Mayor and City Council
July 15, 2026

RESOLUTION NO. 2026-110

RESOLUTION OF THE MAYOR AND CITY COUNCIL

OF THE CITY OF SAN BERNARDINO, CALIFORNIA,

RATIFYING AND ACCEPTING THE SAN BERNARDINO
COUNTY FIRE PROTECTION DISTRICT’S
(“DISTRICT”) ORDINANCE NO. FPD 26-02, WHICH
AMENDS AND ADOPTS BY REFERENCE THE 2025

EDITION OF THE CALIFORNIA FIRE CODE, ALONG

WITH CERTAIN CHANGES, MODIFICATIONS,

AMENDMENTS, ADDITIONS, DELETIONS, AND
EXCEPTIONS TO THE 2025 EDITION OF THE

CALIFORNIA FIRE CODE, RELATING TO FIRE
REGULATIONS, AND THE 2025 WILDLAND-URBAN
INTERFACE (WUI) CODE; AND FINDING THAT THE

ADOPTION OF THE DISTRICT FIRE CODE

ORDINANCE IS EXEMPT FROM FURTHER

ENVIRONMENTAL REVIEW UNDER SECTION
15061(B)(3) OF THE STATE CEQA GUIDELINES.

WHEREAS, the San Bernardino County Fire Protection District (“District”) is authorized pursuant to Health and Safety Code section 13869.7 to adopt building standards relating to fire safety that are more stringent than the building standards adopted by the State Fire Marshall and contained in the California Building Standards Code; and WHEREAS, the City of San Bernardino (“City”) resides in the District’s jurisdiction and receives fire protection services from the District; and WHEREAS, on May 19, 2026, the District held a public hearing and adopted Ordinance No. FPD 26-02 (“District Fire Code Ordinance”) adopting by reference the 2025 Edition of the California Fire Code, along with certain changes, modifications, amendments, additions, deletions, and exceptions to the 2025 Edition of the California Fire Code, relating to fire regulations, and the 2025 Wildland-Urban Interface (WUI) Code.; and WHEREAS, the District has transmitted the District Fire Code Ordinance to the City for ratification, pursuant to Health & Safety Code section 13869.7; and WHEREAS, Section 13869.7 provides that the District Fire Code Ordinance will only take effect upon the City’s ratification of the District Fire Code Ordinance; and WHEREAS, the Mayor and City Council of the City of San Bernardino (“City Council”) has examined the District Fire Code Ordinance and finds that it provides consistency in the Packet Page. 2471
Resolution No. 2026-110
Resolution No. 2026-110
July 15, 2026

application and enforcement of building and housing standards with an emphasis on local needs, and with the goal of protecting lives and property from fire damage; and WHEREAS, the Mayor and City Council finds and determines that the action of ratifying the District Fire Code Ordinance can be seen with certainty that there is no possibility that the District Fire Code Ordinance may have a significant adverse effect on the environment; thus, the adoption of the District Fire Code Ordinance is exempt from further environmental review under Section 15061(b)(3) of the State CEQA Guidelines; and
WHEREAS, the Mayor and City Council desire to ratify the District Fire Code Ordinance; and
WHEREAS, the Mayor and City Council wish to delegate the enforcement of the District Fire Code Ordinance to the District’s Chief, or his or her authorized representative.

BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS:

SECTION 1. The recitals above are true and correct and are incorporated herein by this reference.

SECTION 2. The Mayor and City Council of the City of San Bernardino hereby ratifies the District Fire Code Ordinance. A true and correct copy of the District Fire Code Ordinance is attached as Exhibit A and incorporated herein by this reference.

SECTION 3. Pursuant to Health and Safety Code section 13869.7(h)(1), the City Council directs that the District Fire Code Ordinance shall be enforced within the District’s service area.

The District shall enforce the District’s Code within the City’s corporate limits, and the City’s Building Official shall enforce fire and panic safety and other regulations of the State Fire Marshal as they relate to R-3 dwellings.

SECTION 4. The Mayor and City Council finds this Resolution is not subject to the California Environmental Quality Act (CEQA) in that the activity is covered by the general rule that CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty, as in this case, that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA.

SECTION 5. The City Clerk is hereby authorized and directed to file a certified copy of this Resolution and the District Fire Code Ordinance with the California Department of Housing and Community Development.

SECTION 6. Severability. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications, and to this end the provisions of this Resolution are declared to be severable.

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Resolution No. 2026-110
Resolution No. 2026-110
July 15, 2026

SECTION 7. Effective Date. This Resolution shall become effective immediately.

APPROVED and ADOPTED by the City Council and signed by the Mayor and attested by the City Clerk this ___ day of __________ 2026.

Helen Tran, Mayor
City of San Bernardino
Attest:

Telicia Lopez, CMC, City Clerk
Approved as to form:

Sonia Carvalho, City Attorney
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Resolution No. 2026-110
Resolution No. 2026-110
July 15, 2026

CERTIFICATION

STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO) ss

CITY OF SAN BERNARDINO )
I, Telicia Lopez, CMC, City Clerk, hereby certify that the attached is a true copy of Resolution No. 2026-110, adopted at a regular meeting held on the ___ day of _______ 2026 by the following vote:

Council Members: AYES NAYS ABSTAIN ABSENT
SANCHEZ _____ _____ _______ _______
IBARRA _____ _____ _______ _______
FIGUEROA _____ _____ _______ _______
SHORETT _____ _____ _______ _______
KNAUS _____ _____ _______ _______
FLORES _____ _____ _______ _______
ORTIZ _____ _____ _______ _______
WITNESS my hand and official seal of the City of San Bernardino this ___ day of ____________ 2026.

Telicia Lopez, CMC, City Clerk
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CONSENT CALENDAR
City of San Bernardino
Request for Council Action
Date: July 15, 2026
To: Honorable Mayor and City Council Members
From: Eric Levitt, City Manager
Department: Economic Development
Subject: Approval of the Municipal Facilities License Agreement (MLA) Between the City of San Bernardino and Verizon
Wireless for the Installation of Small Cell Facilities on Municipal Facilities (All Wards)
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt Resolution No. 2026-111, Approving the Municipal Facilities License Agreement between the City and Verizon Wireless for the installation of small cell wireless facilities on municipal structures.

City Manager's Comments
The City Manager recommends approving the Municipal Facilities License Agreement.

With Verizon Wireless for installation of small cell wireless facilities.

Executive Summary
This action will authorize a Municipal Facilities License Agreement (MLA) between the City of San Bernardino and Verizon Wireless, granting Verizon Wireless the right to use eligible City-owned facilities (streetlights, and utility poles within the public right-of-way) and property for the installation, operation, maintenance, repair, replacement, and upgrade of wireless communications equipment. The agreement will support the expansion and enhancement of wireless telecommunications infrastructure throughout the City, improving network coverage, capacity, and reliability for residents, businesses, visitors, and public agencies. By allowing the use of existing municipal facilities, the agreement promotes efficient utilization of public assets, generates recurring revenue for the City, and encourages private-sector investment in modern communications infrastructure that supports economic development, public safety, and long-term connectivity needs. No specific properties have been identified and/or designated. The MLA is a master framework; specific sites get added later via individual Supplements Packet Page. 2549
(Exhibit A) after a site-specific Application (Exhibit B) per MLA Section 4.2.

Background
To meet the increasing demand for 5G wireless connectivity, Verizon Wireless seeks to expand its network by deploying small cell technology on existing City-owned infrastructure, such as streetlight and utility poles. Verizon will employ the use of small cell equipment — antennas, equipment cabinets, and associated fiber/wiring — attached to existing streetlights and utility poles. The Municipal Facilities License Agreement (MLA) allows for streamlined installation of Verizon's small cell equipment on municipal assets in compliance with applicable FCC guidelines. Under the FCC's 2018 Small Cell Order and California PUC franchise authority, wireless carriers have a statutory right to apply for right-of-way access for telecommunications infrastructure; municipalities don't run a competitive procurement to "select" a carrier the way they would for a vendor contract. The City's role is to approve standardized access terms within FCC shot-clock deadlines (60–90 days), not to choose among bidders. This MLA does not itself authorize installation at any specific location. Each site requires a separate Supplement following City review and approval of a site-specific application. The number and location of initial sites is estimated to be between five (5) and fifteen (15), pending Verizon’s applications and confirmation from Public Works/Economic Development Further, the City anticipates entering similar agreements with other licensed carriers under comparable terms in the future.

Discussion
This Municipal Facilities License Agreement (MLA) is with Verizon. The proposed MLA establishes terms for Verizon to access and install wireless communication equipment on select City-owned poles and facilities. The 15-year initial term (with one 5-year renewal option per MLA Section 2.1) reflects standard industry practice for wireless infrastructure amortization and is consistency with comparable agreements the City has entered into in the past. As permitted by the FCC Small Cell Order (2018), cities must act within short deadlines (60–90 days) when reviewing wireless facility applications. An MLA streamlines this process and avoids presenting each individual site for separate Council approval.

Key terms include:
• 15-year initial term with provisions for site-specific supplements. Automatically renewed for one (1) successive five (5) year renewal term. • Annual rent is based on the FCC's safe-harbor rate of $270/year/facility established under Declaratory Ruling FCC 18-133 (effective Jan. 14, 2019), which the FCC presumes to be cost-based without requiring a separate City cost study.

This rate is subject to a 3% annual escalator (MLA Section 5.2.6); per Exhibit C of the Agreement, the effective rate for 2026 is $303.89 per site, rising to $396.51 per site by 2035. The $1,500/year Alternate Rent applies only if the FCC's costbased rent framework is ever stayed, vacated, or invalidated (MLA Section 5.2.5); it is not currently in effect and would not apply unless that regulatory change occurs.
• Insurance, indemnification, and damage repair obligations clearly defined.

Compliance with City aesthetic and design standards per Resolution 2021-151. • Verizon retains no possessory interest or special development rights without Packet Page. 2550
permitting.

Strategic Targets and Goals
This action supports the City’s 2021–2025 Strategic Targets, particularly: Key Target 1:

Improved Operational & Financial Capacity, and Key Target 4: Economic Growth & Development
Fiscal Impact
Per Sections 5.1.1–5.1.3 of the MLA Verizon is responsible for One-Time Fees, Permit Fees, and license/Supplement processing fees for the current year, each licensed site generates $303.89 in annual revenue under the Agreement's rent schedule.

Staff estimates that between five (5) and fifteen (15) sites will be installed initially. At the low end of that range, five sites in Year 1 would generate approximately $1,519.45 in annual revenue (5 × $303.89). This revenue would be deposited into the General Fund.

Per Exhibit C of the Agreement, the per-site rate escalates 3% annually through 2035, rising from $303.89 to $396.51 per site over that period, and future-year projections should be calculated using this schedule rather than a flat figure. On the cost side, Sections 5.1.1 through 5.1.3 of the MLA assign Verizon responsibility for all One-Time Fees, Permit Fees, and License/Supplement processing fees, which are intended to offset City staff time associated with reviewing and approving site applications. No specific properties have been identified or designated for installation at this time; site locations will be determined as individual Supplements are executed.

Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt Resolution No. 2026-111, Approving the Municipal Facilities License Agreement between the City and Verizon Wireless for the installation of small cell wireless facilities on municipal structures.

Attachments
Attachment 1 – Resolution No. 2026-111
Attachment 2 – Verizon MLA Agreement
Ward:

All Wards
Synopsis of Previous Council Actions:

None
CC: Eric Levitt, City Manager

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Resolution No. 2026-111
Resolution No. 2026-111
July 15, 2026

RESOLUTION NO. 2026-111

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY

OF SAN BERNARDINO APPROVING A MUNICIPAL FACILITY

LICENSE AGREEMENT WITH LOS ANGELES SMSA LIMITED
PARTNERSHIP, DBA VERIZON WIRELESS, FOR THE USE OF CITYOWNED MUNICIPAL FACILITIES LOCATED IN THE RIGHTS-OFWAY OF THE CITY OF SAN BERNARDINO WHEREAS, the City of San Bernardino (the “City”) is the owner of certain Municipal Facilities located in the Rights-of-Way within the City of San Bernardino; and WHEREAS, Los Angeles SMSA Limited Partnership, dba Verizon Wireless (“Verizon”), a California limited partnership, is authorized to conduct business as a telephone corporation in the State of California and desires to use space on certain City-owned Municipal Facilities in the Rights-of-Way to construct, attach, install, operate, and maintain telecommunications equipment for the purpose of providing personal wireless services, telecommunications services, and mobile data services; and WHEREAS, the City is willing to allow Verizon to use and physically occupy portions of the Municipal Facilities in the Rights-of-Way subject to the terms and conditions of the proposed Municipal Facility License Agreement (the “Agreement”); and WHEREAS, the Agreement provides for an initial term of fifteen (15) years, commencing on the Effective Date and ending on the fifteenth (15th) anniversary thereof, with one (1) successive five (5) year renewal term, unless either party provides written notice of intent not to renew at least six (6) months prior to the expiration of the then-current term; and WHEREAS, the Agreement establishes a License Fee structure consistent with the Federal Communications Commission’s Declaratory Ruling (FCC 18-133), including a Safe Harbor Rent of $207.00 per facility per year for 2026, subject to a three percent (3%) annual escalator, and an Alternate Rent of $1,500.00 per facility per year for 2026, also subject to a three percent (3%) annual escalator, applicable in the event the FCC’s cost-based compensation requirement ceases to be in effect; and WHEREAS, the Agreement requires Verizon to comply with all applicable federal, state, and local laws, including the City’s Municipal Code design standards, permitting requirements, and encroachment permit requirements, and to carry comprehensive insurance coverage as set forth in the Agreement; and
WHEREAS, the City desires to enter into the Agreement in order to provide a framework for Verizon’s use of Municipal Facilities in the Rights-of-Way in a manner that protects the public health, safety, and welfare and serves the interests of the City and its residents.

BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF CITY OF SAN BERNARDINO AS FOLLOWS:

SECTION 1. The foregoing recitals are true and correct and are a substantive part of this Resolution.

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Resolution No. 2026-111
Resolution No. 2026-111
July 15, 2026

SECTION 2. The Mayor and City Council hereby approves the City entering into the Municipal Facility License Agreement with Los Angeles SMSA Limited Partnership, dba Verizon Wireless, for the use of City-owned Municipal Facilities located in the Rights-of-Way of the City of San Bernardino.

SECTION 3. Authorization. The City Manager, or designee, is authorized to execute the Agreement and any Supplements, applications, and related documents necessary to effectuate this Resolution, subject to approval as to form by the City Attorney.

SECTION 4. CEQA. That the Mayor and City Council of the City of San Bernardino finds this Resolution is not subject to the California Environmental Quality Act (CEQA) in that the activity is covered by the general rule that CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty, as in this case, that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA.

SECTION 5. Severability. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications, and to this end the provisions of this Resolution are declared to be severable.

SECTION 6. Effective Date. This Resolution shall become effective immediately.

APPROVED and ADOPTED by the City Council and signed by the Mayor and attested by the City Clerk this 15th day of July 2026.
____________________________________
Helen Tran, Mayor
City of San Bernardino
Attest:
______________________________________
Telecia Lopez, CMC, City Clerk
Approved as to form:
______________________________________
Sonia Carvalho, City Attorney
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Resolution No. 2026-111
Resolution 2026-111
July 15, 2026

CERTIFICATION

STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO) ss

CITY OF SAN BERNARDINO )
I, Telecia Lopez, CMC, City Clerk, hereby certify that the attached is a true copy of Resolution No. 2026-111, adopted at a regular meeting held on the 15th day of July 2026 by the following vote:

Council Members: AYES NAYS ABSTAIN ABSENT
SANCHEZ ______ ______ ______ ______
IBARRA ______ ______ ______ ______
FIGUEROA ______ ______ ______ ______
SHORETT ______ ______ ______ ______
KNAUS ______ ______ ______ ______
FLORES ______ ______ ______ ______
ORTIZ ______ ______ ______ ______
WITNESS my hand and official seal of the City of San Bernardino this 15th day of July 2026. ____________________________________
Telecia Lopez, CMC, City Clerk
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MUNICIPAL FACILITY LICENSE AGREEMENT
THIS MUNICIPAL FACILITY LICENSE AGREEMENT (the “Agreement”) is dated as of _________________, 2026 (the date fully executed by all parties, referred to herein as “Effective Date”), and entered into by and between the City of San Bernardino, a California municipal corporation (the “Licensor”), and Los Angeles SMSA Limited Partnership, dba Verizon Wireless, a California limited partnership (“Licensee”). Licensor and Licensee are referred to herein collectively as the “Parties” or individually as a “Party.” Recitals
A. WHEREAS, the Licensor is the owner of certain Municipal Facilities (as defined below) located in the Rights-of-Way (as defined below) of the City of San Bernardino (“City”); B. WHEREAS, Licensee is authorized to conduct business as a telephone corporation in the State of California;
C. WHEREAS, Licensee desires to use space on certain of the Licensor’s Municipal Facilities in the Rights-of-Way to construct, attach, install, operate, and maintain its Equipment (as defined below) ;
D. WHEREAS, Licensor is willing to allow Licensee to use and physically occupy portions of the Municipal Facilities in the Rights-of-Way subject to the terms and conditions of this Agreement.

Agreement
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree to the following covenants, terms, and conditions:

1. DEFINITIONS. The following definitions shall apply generally to the provisions of this Agreement:

1.1 “Equipment” means the equipment cabinets, antennas, utilities, and fiber optic cables, wires, and related equipment, whether referred to individually or collectively, to be installed on a Municipal Facility and operated by Licensee under a particular Supplement.

1.2 “Hazardous Substance” means any substance, chemical or waste that is identified as hazardous or toxic in any applicable federal, state or local law or regulation, including, but not limited to, petroleum products and asbestos.

1.3 “Laws” means any and all applicable statutes, codes, constitutions, ordinances, resolutions, regulations, judicial decisions, rules, tariffs, administrative orders, court orders, or other requirements of the Licensor or other governmental agency having joint or several jurisdiction over the parties to this Agreement as such laws may be amended from time to time.

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1.4 “License Fee” means the compensation paid under any Supplement for use of the Municipal Facilities.

1.5 “Make-Ready Work” means the work required on or in a Municipal Facility to create space for the Equipment, and/or replacing and/or reinforcing the existing Municipal Facility to accommodate Equipment including, but not limited to, rearrangement or transfer of existing Equipment and the facilities of other entities, and Municipal Facility relocation and replacement if applicable.

1.6 “Municipal Facilities” means Licensor-owned structures, objects, and equipment in the ROW, including, but not limited to, streetlights, traffic control structures, banners, street furniture, bus stops, billboards, or other poles, lighting fixtures, or electroliers located within the ROW, and may refer to such facilities in the singular or plural, as appropriate to the context in which used. The term includes Replacement Facilities referred to in Section 4.1.3.

1.7 “Person” means and includes any individual, partnership of any kind, corporation, limited liability company, association, joint venture, or other organization, however formed, as well as trustees, heirs, executors, administrators, or assigns, or any combination of such persons.

1.8 “PUC” means the California Public Utilities Commission.

1.9 “Right(s)-of-Way” or “ROW” means and includes any public street, public easement, public highway, public alley, public way, public right-of-way, or public road within the City of San Bernardino.

1.10 “Services” means the transmission and reception of communications signals for the provision of personal wireless services, telecommunications services and mobile data services as defined in federal law, but specifically excluding cable services and/or video services as defined by the Digital Infrastructure and Video Competition Act (as codified in Public Utilities Code section 5800 et seq.).

1.11 “Supplement” shall mean each separate authorization, granted by Licensor to Licensee with regard to a specific Equipment installation, the form of which is attached hereto as Exhibit A, each and every of which shall be subject to the terms and conditions of this Agreement.

1.12 “Transfer” means any transaction in which the rights and/or obligations held by Licensee under this Agreement or a Supplement are transferred, directly or indirectly, in whole or in part to a party other than Licensee.

2. TERM; SUPPLEMENT TERM.

2.1 Term. The initial term of this Agreement shall be for a period of Fifteen (15) years (the “Initial Term”), commencing on the Effective Date and ending on the Fifteenth (15th) anniversary thereof, unless sooner terminated as stated herein. Provided that Licensee is not in default of the Agreement or any Supplement following written notice and the expiration of any applicable cure period, this Agreement shall be automatically renewed for one (1) successive five (5) year renewal term (the “Renewal Term”), unless either party gives the other party written notice of the intent not to renew this Agreement at least six (6) months prior to the expiration of the Initial Packet Page. 2556
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Term or the Renewal Term, as applicable. The Initial Term and the Renewal Term, if extended, shall be collectively referred to herein as the “Term.” Any holding over after the termination or expiration of the Term shall constitute a default by Licensee, notwithstanding that Licensor may elect to accept one or more payments of fees from Licensee after such default occurs.

2.2 Supplement Term. Unless otherwise specified in a Supplement, the initial term for each particular Supplement shall begin on its effective date (“Supplement Effective Date”) and shall end upon the expiration of the Term, unless such individual Supplement is earlier terminated or this Agreement is extended or terminated, as provided for herein (the “Supplement Term”). All of the provisions of this Agreement shall be in effect during the Supplement Term. The expiration or termination of the Agreement shall immediately terminate all Supplements. Any holding over after the expiration of the Supplement Term shall constitute a default by Licensee, notwithstanding that Licensor may elect to accept one or more payments of fees from Licensee after such default occurs.

3. REPRESENTATION CONCERNING SERVICES; NO AUTHORIZATION TO PROVIDE OTHER SERVICES. Licensee represents, warrants, and covenants that its Equipment installed pursuant to this Agreement and each Supplement will be utilized solely for providing the Services, and Licensee is not authorized to and shall not use its Equipment installed on Municipal Facilities to offer or provide any other services not specified herein without Licensor consent. At any time that Licensee ceases to operate as a provider of Services under federal or state law, it shall provide written notice of the same to Licensor within seven (7) days of such cessation, at which time the Licensor shall have the option, in its sole discretion and upon six (6) months’ written notice to Licensee, to terminate this Agreement and to require the removal of Licensee’s Equipment from the ROW and from Municipal Facilities, including the cost of any site remediation, at no cost to the Licensor, without any liability to Licensee related directly or indirectly to such termination.

4. SCOPE OF AGREEMENT. Licensee may only use Municipal Facilities pursuant to an approved Supplement. Any and all rights expressly granted to Licensee under this Agreement shall be exercised at Licensee’s sole cost and expense, and shall be subject to the restrictions set forth herein.

4.1 Attachment to Municipal Facilities. Subject to the conditions herein, Licensor hereby authorizes and permits Licensee to locate, place, attach, install, operate, maintain, control, remove, reattach, reinstall, relocate, and replace Equipment on identified Municipal Facilities located in the ROW for the purpose of providing Services.

4.1.1 Licensee will submit to the authorized representative of the Licensor an application substantially in the form of Exhibit B (“Application”) and Supplement Application Form hereto including a proposed design for any proposed Equipment installations that identifies both the Equipment and the Municipal Facilities Licensee proposes to use. One Application is required per Municipal Facility.

4.1.2 Licensor may approve, approve with conditions, or disapprove an Application in its sole discretion; provided however, that Licensor shall not unreasonably delay its decision. Any approved Equipment shall be included as part of the applicable Supplement.

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4.1.3 If Licensee submits an Application to use a Municipal Facility that is structurally inadequate or otherwise unsuitable to accommodate its proposed Equipment, Licensor may permit the replacement of the Municipal Facility (a “Replacement Facility”) with one that is acceptable to and approved by the Licensor as part of the applicable Supplement. Any Replacement Facility shall be installed and maintained in accordance with Section 6.7 of this Agreement.

4.1.4 Metered Electricity. Licensee shall be solely responsible for obtaining and maintaining the provision of electricity to the Equipment, including, but not limited to, making payments to electric utilities. Licensee shall secure metered electricity services and obtain approval from Southern California Edison.

4.2 Additional Authority. Nothing in this Agreement shall limit in any way Licensee’s obligation to obtain any additional required regulatory approvals or permits from any City department, board, commission, or other governmental agency that has regulatory authority over the Licensee’s proposed activities involving use of the Municipal Facilities in the ROW.

4.3 No Interference. Licensee acknowledges and agrees that the primary purpose of the Municipal Facilities is to serve the Licensor and the public. In the performance and exercise of its rights and obligations under this Agreement, Licensee shall not interfere in any manner with Licensor’s own services or the existence and operation of any and all public and private rights-ofway, sanitary sewers, water mains, storm drains, gas mains, poles, aerial and underground electrical and telephone wires, traffic signals, communication facilities owned by the Licensor, electroliers, cable television, location monitoring services, public safety and other then existing telecommunications equipment, utilities, or municipal property, without the express written approval of the owner or owners of the affected property or properties, except as permitted by applicable laws or this Agreement. If such interference should occur, Licensee shall discontinue using the Equipment, methodology, or technology that causes the interference until such time as Licensee takes corrective measures to eliminate such interference. In the event that such interference does not cease promptly, Licensee acknowledges that continuing interference may cause irreparable injury and harm, and therefore, in addition to any other remedies, and without limitation of any other remedy, Licensor shall be entitled to seek temporary and permanent injunctions against the breach of this Subsection. Notwithstanding the foregoing, Licensor and Licensee agree to work in good faith with each other and any other affected party to resolve any interference to or by Licensee.

4.4 Permits; Default. In addition to any other remedies available hereunder, whenever Licensee is in default of this Agreement or an applicable Supplement, after notice and applicable cure periods, Licensor may deny further encroachment, excavation, or similar permits for work in connection with installations under this Agreement until such time as Licensee cures all of its defaults.

4.5 Compliance with Laws. Licensee shall comply with all Laws in the exercise and performance of its rights and obligations under this Agreement.

4.6 Non-Exclusive Use Rights. Notwithstanding any other provision of this Agreement, any and all rights expressly or impliedly granted to Licensee under this Agreement Packet Page. 2558
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shall be non-exclusive, and shall be subject and subordinate to (1) the continuing right of the Licensor to use, and to allow any other person or persons to use, any and all parts of the ROW or Municipal Facilities, exclusively or concurrently with any other person or persons, and (2) the public easement for streets and any and all other deeds, easements, dedications, conditions, covenants, restrictions, encumbrances, and claims of title (collectively, “Encumbrances”) which may affect the ROW or Municipal Facilities now or at any time during the term of this Agreement, including, without limitation any Encumbrances granted, created, or allowed by the Licensor at any time.

5. COMPENSATION. Licensee shall be solely responsible for the payment of all fees in connection with Licensee’s performance under this Agreement, including, but not limited to, those set forth below.

5.1 One Time Fees. The Licensor activities described in Section 5.1 are “One-Time Fees” that reimburse the City for its costs associated with reviewing and approving applications to attach Equipment on identified Municipal Facilities located in the ROW, this Agreement and Supplements to this Agreement for additional locations. Licensor may track its time spent reviewing the Licensee submittals for this Agreement, Supplements and associated permit activities described below, and charge its hourly rate for any time spent above the amount to be recovered by any established fee. The fee amounts shall be assessed and administered consistent with standard Licensor practice and fee schedule(s) as currently adopted and subsequently amended or replaced, in a manner consistent with applicable law. Licensor shall provide at Licensee’s request a reasonably detailed invoice showing the charges.

5.1.1 Permit Fees. Licensee shall be responsible for paying all costs associated with City review, processing and inspection as part of all permit applications filed for the installation, modification, maintenance and removal of Equipment on identified Municipal Facilities located in the ROW.

5.1.2 License and Supplement Fee. Licensee shall be responsible for paying all costs associated with City review and processing of any Supplements thereto (or any amendment thereto) and/or the other administrative review, consultation, and inspection described in this Agreement, including review of Licensee submittals.

5.2 License Fees.

5.2.1 Licensee acknowledges that the FCC has adopted a Declaratory Ruling (FCC 18-133) that went into effect on January 14, 2019. Among other things, that Declaratory Ruling holds that fair and reasonable compensation for use of local government-owned structures in the ROW must be cost-based (“Cost-Based Requirement”), and establishes a safe harbor of two hundred seventy dollars ($270) per year per facility (“Safe Harbor Rent”). This Section 5.2 governs the payment of rent and how it may be impacted by the Declaratory Ruling and the resolution of related litigation during the Term and any renewal terms.

5.2.2 Safe Harbor Rent. Licensee shall pay to the Licensor the applicable Annual License Fee set forth in Exhibit C, subject to annual adjustment under paragraph 5.2.6, unless and until an alternative rent is applicable under paragraphs 5.2.3, 5.2.4, or 5.2.5.

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5.2.3 New Safe Harbor Rent. During any period in which the Cost-Based Requirement is in effect, if the FCC establishes a new safe harbor recurring fee (“New Safe Harbor Rent”), any new Supplements entered into thereafter shall commence at the New Safe Harbor Rent, subject to annual adjustment under Paragraph 5.2.6, unless and until an alternative rent is applicable under paragraphs 5.2.4 or 5.2.5.

5.2.4 Cost Study Adjustments. During any period in which the Cost-Based Requirement is in effect, Licensor reserves the right to adjust recurring fees paid in paragraphs

5.2.2 and 5.2.3 if, based on a study of its actual costs, an adjusted recurring fee meets the CostBased Requirement (“Cost Study Adjustment”). In the event the Licensor conducts a study hereunder, the Licensor must provide any study and a breakdown of actual costs considered resulting in a Cost Study Adjustment and Licensee shall reimburse the Licensor for a proportional share of the reasonable costs of conducting such study, based on the number of the then-current licensees who will be subject to Cost Study Adjustment.

5.2.5 Alternate Rent. In the event that the Cost-Based Requirement ceases to be effective (for example, because the FCC Order is stayed, or the Cost-Based Requirement is vacated or invalidated), the Licensee shall automatically and immediately be obligated to pay Alternate Rent as described in this paragraph and paragraph 5.2.7, if applicable. For each location covered by a Supplement, Licensee shall pay to the Licensor alternate rent in the base amount of one thousand five hundred dollars ($1,500.00) per calendar year, subject to adjustment under Paragraph 5.2.6 (“Alternate Rent”).

5.2.6 Escalator. The applicable rent from Paragraphs 5.2.2, 5.2.3, 5.2.4, and 5.2.5 shall be subject to an annual adjustment of three percent (3%) applied on each anniversary of the Effective Date. Any new Supplements entered into during a given year shall commence at the applicable rent, as adjusted.

5.2.7 Timing of Rent Adjustment. The Licensor agrees that irrespective of whether the relevant provisions of the FCC Declaratory Ruling (FCC 18-133) cease to be effective, no Alternate Rent shall be due for any periods during which the Cost-Based Requirement is in effect. However, if Licensee has paid Rent pursuant to the provisions of paragraphs 5.2.2, 5.2.3, or 5.2.4 above for a calendar year, and the conditions in paragraph 5.2.5 occur triggering the Alternate Rent provision during the same calendar year, the Licensee shall pay the difference between the Safe Harbor Rent, New Safe Harbor Rent, or Cost Study Adjustment, as applicable, and the Alternate Rent for the period from the date that the Alternate Rent provision is triggered until the next anniversary of the Effective Date (“Rent Adjustment”). Such Rent Adjustment shall be paid to Licensor along with the next License Fee payment.

5.3 Payment.

5.3.1 Licensee shall make the first payment of the License Fee under any Supplement within forty-five (45) days of the Supplement Effective Date (as defined therein). The amount of the first payment of the License Fee for any Supplement shall be prorated to cover the period from the Supplement Effective Date of the applicable Supplement to the next anniversary of the Effective Date of this Agreement. Thereafter, the License Fee shall be paid in advance for each Municipal Facility used on or before each anniversary of the Effective Date. Acceptance by Packet Page. 2560
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Licensor of any payment of the License Fee shall not be deemed a waiver by Licensor of any breach of this Agreement occurring prior thereto, nor will the acceptance by Licensor of any such payment preclude Licensor from later establishing that a greater amount was actually due or from collecting any balance that is due. As a prerequisite to the payment of License Fee, Licensor hereby agrees to provide to Licensee certain documentation (the “License Documentation”) evidencing Licensor’s interest in, and right to receive payments under, this Agreement, including without limitation: (i) a complete and fully executed Internal Revenue Service Form W-9, or equivalent, in a form acceptable to Licensee, for any party to whom License Fee payments are to be made pursuant to this Agreement; and (ii) other documentation requested by Licensee in Licensee’s reasonable discretion. From time to time during the Term of this Agreement and within thirty (30) days of a written request from Licensee, Licensor agrees to provide updated License Documentation in a form reasonably acceptable to Licensee. There shall be no refunds of rent paid due to the termination or expiration of the Agreement or any Supplement for any reason.

5.3.2 Receipt of any Safe Harbor Rent, New Safe Harbor Rent, or Alternate Rent by the Licensor, with knowledge of any breach of this Agreement by Licensee, or of any default on the part of Licensee in the observance or performance of any of the conditions or covenants of this Agreement, shall not be deemed a waiver of any provision of this Agreement.

5.3.3 No Accord or Satisfaction. The acceptance of any rent shall not be treated as an accord or satisfaction.

5.3.4 The License Fee shall be paid by check made payable to the City and mailed or delivered to the Public Works/Engineering Department, at the address provided for in Section 9 below. The place and time of payment may be changed at any time by Licensor upon thirty (30) days’ written notice to Licensee. Mailed payments shall be deemed paid upon the date such payment is officially postmarked by the United States Postal Service. If postmarks are illegible to read, the payment shall be deemed paid upon actual receipt. Licensee assumes all risk of loss and responsibility for late payment charges if payments are made by mail. Notwithstanding the foregoing, upon agreement of the parties, Licensee may pay the License Fee by electronic funds transfer, and if agreed, the Licensor will provide to Licensee bank routing information for such purpose upon request of Licensee.

5.4 Delinquent Payment. A ten percent (10%) late fee shall be added to the License Fee if not received by Licensor within 30 calendar days after the due date. All late fees shall be treated as part of, and subject to the same terms as, the License Fee under this Agreement.

5.5 Additional Remedies. The late fee set forth in Section 5.4 above is not exclusive, and does not preclude the Licensor from pursuing any other or additional remedies in the event that payments become overdue by more than thirty (30) days.

6. CONSTRUCTION. Licensee shall comply with all applicable federal, state, and local codes related to the construction, installation, operation, maintenance, and control of Licensee’s Equipment installed on Municipal Facilities. Licensee shall not attach, install, maintain, or operate any Equipment on Municipal Facilities without the prior written approval of an authorized representative of the Licensor for each location as evidenced in a signed Supplement. Licensee Packet Page. 2561
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shall keep the Municipal Facilities free and clear from any liens arising out of any work performed, material furnished, or obligations incurred by or for Licensee.

6.1 Installation and Operation. Licensee shall promptly furnish to Licensor a current list and map that identifies the exact location of the Equipment in or on the Municipal Facility.

That information must be provided in a format that is compatible with Licensor’s information technology, including but not limited to ESRI compatible GIS shapefiles, which Licensor shall provide to Licensee upon request. The installation and construction authorized by wireless encroachment permit shall begin within six (6) months after its approval, or it will expire without further action by the City. Subject to City delay and force majeure, the installation and construction shall conclude, including any necessary post-installation repairs and/or restoration to the ROW, within 60 days following the day construction commenced. Subject to City delay and force majeure, the operation of the approved facility shall commence no later than sixty (60) days after the completion of installation, or the wireless encroachment permit will expire without further action by the City, unless the time for action is extended by the City, in its sole and absolute discretion, for good cause.

6.2 Design Standards.

Licensee shall design, construct, and install the Equipment and any Replacement Facility in compliance with the design standards set forth pursuant to Section 12.05.050(d) of the City of San Bernardino Municipal Code, or any applicable successor provision(s), and the City permit and conditions of approval. All future Supplements and modifications to existing Equipment shall be subject to then-current design standards in the City of San Bernardino. By entering into this Agreement, Licensee agrees that the design standards as of the date of this Agreement required by this Section are technically feasible and reasonably directed at accomplishing the aesthetic goals of Licensor.

6.3 Obtaining Required Permits. Licensee acknowledges that in addition to a signed Supplement, each installation of Equipment and maintenance thereof shall also be subject to thencurrent City permitting requirements as set out in the City’s Municipal Code. Licensee agrees to comply with the current applicable ordinances regarding such installations and maintenance as well as any future regulations that may be adopted by the City related to such installations and maintenance. Licensee shall apply for the appropriate permits and pay any standard and customary permit fees.

6.4 Relocation and Displacement of Equipment.

6.4.1 This Agreement creates no right for Licensee to receive any relocation assistance or payment for any reason under the Relocation Assistance Act, the Uniform Relocation Assistance Act, or under any existing or future law upon any termination of tenancy.

6.4.2 Licensee understands and acknowledges that Licensor may require Licensee to relocate one or more of its Equipment installations. Licensee shall at Licensor’s direction and upon one hundred twenty (120) days’ prior written notice to Licensee, relocate such Equipment at Licensee’s sole cost and expense whenever Licensor reasonably determines that the relocation is needed for any of the following purposes: (a) if required for the construction, Packet Page. 2562
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modification, completion, repair, relocation, or maintenance of a Licensor or other public agency project; (b) because the Equipment is interfering with or adversely affecting proper operation of Licensor-owned Municipal Facilities; or (c) to protect or preserve the public health or safety, including, but not limited to, the safe or efficient use of rights-of-way. In any such case, Licensor shall use reasonable efforts to afford Licensee a reasonably equivalent alternate location. If Licensee shall fail to relocate any Equipment as requested by the Licensor within the prescribed time, Licensor shall be entitled to remove or relocate the Equipment at Licensee’s sole cost and expense, without further notice to Licensee. Licensee shall pay to the Licensor actual costs and expenses incurred by the Licensor in performing any removal work and any storage of Licensee’s property after removal within thirty (30) days of the date of a written demand for this payment from the Licensor.

6.4.3 To the extent the Licensor has actual knowledge thereof, the Licensor will attempt promptly to inform Licensee of the displacement or removal of any Municipal Facility on which any Equipment is located.

6.5 Relocations at Licensee’s Request. In the event Licensee desires to relocate any Equipment from one Municipal Facility to another, Licensee shall so advise Licensor. Licensor will use reasonable efforts to accommodate Licensee by making another reasonably equivalent Municipal Facility available for use in accordance with and subject to the terms and conditions of this Agreement. Licensor may require Licensee to submit an application and/or enter into a new Supplement for the prospective relocation site. Licensee shall be liable for all costs of relocation, including any costs which Licensor may incur.

