Agenda packet — Mayor and City Council, August 19, 2026 (part 3 of 5)

RESOLUTION NO. 2026-134

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF

THE CITY OF SAN BERNARDINO, CALIFORNIA,

CONFIRMING THE DIAGRAM AND ASSESSMENT FOR
ASSESSMENT DISTRICT NO. 1022 AND ZONES 1, 2 AND 3
THEREOF FOR FISCAL YEAR 2026-27
WHEREAS, on May 20, 2026, the City Council (the “City Council”) of the City of San Bernardino, California (the “City”) adopted Resolution No. 2026-050, a resolution of intention pursuant to the Charter of the City of San Bernardino and Section 19 of Article 16 and in compliance with Article XIII D of the Constitution of the State of California (the “Assessment Law”), which, among other things, scheduled a public hearing on the levy and collection of assessments on the lots and parcels of assessable property within Assessment District No. 1022 and Zones 1, 2 and 3 thereof, of the City of San Bernardino (the “Assessment District”) for Fiscal Year 2026-27 pursuant to the Assessment Law for 5:00 o’clock p.m. on July 15, 2026, in the Bing Wong Auditorium of the Norman F. Feldheym Public Library at 555 W. 6th Street, San Bernardino, California; and
WHEREAS, notice of said hearing was duly published as required by the Assessment Law and Section 6061 of the Government Code; and
WHEREAS, at the time and place of said hearing, as set forth in said resolution of intention, the City Council held the hearing and afforded all interested persons an opportunity to be heard, and considered all oral statements and all written protests or communications made or filed by any interested persons, and at the conclusion of said hearing determined that a majority protest, to wit: written protests filed and not withdrawn by property owners owning more than 50 percent of the area of assessable land within the Assessment District, had not been received; and WHEREAS, the City Council conducted the noticed public hearing pursuant to state law on July 15, 2026 to authorize the Fiscal Year 2026-27 annual levy enrollment, at the request of the San Bernardino County Auditor-Controller/Treasurer/Tax Collector, the City is required to adopt this Resolution with additional language directing the County to complete the levy enrollment and authorizing the deduction of the County’s administrative charges; there are no other changes contained in this Resolution.

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

SECTION 1. Findings. The City Council finds that:
(a) the above recitals are true and correct and are incorporated herein by this reference; (b) compliance has been had with all of the applicable requirements of the Assessment Law;
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Resolution No. 2026-134
Resolution 2026-134
August 19, 2026

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(c) a majority protest to the levy and collection of the proposed assessment has not been filed;
(d) the City Council may therefore proceed to confirm the assessment for the Assessment District for Fiscal Year 2026-27, and order the levy and collection of the assessment; and
(e) the assessments proposed to be levied on the lots and parcels of assessable property within the Assessment District for the maintenance, servicing and operation of landscaping and lighting and appurtenant facilities during Fiscal Year 2026-27, as contained in the report of Spicer Consulting Group, LLC. on file with the City Clerk (the “Report”), are determined pursuant to the methodology in the engineer’s report based on special benefit conferred upon each such parcel from the payment of the cost of the maintenance, servicing and operation of landscaping and lighting and appurtenant facilities.

SECTION 2. Levy of Assessment. Pursuant to the Assessment Law, the adoption of this resolution constitutes the levy of the assessment for the maintenance, servicing and operation of landscaping and lighting and appurtenant facilities within the Assessment District during Fiscal Year 2026-27, as contained in the Report, and such assessment is hereby levied. The City Clerk is directed to file a certified copy of this resolution together with the assessment contained in the Report with the County Auditor of the County of San Bernardino, who, pursuant to the Assessment Law, shall enter on the County Assessment Roll opposite each lot or parcel of land the amount assessed thereupon, as shown in said assessment.

SECTION 3. Direction to County. The County of San Bernardino AuditorController/Treasurer/Tax Collector is hereby directed to place the assessments on the Fiscal Year 2026-27 property tax roll along with the ordinary ad valorem property taxes.

SECTION 4. County Charges. The City hereby authorizes the total amount of the assessment, including applicable County of San Bernardino administrative and processing fees, to be placed on the Fiscal Year 2026-2027 San Bernardino County Auditor-Controller/Treasurer/Tax Collector annual property tax roll and collected in the same manner as ordinary property taxes.

SECTION 5. CEQA. 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 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.

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

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Resolution No. 2026-134
Resolution 2026-134
August 19, 2026

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APPROVED and ADOPTED by the City Council and signed by the Mayor and attested by the City Clerk this 19th day of August 2026.
____________________________________
Helen Tran, Mayor
City of San Bernardino
Attest:
__________________________________
Telicia Lopez, CMC, City Clerk
Approved as to form:
__________________________________
Albert J. Maldonado, City Attorney
Packet Page. 430
Resolution No. 2026-134
Resolution 2026-134
August 19, 2026

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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. 2026-134 adopted at a regular meeting held on the 19th day of August 2026 by the following vote:

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RESOLUTION NO. 2026-135

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF

THE CITY OF SAN BERNARDINO, CALIFORNIA,

CONFIRMING THE DIAGRAM AND ASSESSMENT FOR
ASSESSMENT DISTRICTS NOS. 1017, 1019, 1020, 1023 AND
1024 FOR FISCAL YEAR 2026-27
WHEREAS, on May 20, 2026, the City Council (the “City Council”) of the City of San Bernardino, California (the “City”) adopted Resolution No. 2026-049, a resolution of intention pursuant to the Charter of the City of San Bernardino and Section 19 of Article 16 and in compliance with Article XIII D of the Constitution of the State of California (the “Assessment Law”), which, among other things, scheduled a public hearing on the levy and collection of assessments on the lots and parcels of assessable property within Assessment Districts Nos. 1017, 1019, 1020, 1023 and 1024 of the City of San Bernardino (collectively, the “Assessment Districts”) for Fiscal Year 2026-27 pursuant to the Assessment Law for 5:00 o’clock p.m. on July 15, 2026, in the Bing Wong Auditorium of the Norman F. Feldheym Public Library at 555 W. 6th Street, San Bernardino, California; and
WHEREAS, notice of said hearing was duly published as required by the Assessment Law and Section 6061 of the Government Code; and
WHEREAS, at the time and place of said hearing, as set forth in said resolution of intention, the City Council held the hearing and afforded all interested persons an opportunity to be heard, and considered all oral statements and all written protests or communications made or filed by any interested persons, and at the conclusion of said hearing determined that a majority protest, to wit: written protests filed and not withdrawn by property owners owning more than 50 percent of the area of assessable land within the Assessment Districts, had not been received; and WHEREAS, the City Council conducted the noticed public hearing pursuant to state law on July 15, 2026 to authorize the Fiscal Year 2026-27 annual levy enrollment, at the request of the San Bernardino County Auditor-Controller/Treasurer/Tax Collector, the City is required to adopt this Resolution with additional language directing the County to complete the levy enrollment and authorizing the deduction of the County’s administrative charges; there are no other changes contained in this Resolution.

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

SECTION 1. Findings. The City Council finds that:
(a) the above recitals are true and correct and are incorporated herein by this reference; (b) compliance has been had with all of the applicable requirements of the Assessment Law;
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Resolution No. 2026-135
Resolution 2026-135
August 19, 2026

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(c) a majority protest to the levy and collection of the proposed assessment has not been filed;
(d) the City Council may therefore proceed to confirm the assessment for the Assessment Districts for Fiscal Year 2026-27, and order the levy and collection of the assessment; and
(e) the assessments proposed to be levied on the lots and parcels of assessable property within the Assessment Districts for the maintenance, servicing and operation of public landscaping and appurtenant facilities and sewer lift stations and appurtenant facilities during Fiscal Year 2026- 27, as contained in the report of Spicer Consulting Group, LLC. on file with the City Clerk (the “Report”) for each of the Assessment Districts, are determined pursuant the methodology in the engineer’s report based on special benefit conferred upon each such parcel.

SECTION 2. Levy of Assessment. Pursuant to the Assessment Law, the adoption of this resolution constitutes the levy of the assessment for the maintenance, servicing and operation of public landscaping and appurtenant facilities and sewer lift stations and appurtenant facilities within the Assessment Districts during Fiscal Year 2026-27, as contained in the Report, and such assessment is hereby levied. The City Clerk is directed to file a certified copy of this resolution together with the assessment contained in the Report with the County Auditor of the County of San Bernardino, who, pursuant to the Assessment Law, shall enter on the County Assessment Roll opposite each lot or parcel of land the amount assessed thereupon, as shown in said assessment.

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

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Resolution No. 2026-135
Resolution 2026-135
August 19, 2026

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APPROVED and ADOPTED by the City Council and signed by the Mayor and attested by the City Clerk this 19th day of August 2026.
____________________________________
Helen Tran, Mayor
City of San Bernardino
Attest:
__________________________________
Telicia Lopez, CMC, City Clerk
Approved as to form:
__________________________________
Albert J. Maldonado, City Attorney
Packet Page. 434
Resolution No. 2026-135
Resolution 2026-135
August 19, 2026

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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. 2026-135, adopted at a regular meeting held on the 19th day of August 2026 by the following vote:

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RESOLUTION NO. 2026-136

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF

THE CITY OF SAN BERNARDINO, CALIFORNIA,

CONFIRMING THE DIAGRAM AND ASSESSMENT FOR
ASSESSMENT DISTRICTS NOS. 1028, 1029, 1030, 1031, 1032, 1035 (ZONE 1), 1035 (ZONE 2), 1036, 1037, 1038, 1039, 1040, 1041, 1042, 1043 (ZONE 1), 1043 (ZONE 2), 1045, 1046, 1047, 1048, 1049, 1050, 1051, 1052, 1054, 1055, 1056, 1057, 1059, 1060, 1063, 1064 AND 1068 FOR FISCAL YEAR 2026-27
WHEREAS, on May 20, 2026, the City Council (the “City Council”) of the City of San Bernardino, California (the “City”) adopted Resolution No. 2026-052, a resolution of intention pursuant to the Charter of the City of San Bernardino and Section 19 of Article 16 and in compliance with Article XIII D of the Constitution of the State of California (the “Assessment Law”), which, among other things, scheduled a public hearing on the levy and collection of assessments on the lots and parcels of assessable property within Assessment Districts Nos. 1028, 1029, 1030, 1031, 1032, 1035 (Zone 1), 1035 (Zone 2), 1036, 1037, 1038, 1039, 1040, 1041, 1042, 1043 (Zone 1), 1043 (Zone 2), 1045, 1046, 1047, 1048, 1049, 1050, 1051, 1052, 1054, 1055, 1056, 1057, 1059, 1060, 1063, 1064 and 1068 of the City of San Bernardino (collectively, the “Assessment Districts”) for Fiscal Year 2026-27 pursuant to the Assessment Law for 5:00 o’clock p.m. on July 15, 2026, in the Bing Wong Auditorium of the Norman F. Feldheym Public Library at 555 W. 6th Street, San Bernardino, California; and
WHEREAS, notice of said hearing was duly published as required by the Assessment Law and Section 6061 of the Government Code; and
WHEREAS, at the time and place of said hearing, as set forth in said resolution of intention, the City Council held the hearing and afforded all interested persons an opportunity to be heard, and considered all oral statements and all written protests or communications made or filed by any interested persons, and at the conclusion of said hearing determined that a majority protest, to wit: written protests filed and not withdrawn by property owners owning more than 50 percent of the area of assessable land within the Assessment Districts, had not been received; and WHEREAS, the City Council conducted the noticed public hearing pursuant to state law on July 15, 2026 to authorize the Fiscal Year 2026-27 annual levy enrollment, at the request of the San Bernardino County Auditor-Controller/Treasurer/Tax Collector, the City is required to adopt this Resolution with additional language directing the County to complete the levy enrollment and authorizing the deduction of the County’s administrative charges; there are no other changes contained in this Resolution.

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

SECTION 1. Findings. The City Council finds that:
(a) the above recitals are true and correct and are incorporated herein by this reference; Packet Page. 436
Resolution No. 2026-136
Resolution 2026-136
August 19, 2026

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(b) compliance has been had with all of the applicable requirements of the Assessment Law;
(c) a majority protest to the levy and collection of the proposed assessment has not been filed;
(d) the City Council may therefore proceed to confirm the assessment for the Assessment Districts for Fiscal Year 2026-27, and order the levy and collection of the assessment; and
(e) the assessments proposed to be levied on the lots and parcels of assessable property within the Assessment Districts for the maintenance, servicing and operation of public landscaping and appurtenant facilities, the maintenance, servicing and operation of seven lift stations and appurtenant facilities, and the maintenance, servicing and operation of detention basins and storm drains and appurtenant facilities during Fiscal Year 2026-27, as contained in the report of Spicer Consulting Group, LLC on file with the City Clerk (the “Report”) for each Assessment District, are determined pursuant to the methodology in the engineer’s report based on special benefit conferred upon each such parcel.

SECTION 2. Levy of Assessment. Pursuant to the Assessment Law, the adoption of this resolution constitutes the levy of the assessment for the maintenance, servicing and operation of public landscaping and appurtenant facilities, the maintenance, servicing and operation of seven lift stations and appurtenant facilities, and the maintenance, servicing and operation of detention basins and storm drains and appurtenant facilities within the Assessment Districts during Fiscal Year 2026-27, as contained in the Report for each Assessment District, and such assessment is hereby levied. The City Clerk is directed to file a certified copy of this resolution together with the assessment contained in the Report with the County Auditor of the County of San Bernardino, who, pursuant to the Assessment Law, shall enter on the County Assessment Roll opposite each lot or parcel of land the amount assessed thereupon, as shown in said assessment.

SECTION 4. County Charges. The City hereby authorizes the total amount of the assessments, including applicable County of San Bernardino administrative and processing fees, to be placed on the Fiscal Year 2026-2027 San Bernardino County AuditorController/Treasurer/Tax Collector annual property tax roll and collected in the same manner as ordinary property taxes.

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Resolution No. 2026-136
Resolution 2026-136
August 19, 2026

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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 19th day of August 2026.
____________________________________
Helen Tran, Mayor
City of San Bernardino
Attest:
__________________________________
Telicia Lopez, CMC, City Clerk
Approved as to form:
__________________________________
Albert J. Maldonado, City Attorney
Packet Page. 438
Resolution No. 2026-136
Resolution 2026-136
August 19, 2026

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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. 2026-136, adopted at a regular meeting held on the 19th day of August 2026 by the following vote:

Page 1 of 4 ends

s
RESOLUTION NO. 2026-137

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF

THE CITY OF SAN BERNARDINO, CALIFORNIA,

CONFIRMING THE DIAGRAM AND ASSESSMENT FOR
ASSESSMENT DISTRICTS NOS. 951 (ZONE 1), 951 (ZONE
2), 952 (ZONES 1, 2 AND 2A), 952 (ZONE 3), 953, 956, 959 (ZONE 1), 962, 963, 968, 974, 975, 976, 981, 982, 986, 989, 991, 993, 997, 1001, 1002, 1005, 1007, 1012 AND 1016 FOR FISCAL YEAR 2026-27
WHEREAS, on May 20, 2026, the City Council (the “City Council”) of the City of San Bernardino, California (the “City”) adopted Resolution No. 2026-048, a resolution of intention pursuant to the Charter of the City of San Bernardino and Section 19 of Article 16 and in compliance with Article XIII D of the Constitution of the State of California (the “Assessment Law”), which, among other things, scheduled a public hearing on the levy and collection of assessments on the lots and parcels of assessable property within Assessment Districts Nos. 951 (Zone 1), 951 (Zone 2), 952 (Zones 1, 2 and 2A), 952 (Zone 3), 953, 956, 959 (Zone 1), 962, 963, 968, 974, 975, 976, 981, 982, 986, 989, 991, 993, 997, 1001, 1002, 1005, 1007, 1012 and 1016 of the City of San Bernardino (collectively, the “Assessment Districts”) for Fiscal Year 2026-27 pursuant to the Assessment Law for 5:00 o’clock p.m. on July 15, 2026, in the Bing Wong Auditorium of the Norman F. Feldheym Public Library at 555 W. 6th Street, San Bernardino, California; and
WHEREAS, notice of said hearing was duly published as required by the Assessment Law and Section 6061 of the Government Code; and
WHEREAS, at the time and place of said hearing, as set forth in said resolution of intention, the City Council held the hearing and afforded all interested persons an opportunity to be heard, and considered all oral statements and all written protests or communications made or filed by any interested persons, and at the conclusion of said hearing determined that a majority protest, to wit: written protests filed and not withdrawn by property owners owning more than 50 percent of the area of assessable land within the Assessment Districts, had not been received; and WHEREAS, the City Council conducted the noticed public hearing pursuant to state law on July 15, 2026 to authorize the Fiscal Year 2026-27 annual levy enrollment, at the request of the San Bernardino County Auditor-Controller/Treasurer/Tax Collector, the City is required to adopt this Resolution with additional language directing the County to complete the levy enrollment and authorizing the deduction of the County’s administrative charges; there are no other changes contained in this Resolution.

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

SECTION 1. Findings. The City Council finds that:
(a) the above recitals are true and correct and are incorporated herein by this reference; Packet Page. 440
Resolution No. 2026-137
Resolution 2026-137
August 19, 2026

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(b) compliance has been had with all of the applicable requirements of the Assessment Law;
(c) a majority protest to the levy and collection of the proposed assessment has not been filed;
(d) the City Council may therefore proceed to confirm the assessment for the Assessment Districts for Fiscal Year 2026-27, and order the levy and collection of the assessment; (e) the assessments proposed to be levied on the lots and parcels of assessable property within the Assessment Districts for the maintenance, servicing and operation of public landscaping and appurtenant facilities for those designated Assessment Districts, landscaping and lighting for those designated Assessment Districts and for maintenance, servicing and operation of sewer lift stations and appurtenant facilities during Fiscal Year 2026-27, as contained in the report of Spicer Consulting Group, LLC on file with the City Clerk (the “Report”) for each of the Assessment Districts, are determined pursuant to the methodology in the engineer’s report based on special benefit conferred upon each such parcel; and
(f) such assessments do not exceed the amounts of the assessments which were levied for Fiscal Year 2025-26.

SECTION 2. Levy of Assessment. Pursuant to the Assessment Law, the adoption of this resolution constitutes the levy of the assessment for the maintenance, servicing and operation of public landscaping and appurtenant facilities for those designated Assessment Districts, landscaping and lighting for those designated Assessment Districts and for maintenance, servicing and operation of sewer lift stations and appurtenant facilities within the Assessment Districts during Fiscal Year 2026-27, as contained in the Report for each of the Assessment Districts, and such assessment is hereby levied. The City Clerk is directed to file a certified copy of this resolution together with the assessment contained in the Report with the County Auditor of the County of San Bernardino, who, pursuant to the Assessment Law, shall enter on the County Assessment Roll opposite each lot or parcel of land the amount assessed thereupon, as shown in said assessment.

Packet Page. 441
Resolution No. 2026-137
Resolution 2026-137
August 19, 2026

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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 19th day of August 2026.
____________________________________
Helen Tran, Mayor
City of San Bernardino
Attest:
__________________________________
Telicia Lopez, CMC, City Clerk
Approved as to form:
__________________________________
Albert J. Maldonado, City Attorney
Packet Page. 442
Resolution No. 2026-137
Resolution 2026-137
August 19, 2026

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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. 2026-137 adopted at a regular meeting held on the 19th day of August 2026 by the following vote:

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RESOLUTION NO. 2026-138

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF

THE CITY OF SAN BERNARDINO, CALIFORNIA,

CONFIRMING THE DIAGRAM AND ASSESSMENT FOR
ASSESSMENT DISTRICTS NOS. 1025 AND 1027 FOR
FISCAL YEAR 2026-27
WHEREAS, on May 20, 2026, the City Council (the “City Council”) of the City of San Bernardino, California (the “City”) adopted Resolution No. 2026-051, a resolution of intention pursuant to the Charter of the City of San Bernardino and Section 19 of Article 16 and in compliance with Article XIII D of the Constitution of the State of California (the “Assessment Law”), which, among other things, scheduled a public hearing on the levy and collection of assessments on the lots and parcels of assessable property within Assessment Districts Nos. 1025 and 1027 of the City of San Bernardino (collectively, the “Assessment Districts”) for Fiscal Year 2026-27 pursuant to the Assessment Law for 5:00 o’clock p.m. on July 15, 2026, in the Bing Wong Auditorium of the Norman F. Feldheym Public Library at 555 W. 6th Street, San Bernardino, California; and
WHEREAS, notice of said hearing was duly published as required by the Assessment Law and Section 6061 of the Government Code; and
WHEREAS, at the time and place of said hearing, as set forth in said resolution of intention, the City Council held the hearing and afforded all interested persons an opportunity to be heard, and considered all oral statements and all written protests or communications made or filed by any interested persons, and at the conclusion of said hearing determined that a majority protest, to wit: written protests filed and not withdrawn by property owners owning more than 50 percent of the area of assessable land within the Assessment Districts, had not been received; and WHEREAS, the City Council conducted the noticed public hearing pursuant to state law on July 15, 2026 to authorize the Fiscal Year 2026-27 annual levy enrollment, at the request of the San Bernardino County Auditor-Controller/Treasurer/Tax Collector, the City is required to adopt this Resolution with additional language directing the County to complete the levy enrollment and authorizing the deduction of the County’s administrative charges; there are no other changes contained in this Resolution.

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

SECTION 1. Findings. The City Council finds that:
(a) the above recitals are true and correct and are incorporated herein by this reference; (b) compliance has been had with all of the applicable requirements of the Assessment Law;
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Resolution 2026-138
August 19, 2026

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(c) a majority protest to the levy and collection of the proposed assessment has not been filed;
(d) the City Council may therefore proceed to confirm the assessment for the Assessment Districts for Fiscal Year 2026-27, and order the levy and collection of the assessment; and
(e) the assessments proposed to be levied on the lots and parcels of assessable property within the Assessment Districts for the maintenance, servicing and operation of public landscaping and appurtenant facilities during Fiscal Year 2026-27, as contained in the report of Spicer Consulting Group, LLC. on file with the City Clerk (the “Report”) for each of the Assessment Districts, are determined pursuant the methodology in the engineer’s report based on special benefit conferred upon each such parcel.

SECTION 2. Levy of Assessment. Pursuant to the Assessment Law, the adoption of this resolution constitutes the levy of the assessment for the maintenance, servicing and operation of public landscaping and appurtenant facilities within the Assessment Districts during Fiscal Year 2026-27 as contained in the Report for each of the Assessment Districts, and such assessment is hereby levied. The City Clerk is directed to file a certified copy of this resolution together with the assessment contained in the Report with the County Auditor of the County of San Bernardino, who, pursuant to the Assessment Law, shall enter on the County Assessment Roll opposite each lot or parcel of land the amount assessed thereupon, as shown in said assessment.

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

Packet Page. 445
Resolution No. 2026-138
Resolution 2026-138
August 19, 2026

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APPROVED and ADOPTED by the City Council and signed by the Mayor and attested by the City Clerk this 19th day of August 2026.
____________________________________
Helen Tran, Mayor
City of San Bernardino
Attest:
__________________________________
Telicia Lopez, CMC, City Clerk
Approved as to form:
__________________________________
Albert J. Maldonado, City Attorney
Packet Page. 446
Resolution No. 2026-138
Resolution 2026-138
August 19, 2026

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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. 2026-138, adopted at a regular meeting held on the 19th day of August 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 20th day of August 2026.
__________________________
Telicia Lopez, CMC, City Clerk
Packet Page. 447
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Wednesday, August 12, 2026 at 1:15:46 PM Pacific Daylight Time Subject: Subject: Subject: Resolution Rejection Notice
Date: Friday, July 31, 2026 at 10:40:27AM Pacific Daylight Time From: Cifuentes, Byron
Attachments: Attachments: Attachments: image001.png, image002.png, image003.png, image004.png Our records indicate that a rejection notice was issued regarding your submitted resolutions.

We understand that the revised resolutions cannot be presented to the respective governing bodies and submitted to our oRice before the Direct Charge submission deadline.

As a one-time accommodation for Fiscal Year 2026–27, we will accept a signed letter from each applicable city or district containing the following statements:
“In lieu of a formal resolution for Fiscal Year 2026–27, this letter serves as oRicial direction from [Agency Name] to place its submitted Direct Charges on the current tax roll.”
“We hereby authorize the total amount of the charges, including any applicable administrative fees, to be placed on the current tax roll.” Please upload the signed letter through the Direct Charge Portal in the same manner you have uploaded your resolution by August 7, 2026, so the Direct Charges can be processed for the current tax roll.

Corrected resolutions approved by the respective governing bodies and meeting all applicable requirements must be submitted to our oRice no later than September 15, 2026.

This accommodation applies to Fiscal Year 2026–27 only and does not waive the requirement to submit the corrected resolutions.

Please let us know if you have any questions.

Byron Cifuentes
(He/Him)
Accounting Technician
Auditor-Controller/Treasurer/Tax Collector
Phone: 909-382-3185
Fax: 909-890-5303
268 West Hospitality Lane, Second Floor
San Bernardino, CA 92415-0018
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Packet Page. 449

CONSENT CALENDAR
City of San Bernardino
Request for Council Action
Date: August 19, 2026
To: Honorable Mayor and City Council Members
From: Tarik Rahmani, Director of Finance & Management Services Department: Finance & Management Services
Subject: Investment Portfolio Report for May 2026 (All Wards) Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, accept and file the Monthly Investment Portfolio Report for May 2026.

City Manager’s Comments:

The City Manager requests the Mayor and City Council accept and file monthly investment portfolio report for May 2026.

Executive Summary
This action is to receive and file the Investment Portfolio for the month of May 2026.

This is part of the City’s regular financial oversight process and helps ensure that City investments remain in compliance with the Mayor and City Council approved Investment Policy.

Background
The City’s Investment Policy requires that a monthly Investment Portfolio Report be prepared and submitted to the Mayor and City Council. Section III, Chapter N of the City’s adopted FY 2025-26 Investment Policy states: “The Director of Finance shall submit to the City Council, on a monthly basis, a report summarizing the individual transactions executed within the month.” The Director of Finance prepares, reviews, and presents the City’s Investment Portfolio Report and confirms that the portfolio complies with the City’s Investment Policy.

On September 3, 2025 the Mayor and City Council were informed that the City has selected outside professional support for evaluation and advice regarding the City’s investment program. Following a review of qualifications, investment strategy, Packet Page. 450
compliance record, reporting capabilities, and fees, the Shuster Advisory Group was awarded the professional services agreement to serve as the City’s fiduciary consultant.

Discussion
The Investment Portfolio Report summarizes investment activity for the month ending May 31, 2026. This reporting period reflects the City’s transition from Wells to Shuster Advisory Group as the City’s fiduciary consultant, alongside the related reporting and portfolio oversight changes associated with that transition.

The City’s Investment Portfolio complies with California Government Code section 53601; and, there is sufficient cash flow from liquid and maturing securities, bank deposits, and investment income to meet the City’s expenditure requirements.

Par Market Book
Value Value Value
Treasury $116,350,000 115,421,951 $116,212,028 34.39% no cap no cap Local Agency Investment Fund (LAIF) $23,038,992 $23,038,992 $23,038,992 6.82% 22.19% $75,000,000 Corporate Bonds $65,000,000 $65,026,256 $65,804,002 19.47% 30.00% $101,379,054 Agency Securities $62,000,000 $59,878,206 $60,451,539 17.89% no cap no cap Money Market Funds (Wells Fargo) $62,740,308 $62,740,308 $62,740,308 18.57% 20.00% $67,586,036 Cash $4,001,426 $4,001,426 $4,001,426 1.18% no cap no cap Supranationals $2,000,000 2,002,976 $1,977,260 0.59% 10.00% $33,793,018 Certificates of Deposit $500,000 495,461 $500,000 0.15% 30.00% $101,379,054 Municipal Bonds $3,500,000 3,169,590 $3,204,625 0.95% 30.00% $101,379,054 TOTAL Investments 339,130,725 335,775,166 $337,930,179 100.00% Investments % of
Portfolio
% per
City
Policy
CAP allowed by City policy
Packet Page. 451
Description of Investment Type:
• US Treasury instruments – These include United States Treasury notes, bonds, bills, or certificates of indebtedness, or those for which the faith and credit of the United States are pledged for the payment of principal and interest. There is no limitation as to the percentage of the City's portfolio that may be invested in this category (no cap). The current book value is $116.2m (34.39%). • State local Agency investment Fund (LAIF) – State program created by statute that offers local agencies the opportunity to participate in a major portfolio using the investment expertise of the State Treasurer’s office. The City policy states that the maximum investment amount permitted by California state law regular LAIF accounts is $75m or 22.19% of total investments. Current value: $23m (6.82%).
• Asset-Backed securities & Collateralized Mortgage Obligations (CMOs) – These include a mortgage passthrough security, collateralized mortgage obligation, mortgage- backed or other pay-through bond, equipment leasebacked certificate, consumer receivable passthrough certificate, or consumer receivable-backed bond with a maximum remaining maturity of five years or less as measured by Weighted-Average Life (WAL). No more than 20% of the market value of the City's investment portfolio shall be invested in this category ($337.9m x 20% = $67.6m). Current value: $0 (0%).
• Federal Agency securities – These include the purchase of debt securities issued by either a U.S. federal agency (such as Federal Housing Administration (FHA), Small business Administration (SBA), Government National Mortgage Association (GNMA) – “Ginnie Mae,” or a government-sponsored enterprise (GSE) such as Fannie Mae, Freddie Mac or the Federal Home Loan Bank (FHLB). There is no maximum amount (cap) in the City policy for investing in federal agency issues coupons. Current investment: $60.5m (17.89%). • Money Market Funds – Type of mutual funds that invest in highly, liquid, shortterm debt securities, which typically include Treasury bills, municipal bonds, and tax-exempt commercial paper. The City policy states that the maximum investment amount permitted is 20% of the City’s portfolio ($337.9m x 20% = $67.6m). Current value: $62.7m (18.57%).
• Cash – Liquid cash received from investment maturities or interest within the Bond Portfolio. There is no maximum amount in the City policy. Current investment: $4m (1.18%).
• Supranationals – Debt security issued by a supranational entity, an organization formed by two or more governments to promote economic development for Packet Page. 452
member countries (ex. World Bank or European Investment Bank). These organizations issue bonds to fund operations and development projects, with the expectation of repayment from operational revenue. The City policy states that the maximum investment amount permitted is up to 10% of the City’s portfolio ($337.9m x 10% = $33.8m). Current value: $2m (0.59%). • Certificates of Deposit – Negotiable certificates of deposit offered by nationally or state-chartered banks and credit unions offering a fixed interest rate for a specific period of time (guaranteed interest rate). The City policy states that the maximum investment amount permitted is up to 30% of the City’s portfolio ($337.9m x 30% = $101.4m). Current value: $500k (0.15%). • Municipal Bonds – Registered state warrants or treasury notes or bonds of the State of California, or local agencies within this state, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the state or by a department, board, agency, or authority of the state. Registered treasury notes or bonds of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states, in addition to California. The City policy states that the maximum investment amount permitted is up to 30% of the City’s portfolio ($337.9m x 30% = $101.4m).

Current value: $3.2m (0.95%).
• Corporate or Medium-Term Notes – These include corporate and depository institution debt securities with a maximum remaining maturity of five years or less, issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States. The City policy states that the maximum investment amount permitted is up to 30% of the City’s portfolio ($337.9m x 30% = $101.4m). Current value: $65.8m (19.47%).

Strategic Targets and Goals
Acceptance and filing of the attached Investment Portfolio Report aligns with Key Target No. 1: Improved Operational & Financial Capacity by implementing, maintaining, and updating a fiscal accountability plan.

Fiscal Impact
There is no fiscal impact associated with receiving and filing the monthly investment report.

Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California, accept and file the Monthly Investment Portfolio Report for May 2026.

Packet Page. 453
Attachments
Attachment 1 Investment Portfolio Management Summary Report May 2026 Attachment 2 FY2025-26 Adopted Investment Policy
Ward:

All Wards
Synopsis of Previous Council Actions:

N/A
CC:

Eric Levitt, City Manager
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City of San Bernardino
Portfolio Summary
As of Date: 5/31/2026
Account # x2662 & x6176
Bond Portfolio Characteristics Total Account Summary
Average Credit Quality AA

3.00 End Values as of
04/30/2026
End Values as of
05/31/2026
Bond Sector Breakout
Cols
Sector Avg YTM Avg Eff Dur
Treasury 4.02 2.41
Agency 4.20 1.80
Corporate 4.59 2.68
Supranational 4.07 2.52
Muni 4.26 3.99
Money Market 3.49 0.00
LAIF 3.82 0.00
Average Coupon 3.69%
Market Value $317,778,106.78 $335,775,165.64
Monthly
Interest Earned $1,443,991.12 $419,921.74
Average Market YTM 4.22% FYTD
Interest Earned $10,929,162.89 $11,349,084.63
$339,130,725.22
Cost Value $319,604,961.70 $338,016,012.19
Weighted Average Life 2.84
Book Value $319,545,560.65 $337,930,179.22
Average Effective Duration 2.35
Par $320,454,009.76

0.15%

0.60%

0.94%

1.18%

6.82%

17.81%

18.58%

19.47%

34.45%
CD
Supranational
Muni
Cash
LAIF
Agency
Money Market
Corporate
Treasury
Total Investment Allocation

