a successor in interest shall recite the names and addresses of his transferor or transferors.

In paragraphs 3, 5 and 6, the full address called for should include street number, city, county and state.

As to paragraphs 7 and 8, this form should be used only where the notice of completion covers the work of improvement as a whole. If the notice is to be given only of completion of a particular contract, where the work of improvement is made pursuant to two or more original contracts, then this form must be modified as follows: (1) Strike the words “A work of improvement” from paragraph 6 and insert a general statement of the kind of work done or materials furnished pursuant to such contract (e.g., “The foundations for the improvements”); (2) Insert the name of the contractor under the particular contract in paragraph 7.

In paragraph 8 of the notice, insert the name of the contractor for the work of improvement as a whole. No contractor’s name need be given if there is no general contractor, e.g., on so-called “owner-builder jobs.”
In paragraph 9, insert the full, legal description, not merely a street address or tax description. Refer to deed or policy of title insurance. If the space provided for description is not sufficient, a rider may be attached.

In paragraph 10, show the street address, if any, assigned to the property by any competent public or governmental authority.

This standard form covers most usual problems in the field indicated. Before you sign, read it, fill in all blanks, and make changes proper to your transaction. Consult a lawyer if you doubt the form’s fitness for your purpose.

DO NOT RECORD

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ITEM # 8

CITY OF MONTEBELLO

CITY COUNCIL AGENDA STAFF REPORT

TO: Honorable Mayor and City Council Members

FROM: Raul Alvarez, City Manager

BY: Fernando Pelaez, Fire Chief

SUBJECT: ADOPT RESOLUTION NO. 26-01 DESIGNATING AUTHORIZED

AGENTS FOR THE CITY OF MONTEBELLO FOR THE CALIFORNIA

GOVERNOR'S OFFICE OF EMERGENCY SERVICES (CAL OES)

PUBLIC ASSISTANCE GRANT

DATE: January 14, 2026

RECOMMENDATIONS:

It is recommended that the City Council:

1. Adopt Resolution No. 26-01 Designating Authorized Agents for the City of Montebello for the California Governor's Office of Emergency Services (Cal OES) Public Assistance Grant; and

2. Take such additional, related action that may be desirable.

FISCAL IMPACT:

The recommended actions have no fiscal impact.

BACKGROUND/DISCUSSION:

The California Governor’s Office of Emergency Services (Cal OES) requires all public agencies seeking federal or state disaster assistance to have an approved Designation of Applicant’s Agent Resolution (Cal OES Form 130) on file. This resolution authorizes specific individuals to act on behalf of the City in matters related to disaster recovery and grant administration.

The resolution is a prerequisite for applying for and receiving funding under various federal and state programs, including but not limited to:

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CITY COUNCIL AGENDA REPORT - MEETING OF JANUARY 14, 2026

Page 2 of 2 ends

• FEMA Disaster Declarations (DR)
• Fire Management Assistance Grants (FMAG)
• Hazard Mitigation Grant Program (HMGP)
• Building Resilient Infrastructure and Communities (BRIC) • California Disaster Assistance Act (CDAA)
• National Earthquake Hazards Reduction Program (NEHRP)

The proposed resolution (Attachment A) is a universal resolution that will remain in effect for three (3) years from the date of approval and will apply to all open and future disasters declared during that period. This approach ensures continuity and avoids the need to adopt a new resolution for each incident. The resolution designates authorized agents by title only (City Manager, Assistant City Manager and Fire Chief), allowing for administrative flexibility in the event of personnel changes. This method maintains the validity of the resolution without requiring re-approval when staffing changes occur.

Staff is requesting City Council approval of the attached Cal OES Form 130 (Exhibit A), which designates authorized representatives to manage disaster-related funding matters on behalf of the City. This action will allow designated personnel, identified by their official titles, to coordinate directly with state and federal agencies on emergency assistance programs. By adopting this resolution, the City will maintain its eligibility for critical recovery and mitigation funding. Staff recommends moving forward with this item to ensure readiness and compliance in the event of future emergencies.

ENVIRONMENTAL:

N/A

ANALYSIS:

N/A

SUMMARY:

Staff recommends that the City Council approve Resolution No. 26-01 (Attachment A) and the required Cal OES Form 130 (Exhibit A), which designates authorized agents by title to act on behalf of the City for federal and state disaster assistance. Approval ensures the City remains eligible for recovery and mitigation funding and keeps a universal three- year designation on file.

ATTACHMENT(S)

1. Attachment A - Resolution No. 26-01 - CalOES Authorized Agents

2. Exhibit A - Form OES-FPD-130

Page 48 of 751 ends

ATTACHMENT A
RESOLUTION NO. 26-01

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MONTEBELLO,

CALIFORNIA DESIGNATING AUTHORIZED AGENTS FOR THE CALIFORNIA GOVERNOR’S OFFICE OF EMERGENCY SERVICES (CAL OES) FOR THE

PURPOSE OF OBTAINING FEDERAL AND/OR STATE FINANCIAL ASSITANCE

UNDER THE PUBLIC ASSITANCE AND HAZARD MITIGATION PROGRAMS

RECITALS

WHEREAS, the California Governor’s Office of Emergency Services (Cal OES) requires all public agencies seeking federal or state disaster assistance to adopt a Designation of Applicant’s Agent Resolution (Cal OES Form 130) authorizing specified individuals to act on behalf of the agency; and

WHEREAS, adoption of this resolution is a prerequisite to applying for an receiving disaster assistance funding under programs that include, but are not limited to:
• Federal Emergency Management Agency (FEMA) Disaster Declarations (DR); • Fire Management Assistance Grants (FMAG);
• Hazard Mitigation Grant Program (HMGP);
• Building Resilient Infrastructure and Communities (BRIC); • Legislative Pre-Disaster Mitigation (LPDM);
• California Disaster Assistance Act (CDAA);
• Flood Mitigation Assistance Program (FMA);
• National Earthquake Hazards Reduction Program (NEHRP); and

WHEREAS, Cal OES allows universal resolution to remain valid for three (3) years from the date of approval, applying to all open and future disasters declared during that period; and

WHEREAS, the City of Montebello desires to designate authorized agents by title only, thereby maintaining administrative flexibility in the events of personnel changes and ensuring the continued validity of this designation through the three-year period.

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF MONTEBELLO HEREBY RESOLVES, FINDS, AND DECLARES AS FOLLOWS:

SECTION 1: Authorized Agents
The following positions are hereby designated as the City of Montebello’s Authorized Agents for all matters pertaining to federal and/or state disaster assistance and grant administration through Cal OES:

1. City Manager

2. Assistant City Manager

3. Fire Chief
Each Authorized Agent is empowered to execute, on behalf of the City of Montebello, all documents necessary to obtain federal and/or state financial assistance under the

Page 49 of 751 ends

RESOLUTION NO. 26-01

Page 2 of 3 ends

aforementioned programs, including but not limited to applications, agreements, assurances, and amendments, and financial reports.

SECTION 2: Universal Resolution Validity
This resolution is designated as a Universal Resolution, effective for all open and future disasters declared up to three (3) years following the date of approval, in accordance with Cal OES Form 130 requirements.

SECTION 3: Certification
That the City Clerk shall certify to the passage and adoption of this Resolution and that the same shall be in full force and effect.

APPROVED AND ADOPTED THIS 14TH DAY OF JANUARY 2026.

_______________________________
Georgina Tamayo, Mayor

ATTEST: APPROVED AS TO FORM:

________________________________ ________________________________ Christopher Jimenez, City Clerk Arnold M. Alvarez-Glasman, City Attorney

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS:

CITY OF MONTEBELLO )

I, Christopher Jimenez, City Clerk of the City of Montebello, County of Los Angeles, State of California, hereby certify that the foregoing Resolution No. 26-01 was passed and adopted by the City Council of the City of Montebello, signed by the Mayor, and attested by the City Clerk at a regular meeting of said Council held on the 14th day of January 2026 and that said Resolution was adopted by the following vote, to-wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

The undersigned, City Clerk of the City of Montebello, does hereby attest and certify that the foregoing Resolution is a true, full and correct copy of a resolution duly adopted at a

Page 50 of 751 ends

RESOLUTION NO. 26-01

Page 3 of 3 ends

meeting of said City which was duly convened and held on the date stated thereon, and that said document has not been amended, modified, repealed or rescinded since its date of adoption and is in full force and effect as of the date hereof.

