Party, and authorized certain officials of that Party to undertake and carry out all acts required to enter into this Agreement and effect the terms of same.
SECTION 2. LICENSE; INDEMNIFICATION; AND INSURANCE
2.1 License. City hereby grants to Licensee and its directors, officials, officers, employees, agents, representatives, contractors, subcontractors, consultants and volunteers a non-exclusive right to enter onto the City Property ("License"), on a temporary basis, for the sole purposes of the following (collectively, "Entry Purposes"):
(a) The temporary storage of construction materials, equipment, tools, supplies, and prefabricated components intended for incorporation into the Project; (b) The temporary parking and staging of construction vehicles, trailers, construction offices, and equipment actively used in connection with the Project; (c) The assembly, staging, loading, unloading, and distribution of construction materials and equipment;
(d) The placement of temporary office trailers, storage containers, security facilities, fencing, lighting, portable sanitation facilities, fuel storage, and other temporary improvements reasonably necessary to support the Project; and (e) such other temporary activities as are reasonably necessary and directly related to the construction of the Project and are approved in writing by Licensor.
2.2 Term of License. The term of this License shall commence on the Effective Date and be for a term of four (4) years and shall terminate upon the earlier completion of the Project before the expiration of the Term or extension of the Term. The Parties to this Agreement may extend the Term for one (1) additional year, subject to the approval of the City Council.
2.3 License Fee. Licensee agrees to pay City as a license fee ("License Fee") for the use and occupancy of the City Property, the sum of Six Thousand Dollars ($6,000.00) per month. Commencing upon the Effective Date, the License Fee shall be payable monthly in advance on or before the first of each month to City's address specified in Section 3.1, subject to a proportionate refund of the advance-paid License Fee should this Agreement be terminated before the expiration of any month for which the License Fee was paid. If the License Fee is not paid within 30 days of the first of the month, a 7% penalty will be added to the total amount due. The first month's License Fee will be paid to the City upon the Effective Date.
If the Effective Date is other than the first day of a calendar month, Licensee may pay on the Effective Date the prorated License Fee for the remainder of the calendar month in which the term commences, and thereafter, Licensee shall pay a full month's License Fee License Agreement
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on the first day of each calendar month, except that payment shall be prorated for the final fractional month of this Agreement, or if this Agreement is terminated before the expiration of any month for which the License Fee should have been paid.
2.4 Compliance With Laws. The Entry Purposes shall be performed in accordance with all applicable local, state and federal laws, rules and regulations.
Licensee shall not, without the prior written consent of City, undertake and/or complete any activities on the City Property other than the Entry Purposes.
2.5 Limited Nature of License. It is expressly agreed and understood that the License does not grant or convey any permanent easement, lease, fee or other interest in the City Property to Licensee. The City is acting only in its proprietary capacity in granting the License given to Licensee under this Agreement. Licensee acknowledges that (i) such grant is effective only insofar as the City's rights in the City Property; and (ii) Licensee shall separately obtain all necessary regulatory approvals from the City or any other applicable governmental entity necessary for the Entry Purposes.
2.6 Restrictions on Use. Licensee shall not use, and Licensee shall prohibit any of its Agents (defined as follows) or Invitees (defined as follows) from using the City Property for any activities other than the Entry Purposes. The term "Agents" shall mean Licensee's officers, directors, members, agents, employees, invitees, contractors, subcontractors, and any employees of such parties. The term "Invitees" shall mean Licensee's invitees, guests or business visitors. By way of example only and without limitation, the following uses of the City Property by Licensee, or any of its Agents or Invitees, are prohibited:
(a) Licensee shall not construct or place any permanent structures, signs or improvements on the City Property, nor shall Licensee alter any existing structures, signs or improvements on the City Property other than one opening in the fence (on the north side of property adjacent to existing dam) with a set of gates used for construction access.
(b) Licensee shall not conduct any unauthorized activities on or about City Property that constitute waste or nuisance.
(c) Licensee shall not damage the City's real or personal property. (d) Licensee shall not cause any Hazardous Material (defined as follows) to be brought upon, kept, used, stored, released, generated or disposed of in, on or about the City Property, or transported to or from the City Property, except for diesel fuel and gasoline stored in approved aboveground storage tanks for construction operations. All fuel shall be stored in compliance with applicable laws, permit requirements, and industry standards, including dual walled tanks and spill prevention measures.
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Licensee shall immediately notify the City of any release or suspected release of Hazardous Material. Licensee shall comply with all laws requiring notice of such releases or threatened releases to governmental agencies and shall take all action necessary to mitigate the release or minimize the spread of contamination. In the event of a release of Hazardous Material, Licensee shall, without cost to the City and in accordance with all laws and regulations, return the City Property to the condition immediately prior to the release. Licensee shall allow the City to participate in any discussion with governmental agencies regarding any settlement agreement, cleanup or abatement agreement, consent decree or other compromise proceeding involving Hazardous Material.