6.6 Make Ready

6.6.1 Make Ready Work and Costs.
(a) Licensee shall bear responsibility for all Make-Ready Work. If a Person other than Licensee or Licensor would have to rearrange or adjust any of its facilities in order to accommodate new Equipment, Licensee shall be responsible, at Licensee’s sole expense, to coordinate such activity. Licensee shall be responsible for directly paying such other Person for its charges for the same. If Licensee is requested by another Person, in comparable circumstances, to relocate or adjust any Equipment to accommodate that Person’s facilities, subject to Licensor’s written approval of such relocation, Licensee shall reasonably cooperate with such request. (b) Construction, installation, and operation of the Equipment shall be conditioned on the completion of all Make-Ready Work needed to establish full compliance with the National Electrical Safety Code (“NESC”), and with Licensor’s regulatory rules and engineering standards; provided, however, that Licensee shall not be responsible for any thirdparty or Licensor costs necessary to correct third party or Licensor attachments that are noncompliant at the time of Licensee’s Application.

6.6.2 Notification of Completion of Installation. Within twenty (20) business days of completing the installation of Equipment on each Municipal Facility, Licensee shall notify Licensor of such completion. The Licensee shall submit an as-built drawing within ninety (90) Packet Page. 2563
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days after installation of the facility. As-built shall be in an electronic format acceptable to the City.

6.7 Replacement Facilities

6.7.1 Ownership of Replacement Facilities
Licensor shall own any approved Replacement Facility. Upon completion of its installation and acceptance by City, Replacement Facility shall become the City’s property. Where needed, Licensee shall cooperate with Licensor to transfer ownership and any associated warranties of any Replacement Facility from Licensee to Licensor without charge to Licensor. As such, Licensee shall execute any commercially reasonable documents required by the City to cause the transfer of ownership of the Replacement Facility to the City.

6.7.2 Replacement Facility Installation
If Licensee is performing Make-Ready Work, Licensee shall be responsible for providing and installing any approved Replacement Facility.

6.8 Damage, Maintenance & Repair.

6.8.1 General Maintenance – Licensor shall maintain and keep the Municipal Facilities authorized to be used by Licensee pursuant to any Supplement in good condition in accordance with Licensor’s standard maintenance requirements. The site and the facility, including, but not limited to, all landscaping, fencing, and related transmission equipment, must be maintained in a neat and clean manner and in accordance with all approved plans. Licensee shall use good faith efforts to remove all graffiti on Equipment, Municipal Facilities authorized to be used by Licensee, and Replacement Facilities within forty eight (48) hours after notification from the City at its sole cost and expense. However, Licensee shall have the option to have Licensor perform such removal so long as Licensee agrees to reimburse Licensor for its time and materials at Licensor’s standard rates and without administrative fee or upcharge. Licensee may deposit with Licensor certain funds from which such reimbursement may be recovered. All maintenance work performed by Licensee shall be at Licensee’s sole cost and expense.

6.8.2 Licensee shall, at its sole cost and expense and to the satisfaction of the Licensor: (a) remove, repair, or replace any of its Equipment that is damaged or becomes detached; and/or (b) repair any damage to ROW, Municipal Facilities, or other property, whether public or private, caused by Licensee, its agents, employees, or contractors in their actions relating to attachment, operation, repair, or maintenance of Equipment. Licensee shall complete such removal, repair, or replacement within thirty (30) days’ of written notice.

6.8.3 In the event a Replacement Facility needs to be replaced, repaired, or cleared from the ROW, Licensee shall conduct this work at Licensee’s own expense. In this case Licensee will notify Licensor at 909-384-5019, 48 hours before beginning the work.

6.8.4 If Licensee does not remove, repair, replace, or otherwise remediate such damage to its Equipment, a Replacement Facility, or to the ROW, Municipal Facilities or other property as required in this Section 6.8, the Licensor shall have the option to perform or cause to Packet Page. 2564
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be performed such removal, repair, or replacement on behalf of Licensee and shall charge Licensee for the actual costs incurred by the Licensor. If such damage causes a public health or safety emergency, as reasonably determined by Licensor, Licensor may immediately perform reasonable and necessary repair or removal work on behalf of Licensee and will notify Licensee as soon as practicable; provided, however, that such repair work shall not include any technical work on Licensee’s Equipment. Licensor shall have no obligation to maintain or safeguard the Equipment.

6.8.5 Upon the receipt of a demand for payment by the Licensor pursuant to this Section 6.8, Licensee shall within thirty (30) days of such receipt reimburse the Licensor for such costs.

6.8.6 The terms of this Section 6.8 shall survive the expiration or earlier termination of this Agreement.

6.9 Change in Equipment. If Licensee desires to install Equipment which is different in any material way from the then-existing and approved Equipment, then Licensee shall first obtain the written approval for the use and installation of such Equipment from an authorized representative of the Licensor. Any such approval shall take the form of an amendment to the applicable Supplement. In addition to any other submittal requirements, and if requested by Licensor, Licensee shall provide “load” (structural) calculations for all Equipment changes. In addition to the foregoing, Licensee shall comply with any other applicable City permitting or approval process for the Equipment change. Notwithstanding the foregoing, Licensor's approval for modifications or an amendment to the applicable Supplement shall not be required in connection with routine maintenance or modifications that consist of upgrades or replacement of "like-kind" Equipment which is substantially similar (or smaller in size) in appearance, dimensions, weight, and RF emissions to the then-existing and approved Equipment.

6.10 Unauthorized Equipment. If Licensor discovers any Equipment has been installed on Municipal Facilities without authorization pursuant to a Supplement, Licensor may send an invoice to Licensee for a sum equal to five (5) times the then-current License Fee as compensation for the unauthorized attachments, and, within sixty (60) days from the date of such invoice, Licensee shall (i) pay the invoiced amount to Licensor and submit an Application for the unauthorized Equipment, or (ii) produce documentation showing Licensor’s prior approval of the Equipment identified in the invoice. If, in accordance with this Section, Licensee fails to pay all fees and submit the Application or submit documentation satisfactorily showing Licensor’s prior approval within sixty (60) days of Licensor’s invoice, Licensor may remove the unauthorized Equipment at Licensee’s expense. If Licensor removes such unauthorized Equipment, such Equipment shall become the property of Licensor, who shall have sole rights over such Equipment’s disposition. Licensor’s removal of unauthorized Equipment shall not release Licensee from its obligation to pay those invoiced fees accruing pursuant to this Section.

6.11 Termination of a Supplement.

6.11.1 Licensee shall have the right to terminate any Supplement on thirty (30) days’ notice to Licensor. In the event of such termination, removal of Equipment associated with the terminated Supplement shall be governed by Section 6.12 below and Licensor shall retain any License Fee paid, without refund or setoff.

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6.11.2 Licensor shall have the right to terminate any Supplement in any of the following circumstances: if Licensor determines the covered Equipment has been inoperative, or abandoned, for six (6) consecutive months; if Licensee’s operation under a particular Supplement is deemed by Licensor to endanger or pose a threat to the public health, safety, or welfare or interfere with the normal day-to-day operation of any Licensor department or service; or Licensor is mandated by law, a court order or decision, or the federal, state, or local government to take certain actions that will cause or require the removal of an Equipment. Licensor shall provide written notice to Licensee regarding its intent to terminate the applicable Supplement pursuant to this Section, after which Licensee shall have thirty (30) days to cure. If Licensee does not cure within thirty (30) days following notice, Licensor may then terminate the applicable Supplement upon written notice to Licensee.

6.12 Removal of Equipment. Within thirty (30) days after the expiration or earlier termination of a Supplement, Licensee shall promptly, safely, and carefully remove the Equipment covered by the terminated or expired Supplement from the applicable Municipal Facility and ROW. Within thirty (30) days after the expiration or earlier termination of this Agreement, Licensee shall promptly, safely, and carefully remove all Equipment from all applicable Municipal Facilities and ROW. If Licensee fails to complete removal work pursuant to this Section, then the Licensor, upon written notice to Licensee, shall have the right at the Licensor’s sole election, but not the obligation, to perform this removal work and charge Licensee for the actual costs and expenses, including, without limitation, reasonable administrative costs. Licensee shall pay to the Licensor actual costs and expenses incurred by the Licensor in performing any removal work and any storage of Licensee’s property after removal within thirty (30) days of the date of a written demand for this payment from the Licensor. After the Licensor receives the reimbursement payment from Licensee for the removal work performed by the Licensor, the Licensor shall promptly make available to Licensee the property belonging to Licensee and removed by the Licensor pursuant to this Section at no additional liability to the Licensor. If the Licensor does not receive reimbursement payment from Licensee within such thirty (30) days, or if Licensor does not elect to remove such items at the Licensor’s cost after Licensee’s failure to so remove pursuant to this Section, or if Licensee does not remove Licensee’s property within thirty (30) days of such property having been made available by the Licensor after Licensee’s payment of removal reimbursement as described above, any items of Licensee’s property remaining on or about the ROW, Municipal Facilities, or stored by the Licensor after the Licensor’s removal thereof may, at the Licensor’s option, be deemed abandoned and the Licensor may dispose of such property in any manner allowed for by Law. Alternatively, the Licensor may elect to take title to the abandoned property, and Licensee shall submit to the Licensor an instrument satisfactory to the Licensor transferring to the Licensor the ownership of such property. The provisions of this Section shall survive the expiration or earlier termination of this Agreement.

6.13 Risk of Loss. Licensee acknowledges and agrees that Licensee, subject to the terms of this Agreement, bears all risks of loss, damage, relocation, or replacement of its Equipment and materials installed in the ROW or on Municipal Facilities pursuant to this Agreement from any cause, and Licensor shall not be liable for any cost of replacement or of repair to damaged Equipment, including, without limitation, damage caused by the Licensor’s removal of the Equipment, except to the extent that such loss or damage was caused by the willful misconduct or gross negligence of the Licensor, including, without limitation, each of its elected officials, Packet Page. 2566
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department directors, managers, officers, agents, employees, and contractors, subject to the limitation of liability provided in Section 7.3 below.

6.14 Hazardous Substances. Licensee agrees that Licensee, its contractors, subcontractors, and agents, will not use, generate, store, produce, transport, or dispose any Hazardous Substance on, under, about or within the area of a ROW or Municipal Facility in violation of any Law. Except to the extent of the active negligence or intentional misconduct of Licensor, Licensee will pay, indemnify, defend, and hold Licensor harmless against and to the extent of any loss or liability incurred by reason of any Hazardous Substance produced, disposed of, or used by Licensee pursuant to this Agreement. Licensee will ensure that any on-site or offsite storage, treatment, transportation, disposal or other handling of any Hazardous Substance will be performed by persons who are properly trained, authorized, licensed and otherwise permitted to perform those services.

6.15 Inspection. Licensor may conduct inspections of Equipment on Municipal Facilities. Except in circumstances where Licensor has special reason to be concerned about potential violations or in case of an emergency, Licensor will give Licensee forty-eight (48) hour prior notice of such inspections, and Licensee shall have the right to be present at and observe any such inspections. Licensee shall pay Licensor for its reasonable costs for safety inspections performed for the purpose of determining if a safety violation of which Licensor has provided notice to Licensee has been corrected by Licensee.

6.16 Access.

Prior to Licensee accessing its Equipment for non-emergency purposes, Licensee shall provide email notice, at least twenty-four (24) hours in advance, to the Licensor at the following email address: [email protected]. In the event of an emergency at any time, Licensee will, if time permits, attempt to provide prior telephonic notice to the Licensor at the following telephone number: 909-384-5019.

6.17 Testing
Testing of any equipment shall take place on weekdays only, and only between the hours of 8:30 am and 4:30 pm, except that testing is prohibited on holidays that fall on a weekday. In addition, testing is prohibited on weekend days. Notwithstanding the foregoing, Licensee may perform brief and limited tests at any time if necessary to address an emergency situation.

7. INDEMNIFICATION AND WAIVER. Licensee agrees to indemnify, defend, protect, and hold harmless the Licensor, its council members, officers, employees, agents and contractors from and against any and all claims, demands, losses, including pole warranty invalidation, damages, liabilities, fines, charges, penalties, administrative and judicial proceedings and orders, judgments, and all costs and expenses incurred in connection therewith, including reasonable attorney’s fees and costs of defense (collectively, the “Losses”) to the extent arising from, resulting from, or caused by Licensee’s activities undertaken pursuant to this Agreement, including, without limitation, the construction, design, use, or operation of the Equipment or provision of the Services, except to the extent arising from or caused by the active negligence or willful misconduct of the Licensor, its council members, officers, employees, agents, or contractors.

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7.1 Waiver of Claims. Licensee waives any and all claims, demands, causes of action, and rights it may assert against the Licensor on account of any loss, damage, or injury to any Equipment or any loss or degradation of the Services as a result of any event or occurrence which is beyond the control of the Licensor.

7.2 Waiver of Subrogation. Licensee hereby waives and releases any and all rights of action for negligence against Licensor which may hereafter arise on account of damage to Equipment, Municipal Facilities, or to the ROW, regardless of whether or not, or in what amounts, such insurance is now or hereafter carried by the Licensee. This waiver and release shall apply between the parties and shall also apply to any claims under or through either party as a result of any asserted right of subrogation. All such policies of insurance obtained by Licensee concerning the Municipal Facilities, Equipment, or the ROW shall waive the insurer’s right of subrogation against the Licensor.

7.3 Limitation on Consequential Damages. Neither party shall be liable to the other, or any of their respective agents, representatives, employees for any lost revenue, lost profits, loss of technology, rights or services, incidental, punitive, indirect, special or consequential damages, loss of data, or interruption or loss of use of service, even if advised of the possibility of such damages, whether under theory of contract, tort (including negligence), strict liability or otherwise.

8. INSURANCE. Licensee shall obtain and maintain at all times during the Term (a) Commercial General Liability insurance with a limit of two million ($2,000,000.00) per occurrence for bodily injury and property damage and four million ($4,000,000.00) general aggregate including premises-operations, contractual liability, personal injury, and products completed operations; (b) Commercial Automobile Liability insurance covering all owned, nonowned, and hired vehicles with a limit of one million ($1,000,000.00) each accident for bodily injury and property damage; and (c) Environmental Liability Insurance with a limit of one million ($1,000,000.00) per occurrence, two million ($2,000,000.00) general aggregate, including coverage for sudden and accidental pollution arising out of handling hazardous materials or wastes, non-hazardous materials or waste, that, when released into the environment, violate Laws. The required insurance policies shall include the Licensor, its elected/appointed officials, commission members, officers, representatives, and employees as additional insured as respects any covered liability arising out of Licensee’s performance of work under this Agreement. Coverage shall be in an occurrence form and in accordance with the limits and provisions specified herein. Upon receipt of notice from its insurer, Licensee shall use its best efforts to provide the Licensor with thirty (30) days prior written notice of cancellation or material modification of any applicable insurance policy which causes Licensee to be in violation of the requirements of this Section 8.

Licensee shall be responsible for notifying the Licensor of such change or cancellation. Licensee’s indemnity and other obligations shall not be limited by the foregoing insurance requirements. If Licensee fails, for any reason, to obtain or maintain insurance coverage required by this Agreement or fails to furnish certificates of insurance as detailed in Section 8.1, such failure shall be deemed a material breach of this Agreement, giving Licensor, in its discretion, the option to terminate this Agreement and obtain damages therefor.

8.1 Filing of Certificates and Endorsements. Prior to the commencement of any work pursuant to this Agreement, Licensee shall file with the Licensor the required certificate(s) of insurance with blanket additional insured endorsements, which shall state the following:

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(a) the policy number; name of insurance company; name and address of the agent or authorized representative; name and address of insured; project name; policy expiration date; and specific coverage amounts;
(b) that Licensee’s Commercial General Liability insurance policy is primary as respects any other valid or collectible insurance that the Licensor may possess, including any self-insured retentions the Licensor may have; and any other insurance the Licensor does possess shall be considered excess insurance only and shall not be required to contribute with this insurance; and
(c) that Licensee’s Commercial General Liability insurance policy waives any right of recovery the insurance company may have against the Licensor.

The certificate(s) of insurance with endorsements and notices shall be mailed to the Licensor at the address specified in Section 9 below.

8.2 Workers’ Compensation Insurance. Licensee shall obtain and maintain at all times during the term of this Agreement statutory workers’ compensation and employer’s liability insurance in an amount of one million ($1,000,000.00) and shall furnish the Licensor with a certificate showing proof of such coverage.

8.3 Insurer Criteria. Any insurance provider of Licensee shall be admitted and authorized to do business in the State of California and shall carry a minimum rating assigned by A.M. Best & Company’s Key Rating Guide of “A” Overall and a Financial Size Category of “VII.”

8.4 Severability of Interest. “Severability of interest” or “separation of insureds” clauses shall be made a part of the Commercial General Liability and Commercial Automobile Liability policies.

9. NOTICES.

9.1 Method and Delivery of Notices. All notices pursuant to this Agreement shall be in writing and delivered personally or transmitted (a) through the United States mail, by registered or certified mail, postage prepaid; or (b) by means of prepaid overnight delivery service, addressed as follows:

If to the Licensor: City of San Bernardino
Public Works/Engineering
290 N E Street, Suite 200
San Bernardino, CA. 92401
Attn: City Engineer,
marked “Wireless Encroachment Permit”
Email:[email protected](courtesy copy only)
With a copy to:

Best Best & Krieger LLP
18101 Von Karman Avenue, Suite 1000
Irvine, CA 92612
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Attention: City Attorney, Sonia Carvalho
If to Licensee: Los Angeles SMSA LP
d/b/a Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attention: Network Real Estate
With a copy to:

Basking Ridge Mail Hub
Attn: Legal Intake
One Verizon Way
Basking Ridge, NJ 07920

9.2 Date of Notices; Changing Notice Address. Notices shall be deemed given upon receipt in the case of personal delivery, three days after deposit in the mail, or the next business day in the case of overnight delivery. Either party may from time to time designate any other address for this purpose by written notice to the other party delivered in the manner set forth in this Section.

10. DEFAULT; CURE; REMEDIES.

10.1 Licensee Default and Notification. This Agreement is granted upon each and every condition herein, and each of the conditions is a material and essential condition to the granting of this Agreement. Except for causes beyond the reasonable control of Licensee, if Licensee fails to comply with any of the conditions and obligations imposed hereunder, and if such failure continues for more than thirty (30) days after written demand from the Licensor to commence the correction of such noncompliance on the part of Licensee, the Licensor shall have the right to revoke and terminate this Agreement by written notice to Licensee, if such failure is in relation to the Agreement as whole, or any individual Supplement, if such failure is in connection solely with such Supplement, in addition to any other rights or remedies set forth in this Agreement or provided by law.

10.2 Cure Period. If the nature of the violation is such that it cannot be fully cured within thirty (30) days due to circumstances not under Licensee’s control, the period of time in which Licensee must cure the violation shall be extended for such additional time reasonably necessary to complete the cure, provided that: (a) Licensee has promptly begun to cure; (b) Licensee is diligently pursuing its efforts to cure; and (c) Licensee provides a timeline to complete its cure efforts and responds within forty-eight (48) hours of any status request by Licensor.

Licensor may not maintain any action or effect any remedies for default against Licensee, unless and until Licensee has failed to cure the breach within the time periods provided in these Sections

10.1 and 10.2.

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10.3 Licensor Default. If Licensor breaches any covenant or obligation of Licensor under this Agreement in any manner, and if Licensor fails to commence to cure such breach within thirty (30) days after receiving written notice from Licensee specifying the violation (or if Licensor fails thereafter to diligently prosecute the cure to completion), then Licensee may enforce any and all of its rights and/or remedies provided under this Agreement or by Law.

11. ASSIGNMENT AND CUSTOMER EQUIPMENT. This Agreement shall be binding upon, and inure to the benefit of, the successors and assigns of the parties.

11.1 Licensee shall not assign this Agreement or its rights or obligations to any firm, corporation, individual, or other entity, without the prior written consent of the Licensor, which consent shall not be unreasonably withheld. Notwithstanding the foregoing, upon thirty (30) days’ prior written notice, Licensee may assign or transfer the rights and privileges granted herein to any parent or subsidiary of Licensee, to an entity with or into which Licensee may merge or consolidate, to an entity which Licensee is controlled by, or is under common control of a party; or in connection with the sale or other transfer of such entity or to any purchaser of all or substantially all of Licensee’s assets in the FCC market area where the Equipment is located with prior notice to Licensor but without the requirement for Licensor approval, provided that the successor is bound by all the terms and conditions of this Agreement and provides written confirmation to Licensor that it is then fully liable to the Licensor for compliance with all terms and conditions of this Agreement. The Licensee shall reimburse the Licensor for all direct and indirect costs and expenses reasonably incurred by the Licensor in considering a request to transfer or assign this Agreement.

11.2 Licensee need not own all components of Equipment subject to this Agreement, and may permit its customers to maintain ownership of Equipment components. However, (1) all Equipment must be wholly under the control and management of Licensee; and Licensee shall be liable for all acts or omissions, and all harms associated with the Equipment whether the same are its acts or omissions, or the acts or omissions of the owner of the Equipment; and (2) Licensee acknowledges and agrees that no rights of ownership in Equipment by Licensee’s customers shall permit any such customer to enter upon, or any portion of, the Municipal Facilities or the Equipment, in any other manner or at any other place, including to add to, or modify or install Equipment, which shall be Licensee’s sole responsibility. Further, Licensee may not install Equipment it does not own on Municipal Facilities, unless the entity on whose behalf the Equipment has been installed acknowledges and agrees, in a form acceptable to the Licensor, that the Licensor has not granted it a consent to be in the ROW for any purpose; that it is bound by Licensee’s representations, obligations and duties hereunder; that it shall have no rights or claims against the Licensor of any sort related to the Equipment or Municipal Facilities; that its Equipment may be subject to taxes, fees or assessments as provided in the Laws or the Agreement, and that Licensor may treat any Equipment owned by such entity as if it were owned by Licensee for all purposes (including, but not limited to, removal and relocation); and the Equipment may only be used for the purposes and uses permitted herein. Such acknowledgement may be provided for all Equipment on Municipal Facilities, and need not be provided separately, site by site.

12. RECORDS; AUDITS.

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12.1 Records Required by Code. Licensee will maintain complete records pursuant to all applicable Laws.

12.2 Additional Records. The Licensor may require such additional reasonable nonconfidential information, records, and documents from Licensee from time to time as are appropriate in order to reasonably monitor compliance with the terms of this Agreement.

12.3 Production of Records. Licensee shall provide such records within twenty (20) business days of a request by the Licensor for production of the same, unless additional time is reasonably needed by Licensee, in which case, Licensee shall have such reasonable time as needed for the production of the same. If any person other than Licensee maintains records on Licensee’s behalf, Licensee shall be responsible for making such records available to the Licensor for auditing purposes pursuant to this Section.

12.4 Public Records. Licensee acknowledges that information submitted to Licensor may be open to public inspection and copying under the Law.

13. MISCELLANEOUS PROVISIONS. The provisions that follow shall apply generally to the obligations of the parties under this Agreement.

13.1 Waiver of Breach. The waiver by either party of any breach or violation of any provision of this Agreement shall not be deemed to be a waiver or a continuing waiver of any subsequent breach or violation of the same or any other provision of this Agreement.

13.2 Severability of Provisions. If any one or more of the provisions of this Agreement shall be held by a court of competent jurisdiction in a final judicial action to be void, voidable, or unenforceable, such provision(s) shall be deemed severable from the remaining provisions of this Agreement and shall not affect the legality, validity, or constitutionality of the remaining portions of this Agreement. Each party hereby declares that it would have entered into this Agreement and each provision hereof regardless of whether any one or more provisions may be declared illegal, invalid, or unconstitutional.

13.3 Contacting Licensee. Licensee shall be available to the staff employees of any Licensor department having jurisdiction over Licensee’s activities twenty-four (24) hours a day, seven days a week, regarding problems or complaints resulting from the attachment, installation, operation, maintenance, or removal of the Equipment. The Licensor may contact by telephone the Licensee’s network control center operator at telephone number 866-862-4404.

13.4 Governing Law; Jurisdiction. This Agreement shall be governed and construed by and in accordance with the laws of the State of California, without reference to its conflicts of law principles. If suit is brought by a party to this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of San Bernardino County, California.

13.5 Change of Law. During the Initial Term, in the event that any legislative or regulatory action (“New Law”) affects the rights or obligations of the Parties or any term of the Agreement, the Parties agree that the Agreement shall nonetheless remain in effect until the end of the Initial Term unless mutually agreed to in writing by the Parties.

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13.6 Force Majeure. Except for payment of amounts due, neither Party shall have any liability for its delays or its failure of performance due to: fire, explosion, pest damage, power failures, strikes or labor disputes, acts of God, the elements, war, civil disturbances, acts of civil or military authorities or the public enemy, inability to secure raw materials, transportation facilities, fuel or energy shortages, or other causes reasonably beyond its control, whether or not similar to the foregoing.

13.7 Attorneys’ Fees. Should any dispute arising out of this Agreement lead to litigation, the prevailing party shall be entitled to recover its costs of suit, including (without limitation) reasonable attorneys’ fees.

13.8 “AS IS” condition of Municipal Facilities. Municipal Facilities licensed to Licensee pursuant to this Agreement are licensed to and accepted by Licensee “as is” and with all faults. The Licensor makes no representation or warranty of any kind as to the present or future condition of or suitability of the Municipal Facilities for Licensee’s use and disclaims any and all warranties express or implied with respect to the physical, structural, or environmental condition of the Municipal Facilities and their merchantability or fitness for a particular purpose. Licensee is solely responsible for investigation and determination of the condition and suitability of any Municipal Facility for Licensee’s intended use.

13.9 Representations and Warranties. Each of the parties to this Agreement represents and warrants that it has the full right, power, legal capacity, and authority to enter into and perform the party’s respective obligations hereunder and that such obligations shall be binding upon such party without the requirement of the approval or consent of any other person or entity in connection herewith, except as provided in Section 4.2 above. This Agreement shall not be revocable or terminable except as expressly permitted herein.

13.10 Amendment of Agreement. This Agreement may not be amended except pursuant to a written instrument signed by both parties.

13.11 Entire Agreement. This Agreement contains the entire understanding between the parties with respect to the subject matter herein. There are no representations, agreements, or understandings (whether oral or written) between or among the parties relating to the subject matter of this Agreement which are not fully expressed herein. In witness whereof, and in order to bind themselves legally to the terms and conditions of this Agreement, the duly authorized representatives of the parties have executed this Agreement as of the Effective Date.

13.12 Non-Exclusive Remedies. No provision in this Agreement made for the purpose of securing enforcement of the terms and conditions of this Agreement shall be deemed an exclusive remedy or to afford the exclusive procedure for the enforcement of said terms and conditions, but the remedies herein provided are deemed to be cumulative.

13.13 No Third-Party Beneficiaries. It is not intended by any of the provisions of this Agreement to create for the public, or any member thereof, a third-party beneficiary right or remedy, or to authorize anyone to maintain a suit for personal injuries or property damage pursuant to the provisions of this Agreement. The duties, obligations, and responsibilities of the Licensor with respect to third parties shall remain as imposed by state law.

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13.14 Construction of Agreement. The terms and provisions of this Agreement shall not be construed strictly in favor of or against either party, regardless of which party drafted any of its provisions. This Agreement shall be construed in accordance with the fair meaning of its terms.

13.15 Effect of Acceptance. Licensee (a) accepts and agrees to comply with this Agreement and all Laws; (b) agrees that this Agreement was entered into pursuant to processes and procedures consistent with Law; and (c) agrees that it will not raise any claim to the contrary or allege in any claim or proceeding against the Licensor that at the time of acceptance of this Agreement any provision, condition or term of this Agreement was unreasonable or arbitrary, or that at the time of the acceptance of this Agreement any such provision, condition or term was void or unlawful or that the Licensor had no power or authority to make or enforce any such provision, condition, or term.

13.16 Time is of the Essence. Time is of the essence with regard to the performance of all of Licensee’s obligations under this Agreement.

13.17 Taxes. Licensee shall be responsible for payment of all fees and taxes charged in connection with the right, title, and interest in and construction, installation, maintenance, and operation of Equipment for the purposes set forth herein.

13.18 Tax Notice. Licensor hereby provides notice pursuant to California Revenue and Taxation Code Section 107.6, and Licensee acknowledges, that this Agreement may create a possessory interest and Licensee may be subject to property taxes levied on such interest, as described in California Revenue and Taxation Code Section 107.6. Licensee shall pay directly to the appropriate authority, when due, all real and personal property taxes, fees, and assessments, assessed against the area licensed and the Equipment.

13.19 Counterparts. This Agreement (and any Supplement) may be executed in multiple counterparts, including by electronic means, each of which shall be deemed an original, and all such counterparts once assembled together shall constitute one integrated instrument. [signature page to follow]
Packet Page. 2574
- 21 -

SIGNATURE PAGE TO MUNICIPAL FACILITY LICENSE AGREEMENT
IN WITNESS THEREOF, the parties hereto have caused this Agreement to be legally executed as of the Effective Date.

Licensor:

CITY OF SAN BERNARDINO
By:_______________________________________
Name: ____________________________________
Title: _____________________________________
ATTEST:
____________________________
Clerk

APPROVED AS TO FORM
CITY ATTORNEY’S OFFICE
BY: ______________________
City Attorney
Licensee:

LOS ANGELES SMSA LIMITED

PARTNERSHIP, DBA VERIZON WIRELESS,
BY AIRTOUCH CELLULAR, INC., ITS

GENERAL PARTNER
By:_______________________________________
Name: ___________________________________
Title: _____________________________________
Exhibits:

Exhibit A – Supplement
Exhibit B – Application
Exhibit C – Annual License Fees
Packet Page. 2575
A-1

EXHIBIT A

FORM OF SUPPLEMENT

SUPPLEMENT
This Supplement (“Supplement”), is approved by Licensor this _____ day of ____________, 20____ (the date executed by all parties, referred to herein as “Supplement Effective Date”).

1. Supplement. Licensee has submitted an application for approval to use a Municipal Facility pursuant to that certain Municipal Facility License Agreement between Licensor, City of San Bernardino, and Licensee, Los Angeles SMSA Limited Partnership, dba Verizon Wireless, dated ________, 2026 (the “Agreement”). Licensor has reviewed the Application to Use Municipal Facility and grants approval subject to the terms of this Supplement. All of the terms and conditions of the Agreement are incorporated hereby by reference and made a part hereof without the necessity of repeating or attaching the Agreement. In the event of a contradiction, modification, or inconsistency between the terms of the Agreement and this Supplement, the terms of this Supplement shall govern. Capitalized terms used in this Supplement shall have the same meaning described for them in the Agreement unless otherwise indicated herein. IF THE

SUPPLEMENT IS NOT COUNTER-SIGNED BY LICENSEE AND RETURNED TO LICENSOR WITHIN 30 DAYS AFTER LICENSOR HAS GRANTED APPROVAL, THE SUPPLEMENT SHALL BE VOID AND OF NO LEGAL EFFECT. IF LICENSEE STILL

WANTS TO USE THE MUNICIPAL FACILITY, LICENSEE WILL BE REQUIRED TO SUBMIT A NEW APPLICATION AND ASSOCIATED FEES.

2. Licensed Area Description and Location. Licensee shall have the right to use the space on the specific Municipal Facility (the “Licensed Area”) depicted in Attachment 1 attached hereto to install Equipment as further listed in Attachment 2 attached hereto.

3. Equipment. The Equipment to be installed at the Licensed Area is described in Attachment 2 and depicted in Attachment 1.

4. Term. The term of this Supplement shall commence on the Supplement Effective Date and continue for the Term of the Agreement.

5. Annual License Fee. The initial Annual License Fee for this Supplement shall be $_________________. [The initial annual fee shall equal the amount the Annual Fee set forth in Exhibit C to the Agreement for the year during which the Supplement Effective Date occurs.] The Annual License Fee shall thereafter increase on each anniversary of the Agreement Effective Date by 3%.

6. Alternate Rent. The initial Alternate Rent for this Supplement shall be $___________. The initial Alternate Rent shall equal the Alternate Rent set forth in Exhibit C to this Agreement for the year during which the Supplement Effective Date occurs. [signature page follows]
Packet Page. 2576
A-2
IN WITNESS THEREOF, the parties hereto have caused this Supplement to be legally executed in duplicate, effective upon execution by both parties.

Licensor:
_________________________
By:_______________________________________
Name: ____________________________________
Title: _____________________________________
Date: _____________________________________
Licensee:

Accepted:
___________________________________
By:_______________________________________
Name: ____________________________________
Title: _____________________________________
Date: _____________________________________
Attachments:

Attachment 1 – Licensed Area
Attachment 2 – Equipment List and Description
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A-3
Attachment 1
Licensed Area
[site plan showing licensed area of applicable Municipal Facility and showing proposed Equipment installation]
Packet Page. 2578
A-4
Attachment 2
Equipment List and Description
Packet Page. 2579

EXHIBIT B

APPLICATION TO USE MUNICIPAL FACILITY
Applicant: ___________________________Date: ______________________________ Licensee:____________________________Application/License#:__________________ Type of
Municipal
Facility
Alteration
Required
Small Cell Equipment
Heights (provide both (1)
the overall height of pole
structure with added
facilities; and (2) the height
of individual facilities)
Small Cell
and Base
Equipment
Weights
Small Cell
And Base
Equipment
Dimensions
Location of Any
Additional Equipment
[street light]
[traffic light]
[other, specify]
[Pole
Reinforcement]
[Pole
Replacement]
[None]
[Installed on Pole, specify
attachment height, weight and
dimensions]
[Installed on/in Ground (Vault),
specific dimensions]
[Other Location]
[Not Applicable/Needed]
APPLICANT SHALL PROVIDE THE FOLLOWING AS APPLICABLE:
• Site plan and engineering design and specifications for installation of Equipment, including the location of radios, antenna facilities, transmitters, equipment shelters, cables, conduit, point of demarcation, backhaul solution, electrical distribution panel, electric meter, and electrical conduit and cabling. Where applicable, the design documents should include specifications on design, pole modification, and ADA compliance. Also indicate whether metered electricity is available at the site.
• Include a load bearing study that determines whether the pole requires reinforcement or replacement in order to accommodate attachment of proposed Equipment. • If the proposed installation will require reinforcement or replacement of an existing pole, provide applicable design and specification drawings.
• The number, size, type, and proximity to the facilities of all communications conduit(s) and cables to be installed.
• Description of the utility services required to support the facilities to be installed. • List of the contractors and subcontractors, and their contact information, authorized to work on the project.
• A check for _________ ($_________) for the Application fee or deposit required by City.

APPLICANT REPRESENTATIVE: ______________________________ NAME: ______________________________TITLE:_________________________________ TELEPHONE: ____________________ EMAIL: _____________________________ Packet Page. 2580

EXHIBIT C
The below charts show the Annual License Fee and the Alternate Rent amounts for the first 10 years of the Agreement. Year 11 and after will escalate per Section 5.2.6 of the Agreement. These rates apply to Supplements unless replaced per the terms of Section 5.

Annual License Fee Chart
Year Under
Agreement
(commencing
on Effective
Date)
Annual License Fee
2026 $303.89
2027 $313.00
2028 $322.39
2029 $332.07
2030 $342.03
2031 $352.29
2032 $362.86
2033 $373.75
2034 $384.96
2035 $396.51
Alternate Rent Chart
Year Under
Agreement
(commencing on
Effective Date)
Alternate Rent
2026 $1,500.00
2027 $1,545.00
2028 $1,591.35
2029 $1,639.09
2030 $1,688.26
2031 $1,738.91
2032 $1,791.08
Packet Page. 2581
2033 $1,844.81
2034 $1,900.16
2035 $1,957.16
Packet Page. 2582
Consent
City of San Bernardino
Request for Council Action
Date: July 15, 2026
To: Honorable Mayor and City Council Members
From: Eric Levitt, City Manager
Department: Economic Development
Subject: Approve the Vendor Award for RFP F-26-1049 Professional Services Agreements for Commercial Real Estate
Advisory and Transaction Services in the amount not to
exceed $100,000 annually (All Wards)
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt Resolution No. 2026-112:

1. Approve the Vendor Award for RFP F-26-1049 Professional Commercial Real Estate Advisory and Transaction Services, and authorize the City Manager, or designee, to execute the On-Call Professional Services Agreement (PSA) with Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba (Kosmont Realty), in an annual amount not to exceed $100,000 collectively; and

2. Authorizing the City Manager, or designee, at their discretion to execute the OnCall Professional Services Agreement (PSA) one (1) additional one-year term agreement extensions, with Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba (Kosmont Realty), in an annual amount not to exceed $100,000 collectively for both for FY 27/28.

City Manager's Comments
The City Manager recommends approval.

Executive Summary
The on-call Professional Services Agreements for Commercial Real Estate Advisory and Transaction Services will support the City’s Real Property Division by providing a range of services, including property dispositions, acquisitions, leasing, appraisals, development programming, and other real estate advisory services. The City’s previous agreement expired on January 10, 2026; therefore, staff issued a Request for Proposals (RFP) to reestablish these services. Staff recommend awarding agreements Packet Page. 2583
to Jones Lang LaSalle Inc. (JLL) and Kosmont Real Estate Services (Kosmont Realty), where work will be authorized on an as-needed basis and expenditures will be incurred only as services are requested. Utilizing two qualified firms will provide the City with flexibility to match project-specific needs with the appropriate expertise, while also ensuring responsiveness and continuity of service. The agreements will be funded using the Department’s existing approved budget for contractual services.

Background
The City previous Professional Services Agreement (PSA) with CBRE for commercial real estate advisory services expired on January 10, 2026, with no option to extend.

To ensure continuity of services for the City’s Real Property Division, staff initiated a competitive procurement process for new on-call commercial real estate services.

