Yorba Linda City Council
September 17, 2024

pfmì asset
rnanagement
çrrY,or Y-o_RÞA LINDA -*e7480000Security Type/ Description Dated Date/Coupon/ Matu r¡ty
Managed Account Fair Market Value & Analytics For the Month Ending July 31',2O24 CUSTP Par Broker
Next Call
Date
Market
Price
Market
Value
Unreal G/L
On Cost
Unreal G/L
Amort Cost
EffectiveDuration
YTM
at Mkt
U.S. Treasury Bond / Note
US TREASURY NOTESDlD L013t12022 4.I25o/o 1013U2027

US TREASURY NOTES
DTD t013U2022 4.t25o/o I013t12027
US TREASURY NOTESDf D LU 30 I 2022 3.87 5o/o IU 30 I 2027US TREASURY NOTESDlD 0t/3U2023 3.500o/o 0113112028

US TREASURY NOTES
DTD 03/31/2023 3.625o/o 0313U2028

US TREASURY NOTES
DlD 041301202t 1.2s0o/o 04 13012028
US TREASURY NOTESDrD 04/3012023 3.500o/o 0413O12028US TREASURY NOTESDTD 05/15/2018 2.875o/o 05 | t5 I 2028

US TREASURY NOTES
DlD 0513112023 3.6250/o 05 l3ll2029
US TREASURY NOTESDTD 08/31/2023 4.375Vo 0813t12028US TREASURY NOTESDTD 11/30/2021 1.500o/o rt13012028

US TREASURY NOTES
DlD I2l3Ll202r 1.375o/o 1213U2028
Security Type Sub-Total
91282CFUo91282CFU0
9L2B2CFZ991282CGH8912B2CGT2
9L282CBZ3
91282CH42
9r28284N7
912B2CHE49I282CHX29I282CDL2
91282CDP3
500.000.00500,000.00
420,000.00
4s0.000,00
750,000.00300,000.00
670,000.00725.000.00750,000.00300,000.00
765,000.00550,000.00
JPM_CHA

MERRILL
JPM_CHAJPM-CHAJPM-CHACITIGRPCABRËRA

IYERRILL
]PM_CHA

BARCLAYBNP-PAR
HSBC
100.25100.25

99.52 98.3198.72

90.50 98.2896.03

98.72 101.50

90.2889.61
501,250.00
501,250.00
417,965.60442,406.25
740,390,63271,500,00
6s8,484.38
696,226.56
740,390.63
304,500.00690,651.56
492,8s1.s9
(5,292.97\(r,972.66)(3,s60.18)
(4,763.67)
(13,945.31)
9,785.16
(8,217.97)(2.322.27)(7,189.84)
5,r79.69
9,233.787,J46.90
(3,087.60)
o22.87)
(3,0s4.38)(s,610.83)
(12,843.20)
7,397.26
(9,042.38)(8,651.35)
(7,677.96)

5.058.97
(s61.01)
699.10

3.053.0s

3.L43.32
24)

3.663.513.s9

3.s93.72

4.194.29

4.04 4.O44.034.02

4.004.004.00

4.01 3.993.97

3.963.96
22,86O,OOO.O0 2Lt786,22L.87 (386,457.65) (495,415.19) 2.53 4.2L Supra-National Agency Bond / Note
INTL FINANCE CORP NOTES 45950KDF4 235.000.00 WELLS_F 100.37 235,877.02 t,643.12 t,490.40 2.35 4.2L DÎ D r2l 06 | 2023 4.37 5o/o 0r | 15 I 2027
security Type sub-Total 235,O0O.O0 235ß77.02 !,æ3.L2 L,4go.4o 2.35 4.2L Municipal Bond / Note
PFM Asset Management LLC Account 97480000 Page 21

pfml asset inanagement
Managed Account Fair Market Value & Analytics For the Month Ending JulY 3t,2O24 Security Type/ Description
Dated Date/CouPon/MaturiÇ Par Broker
Next Call
Date
Market
Price
Market
Value
Unreal G/L
On Cost
Unreal G/L
Amort Cost
EffectiveDuration
YTM
at Mkt
Municipal Bond / Note
MS ST TXBL GO BONDSDTD 08/06/2020 0.5650/o 1110U2024SAN DEIGO CNTY WTR AUTH, CA TXBL REV BON
DtrD 0712212020 0.743o/o 0510U2025
UNIV OF CAL ]'](BL REV BONDS
DTD 07 | 16 | 2020 0'933o/o 05 | 15 | 2025

FL ST BOARD OF ADMIN TXBL REV BONDS
DTD 09 | 16 | 2020 1.258o/o 07 | 0 I I 2025

FL ST BOARD OF ADMIN TXBL REV BONDS
DrD 0911612020 1'258o/o O710U2025

SAN JUAN USD, CA TXBL GO BONDS
D-tD LO I 29 | 2020 0'852o/o 08 I 0 I I 2025LOS ANGELES USD, CA TXBL GO BONDS DTD 1 1/10/2021 l'455o/o 07 I 0r I 2o26

CA ST UNIV TRUSTEES - MUNTCIPAL
BONDS
DTD 4.755o/o 1'ttou2026Security Type Sub-Tota¡
CUSIP
605581M27
7974t2DM2
91412HFM0
34t27LAD6
34t27tAD6798306WP7
544647FCg
73077Ð1C6
165,000.00 WELLS-F
260,000.00 MERRILL
130,000.00 IPM_CHA
13O,OOO.OO MERRILL
275,OOO.OO MERRILL
13s,000.00 KEYBANC
150.000.00 BARCLAY110,000.00 BARCLAY
11355,000.o0

98.83 96.97

96.9896.5.3

96.53 96.02

94.32 100.20
163,061.25252,132.40
126,072.70
125,482,50265,443.75
t29,628.35
141,481.50
L10,224.40
(1,938.7s)

0.867.60',1
ß,927.30)
(s.436.60)
(9,s56.2s)
(s,371.6s)
(8,518.50)
224.40
(1.938.7s)
(7,867.60)
(3,927.30)
(4,693.02)
(9,5s6.2s)
(s,371.6s)
(8,s18.50)
224.40
c.26

0.75 0.79
o.92o.92

1.00 1.902.74

5.27 4.88

4.87 5.18

5.18 4.97

4.58 4.66
1,313,526.85 (42,392.25) (4t'648.67) 1.O1 4.97
Federal Agency Commercial Mortgage-Backed Security
FHMS KO54 A2
DfD M12012016 2'745o/o 0UoU2026FHMS KO58 A2
DTD 11/09/2016 2'6530/o 0810U2026FHMS KO59 A2
OTD LIlz9l20I6 3.120o/o 091oU2026
FHMS KO61 A2
DTD OU3ol20L7 3'347o/o L7l0rl2026
FHMS KO63 A2
DID 03 | OL | 2017 3'430o/o 07 I 0 L I 2027FHMS KO64 A2 DTD OS I 15 | 20t7 3.224o/o 03 | oL | 2027
3137BNGT5
3L37BSP72
3137BSRE5
3137BTUM1
3137BVZ823137BXOY1
280,000.00 BAiRD485,000.00 BREAN
475.000.00 MORGAN344,687.60 CTTIGRP
505,000.00 CANT_FI
495,000.00 MoRGAN97.07 96.10 96.89 97.24 97.27 96.70 27L,792.93 466,061.01 460.205.85 335,173.15 49t,215.61 478,649.63 3,386.68 1,484.06 10,310.34 1,095.46 813.27 11,725.41 (2,L59.t7) (6,587.02) 4,349.20 (2,576.23\ ø,012.04) 4,135.60 1.29 7.92 1.94 2.06 2.t9 2.33 4.89 4.70 4.69 4.64 4.62 4.58 PFM Asset Management LLC
Account 97480000 Page 22

pfml asset management
CITY Ol YORBA LINDA - 97480000
Security Type/Description
Dated Date/Coupon/ Maturity
Managed Account Fair Market Value & Analytics For the Month Ending July 3L,2O24 CUSIP Par Broker
Next Call
Date
Market
Price
Market
Value
Unreal G/L
On Cost
Unreal G/L
Amort Cost
Effective
Duration
YTM
at Mkt
Federal Agency Commercial Mortgage-Backed Security
FHLMC MULTiFAMILY STRUCTURED P
DrD 0710U2017 3.243o/o 0410112027FHMS KOTO A2DfD l2l 1212017 3.303o/o lll 0112027FHMS KO74 A2DrD 03/2912018 3.600% 01/01/2028FHMS KJ48 A1D'lD t2l 07 / 2023 4.858o/o 05/0 1/2028FHMS KJ46 A1 DrD 07 lOIl2023 4.777o/o 0610112028FHMS K5O5 A2DID 07/0112023 4.8t9o/o 0610U2028FNA 2023-M6 A2DlD 0710U2023 4.190o/o 0710112028 FHMS K5O8 A2DTD 10/01/2023 4.740o/o 0810U2028FHMS K5O6 A2DrD 09 10112023 4.65j0/o 081 0L/2028FHMS K5O9 A2DlD 1010U2023 4.850o/o 0910112028FHMS K5O7 A2DlD 09 I 0112023 4.800o/o O9 10112028 FHMS K51O A2DTD 11/01/2023 5.0690/o 1010t12028FHMS K511 A2DTD 7210U2023 4.8600/o t010L12028 FHMS K514 A2
DTD 0210U2024 4.572o/o t2/0t12028
FHMS K524 A2DID 07 | 25 I 2024 4.720o/o 05 | O I | 2O29FHMS K522 A2D'tD 06/0L12024 4.803o/o O510U2029 Securiv Type Sub-Total
3t37FtG44
3137FCJK13L37F4ù4r
3137H8C693137HAD453137HACX2
3136BODE6
3t37HAQ74
3137HAMH63137HAST43137HAMS23137H83D43L37HB3G7
3137HBLV4
3137HDVs63137HDJJO
500.000.00255,000.00s00,000.00
376,210.08377,4t5.23
465,000,00
470,000.00455,000.00470,000.00340.000.00
455,000.00
175,000.00
265,000.00
500.000.00395,000.00
48s,000.00

CITIGRP

PNCBARCLAY
]PM-CHAJPM-CHAJPM-CHA

JPM-CHA
Bt\,lO
WELLS_F
N4ORGANN4ERRILL
JPM_CHA

MERRILL
BMO

AMHERST
MORGAN96.60 96.34 97.06 100.88 100.53 100.89 98.75 100.6B 100.34 101.09 100.91 10r.88 101.13 100.06 100.84 101.12 483,0t7.65 245,668.90 485,306.37 379,528.59 379,403.s4 469,t29.76 464,Lt7.42 458,086.87 47t,6t5.56 343,704.67 459,160.55 178,293.5I 268,006.60 500,310.05 398,323.27 490,432.71 3.896.56 3.389.02 2,200.90 3.321,53 r,997.75 (s14.66) 2,085.39 73,067.75 8,568.27 14,544.89 9,s99.16 3,799.43 3:167.94 8.122.55 897.57 5,434.16 (2.346.0s) 3,106.12 2,r03.4r 3,32t.12 t,995.77 472.74 458.10 1t,597.34 7,435.51 13,044.r7 8,763.t2 3,734.64 3,675.35 7.884.04 906.14 5,434.r2 2.47 2.96 3.13 3.06 2.62 3.39 3.54 3,55 3.s3 3.62 3.58 3.64 3.68 3.78 4.18 4.08 4.60 4.5t 4.53 4.60 4.63 4.57 4.54 4.55 4.56 4.56 4.55 4.57 4.56 4.56 4.52 4.54