For purposes of this Agreement, "Hazardous Material" includes, without limitation, the following: any material defined as a "hazardous substance, pollutant or contaminant" any asbestos and asbestos containing materials; with the exception of any diesel fuel and gasoline stored in approved aboveground storage tanks for construction operations. All fuel shall be stored in compliance with applicable laws, permit requirements, and industry standards, including dual walled tanks and spill prevention measures. The term "release" or "threatened release" shall include any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing in, on, under or about the City Property.
2.7 Subject to City Uses. Notwithstanding anything to the contrary in this Agreement, Licensee's rights to use the City Property shall be subject and subordinate to the City's necessary uses of the City Property for municipal purposes. The City retains the right to use or allow other persons to use the City Property in a manner that does not unreasonably interfere with Licensee's activities hereunder.
2.8 Surrender and Repair of Damage.
(a) Upon the cancellation, expiration, or termination of this Agreement, to the extent Licensee alters, removes, demolishes, damages, or otherwise disturbs any portion of the buildings, structures, improvements, fixtures, or equipment located on the Property in connection with its activities under this Agreement, Licensee shall, at its sole cost and expense, reconstruct, replace, or restore such buildings, structures, improvements, fixtures, and equipment using new materials of like or better quality and in accordance with plans and specifications approved by the City's Building Department (and any other City department having jurisdiction), and shall obtain all required permits and approvals prior to performing such work. All reconstruction and restoration work shall be performed in a good and workmanlike manner and in compliance with all applicable federal, state, and local laws, codes, regulations, and permit requirements. Upon completion of any reconstruction or restoration work, Licensee shall notify the City in writing. The work shall be subject to inspection and written acceptance by the City.
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(b) Notwithstanding the foregoing, the City shall have the sole and absolute discretion to require Licensee to reasonably restore any affected portion of the buildings, structures, improvements, fixtures, or equipment to the condition existing immediately prior to Licensee's commencement of work, rather than reconstructing or replacing such improvements. Upon written notice from the City, Licensee shall promptly perform such restoration at its sole cost and expense, using materials of like or better quality where replacement is required, and in accordance with plans approved by the City's Building Department. Under no circumstances shall the City incur any cost or expense for the reconstruction, replacement, or restoration required by this Section except where such reconstruction, replacement, or restoration is necessary due to the actions of the City.
(c) Prior to commencing any activities within the Property, Licensee shall conduct, in the presence of the City if requested, a photographic and video documentation of the existing condition of all buildings, structures, improvements, pavement, landscaping, utilities, equipment, and other facilities that may be affected by Licensee's activities. Such documentation shall be provided to the City and shall serve as the baseline for determining the extent of restoration required upon the cancellation, expiration, or termination of this Agreement. (d) If Licensee fails to timely complete any required restoration or repair, the City may, after providing written notice and a reasonable opportunity to cure (except in the case of an emergency), perform or cause such work to be performed.
Licensee shall reimburse the City for all undisputed, reasonable, and actually incurred costs and expenses, including administrative, engineering, inspection, consultant, and contractor costs, within thirty (30) days after receipt of an invoice. (e) The City's approval of plans, inspections, or acceptance of work shall not waive any rights or remedies available under this Agreement or applicable law, nor relieve Licensee of its obligation to fully restore the Property as required herein.
Licensee's obligations under this Section shall survive the expiration or earlier termination of this Agreement until all restoration, repair, replacement, reimbursement, and warranty obligations have been fully satisfied.
2.9 As Is Condition of City Property; Disclaimer of Representations. LICENSEE ACCEPTS THE USE OF THE CITY PROPERTY IN ITS "AS IS" CONDITION, WITHOUT
REPRESENTATION OR WARRANTY OF ANY KIND BY CITY, ITS OFFICERS,
AGENTS OR EMPLOYEES, INCLUDING, WITHOUT LIMITATION, THE SUITABILITY
OR SAFETY OF THE CITY PROPERTY, OR ANY FACILITIES ON THE CITY PROPERTY, FOR LICENSEE'S USE. City shall be responsible for the existing condition of the Property as of the Effective Date and shall maintain responsible for conditions existing as of the Effective Date throughout the Term, except to the extent such conditions are caused or exacerbated by the acts or omissions of Licensee. The City shall also be responsible for all repairs and maintenance required for the City Property arising from License Agreement
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normal wear and tear on the City Property. Notwithstanding the foregoing, the Licensee shall be responsible for all costs of repair that are caused by the sole negligence and/or willful misconduct of the Licensee. Licensee, at its own expense, shall obtain such permission or other approvals from any third parties with existing rights as may be necessary for Licensee to make use of the City Property in the manner contemplated hereby.