On January 22, 2026, the City issued a Request for Proposals (RFP) seeking qualified firms to provide comprehensive commercial real estate services. The City received five responsive proposals from the following firms:
• Colliers
• Jones Lang LaSalle Incorporated (JLL)
• Kosmont & Associates, Inc.
• RSG, Inc.
• CBRE
An independent staff evaluation committee reviewed and scored all proposals in accordance with the RFP criteria, including qualifications, experience, project approach, and cost. Following the evaluation process, Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba (Kosmont Realty) were identified as the top-ranked firms and are being recommended for award.

Discussion
The City’s ability to effectively manage, position, and maximize the value of its real estate assets is a critical component of its broader economic development strategy.

With the expiration of the previous agreement with CBRE on January 10, 2026, and no option to extend, the City identified the need to reprocure these services through a competitive process to ensure continued access to qualified real estate expertise.

The Request for Proposals (RFP) was designed to attract firms capable of supporting a full spectrum of real estate services, including property dispositions, acquisitions, leasing, valuation, and development analysis. These services are essential to advancing key City initiatives, optimizing underutilized assets, and responding to timesensitive development opportunities.

Through a competitive and transparent evaluation process, Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba Kosmont Realty, emerged as the most qualified firms. Both firms have extensive experience working with public agencies and demonstrate strong capabilities in market analysis, development strategy, and complex real estate transactions. Awarding agreements to two firms Packet Page. 2584
provides the City with flexibility to align project needs with the most appropriate expertise while ensuring responsiveness and continuity of service.

Establishing these on-call agreements is particularly important at this time, as they will allow the City to maintain momentum on existing projects, respond efficiently to new opportunities, and provide strategic support for evolving real estate initiatives. Approval of the proposed agreements will position the City to proactively manage its real estate portfolio, support economic growth, and implement strategic property initiatives aligned with the City’s long-term goals.

Strategic Targets and Goals
Approving the award for Commercial Real Estate professional services aligns with Key Strategic Target and Goal No. 4: Economic Growth & Development. These services will support the City’s efforts to advance strategic development opportunities, maximize the value of City-owned assets, and attract investment that contributes to long-term economic growth and revitalization.

Fiscal Impact
Funding for these agreements is available within the Economic Development Department’s adopted Fiscal Year 2026/2027 budget appropriations, with total expenditures not to exceed $100,000 from the Professional Contractual Services budget.

Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt Resolution No. 2026-112:

1. Approve the Vendor Award for RFP F-26-1049 Professional Commercial Real Estate Advisory and Transaction Services, and authorize the City Manager, or designee, to execute the On-Call Professional Services Agreement (PSA) with Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba (Kosmont Realty), in an annual amount not to exceed $100,000 collectively; and

2. Authorizing the City Manager, or designee, at their discretion to execute the OnCall Professional Services Agreement (PSA) one (1) additional one-year term agreement extensions, with Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba (Kosmont Realty), in an annual amount not to exceed $100,000 collectively for both for FY 27/28.

Attachments
Attachment 1 - Resolution No. 2026-112
Attachment 2 - RFP F-26-1049 Professional Commercial Real Estate Advisory and Transaction Services
Attachment 3 - JLL RFP Response and Cost Proposal
Attachment 4 - Kosmont Realty RFP Response and Cost Proposal Attachment 5 - On-call Professional Services Agreement – JLL Packet Page. 2585
Attachment 6 - On-call Professional Services Agreement – Kosmont Realty
Ward: All Wards
Synopsis of Previous Council Actions:

N/A
CC: Eric Levit, City Manager
Packet Page. 2586
Resolution No. 2026-112
Resolution No. 2026-112
July 15, 2026

RESOLUTION NO. 2026-112

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF

THE CITY OF SAN BERNARDINO, CALIFORNIA,
APPROVING THE VENDOR AWARD FOR RFP F-26-1049

PROFESSIONAL COMMERCIAL REAL ESTATE
ADVISORY AND TRANSACTION SERVICES;

AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO

EXECUTE ON-CALL PROFESSIONAL SERVICES

AGREEMENTS WITH JONES LANG LASALLE

INCORPORATED (JLL) AND KOSMONT REAL ESTATE

SERVICES, DBA KOSMONT REALTY, IN AN ANNUAL
AMOUNT NOT TO EXCEED $100,000 COLLECTIVELY;
AND AUTHORIZING ONE (1) ADDITIONAL ONE-YEAR
EXTENSION FOR FISCAL YEAR 2027/2028.

WHEREAS, the City of San Bernardino ("City") requires ongoing professional commercial real estate advisory and transaction services to support the activities of the Real Property Division within the Economic Development Department; and WHEREAS, the City's previous Professional Services Agreement with CBRE expired on January 10, 2026, with no option to extend; and
WHEREAS, on January 22, 2026, the City issued Request for Proposals No. F-26-1049 seeking qualified firms to provide comprehensive commercial real estate advisory and transaction services, including property dispositions, acquisitions, leasing, appraisals, development programming, and related real estate consulting services; and WHEREAS, the City received five responsive proposals and an independent staff evaluation committee reviewed and scored all proposals in accordance with the criteria established in the Request for Proposals; and
WHEREAS Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba Kosmont Realty, were determined to be the highest-ranked and most qualified firms to provide the requested services; and
WHEREAS, the Mayor and City Council find that entering into On-Call Professional Services Agreements with JLL and Kosmont Realty will provide the City with flexibility to match project-specific needs with the appropriate expertise while ensuring continuity of service and supporting the City's economic development objectives.

NOW, THEREFORE, THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, DO HEREBY RESOLVE AS FOLLOWS:

SECTION 1. The above recitals are true and correct and are incorporated herein by this reference.

Packet Page. 2587
Resolution No. 2026-112
Resolution No. 2026-112
July 15, 2026

SECTION 2. The Mayor and City Council hereby approve the Vendor Award for RFP F26-1049 Professional Commercial Real Estate Advisory and Transaction Services and authorize the City Manager, or designee, to execute On-Call Professional Services Agreements with Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba Kosmont Realty, in substantially the forms presented, in an annual amount not to exceed One Hundred Thousand Dollars ($100,000) collectively.

SECTION 3. The City Manager, or designee, is authorized to execute any non-substantive changes, amendments, and administrative documents necessary to carry out the intent of this Resolution.

SECTION 4. The City Manager, or designee, is authorized, at their discretion, to execute one (1) additional one-year extension of the On-Call Professional Services Agreements with Jones Lang LaSalle Incorporated (JLL) and Kosmont Real Estate Services, dba Kosmont Realty, for Fiscal Year 2027/2028, in an annual amount not to exceed One Hundred Thousand Dollars ($100,000) collectively, subject to budget appropriation.

SECTION 5. This Resolution shall take effect immediately upon its adoption.

APPROVED, and ADOPTED by the Mayor and City Council of the City of San Bernardino, California, this 15th day of July, 2026.
_________________________________
Helen Tran, Mayor
City of San Bernardino
Attest:
____________________________________
Telicia Lopez, City Clerk
Approved as to form:
__________________________________
Sonia Carvalho, City Attorney
Packet Page. 2588
Resolution No. 2026-112
Resolution No. 2026-112
July 15, 2026

CERTIFICATION

STATE OF CALIFORNIA)
COUNTY OF SAN BERNARDINO) ss

CITY OF SAN BERNARDINO)
I, Telicia Lopez, City Clerk, hereby certify that the attached is a true copy of Resolution No. 2026-112, adopted at a regular meeting held at the 15th day of July, 2026 by the following vote:

Council Members: AYES NAYS ABSTAIN ABSENT
SANCHEZ _____ ______ ______ _______
IBARRA _____ ______ _______ _______
FIGUEROA _____ ______ _______ _______
SHORETT _____ ______ _______ _______
KNAUS _____ ______ _______ _______
FLORES _____ ______ _______ _______
ORTIZ ______ ______ _______ _______
WITNESS my hand and official seal of the City of San Bernardino this 16th day of July 2026. ______________________________
Telicia Lopez, City Clerk
Packet Page. 2589

CITY OF SAN BERNARDINO

REQUEST FOR PROPOSALS
RFP F-26-1049

PROFESSIONAL COMMERCIAL REAL ESTATE ADVISORY AND TRANSACTION

SERVICES
Published:

January 22, 2026

CITY OF SAN BERNARDINO
Vanir Tower
290 North D Street
San Bernardino, California 92401

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TABLE OF CONTENTS
TABLE OF CONTENTS ................................................................................................................... 2 NOTICE INVITING PROPOSALS ..................................................................................................... 3 I. BACKGROUND AND INTRODUCTION .................................................................................... 5 II. REQUEST FOR PROPOSALS .................................................................................................. 5 A. Scope of Services ............................................................................................................. 5 B. City Contact for this RFP ................................................................................................... 6 C. Requests for Clarification ................................................................................................. 6 D. Pre-Proposal Meeting ....................................................................................................... 6 E. Content and Format of Proposal ....................................................................................... 6 F. No Deviations from the RFP ............................................................................................ 10 G. Selection Process ........................................................................................................... 11 H. Protests ......................................................................................................................... 12 I. Proposal Schedule ......................................................................................................... 13 J. Submittal Requirements ................................................................................................. 13 K. General Conditions ........................................................................................................ 15 EXHIBIT A ................................................................................................................................... 17 PROPOSAL CHECKLIST .............................................................................................................. 18 CERTIFICATION OF PROPOSAL ................................................................................................... 19 VENDOR QUOTE FORM .............................................................................................................. 20 ACKNOWLEDGEMENT OF INSURANCE REQUIREMENTS ............................................................. 21 EXHIBIT B ................................................................................................................................... 22

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CITY OF SAN BERNARDINO

NOTICE INVITING PROPOSALS
RFP NO. F-26-1049

PROFESSIONAL COMMERCIAL REAL ESTATE ADVISORY AND TRANSACTION

SERVICES
PUBLIC NOTICE IS HEREBY GIVEN that proposals will be received by the City of San Bernardino (“City”) electronically through the City’s online bid management provider (“Planetbids”) before February 12, 2026. Proposals may NOT be submitted by fax, email, telephone, mail, hand delivery, or other means; any Proposals received through any means other than Planetbids will be returned to the Vendor unopened.

The City is requesting proposals to provide:

Dispositions – Develop marketing strategies for City projects which would consider stakeholder needs, changes in the regional and local commercial real estate markets, completing financial analysis tasks, and considering the impact of City Council approvals and other unique publicsector elements. Develop and distribute marketing materials to potential buyers, investors, and developers for the successful disposition of City properties. In the event the City seeks to solicit and negotiate with a developer to deliver specific uses on a particular site the vendor will engage with the developer to determine the City’s desired project and analyze its market viability, including SLA consultation, Project analysis, RFP development, Property marketing, offer evaluation and analysis, and disposition negotiations and closing needs.

Appraisals – Provide appraisals for the City including, Highest & Best Use Analysis, Property and Portfolio Appraisals, Market and Feasibility Studies, Evaluations (Alternative Valuations), Financial and Tax Reporting, Parking Studies, Litigation Support and Testimony, Right-of-Way and Eminent Domain, and Institutional Fund Valuations.

Massing Studies & Development Programming – Public engagement and outreach, analyzing, drafting, and implementation of land use development, zoning codes, and visioning documents.

Leasing – Vendor to assist with lease acquisitions, sublease and assignments, lease renewals, lease expansions, lease amendments, lease termination or buy-out, and lease costing estimates.

Acquisitions – Vendor to complete, as needed: market studies, due-diligence requests and reviews, entitlement investigations, financial analysis, project summary presentations, develop standard proposal form, and handle negotiations and aspects of the purchase transaction process.

Miscellaneous Real Estate Consulting – Consult the City on all commercial real estate needs. • Portfolio Strategy • Site Selection & Location Strategy • Location Intelligence • Workplace Solutions • Organizational Change & Transformation • Global Forecasting & Analytics • Occupancy Management • Network Advisory Solutions • Energy & Sustainability • Labor Analytics • Financial Consulting • Tenant Representation & Lease Negotiation • Transaction Services • Lease Administration • Site Selection • Location Incentives • Flexible Office Space Solutions • Corporate Capital Markets • Supply Chain Sourcing • Cost Advisory • Design • Project & Program Packet Page. 2592

Management • Principal Delivery • Move & Decommission • Construction Risk Services • Property Development & Investment • Buildings & Systems • Smart Buildings & Services • Experience Services (Host & Hospitality) • Integrated Outsourcing Solutions • Integrated Facilities Management • Business Analytics • Valuation & Advisory Services • Electric Vehicle Charging Solutions • Sustainability & Energy Management • Data & Technology The award of this contract is subject to available budget adequate to carry out the provisions of the proposed agreement including the identified scope of work. The City reserves the right to reject any or all proposals determined not to be in the best interest of the City.

Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations. Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City’s Economic Development Department upon request. The successful bidder shall post a copy of the prevailing wage rates at each job site. It shall be mandatory upon the Bidder to whom the Contract is awarded, and upon any subcontractors, to comply with all Labor Code provisions, which include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the Contract, employment of apprentices, hours of labor and debarment of contractors and subcontractors. If the total compensation under the contract will exceed $25,000 and pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations (“DIR”). No bid shall be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the DIR to perform public work. If awarded a contract, the bidder and its subcontractors, of any tier, shall maintain active registration with the DIR for the duration of the project. The contract awarded pursuant to this proposal may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations.

Interested proposers may download copies of the Request for Proposals (“RFP”) by visiting the City’s web site, https://www.sbcity.org. All addenda will be published on the City’s website.

For more information regarding the RFP, please contact:

City of San Bernardino, Purchasing Division
[email protected]
[END OF NOTICE OF INVITING PROPOSALS]
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CITY OF SAN BERNARDINO

REQUEST FOR PROPOSALS

COMMERICAL REAL ESTATE SERVICES
I. BACKGROUND AND INTRODUCTION
The City of San Bernardino (“City”) is requesting proposals from qualified firms (“Proposers”) for

PROFESSIONAL COMMERCIAL REAL ESTATE ADVISORY AND TRANSACTION SERVICES (“Services”).

The City is a full-service charter city, administered by a Council/Manager form of government, encompassing an area of 60 square miles with a population of just under 213,000. The total annual City adopted expenditure budget is approximately $325.7 million for Fiscal Year 2025/2026, with the General Fund projected expenditure budget being approximately $237.5 million for FY2025/2026.

To serve and promote the welfare of its residents, the City intends to procure the Services, as described below.

The City owns and manages a portfolio of real property assets and requires professional commercial real estate advisory and transaction services to support its operational and strategic objectives.

II. REQUEST FOR PROPOSALS
A. Scope of Services
The Services sought under this Request for Proposals (“RFP”) are set forth in more detail in Exhibit “A”, attached hereto and incorporated herein by this reference.

Notwithstanding the inclusion of such Services in Exhibit “A”, the final scope of Services negotiated between City and the successful Proposer shall be set forth in the Professional Services Agreement (“Agreement”) executed by and between City and the successful Proposer. A copy of the Agreement is attached hereto as Exhibit “B” and incorporated herein by this reference.

1. Public Works Prevailing Wage and Contractor Registration (if applicable) Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations. Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City’s Economic Development Department upon request. The successful bidder shall post a copy of the prevailing wage rates at each job site. It shall be mandatory upon the Bidder to whom the Contract is awarded, and upon any subcontractors, to comply with all Labor Code provisions, which Packet Page. 2594

include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the Contract, employment of apprentices, hours of labor and debarment of contractors and subcontractors. If the total compensation under the contract will exceed $25,000 and pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations (“DIR”). No bid shall be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the DIR to perform public work.

If awarded a contract, the bidder and its subcontractors, of any tier, shall maintain active registration with the DIR for the duration of the Project. The contract awarded pursuant to this proposal may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations.

B. City Contact for this RFP
The principal contact for the City regarding this RFP will be Michelle Parra, Buyer, for the Purchasing Division, [email protected] or a designated representative, who will coordinate the assistance to be provided by the City to the Proposer.

C. Requests for Clarification
All questions, requests for interpretations or clarifications, either administrative or technical, must be requested in writing and submitted exclusively through the PlanetBids system. Questions submitted by any other method, including email or phone, will not be accepted or considered. Questions must be submitted via the PlanetBids portal.

All written questions, if answered, will be issued to all prospective proposers via notification through PlanetBids. Oral statements regarding this RFP by any person should be considered unverified information unless confirmed in writing. To ensure a response, questions must be submitted through PlanetBids before 3:00 PM local time on the date identified in the Proposal Schedule. Each Proposer is responsible for ensuring that it has received all addenda, clarifications, supplemental information, and responses to questions prior to submitting a proposal.

D. Pre-Proposal Meeting – N/A
E. Content and Format of Proposal
Proposals shall be concise, well organized and demonstrate qualifications and applicable experience. Proposals shall include one (1) electronic proposal submitted to Planetbids. Proposals shall be organized, tabbed, and numbered in the order presented below. Proposals must include page numbers for all pages in the proposal.

Proposals shall be in the following order and shall include:

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1. Executive Summary: Summarize the content of your proposal in a clear and concise manner.

2. Table of Contents

3. Identification of Proposer
a. Legal name and address of the company.
b. Legal form of company (partnership, corporation).
c. If company is a wholly owned subsidiary of a “parent company,” identify the “parent company.”
d. Name, title, address and telephone number of the proposed representative to contact concerning the Proposal Submittal. e. California Business License Number

4. Staffing Resources
a. Firm Staffing and Key Personnel
(i) Provide the number of staff to be assigned to perform the Services and the names/discipline/job title of each as well as your firm’s capacity to provide additional personnel as needed.
(ii) Identify three (3) persons that shall be principally responsible for working with the City. Indicate the role and responsibility of each individual. If the Proposer is chosen as a finalist, these principal individuals must attend the interview and in-person presentation.
(iii) Describe proposed team organization, including
identification and responsibilities of key personnel. Please include one-page resumes.
(iv) Provide brief biographies of individuals that shall be working directly with the City.
b. Subcontractors
(i) The Proposer shall identify functions that are likely to be subcontracted and identify the subcontractor(s) that is anticipated to perform each function, if known at this time.

5. Fiscal Stability:
a. The Proposer should provide evidence of corporate stability including:
(i) A current report from any commercial credit rating service such as Dunn and Bradstreet or Experian; or
(ii) A letter from a financial institution stating a current line of credit; and
(iii) Latest audited financial statement and/or annual report that has been certified by a CPA. This information will remain confidential and is not subject to public disclosure.

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6. Experience and Technical Competence:
a. Experience
(i) The Proposer shall provide a description of how the Proposer’s experience, technical and professional skills will meet the goals and fulfill the general functions identified in this RFP.
(ii) Describe the past experience of the staff to be assigned to perform the Services in performing similar services.
(iii) The Proposer shall state the number of years the firm has conducted business. Proposer must have at least four (4) years’ experience in providing the required scope of
Services for public clients.
(iv) Provide three (3) references regarding the Proposer’s experience and performance performing similar services.

Include the following information: (1) Organization/City, contact name, phone number, e-mail address; and (2)
project size and description, if applicable, and description of services.
(v) Describe the Proposer’s local experience and knowledge of City.
b. Project Specific Experience
(i) The Proposer shall provide a description of the three most relevant service contracts held within the last five years, one page per project, to include:
(a) Role of the firm
(b) Dollar value of the services
(c) Dollar value of the fee
(d) Description of services
(e) Staffing
(f) Duration of providing services
(g) Relationship to client
(h) Contact name, position, entity name, telephone
number, fax number and e-mail address for each
project.
(ii) If any of the following has occurred, please describe in detail:
(a) Failure to enter into a contract or professional
services agreement once selected.
(b) Withdrawal of a proposal as a result of an error.
(c) Termination or failure to complete a contract.
(d) Debarment by any municipal, county, state, federal
or local agency.
(e) Involvement in litigation, arbitration or mediation.

Conviction of the firm or its principals for violating a state or federal antitrust law by bid or proposal
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rigging, collusion, or restrictive competition between
bidders or proposers, or conviction of violating any
other federal or state law related to bidding or
professional services performance. Knowing
concealment of any deficiency in the performance of
a prior contract.
(f) Falsification of information or submission of
deceptive or fraudulent statements in connection
with a contract.
(g) Willful disregard for applicable rules, laws or
regulations.

Information regarding any of the above may, at the
sole discretion of the City, be deemed to indicate an
unsatisfactory record of performance.
c. Technical Competence
(i) Description of in-house resources (i.e., computer
capabilities, software applications, modem protocol,
modeling programs, etc.)
(ii) Ability to draw upon multi-disciplinary staff to address the Services requested in this RFP.

7. Proposed Method to Accomplish the Work: Describe the technical and management approach to providing the Services to the City. Proposer should take into account the scope of the Services, goals of the City, and general functions required. Include a draft first year schedule of tasks, milestones, and deliverables that will provide for timely provision of the Services. In reviewing the scope of Services and goals described in Exhibit “A”, the Proposer may identify additional necessary tasks and is invited to bring these to the City’s attention within the discussion of its proposed method to accomplish the work.

8. Fee Proposal: Please provide a fee proposal for the scope of Services.

The fee proposal shall include hourly rates for all personnel for “Additional Work” (as such term is defined in the proposed Agreement attached hereto as Exhibit “B”).

9. Insurance: See the Agreement, attached hereto as Exhibit “B”, for a description of the insurance requirements
.

10. Litigation: Provide litigation history for any claims filed by your firm or against your firm related to the provision of Services in the last five (5) years.

11. Other Information: This section shall contain all other pertinent information regarding the following:
a. Demonstration of record of staffing tasks efficiently and completing projects on time and within the allocated budget.
b. Description of community involvement.

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c. Description of any previous involvement with the City. d. A statement that the Proposer has not conflicts of interest in connection with providing the Services.

12. Certification of Proposal: This section shall state:
“The undersigned hereby submits its proposal and, by doing so, agrees to furnish services to the City in accordance with the Request for Proposal (RFP), and to be bound by the terms and conditions of the RFP.”

13. Appendices
F. No Deviations from the RFP
In submitting a proposal in response to this RFP, Proposer is certifying that it takes no exceptions to this RFP including, but not limited to, the Agreement. If any exceptions are taken, such exceptions must be clearly noted in the proposal and may be reason for rejection of the proposal. As such, Proposer is directed to carefully review the proposed Agreement and, in particular, the insurance and indemnification provisions therein.
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G. Selection Process

1. The City will evaluate proposals based on the following criteria:

CRITERIA WEIGHT (%)
a. The Proposer is properly licensed to practice in the State of California. (Pass/Fail) Pass/Fail
b. The Proposer has no conflict of interest with regard to any other work performed by the firm for the City. (Pass/Fail) Pass/Fail c. Clarity and conformance of proposal to the RFP.
10 %
d. Content of the proposal.
25 %
e. Proposer’s experience and performance.
20 %
f. Team members’ experience and performance.
15 %
g. Fee proposal.
25 %
h. Comments by references.
5 %
i. Exceptions/Deviations to RFP/Agreement Template
(Pass/Fail) Pass/Fail
j. History of litigation within the past 5 years. (Pass/Fail) Pass/Fail
TOTAL 100 %
NOTE: A ‘fail’ designation in any Pass/Fail criterion will result in disqualification of the proposal.

2. During the evaluation process, the City reserves the right, where it may serve the City's best interest, to request additional information or clarifications from Proposers, or to allow corrections of errors or omissions.

3. It is the City’s intent to select a Proposer best evidencing demonstrated competence and professional qualification to perform the Services. The City reserves the right to reject all proposals, select by proposal review only or interview as needed. Certain Proposers may be selected to make a brief presentation and oral interview after which a final selection will be made.

The successful Proposer will be selected on the basis of information provided in the RFP, in-person presentations, and the results of the City’s research and investigation. Upon selection of a Proposer, the City will endeavor to negotiate a mutually agreeable Agreement with the selected Proposer. In the event that the City is unable to reach agreement, the City will proceed, at its sole discretion, to negotiate with the next Proposer selected by the City. The City reserves the right to contract for services in the manner that most benefits the City including awarding more than one contract if desired.

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4. After negotiating a proposed Agreement that is fair and reasonable, City staff will route the agreement for execution adhering to the City Purchasing Guidelines.

H. Protests

1. Protest Contents: Protests based on the content of the RFP shall be submitted to the City no later than ten (10) calendar days prior to the scheduled proposal submittal deadline. If necessary, the proposal submittal deadline may be extended pending a resolution of the protest. Proposer may protest a contract award if the Proposer believes that the award was inconsistent with City policy or this RFP is not in compliance with law. A protest must be filed in writing with the City (email is not acceptable) within five (5) business days after receipt of notification of the contract award. Any protest submitted after 5 p.m. of the fifth business day after notification of the contract award will be rejected by the City as invalid and the Proposer’s failure to timely file a protest shall waive the Proposer’s right to protest the contract award. The Proposer’s protest must include supporting documentation, legal authorities in support of the grounds for the protest and the name, address and telephone number of the person representing the Proposer for purposes of the protest. Any matters not set forth in the protest shall be deemed waived.

2. City Review: The City will review and evaluate the basis of the protest, provided that the protest is filed in strict conformity with the foregoing. The City shall provide the Proposer submitting the protest with a written statement concurring with or denying the protest. Action by the City relative to the protest will be final and not subject to appeal or reconsideration. The procedure and time limits set forth in this section are mandatory and are the Proposer’s sole and exclusive remedy in the event of protest. Failure to comply with these procedures shall constitute a waiver of any right to further pursue the protest, including filing a Government Code claim or legal proceedings.
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I. Proposal Schedule
The tentative schedule is as follows:

EVENT DATE
Release of Request for Proposal January 22, 2026
Pre-Proposal Meeting N/A
Last Day to Submit Questions for Clarification
received by the City before 3:00 PM
January 26, 2026
Clarifications Issued by City by the end of the day February 2, 2026 Deadline for Receipt of Proposals
submitted before 3:00 PM
February 12, 2026
Evaluations of Proposals Completed February 19, 2026
Interview of Finalist(s) February 25, 2026
Vendor Selection February/March 2026
City Council Approval TBD
Vendor Award (Agreement through DocuSign)
Note: Award notification is pending Council approval,
when applicable.

March 2026
Purchase Order Issuance March 2026
The above scheduled dates are tentative, and City retains the sole discretion to adjust the above schedule. Nothing set forth herein shall be deemed to bind City to award a contract for the abovedescribed professional Services and City retains the sole discretion to cancel or modify any part of or all of this RFP at any time.

J. Submittal Requirements

1. General: It is strongly recommended that the Proposer submit proposals in the format identified in this RFP to allow the City to fully evaluate and compare the proposal. All requirements and questions in the RFP should be addressed and all requested data shall be supplied. The City reserves the right to request additional information which, in the City’s opinion, is necessary to assure that the Proposer’s competence, number of qualified employees, business organization, and financial resources are adequate to perform according to the Agreement.

2. Preparation: Proposals should be prepared in such a way as to provide a straightforward, concise delineation of capabilities to satisfy the requirements of this RFP. Responses should emphasize the Proposer’s demonstrated capability to perform the Services.

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Expensive bindings and promotional materials, etc., are not necessary or desired.

However, technical literature that supports the approach to providing the Services and work plan should be forwarded as part of the proposal. Emphasis should be concentrated on completeness, approach to the work and clarity of proposal.

3. Site Examination: Proposers may visit the City and its physical facilities to determine the local conditions which may in any way affect the performance of the work; familiarize themselves with all federal, state and local laws, ordinances, rules, regulations, and codes affecting the performance of the work; make such investigations, as it may deem necessary for performance of the Services at its proposal price within the terms of the Agreement; and correlate its observations, investigations, and determinations with the requirements of the Agreement.

4. Authorization: The proposal shall be signed by an individual, partner, officer or officers authorized to execute legal documents on behalf of the Proposer.

5. Confidentiality of Proposal: Pursuant to Michaelis, Montanari, & Johnson v. Superior Court (2006) 38 Cal.4th 1065, proposals submitted in response to this RFP shall be held confidential by City and shall not be subject to disclosure under the California Public Records Act (Cal. Government Code section 6250 et seq.) until after either City and the successful Proposer have completed negotiations and entered into an Agreement or City has rejected all proposals. All correspondence with the City including responses to this RFP shall become the exclusive property of the City and shall become public records under the California Public Records Act. Furthermore, the City shall have no liability to the Proposer or other party as a result of any public disclosure of any proposal or the Agreement.

If a Proposer desires to exclude a portion of its proposal from disclosure under the California Public Records Act, the Proposer must mark it as such and state the specific provision in the California Public Records Act which provides the exemption as well as the factual basis for claiming the exemption. For example, if a Proposer submits trade secret information, the Proposer must plainly mark the information as “Trade Secret” and refer to the appropriate section of the California Public Records Act which provides the exemption as well as the factual basis for claiming the exemption. Although the California Public Records Act recognizes that certain confidential trade secret information may be protected from disclosure, the City may not be in a position to establish that the information that a Proposer submits is a trade secret. If a request is made for information marked “Confidential”, “Trade Secret” or “Proprietary” (“Proprietary Information”), the City will provide Proposers who submitted the information with reasonable notice to seek protection from disclosure by a court of competent jurisdiction. Proposer shall have five (5) working days after receipt of such notice to give City written notice of Proposer's objection to the City's release of Proprietary Information. Proposer shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney's fees) arising out of a legal action brought to compel the release of Proprietary Information.

Proposals which indiscriminately identify all or most of the proposal as exempt from disclosure without justification may be deemed unresponsive and disqualified from further participation in this procurement.

6. Submittal Instructions: Electronic PDF file format via Planetbids. Please allow time for system to process your proposal. The proposal must be received before 3:00pm local Packet Page. 2603

time, on or before February 12, 2026. The City shall not be responsible for proposals that are not received on time. The City will not be responsible for and will not accept late bids due to slow internet connections, or incomplete transmissions.

K. General Conditions

1. Federal Requirements: If the Services are funded through a federal funding source, the successful Proposer and its subcontractors shall be required to take cognizance of and comply with all requirements set forth in the Federal Requirements, attached hereto as Exhibit “C”, and incorporated herein by this reference.

2. Amendments to RFP: The City reserves the right to amend the RFP and issue to all Proposers an addendum.

3. Amendments to Proposals: Unless specifically requested by the City, no amendment, addendum or modification shall be accepted after a proposal has been submitted to City.

If a change to a proposal that has been submitted is desired, the submitted proposal must be withdrawn and the replacement proposal submitted prior to the deadline stated herein for receiving proposals.

4. Non-Responsive Proposals: A proposal may be considered non-responsive if conditional, incomplete, or if it contains alterations of form, additions not called for, or other irregularities that may constitute a material change to the proposal.

5. Costs for Preparing: The City shall not compensate any Proposer for the cost of preparing any proposal, and all materials submitted with a proposal shall become the property of the City. The City will retain all proposals submitted and may use any idea in a proposal regardless of whether that proposal is selected.

6. Cancellation of RFP: City reserves the right to cancel this RFP at any time prior to contract award without obligation in any manner for proposal preparation, interview, fee negotiation or other marketing costs associated with this RFP.

7. Price Validity: Prices provided by Proposers in response to this RFP are valid for 120 days from the proposal due date. The City intends to award the contract within this time but may request an extension from the Proposers to hold pricing, until negotiations are complete, and the contract is awarded.

8. No Commitment to Award: Issuance of this RFP and receipt of proposals does not commit the City to award a contract. City expressly reserves the right to postpone the proposal for its own convenience, to accept or reject any or all proposals received in response to this RFP, to negotiate with more than one Proposer concurrently, or to cancel all or part of this RFP.

9. Right to Negotiate and/or Reject Proposals: City reserves the right to negotiate any price or provision, task order or service, accept any part or all of any proposals, waive any irregularities, and to reject any and all, or parts of any and all proposals, whenever, in the sole opinion of City, such action shall serve its best interests and those of the tax-paying public. The Proposers are encouraged to submit their best prices in their proposals, and City intends to negotiate only with the Proposer(s) whose proposal most closely meets City’s requirements at the lowest estimated cost. The Agreement, if any is awarded, shall go to the Proposer whose proposal best meets City’s requirements.

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10. Non-Discrimination: The City does not discriminate on the basis of race, color, national origin, religion, age, ancestry, medical condition, disability or gender in consideration for an award of contract.

11. Minor Irregularities: The City reserves the right to waive any minor irregularity, informality, or non-substantive deficiency in a proposal. A minor irregularity is one that:
a. Does not affect the responsiveness of the proposal;
b. Is merely a matter of form or format;
c. Does not change the relative standing or otherwise prejudice other proposals; d. Does not change the meaning or scope of the RFP;
e. Is trivial, negligible, or immaterial in nature;
f. Does not reflect a material change in the work; or
g. Does not constitute a substantial reservation against a requirement or provision.

In such cases, the Proposer may be notified of the deficiency and provided an opportunity to correct the irregularity, defect, or variation, or the City may elect to waive the deficiency and accept the proposal. The decision to waive a deficiency shall not modify or compromise the overall intent of the RFP or excuse the Proposer from full compliance with all material requirements if awarded a contract.

Publication Date of RFP: January 22, 2026
[END OF SECTION]
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EXHIBIT A

PROPOSED SCOPE OF SERVICES/SCHEDULE OF CHARGES
Dispositions – Develop marketing strategies for City projects which would consider stakeholder needs, changes in the regional and local commercial real estate markets, completing financial analysis tasks, and considering the impact of City Council approvals and other unique public-sector elements. Develop and distribute marketing materials to potential buyers, investors, and developers for the successful disposition of City properties. In the event the City seeks to solicit and negotiate with a developer to deliver specific uses on a particular site the vendor will engage with the developer to determine the City’s desired project and analyze its market viability, including SLA consultation, Project analysis, RFP development, Property marketing, offer evaluation and analysis, and disposition negotiations and closing needs.

Appraisals – Provide appraisals for the City including, Highest & Best Use Analysis, Property and Portfolio Appraisals, Market and Feasibility Studies, Evaluations (Alternative Valuations), Financial and Tax Reporting, Parking Studies, Litigation Support and Testimony, Right-of-Way and Eminent Domain, and Institutional Fund Valuations.

Massing Studies & Development Programming – Public engagement and outreach, analyzing, drafting, and implementation of land use development, zoning codes, and visioning documents.

Leasing – Vendor to assist with lease acquisitions, sublease and assignments, lease renewals, lease expansions, lease amendments, lease termination or buy-out, and lease costing estimates.

Acquisitions – Vendor to complete, as needed: market studies, due-diligence requests and reviews, entitlement investigations, financial analysis, project summary presentations, develop standard proposal form, and handle negotiations and aspects of the purchase transaction process.

Miscellaneous Real Estate Consulting – Consult the City on all commercial real estate needs. • Portfolio Strategy • Site Selection & Location Strategy • Location Intelligence • Workplace Solutions • Organizational Change & Transformation • Global Forecasting & Analytics • Occupancy Management • Network Advisory Solutions • Energy & Sustainability • Labor Analytics • Financial Consulting • Tenant Representation & Lease Negotiation • Transaction Services • Lease Administration • Site Selection • Location Incentives • Flexible Office Space Solutions • Corporate Capital Markets • Supply Chain Sourcing • Cost Advisory • Design • Project & Program Management • Principal Delivery • Move & Decommission • Construction Risk Services • Property Development & Investment • Buildings & Systems • Smart Buildings & Services • Experience Services (Host & Hospitality) • Integrated Outsourcing Solutions • Integrated Facilities Management • Business Analytics • Valuation & Advisory Services • Electric Vehicle Charging Solutions • Sustainability & Energy Management • Data & Technology.

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PROPOSAL CHECKLIST
(as detailed in Chapter II. Request for Proposals, Section E. of the RFP) # REQUIRED DOCUMENT INCLUDED IN

BID PACKAGE
1 Required - Proposal
Technical Proposal
 Executive Summary (E.1)
 Table of Contents (E.2)
 Identification of Proposer (E.3)
 Staffing Resources (e.g., Assigned Personnel experience) (E.4)  Experience and Technical Competence (E.6)
 Proposed Method to Accomplish the Work (E.7)
 Litigation History (if any) (E.10)
 Other Information (pertinent to proposal) (E.11)
 Completion of other similar projects;
 Community involvement (if any);
 Prior projects, agreements, involvement with the City (if any);  No Conflict-of-Interest statement.
 Certification of Proposal (E.12)
 “The undersigned hereby submits its proposal and, by doing so, agrees to furnish services to the City in accordance with the Request for Proposal (RFP), and to be bound by the terms and conditions of the RFP.”
 Appendices (E.13)
 Statement of “No Deviations from RFP” (F.)
 If proposer does not take any exceptions or deviations from the terms and conditions indicated in the agreement, then the proposer must indicate this information by making a statement within the proposal documents.

Fiscal Stability (E.5)
 Current report from any Commercial Credit Rating Service (e.g. Dunn & Bradstreet);or
 Line of credit; and
 Financial Statement.
☐
2 Required - Fee Proposal (E.8) ☐
3 Required - Certificate of Insurance (E.9) ☐
4 Required - Vendor Quote Form ☐
5 Required - Acknowledgement of Insurance Requirements ☐ 6 Required - Applicable Licenses ☐
Submittal Instructions: Electronic PDF file format via Planetbids on the date and time stated in the RFP.

Please allow time for system to process your proposal. The City shall not be responsible for proposals that are not received on time. The City will not be responsible for and will not accept late bids due to slow internet connection, or incomplete transmissions.

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CERTIFICATION OF PROPOSAL
(Required Submittal)
VENDOR NAME: PHONE:

ADDRESS:

RFP F-26-1049

PROFESSIONAL COMMERCIAL REAL ESTATE ADVISORY AND TRANSACTION

SERVICES
The undersigned hereby submits its proposal and, by doing so, agrees to furnish services to the City in accordance with the Request for Proposal (RFP), and to be bound by the terms and conditions of the RFP.

The undersigned further certifies that they are legally authorized to submit this proposal and to bind the entity on whose behalf this proposal is submitted, and that the information contained herein is true and correct to the best of their knowledge.

This proposal shall remain valid for a period of not less than 120 calendar days from the date of submission.
☐ This proposal includes exceptions to the RFP.

If checked, please identify the page number(s) and section(s) where exceptions appear:
☐ This proposal does not include exceptions to the RFP.