3.O3 4.59
PFM Asset [4anagement fLC
9,068,312.91 8,977,204.20 Lt2,993.43 64,735.98
Account 97480000 Page 23

pfmì asset inanagement
Managed Account Fair Market Value & Analytics For the Month Ending JulY 3L,2O24 Security Type/ DescriPtion
Dated Date/Coupon/ Maturity CUSIP Par Broker
Next Call
Date
Market
Price
Market
Vahæ
lUnreal G/L
On Cost
Unreal G/L
Amort Cost
EffectiveDuration
YTM
at Mkt
Federal AgencY Bond / Note
FANNIE MAE NOTESDr D 04 | 24 | 2020 0.6250/o 0 4 | 22 | 2025FANNIE MAE NOTES DTD 06/19/2020 0.500o/o 06117 12025FREDDIE MAC NOTES
DTD 09 | 25 | 2020 0'37 5o/o o9 | 23 | 2025
FEDERAL HOME LOAN BANK NOTES(cALtABLE)
DTD O.A3Oo/o O211012027
Secur¡ty Type Sub'Total
313sG03U5
313sG0423
3137EAEX3313OAKYH3
250.000.00 cmGRP
1,000,000.00 NoMURA
495,000.00 CITIGRP
390,000.00 TD
2,135,0O0.00
081t0/24

96.91 96.2695.19

91.83 242,270.50
962,645"0047r,207.33
358,129.59
(7,214.50)
(35,28s.00)
(22302.72],
8,841.69
(7.654.96',
(36,991.84)
Q3,457.22)
(8,901.42)
o.730.88
T,I4

0.07 5.004.894.73

4.27 2þ342s2.42 (55,96O.s3) (76'999.44) o.78 4.76
Corporate Note

BANK OF NY MELLON CORP
DÎ D t0 | 24 I 2019 z.tÛ1o/o r0 | 24 | 2024

STATE STREET CORP NOTES (CALLABLE)
DID l0 | 29 | 2020 2'90 Lo/o 03 | 30 | 2026BANK OF AMERICA CORP NOTES(CALLABLE) Df D 03 I 22 | 2022 3.384% 04 | 02 I 2026

ASTRAZENECA FINANCE LLC (CALLABLE)
CORP
DTD 05 I 28 | 202L 1.200o/o 05 | 28 | 2026
NATIONAL RURAL UTIL COOP CORP NOTES(cAL
DT D 02 | 24 | 202r t.5ÛAo/o 06 | 15 | 2A2.6
BANK OF NEW YORK MELLON CORP NOTES(cALL
DTD 07 1 26 1 2022 4.4t4o/o 07 1 24 1 2026

TRUIST FIN CORP NOTES (CALLABLE)
Dr D 07 I 28 | 2022 4'2600/o 07 | 28 | 2026STATE STREET CORP NOTES (CALLABLE) DTD 08/03/2023 5.272o/o 0810312026
06406R411
857477BM4
0605lGKM0
04636NA41
63743HEW8
06406R8J5
89788MAH5
8s7477CD3
135,000.00 MoRGAN-S
230,000.00 JSEB
25O.OOO.OO MERRILL
145,000.00 JsEB 04128126210,000.00 BARCLAY 05ft5/26

75.000,00 MoRGAN- 07124/25
150,000.00 TFc
270,000.00 MoRGAN_
07128125

94.02 136,334.80

93.28 195,895.98

99.26 74,445.45
03130125
04t02125

99.13 98,3798.64

98.90 100.57
Ð.24

1.660.66

0.98 1.88

5.863.924.23
4,854.97
133,82L18
226,258.36
246,612.00
t48,345.20
27r,548.45
(1,772.82)
(5,128.54)
(3.388.00)
(8,866.75)
3,118.08
(ss4.ss)
(1,654.80)
1,548.45
í,207.64)
e,042.22\(3,388.00)
(8,738.59)
s08.02
(ss4.55)
(1,654.80)
1,548.45

1.73 4.65

1.78 4.79

0.97 4.81
PFM Asset lüanagement LLC Account 97480000 Page 24

pfmì asset manågement
Managed Account Fair Market Value & Analytics For the Month Ending July 3L,2O24 CITY OF YORBA LINDA - 974BOOOOSecurity Type/ Description Dated Date/Coupon/ Matur¡ty CUSIP Par Broker
Next Call
Date
Market
Price
Market
Value
Unreal G/L
On Cost
Unreal G/L
Amort Cost
EffectiveDuration
YTM
at Mkt
Corporate Note

CATERPILLAR FINL SERVICE CORPORATE
NOTES
DID 09 | l4l202I t.tS0o/o 09/ 14 12o26

JPMORGAN CHASE & CO CORP NOTES
DrD 07 | 2U 2016 2.950o/o t0 | 0 U 2026BANK OF NY MELLON CORP CORP NOTES(CALLADrD 07 I 27 12021 1.050o/o l0 | 15 12026

AMERTCAN EXPRESS CO (CALLABLE)

CORPORATE
DTD lll04l202l L650o/o 1110412026

TOYOTA MOTOR CREDIT CORP

CORPORATE NOTES
DTD IU2012023 5.400o/o 1112012026
ADOBE rNC (CALLABLE) CORP NOTE
DTD 02/03/2020 2.150o/o 021 0I I 2027

CISCO SYSTEIVIS INC CORPORATE NOTES
(CALLADrD 0212612024 4.800o/o 0212612027

CHARLES SCHWAB CORP NOTES
(CALLABLE)DlD 03 10312022 2.450o/o 031 0312027

STATE STREET CORP NOTE (CALLABLE)
DlD 031 rgl2024 4.993o/o 03 | 1812027

STATE STREET CORP NOTE (CALLABLE)
DÍD 031 1812024 4.993o/o 031 7812027

NIKE INC CORPORATE NOTES (CALLABLE)
DrD æ12712020 2.750o/o 0312712027
UNITEDHEALTH GROUP INC CORP NOTES(CALLADrD 0512012022 3.700o/o 05/ 15/2027

GOLDMAN SACHS BANK USA CORPORATE
NOTES (DrD 0512112024 5.474o/o 0512t12027
14913R2Q9
46625HRV4
06406RAVg
02s816CM989236T1D5
00724PAC3
t7275RBQ4
8085138Y0
857477CLs857477CLs
654106A12
91324PEG3381511AG5
120,000.00
230,000.00240,000.00
245.000.00270.000.00
120.000.00145,000.00
250,000.00
80,000.00
145,000.00120,000.00
50,000^00
190,000.00

CABRERA

JPM-CHA

CITIGRP

MITSUBNP-PAR

GOLDMAN

DEUTSCH
CIÏGRP
N4ORGANMORGANDAiWA

MERRILL

GOLDMAN
0710u26091t5/26
10104126
r2l0u26
0U26/27
02103127021L8/27
021t8/27
0u27127
04lts/27

93.02 96.31

92.5093.24
101.75

94.42 100.82

94.tt
10 1.01101.01

95.76 97.89
71t,626.76
221,sr3.2322t,998.32228,434.08274,727.97
I13,304.24
\46,787.70
235,283.7s
80,809.36
146,466.97
114.910.80
48,942.65
19 1,0 12.51
(6.614.04)
(21,589.87)

5.540.72
(16,1s9.22)
4,)70.97
(s8.s6)
L,376.20
1 1,688.75
965.36
r,466.97
(361.20)
(1,030.3s)
1,012.51
(7,s94.73)
(13,935.35)
458.20
(16,380.24)
4,917.84
(3,06s.36)
t,350.74
7,049.92
947.50
r,466.97
(2.448.29\(r,042.27)

1.012.51

2.09 1.86

2.102.74

2.182.262.33

2.42 t?o

2.392.402.58

7.73 4.644.764.66

4.84 4.59

4.534.464.90

4.584.584.464.5t5.2r
PFM Asset Management LLC
0sl2Ll26 100.53
Account 97480000 Page 25

pfmì asset inanagement
Managed Account Fair Market Value & Analytics For the Month Ending JulY 3L,2O24 Secu rity Type/ Descri ption
Dated Date/CouPon/ MaturitY CUSIP Par Broker
Next Call
Date
Market
Price
Market
Value
Unreal G/L
On Cost
Unreal G/L
Amort Cost
EffectiveDurat¡on
YTM
at Mkt
Corporate Note

NATIONAL AUSTRALIA BVNY CORPOMTENOTES
DTD 06 | 11 | 2024 5.087 o/o 06 | tl | 2027

NATIONAL AUSTRALIA BVNY CORPORATENOTES
DID 061tt12024 5.087o/o 06llU2O27

AMERICAN HONDA FINANCE CORPORATE
NOTES
DTD 07 | t0 | 2024 4.900o/o 07 I 09 I 2027

AUST & NZ BANKING GRP NY CORPORATE
NOTES
Dfù 07 | 16 | 2024 4.900o/o 07 I 161 2027
BLACKROCK FUNDING INC CORPORATENOrES (C
DlD 07 I 26 | 2024 4.6000/o 07 | 26 | 2027HONEYVUELL INTERNATIONAL

CORPORATE NOTES
DTD 08/0U2024 4.6500/o07l30l2027

TRUIST FINANCIAL CORP NOTES
(CALLABLE)DTD 08/03/2020 l.l25o/o 0810312027

BP CAP MARKETS AMERICA CORPORATENOTES (
DID 05 | 17 | 2024 5.017 o/o lt I 17 I 2O27

JPMORGAN CHASE & CO CORPORATE

NOTES (CAL
DT D 0 t | 23 | 2024 5.040o/o 0t J 23 | 2028

JPMORGAN CHASE & CO CORPOMTE
NOTES (CALDf D 04 I 22 | 2024 5.57 Lo/o 04 | 22 | 2028

CITTBANK NA CORP NOTES (CALLABLE)
DID 09 | 29 | 2023 5.803o/o 09 I 29 I 2028
632530AJ3 365,000.00 SEEL 101.30 369J54.86
63253QAJ3 365,000.00 MITSU 101.30 369,754.8502665WFK2 110,000.00 BARCLAY 100.75 110,829,29 0s253i834 290,000.00 wELLs_F 101.14 293,314.99
09290D4H4 245,OOO.OO MERRILL 06126127 100.62 246,529.54 438516CX2 23o,OOO.OO DEUTSCH 06130127 100.!!7 230,44456 89788MAC6 130.000.00 MoRGAN_ 06103127 89.29 116,071.93
1037308Y5 250,000.00 BNP_PAR r0lt7l27 101.41 253,52r.75 46647P8A0 200.000.00 JPM_CHA 72123127 100.04 200,07ô6046647P8Ê2 21s,000.00 JPM_CHA 04122127 101.95 2t9,L97.88 4,243.86
4,181.80
971.19
3,314.99
1,536,89
a51.46
2,2U.233,5t4.2s