DATE:

Christopher Jimenez, City Clerk

EXHIBITS:
• Exhibit A – Cal OES Form 130

Page 51 of 751 ends

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FIRE CHIEF
City of Montebello
City of Montebello

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14 January
26 Montebello City Council
Georgina Tamayo, Mayor
Scarlet Peralta, Mayor Pro Tem
City of Montebello
City Council
City of Montebello
14 January
26 Christopher Jimenez
City Clerk
City Clerk

Page 53 of 751 ends

Cal OES Form 130 Instructions
A Designation of Applicant’s Agent Resolution for Non-State Agencies is required of all Applicants to be eligible to receive funding. A new resolution must be submitted if a previously submitted resolution is older than three (3) years from the last date of approval, is invalid, or has not been submitted.
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ITEM # 9

CITY OF MONTEBELLO

CITY COUNCIL AGENDA STAFF REPORT

TO: Honorable Mayor and City Council Members

FROM: Raul Alvarez, City Manager

BY: Michael Solorza, Director of Finance

SUBJECT: AWARD PROFESSIONAL SERVICES AGREEMENT NOS. 4439 AND 4440 WITH HINDERLITER DE LLAMAS AND ASSOCIATES (HDL

COMPANIES) FOR TRANSACTION AND USE TAX AND SALES TAX

AUDIT AND INFORMATION SERVICES

DATE: January 14, 2026

RECOMMENDATIONS:

It is recommended that the City Council:

1. Award Professional Services Agreement No. 4440 with Hinderliter de Llamas and Associates (HdL Companies) for Transaction and Use Tax Audit and Information Services related to Measure H; and

2. Award Professional Services Agreement No. 4439 with Hinderliter de Llamas and Associates (HdL Companies) for Sales Tax Audit and Information Services (Bradley Burns Sales Tax); and

3. Authorize the City Manager to execute the agreement; and

4. Take such additional, related action that may be desirable.

FISCAL IMPACT:

The City currently utilizes the services of Hinderliter de Llamas and Associates (HdL Companies) to provide Transaction and Use Tax and Bradley Burns Sales Tax Audit and Information Services. HdL Companies provides quarterly sales tax performance updates, revenue forecasts for use in budget development, and auditing services to ensure all sales and transaction and use tax is properly recorded to the City of Montebello. These services are utilized to update quarterly financial reports and in preparing the annual budget. The establishment of a three-quarter (¾) cent transaction and use tax – with the passage of Measure H in March, 2020 – created additional reporting, auditing and analysis requirements.

Page 56 of 751 ends

CITY COUNCIL AGENDA REPORT - MEETING OF JANUARY 14, 2026

Page 2 of 3 ends

The City has utilized HdL Companies for Bradley Burns Sales Tax Auditing Services for over forty year and for Transaction and Use Tax Auditing Services since 2020.. HdL Companies has proven their ability to provide efficient and effective auditing services related to sales tax.

Therefore, per MMC Chapter 3.21.025(C), it would be "...uneconomical in [this] instance to follow the [required bidding] procedures" detailed in Chapter 3.21 et al. Under the authority of Montebello Municipal Code Chapter 3.21.025(C) Conformance with Bidding Procedures, the City is seeking to award professional services agreements related to auditing and information services for Transaction and Use Tax and Sales Tax.

The agreement with HdL to provide the same services for the Measure H transaction and use tax is $3,600 per year (Attachment A). The agreement to provide audit and information services for sales and use tax is $11,400 per year (Attachment B). Both agreements incorporate a 4% consumer price index annual increase for years 2 and 3.

The adopted budget for Fiscal Year 2025-26 includes the necessary funds for these services in the Finance Department’s operating budget.

BACKGROUND/DISCUSSION:

The passage of Measure H, Montebello’s local use tax initiative, required the City to update numerous agreements with the State of California agency that administers sales and use taxes (i.e., California Department of Tax and Fee Administration) as well as its third-party audit and information consultant (HdL).

In addition, when HdL is successful in finding and fixing reporting errors, they receive a percentage of the newly “found” sales tax. For example, new or existing retailers will sometimes report sales tax to the wrong jurisdiction. HdL’s audit branch performs a regular review and re-captures this sales tax so that it is reported correctly to Montebello.

The benefit is that Montebello can be assured it receives all sales tax to which it is entitled. This recovery often goes back several quarters, allowing the City to fully realize all the sales tax revenue for current and past fiscal years.

Therefore, it is recommended to award the three (3) year term agreement to HdL Companies (Attachment A and B) under the authority of Chapter 3.21.025(C) of the municipal code. These agreements will ensure continued access to HdL Companies specialized services. Staff have been satisfied with HdL Companies and recommend continued use of their services.

ENVIRONMENTAL:

N/A

ANALYSIS:

N/A

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CITY COUNCIL AGENDA REPORT - MEETING OF JANUARY 14, 2026

Page 3 of 3 ends

SUMMARY:

Staff recommends the City Council authorize the City Manager to execute Professional Service Agreement Nos. 4439 and 4440 (Attachment A and B) with HdL Companies for Transaction and Use Tax and Sales Tax Audit and Information Services, utilizing Chapter 3.21.025(C) Conformance with Bidding Procedures to procure these services from an existing vendor. Sufficient appropriations are included in the adopted FY 2025- 26 budget to pay for these services.

ATTACHMENT(S)

1. Attachment A - Agreement No. 4440 HDL - Transaction Tax Audit and Information Services

2. Attachment B – Agreement No. 4439 HDL - Sales Tax Audit and Information Services

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PROFESSIONAL SERVICES AGREEMENT NO. 4440
Page
1 of 12

CITY OF MONTEBELLO
PROFESSIONAL SERVICES AGREEMENT NO. 4440
WI

TH HINDERLITER DE LLAMAS AND ASSOCIATES
(
HDL)
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and
entered into on January 14 , 2026 (“Effective Date”), by and between the CITY OF MONTEBELLO, a California municipal corporation (the “CITY”) and Hinderliter de Llamas and Associates (HdL Companies) (the “CONSULTANT”).

The CITY and the CONSULTANT are sometimes referred to herein individual as the “Party,” and jointly as the “Parties.”

RECITALS
WHEREAS, the CITY desires to retain a qualified professional consultant to provide Transaction and Use Tax Auditing and Information Services in the CITY; and WHEREAS, the CONSULTANT represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.

NOW THEREFORE, in consideration of pe rformance by t he Parties of the covenants and conditions herein contained, the Parties hereto agree as follows:

SECTION 1. INCORPORATION OF RECITALS AND OTHER CONTRACT

DOCUMENTS
a. The above- referenced Recitals constitute a material part hereof and shall hereby be incorporated by reference. Moreover, this Agreement consists of the following documents, in order of precedence, all of which are incorporated herein and made part of this Agreement, as though fully set forth herein:

1. This Agreement and its Exhibits, including any and all addenda or supplemental agreements.

2. Scope of Work (Exhibit “A”)

3. All other documents, including but not limited to all applicable bonds, insurance certificates, permits, notices, schedules, forms, certifications, and affidavits.
b. These documents shall be collectively referred to herein as the “Contract Documents.” In the event of a conflict among the Contract Documents, the order of precedence list above shall apply.

SECTION 2. SERVICES / COMPENSATION.
a. All terms, conditions, requirements, and provisions of the Contract Documents are hereby incorporated fully herein by this reference and shall be binding on the Parties. To the extent of a conflict between the terms of this Agreement and that set forth in any exhibits or attachments hereto, the terms of this Agreement shall govern. However, any conflict between the Cooperative Purchasing Agency’s Contract and this Agreement, the more favorable term to the City shall control.

ATTACHMENT A

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PROFESSIONAL SERVICES AGREEMENT NO. 4440
Page
2 of 12
b. The CO
NSULTANT shall provide to the CITY all labor, equipment, materials and incidental necessary to provide the services as set forth fully in Consultant’s Proposal, as such is set forth fully in Exhibit “A” hereto and incorporated fully herein by this reference (hereinafter “Professional Services”). c. The CONSULTANT shall be compensated for performance of the Professional Services as set forth in the Schedule of Compensation attached hereto as Exhibit "B" and incorporated fully herein by this reference (" Compensation"). The CONSULTANT shall provide an itemized billing statement to the CITY each month for Professional Services performed. The CONSULTANT shall no incur fees or costs which exceed the Compensation without the prior written consent of the CITY.

