San Dimas City Council
August 26, 2025

CITY COUNCIL MEETING AGENDA
TUESDAY AUGUST 26, 2025 7:00 PM
SAN DIMAS COUNCIL CHAMBER
245 EAST BONITA AVENUE
A public agenda packet is available for review on the City’s website  www.sandimasca.gov or by contacting the City Clerk’s Office at [email protected].

Members of the public may observe the City Council meeting live on the City of San Dimas website at www.sandimasca.gov or on KWST Channel 3. To view from the website, select the Watch City Council Meetings blue button from the home page.
7:00 PM
CITY COUNCIL
Mayor Emmett Badar, Mayor Pro Tem Eric Weber, Councilmember Rachel Bratakos, Councilmember Eric Nakano, Councilmember Ryan A. Vienna
CALL TO ORDER AND FLAG SALUTE
ORAL COMMUNICATIONS
(Members of the audience are invited to address the City Council on any item on this agenda or not on this agenda. Public comment will not be taken during each individual agenda item, except for public hearing items. Comments on public hearing items will be heard when that item is scheduled for discussion. Under the provisions of the Brown Act, the legislative body is prohibited from engaging in discussion on any item not appearing on the posted agenda. However, your concerns may be referred to staff or set for discussion at a later date. Each speaker will be limited to speaking once for up to (3) three minutes.)
CONSENT CALENDAR
(All items on the Consent Calendar are considered to be routine and will be enacted by one motion unless a member of the City Council requests separate discussion.) CC1. Adopt Resolution 2025­45, A Resolution of the City Council of the City of San Dimas, Approving Certain Demands for the Warrant Register of August 29, 2025, in the amount of $793,716.88
CC2. Approve Minutes of the August 12, 2025 Special Meeting and the August 12, 2025 City Council Meeting
CC3. Deny Claim Bennett v. City of San Dimas CJP 3054332 CC4. Deny Claim Crenshaw v. City of San Dimas CJP 3054704 GRV CC5. Deny Claim Smith v. City of San Dimas CJP 3047896 TV CC6. Receive and File the July 2025 Investment Report

Approving Certain Demands for the Warrant Register of August 29, 2025, in the amount of $793,716.88
CC2. Approve Minutes of the August 12, 2025 Special Meeting and the August 12, 2025 City Council Meeting
CC3. Deny Claim Bennett v. City of San Dimas CJP 3054332 CC4. Deny Claim Crenshaw v. City of San Dimas CJP 3054704 GRV CC5. Deny Claim Smith v. City of San Dimas CJP 3047896 TV CC6. Receive and File the July 2025 Investment Report
CC7. Award a Contract for the Design of Marchant Park Regional Watershed Management Program Project to CWE in the Amount of $575,827, and Approve and Allocate the Overall Project Budget of $645,117, Including Contingency and Engineering Services.

CC8. Approval of Additional National Opioid Settlement with Purdue Pharma, LP and the Sackler Family; Adoption of Resolution 2025­46, Authorizing the City Manager to Execute the Settlement Documents
CC9. Approve a Three­year Contract Renewal with Intelligent Contracts, RLDatix for a Cloud Based Contract Management Solution in the Amount of $40,949.40 with Ongoing Annual Renewals Until a Written Cancelation Notice is Issued.

END OF CONSENT CALENDAR
RECOMMENDATION: Approve consent calendar with recommendations as presented in staff reports.

OTHER BUSINESS
OB1. Update on the City's Boards, Commissions, and Committees RECOMMENDATION:

City Staff recommends that the City Council:

Approve the City Clerk’s request to advertise the vacancy on the Parks and Recreation Commission.

Formally welcome and recognize the appointment of Maya Yassine as Youth Commissioner to the Parks and Recreation Commission for a one­year term.

OB2. Proposal for Regulatory Signage and Dog Waste Stations on City Trails RECOMMENDATION: City staff recommends the City Council receive the report and provide direction to staff as appropriate.

ORAL COMMUNICATIONS
(Members of the Audience (Speakers are limited to (3) minutes or as may be determined by the Chair.) CITY REPORTS
CR1. City Manager
CR2. City Attorney
CR3. Members of the City Council
Councilmembers’ Report on Meetings Attended at the Expense of the Local Agency (Pursuant to AB 1234 – G.C. §53232.3(d)
City Council Requests for Future Items, Comments and Updates

(Members of the Audience (Speakers are limited to (3) minutes or as may be determined by the Chair.) CITY REPORTS
CR1. City Manager
CR2. City Attorney
CR3. Members of the City Council
Councilmembers’ Report on Meetings Attended at the Expense of the Local Agency (Pursuant to AB 1234 – G.C. §53232.3(d)
City Council Requests for Future Items, Comments and Updates

ADJOURNMENT
Notice Regarding Americans with Disabilities Act: In compliance with the ADA, if you need assistance to participate in a city meeting, please contact the City Clerk's Office at (909) 394­6216. Early notification before the meeting you wish to attend will make it possible for the City to make reasonable arrangements to ensure accessibility to this meeting [28 CFR 35.102­35.104 ADA Title II].

Copies of documents distributed for the meeting are available in alternative formats upon request. Any writings or documents provided to the City Council regarding any item on this agenda will be made available for public review Monday through Thursday 7:30 a.m. to 5:30 p.m. and on Fridays from 7:30 a.m. to 4:30 p.m. at the Administration Department and San Dimas Library. In addition, most documents are posted on the City's website at www.sandimasca.gov.

Posting Statement:  I declare under penalty of perjury that on August 22, 2025, I posted a true and correct copy of this agenda on the bulletin board in the Civic Center Plaza of City Hall at 245 E. Bonita Ave.,San Dimas Library 145 N. Walnut Ave., San Dimas Post Office 300 E. Bonita Ave., Von’s Via Verde Shopping Center 1160 Via Verde Ave., and on the City's website www.sandimasca.gov/agendas­minutes/as required by law.

August 22, 2025
Debra Black
Debra Black, City Clerk

RESOLUTION 2025-45

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN DIMAS, CALIFORNIA, APPROVING CERTAIN DEMANDS FOR AUGUST 29, 2025 WHEREAS, the following listed demands have been audited by the Director of Administrative Services; and
WHEREAS, the Director of Administrative Services has certified as to the availability of funds for payment thereto; and
WHEREAS, the register of audited demands has been submitted to the City Council for approval.

NOW, THEREFORE, BE IT FURTHER RESOLVED that the City Council of the City of San Dimas does hereby approve Warrant Register of August 29, 2025, in the amount of $793,716.88.

PASSED, APPROVED AND ADOPTED this 26th, day of August 2025. _____________________________
Emmett G. Badar, Mayor
ATTEST:
_________________________________
Debra Black, City Clerk

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) §

CITY OF SAN DIMAS )
I, DEBRA BLACK, CITY CLERK of the City of San Dimas, California, do hereby certify that the foregoing is a full, true and correct copy of Resolution 2025-45. It was duly adopted and passed at a regular meeting of the San Dimas City Council on the 26th, day of August, 2025 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Debra Black, City Clerk

CITY COUNCIL AND SUCCESSOR

AGENCY MEETING

ACTION MINUTES
AUGUST 12, 2025, 6:00 PM

SPECIAL MEETING
Council Members Present: Mayor Emmett Badar, Mayor Pro Tem Eric Weber, Councilmember Rachel Bratakos, Councilmember Ryan A. Vienna, Councilmember Eric Nakano Staff: City Manager Brad McKinney, Assistant City Manager Travis Sais, Director of Community Development Luis Torrico, Director of Administrative Services Michael O’Brien, City Attorney Jeff Malawy
Call to Order: 6:00 PM

CONSENT ITEMS COMMENTS/RECOMMENDATIONS

1. CITY OF SAN DIMAS AS SUCCESSOR

AGENCY TO THE FORMER SAN DIMAS

REDEVELOPMENT AGENCY

CONFERENCE WITH LEGAL COUNSEL
- ANTICIPATED LITIGATION
Significant exposure to litigation pursuant
to Government Code section
54956.9(d)(2): One case.

The City Attorney reported that the
Successor Agency met and discussed the
closed session item and gave direction to
staff, but no reportable action was taken.

The meeting was adjourned at 6:50 P.M.

I, Debra Black, City Clerk attest that these draft minutes are accurate and reflective of the actions taken by the City Council.
________________________________
Debra Black, City Clerk

Approve Minutes of the August 12, 2025 Special Meeting and the August 12, 2025 City Council Meeting
For the Meeting of August 26, 2025 Page 2

CITY COUNCIL MEETING

ACTION MINUTES
AUGUST 12, 2025, 7:00 PM

REGULAR MEETING
Council Members Present: Mayor Emmett Badar, Mayor Pro Tem Eric Weber, Councilmember Rachel Bratakos, Councilmember Ryan A. Vienna, Councilmember Eric Nakano Staff: City Manager Brad McKinney, Assistant City Manager Travis Sais, Director of Public Works Shari Garwick, Director of Administrative Services Michael O’Brien, Director of Community Development Luis Torrico, Director of Parks and Recreation Scott Wasserman, City Attorney Jeff Malawy, City Clerk Debra Black, Housing Manager Lily Flores, Assistant Engineer Peter Jacoy, Senior Management Analyst Anissa Livas
Call to Order: 7:02 PM

CONSENT ITEMS COMMENTS/RECOMMENDATIONS

1. Adopt Resolution 2025-43, A
Resolution of the City Council of
the City of San Dimas, Approving
Certain Demands for the Pre-Paid
Warrant Register of July 31, 2025,
in the amount of $1,483,740.90
and the Warrant Register of
August 15, 2025, in the amount of
$823,437.21

2. Approve Minutes of the July 22, 2025,
Study Session and the July 22, 2025,
City Council Meeting

3. Approve an Agreement with De Novo
Planning Group for Preparation of the
General Safety Plan Safety Element
Update and a New Local Hazard
Mitigation Plan in an Amount not to
Exceed $224,900

4. Approve the Second Amendment to the
Joint Use Agreement for the
Maintenance and Operation of the San
Dimas Sportsplex Between the City of
San Dimas and Bonita Unified School
District, to Provide for the Addition,
Operation and Maintenance of Four
Pickleball Courts.

Councilmember Bratakos requested Item
5 be pulled for discussion.

MOTION: Motion/seconded by Mayor Pro
Tem Weber/Councilmember Vienna to
approve consent calendar with the exception
of item 5. Motion carried 5-0.

Yes: Badar, Bratakos, Nakano, Vienna,
Weber
No: None

Absent: None
Abstain: None
MOTION: Motion/seconded by
Councilmember Bratakos/Mayor Pro Tem
Weber to approve item 5. Motion carried 5-0.

Yes: Badar, Bratakos, Nakano, Vienna,
Weber
No: None

Absent: None
Abstain: None

Approve Minutes of the August 12, 2025 Special Meeting and the August 12, 2025 City Council Meeting
For the Meeting of August 26, 2025 Page 3

5. Approve and Ratify Revisions to the City
of San Dimas Field Allocation Policy

6. Approve the Appropriation of Funds for
the Security Camera Project at the San
Dimas Senior Center; and Approval of an
Agreement with Netsync Network
Solutions (Netsync) in an Amount not to
Exceed $66,058.01 for the Purchase and
Installation of Security Cameras.

7. Housing Authority – Approve a
Professional Service Agreement with
Jones & Madhavan Architecture
Engineering for the Design and Project
Management of the Charter Oak Mobile
Home Estates - Pool and Spa
Replacement, in an Amount not to
Exceed $78,000.

OTHER BUSINESS COMMENTS/RECOMMENDATIONS

1. Approve the San Dimas Citywide Bicycle
Master Plan 2025 and Adopt Resolution
2025-44, Approving the Citywide Bicycle
Master Plan 2025 Update
MOTION: Motion/seconded by
Councilmember Bratakos/Councilmember
Vienna to approve Resolution 2025-44.

Motion carried 5-0.

Yes: Badar, Bratakos, Nakano, Vienna,
Weber
No: None

Absent: None
Abstain: None

CITY REPORTS COMMENTS/RECOMMENDATIONS
a. City Manager City Manager McKinney provided updates on the following:
• Via Verde Park playground is now
open.
• Metro Gold Line’s A Line extension to
Pomona is scheduled to open Friday,
September 19, 2025.
• National Night Out was a success.
• The Public Works Department has
been running a social media
campaign to remind drivers to be alert
around school zones and crossing
guards.
• Daylighting law is in effect prohibiting
stopping, standing and parking a
vehicle within 20 ft of a marked or
unmarked crosswalk approach.

Approve Minutes of the August 12, 2025 Special Meeting and the August 12, 2025 City Council Meeting
For the Meeting of August 26, 2025 Page 4
b. City Attorney City Attorney Malawy reported the Successor Agency met in closed session and discussed
the item on the agenda. The Successor
Agency provided direction to staff but there
was no reportable action.
c. Members of the City Council
Reports on Meetings Attended AB 1234
(G.C. §53232.3(d))
None.

CITY COUNCIL REQUESTS FOR

FUTURE ITEMS

COMMENTS/RECOMMENDATIONS
Request by Councilmember Vienna and
supported by Mayor Pro Tem Weber to
adjourn the meeting in memory of the three
Los Angeles County Detectives.

The meeting was adjourned at 7:56 P.M. in memory of Los Angeles County Detective Victor Lemus, Detective Joshua Kelly Eklund, Detective William Osborn and longtime resident Sharon Long.

I, Debra Black, City Clerk attest that these draft minutes are accurate and reflective of the actions taken by the City Council.
________________________________
Debra Black, City Clerk

PO Box 2411, Tustin, CA 92781
T: 657-622-4200 | F: 866-254-4423 | www.carlwarren.com
CA License #2607296
8/1/2025
TO: City of San Dimas
ATTENTION: Debra Black, Brad McKinney

RECOMMENDATION TO REJECT
RE: Claimant: Michael D. Bennett
Our Client: City of San Dimas
Date of Loss: 06-17-2025
Our File Number: CJP-3054332
Please allow this correspondence to acknowledge receipt of the captioned claim. Please take the following action:
➢ CLAIM REJECTION: Send a standard rejection letter to the claimant.

Please include proof of mailing with your rejection notice to the claimant. Please provide us with a copy of the Notice of Rejection and a copy of the Proof of Mailing. If you have any questions, feel free to contact the assigned adjuster or the undersigned claims specialist.

Very Truly Yours,
Janice Baluyut
Janice Baluyut
Claims Examiner
Carl Warren & Company, LLC | A Venbrook Company
Direct: 657.622.4326
Email: [email protected]

PO Box 2411, Tustin, CA 92781
T: 657-622-4200 | F: 866-254-4423 | www.carlwarren.com
CA License # 2607296
8/ 1/ 2025
Michael D Bennett
Explanation of Rejection
RE: Claim : Michael D. Bennett V. City of San Dimas
Claimant : Michael D. Bennett
Member : City of San Dimas
Date Rec’ d by Mbr : 06-18-2025
Date of Event : 06-17-2025
CW File Number : CJP- 3054332
Dear Mr. Bennett:

As you may recall we are the claim administrators for the City of San Dimas.

We have tendered your claim to Southern California Edison ( SCE) on 07-18-2025. Notice of our tender was sent to you the same day. If your damage has not been resolved to date, you will need to follow directly with SCE for the status of their investigation.

Now that we have tendered your claim to SCE, we are recommending the city of San Dimas close their file.

Janice Baluyut
Janice Baluyut
Claims Examiner
Carl Warren & Company, LLC | A Venbrook Company
Direct: 657.622.4326
Email: JBaluyut@CarlWarren. com
Cc: City of San Dimas

PO Box 2411, Tustin, CA 92781
T: 657-622-4200 | F: 866-254-4423 | www.carlwarren.com
CA License #2607296
August 15, 2025
TO: City of San Dimas
ATTENTION: Brad McKinney
RE: Claim : Crenshaw et al vs. San Dimas
Claimants : Rebecca Crenshaw & Cameron Crenshaw,
a minor
Member : City of San Dimas
Date Rec’d by Mbr : 8/14/25
Date of Event : 3/16/25
CW File Number : CJP-3054704 GRV
Please allow this correspondence to acknowledge receipt of the captioned claim. Please take the following action:
• CLAIM REJECTION: Send a standard rejection letter to the claimant.

Please include a Proof of Mailing with your rejection notice to the claimant. An exemplar copy of a Proof of Mailing is attached. Please provide us with a copy of the Notice of Rejection and copy of the Proof of Mailing. If you have any questions feel free to contact the assigned adjuster or the undersigned claims specialist.

Very Truly Yours,
CARL WARREN & CO.

Timothy M. Varon
Timothy M. Varon
Claims Supervisor

PO Box 2411, Tustin, CA 92781
T: 657-622-4200 | F: 866-254-4423 | www.carlwarren.com
CA License #2607296
August 20, 2025
TO: City of San Dimas
ATTENTION: Brad McKinney
RE: Claim : Smith vs. San Dimas
Claimant : Lisa Smith
Member : City of San Dimas
Date Rec’d by Mbr : 7/29/25
Date of Event : 6/10/25
CW File Number : CJP-3047896 TV
Please allow this correspondence to acknowledge receipt of the captioned claim. Please take the following action:
• CLAIM REJECTION: Send a standard rejection letter to the claimant.

Please include a Proof of Mailing with your rejection notice to the claimant. An exemplar copy of a Proof of Mailing is attached. Please provide us with a copy of the Notice of Rejection and copy of the Proof of Mailing. If you have any questions feel free to contact the assigned adjuster or the undersigned claims specialist.

Very Truly Yours,
CARL WARREN & CO.

Timothy M. Varon
Timothy M. Varon
Claims Supervisor

uly 29, 2025

Agenda Item Staff Report
To: Honorable Mayor and Members of City Council
For the Meeting of August 26, 2025
From: Brad McKinney, City Manager
Prepared by: Michael O'Brien, Director of Administrative Services Subject: Receive and File the July 2025 Investment Report ____________________________________________________________________________

SUMMARY
Monthly Reporting for the City of San Dimas investment of idle funds and cash condition.

RECOMMENDATION
Staff recommends that the City Council:
• Receive and file Investment and Cash Condition report for the month of July 2025 GOVERNMENT CODE §84308 APPLIES:
https://leginfo.legislature.ca.gov
No

FISCAL IMPACT
There is no fiscal impact for the recommended action.

DISCUSSION/ANALYSIS
It is the policy of the City of San Dimas to invest public funds in a manner that will provide an optimal combination of security and investment return while meeting the daily cash flow demands of the City and conforming to all State and local statutes governing the investment of public funds.

The priority objectives of the City’s investment activities are as follows: Safety, liquidity and returns.

At the end of each fiscal year the City is required to adjust the book values of all its investments to equate to the reported fair market value (FMV) in order to follow the Governmental Accounting Standards Boards Pronouncement 31 standards for financial reporting. We reported all investments at FMV with the exception of LAIF. At the time of the report the values had not been reported. In compliance with GASB 31, LAIF FMV as of June 30,2025 was $9,015,248.34

Receive and File the July 2025 Investment Report Page 2 For the Meeting of August 26, 2025
The City’s investment portfolio as of July 30, 2025 maintained liquid cash in the amount of $15,167,931.86 held between BMO Harris, the City and LAIF and the CALTRUST Liquidity Fund which amounts to just over 19% of the portfolio to provide the cash flow necessary for City payroll and operating expenditures as well as large capital project expenses and unforeseen emergencies that may occur come up throughout the year. The following chart displays the total investments and weighted average yield per investment category:

The City’s Banking Services Provider BMO Harris provides a fully collateralized checking account whose funds are used to make cash payments for City payroll and operational expenses. The city performs daily bank reconciliations to assure adequate cash is held in the checking account for upcoming expenditures. Cash held in the account earns income credits that accumulate at a rate of .75% which offsets banking service charges that are charged each quarter to the city. As of June 10, 2024, the City opened a collateralized money market account BMO Harris.

Petty Cash is held at City facilities for cashiering purposes and to reimburse small dollar expenditures between $0.01 and $50.00.

The Local Agency Investment Fund (LAIF) is considered a Local Agency Investment Pool and acts much like a money market account. Funds can be deposited and withdrawn without penalty.

The pool invests funds in short-term securities and can produce returns at rates like money markets but is considered more secure.

CALTRUST is a public agency that provides investment funds that are liquid, short term, and medium term. The assets held by CALTRUST are managed by State Street Global Advisors.

Since the City first invested with CALTRUST in August of 2010, buying into the Medium-Term Fund. The City has made various contributions throughout the years as well as reinvested any accumulated interest earnings throughout the life of the fund.

In total the weighted average cost of investing in CALTRUST is $9.99. Currently due to increasing interest rates driving market rates down for assets already held, the share price of the fund as of WEIGHTED AVG.

YIELD TOTAL INVESTMENT

0.75% $1,944,021.17

3.91% $22,028.82

0.00% $2,640.00

4.37% $6,089,993.49

4.26% $7,109,248.38

4.02% $14,293,339.95
INVESTMENT CASH HELD FOR INVESTMENTS 0.00% $0.00

3.88% $29,461,271.81
WEIGHTED AVG.

YIELD TOTAL INVESTMENT

4.65% $7,994,237.18

4.70% $744,175.00

1.95% $3,314,492.50

0.00% $83,387.64

3.19% $1,727,000.00

4.45% $775,703.43
TVI COMMERCIAL & MUNICIPAL BONDS 4.32% $277,068.00

3.41% $14,060,414.98

2.64% $737,350.00

3.66% $18,360,000.00

3.92% $48,073,828.73

3.87% $77,535,100.54

STIFEL NEGOTIABLE CD'S OF DEPOSIT

TOTAL BROKER ACCOUNTS

TOTAL OF ALL INVESTMENTS

BMO HARRIS - GENERAL ACCOUNT

SAN DIMAS PETTY CASH - IMPREST FUNDS

LOCAL AGENCY INVESTMENT FUND (LAIF) CA STATE TREASURER

CALTRUST INVESTMENT PROGRAM-MEDIUM TERM-SHARES

GREAT PACIFIC SECURITIES CORPORATE & MUNICIPAL BONDS

TVI CORPORATE BONDS
TVI U.S.TRESURY BILLS

TVI NEGOTIABLE CERTIFICATES OF DEPOSIT

STIFEL GOVERNMENT SPONSORED ENTERPRISES (GSE) AGENCY BONDS

STIFEL COMMERCIAL & MUNICIPAL BONDS

GREAT PACIFIC SECURITIES GOVERNMENT SPONSORED ENTERPRISE (GSE)

COLLATERALIZED, POOLED AND PUBLIC AGENCY INVESTMENTS

INVESTMENTS PURCHASED THROUGH BROKERS

TOTAL OF ALL COLLATERALIZED,POOLED AND PUBLIC AGENCY ACCOUNTS

CALTRUST INVESTMENT LIQUIDITY FUNDS

BMO HARRIS - MONEY MARKET ACCOUNT

TVI GOVERNMENT SPONSORED ENTERPRISES (GSE) AGENCY BONDS

Receive and File the July 2025 Investment Report Page 3 For the Meeting of August 26, 2025
7/31/2025 was $9.86. Until interest rates decline to the point that share price would increase to $9.99 or above, the city would be recognizing a loss on sale. However, the City could pull out funds at any time if liquidity needs arose.

Beginning in the month of December 2023, the City opened a liquid fund with CALTRUST which is not subject to market rate adjustments due to the type of investments utilized. The fund yielded

4.37% for the month of June, out yielding LAIF by .11%. The City intends to take advantage of the high yielding short term investments until yields are no longer inverted.

The City Treasurer also utilizes Brokers to purchase investment securities such as Government Sponsored Enterprises (Agency Bonds), Corporate Bonds, U.S. Treasuries and Negotiable CD’s.

The investment policy and California Government Code Section 53600.3 allows the City to invest 30% of its portfolio in Certificates of Deposit and 20% of its portfolio in Corporate Bonds through Brokers. U.S. Treasuries and Government Sponsored Enterprises (Agency Bonds) have no investment limits; however, it is considered a best practice not to invest more than 5% in a single Government Sponsored Enterprises.

The following is a breakdown of the total invested in each type of investment along with its percentage of the portfolio:

Additionally, per the Investment Policy, the City has an established maturity matrix with the investment ranges as follows:

Maturity Range Guideline Portfolio Percentage
The City’s current investment maturity range is as follows:

Amount % of Portfolio
$1,968,689.99 3%
$7,109,248.38 9%
$20,383,333.44 26%
$19,710,590.69 25%
$8,192,850.40 11%
$83,387.64 0%
$20,087,000.00 26%
$77,535,100.54 100%

LOCAL AGENCY INVESTMENT FUND (LAIF)

INVESTMENTS BY TYPE

CHECKING & MONEY MARKET ACCOUNTS/CASH ON HAND/

CASH HELD FOR INVESTMENT
Type

CALTRUST

GSE AGENCY BONDS

COMMERCIAL & MUNICIPAL BONDS
U.S TREASURY BILLS

NEGOTIABLE CERTIFICATES OF DEPOSIT

TOTAL OF ALL INVESTMENTS

Receive and File the July 2025 Investment Report Page 4 For the Meeting of August 26, 2025
The weighted average maturity for all City investments is 1.65 years, short term investments with maturity within six months continues to draw higher yields, however longer-term yields have been increasing making investing in longer term assets more appealing.

Specific details pertaining to the City’s investment names, CUSIP #’s, coupon and purchase yields, maturity dates, par and book values are included in the Investment and Cash Condition Report attachment.

ENVIRONMENTAL REVIEW
Pursuant to CEQA guidelines Section 15061 (b)(3), CEQA does not apply to this item because there is no potential for causing a significant effect on the environment. Therefore, no additional environmental review is needed at this time.

Respectfully submitted,
Michael O'Brien
Director of Administrative Services
Attachments:

1. Investment and Cash Condition Report

2. Investment Authorization Form
Amount % of Portfolio
$ 37,034,465.43 48%
$ 15,168,364.04 20%
$ 25,332,271.07 32%
$ 77,535,100.54 100%

INVESTMENTS BY MATURITY
Maturity Range
1 Day to 1 Yr.
1 Yr. to 3 Yrs.
3 Yrs. to 5 Yrs.

Total

CITY OF SAN DIMAS

MONTHLY CASH BALANCE INVESTMENT REPORT
JULY 2025

ENDING BALANCE
$1,944,021.17
BMO HARRIS - MONEY MARKET ACCOUNT $22,028.82
$2,640.00
$7,109,248.38
$6,089,993.49
$14,293,339.95
CUSIP # COUPON
YIELD

PURCHASE

YIELD MATURITY PAR VALUE BOOK VALUE
CHEVRON - 3 YEAR BOND 166756ALO 1.02% 4.75% 8/12/2027 $250,000.00 $222,444.51 UNITED HEALTH GROUP - 4 YEAR BOND 91324PDK5 3.85% 4.73% 6/15/2028 $250,000.00 $241,935.46 ADVOCATE HEALTH & HOSPS CORP 007589AA2 3.83% 4.64% 8/15/2028 $305,000.00 $296,779.55 NY LIFE GLOBAL - 5 YEAR BOND 64952WFF5 4.70% 4.76% 1/29/2029 $500,000.00 $500,000.00 METLIFE GLOBAL - 5 YEAR BOND 59217GFR5 4.85% 4.90% 1/8/2029 $250,000.00 $249,451.14 MASS MUTUAL GLOBAL - 5 YEAR BOND 57629W4T4 5.15% 5.15% 5/30/2029 $250,000.00 $249,998.23 NORTHWESTERN MUT GLOBAL - 5 YEAR BOND 66815L2Q1 4.71% 5.16% 1/10/2029 $250,000.00 $245,327.02 ATHENE GLOBAL FDG - 5 YEAR BOND 04685A3G4 2.71% 4.43% 1/7/2029 $350,000.00 $326,841.60 TOYOTA MTR CORP 59217GFR5 3.65% 4.20% 1/9/2029 $300,000.00 $293,442.80 RGA GLOBAL - 5 YEAR BOND 76209PAB9 2.70% 4.50% 1/18/2029 $300,000.00 $278,689.63 MERCEDES BENZ - 4.85 YEAR BOND 233851DW1 3.10% 4.64% 8/15/2029 $350,000.00 $327,541.16 ASCENSION TAXABLE - 4.5 YEAR BOND 04352EAA3 4.45% 4.45% 8/15/2029 $350,000.00 $322,849.13 MUTUAL OF OMAHA - 5 YEAR BOND 62829D2E9 4.75% 4.75% 10/15/2029 $250,000.00 $249,997.05 PRICOA GLOBAL FUNDING - 5 YEAR BOND 74153WCW7 4.70% 4.40% 10/15/2029 $325,000.00 $325,000.00 $4,130,297.28
CALIFORNIA ST DEPT WATER - 4 YEAR BOND 13067WRF1 1.32% 4.70% 12/1/2028 $250,000.00 $215,147.50 CALIFORNIA ST DEPT WTR - 3 YEAR BOND 13067WRF1 1.32% 4.28% 12/1/2028 $330,000.00 $297,851.40 YUCAIPA VY CALIF WATER DISTRICT 98840BBD4 2.29% 4.72% 9/1/2027 $250,000.00 $232,227.50 ONTARIO CALIFORNIA PUB - 3 YEAR BOND 68304RCD0 1.81% 4.52% 10/1/2027 $255,000.00 $232,539.60 CALIFORNIA ST UNIV REV SYSTEMWIDE- 4 YEAR BOND 13077DQG0 3.85% 4.70% 6/15/2028 $310,000.00 $270,924.50 SOLANO CALIF COMMUNITY COLLEGE - 4 YEAR BOND 83412PHB1 1.48% 4.50% 8/1/2028 $350,000.00 $308,661.50 05565ECR4 4.65% 5.00% 8/13/2029 $300,000.00 $295,721.23 PACIFIC LIFE GLOBAL - 4.5 YEAR BOND 6944PL3C1 4.50% 4.55% 8/28/2029 $250,000.00 $248,463.27 AIG GLOBAL - 4.43 YEAR BOND 00138CBC1 4.90% 4.90% 12/3/2029 $350,000.00 $348,496.02 PROTECTIVE LIFE GLOBAL - 4.8 YEAR BOND 74368CCA0 4.77% 4.77% 12/9/2029 $350,000.00 $347,908.68 SAN BUENAVENTURA CALIFORNIA WATER - 4.5 YEAR BOND 797055DQ0 4.37% 4.37% 1/1/2030 $305,000.00 $271,553.70 WESTERN - SOUTHERN GLOBAL - 5 YEAR BOND 95954A2A0 4.50% 4.90% 5/1/2030 $350,000.00 $350,000.00 UNIVERSITY OF CALIFORNIA - 5 YEAR BOND 91412HJR5 4.43% 4.43% 5/15/2030 $500,000.00 $444,445.00 $3,863,939.90
FEDERAL NATIONAL MTG ASSN - 4 YEAR BOND 3135GASJ1 4.50% 4.70% 5/17/2028 $250,000.00 $248,175.00 FEDERAL HOME LOAN - 5 YEAR BOND 1334HA2L6 4.37% 4.55% 1/16/2030 $500,000.00 $496,000.00 $744,175.00
CFI- 5 YEAR BOND 17298CK64 1.00% 1.00% 8/28/2025 $500,000.00 $500,000.00 BANK OF AMERICA - 5 YEAR BOND 06048WK25 0.75% 0.75% 10/30/2025 $250,000.00 $250,000.00 GOLDMAN SACHS GROUP - 5 YEAR BOND 38150EH4 0.80% 0.80% 11/24/2025 $290,000.00 $290,000.00 JP MORGAN BOND - 5 YEAR BOND 48128G3G3 1.20% 1.20% 4/30/2026 $285,000.00 $285,000.00 EXXON MOBILE CORP - 7 YEAR BOND 30231GBD3 2.28% 0.98% 8/16/2026 $250,000.00 $264,953.75 GOLDMAN SACHS GROUP - 5 YEAR BOND 38150AJ63 1.70% 1.70% 10/29/2026 $210,000.00 $210,000.00 MORGAN STANLEY FIN GLOBAL - 5 YEAR BOND 61766YGT2 1.35% 1.35% 11/18/2026 $250,000.00 $250,000.00 JP MORGAN CHASE BOND - 5 YEAR BOND 48128G5Y2 2.10% 2.10% 1/29/2027 $270,000.00 $270,000.00 BANK OF AMERICA - 5 YEAR BOND 06048WS84 2.75% 2.75% 3/2/2027 $250,000.00 $250,000.00 MORGAN STANLEY-FIN GLOBAL 5 YEAR BOND 61766YJQ5 3.25% 3.25% 4/13/2027 $250,000.00 $250,000.00 INTEL CORP - 5 YEAR BOND 458140BY5 3.75% 4.25% 8/5/2027 $250,000.00 $244,538.75 WELLS FARGO - 4 YEAR BOND 95001DL99 4.50% 4.50% 8/4/2029 $250,000.00 $250,000.00 $3,314,492.50
UNITED STATES TREASURY BILL - 2 MONTH 912797QL4 4.25% 4.25% 8/26/2025 $84,000.00 $83,387.64 $83,387.64