2.10 Indemnity. To the extent permitted by law, Licensee shall indemnify, defend, reimburse and hold harmless the City, its officers, agents, employees and contractors from and against any and all demands, claims, legal or administrative proceedings, losses, costs, penalties, fines, liens, judgments, damages and liabilities of any kind (collectively, "Losses"), arising in any manner out of: (a) any injury to or death of any person or damage to or destruction of any property occurring in, on or about the City Property, or any part thereof, whether the person or property of Licensee, any of its Agents and Invitees, or third persons, relating in any manner to any negligent use or activity under this Agreement; (b) any failure by Licensee, or any of its Agents or Invitees, to faithfully observe or perform any of the terms, covenants or conditions of this Agreement; (c) the use of the City Property or any activities conducted thereon by Licensee, its Agents or Invitees; (d) any release or discharge, or threatened release or discharge, of any Hazardous Material caused or allowed by Licensee, its Agents or Invitees, on, in, under or about the City Property, any improvements permitted thereon, or into the environment; or (e) any and all Losses arising from the negligence or willful misconduct of Licensee, including but not limited to, any such Losses relating to any alleged infringement of the patent rights, trademark, copyright, trade secret, privacy or other personal or other proprietary right of any person or persons. Notwithstanding the foregoing, Licensee shall not be required to indemnify, defend, reimburse, and hold harmless the City from Losses arising in whole or in part from the negligence or willful misconduct of the City.
The foregoing indemnity shall include, without limitation, reasonable attorneys' and consultants’ fees, investigation and remediation costs and all other reasonable costs and expenses incurred by the indemnified parties, including, without limitation, damages for decrease in the value of the City Property and claims for damages or decreases in the value of adjoining property. Licensee shall have an immediate and independent obligation to defend the City from any claim which actually or potentially falls within this indemnity provision even if such allegation is or may be groundless, fraudulent or false, which obligation arises at the time such claim is tendered to Licensee by the City and continues at all times thereafter. Licensee's obligations under this Section shall survive the expiration or termination of this Agreement.
2.11 Insurance. Without in any way limiting Licensee's liability under this Agreement, Licensee must maintain in force, during the full term of the Agreement, insurance in the following amounts and coverages:
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(a) Commercial General Liability Insurance with limits not less than $2,000,000 (Two Million Dollars) each occurrence Combined Single Limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Independent Contractors, Broadform Property Damage, and Products Liability and Completed Operations;
(b) Commercial Automobile Liability Insurance with limits not less than $2,000,000 (Two Million Dollars) each occurrence Combined Single Limit for Bodily Injury and Property Damage, including coverages for owned, non-owned and hired automobiles, as applicable; and
(c) Workers' Compensation Insurance in statutory amounts with Employer's Liability Coverage with limits of not less than $1,000,000 (One Million Dollars) each accident. The Worker's Compensation Insurance shall contain a waiver of subrogation in favor of the City.
(d) Commercial General Liability and Commercial Automobile Liability Insurance policies must provide the following:
Name as Additional Insured the City of Pico Rivera, its officers, agents, and employees. That such policies are primary insurance to any other insurance available to the Additional Insureds, with respect to any claims arising out of this Agreement, and that insurance applies separately to each insured against whom claim is made or suit is brought.
(e) All policies shall provide thirty days' advance written notice to the City of cancellation.
(f) All insurance shall be provided under an occurrence basis. (g) Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defense costs be included in such general annual aggregate limit, such general annual aggregate limit shall be double the occurrence or claims limits specified above.
(h) Should any required insurance lapse during the Term of this Agreement, the City may, at its sole option, terminate this Agreement effective on the date of such lapse of insurance.
(i) Before commencing any operations under this Agreement, Licensee shall do the following: (i) furnish to the City certificates of insurance, and additional insured policy endorsements with insurers with ratings comparable to A-, VIII or higher, that are authorized to do business in the State of California, and that are satisfactory to the City, in form evidencing all coverages set forth above, and (ii) License Agreement
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furnish complete copies of policies promptly upon the City’s request. Failure to maintain insurance shall constitute a material breach of this Agreement. (j) Approval of the insurance by the City shall not relieve or decrease the liability of Licensee hereunder.
SECTION 3. MISCELLANEOUS.
3.1 Notices, Demands and Other Communications. All notices, demands and other communications required or permitted between the Parties hereunder shall be in writing, and shall be (i) personally delivered, (ii) sent by United States registered or certified mail, postage prepaid, return receipt requested, (iii) sent by electronic mail or facsimile transmission with confirmation of receipt, or (iv) sent by nationally recognized overnight courier service (e.g., Federal Express or United Parcel Service), addressed to the Party to whom the notice is given at the addresses provided below, subject to the right of any Party to designate a different address for itself by notice similarly given. Any notice so given by registered or certified United States mail shall be deemed to have been given on the third business day after the same is deposited in the United States mail. Any notice not so given by registered or certified mail, such as notices delivered by personal delivery, facsimile transmission or courier service, shall be deemed given upon receipt, rejection or refusal of the same by the Party to whom the notice is given. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice or other communication sent.
To Licensee: Barnard Construction Company, Inc.
