Cities Index.
Agenda, second session

San Bruno City Council
August 25, 2026

Document
Agenda, second session
Meeting
August 25, 2026
Body
San Bruno City Council
Pages
10
Original file
17.8 MB
Text extracted from the city's file for reading and search. Open the original on www.sanbruno.ca.gov. That file is the official record.

"The City With a Heart"
Rico E. Medina, Mayor
Sandy Alvarez, Vice Mayor
Tom Hamilton, Councilmember, District 2
Michael Salazar, Councilmember, District 3
Marty Medina, Councilmember, District 4
AGENDA
SAN BRUNO CITY COUNCIL REGULAR MEETING
August 25, 2026
7:00 PM
IN PERSON* MEETING LOCATION
San Bruno Recreation and Aquatic Center, Community Room 251 City Park Way
San Bruno, CA 94066
*Please turn off all electronic devices before the start of the meeting to prevent disruptions*
TELECONFERENCE MEETING CONNECTION
Zoom Link
https://sanbruno­ca­gov.zoom.us/j/88424368488?
pwd=yoHSDMKPoHgEGmuaX9fPIpXspEkTA1.1
Phone Line: 1­646­558­8656
Webinar ID: 884 2436 8488
Webinar Password:  031944
PUBLIC COMMENT: In person attendees who want to provide public comment, will be asked to fill out a speaker card and turn it into the City Clerk. Public comment may also be emailed to [email protected]. Comments received via email will not be read aloud during the meeting. Under the Brown Act, the City is only obligated to allow public comment on topics that are within the subject matter jurisdiction of the City Council. If a speaker is commenting on a topic that is not within the City Council’s subject matter jurisdiction, the City reserves the right to pause the timer and ask the speaker to comport his or her comments consistent with the Brown Act’s requirements. If the speaker is unable to do so, the City reserves the right to consider the speaker disruptive and remove them from the meeting.

ACCESSIBILITY: In compliance with the Americans with Disabilities Act, individuals requiring special accommodations or modifications to participate in this meeting should contact the City Clerk’s Office 48 hours prior to the meeting at (650) 616­7061 or [email protected]
.

PUBLIC RECORDS: Any public writings related to an open session item on a regular meeting agenda and distributed by the City to at least a majority of the City Council less than 72 hours prior to this meeting are available for public inspection at the City Clerk's Office at City Hall located at 567 El Camino Real, San Bruno, California during normal business hours. In addition, the City may post such documents on the City’s Website at sanbruno.ca.gov/AgendaCenter .

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. PUBLIC COMMENTS FOR ITEMS NOT ON THE AGENDA
Individuals allowed up to three minutes, subject to the Mayor’s discretion based on the anticipated length in the meeting. It is the Council’s policy to refer matters raised in this forum to staff for investigation and/or action where appropriate. The Brown Act prohibits the Council from discussing or acting upon any matter not agendized pursuant to State Law.

5. CONSENT CALENDAR
All items are considered routine or implement an earlier Council action and may be enacted by one motion; there will be no separate discussion, unless requested. There will be a single public comment period for all items in this section unless a Councilmember requests to pull an item for a separate vote. a. Approve the Draft Special and Regular Meeting Minutes for the Meetings of July 28, 2026 b. Approve Accounts Payable for July 27, 2026, August 3, 2026, August 10, 2026, and August 18, 2026
c. Accept Payroll for July 26, 2026 and August 9, 2026
d. Approve Investment Report Dated July 31, 2026
e. Consider Adoption of a Resolution Authorizing the City Manager to Execute an Agreement with BRYCER, LLC dba The Compliance Engine, for Fire and Life Safety Compliance Reporting Services
f. Consider Adoption of a Resolution Authorizing the City Manager to Execute a Reimbursement Agreement, in Substantially the Form Presented, with Toll Brothers in an Amount Not to Exceed $305,000 for the Construction Costs Associated with Enlarging a Privately Maintained Stormwater Treatment Basin Serving the Crestmoor Residential Development Located at 300 Piedmont Avenue, for the Purposes of Providing LID/C3 Stormwater Treatment for the future City owned Crestmoor Fields
g. Consider Adoption of a Resolution Approving (1) a Clinician Services Agreement Between the City of San Bruno, the City of Pacifica, and Janella Juan for Community Wellness and Crisis Response Team (CWCRT) Clinician Services for a Total Amount Not to Exceed $166,400 for the City of San Bruno, and (2) an Agreement Between the County of San Mateo Behavioral Health and Recovery Services (BHRS), the City of San Bruno, and the City of Pacifica for the CWCRT Program through June 30, 2028 for a Total Amount Not to Exceed $4,000; and Authorizing the City Manager to Execute Both of the Agreements h. Consider Adoption of a Resolution Authorizing the City Manager to Negotiate and Execute a Three­Year Renewal Agreement with T2 Systems, Inc. Including Applicable Addenda with T2 Systems Canada, Inc., for Software, Connectivity, Payment Processing, Technical Support, and Related Services for the Downtown Paid Parking Program in Substantially the Form Attached, Subject to Any Revisions Approved by the City Attorney, in an Amount Not to Exceed $150,000; and Determining the Project is Exempt Under the California Environmental Quality Act
i. Consider Adoption of a Resolution Approving the Recommendation from the Culture and Arts Commission to Install a Mural at 474 San Mateo Avenue Facing Centennial Plaza j. Consider Adoption of a Resolution Authorizing the City Manager to Execute a Services Agreement with Recology San Bruno for Illegal Dumping Collection Services on Caltrans­Owned Property in an Amount Not to Exceed $200,000 for a One­Year Term and Determining the Project is Exempt Under the California Environmental Quality Act

6. CONDUCT OF BUSINESS
Public comment will be requested after each topic in this section a. Consider Introducing, Reading by Title Only, and Waiving Further Reading of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Amending Chapter 6.48 of the San Bruno Municipal Code Regarding Penalties for False Alarms”; Consider Adoption of a Resolution Establishing Administrative Penalties for Repeated False Alarms Pursuant to Chapter 6.48 of the San Bruno Municipal Code, and Adoption of a Resolution Authorizing the Police Chief to Execute a Non­Standard Agreement with PMAM Corporation for False Alarm Management and Billing Services

7. STUDY SESSION
Public comment will be requested after each topic in this section a. Community Benefit Fund Update

8. COUNCIL COMMITTEE REPORT OUT

9. COMMENTS FROM COUNCIL MEMBERS

10. CLOSED SESSION
Public comment will be requested after each topic in this section a. Public Employee Performance Evaluation Pursuant to Government Code §54957 Title: City Manager

11. ADJOURNMENT – The next Regular City Council Meeting will be held on September 8, 2026 at 7:00 pm
POSTING: I declare a copy of this agenda was posted at City Hall, 567 El Camino Real, San Bruno, among other locations in the city limits of San Bruno, on August 20, 2026, by 8:00 pm.

1 of 336

"The City With a Heart"
Rico E. Medina, Mayor
Sandy Alvarez, Vice Mayor
Tom Hamilton, Councilmember, District 2
Michael Salazar, Councilmember, District 3
Marty Medina, Councilmember, District 4
AGENDA
SAN BRUNO CITY COUNCIL REGULAR MEETING
August 25, 2026
7:00 PM
IN PERSON* MEETING LOCATION
San Bruno Recreation and Aquatic Center, Community Room 251 City Park Way
San Bruno, CA 94066
*Please turn off all electronic devices before the start of the meeting to prevent disruptions*
TELECONFERENCE MEETING CONNECTION
Zoom Link
https://sanbruno­ca­gov.zoom.us/j/88424368488?
pwd=yoHSDMKPoHgEGmuaX9fPIpXspEkTA1.1
Phone Line: 1­646­558­8656
Webinar ID: 884 2436 8488
Webinar Password:  031944
PUBLIC COMMENT: In person attendees who want to provide public comment, will be asked to fill out a speaker card and turn it into the City Clerk. Public comment may also be emailed to [email protected]. Comments received via email will not be read aloud during the meeting. Under the Brown Act, the City is only obligated to allow public comment on topics that are within the subject matter jurisdiction of the City Council. If a speaker is commenting on a topic that is not within the City Council’s subject matter jurisdiction, the City reserves the right to pause the timer and ask the speaker to comport his or her comments consistent with the Brown Act’s requirements. If the speaker is unable to do so, the City reserves the right to consider the speaker disruptive and remove them from the meeting.

ACCESSIBILITY: In compliance with the Americans with Disabilities Act, individuals requiring special accommodations or modifications to participate in this meeting should contact the City Clerk’s Office 48 hours prior to the meeting at (650) 616­7061 or [email protected]
.

PUBLIC RECORDS: Any public writings related to an open session item on a regular meeting agenda and distributed by the City to at least a majority of the City Council less than 72 hours prior to this meeting are available for public inspection at the City Clerk's Office at City Hall located at 567 El Camino Real, San Bruno, California during normal business hours. In addition, the City may post such documents on the City’s Website at sanbruno.ca.gov/AgendaCenter .

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. PUBLIC COMMENTS FOR ITEMS NOT ON THE AGENDA
Individuals allowed up to three minutes, subject to the Mayor’s discretion based on the anticipated length in the meeting. It is the Council’s policy to refer matters raised in this forum to staff for investigation and/or action where appropriate. The Brown Act prohibits the Council from discussing or acting upon any matter not agendized pursuant to State Law.

5. CONSENT CALENDAR
All items are considered routine or implement an earlier Council action and may be enacted by one motion; there will be no separate discussion, unless requested. There will be a single public comment period for all items in this section unless a Councilmember requests to pull an item for a separate vote. a. Approve the Draft Special and Regular Meeting Minutes for the Meetings of July 28, 2026 b. Approve Accounts Payable for July 27, 2026, August 3, 2026, August 10, 2026, and August 18, 2026
c. Accept Payroll for July 26, 2026 and August 9, 2026
d. Approve Investment Report Dated July 31, 2026
e. Consider Adoption of a Resolution Authorizing the City Manager to Execute an Agreement with BRYCER, LLC dba The Compliance Engine, for Fire and Life Safety Compliance Reporting Services
f. Consider Adoption of a Resolution Authorizing the City Manager to Execute a Reimbursement Agreement, in Substantially the Form Presented, with Toll Brothers in an Amount Not to Exceed $305,000 for the Construction Costs Associated with Enlarging a Privately Maintained Stormwater Treatment Basin Serving the Crestmoor Residential Development Located at 300 Piedmont Avenue, for the Purposes of Providing LID/C3 Stormwater Treatment for the future City owned Crestmoor Fields
g. Consider Adoption of a Resolution Approving (1) a Clinician Services Agreement Between the City of San Bruno, the City of Pacifica, and Janella Juan for Community Wellness and Crisis Response Team (CWCRT) Clinician Services for a Total Amount Not to Exceed $166,400 for the City of San Bruno, and (2) an Agreement Between the County of San Mateo Behavioral Health and Recovery Services (BHRS), the City of San Bruno, and the City of Pacifica for the CWCRT Program through June 30, 2028 for a Total Amount Not to Exceed $4,000; and Authorizing the City Manager to Execute Both of the Agreements h. Consider Adoption of a Resolution Authorizing the City Manager to Negotiate and Execute a Three­Year Renewal Agreement with T2 Systems, Inc. Including Applicable Addenda with T2 Systems Canada, Inc., for Software, Connectivity, Payment Processing, Technical Support, and Related Services for the Downtown Paid Parking Program in Substantially the Form Attached, Subject to Any Revisions Approved by the City Attorney, in an Amount Not to Exceed $150,000; and Determining the Project is Exempt Under the California Environmental Quality Act
i. Consider Adoption of a Resolution Approving the Recommendation from the Culture and Arts Commission to Install a Mural at 474 San Mateo Avenue Facing Centennial Plaza j. Consider Adoption of a Resolution Authorizing the City Manager to Execute a Services Agreement with Recology San Bruno for Illegal Dumping Collection Services on Caltrans­Owned Property in an Amount Not to Exceed $200,000 for a One­Year Term and Determining the Project is Exempt Under the California Environmental Quality Act

6. CONDUCT OF BUSINESS
Public comment will be requested after each topic in this section a. Consider Introducing, Reading by Title Only, and Waiving Further Reading of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Amending Chapter 6.48 of the San Bruno Municipal Code Regarding Penalties for False Alarms”; Consider Adoption of a Resolution Establishing Administrative Penalties for Repeated False Alarms Pursuant to Chapter 6.48 of the San Bruno Municipal Code, and Adoption of a Resolution Authorizing the Police Chief to Execute a Non­Standard Agreement with PMAM Corporation for False Alarm Management and Billing Services

7. STUDY SESSION
Public comment will be requested after each topic in this section a. Community Benefit Fund Update

8. COUNCIL COMMITTEE REPORT OUT

9. COMMENTS FROM COUNCIL MEMBERS

10. CLOSED SESSION
Public comment will be requested after each topic in this section a. Public Employee Performance Evaluation Pursuant to Government Code §54957 Title: City Manager

11. ADJOURNMENT – The next Regular City Council Meeting will be held on September 8, 2026 at 7:00 pm
POSTING: I declare a copy of this agenda was posted at City Hall, 567 El Camino Real, San Bruno, among other locations in the city limits of San Bruno, on August 20, 2026, by 8:00 pm.

2 of 336

"The City With a Heart"
Rico E. Medina, Mayor
Sandy Alvarez, Vice Mayor
Tom Hamilton, Councilmember, District 2
Michael Salazar, Councilmember, District 3
Marty Medina, Councilmember, District 4
AGENDA
SAN BRUNO CITY COUNCIL REGULAR MEETING
August 25, 2026
7:00 PM
IN PERSON* MEETING LOCATION
San Bruno Recreation and Aquatic Center, Community Room 251 City Park Way
San Bruno, CA 94066
*Please turn off all electronic devices before the start of the meeting to prevent disruptions*
TELECONFERENCE MEETING CONNECTION
Zoom Link
https://sanbruno­ca­gov.zoom.us/j/88424368488?
pwd=yoHSDMKPoHgEGmuaX9fPIpXspEkTA1.1
Phone Line: 1­646­558­8656
Webinar ID: 884 2436 8488
Webinar Password:  031944
PUBLIC COMMENT: In person attendees who want to provide public comment, will be asked to fill out a speaker card and turn it into the City Clerk. Public comment may also be emailed to [email protected]. Comments received via email will not be read aloud during the meeting. Under the Brown Act, the City is only obligated to allow public comment on topics that are within the subject matter jurisdiction of the City Council. If a speaker is commenting on a topic that is not within the City Council’s subject matter jurisdiction, the City reserves the right to pause the timer and ask the speaker to comport his or her comments consistent with the Brown Act’s requirements. If the speaker is unable to do so, the City reserves the right to consider the speaker disruptive and remove them from the meeting.

ACCESSIBILITY: In compliance with the Americans with Disabilities Act, individuals requiring special accommodations or modifications to participate in this meeting should contact the City Clerk’s Office 48 hours prior to the meeting at (650) 616­7061 or [email protected]
.

PUBLIC RECORDS: Any public writings related to an open session item on a regular meeting agenda and distributed by the City to at least a majority of the City Council less than 72 hours prior to this meeting are available for public inspection at the City Clerk's Office at City Hall located at 567 El Camino Real, San Bruno, California during normal business hours. In addition, the City may post such documents on the City’s Website at sanbruno.ca.gov/AgendaCenter .

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. PUBLIC COMMENTS FOR ITEMS NOT ON THE AGENDA
Individuals allowed up to three minutes, subject to the Mayor’s discretion based on the anticipated length in the meeting. It is the Council’s policy to refer matters raised in this forum to staff for investigation and/or action where appropriate. The Brown Act prohibits the Council from discussing or acting upon any matter not agendized pursuant to State Law.

5. CONSENT CALENDAR
All items are considered routine or implement an earlier Council action and may be enacted by one motion; there will be no separate discussion, unless requested. There will be a single public comment period for all items in this section unless a Councilmember requests to pull an item for a separate vote. a. Approve the Draft Special and Regular Meeting Minutes for the Meetings of July 28, 2026 b. Approve Accounts Payable for July 27, 2026, August 3, 2026, August 10, 2026, and August 18, 2026
c. Accept Payroll for July 26, 2026 and August 9, 2026
d. Approve Investment Report Dated July 31, 2026
e. Consider Adoption of a Resolution Authorizing the City Manager to Execute an Agreement with BRYCER, LLC dba The Compliance Engine, for Fire and Life Safety Compliance Reporting Services
f. Consider Adoption of a Resolution Authorizing the City Manager to Execute a Reimbursement Agreement, in Substantially the Form Presented, with Toll Brothers in an Amount Not to Exceed $305,000 for the Construction Costs Associated with Enlarging a Privately Maintained Stormwater Treatment Basin Serving the Crestmoor Residential Development Located at 300 Piedmont Avenue, for the Purposes of Providing LID/C3 Stormwater Treatment for the future City owned Crestmoor Fields
g. Consider Adoption of a Resolution Approving (1) a Clinician Services Agreement Between the City of San Bruno, the City of Pacifica, and Janella Juan for Community Wellness and Crisis Response Team (CWCRT) Clinician Services for a Total Amount Not to Exceed $166,400 for the City of San Bruno, and (2) an Agreement Between the County of San Mateo Behavioral Health and Recovery Services (BHRS), the City of San Bruno, and the City of Pacifica for the CWCRT Program through June 30, 2028 for a Total Amount Not to Exceed $4,000; and Authorizing the City Manager to Execute Both of the Agreements h. Consider Adoption of a Resolution Authorizing the City Manager to Negotiate and Execute a Three­Year Renewal Agreement with T2 Systems, Inc. Including Applicable Addenda with T2 Systems Canada, Inc., for Software, Connectivity, Payment Processing, Technical Support, and Related Services for the Downtown Paid Parking Program in Substantially the Form Attached, Subject to Any Revisions Approved by the City Attorney, in an Amount Not to Exceed $150,000; and Determining the Project is Exempt Under the California Environmental Quality Act
i. Consider Adoption of a Resolution Approving the Recommendation from the Culture and Arts Commission to Install a Mural at 474 San Mateo Avenue Facing Centennial Plaza j. Consider Adoption of a Resolution Authorizing the City Manager to Execute a Services Agreement with Recology San Bruno for Illegal Dumping Collection Services on Caltrans­Owned Property in an Amount Not to Exceed $200,000 for a One­Year Term and Determining the Project is Exempt Under the California Environmental Quality Act

6. CONDUCT OF BUSINESS
Public comment will be requested after each topic in this section a. Consider Introducing, Reading by Title Only, and Waiving Further Reading of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Amending Chapter 6.48 of the San Bruno Municipal Code Regarding Penalties for False Alarms”; Consider Adoption of a Resolution Establishing Administrative Penalties for Repeated False Alarms Pursuant to Chapter 6.48 of the San Bruno Municipal Code, and Adoption of a Resolution Authorizing the Police Chief to Execute a Non­Standard Agreement with PMAM Corporation for False Alarm Management and Billing Services

7. STUDY SESSION
Public comment will be requested after each topic in this section a. Community Benefit Fund Update

8. COUNCIL COMMITTEE REPORT OUT

9. COMMENTS FROM COUNCIL MEMBERS

10. CLOSED SESSION
Public comment will be requested after each topic in this section a. Public Employee Performance Evaluation Pursuant to Government Code §54957 Title: City Manager

11. ADJOURNMENT – The next Regular City Council Meeting will be held on September 8, 2026 at 7:00 pm
POSTING: I declare a copy of this agenda was posted at City Hall, 567 El Camino Real, San Bruno, among other locations in the city limits of San Bruno, on August 20, 2026, by 8:00 pm. 3 of 336

" The City With a Heart"
Rico E. Medina, Mayor
Sandy Alvarez, Vice Mayor
Tom Hamilton, Councilmember, District 2
Michael Salazar, Councilmember, District 3
Marty Medina, Councilmember, District 4

MINUTES

SAN BRUNO CITY COUNCIL SPECIAL MEETING
July 28, 2026
5:30 PM

1. CALL TO ORDER
The meeting was called to order at 5:30 pm.

2. ROLL CALL
Councilmembers Hamilton, M. Medina, Salazar, Vice Mayor Alvarez, and Mayor R.

M
edina were all present.

3. CLOSED SESSION
a. Public Employee Performance Evaluation Pursuant to Government Code §54957 Title: City Manager
No reportable action was taken
No members of the public wished to speak under this item. b. Public Employee Performance Evaluation Pursuant to Government Code §54957 Title: City Attorney
No reportable action was taken.

No members of the public wished to speak under this item.

City council went into closed session at 5:30 pm and returned to open session at 5:49 pm
.

4. STUDY SESSION
a. Receive a Presentation and Provide Feedback on Crestmoor Fields and Related Stormwater Treatment Basin
Community Services Director Travis Karlen presented the item to the City Council and answered questions.

Public Works Senior Civil Engineer Harry Yip answered questions.

Consultant/Project Manager Maurice Kaufman of WC3 answered questions.

City Manager Alex McIntyre made comments in closing.

The fol
lowing members of the public provided comment(s):
• JD Vogt
• Joe Meyer
No reportable action taken.
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Page 2 of 2 ends

5. ADJOURNMENT
This meeting adjourned at 7:02 pm to the next Regular City Council Meeting on August 25, 2026 at 7:00 pm.

These meeting minutes were prepared by Alissa Leonardini, Deputy City Clerk, and presented to the City Council for approval at the regular meeting of August 25, 2026.

______________________________        ______________________________ Alissa Leonardini
Deputy City Clerk
Rico E. Medina
Mayor

5 of 336

"The City With a Heart"
Rico E. Medina, Mayor
Sandy Alvarez, Vice Mayor
Tom Hamilton, Councilmember,
District 2
Michael Salazar,
Councilmember, District 3
Marty Medina, Councilmember,
District 4

MINUTES

SAN BRUNO CITY COUNCIL REGULAR MEETING
July 28, 2026
7:00 PM

1. CALL TO ORDER
The meeting was called to order at 7:08 pm.

2. ROLL CALL
Councilmembers Hamilton, M. Medina, Salazar, Vice Mayor Alvarez and Mayor R.

Medina were all present.

3. 4.

PLEDGE OF ALLEGIANCE
Mayor R. Medina led the pledge.

PUBLIC COMMENTS FOR ITEMS NOT ON THE AGENDA
No members of the public wished to provide public comment.

5. ANNOUNCEMENTS/PRESENTATIONS
a. Join the San Bruno Police Department in celebrating National Night Out on Tuesday, August 4, 2026, from 5:00 pm to 8:00 pm. National Night Out is a community-building campaign that promotes crime prevention awareness, police-community partnerships and neighborhood camaraderie. Throughout the evening, private neighborhood celebrations will take place across the City, with police officers, fire fighters, and other city staff visiting participating communities to connect with residents and celebrate together.
b. The nomination period for the November 2026 General Municipal Election closes on August 7, 2026. This November, Districts 1 and 4, as well as the At-Large Mayor, will be up for election. For information about the November 2026 election, please visit sanbruno.ca.gov/Elections
c. There is no regular City Council meeting on the second Tuesday in August. The next regular City Council meeting will be held on August 25, 2026 at 7:00 pm No members of the public wished to provide public comment.

6. CONSENT CALENDAR
a. Approve the Draft Special Meeting Minutes for June 23, 2026 b. Approve Accounts Payable for July 13, 2026 and July 20, 2026 c. Accept Payroll for June 28, 2026 and July 12, 2026
d. Approve Investment Report Dated June 30, 2026
e. Consider Adoption of a Resolution Authorizing the City Manager to Execute a Memorandum of Understanding with the Rotary Club of San Bruno to Establish a Partnership in Support of Events and Projects that Benefit San Bruno Residents,

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July 28, 2026

Page 2 of 4 ends

and Determining the Project is Exempt Under the California Environmental Quality Act (CEQA)
No items were pulled for a separate vote.

Item e – Councilmember Hamilton pulled item for comment.

No members of the public wished to speak under Consent Calendar.

M/S Hamilton/ Salazar to approve all items on consent. Motion passed unanimously.

7. 8.

PUBLIC HEARING(S)
a. Consider Adoption of a Resolution Authorizing the Adjustment of Various Development Impact Fees, In-Lieu Fees, and Capacity Charges and Making a Finding of Exemption under the California Environmental Quality Act (CEQA) Management Analyst Ashley Crociani introduced the item.

Consultant Terry Madsen of Clear Source presented the item and answered questions.

No members of the public wished to speak under this item.

M/S Hamilton/ M. Medina to adopt the resolution as read by the City Clerk. Motion passed unanimously.
b. Consider Adoption of a Resolution Updating and Establishing Various User and Regulatory Fees and Finding Such Action Exempt Under the California Environmental Quality Act (CEQA)
Consultant Terry Madsen of Clear Source presented the item to the City Council and answered questions.

Community Services Director Travis Karlen answered questions.

The following member(s) of the public provided comment(s):
• Joanna
• Isin
M/S Salazar/ M. Medina to close the public hearing. Motion passed unanimously.

M/S M. Medina/ Alvarez to adopt the resolution as read by the City Clerk. Motion passed unanimously.

CONDUCT OF BUSINESS
a. Consider Adoption of a Resolution Submitting to the Voters at the November 3, 2026 General Municipal Election a Measure that Proposes Adoption of an Ordinance Repealing Initiative Ordinance No. 1284 Relating to Voter Approval to Permit Buildings Exceeding Three Stories or Fifty Feet in Height, Any Increase in Residential Units or Occupancy in Residential Zoning Districts in Excess of Limits Permitted on October 10, 1974, Multistory Parking Structures, and Development that Encroaches Upon, Modifies, Widens or Realigns Crystal Springs Road Between Oak Avenue and Junipero Serra Freeway, and Sneath Lane from El Camino Real to the Westerly City Limits; Requesting that Such Election Be Consolidated with the Statewide General Election Held On That Date; Taking Certain Other Actions; and Finding Such Action Exempt From CEQA; and

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Page 3 of 4 ends

Adopt a Resolution Setting Priorities for Filing Written Arguments and Authorizing Rebuttals for a City Measure to Repeal San Bruno Ordinance No. 1284 Assistant City Manager Joseph Toney presented the item to the City Council and answered questions.

Community Development Director Peter Gilli answered questions.

City Attorney Trisha Ortiz answered questions.

The following member(s) of the public provided comment(s):
• Isin
M/S Hamilton/ M. Medina to adopt the resolution as read by the City Clerk to submit the measure to the voters. Motion passed unanimously.

M/S Hamilton/ Alvarez to adopt the resolution as read by the City Clerk to file written arguments and rebuttals. Motion passed unanimously.

Councilmember Hamilton and Mayor R. Medina will author the written arguments. b. Consider Adoption of a Resolution Submitting to the Voters at the November 3, 2026 General Municipal Election a Measure that Proposes Adoption of an Ordinance to Prohibit the Sale, Use, or Discharge of Safe and Sane Fireworks, Requesting that Such Election be Consolidated with the Statewide General Election held on that Date, Taking Certain Other Actions, and Finding Such Action Exempt From CEQA; and Adopt a Resolution Setting Priorities for Filing Written Arguments and Authorizing Rebuttals for a City Measure that Prohibits the Sale and Use of Safe and Sane Fireworks in the City of San Bruno
Assistant City Manager Joseph Toney presented the item to the City Council and answered questions.

The following member(s) of the public provided comment(s):
• Bob Marshall
• Sean Hinman
• Isin
M/S Alvarez/ Hamilton to adopt the resolution as read by the City Clerk to submit the measure to the voters. Motion passed unanimously.

M/S Salazar/ M. Medina to adopt the resolution as read by the City Clerk to file written arguments and rebuttals. Motion passed unanimously.

Councilmembers Salazar and M. Medina author the written arguments. c. Consider Adoption of a Resolution Submitting to the Voters at the November 3, 2026 General Municipal Election, a Measure to Modernize and Simplify the Business License Tax, Requesting that Such Election be Consolidated with the Statewide General Election Held on that Date and Taking Certain Other Actions; and Adopt a Resolution Setting Priorities for Filing Written Arguments and Authorizing Rebuttals for a City Measure that Modernizes Business License Tax
Assistant City Manager Joseph Toney presented the item to the City Council and answered questions.

City Manager Alex McIntyre, Community Development Director Peter Gilli, City Attorney Trisha Ortiz, and Consultant Ian Davis from HdL answered questions.

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Page 4 of 4 ends

The following member(s) of the public provided comment(s):
• Bob Marshall
• Sean Hinman
• Laura Fanucchi
• Kate Comfort Har
• Rhovy Lyn Antonio
• Anne Oliva
• Fernando Pena
• Noelle Ottoboni
City Council recessed at 10:16 pm and returned at 10:31 pm.

M/S Hamilton/ Salazar to adopt the resolution as read and modified by the City Attorney.

Motion passed unanimously.

M/S Salazar/ Hamilton to adopt the resolution as read by the City Clerk to file written arguments and rebuttals. Motion passed unanimously.

Councilmembers Salazar and Hamilton will author the written arguments.

M/S M. Medina/ Salazar to begin a new item and continue the meeting. Motion passed unanimously.
d. Create Ad Hoc Subcommittee to Review/Update City Council Policies & Procedures Assistant to the City Manager Brian Adam presented the item to the City Council and answered questions.

No members of the public wished to speak under this item.

Councilmembers Hamilton and Salazar were appointed by Mayor R. Medina to serve on the ad hoc committee.

9. COUNCIL COMMITTEE REPORT OUT
The following member(s) of the City Council provided comment(s):
• Councilmember Hamilton

10. COMMENTS FROM COUNCIL MEMBERS
The following member(s) of the City Council provided comment(s):
• Councilmember M. Medina
• Mayor R. Medina

11. ADJOURNMENT
This meeting adjourned at 11:03 pm to the next Regular City Council Meeting on August 25, 2026 at 7:00 pm.

These meeting minutes were prepared by Alissa Leonardini, Deputy City Clerk, for approval at the regular meeting of August 25, 2026.

______________________________        ______________________________ Alissa Leonardini
Deputy City Clerk
Rico E. Medina
Mayor

9 of 336

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: August 25, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Nick Pegueros, Chief Financial Officer
Kathleen O’Malley, Accounting & Customer Service Representative SUBJECT: Accounts Payable Warrant Register
This is to certify that the claims listed on page 1 to 3 inclusive for checks dated July 27, 2026, and/or claims numbered from 224685 through 224825 inclusive, totaling $2,314,675.79, have been checked in detail and approved by the proper officials, and in my opinion, represent fair and just charges against the City in accordance with their respective amounts. The table below summarizes the total paid by Fund.

Fund Fund Name Amount
001 General Fund $427,381.44
121 Federal/State Grants $11,368.17
133 Restricted Revenues $2,734.48
137 Developer Project Contributions $172,310.28
141 Community Development $884.72
142 Recreation & Aquatics Center (RAC) $24,386.98
201 Parks and Facilities Capital $260,282.50
203 Street Improvement Projects $12,345.50
611 Water Fund $19,290.08
621 Stormwater Fund $17,451.14
631 Wastewater Fund $909,687.99
651 Parking Fund $51,522.11
701 Central Garage $1,970.71
702 Facility Maintenance Fund $4,542.87
707 Technology Development $19,577.88
711 Self-Insurance $378,938.94
TOTAL FOR APPROVAL $2,314,675.79
Respectfully submitted,
_________________________
Chief Financial Officer Date
Docusign Envelope ID: 286655E1-E48F-89A4-8104-900DDF1B0D61 7/27/2026
10 of 336 Item 5b.
7/27/2026 1:15:08PM
Positive Pay Listing
City of San Bruno
apPosPay Page: 1
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0001170 AIRGAS USA, LLC 224685 1,064.147/27/2026
0116478 ALEX BOROWSKI 224696 90.007/27/2026
0000274 ALPINE AWARDS INC 224687 115.117/27/2026
0111289 ANTHONY MCKENNA 224763 301.007/27/2026
0106225 ARIES INDUSTRIES, INC. 224689 721.827/27/2026 0116491 ASSOCIAZIONE LUCCHESI NEL MONDO 224759 500.007/27/2026 0017191 AT&T 224690 683.457/27/2026
0015110 AT&T MOBILITY 224691 2,194.287/27/2026
0018465 AT&T MOBILITY 224692 223.377/27/2026
0107032 AXON ENTERPRISE, INC. 224693 5,880.007/27/2026 0001849 BAY AREA WATER SUPPLY & CONSERVATION AGENCY 224808 548.007/27/2026 0109646 BIO CAR CARE 224694 1,175.007/27/2026
0097686 BRIAN SCOTT PRODUCTIONS 224697 495.007/27/2026 0018532 BROADCAST MUSIC INC. (BMI) 224698 13.607/27/2026 0000378 BROADMOOR LANDSCAPE SUPPLY 224699 988.897/27/2026 0108944 BRYAN WONG 224823 315.847/27/2026
0103670 CALIFORNIA BUILDING STANDARDS COMMISSION 224805 927.907/27/2026 0018048 CALLANDER ASSOCIATES LANDSCAPE ARCHITECTURE, INC. 224752 21,878.107/27/2026 0110323 CAPF 224700 855.507/27/2026
0116300 CARLOS NIETO III 224701 400.007/27/2026
0018272 CENGAGE LEARNING INC. 224702 105.487/27/2026
0017284 CHEMSEARCHFE 224704 1,412.447/27/2026
0016324 CINTAS CORPORATION 224705 110.077/27/2026
0098588 CITY OF BURLINGAME 224706 500.007/27/2026
0018401 CITY OF FOSTER CITY 224707 4,078.007/27/2026
0000386 CITY OF SOUTH SAN FRANCISCO 224708 4,420.007/27/2026 0000508 CLEARLITE TROPHIES 224709 60.437/27/2026
0116244 CLEARSOURCE FINANCIAL CONSULTING 224727 5,920.007/27/2026 0104552 COLIN PAGE 224781 310.427/27/2026
0116489 COLLETTE MURPHY 224767 83.847/27/2026
0116256 CONSOR NORTH AMERICA, INC 224711 72,146.317/27/2026 0015857 COUNTY OF SAN MATEO 224712 246.767/27/2026
0091607 COUNTY OF SAN MATEO 224713 1,655.007/27/2026
0017967 COUNTY OF SAN MATEO- AIRPORT COMMUN.ROUNDTABLE FUND 224686 1,500.007/27/2026 0111723 CRI 224714 70,144.507/27/2026
0105894 CRIME SCENE CLEANERS, INC. 224715 160.007/27/2026 0105811 CSAC EXCESS INSURANCE AUTHORITY 224725 15,307.927/27/2026 0018331 CSG CONSULTANTS INC. 224716 20,436.257/27/2026 0015913 DAILY JOURNAL CORPORATION 224717 1,195.387/27/2026 0013926 DEPARTMENT OF CONSERVATION 224719 2,772.167/27/2026 0111921 DEVIL MOUNTAIN WHOLESALE NURSERY, LLC 224822 439.487/27/2026 0103088 DUNN-EDWARDS CORP. 224721 32.047/27/2026
0110123 DUNNIGAN PSYCHOLOGICAL& THREAT ASSESSMENTS, LLC 224812 650.007/27/2026 0111914 E-IKON, LLC 224722 7,425.007/27/2026
0116342 EMILY BIRO 224695 279.007/27/2026
0111687 EMILY DEWOLFE 224720 2,216.507/27/2026
0018899 EOA INC. 224723 1,527.007/27/2026
0116490 ERAN GRABINER 224737 50.007/27/2026
0116485 EVAN SCHIEBER 224797 289.887/27/2026
0000046 EWING IRRIGATION PRODUCTS INC 224724 261.437/27/2026 0112390 FOR GOODNESS SNAKES 224728 600.007/27/2026
0116499 FOXFURY, LLC 224729 2,472.177/27/2026
0018807 GALLS, LLC 224730 1,862.877/27/2026
Page: 1
Docusign Envelope ID: 286655E1-E48F-89A4-8104-900DDF1B0D61

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Positive Pay Listing
City of San Bruno
apPosPay Page: 2
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0016861 GAMETIME 224731 231,582.407/27/2026
0116390 GEOCON CONSULTANTS, INC. 224735 6,743.007/27/2026 0111210 GHIRARDELLI ASSOCIATES, INC. 224736 40,591.727/27/2026 0000162 GRAINGER 224738 403.777/27/2026
0000541 GRANITE ROCK COMPANY 224739 255.797/27/2026
0111486 HD SUPPLY FACILITIES MAINTENANCE, LTD. 224726 570.977/27/2026 0018838 INFOSEND, INC. 224743 6,890.237/27/2026
0112186 INGRAM LIBRARY SERVICES, LLC 224744 668.247/27/2026 0111528 JAMIE COVENTRY 224745 695.007/27/2026
0112387 JANELLA MARGARITA PECSON JUAN 224750 8,896.007/27/2026 0112307 JASON JIMENEZ 224747 500.007/27/2026
0112003 JAYAH FAYE PALEY 224782 185.407/27/2026
0098868 JESSICA JANKOWSKY 224746 1,000.007/27/2026
0116488 JOSE HERNANDEZ 224741 84.007/27/2026
0111776 JOY GAYLE 224734 811.807/27/2026
0000771 JT2 INTEGRATED RESOURCES 224748 24,257.467/27/2026 0018376 JT2 INTEGRATED RESOURCES 224749 7,053.487/27/2026 0108486 K.J. WOODS CONSTRUCTION 224751 856,370.287/27/2026 0017661 KATHY M SCHMIDT 224798 6,782.407/27/2026
0110998 LAZ PARKING ASSOCIATES LLC 224754 49,764.117/27/2026 0103799 LDVALI LLC 224755 598.507/27/2026
0091101 LIEBERT CASSIDY WHITMORE 224757 7,401.507/27/2026 0110309 LOOKINGPOINT, INC. 224758 4,660.957/27/2026
0017026 LYNX TECHNOLOGIES, INC. 224760 6,450.007/27/2026 0112228 MAGNET FORENSICS, LLC 224761 23,023.137/27/2026 0116498 MALINA LAUPUA 224753 500.007/27/2026
0116497 MARIA ANDRADE 224688 386.557/27/2026
0112309 MATT LETHIN 224756 120.007/27/2026
0112371 MAVERICK DATA SYSTEMS 224762 2,500.007/27/2026 0112291 MICHAEL LO SCHIAVO 224796 828.007/27/2026
0092285 MICROMARKETING LLC 224764 10.397/27/2026
0016863 MIDWEST TAPE, LLC 224765 235.447/27/2026
0106447 MOORE,IACOFANO, GOLTSMAN, INC. 224766 385.007/27/2026 0116495 NAPOLEON GARNICA 224733 58.007/27/2026
0105725 NATIONAL ACADEMY OF ATHLETICS 224768 15,111.207/27/2026 0104999 NINYO AND MOORE 224769 12,345.507/27/2026
0116494 NORBERTO ROTHENBERG 224792 50.007/27/2026
0111055 O'REILLY AUTO PARTS 224775 64.867/27/2026
0110243 ODP BUSINESS SOLUTIONS, LLC 224771 1,049.467/27/2026 0105812 OLIVER REICH 224789 810.007/27/2026
0097567 ONE HOUR DRY CLEANING 224773 566.557/27/2026
0116372 OPTONY INC. 224774 6,822.007/27/2026
0018701 ORKIN PEST CONTROL 224776 1,070.157/27/2026
0109702 OUTDOOR SUPPLY HARDWARE 224777 58.967/27/2026 0104416 OVERDRIVE, INC. 224778 2,015.837/27/2026
0000012 PACIFIC GAS & ELECTRIC 224779 17,744.357/27/2026 0103900 PACIFIC LIBRARY PARTNERSHIP 224780 9,641.007/27/2026 0001154 PENINSULA LIBRARY SYSTEM 224783 104,928.007/27/2026 0001327 PENINSULA PUMP & EQUIPMENT INC 224784 72.007/27/2026 0111229 PINPOINT TALENT, LLC 224785 1,530.007/27/2026 0112304 POINT ONE ELECTRICAL SYSTEMS, INC. 224772 1,373.087/27/2026 0108807 POWERDMS, INC. 224786 7,965.657/27/2026
0109760 PRISM 224787 347,628.007/27/2026
0000175 RECOLOGY SAN BRUNO 224788 1,819.337/27/2026
Page: 2
Docusign Envelope ID: 286655E1-E48F-89A4-8104-900DDF1B0D61

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Positive Pay Listing
City of San Bruno
apPosPay Page: 3
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0116477 REINA GARCIA 224732 90.007/27/2026
0103531 RICOH USA, INC. 224790 651.887/27/2026
0110390 ROBERT CHAPMAN 224703 328.567/27/2026
0104306 ROOTX 224791 1,905.537/27/2026
0108012 SALAS O'BRIEN 224794 1,355.007/27/2026
0018597 SAN MATEO DAILY JOURNAL 224795 2,088.007/27/2026 0110592 SEROLOGICAL RESEARCH INSTITUTE 224799 6,450.007/27/2026 0097626 SHARP ELECTRONICS CORP. 224800 996.417/27/2026 0116420 SHERRIE DANDAN 224718 125.007/27/2026
0018962 SHOE DEPOT INC. 224801 807.907/27/2026
0109953 SHRED CITY 224802 63.727/27/2026
0016458 SIADAT ENTERPRISES INC. 224803 381.707/27/2026 0104548 SLOAN SAKAI YEUNG & WONG LLP 224804 20,705.877/27/2026 0091419 SOUTH BAY REGIONAL PUBLIC SAFETY TRAINING CONSORTIUM 224793 7,824.007/27/2026 0109977 STEVE BLANC INVESTIGATIONS 224806 1,900.007/27/2026 0105899 SUN RIDGE SYSTEMS, INC 224807 61,245.007/27/2026 0018073 TEAMSTERS LOCAL 350 224809 3,888.007/27/2026
0015691 TEAMSTERS LOCAL 856 224810 12,179.007/27/2026 0018088 THE UPS STORE #810 224811 117.837/27/2026
0116458 THERESA HARRIS 224740 1,000.007/27/2026
0112354 TONY HO 224742 2,600.007/27/2026
0017133 TURBO DATA SYSTEMS INC 224813 3,516.007/27/2026 0018944 ULINE, INC. 224814 4,285.507/27/2026
0116323 USA SOFTBALL OF NORTHERN CA 224815 1,007.007/27/2026 0108844 VALIANT OCA 224770 301.007/27/2026
0116486 VB GOLF LLC 224816 320.007/27/2026
0111573 VERSATERM PUBLIC SAFETY US,INC 224817 15,000.007/27/2026 0109186 VITAL RECORDS CONTROL 224818 114.527/27/2026
0105955 WEST COAST CODE CONSULTANTS, INC. 224710 41,547.007/27/2026 0104660 WEST YOST ASSOCIATES, INC. 224820 8,765.817/27/2026 0111989 WESTLIGHT ENERGY 224821 17,411.467/27/2026
0112372 WORLD CUP SOCCER CAMPS&CLINICS 224824 2,813.597/27/2026 0109109 WRECO 224825 8,873.757/27/2026
0116496 ZHAOYU WANG 224819 46.007/27/2026
Total count: 141
GrandTotal: 2,314,675.79
Page: 3
Docusign Envelope ID: 286655E1-E48F-89A4-8104-900DDF1B0D61

13 of 336

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO

DATE: August 25, 2026

TO: Honorable Mayor and Members of the City Council

FROM: Alex D. McIntyre, City Manager

PREPARED BY: Nick Pegueros, Chief Financial Officer
Kathleen O’Malley, Accounting & Customer Service Representative

SUBJECT: Accounts Payable Warrant Register

This is to certify that the claims listed on page 1 to 2 inclusive for checks dated August 3, 2026, and/or claims numbered from 224826 through 224909 inclusive, totaling $357,152.66 have been checked in detail and approved by the proper officials, and in my opinion, represent fair and just charges against the City in accordance with their respective amounts. The table below summarizes the total paid by Fund.