INVESTMENTS
TVI TRESURY BILLS INVESTMENT SUBTOTAL:

TVI CORPORATE BONDS INVESTMENTS SUBTOTAL:

SUMMARY OF BANK BALANCES YIELD

0.75%

4.258%

BMO HARRIS - GENERAL ACCOUNT

SAN DIMAS PETTY CASH - IMPREST FUNDS

LOCAL AGENCY INVESTMENT FUND (LAIF) CA STATE TREASURER

3.91%
CALTRUST INVESTMENT PROGRAM-MEDIUM TERM 4.02%

CALTRUST LIQUIDITY FUND
INVESTMENTS HELD WITH TVI:

PACIFIC SECURITIES COMMERCIAL & MUNICIPAL BONDS INVESTMENTS SUBTOTAL:

PACIFIC SECURITIES CORPORATE BONDS INVESTMENTS SUBTOTAL:

PACIFIC SECURITIES GOVERNMENT SPONSORED ENTERPRISES (GSE) AGENCY BONDS INVESTMENTS SUBTOTAL:

BMW US CAP LLC - 4.5 YEAR BOND

4.37%
INVESTMENTS HELD WITH GREAT PACIFIC SECURITIES:

ATTACHMENT 1

SYNCHRONY BK RETAIL - 3 YEAR CD 87164WQ68 3.30% 3.30% 8/26/2025 $245,000.00 $245,000.00 CAPITAL ONE BANK - 4 YEAR CD 14042TFH5 2.65% 2.65% 4/13/2026 $246,000.00 $246,000.00 TOYOTA FINANCIAL SAVINGS - 5 YEAR CD 89235MLC3 0.95% 0.95% 7/15/2026 $248,000.00 $248,000.00 MARINE FEDERAL CREDIT UNION - 2 YEAR CD 56824JBD54 4.20% 4.20% 11/27/2026 $249,000.00 $249,000.00 GOLDMAN SACHS BANK USA NEW YORK - 5 YEAR CD 38149M4T7 2.65% 2.65% 4/13/2027 $246,000.00 $246,000.00 STATE BANK OF INDIA - 5 YEAR CD 856285N64 3.30% 3.30% 6/1/2027 $245,000.00 $245,000.00 CENTRAL BANK LITTLE ROCK ARK - 5 YEAR CD 152577BS0 5.30% 5.30% 6/30/2028 $248,000.00 $248,000.00 $1,727,000.00
CALIFORNIA STATE - 5 YEAR BOND 13063EGT7 4.50% 4.32% 8/1/2029 $275,000.00 $277,068.00 $277,068.00
FEDERAL AGRIC MTG CORP - 3 YEAR BOND 31424WNJ7 4.54% 4.53% 9/9/2027 $265,000.00 $264,999.97 FEDERAL FARM CR BKS CONS SYSTEMWIDE - 5 YEAR BOND 3133ERL41 4.13% 4.40% 12/17/2029 $517,000.00 $510,703.46 $775,703.43
FEDL FARM CREDIT BANK - 4 YEAR BOND 3133ENEH9 1.13% 1.13% 11/17/2025 $250,000.00 $250,000.00 FEDL HOME LOAN BANK - 5 YEAR BOND 3130AL2G8 0.60% 0.75% 2/18/2026 $250,000.00 $248,250.00 FEDL NATL MTG ASSN - DISC BOND - 3YEAR 3138LDPW7 2.68% 4.58% 5/1/2026 $250,000.00 $228,805.98 FEDL NATL MTG ASSN - 2 YEAR BOND 3138LDYL1 2.47% 4.93% 6/1/2026 $500,000.00 $473,750.00 FEDL HOME LOAN BANK - 5 YEAR BOND 3130ANMH0 1.10% 1.42% 8/20/2026 $250,000.00 $246,400.00 FEDL FARM CREDIT BANK BOND - 5 YEAR BOND 3133ENSZ4 2.75% 2.75% 4/1/2027 $250,000.00 $250,000.00 FEDL HOME LOAN BANK - 5 YEAR BOND 3130ASZ69 4.05% 4.08% 8/27/2027 $250,000.00 $249,625.00 FEDL NATL MTG ASSN- 5 YEAR BOND 3140LBSE4 1.09% 4.38% 3/1/2028 $350,000.00 $306,250.00 FEDERAL FARM CREDIT BANK BOND - 5 YEAR BOND 3133ERVH1 4.60% 4.60% 1/2/2029 $500,000.00 $500,000.00 FEDL NATL MTG ASSN - 5 YEAR BOND 3140NUUA5 4.52% 4.52% 3/1/2029 $500,000.00 $499,062.50 FEDL NATL MTG ASSN - 3.9 YEAR BOND 3140LFKC7 4.20% 2.11% 3/1/2029 $365,000.00 $337,739.06 FEDL HOME LOAN MTG CORP - 5 YEAR BOND 3132XDBP7 4.15% 4.61% 4/1/2029 $400,000.00 $392,857.31 FEDL HOME LOAN MTG CORP - 5 YEAR BOND 3132XKSV0 3.81% 3.81% 7/1/2029 $400,000.00 $387,000.00 FEDL NATL MTG ASSN - 5 YEAR BOND 314HU7G5 2.74% 4.06% 8/1/2029 $500,000.00 $472,031.25 FEDL HOMELOAN MTG CORP - 5 YEAR BOND 3132XKTE7 4.02% 4.49% 8/1/2029 $505,000.00 $495,846.88 FEDL NATL MTG ASSN - 4.8 YEAR BOND 3140HVJ62 4.60% 2.61% 9/1/2029 $390,000.00 $357,946.88 FEDL HOME LOAN MTG CORP - 5 YEAR BOND 3132XFSR0 4.42% 4.71% 9/1/2029 $500,000.00 $494,687.50 FEDL HOME LOAN BANK BOND - 5 YEAR BOND 3130B2TY1 4.68% 4.68% 9/27/2029 $500,000.00 $500,000.00 FEDL NATL MTG ASSN - 5 YEAR BOND 340NWFK6 4.01% 4.37% 10/1/2029 $500,000.00 $492,656.25 FEDL NATL MTG ASSN - 5 YEAR BOND 3140HV4J0 2.14% 4.60% 10/1/2029 $550,000.00 $493,028.24 FEDL HOME LOAN BANK BOND - 5 YEAR BOND 3130B2YY5 4.63% 4.80% 10/9/2029 $500,000.00 $499,750.00 FEDL HOME LOAN BANK BOND - 5 YEAR BOND 3130B2YJ8 4.63% 4.63% 10/15/2029 $750,000.00 $750,000.00 FEDL NATL MTG ASSN - 5 YEAR CD 3140NXC50 4.56% 4.76% 1/1/2030 $500,000.00 $496,562.50 FEDL NATL MTG ASSN - 5 YEAR CD 3140HW4G4 2.43% 4.75% 1/1/2030 $550,000.00 $493,281.25 FEDL HOME LOAN BANK BOND - 4.75 YEAR BOND 3132XFVC9 4.00% 4.00% 1/1/2030 $325,000.00 $321,140.63 FEDL HOME LOAN MTG CORP- 4.75 YEAR BOND 3132XFWC8 4.31% 4.31% 2/1/2030 $500,000.00 $500,000.00 FEDL HOME LOAN MTG CORP - 4.9 YEAR BOND 3132ZKYX9 4.15% 4.15% 3/1/2030 $500,000.00 $498,906.25 FEDL HOME LOAN MTG CORP - 4.9 YEAR BOND 3132XFWA2 3.75% 3.75% 3/1/2030 $500,000.00 $489,375.00 FEDL HOME LOAN BANK - 5 YEAR BOND 3130B5EX2 4.50% 4.50% 3/12/2030 $500,000.00 $500,000.00 FEDL HOME LOAN MTG CORP- 4.8 YEAR BOND 313XFWS3 4.17% 4.12% 4/1/2030 $340,000.00 $339,681.25 FEDL NATL MTG ASSN - 5 YEAR BOND 314ONYPF2 4.25% 4.25% 6/1/2030 $500,000.00 $498,281.25 FEDL NATL MTG ASSN - 5 YEAR BOND 3140NYQL8 4.15% 4.15% 6/1/2030 $500,000.00 $498,125.00 FEDL NATL MTG ASSN - 5 YEAR BOND 3140NYXE6 4.24% 4.24% 7/1/2030 $500,000.00 $499,375.00 $14,060,414.98
BANK OF AMERICA - 5 YEAR BOND 06048WP20 1.25% 1.25% 9/24/2026 $250,000.00 $250,000.00 APPLE INC - 10 YEAR CORPORATE BOND 037833CR9 3.20% 3.30% 5/11/2027 $250,000.00 $248,850.00 SADDLEBACK VALLEY - 7.75 YEAR BOND (MUNICIPAL BOND) 786318LF0 2.40% 3.41% 8/1/2027 $250,000.00 $238,500.00 $737,350.00
TVA CMNTY CR UN - 3 YEAR CD 87305MAB6 3.25% 3.25% 8/4/2025 $249,000.00 $249,000.00 RESOURCE ONE CR UN - 3 YEAR CD 76124YAE6 3.30% 3.30% 8/18/2025 $249,000.00 $249,000.00 IDEAL CREDIT UNION - 3 YEAR CD 45157PAY6 4.00% 4.00% 8/29/2025 $249,000.00 $249,000.00 ALABAMA CREDIT UNION - 3 YEAR CD 01025RAB5 3.60% 3.60% 9/22/2025 $249,000.00 $249,000.00 UNIVERSITY CREDIT UNION - 3 YEAR CD 914242AA0 4.00% 4.00% 9/26/2025 $249,000.00 $249,000.00 BARCLAYS BANK - 4 YEAR CD 06740KNT0 1.00% 1.00% 12/15/2025 $248,000.00 $248,000.00 BELLCO CREDIT UNION - 18 MONTH CD 07833EAJ6 5.15% 5.15% 12/23/2025 $249,000.00 $249,000.00 US ALLIANCE FED C.U - 4 YEAR CD 90352RCD5 1.35% 1.35% 1/28/2026 $249,000.00 $249,000.00 INVESTMENT HELD WITH STIFEL:

STIFEL COMMERCIAL & MUNICIPAL BONDS SUBTOTAL:

STIFEL GOVERNMENT SPONSORED ENTERPRISES (GSE) AGENCY BONDS INVESTMENTS SUBTOTAL:

TVI CD'S INVESTMENTS SUBTOTAL :

TVI MUNICIPAL BONDS SUBTOTAL :

TVI GOVERNMENT AGENCY BONDS SUBTOTAL :

FARMERS & MERCHANTS BANK- 3.5 YEAR CD 3078115EL9 3.20% 3.20% 2/5/2026 $249,000.00 $249,000.00 CONNEX CREDIT UNION - 18 MONTH CD 208212BN9 4.45% 4.45% 2/27/2026 $249,000.00 $249,000.00 CFG COMMUNITY BANK - 3.5 YEAR CD 12527CFL1 3.80% 3.80% 3/11/2026 $245,000.00 $245,000.00 ALASKA US FEDERAL CREDIT UNION - 3 YEAR CD 011852AH3 5.15% 5.15% 3/23/2026 $248,000.00 $248,000.00 COMENITY CAPITAL BANK- 4 YEAR CD 20033A2Z8 2.60% 2.60% 4/14/2026 $249,000.00 $249,000.00 BAXTER CR UN - 4 YEAR CD 07181JAD6 3.05% 3.05% 6/22/2026 $249,000.00 $249,000.00 INSPIRE FEDERAL CREDIT UNION - 3 YEAR CD 457731AQ0 5.00% 5.00% 6/30/2026 $248,000.00 $248,000.00 NEW YORK COMMUNITY BANK - 5 YEAR CD 649447UZ0 0.70% 0.70% 7/1/2026 $249,000.00 $249,000.00 SALLIE MAE BANK SALT LAKE CITY UT - 5 YEAR CD 795451AB9 1.00% 1.00% 7/21/2026 $248,000.00 $248,000.00 AUSTIN TELCO FED CR - 2 YEAR CD 052392DG9 4.25% 4.25% 8/21/2026 $249,000.00 $249,000.00 WORKERS CREDIT UNION - 2 YEAR CD 98138MCJ7 4.15% 4.15% 8/31/2026 $249,000.00 $249,000.00 FIRST STATE BANK - 4 YEAR CD 33650TAH3 3.60% 3.60% 9/16/2026 $249,000.00 $249,000.00 QUORUM FED CR - 4 YEAR CD 74909LAB6 3.85% 3.85% 9/23/2026 $249,000.00 $249,000.00 PENTAGON FEDERAL CR UN - 5 YEAR CD CUSIP #70962LAS1 70962LAS1 0.90% 0.90% 9/29/2026 $249,000.00 $249,000.00 ONPATH FEDERAL CREDIT UN - 4 YEAR CD 68283MAF3 3.25% 3.25% 9/30/2026 $249,000.00 $249,000.00 HAWAII CENTRAL FCU - 3 YEAR CD 419700AG4 5.50% 5.50% 10/27/2026 $248,000.00 $248,000.00 BANK UNITED NA - 5 YEAR CD 066519RW1 1.35% 1.35% 12/8/2026 $248,000.00 $248,000.00 RIZE FED CR UN - 2 YEAR CD 76971LAJ7 4.25% 4.25% 12/14/2026 $249,000.00 $249,000.00 BANK HAPOALIM BM - 5 YEAR CD 06251A3K4 1.35% 1.35% 12/16/2026 $248,000.00 $248,000.00 CONNEXUS CREDIT UNION - 5 YEAR CD 20825WAR1 1.25% 1.25% 12/23/2026 $249,000.00 $249,000.00 WEST VIRGINIA CENTRAL FCU - 2 YEAR CD 95649LAB6 4.60% 4.60% 12/23/2026 $249,000.00 $249,000.00 AMERANT BANK - 5 YEAR CD 02357QAQ0 1.60% 1.60% 2/16/2027 $248,000.00 $248,000.00 PIMA CREDIT UNION- 4.5 YEAR CD 722000AA4 5.15% 5.15% 2/17/2027 $248,000.00 $248,000.00 METRO CREDIT UNION - 5 YEAR CD 59161YAP1 1.70% 1.70% 2/18/2027 $249,000.00 $249,000.00 BEAL BANK PLANO TEXAS - 5 YEAR CD 07371AZQ9 2.05% 2.05% 3/3/2027 $248,000.00 $248,000.00 BEAL BANK USA LAS VEGAS - 5 YEAR CD 07371CK81 2.05% 2.05% 3/3/2027 $248,000.00 $248,000.00 SPOKANE TEACHERS CR 849061AF3 4.75% 4.75% 3/25/2027 $249,000.00 $249,000.00 MORGAN STANLEY- 5 YEAR CD 61773TDN0 3.00% 3.00% 4/29/2027 $246,000.00 $246,000.00 GENERATION BANK ROGERS AR CD - 5 YEAR CD 37149CAV9 3.10% 3.10% 5/6/2027 $249,000.00 $249,000.00 DEPARTMENT OF COMMERCE - 5 YEAR CD 24951TAT2 3.25% 3.25% 5/13/2027 $249,000.00 $249,000.00 RADIFI FEDERAL CREDIT UNION - 2 YEAR CD 75034WAA9 4.00% 4.00% 5/13/2027 $249,000.00 $249,000.00 FIRST FED SVGS - 3 YEAR CD 32023HBT4 5.25% 5.25% 6/28/2027 $248,000.00 $248,000.00 CALDWELL BT CO - 2 YEAR CD 128829AQ1 4.00% 4.00% 6/30/2027 $245,000.00 $245,000.00 TRUSTONE FINL CR UN - 5 YEAR CD 89841MAF4 3.40% 3.40% 7/19/2027 $249,000.00 $249,000.00 BMO HARRIS BANK - 5 YEAR CD 05600XHE3 3.55% 3.55% 7/27/2027 $247,000.00 $247,000.00 THIRD FEDL S&L ASSN - 5 YEAR CD 88413QDM7 3.40% 3.40% 7/27/2027 $245,000.00 $245,000.00 CMNTY COMMERCE BANK CLAREMONT- 5 YEAR CD 20367GBH1 3.30% 3.30% 8/10/2027 $249,000.00 $249,000.00 ST VINCENT MED CTR CR - 5 YEAR CD 85279AAA0 3.50% 3.50% 8/12/2027 $249,000.00 $249,000.00 PITTSBURG CITY HALL FCU - 5 YEAR CD 72500MAA3 3.60% 3.60% 8/16/2027 $249,000.00 $249,000.00 SHARONVIEW FCU - 5 YEAR CD 819866BL7 3.50% 3.50% 8/16/2027 $249,000.00 $249,000.00 GHS FEDERAL CREDIT UNION - 5 YEAR CD 36266LAA4 3.80% 3.80% 9/15/2027 $249,000.00 $249,000.00 VALLEY NAT BANK - 2.5 YEAR CD 919853QW4 4.20% 4.20% 12/23/2027 $244,000.00 $244,000.00 MEDALLION BANK - 3 YEAR CD 58404DXY2 4.10% 4.10% 6/30/2028 $249,000.00 $249,000.00 NEW ORLEANS FIREMANS FCU - 5 YEAR CD 647608AH1 5.00% 5.00% 7/17/2028 $248,000.00 $248,000.00 SOUTHPOINT BANK - 3 YEAR CD 84464PCC9 4.00% 4.00% 4/28/2028 $249,000.00 $249,000.00 SOUND CREDIT UNION - 4 YEAR CD 83616HAH7 4.15% 4.15% 6/2/2028 $249,000.00 $249,000.00 NUMERICA CREDIT UNION - 5 YEAR CD 67054NBK8 5.10% 5.10% 7/31/2028 $248,000.00 $248,000.00 GREEN STATE CREDIT UNION- 5 YEAR CD 39573LEL8 5.00% 5.00% 8/29/2028 $248,000.00 $248,000.00 CIVIC FEDERAL CREDIT UNION - 3.25 YEAR CD 178808AB7 4.10% 4.10% 10/23/2028 $249,000.00 $249,000.00 ALLIANT CREDIT UNION- 5 YEAR CD 01882MAH5 5.35% 5.35% 11/15/2028 $248,000.00 $248,000.00 SAN FRANCISCO FEDL CR UNION - 4 YEAR CD 79772FAL0 4.25% 4.25% 11/27/2028 $249,000.00 $249,000.00 SKYLA FEDL CREDIT UNION - 3.5 YEAR CD 83086XAE0 4.10% 4.10% 11/30/2028 $249,000.00 $249,000.00 MAINE SAVINGS - 3.5 YEAR CD 560507AU9 4.00% 4.00% 1/30/2029 $249,000.00 $249,000.00 TRUIST BANK - 5 YEAR CD 897926BG5 4.45% 4.45% 4/30/2029 $245,000.00 $245,000.00 MORGAN STANLEY PVT - 5 YEAR CD 61776NRX3 4.15% 4.15% 5/7/2029 $244,000.00 $244,000.00 BMW BANK OF NORTH AMERICA - 4 YEAR CD 05612LER9 4.00% 4.00% 5/9/2029 $245,000.00 $245,000.00 USF FEDL CREDIT UNION - 5 YEAR CD 90353EBS1 4.65% 4.65% 12/20/2029 $249,000.00 $249,000.00 JP MORGAN CHASE BANK - 5 YEAR CD 46657VWH9 4.75% 4.75% 1/31/2030 $248,000.00 $248,000.00 SMARTBANK - 5 YEAR CD 83172HHT0 4.60% 4.60% 2/8/2030 $249,000.00 $249,000.00 WEST GATE BANK LINCOLN -5 YEAR CD 95285QCE6 4.60% 4.60% 2/19/2030 $249,000.00 $249,000.00 TUCSON FEDL CREDIT UNION - 5 YEAR CD 898812AE2 4.65% 4.65% Page 58 – 212 3/7/2030 $249,000.00 $249,000.00 A+ FEDERAL CREDIT UNION - 5 YEAR CD 00224TAS5 4.15% 4.15% 3/28/2030 $249,000.00 $249,000.00 AMERICAN EXPRESS NATIONAL BANK - 5 YEAR CD 02589AGX4 4.15% 4.15% 3/26/2030 $244,000.00 $244,000.00 AMERICAN BANK COMMERCE - 5 YEAR CD 02432LAC1 4.50% 4.50% 6/25/2030 $249,000.00 $249,000.00 CITIBANK SIOUX BANK - 5 YEAR CD 17290GCM7 4.25% 4.25% 7/21/2030 $244,000.00 $244,000.00 $18,360,000.00
$48,073,828.73
$77,535,100.54
Amount % of Portfolio Amount % of Portfolio
$1,968,689.99 3% $ 37,034,465.43 48%
$7,109,248.38 9% $ 15,168,364.04 20%
$20,383,333.44 26% $ 25,332,271.07 32%
$19,710,590.69 25% $ 77,535,100.54 100%
$8,192,850.40 11%
$83,387.64 0%
$20,087,000.00 26% 3.87%
$77,535,100.54 100% 1.74
Michael O'Brien Administrative Services Director/City Treasurer Prepared by: Jennifer Legaspi
The above investments have met the requirements as stated in the City's Annual Investment Policy.

CALTRUST

GSE AGENCY BONDS

COMMERCIAL & MUNICIPAL BONDS
U.S TREASURY BILLS

NEGOTIABLE CERTIFICATES OF DEPOSIT
TOTAL OF ALL INVESTMENTS Weighted Average Maturity in Years Weighted Average Yield
3 Yrs. to 5 Yrs.

Total

LOCAL AGENCY INVESTMENT FUND (LAIF)

INVESTMENTS BY TYPE INVESTMENTS BY MATURITY

CHECKING & MONEY MARKET ACCOUNTS/CASH ON HAND/ CASH

HELD FOR INVESTMENT
Maturity Range
1 Day to 1 Yr.
1 Yr. to 3 Yrs.

Type
TOTAL CD's/GSE BONDS/ CORPORATE BONDS/TREASURY BILLS

TOTAL OF ALL INVESTMENTS
STIFEL CD'S INVESTMENT SUBTOTAL:

ATTACHMENT 2

Agenda Item Staff Report
To: Honorable Mayor and Members of City Council
For the Meeting of August 26, 2025
From: Brad McKinney, City Manager
Prepared by: Lauren Marshall, Sr. Management Analyst
Subject: Award a Contract for the Design of Marchant Park Regional Watershed Management Program Project to CWE in the Amount of $575,827, and Approve and Allocate the Overall Project Budget of $645,117, Including Contingency and Engineering Services.
____________________________________________________________________________

SUMMARY
The City of San Dimas participates in stormwater planning and pollution reduction efforts with neighboring agencies in the Upper San Gabriel River Watershed. These agencies work to devise programs and projects that facilitate the capture and treatment of stormwater pollutants in accordance with requirements established by the Los Angeles Regional Water Quality Control Board and the Municipal Separate Storm Sewer System (MS4) Permit. As part of this process, the member agencies identified a regional opportunity to divert, collect, and treat stormwater within the watershed areas at an infiltration chamber system within Marchant Park, thereby improving water quality for the watershed.

In 2023, the City received Safe Clean Water Regional funding in the amount of $675,000 for the design of the Marchant Park Regional Watershed Management Program Project to address State water quality mandates. The design will include diversion and cleaning of stormwater runoff, infiltration of the cleaned water into chambers under Marchant Park that will help recharge the groundwater basin, and design of park improvements and amenities as coordinated with the City Parks and Recreation Department. The project is for design only, and construction funding has not yet been determined.

Award of Contract for the Design of Marchant Park Regional Watershed Management Program Project to CWE in the Amount of $575,827. Page 2
For the Meeting of August 26, 2025

RECOMMENDATION
Staff recommends that City Council:

1. Authorize and allocate a total project budget of $645,117 ($575,827 for the design contract with $44,290 project contingency funds originally allocated in the FY 2023-2024 budget in Account 078.4841.601.002 and $25,000 for DJP engineering services (078.4841.024.020).

2. Award of the Marchant Park Regional Watershed Management Program Project to CWE in the Amount of $575,827, and Approval of Overall Project Budget of $645,117, Including Contingency and Engineering Services.

3. Authorize City Manager, or designee, to execute the Contract with CWE and DJP Engineering in a form approved by the City Attorney.

GOVERNMENT CODE §84308 APPLIES:
https://leginfo.legislature.ca.gov
Yes

FISCAL IMPACT
The design phase of the Marchant Park Regional Watershed Management Program Project was funded in the Fiscal Year 2023–24 budget. Of the $675,000 in Safe Clean Water Regional Grant Funds allocated to the City, $54,090 was expended to develop the Request for Proposals (RFP), leaving a remaining balance of $620,910. This balance will be carried over to Fiscal Year 2025– 26, pending City Council approval.

Projected design and contingency costs will utilize the full remaining balance of Regional Grant Funds allocated to Marchant Park (Account No. 078.4841.601.002). To preserve funding for project design, staff recommends allocating $25,000 for engineering consulting services with DJP Engineering separately through Safe Clean Water Professional Services (Account No. 078.4341.024.020). These consulting services will provide quality assurance and quality control throughout the design phase and will be funded through Safe Clean Water Municipal Funds designated for new stormwater projects.

If the City Council approves award of the design contract, the total not-to-exceed budget for the design phase will be $645,117, as outlined below. A budget appropriation will also be required.

BACKGROUND
On October 13, 2020, Council approved a letter of support for the Marchant Park Stormwater Project that was sent to the Upper San Gabriel River Watershed Steering Committee. In September 2021, the Los Angeles County Board of Supervisors approved an award of $675,000 Budget Component Account Number Amount
Design Bid 078.4841.601.002 $575,827
Design Contingency (Remaining Grant) 078.4841.602.002 $44,290 Engineering Consulting Services 078.4341.024.020 $25,000 Total Project Budget (Not-to-Exceed) $645,117

Award of Contract for the Design of Marchant Park Regional Watershed Management Program Project to CWE in the Amount of $575,827. Page 3
For the Meeting of August 26, 2025
in Regional Safe Clean Water Funds for the design of the Marchant Park Stormwater Project.

Marchant Park, located at 425 Juanita Avenue, is a 9.2-acre multipurpose recreational facility located on the east side of the City. It is a community park with amenities such as baseball fields, tennis and basketball courts, playground equipment and a parking lot. Marchant Park is bounded by Ekstrand Elementary School to the west, Delancey Avenue to the east, Juanita Avenue to the south and residential properties to the north.

The proposed project will capture, treat and infiltrate approximately 77-acres of runoff from the residential area north and east of Marchant Park. The tributary area as shown in Stantec’s Feasibility Study Report dated July 30, 2021, is enclosed by Allen Avenue to the north, Juanita Avenue to the south, between Delancey Avenue and San Dimas Canyon Road. The goal of this project is to capture, treat, and infiltrate approximately 2.8 acre-feet of wet weather flow tributary to the Delancey Avenue storm drain. In accordance with the Safe Clean Water Regional Program, a preliminary Feasibility Study Report was prepared by Stantec Consulting Services to evaluate the potential of utilizing Marchant Park as a multi-benefit watershed-based project. The Study was accepted and funding of design of the project started.

On June 9, 2021, the City Council approved a letter of support for a Marchant Park Stormwater Project to the Upper San Gabriel River Watershed Steering Committee. This letter was included in the project’s application package, which was ultimately awarded funding. In September 2021, the Los Angeles County Board of Supervisors approved the Stormwater Investment Plan that included $675,000 of Regional Safe Clean Water Grant Funds for the Design of the Marchant Park Stormwater Project. The transfer agreement to receive these funds was executed in January 2022 and funds were allocated to the FY 2023-24 Budget.

Throughout the design process the City Council, the Parks & Recreation Commission, and the community as a whole will be asked to provide input on the project.

This project is funded through the Safe Clean Water Regional Program and administered by Los Angeles County Flood Control District. Therefore, the project will need to be prepared in accordance with the executed January 2022 Transfer Agreement, current practices, regulations, policies, procedures, manuals, and Los Angeles County and State of California requirements. These funds are to be solely used for the design of the Marchant Park Stormwater Project Design.

The preliminary construction cost estimate at the time the project was submitted to the Los Angeles County Board of Supervisors for approval was $3 million dollars. Once the project has been designed, staff will begin the process of identifying funding sources for construction.

DISCUSSION/ANALYSIS
City staff released a Request for Proposal (RFP) to on May 21, 2025, to solicit design services for the Marchant Park Stormwater Project. Inquiries received for potential proposers were answered in Addendum #1 issued on May 30, 2025. In response, staff received three (3) sealed proposals by June 23, 2025, from the following firms: Craftwater, CWE, and Stantec.