11.09%

4.23%

17.15%

22.30%

10.44%

34.79%
0-.5 .5-1 1-2 2-3 3-4 4+
Bond Maturity Distribution
23%
76%
1%

A AA AAA
Bond Credit Quality (Highest NRSRO Rating)
6/23 1
Packet Page. 455
City of San Bernardino 1
53601 Cash Portfolio
As of Date: 5/31/2026
Account # x2662 & x6176
Symbol/CUSIP Security Name Par Value Coupon Rate
Moody's/
S&P/Fitch
Rating 2,3
Purchase Date Maturity/
Called Date
Weighted
Average Life
Days to
Maturity
Yield to
Maturity 2
Adjusted
Cost Basis Market Value
CASH
CASH Cash $ 4,001,425.59 N/A N/A N/A $ 4,001,425.59 $ 4,001,425.59 MM Money Market $ 62,740,307.53 0.003 N/A 3.49% $ 62,740,307.53 $ 62,740,307.53 LAIF LAIF $ 23,038,992.10 0.73 N/A 3.82% $ 23,038,992.10 $ 23,038,992.10 $ 89,780,725.22 $ 89,780,725.22 $ 89,780,725.22
CDs
90348JT59 UBS BANK USA, NTNL A UT 0.95% CD 09/22/2026 $ 250,000.00 0.950% N/R 9/14/2021 9/22/2026 114 0.95% $ 250,000.00 $ 247,727.75 856285XL0 STATE BANK OF INDIA NY 1.15% CD 09/28/2026 $ 250,000.00 1.150% N/R 9/14/2021 9/28/2026 120 1.15% $ 250,000.00 $ 247,733.50 $ 500,000.00 $ 500,000.00 $ 495,461.25
US Treasury
91282CCF6 US TREASURY 0.75% 05/31/2026 $ 2,500,000.00 0.750% Aa1 10/14/2025 5/31/2026 0.00 0 3.96% $ 2,458,305.08 $ 2,500,000.00 9128282A7 US TREASURY 1.5% 08/15/2026 $ 2,500,000.00 1.500% Aa1 10/6/2025 8/15/2026 0.21 76 3.82% $ 2,453,769.77 $ 2,487,988.25 91282CLH2 US TREASURY 3.75% 08/31/2026 $ 2,500,000.00 3.750% Aa1 11/14/2025 8/31/2026 0.25 92 3.75% $ 2,500,202.31 $ 2,499,902.25 91282CEF4 US TREASURY 2.5% 03/31/2027 $ 2,500,000.00 2.500% Aa1 11/14/2025 3/31/2027 0.84 304 3.82% $ 2,461,928.26 $ 2,473,144.50 91282CMV0 US TREASURY 3.875% 03/31/2027 $ 1,500,000.00 3.875% Aa1 10/23/2025 3/31/2027 0.84 304 3.83% $ 1,505,134.16 $ 1,500,527.25 91282CNV9 US TREASURY 3.625% 08/31/2027 $ 4,000,000.00 3.625% Aa1 10/6/2025 8/31/2027 1.25 457 3.94% $ 4,002,668.53 $ 3,984,843.60 91282CPB1 US TREASURY 3.5% 09/30/2027 $ 5,000,000.00 3.500% Aa1 10/10/2025 9/30/2027 1.34 487 3.94% $ 4,996,940.04 $ 4,971,484.00 91282CPE5 US TREASURY 3.5% 10/31/2027 $ 7,500,000.00 3.500% Aa1 11/5/2025 10/31/2027 1.42 518 3.96% $ 7,486,614.63 $ 7,452,246.00 91282CPL9 US TREASURY 3.375% 11/30/2027 $ 2,500,000.00 3.375% Aa1 12/4/2025 11/30/2027 1.50 548 3.97% $ 2,493,275.92 $ 2,478,613.25 91282CPS4 US TREASURY 3.375% 12/31/2027 $ 4,000,000.00 3.375% Aa1 1/22/2026 12/31/2027 1.58 579 3.99% $ 3,985,241.75 $ 3,962,656.00 91282CMF5 US TREASURY 4.25% 01/15/2028 $ 4,000,000.00 4.250% Aa1 3/24/2026 1/15/2028 1.63 594 3.99% $ 4,024,811.41 $ 4,015,937.20 91282CGH8 US TREASURY 3.5% 01/31/2028 $ 2,500,000.00 3.500% Aa1 2/26/2026 1/31/2028 1.67 610 3.99% $ 2,502,064.98 $ 2,480,468.75 91282CMN8 US TREASURY 4.25% 02/15/2028 $ 3,500,000.00 4.250% Aa1 4/10/2026 2/15/2028 1.71 625 3.99% $ 3,526,764.16 $ 3,514,492.10 91282CQB0 US TREASURY 3.375% 02/29/2028 $ 5,000,000.00 3.375% Aa1 3/3/2026 2/29/2028 1.75 639 3.98% $ 4,975,663.87 $ 4,949,023.00 91282CNU1 US TREASURY 3.625% 08/15/2028 $ 5,000,000.00 3.625% Aa1 10/10/2025 8/15/2028 2.21 807 4.01% $ 5,007,471.99 $ 4,959,179.50 91282CNY3 US TREASURY 3.375% 09/15/2028 $ 7,500,000.00 3.375% Aa1 10/6/2025 9/15/2028 2.30 838 4.02% $ 7,459,387.98 $ 7,393,944.75 91282CPC9 US TREASURY 3.5% 10/15/2028 $ 2,500,000.00 3.500% Aa1 10/23/2025 10/15/2028 2.38 868 4.03% $ 2,501,267.82 $ 2,470,214.75 91282CPK1 US TREASURY 3.5% 11/15/2028 $ 3,500,000.00 3.500% Aa1 11/28/2025 11/15/2028 2.46 899 4.04% $ 3,494,501.72 $ 3,456,250.00 9128286B1 US TREASU NT $ 2,500,000.00 2.625% Aa1 11/21/2025 2/15/2029 2.72 991 4.05% $ 2,432,338.42 $ 2,409,375.00 91282CQA2 US TREASURY 3.5% 02/15/2029 $ 1,500,000.00 3.500% Aa1 3/3/2026 2/15/2029 2.71 991 4.04% $ 1,497,258.61 $ 1,479,140.55 91282CKD2 US TREASURY 4.25% 02/28/2029 $ 1,500,000.00 4.250% Aa1 1/2/2026 2/28/2029 2.75 1004 4.05% $ 1,528,833.20 $ 1,507,792.95 91282CKP5 US TREASURY 4.625% 04/30/2029 $ 3,500,000.00 4.625% Aa1 4/30/2026 4/30/2029 2.92 1065 4.06% $ 3,570,699.47 $ 3,554,003.60 91282CQR5 US TREASURY 3.875% 05/15/2029 $ 2,500,000.00 3.875% Aa1 5/15/2026 5/15/2029 2.96 1080 4.04% $ 2,480,971.23 $ 2,488,281.25 91282CEV9 US TREASURY 3.25% 06/30/2029 $ 1,500,000.00 3.250% Aa1 10/23/2025 6/30/2029 3.09 1126 4.06% $ 1,485,539.86 $ 1,465,136.70 91282CNX5 US TREASURY 3.625% 08/31/2030 $ 2,500,000.00 3.625% Aa1 10/6/2025 8/31/2030 4.25 1553 4.12% $ 2,486,635.29 $ 2,451,953.00 91282CPA3 US TREASURY 3.625% 09/30/2030 $ 4,500,000.00 3.625% Aa1 10/23/2025 9/30/2030 4.34 1583 4.12% $ 4,494,397.35 $ 4,412,460.60 91282CPD7 US TREASURY 3.625% 10/31/2030 $ 8,500,000.00 3.625% Aa1 11/5/2025 10/31/2030 4.42 1614 4.12% $ 8,467,417.09 $ 8,329,003.80 91282CJM4 US TREASURY 4.375% 11/30/2030 $ 1,850,000.00 4.375% Aa1 1/2/2026 11/30/2030 4.50 1644 4.13% $ 1,892,417.26 $ 1,868,283.18 91282CPR6 US TREASURY 3.625% 12/31/2030 $ 1,500,000.00 3.625% Aa1 1/22/2026 12/31/2030 4.58 1675 4.13% $ 1,484,250.80 $ 1,468,417.95 91282CPW5 US TREASURY 3.75% 01/31/2031 $ 2,500,000.00 3.750% Aa1 2/26/2026 1/31/2031 4.67 1706 4.13% $ 2,517,592.33 $ 2,459,277.25 91282CKC4 US TREASURY 4.25% 02/28/2031 $ 10,000,000.00 4.250% Aa1 3/24/2026 2/28/2031 4.75 1734 4.14% $ 10,096,268.21 $ 10,046,875.00 91282CQD6 US TREASURY 3.5% 02/28/2031 $ 1,500,000.00 3.500% Aa1 3/5/2026 2/28/2031 4.75 1734 4.13% $ 1,483,957.83 $ 1,459,746.00 91282CQK0 US TREASURY 3.875% 04/30/2031 $ 2,500,000.00 3.875% Aa1 5/15/2026 4/30/2031 4.92 1795 4.13% $ 2,457,436.70 $ 2,471,289.00 $ 116,350,000.00 $ 116,212,028.03 $ 115,421,950.98
Agency Securities4
3133ENGC8 FFCB 1.32% 06/01/2026 $ 1,000,000.00 1.320% Aa1 11/24/2021 6/1/2026 0.01 1 1.31% $ 1,000,000.00 $ 999,894.00 3133EMH21 FFCB 0.9% 06/15/2026 CALLABLE $ 2,000,000.00 0.900% Aa1 11/3/2021 6/15/2026 0.04 15 3.77% $ 1,974,490.00 $ 1,997,768.00 3133ENHV5 FFCB 1.39% 06/22/2026 CALLABLE $ 1,000,000.00 1.390% Aa1 12/14/2021 6/22/2026 0.06 22 3.80% $ 1,000,000.00 $ 998,607.00 3130ANKG4 FHLB 1% 08/27/2026 CALLABLE $ 1,000,000.00 1.000% Aa1 8/5/2021 8/27/2026 0.24 88 3.81% $ 1,000,000.00 $ 993,307.00 3133EM3T7 FFCB 0.87% 09/01/2026 CALLABLE $ 1,000,000.00 0.870% Aa1 8/26/2021 9/1/2026 0.25 93 3.73% $ 998,500.00 $ 992,661.00 3130APCH6 FHLB 1.125% 09/29/2026 CALLABLE $ 1,000,000.00 1.125% Aa1 9/28/2021 9/29/2026 0.33 121 3.79% $ 1,000,000.00 $ 991,150.00 3130AP6D2 FHLB 1% 09/30/2026 CALLABLE $ 1,000,000.00 1.000% Aa1 9/21/2021 9/30/2026 0.33 122 3.81% $ 1,000,000.00 $ 990,669.00 6/23 2
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City of San Bernardino 1
53601 Cash Portfolio
As of Date: 5/31/2026
Account # x2662 & x6176
Symbol/CUSIP Security Name Par Value Coupon Rate
Moody's/
S&P/Fitch
Rating 2,3
Purchase Date Maturity/
Called Date
Weighted
Average Life
Days to
Maturity
Yield to
Maturity 2
Adjusted
Cost Basis Market Value
3130APHT5 FHLB 1.2% 10/26/2026 CALLABLE $ 1,000,000.00 1.200% Aa1 10/8/2021 10/26/2026 0.41 148 3.90% $ 1,000,000.00 $ 989,395.00 3130APGP4 FHLB 1.15% 10/28/2026 CALLABLE $ 1,000,000.00 1.150% Aa1 10/8/2021 10/28/2026 0.41 150 3.78% $ 1,000,000.00 $ 989,047.00 3130APHA6 FHLB STEP 10/28/2026 CALLABLE $ 1,000,000.00 1.250% Aa1 10/8/2021 10/28/2026 0.41 150 3.82% $ 1,000,000.00 $ 989,523.00 3133ENDC1 FFCB 1.33% 11/03/2026 CALLABLE $ 1,000,000.00 1.330% Aa1 11/1/2021 11/3/2026 0.42 156 3.83% $ 1,000,000.00 $ 989,310.00 3130APWE1 FHLB 1.5% 11/25/2026 CALLABLE $ 1,000,000.00 1.500% Aa1 11/15/2021 11/25/2026 0.48 178 3.89% $ 1,000,000.00 $ 988,576.00 3133ENFN5 FFCB 1.54% 11/30/2026 CALLABLE $ 1,000,000.00 1.540% Aa1 11/23/2021 11/30/2026 0.50 183 3.80% $ 1,000,000.00 $ 988,448.00 3133ENJC5 FFCB 1.29% 12/22/2026 CALLABLE $ 1,000,000.00 1.290% Aa1 12/16/2021 12/22/2026 0.56 205 4.02% $ 1,000,000.00 $ 985,686.00 3130AQBE2 FHLB 1.65% 12/30/2026 CALLABLE $ 1,000,000.00 1.650% Aa1 12/7/2021 12/30/2026 0.59 213 3.89% $ 1,000,000.00 $ 987,171.00 3130AQET6 FHLB 1.4% 12/30/2026 CALLABLE $ 1,000,000.00 1.400% Aa1 12/27/2021 12/30/2026 0.59 213 3.85% $ 1,000,000.00 $ 985,751.00 3133ENKG4 FFCB 1.47% 01/11/2027 CALLABLE $ 1,000,000.00 1.470% Aa1 1/4/2022 1/11/2027 0.61 225 3.89% $ 1,000,000.00 $ 985,385.00 3133EWCY4 FEDERAL FARM CR BKS 3.57% 02/11/2028 CALLABLE $ 2,500,000.00 3.570% Aa1 2/26/2026 2/11/2028 1.69 621 4.13% $ 2,497,510.00 $ 2,478,872.50 3134HBT43 FHLMC 4.125% 09/26/2028 CALLABLE $ 5,000,000.00 4.125% Aa1 10/7/2025 9/26/2028 2.32 849 4.23% $ 5,000,010.00 $ 4,984,675.00 3133EWFV7 FEDERAL FARM CR BKS 3.52% 03/06/2029 CALLABLE $ 2,500,000.00 3.520% Aa1 3/3/2026 3/6/2029 2.77 1010 4.12% $ 2,495,010.00 $ 2,457,450.00 3133ETW29 FFCB 4.17% 08/19/2030 CALLABLE $ 5,000,000.00 4.170% Aa1 12/2/2025 8/19/2030 4.22 1541 4.35% $ 4,997,510.00 $ 4,950,620.00 3134HBV65 FHLMC 4.25% 10/08/2030 CALLABLE $ 5,000,000.00 4.250% Aa1 10/7/2025 10/8/2030 4.35 1591 4.38% $ 5,000,010.00 $ 4,957,490.00 3134HBW31 FHLMC 4% 10/08/2030 CALLABLE $ 4,000,000.00 4.000% Aa1 10/7/2025 10/8/2030 4.35 1591 4.24% $ 4,000,009.99 $ 3,937,224.00 3134HCVL0 FHLMC 4.125% 02/20/2031 CALLABLE $ 2,500,000.00 4.125% Aa1 2/25/2026 2/20/2031 4.72 1726 4.35% $ 2,499,135.00 $ 2,467,692.50 3133EWLN8 FEDERAL FARM CR BKS 4.33% 04/15/2031 CALLABLE $ 5,000,000.00 4.330% Aa1 4/13/2026 4/15/2031 4.88 1780 4.57% $ 5,000,010.00 $ 4,963,675.00 3132D6JW1 FHLMC 4.5% SB8377 04/01/2040 $ 3,000,000.00 4.500% Aa1 2/19/2026 4/1/2040 4.62 5054 4.69% $ 2,292,041.38 $ 2,258,280.20 31418FRE9 FEDERAL NTNL MORTGAG 4% MA5884 11/01/2040 $ 3,500,000.00 4.000% Aa1 2/19/2026 11/1/2040 5.65 5268 4.59% $ 3,288,075.33 $ 3,222,910.69 3140MTVW0 FEDERAL NTNL MORTGAG 4.5% BW2428 01/01/2041 $ 3,500,000.00 4.500% Aa1 2/19/2026 1/1/2041 4.62 5329 4.69% $ 3,022,089.85 $ 2,975,044.47 3142JCCC2 FHLMC 4.5% RR0066 03/01/2041 $ 2,500,000.00 4.500% Aa1 3/24/2026 3/1/2041 5.02 5388 4.71% $ 2,387,137.33 $ 2,381,923.83 $ 62,000,000.00 $ 60,451,538.88 $ 59,878,206.19
Municipal Bonds
084154G31 BERKELEY CALIF UNI S GO 1.706% 08/01/2030 TAXABLE $ 1,500,000.00 1.706% AA+ 3/17/2026 8/1/2030 4.17 1523 4.22% $ 1,372,825.00 $ 1,357,110.00 797272RS2 SAN DIEGO CALIF CMNT GO 2.013% 08/01/2030 TAXABLE $ 1,000,000.00 2.013% AAA 12/11/2025 8/1/2030 4.17 1523 4.31% $ 923,990.00 $ 913,120.00 13063DYT9 CALIFORNIA ST GO 1.75% 11/01/2030 TAXABLE $ 1,000,000.00 1.750% Aa2 12/11/2025 11/1/2030 4.42 1615 4.27% $ 907,810.00 $ 899,360.00 $ 3,500,000.00 $ 3,204,625.00 $ 3,169,590.00
Corporate Bonds
38150AG82 THE GOLDMAN SACHS GR 1.4% 06/16/2026 CALLABLE $ 1,000,000.00 1.400% A2 6/14/2021 6/16/2026 0.05 16 3.70% $ 1,000,000.00 $ 998,836.00 24422EVR7 JOHN DEERE CAPITAL C 1.05% 06/17/2026 $ 2,000,000.00 1.050% A1 6/15/2021 6/17/2026 0.05 17 3.53% $ 1,985,543.68 $ 1,997,422.00 38150AGW9 THE GOLDMAN SACHS GR 1.45% 07/30/2026 CALLABLE $ 1,000,000.00 1.450% A2 7/28/2021 7/30/2026 0.17 60 5.55% $ 1,000,000.00 $ 995,515.00 48128G4R8 JPMORGAN CHASE & CO. 1.15% 08/17/2026 CALLABLE $ 1,000,000.00 1.150% AA- 8/11/2021 8/17/2026 0.22 78 4.98% $ 1,000,000.00 $ 993,579.00 931142ER0 WALMART INC. 1.05% 09/17/2026 CALLABLE $ 1,000,000.00 1.050% Aa2 9/13/2021 9/17/2026 0.30 109 3.95% $ 1,000,337.33 $ 992,033.00 24422EVW6 JOHN DEERE CAPITAL C 1.3% 10/13/2026 $ 1,000,000.00 1.300% A1 10/8/2021 10/13/2026 0.37 135 4.11% $ 1,000,025.72 $ 990,039.00 172967LD1 CITIGROUP INC. VAR 01/10/2028 CALLABLE $ 750,000.00 3.887% A 10/14/2025 1/10/2028 0.61 589 5.06% $ 747,812.50 $ 747,782.25 61747YER2 MORGAN STANLEY VAR 04/20/2028 CALLABLE $ 750,000.00 4.210% A1 10/23/2025 4/20/2028 0.89 690 4.81% $ 751,623.69 $ 748,380.00 02209SBQ5 ALTRIA GROUP, INC. 6.2% 11/01/2028 CALLABLE $ 2,500,000.00 6.200% A3 10/29/2025 11/1/2028 2.34 885 4.53% $ 2,618,598.29 $ 2,594,317.50 17327CAW3 CITIGROUP INC. VAR 03/04/2029 CALLABLE $ 1,750,000.00 4.786% A 10/6/2025 3/4/2029 1.76 1008 4.54% $ 1,773,003.27 $ 1,756,737.50 79466LAR5 SALESFORCE, INC. 4.65% 03/15/2029 CALLABLE $ 1,500,000.00 4.650% A+ 5/15/2026 3/15/2029 2.71 1019 4.57% $ 1,497,145.00 $ 1,502,035.50 14040HCZ6 CAPITAL ONE FINL COR VAR 06/08/2029 CALLABLE $ 750,000.00 6.312% A- 10/23/2025 6/8/2029 2.02 1104 5.17% $ 787,637.70 $ 773,946.75 91159HJM3 U.S. BANCORP VAR 06/12/2029 CALLABLE $ 750,000.00 5.775% A+ 10/23/2025 6/12/2029 2.03 1108 4.86% $ 780,762.27 $ 768,597.00 95000U3E1 WELLS FARGO & CO VAR 07/25/2029 CALLABLE $ 750,000.00 5.574% A1 10/23/2025 7/25/2029 2.15 1151 4.84% $ 777,286.81 $ 763,169.25 89236TMK8 TOYOTA MOTOR CREDIT 4.55% 08/09/2029 $ 1,500,000.00 4.550% A1 11/14/2025 8/9/2029 3.20 1166 4.44% $ 1,522,074.82 $ 1,504,980.00 06406YAA0 THE BANK OF NEW YORK 3.3% 08/23/2029 CALLABLE $ 2,750,000.00 3.300% A2 10/6/2025 8/23/2029 3.23 1180 4.54% $ 2,676,672.50 $ 2,648,794.50 06051GLS6 BANK OF AMERICA CORP VAR 09/15/2029 CALLABLE $ 1,000,000.00 5.819% AA- 10/30/2025 9/15/2029 2.29 1203 4.75% $ 1,040,580.63 $ 1,026,847.00 00287YBX6 ABBVIE INC. 3.2% 11/21/2029 CALLABLE $ 1,000,000.00 3.200% A2 10/10/2025 11/21/2029 3.47 1270 4.44% $ 967,900.00 $ 960,267.00 20826FBJ4 CONOCOPHILLIPS CO 4.7% 01/15/2030 CALLABLE $ 1,750,000.00 4.700% A2 10/6/2025 1/15/2030 3.54 1325 4.48% $ 1,785,693.30 $ 1,760,087.00 91324PFG2 UNITEDHEALTH GROUP I 4.8% 01/15/2030 CALLABLE $ 1,000,000.00 4.800% A+ 10/14/2025 1/15/2030 3.54 1325 4.49% $ 1,024,083.34 $ 1,009,335.00 61747YFK6 MORGAN STANLEY VAR 01/16/2030 CALLABLE $ 1,000,000.00 5.173% A1 10/6/2025 1/16/2030 2.63 1326 4.80% $ 1,026,372.04 $ 1,012,214.00 91159HJQ4 U.S. BANCORP VAR 01/23/2030 CALLABLE $ 1,000,000.00 5.384% A+ 10/6/2025 1/23/2030 2.65 1333 4.75% $ 1,032,874.50 $ 1,020,713.00 95000U3J0 WELLS FARGO & CO VAR 01/23/2030 CALLABLE $ 1,500,000.00 5.198% A1 10/6/2025 1/23/2030 3.65 1333 4.74% $ 1,542,983.46 $ 1,519,440.00 95000U4D2 WELLS FARGO & CO VAR 01/23/2030 CALLABLE $ 1,500,000.00 4.182% A1 3/5/2026 1/23/2030 2.65 1333 4.50% $ 1,499,245.00 $ 1,485,081.00 89788MAR3 TRUIST FINL CORP SR VAR 01/24/2030 CALLABLE $ 1,000,000.00 5.435% A- 10/14/2025 1/24/2030 2.65 1334 4.79% $ 1,034,471.73 $ 1,018,145.00 6/23 3
Packet Page. 457
City of San Bernardino 1
53601 Cash Portfolio
As of Date: 5/31/2026
Account # x2662 & x6176
Symbol/CUSIP Security Name Par Value Coupon Rate
Moody's/
S&P/Fitch
Rating 2,3
Purchase Date Maturity/
Called Date
Weighted
Average Life
Days to
Maturity
Yield to
Maturity 2
Adjusted
Cost Basis Market Value
036752BB8 ELEVANCE HEALTH, INC 4.75% 02/15/2030 CALLABLE $ 3,500,000.00 4.750% A- 10/23/2025 2/15/2030 3.62 1356 4.62% $ 3,573,502.46 $ 3,516,397.50 20030NDG3 COMCAST CORP 3.4% 04/01/2030 CALLABLE $ 1,000,000.00 3.400% A3 10/10/2025 4/1/2030 3.84 1401 4.50% $ 970,590.00 $ 958,392.00 61747YFQ3 MORGAN STANLEY VAR 04/18/2030 CALLABLE $ 2,500,000.00 5.656% A1 10/31/2025 4/18/2030 2.88 1418 4.76% $ 2,594,572.21 $ 2,564,937.50 025816DU0 AMERICAN EXPRESS CO VAR 04/25/2030 CALLABLE $ 1,000,000.00 5.532% A2 11/21/2025 4/25/2030 3.90 1425 4.58% $ 1,041,246.55 $ 1,025,281.00 38141GA87 THE GOLDMAN SACHS GR VAR 04/25/2030 CALLABLE $ 2,000,000.00 5.727% A2 10/6/2025 4/25/2030 3.90 1425 4.71% $ 2,082,391.81 $ 2,051,722.00 718172DT3 PHILIP MORRIS INTERN 4.375% 04/30/2030 CALLABLE $ 3,000,000.00 4.375% A2 10/29/2025 4/30/2030 3.92 1430 4.58% $ 3,016,201.21 $ 2,981,406.00 693475BX2 THE PNC FINL SERVICE VAR 05/14/2030 CALLABLE $ 1,000,000.00 5.492% A 10/6/2025 5/14/2030 2.96 1444 4.63% $ 1,037,140.37 $ 1,025,451.00 65339KBR0 NEXTERA ENERGY CAPIT 2.25% 06/01/2030 CALLABLE $ 750,000.00 2.250% A- 10/23/2025 6/1/2030 4.01 1462 4.66% $ 690,160.00 $ 683,370.00 46647PDF0 JPMORGAN CHASE & CO. VAR 06/14/2030 CALLABLE $ 1,000,000.00 4.565% AA- 10/6/2025 6/14/2030 3.04 1475 4.81% $ 1,011,968.71 $ 997,301.00 11135FCK5 BROADCOM INC. 4.6% 07/15/2030 CALLABLE $ 3,000,000.00 4.600% A3 2/26/2026 7/15/2030 4.13 1506 4.60% $ 3,046,020.00 $ 3,001,161.00 38141GB29 THE GOLDMAN SACHS GR VAR 07/23/2030 CALLABLE $ 750,000.00 5.049% A2 10/23/2025 7/23/2030 3.15 1514 4.76% $ 770,361.00 $ 756,951.75 17327CAT0 CITIGROUP INC. VAR 09/19/2030 CALLABLE $ 750,000.00 4.542% A 4/15/2026 9/19/2030 3.30 1572 4.75% $ 750,400.00 $ 747,474.00 46647PBE5 JPMORGAN CHASE & CO. VAR 10/15/2030 CALLABLE $ 1,750,000.00 2.739% AA- 10/29/2025 10/15/2030 3.37 1598 4.75% $ 1,658,260.00 $ 1,643,351.50 91324PFP2 UNITEDHEALTH GROUP I 4.65% 01/15/2031 CALLABLE $ 2,000,000.00 4.650% A+ 2/25/2026 1/15/2031 4.54 1690 4.60% $ 2,041,090.00 $ 2,002,012.00 06051GML0 BANK OF AMERICA CORP VAR 01/24/2031 CALLABLE $ 3,000,000.00 5.162% AA- 2/27/2026 1/24/2031 4.65 1699 4.66% $ 3,094,420.00 $ 3,043,251.00 883556DC3 THERMO FISHER SCIENT 4.2% 03/01/2031 CALLABLE $ 5,000,000.00 4.200% A2 2/25/2026 3/1/2031 4.75 1735 4.55% $ 4,992,573.66 $ 4,915,745.00 00287YDT3 ABBVIE INC. 4.95% 03/15/2031 CALLABLE $ 1,500,000.00 4.950% A2 2/27/2026 3/15/2031 4.62 1749 4.54% $ 1,560,376.53 $ 1,523,758.50 $ 65,000,000.00 $ 65,804,002.09 $ 65,026,256.00
CMO & Asset Backed Securities
$ - $ - $ -
$ - $ - $ -
Supranationals
4581X0EN4 INTER-AMERICAN DEVEL 4.125% 02/15/2029 $ 2,000,000.00 4.125% Aaa 2/22/2024 2/15/2029 2.72 991 4.07% $ 1,977,260.00 $ 2,002,976.00 $ 2,000,000.00 $ 1,977,260.00 $ 2,002,976.00
Totals 339,130,725.22 $ $ 337,930,179.22 $ 335,775,165.64 1 Account adjusted cost basis, ending value, and other information reflects the market value of your cash and investments provided by Charles Schwab & Co., Inc (Schwab). It does not include pending transactions, unpriced securities or assets held outside Schwab's custody. Values may not reflect all of your gains/losses and may be rounded up to the nearest dollar; Schwab has provided accurate gain and loss information wherever possible for most investments. Cost basis may be incomplete or unavailable for some of your holdings and may change or be adjusted in certain cases. 2 Portfolio Manager provides bond ratings from Moody and Standard & Poor, and the highest of these ratings is reported for each bond. Portfolio Manager also also provides weighted-average-life and yield-to-maturity as of the month-end's valuation. 3 See acompanying Moody's, Standard and Poor's, and Fitch's ratings descriptions and further details on the rating process from the rating agencies. 4 Agency Mortgage Pool Investments, such as bonds issued from the Federal Home Loan Mortgage Corporation (FHLMC), Federal National Mortgage Association (FNMA), or Government National Mortgage Association (GNMA), are amortizing bonds whose principal is paid down over time. As such, performance should be evaluated relative to the Cost Basis of the Investment, not the Par Value. 6/23 4
Packet Page. 458
City of San Bernardino
Rating Agency Disclosures
As of Date: 5/31/2026
Rater
Moody's1 Aaa Aa1 Aa2 Aa3 A1 A2 A3 Baa1 Baa2 Baa3 Ba1 Ba2 Ba3 B1 B2 B3 Below S&P/Fitch 2,3 AAA AA+ AA AA- A+ A A- BBB+ BBB BBB- BB+ BB BB- B+ B B- Below 1 - Moody’s Official Rating Descriptor/Definition: Credit Ratings are assigned on Moody’s global long-term and short-term rating scales and are forward-looking opinions of the relative credit risks of financial obligations issued by non-financial corporates, financial institutions, structured finance vehicles, project finance vehicles, and public sector entities. Moody’s defines credit risk as the risk that an entity may not meet its contractual financial obligations as they come due and any estimated financial loss in the event of default or impairment. The contractual financial obligations addressed by Moody’s ratings are those that call for, without regard to enforceability, the payment of an ascertainable amount, which may vary based upon standard sources of variation (e.g., floating interest rates), by an ascertainable date. Moody’s rating addresses the issuer’s ability to obtain sufficient cash to service the obligation, and its willingness to pay. Moody’s ratings do not address non-standard sources of variation in the amount of the principal obligation (e.g., equity indexed), absent an express statement to the contrary in a press release accompanying an initial rating. Long-term ratings are assigned to issuers or obligations with an original maturity of eleven months or more and reflect both on the likelihood of a default or impairment on contractual financial obligations and the expected financial loss suffered in the event of default or impairment. Short-term ratings are assigned to obligations with an original maturity of thirteen months or less and reflect both on the likelihood of a default or impairment on contractual financial obligations and the expected financial loss suffered in the event of default or impairment. Moody’s issues ratings at the issuer level and instrument level on both the long-term scale and the short-term scale. Typically, ratings are made publicly available although private and unpublished ratings may also be assigned. Source: Moody's "Rating Symbols and Definitions”, 2025 edition. https://ratings.moodys.com/api/rmc-documents/53954 2 - Standard & Poor’s Official Rating Descriptor/Definition: An S&P Global Ratings issue credit rating is a forward-looking opinion about the creditworthiness of an obligor with respect to a specific financial obligation, a specific class of financial obligations, or a specific financial program (including ratings on medium-term note programs and commercial paper programs). It takes into consideration the creditworthiness of guarantors, insurers, or other forms of credit enhancement on the obligation and considers the currency in which the obligation is denominated. The opinion reflects S&P Global Ratings' view of the obligor's capacity and willingness to meet its financial commitments as they come due, and this opinion may assess terms, such as collateral security and subordination, which could affect ultimate payment in the event of default. Source: “S&P Global Ratings Definitions” last updated 12/02/2024. https://www.spglobal.com/ratings/en/research/articles/190705-s-p-global-ratings-definitions-504352 Investment Grade Rating Non-Investment Grade Rating
3 - Fitch’s Official Rating Descriptor/Definition: Fitch Ratings publishes credit ratings that are forward-looking opinions on the relative ability of an entity or obligation to meet financial commitments. Issuer default ratings (IDRs) are assigned to corporations, sovereign entities, financial institutions such as banks, leasing companies and insurers, and public finance entities (local and regional governments). Issue level ratings are also assigned, often include an expectation of recovery and may be notched above or below the issuer level rating. Issue ratings are assigned to secured and unsecured debt securities, loans, preferred stock and other instruments, Structured finance ratings are issue ratings to securities backed by receivables or other financial assets that consider the obligations’ relative vulnerability to default. Credit ratings are indications of the likelihood of repayment in accordance with the terms of the issuance. In limited cases, Fitch may include additional considerations (i.e., rate to a higher or lower standard than that implied in the obligation’s documentation). Please see the section Specific Limitations Relating to Credit Rating Scales for details. Credit ratings express risk in relative rank order, which is to say they are ordinal measures of credit risk and are not predictive of a specific frequency of default or loss. Fitch’s credit ratings do not directly address any risk other than credit risk. Credit ratings do not deal with the risk of market value loss due to changes in interest rates, liquidity and/or other market considerations.

However, market risk may be considered to the extent that it influences the ability of an issuer to pay or refinance a financial commitment. Ratings nonetheless do not reflect market risk to the extent that they influence the size or other conditionality of the obligation to pay upon a commitment (for example, in the case of payments linked to performance of an equity index). Source: Fitch's "Rating Definitions" last updated 9/19/2025. https://www.fitchratings.com/research/banks/rating-definitions-19-09-2025 6/23 5
Packet Page. 459

CITY OF

SAN BERNARDINO

INVESTMENT POLICY
Fiscal Year 2025/26
Adopted November 5, 2025
Jeannie Fortune
Interim Director of Finance & Management Services
Packet Page. 460
I. PURPOSE
To establish guidelines for the prudent investment of public funds in a manner that will protect City funds, meet daily cash flow expenditures, and comply with all federal, state, and local laws and ordinances governing the investment of public funds.

II. POLICY & ADOPTION
It shall be the policy of the City of San Bernardino to annually review and adopt an Investment Policy by resolution of the City Council. This Policy applies to all financial assets and fundsheldby theCityof SanBernardino andthe Successor Agency to the San Bernardino Redevelopment Agency. The funds covered by this policy include:
*General Fund
*Special Revenue Funds
*Capital Project Funds
*Proprietary Funds
*Other funds that may be created
Any modifications to the Policy must be approved by the City Council.

III. PROCEDURES
The Director of Finance shall annually review the City's Investment Policy, and incorporate any changes in state law, recommendations from the City's Investment Advisor, recommendations from the various national and state organizations of municipal finance officers, or other changesrecommended by City staff. The revised Investment Policy shall be presented to the Finance Committee and the City Council for review and approval. (A) Responsibilities
No person may engage in investment activities except as provided under the terms of this Policy and the procedures established by the Director of Finance.

1. Responsibilities of the City Council
The City Councilshall annually consider and adopt a written Investment Policy. As provided in this Policy, the Council shall receive monthly Investment Reports.

2. Responsibilities of the Director of Finance
The Director of Finance is appointed by and serves at the pleasure of the City Manager and is subject to his/her direction and supervision. The Director of Packet Page. 461
Finance is charged with responsibility for the conduct of all Finance Department operations. The City Charter places the "City Treasurer" responsibilities amongst the duties of the Director of Finance. That individual is charged with responsibility for carrying out all investment actions. He/she may delegate the day-to-day investment activities to their designee(s) but not the responsibility for the overall investment program. If authorized by the City Council, the Director of Finance may also utilize the services of an external investment advisor to assist with the investment program.

The Director of Finance, through supporting staff members, is responsible to manage all public funds and securities belonging to or under the control ofthe City and the Successor Agency, including the deposit and investment of those funds in accordance with principles of sound treasury management and applicable laws and ordinances. Appropriate internal controls designed to ensure that assets of the City are protected from loss, theft, or misuse, including but not limited to separation of duties and multiple approvers for transactions, shall be maintained at all times in order to safeguard the City's assets.

3. Responsibilities of the City's Investment Advisor (if applicable) The City may engage in the services of outside professionals for evaluation and advice regarding the City's investment program. An authorized Investment Advisor may provide investment management services, which may also include facilitating trade executions under the direction of the Director of Finance or designee. Any Investment Advisor shall be registered by the Securities and Exchange Commission and licensed to do businessin the State of California. An authorized Investment Advisor shall invest the City'sfundsin investments that are in compliance with this policy and provide accurate and timely reports of its investment activities to City staff. The Investment Advisor shall never take possession of the City's funds or assets.

4. Internal Controls
The Director of Finance is responsible for establishing and maintaining an internal control structure designed to ensure that the assets of the City are protected from loss, theft, fraud or misuse.

The City's external independent auditing firm shall perform an annual analysis and review of internal controls, account activity and compliance with policies and procedures.

Packet Page. 462
(B) Prudent Investor Rule
The standard of prudence to be used by the Director of Finance shall be the "prudent investor" standard. Thisshall be applied in the context of managing an overall portfolio.

The "Prudent Investor Rule" provides, pursuant to California Government Code Section 53600.3, that investments shall be made with judgment and care-under circumstances then prevailing - which persons of prudence, discretion and intelligence exercise in the management of their own affairs, not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived. The Director of Finance and any designee of the Director of Finance, as investment officers acting in accordance with written procedures and the investment policy and exercising due diligence, shall be relieved of personal responsibility for any individual security's credit risk or market price changes, provided deviations from expectations are reported to the City Council in a timely fashion and appropriate action is taken to control adverse developments. (C) Ethics and Conflicts of Interest
In addition to state and local statutes relating to conflicts of interest, all persons involved in the investment process shall refrain from personal business activity that conflicts with proper execution of the investment program or impairs their ability to make impartial investment decisions. Employees and investment officers are required to annually file applicable financial disclosures as required for “public officials who manage public investments” by the Fair Political Practices Commission (FPPC) and are subject to California law relative to conflicts of interest.
(D) Level of Investment
The City strives to maintain the level of investment of all investable cash as near to 100 percent as possible through current and projected cash flow management. The Director of Finance shall maintain a system to monitor and forecast revenues and expenditures so that City funds can be invested to the fullest extent possible while providing sufficient liquidity to meet the City's reasonably anticipated cash flow requirements. Maturities of investments will be selected to provide necessary liquidity, manage interest rate risk, and optimize earnings. Because of inherent difficulties in accurately forecasting cash flow requirements, a portion of the portfolio should be continuously invested in readily available funds.
(E) Investment Objectives
The City seeks safety and liquidity in all of its investments followed by yield. Safety, liquidity, and yield are defined as follows:

1. Safety. Safety of principal is the foremost objective of the investment program.

Investments shall be undertaken in a manner that seeks to ensure the Packet Page. 463
preservation of capital in the overall portfolio.

2. Liquidity. The investment portfolio shall remain sufficiently liquid to meet operating requirements that may be reasonably anticipated. This is accomplished by structuring the portfolio so that securities mature concurrent with cash needs to meet anticipated demands.

3. Yield. The investment portfolio shall be designed with the objective of attaining a market rate of return, taking into account the investment risk constraints and liquidity needs. Return on investment is of secondary importance compared to the safety and liquidity objectives described above.
(F) Allowable Investments
The investments listed in this Policy are authorized investments pursuant to Sections 53601 and 53635 ofthe California Government Code and are authorized investments for the City subject, however, to the restrictions set forth in Section "K" of this Investment Policy. In the event that an apparent discrepancy is found between this Policy and the Government Code, the more restrictive parameters will take precedence. (G) Collateralization
If collateral is required for a particular investment type, it will be provided in compliance with California Government Code requirements.
(H) Investment Pools/Mutual Funds
Prior to investing in any pooled investment program (e.g., LAIF, money market funds), the Director of Finance will review the program's documentation (e.g., investment policy, policies for participation, fees) to determine the appropriateness of the pool for City funds. Whenever the City hasfunds invested in a pooled investment program, the Director of Finance should periodically review the pool's investment holdings. The review shall, at a minimum, obtain the following information:
• A description of eligible investment securities, and a written statement of investment policy and objectives.
• A description of interest calculations and how it is distributed, and how gains and losses are treated.
• A description of how the securities are safeguarded (including the settlement processes), and how often the securities are priced and the program audited. • A description of who may invest in the program, how often, and what size of deposits and withdrawals are allowed.
• A schedule for receiving statements and portfolio listings. • A description of how the pool/fund utilizes reserves, retained earnings, etc.

Packet Page. 464
• A fee schedule, including when and how fees are assessed. • The eligibility of the pool/fund to invest in bond proceeds and special district funds, and a description of its practices.
(I) Diversification
The City shall diversify the investments within the portfolio to avoid incurring unreasonable risks inherent in over-investing in specific instruments, individual financial institutions, or maturities. To promote diversification, no more than 5% of the portfolio may be invested in the securities of any one issuer, regardless of security type; excluding U.S. Treasuries, federal agencies, supranationals, medium-term notes, assetbacked/mortgage backed/CMO securities, and pooled investments such as LAIF, money market funds, or local government investment pools.
(J) Maximum Maturities
For those investment types for which this Policy does not specify a maturity limit, no individual investment shall exceed a maturity of five years from the date of purchase unless the City Council has granted express authority to make that investment either specifically or as a part of an investment program approved by the City Council no less than three months prior to the investment. Both Agency and Non-Agency MortgageBacked Securities and Asset-Backed Securities may be measured by their WeightedAverage-Life when determining allowable maturity limits. The weighted average duration of the investment portfolio shall not exceed 3.0 years. (K) Authorized Investments of the City
The following types of investments are authorized by this Policy

1. U.S. Treasury Instruments. United States Treasury notes, bonds, bills, or certificates of indebtedness, or those for which the faith and credit of the United States are pledged for the payment of principal and interest. There is no limitation as to the percentage of the City's portfolio that may be invested in this category. The maximum maturity for thisinvestment is five years from the time of purchase.

2. State of California's Local Agency Investment Fund (LAIF). A State of Californiamanaged investment pool. The maximum amount invested in this category may not exceed the limit set by LAIF for operating accounts. For 2025, that deposit limit is $75 million.

3. Local Government Investment Pools ("LGIP''). Shares of beneficial interest issued by joint powers authority organized pursuant to Section 6509.7 that invests in the securities and obligations authorized in Government Code (e.g. Cal Trust, CAMP, CLASS). The City will limit investments to LGIPs that seek to maintain a stable net asset value. There is no limitation as to the percentage of the City's portfolio that Packet Page. 465
may be invested in this category.

4. Municipal Bonds. Registered state warrants ortreasury notes orbonds of this state, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the state or by a department, board, agency, or authority of the state.

Registered treasury notes or bonds of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenueproducing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states, in addition to California.

Bonds, notes, warrants, or other evidences of indebtedness of a local agency within this state, including bonds payable solely out of the revenues from a revenue producing property owned, controlled, or operated by the local agency, or by a department, board, agency, or authority of the local agency.

Purchases are limited to securities rated in a rating category of "A" (long term) or "A-1" (short-term) or their equivalents or better by a Nationally Recognized Statistical Rating Organization (NRSRO). A maximum of 30% of the City's portfolio may be invested in this category. The maximum maturity forthis investment isfive yearsfromthe time of purchase.

