Attachment 2
BAILMENT AGREEMENT
This Bailment Agreement ("Agreement") is made and entered into this 1st day of July 2025 by and between the NORWALK-LA MIRADA UNIFIED SCHOOL DISTRICT, hereinafter referred to as "DISTRICT" and the CITY OF NORWALK, hereinafter referred to as "NORWALK".
1. Bailment of Property: DISTRICT hereby bails to NORWALK one motor home ("vehicle") identified in Attachment "A," which is hereby incorporated by reference.
2. Term of Bailment: his Ballment shall commence on the tirst day written above and shall terminate concurrently with the Health on Wheels Agreement, which is June 30, 2028. If the term for the Health on Wheels Agreement is extended, this Bailment Agreement is automatically extended to the same date without any further action by the parties. In such case, this Bailment Agreement shall terminate concurrently with the Health on Wheels Agreement.
3. Safekeeping and Maintenance: DISTRICT will store the VEHICLE and shall exercise due care for the safekeeping of the VEHICLE. NORWALK has the right to inspect said VEHICLE prior to acceptance. NORWALK shall assume responsibility for ensuring that the VEHICLE has been inspected or otherwise tested in accordance with the laws of the State of California and the United States prior to its use as specified in the Health on Wheels Agreement.
NORWALK shall inspect the VEHICLE upon delivery and by acceptance thereof finds the VEHICLE in good working order and condition. NORWALK shall maintain the VEHICLE in good working order and condition, ensure proper servicing and shall comply in every respect with any manufacturer's owner's manuals that come with the VEHICLE and maintain the VEHICLE in compliance with Federal and State requirements. NORWALK shall pay for normal service required for the proper operation of the VEHICLE. NORWALK shall pay for all gasoline and vehicle fluids, washing, parking, garage, highway/road service tolls and fines incurred in connection with the use of the VEHICLE.
Indemnification: NORWALK shall indemnify, defend and hold free and harmless DISTRICT and DISTRICT's agents, officers, employees and volunteers from and against any and all loss or liability for claims, that may occur or arise as a result of any act, error or omission of NORWALK, its agents, officers and employees or authorized subcontractors whether negligent or intentional resulting from NORWALK's use of the VEHICLE, except such loss or damage which was caused by the negligence of DISTRICT.
The indemnification requirements set forth in this section do not extend to any liability resulting from inherent defects or malfunctions in such VEHICLE related to manufacturer's acts or omissions.
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Insurance by NORWALK: NORWALK is a member of the California Joint Powers Insurance Authority which provides self-insurance pooling coverage for municipalities. DISTRICT agrees that coverage afforded by the Joint Powers Authority meeting the requirements discussed below will satisfy this section.
NORWALK shall obtain and maintain throughout the term of this Agreement the following insurance coverage to insure the VEHICLE identified in Attachment A:
(i) comprehensive automobile liability coverage which provides liability coverage of not less than $1,000,000.00 combined single limit per occurrence and annual aggregrate for bodily injury, including death or property damage resulting from use of the VEHICLE; (ii) comprehensive property loss automobile coverage for the VEHICLE which provides for collision coverage, theft/robbery/pilferage coverage and comprehensive coverage for damage to the VEHICLE by causes other than collision (e.g. fire, storm, flood, riot); and (iii) uninsured and underinsured motorist coverage for the VEHICLE.
NORWALK's insurance provided pursuant to this section shall be primary insurance as to all covered claims involving the VEHICLE. NORWALK shall add the DISTRICT, in its capacity as an owner of the VEHICLE, as an additional insured under the insurance policies referenced in this paragraph.
6. Insurance by DISTRICT: DISTRICT shall obtain and maintain throughout the term of this Agreement the following insurance policies to insure the VEHICLE identified in Attachment A: (i) comprehensive automobile liability insurance which provides liability coverage of not less than $1,000,000.00 combined single limit per occurrence and annual aggregrate for bodily injury, including death or property damage resulting from use of the VEHICLE; (ii) comprehensive property loss automobile insurance for the VEHICLE which provides for collision coverage, theft/robbery/pilferage coverage and comprehensive coverage for damages to VEHICLE by causes other than collision (e.g. fire, storm, flood, riot); and (iii) uninsured and underinsured motorist coverage for the VEHICLE.