A selection committee consisting of the City Engineer, Director of Public Works, Don Dirian from DJP Engineering Inc., the Public Works Senior Management Analyst, and the Parks & Recreation

Award of Contract for the Design of Marchant Park Regional Watershed Management Program Project to CWE in the Amount of $575,827. Page 4
For the Meeting of August 26, 2025
Landscape Manager, reviewed and ranked the three proposals according to firm qualifications and relevant experience, team qualifications and experience, project understanding and approach, project proposal, references, schedule of work, and cost as follows:

Rank Consultant Location Proposal Fee
1 CWE Fullerton, CA $575,827
2 Craftwater Engineering, Inc. Pasadena, CA $659,734
3 Stantec Consulting Services, Inc. Pasadena, CA $646,953 The committee determined that CWE was best suited to serve as project consultant and perform all design services outlined in the RFP. Furthermore, CWE’s proposal showed an emphasis in completed stormwater projects specifically in City parks. As such, staff is recommending the execution of a Professional Services Agreement with CWE (Attachment 1) to provide design services in a form approved by the City Attorney.

ALTERNATIVES
The City Council may choose to not award or authorize the budget for the design of the Marchant Park Stormwater Project. However, this funding must be expended and this project design in order to comply with the Transfer Agreement between the City and the Los Angeles County Flood Control District. Failure to adhere to the agreement would demonstrate a lack of compliance to the Municipal Separate Storm Sewer System (MS4) Permit and potentially put future funding opportunities for stormwater projects at risk. The City would also be obligated to return a total of $675,000 to the Safe Clean Water Regional Funds.

ENVIRONMENTAL REVIEW
This item is Categorically Exempt under the California Environmental Quality Act (CEQA) per section 15061(b)(3). Potential environmental impacts will be determined through the design process. Furthermore, this action is statutorily exempt from further environmental review under CEQA pursuant to CEQA Guidelines Section 15262 because it involves only feasibility or design planning studies for possible future actions which the City has not yet approved, adopted, or funded. All impacts will be addressed if this project moves forward.

Respectfully submitted,
Lauren Marshall
Sr. Management Analyst
Attachments:

1. Draft Professional Services Agreement

2. Draft Aerial Project Rendering

1 Rev. 06/22 Professional Service Agreement

CITY OF SAN DIMAS

PROFESSIONAL SERVICE AGREEMENT
This professional service agreement (“Agreement”), is made and effective on this ____________, between CITY OF SAN DIMAS ("Agency"), a municipal corporation, and CWE CORPORATION.

In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:

TERM
This Agreement shall commence on this _____________, 2025 and shall remain and continue in effect until tasks described herein are completed, but in no event later than August 31, 2026 unless sooner terminated pursuant to the provisions of this Agreement.

SERVICES
Consultant shall perform the tasks described and set forth in “Exhibit A” (“Tasks to Be Performed”), attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in “Exhibit A”. To the extent that “Exhibit A” is a proposal from Consultant, such proposal is incorporated only for the description of the scope of services and no other terms and conditions from any such proposal shall apply to this Agreement unless specifically agreed to in writing.

PERFORMANCE
Consultant shall at all times faithfully, competently, and to the best of their ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement.

AGENCY REPRESENTATIVE
Agency’s City Manager (or their designee) shall represent Agency in all matters pertaining to the administration of this Agreement, review and approve all products submitted by Consultant, but not including the authority to enlarge the tasks to be performed per “Exhibit A” or change the compensation due to Consultant. Agency’s City Manager (or their designee) shall be authorized to act on Agency's behalf and to execute all necessary documents which enlarge the tasks to be performed per “Exhibit A” or change Consultant's compensation, subject to Section V hereof.

PAYMENT
Agency agrees to pay Consultant in accordance with the payment rates and terms and the schedule of payment as set forth in tasks to be performed per “Exhibit B” (“Payment Schedule”), attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Total payment to Consultant pursuant to this Agreement shall not exceed seven hundred thousand one hundred forty dollars and no cents ($ .00) absent a written amendment to this Agreement.

Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the Agency’s City Manager (or their designee). Consultant shall be compensated for any additional services in the ATTACHMENT 1

2 Rev. 06/22 Professional Service Agreement
amounts and in the manner as agreed to by Agency’s City Manager (or their designee) and Consultant at the time Agency's written authorization is given to Consultant for the performance of said services.

Consultant shall submit invoices for actual services performed. Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services provided. Payment shall be made within thirty (30) days of receipt of each invoice as to all non-disputed fees. If the Agency disputes any of Consultant's fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. Any final payment under this Agreement shall be made within forty-five (45) days of receipt of an invoice therefore VI. TERMINATION OF AGREEMENT
A. Except as otherwise provided herein below, Agency may terminate this Agreement, or any portion hereof, by serving written notice of termination to upon the other party at least ten (10) days prior to the date of termination. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise.

If the Agency terminates a portion of this Agreement, such termination shall not make void or invalidate the remainder of this Agreement.

B. In the event this Agreement is terminated pursuant to this section, the Agency shall pay to Consultant the actual value of the work performed up to the time of termination, less any disputed amounts. Upon termination of the Agreement pursuant to this section, the Consultant will submit an invoice to the Agency as provided herein above.

VII. DEFAULT
A. Either party's failure to comply with the provisions of this Agreement shall constitute a default. In the event that either party is in default for cause under the terms of this Agreement, the affected party shall promptly notify the deficient party of such default and following such notice shall have no obligation or duty to continue compensating or providing any work after the date of default and can terminate this Agreement immediately by written notice to the other party. If such failure hereunder arises out of causes beyond either party’s control, and without fault or negligence, it shall not be considered a default.

B. If the Agency’s City Manager (or their designee) determines the Consultant is in default in the performance of any of the terms or conditions of this Agreement, Agency shall cause to be served upon the Consultant a written notice of the default. The Consultant shall have ten (10) days after service of default notice to cure the default as directed by the Agency in the notice of default. In the event the Consultant fails to cure its default within such period of time, the Agency shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

VIII. OWNERSHIP OF DOCUMENTS
A. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by Agency that relate to the performance of services under this Agreement. Consultant shall maintain adequate Page 66 – 212 3 Rev. 06/22 Professional Service Agreement
records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the Agency at reasonable times to such books and records; shall give Agency the right to examine and audit said books and records; shall permit Agency to make transcripts or copies therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment.

B. Upon completion of, or in the event of termination of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the Agency and may be used, reused, or otherwise disposed of by the Agency without the permission of the Consultant. With respect to computer files, Consultant shall make available to the Agency, at the Consultant's office and upon reasonable written request by the Agency, the necessary computer software and hardware for purposes of accessing, compiling, transferring, copying and/or printing computer files. Consultant hereby grants to Agency all right, title, and interest, including any copyright, in and to the documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared by Consultant in the course of providing the services under this Agreement.

IX. INDEMNIFICATION AND DEFENSE
A. Indemnification
To the fullest extent permitted by law, Consultant shall indemnify and hold harmless Agency and any and all of its officials, employees, agents, and/or volunteers (“Indemnified Parties”) from and against any and all losses, liabilities, damages, costs, and expenses, including attorney’s fees and costs, caused in whole or in part by the negligent or wrongful act, error or omission of Consultant, its officers, agents, employees or subconsultants (or any agency or individual that Consultant shall bear the legal liability thereof) in the performance of services under this Agreement. Consultant’s duty to indemnify and hold harmless Agency shall not extend to the Agency’s sole or active negligence or willful misconduct.

B. Duty to Defend
In the event the Indemnified Parties, individually or collectively, are made a party to any action, lawsuit, or other adversarial proceeding arising from the performance of the services encompassed by this Agreement, and upon demand by Agency, Consultant shall defend the Indemnified Parties at Consultant’s cost or at Agency’s option, to reimburse Agency for its costs of defense, including reasonable attorney’s fees and costs incurred in the defense of such matters to the extent the matters arise from, relate to or are caused by Consultant’s negligent acts, errors or omissions. Payment by Agency is not a condition precedent to enforcement of this provision. In the event of any dispute between Consultant and Agency, as to whether liability arises from the sole or active negligence or willful misconduct of the Agency or its officers, employees, or agents, Consultant will be obligated to pay for Agency’s defense until such time as a final judgment has been entered adjudicating the Indemnified Parties as solely or actively negligent or to have acted with willful misconduct. Consultant will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees, and costs of litigation.

X. INSURANCE Page 67 – 212
4 Rev. 06/22 Professional Service Agreement
Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in “Exhibit C” (“Insurance Requirements”) attached herewith and incorporated herein by this reference as though set forth in full.

XI. INDEPENDENT CONTRACTOR
A. Consultant is and shall at all times remain as to the Agency a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither Agency nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the Agency. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against Agency, or bind Agency in any manner.

B. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, Agency shall not pay salaries, wages, or other compensation to Consultant and/or its employees for performing services hereunder for Agency. Agency shall not be liable for compensation or indemnification to Consultant for injury or sickness to its employee(s) arising out of performing services hereunder.

XII. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of local, state, and federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. The Agency, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section.

XIII. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of the Agency in connection with the award, terms, or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the Agency has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee, or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this section shall be a material breach of this Agreement entitling the Agency to any and all remedies at law or in equity.

XIV. NO BENEFIT TO ARISE TO AGENCY EMPLOYEES
During their tenure and for one year thereafter, no member, officer, or employee of Agency, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the services under this Agreement shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in connection with the services performed under this Agreement.

XV. RELEASE OF INFORMATION/CONFLICTS OF INTEREST
A. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without Agency's prior written authorization. Consultant, its officers, employees, agents, or subconsultants, shall not without written authorization from the Agency City Manager (or their designee) or unless requested by the Agency, voluntarily provide declarations, letters of support, testimony at Page 68 – 212 5 Rev. 06/22 Professional Service Agreement
depositions, response to interrogatories, or other information concerning the work performed under this Agreement or relating to any project or property located within the Agency. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives Agency notice of such court order or subpoena.

B. Consultant shall promptly notify Agency should Consultant, its officers, employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request (“Discovery”), court order, or subpoena from any person or party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the Agency, unless the Agency is a party to any lawsuit, arbitration, or administrative proceeding connected to such Discovery, or unless Consultant is prohibited by law from informing the Agency of such Discovery. Agency retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing, or similar proceeding as allowed by law. Unless Agency is a party to the lawsuit, arbitration, or administrative proceeding and is adverse to Consultant in such proceeding, Consultant agrees to cooperate fully with Agency and to provide the opportunity to review any response to Discovery requests provided by Consultant.

However, Agency's right to review any such response does not imply or mean the right by Agency to control, direct, or rewrite said response.

XVI. NOTICES
Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by: (i) personal service; (ii) delivery by a reputable document delivery service (e.g., Federal Express), which provides a receipt showing date and time of delivery; or (iii) United States mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by notice:

To AGENCY: City of San Dimas To CONSULTANT: CWE Corp.
245 E Bonita Avenue 1561 E. Orangethorpe Ave Ste. 240
San Dimas, CA 91773 Fullerton, CA 92831
Attn: Shari Garwick, Director of Public Works Attn: Jason Pereira, Principal XVII. ASSIGNMENT
A. Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the Agency. Due to the personal nature of the services to be rendered pursuant to this Agreement, only Consultant shall perform the services described in this Agreement.

B. Before retaining or contracting with any subconsultant for any services under this Agreement, Consultant shall provide Agency with the identity of the proposed subconsultant, a copy of the proposed written contract between Consultant and such subconsultant which shall include an indemnity provision identical to the one provided herein identifying Agency as an indemnified party, or an incorporation of the indemnity provision provided herein, and proof that such proposed subconsultant carries insurance at least equal to that required by this Agreement or obtain a written waiver from Agency for such insurance.

C. CWE Corp. may use assistants, under their direct supervision, to perform some of the services under this Agreement. Consultant shall provide Agency fourteen (14) days' notice prior to the departure of Jason Pereira from Consultant's employ. Should Jason Pereira leave Consultant's employ, the Agency shall have the option to immediately terminate this

6 Rev. 06/22 Professional Service Agreement
Agreement, within three (3) days of the close of said notice period. Upon termination of this Agreement, Consultant's sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the Governing Board and the Consultant.

XVIII. LICENSES
At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement.

XIX. GOVERNING LAW
The Agency and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with jurisdiction over the Agency.

XX. ENTIRE AGREEMENT
This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written and pertaining to the subject of this Agreement or with respect to the terms and conditions of this Agreement, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material.

XXI. SEVERABILITY
Any part, provision, or representation of this Agreement or any of its exhibits, including, but not limited to “Exhibit C”, which is held to be invalid, void or unenforceable by a court of competent jurisdiction, shall be limited to that part, provision or representation and all other parts, provisions, or representations herein shall remain in full force and effect.

XXII. CONTENTS OF REQUEST FOR PROPOSAL AND PROPOSAL
Consultant is bound by the contents of Exhibit D (“Agency’s Request for Proposal”), hereto and incorporated herein by this reference, and the contents of the proposal submitted by the Consultant, Exhibit A, hereto. In the event of conflict, the requirements of Agency’s Request for Proposal and this Agreement shall take precedence over those contained in the Consultant’s proposal. The incorporation of the Consultant’s proposal shall be for the scope of services to be provided only, and any other terms and conditions included in such proposal shall have no force and effect on this Agreement or the relationship between Consultant and/or Agency, unless expressly agreed to in writing.

XXIII. AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Consultant warrants and represents that they have the authority to execute this Agreement on behalf of the Consultant and have the authority to bind Consultant to the performance of its obligations hereunder. ///
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/// Page 70 – 212
7 Rev. 06/22 Professional Service Agreement
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.
“CONSULTANT”
Consultant name
By: ________________________________
(Signature)
________________________________
(Typed Name)
________________________________
(Title)
“AGENCY”
ATTEST: CITY OF SAN DIMAS, a municipal corporation
By: By:

Debra Black, City Clerk Brad McKinney, City Manager
Approved as to form:

By:

Jeff Malawy, City Attorney
Attachments: Exhibit A Tasks to Be Performed/Consultant’s Proposal Exhibit B Payment Schedule
Exhibit C Insurance Requirements
Exhibit D Request for Proposal

EXHIBIT A
TASKS TO BE PERFORMED/CONSULTANT’S PROPOSAL
CWE Corp’s proposal dated , 202 includes description of the services to be provided in this agreement.

Proposal to Provide Design
Services for the Marchant
Park Regional Watershed
Management Program Project
City of San Dimas
Department of Public Works
June 23, 2025

June 23, 2025
Lauren Marshall
Senior Management Analyst
City of San Dimas
245 East Bonita Avenue
San Dimas, California 91773
Proposal to Provide Design Services for Marchant Park Watershed Management Program Project Dear Ms. Marshall,
CWE

COVER LETTER
1561 E. Orangethorpe Avenue
Suite 240
Fullerton, California 92831
cwecorp.com

Creating a Better Tomorrow, Today™ ii

TABLE OF CONTENTS
Appendix A Acknowledgment of Addenda
Appendices
Cover Letter i
Table of Contents ii
I. Work Plan 1
II. Organizational Chart 20
III. Project Schedule and Deadlines 21
22 V. Objections to Professional Services Agreement 34
Section Page

Creating a Better Tomorrow, Today™ 1
Project Understanding and Approach
award-winning
Background
Proposed Improvements and Opportunities
CWE has designed over 15 stand-alone park projects with a focus on enhancing park amenities.

I. WORK PLAN

Creating a Better Tomorrow, Today™ 2
Opportunity/Consideration Discussion
Operation and maintenance (O&M)
Manufactured products

Creating a Better Tomorrow, Today™ 3
Surface Improvements
All-Abilities Sensory Play
Rain Garden/Bioretention with Educational Signage
throughout the site.

Safe, Clean Water Program and Funding (SCWP)
Opportunity/Consideration Discussion
th
Additional diversion
th Street,

Creating a Better Tomorrow, Today™ 4
Scope of Services
Task 1: Project Administration and Coordination
Task 1.1: Project Meetings and Coordination
Task 4
Deliverables:

Task 1.2: Stakeholder and Community Outreach and Engagement Plan Task 10

Creating a Better Tomorrow, Today™ 5
Deliverables:

Task 1.3: Safe, Clean Water Program Reporting
Task/Deliverable Frequency Description
Transfer Agreement (Exhibit A)
Environmental Form
Mid-Year/Annual Reports:

Metrics and Measures

Creating a Better Tomorrow, Today™ 6
system
Deliverables
Task 2: Surveying
Deliverables:

Creating a Better Tomorrow, Today™ 7
Project Site Tests
Depth of
Tests (feet)
No. of Soil
Characterization
Borings
Depth of
Borings (feet)
2 20-25 - -
2 5 - -
- - 1 35
- - 1 20
Task 4
Deliverables:

Task 4: Engineering Design and Other Requirements
perform an independent review of the

Creating a Better Tomorrow, Today™ 8
Task 4.1: Hydrologic and Hydraulic Analysis
th
th
Deliverables:

Task 4.2: Water Quality and Capacity Assessment
to assess opportunities to increase the total runoff capture within the same implementation cost, bringing the City

Creating a Better Tomorrow, Today™ 9
closer to compliance with metals/bacteria reduction objectives.

Deliverables:

Task 4.3: Utility Research
Deliverables:

California.

Demolition
Boring logs

Creating a Better Tomorrow, Today™ 10
Task 5 designed with O&M in mind
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Task 5
•
•
•
•
•
•
•
•
•
•
•
•
Task 5
•
•
• Page 85 – 212
Creating a Better Tomorrow, Today™ 11
Deliverables:

Task 4.5: LACFCD Permitting
Task 6
Deliverables:

Task 5: Landscape Design and Park Amenities

Creating a Better Tomorrow, Today™ 12
Task 5.1: Phase I Conceptual Design
Deliverables:

Task 5.2: Design Development
Task 5
Task 9.

Deliverables:

Task 5.

Task 6: Operation and Maintenance (O&M)

Creating a Better Tomorrow, Today™ 13
Deliverables:

Task 7: Environmental/CEQA Requirements
Task 7.1: Environmental Studies
AB 52 Consultation Support
Cultural Resources
Paleontological Overview
Air Quality Technical Evaluation

Creating a Better Tomorrow, Today™ 14
Noise and Vibration Technical Evaluation
Deliverables:

Task 7.2: Mitigated Negative Declaration

Creating a Better Tomorrow, Today™ 15
Task 7.1
Deliverables:

Task 8: Monitoring Plan
Plan Element Description
Project description
Quality objectives
Sampling design
Sampling procedures
Quality control

Creating a Better Tomorrow, Today™ 16
Plan Element Description
Data analysis procedures
Deliverables:

Task 9: Cost Opinion
Deliverables:

Task 4.4.

Task 10: Public Outreach and Education
Outreach Element Assumptions/Description
Develop webpage content

Creating a Better Tomorrow, Today™ 17
Outreach Element Assumptions/Description
Prepare factsheet
Chinese translations.

Prepare presentation
Outreach events
Deliverables:

Task 11: Bid Support
Deliverables:

Creating a Better Tomorrow, Today™ 18
Task 12: Construction Engineering Support
Support Element Assumptions/Description
Pre-Construction Meeting
Respond to RFIs
Submittal Review
Change Order Review
Construction Meeting
Attendance
As-Built Preparation
Deliverables:

Creating a Better Tomorrow, Today™ 19
Optional Tasks
Optional Task Brief Description
Utility potholing
Grant funding applications
New electrical service
SCADA
Arborist report

Creating a Better Tomorrow, Today™ 20
II. ORGANIZATIONAL CHART
page 27
Meet Your Project Manager
Steven Bell, PE, ENV SP, CFM, QSD
Laneiel Lumido, EIT
Gary Vasquez, RLA (DVD)
Eric Sterling (DVD)
Katie Harrel, PE, ENV SP, QSD 60% 40%
City of San Dimas
CWE Technical Resources
Design
Larry Tortuya, PE, ENV SP, CFM, QSD/P
Lien Tran, PE
Mike Nguyen
Bill Boeck
Piero Benavides
Bill Young, PE
Quality Assurance/Quality Control
Project Manager
Jason Pereira, PE, CPSWQ, QSD/P, QISP 65% 35%
Principal-in-Charge
Subconsultant
Landscape Architecture
Community Outreach and Engagement
Nan Jia, PE, QSD/P
Angie Silvestre, ENV SP
Geotechnical
Fred Buhamdan, PE,PMP, PE (Terracon)
Smriti Dhital, PE (Terracon)
Environmental/CEQA
Maria Arreguin
Kayti Christianson (Terracon)
Electrical
Sevag Avanessian, PE (JCCA)
Key Personnel Current Workload
Key Personnel Current Availability
%
%
Vik Bapna, PE, ENV SP, CPSWQ, QSD/P
Technical Advisor
O&M Program and Monitoring Plan
Nan Jia, PE, QSD/P
Survey
Dave Farrell, PLS
Hydrology and Hydraulics
SCWP Reporting
Nan Jia, PE, QSD/P
Angie Silvestre, ENV SP
Bid/Construction Support
Chris Pendroy, ENV SP, CPSWQ, QSD/P
Utility Documentation/Research
Angie Silvestre, ENV SP
Key Personnel
Authorized Contract Negotiator

Creating a Better Tomorrow, Today™ 21 III. PROJECT SCHEDULES AND DEADLINES Task Name Duration Start Finish Task 1: Project Administration and Coordination 293 days Fri 8/1/25 Tue 9/15/26 Task 1.1: Project Meetings and Coordination 293 days Fri 8/1/25 Tue 9/15/26 Kickoff Meeting 1 day Fri 8/1/25 Fri 8/1/25 Monthly Meetings 293 days Fri 8/1/25 Tue 9/15/26 Other Coordination and Meetings 292 days Mon 8/4/25 Tue 9/15/26 Task 1.2: Stakeholder and Community Outreach and Engagement Plan 21 days Mon 8/4/25 Mon 9/1/25 Task 1.3: Safe, Clean Water Program Reporting 292 days Mon 8/4/25 Tue 9/15/26 Task 2: Surveying 26 days Mon 8/4/25 Mon 9/8/25 Task 3: Geotechnical and Infiltration Reports 31 days Mon 8/4/25 Mon 9/15/25 Task 4: Engineering Design and Other Requirements 292 days Mon 8/4/25 Tue 9/15/26 Task 4.1: Hydrologic and Hydraulic Analysis 141 days Tue 9/16/25 Tue 3/31/26 Task 4.2: Water Quality and Capacity Analysis 54 days Wed 3/18/26 Mon 6/1/26 Task 4.3: Utility Research 292 days Mon 8/4/25 Tue 9/15/26 Task 4.4: Plans and Specifications 185 days Wed 12/31/25 Tue 9/15/26 75% Plans and Specifications 55 days Wed 12/31/25 Tue 3/17/26 City Review 10 days Wed 3/18/26 Tue 3/31/26 90% Plans and Specifications 55 days Wed 4/1/26 Tue 6/16/26 City Review 10 days Wed 6/17/26 Tue 6/30/26 100% Plans and Specifications 55 days Wed 7/1/26 Tue 9/15/26 Task 4.5: LACFCD Permitting 185 days Wed 12/31/25 Tue 9/15/26 Engineering Submittal 60 days Wed 12/31/25 Tue 3/24/26 LACFCD Review and Coordination 125 days Wed 3/25/26 Tue 9/15/26 Task 5: Landscape Design and Park Amenities 227 days Mon 11/3/25 Tue 9/15/26 Task 5.1: Phase I Conceptual Design 42 days Mon 11/3/25 Tue 12/30/25 Draft Conceptual Alternatives 21 days Mon 11/3/25 Mon 12/1/25 City/Stakeholder Review 10 days Tue 12/2/25 Mon 12/15/25 Final Conceptual Alternative 11 days Tue 12/16/25 Tue 12/30/25 Task 5.2: Phase II Design Development 185 days Wed 12/31/25 Tue 9/15/26 75% Plans and Specifications 55 days Wed 12/31/25 Tue 3/17/26 90% Plans and Specifications 55 days Wed 4/1/26 Tue 6/16/26 100% Plans and Specifications 55 days Wed 7/1/26 Tue 9/15/26 Task 6: Operation and Maintenance (O&M) Program 85 days Wed 3/18/26 Tue 7/14/26 Task 7: Environmental/CEQA Requirements 201 days Mon 8/4/25 Mon 5/11/26 Task 7.1: Environmental Studies 67 days Mon 8/4/25 Tue 11/4/25 Task 7.2: Mitigated Negative Declaration 134 days Wed 11/5/25 Mon 5/11/26 Draft MND 40 days Wed 11/5/25 Tue 12/30/25 City Review 10 days Wed 12/31/25 Tue 1/13/26 MND Revisions 40 days Wed 1/14/26 Tue 3/10/26 MND Public Review 24 days Wed 3/11/26 Mon 4/13/26 Response to Comments 15 days Tue 4/14/26 Mon 5/4/26 Finalize MND and MMRP 20 days Tue 4/14/26 Mon 5/11/26 Task 8: Monitoring Plan 120 days Wed 3/18/26 Tue 9/1/26 Task 9: Cost Estimate 185 days Wed 12/31/25 Tue 9/15/26 75% Cost Estimate 55 days Wed 12/31/25 Tue 3/17/26 90% Cost Estimate 55 days Wed 4/1/26 Tue 6/16/26 100% Cost Estimate 55 days Wed 7/1/26 Tue 9/15/26 Task 10: Public Outreach and Education 271 days Tue 9/2/25 Tue 9/15/26 Task 11: Bid Support 40 days Tue 9/22/26 Mon 11/16/26 Task 12: Construction Engineering Support 315 days Tue 11/17/26 Mon 1/31/28 Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Qtr 3, 2025 Qtr 4, 2025 Qtr 1, 2026 Qtr 2, 2026 Qtr 3, 2026 Qtr 4, 2026 Task Kickoff Meeting Deliverable Summary Review Meetings City of San Dimas Marchant Park Regional WMP Project

Creating a Better Tomorrow, Today™ 22
Why CWE?
A History of Innovation: CWE i
MS4 and WMP Experts:

SCWP Experts:

We will assist the City in meeting
Public Outreach Professionals: .
350+
Municipal, utility
company, and federal
agency clients.
200+
Stormwater BMP
projects designed
91 Project awards
19 Years in business
Creating a Better Tomorrow, Today™
IV. FIRM QUALIFICATIONS
Creating a Better Tomorrow, Today™.

Creating a Better Tomorrow, Today™ 23
Subconsultant Information
Terracon will provide geotechnical and CEQA documentation services.

Teaming background:

Contact Person:

Address:

Telephone Number:

J.C. Chang & Associates (JCCA) will provide electrical services. JCCA has

Teaming Background:

Contact Person:

Address:

Telephone Number:

David Volz Design (DVD) will provide landscape architecture services. .

Teaming Background:

Contact Person:

Address:

Telephone Number:

Creating a Better Tomorrow, Today™ 24
City of Baldwin Park
•
•
•
•
•
Project Relevance
existing 81-inch
diameter LACFCD Storm Drain
th
Project Reference:

City of San Fernando
•
•
•
•
•
Project Relevance
4,500 LF of new 18-inch storm drain
Project Reference:

2024,
2024,
2024,
2023,
2023,
Design:

Design: May 2021 - August 2023
Project Examples and References

Creating a Better Tomorrow, Today™ 25
City of El Monte Garvey Avenue Grade Separation Drainage •
•
•
Project Relevance
Project Reference:

Design: August 2017 - May 2023
City of Covina Wingate Park Regional WMP Project
Project Relevance
•
•
•
•
Project Reference:
125 East College Street, Covina, California, 91723
Design:

Creating a Better Tomorrow, Today™ 26
Project Client Project
Status Subsurface Storage System Diversion Structure Storm Drain Design Community Outreach Design
LA Metro
Covina
Santa Ana
Claremont
Los Angeles
Los Angeles
Culver City Design
Culver City
Additional Stormwater BMP Experience
This is a brief representation of CWE’s body of work.

City of San Dimas Lone Hill Park Regional WMP Project
•
•
•
•
Project Relevance
66-inch LACFCD storm drain
th

Project Reference:
245 East Bonita Avenue, San Dimas, California 91773
Design:

Creating a Better Tomorrow, Today™ 27
City of Covina Wingate Park Regional WMP Project
City of Los Angeles Garvanza Park Rainwater Capture and Use City of Visalia East Side Regional Park Basins G and F Design Relevant Experience
Creating a Better Tomorrow, Today™.

Jason Pereira, PE, CPSWQ, QSD/P, QISP, CGP/IGP-ToR Principal-in-Charge BS, Civil Engineering,
University of California,
Los Angeles
Licenses
City of San Dimas Lone Hill Park Regional WMP Project

.

MS, Civil Engineering,
California State University
Long Beach
BS, Civil Engineering,
California State University
Long Beach
Civil Engineer, CA, 85752
Envision™ Sustainability Professional
Credential, 23336
Licenses
Education
Relevant Experience
Project Manager Katie Harrel, PE, ENV SP, QSD
Civil Engineer, CA, 61509
Practitioner, 21
Practitioner, 090
Record, 090
of Record
Education
Key Personnel Resumes

Creating a Better Tomorrow, Today™ 28
Vik Bapna, PE, ENV SP, CPSWQ, QSD/P QA/QC Manager
Relevant Experience

feet of stormwater annually.