SECTION 3. TERM.
a. This Agreement shall commence on January 14, 2026 (“Effective Date”) shall expire on June 30, 2028, unless terminated earlier as hereinafter provided. This Agreement may be extended for up to two (2) one-year (1) extensions upon such terms and conditions mutually agreed upon by the Parties in writing.

SECTION 4. PERFORMANCE.
a. The CONSULTANT shall at all times, faithfully, competently, and to the best of its ability, experience, and talent, perform all tasks described herein. b. The CONSULTANT shall employ, at a minimum, generally accepted standards and practices utilized by companies engaged in providing similar services, as are required of Consultant hereunder, in meeting its obligations under this Agreement.
c. The CO
NSULTANT shall be knowledgeable of and subject to all CITY ordinances, rules and regulations, standard operating procedures, and the supervisory chain of command.
d. The CONSULTANT shall have the right to retain, subject to the CITY's approval, additional individuals, consultants or subconsultants to assist in the completion of services as herein defined. Compensation for additional individuals, consultants or subconsultants shall be the sole and exclusive responsibility of the CONSULTANT.
e. The CONSULTANT shall retain all original reports, field and office notes, correspondence, calculations, maps, and other documents specifically related to the services provided by the CONSULTANT pursuant to this Agreement, other than documents which are exempt from disclosure pursuant to the attorney- client privilege or any other law. Said documents shall be made available for inspection by the CITY upon request.

SECT
ION 5. WORK PRODUCT.
a. The CONSULTANT hereby agrees that all work product produced pursuant to this Agreement, and provided to the CITY during and upon completion of this Agreement, shall be the property of the CITY, and ownership of said work product shall be retained by the CITY. The CONSULTANT may take and retain copies of such written products as desired, but no such written products shall be the subject of a copyright application by the CONSULTANT.

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PROFESSIONAL SERVICES AGREEMENT NO. 4440

Page 3 of 12 ends

b. A
ll data, documents, discussion, or other information developed or received by the CONSULTANT or provided for performance of this Agreement are deemed confidential and shall not be disclosed by the CONSULTANT without prior written consent by the CITY. The CITY shall grant such consent if disclosure is legally required. All such written products shall be returned to the CITY upon the termination or expiration of this Agreement. The CONSULTANT agrees that the covenants contained in this Section shall survive the expiration or termination of this Agreement.

SECTION 6. EXTRA SERVICES.

No extra services over and above the Compensation shall be rendered by the CONSULTANT under this Agreement unless such extra services first shall have been duly authorized in writing by the CITY’s City Manager (the “City Manager”).

SECTION 7. CITY SUPERVISION.

The City Manager shall have the right of general supervision of all work performed by the CONSULTANT and shall be the CITY’s agent with respect to obtaining the CONSULTANT’s compliance hereunder. No payment for services rendered under this Agreement shall be made without the prior approval of the City Manager.

SECTION 8. TERMINATION.

The CITY and CONSULTANT shall both have the option to terminate this Agreement by giving thirty (30) business days’ written notice to the other party at the address specified in this Agreement for Notices. Upon the termination of this Agreement as provided herein, the CITY shall provide to the CONSULTANT the part of Compensation which would otherwise be payable to the CONSULTANT for services the CONSULTANT had completed as of the date of termination, less the amount of all previous payment with respect to the Compensation.

Upon such termination by the CITY, the Parties agree that the CONSULTANT shall be reimbursed for any “non- refundable” costs that the CONSULTANT has incurred for its services under this Agreement, provided that: (1) such “non- refundable” costs were incurred by the CONSULTANT prior to the date of termination, and (2) that the CONSULTANT provides the CITY with adequate proof that the CONSULTANT incurred the costs, and is unable to be seek a refund for such costs. Such “non- refundable” costs may include, but are not limited to, travel reservations incurred by the CONSULTANT for its performance of services under this Agreement. The CONSULTANT agrees to cease all work under this Agreement on or before the effective date of any notice of termination.

SECTION 9. EMPLOYMENT OF CITY EMPLOYEES.

No regular employee of the CITY shall be employed by the CONSULTANT during the term of this Agreement.

SECTION 10. NON-LIABILITY OF CITY OFFICIALS AND EMPLOYEES.

No official or employee of the CITY shall be personally liable to the CONSULTANT in the event of any default or breach by the CITY, or for any amount which may become due to the CONSULTANT.

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SEC
TION 11. INDEPENDENT CONSULTANT.
a. The CONSULTANT is and shall, at all times, remain as to the CITY a wholly independent consultant. Neither the CITY nor any of its elected officials, officers, employees, or agents shall have control over the conduct of the CONSULTANT except as expressly set forth in this Agreement. The CONSULTANT shall not at any time or in any manner represent that he or she is in any manner an elected official, officer, employee, or agent of the CITY. No employee benefits shall be available to the CONSULTANT in connection with the performance of this Agreement. Except a s
pr
ovided in this Agreement, the CITY shall not pay salary, wages, or other compensation to the CONSULTANT for performance hereunder for the CITY, the C
ITY shall not be liable for compensation t o the CONSULTANT, t he C
ONSULTANT’s employees or the CONSULTANT’s subconsultants for injury or sickness arising out of performing services hereunder.
b. The parties further acknowledge and agree that nothing in this Agreement shall create or be construed to create a partnership, joint venture, employment relationship or any other relationship except as set forth in this Agreement. c. The
CITY shall not deduct from the Compensation paid to the CONSULTANT any sums required for Social Security, withholding taxes, FICA, state disability insurance or any other federal, state or local tax or charge which may or may not be i
n effect or hereinafter enacted or required as a charge or withholding on the compensation paid to the CONSULTANT. The CITY shall have no responsibility to provide the CONSULTANT, its employees or subconsultants with workers’ compensation insurance or any other insurance.

SECTION 12. CalPERS ANNUITANTS AND ELIGIBILITY INDEMNITY. a. If the CONSULTANT is a California Public Employees’ Retirement System (“CalPERS”) annuitant, the CONSULTANT must provide the City with written notification of such fact a minimum of 14 calendar days prior to commencement of services under this Agreement. Failure to provide such notification may result in termination of the Agreement, and any penalties or other costs relating thereto shall be borne by the CONSULTANT. If this Agreement remains in place, the CONSULTANT shall execute any amendment(s) to this Agreement requested by the City in order to comply with all laws and regulations applicable to CalPERS annuitants.
b. In the event that the CONSULTANT or any employee, agent, or subconsultant of the CONSULTANT providing services under this Agreement claims or i s
det
ermined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of the CITY, the CONSULTANT shall indemnify, defend, and hold harmless the CITY for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of the CONSULTANT or its employees, agents, or subconsultants, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of the CITY.
c. Notwithstanding any other agency, state or federal policy, rule, regulation, la w
or
ordinance to the contrary, the CONSULTANT and any of its employees, agents, and subconsultants providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation,

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benef
it, or any incident of employment by the CITY, including but not limited to eligibility to enroll in PERS as an employee of the CITY and entitlement to any contribution to be paid by the CITY for employer contribution and/or employee contributions for PERS benefits.

SECTION 13. LEGAL RESPONSIBILITIES.

The CONSULTANT shall at all times observe and comply with all applicable laws, ordinances, codes, and regulations of the federal, state, and local governments including, but not limited to the Montebello Municipal Code. The CITY, and its appointed or elected officers, employees, or agents, shall not be liable at law or in equity occasioned by failure of the CONSULTANT to comply with this section.

SECTION 14. INDEMNIFICATION.

The CONSULTANT agrees to, and shall defend, indemnify, protect and hold harmless, the CITY, its elected and appointed boards, officers, officials, employees, agents and volunteers from and against any and all claims, demands, lawsuits, defense costs, civil, penalties, expenses, causes of action, and judgments at law or in equity, or liability of any kind or nature which the CITY, its elected and appointed boards, officers, officials, employees, agents and volunteers may sustain or incur or which may be imposed upon them for injuries or deaths of persons, or damage to property arising out of the CONSULTANT’s negligent or wrongful act, or omission under the terms of this Agreement, except only liability arising out of the sole negligence of the CITY.