76.60 4,197.88
4,265.94
4,206.57
968.56
3,314.99
r,536.85
851.46
(4,177.s8)
3,574.65

76.60 4,797.88

2.68 4.602.68 4.602.77 4.62

2.79 4.48

2.75 4.37

2.76 4.52

2.78 5.01

2.98 4.553.16 5.03

2.s3 4.993.63 4.75
PFM Asset lvlanagement LLC
1732sFBB3 445,000.00 CITIGRP 08129/28 r03.92 462,464.03 77,464.03 17.464.03 Account 97480000 Page 26

pfmì asset
management
CITY;OF YORBA LINDA - 97480000
Security Type/Description
Dated Date/Coupon/ Matu rity
Managed Account Fair Market Value & Analytics For the Month Ending July 3L,2O24 CUSIP Par Broker
Next Call
Date
Market
Price
Market
Value
Unreal G/L
On Cost
Unreal G/L
AmoÉ Cost
Effective
Duration
YTM
ãt Mkt
Corporate Note

COOPERAT RABOBANK UA/NY
DîD 0U0912024 4.800o/o 0710912029
PACCAR FINANCIAL CORP CORPORATENOTESDlD 0U3I12024 4.6000/o 0U3U2029

TEXAS INSTRUMENTS CORP NOTES
(cALLABLE)DrD 0210812024 4.6000/o 021 0812029

AIR PRODUCTS & CHEMICALS CORP NOTES
(cALDfD 0210812024 4.6000/o 0210812029LOCKHEED MARTTN CORP NOTES(CALLABLE)DTD 0L/29 12024 4.500o/o 021 t512029 cuMMrNs rNc coRP NoTE (CÁLLABLE)
DTD 02120 12024 4.900o/o 0212012029BRTSTOL-MYERS SQUIBB CORP NOTES (CALLABL
DTD 0212212024 4.900o/o 0212212029
BRISTOL-MYERS SQUTBB CORP NOTES(CALLABLDI D 02 I 22 | 2024 4.90 0o/o 02 | 22 I 2029 ASTPÁZENECA FINANCE LLC CORP NOTES
(CALLDlD 0212612024 4.850o/o 02126/2029
CISCO SYSTEMS INC CORPORATE NOTES(cALLA
DTD 02126/2024 4.850o/o 0212612029
AMERiCAN HONDA FINANCE CORPORATE
NOTESDlD 031 1312024 4.900o/o 03 I 1312029
BLACKROCK FUNDING INC CORPORATENOTES (CDrD æ11412024 4.700o/o 03174/2029 21688ABCs69371RS80882508CG7009r588H8s39B30CC1231021AV8
110122EF1110122EF1
04636NA17
17275R8R2
02665WFE6
475,000.00 MoRGAN_
210,000.00 TD
95,OOO.OO MERRILL
32s,000.00 BARCLAY250,000.00 JPM_CHA
240,000.00 BNP_PAR
105,000.00 CIIIGRP120.000.00 JPM_CHA145,000.00 cmGRP
255.000.00 CITIGRP240,000.00 MITSU
07108/290u08/290llts/29
0!20/290u22/290u22/29
01126/290u26129
L00.74100.32101.70
101.33
478,523.08
210,680.82244,086.00
106,393.s6

3.879.33
r,023.12r,t69.45
3,902.283,2s9.505,0s0.66
1,614.06t,303.44

2.C81.91
4,534.67

3.363.36

3.843.35
992.r4
1,160.74
3,864.883,031.7s
4,977.O9
1,596.65t,326.77

2.070.t7
4,527.793.056.14
101.13 96.068.75101.07 328,470.03100.06 250,r49.50

4.044.12

3.98 3.984.003.993.99

3.994.0t

4.014.124.08

4.6L4.524.324.344.48

4.574.574.52

4.424.604.48

4.49 101.33 L2t.592.64
101.33 t46,929.66t01.74 259,445.42101.23 242,957.76
PFM Asset fi4anagement LLC
09290DAA9 45,OOO.OO CITIGRP 021t4/29 100.91 45.408.24 489.69 484.t4 Account 97480000 Page 27

pfml asset inanagement
Managed Account Fair Market Value & Analytics For the Month Ending JulY 3L,2O24 Sectrity Type/ DescriPtion
Dated Date/coupon/ MaturitY cusIP Par Broker
Next Call
Date
Market
Price
Market
Value
Llnreal G/L
On Cost
Unreal G/L
Amo¡t Cost
Effective
Duratbn
YTM
at Mkt
Corporate Note

ADOBE INC CORP NOTES (CALLABLE)
DID 04 | 04 | 2024 4.800o/o 04 I 04 I 2029

ADOBE INC CORP NOTES (CALIABLE)
DlD M10412024 4.800o/o 0410412029BLACKROCK INC (CALLABLE)DT D 04 | 29 | 20 t9 3.250o/o 0 4 | 30 | 2029

TOYOTA MOTOR CREDIT CORP

CORPORATE NOTES
DTD 051 16/2024 5'050o/o 051 1612029

JOHN DEERE CAPITAT CORP CORPORATE
NOTES
DTD 06 | Ll | 2024 4.850o/o 06 | tI | 2029
NATIONAL RU&qL UTIL CORP NOTES(CALLABLE
DI D 05 | I0 | 2024 5.l5oo/o 06 I L5 | 2029
HOME DEPOT INC CORPORATE NOTES(CALLABLEDÎ D 06 | 25 | 2024 4.7 5oo/o 06 I 25 / 2029HOME DEPOT INC CORPORATE NOTES(CALLABLE D'l D 06 I 2s | 2024 4.7 50o/o 06 / 25 I 2029HOME DEPOT INC CORPORATE NOTES(cALr-ABLE 00724PAF6
00724P4F6
09247XAP6
89236TMF9
244225)r.1t63743HFS6
437076DC3
437076DCl
437076DC3

75.OOO.OO MERRILL
165,000.00 BNP_PARs00,000.00 MoRGAN_
125,OOO,OO MERRILL
360,000.00 JPM_CHA
170,000.00 JPM_CHA
120,000.00 MoRGAN_
125,000.00 HsBc
125,000.00 MKTX
0310412903104/29
0i130129
05115/29
0s125129
0sl2sl29
osl25l29
101.66
101.66

94.97 102.11
76,246.O5
t67,741.31
474,543.00
127,641.38

1.357.80
3,229.æ3.468.00
2,908.88
5,934.602,L84.84
2,332.20
2,021.88
t,991.87

1.35r.32
3,201.33
3,236.202,898.98
5,920.182,20t.5s
2,318.33
2,0t4.72
1,985.25

4.t2

4.r24.184.28

4.40 4.40

4.45 4.55
101.49 365,351.40
102.18 173,702.94
101.30 121,558.20
101.30 t26,623.73
101.30 126,623.72

4.37 4.51

4.26 4.65

4.34 4.45

4.34 4.45

4.34 4.45
DTDSecurþ Type Sub-Total J.o,73t,576.O3 64,047.67 41'487.s3 3.O1 4.61 1O,785,0OO.O0 Cedificate of Deposit

TORONTO DOMINION BANK NY CERT
DEPOS
DID I0 / 3Ll 2022 5'6000/o L0 | 27 | 2025
COOPERAT RABOBANK U¡y'NY CERT DEPOS
DID 07 /201 2023 5.080o/o 07 I t7 12026
8911586K1 450,000.00 TD 100.79 453,s44.67 3,544.67 3,544.67 1.19 4.83

1.89 5.02
PFM Asset Management LLC
216841GS5 705,000.00 RABoBAN 100.11 705,794.54 794.54 794.54 Account 97480000 Page 28

pfml asset management
Managed Account Fair Market Value & Analytics For the Month Ending July 3L,2O24 cffY,oF YoRBA L¡NDA - 974A0000Security Type/Description Dated Date/Cou pon/ Maturity CUSIP Par Broker
Next Call
Date
Market
Price
Market
Value
Unreal G/L
On Cost
Unreal G/L
Amort Cost
EffectiveDuration
YTM
at Mkt
Ce¡tificate of Deposit
NATIXIS NY BRANCH CERT DEPOSùTD 09/2012023 5.6100/o 09 118/2026

CREDIT AGRICOLE CIB NY CERT DEPOS
DTD 021 05 12024 4.7 600/o 0210112027
SecuÌity Type Sub-Total
638730P6s22536DWD6
340.000.00 wELLs_F365,000.00 CREDAG
1,860,000.00
101.55

99.94 34s,280.20
364,79r.62
1,869,411.03
s.280.20
(208.38)
9,4LL.O3

5.280.20
(208.38)
t.97

2.37 4.834.78
9,4L'-.O3 1.83 4.89
Bank Note

WELLS FARGO BANK NA BANK NOTES
(CALLABLEDTD 08/09/2023 5.450o/o 08107 12026CITIBANK NA CORP NOTES (CALLABLE) DlD 121 04/2023 5.488o/o 1210412026MORGAN STANLEY BANK NA BANK NOTES (CALLA
Dr D 0 I | 78 | 2024 4.952o/o 0I I t4 I 2028PNC BANK NA CORP NOTES (CALLABLE)DrD úl22l20r9 3.250o/o 0U2212028MORGAN STANLEY BANK NA BANK NOTES (CALLA
DTD 05/30/2024 5.504o/o 05 12612028
Security Type Sub-Total
94988J6D4
17325FBCI
61690U84169353RFJ261690U889
470,000.00
250,000.00
500,000.00
250,000.00250,000.00
WELLS_F

CITIGRP
]SEB

CITIGRPMERRILL
07107/26
17104/26
72114/27
r2123/27
05126/27
101.59

99.7894.97
101.89
253,978.25
498,896.00
237,432.25
254,7L5.00
5,698.75
3,978.25
5,996.00
t,3L4.75
4,412.50
5,686.453,978.255.564.45
r,186.27
4,428.54
20,843,96
101.20 475,66L.15 1.82 4.82

4.76 5.02

4.844.96

2.L43.14

3.23 2.63
t,720,OOO.OO t,720,682.65 21,4OO.25 2.56 4.89
Asset-Backed Security
KCOT 2021-14 A3DÎ D 04 | L4 | 202t 0.6200/o 08 | 15 I 2025KCOT 2021-24 A3DrD 0712812021 0.5600/o |ULT/2025 CARMX 2021-1 A3
DID 0U27l2OZl 0.34oo/o l2lL5/2025
CARMX 2021-2 A3
DrD 0412I1202L 0.520o/o 021 t7 /2026
50117T4C550117X4E2
14316NAC3
1431404C8
11,953.29 JPM_CHA

28.184.19 MITSU
3,526.87 MITSU
2L,353.49 MERRILL

99.5098.6899.6199.t4
11,893.07

27.811,38
3,513.18
2t,170.00
(57.77\
(37r.74)
(12.99)
(178.89)
(s9.63)
ß72.49',)
(13.49)
(r82.02\

0.090.240.06
o.t4

1.111.s9

0.62 1.08
PFM Asset Ívlanagement LLC Account 97480000 Page 29

pfml asset inanagement
Managed Account Fair Market Value & Analytics For the Month Ending JulY 31,2O24 Secr¡ r¡ty Type/ Descri Ption
Dated Date/Coupon/ Maturity CUSIP Par Broker
Next Call
Date
Market
Pr¡ce
Market
Value
lJnreal G/L
On Cost
Unreal G/L
Amoft Cost
EffectiveDurat¡on
YTM
at Mkt
Asset-Backed SecuritY
CARMX 2021-3 A3
DTD 07 I 28 1202t 0.550o/o 06 | 15 | 2026
HAROT 2022-2 A3Df D 08 1 24 1 2022 3.7 30o/o 07 1 20 1 2026CARMX 2022-3 A3 DTD 07 I 20 | 2022 3.97 0o/o 04 | t5 | 2027
coPAR 2022-2 Æ
DTD 3.6600/o 05/1Secur¡ty TyPe Sub-Total
Managed Account sub-TotalSecurities Sub-Total
Accrued InterestTotal Investments
Bolded items are forward setding trades.

