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Agenda packet, regular meeting, first session

Santa Fe Springs City Council
December 2, 2025

Document
Agenda packet, regular meeting, first session
Meeting
December 2, 2025
Body
Santa Fe Springs City Council
Pages
9
Original file
25.8 MB
Text extracted from the city's file for reading and search. Open the original on www.santafesprings.gov. That file is the official record.

BACKGROUND/DISCUSSION
The Cities of Commerce, Industry, Irwindale, Santa Fe Springs, and Vernon are each located in Los Angeles County and collectively represent a significant industrial and commercial corridor. Together, these jurisdictions host approximately 500,000 employees working in industries such as manufacturing, wholesale and distribution, transportation and logistics, and e-commerce. These activities contribute substantially to both local and state tax revenues. However, the cities often do not receive an adequate share of transportation, planning and grant monies because the distribution formulas are based solely on population.

Recognizing the shared economic and policy challenges facing these industrial and commercial sectors, the Cities have agreed to collaborate through a Memorandum of Understanding (MOU).

On September 2, 2025, the City Council approved between the Cities of Commerce, Industry, Irwindale, Santa Fe Springs, and Vernon. The member Cities agreed that this MOU would merely create a partnership – the “Big 4” that serves as a regional coalition to promote legislative initiatives to further promote economic development and support unique key policy mandates of its member cities.

The Big 4 is not a separate legal entity and does not have the powers of a decisionmaking legislative body.

The MOU establishes a framework for regional cooperation without creating a separate legal entity. Key provisions include:
• Formation of legislative affairs working group to promote unified regional priorities with state and federal legislators.
• Development of a joint legislative agenda on an annual basis. • Monitoring state and federal legislation and grants targeting industrial and commercial zones.
• Preparation of report highlighting the economic impact and investment needs of the region.
• Alignment with regional partners such as SCAG, Los Angeles County Economic Development Corporation, and local Chambers of Commerce.

ANALYSIS
The cities recognize the need to clearly articulate their economic value where industrial cities often contribute more than they receive. As part of this effort, the Big 4 cities have agreed to commence by hiring a consulting team to assist in drafting an economic and CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 PROFESSIONAL SERVICES AGREEMENTS TO THE REGIONAL MULTIJURISDICTIONCAL COALITION (BIG 4) TO PROMOTE LEGISLATIVE INTIATIVES

TO FURTHER ECONOMIC DEVELOPMENT AND KEY POLICY OBJECTIVES

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real estate development strategy.

The consulting team will be jointly led by DEODATE and North Star Alliances (NSA).

Together, DEODATE and NSA deliver a coordinated approach that combines technical expertise with strategic storytelling to elevate the Big 4 region’s visibility among developers, investors, policymakers, and partners:

DEODATE will serve as the lead technical and real estate economic development consultant, providing data-driven analysis, portfolio strategy, and economic development recommendations that establish the backbone of this initiative.

NSA will serve as the project’s lead project manager and communications partner, translating DEODATE’s technical findings into clear, actionable messaging, marketing, branding, and stakeholder engagement. NSA will also support each City’s ability to communicate its SB-1 funding needs and infrastructure pressures through concise, compelling advocacy materials.

This engagement is structured as a coordinated partnership between DEODATE and North Star Alliances (NSA). Phase 1 of the engagement is expected to take approximately 14 weeks.1
Low High
DEODATE $300,000 $385,000
NSA $200,000 $280,000
TOTAL $500,000 $665,000
The City is expected to be reimbursed for 75-80% of the total costs, depending on the number of cities that participate in the coalition.
1 Each firm maintains its own billing structure and contract agreement with the City. All project components, timelines, and deliverables will be coordinated under a unified work plan led by NSA to ensure seamless implementation and alignment across all tasks and cross-city initiatives.

The delivery schedule may be shifted or altered upon mutual agreement and start date. Delivery of the items in a compressed period may require additional staff support and associated updates to the overall cost proposal. The engagement schedule is structured as a retainer agreement based on the overall cost proposal. The engagement schedule is structured as a retainer agreement with task orders.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 PROFESSIONAL SERVICES AGREEMENTS TO THE REGIONAL MULTIJURISDICTIONCAL COALITION (BIG 4) TO PROMOTE LEGISLATIVE INTIATIVES

TO FURTHER ECONOMIC DEVELOPMENT AND KEY POLICY OBJECTIVES

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ENVIRONMENTAL
None.

SUMMARY/NEXT STEPS
Preliminary meeting with consulting team to develop priorities and policy objectives.

ATTACHMENT(S):

None.

ITEM STATUS:

APPROVED:

DENIED:

TABLED:

DIRECTION GIVEN:

ITEM # 24

CITY OF SANTA FE SPRINGS

CITY COUNCIL AGENDA STAFF REPORT
TO: Honorable Mayor and City Council Members
FROM: René Bobadilla, P.E., City Manager
BY: Julio Morales, Director of Finance & Administrative Services SUBJECT: FISCAL YEAR 2025-2026 FIRST QUARTER BUDGET REVIEW AND

POSITION ADJUSTMENTS
DATE: December 2, 2025
RECOMMENDATION:

It is recommended that the City Council:
1) Approve staff recommendation of an additional $812,415 to General Fund expenditures detailed in Attachment A;
2) Approve new positions (Attachment A):
• Four (4) new full-time positions to support Emergency Medical Services • Two (2) new full-time positions to support Code Enforcement Services • One (1) new full-time position to support Parks and Recreation special events 3) Approve position reclassifications and salary modifications (Attachment A):
• Three (3) reclassifications of existing full-time positions • One (1) full-time hire to support Information Technology Services 4) Approve one (1) hourly contracted position for temporary Accounting Services. 5) Approved and adopt the attached revised salary schedule.

FISCAL IMPACT
The impact of the proposed personnel adjustments on the FY 2025-2026 budget is an estimated increase in General Fund expenditures not to exceed $812,415. These are prorated amounts for the final six months of the fiscal year.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 FY 2025-2026 FIRST QUARTER BUDGET REVIEW AND POSITION ADJUSTMENTS

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BACKGROUND
The City is in the process of completing its year-end audit for FY 2024-2025 (FY 24-25).

We have prepared a preliminary summary of actual revenues and expenditures based on unaudited information.

Final figures will be available once year-end Annual Comprehensive Financial Report (ACFR) is completed in early 2026.

FY 24-25 Projected Year-End Results (unaudited)
The City Council adopted a FY 24-25 General Fund operating budget of $90.4 million, plus an additional $9 million in one-time funding, supplemental budget requests, and transfers from special revenue funds to the General Fund. By mid-year, the Council had authorized additional appropriations of $4.6 million for various purposes including grant fund recognition, vehicle acquisition, equipment purchases, contractual services, and personnel adjustments, resulting in a total revised budget of $104 million.

The projected FY 24-25 year-end General Fund results appear favorable.

Actual Revenues – excluding one-time revenues and transfers – were $98.4 million, which is $3.5 million or 3.74% greater than budgeted. Actual Operating Expenditures were $90.0 million, which is $14 million or 13.8% below budget. Actual Operating Revenue compared to actual expense creates a projected FY 24-25 surplus of $8.4 million.

FY 24-25 Revenues
The City conservatively under-budgeted three major revenue categories: Property Tax, Utility User’s Tax, and Franchise Fees by $1.2 million collectively (FY 24-25 actual revenues were $400,000 over prior year results). These gains were partially offset by a $800,000 shortfall in Sales Tax Revenues compared to the budgeted figure.

Total program revenues also fell short of budget projections by $1.1 million ($11.1 million budget vs $10.0 million actual). In addition, we did not record the $1.2 million in budgeted lease payments from the Water Department to the City, due to the Water Department’s revenue/billing issues.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 FY 2025-2026 FIRST QUARTER BUDGET REVIEW AND POSITION ADJUSTMENTS

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The City realized $4.4 million interest earnings in FY 23-24 and $4.6 million in interest income in FY 24-25. However, the City significantly under-budgeted interest income for FY 24-25 ($1.0 million) resulting in a $3.6 million surplus over budget.

FY 24-25 net revenue results exceeded budgeted figures by $3.5 million. However, budgeted revenues for FY 25-26 more closely reflect FY 24-25 actual revenues.

FY 24-25 Expenses
FY 24-25 actual expenses were $90 million, or $14 million below the revised budget.

Actual expenses were under budget primarily due to full-time staff vacancies, timing of certain vehicle/equipment purchases and delayed spending in contractual services. Many of these unspent amounts that were budgeted in FY 24-25 were carried over into FY 25- 26 and expected to be spent in the near future.

Cost savings realized for expenditures are summarized as follows:
• Full-time staff vacancies ($4.9 million)
• Contractual services ($2.4 million)
• Overhead ($2.3 million)
• Intergovernmental charges–other ($0.8 million)
• Intergovernmental charges–Whittier PD ($0.7 million)
• Equipment replacement ($0.7 million)
• Utilities ($0.6 million)
• Part-time salaries ($0.6 million)
• Supplies ($0.5 million)
• Fuel ($0.2 million)

ANALYSIS
The City Council adopted the Fiscal Year 2025-2026 (FY 25-26) budget on June 17, 2025.

The First Quarter (Q1) financial report covers revenue and financial operating performance for the three months ended September 30, 2025. The quarterly budget review process is also an opportunity to adjust appropriation amounts based on fiscal year-to-date actual information.

General Fund
FY 25-26 Q1 Revenue
For the three months ended September 30, 2025, the City’s actual revenue is $24.4 million, which is 24.9% of the FY 25-26 budget. Last year’s Q1 actual revenue was $20.1 million or 19.0% of the budget. The variance is primarily due to increased program revenues compared to last year, and the timing of collections for Franchise Fees as well as Utility User’s Tax compared to last year.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 FY 2025-2026 FIRST QUARTER BUDGET REVIEW AND POSITION ADJUSTMENTS

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Looking ahead to the remainder of FY 25-26, City revenues will be augmented following the voter-approved Measure L quarter-cent sales tax measure that passed in November.

It is projected that this will generate an additional $1.0 million in Sales Tax Revenue collection commencing in April.

FY 25-26 Q1 Expense
Actual operating expenses are $32.1 million, which is 28.4% of the FY 25-26 budget. Last year’s Q1 actual expenses were $33.5 million or 33.4% of the budget. Operating Expenses are greater than Revenues due to the one-time payment of Unfunded Accrued Liability (UAL) of $14 million in July.

Position Adjustments
The proposed personnel adjustments include new positions and reclassifications of existing positions:

New Positions

1. Three new full-time Firefighter/Paramedic positions to support Emergency Medical Services

2. One new full-time Special Assignment Battalion Chief position to support Emergency Medical Services

3. One new Code Enforcement Manager1to support Code Enforcement services

4. One new Program Coordinator I to support Parks and Recreation special events

5. One new Administrative Assistant to support Code Enforcement Services 1 – Cost of position will be partially offset by temporarily freezing a vacant Code Enforcement Supervisor position Reclassifications and other modifications

1. Reclassify one Procurement Specialist to Senior Account Clerk

2. Reclassify one Finance Analyst to Senior Finance Analyst

3. Reclassify one Principal Engineer to Assistant Director Public Works/City Engineer

4. Fill an existing, vacant IT Specialist2 position in lieu of contracting for services.

5. One hourly contracted position to perform accounting and finance duties per Professional Services Agreement (PSA)
2– Cost of position will be partially offset by reducing related contractual services The proposed personnel adjustments total $812,415 on a prorated basis for FY 25-26 and are detailed in Attachment A.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 FY 2025-2026 FIRST QUARTER BUDGET REVIEW AND POSITION ADJUSTMENTS

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ENVIRONMENTAL
N/A

SUMMARY/NEXT STEPS
The proposed FY 25-26 Q1 review and adjustment is presented to the City Council for further input and direction. Staff will incorporate any direction and input provided by the City Council.

ATTACHMENT(S):

A. Revenue and Expenditure Adjustments
B. Revised Salary Schedule
ITEM STATUS:

APPROVED:

DENIED:

TABLED:

DIRECTION GIVEN:

Position Adjustments
FY 25-26
(six months)
FY 26-27
(projected)
Fire-Rescue - Firefighter/Paramedic (3) 278,898 $ 557,796 $ Fire-Rescue - Special Assignment Battalion Chief 196,469 392,938 Police Services - Code Enforcement Manager* 76,271 152,541Police Services - Administrative Assistant in Code Enforcement 47,267 94,534Parks and Recreation - Program Coordinator I 47,150 94,300 $ 1,292,109 646,055 $
Public Works - Reclassify Principal Engineer to Assistant Director Public Works/City Engineer $ 93,307 46,653 $ Finance - Reclassify Procurement Specialist to Senior Account Clerk 5,823 11,646Finance - Reclassify Finance Analyst to Senior Finance Analyst 11 22Finance - Fill existing Information Technology Specialist position** 63,873 127,746Finance - Add part-time hourly position for accounting and finance 50,000 0 $ 232,720 166,360 $ $ 812,415 1,524,830 $
** Cost of position will be partially offset by reducing related contractual services FY 2025-26 Quarterly Update
New Positions:

Total Adjustments
* Cost of position will be partially offset by temporarily freezing a vacant Code Enforcement Supervisor position Personnel Adjustments:

Subtotal - Personnel Adjustments
Subtotal - New Positions

JOB TITLE BARGAINING
UNIT
RANGE STEP 1 STEP 2 STEP 3 STEP 4 STEP 5 STEP 6 STEP 7 STEP 8 STEP 9 STEP 10 Account Clerk SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Account Clerk Supervisor SFSMCA 19 6,078.82 6,261.19 6,449.02 6,642.49 6,841.77 7,047.02 7,258.43 7,476.18 7,700.47 7,931.48 Accountant SFSMCA 22 6,642.49 6,841.77 7,047.02 7,258.43 7,476.18 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 Administrative Assistant SFSEA 9 4,524.09 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 Administrative Services Officer SFSMCA 40 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 14,325.14 14,754.89 Aquatic Maintenance Worker SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Assistant City Manager SFSEMA 54 17,104.97 17,618.11 18,146.66 18,691.06 19,251.79 19,829.34 20,424.22 21,036.95 21,668.06 22,318.10 Assistant Civil Engineer SFSEA 20 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 Assistant Director of Community
Development SFSMCA 39 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 14,325.14 Assistant Director of Finance SFSMCA 39 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 14,325.14 Assistant Director of Police Services SFSMCA 34 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 Assistant Director of Public Works/ City
Engineer
SFSMCA 45 13,109.53 13,502.82 13,907.90 14,325.14 14,754.89 15,197.54 15,653.47 16,123.07 16,606.76 17,104.97 Assistant Director of Public Works SFSMCA 40 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 14,325.14 14,754.89 Assistant Fire Chief SFSFFA 46 13,502.82 13,907.90 14,325.14 14,754.89 15,197.54 15,653.47 16,123.07 16,606.76 17,104.97 17,618.11 Assistant Planner SFSEA 22 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 Assistant Superintendent SFSEA 33 9,196.55 9,472.44 9,756.62 10,049.32 10,350.80 10,661.32 10,981.16 11,310.59 11,649.91 11,999.41 Associate Civil Engineer SFSEA 29 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 10,049.32 10,350.80 10,661.32 Associate Planner SFSEA 25 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 Battalion Chief SFSFFA 42 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 14,325.14 14,754.89 15,197.54 15,653.47 Building Permit Technician SFSEA 7 4,264.39 4,392.32 4,524.09 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 Building Services Manager SFSMCA 31 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 Business Liaison SFSMCA 37 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 Capital Improvements Manager SFSMCA 36 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 City Clerk SFSMCA 38 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 Civil Engineering Assistant SFSEA 23 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 Civil Engineering Technician SFSEA 22 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 Code Enforcement Inspector SFSEA 21 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 Code Enforcement Manager SFSMCA 31 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 Code Enforcement Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Community Services Manager SFSMCA 34 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 Community Services Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Deputy City Clerk SFSMCA 21 6,449.02 6,642.49 6,841.77 7,047.02 7,258.43 7,476.18 7,700.47 7,931.48 8,169.43 8,414.51 Deputy Fire Marshal SFSFFA 33 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 Director of Community Development SFSEMA 47 13,907.90 14,325.14 14,754.89 15,197.54 15,653.47 16,123.07 16,606.76 17,104.97 17,618.11 18,146.66 Director of Community Services SFSEMA 46 13,502.82 13,907.90 14,325.14 14,754.89 15,197.54 15,653.47 16,123.07 16,606.76 17,104.97 17,618.11 Director of Economic Development SFSEMA 47 13,907.90 14,325.14 14,754.89 15,197.54 15,653.47 16,123.07 16,606.76 17,104.97 17,618.11 18,146.66 Director of Finance SFSEMA 51 15,653.47 16,123.07 16,606.76 17,104.97 17,618.12 18,146.66 18,691.06 19,251.79 19,829.34 20,424.22 Director of Parks and Recreation SFSEMA 46 13,502.82 13,907.90 14,325.14 14,754.89 15,197.54 15,653.47 16,123.07 16,606.76 17,104.97 17,618.11 City of Santa Fe Springs
Fiscal Year 2025-2026 Salary Schedule Effective July 1, 2025

JOB TITLE BARGAINING
UNIT
RANGE STEP 1 STEP 2 STEP 3 STEP 4 STEP 5 STEP 6 STEP 7 STEP 8 STEP 9 STEP 10 City of Santa Fe Springs
Fiscal Year 2025-2026 Salary Schedule Effective July 1, 2025 Director of Police Services SFSEMA 46 13,502.82 13,907.90 14,325.14 14,754.89 15,197.54 15,653.47 16,123.07 16,606.76 17,104.97 17,618.11 Director of Public Works/City Engineer SFSEMA 50 15,197.54 15,653.47 16,123.07 16,606.76 17,104.97 17,618.11 18,146.66 18,691.06 19,251.79 19,829.34 Economic Development Specialist SFSMCA 26 7,476.18 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 9,470.61 9,754.72 Electrician SFSEA 17 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 Electrician Assistant SFSEA 12 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 Environmental Program Manager SFSFFA 36 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 Executive Assistant SFSEA 15 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 Facilities Maintenance Specialist SFSEA 13 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 Facilities Maintenance Supervisor SFSEA 26 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 Finance Analyst SFSMCA 21 6,449.02 6,642.49 6,841.77 7,047.02 7,258.43 7,476.18 7,700.47 7,931.48 8,169.43 8,414.51 Finance Manager SFSMCA 37 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 Finance Technician SFSMCA 16 5,562.98 5,729.87 5,901.77 6,078.82 6,261.19 6,449.02 6,642.49 6,841.77 7,047.02 7,258.43 Fire Captain SFSFFA 35 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 Fire Chief SFSEMA 52 16,123.07 16,606.76 17,104.97 17,618.11 18,146.66 18,691.06 19,251.79 19,829.34 20,424.22 21,036.95 Fire Engineer SFSFFA 31 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 Fire Equipment Mechanic SFSEA 22 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 Fire Marshal SFSFFA 36 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 Fire/Environmental Safety Inspector SFSFFA 24 7,047.02 7,258.43 7,476.18 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 Fire/Environmental Safety Specialist SFSFFA 33 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 Firefighter SFSFFA 25 7,258.43 7,476.18 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 9,470.60 Firefighter Paramedic SFSFFA 29 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 Firefighter Paramedic Trainee SFSFFA 27 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 Fleet Maintenance Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Grants Analyst SFSEA 25 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 Grounds Maintenance Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Homelessness Services Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Housing Compliance Inspector SFSFFA 17 5,729.87 5,901.77 6,078.82 6,261.19 6,449.02 6,642.49 6,841.77 7,047.02 7,258.43 7,476.18 Housing Navigator SFSEA 14 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 Human Resource Manager SFSMCA 39 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 14,325.14 Human Resources Analyst SFSMCA 27 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 Human Resources Specialist SFSMCA 16 5,562.98 5,729.87 5,901.77 6,078.82 6,261.19 6,449.02 6,642.49 6,841.77 7,047.02 7,258.43 Human Resources Technician SFSMCA 14 5,243.64 5,400.95 5,562.98 5,729.87 5,901.77 6,078.82 6,261.19 6,449.02 6,642.49 6,841.77 Information Technology Specialist SFSEA 21 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 Lead Account Clerk SFSEA 14 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 Lead Bus Driver SFSEA 14 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 Lead Facilities Maintenance Specialist SFSEA 17 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 Lead Public Safety Officer SFSEA 21 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14

JOB TITLE BARGAINING
UNIT
RANGE STEP 1 STEP 2 STEP 3 STEP 4 STEP 5 STEP 6 STEP 7 STEP 8 STEP 9 STEP 10 City of Santa Fe Springs
Fiscal Year 2025-2026 Salary Schedule Effective July 1, 2025 Lead Water Utility Worker SFSEA 19 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 Librarian I SFSEA 19 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 Librarian II SFSEA 21 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 Librarian II Technical Services SFSEA 21 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 Librarian III SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Library Services Manager SFSMCA 31 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 Management Analyst SFSEA 20 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 Mechanic Assistant SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Mechanic I SFSEA 13 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 Mechanic II SFSEA 20 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 Media and Communication Specialist I SFSEA 14 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 Media and Communication Specialist II SFSEA 17 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 Parks & Recreation Maintenance
Worker SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Parks and Recreation Services Manager SFSMCA 32 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 Parks and Recreation Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Payroll Specialist SFSMCA 15 5,400.95 5,562.98 5,729.87 5,901.77 6,078.82 6,261.19 6,449.02 6,642.49 6,841.77 7,047.02 Principal Accountant SFSMCA 31 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 Principal Civil Engineer SFSMCA 37 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 Principal Planner SFSMCA 32 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 Procurement Manager SFSMCA 37 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 Procurement Specialist SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Program Coordinator I SFSEA 12 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 Program Coordinator II SFSEA 21 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 Public Information Officer SFSMCA 23 6,841.77 7,047.02 7,258.43 7,476.18 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 8,926.95 Public Safety Manager SFSMCA 31 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 Public Safety Officer II SFSEA 15 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 Public Safety Officer Supervisor SFSEA 26 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 Public Safety Program Coordinator SFSEA 13 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 Public Works Inspector SFSEA 22 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 Public Works Maintenance Worker SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Public Works Manager SFSMCA 37 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 Public Works Superintendent SFSMCA 39 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 14,325.14 Revenue & Budget Manager SFSMCA 37 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 Risk Analyst SFSMCA 27 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 Senior Account Clerk SFSEA 13 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 Senior Accountant SFSMCA 27 7,700.47 7,931.48 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 Senior Administrative Analyst (PW) SFSEA 28 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 10,049.32 10,350.80