SECTION 15. INSURANCE COVERAGE.
a. During the term of this Agreement, the CONSULTANT shall carry, maintain, and keep in full force and effect insurance against claims for death or injuries to persons or damages to property that may arise from or in connection with CONSULTANT’s performance of this Agreement. Such insurance shall be of the types and in the amounts as set forth below:
• Commercial General Liability (CGL) : Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis for bodily injury and property damage, including products -completed operations, personal injury, and advertising injury, with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, the limit shall be twice the required occurrence limit.
• Automobile Liability Insurance: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if CONSULTANT has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 per accident for bodily injury and property damage. • Worker's Compensation insurance as required by the laws of 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. • P
rofessional Liability insurance appropriate to the CONSULTANT’S profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate.

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b. I
f the CONSULTANT maintains higher limits than the minimums shown above, the CITY requires and shall be entitled to coverage for the higher limits maintained by the CONSULTANT.
c. The
CONTACTOR shall require each of its subconsultants, if any, to maintain insurance coverage that meets all of the requirements of this Agreement. d. The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a current rating of at least A:VII in the l
atest edition of Best's Insurance Guide.
e. Each insurance policy required above shall state that coverage shall not be canceled, except after thirty (30) days’ prior written notice (ten [10] days for non
-payment) has been given to the CITY. The CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect the CITY may either (i) immediately terminate this Agreement for Cause; or (ii) take out the necessary insurance and pay, at the CONSULTANT’s expense, the premium thereon. f. Evidence of Insurance prior to commencement . The Contractor shall provide to the CITY Certificate(s) of Insurance evidencing such coverage together with copies of the required policy endorsements no later than five (5) business days prior to commencement of service and at least fifteen (15) business days prior to the expiration of any policy. Unreasonable failure to provide such evidence may be cause for termination of the Agreement as provided herein or delay the services’ commencement date. The evidence of insurance shall be U.S. mail or email to:

City of Montebello
Attn: Risk Manager
1600 West Beverly Boulevard
Montebello, CA 90640
Email: [email protected]
Coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits, non-renewed, or materially changed for any reason, without thirty (30) days prior written notice thereof given by the insurer to the CITY by U.S. mail, or by personal delivery, except for nonpayment of premiums, in which case ten (10) days prior notice shall be provided.
g. Evidence of Insurance during the entire term of the Agreement . At all times during the term of this Agreement, the CONSULTANT shall maintain on file with the CITY’s Risk Manager a certificate or certificates of insurance showing that the aforesaid policies are in effect in the required amounts and naming the CITY as an additional insured. The CONSULTANT shall, prior to commencement of work under this Agreement, file with the CITY’s Risk Manager such certificate(s). h. The CONSULTANT shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two (2) weeks prior to the expiration of the coverages. i. The
general liability and automobile policies of insurance required by this Agreement shall contain an endorsement naming the CITY, its officers, employees, agents and volunteers as additional insureds. All of the policies required under this Agreement shall contain an endorsement providing that the policies cannot be

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c
anceled or reduced except on thirty days’ prior written notice to the CITY. The CONSULTANT agrees to require its insurer to modify the certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word “endeavor” with regard to any notice provisions.
j. The insurance provided by the CONSULTANT shall be primary to any coverage available to the CITY. Any insurance or self -insurance maintained by the CITY, its officers, employees, agents, or volunteers, shall be in excess of CONSULTANT’s insurance and shall not contribute with it. k. All insurance coverage provided pursuant to this Agreement shall not prohibit the CONSULTANT, and CONSULTANT’s employees, agents or subconsultants, from waiving the right of subrogation prior to a loss. The CONSULTANT hereby waives all rights of subrogation against the CITY. l. Any deductibles or self-insured retentions must be declared to and approved by
the CITY. At the option of the CITY, the CONSULTANT shall either reduce or eliminate the deductibles or self -insured retentions with respect to the CITY, or the CONSULTANT shall procure a bond guaranteeing payment of losses and expenses. m. Procurement of insurance by the CONSULTANT shall not be construed as a limitation of the CONSULTANT'S liability or as full performance of CONSULTANT’s duties to indemnify, hold harmless and defend under the indemnity covenants of this A
greement.

SECTION 16. SUBCONTRACT, ASSIGNMENT OR DELEGATION.

The CONSULTANT shall not subcontract, delegate, or assign its duties or rights hereunder, either in whole or in part, without the prior written consent of the CITY.

Any proposed subcontract, delegation, or assignment shall provide a description of the services to be covered, identification of the proposed sub-consultant, delegee, or assignee, and an explanation of why and how the same was selected, including the degree of competition involved.

Any subcontract, delegation or assignment shall be made in the name of the CONSULTANT and shall not bind or purport to bind the CITY and shall not release the CONSULTANT from any obligations under this Agreement including, but not limited to, the duty to p roperly supervise and coordinate the work of employees, assignees, delegees or sub- consultants. No such subcontract, delegation or assignment shall result in any increase in the amount of total compensation payable to the CONSULTANT under the Agreement.

SECTION 17. NO WAIVER.

W
aiver by any party hereto of any term, condition or covenant of this Agreement shall not constitute the waiver of any other term, condition, or covenant hereof.

SECTION 18. DISPUTE RESOLUTION; GOVERNING LAW.

Disputes regarding the interpretation or application of any provision(s) of this Agreement shall, to the extent reasonably feasible, be resolved through good faith negotiations between the Parties. If any action at law or in equity is brought to enforce this Agreement or because of alleged dispute, breach, default or misrepresentation in connection with the provisions of this Agreement, the prevailing party in such action

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s
hall be entitled to reasonable attorney’s fees, expert fees, costs and necessary disbursements incurred in that action or proceeding, in addition to such other relief as may be sought and awarded. The venue for any litigation shall be County of Los Angeles, California. The Parties agree that the covenants contained in this Section shall survive the expiration or termination of this Agreement.

SECTION 19. ATTORNEY’S FEES AND COSTS.

If litigation is reasonably required to enforce or interpret the provisions of this Agreement, the prevailing party in such litigation shall be entitled to an award of reasonable attorney's fees and costs in addition to any other relief to which it may be entitled.

SECTION 20. WARRANTIES.

Each of the parties represents and warrants to one another as follows:
a. It has received independent legal advice from its attorneys with respect to the adv
isability of entering into and executing this Agreement; b. In executing this Agreement, it has carefully read this Agreement, knows the c
ontents thereof, and has relied solely on the statements expressly set forth herein and has placed no reliance whatsoever on any statement, representation, or promise of
any other party, or any other person or entity, not expressly set forth herein, nor upon the failure of any other party or any other person or entity to make any statement, representation or disclosure of any matter whatsoever; and c. It is agreed that each party has the full right and authority to enter into this Agreement, and that the person executing this Agreement on behalf of either party has the full right and authority to fully commit and bind such party to the provisions of this Agreement.

SECTION 21. MISCELLANEOUS.
a. The descriptive paragraph headings of this Agreement are included for purposes of convenience only and shall not control or affect the construction of interpretation of any of its provisions.
b. Whenever the context hereof shall so require, the singular shall include the plural, the male gender shall include the female gender, and the neuter and vice versa.
c. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision hereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provisions had never been contained herein.
d. The representations and warranties made by the parties to this Agreement shall survive the consummation of the transaction herein described. e. This Agreement may be signed in any one or more counterparts all of whic h
t
aken together shall be but one and the same Agreement. Any signed copy of this Agreement or of any other document or agreement referred to herein, or copy or counterpart thereof, delivered by facsimile transmission, shall for all purposes be

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t
reated as if it were delivered containing an original manual signature of the party whose signature appears in the facsimile and shall be binding upon such party in the same manner as though an originally signed copy had been delivered. f. Each of the parties acknowledges that it has been represented by independent counsel of its own choosing, or if it has not been so represented, it has been admonished to obtain independent counsel and has freely and voluntarily waived and relinquished the right to counsel. Each party who has not obtained independent counsel acknowledges that the failure to have independent legal counsel will not excuse such party’s failure to perform under this Agreement or any agreement referred to in this Agreement.

SECTION 22. NOTICE.