L43t7DAC4
43815PAC3
14318MAD1
14043G4D6
95,526.21 RBC
62,111,22 MITSU
285.804.38 RBC
t44,630.78 JPM_CHA
653,09O.43
50,67L,4O3.34
$50,671,403.34

97.8599.03

99.03 98.72
93,47L.0r
6t,506.72
283,043.00
t42,774.42
(2,039.49)
(600.79)
(2,7s4.63)(1,846.00)
(2,049.18)
(602.63)
(2,7s7.s3')(1,850.30)
o.y

0.57 0.64

0.70 t.72

4.254.35

4.15 645tL82.78 (7,862.30) (7ßA7.27)
49,313,934.85 (2a3,177.23) (483'981.67)
(+2A3,177.23) ($483,981.67)

0.56 3.61

2.56 4.45

2.56 4.45o/o $49,313,934.85
$325,289.4s
149,639,224.3O
PFM Asset Management LLC Account 97480000 Page 30

pfml asset
management
Managed Account Security Transactions & Interest For the Month Ending July 3t,2O24 CITY OF YORBA LTNDA. 9748OOOO
Transact¡on TypeTrade Settle
Principal
Par Proceeds
AccruedInterest
Realized G/L
Cost
Realized G/L
Amort Cost
Sale
Method
BUY
0710u2407101124
07/08124
07108124
07109124071t61240711712407117124
071t8124
071t912407t29124
07102124
0710s124071t0124071t6/24
07/r0124
0712s124071t8124
07126124
071t9124
07124/24
oatoLl24
CUSIP
91282CAH4
3137FClK102665WFK205253J83463743HFS63137HDV56
09247XAP6
09290DAH4
69353RFJ2
31374D4r438516CX2

1.000.000.00
255,000.00
110.000.00
290,000.00
170,000.00
395,000.00500,000.00245.000.00250,000.00s00,000.00
230,000.00
(881,210.94)(242,279.88',)(109,858.10)(290,000.00)(171,s18.r0)ß97,425.70\(47r,075.00\Q44,992.65\ (236,1t7.50)(483,10s.47)
(229,993.LO')
(1,684.78)
(93.s9)

0.000.00
1,459.17)(7,242.93',,(3,s20.83)

0.00 ß,994.79)
(1,150.00)
0,00
Total
(882.89s.72)(242,373.47)(109,858.10)(290,000.00)(L72,977.27) (398,668.63)(474,595.83)(244,992.6s)(240,tr2.29\(484,255.47) t229,993.10)
Descri
US TRÉASURY NOTES
DÍD 0813U2020 0.500o/o 0813U2027FHMS KOTO A2
DTD 12/ I2l20I7 3.303o/o 1110112027

AMERICAN HONDA FINANCE

CORPORATE NOTES
D'rD 07 / 10 12024 4.900o/o 07 109 I 2027
AUST & NZ BANKÏNG GRP NYCORPORATE NOTES
DTD 07 / 161 2024 4.900o/o 07 | t6l 2027NATONAL RURAL UTIL CORP NOTES (CALLABLE
DrD \sl 1012024 5.150o/o 06/ 15/2029FHMS K524 A2DT D 07 I 2s | 2024 4.7 20o/o 05 | 0l | 2029BLACKROCK rNC (CALLABLE)DrD 04 | 29 | 20 19 3.250o/o 04 / 30 | 2029BLACKROCK FUNDING INC CORPORATENOTES (CDlD 07 126 | 2024 4.6000/o o7 126/ 2027PNC BANK NA CORP NOTES (CALLABLE)DID 0112212018 3.250o/o 01122/2028FHMS KO74 A2D'tD 03129120t8 3.6000/o 0Il0Ll202BHONEYWELL INTERNATIONAL

CORPORATE NOTES
DTD O8/OU2024 4,6500/o
07 t30t2027
Transaction Type Sub-Total 3,945,000.00 (3,757,576.44) (13,146.09) (3,770,722.53)

INTEREST
07IO1I24 07IOII24 MONEY MARKET FUND
PFM Asset lvlanagernent LLC
MONEYOOO2 0.00 0.00 3,150.51 3,150.51
Account 97480000 Page 31

pfmì asset inanagement
Managed Account Security Transactions & Interest For the Month Ending JulY 3L' 2O24 Principal Realized G/L
Cost
Realized G/L
Amort C.ost
Sale

INTEREST
Transact¡on Type Trade Settle
0710u24 07101124 FL ST BOARD OF ADMIN TXBL REV
BONDSDTD 09/16/2020 1.258o/o 07 | 0U 2025

LOS ANGELES USD, CA TXBL GO BONDS
DfD ll/ 1012021 1.455o/o 07 10t12026FHMS K5O6 A2
DID 0910U2023 4.6500/o 0810U2028
FHMS K514 A2
DfD 0210L12024 4.572o/o I2loU2028
FHMS KO6T A2
DfD 0113012017 3'347o/o LU0tl2026
FHMS IC48 A1
DrD l2loV2023 4.858o/o 0510U2028
FNA 2023-M6 A2
DTD 07/0U2o23 4.t90o/o 0710L12028
FHMS KO59 A2
DTD lI | 29 | 20L6 3'120o/o 09 | 0 U 2026
FHMS K5O9 A2DTD 10/0 U2023 4.850o/o 09 | 0I | 2028FHMS KO64 A2 DTD os I 15 | 20t7 3'224o/o 03 I 07 I 2027
FHMS K51O A2
DlD LU0L|2023 5.0690/o L0l0L/2028
FHMS K]46 A1
DfD 0710U2023 4'777o/o 0610112028
FHMS K511 A2
DTD L210U2O23 4.86o0/o 1010112028

FHLMC MULTIFAMILY STRUCTURED P
DfÐ 07/0U20t7 3'243o/o 0410112027
FHMS KO58 A2
DTD 1 1/09/2016 2.6530/o 08 | 0U 2026
FHMS KO54 A2
DID 04 /20 I 2016 2.7 45o/o 0110112026
0710u240710u24
07lou24
0710u24
0710L124
0710L124
0710L12407101124
0710u240710u24
0710u24
0710u24
071011240710u24
0710u24
07l0ll24
07125124
07/25124
0712s12407125124
0712512407l2sl24
071251240712s124
0712s1240712s124
07125124
0712s124
0712s1240712s124

0.00 0.00

0.00 0.000.00

0.000.00

0.000.00

0.00 0.000.00

0.00 0.000.00

0.00 1,091.2s
1,82t.2s
1,90s.0Ð
963.35
1,525.851,641.03
1,235.037,374.t7
t,329.90
n9.a
1,503.,t01,073.25
1,351.257,072.25
640.50
CUSIP
341271A06
544647FCg
3137HAMH6
3137HBLV43137BTUM1
3137H8C69
3136BQDE63137BSRE5
3137HAST4
3137BXOY13137H8304
3137HAD45
3137H83G7
3137FrG44
3137BSP723137BNGÏ5
Par
405,000.00
150,000.00
470,000.00
500,000,00345.391.14
376,908.57
470,000.00
475,000.00
340,000.00
495,000.00
175,000.00
377,660.08
26s,000.00
s00,000.00485,000.00
280,000.00
Proceeds
AccruedInterest
2,547.45
Total
2,547.45
1,091.25
r,82L.25
1,905.00
963.35
1,525.85
1,641.08
1,235.001,374.17
1,329.90
739.23
1,503.40
7,073.25
1,351.25r,072.25
640.50
PFM Asset Management LLC Account 97480000 Page 32

pfmì asset
management
Managed Account Security Transactions & Interest For the Month Ending July 3t,2O24 crlY: oF" YoRFA,!lN DA, - e748pq00
Transaction TypeTrade Settle Principal Proceeds Accrued Interest Realized G/L Cost Realized G/L Amort Cost Sale Method

TNTEREST
07/07124
0710u2407/011240710!240710u240710912407114124
07t251240712s/24
0712512407t2s1240712s1240710912407/t4124
CUSIP
3t37BVZ82
3t37HAQ74
3137HAM523137HACX2
3137HDJJO
2168848C5
61690U8A145950KDF4
t4377DAC4
50117X4E291282CGE5
14043GAD6
50117T4C5
449331AC7
14316N4C3
14318MAD1
50s.000.00
455,000.00455.000.00465,000.00485,000,00475,000.00
500,000,00235,000.00
106.r2t.97
32,983.59
200.000.00
150,000.00
17,403.55
3,378.025,784.87
302,788.31
t,443.46t,797.25

1.820.001,867.367,94t.2t
11,400.0012,104.89
5,141.80

48.6415.39
3,875.00
457.50
aoo
L.07
r.64
t,00t.72
Total
7,443.461,797.251,820.00r,867.361,947.21
11,400.00t2,104.89
5,141.80

48.64 15.39

3.875.00
457.50
aoo
r.077.64
t.00r.72
Par
FHMS KO63 A2DfD 0310U2017 3.430o/o 0110U2027FHMS K5O8 A2DID I0l0L l?023 4.74oo/o 0810712028FHMS K5O7 A2DrD 09 10112023 4.800o/o 0910112028FHMS K5O5 A2DTD 07 101/2023 4.879o/o 0610t12028FHMS K522 A2DID 0610U2024 4.803o/o 05/0112029 COOPERAT RABOBANK UAiNY
ùfD 0l/0912024 4.800o/o 0U0912029MORGAN STANLEY BANK NA BANKNOTES (CALLADlD 0I11812024 4.952o/o 0U1412028