City of Torrance Stormwater Capture and Groundwater Replenishment Basin BS, Civil Engineering, New Jersey
Civil Engineer, CA, 52060
Envision™ Sustainability Professional,
18196
Quality, 543
Practitioner, 368
Licenses
Education
MS, Civil Engineering,
University of Oklahoma
BS, Civil Engineering,
University of Oklahoma
City of El Monte Garvey Avenue Grade Separation Drainage Improvement City of Santa Ana King Street Urban Greening Project Assistant City of Claremont Foothill Boulevard Master Plan Implementation Senior Engineer Hydrology and Hydraulics Lead Steven Bell, PE, ENV SP, CFM, QSD Civil Engineer, CA, 81531
Envision™ Sustainability Professional
Credential, 29608

US-19-11240
Licenses
Relevant Experience Education
Vik Bapna, PE, ENV SP, CPSWQ, QSD/P Technical Advisor
Lead Personnel Resumes

Creating a Better Tomorrow, Today™ 29
Larry Tortuya, PE, ENV SP, CFM, QSD/P Design Lead
Relevant Experience
Education
City of Culver City Washington Boulevard Public Private Partnership (P3) Urban Runoff Diversion Q

City of Torrance Stormwater Basin and Treatment Wetlands Enhancement and Final Expansion

City of Torrance Beach Cities Green Streets
th
BS, Civil Engineering,
California State Polytechnic
University, Pomona
Civil Engineer, CA, 71502
Envision™ Sustainability Professional
Credential, 22637
US-17-09965
Practitioner, 27594
Licenses
Education
Relevant Experience
City of Covina Wingate Park Regional WMP Project
City of Los Angeles Laurel Canyon Boulevard Green Street Design-Build Technical
BS, Civil Engineering,
California State Polytechnic
University, Pomona
Quality Assurance/Quality Control William “Bill” Young, PE Civil Engineer, CA, 35715
Licenses

Creating a Better Tomorrow, Today™ 30
Relevant Experience
City of Manhattan Beach 28th
City of Culver City Mesmer Low-Flow Diversion
San Gabriel Valley Council of Governments(SGVCOG) Caltrans CCLGP Application Preparation
Nan Jia, PE, QSD/P Safe, Clean Water Program Reporting and Monitoring Lead MS, Civil and Environmental
Engineering, University of California,
BS, Environmental Sciences,
University of Minnesota-Twin Cities
Licenses
Civil Engineer, CA, 92333
Practitioner, 27876
Education
Education
Relevant Experience
San Dimas Lone Hill Park Regional Watershed Management Program Project City of Carlsbad Drainage Master Plan – El Camino Real Channel Restoration San Gabriel Valley Council of Governments Rio Hondo Load Reduction Strategy Preliminary Engineering and Final Design Services MS, Public Administration, National
University,
University of California, Riverside
Environmental/CEQA Lead Maria Arreguin

Creating a Better Tomorrow, Today™ 31
Relevant Experience
Education City of Santa Monica Los Amigos Park Storm Drain Runoff Harvesting and Direct Use Demonstration
City of Los Angeles Garvanza Park Rainwater Capture and Use and Storm

.

City of Los Angeles Temescal Canyon Park Stormwater BMP Project and SWPPP
MS, Civil & Environmental
Engineering,
BS, Civil Engineering,
Chris Pendroy, CPSWQ, QSD/P Bid/Construction Support Lead Licenses
Quality, 935
Practitioner, CA, 24503
Education
BS, Civil Engineering, University of
Portland
Relevant Experience
Staff Engineer
San Gabriel Valley Council of Governments Rio Hondo Load Reduction Strategy Preliminary Engineering and Final Design Services Assistant Engineer that City of Torrance Beach Cities Green Streets
th
Utility Documentation/Research Lead Angelique Silvestre, ENV SP Licenses
Envision™ Sustainability
Professional, 46089

Creating a Better Tomorrow, Today™ 32
Education
Relevant Experience
City of Culver City Washington Boulevard P3 Urban Runoff and Diversion City of Los Angeles Laurel Canyon Boulevard Groundwater Recharge and Green Street Design-Build
City of Beverly Hills Burton Way Median Green Street
survey.

Antelope Valley College
Dave Farrell, PLS Survey Lead
Licenses
Professional Land Surveyor, CA, 7813
Electrical Lead Sevag Avanessian, PE (JCCA)
Education
Bachelor of Science,
Electrical Engineering,
Relevant Experience
Licenses
California Electrical PE
License No. E22793
Lead Subconsultant Resumes

Creating a Better Tomorrow, Today™ 33
Relevant Experience
City of Glendale Fremont Park
City of Buena Park Gomez Park
th
City of Santa Ana Santa Ana Splash Pads
City of Stanton Stanton Central Park
Landscape Architect Lead
MLA, Landscape Architecture,
California State Polytechnic
University, Pomona
BS, Ornamental Horticulture,
California State Polytechnic
University, San Luis Obispo
Licenses
Landscape Architect, California,
#3883
Gary Vasquez, RLA (DVD)
Education
Geotechnical Lead Fred Buhamdan, PE, PMP (Terracon)
Education
Master of Science, Civil Engineering,
California State University, Fullerton
BS, Civil Engineering, University of
Mutah
Relevant Experience
th
Licenses
Registered Civil Engineer: California
PE C77455
Project Management Professional
(PMP)

Creating a Better Tomorrow, Today™ 34
V. OBJECTIONS TO PROFESSIONAL SERVICES AGREEMENT

Creating a Better Tomorrow, Today™
APPENDIX A: ACKNOWLEDGMENT OF ADDENDA
Appendix A:

Acknowledgment of Addenda

EXHIBIT B

PAYMENT SCHEDULE
Payment schedule to include monthly billings for work completed per the hourly rates provided as described in CWE Corp’s Schedule of Hourly Rates.

EXHIBIT C

INSURANCE REQUIREMENTS
Without limiting Consultant’s indemnification of Agency, and prior to commencement of work and/or services under this Agreement, Consultant shall obtain, provide, and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and, in a form, satisfactory to Agency.

General liability insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended.

Any endorsement restricting standard ISO “insured contract” language will not be accepted.

Automobile liability insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non-owned, or rented vehicles, in an amount not less than 1,000,000 combined single limit for each accident.

Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement.

Workers’ compensation insurance. Consultant shall maintain Workers’ Compensation Insurance (statutory limits) and Employer’s Liability insurance (with limits of at least $1,000,000).

Consultant shall submit to Agency, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of Agency, its officers, agents, employees, and volunteers.

Umbrella or excess liability insurance. Consultant shall obtain and maintain an umbrella liability insurance policy with limits that will provide bodily injury, personal injury, and property damage liability coverage, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:
• A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason, other than bankruptcy or insolvency of said primary insurer;
• “Pay on behalf of” wording as opposed to “reimbursement”; • Concurrency of effective dates with primary policies.

Should Consultant obtain and maintain an excess liability policy, such policy shall be excess over commercial general liability, automobile liability, and employer’s liability policies. Such policy or policies shall include wording that the excess liability policy follows the terms and conditions of the underlying policies.

Other provisions or requirements

Proof of insurance. Consultant shall provide certificates of insurance and required endorsements to Agency as evidence of the insurance coverage required herein. Insurance certificates and endorsements must be approved by Agency’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with Agency for the contract period and any additional length of time required thereafter. Agency reserves the right to require complete, certified copies of all required insurance policies, at any time.

Duration of coverage. Consultant shall procure and maintain for the contract period, and any additional length of time required thereafter, insurance against claims for injuries to persons or damages to property, or financial loss which may arise from or in connection with the performance of the Work hereunder by Consultant, their agents, representatives, employees, or subconsultants.

Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by Agency shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of Agency before the Agency’s own insurance or self- insurance shall be called upon to protect it as a named insured.

Agency’s rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, Agency has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by Agency will be promptly reimbursed by Consultant or Agency will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, Agency may cancel this Agreement.

Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the Agency’s Risk Manager.

Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against Agency, its elected or appointed officers, agents, officials, employees, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against Agency and shall require similar written express waivers and insurance clauses from each of its subconsultants.

Enforcement of contract provisions (non estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the Agency to inform Consultant of non-compliance with any requirement imposes no additional obligations on the Agency nor does it waive any rights hereunder.

Requirements not limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by

any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the Agency requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Agency.

Notice of cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide the Agency with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. If any of the Consultant’s insurers are unwilling to provide such notice, then Consultant shall have the responsibility of notifying the Agency immediately in the event of Consultant’s failure to renew any of the required insurance coverages, or insurer’s cancellation or non-renewal.

Additional insured status. General liability, automobile liability, and umbrella/excess liability insurance policies shall provide or be endorsed to provide that Agency and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies.

Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to Agency and approved of in writing.

Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions.

Pass through clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party who is brought onto or involved in the project/service by Consultant (hereinafter collectively “Subcontractor”), provide the same minimum insurance coverage and endorsements required of Consultant under this Agreement. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. However, in the event Consultant’s Subcontractor cannot comply with this requirement, which proof must be submitted to the Agency, Consultant may still be able to utilize the Subcontractor provided Consultant shall be required to ensure that its Subcontractor provide and maintain insurance coverage and endorsements sufficient to the specific risk of exposure involved with Subcontractor’s scope of work and services, with limits less than required of the Consultant, but in all other terms consistent with the Consultant’s requirements under this Agreement. This provision does not relieve the Consultant of its contractual obligations under the Agreement and/or limit its liability to the amount of insurance coverage provided by its subcontractors. This provision is intended solely to provide Consultant with the ability to utilize a Subcontractor who may be otherwise qualified to perform the work or services but may not carry the same insurance limits as required of the Consultant under this Agreement given the limited scope of work or services provided by the subcontractor. Consultant agrees that upon request, all agreements with Subcontractors, and others engaged in the project and/or services, will be submitted to Agency for review.

Agency’s right to revise specifications. The Agency reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the Agency and Consultant may renegotiate Consultant’s compensation.

Self-insured retentions. Any self-insured retentions must be declared to and approved by Agency. Agency reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible, or require proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention through confirmation from the underwriter.

Timely notice of claims. Consultant shall give Agency prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.

Additional insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

EXHIBIT D

REQUEST FOR PROPOSAL
Design of Marchant Park Regional Watershed Management Program (WMP) Project

CITY OF SAN DIMAS

DEPARTMENT OF PUBLIC WORKS
SAN DIMAS, CA 91773

REQUEST FOR PROPOSAL
FOR

DESIGN OF

MARCHANT PARK REGIONAL WMP PROJECT
(WMP, Watershed Management Program)
Proposal shall be delivered no later than:

THURSDAY, JUNE 5, 2025 12:00 p.m.

Engineer’s Estimate: $500,000
Please direct questions or comments to:

LAUREN MARSHALL

SENIOR MANAGEMENT ANALYST

CITY OF SAN DIMAS
245 E. BONITA AVENUE
SAN DIMAS, CA 91773
(909) 394-6240

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
Design of Marchant Park WMP Project

TABLE OF CONTENTS
INTRODUCTION ..................................................................................................................... 1 BACKGROUND ....................................................................................................................... 2 PROJECT DESCRIPTION ................................................................................................... 3-4 SCOPE OF SERVICES ........................................................................................................ 4-8 REGULATION AND PERMIT EVALUATION...................................................................... 9-10 CONTENT OF SUBMISSIONS ........................................................................................ 10-11 ANTICIPATED PROJECT SCHEDULE………………………………………..………………….12 QUALIFICATION, EVALUATION AND SELECTION PROCESS .......................................... 12 TERMS AND CONDITIONS .................................................................................................. 13 CONTRACT NEGOTIATIONS ............................................................................................... 13 DISCREPANCIES & MISUNDERSTANDINGS…………….………………..……………….13-14

APPENDIX A (SAFE CLEAN WATER FEASIBLITY STUDY REPORT)

APPENDIX B (LACFCD TRANSFER AGREEMENT)

APPENDIX C (AERIAL TOPOGRAPHIC SURVEY)
APPENDIX D1 (GEOADVANTEC INFILTRATION REPORT)
APPENDIX D2 (SGV REG. CONFIRMATION INFILTRATION RATES REPORT 6- 2022)

APPENDIX E (CONCEPTUAL PLANS)

APPENDIX F (DRAFT PROFESSIONAL SERVICES AGREEMENT)

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
1 CITY OF SAN DIMAS

PUBLIC WORKS/ENGINEERING DIVISION

REQUEST FOR PROPOSALS FOR PROFESSIONAL ENGINEERING SERVICES

MARCHANT PARK

REGIONAL WMP PROJECT

INTRODUCTION
The City of San Dimas is requesting proposals from qualified professional engineering firms to provide engineering services for Marchant Park Regional WMP Project. The engineering services desired include, but are not limited to, final design of a stormwater infiltration chamber and park enhancements, specifications, and a cost estimate for construction of Marchant Park Regional WMP Project based on conceptual plans, prepared by DJP Engineering in February 2025, and the Safe Clean Water (SCW) Project Submittal Feasibility Study Report prepared by Stantec Consulting Services dated July 30, 2021, see Appendix A.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
2 BACKGROUND
The City of San Dimas is located in the eastern portion of Los Angeles County, approximately 20 miles from downtown Los Angeles. Marchant Park, 425 Juanita Avenue, is a 9.11-acre multipurpose recreational facility located on the east side of the city. It is a community park with amenities such as baseball fields, tennis and basketball courts, playground equipment and a parking lot. Marchant Park is bounded by Eckstrand Elementary School to the west, residential properties to the north, Juanita Avenue to the south and North Delancey Avenue to the east.

Regional topography for the area consists of average surface gradients of 2 to 3 percent southerly and approximately 1.5% westerly. The 77-acre drainage area is exclusively residential with collector streets. The park site has not been included in the treatment area calculations.

In accordance with the Safe, Clean Water Program, a preliminary Feasibility Study Report was prepared by Stantec Consulting Services to evaluate the potential of utilizing Marchant Park as a multi-benefit watershed-based project. The Study was accepted and funding of design of the project started.

This project is funded through the Safe Clean Water Regional Program and administered by Los Angeles County Flood Control District. Therefore, the project will need to be prepared in accordance with the executed December 2022 Transfer Agreement, current practices, regulations, policies, procedures, manuals, and Los Angeles County and State of California requirements.

Six (6) copies of the proposal prepared in response to this RFP must be received no later than 12:00PM, on THURSDAY, JUNE 5, 2025. Submittals should be sealed and labeled “Proposal for Marchant Park Regional WMP Project” and submitted to the office of CITY CLERK located at City Hall, 245 East Bonita Avenue, San Dimas, CA 91773. The proposals will be opened by the Director of Public Works and reviewed and vetted by a review team based on the criteria described herein.

The City reserves the right to reject any or all proposals, to waive any informality or irregularity in any proposal received, and to be the sole judge of the merits of the proposal received.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
3 PROJECT DESCRIPTION
The primary objective of this project is to capture stormwater runoff to meet the requirements noted above. The secondary objective of the project is to enhance water supply by providing opportunities for groundwater recharge through infiltration. Other objectives are community investment based such as enhancing recreational opportunities and park space, as well as increasing vegetation. Marchant Park (the project area) is a community park located at 425 Juanita Avenue in San Dimas. The project achieves the objectives by capturing stormwater runoff to provide treatment and ground water recharge at Marchant Park through the use of an underground infiltration system. This project will provide enhancements to the park, including an interpretive sensory garden, cornhole games, shade canopies, educational signage, and native plants.

The proposed project will capture, treat and infiltrate approximately 77-acres of runoff from the residential area north and east of Marchant Park. The tributary area as shown in Stantec’s Feasibility Study Report dated July 30, 2021, is enclosed by Allen Avenue to the north, Juanita Avenue to the south, between Delancey Avenue and San Dimas Canyon Road. The goal of this project is to capture, treat, and infiltrate approximately 2.8 acre-feet of wet weather flow tributary to the Delancey Avenue storm drain.

On June 9, 2021, the City Council approved a letter of support for a Marchant Park Stormwater Project to the Upper San Gabriel River Watershed Steering Committee. This letter was included in the project’s application package, which was ultimately awarded funding. In September 2021, the Los Angeles County Board of Supervisors approved the Stormwater Investment Plan that included $675,000 of Regional Safe Clean Water Funds for the Design of the Marchant Park Stormwater Project. The transfer agreement to receive these funds was executed in January 2022.

Potential tasks to be included with the proposed project include environmental clearance, evaluation of cultural resources, public engagement/outreach, evaluation of potential hazardous materials, construction-related air quality impacts, and geotechnical assessments.

In addition to Stantec’s Study, DJP Engineering (DJP) prepared preliminary designs that include the following updates and supplements to Stantec’s Study:
i. Conceptual stormwater capture and preliminary pretreatment layouts ii. Tentative location and sizing of the infiltration systems PROPOSED PROJECT OBJECTIVES & FEATURES:

Design and prepare Conceptual and Final Landscape and Irrigation Plans for the anticipated removals and reconstruction required for project implementation within Marchant Park.

Design and prepare plans to divert the anticipated treatment volume from the existing storm drain in Delancey Avenue to new infiltration chambers in Marchant Park.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
4 Design and prepare plans for the construction of an underground infiltration gallery, pretreatment facility, and facility maintenance access within Marchant Park.

Design overflow from the infiltration gallery to storm drain facilities.

Design and prepare plans for park improvements in accordance with the Conceptual Park Improvement Plan in the Stantec Study Report.

Prepare specifications and cost estimates for all proposed work necessary for project implementation.

Prepare operation and maintenance plan and monitoring plan for pretreatment devices and infiltration system.

Conduct comprehensive community outreach and incorporate community feedback into the design of appropriate facilities.

Project Understanding
Preliminary 30% Civil and hydrology concept plans have been developed for the storm water infiltration and pretreatment designs for this project. The consultant shall verify and complete the design of these facilities and provide plans, specifications and cost estimates for construction. The consultant will also design and prepare 100% of the plans and specifications for Park Landscaping, Amenities and Parking lot improvements for the project.

The consultant will be responsible for items listed in the description, including design and preparation of plans for: storm drain, pretreatment and infiltration facilities, pumping system (if necessary), electrical system, lighting, grading, landscape, park amenities, irrigation system, technical special provisions, specifications, and any additional geotechnical investigation or land surveying services. The consultant shall provide professional and technical engineering and landscaping architectural services and design services to complete design engineering, field surveys, geometric layout, filing and acquisition of all listed permits and a detailed cost estimate for construction. The consultant will also develop long term operation and maintenance plans along with monitoring plans for the final approved facilities.

SCOPE OF SERVICES
The following is a general outline of the Scope of Services to be provided by the consultant.

While it is intended that the following tasks include all elements essential to prepare construction documents for the project, those submitting proposals are advised to perform their own field reconnaissance and include any items they feel have been overlooked. The consultant may also note any requested items which they feel to be excessive or unnecessary. The description and cost of such items should be noted separately in the proposal. Services required to complete this project by the consultant shall include:

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
5 Task 1: Project Administration and Coordination
Consultant to conduct a kick-off meeting with City staff to review the scope of work, provide a preliminary project schedule, and confirm deliverables.

Consultant shall be responsible for project design coordination with all utilities, agencies, city staff, and any subconsultants utilized for completion of the work.

Consultant will assist the city’s Project Manager in a design presentation to the City Council, anticipate 2 meetings with Council.

Consultant shall schedule and conduct monthly progress meetings with City staff.

All meetings will be held at City Hall, or if acceptable, video or conference call at the discretion of the City.

Consultant shall develop a stakeholder and community outreach and engagement plan and conduct stake holder and community outreach according to the Transfer Agreement between the City and Los Angeles County Flood Control District.

Consultant to provide all reporting information on project progress required by the Safe Clean Water Program project portal according to the Transfer Agreement between the City and Los Angeles County Flood Control District including any changes to the project’s scope of work.

Task 2: Surveying
Aerial survey of Marchant Park and Eckstrand Elementary School prepared by DJP Engineering AutoCAD files to be provided to the successful Consultant.

Consultant shall assess the data provided and determine if additional surveying is required. The cost of additional surveying to be included in this section of the proposal.

Task 3: Geotechnical and Infiltration Reports
Consultant to review and determine the applicability of the Geotechnical Investigation and Study Services Report prepared by Geo-Advantec, Inc. dated October 26, 2021, for Stantec Consulting. The infiltration summary letter prepared by Stantec on March 9, 2022, is a part of the Report.

Consultant shall assess the data provided and determine if additional geotechnical investigation is required and include any additional costs for geotechnical investigation in their proposal.

Task 4: Engineering Design and Other Requirements
Prepare construction plans for Stormwater Capture Capacity and Conduct Water Quality Analysis to determine maximum potential drainage area that could be captured and meet water quality standards.

Prepare construction plans for BMP’s sized to achieve water quality standards for the project tributary area, and to capture adequate amount of pollutants of concern.

Prepare construction plans and recommendations for BMP location, type, size, pretreatment and structures.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
6 Provide design of electrical and water quality sampling stations. Conduct hydrologic and hydraulic analysis using LACDPW’s standards.

Conduct Watershed Management Modeling System (WMMS2), latest edition, and System for Urban Stormwater Treatment and Analysis Integration (SUSTAIN) to support the design of stormwater capture capacity.

Conduct Water Conservation Analysis to determine the potential annual groundwater recharge volume associated with the project site. Meet with City Staff to obtain additional information and input from various City departments.

Perform soil testing as required to ascertain soil sustainability for the types of plants proposed and identify areas where soil amendments are needed. (The consultant can utilize the percolated soil test/date conducted by GeoAdvantec) Obtain approvals for permits for project implementation, including but not limited to, from City, County and State. See Page 9 for a listing of potential permit requirements.

Conduct Utility Research and Documentation and Right of Way research to eliminate conflicts with the design.

Coordinate project design and obtain permits from Los Angeles County including Public Works and the Flood Control District.

All plans shall be designed in accordance with State and County requirements and shall be stamped and approved by a registered engineer.

Task 5: Landscaping Design and Park Amenities
Prepare a Conceptual Landscape and Park Amenities Improvement Plan for Marchant Park as outlined in the Feasibility Study Report prepared by Stantec Consulting Services dated July 30, 2021. Preliminary cost estimates for the proposed design shall be included. a. Any play equipment utilized shall be provided by RecWest Outdoor Products.

A city preferred vendor.
b. The contact(or) name, number and address is:

RecWest Outdoor Products, (818) 735-3838, 31316 Via Colinas 118, Westlake Village, CA 91362
Fine tune plans as necessary to reflect City Commission and public input as approved by Staff.

Proceed with design development by refining and further defining the style, color and finish amenities, surface materials, pavement types and finishes, layout and alignment, site preparation and grading, drainage landscaping, irrigation, equipment details, Title 24 of American With Disabilities Act (ADA), public safety concerns, noise concerns, CEQA mitigations if necessary and other design elements of the design.

Prepare and proceed to 75% complete plans, including specification and supporting information but not limited to: specification, schedule of quantities, Engineer calculations for engineered structures, details, manufacturer or catalog cuts, product literature, written narrative describing all components, materials, finishes, custom features and any related elements.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
7 Task 6: Operation and Maintenance Program
Consultant shall develop an Operations and Maintenance template which includes frequency of maintenance, estimated replacement schedule of system components, and estimated annual maintenance costs for a period of twenty years.

Task 7: Environmental/CEQA Requirements
An environmental document is to be prepared for each watershed project in which proposed treatment facilities are sited. As indicated above, a Geotechnical Investigation and Study Services Report was prepared by Geo-Advantec dated October 26, 2021.

The consultant will be responsible for preparing an Initial Study (IS) in accordance with the California Environmental Quality Act (CEQA) using the Environmental Checklist Form (Appendix G of the CEQA State Guidelines). The scope of work assumes that upon completion of the Initial Study, a determination will be made that either a Negative Declaration (ND) or a Mitigated Negative Declaration (MND) will be an adequate level of analyses to comply with CEQA. The consultant will be responsible for preparing the Administrative Draft, Screen-Check Draft, and Public Review Draft. The Final IS/ND or IS/MND, if necessary will include responses to comments and Mitigation Monitoring and Reporting Program (MMRP), as applicable.

Task 8: Monitoring Plan
Prepare a pre-project monitoring baseline plan to determine water quality improvements and water supply benefits.

Task 9: Cost Estimate
Consultant shall prepare a construction cost estimate based on the final accepted plans.

The Consultant shall design and prepare all plans, specifications, and cost estimates necessary for successful implementation of the project. The improvement plans shall be prepared at scales appropriate for clarity utilizing 24" x 36" sheets with City of San Dimas title block. All Plans shall be submitted in PDF format as well as 2017 AutoCAD format.

Specifications shall be submitted on 8.5" x 11" sheets with a digital copy in Microsoft Word Format. The Consultant shall prepare and submit the construction cost estimate on 8.5" x 11" sheets in PDF format as well as Microsoft Excel format.

Consultant shall prepare preliminary design (75%), engineering design, (90%) and Final Plans (100%), as submittal requirements. One (1) set of Final Plans, for city signature, shall be plotted to scale on 24” x 36” mylar. A digital copy of the final plans shall be submitted in 2017 AutoCad format.

As part of preliminary design submittal, the engineer shall also submit an engineer's construction estimate to correlate with the proposed improvements. Both the engineering,

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
8 landscape and park amenities design (75%) submittals shall expand upon preliminary design and will incorporate comments received from the City and County. This submittal shall also include the inclusion of technical specifications per the City's format.

The Consultant shall compile Draft Special Provisions specifications using the applicable Standards Special Provisions (SSPs) for the Project and City special provisions. The Consultant shall utilize and incorporate the City's "boiler plate" documents, including the notice-to-bidders, proposal, bond forms, insurance requirements and agreement.

Bid Review and Construction Support
Consultant shall provide the City with technical support during the bidding and construction process that shall include:

Bidding Support: When requested, the Consultant shall assist the city to answer questions and/or preparing Addenda during the bidding process. The Consultant shall attend the prebid meeting. Consultant shall provide these services at the hourly rate submitted with the bid.

Construction Support: Contingent on construction funding being identified within three years of the Design completion, the Consultant shall provide support to the selected Construction Consultant at the hourly rate proposed in the RFP as adjusted by CPI.

The City will be the owner of all drawings, documents, and digital information. All digital and/or computer-generated drawings shall be the property of the City and two (2) As-Built copies shall be submitted to the City digitally or on a USB thumb drive.

Applicable Standards
Stormwater Capture Capacity, BMP, Landscaping, and Park Amenities design shall be in general conformance with the current State guidelines and Los Angeles County Department of Public Works design, standards, plans and specifications.

Plans with estimates shall be prepared in general conformance with current edition of Los Angeles County Public Works Standard Plans, specifications and Estimate Guides and basic engineering principles.

Sub Consultant
List all sub-consultants proposed for this project. Include their qualifications, proven experience with specific responsibilities. Provide name, address, phone number, type of work to be performed by each sub-consultant.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
9 REGULATION AND PERMIT EVALUATION
Consultation with regulation agencies and acquisition of permits is required before the project components can be constructed. The table below summarizes the anticipated plan checks, regulatory permits and approvals potentially relevant to the project. Other permitting may be required during plan preparation which the consultant will be expected to facilitate.

LISTING OF ANTICIPATED REQUIRED PERMITS

AGENCY PERMIT/

NOTIFICATION
NAME

RATIONALE INITIAL STEPS
State Water
Resources
Control
Board
Construction
General Permit
#CA S000G02
Project is disturbing more
than 1 acre
Complete and submit
application for review
Los Angeles
County of
Public
Health
Cross
connection and
water pollution
control program
Ensure there is no hazard to
possible water systems
Undergo review and
approval
South Coast
Air Quality
Management
District
Rule 403 Prevent, reduce or mitigate
fugitive dust emissions during
construction activities
Construction in the South
Coast Basin must
incorporate best available
control measures included in
Table 1 of Rule 403
Los Angeles
County
Department
of Public
Works
(Flood
Control)
Encroachment,
Construction,
Discharge Permit
Project will require County
approval for connection and
diversion. Non-storm water
(treated water) will be
discharged directly into
existing District system.

Complete and submit
application for review
City of San
Dimas
Department
of Parks and
Recreation
Tree Removal
Permit
Contact Parks and
Recreation Division
City of San
Dimas
Building
Division
Grading Permit Grading in excess of 5000
cubic yards or grading that
will support a structure is
designated as engineered
grading.

A plan check must be
conducted with Building and
Safety Division
Southern
California
Edison
Installation of new electrical
service plan if pump is used
Contact Southern California
Edison Planning
Department. City to provide
contact and may initiate
application if needed

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
10 Inquiries and Addenda
For inquiries regarding this RFP please contact Lauren Marshall, [email protected]. Proposers must email inquiries no later than 12:00 p.m. on May 28, 2025. Inquiries received after that date and time will not be answered.

The City will issue any revisions to this RFP as addenda. The City will distribute addenda to all potential proposers and post addenda on the City’s website: sandimasca.gov.

Proposers are responsible for receipt of all addenda. The City’s issuance of a written addendum is the only method whereby the City will interpret, clarify, or provide information concerning this RFP. No oral revisions to any provision in this RFP shall be binding.

CONTENT OF SUBMISSIONS
Consultants interested in being considered must submit six (6) copies in a sealed envelope titled:

Proposal for Marchant Park Regional WMP Project
Proposal Due Date: 12:00pm, Thursday, June 5, 2025
The proposal should be limited to no more than twenty-five (25) pages including resumes and photographs. The proposal must address the following:

Work Proposals shall be concise, well-organized and demonstrate the consultant's qualifications and experience relating to the proposed project. The Cost Proposal shall reflect all costs associated with the proposed project. At minimum, proposals shall include the following information:

A. The Work Proposal (envelope #1 – submit 6 copies)
The Work Proposal should include, as a minimum, the following information, presented in a clear and concise manner:
i. Work Plan: A statement of your understanding of the project and a detailed description of your approach to implement all of the tasks listed in "Scope of Services."
. ii. Organizational Chart: A chart identifying the key personnel assigned to the project. Identify the name of the project manager and the individual authorized to negotiate the contract on behalf of the consulting firm. Include the workload of the project manager and key team members, as well as their availability to complete the tasks.
iii. Project Schedule and Deadlines: A comprehensive schedule for the completion of the tasks. Indicate the time frame or period for each task and a total time for completion.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
11 iv. Firm Qualifications: Identify a minimum of three (3) similar projects completed within the past five (5) years.
v. Objections to Professional Services Agreement: Objections shall be submitted in writing with justification clearly stated. Any Consultant with objections to terms contained in the City's Professional Services Agreement (Appendix E) must advise the City of such objections and requested modifications as part of its Work Proposal. Failure of a proposer to accept the terms of the City's Professional Services Agreement may result in the rejection of the proposal. It shall be the responsibility of the prospective consultant to review all sections and exhibits of the Professional Services Agreement, including insurance requirements. If no objections are received, the City will assume the proposer is able to and will enter into the Professional Services Agreement and fulfill the terms and requirements set therein. The City may recover any damages accruing to the City as a result of the successful consultant's failure or refusal to execute the City's Professional Services Agreement.

B. The Cost Proposal (envelope #2 – submit 1 copy in a separate, sealed envelope).

The Cost Proposal should include a comprehensive summation of fees for the tasks described in the “Scope of Services”, organized as follows:
i. Cost Proposal: The Cost Proposal shall be organized within a task-by-task schedule that includes the following details:
a) Time estimates for principals, staff, sub-consultants, etc. with hourly billing rates.
b) Cost of materials and incidental services, including travel expenses, copying, printing, and plotting. Any proposed percentage mark-up for reimbursable expenses.
c) Total cost per task.
d) A list of any other expenses that may be required to complete work. e) The cost proposal grand total shall be an amount “Not-to-Exceed.” . ii. Hourly Rate Schedule: A statement of hourly rates for all proposed staff classifications, including hourly rates for sub-consultants.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
12 ANTICIPATED PROJECT SCHDULE
The consultant will prepare and update a project schedule monthly with tasks and milestones broken down by logical tasks consistent with the scope of work and with enough detail to track project progress. Both baseline schedule and tracking updates are required. The schedule must reflect a realistic estimate to review periods by other outside agencies for tasks as requested, plans, permit and coordination.