All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered via e- mail (an “Electronic Notice” as further defined below), personally or on the second (2nd) business day after the deposit thereof in the United States mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, or approvals hereunder shall be given to the following addresses or such other addresses as the Parties may designate by written notice:

If to CI
TY: City of Montebello
Attn: Raul Alvarez, City Manager
1600 W. Beverly Boulevard
Montebello, CA 90640
(323) 887-1200
Email: [email protected]
W
ith copy to: City of Montebello – Finance
Attn: Michael Solorza, Director of Finance
1600 W. Beverly Boulevard
Montebello, CA 90640
(323) 887-1200
Email: [email protected]
To
Consultant: Hinderliter de Llamas and Associates
(HdL Companies)
Attn: Contracts
120 S. State College Blvd.,
Suite 200
Brea, CA 92821
(714) 879
-5000
Email: [email protected]
A
n electronic communication (“Electronic Notice”) shall be deemed written notice for purposes of this section if sent to the electronic mail address specified above.

Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form.

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SEC
TION 23. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYER.

In the performance of this Agreement, the CONSULTANT shall not discriminate against any employee, sub-consultant, or applicant for employment because of race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, mental condition or sexual orientation. The CONSULTANT will take affirmative action to ensure that sub- consultant and applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition or sexual orientation.

SEC
TION 24. CONFLICT OF INTEREST.

The CONSULTANT covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the services to be performed by the CONSULTANT under this Agreement, or which would conflict in any manner with the performance of its services hereunder. The CONSULTANT further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, the CONSULTANT shall avoid the appearance of having any interest that would conflict in any manner with the performance of its services pursuant to this Agreement.

The
CONSULTANT covenants not to give or receive any compensation, monetary or otherwise, to or from the ultimate vendor(s) of services to the CITY as a result of the performance of this Agreement, or the services that may be procured by the CITY as a result of the recommendations made by the CONSULTANT. The CONSULTANT's covenant under this section shall survive the termination of this Agreement.

SECTION 25. ENTIRE AGREEMENT.

This Agreement contains the entire understanding between the CITY and the CONSULTANT. Any prior agreements, promises, negotiations or representations not expressly set forth herein are of no force or effect. Subsequent modifications to this Agreement shall be effective only if in writing and signed by each party. If any term, condition, or covenant of this Agreement is held by a court of competent jurisdict ion to be invalid, void, or unenforceable, the remaining provisions of this Agreement shall be valid and binding.
[S
IGNATURE PAGE TO FOLLOW]

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IN WITNESS WHEREOF, the parties, through their respective authorized representatives, have executed this Agreement as of the date first written above. (“CITY”) (“CONSULTANT”)

CITY OF MONTEBELLO HINDERLITER DE LLAMAS AND

ASSOCIATES (HDL COMPANIES)
Raul Alvarez, City Manager Robert Gray, Chief Information Officer ATTEST:

Christopher Jimenez, City Clerk
APPROVED AS TO FORM:

Arnold M. Alvarez-Glasman, City Attorney
EXHI
BITS:
• Exhibit A – Scope of Work
• Exhibit B – Schedule of Compensation

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EXHIBIT “A”

SCOPE OF WORK

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SERVICES – Transactions Tax Services

1. Transactions Tax and Economic Analysis/Forecasting Services/Reports

1.1. Consultant shall establish a database containing all applicable Department of Tax and Fee Administration (CDTFA) registration data for each business within the Measure “H” District boundaries holding a seller’s permit account. Said database shall also ide ntify the quarterly transactions and use tax allocations under each account for the most current and previous quarters where available.

1.2. Consultant shall provide updated reports each quarter identifying changes in allocation totals by individual businesses, business groups and by categories. Quarterly aberrations due to State audits, fund transfers, and receivables, along with late or double payments, will also be identified. Quarterly reconciliation worksheets to assist finance officer with budget forecasting will be included.

1.3. Consultant shall advise and work with CITY Staff on planning and economic questions related to maximizing revenues, preparation of revenue projections and general information on transactions and use tax questions.

1.4. Consultant shall make available to CITY the HdL proprietary software program and Measure “H” database containing all applicable registration and quarterly allocation information for CITY business outlets registered with the Department of Tax and Fee Administration. The database will be updated quarterly.

2. Deficiency/Allocation Reviews and Recovery

2.1. Consultant shall conduct on-going reviews to identify and correct unreported transactions and tax payments and distribution errors thereby generating previously unrealized revenue for the City. Reviews shall include:

2.1.(a) Comparison of county- wide local tax allocations to transactions tax for brick and mortar stores and other cash register -based businesses, where clearly all transactions are conducted on-site within the Measure “H” City boundaries, and therefore subject to transactions tax.

2.1.(b) Review of any significant one -time use tax allocations to ensure that there is corresponding transaction tax payments for taxpayers with nexus within the City boundaries.

2.1.(c) Review of state -wide transactions tax allocations and patterns to identify any obvious errors and omissions.

2.1.(d) Identification and follow -up with any potentially large purchasers of supplies and equipment (e.g. hospitals, universities, manufacturing plants, agricultural operations, refineries) to ensure that their major vendors are properly reporting corresponding transactions tax payments to the Measure “H” Transactions Tax District.

2.2. Consultant will initiate, where the probability of an error exists, contacts with the appropriate taxpayer management and accounting officials to verify whether current tax receipts accurately reflect the local sales activity. Such contacts will be conducted in a professional and courteous manner so as to enhance CITY’s relations with the business community.

2.3. Consultant shall prepare and submit to the Department of Tax and Fee Administration all information necessary to correct any allocation errors and deficiencies that are identified and shall follow-up with the individual businesses and the California Department of Tax and Fee Administration to ensure that all back quarter payments due the CITY are recovered.

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transactions tax, (ii) utilization of reports to enhance business license collection efforts, (iii) sales tax projections for proposed annexations, economic development projects and budget planning, (iv) negotiating/review of tax sharing agreements, (v) establishing purchasing corporations, (vi) meeting with taxpayers to encourage self -assessment of tax obligations, and (vii) other sales, use or transactions tax revenue-related matters.

FEES – Transactions Tax Services

4. Transactions Tax and Economic Analysis/Forecasting Services/Reports

4.1. Fees shall be paid $300 monthly billed quarterly for the transaction district tax reports that we include with the quarterly sales tax analyses. The monthly fee shall be invoiced quarterly in arrears and shall be paid by City no later than 30 days after the invoice date.

4.2. Consultant will increase the non-hourly Fees established above once a year with reference to the 12-month percent change in the most recently published annual Consumer Price Index for All Urban Consumers (CPI-U), as reported by the U.S. Bureau of Labor Sta tistics (the “CPI Change”).

5. Allocation and Audit Recovery Services

5.1. Fees shall be paid 25% of the initial amount of new transactions or use tax revenue received by the City because of audit and recovery work performed by Consultant, (hereafter referred to as "audit fees"). New revenue shall not include any amounts determined and verified by City or Consultant to be increment attributable to causes other than Consultant’s work pursuant to this agreement. In the event, Consultant is responsible for an increase in the tax reported by businesses already properly making tax pa yments to the City, it shall be Consultant’s responsibility to separate and support the incremental amount attributable to its efforts prior to the application of the audit fee. Said audit fees will apply to state fund transfers received for those specific quarters identified as being missing and/or deficient following completion of the audit by Consultant and confirmation of corrections by the California Department of Tax and Fee Administration but shall not apply prospectively to any future quarter. Consultant shall provide City with an itemized quarterly invoice showing all formula calculations and amounts due for audit fees.

ADDITIONAL TERMS – Transactions Tax Services

6. Consulting and Other Optional Services

6.1. Fees for performing the consulting and other optional Services described above shall be based on the following initial hourly rates: (i) Principal - $325; (ii) Programmer - $295; (iii) Senior Analyst - $245; and (iv) Analyst - $195.

6.2. Consultant may change the rates for its hourly Fees from time to time. A 30 days’ prior written notice to City will be given.

7. General Provisions Relating to Fees

7.1. Fees for travel and lodging expenses will be invoiced at cost and appl ied to all meetings (including implementation, training, operations and support). Travel expenses only apply to out of scope travel and must therefore be pre-approved by City.

7.2. Fees will be invoiced monthly to City for Services performed during the prior month. To the extent that Consultant has commercially reasonable means to do so, Fees will be netted out of City’s monthly revenue disbursement.

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8. Confidentiality Information
Section 7056 of the State of California Revenue and Taxation Code (“R&T Code”) specifically limits the disclosure of confidential taxpayer information contained in the records of the C DTFA.

Section 7056 specifies the conditions under which a city, county or district may authorize persons other than such city, county or district’s officers and employees to examine state sales and use tax records.