INTL FINANCE CORP NOTES
DrD n/0612023 4.375o/o 0tll5/2027
CARMX 2021-3 A3
DTD 07 /281202t 0.550o/o 0611512026KCOT 2021-2A A3D-lD 07 /28 | 2021 0.5600/o l7 | 17 I 2Q25 US TREASURY NOTESDr D 0L / L5 I 2023 3.87 5o/o 0I I 15 I 2026 coPAR 2022-2 A3
DlD 081 10 12022 3.6600/o 051 t7 12027
KCOT 2021-1A A3Dr D 04 / 74 | 202L 0.6200/o 08 | L5 I 2025HART 2021-A A3DTD 04/281202t 0.380o/o 0911512025 CARMX 2021-1 A3
DrD 0u2712021 0.340o/o 12/1512025
CARMX 2022-3 A3
DrD 07 12012022 3.97Qo/o O411512027

0.000.000.00

0.000.00

0.00 0.00
07ltsl24
07115124
07lrsl24
071ls|240711s124
07ltsl24
07/15124
07lLsl2407lrsl24
07lrsl2407/rsl24
0711s124071ls124
07115124
07ltsl2407/1512407ltsl2407h5l24

0.00 0.000.000.000.000.000.00

0.000.00
PFM Asset lvlanagement LLC Account 97480000 Page 33

pf ml asset inanagement
Managed Account SecuriÇ Transactions & Interest For the Month Ending JulY 3L' 2O24 CITY OF YORBA LINDA - 9748OOOOTransaction TypeTrade Settle Principal
Proceeds
Accrued
Interest
Realized G/L Realized G/L
Cost Amort Cost
Sale
Method

TNTEREST
07118124
07122124
07123124
0711812407122124
07123124
07175124
071t7124
07ltsl24
07117 124
CUSIP
14314oAC8216841GS5
43815PAC3
69353RFJ2
46#.7PEAl
06406RBJs
89788M4H591282C8H3
69371RS80
9t282CCP4
91282:"8257
91282rC487
9LZB2ICFB291282CGH8
9t2828278
Par
27,057.57
705,000.00

66.884.60
250,000.00200,000.00
75,000.00
150,000.00
650.000.00
210,000.00630.000.00
200,000.00
55,000.00
s00,000.00
450.000.00
1,090,000.00
r1.72
t7,907.00
207.90
4,462.50

5.040,00
1,655.253,195.00
t.2t8.75
4,830.00
1,968.751,375.0'l

68.75 6,875.017,875.0C
8,,175.00
Total
r1.72
17,90V.00
20v.90
4,062.50
s.040.00
1,655.2s

3.195.00
1,218.75
4,830.00
1,968.7s
1,37s.00
6E.75

6.875.00
7,875.008,17s.00
07124124 07124124
CARMX 2021-2 A3
DrD 0412U202t 0.520o/o 021t712026

COOPERAT RABOBANK UA/NY CERT
DEPOS
DrD 07 120 | 2023 5.080o/o 07 | L7 | 2026
HAROT 2022-2 A3
Df D 0B | 24 | 2022 3.7 30o/o 07 I 20 | 2026PNC BANK NA CORP NOTES (CALLABLE) DrD 0Ll22l2OI8 3'250o/o 0112212028
]PMORGAN CHASE & CO CORPORATE

NOTES (CAL
DTD 0l/2312024 5'040o/o 0I123tt2028BANK OF NEW YORK MELLON CORPNOTES (CALL DrD 07 /2612022 4'474o/o 07 124,t2026

TRUIST FIN CORP NOTES (CALIABLE)
DrD 07 | 28 | 2022 4.2600/o 07 I 2B,l 2026

US TREASURY NOTES
DlD 0rl3rl202L 0.375o/o 0r13L,12026

PACCAR FINANCIAL CORP CORPORATENOTES
DID 0U3I12024 4.6000/o 0U3U2029

US TREASURY NOTES
DID 07 /3Il 2021 0.6250/o 07 l3t I 2026

US TREASURY NOTES
DTD 01/31/2020 l'375o/o 0713U2025US TREASURY NOTES
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0713u240713u24
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0713u24
PFM Asset firlanagement LLC Account 97480000 F'age 34

pfml asset management
Managed Account Security Transactions & Interest For the Month Ending July 3L,2O24 C"ITY- OF YORBA UNDA - 97{80000
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L5,762,3s6.27
Principal
Proceeds Total
132,356.23
Realized G/L
Cost
Realized G/L
Amoft Cost
Sale
Method
AccruedInterest

0.00 132,356.23

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07130124
07102/2407130124
9t2797KHg
91159HHX1
440,000.00
3s0.000.00
440,000.00350,000.00
440,000.00
354,200.00
255.44
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0.00 0.00

0.00 Transact¡on Type Sub-Total 79O,000.oo 79O,OOO.0O o,oo 4,200.00
42OO.OO 794,2OO,OO (4168,56)

PAYDOWNS
0710u240710U24
0710u24
0711s124071t5124
07115124
07/ls124
07115124
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07/75124
07118124
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07115124
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07115124
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071t8124
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50117XA82
43815PAC3
244.85
698.49703.54
5,450.26

16.983.93
5,698,08
10,595.76
3,378.025,369.722,258.00
4,799.40
4,773.38
244.85
698.49703.54
5,450.26
16,983.93
5,698.08
10,595.76
3,378.025,369.222,258.00
4,799.404,773.38
244.85698.49
703.54
5,450.26
16,983.93

5.69B.08
10,595.76
3,378.025,369.222,258.00
4,799.40
4,773.38
FHMS KJ46 A1DID 0710t12023 4.777o/o 0610U2028FHMS K]48 A1DrD 1210t12023 4.B5Bo/o 0510U2028FHMS KO61 A2D'rD 0u3012017 3.347o/o LL|0U2026 KCOT 2021-14 A3DID 04/741202L 0.6200/o 08/ 1512025
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PFM Asset lVlanagement LLC
60,952.93 60,952.93 o.oo 60,952.93 27.82
Account 97480000 Page 35

pf mì asset
inanagement
Managed Account Security Transactions & Interest For the Month Ending JulY 3t,2O24 CITY OF YORBA LINDA. 9748OOOO
Transaction Type
Trade Settle
Principal
Proceeds
Accrued
fnterest
Realized G/L
Cost
Realized G/L
Amoft Cost
Sale
Total Method
SELL
0710l/24
07101124
07108124
0710212407l02la
07/09124
CUSIP
3135G03U5
313sG03Us94988J6Hs
02665WFDB
63743HFN7
91282CEM9
9L282CCH23130¡JHU691282:CEM9
69353RFG8
91282\CBZ3
465.000.00
250,000,00
250,000.00
100.000.00170,000.00
400,000.00
310,000.00
385,000.00
100,000.00
250.000.00450,000.00
448,334.40240,990.00248,885.00
100,036.00
169,932.00378,765.63
277,740.63372,347.20
94,738.28
236,340.00
403,734.38
56s.10303.82
5,546.01
1,578.89
3,549.93
2,437.s0
189.54
502.64
617.r9
1,808.33
1,268.63
448,899.50
24t,293.82
254,431.01
101,614.89
173,481.93381,203.13
277,934.77
372.843.84
95,355.47
238,148.33
405,003.06
ß5.707.70\
(8,495.00)
( 1. X 15.00)

91.00 358.70
7,046.88
1 1.588.68
(r0,749.20)

1.808.592,917.50
1 1.162.1 1
(16,511.20)
(8,926.99)( 1,1 15.00)
6,367.88
5,003.73
í2,376.t3)

1.634.892,161.577,973.87
07108124 07109124
07109124 07110124
n

FANNIE MAE NOTES
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FANNIE MAE NOTES
DTD 0412412020 0'6250/o 04 12212025

WELLS FARGO BANK NA CORPORATE

NOTES (CAL
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AMERICAN HONDA FiNANCE

CORPORATE NOTES
DTD 0311312024 4.900o/o 031 12tt2027

NATIONAL RURAL UTIL COOP CORP

NOTES (CAL
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US TREASURY NOTES
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US TREASURY NOTES
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PNC BANK CORP NOTES (CALLABLE)Dr D l0 | 23 I 2017 3'100o/o l0 | 25 I 2027US TREASURY NOTES Par
8s.49 RFO
326-66 FIFO
FÏFOFTFO
FIFO
FIFO
FIFO
F]FO
FIFO
FIFOFiFO
07116124
071t7124
071t7124
071t7124
07lrglz4
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071L7124
07lt8l24
07118124
07118124
071t9124
07122124
DTD 1.250o/o
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Bolded items are forward settling trades.
3,13O,OO0.OO 2,97L,837.52 ',8,367,63 2,ggo,2o5.L5 (1,093.44) (15,375.23) 65/214.01 r4L,777.77 206,991.78 (5,234.18) (15,375-23)
$65¡214.01 +L4L,777.7? $206,991.78 ($s¡234.18) ($1s'37s.23) PFhrt Asset Management LLC Account 97480000 Page 36

PUBLIC WORKS DEPARTMENT
DATE: SEPTEMBER 17, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JAMIE LAI, P.E. PUBLIC WORKS DIRECTOR / CITY ENGINEER PREPARED BY: REGINA HU, P.E. PRINCIPAL CIVIL ENGINEER
SUBJECT: REDUCTION OF SURETY BONDS, TRACT 16987 – VILLAGGIO (TOLL BROTHERS)

RECOMMENDATION
It is recommended that the City Council authorize the City Clerk to:

1. Accept Phase I Street and Storm Drain Improvements on Tract 16987, release 90 percent of the Faithful Performance and Labor & Materials Bonds, and retain 10 percent of the original amount for a one-year warranty period; and

2. Accept Phase II Street and Storm Drain Improvements on Tract 16987, release 90 percent of the Faithful Performance and Labor & Materials Bonds, and retain 10 percent of the original amount for a one-year warranty period; and

3. Accept Storm Drain Improvements on Tract 16987, release 90 percent of the Faithful Performance and Labor & Materials Bonds, and retain 10 percent of the original amount for a one-year warranty period; and

4. Release 100 percent of the Survey Monumentation Bond of the original amount; and

5. Release 90 percent of the Grading Bond, and retain 10 percent of the original amount for a one-year warranty period; and

6. Release, in one year (September 17, 2025), if no liens have been filed, the remaining 10 percent of the above noted Bonds.

BACKGROUND
Developer: Toll Brothers, Inc.

Number of Parcels: 14 numbered + 5 lettered lots
(228 condominium residential facilities)
Acreage: 32.743 Acres

R E D U C T I O N O F S U R E T Y B O N D S , T R A C T 1 6 9 8 7 V I L L A G G I O ( T O L L

B R O T H E R S )
P a g e | 2
Zoning: PD (Planned Development)
Location: Northwest corner of Bastanchury Road and Fairmont Boulevard Tract 16987 is a 228-condominium residential community located on the northwest corner of Bastanchury Road and Fairmont Boulevard (see Attachment 1 – Vicinity Map). The community consists of attached and detached dwelling units within one- and two-story buildings. The northeastern portion was built as Phase I and southern portion (below Villa Dona Bella) was built as Phase II.

Toll Brothers, Inc. purchased Shapell Industries, Inc. in 2013 along with Shapell Home development sites, including Tract 16987. The Subdivision Improvement Agreement with Shapell Industries, Inc. required surety bonds for Street and Storm Drain Improvements, Grading, and Monumentation. Per Section 17.16.040 of the City’s Municipal Code, upon request by the Developer, the City may release the security in conjunction with the performance of work as it progresses.