P.O. Box 99
Bozeman, MT 59771-0099
Phone: (406) 586-1995
Facsimile: (406) 586-3530
To City: City of Pico Rivera
City Manager's Office
6615 Passons Blvd.
Pico Rivera, CA 90660
Attn: City Manager
With a copy to: Arnold M. Glasman, City Attorney
Alvarez-Glasman & Colvin
13181 Crossroads Pkwy. North
Suite 400 – West Tower
Industry, CA 91746
[email protected]
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3.2 Required Actions of City and Licensee. City and Licensee shall execute and deliver such additional papers, documents and other instruments and shall diligently undertake such actions as may be reasonably required in order to accomplish the performance of their respective obligations hereunder and to carry out the intent and agreements of the Parties hereunder.
3.3 Time of Essence. Time is of the essence of each and every term, condition, obligation and provision hereof.
3.4 Counterparts. This Agreement may be executed in multiple counterparts, each of
which shall be deemed an original, but all of which, together, shall constitute one and the same instrument.
3.5 Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the Parties, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof.
3.6 No Obligation to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, nor obligate any of the Parties to, any person or entity other than the Parties and the United States Army Corp. of Engineers.
3.7 Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof.
3.8 Governing Law and Venue. All questions with respect to this Agreement, and the
rights and liabilities of the Parties hereto, shall be governed by the laws of the State of California. Any and all legal actions or proceedings concerning this Agreement shall be brought in the appropriate California State court in the County of Los Angeles, State of California. Each Party irrevocably consents to the personal jurisdiction of that court.
3.9 Assignment. Neither Party shall assign this Agreement, or any right or obligation
herein, to any party without the prior written consent of the other Party, which consent may be given or withheld in the other Party's sole discretion.
3.10 Successors and Assigns. This Agreement shall be binding upon and shall inure to
the benefit of the successors of the Parties hereto and to their respective assigns allowed pursuant to this Agreement.
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3.11 Severability. If any term or provision of this Agreement shall be held invalid or
unenforceable, the remainder of this Agreement shall not be affected.
3.12 Construction. This Agreement will be liberally construed to effectuate the intention of the Parties with respect to the matters described herein. In determining the meaning of, or resolving any ambiguity with respect to, any word, phrase or provision of this Agreement, neither this Agreement nor any uncertainty or ambiguity herein will be construed or resolved against either Party (including the Party primarily responsible for drafting and preparation of this Agreement), under any rule of construction or otherwise, it being expressly understood and agreed that the Parties have participated equally or have had equal opportunity to participate in the drafting thereof. Nothing in this Agreement shall be deemed a waiver of any protections afforded to the City pursuant to the Government Claims Act, California Government Code sections 900 et seq.
3.13 Fees and Other Expenses. Each Party shall be responsible for and pay its own legal fees and expenses in connection with this Agreement, except as provided under Section 2.10.
3.14 Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the Parties hereto.
3.15 Entire Agreement. Except as specifically set forth herein to the contrary, this
Agreement supersedes any prior agreements, regulations and communications, oral or written, between the Parties with respect to the subject matter of this Agreement and contains the entire agreement between the Parties as to the subject matter hereof.
3.16 No Intent to Create Third Party Beneficiaries. The Parties intend that the rights and obligations under this Agreement shall benefit and burden only the Parties hereto, and do not intend to create any rights in, or right of action to or for the use or benefit of any third party, including any governmental agency or any party who is not one of the Parties to this Agreement.
3.17 No Joint Ventures or Partnership. This Agreement does not create a partnership or joint venture between the City and Licensee.
3.18 Impossibility of Performance. If, for any reason, an unforeseen event occurs which is beyond the control of the City and Licensee, including, but not limited to, fire, casualty, or labor strike, which event renders impossible the fulfillment of any term of this Agreement, Licensee and the City shall have no right to nor claim for damages against the other.
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3.19 Payment of Taxes. Licensee agrees to pay all taxes of any kind that may be lawfully assessed on Licensee's interest under this Agreement or use of the City Property pursuant hereto and to pay any other taxes, excises, licenses, permit charges, possessory interest taxes, or assessments based on Licensee's usage of the City Property that may be imposed upon Licensee by applicable law.
3.20 Termination. Either Party may terminate this Agreement without cause by providing written notice delivered sixty (60) days’ prior to the effective date of termination.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date(s) set forth below next to their respective signatures.