SUBMITTED BY: DATE: ___________________
(Authorized Representative Signature)
PRINT NAME: TITLE: ___________________
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VENDOR QUOTE FORM
(Required Submittal)
VENDOR NAME: PHONE:

ADDRESS:

RFP F-26-1049

PROFESSIONAL COMMERCIAL REAL ESTATE ADVISORY AND TRANSACTION SERVICES The undersigned hereby submits the following price quote in response to the above-referenced RFP. Pricing includes all labor, materials, equipment, transportation, and services necessary to perform the work described in the RFP.

ITEM NO. DESCRIPTION QUANTITY UNIT COST
TOTAL
AMOUNT

TOTAL VENDOR QUOTE
Total Number of Additional Pages:

I declare under penalty of perjury that the information provided herein is true and correct.

SUBMITTED BY: DATE: ___________________
(Authorized Representative Signature)
PRINT NAME: TITLE: ___________________
LIC. NO: CLASSIFICATION: DIR REG. NO: _______________
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ACKNOWLEDGEMENT OF INSURANCE REQUIREMENTS
(Required Submittal)
VENDOR NAME: PHONE:

ADDRESS:

RFP F-26-1049

PROFESSIONAL COMMERCIAL REAL ESTATE ADVISORY AND TRANSACTION

SERVICES
The Proposer shall demonstrate the willingness and ability to provide the required insurance coverage as set forth in the City requirements within ten (10) calendar days of notification of selection for contract award. The insurance requirements are detailed below:

COVERAGE TYPE MINIMUM POLICY LIMITS
Commercial General Liability $2,000,000 per occurrence/$4,000,000 aggregate for bodily injury, personal injury, and property damage
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage
Employer’s Liability $1,000,000 per occurrence
Professional Liability $1,000,000 per claim and aggregate (errors and omissions)
Cyber Liability (If applicable) $1,000,000 per occurrence By signing below, the Proposer acknowledges that they have reviewed the City’s insurance requirements and confirm their ability to meet these requirements within the specified timeframe.

SUBMITTED BY: DATE: ___________________
(Authorized Representative Signature)
PRINT NAME: TITLE: ___________________
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EXHIBIT B

CITY OF SAN BERNARDINO

PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO
AND [***INSERT NAME***]
This Agreement is made and entered into as of [***INSERT MONTH***] [***INSERT DATE***], 2024 by and between the City of San Bernardino, a charter city and municipal corporation organized and operating under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, CA 92401 (“City”), and [***INSERT NAME***], a [***INSERT TYPE OF ENTITY AND STATE - CORPORATION, PARTNERSHIP, SOLE PROPRIETORSHIP OR OTHER LEGAL ENTITY***] with its principal place of business at [***INSERT ADDRESS***] (hereinafter referred to as “Consultant”). City and Consultant are hereinafter sometimes referred to individually as “Party” and collectively as the “Parties.”

RECITALS
A. City is a public agency of the State of California and is in need of professional services for the following project:
[***INSERT DESCRIPTION***] (hereinafter referred to as “the Project”).

B. Consultant is duly licensed and has the necessary qualifications to provide such services.

C. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein.

NOW, THEREFORE, IT IS AGREED AS FOLLOWS:

AGREEMENT

1. Incorporation of Recitals. The recitals above are true and correct and are hereby incorporated herein by this reference.

2. Services. Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit “A.”

3. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel identified in their proposal. Consultant warrants that Consultant is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. Consultant further represents that no City employee will provide any services under this Agreement.

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4. Compensation.
a. Subject to paragraph 4(b) below, the City shall pay for such services in accordance with the Schedule of Charges set forth in Exhibit “A.” [***Alternatively, the compensation schedule may be described here***]
b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of $[***INSERT NOT TO EXCEED AMOUNT***]. This amount is to cover all related costs, and the City will not pay any additional fees for printing expenses. Consultant may submit invoices to City for approval. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice.

The invoice shall describe in detail the services performed and the associated time for completion.

Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices.

5. Additional Work. If changes in the work seem merited by Consultant or the City, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement. a. Adjustments. No retroactive price adjustments will be considered.

Additionally, no price increases will be permitted during the first year of this Agreement, unless agreed to by City and Consultant in writing. [***Additionally, the City may include a CPI price adjustment, delete the following language if such adjustment will not be used***] Annual increases shall not exceed the percentage change in the Consumer Price Index- All urban consumers, All Items - (Series ID# CUURS49CSA0) Riverside-San Bernardino – Ontario, CA areas for the twelve (12) month period January through January immediately preceding the adjustments and be subject to City’s sole discretion and approved (if needed) for budget funding by the City Council.

6. Term. This Agreement shall commence on the Effective Date and continue through the completion of services as set forth in Exhibit “A,” unless the Agreement is previously terminated as provided for herein (“Term”). [***Alternatively, the term can be spelled out in this section without reference to the Exhibit***]

7. Maintenance of Records; Audits.
a. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times for a period of four (4) years from the Effective Date.
b. Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment Packet Page. 2612

under the contract for inspection by City.

8. Time of Performance. Consultant shall perform its services in a prompt and timely manner and shall commence performance upon receipt of written notice from the City to proceed.

Consultant shall complete the services required hereunder within Term.

9. Delays in Performance.
a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the nonperforming Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Consultant’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety. b. Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Delays shall not entitle Consultant to any additional compensation regardless of the Party responsible for the delay. c. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

10. Compliance with Law.
a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement.

11. Standard of Care. Consultant’s services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions. Consultant’s performance shall conform in all material respects to the requirements of the Scope of Work and meet the Key Performance Indicators, attached hereto as Exhibit “B”, and incorporated herein by this reference. [***IF NO PERFORMANCE

INDICATORS WILL BE USED DELETE THE ABOVE LANGUAGE AND ACCOMPANYING EXHIBIT B***]
Packet Page. 2613

12. Conflicts of Interest. During the term of this Agreement, Consultant shall at all times maintain a duty of loyalty and a fiduciary duty to the City and shall not accept payment from or employment with any person or entity which will constitute a conflict of interest with the City.

13. City Business Certificate. Consultant shall, prior to execution of this Agreement, obtain and maintain during the term of this Agreement a valid business registration certificate from the City pursuant to Title 5 of the City’s Municipal Code and any and all other licenses, permits, qualifications, insurance, and approvals of whatever nature that are legally required of Consultant to practice his/her profession, skill, or business.

14. Assignment and Subconsultant. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder.

15. Independent Consultant. Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided. Any personnel performing the work governed by this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance.

16. Insurance. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Additional Insured
The City of San Bernardino, its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Consultant’s and its subconsultants’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents.
b. Commercial General Liability
(i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at Packet Page. 2614

least as broad as the following:

Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent.
(iii) Commercial General Liability Insurance must include coverage for the following:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
(6) Explosion, Collapse and Underground (UCX) exclusion deleted
(7) Contractual Liability with respect to this Contract (8) Broad Form Property Damage
(9) Independent Consultants Coverage
(iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
(v) The policy shall give City, its elected and appointed officials, officers, employees, agents, and City-designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. c. Automobile Liability
(i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).

Packet Page. 2615

(iii) The policy shall give City, its elected and appointed officials, officers, employees, agents and City designated volunteers additional insured status. (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention.
d. Workers’ Compensation/Employer’s Liability
(i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.
(ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this section.
e. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein.

This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. f. Privacy/Network Security (Cyber)
At all times during the performance of the work under this Agreement, the Consultant shall maintain privacy/network security insurance for: (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and the (4) introduction, implantation or spread of malicious software code, in a form and with insurance companies acceptable to the City. g. Aviation and/or Drone Liability [***INSERT “NOT APPLICABLE” IF NOT REQUIRED***]
At all times during the performance of the work under this Agreement, the Consultant shall maintain Aviation and/or Drone Liability insurance for bodily injury and property damage, in a form and with insurance companies acceptable to the City.
h. Minimum Policy Limits Required
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(i) The following insurance limits are required for the Agreement:

Combined Single Limit
Commercial General Liability $2,000,000 per occurrence/$4,000,000 aggregate for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage
Employer’s Liability $1,000,000 per occurrence
Professional Liability $1,000,000 per claim and aggregate (errors and omissions)
Cyber Liability $1,000,000 per occurrence and aggregate Aviation and/or Drone Liability $1,000,000 per occurrence limit [***INSERT NOT APPLICABLE IF NOT REQUIRED***]
(ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. i. Evidence Required
Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. j. Policy Provisions Required
(i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of the premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver Packet Page. 2617

renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration. (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss. (iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement. (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. k. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or
companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
l Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities Packet Page. 2618

and obligations otherwise assumed by the Consultant pursuant to this Agreement, including, but not limited to, the provisions concerning indemnification. (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. (iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor the City Council, nor any member of the City Council, nor any of the officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. m. Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants.

17. Indemnification.
a. To the fullest extent permitted by law, Consultant shall defend (with counsel reasonably approved by the City), indemnify and hold the City, its elected and appointed officials, officers, employees, agents, and authorized volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s services, the Project, or this Agreement, including without limitation the payment of all damages, expert witness fees, attorneys’ fees and other related costs and expenses. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, the City Council, members of the City Council, its employees, or authorized volunteers. Consultant’s indemnification obligation shall survive the expiration or earlier termination of this Agreement.
b. If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to the extent Packet Page. 2619

which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of the services or this Agreement, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

18. California Labor Code Requirements. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Consultant agrees to fully comply with such Prevailing Wage Laws, if applicable. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).
[***IF CITY IS AWARE THAT THE CONSULTANT WILL PERFORM WORK

SUBJECT TO PREVAILING WAGE LAW, PLEASE CONTACT LEGAL COUNSEL TO OBTAIN GUIDANCE REGARDING REVISING THE FOLLOWING PROVISION***]If the Services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements.

19. Verification of Employment Eligibility. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same.

20. Laws and Venue. This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of San Bernardino, State of California.

21. Termination or Abandonment
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a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (10) calendar days’ written notice to Consultant. In such event, City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion of the work completed and/or being abandoned. City shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work.
b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days’ written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant.

22. Attorneys’ Fees. In the event that litigation is brought by any Party in connection with this Agreement, the prevailing Party shall be entitled to recover from the opposing Party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing Party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. The costs, salary, and expenses of the City Attorney’s Office in enforcing this Agreement on behalf of the City shall be considered as “attorneys’ fees” for the purposes of this Agreement.

23. Responsibility for Errors. Consultant shall be responsible for its work and results under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant’s professional services occurs, Consultant shall, at no cost to City, provide all other services necessary to rectify and correct the matter to the sole satisfaction of the City and to participate in any meeting required with regard to the correction.

24. Prohibited Employment. Consultant shall not employ any current employee of City to perform the work under this Agreement while this Agreement is in effect.

25. Costs. Each Party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

26. Documents. Except as otherwise provided in “Termination or Abandonment,” above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City.

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27. Organization. Consultant shall assign [***INSERT NAME***] as Project Manager.

The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City.

28. Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above.

29. Notice. Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to the following addresses and shall be effective upon receipt thereof:

CITY:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: [***INSERT DEPARTMENT HEAD
TITLE OR “City Manager”***]
With Copy To:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: City Attorney
CONSULTANT:
[***INSERT NAME, ADDRESS & CONTACT
PERSON***]

30. Third Party Rights. Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant.

31. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

32. Entire Agreement. This Agreement, including Exhibit “A,” represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each Party acknowledges that no representations, inducements, promises, or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This is an integrated Agreement.

33. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such determination Packet Page. 2622

shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of this Agreement shall remain in full force and effect.

34. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each Party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void.

35. Non-Waiver. The delay or failure of either Party at any time to require performance or compliance by the other Party of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. The waiver of any right or remedy with respect to any occurrence or event shall not be deemed a waiver of any right or remedy with respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

36. Time of Essence. Time is of the essence for each and every provision of this Agreement.

37. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain, or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

38. Amendments. Only a writing executed by all of the Parties hereto or their respective successors and assigns may amend this Agreement.

39. City’s Right to Employ Other Consultants. City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects.

40. Prohibited Interests. Consultant maintains and warrants that it has neither employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

41. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one single Agreement.

Packet Page. 2623

42. Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by doing so, the Parties hereto are formally bound to the provisions of this Agreement.

43. Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature.

44. [***DELETE SECTION IF THESE PENALTIES WILL NOT BE USED***] Disciplinary Actions in Phases for Non-Performance. Failure for Consultant to perform its obligations under this Agreement or comply with the Performance Indicators may result in disciplinary action as follows:
(i) Informal Warning (Written or Verbal). Consultant is given a warning in regards to non-performance. If a verbal warning is issued, it will be confirmed with an electronic correspondence to the Consultant.
(ii) Formal Written Warning. A formal written warning is issued to Consultant pursuant to Section 29 of this Agreement. Consultant must respond within 5 to 10 days of receipt of the formal warning. Upon response from the Consultant, Consultant shall be provided a reasonable time to make corrections to their performance. This time period (iii) Formal Penalty Issued. A penalty of 15% of the Consultant’s current invoice amount or annual contract amount is deducted for non-performance after previous warnings have been issued.
(iv) Termination of Contract. If the performance has not been corrected after all warnings and previous penalties have been exhausted, City may terminate the contract pursuant to Section 21 of this Agreement.
[SIGNATURES ON FOLLOWING PAGE]
Packet Page. 2624

SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO
AND [***INSERT NAME***]
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SAN BERNARDINO
APPROVED BY:

Rochelle Clayton
Acting City Manager
ATTESTED BY:

Genoveva Rocha, CMC
City Clerk
APPROVED AS TO FORM:

Best Best & Krieger LLP
City Attorney

CONSULTANT

Signature

Name

Title
Packet Page. 2625

EXHIBIT A
[***ATTACH OR INSERT: Scope of Services / Schedule of Charges and Payments / Activity Schedule***]
Packet Page. 2626

[***IF NO PERFORMANCE INDICATORS WILL BE USED INSERT “NOT APPLICABLE” IN EXHIBIT B***]

EXHIBIT B

KEY PERFORMANCE INDICATORS OR PERFORMANCE REQUIREMENTS

1. Performance Expectations
 A Performance Measurement Plan (“Performance Plan”) will be developed by the City [***INSERT DEPARTMENT***], and will be reviewed on a quarterly basis.  Consultant will track and document all performance measures identified in the Performance Plan. Measures will include, but a not limited to the measures listed below:
 Consultant will develop and distribute, electronically, a monthly summary report showing the current status and 12 month trend of each performance measure  Consultant will attend quarterly meetings scheduled by the City [***INSERT DEPARTMENT***]and present and discuss performance measures  Consultant will track all cost savings for all orders requested by Waste Resources and will report their total Cost Savings on a quarterly basis

2. Performance Measures

1. Safety:
a. Definition: the condition of being protected from or unlikely to cause danger, risk, or injury
b. Safety Measures is related to PW projects when a contractor is conducting work on a county facility and/or delivery materials and services to a county facility

2. Quality:
a. Definition: the standard of something as measured against other things of a similar kind; the degree of excellence of something.
b. Quality Measure is related to final result of a product or service. Ex. was the monitor installed correctly, crooked, upside down? Were monthly/annual inspections done correctly/on time, were they incomplete.

3. Cost Savings:
a. Definition: a reduction in expenses, especially in business b. Cost Savings Measure is related savings that a vendor makes and passes on to the County.

4. On-Time Delivery:
a. Definition: On Time Delivery or OTD refers to a key performance indicator measuring the rate of finished product and deliveries made in time. This rate is expressed in a total number of units delivered within a set period defined by the customer and the supplier.
b. On-Time Delivery measure is related to service contracts, were the samples delivered on time to the lab. This can also refer to pick-up services such as with environmental contracts that deal with hazardous samples Packet Page. 2627

EXHIBIT C

FEDERAL REQUIREMENTS
[***INSERT APPLICABLE FEDERAL REQUIREMENTS – REQUIREMENTS WILL CHANGE BASED ON FUNDING SOURCE***]
Packet Page. 2628
Proposal for
Real Estate Advisory
and Transaction Services
RFP F-26-1049 Professional Commercial
Real Estate Advisory and Transaction Services
February 12, 2026
Packet Page. 2629

1. Executive Summary
Karlen Beitman
Senior Vice President
Public Institutions
Executive Summary
Jones Lang LaSalle Americas, Inc. (“JLL”) is pleased to present our proposal in response to the City of San Bernardino’s Request for Proposals (RFP) F-26-1049 for Professional Commercial Real Estate Advisory and Transaction Services. We understand the City is seeking a partner to help transition its real estate portfolio from a collection of assets into a strategic platform for operational efficiency, portfolio optimization, and transformative community value creation. This proposal outlines JLL's comprehensive capabilities to support the City in achieving these critical objectives.

From our work across the country and, in and around the Inland Empire, we are seeing cities respond to constrained and uncertain budget climates by turning to their real estate portfolios to minimize costs, maximize property utilization, and identify new revenue streams to ensure public assets are managed efficiently and essential services are delivered amid fiscal pressures.

Led by our Account Director, Eileen Tumalad, JLL will provide the City with an integrated team equipped to deliver the requested commercial real estate advisory and transaction services, driven by real-time market data and in-depth portfolio intelligence to identify opportunities to optimize your portfolio. Our team brings a differentiated approach built from our experience as:
• The national leader in real estate advisory and transaction services for government entities. At the Federal, State, and Local Government levels, JLL has assessed over 1 million assets and over 250 million square feet of public real estate and facilities in the last five years alone.
• A lead real estate advisor for peer municipalities across Southern California. Our work with cities like Escondido, Riverside, Ontario, and Fontana on civic campus consolidation, surplus land monetization, portfolio advisory services, and large-scale P3 initiatives provides us with direct, relevant experience to serve as San Bernardino's real estate partner. • An integrated team of advisors and transaction specialists focused on action. We are committed to being a transformational, not merely transactional, partner. Our proposal demonstrates our ability to deliver the entire Scope of Work outlined in the RFP, ensuring a seamless and accountable partnership.

To demonstrate our unparalleled qualifications, our proposal is organized to align directly with the City’s evaluation criteria, detailing our experience, proposed approach, fee proposal scenarios, and the dedicated account team assigned to your success.

JLL is more than a service provider; we are a strategic partner invested in the City of San Bernardino’s success. We are confident that our team, our platform, and our proven methodology are the right choice to help leverage the City’s real estate assets to ensure a vibrant, efficient, and prosperous future. 2 Packet Page. 2630
Contents
1: Executive Summary 02
2: Table of Contents 03
3: Identification of Proposer 04
4: Staffing Resources 06
5: Fiscal Stability 17
6: Experience and Technical Competence 50
7: Proposed Method to Accomplish the Work 64
8: Fee Proposal 106
9: Insurance 116
10: Litigation 119

11. Other Information 121

12. Certification of Proposal 123

13. Appendices 125
3 Packet Page. 2631
Identification of
Proposer
3 4 Packet Page. 2632

3. Identification of Proposer
Identification of Proposer
Jones Lang LaSalle (JLL) is a Fortune 200 leading professional services firm that specializes in real estate and investment management. JLL is the brand name, and a registered trademark of Jones Lang LaSalle Incorporated, which is the parent company of Jones Lang LaSalle Americas, Inc. For further information, visit jll.com.

We are a Fortune 500® company with annual revenue of $23.4 billion and operations in over 80 countries around the world, our more than 113,000 employees bring the power of a global platform combined with local expertise. Driven by our purpose to shape the future of real estate for a better world, we help our clients, people and communities SEE A BRIGHTER WAYSM.

An industry leader in successfully delivering our clients innovative and cost-effective real estate solutions, we offer a robust understanding of the real estate market through an unmatched global reputation, exhaustive real estate research, unrivaled technology solutions and a deep commitment to teamwork, ethics, and sustainability. In addition to our diverse private clients across the globe, this ethos has made us the preferred provider of real estate expertise to the public sector.

JLL corporate
locations
JLL locations
Selected recognition
Legal Name
Jones Lang LaSalle Americas, Inc.

Legal Form of Company
Corporation
Parent Company
Jones Lang LaSalle, Incorporated
Corporate Headquarters
200 East Randolph Street
Chicago, IL 60601
Proposal Representative
Karlen Beitman
Senior Vice President, Public Institutions
4727 Executive Dr 11th floor
San Diego, CA 92122
+1 312 221 3838
[email protected]
California State
Business License
2011559
5 Packet Page. 2633
4 Staffing Resouces
6 Packet Page. 2634

4. Staffing Resources
Eileen Tumalad , representing JLL's
Government Advisory team, will serve
as the main point of contact on all
assignments and will be responsible for
the day to day account management
between the City and JLL, including
reporting, documentation and quality
control of service delivery, with Karlen
Beitman providing executive oversight.

Depending on the scope of the project,
Eileen will work with Sean Blonquist
to lead our local bench of leasing,
project and development services and
other specialists for specific projects.

Kameshia is available as a platform
resource providing her expertise
managing significant government real
estate portfolios. Eileen and her team are
responsible for leveraging the breadth
of experience across multiple disciplines
from our other platform services experts.

JLL has the resources, capacity and
scalability to execute transactions for
the City across a diverse set of property
types, and will engage other specialists
as required depending on the scope and
geographic needs of the assignment.

Eileen, Sean and Mark will be the
three JLL team members that will be
principally responsible for working
with the City.

Firm Staffing and Key Personnel
Commercial Real Estate Advisory and
Transaction Account Leadership
Sean Blonquist
Account Manager
Transactions and
Markets Advisory
JLL Platform
Partners
Appraisals
W. Cameron
Boone IV, MAI,
R/W-AC
Leasing,
Market Expert
Mark AcAdams
Massing Studies
& Development
Programming
Sylvia Kline
Misc. Real Estate
Consulting
Karlen Beitman
Eileen Tumalad
Kameshia Freeman
Public Institutions Advisory
Karlen Beitman
Executive Oversight ,
Government Advisory
Eileen Tumalad
Account Director,
Government Advisory
Acquisitions &
Dispositions
Mark McAdams
Jeff Adkison
Rob McRichie
7 Packet Page. 2635

4. Staffing Resources
Karlen Beitman
Senior Vice President | Local Government Advisory
• 17+ years of commercial real
estate and public advisory
experience
• 2022 Technical Assistants
Panel ULI
• Emmy® Award for Writing
and Producing
Achievements
Current responsibilities
Karlen Beitman joined the organization in 2025 and is based in the Denver office. In his role as Senior Vice President, Mr. Beitman delivers comprehensive real estate advisory services to clients throughout North America. Mr. Beitman’s current responsibilities include leading major client engagements across multiple practice areas, developing and mentoring the Vice President team, and spearheading business development initiatives with key stakeholders. Mr. Beitman also oversees the enhancement of financial modeling capabilities and provides strategic perspective for cross-departmental growth efforts. Additionally, Mr. Beitman works closely with clients to understand their specific requirements and develop creative, collaborative solutions to complex real estate challenges.

Experience
Prior to his role with Public Institutions, Mr. Beitman served as Senior Director of Real Estate at LandGate, Inc., where he led strategic real estate initiatives across the organization. Previously, Mr. Beitman held the position of Mountain-Northwest Regional Manager for Public Institutions at CBRE, providing advisory services to institutional clients throughout the region. Mr. Beitman also served as Real Estate Director at Denver International Airport, where he managed complex transactions and development projects. His expertise in portfolio optimization and investment strategies has contributed to numerous successful capital improvement initiatives across various institutional settings.

Education and Affiliations
M.S. Urban Planning & Policy, University of Chicago
MBA Real Estate, Roosevelt University
• County of San Diego
• City of San Diego
• Denver International Airport
• Adams County, CO
• Tucson International Airport
• Oklahoma City Airport Trust
• Johnson & Wales University
• State Land Commission
of California
• West Virginia University
• Douglas County School District
• Englewood School District
• Snohomish County Fire District
• Oregon Dept of State Land
• Weber County, UT
• Montana Dept of
Natural Resources
• Durango 9R
Select Clients & Projects
8 Packet Page. 2636

4. Staffing Resources
Kameshia Freeman
Senior Vice President | Local Government Advisory
• M.B.A. Marketing, Dallas Baptist
University; B.S. Agricultural
Economics, University of
Arkansas Pine Bluff
• Led a team to develop the third
and fourth generation IDIQ
brokerage contracts, resulting
in multi-million-dollar savings,
improved operational efficiency,
and in alignment with GSA’s
strategic goals
• Managed a national brokerage
program that brought in $450M in
broker commission and $300M in
rent credits over the last 15 years
• Led 1102 and 1170 series
acquisition teams for more than
15 years including developing,
reviewing, and advising on
acquisition strategies and policies
for the federal government
Achievements
Current responsibilities
Kameshia Freeman is a Senior Vice President in the Public Institutions group. She is responsible for grow existing and establish new services with government agencies by leveraging a management executive and account-level network nationally and solving complex challenges creatively and effectively. She is a results-oriented leader with more than 15 years of experience in driving productive change, leading teams to impactful goals, and overseeing both the operational processes and administrative functions in fast-paced, highly regulated environments..

Experience
Prior to joining JLL, Kameshia served as Chief Operating Officer (COO) at a Dallas-based commercial real estate firm, while simultaneously serving as advisor for a private equity firm acquiring GSA assets. As COO, she provided guidance and support in overseeing daily operations while facilitating the company’s strategy and direction. She worked for GSA since 1999, most recently as the Director for the Center of Broker Services in Washington, DC (2013 to 2020) where she managed the national brokerage program which resulted in more than 5,500 task order awards over the past 15 years; from 2009 to 2013 she was an Executive Officer in Atlanta, GA where she developed policies and implemented strategic plans to meet the Leasing Division’s goals and objectives, implemented the national broker contracts, and served as a client liaison managing the relationships and agency needs while ensuring resolutions to those challenges; from 2007 to 2009 she was Branch Chief in Atlanta leading 1170 and 1102 acquisition teams in the Leasing Division; from 2005 to 2007, she was a Supervisory Real Estate Specialist in Houston, TX, where she developed client relationships and managed their space needs.

Recognition
Kameshia has been recognized numerous times in her professional career while serving in both public and private sectors. She is the recipient of the CREW Dallas Catalyst Award (2025), Globe St. Women of Influence Award (2024), Dallas Business Journal Leaders in Diversity Award (2024), Connect CRE Women in Real Estate (2023), GSA Acquisition Innovation in Action Award (2020), GSA Project Management Award (2016), and the GSA Real Property Innovation Special Achievement Award (2016). She serves on numerous boards including ULI Dallas Fort Worth, CREW Dallas, and AAREP DFW. Kameshia has a passion for service and giving back.

She was recognized for her efforts and inducted into the 2023 UAPB Alumni Hall of Fame in the business category.
• U.S. General Services
Administration
• County of Los Angeles
• Commonwealth of Virginia
• Commonwealth of Kentucky
• Fort Worth Housing Solutions
Representative clients
9 Packet Page. 2637

4. Staffing Resources
Eileen Tumalad
Vice President | Local Government Advisory
• 15 years of economic and real
estate market analysis experience
• Experience with the award
Achievements
Current responsibilities
Ms. Tumalad provides real estate development, financial and market analysis, and economic development advisory services to public sector clients across the United States and in Canada.

Experience
Ms. Tumalad is currently assisting a number of public sector clients providing a range of services, including development advisory, financial feasibility analysis, highest and best use valuation, public private partnership (P3) development, and transaction and solicitation advisory. Some notable projects include:

City of Los Angeles
Development advisory, transaction and solicitation advisory, and financial analysis in support of disposition of trophy site in Downtown Los Angeles
San Mateo County Transit District
Development advisory, transaction and solicitation advisory, and financial analysis for the redevelopment of their headquarters in San Carlos, CA via a P3 structure California High Speed Rail
Market research and analysis, strategic planning, financial analysis, P3 assessment and transaction advisory.

County of San Diego
Development advisory, transaction and solicitation advisory, and financial analysis for a number of County-owned sites, including the disposition of three blocks in Downtown San Diego Redevelopment Agency of Salt Lake City
RE advisory services in support of development of 20,000 acres in Salt Lake City San Diego Unified Port District
Strategic planning, solicitation advisory, and highest and best use valuation Civic San Diego
Real estate and market study in support of Opportunity Zone development and solicitation advisory on redevelopment of 5-acre site in downtown San Diego City of San Jose
Strategic planning and tax impact analysis related to San Jose International Airport Prior to joining JLL, Ms. Tumalad worked for the New York City Economic Development Corporation (NYCEDC). As an Assistant Director of Research, Ms. Tumalad managed and performed economic analysis and investment advisory work for large-scale speculative real estate developments, tax incentive deals, and transportation infrastructure projects.

Education and Affiliations
Ms. Tumalad earned a Masters of Public Policy from the University of Chicago’s Harris School of Public Policy, as well as a BA in economics from the University of California, Berkeley. • San Mateo County Transit District
• Los Angeles World Airports
• California High Speed
Rail Authority
• San Diego Unified Port District
• City of Los Angeles
• City of San Diego
• County of San Diego
• City of San Jose
• Civic San Diego
• Redevelopment Agency of Salt
Lake City, Utah
• NASA
Representative clients
10 Packet Page. 2638

4. Staffing Resources
Sean Blonquist
Vice President | Local Government Advisory
• 20 years in the AEC industry
• Planning and delivering
development projects from
10,000 SF to 2 million SF and
ranging in value from $50,000
to over $500 million
Achievements
Current responsibilities
Sean Blonquist is an specialist in project controls, stemming from 16+ years experience in operations as a General Contractor in the commercial sector. He leads the project controls practice for JLL’s West Division and is responsible for delivering projects, advising project teams, and enhancing collaboration across work groups. Sean delivers complex projects, through properly accounting for costs, schedules, and client goals. Since coming to JLL, he has been working with various clients across a variety of asset classes on all types of complex renovation and ground up projects, many with varied levels of programming components. One of Sean’s focus areas over the last 5 years has been public infrastructure, specifically higher education and multifamily projects.

Experience
Since joining JLL in 2018, Sean has built on his experience with constructability analysis, groundup, core and shell and tenant improvement projects in the hospitality, commercial, housing, healthcare, mixed use, and heavy civil sectors. Most recently, he has been involved in multiple IPD (Integrated Project Delivery) projects with an emphasis on lean processes and highly collaborative, integrated project teams. Three projects highlight his relevant experience:

Select Clients & Projects
Cabrillo College Student Housing
Aptos, CA / 260K GSF / $180M. Project Controls / TVD Lead Feasibility study, grant submission, predevelopment, and construction of a 600+ bed student housing facility, shared between Cabrillo College and UC Santa Cruz. JLL is leading all aspects of feasibility, grant funding, CEQA approval, developer solicitation, and development management for the project, targeted for occupancy for the 2027-2028 school year.

California State University, Northridge Feasibility Study Northridge, CA / 210K GSF / Cost and construction logistics lead JLL provided conceptual cost estimates based on initial massing and updated, detailed hard and soft cost estimates based on criteria documents. Estimate packages included highlights of cost drivers and local trends, as well as potential project constraints and opportunities. In partnership with JLL Public Institutions, these estimates and project planning documents were used as inputs to the overall feasibility study.

University of California, San Francisco Faculty & Student Housing* San Francisco, CA / 390K SF / $170M. Design Manager
While working with a General Contractor, Sean was design manager for a complex 600-units housing project, located one block south of UCSF Mission Bay campus. Sean led the team through design and the initial phases of construction to deliver the project within 1% of the original estimate (developed 7 years prior) and returned $3 million in savings to UCSF at the end of the project.

Education and Affiliations
B.S. Construction Engineering Management (CEM), Oregon State University • UC San Francisco
• CSU Northridge
• San Jose State University
• Cabrillo College
• UC Santa Cruz
• Whittier College
• City of San Diego
• Lynnwood Public Facilities
District
• County of San Diego
• City of Santa Rosa
• Transbay Joint Powers Authority*
• SFO Airport *
Representative clients
11 Packet Page. 2639

4. Staffing Resources
Mark McAdams
Vice President | Real Estate Advisory and Transactions
Current responsibilities
As Vice President, Mark McAdams is responsible for agency client and tenant representation services, as well as new business development. Mark specializes in the Inland Empire market area (San Bernardino and Riverside counties) as well as San Gabriel Valley with a career spanning over 30+ years.

Experience
Mark has extensive experience in the commercial real estate industry. He has been involved in various complex assignments in agency leasing and tenant representation.

Landlord Representation: Marketed and leased over 15M square feet. Assisted with ground up development from site consulting through final lease up and sale.

Tenant Representation: Handled over 4M square feet of transactions ranging in all sizes up to 113,000 square feet for clients including CUNA Mutual and California League of Credit Unions.

Sales Transactions: Investment transactions totaling over 1.5M square feet. Highlighted by the representation for John Hancock Life in the sale of Transpark Center in Ontario, an 800k square feet office & industrial mixed-use project.

Land Sales: The sale of over 130 acres in the Inland Empire to corporate clients as well as developers.

Mark also spent time on the institutional landlord side of the business with Deutsch Bank, which further refined his skills and has made him more valuable to his clients.

Education and Affiliations
Mark attended the University of California, Santa Barbara where he earned a Bachelor of Arts in Economics.
• Eide Bailly
• Ques / Quanta
• Gold Star Foods
• BNSF
• Leidos
• New Egg
• American Red Cross
• Morgan Stanley
• United Healthcare
Representative clients
12 Packet Page. 2640

4. Staffing Resources
Jeff Adkison
Managing Director | JLL Capital Markets
• 20+ years of real estate
experience
• 20+ years with JLL
Achievements
Current responsibilities
Jeff Adkison is Managing Director in JLL’s Development and Asset Strategy group within the Capital Markets Group. Jeff specializes in land and underutilized real estate assets. He advises clients on assets ranging from high value urban core locations of less than one acre to largescale parcels in excess of 50,000 acres.

Jeff brings more than 20 years of real estate experience in markets throughout North America.

Prior to joining JLL, Jeff was an institutional real estate investment and development executive with Mitsui/SBD Properties.

Jeff has been working on a number of high profile projects in Hawaii including the sale of the Toyota National Headquarters Campus in Torrance California. He has recently been managing several high profile development project land dispositions throughout the Western U.S. Jeff has facilitated development, underwriting and capital structuring on transactions spanning all major asset classes of land, office, industrial, retail, multi-family and hospitality facilities.

Jeff also has substantial experience advising institutional clients on portfolio land development and acquisitions.

Representative Development Transactions
Property Location Volume
NBC Los Angeles, CA 130 acres
Ponto – Carlsbad San Diego, CA 21 acres
Kaiser Hospital Kearny Mesa, CA 30 acres
Fremont – Pacific Commons Fremont, CA 150 acres
Astra Zeneca Carson, CA 14 acres
NRG San Diego, CA 120 acres
Los Angeles Times Los Angeles, CA 26 acres
Toyota National HQ Torrance, CA 110 acres
Education and Affiliations
Jeff holds a B.A. in economics from the California State University at Fullerton and is a licensed real estate broker.

Specialties
• Land Development
• Infill development
• Master plan developments
• Ground up developments
• Joint Venture Equity
• Kaiser Health Systems
• Astra Zeneca
• Bayer
• Adventist Health
• NBC / Universal
• Cisco Systems
• Microsoft Corporation
• Proctor & Gamble
• Shell Corporation
• Toyota
• Northrop Grumman
• General Motors
• Exxon Mobil
• General Motors
• Hewlett Packard
• Providence Health
Representative clients
13 Packet Page. 2641

4. Staffing Resources
Rob McRitchie
Senior Director | JLL Capital Markets
• 25+ years of real estate
experience
• 10+ years with JLL
Achievements
Current responsibilities
Rob McRitchie has over 25 years of real estate experience in markets covering Los Angeles and Southern California. Recognized as an authority in urban in-fill and adaptive reuse projects, Rob helps clients to recognize opportunities and to effectively navigate the complexities of urban acquisition, disposition and development. Rob is considered an expert in Los Angeles and its surrounding neighborhoods.

In addition, Rob leads JLL’s overseas residential sales practice. JLL sells over 70% of the international residential properties purchased in Asia. The US-based team advises developers as to how to best position their development for the Asian buyer and facilitates the logistics for Asian sales events, functioning as a bi-cultural guide in the dynamic Asian market. Previously, Rob was a Director for Heisman Properties, LLC, a privately held urban real estate investment, development and management organization based in Los Angeles. At Heisman he oversaw the financing, development and construction of several urban buildings in multiple states. Rob has extensive experience in various tax credit programs and the preservation and conversion of historical buildings in metropolitan areas.

Representative Development Transactions
Property Location Volume
NBC Los Angeles, CA 130 acres
Ponto – Carlsbad San Diego, CA 21 acres
Kaiser Hospital Kearny Mesa, CA 30 acres
Fremont – Pacific Commons Fremont, CA 150 acres
Astra Zeneca Carson, CA 14 acres
NRG San Diego, CA 120 acres
Los Angeles Times Los Angeles, CA 26 acres
Toyota National HQ Torrance, CA 110 acres
Education and Affiliations
Rob received his bachelor’s degree in Urban Planning and Development from the University of Southern California. He is involved in many Downtown organizations including the Central City Association where he serves as an executive committee member, the Historic Downtown Los Angeles Business Improvement District and the Economic, Transportation and signage Committees for Historical Broadway.

Specialties
• Land Development
• Infill development
• Master plan developments
• Ground up developments
• Joint Venture Equity
• Kaiser Health Systems
• Astra Zeneca
• Bayer
• Adventist Health
• NBC / Universal
• Cisco Systems
• Microsoft Corporation
• Proctor & Gamble
• Shell Corporation
• Toyota
• Northrop Grumman
• General Motors
• Exxon Mobil
• General Motors
• Hewlett Packard
• Providence Health
Representative clients
14 Packet Page. 2642

4. Staffing Resources
W. Cameron Boone IV, MAI, R/W-AC
Managing Director | Appraisals - Valuations and Risk
Advisory
Current responsibilities
Cameron Boone is an Managing Director with JLL Value & Risk Advisory. His experience includes expert witness testimony and appraisal and consulting analysis of real property for a variety of purposes, including infrastructure projects, litigation, eminent domain, estate tax planning, and lending.

Cameron’s experience spans a variety of property types including unimproved vacant land, single-family residential, multi-family residential, industrial, commercial, retail, office, subdivisions, master-planned communities, mixed-use development, self-storage, shopping malls, television studios, agriculture and ranch land, mineral rights, conservation easements, timberland, hotels, recreational land, solar farms, right of way corridors, airports, conservancies, special use properties, and more.

