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Agenda packet, closed session, first session

Palmdale City Council
December 2, 2025

Document
Agenda packet, closed session, first session
Meeting
December 2, 2025
Body
Palmdale City Council
Pages
42
Original file
15.3 MB
Text extracted from the city's file for reading and search. Open the original on d3n9y02raazwpg.cloudfront.net. That file is the official record.

LEGISLATIVE BODY

LAURA BETTENCOURT, MAYOR PRO TEM

AUSTIN BISHOP, COUNCILMEMBER
RICHARD J. LOA, COUNCILMEMBER

ERIC OHLSEN, COUNCILMEMBER
ANDREA ALARCÓN, COUNCILMEMBER

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Public Comment Information
Members of the public may speak for up to
three (3) minutes
on the Consent Calendar,
Public Hearings, Appointments, New Business, and Closed Session items. To address the Legislative Body on any agendized item, please complete a speaker card for the City Clerk and indicate the item you wish to speak on. Speaker cards are available in the foyer of the Council Chambers.

CITY COUNCIL

SUCCESSOR AGENCY

HOUSING AUTHORITY

CITY COUNCIL CHAMBER
38300 SIERRA HIGHWAY

SUITE B
PALMDALE, CA 93550

TUESDAY, DECEMBER
2, 2025
5:00 PM
www.cityofpalmdaleca.gov

WELCOME
City Council
Tuesday, December
2, 2025
Please follow these guidelines to ensure the meeting runs smoothly:

All comments must be respectful and courteous.

Comments that are personal, threatening, obscene, insulting, or that attack others or berate differing viewpoints will not be allowed.

Individuals who violate these rules or disrupt the meeting will be ruled out of order by the Chair and must immediately stop speaking.

Disruptive individuals may be asked to leave the meeting.

Americans with Disabilities Act (ADA) Accommodations
In accordance with the Americans with Disabilities Act of 1990, if you require a disability- related modification or accommodation to participate in this meeting, please contact the City Clerk’s Office at (661) 267-5151 at least 48 hours prior to the meeting.

1. CALL MEETING TO ORDER

Note: All City Council memberships are reflected in their City Council titles.

2. ROLL CALL

MAYOR PRO TEM BETTENCOURT, COUNCILMEMBERS BISHOP, LOA, OHLSEN, ALARC
Ó
N

COMMISSIONERS FRAGA-SAENZ, BETTS

3. PLEDGE OF ALLEGIANCE AND MOMENT OF SILENCE

4. PRESENTATIONS

4.1 Recognition of Lockheed Martin’s X-59.

4.2 Commendation to Terry Stewart in honor of his retirement from the City of Palmdale.

4.3 Commendation to Clifton Young in honor of his retirement from the City of Palmdale.

5. HOUSING AUTHORITY CONSENT CALENDAR - Now is the time for public participation

All matters listed under the Housing Authority Consent Calendar will be enacted by one motion unless an item(s) is pulled by the Authority, in which case the item(s) will be removed from the Consent Calendar and will be considered separately following this portion of the Agenda.

City Council
Tuesday, December
2, 2025

5.1 Approve the City of Palmdale Housing Authority 2024-25 Annual Report prepared pursuant to California Health & Safety Code Section 34176.1 and direct staff to post the approved Report on the City's Website.

SR HA 2024-25 Housing Asset Fund Report.docx

Rpt. 2024-2025 Annual Report.docx

5.2 Approve the minutes from the previous meeting.

Mins 10 07 2025.pdf

6. CONSENT CALENDAR - Now is the time for public participation

All matters listed under the Consent Calendar will be enacted by one motion unless an item(s) is pulled by Council, in which case the item(s) will be removed from the Consent Calendar and will be considered separately following this portion of the Agenda.

6.1 Waive full reading of the Resolution(s) and/or Ordinance(s) to be considered and voted on at this meeting. (This allows for reading the title only in lieu of reciting the entire text).

6.2 Receive and file the monthly investment activity reports for October 2025.

SR Monthly Investment Reports Oct 2025.docx

Rpt. Monthly Investment Reports Oct 2025.pdf

6.3 Adopt Resolution Nos. SA 2025-004 and SA 2025-005, Resolutions of the Successor Agency to the Community Redevelopment Agency of the City of Palmdale approving the Recognized Obligation Payment Schedule and the Administrative Budget, respectively, for the period of July 1, 2026 through June 30, 2027.

SR Successor Agency ROPS 26-27 and Administrative Budget.docx

Reso. No. SA 2025-004 ROPS.docx

Exh A Palmdale Annual ROPS 2026-27.pdf

Reso. No. SA 2025-005 Admin Budget.docx

Exh A Administrative Budget 2026-27.pdf

6.4 Receive and file the Special Tax Annual Report for CFD 2003-1 (Anaverde), CFD 05-1 (Trade and Commerce), CFD 16-1 (Joshua Ranch Water Supply and Maintenance Services), CFD 2022-1 (Citywide Maintenance and Services), CFD 2022-2 (Ritter Ranch Maintenance Services), and CFD 2022-3 (Ritter Ranch Phase I Public Facilities) in accordance with Senate Bill 165, Section 53410 of the California Government Code.

SR Special Tax Annual Report 2025.docx

Rpt. Special Tax Annual Report 2025.pdf

6.5 Approve Agreement with Quest Technology Management for network hardware City Council
Tuesday, December
2, 2025
and security services for a total not to exceed amount of $259,855 for a term of three years with the option to extend two additional one year terms.

SR Agrmt No. A-9585 with Quest Technology Management.docx

Agrmt No. A-9585 Quest Technology Management.pdf

Agrmt No. AR2505 (Naspo).pdf

6.6 Approve Agreement with Citadel EHS, Inc., for a comprehensive safety/injury illness prevention program assessment for the City of Palmdale, for a total not to exceed amount of $150,000 for a term of one (1) year.

SR Agrmt No. A-9613 Citadel EHS, Inc.docx

Agrmt No. A-9613 Citadel EHS, Inc.pdf

6.7 Approve Agreement with Benevate, LLC, for implementation of software related to grant management and ongoing grant compliance oversight for a total not to exceed amount of $217,000 for a term of three (3) years.

SR Agrmt No. A-9636 Software Agreement with Benevate LLC.docx

Agrmt No. A-9636 Software Agreement with Benevate, LLC.pdf

6.8 Accept Notice of Completion (NOC) for PN 904, FY 2024-25 Local Street ARAM Cape Seal Project.

SR NOC PN 904 FY 2024-25 Local Street ARAM Cape Seal Project.docx

NOC PN 904 FY 2024-25 Local Street ARAM Cape Seal.docx

Site Map ARAM Cape Seal Area 1.pdf

Site Map ARAM Cape Seal Area 2.pdf

NOC PN 904 Project Photos.pptx

6.9 Accept Notice of Completion (NOC) for PN 911, FY 2025-26 Local Street Resurfacing Project.

SR NOC PN 911 FY 2025-26 Local Street Resurfacing Project.docx

NOC PN 911 FY 2025-26 Local Street Resurfacing Project.docx

Project Map.pdf

NOC PN 911 Project Photos.pptx

6.10 Approve Final Tract Map No. 63364-1 (located at the southeast corner of Palmdale Boulevard and 65th Street East).

SR Final Tract Map No. 63364-1.docx

Final Tract Map No. TR 63364-1.pdf

6.11 Approve Final Tract Map No. 83359 (Located at the southwest corner of Palmdale Boulevard and Oak Street).

SR Final Tract Map No.83359.docx

Final Tract Map No. 83359.pdf

6.12 Approve the minutes from the previous meeting.

Mins 11 04 2025.pdf
City Council
Tuesday, December
2, 2025

7. PUBLIC HEARING - Now is the time for public participation. Each public hearing will have its own public testimony.

7.1 Approve Amended and Restated Purchase and Sale Agreement with AVCC Master, LLC (an affiliate of Covington Investments, LLC), for the sale of approximately 233 acres located at the southeast corner of Sierra Highway and Avenue M (APN: 3126-022-929).

SR Agrmt No. A-9634 with AVCC Master, LLC.docx

Agrmt No. A-9634 with AVCC Master, LLC.docx

8. NEW BUSINESS - Now is the time for public participation.

8.1 Annual selection of Mayor and Mayor Pro Tem.

SR Annual Selection of Mayor and Mayor Pro Tem.docx

Ord. No. 1655.pdf

9. CITY MANAGER’S REPORT

10. NON-AGENDA PUBLIC COMMENTS
-
Now is the time for public participation

11. COUNCIL REPORTS, ANNOUNCEMENTS AND REQUESTS FOR FUTURE AGENDA ITEMS

11.1 Council Reports

Monthly Informational Report Bettencourt 120225.docx

Monthly Informational Report Bishop 120225.docx

Monthly Informational Report Loa 120225.docx

Monthly Informational Report Ohlsen 120225.docx

12. CLOSED SESSION - Now is the time for public participation.

PRESENTATION BY CITY ATTORNEY

12.1 CONFERENCE WITH LEGAL COUNSEL- ANTICIPATED LITIGATION Initiation of litigation: (1 case)
This closed session is being held pursuant to the authority of California Government Code Section 54956.9, paragraph (4) of subdivision (d).

13. ANNOUNCEMENT BY CITY ATTORNEY

14. ADJOURN
meeting to January 6, 2026, at 5:00 p.m. in the City Hall Council Chamber located at 38300 Sierra Highway, Suite B, Palmdale, California.

City Council
Tuesday, December
2, 2025
https:/ /attend.wordly.ai/join/SLOR-7400

Housing Authority
Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE VICE CHAIR AND COMMISSIONERS OF THE

HOUSING AUTHORITY

FROM: HOUSING DEPARTMENT

DISTRICT: ALL

SUBJECT: APPROVE THE CITY OF PALMDALE HOUSING AUTHORITY 2024- 25 ANNUAL REPORT PREPARED PURSUANT TO CALIFOR NIA
HEALTH & SAFETY CODE §34176.1 AND DIRECT STAFF TO POST
THE APPROVED REPORT ON THE CITY’S WEBSITE

RECOMMENDATION

Staff recommend that the Housing Authority:

1. Approve the City of Palmdale Housing Authority 2024-25 Annual Report prepared pursuant to California Health & Safety Code §34176.1; and,

2. Direct staff to post the report on the City’s website.

BACKGROUND

The California Health and Safety Code (HSC) requires Housing Successors to prepare annual reports on the Low and Moderate Income Housing Asset Fund (LMIHAF). These reports provide the governing body of the Housing Successor with information about the Housing Successor's activities and housing assets.

The former Redevelopment Agency of the City of Palmdale was dissolved on February 1, 2012. Pursuant to the Dissolution Act, the City Council adopted Resolution No. CC 2012-003 on January 4, 2012, designating the Housing Authority of the City of Palmdale as the e ntity responsible for performing the housing functions previously performed by the Redevelopment Agency , and the Commissioners of the Housing Authority adopted Resolution No. HA 2012 -001, accepting the designation as the entity that would subsequently perform those housing functions.

Senate Bill 341, effective January 2014, and Assembly Bill 1793, effective January 2015, amended California Health and Safety Code §34176 and required specified housing activity and financial information to be provided to the H ousing Successor’s legislative body and posted on its website within six months of the closing of the previous fiscal year (i.e., on or before December 31st).

Report to Vice Chair and Commissioners of the Housing Authority Re: 2024-25 Housing Asset Fund Annual Report
December 2, 2025

Page 2 ends

DISCUSSION

Housing Asset Funds play a critical role in promoting affordable housing development and preservation throughout California. Established in response to housing crises, these funds aim to increase the availability of safe and affordable housing options for low - income residents. As outlined in the 2024 -25 Annual Report, the funds are utilized for various purposes, including new construction, the rehabilitation of existing units, and support for homeownership programs.

The California Health and Safety Code outlines the framework for managing Housing Asset Funds, emphasizing compliance, accountability, and transparency. Key provisions mandate local agencies to report on the use of these funds, ensuring that they align with broader housing policies and community needs (as is defined by the mandates created through the dissolution of redevelopment on February 1, 2012 ). The key requirements are:

1. In each 10 -year period , no more than 50% of the units that receive LMIHAF assistance can be designated as senior citizen units.

2. In each 5 -year period the Successor Housing Agency must demonstrate that at least 30% of the LMIHAF expenditure was for the development of housing for households earning 30% or less of area median income (AMI) and that no more than 20% of the LMIHAF expend itures were for the development of housing for households earning between 60% and 80% of AMI.

This regulatory oversight is crucial for ensuring funds are effectively utilized in compliance with the established requirements. As outlined in the attached An nual Report, the percentage of LMIHAF units designated as senior citizen units was 23%. In addition, as reported during the last 5 -year cycle, which was included within the 2023 -24 Annual Report, the development of housing within the AMI parameters was distributed as required. As such, the Housing Successor is in compliance with the requirements relating to the use of funds.

FISCAL IMPACT

$0; There is no fiscal impact associated with this action.

STRATEGIC PLAN

Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

C. Involve and expand engagement to enhance public oversight and transparency.

Report to Vice Chair and Commissioners of the Housing Authority Re: 2024-25 Housing Asset Fund Annual Report
December 2, 2025

Page 3 ends

Prepared by: Sophia Reyes, Director of Housing
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim Executive Director Approved as to form: Alexandra Severino, Authority Attorney

ATTACHMENTS

Rpt. Housing Authority of the City of Palmdale 2024-25 Annual Report

Housing Authority of the City of Palmdale

Annual Report
Pursuant to Health & Safety Code Section 34176.1

For the Fiscal Year Ended June 30, 2025

Housing Authority of the City of Palmdale
Annual Report
Fiscal Year Ended June 30, 2025
2 Introduction

California Health & Safety Code §34176.1* requires that each housing successor present to its legislative body and post on its Internet website an annual report that contains the following items for the previous fiscal year:

 The amount deposited to the Low and Moderate Income Housing Asset Fund distinguishing items listed on the Recognized Obligation Payment Schedule from other accounts.
 A statement of the balance in the fund as of the close of the fiscal year, distinguishing any amounts held for items listed on the Recognized Obligation Payment Schedule from other amounts.
 A description of expenditures from the f und by category, including but not limited to, expenditures for:
o monitoring and preserving the long -term affordability of units subject to affordability restrictions or covenants entered into by the redevelopment agency or the housing successor and adminis tering activities funded with the Low and Moderate Income Housing Asset Fund
o homeless prevention and rapid rehousing services
o development of affordable housing.
 The statutory value of real property owned by the housing successor, the value of loans and grants receivable, and the sum of these two amounts.  A description of any transfers made to a contiguous jurisdiction for the purpose of developing transit priority projects, permanent supportive housing, housing for agricultural employees or special needs housing in the previous fiscal year and, if still unencumbered, in earlier fiscal years and a description of and status update of any project for which transferred funds have been or will be expended if that project has not yet been placed in service.
 A description of any project for which the housing successor receives or holds property tax revenue pursuant to the Recognized Obligation Payment Schedule and the status of that project.
 For interests in real property acquired by the former redevelopment age ncy prior to February 1, 2012, a status update on compliance with Section 33334.16 , as amended by Section 34176.1(e). For interests in real property acquired on or after February 1, 2012, a status update on the project.
 A description of any outstanding ob ligations pursuant to Section 33 413 that remained to transfer to the housing successor on February 1, 2012, of the housing successor’s progress in meeting those obligations, and of the housing successors plans to meet unmet obligations.
 The housing success or shall include in the report posted on its Internet website the implementation plans of the former redevelopment agency.  If the housing successor fails to comply with the extremely low income requirement in any five year report, demonstrate progress to comply in the annual report.  The percentage of units of deed restricted rental housing restricted to seniors and assisted individually or jointly by the housing successor, its former redevelopment agency, and its host jurisdiction within the previous 10 yea rs in relation to the aggregate number of units of deed restricted rental housing assisted individually Housing Authority of the City of Palmdale
Annual Report
Fiscal Year Ended June 30, 2025
3 or jointly by the housing successor, its former redevelopment agency, and its host jurisdiction within the same time period.
 The amount of excess surplus, as defined in Section 34176(d), the amount of time that the housing successor has had excess surplus, and the housing successor’s plan for eliminating the excess surplus.
 An inventory of homeownership units assisted by the former redevelopment agency or the housing successor that are subject to covenants or restrictions or to an adopted program that protects the former redevelopment agency's investment of moneys from the Low and Moderate Income Housing Fund pursuant to subdivision (f) of Section 33334.3. This inventory shall include all of the following information:
(A) The number of those units.
(B) In the first report pursuant to this subdivision, the number of units lost to the portfolio after February 1, 2012, and the reason or reasons for those losses.

For all subsequent reports, the number of the units lost to the portfolio in the last fiscal year and the reason for those losses.
(C) Any funds returned to the housing successor as part of an adopted program that protects the former redevelopment agency's investm ent of moneys from the Low and Moderate Income Housing Fund.
(D) Whether the housing successor has contracted with any outside entity for the management of the units and, if so, the identity of the entity.

* All references are to the Health & Safety Code unless otherwise stated

Housing Authority of the City of Palmdale
Annual Report
Fiscal Year Ended June 30, 2025
4 The following information is presented in accordance with the requirements of Section 34176.1(f):

(1) The amount deposited to the Low and Moderate Income Housing Asset Fund.

The amount deposited to the Low and Moderate Income Housing Asset Fund includes deposits for items on the Recognized Obligations Payment Schedule and funds generated from the housing successor’s assets, including revenues and loan payments. A summary of the funds deposited is below:

Description Amount
Deposits for items on the
ROPS
Loan payments
All other deposits

$250,000
$1,903,354
$3,084,358

Total $5,237,712

(2) A statement of the balance in the fund as of the close of the fiscal year.

The balance of the Low and Moderate Income Housing Asset funds is $14,058,530.

(3) A description of expenditures from the fund by category:

Description Amount
Expenditures for ROPS items
Monitoring and preserving the long -term affordability of units & administration of Low and Moderate Income Housing Asset Fund activities
$555,239
$810,896
Homeless prevention and rapid rehousing services. $130,435 Development* expenditures $139,530
Total $1,636,100

*Section 34176.1(a)(3)(D) defines “Development” as “ new construction, acquisition and rehabilitation, substantial rehabilitation as defined in Section 33413, the acquisition of long-term affordability covenants on multifamily units as described in Section 33413, or the preservation of an assisted housin g development that is eligible for prepayment or termination or for which within the expiration of rental restrictions is scheduled to occur within five years as those terms are defined in Section 65863.10 of the Government Code.”

Housing Authority of the City of Palmdale
Annual Report
Fiscal Year Ended June 30, 2025
5 (4) The statutory value of real property owned by the housing successor, the value of loans and grants receivable, and the sum of these two amounts.

Description Statutory Value
Real Property $14,934,388
Loans and Grants Receivable $30,469,869

Total $40,404,257

(5) A description of any transfers made to a contiguous jurisdiction for the purpose of developing transit priority projects, permanent supportive housing, housing for agricultural employees or special needs housing in the previous fiscal year.

None.

(6) A description of any project for which the housing successor receives or holds property tax revenue pursuant to the Recognized Obligation Payment Schedule and the status of that project.

Property tax revenue in the Low and Moderate Income Housing Asset Fund is encumbered to satisfy the obligation under a Standard Agreement with the California Department of Housing and Community Development to develop 46 affordable townhomes. Construction of the infrastructure for 122 units has been completed. A parcel map for the project area has been completed and recorded.

(7) For interests in real property acquired by the former redevelopment agency prior to February 1, 2012, a status update on compliance with Section 33334.16, as amended by Section 34176.1 . For interests in real property acquired on or after February 1, 2012, a status update on the project.

Acquired before February 1, 2012

Parcel
Date Acquired/
DOF Approved

Status
3006-008-921, -922 (293-191120) 07/22/2005
10/5/2012
Agreement A-9121 for
development affordable
rental units with Linc
Housing
503 East Avenue Q-3
3008-010-020 (-906) (293-191160)
07/19/2007
10/5/2012
Held for resale
3008-010-015 (-904) (293-191230) 10/15/2004
10/5/2012
Vacant land held for
development

Housing Authority of the City of Palmdale
Annual Report
Fiscal Year Ended June 30, 2025
6 Acquired after February 1, 2012

Parcel Date Status
38553 4th St East (3008-016-902) 10/02/2013 Held for resale 38627 32nd Street East (3021-005-900) 08/16/2013 Held for resale 1129 East Avenue R-4 04/23/2015 Rehabilitated and held for resale
3008-010-907 (293-191243) 04/26/2013 Vacant and held for resale/development
38301 11th Street East 09/03/2015 Rehabilitation
38272 11th Street East 09/03/2015 Rehabilitation
38204 11th Street East 09/03/2015 Rehabilitation
38045 & 38055 10th Street East 09/03/2015 Rehabilitation 513 East Avenue Q-4 11/05/2018 6/5/25 A-9241 AHA Victory Outreach
38107 10th Street East 04/06/2021 Vacant and held for resale 3006-006-915
3006-006-916
03/20/2023
11/23/2023
Held for Resale
Held for Resale

(8) A description of any outstanding replacement or production housing obligations pursuant to Section 33413 that remained to transfer to the housing successor on February 1, 2012, of the housing successor’s progress in meeting those obligations, and of the housing successors plans to meet unmet obligations.

No outstanding or unmet obligations.

(9) The housing successor shall include in the report posted on its Internet website the implementation plans of the former redevelopment agency.

The most current implementation plan is posted at
https://www.cityofpalmdaleca.gov/300/Reports-and-Documents

(10) If the housing successor fails to comply with the extremely low income requirement in any five-year report, demonstrate progress to comply in t he annual report.

N/A

(11) The percentage of units of deed restricted rental housing restricted to seniors and assisted individually or jointly by the housing successor, its former redevelopment agency, and its host jurisdiction within the previous 10 years in relation to the aggregate number of units of deed restricted rental housing assisted individually or jointly by the housing successor, its former redevelopment agency, and its host jurisdiction within the same time period.

Housing Authority of the City of Palmdale
Annual Report
Fiscal Year Ended June 30, 2025
7 Project Date completed Units Senior or
Family
La Quinta Apartments 09/03/2015 100 Family
Summerwood Apartments 09/03/2015 54 Family
Park Vista Apartments 09/03/2015 28 Family
Impressions Apartments 09/03/2015 109 Senior
Courson Arts Colony East 12/14/2016 81 Family
Courson Arts Colony West 05/08/2017 80 Family
ACT Duplex
513 E Avenue Q-2
07/19/2017 2 Family
38709 Larkin 02/28/2019 4 Family
507 East Avenue Q-4 05/11/2021 4 Family
Together CA
30th St East
09/30/2022 14 Family
Total 476
Senior 109 23%
Senior

Housing Authority of the City of Palmdale
Annual Report
Fiscal Year Ended June 30, 2025
8 (12) The amount of excess surplus, the amount of time that the successor agency has had excess surplus, and the housing successor’s plan for eliminating the excess surplus. Section 34176 .1(d) defines e xcess surplus as an unencumbered amount in the account that exceeds the greater of one million dollars or the aggregate amount deposited into the account during the housing successor’s preceding four fiscal years, whichever is greater.

Computation of Low and Moderate Income Housing Asset Funds Excess Surplus

Low & Moderate Income
Housing Asset Funds
July 1, 2025

Cash Balance $13,277,907

Less Encumbrances ($11,744,875)

Unencumbered Amount $1,533,032

Limitation = greater of $1,000,000 or housing
successor’s preceding four fiscal years’ deposits
(§34176.1(d))

Deposits in Housing Successor’s last four
fiscal years:

Fiscal year 2023-2024 $2,413,231
Fiscal year 2022-2023
Fiscal year 2021-2022
$2,467,488
$2,476,629

Fiscal year 2020-2021

$1,979,776
Total housing successor’s four fiscal years'
deposits
$9,337,124

Base Limitation $ 1,000,000

Limitation - Greater Amount $9,337,124

Computed Excess Surplus [Unencumbered
Amount exceeding the Limitation]

NONE

Housing Authority of the City of Palmdale
Annual Report
Fiscal Year Ended June 30, 2025
9 (13) An inventory of homeownership units assisted by the former redevelopment agency or the housing successor that are subject to covenants or restrictions or to an adopted program that protects the former redevelopment agency's investment of moneys from the Low and Moderate Income Housing Fund pursuant to subdivision (f) of Section 33334.3. This inventory shall include all of the following information:

(A) The number of those units.
(B) In the first report pursuant to this subdivision, the number of units lost to the portfolio after February 1, 2012, and the reason or reasons for those losses. For all subsequent reports, the number of the units lost to the portfolio in the last fiscal year and the reason for those losses. (C) Any funds returned to the housing successor as p art of an adopted program that protects the former redevelopment agency's investment of moneys from the Low and Moderate Income Housing Fund. (D) Whether the housing successor has contracted with any outside entity for the management of the units and, if so, the identity of the entity.

Number of homeownership units assisted by the former redevelopment agency or the housing successor and subject to covenants or restrictions at 6/30/2025:

88 Number of units lost to portfolio July 1, 2024, through June 30, 2025: 6 Reasons for Losses:

Loans paid: 5
Loans lost to foreclosure or value of property less than loan: 1 Funds received by the Housing Authority:

July 1, 2024 - June 30, 2025: $261,264

The Housing Authority of the City of Palmdale has not contracted with an outside entity for the management of the units.
1 MINUTES

CITY COUNCIL/SA/HA

CITY HALL COUNCIL CHAMBER
38300 SIERRA HIGHWAY, SUITE B

PALMDALE, CALIFORNIA
OCTOBER 7, 2025
5:00 PM

www.cityofpalmdaleca.gov

1) CALL MEETING TO ORDER

Mayor Pro Tem Bettencourt called the meeting to order at 5:00 pm.

Note: All City Council memberships are reflected in their City Council titles.

2) ROLL CALL MAYOR PRO TEM BETTENCOURT, COUNCILMEMBERS BISHOP, LOA, OHLSEN, ALARCÓN COMMISSIONERS FRAGA-SAENZ, BETTS

PRESENT: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Christina Fraga-Saenz, Dianne Betts.

ABSENT: Andrea Alarcón.

Councilmember Alarcón arrived at 5:01 pm.

3) PLEDGE OF ALLEGIANCE AND MOMENT OF SILENCE

Councilmember Bishop led the Pledge of Allegiance.

The following observances were acknowledged for the month of October: Breast Cancer Awareness Month, Crime Prevention Month, Domestic Violence Awareness Month, Code Enforcement Week, and Mental Illness Awareness Week.

Mayor Pro Tem Bettencourt announced the meeting would be adjourned in honor of Frances Hernandez. Councilmember Loa shared a few words about Mrs. Hernandez and her community activism. Mayor Pro Tem Bettencourt, on behalf of the entire Council, spoke condolences to Mr. Hernandez.

4) PRESENTATIONS

4.1) California Voting Rights Act Presentation.

Councilmember Alarcón made a motion and suggested t hat Mayor Pro Tem Bettencourt allow public comments on this item and allow general response to the public. Mayor Pro Tem Bettencourt allowed two minutes for public comments.

2 Mayor Pro Tem Bettencourt made an announcement regarding free vaccinations through L.A. Care.

Attorney Shenkman of Shenkman and Hughes delivered a PowerPoint presentation on the California Voting Rights Act.

Public comments were provided by Michelley, Colleen, Jason Zink, Yul Gevargis, Jasper, Louie Murad, Roger Soderstedt, Rich Gallego, Michael Ross, and Felix Menendez.

There was additional discussion regarding the five -district election system, providing service to the community, the importance of enabling the minority community to elect candidates of their choice, immigrant populations, and ensuring the most accurate and comprehensive information to inform future Council decisions.

4.2) Homelessness Report.

Director of Housing Reyes delivered a PowerPoint presentation.

A discussion was held among Councilmembers, staff, and Los Angeles Homeless Services Authority Coordinator Varden regarding the allocation of Measures A and H funds, the homeless census, access to Metrolink services, the Hope the Mission project, a domestic violence shelter, housing insecurity issues, mental health challenges within the unhoused community, the cleanup of desert encampments, and the efforts of community partners.

Mayor Pro Tem Bettencourt recessed the meeting at 6:50 pm - 7:00 pm.

The following individuals contributed public comments: Jason Zink, Jasper, Rich Gallego, Adel Mikhail, and an unnamed individual.

5) PUBLIC COMMENTS

There were no public comments for Section 6.

6) JOINT CONSENT CALENDAR CITY COUNCIL AND HOUSING AUTHORITY

6.1) Adopt Resolution No. CC 2025-068, a Resolution of the City Council of the City of Palmdale declaring certain Property Surplus Land pursuant to Government Code Sections 54420 et seq; and Adopt Resolution No. HA 2025- 003, a Resolution of the Housing Authority of the City of Palmdale declaring APN 3009- 021-903 Exempt Surplus Land under the Surplus Land Act as amended.

Motion: Adopt Resolution No. CC 2025-068, a Resolution of the City Council of the City of Palmdale declaring certain Property Surplus Land pursuant to Government Code Sections 54420 et seq
Moved by Andrea Alarcón, seconded by Austin Bishop.

Vote: Motion carried (5-0)
3 Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Dianne Betts.

Motion: Adopt Resolution No. HA 2025 -003, a Resolution of the Housing Authority of the City of Palmdale declaring APN 3009 -021-903 Exempt Surplus Land under the Surplus Land Act as amended
Moved by Christina Fraga-Saenz, seconded by Dianne Betts.

Vote: Motion carried (7-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón, Christina Fraga-Saenz, Dianne Betts.

6.2) Approve the minutes from the previous meeting.

Motion: Approve the minutes from the previous meeting.

Moved by Andrea Alarcón, seconded by Austin Bishop.

Vote: Motion carried (7-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón, Christina Fraga-Saenz, Dianne Betts.

Mayor Pro Tem Bettencourt adjourned the Housing Authority meeting.

Councilmember Alarcón pulled items 7.4, 7.5, and 7.9, and Councilmember Bishop pulled item 7.6 for discussion.

Public comments were provided by the following individuals: Jason Zink addressed items 7.4 and 7.12; Rich Gallego commented on various items; and Matthew Gaines, Mark Bozigian, Ben Gocke, Suzy Ghazarossian, Michelle Royal, Kathy MacLaren, David Smith, and Yul Gevargis expressed support for item 7.4.

Additionally, Councilmember Alarcón asked that item 7.3 also be pulled for discussion.

7) CONSENT CALENDAR

7.1) Waive full reading of the Resolution(s) and/or Ordinance(s) to be considered and voted on at this meeting. (This allows for reading the title only in lieu of reciting the entire text).

7.2) Receive and file the Monthly Investment Activity Reports for August 2025.

7.3) Adopt Resolution No. CC 2025-072, a Resolution of the City Council of the City of Palmdale adopting a revised Publicly Available Pay Schedule to ensure compliance with the Public Employees’ Retirement System (CalPERS) pensionable compensation requirements for general positions.

Councilmember Alarcón referenced the revised attachment. 4 Motion: Adopt Resolution No. CC 2025-072, a Resolution of the City Council of the City of Palmdale adopting a revised Publicly Available Pay Schedule to ensure compliance with the Public Employees' Retirement System (CalPERS) pensionable compensation requirements for general positions.

Moved by Andrea Alarcón, seconded by Austin Bishop.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

7.4) Approve Memorandum of Understanding between the City of Palmdale and Antelope Valley Economic Development and Growth Enterprise (AV EDGE) for a total not to exceed amount of $300,000 for a term of one (1) year.

Director of Economic and Community Development Taggart presented the staff report. There was Council and staff discussion regarding the deliverables, operating budget, list of board members, future quarterly reports, local businesses, and bringing private enterprise to the Antelope Valley.

Motion: Approve Memorandum of Understanding between the City of Palmdale and Antelope Valley Economic Development and Growth Enterprise (AV EDGE) for a total not to exceed amount of $300,000 for a term of one (1) year.

Moved by Eric Ohlsen, seconded by Austin Bishop.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

7.5) Adopt Resolution No. CC 2025-010, a Resolution of the City Council of the City of Palmdale approving the updated Palmdale Emergency Operations Plan (EOP).

Emergency Services Administrator Shadkamyan provided a PowerPoint presentation. The Council expressed support for the Emergency Operations Plan. A discussion followed regarding the various components of the Emergency Operations Plan (EOP), including the importance of engaging the AV Fair Authority regarding the Multi -Agency Regional Resilience Center (MARRC) to ensure that residents of Palmdale have assured access to shelter beds.

Motion: Adopt Resolution No. CC 2025-010, a Resolution of the City Council of the City of Palmdale approving the updated Palmdale Emergency Operations Plan (EOP).

Moved by Andrea Alarcón, seconded by Richard J. Loa.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

5 7.6) Approve design services agreement with Duke Engineering for PN 524, Maintenance Yard Fleet Building and Utility Upgrade, for a total not to exceed amount of $248,946.25 for a term of 120 calendar days from the date of the Notice to Proceed.

Councilmember Bishop recused himself from this item and stepped away from the dais for having done business with Duke Engineering in the past.

Motion: Approve design services agreement with Duke Engineering for PN 524, Maintenance Yard Fleet Building and Utility Upgrade, for a total not to exceed amount of $248,946.25 for a term of 120 calendar days from the date of the Notice to Proceed.