Fund Fund Name Amount
001 General Fund $109,182.12
005 Measure G District Sales Tax $16,232.64
121 Federal/State Grants $3,340.37
132 Agency On Aging $32,912.60
133 Restricted Revenues $270.48
137 Developer Project Contributions $59,779.71
141 Community Development $14,666.60
142 Recreation & Aquatics Center (RAC) $90.11
201 Parks and Facilities Capital $8,066.10
207 Technology Capital $850.00
611 Water Fund $35,365.67
621 Stormwater Fund $1,143.43
631 Wastewater Fund $6,113.15
701 Central Garage $4,530.85
702 Facility Maintenance Fund $36,062.21
707 Technology Development $20,808.12
711 Self-Insurance $7,738.50
TOTAL FOR APPROVAL $357,152.66

Respectfully submitted,

_________________________
Chief Financial Officer Date
Docusign Envelope ID: 26BB131F-D2BE-8DAB-809F-3BAC3E8DED12 8/5/2026

14 of 336

8/3/2026 12:34:33PM
Positive Pay Listing
City of San Bruno
apPosPay Page: 1
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0107878 4LEAF, INC. 224826 10,021.078/3/2026
0106435 ACTION TOWING & ROAD SVC. INC. 224827 189.758/3/2026 0018953 ALLIANT INSURANCE SVC. INC. 224829 7,738.508/3/2026 0108804 ALLIED PROPANE SERVICE, INC. 224830 426.498/3/2026 0018976 ALPHA ANALYTICAL LAB. INC. 224831 696.008/3/2026 0110697 AMAZON CAPITAL SERVICES 224832 7,602.978/3/2026 0016123 AT&T 224833 190.758/3/2026
0098916 AT&T 224834 90.118/3/2026
0018465 AT&T MOBILITY 224835 45.528/3/2026
0100526 BAY ALARM COMPANY 224837 243.308/3/2026
0108691 BEARCLOUD 224838 10,958.858/3/2026
0109646 BIO CAR CARE 224839 1,075.008/3/2026
0108944 BRYAN WONG 224908 212.778/3/2026
0017372 CALBO 224840 3,200.008/3/2026
0016324 CINTAS CORPORATION 224842 228.018/3/2026
0016324 CINTAS CORPORATION 224843 441.588/3/2026
0013595 CITY OF SAN BRUNO 224844 1,940.738/3/2026
0013595 CITY OF SAN BRUNO 224845 275.468/3/2026
0116256 CONSOR NORTH AMERICA, INC 224847 59,779.718/3/2026 0110800 CORPORATE CUISINE DBA CREEKSIDE GRILL 224850 32,912.608/3/2026 0097619 DARCY AXIAQ 224836 500.008/3/2026
0018188 DAU PRODUCTS 224849 2,681.158/3/2026
0103088 DUNN-EDWARDS CORP. 224852 288.838/3/2026
0105853 EATON CORPORATION 224853 5,175.008/3/2026
0018799 ECONOMIC&PLANNING SYSTEMS INC. 224854 5,130.008/3/2026 0106036 EDGAR HERNANDEZ 224866 122.118/3/2026
0017300 ENVIRONMENTAL HEALTH FEE 224856 6,449.008/3/2026 0106349 F.A. POLI, INC. 224857 1,130.508/3/2026
0106348 FAST AGGREGATES PRODUCTS,INC. 224858 1,414.778/3/2026 0109510 FIRST ALARM 224859 166.078/3/2026
0001782 FLOWERS ELECTRIC & SVC.CO.INC. 224860 960.008/3/2026 0018784 FRIEDLAND PAINTING 224861 1,500.008/3/2026
0000162 GRAINGER 224862 8,023.448/3/2026
0000541 GRANITE ROCK COMPANY 224863 1,419.688/3/2026
0116452 GREAT WEST FIRE & SAFETY INC. 224864 1,393.338/3/2026 0017004 HERITAGE POOL SUPPLY GROUP,INC 224865 6,904.928/3/2026 0109121 INFORMATION PROFESSIONALS,INC. 224867 480.008/3/2026 0103045 INTERACTIVE RESOURCES, INC. 224868 8,066.108/3/2026 0015531 INTERSTATE BATTERY SYS. OF SF 224869 1,356.768/3/2026 0112387 JANELLA MARGARITA PECSON JUAN 224870 3,285.608/3/2026 0116280 JESSICA POWER 224888 1,928.288/3/2026
0111750 KINETIC KIDS LLC 224871 9,693.468/3/2026
0109706 KNOWBE4 INC. 224872 6,696.008/3/2026
0109978 LINDE GAS & EQUIPMENT INC. 224873 213.288/3/2026 0018177 LOWE'S 224874 5,883.328/3/2026
0116482 MATRIX CONSULTING GROUP, LTD 224875 23,950.008/3/2026 0109974 NOAH AGIUS 224828 257.118/3/2026
0111055 O'REILLY AUTO PARTS 224881 589.638/3/2026
0097567 ONE HOUR DRY CLEANING 224880 934.808/3/2026
0109702 OUTDOOR SUPPLY HARDWARE 224882 3.028/3/2026
0000012 PACIFIC GAS & ELECTRIC 224883 10,147.068/3/2026 0106110 PACIFIC OFFICE AUTOMATION 224884 142.848/3/2026 0106829 PACIFIC OFFICE AUTOMATION INC. 224885 548.338/3/2026 Page: 1
Docusign Envelope ID: 26BB131F-D2BE-8DAB-809F-3BAC3E8DED12

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8/3/2026 12:34:33PM
Positive Pay Listing
City of San Bruno
apPosPay Page: 2
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0001154 PENINSULA LIBRARY SYSTEM 224886 35,149.418/3/2026 0111229 PINPOINT TALENT, LLC 224887 1,147.508/3/2026
0112304 POINT ONE ELECTRICAL SYSTEMS, INC. 224879 638.008/3/2026 0013981 QUILL CORPORATION 224889 412.478/3/2026
0000175 RECOLOGY SAN BRUNO 224890 13,500.008/3/2026
0111849 RICHARD H. ROLFES 224891 1,000.008/3/2026
0112237 RUSSELL CAMFIELD 224841 303.158/3/2026
0111671 RYAN MCCORMACK 224876 87.008/3/2026
0106070 SAFETY-KLEEN SYSTEMS, INC. 224892 347.808/3/2026 0109208 SAN MATEO CONSOLIDATED FIRE DEPT. 224846 1,122.458/3/2026 0094227 SAN MATEO COUNTY FIRE CHIEFS ASSOCIATION 224848 750.008/3/2026 0102917 SFPUC FINANCIAL SERVICES 224893 999.008/3/2026 0111327 SOUTH CENTRAL PLANNING& DEVELOPMENT COMMISSION(SCPDC) 224851 3,226.668/3/2026 0105899 SUN RIDGE SYSTEMS, INC 224894 5,500.008/3/2026 0110968 SUPER SOCCER STARS 224895 4,971.858/3/2026
0101086 T-MOBILE 224898 831.408/3/2026
0109299 TARGET SOLUTIONS LEARNING 224896 3,874.288/3/2026 0002025 TELECOMMUNICATIONS ENGINEERING ASSOCIATES 224855 548.008/3/2026 0097449 TK ELEVATOR CORPORATION 224897 1,876.768/3/2026 0110140 TRUE NORTH COMPLIANCE SERVICES, INC 224878 172.508/3/2026 0018944 ULINE, INC. 224899 3,563.648/3/2026
0018618 UNITED SITE SERVICES INC. 224900 325.938/3/2026 0105876 UNITED STATES TREASURY 224901 52.858/3/2026
0102744 UNIVERSAL BUILDING SERVICES 224902 1,141.588/3/2026 0098625 UPS 224903 25.008/3/2026
0096844 USA BLUE BOOK 224904 4,169.768/3/2026
0109176 USA NORTH 811 FBO DIG SAFE BOARD 224877 4,402.948/3/2026 0111813 VIBO MUSIC SCHOOL 224905 1,344.008/3/2026
0109658 WATER ONE INDUSTRIES, INC. 224906 1,254.708/3/2026 0096893 WILSEY HAM 224907 8,397.508/3/2026
0112343 ZONAR SYSTEMS 224909 312.978/3/2026
Total count: 84
GrandTotal: 357,152.66
Page: 2
Docusign Envelope ID: 26BB131F-D2BE-8DAB-809F-3BAC3E8DED12

16 of 336

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO

DATE: August 25, 2026

TO: Honorable Mayor and Members of the City Council

FROM: Alex D. McIntyre, City Manager

PREPARED BY: Nick Pegueros, Chief Financial Officer
Kathleen O’Malley, Accounting & Customer Service Representative

SUBJECT: Accounts Payable Warrant Register

This is to certify that the claims listed on page 1 to 2 inclusive for checks dated August 10, 2026, and/or claims numbered from 224910 through 225011 inclusive, totaling $693,013.08 have been checked in detail and approved by the proper officials, and in my opinion, represent fair and just charges against the City in accordance with their respective amounts. The table below summarizes the total paid by Fund.

Fund Fund Name Amount
001 General Fund $307,366.05
003 One-Time Revenue $4,962.20
005 Measure G District Sales Tax $6,642.64
122 Solid Waste/Recycle $200.00
133 Restricted Revenues $887.06
137 Developer Project Contributions $22,086.05
141 Community Development $31,380.47
142 Recreation & Aquatics Center (RAC) $11,959.54
201 Parks and Facilities Capital $61,264.35
203 Street Improvement Projects $391.50
611 Water Fund $87,924.32
621 Stormwater Fund $8,900.40
631 Wastewater Fund $57,817.76
701 Central Garage $3,958.37
702 Facility Maintenance Fund $57,960.43
707 Technology Development $12,661.94
711 Self-Insurance $16,650.00
TOTAL FOR APPROVAL $693,013.08

Respectfully submitted,

_________________________
Chief Financial Officer Date
Docusign Envelope ID: B34D90EF-339D-86CD-80FA-3317B28EFBCC 8/10/2026

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8/10/2026 1:17:51PM
Positive Pay Listing
City of San Bruno
apPosPay Page: 1
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0107878 4LEAF, INC. 224910 30,315.888/10/2026
0000163 AIRPORT AUTO PARTS INC. 224911 245.448/10/2026 0106427 AK & COMPANY 224912 2,875.008/10/2026
0104542 ALTA LANGUAGE SERVICES, INC. 224914 276.008/10/2026 0116501 ANDREW GUGLIELMI 224953 55.008/10/2026
0110962 ANGELICA ALI 224913 500.008/10/2026
0116505 ANNA VILLALOBOS 225002 2,000.008/10/2026
0016123 AT&T 224916 1,183.938/10/2026
0107986 ATLAS PLUMBING AND ROOTER,INC. 224917 1,750.008/10/2026 0116502 AUTOMATIC GATES AND ACCESS 224918 3,700.008/10/2026 0107032 AXON ENTERPRISE, INC. 224919 16,363.628/10/2026 0116367 BADGER METER, INC. 224920 26,208.008/10/2026
0001849 BAY AREA WATER SUPPLY & CONSERVATION AGENCY 224993 21,534.758/10/2026 0105737 BAY CITIES PYROTECTOR, INC. 224921 2,760.008/10/2026 0110745 BETTERHELP, INC. 224922 340.008/10/2026
0000378 BROADMOOR LANDSCAPE SUPPLY 224923 470.708/10/2026 0116507 CACCIA HOME SERVICES 224924 3,000.008/10/2026 0111967 CAL WEST RENTALS, INC. 224925 205.008/10/2026 0109223 CAN DO FLOORING LLC 224926 575.008/10/2026
0110323 CAPF 224927 885.008/10/2026
0109059 CHRISTOPHER ANISKO 224915 322.008/10/2026
0016324 CINTAS CORPORATION 224928 1,146.228/10/2026
0016324 CINTAS CORPORATION 224929 404.898/10/2026
0098588 CITY OF BURLINGAME 224930 500.008/10/2026
0109639 CLAREMONT BEHAVIORAL SVCS,INC. 224931 894.408/10/2026 0112426 COMCAST 224932 928.398/10/2026
0110951 CROSS CONNECTIONS 224933 3,095.488/10/2026
0105811 CSAC EXCESS INSURANCE AUTHORITY 224940 15,423.958/10/2026 0111842 DAN ZUNIGA 225011 499.008/10/2026
0093479 DEPARTMENT OF JUSTICE 224935 584.008/10/2026
0112144 DRONESENSE, INC. 224937 11,700.008/10/2026
0103088 DUNN-EDWARDS CORP. 224938 131.878/10/2026
0001782 FLOWERS ELECTRIC & SVC.CO.INC. 224944 13,909.738/10/2026 0116459 GABRIEL SMITH 224992 26.008/10/2026
0018807 GALLS, LLC 224945 13.858/10/2026
0016363 GCS ENVIRONMENTAL & EQUIPMENT SVC. 224939 3,808.008/10/2026 0116390 GEOCON CONSULTANTS, INC. 224946 780.008/10/2026 0107686 GOSERCO, INC. 224947 17,804.148/10/2026
0102989 GOT POWER INC. 224948 2,948.378/10/2026
0000162 GRAINGER 224949 728.718/10/2026
0000541 GRANITE ROCK COMPANY 224950 947.848/10/2026
0095966 GREAT AMERICA FINANCIAL SVC. 224951 1,890.738/10/2026 0116452 GREAT WEST FIRE & SAFETY INC. 224952 8,617.338/10/2026 0109130 HAPPYFOX INC. 224954 1,479.008/10/2026
0111486 HD SUPPLY FACILITIES MAINTENANCE, LTD. 224941 1,553.828/10/2026 0108221 HDL COREN & CONE 224955 3,659.388/10/2026
0112186 INGRAM LIBRARY SERVICES, LLC 224956 3,438.378/10/2026 0110238 JERICHO PROJECT 224957 56,992.008/10/2026
0116280 JESSICA POWER 224985 1,050.008/10/2026
0109512 JIMENEDA BUILDERS 224958 24,875.008/10/2026
0116269 JOANNE DELA CRUZ 224934 500.008/10/2026
0000771 JT2 INTEGRATED RESOURCES 224959 16,650.008/10/2026 0116453 JUSTIN LUO 224968 1,000.008/10/2026
Page: 1
Docusign Envelope ID: B34D90EF-339D-86CD-80FA-3317B28EFBCC

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Positive Pay Listing
City of San Bruno
apPosPay Page: 2
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0109500 LAMPO INVESTIGATIONS-POLYGRAPH 224962 1,000.008/10/2026 0116466 LENNOX AES HOLDINGS LLC 224963 830.608/10/2026 0110309 LOOKINGPOINT, INC. 224966 9,132.038/10/2026
0017924 LORAL LANDSCAPING INC. 224967 2,100.008/10/2026 0110454 MARIA LOURDES ACEVES 224969 400.008/10/2026
0109532 MATRIX HG, INC. 224970 12,196.928/10/2026
0116455 MATT KIM 224961 4,761.808/10/2026
0112309 MATT LETHIN 224964 162.608/10/2026
0092285 MICROMARKETING LLC 224971 50.798/10/2026
0016863 MIDWEST TAPE, LLC 224972 398.308/10/2026
0110819 MISS MOLLY BUBBLES 224973 450.008/10/2026
0116343 MONICA LIU 224965 80.008/10/2026
0109006 NORTH AMERICAN RESCUE 224975 4,799.608/10/2026 0110243 ODP BUSINESS SOLUTIONS, LLC 224976 76.558/10/2026 0097567 ONE HOUR DRY CLEANING 224978 419.958/10/2026
0018701 ORKIN PEST CONTROL 224979 1,424.238/10/2026
0000012 PACIFIC GAS & ELECTRIC 224980 79,371.828/10/2026 0116479 PALADIN INDUSTRIES, INC. 224981 5,000.008/10/2026 0111229 PINPOINT TALENT, LLC 224982 1,530.008/10/2026 0018861 PITNEY BOWES 224983 6,000.008/10/2026
0096538 PLAY-WELL TEKNOLOGIES 224984 1,465.758/10/2026 0112304 POINT ONE ELECTRICAL SYSTEMS, INC. 224977 1,774.408/10/2026 0017327 PRIORITY 1 224986 700.008/10/2026
0097558 PURCHASE POWER 224987 252.378/10/2026
0110332 RICHARDS,WATSON & GERSHON 224988 154,665.958/10/2026 0106293 ROBERT HALF 224989 8,895.038/10/2026
0107593 SAN BRUNO PROFESSIONAL FIREFIGHTERS ASSOCIATION 224943 4,028.598/10/2026 0116288 SANASIGHT TECHNOLOGIES LLC 224990 5,198.008/10/2026 0106068 SCOTT'S PPE RECON, INC. 224991 5,377.808/10/2026 0112238 SERGIO DIAZ 224936 279.308/10/2026
0116503 SIYU FENG 224942 104.268/10/2026
0096932 TASC 224994 375.618/10/2026
0018073 TEAMSTERS LOCAL 350 224995 3,960.008/10/2026
0015691 TEAMSTERS LOCAL 856 224996 12,179.008/10/2026 0106583 TELEPATH CORPORATION 224997 3,780.008/10/2026 0000036 THOMSON REUTERS 224998 685.628/10/2026
0110944 TRAVIS M. KARLEN 224960 2,000.008/10/2026
0106660 TRIDENT K9 CONSULTING INC. 224999 550.008/10/2026 0102744 UNIVERSAL BUILDING SERVICES 225000 5,372.328/10/2026 0109176 USA NORTH 811 FBO DIG SAFE BOARD 224974 1,670.198/10/2026 0095749 VERIZON WIRELESS 225001 3,920.548/10/2026
0116395 W.R. FORDE ASSOCIATES, INC. 225003 348.138/10/2026 0108652 WATER WORKS ENGINEERS, LLC 225004 1,729.898/10/2026 0104660 WEST YOST ASSOCIATES, INC. 225005 5,595.558/10/2026 0112014 WILLIAM TUCKER ASSOCIATES 225006 2,750.008/10/2026 0096893 WILSEY HAM 225007 15,264.708/10/2026
0116322 WINNIE WONG 225008 1,225.008/10/2026
0108261 WOODARD & CURRAN 225009 4,659.108/10/2026
0116289 WYLDING WOODS LLC 225010 475.008/10/2026
Total count: 102
GrandTotal: 693,013.08
Page: 2
Docusign Envelope ID: B34D90EF-339D-86CD-80FA-3317B28EFBCC

19 of 336

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO

DATE: August 25, 2026

TO: Honorable Mayor and Members of the City Council

FROM: Alex D. McIntyre, City Manager

PREPARED BY: Nick Pegueros, Chief Financial Officer
Kathleen O’Malley, Accounting & Customer Service Representative

SUBJECT: Accounts Payable Warrant Register

This is to certify that the claims listed on page 1 to 2 inclusive for checks dated August 18, 2026, and/or claims numbered from 225012 through 225102 inclusive, totaling $2,739,040.74 have been checked in detail and approved by the proper officials, and in my opinion, represent fair and just charges against the City in accordance with their respective amounts. The table below summarizes the total paid by Fund.

Fund Fund Name Amount
001 General Fund $81,179.85
003 One-Time Revenue $30,000.00
005 Measure G District Sales Tax $16,907.00
131 In-Lieu Fees $3,324.97
132 Agency On Aging $88.50
137 Developer Project Contributions $32,077.24
141 Community Development $486,349.61
142 Recreation & Aquatics Center (RAC) $10,923.97
153 RDA Obligation Retirement Fund $214,131.00
201 Parks and Facilities Capital $11,932.39
203 Street Improvement Projects $552,237.09
611 Water Fund $945,523.30
621 Stormwater Fund $239,314.35
631 Wastewater Fund $83,871.98
701 Central Garage $8,876.02
702 Facility Maintenance Fund $17,526.15
707 Technology Development $4,777.32
TOTAL FOR APPROVAL $2,739,040.74

Respectfully submitted,

_________________________
Chief Financial Officer Date
Docusign Envelope ID: 93DA4FBD-8282-84CD-8270-7C79F6C86CCB 8/18/2026

20 of 336

8/18/2026 1:11:42PM
Positive Pay Listing
City of San Bruno
apPosPay Page: 1
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0107878 4LEAF, INC. 225012 11,191.378/18/2026
0001170 AIRGAS USA, LLC 225013 358.388/18/2026
0018976 ALPHA ANALYTICAL LAB. INC. 225014 7,275.008/18/2026 0104542 ALTA LANGUAGE SERVICES, INC. 225015 757.568/18/2026 0091577 APA CALIFORNIA CONFERENCE 225016 1,035.008/18/2026 0109246 AQUA METRIC SALES, CO. 225017 89,447.048/18/2026 0109778 ASSOCIATED RIGHT OF WAY SERVICES, INC. 225077 117.508/18/2026 0016123 AT&T 225018 3,151.678/18/2026
0105838 AVALONBAY COMMUNITIES, INC. 225019 214,131.008/18/2026 0116506 BALCON INDUSTRIES 225020 5,000.008/18/2026
0111649 BAY AREA JUMP 225022 7,225.438/18/2026
0114014 BRIGHTVIEW LANDSCAPE SERVICES, INC. 225056 16,907.008/18/2026 0000098 BRODART CO. 225024 145.788/18/2026
0017284 CHEMSEARCHFE 225025 472.468/18/2026
0098588 CITY OF BURLINGAME 225027 36,965.668/18/2026
0000386 CITY OF SOUTH SAN FRANCISCO 225028 6,786.778/18/2026 0112227 CLARISSA LOUIE 225059 2,256.808/18/2026
0108798 CONSOLIDATED CM, INC. 225030 51,290.008/18/2026 0109731 COOLRITE REFRIGERATION INC. 225032 10,495.008/18/2026 0104729 CRESTMOOR AUTO CENTER 225035 76.878/18/2026
0111723 CRI 225036 2,932.398/18/2026
0018331 CSG CONSULTANTS INC. 225037 52,925.008/18/2026 0113674 DARLENE/GARY SWEDBERG 225088 5,895.008/18/2026 0108696 DAVID J POWERS AND ASSOCIATES, INC. 225074 5,133.388/18/2026 0110188 DOMINIC GARCIA 225045 500.008/18/2026
0103088 DUNN-EDWARDS CORP. 225038 45.598/18/2026
0017300 ENVIRONMENTAL HEALTH FEE 225040 76,916.008/18/2026 0109510 FIRST ALARM 225042 9,000.008/18/2026
0109400 FLEETROCK, LLC 225043 500.008/18/2026
0107011 FRANK J. BIANCHI 225023 182.008/18/2026
0116459 GABRIEL SMITH 225084 24.518/18/2026
0018807 GALLS, LLC 225044 924.518/18/2026
0016363 GCS ENVIRONMENTAL & EQUIPMENT SVC. 225039 1,037.638/18/2026 0105998 GHD, INC. 225046 51,312.728/18/2026
0108425 GOOD CITY COMPANY 225047 7,896.258/18/2026
0000162 GRAINGER 225048 821.268/18/2026
0095966 GREAT AMERICA FINANCIAL SVC. 225049 1,365.758/18/2026 0106432 GURUS EDUCATION 225050 199.208/18/2026
0111486 HD SUPPLY FACILITIES MAINTENANCE, LTD. 225041 2,048.708/18/2026 0096946 HDR ENGINEERING, INC. 225051 18,308.638/18/2026 0018544 HEART OF SAN MATEO COUNTY 225052 3,324.978/18/2026 0105735 HYDROSCIENCE ENGINEERS, INC. 225053 16,483.008/18/2026 0109121 INFORMATION PROFESSIONALS,INC. 225054 480.008/18/2026 0116404 JLAV ENTERPRISES, INC. 225055 5,000.008/18/2026 0018777 LEXISNEXIS RISK DATA MANAGEMENT 225079 270.908/18/2026 0109759 LUHDORFF&SCALMANINI CONSULTING ENGINEERS, INC. 225031 11,383.508/18/2026 0109097 M-GROUP 225062 17,430.008/18/2026
0109532 MATRIX HG, INC. 225061 7,158.008/18/2026
0092285 MICROMARKETING LLC 225063 29.998/18/2026
0016863 MIDWEST TAPE, LLC 225064 140.308/18/2026
0116343 MONICA LIU 225058 500.008/18/2026
0000762 MUNICIPAL MAINTENANCE EQUIPMENT INC. 225060 699,463.968/18/2026 0000522 NORTH COAST COUNTY WATER DISTRICT(NCCWD) 225034 28,928.348/18/2026 Page: 1
Docusign Envelope ID: 93DA4FBD-8282-84CD-8270-7C79F6C86CCB

21 of 336

8/18/2026 1:11:42PM
Positive Pay Listing
City of San Bruno
apPosPay Page: 2
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0111055 O'REILLY AUTO PARTS 225068 498.578/18/2026
0110243 ODP BUSINESS SOLUTIONS, LLC 225066 98.398/18/2026 0000012 PACIFIC GAS & ELECTRIC 225069 19,922.258/18/2026 0112217 PATRICK BATTISTE 225021 68.058/18/2026
0001154 PENINSULA LIBRARY SYSTEM 225070 638.758/18/2026 0106229 PET FOOD EXPRESS 225071 153.108/18/2026
0111229 PINPOINT TALENT, LLC 225072 2,147.408/18/2026 0105947 PLACEWORKS 225073 84,494.498/18/2026
0112304 POINT ONE ELECTRICAL SYSTEMS, INC. 225067 638.008/18/2026 0098436 PROFESSIONAL LAND SERVICES 225075 2,340.008/18/2026 0110373 RISING STAR PRINTING 225078 655.038/18/2026
0106293 ROBERT HALF 225080 1,581.408/18/2026
0099047 SAN MATEO COUNTY SHERIFF'S OFFICE 225033 9,604.758/18/2026 0018461 SERRAMONTE FORD, INC. 225081 6,113.828/18/2026 0102917 SFPUC FINANCIAL SERVICES 225082 285.008/18/2026 0104787 SINGER ASSOCIATES, INC. 225083 488.868/18/2026 0102921 ST. FRANCIS ELECTRIC, LLC 225085 9,071.608/18/2026 0111232 STRATEGIC CULTURE 225086 20,158.008/18/2026
0105796 SUNRISE FOOD DISTRIBUTOR INC. 225087 88.508/18/2026 0101086 T-MOBILE 225091 299.188/18/2026
0116311 T-SHIRT SOURCE 225092 422.768/18/2026
0107640 TANNER PACIFIC, INC. 225089 5,386.008/18/2026 0000241 THE ADAM-HILL COMPANY 225090 31.618/18/2026
0110140 TRUE NORTH COMPLIANCE SERVICES, INC 225065 115.008/18/2026 0109746 TWINING, INC. 225093 1,975.058/18/2026
0116465 UCSF HEALTH-ST.MARY'S HOSPITAL 225094 2,179.008/18/2026 0110714 UNDERGROUND REPUBLIC WATER WORKS, INC. 225076 454.778/18/2026 0102744 UNIVERSAL BUILDING SERVICES 225095 8,874.488/18/2026 0095749 VERIZON WIRELESS 225096 5,766.828/18/2026
0104867 VSS INTERNATIONAL, INC. 225097 365,359.168/18/2026 0116395 W.R. FORDE ASSOCIATES, INC. 225098 160,970.858/18/2026 0116433 WALTER LEE 225057 25.568/18/2026
0016899 WECO INDUSTRIES LLC 225099 324.088/18/2026
0105955 WEST COAST CODE CONSULTANTS, INC. 225029 387,106.458/18/2026 0104660 WEST YOST ASSOCIATES, INC. 225100 13,763.078/18/2026 0000612 WESTVALLEY CONSTRUCTION CO.INC 225101 10,064.678/18/2026 0096893 WILSEY HAM 225102 121,359.508/18/2026
0112363 YEN-CHING CHIANG 225026 1,869.008/18/2026
Total count: 91
GrandTotal: 2,739,040.74
Page: 2
Docusign Envelope ID: 93DA4FBD-8282-84CD-8270-7C79F6C86CCB

22 of 336

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: August 25, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: John Mercado, Accountant
SUBJECT: Payroll Acceptance
City Council acceptance of the City payroll distributed on July 31, 2026 is recommended. The Labor Summary report reflecting the total payroll amount of $2,391,023.44 for bi-weekly pay period ending July 26, 2026, by funds are shown below:

Fund Amount
Fund: 001 - GENERAL FUND 1,704,248.86
Fund: 005 - MEASURE G 11,093.89
Fund: 121 - FEDERAL/ STATE GRANTS 1,714.27
Fund: 122 - SOLID WASTE/RECYCLE 1,488.06
Fund: 131 - IN-LIEU FEES 1,280.76
Fund: 132 - AGENCY ON AGING 10,577.00
Fund: 133 - RESTRICTED REVENUES 12,821.11
Fund: 137 - DEVELOPER PROJECT CONTRIBUTIONS 9,045.70
Fund: 141 - COMMUNITY DEVELOPMENT 78,287.94
Fund: 142 - RECREATION AND AQUATICS CENTER 114,807.03
Fund: 201 - PARKS AND FACILITIES CAPITAL 3,462.64
Fund: 203 - STREET IMPROVE. PROJECTS 18,522.23
Fund: 207 - TECHNOLOGY CAPITAL 3,561.17
Fund: 611 - WATER FUND 144,594.98
Fund: 621 - STORMWATER FUND 44,082.80
Fund: 631 - WASTEWATER FUND 105,752.54
Fund: 651 - PARKING FUND 4,603.67
Fund: 701 - CENTRAL GARAGE 18,892.92
Fund: 702 - FACILITY MAINT.FUND 59,949.63
Fund: 707 - TECHNOLOGY DEVELOPMENT 34,263.90
Fund: 711 - SELF INSURANCE 7,972.34
Total: 2,391,023.44
________________________________________________ ____ ________ Nick Pegueros, CFO / Administrative Services Director Date Docusign Envelope ID: 0F7A7434-4CC6-8167-82D3-1CE3925E1D96 7/31/2026
23 of 336 Item 5c.

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO

DATE: August 25, 2026

TO: Honorable Mayor and Members of the City Council

FROM: Alex D. McIntyre, City Manager

PREPARED BY: Dan Zuniga, Administrative Technician

SUBJECT: Payroll Acceptance

City Council acceptance of the City payroll distributed on August 14, 2026 is recommended. The Labor Summary report reflecting the total payroll amount of $2,267106.11 for bi-weekly pay period ending August 9, 2026, by funds are shown below:

Fund Amount
Fund: 001 - GENERAL FUND 1,563,952.82
Fund: 005 - MEASURE G 11,997.40
Fund: 121 - FEDERAL/ STATE GRANTS 6,027.57
Fund: 122 - SOLID WASTE/RECYCLE 1,484.82
Fund: 131 - IN-LIEU FEES 1,115.63
Fund: 132 - AGENCY ON AGING 10,433.26
Fund: 133 - RESTRICTED REVENUES 13,029.14
Fund: 137 - DEVELOPER PROJECT CONTRIBUTIONS 8,624.99
Fund: 138 - AFFORDABLE HOUSING IMPACT FEES 1,073.38
Fund: 141 - COMMUNITY DEVELOPMENT 76,085.38
Fund: 142 - RECREATION AND AQUATICS CENTER 117,673.37
Fund: 201 - PARKS AND FACILITIES CAPITAL 3,536.53
Fund: 203 - STREET IMPROVE. PROJECTS 22,376.14
Fund: 207 - TECHNOLOGY CAPITAL 4,247.62
Fund: 611 - WATER FUND 150,398.00
Fund: 621 - STORMWATER FUND 44,268.25
Fund: 631 - WASTEWATER FUND 105,068.06
Fund: 651 - PARKING FUND 3,689.62
Fund: 701 - CENTRAL GARAGE 18,376.68
Fund: 702 - FACILITY MAINT.FUND 59,516.49
Fund: 707 - TECHNOLOGY DEVELOPMENT 35,572.06
Fund: 711 - SELF INSURANCE 8,558.90
Total: 2,267,106.11

________________________________________________ ____________ Nick Pegueros, CFO / Administrative Services Director Date Docusign Envelope ID: 617DAFCE-A459-8CCB-8040-0BA3C9009EB7 8/13/2026

24 of 336

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: August 25, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Nick Pegueros, Administrative Services Director & CFO PREPARED BY: Esther Garibay, Finance Manager
SUBJECT: Month End Investment Report – July 2026
The table below summarizes the investment portfolio’s total book value by Investment type.

Investment Type Total Book Value
TriCounties Bank $12,336,907
Wells Fargo Bank /Sweep Money Market 37,165,633
CalTrust Liquid Money Market Fund 19,020,865
CalTrust Medium Term Fund 21,601,967
Local Agency Investment Fund 64,986,433
Government Agency Investments 63,286,321
Municipal Bonds 11,723,905
Money Market Investments 28,311,419
Total Investments $258,433,451
All securities held by the City of San Bruno as of July 2026 are in compliance with the City’s Investment Policy adopted on June 9, 2026.

Respectfully submitted,
_____ __________
Administrative Services Director & CFO Date
Docusign Envelope ID: 2DFA5538-A2B5-8062-8154-74EA60D30D8E 8/19/2026
25 of 336 Item 5d.

City of San Bruno
567 El Camino Real
San Bruno, CA 94066
Investments
Coupon
Rate CUSIP Book Value Market Value YTM Maturity Date
% of
Portfolio
Short Term Investments
TriCounties Bank Cash Balance 12,336,907 12,336,907 1.66% N/A 5% Wells Fargo General Acct /Sweep Money Market 37,165,633 37,165,633 3.50% N/A 14% CalTrust Liquidity Money Market Fund 19,020,865 19,020,865 3.76% N/A 7% CalTrust Medium Term Fund 21,601,967 21,601,967 3.89% N/A 8% Total CalTrust 40,622,832 40,622,832 16% Pooled Investments
Local Agency Investment Fund 61,152,091 61,152,091 3.84% NA 24% Glenview Fire Local Agency Investment Fund 3,834,342 3,834,342 3.84% NA 1% Total LAIF 64,986,433 64,986,433 25% US Bank Portfolio/Securities
Money Market Investments
U.S. Government Money Market 31846V567 21,445,659.74 21,445,659.74$ 3.54% NA 8% U.S. Treasury Bill 912797VB0 4,940,950.83 4,981,900 3.68% September 8, 2026 2% U.S. Treasury Bill 912797VQ7 1,924,808.88 1,926,960 4.05% July 8, 2027 1% Total Money Market and US Treas. Bills Investments 28,311,419 28,354,520 11% Total Short Term Investments 183,423,224 183,466,325 Municipal Bonds
San Jose CA Redev Agy Successor Agy Tax Allocation3.18% 798170AJ5 1,405,984 1,326,265 1.51% August 1, 2026 1% San Jose CA Redev Agy Successor Agy Tax Allocation3.18% 798170AJ5 1,223,083 1,153,735 2.09% August 1, 2026 0% Cupertino UHSD Taxable non-callable GOB 2.15% 231237P28 1,057,240 1,000,000 0.96% August 1, 2026 0% Santa Monica CCD taxable non-callable GOB 1.04% 802385RR7 755,235 750,000 0.90% August 1, 2026 0% Los Angeles Calif Comm Coll Dist GOB Unlimited Tax1.17% 54438CYL0 998,010 1,000,000 1.22% August 1, 2026 0% San Dieguito CA Union High Sch Dist 1.86% 797508HF8 987,050 1,000,000 2.17% August 1, 2026 0% California St Taxable BID non-callable 2.38% 13063DRD2 736,400 699,816 1.28% October 1, 2026 0% California St Taxable BID non-callable 2.38% 13063DRD2 743,022 706,109 1.37% October 1, 2026 0% California St Univ Revenue 1.14% 13077DQE5 949,640 992,380 1.14% November 1, 2026 0% Los Angeles CA Dept of ARPTS ARPT Revenue1.10% 544445TW9 991,001 1,097,899 3.74% May 15, 2027 0% University Calif Rgts Med Center Poold Rev Taxable Srs M2.56% 913366JB7 1,877,240 1,973,260 4.68% May 15, 2027 1% Total Municipal Bonds Investments 11,723,905 11,699,464 5%

Page 1 ends

CITY OF SAN BRUNO
Portfolio Summary
July 31, 2026
Docusign Envelope ID: 2DFA5538-A2B5-8062-8154-74EA60D30D8E

26 of 336

City of San Bruno
567 El Camino Real
San Bruno, CA 94066
Investments
Coupon
Rate CUSIP Book Value Market Value YTM Maturity Date
% of
Portfolio
US Treasuries & Agencies
U.S. Treasury Notes 0.75% 91282CCW9 1,997,813 1,995,160 0.77% August 31, 2026 1% U.S. Treasury Notes 1.63% 912828YG9 1,034,219 996,520 0.92% September 30, 2026 0% U.S. Treasury Notes (WIT) 0.88% 91282CCZ2 997,227 995,370 0.93% September 30, 2026 0% U.S. Treasury Notes 4.63% 91282CJC6 988,477 1,001,480 5.04% October 15, 2026 0% U.S. Treasury Notes (WIT) 1.13% 91282CDG3 995,391 992,923 1.22% October 31, 2026 0% U.S. Treasury Notes (WIT) 1.13% 91282CDG3 996,367 993,897 1.20% October 31, 2026 0% U.S. Treasury Notes (WIT) 1.25% 91282CDK4 1,501,684 1,487,265 1.23% November 30, 2026 1% U.S. Treasury Notes 1.25% 91282CDQ1 1,647,422 1,631,883 1.28% December 31, 2026 1% U.S. Treasury Notes 4.00% 91282CJT9 3,968,125 4,001,240 4.34% January 15, 2027 2% U.S. Treasury Notes 1.25% 912828Z78 1,995,685 1,975,920 1.55% January 31, 2027 1% U.S. Treasury Notes 4.13% 91282CKA8 2,004,260 2,001,100 4.03% February 15, 2027 1% U.S. Treasury Notes 1.88% 91282CEC1 1,982,500 1,975,760 2.06% February 28, 2027 1% U.S. Treasury Notes 2.50% 91282CEF4 1,475,156 1,485,135 2.86% March 31, 2027 1% Federal Hom Loan Bank 4.75% 3130B0TY5 1,014,063 1,005,070 4.07% April 9, 2027 0% U.S. Treasury Notes 0.50% 912828ZN3 1,326,680 1,461,315 2.86% April 30, 2027 1% U.S. Treasury Notes 4.38% 91282CKZ3 3,008,203 3,006,210 4.09% July 15, 2027 1% U.S. Treasury Notes 4.13% 91282CFM8 2,006,875 1,998,280 4.00% September 30, 2027 1% U.S. Treasury Notes 4.13% 91282CFU0 999,564 999,060 4.14% October 31, 2027 0% U.S. Treasury Notes 4.25% 91282CMF5 2,000,625 2,000,080 4.23% January 15, 2028 1% U.S. Treasury Notes 4.00% 91282CGP0 1,998,364 1,992,260 4.03% February 29, 2028 1% U.S. Treasury Notes 4.13% 91282CHQ7 2,994,609 2,990,914 4.22% July 31, 2028 1% U.S. Treasury Notes 4.13% 91282CHQ7 1,997,100 1,994,636 4.20% July 31, 2028 1% U.S. Treasury Notes 4.38% 91282CHX2 2,033,125 2,003,520 3.91% August 31, 2028 1% U.S. Treasury Notes 4.63% 91282CJA0 1,014,219 1,006,640 4.20% September 30, 2028 0% Federal Farm Credit Bank 4.63% 3133EPC45 1,294,557 1,308,333 4.72% November 13, 2028 1% U.S. Treasury Notes 4.38% 91282CJN2 1,005,859 1,001,370 4.21% November 30, 2028 0% U.S. Treasury Notes 4.00% 91282CJW2 1,986,875 1,984,840 4.28% January 31, 2029 1% Federal Home Loan Bank 4.50% 3130AVBD3 1,986,480 2,006,380 4.65% March 29, 2029 1% U.S. Treasury Notes 4.63% 91282CKP5 2,059,531 2,015,240 3.90% April 30, 2029 1% U.S. Treasury Notes 4.13% 912828CQZ7 1,993,600 1,988,760 4.24% July 15, 2029 1% Federal Farm Credit Bank 4.25% 3133EWWE6 2,999,100 2,989,200 4.26% July 20, 2029 1% Federal Home Loan Bank 4.20% 3130B3CP6 3,000,000 2,972,790 4.20% October 9, 2029 1% Federal Hom Loan Bank 4.50% 3130ATUT2 1,012,568 1,004,060 4.21% December 14, 2029 0% U.S. Treasury Notes 4.25% 91282CMG3 1,996,719 1,991,960 4.30% January 31, 2030 1% U.S. Treasury Notes 4.00% 912828CJX0 1,973,281 1,965,940 4.33% January 31, 2031 1% Total U.S. Treasuries & Agencies 63,286,321 63,220,511 24% TOTAL PORTOFLIO 258,433,451 258,386,299 3.512% 100% There is adequate cash flow and maturity of investments to meet the City's needs for the next six months.