5. Federal Agency Securities. Federal agency or United States government- sponsored enterprise obligations, participations, or other instruments, including those issued by or fully guaranteed as to principal and interest by federal agencies or United States government-sponsored enterprises. There is no limitation as to the percentage of the City's portfolio that may be invested in this category. The maximum maturity for this investment is five years from the time of purchase. The maturity of Agency mortgage-backed or asset-backed securities shall measured by Weighted-Average-Life (WAL), which is not to exceed 5 years.

6. Negotiable Certificates of Deposit. Negotiable certificates of deposit issued by a nationally or state-chartered bank, a savings association or a federal association, a state or federal credit union, or by a federally licensed or state-licensed branch of a foreign bank. Securities in this category shall be limited to the maximum amount covered by federal deposit insurance currently set at $250,000. A maximum of 30% of the City's portfolio may be invested in this category. The maximum maturity for this investment is five years from the time of purchase.

7. Commercial Paper. Commercial paper of "prime" quality of the highest ranking or of the highest letter and number rating as provided for by a NRSRO. The entity that issues the commercial paper shall meet all of the following conditions in either paragraph (1) or (2):

1. The entity meets the following criteria: (A) Is organized and operating Packet Page. 466
in the United States as a general corporation; (B) Has total assets in excess of five hundred million dollars ($500,000,000), and (C) Has debt other than commercial paper, if any, that is rated in a rating category of "A" or its equivalent or better by an NRSRO.

2. The entity meets the following criteria: (A) is organized within the United States as a special purpose corporation, trust, or limited liability company, (B) Has program-wide credit enhancements including but not limited to, overcollateralization, letters of credit, or a surety bond, and (C) Has commercial paper that is rated “A-1” or better, or the equivalent, by an NRSRO.

Purchases are limited to securities that have a maximum maturity of 270 days. A maximum of 25% of the City’s portfolio may be invested in this category with a maximum of 5% per issuer.

8. Corporate or Medium-Term Notes. Corporate or medium-term notes, defined as all corporate and depository institution debt securities with a maximum remaining maturity of five years or less, issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States. Purchases are limited to securities rated in a rating category of "A" or its equivalent or better by an NRSRO. A maximum of 30% of the City's portfolio may be invested in this category with a maximum of 10% per issuer.

9. Money Market Funds ("MMF"). Purchases are restricted to Government Money Market Funds. Furthermore,these Money Market Fundsmust have met either of the following criteria: (A) Attained the highest ranking or the highest letter and numerical rating provided by not less than two NRSROs, or (B) Retained an investment advisor with not less than five years' experience and registered or exempt from registration with the SEC, with assets under management in excess of five hundred million dollars ($500,000,000).A maximum of 20%ofthe City's portfolio may be invested in this category.

10. Supranational Obligations. United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or Inter-American Development Bank, with a maximum remaining maturity of five years or less, and eligible for purchase and sale within the United States. Investments under this subdivision shall be rated in a rating category of "AA" or its equivalent or better by a NRSRO. A maximum of 10% the City's portfolio may be invested in this category with a maximum of 5% per issuer. State law limits the percentage to 30% of the portfolio.

11. Bankers Acceptances. Bankers’ acceptances are short-term debt instruments issued by a company that is guaranteed by a commercial bank. Banker Acceptances are Packet Page. 467
limited to institutions with short-term debt obligations of A-1 or higher and have long term debt obligations rated “A” or higher, or the equivalent by an NRSRO. The maturity shall not exceed 180 days and no more than 30% of the total portfolio may be invested in Bankers’ Acceptances and no more than 5% per issuer.

12. Deposits Placed Through a Private Sector Entity. The City may invest in Certificates of Deposit placed through a deposit placement service that uses a private sector entity to place deposits with eligible depository institutions. These placements are subject to the following limitations:
• All deposits must be fully insured by the Federal Deposit Insurance Corporation (FDIC) orthe National Credit Union Share Insurance Fund (NCUSIF).
• The City may invest up to 50% of its surplus funds in such deposits through January 1, 2031.
• Beginning January 1, 2031, the investment limit will revert to 30% of surplusfunds, unless otherwise amended by law.
• The placement service and the participating financial institutions must provide documentation verifying the full insurance of the deposits

13. Asset-Backed, Mortgage-Backed, Mortgage Pass-Through securities and Collateralized Mortgage Obligations. A mortgage passthrough security, collateralized mortgage obligation, mortgage- backed or other pay-through bond, equipment lease-backed certificate, consumer receivable passthrough certificate, or consumer receivable-backed bond with a maximum remaining maturity of five years or less as measured by Weighted-Average Life (WAL). Securities shall be rated in a rating category of “AA” or its equivalent or better by an NRSRO. No more than 20 percent of the market value of the City's investment portfolio shall be invested in this category.

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City of San Bernardino Authorized Investment Policy Stable Packet Page. 469
(L) Prohibited Investments
Furthermore, the City will not invest in inverse floaters, range notes, interest-only strips, or any security that could result in zero interest accrual if held to maturity.

In orderto anticipate market changes and provide a level ofsecurity for allfunds,the collateralization level will 100% of market value for Certificate of Deposits and 102% for reverse purchase agreements or principal and accrued interest. Collateral will always be held by an independent third party with whom the entity has a current custodial relationship
(M) Performance Standards
The investment portfolio shall be managed with the objective of obtaining a marketaverage rate of return during budgetary and economic cycles, considering the City's investment risk constraints and the cash flow needs.

Investment return is a consideration only after the core investment portfolio tenets ofsafety and liquidity have beenmet. The Director of Finance will adopt a benchmark which best approximates the composition and weighted average maturity of the City's portfolio. The City will monitor the City's portfolio yield against the US Treasury Constant Maturity and the performance yield presented by LAIF. However, the benchmark will be used only as a reference tool and does not infer that the portfolio will be managed in an attempt to attain or exceed the stated benchmark.

Benchmarks may change over time based on changes in market conditions or cash flow requirements. The selected performance benchmarks shall be representative of the City's overall investment objectives and liquidity requirements. (N) Investment Reporting
The Director of Finance shall submit to the City Council, on a monthly basis, a report summarizing the individual transactions executed within the month. The Director of Finance shall submit to the City Council on a quarterly basis a report summarizing the status of the current investment portfolio and the individual transactions executed over the last quarter. The report shall be prepared in a manner which shall allow the City Council to ascertain whether investment activities during the reporting period have conformed to the Investment Policy.

The report will include the following elements:
• Type of investment
• Institution/Issuer
• Purchase Date
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• Date of maturity
• Amount of deposit or cost ofthe investment
• Face value ofthe investment
• Current market value of securities and source of valuation • Rate of interest
• Interest earnings
• Statement relating the report to its compliance with the Statement of Investment Policy or the manner in which the portfolio is not in compliance • Statement on availability of funds to meet the next six months’ obligations • Percentage of Portfolio by Investment Type
• Days to Maturity for all Investments
• Comparative report on Monthly Investment Balances & Interest Yields • Monthly transactions
The Investment Advisor shall report to the City, on a monthly basis, the weightedaverage-life for each structured security to ensure compliance with the individual 5- year weighted-average-life limitation. Weighted-Average-Life (WAL) measures the average length of time for anticipated principal repayments to measure a bond's risk and liquidity. In order to calculate a bond's WAL, assumptions must be made regarding prepayment event probabilities, prepayment amounts, prepayment speed, underlying asset leverage, and other collateral features as well as macroeconomic drivers such as, but not limited to, interest rate expectations, home prices, and mortgage rates.

Institutionally, proprietary models use these various assumed inputs to estimate the amount and timing of principal repayments in order to produce a WAL output that functions as a useful metric to understand interest rate risk, prepayment risk, and extension risk.

All data shall be maintained by the Investment Advisor for record-keeping purposes. If a structured security is reported to have a weighted-average-life greater than 5 years, it shall be flagged for immediate discussion with both the City and Investment Advisor to determine if the security shall be held or liquidated, depending on underlying risk and broader market conditions. Notwithstanding the aforementioned process, any security with a weighted-average-life greater than 4 years shall be monitored on a monthly basis to note any reporting trends.
(O) Portfolio Review
The Director of Finance shall continually monitor portfolio performance to ensure that the securities in the portfolio are in compliance with this Policy. The Director of Packet Page. 471
Finance shall report any issues of material non-compliance in the next monthly Investment Report. Percentage holding limits and diversification requirements listed in this Policy apply at the time a security is purchased. If a percentage holding limit or diversification requirement is exceeded due to a subsequent change in the portfolio, it is not a compliance violation, but no additional securities may be purchased in that category or for that issuer until the holdings are back underthe Policy limits.

Creditratings, where shown,specify the minimum credit rating category required at purchase. In the event a security held by the City is subject to a credit rating change that brings it below the minimum credit ratings specified in this Policy, the Director of Finance will notify the City Council of the change in the next monthly Investment Report. The course of action to be followed will then be decided on a case-by-case basis, considering such factors as the reason forthe change, prognosis for recovery or further rating downgrades, and the market price of the security. If a security is determined to be out of compliance with this Policy due to a subsequent change in this Policy or the Government Code, it may be held to maturity unless there is a requirement that the security be sold.
(P) Debt Proceeds
Debt proceeds and bond reserve funds are to be invested in accordance with their respective bond indenture. If the indenture is silent as to the permitted investments, the bond proceeds will be invested in the securities permitted by this Policy. Notwithstanding the other provisions of this Policy, the percentage limitations listed elsewhere in this Policy do not apply to bond proceeds and bond proceeds may be invested beyond five years if the maturities of such investments do not exceed the expected use of the funds, the investments are deemed prudent in the opinion of the Director of Finance, and the investments are not prohibited by the applicable bond documents. Tax and Revenue Anticipation Notes or other temporary financing proceeds shall not be invested for a term that exceeds the term of the debt.
(Q) Safe Keeping
To protect against potential losses by collapse of individual securities dealers, all deliverable securities owned by the City, including collateral on repurchase agreements, shall be held in safekeeping by a third party bank trust department acting as agent for the City under the terms of a custody agreement executed by the bank and by the City.

All deliverable securities will be received and delivered using standard delivery-versuspayment procedures. (R) Qualified Financial Institutions and Broker/Dealers Packet Page. 472
The Director of Finance shall maintain a list of approved financial institutions authorized to provide investment related services to the City. In addition, the City shall maintain a list of approved security broker/dealers selected by conducting a process of due diligence. These may include 'primary' dealers or regional dealers that qualify under Securities and Exchange Commission ("SEC") Rule 15C3-1 (uniform net capital rule). A copy ofthisInvestment Policy shall be sent annually to all firms with which the City executes investments.

Additionally, all financial institutions and broker/dealers who desire to become qualified bidders of investment transactions must provide the Director of Finance with the following:
• Audited Financial Statements
• Proof of State Registration
• Copy of most recently filed Financial Industry Regulated Authority (FINRA) documentation
• Certification of having read the Investment Policy and depository contracts of the City of San Bernardino
The Director of Finance will review the existing list of either qualified broker/dealers or qualified bidders for investment transactions on an annual basis. At the discretion of the Director of Finance, and with the due diligence noted above, add or delete either broker/dealers or qualified bidders.
(S) Continuing Education and Training
To ensure the highest level of professional standards for the execution of the investment program, investment staff responsible for the day-to-day management of the portfolio are encouraged to engage in continuing education in the areas of cash and investment management.

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GLOSSARY
AGENCIES: Federal agency securities
BANKERS’ ACCEPTANCE (BA): A draft or bill of exchange accepted by a bank or trust company. The accepting institution guarantees payment of the bill, as well as the issuer. The drafts are drawn on a bank by an exporter or importer to obtain funds to pay for specific merchandise. An acceptance is a high grade negotiable instrument.

BENCHMARK: A comparative base for measuring the performance or risk tolerance of the investment portfolio. A benchmark should represent a close correlation to the level of risk and the average duration of the portfolio's investments BROKER: A broker brings buyers and sellers together for a commission. He/she does not take a position.

CERTIFICATEOF DEPOSIT (CD): A time deposit with a specific maturity evidenced by a certificate.

Large-denomination CD's are typically negotiable.

COLLATERAL: Securities, evidence of deposit or other property, which a borrower pledges to secure repayment of a loan. Also refers to securities pledged by a bank to secure deposits of public monies.

COMMERCIAL PAPER: Short term unsecured promissory note issued by a corporation (including limited liability companies) to raise working capital. These negotiable instruments are purchased at a discount to par value or at par value with interest bearing. Commercial paper is issued by corporations such as General Motors Acceptance Corporation, IBM, Banik of America, etc.

COUPON: a) The annual interest that a bond’s issuer promises to pay the bondholder on the bond’s face value. b) A certificate attached to a bond evidencing interest due on a payment date.

DEALER: A dealer, as opposed to a broker, acts as a principal in all transactions; buying and selling for his/her own account.

DELIVERY VERSUS PAYMENT: There are two methods of delivery of securities: delivery versus payment and delivery versus receipt. Delivery versus payment is delivery of securities with an exchange of money for the securities. Delivery versus receipt is delivery of securities with an exchange of a signed receipt for the securities.

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DIVERSIFICATION: Dividing investment funds among a variety of securities offering independent returns.

FEDERAL CREDIT AGENCIES: Agencies of the Federal government set up to supply credit to various classes of institutions (e.g. S&L’s, small business firms, students, farmers, farm cooperatives, and exporters).

FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC): A Federal agency that insures bank deposits, currently up to $250,00 per deposit.

LIQUIDITY: A liquid asset is one that can be converted easily and rapidly into cash without a substantial loss of value. In the money market, a security is said to be liquid if the spread between the bid and asked prices is narrow and a reasonable size can be done at those quotes.

LOCAL GOVERNMENT INVESTMENT POOL (LGIP): The aggregate of all funds from political subdivisions that are placed in the custody of the State Treasurer for investment and reinvestment.

MARKET VALUE: The price at which a security is trading and could presumably be purchased or sold.

MATURITY: The date upon which the principal or stated value of an investment becomes due and payable.

MONEY MARKET: The market in which short-term debt instruments (bills, commercial paper, bankers’ acceptances, etc.) are issued and traded.

NATIONALL RECOGNIZED STATISTICAL RATING ORGANIZATION (“NRSRO”): Firms that review and assess the creditworthiness of an obligor as an entity or with respect to specific securities or money market instruments and express their opinion in the form of a letter rating. A credit rating agency may apply to the SEC fore registration as a nationally recognized statistical rating organization (“NRSRO”). The primary rating agencies are Standard & Poor’s Corporation, Moody’s Investor Services, Inc. and Fitch, Inc.

NEGOTIABLE CERTIFICATES OF DEPOSIT: Generally, short-term debt instruments that usually pays interest and is used by a bank, savings or federal association, state or federal credit union, or state-licensed branch of a foreign bank. Negotiable CDs are traded in a secondary Packet Page. 475
market and are payable upon order to the bearer or initial depositor (investor). Negotiable CDs are insured by FDIC up to $250,000, but they are not collateralized beyond that amount.

NON-NEGOTIABEL CERTIFICATE OF DEPOSIT: CDs that carry a penalty if redeemed prior to maturity. Non-negotiable CDs issued by banks and savings and loans are insured by the Federal Deposit Insurance Corporation up to the amount of $250,000, including principal and interest. Amounts deposited above this amount may be secured with other forms of collateral through an agreement between the investor and issuer. Collateral may include other securities including Treasuries or agency securities such as those issued by the Federal National Mortgage Association.

PORTFOLIO: Collection of securities held by an investor.

PRIMARY DEALER: A group of government securities dealers who submit daily reports of market activity and positions and monthly financials statements to the Federal Reserve Bank of New York and are subject to its informal oversight. Primary dealers include Securities and Exchange Commission (SEC)-registered securities brokers/dealers, banks and a few unregulated firms.

PRUDENT PERSON RULE: An investment standard. In some states, the law requires that a fiduciary, such as a trustee, may invest money only in a list of securities selected by the custody state – the so-called “legal list”. In other states, the trustee may invest in a security if it is one that would be bought by a prudent person of discretion and intelligence who is seeking a reasonable income and preservation of capital.

RATE OF RETURN: The yield obtainable on a security based on its purchase price or its current market price. This may be the amortized yield to maturity; on a bond, the current income return.

SAFEKEEPING: The service provided by banks and trust companies for clients when the bank or trust company stores the securities, takes in coupon payments, and redeems issues at maturity.

SECURITIES & EXCHANGE COMMISSION: Agency created by Congress to protected investors in securities transactions by administrating securities legislation.

SEC RULE 150-1: See “Uniform Net Capital Rule”.

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SUPRANATIONAL SECURITIES: United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development (IBRD), International Finance Corporate (IFC), or InterAmerican Development Bank (DB), with a maximum remaining maturity of five years or less, and eligible for purchase and sale within the United States. Investments under this subdivision shall be rated “AA” or better by an NRSRO and shall not exceed 10 percent of the agency’s moneys that may be invested pursuant to this section.

TREASURY BILLS: A non-interest bearing discount security issued by the U.S. Treasury to finance the national debt. Most bills are issued to mature in three months, six months, or one year.

TREASURY BOND: Long-term U.S. Treasury securities having initial maturities of more than 10 years.

TREASURY NOTES: Intermediate-term coupon bearing U.S. Treasury having initial maturities from one year to ten years.

UNIFORM NET CAPITAL RULE: Securities and Exchange Commission requirement that member firms as well as nonmember broker/dealers in securities maintain a maximum ratio of indebtedness to liquid capital of 15 to 1; also called the net capital rule and net capital ratio. Indebtedness covers all money owed to a firm, including margin loans and commitments to purchase securities, one reason new public issues are spread among members of underwriting syndicates. Liquid capital includes cash and assets easily converted into cash.

YIELD: The rate of annual income return on an investment, expressed as a percentage. (a) Income Yield is obtained by dividing the current dollar income by the current market price for the security. (b) Net Yield or Yield to Maturity is the current income yield minus any premium above par or plus any discount from par in purchase price, with the adjustment spread over the period from the date of purchase to the date of maturity of the bond.

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CONSENT CALENDAR
City of San Bernardino
Request for Council Action
Date: August 19, 2026
To: Honorable Mayor and City Council Members
From: Tarik Rahmani, Director of Finance & Management Services Department: Finance & Management Services
Subject: Ratification of Additional FY 2024/25 Audit Services of $9,125 Payment to Rogers, Anderson, Malody & Scott,
LLP - RAMS (All Wards)
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt Resolution No. 2026-139, ratifying additional professional audit services performed by Rogers, Anderson, Malody & Scott, LLP (RAMS) in connection with the City’s Fiscal year 2024-2025 Measure S and Air Quality Improvement Fund audits and authorizing payment of the outstanding $9,125 balance.

City Manager’s Comments:

The City Manager recommends approval.

Executive Summary
The City entered into an agreement with Rogers, Anderson, Malody & Scott, LLP (RAMS) for Fiscal Year 2024/25 audit services with a not-to-exceed amount of $100,000. During the audit, RAMS was authorized to perform additional services related to expanded Measure S audit procedures and the AQMD audit. Although the additional services were authorized through engagement letters, the original agreement was not amended to increase the authorized contract amount before the work was performed. RAMS completed the additional services and submitted an outstanding invoice totaling $9,125. Because the original agreement expired on June 30, 2026, the City Attorney’s Office has advised that the appropriate action is for the City Council to ratify the additional services and authorize payment rather than amend the expired agreement or enter into a new agreement for previously performed services. Approval of the proposed Resolution will authorize payment of the $9,125 outstanding invoice and ratify the additional audit services performed by RAMS.

Finance & Management Services will also reinforce internal contracting controls to Packet Page. 478
ensure that future changes in scope or contract amounts are formally approved before additional services are performed.

Background
During the term of the agreement, additional audit services were requested, including an expanded scope of work related to Measure S and AQMD audit. In January 29, 2025, the then-Interim Director of Finance & Management Services authorized RAMS to proceed with the additional work through engagement letters. However, the underlying agreement was not amended to formally incorporate the additional services or increase the NTE amount before the additional work was performed. As a result, RAMS completed the additional services and submitted an invoice that exceeds the amount authorized under the existing agreement. The outstanding RAMS invoice totals $9,125.

Because the agreement expired June 30, 2026 and the additional services have already been performed, the City cannot appropriately address the matter through a contract amendment. Likewise, entering into a new agreement would not be an appropriate mechanism to retroactively authorize services that have already been performed.

Discussion
The issue before the City Council is the authorization and payment of the outstanding $9,125 RAMS invoice for services that were performed but exceeded the authorized contract amount.

Finance & Management Services consulted with the City Attorney’s Office regarding the appropriate course of action. Based on that consultation, the City Attorney’s Office advised that the additional services and associated payment should be addressed through City Council action, rather than through an amendment to the expired agreement or through a new agreement.

The City Attorney’s Office further advised that a new agreement should not be used to retroactively authorize services that have already been performed. Any future RAMS services, if needed, should be addressed separately through the City's normal contracting and procurement process.

The circumstances resulting in the contract overage also identify a process issue that should be addressed by the Department. Although the additional services were authorized to proceed, the corresponding contract amendment and increase to the NTE amount were not completed before the additional work was performed. This resulted in services being provided beyond the City's existing contractual authorization.

To prevent similar issues in the future, Finance & Management Services will reinforce internal controls requiring that any requested change in scope, additional services, or increase in a contract's NTE amount be reviewed and formally authorized through the Packet Page. 479
appropriate contracting process before the additional services are performed.

Department staff will also be reminded that engagement letters or other requests for additional services do not, by themselves, replace the City's contractual amendment and authorization requirements.

Council approval of the accompanying Resolution will provide the City's authorization to ratify the additional services and allow Finance & Management Services to process payment of the outstanding $9,125 RAMS invoice.
2021-2025 Strategic Targets and Goals
Approval of the resolution to ratify payment align with Key Target No. 1: Financial Stability by ensuring that the financial and administrative requirements to continue day-to-day operations in the Finance department are completed.

Fiscal Impact
There is no additional General Fund impact with this item. There is sufficient budget in the FY 2025/26 operating budget to pay this outstanding invoice.

Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt Resolution 2026-139, ratifying additional professional audit services performed by Rogers, Anderson, Malody & Scott, LLP (RAMS) in connection with the City’s Fiscal year 2024-2025 Measure S and Air Quality Improvement Fund audits and authorizing payment of the outstanding $9,125 balance.

Attachments
Attachment 1 Resolution No. 2026-139
Attachment 2 Resolution No. 2026-139 Exhibit A
Attachment 3 RAMS Outstanding Invoice Statement
Attachment 4 RAMS Engagement Letter(s) for Additional Services Attachment 5 RAMS PSA for FY 2024/25 Audit Services
Ward:

All Wards
Synopsis of Previous Council Actions:

N/A
CC:

Eric Levitt, City Manager
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Resolution No. 2026-139
Resolution No. 2026-139
August 19, 2026

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RESOLUTION NO. 2026-139

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF

THE CITY OF SAN BERNARDINO, CALIFORNIA,

RATIFYING PAYMENT FOR ADDITIONAL

PROFESSIONAL AUDITING SERVICES PERFORMED BY

ROGERS, ANDERSON, MALODY & SCOTT, LLP IN

EXCESS OF THE AUTHORIZED NOT-TO-EXCEED
AMOUNT UNDER THE FISCAL YEAR 2025-2026
PROFESSIONAL SERVICES AGREEMENT.

WHEREAS, the City of San Bernardino ("City") entered into a professional services agreement ("PSA") with Rogers, Anderson, Malody & Scott, LLP ("RAMS") on July 1, 2025, to provide independent professional auditing services for Fiscal Year 2025-2026, for a total compensation not-to-exceed (“NTE”) one hundred thousand dollars ($100,000); and WHEREAS, the City determined that additional agreed-upon procedures were necessary to complete the audit of Measure S revenues, expenditures, and compliance activities beyond those originally contemplated under the PSA; and
WHEREAS, RAMS submitted an engagement letter dated January 29, 2026, as set forth in Exhibit A (attached hereto and incorporated herein by this reference) proposing the additional Measure S and Air Quality Management District audit services for an additional amount of nine thousand one hundred twenty-five dollars ($9,125), increasing the total Measure S and Air Quality Management District audit services from six thousand, five hundred dollars ($6,500) to nine thousand, one hundred twenty-five dollars ($9,125); and WHEREAS, RAMS completed the additional Measure S and Air Quality Management District audit services requested by the City, and the City accepted and received the benefit of those services; however, the additional services exceeded the PSA's authorized NTE amount before an amendment increasing the authorized compensation could be approved; and WHEREAS, the PSA expired on June 30, 2026, before an amendment could be approved, requiring the City to separately address payment for the completed additional services; and WHEREAS, the Mayor and City Council (“Council”) desires to ratify payment for the completed additional services; and
WHEREAS, the Council finds that ratifying payment for the completed additional Measure S audit services is in the best interests of the City.

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

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

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Resolution No. 2026-139
Resolution No. 2026-139
August 19, 2026

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SECTION 2. The Council hereby adopts the Findings attached hereto as Exhibit A (attached hereto and incorporated herein by this reference).

SECTION 3. The Council hereby ratifies the additional Measure S professional auditing services described in Exhibit A that were performed by RAMS in excess of the compensation authorized under the PSA.

SECTION 4. The Council authorizes payment to RAMS in an amount NTE nine thousand one hundred twenty-five dollars ($9,125) for the additional professional auditing services described in Exhibit A. The City Manager, Director of Finance and Management Services, and their respective designees are authorized to take all actions necessary to process and complete such payment.

SECTION 5. The Council hereby authorizes the City Manager or designee to take all actions necessary and appropriate to implement this Resolution and process payment authorized herein.

SECTION 6. CEQA. 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 7. 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 8. 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 19th day of August 2026.

Helen Tran, Mayor
City of San Bernardino
Attest:

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

Albert J. Maldonado, City Attorney
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Resolution No. 2026-139
Resolution No. 2026-139
August 19, 2026

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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. 2026-139, adopted at a regular meeting held on the 19th day of August 2026 by the following vote:

Telicia Lopez, CMC, City Clerk
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EXHIBIT A Page 1 of 2

EXHIBIT A

MAYOR AND CITY COUNCIL FINDINGS
The Mayor and City Council (“Council”) of the City of San Bernardino (“City”) hereby finds and determines as follows:

A. The City possessed legal authority to procure the professional auditing services that are the subject of this Resolution.

B. Rogers, Anderson, Malody & Scott, LLP (“RAMS”) performed the additional Measure S audit services requested by the City, and the City accepted and received the benefit of those services.

C. The compensation authorized by this Resolution represents the reasonable value of professional services actually received by the City and serves a valid municipal and public purpose.

D. Payment authorized by this Resolution does not constitute a gift of public funds within the meaning of the California Constitution (Section 6 of Article XVI) because the City received adequate consideration in the form of valuable professional auditing services.

E. The failure to obtain approval of an amendment increasing the authorized not-to-exceed amount of the professional services agreement with RAMS dated July 1, 2025 ("PSA"), before the additional services were performed constituted a procedural procurement defect and was not intended to circumvent the City's procurement requirements or approval authority.

F. Because the PSA expired on June 30, 2026, it cannot be retroactively amended or extended to authorize services previously performed. Ratification is therefore the appropriate mechanism to authorize payment for the reasonable value of services actually received by the City.

G. Ratification pursuant to this Resolution authorizes payment only for the additional professional auditing services performed in excess of the PSA's authorized compensation and does not revive, amend, renew, or extend the PSA.

H. This Resolution authorizes payment only for the reasonable value of the additional professional auditing services previously performed and accepted by the City, and does not authorize any future professional services or create any continuing contractual relationship between the City and RAMS.

I. This Resolution is intended to resolve the specific circumstances presented and shall not establish precedent or create an exception to the City's Charter, Municipal Code, Purchasing Policy, or other applicable procurement requirements.

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EXHIBIT A Page 2 of 2
J. The Council further finds that ratification of the completed professional auditing services and authorization of payment for those services are necessary, appropriate, and in the best interests of the City because: (1) the City requested and received the benefit of the additional services; (2) payment reflects the reasonable value of those services; and (3) ratification provides the most legally appropriate mechanism for authorizing payment following expiration of the PSA.

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Certified Public Accountants
Rogers, Anderson, Malody & Scott, LLP
735 E. Carnegie Dr. Ste 100, San Bernardino, CA 92408
Tel (909)‐889‐0871 • Fax (909)‐889‐5361 • www.ramscpa.net Billing Statement
City of San Bernardino Date: 6/16/2026
Accounts Payable Client: CIT0044
300 North D St
San Bernardino, CA 92418

We offer a secure online portal to pay your invoices. Visit www.ramscpa.net W‐9 Information: RAMS is a Partnership and its EIN is 95‐2662063 Please remit a copy of this statement with payment. Thank you.

Invoice Description Date Charge Credit Balance
79560 12/31/2025 $11,000.00 $1,875.00 $9,125.00
Current Balance $9,125.00
Accounts Receivable Aging
Current 31 - 60 Days 61 - 90 Days 91 - 120 Days Over 120 Days Balance $0.00 $0.00 $0.00 $0.00 $9,125.00 $9,125.00
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-1-
January 29, 2026
To the Honorable Mayor and Members of the City Council
City of San Bernardino
This letter is provided in connection with our engagement to audit the Air Quality Improvement Fund (the Fund) of the City of San Bernardino (the City) financial statements and to audit compliance of the City as of and for the years ended June 30, 2025. Professional standards require that we communicate with you certain items including our responsibilities with regard to the financial statement audit, the compliance audit, and the planned scope and timing of our audit, including significant risks we have identified.

Our Responsibilities
As stated in our engagement letter dated January 29, 2026, we are responsible for conducting our audit in accordance with auditing standards generally accepted in the United States of America, and in accordance with Government Auditing Standards of the Comptroller General of the United States of America (Government Auditing Standards) for the purpose of forming and expressing an opinion about whether the financial statements that have been prepared by management, with your oversight, are prepared, in all material respects, in accordance with accounting principles generally accepted in the United States of America. Our audit does not relieve you or management of your respective responsibilities.

Our responsibility for the required supplementary information included in the document containing the audited financial statements and our report thereon includes only the information identified in our report. We have no responsibility for determining whether the required supplementary information is properly stated.

Planned Scope of the Audit
Our audit will include examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements; therefore, our audit will involve judgment about the number of transactions to be examined and the areas to be tested. Our audit procedures will also include performing the applicable procedures described in the for the types of compliance requirements that could have a direct and material effect on the Funds compliance in accordance with Assembly Bill 2766 (AB 2766) Chapter 1705 [Health and Safety Code Sections 44220 through 44247] adopted by the South Coast Air Quality Management District (SCAQMD).

Because of the inherent limitations of an audit, together with the inherent limitations of internal control, an unavoidable risk that some material misstatements or material noncompliance may not be detected exists, even though the audit is properly planned and performed in accordance with U.S. GAAS, Government Auditing Standards of the Comptroller General of the United States of America.

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Honorable Mayor and Members of City Council
Air Quality Improvement Fund
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Our audit will include obtaining an understanding of the entity and its environment, including its internal control, sufficient to assess the risks of material misstatement of the financial statements and as a basis for designing the nature, timing, and extent of further audit procedures. However, we will communicate to you at the conclusion of our audit, significant matters that are relevant to your responsibilities in overseeing the financial reporting process, including any material weaknesses, significant deficiencies, and violation of laws or regulations that come to our attention.

We will also communicate to you:

Any violation of laws or regulations that come to our attention; Our views relating to qualitative aspects of the entitys significant accounting practices, including accounting policies, accounting estimates, and financial statement disclosures; Significant difficulties, if any, encountered during the audit; Disagreements with management, if any, encountered during the audit; Significant unusual transactions, if any;
The potential effects of uncorrected misstatements on future-period financial statements; and
Other significant matters that are relevant to your responsibilities in overseeing the financial reporting process.

Our responsibility as auditors is, of course limited to the period covered by our audit and does not extend to any other periods.

Certain significant risks are presumptive in most audits and merit attention by the auditors due to the direct impact over financial reporting and internal control processes. Although we are currently in the planning stage of our audit, the following presumptive significant risks are applicable to our audit and require special audit considerations:

Management's override of internal controls over financial reporting: Management override of internal controls is the intervention by management in handling financial information and making decisions contrary to internal control policy.

Revenue recognition: Auditors must consider and respond to the risk of management subversion of generally accepted accounting principles in determining how and when revenue is recognized.

We expect to begin our audit in January 2026. Brianna Schultz, CPA, CGMA is the engagement partner and is responsible for supervising the engagement and signing the report or authorizing another individual to sign it.

This information is intended solely for the information and use of the City Council and the Governing Board of The South Coast Air Quality Management District and is not intended to be and should not be used by anyone other than these specified parties.

Respectfully,
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Tel. 909-889-0871 | www.ramscpa.net | 735 E. Carnegie Dr. Suite 100, San Bernardino, CA 92408

CERTIFIED PUBLIC ACCOUNTANTS
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January 29, 2026
To the Honorable Mayor and Members of the City Council
City of San Bernardino
The following represents our understanding of the services we will provide the Air Quality Improvement Fund (the Fund) of the City of San Bernardino (the City).

You have requested that we audit the Fund’s financial information as of June 30, 2025, and for the year then ended and the related notes, which collectively comprise the Fund’s financial statements as listed in the table of contents.

In addition, we will audit the City's compliance with the compliance requirements described in Assembly Bill 2766 (AB 2766) Chapter 1705 [Health and Safety Code Sections 44220 through 44247] adopted by the South Coast Air Quality Management District (SCAQMD) for the period ended June 30, 2025. We are pleased to confirm our acceptance and our understanding of this audit engagement by means of this letter. Our audit will be conducted with the objective of our expressing an opinion on each opinion unit and an opinion on compliance regarding the City’s compliance in accordance with the requirements of laws and regulations as described in AB 2766.

The objectives of our audit are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with auditing standards generally accepted in the United States of America (GAAS) and (Government Auditing Standards), issued by the Comptroller General of the United States of America (Government Auditing Standards) will always detect a material misstatement when it exists. Misstatements, including omissions, can arise from fraud or error and are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.

Accounting principles generally accepted in the United States of America (U.S. GAAP), as promulgated by the Governmental Accounting Standards Board (GASB) require that supplementary information, such as management’s discussion and analysis (MD&A) and budgetary comparison information as presented in the table of contents presented to supplement the financial statements. Such information, although not a part of the financial statements, is required by the GASB, who considers it to be an essential part of financial reporting for placing the financial statements in an appropriate operational, economic, or historical context. As part of our engagement, we will apply certain limited procedures to the required supplementary information (RSI) in accordance with auditing standards generally accepted in the United States of America, (U.S. GAAS). These limited procedures will consist primarily of inquiries of management regarding their methods of measurement and presentation, and comparing the information for consistency with management’s responses to our inquiries.

We will not express an opinion or provide any form of assurance on the RSI.

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Honorable Mayor and Members of the City Council
City of San Bernardino
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The following RSI is required by U.S. GAAP. This RSI will be subjected to certain limited procedures but will not be audited:

1. Air Quality Fund Budgetary Comparison Schedules
Audit of the Funds Financial Statements
We will conduct our audit in accordance with GAAS, Government Auditing Standards. As part of an audit in accordance with these statements, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
x Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinions. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. x Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. However, we will communicate to you in writing concerning any significant deficiencies or material weaknesses in internal control relevant to the audit of the financial statements that we have identified during the audit.
x Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
x Conclude, based on the audit evidence obtained, whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the City’s ability to continue as a going concern for a reasonable period of time.

Because of the inherent limitations of an audit, together with the inherent limitations of internal control, an unavoidable risk that some material misstatements may not be detected exists, even though the audit is properly planned and performed in accordance with GAAS and Government Auditing Standards. Please note that the determination of abuse is subjective and Government Auditing Standards does not require auditors to detect abuse.

Our responsibility as auditors is limited to the period covered by our audit and does not extend to any other periods.

We will issue a written report upon completion of our audit of the City’s basic financial statements. Our report will be addressed to the City. Circumstances may arise in which our report may differ from its expected form and content based on the results of our audit.

Depending on the nature of these circumstances, it may be necessary for us to modify our opinion, add an emphasis-of-matter or other-matter paragraphs(s) to our auditor’s report, or if necessary, withdraw from the engagement. If our opinion on the fund’s basic financial statements are other than unmodified, we will discuss the reasons with you in advance. If, for any reason, we are unable to complete the audit or are unable to form or have not formed an opinion, we may decline to express an opinion or to issue a report as a result of this engagement.

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Honorable Mayor and Members of the City Council
City of San Bernardino
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Audit of the Fund’s Compliance in accordance with AB 2766 Our audit of the City’s compliance will be conducted in accordance with the requirements of the AB 2766, Chapter 1705 [Health and Safety Code Sections 44220 through 44247] adopted by the SCAQMD, and will include tests of accounting records, and other procedures we consider necessary to enable us to express such an opinion on the City’s compliance and to render the required reports. We cannot provide assurance that an unmodified opinion on compliance will be expressed. Circumstances may arise in which it is necessary for us to modify our opinion or withdraw from the engagement.

The AB 2766 requires that we also plan and perform the audit to obtain reasonable assurance about whether material noncompliance with applicable laws and regulations, the provisions of contracts and grant agreements applicable to the Fund, and the applicable compliance requirements occurred, whether due to fraud or error, and express an opinion on the City’s compliance based on the audit. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS, Government Auditing Standards, and the AB 2766 will always detect material noncompliance when it exists. The risk of not detecting material noncompliance resulting from fraud is higher than for that resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Noncompliance with the compliance requirements is considered material if there is a substantial likelihood that, individually or in the aggregate, it would influence the judgment made by a reasonable user of the report on compliance about the entity’s compliance with the requirements of the federal programs as a whole.

As part of a compliance audit in accordance with GAAS and Government Auditing Standards, we exercise professional judgment and maintain professional skepticism throughout the audit.

We also identify and assess the risks of material noncompliance, whether due to fraud or error, and design and perform audit procedures responsive to those risks.

Our procedures will consist of performing the applicable procedures described in the AB 2766 for the types of compliance requirements that could have a direct and material effect on the Fund and performing such other procedures as we considers necessary in the circumstances.

The purpose of those procedures will be to express an opinion on the City’s compliance with requirements applicable to the Fund in our report on compliance issued pursuant to the AB 2766.