Municipal Code Section 17.16.040 and the Subdivision Map Act require the posting of security to ensure completion of improvements in conformance with the subdivision improvement agreement, accepted improvement plans, Resolution 2006-3801, and to the satisfaction of the City Engineer. Toll Brothers, Inc. (Developer) has substantially completed the improvements for acceptance and the proposed surety release amounts as summarized in Table 1.

DISCUSSION
Substantial completion of the on-site and off-site improvements were completed in 2010; however, there were extensive punchlist items to be addressed at the time. The Homeowner Association (HOA) primarily had concerns with the deteriorating asphalt pavement condition in the motor courts before final acceptance. Considering substantial completion of the Tract improvements and staff recommendation at the time, City Council released up to 60 percent of the Storm Drain Improvement surety bonds on February 2, 2010 and 30 percent of the Phase I and Phase II Street Improvement surety bonds on August 3, 2010. The remaining surety bonds were held until all punchlist items are addressed to the City and HOA’s satisfaction.

The HOA and Toll Brothers were involved in a legal dispute regarding acceptance of Tract 16987, which finally settled in 2023. With the settlement agreement, the HOA procured the services of a contractor (Geo-Kinetic) to rehabilitate the asphalt pavement and complete the remaining punchlist items. Public Works performed final inspections and has determined that the street and storm drain improvements, and grading work have been completed in accordance with the accepted plans and conditions of approval. Staff is recommending the release of the remaining surety bonds as noted below in Table 1.

R E D U C T I O N O F S U R E T Y B O N D S , T R A C T 1 6 9 8 7 V I L L A G G I O ( T O L L

B R O T H E R S )
P a g e | 3
Table 1 below summarizes the current and requested release amount of the sureties.

Table 1: Surety Release Summary
Surety Original Surety
Amount
Prior Release
Amount(s)
Release Amount
(%)
Warranty
Amount
Phase I – Street and Storm Drain Improvements
Faithful
Performance $369,228.61 $110,768.58 $332,305.75 (90%) *$36,922.86 Labor & Materials $369,228.61 $110,768.58 $332,305.75 (90%) *$36,922.86 Phase II – Street and Storm Drain Improvements
Faithful
Performance $658,046.07 $197,413.82 $592,241.46 (90%) *$65,804.61 Labor & Materials $658,046.07 $197,413.82 $592,241.46 (90%) *$65,804.61 Storm Drain Improvements (Off-site)
Faithful
Performance $345,261.27 $147,969.12 $310,735.14 (90%) *$34,526.13 Labor & Materials $345,261.27 $147,969.12 $310,735.14 (90%) *$34,526.13 Other
Survey
Monumentation $34,950.00 -- $34,950.00 (100%) $0
Grading $579,473.00 -- $521,525.70 (90%) *$57,947.30
*10% Warranty retention to be released after one year per condition of approval, pending a final warranty inspection and if no liens have been filed (estimated September 17, 2025).

FISCAL IMPACT
There is no direct fiscal impact resulting from releasing the developer-provided sureties as listed above.

ALTERNATIVES
The City Council may choose to not release the project sureties. This alternative is not recommended as the majority of work performed was found to be in substantial compliance with the terms of the subdivision improvement agreement, conditions of approval, and the accepted improvement plans.

ATTACHMENTS
Attachment 1 – Vicinity Map

City of Yorba Linda
Public Works
9/17/2024
ATTACHMENT 1
Vicinity Map
Source: City of Yorba Linda, 2023 Vicinity Sites
TRACT 16987

PUBLIC WORKS DEPARTMENT
DATE: SEPTEMBER 17, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JAMIE LAI, P.E., DIRECTOR OF PUBLIC WORKS/CITY ENGINEER PREPARED BY: RICK YEE, P.E., DEPUTY PUBLIC WORKS DIRECTOR SUBJECT: ADOPT RESOLUTION NO. 2024-5914 FOR THE 2025 FEDERAL

TRANSPORTATION IMPROVEMENT PROGRAM (FTIP) CERTIFYING THE

CITY OF YORBA LINDA HAS RESOURCES TO FUND THE CONNECT

SAVI AND VALLEY VIEW IMPROVEMENT PROJECTS

RECOMMENDATION
It is recommended that the City Council adopt Resolution No. 2024-5914 for the 2025 Federal Transportation Improvement Program (FTIP) certifying the City of Yorba Linda has resources to fund the Connect Savi and Valley View Improvement Projects.

BACKGROUND
As part of the FTIP, the Orange County Transportation Authority (OCTA) is requesting all local agencies receiving funds through the Complete Streets Program (CSP) to adopt a resolution certifying that the City has resources to fund respective projects on the FTIP and to confirm the commitment to implement the projects.

DISCUSSION
Transportation projects that have designated state or federal funds must be included on the FTIP. The City received notice earlier this year that it would be receiving federal CSP funds for the Connect Savi Project (Wave 1). Notice was also provided from OCTA regarding the strong potential of receiving federal CSP funds for the Valley View Improvement Project (Wave 3 contingency funding). Under the CSP, the projects would be receiving federal grant funds for the environmental, right-of-way, and construction phases. These projects include Active Transportation Program (ATP) components that will provide for new multi-use bikeway/pedestrian pathways and sidewalk linkages to facilitate access routes that are not currently available. The Connect Savi Project is a subset of the City’s current Savi Ranch Parkway Widening Improvement between Yorba Linda Boulevard and Mirage Street, and will provide for the active transportation components of the project. The Valley View Improvement Project provides for improved pedestrian connectivity, including a curb ramp at the northeast corner that does not currently exist at the Yorba Linda Blvd and Valley View intersection.

A D O P T R E S O L U T I O N N O . 2 0 2 4 - 5 9 1 4 F O R T H E 2 0 2 5 F E D E R A L

T R A N S P O R T A T I O N I M P R O V E M E N T P R O G R A M ( F T I P ) C E R T I F Y I N G

T H E C I T Y O F Y O R B A L I N D A H A S R E S O U R C E S T O F U N D T H E

C O N N E C T S A V I A N D V A L L E Y V I E W I M P R O V E M E N T P R O J E C T S P a g e | 2
Specifically, for the Connect Savi Project, the City will be receiving $3.4M in CSP grant funds which requires a local match commitment from the City in the amount of $467,000. For the Valley View Project, since CSP funding has not yet been confirmed, it is anticipated that the project could be eligible for $500,000 in grant funds with an anticipated local match commitment of $70,000.

FISCAL IMPACT
There are multiple phases for each of the subject projects, which at the federal level are programmed outside of our current fiscal year budget. Only the environmental phase of the Connect Savi Project is currently programmed in Federal Fiscal Year 24/25 and in the City’s Fiscal Year 24/25 budget in the amount of $400,000 which represents $352,000 in CSP grant funds and $48,000 in the City’s local match. For the remaining phases of the Connect Savi Project, the City will need to commit $419,000 in local match funding for Fiscal Year 25/26.

For the Valley View Project, the City will need to commit $70,000 in local match funding for Fiscal Year 25/26. Based on anticipated local transportation revenues from the State Gas Tax and Measure M2, sufficient funds will be available to provide the required local match.

These funds will be requested as part of the upcoming Fiscal Year 25/26-26/27 budget request in the Spring of 2025.

ALTERNATIVES
The City Council may choose to not approve the resolution. However, not approving the resolution will render the City ineligible to receive the noted grant funds as the CSP requires Cities to commit local match funding to ensure project delivery.

ATTACHMENTS
Attachment 1 - Resolution No. 2024-5914

RESOLUTION NO. 2024-5914

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

YORBA LINDA, CALIFORNIA, CERTIFYING THAT THE CITY

HAS THE RESOURCES TO FUND THE PROJECTS IN THE FY
2020/21 - 2025/26 FEDERAL TRANSPORTATION

IMPROVEMENT PROGRAM AND AFFIRMS ITS

COMMITMENT TO IMPLEMENT ALL PROJECTS IN THE

PROGRAM
The City Council of the City of Yorba Linda does hereby resolve as follows:

WHEREAS, the City of Yorba Linda is located within the metropolitan planning boundaries of the Southern California Association of Governments; and WHEREAS, the Yorba Linda City Council has, in the past, authorized projects submittals to Orange County Transportation Authority's (OCTA) Federal Transportation Improvement Program (FTIP); and
WHEREAS, the City of Yorba Linda is the lead agency for future projects and will comply with applicable local, state, and federal provisions including but not limited to the Federal Transportation Improvement Program, California Environmental Quality Act, National Environmental Policy Act, Americans with Disabilities Act, and Buy America; and
WHEREAS, the City of Yorba Linda currently seeks to include projects into the Federal Transportation Improvement Program, and agrees to construct those projects in a timely manner.

NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Yorba Linda, that City of Yorba Linda does hereby affirm the City’s commitment to the projects submitted in the FY 2020/21 - 2025/26 Federal Transportation Improvement Program.

PASSED, APPROVED AND ADOPTED this 17th day of September, 2024.

R E S O L U T I O N N O . 2 0 2 4 - 5 9 1 4
P A G E 2

_____________________________

TARA CAMPBELL, MAYOR

CITY OF YORBA LINDA
ATTEST:
______________________________

MARCIA BROWN, CITY CLERK

CITY OF YORBA LINDA
APPROVED AS TO FORM:

RUTAN & TUCKER, LLP
_______________________________

CITY ATTORNEY

STATE OF CALIFORNIA )
ss.

COUNTY OF ORANGE )
I, MARCIA BROWN, City Clerk of the City of Yorba Linda, California, DO HEREBY CERTIFY that the foregoing Resolution was adopted at a regular meeting of the City of Yorba Linda held on the 17th day of September, 2024 and was carried by the following roll call vote:
____________________________________

MARCIA BROWN, CITY CLERK

CITY OF YORBA LINDA

PUBLIC WORKS DEPARTMENT
DATE: SEPTEMBER 17, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JAMIE LAI, P.E., DIRECTOR OF PUBLIC WORKS/ CITY ENGINEER PREPARED BY: ARMANDO JAIME, PUBLIC WORKS SUPERINTENDENT SUBJECT: AWARD OF CONTRACT FOR STORM DRAIN CLEANING, JETTING,

VIDEO INSPECTION AND MISCELLANEOUS SERVICES TO INNERLINE ENGINEERING, INC.

RECOMMENDATION
It is recommended that City Council:

1. Award the proposed three-year contract for Storm Drain Cleaning, Jetting, Video Inspection and Miscellaneous Services to Innerline Engineering, Inc. in the amount not to exceed $199,890.00 in aggregate ($66,630.00 annually) and reject all other bids, and

2. Authorize expenditures for contract contingencies and potential additional services or unanticipated work performance that may arise, in an amount of $29,983.50 (15% of the contract amount) for the three-year term, $9,994.50 per Fiscal Year; and

3. Authorize that upon receipt of appropriate documents, authorize the City Manager to execute the agreement.

BACKGROUND
Storm drain cleaning, jetting, closed circuit television video (CCTV) inspection and miscellaneous services, have historically been performed by a qualified storm drain maintenance contractor that has secured the City’s storm drain maintenance contract through the City’s bidding procedures. During prior fiscal years, dependent upon the volume of services required, staff solicited independent quotes and awarded tasks for specific segments of work. The proposed storm drain cleaning, jetting, video inspection (CCTV) and other Miscellaneous Services contract streamlines our process and includes an initial threeyear term and can be extended once for two-years, at the sole discretion of the City. This approach offers the successful vendor a potentially longer-term contract that allows the vendor to purchase equipment with less risk, develop a crew structure that can be stable and increases the attractiveness of the contract.