Milestone Target Date
RFP Issued May 21, 2025
Deadline for Inquiries May 28, 2025
Deadline for Proposals June 5, 2025
Interviews (Necessity determined by City) June 2025
Select all Negotiation Limits July 2025
Award of Contract August 2025
Notice to Proceed (Tentative) August 2025
Final Design Fall 2026
Permits December 2026

QUALIFICATION, EVALUATION AND SELECTION PROCESS
An Evaluation Committee will be established by the City. The Committee may be comprised of City staff or other personnel as determined by the City Manager and will evaluate all proposals received on or before the date the proposal is due. The City shall not be obligated to accept the lowest priced proposal, but will make an award in the best interests of the City after all factors are considered, including but not limited to the demonstrated competence, experience, and professional qualifications of the Proposer.

Selection of qualified proposers will be based on the following criteria as set forth herein.

The proposal will be evaluated by the Evaluation Committee on the basis of the response to all requirements of this RFP. Written evaluation criteria will include the following:

CRITERIA MAXIMUM POINTS
Firm qualifications and relevant experience 10
Team qualifications and experience 10
Project Understanding and Approach 30
Project Proposal 15
References 5
Schedule of Work 15
Cost 15
TOTAL 100

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
13 TERMS AND CONDITIONS
This RFP does not commit the City of San Dimas to award a contract, to pay any costs incurred in the preparation of a proposal for this RFP, or to procure or contract for any services. The City of San Dimas reserves the right to accept or reject any or all proposals received as a result of this request; negotiate with any qualified source or to cancel the RFP in part or whole. All proposal materials submitted will become the property of the City of San Dimas and will not be deemed confidential or proprietary.

The City reserves the right to request any supplementary information it deems necessary to evaluate proposer's experience or qualifications. This may include supplemental financial information, additional interview(s), and/or additional presentation by the proposer.

The City reserves the right to reconsider any proposal submitted at any stage of the procurement. It also reserves the right to meet with select proposers at any time to gather additional Information. Furthermore, the City reserves the right to delete or add functionality (i.e., modules and components) until the final contract signing.

The City reserves the right to revise the RFP prior to the date that proposals are due. The City will communicate changes through addendum to this RFP. All registered proposers will be notified of revisions to the RFP. The City reserves the right to extend the date by which the proposals are due.

CONTRACT NEGOTIATIONS
The City will attempt to negotiate a contract with the preferred consultant / candidate. A draft contract agreement will be provided to the preferred consultant / candidate at that time for their review. If negotiations are not successful, negotiations will be initiated with the second-ranked consultant / candidate. The procedure will continue with other ranked consultants / candidates until a satisfactory agreement has been reached unless the City decides that it would be in the best interest of the City to take a different course of action.

DISCREPANCIES AND MISUNDERSTANDINGS
Contractors and consultants must satisfy themselves by personal examination of the worksite, specifications, and other contract documents and by any other means as they may believe necessary, as to the actual physical conditions, requirements, and difficulties under which the work must be performed. No contractor or consultant will at any time after submission of a proposal make any claim or assertion that there was any misunderstanding or lack of information regarding the nature or amount of work necessary for the satisfactory completion of the job. Any errors, omissions, or discrepancies called to the attention of the City will be clarified by the City in writing to all proposers prior to the submission of the proposals.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
14 PROPOSER INTERESTED IN MORE THAN ONE PROPOSAL
No person, firm, or corporation will be allowed to make or file, or be interested in more than one proposal for the same work unless alternate bids are called for. No proposal will be accepted from a consultant who has not been licensed in accordance with the provisions of the State Business and Professional Code.

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
15 APPENDIX A (SAFE CLEAN WATER FEASIBILITY STUDY REPORT)

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
16 APPENDIX B (LOS ANGELES COUNTY FLOOD CONTROL DISTRICT

TRANSFER AGREEMENT)

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
17 APPENDIX C (AERIAL TOPOGRAPHIC SURVEY )

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
18 APPENDIX D1 (GEOADVANTEC INFILTRATION REPORT)

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
19 APPENDIX D2 (SGV REG CONFIRMATION OF INFILTRATION RATES REPORT)

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
20 APPENDIX E (CONCEPTUAL PLANS)

Department of Public Works City of San Dimas, California Design of Marchant Park WMP Project
21 APPENDIX F (PROFESSIONAL SERVICES AGREEMENT)

Director of
Administrative Services
Michael O’Brien
Director of
Community Development
Luis Torrico
Director of Parks and
Recreation
Scott Wasserman
Director of Public Works
Shari Garwick
- - - sandimasca.gov
City Council
Emmett Badar, Mayor
Eric Nakano, Mayor Pro Tem - 2
Rachel Bratakos -
Ryan Vienna -
Eric Weber -
City Manager
Brad McKinney
Assistant City Manager
Travis Sais
City Attorney
J

MARCHANT PARK REGIONAL WMP PROJECT DESIGN RFP
ADDENDUM NO. 1
May 30, 2025
NOTICE IS HEREBY GIVEN that Addendum No. 1 is being issued to clarify, modify, replace or add the following:

1. THE RFP DUE DATE AND TIME IS HEREBY REVISED TO 12:00 PM ON MONDAY, JUNE 23, 2025.

2. The RFP response may include up to 40 pages. Please note that excessive or irrelevant materials will not be favorably received.

3. QUESTION: Can consultants utilize 11” x 17” pages ? If yes, would 11” x 17” pages count as 2 pages?
ANSWER: Yes, for exhibits (e.g. project schedules) or maps only, but not proposal text.

Each 11”x17” will count as one page.

4. QUESTION: Can the Cover, Cover Letter, and Table of Contents be excluded from the page limit?
ANSWER: Yes.

Acknowledgment of receipt of Addendum No. 1 is required by signing below and returning a copy of this addendum with the bid proposal package no later than the time they are due (Monday, June 23, 2025 at 12:00 pm). This Addendum No. 1 consists of a total of ( ) page.

Should you have any questions regarding this addendum, please call (909) 394-6240.

ACKNOWLEDGMENT OF RECEIPT OF ADDENDUM NO. 1
FIRM NAME:_________________________________________________________________ BY (Print & Sign): _____________________________ DATE: ________________________

Marchant Park Stormwater Capture Project 1
Marchant Park Stormwater Capture Project
Project Description
The City of San Dimas proposes to capture
stormwater runoff to provide treatment and
groundwater recharge at Marchant Park
(Project area), located at 425 Juanita Avenue
in San Dimas, California. The project will
capture the 24-hour, 85th percentile
stormwater runoff (2.79 acre-feet) from a 77-
acre drainage area located east and northeast
of the project area. Flows will be treated using
a hydrodynamic separator prior to reaching
the underground infiltration gallery (NDS
StormChamber®) to provide infiltration-based
treatment and groundwater recharge. The
project area, vicinity map and stormwater
capture area are shown in Figure 1.

Existing site features at the project area are shown in Figure 2.

Figure 2: Existing Site Features
Figure 1: Project Area, Vicinity, and Drainage Area
proposes to capture
to provide treatment and
groundwater recharge at groundwater recharge at Marchant Park (Project area), located at (Project area), located at 425 Juanita Avenue in San Dimas, California. The project will in San Dimas, California. The project will capture capture the 24-hour, 85th percentile
stormwater runoff (2.79 acre-feet) from a feet) from a
acre drainage area located east and northeast and northeast of the project area. Flows will be treated
a hydrodynamic a hydrodynamic separator prior to reaching theunderground infiltration gallery (NDS
StormChamber®) to provide
treatment and groundwater recharge. The
project area, vicinity map and stormwater
capture area are shown in Figure 1.
at the project area are shown in Figure 2.

ATTACHMENT 2

Marchant Park Stormwater Capture Project 2
Proposed Connections and Project Features
Divert flows from PD 0396 (Intersection of N Delancey Ave and E Juanita Ave). Flows will be conveyed via gravity to a hydrodynamic separator for pretreatment and then conveyed via gravity to the infiltration gallery.

Install an underground infiltration gallery (NDS StormChamber) within Marchant Park.

Proposed project features are shown in Figure 3. Proposed surface improvements are shown in Figure 4.

Figure 3: Proposed Connections and Project Features
Proposed surface improvements are shown in Figure 4.
e 3: Proposed Connections and Project Features

Figure 4: Park Improvements - Concept Marchant Park Stormwater Capture Project 3

Agenda Item Staff Report
To: Honorable Mayor and Members of City Council
For the Meeting of August 26, 2025
From: Brad McKinney, City Manager
Prepared by: Jeff Malawy, City Attorney
Subject: Approval of Additional National Opioid Settlement with Purdue Pharma, LP and the Sackler Family; Adoption of Resolution 2025-46, Authorizing the City Manager to Execute the Settlement Documents
____________________________________________________________________________

SUMMARY
In 2021, various states, counties, and cities sued opioids manufacturers and distributors regarding their responsibility for the opioid addiction epidemic. A settlement was reached with the distributors and manufacturers agreeing to pay a total of $26 billion. San Dimas participated in the 2021 settlement and its portion is an estimated $42,366 total, paid in installments over 18 years, restricted to certain opioid remediation or related uses. To avoid annual reporting and audit compliance costs, San Dimas’s share was allocated to the County of Los Angeles for a countywide opioid remediation use.

In April 2023, additional settlement agreements were proposed with Teva, Allergan, Walmart, Walgreens, and CVS, who are additional retailers and manufacturers of opioids, and in July 2024 with The Kroger Co. San Dimas participated in the 2023 settlements, and its portion is an estimated $40,000 total over a 5-to-15-year period and participated in the 2024 settlement for an estimated $26,400 total over an 11-year period. San Dimas’s 2023 and 2024 funds go the County for a countywide opioid remediation use.

At this time, a new additional settlement has been proposed with Purdue Pharma, LP and the Sackler Family, which could provide up to $440 million to California state, counties, and cities.

San Dimas’s estimated portion is $9,687 total over a 15-year period. Just like in 2021, 2023, and 2024, by participating in the 2025 Purdue/Sackler settlement, San Dimas’s funds will go the County for a countywide opioid remediation use. In any year San Dimas has a qualifying opioid-related use for the funds, it may elect to receive payment directly and comply with annual reporting and auditing in that year.

RECOMMENDATION

Approve Additional National Opioid Settlement with Purdue Pharma, LP and the Sackler Family For the Meeting of August 26, 2025 Page 2
9 8
1 Staff recommends the City Council:

1. Approve the Subdivision Participation and Release Form for the City’s participation in the National Opioid Governmental Entity Direct Settlement Agreement with Purdue Pharma, LP and the Sackler Family (Attachment 1); and

2. Approve the Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds relating to the National Opioid Settlement Agreement with Purdue and Sackler (Attachment 2); and

3. Adopt Resolution 2025-46 approving and authorizing the City Manager to carry out all necessary acts such that the City can participate in the National Opioid Settlement with Purdue and Sackler, including signing necessary documents and transmittal thereof as necessary (Attachment 3).

GOVERNMENT CODE §84308 APPLIES:
https://leginfo.legislature.ca.gov
No

FISCAL IMPACT
By participating in the 2025 Purdue/Sackler Opioid Settlement, the City may receive an estimated $9,687 total over 15 years, the use of which is restricted to certain opioid abatement or related uses. The funds will go to the County of Los Angeles to avoid annual reporting and auditing compliance costs unless, in any given year, the City has a qualifying use for the funds and elects to receive the funds directly in that year.

BACKGROUND
In December 2021, the City entered into settlement agreements with McKesson Corporation, Cardinal Health, Inc., and AmerisourceBergen Corporation. (collectively, the “Distributors”) and Johnson & Johnson, Janssen Pharmaceuticals, Inc., Ortho-McNeil-Janssen Pharmaceuticals, Inc., and Janssen Pharmaceutica, Inc. (collectively, the “Manufacturer”) (together, the “2021 Settling Defendants”). The 2021 settlement agreement related to litigation by various States, cities, and counties relating to the above corporations’ manufacture and distribution of opioids and, in particular, the impact of such activities upon the national opioid epidemic (“2021 Settlement Agreements”). The 2021 Settlement Agreements required that a “critical mass” of public agencies participate in order for it to become effective, which was achieved in 2022.

In April 2023 additional settlement agreements (2023 Settlement Agreements) were entered with Teva, Allergan, Walmart, Walgreens, and CVS, who are additional defendants that are retailers and manufacturers of opioids (2023 Settling Defendants). The terms of the 2023 Settlement Agreements were similar to the 2021 Settlement Agreements, which included the requirement that a critical mass of participation was reached, a broad release of the 2023 Settling Defendants from liability relating to opioids, and included direct or indirect payment of settlement funds to the various local agencies agreeing to participate.

In July 2024, a new additional settlement agreement was entered with Kroger (2024 Settlement Agreement). The terms of the 2024 Settlement Agreement are similar to the 2021 and 2023 Settlement Agreements as noted above.

Approve Additional National Opioid Settlement with Purdue Pharma, LP and the Sackler Family For the Meeting of August 26, 2025 Page 3
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1 Total payments allocated to San Dimas under the 2021 Settlement Agreements is approximately $42,366 total, paid in installments over 18 years. San Dimas’s allocation under the 2023 Settlement Agreements is approximately $40,000 total over a 5 to 15-year period. San Dimas’s allocation under the 2024 Settlement Agreement is approximately $26,400 total over an 11-year period. To avoid annual reporting and auditing compliance costs, the City allowed its funds to go to the County unless, in any given year, the City has a qualifying use for the funds and elects to receive the funds directly in that year.

DISCUSSION/ANALYSIS
At this time, an additional settlement agreement with Purdue Pharma, LP and the Sackler Family has been proposed. The terms of the Purdue/Sackler Participation Form and California StateSubdivision Agreement are very similar to the 2021, 2023, and 2024 Settlement Agreements, which include the requirement that a critical mass of participation is required, provides for a broad release of Purdue and the Sacklers from liability relating to opioids, and includes direct or indirect payment of settlement funds to the various local agencies agreeing to participate. Additional information about all of these settlements can be found at www.nationalopioidsettlement.com.

The Purdue/Sackler Settlement Agreement could provide up to approximately $440 million to California state, counties, and cities. That amount assumes maximum participation. Similar to the 2021, 2023, and 2024 Settlement Agreements, the more local agencies that participate, the more funds will be available to California.

A rough estimate of San Dimas’s share of this maximum amount is approximately $9,687 total, which would be distributed over a 15-year period. It must be emphasized that this amount is an estimate of what the City may receive and assumes a best-case scenario where all local agencies participate. The exact actual amount will not be known until the process has completed.

Similar to the 2021, 2023, and 2024 Settlement Agreements, the use of the funds is restricted to opioid remediation purposes.

Just like the 2021, 2023, and 2024 Settlement Agreements, by default San Dimas’s share of the settlement funds would be automatically sent to the County of Los Angeles, presumably for a coordinated countywide opioid remediation use, unless San Dimas elects to directly receive the funds. Direct receipt by San Dimas would require complying with strict accounting and reporting requirements, including annual written reports regarding use of the funds and tracking of all deposits and expenditures, and state audits. These requirements only apply to the City if it elects to directly receive the funds and does not apply to the City if the funds go to the County. In terms of enforcement, the State enforces the expenditure requirements.

Due to the relatively small settlement amount allocated to San Dimas compared with the costs of complying with annual accounting and reporting and being subjected to state audits, it is recommended the City participate in the settlements and allow its funds to go to the County. In any given year, the City can elect to receive funds directly if the City has determined a qualifying use for the funds.

The deadline for the City Council to approve participation in the new Purdue/Sackler settlement agreement is September 30, 2025.

Approve Additional National Opioid Settlement with Purdue Pharma, LP and the Sackler Family For the Meeting of August 26, 2025 Page 4
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1 Staff recommends the City Council participate in the 2025 Purdue/Sackler settlement by approving Attachments 1 thru 3. San Dimas’s share of the settlement funds will be sent to the County of Los Angeles for County use, to avoid annual reporting and audit compliance costs. In any year San Dimas has a qualifying opioid-related use for the funds, San Dimas may elect to receive payment directly, and comply with annual reporting and auditing, in that year.

ENVIRONMENTAL REVIEW
Pursuant to CEQA guidelines Section 15061 (b)(3), CEQA does not apply to this item because there is no potential for causing a significant effect on the environment. Therefore, no additional environmental review is needed at this time.

Respectfully submitted,
Jeff Malawy
City Attorney
Attachments:

1. Subdivision Participation and Release Form (full Governmental Entity Direct Settlement Agreement can be found at https://nationalopioidsettlement.com/purdue-sacklerssettlements/)

2. Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Purdue/Sackler Settlement

3. Resolution 2025-46, Approving and Authorizing the City Manager to carry out all necessary acts such that the City can participate in the National Opioid Settlement with Purdue/Sackler, including signing necessary documents and transmittal thereof as necessary.

EXHIBIT K
Subdivision Participation and Release Form
Governmental Entity: San Dimas city State: CA
Authorized Signatory: /officialname_purdue/
Address 1: /address1_purdue/
Address 2: /address2_purdue/
City, State, Zip: /cit_pd/ /state_pd/ /zi_pd/
Phone: /phone_purdue/
Email: /email_purdue/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to that certain Governmental Entity & Shareholder Direct Settlement Agreement accompanying this participation form (the “Agreement”)1, and acting through the undersigned authorized official, hereby elects to participate in the Agreement, grant the releases set forth below, and agrees as follows.

1. The Governmental Entity is aware of and has reviewed the Agreement, and agrees that by executing this Participation and Release Form, the Governmental Entity elects to participate in the Agreement and become a Participating Subdivision as provided therein.

2. The Governmental Entity shall promptly after the Effective Date, and prior to the filing of the Consent Judgment, dismiss with prejudice any Shareholder Released Claims and Released Claims that it has filed. With respect to any Shareholder Released Claims and Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal with Prejudice substantially in the form found at https://nationalopioidsettlement.com.

3. The Governmental Entity agrees to the terms of the Agreement pertaining to Participating Subdivisions as defined therein.

4. By agreeing to the terms of the Agreement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning following the Effective Date.

5. The Governmental Entity agrees to use any monies it receives through the Agreement solely for the purposes provided therein.

6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s state where the Consent Judgment is filed for purposes limited to that court’s role as and to the extent provided in, and for resolving disputes to the extent provided in, the 1 Capitalized terms used in this Exhibit K but not otherwise defined in this Exhibit K have the meanings given to them in the Agreement or, if not defined in the Agreement, the Master Settlement Agreement.

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Agreement. The Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for resolving disputes to the extent otherwise provided in, the Agreement.

7. The Governmental Entity has the right to enforce the Agreement as provided therein.

8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the Agreement, including without limitation all provisions of Article 10 (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in his or her official capacity whether elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Subdivision Releasor, to the maximum extent of its authority, for good and valuable consideration, the adequacy of which is hereby confirmed, the Shareholder Released Parties and Released Parties are, as of the Effective Date, hereby released and forever discharged by the Governmental Entity and its Subdivision Releasors from: any and all Causes of Action, including, without limitation, any Estate Cause of Action and any claims that the Governmental Entity or its Subdivision Releasors would have presently or in the future been legally entitled to assert in its own right (whether individually or collectively), notwithstanding section 1542 of the California Civil Code or any law of any jurisdiction that is similar, comparable or equivalent thereto (which shall conclusively be deemed waived), whether existing or hereinafter arising, in each case, (A) directly or indirectly based on, arising out of, or in any way relating to or concerning, in whole or in part, (i) the Debtors, as such Entities existed prior to or after the Petition Date, and their Affiliates, (ii) the Estates, (iii) the Chapter 11 Cases, or (iv) Covered Conduct and (B) as to which any conduct, omission or liability of any Debtor or any Estate is the legal cause or is otherwise a legally relevant factor (each such release, as it pertains to the Shareholder Released Parties, the “Shareholder Released Claims”, and as it pertains to the Released Parties other than the Shareholder Released Parties, the “Released Claims”). For the avoidance of doubt and without limiting the foregoing: the Shareholder Released Claims and Released Claims include any Cause of Action that has been or may be asserted against any Shareholder Released Party or Released Party by the Governmental Entity or its Subdivision Releasors (whether or not such party has brought such action or proceeding) in any federal, state, or local action or proceeding (whether judicial, arbitral, or administrative) (A) directly or indirectly based on, arising out of, or in any way relating to or concerning, in whole or in part, (i) the Debtors, as such Entities existed prior to or after the Petition Date, and their Affiliates, (ii) the Estates, (iii) the Chapter 11 Cases, or (iv) Covered Conduct and (B) as to which any conduct, omission or liability of any Debtor or any Estate is the legal cause or is otherwise a legally relevant factor.

9. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Shareholder Released Claims or Released Claims against any Shareholder Released Party or Released Party in any forum whatsoever, subject in all respects to Section 9.02 of the Master Settlement Agreement. The releases provided for herein (including the term “Shareholder Released K-2
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Claims” and “Released Claims”) are intended by the Governmental Entity and its Subdivision Releasors to be broad and shall be interpreted so as to give the Shareholder Released Parties and Released Parties the broadest possible release of any liability relating in any way to Shareholder Released Claims and Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Agreement shall be a complete bar to any Shareholder Released Claim and Released Claims.

10. To the maximum extent of the Governmental Entity’s power, the Shareholder Released Parties and the Released Parties are, as of the Effective Date, hereby released and discharged from any and all Shareholder Released Claims and Released Claims of the Subdivision Releasors.

11. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in the Agreement.

12. In connection with the releases provided for in the Agreement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.

A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Shareholder Released Claims or such other Claims released pursuant to this release, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Shareholder Released Claims or such other Claims released pursuant to this release that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities’ decision to participate in the Agreement.

13. Nothing herein is intended to modify in any way the terms of the Agreement, to which Governmental Entity hereby agrees. To the extent any portion of this Participation and Release Form not relating to the release of, or bar against, liability is interpreted differently from the Agreement in any respect, the Agreement controls.

14. Notwithstanding anything to the contrary herein or in the Agreement, (x) nothing herein shall (A) release any Excluded Claims or (B) be construed to impair in any way the rights and obligations of any Person under the Agreement; and (y) the Releases set forth herein shall be subject to being deemed void to the extent set forth in Section 9.02 of the Master Settlement Agreement.

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I have all necessary power and authorization to execute this Participation and Release Form on behalf of the Governmental Entity.

Signature: /signer_1_purdue/
Name: /name_1_purdue/
Title: /title_1_purdue/
Date: /date_1_purdue/
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1 Proposed California State-Subdivision Agreement
Regarding Distribution and Use of Settlement Funds
Purdue/Sackler Settlement

1. Introduction
The State of California1 and certain of its cities and counties have reached this proposed agreement (the “California Purdue/Sackler State-Subdivision Agreement” or the “Agreement”) to govern the payments made to California in In re: Purdue Pharma L.P., et al, Case No. 19- 23649, pending in the United States Bankruptcy Court, Southern District of New York (the “Purdue Bankruptcy Matter”) and pursuant to the related settlement with the Sacklers.

This Agreement is proposed to govern the allocation, distribution, and use of payments, including the Statewide Payment Amounts, consisting of Base Payments and Incentive Payments, and Estate Distributions, paid to California pursuant to the Governmental Entity & Shareholder Direct Settlement Agreement (“GESA”), the Master Settlement Agreement (“MSA”), the Thirteenth Amended Joint Chapter 11 Plan of Reorganization of Purdue Pharma L.P. and its Affiliated Debtors (the “Plan”), and the Governmental Remediation Trust Agreement (“GRTA”), and any revisions thereto (collectively, the “Governing Documents”), filed in the Purdue Bankruptcy Matter.

For the avoidance of doubt, this Agreement does not apply to payments of attorneys’ fees and costs made to California, including any payments to California from the Local Government Costs and Expenses Fund and the State Expenses Fund and payments pursuant to Sections

9.01, 9.02, and 9.03 and Exhibit R of the GESA and Sections 5.9(a) and 5.9(b) of the Plan, unless otherwise noted.

Pursuant to Exhibit O, paragraph 4, of the GESA, acceptance of this California State-Subdivision Agreement is a requirement to be an Initial Participating Subdivision.

2. Definitions
a) CA Participating Subdivision means a General Purpose Government that is a Participating Subdivision and also (a) a Plaintiff Subdivision; (b) a Primary Subdivision; and/or (c) a Non-Litigating Threshold Subdivision. For the avoidance of doubt, eligible CA Participating Subdivisions are those California Subdivisions listed in Exhibits C (excluding Litigating Special Districts), I, and/or W to the GESA. b) CA Litigating Special District means a Litigating Special District located in California. For the avoidance of doubt, CA Litigating Special District does not include School Districts and certain Health and Hospital Special Districts that fall under a separate creditor group in the Purdue Bankruptcy Plan. 1 For purposes of clarity, use of the term “California” refers to the geographic territory of California and the state and its local governments therein. The term “State” or “State of California” refers to the State of California as a governmental unit.

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2 c) Plaintiff Subdivision means a Subdivision located in California, other than a CA Litigating Special District, that filed a lawsuit, on behalf of the Subdivision and/or through an official of the Subdivision on behalf of the People of the State of California, against one or more Opioid Defendants prior to October 1, 2020. d) Opioid Defendant means any defendant (including but not limited to Alvogen, Inc.

Amneal Pharmaceuticals LLC; Apotex Corp., Hikma Pharmaceuticals USA Inc. f/k/a West-Ward Pharmaceuticals Corp.; Indivior Inc.; Viatris Inc. a/k/a Mylan N.V.; Sun Pharmaceutical Industries, Inc.; Zydus Pharmaceuticals (USA) Inc.; Kroger Co., Teva Pharmaceutical Industries Ltd., Allergan Finance, LLC, Allergan Limited, CVS Health Corporation, CVS Pharmacy, Inc., Walgreen Co., Walmart Inc., Johnson & Johnson, Janssen Pharmaceuticals, Inc., Purdue Pharma L.P., Cardinal Health, Inc., Cencora, Inc. f/k/a AmerisourceBergen Corporation, McKesson Corporation, Dr.

Richard S. Sackler, Beverly Sackler, Jonathan Sackler, David Sackler, Marianna Sackler, Theresa Sackler, Ilene Sackler Lefcourt, Dr. Kathe Sackler, and Mortimer D.A. Sackler) named in a lawsuit seeking damages, abatement, or other remedies related to or caused by the opioid public health crisis in any lawsuit brought by any state or local government on or before October 1, 2020.

3. General Terms
This Agreement is subject to the requirements of the Governing Documents, as well as applicable law, and the Governing Documents govern over any inconsistent provision of this California Purdue/Sackler State-Subdivision Agreement. Terms not otherwise defined herein shall have the same meaning as in the Governing Documents.

All payments made to the State of California and CA Participating Subdivisions subject to this Agreement will be used for Opioid Remediation, except as allowed by Section 5.02(b) of the GESA and Section 4.01(f)(ii) of the MSA.

This Agreement does not apply to funds received by California for attorneys’ fees and cost, including payments from the Local Government Costs and Expenses Fund or the State Expenses Fund, unless otherwise noted.

4. State Allocation
Funds allocated to California shall be combined pursuant to this Agreement, and 15% of that total shall be allocated to the State of California (the “State of California Allocation”), 70% to the California Abatement Accounts Fund (“CA Abatement Accounts Fund”), and 15% to the California Subdivision Fund (“CA Subdivision Fund”).

A. State of California Allocation
Fifteen percent of the payments to California subject to this Agreement will be allocated to the State and used by the State for future Opioid Remediation.

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3 B. CA Abatement Accounts Fund
i. Allocation of CA Abatement Accounts Funds
a) Seventy percent of the payments to California subject to this Agreement will be allocated to the CA Abatement Accounts Fund. The funds in the CA Abatement Accounts Fund will be allocated based on the allocation model developed in connection with the proposed negotiating class in the National Prescription Opiate Litigation (MDL No. 2804), as adjusted to reflect only those cities and counties that are eligible, based on population or litigation status, to become a CA Participating Subdivision. The percentage from the CA Abatement Accounts Fund allocated to each CA Participating Subdivision is set forth in Appendix 1 in the column entitled abatement percentage (the “Local Allocation”). For the avoidance of doubt, CA Litigating Special Districts and California towns, cities, and counties with a population less than 10,000 (except those that are Plaintiff Subdivisions) are not eligible to receive an allocation of CA Abatement Accounts Funds.
b) A CA Participating Subdivision that is a county, or a city and county, will be allocated its Local Allocation share as of the date on which it becomes a Participating Subdivision, and will receive payments as provided in the Governing Documents and this Agreement. c) A CA Participating Subdivision that is a city will be allocated its Local Allocation share as of the date on which it becomes a Participating Subdivision. The Local Allocation share for a city that is a CA Participating Subdivision will be paid to the county in which the city is located, rather than to the city, so long as the county is a CA Participating Subdivision; provided, however, that if a city currently receives direct payment of its share of funds in the National Opioids Settlement with Distributors Cencora, Inc. (f/k/a AmerisourceBergenCorporation), Cardinal Health, Inc., and McKesson Corporation (the “Distributors Settlement”), that city’s Local Allocation amount will be paid directly to the city. A Local Allocation share allocated to a city but paid to a county is not required to be spent exclusively for abatement activities in that city, but will become part of the county’s share of the CA Abatement Accounts Funds, which will be used in accordance with Section 4.B.ii (Use of CA Abatement Accounts Funds). d) A city within a county that is a CA Participating Subdivision may opt in or out of direct payment at any time, and it may also elect direct payment of only a portion of its share, with the remainder going to the county, by providing notice to the Settlement Administrator at least 60 days prior to a Payment Date. e) The State will receive the Local Allocation share of any payment that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but has not, for a particular payment, become a Participating Subdivision. f) Funds received by a CA Participating Subdivision, and not expended or encumbered within five years of receipt and in accordance with the Governing Documents and this Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

4 Agreement shall be transferred to the State; provided however, that CA Participating Subdivisions have seven years to expend or encumber CA Abatement Accounts Funds designated to support capital outlay projects before they must be transferred to the State. ii. Use of CA Abatement Accounts Funds
a) The CA Abatement Accounts Funds will be used for future Opioid Remediation in one or more of the areas described in the List of Opioid Remediation Uses, which is Exhibit E to the GESA.
b) In addition to this requirement, no less than 50% of the funds received by a CA Participating Subdivision from the CA Abatement Accounts Fund in each calendar year will be used for one or more of the following High Impact Abatement Activities:
(1) the provision of matching funds or operating costs for substance use disorder facilities within the Behavioral Health Continuum Infrastructure Program; (2) creating new or expanded Substance Use Disorder (“SUD”) treatment infrastructure; (3) addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by SUD;
(4) diversion of people with SUD from the justice system into treatment, including by providing training and resources to first and early responders (sworn and non-sworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice, and harm reduction;
(5) interventions to prevent drug addiction in vulnerable youth, including but not limited to, youth in foster care, juvenile justice-impacted youth, youth experiencing adversities related to socioeconomic status, and unhoused youth; and/or (6) the purchase of naloxone for distribution and efforts to expand access to naloxone for opioid overdose reversals.
c) The California Department of Health Care Services (“DHCS”) may add to this list (but not delete from it) by designating additional High Impact Abatement Activities. DHCS will make reasonable efforts to consult with stakeholders, including the CA Participating Subdivisions, before adding additional High Impact Abatement Activities to this list. d) For the avoidance of doubt, and subject to the requirements of the Governing Documents and applicable law, CA Participating Subdivisions may form agreements or ventures, or otherwise work in collaboration with, federal, state, local, tribal or private sector entities in pursuing Opioid Remediation activities funded from the CA Abatement Accounts Fund. Further, provided that all CA Abatement Accounts Funds are used for Opioid Remediation consistent with the Governing Documents and this Agreement, a county and Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

5 any cities or towns within the county may agree to reallocate their respective shares of the CA Abatement Accounts Funds among themselves, provided that any direct distribution may only be to a CA Participating Subdivision and any CA Participating Subdivision must agree to their share being reallocated. iii. CA Abatement Accounts Fund Oversight
a) Pursuant to Section 5 below, CA Participating Subdivisions receiving funds pursuant to the Purdue Bankruptcy Plan and related Sackler settlement must prepare and file reports annually regarding the use of those funds. DHCS may regularly review the reports prepared by CA Participating Subdivisions about the use of CA Abatement Accounts Funds for compliance with the Governing Documents and this Agreement. b) If DHCS determines that a CA Participating Subdivision’s use of CA Abatement Accounts Funds is inconsistent with the Governing Documents or this Agreement, whether through review of reports or information from any other sources, DHCS shall send a request to meet and confer with the CA Participating Subdivision. The parties shall meet and confer in an effort to resolve the concern. c) If the parties are unable to reach a resolution, DHCS may conduct an audit of the Subdivision’s use of the CA Abatement Accounts Funds within one year of the request to meet and confer, unless the parties mutually agree in writing to extend the meet and confer time frame.
d) If the concern still cannot be resolved, the State may bring a motion or action against the Subdivision in the court where the State has filed its Consent Judgment to resolve the concern or otherwise enforce the requirements of the Governing Documents or this Agreement. However, in no case shall any audit be conducted, or motion be brought, as to a specific expenditure of funds, more than five years after the date on which the expenditure of the funds was reported to DHCS, in accordance with this Agreement. e) Notwithstanding the foregoing, this Agreement does not limit the statutory or constitutional authority of any state or local agency or official to conduct audits, investigations, or other oversight activities, or to pursue administrative, civil, or criminal enforcement actions.