Also, as required by the AB 2766, we will obtain an understanding of the entity’s internal control over compliance relevant to the audit in order to design and perform tests of controls to evaluate the effectiveness of the design and operation of controls that we consider relevant to preventing or detecting material noncompliance with compliance requirements applicable to the Fund. Our tests will be less in scope than would be necessary to render an opinion on these controls and, accordingly, no opinion will be expressed in our report. However, we will communicate to you, regarding, among other matters, the planned scope and timing of the audit and any significant deficiencies and material weaknesses in internal control over compliance that we have identified during the audit.

We will issue a report on compliance that will include an opinion or disclaimer of opinion regarding the Fund, and a report on internal controls over compliance that will report any significant deficiencies and material weaknesses identified; however, such report will not express an opinion on internal control.

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Honorable Mayor and Members of the City Council
City of San Bernardino
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Management’s Responsibilities
Our audit will be conducted on the basis that management and, when appropriate, those charged with governance, acknowledge and understand that they have responsibility:
x For the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America; x For the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the fund’s financial statements that are free from material misstatement, whether due to fraud or error;
x For identifying and providing report copies of previous audits, attestation engagements, or other studies that directly relate to the objectives of the audit, including whether related recommendations have been implemented;
x For taking prompt action when instances of noncompliance are identified; x For addressing the findings and recommendations of auditors, for establishing and maintaining a process to track the status of such findings and recommendations and taking corrective action on reported audit findings from prior periods and preparing a summary schedule of prior audit findings;
x For following up and taking corrective action on current year audit findings and preparing a corrective action plan for such findings;
x To provide us with:
i. Access to all information of which management is aware that is relevant to the preparation and fair presentation of the financial statements such as records, documentation, and other matters;
ii. Additional information that we may request from management for the purpose of the audit;
iii. Unrestricted access to persons within the entity from whom we determine it necessary to obtain audit evidence.
x For including the auditor’s report in any document containing financial statements that indicates that such financial statements have been audited by us; x For identifying and ensuring that the entity complies with the laws and regulations applicable to its activities;
x For adjusting the financial statements to correct material misstatements and confirming to us in the management representation letter that the effects of any uncorrected misstatements aggregated by us during the current engagement and pertaining to the current year period(s) under audit are immaterial, both individually and in the aggregate, to the financial statements as a whole; and
x For acceptance of nonattest services, including identifying the proper party to oversee nonattest work;
x For maintaining adequate records, selecting and applying accounting principles, and safeguarding assets;
x For informing us of any known or suspected fraud affecting the entity involving management, employees with significant role in internal control and others where fraud could have a material effect on the financials or compliance; x For the accuracy and completeness of all information provided. x For taking reasonable measures to safeguard protected personally identifiable and other sensitive information; and
x For confirming your understanding of your responsibilities as defined in this letter to us in your management representation letter.

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Honorable Mayor and Members of the City Council
City of San Bernardino
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As part of our audit process, we will request from management and, when appropriate, those charged with governance, written confirmation concerning representations made to us in connection with the audit.

Nonattest Services
If you intend to publish or otherwise reproduce the basic financial statements and make reference to our firm, you agree to provide us with printers’ proofs or masters for our review and approval before printing. You also agree to provide us with a copy of the final reproduced material for our approval before it is distributed.

With respect to any nonattest services we perform, we will not assume any management responsibilities on behalf of the entity. However, we will provide advice and recommendations to assist management of the entity in performing its responsibilities.

The following are nonattest services that may be requested by the entity, which can include, but are not limited to the following:
x To propose adjusting or correcting journal entries to be reviewed and approved by management and
x To assist management with drafting the financial statements based on the entity’s trial balances.

The entity’s management is responsible for (a) making all management decisions and performing all management functions; (b) assigning a competent individual to oversee the services; (c) evaluating the adequacy of the services performed; (d) evaluating and accepting responsibility for the results of the services performed; and (e) designing, implementing, and maintaining the system of internal control, including the process used to monitoring the system of internal control.

Our responsibilities and limitations of the nonattest services are as follows:
x We will perform the services in accordance with applicable professional standards and x The nonattest services are limited to the services previously outlined. Our firm, in its sole professional judgment, reserves the right to refuse to do any procedure or take any action that could be construed as making management decisions or assuming management responsibilities, including determining account coding and approving journal entries.

In accordance with the requirements of Government Auditing Standards, we will also issue a written report describing the scope of our testing over internal control over financial reporting and over compliance with laws, regulations, and provisions of grants and contracts, including the results of that testing. However, providing an opinion on internal control and compliance will not be an objective of the audit and, therefore, no such opinion will be expressed.

Provisions of Engagement Administration, Timing and Fees Brianna Schultz, CPA, CGMA is the engagement partner for the audit services specified in this letter. The engagement partner’s responsibilities include supervising the firm’s services performed as part of this engagement and signing or authorizing another qualified firm representative to sign the audit report.

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Honorable Mayor and Members of the City Council
City of San Bernardino
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Our fee for the fund financial statement audit will be $2,500. We will notify you immediately of any circumstances we encounter that could significantly affect this initial fee estimate. Whenever possible, we will attempt to use the entity’s personnel to assist in the preparation of schedules and analyses of accounts. This effort could substantially reduce our time requirements and facilitate the timely conclusion of the audit. Further, we will be available during the year to consult with you on financial management and accounting matters of a routine nature.

Our proposed fee is also dependent on all items requested being completed in the format requested or in a mutually agreed-upon format and uploaded to the Engagement Organizer hosted by our firm in a timely manner in accordance with the agree-upon audit timeline.

Our fee for this engagement assumes the following: the entity will be adequately prepared for the audit and the entity’s financial operations and working trial balance will be consistent from year to year. If, after we receive the working trial balances, we notice there are excessive new accounts over the prior year, or if there are excessive subsequent journal entries, or prepared by client workpapers that do not agree to the working trial balances, or there are new funds/functions within the entity, or other changes that necessitate a significant amount of time to address, we will need to come to an agreed-upon change order to address any possible additional costs incurred by the firm.

If the need for additional work does come to our attention, we will immediately notify entity staff. If you choose to have us perform the additional work, then such work will be performed at the same hourly rates applicable to the audit work and set forth in an addendum to the contract between the entity and our firm.

During the course of the engagement, we may communicate with you or your personnel via fax or e-mail, and you should be aware that communication in those mediums contains a risk of misdirected or intercepted communications.

Regarding the electronic dissemination of audited financial statements, including financial statements published electronically on your internet website, you understand that electronic sites are a means to distribute information and, therefore, we are not required to read the information contained in these sites or to consider the consistency of other information in the electronic site with the original document.

The audit documentation for this engagement is the property of our firm and constitutes confidential information. However, we may be requested to make certain audit documentation available to various regulators, federal agencies, and to the U.S. Government Accountability Office pursuant to authority given to it by law or regulation, or to peer reviewers. If requested, access to such audit documentation will be provided under the supervision of our firm’s personnel. Furthermore, upon request, we may provide copies of selected audit documentation to the regulators. The regulators may intend, or decide, to distribute the copies of information contained therein to others, including other governmental agencies.

Our firm may transmit confidential information that you provided us to third parties in order to facilitate delivering our services to you. For example, such transmissions might include, but not be limited to exchanging documents via our secure portals. We have obtained confidentiality agreements with all our service providers to maintain the confidentiality of your information and we will take reasonable precautions to determine that they have the appropriate procedures in place to prevent the unauthorized release of confidential information to others. We will remain responsible for the work provided by any third-party service providers used under this agreement. By your signature below, you consent to having confidential information transmitted to entities outside the firm. Please feel free to inquire if you would like additional information regarding the transmission of confidential information to entities outside the firm.

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Honorable Mayor and Members of the City Council
City of San Bernardino
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Management is also responsible for the implementation of new standards issued by the GASB. We will provide reasonable assistance in the preparation of the items noted herein, but any significant time needed to complete the financial statements will be billed separately.

Government Auditing Standards require that we document an assessment of the skills, knowledge, and experience of management, should we participate in any form of preparation of the basic financial statements and related schedules or disclosures as these actions are deemed a non-audit service.

During the course of the audit, we may observe opportunities for economy in, or improved controls over, your operations. We will bring such matters to the attention of the appropriate level of management, either orally or in writing.

You agree to inform us of facts that may affect the basic financial statements of which you may become aware during the period from the date of the auditor’s report to the date the fund’s financial statements are issued.

We agree to retain our audit documentation or work papers for a period of at least seven years from the date of our report. Upon expiration of this period, we will be free to destroy our records related to the engagement. However, we do not keep original client documents, so we will return those as they are used during each engagement. It is management’s responsibility to retain and protect the records for possible future use, including examination by regulators and federal agencies.

We require that a copy of the final trial balance (i.e., a trial balance ready to audit) be delivered to us at least 10 business days prior to the start of the audit, otherwise we may reschedule the start of the audit.

At the conclusion of our audit engagement, we will communicate to the Governing Board of the South Coast Air Quality Management District and the following significant findings from the audit:
x Our view about the qualitative aspects of the entity’s significant accounting practices; x Significant difficulties, if any, encountered during the audit; x Uncorrected misstatements, other than those we believe are trivial, if any; x Disagreements with management, if any;
x Other findings or issues, if any, arising from the audit that are, in our professional judgment, significant and relevant to those charged with governance regarding their oversight of the financial reporting process;
x Material, corrected misstatements that were brought to the attention of management as a result of our audit procedures;
x Representations we requested from management;
x Management’s consultations with other accountants, if any; and x Significant issues, if any, arising from the audit that were discussed, or the subject of correspondence, with management.

In accordance with the requirements of Government Auditing Standards, we have attached a copy of our latest external peer review report of our firm for your consideration and files.

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Honorable Mayor and Members of the City Council
City of San Bernardino
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Non-solicit Clause
We value each and every one of our clients as well as each and every one of our employees. We have spent a great deal of time and resources to locate, train and retain our employees. We respectfully request that you do not solicit our employees to work for you. If you do hire one of our employees within 2 years of when they last worked for our firm, we will be due a finder’s fee equal to 50% of the annual salary they were earning as of their last day of employment. Payment will be due within 10 days of your receipt of our invoice.

To ensure that our independence is not impaired under the AICPA Code of Professional Conduct, you agree to inform the engagement partner before entering into any substantive employment discussions with any of our personnel.

International Alliance Membership
Our firm is an independent member firm of Alliott Global Alliance, which is an international alliance of independent accounting, law, and specialist firms. Alliott Global Alliance and its member firms are legally distinct and separate entities. These entities are not and shall not be construed to be in the relationship of a parent firm, subsidiary, partner, joint venture, agent, or a network. No Alliott Global Alliance member firm has any authority (actual, apparent, implied, or otherwise) to obligate or bind Alliott Global Alliance or any other Alliott Global Alliance member firm in any manner whatsoever.

Equally, neither Alliott Global Alliance nor any other member firm has any authority to obligate or bind us or any other member firm. All Alliott Global Alliance members are independent firms, and as such, they each render their services entirely on their own account (including benefit and risk). In connection with the engagement contemplated by this letter or any other services from time to time provided by us, we may seek advice from or may recommend the retention of an Alliott Global Alliance member firm. Alliott Global Alliance and its other member firms shall have no liability for advice rendered by us or such consulted or retained Alliott Global Alliance member firm. Nor shall we have liability for advice rendered by any of the other Alliott Global Alliance member firms, even if consulted or recommended to you by our firm.

Information Exchange/Data Hosting (Engagement Organizer) Professional standards prohibit us from being the sole host and/or the sole storage for your financial and non-financial data. As such, it is your responsibility to maintain your original data and records and we cannot be responsible to maintain such original information. The Engagement Organizer is used solely as a method of transferring data and is not intended for the storage of the entity’s information. Upon conclusion of the engagement, we will provide the entity with a copy of the deliverables and relevant data from the Engagement Organizer relating to the engagement in a mutually agreed-upon format. If the engagement occurs over multiple years, this exchange will occur at least annually. The data and other content will either be removed from the Engagement Organizer or become unavailable to the entity within a reasonable period of time. If the engagement is multi-year, the completion of the engagement occurs each year when the deliverables are completed for that year. By signing this engagement letter, you affirm that you have all the data and records required to make your books and records complete.

Please electronically sign this letter to indicate your acknowledgement of, and agreement with, the arrangements for our audit of the financial statements, including our respective responsibilities.

Please download a copy of the letter for your records once you have completed the signature process.

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Honorable Mayor and Members of the City Council
City of San Bernardino
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As a reminder, we will not initiate services until we receive the signed letter.

We appreciate the opportunity to be your financial statement auditors and look forward to working with you and your staff.

Respectfully,
RESPONSE:

This letter correctly sets forth our understanding.

Acknowledged and agreed on behalf of the Air Quality Improvement Fund of the City of San Bernardino by:

Name: ______________________________________________
Title: _______________________________________________
Date: _______________________________________________
Interim Director of Finance & Mgmt Svcs
02/27/2026
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Engagement Letter is ready for e-signature
Final Audit Report February 27, 2026
"Engagement Letter is ready for e-signature" History
Document emailed to Jeannie Fortune([email protected]) for signature 2/20/2026 15:09:49 PM Pacific Standard Time
Document viewed by Jeannie Fortune([email protected]) 2/20/2026 15:10:22 PM Pacific Standard Time - IP address: 173.197.211.199 Document viewed by Jeannie Fortune([email protected]) 2/27/2026 11:19:32 AM Pacific Standard Time - IP address: 173.197.211.199 Document e-signed by Jeannie Fortune([email protected]) Signature Date: 2/27/2026 11:20:36 AM Pacific Standard Time - IP address: 173.197.211.199 Document Signed
2/27/2026 11:20:36 AM Pacific Standard Time
Created: February 20, 2026
By: Rogers, Anderson, Malody & Scott, LLP([email protected]) Status: ESigned
Transaction ID: 06L74W11CYG4L3JYWUHPEZ4DAW
Documents: Engagement Letter - AQMD.pdf
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1 PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND ROGERS, ANDERSON, MALODY & SCOTT, LLP
This Agreement is made and entered into as of July 1, 2025 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 Rogers, Anderson, Malody & Scott, a California Limited Liability Partnership with its principal place of business at 735 E. Carnegie Drive, Ste. 100 San Bernardino, CA 9240 (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:

Professional Auditing Services (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 Consultants performance of this Agreement. Consultant further represents that no City employee will provide any services under this Agreement.

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. Packet Page. 499
2 b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of One Hundred Thousand Dollars $100,00.00). 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 Consultants services which have been completed to Citys sole satisfaction. City shall pay Consultants 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 and no price increases will be permitted during the first year of this Agreement, unless agreed to by City and Consultant in writing.

6. Term. This Agreement shall commence on the Effective Date and continue through June 30, 2026, unless the Agreement is previously terminated as provided for herein (Term).

7. Maintenance of Records; Audits.
a. Records of Consultants 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 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.

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3 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 non-performing 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 Consultants 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. Consultants 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. Consultants performance shall conform in all material respects to the requirements of the Scope of Work.

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 Packet Page. 501
4 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 Citys 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 Consultants 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 Consultants 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 Packet Page. 502
5 acceptable to the City.
(ii) Coverage for Commercial General Liability insurance shall be at 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. 503
6 (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/Employers 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 Employers 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.
.

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7 g. Minimum Policy Limits Required
(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
Employers 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
(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.
h. 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 insurers equivalent) signed by the insurers 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. i. 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 Packet Page. 505
8 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 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 Consultants 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 Consultants 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. j. 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.
k. Additional Insurance Provisions
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9 (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 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. l. 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.

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10 b. If Consultants obligation to defend, indemnify, and/or hold harmless arises out of Consultants 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, Consultants indemnification obligation shall be limited to the extent 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, Consultants liability for such claim, including the cost to defend, shall not exceed the Consultants 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 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 Consultants 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 Packet Page. 508
11 County of San Bernardino, State of California.

21. Termination or Abandonment
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 Attorneys 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 Citys representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultants 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.

Packet Page. 509
12 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.

27. Organization. Consultant shall assign Evelyn Morentin-Barcena 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: Jeannie Fortune
Interim Director of Finance
With Copy To:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: City Attorney
CONSULTANT:

Rogers, Anderson, Malody & Scott LLP
735 E. Carnegie Drive, Ste. 100
San Bernardino, CA 92408
ATTN: Evelyn Morentin-Barcena

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 Packet Page. 510
13 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 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. Citys 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 Packet Page. 511
14 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.

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.
[SIGNATURES ON FOLLOWING PAGE]
Packet Page. 512
15 SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND ROGERS, ANDERSON, MALODY & SCOTT, LLP
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SAN BERNARDINO
APPROVED BY:

ERIC LEVITT
City Manager
ATTESTED BY:

TELICIA LOPEZ, CMC
City Clerk
APPROVED AS TO FORM:

Best Best & Krieger LLP
City Attorney

CONSULTANT

BRIANNA SHULTZ

ENGAGEMENT PARTNER
Signature
Name
Title
Packet Page. 513
16 EXHIBIT A
STATEMENT OF WORK AND CONSULTANTS DUTIES AND RESPONSIBILITIES:

Consultant will audit all of the funds of the City of San Bernardino. The audit will be conducted in accordance with auditing standards generally accepted in the United States of America and Government Auditing Standards, issued by the Comptroller of the United States. Services shall be provided as outlined in the implementation plan documented in Consultant's proposal.

Consultant will provide opinions as to the compliance with the Unifonn Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards (OMB Uniform Guidance) (Single Audit). RAMS is to provide an "in-relationto" report on the Schedule of Expenditures of Federal Awards based on the auditing procedures applied during the audit of the financial statements. Consultant will issue the required reports.

Consultant will test compliance with Article XIIIB pertaining to the City's appropriation limit, and prepare an Agreed-Upon Procedures report to the City Council regarding compliance.

Consultant will perform agreed upon procedures for the City's Measure S fund.

All working papers and reports will be retained at Consultant's expense for minimum of seven years. Consultant will make them available to the City or any government agencies included in the audit of federal grants. Consultant shall respond to reasonable inquiries of successor auditors and allow them to review significant work papers, make an immediate, written notification of all irregularities and illegal acts or indication of illegal acts of which we become aware to the following: City Manager, Director of Finance and City Attorney.

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17 PAYMENT SCHEDULE:

CONSULTANTS fees for such services shall be based upon the following proposed hourly rate and fixed fee cost schedule:

FY 24/25
City Audit and related reports $89,150
Single Audit and related reports* $5,750
Gann Limit $1,100
Measure S $4,000
TOTALS $100,000
Total Not to Exceed Contract Amount $100,000
*=For each major program
Travel charges for time during travel are not reimbursable Billing

1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it.

2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the project.

3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULT ANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion.

4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall:

A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULT ANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed.

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18 Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULT ANT in writing of the reasons for nonapproval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein.

Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement.

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CONSENT CALENDAR
City of San Bernardino
Request for Council Action
Date: August 19, 2026
To: Honorable Mayor and City Council Members
From: Andrea Russell, Director of Human Resources
Department: Human Resources
Subject: Amendments to Professional Services Agreements for Legal Services (All Wards)
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, authorize the City Manager or designee to execute:

1. Second Amendment to the Professional Services Agreement with Carpenter, Rothans and Dumont for representation in the Renato Urena v. City of San Bernardino, et al., United States District Court Case No. 5:24-cv-00341 JGB (SHKx) increasing the not-to-exceed amount from $100,000 to $250,000.

2. Third Amendment to the Professional Services Agreement with Graves and King for representation in the Miguel Ramirez, et al. v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2401124 increasing the not-to-exceed amount from $100,000 to $175,000.

3. First Amendment to the Professional Services Agreement with Graves and King for representation in the Angela Kay Erickon v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2317760 increasing the not-to-exceed amount from $100,000 to $175,000.

4. First Amendment to the Professional Services Agreement with Graves and King for representation in the Ruben Marin v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2425499 increasing the notto-exceed amount from $100,000 to $200,000.

City Manager's Comments
Packet Page. 517
N/A
Executive Summary
Amending the legal services agreements by increasing the not-to-exceed limit for all ongoing cases herein allows the City to pay outstanding invoices and retain current legal counsel.

Background
Renato Urena v. City of San Bernardino
On March 15, 2023, the City entered into an agreement with Graves and King in the amount of $49,999 pursuant to 3.04.085 (A) of the Municipal Code to represent the City in the Renato Urena v. City of San Bernardino, United States District Court Case No. 5:24-cv-00341 JGB (SHKx). This case remains active.

On September 24, 2025, the City entered into a first amendment to the agreement with Graves and King in the amount of $100,000 pursuant to 3.04.085 (A) of the Municipal Code to represent the City in the Renato Urena v. City of San Bernardino, United States District Court Case No. 5:24-cv-00341 JGB (SHKx).

Miguel Ramirez v. City of San Bernardino
On June 11, 2024, the City entered into an agreement with Graves and King in the amount of $25,000 pursuant to 3.04.085 (A) of the Municipal Code to represent the City in the Miguel Ramirez, et al. v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2401124. This case remains active.

On September 12, 2025, the City entered into a first amendment to the agreement with Graves and King in the amount of $50,000 pursuant to 3.04.085 (A) of the Municipal Code to represent the City in the Miguel Ramirez, et al. v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2401124.

On April 30, 2026, the City entered into a second amendment to the agreement with Graves and King in the amount of $100,000 pursuant to 3.04.085 (A) of the Municipal Code to represent the City in the Miguel Ramirez, et al. v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2401124.

Angela Kay Erickon v. City of San Bernardino
On September 27, 2023, the City entered into an agreement with Graves and King in the amount of $100,000 pursuant to 3.04.085 (A) of the Municipal Code to represent the City in the Angela Kay Erickon v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2317760. This case remains active.

Ruben Marin v. City of San Bernardino
On April 2, 2024, the City entered into an agreement with Graves and King in the amount of $100,000 pursuant to 3.04.085 (A) of the Municipal Code to represent the City in the Ruben Marin v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2425499. This case remains active.

Packet Page. 518
Discussion
Carpenter, Rothans and Dumont and Graves and King have provided effective and timely legal services on these matters. Increasing the not-to-exceed limits will allow for the continued engagement of these firms as legal counsel for the City. Maintaining these relationships is recommended to protect the City’s interests and minimize potential liability.

All matters remain active.

Case Firm Current Not-toExceed AmountProposed Not-toExceed Amount Renato Urena Carpenter,
Rothans and
Dumont
$100,000 $250,000
Miguel Ramirez Graves and King $100,000 $175,000
Angela Erickson Graves and King $100,000 $175,000
Ruben Marin Graves and King $100,000 $200,000
Strategic Goals and Priorities
Authorization of these amendments aligns with Key Target No. 1e: Improved Operational & Financial Capacity – Minimize Risk and Litigation Exposure. Continued legal representation protects the City’s interest and avoids unnecessary liability.

Fiscal Impact
The fiscal impact is $400,000. The Fiscal Year 2026-27 Operating Budget has sufficient funds to accommodate this increase to the Professional Legal Services Agreements.

Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California, authorize the City Manager or designee to execute:

3. First Amendment to the Professional Services Agreement with Graves and King for representation in the Angela Kay Erickon v. City of San Bernardino, Packet Page. 519
et al., San Bernardino Superior Court Case No. CIVSB2317760 increasing the not-to-exceed amount from $100,000 to $175,000.

Attachments
Attachment 1 - Second Amendment to the Professional Services Agreement with Carpenter, Rothans and Dumont for representation in the Renato Urena case.

Attachment 2 – Third Amendment to the Professional Services Agreement with Graves and King for representation in the Miguel Ramirez case.

Attachment 3 – First Amendment to the Professional Services Agreement with Graves and King for representation in the Angela Erickson case.

Attachment 4 – First Amendment to Professional Services Agreement with Graves and King for representation in the Ruben Marin case.

Attachment 5 - First Amendment to the Professional Services Agreement with Carpenter, Rothans and Dumont for representation in the Renato Urena case.

Attachment 6 – Professional Services Agreement with Carpenter, Rothans and Dumont for representation in the Renato Urena case.

Attachment 7 - Second Amendment to the Professional Services Agreement with Graves and King for representation in the Miguel Ramirez case.

Attachment 8 – First Amendment to the Professional Services Agreement with Graves and King for representation in the Miguel Ramirez case.

Attachment 9 – Professional Services Agreement with Graves and King for representation in the Miguel Ramirez case.

Attachment 10 – Professional Services Agreement with Graves and King for representation in the Angela Erickson case.

Attachment 11 – Professional Services Agreement with Graves and King for representation in the Ruben Marin case.

Ward:

All Wards
Packet Page. 520
Synopsis of Previous Council Actions:

N/A
CC Eric Levitt, City Manager
Packet Page. 521

SECOND AMENDMENT TO THE LEGAL SERVICES AGREEMENT

WITH CARPENTER, ROTHANS AND DUMONT, LLP
This Second Amendment (“Second Amendment”) to the Professional Services Agreement dated August 19, 2026 is made and entered into by and between the City of San Bernardino (“City”) and Carpenter, Rothans and Dumont (“Consultant”) as of the last date set forth below.

1. This Amendment is made with respect to the following facts and purposes:
a. On March 15, 2023, the City and Consultant entered into a Services Agreement for the provision of legal services pertaining to Renato Urena v. City of San Bernardino, et al., United States District Court. Case No. 5:24-cv-00341-JGB-SHK for a total not to exceed amount of $49,999 (“Original Agreement”). b. On September 24, 2025, the City and Consultant entered into a First Amendment to the Agreement for a total not to exceed $100,000 (“First Amendment”). c. The City and Consultant now desire to increase the amount of the Original Agreement.

2. The Original Agreement is hereby amended to increase the total not to exceed amount from $100,000 to $175,000.

3. Except as modified by this Second Amendment, all provisions of the Original Agreement shall remain in full force and effect for the term thereof.

4. This Second Amendment may be executed in counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.

Dated: CARPENTER, ROTHANS AND DUMONT, LLP
By: Steven J. Rothans
Its: Partner
Dated: CITY OF SAN BERNARDINO
By: Eric Levitt
Its: City Manager
Packet Page. 522

THIRD AMENDMENT TO THE LEGAL SERVICES AGREEMENT

WITH GRAVES AND KING, LLP
This Third Amendment (“Third Amendment”) to the Professional Services Agreement dated August 19, 2026 is made and entered into by and between the City of San Bernardino (“City”) and Graves and King (“Consultant”) as of the last date set forth below.

1. This Amendment is made with respect to the following facts and purposes:
a. On June 11, 2024, the City and Consultant entered into a Services Agreement for the provision of legal services pertaining to Miguel Ramirez v. City of San Bernardino, et al., San Bernardino Superior Co. Case No. CIVSB2401224 for a total not to exceed $25,000 (“Original Agreement”).
b. On September 12, 2025, the City and Consultant entered into a First Amendment to the Agreement for a total not to exceed $50,000 (“First Amendment”). c. On April 30, 2026, the City and Consultant entered into a Second Amendment to the Agreement for a total not to exceed $100,000 (“Second Amendment”). d. The City and Consultant now desire to increase the amount of the Original Agreement.

2. The Original Agreement is hereby amended to increase the total not to exceed amount from $100,000 to $250,000.

3. Except as modified by this Third Amendment, all provisions of the Original Agreement shall remain in full force and effect for the term thereof.

4. This Third Amendment may be executed in counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.

Dated: GRAVES AND KING, LLP
By: Victor Wear
Its: Managing Partner
Dated: CITY OF SAN BERNARDINO
By: Eric Levitt
Its: City Manager
Packet Page. 523

FIRST AMENDMENT TO THE LEGAL SERVICES AGREEMENT

WITH GRAVES AND KING, LLP
This First Amendment (“First Amendment”) to the Professional Services Agreement dated August 19, 2026 is made and entered into by and between the City of San Bernardino (“City”) and Graves and King (“Consultant”) as of the last date set forth below.

1. This Amendment is made with respect to the following facts and purposes:
a. On September 27, 2023, the City and Consultant entered into a Services Agreement for the provision of legal services pertaining to Angela Kay Erickon v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2317760 for a total not to exceed $100,000 (“Original Agreement”).
b. The City and Consultant now desire to increase the amount of the Original Agreement.

2. The Original Agreement is hereby amended to increase the total not to exceed amount from $100,000 to $175,000.

3. Except as modified by this First Amendment, all provisions of the Original Agreement shall remain in full force and effect for the term thereof.

4. This First Amendment may be executed in counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.

Dated: GRAVES AND KING, LLP
By: Victor Wear
Its: Managing Partner
Dated: CITY OF SAN BERNARDINO
By: Eric Levitt
Its: City Manager
Packet Page. 524

FIRST AMENDMENT TO THE LEGAL SERVICES AGREEMENT

1. This Amendment is made with respect to the following facts and purposes:
a. On April 2, 2024 the City and Consultant entered into a Services Agreement for the provision of legal services pertaining to Ruben Marin v. City of San Bernardino, et al., San Bernardino Superior Court Case No. CIVSB2425499 for a total not to exceed $100,000 (“Original Agreement”).
b. The City and Consultant now desire to increase the amount of the Original Agreement.

2. The Original Agreement is hereby amended to increase the total not to exceed amount from $100,000 to $175,000.

3. Except as modified by this First Amendment, all provisions of the Original Agreement shall remain in full force and effect for the term thereof.

4. This First Amendment may be executed in counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.

Dated: GRAVES AND KING, LLP
By: Victor Wear
Its: Managing Partner
Dated: CITY OF SAN BERNARDINO
By: Eric Levitt
Its: City Manager
Packet Page. 525

FIRST AMENDMENT TO THE LEGAL SERVICES AGREEMENT

WITH CARPENTER, ROTHANS AND DUMONT, LLP
This First Amendment (“First Amendment”) to the Professional Services Agreement dated February 28, 2023 is made and entered into by and between the City of San Bernardino (“City”) and Carpenter, Rothans and Dumont, LLP (“Consultant”) as of the last date set forth below.

1. This Amendment is made with respect to the following facts and purposes:
a. On February 28, 2023, the City and Consultant entered into a Services Agreement for the provision of legal services pertaining to Renato Urena v. City of San Bernardino, et al., United States District Court. Case No. 5:24-cv-00341-JGBSHK (“Original Agreement”). b. The City and Consultant now desire to increase the amount of the Original Agreement.

2. The Original Agreement is hereby amended to increase the total not to exceed amount from $49,999 to $100,000.

3. Except as modified by this First Amendment, all provisions of the Original Agreement shall remain in full force and effect for the term thereof.

4. This First Amendment may be executed in counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.

Dated: _______________ CARPENTER, ROTHANS & DUMONT, LLP By: Steven J. Rothans
Its: Partner
Dated: _______________ CITY OF SAN BERNARDINO
By: Eric Levitt
Its: City Manager
Docusign Envelope ID: 83C283BF-8897-49BE-A8E9-EDE9F4254575 9/24/2025
10/7/2025
Packet Page. 526
1 PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND CARPENTER, ROTHANS & DUMONT, LLP
This Agreement is made and entered into as of March 15th, 2023 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 Carpenter, Rothans & Dumont, a California Limited Liability Partnership with its principal place of business at 500 South Grand Avenue, Nineteenth Floor, Los Angeles, California, 90071 (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; legal representation in all litigation matters including but not limited to claims and summons for an officer involved shooting on February 10, 2023, involving Renato Urena (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 legal representation in all litigation matters for the Project.

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.

4. Compensation.
a. Subject to paragraph 4(b) below, the City shall pay for such services provided in Section 2.

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2 b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of ten thousand dollars ($49,999). All attorney rates are set at two-hundred and twenty dollars ($225) per hour. 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.

6. Term. This Agreement shall commence on the Effective Date and continue through the completion of services unless the Agreement is previously terminated as provided for herein (“Term

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 under the contract for inspection by City.

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 non-performing Party. For purposes of this Agreement, such circumstances DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 528
3 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.

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.

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 DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 529
4 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.

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.

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 least as broad as the following:

Insurance Services Office Commercial General Liability
DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 530
5 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).
(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.

DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 531
6 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. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:

Combined Single Limit
Commercial General Liability $1,000,000 per occurrence/$2,000,000 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)
DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 532
7 (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.
g. 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. h. 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 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 DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 533
8 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. i. 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.
j. 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 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. k. 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 DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 534
9 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 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), DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 535
10 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.

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.

21. Termination or Abandonment
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 DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Packet Page. 536
11 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.

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.

27. Organization. Consultant shall assign Steven J. Rothans, 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.

CITY:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
CONSULTANT:

Carpenter, Rothans & Dumont, LLP.
500 South Grand Avenue
Nineteenth Floor
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12 Attn: Director of Human Resources
With Copy To:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: City Attorney
Los Angeles, California, 90071
Attn: Steven J. Rothans

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.

32. Entire Agreement. This Agreement 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.

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

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.
[SIGNATURES ON FOLLOWING PAGE]
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14 SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO
AND CARPENTER, ROTHANS & DUMONT, LLP.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SAN BERNARDINO
APPROVED BY:

Charles E. McNeely
City Manager
ATTESTED BY:

Genoveva Rocha
City Clerk
APPROVED AS TO FORM:

Best Best & Krieger LLP
City Attorney

CONSULTANT
Signature
Steven J. Rothans
Name
Title
DocuSign Envelope ID: 69992084-A2C0-4023-93C3-A98766C79121 Managing Partner
Packet Page. 540
15 Exhibit A
Legal representation in all litigation matters including but not limited to claims and summons for an officer involved shooting on February 10, 2023, involving Renato Urena (hereinafter referred to as “the Project”.)
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SECOND AMENDMENT TO THE PROFFESSIONAL SERVICES AGREEMENT

WITH GRAVES AND KING, LLP
This Second Amendment (“Second Amendment”) to the Professional Services Agreement dated April 30, 2026, is made and entered into by and between the City of San Bernardino (“City”) and Graves and King LLP (“Consultant”) as of the last date set forth below.

1. This Amendment is made with respect to the following facts and purposes:
a. On June 11, 2024, the City and Consultant entered into a Services Agreement for the provision of legal services pertaining to Miguel Ramirez v. City of San Bernardino, et al., San Bernardino Superior Co. Case No. CIVSB2401224 (“Original Agreement”).
b. On September 12, 2025, the City and Consultant entered into a First Amendment to the Agreement for a total not to exceed $50,000 (“First Amendment”). c. City and Consultant now desire to increase the amount of the Original Agreement.

2. The Original Agreement is hereby amended to increase the total not to exceed amount from $25,000 to $100,000.

3. Except as modified by this Second Amendment, all provisions of the Original Agreement shall remain in full force and effect for the term thereof.

4. This Second Amendment may be executed in counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.

Dated: _______________ GRAVES AND KING, LLP
By: Victor Wear,
Its: Managing Partner
Dated: _______________ CITY OF SAN BERNARDINO
By: Eric Levitt
Its: City Manager
Docusign Envelope ID: 219D9F9A-1875-8033-806E-8828C6FBA06C 5/1/2026
5/3/2026
Packet Page. 542

FIRST AMENDMENT TO THE PROFFESSIONAL SERVICES AGREEMENT

WITH GRAVES AND KING, LLP
This First Amendment (“First Amendment”) to the Professional Services Agreement dated June 11, 2024, is made and entered into by and between the City of San Bernardino (“City”) and Graves and King LLP (“Consultant”) as of the last date set forth below.

2. The Original Agreement is hereby amended to increase the total not to exceed amount from $25,000 to $50,000.

3. Except as modified by this First Amendment, all provisions of the Original Agreement shall remain in full force and effect for the term thereof.

4. This First Amendment may be executed in counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.

Dated: _______________ GRAVES AND KING, LLP
By: Victor Wear,
Its: Managing Partner
Dated: _______________ CITY OF SAN BERNARDINO
By: Eric Levitt
Its: City Manager
Docusign Envelope ID: 96B6F2C1-FF3B-4762-B4B2-E788198EB6D9 9/12/2025
9/15/2025
Packet Page. 543
1 PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND GRAVES AND KING, LLP
This Agreement is made and entered into as of June 11, 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 Graves and King, a Limited Liability Partnership with its principal place of business at 2280 Market Street, Suite 320, Riverside, CA 92501 (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: legal representation in all litigation matters including but not limited to claims and summons for an incident involving Miguel Ramiez and Marina Angel de Ramiez on November 05, 2022 (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.

4. Compensation.
a. Subject to paragraph 4(b) below, the City shall pay for such services in accordance set forth in Exhibit “A.”
b. In no event shall the total amount paid for services rendered by Docusign Envelope ID: 33F2A048-7477-4AF3-AE17-C7C3209BF29F Packet Page. 544
2 Consultant under this Agreement exceed the sum of twenty-five thousand dollars ($25,000). All paralegal rates are set at one hundred dollars ($100) per hour, all associate rates are set at two hundred and fifty dollars ($250) per hour, and all partner rates are set at two hundred and sixty-five dollars ($265) per hour. 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.

Additionally, no price increases will be permitted during the first year of this Agreement, unless agreed to by City and Consultant in writing.

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”).

9. Delays in Performance.

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3 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 non-performing 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.

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4 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.

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.

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 Docusign Envelope ID: 33F2A048-7477-4AF3-AE17-C7C3209BF29F Packet Page. 547
5 at least as broad as the following:

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6 (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. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:

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7 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
(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.
h. 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. i. 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 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.

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8 (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. j. 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.
k. 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 and obligations otherwise assumed by the Consultant pursuant to this Agreement, including, but not limited to, the provisions concerning indemnification.

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9 (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. l. 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 which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of Docusign Envelope ID: 33F2A048-7477-4AF3-AE17-C7C3209BF29F Packet Page. 552
10 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).

21. Termination or Abandonment
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 Docusign Envelope ID: 33F2A048-7477-4AF3-AE17-C7C3209BF29F Packet Page. 553
11 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.

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12 27. Organization. Consultant shall assign Harvey W. Wimer III 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.

CITY:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: Suzie H. Soren, Director of Human
Resources
With Copy To:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: City Attorney
CONSULTANT:

Graves and King, LLP.
2280 Market St, Suite 320
Riverside, California, 92501
Attn: Harvey W. Wimer III

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.

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 shall not affect the validity or enforceability of the remaining terms and Docusign Envelope ID: 33F2A048-7477-4AF3-AE17-C7C3209BF29F Packet Page. 555
13 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.

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

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14 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.
[SIGNATURES ON FOLLOWING PAGE]
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15 SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND GRAVES AND KING, LLP
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
Harvey W. Wimer III
Name
Managing Partner
Title
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16 EXHIBIT A
Legal representation in all litigation matters including but not limited to claims and summons for an incident involving Miguel Ramiez and Marina Angel de Ramiez on November 05, 2022.