A W A R D O F C O N T R A C T F O R S T O R M D R A I N C L E A N I N G , J E T T I N G ,

V I D E O I N S P E C T I O N A N D M I S C E L L A N E O U S S E R V I C E S T O I N N E R L I N E E N G I N E E R I N G , I N C .

P a g e | 2
In July of 2024, staff solicited bids for the scope of work which includes but not limited to removal and disposal of mudflows with the storm drain system, jetting to clean clogged pipes and video (CCTV) inspection to visually inspect the City’s storm drain system for deficiencies and or needed repairs.

DISCUSSION
Four (4) bids were received, and the bids were opened on August 13, 2024, with the following results:

Contractor City Bid Amount
Innerline Engineering, Inc. Corona, Ca $ 66,630.00
Nor-Cal Pipeline Services Roseville, Ca. $ 79,000.00
Empire Pipe Cleaning & Equipment Pomona, Ca. $ 81,950.00 National Plant Services, Inc. Long Beach, Ca. $ 83,500.00 Staff examined the bids received and determined that the lowest responsible and responsive bidder is Innerline Engineering, Inc., who has provided similar services for the City in the past. Additionally, only work quantities performed by the contractor will be compensated by the City.

FISCAL IMPACT
Sufficient funding to accommodate the recommended agreement award and requested contingencies is programmed within the Public Works Department operating budget.

Funding is budgeted within the maintenance and operation division’s contractual, and storm drain maintenance accounts numbers 1010330-424220 and 1010330-432500.

ALTERNATIVES
The City Council may choose not to award the proposed storm drain maintenance services contract and reject all bids. Staff does not recommend this alternative because it will require the bidding process to restart. The bid received from Innerline Engineering, Inc. is competitive and there is no guarantee that re-advertising for these services will result in a lower bid.

ATTACHMENTS
Attachment 1- Innerline Engineering, Inc. (Contract)
Attachment 2- Innerline Engineering, Inc. (Bid Proposal)

Contract
Services
Agreement

2905/009410-1001
19412635.3 a09/05/24
Contract Services Agreement | 1
Project Name/No.: Storm Drain Cleaning, Jetting, Video Contract No.: _____________ Inspection & Misc. Repair Services
Dept./Contract Rep: PW-OPS / A. Jaime Approved: 09/17/2024

CONTRACT SERVICES AGREEMENT

STORM DRAIN CLEANING, JETTING, VIDEO INSPECTION AND MISCELLANEOUS

REPAIR SERVICES
THIS CONTRACT SERVICES AGREEMENT (“Agreement”) is made and effective this 17th day of September, 2024 by and between the CITY OF YORBA LINDA, a California municipal corporation, (“City”) and Innerline Engineering, Inc., a Corporation (“Contractor”). City and Contractor are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties”.

City sought, by issuance of a Request for Proposals or Invitation for Bids, for the performance of the services defined and described particularly in this Agreement.

Contractor, following submission of a proposal or bid for the performance of the services defined and described particularly in this Agreement, was selected by City to perform those services. The Parties desire to formalize the selection of Contractor for performance of those services defined and described particularly in this Agreement and desire that the terms of that performance be as particularly defined and described herein.

SECTION 1. SERVICES.

1.1 Scope of Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in the Scope of Services, attached hereto as Exhibit A, “Scope of Services” and incorporated herein by this reference (the “Services”). Contractor will perform subsequent task orders as requested by the Contract Administrator (as defined below), in accordance with the Scope of Services. The Scope of Services incorporates Contractor’s scope of work or bid for the Services. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, this Agreement shall prevail.

1.2 Term of Services. The term of this Agreement shall begin on September 17, 2024 and continue through to June 30, 2027. The City Shall have the unilateral option, at its sole discretion, to renew this agreement for no more than one (1) additional two-year term, unless earlier terminated in accordance with Section 8 of this Agreement, this Agreement shall continue in full force and effect until final written approval and acceptance of the work performed under this Agreement by the Contract Administrator. The time provided to Contractor to complete the Services required by this Agreement shall not affect City’s right to terminate this Agreement, as provided for in Section 8.

1.3 Standard of Performance.

2905/009410-1001
19412635.3 a09/05/24
Contract Services Agreement | 2
a. Quality of Work. As a material inducement to City entering into this Agreement, Contractor represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the Services contemplated herein. Contractor shall at all times faithfully, competently, and to the best of its ability, experience, and talent, perform all Services described herein.

Contractor covenants that it shall follow the highest professional standards in performing the Services required hereunder and that all materials will be of good quality, fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances, and to the sole satisfaction of the Contract Administrator.
b. Care of Work. Contractor shall adopt reasonable methods during the term of this Agreement to furnish continuous protection to the Services, and the equipment, materials, papers, documents, plans, studies, and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the Services by City, except such losses or damages as may be caused by City’s own negligence.
c. Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out the Services, Contractor shall at all times be in compliance with all applicable local, state, and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to:
(A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. d. Warranty. Contractor warrants all work under this Agreement (which for purposes of this Subsection 1.3 shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship.

Contractor agrees that for a period of one (1) year (or the period of time specified elsewhere in this Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by City of any defect in the work or non-conformance of the work to this Agreement, commence and prosecute with due diligence all work necessary to fulfill the terms of the warranty at Contractor’s sole cost and expense. Contractor shall act sooner as requested by City in response to an emergency. In addition, Contractor shall, at its

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sole cost and expense, repair and replace any portions of the work (or work of other contractors) damaged by Contractor’s defective work or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor’s obligation hereunder to correct defective work shall be reinstated for an additional one (1) year period, commencing with the date of acceptance of such corrected work. Contractor shall perform such tests as City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of this Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of Contractor. All warranties and guarantees of subcontractors, suppliers, and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of City, regardless of whether or not such warranties and guarantees have been transferred or assigned to City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of City, City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor’s sole expense.

Contractor shall be obligated to fully reimburse City for any expenses incurred hereunder upon demand.
e. Skilled and Trained Workforce. Contractor, for itself and its subcontractors at every tier, hereby provides an enforceable commitment to comply with California Public Contract Code section 2600 et seq., which requires use of a skilled and trained workforce to perform all work on the agreements that fall within an apprenticeable occupation in the building and construction trades.
f. Inspection and Final Acceptance. The Services shall be performed to the satisfaction of City. City may inspect and accept or reject any of Contractor’s work under this Agreement, during performance and/or when completed. City shall reject or finally accept Contractor’s work within forty five (45) days after submitted to City. City shall accept work by a timely written acceptance, otherwise work shall be deemed to have been rejected. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud, and such gross mistakes as amount to fraud. Acceptance of any work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 4 and Section 5, pertaining to insurance and indemnification, respectively.

1.4 Assignment of Personnel. Contractor shall assign only competent personnel to perform the Services. Contractor shall make every reasonable effort to maintain the stability and continuity of Contractor’s staff and subcontractors, if any, assigned to perform the Services. Contractor shall notify City of any changes in Contractor’s staff and subcontractors, if any, assigned to perform the Services, prior to and during any such performance. In the event that City, in its sole discretion, at any time

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during the term of this Agreement, desires the reassignment of any such persons, Contractor shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.

1.5 Time. Time is of the essence in the performance of this Agreement.

Contractor shall devote such time to the performance of the Services pursuant to this Agreement as may be reasonably necessary to satisfy Contractor’s obligations hereunder. Contractor shall commence the Services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all Services within the time period(s) established in the Scope of Services. When requested by Contractor, extensions to the time period(s) specified in the Scope of Services may be approved in writing by the Contract Administrator but not shall not exceed one hundred eighty (180) days cumulatively.

1.6 Force Majeure. The time period(s) specified in the Scope of Services for performance of the Services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including City, if Contractor shall within ten (10) days of the commencement of such delay notify the Contract Administrator in writing of the causes of the delay. The Contract Administrator 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 sole judgment of the Contract Administrator such delay is justified. The Contract Administrator’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Contractor be entitled to recover damages against City for any delay in the performance of this Agreement, however caused, Contractor’s sole remedy being extension of this Agreement pursuant to this Section.

1.7 Suspension of Services. The City Engineer of City (“Engineer”) shall have the authority to suspend the Services, wholly or in part, for such period as the Engineer may deem necessary, due to unsuitable weather or to such other conditions as are considered unfavorable for the suitable prosecution of the Services, or for such time as the Engineer may deem necessary due to the failure on the part of Contractor to carry out orders given or to perform any provisions of the Services. Contractor shall immediately comply with the written order of the Engineer to suspend the Services wholly or in part and shall not resume the Services until ordered to do so in writing by the Engineer. Such suspension shall be without liability to Contractor on the part of City. In the event a suspension of work is ordered because of failure on the part of Contractor to carry out orders given or to perform any provisions of the Services, such suspension of the Services shall not relieve Contractor of responsibility to complete the Services within the time limit set forth herein and shall not be considered cause for extension of the time for completion and, further, such suspension of the Services shall not entitle Contractor to any additional compensation.

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1.8 Familiarity with Work and Worksite. By executing this Agreement, Contractor warrants that Contractor (i) has thoroughly investigated and considered the Services, (ii) has carefully considered how the Services should be performed, and (iii) fully understands the facilities, difficulties, and restrictions attending performance of the Services. If the Services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of the Services hereunder. Should Contractor discover any latent or unknown conditions, which will materially affect the performance of the Services hereunder, Contractor shall immediately inform City of such fact and shall not proceed until written instructions are received from the Contract Administrator.

1.9 Further Responsibilities of the Parties. Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good faith to execute all instruments, prepare all documents, and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless otherwise specified in this Agreement, neither Party shall be responsible for the service of the other.

SECTION 2. COMPENSATION.

2.1 Contract Amount. City hereby agrees to pay Contractor a sum not to exceed ONE HUNDRED NINETY NINE THOUSAND EIGHT HUNDRED AND NINETY DOLLARS ($199,890.00) notwithstanding any contrary indications that may be contained in Contractor’s proposal or bid, for the Services to be performed and reimbursable costs incurred under this Agreement. This compensation may be administratively adjusted pursuant to Section 8.4 herein. In the event of a conflict between this Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail. City shall pay Contractor for the Services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified in this Section 2 shall be the only payments from City to Contractor for the Services rendered pursuant to this Agreement. Contractor shall submit all invoices to City in the manner specified herein.