Moved by Eric Ohlsen, seconded by Andrea Alarcón.

Vote: Motion carried (4-0)
Yes: Laura Bettencourt, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

Councilmember Bishop returned to the dais.

7.7) Approve Project Authorizations A and B under Master Services Agreement with DXP Enterprises, Inc., for pump maintenance and repair services for a combined total not to exceed amount of $1,251,800, each for a term of three years with an option to extend for two additional one-year terms.

7.8) Adopt Resolution No. CC 2025-071, a Resolution of the City Council of the City of Palmdale authorizing the execution of a grant deed for City-owned land to the Los Angeles County Waterworks District No. 40 for Parcel ’A’ of recorded Lot Line Adjustment No. 703.

7.9) Approve Construction Agreement with All American Building Services for PN 839, McAdam Park Pavilion Rehabilitation Project for a total not to exceed amount of $234,564 for a term of 30 working days from the date of the Notice to Proceed.

Councilmember Alarcón highlighted the renovations that are being done at McAdam Park. Mayor Pro Tem Bettencourt spoke about the Together California project. Councilmember Loa noted that the improvements for McAdam Park are being funded by Measure AV funds.

Motion: Approve Construction Agreement with All American Building Services for PN 839, McAdam Park Pavilion Rehabilitation Project for a total not to exceed amount of $234,564 for a term of 30 working days from the date of the Notice to Proceed.

Moved by Andrea Alarcón, seconded by Eric Ohlsen.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

6 7.10) Approve First Amendment to Agreement with All American Building Services for PN 862, Marie Kerr Park Swim Deck Expansion Project, increasing the agreement by $5,000 for a total not to exceed amount of $436,695 with an extension of 15 working days for a total of 65 working days.

7.11) Adopt Resolution No. CC 2025-070, a Resolution of the City Council of the City of Palmdale setting aside portions of City -Owned land (APNs 3001-026- 918, -923, -924, -925), for right-of-way and bikeway requirements along 25th Street West and Avenue O-12 for public road and highway purposes.

7.12) Approve the nomination to name the futsal courts at Sam Yellen Park in accordance with the City’s Asset Naming and Renaming Policy.

Motion: Approve the items listed on the Consent Calendar except items 7.3, 7.4, 7.5, 7.6, and 7.9.

Moved by Andrea Alarcón, seconded by Richard J. Loa.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

8) APPOINTMENTS

8.1) City Council nomination and appointment of two (2) Housing Authority Tenant Member Commissioners.

City Clerk Scott presented the staff report.

The applicants shared their professional backgrounds and relevant experience.

Motion: Appoint Betts and Fraga -Saenz as Housing Authority Tenant Member Commissioners.

Moved by Richard J. Loa, seconded by Austin Bishop.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

9) NEW BUSINESS

9.1) Approve Employment Agreement between the City of Palmdale and Salvador Mendez.

Director of Operations Samson presented the staff report.

The following individuals provided public comments: Jason Zink, Rich Gallego, Michael Ross, and David Harris.

There was a Council and staff discussion on Section 2(C) of the agreement, directing staff to conduct a search for a City Manager, the positive performance 7 of Interim City Manager Mendez, the stability of the organization, and the process of transparency.

Motion: Bring back a Closed Session discussion regarding the City Manager position.

Moved by Austin Bishop, seconded by Eric Ohlsen.

Vote: Motion Failed (2-3)
Yes: Austin Bishop, Eric Ohlsen.

No: Laura Bettencourt, Richard J. Loa, Andrea Alarcón.

Motion: Issue a directive to staff to initiate a search for a City Manager and allow Salvador Mendez to maintain the position of Interim City Manager.

Moved by Andrea Alarcón, seconded by Richard J. Loa.

Vote: Motion carried (4-1)
Yes: Laura Bettencourt, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

No: Austin Bishop.

10) CITY MANAGER’S REPORT

Interim City Manager Mendez provided an update on several upcoming community events, including the Farmer's Market at Oasis Park on October 10, Kaleidoscope at the Palmdale Amphitheater on October 10 and 11, a pet microchipping Event at Poncitlan Square on October 11, Fall Movie Night on October 17, the Making Strides Against Breast Cancer Walk at the Palmdale Amphitheater on October 25, the Neighborhood Improvement Project scheduled for October 25, Halloween with Houdini at the Palmdale Playhouse on Octobe r 31, and the Día de los Muertos celebration at the Palmdale Playhouse on November 2.

Captain Bardon extended an invitation to the community and Council to attend the Faith and Blue event at Legacy Commons on October 9, as well as the Haunted Jail and Open House at the Palmdale Sheriff's Station on October 11 and 12.

11) NON-AGENDA PUBLIC COMMENTS:

The following individuals provided public input: Eugene Hernandez thanked the Council for the condolences received for his wife’s passing, and shared an incident with the sheriff’s department; Yul Gevargis thanked Mayor Pro Tem Bettencourt for the informative Town Hall meeting, raised concerns about the local wetland and street repairs, and spoke in support of the PFC; Jason Zink questioned city priorities, expressed concerns regarding the sheriff’s station landscaping, and suggested annexing land into the city; Steven Lee shared experiences of racism and discrimination, defended PFC, and criticized the process of selecting the mayor; Carolina Ulloa requested help securing park space for youth sports; Michael Ross, Mark Maldonado, Adriana Gallo, and two unnamed speakers defended PFC, and expressed disappointment with past comments made by Councilmember Ohlsen; Brian Uribe emphasized the importance of child safety due to predators in our valley; Denise criticized PFC’s behavior at meetings; Felix Menendez, SALVA, advocated for 8 funding to support mental health, assistance with housing, and food banks; Rich Gallego spoke regarding closed session information being disclosed publicly; Marsha Furman promoted the Making Strides Breast Cancer Awareness walk; and George Ventura invited the public to a community “Trunk or Treat” event.

12) COUNCIL REPORTS, ANNOUNCEMENTS AND REQUESTS FOR FUTURE

AGENDA ITEMS

12.1) Council Reports.

Councilmember Ohlsen addressed public comments directed toward him and offered clarification regarding his previous statements.

Mayor Pro Tem Bettencourt recessed the meeting from 9:55 pm - 10:04 pm.

Councilmember Alarcón requested that two items be added to a future agenda: a status update on the investigation involving the City Manager and a review of the City Attorney’s contract. She also recognized Hispanic Heritage Month. Additionally, she offered her condolences to M r. Eugene Hernandez and commended his late wife’s contributions to the community.

13) PRESENTATION BY CITY ATTORNEY

13.1) CONFERENCE WITH LEGAL COUNSEL- ANTICIPATED
LITIGATION (Paragraph (4) of subdivision (d) of Gov. Code § 54956.9) Initiation of litigation: (2 cases)

14) ANNOUNCEMENT BY CITY ATTORNEY

Closed Session was held from 10:04 pm - 11:22 pm.

City Attorney Severino announced the following for item 13.1:

Councilmember Loa’s investigation - This is a multifaceted investigation in regards to the criminal violations pertaining to the tow incident. The district attorney has reviewed the materials and declined to file charges. The municipal code violations from this incident and the remaining allegations are pending investigation and review. There is no other reportable action for the second item.

Councilmember Alarcón’s investigation - The City Council initiated an investigation in 2024. T he City Council removed Councilmember Alarcón from the boards based on that investigation . The City Council is monitoring additional alleged incidents being investigated by other agencies. There is no other reportable action.

9 15) ADJOURNMENT

Mayor Pro Tem Bettencourt adjourned the meeting at 11:23 pm, in honor of Frances Hernandez, to October 21, 2025, at 5:00 p.m. in the City Hall Council Chamber located at 38300 Sierra Highway, Suite B, Palmdale, California.

PASSED, APPROVED, and ADOPTED this 2nd day of December 2025

Laura Bettencourt, Mayor Pro Tem

ATTEST:

Rochelle Scott, City Clerk

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: OPERATIONS DEPARTMENT

FINANCE DIVISION

DISTRICT: ALL

SUBJECT: RECEIVE AND FILE THE MONTHLY INVESTMENT ACTIVITY REPORTS FOR OCTOBER 2025

RECOMMENDATION

Staff recommend that the City Council:

1. Receive and file the monthly investment activity reports for October 2025 for the City of Palmdale and Successor Agency.

BACKGROUND

Pursuant to Section 16 of the City and Successor Agency Investment Policy, the City Treasurer shall prepare and present monthly reports on investments to the City Manager/Executive Director and the City Council/Directors. The reports shall detail the type of investment, issuer’s name, purchase date, maturity date, amount of deposit, and interest rate. This information shall be provided for all City and Successor Agency pooled investments and for Certificates of Participation, Revenue Bonds, Tax Allocation Bonds, Assessment Districts, and Community Facilities District accounts managed by outside Fiscal Agents.

The monthly investment reports provide a synopsis of the City and Successor Agency’s investment activity. They provide information on assets, allocations, average maturities, yields, and book valuations. The interest rates presented are the most current rates available as of the date of this report.

The market values presented for pooled City and Successor Agency investments are based on closing prices for the related investment as of the date of this report. This information was obtained from the Wall Street Journal, Bloomberg Financial Markets, Capital Market Finances, or other reliable sources of market prices.

Report to Mayor Pro Tem and City Council
Re: Monthly Investment Reports
December 2, 2025

Page 2 ends

DISCUSSION

Compliance with Investment Policy

For October, the City’s invested portfolio totaled $299,653,846, a decrease of $4,698,746 from the previous month and $33,824,598 less than the prior year. The monthly decrease was due to withdrawal from Local Agency Investment Fund (LAIF) to cover operating expenses for the month.

The par value of the Successor Agency’s portfolio as of October was $10,217,997, an increase of $75,026 from the prior month due to earned interest.

All investments meet criteria appropriate to Section 8 of the Investment Policy. The portfolios are based on a combination of various investments, including CDs, Corporate Notes, US Treasury Securities, and Government Agency Paper, each adhering to portfolio percentage limitations.

The Finance Division is the custodian for the City and Successor Agency’s investment portfolio and follows the three main principles of both entities’ investment policies: 1) Investment in financial instruments that mitigate the risk of monetary losses stemming from market fluctuations; 2) Establish and maintain a portfolio that has sufficient liquidity to allow the City and Successor Agency to meet all anticipated cash requirements; and, 3) Seek out investment instruments that provide a competitive market rate of return.

Liquidity

One core approach the Finance Division focuses on is providing liquidity to meet the City and Successor Agency’s operationa l requirements. Thus, the City invests in two pooled funds, the Local Agency Investment Fund ( LAIF) and the California Asset Management Program (CAMP). These are intended for daily operational activities and can be used during economic uncertaintie s for ongoing operating and maintenance needs. The pooled funds provide a higher liquidity ratio, ensuring the City and Successor Agency meet their cash flow requirements.

The City’s LAIF balance at the end of October was $ 103,815,128, a decrease of $4,808,017 from the prior month due to a transfer from LAIF to the City’s general bank account to cover operational expenditures.

The Successor Agency ’s LAIF balance at the end of October was $ 3,985,613, an increase of $43,068 from the prior month, due to interest earned.

The City’s CAMP balance at the end of October was $ 53,729,147 compared to $53,535,437 in September. The increase is due to interest earned.

Report to Mayor Pro Tem and City Council
Re: Monthly Investment Reports
December 2, 2025

Page 3 ends

The interest rates presented are the most current rates available as of the date of this report. As of October 31, 2025, the interest rates for LAIF and CAMP investments were

4.150 percent and 4.26 percent, respectively. By comparison, the LAIF and CAMP interest rates at the end of September were 4.212 percent and 4.36 percent. This time last year, LAIF and CAMP rates were at 4.518 percent and 5.03, respectively.

The chart above shows the LAIF and CAMP average monthly yields from January 2025 through October 2025. The difference between the two funds’ performance is primarily due to their varying pool characteristics. CAMP’s portfolio composition is more prone to market volatility, resulting in performance variations.

Diversity

The Finance Division aims to diversify the investment portfolios to avoid incurring unreasonable and avoidable risks regarding specific security types or individual financial institutions.

The City and Successor Agency’s investment portfolios remain strongly diversified. The monthly and quarterly reports include all investments held by both entities and current book values as of October 31, 2025.

The City and Successor Agency are expected to have sufficient funds to meet their expenditure requirements for the next six months. The Finance Division will continue to monitor current economic conditions and the impact on interest rates.

Attached are summaries of the investments in the City and Successor Agency’s books as of October 31, 2025.

4.37% 4.33% 4.31% 4.28% 4.27% 4.27% 4.26% 4.25%

4.21%

4.15%

4.55%

4.51%

4.47% 4.45% 4.42% 4.40% 4.41% 4.40%

4.36%

4.26%

3.90%

4.00%

4.10%

4.20%

4.30%

4.40%

4.50%

4.60%
Jan Feb Q3 Mar Apr May Q4 Jun July Aug Q1 Sep Oct
Pooled Investments Monthly Yields

LAIF CAMP
Report to Mayor Pro Tem and City Council
Re: Monthly Investment Reports
December 2, 2025

Page 4 ends

FISCAL IMPACT

$0; There is no fiscal impact associated with the recommended actions for this report.

STRATEGIC PLAN

Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

B. Manage resources, costs, and liabilities to ensure the City’s long-term fiscal health.

C. Involve and expand engagement to enhance public oversight and transparency.

Prepared by: Janelle Samson, Director of Operations
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

Rpt. Monthly Investment Reports October 2025

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
OCTOBER 31, 2025

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT
U.S. TREASURY SECURITIES Yield
03-19-21 12-31-25 CITY 9128285T3 U.S. Treasury Note 2.63 3,000,000.00 3,260,634.36 2,976,600.00 05-11-21 02-28-26 CITY 9128286F2 U.S. Treasury Note 0.66 3,000,000.00 3,261,331.50 2,966,940.00 07-12-21 12-31-25 CITY 9128285T3 U.S. Treasury Note 2.63 5,000,000.00 5,451,958.35 4,961,000.00 03-08-23 03-31-26 CITY 9128286L9 U.S. Treasury Note 2.25 3,200,000.00 3,029,330.80 3,156,832.00 01-03-24 12-31-26 CITY 912828YX2 U.S. Treasury Note 0.04 5,000,000.00 4,696,880.23 4,848,850.00 01-03-24 06-30-27 CITY 91282CEW7 U.S. Treasury Note 0.04 5,000,000.00 4,897,630.28 4,954,900.00 01-03-24 09-30-27 CITY 91282CFM8 U.S. Treasury Note 0.04 2,500,000.00 2,523,771.66 2,522,450.00 01-08-24 02-15-26 CITY 91282CGL9 U.S. Treasury Note 0.04 5,000,000.00 4,987,205.23 4,993,400.00 01-08-24 06-15-26 CITY 91282CHH7 U.S. Treasury Note 0.04 5,000,000.00 5,001,760.94 5,006,000.00 12-18-24 09-30-29 CITY 91282CFL0 U.S. Treasury Note 0.39 5,000,000.00 4,977,094.45 5,022,250.00 12-18-24 10-31-29 CITY 91282CFT3 U.S. Treasury Note 0.40 5,000,000.00 4,988,321.47 5,047,050.00 12-18-24 11-30-29 CITY 91282CFY2 U.S. Treasury Note 0.39 5,000,000.00 4,942,086.29 5,021,300.00 01-02-25 12-31-29 CITY 91282CGB1 U.S. Treasury Note 0.39 3,000,000.00 2,949,835.02 3,012,300.00 TOTAL U.S. TREASURY SECURITIES 54,700,000.00$ 54,967,840.58$ 54,489,872.00$

GOVERNMENT AGENCY PAPER
06-04-21 11-07-25 CITY 3135G06G3 Fannie Mae 0.55 3,000,000.00 2,993,675.25 2,960,070.00 06-30-21 12-30-25 CITY 3130AMRQ7 Federal Home Loan Note 0.88 3,000,000.00 3,000,000.00 2,949,049.86 07-29-21 04-29-26 CITY 3130AN5C0 Federal Home Loan Note 1.05 4,000,000.00 4,010,455.13 3,899,120.00 12-17-21 11-12-25 CITY 3134GXBM5 Federal Home Loan Note 1.15 1,150,000.00 1,125,785.50 1,134,187.50 12-21-21 12-22-26 CITY 3133ENJC5 Federal Farm Credit 1.29 5,000,000.00 5,000,000.00 4,814,666.55 06-24-22 02-26-27 CITY 3130AL5A8 Federal Home Loan Note 3.33 5,000,000.00 4,479,000.00 4,758,477.85 08-17-22 10-27-26 CITY 3134GW4C7 Freddie Mac 0.80 5,000,000.00 4,539,500.00 4,800,207.95 01-06-23 02-25-27 CITY 3130AQRH8 Federal Home Loan Note 4.38 5,000,000.00 4,590,638.89 4,843,987.40 01-06-23 04-19-27 CITY 3130ARHJ3 Federal Home Loan Note 4.38 5,000,000.00 4,801,354.86 4,925,508.20 05-03-24 05-01-28 CITY 3133ERCX7 Federal Farm Credit 5.17 5,000,000.00 5,000,000.00 5,022,317.60 08-08-24 08-14-29 CITY 3134HADY6 Freddie Mac Domestic 4.00 4,000,000.00 3,946,000.00 3,971,348.28 12-03-24 12-04-29 CITY 3130B3XP3 Federal Home Loan 4.50 1,000,000.00 1,000,000.00 998,973.31 12-04-24 12-02-27 CITY 3133ERE23 Federal Farm Credit 4.32 1,000,000.00 1,000,000.00 1,003,072.14 01-27-25 07-27-27 CITY 3130B4RC7 Federal Home Loan Bank 4.50 3,000,000.00 3,000,000.00 3,019,381.53 01-28-25 07-21-27 CITY 3130B4QA27 Federal Home Loan Bank 4.55 3,000,000.00 3,000,000.00 3,003,732.24 06-13-25 10-30-28 CITY 3130B62E5 Federal Home Loan Bank 4.25 3,000,000.00 3,000,000.00 3,000,982.74 06-27-25 04-30-29 CITY 3136GAGW3 Fannie Mae 4.75 5,000,000.00 5,000,000.00 4,993,056.90 07-07-25 07-07-28 CITY 3134HBWS6 Freddie Mac Domestic 4.00 2,000,000.00 1,995,000.00 1,995,000.00 08-29-25 02-25-30 CITY 3133ETUN5 Federal Farm Credit 4.45 5,000,000.00 5,000,000.00 5,000,000.00 08-28-25 02-25-30 CITY 3133ETUM7 Federal Farm Credit 4.53 5,000,000.00 5,000,000.00 5,000,000.00 09-17-25 09-15-28 CITY 3133ETXV4 Federal Farm Credit Bond 3.83 1,400,000.00 1,402,403.14 1,400,000.00 TOTAL GOVERNMENT AGENCY PAPER 74,550,000.00$ 72,883,812.77$ 73,493,140.05$

CITY OF PALMDALE INVESTMENTS

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
OCTOBER 31, 2025

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT

CERTIFICATES OF DEPOSIT
01-04-24 06-15-26 CITY 05580A4Y7 BMW Bank of NA 4.03 240,000.00 243,434.40 241,276.80 01-04-24 12-28-28 CITY 09582YAV4 Blue Ridge Bank 4.09 240,000.00 240,948.00 241,135.20 06-11-24 06-11-26 CITY 38150VUZ0 Goldman Sachs Bank 5.05 245,000.00 245,033.90 247,179.52 06-13-24 06-13-29 CITY 89235MPP0 Toyota Financial SGS 4.65 245,000.00 245,000.00 250,250.86 06-14-24 06-15-26 CITY 34520LBC6 Forbright Bank 5.05 245,000.00 245,000.00 247,279.55 06-14-24 06-14-28 CITY 307811KA6 Farmers & Merchs Bank 5.00 245,000.00 245,000.00 246,517.02 06-17-24 06-17-26 CITY 8562855V9 State Bank of India 5.10 245,000.00 245,000.00 247,345.31 06-18-24 06-18-29 CITY 229083AA8 Evangeline Bank & Trust 5.30 245,000.00 245,000.00 245,115.79 06-20-24 06-22-26 CITY 06051XER9 Bank of America NA 5.05 245,000.00 245,000.00 247,339.38 06-21-24 06-22-26 CITY 35634MAE1 Freedom Bank/Maywood NJ 5.05 245,000.00 245,000.00 247,339.60 TOTAL CERTIFICATES OF DEPOSIT 2,440,000.00$ 2,444,416.30$ 2,460,779.03$ 05-17-23 03-01-26 CITY 30231GAT9 Exxon Mobile Corporation 3.04 1,000,000.00 982,084.11 992,306.58 05-17-23 03-02-26 CITY 194162AQ6 Colgate-Palmolive 4.80 1,000,000.00 1,035,553.33 1,004,192.41 05-17-23 01-26-26 CITY 742718FY0 Procter & Gamble 4.10 1,000,000.00 1,018,471.67 998,946.40 01-04-24 07-27-26 CITY 61761J3R8 Morgan Stanley 4.70 500,000.00 481,185.25 493,730.00 01-04-24 06-15-26 CITY 46625HRS1 JPMorgan Chase & CO 4.52 500,000.00 484,840.25 495,185.00 01-04-24 03-02-28 CITY 718172CE7 Philip Morris Intl Inc 4.49 500,000.00 474,395.25 487,000.00 01-04-24 04-01-27 CITY 808513BW4 Charles Schaw Corp 4.68 500,000.00 479,390.25 492,985.00 01-09-24 06-02-26 CITY 11271LAA0 Brookfield Fin Inc 5.13 500,000.00 490,115.25 498,735.00 01-09-24 11-28-28 CITY 05565QDH8 BP Capital Markets PLC 4.48 500,000.00 483,460.25 491,630.00 01-09-24 01-28-26 CITY 06406RAQ0 Bank OF NY Mellon Corp 4.52 500,000.00 463,355.25 489,620.00 01-09-24 07-09-27 CITY 22550L2K6 Crdit Suisse New York 4.92 500,000.00 500,910.25 507,650.00 01-09-24 08-15-28 CITY 797440CE2 San Diego G & E 4.49 500,000.00 509,340.25 510,425.00 01-09-24 07-01-27 CITY 75973QAA5 Reneissance Financial 5.01 500,000.00 475,470.25 492,385.00 01-09-24 01-27-26 CITY 780082AD5 Royal Bank of Canada 4.97 500,000.00 496,930.25 499,835.00 08-27-24 02-01-29 CITY 06406RBN6 Bank of NY Mellon Corp 4.20 656,000.00 663,116.29 660,965.92 08-27-25 07-26-29 CITY 06406RBK2 Bank of Melon Corp 4.09 1,000,000.00 1,021,952.92 1,021,952.92 08-27-25 08-09-29 CITY 89236TMK8 Toyota Motor Crdt Corp 4.03 500,000.00 510,587.75 510,587.75 08-27-25 05-13-30 CITY 91324PDX7 United Health Group Inc 4.15 1,000,000.00 914,211.92 914,211.92 TOTAL CORPORATE BONDS $11,656,000 $11,485,371 11,562,343.90$

STATE OF CALIFORNIA LOCAL AGENCY INVESTMENT FUND
09-01-84 n/a CITY 98-19-620 0.78 49,231,271.14 49,231,271.14 49,231,271.14 9-19-2024 n/a PFA 40-19-078 36,500,000.00 36,500,000.00 40,178,315.84 9-28-2021 n/a ARPA 19-19-004 0.78 14,405,541.45 14,405,541.45 14,405,541.45 TOTAL LAIF ACCOUNTS 100,136,812.59$ 100,136,812.59$ 103,815,128.43$

CAMP- CALIFORNIA ASSET MANAGEMENT PROGRAM
6080-01 n/a CITY 6080-01 0.30 53,729,147.65 53,729,147.65 53,729,147.65 TOTAL CAMP ACCOUNTS 53,729,147.65$ 53,729,147.65$ 53,729,147.65$

UBS FINANCIAL SERVICES
n/a n/a CITY 0.00 103,464.85 103,464.85 103,464.85
TOTAL UBS FINANCIAL SERVICES ACCOUNTS 103,464.85$ 103,464.85$ 103,464.85$ TOTAL CITY INVESTMENTS 297,315,425.09$ 295,750,865.48$ 299,653,875.91$

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
OCTOBER 31, 2025

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT

STATE OF CALIFORNIA LOCAL AGENCY INVESTMENT FUND
11-20-84 n/a LIBRARY 16-19-012 0.78 14,079.76
TOTAL LIBRARY INVESTMENTS 14,079.76$
SIERRA GATEWAY COMMUNITY FACILITIES DISTRICT 91-1
Fiscal Agent: U.S. Bank National Association (fka First Trust) 05-10-95 n/a BOND 95421220 0.35 122.18
05-10-95 n/a IMPROVEMENT 95421222 0.10 177,561.45
TOTAL SIERRA GATEWAY COMMUNITY FACILITIES DISTRICT 91-1 177,683.63$

BOND PROCEEDS
RITTER RANCH COMMUNITY FACILITIES DISTRICT 93-1
Fiscal Agent: U.S. Bank National Association (fka First Trust) 04-06-95 n/a RESERVE-SEN 95420880 n/a 14.09
04-06-95 n/a IMPV-ACQUI 95420884 0.01 2,955,518.15
04-06-95 n/a BOND 95420887 0.15 0.15
TOTAL RITTER RANCH COMMUNITY FACILITIES DISTRICT 93-1 2,955,532.39$

BOND PROCEEDS
ANAVERDE COMMUNITY FACILITIES DISTRICT 2003-1
Fiscal Agent: U.S. Bank National Association (fka First Trust) 08-01-19 n/a SP TAX - B BOND 242969000 0.00 83.58
08-01-19 n/a RESERVE 242969003 0.00 722,953.95
08-01-19 n/a SP TAX - REFNDING BOND 242969004 0.01 15,151.85 TOTAL ANAVERDE COMMUNITY FACILITIES DISTRICT 2003-1 738,189.38$

BOND PROCEEDS
2005 $7.2M COMMUNITY FACILITIES DISTRICT 05-1 (TRADE AND COMMERCE CENTER) REFUNDED 2021 Fiscal Agent: U.S. Bank National Association (fka First Trust) n/a SPEC TRB SER A/B 251009000 0.01 14,711.20
n/a RESERVE FUND 251009001 0.01 643,051.96
TOTAL 2005 $7.2M COMMUNITY FACILITIES DISTRICT 05-1 (TRADE AND COMMERCE CENTER) REFUNDED 2021657,763.16$

LIBRARY INVESTMENTS

FISCAL AGENT CASH

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
OCTOBER 31, 2025

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT

BOND PROCEEDS
2006-1 GODDE HILL ESTATE SEWER IMPROVEMENTS LOIB
Fiscal Agent: U.S. Bank National Association (fka First Trust) 11-08-06 n/a REDEMPTION FUND 106844000 0.01 29,486.85
11-08-06 n/a ADM EXP 106844002 0.01 1,827.13
11-08-06 n/a RESERVE FUND 106844003 0.01 86,557.03
TOTAL 2006-1 GODDE HILL ESTATE SEWER IMPROVEMENTS LOIB 117,871.01$ 2015 HA DEBT SERVICE RESERVE
Fiscal Agent: Bank of America
11-19-15 n/a DEBT SVC RESERVE 1257964992 0.08 41,018.84 TOTAL 2015 HA DEBT SERVICE RESERVE 41,018.84$

PARS RESTRICTED CASH FOR PENSION STABILIZATION TRUST FUND 05-23-18 n/a CITY 104790895775 Public Agency Retirement Services2.60 12,242,625.17 TOTAL PARS PENSION TRUST FUND 12,242,625.17$

BOND PROCEEDS
2015 HA $4.3M MULTIFAMILY HOUSING REVENUE BONDS
Fiscal Agent: U.S. Bank National Association (fka First Trust) 09-03-15 n/a BOND FUND 277067000 0.00 122,469.74
09-03-15 n/a INTEREST ACCT 277067001 0.01 6.95
09-03-15 n/a BOND RESERVE 277067003 0.00 281,020.87
09-03-15 n/a REPAIR & REPLACE FUND 277067004 0.00 1,420,511.72 TOTAL 2015 HA $4.3M MULTIFAMILY HOUSING REVENUE BONDS 1,824,009.28$

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
OCTOBER 31, 2025

PURCHASE MATURITY ACCOUNT/ INTEREST PAR PURCHASE INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT AMOUNT AMOUNT

BOND PROCEEDS
2017 PFA $17.4M LEASE REVENUE BONDS
Fiscal Agent: U.S. Bank National Association (fka First Trust) 04-05-17 n/a REVENUE FUND 271128000 0.00 0.00
04-05-17 n/a REVENUE REFUNDING BOND 271128001 n/a 171,143.66 04-05-17 n/a REVENUE REFUNDING BOND 271128002 750,000.10 TOTAL 2017 PFA $17.4M LEASE REVENUE BONDS 921,143.76$

BOND PROCEEDS
2023 A&B SERIES ACQUISITION & CONSTRUCTION REVENUE BOND Fiscal Agent: U.S. Bank National Association (fka First Trust) 248041000 9.21
11-30-23 n/a INTEREST 248041001 505,006.70
11-30-23 n/a PRINCIPAL 248041002 0.51
11-30-23 n/a REVENUE FUND 248041004 13.54
11-30-23 n/a INTEREST 248041007 0.57
11-30-23 n/a REVENUE FUND 248041008 4,800,380.97
TOTAL 2023 A&B SERIES B ACQUISITION & CONSTRUCTION REV BOND 5,305,411.50$ GRAND TOTAL - FISCAL AGENT CASH 24,981,248.12$
Cash on Hand 11,110,579$
Pooled Cash Investments

City: 297,761,088$
Insur Fund: 1,892,788$ 299,653,876$ Library Investments 14,080$

Subtotal 310,778,535$

City/AD/CFD/PCA/PFA/HA
Fiscal Agent Cash 24,981,248$

Grand total 335,759,783$

The interest rate quoted on LAIF, AIM, and Fiscal Agent/Trustee accounts is the most current rate available.

LAIF & AIM interest Rates are as of October, 2025

SUMMARY OF CASH AND INVESTMENTS

Page 1 of 1 ends

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
OCTOBER 31, 2025

CITY OF PALMDALE

POOLED CASH - LOCAL AGENCY INVESTMENT FUND (LAIF), CALIFORNIA ASSET MANAGEMENT PROGRAM (CAMP), & UBS FINANCIAL SERVICES

TRANSACTION INTEREST

DATE DEPOSIT WITHDRAWAL RECEIVED BALANCE
LAIF - CITY ACCOUNT 98-19-620
Beginning Balance 54,629,095.75$
10-15-25 602,175.39$
10-15-25 (3,000,000.00)$
10-31-25 (3,000,000.00)$
Subtotal -$ (6,000,000.00)$ 602,175.39$ 49,231,271.14$ LAIF - PFA ACCOUNT 40-19-078
Beginning Balance 39,744,157.84$
10-15-25 434,158.00$
Subtotal -$ -$ 434,158.00$ 40,178,315.84$ LAIF - LIBRARY ACCOUNT 16-19-012
Beginning Balance 13,927.62$
10-15-25 152.14$
Subtotal -$ -$ 152.14$ 14,079.76$ LAIF - ARPA ACCOUNT 19-19-004
Beginning Balance 14,249,891.87$
10-15-25 155,649.58$
Subtotal -$ -$ 155,649.58$ 14,405,541.45$ CAMP
Beginning Balance 53,535,437.20$
10-31-25 193,710.45 $
Subtotal -$ -$ 193,710.45$ 53,729,147.65$ UBS Financial Services
Beginning Balance 187,874.34$
10-31-25 136,778.01 $
10-31-25 (221,187.50)$
Subtotal -$ (221,187.50)$ 136,778.01$ 103,464.85$ Total -$ (6,221,187.50)$ 1,522,623.57$ 157,661,820.69$

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
OCTOBER 31, 2025
TN= US Treasury C= Call
FP= Federal Paper M= Maturity
CD= Certificate of Deposit CB= Corporate Bond
FACE

PURCHASE MATURITY VALUE INTEREST NET INVESTED GAIN/

ISSUER DATE DATE REDEEMED RECEIVED FUNDS AMOUNT (LOSS)
-
-$ -
-$ -
-$ -
-$ -
-$ -
-$ -$ -$ -$ -$ Total Number of Transactions:

CITY OF PALMDALE

POOLED CASH - INVESTMENTS MATURED OR CALLED

CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
OCTOBER 31, 2025
TN = US Treasury
FP = Federal Paper
CD = Certificate of Deposit
CN = Corporate Notes ACCRUED
PURCHASE MATURITY FACE PREMIUM / PURCHASE INTEREST NET Yield

ISSUER DATE DATE VALUE (DISCOUNT) PRICE PURCHASED PURCHASE - -
- -
- -
- -
- -
- -
-$ -$ -$ -$ -$ Total Number of Transactions:

POOLED CASH - INVESTMENTS PURCHASED

SUCCESSOR AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
October 31, 2025

PURCHASE MATURITY ACCOUNT/ INTEREST INVESTED

DATE DATE FUND INSTITUTION RATE AMOUNT TOTAL
LAIF - SA ACCOUNT 65-19-035
09-01-84 n/a SA Account 65-19-035 0.78 3,985,613.24
3,985,613.24$

FISCAL AGENT CASH

BOND PROCEEDS
CRA - 2002 Sub Lien Tax Allocation Bonds $5.3M ($5,329,748.25) Fiscal Agent: U.S. Bank National Association
08-20-02 n/a Reserve Fund 94460700 2.54 547,253.63
08-20-02 n/a Interest Acct 94460701 0.04 42,394.81
08-20-02 n/a Principal Acct 94460702 0.04 379.01

TOTAL CRA - 2002 Sub Lien Tax Allocation Bonds $5.3M ($5,329,748.25) 590,027.45$

BOND PROCEEDS
2016 SA $31.5M Tax Allocation Refunding Bonds Series A
Fiscal Agent: U.S. Bank National Association (fka First Trust) 04-26-16 n/a Debt Service 245113000 0.00 12.37
04-26-16 n/a Interest Acc 245113001 N/A 0.00
TOTAL 2016 SA $31.5M Tax Allocation Refunding Bonds Series A 12.37$

GRAND TOTAL - FISCAL AGENT CASH

SUMMARY OF CASH AND INVESTMENTS
Cash on Hand 6,232,384$ 6,232,383.94$
$0
Pooled Cash Investments 3,985,613$ $0
6,232,383.94$
Successor Agency Fiscal Agent Cash -$ *

Grand total 10,217,997$

* The interest rate quoted on LAIF and Fiscal Agent/Trustee accounts is the most current rate available.