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1 PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND GRAVES AND KING, LLP
This Agreement is made and entered into as of September 27 th, 2023 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 Graves and King, a California Limited Liability Partnership with its principal place of business at 2280 Market Street, Suite 320, Riverside, CA 92501 (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: legal representation in all litigation matters including but not limited to claims and summons for an incident involving Angela Kay Erickson, on September 21st, 2022 (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 legal representation relating to the Project.

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.

4. Compensation.
a. Subject to paragraph 4(b) below, the City shall pay for such services provided in Section 2.

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2 b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of one-hundred thousand dollars ($100,000). All paralegal rates are set at one hundred dollars ($100) per hour, all associate rates are set at two hundred and fifty dollars ($250) per hour, and all partner rates are set at two hundred and sixty-five dollars ($265) per hour. 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.

Additionally, no price increases will be permitted during the first year of this Agreement, unless agreed to by City and Consultant in writing.

6. Term. This Agreement shall commence on the Effective Date and continue through the completion of services unless the Agreement is previously terminated as provided for herein (“Term”).

9. Delays in Performance.

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3 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 non-performing 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.

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4 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.

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.

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 DocuSign Envelope ID: CA35E2A7-0B35-4330-AFB0-CDF24C8CDE6C Packet Page. 563
5 at least as broad as the following:

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6 (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.

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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7 (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
(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 DocuSign Envelope ID: CA35E2A7-0B35-4330-AFB0-CDF24C8CDE6C Packet Page. 566
8 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 DocuSign Envelope ID: CA35E2A7-0B35-4330-AFB0-CDF24C8CDE6C Packet Page. 567
9 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 DocuSign Envelope ID: CA35E2A7-0B35-4330-AFB0-CDF24C8CDE6C Packet Page. 568
10 section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to the extent 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).

21. Termination or Abandonment
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11 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.

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.

27. Organization. Consultant shall assign Harvey W. Wimer III 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.

CITY:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: Director of Human Resources
With Copy To:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: City Attorney
CONSULTANT:

Graves and King, LLP.
2280 Market St, Suite 320
Riverside, California, 92501
Attn: Harvey W. Wimer III

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.

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 DocuSign Envelope ID: CA35E2A7-0B35-4330-AFB0-CDF24C8CDE6C Packet Page. 571
13 determination 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.

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

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14 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.

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.
[SIGNATURES ON FOLLOWING PAGE]
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15 SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND GRAVES AND KING, LLP
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SAN BERNARDINO
APPROVED BY:

Charles E. McNeely
City Manager
ATTESTED BY:

Genoveva Rocha, CMC
City Clerk
APPROVED AS TO FORM:

Best Best & Krieger LLP
City Attorney

CONSULTANT
Signature
Harvey W. Wimer III
Name
Title
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Packet Page. 574
16 Exhibit A
Legal representation in all litigation matters including but not limited to claims and summons for an incident involving Angela Kay Erickson, on September 21st, 2022 (hereinafter referred to as “the Project”).

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1 PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND GRAVES AND KING, LLP
This Agreement is made and entered into as of April 2, 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 Graves and King, a Limited Liability Partnership with its principal place of business at 2280 Market Street, Suite 320, Riverside, CA 92501 (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: legal representation in all litigation matters including but not limited to claims and summons for an incident involving Ruben Marin on September 26, 2023 (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.

4. Compensation.
a. Subject to paragraph 4(b) below, the City shall pay for such services in accordance set forth in Exhibit “A.”
b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of one-hundred thousand dollars DocuSign Envelope ID: 1B0DF04C-5100-4941-9081-B4FD3F9EF304 Packet Page. 576
2 ($100,000). All paralegal rates are set at one hundred dollars ($100) per hour, all associate rates are set at two hundred and fifty dollars ($250) per hour, and all partner rates are set at two hundred and sixty-five dollars ($265) per hour. 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.

Additionally, no price increases will be permitted during the first year of this Agreement, unless agreed to by City and Consultant in writing.

9. Delays in Performance.
a. Neither City nor Consultant shall be considered in default of this DocuSign Envelope ID: 1B0DF04C-5100-4941-9081-B4FD3F9EF304 Packet Page. 577
3 Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing 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.

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4 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.

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.

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 DocuSign Envelope ID: 1B0DF04C-5100-4941-9081-B4FD3F9EF304 Packet Page. 579
5 at least as broad as the following:

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6 (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. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:

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7 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
(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.
h. 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. i. 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 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.

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8 (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. j. 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.
k. 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 and obligations otherwise assumed by the Consultant pursuant to this Agreement, including, but not limited to, the provisions concerning indemnification.

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9 (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. l. 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 which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of DocuSign Envelope ID: 1B0DF04C-5100-4941-9081-B4FD3F9EF304 Packet Page. 584
10 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).

21. Termination or Abandonment
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 DocuSign Envelope ID: 1B0DF04C-5100-4941-9081-B4FD3F9EF304 Packet Page. 585
11 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.

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.

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12 27. Organization. Consultant shall assign Harvey W. Wimer III 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.

CITY:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: Suzie H. Soren, Director of Human
Resources
With Copy To:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: City Attorney
CONSULTANT:

Graves and King, LLP.
2280 Market St, Suite 320
Riverside, California, 92501
Attn: Harvey W. Wimer III

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.

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 shall not affect the validity or enforceability of the remaining terms and DocuSign Envelope ID: 1B0DF04C-5100-4941-9081-B4FD3F9EF304 Packet Page. 587
13 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.

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

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14 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.
[SIGNATURES ON FOLLOWING PAGE]
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15 SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND GRAVES AND KING, LLP
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SAN BERNARDINO
APPROVED BY:

Charles A. Montoya
City Manager
ATTESTED BY:

Genoveva Rocha, CMC
City Clerk
APPROVED AS TO FORM:

Best Best & Krieger LLP
City Attorney

CONSULTANT
Signature
Harvey W. Wimer III
Name
Managing Partner
Title
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16 EXHIBIT A
Legal representation in all litigation matters including but not limited to claims and summons for an incident involving Ruben Marin on September 26, 2023.

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CONSENT CALENDAR
City of San Bernardino
Request for Council Action
Date: August 19, 2026
To: Honorable Mayor and City Council Members
From: Rolland Kornblau, Director of Information Technology Department: Information Technology
Subject: Authorization of Fiscal Year 2026-27 Annual Technology Maintenance, Legacy System Support, Public Safety
Technology Services, and Wireless Connectivity with Tyler Technologies, Inc., Harris Computer Systems, and Verizon Wireless in an Aggregate Amount Not to Exceed
$1,021,741.93 (All Wards)
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California,

1. Authorize the City Manager, or designee, to execute Fiscal Year 2026-27 renewal agreements and related contract documents with Tyler Technologies, Inc., Harris Computer Systems, and Verizon Wireless for the services described in the staff report;

2. Authorize the Director of Finance & Management Services, or their designee, to issue Fiscal year 2026-27 purchase orders in the following amounts:
a. Tyler Technologies, Inc. for AEGIS legacy administrative system support, not to exceed $252,941.46;
b. Tyler Technologies, Inc for Police Department public-safety systems and onetime server upgrade, not to exceed $532,233.87; c. Harris Computer Systems for legacy payroll and human-capital-management system support, not to exceed $110,891; and
d. Verizon Wireless for public-safety mobile connectivity and transitional services, not to exceed $125,675
e. The aggregate authorization shall not to exceed $1,021,741.93.

City Manager's Comments
The City Manager recommends approval.

Executive Summary
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The Information Technology Department requests Council authorization not to exceed $1,021,741.93 for Fiscal Year 2026-27 technology expenditures with Tyler Technologies, Inc., Harris Computer Systems, and Verizon.

Of that amount, $363,833.06 is proposed for Tyler AEGIS and Harris, the City’s legacy administrative and payroll systems that are expected to be replaced through the phased Oracle Cloud ERP implementation. Another $532,233.87 supports Tyler public-safety systems and a one-time Police Department server upgrade that is not being replaced by Oracle. The remaining $125,675.00 supports Verizon public-safety mobile connectivity and transitional telecommunications services.. A ten percent contingency reserve is included across all maintenance, telecommunications, and software licensing contracts to accommodate unexpected user growth, service modifications, or emergency technical support throughout the fiscal year.

The current project targets are January 1, 2027 for Oracle Financials and July 1, 2027 for Oracle HCM and Payroll. These are planning targets and remain subject to completion of testing, data conversion, reconciliation, security, training, cutover and operational-readiness requirements.

Background
The City of San Bernardino views its technological infrastructure as an ongoing endeavor, with annual procurements that are essential to deploying innovative solutions across various City departments. These purchases are annual recurring charges for usage fees, software maintenance, telecommunications connectivity, system support, and necessary infrastructure upgrades, reflecting the City's proactive approach to technology management. The annual agreements are with trusted vendors: Tyler Technologies, Incorporated for public sector software (computer-aided dispatch, records management systems, AEGIS enterprise modules, Enterprise Public Safety system upgrade and server migration services, field mobile deployment, and statemandated stop data compliance), Harris Computer Systems for Enterprise Resource Planning, financial management, and payroll systems support, and Verizon Wireless for essential public safety mobile connectivity (mobile data computer networks, infrastructure, Cradle Point equipment, and active lines in transition). These partnerships support the City's diverse operational and public safety needs.

The Mayor and City Council have previously approved annual technology maintenance and support purchases. On July 19, 2023, Council authorized annual technology purchases totaling $1,197,572.69. On August 7, 2024, Council authorized annual technology purchases totaling $1,785,621.47. On July 16, 2025, Council authorized annual technology infrastructure and software licensing purchases totaling $1,503,810.88. The vendor mix and scope have changed between fiscal years, so these totals are not directly comparable.

Separately, on November 20, 2024, Council committed $9.4 million in ARPA funding to information technology infrastructure and the City’s ERP system and adopted Resolution No. 2023-107 implementing the related budget amendment.

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Until the Oracle phases are placed into production and accepted by the City, Tyler AEGIS and Harris remain necessary to conduct the City’s financial and payroll operations. Tyler’s public-safety systems and Verizon connectivity are independent of the Oracle implementation and will continue after the administrative systems transition.

Discussion
The Information Technology Department has conducted a comprehensive cost analysis based on current usage patterns and projected growth. Budget calculations incorporate historical usage data from FY 2025-26, vendor quotes, and anticipated service expansion requirements. For telecommunications providers (Verizon Wireless), projections use average monthly expenditure trends from expense reporting through May, plus final-month estimates and growth factors to account for increased data consumption and connectivity demand. All other vendors have provided formal pricing through executed quotations and invoices, ensuring transparency and accuracy.

The Financial Summary Table directly reflects attached invoices, quotes, and prior-year expenditure trends. Contractual software maintenance fees reflect standard annual contractual adjustments, with Tyler Technologies AEGIS base set at $229,947 to align with Invoice Number CI100-00286089, Harris Computer Systems set at $100,810.55 to reflect actual quote line items. Total commitments to Verizon Wireless decreased significantly compared to prior fiscal years, dropping from a baseline total of $270,000 down to approximately $115,000. This cost reduction is driven by the ongoing transition of cellular service to T-Mobile. The remaining Verizon amounts consist of $90,250 for public safety mobile data computers, $24,000 for Cradle Point emergency routers, and temporary transitional lines required during active facility and network migrations. A uniform 10% contingency, totaling $92,885.63, has been applied across all vendor baselines, bringing the total to $1,021,741.93, to ensure full mathematical alignment with the total Not-To-Exceed request of $1,021,741.93.

The upcoming Enterprise Resource Planning project, scheduled for go-live on January 1, 2027, primarily focuses on modernizing administrative and financial software. Tyler Technologies software will be used only after the migration to ensure continuous operational stability during the transition period. The remaining six months of the Tyler Technologies contract term provides a necessary support overlap through June 30, 2027. This transitional period is dedicated to legacy administrative data validation, system reconciliation, and vendor technical support as staff fully adapt to the new platform.

Following this transition, Tyler Technologies will continue to be utilized specifically for Police Department operations. Unlike administrative and financial functions, which migrate to the new enterprise system, the comprehensive suite of Tyler Public Safety solutions operates independently and will remain the primary platform, which includes the core computer-aided dispatch system, Brazos electronic citation licensing, and state-mandated stop data compliance fees. The system upgrade and server migration are required specifically for this Police Department infrastructure to ensure long-term Packet Page. 594
stability, optimal performance, and hardware compatibility on City servers, maintaining mission-critical technology for public safety personnel.

The full-year support for Harris Computer Systems is similarly required through its projected July 2027 go-live, after which the legacy Harris software will be fully decommissioned and replaced.

Financial Summary Table

VENDOR/DESCRIPTION BASE
AMOUNT

CONTINGENCY
(10%)
TOTAL

AMOUNTS
Tyler Technology (AEGIS) $229,946.79 $22,994.67 $252,941.46 Tyler Technology PD (CAD) $402,537.67 $40,253.76 $442,791.43 Tyler Technology PD (Brazo) $17,614.31 $1,761.43 $19,375.74 Tyler Technology PD
(Stop Data Fees) $19,047.00 $1,904.70 $20,951.70
Tyler Technology PD (Server
Upgrade) $44,650.00 $4,465.00 $49,115.00
Harris Computer Systems $100,810.55 $10,081.05 $110,891.60 Verizon Wireless – PD MDC $90,250.00 $9,025.00 $99,275.00 Verizon Wireless – Cradle Point &
Transitional Lines $24,000.00 $2,400.00 $26,400.00
Total $928,856.32 $92,885.63 $1,021,741.93
Maintaining these vital contracts ensures that City staff have access to the necessary tools and infrastructure to efficiently deliver services to our residents, from emergency dispatch and public safety communications to core municipal administration.

To support these city-wide operations, the integrated 10% contingency provides essential fiscal flexibility to accommodate internal administrative routing timelines, ensuring contract continuity for emergency personnel and preventing the need to return to Council for supplemental approvals should unforeseen costs, mid-year user growth, or emergency technical support needs arise. Additionally, the $24,000 baseline for the Cradle Point routers and transitional phone lines represents a baseline projection derived from historical telecom service charges. The City expects to carry these network redundancy costs for the duration of the current fiscal year while multi-zone infrastructure testing remains underway.

Strategic Goals and Priorities
Authorization aligns with Key Target No. 2: Focused, Aligned Leadership, and Unified Community. Maintenance of core software infrastructure directly enhances municipal operational efficiency and operational integrity.

Fiscal Impact
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The base vendor amounts total $928,856.32. The proposed contingency totals $92,885.61, resulting in aggregate spending authority not to exceed $1,021,741.93.

Funding is included in the adopted FY 2026-27 Information Technology Operating budget.

Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California,

Attachments
Attachment 1 - Tyler AEGIS Invoice
Attachment 2 - Tyler - CAD Quote
Attachment 3 - Tyler Brazos Quote
Attachment 4 - Tyler PD Server Upgrade
Attachment 5 - Tyler Stop Data Quote
Attachment 6 - Harris Renewal Quote
Attachment 7 - Verizon PD Total Charges Acct 442045878-00002 Attachment 8 - Verizon PD Total Charges Acct 842063974-00002 Attachment 9 - Verizon Total Charges Acct 972124581-00002 Ward:

All Wards
Synopsis of Previous Council Actions:

April 11, 2018 Mayor and City Council adopted Resolution No. 2018-44, approving an agreement with Smith
Services.

July 16, 2025 Mayor and City Council adopted the purchase Packet Page. 596
authorization for 2025-26 Annual Usage Fees,
Software Maintenance, and Hardware
Maintenance.

August 7, 2024 Mayor and City Council adopted the purchase authorization for 2024-25 Annual Usage Fees,
Software Maintenance, and Hardware
Maintenance.

July 19, 2023 Mayor and City Council adopted the purchase authorization for 2023-24 Annual Usage Fees,
Software Maintenance, and Hardware
Maintenance.

CC
Eric Levitt, City Manager
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Page
1 of 6
Company Date

PROFORMA
42764 04/17/2026

SAN BERNARDINO (AEGIS)

TECHNOLOGY
290 N D ST
SAN BERNARDINO, CA 92401-1734
United States
To: Ship To:

Customer Grp/No. Payment Terms Currency Code
Net 45 USD

SAN BERNARDINO (AEGIS)

TECHNOLOGY
290 N D ST
SAN BERNARDINO, CA 92401-1734
United States
1 50197
Customer PO# Ship Via
ELEC
Salesperson Cd
No. Item/ Description/ Comments Quantity U/M Unit Price Total Cost Contract Date
Contract No.: San Bernardino, CA
1 Renewal: 1 EA 10,719.80 10,719.80
30/Jun/2020 New World Third Party LE Records Interface Standard Maintenance - Ticket Writer Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 2 Renewal: 4 EA 804.23 3,216.91
30/Jun/2020 CAD Data Mart Standard Maintenance
Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 3 Renewal: 33 EA 134.00 4,422.03
30/Jun/2020 ArcGIS Runtime CAD Desktop Workstations Maintenance Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 4 Renewal: 4 EA 803.99 3,215.94
30/Jun/2020 Law Enforcement Management Data Mart (^CAD, RMS) Standard Maintenance - Includes 10+ users Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 5 Renewal: 1 EA 4,555.92 4,555.92
30/Jun/2020 Additional New World Enterprise Standard Maintenance for CAD - CAD AVL Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 6 Renewal: 1 EA 4,555.92 4,555.92
30/Jun/2020 Additional New World Enterprise Standard Maintenance for CAD - Service Vehicle Rotation Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 7 Renewal: 1 EA 11,791.76 11,791.76
30/Jun/2020 New World Enterprise Third Party Interface Standard Maintenance - On-Line CAD Interface to State/NCIC Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 8 Renewal: 1 EA 4,823.91 4,823.91
30/Jun/2020 New World Enterprise Third Party Interface Standard Maintenance Pre-Arrival Questionnaire Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 9 Renewal: 1 EA 23,347.71 23,347.71
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Page
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Company Date

PROFORMA
42764 04/17/2026

THIS IS NOT AN INVOICE
Order No.
130
Tyler Technologies, Inc.
(FEIN 75-2303920)
P.O. Box 203556
Dallas, TX 75320-3556
Remittance
Questions
Tyler Technologies -
Phone: 1-800-772-2260 Press 2
Fax: 1-866-673-3274
Email: [email protected]
No. Item/ Description/ Comments Quantity U/M Unit Price Total Cost Contract Date
30/Jun/2020 New World Single Jurisdiction Base LE Records Standard Maintenance Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 10 Renewal: 1 EA 8,039.85 8,039.85
30/Jun/2020 New World Federal and State Compliance Reporting for LE Records Standard Maintenance - Federal UCR/IBR Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 11 Renewal: 1 EA 4,019.93 4,019.93
30/Jun/2020 Additional New World Software for LE Records Standard Maintenance - Field Investigations Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 12 Renewal: 1 EA 4,019.93 4,019.93
30/Jun/2020 Additional New World Software for LE Records Standard Maintenance - Case Management Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 13 Renewal: 1 EA 5,627.88 5,627.88
30/Jun/2020 Additional New World Software for LE Records Standard Maintenance - Alarm Tracking and Billing Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 14 Renewal: 1 EA 4,019.93 4,019.93
30/Jun/2020 Additional New World Software for LE Records Standard Maintenance - Property Room Bar Coding Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 15 Renewal: 1 EA 5,627.88 5,627.88
30/Jun/2020 Additional New World Software for LE Records Standard Maintenance - Narcotics Mgmt Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 16 Renewal: 1 EA 8,039.85 8,039.85
30/Jun/2020 New World Data Analysis and Mapping for Corrections MSP Standard Maintenance Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 17 Renewal: 1 EA 8,039.85 8,039.85
30/Jun/2020 New World Federal and State Compliance Reporting for LE Records Standard Maintenance - State Accidents Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 18 Renewal: 1 EA 16,980.14 16,980.14
30/Jun/2020 New World Fire Records Standard Maintenance Base Package Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 19 Renewal: 1 EA 21,975.57 21,975.57
30/Jun/2020 New World MSP Third Party CAD Interface Standard Maintenance -New World State/NCIC Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months :

Packet Page. 602
Page
3 of 6
Company Date

PROFORMA
42764 04/17/2026

THIS IS NOT AN INVOICE
Order No.
130
Tyler Technologies, Inc.
(FEIN 75-2303920)
P.O. Box 203556
Dallas, TX 75320-3556
Remittance
Questions
Tyler Technologies -
Phone: 1-800-772-2260 Press 2
Fax: 1-866-673-3274
Email: [email protected]
No. Item/ Description/ Comments Quantity U/M Unit Price Total Cost Contract Date
20 Renewal: 1 EA 321.58 321.58
30/Jun/2020 New World Third Party Corrections Interface Standard Maintenance - VINE Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 21 Renewal: 156 EA 26.81 4,181.81
30/Jun/2020 New World Law Enforcement Mobile Unit Standard Maintenance - Mobile Message - State Photo Download Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 22 Renewal: 156 EA 107.19 16,722.34
30/Jun/2020 New World Law Enforcement Mobile Unit Standard Maintenance - Mobile Message - LE State/NCIC via Switch Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 23 Renewal: 176 EA 107.19 18,866.23
30/Jun/2020 New World Mobile Management Server Standard Maintenance (151-200 units) - LE Field Reporting Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 24 Renewal: 156 EA 40.19 6,270.26
30/Jun/2020 New World Law Enforcement Mobile Unit Standard Maintenance - Mobile Message - In-Car Mapping Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 25 Renewal: 1 EA 0.00 0.00
30/Jun/2020 New World Standard Maintenance - Scene PD
Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 26 Renewal: 1 EA 4,823.91 4,823.91
30/Jun/2020 New World Communications Server to State/NCIC Standard Maintenance Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 27 Renewal: 176 EA 80.41 14,151.98
30/Jun/2020 New World Law Enforcement Mobile Unit Standard Maintenance - Field-Based Reporting - LE Accident Field Reporting Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 28 Renewal: 156 EA 40.19 6,270.26
30/Jun/2020 ArcGIS Runtime Mobile In-Car
Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 29 Renewal: 191 EA 20.10 3,838.53
30/Jun/2020 New World Law Enforcement Mobile Unit Standard Maintenance - Mobile Message - New World AVL Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 30 Renewal: 1 EA 4,823.91 4,823.91
30/Jun/2020 New World Third Party LE Records Interface Standard Maintenance - Livescan Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months Packet Page. 603
Page
4 of 6
Company Date

PROFORMA
42764 04/17/2026

THIS IS NOT AN INVOICE
Order No.
130
Tyler Technologies, Inc.
(FEIN 75-2303920)
P.O. Box 203556
Dallas, TX 75320-3556
Remittance
Questions
Tyler Technologies -
Phone: 1-800-772-2260 Press 2
Fax: 1-866-673-3274
Email: [email protected]
No. Item/ Description/ Comments Quantity U/M Unit Price Total Cost Contract Date
31 Renewal: 1 EA 803.99 803.99
30/Jun/2020 New World Imaging Standard Maintenance - LE Public Safety Lineups/Mug Shots Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 32 Renewal: 1 EA 23,701.47 23,701.47
30/Jun/2020 New World Corrections Management Standard Maintenance Base Package Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 33 Renewal: 1 EA 3,081.94 3,081.94
30/Jun/2020 New World Third Party LE Records Interface Standard Maintenance - Citizen Reporting Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 34 Renewal: 1 EA 4,555.92 4,555.92
30/Jun/2020 Additional New World Standard Maintenance for Corrections Management - BarCoding Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 35 Renewal: 200 EA 80.41 16,081.80
30/Jun/2020 New World Field Reporting Server Standard Maintenance Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 36 Renewal: 1 EA 9,111.82 9,111.82
30/Jun/2020 New World Corrections Compliance Federal & State Reporting MSP Standard Maintenance Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 37 Renewal: 1 EA 29,479.43 29,479.43
30/Jun/2020 New World Mobile Messaging Server Standard Maintenance Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 38 Renewal: 1 EA 7,905.85 7,905.85
30/Jun/2020 ArcGIS Advanced Enterprise Server Integration Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 39 Renewal: 1 EA 3,081.94 3,081.94
30/Jun/2020 New World Third Party LE Records Interface Standard Maintenance - LINX Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 40 Renewal: 156 EA 26.81 4,181.81
30/Jun/2020 New World Law Enforcement Mobile Unit Standard Maintenance - Mobile Message - In-Car Routing Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 41 Renewal: 156 EA 26.81 4,181.81
30/Jun/2020 New World Law Enforcement Mobile Unit Standard Maintenance - Mobile Message - Mugshot Image Download Packet Page. 604
Page
5 of 6
Company Date

PROFORMA
42764 04/17/2026

THIS IS NOT AN INVOICE
Order No.
130
Tyler Technologies, Inc.
(FEIN 75-2303920)
P.O. Box 203556
Dallas, TX 75320-3556
Remittance
Questions
Tyler Technologies -
Phone: 1-800-772-2260 Press 2
Fax: 1-866-673-3274
Email: [email protected]
No. Item/ Description/ Comments Quantity U/M Unit Price Total Cost Contract Date
Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 42 Renewal: 1 EA 4,823.91 4,823.91
30/Jun/2020 New World Enterprise Third Party Interface Standard Maintenance - E-911 Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 43 Renewal: 33 EA 1,270.54 41,927.89
30/Jun/2020 New World Enterprise Combined LE/Fire/EMS CAD Standard Maintenance Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 44 Renewal: 1 EA 4,823.91 4,823.91
30/Jun/2020 New World Enterprise Third Party Interface Standard Maintenance - CAD Paging Interface Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 45 Renewal: 1 EA 0.00 0.00
29/Jan/2021 Field Interview Interface (Supports Brazos) Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 46 Renewal: 1 EA 1,350.14 1,350.14
30/Jun/2020 Server Hosting
Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 47 Renewal: 9 EA 246.63 2,219.71
30/Jun/2020 Brazos eCitation Maintenance - Brazos Rapid Extension Framework - MDC or TABLET Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months :
48 Renewal: 9 EA 116.06 1,044.51
30/Jun/2020 Brazos Interface Annual Maintenance - State Compliant Crash Report Software with Drawing Tool Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 49 Renewal: 1 EA 838.19 838.19
30/Jun/2020 Brazos Software Maintenance - Task : Field Interview Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months 50 Renewal: 1 EA 294.01 294.01
13/May/2019 Server Hosting
Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months :
51 Renewal: 4 EA 212.84 851.34
13/Oct/2020 eCitation - Brazos Rapid extension Framework - MDC or TABLET Cycle Start: 07/01/2026, End: 06/30/2027; Term: 12 months :

Packet Page. 605
Page
6 of 6
Company Date

PROFORMA
42764 04/17/2026

Sales Quotation For:

SAN BERNARDINO, CA CITY OF
710 N D ST
SAN BERNARDINO CA 92401-1112
Phone: +1 (909) 384-5742
Services
Description Quantity Unit Price Discount Total
Enterprise Public Safety
Server Migration Services 1 $ 44,650 $ 0 $ 44,650
TOTAL $ 44,650
Summary One Time Fees Recurring Fees
Total Tyler Software $ 0 $ 0
Packet Page. 608
2025-582922-Y0M1W6 CONFIDENTIAL Page 2
Total Annual $ 0 $ 0
Total Tyler Services $ 44,650 $ 0
Total Third-Party Hardware, Software, Services $ 0 $ 0
Summary Total $ 44,650 $ 0
Unless otherwise indicated in the contract or amendment thereto, pricing for optional items will be held For six (6) months from the Quote date or the Effective Date of the Contract, whichever is later.

Customer Approval: Date:

Print Name: P.O.#:

The Software, Maintenance, Services and Third-Party Products, as applicable, that are itemized above, are hereby added to your existing agreement with Tyler. Fees for Software, if applicable, will be invoiced to you in full upon receipt of your signed quote. Unless otherwise stated in the Assumptions, associated maintenance and support fees shall be invoiced on a prorated basis through the end of your current term, and thereafter in a lump sum amount together with your then-current maintenance and support fees for previously licensed software. Fees for Services, Third-Party Products and/or travel, as applicable, will be invoiced as rendered or delivered. The terms and conditions of your agreement will otherwise control.

Annual / SaaS fees, including Third-Party Hosting, as applicable, shall be invoiced on the Effective Date, prorated for the time period commencing on such date and ending concurrently with Client's annual maintenance and support term under the Agreement. Subsequent Annual Fees will be invoiced annually in advance thereafter at our then current rates, subject to controlling payment terms, if any, under the existing agreement.

Assumptions
For additional information, please visit https://empower.tylertech.com/enterprise-public-safety-specifications.html Packet Page. 609
2025-582922-Y0M1W6 CONFIDENTIAL Page 3
Packet Page. 610
Packet Page. 611
Packet Page. 612
Account No: 442045878-00002
Statement Date: Jun 25 2026
Voice and Data
Cost Center Monthly Access Charges Usage Charges Equipment Charges Surcharges and Other Charges and Credits Taxes Governmental Surcharges and Fees Third Party Charges (Includes Tax) Total Charges Account Charges $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61 No Cost Center ($8.77) $0.00 $0.00 $0.16 $0.02 $0.00 ($8.59) No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $8.38 $0.00 $0.00 $2.02 $0.23 $0.00 $10.63 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $8.38 $0.00 $0.00 $2.02 $0.23 $0.00 $10.63 No Cost Center $26.76 $0.00 $0.00 $4.01 $0.46 $0.00 $31.23 No Cost Center $16.96 $0.00 $0.00 $2.95 $0.34 $0.00 $20.25 No Cost Center ($0.20) $0.00 $0.00 $1.09 $0.12 $0.00 $1.01 No Cost Center $18.19 $0.00 $0.00 $3.08 $0.35 $0.00 $21.62 No Cost Center $2.25 $0.00 $0.00 $1.35 $0.15 $0.00 $3.75 No Cost Center $10.83 $0.00 $0.00 $2.28 $0.26 $0.00 $13.37 No Cost Center $9.61 $0.00 $0.00 $2.15 $0.25 $0.00 $12.01 No Cost Center $26.76 $0.00 $0.00 $4.01 $0.46 $0.00 $31.23 No Cost Center $26.76 $0.00 $0.00 $4.01 $0.46 $0.00 $31.23 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $18.19 $0.00 $0.00 $3.08 $0.35 $0.00 $21.62 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center ($8.77) $0.00 $0.00 $0.16 $0.02 $0.00 ($8.59) No Cost Center $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61 No Cost Center $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $16.96 $0.00 $0.00 $2.95 $0.34 $0.00 $20.25 No Cost Center $16.96 $0.00 $0.00 $2.95 $0.34 $0.00 $20.25 No Cost Center $37.99 $0.02 $0.00 $4.14 $0.48 $0.00 $42.63 No Cost Center $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61 No Cost Center $8.38 $0.00 $0.00 $2.02 $0.23 $0.00 $10.63 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 No Cost Center $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61 Subtotal $945.42 $0.02 $0.00 $123.11 $14.21 $0.00 $1,082.76 PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
Packet Page. 613
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $11.03 $0.00 $0.00 $0.02 $0.00 $0.00 $11.05
PD $3.68 $0.00 $0.00 $0.02 $0.00 $0.00 $3.70
PD $20.83 $0.00 $0.00 $0.02 $0.00 $0.00 $20.85
PD $11.03 $0.00 $0.00 $0.02 $0.00 $0.00 $11.05
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $35.54 $0.00 $0.00 $0.02 $0.00 $0.00 $35.56
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $18.38 $0.00 $0.00 $0.02 $0.00 $0.00 $18.40
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $35.54 $0.00 $0.00 $0.02 $0.00 $0.00 $35.56
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $20.83 $0.00 $0.00 $0.02 $0.00 $0.00 $20.85
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $3.68 $0.00 $0.00 $0.02 $0.00 $0.00 $3.70
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $3.68 $0.00 $0.00 $0.02 $0.00 $0.00 $3.70
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
Packet Page. 614
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $12.25 $0.00 $0.00 $0.02 $0.00 $0.00 $12.27
PD $19.61 $0.00 $0.00 $0.02 $0.00 $0.00 $19.63
PD $18.38 $0.00 $0.00 $0.02 $0.00 $0.00 $18.40
PD $2.45 $0.00 $0.00 $0.02 $0.00 $0.00 $2.47
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $26.76 $0.00 $0.00 $4.01 $0.46 $0.00 $31.23
PD $16.96 $0.00 $0.00 $2.95 $0.34 $0.00 $20.25
PD ($6.32) $0.00 $0.00 $0.42 $0.05 $0.00 ($5.85)
PD $20.64 $0.00 $0.00 $3.35 $0.39 $0.00 $24.38
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $12.25 $0.00 $0.00 $0.02 $0.00 $0.00 $12.27
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $12.25 $0.00 $0.00 $0.02 $0.00 $0.00 $12.27
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $29.41 $0.00 $0.00 $0.02 $0.00 $0.00 $29.43
PD $19.61 $0.00 $0.00 $0.02 $0.00 $0.00 $19.63
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $16.96 $0.00 $0.00 $2.95 $0.34 $0.00 $20.25
PD $8.38 $0.00 $0.00 $2.02 $0.23 $0.00 $10.63
PD $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61
PD $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
Packet Page. 615
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $2.45 $0.00 $0.00 $0.02 $0.00 $0.00 $2.47
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $11.03 $0.00 $0.00 $0.02 $0.00 $0.00 $11.05
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $19.61 $0.00 $0.00 $0.02 $0.00 $0.00 $19.63
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $35.54 $0.00 $0.00 $0.02 $0.00 $0.00 $35.56
PD $11.03 $0.00 $0.00 $0.02 $0.00 $0.00 $11.05
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $20.83 $0.00 $0.00 $0.02 $0.00 $0.00 $20.85
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $37.99 $0.00 $0.00 $4.14 $0.48 $0.00 $42.61
PD $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61
PD $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61
PD $9.61 $0.00 $0.00 $2.15 $0.25 $0.00 $12.01
PD $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61
PD $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61
PD $27.99 $0.00 $0.00 $4.14 $0.48 $0.00 $32.61
Subtotal $4,212.91 $0.00 $0.00 $428.21 $49.58 $0.00 $4,690.70 PD IT $26.76 $0.00 $0.00 $4.01 $0.46 $0.00 $31.23
Subtotal $26.76 $0.00 $0.00 $4.01 $0.46 $0.00 $31.23
Total Charges $5,185.09 $0.02 $0.00 $555.33 $64.25 $0.00 $5,804.69 Packet Page. 616
Account No: 842063974-00002
Statement Date: Jun 25 2026
Voice and Data
Cost Center Monthly Access Charges Usage Charges Equipment Charges Surcharges and Other Charges and Credits Taxes Governmental Surcharges and Fees Third Party Charges (Includes Tax) Total Charges Account Charges $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 FINANCE $39.99 $0.00 $0.00 $0.47 $0.93 $0.00 $41.39
Subtotal $39.99 $0.00 $0.00 $0.47 $0.93 $0.00 $41.39
No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01 Subtotal $569.85 $0.00 $0.00 $0.30 $0.00 $0.00 $570.15
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00 $38.01
Subtotal $1,101.71 $0.00 $0.00 $0.58 $0.00 $0.00 $1,102.29 Total Charges $1,711.55 $0.00 $0.00 $1.35 $0.93 $0.00 $1,713.83 Packet Page. 617
Account No: 972124581-00002
Statement Date: Jun 25 2026
Voice and Data
Cost Center Monthly Access Charges Usage Charges Equipment Charges Surcharges and Other Charges and Credits Taxes Governmental Surcharges and Fees Third Party Charges (Includes Tax) Account Charges $0.00 $0.00 $0.00 $0.00 $0.00 $0.00
AC $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
AC $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Subtotal $75.98 $0.00 $0.00 $0.04 $0.00 $0.00
CITY MANAGER $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Subtotal $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
COMMUNITY DEVELOPMENT $0.00 $0.00 $0.00 $0.23 $0.90 $0.00 Subtotal $0.00 $0.00 $0.00 $0.23 $0.90 $0.00
COUNCIL $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
Subtotal $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
IT $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
IT $35.54 $0.00 $0.00 $0.02 $0.00 $0.00
IT $35.54 $0.00 $0.00 $0.02 $0.00 $0.00
IT $3.68 $0.00 $0.00 $0.02 $0.00 $0.00
IT $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
IT $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
IT $15.00 $0.00 $0.00 $1.87 $1.09 $0.00
IT $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
IT $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Subtotal $281.71 $0.00 $0.00 $2.48 $2.02 $0.00
MAYOR $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Subtotal $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
No Cost Center $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Subtotal $189.95 $0.00 $0.00 $0.10 $0.00 $0.00
P&R $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Subtotal $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
PARKS $47.99 $0.00 $0.00 $0.02 $0.00 $0.00
PARKS $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
PARKS $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Subtotal $123.97 $0.00 $0.00 $0.06 $0.00 $0.00
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
PD $23.40 $0.00 $0.00 $0.23 $0.90 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
Packet Page. 618
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $35.99 $0.00 $0.00 $0.21 $0.90 $0.00
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
PD $0.00 $0.00 $0.00 $0.23 $0.90 $0.00
PD $64.09 $0.00 $0.00 $0.61 $0.94 $0.00
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
PD $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PD $15.99 $0.00 $0.00 $1.90 $1.09 $0.00
Subtotal $969.26 $0.00 $0.00 $10.80 $19.61 $0.00
PD-PARKING CONTROL $39.99 $0.00 $0.00 $0.47 $0.93 $0.00 Subtotal $39.99 $0.00 $0.00 $0.47 $0.93 $0.00
PW-TRAFFIC SIGNAL $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Subtotal $37.99 $0.00 $0.00 $0.02 $0.00 $0.00
Total Charges $1,872.81 $0.00 $0.00 $14.73 $24.39 $0.00 Packet Page. 619
Total Charges
$0.00
$38.01
$38.01
$76.02
$38.01
$38.01
$1.13
$1.13
$41.39
$41.39
$38.01
$35.56
$35.56
$3.70
$38.01
$38.01
$17.96
$41.39
$38.01
$286.21
$38.01
$38.01
$38.01
$38.01
$38.01
$38.01
$38.01
$190.05
$38.01
$38.01
$48.01
$38.01
$38.01
$124.03
$38.01
$24.53
$41.39
$41.39
Packet Page. 620
$41.39
$41.39
$41.39
$41.39
$41.39
$37.10
$38.01
$38.01
$1.13
$65.64
$38.01
$41.39
$41.39
$41.39
$41.39
$41.39
$41.39
$41.39
$41.39
$38.01
$41.39
$18.98
$999.67
$41.39
$41.39
$38.01
$38.01
$1,911.93
Packet Page. 621

CONSENT CALENDAR
City of San Bernardino
Request for Council Action
Date: August 19, 2026
To: Honorable Mayor and City Council Members
From: Rolland Kornblau, Director of Information Technology Department: Information Technology
Subject: Authorize the City Manager to Execute Goods Purchase Agreement with B&H Foto and Electronics Corporation
for Audio Visual Products and Services Using Region 4
ESC Cooperative Contract No. R250402 in an Aggregate
Amount Not to Exceed $120,000 (All Wards)
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Approve and authorize the City Manager to execute a Goods Purchase Agreement and associated Exhibit documents with B&H Foto and Electronics Corporation to purchase audio visual products, equipment, related accessories, and available services utilizing OMNIA Partners Cooperative Contract No.