Prepared By:

Reviewed By: Page 2
July 31, 2026

CITY OF SAN BRUNO
Portfolio Summary
Docusign Envelope ID: 2DFA5538-A2B5-8062-8154-74EA60D30D8E

27 of 336

Monthly Portfolio Allocation by Investment
Sector ($Millions) Jul-24 Aug-24 Sep-24 Oct-24 Nov-24 Dec-24 Jan-25 Feb-25 Mar-25 Apr-25 May-25 Jun-25 Jul-25 Aug-25 Sep-25 Oct-25 Nov-25 Dec-25 Jan-26 Feb-26 Mar-26 Apr-26 May-26 Jun-26 Jul-26 TriCounties Bank Interest Bearing $10.2 $13.9 $13.7 $8.1 $16.9 $9.5 $8.1 $14.8 $17.2 $13.0 $13.0 $10.2 $13.9 $17.3 $13.1 $10.3 $14.2 $13.2 $9.6 $18.2 $9.5 $13.0 $15.0 $8.9 $12.3 Wells Fargo Bank/Sweep MM $21.4 $19.3 $19.9 $37.3 $24.3 $25.3 $28.9 $25.3 $27.8 $38.0 $38.0 $43.8 $26.6 $22.5 $23.4 $24.8 $26.3 $43.7 $37.8 $31.3 $33.8 $40.5 $37.3 $42.5 $37.2 CalTrust Liquid MM Fund $15.5 $11.6 $11.6 $11.7 $17.8 $17.8 $17.9 $18.0 $18.0 $18.0 $18.0 $18.2 $18.3 $18.4 $18.4 $18.5 $18.5 $18.6 $18.7 $18.7 $18.8 $18.8 $18.9 $18.9 $19.0 Caltrust Medium Term Fund $20.1 $20.3 $20.4 $20.3 $20.3 $20.4 $20.4 $20.6 $20.7 $20.7 $20.7 $21.0 $21.0 $21.2 $21.3 $21.3 $21.4 $21.5 $21.5 $21.7 $21.5 $21.6 $21.6 $21.6 $21.6 Local Agency Investment Fund 15.7 15.6 15.7 25.9 25.9 41.4 41.7 41.7 41.7 42.1 42.1 42.1 42.6 42.6 52.6 53.1 53.1 53.1 68.7 68.7 68.7 69.3 69.3 69.3 65.0 San Mateo County Pool 22.5 22.6 20.0 - - - - - - - - - - - - - - - - - - - - - - Government Agency/Treasury Bonds 101.9 99.9 96.9 89.9 95.8 93.7 91.7 94.7 92.7 92.7 92.7 87.8 82.4 82.4 74.5 67.0 65.7 58.8 58.8 55.8 49.9 45.9 44.5 43.3 63.3 Municipal Bond Investments 27.6 26.5 26.5 26.5 24.9 24.9 24.9 24.9 24.9 22.4 22.4 20.9 20.9 18.9 18.9 18.9 17.4 17.4 17.4 17.4 17.4 16.3 15.3 15.3 11.7 Certificates of Deposit 0.5 0.5 0.5 0.5 - - - - - - - - - - - - - - - - - - - - - US Bank - Money Market 8.4 11.6 14.9 16.5 12.7 14.9 17.2 14.4 12.7 15.6 15.6 22.6 28.2 30.4 29.0 37.0 30.0 37.3 32.4 35.7 42.0 47.4 50.1 51.4 28.3 Total $243.8 $241.8 $240.1 $236.6 $238.6 $247.9 $250.9 $254.4 $255.7 $262.5 $262.5 $266.6 $253.8 $253.6 $251.1 $250.9 $246.7 $263.6 $264.9 $267.4 $261.5 $272.9 $271.9 $271.2 $258.4 Average Rate of Return 3.52% 3.46% 3.61% 3.45% 3.48% 3.49% 3.48% 3.50% 3.51% 3.56% 3.56% 3.59% 3.56% 3.57% 3.58% 3.55% 3.49% 3.44% 3.41% 3.40% 3.45% 3.46% 3.48% 3.49% 3.51%

CITY OF SAN BRUNO
Portfolio Summary Metrics
July 31, 2026
$0$10$20$30$40$50$60$70$80$90$100Monthly Portfolio Allocation by Investment Sector ($Millions)Government Agency/Treasury BondsTriCounties Bank Interest BearingWells Fargo Bank/Sweep MMCalTrust Liquid MM FundLocal Agency Investment FundMunicipal Bond InvestmentsCaltrust Medium Term Fund3.25%3.30%3.35%3.40%3.45%3.50%3.55%3.60%3.65%Investment Portfolio - Average Rate of Return Docusign Envelope ID: 2DFA5538-A2B5-8062-8154-74EA60D30D8E

28 of 336

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: August 25, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Jessica Power, Fire Marshal
SUBJECT: Consider Adoption of a Resolution Authorizing the City Manager to Execute an Agreement with BRYCER, LLC dba The Compliance Engine, for Fire and Life Safety Compliance Reporting Services
BACKGROUND:

The San Bruno Fire Department currently utilizes InspectionReportsOnline (“IROL”) as part of its Fire Prevention Bureau operations. IROL is a third-party compliance reporting platform used by fire departments and Authorities Having Jurisdiction (AHJs) to manage inspection, testing, and maintenance (ITM) reporting for fire and life safety systems, including fire alarms, sprinkler systems, suppression systems, and related equipment.

The platform allows licensed contractors and service providers to electronically submit required inspection reports and deficiencies directly to the Fire Prevention Bureau. This process improves efficiency, assists with tracking compliance, supports timely correction of deficiencies, and provides improved oversight of required fire and life safety systems throughout the community.

In January 2026, BRYCER/The Compliance Engine announced the acquisition of IROL. As part of that acquisition, IROL services are now being transitioned and operated under BRYCER and The Compliance Engine platform.

Because the City’s original agreement was with IROL, a new agreement with BRYCER is required in order to continue with the existing service platform and maintain uninterrupted compliance reporting operations.

DISCUSSION:

BRYCER/The Compliance Engine is a nationally utilized fire and life safety compliance platform used by over 1,400 Authorities Having Jurisdiction throughout the United States. The platform assists fire departments with tracking inspection reports, deficiency corrections, notifications, and ongoing compliance monitoring for required fire protection systems.

The acquisition of IROL by BRYCER does not result in any substantive operational changes for the City. The Fire Prevention Bureau will continue utilizing the same overall inspection reporting and compliance management process currently in place. The transition primarily reflects a change in company ownership and contracting entity resulting from the acquisition. 29 of 336 Item 5e.

Honorable Mayor and Members of the City Council
August 25, 2026

Page 2 of 2 ends

The agreement maintains continuity of services already utilized by the City, including:
Electronic submission and tracking of fire system inspection reports; Monitoring and follow-up of deficiencies;
Compliance notifications and reporting workflows;
Contractor and property owner communication tools; and Data management and reporting support for Fire Prevention staff.

The proposed agreement does not increase costs to the City and does not expand the scope of services beyond those currently provided through IROL. The transition to BRYCER will allow the Fire Prevention Bureau to continue uninterrupted use of the platform currently relied upon for inspection and compliance tracking activities.

Maintaining this service supports the City’s ongoing fire and life safety compliance efforts by improving efficiency, maintaining accurate records, and assisting Fire Prevention staff with oversight of required inspection, testing, and maintenance reporting activities.

FISCAL IMPACT:

There is no fiscal impact.

ENVIRONMENTAL IMPACT:

The action is not a project subject to CEQA.  City Council’s action is not considered a “Project” per CEQA Guidelines and therefore no further environmental analysis is required.

RECOMMENDATION:

Adopt a Resolution authorizing the City Manager to execute an agreement with BRYCER / The Compliance Engine for fire and life safety inspection reporting services utilized by the Fire Prevention Bureau.

ALTERNATIVES:

1. Direct staff to discontinue the transition to BRYCER and instead evaluate alternative fire and life safety compliance reporting vendors and return to City Council with additional options for consideration. This alternative could result in delays, additional staff time for implementation and evaluation, potential data migration challenges, and disruption to the existing inspection reporting processes currently utilized by the Fire Prevention Bureau.

2. Decline to approve the agreement. This alternative could result in interruption or discontinuation of the City’s current electronic inspection reporting and compliance tracking services utilized by the Fire Prevention Bureau.

ATTACHMENTS:

1. Resolution

2. BRYCER Agreement

30 of 336

1 3
9 0
3 RESOLUTION NO. 2026 - ___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN BRUNO

AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT WITH BRYCER, LLC,

DBA THE COMPLIANCE ENGINE, FOR FIRE AND LIFE SAFETY COMPLIANCE

REPORTING SERVICES
WHEREAS, the City of San Bruno Fire Department utilizes an electronic compliance reporting system to receive, manage, and track inspection, testing, and maintenance reports for fire and life safety systems as required by the California Fire Code; and WHEREAS, the Fire Prevention Bureau has historically utilized InspectionReportsOnline ("IROL") to facilitate electronic submission of inspection reports by licensed contractors, improve compliance tracking, and support enforcement of required fire and life safety inspections throughout the City; and
WHEREAS, BRYCER, LLC, doing business as The Compliance Engine ("BRYCER"), has acquired InspectionReportsOnline (IROL) and is the successor entity responsible for providing these compliance reporting services; and
WHEREAS, as a result of this acquisition, the City must execute a new agreement with BRYCER in order to continue receiving the same compliance reporting services currently utilized by the Fire Prevention Bureau; and
WHEREAS, the proposed agreement maintains continuity of service with no material change to the level of service provided or the cost to the City; and WHEREAS, continued use of the compliance reporting platform supports the City's efforts to protect public health and safety by improving oversight of required inspection, testing, and maintenance reports for fire protection systems, increasing efficiency, and maintaining accurate compliance records.

NOW, THEREFORE, BE IT RESOLVED, that the San Bruno City Council hereby authorizes the City Manager, or designee, to execute the Agreement and any non-substantive revisions approved by the City Attorney that are necessary to carry out the intent of this Resolution.

Exhibit A: BRYCER Agreement.
---oOo---
I hereby certify that foregoing Resolution No. 2026 - ___ was introduced and adopted by the San Bruno City Council at a regular meeting on August 25, 2026, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
_____________________________
Lupita Huerta, City Clerk
31 of 336
ATTACHMENT 1
32546914 1
BRYCER, L.P.

BRYCER ADVISORY GROUP, L.P.

INSPECTIONREPORTSONLINE.net INC.
2300 Cabot Drive
Suite 250
Lisle, IL 6053255
Sa
n Bruno Fire Department
555 El Camino Real
San Bruno, CA 94066
Re
: “The Compliance Engine ”
D
ear San Bruno Fire Department:

W
e look forward to providing you with “The Compliance Engine ” (the “Solution”) and the advisory services described below related to the Solution (the “Advisory Services”) . This proposal letter provides the basic terms by which Brycer, L.P. and InspectionReportsOnline.net Inc. (collectively, “Brycer”) and Brycer Advisory Group, L.P. (“BAGLP”) will provide you, San Bruno Fire Department (“Client”), with the Solution and the Advisory Services. The use of the Solution, the Advisory Services and all matters among Brycer, BAGLP and Client will be subject to the standard “ Terms and Conditions ” attached to this proposal as Exhibit A. The basic terms are as follows:

1. T
erm: Brycer will provide Client with the Solution and BAGLP will provide the Advisory Services for three years, commencing ________________ (the “Initial Term”). Thereafter, the Term shall automatically renew for successive three-year periods unless terminated by, as the case may be, Brycer or BAGLP, or Client in writing at least 90 days prior to the expiration of the then current Term (each, a “Renewal Term” and together with the Initial Term, the “Term”). Following the expiration or termination of the Term (as provided in the Terms and Conditions), Client shall stop using the Solution and BAGLP shall stop providing the Advisory Services; provided, however, Brycer shall make available, and Client shall have the right to download, Client’s data from the Solution for a period of 60 days after the expiration or termination of the Term. Client shall have the right to terminate this agreement upon giving 180 days’ written notice to each of Brycer and BAGLP.

2. F
ees: Client shall not pay any fees for use of the Solution. Brycer will collect all fees due and payable by third party inspectors in connection with activities relating to the Solution. Brycer will charge $20 in fees to third party inspectors. This fee may be amended upon mutual agreement between Brycer and Client. No other fees may be charged to Client under this agreement.

3. B
rycer and BAGLP Responsibilities: During the Term, Brycer and BAGLP, as the case may be, shall be responsible for the following in connection with Client ’s use of the Solution and the Advisory Services:
• A
vailability. Brycer shall make the Solution available to Client as set forth on Exhibit B.

The maintenance schedule and minimum service levels for the Solution are set forth on Exhibit B
.
32 of 336
ATTACHMENT 2
32546914 1
• Service Level. Brycer shall provide commercially reasonable levels of customer service with respect to the Solution to all third parties who transact business with Client and access the Solution.
• Backup. Brycer shall backup the database used in connection with the Solution to a separate server located within the same web hosting firm which the Solution is being hosted on a real time basis. Upon request by Client or made prior to or within 60 days after the effective date of termination of the Term, Brycer will make available to Client a complete and secure (i.e. encrypted and appropriately authenticated) download file of Client data in XML f ormat including all schema and attachments in their native format. Brycer shall maintain appropriate administrative, physical and technical safeguards for protection of the security, confidentiality and integrity of Client data. Brycer shall not (a) modify Client data or (b) disclose Client data except as required by law.
• Retention of Information. Brycer will maintain all information entered into the database by third party inspectors for at least five years from the time such information is entered into the database.
• Notices. Brycer will be responsible for generating and delivering the following notices to third parties in connection with the Solution: (a) reminders of upcoming inspections that are due; (b) notices that an inspection is past due; and (c) notices of completed in spection reports which contain one or more deficiencies.
• Call Center.

Phone calls by Brycer on behalf of the Client to the property for EACH life-safety system overdue for service based on dates automatically tracked within the TCE database. Brycer is not an agent of the Client and all scripts for the overdue calls will be approved by the Client.
• Updates and Enhancements . In the event Brycer releases any updates, corrections, or enhancements to the Solution during the Term, Brycer shall promptly provide such updates or corrections to Client free of any charge or fee.
• Advisory Services. BAGLP will review the information entered into the Solution by third party inspectors (including compliance and deficient test results) to confirm their accuracy and completeness. On a case by case basis, BAGLP may provide recommendations, suggestions, comments and observations on the test results to the Client. BAGLP shall provide the Advisory Services using the Solution.

4. Client Responsibilities: During the Term, Client shall be responsible for the following in connection with Client’s use of the Solution:

• Operating System . Client shall be solely responsible for providing a proper operating environment, including computer hardware or other equipment and software, for any portion of the Solution installed on the Client’s equipment (the “Client Access Software”) and for the installation of network connections to the Internet. In addition to any other Client Access Software requirements, Client must use version Edge, Firefox version 76, Chrome 60 or Safari (or more recent versions), in addition to having a .pdf reader installed on machines to view attachments.
• Training. Client shall allow Brycer at Client’s facilities to train all applicable personnel of Client on the use of the Solution.
• Information. Client shall promptly provide each of Brycer and BAGLP with all appropriate information necessary for Brycer to create the database for the Solution, including without limitation: (a) all commercial building addresses within Client’s jurisdiction for Brycer’s initial upload; and (b) quarterly updates to in a format acceptable to Brycer in its discretion. Client shall promptly provide BAGLP with all appropriate information for BAGLP to perform the Advisory Services.

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• Enforcement. Client shall take all actions necessary to require (e.g. resolution, ordinance, fire policy, code amendment) the use of the Solution by third party inspection companies. • Third-Party Reports. Client will require all compliant and deficient test results to be submitted.
• Compliance. Client shall be responsible for remaining informed and updated, and causing its third party inspectors to be informed and updated, on all applicable rules, regulations, ordinances and other legal or regulatory requirements related to the underlying testing for which the Solution is being used by third party inspection companies. Client shall inform each of Brycer and BAGLP of any changes, updates or revisions to such rules, regulations, ordinances or requirements that may impact the functionality, compliance, or appropriate use of the Solution or the Advisory Services provided by BAGLP hereunder. • Collaboration. Client shall make reasonable efforts to collaborate with each of Brycer and BAGLP to ensure that the Solution is used, and the Advisory Services are provided, in accordance with all relevant requirements.

5. Ownership of Data. Client owns all the non-public data provided by Client and received from third party contractors for Client. Brycer and BAGLP shall maintain appropriate administrative, physical and technical safeguards for protection of the security, confidentiality and integrity of Client ’s data.

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Please acknowledge your acceptance of this proposal and our standard Terms and Conditions by counter-signing this proposal below. We look forward to a long-term and mutually beneficial relationship with you.

Brycer, L.P.

By:

Its:

Brycer Advisory Group, L.P.

By:

Its:

InspectionReportsOnline.net Inc.

By:

Its:

Acknowledged and Agreed:

[San Bruno Fire Department]

By:

Its:

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Exhibit A
Terms and Conditions
Any capitalized terms not defined in these Terms and Conditions shall have the meaning assigned to it in that certain Letter Agreement attached hereto by and among Brycer, L.P. and InspectionReportsOnline.net Inc. (collectively “Brycer”) and Brycer Advisory Group, L.P. (“BAGLP”), on the one hand, and Client, on the other hand (the “Agreement). As used in these Terms and Conditions, “Brycer” means either or both of Brycer or BAGLP, as the case may be depending on the provider of the applicable services described and referred to below.

1. Restrictions on Use. Client shall not copy, distribute, create derivative works of or modify the Solution or the work product resulting from the Advisory Services (the “Work Product”) in any way. Client agrees that:
(a) it shall only permit its officers and employees (collectively, the “Authorized Users”) to use the Solution and the Work Product for the benefit of Client; (b) it shall use commercially reasonable efforts to prevent the unauthorized use or disclosure of the Solution or the Work Product; (c) it shall not sell, resell, rent or lease the Solution or the Work Product; (d) it shall not use the Solution to store or transmit infringing or otherwise unlawful or tortious material, or to store or transmit material in violation of third party rights; (e) it shall not interfere with or disrupt the integrity or performance of the Solution , the Advisory Services, the Work Product or third-party data contained therein; (f) it shall not reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code which is derived from the Solution; (g) it shall not permit anyone other than the Authorized Users to view or use the Solution or the Advisory Services and any screen shots of the Solution or the Work Product ; and (h) it shall not disclose the features of the Solution or the Work Product to anyone other than the Authorized Users. Client is responsible for all actions taken by the Authorized Users in connection with the Solution and the Advisory Services.

2. Proprietary Rights. All right, title and interest in and to the Solution, the features of the Solution and images of the Solution as well any and all derivative works or modifications thereof (the “Derivative Works”), and any accompanying documentation, manuals or other materials used or supplied under th e Agreement or with respect to the Solution or Derivative Works (the “Documentation”), and any reproductions works made thereof, remain with Brycer. Brycer shall have the right to use the Derivative Works, the Work Product , the Documentation and any data used in connection with the foregoing to provide the services under the Agreement and to analyze, improve, expand and enhance the functionality and performance of the Solution, the Advisory Services and related offerings. Client shall not remove any product identification or notices of such proprietary rights from the Solution.

Client acknowledges and agrees that, except for the limited use rights established hereunder, Client has no right, title or interest in the Solution, the Derivative Works or the Documentation.

3. Independent Contractor. Nothing in the Agreement may be construed or interpreted as constituting either party hereto as the agent, principal, employee or joint venturer of the other. Each party hereto is an independent contractor. No party may assume, either directly or indirectly, any liability of or for another party. No party has the authority to bind or obligate another party and no party may represent that it has such authority.

4. Reservation of Rights. Brycer reserves the right, in its sole discretion and with prior notice to Client, to add, adapt, or otherwise modify any design or specification of the Solution , the contents of any Work Product, and/or Brycer ’s policies, procedures, and requirements specified or related hereto. All rights not expressly granted to Client are reserved to Brycer, including the right to provide all or any part of the Solution or similar Work Product to other parties. Brycer will not reduce the service level/content provided to Client, or Client will have the right to terminate agreement.

5. Use of Logos. During the term of the Agreement, Brycer shall have the right to use Client’s logos for the purpose of providing the Solution to Client and for the purpose of preparing and making available the Work Product to Client.

6. Confidential Information. Each party acknowledges and agrees that in providing the Solution and the Advisory Services, each party, as the case may be, may disclose to the other party certain confidential, proprietary trade secret information ( “Confidential Information ”).

Confidential Information may include, but is not limited to, the Solution, the Work Product, computer programs, flowcharts, diagrams, manuals, schematics, development tools, specifications, design documents, marketing information, financial information or business plans. Each party agrees that it will not, without the express prior written consent of the disclosing party, disclose any Confidential Information or any part thereof to any third party. Notwithstanding the foregoing, the parties acknowledge that each party shall be permitted to comply with any and all federal and state laws concerning disclosure provided that any such required disclosure will not include any of Brycer’s screen shots. The disclosing party shall provide prior written notice of any required disclosure of the nondisclosing party ’s Confidential Information to the nondisclosing party and shall disclose only the information that is required to be disclosed by law. In the event that Client requests from Brycer any reports or other information (including the Work Product) for purposes of complying with federal and state disclosure laws, Brycer shall provide such information within five business day s following such request , to the extent legally permissible. Confidential Information excludes information: (a) that is or becomes generally available to the public through no fault of the receiving party; (b) that is rightfully received by the receiving party from a third party without limitation as to its use; or (c) that is independently developed by receivin g party without use of any Confidential Information. At the termination of the Agreement, each party will return to the disclosing party all Confidential Information of the disclosing party; provided, however that Brycer may retain a copy of such Confidential Information of Client to comply with applicable law or a bona fide record retention policy. Each party also agrees that it shall not duplicate, translate, modify, copy, printout, disassemble, decompile or otherwise tamper with any Confidential Information of the other party or any firmware, circuit board or software provided therewith, except for the purposes set forth in the Agreement.

7. Brycer Warranty. Brycer represents and warrants to Client that Brycer has all rights necessary in and to any patent, copyright, trademark, service mark or other intellectual property right used in, or associated with, the Solution, and that Brycer is duly authorized to ent er into the Agreement and provide the Solution to Client pursuant to the Agreement.

8. Disclaimer. All information , as well as all conclusions as to the condition of any testing site, entered into Brycer ’s database or submitted in connection with the Advisory Services is produced by third party inspectors and their agents. THEREFORE, BRYCER

SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR

WARRANTY AS TO THE ACCURACY OR COMPLETENESS
OF ANY INFORMATION ENTERED INTO BRYCER’ S

DATABASE BY EITHER CLIENT OR THIRD PARTY

INSPECTORS, INCLUDING IN CONNECTION WITH THE

PREPARATION AND PROVISION OF THE ADVISORY

SERVICES, WHICH ARE MADE IN RELIANCE UPON SUCH
INFORMATION. EXCEPT AS SET FORTH IN SECTION 7 ,

BRYCER MAKES NO OTHER WARRANTY, EXPRESS OR

IMPLIED, WITH RESPECT TO THE SOLUTION , THE

ADVISORY SERVICES OR THE WORK PRODUCT OR ANY

OTHER INFORMATION OR THE CONTENTS THEREIN AND

ALL OTHER WARRANTIES, WHETHER EXPRESS OR

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IMPLIED, ARE HEREBY DISCLAIMED, INCLUDING,

WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF

MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE. BRYCER’S SOLE LIABILITY FOR BREACH OF

THE REPRESENTATION AND WARRANTY SET FORTH IN
SECTION 7 , AND CLIENT ’S SOLE REMEDY, SHALL BE

THAT BRYCER SHALL INDEMNIFY AND HOLD

RECIPIENT HARMLESS, ON A SEVERAL AND NOT JOINT

BASIS, CLIENT FROM AND AGAINST ANY LOSS, SUIT,

DAMAGE, CLAIM OR DEFENSE ARISING OUT OF BREACH

OF THE REPRESENTATION AND WARRANTY SET FORTH
IN SECTION 7.

9. LIMITATION ON DAMAGES. BRYCER, ON A SEVERAL AND

NOT JOINT BASIS, SHALL ONLY BE LIABLE TO CLIENT
FOR DIRECT DAMAGES PURSUANT TO THE AGREEMENT.

EXCEPT AS OTHERWISE PROVIDED IN SECTION 7, IN NO

EVENT SHALL BRYCER BE LIABLE FOR OR OBLIGATED

IN ANY MANNER FOR SPECIAL, CONSEQUENTIAL, OR

INDIRECT DAMAGES, INCLUDING, BUT NOT LIMITED TO,
LOSS OF USE, LOSS OF PROFITS OR SYSTEM DOWNTIME.

CLIENT ACKNOWLEDGES AND AGREES THAT IN NO
CASE SHALL BRYCER’S LIABILITY FOR ANY LOSS OF

DATA OR DATA INTEGRITY EXCEED THE REPLACEMENT
COST OF THE MEDIA ON WHICH THE DATA WAS STORED.

BRYCER’S SHALL BE NOT LIABLE FOR ANY NON-

COMPLIANCE, PENALTIES OR OPERATIONAL
DISRUPTIONS RESULTING FROM CLIENT’S FAILURE TO
(A) STAY INFORMED AND IN COMPLIANCE WITH, (B)

PROVIDE BRYCER TIMELY UPDATES OF APPLICABLE

RULES REGULATIONS OR ORDINANCES , OR (C) ACT IN

ACCORDANCE WITH THE APPLICABLE RULES,

REGULATIONS OR ORDINANCES, OR IN ACCORDANCE

WITH THE CONCLUSIONS SET FORTH IN ANY TEST OR

WORK PRODUCT, WHICH MAY AFFECT THE SOLUTION

OR THE ADVISORY SERVICES (INCLUDING THE WORK
PRODUCT) PROVIDED HEREUNDER.

10. Risks Inherent to Internet. Client acknowledges that: (a) the Internet is a worldwide network of computers, (b) communication on the Internet may not be secure, (c) the Internet is beyond the control of Brycer, and (d) Brycer does not own, operate or manage the Internet. Client also acknowledges that there are inherent risks associated with using the Solution, including but not limited to the risk of breach of security, the risk of exposure to computer viruses and the risk of interception, distortion, or loss of communicat ions. Client assumes these risks knowingly and voluntarily releases Brycer from all liability from all such risks. Not in limitation of the foregoing, Client hereby assumes the risk, and Brycer shall have no responsibility or liability of any kind hereunder, for: (1) errors in the Solution and the Work Product resulting from misuse, negligence, revision, modification, or improper use of all or any part of the Solution by any entity other than Brycer or its authorized representatives (including without limitation, BAGLP for the provision of the Advisory Services hereunder); (2) any version of the Solution other than the then-current unmodified version provided to Client; (3) Client’s failure to timely or correctly install any updates to the Client Access Software; (4) problems caused by connecting or failure to connect to the Internet; (5) failure to provide and maintain the technical and connectivity configurations for the use and operation of the Solution that meet Brycer ’s recommended requirements; (6) nonconformities resulting from or problems to or caused by non-Brycer products or services; or (7) data or data input, output, accuracy, and suitability, which shall be deemed under Client’s exclusive control.

11. Breach. Brycer and Client shall have the right to terminate or suspend the Agreement, and all of the other parties’ rights hereunder, immediately upon delivering written notice detailin g breach of any provision of the Agreement. If such breach is cured within 30 days of receiving written notice thereof, the Solution will be restored.

12. Illegal Payments . Client acknowledges and agrees that it has not received or been offered any illegal or improper bribe, kickback, payment, gift or anything of value from any employee or agent of Brycer in connection with the Agreement.

13. Beneficiaries. There are no third party beneficiaries to the Agreement.

14. Force Majeure. No party shall be responsible for any failure to perform due to unforeseen, non -commercial circumstances beyond its reasonable control, including but not limited to acts of God, war, riot, embargoes, acts of civil or military authorities, fire, floods, earthquakes, blackouts, accidents, or strikes. In the event of any such delay, any applicable period of time for action by said party may be deferred for a period of time equal to the time of such delay, except that a party ’s failure to make any payment when due hereunder shall not be so excused.

15. Notices. All notices required in the Agreement shall be effective: (a) if given personally, upon receipt; (b) if given by facsimile or electronic mail, when such notice is transmitted and confirmation of receipt obtained; (c) if mailed by certified mail, postage pr epaid, to the last known address of each party, three business days after mailing; or (d) if delivered to a nationally recognized overnight courier service, one business day after delivery.

16. JURISDICTION AND VENUE . THE AGREEMENT SHALL BE

GOVERNED BY, CONSTRUED AND INTERPRETED IN

ACCORDANCE WITH, AND ENFORCEABLE UNDER, THE

LAWS OF THE STATE IN WHICH CLIENT EXISTS APPLICABLE

TO CONTRACTS MADE IN SUCH STATE AND THAT ARE TO

BE WHOLLY PERFORMED IN SUCH STATE WITHOUT

REFERENCE TO THE CHOICE-OF-LAW PRINCIPLES OF SUCH
STATE. THE PARTIES IRREVOCABLY AGREE THAT ALL

ACTIONS OR PROCEEDINGS IN ANY WAY, MANNER OR

RESPECT ARISING OUT OF OR FROM OR RELATED TO THE

AGREEMENT SHALL BE LITIGATED ONLY IN COURTS
LOCATED WITHIN THE STATE IN WHICH CLIENT EXISTS.

THE PARTIES HEREBY CONSENT AND SUBMIT TO THE

EXCLUSIVE JURISDICTION OF ANY LOCAL, STATE OR
FEDERAL COURT LOCATED WITHIN SAID STATE. THE

PARTIES HEREBY WAIVE ANY RIGHTS THEY MAY HAVE TO

TRANSFER OR CHANGE VENUE OF ANY SUCH ACTION OR

PROCEEDING ARISING OUT OF OR RELATING TO THE
AGREEMENT. THE PARTIES WAIVE ANY RIGHT TO TRIAL

BY JURY ON ANY ACTION OR PROCEEDING TO ENFORCE OR

DEFEND ANY RIGHTS UNDER THE AGREEMENT, AND

AGREE THAT ANY SUCH ACTION OR PROCEEDING SHALL
BE TRIED BEFORE A COURT AND NOT BEFORE A JURY.

17. Attorneys’ Fees. The prevailing party in any proceeding in connection with the Agreement shall be entitled to recover from the non-prevailing party all costs and expenses, including without limitation, reasonable attorneys’ and paralegals ’ fees and costs incurred by such party in connection with any such proceeding.

18. Entire Agreement . The Agreement , including these Terms and Conditions which are hereby incorporated by reference, sets out the entire agreement between the parties relative to the subject matter hereof and supersedes all prior or contemporaneous agreements or representations, oral or written.

19. Amendment. The Agreement may not be altered or modified, except by written amendment which expressly refers to the Agreement and which is duly executed by authorized representatives of all parties. The waiver or failure by either party to exercise or enforce any right provided for in the Agreement shall not be deemed a waiver of any further right under the Agreement. Any provision of the Agreement held to be invalid under applicable law shall not render the Agreement invalid as a whole, and in such an event, such provision shall be interpreted so as to best accomplish the intent of the parties within the limits of applicable law. The Agreement may be executed by facsimile and in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument.

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20. Expiration. The rights and obligations contained in these Terms and Conditions shall survive any expiration or termination of the Agreement.

21. Separation of Services . Client acknowledges and agrees that each of Brycer and BAGLP are separate and distinct entities, each providing its respective services under the Agreement independently of the other.

Each of Brycer and BAGLP shall be solely responsible for the performance, quality and delivery of the services it provides, as well as for any obligations, liabilities or claims arising out of or relating to its respective services. Neither Brycer nor BAGLP shall be liable for the services performed or obligations undertaken by the other, and no joint liability shall arise as a result of their respective roles under the Agreement.

22. Insurance. Brycer shall, at its own expense, procure and maintain in full force and effect during the term of this Agreement, policies of insurance, of the types and in the minimum amounts as follows, with responsible insurance carriers duly admitted and qualified in California covering the operations of Brycer, pursuant to this Agreement:
commercial general liability [and auto liability if any of the Services will be performed on Client property] ($1,000,000 per occurrence [and/or accident], $2,000,000 aggregate); excess liability ($1,000,000 per occurrence, $ 1,000,000 aggregate); workers’ compensation (statutory limits) and employers’ liability ($500,000 per accident); cyber liability ($2,000,000 per occurrence); and professional liability ($1,000,000 per occurrence, $1,000,000 aggregate). The Indemnitees shall be named as additional insureds in the commercial general, auto liability if required, cyber, and excess liability policies which shall contain standard cross liability clauses, using forms of endorsements acceptable to Client’s risk manager. Brycer shall cause the liability it assumed under this Agreement to be specif ically insured under the contractual liability section of the liability insurance policies. The liability policies shall be primary without right of contribution from any Indemnitee, and Brycer waives all rights of subrogation with respect to the CGL, auto , workers’ compensation, and cyber liability policies. Such policies shall require that Client be given no less than thirty (30) calendar days prior written notice of any cancellation thereof or material change therein. Brycer shall provide Client with certificates of insurance and original endorsements, evidencing all of the above coverage, including all special requirements specifically noted above, and shall provide Client with certificates of insurance evidencing renewal or substitution of such insurance thirty (30) calendar days prior to the effective date of su ch renewal or substitution. Any “claims made” professional liability policy shall be endorsed to provide an extended reporting period of not less than three (3) years.

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Exhibit B

Maintenance Schedule and Minimum Service Levels

1. Uptime and Maintenance.

The Solution shall be available 24 hours per day during the term of this Agreement. The Solution shall be fully functional, timely and accessible by Client at least 99.5% of the time or better and Brycer shall use reasonable efforts to provide Client with advance notice of any unscheduled downtime.

2. Response Time.

Brycer shall respond to telephone calls from Client within two hours of the call and/or message and all emails from Client within two hours of the receipt of the email.

3. Customer Support

Customer support hours are 24/7/365. The number is 630-413-9511.

Brycer will assign C lient a dedicated customer representative with direct access to their email and work number.

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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: August 25, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Travis M. Karlen, Community Services Director Hae Won Ritchie, City Engineer/Deputy Public Works Director SUBJECT: Consider Adoption of a Resolution Authorizing the City Manager to Execute a Reimbursement Agreement, in Substantially the Form Presented, with Toll Brothers in an Amount Not to Exceed $305,000 for the Construction Costs Associated with Enlarging a Privately Maintained Stormwater Treatment Basin Serving the Crestmoor Residential Development Located at 300 Piedmont Avenue, for the Purposes of Providing LID/C3 Stormwater Treatment for the future City owned Crestmoor Fields
BACKGROUND:

At the Special City Council Meeting held on July 28, 2026, the City Council received a presentation and provided feedback on the Crestmoor Fields and Related Stormwater Treatment Basin. Among other items that the Staff received feedback on, the City Council requested for staff to bring forth an item at the next regular City Council meeting for consideration of approving a reimbursement agreement with Toll Brothers to have them enlarge the privately maintained stormwater treatment basin serving the Crestmoor Residential Development for the purposes of providing LID/C3 stormwater treatment for the future City owned Crestmoor Fields opens space property.

This direction was made with the understanding that it is critical to complete the stormwater basin improvements prior to the beginning of the upcoming rainy season and that the improvements are needed regardless of whether the City moves forward with the construction of the soccer field improvements.

DISCUSSION:

The rough grading plans and the private improvement plans associated with the private development improvements for the Subdivision at 300 Piedmont Avenue include rough grading on the City’s future multiuse field parcel (“City Field Parcel”) and the construction of a large bio- treatment basin (BR-5) (“Basin”) designed to provide LID stormwater treatment for the private portions of the subdivision, as needed to comply with the State Municipal Regional Permit (MRP

3.0).

Given that the City Field Parcel must also include LID stormwater treatment measures to comply with MRP 3.0 and the site conditions are not conducive to self-treating fields, and given that incorporating a separate basin to only serve the City Field Parcel would be an inefficient 40 of 336 Item 5f.

Honorable Mayor and Members of the City Council
August 25, 2026

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use of the space and impact the usability of the sports field site as contemplated in the approved Master Plan, the BR-5 Basin was redesigned to accommodate stormwater flow from the City Field Parcel. The Basin was redesigned in such manner to provide the most efficient use of the City Field Parcel.

Because the Developer is undertaking the construction of the BR-5 Basin, the City Staff requested that they also undertake the construction of the enlarged portion of the Basin needed to treat the stormwater runoff from the City Field Parcel. This requested work would be on behalf of the City, subject to reimbursement by the City of all reasonable costs incurred by the Developer for the completion of the improvements.

Given that the Developer is already constructing the Basin and is capable of performing the Improvements without needing additional mobilization that would otherwise be incurred by the City if the City were to undertake to work as a separate project, there would be significant cost savings to the City and to the public arising from the cost efficiencies generated by having the Developer perform the improvements. In addition, if the Developer were to construct the entire enlarged basin as one project, they would assume all liability for the construction and there would be no ambiguity as to City responsibility if there was a failure of the basin.

The entire BR-5 Basin, including the enlarged portion, is within an existing storm drain easement in favor of the future Homeowners Association (HOA) of the Crestmoor residential development. The easement was created as part of the Final Map for the project and all improvements within the easement, including the enlarged portion needed for treating the stormwater from the City Field Parcel, will be maintained by the HOA and will be documented in a Maintenance Agreement.

In order to move forward with having the Developer construct the basin improvement as discussed, Staff has prepared a Reimbursement Agreement in an amount not to exceed $305,000. This Reimbursement Agreement is separate from the Crestmoor Fields Improvement Agreement because the work is covered under separate permits and can be constructed and closed out separately from the Crestmoor Fields project. The Developer plans to construct the basin in advance of the next wet weather season.

The $305,000 in funding needed to reimburse the Developer for the work to construct the City’s share of the Basin improvements can come in the form of a cash reimbursement and/or credit towards the Community Facilities Development Impact Fees or other category of Development Impact Fees otherwise due to be paid to the City upon the issuance of building permits for the private development within the subdivision, at the sole discretion of the City. At this time, staff recommend that the Developer be provided fee credits in connection with the Crestmoor Fields Project for the basin work.

FISCAL IMPACT:

The estimated cost to complete the improvements is $305,000, which includes a 10% contingency. To fund the project, the Reimbursement Agreement allows Toll to receive a credit of the Community Facilities Development Impact Fees, or other categories of Development Impact Fees in the sole and absolute discretion of the City.

There will be no on-going maintenance costs given the Crestmoor development HOA will be responsible for the cost of on-going maintenance.

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Honorable Mayor and Members of the City Council
August 25, 2026

Page 3 of 3 ends

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ENVIRONMENTAL IMPACT:

The action is a project subject to CEQA because it will fund the design and construction of public facilities that are a component of a larger development project. City Council’s action is considered a “Project” per CEQA Guidelines that was included in a certified Final EIR (Resolution No. 2024-34) and therefore no further environmental analysis is required. The adopted resolution included a Mitigation and Monitoring Reporting Program, CEQA Findings and a Statement of Overriding Considerations.

RECOMMENDATION:

Consider Adoption of a Resolution Authorizing the City Manager to Execute a Reimbursement Agreement, in substantially the form presented, with Toll Brothers in an Amount Not to Exceed $305,000 for the construction costs associated with enlarging a privately maintained Stormwater Treatment Basin serving the Crestmoor Residential Development located at 300 Piedmont Avenue, for the purposes of providing LID/C3 Stormwater Treatment for the future City owned Crestmoor Fields.

ALTERNATIVES:

1. Decline to move forward with Stormwater Treatment Basin Agreements and direct staff on next steps.

ATTACHMENTS:

1. Resolution

2. Basin Reimbursement Agreement

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1 RESOLUTION NO. 2026 - __

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN BRUNO AUTHORIZING

THE CITY MANAGER TO EXECUTE A REIMBURSEMENT AGREEMENT, IN

SUBSTANTIALLY THE FORM PRESENTED, WITH TOLL BROTHERS IN AN AMOUNT NOT TO EXCEED $305,000 FOR THE CONSTRUCTION COSTS ASSOCIATED WITH

ENLARGING A PRIVATELY MAINTAINED STORMWATER TREATMENT BASIN SERVING THE CRESTMOOR RESIDENTIAL DEVELOPMENT LOCATED AT 300 PIEDMONT AVENUE, FOR THE PURPOSES OF PROVIDING LID/C3 STORMWATER TREATMENT FOR

THE FUTURE CITY OWNED CRESTMOOR FIELDS
WHEREAS, Toll Brothers is advancing the development of a 40-acre parcel located at 300 Piedmont Avenue in San Bruno, commonly known as the former Crestmoor High School site, which includes the dedication of approximately 6.9 acres to the City of San Bruno for public park and recreation use; and
WHEREAS, on October 24, 2023, the City Council approved the Crestmoor Fields Multi- Use Master Plan for the 6.9-acre park site following an extensive community engagement process, establishing a vision for a multi-use, lighted turf field complex to serve youth and adult sports; and
WHEREAS, on May 28, 2024, the City Council adopted a resolution certifying the Final Environmental Impact Report (EIR), Mitigation Monitoring and Reporting Program, CEQA Findings, and Statement of Overriding Considerations for the Crestmoor Fields Project, thereby granting full environmental clearance; and
WHEREAS, the Master Plan identifies an initial Phase 1 scope of work that includes construction of eight overlapping artificial turf soccer fields, restroom/concession facilities, parking, security lighting, fencing, stormwater improvements, walking paths, and associated infrastructure, with future phases to include additional amenities as funding allows; and WHEREAS, the City’s future soccer field parcel at 300 Piedmont Avenue must include low-impact development stormwater treatment measures to comply with the Municipal Regional Stormwater Permit (“MRP 3.0”), and the site conditions are not conducive to self-treating fields; and
WHEREAS, constructing a separate stormwater treatment basin for the City field parcel would inefficiently use the available space and adversely affect the usability of the future sports field site, and the BR-5 bioretention basin has therefore been enlarged and designed to treat stormwater runoff from the City field parcel; and
WHEREAS, the Toll Brothers is already constructing the BR-5 basin and can construct the enlarged portion serving the City parcel more efficiently and without the additional mobilization, procurement, and coordination costs that would result if the City completed the work as a separate project, and Toll Brothers will maintain the basin at no additional cost to the City; and
WHEREAS, it is critical to complete said improvements prior to the beginning of the upcoming rainy season; and
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2 WHEREAS, City staff has negotiated a Reimbursement Agreement under which the Developer will construct the enlarged portion of the basin serving the City field parcel and the City will reimburse the Developer for its actual and reasonable costs in an amount not to exceed $305,000, through a cash payment, development impact fee credits, or a combination thereof, as determined by the City; and
WHEREAS, the Reimbursement Agreement between the City and Toll Brothers allows the Developer to construct eligible public improvements in lieu of paying Development Impact Fees, consistent with San Bruno Municipal Code § 12.260.070.