CITY OF PICO RIVERA (“City”)
By: ____________________________
Steve Carmona, City Manager
Date:
___________________________
ATTEST:
By:
______________________________
Cynthia Ayala, City Clerk
APPROVED AS TO FORM:
By:
_________________________________
Arnold M. Alvarez-Glasman, City Attorney
BARNARD CONSTRUCTION COMPANY,
INC. (“Licensee”)
By: ________________________________
Its:_________________________________
Date:
_______________________________
EXHIBIT A
TO KRUSE ROAD LICENSE AGREEMENT
Assessor’s Parcel Map of City Property
Depiction (for reference purposes):
EXHIBIT “A”
Aerial View of the Property
EXHIBIT B
EXHIBIT “B”
Parcel Map
To: Mayor and City Council
From: City Manager
Meeting Date: September 22, 2026
Subject: AMENDMENT NO. 1 TO AGREEMENT NO. 23-2258 WITH
KEENAN AND ASSOCIATES
Recommendation:
1. Approve Amendment No. 1 to Agreement No. 23-2258 with Keenan and Associates relating to serve as broker of record for annuities purchased for Health Reimbursement Arrangement; and MidAmerica Administrative Solutions, Inc.; and
2. Authorize the City Manager to execute the amendment in a form approved by the City Attorney.
Strategic Priority:
1 - Fiscal & Organizational Sustainability - Create a City government built to adapt to change.
Strategy:
1.3 Improve organizational effectiveness to reduce costs and streamline efforts.
Fiscal Impact:
The fiscal year (FY) 2026-27 budget has sufficient appropriation in GL Account No. 100.90.9000.51900 to cover this amendment, totaling $15,000. Adequate appropriations will be included in FY 2027-28 and 2028-29 budgets to fund the estimated amount of $30,000 in the same GL Account.
Background:
In 2012, the City of Pico Rivera (City) entered into an agreement with Keenan and Associates (Keenan) to establish and administer the City’s Health Reimbursement Arrangement (HRA). Under the agreement, Keenan served as the broker of record for annuities purchased for the HRA program, and MidAmerica Administrative Solutions 12 Back to Agenda Outline
CITY COUNCIL AGENDA REPORT – MEETING OF SEPTEMBER 22, 2026 AMENDMENT NO. 1 TO AGREEMENT NO. 23-2258 WITH KEENAN AND
ASSOCIATES
provided administrative and technical support. The 2012 agreement included a three-year initial term with automatic annual renewals unless terminated by either party.
For more than a decade, the City continued utilizing Keenan and MidAmerica’s services without changes to the scope or cost. In 2023, a new Professional Services Agreement (Agreement No. 23-2258) was executed to replace the original 2012 agreement. The 2023 agreement formalized Keenan’s continued role as broker of record and MidAmerica’s role as third-party administrator. The services provided under both agreements include broker services for annuities associated with the HRA, vendor coordination, administrative support, and ongoing consultative guidance concerning the City’s HRA program. The fees of $15,000 annually and scope of work have remained unchanged since the inception of services.
Discussion:
The City has determined that continued use of Keenan and MidAmerica is necessary to ensure uninterrupted administration of the City’s HRA program. The vendors have longstanding familiarity with the City’s benefit structure, established systems for plan administration, and ongoing coordination with annuity carriers and MidAmerica as the third party administrator.
Amendment No. 1 to Agreement No. 23-2258 seeks to formally establish a new expiration date of September 30, 2029, providing a three-year extension of services.
The amendment does not alter the scope of work, and annual fees remain consistent with prior years.
The amendment adds $15,000 per fiscal year, for a total not-to-exceed amount of $90,000 over the renewal period. Because the cumulative value of the contract exceeds the City Manager’s contractual authority threshold of $75,000 for professional services, the amendment must be approved by the City Council before execution. This extension aligns with procurement thresholds clarified in Municipal Code Chapter 3.20, as updated by Ordinance No. 1206, and ensures compliance with the City’s purchasing policies.
Approval of Amendment No. 1 will allow the City to continue working with Keenan and MidAmerica without disruption and support ongoing HRA administration for eligible employees.
Procurement Review:
In accordance with Chapter 3.20 of the Pico Rivera Municipal Code, staff conducted a procurement review to determine whether the services provided by Keenan and Associates and MidAmerica Administrative Solutions should be competitively solicited or treated as a sole source procurement. Staff evaluated the scope of services, the CITY COUNCIL AGENDA REPORT – MEETING OF SEPTEMBER 22, 2026 AMENDMENT NO. 1 TO AGREEMENT NO. 23-2258 WITH KEENAN AND
ASSOCIATES
unique history of the City’s HRA program, and the operational considerations related to maintaining continuity in HRA administration.
Keenan has served as the City’s broker of record since 2012, and MidAmerica has administered the City’s HRA program for the same duration. Their systems, annuity arrangements, and historical records are fully integrated with the City’s benefit structure.
Transitioning to a new vendor would require the migration of financial accounts, participant information, annuity contracts, and administrative processes — posing a risk of service disruption to employees relying on the HRA program.
Based on this review, staff determined that the services qualify as a sole source procurement due to the specialized nature of HRA administration, the proprietary vendor relationships managed by Keenan, and the need for uninterrupted business continuity. This sole source determination aligns with Municipal Code Section
3.20.030(B), which allows sole source procurement when services are unique in their quality, availability, or fitness for a particular use. Maintaining these vendors ensures stability and prevents delays or risks associated with transitioning to a new administrator.