R250402 issued by Region 4 Education Service Center.

2. Establish a total contract compensation amount not to exceed $120,000 for a term ending September 30, 2028, with options for up to two (2) one-year extensions, subject to and contingent upon discretionary contract renewal by Region 4 Education Service Center.

City Manager's Comments
The City Manager recommends approval.

Executive Summary
The Information Technology Department is seeking City Council approval to execute a Goods Purchase Agreement with B&H Foto and Electronics Corporation to procure audiovisual products, equipment, related accessories, and available services. This agreement utilizes a competitively solicited cooperative purchasing contract issued by the Region 4 Education Service Center and administered through OMNIA Partners, allowing the City to streamline procurement and leverage institutional buying power.

The proposed agreement establishes a term concluding on September 30, 2028, with a total compensation amount not to exceed $120,000 for the full term of the contract.

Packet Page. 622
Background
On October 1, 2025, the Region 4 Education Service Center competitively awarded Contract No. R250402 to B&H Foto and Electronics Corporation for Audio Visual Products and Services under Request for Proposals (RFP) No. 25-04. The master cooperative contract allows participating public agencies to purchase audio visual commodities and support services directly from B&H at pre-negotiated, institutional pricing tiers, provided that the purchasing agency is registered with OMNIA Partners.

San Bernardino Municipal Code Section 3.04.010(D) and the City's Purchasing Policy permit the City to utilize advantageous governmental contracts and cooperative purchasing agreements, subject to the applicable approval requirements. The Region 4 ESC contract was competitively solicited through RFP No. 25-04 and awarded to B&H Foto and Electronics Corporation. The City's Purchasing Division has reviewed the proposed cooperative purchase and determined that use of Contract No. R250402 is appropriate for the City's anticipated audio visual purchases.

Discussion
Approval of this item allows the City to formally execute the Goods Purchase Agreement with B&H Foto and Electronics Corporation through the OMNIA Partners cooperative framework. Utilizing the Region 4 ESC cooperative contract through OMNIA Partners will provide the City with an estimated average savings of 12.5 percent compared to standard retail pricing for audiovisual equipment and related products. This estimated average savings rate of 12.5 percent was calculated at the midpoint of the contract's standard discount structure, which ranges from 0.5 percent to 25 percent off MSRP across various product categories, evaluated against historical departmental purchasing patterns for comparable items.

Under the established pricing index, B&H provides OMNIA Partners with a contract discount range of 0.5% to 25% off standard retail pricing, which varies by brand and product category. For major equipment acquisitions or quotes exceeding $5,000, the B&H pricing team will perform a secondary manual review to verify and apply the deepest possible discount tier. Per contract specifications, manufacturer-unilateral pricing items will remain at the manufacturer's baseline, and a 0% discount structure will remain in effect for pre-bundled kits. This agreement will be used solely by the government for municipal audiovisual upgrades, facility modernization, and day-to-day departmental operations.

Purchases under this agreement will primarily include replacement high-definition displays, conference room audio/video conferencing hubs, digital signal processors, updated wireless microphone systems, and streaming/recording hardware for public meeting spaces and departmental facility upgrades. This equipment is necessary to replace aging, end-of-life AV infrastructure, maintain clear public communication during public meetings, and ensure secure, high-quality hybrid meeting capabilities across City facilities.

Packet Page. 623
2021-2025 Strategic Targets and Goals
The request to utilize this cooperative agreement aligns with Goal No. 1: Improved Operational and Financial Capacity. Leveraging pre-negotiated public agency pricing through OMNIA Partners maximizes available capital funding, ensures administrative efficiency, and guarantees organizational cost-effectiveness across all municipal audio-visual upgrades.

Fiscal Impact
There will be sufficient funding within the department's operational costs, as these procurement needs are already accounted for in the existing IT operational budget.

Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Approve and authorize the City Manager to execute a Goods Purchase Agreement and associated Exhibit documents with B&H Foto and Electronics Corporation to purchase audiovisual products, equipment, related accessories, and available services utilizing OMNIA Partners Cooperative Contract No.

R250402 issued by Region 4 Education Service Center.

Attachments
Attachment 1 - Goods Purchase Agreement - B&H Corporation 2026 Attachment 2 - Region 4 ESC Contract No. R250402 Master Document Ward:

All Wards
Synopsis of Previous Council Actions:

N/A
CC
Eric Levitt, City Manager
Packet Page. 624
1 GOODS PURCHASE AGREEMENT

BETWEEN

THE CITY OF SAN BERNARDINO
AND

B&H FOTO AND ELECTRONICS CORPORATION
This Goods Purchase Agreement (“Agreement”) is entered into this 19th day of August, 2026, by and between the City of San Bernardino, a charter city and municipal corporation organized under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, California 92401, County of San Bernardino, State of California (“City”), and B&H Foto and Electronics Corporation, a corporation with its principal place of business at 420 9th Avenue, New York, NY 10001 (“Supplier”). City and Supplier are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

RECITALS
A. Region 4 Education Service Center issued Request for Proposals No. 25-04 for Audio Visual Products and Services, resulting in Contract No. R250402 with B&H Foto and Electronics Corp., effective October 1, 2025.

B. The Region 4 ESC contract provides that public agencies may purchase products and services at the prices indicated in the contract upon registration with OMNIA Partners.

C. Pursuant to Public Contract Code section 10298(a) and the City’s Purchasing Policy, adopted by Resolution No. 2023-020, the City is authorized to make cooperative purchases through another public agency’s competitively awarded contract when doing so is in the City’s best interest.

D. The City desires to purchase audio visual products, equipment, related accessories, and available services from Supplier through the Region 4 ESC Contract No. R250402, subject to the terms of this Agreement.

AGREEMENT
Section 1. DEFINITIONS.

A. “Goods” means all machinery, equipment, supplies, items, parts, materials, labor or other services, including design, engineering and installation services, provided by Supplier as specified in Exhibit “A,” attached hereto and incorporated herein by reference.

B. “Delivery Date(s)” means that date or dates upon which the Goods is to be delivered to City, ready for approval, testing and/or use as specified in Exhibit “B.” Packet Page. 625
2 Section 2. MATERIALS AND WORKMANSHIP.

When Exhibit “A” specifies machinery, equipment or material by manufacturer, model or trade name, no substitution will be made without City’s written approval.

Machinery, equipment or material installed in the Goods without the approval required by this Section 2 will be deemed to be defective material for purposes of Section 4. Where machinery, equipment or materials are referred to in Exhibit “A” as equal to any particular standard, City will decide the question of equality. When requested by City, Supplier will furnish City with the name of the manufacturer, the performance capabilities and other pertinent information necessary to properly determine the quality and suitability of any machines, equipment and material to be incorporated in the Goods. Material samples will be submitted at City’s request.

Section 3. INSPECTIONS AND TESTS.

City shall have the right to inspect and/or test the Goods prior to acceptance. If upon inspection or testing the Goods or any portion thereof are found to be nonconforming, unsatisfactory, defective, of inferior quality or workmanship, or fail to meet any requirements or specifications contained in Exhibit “A,” then without prejudice to any other rights or remedies, City may reject the Goods or exercise any of its rights under Error! Reference source not found.. The inspection, failure to make inspection, acceptance of goods, or payment for goods shall not impair City’s right to reject nonconforming goods, irrespective of City’s failure to notify Supplier of a rejection of nonconforming goods or revocation of acceptance thereof or to specify with particularity any defect in nonconforming goods after rejection or acceptance thereof.

Section 4. WARRANTY.

All products sold under this Agreement come with the manufactures warranty only.

No other warranties, including the implied warranties of fitness for a particular purpose or merchantability are provided.

Section 5. PRICES.

Unless expressly provided otherwise, all prices and fees specified in Exhibit “C,” attached hereto and incorporated herein by reference, are firm and shall not be subject to change without the written approval of City. No extra charges of any kind will be allowed unless specifically agreed to in writing by City’s authorized representative. The total price shall include (i) all federal, state and local sales, use, excise, privilege, payroll, occupational and other taxes applicable to the Goods furnished to City hereunder; and (ii) all charges for packing, freight and transportation to destination.

Section 6. CHANGES.

City, at any time, by a written order, and without notice to any surety, may make changes in the Goods, including but not limited to, City’s requirements and specifications.

If such changes affect the cost of the Goods or time required for its performance, an Packet Page. 626
3 equitable adjustment will be made in the price or time for performance or both. Any change in the price necessitated by such change will be agreed upon between City and Supplier and such change will be authorized by a change order document signed by City and accepted by Supplier.

Section 7. PAYMENTS.

A. Terms of payment, are net thirty (30) days, less any applicable retention, after receipt of invoice, or completion of applicable Progress Milestones. Final payment shall be made by City after Supplier has satisfied all contractual requirements. Payment of invoices shall not constitute acceptance of Goods.

B. If Progress Milestones have been specified in Exhibit “B,” then payments for the Goods will be made as the requirements of such Progress Milestones are met.

Progress payments for the Goods will be made by City upon proper application by Supplier during the progress of the Goods and according to the terms of payment as specified in Exhibit “B.” Supplier’s progress billing invoice will include progress payments due for the original scope of work and changes. Each “Item for Payment” shown in Exhibit “B” and each change order will be itemized on the invoice. Invoices for cost plus work, whether part of Exhibit “B” or a change order, must have subcontractor and/or supplier invoices attached to Supplier’s invoice. Other format and support documents for invoices will be determined by City in advance of the first invoice cycle.

C. Payments otherwise due may be withheld by City on account of defective Goods not remedied, liens or other claims filed, reasonable evidence indicating probable filing of liens or other claims, failure of Supplier to make payments properly to its subcontractors or for material or labor, the failure of Supplier to perform any of its other obligations under the Agreement, or to protect City against any liability arising out of Supplier’s failure to pay or discharge taxes or other obligations. If the causes for which payment is withheld are removed, the withheld payments will be made promptly. If the said causes are not removed within a reasonable period after written notice, City may remove them at Supplier’s expense.

D. Payment of the final Progress Milestone payment or any retention will be made by City upon:

1. Submission of an invoice for satisfactory completion of the requirements of a Progress Milestone as defined in Exhibit “B” and in the amount associated with the Progress Milestone;

2. Written acceptance of the Goods by City;

3. Delivery of all drawings and specifications, if required by City;

4. Delivery of executed full releases of any and all liens arising out of this Agreement; and
Packet Page. 627
4 5. Delivery of an affidavit listing all persons who might otherwise be entitled to file, claim, or maintain a lien of any kind or character, and containing an averment that all of the said persons have been paid in full.

If any person refuses to furnish an actual release or receipt in full, Supplier may furnish a bond satisfactory to City to indemnify City against any claim or lien at no cost to City.

E. Acceptance by Supplier of payment of the final Progress Milestone payment pursuant to Section 7.D will constitute a waiver, release and discharge of any and all claims and demands of any kind or character which Supplier then has, or can subsequently acquire against City, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. However, payment for the final Progress Milestone by City will not constitute a waiver, release or discharge of any claims or demands which City then has, or can subsequently acquire, against Supplier, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement.

Section 8. SCHEDULE FOR DELIVERY.

A. The time of Supplier’s performance is of the essence for this Agreement.

The Goods will be delivered in accordance with the schedule set forth in Exhibit “B.” Supplier must immediately notify City in writing any time delivery is behind schedule or may not be completed on schedule. In addition to any other rights City may have under this Agreement or at law, Supplier shall pay City the sum of $0.00 per item of Goods for each calendar day for which the item of Goods is unavailable beyond the scheduled delivery date(s) specified in Exhibit “B.”
B. In the event that the Goods are part of a larger project or projects that require the coordination of multiple contractors or suppliers, then Supplier will fully cooperate in scheduling the delivery so that City can maximize the efficient completion of such project(s).

Section 9. TAXES.

A. Supplier agrees to timely pay all sales and use tax (including any value added or gross receipts tax imposed similar to a sales and use tax) imposed by any federal, state or local taxing authority on the ultimate purchase price of the Goods provided under this Agreement.

B. Supplier will withhold, and require its subcontractors, where applicable, to withhold all required taxes and contributions of any federal, state or local taxing authority which is measured by wages, salaries or other remuneration of its employees or the employees of its subcontractors. Supplier will deposit, or cause to be deposited, in a timely manner with the appropriate taxing authorities all amounts required to be withheld.

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5 C. All other taxes, however denominated or measured, imposed upon the price of the Goods provided hereunder, will be the responsibility of Supplier. In addition, all taxes assessed by any taxing jurisdiction based on Supplier property used or consumed in the provision of the Goods, such as and including ad valorem, use, personal property and inventory taxes, will be the responsibility of Supplier.

D. Supplier will, upon written request, submit to City written evidence of any filings or payments of all taxes required to be paid by Supplier hereunder.

Section 10. INDEPENDENT CONTRACTOR.

Supplier enters into this Agreement as an independent contractor and not as an employee of City. Supplier shall have no power or authority by this Agreement to bind City in any respect. Nothing in this Agreement shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Supplier are employees, agents, contractors or subcontractors of the Supplier and not of City. City shall not be obligated in any way to pay any wage claims or other claims made against Supplier by any such employees, agents, contractors or subcontractors or any other person resulting from performance of this Agreement.

Section 11. SUBCONTRACTS.

Unless otherwise specified, Supplier must obtain City’s written permission before subcontracting any portion of the Goods. Except for the insurance requirements in Section 13.A, all subcontracts and orders for the purchase or rental of supplies, materials or equipment, or any other part of the Goods, will require that the subcontractor be bound by and subject to all of the terms and conditions of the Agreement. No subcontract or order will relieve Supplier from its obligations to City, including, but not limited to Supplier’s insurance and indemnification obligations. No subcontract or order will bind City.

Section 12. TITLE AND RISK OF LOSS.

Unless otherwise agreed, City will have title to, and risk of loss of, all completed and partially completed portions of the Goods upon delivery, as well as materials delivered to and stored on City property which are intended to become a part of the Goods. However, Supplier will be liable for any loss or damage to the Goods and/or the materials caused by Supplier or its subcontractors, their agents or employees, and Supplier will replace or repair said Goods or materials at its own cost to the complete satisfaction of City. Notwithstanding the foregoing, in the event that the City has paid Supplier for all or a portion of the Goods which remains in the possession of Supplier, then City shall have title to, and the right to take possession of, such Goods at any time following payment therefor. Risk of loss for any Goods which remains in the possession of Supplier shall remain with Supplier until such Goods has been delivered or City has taken possession thereof. Supplier will have risk of loss or damage to Supplier’s property used in the construction of the Goods but which does not become a part of the Goods.

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6 Section 13. INDEMNIFICATION.

A. Supplier shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence or willful misconduct of Supplier, its officials, officers, employees, agents, subcontractors and subconsultants arising out of or in connection with the Goods or the performance of this Agreement, including without limitation the payment of all consequential damages and attorneys’ fees and other related costs and expenses except such loss or damage which was caused by the sole negligence or willful misconduct of the City.

B. Supplier’s defense obligation for any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers shall be at Supplier’s own cost, expense, and risk. Supplier shall pay and satisfy any judgment, award, or decree that may be rendered against City or its officials, officers, employees, agents, or volunteers, in any such suit, action, or other legal proceeding. Supplier shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided.

C. Supplier’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials, officers, employees, agents or volunteers.

Section 14. INSURANCE.

A. General. Supplier shall take out and maintain:

1. Commercial General Liability Insurance, of at least two million dollars ($2,000,000 per occurrence) and the general aggregate not less than four million dollars ($4,000,000) for bodily injury, personal injury and property damage, at least as broad as Insurance Services Office Commercial General Liability most recent Occurrence Form CG 00 01;

2. Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, of at least one million dollars ($1,000,000) per accident for bodily injury and property damage, at least as broad as most recent Insurance Services Office Form Number CA 00 01 covering automobile liability, Code 1 (any auto);

3. Workers’ Compensation in compliance with applicable statutory requirements and Employer's Liability Coverage of at least $1,000,000 per occurrence; and
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7 4. Pollution Liability Insurance of at least one million dollars ($1,000,000) per occurrence and $2,000,000 aggregate shall be provided by the Supplier if transporting hazardous materials.

5. If Supplier is also the manufacturer of any equipment included in the Goods, Supplier shall carry Product Liability and/or Errors and Omissions Insurance which covers said equipment with limits of not less than one million dollars ($1,000,000).

6. Privacy/Network Security (Cyber Liability), of at least one million dollars ($1,000,000) per occurrence and aggregate for: (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and (4) the introduction, implantation or spread of malicious software code, in a form and with insurance companies acceptable to the City.

B. Additional Insured; Primary; Waiver of Subrogation; No Limitation on Coverage. The policies required under this Section shall give City, its officials, officers, employees, agents or volunteers additional insured status. Such policies shall contain a provision stating that Supplier’s policy is primary insurance and that any insurance, selfinsurance or other coverage maintained by the City or any additional insureds shall not be called upon to contribute to any loss, and shall contain or be endorsed with a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers. 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.

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.

C. Insurance Carrier. All insurance required under this Section is to be placed with insurers with a current A.M. Best’s rating no less than A :VIII, licensed to do business in California, and satisfactory to the City.

D. Evidence of Insurance. Supplier shall furnish City with original certificates of insurance and endorsements effecting coverage required by the Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before delivery commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

E. Subcontractors. All subcontractors shall meet the requirements of this Section before commencing work. In addition, Supplier shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

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8 F. Freight. Supplier shall ensure that third party shippers contracted by Supplier have adequate insurance coverage for the shipped Goods.

Section 15. LIENS.

A. Supplier, subcontractors and suppliers will not make, file or maintain a mechanic’s or other lien or claim of any kind or character against the Goods, for or on account of any labor, materials, fixtures, tools, machinery, equipment, or any other things furnished, or any other work done or performance given under, arising out of, or in any manner connected with the Agreement (such liens or claims referred to as “Claims”); and Supplier, subcontractor and suppliers expressly waive and relinquish any and all rights which they now have, or may subsequently acquire, to file or maintain any Claim and Supplier, subcontractor and suppliers agree that this provision waiving the right of Claims will be an independent covenant.

B. Supplier will save and hold City harmless from and against any and all Claims that may be filed by a subcontractor, supplier or any other person or entity and Supplier will, at its own expense, defend any and all actions based upon such Claims and will pay all charges of attorneys and all costs and other expenses arising from such Claims.

Section 16. TERMINATION OF AGREEMENT BY CITY.

A. Should Supplier at any time refuse or fail to deliver the Goods with promptness and diligence, or to perform any of its other obligations under the Agreement, City may terminate Supplier’s right to proceed with the delivery of the Goods by written notice to Supplier. In such event City may obtain the Goods by whatever method it may deem expedient, including the hiring of another contractor or other contractors and, for that purpose, may take possession of all materials, machinery, equipment, tools and appliances and exercise all rights, options and privileges of Supplier. In such case Supplier will not be entitled to receive any further payments until the Goods are delivered.

If City’s cost of obtaining the Goods, including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Agreement, Supplier will be liable for and will pay the difference to City.

B. City may, for its own convenience, terminate Supplier’s right to proceed with the delivery of any portion or all of the Goods by written notice to Supplier. Such termination will be effective in the manner specified in such notice, will be without prejudice to any claims which City may have against Supplier, and will not affect the obligations and duties of Supplier under the Agreement with respect to portions of the Goods not terminated.

C. On receipt of notice under Section 16.B, Supplier will, with respect to the portion of the Goods terminated, unless the notice states otherwise,

1. Immediately discontinue such portion of the Goods and the placing of orders for materials, facilities, and supplies in connection with the Goods, Packet Page. 632
9 2. Unless otherwise directed by City, make every reasonable effort to procure cancellation of all existing orders or contracts upon terms satisfactory to City; and

3. Deliver only such portions of the Goods which City deems necessary to preserve and protect those portions of the Goods already in progress and to protect material, plant, and equipment at the Goods site or in transit to the Goods site.

D. Upon termination pursuant to Section 16.B, Supplier will be paid a pro rata portion of the compensation in the Agreement for any portion of the terminated Goods already delivered, including material and services for which it has made firm contracts which are not canceled, it being understood that City will be entitled to such material and services. Upon determination of the amount of said pro rata compensation, City will promptly pay such amount to Supplier upon delivery by Supplier of the releases of liens and affidavit, pursuant to Section 7.C.

Section 17. FORCE MAJEURE
A. Supplier shall not be held responsible for failure or delay in shipping nor City for failure or delay in accepting goods described herein if such failure or delay is due to a Force Majeure Event.

B. A Force Majeure Event shall mean an event that materially affects a Party’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 work); (4) pandemics, epidemics or quarantine restrictions; and (5) strikes and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of Supplier and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of replacement workers. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority.

C. In the event of any such excused interference with shipments, City shall have the option either to reduce the quantity provided for in the order accordingly or to exercise its right of cancellation as set forth in this Agreement.

Section 18. MISCELLANEOUS PROVISIONS.

A. Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address or at such other address as the respective parties may provide in writing for this purpose:

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10 CITY:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: Klyde Lyon, IEMG Broadcast
Engineering Coordinator
With Copy To:

City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: City Attorney
SUPPLIER:

B&H Foto and Electronics Corporation
420 9th Avenue
New York, NY 10001
Attn: Chaim Cohen
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

B. Assignment or Transfer. Supplier shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of the City, which will not be unreasonably withheld. Provided, however, that claims for money due or to become due Supplier from the City under this Agreement may be assigned to a financial institution or to a trustee in bankruptcy, without such approval.

Notice of any assignment or transfer, whether voluntary or involuntary, shall be furnished promptly to the City.

C. Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties.

D. Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

E. Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.

F. Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County.

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11 G. Attorneys’ Fees and Costs. If any action in law or equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, each Party shall pay its own attorneys’ fees.

H. Interpretation. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party.

I. No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

J. Authority to Enter Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement and bind each respective Party.

K. Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

L. Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

M. City’s Right to Employ Other Suppliers. City reserves its right to employ other contractors in connection with the Goods.

N. Entire Agreement. This Agreement, including exhibits, constitutes the entire agreement between the Parties relative to the Goods specified herein. There are no understandings, agreements, conditions, representations, warranties or promises with respect to this Agreement, except those contained in or referred to in the writing.

O. 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.
[SIGNATURES ON FOLLOWING PAGE]
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12 SIGNATURE PAGE TO GOODS PURCHASE AGREEMENT

BETWEEN

THE CITY OF SAN BERNARDINO
AND

B&H FOTO AND ELECTRONICS CORPORATION
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first above written.

CITY OF SAN BERNARDINO
APPROVED BY:

Eric Levitt
City Manager
ATTESTED BY:

Telicia Lopez, CMC
City Clerk
APPROVED AS TO FORM:

Best Best & Krieger LLP
City Attorney

B&H FOTO AND ELECTRONICS

CORPORATION
Signature
Name
Title
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13 EXHIBIT A

GOODS SPECIFICATIONS
Supplier shall provide audio visual products, equipment, accessories, related supplies, and available services in accordance with the Region 4 Education Service Center Contract No. R250402 with B&H Foto and Electronics Corp. for Audio Visual Products and Services.

All purchases shall be subject to City approval, available cooperative contract pricing, and issuance of a City purchase order.

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14 EXHIBIT B

DELIVERY SCHEDULE
N/A. Delivery shall be in accordance with the applicable City purchase order, order directions, and the Region 4 Education Service Center Contract No. R250402.

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15 EXHIBIT C

TERM AND FEE SCHEDULE
Term: The term of this Agreement shall commence on August 31, 2026 and shall continue through September 30, 2028, with up to two (2) automatic one-year extensions, subject to renewal of Region 4 Education Service Center Contract No. R250402, unless earlier terminated by the City in accordance with Section 16 herein.

Fee Schedule: Pricing shall be in accordance with Region 4 Education Service Center Contract No. R250402 with B&H Foto and Electronics Corp. for Audio Visual Products and Services.

The total compensation under this Agreement shall not exceed $120,000 during the term of the Agreement, unless amended in writing and approved by the City.

The applicable B&H/OMNIA Partners pricing page is attached on the following page.

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16 Packet Page. 640
Region 4 Education Service Center
Contract # R250402
for
Audio Visual Products and Services
with
B&H foto and Electronics Corp.

Effective: October 1, 2025
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The following documents comprise the executed contract between the Region 4 Education Service Center and B&H foto Corp, effective October 1, 2025:

I. Vendor Contract and Signature Form
II. Executed Offer and Signature Form
III. Supplier’s Response to the RFP, incorporated by reference Packet Page. 642

APPENDIX A

CONTRACT
This Contract (“Contract”) is made as of October 1, 2025, by and between B&H foto and Electronics Corp. (“Contractor”) and Region 4 Education Service Center (“Region 4 ESC”) for the purchase of Audio Visual Solutions and Services (“the products and services”).

RECITALS
WHEREAS, Region 4 ESC issued Request for Proposals Number 25-04 for (“RFP”), to which Contractor provided a response (“Proposal”); and
WHEREAS, Region 4 ESC selected Contractor’s Proposal and wishes to engage Contractor in providing the services/materials described in the RFP and Proposal; WHEREAS, both parties agree and understand the following pages will constitute the Contract between the Contractor and Region 4 ESC, having its principal place of business at 7145 West Tidwell Road, Houston, TX 77092.

WHEREAS, Contractor included, in writing, any required exceptions or deviations from these terms, conditions, and specifications; and it is further understood that, if agreed to by Region 4 ESC, said exceptions or deviations are incorporated into the Contract.

WHEREAS, this Contract consists of the provisions set forth below, including provisions of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those contained in any attachment, the provisions set forth below shall control.

WHEREAS, the Contract will provide that any state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”) may purchase products and services at prices indicated in the Contract upon the Public Agency’s registration with OMNIA Partners. 1) Term of agreement. The initial term of the Contract is for a period of three (3) years unless terminated, canceled, or extended as otherwise provided herein. Region 4 ESC shall have the right in its sole discretion to renew the Contract for additional terms up to two (2) years after the end of the initial term or for a lesser period of time as determined by Region 4 ESC by providing written notice to the Contractor of Region 4 ESC’s intent to renew thirty (30) days prior to the expiration of the original term. Contractor acknowledges and understands Region 4 ESC is under no obligation whatsoever to extend the term of this Contract. In the event the proposal term, including renewals, ends before another proposal is executed, proposal prices and discounts may be extended on a month-to-month basis by mutual consent. Extensions are limited to the lesser of: a) six (6) additional monthly terms, or b) the time which is required to complete a new solicitation for the goods and services provided for in this solicitation.

Notwithstanding the foregoing paragraph, the term of the Contract, including any extension of the original term, shall be further extended until the expiration of any Purchase Order issued within the Contract term for a period of up to one year beyond the Contract term.

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2) Scope: Contractor shall perform all duties, responsibilities and obligations, set forth in this agreement, and described in the RFP, incorporated herein by reference as though fully set forth herein.
3) Form of Contract. The form of Contract shall consist of this Contract, any Purchase Order (or other similar document agreed to in writing by Region 4), Region 4’s Standard Terms and Conditions for Procurement Solicitations, the RFP and any Addenda, Region 4’s Electronic Bid Certifications, the Offeror’s Best and Final Offer(s), as accepted by Region 4, and the Offeror’s Proposal, as accepted by Region 4, each instrument incorporated herein by reference.
4) Order of Precedence. In the event of a conflict in the provisions of the Contract as accepted by Region 4 ESC, the following order of precedence shall prevail:
i. This Contract,
ii. Any Purchase Order (or other such similar document agreed to in writing by Region 4), iii. Region 4’s Standard Terms and Conditions for Procurement Solicitations, iv. RFP and any Addenda,
v. Region 4’s Electronic Bid Certifications,
vi. Offeror’s Best and Final Offer, as accepted by Region 4, and vii. Offeror’s proposal, as accepted by Region 4.
5) Commencement of Work. The Contractor is cautioned not to commence any billable work or provide any material or service under this Contract until Contractor receives a purchase order for such work or is otherwise directed to do so in writing by Region 4 ESC. 6) Entire Agreement (Parol evidence). The Contract, as specified above, represents the final written expression of agreement. All agreements are contained herein and no other agreements or representations that materially alter it are acceptable. 7) Assignment of Contract. No assignment of Contract may be made without the prior written approval of Region 4 ESC. Contractor is required to notify Region 4 ESC when any material change in operations is made (i.e., bankruptcy, change of ownership, merger, etc.). 8) Novation. If Contractor sells or transfers all assets or the entire portion of the assets used to perform this Contract, a successor in interest must guarantee to perform all obligations under this Contract. Region 4 ESC reserves the right to accept or reject any new party. A change of name agreement will not change the contractual obligations of Contractor. 9) Contract Alterations. No alterations to the terms of this Contract shall be valid or binding unless authorized and signed by Region 4 ESC.
10) Adding Authorized Distributors/Dealers. Contractor is prohibited from authorizing additional distributors or dealers, other than those identified at the time of submitting their proposal, to sell under the Contract without notification and prior written approval from Region 4 ESC.

Contractor must notify Region 4 ESC each time it wishes to add an authorized distributor or dealer. Purchase orders and payment can only be made to the Contractor unless otherwise approved by Region 4 ESC. Pricing provided to members by added distributors or dealers must also be less than or equal to the Contractor’s pricing.

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11) TERMINATION OF CONTRACT
a) Cancellation for Non-Performance or Contractor Deficiency. Region 4 ESC may terminate the Contract if purchase volume is determined to be low volume in any 12-month period.

Region 4 ESC reserves the right to cancel the whole or any part of this Contract due to failure by Contractor to carry out any obligation, term or condition of the contract. Region 4 ESC may issue a written deficiency notice to Contractor for acting or failing to act in any of the following:
i. Providing material that does not meet the specifications of the Contract; ii. Providing work or material was not awarded under the Contract; iii. Failing to adequately perform the services set forth in the scope of work and specifications;
iv. Failing to complete required work or furnish required materials within a reasonable amount of time;
v. Failing to make progress in performance of the Contract or giving Region 4 ESC reason to believe Contractor will not or cannot perform the requirements of the Contract; or
vi. Performing work or providing services under the Contract prior to receiving an authorized purchase order.

Upon receipt of a written deficiency notice, Contractor shall have ten (10) days to provide a satisfactory response to Region 4 ESC. Failure to adequately address all issues of concern may result in Contract cancellation. Upon cancellation under this paragraph, all goods, materials, work, documents, data and reports prepared by Contractor under the Contract shall immediately become the property of Region 4 ESC. b) Termination for Cause. Conditions of cancellation are addressed in the General Terms and Conditions set forth by Region 4 ESC in the section titled “NON-PERFORMANCE /TERMINATION OF CONTRACT”.
c) Delivery/Service Failures. Failure to deliver goods or services within the time specified, or within a reasonable time period as interpreted by the purchasing agent or failure to make replacements or corrections of rejected articles/services when so requested shall constitute grounds for the Contract to be terminated. In the event Region 4 ESC must purchase in an open market, Contractor agrees to reimburse Region 4 ESC, within a reasonable time period, for all expenses incurred.
d) Force Majeure. Conditions of Force Majeure are addressed in the General Terms and Conditions set forth by Region 4 ESC in the section titled “FORCE MAJEURE”. e) Standard Cancellation for Convenience. Region 4 ESC may cancel this Contract in whole or in part for convenience and without cause by providing written notice. Such cancellation will take effect 30 calendar days after Region 4 sends the notice of cancellation. After the 30th calendar day all work will cease following completion of final purchase order, provided that when Region 4 may in its sole discretion direct Contractor to cease performance of the contract at any time during the 30 day notice period, in which case Contractor shall discontinue any further charges to Region 4.
12) Licenses. Maintenance of licenses are addressed in the General Terms and Conditions set forth by Region 4 ESC in the section titled “LICENSES AND PERMITS; PERFORMANCE”. 13) Survival Clause. Conditions of survival are addressed in the General Terms and Conditions set forth by Region 4 ESC in the section titled “SURVIVAL”.

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14) Delivery. Conforming products shall be shipped within 7 days of receipt of Purchase Order. If delivery is not or cannot be made within this time period, the Contractor must receive authorization for the delayed delivery. The order may be canceled by Region 4 if the estimated shipping time is not acceptable. All deliveries shall be freight prepaid, F.O.B. Destination and shall be included in all pricing offered unless otherwise clearly stated in writing. 15) Inspection & Acceptance. If defective or incorrect material is delivered, Region 4 ESC may make the determination to return the material to the Contractor at no cost to Region 4 ESC.

The Contractor agrees to pay all shipping costs for the return shipment. Contractor shall be responsible for arranging the return of the defective or incorrect material. 16) Payments. Payment shall be made after satisfactory performance, in accordance with all provisions thereof, and upon receipt of a properly completed invoice. 17) Price Adjustments. Proposal prices must remain firm for at least one (1) calendar year from the proposal opening date, unless a deviation from this standard and purpose for the deviation is noted in the Vendor’s response. Such deviations are subject to Region 4 ESC approval..

Price increases requested during the term of the contract may be granted at the sole discretion of Region 4 ESC. Should it become necessary or proper during the term of this Contract to make any change in design or any alterations that will increase price, Region 4 ESC must be notified immediately. Price increases must be approved by Region 4 ESC and no payment for additional materials or services, beyond the amount stipulated in the Contract shall be paid without prior approval. All price increases must be supported by manufacturer documentation, or a formal cost justification letter. Contractor must honor previous prices for thirty (30) days after approval and written notification from Region 4 ESC. It is the Contractor’s responsibility to keep all pricing up to date and on file with Region 4 ESC. All price changes must be provided to Region 4 ESC, using the same format as was provided and accepted in the Contractor’s proposal.

Price reductions may be offered at any time during Contract. Special, time-limited reductions are permissible under the following conditions: 1) reduction is available to all users equally; 2) reduction is for a specific period, normally not less than thirty (30) days; and 3) original price is not exceeded after the time-limit. Contractor shall offer Region 4 ESC any published price reduction during the Contract term.
18) Audit Rights. Audit rights are addressed in the General Terms and Conditions set forth by Region 4 ESC in the section titled “RIGHT TO AUDIT”.
19) Discontinued Products. If a product or model is discontinued by the manufacturer, Contractor may substitute a new product or model if the replacement product meets or exceeds the specifications and performance of the discontinued model and if the discount is the same or greater than the discontinued model.
20) New Products/Services. New products and/or services that meet the scope of work may be added to the Contract. Pricing shall be equivalent to the percentage discount for other products. Contractor may replace or add product lines if the line is replacing or supplementing products, is equal or superior to the original products, is discounted similarly or greater than the original discount, and if the products meet the requirements of the Contract. No products and/or services may be added to avoid competitive procurement requirements. Region 4 ESC may require additions to be submitted with documentation from Members demonstrating an interest in, or a potential requirement for, the new product or service. Region 4 ESC may reject any additions without cause.

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21) Options. Optional equipment for products under Contract may be added to the Contract at the time they become available under the following conditions: 1) the option is priced at a discount similar to other options; 2) the option is an enhancement to the unit that improves performance or reliability.
22) Warranty Conditions. All supplies, equipment and services shall include manufacturer's minimum standard warranty and one (1) year labor warranty unless otherwise agreed to in writing. Longer warranty periods and other specifications may be required if indicated herein or through supplemental terms by Region 4.
23) Site Cleanup. Contractor shall clean up and remove all debris and rubbish resulting from their work as required or directed. Upon completion of the work, the premises shall be left in good repair and an orderly, neat, clean, safe and unobstructed condition. 24) Site Preparation. Contractor shall not begin a project for which the site has not been prepared, unless Contractor does the preparation work at no cost, or until Region 4 ESC includes the cost of site preparation in a purchase order. Site preparation includes, but is not limited to moving furniture, installing wiring for networks or power, and similar pre-installation requirements.
25) Registered Sex Offender Restrictions. For work to be performed at schools, Contractor agrees no employee or employee of a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are or are reasonably expected to be present. Contractor agrees a violation of this condition shall be considered a material breach and may result in the cancellation of the purchase order at Region 4 ESC’s discretion. Contractor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge. This requirement is in addition to other provisions contained in this RFP related to criminal history information.
26) Safety measures. Contractor shall take all reasonable precautions for the safety of employees on the worksite and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Contractor shall post warning signs against all hazards created by its operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage.
27) Smoking. Persons working under the Contract shall adhere to local smoking policies.

Smoking will only be permitted in posted areas or off premises. 28) Stored materials. Upon prior written agreement between the Contractor and Region 4 ESC, payment may be made for materials not incorporated in the work but delivered and suitably stored at the site or some other location, for installation at a later date. An inventory of the stored materials must be provided to Region 4 ESC prior to payment. Such materials must be stored and protected in a secure location and be insured for their full value by the Contractor against loss and damage. Contractor agrees to provide proof of coverage and additionally insured upon request. Additionally, if stored offsite, the materials must also be clearly identified as property of Region 4 ESC and be separated from other materials. Region 4 ESC must be allowed reasonable opportunity to inspect and take inventory of stored materials, on or offsite, as necessary. Until final acceptance by Region 4 ESC, it shall be the Contractor's responsibility to protect all materials and equipment. Contractor warrants and guarantees that title for all work, materials and equipment shall pass to Region 4 ESC upon final acceptance.