The following conditions specified in Section 7056-(b)(1) of the State of California R&T Code are hereby made part of this Agreement:

8.1. Consultant is authorized by this Agreement to examine sales, use or transactions and use tax records of the C DTFA provided to City pursuant to contract under the Bradley -Burns Uniform Local Sales and Use Tax Law R&T Code Section 7200 et.seq.

8.2. Consultant is required to disclose information contained in, or derived from, those sales or transactions and use tax records only to an officer or employee of City who is authorized by City resolution provided to the CDTFA to examine the information.

8.3. Consultant is prohibited from performing consulting services for a retailer (as defined in R&T Code Section 6015), during the term of this agreement.

8.4. Consultant is prohibited from retaining the information contained in or derived from those sales, use or transactions and use tax records after this agreement has expired. Information obtained by examination of the CDTFA records shall be used only for purposes related to collection of local sales and use tax or for other governmental functions of the City as set forth by resolution adopted pursuant to Section 7056 (b) of the Revenue and Taxation Code.

The resolution shall designate the Consultant as a person authorized to examine sales and use tax records and certify that this agreement meets the requirements set forth above and in Section 7056 (b), (1) of the Revenue and Taxation Code.

9. Software Use and Proprietary Information

Software Use. Consultant hereby provides authorization to City to access Consultant’s Sales Tax website if City chooses to subscribe to the software and reports option. The website shall only be used by authorized City staff. No access will be granted to any third party without explicit written authorization by Consultant. City shall not sublet, duplicate, modify, decompile, reverse engineer, disassemble, or attempt to derive the source code of said software. The software use granted hereunder shall no t imply ownership by C ity of said software, or any right of C ity to sell said software or the use of same, or any right to use said software for the benefit of others. This software use authorization is not transferable. Upon termination or expiration of this Agreement, the software use authorization shall expire, and all City staff website logins shall be de-activated.

Proprietary Information. As used herein, the term “proprietary information” means all information or material that has or could have commercial value or other utility in C onsultant’s business, including without limitation: Consultant’s (i) computer or data processing programs; (ii) data processing applications, routines, subroutines, techniques or systems; desktop or web- based software; (iii) business processes; (iv) marketing plans, analysis and strategies; and (v) materials and techniques used; as well as the terms and conditi ons of this Agreement. Except as otherwise required by law, City shall hold in confidence and shall not use (except as expressly authorized by this Agreement) or disclose to any other party any proprietary information provided, learned of or obtained by City in connection with this Agreement. The obligations imposed by this Section shall survive any expiration or termination of this Agreement or otherwise. The terms of this Section shall not apply to any information that is public information.

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EXHIBIT “B”
Schedule of Compensation
Y
ear 1 (FY 2025-26) – $3,600
Year 2 (FY 2026-27) – $3,744
Year 3 (FY 2027-28) – $3,894
T
otal Compensation Shall Not Exceed - $11,238

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SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-

STATUTE
PER

LIMITS(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

POLICY NUMBERTYPE OF INSURANCELTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR

CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE

DAMAGE TO RENTED
$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY PRO-

JECT LOC

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

CANCELLATION

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY
5/28/2025
Woodruff Sawyer
2 Park Plaza, Suite 500
Irvine CA 92614
WS Certificates
844-972-6326
[email protected]
Berkley National Insurance Company
38911
HDLCOMP-01
Hudson Excess Insurance Company
14484
Hinderliter de Llamas & Associates
HdL Software, LLC.
120 S. State College Blvd, Suite 200
Brea, CA 92821
472418518
A
X
1,000,000
X
1,000,000
15,000
1,000,000
2,000,000
X
Y
TCP702275412
5/26/2025
5/26/2026
2,000,000
A
1,000,000
X
Y
TCP702275412
5/26/2025
5/26/2026
A
X
X
5,000,000
TCP702275412
5/26/2025
5/26/2026
5,000,000
X
None
B
Cyber/Tech E&O/ Professional
Liability
EET1416703
5/26/2025
5/26/2026
Per Claim/Aggregate
Retention
$5,000,000
$50,000
Retroactive Date for Professional Liability- 2/15/2013.

Line Of Coverage: Crime
Policy # 82556901
Effective Date 5/26/2025 - 5/26/2026
Carrier: Federal Insurance Company NAIC # 20281
Crime Limit: $1,000,000
See Attached...

City of Montebello
1600 W. Beverly Blvd.

Montebello CA 90640

Page 77 of 751 ends

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: FORM TITLE:

ADDITIONAL REMARKS
ADDITIONAL REMARKS SCHEDULE Page of
AGENCY CUSTOMER ID:

LOC #:

AGENCY

CARRIER NAIC CODE

POLICY NUMBER

NAMED INSURED
EFFECTIVE DATE:

HDLCOMP-01
1 1
Woodruff Sawyer
Hinderliter de Llamas & Associates
HdL Software, LLC.
120 S. State College Blvd, Suite 200
Brea, CA 92821
25 CERTIFICATE OF LIABILITY INSURANCE
City of Montebello is included as additional insured as respects General Liability and Automobile Liability to the extent provided in the attached forms. Coverage is considered Primary and Non-contributory to the extent provided in the attached forms. Notice of Cancellation applies with respects General Liability to the extent provided in the attached form.

Page 78 of 751 ends

Policy Number: TCP702275412

Page 79 of 751 ends

Policy Number: TCP702275411

Page 80 of 751 ends

Policy Number: TCP702275411

Page 81 of 751 ends

Policy Number: TCP702275412

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POLICY NUMBER: COMMERCIAL GENERAL LIABILITY
CG 02 24 10 93
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

EARLIER NOTICE OF CANCELLATION

PROVIDED BY US
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

LIQUOR LIABILITY COVERAGE PART

POLLUTION LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Number of Days' Notice
(If no entry appears above, information required to complete this Schedule will be shown in the Declarations as applicable to this endorsement.)
For any statutorily permitted reason other than nonpayment of premium, the number of days required for notice of cancellation, as provided in paragraph 2. of either the CANCELLATION Common Policy Condition or as amended by an applicable state cancellation endorsement, is increased to the number of days shown in the Schedule above.
30 TCP702275412
City of Montebello
1600 W. Beverly Blvd.

Montebello
CA
90640

Page 83 of 751 ends

POLICY NUMBER: COMMERCIAL AUTO
CA 20 48 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED INSURED FOR

COVERED AUTOS LIABILITY COVERAGE
This endorsem
ent modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsemen t, the provisions of the Coverage Form apply unless modified by this endorsement.

This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Cove rage Form. This endorsement does not alter coverage provided in the Coverage Form.

This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below.

Named Insured:

Endorsement Effective Date:

SCHEDULE
Name Of
Person(s) Or Organization(s):

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

Each person or organi
zation shown in the Schedule is
an "insured" for Covered Autos Liability Coverage, but
only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured
provision contained in Paragraph A.1. of Section II –
Covered Autos Liability Co verage in the Business
Auto and Motor Carrier Coverage Forms and
Paragraph D.2. of Section I – Covered Autos
Coverages of the Auto Dealers Coverage Form.

TCP702275412
Hinderliter de Llamas & Associates
05/26/2025
City of Montebello
1600 W. Beverly Blvd.
90640
CA
Montebello

Page 84 of 751 ends

4. Loss Payment – Physical Damage
Coverages
At our option, we may:
a. Pay for, repair or replace damaged or
stolen property;
b. Return the stolen property, at our expe nse.

We will pay for any damage that results to
the "auto" from the theft; or
c. Take all or any part of the damaged or
stolen property at an agreed or appraised
value.

If we pay for the "loss", our payment will
include the applicable sales tax for the
damaged or stolen property.

5. Transfer Of Rights Of Recovery Against
Others To Us
If any person or organization to or for whom we
make payment under this Coverage Form has
rights to recover damages from another, those
rights are transferred to us. That person or
organization must do everything necessary to
secure our rights and must do nothing after
"accident" or "loss" to impair them.

B. General
Conditions

1. Bank rup
tcy
Bankruptcy or insolvency of the "insured" or the
"insured's" estate will not relieve us of any
obligations under this Coverage Form.

2. Concealment, Misrepresentation Or Fraud
This Coverage Form is void in any case of
fraud by you at any time as it relates to this
Coverage Form. It is also void if you or any
other "insured", at any time, intentionally
conceals or misrepresents a material fact
concerning:
a. This Coverage Form;
b. The covered "auto";
c. Your interest in the covered "auto"; or
d. A claim under this Coverage Form.