LAIF interestrates are as of October 31, 2025.

S:\Cash and Investment\Investment\Investment Reports\25-26\04 Oct 2025\[OCT 2025 Successor Investment Report.xls]OCT 2025 Monthly

SUCCESSOR AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALMDALE

TREASURER'S REPORT OF INVESTMENTS
October 31, 2025

POOLED CASH - STATE OF CALIFORNIA LOCAL AGENCY INVESTMENT FUND (LAIF)

TRANSACTION INTEREST

DATE DEPOSIT WITHDRAWAL RECEIVED BALANCE
LAIF - SA ACCOUNT 65-19-035
Beginning Balance 3,942,545.58
10-15-25 43,067.66$
Subtotal -$ -$ 43,067.66$ 3,985,613.24$

Successor Agency
Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE VICE CHAIR AND DIRECTORS

FROM: OPERATIONS DEPARTMENT

FINANCE DIVISION

DISTRICT: ALL

SUBJECT: ADOPT RESOLUTION NOS. SA 2025 -004 AND SA 2025 -005,

RESOLUTIONS OF THE SUCCESSOR AGENCY TO THE

COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF

PALMDALE APPROVING THE RECOGNIZED OBLIGATION

PAYMENT SCHEDULE AND THE ADMINISTRATIVE BUDGET,
RESPECTIVELY, FOR THE P ERIOD OF JULY 1, 2026 THROUGH
JUNE 30, 2027

RECOMMENDATION

Staff recommend that the Successor Agency to the Community Redevelopment Agency of the City of Palmdale:

1. Adopt Resolution No. SA 2025-004 approving the Recognized Obligation Payment Schedule (ROPS 2026-27) for the period of July 1, 2026, through June 30, 2027; and,

2. Adopt Resolution No. SA 2025-005 approving the Administrative Budget for the Period of July 1, 2026, through June 30, 2027 (Administrative Budget 2026-27).

BACKGROUND

Assembly Bill 1X 26 (AB 26) was signed by the Governor on June 28, 2011, and upheld as constitutional by the California Supreme Court. On June 27, 2012, the Governor signed Assembly Bill 1484 (AB 1484). AB 26 and AB 1484 (together the Dissolution Bills) made sweepi ng changes to California Redevelopment Law, eliminating redevelopment agencies statewide, establishing successor agencies, and requiring the successor agencies to pay, perform, and enforce the enforceable obligations of the former redevelopment agencies an d to wind down the affairs of the former redevelopment agencies.

Report to Vice Chair and Directors of the Successor Agency Re: Adopt Reso Nos.SA 2025-004 and SA 2025-005
December 2, 2025

Page 2 ends

Administrative Budget

Section 34177(j) of the Dissolution Bills requires the Successor Agency to prepare an Administrative Budget annually and submit it to the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board for approval.

Section 34177(k) of the Dissolution Bills further requires the Successor Agency to provide the Los Angeles County Auditor -Controller with the administrative cost estimates from its approved Administrative Budget to be paid from property tax revenues deposited in the Redevelopment Property Tax Trust Fund.

Health & Safety Code Section 34171(b)(3) states that commencing July 1, 2016, the administrative cost allowance shall be up to 3 percent of the actual property tax distributed to the successor agency by the county auditor -controller in the preceding fiscal year for payment of approved enforceable obligations, reduced by the successor agency’s administrative cost allowance and loan repayments made to the city pursuant to Section 34191.4(b) during the preceding fiscal year, subject to a minimum of $250,000, u nless such amount is reduced by the Oversight Board or by agreement between the successor agency and the State Department of Finance (“Department of Finance”). Staff has estimated this amount and allocated it to various Successor Agency costs as detailed in Exhibit A to Resolution No. SA 2025-005.

Recognized Obligation Payment Schedule (ROPS)

Section 34177(l) of the Dissolution Bills requires the Successor Agency to prepare a Recognized Obligation Payment Schedule (ROPS) listing the enforceable obligations of the former Redevelopment Agency annually.

Section 34177(l) further requires that (i) the ROPS shall be submitted to the county administrative officer, the Los Angeles County Auditor -Controller (Auditor -Controller) and the State Department of Finance (Department of Finance) at the same time that the Successor Agency submits the ROPS to the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board for approval; (ii) the ROPS shall be submitted to and duly approved by the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board; (iii) the approved ROPS shall be posted on the Successor Agency’s website; and (iv) the approved ROPS shall be submitted to the Auditor -Controller, the State Controller and the State Department of Finance.

Section 34180 of the Dissolution Bills (Section 34180) requires certain successor agency actions to be approved by the oversight board, including Section 34180(c) “Setting aside of amounts in reserves as required by indentures, trust inden tures, or similar documents governing the issuance of outstanding redevelopment agency bonds.” The attached ROPS 2026 -27 details amounts in accordance with Section 34180(c).

Report to Vice Chair and Directors of the Successor Agency Re: Adopt Reso Nos.SA 2025-004 and SA 2025-005
December 2, 2025

Page 3 ends

The attached ROPS 2026-27 also includes an enforceable obligation for the repayment of the Educational Revenue Augmentation Fund (“ERAF”) and Supplemental Educational Revenue Augmentation Fund (“SERAF”) loans borrowed from the former Redevelopment Agency’s Low and Moderate Income Housing Fund.

Senate Bill No. 107 (section 14 of Chapter 325, Statutes of 2015) states that the Successor Agency’s Oversight Board continues to exist and will only cease to exist after all of its indebtedness has been repaid, and thus, requires that the City’s Successor Agency’s Oversight Board approve ROPS 2026-27.

DISCUSSION

The attached Resolution Nos. SA 2025-004 and SA 2025-005 seek approval of the Recognized Obligation Payment Schedule (ROPS) 2026-27 and the Administrative Budget 2026-27.

Approval of the ROPS and the Administrative Budget will allow the City to remain in compliance with AB 26 and AB 1484 (together the Dissolution Bills), and to submit the information timely to the county administrative officer, the Los Angeles County Auditor- Controller (Auditor-Controller), and the State Department of Finance (Department of Finance). Simultaneously, the Successor Agency submits the ROPS to the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board for approval.

Upon approval from the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board and the State Department of Finance, the City may then incorporate the requested administrative budgets and payments from the ROPS into its annual budget for Fiscal Year 2026-27.

FISCAL IMPACT

The Administrative Budget for the period of July 1, 2026 through June 30, 2027 totals $126,966. These funds will be included in various line items in Program 20 of Fund 460 in the fiscal year 2026 -27 budget and are included on the ROPS. These funds will be used to reimburse the City for its staff hours.

The total payments estimated during the one -year period of ROPS 2026 -27 is $13,777,173, of which $7,787,047 is expected to be funded by Redevelopment Property Tax Trust Funds (RPTTF) to be received from the Los Angeles County Auditor-Controller (including Administrative Cost Allowance, $ 5,363,462 is from reserve balance funds received in the prior year, and $626,664 is from other funds. Amounts are to be budgeted in various areas of the Successor Agency and Housing Successor Agency budgets.

Report to Vice Chair and Directors of the Successor Agency Re: Adopt Reso Nos.SA 2025-004 and SA 2025-005
December 2, 2025

Page 4 ends

STRATEGIC PLAN

Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

A. Manage resources, costs, and liabilities to ensure the City’s long -term fiscal health.

Prepared by: Janelle Samson, Director of Operations
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim Executive Director Approved as to form: Alexandra Severino, General Counsel

ATTACHMENTS

Reso. No. SA 2025-004 ROPS
Exh A Palmdale Annual ROPS 2026-27
Reso. No. SA 2025-005 Administrative Budget
Exh A Administrative Budget 2026-27

SUCCESSOR AGENCY

TO THE COMMUNITY REDEVELOPMENT AGENCY

OF THE CITY OF PALMDALE

CALIFORNIA
RESOLUTION NO. SA 2025-004

A RESOLUTION OF THE SUCCESSOR AGENCY TO THE COMMUNITY

REDEVELOPMENT AGENCY OF THE CITY OF PALMDALE APPROVING

THE RECOGNIZED OBLIGATION PAYMENT SCHEDULE (ROPS) FOR
THE PERIOD OF JULY 1, 2026 THROUGH JUNE 30, 2027.

WHEREAS, The Community Redevelopment Agency of the City of Palmdale (“Redevelopment Agency”) was a redevelopment agency in the City of Palmdale (“City”), duly created pursuant to the California Community Redevelopment Law (Part 1 (commencing with SECTION 33000) of Division 24 of the California Health and Safety Code) (“Redevelopment Law”); and

WHEREAS, The Redevelopment Agency was responsibl e for the administration of redevelopment activities within the City; and

WHEREAS, Assembly Bill 1X 26 (“AB 26”) was signed by the Governor on June 28, 2011 and upheld to be constitutional by the California Supreme Court on December 29, 2011; and

WHEREAS, AB 26 made certain changes to the California Community Redevelopment Law (Part 1 (commencing with Section 33000) of Division 24 of the California Health and Safety Code), including adding Part 1.8 (commencing with Section 34161) and Part 1.85 (commencing with Section 34170) (“Part 1.85”) to Division 24 of the California Health and Safety Code (“Health and Safety Code”); and

WHEREAS, On February 1, 2012, as a result of the Supreme Court’s decision, all California redevelopment agencies were dissolved, suc cessor agencies were established as successor agencies to the former redevelopment agencies pursuant to Health and Safety Code Section 34173, and successor agencies are tasked with paying, performing and enforcing the enforceable obligations of the former redevelopment agencies and winding down the affairs of the former redevelopment agencies; and

WHEREAS, On June 27, 2012, the Governor of California signed Assembly Bill 1484 (“AB 1484”) into law, making several substantive and technical amendments to AB 26 (AB 26 and AB 1484 together referred to as the “Dissolution Bills”); and

WHEREAS, On January 4, 2012, the City Council adopted Resolution No. CC 2012-002 declaring itself as the Successor Agency to the Community Redevelopment Agency of the City of Palmd ale (“Successor Agency”) upon the dissolution of the Redevelopment Agency; and

Resolution No. SA 2025-004

Page 2 of 4 ends

WHEREAS, On April 4, 2012 the City Council, acting in its capacity as the Successor Agency, adopted Resolution No. CC 2012 -041 SA naming itself the “Successor Agency to the Community Redevelopment Agency of the City of Palmdale”, the sole name by which it will exercise its powers and fulfill its duties pursuant to Part

1.85 of AB 26, and establishing itself as a separate legal entity with rules and regulations that will apply to the governance and operations of the Successor Agency; and

WHEREAS, pursuant to Health and Safety Code Section 34179 (q), commencing on and after July 1, 2018, the County of Los Angeles, where more than 40 oversight boards were created by the Dissolut ion Act, shall have five consolidated oversight boards, each encompassing the five supervisorial districts; and

WHEREAS, the Fifth Supervisorial District Consolidated Oversight Board ("Fifth District Consolidated Oversight Board") has jurisdiction over th e Successor Agency of the Former Redevelopment Agency to the City of Palmdale and

WHEREAS, the Fifth District Consolidated Oversight Board will hold a regular/special meeting on or about January 8, 2026; and

WHEREAS, Health & Safety Code SECTION 34177(l) (“SECTION 34177(l)”) requires the Successor Agency to prepare a forward-looking Recognized Obligation Payment Schedule (ROPS) listing the enforceable obligations of the former Redevelopment Agency that are due in the next annual period; and

WHEREAS, SECTION 34177(l), as amended by AB 1484, also provides that (i) the ROPS shall be submitted to the county administrative officer, the Los Angeles County Auditor-Controller (“Auditor-Controller”) and the State Department of Finance (“Department of Finance”) at the same time that the Successor Agency submits the ROPS to the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board for approval; (ii) the ROPS shall be submitted to and duly approved by the Los Angeles County Fifth Supervisorial D istrict Consolidated Oversight Board; (iii) the approved ROPS shall be posted on the Successor Agency’s website; and (iv) the approved ROPS shall be submitted to the Auditor-Controller, the State Controller and the State Department of Finance; and

WHEREAS, Health & Safety Code Section 34179.7 (o) (1), requires the Successor Agency to prepare a forward-looking, annual Recognized Obligation Payment Schedule (ROPS) listing the enforceable obligations of the former Redevelopment Agency that are due in the next annual period and submitting an oversight board approved annual ROPS to the Department of Finance and Auditor - Controller by February 1, 2026; and

WHEREAS, Health and Safety Code Section 34183(a) provides that the Auditor- Controller disburse funds to successor agencies on June 1, 2026 and January 1, 2027 based on ROPS 2026-27 in accordance with the prescribed order of priority and the Resolution No. SA 2025-004

Page 3 of 4 ends

Dissolution Bills require that such disbursements be made as and when necessary for the Successor Agency to repay and perform enforceable obligations when due; and

WHEREAS, Health and Safety Code Section 34180 (“Section 34180”) requires certain successor agency actions to be approved by the oversight board, including Section 34180(c) “Setting aside of amounts in reserves as required by indentures, trust indentures, or similar documents governing the issuance of outstanding redevelopment agency bonds”; and

WHEREAS, the attached ROPS 2026-27 (Exhibit A) details amounts in accordance with Section 34180(c); and

WHEREAS, the Successor Agency now desires to approve ROPS 2026-27, which is attached hereto and incorporated herein by reference; and

WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred.

NOW THEREFORE, BE IT RESOLVED, THE SUCCESSOR AGENCY TO THE

COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALMDALE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:

SECTION 1. The Board of Directors hereby finds and determines that the foregoing recitals are true and correct.

SECTION 2. The Board of Directors hereby approves the setting aside of funds as detailed in ROPS 2026-27 in accordance with Section 34180(c) to comply with bond documents.

SECTION 3. The adoption of this Resolution is not intended to and shall not constitute a waiver by the Successor Agency of any rights the Successor Agency may have to challenge the effectiveness and/or legality of all or any portion of the Dissolution Bills through administrative or judicial proceedings

SECTION 4. The ROPS 2026-27 (Exhibit A), which is attached hereto and incorporated by reference, is hereby approved and adopted.

SECTION 5. The Executive Director, or designee, is hereby authorized and directed to make any and all non-substantive changes to the approved ROPS to conform to any chang es or to address further guidance or direction from the Department of Operations, or to address any other new information, including but not limited to new report forms, and such revised ROPS shall be considered approved by the Successor Agency.

Resolution No. SA 2025-004

Page 4 of 4 ends

SECTION 6. The Executive Director, or designee, is hereby authorized and directed to: (i) submit the Successor Agency approved ROPS 2026-27 to the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board for its review and approval and to concur rently submit ROPS 2026-27 to the county administrative officer, the Auditor-Controller and the Department of Finance; (ii) submit the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board approved ROPS 2026- 27 to the Auditor Control ler, the State Controller, the Department of Finance and any and all other entities as necessary or appropriate; (iii) post the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board approved ROPS 2026-27 on the City’s website; and (iv) take any and all other actions and execute any and all such other documents as are necessary, convenient or appropriate to comply with the Dissolution Bills, and to effectuate the intent of this Resolution on behalf of the Successor Agency.

SECTION 7. This Resolution shall take effect immediately upon its adoption.

SECTION 8. The Agency Secretary shall certify to the adoption of this resolution.

PASSED, APPROVED and ADOPTED this 2nd day of December, 2025.

_________________________________
Approved as to form: Laura Bettencourt, Vice Chair

ATTEST:

___________________________ _________________________________ Alexandra Halfman Rochelle Scott,
General Counsel Agency Secretary

I, Rochelle Scott , Agency Secretary of the Successor Agency to the Community Redevelopment Agency of the City of Palmdale, California, do hereby certify that the foregoing resolution was duly passed, approved, and adopted by the Successor Agency at a regular meeting of said Agency held on the 2nd day of December, 2025, by the following roll call vote:

AYES:

NOES:_____________________________________________________________

ABSTAIN:______________________ABSENT:_____________________________

Date: ________________________
Rochelle Scott, Agency Secretary
Recognized Obligation Payment Schedule (ROPS 26-27) - Summary Filed for the July 1, 2026 through June 30, 2027 Period Successor Agency: Palmdale
County: Los Angeles
Current Period Requested Funding for Enforceable
Obligations (ROPS Detail)
26-27A Total
(July -
December)
26-27B Total
(January -
June)
ROPS 26-27
Total
A Enforceable Obligations Funded as Follows (B+C+D) $ 5,625,126 $ 365,000 $ 5,990,126 B Bond Proceeds - - -
C Reserve Balance 5,363,462 - 5,363,462
D Other Funds 261,664 365,000 626,664
E Redevelopment Property Tax Trust Fund (RPTTF) (F+G) $ 1,799,490 $ 5,987,557 $ 7,787,047 F RPTTF 1,673,524 5,987,557 7,661,081
G Administrative RPTTF 125,966 - 125,966
H Current Period Enforceable Obligations (A+E) $ 7,424,616 $ 6,352,557 $ 13,777,173 Certification of Oversight Board Chairman:

Name Title
Pursuant to Section 34177 (o) of the Health and Safety
code, I hereby certify that the above is a true and
accurate Recognized Obligation Payment Schedule for
the above named successor agency. /s/
Signature Date
Palmdale
Recognized Obligation
Payment Schedule (ROPS 26-27) - ROPS Detail
July 1, 2026 through June 30, 2027

A B C D E F G H I J K L M N O P Q R S T U V W
Item
# Project Name Obligation
Type
Agreement
Execution
Date
Agreement
Termination
Date
Payee Description Project
Area
Total
Outstanding
Obligation
Retired ROPS
26-27 Total
ROPS 26-27A (Jul - Dec)
26-27A
Total
ROPS 26-27B (Jan - Jun)
26-27B
Total
Fund Sources Fund Sources
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin
RPTTF
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin
RPTTF
$58,003,243 $13,777,173 $- $5,363,462 $261,664 $1,673,524 $125,966 $7,424,616 $- $- $365,000 $5,987,557 $- $6,352,557 6 Loan from
Housing for
SERAF
SERAF/
ERAF
05/05/
2010
11/30/2036 Housing
Authority for
deposit into
Housing
Asset Fund
Statutory
Obligation FY
2009-10

SERAF -
Merged Proj
Area
Merge 1,570,491 N $450,000 - - 261,664 188,336 - $450,000 - - - - - $- 7 Loan from
Housing for
SERAF
SERAF/
ERAF
03/02/
2011
02/28/2034 Housing
Authority for
deposit into
Housing
Asset Fund
Statutory
Obligation FY
2010-11
SERAF - Proj
Area No 1
PA 1 521,581 N $- - - - - - $- - - - - - $-
8 Loan from
Housing for
SERAF
SERAF/
ERAF
03/02/
2011
11/30/2036 Housing
Authority for
deposit into
Housing
Asset Fund
Statutory
Obligation FY
2010-11

SERAF -
Merged Proj
Area
Merge 1,867,705 N $- - - - - - $- - - - - - $-
13 2010 Tax Alloc
Ref
Notes($27.5M)
Bonds
Issued On or
Before 12/
31/10
12/23/
1998
03/01/2026 AC Warnack
Trust/
Shaughne
S. Warnack
Trust
Notes issued
for non-housing
projects
PA 1 - Y $- - - - - - $- - - - - - $-
23 2002 Tax Alloc
Bonds ($5.3M)
Bonds
Issued On or
Before 12/
31/10
08/20/
2002
12/01/2032 US Bank Bonds issued
for non-housing
projects
Merge 6,590,000 N $970,000 - 970,000 - - - $970,000 - - - - - $- 24 2002 Tax Alloc
Bonds ($5.3M)
Reserves 08/20/
2002
12/01/2032 US Bank Bond
Covenants -
H&S Code Sec
34171(d)(1)(A)
Merge 970,000 N $970,000 - - - - - $- - - 365,000 605,000 - $970,000 30 Bond
Administration
Fees
Fees 06/15/
1993
09/01/2034 US Bank Fiscal Agent/
Trustee fees on
Bond issues
Merge 93,000 N $12,000 - - - 8,200 - $8,200 - - - 3,800 - $3,800 32 Arbitrage
Calculation
Reports
Fees 07/16/
2002
09/01/2034 BondLogistix
LLC
Arbitrage
rebate calc
svcs
Merge 18,000 N $1,750 - - - - - $- - - - 1,750 - $1,750 35 Bond
Disclosure
Reports
(A-0695)
Fees 05/24/
2004
09/01/2034 NBS Disclosure
reporting
services
Merge 72,000 N $9,000 - - - - - $- - -
- 9,000 - $9,000
37 Agency
Financial Audit
(A-2844)
Fees 07/01/
2009
09/01/2034 Eide Bailly Audit services -
annually
required by
bond
Merge 115,000 N $13,000 - - - 6,500 - $6,500 - - - 6,500 - $6,500

A B C D E F G H I J K L M N O P Q R S T U V W
Item
# Project Name Obligation
Type
Agreement
Execution
Date
Agreement
Termination
Date
Payee Description Project
Area
Total
Outstanding
Obligation
Retired ROPS
26-27 Total
ROPS 26-27A (Jul - Dec)
26-27A
Total
ROPS 26-27B (Jan - Jun)
26-27B
Total
Fund Sources Fund Sources
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin
RPTTF
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin
RPTTF
documents
H&S Code Sec
34171(d)(1)(A)
39 Prop Tax
Consulting
Svcs (A-3220)
- Merge
Fees 09/01/
2010
09/01/2034 HdL Coren
& Cone
Property Tax
Consulting
Services - data
required for
annual Bond
Disclosures
H&S Code Sec
34171(d)(1)(A)
Merge 110,000 N $12,000 - - - 6,000 - $6,000 - - - 6,000 - $6,000 62 Property
Assessments
Property
Maintenance
07/01/
2026
06/30/2027 COP -
Streetlight
Maint Dist
Streetlight
Maint. Dist.

Assessments -
Costs of
maintaining
assets prior to
disposition,
allowable by
H&S Code Sec
34171(d)(1)(F).

PA 1 - Y $- - - - - - $- - - - - - $-
65 Property
Assessments/
Spec Taxes
Property
Maintenance
07/01/
2026
06/30/2027 CFD 05-1 Special Tax
Assessment -
CFD 05-1 -
Costs of
maintaining
assets prior to
disposition,
allowable by
H&S Code Sec
34171(d)(1)(F).

Merge - Y $- - - - - - $- - - - - - $-
66 Property
Assessments -
PA 1
Property
Maintenance
07/01/
2026
06/30/2027 COP-Park
Maint & Rec
Impv Dist
Park Maint &
Rec Impv
Assessments -
Costs of
maintaining
assets prior to
disposition,
allowable by
H&S Code Sec
34171(d)(1)(F).

PA 1 - Y $- - - - - - $- - - - - - $-
68 Property
Assessments -
PA 1
Property
Maintenance
07/01/
2026
06/30/2027 AV Mosquito
& Vector
Control
Mosquito
Abatement
Assessments -
Costs of
maintaining
assets prior to
disposition,
allowable by
H&S Code Sec
34171(d)(1)(F).

PA 1 - Y $- - - - - - $- - - - - - $-

A B C D E F G H I J K L M N O P Q R S T U V W
Item
# Project Name Obligation
Type
Agreement
Execution
Date
Agreement
Termination
Date
Payee Description Project
Area
Total
Outstanding
Obligation
Retired ROPS
26-27 Total
ROPS 26-27A (Jul - Dec)
26-27A
Total
ROPS 26-27B (Jan - Jun)
26-27B
Total
Fund Sources Fund Sources
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin
RPTTF
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin
RPTTF
76 DDA Transit
Vlg
Townhomes
(A-1977)

OPA/DDA/
Construction
07/10/
2007
12/31/2061 Palmdale
Transit
Village
Townhomes,
LLC
Transit Village
townhome
development
Housing - Y $- - - - - - $- - - - - - $-
80 DDA Transit
Vlg
Townhomes
(A-1977)

OPA/DDA/
Construction
07/10/
2007
12/31/2061 Palmdale
Transit
Village
Townhomes,
LLC
Reimbursement
to Developer of
Parks & Rec
Impact Fees
Housing - Y $- - - - - - $- - - - - - $-
160 Commission
charges
Property
Dispositions
07/01/
2026
06/30/2027 Various Costs of
commission
relating to sale
of Successor
Agency land to
developers
PA1/
Merge
- Y $- - - - - - $- - - - - - $-
161 Escrow
Services
Property
Dispositions
07/01/
2026
06/30/2027 Various Escrow Service
costs relating to
sale of
Successor
Agency land to
developers
PA1/
Merge
- Y $- - - - - - $- - - - - - $-
162 Title Services Property
Dispositions
07/01/
2026
06/30/2027 Various Title Service
costs relating to
sale of
Successor
Agency land to
developers
PA1/
Merge
- Y $- - - - - - $- - - - - - $-
163 Appraisal
Services
Property
Dispositions
07/01/
2026
06/30/2027 Various Appraisal
Service costs
relating to sale
of Successor
Agency land to
developers
PA1/
Merge
- Y $- - - - - - $- - - - - - $-
170 Agency
Adminstrative
Cost
Allowance
Admin Costs
07/01/
2026
06/30/2027 City of
Palmdale
SA Overhead
and
Administrative
Costs
PA1/
Merge
125,966 N $125,966 - - - - 125,966 $125,966 - - - - - $- 175 Tax Allocation
Refunding
Bonds, 2016
Series A
Refunding
Bonds
Issued After
6/27/12
04/26/
2016
09/01/2034 US Bank Bonds issued
to refund 1998,
1999 and 2003
Bonds
PA1/
Merge
15,560,781 N $2,940,000 - 1,990,406 - 663,469 - $2,653,875 - - - 286,125 - $286,125 176 Tax Allocation
Refunding
Bonds, 2016
Series A
Reserves 04/26/
2016
09/01/2034 US Bank Reserve for
Next ROPS
Period Debt
Service per
Indenture
PA1/
Merge
1,182,094 N $1,182,094 - - - - - $- - - - 1,182,094 - $1,182,094 177 Tax Allocation
Refunding
Bonds, 2016
Refunding
Bonds
Issued After
06/23/
2016
09/01/2034 US Bank Bonds issued
to refund
2003C, 2003D,
PA1/
Merge
25,832,787 N $3,717,525 - 2,403,056 - 801,019 - $3,204,075 - - - 513,450 - $513,450

A B C D E F G H I J K L M N O P Q R S T U V W
Item
# Project Name Obligation
Type
Agreement
Execution
Date
Agreement
Termination
Date
Payee Description Project
Area
Total
Outstanding
Obligation
Retired ROPS
26-27 Total
ROPS 26-27A (Jul - Dec)
26-27A
Total
ROPS 26-27B (Jan - Jun)
26-27B
Total
Fund Sources Fund Sources
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin
RPTTF
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin
RPTTF
Series B 6/27/12 2004A, 2004
Sub, 2005E,
2005F and
2009 Bonds
178 Tax Allocation
Refunding
Bonds, 2016
Series B
Reserves 06/23/
2016
09/01/2034 US Bank Reserve for
Next ROPS
Period Debt
Service per
Indenture
PA1/
Merge
3,373,838 N $3,373,838 - - - - - $- - - - 3,373,838 - $3,373,838 Palmdale
Recognized Obligation Payment Schedule (ROPS 26-27) - Report of Cash Balances July 1, 2023 through June 30, 2024
(Report Amounts in Whole Dollars)
Pursuant to Health and Safety Code section 34177 (l), Redevelopment Property Tax Trust Fund (RPTTF) may be listed as a source of payment on the ROPS, but only to the extent no other funding source is available or when payment from property tax revenues is required by an enforceable obligation.

A B C D E F G H
ROPS 23-24 Cash Balances
(07/01/23 - 06/30/24)
Fund Sources
Comments
Bond Proceeds Reserve Balance Other Funds RPTTF
Bonds issued
on or before
12/31/10
Bonds issued
on or after
01/01/11
Prior ROPS
RPTTF and
Reserve
Balances retained
for future
period(s)
Rent, grants,
interest, etc.

Non-Admin
and Admin
1 Beginning Available Cash Balance (Actual 07/01/23)
RPTTF amount should exclude "A" period distribution
amount.
545,145 2 365,000 156,321 378,547
2 Revenue/Income (Actual 06/30/24)
RPTTF amount should tie to the ROPS 23-24 total
distribution from the County Auditor-Controller
18,738 7 261,664 10,679,759
3 Expenditures for ROPS 23-24 Enforceable Obligations
(Actual 06/30/24)
15,524 8 55,087 10,909,658
4 Retention of Available Cash Balance (Actual 06/30/24) RPTTF amount retained should only include the amounts
distributed as reserve for future period(s)
548,359 1 101,234 102,259
5 ROPS 23-24 RPTTF Prior Period Adjustment
RPTTF amount should tie to the Agency's ROPS 23-24 PPA
form submitted to the CAC
No entry required 46,389
6 Ending Actual Available Cash Balance (06/30/24)
C to F = (1 + 2 - 3 - 4), G = (1 + 2 - 3 - 4 - 5)
$- $- $365,000 $261,664 $-
Palmdale
Recognized Obligation Payment Schedule (ROPS 26-27) - Notes July 1, 2026 through June 30, 2027
Item # Notes/Comments
6 7
8 13
23 24
30 32
35 37
39 62 Property has been sold.
65 Property has been sold
66 Property has been sold
68 Property has been sold
76 80
160
161
162
163
170
175
176
177
178

SUCCESSOR AGENCY

TO THE COMMUNITY REDEVELOPMENT AGENCY

OF THE CITY OF PALMDALE

CALIFORNIA
RESOLUTION NO. SA 2025-005

A RESOLUTION OF THE SUCCESSOR AGENCY TO THE COMMUNITY

REDEVELOPMENT AGENCY OF THE CITY OF PALMDALE APPROVING
THE ADMINISTRATIVE BUDGET FOR THE PERIOD OF JULY 1, 2026 THROUGH JUNE 30, 2027 (ADMINISTRATIVE BUDGET 2026-27).