C. CA Subdivision Fund
i. Fifteen percent of the payments to California subject to this Agreement will be allocated to the CA Subdivision Fund. All funds in the CA Subdivision Fund will be allocated among the Plaintiff Subdivisions that are Initial Participating Subdivisions. The funds will be used, subject to any limits imposed by the Governing Documents and this Agreement, to fund future Opioid Remediation and reimburse past opioid-related expenses, which may include fees and expenses related to litigation.

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6 However, in no event shall more than one-third (5% out of the 15%) be used for litigation-related fees and expenses.

D. Provision for State Back-Stop Agreement
On August 6, 2021, Judge Dan Polster of the U.S. District Court, Northern District of Ohio, Eastern Division, issued an order (ECF Docket Number 3814) (“MDL Fees Order”) in the National Prescription Opiate Litigation (MDL No. 2804) “cap[ping] all applicable contingent fee agreements at 15%.” Private counsel representing Plaintiff Subdivisions should seek its contingency fees and costs from the Local Government Costs and Expenses Fund pursuant to the Governing Documents, and if applicable, the Attorney Fee Fund or Cost Funds under the settlement agreements with other Opioid Defendants.

A Plaintiff Subdivision may separately agree to use up to one-third (5% out of the 15%) of its share of the CA Subdivision Fund to pay for fees or costs incurred by its contingency-fee counsel (“State Back-Stop Agreement”), pursuant to Exhibit R of the GESA and the MDL Fees Order, so long as: (1) such payments, together with any payments to contingency-fee counsel from the Local Government Costs and Expenses Fund related to such Plaintiff Subdivision, do not exceed 15% of a Plaintiff Subdivision’s total gross recovery under this Agreement; and (2) Plaintiff Subdivision certifies that any payments made under a State Back-Stop Agreement will be made in accordance with the 95% Opioid Abatement use requirements under Section 5.02(a) of the GESA and Section 4.01(f)(i) of the MSA. Before seeking fees or litigation costs and expenses from a State Back-Stop Agreement, private counsel representing Plaintiff Subdivisions must first seek contingency fees and costs from the Local Government Costs and Expenses Fund funded pursuant to the Governing Documents. Further, private counsel may only seek reimbursement for litigation fees and costs that have not previously been reimbursed through prior settlements or judgments.

To effectuate a State Back-Stop Agreement pursuant to this section, an agreement in the form of Appendix 2 may be entered into by a Plaintiff Subdivision, private counsel, and the California Office of the Attorney General. The California Office of the Attorney General shall, upon the request of a Plaintiff Subdivision, execute any agreement executed by a Plaintiff Subdivision and its private counsel if it is in the form of Appendix 2. The California Office of the Attorney General will also consider requests from Plaintiff Subdivisions to execute and enter into agreements presented in other forms.

For the avoidance of doubt, this Agreement does not require a Plaintiff Subdivision to request or enter into a State Back-Stop Agreement, and no State Back-Stop Agreement shall impose any duty or obligation on the State of California or any of its agencies or officers, including without limitation the Attorney General.

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7 5. State and Subdivision Reporting
a) DHCS will prepare an annual written report regarding the State’s use of funds from the settlement until those funds are fully expended and for one year thereafter. These reports will be made publicly available on the DHCS web site.
b) Each CA Participating Subdivision that receives payments of funds from the Purdue Bankruptcy Plan and related Sackler settlement will prepare written reports at least annually regarding the use of those funds, until those funds are fully expended and for one year thereafter. These reports will also include a certification that all funds that the CA Participating Subdivision has received through the Purdue Bankruptcy Plan and related Sackler settlement have been used in compliance with the Governing Documents and this Agreement. The report will be in a form reasonably determined by DHCS. Prior to specifying the form of the report DHCS will confer with representatives of the Plaintiff Subdivisions.
c) The State and all CA Participating Subdivisions receiving CA Abatement Accounts Funds will track all deposits and expenditures. Each such subdivision is responsible solely for the CA Abatement Accounts Funds it receives. A county is not responsible for oversight, reporting, or monitoring of CA Abatement Accounts Funds received by a city within that county that receives direct payment. Unless otherwise exempt, Subdivisions’ expenditures and uses of CA Abatement Accounts Funds and other payments will be subject to the normal budgetary and expenditure process of the Subdivision. d) Each Plaintiff Subdivision receiving CA Subdivision Funds will track all deposits and expenditures, as required by the Governing Documents and this Agreement. Among other things, Plaintiff Subdivisions using monies from the CA Subdivision Fund for purposes that do not qualify as Opioid Remediation must identify and include in their annual report, the amount and how such funds were used, including if used to pay attorneys’ fees, investigation costs, or litigation costs. Pursuant to Section 5.02(b) of the GESA and Section 4.01(f)(ii) of the MSA, such information must also be reported to the Settlement Administrator and Sackler Parties’ Representative.
e) In each year in which DHCS prepares an annual report DHCS will also host a meeting to discuss the annual report and the Opioid Remediation activities being carried out by the State and Participating Subdivisions.

6. Miscellaneous
a) The State or any CA Participating Subdivision may bring a motion or action in the court where the State has filed its Consent Judgment to enforce the requirements of this California Purdue/Sackler State-Subdivision Agreement. Before filing such a motion or action the State will meet and confer with any CA Participating Subdivision that is the subject of the anticipated motion or action, and vice versa.

Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

8 b) Except as provided in the Governing Documents, this California Purdue/Sackler StateSubdivision Agreement is not enforceable by any party other than the State and the CA Participating Subdivisions. It does not confer any rights or remedies upon, and shall not be enforceable by, any third party.
c) Except as provided in this Agreement, if any provision of this Agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this Agreement will be valid and enforceable to the fullest extent permitted by law. d) Except as provided in the Governing Documents, this Agreement shall be governed by and interpreted in accordance with the laws of California.

Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

9 The undersigned, San Dimas city, CA, ACKNOWLEDGES acceptance of this Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds - Purdue/Sackler Settlement is a requirement to be an Initial Participating Subdivision and ACCEPTS this Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds - Purdue/Sackler Settlement.

I swear under penalty of perjury that I have all necessary power and authorization to execute this agreement on behalf of the Governmental Entity.

Signature: /signer_1_purdue/
Name: /name_1_purdue/
Title: /title_1_purdue/
Date: /date_1_purdue/
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

APPENDIX 1
DISCLAIMER: The allocation percentages herein are estimates only and should not be relied on for decisions regarding legal rights, releases, waivers, or other decisions affecting current or potential legal claims. Percentages shown in the Plaintiff Subdivision Percentage column may change pursuant to Section 4.C. of the Proposed California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds—Purdue/Sackler Settlement, whereas the percentages shown in the Abatement Percentage column should not change. Participating Subdivisions, underlying calculations, and the calculated allocation percentages are subject to change. Regarding the column herein entitled “Abatement Percentage,” pursuant to Section 4.B.e., the State of California will receive the Local Allocation share of any payment to the Settlement Fund that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but that has not, as of the date of that payment to the Settlement Fund, become a Participating Subdivision. Regarding the column herein entitled “Plaintiff Subdivision Percentage,” payments allocated to a Plaintiff Subdivision, which is not an Initial Participating Subdivision, will be re-allocated among the Plaintiff Subdivisions that are Initial Participating Subdivisions. Regarding the column herein entitled “Abatement Percentage,” the annotation of “100%” refers to onehundred percent (100%) of the California Abatement Account Funds received, pursuant to Section 4.B. Regarding the column herein entitled “Plaintiff Subdivision Percentage,” the annotation of “100%” refers to one-hundred percent (100%) of the California Subdivision Funds received, pursuant to Section 4.C. Regarding the column herein entitled “Weighted Allocation Percentage,” the annotation of “100%” refers to one-hundred percent (100%) of the combined and weighted allocation of the Abatement Percentage and the Plaintiff Subdivision Percentage.

Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

APPENDIX 1
1 of 15
100.000% 100.000% 100.000%
Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
County Alameda County Alameda 2.332% 2.853% 2.4237952%
City Alameda Alameda 0.069% 0.0570162%
City Albany Alameda 0.013% 0.0107768%
City Berkeley Alameda 0.152% 0.1249656%
City Dublin Alameda 0.033% 0.040% 0.0338810%
City Emeryville Alameda 0.023% 0.0185765%
City Fremont Alameda 0.108% 0.0888576%
City Hayward Alameda 0.117% 0.0966218%
City Livermore Alameda 0.054% 0.0446740%
City Newark Alameda 0.026% 0.0217626%
City Oakland Alameda 0.486% 0.595% 0.5055601%
City Piedmont Alameda 0.014% 0.0114064%
City Pleasanton Alameda 0.067% 0.0554547%
City San Leandro Alameda 0.039% 0.0321267%
City Union City Alameda 0.043% 0.0352484%
County Amador County Amador 0.226% 0.277% 0.2349885%
County Butte County Butte 1.615% 1.975% 1.6783178%
City Chico Butte 0.216% 0.264% 0.2246499%
City Oroville Butte 0.079% 0.0646595%
County Calaveras County Calaveras 0.226% 0.277% 0.2351644% County Colusa County Colusa 0.059% 0.0489221 %
County Contra Costa County Contra Costa 2.102% 2.571% 2.1844585% City Antioch Contra Costa 0.037% 0.0301879%
City Brentwood Contra Costa 0.026% 0.0215339%
City Clayton Contra Costa 0.002% 0.0018060%
City Concord Contra Costa 0.055% 0.0456676%
City Danville Contra Costa 0.010% 0.0082255%
City El Cerrito Contra Costa 0.023% 0.0189024%
City Hercules Contra Costa 0.010% 0.0078273%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

APPENDIX 1
2 of 15
Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Lafayette Contra Costa 0.006% 0.0046030%
City Martinez Contra Costa 0.012% 0.0098593%
City Moraga Contra Costa 0.004% 0.0031007%
City Oakley Contra Costa 0.010% 0.0079416%
City Orinda Contra Costa 0.005% 0.0038157%
City Pinole Contra Costa 0.013% 0.0110909%
City Pittsburg Contra Costa 0.053% 0.0436369%
City Pleasant Hill Contra Costa 0.013% 0.0106309%
City Richmond Contra Costa 0.146% 0.1201444%
City San Pablo Contra Costa 0.018% 0.0148843%
City San Ramon Contra Costa 0.021% 0.0176459%
City Walnut Creek Contra Costa 0.026% 0.0212132%
County Del Norte County Del Norte 0.114% 0.140% 0.1189608% County El Dorado County El Dorado 0.768% 0.939% 0.7980034% City Placerville El Dorado 0.015% 0.0127642%
City South Lake Tahoe El Dorado 0.081% 0.0665456%
County Fresno County Fresno 1.895% 2.318% 1.9693410%
City Clovis Fresno 0.065% 0.0536211 %
City Coalinga Fresno 0.012% 0.0098554%
City Fresno Fresno 0.397% 0.3270605%
City Kerman Fresno 0.005% 0.0042534%
City Kingsburg Fresno 0.008% 0.0066167%
City Mendota Fresno 0.002% 0.0019387%
City Orange Cove Fresno 0.004% 0.0035607%
City Parlier Fresno 0.008% 0.0069755%
City Reedley Fresno 0.012% 0.0098804%
City Sanger Fresno 0.018% 0.0146135%
City Selma Fresno 0.015% 0.0127537%
County Glenn County Glenn 0.107% 0.131% 0.1116978%
County Humboldt County Humboldt 1.030% 1.260% 1.0703185% Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

APPENDIX 1
3 of 15
Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Arcata Humboldt 0.054% 0.0447660%
City Eureka Humboldt 0.117% 0.143% 0.1216284%
City Fortuna Humboldt 0.032% 0.0266837%
County Imperial County Imperial 0.258% 0.315% 0.2679006% City Brawley Imperial 0.011% 0.0087986%
City Calexico Imperial 0.019% 0.0152799%
City El Centro Imperial 0.158% 0.1302522%
City Imperial Imperial 0.006% 0.0048791%
County Inyo County Inyo 0.073% 0.089% 0.0754413%
County Kern County Kem 2.517% 3.079% 2.6159145%
City Arvin Kem 0.006% 0.0046425%
City Bakersfield Kem 0.212% 0.1747198%
City California City Kem 0.009% 0.0070820%
City Delano Kem 0.030% 0.0249316%
City McFarland Kem 0.003% 0.0025644%
City Ridgecrest Kem 0.015% 0.0120938%
City Shafter Kem 0.013% 0.0103417%
City Tehachapi Kem 0.009% 0.0073580%
City Wasco Kem 0.008% 0.0069861%
County Kings County Kings 0.293% 0.2413469%
City Avenal Kings 0.007% 0.0056335%
City Corcoran Kings 0.013% 0.0107032%
City Hanford Kings 0.027% 0.0226038%
City Lemoore Kings 0.016% 0.0131900%
County Lake County Lake 0.795% 0.6545389%
City Clearlake Lake 0.041% 0.050% 0.0426253%
City Lakeport Lake 0.021% 0.026% 0.0222964%
County Lassen County Lassen 0.319% 0.391% 0.3320610%
City Susanville Lassen 0.027% 0.0219295%
County Los Angeles County Los Angeles 13.896% 16.999% 14.4437559% Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

APPENDIX 1
4 of 15
Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Agoura Hills Los Angeles 0.005% 0.0040024%
City Alhambra Los Angeles 0.042% 0.0343309%
City Arcadia Los Angeles 0.033% 0.0267718%
City Artesia Los Angeles 0.001% 0.0005100%
City Azusa Los Angeles 0.026% 0.0210857%
City Baldwin Park Los Angeles 0.027% 0.0218520%
City Bell Los Angeles 0.008% 0.0068783%
City Bellflower Los Angeles 0.002% 0.0014485%
City Bell Gardens Los Angeles 0.014% 0.0114301%
City Beverly Hills Los Angeles 0.065% 0.0534897%
City Burbank Los Angeles 0.100% 0.0823132%
City Calabasas Los Angeles 0.006% 0.0048948%
City Carson Los Angeles 0.019% 0.0159805%
City Cerritos Los Angeles 0.005% 0.0039682%
City Claremont Los Angeles 0.010% 0.0082584%
City Commerce Los Angeles 0.000% 0.0002971%
City Compton Los Angeles 0.044% 0.0361882%
City Covina Los Angeles 0.028% 0.0229127%
City Cudahy Los Angeles 0.001% 0.0006020%
City Culver City Los Angeles 0.055% 0.0449894%
City Diamond Bar Los Angeles 0.001% 0.0006993%
City Downey Los Angeles 0.052% 0.0429994%
City Duarte Los Angeles 0.003% 0.0027261%
City El Monte Los Angeles 0.031% 0.038% 0.0318985%
City El Segundo Los Angeles 0.033% 0.0268020%
City Gardena Los Angeles 0.034% 0.0278088%
City Glendale Los Angeles 0.166% 0.1366586%
City Glendora Los Angeles 0.016% 0.0134411 %
City Hawaiian Gardens Los Angeles 0.005% 0.0040549%
City Hawthorne Los Angeles 0.050% 0.0407833%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

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Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Hermosa Beach Los Angeles 0.018% 0.0145307%
City Huntington Park Los Angeles 0.023% 0.0190667%
City Inglewood Los Angeles 0.059% 0.0489195%
City La Cafiada Flintridge Los Angeles 0.003% 0.0025565% City Lakewood Los Angeles 0.005% 0.0039971%
City La Mirada Los Angeles 0.010% 0.0081572%
City Lancaster Los Angeles 0.045% 0.0369689%
City La Puente Los Angeles 0.002% 0.0012999%
City La Verne Los Angeles 0.024% 0.0194190%
City Lawndale Los Angeles 0.002% 0.0017731%
City Lomita Los Angeles 0.004% 0.0031940%
City Long Beach Los Angeles 0.439% 0.3614151%
City Los Angeles Los Angeles 2.715% 3.321% 2.8218811%
City Lynwood Los Angeles 0.016% 0.0134345%
City Malibu Los Angeles 0.002% 0.0019269%
City Manhattan Beach Los Angeles 0.032% 0.0260686%
City Maywood Los Angeles 0.004% 0.0035528%
City Monrovia Los Angeles 0.031% 0.0254455%
City Montebello Los Angeles 0.030% 0.0250670%
City Monterey Park Los Angeles 0.031% 0.0256677%
City Norwalk Los Angeles 0.031% 0.0258228%
City Palmdale Los Angeles 0.046% 0.0375827%
City Palos Verdes Estates Los Angeles 0.006% 0.0053102% City Paramount Los Angeles 0.011% 0.0091483%
City Pasadena Los Angeles 0.146% 0.1200524%
City Pico Rivera Los Angeles 0.022% 0.0183333%
City Pomona Los Angeles 0.111% 0.0911933%
City Rancho Palos Verdes Los Angeles 0.002% 0.0012645%
City Redondo Beach Los Angeles 0.062% 0.0506992%
City Rosemead Los Angeles 0.003% 0.0028260%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

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Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City San Dimas Los Angeles 0.003% 0.0022016%
City San Fernando Los Angeles 0.013% 0.0104837%
City San Gabriel Los Angeles 0.018% 0.0147726%
City San Marino Los Angeles 0.009% 0.0073791%
City Santa Clarita Los Angeles 0.022% 0.0178167%
City Santa Fe Springs Los Angeles 0.031% 0.0257531%
City Santa Monica Los Angeles 0.158% 0.1298513%
City Sierra Madre Los Angeles 0.006% 0.0048646%
City Signal Hill Los Angeles 0.010% 0.0084884%
City South El Monte Los Angeles 0.005% 0.0039603%
City South Gate Los Angeles 0.020% 0.0166272%
City South Pasadena Los Angeles 0.012% 0.0095334%
City Temple City Los Angeles 0.005% 0.0039498%
City Torrance Los Angeles 0.112% 0.0919820%
City Walnut Los Angeles 0.006% 0.0047305%
City West Covina Los Angeles 0.049% 0.0404521%
City West Hollywood Los Angeles 0.013% 0.0108517%
City Whittier Los Angeles 0.032% 0.0260581%
County Madera County Madera 0.349% 0.427% 0.3630669%
City Chowchilla Madera 0.012% 0.0097332%
City Madera Madera 0.039% 0.0318441%
County Marin County Marin 0.564% 0.690% 0.5861325%
City Larkspur Marin 0.015% 0.0124697%
City Mill Valley Marin 0.020% 0.0168401%
City Novato Marin 0.028% 0.0229824%
City San Anselmo Marin 0.009% 0.0078062%
City San Rafael Marin 0.089% 0.0729823%
County Mariposa County Mariposa 0.084% 0.103% 0.0876131% County Mendocino County Mendocino 0.439% 0.536% 0.4558394% City Ukiah Mendocino 0.039% 0.0317153%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

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Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
County Merced County Merced 0.551% 0.674% 0.5724262%
City Atwater Merced 0.024% 0.0195846%
City Livingston Merced 0.006% 0.0045873%
City Los Banos Merced 0.020% 0.0165142%
City Merced Merced 0.061% 0.0500762%
County Modoc County Modoc 0.065% 0.080% 0.0678250%
County Mono County Mono 0.023% 0.029% 0.0242606%
County Monterey County Monterey 0.908% 1.111% 0.9437083% City Greenfield Monterey 0.006% 0.0050552%
City King City Monterey 0.005% 0.0037355%
City Marina Monterey 0.017% 0.0144098%
City Monterey Monterey 0.041% 0.0336540%
City Pacific Grove Monterey 0.009% 0.0074842%
City Salinas Monterey 0.094% 0.0776576%
City Seaside Monterey 0.023% 0.0191772%
City Soledad Monterey 0.007% 0.0060870%
County Napa County Napa 0.288% 0.352% 0.2994325%
City American Canyon Napa 0.017% 0.0136869%
City Napa Napa 0.078% 0.0642783%
County Nevada County Nevada 0.441% 0.539% 0.4579827%
City Grass Valley Nevada 0.024% 0.0197805%
City Truckee Nevada 0.003% 0.0023843%
County Orange County Orange 4.364% 5.339% 4.5363576%
City Aliso Viejo Orange 0.014% 0.0113841%
City Anaheim Orange 0.554% 0.678% 0.5759282%
City Brea Orange 0.086% 0.0708897%
City Buena Park Orange 0.087% 0.0714352%
City Costa Mesa Orange 0.124% 0.152% 0.1288366%
City Cypress Orange 0.033% 0.0271937%
City Dana Point Orange 0.001% 0.0005560%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

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8 of 15
Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Fountain Valley Orange 0.055% 0.0455980%
City Fullerton Orange 0.137% 0.168% 0.1425744%
City Garden Grove Orange 0.213% 0.1752482%
City Huntington Beach Orange 0.247% 0.302% 0.2568420%
City Irvine Orange 0.139% 0.170% 0.1442350%
City Laguna Beach Orange 0.047% 0.058% 0.0493043%
City Laguna Hills Orange 0.014% 0.0115457%
City Laguna Niguel Orange 0.001% 0.0007071%
City Laguna Woods Orange 0.001% 0.0006546%
City La Habra Orange 0.060% 0.073% 0.0621049%
City Lake Forest Orange 0.012% 0.0101249%
City La Palma Orange 0.012% 0.0095439%
City Los Alamitos Orange 0.008% 0.0069190%
City Mission Viejo Orange 0.014% 0.0117560%
City Newport Beach Orange 0.179% 0.1470134%
City Orange Orange 0.150% 0.1231320%
City Placentia Orange 0.029% 0.035% 0.0298912%
City Rancho Santa Margarita Orange 0.001% 0.0006296%
City San Clemente Orange 0.008% 0.010% 0.0086083%
City San Juan Capistrano Orange 0.008% 0.0065510%
City Santa Ana Orange 0.502% 0.614% 0.5213866%
City Seal Beach Orange 0.020% 0.0165891%
City Stanton Orange 0.035% 0.0291955%
City Tustin Orange 0.073% 0.0600341%
City Westminster Orange 0.104% 0.127% 0.1082721%
City Yorba Linda Orange 0.044% 0.0362223%
County Placer County Placer 1.045% 1.278% 1.0861002%
City Auburn Placer 0.017% 0.0141114%
City Lincoln Placer 0.031% 0.0255599%
City Rocklin Placer 0.076% 0.0625485%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

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Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Roseville Placer 0.196% 0.1616559%
County Plumas County Plumas 0.205% 0.251% 0.2128729%
County Riverside County Riverside 4.534% 5.547% 4.7128296% City Banning Riverside 0.017% 0.0143848%
City Beaumont Riverside 0.021% 0.0171135%
City Blythe Riverside 0.012% 0.0096714%
City Canyon Lake Riverside 0.000% 0.0001761%
City Cathedral City Riverside 0.067% 0.0553614%
City Coachella Riverside 0.021% 0.0173054%
City Corona Riverside 0.147% 0.1207083%
City Desert Hot Springs Riverside 0.024% 0.0200433%
City Eastvale Riverside 0.000% 0.0002747%
City Hemet Riverside 0.051% 0.0421792%
City Indio Riverside 0.056% 0.0457794%
City Jurupa Valley Riverside 0.001% 0.0008991 %
City Lake Elsinore Riverside 0.021% 0.0172949%
City La Quinta Riverside 0.063% 0.0516732%
City Menifee Riverside 0.032% 0.0260909%
City Moreno Valley Riverside 0.137% 0.1130348%
City Murrieta Riverside 0.048% 0.059% 0.0497423%
City Norco Riverside 0.016% 0.0134542%
City Palm Desert Riverside 0.083% 0.0682465%
City Palm Springs Riverside 0.076% 0.0629862%
City Perris Riverside 0.009% 0.0076774%
City Rancho Mirage Riverside 0.052% 0.0431098%
City Riverside Riverside 0.268% 0.2206279%
City San Jacinto Riverside 0.010% 0.0085936%
City Temecula Riverside 0.022% 0.0180086%
City Wildomar Riverside 0.008% 0.0062500%
County Sacramento County Sacramento 3.797% 4.645% 3.9465887% Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

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Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Citrus Heights Sacramento 0.057% 0.0465312%
City Elk Grove Sacramento 0.130% 0.1066994%
City Folsom Sacramento 0.108% 0.0890850%
City Galt Sacramento 0.017% 0.0143704%
City Rancho Cordova Sacramento 0.008% 0.0067679%
City Sacramento Sacramento 0.721% 0.882% 0.7496530%
County San Benito County San Benito 0.106% 0.130% 0.1101417% City Hollister San Benito 0.027% 0.0225355%
County San Bernardino County San Bernardino 3.259% 3.987% 3.3878124% City Adelanto San Bernardino 0.008% 0.0066640%
City Apple Valley San Bernardino 0.025% 0.0207360%
City Barstow San Bernardino 0.015% 0.0122056%
City Chino San Bernardino 0.064% 0.0525893%
City Chino Hills San Bernardino 0.001% 0.0006388%
City Colton San Bernardino 0.031% 0.0253443%
City Fontana San Bernardino 0.112% 0.0920543%
City Grand Terrace San Bernardino 0.006% 0.0051051%
City Hesperia San Bernardino 0.035% 0.0291522%
City Highland San Bernardino 0.004% 0.0029061%
City Loma Linda San Bernardino 0.009% 0.0071188%
City Montclair San Bernardino 0.039% 0.0322108%
City Ontario San Bernardino 0.179% 0.1472934%
City Rancho Cucamonga San Bernardino 0.084% 0.0689431 % City Redlands San Bernardino 0.057% 0.0469150%
City Rialto San Bernardino 0.073% 0.0603206%
City San Bernardino San Bernardino 0.178% 0.1461880%
City Twentynine Palms San Bernardino 0.002% 0.0012605%
City Upland San Bernardino 0.052% 0.0424460%
City Victorville San Bernardino 0.033% 0.0269400%
City Yucaipa San Bernardino 0.016% 0.0128772%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

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Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Yucca Valley San Bernardino 0.003% 0.0021228%
County San Diego County San Diego 5.706% 6.980% 5.9309748% City Carlsbad San Diego 0.128% 0.1050485%
City Chula Vista San Diego 0.189% 0.231% 0.1961456%
City Coronado San Diego 0.044% 0.0359095%
City El Cajon San Diego 0.113% 0.0933582%
City Encinitas San Diego 0.061% 0.074% 0.0630289%
City Escondido San Diego 0.145% 0.1192204%
City Imperial Beach San Diego 0.014% 0.0118283%
City La Mesa San Diego 0.055% 0.068% 0.0575593%
City Lemon Grove San Diego 0.022% 0.0183911%
City National City San Diego 0.080% 0.0656808%
City Oceanside San Diego 0.213% 0.1753428%
City Poway San Diego 0.062% 0.0511040%
City San Diego San Diego 1.975% 2.416% 2.0531169%
City San Marcos San Diego 0.089% 0.0733897%
City Santee San Diego 0.033% 0.0268401%
City Solana Beach San Diego 0.017% 0.0138564%
City Vista San Diego 0.052% 0.0425144%
Consolidated San Francisco San Francisco 3.026% 3.702% 3.1457169% County San Joaquin County San Joaquin 1.680% 2.055% 1.7460399% City Lathrop San Joaquin 0.009% 0.0075394%
City Lodi San Joaquin 0.053% 0.0439484%
City Manteca San Joaquin 0.054% 0.0443454%
City Ripon San Joaquin 0.013% 0.0104219%
City Stockton San Joaquin 0.313% 0.383% 0.3256176%
City Tracy San Joaquin 0.084% 0.0692047%
County San Luis Obispo County San Luis Obispo 0.816% 0.999% 0.8484126% City Arroyo Grande San Luis Obispo 0.024% 0.0199053%
City Atascadero San Luis Obispo 0.029% 0.0240680%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