JOB TITLE BARGAINING
UNIT
RANGE STEP 1 STEP 2 STEP 3 STEP 4 STEP 5 STEP 6 STEP 7 STEP 8 STEP 9 STEP 10 City of Santa Fe Springs
Fiscal Year 2025-2026 Salary Schedule Effective July 1, 2025 Senior Building Permit Technician SFSEA 13 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 Senior Bus Driver SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Senior Executive Assistant SFSMCA 21 6,449.02 6,642.49 6,841.77 7,047.02 7,258.43 7,476.18 7,700.47 7,931.48 8,169.43 8,414.51 Senior Facilities Maintenance Specialist SFSEA 15 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 Senior Fire/Environmental Safety
Inspector SFSFFA 29 8,169.43 8,414.51 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 Senior Finance Analyst SFSMCA 25 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 Senior Human Resources Analyst SFSMCA 31 8,666.95 8,926.95 9,194.76 9,470.60 9,754.72 10,047.36 10,348.79 10,659.25 10,979.03 11,308.40 Senior Management Analyst SFSEA 25 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 Senior Planner SFSEA 29 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 10,049.32 10,350.80 10,661.32 Senior Public Works Maintenance SFSEA 13 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 Senior Social Services Case Manager SFSEA 16 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 Senior Water Utility Worker SFSEA 15 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 Social Services Case Manager SFSEA 14 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 Streets Maintenance Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Systems Analyst SFSEA 26 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 Technology Services Manager SFSMCA 39 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 13,907.90 14,325.14 Traffic Engineer SFSEA 31 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 10,049.32 10,350.80 10,661.32 10,981.16 11,310.59 Traffic Signal and Lighting Assistant SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Traffic Signal and Lighting Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Traffic Signal and Lighting Technician I SFSEA 13 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 Traffic Signal and Lighting Technician II SFSEA 18 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 Transportation Supervisor SFSEA 24 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 Water Meter Reader SFSEA 10 4,659.81 4,799.61 4,943.60 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 Water Quality & Backflow Cross
Connection Specialist SFSEA 22 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 Water Systems Operator SFSEA 22 6,643.78 6,843.10 7,048.39 7,259.84 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 Water Utility Manager SFSMCA 37 10,348.79 10,659.25 10,979.03 11,308.40 11,647.65 11,997.08 12,356.99 12,727.70 13,109.53 13,502.82 Water Utility Supervisor SFSEA 26 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 Water Utility Worker SFSEA 13 5,091.91 5,244.66 5,402.00 5,564.06 5,730.98 5,902.91 6,080.00 6,262.40 6,450.27 6,643.78 Water Customer Services Supervisor SFSEA 26 7,477.63 7,701.96 7,933.02 8,171.01 8,416.14 8,668.63 8,928.69 9,196.55 9,472.44 9,756.62 JOB TITLE UNIT RANGE STEP 1 STEP 2 STEP 3 STEP 4 STEP 5 STEP 6 STEP 7 STEP 8 STEP 9 STEP 10 Administrative Clerk I Hourly/Part-Time 9 20.27 20.88 21.50 22.15 22.81 23.50 24.20 24.93 25.68 26.45 Administrative Intern Hourly/Part-Time 1 * * 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 Aquatics Aide Hourly/Part-Time 1 * * 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 Bus Driver Hourly/Part-Time 8 19.68 20.27 20.88 21.50 22.15 22.81 23.50 24.20 24.93 25.68 Code Enforcement Inspector Hourly/Part-Time 15 24.20 24.93 25.68 26.45 27.24 28.06 28.90 29.77 30.66 31.58 Community Resources Aide Hourly/Part-Time 1 * * 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 Community Services Program Leader I Hourly/Part-Time 3 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 21.50 22.15 Community Services Program Leader II Hourly/Part-Time 5 18.01 18.55 19.11 19.68 20.27 20.88 21.50 22.15 22.81 23.50 Community Services Program Leader II
(PTB) Hourly/Part-Time
5 18.01 18.55 19.11 19.68 20.27 20.88 21.50 22.15 22.81 23.50 Community Services Program Leader III
Hourly/Part-Time
10 20.88 21.50 22.15 22.81 23.50 24.20 24.93 25.68 26.45 27.24 Computer Technician Hourly/Part-Time 9 20.27 20.88 21.50 22.15 22.81 23.50 24.20 24.93 25.68 26.45 Environmental Intern Hourly/Part-Time 3 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 21.50 22.15 Fire Department Aide Hourly/Part-Time 2 * 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 21.50 Heritage Park Ranger Hourly/Part-Time 3 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 21.50 22.15 Instructor Lifeguard I Hourly/Part-Time 4 17.48 18.01 18.55 19.11 19.68 20.27 20.88 21.50 22.15 22.81 Instructor Lifeguard II Hourly/Part-Time 7 19.11 19.68 20.27 20.88 21.50 22.15 22.81 23.50 24.20 24.93 Instructor Lifeguard III Hourly/Part-Time 12 22.15 22.81 23.50 24.20 24.93 25.68 26.45 27.24 28.06 28.90 Lead Recreation Instructor Hourly/Part-Time 16 24.93 25.68 26.45 27.24 28.06 28.90 29.77 30.66 31.58 32.53 Library Information Desk Assistant Hourly/Part-Time 10 20.88 21.50 22.15 22.81 23.50 24.20 24.93 25.68 26.45 27.24 Library Services Aide Hourly/Part-Time 1 * * 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 Office Aide Hourly/Part-Time 1 * * 16.97 17.48 18.01 18.55 19.11 19.68 20.27 20.88 Public Safety Officer Hourly/Part-Time 16 24.93 25.68 26.45 27.24 28.06 28.90 29.77 30.66 31.58 32.53 Public Works Maintenance Worker Hourly/Part-Time 18.1 26.88 27.69 28.52 29.38 30.26 31.17 32.10 33.06 34.06 35.08 Recreation Instructor Hourly/Part-Time 6 18.55 19.11 19.68 20.27 20.88 21.50 22.15 22.81 23.50 24.20 City of Santa Fe Springs
Fiscal Year 2025-2026 Salary Schedule Effective July 1, 2025 *Effective 1/1/2025 Mininum Wage Increase Salary Adjustment ITEM # 25

CITY OF SANTA FE SPRINGS

CITY COUNCIL AGENDA STAFF REPORT
TO: Honorable Mayor and City Council Members
FROM: René Bobadilla, P.E., City Manager
BY: Cuong Nguyen, Director of Community Development
SUBJECT: ON-CALL PETROLEUM ENGINEERING SERVICES – AUTHORIZATION

TO ADVERTISE A REQUEST FOR QUALIFICATIONS (RFQ)
DATE: December 2, 2025
RECOMMENDATION(S):

It is recommended that the City Council:
1) Find that the advertisement of a Request for Qualifications (RFQ) for On-Call Petroleum Engineering Services is exempt from the requirements of the California Environmental Quality Act (CEQA);
2) Authorize the Director of Community Development to advertise an RFQ for OnCall Petroleum Engineering Services; and 3) Take such additional, related action that may be desirable.

FISCAL IMPACT
There is no fiscal impact associated with issuing this RFQ. Upon vendor selection, City staff will bring this item back for City Council review and approval, including proposed expenditure amounts. Fees for petroleum engineering services provided will vary by project. In some cases, costs for pass-through services may be borne by the project applicants.

BACKGROUND
The City oversees various development projects that include existing or historic oil and gas production activities. As part of these efforts, the City is responsible for ensuring that petroleum-related facilities, including oil and gas wells, are properly abandoned in accordance with state regulations and industry best practices. Given the technical CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 AUTHORIZATION TO ADVERTISE A REQUEST FOR QUALIFICATIONS FOR ONCALL PETROLEUM ENGINEERING SERVICES

Page 2 of 3 ends

complexity of well abandonment, specialized petroleum engineering expertise is required to support the City’s evaluation, planning, and oversight functions. To secure this expertise, staff recommends issuing an RFQ to establish an on-call petroleum engineering consulting contract.

ANALYSIS
Oil and gas well abandonment projects involve detailed engineering assessments, regulatory compliance, environmental considerations, and coordination with multiple agencies. City staff does not possess the in-house petroleum engineering expertise necessary to independently evaluate well conditions or develop abandonment strategies.

The proposed RFQ seeks qualified petroleum engineering consulting firms capable of providing technical support on an as-needed basis. The consultant will assist the City with tasks such as reviewing well records, preparing abandonment plans, coordinating with regulatory agencies, and providing field oversight during abandonment operations.

Establishing an on-call agreement will ensure the City has timely access to specialized expertise as projects arise.

ENVIRONMENTAL
Advertisement of the RFQ is exempt from the requirements of CEQA pursuant to Public Resources Code Section 21065 and CEQA Guidelines (Cal. Code Regs., tit. 14, § 15000 et seq.) Section 15378, because the action does not approve any development nor does it result in a direct physical impact on the environment, and as such, there are no reasonably foreseeable environmental impacts at this time.

As a separate and independent basis, advertisement of the RFQ is exempt from the requirements of CEQA pursuant to CEQA Guidelines Section 15061(b)(3) (Common Sense Exemption), because it can be shown with certainty that there is no possibility that the action will have a significant effect on the environment. Therefore, no further action is required pursuant to CEQA.

DISCUSSION
Issuing an RFQ for on-call petroleum engineering services will allow the City to identify and prequalify firms with the experience and capability to support complex oil and gas well abandonment activities. The selected consultant(s) will enable the City to manage current and future development projects involving legacy petroleum infrastructure more efficiently and responsibly. This approach also provides flexibility, as work will be assigned on an as-needed basis while ensuring compliance with procurement requirements. Staff anticipates that securing qualified petroleum engineering support will enhance project safety, reduce risks associated with aging petroleum facilities, and support the City’s long-term environmental stewardship goals.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 AUTHORIZATION TO ADVERTISE A REQUEST FOR QUALIFICATIONS FOR ONCALL PETROLEUM ENGINEERING SERVICES

Page 3 of 3 ends

SUMMARY/NEXT STEPS
Following City Council approval of the recommended actions, staff will post the RFQ on the City’s website and PlanetBids portal and distribute it by email to petroleum engineering consulting firms.

ATTACHMENT:

A. RFQ for On-Call Petroleum Engineering Services
ITEM STATUS:

APPROVED:

DENIED:

TABLED:

DIRECTION GIVEN:

RFQ No.: TBD
1 Request For Qualifications (RFQ):

On-Call Petroleum Engineering Services
RFQ No. TBD

CITY OF SANTA FE SPRINGS
Community Development Department
Attn: Cuong Nguyen, Director of Community
Development
Issued: December 4, 2025
Responses Due: January 15, 2026
RFQ No.: TBD
2 Request for Qualifications (RFQ)
On-Call Petroleum Engineering Services
RFQ No.: TBD
Issue Date: December 4, 2025
Response Due Date: January 15, 2026

INTRODUCTION
The City of Santa Fe Springs (City) is soliciting Statements of Qualifications (SOQs) from qualified firms and individuals to provide professional on-call petroleum engineering services. This Request for Qualifications (RFQ) intends to establish a pool of pre-qualified firms that may be considered for future contracts involving exploration, production, reservoir analysis, well integrity, and related petroleum engineering services.

I. ABOUT THE CITY
The City of Santa Fe Springs, located in southeast Los Angeles County, has a rich history deeply connected to the petroleum industry. Once one of California’s most prolific oil fields, the area experienced significant growth and development in the early 20th century as petroleum extraction played a vital role in shaping the community and regional economy.

While the City has since evolved into a balanced mix of industrial, commercial, and residential uses, the legacy of oil production remains an important part of its landscape and long-term planning considerations.

As the City continues to manage and oversee land use, infrastructure, and environmental stewardship, petroleum engineering expertise remains essential. Historical oil activity has created unique challenges and responsibilities, from the management of legacy wells and facilities to ensuring the safety, compliance, and sustainability of redevelopment efforts. The City seeks qualified petroleum engineering services to support these efforts, ensuring that its future growth is both responsible and consistent with its history as a community shaped by energy production.

II. SCOPE OF SERVICES
Selected firm(s) will provide petroleum engineering expertise on an as-needed basis, which may include, but is not limited to:
• Reservoir engineering studies, including volumetrics, material balance, decline curve analysis, and simulation modeling.
• Drilling, completion, and production engineering design and optimization.

RFQ No.: TBD
3 • Well integrity evaluations, workover planning, and failure analysis. • Reserves estimation and classification in accordance with industry standards (e.g., SPE-PRMS).
• Technical due diligence for acquisitions, divestitures, or joint ventures. • Economic evaluations, forecasting, and sensitivity analyses. • Regulatory compliance support and preparation of technical documentation. • Health, safety, and environmental considerations in petroleum operations.

Regulatory Compliance & Technical Guidance
• Review applicable federal, state, and local regulations governing oil and gas well abandonment (e.g., California Geologic Energy Management Division (CalGEM) standards, Air Quality Management District (AQMD), City ordinances). • Provide written technical guidance to ensure the City’s abandonment activities meet or exceed regulatory requirements.
• Advise on compliance with environmental regulations, including groundwater protection, soil remediation, and air quality controls.

Well File Review & Data Analysis
• Analyze historical well records, drilling logs, production data, and past remedial actions.
• Evaluate well integrity, casing conditions, cement bond logs, and prior plugging operations (if any).
• Identify wells with elevated environmental or safety risk requiring priority action.

Abandonment Plan Development
• Prepare technical abandonment procedures aligned with CalGEM standards, including:
o Casing cut and removal requirements;
o Cement plug placement intervals and volumes;
o Pressure testing and verification protocols;
o Provide engineering drawings and schematics for recommended abandonment methods;
o Develop well-specific abandonment cost estimates.

Bid & Contractor Support
• Assist the City in preparing bid documents and technical specifications for qualified abandonment contractors.

RFQ No.: TBD
4 • Review contractor proposals and provide technical recommendations during selection.
• Advise on cost reasonableness and schedule feasibility.

Construction Oversight & Quality Assurance
• Provide on-site or remote engineering oversight during well abandonment operations. • Conduct field inspections, including but not limited to inspection of exposed wells prior to construction.
• Verify cement placement, casing removal, and final plug integrity. • Witness mechanical integrity tests, pressure tests, and logging operations as needed. • Document daily activities and provide engineering sign-off at project milestones.

Health, Safety, and Environmental (HSE) Review
• Advise on best practices for worker and community safety during abandonment activities.
• Review air monitoring, noise, and vibration controls. • Recommend mitigation measures for potential leaks or accidental releases.

Reporting & Documentation
• Prepare final abandonment reports for submission to CalGEM and other regulatory agencies.
• Provide the City with comprehensive closure packages, including:
o Plugging records;
o Cement test results;
o Final site maps and as-builts;
o Engineer’s certification of compliance.

Community & Stakeholder Support (Optional)
• Attend public meetings to explain technical aspects of well abandonment and related activities.
• Provide plain-language materials summarizing abandonment methods, safety assurances, and environmental protections.

The foregoing is the general scope of services (Scope of Services) that may be expected. It is anticipated that a detailed scope of work will be developed for each individual project/work order (Work Order), in consultation with the selected consultant. The consultant will then provide a proposed Scope of Work Cost Estimate and Schedule, upon which basis the City will issue a Work Order. All services shall be performed on a project-by-project basis pursuant to a request from the City, with no guarantee that any minimum number of services RFQ No.: TBD
5 will be requested. Depending on the project, the City reserves the right to also request that one or more specific subconsultants be included on the project team.

III. MINIMUM QUALIFICATIONS
Firms or individuals must demonstrate:
• Licensed Professional Engineer(s) with specialization in petroleum engineering. • Minimum of five (5) years of direct experience in petroleum engineering projects, including comparable experience providing technical expertise to other jurisdictions. • Demonstrated experience with industry-standard software (e.g., Eclipse, CMG, PETREL, Prosper, GAP, OFM).
• Proven ability to provide independent technical evaluations and expert advice. • Strong record of compliance with applicable federal, state, and local regulations.

IV. SUBMISSION REQUIREMENTS
Interested firms should submit one electronic copy (PDF) of their SOQ, which must include the sections described below:
• Cover Letter – A cover letter, not to exceed three (3) pages in length, that includes the following:
o A brief statement of your understanding of the City and the Scope of Services to be provided;
o A summary of key elements of the SOQ;
o The address and telephone number of the firm’s office from where the on-call petroleum engineering services will be managed;
o A stipulation that the firm’s fees and hourly rates stated in the SOQ will be valid for a period of at least one year from the date an agreement is signed with the City; and
o The signature of an individual authorized to bind the firm. • Firm Background – This section will provide the following information:
o The firm’s background, ownership, office locations, business expertise/experiences, specialties, and capabilities to perform the Scope of Services outlined above;
o Any characteristics of the firm that would be uniquely relevant in evaluating the company’s ability to handle petroleum engineering projects; o A description of the methods by which the firm manages projects of the type sought by this RFQ, and any other project management procedures, RFQ No.: TBD
6 implementation strategies, or techniques that your company intends to employ in carrying out services; and
o Efforts the firm will undertake to achieve client satisfaction and to satisfy the requirements of the Scope of Services, including the ability to be timely and responsive.
• Key Personnel and Staffing – This section will provide the following:
o A list of individuals who will be assigned to work on projects for the City and the functions that each will perform, including the designation of the individual that would act as the Firm’s representative under the Scope of Services (Consultant Representative);
o Resumes for each designated individual that will perform the tasks expected under the Scope of Services, noting applicable licenses and certifications; o Information regarding your firm’s current staffing, current workload, and ability to perform the Scope of Work;
o If applicable, a brief description of any subconsultants with whom the firm partners and a description of the services those subconsultants provide; and o Specific examples of projects completed by the company and the subconsultant as a team.

If, upon award of a contract, the firm chooses to assign a different Consultant Representative to a project during the contract period, the firm must submit their names and qualifications, including the information listed above, to the City for approval before they begin work.
• Experience & Qualifications – This section will describe the qualifications of the firm, including the qualifications of its key personnel, staff, and sub-contractors, and the firm’s local and/or state experience performing petroleum engineering projects of similar size and scope. Information shall include:
o Project descriptions, including client name, scope, and outcome of each project;
o Names of the firm’s key personnel that participated in named projects and their specific responsibilities with respect to this Scope of Services; o A summary of your firm’s demonstrated capability, including the years of experience that your firm has providing petroleum engineering services of the type requested in this RFQ; and
o A summary of tools, models, and methods used by the firm in petroleum engineering analysis.

RFQ No.: TBD
7 • References – Provide at least three local references that received similar services from your firm. The City of Santa Fe Springs reserves the right to contact any of the organizations or individuals listed. Information provided shall include:
o Client name and contact information, including client project manager name, telephone number, and e-mail address;
o Project Description; and
o Project start and end dates.
• Fee Schedule – Provide a proposed time and materials fee schedule for the services, including:
o Hourly rates for staff by classification (Principal Engineer, Senior Engineer, Engineer, Analyst, Technician, etc.);
o Overtime, fieldwork, and travel rates, if applicable; o Any standard reimbursable expenses; and
o Blended or task-based rates, if applicable.
• Legal & Compliance – Disclose any pending litigation, regulatory issues, or conflicts of interest in this section.
• Proposal Exceptions – Identify any exceptions or requested changes to the RFQ’s Scope of Services, RFQ conditions, requirements and agreement. Proposed exceptions must include the following:
o Clear identification of each proposed change to the professional services agreement, including any relevant attachments.
o Clearly stated rationale for the requested exception or requested change, as well as specific recommendation for alternative language.

The City shall determine whether to accept or to reject the requested exception or change(s) in its sole and absolute discretion. Any SOQ that does not note any exceptions or changes shall be presumed to accept all conditions and requirements in the Attachment A. Items not accepted will not be open to later negotiation.

V. SUBMITTAL SCHEDULE AND INSTRUCTIONS
This RFQ will be governed by the following tentative schedule as follows:

Table 1. Tentative RFQ Schedule
Milestone Date
Release of RFQ December 4, 2025
RFQ No.: TBD
8 Deadline for Submitting Questions January 6, 2026
Posting City Responses to
Questions
January 8, 2026
SOQ Responses Due January 15, 2026
Interview Dates (if needed) February 2, 2026
Qualification Evaluation
Completed
February 5, 2026
Select Qualified Firms February 17, 2026
Qualifications are due by 5:00 p.m. on January 15, 2026. This submittal deadline is fixed, and extensions will not be granted. All SOQs received after the deadline shown will be rejected and will not receive further consideration. The City reserves the right to modify, postpone, or cancel the timelines herein as provided in Section XV, below.

One electronic copy (PDF) of the SOQ shall be submitted by email to:

City of Santa Fe Springs
Community Development Department
Attn: Cuong Nguyen, Director of Community Development
Email: [email protected]
The City reserves the right to request clarifications on any aspect of a submittal. The City shall not be liable for any expenses incurred by any proposer in relation to the preparation or submittal of a SOQ. Expenses include, but are not limited to, expenses by proposer in preparing a SOQ or related information in response to this RFQ, negotiations with the City on any matter related to this RFQ, and costs associated with interviews, meetings, travel, or presentations. Additionally, the City shall not be liable for expenses incurred as a result of the City’s rejection of any SOQ made in response to this RFQ.

VI. EVALUATION CRITERIA AND REVIEW PROCESS
The evaluation panel will review and score the provided SOQs based on the following criteria:
(1) Quality and completeness of SOQ;
(2) Quality, experience, and effectiveness of the Scope of Services to be provided; (3) Respondent’s experience, including the experience of staff to be assigned to the project, with engagements of similar scope and complexity; (4) Cost to the City;
(5) Respondent’s financial stability and length of time in business; (6) Prior record of performance with City and/or other public agencies; and (7) Proposer’s compliance with applicable laws, regulations, policies (including District policies), guidelines and orders governing prior or existing contracts performed by the contractor.

RFQ No.: TBD
9 All proposals will be reviewed for compliance with specifications, including documented capability to perform the prescribed work in a satisfactory manner. Proposals, which appear to be compliant, will be evaluated on a point system (0-100 points, with 100 being the best possible score) in accordance with Table 2, below:

Table 2. Evaluation Criteria
Category Maximum Points
Adherence to Scope of Services 30 points
Meeting SOQ Requirements 30 points
Compensation 20 points
References 20 points
The evaluation committee may select certain respondents to interview so that it may ask further questions, obtain clarification, and if desirable, attempt to negotiate modifications or refinements to the proposal that may be in the best interest of the City. The purpose of conducting such interviews shall be to ensure that the City’s full understanding of the respondent’s ability to perform the Scope of Services required by this RFQ.

After review of the SOQs and in-person interviews, if any, the evaluation committee shall make its recommendations to the City Council to enter into a professional services agreement, as provided in Attachment A. No SOQ or proposal shall be binding on the City until after a professional services agreement is signed by duly authorized representatives of both the responding firm and City.

VII. LEGAL RESPONSIBILITIES
All proposals must be submitted, filed, made, and executed in accordance with this RFQ.

Any individual or entity submitting a proposal will by such action thereby agree to each and all of the terms, conditions, provisions, and requirements set forth, contemplated, and referred to in the RFQ, and to full compliance therewith.

VIII. NO AMENDMENTS
Respondents to this RFQ shall not be permitted to make amendments to their SOQs or to supplement submitted materials after submission, except as otherwise specifically permitted herein, posted on the City’s website as an update, or in specific response to a City request for additional information or materials.

IX. ERRORS, OMISSIONS, AND DISCREPANCIES
Respondents to this RFQ must satisfy themselves by personal examination of any and all applicable City ordinances, resolutions, codes and regulations, policies and any applicable RFQ No.: TBD
10 State or federal laws, statutes, and regulations as they may believe necessary to perform the Scope of Services contemplated herein. No firm responding to this RFQ shall 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 of the RFQ process. Any errors, omissions, or discrepancies called to the attention of the City may be clarified by the City in writing to all proposers prior to the submission of the proposals.

X. RFQ INQUIRIES
Firms and their directors, employees, and agents are strictly prohibited from communicating with the Mayor, City Council, City staff, elected or appointed officials, application reviewers, or consultant(s) hired by the City (“City Officials”) regarding this RFQ, except as set forth herein. To ensure fairness and avoid misunderstandings, all communications must be in written format and addressed only to the individual set forth above. For all communications, including inquiries regarding this RFQ, must be submitted in writing to: Cuong Nguyen, Director of Community Development, [email protected]. Any verbal communications will not be considered or responded to.

All questions and inquiries shall be submitted before 5:00 p.m. on January 6, 2026 and will be answered and posted online by 5:00 p.m. on January 8, 2026 to https://www.santafesprings.gov/our_community/services/bids___proposals.php.

Communications received after the specified date and time will not be answered.

Written communications must be submitted via email to the address provided above. All questions received by the due date will be logged and reviewed and, if required, a response will be provided via an addendum to this RFQ. Any communications, whether written or verbal, with the Mayor, any City councilmember, or City staff, other than the individual indicated above (specific to this RFQ), prior to award of a contract, is strictly prohibited and will result in automatic disqualification from consideration under this RFQ.

XI. EVALUATION CRITERIA
Although not necessarily exhaustive of the criteria to be utilized, the City intends to use the following evaluation criteria in selecting firm(s):
• Responsiveness to the RFQ: Compliance with RFQ requirements, understanding of the scope, and breadth and depth of response.
• Firm Experience: Demonstrates adequate and relevant experience conducting similar work for other public agencies.
• Project Team and Subconsultants: Has provided all team members resumes with appropriate information, project experience noted, and qualifications noted. • Client Reference Checks: Satisfaction of prior/current clients, professional reputation of the firm, and experience working with cities.

RFQ No.: TBD
11 After evaluating all SOQs received, discussions with prospective firms may or may not be required. If scheduled, the oral interview will be a question/answer format for the purpose of clarifying the intent of any portions of the RFQ. The individual from your firm who will be directly responsible for carrying out a contract, if awarded, should be present at the oral interview.

XII. SELECTION PROCESS
Following the evaluation, the evaluation panel may invite shortlisted firms for additional interviews or presentations. Selection does not guarantee award of a contract, but qualifies the firm to be considered for future petroleum engineering assignments.

XIII. PROFESSIONAL SERVICES AGREEMENT
A selected firm will be required to enter into an agreement with the City based on the template attached to this RFQ (Attachment B). Revisions to the agreement provisions will not be accepted.

XIV. PUBLIC RECORDS
Any provision of the application that the business entity would like to be treated as confidential should be clearly marked as “Confidential.” Proposers are further advised that marking of a particular section as Confidential will not automatically preclude the release of that portion of the application to the public, as the City is a public agency subject to the California Public Records Act (CPRA) (Gov. Code § 7920.000 et seq.). In the event a request for information under the CPRA seeks disclosure of application materials marked by Proposer as “Confidential information,” the City will make reasonable efforts to provide notice to Proposer prior to such disclosure to allow the Proposer to seek a protective order, injunctive relief, or other appropriate remedy. If Proposer contends any designated application materials are exempt from the CPRA and wishes to prevent disclosure, it is required, at its own cost, liability, and expense to obtain a protective order, injunctive relief or other appropriate remedy from a court having jurisdiction over the matter at least two (2) days before City’s deadline to respond to the CPRA request. If Proposer fails to obtain such a remedy before the deadline for the City’s response to the CPRA request, the City will disclose the requested information and shall not be liable or responsible for such disclosure.

XV. RESERVATION OF RIGHTS
The City of Santa Fe Springs expressly reserves the right, without any cause or reason, without liability, obligation, or commitment to any party, firm or organization, to:

RFQ No.: TBD
12 • Reject any or all responses.
• Accept all or any part of the proposal.
• Make multiple awards.
• Waive irregularities or informalities.
• Modify, postpone, or cancel this RFQ at any time.
• Request additional information from respondents.

The City shall not be obligated to respond to any proposal submitted, nor be legally bound in any manner by the submission of a proposal. In addition, the City reserves the right to request and obtain additional information from any proposer submitting a proposal.

Participation in this RFQ process is at the sole risk of the participants.