Conclusion:
Staff recommends approval of Amendment No. 1 to Agreement No. 23-2258 with Keenan and Associates to extend services through September 30, 2029. The amendment maintains existing services, ensures continuity of HRA administration, and formalizes the term and compensation under updated procurement requirements. Staff further recommend authorizing the City Manager to execute Amendment No. 1 in a form approved by the City Attorney.
Steve Carmona
SC:AGG:sp
Enclosure: 1) Amendment No. 1
AMENDMENT NO. 1
TO THE PROFESSIONAL SERVICES AGREEMENT
WITH KEENAN AND ASSOCIATES, AGREEMENT NO. 23-2258
THIS AMENDMENT NO. 1 TO AGREEMENT NO. 23-2258 FOR
PROFESSIONAL SERVICES WITH KEENAN AND ASSOCIATES (“Amendment No. 1"), effective as of the date specified in paragraph 4 hereof, is made and entered into by and between the CITY OF PICO RIVERA (“CITY”), and KEENAN AND ASSOCIATES, (“CONTRACTOR”).
RECITALS
A. CITY and CONTRACTOR (collectively referred to as the “PARTIES”) have previously executed that certain Agreement for Professional Services, Agreement No. 23-2258 (“Agreement”) relating to serve as broker of record for annuities purchased for Health Reimbursement Arrangement; and MidAmerica Administrative Solutions, Inc. which is a provider of administrative services and technical support for Health Reimbursement Arrangement in the City of Pico Rivera.
B. The PARTIES desire to amend Section 1 of the Agreement as set forth herein, NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. EXPIRATION DATE.
The “Expiration Date: defined in Section 3.4 is hereby amended as follows:
3.4 “Expiration Date”: September 30, 2029.
2. COMPENSATION.
The contract term set forth in Section 5.1 of the Agreement shall be modified to include an additional $15,000 per fiscal year and not-to-exceed $90,000 as follows:
In no event shall the total compensation and costs payable to Consultant under this Agreement exceed the sum of ninety thousand ($90,000) unless specifically approved in advance, in writing, by City.
3. EFFECT OF AMENDMENTS.
Except as modified herein, either expressly or by necessary implication, the terms and provisions of the Agreement between the CITY and CONTRACTOR shall remain in full force and effect. If there is conflict between this Amendment and the Agreement, the terms of this Amendment will prevail.
12a
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Amendment No. 1 to Professional Services Agreement No. 23-2258
KEENAN AND ASSOCIATES/MIDAMERICA
Office of the City Clerk Template Update: January 2026
4. EFFECTIVE DATE.
Unless otherwise specified herein, this Amendment No. 1 shall become effective as of the date set forth below on which the last of the parties, whether CITY or CONTRACTOR, executes this Amendment No.1.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be executed and attested by their respective officers hereunto duly authorized. “CITY” “CONTRACTOR”
CITY OF PICO RIVERA KEENAN AND ASSOCIATES
______________________________ _____________________________________ Steve Carmona, City Manager Laurie LoFranco, Municipalities Practice Leader Dated: ________________________ Dated: ____________________________ ATTEST: APPROVED AS TO FORM:
___________________________ _________________________________ Cynthia Ayala, City Clerk Arnold M. Alvarez-Glasman, City Attorney _____________
Director’s Initials
To: Mayor and City Council
From: City Manager
Meeting Date: September 22, 2026
Subject: AMENDMENT NO. 1 TO AGREEMENT NO. 24-2380 WITH
TRUSAIC
Recommendation:
1. Approve Amendment No. 1 to Agreement No. 24-2380 with Trusaic relating to professional services to provide Affordable Care Act Employee and Internal Revenue Service reporting; and
2. Authorize the City Manager to execute the amendment in a form approved by the City Attorney.
Strategic Priority:
1 - Fiscal & Organizational Sustainability - Create a City government built to adapt to change.
Strategy:
1.3 Improve organizational effectiveness to reduce costs and streamline efforts.
Fiscal Impact:
The fiscal year (FY) 2026-27 Budget includes sufficient appropriation in GL Account No. 100.60.6000.54500 for this amendment, totaling $23,000. Adequate appropriations will be included in FY 2027-28 to fund the estimated amount of $23,000 in the same GL Account.
Background:
In 2024, the City of Pico Rivera (City) entered into Agreement No. 24-2380 with Trusaic to provide Affordable Care Act (ACA) Employee and Internal Revenue Service (IRS) reporting services. Trusaic has supported the City with year-round ACA compliance services, including regulatory guidance, preparation and filing of required forms, and employee notifications. They have served as the City’s sole ACA reporting provider since the agreement’s initiation.
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CITY COUNCIL AGENDA REPORT – MEETING OF SEPTEMBER 22, 2026 AMENDMENT NO. 1 TO AGREEMENT NO. 24-2380 WITH TRUSAIC
Trusaic’s service continuity has been essential in maintaining accurate and timely federal reporting. Over the contract term, City staff and Trusaic collaborated frequently to support compliance, update insurance documentation, resolve invoicing matters, and prepare for each annual filing cycle.