NOW, THEREFORE, BE IT RESOLVED that the San Bruno City Council hereby:

1. Authorizes the City Manager to execute a Reimbursement Agreement, in substantially the form presented, with Toll Brothers in an Amount not to Exceed $305,000 for the construction costs associated with enlarging a privately maintained Stormwater Treatment Basin serving the Crestmoor Residential Development located at 300 Piedmont Avenue, for the purposes of providing LID/C3 Stormwater Treatment for the future City owned Crestmoor Fields. ---oOo---
I hereby certify that foregoing Resolution No. 2026 - __ was introduced and adopted by the San Bruno City Council at a regular meeting on August 25, 2026, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
______________________________
Lupita Huerta, City Clerk

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AGREEMENT FOR CONSTRUCTION AND REIMBURSEMENT FOR

STORMWATER TREATMENT BASIN IMPROVEMENTS
T
HIS CONSTRUCTION AND REIMBURSEMENT AGREEMENT (“Agreement”) is made and entered into on this __ day of ______, 2026 (“Effective Date”) by and between Toll West Coast LLC, a Delaware Limited Liability Company (“Developer”), and the City of San Bruno, a Cal ifornia municipal corporation (“City”) with reference to the following facts set forth in the Recitals below.

RE
CITALS
A. ARROYO CAP V-3, LLC, a Delaware limited liability company (“Arroyo”) is the current fee owner of that certain real property situated in the City of San Bruno, County of San Mateo, State of California, located at 300 Piedmont Avenue, San Bruno, CA . 94066 as described in Grant Deed Document #2025-005274 dated February 6, 2025 (the “Property”).

B. O
n May 28, 2024, the City Council adopted, among other approvals, Resolution No. 2024- 36, approving a Planned Unit Permit, Architectural Review Permit, Vesting Tentative Tract Map, Density Bonus Request, Affordable Housing Plan, and Tree Removal Permit for the proposed development of the Crestmoor Project at the 300 Piedmont Avenue (PUP22-001, AR22-006, TM22- 001, DB24- 001)(APN: 019 -170-020)(“Project”), subject to certain conditions of approval set forth therein (“Conditions”); and C. On June 10, 2025, the City Council approved the Final Map and Subdivision Improvement Agreement for said project by Resolution No. 2025-50; and D. S
aid Final Map has since been recorded in the San Mateo County Recorder’s Office on September 9, 2025, in Book 144 of Maps, at Pages 88-103; and E. S
aid Subdivision Improvement Agreement has since been recorded in the San Mateo County Recorder’s Office as Document No. 2025-034020; and
F. T
he City issued the following permits for the construction of improvements within the subdivision:
a. Rough Grading Permit #25-20634
b. Finish Grading Permit #25-20635; and
G. T
he rough grading plans and the private improvement plans associated with said grading permits include rough grading on the City’s future soccer field parcel (“City Field Parcel”) and the construction of a large bio- treatment basin (BR -5) (“Basin”) designed to provide LID stormwater treatment for the private portions of the subdivision, as needed to comply with the State Municipal Regional Permit (MRP 3.0); and H. G
iven that the City Field Parcel must include LID stormwater treatment measures to comply with MRP 3.0, the Basin was redesigned to accommodate stormwater flow from the City Field Parcel. The redesign of the enlarged Basin is included in the revised plans associated with the following revised grading permits (“Revised Plans”):
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a. Rough Grading Permit #25-20634 Rev1
b. Finish Grading Permit #25-20635 Rev1; and

I. The Basin was redesigned in such manner to provide the most efficient use of the City Field Parcel; and

J. As Developer is undertaking the construction of the Basin, the City requested that Developer undertake the construction of the enlarged portion of the Basin needed to treat the stormwater runoff from the City Field Parcel (“Improvements”) on behalf of the City, as described more particularly in Exhibit A, subject to reimbursement by the City of all actual reasonable costs for completion of the Improvements incurred by Developer (“ Reimbursement Amount”), as further set forth in Section 1 of this Agreement; and

K. Given that Developer is already doing work on the Basin and is capable of performing the Improvements without needing additional mobilization that would otherwise be incurred by the City if the City were to undertake to work as a separate project, there would be significant cost savings to the City and to the public arising from the cost efficiencies generated by having Developer perform the Improvements; and

L. Collectively, the Improvements to be performed by Developer would be as follows, as further set forth in Exhibit A:

1. Perform all work involved with the construction of the enlarged area of the Basin as shown on the Plans included with the revised Grading Permit referenced in Recital H.

2. All soil material removed from the enlarged area of the Basin shall remain on the site and be graded onto the City Field Parcel.

3. Prior to grading the removed soil material, Developer shall submit a revised grading plan of the City Field Parcel for approval by the City; and

M. City and Developer desire to enter into this Agreement to provide for Developer’s construction of the Improvements, subject to Developer submitting cost estimates to the City, and approval by the City thereof, and payment of the Reimbursement Amount.

NOW, THEREFORE, in consideration of the mutual promises contained herein, the Parties agree as follows:

AGREEMENT

1. Construction and Reimbursement for Improvements . The City agrees that Developer shall construct the Improvements and agrees to reimburse Developer as follows:

a) As authorized by this Agreement, Developer agrees to construct the Improvements in accordance with the plans and specifications that have been approved by the City per the Revised Plans referenced in Recital H. Developer shall comply with all California

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State laws and Department of Industrial Relations regulations relating to payment of prevailing wages.

b) Developer agrees to complete construction of the Improvements prior to issuance of the first Final Certificate of Occupancy of the Project, subject to extension for matters outside the reasonable control of Developer and not due to Developer’s actions or negligence.

c) During construction of the Improvements by Developer, the City shall conduct periodic inspections to confirm compliance with the approved plans and specifications.

d) Upon completion of construction of the Improvements, an inspector designated by the City (“City Inspector”) shall perform a final inspection of the Improvements , paid directly by City with City funds. Upon final approval by the City Engineer, or her/his designee, City shall issue a letter acknowledging construction completion of the Improvements.

e) The Developer’s cost for the construction of the Improvements shall be reimbursed by the City to the Developer in the form of a direct cash reimbursement and/or credit not to exceed $305,000. Fee credits would be applied towards the Community Facilities Development Impact Fees, or other categories of Development Impact Fees in the sole and absolute discretion of the City, otherwise due to be paid to the City upon the issuance of building permits for the Project, and comple tion of the Basin to the satisfaction of the City. Developer shall submit to the City an itemization of the actual costs of constructing the Improvements, including all invoices and other documentation as reasonably required by the City that support the c osts actually incurred. Direct cash reimbursements will be paid and/or f ees will be credited on a permit-by-permit basis up to when the full $305 ,000 reimbursement amount is exhausted. A schedule of values is provided below.

Item / Vendor Description / Category Amount
Independent Construction Earthwork $62,955.00
J&M Underground Utilities $164,813.75
New Path Landscape $4,280.82
CBG Staking $6,000.00
Engeo Testing & Observation $16,000.00
Subtotal Hard Costs $254,049.57
Contingency 10% $25,404.96
Toll Brothers Management 10% $25,404.96
Total (Rounded) $305,000.00

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f) If City property is destroyed or damaged by reasons of Developer’s construction of the Improvements as authorized by this Agreement, Developer shall repair, replace, or pay for the repair or replacement, of such destroyed or damaged property at its sole cost and expense.

2. Indemnification.

2.1 Neither the City, nor its officers, agents nor employees (“City Parties”), shall be liable or responsible for any accident, injury, loss, or damage to either property or person attributable to or arising out of the construction or installation of the Improvements. Developer shall indemnify, hold harmless and defend the City and the City Parties from and against any and all losses, claims, costs, expenses, liabilities, damages, actions, causes of action and judgments, including reasonable attorneys’ fees (“Claims”), arising out of or attributable to Developer’s performance under this Agreement. Notwithstanding the forgoing, Developer shall not be obligated under this Agreement to defend and/or indemnify the City or any City Parties for any Claims to the extent that any Claims are caused by the gross negligence or willful misconduct of the City or City Parties.

2.2 Developer’s obligations under this Section 2 are not conditioned or dependent upon whether the Developer prepared, supplied or reviewed any Improvements Plans or related specifications in connection with the Subdivision or the Improvements, or whether the Developer have insurance or other indemnification covering any of these matters.

2.3 Developer’s obligation to indemnify, hold harmless and defend the City shall extend to injuries to persons and damages to or alleged taking of property from the design or construction of the Project and Improvements. The City’s approval of the Improvements shall not constitute an assumption by the City of any responsibility or liability for any damage or alleged taking of property referenced herein. City shall not be responsible or liable for the design or construction of the Project or the Improvements constructed or installed pursuant to the approved Improvements Plans or the Final Map.

After City’s approval of the Improvements, the Developer shall remain obligated to correct or eliminate all dangerous conditions created by defects in design or construction under applicable law; provided, however, that the Developer shall not be responsible for routine maintenance. Developer’s obligations under this Section 2 shall remain in effect for one (1) year following acceptance of the Improvements by the City Council.

Developer acknowledges and agrees that Developer shall be responsible and liable for the design and construction of the Improvements and other work done pursuant to this Agreement in accordance with the terms hereof, and City shall not be liable for any acts or omissions in approving, reviewing, checking, correcting or modifying any Improvements Plans or related specifications, or in inspecting, reviewing or approving any work or construction of Improvements. The Developer’s improvement security shall not be required to secure the Developer ’s obligations under this Subsection 2.3 beyond the one -year guarantee and warranty period. If, in any judicial proceedings involving statutory immunity under the Tort Claims Act (Government Code 810, et seq.)

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asserted by the City, or its officers, agents or employees, is determined by a court of competent jurisdiction to be inapplicable or unavailable to immunize the City, or its officers, agents or employees, from potential liability for any alleged acts or om issions under this Subsection 2.3, then such rights or obligations of indemnity hereunder shall be governed by principles of comparative fault. The parties acknowledge that a future homeowners association will obtain an easement over the property containing the Improvements and shall own and maintain Improvements and City shall have no further obligations regarding the Improvements.

3. No Relief of Other Obligations. This Agreement does not relieve Developer from complying with all generally applicable laws and regulations in the performance of this Agreement and constructing the Improvements. This Agreement also does not relieve Developer from obtaining all required entitlements, permits, authorizations, or other approvals for any other work proposed at the Property in the future.

4. Insurance.

4.1 Developer shall, obtain and maintain in full force and effect during the term of this Agreement, at Developer’s own expense and risk, Workers’ Compensation, an employer’s liability insurance policy, a general comprehensive liability insurance policy, and owned, non-owned, and hired automobile liability insurance. The minimum amounts of coverage corresponding to the aforesaid categories of insurance per insurable event shall be as follows:

Insurance Category Minimum Limits
Workers Compensation Statutory minimum.

Employer’s Liability $2,000,000.00 per accident for bodily injury or disease.

Commercial General Liability $2,000,000.00 per occurrence, $4,000,000.00 aggregate for bodily injury, personal injury and property damage.

Automobile Liability $2,000,000.00 p er occurrence for bodily injury and property da mage (coverage required to the extent
applicable to Contractor's vehicle usage in pe rforming work hereunder).

4.2 Any deductibles or self-insured retentions must be declared to the City.

4.3 Prior to the commencement of construction of the Improvements, Developer shall furnish City with certificates and copies of information or declaration pages of the insurance required in this Section and, with respect to evidence of commercial general liability and automobile liability insurance coverage, original endorsements:

(a) Precluding cancellation or reduction in coverage before the expiration of thirty (30) days after City shall have received written notification of cancellation or reduction in coverage by first class mail, postage prepaid;

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(b) Providing that Developer’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability (cross liability endorsements);

(c) Naming City, its Council, commissions, boards, committees, officers, employees and agents as additional insureds; and

(d) Providing that Developer’s insurance shall be primary insurance relating to Contractor’s work hereunder with respect to City, its Council, commissions, boards, committees, officers, employees and Agents, and further providing that any insurance or self-insurance maintained by City for itself, its Council, commissions, boards, committees, officers, employees and agents shall not be excess of Contractor’s insurance and shall not be contributory with it. Such insurance shall also specifically insure any contractual liability assumed by Developer under the terms of this Agreement, including, but not limited to, the provisions of subsection (a) above.

4.4 In the event that Developer’s insurance is cancelled, Developer shall provide replacement coverage or all work must cease as of the cancellation date until replacement insurance coverage is provided.

5. Default. In the event of default by Developer hereunder which is not cured following written notice and an opportunity to cure, the costs and expenses of City for which Developer shall be liable shall include but not be limited to the City’s costs of suit and rea sonable attorney’s fees if the City is the prevailing party in any such suit.

6. Independent Contractor. Developer is an independent contractor and nothing contained in this Agreement shall be construed as creating an employer/employee, joint venture, or principal/agent relationship between City and Developer.

7. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue to be in full force and effect.

8. Term. This Agreement is effective upon execution unless otherwise modified in writing by mutual agreement of the parties and terminates upon completion of all obligations as set forth in this Agreement, no later than the City’s payment of the full Reimbursement Amount.

9. Execution in Counterparts . This Agreement may be executed in counterparts and/or by facsimile or other electronic means, and when each party has signed and delivered at least one such counterpart, each counterpart shall be deemed an original, and, when taken together with other signed counterpart, shall constitute one Agreement, which shall be binding upon and effective as to all parties.

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10. Entire Agreement. This Agreement represents the entire and integrated agreement between the Parties. This Agreement may be modified or amended only by a subsequent written agreement signed by both parties.

11. Knowing and Voluntary Execution. Both Parties to this Agreement have had the opportunity to be advised by and to have this Agreement reviewed by legal counsel of their choosing.

12. Notices. Any notices relating to this Agreement shall be given in writing and shall be deemed sufficiently given and served for all purposes when delivered personally or by generally recognized overnight courier service, or five (5) days after deposit in the Uni ted States mail, certified or registered, return receipt requested, with postage prepaid, addressed as follows:

To the Developer: Toll West Coast, LLC
6800 Koll Center Parkway Suite 320
Pleasanton, CA 94566
Attn: Andrew Gunson, VP Land
Acquisition

To Arroyo (owner): Arroyo Cap V-3, LLC
18575 Jamboree Road, Suite S-350,
Irvine, CA 92612

To the City: City of San Bruno
567 El Camino Real
San Bruno, CA 94066
Attn: City Manager

With a copy to: City of San Bruno
567 El Camino Real
San Bruno, CA 94066
Attn: City Attorney

[SIGNATURE PAGE FOLLOWS]

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

DEVELOPER

Toll West Coast LLC,
a Delaware Limited Liability Company

By: ________________________

[
Signature must be notarized]

CITY

CITY OF SAN BRUNO,
a municipal corporation

____________________________
Alex McIntyre, City Manager
[
Signature must be notarized]

APPROVED AS TO FORM:

By:__________________________
Trisha Ortiz, City Attorney

ATTEST:

____________________________
Lupita Huerta, City Clerk

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A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California )
County of ____________ )

On ____________________, before me, ____________________________, Notary Public, personally appeared _______________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within i nstrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature

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Exhibit A

(Description of Improvements)

Approved Improvement Plans included in

a. Rough Grading Permit #25-20634 Rev1
b. Finish Grading Permit #25-20635 Rev1; and
on file with the City Public Works Engineering Division. The general limits of the work is as shown below:

d

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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: August 25, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Brent Schimek, Captain
SUBJECT: Consider Adoption of a Resolution Approving (1) a Clinician Services Agreement Between the City of San Bruno, the City of Pacifica, and Janella Juan for Community Wellness and Crisis Response Team (CWCRT) Clinician Services for a Total Amount Not to Exceed $166,400 for the City of San Bruno, and (2) an Agreement Between the County of San Mateo Behavioral Health and Recovery Services (BHRS), the City of San Bruno, and the City of Pacifica for the CWCRT Program through June 30, 2028 for a Total Amount Not to Exceed $4,000; and Authorizing the City Manager to Execute Both of the Agreements
BACKGROUND:

The San Bruno Police Department participates in the Community Wellness and Crisis Response Team (CWCRT) program, a co-responder model that integrates a licensed mental health clinician into police operations. Since July 2024, the program has provided real-time behavioral health crisis response, including on-scene assessments, crisis stabilization, referrals, follow-up support, and case management, while allowing police officers to focus on public safety responsibilities. The program is supported by San Mateo County Behavioral Health and Recovery Services (BHRS), which provides clinical oversight, training, equipment, access to County systems, and technical support.

When the program was established, the clinician was employed through the nonprofit StarVista, which oversaw employment of the program clinicians. Following StarVista's closure, the City entered into a Professional Services Agreement directly with its clinician, Janella Juan, to ensure continuity of services.

Recently, City staff identified an opportunity to work with the City of Pacifica and BHRS to develop a regional shared-services model. As staff worked to develop the required contractual, operational, clinical, and other related structure for such a model, the original Professional Services Agreement with Juan was amended to continue the program in San Bruno without interruption while the parties negotiated the proposed agreements and sought City Council approval.

Effective July 1, 2026, funding for the program transitioned from the Edward Byrne Memorial Justice Assistance Grant (JAG) to opioid settlement funds. During this same period, San Bruno, Pacifica, and BHRS collaborated to develop the shared regional program, resulting in the proposed Three-Party Agreement for clinician services and a companion Memorandum of Understanding with BHRS to support the expanded partnership. 55 of 336 Item 5g.

Honorable Mayor and Members of the City Council
August 25, 2026

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3 7
DISCUSSION:

The proposed agreements establish a shared Community Wellness and Crisis Response Team (CWCRT) program between the Cities of San Bruno and Pacifica in partnership with San Mateo County Behavioral Health and Recovery Services (BHRS). Together, they provide the contractual, operational, and clinical structure necessary to continue and expand behavioral health crisis response services across both communities.

Clinician Services Agreement
Upon execution, the proposed Three-Party Agreement will supersede the City's existing Professional Services Agreement with Ms. Juan, as amended, and establish the contractual framework for the shared regional CWCRT program going forward.

Under the new agreement, Ms. Juan’s responsibilities include behavioral health crisis response, diagnostic and crisis assessment, crisis intervention, de-escalation, involuntary hold evaluations and suicide, homicide and grave-disability risk assessments. She will also provide safety planning, follow-up contacts, short-term case management, care coordination, referrals, resource navigation and field-based stabilization services. Additional responsibilities include community outreach, consultation and education for law enforcement personnel, coordination with treatment providers and community partners and completion of required documentation in BHRS systems.

These services will support opioid remediation through evidence-based or evidence-informed outreach, assessment, care coordination, referral, diversion and deflection for individuals with opioid use disorder or co-occurring substance-use and mental health conditions who are involved in, at risk of becoming involved in or transitioning from the criminal justice system. Ms.

Juan will maintain documentation identifying the services provided, populations served, time charged and outcomes required for opioid settlement expenditure reporting.

Each city will contract directly with and compensate Ms. Juan for its respective share of the services, allowing both agencies to maximize clinician availability while sharing program costs.

The agreement also allows either city to withdraw upon thirty (30) days' written notice. If one city elects to withdraw, the agreement may continue between the remaining city and the consultant by mutual agreement, allowing clinician services to continue without interruption. This flexibility recognizes that the consultant agreement governs the professional services relationship while preserving the ability for the program to continue if circumstances change.

BHRS Agreement
The proposed Agreement formalizes BHRS's continued role in supporting the program by providing clinical consultation, training, equipment, documentation guidance, access to County systems, quality assurance, and other technical support. It also defines the roles and responsibilities of each participating agency. Under the Agreement, the cities will provide administrative oversight of the clinician, including ensuring required professional licensure, annual training, 5150 certification, documentation, and compliance with applicable County program requirements.

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Honorable Mayor and Members of the City Council
August 25, 2026

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3 7
Unlike the consultant agreement, the BHRS Agreement establishes the operational partnership among the participating agencies through June 30, 2028, and generally may be terminated for a number of reasons, including cause, impossibility of performance, is not renewed or chooses to separate, the loss of the underlying clinician services, etc.

The proposed Three-Party Agreement and Memorandum of Understanding are intended to be executed concurrently. The effectiveness of the Three-Party Agreement is contingent upon execution of the accompanying Memorandum of Understanding, ensuring that the contractual, operational, and clinical components of the shared regional program are implemented simultaneously.

Approval of these agreements will allow the City to continue providing uninterrupted clinician services while expanding regional collaboration, improving operational flexibility, and maintaining the clinical support provided by BHRS.

FISCAL IMPACT:

The City of San Bruno will be responsible for its share of clinician service costs in an amount not to exceed $166,400 through June 30, 2028. These costs will be funded through the Police Department’s approved operating budget using opioid settlement funds.

The City will also be responsible for up to $2,000 per year in vehicle-related costs under the BHRS Agreement, for a total amount not to exceed $4,000 over the two-year term. Vehicle- related expenses are not an allowable use of opioid settlement funds and will be paid from the General Fund and can be absorbed in the Police Department’s existing budget.

ENVIRONMENTAL IMPACT:

The action is not a project subject to CEQA. City Council’s action is not considered a “Project” per CEQA Guidelines and therefore no further environmental analysis is required.

RECOMMENDATION:

Adopt a Resolution Approving (1) a Clinician Services Agreement Between the City of San Bruno, the City of Pacifica, and Janella Juan for Community Wellness and Crisis Response Team (CWCRT) Clinician Services for a total amount not to exceed $166,400 for the City of Pacifica through June 30, 2028, and (2) an Agreement Between the County of San Mateo Behavioral Health and Recovery Services (BHRS), the City of San Bruno, and the City of Pacifica for the CWCRT Program through June 30, 2028, for a total amount not to exceed $4,000; and authorizing the City Manager to execute both of the Agreements.

ALTERNATIVES:

1. Decline to approve the proposed Agreements and continue operating under the existing agreements until their expiration, resulting in the loss of the proposed shared services partnership with the City of Pacifica.

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Honorable Mayor and Members of the City Council
August 25, 2026

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3 7
ATTACHMENTS:

1. Resolution

2. Three Party Agreement for Community Wellness and Crisis Response Team (CWCRT) Clinician Services

3. Agreement Between the County of San Mateo, the City of San Bruno, and the City of Pacifica for the Community Wellness Crisis Response Team Program

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1 RESOLUTION NO. 2026 - ___
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN BRUNO APPROVING (1) A

CLINICIAN SERVICES AGREEMENT BETWEEN THE CITY OF SAN BRUNO, CITY OF PACIFICA,

AND JANELLA JUAN FOR COMMUNITY WELLNESS AND CRISIS RESPONSE TEAM CLINICIAN SERVICES FOR A TOTAL AMOUNT NOT TO EXCEED $166,400 FOR THE CITY OF SAN BRUNO, AND (2) AN AGREEMENT BETWEEN THE COUNTY OF SAN MATEO BEHAVIORAL HEALTH

AND RECOVERY SERVICES, THE CITY OF SAN BRUNO AND THE CITY OF PACIFICA FOR THE CWCRT PROGRAM THROUGH JUNE 30, 2028 FOR A TOTAL AMOUNT NOT TO EXCEED $4,000; AND AUTHORIZING THE CITY MANAGER TO EXECUTE BOTH OF THE AGREEMENTS WHEREAS, the City of San Bruno currently participates in the Community Wellness and Crisis Response Team (CWCRT) Program that integrates a licensed mental health clinician into law enforcement operations to support timely and clinically appropriate responses to individuals experiencing behavioral health crises through a Professional Services Agreement with Janella Juan; and
WHEREAS, the City of Pacifica has expressed interest in participating in the CWCRT Program through a shared services model; and
WHEREAS, the City of San Bruno, the City of Pacifica, and the County of San Mateo Behavioral Health and Recovery Services have developed the agreements necessary to continue and expand the Community Wellness and Crisis Response Team Program through a shared regional model; and
WHEREAS, funding for the City's obligations under the proposed agreements is included within the Police Department's approved operating budget utilizing opioid settlement funds.

NOW, THEREFORE, BE IT RESOLVED by the City Council approves a Clinician Services Agreement between the City of San Bruno, the City of Pacifica, and Janella Juan for CWCRT Clinician Services for a total amount not to exceed $166,400 through June 30, 2028.

BE IT FURTHER RESOLVED, the City Council hereby approves an Agreement Between the County of San Mateo BHRS, the City of San Bruno, and the City of Pacifica for the CWCRT Program through June 30, 2028, for a total amount not to exceed $4,000.

BE IT FURTHER RESOLVED, that the City Manager is hereby authorized to execute the foregoing Agreements in the forms attached hereto, with minor revisions that may be approved by the City Attorney, and to execute any other necessary documents to effectuate the terms of the Agreements.
---oOo---
I hereby certify that foregoing Resolution No. 2026 – ___ was introduced and adopted by the San Bruno City Council at a regular meeting on August 25, 2026, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
_________________________________
Lupita Huerta, City Clerk
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ATTACHMENT 1
AG

REEMENT FOR COMMUNITY WELLNESS AND CRISIS RESPONSE TEAM (CWCRT) CLINICIAN SERVICES THIS AGREEMENT (“Agreement”) is made by and among the CITY OF SAN BRUNO, the CITY OF PACIFICA and JANELLA JUAN, a sole proprietor (“Consultant”). San Bruno and Pacifica may be referred to individually as a "City" and collectively as the "Cities." Each may be referred to individually as a "Party" and collectively as the "Parties."

RECITALS
WHEREAS, the Cities desire to participate in a shared Community Wellness and Crisis Response Team ("CWCRT") program that integrates a licensed mental health clinician into law enforcement operations to support timely and clinically appropriate responses to individuals experiencing behavioral health crises; and WHEREAS, Consultant is a licensed mental health clinician operating as a sole proprietor and independent contractor and represents that she possesses the education, experience, licensure, insurance and qualifications necessary to perform the services described in this Agreement; and
WHEREAS, San Bruno previously entered into a Professional Services Agreement with Consultant to maintain continuity of CWCRT clinician services following the closure of StarVista, and that agreement was subsequently amended while San Bruno, Pacifica and the County of San Mateo developed the proposed shared regional model; and WHEREAS, the Cities desire to share Consultant as a regional resource, with Consultant's regular schedule anticipated to be allocated substantially equally between the Cities while preserving flexibility to respond to changing operational needs; and
WHEREAS, the Cities and the County of San Mateo, acting through San Mateo County Health Behavioral Health and Recovery Services ("BHRS"), are entering into a separate agreement governing BHRS support for the CWCRT Program ("BHRS Agreement"); and
WHEREAS, the Parties intend this Agreement and the BHRS Agreement to be implemented concurrently so the contractual, operational and clinical components of the shared CWCRT Program take effect together.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Parties agree as follows:

1. TERM AND EFFECTIVE DATE
A. This Agreement shall become effective on the later of: (1) the date on which this Agreement has been fully executed by C
onsultant and the authorized representatives of both Cities; or (2) the date on which the BHRS Agreement has been fully executed by the County of San Mateo and both Cities ("Effective Date").

B. The term of this Agreement shall begin on the Effective Date and continue through June 30, 2028, unless earlier terminated in accordance with Section 12.

C. As of the Effective Date, this Agreement supersedes San Bruno's existing Professional Services Agreement with Consultant, as amended, solely with respect to services performed on or after the Effective Date. Amounts earned and obl
igations incurred before the Effective Date remain governed by the prior agreement.

D. The Parties may extend this Agreement only by written amendment executed by all Parties and subject to any approvals required by each City.

2. SCOPE OF SERVICES
A. Consultant shall provide CWCRT clinician services to the Cities as described in Exhibit A, which is attached and
i
ncorporated by reference.

B. Consultant shall perform all services in a professional manner consistent with applicable federal, state and local law, professional licensing requirements, standards of care, the BHRS Agreement and applicable CWCRT policies and pr
ocedures.

C. Consultant shall not subcontract or assign clinical work under this Agreement without the prior written approval of both C
ities.

D. Consultant shall exercise independent clinical judgment in providing behavioral health services. Nothing in this Agreement authorizes either City to direct or control Consultant's professional clinical judgment.

3. S

HARED SERVICES ARRANGEMENT
A. Nothing in this Agreement creates a partnership, joint venture, joint powers authority, joint employment relationship or j
oint liability between the Cities.

B. Consultant shall serve as a shared regional resource for San Bruno and Pacifica. The Parties anticipate that Consultant's regular work schedule will be allocated substantially equally between the Cities.

C. Operational demands may require temporary adjustments in schedule or deployment. 60 of 336 ATTACHMENT 2

D. Consultant may provide services across jurisdictional boundaries when operationally appropriate and when the services fall within the scope of this Agreement. Work performed for both Cities at the same time shall be allocated and billed in accordance with Section 5.

E. Nothing in this Agreement guarantees Consultant's availability to either City at a particular time and nothing in this Agreement requires an equal number of calls for service, follow-up contacts, outreach activities, case management efforts or other services in each jurisdiction. The Cities will coordinate scheduling and priorities in accordance with Section 6.

4. INDEPENDENT CONTRACTOR

A. Consultant is and shall remain an independent contractor. Consultant is not an employee, agent, joint employee or representative of either City for any purpose except as expressly authorized in writing.

B. Consultant is not entitled to wages, benefits, leave, retirement contributions or other incidents of employment from either City. Consultant is responsible for all taxes, insurance, licenses and ordinary business expenses associated with operating as an independent contractor, except as expressly provided in this Agreement or the BHRS Agreement.

C. Consultant acknowledges that this Agreement does not create eligibility for membership in the California Public Employees' Retirement System or any other City retirement program based solely on services provided under this Agreement.

5. COMPENSATION AND BILLING

A. Each City shall compensate Consultant at the rate of Eighty Dollars ($80.00) per hour for services performed for that City under this Agreement.

B. The maximum amount payable by San Bruno under this Agreement shall not exceed One Hundred Sixty-Six Thousand Four Hundred Dollars ($166,400), equivalent to 2,080 hours at the hourly rate stated above, unless San Bruno authorizes a higher amount through all approvals required by that City.

C. The maximum amount payable by Pacifica under this Agreement shall not exceed One Hundred Sixty-Six Thousand Four Hundred Dollars ($166,400), equivalent to 2,080 hours at the hourly rate stated above, unless Pacifica authorizes a higher amount through all approvals required by that City.

D. The aggregate maximum potential compensation under this Agreement is therefore Three Hundred Thirty-Two Thousand Eight Hundred Dollars ($332,800). Each City is responsible only for its own payment obligations. Neither City guarantees or assumes payment of the other City's share.

E. Consultant shall submit a separate monthly invoice to each City for services performed on behalf of that City. Each invoice shall identify the billing period, dates of service, hours worked, a brief description of services, the applicable hourly rate and the total amount due.

F. Consultant shall not double bill the Cities for the same services. When Consultant performs a single service or activity simultaneously for the benefit of both Cities, the billable time shall be divided equally between the Cities unless the Chiefs of Police or their designees approve another allocation in writing before payment.

G. Temporary schedule adjustments do not change the hourly rate or the maximum compensation authorized by either City. Actual invoices shall reflect the services and hours properly allocable to each City.

H. Each City shall pay approved invoices within thirty (30) days after receipt. Funding remains subject to annual appropriation and all applicable budgetary requirements of each City.

I. Except as expressly authorized in writing by the applicable City, Consultant shall not separately charge either City for mileage, equipment, insurance, professional dues or other ordinary business expenses. External training fees or other program expenses governed by the BHRS Agreement are not part of Consultant's hourly compensation unless expressly approved in writing by the City responsible for the expense.

6. PROGRAM ADMINISTRATION AND OPERATIONAL COORDINATION

A. The Chief of Police of each City, or the Chief's designee, shall serve as the primary operational representative for administration of this Agreement.

B. The Cities shall coordinate Consultant's regular schedule, deployment, City-specific assignments, special events, outreach activities and other operational priorities. The Cities shall meet at the beginning of the term and thereafter as needed. Either City may request a scheduling meeting, which shall occur within one week when reasonably practicable.

C. In coordination with BHRS, the Cities shall provide administrative oversight of the regional CWCRT Program. That oversight includes verifying required professional licensure, required annual training, 5150 certification, documentation and reporting compliance, participation in required program meetings and compliance with applicable County program requirements.

D. Administrative oversight by the Cities shall not interfere with Consultant's independent professional judgment or create an employment relationship.

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E. The Cities shall communicate promptly regarding material operational or compliance concerns. If the Chiefs of Police or their designees cannot resolve a scheduling or administrative dispute, the matter may be elevated to the City Managers or their designees for resolution.

7. BHRS COORDINATION AND CONTINGENCY

A. BHRS support for the CWCRT Program is governed by the separate BHRS Agreement among the County of San Mateo, San Bruno and Pacifica. BHRS is not a party to this Agreement, and nothing herein creates contractual obligations for BHRS.

B. Consultant shall comply with BHRS requirements necessary to maintain 5150 certification, access County systems, use County-provided equipment and perform services under the CWCRT Program.

C. The effectiveness of this Agreement is contingent upon full execution of the BHRS Agreement as provided in Section 1.

D. If the BHRS Agreement expires, terminates or otherwise ceases to provide the clinical and operational support necessary for Consultant to perform the services contemplated here, the Parties shall promptly meet and confer. Unless a lawful alternative arrangement is approved in writing by the affected City or Cities and Consultant, this Agreement may be terminated by any Party upon thirty (30) days' written notice.

E. Withdrawal or termination by one City under this Agreement does not by itself release that City from obligations under the BHRS Agreement. Any change to a City's participation in the BHRS Agreement must occur in accordance with the terms of that separate agreement.

8. LICENSES, CERTIFICATIONS AND PROFESSIONAL RESPONSIBILITIES

A. Consultant shall maintain throughout the term a valid California professional license appropriate to the services performed under this Agreement and shall promptly notify both Cities and BHRS of any restriction, suspension, lapse or other material change affecting that license.

B. Consultant shall complete and maintain all training and certifications required by BHRS, including 5150 certification and any annual training required to continue performing crisis services.

C. Consultant shall complete required clinical and program documentation accurately and timely, including documentation required in BHRS systems, and shall comply with applicable recordkeeping, privacy and reporting requirements.

D. Consultant shall promptly notify both Cities and BHRS of any material legal, ethical, licensing, safety or clinical issue that could affect Consultant's ability to perform services under this Agreement.

9. INSURANCE

A. Consultant shall maintain insurance throughout the term in the types and amounts set forth in Exhibit C.

B. Before the Effective Date, Consultant shall provide each City certificates of insurance and endorsements required by Exhibit C.

C. Failure to maintain required insurance is a material breach of this Agreement.

10. INDEMNIFICATION
A. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold harmless San Bruno, Pacifica and their respective officers, officials, employees, agents and volunteers from and against claims, demands, damages, liabilities, losses, judgments, costs and expenses arising out of or relating to Consultant's acts, errors, omissions or willful misconduct in the performance of this Agreement.

B. San Bruno shall be responsible for the acts and omissions of its officers, officials, employees and agents and shall defend, indemnify and hold harmless Pacifica from claims arising solely from the negligent or wrongful acts or omissions of San Bruno's officers, officials, employees or agents.

C. Pacifica shall be responsible for the acts and omissions of its officers, officials, employees and agents and shall defend, indemnify and hold harmless San Bruno from claims arising solely from the negligent or wrongful acts or omissions of Pacifica's officers, officials, employees or agents.

D. Nothing in this Agreement creates joint liability between the Cities. Each City remains solely responsible for its own personnel, operations and obligations. The obligations in this Section survive expiration or termination of this Agreement.

11. RECORDS, CONFIDENTIALITY AND DATA SECURITY

A. Each City shall retain ownership of records and work product prepared specifically for that City, subject to applicable law. Clinical records maintained in BHRS systems remain governed by applicable law, the BHRS Agreement and BHRS policies.

B. Neither City is granted unrestricted access to confidential clinical records maintained by or on behalf of the other City.

The Parties may use aggregate, deidentified or otherwise nonconfidential program data for program administration, reporting, planning and evaluation.

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C. Consultant shall maintain the confidentiality of information obtained in performing services and shall comply with Exhibit B and all applicable privacy, confidentiality, medical information and criminal justice information requirements.

D. Before receiving or accessing protected health information, Consultant shall execute any Business Associate Agreement or other privacy instrument reasonably required by BHRS or an applicable City.

E. The obligations in this Section and Exhibit B shall survive expiration or termination of this Agreement.

12. TERMINATION AND WITHDRAWAL

A. Either City may terminate its participation in this Agreement for any reason upon thirty (30) days' written notice to Consultant and the other City.

B. Consultant may terminate this Agreement upon ninety (90) days' written notice to both Cities.

C. Termination or withdrawal by one City does not automatically terminate this Agreement as to the remaining City. Subject to the BHRS Agreement and all required approvals, Consultant and the remaining City may continue services under this Agreement or execute a successor agreement.

D. If the remaining City and Consultant continue under this Agreement after the other City withdraws, the withdrawing City shall have no payment obligation for services performed after its effective withdrawal date, except for amounts previously incurred or obligations that expressly survive termination.

E. Any Party may terminate for material breach if the breaching Party fails to cure the breach within thirty (30) days after written notice, unless the breach is not reasonably capable of cure or immediate termination is otherwise authorized by this Agreement or applicable law.

F. Upon expiration or termination, Consultant shall promptly return City and BHRS property and shall deliver or dispose of records as required by applicable law, the BHRS Agreement and Exhibit B.

13. GENERAL PROVISIONS

A. If any provision of this Agreement is found invalid or unenforceable, the remaining provisions remain in full force and effect.

B. This Agreement shall be governed by the laws of the State of California.

C. This Agreement, together with its exhibits, constitutes the entire agreement among the Parties concerning Consultant's CWCRT services and supersedes prior negotiations and understandings on that subject.

D. No amendment is effective unless it is in writing, executed by Consultant and both Cities, and approved in accordance with each City's applicable authority.

E. This Agreement may be executed in counterparts and by electronic signature. Each counterpart shall be deemed an original and all counterparts together constitute one Agreement.

F. No waiver of any provision constitutes a waiver of another provision or a continuing waiver unless expressly stated in writing.

G. Notices required by this Agreement shall be in writing and delivered personally, by nationally recognized overnight courier, by certified United States mail, return receipt requested, or by another method agreed to in writing. Operational communications and routine scheduling may occur by email or other customary means.

14. NOTICES AND PROGRAM CONTACTS

Janella Juan, LCSW
850 Campus Drive
Apt 113
Daly City, California 94015
[email protected]

City of San Bruno:

Matt Lethin, Chief of Police
567 El Camino Real
San Bruno, CA 94066
Email: [email protected]

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City of Pacifica:

Maria Sarasua, Chief of Police
2075 Coast Highway
Pacifica, CA 94044
Email: [email protected]

A Party may update its notice address or program contact by written notice to the other Parties without amending this Agreement.

SIGNATURES

The Parties have caused this Agreement to be executed by their duly authorized representatives. The Effective Date is determined in accordance with Section 1.

CONSULTANT

Janella Juan
Signature: ______________________________
Date: __________________________________

CITY OF SAN BRUNO
By: ______________________________
City Manager
Date: ____________________________
APPROVED AS TO FORM:
__________________________________
City Attorney

CITY OF PACIFICA
By: ______________________________
City Manager
Date: ____________________________
APPROVED AS TO FORM:

__________________________________
City Attorney

EXHIBIT A PROJECT DESCRIPTION AND SCOPE OF SERVICES
Consultant shall serve as the CWCRT Mental Health Clinician for San Bruno and Pacifica and shall provide services within the scope of Consultant's professional license and applicable BHRS requirements.

A. Crisis Response
• Respond with law enforcement personnel to behavioral health-related calls for service when appropriate. • Conduct behavioral health and crisis assessments.
• Provide crisis intervention and de-escalation.
• Evaluate whether an individual meets applicable criteria for an involuntary hold and follow required procedures. • Perform suicide, homicide and grave-disability risk assessments within the scope of licensure and training. • Assist with safety planning, stabilization, referrals and coordination of transportation when appropriate.

B. Follow-Up and Case Management
• Provide follow-up contacts and short-term case management to individuals encountered through CWCRT services. • Assist individuals with access to behavioral health, substance use, housing, medical and community resources. • Coordinate with treatment providers, family members, caregivers and partner agencies as appropriate and permitted by law.
• Support continuity of care and longer-term stabilization through referrals and resource navigation.

C. Community Outreach and Law Enforcement Collaboration • Participate in community outreach, education and public engagement related to behavioral health and crisis response.

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• Provide consultation and education to law enforcement personnel regarding behavioral health-related incidents. • Participate in case review, program planning and collaborative problem-solving activities. • Participate in meetings with community partners, service providers and stakeholder organizations as appropriate.

D. Documentation and BHRS Requirements
• Complete documentation, reports and records required by applicable law, professional standards, BHRS and the respective Cities.
• Document crisis response, follow-up and related services in BHRS systems when required. • Maintain accurate and timely records necessary for program administration, reporting and continuity of care. • Comply with BHRS policies, procedures, training, credentialing and documentation requirements necessary to perform CWCRT services.
• Participate in required BHRS consultation, quality assurance and program-monitoring activities.