XVI. CONFLICT OF INTEREST
By submitting a SOQ in response to this RFQ, the responding firm warrants and covenants that no official, director, employee, or agent of the City, nor any business entity in which an official or employee of the City has an interest, has been employed or retained to solicit or assist in the procurement of an award under this RFQ, nor that any such person will be employed in the performance of such procurement without immediate divulgence of such fact to the City.

XVII. CERTIFICATION
By submitting an SOQ, respondents certify that it has fully read and understands this RFQ and has full knowledge of the nature, scope and scale of services and tasks that are to be performed under this RFQ. Respondent also certifies that its proposal was prepared without prior understanding, agreement or connection with any other firm or individual submitting a SOQ under this RFQ, and is, in all respects, fair and without collusion or fraud, so that all proposals will result from free, open and competitive proposing among all proposers.

XVIII. ATTACHMENTS
Attachment A – Professional Services Agreement
1 2026

PROFESSIONAL SERVICES AGREEMENT
(Engagement: On-Call Petroleum Engineering Services)
(Parties: _________________________ and City of Santa Fe Springs) THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter, “Agreement”) is made and entered into this ___________ day of __________________ 2026 (hereinafter, the “Effective Date”) by and between the CITY OF SANTA FE SPRINGS, a municipal corporation (hereinafter, “CITY”) and ______________________________ (hereinafter, “CONSULTANT”). For the purposes of this Agreement, CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably, as appropriate.

RECITALS
WHEREAS, pursuant to Chapter 117 of the Santa Fe Springs Municipal Code (“SFSMC”), CITY regulates the oil and gas operations, inclusive of installation, maintenance, drilling for or production of oil and gas on lands within the CITY limits; and WHEREAS, CITY requires the expertise of a petroleum engineering consultant to assist CITY with oil and gas well abandonment projects; and WHEREAS, Section 34.18 of the Santa Fe Springs Municipal Code (“SFSMC”) requires CITY to procure professional engineering services through a fair, competitive selection process in accordance with California Government Code Section 4529.12; and WHEREAS, on _____________________, 20___, CITY issued a Request for Qualifications (RFQ No. __________) (“RFQ”) soliciting Statements of Qualifications (SOQs) from qualified petroleum engineering consulting companies; and WHEREAS, CONSULTANT timely submitted a SOQ in response to RFQ No. __________; and
WHEREAS, CITY staff evaluated CONSULTANT’s SOQ according to the criteria and review process outlined in the RFQ and determined that CONSULTANT possesses the experience, skills, and training necessary to competently provide such services to CITY; and
WHEREAS, after evaluating all SOQs received, CITY staff selected CONSULTANT based on its SOQ evaluation score and recommended to the City Council of CITY (“City Council”) that CITY enter into an agreement with CONSULTANT for oncall petroleum engineering services; and WHEREAS, the execution of this Agreement was approved by the City Council at its Regular Meeting of ____________________, 20___, under Agenda Item No. ______.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:
2 I.

ENGAGEMENT TERMS

1.1 TERM: This Agreement shall have a term of three (3) years, (hereinafter, the “Term”), commencing from the Effective Date. Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause as provided under Article V (Termination), below. The Term may be extended for two (2) one-year periods at the option of the CITY, provided that CITY provides CONSULTANT with written notice of CITY’s intent to exercise CITY’s option to extend the Term of the Agreement no less than thirty (30) days prior to the expiration of the Term or any prior extension term. In the event CITY exercises its option to extend this Agreement, all terms, conditions, and provisions of this Agreement shall remain in effect and govern the duties, responsibilities, and liabilities of the parties hereto.

1.2 SCOPE OF SERVICES:

A. Subject to the terms and conditions of this Agreement, CONSULTANT agrees to provide the services and tasks described in that certain Request for Qualifications of CITY entitled “Petroleum Engineering Services; RFQ No. _______” (hereinafter, “CITY RFQ”) and the written proposal of CONSULTANT entitled “_____________________________” (hereinafter, the “CONSULTANT Proposal”). The CITY RFQ and the CONSULTANT Proposal are attached and incorporated hereto as Exhibit “A” and “B” respectively. The term “Scope of Services” shall be a collective reference to the CITY RFQ and the CONSULTANT Proposal. The capitalized term “Services” shall be a collective reference to all the various services and tasks referenced in the Scope of Services. In the event of any conflict or inconsistency between the provisions of the document entitled CITY RFQ and the provisions of the document entitled CONSULTANT Proposal, the requirements of the document entitled CITY RFQ shall govern and control but only to the extent of the conflict or inconsistency and no further. In the event of any conflict or inconsistency between the provisions of the Scope of Services and the provisions of this Agreement to which the Scope of Services is attached, the provisions of this Agreement shall govern and control.

1.3 PROSECUTION OF SERVICES:

A. CONSULTANT shall perform the Services contemplated under this Agreement on an on-call, as-needed basis. Nothing in this Agreement shall be construed to grant CONSULTANT the exclusive right to perform any of the types of services or tasks contemplated under this Agreement nor shall anything in this Agreement be construed to entitle CONSULTANT to the receipt of any sums under this Agreement, except to the extent CITY requests the performance of any Services in the manner described below and such Services is in fact performed and completed by CONSULTANT and accepted by CITY. CITY requests for the performance of specific 3 services or tasks contemplated under this Agreement shall be made in the form of a written work order(s) issued by the City Representative (each such written request hereinafter referred to as a “Work Order”). Each Work Order shall include the following information:

1. A detailed description of the specific services or tasks requested;

2. The location of where the particular services or tasks are to be performed, if applicable;

3. A not-to-exceed budget for performing the services or tasks;

4. A timeline for completing the requested services or tasks;

5. Any other information CITY deems necessary and relevant to the requested services or tasks; and

6. The signature of the City Representative, confirming that the services or tasks have been authorized by the City Representative.

B. CONSULTANT shall not perform any of the Services contemplated under this Agreement without a written Work Order request from the City Representative, containing the information set forth in Section 1.3(A), above;
C. CONSULTANT shall perform all assigned Services continuously and with due diligence so as to complete all assigned Services by the completion date indicated in each Work Order. CONSULTANT shall cooperate with CITY and in no manner interfere with the work of CITY, its employees or other consultants, contractors, or agents;
D. CONSULTANT shall not claim or be entitled to receive any compensation or damage because of the failure of CONSULTANT, or its subconsultants, to have related services or tasks completed in a timely manner; E. CONSULTANT shall at all times enforce strict discipline and good order among CONSULTANT’s employees; and
F. CONSULTANT, at its sole expense, shall pay all sales, consumer, use or other similar taxes required by law.

1.4 COMPENSATION: CONSULTANT shall perform the Services in accordance with the “_______________________________” which is attached and incorporated hereto as Exhibit “C” (hereinafter, the “COMPENSATION RATE”).

1.5 PAYMENT OF COMPENSATION: Following the conclusion of each calendar month, CONSULTANT will submit to CITY an itemized invoice indicating the services performed and tasks completed during the recently concluded calendar month, including services and tasks performed and any reimbursable out-ofpocket expenses incurred. If the amount of CONSULTANT’s monthly compensation is a function of hours worked by CONSULTANT’s personnel, the invoice should indicate the number of hours worked in the recently concluded calendar month, the person(s) responsible for performing the Services, the rate of 4 compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed.

Within thirty (30) calendar days of receipt of each invoice, CITY will notify CONSULTANT in writing of any disputed amounts included in the invoice. Within forty-five (45) calendar days of receipt of each invoice, CITY will pay all undisputed amounts included on the invoice. CITY will not withhold applicable taxes or other authorized deductions from payments made to CONSULTANT.

1.6 ACCOUNTING RECORDS: CONSULTANT will maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement. CITY will have the right to access and examine such records, without charge, during normal business hours. CITY will further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

1.7 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Services agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONSULTANT will deliver to CITY immediately and without delay, all materials, records, and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT will only be compensated for the reasonable value of the Services performed up to the time of cessation or abandonment, less a deduction for any damages, costs, or additional expenses which CITY may incur as a result of CONSULTANT’s cessation or abandonment.

II.

PERFORMANCE OF AGREEMENT

2.1 CITY’S REPRESENTATIVE: The CITY hereby designates the Fire Chief of CITY’s Department of Fire-Rescue, or his or her designee, to act as its representative for the performance of this Agreement (hereinafter, the “City Representative”). The City Representative or the City Representative’s designee will act on behalf of the CITY for all purposes under this Agreement. CONSULTANT will not accept directions or orders from any person other than the City Representative or the City Representative’s designee.

2.2 CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates ____________________________ to act as its representative for the performance of this Agreement (hereinafter, “Consultant Representative”). Consultant Representative will have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. Consultant Representative or the Consultant Representative’s designee will supervise and direct the performance of the Services, using his/her best skill and attention, and will be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all Services under this Agreement. Notice to the Consultant Representative will constitute notice to CONSULTANT. 5 2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:

CONSULTANT agrees to work closely with CITY staff in the performance of the Services and this Agreement and will be available to CITY staff and the City Representative at all reasonable times. All work prepared by CONSULTANT will be subject to inspection and approval by City Representative or his or her designees.

2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT represents, acknowledges, and agrees to the following:

A. CONSULTANT will perform all Services skillfully, consistent with and adhering to its professional standard of care, that is, the degree of care and skill ordinarily exercised by members of the same profession currently practicing at the same time and in the same or similar locality; B. CONSULTANT shall at all times employ such force, plant, materials, and tools as will be sufficient in the opinion of the CITY to perform the Services within the time limits established, and as provided herein. It is understood and agreed that said tools, equipment, apparatus, facilities, labor, and material shall be furnished and said Services performed and completed as required by the Agreement, and subject to the approval of the CITY’s authorized representative;
C. CONSULTANT will perform all Services in a manner reasonably satisfactory to the CITY;
D. CONSULTANT will comply with all applicable federal, state, and local laws and regulations, including the conflict of interest provisions of Government Code §1090 and the Political Reform Act (Government Code §§81000 et seq.) CONSULTANT shall be liable for all violations of such laws and regulations in connection with CONSULTANT’s performance of the Services. If CONSULTANT performs any work knowing it to be contrary to such laws, rules and regulations, CONSULTANT shall be solely responsible for all costs arising therefrom;
E. CONSULTANT understands the nature and scope of the Services to be performed under this Agreement as well as any and all schedules of performance;
F. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training, and experience to perform those services and tasks assigned to them by CONSULTANT; and
G. All of CONSULTANT’s employees and agents (including, but not limited to, subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications, and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications, and approvals will be maintained throughout the term of this Agreement and 6 made available to CITY for copying and inspection.

The Parties acknowledge and agree that CONSULTANT will perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULTANT to correct any errors or omissions will be commenced immediately upon their discovery by either Party and, notwithstanding Section 5.2(B), will be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the City Representative in writing and in her sole and absolute discretion. The Parties acknowledge and agree that CITY’s acceptance of any work performed by CONSULTANT or on CONSULTANT’s behalf will not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand, and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge, and experience necessary to perform the Services under the standard of care as articulated under Section 2.4(A).

2.5 ASSIGNMENT: The skills, training, knowledge, and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it will not assign or transfer, either directly or indirectly or by operation of law, this Agreement, or the performance of any of CONSULTANT’s duties or obligations under this Agreement, without the prior written consent of the CITY. In the absence of CITY’s prior written consent, any attempted assignment or transfer will be ineffective, null and void and will constitute a material breach of this Agreement.

2.6 SUBSTITUTION OF KEY PERSONNEL: CONSULTANT has represented to CITY that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, CONSULTANT may substitute other personnel of at least equal competence upon written approval of CITY. In the event that CITY and CONSULTANT cannot agree as to the substitution of key personnel, CITY shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the CITY, or who are determined by the CITY to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the CONSULTANT at the request of the CITY. The key personnel for performance of this Agreement are as follows:
_________________________________________.

2.7 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Services will be performed by CONSULTANT or under 7 CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely performance of the Services contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Services under this Agreement on behalf of CONSULTANT are not employees of CITY and will at all times be under CONSULTANT’s exclusive direction and control. CONSULTANT will pay all wages, salaries and other amounts due such personnel and will assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONSULTANT will be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation insurance and the like. Notwithstanding any other CITY, state, or federal policy, rule, regulation, law, or ordinance to the contrary, CONSULTANT and any of its employees, agents, and subcontractors performing the Services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by CITY, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of CITY and entitlement to any contribution to be paid by CITY for employer contributions and/or employee contributions for PERS benefits.

2.8 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the City Representative to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants fail or refuse to perform the Services in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant will be promptly removed by CONSULTANT and will not be reassigned to perform any of the Services.

2.9 COMPLIANCE WITH LAWS: CONSULTANT will keep itself informed of and in compliance with all applicable federal, state, or local laws to the extent such laws control or otherwise govern the performance of the Services. CONSULTANT’s compliance with applicable laws will include, without limitation, compliance with all applicable Cal/OSHA requirements and applicable regulations of the U.S.

Department of Housing and Urbanization.

2.10 NON-DISCRIMINATION: CONSULTANT represents that it is an equal opportunity employer, and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, 8 recruitment or recruitment advertising, layoff, or termination.

2.11 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand, and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and will at all times remain, wholly independent contractors and are not officials, officers, employees, departments, or subdivisions of CITY.

CONSULTANT will be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants.

CONSULTANT and all persons retained or employed by CONSULTANT will have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt, or liability of any kind on behalf of, or against, CITY, whether by contract or otherwise, unless such authority is expressly conferred to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.

III.

INSURANCE

3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Before performing any Services contemplated under this Agreement, CONSULTANT will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT will procure and maintain the following insurance coverage, at its own expense:

A. Commercial General Liability Insurance: CONSULTANT will procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent. Such CGL Coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.

B. Automobile Liability Insurance: For any owned, non-owned, or hired vehicles used in connection with the performance of this Agreement, CONSULTANT will procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance will have minimum limits of no less than Two Million Dollars ($2,000,000.00) per accident for bodily injury and property damage.

C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which will indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Services contemplated in this Agreement.
9 D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT will procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage will have minimum limits of no less than Two Million Dollars ($2,000,000.00) per claim.

3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance will contain an endorsement naming the CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers as additional insureds.

3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement will be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance will be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide. As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the City Representative is authorized to authorize lower ratings than those set forth in this Section.

3.4 PRIMACY OF CONSULTANT’S INSURANCE: All policies of insurance provided by CONSULTANT will be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents, or volunteers. Any insurance or self-insurance maintained by CITY or CITY’s elected or appointed officials, officers, employees, agents, or volunteers will be in excess of CONSULTANT’s insurance and will not contribute with it.

3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement will not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY, its officials, officers, employees, agents, and volunteers.

3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands, and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is a material consideration of this Agreement.

Accordingly, CONSULTANT warrants, represents, and agrees that it will furnish CITY with certificates of insurance and endorsements evidencing the coverage required under this Article on ACORD-25 or forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy will be signed by a person authorized by that insurer to bind coverage on its behalf and will be on forms provided by the CITY if requested. Before performing any Services, CONSULTANT shall provide CITY with all certificates of insurance and endorsements referenced herein. Upon CITY’s written request, CONSULTANT will also provide CITY with copies of all 10 required insurance policies and endorsements.

3.7 FAILURE TO MAINTAIN COVERAGE: In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, CITY has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by CITY will be promptly reimbursed by CONTRACTOR or CITY will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, CITY may cancel this Agreement effective upon notice.

3.8 SPECIAL RISKS OR CIRCUMSTANCES: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Any amendment to the insurance requirements of this Article shall be memorialized and approved in the form of a written amendment to this Agreement, signed by the Parties. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void or invalid.

IV.

INDEMNIFICATION

4.1 CITY and its elected and appointed officials, officers, employees, agents, and volunteers (hereinafter, the “City Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the City Indemnitees with the fullest protection possible under the law. CONSULTANT acknowledges that CITY would not enter into this Agreement in the absence of CONSULTANT’s commitment to indemnify, defend and protect CITY as set forth herein Notwithstanding the foregoing, to the extent CONSULTANT’s services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to Claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT. CONSULTANT’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the CITY, its officials, officers, employees, agents, or volunteers.

4.2 To the fullest extent permitted by law, CONSULTANT shall indemnify, hold harmless and defend the City Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs, and fees of litigation) of every nature arising out of or in connection with CONSULTANT’s performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.

4.3 CITY shall have the right to offset against the amount of any compensation due to 11 CONSULTANT under this Agreement, any amount due to CITY from CONSULTANT as a result of CONSULTANT’s failure to either pay CITY promptly for any costs associated with CONSULTANT’s obligations to indemnify the City Indemnitees under this Article or related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.

4.4 The obligations of CONSULTANT under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers.

4.5 CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth herein this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations from others as required herein, CONSULTANT agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT’s subcontractors or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’s choice.

4.6 CITY does not and shall not waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost, or expense.

4.7 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend, and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.

V.

TERMINATION

5.1 TERMINATION WITHOUT CAUSE: CITY may immediately terminate this Agreement at any time for convenience and without cause by giving prior written notice of CITY’s intent to terminate this Agreement which notice shall specify the effective date of such termination. Upon such termination for convenience, CONSULTANT will be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination. 12 CONSULTANT may not terminate this Agreement except for cause as provided under Section 5.2, below. If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in Section 6.1 below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Services.

CONSULTANT will be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, will operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.

5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:

A. In the event either Party fails to perform any duty, obligation, service, or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service, or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) will occur. For all Events of Default, the Party alleging an Event of Default will give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which will specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default will be cured, which will not be less than the applicable cure period set forth under Sections 5.2B and 5.2C below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default will constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.

B. CONSULTANT will cure the following Events of Defaults within the following time periods:
i. Within ten (10) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation, or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement.

Prior to the expiration of the 10-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 10-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.i. that exceeds seven (7) calendar days from the end of the initial 10-day cure period; or ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a 13 written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.

In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT will include, but will not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks called for under the Scope of Services; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; and/or (v) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.

C. CITY will cure any Event of Default asserted by CONSULTANT within fortyfive (45) calendar days of CONSULTANT’s issuance of a Default Notice unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.5, above, will be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.

D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT will be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY will operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.
14 E. No waiver of any Event of Default or breach under this Agreement will constitute a waiver of any other or subsequent Event of Default or breach.

No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.

F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder will be in addition to and not a limitation of any duties, obligations, rights, and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or
iv. The CITY may exercise any other available and lawful right or remedy.

CONSULTANT will be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.

G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy will be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.

5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement will constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty, or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.

5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto will not operate to terminate any Article, Section or provision contained herein which provides that it will survive the termination or normal expiration of this Agreement.
15 VI.

MISCELLANEOUS PROVISIONS

6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data will be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, designs, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT will require all subcontractors and subconsultants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY will be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.

6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and will not be disclosed by CONSULTANT without prior written consent by CITY. CITY will grant such consent of disclosure as legally required. Upon request, all CITY data will be returned to CITY upon the termination or expiration of this Agreement. CONSULTANT will not use CITY’s name or insignia, photographs, or any publicity pertaining to the Services in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.

6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., §§3801 et seq. and the California False Claims Act, Government Code §§12650 et seq.

6.4 NOTICES: All notices permitted or required under this Agreement will be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:
16 CONSULTANT: CITY:

Phone: ____________________
Attn: ______________________
City of Santa Fe Springs
Department of Fire-Rescue
11710 E. Telegraph Road
Santa Fe Springs, CA 90670
Phone: (562) 868-0511
Attn: Fire Chief
Courtesy Copy to:

City of Santa Fe Springs
Community Development
Department
11710 E. Telegraph Road
Santa Fe Springs, CA 90670
Phone: (562) 868-0511
Attn: Cuong Nguyen
Olivarez Madruga Law
Organization, LLP
500 S. Grand Avenue, 12th Floor
Los Angeles, CA 90071
Phone: (213) 744-0099
Attn: Paloma McEvoy
Such notices will be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.

6.5 COOPERATION; FURTHER ACTS: The Parties will fully cooperate with one another and will take any additional acts or sign any additional documents as are reasonably necessary, appropriate, or convenient to achieve the purposes of this Agreement.

6.6 SUBCONTRACTING: CONSULTANT will not subcontract any of the Services contemplated under this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, will contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.

6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other independent contractors in connection with the various projects worked upon by CONSULTANT.

6.8 CONFLICTS OF INTEREST:

A. CONSULTANT warrants, represents, and maintains that it has not employed 17 nor retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement. Further, CONSULTANT warrants and represents that it has not paid, nor has it agreed to pay, any company or person, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY will have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer, or employee of CITY, during the term of his or her service with CITY, will have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

B. CONSULTANT may serve other clients, but none who have activities within the corporate limits of CITY, including clients who have activities within the corporate limits of CITY but retain CONSULTANT’s services only for projects outside of the corporate limits of CITY. CONSULTANT also may not serve clients whose business, regardless of location, would place CONSULTANT in a “conflict of interest,” as that term is defined in the Political Reform Act, codified at California Government Code §81000 et seq
C. CONSULTANT shall not employ any official or employee of the CITY during the Term of this Agreement or any extension term. No officer or employee of CITY shall have any financial interest in this Agreement that would violate Government Code §§1090 et seq. CONSULTANT warrants and represents that no owner, principal, partner, officer, or employee of CONSULTANT is or has been an official, officer, employee, agent, or appointee of the CITY within the twelve-month period of time immediately preceding the Effective Date. If an owner, principal, partner, officer, employee, agent, or appointee of CONSULTANT was an official, officer, employee, agent, or appointee of the CITY within the twelve-month period immediately preceding the Effective Date, CONSULTANT warrants that any such individuals did not participate in any manner in the forming of this Agreement. CONTRACTOR understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and CONSULTANT will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and CONSULTANT will be required to reimburse the CITY for any sums paid to CONSULTANT. CONSULTANT understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code §1090.

6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.

6.10 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, will be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, will be in the Central District of California located in the City of 18 Los Angeles, California.

6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, legal, administrative, or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation will be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.

6.12 SUCCESSORS AND ASSIGNS: This Agreement will be binding on the successors and assigns of the Parties.

6.13 NO THIRD-PARTY BENEFIT: There are no intended third-party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.

6.14 CONSTRUCTION OF AGREEMENT: This Agreement will not be construed in favor of, or against, either Party but will be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.

6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions will continue in full force and effect.

6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement will be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void and invalid.

6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement will control.

6.19 ENTIRE AGREEMENT: This Agreement, including all attached exhibits, constitutes the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, which may have been entered into between CITY and CONSULTANT prior to the execution of this Agreement. Any statements, representations, or other agreements, whether oral or written, made by either Party that is not embodied herein will not be valid or binding on the Parties. No amendment, modification or supplement to this Agreement will be valid and binding unless in writing and duly executed by the Parties pursuant to Section

6.16, above.
19 6.20 FORCE MAJEURE: The completion deadline for any Services assigned to CONSULTANT may be extended in the event of any delays due to unforeseeable causes beyond the control of CONSULTANT and without the fault or negligence of CONSULTANT, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the CITY.

CONSULTANT shall within three (3) calendar days of the commencement of such delay notify the City Representative in writing of the causes of the delay. The City Representative shall ascertain the facts and the extent of delay and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the City Representative such delay is justified. The City Representative’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall CONSULTANT be entitled to recover damages against the CITY for any delay in the performance of this Agreement, however caused, CONSULTANT’s sole remedy being extension of the Agreement pursuant to this Section.

6.21 COUNTERPARTS: This Agreement will be executed in three (3) original counterparts each of which will be of equal force and effect. No handwritten or typewritten amendment, modification, or supplement to any one counterpart will be valid or binding unless made to all three counterparts in conformity with Section

6.16, above. One fully executed original counterpart will be delivered to CONSULTANT and the remaining two original counterparts will be retained by CITY.
[SIGNATURES ON NEXT PAGE]
20 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.

CITY OF SANTA FE SPRINGS:

By:

René Bobadilla, City Manager

Date: _______________________
_________________________:

By:

Name:

Title:

Date: ______________________
APPROVED AS TO FORM:

By:

Rick Olivarez, City Attorney
Date: _______________________________
21 Exhibit “A”
On-Call Petroleum Engineering Services
[To Be Attached Behind This Page]
22 Exhibit “B”
Consultant Proposal
[To Be Attached Behind This Page]
23 Exhibit “C”
Compensation Rate
[To Be Attached Behind This Page]
ITEM # 26

CITY OF SANTA FE SPRINGS

CITY COUNCIL AGENDA STAFF REPORT
TO: Honorable Mayor and City Council Members
FROM: Rene Bobadilla, P.E., City Manager
BY: Cuong Nguyen, Director of Community Development
SUBJECT: FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT

FOR PETROLEUM ENGINEERING AND WELL ABANDONMENT
CONSULTING SERVICES WITH PR FIELD SERVICES, INC.

DATE: December 2, 2025

RECOMMENDATION
It is recommended that the City Council take the following actions:
1) Determine that the approval and execution of the First Amendment to Professional Services Agreement for Petroleum Engineering and Well Abandonment Consulting Services with PR Field Services, Inc. (First Amendment) is exempt from the requirements of the California Environmental Quality Act (CEQA); 2) Authorize the City Manager/Executive Director to execute the First Amendment in substantially the form presented, with such minor modifications as approved by the City Attorney, to increase the not-to-exceed amount from $50,000 to $100,000; and
3) Authorize the City Manager to take any additional, related action(s) that may be desirable.