Discussion:
Trusaic continues to provide specialized ACA Employee and IRS reporting services necessary to meet federal mandates. These services include preparing and filing 1094/1095 forms, distributing annual employee mailings, and providing expert regulatory guidance. Trusaic confirmed there would be no changes to the scope of work for the renewal period and provided updated cost information in coordination with City staff.
Procurement Review:
City staff conducted a procurement review and determined that Trusaic qualifies as a sole source vendor for ACA reporting services. The Administrative Services Department followed the applicable provisions of the Pico Rivera Municipal Code (PRMC), specifically Chapter 3.20 – Purchasing to authorize renewal of Trusaic’s services as a sole source contract.
PRMC Chapter 3.20 – Purchasing
• § 3.20.060(B)(1): “The city manager may award a contract or purchase order for the procurement of supplies, equipment, or services without competitive bidding when the city manager determines that the services are unique, specialized, or available from only one source.”
• § 3.20.060(C): “Business continuity and risk to public operations shall be considered in evaluating the basis for non-competitive procurement.” As such, staff determined that this amendment meets the criteria set forth in PRMC for the outlined reasons below:
• Service Uniqueness: Trusaic provides highly specialized ACA reporting—IRS filings, form mailing, and compliance guidance—not readily sourced elsewhere. • Vendor Compatibility: The City’s ACA workflows and data systems are integrated with Trusaic’s proprietary processes, requiring significant data migration and reconfiguration for any replacement.
• Operational Risk: Switching vendors poses risk of delayed IRS submissions, incorrect filings, and federal penalties.
These factors align precisely with the PRMC exemption criteria in §§ 3.20.060(C) and
3.48.020(B), supporting a legitimate sole source procurement under City policy.
CITY COUNCIL AGENDA REPORT – MEETING OF SEPTEMBER 22, 2026 AMENDMENT NO. 1 TO AGREEMENT NO. 24-2380 WITH TRUSAIC
Amendment No. 1, which extends the agreement through June 30, 2028, and adjusts compensation to a not-to-exceed amount of $46,000, fulfills all procedural requirements under the Pico Rivera Municipal Code for non-competitive renewal of specialized services.
Because ACA reporting is highly time-sensitive, business continuity is essential.
Renewing the existing agreement with Trusaic ensures uninterrupted compliance, protects against operational risk, and maintains the efficiencies established over the past two years.
Conclusion:
Staff recommends approval of Amendment No. 1 to Agreement No. 24-2380 with Trusaic to extend services through June 30, 2028. Staff further recommends authorizing the City Manager to execute Amendment No. 1 in a form approved by the City Attorney.
Steve Carmona
SC:AGG:sp
Enclosure: 1) Amendment No. 1
AMENDMENT NO. 1
TO THE PROFESSIONAL SERVICES AGREEMENT
WITH TRUSAIC, AGREEMENT NO. 24-2380
THIS AMENDMENT NO. 1 TO AGREEMENT NO. 24-2380 FOR
PROFESSIONAL SERVICES WITH TRUSAIC (“Amendment No. 1"), effective as specified in paragraph 4 hereof, is made and entered into by and between the CITY OF PICO RIVERA (“CITY”), and TRUSAIC, (“CONTRACTOR”).
RECITALS
A. CITY and CONTRACTOR (collectively referred to as the “PARTIES”) have previously executed that certain Agreement for Professional Services, Agreement No. 24-2380 (“Agreement”) relating to professional services to provide Affordable Care Act Employee and Internal Revenue Service Reporting in the City of Pico Rivera.
B. The PARTIES desire to amend Section 1 of the Agreement as set forth herein, NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. MODIFICATION OF ESTIMATED AMOUNT AND CONTRACT EXPIRATION DATE.
The contract amount as set forth in Section 2a of the Agreement shall be modified as follows:
CONTRACTOR shall provide the services described in ATTACHMENT A regarding accounting services and shall be compensated not to exceed $46,000.
2. TERM EXTENSION.
The contract term set forth in Section 3 of the Agreement shall be modified as follows:
The Agreement shall expire on June 30, 2028, unless sooner terminated as hereinafter provided.
3. EFFECT OF AMENDMENTS.
Except as modified herein, either expressly or by necessary implication, the terms and provisions of the Agreement between the CITY and CONTRACTOR shall remain in full force and effect. If there is conflict between this Amendment and the Agreement, the terms of this Amendment will prevail.