Experience
At JLL, Cameron leads a team specializing in the valuation of public infrastructure projects across the United States, including the valuation of hundreds of miles of right of way for roadways, transmission lines, fiber optic communications, and pipelines. Notable clients include the Texas Department of Transportation, NASA, the US Department of Justice, and the US Department of the Interior.

Education and Affiliations
Baylor University, Bachelor of Arts
Certifications and affiliations
• Appraisal Institute, Member (MAI)
• Appraisal Institute, Houston Chapter – Board of Directors (2019 – 2024) • Appraisal Institute, Houston Chapter - President (2023) • Alabama
• Arizona
• Arkansas
• California
• Colorado
• Florida
• Kansas
• Louisiana
• Mississippi
• Missouri
• New Mexico
• New York
• North Carolina
• Ohio
• Oklahoma
• Pennsylvania
• Tennessee
• Texas
• Virginia
• West Virginia
Estate Appraiser in the
following states
• Number of years with JLL: 8
• Years of experience: 18
Achievements
15 Packet Page. 2643

4. Staffing Resources
Sylvia Kline
Senior Vice President,
Master Planning Advisory Lead | Community Outreach
Experience
Sylvia Kline serves as Senior Vice President for JLL’s Project and Development Services group and leads the Master Plan Advisory team across the Americas region. In this role, she provides strategic oversight and executive guidance for comprehensive master planning and strategic planning initiatives spanning diverse markets and client sectors. Sylvia provides executive oversight across the full spectrum of master planning services, including master planning, feasibility analysis, site due diligence, site test fitting, and entitlements oversight.

Her diverse client portfolio reflects the breadth of today’s real estate landscape, supporting institutional clients including universities, healthcare systems, and corporate campuses with long-term strategic planning initiatives that balance operational needs with growth objectives and community integration. She partners with public sector entities such as municipalities, transit authorities, and government agencies on transformative urban planning projects, transit-oriented developments, and public-private partnerships that enhance community value. Additionally, Sylvia advises private development firms on complex mixed-use projects, residential communities, and commercial developments from initial concept through entitlements and implementation.

As project director for Click Bond, Sylvia provides executive leadership and oversight of the development of a campus master plan, aiding the client in creating a vision for their future growth. Additionally, Sylvia lead the UVA Health Grove Street Master Plan streamlining communication between a complex group of stakeholders and community partners in the development of a vision for the expanded campus. Sylvia also served as the work-stream PMO lead for Microsoft’s Atlanta Campus, Sylvia was responsible for development of process and procedures for the oversite of the master planning team and all its components. This included overseeing the land use strategy, design concepts, project budget development, phasing and schedule strategies, daily interactions, community engagements, interfacing with the city, state, and local stakeholders, permitting and entitlements. Sylvia provides strategic oversight to the City of Atlanta’s Department of Enterprise Assets Management through various feasibilities studies and planning assessments within Atlanta’s downtown.

Education and Affiliations
Sylvia has a Master of Urban Spatial Analytics from the University of Pennsylvania with a concentration in Urban Planning and City Design, graduating in 2014. She also has a Bachelor of Architecture from Philadelphia University minoring in Architectural Theory and Historic Preservation, graduating in 2012. Sylvia is a member of the Urban Land Institute America’s Urban Revitalization National Product Council and Center for Leadership Class of 2024. She is also a member of Lead Atlanta class of 2024 and is OSHA 10-hour certified. • Click Bond Campus Master Plan
Carson City, NV, 26 acres
• Microsoft Campus Master Plan
Atlanta, GA, 100 acres
• Confidential Movie and Television
Studio Master Plan
Georgia, 1,000+ acres
• UVA Health Grove Street Master
Plan
Charlottesville, VA, 10 acres
• University of Michigan North
Campus Implementation
Ann Arbor MI, 1600 acres
• Visit Sacramento Master Plan
Sacramento CA, 200 acres
• City of Atlanta Department of
Enterprise Assets Management
Feasibility Studies
Atlanta, GA, various projects
• Montgomery County Strategic
Downtown Master Plan*
Norristown PA
Relevant Experience
16 Packet Page. 2644
5 Fiscal Stability
17 Packet Page. 2645

5. Fiscal Stability
18 JLL's Financial Strength
JLL is a Fortune 500 company with total revenue of $23.4 billion in 2024. Our global platform and diverse service and product offerings position us to take advantage of the opportunities in a consolidating industry and to successfully navigate the dynamic and challenging markets in which we compete worldwide. We remain flexible in aligning our services and solutions to meet your requirements and ensure reliable, day-to-day facilities operations; we continue to invest in our relationships and build sustainable partnerships that bring unrivalled value to your organization. Our financial strength means we continue to invest in our platform, with a focus on:
• Expanding our share and presence in local markets to deliver services wherever our clients operate. • Maintaining and growing leadership in corporate outsourcing to bring transformation to client real estate operations. • Leading global investment management business while providing our clients access to global capital. • Strengthening the links between our people, service lines and geographies to better connect with our clients and put the firm’s global expertise and experience to work for them.

Our solid financial performance supports our financial stability and ability to deliver value over the long-term. JLL is characterized by the following financial strengths:
• Over the last ten years, we completed over 90 strategic acquisitions as part of our global growth strategy. • Publicly traded on the New York Stock Exchange: “JLL” since 1997. • Broad institutional ownership with wide equity analyst coverage. • Cash generating business model with investment-grade balance sheet. • Moody’s: Baa1.
• S&P: BBB+.

Packet Page. 2646

5. Fiscal Stability
DUNS report
Summary Currency: USD
Printed By:Agnes Halota
Date Printed:04/24/2025

LIVE REPORT

ACTIVE HEADQUARTERS
JONES LANG LASALLE AMERICAS, INC. Tradestyle(s):(SUBSIDIARY OF JONES LANG LASALLE INCORPORATED,

CHICAGO, IL)
D-U-N-S Number: 15-453-7807
Phone: +1 312 782 5800
Address: 200 E Randolph Dr Fl 43-48, Chicago, IL, 60601, United States Of America Web: www.joneslanglasalle.com
Endorsement: [email protected]
KEY DATA ELEMENTS (Formerly: SCORE BAR)
KDE Name Current Status Details
PAYDEX®
 70 15 Days Beyond Terms
Delinquency Score  29 Moderate to High Risk of
severe payment delinquency.

Failure Score  8 Moderate to High Risk of
severe financial stress.

D&B Viability Rating 3 2 B Z View More Details
Bankruptcy Found N
D&B Rating 1R4 10 employees and over, Higher
than Average Risk
COMPANY PROFILE 

D-U-N-S
15-453-7807
History Record
Clear
Date Incorporated
04/15/1997
State of Incorporation

MARYLAND
Ownership
Not publicly traded
Mailing Address

UNITED STATES
Telephone
+1 312 782 5800
Website
www.joneslanglasalle.com
Present Control Succeeded
1997
Employees
20,000(500 here)
Age (Year Started)
28Years (1997)
Named Principal
Greg O'brian, CEO
Line of Business
Investment advisory service
SIC
6282
NAICS
523940
Street Address:
200 E Randolph Dr Fl 43-48,
Chicago, IL, 60601,
United States Of America
19 5. Fiscal Stability
Packet Page. 2647

5. Fiscal Stability

HIGH MODERATE-HIGH MODERATE LOW-MODERATE LOW
Dun & Bradstreet thinks...

MAXIMUM CREDIT RECOMMENDATION
600,000 (USD)
The recommended limit is based on a moderate probability of severe delinquency.

OVERALL BUSINESS RISK 
Overall assessment of this organization over the next 12 months: Stable Large Business With Payment Behavior Concerns Based on the predicted risk of business discontinuation: Exhibiting Some Financial Stress Based on the predicted risk of severely delinquent payments: Heightened Potential For Severely Delinquent Payments D&B MAX CREDIT RECOMMENDATION 
FAILURE SCORE  (Formerly Financial Stress Score)
Company's Risk Level

MODERATE-HIGH
Probability of failure over the next 12 months

1.03 %
8 High Risk (1) Low Risk (100)
Past 12 Months
Low Risk
High Risk
DELINQUENCY SCORE  (Formerly Commercial Credit Score)
Company's Risk Level

MODERATE-HIGH
Probability of delinquency over the next 12 months

8.25 %
29 High Risk (1) Low Risk (100)
Past 12 Months
Low Risk
High Risk
20 5. Fiscal Stability
Packet Page. 2648

5. Fiscal Stability
Viability Score
Data Depth Indicator
Portfolio Comparison

No SBRI Origination Score data is currently available.

No D&B SBFE Score data is currently available.

VIABILITY RATING SUMMARY 
3 High Risk (9) Low Risk (1)
B
Descriptive (G) Predictive (A)
2 High Risk (9) Low Risk (1)
Financial Data Unavailable
Trade Payments
Company Size
Years in Business -
D&B PAYDEX® 
70 High Risk (1) Low Risk (100)
15 days beyond terms
Past 24 Months
Low Risk
High Risk
D&B PAYDEX - 3 MONTHS 
70 High Risk (1) Low Risk (100)
15 days beyond terms
PAYDEX® TREND CHART 

SBRI ORIGINATION

D&B SBFE SCORE
21 5. Fiscal Stability
Packet Page. 2649

5. Fiscal Stability
Days Beyond Terms Past 3 months : 4
Low Risk:0 ; High Risk:120+
Total Amount Current and Past Due -
D&B RATING 
Current Rating as of 10/12/2015
Employee Size
1R : 10 employees and over
Risk Indicator
4 : Higher than Average Risk
Events Occurrences Last Filed
Bankruptcies 0 -
Judgements 0 -
Liens 11 05/31/2024
Suits 27 12/09/2024
UCC 237 02/18/2025

LEGAL EVENTS
DETAILED TRADE RISK INSIGHT™
Days Beyond Terms
4 Days
3 Months
From Feb-25 to Apr-25
4 High Risk (120+) Low Risk (0)
Dollar-weighted average of 168 payment experiences reported from 46 companies.

DETAILED TRADE RISK INSIGHT™ 13 MONTH TREND

No Data Available

FINANCIAL OVERVIEW - BALANCE SHEET
Highest Past Due:
250,000
Highest Now O
wing
1,000,000
Total Trade Exp
eriences
325
Largest High C
redit
2,000,000

TRADE PAYMENTS
22 5. Fiscal Stability
Packet Page. 2650

No Data Available

FINANCIAL OVERVIEW - PROFIT AND LOSS

OWNERSHIP
Subsidiaries
4 Branches
26 Total Members
1,047
This company is a Headquarters, Parent, Subsidiary.

Global Ultimate Immediate Parent Domestic Ultimate
Name Jones Lang LaSalle Incorporated Jones Lang LaSalle Incorporated Jones Lang LaSalle Incorporated Country United States United States United States
D-U-N-S 02-878-1060 02-878-1060 02-878-1060
Others - - -

No Data Available

FINANCIAL OVERVIEW - KEY BUSINESS RATIOS

There are no alerts for this D-U-N-S Number.

ALERTS 
23 5. Fiscal Stability
Packet Page. 2651

GENERAL INDUSTRY, MERGER AND ACQUISITION
News Release: JLL completes the sale of a medical outpatient building conversion Healthcare Real Estate Insights Magazine (Online) 04/23/2025

GENERAL INDUSTRY, MERGER AND ACQUISITION, REGULATION OR LITIGATION Privatisation Commission approves transaction structure for Roosevelt Hotel sale or JV, scraps leasing option Pakistan Today 04/20/2025

GENERAL INDUSTRY, REGULATION OR LITIGATION, EXPANSION
Privatisation Commission approves transaction structure for Roosevelt Hotel sale Customs Today - Switzerland 04/19/2025

NEW ALLIANCE, EXPANSION
15/04/2025 - Jones Lang LaSalle Inc.: Bay Meadows Apartment Collection: $170M refinancing secured for luxury multifamily portfolio in San Mateo MoneyController 04/15/2025

FUNDING, EXPANSION
North Park Nest: $10.1M construction takeout financing secured for a recently delivered apartment community in San Diego PressReleasePoint 03/29/2025

GENERAL INDUSTRY
SC dining chain pays tribute to a onetime dishwasher who's now a billionaire AI titan The Post and Courier 03/25/2025

GENERAL INDUSTRY
JLL strengthens Workplace Management business to tackle modern challenges JLL Singapore 04/24/2025

GENERAL INDUSTRY, EXPANSION
24/04/2025 - Jones Lang LaSalle Inc.: $51.5M refinancing arranged for Miami Class A office complex MoneyController - Finance-news 04/24/2025

GENERAL INDUSTRY, MERGER AND ACQUISITION
News Release: JLL completes the sale of a medical outpatient building conversion Healthcare Real Estate Insights Magazine (Online) 04/23/2025

GENERAL INDUSTRY
Facilities Management Advisor Facilities Management Advisor 04/23/2025 
No stock performance data is available for this D-U-N-S Number.

The scores and ratings included in this report are designed as a tool to assist the user in making their own credit related decisions, and should be used as part of a balanced and complete assessment relying on the knowledge and expertise of the reader, and where appropriate on other information sources. The score and rating models are developed using statistical analysis in order to generate a prediction of future events.

Dun & Bradstreet monitors the performance of thousands of businesses in order to identify characteristics common to specific business events.

These characteristics are weighted by significance to form rules within its models that identify other businesses with similar characteristics in order to provide a score or rating.

NEWS

COUNTRY/REGIONAL INSIGHT
United States Of America
The latest US tariffs were postponed for 90 days on 9 April, but a 10% baseline tariff still took effect; some businesses, such as Nvidia, have announced plans to locate production in the US.

Risk Category
LOW
High Risk Low Risk
Available Reports
Country Insight Report (CIR) 
Current Publication Date: 04/14/2025
Country Insight Snapshot (CIS) 
Current Publication Date: 04/14/2025

STOCK PERFORMANCE
24 5. Fiscal Stability
Packet Page. 2652
Dun & Bradstreet's scores and ratings are not a statement of what will happen, but an indication of what is more likely to happen based on previous experience. Though Dun & Bradstreet uses extensive procedures to maintain the quality of its information, Dun & Bradstreet cannot guarantee that it is accurate, complete or timely, and this may affect the included scores and ratings. Your use of this report is subject to applicable law, and to the terms of your agreement with Dun & Bradstreet.

Risk Assessment
The D&B Viability Rating uses D&B's proprietary analytics to compare the most predictive business risk indicators and deliver a highly reliable assessment of the probability that a company will go out of business, become dormant/inactive, or file for bankruptcy/insolvency within the next 12 months. The D&B Viability Rating is made up of 4 components:

Currency: All figures in USD unless otherwise stated

D&B RISK ASSESSMENT

HIGH MODERATE- HIGH MODERATE LOW- MODERATE LOW

OVERALL BUSINESS RISK
Dun & Bradstreet thinks...

Overall assessment of this organization over the next 12 months: STABLE LARGE BUSINESS WITH

PAYMENT BEHAVIOR CONCERNS
Based on the predicted risk of business discontinuation: EXHIBITING SOME FINANCIAL STRESS Based on the predicted risk of severely delinquent payments: HEIGHTENED POTENTIAL FOR

SEVERELY DELINQUENT PAYMENTS

MAXIMUM CREDIT RECOMMENDATION
600,000 (USD)
The recommended limit is based on a moderate
probability of severe delinquency.

D&B VIABILITY RATING SUMMARY
Viability Score
Compared to All US Businesses within the D&B
Database:

Level of Risk:Low Risk
Businesses ranked 3 have a probability of becoming no
longer viable: 3 %
Percentage of businesses ranked 3: 15 %
Across all US businesses, the average probability of
becoming no longer viable:14 %
Portfolio Comparison
Compared to All US Businesses within the same
MODEL SEGMENT:

Model Segment :Established Trade Payments
Level of Risk:Low Risk
Businesses ranked 2 within this model segment have a
probability of becoming no longer viable: 3 %
Percentage of businesses ranked 2 with this model
segment: 16 %
Within this model segment, the average probability of
becoming no longer viable:5 %
Data Depth Indicator
Data Depth Indicator:

Rich Firmographics
Extensive Commercial Trading Activity
Basic Financial Attributes
Greater data depth can increase the precision of the D&B Viability Rating assessment.

To help improve the current data depth of this company, you can ask D&B to make a personalized request to this
company on your behalf to obtain its latest financial
information. To make the request, click the link below. Note, the company must be saved to a folder before the request can be made.

Request Financial Statements
Reference the FINANCIALS tab for this company to monitor the status of your request.

Company Profile:

Company Profile Details:

Financial Data: False
Trade Payments:

Company Size:

Years in Business:

Subsidiary
Z

FAILURE SCORE FORMERLY FINANCIAL STRESS SCORE
8 High Risk (1) Low Risk (100)
Low proportion of satisfactory payment experiences to total payment experiences
25 5. Fiscal Stability
Packet Page. 2653
Business and Industry Trends
Proportion of past due balances to total amount owing
Proportion of slow payments in recent months
Higher risk industry based on delinquency rates for this industry Increase in proportion of delinquent payments in recent payment experiences Evidence of open suits and liens
Business and Industry Trends
Composite credit appraisal is rated limited
High proportion of past due balances to total amount owing UCC Filings reported
High proportion of slow payment experiences to total number of payment experiences
High number of enquiries to D&B over last 12 months
Level of Risk
Moderate-High
Raw Score
1394
Probability of Failure

1.03 %
Average Probability of Failure for
Businesses in D&B Database

0.48 Class
4 BUSINESS AND INDUSTRY COMPARISON
Selected Segments of Business Attributes
Norms National %
This Business 8
Region:(EAST NORTH
CENTRAL) 26
Industry:FINANCIAL SERVICES 42
Employee range:(500-2300000) 53
Years in Business:(26+) 68

DELINQUENCY SCORE FORMERLY COMMERCIAL CREDIT SCORE
29 High Risk (1) Low Risk (100)
Level of Risk
Moderate-High
Raw Score
479
Probability of Delinquency

8.25 %
Compared to Businesses in D&B
Database

10.2 %
Class
4 BUSINESS AND INDUSTRY COMPARISON
Selected Segments of Business Attributes
Norms National %
This Business 29
Region:(EAST NORTH
CENTRAL) 37
Industry:FINANCIAL SERVICES 32
Employee range:(500-2768886) 75
Years in Business:(26+) 79

D&B PAYDEX
70 When weighted by amount, Payments to suppliers average 15 Days Beyond Terms
 High risk of late payment (Average 30 to 120 days beyond terms)  Medium risk of late payment (Average 30 days or less beyond terms)
 Low risk of late payment (Average prompt to 30+ days sooner) Industry Median: 78
Equals 3 Days Beyond Terms
High Risk (1) Low Risk (100)
D&B 3 MONTH PAYDEX
70 Based on payments collected 3 months ago.

When weighted by amount, Payments to suppliers average 15 days beyond terms
 High risk of late payment (Average 30 to 120 days beyond terms)  Medium risk of late payment (Average 30 days or less beyond terms)
 Low risk of late payment (Average prompt to 30+ days sooner) Industry Median: 78
Equals 3 Days Beyond Terms
High Risk (1) Low Risk (100)
26 5. Fiscal Stability
Packet Page. 2654
6282 - Investment advisory service
Business and Industry Trends
Trade Payments
Range of Credit Extended (US$) Number of Payment Experiences Total Value % Within Terms 100,000 & over 21 9,450,000 (USD) 81
50,000 - 99,999 10 685,000 (USD) 60

D&B RATING
Current Rating as of 10/12/2015
Employee Size
1R : 10 employees and over
Risk Indicator
4 : Higher than Average Risk
Previous Rating
Employee Size
1R : 10 employees and over
Risk Indicator
3 : Moderate Risk
History since 03/05/2001
Date Applied D&B Rating
04/13/2012 1R3
06/11/2010 1R4
05/06/2010 1R3
11/04/2008 1R4
07/06/2007 --
Currency: All figures in USD unless otherwise stated
TRADE PAYMENTS SUMMARY (Based on 24 months of data)
Overall Payment Behaviour
15 Days Beyond Terms
% of Trade Within Terms
65%
Highest Past Due
250,000 (USD)
Highest Now Owing :
1,000,000 (USD)
Total Trade Experiences:
325
Largest High Credit :
2,000,000 (USD)
Average High Credit :
54,826 (USD)
Total Unfavorable Comments :
1 Largest High Credit: 250 (USD)
Total Placed in Collections:
2 Largest High Credit: 0 (USD)

D&B PAYDEX
70 When weighted by amount, Payments to suppliers average 15 Days Beyond Terms
 High risk of late payment (Average 30 to 120 days beyond terms)  Medium risk of late payment (Average 30 days or less beyond terms)
 Low risk of late payment (Average prompt to 30+ days sooner) Industry Median: 78
Equals 3 Days Beyond Terms
High Risk (1) Low Risk (100)
D&B 3 MONTH PAYDEX
70 Based on payments collected 3 months ago.

When weighted by amount, Payments to suppliers average 15 days beyond terms
 High risk of late payment (Average 30 to 120 days beyond terms)  Medium risk of late payment (Average 30 days or less beyond terms)
 Low risk of late payment (Average prompt to 30+ days sooner) Industry Median: 78
Equals 3 Days Beyond Terms
High Risk (1) Low Risk (100)
BUSINESS AND INDUSTRY TRENDS Based on 24 months of data 6282 - Investment advisory service
5/23 6/23 7/23 8/23 9/23 10/23 11/23 12/23 1/24 2/24 3/24 4/24 5/24 6/24 7/24 8/24 9/24 10/24 11/24 12/24 1/25 2/25 3/25 Current
2025
This
Business
64 63 66 63 64 65 65 64 66 66 65 66 66 69 69 67 67 67 68 69 69 69 70 70 Industry
Quartile
Upper - 80 - - 80 - - 80 - - 80 - - 80 - - 80 - - 80 - - 80 - Median - 78 - - 78 - - 78 - - 78 - - 78 - - 78 - - 78 - - 78 - Lower - 70 - - 70 - - 70 - - 70 - - 70 - - 69 - - 70 - - 70 - TRADE PAYMENTS BY CREDIT EXTENDED (Based on 12 months of data) 27 5. Fiscal Stability
Packet Page. 2655
Range of Credit Extended (US$) Number of Payment Experiences Total Value % Within Terms 15,000 - 49,999 38 925,000 (USD) 59
5,000 - 14,999 32 240,000 (USD) 63
1,000 - 4,999 47 81,500 (USD) 72
Less than 1,000 60 22,350 (USD) 73
TRADE PAYMENTS BY INDUSTRY (BASED ON 24 MONTHS OF DATA) Collapse All | Expand All
Industry Category Number of Payment
Experiences
Largest High Credit
(US$)
% Within Terms
(Expand to View)
1 - 30
Days
Late (%)
31 - 60
Days
Late (%)
61 - 90
Days
Late (%)
91 +
Days
Late (%)
17 - Construction -
Special Trade
Contractors
6 400,000 49 0 2 0 50
1711 - Mechanical
contractor
5 400,000 97 0 3 0 0
1721 -
Paint/paperhanging
1 1,000 0 0 0 0 100
27 - Printing,
Publishing and
Allied Industries
1 10,000 50 50 0 0 0
2711 -
Newspaperprint/publ
1 10,000 50 50 0 0 0
28 - Chemicals and
Allied Products
7 200,000 83 12 0 3 2
2841 - Mfg
soap/detergents
5 60,000 66 24 0 6 4
2813 - Mfg
industrial gases
2 200,000 100 0 0 0 0
34 - Fabricated
Metal Products
except Machinery
and Transportation
Equipment
4 200,000 1 49 0 0 50
3442 - Mfg metal
doors/trim
4 200,000 1 49 0 0 50
35 - Industrial and
Commercial
Machinery and
Computer
Equipment
18 800,000 58 22 0 0 20
3585 - Mfg
refrig/heat equip
7 800,000 83 3 0 1 13
3579 - Mfg misc
office eqpt
6 15,000 61 7 0 0 32
3534 - Mfg
elevator/escaltrs
3 800,000 94 0 0 0 6
3531 - Mfg
construction
mach
1 200,000 0 50 0 0 50
3564 - Mfg
blowers/fans
1 30,000 50 50 0 0 0
36 - Electronic and
other electrical
equipment and
components except
9 1,000,000 54 33 12 0 0
28 5. Fiscal Stability
Packet Page. 2656
computer
equipment
3625 - Mfg
relays/controls
6 1,000,000 63 0 37 0 0
3613 - Mfg
switchgearboards
2 200,000 100 0 0 0 0
3648 - Mfg misc
light equip
1 10,000 0 100 0 0 0
38 - Measuring
Analyzing and
Controlling
Instruments;
Photographic
Medical and Optical
Goods; Watches and
Clocks
5 250,000 63 16 0 0 22
3823 - Mfg
process controls
2 20,000 0 64 0 0 36
3841 - Mfg
medical instrmnt
1 250,000 50 0 0 0 50
3824 - Mfg fluid
meters
1 7,500 100 0 0 0 0
3825 - Mfg
electric test prd
1 500 100 0 0 0 0
42 - Motor Freight
Transportation and
Warehousing
2 1,000 25 25 50 0 0
4213 - Trucking
non-local
1 1,000 50 50 0 0 0
4214 - Local truck
w/storage
1 750 0 0 100 0 0
47 - Transportation
Services
1 250 0 0 0 0 100
4731 - Arrange
cargo transpt
1 250 0 0 0 0 100
48 -
Communications
14 45,000 66 1 0 17 17
4813 - Telephone
communictns
11 45,000 98 2 0 0 0
4812 -
Radiotelephone
commun
2 25,000 100 0 0 0 0
4832 - Radio
station
1 30,000 0 0 0 50 50
49 - Electric, Gas
and Sanitary
Services
7 5,000 100 0 0 0 0
4911 - Electric
services
7 5,000 100 0 0 0 0
50 - Wholesale
Trade - Durable
Goods
31 100,000 41 22 6 10 21
5063 - Whol
electrical equip
8 15,000 13 34 14 0 39
5074 - Whol
plumb/hydronics
6 10,000 48 43 6 3 0
29 5. Fiscal Stability
Packet Page. 2657
5045 - Whol
computers/softwr
4 100,000 52 0 17 0 31
5085 - Whol
industrial suppl
4 2,500 81 0 19 0 0
5084 - Whol
industrial equip
3 7,500 56 0 0 0 44
5021 - Whol
furniture
2 35,000 7 46 0 47 0
5075 - Whol
heating/ac equip
1 100,000 0 50 0 50 0
5082 - Whol
const/mine equip
1 40,000 100 0 0 0 0
5047 - Whol
medical equip
1 2,500 0 50 0 0 50
5087 - Whol
service equip
1 750 50 0 0 0 50
51 - Wholesale
Trade - Nondurable
Goods
14 2,000,000 51 18 18 10 4
5199 - Whol
nondurable goods
5 55,000 58 38 0 0 4
5169 - Whol
chemicals
4 2,000,000 100 0 0 0 0
5113 - Whol
service paper
3 2,500 47 0 38 0 15
5172 - Whol
petroleum prdts
1 25,000 50 0 0 50 0
5112 - Whol office
supplies
1 1,000 0 50 50 0 0
55 - Automotive
Dealers and
Gasoline Service
Stations
1 50 100 0 0 0 0
5531 - Ret auto
supplies
1 50 100 0 0 0 0
57 - Home
Furniture
Furnishings and
Equipment Stores
1 5,000 100 0 0 0 0
5712 - Ret
furniture
1 5,000 100 0 0 0 0
59 - Miscellaneous
Retail
6 70,000 45 5 0 0 50
5999 - Ret misc
merchandise
4 250 85 15 0 0 0
5946 - Ret
camera supplies
1 70,000 0 0 0 0 100
5961 - Ret mailorder house1 2,500 50 0 0 0 50
60 - Depository
Institutions
3 2,500 100 0 0 0 0
6021 - Natnl
commercial bank
3 2,500 100 0 0 0 0
61 - Nondepository
Credit Institutions
18 50,000 53 15 1 17 15
30 5. Fiscal Stability
Packet Page. 2658
6159 - Misc
business credit
15 15,000 39 30 2 0 29
6153 - Short-trm
busn credit
3 50,000 67 0 0 33 0
73 - Business
Services
15 250,000 79 14 0 7 0
7389 - Misc
business service
5 250,000 100 0 0 0 0
7359 - Misc
equipment rental
4 70,000 54 46 0 0 0
7363 - Help
supply service
2 30,000 52 0 0 48 0
7371 - Custom
programming
1 100,000 100 0 0 0 0
7372 -
Prepackaged
software
1 20,000 100 0 0 0 0
7381 -
Detective/guard
svcs
1 5,000 50 50 0 0 0
7374 - Data
processing svcs
1 100 100 0 0 0 0
75 - Automotive
Repair, Services and
Parking
1 750 50 0 50 0 0
7513 - Truck
rental/leasing
1 750 50 0 50 0 0
76 - Miscellaneous
Repair Services
2 900,000 75 0 25 0 0
7623 - Refrig/a.c.
service
1 900,000 100 0 0 0 0
7629 - Electric
eqpt repair
1 10,000 50 0 50 0 0
87 - Engineering
Accounting
Research
Management and
Related Services
14 70,000 60 19 0 0 7
8741 -
Management
services
5 0 0 0 0 0 0
8734 - Testing
laboratory
2 70,000 100 0 0 0 0
8748 - Business
consulting
2 30,000 100 0 0 0 0
8711 -
Engineering
services
2 10,000 20 80 0 0 0
8732 -
Nonphysical
research
1 25,000 50 50 0 0 0
8721 - Accounting
services
1 15,000 50 0 0 0 50
8742 -
Management
consulting
1 10,000 100 0 0 0 0
31 5. Fiscal Stability
Packet Page. 2659
Date of
Experience Payment Status
Selling
Terms
High Credit
(US$)
Now Owes
(US$)
Past Due
(US$)
Months Since Last
Sale
04/25 Pays Promptly N60 90,000 0 0 Between 2 and 3
Months
04/25 Pays Prompt to Slow
30+ N30 10,000 10,000 2,500 1
03/25 Pays Promptly - 0 0 0 1
03/25 Pays Promptly - 0 0 0 Between 6 and 12
Months
03/25 Pays Promptly - 0 0 0 1
03/25 Pays Promptly - 0 0 0 Between 6 and 12
Months
03/25 Pays Promptly - 800,000 0 0 Between 2 and 3
Months
03/25 Pays Promptly N60 400,000 200,000 750 1
03/25 Pays Promptly - 300,000 300,000 0 1
03/25 Pays Promptly - 40,000 500 500 Between 4 and 5
Months
03/25 Pays Promptly - 30,000 0 0 Between 2 and 3
Months
03/25 Pays Promptly - 20,000 0 0 Between 4 and 5
Months
03/25 Pays Promptly N30 15,000 250 0 1
03/25 Pays Promptly - 10,000 10,000 0 1
03/25 Pays Promptly - 7,500 5,000 0 1
03/25 Pays Promptly - 5,000 0 0 Between 4 and 5
Months
03/25 Pays Promptly - 5,000 2,500 0 1
03/25 Pays Promptly - 2,500 2,500 0 1
03/25 Pays Promptly - 2,500 2,500 0 -
03/25 Pays Promptly - 2,500 2,500 0 1
03/25 Pays Promptly N30 2,500 1,000 0 1
03/25 Pays Promptly - 2,500 0 0 Between 6 and 12
Months
03/25 Pays Promptly - 2,500 2,500 0 1
03/25 Pays Promptly - 2,500 1,000 0 1
03/25 Pays Promptly - 2,500 0 0 Between 4 and 5
Months
03/25 Pays Promptly - 2,500 1,000 0 1
03/25 Pays Promptly - 1,000 1,000 0 1
91 - Executive
Legislative and
General
Government except
Finance
1 80,000 100 0 0 0 0
9111 - Executive
office
1 80,000 100 0 0 0 0
93 - Public Finance
Taxation and
Monetary Policy
19 500,000 99 1 0 0 0
9311 - Public
finance
19 500,000 99 1 0 0 0
99 - Nonclassifiable
Establishments
13 30,000 59 7 18 16 0
9999 -
Nonclassified
13 30,000 59 7 18 16 0

TRADE LINES
32 5. Fiscal Stability
Packet Page. 2660
Date of
Experience Payment Status
Selling
Terms
High Credit
(US$)
Now Owes
(US$)
Past Due
(US$)
Months Since Last
Sale
03/25 Pays Promptly N30 1,000 0 0 Between 4 and 5
Months
03/25 Pays Promptly - 1,000 1,000 0 1
03/25 Pays Promptly - 1,000 750 0 1
03/25 Pays Promptly - 1,000 0 0 Between 4 and 5
Months
03/25 Pays Promptly - 1,000 1,000 0 1
03/25 Pays Promptly - 1,000 1,000 0 1
03/25 Pays Promptly - 750 100 0 1
03/25 Pays Promptly - 750 500 0 1
03/25 Pays Promptly Lease
Agreemnt 750 750 0 1
03/25 Pays Promptly - 750 500 0 1
03/25 Pays Promptly - 750 0 0 Between 6 and 12
Months
03/25 Pays Promptly - 500 50 0 1
03/25 Pays Promptly - 500 500 0 1
03/25 Pays Promptly - 500 0 0 Between 2 and 3
Months
03/25 Pays Promptly - 500 0 0 Between 6 and 12
Months
03/25 Pays Promptly - 250 0 0 Between 2 and 3
Months
03/25 Pays Promptly - 250 0 0 Between 6 and 12
Months
03/25 Pays Promptly - 250 250 0 1
03/25 Pays Promptly - 250 250 0 1
03/25 Pays Promptly - 250 250 0 1
03/25 Pays Promptly - 250 250 0 1
03/25 Pays Promptly - 250 0 0 Between 6 and 12
Months
03/25 Pays Promptly - 250 250 0 1
03/25 Pays Promptly - 250 0 0 Between 6 and 12
Months
03/25 Pays Promptly - 100 0 0 Between 4 and 5
Months
03/25 Pays Promptly Lease
Agreemnt 100 100 0 1
03/25 Pays Promptly - 100 50 0 1
03/25 Pays Promptly Lease
Agreemnt 50 50 0 1
03/25 Pays Promptly - 50 0 0 Between 6 and 12
Months
03/25 Pays Prompt to Slow
15+ - 55,000 2,500 2,500 Between 2 and 3
Months
03/25 Pays Prompt to Slow
30+ - 25,000 0 0 Between 6 and 12
Months
03/25 Pays Prompt to Slow
30+ - 25,000 10,000 0 1
03/25 Pays Prompt to Slow
30+ - 2,500 1,000 500 1
03/25 Pays Prompt to Slow
30+ - 1,000 1,000 750 1
03/25 Pays Prompt to Slow
30+ - 250 250 100 1
03/25 Pays Prompt to Slow
60+ - 500 100 0 1
03/25 Pays Prompt to Slow
90+ - 30,000 20,000 7,500 1
03/25 Pays Prompt to Slow
90+ - 15,000 7,500 7,500 1
03/25 Pays Slow 30+ - 250 250 0 1
33 5. Fiscal Stability
Packet Page. 2661
Date of
Experience Payment Status
Selling
Terms
High Credit
(US$)
Now Owes
(US$)
Past Due
(US$)
Months Since Last
Sale
03/25 Pays Slow 30-60+ - 10,000 0 0 Between 2 and 3
Months
03/25 Pays Slow 60+ - 1,000 1,000 1,000 -
03/25 Pays Slow 60+ - 500 250 250 Between 2 and 3
Months
03/25 Pays Slow 60+ - 250 0 0 Between 4 and 5
Months
03/25 Pays Slow 30-90+ N30 35,000 0 0 Between 6 and 12
Months
03/25 Pays Slow 30-90+ - 20,000 20,000 20,000 -
03/25 Pays Slow 60-90+ - 1,000 0 0 Between 6 and 12
Months
03/25 Pays Slow 90+ - 50 50 50 -
03/25 Pays Slow 120+ - 7,500 50 50 Between 6 and 12
Months
03/25 Pays Slow 30-120+ - 200,000 200,000 200,000 1
03/25 - Cash account 0 0 0 1
02/25 Pays Slow 120+ - 90,000 90,000 90,000 -
02/24 Pays Prompt to Slow
90+ - 750 0 0 Between 4 and 5
Months
01/24 Pays Prompt to Slow
90+ - 5,000 2,500 0 1
Other Payment Categories Experience Total Amount
Cash experiences 104 36,300 (USD)
Payment record unknown 5 1,900 (USD)
Unfavorable comments 1 250 (USD)
Placed for collections 2 0 (USD)
Total in D&B's file 325 11,442,300 (USD)
Accounts are sometimes placed for collection even though the existence or amount of the debt is disputed. Payment experiences reflect how bills are met in relation to the terms granted. In some instances payment beyond terms can be the result of disputes over merchandise, skipped invoices etc. Each experience shown represents a separate account reported by a supplier. Updated trade experiences replace those previously reported.

Legal Events
The following Public Filing data is for information purposes only and is not the official record. Certified copies can only be obtained from the official source.