E. Opioid Remediation and Diversion Services.

To the extent services are funded with opioid settlement funds, Consultant shall provide evidence-based or evidence- informed outreach, assessment, care coordination, referral, diversion and deflection services for individuals with opioid use disorder or co-occurring substance use and mental health conditions who are involved in, at risk of becoming involved in or transitioning from the criminal justice system. Such services shall focus on opioid remediation and comply with applicable settlement requirements, California State-Subdivision Agreements and current guidance issued by the California Department of Health Care Services. Consultant shall maintain sufficient documentation to identify the services, populations served, time charged, and outcomes reasonably required for expenditure reporting.

EXHIBIT B CONFIDENTIALITY, DATA SECURITY AND RECORDS MANAGEMENT

1. CONFIDENTIAL INFORMATION
Consultant may receive or access confidential, sensitive, protected or legally restricted information, including law enforcement records, protected health information, medical information, personally identifiable information, behavioral health records and information maintained by BHRS. Consultant shall use and disclose such information only as authorized by law and as necessary to perform services under this Agreement.

2. COMPLIANCE WITH LAW AND PROGRAM REQUIREMENTS

Consultant shall comply with applicable federal, state and local privacy and confidentiality requirements, including applicable HIPAA requirements, California medical-information and mental-health confidentiality requirements, criminal justice information requirements, the California Public Records Act where applicable, and the policies of the Cities and BHRS. Consultant shall execute any Business Associate Agreement or other privacy instrument required before accessing protected health information.

3. ACCESS LIMITATIONS

Consultant shall access confidential information only for purposes necessary to perform services and shall not access, copy, use, disclose or distribute information for an unauthorized purpose.

4. SECURITY SAFEGUARDS
Consultant shall maintain reasonable administrative, technical and physical safeguards to protect confidential information from unauthorized access, disclosure, alteration, destruction or loss. Electronic records shall be maintained using secure systems and devices consistent with applicable requirements.

5. SECURITY INCIDENTS

Consultant shall immediately notify both Cities and BHRS of any actual or suspected unauthorized disclosure, loss, theft, compromise or security incident involving confidential information and shall cooperate with investigation, mitigation, notification and corrective action.

6. RECORD RETENTION

Consultant shall retain records in accordance with applicable law, professional standards, BHRS requirements and applicable City record-retention requirements.

7. RETURN OR DISPOSITION OF INFORMATION

Upon expiration or termination, Consultant shall return or securely dispose of confidential information as directed by the applicable City or BHRS, except when retention is required by law, professional licensing requirements or the BHRS Agreement.

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8. RETURN OF PROPERTY
Upon expiration or termination of this Agreement, Consultant shall promptly return City and BHRS property, including identification cards, access credentials, keys, vehicles, electronic devices, documents and other materials provided for performance of services, unless otherwise directed in writing.

EXHIBIT C INSURANCE REQUIREMENTS

Consultant shall procure and maintain, throughout the term of this Agreement and for any additional period required below, insurance with insurers authorized to do business in California and with a Best's rating of not less than A:VII, unless otherwise approved in writing by both Cities.

A. Commercial Automobile Liability Insurance
Commercial Automobile Liability Insurance providing bodily injury liability and property damage coverage for liability arising out of the use of owned, leased, hired and non-owned automobiles, with limits of not less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregate.

B. Commercial General Liability Insurance
Commercial General Liability Insurance with limits of not less than $1,000,000 per occurrence, $2,000,000 general aggregate and $2,000,000 products/completed operations aggregate. Coverage shall include premises and operations, completed operations, products liability, contractual liability, broad-form property damage and personal injury liability.

C. Professional Liability Insurance
Professional Liability Insurance covering negligent acts, errors or omissions arising from Consultant's professional services, with limits of not less than $1,000,000 per claim and $1,000,000 aggregate. If written on a claims-made basis, coverage shall be maintained or an extended reporting period obtained for at least two years after services are completed.

D. Workers' Compensation and Employer's Liability
Workers' compensation insurance and employer's liability insurance shall be maintained to the extent required by law. If Consultant has no employees and is legally exempt from workers' compensation coverage, Consultant shall provide documentation acceptable to both Cities.

E. Certificates and Endorsements
• Before the Effective Date, Consultant shall provide each City certificates of insurance evidencing required coverage. • Except for professional liability and workers' compensation, each City and its City Council, boards, commissions, committees, officers, employees and agents shall be named as additional insureds when commercially available and appropriate to the coverage.
• Coverage shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to policy limits.
• Consultant shall provide notice of cancellation or material reduction in coverage as required by the applicable policy and shall promptly notify both Cities upon receiving such notice. • Available insurance proceeds broader than or in excess of the minimum requirements shall be available to the additional insureds to the extent provided by the applicable policy.

F. Material Breach
Failure to maintain required insurance or provide required evidence of coverage constitutes a material breach. The Cities may exercise remedies available under this Agreement, including termination, subject to applicable notice and cure provisions.

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1 AGREEMENT BETWEEN

THE CITIES OF SAN BRUNO AND PACIFICA AND

THE COUNTY OF SAN MATEO FOR THE PROVISION OF

COMMUNITY WELLNESS CRISIS RESPONSE TEAM (CWCRT)
T
he purpose of this Agreement is to establish an agreement between the County of San Mateo (County), acting through the Behavioral Health and Recovery Services (BHRS) of San Mateo County Health, and the City Police Departments of San Bruno and Pacifica (each, a “City” and together, the “Cities”) for the provision of the law enforcement co-responding mobile crisis services, Community Wellness and Crisis Response Team (CWCRT), for FY26-28, to improve City and County response to community members experiencing mental health crisis.

T
he Parties agree to the following:

1. E
xhibits and Attachments
Attachment I – HIPAA Requirements
Attachment II – County Driving Policy

2. B
ackground Information
I
n December 2021, the County launched the Pilot Program of the CWCRT, designed as a law enforcement co-responding mobile crisis model, based on best practice models in other jurisdictions. CWCRT enhances city and county responses to incidents involving individuals experiencing mental health crises, by supplementing that response with the engagement of mental health clinician embedded in each partner police department. The CWCRT clinicians assist in the first response by providing early intervention, crisis de-escalation, 5150 evaluation, involuntary hold, and referrals to therapeutic hospitalizations, and follow-up case management linkages to support services for individuals in mental health crises. BHRS provides ongoing clinical training opportunities, as-needed consultation, oversight on the crisis response work, technical and infrastructure support, and contract monitoring responsibilities.

The
CWCRT Pilot Program demonstrated reduction in psychiatric emergency service (PES) admissions and improved linkage connection to needed on-going treatment for the community members in crisis, as reported by John W.

Gardner Center for Youth and Their Communities of the Stanford University Graduate School of Education (Gardner Center), based on their evaluation study examining the interventions and assessment methods utilized by the CWCRT participant cities.
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ATTACHMENT 3
2 The current Agreement covers the period of FY2026-2028 for the implementation of CWCRT services in the Cities of San Bruno and Pacifica.

3. Purpose or Scope of Work

The Cities enter into this Agreement with the County to enhance their response to community members in mental health crises. In the event of a suspected mental health crisis within their city jurisdiction, the city-retained licensed mental health clinician shared between San Bruno and Pacifica Police Departments will respond to the scene together with the City law enforcement officer, exercising their independent judgment and expertise while in collaboration with the officer.

The goal of the immediate co-response will be to de-escalate the crisis and to support the safety of the individual in crisis, those around the individual, and all responding to the incident. The mental health clinician will then assess the person suspected to be in mental health crisis (“the client”), determine the best course of action (e.g., temporary mandatory placement in a medical facility for psychiatric evaluation and treatment under Section 5150 of the Welfare and Institutions Code (“W&I”), referral for treatment, etc.) and provide needed follow-up support and linkages to further stabilize the crisis and prevent future similar crises from happening again.

Another goal of the CWCRT program is that clients in mental health crisis contacting and interacting with law enforcement receive early intervention and guidance toward appropriate behavioral health services, i.e., mental health and substance use issues. The mental health clinician will be trained in the range of available behavioral health resources both within BHRS and in the community, and the law enforcement/mental health clinician response teams will collaboratively decide on the best course of action and resources for the client.

The County of San Mateo derives direct benefit from the implementation of this Agreement, by way of, for example, increasing its ability to directly respond to community members in mental health crisis; enhancing response time for those in need of behavioral health services and resources; and creating a broader and more effective continuum of care that results in a decrease in justice system contacts.

Important program outcomes of CWCRT include, but are not limited to, residential stability, improved mental health and connection to needed services

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3 and treatment, reduced use of acute and emergency services, and reduced contact with the criminal justice system.

To achieve a healthy and integrated community, this Agreement represents a partnership between the Cities and the County to jointly exercise their common powers to enhance community linkages and help stabilize and improve the health and well-being of persons experiencing mental health crises. Important outcomes include, but are not limited to, residential stability, improved mental health and connection to needed services and treatment, reduced use of acute and emergency services, reduced potential unfavorable outcomes while interacting with law enforcement officers, and reduced contact with the criminal justice system.

4. Relationship of the Parties

The Parties acknowledge and agree that the services performed under this Agreement by the licensed mental health clinician shall be conducted by a California-licensed clinical professional (e.g., licensed social worker, licensed marriage and family therapist, licensed psychologist) who is an independent contract clinician retained by the Cities of San Bruno and Pacifica. The California-licensed clinician shall be a qualified independent behavioral health professional, competent of appropriate and sound clinical judgment and decision-making in interacting with behavioral health clients, their family members, and community. In addition, their professional conduct and clinical judgment in delivering behavioral health crisis and clinical services in California are governed by their License Board.

The clinician is and shall remain an independent contractor while providing services under specific terms of a contract between the Cities and the clinician and at no time shall the clinician be deemed an employee of the Cities or BHRS or the County.

5. Mutual Responsibilities of the Parties

5.1 The Parties agree to adopt and modify as needed policies and procedures developed during the Pilot phase of the CWCRT Program regarding, but not limited to, scope of work, necessary training, client grievance process, documentation requirement, and handling and disposition of data generated by the CWCRT Program. The policies and procedures will reflect the Parties’ mutual understanding that the CWCRT clinician is a professional who exercises independent clinical judgment and expertise in the performance of their scope of work, complying with all of the County’s requirements related to crisis

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4 mental health services, applicable laws and ethics, follow-up clinical support to stabilize CWCRT clients, required documentation and reporting procedures, record storage and releases, ethics and professional conduct expected of a mental health clinician as governed by their License Board, applicable state and federal laws, including but not limited to the Health Insurance Portability and Accountability Act of 1996 (HIPAA), and State Medi-Cal requirements related to mental health and crisis response service delivery, and BHRS Documentation Guidelines.

5.2 The Parties will participate, as needed, in efforts to obtain and analyze data to document the effectiveness of the Program in reaching the anticipated goals and objectives listed under Section 7 of this Agreement, while protecting and respecting individuals’ confidentiality and privacy rights per HIPAA requirements.

5.3 The Parties will participate in all the collaborative trainings when appropriate and follow the developed program strategies and protocol of the response team, in a manner that respects the dignity and diversity of community members.

6. Responsibilities of the Cities

6.1 The Cities shall be responsible for the following:
• Recruit, hire, and employ/contract a license-appropriate clinician for the Program, and hold all applicable administrative oversight of the work of the CWCRT clinician.
• Ensure the licensed mental health clinician documents, maintains, and reports client level data as requested by BHRS.
• Ensure the licensed mental health clinician possesses and maintains a valid license to engage in the practice of crisis and therapeutic services in the State of California (LCSW, LMFT, or Licensed Psychologist). • Ensure the licensed mental health clinician adheres to and delivers all tasks and responsibilities listed in Section 5.2 of this Agreement. • Ensure the licensed mental health clinician passes the required BHRS certification test to become 5150-certified and takes all required training annually to keep up with laws and ethics related to provision of crisis services.
• Participate in meetings with BHRS, and as needed with other cities and other CWCRT clinicians for progress status, data collection, outcomes evaluation, coordination, and program development.

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5 • Timely bring to the attention of the County if/when issues or concerns related to the legal, ethical, and clinical practices of the clinician emerge.

6.2 The scope of work provided by the CWCRT mental health clinician will comply with all the County’s requirements related to crisis mental health services, and the docu mentation and reporting procedures under the BHRS Documentation Guidelines. The CWCRT clinician’s duties shall include, but are not limited to the following:

A. Perform initial diagnostic evaluation during a crisis , noting behavioral symptoms which may indicate organic and/or mental disorders in children, youth, or adults.

B. Determine whether individuals meet criteria for an involuntary hold under W&I 5150 or W&I 5585 and follow appropriate procedures.

C. Perform suicidal/homicidal/Grave Disability risk assessments.

D. Provide Crisis Intervention and Crisis De-escalation.

E. Determine other resources appropriate to connect individuals to needed services or treatment.

F. Provide follow -up counseling, engagement support and case management linkage to refer clients to appropriate resources within BHRS or in the community.

G. Work closely with different communities including, but not limited to, law enforcement, behavioral health providers, outpatient clinics, and BHRS-contracted agencies to provide quality crisis care.

H. Conduct home visits and/or field-based services, for crisis response and follow-up stabilization support.

I. Participate in monthly San Mateo County Field Crisis Consultation Committee (FCCC) meetings.

J. Collect and evaluate medical or psychosocial data such as case histories, behavior patterns and family relationships of patients/clients as requested.

K. Work as a care team member with other treatment disciplines or treatment providers of BHRS or BHRS -contracted agencies, for purpose of crisis safety planning and/or prevention of recidivism.

L. Utilize Trauma Informed Care and other Evidence-based practices.

M. Provide consultation and education services to law enforcement colleagues, family members, and community as indicated.

N. Document all crisis response, crisis -related engagement, follow-up services, and related administrative tasks in Avatar which is the electronic health record system (EHR) of BHRS.

O. Obtain insurance information from their crisis clients and

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6 enter/upload such information into Avatar for care coordination and billing purposes.

P. As a HIPAA protected record, 5150 applications completed by the CWCRT clinician shall be uploaded onto Avatar timely and be incorporated as a part of the client’s clinical record.

Q. Ensure the C WCRT clinician adheres to the County Driving Policy and the Safe Driver Program (See Attachment II) , as well as coordinate with BHRS and/or DPW regularly and timely for maintenance needs of the provided county vehicle.

7. Responsibilities of the County

BHRS shall be responsible for the following:
• Ensure required onboarding documentation and orientation, needed 5150 certification training, BHRS and community mental health/substance use services and resources training, clinical and technical consultation, and periodic training related to crisis response, crisis de-escalation, crisis assessment, 5150 involuntary hold, laws and ethics as arranged for or provided to the mental health clinicians.
• Provide the mental health clinician with County laptop and needed applications and technical support to address related technical issues as arise in the use and maintenance of this equipment.
• Provide credentialing of the clinician for access to Avatar electronic health record for the purpose of client look-up and documentation of mental health services.
• Provide the mental health clinician with County vehicle and coordinate regular maintenance needs with DPW and the Cities.
• Hold meetings with the mental health clinician and/or the Cities for the purpose of contract monitoring, quality assurance, clinical consultation, and clinical adherence.
• Ensure the mental health clinician follows and complies with all legal and clinical requirements related to the Agreement with the County.

8. Goals of the CWCRT Program

Goals of the CWCRT Program are:

Goal 1: Law enforcement staff and the mental health clinician will respond together to active crisis situations in San Bruno and Pacifica where mental health crisis is a factor.

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7 Goal 2: Improve outcomes for individuals experiencing a crisis due to mental illness or suspected mental illness.

Goal 3: Increase access to appropriate behavioral health resources, services, and treatment within the County behavioral health system.

Goal 4: Increase knowledge of mental health conditions and effective intervention strategies among law enforcement personnel.

Goal 5: Law enforcement will strengthen relationships with service providers and community.

The Parties agree to meet and confer periodically to assess and revise program goals, and to add new program goals, as appropriate.

9. Special Terms and Conditions

9.1 Coordination and Oversight
The assigned BHRS Clinical Services Manager will be responsible for the oversight of this Agreement, and coordinate with the Cities regularly and on an ongoing basis.

The Chiefs of Police of San Bruno and Pacifica, or their designees, will participate in the BHRS contract monitoring meetings as needed to monitor the progress towards its objectives, review any operational issues that have arisen, and identify items for ongoing work plan as needed.

9.2 Conflict Resolution
In the event of disagreements or conflicts between the Parties to this Agreement, the disagreement or conflict will be addressed and resolved during the contract monitoring meeting between BHRS and the Cities. In the event when consultation at that level does not resolve the disagreement or conflict, then the Chiefs of Police or their designees, BHRS Clinical Services Manager, and BHRS’ Deputy Director of Adult and Older Adult Services shall meet and confer and attempt to resolve the matter. Finally, in the event the disagreement or conflict remains, the BHRS Director (or designee) and the Chiefs shall meet and confer.

9.3 Records and Confidentiality
Records created by the mental health clinician under the CWCRT program and maintained in the County system (Avatar) shall be considered the County’s records, free from the control and direction of the Cities. Such records will be subject to all federal, state, and local laws and regulations regarding the protection of client/patient privacy and confidentiality.

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8 Records created by the mental health clinician retained by the Cities under the CWCRT program and maintained by each of the Cities in separate City-owned database shall be considered the City’s records, free from the control and direction of the County.

The Parties agree that the mental health clinician must adhere to the privacy requirements of HIPAA. BHRS will train the clinician on federal, state, and local policies and procedures with respect to the confidentiality and use or disclosure of protected health information of clients as necessary and appropriate for the clinician to carry out their functions. BHRS will provide the clinician with the appropriate Health System policies and procedures, which are subject to change from time to time.

The County reserves the right to take appropriate action for violation of its policies, and such action may include the immediate termination of this Agreement with the Cities or strong recommendation of the immediate termination of the specific clinician who violates Federal, State, or local law and policy.

BHRS shall maintain beneficiary medical and/or clinical records for a period of ten (10) years, except that the records of the persons under age eighteen (18) at the time of treatment shall be maintained: a) until one (1) year beyond the person's eighteenth (18th) birthday or b) for a period of ten (10) years beyond the date of discharge, whichever is later. This rule does not supersede professional standards (BHRS is allowed to maintain records for a longer period if required by other regulations or licenses).

10. Hold Harmless and Indemnification

10.1. The County shall defend, hold harmless, and indemnify the Cities from and against all claims, suits, or actions of every name, kind, and description which result from the acts or omissions of the County's representatives for services provided under this Agreement.

10.2. The Cities, individually and together, shall defend, hold harmless, and indemnify the County and its employees, agents, and servants from all claims, suits, or actions of every name, kind, and description which result from the acts or omissions of the Cities and/or its respective mental health clinician, officers, employees, agents, contractors, subcontractors, and servants.

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9 10.3. The duty of each party to defend, hold harmless, and indemnify the other as set forth herein shall include the duty to defend as set forth in Section 2778 of the California Civil Code.

10.4. In the event of concurrent negligence (or intentional/reckless acts) of the Cities and/or its respective officers and employees, on the one hand, and the County and/or its officers, employees, agents, and servants, on the other hand, then the liability for any and all claims for injuries or damage to persons and/or property which arise out of terms and conditions of this Agreement shall be apportioned according to the California theory of comparative fault.

10.5 For purposes of this Agreement, each City shall be solely responsible for the acts, omissions, negligence, or misconduct of its own officers, employees, agents, contractors, and representatives. Nothing in this Agreement shall be construed to create joint and several liability between the Cities.

In the event a claim, action, or liability arises from the joint conduct of both Cities, responsibility for defense, indemnification, and any resulting costs or damages shall be allocated between the Cities in proportion to their respective degrees of fault, as determined by mutual agreement, mediation, arbitration, or a court of competent jurisdiction.

11. Term and Termination

11.1 Term
This Agreement shall be effective immediately upon signature by each of the Parties. The term of the Agreement shall end in two fiscal years on June 30, 2028.

11.2 Amendment/Modification Process
All subsequent modifications or amendments to this Agreement shall be in writing and signed by each of the Parties hereto before they will be effective.

11.3 Termination
Subject to the Parties’ understanding as to the term of this Agreement, detailed in Section 10.1, each Party agrees to remain a party to this Agreement for the entire duration of the term, subject only to termination for cause.

Cause for termination of this Agreement will include only a material breach by another Party or impossibility of performance. Prior to termination for cause, the terminating party must give the other party 30 days written notice of the

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10 alleged material breach and notice of an opportunity to cure such breach during the notice period.

In addition, the Parties acknowledge that implementation of this Agreement is dependent upon the continued availability of contracted mental health clinician services necessary to operate the program. In the event the underlying clinician services agreement expires, is terminated, is not renewed, or clinician services otherwise become unavailable, this Agreement may be terminated by any Party upon thirty (30) days written notice to the other non-terminating Party.

12. Funding/Financial Responsibilities

12.1 Personnel Cost
Personnel costs for the CWCRT mental health clinician retained by the Cities shall be the responsibility of the Cities and be 100% covered by the Cities.

Personnel costs for training, clinical consultation, and technical support from the County are 100% covered by BHRS.

External training courses that the mental health clinician attends shall be 100% covered by the Cities or covered under other arrangements made between the Cities and the contracted clinician.

12.2 Operations, Administration, and Supplies Costs

The Cities shall be responsible for the Operating Costs, Administrative Costs, and Supplies Costs associated with the CWCRT program within their respective jurisdictions.

12.3 Auto, Equipment, and Maintenance Costs

BHRS shall provide a County vehicle and a county laptop including all required applications and software licenses necessary for the clinical documentation of the CWCRT services provided by the clinician retained by the Cities.

The cost of expenses related to the County vehicle, including insurance, maintenance, and fuel, totaling $4,000 per year for one vehicle shall be paid for by the Cities. BHRS shall invoice the Cities on a bi-annual basis 50-50 split, with each City paying $2,000 for the vehicle. Reimbursement from the Cities is expected within twenty (20) business days of the invoice.

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11 Any loss, theft, damage, or destruction of County equipment, including County- issued vehicles, laptops, software, or other equipment, shall be reported immediately to BHRS and documented as required by County policy.

The Cities shall be responsible for the reasonable costs of repair or replacement only to the extent such loss, theft, damage, or destruction results from the negligence, gross negligence, willful misconduct, or unauthorized use by the Cities, their officers, employees, contractors, agents, or the assigned clinician.

The Cities shall not be responsible for loss, theft, damage, or destruction resulting from criminal acts of third parties, ordinary wear and tear, manufacturer defects, acts of God, or other circumstances beyond the reasonable control of the Cities or the assigned clinician.

13. Contact Information

The followings are contact information of the persons responsible from each party/entity for the completion and maintenance of this Agreement:

13.1 Party A (BHRS) Information
Name: Jei Africa
Address: 2000 Alameda de las Pulgas, San Mateo
Contact number: (650) 753-2748
Email: [email protected]

13.2 Party B (San Bruno) Information
Name: Matt Lethin
Address: 567 El Camino Real, San Bruno, CA 94066
Contact number: (415) 310-3122
Email: [email protected]

13.3 Party C (Pacifica) Information
Name: Maria Sarasua
Address: 2075 Coast Highway, Pacifica, CA 94044
Contact number: (650) 738-7314
Email: [email protected]

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12 Effective Date and Signatures:

This Agreement shall be effective upon the signature of all parties authorized officials. All Parties indicate agreement with this Agreement by their signatures.

Signatures and dates:

_______________________
Jei Africa
Director of BHRS

_______________________
Date

_______________________
Alex McIntyre
City Manager, San Bruno

_______________________
Date

________________________
Sean Charpentier
City Manager, Pacifica

________________________
Date

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13 Attachment 1
Health Insurance Portability and Accountability Act (HIPAA) Business Associate Requirements

DEFINITIONS
Terms used, but not otherwise defined, in this Schedule shall have the same meaning as those terms are defined in 45 Code of Federal Regulations (CFR) sections 160.103, 164.304, and 164.501. All regulatory references in this Schedule are to Title 45 of the Code of Federal Regulations unless otherwise specified.
a. Business Associate. “Business Associate" shall generally have the same meaning as the term "business associate" at 45 CFR 160.103, and in reference to the parties to this agreement shall mean Contractor.
b. Covered Entity. "Covered entity" shall generally have the same meaning as the term “covered entity” at 45 CFR 160.103, and in reference to the party to this agreement shall mean County.
c. HIPAA Rules. "HIPAA rules" shall mean the Privacy, Security, Breach Notification and Enforcement Rules at 45 CFR part 160 and part 164, as amended and supplemented by Subtitle D of the Health Information Technology for Economic and Clinical Health Act provisions of the American Recovery and Reinvestment Act of 2009. d. Designated Record Set. "Designated Record Set" shall have the same meaning as the term "designated record set" in Section 164.501.
e. Electronic Protected Health Information. "Electronic Protected Health Information" (EPHI) means individually identifiable health information that is transmitted or maintained in electronic media; it is limited to the information created, received, maintained or transmitted by Business Associate from or on behalf of Covered Entity. f. Individual. "Individual" shall have the same meaning as the term "individual" in Section 164.501 and shall include a person who qualifies as a personal representative in accordance with Section 164.502(g).
g. Privacy Rule. "Privacy Rule" shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 CFR Part 160 and Part 164, Subparts A and E. h. Protected Health Information. "Protected Health Information" (PHI) shall have the same meaning as the term "protected health information" in Section 160.103 and is limited to the information created or received by Business Associate from or on behalf of County. i. Required By Law. "Required by law" shall have the same meaning as the term "required by law" in Section 164.103.
j. Secretary. "Secretary" shall mean the Secretary of the United States Department of Health and Human Services or his or her designee.
k. Breach. The acquisition, access, use, or disclosure of PHI in violation of the Privacy Rule that compromises the security or privacy of the PHI and subject to the exclusions set forth in Section 164.402. Unless an exception applies, an impermissible use or disclosure of PHI is presumed to be a breach, unless it can be demonstrated there is a low

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14 probability that the PHI has been compromised based upon, at minimum, a four-part risk assessment:

1. Nature and extent of PHI included, identifiers and likelihood of re-identification;

2. Identity of the unauthorized person or to whom impermissible disclosure was made;

3. Whether PHI was actually viewed or only the opportunity to do so existed;

4. The extent to which the risk has been mitigated.
l. Security Rule. "Security Rule" shall mean the Security Standards for the Protection of Electronic Protected Health Information at 45 CFR Part 160 and Part 164, Subparts A and C.
m. Unsecured PHI. “Unsecured PHI” is protected health information that is not rendered unusable, unreadable, or indecipherable to unauthorized individuals through the use of a technology or methodology specified by the Secretary in relevant HHS guidance. n. Security Incident. "Security Incident" shall mean the attempted or successful unauthorized access, use, disclosure, modification, or destruction of information or interference with systems operations in an information system. “Security Incident” includes all incidents that constitute breaches of unsecured protected health information.

OBLIGATIONS AND ACTIVITIES OF CONTRACTOR AS BUSINESS ASSOCIATE a. Business Associate agrees to not use or further disclose Protected Health Information other than as permitted or required by the Agreement or as required by law. b. Business Associate agrees to use appropriate safeguards to comply with Subpart C of 45 CFR part 164 with respect to EPHI and PHI, and to prevent the use or disclosure of the Protected Health Information other than as provided for by this Agreement. c. Business Associate agrees to make uses and disclosures requests for Protected Health Information consistent with minimum necessary policy and procedures. d. Business Associate may not use or disclose protected health information in a manner that would violate subpart E of 45 CFR part 164.504 if used or disclosed by Covered Entity.
e. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a use or disclosure of Protected Health Information by Business Associate in violation of the requirements of this Agreement. f. Business Associate agrees to report to County any use or disclosure of Protected Health Information not authorized by this Agreement.
g. Business Associate agrees to ensure that any agent, including a subcontractor, to whom it provides Protected Health Information received from, or created or received by Business Associate on behalf of County, agrees to adhere to the same restrictions and conditions that apply through this Agreement to Business Associate with respect to such information.
h. If Business Associate has Protected Health Information in a Designated Record Set, Business Associate agrees to provide access, at the request of County, and in the time and manner designated by County, to Protected Health Information in a Designated Record Set, to County or, as directed by County, to an Individual in order to meet the requirements under Section 164.524.

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15 i. If Business Associate has Protected Health Information in a Designated Record Set, Business Associate agrees to make any amendment(s) to Protected Health Information in a Designated Record Set that the County directs or agrees to make pursuant to Section 164.526 at the request of County or an Individual, and in the time and manner designed by County.
j. Business Associate agrees to make internal practices, books, and records relating to the use and disclosure of Protected Health Information received from, or created or received by Business Associate on behalf of County, available to the County at the request of County or the Secretary, in a time and manner designated by the County or the Secretary, for purposes of the Secretary determining County's compliance with the Privacy Rule.
k. Business Associate agrees to document such disclosures of Protected Health Information and information related to such disclosures as would be required for County to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with Section 164.528. l. Business Associate agrees to provide to County or an Individual in the time and manner designated by County, information collected in accordance with Section (k) of this Schedule, in order to permit County to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with Section 164.528.
m. Business Associate shall implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of EPHI that Business Associate creates, receives, maintains, or transmits on behalf of County.
n. Business Associate shall conform to generally accepted system security principles and the requirements of the final HIPAA rule pertaining to the security of health information.
o. Business Associate shall ensure that any agent to whom it provides EPHI, including a subcontractor, agrees to implement reasonable and appropriate safeguards to protect such EPHI.
p. Business Associate shall report to County any Security Incident within three (3) business days of becoming aware of such incident. Business Associate shall also facilitate breach notification(s) to the appropriate governing body (i.e. HHS, OCR, etc.) as required by law. As appropriate and after consulting with County, Business Associate shall also notify affected individuals and the media of a qualifying breach. q. Business Associate understands that it is directly liable under the HIPAA rules and subject to civil and, in some cases, criminal penalties for making uses and disclosures of Protected Health Information that are not authorized by this Attachment, the underlying contract as or required by law.

PERMITTED USES AND DISCLOSURES BY CONTRACTOR AS BUSINESS ASSOCIATE Except as otherwise limited in this Schedule, Business Associate may use or disclose Protected Health Information to perform functions, activities, or services for, or on behalf of, County as specified in the Agreement; provided that such use or disclosure would not violate the Privacy Rule if done by County.

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16 OBLIGATIONS OF COUNTY

a. County shall provide Business Associate with the notice of privacy practices that County produces in accordance with Section 164.520, as well as any changes to such notice. b. County shall provide Business Associate with any changes in, or revocation of, permission by Individual to use or disclose Protected Health Information, if such changes affect Business Associate's permitted or required uses and disclosures. c. County shall notify Business Associate of any restriction to the use or disclosure of Protected Health Information that County has agreed to in accordance with Section 164.522.

PERMISSIBLE REQUESTS BY COUNTY
County shall not request Business Associate to use or disclose Protected Health Information in any manner that would not be permissible under the Privacy Rule if so requested by County, unless the Business Associate will use or disclose Protected Health Information for, and if the Agreement provides for, data aggregation or management and administrative activities of Business Associate.

DUTIES UPON TERMINATION OF AGREEMENT

a. Upon termination of the Agreement, for any reason, Business Associate shall return or destroy all Protected Health Information received from County, or created, maintained, or received by Business Associate on behalf of County, that Business Associate still maintains in any form. This provision shall apply to Protected Health Information that is in the possession of subcontractors or agents of Business Associate. Business Associate shall retain no copies of the Protected Health Information. b. In the event that Business Associate determines that returning or destroying Protected Health Information is infeasible, Business Associate shall provide to County notification of the conditions that make return or destruction infeasible. Upon mutual agreement of the Parties that return or destruction of Protected Health Information is infeasible, Business Associate shall extend the protections of the Agreement to such Protected Health Information and limit further uses and disclosures of such Protected Health Information to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such Protection Health Information.

MISCELLANEOUS

a. Regulatory References. A reference in this Schedule to a section in the HIPAA Privacy Rule means the section as in effect or as amended, and for which compliance is required.
b. Amendment. The Parties agree to take such action as is necessary to amend this Schedule from time to time as is necessary for County to comply with the requirements of the Privacy Rule and the Health Insurance Portability and Accountability Act, Public Law 104-191.

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17 c. Survival. The respective rights and obligations of Business Associate under this Schedule shall survive the termination of the Agreement. d. Interpretation. Any ambiguity in this Schedule shall be resolved in favor of a meaning that permits County to comply with the Privacy Rule.
e. Reservation of Right to Monitor Activities. County reserves the right to monitor the security policies and procedures of Business Associate.

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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: August 25, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Matthew Lee, P.E., Public Works Director
Ana Morales, Management Analyst
SUBJECT: Consider Adoption of a Resolution Authorizing the City Manager to Negotiate and Execute a Three-Year Renewal Agreement with T2 Systems, Inc. Including Applicable Addenda with T2 Systems Canada, Inc., for Software, Connectivity, Payment Processing, Technical Support, and Related Services for the Downtown Paid Parking Program in Substantially the Form Attached, Subject to Any Revisions Approved by the City Attorney, in an Amount Not to Exceed $150,000; and Determining the Project is Exempt Under the California Environmental Quality Act
BACKGROUND:

In April 2023, the City Council adopted Resolution No. 2023-43 authorizing the City Manager to execute an agreement with T2 Systems, Inc. (T2) in an amount not to exceed $1.3 million for the purchase, installation, and operation of metered parking kiosks.

Following that authorization, the City implemented a pay-by-plate parking system using T2 kiosks and related software, cellular connectivity, payment-processing, and system- management services. The Downtown Paid Parking Program currently includes 681 paid parking spaces, consisting of 454 off-street spaces and 227 on-street spaces, and is supported by 58 active kiosks. T2's Iris platform enables the City to configure the kiosks, process payments, monitor equipment status, obtain transaction data, and support integration with parking enforcement operations.

The existing Digital Iris Addendum provides for an initial three-year term and permits renewal by mutual agreement of the parties. With the current term approaching expiration, staff evaluated the existing contract, the City’s operational experience, the number of active kiosks, and available market information. The City and T2 Systems are negotiating a three-year renewal that would maintain the existing payment and operating platform while revising pricing and updating contractual protections for the City. The agreement attached to this staff report is the most recent draft provided by T2 and reflects the parties’ negotiated terms in substantially final form. Negotiations remain active, and staff anticipates that any remaining revisions will be non- material. The final agreement will be subject to review and approval as to form by the City Attorney before execution. The renewal will not expand the paid parking area or modify parking rates, operating hours, or enforcement policies.
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Honorable Mayor and Members of the City Council
August 25, 2026

Page 2 of 4 ends

DISCUSSION:

Proposed Renewal Scope and Pricing
The proposed renewal is structured around the City’s current operating inventory of 58 active kiosks. This inventory reflects prior changes to the Program, including the removal of 21 kiosks from El Camino Real pursuant to City Council direction in June 2025, and provides for a fixed three-year term. The agreement would continue the core services necessary to operate the system, including the Iris platform, DataConnect cellular service, SecurePay payment services, Extend-by-Phone functionality, software maintenance, and technical support. The proposed authorization is limited to continuation of services for the existing system and does not authorize the purchase or installation of additional kiosks or hardware, activation fees, shipping, training, accessories, or other one-time implementation costs associated with the original deployment.

The attached draft contains certain legacy unit-count references and general hardware provisions that do not reflect the proposed transaction. Those references will be corrected or clarified before execution.

The proposed base subscription rate is $65 per active kiosk per month, consisting of $45 for Iris Core, $10 for DataConnect, and $10 for SecurePay, with Extend-by-Phone included at no additional cost. The subscription rates would remain fixed for the three-year initial term. For 58 active kiosks, the fixed subscription cost would be $3,770 per month, $45,240 annually, and $135,720 over the three-year term. This represents a reduction of $5 per kiosk per month from the current $70 rate and an estimated subscription savings of $10,440 over three years, assuming 58 active kiosks throughout the term. The attached agreement includes Quote Q- 61841, which confirms the 58-unit inventory and applicable subscription rates. Transaction- based charges and any separately authorized services would continue to be billed based on actual use, subject to the City Council-authorized not-to-exceed amount of $150,000. The Agreement also permits T2 to pass through certain tariff-related costs imposed after the effective date. Any such surcharge would be separately itemized and subject to the City Council-authorized not-to-exceed amount of $150,000.

Renewing with T2 will preserve the City's existing investment in the installed kiosk system and avoid an immediate platform conversion, equipment replacement, data migration, and operational transition. The renewal also provides the City an opportunity to renegotiate certain terms in the existing contract without changing the public-facing parking program.

Service and Technical Support
The proposed renewal continues the technical support and software maintenance services necessary to operate the City’s existing T2 parking system. Under the Digital Iris Addendum, T2 will provide access to the hosted platform and related support services, including software maintenance, troubleshooting assistance, and incident response. The agreement provides for system availability on a 24-hour, seven-day-per-week basis, excluding scheduled maintenance periods, with T2 required to use reasonable efforts to maintain availability.

The renewal also continues access to software updates, firmware maintenance, and customer support for covered services, while certain on-site, specialized, or non-covered technical services may be provided separately on a time-and-materials basis. These provisions are intended to maintain ongoing operational support for the City’s existing parking system throughout the renewal term.

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Honorable Mayor and Members of the City Council
August 25, 2026

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Because the separate warranty and support documentation referenced in the agreement was not included with T2’s most recent draft, the City Manager will execute the renewal only after that documentation and any related revisions have been reviewed and approved by the City Attorney. Any final revisions must remain within the authorized three-year term and $150,000 not-to-exceed amount.

Contractual and Risk Protections
The proposed agreement includes revisions intended to provide additional financial and legal protections from the current agreement. The negotiated terms include a fixed three-year initial term without automatic renewal; a proposed subscription price lock; annual appropriation protections; revised late-payment and invoice-dispute provisions; and notice requirements associated with assignment or a change in control. The agreement also references separate warranty and support documentation governing applicable hardware and technical support services, which will be reviewed and reconciled with the City’s current 58-unit operating inventory before execution.

The proposed data-security provisions require notification within 48 hours after T2 verifies unauthorized access, a written incident report within seven calendar days, compliance with applicable privacy requirements, and return of City data in a machine-readable format at no additional charge upon expiration or termination. The current draft also expands T2’s indemnification obligations for data-security incidents and unauthorized use or disclosure of City data, proposes a liability cap based on the greater of 24 months of applicable fees or $500,000, and establishes California law and San Mateo County venue for disputes. These provisions, together with the remaining agreement terms and supporting documents, remain subject to final negotiation and approval as to form by the City Attorney.

City Council Authorization
The renewal uses T2’s vendor agreement and related addenda, as modified through negotiation, rather than the City’s standard form of agreement. Under the City’s Award of Contract Policy, City Council approval is required for agreements that do not conform to the City’s standard form. City Council authorization is also required because the anticipated three- year compensation exceeds the City Manager’s current signing authority.

Because negotiations are still being completed, staff recommends authorizing the City Manager to negotiate and execute the renewal agreement in substantially the form attached. This authority would allow the City and T2 to complete non-material revisions, incorporate the final warranty and support documentation, and correct legacy unit-count, pricing, and hardware references without returning to the City Council, provided that the final agreement does not exceed a three-year initial term or $150,000 in total compensation, authorize additional kiosk or hardware purchases, materially expand the scope of services, or materially increase the City’s obligations or risk.

CONCLUSION:

The proposed renewal would maintain the technology and support services required to operate the Downtown Paid Parking Program while aligning the agreement with the City’s actual inventory of 58 active kiosks. The revised terms are intended to provide clearer pricing, additional data and legal protections, and more defined service and support expectations.

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August 25, 2026

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Authorizing the City Manager to negotiate and execute the agreement in substantially the form attached will allow the remaining non-material revisions to be completed subject to City Attorney approval, while preserving the three-year term, $150,000 not-to-exceed amount, and existing parking policies.

FISCAL IMPACT:

Based on the proposed $65 per-kiosk monthly base subscription rate, the subscription cost compared with the current rate is shown in Table 1:

Table 1: Rate Comparison*
Cost Period Current Rate —
$70/Kiosk
New Rate —
$65/Kiosk
Savings
Monthly $4,060 $3,770 $290
Annual $48,720 $45,240 $3,480
Three-Year Term $146,160 $135,720 $10,440
* Based on 58 active kiosks
Funding for T2 services is already included in the Parking Enterprise Fund budget under the Professional Services line item; therefore, no additional appropriation is required. Fixed subscription charges will be paid in accordance with the agreement, while transaction-based charges and separately authorized services will be paid based on actual usage, subject to the City Council-authorized not-to-exceed amount of $150,000.

ENVIRONMENTAL IMPACT:

The action is not a project subject to CEQA. City Council’s action is not considered a “project” per CEQA Guidelines and therefore no further environmental analysis is required.

RECOMMENDATION:

Adopt a Resolution Authorizing the City Manager to Negotiate and Execute a Three-Year Renewal Agreement with T2 Systems, Inc. for Software, Connectivity, Payment Processing, Support, and Related Services for the Downtown Paid Parking Program in Substantially the Form Attached, Subject to Any Revisions Approved by the City Attorney, in an Amount Not to Exceed $150,000; and Determine the Project is Exempt Under the California Environmental Quality Act.