13a Back to Agenda Outline
Amendment No. 1 to Professional Services Agreement No. 24-2380
TRUSAIC
4. EFFECTIVE DATE.
Unless otherwise specified herein, this Amendment No. 1 shall become effective as of the date set forth below on which the last of the parties, whether CITY or CONTRACTOR, executes this Amendment No.1.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be executed and attested by their respective officers hereunto duly authorized. “CITY” “CONTRACTOR”
CITY OF PICO RIVERA TRUSAIC
___________________________ _________________________________ Steve Carmona, City Manager Anuj Mongia, Executive Vice President, Products & Revenue
Dated: _____________________ Dated: ____________________________ ATTEST: APPROVED AS TO FORM:
__________________________ _________________________________ Cynthia Ayala, City Clerk Arnold M. Alvarez-Glasman, City Attorney
EXHIBIT A
SCOPE OF SERVICES
To provide Affordable Care Act Employee and Internal Revenue Service Reporting.
A Regular Meeting of the Water Authority was held in the Council Chamber, Pico Rivera City Hall, 6615 Passons Boulevard, Pico Rivera, California.
Meeting was jointly held with the City Council and Water Authority. Items appear as listed on the combined agenda for the meeting of September 8, 2026. Commissioner Lutz joined the meeting via teleconference from the Hotel Atwater, 125 Summer Avenue, Avalon, California 90704.
Authority President Camacho called the meeting to order at 6:01 p.m.
PRESENT: Garcia, Lara, Lutz, Sanchez, Camacho
ABSENT: None
*Commissioner joined the meeting at 6:15 p.m.
PUBLIC COMMENTS: None
CONSENT CALENDAR ITEMS:
Water Authority:
12. Minutes:
• Approved Water Authority regular meeting of July 28, 2026
13. City Yard Generator Project, CIP No. 50004. (500)
1. Approved the plans and specifications for the City Yard Generator Project, CIP No. 50004 (Project);
2. Awarded a construction contract to Universal Wiring Corp. in the amount of $258,227 for the Project and authorized the City Manager to execute the contract in a form approved by the City Attorney;
3. Authorized the City Manager, or his designee, to approve construction change orders, as necessary, in an amount not to exceed $39,000 (approximately 15 % of the contract amount) for construction contingency;
4. Amended the fiscal year 2026–27 Adopted Budget by appropriating $50,000 from the Water Fund (Fund 550) fund balance to CIP No. 50004 (Account No. 550.70.7340.54500-CIP50004); and
5. Approved the Notice of Exemption (NOE) for the Project pursuant to the California Environmental Quality Act and authorized the City Clerk to file the NOE with the Los Angeles County Clerk.
Agreement No. WA-26-84
14. Water Wells 7, 8, 9 and 10 Destruction Project, CIP No. 50094. (500)
1. Approved the plans and specifications for the Water Wells 7, 8, 9 and 10 Destruction Project, CIP 50094 (Project);
Tuesday, September 8, 2026
14 Back to Agenda Outline
9-8-26 Water Minutes
2. Awarded a construction contract to Levon Construction Group in the amount of $760,500 for the Project and authorized the City Manager to execute the contract in a form approved by the City Attorney;
3. Authorized the City Manager, or his designee, to approve construction change orders, as necessary, in an amount not to exceed $76,000 (approximately 10 % of the contract amount) for construction contingency;
4. Amended the Fiscal Year 2026–27 Adopted Budget by appropriating $682,000 from the Water Fund (Fund 550) fund balance to CIP No. 50094; and
5. Approved the Notice of Exemption (NOE) for the Project pursuant to the California Environmental Quality Act and authorized the City Clerk to file the NOE with the Los Angeles County Clerk.
Agreement No. WA-26-85
Motion by Vice President Dr. Sanchez, seconded by Commissioner Garcia to approve Consent Calendar Item Nos. 12, 13 and 14. Motion carries by the following roll call vote:
AYES: Garcia, Lara, Lutz, Sanchez, Camacho
NOES: None
CONSENT CALENDAR ITEMS PULLED FOR FURTHER DISCUSSION: None REGULAR AGENDA: None
ADJOURNMENT:
President Camacho adjourned the Water Authority meeting at 7:52 p.m. There being no objection it was so ordered.
PRESENT: Garcia, Lara, Lutz, Sanchez, Camacho
ABSENT: None
________________________________
Gustavo V. Camacho, President
ATTEST:
________________________________
Cynthia Ayala, CMC, Authority Secretary
I hereby certify that the foregoing is a true and correct report of the proceedings of the Water Authority regular meeting dated July 28, 2026, and approved by the Water Authority on September 8, 2026.
9-8-26 Water Minutes
_______________________________
Cynthia Ayala, CMC, Authority Secretary
COUNCIL
MEETING
DATE
COUNCIL MEMBER REQUEST DETAIL DIRECTOR(S)
ACTION TAKEN: Memo; Staff
Report; Closed Session;
Presentation; Follow-up
Meeting; City Manager Reports;
Informal Action
DISCUSSION
ITEM
ACTION
ITEM DATE
STATUS:
Complete;
Pending;
On-going;
In-Progress
11/12/2025 Sanchez/Camacho SNAP Benefits Assistance to residents 11/12/2025 Sanchez/Garcia Tow Truck Company Ordinance regulation/procurement process Alvie Betancourt
GOOD OF THE ORDER
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