FISCAL IMPACTS
Approval of this First Amendment will increase the not-to-exceed amount under the existing Professional Services Agreement with PR Field Services, Inc. from $50,000 to $100,000. Funds are available in the Fiscal Year 2025–26 Budget under the Department of Fire-Rescue’s Environmental Protection Services – Consulting Services (Account No. 10102125). Additional appropriations to this account will be made as needed to support this action.

CITY COUNCIL AGENDA REPORT – DECEMBER 2, 2025

FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT WITH PR FIELD SERVICES, INC.

Page 2 of 3 ends

BACKGROUND
On November 26, 2025, the City entered into a Professional Services Agreement (PSA) with PR Field Services, Inc., a California corporation specializing in petroleum engineering and oil and gas well abandonment consulting.

The agreement was executed under the City Manager’s authority as provided in Section

34.21(B) of the Santa Fe Springs Municipal Code, with a not-to-exceed limit of $50,000 and a term of one year with an option to renew for an additional year.

Pursuant to the PSA and this First Amendment, PR Field Services, Inc. will provide asneeded petroleum engineering and environmental services, including well abandonment oversight, compliance review, and technical support to ensure safe and effective management of the City’s legacy oil and gas infrastructure.

ENVIRONMENTAL
Approval of this First Amendment is exempt from the requirements of CEQA pursuant to Public Resources Code Section 21065 and CEQA Guidelines (Cal. Code Regs., tit. 14, § 15000 et seq.) Section 15378, because the action does not approve any development nor does it result in a direct physical impact on the environment, and as such, there are no reasonably foreseeable environmental impacts at this time.

As a separate and independent basis, approval of the First Amendment is exempt from the requirements of CEQA pursuant to CEQA Guidelines Section 15061(b)(3) (Common Sense Exemption), because it can be shown with certainty that there is no possibility that the action will have a significant effect on the environment. Therefore, no further action is required pursuant to CEQA.

DISCUSSION
City staff have determined it necessary to issue numerous work orders for technical evaluations, field inspections, and engineering support related to oil well abandonment and compliance oversight. Due to unanticipated additional workload and the need for continued specialized petroleum engineering assistance, the current not-to-exceed amount of $50,000 is projected to be insufficient to cover ongoing and upcoming work orders through the remainder of the contract term.

City staff recommends increasing the not-to-exceed amount to $100,000 to ensure uninterrupted support for the City’s oil well abandonment program and compliance with regulatory requirements from the California Geologic Energy Management Division (CalGEM) and other agencies.

CITY COUNCIL AGENDA REPORT – DECEMBER 2, 2025

FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT WITH PR FIELD SERVICES, INC.

Page 3 of 3 ends

No other terms or conditions of the PSA will be modified by the First Amendment. The PSA’s scope of services, insurance requirements, and all other contractual provisions will remain in full force and effect.

SUMMARY/NEXT STEPS
If approved, staff will execute the First Amendment, increasing the total not-to-exceed compensation to $100,000. The First Amendment will ensure that the City maintains timely access to qualified petroleum engineering expertise necessary to safely and effectively manage its well abandonment activities.

ATTACHMENTS
A. First Amendment to Professional Services Agreement with PR Field Services, Inc.

ITEM STATUS:

APPROVED:

DENIED:

TABLED:

DIRECTION GIVEN:

ATTACHMENT A
2025

FIRST AMENDMENT TO

PROFESSIONAL SERVICES AGREEMENT

FOR PETROLEUM ENGINEERING AND WELL ABANDONMENT CONSULTING

SERVICES
(Parties: PR Field Services, Inc. and City of Santa Fe Springs) THIS FIRST AMENDMENT (“First Amendment”) to that certain professional services agreement and dated as of November 26, 2025, by and between the City of Santa Fe Springs (“CITY”) and PR Field Services, Inc. (“CONSULTANT”) is made and entered into this 2nd Day of December, 2025 (hereinafter, “Effective Date”). For the purposes of this First Amendment, the capitalized term “Party” may refer to either CITY or CONSULTANT, interchangeably as appropriate, or collectively, as the “Parties.”

RECITALS
This First Amendment is made and entered into with respect to the following facts:

WHEREAS, the City regulates oil and gas operations within the City limits pursuant to Chapter 117 of the Santa Fe Springs Municipal Code (“SFSMC”) and requires professional petroleum engineering and well abandonment consulting services to assist with oil and gas well abandonment, compliance oversight, and related activities; and WHEREAS, on November 26, 2025, the City and Consultant entered into that certain Professional Services Agreement (hereinafter “Agreement”) to provide petroleum engineering and well abandonment consulting services on an on-call, as needed basis; and
WHEREAS, the under the Agreement, Consultant’s compensation may not exceed the aggregate sum of Fifty Thousand Dollars ($50,000) (the “Not-to-Exceed Sum”); and WHEREAS, the Agreement is attached and incorporated hereto as Exhibit “A”; and
WHEREAS, the costs of petroleum engineering and well abandonment consulting services required to support the City’s ongoing well abandonment and regulatory compliance activities are projected to exceed the Not-to-Exceed Sum; and WHEREAS, to prevent interruption of Consultant’s support of the City’s ongoing well abandonment and regulatory compliance activities, City staff recommends that the Not-to-Exceed Sum be increased to One Hundred Thousand Dollars ($100,000).

NOW, THEREFORE, in consideration of the mutual covenants and conditions set forth herein, the Parties agree as follows:

SECTION 1. The recitals set forth above are true, correct and are hereby incorporated by reference in full herein.

ATTACHMENT A
SECTION 2. Section 1.4 of the Agreement is hereby amended as follows (unless otherwise noted, changes are shown in underline or strikethrough text):

1.4 COMPENSATION: CONSULTANT shall perform the Services in accordance with the “Engineering and Environmental Rates,” which is attached and incorporated hereto as Exhibit “B” (hereinafter, the “COMPENSATION RATE”). The foregoing notwithstanding, CONSULTANT’s total compensation for the performance of all Services contemplated under this Agreement, may not exceed the aggregate sum of ONE HUNDRED THOUSAND DOLLARS ($100,000) FIFTY THOUSAND DOLLARS ($50,000) (hereinafter, the “Not-toExceed Sum”) during the Term of this Agreement, unless such added expenditure is first approved by the City Council. In the event CONSULTANT’s charges are projected to exceed the Aggregate Not-to-Exceed Sum for any certain Work Order, CITY or CONSULTANT may suspend CONSULTANT’s performance under such Work Order pending CITY approval of any anticipated expenditures in excess of the Aggregate Not-to- Exceed Sum or any other CITY approved amendment to the compensation terms of this Agreement.

SECTION 3. Except as amended herein, all terms, conditions, and provisions of the Agreement, as amended, shall remain in binding, controlling and in full force and effect. The provisions of this First Amendment shall be deemed a part of the Agreement, as amended. Except as otherwise provided under this First Amendment, the Agreement, as amended, and all provisions contained herein, shall remain binding and enforceable.

In the event of any conflict or inconsistency between the provisions of this First Amendment and the provisions of the Agreement, the provisions of this First Amendment shall govern and control, but only so far as such provisions conflict with the Agreement, as amended, and no further.
[SIGNATURES ON FOLLOWING PAGES]

ATTACHMENT A
IN WITNESS WHEREOF, the Parties hereto have set their hand by their duly authorized representatives as of the day and year first above written.

CITY OF SANTA FE SPRINGS PR FIELD SERVICES, INC.
____________________________ ____________________________ William K Rounds, Mayor Steven Coombs, President
Date: ____________________ Date: ____________
ATTEST :
__________________________
Fernando Munoz, City Clerk
APPROVED AS TO FORM:
___________________________
Rick Olivarez, City Attorney
1 2025

PROFESSIONAL SERVICES AGREEMENT
(Engagement: Petroleum Engineering and Well Abandonment Consultant) (Parties: PR Field Services, Inc. and City of Santa Fe Springs) THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter, “Agreement”) is made and entered into this 26th day of November 2025 (hereinafter, the “Effective Date”), by and between the CITY OF SANTA FE SPRINGS, a municipal corporation (hereinafter, “CITY”) and PR FIELD SERVICES, INC., a California corporation (hereinafter, “CONSULTANT”). For the purposes of this Agreement, CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably, as appropriate.

RECITALS
WHEREAS, pursuant to Chapter 117 of the Santa Fe Springs Municipal Code (“SFSMC”), CITY regulates the oil and gas operations, inclusive of installation, maintenance, drilling for or production of oil and gas on lands within the CITY limits; and WHEREAS, CITY requires the expertise of a petroleum engineering consulting company to assist CITY with oil and gas well abandonment projects; and WHEREAS, CITY staff has determined that CONSULTANT possesses the experience, skills and training necessary to competently provide such services to CITY; and
WHEREAS, this Agreement was approved by the City Manager pursuant to his authority under Section 34.21(B) of the Santa Fe Springs Municipal Code.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:

I.

ENGAGEMENT TERMS

1.1 TERM: This Agreement shall commence on the Effective Date and expire within one (1) year with an option to renew the Term for an additional one (1) year (hereinafter, the “Term”). Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause as provided under Article V (Termination), below.

1.2 SCOPE OF SERVICES:

A. Subject to the terms and conditions of this Agreement, CONSULTANT agrees to provide the services and tasks described in that certain proposal of CONSULTANT entitled “Engineering and Environmental Services Related to Oil Well Abandonment – List of Services” dated July 29, 2025 2 (hereinafter, the “SCOPE OF SERVICES”), which is attached and incorporated hereto as Exhibit “A”. CONSULTANT further agrees to furnish to CITY all labor, materials, tools, supplies, equipment, services, tasks, and incidental and customary work necessary to competently perform and timely complete the services and tasks set forth in the Scope of Services. For the purposes of this Agreement the aforementioned services and tasks set forth in the Scope of Services shall hereinafter be referred to generally by the capitalized term “Services.” In the event of any conflict or inconsistency between the provisions of the Scope of Services and the provisions of this Agreement to which the Scope of Services is attached, the provisions of this Agreement shall govern and control.

1.3 PROSECUTION OF SERVICES:

A. CONSULTANT shall perform the Services contemplated under this Agreement on an on-call, as-needed basis. Nothing in this Agreement shall be construed to grant CONSULTANT the exclusive right to perform any of the types of services or tasks contemplated under this Agreement nor shall anything in this Agreement be construed to entitle CONSULTANT to the receipt of any sums under this Agreement, except to the extent CITY requests the performance of any Services in the manner described below and such Services is in fact performed and completed by CONSULTANT and accepted by CITY. CITY requests for the performance of specific services or tasks contemplated under this Agreement shall be made in the form of a written work order(s) issued by the City Representative (each such written request hereinafter is referred to as a “Work Order”). Each Work Order shall include the following information:

1. A detailed description of the specific services or tasks requested;

2. The location of where the particular services or tasks are to be performed, if applicable;

3. A not-to-exceed budget for performing the services or tasks;

4. A timeline for completing the requested services or tasks;

5. Any other information CITY deems necessary and relevant to the requested services or tasks; and

6. The signature of the City Representative, confirming that the services or tasks have been authorized by the City Representative.

B. CONSULTANT shall not perform any of the Services contemplated under this Agreement without a written Work Order request from the City Representative, containing the information set forth in Section 1.3(A), above;
C. CONSULTANT shall accept or reject a Work Order in writing within seventytwo (72) hours of receipt to the City Representative. If CONSULTANT agrees to the Work Order in writing, CONSULTANT shall perform all assigned Services continuously and with due diligence so as to complete all assigned Services by the completion date indicated in each Work Order. 3 CONSULTANT shall cooperate with CITY and in no manner interfere with the work of CITY, its employees or other consultants, contractors, or agents; D. CONSULTANT shall not claim or be entitled to receive any compensation or damage because of the failure of CONSULTANT, or its subconsultants, to have related services or tasks completed in a timely manner; E. CONSULTANT shall at all times enforce strict discipline and good order among CONSULTANT’s employees; and
F. CONSULTANT, at its sole expense, shall pay all sales, consumer, use or other similar taxes imposed on CONSULTANT as required by law.

1.4 COMPENSATION: CONSULTANT shall perform the Services in accordance with the “Engineering and Environmental Rates,” which is attached and incorporated hereto as Exhibit “B” (hereinafter, the “COMPENSATION RATE”). The foregoing notwithstanding, CONSULTANT’s total compensation for the performance of all Services contemplated under this Agreement, may not exceed the aggregate sum of FIFTY THOUSAND DOLLARS ($50,000) (hereinafter, the “Not-to-Exceed Sum”) during the Term of this Agreement, unless such added expenditure is first approved by the City Council. In the event CONSULTANT’s charges are projected to exceed the Aggregate Not-to-Exceed Sum for any certain Work Order, CITY or CONSULTANT may suspend CONSULTANT’s performance under such Work Order pending CITY approval of any anticipated expenditures in excess of the Aggregate Not-to- Exceed Sum or any other CITY approved amendment to the compensation terms of this Agreement.

1.5 PAYMENT OF COMPENSATION: Following the conclusion of each calendar month, CONSULTANT will submit to CITY an itemized invoice indicating the services performed and tasks completed during the recently concluded calendar month, including services and tasks performed and any reimbursable out-ofpocket expenses incurred. If the amount of CONSULTANT’s monthly compensation is a function of hours worked by CONSULTANT’s personnel, the invoice should indicate the number of hours worked in the recently concluded calendar month, the person(s) responsible for performing the Services, the rate of compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed.

Within thirty (30) calendar days of receipt of each invoice, CITY will notify CONSULTANT in writing of any disputed amounts included in the invoice. Within forty-five (45) calendar days of receipt of each invoice, CITY will pay all undisputed amounts included on the invoice. CITY will not withhold applicable taxes or other authorized deductions from payments made to CONSULTANT.

1.6 ACCOUNTING RECORDS: CONSULTANT will maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement. CITY will have the right to access and examine such records, without charge, during normal business hours. CITY will further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, 4 and activities.

1.7 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Services under an active Work Order agreed to under this Agreement or otherwise abandons the undertaking contemplated herein under an active Work Order prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services under an active Work Order, CONSULTANT will deliver to CITY immediately and without delay, all materials, records, and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT will only be compensated for the reasonable value of the Services performed up to the time of cessation or abandonment, less a deduction for any damages, costs, or additional expenses which CITY may reasonably incur in order to complete such Services as a result of CONSULTANT’s cessation or abandonment.

II.

PERFORMANCE OF AGREEMENT

2.1 CITY’S REPRESENTATIVE: The CITY hereby designates the Fire Chief of CITY’s Department of Fire-Rescue, or his or her designee, to act as its representative for the performance of this Agreement (hereinafter, the “City Representative”). The City Representative or the City Representative’s designee will act on behalf of the CITY for all purposes under this Agreement. CONSULTANT will not accept directions or orders from any person other than the City Representative or the City Representative’s designee.

2.2 CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates Steven Coombs to act as its representative for the performance of this Agreement (hereinafter, “Consultant Representative”). Consultant Representative will have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. Consultant Representative or the Consultant Representative’s designee will supervise and direct the performance of the Services, using his/her best skill and attention, and will be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all Services under this Agreement. Notice to the Consultant Representative will constitute notice to CONSULTANT.

2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:

CONSULTANT agrees to work closely with CITY staff in the performance of the Services and this Agreement and will be available to CITY staff and the City Representative at all reasonable times. All work prepared by CONSULTANT will be subject to inspection and approval by City Representative or his or her designees.

2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT represents, acknowledges, and agrees to the following:

A. CONSULTANT will perform all Services skillfully, consistent with and adhering to its professional standard of care, that is, the degree of care and skill ordinarily exercised by members of the same profession currently 5 practicing at the same time and in the same or similar locality; B. CONSULTANT shall at all times employ such knowledge as will be sufficient in the opinion of the CITY to perform the Services within the time limits established, and as provided herein. It is understood and agreed that said knowledge, materials and tools shall be furnished and said Services performed and completed as required by the Agreement, and subject to the approval of the CITY’s authorized representative;
C. CONSULTANT will perform all Services in a manner reasonably satisfactory to the CITY;
D. CONSULTANT will comply with all applicable federal, state, and local laws and regulations, including the conflict of interest provisions, of Government Code Section 1090 and the Political Reform Act (Government Code § 81000 et seq.). CONSULTANT shall be liable for all violations by CONSULTANT of such laws and regulations in connection with CONSULTANT’s performance of the Services. If CONSULTANT performs any work knowing it to be contrary to such laws, rules and regulations, CONSULTANT shall be solely responsible for all costs arising therefrom; E. CONSULTANT understands the nature and scope of the Services to be performed under this Agreement as well as any and all schedules of performance;
F. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training, and experience to perform those services and tasks assigned to them by CONSULTANT; and
G. All of CONSULTANT’s employees and agents (including, but not limited to, subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications, and approvals of whatever nature that are legally required to perform the Services contemplated under this Agreement and all such licenses, permits, certificates, qualifications, and approvals will be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.

H. The Parties acknowledge and agree that CONSULTANT will perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions in the Services caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULTANT to correct any errors or omissions in the Services will be commenced immediately upon their discovery by either Party and, notwithstanding Section 5.2(B), will be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the City Representative in writing and in her sole and absolute discretion. The Parties acknowledge and agree that CITY’s acceptance of any work performed by 6 CONSULTANT or on CONSULTANT’s behalf will not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand, and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge, and experience necessary to perform the Services under the standard of care as articulated under section 2.4(A).

I. Notwithstanding the foregoing or any other term in this Agreement to the contrary, in interpreting information and making recommendations, either written or oral, as to logs or tests or other data, the type or amount of materials or services to be furnished, or manner or performance in predicting results to be obtained therefrom, CONSULTANT shall give CITY the benefit of its best judgment based on its experience. Nevertheless, all such recommendations or predictions are opinions only; and, in view of the impracticability of obtaining firsthand knowledge of the many variable conditions, the reliance on inferences, measurements and assumptions which are not infallible, and/or the necessity of relying on facts and supporting services furnished by others, NO WARRANTY OR

REPRESENTATION IS GIVEN CONCERNING THE ACCURACY OR

COMPLETENESS OF DATA OR THE EFFECTIVENESS OF THE

MATERIALS USED, THE RECOMMENDATIONS GIVEN, OR RESULTS
OF THE SERVICES RENDERED BY CONSULTANT.

NOTWITHSTANDING CONTRACTOR’S INDEMNIFICATION

OBLIGATIONS IN ARTICLE IV HERETO OR ANY OTHER TERM IN THIS

AGREEMENT TO THE CONTRARY, CITY ASSUMES FULL

RESPONSIBILITY FOR THE USE OF SUCH OPINIONS AND FOR ALL

RESULTING DECISIONS, AND CONSULTANT SHALL NOT BE LIABLE

FOR ANY DAMAGES, LOSSES, OR CLAIMS OF ARISING OUT OF SUCH USE.

2.5 ASSIGNMENT: The skills, training, knowledge, and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it will not assign or transfer, either directly or indirectly or by operation of law, this Agreement, or the performance of any of CONSULTANT’s duties or obligations under this Agreement, without the prior written consent of the CITY. In the absence of CITY’s prior written consent, any attempted assignment or transfer will be ineffective, null and void and will constitute a material breach of this Agreement.

2.6 SUBSTITUTION OF KEY PERSONNEL: CONSULTANT has represented to CITY that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, CONSULTANT may substitute other personnel of at least equal competence upon written approval of CITY. In the event that CITY and CONSULTANT cannot agree as to the substitution of key personnel, CITY shall be entitled to terminate this Agreement for convenience. As discussed below, any personnel who fail or refuse 7 to perform the Services in a manner acceptable to the CITY, or who are reasonably determined by the CITY to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the CONSULTANT at the request of the CITY. The key personnel for performance of this Agreement are as follows:

Steven Coombs, President of CONSULTANT.

2.7 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Services will be performed by CONSULTANT or under CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely performance of the Services contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Services under this Agreement on behalf of CONSULTANT are not employees of CITY and will at all times be under CONSULTANT’s exclusive direction and control. CONSULTANT will pay all wages, salaries and other amounts due such personnel and will assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONSULTANT will be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation insurance and the like.

Notwithstanding any other CITY, state, or federal policy, rule, regulation, law, or ordinance to the contrary, CONSULTANT and any of its employees, agents, and subcontractors performing the Services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by CITY, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of CITY and entitlement to any contribution to be paid by CITY for employer contributions and/or employee contributions for PERS benefits.

2.8 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the City Representative to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants fail or refuse to perform the Services in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant will be promptly removed by CONSULTANT and will not be reassigned to perform any of the Services.

2.9 COMPLIANCE WITH LAWS: CONSULTANT will keep itself informed of and in compliance with all applicable federal, state, or local laws to the extent such laws control or otherwise govern the performance of the Services. CONSULTANT’s compliance with applicable laws will include, without limitation, compliance with all applicable Cal/OSHA requirements and applicable regulations of the U.S. 8 Department of Housing and Urbanization.

2.10 NON-DISCRIMINATION: CONSULTANT represents that it is an equal opportunity employer, and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination.

2.11 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand, and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and will at all times remain, wholly independent contractors and are not officials, officers, employees, departments, or subdivisions of CITY.

CONSULTANT will be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants.

CONSULTANT and all persons retained or employed by CONSULTANT will have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt, or liability of any kind on behalf of, or against, CITY, whether by contract or otherwise, unless such authority is expressly conferred to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.

III.

INSURANCE

3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Before performing any Services contemplated under this Agreement, CONSULTANT will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT will procure and maintain the following insurance coverage, at its own expense (the limits of which may be met through a combination of primary and excess insurance):

A. Commercial General Liability Insurance: CONSULTANT will procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent. Such CGL Coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, sudden and accidental pollution, and contractual liability.

B. Automobile Liability Insurance: For any owned, non-owned, or hired vehicles used in connection with the performance of this Agreement, CONSULTANT will procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance will have minimum limits of no less than Two Million Dollars ($2,000,000.00) per accident for bodily injury and property damage.

C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy 9 of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which will indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Services contemplated in this Agreement.

D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT will procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per claim.

3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance will contain an endorsement naming the CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers as additional insureds, but only to the extent of liabilities assumed by CONSULTANT in this Agreement.

3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement will be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance will be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition of the Standard & Poor’s rating guide. As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the City Representative is authorized to authorize lower ratings than those set forth in this Section.

3.4 PRIMACY OF CONSULTANT’S INSURANCE: All policies of insurance provided by CONSULTANT will to the extent of liabilities assumed by CONSULTANT in this Agreement be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents, or volunteers. Any insurance or self-insurance maintained by CITY or CITY’s elected or appointed officials, officers, employees, agents, or volunteers will be in excess of CONSULTANT’s insurance and will not contribute with it, but only to the extent of liabilities assumed by CONSULTANT in this Agreement.

3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement will not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss but only to the extent of liabilities assumed by CONSULTANT in this Agreement. CONSULTANT hereby waives all rights of subrogation against CITY, its officials, officers, employees, agents, and volunteers, but only to the extent of liabilities assumed by CONSULTANT in this Agreement.

3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands, 10 and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is a material consideration of this Agreement.

Accordingly, CONSULTANT warrants, represents, and agrees that it will furnish CITY with certificates of insurance and endorsements evidencing the coverage required under this Article on ACORD-25 or forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy will be signed by a person authorized by that insurer to bind coverage on its behalf and will be on forms provided by the CITY if requested. Before performing any Services, CONSULTANT shall provide CITY with all certificates of insurance and endorsements referenced herein. Upon CITY’s written request, CONSULTANT will also provide CITY with copies of all required insurance policies and endorsements.

3.7 FAILURE TO MAINTAIN COVERAGE: In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, CITY has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by CITY will be promptly reimbursed by CONTRACTOR or CITY will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, CITY may cancel this Agreement effective upon notice.

3.8 SPECIAL RISKS OR CIRCUMSTANCES: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Any amendment to the insurance requirements of this Article shall be memorialized and approved in the form of a written amendment to this Agreement, signed by the Parties. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void or invalid.

IV. LIMITATION OF LIABILITY;

INDEMNIFICATION

4.1 NOTWITHSTANDING ANY TERM IN THIS AGREEMENT TO THE CONTRARY, EXCEPT TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE, WILLFUL

MISCONDUCT, ERRORS, OR OMISSIONS, NEITHER PARTY SHALL BE

LIABLE FOR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES IN

ANY WAY ARISING OUT OF THE SERVICES OR THIS AGREEMENT,

INCLUDING WITHOUT LIMITATION, LOSS OR DAMAGE TO ANY WELL,

WELLBORE, OR RESERVIOR, SUBSURFACE POLLUTION EVENTS, WELL

BLOWOUT OR CRATERING, DELAY DAMAGES, BUSINESS INTERRUPTION OR FACILITIES DOWNTIME, HOWSOEVER OTHERWISE CAUSED.