Lien - Tax Lien
Filing Date 05/31/2024
Filing Number 30996426

OTHER PAYMENT CATEGORIES
Currency: All figures in USD unless otherwise stated
Bankruptcies
No
Judgements
0 Latest Filing: -
Liens
11 Latest Filing: 05/31/2024
Suits
27 Latest Filing: 12/09/2024
UCCs
237
Latest Filing: 02/18/2025
EVENTS
34 5. Fiscal Stability
Packet Page. 2662
status Open
Date Status Attained 05/31/2024
Received Date 06/26/2024
Amount 145 (USD)
Debtors JONES LANG LASALLE AMERICAS INCORPORATED AND OTHERS Creditors STATE OF INDIANA
Court MARION COUNTY CIRCUIT COURT, INDIANAPOLIS, IN
Lien - Tax Lien
Filing Date 11/07/2019
Filing Number 24324092
status Open
Date Status Attained 11/07/2019
Received Date 12/04/2019
Amount 249 (USD)
Debtors JONES LANG LASALLE AMERICAS INC
Creditors TAX COLLECTOR
Court SANTA CLARA COUNTY RECORDER OF DEEDS, SAN JOSE, CA Lien - Tax Lien
Filing Date 07/31/2019
Filing Number DJ 110498 19
status Open
Date Status Attained 07/31/2019
Received Date 08/07/2019
Amount 359,364 (USD)
Debtors JONES LANG LASALLE AMERICAS IN AND OTHERS
Creditors DIV OF EMPLOYER ACCOUNTS
Court SUPERIOR COURT OF NEW JERSEY, TRENTON, NJ
Lien - Tax Lien
Filing Date 07/05/2018
Filing Number 201807050088530
status Open
Date Status Attained 07/05/2018
Received Date 01/04/2019
Amount 312 (USD)
Debtors JONES LANG LASALLE AMERICAS AND OTHERS
Creditors STATE OF OHIO
35 5. Fiscal Stability
Packet Page. 2663
Court FRANKLIN COUNTY RECORDER OF DEEDS, COLUMBUS, OH
Lien - Tax Lien
Filing Date 06/29/2018
Filing Number 18JG028949
status Open
Date Status Attained 06/29/2018
Received Date 10/31/2018
Amount 312 (USD)
Debtors JONES LANG LASALLE AMERICAS AND OTHERS
Creditors STATE OF OHIO
Court FRANKLIN COUNTY COMMON PLEAS COURT, COLUMBUS, OH
Lien - Tax Lien
Filing Date 02/14/2018
Filing Number DJ 025062 18
status Open
Date Status Attained 02/14/2018
Received Date 02/19/2018
Amount 86,219 (USD)
Debtors JONES LANG LASALLE AMERICAS IN AND OTHERS
Creditors DIV OF EMPLOYER ACCOUNTS
Court SUPERIOR COURT OF NEW JERSEY, TRENTON, NJ
Lien - Tax Lien
Filing Date 12/06/2017
Filing Number 2017-10528
status Open
Date Status Attained 12/06/2017
Received Date 12/21/2017
Amount 481 (USD)
Debtors JONES LANG LASALLE AMERICAS INC
Creditors PENNSYLVANIA BUREAU OF COMPLIANCE
Court CUMBERLAND COUNTY PROTHONOTARY, CARLISLE, PA
Lien - Tax Lien
Filing Date 04/29/2016
Filing Number 16-0203017
status Release
36 5. Fiscal Stability
Packet Page. 2664
Date Status Attained 11/17/2020
Received Date 02/08/2021
Amount 60 (USD)
Debtors JONES LANG LASALLE AMERICAS IN, SAN DIEGO, CA AND OTHERS Creditors TAX COLLECTOR
Court SAN DIEGO COUNTY RECORDERS OFFICE, SAN DIEGO, CA
Lien - Tax Lien
Filing Date 12/02/2015
Filing Number 15-1504275
status Release
Date Status Attained 08/07/2020
Received Date 09/21/2020
Amount 83 (USD)
Debtors JONES LANG LA SALLE AMERICAS, CHICAGO, IL
Creditors TAX COLLECTOR
Court LOS ANGELES COUNTY RECORDER OF DEEDS, NORWALK, CA Lien - Tax Lien
Filing Date 12/22/2014
Filing Number 14-0564344
status Release
Date Status Attained 11/17/2020
Received Date 02/08/2021
Amount 36 (USD)
Debtors JONES LANG LASALLE AMERICAS, SAN DIEGO, CA AND OTHERS Creditors TAX COLLECTOR
Court SAN DIEGO COUNTY RECORDERS OFFICE, SAN DIEGO, CA
Suit
Filing Date 12/09/2024
Filing Number 502024CA011788XXXAMB
status Pending
Date Status Attained 12/09/2024
Received Date 01/02/2025
Plaintiffs GILMER, DIANE
Defendant JONES LANG LASALLE AMERICAS INC,
Defendant AND OTHERS
Court PALM BEACH COUNTY CIRCUIT COURT, WEST PALM BEACH, FL 37 5. Fiscal Stability
Packet Page. 2665
Suit
Filing Date 03/20/2023
Filing Number 230302290
status Pending
Date Status Attained 03/20/2023
Received Date 08/04/2023
Plaintiffs DELBORRELLO, CARLO, PHILADELPHIA, PA
Defendant JONES LANG & LASALLE AMERICAS INC, PHILADELPHIA, PA Defendant AND OTHERS
Court PHILADELPHIA COUNTY COMMON PLEAS COURT, PHILADELPHIA, PA Suit
Filing Date 03/09/2023
Filing Number 230301134
status Pending
Date Status Attained 03/09/2023
Received Date 06/02/2023
Plaintiffs KAISER, EDWARD, PHILADELPHIA, PA
Defendant JONES LANG LASALLE AMERICAS INC, PHILADELPHIA, PA Defendant AND OTHERS
Court PHILADELPHIA COUNTY COMMON PLEAS COURT, PHILADELPHIA, PA Suit
Filing Date 03/03/2023
Filing Number CGCU23 604954
status Pending
Date Status Attained 03/03/2023
Received Date 03/10/2023
Cause Breach Of Contract
Plaintiffs RAUL SAAVEDRA
Defendant JONES LANG LASALLE AMERICAS INC., SAN FRANCISCO, CA Court SAN FRANCISCO COUNTY SUPERIOR COURT, SAN FRANCISCO, CA Suit
Filing Date 02/01/2023
Filing Number 230200060
status Pending
Date Status Attained 02/01/2023
Received Date 03/23/2023
38 5. Fiscal Stability
Packet Page. 2666
Plaintiffs WESTLE, SARAH, ELKINS PARK, PA
Plaintiffs WESTLE, PAUL, ELKINS PARK, PA
Defendant JONES LANG LASALLE AMERICAS INC
Defendant AND OTHERS
Court PHILADELPHIA COUNTY COMMON PLEAS COURT, PHILADELPHIA, PA Suit
Filing Date 05/24/2021
Filing Number 2021-012253-CA-01
status Pending
Date Status Attained 05/24/2021
Received Date 05/26/2021
Plaintiffs SALAZAR, DIANA
Defendant JONES LANG LASALLE AMERICAS INC
Court DADE COUNTY CIRCUIT COURT, MIAMI, FL
Suit
Filing Date 12/07/2020
Filing Number 202001200056
status Pending
Date Status Attained 12/07/2020
Received Date 12/11/2020
Cause Negligence
Plaintiffs VILLANOVA, LEONARD, TRAPPE, PA
Plaintiffs VILLANOVA, KAREN, TRAPPE, PA
Defendant JONES LANG LASALLE AMERICAS INC.

Defendant AND OTHERS
Court PHILADELPHIA COUNTY COMMON PLEAS COURT, PHILADELPHIA, PA Suit
Filing Date 11/03/2020
39 5. Fiscal Stability
Packet Page. 2667
Court PHILADELPHIA COUNTY COMMON PLEAS COURT, PHILADELPHIA, PA Suit
Filing Date 03/31/2020
Filing Number 202000302654
status Pending
Date Status Attained 03/31/2020
Received Date 04/03/2020
Cause Negligence
Plaintiffs MCDOWELL, CONRAD
Plaintiffs MCDOWELL, LORETHA
Defendant JONES LANG LASALLE AMERICAS INC.

Defendant AND OTHERS
Court PHILADELPHIA COUNTY COMMON PLEAS COURT, PHILADELPHIA, PA Suit
Filing Date 02/24/2020
Filing Number 202000202778
status Pending
Date Status Attained 02/24/2020
Received Date 02/28/2020
Cause Negligence
Plaintiffs THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA, PHILADELPHIA, PA Plaintiffs UNIVERSITY CITY ASSOCIATES, INC., PHILADELPHIA, PA Defendant JONES LANG LASALLE AMERICAS, INC., PHILADELPHIA, PA Court PHILADELPHIA COUNTY COMMON PLEAS COURT, PHILADELPHIA, PA UCC Filing - Continuation
Filing Date 02/18/2025
Filing Number 250218-0742001
Received Date 02/24/2025
Original Filing Date 07/27/2020
Original Filing Number 200727-1051001
Secured Party JPMORGAN CHASE BANK, N.A., CHICAGO, IL
Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Continuation
Filing Date 01/05/2022
40 5. Fiscal Stability
Packet Page. 2668
Filing Number 220105-0943000
Received Date 01/10/2022
Original Filing Date 05/01/2017
Original Filing Number 170501-1049008
Secured Party BANK OF AMERICA, N.A., CHARLOTTE, NC
Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Original
Filing Date 09/25/2020
Filing Number 200925-1830000
Received Date 10/16/2020
Collateral Inventory and proceeds - Computer equipment and proceeds - Equipment and proceeds
Secured Party U.S. BANK EQUIPMENT FINANCE, A DIVISION OF U.S. BANK NATIONAL

ASSOCIATION, MARSHALL, MN
Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Original
Filing Date 07/27/2020
Filing Number 200727-1051001
Received Date 07/29/2020
Collateral Accounts receivable and proceeds - Contract rights and proceeds Secured Party JPMORGAN CHASE BANK, N.A., CHICAGO, IL
Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Original
Filing Date 10/30/2018
Filing Number 181030-1804000
Received Date 11/16/2018
Collateral Accounts receivable and proceeds - Contract rights and proceeds Secured Party JPMORGAN CHASE BANK, N.A., CHICAGO, IL
Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Original
Filing Date 08/24/2018
Filing Number 201849109480
41 5. Fiscal Stability
Packet Page. 2669
Received Date 09/07/2018
Collateral Inventory and proceeds - Account(s) and proceeds - General intangibles(s) and proceeds - Equipment and proceeds - Chattel paper and proceeds Secured Party JPMORGAN CHASE BANK, NA, CHICAGO, IL
Debtors MADRAG OF WESTGATE, LLC, BROCKTON, MA
Filing Office SECRETARY OF STATE/UCC DIVISION, BOSTON, MA UCC Filing - Original
Filing Date 03/15/2018
Filing Number 180315-1524001
Received Date 05/01/2018
Collateral Accounts receivable and proceeds - Contract rights and proceeds Secured Party JPMORGAN CHASE BANK, N.A., CHICAGO, IL
Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Original
Filing Date 02/07/2018
Filing Number 1802075164503
Received Date 02/27/2018
Collateral All Negotiable instruments including proceeds and products - All Inventory including proceeds and products - All Account(s) including proceeds and products - All Oil, gas and minerals including proceeds and products - and OTHERS
Secured Party TD BANK, N.A., CHERRY HILL, NJ
Debtors JOHNS SEALCOATING INC., RONKONKOMA, NY
Filing Office SECRETARY OF STATE/UCC DIVISION, ALBANY, NY UCC Filing - Original
Filing Date 09/07/2017
Filing Number 170907-1149006
Received Date 10/17/2017
Collateral Accounts receivable and proceeds - Account(s) and proceeds Secured Party CITIBANK, N.A., ITS BRANCHES, SUBSIDIARIES AND AFFILIATES, NEW YORK, NY Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Original
Filing Date 05/01/2017
Filing Number 170501-1049008
Received Date 06/23/2017
Collateral Accounts receivable and proceeds - Assets and proceeds 42 5. Fiscal Stability
Packet Page. 2670
Secured Party BANK OF AMERICA, N.A., CHARLOTTE, NC
Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Original
Filing Date 01/26/2017
Filing Number 170126-1410002
Received Date 02/17/2017
Collateral Negotiable instruments
Secured Party MART FINANCIAL GROUP, INC., SCHAUMBURG, IL Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
UCC Filing - Original
Filing Date 04/05/2013
Filing Number 00000181469194
Received Date 06/03/2013
Collateral Negotiable instruments - Equipment
Secured Party MART FINANCIAL GROUP, INC., SCHAUMBURG, IL Debtors JONES LANG LASALLE AMERICAS, INC.

Filing Office UCC DIVISION, BALTIMORE, MD
The public record items contained in this report may have been paid, terminated, vacated or released prior to the date this report was printed. This information may not be reproduced in whole or in part by any means of reproduction.

There may be additional UCC Filings in D&Bs file on this company available by contacting 1-800-234-3867.

There may be additional suits, liens, or judgments in D&B's file on this company available in the U.S. Public Records Database, also covered under your contract. If you would like more information on this database, please contact the Customer Resource Center at 1-800-234-3867.

If it is indicated that there are defendants other than the report subject, the lawsuit may be an action to clear title to property and does not necessarily imply a claim for money against the subject.

A lien holder can file the same lien in more than one filing location. The appearance of multiple liens filed by the same lien holder against a debtor may be indicative of such an occurrence.

Special Events Currency: All figures in USD unless otherwise stated 43 5. Fiscal Stability
Packet Page. 2671
There are no Special Events recorded for this business.

Financials - D&B
A detailed financial statement is not available from this company for publication.

D&B currently has no financial information on file for this company D&B currently has no financial information on file for this company.

D&B currently has no financial information on file for this company D&B currently has no financial information on file for this company Company Profile
Currency: All figures in USD unless otherwise stated
A detailed financial statement is not available from this company for publication.

Currency: All figures in USD unless otherwise stated
Currency: All figures in USD unless otherwise stated
Currency: All figures in USD unless otherwise stated
Currency: All figures in USD unless otherwise stated
Currency: All figures in USD unless otherwise stated
Currency: All figures in USD unless otherwise stated

COMPANY OVERVIEW

D-U-N-S
15-453-7807
History Record
Clear
Date Incorporated
04/15/1997
Business Commenced On
1997
State of Incorporation

MARYLAND
Ownership
Not publicly traded
Mailing Address

UNITED STATES
Telephone
+1 312 782 5800
Website
www.joneslanglasalle.com
Present Control Succeeded
1997
SIC
6282
NAICS
523940
Employees
20,000 (500 here)
Age (Year Started)
28 Years (1997)
Named Principal
Greg O'brian, CEO
Line of Business
Investment advisory service
Street Address:
200 E Randolph Dr Fl 43-48,
Chicago, IL, 60601,
44 5. Fiscal Stability
Packet Page. 2672
United States Of America
Corporate and business registrations reported by the secretary of state or other official source as of:  2025-04-15 This data is for informational purposes only, certification can only be obtained through the Office of the Secretary of State.

Registered Name JONES LANG LASALLE AMERICAS, INC.

State of Incorporation MARYLAND
Date Incorporated 04/15/1997
Registration ID D04666723
Registration Status INCORPORATED
Date Status Attained 04/15/1997
Filing Date 04/15/1997
Where Filed SECRETARY OF STATE/DEPARTMENT OF ASSESSMENTS AND TAXATION/CORPORATE CHARTER DIVISION Registered Agent
Name UNITED AGENT GROUP INC.

Address 2405 YORK ROAD;SUITE 201-C, LUTHERVILLE-TIMONIUM, MD, 210930000

BUSINESS REGISTRATION

GREG O'BRIAN, CEO

SHEILA A PENROSE, CHB

LAURALEE E MARTIN, EXEC V PRES

GORDON G REPP, SEC

PETER ROBERTS, PRES

VENDETTA BLOWE, V PRES

LOUIS BREEDING, EVP

DAVID CALVERLEY, EVP
DIRECTOR(S): THE OFFICER(S)

PRINCIPALS
Officers
Directors
The following information was reported on: 01/28/2025
The Maryland Secretary of State business registrations file showed that Jones Lang Lasalle Americas, Inc. was registered as a Corporation on April 15, 1997, under file registration number D04666723.

Business started 1997 by William D Sanders. Present control succeeded 1988. 100% of capital stock is owned by parent company.

RECENT EVENTS:.

On August 12, 2015, sources stated that Jones Lang Lasalle Incorporated, Chicago, IL, has acquired Granville Scott, Inc. doing business as LodgeTax, Tampa, FL, on July 30, 2015. With the acquisition, Granville Scott, Inc. will no longer operate as a legal entity, and will now operate as a branch of Jones Lang LaSalle Americas, Inc., Chicago, IL, a subsidiary of Jones Lang Lasalle Incorporated. Louis Breeding and David Calverley, co-founders of Granville Scott, Inc., joined Jones Lang LaSalle Americas, Inc. as Executive Vice Presidents. Terms of the deal were not disclosed. Further details are unavailable.

On April 2, 2008, an inside source stated that Charles Klatskin Company, Inc., Hasbrouck Heights, NJ, has been acquired by Jones Lang Lasalle Americas, Inc., Chicago, IL, on October 25, 2007. With this acquisition, Charles Klatskin Company, Inc. will operate as a wholly owned subsidiary of Jones Lang Lasalle Americas, Inc. The employees and management have been retained at this time. Financial terms were not disclosed.

GREG O'BRIAN born 1962. 2008-present active here.

SHEILA A PENROSE. Antecedents are unknown.

COMPANY EVENTS
45 5. Fiscal Stability
Packet Page. 2673
Activity Summary
Borrower(Dir/Guar) No
Administrative Debt No
LAURALEE E MARTIN. Antecedents are unknown.

GORDON G REPP. Antecedents are unknown.

PETER ROBERTS. Antecedents are unknown.

VENDETTA BLOWE. Antecedents are unknown.

LOUIS BREEDING. Antecedents are unknown.

DAVID CALVERLEY. Antecedents are unknown.

Del/LPL Limited Partnership, Chicago, IL, started 1988. Operates as a holding company to acts as the general partner for the company AFFILIATES: There are numerous affiliated companies located throughout the United States, all active in corporate real estate services. The company acts as the limited partner with these companies.

The following information was reported on: 01/28/2025
Business Information
Trade Names (SUBSIDIARY OF JONES LANG LASALLE INCORPORATED, CHICAGO, IL) Description Subsidiary of Jones Lang LaSalle Incorporated, Chicago, IL started 1997 which operates as a commercial real estate services company.

As noted, this company is a subsidiary of Jones Lang Lasalle Incorporated, DUNS number 02-878-1060, and reference is made to that report for background information on the parent company and its management.

Provides investment advisory services. Contractor of nonresidential buildings, specializing in commercial or office buildings.

Terms are derived from fees and commissions. Sells to commercial concerns. Territory : International.

Employees 20,000 which includes officer(s). 500 employed here.

Financing Status Secured
Seasonality Nonseasonal.

Tenure Rents
Facilities Rents premises in a multi story brick building.

Location Central business section on main street.

Related Concerns
SIC/NAICS Information
Industry Code Description
6282 Investment advisory service -
62829902 Investment advisory service -
15420100 Commercial and office building contractors -
NAICS Codes NAICS Description
523940 Portfolio Management and Investment Advice
236220 Commercial and Institutional Building Construction

BUSINESS ACTIVITIES AND EMPLOYEES
Percentage of
Business

GOVERNMENT ACTIVITY
46 5. Fiscal Stability
Packet Page. 2674
Activity Summary
Contractor Yes
Grantee No
Party excluded from federal program(s) No
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47 5. Fiscal Stability
Packet Page. 2675
Financial reports
Audited Financial Statements are not available for Jones Lang LaSalle Americas, Inc. because it reports on a consolidated basis and is subsumed in the financial statements of its publicly traded parent, Jones Lang LaSalle Incorporated (NYSE:JLL). The Securities and Exchange Commission (SEC) Form 10-K filing for the fiscal year ending December 31, 2024 for Jones Lang LaSalle Incorporated (the most recent available) have complete Certified Financial Statements. These financial statements can be found on JLL’s investor services website at: FY 2024 SEC 10-K. Detailed financial information regarding Jones Lang LaSalle Incorporated is found on page 70 of the pdf version.
48 5. Fiscal Stability
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Bank Letter of Credit
49 5. Fiscal Stability
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Experience and
Technical Competence
6 50 Packet Page. 2678

6. Experience and Technical Competence
Full service platform
We are 100% focused on ensuring that the City has one, true partner to support all assignments required under this contract. As such, you will have complete access to the entire JLL operating platform, enabling us to offer the City a wide range of additional services on an integrated basis. We do not anticipate utilizing any subconsultants for services performed.

We have provided our services in a customizable a la carte approach, as per specific requirements.

A fully integrated model allows for a reduction in cycle time, comprehensive accountability, alignment with your strategic objectives.

The below graphic shows a sampling of JLL’s service offerings.

Portfolio Strategy &
Capital Planning
Analysis and Cost Project
Feasibility Estimating
Disposition
Site Acquisition/
Workplace
Strategy Decarbonization
Planning
Advisory
Capital Markets Owner’s
Representation
Services
Public-Private
Partnership Advisory Implementation
Sustainability
Energy
Plan
Manage
Act
Brokerage Services
Engineering
Services Services
Negotiation
Integrated Facilities
Management Capital Planning
We are committed to
maintaining a close working
relationship with you, conducting
continuous assessments of
our service platform to remain
readily adaptable to evolving
needs, changes in the real estate
landscape, and advancements
in technology and
space utilization.
51 Packet Page. 2679

6. Experience and Technical Competence
Experience
Dedicated Public Institutions Expertise
JLL is the only global real estate and financial services firm with a dedicated Public Institutions consulting practice. With more than 600 professionals solely dedicated to serving public agencies, we have worked on projects for more than 350 federal, state and local governments and higher education clients. We have been serving these clients for over 25 years.

JLL’s Public Institutions group combines public and private sector best practices and experience to deliver a full range of integrated transaction solutions and financial advisory services focused on the unique needs and missions of public sector organizations, including:

Our unique understanding of the public sector. With numerous former public-sector employees on our staff, we have a deep understanding of the differences between the public and private sectors. Specifically, we understand the long-term perspective required by public sector work, the importance and inherent financial value of the public good.

Our goals. Transforming real estate into more efficient inventory that meets organizational needs, we assist our clients in implementing and executing their real estate strategies from concept development through operations and maintenance management at the federal, state, local levels.

Our services. Our Public Institutions practice has a dedicated team of public sector specialists with access to our firm’s network of resources and specialty practices. We combine the public and private sector best practices and experience to deliver a full range of integrated real estate solutions and financial advisory services.

JLL is an industry leader in portfolio planning and real estate market analysis, with these services being central to our core business. We have delivered similar services for numerous public sector clients including City of San Diego, County of San Diego, City of Alexandria, Salt Lake City, Washington State Department of Transportation (WSDOT), State of Utah, State of Oregon, Commonwealth of Virginia, the United States General Services Administration (GSA) and numerous other public agencies and private sector clients. Additionally, JLL has delivered work for a number of municipal and higher education clients in the state of California, pictured below:
52 Packet Page. 2680
Client Since: 2015
Geographies:

San Diego, California
Services:
• Market Research
and Studies
• Financial Analysis
• Industry Outreach
• Pre-Solicitation Marketing
• RFQ and RFP Preparation
• Development of a Pilot Program
• Change Management
Project size: ~750K SF
Reference:

Christina Bibler
Director, Economic Development
City of San Diego
(619) 236-6421
[email protected]
Case study
City of San Diego
On-Call Real Estate Advisory Services
Challenge:

JLL is currently retained by the City of San Diego to help develop the space requirements for a Downtown San Diego Portfolio Optimization (CivicSD), the City of San Diego’s (City) former redevelopment agency, on an on-call basis to provide real estate advisory services related to development projects and plans, as well as economic, financial, and market issues associated with urban revitalization, funding, and real estate transactions.

Solution:

The Scope of Work below provide a summary of activities to be completed during this engagement:
• Phase I: Initiation & Current State Refinement
The initiation of the work is designed to set the course for JLL’s engagement to define and meet the City’s goals and assess and broaden an understanding of the current state of the City’s Office Portfolio. • Phase II: Demand & Workplace Standards
Phase II has been designed to confirm space demand and workplace planning metrics with City departments and leadership engagement.

This includes Executive Space Requirements, Departmental Executive Interviews and an all Downtown San Diego Employee survey. At the conclusion of Phase II, the City will have a refined current state and the planning inputs for program and analytical refinement.
• Phase III: Pilot & Program Plan
Phase III will aim to develop and refine potential scenarios to inform decision-making and move toward program launch.

The outcome of Phase III will be a plan for pilot launch and refined portfolio optimization strategies.
• Phase IV: Pilot Program
Phase IV will begin with the design development for the pilot project identified in Phase III. To ensure success, the pilot project will need to be developed with an integrated team that has representation from human resources, real estate, and technology.

6. Experience and Technical Competence
53 Packet Page. 2681
Client Since: 2011
Geographies:

San Diego, California
Services:
• P3 Advisory &
Development Advisory
• Tenant Representation &
Lease Negotiation
• Market & Financial Analysis
• Solicitation &
Transaction Management
• Site Selection
• Marketing &
Industry Outreach
Reference:

Krista Ellis
Chief of Real Estate Services
County of San Diego Department
of General Services
(619) 930-6497
[email protected]
Case study
County of San Diego
Real Estate Advisory Services
Challenge:

The County of San Diego (“County”) Real Estate Services Division (“Division”) responsible for the acquisition, leasing, management, valuation, office surveying/mapping, and sale of County property. The Division p rovides property management services on County-owned properties and acts as lease administrator on properties leased from others. The Division seeks to engage JLL to assist with the following services in support of the management of County-owned property: (1) sales of surplus property, (2) easement support services, (3) license support services, (4) management of the County’s wireless portfolio, (5) inspection services support, (6) acqusition Solution:

JLL was retained by the City of Santa Rosa to provide the following services:
• Site analysis of all City-owned downtown properties
• Valuation of properties for potential disposition and cost offset • High-level programming and capacity test fit scenarios, including potential phasing and cost offset strategies
• Financial feasibility under various program options
• Funding scenarios for the City Hall and Public Safety projects, including revenue measures and public-private partnerships
The City is considering a Phase II of the project, which would include:
• Detailed programming for all civic and public safety functions • Pre-solicitation marketing and industry outreach; followed by development of formal solicitation materials
• Assist the City in presentations to the Mayor and the City Council; as well as community presentations & engagement
• Develop program & performance criteria for new civic improvements • Assist the City in RFP response evaluation and subsequent P3 negotiations

6. Experience and Technical Competence
54 Packet Page. 2682
Client Since: 2019
Geographies:

Santa Rosa, California
Services:
• Highest-and-Best Use Analysis
• Space Needs Assessment
• Cost Estimating
• Financial Analysis
• Potential Phase II including:
• Space Programming
• Community Engagement
• RFQ/P Development
• Developer Negotiations
Reference:

Jill Scott
Real Estate Manager
City of Santa Rosa
100 Santa Rosa Avenue,
Santa Rosa, CA 95404
(707) 543-4246
[email protected]
Challenge:

TCurrently, the City of Santa Rosa has aging downtown facilities in a campus setting that no longer meet community or staff needs and do not reflect the City’s desire for an urban presence. Additionally, the City owns multiple parcels throughout the downtown that are underutilized and underdeveloped.

The City’s recently-developed Downtown Specific Plan has an intention to increase density and activate downtown. The City can help achieve this through potential disposition for private development mixed-use space as well as developing a denser, more urban City Hall through a potential publicprivate partnership. Leveraging the value of the newly available land allows the City to ‘buy down’ the cost of its new City Hall under a P3 structure.

The need extends beyond the existing city hall facility itself. The City also looks to redevelop its downtown library, police station, and downtown fire station/emergency operations center.

Solution:

JLL was retained by the City of Santa Rosa to provide the following services:
• Site analysis of all City-owned downtown properties
• Valuation of properties for potential disposition and cost offset • High-level programming and capacity test fit scenarios, including potential phasing and cost offset strategies
• Financial feasibility under various program options
• Funding scenarios for the City Hall and Public Safety projects, including revenue measures and public-private partnerships
The City is considering a Phase II of the project, which would include:
• Detailed programming for all civic and public safety functions • Pre-solicitation marketing and industry outreach; followed by development of formal solicitation materials
• Assist the City in presentations to the Mayor and the City Council; as well as community presentations & engagement
• Develop program & performance criteria for new civic improvements • Assist the City in RFP response evaluation and subsequent P3 negotiations

6. Experience and Technical Competence
Case study
City of Santa Rosa, CA
CA Real Estate Advisory Services
55 Packet Page. 2683

6. Experience and Technical Competence
Staff Experience
The JLL team assembled for the City of San Bernardino is a fully integrated group of public sector specialists and technical experts, purpose-built to serve as a transformational partner. Our "OneJLL" approach ensures that strategic vision is seamlessly connected to transactional execution, with a dedicated leadership team orchestrating the full depth of our firm's resources for the City’s benefit.

Integrated Leadership and Public Sector Acumen
Our team is anchored by leaders with distinguished careers in public institutional advisory. Executive oversight will be provided by Karlen Beitman, a Senior Vice President with over 17 years of experience guiding government entities like the County of San Diego and Denver International Airport through complex portfolio optimization initiatives. Your daily account management will be led by Eileen Tumalad, who brings 15 years of direct experience advising California municipalities—including the City of Los Angeles and the County of San Diego—on public-private partnerships, dispositions, and development strategies. We further strengthen this core with platform resources like Kameshia Freeman, who previously managed the U.S. General Services Administration's (GSA) national brokerage program, overseeing thousands of government real estate transactions and delivering hundreds of millions in value.

Strategic Planning and Development Execution
To realize the City's vision for downtown revitalization and a modern Civic Campus, we provide premier master planning and project delivery expertise. Sylvia Kline, our Master Planning Advisory Lead, has guided strategic planning for clients ranging from the City of Atlanta to Microsoft, ensuring that large-scale visions are grounded in feasible, actionable plans. Her strategic work is complemented by Sean Blonquist, a project controls specialist with 20 years of experience delivering complex public infrastructure and ground-up developments. His expertise in constructability analysis and cost management ensures that ambitious projects are delivered on time and within budget.

Dedicated Transaction Management and Lease Administration Ensuring the seamless execution and ongoing management of all real estate activities is our dedicated transaction management team. Katie Burns and Tovah Garland, our California-based transaction managers, will be responsible for the process management, documentation, and coordination required to implement the City’s strategies efficiently.

Their duties extend to comprehensive lease administration, including tracking critical dates, managing renewals, and ensuring compliance across the City’s portfolio of leased properties. They serve as the essential link between high-level strategy and on-the-ground execution, guaranteeing a smooth and accountable process for every transaction and lease.

This collective expertise ensures that the City of San Bernardino receives more than just advice; you gain a dedicated partner with the strategic insight, technical skill, and transactional power required to turn your real estate portfolio into a platform for civic and economic renewal.
56 Packet Page. 2684
Project description
• JLL was engaged to lead a comprehensive strategic planning initiative for the transformation of South Main Street's eight-block corridor between Blossom Street and the State Capitol.

This critical "Capital District" represents a unique opportunity to create a vibrant, mixed-use destination that bridges the university campus with the city’s downtown. Through extensive stakeholder engagement, market analysis, and site evaluation, JLL’s developed a strategic roadmap to guide the University’s vision of transforming this central artery into a dynamic, year-round destination.
• JLL's comprehensive engagement, initiated in October 2025, employed a multi-faceted approach combining stakeholder engagement, market analysis, and technical site evaluation to develop actionable recommendations. The analysis revealed several critical insights that shaped the strategic recommendations, including housing market opportunity, ground-floor activation potential, infrastructure and parking considerations, and revenue generation through mixed-use development. • Based on these findings, JLL developed a comprehensive programmatic roadmap that addresses the complexities of fragmented ownership while maximizing development potential. The recommendations provide the University with a strategic framework for advancing discussions with various stakeholders and potential development partners. • The analysis considered phasing opportunities that allow for incremental development while building momentum for the broader vision. By prioritizing projects that demonstrate early success and revenue generation, the University can establish market confidence and attract additional investment for subsequent phases.
• JLL's strategic planning engagement delivered essential market intelligence and development frameworks that positioned the University to advance their transformative South Main Street vision with confidence.

The comprehensive analysis provided the University with data-driven projections and clear development parameters needed to engage stakeholders, potential developers, and funding sources effectively. • By addressing the complex challenges of fragmented ownership through strategic programming recommendations, JLL created an actionable roadmap that balances immediate tactical needs with longterm strategic objectives.

6. Experience and Technical Competence
Case study
Confidential University
South Main Street Initiative
Services:
• Market Demand Assessment
• Site Feasibility + Massing Analysis
• District Parking Strategy
57 Packet Page. 2685

6. Experience and Technical Competence
Client Since: 2015
Geographies:

Riverside, California
Services:
• Development Advisory Services
• Project Feasibility and
Financial Analysis
• Pre-Solicitation Marketing
• RFQ and RFP Preparation
• Design Requirements
• Operating Requirements
• Developer Solicitation
• Negotiations
• Owner’s Representative
Challenge:

As part of the University of California’s system wide housing initiative, the University of California Riverside (UCR) is undertaking a significant expansion of its on-campus student housing, replacing a 75-year-old, obsolete family housing development. The proposed development concept includes a master planned community of up to 6,000 beds of student housing, dining facilities and recreational sports facilities, which will be undertaken in multiple phases and projects.

Solution:

JLL performed initial project feasibility testing, and worked closely with a diverse UCR stakeholder group to develop design and construction and operations and maintenance performance specifications for the project.

JLL developed, packaged and managed a two-stage request for proposals (RFP) solicitation on behalf of UCR for a private development team partner.

As part of the RFP process, JLL facilitated multiple design charrettes and a financial diligence session with UCR and interested developer parties.

JLL performed financial analysis and peer reviewed multiple development scenario financial models, based on both tax-exempt and private equity structures, to support the evaluation of proposals. In addition, JLL managed the selection process with a large team of UCR executives, staff, faculty and students.

After selection of American Campus Communities as its developer partner, UCR retained JLL as an advisor to the transaction and in negotiations, and as an owner’s representative through entitlement, design, and construction of two initial projects that will catalyze UCR’s transformative redevelopment while maintaining affordability for students.

6. Experience and Technical Competence
Case study
UC Riverside
Real Estate Development Advisory Services
58 Packet Page. 2686

6. Experience and Technical Competence 6. Experience and Technical Competence Case study
Newport & Valencia Ave
Tustin, CA
Overview:

JLL was retained by the City of Tustin to market the 11-acre property located on the intersection of Newport & Valencia Ave in Tustin, California. JLL has successfully secured over 30 offers ranging in price, scope, and product type.

JLL helped the City identify and select a buyer whose vision, experience, and proposed development best aligned with the City’s goals and long-term community objectives.

Client Since: 2011
Transaction Type:

Investment Sale
Buyer:

Lincoln Property Company
Units (From Offers):
100-200
Offer Pricing:

Confidential
59 Packet Page. 2687

6. Experience and Technical Competence
Case study
Southern California Land & Development
Capital Markets select listing examples
Aspire UTC
Awarded
UTC

1.0 Acre redevelopment site
Low-Mid $20M’s
Seller: BioMed Realty
1st & Maple
Under contract
Bankers hill

0.77 Acre redevelopment site
$19M
Seller: SDAIHC
City of Tustin
TBD
Tustin, CA
100-200 units
Confidential
Buyer: Lincoln Property Company
Modera Bankers Hill
Under Contract
Bankers Hill
Equity Raise
Confidential
Sponsor: Mill Creek
Ascend
Under contract
San Marcos

16.12 Acre redevelopment site
Low $40Ms
Seller: Private
Jefferson Torrance
Closed
Torrance
525 units
$240M capitalization
Sponsor: JPI
Forth and Mortimer
Marketing
Santa Ana
Construction financing
Confidential
Sponsor: Confidential
35th and Adams
Awarded
Normal Heights

0.6 Acre redevelopment site
$7.5M
Seller: Nikols Mortgage Fund
1663 26TH ST
Awarded
Santa Monica

2.01 Acre redevelopment site
Mid $40Ms
Seller: Kilroy
20935 Warner Center Ln
Marketing
Woodland Hills

7.1 Acre redevelopment site
Confidential
Seller: Adler Realty
Newport & Valencia Ave
Marketing
Tustin
11 Acre development site
Confidential
Seller: City of Tustin
60 Packet Page. 2688

6. Experience and Technical Competence 6. Experience and Technical Competence Case study
City of Alpharetta
Investment Management and Associated Financing Services City of Alpharetta Master Plan
The Commissioners of the City of Alpharetta envisioned a downtown that is pedestrian-friendly, safe and environmentally conscious. The master plan needed to accommodate a new city hall, 900-car parking garage, town green, 5-acre park space and county library, while balancing the current market demands. JLL guided the development of a new master plan that would improve the City’s changes of successful attaining its goals.

Customized Solution
• Detailed budget analysis to validate and analyze the cost of each structure and major component within the master plan.
• Resource extension to the City to ensure seamless implementation and limited distribution for citizens and local businesses. • Guided the City and Master Planner through development of a phased master plan identifying key priorities to initiate implementation over the next ten years.
• Identified methods of delineating private components for possible future sale to investors.

Results
• Identified key locations to drive successful retail to support the downtown development, aligning with needs of the developers to meet profitability.
• Eliminated $1.2 million in excess costs due to recommended adjustments within the master plan.
• Institutional anchored development provided an incentive to attract the right partners.

Client profile
Industry: Institutional
Geography: CGA
Project Value: $ 30,000,000
Size: 22 acres
Length of Relationship: 14 months
Services Provided:
• Program Development
• Master Planning Oversight
• Implementation Feasibility
61 Packet Page. 2689

6. Experience and Technical Competence
JLL in San Bernardino
JLL can provide the City of San Bernardino with market-leading real estate advisory, underpinned by superior data analytics and a proven record of transactional execution. Our platform is uniquely structured to translate the City's strategic objectives—from economic revitalization to portfolio optimization—into tangible outcomes.

Our market expertise is demonstrated by our recent transactional volume and complexity within the San Bernardino market. These are not merely deals; they are data points illustrating our ability to execute across all asset classes and transaction types.

Strategic Transactional Volume: Over the last three years, JLL executed transactions totaling over $31 million in the immediate market. This activity provides us with real-time intelligence on pricing, concessions, and demand that backward-looking data cannot replicate.

Asset Class Command: Our transactional history spans over 539,000 square feet of improved property and over 9 acres of land, covering the full spectrum of Industrial, Office, and Retail assets. This cross-sector activity ensures our advice is holistic, not siloed.

Complex Portfolio Experience: We are the chosen advisor for sophisticated public and private sector clients, including the City of Riverside, Kaiser Permanente, Northrop Grumman, and McKesson. Our work for these entities involves complex requirements, from large-scale dispositions and high-value lease negotiations to strategic renewals, demonstrating our capacity to manage the City’s diverse portfolio needs.

Authoritative Market Analysis Across Asset Classes
JLL’s advisory is informed by our proprietary research and the direct intelligence gathered from our market activity.

We provide a clear, analytical view of the forces shaping San Bernardino's real estate landscape.