WHEREAS, The Community Redevelopm ent Agency of the City of Palmdale (“Redevelopment Agency”) was a redevelopment agency in the City of Palmdale (“City”), duly created pursuant to the California Community Redevelopment Law (Part 1 (commencing with SECTION 33000) of Division 24 of the Calif ornia Health and Safety Code) (“Redevelopment Law”); and

WHEREAS, The Redevelopment Agency was responsible for the administration of redevelopment activities within the City; and

WHEREAS, Assembly Bill 1X 26 (“AB 26”) was signed by the Governor on June 28, 2011 and upheld to be constitutional by the California Supreme Court on December 29, 2011; and

WHEREAS, AB 26 made certain changes to the California Community Redevelopment Law (Part 1 (commencing with Section 33000) of Division 24 of the California Health and Safety Code), including adding Part 1.8 (commencing with Section 34161) and Part 1.85 (commencing with Section 34170) (“Part 1.85”) to Division 24 of the California Health and Safety Code (“Health and Safety Code”); and

WHEREAS, On February 1, 2012, as a result of the Supreme Court’s decision, all California redevelopment agencies were dissolved, successor agencies were established as successor agencies to the former redevelopment agencies pursuant to Health and Safety Code Section 34173, and successor agencies are tasked with paying, performing and enforcing the enforceable obligations of the former redevelopment agencies and winding down the affairs of the former redevelopment agencies; and

WHEREAS, On June 27, 2012, the Governo r of California signed Assembly Bill 1484 (“AB 1484”) into law, making several substantive and technical amendments to AB 26 (AB 26 and AB 1484 together referred to as the “Dissolution Bills”); and

WHEREAS, On January 4, 2012, the City Council adopted Res olution No. CC 2012-002 declaring itself as the Successor Agency to the Community Redevelopment Agency of the City of Palmdale (“Successor Agency”) upon the dissolution of the Redevelopment Agency; and
Resolution No. SA 2025-005

Page 2 of 4 ends

WHEREAS, On April 4, 2012 the City Council, acting in its capacity as the Successor Agency, adopted Resolution No. CC 2012 -041 SA naming itself the “Successor Agency to the Community Redevelopment Agency of the City of Palmdale”, the sole name by which it will exercise its powers and fulfill its duties pursu ant to Part

1.85 of AB 26, and establishing itself as a separate legal entity with rules and regulations that will apply to the governance and operations of the Successor Agency; and

WHEREAS, pursuant to Health and Safety Code Section 34179 (q), commencing on and after July 1, 2018, the County of Los Angeles, where more than 40 oversight boards were created by the Dissolution Act, shall have five consolidated oversight boards, each encompassing the five supervisorial districts; and

WHEREAS, the Fifth Supe rvisorial District Consolidated Oversight Board ("Fifth District Consolidated Oversight Board") has jurisdiction over the Successor Agency of the Former Redevelopment Agency to the City of Palmdale; and

WHEREAS, the Fifth District Consolidated Oversight B oard will hold a regular/special meeting on or about January 8, 2026; and

WHEREAS, Health and Safety Code Section 34177(j) (“Section 34177(j)”) requires the Successor Agency to prepare an administrative budget for the period July 1, 2026 through June 30, 2027 and submit the administrative budget to the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board for approval. The administrative budget shall include all of the following: (i) estimated amounts for Successor Agency administrat ive costs for the upcoming annual fiscal period; (ii) proposed sources of payment for Successor Agency administrative costs; and (iii) proposals for arrangements for administrative and operations services provided by the City or other entity; and

WHEREAS, Health and Safety Code Section 34177(k) (“Section 34177(k)”) requires the Successor Agency to provide to the Los Angeles County Auditor-Controller for the period July 1, 2026 through June 30, 2027 the administrative cost estimates from its approved administrative budget that are to be paid from property tax revenues (i.e. former tax increment revenues) deposited in the County’s Redevelopment Property Tax Trust Fund established for the Successor Agency; and

WHEREAS, Health & Safety Code SECTION 34179.7 (o) (1), requires the Successor Agency to prepare a forward-looking, annual Recognized Obligation Payment Schedule (ROPS) listing the enforceable obligations of the former Redevelopment Agency that are due in the next annual period and submitting an oversight board approved annual ROPS to the Department of Finance and Auditor - Controller by February 1, 2026; and

WHEREAS, Health & Safety Code Section 34171(b)(3) states that, the administrative cost allowance shall be up to 3 percent of the actual property tax Resolution No. SA 2025-005

Page 3 of 4 ends

distributed to the successor agency by the county auditor -controller in the preceding fiscal year for payment of approved enforceable obligations, reduced by the successor agency’s administrative cost allowance and loan repayments made to the city pursuant to Section 34191.4(b) during the preceding fiscal year, subject to a minimum of $250,000, unless such amount is reduced by the Oversight Board or by agreement between the successor agency and the State Department of Finance (“Department of Finance”); and

WHEREAS, Staff of the Successor Agency seeks the Successor Agency’s approval of the administrative budget for the period of July 1, 2026 through June 30, 2027 (“Administrative Budget 2026-27”), in the form attached to this Resolution as Exhibit A, and the Successor Agency’s authorization to submit the approved Administrative Budget 2026-27 to the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board for its approval and to forward the information required by Section 34177(k) to the Los Angeles County Auditor-Controller; and

WHEREAS, All other legal prerequisites to the adoption of this Resolution have occurred.

NOW THEREFORE, BE IT RESOLVED, THE SUCCESSOR AGENCY TO THE

COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALMDALE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:

SECTION 1. The Board of Directors hereby finds and determines that the foregoing recitals are true and correct.

SECTION 2. The adoption of this Resolution is not intended to and shall not constitute a waiver by the Successor Agency of any rights the Successor Agency may have to challenge the effectiveness and/or legality of all or any portion of the Dissolution Bills through administrative or judicial proceedings.

SECTION 3. The Successor Agency’s Administrative Budget 2026-27, which is attached hereto as Exhibit A, is hereby approved and adopted.

SECTION 4. The Executive Director, or designee, is hereby authorized and directed to: i) submit the approved Administrative Budget 2026-27 to the Los Angeles County Fifth Supervisorial District Consolidated Oversight Board for its review and approval; and ii) submit to the Los Angeles County Auditor-Controller the administrative cost estimates from Administrative Budget 2026-27 that are to be paid from property tax revenues deposited in the County’s Redevelopment Property Tax Trust Fund established for the Successor Agency; and iii) take any and all other actions and execute any and all such other documents as are necessary, convenient or appropriate to comply with the Dissolution Bills and to effectuate the intent of this Resolution on behalf of the Successor Agency

SECTION 5. This Resolution shall take effect immediately upon its adoption Resolution No. SA 2025-005

Page 4 of 4 ends

SECTION 6. The Agency Secretary shall certify the adoption of this resolution.

PASSED, APPROVED and ADOPTED this 2nd day of December, 2025.

_________________________________
Approved as to form: Laura Bettencourt, Vice Chair

ATTEST:

___________________________ _________________________________ Alexandra Severino Rochelle Scott,
General Counsel Agency Secretary

I, Rochelle Scott , Agency Secretary of the Successor Agency to the Community Redevelopment Agency of the City of Palmdale, California, do hereby certify that the foregoing resolution was duly passed, approved, and adopted by the Successor Agency at a regular meeting of said Agency held on the 2nd day of December, 2025, by the following roll call vote:

AYES:

NOES:_____________________________________________________________

ABSTAIN:______________________ABSENT:_____________________________

Date: ________________________
Rochelle Scott, Agency Secretary

Exhibit A to Resolution No. SA 2025-005
Successor Agency to the Community Redevelopment Agency
of the City of Palmdale Administrative Budget
For the Period of July 1, 2026 through June 30, 2027

Item
Successor
Agency Notes
Direct Project Management Cost
Required Bond Documents
Salaries & Benefits 21,929$
Operations Department Hours Rate
Director of Operations 10 351$ 3,510$
Deputy Director Finance 30 267$ 8,011$
Senior Financial Analyst 40 170$ 6,814$
Senior Account Clerk 20 108$ 2,158$
Purchasing Senior Buyer 10 144$ 1,437$
Total Direct Cost 21,929$
Administrative Cost
Salaries & Benefits 56,937$
City Manager's Office Hours Rate
City Manager 10 454$ 4,539$
Deputy City Manager 10 320$ 3,202$
Operations Department
Director of Operations 20 351$ 7,020$
Deputy Director Finance 20 267$ 5,340$
Senior Financial Analyst 55 170$ 9,350$
Senior Account Clerk 60 108$ 6,480$
City Attorney's Office
City Attorney 15 350$ 5,250$
Senior Administrative Assistant 25 122$ 3,044$
City Clerk's Office
City Clerk 20 212$ 4,237$
City Clerk 40 212$ 8,474$
Cont Svc-Professional Svcs 5,000$
Cont Svc - Document Center & Copier Lease 600$
Banking Fees/Checking Account 1,000$
Liability Insurance 4,000$
Rent 37,500 $
Related to Bond Issuance on Building
Construction. Bonds maturing on September 1,
2029. Keep
Total Administrative Cost 105,037$
Total Direct and Administrative Cost 126,966$

Page 1 of 1 ends

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: OPERATIONS DEPARTMENT

FINANCE DIVISION

DISTRICT: ALL

SUBJECT: RECEIVE AND FILE THE SPECIAL TAX ANNUAL REPORT FOR CFD 2003 -1 (ANAVERDE), CFD 05 -1 (TRADE AND COMMERCE), CFD 16-1 (JOSHUA RANCH WATER SUPPLY AND MAINTENANCE
SERVICES), CFD 2022 -1 (CITYWIDE MAINTENANCE AND
SERVICES), CFD 2022 -2 (RITTER RANCH MAINTENANCE
SERVICES), AND CFD 2 022-3 (RITTER RANCH PHA SE 1 PUBLIC FACILITIES) IN ACCORDANCE WITH SENATE BILL 165, SECTION 53410 OF THE CALIFORNIA GOVERNMENT CODE

RECOMMENDATION

Staff recommend that the City Council:

1. Receive and file the Special Tax Annual Report for CFD 2003-1 (Anaverde), CFD 05-1 (Trade and Commerce), CFD 16 -1 (Joshua Ranch Water Supply and Maintenance Services), CFD 2022-1 (Citywide Maintenance Services), CFD 2022- 2 (Ritter Ranch Maintenance Services), and CFD 2022 -3 (Ritter Ranch Phase 1 Public Facilities) in accordan ce with Senate Bill 165, Section 53410 of the California Government Code.

BACKGROUND

The Special Tax Annual Report is prepared in accordance with Government Code Sections 50075.1 and 53410, which were established under Senate Bill 165, the Local Agency Special Tax and Bond Accountability Act. These requirements apply to any local special tax or bond measure approved by voters on or after January 1, 2001.

Under this Act, voter-approved special tax and bond measures must:
 Clearly identify the specific purposes of the tax or bond;  Ensure all proceeds are used only for those stated purposes;  Establish a separate account to receive all related revenues; and, Report to Mayor Pro Tem and City Council
Re: Receive and File Special Tax Annual Report 2025
December 2, 2025

Page 2 ends

 Provide an annual report detailing how the proceeds were collected, managed, and spent.

DISCUSSION

The Local Agency Special Tax and Bond Accountability Act apply to all special tax and bond funds issued on or after January 1, 2001. As a result, the following Community Facilities Districts (CFDs) fall under these requirements:

 CFD No. 2003-1 (Anaverde) – Bonds issued February 23, 2005;  CFD No. 05-1 (Trade and Commerce) – Bonds issued August 2, 2005;  CFD No. 16-1 (Joshua Ranch Water Supply and Maintenance Services) – Bonds issued February 3, 2016;
 CFD No. 2022-1 (Citywide Maintenance and Services) – Formed July 13, 2022;  CFD No. 2022 -2 (Ritter Ranch Maintenance Services) – Formed October 24, 2022; and,
 CFD No. 2022-3 (Ritter Ranch Phase 1 Public Facilities) – Formed October 24, 2022.

These districts are therefore subject to the Act’s accountability and reporting requirements. The attached report complies with Senate Bill 165, which states:

“The chief fiscal officer of the issuing local agency shall file a report with its governing body no later than January 1, 2002, and at least once a year thereafter. The annual report shall contain all of the following:

 The amount of funds collected and expended; and,
 The status of any project required or authorized to be funded as identified in the subdivision (a) of Section 50075.1 (and) 53410”.

FISCAL IMPACT

$0; There is no fiscal impact associated with this action.

STRATEGIC PLAN

Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

C. Involve and expand engagement to enhance public oversight and transparency.

Report to Mayor Pro Tem and City Council
Re: Receive and File Special Tax Annual Report 2025
December 2, 2025

Page 3 ends

Prepared by: Janelle Samson, Director of Operations
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

Rpt. Special Tax Annual Report 2025

LOCAL AGENCY SPECIAL TAX AND BOND ACCOUNTABILITY ACT
Senate Bill 165, filed with the Secretary of State on September 19, 2000, enacted the Local Agency Special Tax and Bond Accountability Act (the “Act”). This Act requires that any local special tax or local bond measure subject to voter approval contain a statement indicating the specific purposes of the special tax, require that the proceeds of the special tax be applied to those purposes, require the creation of an account into which the proceeds shall be deposited, and require an annual report containing specified information concerning the use of the proceeds. The Act only applies to any local special tax measure or local bond measure adopted on or after January 1, 2001 in accordance with Section 50075.1 or Section 53410 of the California Government Code.

Some of the requirements of the Act are handled at the formation of the Special Tax District and others are handled through annual reports. This Section of this report intends to comply with Sections 50075.3 and 53411 of the California Government Code that states:
“The chief fiscal officer of the issuing local agency shall file a report with its governing body no later than January 1, 2002, and at least once a year thereafter. The annual report shall contain all of the following:

1. The amount of funds collected and expended.

2. The status of any project required or authorized to be funded as identified in subdivision (a) of Sections 50075.1 [and] 53410.”
The requirements of the Act apply to the funds for the following districts.

$15,565,000 Improvement Area A Community Facilities District No. 2003-1 (Anaverde Public Improvements) 2019 Special Tax Refunding Bonds Dated: 08/01/2019

PURPOSE OF SPECIAL TAX
Bonds were issued to: (1) refinance outstanding bonds issued for the Improvement Area, (2) fund a reserve fund for the Bonds, and (3) pay costs of issuing Bonds.

The Special Tax finances the following improvements: storm drain, roadway, park and landscape, water, sewer as well as dry utilities, and construction of a City maintenance facility and a weather station.

The improvements are ongoing.

COLLECTIONS AND EXPENDITURES
Fund Name
Initial
Deposit
Total Amount
Collected(1)
6/30/2025
Balance
Amount
Expended(2)
Bond Fund(3) $0.00 $37,159,154.55 $1,315,051.41 $35,844,103.14 Cost of Issuance Fund 208,356.94 0.00 0.00 208,356.94
Improvement Fund 361,000.00 0.00 15,151.61 345,848.39
Reserve Fund(4) 724,052.09 0.00 722,959.79 0.00
(1) Aggregate amount collected since Fiscal Year 2004/05. (2) Bond Fund Amount Expended is the difference between Total Amount Collected and 6/30/2025 Balance. (3) Includes administrative expense funds.
(4) Does not include the Reserve Policy held in the amount equal to 50% of the reserve requirement as of the closing date of the bonds.

$10,442,992 Community Facilities District No. 05-1
(Trade and Commerce Center Area) 2021 Special Tax Refunding Bonds Date: June 17, 2021

PURPOSE OF SPECIAL TAX
Bonds were issued to refund the Series 2005 and Series 2007 Special Tax Refunding Bonds, Series A which were issued to refund: (1) a portion of the City’s outstanding Limited Obligation Improvement Bonds, 10th Street West Assessment District No. 88-1 Series 1989-A, and (2) the outstanding special tax bonds for Community Facilities District No. 99-1 (Trade and Commerce Center Area), and (3) a portion of the City’s outstanding Limited Obligation Improvement Bonds, 7th Street West Assessment District No. 90-2, Series 1990-A.

The projects funded by the Special Tax include: roadways and streets construction and improvements, including traffic signals, off ramps, sidewalks, gutters, street lights; storm drain, and sanitary and domestic sewer facilities.

The projects are complete.

COLLECTIONS AND EXPENDITURES
Fund
Name
Initial
Deposit
Total Amount
Collected(1)
6/30/2025
Balance
Amount
Expended(2)
Bond Fund(3) $0.00 $19,953,646.85 $1,273,410.36 $18,680,236.49 Costs of Issuance Fund 148,037.74 0.00 0.00 148,037.74
Reserve Fund 639,057.15 0.00 647,108.59 0.00
(1) Aggregate amount collected since Fiscal Year 2006/07. (2) Bond Fund Amount Expended is the difference between Total Amount Collected and 6/30/2025 Balance. (3) Includes administrative expense funds.

Community Facilities District No. 16-1
(Joshua Ranch Water Supply & Maintenance Services)
Date: February 3, 2016

PURPOSE OF SPECIAL TAX
A Special Tax is levied annually to pay for the following water rights, services, and related costs:
acquisition rights to potable water to serve single family homes in phases four and five of the Joshua Ranch development; annual purchase price of the water rights; expenses of the Antelope Valley – East Kern Water Agency to transport the water; and all direct and incidental costs of landscape and drainage maintenance of the Flood Control Facility.

The project is ongoing.

COLLECTIONS AND EXPENDITURES
Fund
7/1/2024
Balance
Amount
Collected(1)
6/30/2025
Balance
Expended
Amount
Service
Status
Operating
Fund $2,172,284.05 $7,077,641.63 $2,949,661.79 $6,300,263.89 Ongoing Reserve
Fund 55,485.25 0.00 55,485.25 0.00 Open
(1) Aggregate amount collected since Fiscal Year 2016/17.

Community Facilities District No. 2022-1
(Citywide Maintenance and Services)
Formation Date: July 13, 2022
Purpose of Special Tax
The District was formed to fund maintenance and services for maintenance and lighting of parks, parkways, streets, roads, and open space as well as maintenance of landscaping, storm drains, and appurtenances located within the City. The Special Tax may be levied in perpetuity.

The projects are ongoing on an annual basis.

Collections and Expenditures
Fund Name
06/30/2024
Balance
Amount
Collected(1)
06/30/2025
Balance
Amount
Expended
Special Tax Fund ($140,039.58) $274,385.77 $102,858.41 $31,487.78 (1) Aggregate amount collected since Fiscal Year 2023/24. Does not account for subsequent refunds provided.

Community Facilities District No. 2022-2
(Ritter Ranch Maintenance Services)
Formation Date: October 24, 2022
Purpose of Special Tax
The District was formed to fund maintenance and services including but not limited to: maintenance and lighting of streets, roadways, parks, parkways, trails, and open space; flood and storm protection services; police protection, fire protection and suppression services; ambulance and paramedic services; maintenance and irrigation of landscaping in public rights of way. The Special Tax may be levied in perpetuity.

The projects are ongoing on an annual basis.

Collections and Expenditures
Fund Name
06/30/2024
Balance
Amount
Collected
06/30/2025
Balance
Amount
Expended
Special Tax Fund $0.00 $52,604.31 $49,026.63 $3,577.68

Community Facilities District No. 2022-3
(Ritter Ranch Phase 1 Public Facilities)
Formation Date: October 24, 2022
Purpose of Special Tax
The District was formed to fund domestic water facilities, street improvements, sanitary sewer facilities, storm control facilities, installation of landscaping and related irrigation improvements in public rights of way, construction and development of parks, parkways and trails and installation of walls and fencing in public rights of way and related appurtenances, recreational facilities, water system improvements, flood control facilities, fire control and suppression facilities, sanitation district facilities, along with bond related expenses, administrative fees, and reimbursement of costs related to the formation of the district. The Special Tax may be levied for up to 60 years from the initial levy of the special tax, but no later than the Fiscal Year 2083/84.

The projects are ongoing.

Collections and Expenditures
Fund Name
06/30/2024
Balance
Amount
Collected
06/30/2025
Balance
Amount
Expended
Special Tax Fund $0.00 $87,133.94 $82412.16 $4,721.78

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: OPERATIONS DEPARTMENT

INFORMATION TECHNOLOGY DIVISION

DISTRICT: ALL

SUBJECT: APPROVE AGREEMENT WITH QUEST TECHNOLOGY

MANAGEMENT FOR NETWORK HARDWARE AND SECURITY
SERVICES FOR A TOTAL NOT TO EXCEED AMOUNT OF $259,855

FOR A TERM OF THREE YEARS WITH OPTION TO EXTEND TWO

ADDITIONAL ONE YEAR TERMS

RECOMMENDATION

Staff recommend that the City Council:

1. Approve Agreement No. A-9585 with Quest Technology Management for network hardware and security services for a total not to exceed amount of $259,855 for a term of three years with option to extend two additional one year terms and,

2. Authorize the Interim City Manager or his designee to execute Agreement A-9585 with Quest Technology Management, including minimal and/or non -substantial changes.

BACKGROUND

The Information Technology (IT) Division is continually working to modernize the City’s technology infrastructure to improve the reliability, security, and efficiency of its network.

Currently, all City facilities use physical connections that route through City Hall in a traditional “hub-and-spoke” design. As a result, any disruption at City Hall can impact network access to City facilities.

As the City adopts more cloud-based applications and remote -access services, the limitations of this structure have become more significant. To address these challenges, IT has evaluated modern solutions that combine network connectivity and cybersecurity within a single cloud-based platform. The industry standard for this model is Secure Access Service Edge (SASE), which strengthens system resilience and centralizes security management.

Report to Mayor Pro Tem and City Council
Re: Approve Agrmt. No. A-9585 with Quest Technology Management December 2, 2025

Page 2 ends

DISCUSSION

Transitioning to a SASE-based network architecture will improve operational reliability, enhance public service delivery, and reduce long -term technology costs. Each facility will utilize its own internet connection instead of routing all network traffic through City Hall. This distributed model removes the current single point of failure, minimizes the impact of outages, and improves overall network performance , especially as more systems move to cloud-hosted platforms.

Following a thorough evaluation of available solutions, staff identified Cato’s SASE Cloud as the option that best aligns with the City’s long -term modernization strategy goals. Implementing this architecture supports the City’s cloud -first strategy and provides a secure, scalable, and resilient foundation for critical public services into the future.

FISCAL IMPACT

$259,855; Funds are budgeted and available in FY 2025-26 in the IT Data Center account. Subsequent years will be proposed through the annual budget process.

Description Cost
Year 1 $95,035
Year 2 $82,410
Year 3 $82,410
Year 4 (optional) $82,410
Year 5 (optional) $82,410
Total $259,855

STRATEGIC PLAN

Goal III: Ensure long-term fiscal health of the city and maintain funding for services.

A. Manage resources, costs, and liabilities to ensure the City’s long-term fiscal health.

Prepared by:

Janelle Samson, Director of Operations
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

Agrmt No. A-9585
Agrmt No. AR2505 (NASPO)
AGREEMENT NO. A-9585

CONTRACT FOR SERVICES

BETWEEN THE CITY OF PALMDALE AND QUEST TECHNOLOGY

MANAGEMENT

This CONTRACT for services (“Contract” herein) is made and entered into by and between the City of Palmdale, a public body corporate and politic, (hereinafter called “CITY”), and QUEST TECHNOLOGY MANAGEMENT, a CORP, (hereinafter called “CONTRACTOR”). This Contract shall become effective on the date of the last signatory.

RECITALS
WHEREAS, CONTRACTOR represents that CONTRACTOR has the expertise and is qualified to perform the services described in this Contract.

NOW THEREFORE, CITY and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows:
1 CITY PROJECT MANAGER
To provide the services required by this Contract, CONTRACTOR shall act under the authority and approval of Stuart Thompson/IT Manager Director/designee, who shall oversee this Contract, the work performed by CONTRACTOR, assist CONTRACTOR with any necessary information, audit billings, and approve payments. The CONTRACTOR shall channel all contacts and requests through the City project manager.
2 DESCRIPTION OF WORK

2.1 CONTRACTOR shall provide the following services in a manner satisfactory to CITY:

Lease equipment to converge networking and security capabilities into a single, cohesive, and scalable platform that can protect all city users and resources, regardless of their location.

See detailed information. Attachment #1

2.2 CONTRACTOR shall have no claim for compensation for any services or work, which has not been authorized by CITY’s Authorization to Proceed.

2.3 CONTRACTOR shall not accept any change of scope, or change in contract provisions, to this Contract unless issued in writing, as a contract change order or amendment and signed by CITY. Any extensions of time must be mutually agreed upon in writing and executed by both parties.
1-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc

2.4 CONTRACTOR shall maintain in current status all Federal, State, and local licenses and permits required for the operation of the business conducted by the CONTRACTOR as applicable to this contract.

2.5 All work supplied under this Contract shall be fully guaranteed by CONTRACTOR for a minimum period of n/a days from the date of acceptance by CITY. Any defects of design, workmanship, or materials that would result in non- compliance with the Contract specifications shall be fully corrected by CONTRACTOR (including parts and labor) without cost to CITY. The written warranty shall be included with the delivered products to the using Department.

2.6 CITY shall provide to CONTRACTOR, without charge, all data, program information, including reports, records, maps, and other information, now in CITY’s possession, which may facilitate the timely performance of the work. 3 CONTRACTOR’S KEY PERSONNEL

3.1 Key Staff. CITY reserves the right to review and approve CONTRACTOR’S staff including all subcontractors to be assigned to any project by CONTRACTOR during the term of this Contract.

This Contract has been awarded to CONTRACTOR based partially on the key personnel proposed to perform the services required herein. CONTRACTOR shall not change nor substitute any of these key staff for work on this Contract without prior written approval by CITY.

CONTRACTOR’s Team and Key Personnel are as follows:

Kerry Drehobl - Sales
This Services Contract has been awarded to CONTRACTOR based on its representation that those personnel and subcontractors submitted as part of its bid and listed above will perform the portions of the work listed above.

CONTRACTOR shall not deviate nor substitute any of these team members without prior written approval by CITY.

3.2 Subcontractors. During the performance of the Agreement, CONTRACTOR may engage such additional SUBCONTRACTORS as may be required for the timely completion of this Agreement. In the event of subcontracting, the sole responsibility for fulfillment of all terms and conditions of this Agreement rests with CONTRACTOR.

CONTRACTOR shall not enter into any Subcontract under this Contract for the performance of this Contract without the advance written approval of CITY. The subcontract shall incorporate by reference the terms and conditions of this Contract.

3.3 Direct Responsibility. All services required under this Contract shall be performed by CONTRACTOR, or under CONTRACTOR’s direct supervision, and all 2-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc
personnel shall possess the qualifications, permits and licenses required by State and local law to perform such services.

3.3.1 CONTRACTOR shall be solely responsible for the satisfactory work performance of all personnel engaged in performing services required by this Contract, and compliance with all reasonable performance standards established by CITY.

3.3.2 CONTRACTOR shall be responsible for payment of all CONTRACTOR’s employees’ and subcontractor’s wages and benefits and shall comply with all requirements pertaining to the employer’s liability, workers’ compensation, unemployment insurance, and Social Security.

3.3.3 CONTRACTOR shall indemnify and hold harmless CITY, and its respective officers, agents and employees from and against all claims, demands, damages or costs arising from CONTRACTOR’s acts or omissions with respect to any liability, damages, claims, costs and expenses of any nature arising from alleged violations of personnel practices.

3.4 Standards of Performance. CONTRACTOR shall be responsible for the completeness and accuracy of its services and work and documents resulting there from, and CITY shall not be responsible for discovering deficiencies therein.

CONTRACTOR shall correct any such deficiencies or errors without additional compensation and without cost to CITY, except to the extent any such deficiency is directly attributable to deficiencies in CITY-furnished information.

4 CONTRACT TERM

The term of this Contract is Three (3) Years, commencing on the effective date, with CITY reserving the option to extend the agreement for 2 additional terms of one year each.

5 ACCEPTANCE AND DOCUMENTATION
Each task shall be reviewed and approved by the Contract Project Manager to determine acceptable completion.

5.1 Records. The CONTRACTOR shall retain and shall contractually require each SUBCONTRACTOR to retain all data and other “records” relating to the acquisition and performance of the Contract for a period of five years after the completion of the Contract.

5.2 Property of CITY. All materials, including reports, computer programs and other deliverables, supplied or created under this Contract are the sole property of CITY. CONTRACTOR is not entitled to a patent or copyright on those materials and 3-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc
may not transfer the patent or copyright to anyone else. CONTRACTOR shall not use or release these materials without the prior written consent of CITY.

5.3 Products. All equipment, materials, parts, and other components incorporated in the work or services performed pursuant to this Contract shall be new, or the latest model and of the most suitable grade for the purpose intended. All work shall be performed in a skilled and workmanlike manner. 6 PRICE
CITY shall pay to CONTRACTOR an amount not to exceed Two Hundred Fifty Nine Thousand Eight Hundred Fifty Five dollars ($259855) for the completion of all the work and services described in Section 2, which sum shall include all costs or expenses incurred by CONTRACTOR, payable as follows:

Annual - upon receipt of invoice

6.1 An application for payment form must be submitted to CITY which shall include the following: a clear, detailed invoice reflecting work being billed for, a summary sheet showing percentage of work completed to date, amount/percent billed to date and current status of all tasks within a project; any/all backup documentation supporting the above items. Work schedule updates must also be included with the payment requests.

6.2 CONTRACTOR shall maintain adequate records and shall permit inspection and audit by CITY of CONTRACTOR’s charges under this Contract. CONTRACTOR shall make such records available to CITY during normal business hours upon reasonable notice. Nothing herein shall convert such records into public records, and they will be available only to CITY and any specified public agencies. Such records shall be maintained by CONTRACTOR for one (1) year following completion of the work under this Contract unless a longer period of time is required by state or federal law, in which event CONTRACTOR shall retain its records for the time required by such laws.

6.3 Payment. A separate invoice shall be issued for each shipment of material or service performed, and no payment will be issued prior to receipt of material and/or completion of specified services and receipt of a correct invoice. 7 TAXES

7.1 CONTRACTOR shall pay all sales, consumer, use, and other similar taxes required to be paid by CONTRACTOR in accordance with state and local laws.

7.2 CONTRACTOR is an independent contractor and shall have no power or authority to incur any debt, obligation, or liability on behalf of CITY. No person employed by CONTRACTOR or acting on its behalf, in connection with this Contract shall be considered the Agent or employee of CITY.
4-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc

7.3 CONTRACTOR shall be required to obtain a current City of Palmdale business license, as required by the Palmdale Municipal Code, before an Authorization to Proceed is issued.

7.4 When equipment, materials or supplies generally taxable to CONTRACTOR are eligible for a tax exemption due to the nature of the work, CONTRACTOR shall assist the City in applying for and obtaining such tax credits and exemptions, which shall be paid or credited to the City.
8 PATENT FEES AND ROYALTIES
CONTRACTOR shall pay all license fees and royalties and assume all costs incident to the use, in the performance of the work or the incorporation in the work of any invention, design, process, program, product or device which is the subject of patent rights or copyrights held by others. If a particular invention, design, process, program, product or device is specified in the contract documents for use in the performance of the work and if, to the actual knowledge of CITY, its use is subject to patent rights or copyrights calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by CITY in the contract documents.

CONTRACTOR shall indemnify and hold harmless CITY and anyone directly or indirectly employed by CITY from and against all claims, damages, losses and expenses (including attorneys' fees) arising out of any infringement of patent rights or copyrights incident to the use in the performance of the work, or resulting from the incorporation in the work of any invention, design, process, program, product or device not specified in the contract documents, and shall defend all such claims in connection with any alleged infringement of such rights. 9 INDEMNIFICATION
To the fullest extent permitted by law, CONTRACTOR and any subcontractors working on its behalf agree to indemnify CITY, its officers, employees, agents and elected and appointed boards (hereinafter “Indemnified Parties”) for any loss, claim, demand, cause of action, cost, expense, damage, obligation or liability which arises out of or is in any way connected with the performance of any work under this agreement, including any acts or omissions, willful misconduct or negligent conduct, whether active or passive, on the part of CONTRACTOR, or its subcontractors, and regardless of any acts, omissions or negligence (whether active or passive) of any person or entity indemnified hereunder. At their own expense, CONTRACTOR and, as applicable, any subcontractors working on its behalf, shall defend any suit, claim or action against the Indemnified Parties founded upon such loss, claim, demand, cause of action, cost, expense, damage, obligation or liability. CONTRACTOR shall ensure that the contract of any subcontractor working under this agreement contain an indemnity agreement, requiring the subcontractor to indemnify and defend the Indemnified Parties pursuant the terms set forth above. CONTRACTOR shall indemnify the Indemnified Parties, and save it harmless from any and all loss, damage, costs, expenses and attorney's fees suffered or incurred on account of any 5-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc
breach of the aforesaid obligations and covenants, and any other provision or covenant of this agreement.
10 INSURANCE

10.1 CONTRACTOR, at its expense, shall maintain in effect at all times during the performance of work under this Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers listed “A” or better in the Best’s Insurance Guide and authorized to do business in the State of California.

Proof of Insurance, as identified in Section 10.8, must be reviewed and accepted by the City Attorney.

10.1.1 Workers’ Compensation and Employer’s Liability
 Workers’ Compensation -- coverage as required by the State of California  Employer’s Liability
$1,000,000 each accident
$1,000,000.00 policy limit bodily injury
$1,000,000.00 each employee bodily injury by disease

10.1.2 Commercial General Liability
 $1,000,000.00 limit on a per occurrence basis
 $2,000,000.00 general aggregate limit

10.1.3 Commercial Automobile Liability
 $1,000,000.00 combined single limit including owned, non-owned and hired automobile coverage

10.1.4 Professional Liability (Errors & Omissions)*
- $1,000,000.00 per occurrence

10.1.5 Cyber Liability*
 $5,000,000.00 limit on a per occurrence basis

10.2 All of CONTRACTOR’s policies shall contain an endorsement providing that written notice shall be given to CITY at least thirty (30) calendar days prior to termination, cancellation, or reduction of coverage in the policy.

10.3 Policies providing for bodily injury and property damage coverage shall contain the following:

A. An endorsement extending coverage to the City as an additional insured, as respects liability arising out of the performance of any work under the Contract.

Such insurance shall be primary insurance, as respects the interest of the City, and any other insurance maintained by the City shall be considered excess coverage and not contributing insurance with the insurance required hereunder. The certificates shall state: “The City of Palmdale, Successor Agency to the Community Redevelopment Agency of the City of Palmdale, 6-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc
Housing Authority, Industrial Development Authority, Airport Authority, their officers, agents, employees and volunteers are named as additional insured”.

B. “Severability of Interest” Clause.

10.4 Promptly upon execution of this Contract, and prior to commencement of any work, CONTRACTOR shall deliver to CITY certificates of insurance and endorsements to all required policies demonstrating that CONTRACTOR has the required coverage and showing the required named insured. Within five (5) days of written request from CITY, CONTRACTOR shall deliver to CITY full and complete copies of all insurance policies required by this Contract.