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29) Funding Out Clause. A Contract for the acquisition, including lease, of real or personal property is a commitment of Region 4 ESC’s current revenue only. Region 4 ESC retains the right to terminate the Contract at the expiration of each budget period during the term of the Contract.
30) INDEMNITY. CONTRACTOR SHALL PROTECT, INDEMNIFY, AND HOLD HARMLESS BOTH REGION 4 ESC AND ITS ADMINISTRATORS, EMPLOYEES AND AGENTS

AGAINST ALL CLAIMS, DAMAGES, LOSSES AND EXPENSES ARISING OUT OF OR

RESULTING FROM THE ACTIONS OF THE CONTRACTOR, CONTRACTOR

EMPLOYEES OR SUBCONTRACTORS IN THE PREPARATION OF THE SOLICITATION AND THE LATER EXECUTION OF THE CONTRACT. ANY LITIGATION INVOLVING EITHER REGION 4 ESC, ITS ADMINISTRATORS AND EMPLOYEES AND AGENTS WILL BE IN HARRIS COUNTY, TEXAS.
31) Marketing. Contractor agrees to allow Region 4 ESC to use their name and logo within website, marketing materials and advertisement. Any use of Region 4 ESC name and logo or any form of publicity, inclusive of press releases, regarding this Contract by Contractor must have prior approval from Region 4 ESC.
32) Certificates of Insurance. Should the original or addended proposal solicitation identify insurance is required to perform a work, certificates of insurance shall be delivered to the Region 4 ESC prior to commencement of work. The Contractor shall give Region 4 ESC a minimum of ten (10) days’ notice prior to any modifications or cancellation of policies. The Contractor shall require all subcontractors performing any work to maintain coverage as specified.
33) Legal Obligations. It is Contractor’s responsibility to be aware of and comply with all local, state, and federal laws governing the sale of products/services and shall comply with all laws while fulfilling the Contract. Applicable laws and regulation must be followed even if not specifically identified herein.

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REGION 4 EDUCATION SERVICE CENTER

STANDARD TERMS AND CONDITIONS FOR PROCUREMENT SOLICITATIONS These Standard Terms and Conditions for Procurement Solicitations (“Terms and Conditions” or “General Terms and Conditions”); the terms and conditions specified in REGION 4 EDUCATION SERVICE CENTER’S Contract with VENDOR; any Purchase Order (or other similar document agreed to in writing by Region 4); the procurement solicitation and any addenda, exhibits or forms to same (“RFP”) (if any); the REGION 4 ESC Electronic Bid Certifications; and the portions of VENDOR’S proposal submitted in response to the RFP, including any best and final offers, that were accepted by REGION 4 ESC represent the basis for VENDOR to deliver the required goods and/or services. In the event of a conflict or inconsistency between or among the documents that form the entire agreement, the following order of precedence shall control: (1) the Contract; (2) any Purchase Order (or other similar document agreed to in writing by Region 4); (3) these Terms and Conditions; (4) the RFP and any Addenda; (5) Region 4’s Electronic Bid Certifications; (6) VENDOR’s Best and Final Offer, as accepted by Region 4; and (7) the portions of VENDOR’S proposal submitted in response to the RFP that were accepted by REGION 4 ESC. The Contract supersedes all prior offers, negotiations, exceptions, and understandings, whether oral or in writing.

GENERAL TERMS AND CONDITIONS
1 PROPOSAL PREPARATION
.1 Contract for Purchase
The Contract(sometimes referred to as “Contract” or “Agreement”) constitutes a binding contract between REGION 4 Educational Service CENTER (“REGION 4 ESC”, “REGION 4” or “CENTER”) and the VENDOR (“VENDOR”), having submitted a proposal in response to a procurement solicitation issued by REGION 4 ESC and whose proposal has been accepted and awarded by REGION 4 ESC, to furnish the goods and/or services specified on the face of the Agreement. This Agreement shall govern each purchase by REGION 4 ESC from VENDOR and is part of the terms and conditions of any purchase order or other similar document agreed to in writing by Region 4 issued in connection with this solicitation.

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN ANY VENDOR FORM, PROPOSAL AND/OR

OTHER DOCUMENTATION, THE TERMS AND CONDITIONS OF THE AGREEMENT AS INTEGRATED HEREIN SHALL BE CONTROLLING IN ALL INSTANCES. No pre-published terms on VENDOR’S order acknowledgments, invoices, or other forms shall have any force or effect. Acceptance of the VENDOR’S goods and/or services does not equal acceptance of any of the terms and conditions or other contractual provisions which may be stated in the VENDOR’S forms, proposals, and/or other documentation, except as specifically provided herein.

Notwithstanding anything to the contrary contained in these Terms and Conditions, upon the CENTER’S acceptance of a proposal, the VENDOR and the CENTER will have entered a binding contract. A solicitation/proposal does not become a contract unless and until it is accepted in writing by REGION 4 ESC after all necessary approvals, including any required approval by the REGION 4 ESC Board of Directors. The Agreement is enforceable from the time of the CENTER’S acceptance, without regard to the time of notification to the VENDOR of such acceptance.
.2 Waiver of Preparation Costs and Claims
By submitting a proposal, Offeror expressly agrees to waive any claim it has or may have against REGION 4 ESC, its directors, officers, its trustees, or agents arising out of or in connection with (1) the receipt, handling, administration, evaluation, recommendation of any proposal; (2) any requirements under the solicitation, proposal package, or related documents; (3) the rejection of any proposal or any part of any proposal; and/or (4) the award of a Contract, if any.

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STANDARD TERMS AND CONDITIONS FOR
PROCUREMENT SOLICITATIONS PAGE 2 OF 24
REGION 4 ESC shall not be responsible or liable for any costs incurred by Offerors or the successful Offeror in connection with responding to the RFP, preparing for oral presentations, preparing and submitting a proposal, entering or negotiating the terms of a Contract, or any other expenses incurred by an Offeror. The Offeror is wholly responsible for any such costs and expenses and shall not be reimbursed in any manner by REGION 4 ESC.
.3 Confidentiality
Trade secrets and confidential information in the proposals must be clearly identified. If a VENDOR believes that a proposal is, or parts of a proposal are confidential, then the business organization must specify. The VENDOR must stamp in bold letters or watermark the term “CONFIDENTIAL” on that part of the proposal that the bidder believes to be confidential. The successful proposal may be considered public information even though parts are marked confidential. Copyrighted proposals are unacceptable and will be disqualified as unresponsive.
.4 Preparation Guidance
A representative of the proposing entity authorized to enter into contracts on behalf of the proposing entity must manually sign proposals in ink or electronically, as applicable. The person signing the proposal must indicate their title along with their signature. Proposals received without proper signatures will not be considered. At times, more readily editable versions of documents will be provided where necessary to facilitate the ease of providing information back to the CENTER for all VENDORS. ALL DOCUMENTS SET

FORTH IN THIS PROPOSAL SOLICITATION SHALL REIGN OVER ALTERED VERSIONS PROVIDED BY

THE PROPOSER UNLESS SUCH DEVIATIONS OR MODIFICATIONS ARE DOCUMENTED AND SWORN

TO ON THE PRESCRIBED AND PROVIDED DEVIATION/COMPLIANCE/ACKNOWLEDGEMENT FORM INCLUDED IN THE PROPOSAL REQUEST AND ACCEPTED IN WRITING BY REGION 4.

VENDORS or their authorized representatives are expected to fully inform themselves of the terms, conditions, requirements, and specifications of this invitation before submitting proposals. Failure to do so will be at the VENDOR’s own risk. The law makes no allowance for errors of omission or commission on the part of the proposal companies; furthermore, the VENDOR cannot secure relief on the plea of error or ignorance concerning any requirement included in the proposal invitation.

If a pre-proposal meeting is held, that information will be indicated on page one (1) of the Notice to Propose or indicated explicitly in the electronic bidding portal. VENDORS are welcome to attend the proposal opening via Zoom at the date and time indicated in this proposal solicitation; however, VENDOR presence is not required, and no weight or other consideration toward any award decision will be given to any VENDOR s’ attendance or absence at the proposal opening. The form and content of the proposal recaps will be at the sole discretion of the management and staff of REGION 4.

Proposals shall be submitted only on the forms provided by REGION 4. Deviations from the General Conditions and Specifications shall be conspicuously noted in writing by VENDOR and included in the proposal.

Small and Minority Firms, Women's Business Enterprises, and Labor Surplus Area firms are especially invited to submit proposals.
2 STATEMENT OF INCLUSION/APPLICABILITY
These General Terms and Conditions apply to all proposal invitations issued by REGION 4. By this inclusion, they become an integral part of any contract awarded or purchase order issued in association with this proposal invitation.

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STANDARD TERMS AND CONDITIONS FOR
PROCUREMENT SOLICITATIONS PAGE 3 OF 24
3 GENERAL TERMINOLOGY
Throughout this document, the terms “Member," "Participating Member," etc., are used interchangeably to mean "the collective, cooperative association and the related activities of the management and staff of REGION 4 and any one or all of its participating school entity or other cooperative members and their management and staff."
The section titles contained in these Terms and Conditions document are for convenience and reference only and in no way define, describe, extend, or limit the scope or intent of the provisions of any section of this document.

No number listing of factors, or organization of subject matter or criteria in this document constitutes an order of preference, precedence, or importance unless specifically stated to the contrary. 4 CONTRACT PERIOD
The term length for any contract resulting from any award under this proposal is stated in the Contract, RFP, Purchase Order or other Contract document, as applicable. Unless otherwise indicated in these Terms and Conditions, all proposal pricing will be firm throughout the Contract period. 5 ADDENDUMS
REGION 4 reserves the right to revise and amend the specifications before the date set for the bid opening.

It is the responsibility of each VENDOR, before submitting their proposal, to review https://region4esc.ionwave.net to determine if any addendums have been issued.

If any changes to this proposal invitation occur after the original proposal invitation, the changes or corrections to this invitation will be made by addendum, and any updated information contained in any addendum will prevail over the information contained in the original proposal invitation or any previous addendum.

Each addendum will be sent to all entities that have received a copy of this proposal invitation. REGION 4 or their appointed representative is the sole authority for issuing any addendum related to this proposal. Any communications from any person or entity other than REGION 4 regarding any matters related to this proposal are invalid and will not influence this proposal invitation.

Each addendum must be acknowledged and signed by the VENDOR. The addendum acknowledgment form must be submitted along with the proposal submission before the bid opening date and time indicated the proposal solicitation.
6 CHANGES AND AMENDMENTS
This Agreement may be changed or amended only by the mutual agreement of the parties, in writing to be attached to and incorporated in this Agreement. No such changes or amendments shall have any effect unless and until a written amendment to this Agreement is executed by REGION 4 ESC’s Executive Director (or designee) after any necessary approvals have been obtained from the REGION 4 ESC Board of Directors.

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STANDARD TERMS AND CONDITIONS FOR
PROCUREMENT SOLICITATIONS PAGE 4 OF 24
7 REQUESTS FOR EXPLANATION/INTERPRETATION
Any explanation desired by a prospective VENDOR regarding the meaning or interpretation of any part of the proposal documents must be requested in writing to the REGION 4 ESC Procurement Contract Specialist identified in this solicitation at least five (5) REGION 4 ESC business days prior to the date set to receive proposals, in order to allow a response to reach all prospective VENDORS s before the submission of their proposals. Any REGION 4 ESC response, interpretation, correction, approval, supplemental instruction or change to the proposal documents will be made in the form of a written addendum and will be posted at the location where the original bid solicitation was accessed. Sole authority for issuing addenda shall be vested in the REGION 4 ESC Procurement Department. All interpretations and/or clarifications considered necessary by and approved by the CENTER in response to a prospective VENDOR’S written request will be issued by such addenda; verbal requests for clarification or additional information will not be addressed.

Receipt of any addenda issued by the CENTER shall be acknowledged by all prospective VENDORS s with their proposal submissions. The CENTER reserves the right to reject any proposal due to its failure to incorporate addenda, and the CENTER further reserves the rights: to waive any and/or all formalities, irregularities, and/or technicalities; to be the sole judge of quality and suitability; and to accept any proposal and/or to reject any or all proposals or part(s) of a proposal, without reason or cause. The issuance of the procurement solicitation in no way obligates REGION 4 ESC to award, enter into an agreement, or purchase any goods and/or services.
8 SPECIFICATIONS
Specifications have been developed by REGION 4 and are intended to give information on the type and kind of service requested. Catalog numbers, brand names, or manufacturer's product or reference numbers used in the item specifications are intended to be descriptive, not restrictive. These references, as well as "approved brands" listed, are intended to identify and indicate the type of product being sought and establish the level of quality desired. If any conflict exists in the item s VENDOR specifications between the product descriptions and any brand names, models, or reference numbers used, the product descriptions will override the brand names or model number references.

Most proposals on brands of equivalent nature and quality will be considered, provided a reputable manufacturer regularly produces them. However, in some cases, REGION 4 may find it advantageous to standardize equipment and supplies by the manufacturer to achieve efficiencies in procurement, repair, and operation, match existing stock, or satisfy other requirements. In these cases, the specific products identified as "approved brands" will be preferred, especially if all other evaluation factors are equal. For this reason, where particular brands or models are identified, the VENDOR should propose the specified item and an alternate brand or model where desired.

The apparent silence of the specifications as to any detail or the evident omission from any specification of a detailed description concerning any point shall be regarded as meaning that only the best commercial practices shall prevail. All interpretations of the specifications shall be made based on this statement.

If you discover or suspect an error in the item specifications in this proposal invitation, please note it as part of your response. We will attempt to correct errors for future proposal invitations.

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STANDARD TERMS AND CONDITIONS FOR
PROCUREMENT SOLICITATIONS PAGE 5 OF 24
9 CONTRACTOR’S RESPONSIBILITY
Before submitting a proposal, VENDORS shall carefully examine the specifications and related documents, visit the site(s) of the work and fully inform themselves as to all existing conditions and limitations, and shall include in the proposal a sum to cover the cost of all items included in the contract. The VENDOR, if awarded the contract, shall be allowed no extra compensation by reason of any matter or thing which the VENDOR might have or should have fully informed himself prior to the deadline. The submission of a bid indicates that the contractor has visited the site(s), familiarized themselves with the local conditions under which the work is to be performed, and correlated their observations with the requirements of the contract documents.

Supervise and direct the work and be solely responsible for all methods, techniques, procedures, and coordination of the work under this contract.

Initiate, maintain, and supervise safety precautions in connection with the work. The contractor shall obtain approval from the Facility Director for the location of equipment, supplies, and access during the work.

Take all precautions necessary for the safety of and provide protection to prevent damage, injury, or loss to:
• All employees on the premises and all other people who may be affected thereby. • All the work and all materials to be incorporated therein, whether in storage on or off the site. • All property at and adjacent to the sites, including trees, shrubs, lawns, walks, pavements, roadways, structures, and utilities. All property damaged due to work operations shall be restored by the contractor to its original condition at no charge.
• Please comply with all applicable laws, ordinances, rules, regulations, and orders of all public authorities having jurisdiction for the safety of persons and property to protect them from damage, injury, and loss.
• Secure all necessary licenses and permits required to perform the work. • All work shall take place in accordance with the contract documents, be completed in all parts, and be in accordance with approved practices and customs.
10 SUBCONTRACTORS
The VENDOR shall not subcontract services provided in this solicitation without prior written approval by REGION 4 ESC. If the CENTER gives written permission for VENDOR to use subcontractor(s) in the performance of any part of this Agreement, VENDOR shall ensure that each subcontractor complies with all provisions of this Agreement and shall be fully responsible to REGION 4 ESC for all acts and omissions of the subcontractors, just as VENDOR is responsible for VENDOR’S own acts and omissions. VENDOR shall require each subcontractor to maintain and to furnish VENDOR with satisfactory evidence of Workers Compensation, Employer’s Liability, and such other forms and amounts of insurance which VENDOR deems reasonably adequate. VENDOR shall remain liable for the acts and omissions of such subcontractor(s) and the proper performance and delivery of all goods and services under this Agreement. Nothing in this Agreement shall create for the benefit of any such subcontractor any contractual relationship between REGION 4 ESC and any such subcontractor, nor shall it create any obligation on the part of REGION 4 ESC to pay or to see to the payment of any moneys due any such subcontractor except as may otherwise be required by law.
11 INSURANCE REQUIREMENTS
VENDOR shall comply with all of the CENTER’S insurance requirements. VENDOR shall carry and maintain in full force and effect, for the duration of this Agreement, the following insurance coverages, in the amount(s) set out in the sub-sections that follow and with responsible insurer(s) (rated A or better by A.M. Best) acceptable to the CENTER: Workers’ Compensation; Employers’ Liability; Commercial General Liability; Automobile Liability; and Umbrella Liability. VENDOR’S insurance coverage shall be in accordance with the following requirements:

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STANDARD TERMS AND CONDITIONS FOR
PROCUREMENT SOLICITATIONS PAGE 6 OF 24
.1 REGION 4 ESC shall be designated as an Additional Insured on the Commercial General Liability, Automobile Liability, and Umbrella Liability policies. In addition, REGION 4 ESC shall be named as an alternate employer on the workers’ compensation policy. .2 VENDOR shall cause the insurance policies to: provide that any losses will be payable notwithstanding any act or negligence of the CENTER or any other person; provide that the insurer will have no right of subrogation against REGION 4 ESC; and be reasonably satisfactory to the CENTER in all other respects. .3 All of VENDOR’S insurance coverage shall be primary and non-contributory. .4 All insurance policies required under this Agreement shall contain a provision that at least thirty (30) days’ prior written notice shall be given to REGION 4 ESC in advance of the effective dates of any cancellation, reduction, modification, termination, material change, or non-renewal of such insurance policies. .5 VENDOR shall maintain insurance coverage in the amounts specified by the CENTER. The VENDOR shall not commence any portion of the work under this Agreement until all the insurance required herein and certificates of such insurance have been filed with and approved in writing by REGION 4 ESC. .6 There shall be a hold harmless agreement in which the VENDOR assumes liability on the Agreement and holds REGION 4 ESC harmless.
.7 The VENDOR shall purchase and maintain in force the following types and amounts of insurance for the performance of all of its obligations under this Agreement and provide REGION 4 ESC with a certificate(s) of insurance as evidence. Certificates of Insurance on the current ACORD form shall be issued to the CENTER prior to the start of work showing all required insurance coverage. Copies of such insurance documents shall be part of the Agreement documents, and the VENDOR shall maintain such in force throughout the term of its Agreement with the CENTER.
.8 Casualty Insurance and Securities-Minimum Requirements:
a. Successful VENDOR must maintain workers’ compensation coverage for employees as required by all applicable Federal, State, Maritime, and local laws, as well as Employer’s Liability with required statutory limits per accident.
b. Comprehensive-General Liability Insurance (Occurrence basis only - Bodily Injury and Property Damage): Each Occurrence - $1,000,000; Aggregate - $2,000,000 c. Comprehensive Automobile Liability Insurance- Business (Commercial) Automobile Liability Insurance*: Bodily Injury and Property Damage covering all owned, non-owned and hired vehicles:
d. Bodily Injury and Property Damage Combined Single Limit: $1,000,000 e. Umbrella Liability Insurance (Excess): $1,000,000
No deletions/exclusions from standard coverage form shall be allowed without the prior written consent of REGION 4 ESC’s CHIEF FINANCIAL OFFICER, or designee. The VENDOR shall have ten (10) REGION 4 ESC business days from the date of the award of the Agreement to furnish the REGION 4 ESC Procurement Department the required insurance certificates. No work shall commence until a copy of VENDOR’S current insurance certificate(s) is/are received at and approved in writing by the REGION 4 ESC Procurement Department, 7145 West Tidwell Road, Houston, Texas 77092.

When insurance is required, the above limits are the minimum required by REGION 4 ESC. REGION 4 ESC reserves the right to require additional coverages and/or higher limits to be carried by VENDOR as specified in the procurement solicitation documentation, as deemed desirable by REGION 4 ESC, depending on the type of project.
12 PROPOSAL EVALUATIONS AND AWARDS
All proposals received in response to this proposal invitation, which are submitted in accordance with the instructions and restrictions contained in the section entitled "Proposal Preparation," will initially be considered for award; however, initial consideration of any proposal will not constitute an assessment of its meeting the necessary qualifications, and any proposal may be disqualified at any time during the process of evaluating proposals for failure to meet any other terms or conditions contained anywhere else in the proposal invitation.

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STANDARD TERMS AND CONDITIONS FOR
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REGION 4 reserves the right to waive any or all proposing irregularities, formalities, or other technicalities, to be the sole and independent judge of quality and suitability of any products offered, and may accept or reject any proposal in its entirety, or may reject any part of any proposal without affecting the remainder of that proposal, and may award the individual items on this proposal in any combination or in any way to best serve the interests of its Members as it perceives those interests to be in its sole discretion.

REGION 4 reserves the right to award contracts to multiple VENDORS. The fact that REGION 4 may make multiple awards should be taken into consideration when responding to this proposal. This is a non-exclusive contract; REGION 4 reserves the right to obtain goods and services from another source as the CENTER deems most advantageous.

REGION 4 ESC does not purchase on the basis of low prices alone. REGION 4 ESC represents that it has considered each of the criteria in Texas Education Code § 44.031(b), thereby fulfilling Section 44.031(b)’s requirement that it “shall consider” the criteria listed in 44.031(b); in accordance with Module 5 of the TEA FASRG and applicable federal laws,1 REGION 4 ESC has determined which criteria should be considered most important and has assigned weights/points to each criterion based on its importance as outlined in the procurement solicitation. In considering a contract for award, the CENTER may evaluate aspects of the following, as permitted by applicable law:
• Purchase price;
• the reputation of the VENDOR and of the VENDOR’S goods or services; • the quality of the VENDOR’S goods or services;
• the extent to which the goods or services meet the CENTER’S needs; • the VENDOR’S past relationship with the CENTER;
• the impact on the ability of the CENTER to comply with laws and rules relating to historically underutilized businesses;
• the total long-term cost to the CENTER to acquire the VENDOR’S goods or services; • for a contract for goods and services, other than goods and services related to telecommunications and information services, building construction and maintenance, or instructional materials, whether the VENDOR or the VENDOR’S ultimate parent company or majority owner:
o has its principal place of business in this state; or o employs at least 500 persons in this state; and
• any other relevant factor specifically listed in the request for bids or proposals.

The CENTER may choose to contract with a single or multiple VENDORS as necessary to obtain the contract mix that is most advantageous. It may be necessary for REGION 4 ESC to establish a competitive range of acceptable responses as part of the evaluation process, or to establish weights for criteria. Such additions, subtractions, or changes to evaluation criteria would be declared elsewhere in the proposal and would supersede this section. If a competitive range is established, responses failing to score in the competitive range may not receive further award consideration.

It is understood that REGION 4, through its management and its Members, may use all means at their collective disposal to evaluate the proposals received on these criteria and the final decision as to the best overall offer, both as to price and to the suitability of the products and services offered to fit the needs of the members of REGION 4, will rest solely with the Board of Directors of REGION 4.

The successful VENDOR(s) will be notified by "Notice(s) of Award" issued by the management of REGION 4. 1 As a general rule, ESCs and LEAs may not apply geographic preferences for procurements involving federal funds. See 2 C.F.R. § 200.319.

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STANDARD TERMS AND CONDITIONS FOR
PROCUREMENT SOLICITATIONS PAGE 8 OF 24
13 QUANTITIES
Quantities reflected in this proposal invitation are estimates based upon the projected needs for REGION 4 during the contract period. Quantities are the best estimate of anticipated needs available at the time of publication of this proposal invitation, but the accuracy of these estimated quantities may be affected by numerous factors including, but not limited to, budgetary adjustments, changing market forces, unintentional errors or omissions, and new construction. Actual needs may be greater or less than the estimated quantities provided.

REGION 4 reserves the right to increase or decrease the order at the same unit price or decrease quantities as funding and needs vary throughout the contract term. VENDORS at the close of the contract period agree not to hold REGION 4 liable for any inaccuracies in estimated quantities. 14 PRICING/ESCALATION/DE-ESCALATION
The request for proposal process provides for full competition among proposals and allows for negotiation with the supplier(s) to obtain the best product and service at the best price. Under requests for proposals, changes in the nature of a proposal and in prices may be negotiated after proposals are opened.

REGION 4 will evaluate proposals and select the VENDOR offering the most advantageous proposal. Since proposal pricing can be negotiated and is subject to change, no pricing information will be revealed at the public opening. All participating VENDORS will be given the same opportunity if negotiations are started unless otherwise directed by law. The REGION 4 evaluation committee will be the only deciding body in making the decision to negotiate or not to negotiate.

Proposal prices must remain firm for at least one (1) calendar year from the proposal opening date, unless a deviation from this standard and purpose for the deviation is noted in the Vendor’s response. Such deviations are subject to Region 4 ESC approval. Price increases requested during the term of the contract may be granted at the sole discretion of Region 4 ESC.

No escalation of cost changes in contracted prices or increased rates will be added during the contract period.

Exceptions will be considered at Region 4’s discretion if there are state-mandated increases that will affect all applicable VENDORS equally. The awarded VENDOR agrees not to sell the same product or service at a lower cost to another customer without offering the same pricing discount to REGION 4. In the event that a lower price is provided through any other RFP in the state, REGION 4 will receive that lower price as well.

New technology and products that meet the scope of work may be added to the existing contract. Pricing shall be equivalent to the percentage discount of other products offered. VENDOR may replace or add product lines to an existing contract if the line is replacing or supplementing products on contract, is superior to the original products offered, is discounted in a similar or to a greater degree, and if the products meet the requirements of the original solicitation. No products may be added to avoid competitive procurement procedures. REGION 4 may reject any additions without cause.

If there is a discrepancy between the unit cost and the total price, the unit cost will stand as the proposal price.

The unit cost will be considered the price by weight or the cost whichever is applicable. The unit cost will only be the case price if the package quantity throughout the industry is standardized.

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STANDARD TERMS AND CONDITIONS FOR
PROCUREMENT SOLICITATIONS PAGE 9 OF 24
15 TAX
REGION 4 and Participating Members are public jurisdictions that are exempt from sales, excise, and use taxes. REGION 4 and Participating Members, upon individual requests, will provide tax exemption certificates for the VENDOR. Unless otherwise specified in this proposal invitation, sales tax will only be included in any proposal response or invoice submitted by any VENDOR if the VENDOR has requested a tax exemption certificate from the CENTER in writing and failed to receive the same within a reasonable period of time. The limited sales, excise, and use tax laws recognize the inclusion of tax exemption information as part of a purchase order document to be as binding as if it had been submitted separately, and by responding to this proposal invitation, the VENDOR agrees to accept tax exemption information in such form. 16 WITHDRAWALS OR MODIFICATION OF PROPOSAL
Subject to the restrictions discussed below, REGION 4 will consider a written request from any VENDOR that the VENDOR be allowed to withdraw any proposal submitted, but only in its entirety, and only until the due date and time for proposal submission as stated in the request for proposal included with this proposal invitation. A representative of the proposing entity who is authorized to enter into contracts on behalf of the proposing entity must manually sign any request for the withdrawal of any proposal in ink, and the person signing the request must indicate their title along with their signature. No proposal may be withdrawn after the date and time that proposals are due as specified in the RFP. Only proposals that have been submitted consistent with the instructions relating to packaging and labeling of the proposal will be considered for withdrawal.

If there is any question in the mind of the management or staff of REGION 4 regarding the identity of the proposal or the identity of the VENDOR relating to any request for the withdrawal of any proposal, REGION 4 will refuse to allow the withdrawal of the proposal. Withdrawal of any proposal allowed by REGION 4 will require the completion and signature of a written receipt by the VENDOR’s representative satisfactory to the management or staff of REGION 4 before the proposal is released. The decision of the management or staff of REGION 4 relating to any matters concerning proposal withdrawal will be final.

If a VENDOR requests to withdraw a proposal and REGION 4 allows the withdrawal of the proposal, the VENDOR may resubmit the proposal, or submit a new proposal, up until the due date and time for proposal submission as stated in the RFP included with this proposal invitation, provided any new submission meets all the qualifications of proposal submission included in these General Terms and Conditions.

If a VENDOR resubmits a proposal that was withdrawn and makes changes to any document in the proposal package, an authorized agent of the proposing entity must indicate alterations made to any proposal document.

All proposals in the possession of REGION 4 at the time proposals are due shall be deemed final, conclusive, and irrevocable, and no proposal shall be subject to withdrawal, amendment, or correction after the due date and time for proposal submission as stated in the RFP included with this proposal invitation. 17 DEVIATIONS FROM SPECIFICATIONS OR TERMS/CONDITIONS
Any and all limitations, exceptions, qualifications, special conditions, or deviations from these General Terms and Conditions or any of the item specifications, including the offering of any alternate to the "approved brand and/or model" (where identified) must be clearly noted in detail by the VENDOR at the time of submission of the proposal. The absence of such limitations, exceptions, qualifications, special conditions, or deviations being submitted in writing with the VENDOR’S response will hold the VENDOR accountable to REGION 4 and its Members to perform in strict accordance with all these General Terms and Conditions and all the item specifications as written, including any "approved brands and/or models" identified. The VENDOR should be aware that the submission of any such limitations, exceptions, qualifications, special conditions, or deviations with the proposal response may place the VENDOR at a competitive disadvantage or otherwise prevent REGION 4 from considering the proposal on the affected item(s).

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Any deviation from any of the item specifications, including the delivery of any product other than the specific brand and model of the product awarded, will be grounds for rejection of the product(s) when delivered, and will expose the VENDOR to the remedies identified in the section entitled "Non-Performance/Termination of Contract" and may jeopardize future business from the CENTER. 18 CONTRACTS AND PURCHASE ORDERS
A response to this proposal invitation is an offer to contract with REGION 4 and its Members based on the item specifications and the General Terms and Conditions contained in the proposal invitation. Proposals do not become contracts until they are accepted by REGION 4 through an award notice to the VENDOR and put into effect by the issuance of a purchase order(s) signed by an authorized representative of REGION 4.

Purchase orders will be delivered by facsimile, emailed or mailed to the VENDOR. All deliveries and financial transactions will occur directly between the VENDOR and REGION 4.

All contracts and agreements between vendors and REGION 4 shall strictly adhere to the statutes as set forth in the Uniform Commercial Code as last amended.
19 NON-PERFORMANCE/TERMINATION OF CONTRACT
Termination of this Agreement will take place under the following conditions:
• Termination by REGION 4 ESC, if the VENDORS refuses or fails to comply, or proceeds in a manner that does not comply, with the Agreement, or otherwise breaches any provision of the Agreement, and fails to cure the default as set forth below.
• Termination by REGION 4 ESC, if the VENDOR does not carry out the provisions of this Agreement in its true intent and meaning as specified in the scope of work and fails to cure the default as set forth below. • Termination by REGION 4 ESC, if the VENDOR does any of the following and fails to cure the default as set forth below: fails to make progress; fails to provide the goods or perform the services within the time period specified or any written extension thereof; breaches any provision of the Agreement , the procurement solicitation, and/or a purchase or work order; fails to make payment(s) owed; or defaults in whole or in part.
• Termination by REGION 4 ESC, if the VENDOR charges increased rates that are not agreed to in advance or as specified herein.
• Termination by REGION 4 ESC, if the VENDOR becomes insolvent, enters voluntary or involuntary bankruptcy or receivership proceedings, or makes an assignment for the benefit of creditors. • Termination by REGION 4 ESC, if the VENDOR is in violation of any federal, state, or local law. • Termination by REGION 4 ESC due to budgetary requirements, including, but not limited to, as set forth in the section of these terms and conditions entitled “Funding Out Clause.” • Termination by Region 4 for Convenience - Unless specifically stated otherwise in the procurement solicitation, this Agreement may be terminated for any reason, with or without cause, by Region 4 by giving thirty (30) business days' written notice to the VENDOR. Region 4 may further direct VENDOR to cease providing all products and services during the interim notice period prior to such termination, and upon receipt of such written notice from Region 4, VENDOR shall immediately discontinue same and Region 4 shall incur no additional charges from the time forward.

In the event of a breach or default of the Agreement and/or the procurement solicitation by VENDOR, REGION 4 ESC reserves the right to enforce the performance of the Agreement and/or the procurement solicitation in any manner prescribed by law or deemed to be in the best interest of REGION 4 ESC. REGION 4 ESC’s right to require strict performance of any obligation in the Agreement will not be affected by any previous waiver, forbearance, or course of dealing.

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Upon VENDOR’S default of obligation to the Agreement, VENDOR will be served notice to provide satisfactory compliance to the Agreement without penalty. If the VENDOR neglects or refuses to follow such notice and fails to cure the default within ten (10) business days, REGION 4 ESC will have the right (without limiting any other rights or remedies that it may have in the Agreement or by law) to terminate the Agreement with five (5) calendar days’ prior written notice to VENDOR. REGION 4 ESC will then be relieved of all obligations, except to pay for VENDOR’S prior acceptable performance as set forth below. In the event of VENDOR’S default, REGION 4 ESC is expressly authorized to obtain the goods and/or services that would have been provided by VENDOR under this Agreement from an alternative source. VENDOR shall be held liable to REGION 4 ESC for all losses, costs, and/or expenses (including those exceeding the Agreement price) sustained by REGION 4 ESC as a result of VENDOR’S failure to conform to this Agreement, including, but not limited to, those losses, costs, and expenses that REGION 4 ESC incurs in completing or procuring the services and/or goods as provided for in the Agreement. In the event the Agreement is terminated, REGION 4 ESC reserves the right to award the Agreement to another VENDOR at its sole discretion, and/or to obtain comparable goods and/or services elsewhere and either deduct the costs of obtaining such services from any amount owed VENDOR or VENDOR shall reimburse the CENTER for such costs incurred by the CENTER.

In the event of early termination, including for convenience, the CENTER will make payment only for goods and services rendered and accepted by the CENTER through the effective date of the Agreement’s termination, at a cost not exceeding the Agreement rate and subject to any claims, costs and expenses incurred by REGION 4 ESC as a result of VENDOR’S default. The CENTER will be responsible for payment for only those goods and services that have been accepted by the CENTER up to the termination date. The CENTER is entitled to a pro-rata refund for any goods and/or services for which the CENTER has paid but which have not yet been provided by VENDOR or accepted by the CENTER.

In the event this Agreement is terminated because of a violation or breach of the Agreement’s terms by the VENDOR, the CENTER shall be entitled to all administrative, contractual, and legal remedies, including sanctions and penalties.

VENDOR agrees that REGION 4 ESC shall not be liable for damages in the event that REGION 4 ESC declares VENDOR to be in default or breach of this Agreement and/or the procurement solicitation. VENDOR further agrees that upon termination of the Agreement for any reason, VENDOR shall, in good faith and with reasonable cooperation, aid in the transition to any new arrangement and/or VENDOR. 20 FORCE MAJEURE
The parties to this Agreement may be excused from performance hereunder during the time and to the extent that they are prevented from performance due to an act of God, fire, strike or lockout, or other occurrences which are reasonably beyond such party’s control, when satisfactory evidence thereof is presented to the other party and provided that such non-performance is not due to the fault of the non-performing party. The parties to this Agreement are required to use due caution and preventive measures to protect against the effects of force majeure, and the burden of proving that a force majeure event has occurred shall rest on the party seeking relief under this provision. Neither party shall have any claim for damages against the other resulting from delays caused solely by force majeure. Notwithstanding any other provision of this Agreement, in the event the VENDOR’S performance of its obligations under this Agreement is delayed or stopped by a force majeure event, REGION 4 ESC shall have the option to terminate this Agreement. This section shall not be interpreted as to limit or otherwise modify any of REGION 4 ESC’s contractual, legal, or equitable rights.

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21 NON-COLLUSION CERTIFICATION
By signing this proposal, the VENDOR certifies that, to the best of their knowledge:
• Neither the VENDOR nor any business entity represented by the VENDOR has received compensation for participation in the preparation of the item specifications or the General Terms and Conditions related to this proposal invitation.
• This proposal has been arrived at independently and is submitted without collusion with any other VENDOR, with any competitor or potential competitor, or with any other person or entity to obtain any information or gain any special treatment or favoritism that would in any way limit competition or give any VENDOR an unfair advantage over any other VENDOR with respect to this proposal. • The VENDOR has not accepted, offered, conferred, or agreed to confer, and will not in the future accept, offer, confer, or agree to confer, any benefit or anything of value to any person or entity related to REGION 4 or any of its Members in connection with any information or submission related to this proposal, any recommendation, decision, vote, or award related to this proposal, or the exercise of any influence or discretion concerning the sale, delivery, or performance of any product or service related to this proposal.
• Neither the VENDOR, nor any business entity represented by the VENDOR, nor anyone acting for such business entity, has violated the Federal Antitrust Laws or the antitrust laws of this State with regard to this proposal, and this proposal has not been knowingly disclosed, and will not be knowingly disclosed to any other VENDOR, competitor, or potential competitor prior to the opening of proposals or proposals for this project.
• No attempt has been or will be made to influence any other person or entity to submit or to not submit a bid or proposal response.
• The person signing this bid proposal agrees to the accuracy regarding the statements contained in this document.
22 NO ASSIGNMENT
Neither this Agreement nor any right, interest, duty, obligation, or responsibility of VENDOR to furnish the goods and/or services specified in this Agreement shall be subcontracted, assigned, transferred, mortgaged, pledged, or otherwise delegated, disposed of, or encumbered in any way by the VENDOR without the prior written acknowledgment and approval of REGION 4 ESC. Any attempted assignment of this Agreement by VENDOR shall be null and void. In the event REGION 4 ESC approves of any assignment, VENDOR shall have full responsibility for the completion and performance of all services and the delivery of all goods awarded to VENDOR pursuant to this Agreement.

No purchase or work order made as a result of this Agreement may be transferred, assigned, subcontracted, mortgaged, pledged, or otherwise disposed of or encumbered in any way by VENDOR without the prior written approval of REGION 4 ESC.

VENDOR is required to notify REGION 4 ESC when any material change in operations occurs, including but not limited to, changes in distribution rights for awarded products, bankruptcy, material changes in financial condition, change of ownership, and the like, within three (3) business days of such change. 23 CERTIFICATIONS REGARDING LEGAL AND ETHICAL MATTERS
.1 VENDOR has read and understands all the General Terms and Conditions in this document, and agrees to be bound by them, and is authorized to submit proposals on behalf of their entity. .2 The VENDOR has noted any and all relationships that might be conflicts of interest and included such information with their proposal response.
.3 The proposal submitted conforms to all item specifications, these General Terms and Conditions, and any other instructions, requirements, or schedules outlined or included in this proposal invitation.