ATTACHMENTS:

1. Resolution with Exhibit A and A-1

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1 RESOLUTION NO. 2026 - ___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN BRUNO AUTHORIZING

THE CITY MANAGER TO NEGOTIATE AND EXECUTE A THREE-YEAR RENEWAL AGREEMENT WITH T2 SYSTEMS, INC., INCLUDING APPLICABLE ADDENDA WITH T2 SYSTEMS CANADA INC., FOR SOFTWARE, CONNECTIVITY, PAYMENT PROCESSING,

TECHNICAL SUPPORT, AND RELATED SERVICES FOR THE DOWNTOWN PAID

PARKING PROGRAM IN SUBSTANTIALLY THE FORM ATTACHED, SUBJECT TO ANY

REVISIONS APPROVED BY THE CITY ATTORNEY, IN AN AMOUNT NOT TO EXCEED $150,000; AND DETERMINING THE PROJECT IS EXEMPT UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT
WHEREAS, on April 11, 2023, the City Council adopted Resolution No. 2023-43 authorizing the City Manager to execute an agreement with T2 Systems, Inc. (T2) in an amount not to exceed $1.3 million for the purchase, installation, and operation of metered parking kiosks;
WHEREAS, the Downtown Paid Parking Program currently includes 681 paid parking spaces, consisting of 454 off-street spaces and 227 on-street spaces, and is supported by 58 active T2 kiosks;
WHEREAS, T2's Digital Iris platform and related services provide the software, cellular connectivity, payment-processing, system-management, software-maintenance, and technical- support functions necessary to operate the City's existing kiosks and integrate parking-payment information with enforcement operations;
WHEREAS, the existing Digital Iris Addendum provides for an initial three-year term and permits renewal by agreement of the parties;
WHEREAS, staff evaluated the City’s operational experience, actual kiosk inventory, service requirements, contractual protections, and available market information and is negotiating a proposed three-year renewal based on 58 active kiosks; WHEREAS, the proposed renewal would continue the services required to operate the existing system and would not include the purchase or installation of additional kiosks or hardware, activation fees, shipping, training, accessories, or other one-time costs associated with the original program deployment;
WHEREAS, the negotiated pricing is based on a base subscription rate of $65 per active kiosk per month, resulting in a base subscription cost of $135,720 over the three-year term, with the remaining contract authority available for transaction-based charges, separately authorized services, and any applicable tariff-related surcharges permitted under the agreement, subject to the total not-to-exceed amount of $150,000;
WHEREAS, the most recent draft includes proposed provisions concerning data security, indemnification, liability, warranty, annual appropriations, payment disputes, assignment, change of control, and California venue, and T2 has indicated that a separate service-level agreement will be provided for final review; WHEREAS, the agreement attached as Exhibit A is the most recent draft provided by T2 and reflects the parties’ negotiated terms in substantially final form, but negotiations remain 88 of 336 ATTACHMENT 1
2 active and the final agreement and supporting documents will be subject to review and approval as to form by the City Attorney;
WHEREAS, the proposed renewal uses T2’s vendor agreement and related addenda rather than the City’s standard form of agreement, and the total compensation exceeds the City Manager’s signing authority; and
WHEREAS, the City Council finds that renewal of the existing T2 services will maintain continuity of the Downtown Paid Parking Program, preserve the City's investment in its installed equipment, and is in the best interest of the City.

NOW, THEREFORE, BE IT RESOLVED that the San Bruno City Council hereby:

1. Authorizes the City Manager to negotiate and execute a three-year renewal agreement with T2 Systems, Inc., including the applicable addenda with T2 Systems Canada Inc., for software, connectivity, payment processing, technical support, and related services for the Downtown Paid Parking Program, in substantially the form attached as Exhibit A, subject to any revisions approved by the City Attorney, in an amount not to exceed $150,000.

2. Authorizes the City Manager to make revisions necessary or appropriate to complete the negotiations and carry out the intent of this Resolution, subject to approval by the City Attorney, provided that the final agreement does not increase the authorized not-to- exceed amount, extend the initial term beyond three years, authorize the purchase or installation of additional kiosks or hardware or other original deployment costs, materially expand the scope of services, or materially increase the City’s obligations or risk.

3. Confirms that this action maintains the existing Downtown Paid Parking Program and does not authorize an expansion of the paid parking area or any change to parking rates, operating hours, or enforcement policies.

4. Determines the Project is Exempt Under the California Environmental Quality Act.

Exhibit A: T2 Agreement (dated 8/11/26)
Exhibit A-1: T2 Product Support and Hosting Services 2026 ---oOo---
I hereby certify that foregoing Resolution No. 2026 – ___ was introduced and adopted by the San Bruno City Council at a regular meeting on August 25, 2026, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
_________________________________
Lupita Huerta, City Clerk

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T2 Master Customer Agreement
This Master Customer Agreement (the "Agreement") is made by and between T2 Systems, Inc. (“T2 or T2 Systems”) and City of San Bruno ("Customer") as of the Effective Date set forth below.

B
y signing this Agreement, Customer acknowledges that it has read, understands and agrees to be bound by the terms and conditions of this Agreement.

1. BACKGROUND. The Agreement establishes the Customer's overall contractual framework and the applicable terms and conditions. Under the Agreement, Customer may acquire or license Products an d pr
ocure Services by entering into an Addenda. Each Addendum may be entered into and will be executed by Customer and T2 Systems or one of its Affiliates (T2 Systems and its Affiliates collectively "T2") and each will be incorporated herein. In the event of any conflicts in the terms of the applicable Addenda and the Agreement, the terms of the Addenda shall control.

2. DEFINITIONS. In this Agreement:
(a) “Addenda” or “Addendum” means each document referencing this Agreement which may include a Quote or Order Form, executed by Customer and T2 Systems or one of its Affiliates under this Agreement to place orders for Products and/or Services. (b) "Affiliate" means, in respect of an entity, any entity which directly or indirectly controls, is controlled by, or is under common control with such entity. "Control" for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of an entity. (c) "Confidential Information" means and includes any written or orally or visually disclosed information relating to the disclosing party's business identified as “confidential” or “proprietary” or which the receiving party should reasonably know is confidential or not generally know n to the public, including, without limitation:
(i) all know -how, technology, Documentation and other proprietary information owned, licensed, used or developed by the disclosing party, including proprietary rights protected by trade secret and other intellectual property rights, and; (ii) all information relating to the disclosing party's business, the source code for the Software, the Services, and to all other aspects of the disclosing party's structure, personnel, operations, financial matters, marketing, commercial strategies, customer lists, Customer Data, contractual records, correspondence, products, programs, devices, concepts, inventions, designs, methods, data, and items provided to the disclosing party by third parties subject to restrictions on use or disclosure. (d) "Customer Data" means the data provided to T2 by Customer and Customer’s authorized end users who access or use Software as permitted in an Addendum. (e) "Documentation" means the documentation, help files, user manuals, handbooks and any other written or electronic material relating to the Products and Services provided by T2 to its customers from time to time.
(f) "Effective Date" means the latest of the dates on which this Agreement is executed by Customer and T2 as indicated in the signature block at the end of these terms and conditions. (g) “Hardware” means the T2 hardware sold and provided by T2 to Customer under an Addendum. (h) “Products” means the T2 products licensed or sold by T2 to Customer under an Addendum including Software and Hardware.
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ATTACHMENT 1, Exhibit A
- 2 -

(i) “Quote” or “Order Form” means the quote provided by T2 to Customer related to the ordering of Products and/or Services as set forth in the applicable Addendum. Unless otherwise stated in the Quote, each Quote is incorporated and made part of the applicable Addendum. (j) "Representatives" means, in respect of a party, the directors, officers, employees, agents and contractors of such party.
(k) "Services" means the T2 services provided by T2 to Customer under an Addendum . (l) “Software” means the T2 Software access to which is licensed by T2 to Customer under an Addendum.

All other terms defined in this Agreement shall have the meanings ascribed thereto.

3. TERM. This Agreement shall commence on the Effective Date and continue for a fixed initial period of three (3) years (the “Initial Term”), unless earlier terminated in accordance with its terms. Following the Initial Term, this Agreement may be renewed only by m utual written agreement of both parties signed at least sixty (60) days prior to expiration of the then- current term (each, a “Renewal Term”). THERE SHALL BE NO AUTOMATIC RENEWAL. Continued use of services beyond the Initial Term without a signed renewal constitutes a month-to-month arrangement for IRIS software subscriptions only terminable by either party on thirty (30) days’ written notice.

4. FEES AND PAYMENT.
(a) Customer agrees to pay to T2 the fees plus all applicable taxes as set forth in the applicable Addendum.
(b) All fees are exclusive of all taxes, duties and levies of any kind, including any sales, use, excise, value- added and other applicable taxes, withholdings, and governmental charges (collectively, “ Taxes”).

Customer shall pay all applicable Taxes, other than taxes on T2’s income. If T2 pays any such amounts on behalf of Customer, Customer shall reimburse T2 upon presentation of proof of payment. If Customer claims an exemption from any such taxes, Customer shall pr ovide to T2 an appropriate exemption certificate. If Customer challenges the applicability of any tax, Customer shall nevertheless pay the same to T2 and Customer may thereafter challenge the tax and seek a refund thereof. Customer agrees to indemnify and hold harmless T2 from any cost, fee, penalty or expense (including counsel fees) in connection with any assertion by any taxing authority that T2 has failed to collect and remit their sales or use tax on transactions hereunder or to pay any property taxes on the copies of the Software in Customer’s possession but shall have no such obligation to T2 with respect to any amount paid by Customer to T2 and not remitted to the relevant taxing authority.
(c) Material Adverse Change. In the event of a material adverse change, the parties agree to renegoti- ate, in good faith, pricing of the applicable Addendum and/or Quote(s) within thirty (30) days of such material adverse change. For purposes of this Section, a “material adverse change” shall mean any event, occurrence, change in facts, conditions, or effect that has been or reasonably can be expected to be adverse to the Customer or the T2 Systems, and their respective businesses, opera- tions, or financial conditions, including, but not limited to, a change in law that affects the Services or Deliverables. If the parties cannot reach an agreement regarding renegotiated pricing within thirty (30) days of such material adverse change, either Party shall have the option to terminate this Agreement and/or any Addendum hereunder upon thirty (30) days written notice

5. OWNERSHIP.

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(a) Customer acknowledges that T2 has developed and uses valuable technical and non- technical information, trade secrets, know -how and the like in the supply of the Products and Services.

Customer agrees that, except for the limited right to use the Products or Services as set out in this Agreement, all rights, title and interest in and to the Products and Services, Documentation, and any other hardware, software, equipment and materials used by T2 in conjunction with the delivery of the Products and Services, shall remain vested in T2 or its third party suppliers. Any Software provided under an Addendum will be licensed not sold to Customer. (b) Customer agrees that any copies made of the Software, Documentation, any other T2 Confidential Information and any other material obtained from T2 shall preserve unaltered patent, trademark, copyright, proprietary or confidentiality notices contained therein. (c) Each party recognizes and acknowledges the great value of the goodwill associated with the name and trademarks of the other party, and the identification of the proprietary party’s goods or services therewith. Each party agrees that it obtains no rights, title or interest of any kind in or to any of the trademarks, tradenames, logos, service marks or other markings belonging to the other party or its suppliers.

6. CONFIDENTIALITY.
(a) Each party agrees to hold all Confidential Information of the other party in strictest confidence, not to make use thereof other than for the performance of this Agreement, to disclose such Confidential Information only to its Representatives who are under an obligation of confidentiality with respect thereto and who require such information for the performance of their duties, and not to disclose such Confidential Information to any third parties, except with the disclosing party's prior written consent; provided, however, that the foregoing restrictions shall not apply to Confidential Information of the other party:
(i) that is now or hereafter in the public domain through no action or failure to act on the part of the receiving party or its Representatives;
(ii) that was received by or was available to the receiving party from a third party without any obligation of confidentiality to the disclosing party; (iii) that is independently developed by or for the receiving party by persons who have not had access to the Confidential Information of the disclosing party; or (iv) that is disclosed with the written consent of the disclosing party. (b) Each party may disclose the other party’s Confidential Information pursuant to the requirement of a governmental agency or is required by operation of law, regulation or court order, provided that, whenever possible, prompt notice is given by the receiving party to the disclosing party prior to such disclosure so that the disclosing party may seek a protective order or other remedy. (c) Each party agrees to protect and safeguard Confidential Information of the other party from loss, theft, destruction and inadvertent disclosure using the same degree of care as it uses to protect its own Confidential Information, but in no event less than a reasonable standard of care. (d) Each party shall hold the other party's Confidential Information in trust for the other party and all right, title and interest in and to such Confidential Information shall remain with the disclosing party.
(e) Upon termination of the Agreement or an applicable Addendum, or otherwise upon the request of a disclosing party, the receiving party will promptly destroy all full and partial copies of the disclosing party's Confidential Information in its possession or control, or in the event of termination of an Addendum such information provided under the applicable terminated Addendum, and certify such destruction in writing; provided, however, that the receiving party may retain one (1) copy for its

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internal archival purposes only, which copy shall remain subject to the obligations of confidentiality set out in this Section 6.

7. CUSTOMER DATA.
(a) Customer shall be solely responsible for any loss, damage or liability arising in connection with Customer’s inputs, selection and use of the Services, and all data (including Customer Data), reports, statements and other content transmitted, posted, recei ved or created on the T2 System through Customer’s account, even if transmitted, posted, received or created by a third party. (b) The Software may create and store databases of personal information of end -users and data relating to Customer on the computer system on which the Software is accessed or installed.

Customer agrees to take all steps which it deems are appropriate to provid e adequate security for that information.
(c) The parties acknowledge that at all times Customer will remain the owner of Customer Data. Except as otherwise set forth herein or in the applicable Addenda, T2 shall not at any time use Customer Data or disclose Customer’s Data to any third parties, excep t that T2 may use Customer Data for the purpose of meeting its obligations under an Addendum and providing the Services, and may store, back-up and archive Customer Data.
(d) T2 will comply with all applicable laws governing the collection, access, use, disclosure of Customer Data, including the California Consumer Privacy Act (CCPA). All Customer Data which is submitted by Customer to T2 pursuant to this Agreement will be safeguarded by T2 to the same extent that T2 safeguards data relating to its own business; pr ovided, however, if Customer Data is publicly available, is already in T2’s possession from a source other than Customer or otherwise known to it, or was rightfully obtained by T2 from third parties, T2 shall bear no responsibility for its disclosure, inadvertent or otherwise. T2 has implemented and will maintain administrative, physical and technical safeguards to protect Customer Data from unauthorized access, acquisition or disclosure, destruction, alteration, accidental loss, misuse or damage that are no less rigorous than accepted industry practices. In the event of unauthorized access to Customer Data which has been verified by T2, T2 shall within forty -eight (48) hours of verification i) take action to stop the unauthorized access, and ii) notify Customer, provide Customer with relevant details of the unauthorized access and an explanation of steps that T2 took or is taking to stop the unaut horized access, and iii) provide a full written incident report within seven (7) calendar days of the breach.

T2 maintains Payment Card Industry (PCI) Level One compliance and upon request (no more than once annually), T2 will provide Customer with a copy of its third -party audit certification demonstrating that appropriate information security standards to protect Customer Data are in place. Upon expiration or termination of this Agreement for any reason, T2 shall, within thirty (30) calendar days: (a) pr ovide Customer with a complete export of all Customer Data in a machine - readable format (CSV, JSON, or equivalent) at no additional charge; and (b) certify in writing that all Customer Data has been permanently deleted from T2’s systems, except as required to be retained by applicable law. T2 shall not condition the return of Customer Data on payment of any fee.

8. INDEMNITY.
(a) T2 Indemnification. Subject to the limitation of liability set out in Section 11, T2 shall indemnify, defend and hold harmless Customer, its officers, directors or employees (“Indemnitees”) from and against any and all direct losses, damages, costs, expen ses (including reasonable attorneys’ fees), (collectively “Losses”), to the extent that such Losses arise directly from any act(s) of negligence or misconduct by T2 or any of its officers, directors, employees, contractors, agents or other representatives, giving rise to an accident or other occurrence resulting in bodily injury or death, to any person(s) arising out of or related to: (i) claims for loss or damage to tangible property, and (ii) claims asserted by third parties for loss or damage to tangible property; except to the extent that

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such Losses were not caused by T2. In addition, and without limitation, T2’s indemnification obligations shall extend to: (iii) any Losses arising from a verified breach of T2’s data security obligations under Section 7 of this Agreement, including without limitation costs of notifying affected individuals, regulatory fines, and credit monitoring costs; and (iv) any claim by a third party arising from T2’s unauthorized use or disclosure of Customer Data.. (b) Intellectual Property Indemnification. Subject to the limitation of liability set out in Section 11, T2 shall indemnify, defend (at its expense) and hold the Indemnitees harmless in respect of any Losses brought against or suffered by the Indemnitees aris ing out of or related to a determination by a
court that the operation or use of any Software, or any part thereof, infringes any third party’s copyright, trade mark or trade secret or any Hardware, or any part thereof, infringes any third- party’s copyright, trademark or trade secret.

T2’s obligations pursuant to this Section 8(b) shall not apply to any infringement caused by or resulting from Customer modifications or attempted modifications to any relevant system, or from Customer’s failure to implement changes or updates furnished by T2 to Customer during the term of this Agreement.

In the event that an injunction or order is obtained against the Customer’s use of any Product or Software or if, in T2’s opinion, any Product or Software is likely to become the subject of a claim of infringement or violation of any rights in connection w ith any rights as noted above, T2 shall, at its expense:
(i) procure for the Customer the right to continue using the affected Product or Software; or (ii) modify or replace the affected Product or Software so that such Product or Software becomes non-infringing.

If neither Section 8(b)(i) nor Section 8(b)(ii) are commercially practicable, remove the affected Product or Software from the Customer and refund to the Customer all amounts paid to T2 by the Customer in respect of such Product, less a reasonable amount f or depreciation. The remedies in and the indemnification rights of the Customer stated in this Section 8(b) are the exclusive remedies available to the Customer at law or in equity for indemnifiable claims. (c) Customer Responsibility. Customer agrees to be responsible for all liabilities, obligations, damages, claims, suits, proceedings, costs, fees and expenses, including reasonable attorneys’ fees and costs, arising out of the gross negligence or willful misconduct of Customer or any of its Affiliates, or breach of the Agreement by Customer, or any claim by Customer end user related to use of end user personally identifiable information by Customer.
(d) Defense. If a party is alleged to be obligated to indemnify the other party hereunder, the party alleged to be obligated to provide indemnification shall have the right to appoint counsel of its own choice and in all other respects control any litigation and/or settlement thereof, provided, however, that any such settlement shall not bind the non-indemnifying party or obligate it to pay any monies without its express prior written consent. The indemnified party shall cooperate in the defense of any indemnified claim. If one party is notified of any potential or actual claim or liability against the other party or named in any suit or proceeding of any kind that could give rise to an indemnification claim under this Agreement or otherwise subject the other party to a suit, proceeding or claim (or threat thereof), the notified party shall immediately inform the other party.

9. INSURANCE.
(a) During the Term of this Agreement, T2 shall maintain, at its own expense, insurance which it deems reasonable and necessary for its business and the performance of its obligations hereunder. T2 will, upon reasonable advanced notice, provide Customer with a copy of its certificate(s) of insurance.

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(b) If Customer enters into a T2 PARCS Addendum during the term of this Agreement, T2 will maintain at its own expense the following insurance, with companies authorized to do insurance business in the any states where work is performed or eligible surplus lines insurers having an A.M. Best Rating of A-:VII or better, and in amounts not less than the following limits of coverage:
(i) Workers’ Compensation Insurance with statutory limits, and Employer’s Liability Insurance with limits of not less than $1,000,000:
(A) Employers Liability - Each Accident $1,000,000
(B) Employers Liability - Each Employee $1,000,000
(C) Employers Liability - Policy Limit $1,000,000

T2 Workers’ Compensation policy will include states appropriate for T2 employees and operations. (ii) Commercial General Liability Insurance with limits of not less than:
(A) Each Occurrence Limit $1,000,000
(B) Personal & Advertising Injury $1,000,000
(C) General Aggregate $2,000,000
(D) Products - Completed Operations Aggregate $2,000,000

T2’s Commercial General Liability policy will be issued on a form that, subject to its terms, conditions and exclusions insures T2’s liability for damages on account of bodily injury (including death), property damage, and personal and advertising injury. (iii) Cyber Liability with limits no less than: $5,000,000 (iv) Business Auto Liability Insurance covering, for liability purposes, all owned, non -owned or hired automobiles, with limits of not less than $1,000,000 combined single limit of liability per accident for Bodily Injury and Property Damage; (v) Customer shall be named as an additional insured under each policy, except for Workers Compensation and hired and non-owned auto liability policies. (c) The insurance coverage carried by T2 as set forth herein shall not in any way expand T2’s liability or modify or affect the limitations of liability set forth in the Agreement or any Addenda.

10. EXCLUSION OF WARRANTIES.
(a) EXCEPT AS EXPRESSLY PROVIDED IN THE ADDENDUM APPLICABLE TO THE PRODUCTS AND/OR SERVICES OR AS OTHERWISE EXPRESSLY CONFIRMED IN WRITING BY T2, THE PRODUCTS AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OR REPRESENTATION OF ANY KIND.

WITHOUT LIMITING T HE GENERALITY OF THE FOREGOING, T2 AND ITS THIRD PARTY SUPPLIERS

HEREBY DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES AND CONDITIONS, EXPRESS OR

IMPLIED, WHETHER ARISING UNDER STATUTE, FROM A COURSE OF DEALING, USAGE, CUSTOM OF

THE TRADE OR OTHERWISE, REGARDING THE PRODUCTS OR SERVICES, THE DOCUMENTATION, OR

ANY OTHER PRODUCTS OR SERVICES PROVIDED OR FAILED TO BE PROVIDED UNDER THIS

AGREEMENT, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OR CONDITION OF

MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCESSIBILITY, PRIVACY OF FILES OR SECURITY. (b) T2 DOES NOT WARRANT THAT ANY PRODUCTS OR SERVICES PROVIDED HEREUNDER WILL BE UNAFFECTED BY BUGS, VIRUSES, ERRORS OR OTHER PROGRAM LIMITATIONS, NOR DOES T2

WARRANT THAT CUSTOMER'S USE THEREOF WILL BE UNINTERRUPTED, ERROR-FREE OR WILL MEET

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ALL OF THE CUSTOMER'S REQUIREMENTS. FURTHER, T2 DOES NOT WARRANT THAT ANY

SOFTWARE WILL OPERATE ON ANY PARTICULAR CONFIGURATION OF SOFTWARE, OPERATING SYSTEM OR COMPUTER SYSTEM. ANY HARDWARE PURCHASED FROM SOURCES OUTSIDE OF T2 WILL BE THE SOLE RESPONSIB ILITY OF THE CUSTOMER. T2 WILL NOT BE RESPONSIBLE FOR THE

FAILURE OF THE SOFTWARE TO PERFORM TO THE EXTENT THAT SUCH FAILURE TO PERFORM IS DUE

TO THE FAILURE OF A THIRD PARTY FUNCTION, SUCH AS INTERNET AVAILABILITY REQUIRED FOR

THE CONNECTION BETWEEN THE HARDWARE AND SOFTWARE OR THE WIRELESS NETWORK AVAILABILITY REQUIRED FOR THE T2 SOFTWARE TO BE ABLE TO SEND AND RECEIVE DATA. IN NO EVENT SHALL T2 BE LIABLE FOR THE FAILURE OF THE SOFTWARE TO PERFORM IF SUCH FAILURE

ARISES DUE TO THE COMBINATION OF THE SOF TWARE WITH THIRD PARTY HARDWARE OR SOFTWARE. T2 SHALL NOT COVER REPAIR, LABOR OR REPLACEMENT OF PARTS THAT ARE BY NATURE EXPENDABLE. IN ADDITION, IF APPLICABLE, THE WIRELESS DATA SERVICES ARE NOT

GUARANTEED AGAINST EAVESDROPPERS, HACKERS, DENIAL OF SERVICE ATTACKS OR INTERCEPTORS AND NEITHER T2 NOR THE UNDERLYING WIRELESS DATA SERVICES CARRIER CAN GUARANTEE THE PRIVACY OR SECURITY OF WIRELESS TRANSMISSIONS. (c) THIS LIMITED WARRANTY GIVES THE CUSTOMER SPECIFIC LEGAL RIGHTS. THE CUSTOMER MAY

HAVE OTHER RIGHTS, WHICH VARY FROM LOCATION TO LOCATION, DEPENDING UPON THE APPLICABLE LAW OF SUCH LOCATION.

11. LIMITATION OF LIABILITY AND DAMAGES.
(a) TO THE MAXIMUM EXTENT PERMITTED BY LAW: EXCEPT FOR CLAIMS FOR DEATH OR BODILY INJURY, T2, ITS THIRD PARTY SUPPLIERS’ AND THEIR RESPECTIVE REPRESENTATIVES’ TOTAL

AGGREGATE LIABILITY ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT, AND/OR ANY

PRODUCTS OR SERVICES DELIVERED OR FAILED TO BE DELIVERED UNDER THIS AGREEMENT, SHALL

BE LIMITED TO THE ACTUAL DIRECT DAMAGES SUFFERED BY CUSTOMER, NOT TO EXCEED THE GREATER OF: (I) THE AMOUNT ACTUALLY PAID BY CUSTOMER FOR THE PRODUCT OR SERVICE GIVING RISE TO THE CLAIM DURING THE TWENTY -FOUR (24) MONTHS IMMEDIATELY PRECEDING THE CLAIM; OR (II) FIVE HUNDRED THOUSAND DOLLARS ($500,000). (b) IN NO EVENT WILL T2 OR ITS THIRD PARTY SUPPLIERS BE LIABLE IN ANY WAY FOR ANY INDIRECT,

SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR AGGRAVATED DAMAGES OF

ANY KIND WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF USE, DATA,

INCOME, BUSINESS, PROFIT, GOODWILL, ANTICIPATED REVENUE, FAILURE TO REALIZE EXPECTED

SAVINGS, OR OTHERWISE, HOWEVER CAUSED, WHETHER BASED ON CONTRACT, TORT (INCLUDING

NEGLIGENCE), STRICT LIABILITY, WARRANTY, STATUTORY RIGHTS OR ANY OTHER BASIS ARISING OUT OF C USTOMER’S USE OF THE PRODUCTS, OR OTHERWISE ARISING PURSUANT TO THIS AGREEMENT.
(c) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, DUE TO THE NATURE OF INTERNET AND WIRELESS TRANSMISSIONS, CUSTOMER AGREES THAT NEITHER T2 NOR THE UNDERLYING

WIRELESS DATA SERVICES CARRIER SHALL BE LIABLE FOR ANY LOSS, COSTS OR DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH: ANY LACK OF PRIVACY OR SECURITY OF WIRELESS TRANSMISSIONS; SERVICES INTEROPERABILITY, ACCESS OR INTERCONNECTIONS WITH THE T2 SERVICES; SERVICE DEFECTS, SERVICE LEVELS, DELAYS OR INTERRUPTIONS; ANY INTERRUPTION OR ERROR IN ROU TING OR COMPLETING CALLS OR OTHER TRANSMISSIONS; LOST OR ALTERED MESSAGES OR TRANSMISSIONS; OR UNAUTHORIZED ACCESS TO OR THEFT, ALTERATION, LOSS OR DESTRUCTION OF CUSTOMER’S CONTENT, DATA, PROGRAMS CONFIDENTIAL INFORMATION OR SYSTEMS.
(d) Reserved.
(e) THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF THE CAUSE OF ACTION, WHETHER

ARISING UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE,

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AND REGARDLESS OF WHETHER T2, ITS THIRD PARTY SUPPLIERS AND/OR THEIR REPRESENTATIVES KNEW, OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF SUCH DAMAGES. (f) CUSTOMER AGREES THAT THE LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THIS AGREEMENT, WITHOUT WHICH T2 WOULD NOT HAVE ENTERED INTO THIS

AGREEMENT AND/OR AGREED TO PROVIDE THE PRODUCTS AND/OR SERVICES UNDER THE CURRENT TERMS (INCLUDING FEES).
(g) THIS SECTION SHALL APPLY TO ANY ACTION OR ARBITRATION HEREUNDER. BECAUSE THE LAWS OF

SOME LOCATIONS DO NOT ALLOW THE LIMITATION AND/OR EXCLUSION OF LIABILITY, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO ALL CUSTOMERS.

12. TERMINATION.
(a) Each Addendum may be terminated according to its terms and the terms of this Agreement. (b) In the event that there are no Addenda in effect, either party may terminate this Agreement without cause by written notice to the other party, which termination shall be effective as of the last day of the calendar month following the month in which notice of termination is received. (c) Either party may terminate this Agreement or any Addendum if the other party breaches any of its representations or warranties, or any other material obligation under this Agreement or the applicable Addendum, and fails to remedy such breach with thirty (3 0) days of receipt of notice from the non-breaching party. T2 shall also have the right to suspend performance of all or any of the Services under an Addendum, without liability, pending the rectification of any breach by Customer.
(d) Either party may terminate this Agreement or any Addendum, immediately upon written notice, if the other party makes an assignment for the benefit of its creditors or becomes bankrupt or makes an application for relief under the provisions of any statute now or hereafter in force concerning bankrupt or insolvent debtors, or if a receiving order or receivership order is made against the other party, or any action whatsoever, legislative or otherwise be taken to effect the winding up, dissolution, suspension of operations or liquidation of the other party. Notwithstanding the foregoing, the Customer shall not be entitled to terminate this Agreement under this Section if T2, or its creditors, or some other party makes suitable provisions for the performance of its obligations hereunder.
(e) Without limiting any other remedies available under this Agreement, at law or in equity, in the event of the termination of this Agreement or any applicable Addendum for any reason:
(i) T2’s obligation to provide the affected Products and Services will terminate; (ii) All unpaid amounts due in respect of the terminated Services up to and including the effective date of termination shall, at T2’s option, become immediately due and payable; (iii) Customer is not entitled to a full refund for any affected Products and Services that are in process or not completed, including labor and any expenses T2 may have incurred up to the effective date of termination;
(iv) Customer must destroy any copies of the Documentation in Customer's possession in any form and on any media, and certify to T2 in writing that it has done so; (v) Sections 4, 5, 6, 7, 8, 9, 10, 11, 12(e), 13 and 14 shall survive the expiration or termination of this Agreement until such time as the parties may agree to the release of the obligations contained therein.

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(f) No Limitation of Remedies. Any termination of the Agreement shall not in any respect limit any of either party's rights or remedies either in law or in equity or relieve either party of any obligation incurred prior to the effective date of such termination. (g) Notwithstanding any other terms in this Section, Customer shall use reasonable efforts to obtain appropriation in the full amount required under this Agreement and related Addenda annually. If the Customer fails to appropriate funds sufficient to maintain the Service(s) described in this Agreement or any related Addenda, then the Customer may terminate the Service(s) at no additional cost or penalty by giving prior written notice documenting such non- appropriation.

Customer shall use reasonable efforts to provide at least thirty (30) days prior written notice of non- appropriation. Customer agrees non -appropriation is not a substitute for termination for convenience.

13. DISPUTE RESOLUTION.
(a) Dispute Resolution. In the event of any dispute arising out of this Agreement (including all Addenda), the parties shall use commercially reasonable efforts to negotiate a settlement in good faith satisfactory to both parties.
(b) Injunctive Relief. Each party acknowledges and agrees that a breach of the obligations under Section 5 (“Ownership”) and Section 6 (“Confidentiality”) may cause irreparable harm and significant injury to the affected party that would not be adequately co mpensated by an award of money damages and, in addition to any other remedy available at law or in equity, and notwithstanding the provisions of Section 13(a), the affected party will be entitled to seek temporary and permanent injunctive relief from any c ourt of competent jurisdiction to prevent breaches hereunder, without showing or proving any actual or threatened damage. (c) Choice of Law and Venue. This Agreement and all Addenda are governed by the laws of the State of California. Any dispute that is not resolved by negotiation or mediation shall be brought exclusively in the Superior Court of the State of California, County of San Mateo, or, if federal jurisdiction applies, in the United States District Court for the Northern Distr ict of California. Each party irrevocably consents to personal jurisdiction and venue in such courts and waives any objection based on improper venue or inconvenient forum .

14. GENERAL PROVISIONS.
(a) Assignment. Neither party may assign or transfer any of its rights and obligations under this Agreement to any person without the express prior written consent of the other party. (b) Entire Agreement . Customer acknowledges that this Agreement including all Addenda, SOW’s, Quotes and other attachments referencing this Agreement, comprise the entire understanding and agreement between parties regarding the Products and Services to be provided hereunder and supersedes all prior written and oral agreements, purchase orders, proposals, representations, understandings, promises, descriptions or other communications between the parties regarding the same. If Customer submits an order form with contrary terms or conditions, such order form shall be considered only as confirmation of the order and shall in no way amend, prevail over, supplement, or supersede any of the provisions of this Agreement or any Addenda. (c) Enurement. This Agreement shall be binding upon and enure to the benefit of T2, Customer and their respective successors and permitted assigns.
(d) Force Majeure. Neither party shall be liable for delay or failure in performance (other than the making of payments) directly or indirectly resulting from acts beyond the control of such party, including, but not limited to acts of God, acts of war or terrorism, civil commotion, riot, fire, flood, pandemic or other disaster, acts of government, strike, work stoppages, lockout, power failures, inability to secure or delay in securing transportation, inability to obtain or delays in obtaining

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goods, materials, or qualified labor, or the inability to use or the failure of any third party telecommunications carrier or other services, which events or conditions prevent in whole or in part the performance by such party of its obligations hereunder or which renders the performance of such obligations so difficult or costly as to make performance commercially unreasonable. In such event, the party affected shall be excused from performance on a day -to-day basis to the extent of the delay, and the other party shall likewise be excused from the performance of its obligations on a day-to-day basis to the extent such party's obligations related to the performance are so delayed.

Where an Event of Force Majeure occurs, the party who is delayed or fails to perform shall give prompt notice to the other party. In the event such inability to perform shall continue longer than sixty (60) Days, the party which has received or which was entitled to receive notice may terminate the Agreement by notice to the other party without further liability, expense, or cost of any kind.

Force Majeure events do not include any failure as a result of political or social pressure, general economic or market factors, and/or fear of or threat of a Force Majeure Event or other circumstance.
(e) Independent Contractors . The parties are independent contractors. Nothing herein shall be construed to create any legal partnership, joint venture, agency or any other relationship between the parties.
(f) Notices. All communications and notices provided for herein shall be in writing and shall be deemed to have been given when delivered personally to the recipient, by email, or by registered or certified mail with return receipt requested, postage prepaid, and addressed to the Customer at the address appearing on the Addenda or Quote(s), as applicable, or at such other address as either party may designate by notice to the other. T2, from time to time may send general communications and/or notices to all its customers and such notices shall be deemed to have been given when delivered by email.
(g) No Waiver. No delay or failure to take any action or exercise any rights under this Agreement shall constitute a waiver or consent unless expressly waived or consented to in writing. A waiver of any event does not apply to any other or subsequent event, even if i n relation to the same subject - matter.
(h) Publicity. Intentionally deleted.
(i) Severability. If any provision contained in this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, it shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be in any way affected or impaired thereby and shall continue in full force and effect. (j) Amendment. This Agreement may be modified or amended only if the amendment is made in writing and is signed by both parties.
(k) Counterparts. This Agreement and each Addenda may be executed by the parties in counterparts with the same effect as if they had signed the same document and all counterparts shall be construed together and shall constitute one and the same agreement. This Agreement and any Addenda may be executed by the parties and transmitted by electronic transmission, with the same effect as if the parties had delivered an executed original. (l) International. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement or any Products or Services ordered or provided under this Agreement. (m) Compliance with Laws. Each party agrees to comply with all applicable federal, state, provincial and local laws, regulations, and orders in fulfilling its obligations under the Agreement, including as applicable laws relating to anticorruption of public officials and anti -bribery laws and regulations and the Federal Fair Debt Collection Practices Act.

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(n) Authorization. Both parties represent and warrant that they have the authority to bind their respective agency, institution, or company, and that they are authorized to sign this Agreement and any Addenda hereto.
(o) Captions. The captions and section headings included in this Agreement and any Addenda are for convenience only and shall not affect the scope, intent, meaning or function of any provision of this Agreement or the applicable Addenda.
(p) Piggyback Cooperative Purchasing. It is understood and agreed by Customer that any municipal entity may purchase the goods and services specified herein in accordance with the terms and conditions of this Agreement for the purposes of piggyback purchasing. It is also mutually understood and agreed T2 Systems and the new municipal entity will issue their own purchasing documents for the goods and services, be invoiced therefrom and make its own payments to T2 Systems in accordance with the terms of the contract established between the new municipal entity and T2 Systems. Customer shall bear no responsibility or liability to any contractual agreement made between T2 Systems and any new municipal entity.
(q) T2 shall comply with any order or request from Customer to preserve and provide responsive documents to any California Public Records Act, Government Code section 7920.000 et seq. (“CPRA”) request, subpoena or litigation hold request received by the Custom er. Additionally, in the event that Customer reasonably determines that the release of any documents or information provided by T2 is required by the CPRA, or any court order, Customer will notify T2 reasonably in advance of Customer’s intention to releas e the documents or information to give T2 a reasonable opportunity to seek protective legal treatment for such documents or information. (a) Tariff Surcharge
(i) Tariff Surcharge Implementation: If, after the Effective Date of this Agreement, any gov- ernmental authority enacts or imposes new or additional tariffs, import/export duties, surcharges, taxes, or similar fees (“Tariff Surcharges”) that increases the costs of goods, materials, and/or services provided for under this Agreement or any product specific ad- dendum, T2 shall have the right to pass through such costs to Customer. Tariff Surcharges shall be calculated as either (1) a percentage -based fee applied to the total cost of appli- cable good or services, or (2) a fixed fee per affected order, shipment, or service. The Tariff Surcharge shall remain in effect for as long as the applicable tariffs remain in place.

If tariffs are reduced or eliminated, T2 will evaluate and adjust or remove th e surcharge accordingly.
(ii) Adjustment of Tariffs: The Tariff Surcharge is subject to change in response to govern- ment-imposed tariff rate changes, exemptions, or other regulatory modifications. T2 will provide 30 days' written notice of any surcharge adjustments. (iii) Transparency and Customer Acknowledgment: The Tariff Surcharge shall be separately itemized on Order Forms and shall not be considered part of the base price of goods or services. This surcharge is implemented solely to recover tariff-related costs and does not reflect an increase in profit margins. By entering into this agreement, the Customer acknowledges and agrees to the application of the Tariff Surcharge as outlined in this sec- tion and agrees to remit payment accordingly.

.

CITY OF SAN BRUNO REDLINE ADDITIONS — SECTIONS 14A THROUGH 14C 14A. SUBSCRIPTION PRICE LOCK.

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(a) T2 represents, warrants, and covenants that all per -unit monthly subscription rates applicable to the City’s 84 pay stations as set forth in Quote Q- 61841 (and any incorporated Addendum) shall remain fixed and unchanged for the full Initial Term of this Agreement. No increase of any kind —Amended pricing is outlined on Q-61841 for 58 active pay stations. Should the city wish to bring any of their stored units back on line, the quoted pricing will prevail.
(b) This price lock obligation survives any change in T2’s corporate ownership, acquisition, or parent company structure. T2’s parent company Verra Mobility Corporation shall guarantee these pricing obligations at Section 14A above in writing as a condition of this Agreement.
(c) Transaction-based and variable fees (DataConnect overage at $0.02/transaction above 2,000/month/unit; MobilePay per-transaction at $0.27 + $0.12 above included volume) shall also remain at the rates specified in the applicable Quotes during the Initial Term.
14B
14C. NON-APPROPRIATION.
(a) Non-Appropriation. Notwithstanding any other provision of this Agreement, the Customer ’s obligation to make payments under this Agreement is contingent upon annual appropriation of sufficient funds by the San Bruno City Council. If funds are not appropriated for any fiscal year, the Customer may terminate the affected services at the end of the last funded fiscal period upon thirty (30) days’ prior written notice to T2 Systems, with no penalty, early termination fee, liquidated damages, or additional cost of any kind to the Customer. This non- appropriation right may not be waived, and non-appropriation is not a default or breach of this Agreement. (b) Termination for Convenience. The City may terminate this Agreement or any Addendum for convenience after the initial term of the Agreement upon sixty (60) days’ prior written notice to T2. In the event of such termination: (i) T2 shall be paid for all hardware delivered and services rendered through the effective termination date; (ii) the City shall not be liable for any subscription fees accruing after the termination effective date; (iii) T2 shall return all Customer Data per the data return obligation in Section 7(d); and (iv) there shall be no early termination penalty, restocking fee, or other charge imposed on the City. (c) Assignment — Change of Control. Notwithstanding Section 14(a), T2 Systems shall provide Customer with at least sixty (60) days’ prior written notice of any pending change of control transaction affecting T2 Systems, Inc. or T2 Systems Canada Inc. (including any acquisition by or merger with a third party). s.

IN WITNESS WHEREOF, the parties have executed this Agreement by a duly authorized representative thereof on the ____ day of July 2026
T2 SYSTEMS, INC.

Per: ________________________________
Name: Lin Bo
Title: SVP, T2 Systems

CITY OF SAN BRUNO

Per: ________________________________
Name: ______________________________
Title: ______________________________

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DIGITAL IRIS ADDENDUM

THIS DIGITAL IRIS ADDENDUM GOVERNS THE PROVISION AND USE OF THE DIGITAL IRIS SERVICES, WIRELESS DATA SERVICES, AND DIGITAL IRIS RELATED SUPPORT SERVICES PURCHASED BY CITY OF SAN BRUNO (“CUSTOMER”) FROM T2 SYSTEMS CANADA INC. (“T2C”).

1. BACKGROUND. Customer and T2 Systems, Inc. have entered into a Master Customer Agreement. T2C is an affiliate of T2 Systems, Inc. and is entitled to enter into this Addendum under the Agreement. This Addendum is incorporated into and subject to the terms of the Agreement and the terms of the Agreement are incorporated herein. To the extent of any conflict between the terms of this Addendum and the Agreement, the terms of the Addendum shall control.