CONSULTANT SHALL INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY AND CITY’S ELECTED AND APPOINTED OFFICIALS, OFFICERS,

EMPLOYEES, AGENTS, AND VOLUNTEERS FROM ANY AND ALL LOSS, INJURY, DAMAGE, CLAIM, LAWSUIT, COST, EXPENSE, ATTORNEYS’ FEES,

LITIGATION COSTS, OR ANY OTHER COST ARISING OUT OF
CONSULTANT’S NEGLIGENCE, WILLFUL MISCONDUCT, ERRORS, OR OMISSIONS IN CONSULTANT’S PERFORMANCE OF SERVICES UNDER THIS AGREEMENT, TO THE EXTENT CAUSED BY CONSULTANT’S NEGLIGENCE, 11 WILLFUL MISCONDUCT, ERRORS, OR OMISSIONS. CITY SHALL INDEMNIFY, HOLD HARMLESS, AND DEFEND CONSULTANT AND CONSULTANT’S

OFFICERS, EMPLOYEES, AGENTS, AND VOLUNTEERS FROM ANY AND ALL LOSS, INJURY, DAMAGE, CLAIM, LAWSUIT, COST, EXPENSE, ATTORNEYS’ FEES, LITIGATION COSTS, OR ANY OTHER COST ARISING OUT OF CITY’S NEGLIGENCE, WILLFUL MISCONDUCT, ERRORS, OR OMISSIONS. EACH PARTIES’ DUTIES TO DEFEND AS SET FORTH IN THIS SECTION 4.1 IS LIMITED TO THE PARTY’S PROPORTIONATE PERCENTAGE OF FAULT, TO BE RESOLVED POST-JUDGMENT.

4.2 NOTWITHSTANDING ANY TERM IN THIS AGREEMENT TO THE CONTRARY, IN NO EVENT WILL CONSULTANT’S TOTAL AGGREGATE LIABILITY UNDER

OR IN CONNECTION WITH THE SERVICES OR THIS AGREEMENT
(WHETHER UNDER CONTRACT, TORT, INCLUDING CONSULTANT’S
NEGLIGENCE, OR OTHERWISE AT LAW, INCLUDING CONSULTANT’S

INDEMNIFICATION OBLIGATIONS IN THIS AGREEMENT) EXCEED THE

GREATER OF THE NOT-TO-EXCEED SUM OR THE RECOVERABLE

PROCEEDS OF APPLICABLE INSURANCE REQUIRED HEREUNDER UP TO THE POLICY LIMITS. Except for Consultant’s indemnification obligations under this Article IV or any environmental claims, Consultant’s total aggregate liability for losses, injuries, damages, claims, or any other costs or expenses shall not exceed the Not-To-Exceed Sum.

4.3 CITY shall have the right to offset against the amount of any compensation due to CONSULTANT under this Agreement, any amount due to CITY from CONSULTANT as a result of CONSULTANT’s failure to either pay CITY promptly for any costs associated with CONSULTANT’s obligations to indemnify the CITY Indemnitees under this Article or related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.

4.4 Subject to Section 4.2 above, CITY does not and shall not waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement.

V.

TERMINATION

5.1 TERMINATION WITHOUT CAUSE: So long as no work is outstanding under an active Work Order, CONSULTANT may immediately terminate this Agreement at any time for convenience and without cause by giving written notice to the City. If work is outstanding under an active Work Order, CONSULTANT may terminate this Agreement for convenience after completion of such Work Order, by giving prior written notice of CONSULTANT’s intent to terminate this Agreement which notice shall specify the effective date of such termination, provided that CONSULTANT shall complete any SERVICES under any active Work Order prior to such termination. If CONSULTANT has outstanding Services due under an active Work Order, CONSULTANT may only terminate this Agreement prior to the completion of such active Work Order for cause. CITY may immediately terminate 12 this Agreement at any time for convenience and without cause by giving prior written notice of CITY’s intent to terminate this Agreement which notice shall specify the effective date of such termination. Upon such termination for convenience, CONSULTANT will be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination. If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in section 6.1 below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Services.

CONSULTANT will be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, will operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.

5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:

A. In the event either Party fails to perform any duty, obligation, service, or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service, or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) will occur. For all Events of Default, the Party alleging an Event of Default will give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which will specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default will be cured, which will not be less than the applicable cure period set forth under Sections 5.2B and 5.2C below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default will constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.

B. CONSULTANT will cure the following Events of Defaults within the following time periods:
i. Within ten (10) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation, or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement.

Prior to the expiration of the 10-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 10-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.i. that exceeds seven (7) calendar days from the end of the initial 10-day cure period; 13 ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period; or iii. In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT will include, but will not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks under a Work Order accepted by CONSULTANT called for under the Scope of Services; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; and/or (v) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.

C. CITY will cure any Event of Default asserted by CONSULTANT within fortyfive (45) calendar days of CONSULTANT’s issuance of a Default Notice unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.5, above, will be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.

D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT will be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or 14 asserted breach of this Agreement on the part of CITY will operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.

E. No waiver of any Event of Default or breach under this Agreement will constitute a waiver of any other or subsequent Event of Default or breach.

No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.

F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder will be in addition to and not a limitation of any duties, obligations, rights, and remedies otherwise imposed or available by law, except as provided in Article IV above. In addition to any other remedies available to CITY at law or under this Agreement, subject to Article IV above, in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or
iv. The CITY may exercise any other available and lawful right or remedy.

CONSULTANT will be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.

G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy will be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.

5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement will constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty, or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.

5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto will not operate to terminate any Article, Section or 15 provision contained herein which provides that it will survive the termination or normal expiration of this Agreement.

VI.

MISCELLANEOUS PROVISIONS

6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data will be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, designs, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT will require all subcontractors and subconsultants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY will be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.

6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and will not be disclosed by CONSULTANT without prior written consent by CITY. CITY will grant such consent of disclosure as legally required. Upon request, all CITY data will be returned to CITY upon the termination or expiration of this Agreement. CONSULTANT will not use CITY’s name or insignia, photographs, or any publicity pertaining to the Services in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.

6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., §§3801 et seq. and the California False Claims Act, Government Code §§12650 et seq.

6.4 NOTICES: All notices permitted or required under this Agreement will be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:
16 CONSULTANT:

PR Field Services, Inc.
26680 Frontier Way
Tehachapi, CA 93561
Phone: (805) 947-7819
Attn: Lizette Perez, Agent for Service
of Process
CITY:

City of Santa Fe Springs
Department of FireRescue 11710 Telegraph
Road Santa Fe Springs,
CA 90670 Phone: (562)
868-0511
Attn: Fire Chief
Courtesy Copy to:

Olivarez Madruga Law Organization, LLP
500 S. Grand Avenue, 12th Floor
Los Angeles, CA 90071
Phone: (213) 744-0099
Attn: Paloma McEvoy
Such notices will be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.

6.5 COOPERATION; FURTHER ACTS: The Parties will fully cooperate with one another and will take any additional acts or sign any additional documents as are reasonably necessary, appropriate, or convenient to achieve the purposes of this Agreement.

6.6 SUBCONTRACTING: CONSULTANT will not subcontract any of the Services contemplated under this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, will contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.

6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other independent contractors in connection with the various projects worked upon by CONSULTANT.

6.8 CONFLICTS OF INTEREST:

A. CONSULTANT warrants, represents, and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement. Further, CONSULTANT warrants and represents that it has not paid, nor has it agreed to pay, any company or person, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of 17 this Agreement. For breach or violation of this warranty, CITY will have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer, or employee of CITY, during the term of his or her service with CITY, will have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

B. CONSULTANT shall not perform any services for clients that will present a direct conflict of interest with respect to CONSULTANT’S Services to the CITY.

During the term of this Agreement, CONSULTANT will disclose to the CITY in writing any potential clients who have oil or gas properties located in the CITY to whom CONSULTANT will perform services. CONSULTANT also may not serve clients whose business, regardless of location, would place CONSULTANT in a “conflict of interest,” as that term is defined in the Political Reform Act, codified at California Government Code Section 81000 et seq. For the avoidance of doubt, neither this Section 6.8 nor any other provision of this this Agreement shall prohibit Consultant from renting equipment in the City.

C. CONSULTANT shall not employ any official or employee of the CITY during the Term of this Agreement or any extension term. No officer or employee of CITY shall have any financial interest in this Agreement that would violate Government Code §§1090 et seq. CONSULTANT warrants and represents that no owner, principal, partner, officer, or employee of CONSULTANT is or has been an official, officer, employee, agent, or appointee of the CITY within the twelve-month period of time immediately preceding the Effective Date. If an owner, principal, partner, officer, employee, agent, or appointee of CONSULTANT was an official, officer, employee, agent, or appointee of the CITY within the twelve-month period immediately preceding the Effective Date, CONSULTANT warrants that any such individuals did not participate in any manner in the forming of this Agreement. CONTRACTOR understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and CONSULTANT will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and CONSULTANT will be required to reimburse the CITY for any sums paid to CONSULTANT. CONSULTANT understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code §1090.

6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.

6.10 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, will be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, will be in the Central District of California located in the City of Los Angeles, California.

6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, legal, administrative, or otherwise, arising out of or in connection with this 18 Agreement, the prevailing Party in such litigation will be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.

6.12 SUCCESSORS AND ASSIGNS: This Agreement will be binding on the successors and assigns of the Parties.

6.13 NO THIRD-PARTY BENEFIT: There are no intended third-party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.

6.14 CONSTRUCTION OF AGREEMENT: This Agreement will not be construed in favor of, or against, either Party but will be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.

6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions will continue in full force and effect.

6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement will be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void and invalid.

6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement will control.

6.19 ENTIRE AGREEMENT: This Agreement, including all attached exhibits, constitutes the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, which may have been entered into between CITY and CONSULTANT prior to the execution of this Agreement. Any statements, representations, or other agreements, whether oral or written, made by either Party that is not embodied herein will not be valid or binding on the Parties. No amendment, modification or supplement to this Agreement will be valid and binding unless in writing and duly executed by the Parties pursuant to Section

6.16, above.

6.20 FORCE MAJEURE: The completion deadline for any Services assigned to CONSULTANT may be extended in the event of any delays due to unforeseeable causes beyond the control of CONSULTANT and without the fault or negligence of CONSULTANT, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, 19 litigation, and/or acts of any governmental agency, including the CITY.

CONSULTANT shall within three (3) calendar days of the commencement of such delay notify the CITY in writing of the causes of the delay. The CITY shall ascertain the facts and the extent of delay and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the City Representative such delay is justified. The City Representative’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall CONSULTANT be entitled to recover damages against the CITY for any delay in the performance of this Agreement, however caused, CONSULTANT’s sole remedy being extension of the Agreement pursuant to this Section.

6.21 COUNTERPARTS: This Agreement will be executed in three (3) original counterparts each of which will be of equal force and effect. No handwritten or typewritten amendment, modification, or supplement to any one counterpart will be valid or binding unless made to all three counterparts in conformity with Section

6.16, above. One fully executed original counterpart will be delivered to CONSULTANT and the remaining two original counterparts will be retained by CITY.
[SIGNATURES ON NEXT PAGE]
20 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.

CITY OF SANTA FE SPRINGS:

By:

René Bobadilla, City Manager
Date:

PR FIELD SERVICES, INC.:

By:

Steven Coombs, President
Date:

APPROVED AS TO FORM:

By:

Rick Olivarez, City Attorney
Date:
21 Exhibit “A”
[Scope of Services]
22 Exhibit “B”
[Compensation Rate]
ITEM # 27

CITY OF SANTA FE SPRINGS

CITY COUNCIL AGENDA STAFF REPORT
TO: Honorable Mayor and City Council Members
FROM: René Bobadilla, P.E., City Manager
BY: Cuong Nguyen, Director of Community Development
SUBJECT: APPROVAL OF AN EXCLUSIVE NEGOTIATION AGREEMENT WITH

JHC-ACQUISITIONS LLC (JAMBOREE HOUSING CORPORATION)

FOR THE POTENTIAL DEVELOPMENT OF THE GUS VELASCO

NEIGHBORHOOD CENTER PROPERTY, INCLUDING AN

AFFORDABLE HOUSING DEVELOPMENT AND A REPLACEMENT

COMMUNITY CENTER
DATE: December 2, 2025
RECOMMENDATIONS:

It is recommended that the City Council:
1) Approve the Exclusive Negotiation Agreement (ENA) between the City of Santa Fe Springs and JHC-Acquisitions LLC (an affiliate of Jamboree Housing Corporation) (Developer) for the potential ground lease, subdivision, and redevelopment of the city-owned Gus Velasco Neighborhood Center property located at 9255 Pioneer Boulevard (Site);
2) Authorize the City Manager to execute the ENA in substantially the form presented, with such minor modifications and clarifying revisions as approved by the City Attorney; and
3) Take such additional, related action that may be desirable.

FISCAL IMPACT
No General Fund appropriation is required at this time.

The ENA requires Developer to deposit $15,000 with the City upon execution. The deposit ensures the Developer will proceed diligently and in good faith during the negotiation period and serves as consideration for the City’s commitment not to negotiate with other parties. The deposit is refundable upon expiration or termination of the ENA, subject to CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025

JHC-ACQUISITIONS LLC (JAMBOREE) - ENA

Page 2 of 4 ends

the Developer’s compliance with the Agreement.

BACKGROUND
The City owns an approximately 111,460 square-foot (“sf”) Site, which includes the approximately 14,400 sf Gus Velasco Neighborhood Center. The community center is facing deferred maintenance issues and the City desires to update the facilities. The remainder of the site is largely underutilized.

The City faces two important needs:
• The modernization and reconstruction of the Gus Velasco Neighborhood Center; and
• The production of affordable housing—particularly for seniors—and the City’s RHNA obligations under its Housing Element.

The Developer submitted a proposal to partner with the City on a comprehensive redevelopment of the Site to provide a new, modernized community center and affordable housing (the “Project”). The proposal includes:
• Development of approximately 319 total units, with a minimum commitment of not less than 275 total units, of which 210 units will be made affordable to lowerincome households (“Senior Housing Project”); • Reconstruction of a new, modernized approximately 14,400 sf community/senior center including City staff office space (“Community Center Project”); • Construction of a shared parking structure with approximately 386 parking spaces; and
• A long-term ground lease with Developer of the subdivided portion of the Site associated with the Senior Housing Project.

To initiate the process, staff is requesting approval of an ENA, which outlines a structured, one-year negotiation period, due diligence, subdivision, financial review, and preparation of a future Disposition and Development Agreement (“DDA”).

ANALYSIS
Purpose of the ENA
The ENA establishes a one-year negotiation period (with an optional 180-day extension by mutual agreement) during which the City and Developer will work together to:
• Subdivide the Site into two components to accommodate (1) the Senior Housing Project; and (2) the Community Center Project;
• Negotiate the terms of a long-term ground lease for the senior housing portion; • Refine the conceptual site plan, building program, replacement community center layout, and parking structure design;
• Conduct due diligence, including environmental, geotechnical, physical CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025

JHC-ACQUISITIONS LLC (JAMBOREE) - ENA

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condition, and title investigations; and
• Prepare and negotiate a comprehensive DDA, including affordability covenants required by Government Code Sections 54221(f)(1)F)(i) and 37364.

If the parties come to agreement on the foregoing terms, a DDA will be presented to the City Council for approval and execution.

Affordable Housing Obligations (Gov. Code §§ 54221(f)(1)F)(i) and 37364) The ENA requires the Developer to deliver:
• A minimum of 210 units affordable to lower-income households; • At least 40% of total units affordable to households earning ≤ 75% of lowerincome limits; • At least half of those units affordable to very low-income households; and • Affordability restrictions recorded in a regulatory agreement binding upon successors.

These requirements ensure compliance with statutory mandates necessary for the City to designate the property as “exempt surplus” land pursuant to the Surplus Lands Act (Gov. Code § 54220 et seq.). The City Council is being presented with a resolution to declare the Site “exempt surplus” in a different City Council agenda item.

Community Benefits
The project is expected to provide significant community benefits:
• A new, modernized Gus Velasco Neighborhood Center;
• Hundreds of deeply affordable senior housing units;
• Improved services and amenities for seniors and residents; • Increased RHNA compliance and long-term housing stability; • Efficient use of a currently underutilized City asset.

Subdivision Requirements
Following negotiation of the DDA, the City and Developer will proceed with actions under the Subdivision Map Act to formally divide the property into two areas to accommodate the Senior Housing Project and the Community Center Project.

ENVIRONMENTAL
Approval of the ENA is not a project under the California Environmental Quality Act (“CEQA”) (Pub. Res. Code § 21000 et seq.) pursuant to CEQA Guidelines (Cal. Code Regs., § 15000 et seq.) Section 15378, because the requested actions do not approve any type of development or construction. Any future approvals related to the Project, including the DDA, subdivision actions, entitlements, or construction authorization will undergo separate CEQA review at the appropriate time. Therefore, it is reasonably foreseeable that the actions will not result in any direct or indirect environmental impacts and no further action is required pursuant to CEQA.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025

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ITEM STATUS:

APPROVED:

DENIED:

TABLED:

DIRECTION GIVEN:

DISCUSSION
The ENA provides a structured framework enabling the City to evaluate the feasibility of a transformative redevelopment project that addresses key municipal priorities: affordable senior housing production and modernization of the Gus Velasco Neighborhood Center.

This action does not approve development, financing, entitlements, or land transfer. It only permits exclusive negotiations with the Developer.

SUMMARY/NEXT STEPS
Approval of the ENA will initiate a structured negotiation process to evaluate the feasibility of redeveloping the Site with affordable senior housing and a new community center.

During the Negotiation Period, staff and the Developer will refine the conceptual design, complete due diligence, and prepare the financial and operational analyses necessary to determine whether the project can advance to a DDA.

If the ENA is approved, City staff will:
• Coordinate with Developer to implement the Schedule of Performance; • Review conceptual design packages and updated pro formas; • Provide City-prepared community center floorplans for Developer integration; • Proceed with negotiations related to the subdivision and long-term ground lease; • Prepare a draft DDA and associated exhibits; and
• Return to the City Council with a proposed DDA for consideration at a future public meeting.

This process provides the City with the flexibility and safeguards needed to fully assess the project’s design, financial viability, community benefits, and regulatory obligations before making any binding commitments. The ENA offers a controlled framework while preserving the City Council’s complete discretion over whether to proceed with a future development agreement.

ATTACHMENT(S):

A. Exclusive Negotiation Agreement with JHC-Acquisitions LLC (an affiliate of Jamboree Housing Corporation)
• Exhibit A – Property Legal Description
• Exhibit B – Conceptual Site Plan
• Exhibit C – Letter of Intent
• Exhibit D – Schedule of Performance
• Exhibit E – Right of Entry Agreement
1 THE CITY OF SANTA FE SPRINGS

EXCLUSIVE NEGOTIATION

AGREEMENT
9255 Pioneer Boulevard
(Gus Velasco Neighborhood Center)
THIS EXCLUSIVE NEGOTIATION AGREEMENT (“Agreement”) is dated as of ________________________, 2025, for reference purposes only, and is entered into by and between the City of Santa Fe Springs, a municipal corporation (the “City”) and JHCAcquisitions LLC, a California limited liability company (the “Developer”), to provide a specified period of time to attempt to negotiate a disposition and development agreement for a long-term lease of 9255 Pioneer Boulevard. The City and the Developer are sometimes referred to in this Agreement individually, as a “Party” and, collectively, as the “Parties.” This Agreement is entered into by the Parties with reference to the following recited facts (each, a “Recital”):

RECITALS
A. The City is the owner of that certain real property located at 9255 Pioneer Blvd., Santa Fe Springs, California (APN 8001-003-934), and more specifically described in the legal description attached to this Agreement as Exhibit “A” (the “Property”); and B. The City operates an approximately 14,400 square foot (“sf”) single-story community center on the Property currently used for community programming and rentable event space (the “Gus Velasco Neighborhood Center”); and C. Aside from the existing Gus Velasco Neighborhood Center, the remainder of the approximately 111,460 sf Property is largely unprogrammed and underutilized by City staff and community residents that seek services at Gus Velasco Neighborhood Center; and D. The Gus Velasco Neighborhood Center is in need of improvements for modernization to best serve the community, and the City is in dire need of housing; and E. To maximize the value of the City-owned Property to residents, the City intends to take necessary actions, including but not limiting to subdividing the Property in a manner for the underutilized portion of the Property to be used for senior citizen housing, and a portion for continued use by the City for City operations and community programming as the Gus Velasco Neighborhood Center; and
F. The City has an interest in redeveloping the Property and has reviewed development proposals from Developer; and
G. The Developer has proposed the redevelopment of the Property to create approximately 319 housing units, including approximately 316 covenanted affordable senior units, with a minimum of 275 total units, of which no less than 210 units made affordable to lower-income households with additional affordability restrictions as set forth herein, and three unrestricted manager units (the “Senior Citizen Housing Project”), and rebuild the Property’s 2 existing Gus Velasco Neighborhood Center and City staff offices (“Community Center Project” and collectively with the Senior Citizen Housing Project, the “Project”), as generally depicted in the conceptual site plan attached to this Agreement as Exhibit “B” and incorporated into this Agreement by this reference; and
H. The Developer has submitted a Letter of Interest, dated September 4, 2025, attached to this Agreement and incorporated herein as Exhibit “C”, indicating the Developer’s commitment to providing a minimum of 210 covenanted units that will be made affordable to lower-income households; and
I. The Senior Citizen Housing Project will assist the City in meeting its Regional Housing Need Allocation (“RHNA”) requirement in accordance with the City’s Housing Element; and
J. The California’s Surplus Lands Act (Gov. Code § 54220 et seq.) (“Surplus Lands Act”) provides that a local agency may declare a property “exempt surplus land” under Government Code Sections 54221(b)(1) & (f)(1)(A) when a property is not necessary for the agency’s use and is transferred pursuant to Government Code Section 37364; and K. In compliance with the requirements of Government Code Sections 37364 and 54221(f)(1)(A), all but the three manager units of the Senior Citizen Housing Project’s proposed units will be restricted to persons and families of low or moderate income, and at least 210 units will be made affordable to lower income households. The affordability of these 210 units of the Senior Citizen Housing Project to lower-income households is an essential aspect of the deal between the Parties; and
L. Further, of the 210 units made affordable to lower-income households, in accordance with Government Code Section 37364(c), not less than 40 percent of the total units of the Senior Citizen Housing Project shall be affordable to households whose incomes are equal to or less than 75 percent of the maximum income of lower-income households, and at least half of which shall be affordable to very low income households; and M. On December 2, 2025, the City adopted Resolution No. 9987 declaring the portion of the Property proposed to be developed with the Senior Citizen Housing Project “exempt surplus” land pursuant to the Surplus Lands Act by a ___-___-___ vote; and N. The Community Center Project will include the construction of an approximately 14,400 square foot senior center including office space for City staff, which is an essential aspect of the proposed future development scope and of the agreement between the Parties; and
O. The intent of both the City and the Developer in entering into this Agreement is to establish a specific, limited period of time to negotiate regarding a future agreement between them governing the potential ground lease of the portion of the subdivided Property utilized for the Senior Citizen Housing Project, and development of the Project on the Property, all subject to mutually agreeable terms, conditions, covenants, restrictions and agreements to be negotiated and documented in a future disposition and development agreement (“DDA”) which shall include restriction of affordable units by a recorded regulatory agreement binding upon Developer and its successors in interest pursuant to Government Code Section 37364(d); and 3 P. The intent of both the City and the Developer in entering this Agreement is to comply with the objectives of the Surplus Lands Act in accordance with a statutory exemption for the purpose of facilitating the production of affordable housing for various low-income populations.

NOW, THEREFORE, IN VIEW OF THE GOALS AND OBJECTIVES OF THE

PARTIES RELATING TO THE PROJECT AND THE COVENANTS AND PROMISES OF

THE CITY AND THE DEVELOPER SET FORTH IN THIS AGREEMENT, AND FOR

GOOD AND VALUABLE CONSIDERATION, THE SUFFICIENCY AND RECEIPT OF

WHICH ARE HEREBY ACKNOWLEDGED BY THE PARTIES, THE CITY AND THE DEVELOPER AGREE, AS FOLLOWS:

1. Incorporation of Recitals. The Recitals of fact set forth above are true and correct and are incorporated into this Agreement, in their entirety, by this reference.

2. Deposits.
(a) Concurrent with the Developer's execution of this Agreement, the Developer shall pay to the City a non-refundable deposit in the amount of Fifteen Thousand Dollars ($15,000) in immediately available funds (“Initial Deposit”) to ensure that the Developer will proceed diligently and in good faith to fulfill its obligations under this Agreement during the Negotiation Period (as defined in Section 3(a)), as part of the consideration for the City's agreement not to negotiate with other persons during the Negotiation Period. Developer acknowledges that the Initial Deposit (and any Extension Deposit, pursuant to Section 2(b) below, if applicable) shall be in addition to those fees and expenses required by the City for any permit, other required entitlement or project processing. (b) Upon each extension of the Negotiation Period occurring pursuant to the provisions of Section 3(b), if any, the Developer shall provide to the City an additional deposit of Ten Thousand Dollars ($10,000) in immediately available funds on the first day of any extension of the Negotiation Period occurring pursuant to the provisions of Section 3(b) (each, an “Extension Deposit”). Each Extension Deposit is intended to ensure that the Developer will proceed diligently and in good faith to fulfill its obligations under this Agreement during any extension of the Negotiation Period, as part of the consideration for the City's agreement not to negotiate with other persons during any such extension of the Negotiation Period. For the avoidance of doubt, the City acknowledges and agrees that any extension occurring pursuant to the provisions of Section 3(c), Section 15(a)(i), or Section 27, if any, shall not require Developer to provide to the City an Extension Deposit (or any other deposit).