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.4 If this proposal is accepted, in whole or in part, the proposing entity will furnish any item(s) awarded to them under this proposal invitation to REGION 4 at the price proposal, and in accordance with the item specifications and the terms and conditions contained in this proposal invitation. .5 The proposing entity has, or has the ability to obtain, such financial and other resources, including inventories, as may be required to fulfill all the responsibilities associated with this proposal. .6 The proposing entity has a high degree of integrity and business ethics, and a satisfactory record of performances, and has not been notified by any local, state, or federal agency with competent jurisdiction that its standing in any matters whatsoever would preclude it from participating in this proposal, it would in no other way whatsoever be disqualified to proposal or receive any award or contract related to this proposal, and the VENDOR will comply with any reasonable request from REGION 4 to supply any information sufficient to substantiate the proposing entity's ability to meet these minimum standards. .7 The VENDOR has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the submitted bid.
.8 The VENDOR is not currently delinquent in the payment of any franchise tax owed to the State of Texas. .9 The proposing entity has identified and disclosed in this written proposal response any and all known or suspected matters that would disqualify it from participating in this proposal or receiving any award or contract related to this proposal, recognizing that the VENDORS failure to identify and disclose in this proposal response any such matters which do exist is a material breach of contract which will void the submitted proposal or any resulting contracts, and subject the proposing entity to be removed from all proposal lists, and possible criminal prosecution.
.10 The proposing entity has obtained and will continue to maintain, during the entire term of this contract, all permits, approvals, or licenses necessary for the lawful performance of its obligations under this contract. .11 The prices, prompt payment discount terms, delivery terms, distribution allowances, and the quality and/or performance of the products and services offered in the proposal response are and will remain the same or better than those offered to the VENDOR's most favored customer under equivalent circumstances. .12 The proposing entity will comply with all laws relating to intellectual property, will not infringe on any third party's intellectual property rights, and will indemnify, defend, and hold REGION 4 and its Members harmless against any claims for infringement of any copyrights, patents, or other infringements related to its activities under this contract.
.13 The proposal submitted complies with all federal, state, and local laws concerning these types of products or services, and the proposing entity will continue to comply with any applicable federal, state, and local laws related to the proposing entity's activities in connection with this contract. .14 The proposing entity will maintain, at the proposing entity's expense, any insurance necessary to protect REGION 4 and its Members from all claims for bodily injury, death, or property damage that might arise from the performance by the proposing entity or the proposing entity's employees or its agents of any service required of the proposing entity under this contract; however, the existence of such insurance will not relieve the proposing entity of full responsibility and liability damages, injury, death, or loss as described or as otherwise provided for by law.
.15 Neither REGION 4 nor any of its Members shall be liable to the VENDOR for any damages (including, but not limited to, loss of profits or loss of business, or any special, consequential, exemplary, or incidental damages) in the event that REGION 4 declares the VENDOR in default. .16 VENDOR understands that signing the proposal with any false statement is a material breach of contract which will void the submitted proposal or any resulting contracts and subject the VENDOR to removal from all proposal lists, and possible criminal prosecution.
.17 Unless otherwise provided for in this proposal invitation, any written notice or other communication required by this proposal or by law will be conclusively deemed to have been given and received on the second business day after such written notice has been deposited in the U.S. Mail, properly addressed, and with sufficient postage affixed thereto, provided such notice shall not prevent the giving of actual notice in any other manner. Such notice shall also be deemed to be delivered to Vendor upon sending an email to the Vendor’s email address provided in the Vendor’s response to the RFP or at such other email address provided by Vendor.

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24 EQUAL EMPLOYMENT OPPORTUNITY (EEO) DISCLOSURES
By submission of a proposal, the VENDOR agrees that in the performance of any contract resulting from any award under this proposal, the proposing entity will comply with all applicable equal employment opportunity laws and regulations, including, but not limited to an agreement not to deny any benefit to, exclude from any opportunity, or discriminate in any way against, any applicant, employee, or any other person because of age, color, creed, gender, handicapping condition, marital status, national origin, political affiliation or belief, race, religion, or veteran status.

The proposing entity agrees that during the period of any contract resulting from any award under this proposal invitation will remain, in compliance with Executive Order 11246, entitled "Equal Employment Opportunity" as amended by Executive Order 11375, and as supplemented in Department of Labor Regulations (41CFR Part 60).

The occurrence of any prohibited discrimination will constitute VENDOR's breach of contract due to a substantial failure by the VENDOR to fulfill its obligations, whereupon REGION 4 may terminate the VENDOR's contract for cause as provided by section entitled "Non-Performance/Termination of Contract." 25 OWNERSHIP OF AND RIGHTS TO USE COPYRIGHTED MATERIALS The VENDOR hereby covenants and warrants that the VENDOR is the owner of and/or has full right and authority to use all of the copyrights incorporated in the scope of the work. The VENDOR agrees that the VENDOR will not contest REGION 4’s right to use any copyrighted material within the scope of work and that the VENDOR will not contest the validity of any copyright arising out of the scope of work performed in accordance with this agreement. VENDOR SHALL INDEMNIFY REGION 4 FOR ANY CLAIMS OR DAMAGES ARISING FROM ANY THIRD-PARTY ALLEGATION THAT REGION 4’S USE OF ANY SUCH MATERIALS ARE A BREACH OF SUCH PARTIES INTELLECTUAL PROPERTY RIGHTS. 26 DISPUTES/VENUE/ATTORNEYS’ FEES
This contract shall be governed by REGION 4 ESC and VENDOR shall have all remedies afforded each by the Uniform Commercial Code, as adopted in the State of Texas, except as otherwise provided in this contract or in statutes pertaining specifically to the State. This contract shall be governed by the laws of the State of Texas, and suits pertaining to this contract may be brought only in the courts of the State of Texas in Harris County.

The prevailing party in any adjudication relating to or arising out of this Agreement shall be awarded all reasonable and necessary attorneys’ fees and costs.
27 WAIVER
No claims or rights arising out of a breach of this contract can be discharged in whole or part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party.
28 INTERPRETATION – PAROLE EVIDENCE
The parties intend this writing as a final expression of their agreement and a complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties and no usage of the trade shall be relevant to supplement or explain any terms used in this agreement. Acceptance of acquiescence in a course of performance rendered under this agreement shall not be relevant to determine the meaning of this agreement even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. Whenever a term defined by the Texas Business & Commerce Code is used in this agreement, the definition contained in the Code shall be controlling.

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29 RIGHT TO ASSURANCE
Whenever one party to the contract in good faith has reason to question the other party's intent to perform he may demand that the other party give written assurance of his intent to perform. In the event that a demand is made and no assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation of the contract.
30 FUNDING OUT CLAUSE (NON-APPROPRIATION)
Renewal of this Agreement or continuation beyond the current fiscal year, if any, will be in accordance with Texas Local Government Code § 271.903 concerning non-appropriation of funds for multi-year contracts.

Notwithstanding any other provision of this Agreement or obligation imposed on REGION 4 ESC by this Agreement, REGION 4 ESC shall have the right to terminate this Agreement without default or liability to VENDOR resulting from such termination, effective as of the expiration of each budget period of REGION 4 ESC if it is determined by REGION 4 ESC, in REGION 4 ESC’s sole discretion, that there are insufficient funds to extend this Agreement. The parties agree that this Agreement is a commitment of REGION 4 ESC’s current revenue only. Notwithstanding anything to the contrary in this Agreement, the CENTER is obligated to make payments only as approved each year by the CENTER’S Board of Directors. The CENTER’S Board of Directors retains the right to terminate this Agreement at the expiration of each budget period of the CENTER.

To the extent that the CENTER will use federal grant funds to fulfill its obligations under this Agreement, VENDOR acknowledges that federal funds will be used to pay for all or a portion of funds due under this Agreement and that this Agreement is only effective upon receipt of the Notice of Grant Award (“NOGA”) by the CENTER from the awarding agency. As such, if the CENTER does not receive sufficient funding for the services provided in this Agreement, the CENTER may terminate this Agreement without penalty or further obligation to VENDOR, at any time upon written notice to VENDOR. 31 RELATIONSHIP OF PARTIES
It is the intention of the parties that VENDOR be an independent contractor and not an employee, agent, joint venturer, or partner of the CENTER. REGION 4 ESC and VENDOR acknowledge that they do not have a continuing relationship, and that this Agreement is intended only to create a limited relationship for the specific purposes of providing the goods and/or services referenced in this Agreement. Neither party shall have any power or authority to bind or commit, or to assume or create any obligation or responsibility on behalf of, the other party in any respect, contractually or otherwise, to any third party. In the event this Agreement requires the VENDOR’S performance of services by VENDOR’S employees, or persons under contract to VENDOR, to be done on REGION 4 ESC property, the VENDOR agrees that all such work shall be done as an independent contractor and that the persons doing such work shall not be considered employees of REGION 4 ESC. In no event shall either party, or any of its respective officers, agents, or employees, be considered the officers, agents, or employees of the other party. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee, a joint venture, merger, or any business partnership between the CENTER and either VENDOR or any employee or agent of VENDOR.

VENDOR agrees that the CENTER has no responsibility for any conduct of any of VENDOR’S staff, participants, visitors, employees, agents, representatives, personnel, contractors, subcontractors, invitees, or licensees. VENDOR assumes full responsibility for the actions of its staff, participants, visitors, employees, agents, representatives, personnel, contractors, subcontractors, invitees, and licensees while performing any services incident to this Agreement and shall remain solely responsible for their supervision, daily direction and control, payment of salary (including withholdings), workers’ compensation, disability benefits, and like requirements and obligations. As an independent contractor, VENDOR will be solely responsible for determining the means and methods for performing the Services and shall furnish all tools, materials, transportation, and personal incidentals necessary in the performance of the Services. VENDOR shall be responsible for any and all applicable social security and personal income taxes that may become due as a result of any payments made by the CENTER hereunder and VENDOR shall indemnify and hold the CENTER harmless in this regard.

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32 INTELLECTUAL PROPERTY
This Agreement shall not be constructed to convey any rights of ownership or any other license, right, title or interest in the other Party’s trademarks, copyrights, video programs, curriculum, documents, patents or any other intellectual property.
33 RIGHT TO AUDIT
REGION 4 ESC reserves the right to audit the accounting for a period of three (3) years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. REGION 4 ESC shall have the authority to conduct random audits of VENDOR’S pricing that is offered at REGION 4 ESC's sole cost and expense. Notwithstanding the foregoing, in the event that REGION 4 ESC is made aware of any pricing being offered that is materially inconsistent with the pricing under this agreement; REGION 4 ESC shall have the ability to conduct an extensive audit of VENDOR’S pricing at VENDOR’S sole cost and expense. REGION 4 ESC may conduct the audit internally or may engage a third-party auditing firm. In the event of an audit, the requested materials shall be provided in the format and at the location designated by REGION 4 ESC. 34 PROPOSAL ACCEPTANCE
The period for acceptance of this proposal will be sixty (60) calendar days unless the VENDOR indicates a different period.
35 PAYMENT
Prior to authorizing payment to Contractor, REGION 4 shall evaluate Contractor’s performance using the performance standards set forth in all documents constituting this Contract. Contractor shall provide invoices to REGION 4 for Commodities/Services provided/performed. Invoices must be submitted not later than the 15th day of the month after the Services are completed. No payment whatsoever shall be made under this contract without the prior submission of detailed, correct invoices. Subject to the foregoing, REGION 4 must make all payments in accordance with the Texas Prompt Payment Act, Texas Government Code, Chapter 2251. Payments under this Contract may be subject to the availability of appropriated funds. Contractor acknowledges and agrees that payments for services provided under this Contract may be contingent upon REGION 4’s receipt of funds appropriated by the Texas Legislature. 36 LAWS AND REGULATIONS
VENDOR agrees to comply and certifies compliance with, on behalf of itself and any subcontractors (if approved by the CENTER in accordance with this Agreement), and their respective employees, agents, and representatives, all federal, state, and local laws, acts, rules, regulations, and ordinances, as applicable, including, but not limited to the Education Department General Administrative Regulations (“EDGAR”), 2 C.F.R. Parts 200 and 3474, and 34 C.F.R. Parts 75-77 and 81, and Texas Government Code Chapter 2258.

If applicable, VENDOR certifies compliance with all provisions, laws, acts, regulations, rules, and ordinances as detailed in the “Contract Provisions for Non-Federal Entity Contracts under Federal Awards” in Appendix II to 2 C.F.R. Part 200, which is incorporated by reference herein. VENDOR further certifies compliance with all applicable provisions, laws, acts, regulations, rules, and ordinances, including but not limited to those referenced in the CENTER’S Bid Attributes completed by VENDOR, which is incorporated by reference herein. Further, VENDOR agrees to and shall comply with all rules, regulations, policies, procedures, and other requirements of the CENTER and the school campus(es) on which any work is to be performed under this Agreement. VENDOR shall indemnify and hold REGION 4 ESC harmless from and against all claims, demands, suits, actions, judgments, fines, penalties, and liability of every kind arising from the breach of VENDOR’S obligations under this provision.
37 LAW AND WAGE RATES
In the execution of this contract, the VENDOR shall comply with all applicable local, state and federal laws.

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38 DAMAGES
The successful VENDOR will be held responsible for and required to make good, at his own expense, all damages to persons and property caused by carelessness or neglect on the part of their employees. 39 VENDOR ASSURANCE
The VENDOR must supply assurance which warrants that the prompt payment discount terms, delivery terms, distribution allowance, quality and performance of product/services, prices and other conditions/provisions offered in this proposal are the same or better than those offered by the proposing entities most favored customer.
40 VENDOR EXPERIENCE
The VENDOR must be fully prepared with the necessary personnel, materials, machinery and equipment to begin the work promptly and to conduct the work as required in the terms, conditions and specifications of this proposal.

REGION 4 may make investigations as deemed necessary to determine the ability of the VENDOR to perform the work, and the VENDOR shall furnish to the CENTER all information and data as requested. REGION 4 reserves the right to reject any proposal if the evidence submitted by, or investigation of, a VENDOR fails to satisfy REGION 4 that the VENDOR is properly qualified to carry out the obligations of the contract and to complete the work contemplated therein.
41 PROPRIETARY INFORMATION OR TRADE SECRETS
If any of the information requested is considered to be proprietary or a trade secret belonging to the VENDOR, that information should be filed with the proposal in a separate envelope appropriately designated. 42 SURVIVAL
Expiration or termination of the contract for any reason does not release VENDOR from any liability or obligation set forth in the contract that is expressly stated to survive any such expiration or termination, that by its nature would be intended to be applicable following any such expiration or termination, or that is necessary to fulfill the essential purpose of the contract, including without limitation the provisions regarding warranty, indemnification, confidentiality, and rights and remedies upon termination.

All applicable software license agreements, warranties or service agreements that are entered into between VENDOR and REGION 4 ESC under the terms and conditions of the Contract shall survive the expiration or termination of the Contract. All Purchase Orders issued and accepted by VENDOR shall survive expiration or termination of the Contract. All quotations issued by VENDOR shall survive expiration or termination of the Contract where such quotation is furnished inside of the Contract Period or subsequent renewal. 43 SEVERABILITY
In the event that any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions, and the Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it.

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44 EDUCATIONAL RECORDS
VENDOR agrees that VENDOR and its employees, agents, and/or representatives may receive access to student information for certain students of the CENTER or its Participating Member pursuant to this Agreement. VENDOR shall secure the confidentiality of all information and records in accordance with applicable federal and state laws, rules, and regulations, including but not limited to all privacy laws. VENDOR understands that the Family Educational Rights and Privacy Act (FERPA), 20 U.S.C. § 1232g, governs the privacy and security of educational records and information, and VENDOR agrees to abide by FERPA rules and regulations, as applicable. Pursuant to the FERPA, the VENDOR must protect the confidentiality of the CENTER, or its Participating Member, student records and shall not release any information without written consent from the CENTER, or its Participating Member, the student’s parent/guardian, or eligible student unless required to do so by applicable law. VENDOR further acknowledges that to the extent VENDOR, including but not limited to, VENDOR’S staff, employees, and/or representatives, receives confidential CENTER, or its Participating Member, student information during the performance of duties under this Agreement, VENDOR is considered a “school official” in accordance with FERPA and shall not disclose confidential student information or education records except as otherwise permitted by applicable law.

VENDOR shall require its employees and other agents to execute written agreements requiring that such information be kept confidential. The Parties agree to enter into a Data-Sharing Addendum (or similarly titled and intended document) in the event confidential student information is to be shared, as required by applicable law. VENDOR and its employees/ representatives shall at all times abide by applicable laws, including FERPA and the Health Insurance Portability and Accountability Act (HIPAA). VENDOR must destroy any student information received from the CENTER, or its Participating Member when no longer needed for the purposes of the Agreement. VENDOR shall immediately provide notice to the CENTER, or its Participating Member of any violation of the terms of this section. VENDOR shall be solely responsible for any breach of the obligations of this section by any of its employees, agents, representatives, or subcontractors or their employees, agents, or representatives.
45 CENTER’S CONFIDENTIAL INFORMATION
In the course of performing duties under this Agreement, VENDOR may view, obtain, or have access to financial, accounting, statistical, personnel, and other information of a confidential nature concerning students and schools being served by the CENTER and employees of the CENTER or its Participating Member. All such information is confidential and shall not be disclosed, directly or indirectly, to any person other than authorized officials of the CENTER or its Participating Member, either during or after the effective period of this Agreement. VENDOR acknowledges that the CENTER or its Participating Member would be irreparably injured if VENDOR were to disclose such information to third parties not entitled to receive such information or to misappropriate such confidential information for VENDOR’S own purposes or benefit and that money damages would not compensate the CENTER or its Participating Member for such irreparable injury. 46 INVOICING AND PAYMENT
Itemized invoices shall be mailed to the CENTER and directed to the CENTER’S Accounts Payable Department. VENDOR shall submit invoices within a timely manner during the CENTER’S fiscal year in which the good(s) and/or services are purchased, as applicable. Invoices received more than 60 days after the date the work was performed will not be paid by the CENTER. The following requirements apply to invoices submitted for payment:
.1 One invoice shall be submitted per CENTER Purchase Order. .2 Invoice shall bear the following: (a) date of invoice; (b) date(s) of service, if applicable; (c) name of VENDOR; (d) brief description of the item(s), quantity, unit price(s), and extended price(s); (e) if applicable, dates of service(s), including list of services provided daily including dates and amount of time spent performing each service and detailed descriptions of the services provided on each of the dates listed including location where services were provided; (f) VENDOR’S complete mailing address and telephone number.

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.3 Invoice submission shall include any necessary substantiating documentation or information as required by the Agreement; and certification of goods and/or services provided through a signature by a VENDOR company representative.
.4 Invoice shall reference the CENTER Purchase Order Number. .5 Invoice shall be in duplicate.
.6 Invoice shall only be paid for goods/products/equipment/services delivered and accepted by CENTER .7 Advance payment to VENDOR is strictly prohibited unless otherwise determined on a case-by-case basis. .8 VENDOR is required to submit to the CENTER a completed IRS Form W-9 for the current tax year and all other forms required by the CENTER (e.g., Felony Conviction Notice, Conflict of Interest Questionnaire, etc.) before payment is rendered.
.9 In accordance with Texas Government Code §2251.021, payments are due to VENDOR within forty-five (45) days after the later of the following: (1) the date CENTER receives the goods; (2) the date the performance of the service is completed; or (3) the date CENTER receives an invoice for the goods and/or services.

In the event VENDOR presents the CENTER with invoices, statements, reports, etc. that are incomplete, inaccurate or in need of substantial internal research, such action could result in delay of payment. The CENTER will not be responsible for any interest charges and/or late fees because of delayed payment due to time delays caused by inadequate or incomplete information provided in invoices by VENDOR.

VENDOR agrees to pay any subcontractors, if any, the appropriate share of the payment received from the CENTER not later than the tenth (10th) day after the date VENDOR receives the payment from the CENTER.

VENDOR shall be responsible for satisfaction of all applicable IRS standards concerning reporting of income and payments to VENDOR’S subcontractors and/or employees, if any. The exceptions to payments made by the CENTER and/or VENDOR listed in Texas Government Code § 2251.002 shall apply to this Agreement. In the event that VENDOR’S personnel begin work before VENDOR receives a valid purchase order and/or the signing of this Agreement, VENDOR agrees that the CENTER is not liable for payment of such services rendered.

In addition to all other rights and remedies that the CENTER may have, the CENTER shall have the right to setoff, against any and all amounts due to VENDOR by the CENTER, whether due under this Agreement or any other agreement between the CENTER (including any division of the CENTER) and VENDOR, any sums to which the CENTER is entitled under this Agreement, as determined by the CENTER in its sole discretion, including, without limitation, sums due by VENDOR to the CENTER as a result of indemnification obligations and/or warranty claims.

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STANDARD TERMS AND CONDITIONS FOR
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47 INDEMNIFICATION, REMEDIES, AND GOVERNING LAW/VENUE
.1 TO THE FULLEST EXTENT PERMITTED BY LAW, VENDOR AGREES TO PROTECT, DEFEND,

INDEMNIFY, AND HOLD HARMLESS THE CENTER, ITS DIRECTING BOARD MEMBERS,

TRUSTEES, OFFICERS, EMPLOYEES, AGENTS, AND REPRESENTATIVES, FROM AND AGAINST

ANY AND ALL CLAIMS, LIABILITIES, LOSSES, DAMAGES, COSTS, FINES, PENALTIES, AND

EXPENSES (INCLUDING REASONABLE LITIGATION COSTS AND ATTORNEY'S FEES, INCLUDING

APPEALS), FOR WHICH THE CENTER, ITS DIRECTING BOARD MEMBERS, TRUSTEES,

OFFICERS, EMPLOYEES, AGENTS, AND/OR REPRESENTATIVES, CAN OR MAY BE HELD LIABLE

AS A RESULT OF INJURY (UP TO AND INCLUDING DEATH) TO A PERSON OR PERSONS OR

DAMAGE TO PROPERTY, ARISING OUT OF, OCCASIONED BY, OR IN ANY WAY CONNECTED, DIRECTLY OR INDIRECTLY, WITH THE VENDOR’S PERFORMANCE UNDER THIS AGREEMENT (COLLECTIVELY, “CLAIM”), WHETHER OR NOT THE CLAIM ARISES FROM THE NEGLIGENCE,

WILLFUL ACT, BREACH OF CONTRACT, OR VIOLATION OF LAW BY VENDOR, ITS EMPLOYEES,

AGENTS, CONTRACTORS, OR SUBCONTRACTORS, EXCEPT FOR CLAIMS ARISING ENTIRELY

FROM THE WRONGFUL ACTS, OMISSIONS, OR NEGLIGENCE OF THE CENTER, OR ITS AGENTS, EMPLOYEES OR REPRESENTATIVES. ALL OBLIGATIONS AS SET FORTH IN THIS SECTION SHALL SURVIVE THE EXPIRATION, COMPLETION, OR TERMINATION OF THIS AGREEMENT. .2 It is agreed with respect to any legal limitations now or hereafter in effect and affecting the validity or enforceability of the aforementioned indemnification obligation, such legal limitations are made a part of the indemnification obligation to the minimum extent necessary to bring the provision into conformity with the requirements of such limitations, and as so modified, the indemnification obligations shall continue in full force and effect.
.3 Nothing in this Agreement shall be construed to create a claim or cause of action against the CENTER for which it is not otherwise liable, to waive any immunity or defense to which the CENTER may be entitled, or to create an impermissible deficiency debt of the CENTER. .4 REGION 4 ESC and VENDOR shall have all remedies afforded each by the Uniform Commercial Code, as adopted in the State of Texas, except as otherwise provided in this Agreement or in statutes pertaining specifically to Texas governmental entities.
.5 This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its provisions on conflicts of laws. The mandatory and exclusive venue for the adjudication or resolution of any dispute arising out of or relating to this Agreement shall be a court of competent jurisdiction in Harris County, Texas.
.6 VENDOR hereby assigns the CENTER any and all claims for overcharges associated with this Agreement under the antitrust laws of the United States, 15 USCA Section 1, et seq., and which arise under the antitrust laws of the State of Texas, Tex. Bus. & Com. Code, Section 15.01, et. seq. 48 QUALITY, WARRANTY, AND SUBSTITUTIONS
In addition to the guarantees and warranties provided by law, by accepting this Agreement, VENDOR hereby expressly guarantees, warrants, and represents that:
.1 all products/goods and/or services supplied and/or furnished under this Agreement are of high quality, free from all defects in material and workmanship, free from defects in design, meet or exceed and exactly conform in all respects to all terms and requirements of this Agreement (including any drawings, specifications, and/or standards incorporated herein, including, without limitation, those detailed in the procurement solicitation issued by the CENTER) and all applicable REGION 4 ESC specifications and requirements, and are suitable for and will perform in accordance with the ordinary, intended purpose(s) as well as any special purposes specified by REGION 4 ESC, for a period of one (1) year from the date of the CENTER’S acceptance of the goods and/or services or payment of the applicable invoice, whichever is later. All warranties shall survive delivery of the goods and completion of the services; neither the CENTER’S acceptance of, nor payment for, said goods and services shall constitute a waiver or modification of any of the warranties of VENDOR, or the rights of REGION 4 ESC; Packet Page. 668

STANDARD TERMS AND CONDITIONS FOR
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.2 any goods delivered to the CENTER will be new (i.e., previously unused, non-floor model, in their original packaging, and have not been reconditioned, remanufactured, repackaged, returned, damaged, or refurbished), unless otherwise specified;
.3 all services performed by VENDOR or its subcontractors and all material used on REGION 4 ESC’s behalf, will be completely paid for and that there are no materialman’s or other liens attached to the goods, products, merchandise, materials, or services which are provided to REGION 4 ESC; .4 the goods to be delivered hereunder will not infringe on any valid intellectual property right, including any patent, trademark, trade name, or copyright, and that VENDOR will, at VENDOR’S expense, defend any and all actions or suits charging such infringement and will save REGION 4 ESC, its trustees, agents, and employees, harmless in case of any such action or suit; .5 the goods to be delivered hereunder will be manufactured, sold, and/or installed in compliance with the provisions of all applicable federal, state, and local laws and regulations; .6 VENDOR shall uphold the manufacturer’s standard warranty on any products. This warranty shall provide for replacement of defective merchandise, parts and labor, and include pick-up and delivery from the specified CENTER location effective from the date of delivery. VENDOR shall assume all liabilities incurred within the scope of consequential damages and incidental expenses, as set forth in the VENDOR or manufacturer's warranty, which result from either delivery or use of product, which does not meet the specifications within this Agreement or the procurement solicitation, if any; .7 Substituting without the prior approval of a REGION 4 Member placing the order will constitute a breach of contract by the vendor, which may result in the initiation of actions covered in the section entitled "NonPerformance/Termination of Contract" and the associated financial impacts attached thereto and may jeopardize any future business from the CENTER.; and
.8 nothing contained herein shall exclude or affect the operation of any implied warranties otherwise arising in favor of REGION 4 ESC.
.9 All products provided or installed under this contract must be in the best possible condition and will be subject to inspection, testing, and approval by REGION 4 and its Members. 49 LICENSES AND PERMITS; PERFORMANCE
For the entire effective period of this Agreement, VENDOR represents and warrants that VENDOR (and, if approved by the CENTER, any and all subcontractors): (1) has the experience, qualifications, licenses, and certifications required to provide the goods and/or services pursuant to this Agreement; and (2) shall maintain all required licenses, certifications, permits, and any other documentation and/or authorization(s) necessary to perform this Agreement, including, without limitation, authorizations required by any governing entity(ies), including, but not limited to, the City of Houston, Harris County, the State of Texas, and the like. VENDOR must comply with all state and local building code requirements unless otherwise specifically provided in the REGION 4 ESC’s purchase or work order, and VENDOR must pay all fees and charges for connections to outside services and for use of property outside the project site. When required or requested by REGION 4 ESC, VENDOR shall furnish REGION 4 ESC with satisfactory proof of VENDOR’S compliance with this provision.

Further, VENDOR agrees that VENDOR’S goods will be provided, and/or services will be performed, with reasonable care, skill, judgment, and experience in a professional business-like manner, with no direct supervision from the CENTER. VENDOR shall employ only orderly and competent workers, skilled in the performance of the services, if any, which shall be performed under this Agreement. If VENDOR is unable to complete the work in this manner based on the mutually agreed upon timeline, VENDOR shall notify the CENTER’S Director of Procurement in writing.

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STANDARD TERMS AND CONDITIONS FOR
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50 SUPPORT
VENDOR shall provide timely and accurate technical advice and sales support to REGION 4 ESC and REGION 4 ESC staff. VENDOR shall respond to requests for customer support within one (1) business day after receipt of the request. VENDOR shall promptly provide training to REGION 4 ESC staff regarding products and/or services supplied by VENDOR, at no additional charge, if requested by REGION 4 ESC. 51 NO WAIVER OF BREACH
Failure of REGION 4 ESC to insist upon strict performance of any of the terms and conditions hereof, or failure or delay to exercise any rights or remedies provided herein or by law or to properly notify successful VENDOR in the event of breach, or the acceptance of or payment for any goods hereunder shall not release VENDOR from any of the warranties or obligations of this Agreement, and shall not be deemed to waive any right of REGION 4 ESC to insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless of when shipped, received or accepted, or as to any prior or subsequent default hereunder; nor shall any purported oral modification or rescission of an Agreement, contract or service agreement by REGION 4 ESC operate as a waiver of any of the terms hereof. 52 NO WAIVER OF IMMUNITY
The execution of this Agreement and the performance by the CENTER of any of its obligations hereunder do not, and are not intended to, waive or relinquish, and the CENTER shall not waive or relinquish, any governmental, sovereign immunity or defense from or to liability or prosecution available to the CENTER, its trustees, officers, employees, or agents under federal or Texas laws. Nothing in this Agreement shall be constructed as creating any personal liability on the part of any trustee, officer, employee, or representative of REGION 4 ESC.
53 PRODUCT RECALLS
VENDOR shall notify the REGION 4 ESC’s PROCUREMENT CONTRACT SPECIALIST immediately if a product recall is instituted on any good and/or service VENDOR has delivered or if VENDOR discovers or becomes aware of any quality or other deficiency in the delivered goods and/or services. This requirement shall survive payment and acceptance of the goods and/or services. 54 TEXAS HAZARD COMMUNICATION ACT
It is the policy of REGION 4 ESC to comply with applicable federal law and the Texas Hazard Communication Act, Texas Health and Safety Code Chapter 502. Therefore, it is necessary to require that all suppliers provide REGION 4 ESC with a current and accurate Safety Data Sheet (SDS), if applicable, for all items sold to REGION 4 ESC, including, but not limited to: products which may contain hazardous substances, create hazardous substances as a by-product, cause harmful physical effects, or otherwise be considered hazardous. VENDOR shall be solely responsible to promptly obtain and provide to REGION 4 ESC all necessary SDSs from suppliers of items under this Agreement, as applicable. A separate sheet shall be provided for each individual item (if required) when purchase is made, as well as when the proposal is submitted. The SDSs must conform to the most current requirements of the Hazard Communication Standard issued by the Occupational Safety and Health Administration (OSHA) and codified as 29 CFR Section 1910.1200.
55 HAZARDOUS MATERIALS
In the performance of VENDOR’S services, VENDOR shall not cause any release of hazardous substances, including but not limited to asbestos, or contamination of the environment, including the soil, the atmosphere, or any water course or ground water. VENDOR shall be liable for any claims or damages resulting from such release of or exposures to any such substances as a result of VENDOR’S activities.

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STANDARD TERMS AND CONDITIONS FOR
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56 TEXAS PUBLIC INFORMATION ACT
.1 The Parties acknowledge that REGION 4 ESC is obligated to strictly comply with the Texas Public Information Act (TPIA), Chapter 552, Texas Government Code, in responding to any request for public information pertaining to this Agreement, as well as any other disclosure of information required by applicable Texas law. All VENDOR Agreements shall be in compliance with the TPIA. .2 All documents exchanged or created in connection with and communications regarding this solicitation or any Agreement with the CENTER are governed by the TPIA. .3 Documents submitted and communications regarding a VENDOR’S proposal response to a solicitation may be deemed confidential during the evaluation process, as provided in Texas Government Code, Subchapter C, Section §552.104, “Exception: Information Related to Competition or Bidding.” .4 The requirements of Subchapter J, Chapter 552, Government Code, may apply to this bid and Agreement, and the contractor or VENDOR agrees that the Agreement can be terminated if the contractor or VENDOR knowingly or intentionally fails to comply with a requirement of that subchapter. .5 Upon the written request of the CENTER, VENDOR will promptly provide specified contracting information exchanged or created under this Agreement. VENDOR waives any claim against and releases from liability the CENTER, its trustees, officers, employees, agents, and attorneys with respect to disclosure of information provided under or in this Agreement or otherwise created, assembled, maintained, or held by either party and determined by the CENTER, the Attorney General of Texas, or a court of law to be subject to disclosure under the Texas Public Information Act, Chapter 552, Texas Government Code. .6 VENDORS should consult with their legal counsel regarding disclosure issues and take the appropriate precautions to safeguard trade secrets, or any other proprietary information before responding to this procurement solicitation. Should VENDOR’S response to this procurement solicitation include trade secrets or proprietary information, or other technical information, documentation and/or expertise that the VENDOR considers confidential, VENDOR must either (1) conspicuously mark such information as being confidential or, (2) if the information is delivered in oral form, summarize the information in writing within ten (10) REGION 4 ESC business days and identify it as being confidential (“Confidential Information”).

REGION 4 ESC shall not be held liable for disclosure of information that is not conspicuously marked or identified as Confidential Information in accordance with the aforementioned process. All requests to secure trade secrets must be accompanied by factual evidence of potential loss of competitive or economic harm.
.7 VENDOR shall immediately notify the CENTER if VENDOR receives from any third-party a request for information (including, but not limited to, a subpoena), which pertains to the documentation and records maintained by VENDOR on behalf of the CENTER pursuant to this Agreement. VENDOR shall provide a copy of such request to the CENTER, unless otherwise prohibited by law. 57 NO THIRD-PARTY BENEFICIARIES
Nothing in this Agreement shall be deemed or construed to create any third-party beneficiaries or otherwise give any third party any claim or right of action against any party to this Agreement. 58 NOTICE
Any notice provided under the terms of this Agreement by either party to the other shall be in writing and may be effected by certified mail, return receipt requested. Notice to either party shall be sufficient if made or addressed to the address listed in the signature line of this Agreement. Each party may change the address to which notice is to be sent to that party by giving notice of such change to the other party by certified mail, return receipt requested.
59 NON-EXCLUSIVITY
Nothing in this Agreement may be construed to imply that VENDOR has the exclusive right to provide the CENTER with goods and/or services. During the effective period of this Agreement, the CENTER reserves the right to use all available resources to procure other goods and/or services as needed, and doing so will not violate any rights of VENDOR. In addition, nothing in this Agreement may be construed to require that the CENTER purchase any specific amount, quantity, or quota of goods and/or services from VENDOR.

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60 INTELLECTUAL PROPERTY
VENDOR represents and warrants that it has all intellectual property rights necessary to enter into and perform its obligations in this Agreement.
61 INDEBTEDNESS
VENDOR represents that to the best of its knowledge it is not indebted to the CENTER. Indebtedness to the CENTER may be grounds for termination of this Agreement. 62 FEDERAL GRANT REQUIREMENTS
.1 All contracts under federal awards must meet federal, state and local requirements. .2 The Agreement shall only be effective upon receipt by the CENTER of the Notice of Grant Award (NOGA) from the federal/state awarding agency.
.3 The Agreement term/period shall be aligned to the grant period of availability, as stated on the NOGA from the federal/state awarding agency (period of availability). .4 All services shall be completed during the effective dates of the Agreement. .5 All services shall be invoiced monthly after services are received (rather than paid lump sum at the beginning of the period of availability before services are rendered) and shall only be paid upon verification of receipt of services.
.6 The regulations for procurement in 2 CFR § 200.317-327 shall be followed by REGION 4 ESC in issuing the Agreement.
.7 All professional services provided under the Agreement will follow the provisions of 2 CFR § 200.459 Professional service costs.
.8 The Agreement shall identify the funding sources that will be used for the goods and/or services to be provided, including the specific amount and/or percentage of the total contract amount to be charged to each funding source.
.9 The Agreement shall identify and lists only reasonable, necessary, and allocable services to be provided during the period of availability of the funding sources listed in the Agreement. .10 The administrative costs charged to the grant in the Agreement must comply with any limitations for administrative costs for funding sources (if applicable). .11 The Agreement shall specify that the invoice provided by the VENDOR will include the list of services provided, dates of services, and location(s) where services were provided during the billing period. .12 If the source of funds for this purchase is federal funds, the following federal provisions apply, as applicable: the Davis-Bacon Act (40 U.S.C. § 276a / 29 CFR Part 5), the Copeland “Anti-Kickback” Act (18 U.S.C. § 874 / 29 CFR Part 5), the Equal Opportunity Employment requirements (Executive Orders 11246 and 11375 / 41 CFR Chapter 60), the McNamara-O’Hara Service Contract Act (41 U.S.C. 351), Section 306 of the Clean Air Act (42 U.S.C. § 1857h), Section 508 of the Clean Water Act (33 U.S.C. § 1368), Executive Order 11738, Environmental Protection Agency regulations (40 CFR Part 15), the Contract Work Hours and Safety Act (40 U.S.C. § 3701-3708; 29 C.F.R. Part 5), Byrd Anti-Lobbying Amendment (31 U.S.C. 1352), Debarment and Suspension (Executive Orders 12549 and 12689), the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR Part 200), the Education Department General Administrative Regulations, 2 C.F.R. Parts 200 and 3474, and 34 C.F.R. Parts 75-77, 79, 81-82, 84, 86, and 97-99 (“EDGAR”), mandatory standards and policies contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871), and all federal certifications and other requirements of federal law, including but not limited to those included within REGION 4 ESC’s Bid Attributes and those mandated by federal agencies making award(s) of federal funds to REGION 4 ESC. Without limitation to the forgoing, Region 4 has and will comply with all requirements related to contracting with small and minority businesses, women’s business enterprises, and labor surplus area firms, as set forth in 2 C.F.R. § 200.321. Region 4 has and does solicit all qualified small and minority businesses and women’s business enterprises. VENDOR shall comply with 2 C.F.R. § 200.321 in its own sub-contracting practices.

Packet Page. 672
Packet Page. 673
25-04 Addendum 1
B&H Photo-Video-Pro-Audio
B & H Foto & Electronics Corp.

Supplier Response
Event Information
Number: 25-04 Addendum 1
Title: Audio Visual Solutions and Services
Type: Request for Proposal - Region 4 ESC
Issue Date: 4/16/2025
Deadline: 5/29/2025 02:00 PM (CT)
Notes: Oral communications concerning this RFP shall not be binding and shall in no way excuse an Offeror of the obligations set forth in this proposal.

Only online proposals will be accepted. Proposals must be submitted via Region 4 ESC's online procurement system:
region4esc.ionwave.net.

No manual, emailed, or faxed proposals will be accepted.

Contact Information
Address: Procurement
7145 West Tidwell Road
TX 77092
Email: [email protected]

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Mayor and City CouncilAugust 19, 2026

Mayor and City Council
August 19, 2026