Industrial: Navigating a Maturing Market: The Inland Empire's industrial sector, the backbone of the regional economy, is normalizing after a period of unprecedented growth. The 3.08 million square feet of net absorption in Q4 2025 indicates continued, albeit more selective, demand. Our role in executing a 333,572 square foot industrial lease for a major distributor provides us with granular insight into tenant requirements and the underwriting process. For the City, this means that land values and disposition strategies must be recalibrated to align with a market that now prioritizes logistical efficiency and modern facility specifications over speculative expansion.

Office: Capitalizing on the Bifurcation: The San Bernardino office market is clearly bifurcating. We are observing a pronounced "flight to quality," where tenants are vacating older, functionally obsolete buildings in favor of modern, well-located, and highly-amenitized properties. Our management of both a 25,459 square foot lease termination and a 32,860 square foot renewal provides direct evidence of this trend. This bifurcation presents a strategic opportunity for the City: underperforming assets can be identified for redevelopment or adaptive reuse, while well-positioned properties can be marketed to attract high-value tenants, thereby elevating the City’s employment base and activating the urban core.

Retail: Curating the Consumer Environment: The retail sector’s performance is a direct indicator of consumer confidence. Our recent work securing leases for national tenants demonstrates continued demand from established brands for prime locations. Successful retail is no longer just about leasing space; it is about curating a tenant mix that creates a compelling destination. Our expertise allows the City to strategically leverage its assets to attract the right blend of tenants that will drive foot traffic, generate consistent sales tax revenue, and enhance resident quality of life. 62 Packet Page. 2690

6. Experience and Technical Competence
Project specific references
Please see our reference listed on pages 53-55. Note that contract value and fees are confidential for all references. 63 Packet Page. 2691
Proposed Method to
Accomplish the Work
7 64 Packet Page. 2692

7. Proposed Methodology to Accomplish the Work
Our Approach
Account Management and Governance
Upon the initiation of the project, our first task will be to meet with the City team and develop an in-depth understanding about the City’s objectives, learn about relevant processes and challenges, and position ourselves as an extension of your staff to help formulate an appropriate strategy. Although we are flexible and can adapt to a variety of project structures, it is anticipated that City will have:
• An internal Project Manager acting as our day-to-day point of contact:
• generally responsible for managing and coordinating JLL’s work • providing us with access to the reports, people, and facilities required for us to perform the scope of services; • A Steering Committee responsible for:
• establishing overall project goals
• providing leadership direction and feedback on deliverables • decision-making for key milestones throughout the project.

Communication and Account Management:

A successful account partnership, especially when JLL is providing multiple and integrated account services, requires a management and communications plan that efficiently captures and communicates essential information and provides opportunities for City stakeholders to deliver input to the account team on a collaborative basis.

To maintain alignment and establish clear roles and responsibilities, we propose to implement a formal, joint governance structure with multi-level representation from both The City and JLL.

This established framework ensures:
• routine assessment of common objectives
• management of desired outcomes
• effective communications
• strong relationships across both organizations
This framework provides an operating structure for our teams and delivers with a consistent approach, maintaining strategic and operational alignment, and has been acknowledged as an industry best practice. The governance model we propose will be charged with the following:
• Provide clear interface between The City and JLL stakeholders; facilitate communication at every level of the organization and build a strong partnership, management relationships and collaboration to drive high performance and continuous improvement.
• Manage escalation of issues and provide swift resolutions. • Manage and approve changes under the agreement.
• Provide for collaborative strategy and decision making. • Ensure strategic alignment of goals that empower JLL to effectively execute our responsibilities. • Review and approve commercial issues such as quality and economic targets, savings goals, KPI achievement, etc.

Manage and approve changes under the agreement.
• Provide for collaborative strategy and decision making. • Ensure strategic alignment of goals that empower JLL to effectively execute our responsibilities. • Review and approve commercial issues such as quality and economic targets, savings goals, KPI achievement, etc. 65 Packet Page. 2693

7. Proposed Methodology to Accomplish the Work
Ensuring communication at all levels
Implementing a formally structured governance model will allow The City and JLL to ensure communication across all channels and regions of the business which will be underpinned by metrics based on ‘outcomes’ that align with The City’s strategy. To ensure effective communication throughout the team and across the portfolio, the program promotes engagement and communication on three levels as described below. In this governance model, The City and JLL will have direct counterparts at the leadership level where our organizations will work closely together to develop goals and objectives for the team and provide oversight. A transparent governance model creates a partnership of performance that drives high performing, motivated teams.
66 Packet Page. 2694

7. Proposed Methodology to Accomplish the Work
Portfolio Strategy
JLL’s proposed method for delivering advisory and transaction services to the City, is a comprehensive and strategic framework designed to help the City optimize its real estate portfolio. Following the kick-off, we will work with the City to conduct a comprehensive data-gathering and inventory process for all municipal properties. Using our advanced GIS capabilities, we will create a dynamic, map-based digital database. This will serve as a central intelligence hub for the City, classifying each property by current use, zoning, physical attributes, and financial performance. This robust inventory is the critical first step for all subsequent work, including Portfolio Strategy, Property and Portfolio Appraisals, and Highest & Best Use Analysis.

Our engagement will begin with a collaborative workshop to establish a unified vision, define clear goals, and identify key performance indicators for the real estate portfolio that align with the City’s long-term financial and social priorities.

Following the kick-off, we will work with the City to conduct a comprehensive data-gathering and inventory process creating a create a dynamic, digital portfolio database classifying each property by current use, zoning, physical attributes, and financial performance.

This will serve as a central portfolio intelligence hub for the City, an is the critical first step for all subsequent portfolio advisory work, including Portfolio Optimization, Property and Portfolio Appraisals, and Highest & Best Use Analysis, Occupancy Planning, Lease Administration and related transactions.

Strategic Initiatives
Tech enabled process
Primary inputs
City Initiatives
Municipal Drivers
Geographic Preferences
Asset Types
Risks
Portfolio Optimization Levers
Portfolio Footprint
Workplace
Labor / Location
Operating Expenses
Headcount (Demand)
Forecasting
Employee Experience
Process Redeployment
Capital Cost Avoidance
Consolidation Opportunities
& City Plans
Engagement & Productivity
Labor Access & Cost
Energy & Sustainability
Vacant Space
Optimization
Workplace Standards
Location Assessment
Vendor Contracts
Location
Rationalization
Change Management
Economic Incentives
Lease vs. Own /
Leverage Market
Portfolio Analytics Tool (PAT) MapIT Blackbird
Constraints
Geographic Preferences
67 Packet Page. 2695

7. Proposed Methodology to Accomplish the Work
Market Analysis and Portfolio Performance Evaluation With the asset inventory established, JLL will conduct an indepth portfolio performance evaluation. This task is broken into three key analytical components:
• Market Conditions and Demand Analysis: We will perform detailed Market and Feasibility Studies for the San Bernardino region, analyzing current and projected real estate market conditions across all relevant property types, including residential, commercial, mixed-use, and civic uses. This analysis will provide the data-driven context needed to make informed decisions regarding potential dispositions, acquisitions, and leasing strategies. • Portfolio-Wide Highest and Best Use Analyses: Our team will conduct conceptual Highest & Best Use Analyses for each City property. This analysis evaluates development feasibility by testing potential uses against four industrystandard criteria: physical possibility, legal permissibility, financial feasibility, and maximum productivity. Crucially, our public-sector focus ensures this analysis is aligned with the City’s community and economic development goals, rather than purely market-driven outcomes.
• Property Utilization and Performance Analysis: Leveraging the market and highest-and-best-use findings, we will perform a strategic Portfolio Strategy analysis. Properties will be categorized by their current performance and future potential (e.g., high-performing, underutilized with optimization potential, vacant, or surplus). This categorization will identify immediate opportunities for value creation, operational efficiency, and potential disposition, including an initial review for SLA consultation purposes.
68 Packet Page. 2696

7. Proposed Methodology to Accomplish the Work
Below are JLL marketing samples from our in-house creative team:

Dispositions
Our process applies to any conveyance of land from the City to another party, whether through a fee-simple sale, long-term ground lease, master developer agreement etc.

Disposition process Scope includes Deliverables
Define requirements • Confirmation of goasl and criteria including stakeholder alignment needs, city council process, terms of transaction, timeline and team members (JLL / the City)
• Property/site research, sourcing of documentation, arrangements for inspection (JLL / the City)
• Financial considerations, corporate strategy, business drivers (the City) • Other concerns (space policy, IT, technical etc.) (the City) • Local market study (JLL).
• Instruction pro forma (JLL)
• Authorization to proceed (the City)
• Preliminary budget and timing schedule
(the City).

Market research,
report and
marketing strategy
• Detailed examination of legal documentation, alienation provisions, onerous covenants (JLL)
• Inspection of property, measurement, consideration of dilapidation / reinstatement liabilities, recommendation of essential works (JLL) • Market research – supply and demand, competition, special purchasers, comparables (JLL)
• Confirm strategy for disposal (JLL / the City).
• Market research report delivered within
agreed timescale and format (JLL)
• Agree marketing strategy, quoting
terms, budget and timing agreed
(JLL / the City)
Marketing • Implement marketing plan, including brochure, boards, advertising, tenant handbook, etc. (JLL)
• Canvassing, follow up and monitoring of interest (JLL) • Regular reporting (JLL)
• Review marketing initiatives as necessary (JLL / the City). • Regular marketing updates (JLL)
• Recommendations of new initiatives with
cost implications (JLL)
• Identify lessee / purchaser (JLL)
Offer analysis
and selection
• Develop negotiating strategy, solicit offers/proposals, draft terms (JLL / the City)
• Provide financial analysis of proposals, research financial position of proposed lessee / purchaser (JLL)
• Provide report on relative merits of offers received (JLL) • Final recommendation (JLL)
• Financial and qualitative report on offers
received, provided in agreed format (JLL)
• Selection of preferred option (the City)
Final negotiations • Negotiate terms (JLL)
• Prepare final terms and conditions (JLL)
• Initiate conveyance (JLL / the City)
• Agreement and approval of final terms
(JLL / the City).

Service delivery • Submission of closing report (JLL)
• Assist in final closing and conveyance issues (JLL)
• Transaction document binder,
including approvals documentation
(JLL / the City)
P3 Developer Solicitation and Request for Proposal samples 69 Packet Page. 2697

7. Proposed Methodology to Accomplish the Work
Property and portfolio appraisals
On most projects completed for public entities, JLL Valuation & Advisory Services, LLC typically employs a “blanket approach”. By allocating a significant amount of resources and personnel, this process allows us to complete the most accurate and supportable valuations in the most efficient manner. In that regard, W. Cameron Boone, IV, MAI, R/WAC, will lead the appraisal team. Our appraisal process is a systematic approach whereby the appraiser researches, collects, and analyzes data pertaining to the subject property in order to arrive at an estimate of market value for the real property interest being appraised. JLL has successfully partnered with hydrologists, cost estimators, land planners and architects as needed in order to value unique special use property or help determine compensation due to a right of way acquisition. We have worked with geologist and engineering experts to appraise mineral rights across the United States, including appraising the United States Strategic Helium Reserve and underground natural gas storage caverns for the U.S. Department of Justice. JLL will be able to provide written appraisal reports, and, if needed, market lease studies and consulting reports for the City. JLL has vast experience appraising numerous property rights, including the fee simple interest, leased fee, easement interest, leasehold, air rights, and mineral rights. JLL can provide samples of completed work product, but would need to redact sensitive information due to confidentiality. For the valuation of an existing utility corridor in its entirety, JLL will determine the highest and best use of all of the abutting property, perform an Across the Fence valuation to determine the value of the abutting parcels of land, and apply a Corridor Enhancement Factor. JLL will also consider utilizing a Direct Sales Approach (Sales Comparison Approach) of other corridors if the market data is comparable to the subject being appraised.

Project commencement: Appraisal The first step in the appraisal process is an inspection and investigation of the subject site and the neighborhood in which it is located. The appraiser then researches and collects data pertaining to sales of comparable properties that have sold in the market area. If the subject property is an income-producing property, data is collected pertaining to income and operating expenses for the subject property and similar properties.

Typically, three approaches are used in estimating the value of the subject property. These approaches are the Sales Comparison Approach, the Cost Approach, and the Income Capitalization Approach. Generally, the Cost Approach and the Income Approach are only used when the property is improved. JLL reports will include all approaches to value that are necessary to render competent and complete assignment results. Following analysis of the data collected, the appraiser reconciles the values derived through each approach into a single estimate of market value for the subject property. Prior to finalizing, the appraisals will undergo a comprehensive review process and ultimately will be approved by the Project Manager to ensure each report conforms to applicable appraisal standards, as well as city, county, and federal specifications and instructions indicated in the contract. W. Cameron Boone, IV, MAI, R/W-AC will then consult with the City on updates and progress of this project.

Project Commencement: Right of way At the onset of any project and after a careful analysis of its scope and special requirements, a team is put in place to begin initial data gathering and to prepare an estimate of the acquisition cost.

Simultaneously, notice letters will be prepared and sales research will be ongoing. To ensure consistency across the project, the initial valuing of all land will occur early in the process and will be a collaborative effort among our senior appraisers – those who will be the signing the reports. Report writing will continue through the process, and, once completed, the draft report will go through internal review prior to being sent to the outside reviewer (if applicable).

This “all hands on deck” process allows JLL to deliver a consistent product and to turn around large-scale projects in a time frame that outpaces our competitors. Property Utilization and Performance Analysis: Leveraging the market and highest-and-best-use findings, we will perform a strategic Portfolio Strategy analysis. Properties will be categorized by their current performance and future potential (e.g., high-performing, underutilized with optimization potential, vacant, or surplus). This categorization will identify immediate opportunities for value creation, operational efficiency, and potential disposition, including an initial review for SLA consultation purposes. 70 Packet Page. 2698

7. Proposed Methodology to Accomplish the Work
Massing Studies and Development Programming
The insights from the preceding tasks will culminate in a Strategic Real Estate Master Plan—a clear and actionable roadmap for the City of San Bernardino’s portfolio. This plan will provide a comprehensive framework for decisionmaking, transforming analysis into a concrete implementation strategy.

Strategic Prioritization: We will begin by ranking all City assets into prioritization groups (Highest, Moderate, and Limited Potential). This allows us to focus the City’s time and resources on the properties that can most significantly advance its strategic objectives, ensuring maximum impact from this engagement.

Concept Development, Feasibility, and Programming for Highest Potential Properties: For the properties identified as having the "Highest Potential," our master planning and development specialists will create differentiated and viable strategies. This phase is an intensive, data-driven process designed to fulfill the City’s requirements for Massing Studies & Development Programming. Our activities include:

Initial Due Diligence and Visioning: We will begin by transitioning all existing project knowledge and conducting intensive site due diligence. This includes collecting and reviewing any existing building drawings, property surveys, topographical information, as-builts, environmental reports, and geotechnical reports to identify any information gaps that need to be filled.

Activities
• Transition project knowledge
• Data Collection and Initial Site Due Diligence:
• Collect any existing building and improvement drawings, review existing documentations, property surveys, topographical information, as-builts of existing structures, environmental reports, and geotechnical reports. Review the information to confirm if any additional information is needed, such as property or boundary survey, to aid in identifying the appropriate consultants to support and complete the density study. • Research and review existing project site through existing information and publicly available data (i.e., Site Boundaries, Easements, Existing Zoning and Restrictions, flooding, and coastal requirements, as applicable) • Prepare a zoning summary to determine general development limits, allowable uses (by right and conditional), height, massing, FAR, and access/traffic issues.
• Infrastructure Analysis
• Review current utility access including water, sewer, gas, electrical, and telecom.

Zoning and Infrastructure Analysis: Concurrently, our team will analyze all regulatory and physical constraints. We will research site boundaries, easements, and existing restrictions, and prepare a detailed zoning summary to determine development limits, allowable uses, height, massing, FAR, and access issues. A thorough infrastructure analysis will review current utility access, including water, sewer, gas, electrical, and telecom capacity.

Benchmarking and Precedent Analysis: To inform our concepts with real-world successes, we will research and document comparable developments. We will focus on projects within similar inland urban contexts or those that have navigated complex entitlement processes, providing the City with three comparative case studies to guide decision-making. 71 Packet Page. 2699

7. Proposed Methodology to Accomplish the Work
Feasibility/ Density Analysis and Site Test-Fitting: This foundational research enables our team to conduct detailed 2D and 3D site test fits, which constitute the core of the Massing Studies. We will create multiple site-plan options that align with different program goals, incorporating the zoning requirements and best practices. These test fits will document initial road and circulation infrastructure, including entrances, service areas, and pedestrian pathways, to create a holistic site vision.

Activities
• Benchmarking and comparison multi-family analysis
• Research and document similar multi-family campus developments, specifically focused on developments with similar Coastal Commission regulations. Provide three comparative projects with similar requirements. • Density analysis
• Conduct 2D and 3D site test fit aligning with each macro program. Test fit analysis to incorporate zoning summary requirements, program outlined for each option, and outlined best practices. Document initial road and circulation infrastructure to support site density, including entrance area, service areas, and pedestrian pathways. • Final Report
• Create a final summary report with an executive summary documenting all portions of the study and recommendations for the next steps.

Final Report: For each Highest Potential Property, this process will culminate in a final summary report. This report will provide an executive summary, document all findings from the analysis, and present clear recommendations for next steps. 72 Packet Page. 2700

7. Proposed Methodology to Accomplish the Work
Our approach will be focused on allowing the The City's team to build internal consensus on approach and
key decisions, and identifying the most operationally
desirable and cost-effective alternatives. As part of this plan, we will explore opportunities to benchmark The
City's current owned and leased properties against all
other viable market alternatives for each requirement to drive innovative solutions that reduce costs, and identify the best options.

Our first task will be to meet with The City's project
team to better understand the organization’s goals and
objectives for this assignment and the overall initiative, learn about its processes and challenges, and position
ourselves as an extension of staff to help formulate the appropriate strategy for your headquarters operations.

Setting objectives and expectations for this analysis will provide JLL and The City a foundation for the overall
portfolio strategy. The focus of this kick-off meeting will be to review and confirm JLL’s specific project scope,
confirm the work plan and timeline, and ensure that this initial effort ultimately meets The City’s goals.

Strategy development
Our team will develop and deliver a summation of various occupancy scenarios that take into account the financial implications, including ongoing expenses and capital
investment, design and construction timelines, occupancy layouts and programming implications. Summarized
below is the occupancy planning process, followed by a
summary of transaction execution:

Situational
Analysis
Objectives
Identification
Scenario
Development
& Evaluation
Scenario
Recommendation
Plan
Implementation
Project
Planning
Objectives
Identification
Quantitative
Qualitative
Analysis
Execution
Scenario 2 Internal
Drivers
Data Collection:

External Drivers
Executive
Interviews
Select &
Document
Strategy
Scenario 3
Scenario 2
Validation and consensus development
Understand business
objectives
Determine occupancy
requirements Evaluate current facilities Assess markets Develop and evaluate strategies • Image
• Time Horizon
• Financial Objective
• Location Issues
• Decision Drivers
• IT Implications
• Headcount
• Space Standards
• Projected Growth
• Adjacencies
• Business Unit Interaction
• Existing Commitments
• Building Systems
• Existing Layout /
Configurations
• Operational Issues
• Technology
• Market Dynamics
and Trends
• Landlord Motivations
• Lender/Capital Stack
Implications
• Development Opportunities
• Restructure vs Relocation
vs Sublease
• Available Space
• Shadow Space
• Capital Stacks/
Debt Maturities
Services
• Occupancy Planning
• Project Management
• Financial Consulting
• Capital Markets
• Brokerage
• Occupancy Planning
• Project Management
• Brokerage
• Occupancy Planning
• Project Management
• Brokerage
• Research
• Financial Consulting
• Capital Markets
• Brokerage
• Brokerage
Leasing
73 Packet Page. 2701

7. Proposed Methodology to Accomplish the Work
Acquisitions
Leveraging JLL’s well-established tools and processes, we will work with the City to tailor our program to meet your specific requirements and then leverage the agreed program on each transaction we complete for you. To help determine the needs and work through the decision making process, JLL will manage your acquisitions transactions according to a process similar to the following:

Acquisition
process
Scope includes Deliverables
The City, JLL
conduct needs
assessment
• Confirmation of instructions in writing
including programming,
terms of reference and team members (JLL / the City)
• Location analysis (the City / JLL)
• Financial considerations, corporate strategy, business drivers, expansion (the City)
• Other concerns (space policy, IT, technical etc.) (the City) • Analysis of current space and building (the City / JLL) • Consultancy Services Contract (JLL)
• Authorization to proceed (the City)
• Confirmation of key criteria – physical and
locational (the City)
• Preliminary budget and timing schedule (the
City)
Technology: Portfolio Analytics Tool (PAT)
provides insights, market opportunities, and
efficiency and opportunity analytics
Survey of options • Market survey (JLL)
• Screening of available options against the City’s requirements (JLL) • Schedule of options (JLL)
• Market research report delivered within agreed
timescale and format (JLL)
Technology: Aero integrates processes
and tools, giving you more control, more clarity,
greater accuracy, more time for
high-value tasks.

Selection of
preferred options
• Initial (long) list of alternatives (the City)
• Inspections of properties (the City / JLL)
• Data acquisition (JLL)
• Evaluation of legal, qualitative, utilization and systems (JLL / the City)
• Selection of short-list for in-depth analysis (the City) • Preliminary budget schedule (JLL)
• Draft terms (JLL)
• Headline business case analysis (the City)
• Capital Appropriations Request (the City)
Technology: Blackbird takes you
on a virtual, interactive tour of a real
estate market.

Qualifications
and
quantification
• Send RFP to landlord / owner (JLL)
• Preliminary financial analysis of RFP responses (JLL) • Recommendations including metrics analysis (JLL)
• Non-financial analyses (JLL / the City)
• Appointment of architects / technical advisors as appropriate (the City)
• Approval of RFP format (the City)
• Delivery of RFP (JLL)
• Detailed financial and qualitative report on
short-listed properties (JLL).

Technology: InSite provides accurate, reliable
test-fits and 3D walk-through visualizations
supported by industry standard software and
build-out budgeting
Technical review
of selected
parties
• Preliminary space plan to check viability of shortlist properties (Tech. Advisor)
• Test selected properties against original criteria
(JLL / the City)
• Identify specialist technical issues (the City / Tech. Advisor) • Detailed cash flow analysis and
ranking (JLL)
• Technical audit of buildings
(Tech. Advisors)
• Preliminary space plan (Tech. Advisor)
Negotiation
strategies and
action
• Reduce alternatives (JLL / the City)
• Develop negotiating strategies (JLL / the City)
• Detailed financial analysis of owner’s responses (JLL) • Final recommendation (JLL)
• Business case study (the City / JLL)
• Sensitivity analysis (JLL / the City)
Final negotiations • Draw up final terms and conditions (JLL) • Initiate conveyance (JLL / the City)
• Consult with legal and technical advisors, project managers etc. (JLL / the City)
• Purchase agreement (Lawyers / JLL)
• Approvals documentation (JLL / the City)
74 Packet Page. 2702

7. Proposed Methodology to Accomplish the Work 7. Proposed Methodology to Accomplish the Work Technology
Under Christian Ulbrich’s leadership, JLL has made technology investments a priority. We created a $100 million global venture fund, JLL Spark, in 2017, and a new division, JLL Technologies, in 2019. JLL Technologies (JLLT) is the first business of its kind to bring together a comprehensive technology portfolio under one umbrella, from business intelligence platforms to smart office solutions to leading-edge proptech start-ups. We have also acquired technology companies over the years, including foundational investments in facilities management with the acquisition of Corrigo, as well as technology implementation and consulting firms, making us a leader in IWMS solutions and services.

Our proprietary tools help simplify your process, with total transparency, allowing you to make more informed decisions with data based on your company’s true needs. Efficiently utilizing real estate in today’s market demands access to cutting-edge technology that delivers immediate results to help inform your decision, based on your company’s future projections, as well as local, national and global factors. We keep you ahead of the curve with a dedicated team that tracks new tools changing the way properties are occupied; and we deploy those tools for your maximum benefit plans.

Portfolio Analytics Tool (PAT) 2.0 MapIT InSite
Blackbird 2.0 Client Portal Smart Tracker
Provides insights, market
opportunities and efficiency and
opportunity analytics
Visualize, engage and tell stories
using an interactive mapping
technology
Strategize, plan and budget your
projects
Takes you on a virtual, interactive
tour of a real estate market
Provides real-time,
24 / 7 remote access to relevant
portfolio information, processes,
tools and templates
Provides unparalleled ease of
access to workflow, milestones,
reporting and functions relative to
managing the transaction process
75 Packet Page. 2703

7. Proposed Methodology to Accomplish the Work
Miscellaneous real estate consulting
Beyond the primary tasks of dispositions, appraisals, and acquisitions, the City of San Bernardino requires a partner with the depth and breadth to address the full life cycle of real estate needs. JLL is uniquely positioned to serve as this single, integrated resource, providing the City with a comprehensive suite of on-call advisory services. Our global platform and specialized public-sector expertise mean that no matter the challenge or opportunity, we have the inhouse capability to deliver expert guidance.

We have platform SME's and service lines to support every and all need in the City's miscellaneous real estate needs. • Site Selection & Location Strategy
• Location Intelligence
• Global Forecasting & Analytics
• Labor Analytics
• Business Analytics
• Data & Technology
• Financial Consulting
• Corporate Capital Markets (P3 & Alternative Financing) • Tenant Representation & Lease Negotiation
• Transaction Services
• Location Incentives
• Valuation & Advisory Services
• Lease Administration
• Workplace Solutions
• Organizational Change & Transformation
• Occupancy Management
• Network Advisory Solutions
• Flexible Office Space Solutions
• Experience Services (Host & Hospitality
• Cost Advisory
• Design
• Project & Program Management
• Principal Delivery
• Move & Decommission
• Construction Risk Services
• Energy & Sustainability
• Sustainability & Energy Management
• Smart Buildings & Services
• Electric Vehicle Charging Solutions
• Property Development & Investment 76 Packet Page. 2704

7. Proposed Methodology to Accomplish the Work
We challenge the status quo to continuously identify cost containment opportunities. There are many areas where we can help you optimize your real estate portfolio and achieve the most cost effective and competitive infrastructure possible for the company.

Our goal is to provide savings through an integrated service delivery program. The chart below illustrates how we achieve cumulative savings for our clients:

Area of savings Range From traditional to high-performance drivers Occupancy 10-30% • Lease administration / audit program • Space utilization review and consolidation strategy
• Alternative workplace strategy, footprint reduction
• Subleasing strategy
• Relocation strategy
Finance Structuring 5-15% • Sale/leaseback strategies
• Leverage of LEED certification during project development • Early lease termination/renewal
• Transactions bundling
• Economic Incentives
Energy 5-8% • Supply side: bundle portfolio; secure energy partner • Demand side: purchasing leverage; consumption reduction • Energy management program; standardization of practices Strategic Sourcing 10-25% • Rebid contracts and consolidate vendors • Globalize procurement buys
• Leverage integrated services buys (projects and facilities) Operating Footprint 10-30% • Reconfiguration of the operating footprint to drive savings via labor arbitrage and occupancy for office activities
• Reconfiguration of the manufacturing operating footprint to drive consolidation or redeployment savings in the total cost of operations Supply Chain 8-15% • Network strategy
• Inventory optimization
• Transportation management/logistics outsourcing
Cost advisory and savings
77 Packet Page. 2705

7. Proposed Methodology to Accomplish the Work
Our team will work with you to identify and construct optimal occupancy and real estate plans that consider immediate to long-range operational goals of the various agency and customer requirements that The City supports and their impact on current and future space requirements. This is accomplished through a collaborative process that includes organizational strategy development, current portfolio review, market assessments, demographic analysis, development of consolidation scenarios and working with you to identify the course of action that creates an optimal solution. We will begin the strategy development with The City during our transition and on-boarding phase.

Strategic planning objectives will include:
• Position your real estate to support and enhance its core organizational agencies and functions • Address immediate, medium and long-term occupancy requirements • Evaluate appropriate ownership and financial structure opportunities • Create efficient space standards and enhance workflow • Consolidate operations and create disposition opportunities • Reduce real estate operating and capital expenditures • Use regulatory guidelines to The City’s maximum advantage Strategic planning
Ongoing
120 days
90 days
60 days
• Diagnose
• Excess space
• Cost/s.f.
• Cost/person
• Above
market rents
• Small offices
• Cash positions
• Rank opportunities
• Downsize
• Improve
space utilization
• Dispose of
excess space
• Sell assets
• Reset rents
to market
• Close/
consolidate offices
• Financial
restructuring
• Develop
action plan
• Savings potential
• Required
capital/expense
• Timing
• Write-offs
• Responsibilities
• C-Suite approvals
• Implement
• Reconfigure space
• Drive dispositions
• Leverage
lease rights
• Negotiate
aggressively
• Report in real time
30-60-90-120 day look ahead
30 days kick off
• Team intro
• Visioning
• Strategic priorities
• Transition
78 Packet Page. 2706

7. Proposed Methodology to Accomplish the Work
Strategic planning (cont.)
Strategic planning process
Develop and document:
• Organization alignment
• Guiding principles
• RE requirements
Develop scenarios to solve
the problem
Obtain approval to
implement strategic
recommendation
• Assimilate data to tell
current-state story
• Determine opportunities
for improvement
Gather data for:
• Portfolio data
• Critical dates
• Market intelligence
• Utilization data
• Business intelligence
• Present scenario options
to the business
• Cost benefit analysis
• Risk assessment
Meet with the business to:
• Discuss RE insights
• Validate and discuss business
objectives and strategies
• Determine RE requirements
and priorities
Define /
refine
Gather data Synthesize Align with
the business
Analyze Realign with
the business
Develop
business
case
Drive
decision
Through this process, our team will work with The City to:
• Translate real estate strategies into financial objectives significantly reducing capital and operating expenditures • Strategically align the real estate portfolio with your objectives • Provide access to innovative tools, technology and best practices that will equip real estate to be a proactive partner to each governmental department
• Develop processes which will prioritize workload, ensure consistency in delivery and terms and adhere to governance models
• Drive consolidation, based upon The City’s distribution strategy • Identify market and landlord conditions that create leverage to support early lease renegotiations (mark to market, neighboring tenant activity, market opportunities, debt, pending sale, recapitalization events, etc.) • Create strategies to eliminate vacancy and excess space of leased and owned facilities throughout the portfolio, including the use of flexible space alternatives
• Create scaled negotiations with key landlords to drive transaction efficiency across multiple locations at once • Create financial leverage to achieve below market lease terms based upon credit • Lead high-impact and or high-profile transactions
• Relocate or consolidate operations to take advantage of labor arbitrage opportunities Strategic planning process
Develop and document:
• Organization alignment
• Guiding principles
• RE requirements
Develop scenarios to
solve the problem
Obtain approval to
implement strategic
recommendation
• Assimilate data to tell
current-state story
• Determine opportunities
for improvement
Gather data for:
• Portfolio data
• Critical dates
• Market intelligence
• Utilization data
• Business intelligence
• Present scenario options
to the business
• Cost benefit analysis
• Risk assessment
Meet with the business to:
• Discuss RE insights
• Validate and discuss business
objectives and strategies
• Determine RE requirements
and priorities
Define /
refine
Gather
data
Synthesize Align with
the business
Analyze Realign with
the business
Develop
business
case
Drive
decision
79 Packet Page. 2707

7. Proposed Methodology to Accomplish the Work
Location consulting overview
Where organizations choose to locate their operations is a strategic business investment. The location investment decision – whether it is a new location, expansion, consolidation, or redeployment of operations - can have a significant impact on the cost structure, talent management, operating efficiency and revenue performance of a company.

Given the importance of this decision, more and more organizations are seeking to leverage the positive returns a location strategy can provide, and JLL’s Business Consulting group is navigating these companies through the decision-making and implementation of location investment strategies for a wide range of business operations for anywhere in the world.

Our team is comprised of seasoned management consulting professionals with more than 150 years of collective experience helping companies solve complex location initiatives. Our Business Consulting group has delivered over 600 location investment assignments to over 400 different organizations. These assignments have included headquarters, manufacturing, research & development, technology, shared services, customer contact and distribution operations.

Our senior leaders are recognized experts in the disciplines of location strategy, labor analytics, and financial modeling of business relocations.

Methods and technology
Given the business impact of a company’s location strategy, our approach is grounded in the critical business performance outcomes our clients are seeking to achieve in their location investment decisions. The definition and prioritization of these outcomes inform the necessary market characteristics our team evaluates to deliver market recommendations that are not general market trends but customized to our clients’ unique business requirements.

To drive the most advantageous location decision quickly and efficiently, we combine world-class best practices, advanced research capabilities, innovative location optimization tools and our global presence to deliver single-source solutions strategically aligned with the distinctive business objectives of our clients.

Our team leverages over 50 data sources (public, 3rd party, and proprietary) that are selected and analyzed specifically to a client’s talent strategy to inform a customized market recommendation.

Our consulting team has a range of technology platforms to augment its location strategy experience and expertise.

These tools allow us to provide dynamic, visualization of data analytics in a collaborative setting with our clients to rapidly see performance of alternative markets and to test various questions important to their business decision.

Blackbird Labor Market Screening
80 Packet Page. 2708

7. Proposed Methodology to Accomplish the Work 7. Proposed Methodology to Accomplish the Work MapIT Deashboard Navigator
In addition to these standard technology tools, our team develops custom Excel, Tableau, and Javascript models to support the unique analytical and data visualization needs of specific client assignments.

Labor market analytics
The labor analytics capabilities resident in our location consulting team guides our clients in identifying labor markets that align with their business and recruiting strategies.

Key actions include:
• Careful consideration of our client’s workforce profiles • Comparison of availability, sustainability, demographics, competition, and cost across locations • Highlighting labor market risks and benefits of location choices • Recommendation of a course of action that enables success Our value is derived through interpretation of measures specific to an organization’s talent management and market position strategy.

Market analytics focus on talent market depth and alignment for relevant occupations and related industry activity.

Specifically, these criteria will evaluate the volume, concentration, and recent growth of related jobs and how those measures align with the strategy of our clients.

Other factors evaluated include demographics (educational attainment, age, household income, etc.), enrollment and degree output of proximate educational institutions, wage costs, industry wage cost trends, population trends, migration into and out of markets, skill profiles, and competitor landscape. Additional market characteristics specific to an organization’s recruiting and talent management strategy are collected and evaluated to further the confidence level for the market recommendation.

In addition to the location and labor analytics expertise of the Business Consulting team, they are supported by JLL’s Research platform and over 40 GIS professionals globally. 81 Packet Page. 2709

7. Proposed Methodology to Accomplish the Work
Tenant representation
This is JLL’s bread and butter. This is where our market depth and breadth will ensure practical success for
The City. JLL has done more real estate transactions
across the State than anyone else. Leveraging our best
practices, best in class tools and processes, and quality talent. The City will be able to ensure they getting
up to date market insights. In addition, JLL’s deep
understanding of public institutions provides for an
unparalleled approach. Our experience to this client base allows JLL to perform research and invest in innovations, resources and technologies that solve issues faced by
that client base and the dynamic operating environment
in which you work.

The team that we are proposing for partnering with The
City has the best mix of expertise to support your entire portfolio throughout region and across all asset types.

What this means to the The City is that you will know
what the market is bearing and how to best position
yourself for sound decisions. It also means that with JLL’s consistent deal flow, Landlord’s will want to ensure they are presenting the most competitive deals in the hopes
that they will get another one from JLL. It is because of this commanding market share that JLL will deliver the
lowest occupancy costs and greater leasehold flexibility.

In this business and environment, relationships matter.

Below in the “Transaction Support” section you will
find JLL’s process to securing favorable lease terms
for The City. However, it is important to note that JLL will conduct annual reviews and desktop audits with
The City on the portfolio to ensure that all qualitative and quantitative aspects are within the appropriate
guardrails and keeping with the current market. This is going to be an important process during the life of the lease or contract (whichever is shorter).
82 Packet Page. 2710

7. Proposed Methodology to Accomplish the Work
Workplace strategy
Our workplacce strategy process combines researchbased methods to prioritize an employee focused approach. JLL will work with The City in this process.

Additionally, JLL does have in-house workplace
strategists to assist as needed. Our combined team will leverage benchmarking, technology, and HR policies to
develop strategies that align closely with the goals and the needs of The City. By analyzing space requirements, forecasting future needs, and creating visual scenarios, we optimize workspace utilization. Additionally the
team will work with the landlords for each possible
space solution that The City will consider during the
transaction process. We will look to the landlords to fund the test-fits so that there is no cost The City. This will also ensure a consistency of deliverable for it’s pilot project or a portfolio implementation.

Distinguishing features of our workplace and occupancy
strategy platform include:
• Best practices and programs around
Workplace Strategies, Occupancy Planning and
Utilization Studies
• We provide space management services utilizing
technology solutions and platforms to harvest
utilization data and create tailored programs
• Our workplace strategists are diverse experts
with specialties in architecture, human resources,
finance, communication, organization psychology,
information technology and ethnography
• Proven utilization methodologies using observation,
badging, Wi-Fi, walkarounds, etc.

Utilization Analysis
• Analyze historical
badge swipe data
• Track occupancy and
utilization rates to your
hybrid work policy
Sensitivity Analysis
• Generate SF
requirements based
on headcount and
hybrid share ratios
Current State
Assessment
• Evaluate current space
standards
• Propose future space
standards to align
with your hybrid work
policy
Benchmarking
• Leverage
benchmarking
research and current
industry best
practices to inform
recommendations
Mobility Profiles
• Identify work patterns
and preferences
• Develop typical
personas for each
group in your
organization to inform
program
Employee Surveys
• Collect data to
understand workplace
preferences
• Leverage data to
inform strategic
recommendations
Program Scenarios
• Establish future
workplace toolkit
• Generate future
workplace scenarios
incorporating growth
& hybrid work ratios
Hybrid Work Model
• Establish strategic
recommendations
for your future hybrid
workplace to help
employees maximize
productivity
83 Packet Page. 2711

7. Proposed Methodology to Accomplish the Work
Technology Solutions Landscape
Data sources that inform occupancy
Seat assignments and space types represent decisions made on paper, but don’t tell us for certain if a seat is being used or a space is serving the purpose it has been categorized as.