3. Term of Agreement.
(a) The rights and duties of the City and the Developer established by this Agreement shall commence on the first date on which all of the following have occurred (the “Effective Date”): (1) execution of this Agreement by the authorized representative(s) of the Developer and delivery of such executed Agreement to the City; and (2) execution and delivery of this Agreement by the authorized representative(s) of the City and delivery of such executed Agreement to the Developer. The City shall deliver a fully executed counterpart original of this Agreement to the Developer, within ten (10) calendar days following the execution of this Agreement by the authorized representative(s) of the City. This Agreement shall continue in 4 effect for the period of one (1) calendar year immediately following the Effective Date (“Negotiation Period”).
(b) Subject to the terms of Section 3(c), if the Parties have not executed and delivered the DDA within the one-year period, the Negotiation Period may be extended upon the mutual written agreement of the City Manager and the Developer for a period of no more than one hundred eighty (180) days.
(c) If the Parties have reached substantive agreement on the terms of the DDA with the terms of such DDA finalized and reduced in writing in a proposed DDA between Developer (or an Affiliate of Developer, as defined in Section 7(d)) and City staff within the Negotiation Period (as it may have been extended in accordance with Section 3(b)), and the only action remaining to enable the Parties to enter into the DDA is the noticing and holding of a public hearing by the City Council to authorize the execution of such finalized DDA, then the Negotiation Period (as it may have been extended in accordance with Section 3(b)) shall be automatically extended for the time necessary for City to properly notice and hold said public hearing and, if the City Council approves the DDA, which City Council approval shall be made in its sole and absolute discretion, for the time necessary for the Parties to execute the DDA. In the event that the City Council does not approve the DDA for execution, this Agreement shall terminate and shall be in no further force or effect, excepting those terms and obligations that survive the termination or expiration of this Agreement. (d) This Agreement shall automatically expire and be of no further force or effect at the end of the Negotiation Period (as it may have been extended in accordance with Section 3(b) or Section 3(c)), unless, prior to that time, both the City and the Developer approve and execute a DDA acceptable to both the City and the Developer, in their respective sole and absolute discretion, in which case this Agreement will terminate on the effective date of such DDA.

4. Developer Representations and Warranties. As of the Effective Date and at all times during the Negotiation Period, Developer represents, warrants, and covenants to and for the benefit of City as follows:
(a) Developer is a limited liability company duly organized and validly existing under the laws of the State of California. Developer has all requisite power and authority to lease the Property from City and conduct its business as presently conducted.

Developer has made all filings and is in good standing in the jurisdiction of the State of California.
(b) Developer has all requisite power and authority to enter into and perform this Agreement.
(c) Neither Developer’s articles of incorporation nor any other organizational document regarding Developer in any way prohibits, limits, or otherwise affects the right or power of Developer to enter into or perform this Agreement. Developer is not a party to or bound by any contract, agreement, indenture, trust agreement, note, obligation or other instrument that could prohibit, limit, or otherwise affect Developer’s entry into or performance of this Agreement. To the best of Developer’s knowledge, no consent, 5 authorization or approval of, or other action by, and no notice to or filing with, any government authority, regulatory body or any other person or entity is required for the due execution, delivery or performance by Developer of this Agreement or any of the terms or covenants contained in this Agreement. There is no pending or threatened suit or proceeding or undischarged judgement affecting Developer before any court, governmental agency, or arbitrator that might materially adversely affect the enforceability of this Agreement, the ability of Developer to perform the transactions contemplated by this Agreement or the business, operations, assets or condition of Developer.
(d) The execution and delivery of this Agreement by Developer has been duly and validly authorized by all necessary action of Developer and others. This Agreement will be a legal, valid and binding obligation of Developer, enforceable against Developer in accordance with its terms.

5. Obligations of Developer. In addition to payment of the deposit(s) under Section 2 of this Agreement, during the Negotiation Period, Developer shall proceed diligently and in good faith to perform the following actions and obligations. (a) Developer will present to City staff and, subsequently, to the City governing body, for review, all of the following:
(i) A proposed complete conceptual development plan for the Project on the Property that describes and depicts: (1) the location and placement of proposed buildings and replacement of the existing approximately 14,400 sf Gus Velasco Neighborhood Center, and (2) the architecture and elevations of the proposed buildings;
(ii) Any General Plan amendment, zone change, variances, conditional use permits or other entitlements that are necessary to implement the Project on the Property;
(iii) For the Senior Citizen Housing Project, a schedule of anticipated lease rates and unit mix for the Property, inclusive of affordability levels that meet the requirements of Government Code Section 37364 which shall provide no less than 210 covenanted units made affordable to lower-income households; (iv) A proposed time schedule and cost estimates for the development of the Project on the Property;
(v) A proposed financing plan identifying financing sources for all private and public improvements proposed for the Project; and (vi) A detailed financial pro forma (“Financial Pro Forma”) containing matters typically contained in pro formas for similar types of projects in form and substance reasonably acceptable to 6 the City, including but not limited to the following: (i) a detailed estimate of development costs including construction and nonconstruction costs; (ii) a proposed construction and operating pro forma which identifies all sources and uses of funds; (iii) a detailed cash flow, operating income and expense estimate; and (iv) a narrative describing the fundamental economics of the proposed Project. The Financial Pro Forma is intended to provide the initial basis for determining the financial feasibility of the Project in connection with the negotiation of the DDA. The Developer shall update the Financial Pro Forma periodically to reflect changes to the Project in light of Developer’s preliminary investigations, future due diligence review and other
information, and the Parties acknowledge that the Financial Pro Forma will continue to be refined in accordance with the DDA. (b) Developer will undertake and complete all actions described in the “Schedule of Performance” attached to this Agreement as Exhibit “D”, within the time period specified for each such action in the Schedule of Performance. (c) Developer will provide the City a term sheet within sixty (60) days of the Effective Date.
(d) Developer will conduct investigations regarding condition of title and, pursuant to Section 6 below, and a right of entry agreement substantially in the form attached hereto as Exhibit “E” (the “Right of Entry Agreement”), the physical condition of the Property.
(e) Developer acknowledges that City reserves the right to reasonably obtain further information and data to ascertain the ability and capacity of Developer to complete the potential DDA. Developer acknowledges that it may be required to make certain financial disclosures to City or City’s staff, legal counsel, or other consultants, as part of City’s financial due diligence investigations related to the potential DDA and development of the Project on the Property, and that any such disclosures by Developer to City may become public records. Notwithstanding, City agrees to maintain the confidentiality of Developer’s financial information to the extent allowed by law, as determined by the City Attorney. (f) Developer acknowledges and agrees that the intended result of the proposed subdivision of the Property is to delineate the portion of the Property to be ground leased to Developer and developed with the Senior Citizen Housing Project, which improvements will be owned, maintained and operated by Developer, from the portion of the Property to be developed with the Community Center Project, which portion and improvements will be owned, maintained and operated by the City; with respect to the subdivided land that will contain the Community Center Project, the City may desire to construct or implement additional improvements, which shall be located on the portion that contains the Community Center Project.
(g) Periodically, as requested by City, the Developer will make reasonable oral and written progress reports and submit reports and analyses advising the City on activities 7 under this Agreement and matters related to the Project and negotiations under this Agreement. (h) Notwithstanding the following Section 6 of this Agreement, if negotiations under this Agreement are successful, the Developer will execute and submit to the City a DDA that is mutually satisfactory to the Developer and the City Manager for the development of the Property for consideration and approval by the City Council.

6. Negotiation of DDA.
(a) During the Negotiation Period, the City and the Developer shall proceed diligently and in good faith to negotiate a DDA between them. The City and the Developer shall generally cooperate with each other and supply such available documents and information as may be reasonably requested by the other to facilitate the conduct of the negotiations. Both the City and the Developer shall exercise commercially reasonable efforts to complete discussions relating to the terms and conditions of a DDA and such other matters, as may be mutually acceptable to both the City and the Developer, in their respective sole discretion. The exact terms and conditions of a DDA, if any, shall be determined during the course of these negotiations. Nothing in this Agreement shall be interpreted or construed to be a representation or agreement by either the City or the Developer that a mutually acceptable DDA will be produced from negotiations under this Agreement. Nothing in this Agreement shall impose any obligation on either Party to agree to a definitive DDA in the future. Nothing in this Agreement shall be interpreted or construed to be a guaranty, warranty or representation that any proposed DDA that may be negotiated by City staff and the Developer will be approved by the City governing body. The Developer acknowledges and agrees that the City's consideration of any DDA is subject to the sole and absolute discretion of the City governing body and all legally required public hearings, public meetings, notices, factual findings and other determinations required by law.
(b) Based on Developer's proposal, it is the intent of both Parties to create a formal agreement on the following issues, subject to future negotiation during the Negotiation Period:
(i) The Parties shall include in the DDA or a separate agreement mutually agreeable terms regarding the Subdivision Map Act (Gov. Code § 66410 et seq.) action required to subdivide the Property. The intended result of the proposed subdivision of the Property is to clearly delineate the portion of the Property to be ground leased to Developer and developed with the Senior Citizen Housing Project, which improvements will be owned, maintained and operated by Developer from the portion of the Property to be developed with the Community Center Project, which portion and improvements will be operated and
maintained by the City.
(ii) The Developer shall lease the subdivided portion of the Property to be developed with the Senior Citizen Housing Project from the City in a below market ground lease for not less than 60 years, subject to the requirements of the LIHTC investor and 8 financing documents.
(iii) The Senior Citizen Housing Project will result in approximately 319 residential units consistent with the requirements of Government Code Section 37364, with all but the three manager units of such units covenanted as affordable senior units, with no less than 210 units made affordable to lower-income
households with additional affordability restrictions as set forth herein, and three unrestricted manager units, an approximately 5,000 sf area for residential management and services, and a parking structure containing approximately 386 parking spaces. (iv) The Community Center Project will require the demolition of the existing approximately 14,400 sf Gus Velasco
Neighborhood Center and result in the construction of a new approximately 14,400 sf senior center including City staff office space, and construction of a parking structure with
approximately 386 parking spaces. The Senior Citizen Housing Project will utilize approximately 326 parking spaces from the parking structure.
(v) The Subdivision Map Act (Gov. Code § 66410 et seq.) action to subdivide the Property to accommodate the Senior Citizen Housing Project and the Community Center Project to be
processed after the successful negotiation and execution of the DDA for the anticipated Project.
(c) Subject to the terms and conditions of the Right of Entry Agreement, during the term of the Right of Entry Agreement, Developer and its employees, contractors, agents, representatives, architects, engineers and consultants (collectively, the “Developer Entities”), at Developer’s sole cost and expense, shall have the right to enter and conduct noninvasive investigations and inspections of the Property, which shall include surveys and other non-invasive tests, studies and investigation as Developer may require (collectively, the “NonInvasive Inspections”), as well as invasive investigations with the prior written approval of the City in its sole and absolute discretion (as more specifically described in the Right of Entry Agreement, the “Invasive Inspections,” and together with the Non-Invasive Inspections, the “Inspections”), pursuant to the terms of the Right of Entry Agreement and this Section 6, in advance of due diligence investigations to be conducted under the future DDA. (i) Developer shall provide City, at no additional charge and without representation or warranty of any kind, with copies of non-proprietary reports prepared by third parties for Developer in connection with the Inspections within three (3) business days of Developer’s receipt of the same.
(ii) Prior to entering the Property pursuant to this Section 6, Developer and/or Developer’s consultant or contractor (as applicable) shall procure, maintain, and provide proof to the City of insurance meeting all requirements set forth in Sections 8 and 9 9 of the Right of Entry Agreement, and as set forth in the Right of Entry Agreement, may be required to procure, maintain, and provide proof of additional insurance coverage for its conduct of Invasive Inspections as determined in the City’s sole and absolute discretion.
(d) Within thirty (30) days after the Effective Date, City shall provide to Developer all documents in its possession or control relating to the physical or environmental condition of the Property (including, but not limited to, environmental, property physical condition, geological studies, engineering and structural analyses, and geotechnical reports and soil tests and analyses) to the extent reasonably known to be in City’s possession. The City shall not have any duty to create or obtain documents that are not under its possession or control.
(e) City and Developer acknowledge and agree that any disposition of any portion of the Property shall be subject to compliance with applicable provisions of the Surplus Land Act (Government Code § 54220 et seq.).

7. Restrictions Against Change in Ownership, Management and Control of Developer and Assignment of Agreement.
(a) The qualifications and identity of the Developer and its principals are of particular concern to the City. It is because of these qualifications and identity that the City has entered into this Agreement with the Developer. During the Negotiation Period, no voluntary or involuntary successor-in-interest of the Developer shall acquire any rights or powers under this Agreement, except as provided in Section 7(c).
(b) The Developer shall promptly notify the City in writing of any and all changes whatsoever in the identity of the business entities or individuals either comprising or in Control (as defined in Section 7(d)) of the Developer, as well as any and all changes in the interest or the degree of Control of the Developer by any such persons or entities, of which information the Developer or any of its shareholders, partners, members, directors, managers or officers are notified or may otherwise have knowledge or information. Upon the occurrence of any significant or material change, whether voluntary or involuntary, in ownership, management or Control of the Developer (other than such changes occasioned by the retirement, death, or incapacity of any individual) that has not been approved by the City, prior to the time of such change, the City may terminate this Agreement, without liability to the Developer or any other person, by sending written notice of termination to the Developer, referencing this Section 7(b).
(c) Notwithstanding anything in this Agreement to the contrary, the Developer may assign its rights under this Agreement to an Affiliate (as defined in Section 7(d)), such as a single purpose LLC or LP, on the condition that such Affiliate expressly assumes all of the obligations of the Developer under this Agreement in a writing reasonably satisfactory to the City, and further provided that Developer shall, at all times, control any such Affiliate and be responsible and obligated directly to the City for performance of the 10 Developer's obligations under this Agreement.
(d) For the purposes of this Agreement, the term “Affiliate” means any person, directly or indirectly, controlling or controlled by or under common control with the Developer, whether by direct or indirect ownership of equity interests, by contract, or otherwise.

For the purposes of this Agreement, “Control” means possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an entity, whether by ownership of equity interests, by contract, or otherwise. (e) Upon any permitted assignment by Developer of its rights and obligations hereunder, the Developer and permitted assignee shall execute a written assignment agreement and the succeeding entity shall be deemed the Developer for all purposes under this Agreement. Notwithstanding anything which may be or appear to be herein to the contrary, no assignment hereof by Developer shall relieve Developer of its obligations under this Agreement unless the assignee or successor in interest agrees to assume obligations to the fullest extent under law and as specifically agreed to in writing by the City, with such written approval not unreasonably withheld. Developer may only assign responsibility to the fullest extent permitted by law, and language making assignees and successors in interest liable for all future obligations must be included in any assignment instrument.

8. Obligations to Review Draft Agreements and Attend Meetings. (a) The City shall provide Developer with an initial draft DDA and associated exhibits, which shall include but not be limited to:
(i) Legal description of the Property;
(ii) Schedule of Performance;
(iii) Form of Ground Lease;
(iv) Regulatory Agreement in accordance with Government Code Section 37364(d);
(v) Form of Notice of Agreement;
(vi) Form of Official Action of Developer; and
(vii) Form of Certificate of Completion.
(b) During the Negotiation Period, each Party shall diligently review and comment on draft versions of a DDA provided by the other Party and, if the terms and conditions of such a DDA are agreed upon between City staff and the Developer, the Developer shall submit the DDA fully executed by the authorized representative(s) of the Developer to the City Manager for submission to the City governing body for review and approval or disapproval. Any future DDA shall consist of terms and conditions acceptable to both the Developer and the City governing body, in their respective sole and absolute discretion. (c) During the Negotiation Period, the Developer shall also keep City staff advised on the progress of the Developer in performing its obligations under this Agreement, on a regular basis or as requested by City staff, including, without limitation, having one or more of the Developer's employees or consultants who are knowledgeable regarding this Agreement, the design and planning of the Project and the progress of negotiation of a DDA, 11 such that such person(s) can meaningfully respond to City and/or City staff questions regarding the progress of the design and planning of the Project or the negotiation of a DDA, attend both:
(1) periodic meetings with City staff, as reasonably scheduled and requested by City staff during the Negotiation Period, which may be held telephonically, and (2) meetings of the City governing body, when reasonably requested to do so by City staff.

9. Developer to Pay All Costs and Expenses. All fees or expenses of engineers, architects, financial consultants, legal, planning or other consultants or contractors, retained by the Developer for any study, analysis, evaluation, report, schedule, estimate, environmental review, planning and/or design activities, drawings, specifications or other activity or matter relating to the Property or the Project or negotiation of a DDA that may be undertaken by the Developer during the Negotiation Period, pursuant to or in reliance upon this Agreement or in the Developer's discretion, regarding any matter relating to a DDA, the Property or the Project, shall be the sole responsibility of and undertaken at the sole cost and expense of the Developer and no such activity or matter shall be deemed to be undertaken for the benefit of, at the expense of or in reliance upon the City. The Developer shall also pay all fees, charges and third-party costs, make all deposits and, if applicable, provide all bonds or other security associated with the submission to and processing by the City of any and all applications and other documents and information to be submitted to the City by the Developer pursuant to this Agreement or otherwise associated with the Project. The City shall not be obligated to pay or reimburse any expenses, fees, charges or costs incurred by the Developer in pursuit of any study, analysis, evaluation, report, schedule, estimate, environmental review, planning and/or design activities, drawings, specifications or other activity or matter relating to the Property or the Project or negotiation of a DDA that may be undertaken by the Developer during the Negotiation Period, whether or not this Agreement is, eventually, terminated or extended or a DDA is entered into between the City and the Developer, in the future, inclusive of the non-refundable Initial Deposit or Extension Deposit in accordance with this Agreement. Notwithstanding the foregoing, however, the City shall be responsible for its own costs, including, without limitation, legal costs (including legal costs of any contract legal counsel, if applicable), incurred in negotiating this Agreement.

10. No City Approval. Nothing in this Agreement, nor any comments provided by the City or City staff, nor any failure of City staff to provide comments to any submittal by Developer pursuant to this Agreement shall modify or replace any land use entitlement process of the City applicable to the Project, limit the police power land use jurisdiction of the City as relates to the Property or the Project, constitute an approval of all or any portion of the Project by the City pursuant to the police power land use jurisdiction of the City, or constitute any approval of all or any portion of a future DDA by the City.

11. City Not to Negotiate With Others. During the Negotiation Period, the City and City staff shall not negotiate with any other person regarding the sale, lease and/or redevelopment of the Property. The term “negotiate,” as used in this Agreement, means and refers to engaging in any discussions with a person or entity other than the Developer, regardless of how initiated, with respect to the availability of the Property and/or that person/entity's redevelopment of the Property, without the Developer's prior written consent.

Developer acknowledges that City may receive and retain unsolicited offers regarding 12 redevelopment of the Property, but shall not entertain any offer or negotiate with the proponent of any such offer during the Negotiation Period; provided, however, that the City may notify such proponent that it is a party to this Agreement. Developer acknowledges that the City is a public agency and subject to the provisions of the California Public Records Act, Government Code Section 7920.000, et. seq. (the “PRA”). Nothing in this Agreement shall limit, prevent, restrict or inhibit the City from providing any information in its possession or control that would customarily be furnished to persons requesting information from the City concerning the City’s activities, goals, or other matters of a similar nature relating to implementation of the Project as required by law to be disclosed, upon request or otherwise.

12. Acknowledgments and Reservations.
(a) The City and the Developer agree that, if this Agreement expires or is terminated for any reason, or a future DDA is not approved and executed by both the City and the Developer, for any reason, neither the City nor the Developer shall be under any obligation, nor have any liability to each other or any other person regarding the sale, lease or other disposition of the Property or the redevelopment of the Project or the Property. (b) The Developer acknowledges and agrees that no provision of this Agreement shall be deemed to be an offer by the City, nor an acceptance by the City of any offer or proposal from the Developer for the City to convey any estate or interest in the Property to the Developer or for the City to provide any financial or other assistance to the Developer for redevelopment of the Project or the Property.
(c) The Developer acknowledges and agrees that the Developer has not acquired, nor will acquire, solely by virtue of the terms of this Agreement, any legal or equitable interest in real or personal property from the City.
(d) Certain development standards and design controls for the Project may be established between the Developer and the City, but it is understood and agreed between the City and the Developer that the Project and the redevelopment of the Property must conform to all City and other applicable governmental development, land use and architectural regulations and standards. Drawings, plans and specifications for the Project shall be subject to the approval of the City through the standard development application process for projects of this nature.

Nothing in this Agreement shall be considered approval of any plans or specifications for the Project or of the Project itself by the City.
(e) The Parties agree and acknowledge that the City will cooperate with Developer in the development of any plans for the Project by using its best efforts to provide any information in its possession or control that would customarily be furnished to persons requesting information from the City concerning their respective goals, matters of a similar nature relating to development plans or as required by law to be disclosed, upon request or otherwise.
(f) The City reserves the right to reasonably obtain further available information and data to ascertain the ability and capacity of the Developer to acquire or lease, 13 develop and operate the Property and/or the Project. The Developer acknowledges that it may be requested to make certain financial disclosures to the City, its staff, legal counsel or other consultants, as part of the financial due diligence investigations of the City relating to the potential lease of the Property and redevelopment of the Project on the Property by the Developer and that any such disclosures may become public records. The City shall maintain the confidentiality of financial information of the Developer to the extent allowed by law, as determined by the City Attorney.
(g) The City shall not be deemed to be a Party to any agreement for the acquisition of, lease of, or disposition of real or personal property, the provision of financial assistance to the Developer or development of the Project on the Property or elsewhere, until the terms and conditions of a complete future DDA are considered and approved by the City Council in their sole and absolute discretion, following the conclusion of one or more duly noticed public hearings, as required by law. The Developer expressly acknowledges and agrees that the City will not be bound by any statement, promise, or representation made by City staff or representatives during the course of negotiations of a future DDA and that the City shall only be legally bound upon the approval of a complete DDA by the City Council in their sole and absolute discretion, following one or more duly noticed public hearings, as required by law. (h) Each Party represents that it has not engaged any broker, agent, or finder in connection with this transaction and each Party agrees to hold the other Party harmless from any claim by any broker, agent, or finder retained by or claimed through such Party. (i) The Parties acknowledge that further efforts by either Party to perform due diligence, arrange or obtain financing, or carry out other acts in contemplation of the possible acquisition of, lease of, or disposition of the Property or the development of the Project shall not be deemed evidence of intent by either Party to be bound by any term, condition, covenant, restriction or agreement relating to acquisition of, lease of, or disposition of the Property.
(j) The Developer acknowledges and agrees that no provision of this Agreement shall be interpreted or construed to be a guaranty, warranty, representation or assurance by the City that any public agency or other entity shall give any discretionary approval or provide any development financial assistance to Developer with respect to the Project.

13. Nondiscrimination. The Developer shall not discriminate against nor segregate any person, or group of persons on account of race, color, creed, religion, sex, marital status, handicap, national origin or ancestry in undertaking its obligations under this Agreement.

14. City Events of Default and Developer Remedies.
(a) The occurrence of any of the following shall constitute an “Event of Default” on the part of the City under this Agreement:
(i) City’s engagement in discussions concerning the Property, including the sale, lease, and/or redevelopment thereof, with any 14 party other than Developer prior to the termination or expiration of the Agreement.
(ii) Failure by the City to timely comply with any other provision of this Agreement that is not cured within fifteen (15) days after written notice from Developer to the City of such breach. (b) Developer Remedies. If there is an Event of Default by City, the Developer may provide the City with written Notice of the Event of Default describing the event. If the City fails to cure the Event of Default within the prescribed time periods above, the Developer may terminate the Agreement in its sole and absolute discretion by delivering written notice of termination to Developer. The City and the Developer each acknowledge and agree that the City would not have entered into this Agreement, if it were to be liable to the Developer for any additional monetary damages, monetary recovery or any remedy other than termination of this Agreement and specific performance. Accordingly, subject to the final sentence of this paragraph, the City and the Developer agree that the Developer's sole and exclusive rights and remedies upon the breach of this Agreement by the City is termination of this Agreement and specific performance.
(c) Non-Waiver. Any failure or delay by Developer in asserting any of its rights or remedies as to any default shall not operate as a waiver of any default or of any rights or remedies associated with a default.

15. Developer Events of Default and City Remedies.
(a) The occurrence of any of the following shall constitute an “Event of Default” on the part of the Developer under this Agreement:
(i) Failure of Developer to meet a performance milestone by the applicable date contained in the Schedule of Performance of this Agreement, if such failure is not cured within fifteen (15) days after written notice from the City of such failure.