2. DEFINITIONS. In this Addendum:
(a) "Activation Date" means the first date that each pay station unit is enabled by T2C to connect to the Addendum Services.
(b) “Addendum” means this Digital Iris Addendum, including all Quotes. (c) “Addendum Services ” means the Digital Iris Services, Wireless Data Services, Support Services, and/or any additional services provided under this Addendum. (d) "Agreement" means the Master Customer Agreement.
(e) "Effective Date" means the date on which Customer first accepts this Addendum. (f) "Digital Iris Services " means the hosted software subscribed to by Customer, to operate the T2C pay station(s) and any optional services as set out in the Quote(s). (g) "Fees" means the fees for the Addendum Services as set out in the Quote(s), and any other amounts payable under this Addendum, as calculated from the Activation Date. (h) "Non-Conformity" means the failure of the Digital Iris Services software to perform according to the Documentation.
(i) "Point of Access " means T2C's border router(s) which is (are) used to establish connectivity from the T2C Hosting System to T2C's Internet service provider and the public Internet. (j) “Quote(s)” means the quote forms executed by Customer from time to time setting out the details of the Addendum Services subscribed to by Customer, including applicable fees, which upon execution by Customer will be incorporated by reference into and form an integr al part of this Addendum.
(k) "Support Services" means services included with the initial warranty period for T2C pay stations, or services added on after the initial warranty period expires. Services are detailed in the Pay Station – Software and Hardware – Warranty and Support document. (l) "System Availability Period" means in respect to the Digital Iris Services, twenty-four (24) hours per day, seven (7) days per week excluding any System Maintenance Window. (m) "System Maintenance Window " means in respect to the Digital Iris Services, scheduled maintenance windows during which Digital Iris Services access will not be available to Customer due to required system maintenance, upgrades, and other hosting requirements. (n) "T2C Hosting System" means, in respect to the Digital Iris Services, the entire physical operation(s), located at the T2C facilities designated by T2C from time to time to host the Digital Iris Services, including all networks and servers, hardware and software utilized in the provision of the Digital Iris Services located behind the Point of Access.

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(o) “Wireless Data Services ” means the third party wireless data services, if any, purchased by Customer from T2C for the purpose of enabling communications between the T2C Hosting System and Customer’s parking pay stations.

All other terms defined in this Addendum shall have the meanings ascribed thereto. Capitalized terms used in this Addendum that are not otherwise defined in this Addendum have the meaning set forth in the Agreement.

3. TERM. This Addendum shall commence on the Effective Date and remain in full force and effect for three (3) years (“Initial Term”). This Agreement may be optionally renewed as agreed between the parties for an additional two (2) terms of one (1) term each effect ive immediately after the Initial Term, unless T2C or Customer gives written notice of non-renewal or early termination to the other party at least sixty (60) days in advance of the expiration of the then-current annual term.

4. DIGITAL IRIS SERVICES.
(a) Subject to the terms of this Addendum, T2C will supply the Digital Iris Services subscribed to by Customer, and Customer is granted a limited, non- exclusive, non-transferable right to access and use Digital Iris Services software, solely as necessary for C ustomer’s use of the Digital Iris Services for its internal business purposes.
(b) T2C will provide Customer with one (1) administration account (login and password) to access the Digital Iris Services on the T2C Hosting System.
(c) T2C will provide the Digital Iris Services in accordance with the following standards:
(i) T2C is classified under the PCI Security Standards as a Level 1 Service Provider. The Digital Iris Services will remain in compliance with current PCI security standards at all times; (ii) T2C will be responsible for delivery of access to the Digital Iris Services on the T2C Hosting System only up to and including the Point of Access, and is not responsible for any failure due to Customer's telecommunications connections, facilities (includi ng internal local area networks (LAN)) or local infrastructure;
(iii) T2C will use all reasonable efforts to ensure the Digital Iris Services will be available during the System Availability Period;
(iv) Scheduled System Maintenance Windows are outlined in T2 Communities; ; (v) T2C shall have the right to implement updates and upgrades to any software used in providing the Digital Iris Services, in its sole discretion; (vi) T2C will respond to incidents that have been reported by Customer within the response times set out in the Pay Station – Software and Hardware – Warranty and Support document
(vii) in the event of a T2C Hosting System failure, T2C will use commercially reasonable efforts to complete data recovery requests using the most recent version of the backup data, databases, applications and configuration pieces required to restore Customer Da ta.

5. RESTRICTIONS ON USE OF DIGITAL IRIS SERVICES.
(a) Customer shall use the Digital Iris Services only for the parking pay stations identified in the Quote(s), and only in accordance with the Documentation and any other instructions issued by T2C from time to time. Failure to use the Addendum Services in accordance with instructions provided by T2C may result in failure of all or any part of the Addendum Services, and/or accidental loss of

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data or data integrity. If Customer does not understand the requirements for the proper use of the Digital Iris Services, Customer must contact T2C for additional information. (b) Customer may make copies of the Documentation solely for its own internal purposes in conjunction with its use of the Digital Iris Services. Copyright and other proprietary rights in the Documentation shall remain vested in T2C. Customer may not remove a ny title, trademark, copyright and/or restricted rights or proprietary notices or labels from, or otherwise modify the Documentation, and all copies of the Documentation must include all such notices and labels. (c) Customer shall restrict access to the Digital Iris Services to its employees or contractors, solely as required for its internal business purposes. Without limiting the generality of the foregoing, Customer may not sell, rent, loan or otherwise grant any rights in or t o the Digital Iris Services, or permit any other party to do so.
(d) Customer agrees not to:
(i) introduce any kind of malware, including but not limited to viruses, worms, Trojan horses or other harmful code that may damage the operation of the Digital Iris Services or the T2C Hosting System;
(ii) use the Digital Iris Services in any manner which could damage, disable, overburden or impair any part of the T2C Hosting System, or interfere with any other customer's ability to use the Digital Iris Services or the T2C Hosting System; (iii) attempt to gain access to other customers’ accounts through any manner of hacking or password mining or other means;
(iv) attempt to embed the Digital Iris Services within another website; (v) attempt to use such methods as SQL Injection, Cross Site Scripting, Remote File Inclusion, Cross Site Request Forgery and any other methods not authorised by T2C to gain access to the T2C Hosting System or the Digital Iris Services; (vi) attempt a Denial of Service (“DOS”) attack of any kind; (vii) use the Digital Iris Services or the T2C Hosting System to transmit SPAM, junk email or other unsolicited email of any kind; or
(viii) in connection with the Addendum Services, engage in conduct that would constitute a criminal or quasi-criminal offense, that could give rise to civil liability, intellectual property rights infringement, or privacy rights violations, or that would otherwis e violate any applicable local, provincial, state, federal or international law, or accepted Internet protocol.

6. WIRELESS DATA SERVICES.
(a) If purchased by Customer, T2C will provide the Wireless Data Services, supplied by T2C’s underlying third party wireless data services carrier, to Customer. Customer acknowledges and agrees that (i) Customer has no contractual relationship with the third party wireless data services carrier, (ii) Customer is not a third party beneficiary of any agreement between T2C and the carrier, and (iii) that the wireless data services carrier shall have no liability of any kind whatsoever to Customer, or any party deriving rights through Customer, whether for breach of contract, warranty, negligence, strict liability, tort, or otherwise.
(b) Customer shall use the Wireless Data Services only in connection with the Digital Iris Services and parking pay stations identified in the Quote(s).
(c) Customer agrees that it will at all times comply with and abide by all terms and conditions established by T2C for the use of and access to the Wireless Data Services and acknowledges that

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the Wireless Data Services may be restricted or cancelled by T2C or the underlying data services carrier if there is a reasonable suspicion of abuse or fraudulent use of the services. (d) Customer may not resell the Wireless Data Services to any other person(s) . (e) Customer has no property right in any wireless number assigned to it in connection with the Wireless Data Services and understands that such number can be changed. (f) Customer will provide T2C with prompt notice of any suspected abuse or fraudulent use of the Wireless Data Services of which it becomes aware.

7. SOFTWARE MAINTENANCE SERVICES.

Software Maintenance Services include updates to Digital Iris Services, access to new General Availability (“GA”) software and peripheral firmware updates, where applicable. E -Mail and help desk ticket -based customer support for GA software troubleshooting and review of pay station log files for analysis of software behavior and performance are detailed below:

(a) New features and bug fixes may be requested but are not guaranteed to be developed or added to a future software release. T2C is under no obligation to develop custom software. (b) T2C will notify Customers when new software is available for GA. Deployment of software releases is the responsibility of the Customer and is the Customers responsibility to download the software, complete any self-directed testing and install the software onto the pay station(s). (c) The Software Maintenance Services is included with a Digital Iris Services subscription. Software Maintenances cannot be separated from Digital Iris Services. (d) Subscription to Software Maintenance Services does not permit the Customer to resell to any other entity or install the software on any system that T2C has not authorized. (e) Software Maintenance Services cover only T2C GA approved software versions with a GA date of no more than two (2) years old at time of contacting customer support for assistance. (f) Hardware warranty support is not included with this service. (g) Software Maintenance Services is assigned to T2C products by serial number and cannot be transferred.
(h) The services listed below are not covered under the Software Maintenance Services and will be charged separately on a time and material basis at T2C’s then standard rates:

i. Installation / upgrade field services.
ii. Backup and recovery of software, other computer programs, or data. iii. On-site services.
iv. System restoration (i.e. reloading of software, and data). v. Additional copies of software media.
vi. Training queries and consulting services.

1. Firmware Updates. Firmware support is available for device level software including printers, bill acceptors and coin acceptors. Firmware updates will be available via a download utility for installation by Customer. T2C will provide remote installation assistance where r equired.

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Spare parts replacements can include installed firmware and where possible, the firmware version in the installed parts will be set at the same version level as the parts replaced. Otherwise, the firmware will be set to the T2C approved version.

2. Chargeable Firmware Upgrades. Chargeable firmware upgrades will be billed on a time and material basis, together with installation support and includes:

i. firmware upgrades for new currency releases issued by governments. ii. firmware releases which add optional improvements to equipment. iii. on-site assistance required by the Customer to install downloadable firmware upgrades.

8. SUPPORT SERVICES. T2C will provide the Support Services in accordance with the Pay Stations – Software and Hardware – Warranty and Support document, as amended from time to time. Support Services are limited to those set out in the document, and expressly exclude any addit ional services required to correct any Non-Conformities. Any additional technical support not under warranty may be agreed by T2C on a case-by-case basis and shall be charged on a time and materials basis at T2C’s then -standard rates.

9. PAYMENT AND INVOICING.
(a) Customer agrees to pay to T2C the Fees plus all applicable taxes in accordance with this section. (b) The first invoice will be issued on or about the Activation Date. Fees for the first term outlined on the Quote(s) will be prorated to reflect such date. Except as otherwise set out in the Quote(s), T2C will issue invoices for Fees thirty (30) days in ad vance of each term renewal date. Payment terms are net thirty (30) days from the date of invoice and payable to T2C as set out in the invoice. (c) Any additional Services subscribed to by Customer will be outlined on an invoice issued by T2C at the time of the Service activation. Such additional fees will be prorated through to the end of the Customer’s then current billing term. All subsequent fees will appear on the Customer’s invoice in accordance with Section 9(b) above.

(d) Customer access to the Digital Iris Services granted pursuant to this Addendum may be terminated by T2C upon thirty (30) days prior written notice in the event Customer fails to make any payments of Fees when due under this Addendum. If Digital Iris Servi ces are terminated for non payment, T2C has the right to charge a reactivation fee per pay station if Digital Iris Services are subsequently reinstated.
(e) Failure to Make Payment. If Customer fails to make any undisputed payments within thirty (30) days after the amount is due pursuant to this Addendum , T2C shall provide Customer with written notice of such non-payment and Customer shall have ten (10) business days to cure. If the amount remains unpaid following such cure period, then the undisputed overdue amount shall bear interest from the date of nonp ayment at the lesser of (i) the U.S. Prime Rate plus two percent (2%) per annum or (ii) the maximum rate permitted by California law and with reasonable attorneys’ fees and other costs of collection. The non -exclusive Subscription granted pursuant to this Addendum may be terminated by T2C upon thirty (30) days prior written notice in the event Customer fails to make any undisputed payments when due under this Addendum; provided that T2C shall not terminate services during any good-faith payment dispute.

10. CUSTOMER LIABILITY.

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(a) Customer shall be solely responsible for, and shall hold T2C, its third party suppliers, and their respective Representatives harmless from any loss, damage or liability arising in connection with:
(i) Customer’s inputs, selection and use of the Addendum Services, and all data, reports, statements and other content transmitted, posted, received or created on the T2C Hosting System through Customer’s account, even if transmitted, posted, received or created by a third party;
(ii) Customer’s or its Representative’s use, misuse, failure to use, or inability to use the Wireless Data Services or any other data services required for the use of the Digital Iris Services, including any abuse, fraudulent use or unauthorized access thereto; and (iii) Any breach by Customer and/or its Representatives of any of the terms and conditions of this Addendum.

11. LIMITED WARRANTY.
(a) Subject to the disclaimers and limitations in the Agreement, T2C warrants to Customer that, for the duration of this Addendum, the Digital Iris Services will substantially conform to the specifications set out in the Documentation, as revised by T2C from time to time. (b) The foregoing warranty shall not apply to Non- Conformities that result from any cause beyond the reasonable control of T2C including, but not limited to:
(i) Customer's failure to:
(A) prepare and maintain a technical environment that meets the specifications provided by T2C from time to time;
(B) provide necessary communications mechanisms (including connections to pay station units) as specified by T2C from time to time;
(C) maintain pay station units in good repair in accordance with T2C's recommendations and requirements for operation, maintenance and repair; or (D) maintain pay station units with a T2C provided pay station software release no more than two (2) years old, if subscribed to the Software Maintenance Services. (ii) the use of the Digital Iris Services in combination with apparatus, systems, products or services where such combination was not provided, proposed, recommended or approved by T2C, or contemplated in the Documentation;
(iii) unauthorized modifications or repairs to any equipment supplied by T2C (including pay station units) by Customer or any person not approved by T2C; or (iv) failures relating to Customer's computing environment including, without limitation, electrical failure, Internet connection problems, communications problems, or data or data input, output, integrity, storage, back -up, and other external and/or infrastruc ture problems, which, as between Customer and T2C, shall be deemed to be under Customer's exclusive control and sole responsibility.
(c) T2C shall have no responsibility and provides no representations or warranties with respect to any third party software or services, whether supplied in connection with this Addendum or otherwise. (d) If Customer notifies T2C in writing of a breach of the foregoing limited warranty, T2C shall, at its cost and expense, promptly, diligently and in good faith continue to completion, using commercially reasonable efforts accounting for the circumstances, th e correction or bypassing, in T2C's reasonable discretion, of the Non-Conformity within the period required under the Support Services

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or such other period as may be mutually agreed by both parties depending on the nature and severity of the Non-Conformity.

12. TERMINATION.
(a) Customer may terminate this Addendum by sending written notice to T2C at least sixty (60) days prior to the end of the then current term and such termination shall be effective on the term renewal date.
(b) If Customer does not provide the required sixty (60) days notice , Customer will be subject to pay additional fees, including any unpaid amounts within ten (10) days from the agreed termination date. Additional fees may include T2 expenses already paid to its vendors for services under this Addendum. Customer agrees to pay all additional fees within ten (10) days of the agreed termination date. T2 Systems, at its sole option, may withhold returning Customer Data and providing any transitional support until the additional fees are paid. (c) All unpaid amounts due in respect of the terminated Addendum Services up to and including the effective date of termination shall become immediately due and payable and such termination shall be effective as of the renewal date.
(d) In the event of early termination of this Addendum by Customer, no credit will be issued for Addendum Services terminated prior to the end of the then current term. (e) Either party may terminate this Addendum if the other party breaches any of its representations or warranties, or any other material obligation under this Addendum, and fails to remedy such breach with thirty (30) days of receipt of notice from the non-breaching party. (f) Without limiting the foregoing, either party may terminate this Addendum on the same basis as set forth in Section 12(d) of the Agreement.
(g) In addition, Customer may, upon written notice to T2C terminate (i) the Wireless Data Services and/or (ii) any of the individual Digital Iris Services excluding Software Maintenance Services, if T2C breaches any of its obligations in respect of the termina ted Addendum Services and fails to cure such breach within thirty (30) days after receipt of a written request from Customer to do so. (h) Subscription to the Software Maintenance Services cannot be removed as an individual Digital Iris Service.
(i) Customer can request in writing to T2C to add or remove a subscribed Digital Iris Service. T2C has thirty (30) days to process the request and update the Customer’s subscribed services as requested.

When a Customer is adding a subscribed Digital Iris Service, T2C will issue an invoice prorated to the date the service change was executed to match the existing Digital Iris Services billing cycle and terms. No credit will be issued for services removed between billing cycles. (j) Without limiting any other remedies available under this Addendum or the Agreement, at law or in equity, in the event of the termination of this Addendum or any of the Addendum Services for any reason:

(i) Customer may request T2C to provide a copy of all of Customer’s data in a CSV file format at no charge to Customer; Customer Data belongs to Customer and T2C shall not impose any fee as a condition of returning Customer’s own data. T2C shall provide such export within thirty (30) days of termination
; and
(ii) T2C may destroy, in its sole discretion, Customer's data remaining on the T2C System after either:
(A) receiving confirmation that Customer has a copy of any remaining data;

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(B) providing Customer with a copy of any remaining data pursuant to Section 12 (e), (v); or
(C) Sixty (60) days after the expiration or termination of this Addendum upon written notice to Customer.
(vii) Sections 5, 9, 10, 11, and 12(i) shall survive the expiration or termination of this Addendum until such time as the parties may agree to the release of the obligations contained therein.

13. ENTIRE AGREEMENT. This Addendum (including the Quote(s)) and the Agreement comprise the entire understanding and agreement between parties regarding the Addendum Services and supersedes all prior written and oral agreements, purchase orders, representations, understandings, promises, descriptions or other communications between the parties regarding the Addendum Services.

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Pay Station Addendum

THIS PAY STATION ADDENDUM GOVERNS THE PROVISION OF PAY STATIONS AND SOFTWARE MAINTENANCE SERVICE PURCHASED BY CITY OF SAN BRUNO (“CUSTOMER”) FROM T2 SYSTEMS CANADA INC. (“T2C”).

1. BACKGROUND. Customer and T2 Systems, Inc. have entered into a Master Customer Agreement. T2C is an Affiliate of T2 Systems, Inc. and entitled to enter into this Addendum under the Agreement. This Addendum is incorporated into and subject to the terms of the Agreem ent and the terms of the Agreement are incorporated herein. To the extent of any conflict between the terms of this Addendum and the Agreement, the terms of the Addendum shall control.

2. DEFINITIONS. In this Addendum:
(a) “Addendum” means this Pay Station Addendum.
(b) "Agreement" means the Master Customer Agreement.
(c) “Hardware” means all goods or component parts sold provided under this Addendum, whether manufactured by T2C or another supplier.
(d) “Quote(s)” means the quote forms executed by Customer from time to time setting out the details of the Hardware to be obtained by Customer, including applicable fees, which upon execution by Customer will be incorporated by reference into and form an integral part of this Addendum. (e) “Software Maintenance Services” means the software access and support program required to operate a T2 Systems Pay Station.

All other terms defined in this Addendum shall have the meanings ascribed thereto. Capitalized terms used in this Addendum that are not otherwise defined in this Addendum have the meaning set forth in the Agreement.

3. FEES AND PAYMENTS. Customer shall pay T2C the fees set forth in the Quote. All prices quoted are valid for ninety (90) days and are exclusive of Taxes. Unless otherwise agreed by T2C in writing, all amounts payable hereunder shall be due to T2C within thirty (30) days of in voice date. T2C shall provide Customer with written notice of any overdue undisputed amounts and Customer shall have ten (10) business days to cure before interest accrues. Late undisputed payments shall bear interest at the lesser of (i) the U.S. Prime Rate plus two percent (2%) per annum, or (ii) the maximum rate permitted by California law. All prices shown are net, and in addition to the price of Hardware, Customer shall pay all expenses including taxes, insurance, freight, carriage, and warehousing. All amounts sh all be paid by the Customer to T2C subject to Customer’s right to dispute invoices in good faith pursuant to written notice within thirty (30) days of receipt.

4. SHIPMENT. (a) Scheduled shipment date is an estimate only. Customer has the right to inspect shipment upon delivery and refuse shipment if it is incorrect or damaged. However, if Customer refuses shipment of a correct and undamaged delivery, then T2C is authorized at its option to: (i) have the Hardware transported and warehoused at Customer’s expense and risk, which shall constitute shipment to Customer, in which event T2C may declare such Hardware delivered and all amounts owing upon shipment, including the additional cost of such transportation and warehousing, will be due on the regular due date; (ii) declare the monthly installment payments to commence thirty (30) d ays from the date of such transportation and warehousing if any amounts are financed by T2C; or, (iii) defer shipment. (b) T2C may make partial shipments hereunder and may invoice for each such partial shipment separately. Each partial Shipment will be deemed to be a separate sale. Should Customer dispute the content of any shipment or partial shipment, Customer will notify T2C in writing prior to the time of deemed acceptance specified in Section 6 of the reasons for such dispute and provide to T2C all necessary documentation to substantiate any alleged discrepancy.

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5. TITLE/RISK OF LOSS/INSURANCE. Title in the Hardware shall remain with T2C until such Hardware upon acceptance of shipment by Customer and paid for in full. However, such Hardware shall be entirely at Customer’s risk from the time it is placed in the possession of the carrier for shipment to Customer.

Customer shall ensure that the Hardware is insured against “all risks” from the time the Hardware is placed in the possession of the carrier for shipment to Customer, and continuously thereafter until all amounts due to T2C are paid in full. Such insurance shall be for no less than the total amount owing to T2C with loss first payable to T2C. Customer shall indemnify T2C from all loss arising out of any claims, suits and demands by reason of the retention of title to the goods by T2C while the Hardware is at the Customer’s risk.

Customer authorizes T2C to file a copy of this Addendum as a financing statement.

6. ACCEPTANCE OF HARDWARE . Customer shall inspect or test all goods upon receipt. Customer shall be deemed to have affected final acceptance of the Hardware at the earliest of: (a) the thirtieth (30th) day after the date of shipment, unless written notice is received by T2C befor e such day; or, (b) the date when the Hardware is used or otherwise placed in commercial operation.

7. WARRANTY AND SOLE REMEDY. Subject to the disclaimers and limitations in the Agreement: T2C warrants that title to the Hardware sold shall be free from any encumbrance, and that the Hardware will conform to the Product Warranty set forth in the Pay Station – Software and Hardwar e – Warranty and Support document. T2C’s sole responsibility and liability and Customer’s exclusive remedy under this Addendum and the Agreement shall be limited as set forth in the Pay Station – Software and Hardware – Warranty and Support document, provided Customer is not in default hereunder. T2C’s obligation hereunder is subject to receipt of written notice of defect (containing detailed particulars of the alleged defect) from Customer prior to the time of deemed acceptance specified in Section 6.

8. RETURNS. Returned Hardware may be accepted within thirty (30) days of receipt by Customer only if T2C has given prior written consent. A charge for handling, inspection, restocking and invoicing of up to 25% of the sale price of the returned Hardware shall be as sessed against the Customer. All returns allowed must be shipped at Customer’s expense and must be in excellent resale condition. Hardware ordered according to custom specifications may not be returned.

T2C will repair or replace faulty individual component parts under warranty at no charge to Customer, provided Customer returns faulty parts to T2C within thirty (30) days of Customer’s receipt of repaired or replacement parts. Customer will be responsible for all repair or replacement costs where faulty parts are not returned to T2C within the applicable timeframe.

9. DEFAULT. Customer shall be in default under this Addendum if any of the following occurs: (a) Customer refuses to accept shipment or fails to make any payment when due; (b) Customer ceases to exist, becomes insolvent or the subject of bankruptcy, insolvency, or liquidation proceedings; (c) Customer attempts to assign its rights and obligations under this Addendum without the prior written consent of T2C; (d) any representation, warranty, condition, or certification of Customer or any information provided by Customer in or pursuant to this Addendum is false in any material respect when made.

10. REMEDIES UPON DEFAULT. In the event of Customer’s default: (a) T2C may, at its option, (i) take immediate possession of the Hardware and remove same without notice and without legal proceedings, and/or (ii) suspend shipments to Customer; (b) Waiver by T2C of any breach or default shall not constitute a waiver of any subsequent breach or default; (c) T2C shall be entitled to set off any amount owed by Customer or any of Customer’s related entities against any amount payable by T2C in connection with any unpaid monies due to Customer; (d) T2C at its discretion and option shall be entitled to retain all money paid by Customer on account as liquidated damages; and, (e) T2C shall have all the rights and remedies provided by law in addition to all other rights as established herein, which rights and remedies shall be cumulative.

11. SOFTWARE MAINTENANCE SERVICE.

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Software Maintenance Service provides access to Generally Available “GA” pay station software releases, device firmware maintenance updates, as well as the online services required to administer the pay station – Online Configuration Application and Remote Device Update. Access to T2 Support for software related issues during business hours by Telephone and e -mail/ticket systems is also included with the Software Maintenance Service. Please see Pay Stations – Software and Hardware – Warranty and Support document for detailed information.

While using the Software Maintenance Service the following details must be agreed to:

(a) New software features and bug fixes may be requested but are not guaranteed to be developed or added to a future software release. T2C is under no obligation to develop custom software. (b) T2C will notify Customers when new software is available as GA status. Scheduling, downloading, on-site testing, stagging, and overall deployment of software to any pay stations(s) is the responsibility of the Customer.
(c) The Software Maintenance Service is required to access GA software releases, Online Configuration Application and Remote Device Update.
(d) Without the Software Maintenance Service existing pay station operation will not be limited but Customer will not have the tools available to make changes to pay station operation including but not limited to rates, screen messaging, graphics, hours of ope ration, adding new or updated hardware, and receiving pay station software updates.
(e) Use of the Software Maintenance Service does not permit the Customer to resell to any other entity or install the software on any system that T2C has not authorized. (f) Software Maintenance Service cover only T2C GA approved software versions with an initial GA release date of no more than twelve (12) months old at time of contacting customer support for assistance.
(g) Hardware warranty support is not included with this service. See T2 Pay Station Warranty Services document for more details.
(h) Access to and support for T2 Iris are not included with the Software Maintenance Service. (i) Software Maintenance Service is assigned to T2C products by serial number and cannot be transferred.
(j) The services listed below are not covered under the Software Maintenance Service and will be charged separately on a time and material basis at T2C’s then standard rates:

i. Installation / upgrade field services.
ii. Backup and recovery of software, other computer programs, or data. iii. On-site services.
iv. System restoration (i.e. reloading of software, and data). v. Additional copies of software media.
vi. Training queries and consulting services.

1. Device Firmware Maintenance Updates. Firmware support is available for device level software including printers, modems, bill acceptors and coin acceptors. With the Software Maintenance Service device level firmware updates will be available via a download utility for installation by Customer. T2C will provide remote installation assistance where required.

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Spare parts replacements can include installed firmware and where possible, the firmware version in the installed parts will be set at the same version level as the parts replaced. Otherwise, the firmware will be set to the latest T2C approved version.

2. Chargeable Firmware Upgrades. Chargeable firmware upgrades are not covered by the Software Maintenance Service and will be billed on a time and material basis, together with installation support and includes:

i. firmware upgrades for new currency releases issued by governments. ii. firmware releases which add optional improvements to equipment. iii. on-site assistance required by the Customer to install downloadable firmware upgrades.

12. CANCELLATION. Upon receipt of written notice from Customer, T2C shall cancel any orders as instructed.

Customer shall be responsible for all costs associated with the cancellation. Such costs are items that T2C may have incurred up to the cancellation of delivering the Hardware and will be mutually agreed- to in writing between both parties.

13. ENTIRE AGREEMENT . This Addendum (including the Quote(s)) and the Agreement comprise the entire understanding and agreement between the parties regarding the Hardware and supersedes all prior written and oral agreements, purchase orders, representation, understanding, pro mises, description or other communications between the parties regarding the Hardware.

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Payment Processing Addendum

THIS PAYMENT PROCESSING ADDENDUM (“Addendum”) is made between T2 SYSTEMS, INC., an Indiana corporation (“T2”) and City of San Bruno (“ Sub-Merchant”) (collectively the “ Parties”), and is effective as of August 16, 2023 (“Effective Date”).

T2 is a payment facilitator that provides the services set forth in this Addendum to facilitate Sub- Merchant’s acceptance of credit and debit cards (“ Cards”) for Mastercard International Incorporated (“ Mastercard”), Visa Inc. (“Visa”), Discover Financial Services, each including applicable subsidiaries, and other payment network or card association (collectively “Networks”) transactions. This Addendum is incorporated into and made part of and subject to the terms of the T2 Master Agreement with Effective Date August 16, 2023 (“ Agreement”) between T2 and Sub- Merchant, and sets forth separate services from those that T2 provides under the Agreement or any other agreement with Sub -Merchant. If there is any conflict between the terms of this Addendum and the Agreement, then to the extent of such conflict, the terms of this Addendum will control.

1. Payment Processing Services . T2 will provide Sub -Merchant the payment processing services (the “Services”) set forth in this Addendum. These Services are provided by T2 through its relationships with the payment processor (“Processor”) that T2 has contracted with to support the Services, and the financial institution (“ Bank”) that is a member of the Networks and provides sponsorship services in connection with this Addendum. Bank and Processor may be changed at any time without prior notice. Sub- Merchant agrees that its use of the Services will comply at all times with (i) f ederal, state, and local laws, rules, and regulations that govern or otherwise affect the activities of Sub-Merchant or this Addendum (“ Law”) and (ii) the bylaws, operating regulations and all other rules, policies, and procedures of the Networks, including the Payment Card Industry Data Security Standard (“ PCI DSS”) (the “Rules”). T2 may suspend or terminate the Services at any time if Sub-Merchant is not eligible under Law or the Rules to use the Services,. Sub-Merchant agrees to the terms and obligations in the “Merchant Services Agreement” between Sub-Merchant and Processor, which is attached and incorporated hereto as Exhibit A-1, as may be changed or updated on reasonable notice to Sub-Merchant by Processor or T2.

2. Underwriting and Required Information. Intentionally deleted.

3. Card Acceptance. Sub -Merchant will honor any valid Card presented for payment by a person authorized to use the Card or the associated account (“ Cardholder”). Sub-Merchant will only accept Cards for bona fide sales of Sub -Merchant’s goods or services to the Cardholder (“ Transactions”). Sub -Merchant understands that Transactions may be reversed or returned by a Cardholder, the Networks, Processor, Bank, or T2 (each a “Chargeback”) in accordance with the Rules. Sub -Merchant agrees (i) to submit only Transactions that comply with this Addendum, Law, and the Rules; (ii) to submit only Transactions authorized by the Cardholder; (iii) to submit only a Transaction for the full amount owed by the Cardholder for the Transaction (except where permitted by Law and the Rules); (iv) not to establish minimum or maximum amounts or discourage the use of one Network Card over another (except where permitted by Law and the Rules); (v) not to impos e any surcharges in connection with a Transaction (except where permitted by Law and the Rules). Sub- Merchant will disclose its name and return policy to the Cardholder. Sub-Merchant is required to obtain an authorization from the Network (“Authorization”) prior to submission for each Transaction and include the Authorization when transmitting each Transaction. Authorizations are not a guarantee of acceptance or payment of a Transaction, do not waive any provision of this Addendum, and do not validate fraudulent Transactions or those involving an expired Card. T2 and Processor may refuse to acquire or process any Transaction that T2 or Processor believes violates this Addendum, the Merchant Services Agreement, Law, or the Rules. All credits and payments to Sub-Merchant are provisional and subject to Chargebacks and adjustments in accordance with the Rules. Sub- Merchant will retain and provide upon request a copy of the sales draft and any other required items for each completed Transaction in accordance wit h Law and the Rules. T2 may reverse any Transaction that violates, or T2 reasonably suspects violates, this Addendum, the Rules, or Law, and any such reversal is a Chargeback under this Addendum.

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4. Card Election. If agreed between the Parties, Sub-Merchant may be a limited-acceptance merchant, which means that Sub-Merchant has elected to accept Cards from only certain Networks and/or of only certain types, and Sub-Merchant must display appropriate signage to indicate the same, if applicable. T2 has no obligation other than those expressly provided under Law and the Rules as they may relate to limited acceptance. Sub- Merchant is solely responsible for the implementation of its decision for limited acceptance, including the Network and Card type(s) accepted at the point of sale. T2 may remove or add Network Cards or Card types that are available for processing at any time without prior notice. Sub- Merchant may change its election of Card types, Networks, and Servic es with at least sixty (60) days’ advance written notice to T2. Sub -Merchant will not seek Authorization for or submit a Transaction for a Card type or Network that has not been approved by T2.

5. Compliance with Law, the Rules, and this Addendum. In all aspects of Sub-Merchant’s use of the Services, Sub-Merchant agrees to comply and cause all of its employees and agents to comply with this Addendum, Law, and the Rules, including those relevant to acceptance guidelines, activity reporting, excessive Chargebacks, anti–money- laundering, and economic sanctions. Sub-Merchant agrees to cooperate with T2’s monitoring of Sub -Merchant’s compliance with this Addendum, Law, and the Rules. T2 may suspend processing Transactions to investigate suspicious or unusual activity associated with Sub-Merchant, and T2 will have no liability for any Sub-Merchant losses arising from any such suspension.

6. Settlement Account . Sub -Merchant will maintain an open checking account (“ Account”) at a financial institution approved by T2 and Processor that can be accessed through the national automated clearinghouse (“ACH”) system to receive settlement of Transaction funds and process Chargebacks or other liabilities as required by this Addendum and the Merchant Services Agreement. Sub-Merchant irrevocably authorizes T2 and/or Processor to debit and/or credit the Account v ia ACH to settle any and all fees and other amounts owed between the Parties under this Addendum or the Merchant Services Agreement, and such authority shall remain in effect for a period of one hundred and eighty (180) days following termination of this A ddendum, regardless of whether Sub- Merchant has notified T2 of a requested change in the Account information or the financial institution where the Account is located (“Account Change”). T2 may terminate or suspend Services if Sub -Merchant fails to maintain an Account with an ACH authorization. Sub -Merchant will maintain the Account with sufficient cleared funds to meet its obligations under this Addendum and the Merchant Services Agreement. If Sub- Merchant requests an Account Change, Sub-Merchant must provide T2 and Processor at least thirty (30) days prior written notice, which may be approved in T2 or Processor’s discretion. The acceptance by T2 or Processor of Sub-Merchant’s closing of an Account in connection with an Account Change shall not constitute termination of this Addendum. Sub- Merchant is responsible for providing T2 and Processor with accurate contact, payment, and account information for each Account. Neither T2 nor Processor are liable for any amounts directed to an account that has been designated as the Account by any purported representative of Sub-Merchant.

7. Transaction Processing and Reporting . Subject to the terms of this Addendum, the Merchant Services Agreement, Law, and the Rules, T2 or Processor will initiate payment to Sub -Merchant of the total face amount of each Transaction less any fees or other amounts T2 or Processor are authorized to deduct or withhold under this Addendum or the Merchant Services Agreement. The deposit of Transaction funds to the Account discharges T2 and Processor of any settlement obligation to Sub -Merchant. Sub-Merchant agrees that T2 and Processor have no obligation to settle funds that are the proceeds of a purported Transaction that violates Law or the Rules. Unless otherwise agreed to in writing by the Parties, Sub-Merchant shall electronically deliver to T2 or Processor (as agreed among the Parties) all Tran saction records at least every business day. The preparation and delivery of Transaction records shall constitute an endorsement by Sub- Merchant of each Transaction, and Sub -Merchant authorizes T2 or Processor to place Sub -Merchant’s endorsement on any Tra nsaction at any time. T2 or Processor shall provide Transaction information and reports to Sub -Merchant on a daily basis or as otherwise agreed by the Parties. Sub- Merchant agrees to review all such information and reports. Sub-Merchant agrees that its failure to report any errors in such information and reports or to notify T2 that Sub- Merchant has not received any amounts owed to Sub- Merchant within thirty (30) business days from the date the report or invoice is made available to Sub- Merchant or that receipt of such funds was due to occur shall constitute Sub-Merchant’s acceptance of the same.

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8. Liabilities, Disputes, and Exception Items. Sub-Merchant is solely responsible for the sale of its goods and services and any disputes between Sub- Merchant and a Cardholder regarding such goods and services. Sub- Merchant is liable for all Chargebacks, as well as any other amounts and related items, including all costs, fees, fines, penalties, and expenses incurred by T2 or Processor in connection therewith (including those incurred in handling disputes with respect thereto). Each of T2 and Processor has the right at any time to charge the Account for any Chargeback, compliance case, other Network action, or any liability or amount owed by Sub -Merchant under this Addendum or the Merchant Services Agreement. Without limiting the generality of the foregoing, Sub- Merchant agrees that any operational an d/or other Services performed on behalf of Sub -Merchant, including but not limited to, response to compliance cases, augmentation of Sub-Merchant data for interchange, transaction stand-in, digital draft storage and retrieval, etc. shall in no way affect S ub-Merchant’s obligations and liability in this Addendum or the Merchant Services Agreement. Sub -Merchant may instruct T2 or Processor in disputing or defending Chargebacks as provided in the Rules, and Sub- Merchant will promptly provide any such instructi ons to T2 or Processor.

9. Third Party Assessments. Notwithstanding any other provision of this Addendum, Sub- Merchant shall be responsible for all fees, fines, assessments, penalties, loss allocations, or other amounts imposed or assessed to Sub- Merchant, T2, Processor, or Bank in connection with this A ddendum by the Networks or other third parties to the extent that such amounts are not the direct result of the gross negligence or willful misconduct of T2, Processor, or Bank, as applicable. In the event that Processor or any third party assesses T2 a cost of funds associated with a circumstance where Processor, for whatever reason, advances settlement or any amounts and/or delays the assessment of any fees, Sub -Merchant shall be fully responsible for any portion of such assessment that is attributable to the Services for Sub-Merchant.

10. Reserve Account. T2 may, in its sole discretion or at the direction of Processor or Bank, require that Sub - Merchant fund a deposit account at Bank (“ Reserve Account ”) in an amount as determined by T2 (“ Reserve Minimum”) as security for Sub -Merchant’s current and future obligations under this Addendum. Sub- Merchant irrevocably authorizes T2 and Processor to debit the Account or withhold amounts that would otherwise be paid to the Account for the purpose of funding, maintaining, or increasing the balance in the Reserve Account if such balance is ever less than the Reserve Minimum. T2 may, without notice to Sub-Merchant, apply funds in the Reserve Account against any amounts owed by Sub- Merchant under this Addendum. By exe cuting this Addendum, Sub- Merchant grants T2 a security interest in the funds held in the Reserve Account, and T2 may exercise its rights with respect to such security interest without notice. Sub- Merchant agrees to execute any documents and to perform any other action required to comply with and perfect the security interest. Sub-Merchant agrees that following termination of this Addendum any funds remaining in the Reserve Account will not be returned to Sub-Merchant until one hundred and eighty (180) days following the later of such termination or Sub -Merchant’s last submission of a Transaction.

Sub-Merchant will remain liable for all fees or amounts incurred after any such return of funds.

11. T2 Fees. Sub -Merchant agrees to pay T2 the fees, expenses, and all other amounts set forth in this Addendum (“Fees”), including the “ Fee Schedule,” which is identified in the Quote. All amounts owed under this Addendum or the Merchant Services Agreement are due when invoiced or as otherwise directed. Any such amounts not paid when due shall be charged interest at 1% per month but in no event more t han the highest rate permitted by Law. Unless otherwise mutually agreed in writing by the Parties, T2 agrees not to change any of its Fees on the Fee Schedule for one (1) year after the Effective Date. Notwithstanding the foregoing, Sub -Merchant is responsible for payment of any changes or increases in Fees by Processor, Bank, the Networks, or other third parties (“ Pass Through Fees ”). In the event that T2 exercises its right to increase any Fees under this Section (exclusive of any changes in Pass Through Fees), T2 will provide Sub -Merchant thirty (30) days’ advance written notice. An increase of T2 Fees will be based on the annual transaction volume tiers, which will be no greater than five cents ($0.05) per transaction. Review of the annual transaction volume tiers will take place upon the anniversary of each Term of the Effective Date of this Addendum. If Sub -Merchant does not agree to any such increases in Fees during this notice period, Sub-Merchant may terminate this Addendum with thirty (30) days’ written notice to T2, during which period T2 shall continue to charge the existing Fees under the Fee Schedule during the termination and wind-down period.

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T2, Processor, and Bank may refuse to provide the Services in the event any of them have not been paid by Sub- Merchant for the Services contemplated herein.

12. Right of Offset. Sub-Merchant has no right of offset regarding any amounts Sub-Merchant may owe T2. T2 may setoff any amounts owed by Sub- Merchant under this Addendum against (i) any amounts, including Transactions, which T2 would otherwise deposit to the Account or Reserve Account; (ii) the Account and Reserve Account; (iii) any other amounts T2 may owe Sub- Merchant under this Addendum; or (iv) against any property of Sub-Merchant in the possession or control of T2. This right of offset covers, but is not limited to, Chargebacks, disputes, fees, or any amounts Sub- Merchant owes T2 under this Addendum. Sub- Merchant is responsible for any costs T2 incurs in connection with collection, in addition to any amounts owed, including attorneys’ fees and expenses, collection agency fees, and any applicable interest on unpaid amounts.

13. Taxes. Any sales, use, excise or other taxes payable in connection with or attributable to the Services provided to the Sub-Merchant per this Addendum shall be paid by Sub-Merchant. In the event T2 is required to pay any such taxes, Sub-Merchant shall immediately reimburse T2 or T2 may, at T2’s sole option, charge the Account or Reserve Account. To the extent Sub-Merchant is not exempt, T2 or Processor will provide a form 1099-K, as required by Law. Company may, on behalf of the Internal Revenue Service, collec t from Sub -Merchant federal backup withholding upon Transaction settlement if Sub- Merchant does not supply its legal name or tax identification number or if it fails to respond to a request from T2 to verify the same.

14. Security. Sub-Merchant agrees to implement and maintain security processes in accordance with generally accepted industry best practices to safeguard the systems it uses to transmit, process, or store information from unauthorized access or use, and from viruses and other malicious code. Except as may otherwise be agreed between the Parties through the execution of an addendum to the Agreement for security- related services, Sub-Merchant is responsible for complying with any applicable security, use, and storage requirements relating to C ard, Cardholder, or Transaction data (“ Sensitive Data ”) under Law or the Rules, including where applicable, PCI DSS, the Visa Cardholder Information Security Program, the Mastercard Site Data Protection Program, and the Visa and Mastercard Data Security Standards. Sub- Merchant agrees to comply with Law and t he Rules governing the confidentiality, use, and disclosure of Sensitive Data. Sub -Merchant will not retain or store magnetic stripe , Track- 2, CVV2, CVC2, or CID data after Authorization. If Sub -Merchant identifies any actual or suspected unauthorized access of Sensitive Data in the possession of Sub-Merchant or its agents, or if Sub-Merchant experiences a breach of its systems, Sub -Merchant must notify T2 immediately, and in all events no later than forty- eight (48) hours after discovery, and cooperate with T2, Processor, Bank, the Networks, and Regulatory Authorities in responding to such unauthorized access or breach. Sub- Merchant will maintain industry best practices regarding business continuity procedures and systems to ensure security of Sensitive Data.