10.5 The requirements as to the types and limits of insurance to be maintained by CONTRACTOR are not intended to and shall not in any manner limit or qualify CONTRACTOR’s liabilities and obligations under this Contract.

10.6 Any policy or policies of insurance that CONTRACTOR elects to carry as insurance against loss or damage to its equipment and tools or other personal property used in the performance of this Contract shall include a provision waiving the insurer’s right of subrogation against CITY.

10.7 All insurance coverage must be maintained throughout the duration of this Contract.

10.8 Acceptable Proof of Insurance:

10.8.1 ACORD Certificate of Insurance listing all coverage, limits, deductibles and insured; and endorsements for all applicable coverage if agent has authority to issue it; or additional insured Form CG20100704 and CG20370704 or equivalent must be provided for general liability coverage. Additional insured form CA0001 must be provided for automobile liability coverage.

10.8.2 Binders of insurance for all coverage. Agents must confirm that policy endorsements have been ordered from the respective insurance companies. Upon issuance, policy endorsements and a corresponding Certificate of Insurance listing all insurers and coverage must be submitted to the City Attorney.

10.8.3 *When professional (E&O) liability coverage and/or Cyber Liability is provided on a “claims made basis”, CONSULTANT will continue to renew the insurance for a period of five (5) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONSULTANT, or its officers, employees, or agents during the time this Agreement was in effect.

10.9 Notwithstanding any other provision of this Contract, CITY may immediately terminate this Contract if, at any time CONTRACTOR fails to maintain the required 7-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc
insurance for any period of time or fails to comply with any of the insurance requirements listed above.

10.10 CONTRACTOR shall require any and all subcontractors working on its behalf to provide insurance coverages and limits that are based on the scope of work and nature of risk being performed by the subcontractor. Any and all subcontractors working on behalf of CONTRACTOR shall be subject to all other insurance requirements that are stated herein.

Any deviation in this requirement will be CONTRACTOR's sole risk. CONTRACTOR's insurance requirements in Section 10 will not be impacted and/or limited by such deviation.

11 TERMINATION WITHOUT CAUSE
City reserves the right to terminate this Contract or any part thereof for its sole convenience with fifteen (15) days written notice. In the event of such termination, CONTRACTOR shall immediately stop all work hereunder, and shall immediately cause any of its suppliers and subcontractors to cease such work. CONTRACTOR shall also surrender to CITY all finished or unfinished documents, processes, programs and other supplies and materials, which shall be City’s property. As compensation in full for services performed to the date of such termination, the CONTRACTOR shall receive an amount equal to the value of the work completed as of the termination date in accordance with the fee schedule or as negotiated between the parties. In no event shall the amount payable upon termination exceed the total maximum compensation provided for in this Contract.
12 TERMINATION FOR CAUSE
If CITY determines that CONTRACTOR has failed to supply an adequate working force, or to provide services of proper quality, or has failed in any other respect to satisfactorily perform the services specified in this Contract, CITY shall give written notice to CONTRACTOR specifying all defaults to be remedied within thirty (30) days.

Such notice shall set forth the basis for CITY’s dissatisfaction and suggest corrective measures. If, after thirty days, CONTRACTOR has failed to implement appropriate corrective measures, CITY may elect to terminate this Contract in whole or in part.

12.1 In the event CITY terminates this Contract, in whole or in part, for cause, CITY may procure, upon such terms and in such manner, as it may deem appropriate, services similar to those terminated.

12.2 CONTRACTOR shall provide all finished or unfinished documents, data, studies, software, drawings, programs, processes, maps, photographs, reports, etc., prepared by CONTRACTOR within fifteen (15) working days after notice of termination. Upon such termination, CONTRACTOR shall be paid an amount equal to the value of the services provided and work performed as of the date of termination, taking into consideration the costs associated with hiring another CONTRACTOR to 8-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc
complete the services. In ascertaining the value of the work performed up to the date of termination, consideration shall be given to both completed work and work in progress, to complete and incomplete documents when such are delivered to CITY, and to authorized reimbursement expenses. The above is in addition to any other remedies available by law or equity to CITY.

12.3 If, after notice of termination of the Contract under the provisions of this Section 12, it is determined, for any reason, that CONTRACTOR was not in default, or that the default was excusable, then the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to Section 11. 13 DISPUTE RESOLUTION
All claims, disputes, and other matters in question between CITY and CONTRACTOR arising out of or relating to this Contract or the breach thereof shall, to the extent reasonably feasible, be resolved through good faith negotiations between the parties. 14 OWNERSHIP OF PRODUCT
All product, data, documents, programs and software including, but not limited to, research, field notes, investigations, analysis, studies, processes, software, instructions for use and other manuals, whether complete or incomplete, which are prepared or produced in the performance of this Contract are to be, and remain the property of CITY and shall be delivered to or left with CITY upon the completion or termination of this Agreement. CONTRACTOR shall furnish CITY, upon its request, originals and reproducible and electronic copies of product, data reports, studies and of all other documents listed above. Electronic copies shall be provided in an unprotected format which allows CITY to copy, reproduce and makes changes as CITY deems necessary.

14.1 OWNERSHIP OF INTELLECTUAL PROPERTY. The Services performed hereunder are work made for hire and CIty shall exclusively own, in perpetuity and worldwide, all rights to and flowing from the work, including any work product, performed under this Agreement. Contractor assigns to City any and all rights Contractor could have, may have, or does have, in the work or the work product performed under this Agreement, and City shall have all right, title, and interest in said matters, including the right to secure and maintain the copyright, trademark, or patent of said matters in the name of the City. Independent Contractor consents to the use of Contractor’s name in conjunction with the sale, use, performance, and distribution of said matters, for any purpose and in any medium.

15 DELEGATION AND ASSIGNMENT

15.1 CONTRACTOR shall not delegate or assign its duties or rights hereunder, either in whole or in part, without the prior written consent of CITY; provided, however, that claims for money due or to become due to CONTRACTOR from CITY 9-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc
under this Contract may be assigned to a bank, trust company or other financial institution without such approval.

15.2 Any assignment, delegation or subcontract shall be made in the name of CONTRACTOR and shall not bind or purport to bind CITY and shall not release CONTRACTOR from any obligations under this Contract including, but not limited to, the duty to properly supervise and coordinate the work of employees, assignees, delegates and subcontractors. No such assignment, delegation or subcontract shall result in any increase in the amount of total compensation payable to CONTRACTOR under this Contract.
16 NON-DISCRIMINATION AND EQUAL EMPLOYMENT OPPORTUNITY

16.1 In performance of this Contract, CONTRACTOR shall not discriminate against any employee, subcontractor, or applicant for employment because of sex, color, race, religion, ancestry, national origin, disability, medical condition including the medical condition of Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, marital status, sexual orientation, age, gender, gender identity, gender expression, genetic information, or military and veteran status.

CONTRACTOR will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their sex, color, race, religion, ancestry, national origin, disability, medical condition including the medical condition of Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, marital status, sexual orientation, age, gender, gender identity, gender expression, genetic information, or military and veteran status . Affirmative action relating to employment shall include, but not be limited to the following:
employment, upgrading, demotion or transfer; recruitment; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.

16.2 The provisions of subsection 16.1 above shall be included in all solicitations or advertisements placed by or on behalf of CONTRACTOR for personnel to perform any services under this Contract. CITY shall have access to all documents, data and records of CONTRACTOR and its subcontractors for purposes of determining compliance with the equal employment opportunity and non-discrimination provisions of this Section, and all applicable provisions of Executive Order No. 11246 which is incorporated herein by this reference. A copy of Executive Order No. 11246 is available for inspection at, and on file with, the Palmdale City Clerk’s Office. 17 FINANCIAL INTEREST CERTIFICATION

17.1 CONTRACTOR warrants that no person has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee; and that no officer or employee of the CITY has any interest, financially or otherwise, in CONTRACTOR’s firm. 10-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc

17.2 For breach or violation of this warranty, CITY shall have the right to annul this Contract without liability or at its discretion to deduct from the Contract Price or consideration, the full amount of such commission, percentage, brokerage or contingent fee.
18 CONFLICT OF INTEREST

18.1 CONTRACTOR stipulates that its officers and employees do not now have a conflict of interest and it further agrees for itself, its officers and its employees that it will not contract for or accept employment for the performance of any work or services with any individual business, corporation or government unit that would create a conflict of interest in the performance of its obligations pursuant to this Contract or which would cause CONTRACTOR to be “financial interested” (as provided in California Government Code Section 1090 et seq. or 87100 et seq.) in any contract or decision made by CITY on any matter.

18.2 CONTRACTOR shall not employ any City official or employee to perform any work required pursuant to this Contract.

18.3 To the extent required by the City Manager or his designee, CONTRACTOR shall complete and file with the City Clerk a Form 700 Statement of Economic Interests disclosing any reportable property interests, income, gifts, investments, or business positions.
19 COMPLIANCE WITH LAW

19.1 CONTRACTOR shall comply with all state and federal laws, including but not limited to, the requirement to hire only those persons authorized by federal law to work in the United States. If CONTRACTOR uses any subcontractors to complete this Contract, this same requirement shall be included in all subcontracts and strictly enforced by CONTRACTOR.

19.2 The law of the state of California shall govern this Contract. The venue of any legal action, either formal or informal, shall be the County of Los Angeles.

19.3 If applicable, CONTRACTOR acknowledges and understands it must comply with the prevailing wage requirements as set forth in Exhibit “A” attached hereto and incorporated herein by reference, as well as the execution of a Worker’s Compensation Certificate attached hereto as Exhibit “B” and incorporated herein by reference.

20 NOTICES
Any notice required under this Contract shall be in writing, addressed to the appropriate party at its address on the signature page and given personally or by registered or certified mail postage prepaid, or by a commercial courier service. All notices shall be effective upon the date of receipt.
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21 ENTIRE AGREEMENT AND AMENDMENTS

21.1 This Contract is the complete Agreement between the parties and supersedes all prior proposals, agreements, and understandings between the parties and may not be modified or terminated orally.

21.2 No attempted waiver of any of the provisions hereof, nor any modification in the nature, extent or duration of the work to be performed by CONTRACTOR hereunder, shall be binding unless in writing and signed by the party against whom the same is sought to be enforced.

21.3 The failure of any party to enforce against another party any provision of this Contract shall not constitute a waiver of that party’s right to enforce such a provision at a later time, and shall not serve to vary the terms of this Contract. 22 ATTORNEY’S FEES

If any action at law or in equity is brought to enforce or interpret any provisions of this Contract, the prevailing party in such action shall be entitled to reasonable attorney’s fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.

In Witness Whereof, the parties hereto have caused this Contract to be executed and attested by their respective officers thereunto duly authorized.

CITY OF PALMDALE: QUEST TECHNOLOGY MANAGEMENT:

Salvador Mendez
Interim City Manager

Adam Burke
VP Sales & Partnerships

ADDRESS FOR NOTICE:

CITY OF PALMDALE
38250 Sierra Hwy., Suite A
Palmdale, CA 93550

ADDRESS FOR NOTICE:

QUEST TECHNOLOGY MANAGEMENT
9000 Foothills Blvd., Suite 100
Roseville, CA 95747-4411
APPROVE AS TO FORM:

Alexandra Severino
City Attorney

ATTEST:

Roxanne Faber
City Clerk

12-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc

---------------------------------------- INTERNAL USE ONLY ----------------------------------------

■Certificate(s) and Endorsement(s) attached
■Confirmed business name on contract with certificate(s) ■Attached Agreement Checklist and met all requirements
13-13Concord - Document ID: 031dRHR7eLiIeST2RtmOtc
Record of Signing
Signed with https://www.concord.app/
For
Name
Title
Signed on Nov 17, 2025 6:26 PM PST
Secured by Concord™
DocumentID: 031dRHR7eLiIeST2RtmOtc
SigningID: 031dRHR7A895l99m4NAkUt
UTC Signing time: 2025-11-18 02:26:34 UTC
IP Address: 206.171.111.149
Email: [email protected]
For
Name
Title
Signed on Nov 18, 2025 3:20 PM PST
Secured by Concord™
DocumentID: 031dRHR7eLiIeST2RtmOtc
SigningID: 031dw36tIjyAZhRyDmhR72
UTC Signing time: 2025-11-18 23:20:20 UTC
IP Address: 207.54.7.173
Email: [email protected]

NASPO ValuePoint

PARTICIPATING ADDENDUM
CLOUD SOLUTIONS 2016-2026
Led by the State of Utah

Page 1 of 3 ends

Master Agreement #: AR2505
Contractor: QUEST MEDIA & SUPPLIES INC.

Participating Entity: STATE OF XXXXX
The following products or services are included in this contract portfolio:
• Removable Example: All products and accessories listed on the Contractor page of the NASPO ValuePoint website.

The following products or services are not included in this agreement:
• Removable Example: Product modifications.
• Removable Example: Installation services.

Master Agreement Terms and Conditions:

1. Scope: This addendum covers Cloud Solutions led by the State of Utah for use by state agencies and other entities located in the Participating State [or State Entity] authorized by that State’s statutes to utilize State contracts with the prior approval of the State’s Chief Procurement Official.

[Removable Instruction: Participating States should ensure that paragraph 2 properly defines the scope of participation. The model language in paragraph enables participation by all political subdivisions, institutions of higher education, and other entities included in the state’s statewide contract program.]

2. Participation: This NASPO ValuePoint Master Agreement may be used by all state agencies, institutions of higher institution, political subdivisions and other entities authorized to use statewide contracts in the State of [xxxxxxx]. Issues of interpretation and eligibility for participation are solely within the authority of the State Chief Procurement Official.

3. Access to Cloud Solutions Services Requires State CIO Approval: Unless otherwise stipulated in this Participating Addendum, specific services accessed through the NASPO ValuePoint cooperative Master Agreements for Cloud Solutions by state executive branch agencies are subject to the authority and prior approval of the State Chief Information Officer’s Office. The State Chief Information Officer means the individual designated by the state Governor within the Executive Branch with enterprise-wide responsibilities for leadership and management of information technology resources of a state.

4. Primary Contacts: The primary contact individuals for this Participating Addendum are as follows (or their named successors):

NASPO ValuePoint

PARTICIPATING ADDENDUM
CLOUD SOLUTIONS 2016-2026
Led by the State of Utah

Page 2 of 3 ends

Contractor
Name:

Address:

Telephone:

Fax:

Email:

Participating Entity
Name:

Address:

Telephone:

Fax:

Email:

5. PARTICIPATING ENTITY MODIFICATIONS OR ADDITIONS TO THE MASTER

AGREEMENT
These modifications or additions apply only to actions and relationships within the Participating Entity.

Participating Entity must check one of the boxes below.

[ ] No changes to the terms and conditions of the Master Agreement are required.

[ ] The following changes are modifying or supplementing the Master Agreement terms and conditions.

[Removable Instruction: Insert text here to address specific changes to the terms and conditions. Indicate which section numbers of the Master Agreement are modified. If no changes are required, check the box above and delete this paragraph.]

6. Subcontractors: All contactors, dealers, and resellers authorized in the State of [xxxxxx], as shown on the dedicated Contractor (cooperative contract) website, are approved to provide sales and service support to participants in the NASPO ValuePoint Master Agreement. The contractor’s dealer participation will be in accordance with the terms and conditions set forth in the aforementioned Master Agreement.

7. Orders: Any order placed by a Participating Entity or Purchasing Entity for a product and/or service available from this Master Agreement shall be deemed to be a sale under (and governed by the prices and other terms and conditions) of the Master Agreement unless the parties to the order agree in writing that another contract or agreement applies to such order.

NASPO ValuePoint

PARTICIPATING ADDENDUM
CLOUD SOLUTIONS 2016-2026
Led by the State of Utah

Page 3 of 3 ends

IN WITNESS WHEREOF, the parties have executed this Addendum as of the date of execution by both parties below.

Participating Entity:

Contractor:

Signature:

Signature:

Name:

Name:

Title:

Title:

Date:

Date:
[Additional signatures may be added if required by the Participating Entity]

For questions on executing a participating addendum, please contact [email protected].

Please email fully executed PDF copy of this document
to
[email protected]
to support documentation of participation and posting
in appropriate data bases.

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: OPERATIONS DEPARTMENT

SAFETY DIVISION

DISTRICT: ALL

SUBJECT: APPROVE AGREEMENT WITH CITADEL EHS, INC., FOR A

COMPREHENSIVE SAFETY/INJURY ILLNESS PREVENTION

PROGRAM ASSESSMENT FOR THE CITY OF PALMDALE, FOR A
TOTAL NOT TO EXCEED AMOUNT OF $150,000 FOR A TERM OF
ONE (1) YEAR

RECOMMENDATION

Staff recommend that the City Council:

1. Approve Agreement No. A -9613 with Citadel EHS, Inc., for a comprehensive safety/injury illness prevention program assessment for the City of Palmdale, for a total not to exceed amount of $150,000 for a term of one (1) year; and,

2. Authorize the Interim City Manager or his designee to execute Agreement No. A- 9613 with Citadel EHS, Inc., including minimal and/or non-substantial changes.

BACKGROUND

California Labor Code section 6400 requires employers to provide and maintain conditions that protect workers from injury and illness, a mandate enforced through the California Occupational Safety and Health Act and the accompanying Cal/OSHA regulations. The City , as a public employer in the State of California, has a duty to provide its employees with a safe and healthful workplace.

To meet these responsibilities, the City must regularly evaluate and update its safety policies, procedures, and training programs. Ongoing assessment is essential to ensure compliance with state and federal regulations, respond to emerging workplace risks, and maintain effective systems for preventing employee injuries and mitigating risk.

Report to Mayor Pro Tem and City Council
Re: Approve Agrmt No. A-9613 with Citadel EHS, Inc.

December 2, 2025

Page 2 ends

DISCUSSION

To support the need for ongoing evaluation, the City issued Request for Proposal (RFP) No. 26-001-1410 on August 14, 2025. The RFP was released through the PlanetBids procurement platform and publicly advertised on the City’s website and in the Antelope Valley Press.

The RFP seeks a comprehensive assessment and gap analysis of the City’s safety program. This review will examine existing policies, procedures, training practices, hazard controls, and record-keeping systems. The assessment will also compare the City’s program to the requirements of the California Labor Code, Title 8 Cal/OSHA regulations, and relevant Government Code provisions.

The City received five proposals, summarized below:

Vendor/Consultant Location
Citadel EHS, Inc Valencia, Ca
Eastern Research Group Concord, MA
Ehs International, Inc Lake Forest, CA
Leidos Engineering, LLC San Diego, CA
Aspen Risk Management Group Inc., a
Tristar Company

San Diego, CA
A five-member evaluation committee reviewed all submitted proposals using the criteria outlined in the RFP. Each proposal was scored based on the following factors:
•Project Management and Methodology: Clarity, thoroughness, and feasibility of the proposed approach for conducting the safety program assessment and gap analysis, including the timeline, workflow, and quality-control measures. •Project Initiation: The proposer’s plan for launching the project, including communication protocols, project scheduling, and the firm’s ability to quickly understand the City’s operational environment.
•Project Staffing: Qualifications, experience, and availability of key personnel, with emphasis on technical expertise related to Cal/OSHA compliance and municipal operations.
•Cost: Overall pricing structure, cost-effectiveness, and alignment with the City’s budget.

Based on the scoring results, the committee determined that Citadel EHS, Inc. submitted the most responsive and comprehensive proposal, offering a strong technical approach, highly qualified staff, and competitive pricing.

Report to Mayor Pro Tem and City Council
Re: Approve Agrmt No. A-9613 with Citadel EHS, Inc.

December 2, 2025

Page 3 ends

FISCAL IMPACT

$150,000; Funds are budgeted and available in FY 2025-26 under Risk Management, Professional Services account.

STRATEGIC PLAN

Goal 1: Maintain effective public safety and protection for life, property and the environment.

A. Provide comprehensive and innovative safety services to prevent crime and promote a safe community.

B. Be prepared to protect life, property, and the environment in the event of catastrophic disasters and emergencies.

C. Use a variety of methods to communicate timely, useful, and trusted information about city programs, services and policies.

Prepared by: Janelle Samson, Director of Operations
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

Agrmt No. A-9613 with Citadel EHS, Inc.

AGREEMENT NO. A-9613

CONTRACT FOR SERVICES

BETWEEN THE CITY OF PALMDALE AND CITADEL EHS, INC

This CONTRACT for services (“Contract” herein) is made and entered into by and between the City of Palmdale, a public body corporate and politic, (hereinafter called “CITY”), and CITADEL EHS, INC, a Corporation, (hereinafter called “CONTRACTOR”). This Contract shall become effective on the date of the last signatory.

RECITALS
WHEREAS, CONTRACTOR represents that CONTRACTOR has the expertise and is qualified to perform the services described in this Contract.

NOW THEREFORE, CITY and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows:
1 CITY PROJECT MANAGER
To provide the services required by this Contract, CONTRACTOR shall act under the authority and approval of the Operations Director/designee, who shall oversee this Contract, the work performed by CONTRACTOR, assist CONTRACTOR with any necessary information, audit billings, and approve payments. The CONTRACTOR shall channel all contacts and requests through the City project manager. 2 DESCRIPTION OF WORK

2.1 CONTRACTOR shall provide the following services in a manner satisfactory to CITY:

Perform a comprehensive assessment of the City’s Safety/Injury and Illness Prevention Program, with the objective of identifying organizational strengths, weaknesses, and gaps, and developing a cohesive, structured, and sustainable program. The assessment shall lead to actionable strategies to strengthen the City’s capacity to ensure compliance with all applicable federal, state, and local regulations, including OSHA, and Cal/OSHA.

The safety program should meet the operational needs of a full-service municipal government, including departments such as Public Works, Parks and Recreation, Development Services, Public Safety, and Administrative Services.

Please refer to ATCH A for the RFP and ATCH B for the proposal details. 1-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG

2.2 CONTRACTOR shall have no claim for compensation for any services or work, which has not been authorized by CITY’s Authorization to Proceed.

2.3 CONTRACTOR shall not accept any change of scope, or change in contract provisions, to this Contract unless issued in writing, as a contract change order or amendment and signed by CITY. Any extensions of time must be mutually agreed upon in writing and executed by both parties.

2.4 CONTRACTOR shall maintain in current status all Federal, State, and local licenses and permits required for the operation of the business conducted by the CONTRACTOR as applicable to this contract.

2.5 All work supplied under this Contract shall be fully guaranteed by CONTRACTOR for a minimum period of 365 days from the date of acceptance by CITY. Any defects of design, workmanship, or materials that would result in non- compliance with the Contract specifications shall be fully corrected by CONTRACTOR (including parts and labor) without cost to CITY. The written warranty shall be included with the delivered products to the using Department.

2.6 CITY shall provide to CONTRACTOR, without charge, all data, program information, including reports, records, maps, and other information, now in CITY’s possession, which may facilitate the timely performance of the work. 3 CONTRACTOR’S KEY PERSONNEL

3.1 Key Staff. CITY reserves the right to review and approve CONTRACTOR’S staff including all subcontractors to be assigned to any project by CONTRACTOR during the term of this Contract.

This Contract has been awarded to CONTRACTOR based partially on the key personnel proposed to perform the services required herein. CONTRACTOR shall not change nor substitute any of these key staff for work on this Contract without prior written approval by CITY.

CONTRACTOR’s Team and Key Personnel are as follows:

Scott Brehmer
Natasha Stratton
Rudy Castro
Adrian Olivares
This Services Contract has been awarded to CONTRACTOR based on its representation that those personnel and subcontractors submitted as part of its bid and listed above will perform the portions of the work listed above.

CONTRACTOR shall not deviate nor substitute any of these team members without prior written approval by CITY.
2-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG

3.2 Subcontractors. During the performance of the Agreement, CONTRACTOR may engage such additional SUBCONTRACTORS as may be required for the timely completion of this Agreement. In the event of subcontracting, the sole responsibility for fulfillment of all terms and conditions of this Agreement rests with CONTRACTOR.

CONTRACTOR shall not enter into any Subcontract under this Contract for the performance of this Contract without the advance written approval of CITY. The subcontract shall incorporate by reference the terms and conditions of this Contract.

3.3 Direct Responsibility. All services required under this Contract shall be performed by CONTRACTOR, or under CONTRACTOR’s direct supervision, and all personnel shall possess the qualifications, permits and licenses required by State and local law to perform such services.

3.3.1 CONTRACTOR shall be solely responsible for the satisfactory work performance of all personnel engaged in performing services required by this Contract, and compliance with all reasonable performance standards established by CITY.

3.3.2 CONTRACTOR shall be responsible for payment of all CONTRACTOR’s employees’ and subcontractor’s wages and benefits and shall comply with all requirements pertaining to the employer’s liability, workers’ compensation, unemployment insurance, and Social Security.

3.3.3 CONTRACTOR shall indemnify and hold harmless CITY, and its respective officers, agents and employees from and against all claims, demands, damages or costs arising from CONTRACTOR’s acts or omissions with respect to any liability, damages, claims, costs and expenses of any nature arising from alleged violations of personnel practices.
4 CONTRACT TERM

The term of this Contract is ONE (1) YEAR, commencing on the effective date, with CITY reserving the option to extend the agreement for ONE additional terms of one year each.

5 ACCEPTANCE AND DOCUMENTATION
Each task shall be reviewed and approved by the Contract Project Manager to determine acceptable completion.

5.1 Records. The CONTRACTOR shall retain and shall contractually require each SUBCONTRACTOR to retain all data and other “records” relating to the acquisition and performance of the Contract for a period of five years after the completion of the Contract.
3-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG

5.2 Property of CITY. All materials, including reports, computer programs and other deliverables, supplied or created under this Contract are the sole property of CITY. CONTRACTOR is not entitled to a patent or copyright on those materials and may not transfer the patent or copyright to anyone else. CONTRACTOR shall not use or release these materials without the prior written consent of CITY.

5.3 Products. All equipment, materials, parts, and other components incorporated in the work or services performed pursuant to this Contract shall be new, or the latest model and of the most suitable grade for the purpose intended. All work shall be performed in a skilled and workmanlike manner. 6 PRICE
CITY shall pay to CONTRACTOR an amount not to exceed one hundred fifty thousand dollars ($150000) for the completion of all the work and services described in Section 2, which sum shall include all costs or expenses incurred by CONTRACTOR, payable as follows:

See ATCH B

6.1 An application for payment form must be submitted to CITY which shall include the following: a clear, detailed invoice reflecting work being billed for, a summary sheet showing percentage of work completed to date, amount/percent billed to date and current status of all tasks within a project; any/all backup documentation supporting the above items. Work schedule updates must also be included with the payment requests.

6.2 CONTRACTOR shall maintain adequate records and shall permit inspection and audit by CITY of CONTRACTOR’s charges under this Contract. CONTRACTOR shall make such records available to CITY during normal business hours upon reasonable notice. Nothing herein shall convert such records into public records, and they will be available only to CITY and any specified public agencies. Such records shall be maintained by CONTRACTOR for one (1) year following completion of the work under this Contract unless a longer period of time is required by state or federal law, in which event CONTRACTOR shall retain its records for the time required by such laws.

6.3 Payment. A separate invoice shall be issued for each shipment of material or service performed, and no payment will be issued prior to receipt of material and/or completion of specified services and receipt of a correct invoice. 7 TAXES

7.1 CONTRACTOR shall pay all sales, consumer, use, and other similar taxes required to be paid by CONTRACTOR in accordance with state and local laws. 4-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG

7.2 CONTRACTOR is an independent contractor and shall have no power or authority to incur any debt, obligation, or liability on behalf of CITY. No person employed by CONTRACTOR or acting on its behalf, in connection with this Contract shall be considered the Agent or employee of CITY.

7.3 CONTRACTOR shall be required to obtain a current City of Palmdale business license, as required by the Palmdale Municipal Code, before an Authorization to Proceed is issued.

7.4 When equipment, materials or supplies generally taxable to CONTRACTOR are eligible for a tax exemption due to the nature of the work, CONTRACTOR shall assist the City in applying for and obtaining such tax credits and exemptions, which shall be paid or credited to the City.
8 PATENT FEES AND ROYALTIES
CONTRACTOR shall pay all license fees and royalties and assume all costs incident to the use, in the performance of the work or the incorporation in the work of any invention, design, process, program, product or device which is the subject of patent rights or copyrights held by others. If a particular invention, design, process, program, product or device is specified in the contract documents for use in the performance of the work and if, to the actual knowledge of CITY, its use is subject to patent rights or copyrights calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by CITY in the contract documents.

CONTRACTOR shall indemnify and hold harmless CITY and anyone directly or indirectly employed by CITY from and against all claims, damages, losses and expenses (including attorneys' fees) arising out of any infringement of patent rights or copyrights incident to the use in the performance of the work, or resulting from the incorporation in the work of any invention, design, process, program, product or device not specified in the contract documents, and shall defend all such claims in connection with any alleged infringement of such rights. 9 INDEMNIFICATION
To the fullest extent permitted by law, CONTRACTOR and any subcontractors working on its behalf agree to indemnify CITY, its officers, employees, agents and elected and appointed boards (hereinafter “Indemnified Parties”) for any loss, claim, demand, cause of action, cost, expense, damage, obligation or liability which arises out of or is in any way connected with the performance of any work under this agreement, including any acts or omissions, willful misconduct or negligent conduct, whether active or passive, on the part of CONTRACTOR, or its subcontractors, and regardless of any acts, omissions or negligence (whether active or passive) of any person or entity indemnified hereunder. At their own expense, CONTRACTOR and, as applicable, any subcontractors working on its behalf, shall defend any suit, claim or action against the Indemnified Parties founded upon such loss, claim, demand, cause of action, cost, expense, damage, obligation or liability. CONTRACTOR shall 5-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG
ensure that the contract of any subcontractor working under this agreement contain an indemnity agreement, requiring the subcontractor to indemnify and defend the Indemnified Parties pursuant the terms set forth above. CONTRACTOR shall indemnify the Indemnified Parties, and save it harmless from any and all loss, damage, costs, expenses and attorney's fees suffered or incurred on account of any breach of the aforesaid obligations and covenants, and any other provision or covenant of this agreement.
10 INSURANCE

10.1 CONTRACTOR, at its expense, shall maintain in effect at all times during the performance of work under this Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers listed “A” or better in the Best’s Insurance Guide and authorized to do business in the State of California.

Proof of Insurance, as identified in Section 10.8, must be reviewed and accepted by the City Attorney.

10.1.1 Workers’ Compensation and Employer’s Liability
 Workers’ Compensation -- coverage as required by the State of California  Employer’s Liability
$1,000,000 each accident
$1,000,000.00 policy limit bodily injury
$1,000,000.00 each employee bodily injury by disease

10.1.2 Commercial General Liability
 $1,000,000.00 limit on a per occurrence basis
 $2,000,000.00 general aggregate limit

10.1.3 Commercial Automobile Liability
 $1,000,000.00 combined single limit including owned, non-owned and hired automobile coverage

10.1.4 Professional Liability (Errors & Omissions)*
- $1,000,000.00 per occurrence

10.2 All of CONTRACTOR’s policies shall contain an endorsement providing that written notice shall be given to CITY at least thirty (30) calendar days prior to termination, cancellation, or reduction of coverage in the policy.

10.3 Policies providing for bodily injury and property damage coverage shall contain the following:

A. An endorsement extending coverage to the City as an additional insured, as respects liability arising out of the performance of any work under the Contract.

Such insurance shall be primary insurance, as respects the interest of the City, and any other insurance maintained by the City shall be considered excess coverage and not contributing insurance with the insurance required hereunder. The certificates shall state: “The City of Palmdale, Successor 6-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG
Agency to the Community Redevelopment Agency of the City of Palmdale, Palmdale Civic Authority, Housing Authority, Industrial Development Authority, Airport Authority, their officers, agents, employees and volunteers are named as additional insured”.

B. “Severability of Interest” Clause.

10.4 Promptly upon execution of this Contract, and prior to commencement of any work, CONTRACTOR shall deliver to CITY certificates of insurance and endorsements to all required policies demonstrating that CONTRACTOR has the required coverage and showing the required named insured. Within five (5) days of written request from CITY, CONTRACTOR shall deliver to CITY full and complete copies of all insurance policies required by this Contract.

10.5 The requirements as to the types and limits of insurance to be maintained by CONTRACTOR are not intended to and shall not in any manner limit or qualify CONTRACTOR’s liabilities and obligations under this Contract.

10.6 Any policy or policies of insurance that CONTRACTOR elects to carry as insurance against loss or damage to its equipment and tools or other personal property used in the performance of this Contract shall include a provision waiving the insurer’s right of subrogation against CITY.

10.7 All insurance coverage must be maintained throughout the duration of this Contract.

10.8 Acceptable Proof of Insurance:

10.8.1 ACORD Certificate of Insurance listing all coverage, limits, deductibles and insured; and endorsements for all applicable coverage if agent has authority to issue it; or additional insured Form CG20100704 and CG20370704 or equivalent must be provided for general liability coverage. Additional insured form CA0001 must be provided for automobile liability coverage.