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Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City El Paso de Robles (Paso Robles) San Luis Obispo 0.043% 0.0353456% City Grover Beach San Luis Obispo 0.017% 0.0137881%
City Morro Bay San Luis Obispo 0.020% 0.0160922%
City San Luis Obispo San Luis Obispo 0.077% 0.0637841 % County San Mateo County San Mateo 1.074% 1.313% 1.1159599% City Belmont San Mateo 0.021% 0.0169860%
City Burlingame San Mateo 0.019% 0.0152537%
City Daly City San Mateo 0.044% 0.0363880%
City East Palo Alto San Mateo 0.013% 0.0103982%
City Foster City San Mateo 0.020% 0.0166101%
City Half Moon Bay San Mateo 0.004% 0.0031638%
City Hillsborough San Mateo 0.013% 0.0110029%
City Menlo Park San Mateo 0.015% 0.0126209%
City Millbrae San Mateo 0.013% 0.0105836%
City Pacifica San Mateo 0.016% 0.0130625%
City Redwood City San Mateo 0.056% 0.0463511%
City San Bruno San Mateo 0.021% 0.0172161%
City San Carlos San Mateo 0.013% 0.0108885%
City San Mateo San Mateo 0.052% 0.0425841%
City South San Francisco San Mateo 0.043% 0.0353943%
County Santa Barbara County Santa Barbara 1.132% 1.385% 1.1768968% City Carpinteria Santa Barbara 0.001% 0.0008938%
City Goleta Santa Barbara 0.004% 0.0028969%
City Lompoc Santa Barbara 0.047% 0.0389379%
City Santa Barbara Santa Barbara 0.122% 0.1004559%
City Santa Maria Santa Barbara 0.058% 0.0479179%
County Santa Clara County Santa Clara 2.404% 2.941% 2.4987553% City Campbell Santa Clara 0.014% 0.0112566%
City Cupertino Santa Clara 0.008% 0.0066824%
City Gilroy Santa Clara 0.025% 0.0202891%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

APPENDIX 1
13 of 15
Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Los Altos Santa Clara 0.013% 0.0103338%
City Los Gatos Santa Clara 0.013% 0.0103220%
City Milpitas Santa Clara 0.036% 0.0298120%
City Morgan Hill Santa Clara 0.015% 0.0124619%
City Mountain View Santa Clara 0.041% 0.0334608%
City Palo Alto Santa Clara 0.039% 0.0323080%
City San Jose Santa Clara 0.294% 0.360% 0.3054960%
City Santa Clara Santa Clara 0.067% 0.0549723%
City Saratoga Santa Clara 0.004% 0.0034161%
City Sunnyvale Santa Clara 0.053% 0.0434069%
County Santa Cruz County Santa Cruz 0.783% 0.957% 0.8135396% City Capitola Santa Cruz 0.020% 0.0168191%
City Santa Cruz Santa Cruz 0.143% 0.1180348%
City Scotts Valley Santa Cruz 0.015% 0.0126525%
City Watsonville Santa Cruz 0.063% 0.0520136%
County Shasta County Shasta 1.095% 1.339% 1.1380191%
City Anderson Shasta 0.024% 0.0198896%
City Redding Shasta 0.284% 0.2334841 %
City Shasta Lake Shasta 0.004% 0.0031993%
County Siskiyou County Siskiyou 0.228% 0.279% 0.2373393% County Solano County Solano 0.760% 0.6260795%
City Benicia Solano 0.031% 0.0253903%
City Dixon Solano 0.016% 0.0130849%
City Fairfield Solano 0.109% 0.0897317%
City Suisun City Solano 0.021% 0.0176183%
City Vacaville Solano 0.119% 0.0976497%
City Vallejo Solano 0.167% 0.1373644%
County Sonoma County Sonoma 1.218% 1.490% 1.2661290%
City Healdsburg Sonoma 0.032% 0.0266929%
City Petaluma Sonoma 0.081% 0.0667507%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

APPENDIX 1
14 of 15
Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Rohnert Park Sonoma 0.041% 0.0340759%
City Santa Rosa Sonoma 0.184% 0.1519070%
City Sonoma Sonoma 0.022% 0.0183438%
City Windsor Sonoma 0.016% 0.0129298%
County Stanislaus County Stanislaus 1.722% 1.4182273%
City Ceres Stanislaus 0.041% 0.0340260%
City Modesto Stanislaus 0.217% 0.1788759%
City Newman Stanislaus 0.006% 0.0046964%
City Oakdale Stanislaus 0.018% 0.0145531%
City Patterson Stanislaus 0.015% 0.0126590%
City Riverbank Stanislaus 0.010% 0.0085699%
City Turlock Stanislaus 0.065% 0.0531966%
County Sutter County Sutter 0.306% 0.374% 0.3179548%
City Yuba City Sutter 0.074% 0.0606242%
County Tehama County Tehama 0.213% 0.261% 0.2216654%
City Red Bluff Tehama 0.014% 0.0117771%
County Trinity County Trinity 0.082% 0.101% 0.0855476%
County Tulare County Tulare 0.809% 0.990% 0.8410949%
City Dinuba Tulare 0.014% 0.0116929%
City Exeter Tulare 0.004% 0.0032479%
City Farmersville Tulare 0.003% 0.0027879%
City Lindsay Tulare 0.007% 0.0057111%
City Porterville Tulare 0.021% 0.0171845%
City Tulare Tulare 0.037% 0.0302273%
City Visalia Tulare 0.066% 0.0545872%
County Tuolumne County Tuolumne 0.486% 0.594% 0.5047621% County Ventura County Ventura 2.192% 2.681% 2.2781201%
City Camarillo Ventura 0.002% 0.0012815%
City Fillmore Ventura 0.002% 0.0020294%
City Moorpark Ventura 0.008% 0.0067337%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

APPENDIX 1
15 of 15
Participating
Subdivision
Classification
Participating Subdivision County Abatement
Percentage
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
City Oxnard Ventura 0.156% 0.190% 0.1617338%
City Port Hueneme Ventura 0.021% 0.0174145%
City San Buenaventura (Ventura) Ventura 0.085% 0.0702181% City Santa Paula Ventura 0.014% 0.0119072%
City Simi Valley Ventura 0.065% 0.0533043%
City Thousand Oaks Ventura 0.022% 0.0179902%
County Yolo County Yolo 0.357% 0.437% 0.3713319%
City Davis Yolo 0.055% 0.0451747%
City West Sacramento Yolo 0.066% 0.0544321%
City Woodland Yolo 0.058% 0.0477904%
County Yuba County Yuba 0.214% 0.262% 0.2225679%
City Marysville Yuba 0.014% 0.0112079%
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

1 APPENDIX 2

CALIFORNIA-SUBDIVISION BACKSTOP AGREEMENT
On August 6, 2021, Judge Polster of the US District Court for the Northern District of Ohio issued an Order (the Order), docket number 3814, in In Re National Prescription Opiate Litigation, MDL 2804, addressing contingent attorney fee contracts between political subdivisions eligible to participate in the Purdue/Sackler settlement and their counsel.

In light of the Order, and at the request of [SUBDIVISION], the [SUBDIVISION], its counsel [COUNSEL], and the California Attorney General, on behalf of the State of California, are entering into this California-Subdivision Backstop Agreement (Backstop Agreement). [SUBDIVISION] and [COUNSEL] intend this Backstop Agreement to constitute a State BackStop Agreement as that term is used in the Order and in Exhibit R (Agreement on Attorneys’ Fees, Expenses and Costs) of the Governmental Entity & Shareholder Settlement Agreement (GESA).

Pursuant to this Backstop Agreement, [SUBDIVISION] may, subject to the limitations of the Governing Documents and California Purdue/Sackler State-Subdivision Agreement, as well as any other limitations imposed by law, use funds that it receives from the CA Subdivision Fund of the Purdue/Sackler settlement to pay a contingent fee to [COUNSEL]. Any such payment from [SUBDIVISION] to [COUNSEL] from [SUBDIVISION’S] CA Subdivision Fund allocation will not exceed [PERCENTAGE NOT TO EXCEED ONE-THIRD OR 5% OUT OF THE 15%] out of the [SUBDIVISION’S] 15% CA Subdivision Fund allocation; provided further that such payments, together with any contingency-fees that [COUNSEL] may receive from the Local Government Costs and Expenses Fund, will not exceed a total contingency fee of [PERCENTAGE NOT TO EXCEED 15%] of the [SUBDIVISION’S] total gross recovery from the Purdue/Sackler settlement. [SUBDIVISION] further certifies that any payments made under this Backstop Agreement will be made in accordance with the 95% Opioid Abatement use requirements under Section 5.02 A of the GESA and Section 4.01(f)(i) of the Master Settlement Agreement.
[COUNSEL] certify that they first sought fees and costs from the Local Government Costs and Expenses Fund created under the Governing Documents before seeking or accepting payment under this backstop agreement. [COUNSEL] further certify that they are not seeking and will not accept payment under this backstop agreement of any litigation fees or costs that have been reimbursed through prior settlements or judgments.

The Attorney General is executing this agreement solely because the definition of “State BackStop Agreement” in Exhibit R of the Governmental Entity & Shareholder Settlement Agreement requires such agreements to be between “a Settling State” and private counsel for a participating subdivision. Neither the California Attorney General nor the State of California have any obligations under this Backstop Agreement, and this Backstop Agreement does not require the payment of any state funds to [SUBDIVISION], [COUNSEL], or any other party.

Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

2 [DATE] [SUBDIVISION SIGNATURE BLOCK]
[DATE] [COUNSEL SIGNATURE BLOCK]
[DATE] [ATTORNEY GENERAL SIGNATURE BLOCK]
Docusign Envelope ID: 6BDBCAA1-FC4C-420D-AA40-90131840B996

ATTACHMENT 3
RESOLUTION 2025-46

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN DIMAS, CALIFORNIA,

APPROVING AND AUTHORIZING THE CITY OF SAN DIMAS TO ENTER INTO A

SETTLEMENT AGREEMENT WITH PURDUE PHARMA, LP AND THE SACKLER FAMILY (INCLUDING THE RELATED PARTICIPATION AGREEMENT) AND THE RELATED STATESUBDIVISION AGREEMENT, AND AUTHORIZING THE CITY MANAGER TO CARRY OUT

FURTHER RELATED ACTS
WHEREAS, the United States is facing an ongoing public health crisis of opioid abuse, addiction, overdose, and death, forcing the State of California and California counties and cities to spend billions of dollars each year to address the direct consequences of this crisis; and, WHEREAS, in January 2025, a proposed settlement was reached in litigation against Purdue Pharma, LP and the Sackler Family related to their contribution to the opioid crisis; and WHEREAS, as part of the settlement with Purdue and the Sacklers, local subdivisions, including certain cities, that are not plaintiffs in the litigation may participate in the settlement in exchange for a release of Purdue and the Sacklers (Participating Subdivision); and WHEREAS, copies of the proposed terms of those proposed nationwide settlements have been set forth in the Governmental Entity Direct Settlement Agreement with Purdue Pharma, LP and the Sackler Family (Purdue/Sackler Settlement Agreement); and WHEREAS, copies of the Purdue/Sackler Settlement Agreement have been made available to the City Council of the City of San Dimas (City) with this resolution; and WHEREAS, the Purdue/Sackler Settlement Agreement provides, among other things, for the payment of a certain sum to settling government entities in California including to the State of California and Participating Subdivisions upon occurrence of certain events as defined in the Settlement Agreement (California Opioid Funds); and
WHEREAS, in order to become a Participating Subdivision, the City must enter into a Subdivision Participation and Release Form which allows participation in the Purdue/Sackler Settlement Agreement; and
WHEREAS, California local governments in the litigation have engaged in extensive discussions with the State Attorney General’s Office (AGO) as to how the California Opioid Funds will be allocated, which has resulted in the Proposed California State Subdivision Agreement Regarding Distribution and Use of Settlement Funds – Purdue/Sackler Settlement (StateSubdivision Agreement) from the settlement with Purdue and the Sacklers; and WHEREAS, under the Purdue/Sackler Settlement Agreement, certain local subdivisions that did not file a lawsuit against Purdue/Sackler may qualify to participate in the settlement and obtain funds from the Abatement Account Fund; and
WHEREAS, the City is eligible to participate in the Settlement and become a CA Participating Subdivision; and

Resolution 2025-46 Page
2National Opioid Settlement Purdue/Sackler
August 26, 2025
WHEREAS, the intent of this resolution is to authorize the City to enter into the Purdue/Sackler Settlement Agreement by executing the Participation Agreement and to enter into the California State-Subdivision Agreement by executing the signature pages to those agreements.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN DIMAS, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. RECITALS. The Recitals set forth above are true and correct and are incorporated into this Resolution by this reference.

SECTION 2. APPROVAL AND AUTHORIZATION. The Purdue/Sackler Settlement Agreement, Subdivision Participation and Release Form, and California State-Subdivision Agreement are hereby approved, and the City Manager is authorized to execute them.

SECTION 3. FURTHER ACTS. The City Manager is hereby authorized to carry out all necessary acts such that the City can participate in the Purdue/Sackler Settlement Agreement, including, without limitation, execution (as necessary) of the Subdivision Participation and Release Form, Purdue/Sackler Settlement Agreement, State-Subdivision Agreement; and all related documents and the transmittal of thereof as necessary and appropriate.

SECTION 4. RATIFICATION. All actions heretofore taken by the City Council and other appropriate public officers and agents of the City with respect to the matters contemplated under this Resolution are hereby ratified, confirmed and approved.

SECTION 5. EFFECTIVE DATE. This Resolution shall immediately take effect upon passage.

PASSED, APPROVED AND ADOPTED this 26th day of August, 2025. _______________________________
Emmett G. Badar, Mayor
ATTEST:
________________________________
Debra Black, City Clerk

Resolution 2025-46 Page
3National Opioid Settlement Purdue/Sackler
August 26, 2025

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )§

CITY OF SAN DIMAS )
I, DEBRA BLACK, CITY CLERK of the City of San Dimas, California, do hereby certify that the foregoing is a full, true and correct copy of Resolution 2025-46. It was duly adopted and passed at a regular meeting of the San Dimas City Council on the 26th, day of August, 2025 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Debra Black, City Clerk

Agenda Item Staff Report
To: Honorable Mayor and Members of City Council
For the Meeting of August 26, 2025
From: Brad McKinney, City Manager
Prepared by: Jonathan Marin, IS/IT Analyst
Subject: Approve a Three-year Contract Renewal with Intelligent Contracts, RLDatix for a Cloud Based Contract Management Solution in the Amount of $40,949.40 with Ongoing Annual Renewals Until a Written Cancelation Notice is Issued. ____________________________________________________________________________

SUMMARY
Authorization to award and authorize the City Manager or Designee to renew Intelligent Contracts, RLDatix for a Cloud Based Contract Management Solution in the amount of $40,949.40 with ongoing annual renewals until a written cancellation notice is issued.

RECOMMENDATION
City Staff recommends that the City Council:
• Approve the three-year agreement with Intelligent Contracts, RLDatix for a Cloud Based Contract Management Solution in an amount of $40,949.40 with options for annual renewals thereafter until a written cancellation notice is issued; and • Authorize the City Manager or designee to execute the agreement in a form approved by the City Attorney.

GOVERNMENT CODE §84308 APPLIES:
https://leginfo.legislature.ca.gov
No

FISCAL IMPACT
The proposed contract for a cloud-based contract management solution with Intelligent Contracts, RL Datix is $13,248.37 for the first year, with 3% annual increases each subsequent year. The total contract amount for the three-year term is $40,949.40. The Fiscal Year 2025-26 City budget

Approve a three-year Contract Renewal with Intelligent Contracts, RLDatix for Cloud Based Contract Management Solution in An Amount of $40,949.40 Page 2 For the Meeting of August 26, 2025
includes an appropriation to cover the cost of the first-year subscription within the Technology Subscription & Licenses account, under budget account number 001.4190.035.001.

BACKGROUND
On July 1st, 2022, the City of San Dimas entered into an agreement with Intelligent Contracts for three years. Intelligent Contracts assisted the City in preparing all documents, creating online forms, and templates for use in their system. Staff engaged in various implementation sessions that required compiling departmental contract documents for all existing or upcoming contracts.

The system was selected due to the needs of the City. Intelligent Contracts allowed for:

1. Automatic alerts based on contract information

2. Creation of contracts using approved templates

3. Real-time collaboration and editing of contract documents in the cloud

4. Unlimited internal and external users

5. Document log tracking and versioning

6. Electronic signature integration for routing
Staff recommends renewing the contract for an additional three-year term with the option for annual renewals thereafter. This will eliminate the need to bring an annual agreement back to the City Council. City staff will continue to budget for this expenditure annually and will review whether Intelligent Contract remains the best service for the City.

DISCUSSION/ANALYSIS
The City of San Dimas previously did not have a centralized workflow for managing and tracking the lifecycle of its ongoing contracts. For improved budget forecasting and efficiency, the City sought contract management software to help streamline the process. Berfore procuring Intelligent Contracts, the City was working with multiple versions and documents in various locations while using Microsoft and Adobe products to complete and sign contracts.

Intelligent Contracts helped organize the complete lifecycle of all City contracts by providing a one-stop shop for generating and editing a contract, sending the document out for signature, gathering supporting documents, and providing alerts and reminders during the life of the contract.

Additionally, the City Attorney has access to Intelligent Contracts and can review contracts and supporting items in the same location, eliminating the need for documents to be emailed to him.

The contract management software continues to be used by all City departments and has become an integral step in contract workflows.

ALTERNATIVES
If the recommended contract renewal is not approved, staff would explore alternative options of evaluating other contract management solutions or revert to managing contracts in a more divided and less processed manner by leveraging existing business applications to piece together a complete contract. This can lead to missed deadlines, duplicate documents, or other oversights.

Approve a three-year Contract Renewal with Intelligent Contracts, RLDatix for Cloud Based Contract Management Solution in An Amount of $40,949.40 Page 3 For the Meeting of August 26, 2025

ENVIRONMENTAL REVIEW
Pursuant to CEQA guidelines Section 15061 (b)(3), CEQA does not apply to this item because there is no potential for causing a significant effect on the environment. Therefore, no additional environmental review is needed at this time.

Respectfully submitted,
Jonathan Marin
IS/IT Analyst
Attachments:

1. Intelligent Contracts, RL Datix Order Form

2. RLDatix Services Agreement

Safer Patients. Safer Workforce. Safer Organization.

Joseph Saba
[email protected]
ATTACHMENT 1

INCLUDED IN THIS ORDER
Licenses
Module or Add-ons Product or Services Quantity
intelligentcontract intelligentcontract Subscription 1
Quote Date 2025-07-01
Quote Number Q-204861
Organization City of San Dimas
Currency USD
Expiry Date 2025-06-30
RLDatix 311 South Wacker Drive, Suite 4900, Chicago, Illinois, 60606

YOUR PRODUCTS
The Software ordered is licensed, not sold, and the license granted to City of Dimas is limited in accordance with the Master Services Agreement available on the RLDatix website at https://www.rldatix.com/en-nam/msa The license granted to the Client listed on this Order Form is limited as follows:

Active/non-archived contract
limit
1,000
The Licensed Material are
restricted for use only at the
following
United States & Canada
Unlisted Licensed Locations
The Licensed Materials may also be used at affiliated locations (which are not specifically identified above) as long as none of the unlisted licensed locations exceeds 100 FTEs and the aggregate total of all unlisted licensed locations does not exceed 400 FTEs. “FTE” refers to full-time equivalent number of employees.

Subscription

PRICING
Your Price
† Annual Subscription Fee $13,248.37
Total Year 1 $13,248.37
Minimum Commitment – 3 Years
Payment Instructions:

BMO Harris Bank Incoming ACH and Incoming Domestic Wire (Within the US) Instructions:

Bank Name: BMO Harris Bank NA
Bank Routing Number: 071000288
Beneficiary Name: Datix (USA) Inc.

Beneficiary Account Number: 2383222
† The First Year, being the first year of Maintenance Services or Subscription Services, shall commence on Effective Date of this purchase.

For the duration of the Minimum Commitment, annual fee increases shall be 3% The term of this order form is from 7/1/2025 to 6/30/2028

This information is private and confidential. 311 South Wacker Drive, Suite 4900, Chicago, Illinois, 60606

CLIENT ACCEPTANCE
Primary Contact Information
Name Jonathan
Email Marin
Phone Number 908-394-6254
Address 245 East Bonita Ave. San Dimas CA.

Invoice Contact Information
Name
Email
Phone Number
Address
______________________________ _____________________________ _____________________________________________ Signature Date Client Name and Title
Client Acceptance
This Order Form is made and accepted pursuant to, and inclusive of, the Master Services Agreement that is hereby incorporated by reference and agreed to by Client as a part of this Order Form. I hereby place the above order with RLDatix and represent that I have all necessary authority of the Client listed above to do so.

Please indicate your sales tax status:

Taxable Exempt
If exempt, record your Tax Exemption Number here _____________________ and email a copy of your exemption certificate to [email protected] (subject: “Exemption Certificate for order form Q-204861-20230802-1458”)

TERMS AND CONDITIONS
In addition to the terms and conditions of the Master Services Agreement, the prices quoted above are subject to the following:

License and Services
Except as expressly provided in a written agreement signed by authorized representatives of RLDatix and Client identified above, the agreement for the software and services described above shall be comprised of and governed solely by this Order Form and the relevant Statement of Work, as well as the Master Services Agreement and the RLDatix Standard Support Plan which are both available at the RLDatix website at https://www.rldatix.com/en-nam/msa. RLDatix rejects the terms of any order document or acknowledgement purporting to alter or add to such terms.

Payment/Delivery
Taxes are not included in the prices quoted and will be added to invoiced amounts. Payment is due within 30 days from invoice date. Licensed Materials will be delivered electronically and/or shipped on memory device(s) or made available for downloading. Client must confirm that the above addresses are correct. Payment remit-to instructions are specified below. Client’s purchase order must reference the quotation number.

Implementation and Integration Services
If listed, RLDatix is providing implementation and/or other services as part of the initial fee listed above. RLDatix staff time on services is tracked and the Order Form lists the maximum number of hours which will be delivered as part of the initial fee. In most cases the hours listed on the Order Form should be sufficient time for successful implementation. Client can purchase additional hours if required. Unused hours cannot be transferred to other services or products. The listed service hours must be used prior to the one year anniversary of the purchase date and any unused services hours as of that time shall expire. Refer to the relevant Statement of Work document for more details. Out of pocket expenses incurred by RLDatix for plans that include onsite services shall be reimbursed by Client.

Annual Fees
Annual fees are for software support and maintenance and subscription licensing in accordance with the RLDatix Standard Support Plan. A description of RLDatix' support and maintenance is located at the RLDatix web site at https://www.rldatix.com/en-nam/msa/.Unless otherwise indicated on the Order Form, the First Year of annual fees commences on the purchase date. If a Minimum Commitment is applicable, the term of that commitment will be indicated on the Order Form: Client and RLDatix agree to continue annual support and maintenance for the specified period of time. Maintenance fees, Subscription fees, and Success Plans auto-renew annually unless otherwise cancelled at least ninety (90) days advance. A lapse in payment of annual fees may result in a reactivation fee.

General
The contents of this order form are confidential and are intended only to transact business between RLDatix and Client, who may not disclose the contents to any third party.

Payments Instructions:

BMO Harris Bank Incoming ACH and Incoming Domestic Wire (Within the US) Instructions:

Bank Name: BMO Harris Bank NA
Bank Routing Number: 071000288
Beneficiary Name: Datix (USA) Inc.

Beneficiary Account Number: 2383222

Confidentiality Notice
All rights reserved. This material contains valuable properties and trade secrets of RLDatix embodying substantial creative efforts and confidential information, ideas and expressions (including, but not limited to, implementation approaches, personal identifiable information related to resourcing, project work plans and statement of work, client names and contact information, system configurations, forward-looking statements, pricing and key differentiators), no part of which may be reproduced or transmitted in any form without express written permission from RLDatix.

It is understood that this material will be disclosed on a confidential basis for use by select staff of your organization including key employees and your organization’s advisers, with appropriate confidentiality agreements in place, and be retained by anyone who receives it for the sole purpose of evaluating or participating in the evaluation of the proposal on a need-to-know basis.

RLDatix

MASTER SERVICES AGREEMENT
Confidential Page 1 of 9 Revision Date: 2024/05/27 v.2.0

RLDATIX MASTER SERVICES AGREEMENT
Client (as defined on the Order) and RLDatix (each individually is a “Party” and together they are the “Parties”) hereby agree as follows:

1. SCOPE

1.1. The terms and conditions of this agreement (the “Agreement”) and any attached schedule apply to Client’s use of the RLDatix’s products or services ordered by Client under an order form, statement of work, or other ordering document issued by RLDatix specifying the services to be provided hereunder (each an “Order” and collectively, the “Orders”). The parties acknowledge that in entering into this Agreement they have not relied upon any representations other than those reduced to writing in this Agreement.

1.2. Purchase Order (“PO”) Requirements: Client expressly agrees that terms and conditions provided under any PO provided to RLDatix shall be of no force and effect and shall be excluded from any Agreement. Client will provide any required POs promptly on signing of the Order.

This Agreement also applies to any services or work RLDatix does for Client without any other written agreement.

2. DEFINITIONS

2.1. “Active Contracts” shall mean contracts that are in process, active, and expired but not in an archived status. Agreement, amendments, addendums, exhibits, schedules and other documents directly forming part of the same agreement shall be treated as one contract for the purpose of counting Active Contracts.

2.2. “Affiliates” means affiliated in the manner indicated in the Order.

2.3. “Authorized Users” shall consist of the individuals Client permits to either access or use the Licensed Materials. Authorized Users must be associated with either a Listed Licensed Location or an Unlisted Licensed Location if specified on the Order.

2.4. “Confidential Information” means all confidential information disclosed by a Party (the “Disclosing Party”) to the other Party (the “Receiving Party”) whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of the disclosure, and includes this Agreement and all Orders as well as business and marketing plans, technology and technical information, product plans and designs and business processes disclosed by such Party.

Notwithstanding the foregoing, Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party, as demonstrated by Receiving Party’s written records.

Where the Disclosing Party is the Client, Confidential Information shall not include any information provided by Client through public forums or de-identified or aggregated data.

2.5. “Client Data” means all non-aggregated or non-deidentified electronic data or information submitted by Client to be stored or processed in the Licensed Materials.

2.6. “Credentialing Practitioner Affiliation” means the anticipated count of the Credential Staff Members, which includes all physicians and allied healthcare professionals as set out in the Order.

2.7. “Credential Staff Members” mean Client’s physicians and advanced practice practitioners.

2.8. “Documentation” means the published user manuals and other written materials concerning the Licensed Materials that RLDatix generally makes available to its clients from time to time.

2.9. “Enhancements” means any updates, upgrades, improvements or new versions of the Software or Documentation that RLDatix may release or make generally available to its clients from time to time, which items are also subject to license.

2.10. “FTE” means full time equivalents. FTEs are expressed in numerical units, with full time workers expressed as 1.0 FTE and half-time workers expressed as 0.5 FTE. As used in connection with this Agreement, Client’s FTEs include: (i) all of Client’s employees, (ii) Client’s agents and affiliates, (iii) Permitted Independent IT Contractors, (iv) independent or contract medical personnel (physicians, nurses, pharmacists, etc.) including their support and ancillary staff, and (v) any other groups of health care providers, medical workers and volunteers having privileges or working with Client. Client’s FTEs are deemed to exclude: (A) FTEs associated with locations other than Listed Licensed Locations and Unlisted Licensed Locations as recorded on the Order (only to the extent that there is no overlap with Listed Licensed Locations or Unlisted Licensed Locations), and (B) Client’s patients and customers (to the extent that they do not fall into one of the other groups of individuals listed in the preceding sentence).

2.11. “IP Claim” means any claim, suit or proceeding filed against Client by any third party to the extent that such claim, suit or proceeding asserts that the Licensed Materials infringe any intellectual property rights of such third party in Canada, the United States, the United Kingdom, Australia or the EU.

2.12. “Licensed Materials” means (i) the Software, (ii) the Documentation, (iii) any Enhancements; (iv) any Modifications; (v) any Professional Services and (vi) any copy of the Software, Documentation, Enhancements or Modifications and Third Party Software.

2.13. “Licensed Thresholds” refers to the limitations on use specified on the Order such as, without limitation, the following: license type (i.e. the functionality included in the license to Client); number of licensed users (meaning the absolute number of permitted users of the Software rather than the FTE count); number of different types of users; Listed Licensed Locations and Unlisted Licensed Locations; and, as applicable, the FTE limit; Active Contract Limit; Credentialing Practitioner Affiliation Limit; Maximum Headcount; and Rostered Unit Limit.

2.14. “Listed Licensed Locations” and “Unlisted Licensed Locations” are as indicated on the Order: Listed Licensed Locations being specified by name and address. All authorized locations must be listed and may be excluded from the list only in accordance with terms for locations on the Order.

2.15. “Maximum Headcount” means the total, maximum number of unique personnel IDs that Client is authorized to use in the Licensed Materials each calendar month, as specified in the Order. For the avoidance of doubt, Client may allocate these unique personnel IDs to its staff members (which may include Client’s employees, agency staff and casual staff). If Client chooses to allocate multiple unique personnel IDs to a single staff member, then each such unique personnel ID will still be counted separately.

2.16. “Minimum Commitment” means a minimum term of Maintenance and/or a subscription as specified on the Order.

2.17. “Modifications” means any alteration, change or modification to any Licensed Materials made at Client’s request.

2.18. “Order” refers to the order form or quotation provided by RLDatix to Client that specifies the fees and certain parameters for the Licensed Materials, such as, without limitation, License Thresholds.

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2.19. “Permitted Independent IT Contractor” means an individual or group of individuals not employed by Client but who are engaged in work that supports Client’s use of the Licensed Materials. To qualify as Permitted Independent IT Contractors, such individuals or group of individuals must be identified on the Order, must be included in the FTE count (where there is an FTE limit on the Order), and must not provide services to, or on behalf of, any business which is competitive with RLDatix.

2.20. “Rostered Unit” means a discrete organizational unit that has a roster template associated with it (where “roster template” means the shift requirements for the organizational unit).

2.21. “Software” means the computer programs and Websites identified on the Order, together with any Enhancements or Modifications.

2.22. “Standard Support Plan” means the RLDatix Standard Support Plan, the most current copy of which is always available at https://www.rldatix.com/en-nam/msa.

2.23. “Third Party Software” means any computer programs not owned by RLDatix that are licensed to Client and provided along with the Licensed Materials.

2.24. “Taxes” means any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales and use, or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction.

2.25. “Website” means the software and hardware infrastructure or mobile application software which the Client may access to receive the Licensed Materials.