Notwithstanding the foregoing, (a) Developer’s failure to meet performance milestones of the Schedule of Performance shall not constitute a default in the event that and to the extent that such failure is due to a delay by the City (a “City Delay”), and (b) the Negotiation Period shall be automatically extended by the number of days of any City Delay.
(ii) Any material breach of any representation or warranty made by Developer in this Agreement that is not cured within fifteen (15) days after written notice from the City to Developer of such breach.
(iii) Any assignment or attempted assignment by Developer in violation of Section 7 of this Agreement that is not cured within fifteen (15) days after written notice from the City to Developer of such breach.
15 (iv) Failure of Developer to procure or maintain any of the insurance coverage required by the Right of Entry Agreement resulting in a lapse in required insurance coverage which lapse is not cured within ten (10) days after written notice from the City to Developer of such breach.
(v) Failure by the Developer to comply with any other provision of this Agreement that is not cured within fifteen (15) days after written notice from the City to the Developer of such breach or, if such breach is not reasonably capable of being cured within fifteen (15) days, if Developer has not commenced to cure such breach within fifteen (15) days and thereafter diligently pursued such cure to completion.
(b) City Remedies. If there is an Event of Default by Developer, the City may provide the Developer with written notice of the Event of Default describing the event. If the Developer fails to cure the Event of Default within the prescribed time periods above, the City may terminate the Agreement in its sole and absolute discretion by delivering written notice of termination to Developer. The City and the Developer each acknowledge and agree that the Developer would not have entered into this Agreement, if it were to be liable to the City for any additional monetary damages, monetary recovery or any remedy other than termination of this Agreement and specific performance. Accordingly, the City and the Developer agree that the City's sole and exclusive rights and remedies upon the breach of this Agreement by the Developer is termination of this Agreement and specific performance. (c) Non-Waiver. Any failure or delay by City in asserting any of its rights or remedies as to any default shall not operate as a waiver of any default or of any rights or remedies associated with a default.

16. Compliance with Law. The Developer acknowledges that any future DDA, if approved by the governing body of the City, will require the Developer (among other things) to carry out the development of the Project in conformity with all applicable laws, including all applicable building, planning and zoning laws, environmental laws, safety laws and federal and state labor and wage laws.

17. Press Releases. The Developer agrees to obtain the approval of the City Manager or his or her designee or successor in function of any press releases Developer may propose relating to the lease or redevelopment of the Property or negotiation of a DDA with the City, prior to publication. The rights and obligations in this provision shall not apply to leasing and marketing brochures and/or information distributed by email or placed online on a brokerage website or real estate website such as LoopNet.com.

18. Notice. All notices required under this Agreement shall be presented in person, by nationally recognized overnight delivery service or by first class certified or registered United States Mail, with return receipt requested, to the address for the Party set forth in this Section 18. Notice shall be deemed confirmed by United States Mail effective the third (3rd) business day after deposit with the United States Postal Service. Notice by personal service or nationally recognized overnight delivery service shall be effective upon delivery. Either Party 16 may change its address for receipt of notices by notifying the other Party in writing. Delivery of notices to courtesy copy recipients shall not be required for valid notice to a Party.

To DEVELOPER: Jamboree Housing Corporation
17701 Cowan Ave., Suite 200
Irvine, CA 92614
Attn: Roger Kinoshita
Email: [email protected]
With Courtesy Copy to: Rutan & Tucker, LLP
18575 Jamboree Road, 9th Floor
Irvine, CA 92612
Attn: Patrick D. McCalla
Email: [email protected]
To CITY: René Bobadilla, City Manager
11710 Telegraph Road
Santa Fe Springs, CA 90670
Email: [email protected]
With Courtesy Copy to: Olivarez Madruga Law Organization, LLP 500 S. Grand Avenue, 12th Floor
Los Angeles, CA 90071
Attn: Paloma Perez-McEvoy
Email: [email protected]

19. Warranty Against Payment of Consideration for Agreement. The Developer warrants that it has not paid or given, and will not pay or give, any third party any money or other consideration for obtaining this Agreement. Third parties, for the purposes of this Section 19, shall not include persons to whom fees are paid for professional services, if rendered by attorneys, financial consultants, accountants, engineers, architects, brokers and other consultants, when such fees are considered necessary by the Developer.

20. Acceptance of Agreement by Developer. The Developer shall acknowledge its acceptance of this Agreement by delivering to the City three (3) original counterpart executed copies of this Agreement signed by the authorized representative(s) of the Developer.

21. Counterpart Originals. This Agreement may be executed by the City and the Developer in multiple counterpart originals, all of which together shall constitute a single agreement.

22. No Third-Party Beneficiaries. Nothing in this Agreement is intended to benefit any person or entity other than the City or the Developer.

23. Governing Law. The City and the Developer acknowledge and agree that this Agreement was negotiated, entered into and is to be fully performed in the City of Santa Fe Springs, California. The City and the Developer agree that this Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California, without application of such laws' conflicts of laws principles. 17 24. Waivers. No waiver of any breach of any term or condition contained in this Agreement shall be deemed a waiver of any preceding or succeeding breach of such term or condition, or of any other term or condition contained in this Agreement. No extension of the time for performance of any obligation or act, no waiver of any term or condition of this Agreement, nor any modification of this Agreement shall be enforceable against the City or the Developer, unless made in writing and executed by both the City and the Developer.

25. Construction. Headings at the beginning of each section and sub-section of this Agreement are solely for the convenience of reference of the City and the Developer and are not a part of this Agreement. Whenever required by the context of this Agreement, the singular shall include the plural and the masculine shall include the feminine and vice versa. This Agreement shall not be construed as if it had been prepared by one or the other of the City or the Developer, but rather as if both the City and the Developer prepared this Agreement. Unless otherwise indicated, all references to sections are to this Agreement. All exhibits referred to in this Agreement are attached to this Agreement and incorporated into this Agreement by this reference. If the date on which the City or the Developer is required to take any action pursuant to the terms of this Agreement is not a business day of the City, the action shall be taken on the next succeeding business day of the City.

26. Attorneys' Fees. If either Party hereto files any action or brings any action or proceeding against the other arising out of this Agreement, then the prevailing Party shall be entitled to recover as an element of its costs of suit, and not as damages, its reasonable attorneys' fees as fixed by the court, in such action or proceeding or in a separate action or proceeding brought to recover such attorneys' fees. For the purposes hereof the words “reasonable attorneys' fees” mean and include, in the case of either Party, salaries and expenses of the lawyers working for or employed by such Party (allocated on an hourly basis) to the extent they provide legal services to such Party in connection with the representation of that Party in any such matter.

27. Enforced Delay. No Party shall be deemed in default of its obligations under this Agreement where a delay or default is due to an act of God, natural disaster, accident, breakage or failure of equipment, enactment of conflicting federal or state laws or regulations, third-party litigation, administrative action or any related statute, strikes, lockouts or other labor disturbances or disputes of any character, interruption of services by suppliers thereof, unavailability of materials or labor, unforeseeable and severe economic conditions, rationing or restrictions on the use of utilities or public transportation whether due to energy shortages or other causes, war, civil disobedience, riot, or by any other severe and unforeseeable occurrence that is beyond the control of that party (collectively, “Enforced Delay”).

Performance by a party of its obligations shall be excused during, and extended for a period of time equal to, the period (on a day-for-day basis) for which the cause of such Enforced Delay is in effect.

28. Amendment. This Agreement may be amended or modified only by a written instrument signed by both City and Developer.

29. Relationship of the Parties. No real estate broker commission or other real property finder’s fee shall be payable by either Party to any person in connection with the 18 approval of this Agreement by the City. The subject of this Agreement is a matter which is solely between Developer and City as it relates to the Property. No responsible agency is a party to this Agreement. None of the provisions in this Agreement shall be deemed to render City a partner in Developer’s business, or joint venturer, or member in any joint enterprise with Developer.

30. Indemnity. Developer shall defend (with counsel reasonably approved by the City), hold harmless and indemnify the City and their elected and appointed officials, officers, agents and employees (individually or collectively, an “Indemnified Party”) from and against any and all claims, causes of action, liabilities, damages, judgments, losses, costs or expenses (including, without limitation, reasonable attorneys’ fees) (any of the foregoing, a “Claim”), whether meritorious or not, arising through activities of the Developer with respect to the Property, or Developer Entities which may also be brought or asserted against any Indemnified Party that relates to or arises out of: (i) property damages or bodily injury or death of any person in connection with this Agreement; (ii) entry upon the Property or conduct of inspections by Developer or Developer Entities; (iii) any violation of applicable law including but not limited to applicable surplus land disposition statutes, including the Surplus Lands Act (Government Code § 54220, et seq.) in connection with the Project contemplated under this Agreement or (iv) the preparation of any report or plan commissioned by Developer. No Indemnified Party shall be entitled to indemnification under this Section for any Claim to the extent such Claim arises from a matter caused by the Indemnified Parties’ negligence or willful misconduct. In the event any action of proceeding is brought against an Indemnified Party by reason of a Claim arising out of any loss for which Developer is obligated to indemnify, defend, or hold harmless the Indemnified Party, upon written notice from such Indemnified Party, Developer shall, at Developer’s sole expense, (with legal counsel reasonably acceptable to the City) answer and otherwise defend such action or proceeding. A Party found liable shall pay their proportionate share of damages, costs and attorneys’ fees as reasonably determined by the Parties or as ordered by a court of competent jurisdiction over the action or proceeding.

Notwithstanding anything to the contrary in this Agreement, each indemnity obligation under this Agreement shall survive the expiration or termination of this Agreement.

31. Severability. If any provision of this Agreement, or its application to any person or circumstance, is held invalid by any court, the invalidity or inapplicability of such provision shall not affect any other person or circumstances, and the remaining portions of this Agreement shall continue in full force and effect, unless enforcement of this Agreement as so modified by and in response to such invalidation would be unreasonable or grossly inequitable under all of the circumstances or would frustrate the fundamental purposes of this Agreement.

Without limiting the foregoing, in the event that any applicable state or federal law prevents or precludes compliance with any material term of this Agreement, the Parties shall promptly modify, amend, or suspend this Agreement, or any portion of this Agreement, to the extent necessary to comply with such provisions in a manner which preserves to the greatest extent possible the benefits to each of the Parties to this Agreement. However, if such amendment, modification or suspension would deprive the Developer or the City of the substantial benefits derived from this Agreement or make performance unreasonably difficult or expensive, then the affected Party may terminate this Agreement upon fifteen (15) days written notice to the other Party. In the event of such termination, neither Party shall have any further right or obligation under this Agreement except as otherwise provided herein. 19 32. Non-Liability of City Officials. No member, official, officer, employee, agent, representative, volunteer, or consultant of the City shall be personally liable to Developer, or any successor in interest of the Developer, in the event of any default or breach by the City or for any amount which may become due to the Developer or to its successor, or on any obligations under the terms of this Agreement.

33. Entire Agreement. This Agreement (including all exhibits and attachments) contains the entire understanding and agreement of the Parties, integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the Parties or their predecessors in interest with respect to all or any part of the subject matter hereof. Any prior correspondence, memoranda, agreements, warranties or representations relating to such subject matter are superseded in total by this Agreement. No prior drafts of this Agreement or changes from those drafts to the signed version of this Agreement shall be introduced as evidence in any litigation or other dispute resolution proceeding by either Party or any other person and no court or other body shall consider those drafts in interpreting this Agreement.

34. Time is of the Essence. Time is of the essence under this Agreement and in the performance of every term, covenant and obligation contained herein. [SIGNATURES ON FOLLOWING PAGE]
20 IN WITNESS WHEREOF, the City and the Developer have executed this Agreement on the dates indicated next to each of the signatures of their authorized representatives, as appear below.

DEVELOPER:

Dated:

JHC-ACQUISITIONS LLC,
a California limited liability company
By: Jamboree Housing Corporation,
A California nonprofit public benefit corporation

By:

Name: Michael Massie
Its: Executive Vice President and Chief
Development Officer
CITY:

Dated:

THE CITY OF SANTA FE SPRINGS
By:

Name: René Bobadilla,
Its: City Manager
ATTEST:

By:

Fernando Muñoz, City Clerk
APPROVED TO FORM:

By:

Rick Olivarez, City Attorney
EXHIBIT “A”
TO

EXCLUSIVE NEGOTIATION AGREEMENT
Property Legal Description
Lot Number: 49-50 Tract No: 23313
Brief Description: TRACT NO 23313 LOTS 49, 50, 51, 52, 53, 54, 55, 56, 57 AND LOT 58 Parcel Number 8001-003-934
EXHIBIT “B”
TO

EXCLUSIVE NEGOTIATION AGREEMENT
Conceptual Site Plan
[To Be Attached Behind This Cover Page]
0 25
50 100
N

SANTA FE SPRINGS SENIOR HOUSING
#
SANTA FE SPRINGS, CA 2025-03-11 24093
CONCEPTUAL SITE PLAN 01

PARKING SUMMARY

UNIT MIX SUMMARY
1BR + 1BA (± 491 SF) 139 DU
1BR + 1BA (± 573 SF) 97 DU
1BR + 1BA (± 682 SF) 80 DU
TOTAL 316 DU
MANAGER’S:
2BR + 2BA (± 1,000 SF) 3 DU
TOTAL 3 DU
GRAND TOTAL: 319 DU

EXISTING PROGRAM
SENIOR CENTER 10,500 S.F.

CITY STAFF OFFICES 4,500 S.F.

TOTAL AREA 15,000 S.F.

PROPOSED PROGRAM:

SENIOR CENTER 10,500 S.F.

CITY STAFF OFFICE 4,500 S.F.

TOTAL AREA 15,000 S.F.

RESIDENTIAL MANAGEMENT & SERVICES:

TOTAL AREA ` 5,000 S.F.

PROJECT SUMMARY

BUILDING AREA SUMMARY
AREA: ± 3.05 AC
UNITS: 319 DU TOTAL
SENIOR - 316 DU
MANAGER’S - 3DU
DENSITY: 104.6 DU/AC
BLDG. TYPE: 5 STORY WRAP - TYPE III
5 STORY GARAGE
ELEVATORS: (3) RESIDENTIAL
(1) SENIOR CENTER/SERVICES
PROPOSED:

TOTAL: 386 SPACES
GROUND LEVEL:

SENIOR CENTER (±10,500 SF)
2ND LEVEL:

CITY STAFF OFFICES (±4,500 SF)
RESIDENTIAL SERVICES (±3,200 SF)
PLACITA PL.

NAVOJOA PL.

PIONEER BLVD.

FWY. - 605

PARKING GARAGE
T.

T.

POWER

LINES COURT
YARD
GARAGE
ENTRY
GARAGE
ENTRY
4 LEVELS OF

UNITS ABOVE

COURTYARD

COURTYARD COURTYARD

SITE PLAN

RESIDENTIAL

LEASING & LOBBY
(±1,800 SF)
2 LEVEL MASSING
(NO UNITS ABOVE)
EXHIBIT “C”
TO

EXCLUSIVE NEGOTIATION AGREEMENT
Letter of Intent
[To Be Attached Behind This Cover Page]
5 Jamboree
September 4, 2025 Cuong Nguyen
Director of Community Development Via email — [email protected] RE: Letter of Interest (“LOT”)
9255 Pioneer Blvd.

Santa Fe Springs, CA
APN 8001-003-934
Dear Mr. Nguyen:

Jamboree Housing Corporation or its nominee (Jamboree) is interested in collaborating with the City of Santa Fe Spring (City) to develop affordable housing at 9255 Pioneer Blvd. in Santa Fe Springs.

The proposed development is over 210 lower-income units of senior housing, a senior center and city staff offices.

We believe the development is aligned with the City’s Housing Element. We will work diligently and in good faith to assist the City in meeting its housing needs. A timeline is provided in the attached exhibit. This LOI is non-binding statement of a proposed transaction. It is subject to negotiation, execution, and delivery of definitive legal documents by Jamboree and City.

If the basic terms of this letter are acceptable to the City, City should execute a copy of this letter and return it to Jamboree. Jamboree will then begin preparation of the Exclusive Negotiating Agreement. We look forward to collaborating on this public private partnership to develop much-needed affordable housing in Santa Fe Springs.

Respectfully submitted, Accepted by,

JAMBOREE HQUSING CITY OF SANTA FE SPRINGS
By: : v Soon BY
, alo LL bn,
Title: EJ wWive VW 4 Oa EL Title:

BF CeaaniuiwTyY (LVELYORN”.

Dated:
9/4/25 Dated:ZA dh 2x7
Exhibit A

Pioneer Blvd. Tentative Timeline

Milestone Preliminary Timeline ENA Submitted September 2025

ENA Approved October 1, 2025

Due Diligence Starts October 2, 2025

Site Plan - Refinements Start October 2, 2025

City Staff Offices

Senior Center

Billboard

Senior Housing

Review #1 of Site Plans and Floor Plans with City November 1, 2025

Review #2 of Site Plans and Floor Plans with City November 22, 2025

Review #3 of Site Plans and Floor Plans with City December 13, 2025

Entitlements

First Submittal February 11, 2026

Second Submittal March 28, 2026 Staff Approval April 27, 2026 Planning Commission Approval June 26, 2026
City Council Approval July 26, 2026
DDA Submitted August 9, 2026
DDA Approved October 8, 2026

EXHIBIT “D”
TO

EXCLUSIVE NEGOTIATION AGREEMENT
Schedule of Performance
Milestone Date
Satisfaction of all requirements to effectuate the ENA as set forth in ENA Section 3(a) Within 30 days of City Council approval Developer’s Delivery of Term Sheet to City Within 60 days of ENA Effective Date Inspections Starts Within 10 days of Right of Entry execution, for a period of 90 days
City’s Delivery #1 of Floorplan for Community Center
Project Within 60 days of ENA Effective Date
City’s Delivery #2 of Floorplan for Community Center
Project Within 30 days of Submittal and Review #1
Developer’s Submittal and Review #1 of Conceptual
Design Package1 with City
Within 60 days of Developer Approval of Floorplan
for Community Center
Submittal and Review #2 of Conceptual Design Package
with City Within 30 days of Submittal and Review #1
Submittal and Review #3 of Conceptual Design Package
with City (if necessary) Within 30 days of Submittal and Review #2 Delivery of Draft DDA to Developer Within 30 days of City Approval of Conceptual Design Package
Finalization of the DDA Within 90 days of receipt of the first Draft DDA (not to exceed ENA term)
City Council Approval of DDA Within 365 days of ENA Effective Date 1 The Conceptual Design Package shall consist of the project description, inclusive of the number of affordable units and affordability levels, site plan, floor plans, community center, and anticipated entitlements.

EXHIBIT “E”
TO

EXCLUSIVE NEGOTIATION AGREEMENT
Right of Entry Agreement
[To Be Attached Behind This Cover Page]
1 THE CITY OF SANTA FE SPRINGS

RIGHT OF ENTRY AGREEMENT
9255 Pioneer Boulevard
(Gus Velasco Neighborhood Center)
THIS RIGHT OF ENTRY AGREEMENT (“Agreement”) is made and entered into this ___ day of _________________, ____, by and between the City of Santa Fe Springs, a municipal corporation (the “City”) and JHC-Acquisitions LLC, a California limited liability company (the “Developer”). City and Developer are sometimes referred to in this Agreement individually, as a “Party” and, collectively, as the “Parties.”

RECITALS
A. The City is the owner of that certain real property located at 9255 Pioneer Blvd., Santa Fe Springs, California (APN 8001-003-934), and more specifically described in the legal description attached to this Agreement as Exhibit “A” (the “Property”) and incorporated into this Agreement by this reference; and
B. The City operates an approximately 14,400 square foot single-story community center on the Property currently used for community programming and rentable event space (the “Gus Velasco Neighborhood Center”); and
C. The Gus Velasco Neighborhood Center is in need of improvements for modernization to best serve the community, and the City is in dire need of housing. To maximize the value of the City-owned Property to residents, the City intends to subdivide the Property in a manner for a portion of the Property to be used for senior citizen housing, and a portion for continued use by the City for City operations and community programming as the Gus Velasco Neighborhood Center; and D. The Parties have entered into an exclusive negotiation agreement (“Exclusive Negotiation Agreement”) dated ______________,______, for reference purposes only, to attempt to negotiate a disposition and development agreement of a long term lease for a portion of the Property; and
E. Developer has proposed the redevelopment of the Property as an approximately 319 unit housing project including approximately 316 covenanted affordable senior units, with a minimum of 210 units made affordable to lower-income households, three unrestricted managers’ units, and with additional affordability restrictions set forth in the Exclusive Negotiation Agreement (the “Senior Citizen Housing Project”), consistent with the requirements of Section 54221(f)(1)(A) of the Surplus Lands Act (Gov. Code § 54220 et seq.) and the construction of an approximately 14,400 square foot (“sf”) senior center including City staff office space (“Community Center Project,” and collectively with the Senior Citizen Housing Project, the “Project”); and F. The Developer has requested access to the Property that the Developer and its employees, contractors, agents, representatives, architects, engineers and consultants (collectively “Affiliated Parties”) may conduct such non-invasive investigations, inspections, tests, surveys, and other analyses (“Non-Invasive Inspections”) of the Property, and as set forth in Section 2(b) of this 2 Agreement, Invasive Inspections with prior written approval of the City in its sole and absolute discretion (together with Non-Invasive Inspections, “Inspections”) as set forth herein and in the Exclusive Negotiation Agreement to determine the condition of the Property or the feasibility of designing, developing, constructing, leasing and financing the Project in advance of the conduct of due diligence under the future disposition and development agreement; and G. The City desires to provide access to the Property to the Developer and its Affiliated Parties for the purpose of conducting Inspections.

NOW THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS HEREIN

SET FORTH AND THE MUTUAL BENEFITS TO BE DERIVED THEREFROM, THE PARTIES AGREE AS FOLLOWS:

1. Grant. City, the owner of the Property, hereby grants a right of entry (“Right of Entry”) to the Developer and its Affiliated Parties to enter upon the Property. Use of the Property is for the purpose of conducting Inspections.

2. Permitted Activities. The Developer and the Affiliated Parties shall use the Right of Entry to perform the aforementioned Inspections in accordance with the terms of this Section 2. a. Except as otherwise authorized by the City and as set forth in Section 2(b), and subject to the requirements of Section 2(c), Developer shall cause the Inspections to be conducted during regular business hours (7:00 a.m. to 6:00 p.m., Monday through Friday) upon not less than forty-eight (48) hours’ prior written notice to City. City may have a representative present at any Inspection of the Property. b. In conducting its Inspections at the Property, Developer and the Developer Entities shall: (i) except with the prior written approval of City, which, if Developer’s Phase I environmental site assessment recommends invasive testing shall not be unreasonably withheld (but may be conditioned on Developer’s compliance with additional terms and conditions as set forth in this paragraph), but in all other scenarios may be given or withhold in City’s sole and absolute discretion, not perform invasive activities on the Property, including but not limited to (a) invasive or intrusive geotechnical, environmental or other inspections with respect to the Property or any portion thereof (including any drilling, boring, cutting, disassembling, or removing of the Property or any portion thereof); or (b) biological or environmental sampling or analysis, whether of air quality, soil, or water samples or otherwise, which shall include, but not be limited to, the conduct of any Phase II Site Investigation (those aforementioned activities set forth in (a) and (b), collectively, “Invasive Inspections”); (ii) comply with all applicable laws; and (iii) not permit any liens to attach to the Property by reason of the exercise of Developer’s rights hereunder. The City’s grant of advance written approval to Developer to conduct Invasive Inspections may be conditioned on Developer’s compliance with certain terms and conditions beyond those set forth in this Agreement, including but not limited to the procurement of heightened insurance requirements beyond those set forth in Sections 8 and 9 prior to the commencement of such Invasive Inspections and performance of specified activities outside of regular business hours (including weekends) to prevent disruption of Gus Velasco 3 Neighborhood Center operations. The Parties shall cooperate in good faith to ensure any Invasive Inspections authorized by the City are conducted in a manner which does not disrupt Gus Velasco Neighborhood Center operations or current occupants. c. Developer and its Affiliated Parties shall not interfere with the peaceful enjoyment of the Property by the current occupants of the Property. Developer acknowledges that the Gus Velasco Community Center is currently operational and is therefore occupied by City staff, community residents, and other persons. Any Inspections of the Property or other entry upon the Property by Developer shall not disrupt any existing use or occupancy of the Property, City operations, Gus Velasco Community Center operations, or any other activities of City staff or community residents onsite, as determined by the City in its reasonable and absolute discretion.

3. Term. This Agreement will be effective on the date first written above. The Developer and its Affiliated Parties shall have the Right of Entry for a maximum period of ninety (90) days, and in accordance with the terms of this Agreement, commencing on _________________, ____, unless this Agreement is terminated earlier as set forth in this Agreement.

4. Condition of Property. During the term of this Agreement, the Developer and its Affiliated Parties shall not cause physical damage to or create dangerous conditions on the Property or otherwise cause any other damage to the Property or any personal property owned or held by any third party and shall take all reasonable steps to maintain the Property in its current condition, reasonable wear and tear excepted and except as necessary to conduct the Inspections, in an orderly and appealing manner.
a. Developer shall promptly repair any damage to the Property resulting from the entry by Developer or its Affiliated Parties or from any such Inspections. b. Promptly upon completion of each Inspection, Developer shall cause the portion of the Property subject to such Inspection to be restored to the condition existing immediately prior to such Inspection, to the maximum extent reasonably commercially feasible.

5. Termination. This Agreement may be terminated by City if the City reasonably determines that the Developer and its Affiliated Parties’ use of the Property is in violation of a material term or condition of this Agreement, creates any kind of health and safety hazard that is not reasonably capable of being mitigated, would impose any liability upon the City, if the Parties are no longer attempting to negotiate a disposition and development agreement for the Project; or the Exclusive Negotiation Agreement has otherwise been terminated or expired.

6. Access to the Property. The City shall make a reasonable effort to keep access to the Property available to the Developer and its Affiliated Parties at all times set forth in Section 2(a) of this Agreement. The Developer and its Affiliated Parties shall not interfere with the City’s access to or use of the Property.