10.8.2 Binders of insurance for all coverage. Agents must confirm that policy endorsements have been ordered from the respective insurance companies. Upon issuance, policy endorsements and a corresponding Certificate of Insurance listing all insurers and coverage must be submitted to the City Attorney.

10.8.3 *When professional (E&O) liability coverage is provided on a “claims made basis”, CONSULTANT will continue to renew the insurance for a period of five (5) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONSULTANT, or its officers, employees, or agents during the time this Agreement was in effect.

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10.9 Notwithstanding any other provision of this Contract, CITY may immediately terminate this Contract if, at any time CONTRACTOR fails to maintain the required insurance for any period of time or fails to comply with any of the insurance requirements listed above.

10.10 CONTRACTOR shall require any and all subcontractors working on its behalf to provide insurance coverages and limits that are based on the scope of work and nature of risk being performed by the subcontractor. Any and all subcontractors working on behalf of CONTRACTOR shall be subject to all other insurance requirements that are stated herein.

Any deviation in this requirement will be CONTRACTOR's sole risk. CONTRACTOR's insurance requirements in Section 10 will not be impacted and/or limited by such deviation.

11 TERMINATION WITHOUT CAUSE
City reserves the right to terminate this Contract or any part thereof for its sole convenience with fifteen (15) days written notice. In the event of such termination, CONTRACTOR shall immediately stop all work hereunder, and shall immediately cause any of its suppliers and subcontractors to cease such work. CONTRACTOR shall also surrender to CITY all finished or unfinished documents, processes, programs and other supplies and materials, which shall be City’s property. As compensation in full for services performed to the date of such termination, the CONTRACTOR shall receive an amount equal to the value of the work completed as of the termination date in accordance with the fee schedule or as negotiated between the parties. In no event shall the amount payable upon termination exceed the total maximum compensation provided for in this Contract.
12 TERMINATION FOR CAUSE
If CITY determines that CONTRACTOR has failed to supply an adequate working force, or to provide services of proper quality, or has failed in any other respect to satisfactorily perform the services specified in this Contract, CITY shall give written notice to CONTRACTOR specifying all defaults to be remedied within thirty (30) days.

Such notice shall set forth the basis for CITY’s dissatisfaction and suggest corrective measures. If, after thirty days, CONTRACTOR has failed to implement appropriate corrective measures, CITY may elect to terminate this Contract in whole or in part.

12.1 In the event CITY terminates this Contract, in whole or in part, for cause, CITY may procure, upon such terms and in such manner, as it may deem appropriate, services similar to those terminated.

12.2 CONTRACTOR shall provide all finished or unfinished documents, data, studies, software, drawings, programs, processes, maps, photographs, reports, etc., prepared by CONTRACTOR within fifteen (15) working days after notice of termination. Upon such termination, CONTRACTOR shall be paid an amount equal to 8-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG
the value of the services provided and work performed as of the date of termination, taking into consideration the costs associated with hiring another CONTRACTOR to complete the services. In ascertaining the value of the work performed up to the date of termination, consideration shall be given to both completed work and work in progress, to complete and incomplete documents when such are delivered to CITY, and to authorized reimbursement expenses. The above is in addition to any other remedies available by law or equity to CITY.

12.3 If, after notice of termination of the Contract under the provisions of this Section 12, it is determined, for any reason, that CONTRACTOR was not in default, or that the default was excusable, then the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to Section 11. 13 DISPUTE RESOLUTION
All claims, disputes, and other matters in question between CITY and CONTRACTOR arising out of or relating to this Contract or the breach thereof shall, to the extent reasonably feasible, be resolved through good faith negotiations between the parties. 14 OWNERSHIP OF PRODUCT
All product, data, documents, programs and software including, but not limited to, research, field notes, investigations, analysis, studies, processes, software, instructions for use and other manuals, whether complete or incomplete, which are prepared or produced in the performance of this Contract are to be, and remain the property of CITY and shall be delivered to or left with CITY upon the completion or termination of this Agreement. CONTRACTOR shall furnish CITY, upon its request, originals and reproducible and electronic copies of product, data reports, studies and of all other documents listed above. Electronic copies shall be provided in an unprotected format which allows CITY to copy, reproduce and makes changes as CITY deems necessary.

14.1 OWNERSHIP OF INTELLECTUAL PROPERTY. The Services performed hereunder are work made for hire and CIty shall exclusively own, in perpetuity and worldwide, all rights to and flowing from the work, including any work product, performed under this Agreement. Contractor assigns to City any and all rights Contractor could have, may have, or does have, in the work or the work product performed under this Agreement, and City shall have all right, title, and interest in said matters, including the right to secure and maintain the copyright, trademark, or patent of said matters in the name of the City. Independent Contractor consents to the use of Contractor’s name in conjunction with the sale, use, performance, and distribution of said matters, for any purpose and in any medium.

15 DELEGATION AND ASSIGNMENT

15.1 CONTRACTOR shall not delegate or assign its duties or rights hereunder, either in whole or in part, without the prior written consent of CITY; provided, 9-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG
however, that claims for money due or to become due to CONTRACTOR from CITY under this Contract may be assigned to a bank, trust company or other financial institution without such approval.

15.2 Any assignment, delegation or subcontract shall be made in the name of CONTRACTOR and shall not bind or purport to bind CITY and shall not release CONTRACTOR from any obligations under this Contract including, but not limited to, the duty to properly supervise and coordinate the work of employees, assignees, delegates and subcontractors. No such assignment, delegation or subcontract shall result in any increase in the amount of total compensation payable to CONTRACTOR under this Contract.
16 NON-DISCRIMINATION AND EQUAL EMPLOYMENT OPPORTUNITY

16.1 In performance of this Contract, CONTRACTOR shall not discriminate against any employee, subcontractor, or applicant for employment because of sex, color, race, religion, ancestry, national origin, disability, medical condition including the medical condition of Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, marital status, sexual orientation, age, gender, gender identity, gender expression, genetic information, or military and veteran status.

CONTRACTOR will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their sex, color, race, religion, ancestry, national origin, disability, medical condition including the medical condition of Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, marital status, sexual orientation, age, gender, gender identity, gender expression, genetic information, or military and veteran status . Affirmative action relating to employment shall include, but not be limited to the following:
employment, upgrading, demotion or transfer; recruitment; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.
17 FINANCIAL INTEREST CERTIFICATION

17.1 CONTRACTOR warrants that no person has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee; and that no officer or employee of the CITY has any interest, financially or otherwise, in CONTRACTOR’s firm.

17.2 For breach or violation of this warranty, CITY shall have the right to annul this Contract without liability or at its discretion to deduct from the Contract Price or consideration, the full amount of such commission, percentage, brokerage or contingent fee.
18 CONFLICT OF INTEREST

18.1 CONTRACTOR stipulates that its officers and employees do not now have a conflict of interest and it further agrees for itself, its officers and its employees that it 10-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG
will not contract for or accept employment for the performance of any work or services with any individual business, corporation or government unit that would create a conflict of interest in the performance of its obligations pursuant to this Contract or which would cause CONTRACTOR to be “financial interested” (as provided in California Government Code Section 1090 et seq. or 87100 et seq.) in any contract or decision made by CITY on any matter.

18.2 CONTRACTOR shall not employ any City official or employee to perform any work required pursuant to this Contract.

18.3 To the extent required by the City Manager or his designee, CONTRACTOR shall complete and file with the City Clerk a Form 700 Statement of Economic Interests disclosing any reportable property interests, income, gifts, investments, or business positions.
19 COMPLIANCE WITH LAW

19.1 CONTRACTOR shall comply with all state and federal laws, including but not limited to, the requirement to hire only those persons authorized by federal law to work in the United States. If CONTRACTOR uses any subcontractors to complete this Contract, this same requirement shall be included in all subcontracts and strictly enforced by CONTRACTOR.

19.2 The law of the state of California shall govern this Contract. The venue of any legal action, either formal or informal, shall be the County of Los Angeles.

19.3 If applicable, CONTRACTOR acknowledges and understands it must comply with the prevailing wage requirements as set forth in Exhibit “A” attached hereto and incorporated herein by reference, as well as the execution of a Worker’s Compensation Certificate attached hereto as Exhibit “B” and incorporated herein by reference.

20 NOTICES
Any notice required under this Contract shall be in writing, addressed to the appropriate party at its address on the signature page and given personally or by registered or certified mail postage prepaid, or by a commercial courier service. All notices shall be effective upon the date of receipt.
21 ENTIRE AGREEMENT AND AMENDMENTS

21.1 This Contract is the complete Agreement between the parties and supersedes all prior proposals, agreements, and understandings between the parties and may not be modified or terminated orally.

21.2 No attempted waiver of any of the provisions hereof, nor any modification in the nature, extent or duration of the work to be performed by CONTRACTOR 11-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG
hereunder, shall be binding unless in writing and signed by the party against whom the same is sought to be enforced.

21.3 The failure of any party to enforce against another party any provision of this Contract shall not constitute a waiver of that party’s right to enforce such a provision at a later time, and shall not serve to vary the terms of this Contract. 22 ATTORNEY’S FEES

If any action at law or in equity is brought to enforce or interpret any provisions of this Contract, the prevailing party in such action shall be entitled to reasonable attorney’s fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.

In Witness Whereof, the parties hereto have caused this Contract to be executed and attested by their respective officers thereunto duly authorized.

CITY OF PALMDALE: CITADEL EHS, INC:

Salvador Mendez
Interim City Manager

Scott Brehmer
Principal

ADDRESS FOR NOTICE:

CITY OF PALMDALE
38250 Sierra Highway
Palmdale, CA 93550

ADDRESS FOR NOTICE:

CITADEL EHS, INC
1725 Victory Blvd
Glendale, CA 91201
APPROVE AS TO FORM:

Alexandra Severino
City Attorney

ATTEST:

Roxanne Faber
City Clerk

---------------------------------------- INTERNAL USE ONLY ----------------------------------------

12-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG
■Certificate(s) and Endorsement(s) attached
■Confirmed business name on contract with certificate(s) ■Attached Agreement Checklist and met all requirements
13-13Concord - Document ID: 031hwOHkNiAlrlrHQX9hGG
Record of Signing
Signed with https://www.concord.app/
For
Name
Title
Signed on Nov 25, 2025 3:59 PM PST
Secured by Concord™
DocumentID: 031hwOHkNiAlrlrHQX9hGG
SigningID: 031hwOHjhPB7MptCahCf93
UTC Signing time: 2025-11-25 23:59:48 UTC
IP Address: 206.171.111.149
Email: [email protected]
For
Name
Title
Signed on Nov 25, 2025 4:06 PM PST
Secured by Concord™
DocumentID: 031hwOHkNiAlrlrHQX9hGG
SigningID: 031hwZ2TtS2fI2d8zsL4ze
UTC Signing time: 2025-11-26 00:06:51 UTC
IP Address: 12.88.178.30
Email: [email protected]

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: HOUSING DEPARTMENT

DISTRICT: ALL

SUBJECT: APPROVE AGREEMENT WITH BENEV ATE, LLC , FOR

IMPLEMENTATION OF SOFTWARE RELATED TO GRANT

MANAGEMENT AND ONGOING GRANT COMPLIANCE OVERSIGHT,
FOR A TOTAL NOT TO EXCEED AMOUNT OF $217,000 FOR A TERM OF THREE (3) YEARS

RECOMMENDATION

Staff recommend that the City Council:

1. Approve Agreement No. A-9636 with Ben evate, LLC , for implementation of software related to grant management and ongoing grant compliance oversight for a total not to exceed amount of $217,000 for three (3) years; and,

2. Authorize the Interim City Manager or his designee to execute Agreement No. A- 9636 with Benevate, LLC, including minimal and/or non-substantive changes.

BACKGROUND

Many City projects a nd Housing Authority programs are funded and supported by a variety of federal, state, and local grant sources, each with its own unique reporting and compliance requirements. To meet these obligations, the City currently relies on multiple outside consultants to manage communication, document preparation, and required filings. This decentralized approach has proven costly, inefficient, and resource-intensive.

To improve efficiency and strengthen overall grant compliance, the City issued Request for Proposal (RFP) No. 26-002-7100 seeking a comprehensive software solution capable of managing the City's and its subrecipients’ compliance and reporting requirements across all funding sources.

Report to Mayor Pro Tem and City Council
Re: Approval of Agrmt. No. A-9636
December 2, 2025

Page 2 ends

DISCUSSION

RFP No. 26-002-7100 was released in July 2025. Interested firms were required to submit qualifications and demonstrate their ability to provide full-cycle grant management—from application through reporting, compliance, and closeout —along with financial oversight, team coordination, data security, vendor support, FedRAMP certification, access controls, encryption, third-party security reviews, incident response, and data isolation.

A total of 329 software firms were notified , and t he City received eight proposals for consideration, as summarized below:

Vendor/Consultant Location
Advances Business Software Plano, TX
Benevate, LLC. (Neighborly) Atlanta, GA
Concourse Tech, Inc. New York, NY
Desire Innovations San Jose, CA
Dulles Technology Partners, Inc. Leesburg, VA
FSH Technology Philadelphia, PA
Successmetrics Corp. Moraga, CA
Sysintellects Plano, TX

A three-member evaluation committee reviewed all proposals in accordance with the RFP criteria. Proposals were scored on:
• Staffing and Management Plan – qualifications of key personnel and proposed oversight structure;
• Firm Qualifications and Experience – demonstrated ability to provide similar services for public agencies;
• Technical Proposal – capacity, expertise in grant management software, and ability to meet RFP requirements; and,
• Cost Proposal – overall value and budget alignment.

After initial scoring, the top two firms were invited to provide software demonstrations.

Based on the full evaluation, the committee selected Benevate, LLC and its Neighborly Software as the most responsive and comprehensive proposal, offering strong tech nical capabilities, qualified staff, and competitive pricing.

Neighborly Software will serve as a centralized grant management and reporting platform, streamlining communication, tracking, compliance documentation, and internal workflows for City-administered grant programs.

Report to Mayor Pro Tem and City Council
Re: Approval of Agrmt. No. A-9636
December 2, 2025

Page 3 ends

The proposed agreement fees are outlined as follows:

Annual Subscription Fees Annual Total
User Subscription Fee for One Year $45,000.00
Snowflake Data Warehouse Access $10,000.00
One-Time Fees One-Time Total
Implementation of Program(s) $52,000.00

There is no charge for external users who apply for grants or upload compliance documents. The City has identified 12 programs, with capacity for three additional programs during the agreement term, and 15 administrative users.

FISCAL IMPACT

$217,000; Funds are budgeted and available in FY 2025-26 under grant administration and general fund accounts.

STRATEGIC PLAN

Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

A. Manage resources, costs, and liabilities to ensure the City’s long-term fiscal health

Prepared by: Sophia Reyes, Director of Housing
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

Agrmt No. A-9636, Software Agreement with Benevate, LLC

AGREEMENT A-9636

Customer Information
Account Name: City of Palmdale, CA Initial Service Term: Three (3) Years from Effective Date with annual renewals
Address: 38250 Sierra Highway, Palmdale, CA 93550

Billing Contact Name & Title:

Sophia Reyes
Director of Housing
Phone: 661/267-5126

Email: [email protected]

Alternate Contact Name & Title:

Krystal Hinojosa
Analyst
Phone: 661/267-5100

Email: [email protected]

PURCHASE SUMMARY
Annual Subscription Fees Unit Price Quantity* Annual Total User Subscription Fee for One Year $3,000.00 15 $45,000.00 Snowflake Data Warehouse access $10,000.00 1 $10,000.00

Services Included:

• Hosted Software to Administer Program(s)
• Client Success Manager
• Technical Support (Monday – Friday: 8:00 a.m. to 8:00 p.m. EST) • Hosting/Security in Microsoft Tier IV Data Center
• Data Storage, Backup, and Recovery

One-Time Fees Unit Price Quantity One-Time Total
Implementation of Program(s) (listed below) $4,000.00 15 $52,000.00

Services include System Configuration, Program Design, and Administrator Training for the following programs:

1. Down Payment Assistance

2. Home Repair

3. Tenant-Based Rental Assistance

4. City Grant Programs (Parks, City)

5. Homeless Prevention and Rapid Rehousing

6. Community Development Block Grant

7. HOME Investment Partnerships Program

8. Development including Density Bonus (includes ongoing compliance)

9. County Local Solutions Fund Grants

10. Public Works Grants

11. City Grants, including Earmarks and other-directed grants

12. Public Safety Grants

13. Allocation for 3 programs that are identified during the term of the agreement.

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

2 Subtotals
Annual Fees Subtotal: $55,000.00
One-Time Fees Subtotal: $52,000.00
THREE YEAR TOTAL: $217,000.00
*A minimum of three (3) users is required to maintain a portal.

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

3 SAAS SUBSCRIPTION AND SERVICES AGREEMENT
This SaaS Subscription and Services Agreement (“Agreement”) is entered into on this 2nd day of December 2025 (the “Effective Date”) between Benevate, LLC, with its principal place of business located at 3423 Piedmont Rd. NE, Atlanta, GA 30305 (“Company”), and the Customer listed above (referred to as the “Customer”) (collectively referred to as the “Parties”). This Agreement includes and incorporates the above Order Form, the Terms and Conditions below, and Exhibits A-B attached hereto.

TERMS AND CONDITIONS

1. DEFINITIONS.
a. “Confidential Information” means all information, in any form, that either Party discloses (“Discloser”) to the other (“Recipient”) relating to the business of Discloser, whether furnished before or after the Effective Date of this Agreement, including, wi thout limitation, information related to pricing, products, services, security, and any implementing regulations or guidelines, proprietary business practices, policies, finances, procedures, sales, costs, liabilities, markets, strategies, concepts, method s or employees, that is not generally ascertainable from public or published information or sources, and all analyses, compilations, data, studies, notes, memoranda or other documents prepared by Discloser based on such Confidential Information. b. “Customer Data” means all non -public information or data that is inputted into the Customer’s Portal by the Customer or the Customer’s end users.
c. “Documentation” means the applicable training materials, user guides, publicly available marketing and/or proposal materials, and other similar information, or other documents disseminated under or governed by confidentiality obligations which pertain to the Software or Services provided by Company, which may be updated by Company at any time without notice to include information about new features and incorporate feedback to help Company’s customers understand how to use the Software and Services. Document ation accessible to Subscription Users through the Portal, requiring a Username and Password, is considered Company’s Confidential Information. d. “Effective Date” means the date stated abo ve. If the date is left blank, then the Effective Date shall be the last signature date on the Signature Page.
e. “Professional Services” refers to non-standard, fee-based services that are not included as part of the Company’s standard Software or Services offering. These services are available upon request (and approval) and are defined in a mutually agreed-upon Statement of Work or Addendum. Examples of Professional Services include, but are not limited to:
• Customized training sessions tailored to the Customer’s unique workflows or user groups • Professional development services
• Power BI consulting or report development
• Data migration assistance beyond standard import templates • Custom integrations or configurations

f. “Services” means standard onboarding, technical support services, hosting, security, data storage, Software access, and other add- on services purchased by the Customer, but shall exclude Professional Services. Standard implementation services are included as well with the purchase of a new program. g. “Software” means the proprietary web-based products referred to as Neighborly Software, including, but not limited to, the source code, object code or underlying structure, ideas, know -how or algorithms , documentation, or data related to the Services provided by Company, or its licensors identified on an Order Form and subsequently made available to Customer by Company in accordance with an Order Form or this Agreement. h. “Subscription User” or “User” means those individuals designated and authorized by the Customer to use one of the purchased subscriptions to access the Software available through a specified Portal, using his or her login credentials (email address and password), which may only be used by that single, named user.

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

4 2. SOFTWARE AND SERVICES.
a. During the Term of this Agreement, Company will provide Customer access to, and use of, the Software, Services, and Documentation by enabling a portal for Customer to access through a web browser (the “Portal”). b. This Agreement does not contemplate any customized products, services, work- for-hire, or code developed exclusively for Customer that would result in ownership rights for the Customer. If the Parties agree that Company shall provide such non- standard Professional Services, the description of the services and applicable ownership rights with respect to such non-standard Professional Services will be set forth in a separately executed Professional Services Agreement.
c. Company will make available to Customer all updates and any documentation for such updates to the Services.

Company will use commercially reasonable efforts to ensure that (i) new features or enhancements to existing features are synchronized with the previous version, and (ii) updates will not degrade the performance, functionality, or operation of the Services. General maintenance of the system is completed on a regular basis to ensure optimal performance of the Services.
d. Service Levels and Support. Company will use commercially reasonable efforts to maintain Service Availability at a minimum level of 99.5% and will provide Support Services, in each case as described in the Service Level Terms attached as Exhibit “A.”
e. Data Storage. All Customer Data will be stored, processed, and maintained solely in data centers located in the United States.
f. Backup and Recovery of Customer Data. Company is responsible for maintaining a backup of the Customer Data and for an orderly and timely recovery. Company shall maintain a contemporaneous backup of Customer Data that can be recovered within a reasonable period of time.

3. CUSTOMER RESTRICTIONS AND RESPONSIBILITIES.
a. Customer will not, directly, or indirectly: (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the services or any software, documen tation, or data related to the Services ; (ii) modify, adapt, translate, or create derivative works based on the S ervices or the Software; (iii) use the Software to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third -party privacy rights; (iv) interfere with or disrupt the security, integrity, availability, or performance of the Software; (v) attempt to gain unauthorized access to any service or content within the Software or its related systems or networks; and/or (vii) copy a service or any part, feature, function or user interface thereof; nor access any service or content in order to build a competitive product or software.
b. Automated Access Prohibited. Except as expressly authorized in writing by Company, Customer shall not, and shall not permit any third party to, access or use the Software through any automated means, including but not limited to bots, scripts, scrapers, or artificial intelligence agents, whether for data extraction, model training, monitoring, or any other purpose. Customer shall ensure that all access to the Software is initiated and performed solely by human end users using a supported web browser or Company-approved application programming interface (API). c. Customer represents, covenants, and warrants that Customer will use the Software in compliance with all applicable laws and regulations. Customer hereby agrees to hold harmless Company against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing. d. Customer acknowledges and agrees that the Software is a tool provided by Company to support and streamline the administrative processes associated with Customer’s grant programs. Customer retains full responsibility for the design, structure, eligibility criteria, delivery, and administration of such programs, including compliance with all applicable laws, regulations, and funding requirements. Company does not assume control over or responsibility Benevate, LLC - SAAS Subscription & Services Agreement A-9636

5 for any aspect of Customer’s program design or administration. Customer is responsible for notifying Company of any changes to compliance requirements or program parameters that may affect the Software configuration or functionality.
e. Each Subscription User must create a username and password to access the Software. Subscription Users are prohibited from sharing their login credentials with anyone else or allowing others to use their credentials to access the Software. The authorized number of Subscription Users is specified in the Order or as otherwise requested and approved in writing during the Term.
f. Customer is responsible for the actions and activities of its Subscription Users and must promptly inform Company of any changes to user status, including when access should be modified or deactivated. Customer must also notify Company immediately if it becomes aware of any lost, stolen, or compromised login credentials, or any actual or suspected security breach involving such credentials. Company is not liable for any claims, damages, or losses resulting from the actions, omissions, or misuse of the Softw are by Subscription Users, including unauthorized access or other conduct.
g. Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers and the like.

4. CONFIDENTIALITY; PROPRIETARY RIGHTS
a. Duty Not to Disclose Confidential Information. In connection with the Agreement, Recipient, and its employees and agents, may have access to the Confidential Information of the Discloser. Recipient shall, and shall ensure that its employees and agents shal l, keep the Confidential Information of the Discloser in strict confidence and use it only for the purpose of performing its duties under this Agreement. Recipient will not directly or indirectly disclose, publish, disseminate, make available or otherwise communicate in any way, to any third person not having a need to know in order to perform its duties under this Agreement, any Confidential Information of the Discloser, without the Discloser’s prior written consent. Recipient will have appropriate safeguards in place within its organization to restrict access to Confidential Information to only those individuals as needed in connection with the performance of this Agreement. Recipient will take care of Confidential Information using at least the same stand ard of care it would use with its own confidential information, but in no event shall Recipient use less than reasonable care in protecting such Confidential Information.
b. Mandatory Disclosures. In the event that Recipient is required by a binding order of a governmental agency or court of competent jurisdiction to disclose any Confidential Information of the Discloser, it shall, if legally permitted, provide the Discloser with prompt written notice (via e-mail that is acknowledged as received) to allow the Discloser an opportunity to appear and object prior to Recipient’s compliance with requested disclosure. The written notice shall provide Discloser with sufficient information describing the content of the information to be disclosed. If such objection is unsuccessful, then Recipient shall produce only such Confidential Information as is required by the court order or governmental action.
c. Customer shall own all rights, title, and interest in and to the Customer Data, as well as any data that is based on or derived from the Customer Data and provided to Customer as part of the Services. d. Company shall own and retain all rights, title and interest in and to (a) the Services and Software, all improvements, enhancements, or modifications thereto, (b) any software, applications, inventions, or other technology developed in connection with implementation of services or support, and (c) all intellectual property rights related to any of the foregoing.
e. Notwithstanding anything to the contrary, Company shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Customer Data and data derived therefrom), and Company will be free (during and after the term hereof) to (i) use such information and data to Benevate, LLC - SAAS Subscription & Services Agreement A-9636

6 improve and enhance the Services and (ii) disclose such data solely in aggregate or other de -identified form in connection with its business.

5. PAYMENT OF FEES
a. Payment Terms. Customer shall pay Company the fees listed in the Purchase Summary of the Order Form. An invoice for the fees will be sent to the Customer following the Effective Date . All invoices are due within thirty (30) days from the date of the invoice.
b. Suspension of Service for Late Payments . If the Customer fails to pay any invoice in full within thirty (30) days from the due date, the Company shall have the right to suspend the Services until payment is received. Suspension of Services in accordance with this subsection shall not be deemed a breach of this Agreement. c. Addition of Users. During the Initial Service Term, the Customer may add additional Users based on the pricing stated in the Order Form on a pro rata basis.
d. One-Time Fees. All one-time fees (including new programs) will be charged at the Company’s current rates at the time the service is requested.
e. Additional Implementation Fees. Implementation fees are based on a mutually agreeable Implementation Schedule (based on the number of programs purchased). Customer agrees to allocate the time and personnel necessary to complete implementation during this period. Unless the Parties agree to an alternative schedule, in writing, implementations extending beyond the allocated time will be subject to a weekly charge of $1,000.00 per additional week.
f. Renewal Subscription Fee Increases. Standard Neighborly Software subscription fees shall automatically increase by five percent (5%) upon each annual renewal. All other recurring fees (including, but not limited to, IDIS, Data Warehouse, and similar add-on services) are not subject to the fixed increase and instead will be based on the Company’s then-current pricing. The Company reserves the right to adjust such fees listed in the Order Form at the end of the Initial Service Term or any subsequent renewal t erm. Notice of any fee adjustment will be provided to the Customer via invoice (delivered by e-mail) at least sixty (60) days prior to the end of the applicable term. g. Taxes. The fees do not include any taxes, including, without limitation, sales, use or excise tax. If Customer is a tax-exempt entity, you agree to provide Company with a tax-exempt certificate. Otherwise, Company will pay all applicable taxes to the proper authorities and Customer will reimburse Company for such taxes (this excludes Company’s income taxes, both federal and state, as applicable, arising from Company’s performance of this Agreement).
h. The parties acknowledge that appropriation of funds is a governmental function which the Customer cannot contractually commit itself in advance to perform and this Agreement does not constitute such commitment. The Customer’s obligation to pay under this Agreement is contingent upon Customer’s annual appropriation of funds for such purpose, and the non-appropriation of funding for such purpose in any fiscal year shall immediately relieve both parties of their respective obligations hereunder, as of the last day for which funds have been appropriated.

The Customer shall immediately notify the Company in writing (via e-mail), upon determining that sufficient funds will not be budgeted and appropriated in any fiscal year under this Agreement.

6. TERM AND TERMINATION
a. Term and Automatic Renewal. Subject to earlier termination as provided below, the term of the Agreement shall commence on the Effective Date and shall cover the Initial Service Term as specified in the Order Form and shall automatically renew for additional one (1) year periods following the Initial Service Term (collectively, the “Term”), unless either party requests termination at least thirty (30) days prior to the end of the then-current term. b. Termination for Cause. Either party may terminate this Agreement if the other party:

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

7 (i) commits a material breach and fails to remedy that breach within fifteen (15) days from receiving written notice of the breach; or
(ii) becomes insolvent or seeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition, or comparable proceeding, or if any such proceeding is instituted against the other party and is not dismissed within sixty (60) days; provided however that in such event, termination will not require notice to the other party.
c. Termination Procedures. Upon termination for any reason, the Parties shall proceed with the following procedures:
(i) Company will immediately disable access to the applicable Portal; (ii) Customer will provide contact information necessary to facilitate the return of the Customer Data within thirty (30) days following termination; (iii) Company shall return the Customer Data via the Secure File Transfer Protocol promptly upon receipt of necessary information from Customer to facilitate the return; and (iv) Customer Data will be deleted sixty (60) days from the date that the Customer Data is returned. If Customer fails to cooperate in facilitating the return of the Customer Data, Company reserves the right to delete the Customer Data ninety (90) days after the termination of the Agreement. Customer is solely responsible for ensuring that the Customer Data is downloaded, stored, and reviewed. Customer acknowledges and agrees that Company has no obligations whatsoever with regard to the Customer Data following the final destruction. Upon request, Company will provide Customer with a Certification of Data Destruction. This Section shall survive the termination of this Agreement.

d. Optional Data Retention. If Customer desires for Company to retain the Customer Data beyond sixty (60) days from the date of the final extraction, Customer must make that request, in writing (via email), and receive an acknowledgement of said request. Requests that do not receive an acknowledgement or requests that are made after the sixty (60) day window are not considered valid. The minimum cost for continued data retention is $6,000.00 for six (6) months.

7. WARRANTY AND DISCLAIMER
a. Company Warranty. Company represents and warrants the following: (a) the Documentation sufficiently describes features, functionality, and operation of the Software as applicable; (b) the Software, as applicable, materially conforms to the Documentation and is free from material defects in workmanship; (c) the Software does not contain any viruses or other malicious threats, programs, features, or devices (“Viruses”) that could harm Customer , and Company uses commercially reasonable efforts to prevent and eradicate such Viruses. Furthermore, consistent with prevailing industry standards, Company shall maintain the Software in a manner which minimizes errors and interruptions and shall perform the Services in a professional and workmanlike manner. Notwithsta nding the foregoing, the Software may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, or because of other causes beyond Company’s reasonable control, but Company shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. b. DISCLAIMER. EXCEPT AS EXPRESSLY SET FORTH HEREIN AND TO THE MAXIMUM EXTENT

PERMITTED BY APPLICABLE LAW, COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING, BUT

NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE ERROR -

FREE OR UNINTERRUPTED OR GUARANTEE THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SOFTWARE. THE LIMITED WARRANTIES PROVIDED HEREIN ARE THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED BY THE COMPANY.

8. DATA SECURITY BREACH NOTIFICATION AND RESPONSE
The Company maintains appropriate technical and organizational measures to protect Customer Data from accidental loss, unauthorized access, use, alteration, or disclosure. In the event of any compromise or suspected compromise of the security, confidential ity, or integrity of Customer Data, or of the physical, technical, administrative, or organizational safeguards related to its protection, the Company shall, as applicable: (i) notify the Customer as soon as Benevate, LLC - SAAS Subscription & Services Agreement A-9636

8 practicable, but no later than forty -eight (48) hours after becoming aware of the occurrence; (ii) cooperate with the Customer in investigating the occurrence, including providing access to relevant, existing documentation and information necessary to meet applicable legal or regulatory obligations; and (iii) take commercially reasonable steps to mitigate the effects of the incident and comply with any applicable legal obligations.

9. INDEMNITY
a. Company will indemnify, defend, and hold harmless the Customer against all claims, suits and actions asserted by an unaffiliated third-party against the Customer for liabilities, damages and costs, including reasonable attorneys’ fees, incurred in the defense of any claim brought against Customer alleging that the Software infringes or misappropriates a third- party’s U.S. registered patent right, trademark, or copyright (an “Infringement Claim”) .

Company’s indemnity obligation under this section shall not extend to claims that arise from any of the following:
(1) Any unauthorized modification of the Software by Customer where the Software would not be infringing without such modifications.
(2) Customized portions of the Software designed in accordance with written specifications provided by Customer where the Software would not be infringing but for Company ’s compliance with such written specifications. (3) The combined use by Customer of the Software with other components, products, or services not provided by Company where the Software would not be infringing but for such combination. (4) Workflows, analytic applications, algorithms, or other applications or programming built by Customer or created by or on behalf of Customer without Company’s approval.

b. The indemnification obligations set forth in this Section are subject to the following conditions:

(1) Customer provides Company with prompt written notice of any Infringement Claim; (2) Company is permitted to assume sole control over the defense and settlement of the Infringement Claim; (3) Customer provides reasonable cooperation and assistance in the defense of such claim, at Company’s expense. (4) Customer does not settle or compromise any Infringement Claim without the prior written consent of Company.

c. If the Software becomes, or in Company’s reasonable opinion is likely to become, the subject of an Infringement Claim, Company may, at its sole option and expense: (i) obtain the right for Customer to continue using the Software; (ii) replace or modify the Software to make it non- infringing while maintaining substantially similar functionality; or (iii) if neither (i) nor (ii) is commercially reasonable, terminate Customer’s license to the affected Software and refund any prepaid, unused fees for the remaining subscription term.

d. The Company’s total liability under this Section shall not exceed the limits of insurance coverage required to be maintained under this Agreement.