3. LICENSED MATERIALS

3.1. Right to Use Licensed Materials: License Grant. RLDatix hereby grants to Client a non-transferable, non-exclusive perpetual or subscription license (as so identified on the Order) (“Perpetual License” or “Subscription License”, respectively) for its Authorized Users to (i) under a Perpetual License, install and use the Licensed Materials in accordance with this Agreement, or (ii) under a Subscription License, to remotely access and use the Licensed Material, in each case, subject to the License Threshold limitations set forth in this Agreement and the associated Order (including the duration of any Subscription License or renewal thereof), solely at the Listed Licensed Location(s) and Unlisted Licensed Locations as specified and defined on the Order (as modified by the process in section 3.5), and provided always that the live database and Licensed Threshold limits specified and defined on the Order are not exceeded (the "License"). Client shall ensure that the Licensed Materials are not used at locations other than Listed Licensed Locations and Unlisted Licensed Locations.

3.2. Limitations. Any right not specifically granted herein is reserved. Client shall have no right to assign, sublicense, transfer, rent, lease, or distribute the Licensed Materials. No right of ownership or any other exclusive right in any particular manner of configuration, customization or setup of the Licensed Materials performed by RLDatix is granted to Client. No right is granted to the Client to use the Licensed Materials other than in support of Client’s own internal business processes and activities. No right is granted to the Client herein to operate the Licensed Materials in a service bureau, outsourcing business or other manner in which the Licensed Materials are used to process or manage information other than that generated by Client in the course of Client’s own internal operations. Client shall ensure that each Authorized User has, and only uses his or her own, unique account name and password combination to access the Software. Client shall not permit more than one person to use any one account name and password combination. Client shall not permit any person or entity other than RLDatix to maintain or in any way change or modify the Licensed Materials or any element thereof. If Client has elected for a Subscription License, Client’s right to the use of the Licensed Materials is limited to the duration of the Subscription License (or any renewal thereof) for which the Subscription License fee has been paid. Client shall not and shall ensure its users do not configure and/or re-configure any or all the Licensed Materials (in whole or in part), including but not limited to configuring and/or re-configuring the same, in any manner, which has the effect of permitting unauthorized access to the same, including unauthorized access to any or all of the Client Data.

3.3. Warranty. RLDatix warrants that it has the right to (i) enter into this Agreement; (ii) grant the licenses offered pursuant this Agreement; and (iii) grant the right for Client and its Authorized Users to make use of the Third-Party Software. No warranty or assurance is made as to the ability of the Software to satisfy any or all of Client’s particular requirements or that use of the Software will be uninterrupted or error free.

3.4. Authorized Users. Only Authorized Users are entitled to make use of and access the Licensed Materials, and only then (i) from Listed Licensed Locations and/or Unlisted Licensed Locations as specified and defined on the Order, using a secure connection to the server hosting the Software for Client and (ii) exclusively to operate the Software for Client’s internal business. As such, Client will ensure that only Authorized Users have access to the Licensed Materials. Additionally, any duty, obligation or prohibition incumbent upon the Client shall be interpreted as a duty to procure that each end user of the Licensed Materials complies with the same.

3.5. Location Substitution License Threshold. Client may substitute one permitted location for another Listed License Location, provided that (i) the new location replaces either an original location on the initial Order or a location subsequently added via this process, (ii) the new location is in the same country as the location it is replacing, (iii) the License Threshold number associated with the new location is the same or smaller than the License Threshold number at the replaced location, and (iv) Client provides RLDatix with written notice of the change within 90 days of making the substitution (and Client must include in such notice the address and License Threshold number of both the new and replaced location(s)), and (iv) the Licensed Materials are no longer used at the replaced location. Supplemental License Fees will be applicable where License Threshold number growth and/or new locations (in relation to the Order), cannot be accommodated through the process of Location Substitution per this paragraph.

3.6. Acceptance. Within three (3) months of delivery of the Licensed Materials or making them available for use or download, Client shall complete testing and evaluation of the Licensed Materials. In the event that there is a material non-conformance in the operation of the Software or a material non-conformance in the other Licensed Materials during this period, Client shall provide written notice thereof to RLDatix. A material non-conformance in the operation of the Software is defined as a Severity Level 1 or Severity Level 2 issue as per the Standard Support Plan.

RLDatix shall then have fourteen (14) days to address the non-conformance or defect in accordance with the terms of the Standard Support Plan and to provide Client with a written Notice of Repair, thereafter starting a fourteen (14) day time period for Client to retest and re-evaluate the Licensed Materials. In the event the non-conformance is not cured within this time period, Client, at its sole discretion, can extend the cure period for such non-conformances or terminate the applicable Order. The Licensed Materials shall be deemed accepted by Client upon the earliest of (i) Client providing written notice of acceptance, (ii) Client not presenting a notice of non-conformance or defect within the first thirty (30) days after Client places the Software into a production/live environment for go live, (iii) Client not presenting a notice of non-conformance or defect within the first three (3) months after the Licensed Materials is made available to Client for use (or, as the case may be within three (3) months of making the Licensed Materials available for download), or (iv) more than fourteen (14) days passing since RLDatix’s last Notice of Repair being provided to Client without a written notice of material non-conformity being issued by Client, such date being the “Acceptance Date”.

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3.7. Professional Services: RLDatix will provide any required implementation and professional services as listed in the Order (the “Professional Services”) and defined in an applicable Statement of Work (“SOW”).

3.8. Data Protection: RLDatix will maintain appropriate administrative, physical and technical safeguards designed for the protection of the security, confidentiality and integrity of Client Data, including measures designed to prevent unauthorized access, use, modification or disclosure of Client Data by RLDatix personnel, as required to provide the Licensed Materials and prevent or address service or technical problems.

3.9. Hosting: Hosting services may be provided by a hosting partner that is a subcontractor of RLDatix. Subject to the terms of this Agreement, RLDatix shall be responsible for the actions of the Hosting Partner, to the extent that such actions are directly related to the services provided to Client.

3.10. Support and Maintenance. Support and maintenance services (“Maintenance”) will be provided in accordance with the then-current version of the Standard Support Plan. RLDatix reserves the right to make changes to the Standard Support Plan and the policies within it to improve or enhance the support and maintenance.

3.11. Limitation on Version. RLDatix will provide Maintenance for the versions of the Software specified in the Standard Support Plan, subject only to Client's payment of the applicable Maintenance fees as provided hereunder. RLDatix may, in its sole discretion, offer Maintenance on a time and materials basis for older versions of the Software and shall be predicated on Client currently receiving Maintenance.

3.12. Professional Services Terms and Conditions. The Parties agree that all Professional Services will be supplied in accordance with the relevant Order and any associated SOW. If Client does not materially adhere to the guidelines in the relevant SOW, RLDatix reserves the right to either (i) perform the services on a time and materials basis, or (ii) not perform the services. Services dates and times which have been agreed to by both parties which are later cancelled or rescheduled at Client’s request will require that: (x) all such fees for delivered Professional Services shall become immediately due and payable; (y) Client shall reimburse RLDatix for expenses incurred prior to the cancellation or rescheduling notice being received; and (z) if RLDatix is notified less than twenty (20) business days before the scheduled date, forfeiture by Client of the service hours which RLDatix is reasonably unable to re-book with another client for the same date and time. Any Services listed on the associated Order must be used by Client prior to the one-year anniversary of the Effective Date. Any Services unused by Client as of that time shall expire. Unused services cannot be transferred to other engagements.

3.13. Out-of-Pocket Expenses. Expenses incurred by RLDatix in providing on-premise training or services shall be fully reimbursed by Client and are in addition to fees otherwise listed in the Order unless explicitly stated otherwise.

4. CLIENT RESPONSIBILITIES WITH RESPECT TO THE LICENSED MATERIALS

4.1. Responsibilities: Client shall ensure that: (i) all limits and restrictions on the license, including but not limited to, the maximum number and type of Authorized Users that will be permitted to use the Licensed Materials and their mode of access shall comply with the applicable Order; (ii) only Authorized Users access the Licensed Materials and only for the exclusive purpose of operating the Licensed Materials in the course of Client’s business; (iii) the Authorized Users will use the Licensed Materials in accordance with the terms and conditions of this Agreement the applicable Order, and then-current Documentation; (iv) its network and systems used in conjunction with the Licensed Materials comply with the Documentation that may be updated from time to time; (v) it has such internet connectivity and mobile network coverage as may be necessary for the Client to use the Licensed Materials. Client is solely responsible for procuring and maintaining its network connections and telecommunications links from its systems to RLDatix’s data centers and maintaining the security of its equipment and account access passwords. Client shall cooperate with RLDatix to permit RLDatix to install, support, troubleshoot or otherwise provide services, which may include but not be limited to the provision of reasonable facilities and access to systems and equipment and the assignment of appropriately skilled and trained personnel to interact with RLDatix representatives. If Client fails to fulfill its responsibilities, RLDatix shall be relieved of the obligation to provide services to Client which are made more difficult or expensive by reason of Client’s failure to fulfill Client’s responsibilities.

RLDatix may, in its sole discretion, offer to continue providing services to Client under such circumstances for an additional charge. Client specifically agrees to refrain from any direct or indirect efforts or attempts to reverse engineer, decompile, or disassemble the Licensed Materials or to develop any derivative work thereof of any kind. Client shall not remove or obscure any proprietary notices or labels on the Licensed Materials or infect the Licensed Materials with viruses or any other computer code, files or programs that interrupt, destroy, or limit their functionality. The Client shall assume full responsibility for the acts and omissions of each Authorized User and shall be liable for any breach(es) of the same as if it were a breach by the Client.

4.2. Client Data: Client acknowledges that the collection of Client Data is the sole and exclusive responsibility of Client. Client acknowledges that RLDatix is not responsible in any way for any intellectual property infringement or the violation of any third party’s rights or any laws, including but not limited to infringement or misappropriation of copyright, trademark or other property right of any person or entity, arising from or relating to the Client Data. In relation to all personal data comprised within the Client Data, Client warrants that such personal data shall have been obtained and supplied to RLDatix in compliance with applicable laws and Client warrants that it has obtained all necessary consents and approvals from users that are necessary to permit RLDatix to provide the services under this Agreement. Client further agrees to not use the Licensed Materials to store, process or transmit any sensitive financial information, including but not limited to any account number, credit or debit card number (with or without any required security code) or password that would permit access to an individual’s financial account (unless the Order specifically permits for this to occur), and RLDatix disclaims responsibility for any such data.

4.3. Trade Sanctions: Each party will comply with all applicable import, re-import, sanctions, anti-boycott, export, and re-export control laws and regulations. For clarity, the Client is solely responsible for compliance related to the manner in which the Client chooses to use the Licensed Materials, including the Client’s transfer and processing of Client Data. The Client represents and warrants that the Client and its financial institutions, or any party that owns or controls the Client or its financial institutions, are not subject to sanctions or otherwise designated on any list of prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, the U.S.

Government, the United Kingdom Government, the European Union or its Member States, or other applicable government authority.

5. PAYMENT AND INVOICING

5.1. Fees: Software is purchased on a subscription or perpetual basis as specified in the applicable Order and subject to the First Year Fee as set out in the Order. No more than once per year, RLDatix may increase annual fees by an amount set out in the applicable Order or, if no amount is set out, by another reasonable amount. Additional purchases of Licensed Materials may be added during the Term (as specified below).

Fees for Professional Services will be offered on a one-time or subscription basis as set out in the applicable Order. If Client cancels its order,

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5.2. Invoicing and Payment: All fees are invoiced in advance, unless otherwise set out in the applicable Order. Unless otherwise stated in the applicable Order, invoiced charges are due within thirty (30) days from the date of the invoice. Payment obligations are non-cancelable and fees paid are non-refundable except as otherwise set out in this Agreement.

5.3. Late Payment: If any amounts are not received by RLDatix by the date specified on the applicable Order (unless subject to good faith dispute), then such charges shall accrue late interest at the rate of 1.5% compounded (19.6% per annum) of the outstanding balance per month or the maximum rate permitted by law (whichever is lesser), from the date the payment was due until the date paid; and RLDatix may, without limiting its other rights and remedies, suspend Client’s access to the Licensed Materials, in whole or in part, until such amounts are paid in full.

5.4. Taxes: Unless otherwise stated, fees do not include any Taxes. Client is responsible for paying all Taxes associated with the purchases under the Order where applicable. If RLDatix has the obligation to pay or collect any Taxes associated with an Order for which Client is responsible, then Client shall pay or reimburse RLDatix the amount of the Taxes. For clarity, RLDatix is solely responsible for taxes assessable against it based on its income, property or employees.

6. PROPRIETARY RIGHTS

6.1. Licensed Materials: Subject to the limited rights expressly granted hereunder, RLDatix reserves all rights, title and interest in and to the Licensed Materials and all modifications and improvements to the Licensed Materials, plus all related intellectual property rights. Except as expressly stated in this Agreement, this Agreement does not grant Client any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licenses in respect of the Licensed Materials. Any Modifications to any part of the Licensed Materials, excluding the Third Party Software, will be owned by RLDatix immediately on creation regardless of whether the Modifications were made at the request of Client or not. To the extent Client owns or acquires any right, title, or interest in and to any Modifications, Client hereby assigns to RLDatix all such right, title, and interest in and to such Modifications, including all intellectual property rights therein. RLDatix will own all intellectual property rights in any works created in performing this Agreement or in providing any Licensed Materials or Professional Services.

6.2. Client Data: Client reserves all rights, title and interest in and to the Client Data, and subject to the limited rights granted by Client hereunder, RLDatix acquires no right, title or interest from Client under this Agreement in or to Client Data or any intellectual property rights therein. Client hereby grants to RLDatix an irrevocable, non-exclusive, royalty-free, worldwide, perpetual license to (i) de-identify any and all Client Data obtained by RLDatix under this Agreement in accordance with the de-identification requirements of applicable laws, and use and disclose such de-identified data consistent with applicable laws for the proper management and administration of RLDatix or to carry out its legal responsibilities, (ii) combine Client Data with any de-identified or aggregated data maintained by RLDatix (provided that aggregated Client Data is first de-identified by RLDatix in accordance with applicable laws), and to make such combined data available to other entities to enable such entities or RLDatix to perform benchmarking or comparative analyses of their operations with the benefit of such data, and (iii) to use Client Data to monitor, develop, improve and optimize any of RLDatix’s software and services or its infrastructure underlying the same. For clarity, where Client’s Order is for Software that contains artificial intelligence as part of the software, Client grants to RLDatix an irrevocable, non-exclusive, royalty-free, worldwide, perpetual license to use Client Data as part of the Software and to train the artificial intelligence language model.

6.3. Usage Data. Any logs, site statistics or similar data collected by RLDatix shall be and remain RLDatix’s sole and exclusive property.

7. CONFIDENTIALITY

7.1. Confidentiality: The Receiving Party shall: (i) protect the Disclosing Party’s Confidential Information using the same degree of care that it uses to protect the confidentiality of its own Confidential Information of like kind (but in no event less than reasonable care); (ii) not use (except to perform its obligations hereunder or exercise its rights hereunder) or disclose to any third person any such Confidential Information, and (iii) except as otherwise authorized by the Disclosing Party in writing, limit access to such Confidential Information to those of its employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less than those herein. If the Receiving Party is required by law to make any disclosure of such Confidential Information, the Receiving Party, if permitted by law, shall first give written notice of such requirement to the Disclosing Party, and shall permit the Disclosing Party to intervene in any relevant proceedings to protect its interests in the Confidential Information, and reasonably cooperate with the Disclosing Party in seeking to obtain such protection. Each Party may also confidentially disclose the terms and conditions of this Agreement to actual or potential financing sources or acquirers. A Receiving Party’s obligations of Confidentiality shall last for the greater of (i) the term of this Agreement and (ii) five (5) years from disclosure, except that obligations related to trade secrets shall last for such longer period of time as the Disclosing Party maintains the Confidential Information as a trade secret.

7.2. Feedback: To the extent Client provides any suggestion, idea, enhancement requests, recommendations or comments (“Feedback”) to RLDatix, such Feedback will not be considered Confidential Information and RLDatix will have the unrestricted right to use, profit from, disclose, publish or otherwise exploit any Feedback without any compensation to Client. Client shall have no intellectual property rights in any developments arising from any Feedback.

8. DISCLAIMER

8.1. EXCEPT FOR THE EXPRESS WARRANTIES SET OUT IN EACH SCHEDULE, RLDATIX MAKES NO OTHER WARRANTIES,

REPRESENTATIONS OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION THAT OPERATION AND ACCESS

OF THE LICENSED MATERIALS WILL BE UNINTERRUPTED OR ERROR FREE, OR ANY IMPLIED WARRANTIES OF

MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR SATISFACTORY QUALITY OR THOSE ARISING FROM STATUTE OR USAGE OF TRADE.

8.2. CLIENT ACKNOWLEDGES AND AGREES THAT RLDATIX HAS NOT REPRESENTED ITS PRODUCTS AS HAVING THE ABILITY TO

DIAGNOSE DISEASE, PRESCRIBE TREATMENT, OR PERFORM ANY OTHER TASKS THAT CONSTITUTE THE PRACTICE OF MEDICINE. THE PARTIES AGREE THAT, AS BETWEEN CLIENT AND RLDATIX, CLIENT IS RESPONSIBLE FOR THE ACCURACY AND QUALITY OF CLIENT DATA AS INPUT INTO THE PRODUCTS. CLIENT ACKNOWLEDGES AND AGREES THAT RLDATIX DOES NOT

PROVIDE MEDICAL SERVICES TO PATIENTS AND THAT THE OBLIGATION TO EXERCISE INDEPENDENT MEDICAL JUDGMENT IN

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RENDERING HEALTH CARE SERVICES TO PATIENTS LIES SOLELY WITH THE HEALTHCARE PROFESSIONAL PROVIDING THE SERVICES.

9. INDEMNIFICATION FOR INTELLECTUAL PROPERTY INFRINGEMENT

9.1. RLDatix will defend at its expense any IP Claim and will pay all costs and damages finally awarded against Client by a court of competent jurisdiction or any settlement amounts finally agreed to by RLDatix as a result of any such IP Claim, provided that Client (i) promptly notifies RLDatix in writing of such IP Claim, (ii) transfers sole control of the defense of the IP Claim and all negotiations leading to a settlement or resolution (provided that Client will have the right to reasonably participate, at its own expense, in the defense of any such IP Claim); and (iii) fully co-operates with and assists RLDatix in the defense of such IP Claim.

9.2. If an IP Claim arises, or in RLDatix’s opinion, may arise, then RLDatix may at its sole option and in its sole discretion (i) replace or modify that portion of the Licensed Materials so as to avoid the IP Claim; (ii) procure the right for Client to continue the use of the Licensed Materials, or (iii) terminate that portion of the applicable Order corresponding to the IP Claim and refund to Client a pro rata amount of the fees actually paid by Client to RLDatix for the unused portion of the annual fees for such Order.

9.3. The foregoing indemnities will not apply to any IP Claim based upon or arising from (i) any unauthorized use or modification of the Licensed Materials; (ii) use of the Licensed Materials in combination with any software, data, content or hardware not provided or required by RLDatix, to the extent the IP Claim relates to the combination or (iii) any work based on specifications provided by Client to the extent the IP Claim related to such work created based on those specifications.

9.4. THE FOREGOING REPRESENTS CLIENT’S SOLE AND EXCLUSIVE REMEDY AND RLDATIX’S ENTIRE LIABILITY AND OBLIGATION WITH RESPECT TO ANY ACTUAL OR ALLEGED INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHT.

10. LIMITATION OF LIABILITY

10.1. TO THE EXTENT ALLOWED BY LAW, IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY

INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES HOWEVER CAUSED, INCLUDING LOSS

OR CORRUPTION OF DATA, LOSS OF PROFIT, LOSS OF REVENUES, LOSS OF GOODWILL, LOSS OF SAVINGS OR OTHER

COMMERCIAL OR ECONOMIC LOSS, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2. NOTWITHSTANDING ANYTHING ELSE CONTAINED IN THIS AGREEMENT, TO THE EXTENT ALLOWED BY LAW, IN NO EVENT SHALL EITHER PARTY’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT OR TORT OR

UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE AMOUNT PAID BY CLIENT IN THE TWELVE MONTHS PRECEDING THE DATE OF THE CLAIM LEADING TO SUCH LIABILITY.

10.3. SECTION 10.2 SHALL NOT APPLY TO (i) CLIENT’S PAYMENT OBLIGATIONS FOR THE SERVICES UNDER THIS AGREEMENT; (ii) ANY BREACH OF SECTION 4.1 Error! Reference source not found.; (iii) INDEMNIFICATION OBLIGATIONS UNDER SECTION 9.1; OR (iv) EITHER PARTY’S FRAUD, WILFUL MISCONDUCT OR GROSS NEGLIGENCE; OR (v) MATTERS THAT CANNOT BE EXCLUDED BY APPLICABLE LAW.

10.4. EACH PARTY WILL TAKE REASONABLE STEPS TO MITIGATE A LOSS, INCLUDING WHERE THAT LOSS OCCURS AS A RESULT OF ANYTHING THAT MAY GIVE RISE TO A CLAIM UNDER AN INDEMNITY.

11. TERM AND TERMINATION

11.1. Effective Date: The License granted herein commences (and the terms and conditions and software license making up this Agreement are adopted by Client), on the Effective Date, which shall commence on the earlier of (i) the date Client signs the Order, (ii) the date by which Client provides a purchase order consistent in all respects with the terms set forth herein, (iii) the date on which RLDatix provides services or software pursuant to this Agreement, (iv) in the case of a Subscription Term, the first day of the first license key being operational, or (v) the date on which Client installs, copies or in any way uses the Licensed Materials.

11.2. Subscription Term. For Licensed Materials licensed under a subscription model, the term of this Agreement shall be the term set out in the first Order under this Agreement (the “Term”, with the first twelve months of the Term being the “First Year”). The Agreement will automatically renew for additional periods of one year (each a “Renewal Term”; the Term along with any Renewal Terms being the “Subscription Term”) unless either Party gives written notice of non-renewal to the other Party at least three months before the end of the Subscription Term.

Additional Subscriptions purchased on any subsequent Order will co-terminate with the Subscription Term. Client’s Subscription License fee includes a subscription to Maintenance for the term of the Subscription Term. A Subscription Term cannot be discontinued or terminated during the Minimum Commitment.

11.3. Perpetual Term. For Licensed Materials licensed under a perpetual model, the Term shall survive until terminated.

11.4. Maintenance Term. (i)For Licensed Materials licensed under a subscription model the Maintenance Term coincides with the Subscription Term. (ii) For Licensed Materials licensed under a perpetual model, Maintenance is available for one (1) year terms. Unless otherwise indicated on the Order, the “First Year", being the first year of Maintenance, shall commence on the Effective Date of the Agreement, the month and day of which shall become known as the “Renewal Date.” The Renewal Date shall constitute the commencement date of each successive oneyear Maintenance Term (each a “Renewal Term”). Following the First Year (and completion of the Minimum Commitment period if applicable), Maintenance shall be renewed for successive one year terms on the Renewal Date, provided, however, that either party may, by written notice to the other party at least three (3) months prior to the expiration of the First Year or any Renewal Term elect to discontinue Maintenance as of the end of the latter of (i) the then-current Maintenance Term and (ii) the Minimum Commitment. In the event that Client does not renew its term of Maintenance with RLDatix and later elects to receive Maintenance, Maintenance may be reinstated by RLDatix, in its sole discretion, for a Maintenance fee equal to (i) the fee that Client would have paid had Client retained the Maintenance since termination of Maintenance, prorated for any partial periods, plus (ii) prepayment of Maintenance fees for the following full term, plus (iii) a reactivation fee equal to 10% of the total of (i) and (ii) above. If Client and RLDatix elect to reinstate Maintenance as set forth above, and the Licensed Materials are licensed under a perpetual model, RLDatix shall provide Client with the most recent version of the Software and provide Maintenance as described herein. Maintenance cannot be discontinued nor terminated in accordance with this section during the term of a Minimum Commitment.

11.5. Termination: If either Party (i) fails to substantially comply with any material provision of this Agreement or any Order, and such breach has not been cured within thirty (30) days after receipt of written notice thereof, the non-breaching Party may terminate this Agreement or the affected Order. Upon expiration or termination of this Agreement, (a) Client shall cease any further use of the Licensed Materials or Documentation, (b) each Receiving Party will return or destroy, at the Disclosing Party’s option and upon written request, the Disclosing Party’s

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MASTER SERVICES AGREEMENT
Confidential Page 6 of 9 Revision Date: 2024/05/27 v.2.0 Confidential Information in the Receiving Party’s possession or control, (c) Sections 5, 6, 9, 10, 11 and 12, will survive any expiration or termination of this Agreement or the affected Order and (d) if this Agreement or an Order is terminated due to RLDatix’s uncured breach, then RLDatix will refund to Client a pro rata amount of the annual fees actually paid by Client to RLDatix for the unused term of the affected Order.

11.6. Right to Suspend: RLDatix may, acting reasonably, suspend the provision of any Licensed Materials (or any part of a Licensed Materials) without liability to Client in the event of: (a) any unauthorized access to Client’s network which may result in unauthorized access to RLDatix’s network (the suspension to last until such time as that unauthorized access ceases or is demonstrated by Client not to have occurred); and/or (b) any breach by Client of any of its obligations under the Agreement; and/or (c) any requirement by law or at the direction of any court or governmental or other regulatory body, provided that, during the period of any such suspension the fees for the suspended Licensed Materials (or part thereof) will not be payable unless the suspension arises as a consequence of any unauthorized access to Client’s network under Clause 11.6(a), or a Client’s breach of the Agreement under Clause 11.6(b).

11.7. Effect of Termination: On termination or expiry of an Order, unless agreed otherwise in writing between the Parties: (a) the Licensed Materials will become inoperative and the Authorized Users will be unable to access any data stored by the Licensed Materials or otherwise use the Licensed Materials in any way; and (b) Client shall and shall procure all Authorized Users shall cease all activities authorized by the Order.

12. GENERAL

12.1. Entire Agreement. This Agreement, the Order, the Schedules, the Master Service Agreement Addendum (where applicable), the Standard Support Plan (where applicable), the Region Addendum (where applicable), the Product Addendum (where applicable) and any other document expressly referred to in the body of this Agreement or Order constitutes the entire agreement between the parties relating to any and all software or services purchased by Client from RLDatix, and supersedes all prior agreements, understandings and representations as to the subject matter set forth in this Agreement and shall control over any different or additional terms of any purchase order or other nonRLDatix ordering document, and no terms included in any such purchase order or other non-RLDatix ordering document shall apply to the Licensed Materials. The terms of this Agreement can only be varied by a written agreement signed by both RLDatix and Client or an updated version of this Agreement being presented by RLDatix. The headings in the Agreement are provided for convenience only and shall not be construed to infer intent or meaning. In the event of a conflict between the terms of this Agreement and any other document forming part of the Agreement (including, but not limited to, the Order, and the Standard Support Plan), the order of precedence shall be the Order, the Product Addendum, the Region Addendum, this Agreement, the Standard Support Plan. In the case of any other document, unless the other document is signed by both parties and makes specific reference to this Agreement and identifies by section or paragraph number the specific elements of this Agreement in respect of which the other document is to take precedence, it shall have no bearing. No general statement that another document takes precedence shall apply. In the event of a conflict between this Agreement and an Order, the terms of the Order shall control.

12.2. Assignment: Neither Party may assign this Agreement nor any rights or obligations herein without the other Party’s prior written approval, except that either Party may assign this Agreement to a successor to substantially all of its assets or business related to this Agreement or an affiliate, subject at all times to the terms of this Agreement. Any purported assignment in violation of this Section shall be void.

12.3. Miscellaneous: Notices to RLDatix provided must be addressed to the Legal Department of RLDatix and emailed to [email protected].

Notices to Client may be delivered to the contact information for Client provided in the Order. The parties expressly exclude application of the provisions of the United Nations Convention on Contracts for the International Sale of Goods (the Vienna Conventions, 1980). If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect.

12.4. Applicable Law, Incompatibility: If Client is based in the United States this Agreement will be governed by the laws of the State in which Client is based. If Client is based in the United Kingdom this Agreement will be governed by the laws of England and Wales. If Client is based in the EU this Agreement shall be governed by the laws of Ireland. If Client is based in Australia or New Zealand this Agreement will be governed by the laws of the State of Victoria, Australia. Otherwise, this Agreement will be governed by the laws of Ontario, Canada. If a law, regulation or ordinance prevents a party from agreeing to one or more terms of this Agreement or in the event that any of the terms of this Agreement become or are declared to be invalid or unenforceable, then this Agreement will be deemed to be amended to reflect the limit of what is permitted by the law, regulation or ordinance.

12.5. Force Majeure Event: No delay, failure or default, will constitute a breach of this Agreement, to the extent caused by acts of war, terrorism, invasions, embargoes, hurricanes, earthquakes, pandemic, other acts of God or nature, strikes or other labor disputes, riots, power grid failure or other causes beyond the performing Party’s reasonable control (collectively, a “Force Majeure Event”).

12.6. Ethics: Each Party shall hold itself and its Affiliates to high ethical standards, including basic human rights, not engaging in any activity, practice or conduct which would constitute an offence under anti-slavery or anti-bribery legislation, encouraging fair and equal treatment for all persons, the provision of safe and healthy working conditions, respect for the environment, the adoption of appropriate management systems and the conduct of business in an ethical manner, without corruption.

12.7. Liability of RLDatix: Client shall defend, indemnify, protect and hold harmless RLDatix for all claims and actions arising out of Client’s use or misuse of the Licensed Materials, without limitation.

12.8. Audit Rights. Client shall maintain accurate books and records relating to the Licensed Materials, including but not limited to the use made thereof by Client in comparison to the License Thresholds and limitations on the Order. Wherever possible, such books and records shall be in a form to permit remote access and review. RLDatix may, at its sole cost and expense, conduct an audit of Client’s books and records relating to the Licensed Materials during normal business hours, with reasonable advanced notice and subject to any reasonable requirements of Client in respect of confidentiality. In the event that an audit reveals, or RLDatix is otherwise made aware that Client’s use of the Licensed Materials is in excess of any License Thresholds at any time, Client shall immediately tender the applicable supplemental fees, and should the audit reveal that Client’s use was more than 5% in excess of any License Threshold at any time, Client shall reimburse RLDatix for the reasonable costs of the audit.

12.9. Third Party Applications: Third-Party applications purchased by Client through RLDatix or otherwise shall not be governed by this Agreement.

Some elements of Third-Party Software require the distribution of separate notices, license terms and/or source code, and all Third-Party Software is subject to the license terms of such Third Party Software. None of the terms of the Third-Party Software licenses diminish or minimize the rights RLDatix is otherwise offering to Client in this Agreement. For each such element of Third-Party Software, the applicable licenses, notices or other elements can be found on the distribution media for the Software licensed by this Agreement in the folder named “Third-Party Software” and on the RLDatix web site at https://rldatix.com/en-nam/company/terms.

12.10. On-Premise Software: If Client is purchasing Licensed Materials for an on-premise deployment, the terms and conditions stated in the OnPremise Platform Terms and Conditions Schedule shall apply.