7. Indemnification. Except as to active negligence or willful misconduct of the City, the Developer agrees to indemnify, defend, and hold the City and its officers and employees, harmless from and against all claims, causes of action, damages, losses, liabilities, judgments, costs or 4 expenses, including attorneys’ fees and costs, which arise out of or is in any way connected with (i) the entry upon the Property by Developer or its Affiliated Parties to perform Inspections; (ii) the performance of Inspections or use of the Property under this Agreement by the Developer and its Affiliated Parties; or (iii) property damage, bodily injury, or death of any person in connection with the activities of the Developer and its Affiliated Parties pursuant to this Agreement. The Developer shall also be responsible for any reasonable attorneys’ fees and costs the City may incur in the event the City has to file any action in connection with this Agreement. The obligations of this Section 7 shall survive the expiration or termination of this Agreement and of the Exclusive Negotiation Agreement.

8. Workers’ Compensation Insurance. By executing this Agreement, the Developer certifies that the Developer is aware of Section 3700 of the Labor Code of the State of California requiring every employer to be insured against liability for workers’ compensation, or to undertake self-insurance before commencing any of the work, to the extent required by law. The Developer shall require its contractors, agents, representatives, architects, engineers and consultants (collectively “Developer’s Contractors”) to carry the insurance or provide for self-insurance required by California law to protect City from claims under the Workers’ Compensation Act. Prior to City’s execution of this Agreement, each of the Developer and its Affiliated Parties shall file with City (i) a certificate of insurance showing that such insurance is in effect, (ii) a certification that they are self-insured for such coverage, or (iii) a certification that they have no employees. Any certificate of insurance filed with City shall provide that City will be given thirty (30) days prior written notice before modification or cancellation thereof.

9. General Liability Insurance. Prior to the City’s execution of this Agreement, Developer shall provide, and shall cause the Developer’s Contractors to provide, proof of general liability insurance as required to insure the City against damages for personal injury, including accidental death, as well as from claims for Property damage, which may arise from or which may concern operations by anyone directly or indirectly employed by, connected with, or acting for or on behalf of the Developer and the Developer Contractors. The City, and its officers, employees and agents, shall be named as additional insureds under the Developer’s insurance policies. Said policies shall be in the usual form of commercial general liability insurance policies, but shall include the following provisions:

It is agreed that the City, the City and its officers, employees and agents are added as additional insureds under this policy, solely for the inspections done by and on behalf of the named insured.

All liability insurance shall be issued by insurance companies authorized to transact liability insurance business in the State of California with a policy holder’s rating of A or higher and a Financial Class of VII or higher. General liability insurance policies shall cover both bodily injury (including death) and property damage (including, but not limited to, premises operations liability, products-completed operations liability, independent contractor’s liability, personal injury liability, and contractual liability) in an amount not less than One Million Dollars ($1,000,000) per occurrence and a general aggregate limit in the amount of not less than Two Million Dollars ($2,000,000), unless otherwise approved or reduced by the City. These minimum amounts of coverage shall not constitute any limitation or cap on the Developer’s indemnification obligations under Section 7 hereof. Any policies shall not be canceled unless thirty (30) days prior written notification of intended cancellation has been given to the City by certified or registered mail, postage prepaid. Any policies shall include 5 an endorsement stating that any applicable insurance coverage maintained by the City shall be excess in relation to the Developer and the Developer’s Contractor’s insurance policies.

10. Governing Law. The City and the Developer acknowledge and agree that this Agreement was negotiated, entered into and is to be fully performed in the City of Santa Fe Springs, California. The City and the Developer agree that this Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California, without application of such laws' conflicts of laws principles.

11. Attorneys' Fees. If either Party hereto files any action or brings any action or proceeding against the other arising out of this Agreement, then the prevailing Party shall be entitled to recover as an element of its costs of suit, and not as damages, its reasonable attorneys' fees as fixed by the court, in such action or proceeding or in a separate action or proceeding brought to recover such attorneys' fees. For the purposes hereof the words “reasonable attorneys’ fees” mean and include, in the case of either Party, salaries and expenses of the lawyers working for or employed by such Party (allocated on an hourly basis) to the extent they provide legal services to such Party in connection with the representation of that Party in any such matter.

12. Compliance with Law. The Developer’s and its Affiliated Parties’ performance under this Agreement shall comply with all applicable local, state, and federal laws, regulations, and ordinances.

13. Notices. All notices required under this Agreement shall be presented in person, by nationally recognized overnight delivery service or by first class certified or registered United States Mail, with return receipt requested, to the address for the Party set forth in this Section 13. Notice shall be deemed confirmed by United States Mail effective the third (3rd) business day after deposit with the United States Postal Service. Notice by personal service or nationally recognized overnight delivery service shall be effective upon delivery. Either Party may change its address for receipt of notices by notifying the other Party in writing. Delivery of notices to courtesy copy recipients shall not be required for valid notice to a Party:

To DEVELOPER:

JHC-Acquisitions LLC
c/o Jamboree Housing Corporation
17701 Cowan Ave., Suite 200
Irvine, CA 92614
Attn: Roger Kinoshita
Email: [email protected]
With Courtesy Copy to: Rutan & Tucker, LLP
18575 Jamboree Road, 9th Floor
Irvine, CA 92612
Attn: Patrick D. McCalla
Email: [email protected]
To CITY: René Bobadilla, City Manager
11710 Telegraph Road
6 Santa Fe Springs, CA 90670
Email: [email protected]
With Courtesy Copy to: Olivarez Madruga Law Organization, LLP 500 S. Grand Avenue, 12th Floor
Los Angeles, CA 90071
Attn: Paloma Perez-McEvoy
Email: [email protected]

14. Assignment. It is mutually understood and agreed by both Parties that this Agreement may not be assigned or transferred in any way. Any transfer shall be void and of no effect.

15. Authority. The individuals executing this Agreement each represent and warrant that they have the legal power, right and actual authority to bind their respective entities to the terms and conditions hereof and thereof.

16. Severability. Each provision, term, condition, covenant, and/or restriction, in whole and in part, in this Agreement shall be considered severable. In the event any provision, term, condition, covenant, and/or restriction, in whole and/or in part, in this Agreement is declared invalid, unconstitutional, or void for any reason, such provision or part thereof shall be severed from this Agreement and shall not affect any other provision, term, condition, covenant, and/or restriction, of this Agreement and the remainder of the Agreement shall continue in full force and effect. [SIGNATURES ON FOLLOWING PAGE]
7 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed on the date and year first written above.

Dated: DEVELOPER:

JHC-ACQUISITIONS LLC,
a California limited liability company
By: Jamboree Housing Corporation,
a California nonprofit public benefit corporation
By:

Name: Michael Massie
Its: Executive Vice President and Chief
Development Officer
Date: CITY:

THE CITY OF SANTA FE SPRINGS
By:

Name: René Bobadilla
Its: City Manager
ATTEST:

By:

Fernando Muñoz, City Clerk
APPROVED TO FORM:

By:

Rick Olivarez, City Attorney
8 EXHIBIT “A”
TO

RIGHT OF ENTRY AGREEMENT
Property Legal Description
[To be Attached Behind This Cover Page]
ITEM # 28

CITY OF SANTA FE SPRINGS

CITY COUNCIL AGENDA STAFF REPORT
TO: Honorable Mayor and City Council Members
FROM: René Bobadilla, P.E., City Manager
BY: Cuong Nguyen, Director of Community Development
SUBJECT: DECLARING A PORTION OF THE PROPERTY LOCATED AT 9255 PIONEER BOULEVARD (APN: 8001-003-934) AS EXEMPT SURPLUS

LAND PURSUANT TO THE SURPLUS LAND ACT
DATE: December 2, 2025
RECOMMENDATION:

It is recommended that the City Council:
1) Find that this action is exempt from environmental review under the California Environmental Quality Act (CEQA); and
2) Adopt Resolution No. 9987, declaring that a portion of the city-owned property located at 9255 Pioneer Boulevard (APN 8001-003-934) is “exempt surplus land” pursuant to the Surplus Land Act (Government Code Sections 54221(f)(1)(A) and 37364).

FISCAL IMPACT
There is no fiscal impact associated with declaring the portion of the property exempt surplus land. Adoption of the resolution merely establishes the portion’s exempt status under the Surplus Land Act (SLA) and authorizes the City Manager to negotiate an Exclusive Negotiation Agreement (ENA) for a long-term ground lease with a qualified developer.

Future fiscal impacts, including potential lease revenues, terms of development, and capital contributions related to replacement of the Gus Velasco Senior Center, will be evaluated as part of the negotiated ENA and subsequent Council actions.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 DECLARING A PORTION OF 9255 PIONEER BLVD AS “EXEMPT SURPLUS LAND”

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BACKGROUND
The City of Santa Fe Springs owns an approximately 111,460-square-foot parcel located at 9255 Pioneer Boulevard, identified as APN 8001-003-934 (“Site”). The Site is currently improved with the Gus Velasco Senior Center (“Senior Center”), an approximately 14,400-square-foot, single-story community facility used for senior programming, staff offices, conference rooms, and rental banquet space.

Constructed in 1991, the Senior Center now suffers from deferred maintenance and aging infrastructure that limit its ability to meet the needs of the community’s senior population.

JHC-Acquisitions, LLC (“Developer”) has submitted a Letter of Interest proposing to develop a portion of the Site with a senior housing project and to rebuild a replacement senior center on the Site. The proposal includes:
• Subdivision of the Site, a portion of which would be ground leased by Developer (the “Proposed Lease Area”), with the portions of the Site that do not comprise the Proposed Lease Area retained by the City (the “City Retained Area”); • Development of an approximately 319-unit affordable senior housing project on the Proposed Lease Area, consistent with requirements of Government Code Section 37364 (the “Senior Housing Project”);
• A commitment that not less than 80% of the Proposed Lease Area would be used for housing;
• A commitment that a minimum of 210 units of the Senior Housing Project will be affordable to lower-income households, exceeding the statutory minimum requirement that 40% total units be made affordable to households with incomes equal to or less than 75% of the maximum income for lower income households, half of which must be made affordable to very low income households; and • Construction of a new 14,400-square-foot Senior Center on the City Retained Area that will continue to serve the City’s seniors and remain under City control and use (the “Community Center Project,” and together with the Senior Housing Project, the “Project”).

ANALYSIS
N/A

ENVIRONMENTAL
The proposed action is exempt from the California Environmental Quality Act (CEQA) pursuant to the State CEQA Guidelines Section 15061(b)(3) (Common Sense CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 DECLARING A PORTION OF 9255 PIONEER BLVD AS “EXEMPT SURPLUS LAND”

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Exemption). The declaration of exempt surplus land does not authorize construction, a ground lease, or any physical change to the environment. Any future development approvals will undergo separate CEQA review.

DISCUSSION
The Surplus Land Act (Gov. Code § 54220 et seq.) requires local agencies to classify property as “surplus land” or “exempt surplus land.” Properties classified as exempt surplus land are not subject to the Act’s process requirements, including mandatory notices and right-of-first-offer procedures for housing sponsors and government agencies.

Government Code Section 54221(f)(1)(A) designates as exempt surplus land any property not necessary for agency’s use that will be transferred pursuant to Government Code Section 37364, which authorizes cities to lease land for housing projects that meet specific affordability and land-use criteria.

As the Project is proposed, the Site would be subdivided into two portions; (1) the City Retained Area, retained for the City’s continued use, and (2) the Proposed Lease Area, which is not necessary for the City’s use, proposed to be transferred pursuant to Government Code Section 37364 and therefore exempt surplus land. The Developer’s proposed Project satisfies these statutory requirements:
• ≥80% of the Proposed Lease Area will be devoted to housing; • ≥40% of total Senior Housing Project units will be made affordable to households with incomes equal to or less than 75% of the maximum income of lower-income households (and at least half of those to very low-income households); and • The City Retained Area will be retained by the City for the Community Center Project, which will remain an “agency’s use.”
Accordingly, the Site qualifies as exempt surplus land under Government Code Sections 54221(f)(1)(A) and 37364. Adoption of the proposed resolution authorizes the City Manager to negotiate an ENA with the Developer for the Project, which shall include potential ground lease, subdivision, and redevelopment of the city-owned Gus Velasco Neighborhood Center property at 9255 Pioneer Boulevard.

Adoption of the resolution does not authorize a disposition, lease, or approval of the Project itself; those actions will occur under separate, future City Council consideration.

SUMMARY/NEXT STEPS
Adoption of the attached resolution will:

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025 DECLARING A PORTION OF 9255 PIONEER BLVD AS “EXEMPT SURPLUS LAND”

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ITEM STATUS:

APPROVED: ☐
DENIED: ☐
TABLED: ☐
DIRECTION GIVEN: ☐
• Formally designate the Proposed Lease Area as “exempt surplus land”; • Allow the City to proceed directly with negotiations for a long-term lease supporting a senior housing development consistent with Government Code Section 37364; and
• Allow the City to retain a subdivided portion of the Site (the City Retained Area) for development of a new Senior Center.

Following adoption, staff will return to the City Council with an ENA for consideration, followed by additional actions related to project entitlements, long-term lease terms, CEQA review, and development agreements.

ATTACHMENT(S):

A. Site Aerial
B. Resolution No. 9987
Exhibit A – Legal Description
Exhibit B – Jamboree Letter of Interest
Attachment A
Site Aerial
RESOLUTION NO. 9987

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA
FE SPRINGS DECLARING PROPERTY LOCATED AT 9255
PIONEER BOULEVARD APN 8001-003-934 “EXEMPT
SURPLUS” PURSUANT TO THE SURPLUS LANDS ACT
GOVERNMENT CODE SECTION 54221(f)(1)(A)
WHEREAS, the City of Santa Fe Springs (“City”) owns an approximately 111,460 square foot (“sf”) property located at 9255 Pioneer Boulevard in the City of Santa Fe Springs, California, also known as APN 8001-003-934 (“Site”) as more specifically described in Exhibit “A”; and
WHEREAS, the City currently operates an approximately 14,400 sf single-story community center on the Site, known as the Gus Velasco Senior Center (“Senior Center”), used for community programming, employee offices, conference rooms, and rentable banquet/gathering facilities; and
WHEREAS, the Senior Center suffers from deferred maintenance issues and is in need of upgraded facilities to best serve the community’s residents; and WHEREAS, JHC-Acquisitions, LLC (“Developer”) has expressed interest in ground leasing a portion of the Site from the City (the “Proposed Lease Area”) to develop an approximately 319-unit affordable senior housing (“Senior Citizen Housing Project”) on at least 80 percent (80%) of the Proposed Lease Area of the Site in accordance with Government Code Section 37364(b); and
WHEREAS, in accordance with Government Code Section 37364(c), not less than forty percent (40%) of the Senior Citizen Housing Project’s total units shall be made affordable to households whose incomes are equal to or less than seventy-five percent (75%) of the maximum income of lower income households, and at least half of which shall be affordable to very low income households, with a minimum of 210 units made affordable to lower income households, as expressed in a Letter of Interest submitted by Developer, herein attached and incorporated into this Resolution as Exhibit “B”, which provides for development of affordable housing on the Proposed Lease Area that exceeds the minimum requirements in Government Code Section 37364(c); and WHEREAS, in addition to the Senior Citizen Housing Project, the Developer would also rebuild the Senior Center on the portions of the Site that do not comprise the Proposed Lease Area (the “City Retained Area”), as an approximately 14,400 sf facility that would serve the community’s senior population (the “Senior Center Project” and collectively with the Senior Citizen Housing Project, the “Project”); and WHEREAS, the Surplus Lands Act (“Act”) (Gov. Code § 54220 et seq.) requires a local agency to make a formal declaration when certain real property is no longer needed for an “agency’s use” as defined by the Act; and
WHEREAS, the Act provides that when a real property meets the Act’s definition of “exempt surplus land,” the local agency need not comply with the requirements of the Act; and
WHEREAS, pursuant to Government Code Section 54221(f)(1)(A), surplus land which is being transferred pursuant to Government Code Section 37364 is considered “exempt surplus land”; and
WHEREAS, the proposed Senior Citizen Housing Project complies with Government Code Section 54221(f)(1)(A) because, in accordance with the requirements of Government Code Section 37364, Developer proposes to develop not less than 80 percent of the Proposed Lease Area for housing, with not less than 40 percent of the total housing units affordable to households whose incomes are equal to, or less than, 75 percent of the maximum income of lower income households, and at least half of which shall be affordable to very low income households; and
WHEREAS, the City will retain the City Retained Area for the “agency’s use” and therefore intends to take the proper actions to appropriately subdivide the Site to separate the Proposed Lease Area from the City Retained Area; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA FE

SPRINGS DOES HEREBY FIND, DETERMINE, DECLARE, AND RESOLVE AS FOLLOWS:

SECTION 1. The recitals set forth above are true and correct, and are incorporated herein in full.

SECTION 2. The City has determined and declared that the Proposed Lease Area is no longer necessary for the agency’s use, pursuant to the Act. Consistent with the requirements of Government Code Section 37364(b) no less than 80 percent (80%) of the Proposed Lease Area will be used for the development of housing.

SECTION 3. The proposal from Developer for the Proposed Lease Area complies with the requirements set forth in Government Code Sections 54221(f)(1)(A) and 37364.

SECTION 4. The Proposed Lease Area is therefore “exempt surplus land” under the Act and is not otherwise subject to the requirements of the Act.

SECTION 5. The City Council hereby authorizes the City Manager or his designee to do any and all things, including negotiate the terms of and execute an exclusive negotiation agreement (“ENA”) for a long-term lease with the Developer or another qualified entity that proposes a housing development project that meets qualifications of Government Code Sections 54221(f)(1)(A) and 37364 that would provide a development that would develop not less than 80 percent of the Proposed Lease Area for housing, and restrict 40 percent of the development to be affordable to households whose incomes are equal to, or less than, 75 percent of the maximum income of lower income households, and at least 50 percent of which shall be affordable to very lowincome households.

SECTION 6. The adoption of this resolution is exempt from the California Environmental Quality Act (“CEQA”) (Pub. Res. Code § 21000 et seq.) pursuant to CEQA Guidelines Section 15061(b)(3) (Common Sense Exemption), which indicates that CEQA only applies to projects that have a “significant effect on the environment” as defined by Public Resources Code Section 21068 and CEQA Guidelines Section 15382. This resolution merely declares the Proposed Lease Area to be exempt from the Act and does not approve the conveyance of the Proposed Lease Area to the Developer, nor does it approve any sort of development or construction at the Site. Therefore, no further action is required under CEQA.

SECTION 7. If any section, subsection, clause, or phrase of this Resolution is for any reason held to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portions of this title; it being hereby expressly declared that this title, and each section, subsection, sentence, clause, and phrase hereof, would have been prepared, proposed, adopted, approved, and ratified irrespective of the fact that any single section subsection, sentence, clause, or phrases be declared invalid or unconstitutional.

SECTION 8. The City Clerk shall certify the passage and adoption of this Resolution and cause the same to be published or posed in the manner required by law.

SECTION 9. This Resolution shall take effect immediately upon its adoption by the City Council and the City Clerk shall attest to and certify the vote adoption of this Resolution.

PASSED, APPROVED AND ADOPTED this 2nd day of December, 2025 by the City Council of Santa Fe Springs.
_______________________________
William K. Rounds, Mayor
APPROVED AS TO FORM: ATTEST:
_____________________________ ________________________________ Rick Olivarez, City Attorney Fernando N. Muñoz, City Clerk I, Fernando N. Muñoz, City Clerk of the City of Santa Fe Springs, hereby CERTIFY that Resolution 9987 was adopted by the City Council of Santa Fe Springs at a regular meeting held on 2nd of December, 2025 and was passed, approved and adopted by the following vote:

AYES: ______
NOES: ______
ABSENT: _____
ABSTAIN: _____
____________________________________
Fernando N. Muñoz, City Clerk
Exhibit A
Property Legal Description
Lot Number: 49-50 Tract No: 23313
Brief Description: TRACT NO 23313 LOTS 49, 50, 51, 52, 53, 54, 55, 56, 57 AND LOT 58 Parcel Number 8001-003-934
5 Jamboree
September 4, 2025 Cuong Nguyen
Director of Community Development Via email — [email protected] RE: Letter of Interest (“LOT”)
9255 Pioneer Blvd.

Santa Fe Springs, CA
APN 8001-003-934
Dear Mr. Nguyen:

Jamboree Housing Corporation or its nominee (Jamboree) is interested in collaborating with the City of Santa Fe Spring (City) to develop affordable housing at 9255 Pioneer Blvd. in Santa Fe Springs.

The proposed development is over 210 lower-income units of senior housing, a senior center and city staff offices.

We believe the development is aligned with the City’s Housing Element. We will work diligently and in good faith to assist the City in meeting its housing needs. A timeline is provided in the attached exhibit. This LOI is non-binding statement of a proposed transaction. It is subject to negotiation, execution, and delivery of definitive legal documents by Jamboree and City.

If the basic terms of this letter are acceptable to the City, City should execute a copy of this letter and return it to Jamboree. Jamboree will then begin preparation of the Exclusive Negotiating Agreement. We look forward to collaborating on this public private partnership to develop much-needed affordable housing in Santa Fe Springs.

Respectfully submitted, Accepted by,

JAMBOREE HQUSING CITY OF SANTA FE SPRINGS
By: : v Soon BY
, alo LL bn,
Title: EJ wWive VW 4 Oa EL Title:

BF CeaaniuiwTyY (LVELYORN”.

Dated:
9/4/25 Dated:ZA dh 2x7
Exhibit A

Pioneer Blvd. Tentative Timeline

Milestone Preliminary Timeline ENA Submitted September 2025

ENA Approved October 1, 2025

Due Diligence Starts October 2, 2025

Site Plan - Refinements Start October 2, 2025

City Staff Offices

Senior Center

Billboard

Senior Housing

Review #1 of Site Plans and Floor Plans with City November 1, 2025

Review #2 of Site Plans and Floor Plans with City November 22, 2025

Review #3 of Site Plans and Floor Plans with City December 13, 2025

Entitlements

First Submittal February 11, 2026

Second Submittal March 28, 2026 Staff Approval April 27, 2026 Planning Commission Approval June 26, 2026
City Council Approval July 26, 2026
DDA Submitted August 9, 2026
DDA Approved October 8, 2026
ITEM # 29

CITY OF SANTA FE SPRINGS

CITY COUNCIL AGENDA STAFF REPORT
TO: Honorable Mayor and City Council Members
FROM: René Bobadilla, P.E., City Manager
BY: Gus Hernandez, Director of Parks & Recreation
SUBJECT: AUTHORIZATION TO ENTER INTO AN AGREEMENT WITH MAJOR LEAGUE SOFTBALL, INC., FOR ADULT SOFTBALL LEAGUE

SERVICES
DATE: December 2, 2025
RECOMMENDATION(S):

It is recommended that the City Council:
1) Authorize the award of RFP 26-3 to Major League Softball, Inc. to operate the City’s adult softball league programming; and
2) Authorize the City Manager to enter into a Professional Services Agreement with Major League Softball, Inc., subject to City Attorney approval as to form; and 3) Authorize the City Manager to approve minor amendments and extensions to the agreement as needed to ensure continuity of services; and 4) Direct the City Attorney to make clarifying changes necessary to effectuate the intent of the Agreement; and
5) Take such additional, related action that may be desirable.

FISCAL IMPACT
There is no negative fiscal impact to the City. Transitioning operations to Major League Softball, Inc. (MLS) is expected to provide annual estimated cost savings of approximately $30,000 annually to the Department budget through reductions in staffing, supplies, and contractual services related to program delivery.

CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025

AUTHORIZATION TO ENTER INTO AN AGREEMENT WITH MAJOR LEAGUE SOFTBALL, INC., FOR ADULT SOFTBALL LEAGUE SERVICES

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BACKGROUND
The City of Santa Fe Springs offers adult softball leagues that serve residents and the surrounding community by promoting fitness, recreation, and social engagement. In accordance with the City’s procurement policy, a Request for Proposals (RFP) was issued to identify a qualified operator for league administration and gameday operations. • RFP posted Thursday, September 25, 2025
• RFP closed Tuesday, October 21, 2025
• A 12 day question submittal period was included
• Notice published in Los Cerritos Community News
• Posting and documentation available on the City’s PlanetBids procurement portal • Distributed directly to 31 prospective service providers • Four prospective firms registered as bidders and downloaded the RFP documentation
• One bidder submitted
MLS submitted a responsive proposal and demonstrated the experience, capacity, and customer service model necessary to elevate program operations.

ANALYSIS
MLS has more than 30 years of experience operating adult softball programs on behalf of public agencies. Their proposal demonstrates a comprehensive and professional service model that includes:
• Turnkey league administration including registration, rostering, scheduling, standings, statistics, conflict resolution, and participant communication • Online registration and payment, allowing 24-7 access for team managers and participants
• SCMAF-certified umpires assigned and supervised through a quality-control model that includes field supervision by a League Direction Official each night of league play
• A dedicated customer service team, available Monday through Friday to address participant inquiries, improving responsiveness and reducing staff intervention • Game day field preparation, including dragging, watering, base installation, and chalking to industry standards
• Program growth opportunities, such as the ability to organize 1 and 2 day tournament events to increase play offerings and facility usage • Awards, marketing, and branding support, including team awards, press releases, and participant updates
CITY COUNCIL AGENDA REPORT – MEETING OF DECEMBER 2, 2025

AUTHORIZATION TO ENTER INTO AN AGREEMENT WITH MAJOR LEAGUE SOFTBALL, INC., FOR ADULT SOFTBALL LEAGUE SERVICES

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