10. LIMITATION OF LIABILITY
a. NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR LIABILITY RESULTING FROM (1) A PARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS; (2) A PARTY’S INDEMNIFICATION OBLIGATIONS; OR (3) A PARTY’S WILLFUL MISCONDUCT OR FRAUD, IN NO

EVENT SHALL EITHER PARTY B E RESPONSIBLE OR LIABLE FOR ANY INCIDENTAL, SPECIAL,

EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED, TO

LEGAL FEES AND EXPENSES), WHETHER FORESEEABLE OR UNFORESEEABLE, THAT MAY ARISE

OUT OF OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY THEORY INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY OR NEGLIGENCE.

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

9 b. EXCEPT FOR LIABILITY RESULTING FROM (1) A PARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS; (2) A PARTY’S INDEMNIFICATION OBLIGATIONS; OR (3) A PARTY’S WILLFUL

MISCONDUCT OR FRAUD, IN NO EVENT WILL THE AGGREGATE LIABILITY OF EITHER PARTY

EXCEED THE GREATEST AMOUNT OF THE FEES PAID OR OWED BY EITHER PARTY UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THE LIMITATIONS IN THIS SECTION FORMED A BASIS FOR ENABLING EACH PARTY TO OFFER AND ACCEPT THE TERMS HEREIN.
c. The Parties shall have an affirmative obligation to mitigate their respective losses (howsoever arising) recoverable from the other Party under or in connection with this Agreement.

11. INSURANCE
During the course of performing its duties under this Agreement, Company agrees to maintain the following levels of insurance: (a) Commercial General Liability of at least $2,000,000 in aggregate and $1,000,000 each occurrence ; (b) Professional Liability (E&O) of at least $5,000,000; (c) Cyber Liability of at least $5,000,000; (d) Commercial Auto Insurance for Hired and Non-Owned vehicles of at least $1,000,000; and (e) Workers Compensation complying with applicable statutory requirements. Company will provide Customer with copies of certificates o f insurance upon Customer’s written request.

12. DISPUTE RESOLUTION
With the exception of actions for injunctive relief for actions arising under the Confidentiality provisions of Section 4 of this Agreement, the Parties intend that any and every dispute by and between them, including but not limited to any dispute arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, be resolved first by resorting to mediation, to be conducted in a mutually agreeable location in accordance with the laws of the State of California.

13. NOTICE
All notices required or permitted under this Agreement shall be in writing and deemed given: (i) when delivered personally or by nationally recognized overnight courier; (ii) when sent by email; or (iii) forty- eight (48) hours after deposit in the U.S. mai l, certified or registered, postage prepaid. Email is the preferred method of notice. Each Party shall provide notice to the other of any change in address, email address, or designated recipient. Unless otherwise updated in accordance with this Section, notices shall be sent to the following addresses:

For the Company:

Jason Rusnak, President
3423 Piedmont Rd, NE
Atlanta, GA 30305
Phone: 703-864-7231
Email: [email protected]
Sarah Bohentin
Email: [email protected]

For the Customer:

City Clerk
38250 Sierra Highway
Phone: 661.267-5100
Email: [email protected]

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

10 14. MISCELLANEOUS
a. Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.
b. Waivers. No waiver of any provision of this Agreement or consent to any action shall constitute a waiver of any other provision of this Agreement or consent to any other action. No waiver or consent shall constitute a continuing waiver or consent or commit a Party to provide a future waiver. Any provision of this Agreement may be waived only with the written consent of the Parties.
c. Permissible Use. Company is permitted to use the Customer’s name and logo solely for marketing or promoting the provided services subject to terms and conditions of this Agreement. d. Entire Agreement & Amendments. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. e. Assignment. This Agreement is not assignable, transferable, or sub -licensable by either Party without the other Parties prior written consent, except as such assignment, transfer or sublicense is in connection with a merger, acquisition, or similar change of control event.
f. Relationship. No agency, partnership, joint venture, or employment is created as a result of this Agreement and the Parties do not have any authority of any kind to bind the other Party in any respect whatsoever. g. Force Majeure. Neither Party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder (except for the payment of amounts due) to the extent caused by strikes, shortages, riots, insurrection, fires, flood, storm, explosions, pandemics, acts of God, terror, war, governmental action, labor conditions, earthquakes, material shortages or any other cause which is beyond the reasonable control of such party.

Upon an occurrence of an event of force majeure, Company cannot ensure uninterrupted or error free service or access to the Software or Services and there may be periods where access is delayed, limited or unavailable.

Company shall use commercially reasonable efforts to provide the Software or Services to Customer in accordance with its Business Continuity and Disaster Recovery Plan a copy of which will be provided upon written request.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK – SIGNATURE PAGE FOLLOWS Benevate, LLC - SAAS Subscription & Services Agreement A-9636 11 a. Applicable Law. This Agreement, and all matters arising out of or relating to it, including any disputes, claims, or causes of action, shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws principles.

BENEVATE, LLC CITY OF PALMDALE, CA

By: By:

Name: J. Jason Rusnak Name: Salvador Mendez

Title: President, Benevate, LLC Title: Interim City Manager

Date: _________________________________ Date:_____________________________________

APPROVE AS TO FORM:

Alexandra Severino
City Attorney

ATTEST:

Roxanne Faber
City Clerk

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

12 EXHIBIT A
Service Level Terms
This Exhibit A outlines the Company’s commitments regarding Support Services, problem resolution, and S ervice Availability for the Software. Company may update these Service Level Terms from time to time to reflect improvements, clarifications, or changes in its standard practices; provided, however, that no such update will materially reduce the overall commitments made to Customer. Company wi ll provide Customer with written notice (which may include electronic notice) of any such updates.

1. Definitions.

a. “Scheduled Downtime” means planned maintenance windows during which the Software or Services are unavailable. Scheduled Downtime is excluded from the Service Availability calculation.

b. “Service Availability” means the percentage of total time in a calendar month that the Software is available for use, excluding any Scheduled Downtime and the exclusions set forth in Section 6.

c. “Support Services” means technical support provided by Company personnel to Customer’s designated administrators for issue resolution, bug reporting, and related technical assistance.

d. “Update” means any error correction, bug fix, patch, enhancement, improvement, update, upgrade, new release, or other modification to the Software or Services provided by Company under the Agreement, including any updates required to maintain compliance with applicable law.

2. Service Availability.

a. Service Availability Commitment. Company will use commercially reasonable efforts to maintain availability of the Software at 99.5% uptime, measured monthly. b. Scheduled Maintenance. Updates and maintenance will ordinarily be performed outside of Support Hours.

Notification may not be provided unless downtime is expected. If major Updates must occur during Support Hours due to necessity, Company will provide notice to Customer as soon as reasonably practicable.

3. Support Services.

a. Availability. Support Services are available during Support Hours, defined as 8:00 a.m. to 8:00 p.m. ET, Monday through Friday, excluding Company Holidays.
b. Procedure. Customer may initiate a support request through Company’s designated support channels. Each request must include sufficient details regarding the issue to enable Company to assess and respond.

Company will use commercially reasonable efforts to respond to all support requests in accordance with Section 4 (Issue Resolution).

c. Conditions for Providing Support. Company’s obligation to provide Support Services is conditioned on Customer: (i) providing all information reasonably necessary to identify and reproduce the issue (including error messages, logs, and steps to recreate the problem, as applicable); and (ii) making available appropriate Customer personnel to assist in troubleshooting, particularly where the issue relates to Customer’s specific configurations.

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

13 4. Issue Resolution. Company will use commercially reasonable efforts to respond to support issues in accordance with the severity levels below.

Severity Level Description Response Metric
Level 1
(Critical)
Issue renders the Software unavailable or unusable, resulting in a complete loss of business operations with no available workaround.

Response within 1 business
hour of notification. Telephone
escalation required.

Level 2
(High)
A major functionality of the Software is significantly impaired or unavailable. The Software remains operational but important features are not usable, and no reasonable workaround exists.

Response within 4 business
hours of notification.

Level 3
(Medium)
Issue does not significantly impact the operation of the Software, or a reasonable workaround exists.

Response within 8 business
hours of notification.

Level 4
(Low)
General inquiries or minor issues that do not materially impact normal operations.

Response within 2 business
days.

5. Remedies. If Customer reasonably believes that Company has failed to achieve its Service Availability commitment in any given calendar month, Customer must (i) have reported the issue with Service Availability during the month in which it occurred, and (ii) submit a written request for a Service Availability report within ten (10) days after the end of such month. Upon receipt of a timely request, Company will provide a report detailing its actual Service Availability performance for the applicable month.

If the report confirms that Company failed to meet the Service Availability commitment, Customer’s sole and exclusive remedy shall be a service credit applied against future Subscription Fees, calculated as follows:

Monthly Uptime Percentage Service Credit
< 99.5% ≥ 99.0% 5% of prorated Subscription Fees for 1 month < 99.0% ≥ 98.0% 10% of prorated Subscription Fees for 1 month < 98.0% ≥ 95.0% 25% of prorated Subscription Fees for 1 month < 95.0% 50% of prorated Subscription Fees for 1 month

6. Exclusions. The Service Availability calculation expressly excludes, and Company shall have no liability for, any lack of availability or performance issues resulting from: (1) Scheduled Downtime; (2) a Force Majeure event; (3) Customer’s misuse, negligence, misconduct, or failure to pay Fees when due ; (4) issues arising from Customer’s equipment, connectivity, or unsupported environments, including user desktops or browsers; (5) third-party hardware, software, or services not provided or controlled by Company; or (6) any other causes beyond Company’s reasonable control.

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

14 EXHIBIT B
Supplemental Terms and Conditions: Data Warehouse
These Supplemental Terms and Conditions are incorporated into and form part of the Agreement between the Parties based on the Customer’s purchase of the Data Warehouse subscription. In the event of a conflict between these Supplemental Terms and the Agreem ent, these Supplemental Terms shall govern solely with respect to the Data Warehouse subscription.

1. Purpose and Functionality
The Company will provide the Customer with access to a Snowflake -powered Data Warehouse containing the Customer Data. The Data Warehouse provides near real -time access to offline datasets through a direct connector, supporting use with Business Intelligenc e (BI) tools, Extract -Transform-Load (ETL) tools, and other data services.

This access enables the Customer to measure and demonstrate its impact within the communities it serves.

2. Support and Professional Services
The Data Warehouse subscription includes access to standard support services consistent with Neighborly Software’s current support model for ancillary offerings. However, it does not include individualized assistance beyond the native functionality available within the platform. Any support involving configuration, customization, integration, or data analysis is considered professional services. Such professional services are not included in the Data Warehouse subscription and will only be provided under a separate written agreement and subject to additional fees.

3. Usage Limitations
The company does not impose an explicit cap on Data Warehouse usage. However, usage is subject to Snowflake’s platform limitations, which include a limit of five (5) credits per day. Snowflake credits represent units of resource consumption and are incurred only when resources are actively used such as when a virtual warehouse is operating, the cloud services layer is processing tasks, or serverless features are utilized.

Customer Responsibilities and Acknowledgements
a. Access to Customer Data. Data Warehouse users will have access to Customer Data from a read -only Snowflake Data Warehouse via a direct data connector. All such users will have full access to the entire repository of Customer Data maintained and stored in Neighborly Software. Customer acknowledges the inherent risks associated with unrestricted access to its data and accepts full responsibility for establishing and maintaining appropriate technical and organizational safeguards, internal controls, and inform ation security measures.

b. Security Controls. Customer is responsible for implementing and maintaining security measures that are appropriate to the risks associated with the processing of Customer Data, particularly in preventing unauthorized access or disclosure after the data leaves Neighborly Software. This includes, but is not limited to, safeguarding Customer Data when it is exported to spreadsheets, stored on internal systems, imported into third-party tools or repositories, or accessed through external business intelligence platforms.

c. User Management and Security Responsibilities. Customer is solely responsible for managing the status of all Data Warehouse users, including initiating, modifying, and deactivating user access as necessary. Login credentials may not be shared under any circumstances. Customer is also responsible for the security of user credentials and must immediately inform Company of any lost, stolen, or compromised login credentials, as well as any actual or suspected security breaches involving such credentials. The Company does not assume responsibility for monitoring or updating user statuses. However, support will be provided upon request should the Customer require assistance with these actions.

Benevate, LLC - SAAS Subscription & Services Agreement A-9636

15 d. Data Warehouse Users. Customer is solely responsible for the actions and activities of its Data Warehouse Users. Company will not be liable for any claims, damages, or losses resulting from the actions, omissions, or misuse of the Data Warehouse by Data Warehouse Users, includi ng unauthorized access or other conduct—whether intentional or negligent.

4. Security Disclaimer
Company takes commercially reasonable measures to protect Customer Data while it is stored and maintained within its system. However, once Customer Data is exported or integrated into external environments, Company has no control over and disclaims all liability for the security of such data. This disclaimer does not affect Company’s security obligations within its own environment.

5. Customer-Controlled Access Risk
Company shall not be responsible for any breach, unauthorized access, or data loss caused by Customer’s misconfiguration of user permissions, lack of internal controls, or improper data handling after export from Neighborly Software.

6. Amendment and Termination
Company may amend these Supplemental Terms and Conditions from time to time with written notice to Customer.

Continued use of the Platform following notice of such changes constitutes acceptance. Either party may terminate access to the Platform in accordance with the termination provisions in the Agreement.

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: PUBLIC WORKS DEPARTMENT

CAPITAL IMPROVEMENT PROGRAM DIVISION

DISTRICT: 3, 4

SUBJECT: ACCEPT NOTICE OF COMPLETION (NOC) FOR PN 904, FY 2024- 2025 LOCAL STREET ASPHALT RUBBER AGGREGATE

MEMBRANE (ARAM) CAPE SEAL PROJECT

RECOMMENDATION

Staff recommend that the City Council:

1. Accept the NOC for PN 904, FY 2024 -2025 Local Street ARAM Cape Seal Project; and,

2. Authorize the Interim City Manager or his designee to file the NOC and release the security for the completed park project improvements.

BACKGROUND

Project No. 904 provided ARAM cape sealing on approximately 605,000 square feet of local streets located at or near Avenue S and 47th Street East, Avenue S and 52nd Street East, and Avenue S-8 and 45th Street East. The goal of the project is to extend the service life of the streets by an additional five to seven years.

ARAM cape seals are a sustainable pavement surface treatment ideal for local streets in moderately distressed conditions. An additional 55,500 square feet of cul -de-sacs and intersection stop points received a mill and asphalt -concrete overlay treatment to provide greater strength for the heavy wheel turning and shear stresses associated with these areas.

DISCUSSION

The NOC is presented by Section 16.110.060 of Palmdale’s Municipal Code. This action will accept the public improvements as complete and initiate the City’s release of applicable securities posted for this project by the City’s subdivision regulations.

Report to Mayor Pro Tem and City Council
Re: NOC PN 904, FY 2024-2025 Local Street ARAM Cape Seal Project December 2, 2025

Page 2 ends

FISCAL IMPACT

$0; There is no fiscal impact associated with this action. Project cost totaled $1,474,200 and was funded using Road Maintenance and Rehabilitation (SB-1) funds.

STRATEGIC PLAN

Goal III: Invest in infrastructure to improve community livability.

C. Plan and maintain safe and attractive neighborhoods,streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Leonardo Torres, P.E.

Director of Public Works
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

NOC
Site Map ARAM Cape Seal Area 1
Site Map ARAM Cape Seal Area 2
Project Photos

RECORDING REQUESTED BY:

City of Palmdale
Public Works Department

WHEN RECORDED MAIL TO:

City of Palmdale
Office of the City Clerk
38300 Sierra Highway, Suite C
Palmdale, CA 93550

PURSUANT TO CIVIL CODE SECTION
C.C. 3093
___________________________________________________________________________________

NOTICE OF COMPLETION

NOTICE IS HEREBY GIVEN:

1. The City of Palmdale, a municipal corporation, is the owner in fee, of certain public improvement known as FY 2024-2025 Local Street ARAM Cape Seal Project, City Project Number PN 904.

2. The City’s address is 38300 Sierra Highway, Palmdale, California 93550.

3. The general location of said public improvement is the area bounded by East Avenue S, East Avenue R-12, 47th Street East, & 55 th Street East; and, the area bounded East Avenue S -8, East Avenue S-4, Serendipity Way, & 45th Street East, within Palmdale, California 93352.

4. On August 7, 2024, a construction contract for said public improvement was awarded to Manhole Adjusting, Inc., 9500 Beverly Road, Pico Rivera, CA 90660.

5. Work under said contract was completed on August 29, 2025, to the satisfaction of the City of Palmdale, and the City hereby accepts the project as complete.

Dated: December 2, 2025 CITY OF PALMDALE

______________________________
Lee Torres, Director of Public Works

____________________________________________________________________________________________

VERIFICATION

I, the undersigned, say: I am the Director of Public Works, the declarant of the foregoing notice of completion; I have read the said notice of completion and know the contents thereof; the same is true of my own knowledge. I declare under penalty of perjury that the foregoing is true and correct.

Executed on December 2, 2025, in the City of Palmdale, California.

Lee Torres, Director of Public Works
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Elementary
Pueblo Learning Center
K-8
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E AVENUE S
E AVENUE R-12
E AVENUE R-11
50TH ST E
51ST ST E
52ND ST E

SABAL AVE
47TH ST E
55TH ST E
53RD ST E

MAHONIA AVE

CEDRELA AVE

MINSTREL DR

POPULUS AVE

KARLING PL ARBO
R LN
HUDSO
N ST

HARLEQUINN WAY

CAROUSEL DR

PATRICIA LN

SHARON LN
M
O

NARCH ST

FESTIVAL CT
STO
NEG
ATE LN

CAROUSEL CIR
53RD ST E
51ST ST E
55TH ST E

KARLING PL

FESTIVAL CT
2 41
35 PN 904 : FY 2024-2025 Local
Street Cape Seal (Area 1)Map Revision Date: 06/20/2024
*Not to scale.

Yellow area is only intended to highlight the
local street to receive the cape seal treatment.

Area 1 Project Streets*
Area 1 Project Streets*
kj Fire Station
!. Traffic Signal
nm School
Centerline
Park
Parcel
City Boundaryµ ´
0 250 500 750 1,000125
Feet
Data Source: Copyright 2024. All rights reserved. The City of Palmdale owns and licenses geographic data from a variety of sources. The information contained herein is the proprietary property of the following owners, supplied under license, and may not be reproduced except as licensed by those owners: City of Palmdale, Los Angeles County Assessor's Office, ESRI Date & Maps, USGS, & TeleAtlas (courtesy of SCAG). Aerial imagery may be outdated and not match the actual ground condition.

ARAM Cape Seal
Attachment 1
nm
!.
!.

Cimarron
Elementary
E AVENUE S-8
E AVENUE S-4
45TH ST E
42ND ST E
SO

LVAY ST

COBALT ST
CALDRO
N ST

SEREDIPITY W
AY

WINDSTAR WAY

LIMA AVE

AUBURN CT

AZURE AVE

SYLVAN ST
ELM
IRA ST

SAFFRON AVE
SPRING

FIELD ST

AUBURN CT
CALDRO
N ST

WINDSTAR WAY
2 41
35 PN 904 : FY 2024-2025 Local
Street Cape Seal (Area 2)Map Revision Date: 06/20/2024
*Not to scale.

Magenta area is only intended to highlight the
local street to receive the cape seal treatment.

Area 2 Project Streets*
Area 2 Project Streets*
kj Fire Station
!. Traffic Signal
nm School
Centerline
Park
Parcel
City Boundaryµ ´
0 200 400 600 800100
Feet
Data Source: Copyright 2024. All rights reserved. The City of Palmdale owns and licenses geographic data from a variety of sources. The information contained herein is the proprietary property of the following owners, supplied under license, and may not be reproduced except as licensed by those owners: City of Palmdale, Los Angeles County Assessor's Office, ESRI Date & Maps, USGS, & TeleAtlas (courtesy of SCAG). Aerial imagery may be outdated and not match the actual ground condition.

ARAM Cape Seal
Attachment 2

NOTICE OF COMPLETION
PN 904 FY 2024-2025 LOCAL STREET ARAM

CAPE SEAL PROJECT
ARAM Chip Seal Placement

COMPLETED PUBLIC IMPROVEMENTS
PN 904 Slurry Seal Placement over
ARAM Chip Seal
PN 904 Mill and Overlay at
Intersection Stop Point

COMPLETED PUBLIC IMPROVEMENTS
PN 904 Before and After

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: PUBLIC WORKS DEPARTMENT

CAPITAL IMPROVEMENT PROGRAM DIVISION

DISTRICT: ALL

SUBJECT: ACCEPT NOTICE OF COMPLETION (NOC) FOR PN 911, FY 2025- 26 LOCAL STREET RESURFACING PROJECT

RECOMMENDATION

Staff recommend that the City Council:

1. Accept the NOC for PN 911, FY 2025-26 Local Street Resurfacing Project; and,

2. Authorize the Interim City Manager or his designee to file the NOC and release the security for the completed park project improvements.

BACKGROUND

Project No. 911 provided Asphalt Rubber Aggregate Membrane (ARAM) cape sealing, mill and overlay, slurry sealing, on approximately 2.4 million square feet of local streets.

All local streets within Area No. 4, located near the intersection of Avenue R and 20th Street East, received a mill, leveling course, and asphalt overlay treatment to improve the condition of approximately 208,000 square feet of pavement. Area No. 6 received a cape seal treatment, along with replacement of the inverted shoulder, for improved drainage and appearance. The goal of the project is to extend the service life of the streets by an additional five to seven years.

ARAM cape seals are a sustainable pavement surface treatment ideal for local streets in moderately distressed conditions. An additional 250,000 square feet of local streets at various locations received a slurry seal treatment. Within these cape seal and slurry seal areas, 205,125 square feet of cul-de-sacs and intersection stop points received a mill and asphalt-concrete overlay treatment to provide greater strength for the wheel turning and associated shearing stress to the pavement surface.

Report to Mayor Pro Tem and City Council
Re: NOC PN 911 FY 2025-26 Local Street Resurfacing Project December 2, 2025

Page 2 ends

DISCUSSION

The NOC is presented by Section 16.110.060 of Palmdale’s Municipal Code. This action will accept the public improvements as complete and initiate the City’s release of applicable securities posted for this project by the City’s subdivision regulations.

FISCAL IMPACT

$0; There is no fiscal impact associated with this action. Project cost totaled $5,284,825 and was funded using Gas Tax and Prop C Local Return funds.

STRATEGIC PLAN

Goal III: Invest in infrastructure to improve community livability.

C. Plan and maintain safe and attractive neighborhoods,streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Leonardo Torres, P.E.

Director of Public Works
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

NOC
Project Map
Project Photos

RECORDING REQUESTED BY:

City of Palmdale
Public Works Department

WHEN RECORDED MAIL TO:

City of Palmdale
Office of the City Clerk
38300 Sierra Highway, Suite C
Palmdale, CA 93550

PURSUANT TO CIVIL CODE SECTION
C.C. 3093
___________________________________________________________________________________

NOTICE OF COMPLETION

NOTICE IS HEREBY GIVEN:

1. The City of Palmdale, a municipal corporation, is the owner in fee, of certain public improvement known as FY 2025-2026 Local Street Resurfacing Project, City Project Number PN 911.

2. The City’s address is 38300 Sierra Highway, Palmdale, California 93550.

3. The general location of said public improvement is local streets within various areas within the City of Palmdale.

4. On May 6, 2025, a construction contract for said public improvement was awarded to Manhole Adjusting, Inc., 9500 Beverly Road, Pico Rivera, CA 90660.

5. Work under said contract was completed on October 31, 2025, to the satisfaction of the City of Palmdale, and the City hereby accepts the project as complete.

Dated: December 2, 2025 CITY OF PALMDALE

______________________________
Lee Torres, Director of Public Works

____________________________________________________________________________________________

VERIFICATION

I, the undersigned, say: I am the Director of Public Works, the declarant of the foregoing notice of completion; I have read the said notice of completion and know the contents thereof; the same is true of my own knowledge. I declare under penalty of perjury that the foregoing is true and correct.

Executed on December 2, 2025, in the City of Palmdale, California.

Lee Torres, Director of Public Works
nm
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nm
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nm nm
nm
nm
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nm
nm
nm
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nm
nm
nm
nm
nm
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2 43
PN 911 : FY 2025-2026 Local
Street Resurfacing - NOC
Map Revision Date: 04/14/2025
nm School
Centerline
Park
µ ´
0 3,500 7,000 10,500 14,0001,750
Feet
Data Source: Copyright 2025. All rights reserved. The City of Palmdale owns and licenses geographic data from a variety of sources. The information contained herein is the proprietary property of the following owners, supplied under license, and may not be reproduced except as licensed by those owners: City of Palmdale, Los Angeles County Assessor's Office, ESRI Date & Maps, USGS, & TeleAtlas (courtesy of SCAG). Aerial imagery may be outdated and not match the actual ground condition. nm
10TH ST WEST

DIVISION ST
20TH ST WEST
30TH ST WEST

RANCHO VISTA BLVD
DISTRICT #2
DISTRICT #1
DISTRICT #3
DISTRICT #4

SIERRA HWY
10TH ST EAST
20TH ST EAST
40TH ST EAST
30TH ST EAST
50TH ST EAST
60TH ST EAST
47TH ST EAST \ CA SR-138
AVENUE P-8

AVENUE Q
PALMDALE BLVD \ CA SR-138

AVENUE S

PEARBLOSSOM HWY

ELIZABETH LAKE RD
AVENUE O-8

AVENUE N

AVENUE P
AVENUE O-8
*PN 911: Approx. 2.17 million sq. feet
of ARAM Cape Seal & Slurry Seal
and 412,000 SF of Mill and Overlay
on local streets as shown
Completed in Oct. 2025. Note: not
all project streets are labeled.

Area #6
Area #3
Area #4
Area #2
Area #1
15TH ST EAST
17TH ST EAST
15TH ST WEST
EXH. A - PN 911 PROJECT MAP
DISTRICT #5
35TH ST EAST

COUNTRY CLUB DR
5 AVENUE S
Area #5
FORT TEJON / SR-138
AVE T

HUBBARD ST
E AVE R-2

BOLTON AVE

TERRA VERDE DR
42ND ST EAST
43RD ST EAST
E AVE T-8
1 STEPHANIE AVE

FANTASY ST

AVENUE N

PALMDALE REGIONAL AIRPORT
LACO
LACO
LA
CO
LA
CO
LACO
LACO
LACO
45TH ST EAST
CA SR-14

PALMDALE BLVD
CA SR-14
CA SR-14
AVENUE R-8
AVENUE S-8

PARKWOOD DR

GREENBRIER ST

THE GROVES
PN 911 Streets
(ARAM Cape Seal,
Slurry Seal, Mill & Overlay)
Area #2 (District #1):

System 1 ARAM Cape Seal &
Mill / Overlay at cul-de-sacs
and intersection stop points.

Area #1 (District #2):

Mix of System 1 ARAM Cape Seal,
System 2 ARAM Cape Seal,
Slurry Seal, and Mill / Overlay at
cul-de-sacs and intersection
stop points.

Area #3 (District #1):

Mix of System 1 ARAM Cape Seal,
System 2 ARAM Cape Seal,
Slurry Seal, and Mill / Overlay at
cul-de-sacs and intersection
stop points.

Area #4 (District #5):
7' mill at curb & gutter;
scratch surface; install
1/2" asphalt leveling course;
overlay with 1.5" conventional
asphalt-concrete pavement.

Area #5 (District #4):

Mix of System 1 ARAM Cape Seal,
System 2 ARAM Cape Seal,
Slurry Seal, and Mill / Overlay at
cul-de-sacs and intersection
stop points.

Area #6 (District #3):

System 2 ARAM Cape Seal &
Mill / Overlay at cul-de-sacs
and intersection stop points.

Resurfacing of existing
inverted asphalt-concrete
shoulders.

Legend

NOTICE OF COMPLETION
PN 911 FY 2025-2026 LOCAL STREET

RESURFACING PROJECT
ARAM Chip Seal Placement

COMPLETED PUBLIC IMPROVEMENTS
PN 911 Slurry Seal Placement over
ARAM Chip Seal
PN 911 Mill and Overlay at Cul-de-sac

COMPLETED PUBLIC IMPROVEMENTS
PN 911 Before and After
(Area 04)

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: PUBLIC WORKS DEPARTMENT

ENGINEERING DIVISION

DISTRICT: 4

SUBJECT: APPROVE FINAL TRACT MAP NO. 63364-1 (LOCATED AT THE SOUTHEAST CORNER OF PALMDALE BLVD AND 65TH STREET
EAST)

RECOMMENDATION

Staff recommend that the City Council:

1. Approve Final Tract Map No. 63364-1 (located at the southeast corner of Palmdale Blvd and 65th Street East); and,

2. Authorize the City Clerk to execute the City Clerk’s Statement and Special Assessments Statement; and,

3. Authorize the Acting City Surveyor to execute the City Surveyor’s Statement and file the map with the County Recorder.

BACKGROUND

Final Tract Map No. 63364-1, located on the southeast corner of Palmdale Blvd and 65th Street East, is a 5.12-acre subdivision, legally creating 10 lots comprised of 9 single- family residential lots and one detention basin . This is the first of two phases of the approved tentative tract map. All the proposed lot sizes and dimensions comply with the City’s Zoning Ordinance. The applicant for this development is Palmdale Grand Plaza , LLC, a California Limited Liability Company. Th e Planning Commission approved the tentative tract map, set to expire on December 31, 2025, under Resolution No. PC-2020- 006.

DISCUSSION

This final tract map is consistent with the tentative tract map, and all final map conditions of approval have been met. The Acting City Land Surveyor has reviewed the final map for technical accuracy and verified that it complies with the Subdivision Map Act.

Report to Mayor Pro Tem and City Council
Re: Approval of Final Tract Map No. 63364-1
December 2, 2025

Page 2 ends

FISCAL IMPACT

$0; There is no fiscal impact associated with this action.

STRATEGIC PLAN

Goal III: Invest in infrastructure to improve community livability.

A. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Leonardo Torres, P.E.

Director of Public Works
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

Final Tract Map No. 63364-1
PHASE 1 OF 2 PHASES
OF TRACT NO. 63364
TRACT NO. 63364 1
SHEET 1 OF 4 SHEETS

IN THE CITY OF PALMDALE

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA
PORTIONS OF SOUTHEAST QUARTER OF SECTION 26, TOWNSHIP 6 NORTH, RANGE 11 WEST, SAN

BERNARDINO MERIDIAN, IN THE UNINCORPORATED AREA OF THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND.

DAVID L. COVARRUBIAS, PLS 9575
TENTATIVE MAP EXPIRES DECEMBER 31, 2025
10 LOTS 5.12 ACRES GROSS

2.23 ACRES NET

OWNER'S STATEMENT

WE HEREBY STATE THAT WE ARE THE OWNERS OF OR ARE INTERESTED IN THE LANDS

INCLUDED WITHIN THE SUBDIVISION SHOWN ON THIS MAP WITHIN THE DISTINCTIVE

BORDER LINES, AND WE CONSENT TO THE PREPARATION AND FILING OF SAID MAP

AND SUBDIVISION

WE FURTHER STATE THAT, EXCEPT AS SHOWN ON THIS MAP, WE KNOW OF NO

EASEMENT OR STRUCTURE EXISTING WITHIN THE EASEMENTS HEREIN OFFERED FOR

DEDICATION TO THE PUBLIC, OTHER THAN PUBLICITY OWNED WATER LINES, SEWERS OR

STORM DRAINS, THAT WE WILL GRANT THE RIGHT OR INTEREST WITHIN THE

BOUNDARIES OF SAID EASEMENTS OFFERED TO THE PUBLIC, EXCEPT WHERE SUCH RIGHT OT INTEREST IS EXPRESSLY MADE SUBJECT TO THE SAID EASEMENTS.

AS A DEDICATION TO THE PUBLIC USE, WHILE ALL OF PALMDALE BOULEVARD AND 65TH EAST WITHIN OR ADJACENT TO THIS SUBDIVISION REMAIN PUBLIC STREETS, WE

HEREBY ABANDON ALL RIGHTS OF DIRECT VEHICULAR INGRESS AND EGRESS FROM ABUTTING LOTS TO THE SAID STREETS. IF ANY PORTION OF SAID STREETS WITHIN OR

ADJACENT TO THIS SUBDIVISION IS VACATED, SUCH VACATION TERMINATES THE ABOVE DEDICATION AS TO THE PART VACATED.

WE HEREBY IRREVOCABLY OFFER TO DEDICATE REAL PROPERTY TO THE CITY OF PALMDALE;

AS EASEMENTS FOR PUBLIC PURPOSES ALL STREETS, HIGHWAYS, AND OTHER PUBLIC WAYS SHOWN ON SAID MAP.