15. Audits. Sub-Merchant agrees to cooperate in any audit, examination, or investigation as may be required by T2, Processor, Bank, the Networks, or a Regulatory Authority; and upon request and reasonable prior notice, permit T2, Processor, Bank, the Networks, or any Regulatory Authority to conduct an on- site inspection of Sub - Merchant’s premises and examine Sub -Merchant’s books, records, practices, and systems, but only to the extent that each pertains to compliance with this Addendum, Law, and the Rules. Any audit t hat is required by Law or the Rules will be at Sub-Merchant’s sole expense. All other audits shall be at T2’s expense. T2 and any other applicable entities shall have the right to retain a third party to perform any audit. Sub- Merchant agrees to implement any changes identified pursuant to an audit necessary to remediate or prevent any violation of Law or the Rules. If T2, in its discretion, determines that there is a need for an audit regarding a potential violation of Law or the Rules, T2 may withhold payment of amounts owed to Sub -Merchant without penalty pending completion of the audit. If it is determined that there has been a violation of Law or the Rules relating to this Addendum or Transactions hereunder, T2 may withhold payment of amounts owed to Sub -Merchant for a reasonable amount of time in an amount equal to the costs, fees, and expenses incurred by T2 in investigating and resolving the same and for any damages incurred by T2.

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16. Title to the Services. Sub-Merchant agrees it is acquiring only a nontransferable, non-exclusive right to use the Services. T2 shall at all times retain exclusive title to the Services, including without limitation, any materials delivered to Sub -Merchant hereunder and any invention, development, product, trade name, trademark, service mark, software program, or derivative thereof, developed in connection with providing the Services or during the term of this Addendum.

17. Use of Network Marks and Other Marks . Sub -Merchant agrees that the Networks are the sole and exclusive owners of their respective trademarks and other materials protected by intellectual property laws (“Network Marks”). Sub-Merchant’s use of the Network Marks and related materials must comply with Law and the Rules. At any time and without prior notice, the Networks may require a change in or prohibit Sub- Merchant’s use of the Network Marks and related materials. T2, Processor, and Bank are the sole and exclusive owners of their respective trademarks, marks, and logos, and Sub -Merchant’s use of such marks must comply with this Addendum and Law, and any policies and written instructions provided to Sub- Merchant. Sub- Merchant’s right to use the Network Marks and, if applicable, T2’s, Processor’s, and Bank’s marks, will cease upon termination of this Addendum, and Sub-Merchant agrees not to contest the ownership of all such marks for any reason.

18. Prohibited Practices. Sub -Merchant agrees it will not (i) require a Cardholder to complete a postcard or similar device that includes the Cardholder’s account number, Card expiration date, signature, or any other Card account data in plain view when mailed; (ii) add any tax to a Transaction, unless expressly required by Law (any such tax amount must be included in the Transaction amount and not collected separately); (iii) request or use an account number for any purpose other than as payment for its goods or services; (iv) disburse funds in the form of travelers checks if the sole purpose is to allow the Cardholder to make a cash purchase of goods or services from Sub - Merchant; (v) disburse funds in the form of cash unless Sub- Merchant is dispensing funds in the form of trave lers checks, TravelMoney cards, or foreign currency (in such case, the Transaction amount is limited to the value of the travelers checks, TravelMoney cards, or foreign currency, plus any commission or fee charged by the Sub-Merchant), or Sub-Merchant is participating in a cash back service; (vi) resubmit any Transaction that was previously the subject of a Chargeback, irrespective of Cardholder approval; (vii) accept a Card to collect or refinance an existing debt (except as expressly permitted by the Rules); or (viii) submit a Transaction that represents collection of a dishonored check.

19. Recurring Transactions . For any recurring Transactions, Sub- Merchant must comply with Law and the Rules, and must, at a minimum, (i) provide the Cardholder with written documentation specifying the frequency of the recurring charges, the duration of time during which such char ges may be made, and the amount or range of amounts that may be charged; (ii) obtain the Cardholder’s prior written consent to charge the Cardholder on such recurring basis; (iii) retain this consent, including evidence of having provided such documentatio n; and (iv) notify the Cardholder that he or she may cancel the recurring charges at any time. For each Cardholder, Sub- Merchant must retain such written consent for at least 24 months from the date Sub -Merchant submits the last recurring billing charge.

20. Term. The term of this Addendum commences on the Effective Date and shall continue for an initial term of three (3) years (“Initial Term”), and may be renewed for two (2), twelve (12) month periods (“ Renewal Terms”), unless terminated pursuant to the provisions of this Addendum. The Initial Term and Renewal Terms shall be referred to herein collectively as the “Term”. The Term will terminate immediately in the event that the Agreement is terminated.

21. Termination. For breaches of a material term or condition of this Addendum, either Party may terminate this Addendum for any such breach that is not cured within thirty (30) days of receipt of written notice of such breach. In addition, T2 may in its sole discretion suspend or terminate this Addendum or immediately cease providing the Services, without prior notice, if:
(a) Sub-Merchant fails to pay any amount to T2 when due or fails to maintain a valid Account; (b) The provision of Services to Sub-Merchant is a violation of Law or the Rules;

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(c) Sub-Merchant has violated or is likely to violate Law or the Rules; (d) T2 is required to do so by Processor, Bank, any Network, or any Regulatory Authority; (e) T2’s agreement with Processor or Member Bank terminates, or Processor otherwise discontinues providing services to T2 or Sub -Merchant, including termination of the Merchant Services Agreement;
(f) T2 is deregistered by any Network;
(g) Processor or Bank ceases to be a member of the Networks or to have the required licenses; (h) Sub-Merchant is the subject of any bankruptcy or insolvency, or makes an assignment for the benefit of its creditors;
(i) Any of Sub- Merchant’s representations and warranties contained in this Addendum or the Merchant Services Agreement is inaccurate in any material respect; or (j) Sub-Merchant, for any reason, discontinues using the Services (except as may be specifically permitted by this Addendum) for a period of thirty (30) days.

If this Addendum is terminated for any reason, Sub-Merchant’s obligations regarding any Transactions accepted for processing will survive termination, and any amounts owed by Sub- Merchant to T2 will become immediately due and payable. Sub- Merchant authorizes T2 to debit such amounts from the Account or Reserve Account, and if the funds in such accounts are insufficient, Sub- Merchant agrees to immediately pay any remaining amounts owed. All existing obligations, warranties, indemnities, and agreements with respect to Transactions entered into before such termination shall remain in full force and effect and Sub- Merchant shall remain liable for all obligations under this Addendum. Sub- Merchant acknowledges that T2 is required under the Rules to report to the N etworks when it terminates agreements with sub-merchants under certain conditions, and Sub-Merchant consents to such reporting, if applicable. Sub -Merchant agrees that T2 will have no liability for damages or alleged harm resulting from such reporting.

22. Representations and Warranties . Sub -Merchant represents and warrants during the Term of this Addendum that (i) Sub-Merchant and the signatory executing this Addendum have the full power and authority to execute, deliver, and perform this Addendum; (ii) this Addendum is binding and enf orceable against Sub-Merchant, and no provision requiring Sub- Merchant’s performance is in conflict with its obligations under any agreement to which Sub-Merchant is a party; (iii) Sub -Merchant has never entered into a payment processing agreement with a third party that has been terminated by that third party; (iv) Sub-Merchant is duly organized, authorized, and in good standing under Law; (e) Sub-Merchant has not been placed and is not listed on the MATCH List; and (f) all information supplied by a Sub-Merchant to T2 in connection with this Addendum is accurate, truthful, and complete.

23. Binding on Successors; Assignment . This Addendum shall be binding upon and inure to the benefit of the Parties and their respective successors, transferees, and assignees. Neither this Addendum nor any interest herein may directly or indirectly be transferred or assigned by either Party, in whole or in part, without the prior written consent of the other Party. Sub- Merchant will remain liable for any amounts owed under this Addendum after an unauthorized transfer or assignment by Sub- Merchant, even if T2 continues to provide Services to such transferee or assignee. This Addendum is for the benefit of, and may be enforced only by, T2 and Sub- Merchant and their respective successors and permitted transferees and assignees, and is not for the benefit of, and may not be enforced by, any third party.

24. Waiver of Jury/Class Action. Intentionally deleted.

25. Responsibility In addition to and without limiting any Sub- Merchant obligations contained in the Agreement, Sub -Merchant agrees to be responsible for any and all proceedings, losses, costs, expenses, claims, demands, damages, and liabilities (including attorneys’ fees a nd costs, and collections costs) resulting from or

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otherwise arising out of (i) Sub -Merchant’s or its directors’, officers’, employees’, affiliates’, and agents’ gross negligence or willful misconduct during its use of the Services; (ii) any infiltration, hack, breach, or access violation of Sub-Merchant’s systems, including any access to Card, Cardholder, or Transaction data caused by the Customer’s gross negligence or misconduct; and (iii) Sub -Merchant’s or its directors’, officers’, employees’, affiliates’, and agents’ breach of this Addendum or violatio n of Law or the Rules. This responsibility will survive the termination of this Addendum. The procedures for Sub- Merchant responsibility set forth in the Agreement shall apply to any responsibility obligation under this paragraph.

26. Use of Third Party Agents. Sub-Merchant may contract with third party agents (“TPAs”) to perform any or all of Sub-Merchant’s duties and requirements under this Addendum, except for any duty or requirement that must be performed by Sub-Merchant under Law or the Rules. Sub- Merchant must provide Company written prior notice of its use of a ny TPA, which shall be subject to T2’s approval. Sub- Merchant will remain solely liable for any non - compliance or breach of this Addendum, Law, or the Rules by a TPA.

27. Additional Services; Equipment . If Sub -Merchant elects to receive additional services from T2, including those related to data security or the rental or purchase of any equipment, Sub- Merchant and T2 shall execute separate addenda to the Agreement governing such services.

28. Controlling Documents. This Addendum (including all addenda and schedules and exhibits hereto and all documents and materials referenced herein) supersedes any and all other agreements, oral or written, between the Parties hereto with respect to the subject matter hereof, and sets forth the complete and exclusive agreement between the Parties with respect to the Services. If there is a conflict between this Addendum and an addendum, schedule, or exhibit attached hereto or subsequently executed by the Parties, the addendum, schedule, or exhibit shall control. If there is a conflict or inconsistency between the Rules and this Addendum, the Rules shall prevail or govern to the fullest extent permitted by Law. If there is a conflict between this Addendum and the Merchant Services Agreement, the Merchant Services Agreement shall prevail.

29. Survival. Any right, obligation, or provision under this Agreement that, by its description or nature, should survive termination of this Addendum, will survive the termination of this Addendum, including but not limited to the terms set forth in Sections 3, 5, 6, 7, 8, 9, 10, 11, 12, 15, 17, and 25.

30. Modification of Addendum. Except as provided herein, this Addendum, including any schedule or exhibit hereto, may only be modified or amended by an instrument in writing signed by each Party hereto.

31. Headings and Construction . Headings in this Addendum are inserted for convenience only and will not affect the interpretation of any provision. Each Party acknowledges and agrees that the limitations and exclusions contained in this Addendum have been the subject of active and co mplete negotiation between the Parties and represent their voluntary agreement. The Parties agree such agreement shall not be construed in favor of or against any Party by reason of the extent to which any Party participated in the preparation of this document.

32. Counterparts. The parties agree that electronic signatures will have the same legal effect as original ( i.e., ink) signatures and that an electronic, scanned, facsimile, or duplicate copy of such signatures may be used as evidence of execution. This Addendum may be executed and delivered in counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.

33. Facsimile Deemed Original. Sub-Merchant and T2 agree that any facsimile or other copy of this Addendum evidencing the execution by both parties shall be deemed an original.

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Exhibit A-1

MERCHANT SERVICES AGREEMENT FOR SUB-MERCHANTS

This MERCHANT SERVICES AGREEMENT FOR SUB -MERCHANTS (“Agreement”) is made among WORLDPAY, LLC, having its principal office at 8500 Governors Hill Drive, Symmes Township, OH 45249- 1384 and its designated Member Bank (collectively “Acquirer”) and City of San Bruno (“Sub-merchant”) in connection with the agreement between Sub-merchant and T2 Systems, Inc. (“Provider”). Acquirer will provide Sub-merchant with certain payment processing services (“Services”) in accordance with the terms of this Agreement. In consideration of Sub-merchant’s receipt of credit or debit card funded payments, and participation in programs affiliated with MasterCard International Inc. ("MasterCard"), VISA U.S.A. Inc. ("VISA"), Discover (“Discover”), and certain similar entities (collectively, “Associations), Sub-merchant is required to comply with the Operating Regulations (defined below) as they pertain to applicable credit and debit card payments. In addition, if Sub-merchant meets certain requirements under the Operating Regulations or an Association or the Operating Regulations otherwise require, Sub -merchant may be required to enter into a direct relationship with an entity that is a member of the Associations. By executing this Agreement, Sub -merchant has fulfilled such requireme nt. However, Acquirer understands that Sub- merchant may have contracted with Provider to obtain certain processing services and that Provider may have agreed to be responsible to Sub-merchant for all or part of Sub-merchant’s obligations contained herein.

NOW, THEREFORE, in consideration of the foregoing recitals and of the mutual promises contained herein, the parties agree as follows:

1. Certain Sub-merchant Responsibilities. Sub-merchant agrees to comply, and to cause third parties acting as Sub -merchant’s agent (“Agents”) to comply, with the Association’s and other payment network’s by- laws, operating regulations and/or all other rules, policies and procedures, including but not limited to the Payment Card Industry Data Security Standard, the VISA Cardholder Information Security Program, the MasterCard Site Data Protection Program, and any other program or requirement that may be published and/or mandated by the Associations o r payment networks (collectively "Operating Regulations"). Sub -merchant may review the VISA, MasterCard, and Discover websites for a copy of the Visa, MasterCard, American Express and Discover regulations.

The websites are: http://usa.visa/merchants/ and http://www.mastercard/us/merchant/, www.americanexpress.com, and http://www.discovernetwork/merchants/. Sub -merchant also agrees to comply with all applicable state, federal, and local laws, rules, and regulations (“Laws”). Without limiting the foregoing, Sub- merchant agrees that it will fully comply with any and all anti -money laundering laws and regulations, including but not limited to the Bank Secrecy Act, the US Treasury’s Office of Foreign Assets Control (OFAC) and the Federal Trade Commission. For purposes of this section, Agents include, but are not limited to, Sub-merchant’s software providers and/or equipment providers.

If appropriately indicated in Sub- merchant’s agreement with Provider, Sub -merchant may be a limited -acceptance merchant, which means that Sub-merchant has elected to accept only certain Visa and MasterCard card types (i.e., consumer credit, consumer debit, and commercial cards) and must display appropriate signage to indicate the same.

Acquirer has no obligation other than those expressly provided under the Operating Regulations and applicable law as they may relate to limited acceptance. Sub -merchant, and not Acquirer, will be solely responsible for the implementation of its decision for limited acceptance, including but not limited to policing the card type(s) accepted at the point of sale.

Sub-merchant shall only complete sales transactions produced as the direct result of bona fide sales made by Sub- merchant to cardholders, and is expressly prohibited from presenting sales transactions which are produced as a result of sales made by any per son or entity other than Sub- merchant, or for any purposes related to any illegal or prohibited activity, including but not limited to money-laundering or financing of terrorist activities.

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Sub-merchant may set a minimum transaction amount to accept a card that provides access to a credit account, under the following conditions: i) the minimum transaction amount does not differentiate between card issuers; ii) the minimum transaction amount does not differentiate between MasterCard, Visa, or any other acceptance brand; and iii) the minimum transaction amount does not exceed ten dollars (or any higher amount established by the Federal Reserve). Sub-merchant may set a maximum transaction amount to accept a card that provides access to a credit account, under the following conditions: Sub- merchant is a i) department, agency or instrumentality of the U.S. government; ii) corporation owned or controlled by the U.S. government; or iii) Sub -merchant whose primary business is reflected by one of the following MCCs: 8220, 8244, 8249 – Schools, Trade or Vocational; and the maximum transaction amount does not differentiate between MasterCard, Visa, or any other acceptance brand.

2. Sub-merchant Prohibitions. Sub -merchant must not (i) require a cardholder to complete a postcard or similar device that includes the cardholder’s account number, card expiration date, signature, or any other card account data in plain view when mailed; (ii) add any tax to transactions, unless applicable law expressly requires that a Sub -merchant impose a tax (any tax amount, if allowed, must be included in the transaction amount and not collected separately); (iii) request or use an account number for any purpose other than as payment for its goods or services; (iv) disburse funds in the form of travelers checks if the sole purpose is to allow the cardholder to make a cash purchase of goods or services from Sub -merchant; (v) disburse funds in the form of cash unless Sub- merchant is d ispensing funds in the form of travelers checks, TravelMoney cards, or foreign currency (in such case, the transaction amount is limited to the value of the travelers checks, TravelMoney cards, or foreign currency, plus any commission or fee charged by the Sub-merchant), or Sub-merchant is participating in a cash back service; (vi) submit any transaction receipt for a transaction that was previously charged back to the Acquirer and subsequently returned to Sub-merchant, irrespective of cardholder approval; (vii) accept a Visa consumer credit card or commercial Visa product issued by a U.S. issuer to collect or refinance an existing debt; (viii) accept a card to collect or refinance an existing debt that has been deemed uncollectable; or (ix) submit a transaction that represents collection of a dishonored check. Sub- merchant further agrees that, under no circumstance, will Sub -merchant store cardholder data in violation of the Laws or the O perating Regulations including but not limited to the storage of track -2 data.

Neither Sub-merchant nor its Agent shall retain or store magnetic- stripe data subsequent to the authorization of a sales transaction.

3. Settlement. Upon receipt of Sub- merchant’s sales data for card transactions, Acquirer will process Sub - merchant’s sales data to facilitate the funds transfer between the various Associations and Sub- merchant. After Acquirer receives credit for such sales data, subject to the terms set forth herein, Acquirer will fund Sub- merchant, either directly to the Sub- merchant -Owned Designated Account or through Provider to an account designated by Provider (“Provider Designated Account”), at Acquirer’s discretion, for such card transactions. Sub-merchant agrees that the deposit of funds to the Provider Designated Account, if applicable, shall discharge Acquirer of its settlement obligation to Sub-merchant, and that any dispute regarding the receipt or amount of settlement shal l be between Provider and Sub- merchant. Acquirer will debit the Provider Designated Account for funds owed to Acquirer as a result of the Services provided hereunder, provided that Acquirer may also debit Sub- merchant’s designated demand deposit account (“ Sub-merchant -Owned Designated Account”) upon receipt of such account information from Sub-merchant or Provider, or if Acquirer deposits settlement funds into the Sub-merchant -Owned Designated Account. Further, if a cardholder disputes a transaction, if a transaction is charged back for any reason, or if Acquirer reasonably believes a transaction is unauthorized or otherwise unacceptable, the amount of such transaction may be charged back and debited from Sub-merchant or Provider.

4. Term and Termination. This Agreement shall be binding upon Sub-merchant’s execution. The term of this Agreement shall begin, and the terms of the Agreement shall be deemed accepted and binding upon Acquirer, on the date Acquirer accepts this Agreement by issuing a merchant ide ntification number, and shall be coterminous with Provider’s agreement with Sub-merchant.

Notwithstanding the foregoing, Acquirer may immediately cease providing Services and/or terminate this Agreement without notice if (i) Sub -merchant or Provider fails to pay any amount to Acquirer when due, (ii) in Acquirer's opinion, provision of a service to Sub -merchant or Provider may be a violation of the Operating

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Regulations or any Laws, (iii) Acquirer believes that Sub -merchant has violated or is likely to violate the Operating Regulations or the Laws, (iv) Acquire determines Sub-merchant poses a financial or regulatory risk to Acquirer or an Association, (v) Acquirer’s agreement with Provider terminates, (vi) any Association deregisters Provider, (vii) Acquirer ceases to be a member of the Associations or fails to have the required licenses, or (viii) Acquirer is required to do so by any of the Associations.

5. Limits of Liability. Sub-merchant agrees to provide Acquirer, via communication with Provider, with written notice of any alleged breach by Acquirer of this Agreement, which notice will specifically detail such alleged breach, within thirty (30) days of the date on which the a lleged breach first occurred. Failure to so provide notice shall be deemed an acceptance by Sub-merchant and a waiver of any and all rights to dispute such breach.

EXCEPT FOR THOSE EXPRESS WARRANTIES MADE IN THIS AGREEMENT, ACQUIRER DISCLAIMS ALL WARRANTIES,

INCLUDING, WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Sub-merchant’s sole and exclusive remedy for any and all claims against Acquirer arising out of or in any way related to the transactions contemplated herein shall be termination of this Agreement. In the event that Sub-merchant has any claim arising in connection with the Services, rights, and/or obligations defined in this Agreement, Sub-merchant shall proceed against Provider and not against Acquirer, unless otherwise specifically set forth in the Operating Regulations. In no event shall Acquirer have any liability to Sub-merchant with respect to this Agreement or the Services. Sub -merchant acknowledges Acquirer is only providing this Agreement to assist in Provider’s processing relationship with Sub -merchant, that Acquirer is not liable for any action or failure to act by Provider, and that Acquirer shall have no liability whatsoever in connection with any products or services provided to Sub-merchant by Provider. If Provider is unable to provide its services to Sub- merchant in connection with this Agreement and Acquirer elects to provide those services directly, Sub-merchant acknowledges and agrees that the provisions of this Agreement will no longer apply and the terms of Acquirer’s then current Bank Card Merchant Agreement, which would be provided to Sub- merchant, will govern Acquirer’s relationship with Sub- merchant. If Provider subsequently provides its services to Sub-merchant in connection with this Agreement, Acquirer will cease to provide such services after receipt of notice from Provider and this Agreement will govern Acquirer’s relationship with Sub-merchant.

6. Miscellaneous. This Agreement is entered into, governed by, and construed pursuant to the laws of the State of California without regard to conflicts of law provisions. This Agreement may not be assigned by Sub- merchant without the prior written consent of Acquirer. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, transferees and assignees. This Agreement is for the benefit of, and may be enforced only by, Acquirer and Sub- merchant and is not for the benefit of, and may not be enforced by, any other party. Acquirer may amend this Agreement upon notice to Sub-merchant in accordance with Acquirer’s standard operating procedure. If any provision of this Agreement is determined to be illegal or invalid, such illegality or invalidity of that provision will not affect any of the remaining provisions and this Agree ment will be construed as if such provision is not contained in the Agreement “Member Bank” as used in this Agreement shall mean a member of VISA, MasterCard and/or Discover, as applicable, that provides sponsorship services in connection with this Agreeme nt. As of the commencement of this Agreement, Member Bank shall be Fifth Third Bank, an Ohio Banking Corporation, located in Cincinnati, OH 45263. The Member Bank is a party to this Agreement.

The Member Bank may be changed, and its rights and obligations assigned to another party by Acquirer at any time without notice to Sub-merchant.

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IN WITNESS WHEREOF, this Agreement has been executed by Sub- merchant’s authorized officer as of the date set forth below.

SUB-MERCHANT:

By: ______________________________________________________ Name: ___________________________________________________ Title: _____________________________________________________ Date: ___________________________________________________ Address: ___________________________________________________

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EXHIBIT A
T2 Systems - Confidential Quotation

For: City of San Bruno Pub-
lic Works.

Quote: Q-61841
Date: 8/7/2026
Expires: 11/5/2026

Bill To:

City of San Bruno Public Works.
1177 Huntington Ave.

San Bruno, California 94066
United States

Prepared By:

Poppy Guloien

Prepared For:

Jeremy Brandenburg
Ship To:

City of San Bruno Police Dept.
1177 Huntington Ave.

San Bruno, CA 94066
United States

Jeremy Brandenburg
650-616-7100
[email protected]
EIN: 94-6000414

Subscriptions

Product
Code
Product Name Quantity Sales Price Total
100.7101 T2 Iris Core (Month) 58.00 USD 540.00 USD 31,320.00 To be billed $45 per pay station per month - annual price shown 100.7111 T2 SecurePay G1 - Monthly Subscription 58.00 USD 120.00 USD 6,960.00 To be billed $10 per pay station per month - annual price shown 100.7601 T2 DataConnect (Month) 58.00 USD 120.00 USD 6,960.00 To be billed $10 per unit per month - annual price shown ---
Data Connect wireless data plan includes up to 2000 transactions per month, per pay station. Transactions in excess of 2000 per calendar month are charged a rate of $0.02 per transaction. Transactions are not pooled among units. **UNLIMITED transactions package also available.
100.7743 Turbo Data Systems (Month) 58.00 USD 0.00 USD 0.00 Included at no cost
100.7750 Genetec LPR Enforcement Integration (Month) 58.00 USD 0.00 USD 0.00 Included at no cost
100.7201 Coupons (Month) 58.00 USD 0.00 USD 0.00
Included at no cost
100.7219 Extend-By-Phone** (Month) 58.00 USD 0.00 USD 0.00 Included at no cost
TOTAL: USD 45,240.00

Other

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Product
Code
Product Name Quantity Sales Price Total
*** Comment 1.00 USD 0.00 USD 0.00
The City of San Bruno owns 85 COSMO pay stations but currently they have placed the following 27 of them in stor- age and would like to cease billing of subscriptions on these units until further notice: 530123370170, 530123370175- 76, 530123370179, 530123370182, 530123370205, 530123370222-224, 226-227, 229-231, 233-236, 238-242, 45-48 *** Comment 1.00 USD 0.00 USD 0.00
Please note that warranty coverage for these units ended in April 2026. *** Comment 1.00 USD 0.00 USD 0.00
If the city wishes to activate any of the units from storage again, they will need to submit an email to T2 Systems re- questing Iris services to be turned on and identify the serial numbers they would like activated.

TOTAL: USD 0.00

Net Total: USD 45,240.00

Tax Amount: USD 0.00
Tax Comments: N/A

Total: USD 45,240.00
Additional Information:

Freight Term: FOB-VEND-PP
Payment Terms:

IRIS Profile:

End User: City of San Bruno Public Works.

GP Customer Number: 4611

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Billing Terms

Software subscriptions are invoiced upon Activation.

Terms and Conditions for Digital Iris services are available at:
http://www.t2systems.com/terms-conditions

Upon shipping, 100% of order will be invoiced, with the exceptions of (if applicable):
• Software subscriptions, as outlined above;
• Upon provision, 100% of services, training and/or installation will be invoiced.

As indicated on quote - Shipping costs are to be determined at time of shipment, are estimates only or are set amounts. Actual costs will be reflected on invoices unless set amount has been provided.

Tax rate, if applicable, will be finalized at time of invoicing.

Invoices paid via credit card will incur a 2.5% convenience fee.

Purchase orders can be forwarded to [email protected]

Project Term and Change Management

The parties anticipate that T2's Service will begin 10 business days after the dates sales order. The parties estimate that services will be complete within 120 days from start of the project. The timeline may be extended due to availa- bility of required Equipment and Software, availability of client or T2 personnel, changes to the project scope or func- tional specification. in addition to schedule changes, changes in the Project may result in additional fees such as pro- ject re-engagement and/or change orders.

In the event that the scope changes, the Customer will be notified in advance and must provide written approval (via a signed Change Order) to proceed. The new scope will not proceed until the Change Order is executed. -----
Upon signature by Customer and submission to T2 Systems Inc., this Quote shall become legally binding. By signing and submitting this Quote, Customer expressly agrees and acknowledges that all products and services purchased by the Customer pursuant to this Quote shall be governed exclusively by the terms and conditions set forth in this Quote, the terms of which can be found at https://www.t2systems.com/terms-conditions/ (the "Terms and Condi- tions"), subject to the terms of any applicable existing MSA or other written agreement between Customer and T2 Systems that expressly take precedence over the Terms and Conditions. By signing and submitting this Quote, Cus- tomer represents and warrants that the signatory below has the authority to bind Customer to the terms of this Quote and that Customer has had the opportunity to review the Terms and Conditions.

Quoted pricing is based on current applicable tariffs, import/export duties, surcharges, taxes or similar fees ("Tar- iffs"). In the event any governmental authority enacts or imposes new or additional Tariffs that increases the cost of goods, materials, and/or services provided for under this Quote, T2 reserves the right to adjust the pricing on this Quote to reflect increased costs.

Quote Number: Q-61841
PO Required?

REQUIRE/
IF "NO" IS SELECTED UNDER PO REQUIRED, CUSTOMER ACCEPTS RESPONSIBILITY TO PROCESS CON- TRACT PAYMENT WITHOUT RECEIPT OF PURCHASE ORDER NUMBER.

Customer
/THEIRSIG/
Signature
/THEIRNAME/
Print Name
/THEIRTITLE/
Title
/THEIRDATE/
Date

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/PONO/
PO #

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T2 Product Support and
Hosting Services
August 1, 2026
130 of 336 ATTACHMENT 1, Exhibit A-1

© Copyright 2026 T2 Systems, a Verra Mobility Company. All Rights Reserved. 1

T2 PRODUCT SUPPORT AND HOSTING SERVICES
This document outlines the support services provided by T2 Systems for all its products, services and solutions for its customers.

T2 SUPPORT SERVICES
Support Services are offered to customers utilizing T2 Systems products and services, that have a valid software subscription agreement, hardware maintenance contract, or have purchased extended warranty.

Normal Business Hours
Normal business hours are Monday to Friday, 8:00 AM to 8:00 PM Eastern, excluding T2 approved holidays. The list of holidays is available on T2 Communities.

Team Structure
Support Services is structured into four (4) teams; Flex PE, PARCS, Pay Stations and UPsafety.
• The Flex PE team provides support for Flex solutions including License Plate Recognition, FlexPort, Mobile Enforcement, Reside, Tempo, Scan and Pay, Crystal Reports, and UNIFY.
• The PARCS team provides support for the PARCS solutions, including FlexVal and PARCS POP.
• The Pay Station team provides support for Pay Stations, IRIS and T2 MobilePay solutions.
• UPsafety team provides support for UPsafety solutions including UPsafety Cloud, UPsafety Mobile, Velocity, and all hardware provided by UPsafety.

The Support Services department is comprised of Product Support Analysts and Senior Product Support Analysts. Support issues are initially dealt with by our Product Support Analysts and escalated to the Senior Product Support Analysts if the case is more complex.

In situations where there is a considerable business impact, cases will be escalated to the Management Team, and they will become involved as necessary. In this event, the customer will be made aware of the escalation from the T2 Support Services team member working on the case.

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© Copyright 2026 T2 Systems, a Verra Mobility Company. All Rights Reserved. 2

Support Escalation Process
If the case is not part of a management escalation, and the customer believes it should be escalated, or the customer requests to speak to a manager concerning the handling of the case, T2 Support Services Managers are available to listen and engage. In such an event, the customer may escalate directly to the following:

Anita Mendis
Manager, Product Support - Flex PE, UPsafety
Email: [email protected]
Phone: 317-524-7411

Stephen Holtzclaw
Manager, Product Support – PARCS, Pay Stations & MobilePay Email: [email protected]
Phone: 317-715-1518

Escalations beyond the Product Support Managers should be directed at:

Josh Allanson
Director, Product Support
Email: [email protected]
Phone: (317) 523

In certain circumstances Support may be required to escalate to other internal resources, such as our Engineering or Field Services teams. We may also be required to escalate to our external partners when applicable.

Case Priority and Target Response Times

Priority Business Impact Response Target
(4) Low Hindrance to the work and acceptable work
around is available.
3 business days
(3) Medium Interruption of work exists and work around is available.
1 business days
(2) High Interruption of critical processes and no work around is available. Partial revenue impact.
4 hours
(1) Critical Interruption of critical processes and no work around available. Full revenue impact.
1 hour

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© Copyright 2026 T2 Systems, a Verra Mobility Company. All Rights Reserved. 3

Contacting Support During Business Hours

The preferred method for contacting Support for non-emergency issues is by creating a case through Communities.

The preferred method for contacting Support for emergency issues is by calling the number listed below:

Contact Telephone Numbers Email Addresses
Pay Station Product
Support
1-800-434-1501 – Option 1

Access and EMV Code/BOSS
Registration line 1-800-434-
1501 – Option 1,2
T2 MobilePay
1-800-434-1501 – Option 1,3
[email protected]

For T2 MobilePay:
[email protected]
PARCS Product
Support
1-800-434-1501 – Option 2 [email protected] Flex Product Support 1-800-434-1501 Option 3 [email protected] UPsafety Product
Support
1-800-434-1501 Option 4 [email protected]

Contacting Support Outside of Business Hours

The pager line is available outside of business hours for all emergencies that have a high impact on operations. To contact the pager service, dial the respective number listed above and it will automatically transfer to the pager service outside business hours. Calls to this number may be billable. Please note that there is no email support after business hours and cases submitted via T2 Communities will be checked on the next business day.

Changes in Case Priority
T2 reserves the right to change the priority of a customer’s case. Cases may have their priority upgraded or downgraded depending on new information provided by the customer and/or the actual business impact.

Supported Solutions
T2 only provides support for current software and the one prior released version. and all hardware that is prior to its announced end-of-support date.

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© Copyright 2026 T2 Systems, a Verra Mobility Company. All Rights Reserved. 4

T2 may offer support for solutions that are not the one prior released version and obsolete hardware at T2’s time and material rates at the time of the support request. The customer may be required to upgrade to the current version of the software and purchase upgraded hardware accordingly.

Expectations of Customer
To provide timely customer service to all customers, T2 asks that the customer opening the case remain responsive to communications throughout the life of the case. If communication from the customer remains delayed or the customer needs to postpone beyond the resolution targeted time, the T2 case owner will close the case, until a new resolution target is agreed, and a new case can be reopened.

In hardware support scenarios involving customers who do not maintain a pool of hardware, replacement spares, or do not retain technical staff (qualified and equipped to troubleshoot hardware failures – with or without T2 remote support) ultimate resolution times will be extended. While T2 will support identifying the appropriate actions required to resolve a hardware issue within the established targets, ultimate resolution of hardware issues will be dependent on availability of field service personnel (if needed), replacement parts and/or the turnaround time of repair facilities.

T2 HOSTING PRODUCTION ENVIRONMENT
Overview
This section details T2 Systems IT platform, production applications and data in a secure and managed hosting environment. T2 Systems IT platform includes the hosting center facility, network connectivity (e.g., switches, routers) and network security components within the facility, as well as many additional services that can be added to the hosted environment.

Uptime/Availability
T2 considers uptime a measurement of when the T2 Systems hosted solutions are available, and the customer can substantially use and access all the functions of the hosted services in accordance with their intended use.

T2’s targeted uptime is 99.0% during each calendar month, calculated based on seven (7) days per week and twenty-four (24) hours per day. Excluded from the uptime calculations are scheduled maintenance windows defined on the T2 Communities; a daily one (1) hour after- hours reboot window, a weekly two (2)-hour after-hours maintenance window, and any other maintenance or outage that may be required.

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In the event of a sufficient disaster to result in the invocation of the T2 Disaster Recovery plan, the uptime may be below the uptime target and will instead be measured against the seventy- two (72)-hour Recovery Time Objective (RTO).

T2 Product Line Hosting Maintenance Windows
The following applications; T2 Flex, FlexPort, Iris and other supporting applications are hosted by T2. To ensure a stable, reliable, and secure hosting environment for your applications, T2’s hosting team performs regular maintenance on these hosting environments. This maintenance may include taking parts of the environment offline for maintenance such as applying patches, security updates, configuration changes, hardware upgrades, etc. Maintenance will be completed within the scheduled outage windows.

T2 has established a regular schedule for offline maintenance work for all its hosted applications. The maintenance window schedule is described below.

Product Group Cadence Day of Week Start Time End Time Flex & FlexPort Daily - 5:00 AM
EST
6:00 AM EST
Weekly Monday 12:01 AM
EST
2:00 AM EST
Iris Weekly Wednesday 11:00 PM
EST
3:00 AM EST
UPsafety Weekly Sunday 10:00 PM
EST
11:00 PM EST

It should be noted that not every scheduled maintenance window will result in applications being unavailable and T2 reserves the right to do so during any of these regularly scheduled periods.

Daily Maintenance Windows
This scheduled window is most often reserved for maintenance that has the smallest potential to impact application availability – with outages (when necessary) generally lasting less than fifteen (15) minutes. This window is frequently used to address updates for a single customer or a small group of customers. On average, T2 may use this window about once or twice a week for critical patches or important database maintenance.

Weekly Maintenance Windows
These scheduled windows are reserved for more substantial maintenance. When outages are necessary during these scheduled windows, they often affect all customers in the hosting

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© Copyright 2026 T2 Systems, a Verra Mobility Company. All Rights Reserved. 6

environment. The maintenance completed during these windows is generally large hardware or software upgrades, sweeping reboots or major patching of the environment. On average, T2 may use these windows about once a month.

Note: – The scheduled maintenance windows do not include when a customer requests a solution upgrade. This type of maintenance is coordinated directly between T2’s upgrade team and the customer(s) being upgraded.

Notifications for Scheduled Maintenance
If a scheduled maintenance outage continues outside the scheduled maintenance window, then an email notification will be sent to the affected customers.

Situations may arise where hotfix or patch upgrades are required to deliver significant performance, stability, or security fixes and may be applied at the discretion of the IT Operations Manager that may completed outside the scheduled maintenance window. After such an upgrade, customers affected will be contacted via email within at least twenty-four (24) hours.

Notifications for Unscheduled Upgrades, Outages, and Events If an unscheduled upgrade, outage or event occurs outside the scheduled maintenance window, T2 will provide notice to customers by email and via T2 Communities as soon as possible. Additional notices will be provided throughout the outage.

Backups and Disaster Recovery
Backups are handled using an industry standard enterprise backup system. Both Oracle data and application data are protected through a tiered approach that includes Disk to Disk Backup, and off-site replication to a disaster recovery facility.

Backups are performed on the system consistently as is pursuant to T2’s Disaster Recovery Plan.

T2’s current backup design achieves a Recovery Point Objective (RPO) of twenty-four (24) hours and a Recovery Time Objective (RTO) of seventy-two (72) hours.

System Security
T2 Systems maintains awareness of security vulnerabilities associated with systems and networks hosting customer data and will apply such fixes and patches as may be released for those systems. Routine patches must be applied within sixty (60) days of release, and critical patches will be applied within thirty (30) days of release.

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© Copyright 2026 T2 Systems, a Verra Mobility Company. All Rights Reserved. 7

T2 Solution Upgrades
T2 solutions are updated regularly. Releases contain substantial functionality changes, improvements, and/or additions.

Customers in the hosting environment are expected to upgrade to these releases. Customers will receive an upgrade notification explaining the scheduled downtime for their upgrade and a date and time after-hours for their upgrade. Customers will have the ability to reschedule their upgrade as necessary, if customers remain within the next most recently released supported version of the T2 solution.

T2 Flex Staging/Test Hosting Environment and Overview
Test and staging database(s) will be a point-in-time copy of a customer’s database and will have the necessary instances of the T2 solution required by the need of the test or staging objective.

The database will be maintained on a server that is of T2’s choosing and will most likely not be the same hardware as used to host production databases.

T2 Staging/Test Hosting Environment Upgrades and Backup The database will be refreshed upon customer request. Typically, these refreshes are moderately infrequent (about six (6) or less per year). Frequently scheduled requests or automated requests are not available at this time. Depending on the timing of the request, copying the production database to the test database may require some additional downtime for the production database.

Test/Staging databases will NOT be backed up (though they will be on resilient hardware). In the unlikely event that a database is rendered unusable, it will be recreated from a production copy of the customer’s database (in lieu of restoration from a backup that would be used in the event a production database needed to be restored).

T2 Staging/Test Hosting Environment Backup Uptime and Availability All databases will not be available in the event of a disaster until normal operations resume.

Upon resuming normal operations after a disaster, databases will be recreated from a production copy of the customer’s database.

T2 will make reasonable efforts to keep the databases available. In the event of a disaster, databases will not be subject to the normal uptime and availability calculation for T2’s production hosting environment and staging/test’s availability.

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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: August 25, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Collette Murphy-Stefanko, Interim Deputy Director of Community Services SUBJECT: Consider Adoption of a Resolution Approving the Recommendation from the Culture and Arts Commission to Install a Mural at 474 San Mateo Avenue Facing Centennial Plaza
BACKGROUND:

At its regular meeting on October 14, 2025, the San Bruno City Council approved the establishment of a citywide Mural Program. The Mural Program established a clear and consistent process for proposing, approving, installing and maintaining murals on both City- owned and private property.

The intent of the Mural Program is to encourage high-quality public art that enhances the visual environment, contributes to community identity, and supports the general health and welfare of the community.

The conceptual design for Centennial Plaza identified a mural as a potential placemaking element to enhance the space's visual character and vibrancy. The identified wall on the south- facing side of the privately-owned building at 474 San Mateo Avenue is one of two walls that frame and define the plaza, offering high visibility from within the plaza, along surrounding walkways, and to passing drivers.

Because the wall is privately owned, adding a mural presented an opportunity for the City to coordinate directly with the property owner in pursuing this location. The City worked collaboratively with the property owner to prepare the wall for a potential mural installation, and the owner has verbally agreed to enter into an easement agreement with the City, consistent with program requirements. These efforts have positioned the site to support a future mural that complements the overall design vision for Centennial Plaza while fostering a partnership between the City and the adjacent private property owner.

The proposed mural is intended to reflect the character, culture, and values of San Bruno, and to have a meaningful connection to Centennial Plaza’s role as a high-visibility downtown space used for diverse community events and cultural celebrations.

DISCUSSION:

At the March 19, 2026, Culture and Arts Commission meeting, commissioners reviewed a proposed artist call, jurying criteria and scoring rubric as well as the proposed timeline that includes the installation period for the mural facing Centennial Plaza. Commission consensus 138 of 336 Item 5i.

Honorable Mayor and Members of the City Council
August 25, 2026

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