The DISTRICT'S insurance provided pursuant to this section shall be excess above the insurance provided by NORWALK pursuant to paragraph 5. The DISTRICT shall add NORWALK as an additional insured, in its capacity as a bailee of the VEHICLE, under the insurance policies, referenced in this paragraph.
Titles: The VEHICLE will be owned by the DISTRICT and registered to NORWALK. Legal title to the VEHICLE shall not be transferred or delivered to any persons other than DISTRICT without DISTRICT's prior written consent.
8. Cost: Except as otherwise set forth in this Agreement, NORWALK's use of the VEHICLE shall be at no cost to DISTRICT.
Inspection by DISTRICT: NORWALK agrees to allow DISTRICT to inspect the VEHICLE or otherwise observe it as such times and locations as mutually agreed 2 N6222-0001\2078864v4.doc
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upon. NORWALK shall provide DISTRICT with such mileage, safety, operating and other information, or copies of any such records with respect to the VEHICLE as DISTRICT or any government agency may reasonably require from time to time.
10. Use of Vehicle: NORWALK may use the VEHICLE as provided in the Health on Wheels Agreement. NORWALK shall not use or operate the VEHICLE in violation of any federal, state, local or provincial law, rule, regulations or ordinance including those pertaining to the age and licensing of drivers. Under no circumstances shall NORWALK disconnect the odometers or other mileage recording devices, or allow the VEHICLE be used or operated as follows:
a) In a manner subjecting it to depreciation above the normal depreciation associated with transportation use.
b) For an illegal purpose or by a person under the influence of alcohol or narcotics.
11. Risk of Loss: NORWALK shall assume all risks of loss to the VEHICLE while in its care as follows:
a) From the time it is delivered by DISTRICT to NORWALK and, upon inspection, accepted in writing by NORWALK.
b) Until the VEHICLE is returned to DISTRICT at its place of business, upon inspection, accepted in writing by DISTRICT.
Otherwise, DISTRICT shall assume the risk of loss to the VEHICLE while the Vehicle is stored on DISTRICT property and not in use by NORWALK as described in this Section 11.
Upon inspection/acceptance, NORWALK shall be responsible for any and all damages to the equipment except those damages caused by negligence or defects in the original factory design, manufacture or assembly of said VEHICLE or by DISTRICT. In the event of damage to the VEHICLE, NORWALK shall notify DISTRICT in writing to that effect and follow such instructions that DISTRICT may provide in writing with respect to repair or disposal of the VEHICLE. If the VEHICLE is lost, stolen, destroyed or declared to be a total loss (subject to DISTRICT agreement as to such condition), NORWALK shall properly notify DISTRICT thereof and hold any wreckage for disposal by DISTRICT. With respect to any loss, theft or damage to the VEHICLE, NORWALK and DISTRICT shall negotiate the value for replacement of a comparably equipped vehicle in a condition similar to the lost, stolen or destroyed VEHICLE immediately prior to any such loss.
12. Assignment: NORWALK is expressly prohibited from assigning this Agreement, or the Bailment created hereby, or delegating performance of any of its obligations hereunder without the prior written consent of DISTRICT. 3 N6222-0001\2078864v4.doc
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Publicity: Neither party shall identify the other party as a joint venture or partner or otherwise characterize the arrangement between them as anything other than a Bailment.
14. Return of Vehicle: In the event of the termination of this Agreement or replacement of VEHICLE, the VEHICLE shall be returned and registered to DISTRICT for disposal, and DISTRICT shall receive all proceeds from such disposal.
IN WITNESS WHEREOF, the parties hereto have caused this Bailment Agreement to be executed as of July 1, 2025.
APPROVED: APPROVED:
NORWALK-LA MIRADA UNIFIED CITY OF NORWALK
SCHOOL DISTRICT
By: By:
Estuardo A. Santillano Date Jesus M. Gomez Date
Assistant Superintendent, City Manager
Business Services
California State University
Long Beach
ATTEST: ATTEST:
BY: By: _
Barbara E. Taylor, PhD Date Theresa Devoy Date
Interim Associate Vice President for City Clerk, City of Norwalk Research and Sponsored Program
Approved as to Form:
Arnold Alvarez-Glasman
City Attorney
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ATTACHMENT 2
ATTACHMENT "A"
VIN: 5B4MP67G263412517
Make: Eagle
Model: Motor home
Year: 2006
Actual cash value (as of 8-6-13): $91,303.00
Unit #: 17113
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