CAFM & IWMS
Your space data platform
Reserving a desk reflects an occupant’s intention to be somewhere, but does not always reflect where they actually were.

Desk Bookings
Allows occupants to book
space ensuring a place
when they are present
It is critical to have a way to inform people where they can meet in person, but determining if invites attended in person and how many is not provided with this data set.

Meeting Room
Reservations
Provides a face-to-face
option for those on-site
Track unique visitors in badge-access areas. Analyze presence rates across the portfolio and view data at floor, building, campus, region, or portfolio level.

Badge data
Track on-site presence
down to business unit
level
Leverage your Wi-Fi network to see occupancy at a campus, building, floor and space level. Make smarter operational decisions without any new capital investment.

Wi-Fi Utilization
Tracking
Insights from your
existing Wi-Fi
Get granular occupancy data for any room, collaboration area, or seat. Pinpoint underused assets and high-demand collaboration zones instantly.

Occupancy sensors
Measure real-time,
workpoint-level use
Whatever the data source, see
clearly how occupants intend
and actually use space, all in
one analytics platform.

Utilization accelerator
See Your Portfolio in
Intention data Action
What people
plan to do
Behavior data
What people
actually do
84 Packet Page. 2712

7. Proposed Methodology to Accomplish the Work
Organizational change and transformation
JLL’s integrated change management and communications planning service guides organizations through behavioral and cultural adaptation during transitions. JLL will develop a comprehensive Change and Communications Roadmap aligned with the City's organizational goals.

Change management methodology
We follow our proven 5-step change management methodology, typically consisting of the following:

1. Initiate the Change (Workplace Strategy Stage) with the objective to understand the current situation to identify gaps and define focus areas:
• Workplace and culture brief development.
• Existing data review.
• Understanding current processes and client's communication structures. • Mobilization and kick-off meeting.
• Visioning session and KPI setting.
• Site tour and existing space audit.
• Gap analysis.
• Stakeholder mapping.

2. Prepare the Change (Detail Design Stage) to identify sponsors and stakeholders:
• Kick-off meeting with local leadership.
• Leadership and key stakeholder interviews.
• Business unit focus groups.
• Pre-move survey preparation.
• Change roadmap development.
• Change champions kick-off.
• Communication plan creation.

3. Plan the Change (Detail Design Stage) to define interactions and tools to be used through project team meetings, Change champion trainings, meetings and workshops, design stabilization.

4. Implement the Change (Construction and Final Move In Stage) to develop interactions and activities to prepare users for change, mitigating resistances inclusive of: townhall sessions, newsletters, nudge videos, communication site (Intranet/Sharepoint), events, hard hat tours/early-site tours/roadshows, coffee corners (staff participation session), workshops and trainings (e.g., social etiquette workshop), focus groups/trainings, user manual and go-live support

5. Sustain the Change (Post-Move Review Stage) to evaluate the change post-occupancy via post-occupancy surveys / interviews / workshops, Leadership feedback session and change management close out report and recommendations.
85 Packet Page. 2713

7. Proposed Methodology to Accomplish the Work
Benefits of integrating change management services with other real estate services Integration of change management with other services offered by JLL as part of the property lifecycle creates significant value through:
• Strategic alignment: When change management is integrated with real estate services, workplace transformations align better with broader business objectives. This ensures real estate decisions support organizational goals rather than operating in isolation.
• Enhanced employee experience: Real estate changes directly impact how employees work. Integrated change management addresses human factors like resistance, concerns about new locations or work styles, and adaptation to new environments, ultimately improving adoption and satisfaction. • Cost optimization: Proactive change management reduces implementation delays and productivity dips that often accompany workplace transitions. This leads to faster realization of the financial benefits behind real estate decisions.
• Risk mitigation: Major real estate changes (relocations, consolidations, new workspace designs) carry significant operational risks. Integrated change management identifies potential issues early and creates mitigation strategies. • Sustainability in transformation: Rather than treating change as a one-time event, integration embeds adaptability into the organization's culture, making future real estate evolutions smoother. • Holistic solutions: The integration allows for comprehensive approaches that address physical space, technology, and human needs simultaneously rather than treating them as separate challenges. • Data-driven decision making: Change management processes generate valuable feedback that can inform future real estate strategies and workplace improvements.

Our process includes workshops to establish the “Why,” stakeholder mapping, change champion networks, and toolkit development for leadership, managers, and employees. Deliverables such as town hall decks, newsletters, FAQs, and training materials ensure consistent messaging throughout the RTO and HQ relocation.

Department strategy
Change management program
strategy at the enterprise level
Change management services at
the project level
Executive engagement Mid-level managers Employees
• Department change
vision development
• Change management roadmap
• Change management and
communications planning
• Employee survey management
• Executive stakeholder engagement
• Leadership visioning
• Stakeholder interviews
• Monthly sponsor meetings
• Virtual/In-person town halls
• Project sponsor videos
• Sponsor email
communications templates
• Change ambassador and
manager training
• Etiquette workshops
• Etiquette videos
• Manager to-do checklist
• Focus groups
• Clean-up and pack events
• Day-in-a-life
• FAQ
• Grand opening events
• Posters and digital signage
• Intranet and web content
• Welcome messaging
• Project mailbox
• Virtual office hours
• On-site move support
• Virtual concierge support
• Neighborhood council
City department goals Project-level change
86 Packet Page. 2714

7. Proposed Methodology to Accomplish the Work
Global forecasting and analytics
Research Market information is a critical component
of every phase of the real estate process. JLL has
invested in cutting-edge technologies and devotes
unprecedented manpower to tracking market data to
create a sophisticated, tactical model of research and
analysis. We work hand in glove with the brokerage
teams to ensure that real time business terms and
influences are captured and understood. This approach
allows our research team to deliver intelligence and
insights to achieve cost savings and other customer
service objectives. We track space availability and
tenant information through our proprietary database,
MarketSphere along with CoStar, LoopNet, local realty
associations and internal databases. Additionally, each office subscribes to local sources of online information from various commercial realty as associations.

Understanding today’s commercial real estate dynamics,
identify tomorrow’s challenges and opportunities and
drive strategic recommendations are key to a proactive
approach. Our research programs are designed to
provide practical interpretation and innovative thinking that drives optimal real estate decisions. We employ
an experienced and knowledgeable research group
to provide our clients the most thorough, accurate
and timely information. Our more than 600 global
research professionals cover macro and micro trends
and forecast future conditions in over 65 countries,
producing unrivaled local and global perspectives. Our
team tracks and analyzes the best real estate data from proprietary and third-party information resources, while continually monitoring and modeling the key economic,
capital market, industry and demographic indicators
that impact commercial property markets and help us
predict what is around the corner to create competitive advantage for our clients. In-depth industry tools and
insight includes:
• Industry indicators (how to measure performance)
• State-of-the-industry (key statistics, revenue, annual growth, industry issues, key external drivers)
• Leading industry trends and their impact on
real estate
• Key business performance issues
• Diagnostic tool kit — matching business objectives
with real estate solutions.

Outlook
reports
Local
market insights
Economic
insights
Benchmarking
data
87 Packet Page. 2715

7. Proposed Methodology to Accomplish the Work
88 43 900+ 175,177 $20B
SOC certification languages global employees managed locations spend managed $4.62 $57M 450+ 250 20+
Return per $ paid to
lease administration
total cost savings /
avoidance
clients countries technologies utilized
Without an effective lease administration program,
companies and governments alike lack the foundation
for successful strategic real estate planning and
portfolio management. Over 25 years of providing
lease administration services to corporate clients has
positioned us as the global industry leader in this area.

Distinguishing features of our lease administration
platform are illustrated below. Some features that make us the most sought-after partner for handling lease
administration services are:
• Four lease administration regional operating centers
around the globe - Pittsburgh, Warsaw, Mexico City,
and Gurugram, local hubs in Toronto and Dalian, and
leadership in London, Pittsburgh, Chicago,
and Singapore
• 450+ clients and 900+ professionals worldwide,
administering 175,177 leased and owned
sites annually
• $20 billion in spend managed in 2023
• $57 million in cost savings and avoidance achieved
in 2023
• Documented, standard processes that are
SOC 1 compliant
• SOC1 Type II Audit global certification for standard
processes and Portfolio app
• Internal audit team and programs ensure focus on
data accuracy and process compliance
Lease Administration
Toronto
Gurugram
Dalian
Mexico City
Pittsburgh
Warsaw
88 Packet Page. 2716

7. Proposed Methodology to Accomplish the Work
Lease Essentials
Our scaled down lease administration program with optional scope to best meet your needs. Options include light abstraction with limited key lease fields abstracted or standard abstraction and periodic reporting, data audits, and desktop audits or operating expenses. With a focus on automated critical date notification and help desk support, Lease Essentials is a cost-effective entry point into portfolio management. This fundamental step into lease administration is a perfect starting point for clients who do not require dedicated lease administration staff, certified SOC1 policies and procedures but do need an effective method to manage data and critical dates.

Lease Essentials allows you to select the lease administration service level for us to deliver a solution that best meets your needs to manage data and critical dates. We offer light abstraction with limited key lease fields abstracted or full abstraction under one of the standard models and optional audit services. With a focus on automated critical date notification and help desk support, Lease Essentials is a cost-effective entry point into portfolio management.

Technology-enabled outcomes: JLL Portfolio
Capabilities Included Abstraction
Scope
Abstract key lease fields (financial, lease terms critical dates) ✓ Standard abstract of all lease terms and operating conditions ✓ Standard models for lease abstraction criteria ✓
Double-checks of all abstractions to ensure data accuracy ✓ Operating expense information captured from lease documents ✓ Documents scanned and housed ✓
Abstract tenant allowances and security deposits ✓
Ongoing updates of lease information based on receipt of new documents ✓ Automated/"push" notifications of critical date information ✓ Standard report library and additional self-service reporting capability ✓ Lease Administration dashboards for data visualization for clients using Portfolio App ✓ 89 Packet Page. 2717

7. Proposed Methodology to Accomplish the Work
Development management
Maximize the return of your assets
Build or enhance your real estate project on time and on budget with experienced consultants that manage every phase of the development process from inception and due diligence through successful completion and beyond.

Whether you’re launching new projects, expanding your portfolio, consolidating assets, or pursuing adaptive reuse, JLL delivers customized solutions to maximize property value and ROI across your entire development journey - providing the expert guidance needed to evaluate feasibility and make informed investment decisions that optimize market performance.

Our project and development services team delivers independent, research-led advice on all stages of the development process. Covering both the private and public sector, we work across a range of industries and are transforming the way our clients develop land and buildings. JLL stands with you as your dedicated trusted development partner, supporting your success from initial planning through project completion and beyond.

Our services
Development experts
We have a proven track record
managing over 200M square feet
of new developments in
North America.

Scalable team
With 3,300+ project managers in
North America, we can scale to
meet increasing demand without
compromising on performance
or expertise.

Breadth of experience
We have built for all sectors,
including offices, retail, industrial
and logistics, public sector, health,
education, residential and hotels.

What makes JLL a trusted development partner?
Pre-development services Development execution Post-development services Financial services • Development advisory
• Feasibility studies
• Site due diligence and site
constraints
• Location economics
• Highest and best use analysis
• Property performance
assessment
• Financial modeling
• Market analysis and demand
studies
• Development management
• Preliminary design services
• Entitlement services
• Cost control/estimation
• Construction monitoring
• Project scheduling and phasing
• Procurement strategy and
vendor selection
• Risk management and
mitigation strategies
• Value engineering
• Project governance and
reporting frameworks
• Property management
• Property conditions assessment
• Brokerage
• Exit strategy development
• Asset repositioning advice
• Access to debt (Capital Markets)
• Joint venture structuring
90 Packet Page. 2718

7. Proposed Methodology to Accomplish the Work
Approach to project management/owner representation
Our operating philosophy is always to keep your best interests top of mind and provide excellent customer service, as well as monitor your satisfaction throughout the entire project. We view our role as an extension of your staff, working together to overcome challenges and deliver solutions.

Our project approach is designed to reinforce strategic goals, institute governance, boost engagement and productivity and mitigate risks. With subject matter experts in delivering transformational projects, we will bring the necessary insight and experience to advise and support you on this project.

We will leverage our collective expertise, tools, technology, controls, best practices and dedication to ensure the project meets your objectives. JLL will help you to achieve your goals by utilizing our guiding principles. • Lead and advise to make timely and
informed decisions
• Deliver customized solutions
• Ensure overall project
vision realization
Lead the process
Foster accountability
• Create a collaborative team
building environment
• Provide conflict
resolution solutions
• Understand the self-interests
of team members, set expectations
Guide the team
Whole > sum of the parts
• Define and document scope
• Provide effective and
clear communication
• Set expectations and maintain
accountability to reduce
scope creep
Manage the scope
Make it simple
• Leverage purchasing power
• Create value engineering solutions to
reduce needless spend
• Utilize the latest financial controls
and reporting tools
Control the cost
Cut cost, not corners
• Proactively maintain project
schedule process
and approvals
• Verify commitment from all
consultants and contractors
• Manage resources (e.g., design
control and material lead times)
Drive the schedule
Time is money
• Utilization of an experienced team
that understands project nuances
• Create a Risk Register to identify and
document risk and
establish protocol
• Execute on mitigation strategies
Reduce the risk
Knowledge is power
Our six guiding principles to project management
91 Packet Page. 2719

7. Proposed Methodology to Accomplish the Work
Construction project management
Variable project management
Program management
PDS platform
• Tenant improvements
• Capital improvements
• Move management
• Multi-site programs
• Project consulting
• Transactions support
Variable project management
• Development management
• Development advisory
• Technical due diligence
• Investment development management
• Construction management
• Build-to-suit development
Development management
JLL offers a full spectrum of project and development management services for new projects and redevelopment initiatives involving office, industrial, convention centers, sports/entertainment complexes, and specialty projects, such as urban, mixed-use facilities, parking facilities, hotels, retail shopping centers, medical facilities and residential developments.

Our approach
Having managed thousands of projects, we understand what it means to optimize project objectives for a client and how to achieve it. Fundamental to our success is our unwavering belief that each type of management service we provide has a process, and that each step in the process should be initiated for any project, regardless of size, scope or location. Our work with The City will start with the identification of the project specifications and requirements and will be completed only when the project outcome is closed out, and successfully operating. 92 Packet Page. 2720

7. Proposed Methodology to Accomplish the Work
Proven 5-phase process
Every project, whether it is handled through a Variable Project Manager or a Program Manager, follows the same 5-Phase Project Management Process. Our process is time tested and proven, tied to your project and business objectives, designed to maximize results and minimize risk. Our focus is based on a view of the complete real estate life cycle. • Transition project
knowledge
• Engagement
notice signed off
• Project funding
signed off
• Confirm project
process
Initiate
1 • Prepare
execution plan
• Develop schedule
• Develop budget &
cost assumptions
• Plan and
execute project
procurement
process
• Plan risk & value
management
process
Plan
2 • Manage design
development
process
• Update budget
• Update schedule
• Manage
production and
construction
documents
• Manage
procurement
• Validate project
scope
Design
3 • Manage
permitting
process
• Manage
construction
process
• Manage
substantial
completion
process
• Manage move
• Manage
commissioning
Construct
4 • Complete close
out of designer’s
and contractor’s
activities
• Complete
closeout
of financial
activities
Close
5 Integration with Transaction Management
Our standard approach to transactions is to involve project management staff at the earliest opportunity, including initial surveys and site tours. This enables us to consider a broad range of possibilities, while also eliminating any less favorable options early in the process. Project Managers help prepare detailed due diligence reports of the facilities toured to provide guidance in the negotiation of base building conditions and responsibility for remediation.

Our clients gain organizational efficiency, cross-functional solutions and comprehensive strategic responses that enable them to achieve cost savings in the range of 10 to 25 percent over self-performance in-house management or non-integrated models.
93 Packet Page. 2721

7. Proposed Methodology to Accomplish the Work
Cost management
Providing creative solutions as an independent advocate always representing the owner’s best interests Our in-house cost management practice group combines talent, research and market intelligence to help create value and reduce commercial risk. We tailor our services to meet the specific needs of our clients. We create synergies and implement integrated solutions throughout all phases of the real estate life cycle. Our primary goal is to deliver your project on-budget and on-schedule. With a focus on analyzing and optimizing your projects cost structure to drive cost efficiency, our team of experienced cost managers will provide real-time, independent cost advice. Rather than report costs, our approach is to manage them proactively, ensuring that at any stage of your project you have up-to-date and accurate information to make informed decisions. Our preliminarily cost estimates include breakdowns that align with project requirements, all direct and indirect construction costs, and project costs if required. This initial estimate sets the road map for costs and provides a set point to reconcile back to.

Our services
Client benefits
Technology
• Conceptual and detailed milestone estimating
• Value engineering and budget reconciliation
• Feasibility studies
• Benchmarking
• ROI studies
• Budget accounting and forecasting
• Risk management
• Change order management
• Bid analysis
• Change management and final audits
Enhanced decisionmaking and controlTransparent risk
management
Budget confidence
and certainty
Cash savings and
improved cashflow
Business
efficiencies
Detailed cost analysis and
proactive approach to
ensure investment
decisions are based upon
comprehensive data
Expertise to provide
comprehensive identification,
quantification and mitigation
of commercial risk.

Through budget
development, benchmarking
and cost analysis, we forecast
cost and the impact of
change throughout the
project life cycle.

We develop accurate budgets
and implement cost control
procedures to unlock benefits
that support business
planning and growth.

By aligning our services with
your internal procedures and
reporting requirements, you
can concentrate on your core
business activities.

CostX software is a powerful tool utilized by
JLL Cost Management to streamline estimating,
quantity takeoff, and cost control processes. With
its advanced features and functionality, CostX
enhances accuracy and efficiency, ensuring
precise cost forecasting and tracking.

Primavera P6 software serves as the cornerstone
of JLL’s project controls approach, empowering
us to effectively monitor, analyze, and manage
project schedules. With its robust features and
intuitive interface, Primavera P6 ensures
accurate planning, resource allocation, and
progress tracking.

With Autodesk Revit software, JLL Cost
Management harnesses the power of BIM
technology to enhance cost management
processes. Revit’s intelligent 3D modeling
capabilities enable accurate cost estimation and
visualization, ensuring streamlined decisionmaking and project cost optimization. 94 Packet Page. 2722

7. Proposed Methodology to Accomplish the Work
Relocation and move management services
Our relocation strategies, techniques and process
identified below can be applied to small and large
projects to streamline any relocation project.

Relocation Management
Plan Kick-off meeting – meet with The City project team to gather project information; establish scope, approach and communication protocols.

Relocation project visioning session – Meet with key
stakeholders to discuss factors contributing to project risk and success. Discuss the project framework to date and
make adjustments as needed.

Data collection and inventories – Through document
requests, on-site walkthroughs and one-off meetings with stakeholders, gather site and content information relevant to the scope.

Relocation project plan generation – Generate and
get team buy-in on a master plan that will serve as a
communication and guidance tool for the remainder of
the project. To including the following:
• Quality assurance and oversight plan
• Communication plan
• Overall approach strategy
• Project schedule
• Project budget
• Risks and mitigations
Conduct relocation project team meetings – Assemble the project team, provide supporting documentation, provide strategic direction and work with team to define process, tasks and timing to deliver an efficient and timely move.

Conduct move vendor RFP - Develop, issue and analyze a
mover RFP; host walk-throughs at each site; assist client in vendor selection.

Conduct move coordinator meetings – Develop a move
team comprised of one person from each department,
called a move coordinator, who will act as a liaison for their department and a primary point of contact for JLL.

Hold regular meeting to inform the team about process
and progress and discuss concerns from their teams.

Develop and manage the move matrix – Create and
maintain a move database with from/to locations,
phone and network jack numbers and other personnel
information as needed.Conduct quality check-ins –
The RPM area lead will check in regularly, as defined
by the quality plan, with the client team to assure that expectations of both the client and JLL are being met.

Any issues and proposed solutions will be documented
and monitored.

Coordinate the file planning and mapping process –
Develop a file assignment matrix and move strategy for all relocating files. Communicate process to end users who
are responsible for purging and packing.

Coordinate any FF&E, IT, A/V or Other Vendors – Work
with each vendor contact to support overall move plan
and coordinate vendor’s services
through completion.
95 Packet Page. 2723

7. Proposed Methodology to Accomplish the Work
Move
Move logistics preparation – Plan and implement
straightforward, easy to follow methodologies that
simplify and clarify the physical relocation for end users, movers and other outside vendors.

Staff communication – Develop and implement
communication to the client population to provide
information and updates on all aspects of the
relocation, as well as to collect questions and disseminate answers through:
• Move coordinator meetings
• General staff town hall meetings
• Building tours
• Internal client website
content authoring
• Newsletters
Provide on-site move supervision – Supervise moves
on-site during all move phases, monitor the process and provide direction to the various participants.

Provide an online post-move request system - Implement
electronic move request system to efficiently distribute, record, and report on staff move requests.

Set-up and manage a post-move support center – Staff
command center to handle incoming post-move requests
following each scheduled move event.

Close
Coordinate surplus management – FF&E disposition.
• Inventory – Generate inventory and assessment of
remaining assets.
• Vendor selection – Negotiate with potential vendors
for removal of excess assets;
• conduct walk-throughs with each vendor.
• Coordination – Provide general coordination of asset
disposition and building clean-up with vendor and
building management.
• Supervision – Provide on-site supervision of
vendor activities.

Coordinate with building management
– Coordinate move logistics with each
buildings’ management.

Develop and implement a cleanout
campaign – Reduce files and other
storage through a well communicated and
coordinated cleanout campaign. Assist
with retention plan communication, file
purging and off-site storage coordination.

Develop and distribute the move packet –
Create and distribute custom packing and
tagging instructions, pre-printed labels
and keyboard bags to staff.
96 Packet Page. 2724

7. Proposed Methodology to Accomplish the Work
Workplace design
We provide clients with transformative, industry-changing, and effective design that propels growth — all backed and bolstered by JLL’s global team of experts in project management, energy sustainability, tenant representation, agency leasing, and property and facilities management. Your environment and how it is experienced can have a transformational impact on occupiers, reinforcing your mission, vision, values, and culture. It can also serve as a communication platform that has the power to ignite occupiers as brand ambassadors, serving as a consistent education and enculturation tool as well as a mechanism to drive engagement with visitors, vendors, and other guests.

Our services
Strategy consulting Planning Experience design Brand marketing • Research & Insights
• Workplace Strategy
• Corporate Culture
• Workplace Communications
• Change Management/
Change Communication
• Space Planning
• Clinical Planning and
Programming
• Functional Programming
• Massing & Feasibility Studies
• Workplace Design
• Furniture Selection
& Specifications
• Design Guidelines
• Strategic Planning
• Activation & Awareness
• Integrated Communications
• Digital Experiences
97 Packet Page. 2725

7. Proposed Methodology to Accomplish the Work
Small space alternatives/flexible office solutions
Flexible space refers to a range of space types that organizations use to enhance portfolio flexibility, reduce occupancy costs, foster collaboration and innovation, and attract and retain talent.

Our clients are leverage flex space to achieve objectives such as:
• Providing swing space for short-term needs
• Enhancing culture generally
• Creating special project team environments “off campus“ to foster small team culture • Incorporating innovation into the business model
• Providing project-centric space
• Addressing the needs of a mobile workforce
• Providing infrastructure for a contract workforce
• Testing the concept
• Accommodating business travelers on a nimble and virtual basis • Reducing capital expenditures related to commissioning new offices • Reducing administrative and support staff costs associated with satellite offices JLL provides comprehensive guidance to clients in determining and implementing flexible space solutions. We offer expertise in the following primary approaches:

Evaluate and Implement Flexible
Space Alternatives: We assess
the suitability of flexible space
alternatives as part of our transaction
management process. By comparing
traditional lease arrangements with
flexible space options, we provide
clients with a comprehensive
assessment of their relative value.

If flexible space is the preferred
option, we ensure that the request for
proposal (RFP) documents reflect the
desired flexibility. We then negotiate
optimal contractual arrangements,
tailored to the client's objectives.

These can range from annual service
agreements for dedicated spaces to
membership subscriptions for shared
desk spaces or conference rooms.

Leveraging our relationships with
various coworking providers,
we structure advantageous terms and
conditions. If a lease arrangement
with a traditional landlord is
selected, we negotiate terms that
maximize flexibility.

Assess and Facilitate Flexible Space
Offerings: We evaluate flexible space
offerings and facilitate arrangements
with suitable providers. Coworking
has experienced rapid growth, driven
by both large corporations seeking
flexibility and entrepreneurs/startups in need of shared spaces. We assess the compatibility of coworking
options with a client's culture, values,
brand, and objectives. Key factors
considered include the privacy
of space, amenities and services
within the location, contractual
relationships, and the culture of the
space. Corporate stability, geographic
reach, and the client network are
important considerations when
evaluating broader relationships with
coworking providers.

Develop Portfolio Strategies with
Flexible Space: We collaborate
with clients to incorporate flexible
space into their portfolio strategies.

This may involve migrating certain
requirements, such as small offices
or specific teams, to coworking
spaces to achieve run-rate savings.

Our Portfolio Analytics Tool (PAT)
facilitates a complete analysis of
coworking alternatives and potential
savings, supporting a fully integrated
real estate strategy. We also help
clients optimize space utilization by
securing coworking memberships
for employees who spend limited
time in the office. Additionally, we
assist clients in leveraging coworking
to shape culture, drive innovation,
enhance the employee experience,
and attract talent.
98 Packet Page. 2726

7. Proposed Methodology to Accomplish the Work
Our management approach is to create dynamic property-specific strategic and tactical implementation plan and timeline for The City’s select assets as needed. We will transform your spaces into places through proactive management, experiential tenant programming, workplace solutions, sustainability strategies and leading prop tech solutions.

Our comprehensive property management and sustainability services are ideally positioned to support the City of San Bernardino to meet AB 802 guidelines. Our expert team can conduct thorough energy audits, implement energyefficient upgrades, and develop tailored strategies to reduce energy consumption across your real estate portfolio. We leverage cutting-edge technology and data analytics to monitor and optimize building performance, ensuring ongoing compliance and cost savings. Our experience in green building certifications and sustainable practices in partnership with our Project and Development Services team allows us to navigate complex regulatory requirements effectively. By partnering with JLL, the City can not only meet the mandates of AB 802 but also enhance the overall sustainability and value of its properties, setting a benchmark for environmental stewardship in the region.

Our institutionalized approach to cost savings and operational efficiencies, to enhance the value of the assets, is to implement programs related to service contract management, energy and operational efficiency and capital cost management.

Working with our
team, The City will
benefit from:
• A boutique approach with access to the power of one JLL - national platform, diverse real estate expertise and global resources
• Access to industry-leading technology, revenue-generation and cost-control platforms • Bench strength of our property management, accounting, engineering, operations, construction management and marketing experts
• A focused and consistent client service team accountable for your property • Extensive sourcing and procurement platform, including insurance • Enhancement of the tenant and guest experience through our dedicated Experience Management experts
• High quality asset performance
Sourcing and
Procurement
Sourcing and Procurement is a market-differentiating, cross-functional program that leverages JLL’s purchasing power of over $30 billion. We drive NOI and control operating expenses by leveraging JLL’s regional bidding program, national platform for procurement for goods and services, and operational efficiencies. We are the only third-party property management provider that bids out regionally and passes savings along to our clients.

Energy
management
and procurement
programs
• Property-level energy reviews and sound operating and maintenance practices to ensure efficient energy consumption and lower costs
• Participation in ENERGY STAR program
• Utility bill analysis and benchmarking
• Exploration of procurement options, including deregulation and alternative supply opportunities
• Building commissioning and retro-commissioning
• Green Globes and LEED assessment and certification
Property and facilities management
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7. Proposed Methodology to Accomplish the Work
Sustainability consulting
Advising from a real estate mindset
We strive to make buildings healthier, more efficient, and better aligned with the needs of people and the planet.

We understand how to translate sustainability goals into real estate strategy with project execution skills to deliver them. JLL has a history of more than 20 years of thought-leading client advice and practical experience in the realm of sustainability consulting services. We have partnered with 500+ clients to develop and implement their sustainability strategies, receiving more than 44 sustainability awards. Equally important, we prioritize collaborative partnerships with our clients to drive down their own emissions by providing scalable, replicable solutions that support their sustainability goals.

Our unique combination of skills and experience delivers a robust sustainability approach that will enhance your reputation, enable positive student and faculty engagement, drive cost savings, manage risks, ensure compliance and deliver results. We support our clients by providing industry-leading strategies, as well as tools and technologies to achieve our clients’ sustainability goals. We have also helped to set many industry standards for sustainability, including, but not limited to, GRI, CDP, ULI Greenprint, GRESB, EPRA, LEED and WELL. We know what it takes to both set and implement a successful sustainability strategy that creates shared value and saves costs.

What we do
Talent attraction
and retention
CRE health and
wellness consulting
Increased real estate value, while
reducing building and tenant
operating costs.
3rd party
green certifications
(LEED, WELL, Fitwel, ILFI)
Measurable Return
on Investment (ROI)
Commissioning
Improved occupant health, comfort,
productivity and wellness
Reduced environmental
footprint
ESG reporting
Positive brand reputation
and marketing
What sustainability delivers
Sustainability and decarbonization
strategy and implementation
Electric vehicles
and clean energy
100 Packet Page. 2728

7. Proposed Methodology to Accomplish the Work
Capital Markets
Our corporate finance and net lease professionals bring an unmatched combination of expertise in finance, lease accounting, tax and transaction structuring with global access to capital to help real estate occupiers and net lease investors make the best financial decisions to optimize transaction economics and maximize asset value.

Professionals in Capital Markets help build a bridge between your real estate occupancy needs and your economic and financial reporting objectives. JLL delivers creative structures that align your real estate objectives with your overall business goals. We are uniquely positioned to help City of Spokane to develop strategies for single properties as well as complex portfolios. We offer Capital Markets expertise in:
• Single-tenant investment property sales
• Corporate surplus and sale-leaseback monetization
• Build-to-suit transaction structuring
• Complex lease structure negotiation
• Portfolio and asset optimization strategies
• Scenario development and financial impact studies.

Our Capital Markets professionals are highly skilled at pinpointing and tailoring the right capital solutions for your needs. This group includes a broad range of real estate investment debt and equity specialists, as well as P3 finance experts, working on all property types and in all the major national markets on behalf of a range of clients.

Specialists within Capital Markets will be available during the initial strategy development to serve as a resource for lease vs. own strategies, lease accounting review of the portfolio and establishing capital market input protocols for key transactions
Property sectors
• Affordable Housing
• Data Centers
• Healthcare
• Hotels & Hospitality
• Industrial
• Land
• Life Sciences
• Medical Office
• Multi-Housing
• Office
• Retail
• Self-Storage
• Seniors Housing
• Student Housing
101 Packet Page. 2729

7. Proposed Methodology to Accomplish the Work
Development and asset strategies
Our team is made up of experts in urban planning, development finance, civil engineering and public entitlements. With that unique mix of skills, they manage outstanding executions for our clients by:
• Creatively repositioning vacant or under-utilized properties for disposition. We are well versed in identifying the highest and best use for urban infill sites. This includes looking beyond traditional uses to provide you with a full spectrum of possibilities and options.
• Strategically identifying acquisitions that anticipate favorable development trends. We understand the challenges involved in new uses and work with the local community to create a mutually beneficial outcome. • Overcoming impediments posed by environmental contamination. We utilize best practices in brownfield redevelopment and work systematically to diminish risk to all involved parties. • Managing and facilitating redevelopment programs. We have an intimate understanding of the entitlement process and we will assist you in every phase of the zoning process. • Disposing of redundant facilities quickly and at the highest achievable price, freeing capital • These dispositions have freed the client’s capital for reinvestment in its core business.

With a national service platform dedicated to land and redevelopment, we help owners of land and properties get ready for a change in use, monetize assets and convert them to productive use. Over the last ten years, our experts have sold development sites worth over $5 billion. We strive to develop creative strategies for the most challenging assets. • Market impacts
• Understanding market
fundamentals &
identifying opportunities.

Managing
Complexity
Market
analysis
Capital Markets Public sector
impacts
Environmental
Issues
Entitlements
• External impacts
• Valuing &
underwriting realistic
development options
• Global credit and
capital market
knowledge
• Brownfield
• site experience
• Understanding
public incentives
• Competing projects
/ demand analysis
Demographic
trends
102 Packet Page. 2730

7. Proposed Methodology to Accomplish the Work
JLL has extensive valuation and review experience
for virtually all asset types. We gather local market
knowledge from our partners in leasing, investment sales and research to deliver accurate, reliable and impartial property valuations with prompt and efficient service.

Through best-in-class analytics, we provide consistent
application of the most sophisticated valuation tools
and deliver standardized reports to clients for ease
of review and presentation. Our professionals have
the knowledge and resources to provide the City with
objective solutions based upon successful strategies and a uniform methodology.

Our typical valuations process involves:
• Detailed review of a property or portfolio
• Assessment of trading performance and
operating potential
• Analysis of market fundamentals
• Interpretation of investment market trends and insights • Access to underlying real estate data from associated real estate classes
• Review of cash flow expectations
• Preparation of an independent income and
expenditure forecast
• Application of multiple valuation methodologies
• Preparation of a compliant valuation report
JLL has supported numerous global clients, government
agencies, as well as state and local entities, in conducting comprehensive market studies and producing
highest-and-best-use studies of sites that required the establishment of fair market value under different re-use scenarios. The conclusions were supported with a selfcontained appraisal compliant with USPAP. Additionally, JLL has provided dozens of brokers opinion of value to
public sector clients.

The valuation of properties for financial and public
entities requires specific adherence to methodologies and laws governed by the State as well as other governmental entities. Work performed by JLL Value and Risk Advisory is in accordance with all applicable laws, codes, and
regulations, ensuring that our work can be relied upon
for all possible uses by organizations like the City of San Bernardino.

Valuations and risk advisory
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7. Proposed Methodology to Accomplish the Work
JLL’s Environmental and Property Condition Service provides an end to end solution for clients and creates a unified, best-in-class resource for third-party due diligence reports in the U.S.

Our professionals will have expertise in Fannie Mae and Freddie Mac underwriting guide requirements for Appraisal, ESA, Green, PCA, Seismic, and Zoning. By leveraging our integrated technology and deeply connected global Value and Risk Advisory team, our clients can bundle their third-party transaction needs into a single trusted point of contact. We provide the following services:

Environmental property condition services
Appraisal Services
• 3rd-party MAI market valuations
• Fee Simple, leased fee and going concern
valuations
• Quarterly & annual portfolio valuations
• Net Asset Valuations (NAV)
Property Tax
• Pre-acquisition/development tax estimates
• Assessment reviews and appeals
• Personal property tax return preparation and
audit representation
• Tax bill tracking and approvals
Environmental & Property Condition Services
• Phase I Environmental Site Assessment (ESA),
ASTM E1527
• Property Condition Assessment (PCA), ASTM
E2018
• Fannie Mae & Freddie Mac
• Seismic & zoning
• Data collection and analytics
Strategic Advisory
• FINRA licensed net asset valuations
• Underwriting due diligence
• Portfolio optimization & value enhancement
• Transaction support
• ESG advisory
Compliance
• Independent 3rd-party
• USPAP and FIRREA
• Fannie Mae & Freddie Mac
• FHA/ HUD 232 & 242
• LIHTC (Tax Credit)
• FINRA Licensed Net Asset Valuations
Market and Feasibility Studies
• Feasibility and market studies
• Supply and demand analysis
• Fair market rent analysis
• Funding, profit and revenue analysis
• Stark Law compliance
104 Packet Page. 2732

7. Proposed Methodology to Accomplish the Work
Strategic Advisory
Portfolio Analytics • Benchmarking
Lease Administration
& Accounting
CoStar (client system)
Transactions
& Brokerage
Market
Project Management
& Capital Planning
AdaptiveWork
Facility Management
Corrigo • MCIM (Critical Environments) Occupancy
Space
Energy &
Sustainability
Canopy
Procurement
Jaggaer
Finance &
Accounting
Spend • Budget
Human Experience
Mobility Apps • JLL Check
BI Portal
Analysis Insight
Data Warehouse
Critical Preventive &
Demand Work SLAs
Budget
Performance
Revenue & Cost
Per Sq. Ft.

Portfolio Overview &
Opportunities
Assessment
Supplier Performance
Scorecard
Energy & Sustainability
Actuals vs. Target
Tracking
Risk Management
KPIs
Transaction
Management Process
Compliance
Capital Planning
Project Dashboard
TM Essentials
Centrally Based Support
Compliance
& Security
Innovation Data
Governance
Account
Management
Helpdesk Business
Intelligence COE
No other real estate firm in the industry has made as
significant investment as has JLL in using technology to transform the way we support our clients. Operating on
the frontlines of CRE technology innovation, we bring
new technology-empowered solutions to traditional
CRE functions to accelerate and surpass your progress
toward meeting key objectives. We are advancing new
technologies purpose-built for CRE, leveraging the
IoT, predictive analytics, AI and machine learning to
disrupt traditional service delivery, and transform our ability to manage workplaces, buildings and portfolios
Our technology roadmap looks to the future of work
as it evolves within the next five years. The goal of the technology road map is to empower you to become
agile and responsive to the rapid pace of business,
environmental and technological change – creating
modernized real estate operations. By keeping a finger
on the pulse of innovation, piloting innovations, and
investing in our people, processes, and technologies,
we will help you unleash the art of the possible. With
a comprehensive technology roadmap that covers all
aspects of your real estate operations, you can transform your portfolio, standardize processes, ensure your tech stack scales with your organization, and make your
business sustainable and future ready.

From the outset, we will use two core technologies
to support the City for portfolio optimization and
transaction management: Portfolio Analytics Tool (PAT)
and our geospatial market visualization tool (Blackbird).

The use of these technologies will be no cost to the City.

As we work further with the City, JLL Technologies team (JLLT) has the expertise and tools to helps you select, implement, and manage CRE technologies, as well as
optimize the platforms you already use—and create a
technology roadmap for the future customized to
your needs.

Driving transformative change with technology
105 Packet Page. 2733
8 Fee Proposal
106 Packet Page. 2734