3. Liberalization
If we revise this Coverage Form to provide
more coverage without additional premium
charge, your policy will automatically provide
the additional coverage as of the day the
revision is effective in your state.

4. No Benefit To Bailee – Physical Damage
Coverages
We will not recognize any assignment or grant
any coverage for the benefit of any person or
organization holding, storing or transporting
property for a fee regardless of an y other
provision of this Coverage Form.

5. Other Insurance
a. For any covered "auto" you own, this
Coverage Form provides primary
insurance. For any covered "auto" you don't
own, the insurance provided by this
Coverage Form is excess over any other
collectible insurance. However, while a
covered "auto" which is a "trailer" is
connected to another vehicle, the Covered
Autos Liability Coverage this Coverage
Form provides for the "trailer" is:
(1) Excess while it is connected to a motor
vehicle you do not own; or
(2) Primary while it is connected to a
covered "auto" you own.
b. For Hired Auto Physical Damage Coverage,
any covered "auto" you lease, hire, rent or
borrow is deemed to be a covered "auto"
you own. However, any "auto" that is
leased, hired, rented or borrowed with a
driver is not a covered "auto".
c. Regardless of the provisions of Paragraph
a. above, this Coverage Form's Covered
Autos Liability Coverage is primary for any
liability assumed under an "insured
contract".
d. When this Coverage Form and any other
Coverage Form or policy covers on the
same basis, either excess or primary, we
will pay only our share. Our share is the
proportion that the Limit of Insurance of our
Coverage Form bears to the total of the
limits of all the Coverage Forms and
policies covering on the same basis.

6. Premium Audit
a. The estimated premium for this Coverage
Form is based on the exposures you told us
you would have when this policy began. We
will compute the final premium due when
we determine your actual exposures. The
estimated total premium will be credited
against the final premium due and the first
Named Insured will be billed for the
balance, if any. The due date for the final
premiu
m or retrospective premium is the
date shown as the due date on the bill. If
the estimated total premium exceeds the
final premium due, the first Named Insured
will get a refund.
b. If this policy is issued for more than one
year, the premium for this Coverage Form
will be computed annua lly based on our
rates or premiums in effect at the beginning
of each year of the policy.

Policy No: TCP702275412

Page 85 of 751 ends

POLICY NUMBER: COMMERCIAL GENERAL LIABILITY
CG 20 26 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PERSON OR ORGANIZATION
This endo
rsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Name Of Additional Insured Person(s) Or Organization(s):

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

A. Section
II – Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury", "property damage" or "personal and advertising injury"
caused, in whole or in part, by your acts or
omissions or the acts or omissions of those acting
on your behalf:
1 .In the performance of your ongoing operations;
or
2 .In connection with your premises owned by or
rented to you.

However:
1 .The insurance afforded to such additional
insured only applies to the extent permitted by
law; and
2 .If coverage provided to the additional insured is
required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.

B. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:

If coverage provided to the additional insured i s
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:
1 .Required by the contract or agreement; or
2 .Available under the applicable limits of
insurance;
whichever is less.

This endorsement shall not increase the
applicable limits of insurance.

TCP702275412
City of Montebello
1600 W. Beverly Blvd.
90640
CA
Montebello

Page 86 of 751 ends

PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 1 of 12 ends

CITY OF MONTEBELLO
PROFESSIONAL SERVICES AGREEMENT NO. 4439

WITH HINDERLITER DE LLAMAS AND ASSOCIATES
(HDL)
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into on January 14 , 2026 (“Effective Date”), by and between the CITY OF MONTEBELLO, a California municipal corporation (the “CITY”) and Hinderliter de Llamas and Associates (HdL Companies) (the “CONSULTANT”).

The CITY and the CONSULTANT are sometimes referred to herein individual as the “Party,” and jointly as the “Parties.”

RECITALS
WHEREAS, the CITY desires to retain a qualified professional consultant to provide Sales Tax Auditing and Information Services in the CITY; and WHEREAS, the CONSULTANT represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.

NOW THEREFORE, in consideration of pe rformance by t he Parties of the covenants and conditions herein contained, the Parties hereto agree as follows:

SECTION 1. INCORPORATION OF RECITALS AND OTHER CONTRACT

1. This Agreement and its Exhibits, including any and all addenda or supplemental agreements.

2. Scope of Work (Exhibit “A”)

ATTACHMENT B

Page 87 of 751 ends

PROFESSIONAL SERVICES AGREEMENT NO. 4439
Page
2 of 12
b. The CO
NSULTANT shall provide to the CITY all labor, equipment, materials and incidental necessary to provide the services as set forth fully in Consultant’s Proposal, as such is set forth fully in Exhibit “A” hereto and incorporated fully herein by this reference (hereinafter “Professional Services”). c. The CONSULTANT shall be compensated for performance of the Professional Services as set forth in the Schedule of Compensation attached hereto as Exhibit "B" and incorporated fully herein by this reference (" Compensation"). The CONSULTANT shall provide an itemized billing statement to the CITY each month for Professional Services performed. The CONSULTANT shall no incur fees or costs which exceed the Compensation without the prior written consent of the CITY.

Page 88 of 751 ends

PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 3 of 12 ends

SECTION 6. EXTRA SERVICES.

SECTION 7. CITY SUPERVISION.

SECTION 8. TERMINATION.

SECTION 9. EMPLOYMENT OF CITY EMPLOYEES.

No regular employee of the CITY shall be employed by the CONSULTANT during the term of this Agreement.

SECTION 10. NON-LIABILITY OF CITY OFFICIALS AND EMPLOYEES.

No official or employee of the CITY shall be personally liable to the CONSULTANT in the event of any default or breach by the CITY, or for any amount which may become due to the CONSULTANT.

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PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 4 of 12 ends

SEC
TION 11. INDEPENDENT CONSULTANT.
a. The CONSULTANT is and shall, at all times, remain as to the CITY a wholly independent consultant. Neither the CITY nor any of its elected officials, officers, employees, or agents shall have control over the conduct of the CONSULTANT except as expressly set forth in this Agreement. The CONSULTANT shall not at any time or in any manner represent that he or she is in any manner an elected official, officer, employee, or agent of the CITY. No employee benefits shall be available to the CONSULTANT in connection with the performance of this Agreement. Except a s
pr
ovided in this Agreement, the CITY shall not pay salary, wages, or other compensation to the CONSULTANT for performance hereunder for the CITY, the C
ITY shall not be liable for compensation to the CONSULTANT, t he C
ONSULTANT’s employees or the CONSULTANT’s subconsultants for injury or sickness arising out of performing services hereunder.
b. The parties further acknowledge and agree that nothing in this Agreement shall create or be construed to create a partnership, joint venture, employment relationship or any other relationship except as set forth in this Agreement. c. The
CITY shall not deduct from the Compensation paid to the CONSULTANT any sums required for Social Security, withholding taxes, FICA, state disability insurance or any other federal, state or local tax or charge which may or may not be i
n effect or hereinafter enacted or required as a charge or withholding on the compensation paid to the CONSULTANT. The CITY shall have no responsibility to provide the CONSULTANT, its employees or subconsultants with workers’ compensation insurance or any other insurance.

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PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 5 of 12 ends

SECTION 13. LEGAL RESPONSIBILITIES.

SECTION 14. INDEMNIFICATION.

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PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 6 of 12 ends

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PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 7 of 12 ends

SECTION 16. SUBCONTRACT, ASSIGNMENT OR DELEGATION.

The CONSULTANT shall not subcontract, delegate, or assign its duties or rights hereunder, either in whole or in part, without the prior written consent of the CITY.

SECTION 17. NO WAIVER.

W
aiver by any party hereto of any term, condition or covenant of this Agreement shall not constitute the waiver of any other term, condition, or covenant hereof.

SECTION 18. DISPUTE RESOLUTION; GOVERNING LAW.

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PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 8 of 12 ends

SECTION 19. ATTORNEY’S FEES AND COSTS.

SECTION 20. WARRANTIES.

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PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 9 of 12 ends

SECTION 22. NOTICE.