AND WE HEREBY OFFER TO DEDICATE REAL PROPERTY TO THE CITY OF PALMDALE;

IN FEE PUBLIC PURPOSES FOR SANITARY SEWERS, STORM DRAIN SYSTEMS,

APPURTENANT STRUCTURES, MAINTENANCE, AND INGRESS AND EGRESS PURPOSES

WITH IN AND WITHOUT SAID SUBDIVISION CONSTRUCTED AS PART OF THE IMPROVEMENTS THEREOF.

EASEMENT FOR PUBLIC PURPOSES FOR THE PUBLIC DRAINAGE, LANDSCAPING AND

MAINTENANCE PURPOSES, SO DESIGN A TED ON SAID MAP AND ALL USES INCIDENT

THERETO, INCLUDING THE RIGHT

TO MAINTAIN THE IMPROVEMENTS AND MAKE CONNECTIONS THEREWITH FROM ANY ADJOINING PROPERTIES.

IN FEE SIMPLE, LOT 6 FOR PUBLIC DRAINAGE, LANDSCAPING AND MAINTENANCE

PURPOSES, SO DESIGNATED ON SAID MAP AND ALL USES INCIDENT THERETO,

INCLUDING THE RIGHT TO MAINTAIN THE IMPROVEMENTS AND MAKE CONNECTIONS THEREWITH FROM ANY ADJOINING PROPERTIES.

PALMDALE GRAND PLAZA, LLC, A CALIFORNIA LIMITED LIABILITY COMP ANY BY: ------------ BY: ------------

EBBY SHAKIB - MEMBER JAMSHID GOL TCHE - MEMBER
BY: ------------

DANIEL SAPARZADEH - MEMBER

A NOTARY PUBLIC OR OTHER OFFICER COMPLETING THIS CERTIFICATE

VERIFIES ONLY THE IDENTITY OF THE INDIVIDUAL WHO SIGNED THE

DOCUMENT TO WHICH THIS CERTIFICATE IS ATTACHED, AND NOT TO THE TRUTHFULNESS, ACCURACY, OR VALIDITY OF THAT DOCUMENT.

STATE OF CALIFORNIA

COUNTY OF - ------ -
ON _________ BEFORE ME,- --------, NOTARY PUBLIC,
PERSONALLY APPEARED ______________ __,

WHO PROVED TO ME ON THE BASIS OF SATISFACTORY EVIDENCE TO BE THE PERSON(S)

WHOSE NAME(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND ACKNOWLEDGED TO

ME THAT HE/SHE/THEY EXECUTED THE SAME IN HIS/HER/THEIR AUTHORIZED

CAPACITY(IES), AND THAT BY HIS/HER/THEIR SIGNATURE(S) ON THE INSTRUMENT, THE

PERSON(S) OR THE ENTITY UPON BEHALF OF WHICH THE PERSON(S) ACTED, EXECUTED THE INSTRUMENT.

I CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING PARAGRAPH IS TRUE AND CORRECT.

WITNESS MY HAND AND OFFICIAL SEAL.

SIGNATURE: _______________________ _
NAME OF NOTARY:- ---- ---- ---- ---- --- ­
COUNTY IN WHICH COMMISSIONED:---------------- ­
DATE COMMISSION EXPIRES:- ----------------- -
COMMISSION NUMBER: ___________________ _
I HEREBY CERTIFY THAT SECURITY IN THE AMOUNT OF $ HAS BEEN FILED

WITH THE EXECUTIVE OFFICER, BOARD OF SUPERVISORS OF THE COUNTY OF LOS

ANGELES AS SECURITY FOR THE PAYMENT OF TAXES AND SPECIAL ASSESSMENTS COLLECTED AS TAXES ON THE LAND SHOWN ON MAP OF TRACT NO. 63364-01 AS REQUIRED BY LAW.

EXECUTIVE OFFICER, BOARD OF SUPERVISORS OF THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA.

BY __________________ _

DEPUTY DATE

SURVEYOR'S STATEMENT

THIS MAP WAS PREPARED BY ME OR UNDER MY DIRECTION AND IS BASED UPON A

FIELD SURVEY IN CONFORMANCE WITH THE REQUIREMENTS OF THE SUBDIVISION MAP

ACT AND LOCAL ORDINANCE AT THE REQUEST OF PALMDALE GRAND PLAZA, LLC IN MARCH, 2023.

I HEREBY STATE THAT THIS FINAL MAP SUBSTANTIALLY CONFORMS TO THE CONDITIONALLY APPROVED TENTATIVE MAP; THIS FINAL MAP CONSISTING OF 4 SHEETS; IS TRUE AND COMPLETE SURVEY AS SHOWN; THAT THE MONUMENTS OF THE

CHARACTER AND LOCATIONS SHOWN HEREON ARE IN PLACE OR WILL BE IN PLACE WITHIN TWENTY-FOUR MONTHS FROM THE FILING DATE OF THIS MAP; THAT SAID

MONUMENTS ARE SUFFICIENT TO ENABLE THE SURVEY TO BE RETRACED AND THAT THE TIE NOTES TO ALL CENTERLINE MONUMENTS SHOWN AS "TO BE SET" WILL BE ON FILE

IN THE OFFICE OF THE CITY ENGINEER WITHIN TWENTY-FOUR MONTHS FROM THE FILING DATE SHOWN HEREON.

OCTOBER 28, 2024
DAVID L. COVARRUBIAS, PLS 9575 DATE

CITY SURVEYOR'S STATEMENT

I HEREBY STATE THAT I HAVE EXAMINED THIS MAP, THAT IT CONFORMS SUBSTANTIALLY TO THE TENTATIVE MAP AND ANY APPROVED AL TERA TIONS THEREOF;

ALL PROVISIONS OF APPLICABLE STATE LAW AND SUBDIVISION ORDINANCES OF THE

CITY OF PALMDALE APPLICABLE AT THE TIME OF APPROVAL OF THE TENTATIVE MAP HAVE BEEN COMPLIED WITH; AND THAT I AM SATISFIED THAT THIS MAP IS TECHNICALLY CORRECT.

SIGNE __________________ _
FREDERICK R. JONES JR. LS. 5458 OAT£

ACTING CITY SURVEYOR, CITY OF PALMDALE

CITY CLERK'S STATEMENT

I, ROCHELLE SCOTT, CITY CLERK OF THE CITY OF PALMDALE DO HEREBY STATE THAT

THIS MAP WAS PRESENTED FOR APPROVAL TO THE CITY OF PALMDALE CITY COUNCIL AT A REGULAR MEETING THEREOF, HELD ON THE ----==. DAY OF ---=---......-2024,

AND THAT THEREUPON SAID COUNCIL DID, BY AND ORDER DULY PASSED AND ENTERED, APPROVE SAID MAP;

AND ON BEHALF OF THE PUBLIC, SAID COUNCIL DID

ACCEPT THE OFFER OF DEDICATION THE RIGHT TO RESTRICT DIRECT VEHICULAR

INGRESS AND EGRESS FROM ABUTTING LOTS TO PALMDALE BOULEVARD AND 65TH STREET EAST, AS SHOWN ON SAID MAP.

ACCEPT THE OFFER OF DEDICATION AND GRANT IN FEE FOR PUBLIC PURPOSES

FOR SANITARY SEWERS, STORM DRAIN SYSTEMS, APPURTENANT STRUCTURES,

AND INGRESS AND EGRESS PURPOSES WITHIN AND WITHOUT SAID SUBDIVISION CONSTRUCTED AS PART OF THE IMPROVEMENT THEREOF.

ACCEPT THE OFFER OF DEDICATION AND GRANT OF THE EASEMENTS FOR PUBLIC

PURPOSES EASEMENTS FOR PUBLIC DRAINAGE, LANDSCAPING, AND MAINTENANCE

PURPOSES SO DESIGNATED ON SAID MAP AND ALL USES INCIDENT THERETO,

INCLUDING THE RIGHT TO MAINTAIN THE IMPROVEMENTS AND MAKE CONNECTIONS THEREWITH FROM ANY ADJOINING PROPERTIES.

ACCEPT THE OFFER OF DEDICATON AND GRANT IN FEE FOR LOT 6 FOR DRAINAGE, LANDSCAPING, AND MAINTENANCE PURPOSES.

THE CITY OF PALMDALE CONSENTS TO THE RECORDATION OF THE WITHIN

IRREVOCABLE OFFER TO DEDICATE FOR STREETS AS SHOWN ON SAID MAP, AND RESERVES THE RIGHT TO ACCEPT SAID OFFER TO DEDICATE AT A LATER DATE.

THIS CONSENT IS NOT A PRESENT ACCEPTANCE OF THE OFFER TO DEDICATE.

ROCHELLE SCOTT

CITY CLERK, CITY OF PALMDALE

SPECIAL ASSESSMENTS STATEMENT

I HEREBY STATE THAT ALL SPECIAL ASSESSMENTS LEVIED UNDER THE JURISDICTION OF

THE CITY OF PALMDALE, TO WHICH THE LAND INCLUDED IN THE WITHIN SUBDIVISION OR

ANY PART THEREOF IS SUBJECT, AND WHICH MAY BE PAID IN FULL, HAVE BEEN PAID FULL.

ROCHELLE SCOTT OAT£

CITY CLERK, CITY OF PALMDALE

LOS ANGELES COUNTY CERTIFICATIONS AND SEALS

I HEREBY CERTIFY THAT ALL CERTIFICATES HAVE BEEN FILED AND DEPOSITS HAVE BEEN MADE THAT ARE REQUIRED UNDER THE PROVISIONS OF SECTIONS 66492 AND 66493 OF THE SUBDIVISION MAP ACT.

EXECUTIVE OFFICER, BOARD OF SUPERVISORS OF THE COUNTY OF LOS ANGELES, STATE

OF CALIFORNIA
BY __________________ _

DEPUTY DATE
SEE SHEET 2 FOR FURTHER NOTES AND STATEMENTS

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: PUBLIC WORKS DEPARTMENT

ENGINEERING DIVISION

DISTRICT: 4

SUBJECT: APPROVE FINAL TRACT MAP NO. 83359 (LOCATED AT THE

SOUTHWEST CORNER OF PALMDALE BLVD AND OAK STREET)

RECOMMENDATION

Staff recommend that the City Council:

1. Approve Final Tract Map No. 83359 (located at the southwest corner of Palmdale Blvd and Oak Street);

2. Authorize the City Clerk to execute the City Clerk’s Statement and Special Assessments Statement; and,

3. Authorize the Acting City Surveyor to execute the City Surveyor’s Statement and file the map with the County Recorder.

BACKGROUND

Final Tract Map No. 83359, located on the southwest corner of Palmdale Blvd and Oak Street, is a 20-acre subdivision, legally creating 66 single-family residential lots for the construction of 191 dwelling units comprised of 64 detached single-family residences, and 127 accessory dwelling units, and junior accessory dwe lling units. All the proposed lot sizes and dimensions comply with the City’s Zoning Ordinance. The applicant for this development is MAISON’S PALMDALE BLVD, 150, LP, a California Limited Partnership.

The Planning Commission approved the tentative parcel map on March 14, 2024 , by Resolution No. PC-2024-004.

DISCUSSION

This final tract map is consistent with the tentative tract map, and all final map conditions of approval have been met. The Acting City Land Surveyor has reviewed the final map for technical accuracy and verified that it complies with the Subdivision Map Act.

Report to Mayor Pro Tem and City Council
Re: Approval of Final Tract Map No. 83359
December 2, 2025

Page 2 ends

FISCAL IMPACT

$0; There is no fiscal impact associated with this action.

STRATEGIC PLAN

Goal III: Invest in infrastructure to improve community livability.

A. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Leonardo Torres, P.E.

Director of Public Works
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Salvador Mendez, Interim City Manager
Approved as to form: Alexandra Severino, City Attorney

ATTACHMENTS

Final Tract Map No. 83359

∆
1 MINUTES

CITY COUNCIL/SA

CITY HALL COUNCIL CHAMBER
38300 SIERRA HIGHWAY, SUITE B

PALMDALE, CALIFORNIA
NOVEMBER 4, 2025

www.cityofpalmdale.org

1) CALL MEETING TO ORDER

Mayor Pro Tem Bettencourt called the meeting to order at 5:02 pm.

Note: All City Council memberships are reflected in their City Council titles.

2) ROLL CALL MAYOR PRO TEM BETTENCOURT, COUNCILMEMBERS BISHOP, LOA, OHLSEN, ALARCÓN

PRESENT: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

ABSENT: None.

3) PLEDGE OF ALLEGIANCE AND MOMENT OF SILENCE

Councilmember Bishop led the pledge of allegiance.

4) CONSENT CALENDAR

The following individuals provided public input: Jason Zink spoke in support of item s

4.6, 4.8, and in objection to the design at Yellen Park (4.10); Ben Gocke expressed concerns regarding the Oasis Wellness project (4.4).

The following items were pulled for discussion 4.3, 4.4, and 4.6.

4.1) Waive full reading of the Resolution(s) and/or Ordinance(s) to be considered and voted on at this meeting. (This allows for reading the title only in lieu of reciting the entire text).

4.2) Receive and File the monthly and quarterly Investment Reports for September 2025.

4.3) Approve Agreement with Willdan Financial Services for comprehensive professional services to complete a full cost -of-service and user fee study for the City of Palmdale, for a total not to exceed amount of $150,000 for a term of 1 year.

Manager McIntosh presented the staff report.
2 Councilmember Alarcón addressed the provisions included in the agreement and asked questions regarding the contractor selection process. Manager McIntosh explained the selection process.

A discussion took place among the Council and staff regarding potential conflicts of interest, the submitted cost proposal, and the criteria used for the competitive bidding process.

City Manager Mendez clarified the differences between the cost proposal and the amount presented to the Council.

Councilmember Bishop discussed the competitive fee structure and compared these costs to those of neighboring municipalities.

Further discussion took place regarding the scope and buffer provisions of the contract between the Council and staff.

A motion was made by Councilmember Alarcón to approve the agreement with Willdan Financial Services for a total not to exceed amount of $50,000 for a term of 1 year. The motion died for a lack of a second.

Further discussion took place regarding the fee schedule and providing competitive bids to the Council and posting for public viewing.

Motion: Table the approval of the Agreement with Willdan Financial Services for comprehensive professional services to complete a full cost-of-service and user fee study for the City of Palmdale, for a total not to exceed amount of $150,000 for a term of 1 year.

Moved by Richard J. Loa, seconded by Austin Bishop.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

4.4) Receive and file the annual activity report for Development Agreement pertaining to the Oasis Wellness Village project located at the southeast corner of Palmdale Boulevard and Tierra Subida Avenue.

Senior Manager Magana presented the staff report and addressed concerns raised by a resident regarding the activity in the project area.

Councilmember Alarcón requested a copy of the agreement with amendments.

A discussion took place between the Council and staff regarding the feasibility of constructing the parking structure as outlined in the agreement.

Councilmember Alarcón asked City Attorney Severino to review Section 8.13 concerning the timeline for initiating work, and to assess whether relevant 3 case law requires the commencement of work, as well as to examine Section

13.12, "Time of the Essence," related to the performance of the agreement.

The Palmdale Regional Chief Executive Officer , Nana Deeb , expressed concerns about the lack of communication with the developer and conveyed interest in moving forward with property development.

Councilmember Bishop requested a meeting with the developer and all relevant parties to facilitate progress on the project.

Motion: Receive and file the annual activity report for Development Agreement pertaining to the Oasis Wellness Village project located at the southeast corner of Palmdale Boulevard and Tierra Subida Avenue.

Moved by Austin Bishop, seconded by Richard J. Loa.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

4.5) Approve the Second Amendment to Agreement with Frazier Capital Valuation, Inc., for property valuation, appraisals, and broker services, increasing the agreement by $100,000 for a total not to exceed amount of $140,000 and exercise the final one -year extension through January 20, 2027; and adopt Resolution No. CC 2025 -090, a Resolution of the City Council of the City of Palmdale, authorizing the Interim City Manager to execute the Second Amendment to the Agreement with Frazier Capital Valuation, Inc., and granting authorization to pay all fees.

4.6) Approve Agreement with Dudek to update the City’s Sewer System Master Plan for a total not to exceed amount of $840,598 over a two (2) year term.

Councilmember Loa pulled this item for discussion to determine whether it should be reconsidered at a future meeting and whether bidding information should be shared with the community.

City Attorney Severino directed his question to staff.

Director of Public Works Torres stated that the project could be reconsidered at a future meeting, so further details could be provided to the council.

Councilmember Bishop requested to hear the bids received for the project.

Director of Public Works Torres read the bids received for the project.

A discussion took place between the Council and staff concerning the project proposals, during which the Council requested that, in the future, they be given an opportunity to review the competitive bids.

Motion: Approve Agreement with Dudek to update the City's Sewer System Master Plan for a total not to exceed amount of $840,598 over a two (2) year 4 term.

Moved by Austin Bishop, seconded by Eric Ohlsen.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

4.7) Approve First Amendment to Takeover Agreement with Los Angeles County Sanitation District No. 20 (45th Street East Extension Trunk Sewer).

4.8) Authorize a Resource Adequacy Agreement between Athos Storage, LLC, an SB Energy Company, and California Choice Energy Authority on behalf of Energy for Palmdale’s Independent Choice (EPIC) for the purchase of long - term, mid-term reliability capacity.

4.9) Accept Notice of Completion (NOC) for Public Landscape Improvements for Tract 60732 located at 20th Street West and Quick Street.

4.10) Accept Notice of Completion (NOC) for PN 795, Sam Yellen Park Phase 2 Project.

4.11) Approve the minutes from the previous meeting.

Motion: Approve the items listed on the Consent Calendar with the exception of items 4.3, 4.4, and 4.6.

Moved by Austin Bishop, seconded by Eric Ohlsen.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

5) PUBLIC HEARING

5.1) Conduct Public Hearing to obtain resident input on community needs and priorities for inclusion in the 2026-2027 Action Plan.

Mayor Pro Tem Bettencourt opened the Public Hearing.

Director of Economic and Community Development Taggart introduced consultant Carey Bullock with LDM Consultants.

Councilmember Alarcón provided further clarification regarding the action plan allocation.

Public Testimony: Jason Zink discussed the lack of transparency, rental subsidies for seniors , and sidewalk gap projects . Eugene Hernandez suggested implementing rent control . Michael Ross requested more information on this item . Ben Gocke suggested workforce development and 5 housing affordability.

Councilmember Alarcón requested that another public hearing be conducted to receive further input from the public before the approval of the action plan.

Councilmember Bishop discussed the CDBG funds, requested line items to show where the money was allocated, and explained where to allocate the funds.

Carey Bullock, consultant, announced that the CAPER and the five-year plan are available online, and the final report will be approved at the May Council meeting.

Mayor Pro Tem Bettencourt closed the Public Hearing.

5.2) Adopt Resolution No. CC 2025 -086, a Resolution of the City Council of the City of Palmdale, approving a form of Density Bonus Agreement to facilitate the construction of a 264 -unit multi -family residential development on one vacant parcel totaling approximately 9.95 acres located on the west side of 15th Street East and approximately 375 feet north of East Avenue Q.

Mayor Pro Tem Bettencourt opened the Public Hearing.

City Clerk Scott read the title of the Resolution.

Senior Manager Magana presented the staff report. Mayor Pro Tem Bettencourt inquired about the low-income threshold and the number of parking spaces allocated for the 264 -unit housing development. The applicant , Jenny Rubalcava, responded, stating that 450 parking spaces would be created.

Discussion ensued between the Council and the applicant regarding the project.

Councilmember Alarcón requested clarification on the Regional Housing Needs Allocation (RHNA) numbers. Senior Manager Magana provided additional information to the Council.

Mayor Pro Tem Bettencourt inquired about the consequences of not meeting the "RHNA" targets. City Attorney Severino explained the potential penalties that could be imposed by the state. Discussion continued between Council, City Attorney, and staff regarding the project.

Public Testimony: Jason Zink inquired about project amenities , including the addition of a nearby grocery store, the need for 6,600 units by 2029, and the quality of life. Claudia Perez, a realtor, opposed the development of the project.

Marsha Furman spoke about one -lane roads on Avenue Q and Avenue P, freeway access, and project amenities. Rich Gallego spoke about the impact on the traffic volume and requested a study on the impact on local schools. Yul 6 Gevargis spoke in favor of the project. Michael Ross discussed the traffic the project would generate and the planning of the area.

Mayor Pro Tem Bettencourt closed the Public Hearing.

Motion: Adopt Resolution No. CC 2025 -086, approving a form of Density Bonus Agreement to facilitate the construction of a 264 -unit multi -family residential development.

Moved by Austin Bishop, seconded by Andrea Alarcón.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

5.3) Adopt Resolution No. CC 2025 -087, a Resolution of the City Council of the City of Palmdale approving a form of Density Bonus Agreement 25 -0003 to facilitate the construction of a 272 -unit multi-family residential development on two vacant parcels totaling approximately 9.8 acres located at the northwest corner of east Avenue Q and 25th Street East, and authorize the Interim City Manager or his designee to exercise the option to amend the agreement as necessary, including minimal and/or non substantial changes.

City Clerk Scott read the title of the resolution.

Senior Manager Magana presented the staff report.

A discussion ensued between the Council and staff regarding the garage, parking spaces, amenities, waivers, and the project's financing . The applicant, Avi Nolan Ballal, Senior Associate at Lincoln Avenue Communities, provided a recap of the project, addressing mitigating impacts on the community, dedicating the right-of-way on Avenue Q and 25th Street East, and installing a new traffic signal.

Discussion continued regarding traffic studies for the project and the designation of emergency lanes for law enforcement. Councilmember Alarcón requested that the traffic study be provided to the Council and made publicly available.

Mayor Pro Tem Bettencourt opened the Public Hearing.

Public Testimony: Jason Zink and Marsha Furman spoke against the project.

Mark Maldonaldo thanked the Council for having an open dialogue with the public.

Councilmember Alarcón asked about the impact on the Los Angeles Sheriff's Department and the Los Angeles County Fire Department. Senior Manager Magana stated that they were consulted and approved of the project. LA County Fire Department Chief Ghorbani responded. Captain Bardon addressed 7 public safety. The applicant provided additional information regarding rights-of- way and turn lanes. Discussion continued.

Mayor Pro Tem Bettencourt closed the public hearing.

Motion: Adopt Resolution No. CC 2025 -087, approving a form of Density Bonus Agreement 25 -0003, and authorize the Interim City Manager or his designee to exercise the option to amend the agreement as necessary.

Moved by Andrea Alarcón, seconded by Eric Ohlsen.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

A break was held from 7:35 p.m. - 7:51 p.m.

Councilmember Alarcón stepped away from the dais.

5.4) Adopt Ordinance No. 1663, an Ordinance of the City Council of the City of Palmdale approving Zone change 25 -0002 and Zoning Ordinance Amendment 25 -0003 to address inconsistencies and streamline review procedures; and adopt Resolution No. CC 2025 -085, a Resolution of the City Council of the City of Palmdale approving General Plan Amendment 25 -0002 to amend the land use map and finding that the project is consistent with program environmental impact report 22 -002 prepared and certified in conjunction with the City’s General Plan (Palmdale 2045).

Mayor Pro Tem Bettencourt opened the Public Hearing.

City Clerk Scott read the title of the Ordinance and the Resolution.

A motion was made and approved to introduce the ordinance.

Senior Manager Magana presented the staff report. Mayor Pro Tem Bettencourt requested clarification regarding the distinction between Residential One and Residential Two. Senior Manager Magana responded.

Discussion ensued between Council and staff.

Public Testimony: Jason Zink asked to postpone the vote. Colby Estes spoke about his time on the General Plan Advisory Committee and the concessions being made in the general plan for the projects.

Mayor Pro Tem Bettencourt closed the Public Hearing.

Motion: Adopt Ordinance No. 1663, approving Zone change 25 -0002 and Zoning Ordinance Amendment 25 -0003 to address inconsistencies and streamline review procedures; and adopt Resolution No. CC 2025 -085 8 approving General Plan Amendment 25-0002.

Moved by Richard J. Loa, seconded by Austin Bishop.

Vote: Motion carried (4-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen.

Absent: Andrea Alarcón.

5.5) Adopt Ordinance No. 1664, an Ordinance of the City Council of the City of Palmdale, California, amending Sections 8.04.410 and 8.04.430, and repealing Sections 8.04.440 through 8.04.510 of the Palmdale Municipal Code to prohibit fireworks, finding the Ordinance exempt from CEQA; and adopt Resolution No. CC 2025 -091, a Resolution of the City Council of the City of Palmdale, California, making its express findings as required by Section 17958.7 of the Health and Safety Code of the State of California relating to the adoption of Ordinance No. 1664 prohibiting all fireworks, and finding it is not a project per CEQA.

Mayor Pro Tem Bettencourt opened the Public Hearing.

City Clerk Scott read the title of the Ordinance and Resolution.

A motion was made and approved to introduce the ordinance.

Public Safety Manager Vallarta presented the staff report.

The council discussed the benefits and drawbacks of safe and sane fireworks with staff.

The following individuals provided public testimony: David Harris, Rich Gallego, Adorable Babies, Joseph Hipps, Jeff Carlin, Cesia Hipps, Leslie Mendoza, Jody Carmen, John Kelly, David Cowon, Darryl Watkins, Colby Estes, Faith, Yul Gevargis, Michael Ross, Bobbie Vargo, Marsha Furman, and a gentleman with no name given spoke in support of safe and sane fireworks, some requested a public survey, putting it on the ballot, and stated how the funds raised have helped the community. Jason Zink requested a citywide cleanup and community outreach.

9:00 p.m. Councilmember Alarcón returned to the dais.

Mayor Pro Tem Bettencourt closed the Public Hearing.

There was continued discussion among the Council regarding the placement of safe and sane fireworks on the ballot and CalFire maps prohibiting the use of fireworks by an additional 30% within the City of Palmdale, and a request was made for the cost proposal to place it on the ballot.

Motion: Table the item and report back within 90 days.

Moved by Austin Bishop, seconded by Andrea Alarcón.
9 Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

6) NEW BUSINESS

6.1) Approve Community Grant Program.

Deputy City Manager Lopez presented the staff report.

The following individuals provided public comments: Jason Zink spoke about the positive impact of the community organizations. Colby Estes spoke about the previous Measure AV grant program. David Harris spoke about the grant program. Michael Ross questioned the documents needed to apply for the grants. Mark spoke about community members and local non-profits.

Discussion ensued among the Council regarding the proposed budget, grant writing assistance, and the development of the program.

Motion: Table approving the Community Grant Program.

Moved by Austin Bishop, seconded by Eric Ohlsen.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

7) CITY MANAGER’S REPORT

Interim City Manager Mendez provided an update on several upcoming events including: iLead Youth Conference at Legacy Commons on November 7, AV Wall on November 8, Candlelight Ceremony at the Palmdale Amphitheater on November 9, Veterans Day Ceremony at the Palmdale Amphitheater on November 11, Veterans Day of Service Desert Clean -up on Avenue Q & Division St. on November 15, Holiday Craft Boutique at Legacy Commons on November 15, Family Volunteer Day November 22 at SAVES, Vet at the Park Services at Poncitlan Square on November 16, SAVES Senior Thanksgiving baskets on Monday November 24, Tree Lighting Ceremony at Poncitlan Square on December 2 and Jolly Holiday on December 6.

8) NON-AGENDA PUBLIC COMMENTS

The following individuals provided public comments: Denise spoke regarding Severe Valley Fever. Eugene Hernandez spoke regarding Hispanic Heritage Month. Jason Zink spoke about District 1 and District 2 seats, leveraging city grants, the fire maps, and the Palmdale water ditch along Barrel Springs Trail . Michael Ross requested more information regarding the Rosenberg ’s Rules of Order, and spoke about the PFC. Rich Gallego thanked Council for the honor of doing a painting for Sister City Poncitlan, Mexico, requested the ability to put an item on the agenda, and thanked Councilmember Ohlsen for agreeing to attend the upcoming meeting for PFC . 10 Marsha Furman asked for an update on sidewalks, requested clarification on safe and sane and illegal fireworks, spoke about the upcoming Veterans Day event at the Palmdale Amphitheater, the Breast Cancer walk, and announced that November 18 is Mickey Mouse's birthday . Patricia Withers discussed the food drive for the homeless.

Mayor Pro Tem Bettencourt discussed her past experience with trying to get items on the agenda and provided Michael Ross with information on how to access the Brown Act. Councilmember Alarcón directed Mr. Ross to the website to view the Rosenberg's Rules of Order.

Motion: Extend the meeting past 10:30 p.m.

Moved by Laura Bettencourt, seconded by Eric Ohlsen.

Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Austin Bishop, Richard J. Loa, Eric Ohlsen, Andrea Alarcón.

9) COUNCIL REPORTS, ANNOUNCEMENTS AND REQUESTS FOR FUTURE

AGENDA ITEMS

9.1) Council Reports

Councilmember Loa attended the Palmdale Sheriff's Booster meeting on October 8, the NCTC on October 20, and mentioned the AV Fair meeting on October 23, which was cancelled.

Councilmember Ohlsen attended the Mental Health Awareness Walk on October 4 and spoke about attending the Palmdale Freedom Coalition meeting.

Councilmember Bishop spoke about the need for a grocery store in his district, discussed how the Council meeting had gone well, and expressed respect for the staff and the respectful nature of the discussions. He also attended the Pumpkin Palooza, spoke about Kaleidoscope and the groundbreaking for AS Aerospace, and attended the World Series watch parties. Additionally, he participated in the Making Strides Breast Cancer walk.

Mayor Pro Tem Bettencourt spoke about her experience at the Pumpkin Palooza.

10) CLOSED SESSION

PRESENTATION BY CITY ATTORNEY

Public Comments: None.

City Attorney Severino confirmed items to be heard at Closed Session and informed Councilmember Alarcón that she would have to recuse herself from Item 10.2.

11 Councilmember Alarcón spoke regarding her case, Item 10.2.

10.1) CONFERENCE WITH LABOR NEGOTIATORS
Agency designated representatives: Salvador Mendez, Interim City Manager, and Linda Daube, Special Counsel
Employee organization: Teamsters Local 986

This closed session is being held pursuant to the authority of California Government Code Section 54957.6.

10.2) CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION Andrea Alarcón v. City of Palmdale
Los Angeles Superior Court 24STCP03201

This closed session is being held pursuant to the authority of California Government Code Section 54956.9(d)(1).

11) ANNOUNCEMENT BY CITY ATTORNEY

Closed Session was held from 10:35 p.m. to 11:30 p.m.

City Attorney Severino announced the following:

10.1 - There was no reportable action.

10.2 - There was no reportable action.

12) ADJOURN

Mayor Pro Tem Bettencourt adjourned the meeting at 11:32 pm to December 2, 2025, at 5:00 p.m. in the City Hall Council Chamber located at 38300 Sierra Highway, Suite B, Palmdale, California.

PASSED, APPROVED, and ADOPTED this 2nd day of December 2025.

Laura Bettencourt, Mayor Pro Tem

ATTEST:

Rochelle Scott, City Clerk

City Council Staff Report

DATE: DECEMBER 2, 2025

TO: HONORABLE MAYOR PRO TEM AND CITY COUNCIL

FROM: ECONOMIC AND COMMUNITY DEVELOPMENT DEPARTMENT

ECONOMIC DEVELOPMENT DIVISION

DISTRICT: 1

SUBJECT: APPROVE AMENDED AND RESTATED PURCHASE AND SALE

AGREEMENT WITH AVCC MASTER LLC (AN AFFILIATE OF

COVINGTION INVESTMENTS , LLC) , FOR THE SAL E OF
APPROXIMATELY 233 ACRES LOCATED AT THE SOUTHEAST
CORNER OF SIERRA HIGHWAY AND AVENUE M (APN: 3126-022-
929)

RECOMMENDATION

Staff recommend that the City Council:

1. Approve Amended and Restated Purchase and Sale Agreement No. A-9634 with AVCC Master, LLC, an affiliate of Covington Investments, LLC, for the sale of approximately 233 acres located at the southeast corner of Sierra Highway and Avenue M (APN: 3126-022-929); and,

2. Authorize the Interim City Manager or his designee to execute Agreement No. A- 9634 with AVCC Master , LLC , including minimal and/or non -substantive changes.

BACKGROUND

In October 2021, the City entered into a purchase and sale agreement with Covington Investments, LLC (Agreement No. A-7575) for the conveyance of approximately 96 acres (considered Phase 1) of City-owned, unimproved property at a purchase price of $2.25 per square foot. The agreement also included the option for future negotiation at a purchase price of $3.00 per square foot for Phase 2 (86 acres) and $3.75 per square foot for Phase 3 (86 acres). Between October 2023 and September 2025, a series of administrative amendments were implemented, adjusting the boundary of the purchase phases to coincide with additional sub-phasing of the project, accommodating potential tenants, and revising milestones related to deliverables and escrow closing.

Report to Mayor Pro Tem and City Council
Re: Approve Agrmt. No. A-9634 Amended and Restated Purchase and Sale with AVCC Master LLC
December 2, 2025

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