If to CI
TY: City of Montebello
Attn: Raul Alvarez, City Manager
1600 W. Beverly Boulevard
Montebello, CA 90640
(323) 887-1200
Email: [email protected]
W
ith copy to: City of Montebello – Finance
A
ttn: Michael Solorza, Director of Finance
1600 W. Beverly Boulevard
Montebello, CA 90640
(323) 887-1200
Email: [email protected]
To
Consultant: Hinderliter de Llamas and Associates
(HdL Companies)
Attn: Contracts
120 S. State College Blvd.,
Suite 200
Brea, CA 92821
(714) 879
-5000
Email: [email protected]
A
n electronic communication (“Electronic Notice”) shall be deemed written notice for purposes of this section if sent to the electronic mail address specified above.

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PROFESSIONAL SERVICES AGREEMENT NO. 4439

Page 10 of 12 ends

SEC
TION 23. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYER.

SEC
TION 24. CONFLICT OF INTEREST.

SECTION 25. ENTIRE AGREEMENT.

Page 96 of 751 ends

IN WITNESS WHEREOF, the parties, through their respective authorized representatives, have executed this Agreement as of the date first written above. (“CITY”) (“CONSULTANT”)

CITY OF MONTEBELLO HINDERLITER DE LLAMAS AND

ASSOCIATES (HDL COMPANIES)
Raul Alvarez, City Manager Robert Gray, Chief Information Officer ATTEST:

Christopher Jimenez, City Clerk
APPROVED AS TO FORM:

Arnold M. Alvarez-Glasman, City Attorney
EXHI
BITS:
• Exhibit A – Scope of Work
• Exhibit B – Schedule of Compensation

Page 97 of 751 ends

EXHIBIT “A”

SCOPE OF WORK

Page 98 of 751 ends

SERVICES – Sales and Use Tax

1. Sales and Use Tax and Economic Analysis/Forecasting Services/Reports

1.1. Establish a special database identifying the name, address, and quarterly allocations of all sales tax producers within the City. This database will be utilized to generate special reports to City on major sales tax producers by rank and category, sales tax activity by categories, or business districts, identification of reporting aberrations, and per capita and outlet comparisons with regional and statewide sales.

1.2. Provide periodic updated reports to City identifying changes in sales by individual businesses, business groups and categories, and by geographic area. These reports may include, without limitation, quarterly aberrations due to State audits, fund transfers, and receivables, along with late or double payments, and quarterly reconciliation worksheets to assist with budget forecasting. Consultant shall meet quarterly by in person or virtually with City.

1.3. Shall additionally provide following each calendar quarter a summary analysis for City to share with Council Members, Chamber of Commerce, other economic development interest groups and the public that analyze City ’s sales tax trends by major groups and geographic areas without disclosing confidential individual tax records.

1.4. Establish a special database with California Department of Tax and Fee Administration (“CDTFA”) registration data for businesses within applicable district boundaries holding seller’s permit accounts.

1.5. Periodically license for the limited, non-exclusive, non-transferable use by City’s staff certain of Consultant’s web- based sales, use and/or transactions tax program(s) containing sellers permit, registration, allocation and related information for business outlets within City ’s jurisdiction registered with the CDTFA.

1.6. Provide periodic updated reports endeavoring to identify and assist with budget forecasting (i) changes in allocation totals by individual businesses, business groups and categories, and (ii) aberrations due to State audits, fund transfers, and receivables , along with late or double payments.

2. Allocation and Audit Recovery Services

2.1. Conduct (when mutually agreed with City) initial and on- going sales and use tax audits of businesses to help identify and correct distribution and allocation errors, and to proactively affect favorable registration, reporting or formula changes thereby generating previously unrealized sales and use tax income for the City and/or recovering misallocated tax from registered taxpayers. Common errors that will be monitored and corrected include but are not limited to: transposition errors resulting in misallocations; erroneous consolidation of multiple outlets; formula errors ; misreporting of “point of sale” to the wrong location; delays in reporting new outlets; misallocating use tax payments to the allocation pools or wrong jurisdiction; and erroneous fund transfers and adjustments.

2.2. Initiate contacts with the CDTFA and sales management and accounting officials in companies that have businesses where a probability of error exists to endeavor to help verify whether current tax receipts accurately reflect the local sales activity. Such contacts will be conducted in a professional and courteous manner.

2.3. Prepare and submit to the CDTFA information for the purpose of correcting any identified allocation errors , and follow -up with individual businesses and the CDTFA to promote recovery by the City of back or prospective quarterly payments that may be owing.

2.4. If, during the course of its audit, Consultant finds businesses located in the City’s jurisdiction that are properly reporting sales and use tax but have the potential for modifying their operation to provide an even greater share to City , Consultant may so advise City and collaborate with those businesses and City to encourage such changes.

Page 99 of 751 ends

SERVICES – Sales Tax Services

3. Consulting and Other Optional Services
Consultant may from time to time in its sole discretion, consult with City’s staff, including without limitation, regarding (i) technical questions and other issues related to sales, use and transactions tax, (ii) utilization of reports to enhance business license collection efforts, (iii) sales tax projections for proposed annexations, economic development projects and budget planning, (iv) negotiating/review of tax sharing agreements, (v) establishing purchasing corporations, (vi) meeting with taxpayers to encourage self -assessment of tax obligations, and (vii) other sales, use or transactions tax revenue-related matters.

FEES – Sales and Use Tax Services

4. Sales and Use Tax and Economic Analysis/Forecasting Services/Reports

4.1. Fees for performing the sales tax and economic analysis/forecasting Services as described above shall initially be $950 per month, commencing with the month of the Effective Date (hereafter referred to as “monthly fee”). The monthly fee shall be invoiced quarterly in arrears, and shall be paid by City no later than 30 days after the invoice date.

5. Allocation and Audit Recovery Services

5.1. Fees for performing the allocation and audit recovery Services described above shall be 18% of all new, increased and recovered sales and use tax revenue received by the City as a result, in whole or in part, of the allocation audit and recovery services (hereafter referred to as “audit fee”). The fee shall be paid notwithstanding any related C ity assistance, work in parallel, and/or incurrence of attorneys’ fees or other costs or expenses in connection, with the relevant Services.

5.2. The Fee described above include, without limitation, State fund transfers received for back quarter reallocations and monies received in the second eight (8) consecutive reporting quarters following completion of Consultant’s allocation audit and confirmat ion of the corrections by the CDTFA.

5.3. These Fees shall be paid by City upon Consultant’s submittal of evidence of Consultant’s relevant Services in support thereof, including, without limitation, copies of relevant communications between Consultant and the CDTFA and/or taxpayers.

ADDITIONAL TERMS – Sales and Use Tax Services

6. Consulting and Other Optional Services

6.2. Consultant may change the rates for its hourly Fees from time to time. A 30 days’ prior written notice to City will be given.

7. General Provisions Relating to Fees

Page 100 of 751 ends

The following conditions specified in Section 7056-(b)(1) of the State of California R&T Code are hereby made part of this Agreement:

8.3. Consultant is prohibited from performing consulting services for a retailer (as defined in R&T Code Section 6015), during the term of this agreement.

9. Software Use and Proprietary Information

Software Use. Consultant hereby provides authorization to City to access Consultant’s Sales Tax website if City chooses to subscribe to the software and reports option. The website shall only be used by authorized City staff. No access will be granted to any third party without explicit written authorization by Consultant. City shall not sublet, duplicate, modify, decompile, reverse engineer, disassemble, or attempt to derive the source code of said software. The software use granted hereunder shall not imply ownership by C ity of said software, or any right of C ity to sell said software or the use of same, or any right to use said software for the benefit of others. This software use authorization is not transferable. Upon termination or expiration of this Agreement, the software use authorization shall expire, and all City staff website logins shall be de-activated.

Proprietary Information. As used herein, the term “proprietary information” means all information or material that has or could have commercial value or other utility in C onsultant’s business, including without limitation: Consultant’s (i) computer or data processing programs; (ii) data processing applications, routines, subroutines, techniques or systems; desktop or web- based software; (iii) business processes; (iv) marketing plans, analysis and strategies; and (v) materials and techniques used; as well as the terms and conditions of this Agreement . Except as otherwise required by law, City shall hold in confidence and shall not use (except as expressly authorized by this Agreement) or disclose to any other party any proprietary information provided, learned of or obtained by City in connection with this Agreement. The obligations imposed by this Section shall survive any expiration or termination of this Agreement or otherwise. The terms of this Section shall not apply to any information that is public information.

Page 101 of 751 ends

Montebello City CouncilJanuary 14, 2026

Montebello City Council
January 14, 2026