2.2 Method of Compensation. The method of compensation may include: (i) a lump sum payment upon completion, (ii) payment in accordance with specified tasks or the percentage of completion of the Services, (iii) payment for time and materials based upon Contractor’s rates as specified in the Scope of Services, provided that time estimates are provided for the performance of subtasks, or (iv) such other methods as may be specified in the Scope of Services. In no event shall compensation exceed the amount set forth in Subsection 2.1.

2.3 Invoices. Contractor shall submit invoices monthly during the term of this Agreement, based on the cost for the Services performed and reimbursable costs incurred prior to the invoice date. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials,

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equipment, supplies, and sub-contractor contracts. Subcontractor charges shall also be detailed by such categories. Invoices shall contain:
a. Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
b. The beginning and ending dates of the billing period; c. A “Task Summary” containing the original contract amount, the amount of prior billings, the total due this period, the balance available under this Agreement, and the percentage of completion;
d. At City’s option, for each item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person performing the Services, the hours spent by each person, a brief description of the Services, and each reimbursable expense;
e. The total number of hours of work performed under this Agreement by Contractor and each employee, agent, and subcontractor of Contractor performing the Services hereunder necessary to complete the Services described in Exhibit A; f. Receipts for expenses to be reimbursed;
g. The Principals’ signatures.

Invoices shall be submitted to:

City of Yorba Linda
Attn: Accounts Payable
4845 Casa Loma Ave
Yorba Linda, CA 92886

2.4 City Payment of Invoices. City shall independently review each invoice submitted by Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. City will use its best efforts to cause Contractor to be paid within thirty (30) days of receipt of Contractor’s correct and undisputed invoice. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor for correction and resubmission.

Pursuant to California Public Contract Code Section 20104.50, Contractor is notified that for public works Services, City’s failure to pay undisputed and properly submitted invoices within thirty (30) days shall be subject to interest at the legal rate set forth in Code of Civil Procedure Section 685.010. Any invoice for public works Services determined not to be a proper invoice suitable for payment shall be returned to the Contractor as soon as practicable, but not later than seven (7) days, after receipt. An invoice returned pursuant to the foregoing shall be accompanied by a writing stating the reasons why the invoice is not proper.

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2.5 Retention of Funds, Final Payment.
a. Contractor hereby authorizes City, in the sole discretion of the Contract Administrator, to retain and deduct from any amount payable to Contractor not exceeding five percent (5%) of the total compensation The retained funds shall be paid to Contractor within sixty (60) days after final acceptance of the Services by the City and after Contractor has furnished City with full release of all undisputed payments under this Agreement. In the event there are any claims specifically excluded by Contractor from the operation of the release, City may retain proceeds of up to one hundred fifty percent (150%) of the amount in dispute. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Contractor to insure, indemnify, and protect City as provided in this Agreement. b. Notwithstanding Paragraph a, California Public Contract Code Section 22300 permits the substitution of securities for any retention monies withheld by City for public works Services. At the request and expense of Contractor, securities equivalent to the monies withheld shall be deposited with City, or with a state or federally chartered bank in California as the escrow agent, who shall then pay such monies to Contractor. City retains the sole discretion to approve the bank selected by Contractor to serve as escrow agent. Upon satisfactory completion of the Services, the securities shall be returned to Contractor. Securities eligible for investment shall include those listed in Government Code Section 16430. Contractor shall be the beneficial owner of any securities substituted for monies withheld and shall receive any interest thereon. In the alternative, under California Public Contract Code Section 22300, Contractor may request City to make payment of earned retention monies directly to the escrow agent at the expense of Contractor. Also at Contractor’s expense, Contractor may direct investment of the payments into securities, and Contractor shall receive interest earned on such investment upon the same conditions as provided for securities deposited by Contractor.

Upon satisfactory completion of the Services, Contractor shall receive from the escrow agent all securities, interest and payments received by escrow agent from City pursuant to the terms of California Public Contract Code Section 22300.

2.6 Total Payment. City shall not pay any additional sum for any expense or cost whatsoever incurred by Contractor in rendering the Services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement. In no event shall Contractor submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entirety of the Services performed pursuant to this Agreement, unless this Agreement is modified in writing prior to the submission of such an invoice.

2.7 Hourly Fees. Fees for the Services performed by Contractor on an hourly basis shall not exceed the amounts shown on Exhibit A.

2.8 Reimbursable Expenses. Reimbursable expenses are included within the maximum amount of this Agreement. Reimbursable expenses not listed in Exhibit A must

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be approved in advance by the Contract Administrator, in his or her sole discretion.

Contractor shall not be entitled to any additional compensation for the attendance of meetings reasonably deemed necessary by City for the execution of the Services.

2.9 Payment of Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any federal or state taxes.

2.10 Payment upon Termination. In the event that City or Contractor terminates this Agreement pursuant to Section 8, City shall compensate Contractor for all outstanding costs and reimbursable expenses incurred for Services satisfactorily completed and for reimbursable expenses as of the date of written notice of termination.

Contractor shall maintain adequate logs and timesheets in order to verify costs and reimbursable expenses incurred to that date.

2.11 No Waiver. Payment to Contractor for Services performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

SECTION 3. FACILITIES AND EQUIPMENT.

3.1 Contractor Provides Facilities and Equipment. Except as otherwise provided, Contractor shall, at its sole cost and expense, provide all facilities and equipment necessary to perform the services required by this Agreement. In no event shall City be required to furnish any facility or equipment that may involve incurring any direct expense.

3.2 Utility Relocation. Where applicable, pursuant to California Government Code Section 4215, City is responsible for removal, relocation, or protection of existing main or trunkline utilities to the extent such utilities were not identified in the invitation for bids or specifications. City shall reimburse Contractor for any costs incurred in locating, repairing damage not caused by Contractor, and removing or relocating such unidentified utility facilities. Contractor shall not be assessed liquidated damages for delay arising from the removal or relocation of such unidentified utility facilities.

3.3 Trenches or Excavations. Pursuant to California Public Contract Code Sections 6705 and 7104, in the event the work included in this Agreement requires excavations more than four (4) feet in depth, the following shall apply. a. Contractor shall promptly, and before the following conditions are disturbed, notify City, in writing, of any: (1) material that Contractor believes may be material that is hazardous waste, as defined in Section 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with provisions of existing law; (2) subsurface or latent physical conditions at the site different from those indicated by information about the site made available to bidders prior to the deadline for submitting bids; or (3) unknown physical conditions at the site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement.

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b. If the Services involve an estimated expenditure in excess of TwentyFive Thousand Dollars ($25,000) for the excavation of any trench or trenches five (5) feet or more in depth, Contractor shall submit for acceptance by the City Engineer, in advance of excavation, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. If such plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. c. City shall promptly investigate the conditions, and if it finds that the conditions do materially so differ, or do involve hazardous waste, and cause a decrease or increase in Contractor’s cost of, or the time required for, performance of any part of the work shall issue an order or amendment for additional services pursuant to Subsection

8.4 or 8.5 of this Agreement.
d. If a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor’s cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date provided for by this Agreement, but shall proceed with all work to be performed under this Agreement.

Contractor shall retain any and all rights provided either by contract or by law which pertain to the resolution of disputes and protests between the Parties.

SECTION 4. INSURANCE AND BOND REQUIREMENTS.

Before beginning any work under this Agreement, Contractor, at its own cost and expense, shall procure the types and amounts of insurance listed below and provide certified copies of insurance policies and original endorsements, indicating that Contractor has obtained or currently maintains insurance that meets the requirements of this Section and which is satisfactory, in all respects, to City. Contractor shall also deliver the payment and performance bonds required by this Section 4 with City. Contractor shall maintain the insurance policies required by this Section throughout the term of this Agreement. The cost of such insurance shall be included in Contractor’s compensation.

Contractor shall not allow any subcontractor, Contractor or other agent to commence work on any subcontract until Contractor has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City, and has delivered the required bonds to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Contractor acknowledges the insurance policy must cover inter-insured suits between City and other insureds. Contractor agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which Contractor may be held responsible for the payment of damages to any persons or property resulting from Contractor’s activities or the activities of any person or persons for which Contractor is otherwise responsible nor shall it limit Contractor’s indemnification liabilities as provided in Section 5. Insurance or bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide, or in

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the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Contract Administrator in the Contract Administrator’s sole discretion. If this Agreement continues for more than three (3) years duration, or in the event the Contract Administrator determines that the Services to be performed under this Agreement creates an increased or decreased risk of loss to City, Contractor agrees that the minimum limits of the insurance policies and the performance bond required by Section 4 may be changed accordingly upon receipt of written notice from the Contract Administrator; provided that Contractor shall have the right to appeal a determination of increased coverage by the Contract Administrator to the City Council of City within ten (10) days of receipt of notice from the Contract Administrator.

4.1 Workers’ Compensation. Contractor shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Contractor pursuant to the provisions of the California Labor Code. Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00) disease per employee, and ONE MILLION DOLLARS ($1,000,000.00) disease per policy.

In the alternative, Contractor may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the California Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or Contractor, if a program of selfinsurance is provided, shall waive all rights of subrogation against City and its officers, officials, employees, and authorized volunteers for loss arising from the Services performed under this Agreement. Pursuant to California Labor Code Section 1860, Contractor is required to secure the payment of compensation to Contractor’s employees.

Pursuant to California Labor Code Section 1861, Contractor hereby submits to City the following:

I am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

Contractor Initial: _______

4.2 Commercial General and Automobile Liability Insurance. a. General Requirements. Contractor, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage, for risks associated with the Services contemplated by this Agreement, TWO MILLION DOLLARS ($2,000,000.00) general

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aggregate, and TWO MILLION DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General Liability Insurance or an Automobile Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from the Services contemplated under this Agreement, including the use of hired, owned, leased, and non-owned automobiles. b. Minimum Scope of Coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 Code 2, 8, and 9 including “any auto” and endorsement CA 0025 or equivalent). No endorsement shall be attached limiting the coverage.
c. Additional Requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
(i) The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
(ii) The policy must cover inter-insured suits and include a “Separation of Insureds” or “severability” clause which treats each insured separately. (iii) The insurance must be maintained for at least one (1) year following the completion of the Services or the expiration or termination of this Agreement. (iv) Any failure of Contractor to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

4.3 Professional Liability Insurance.
a. General Requirements. Contractor, at its own expense, shall maintain professional liability insurance appropriate to Contractor’s profession. This coverage may be written on a “claims made” basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of, or related to the Services performed under this Agreement. The insurance must be maintained for at least five (5) consecutive years following the completion of the Services or the expiration or termination of this Agreement. During this additional five (5)-year period, Contractor shall annually and upon request of City submit written evidence of this continuous coverage.

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b. Claims-Made Limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
(i) The retroactive date of the policy must be shown and must be no later than the commencement of the Services.
(ii) If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the Effective Date of this Agreement, Contractor must provide extended reporting coverage for a minimum of five (5) years after the expiration or termination of this Agreement or the completion of the Services. Such continuation coverage may be provided by one of the following: (1) renewal of the existing policy; (2) an extended reporting period endorsement; or (3) replacement insurance with a retroactive date no later than the commencement of the Services under this Agreement. City shall have the right to exercise, at Contractor’s sole cost and expense, any extended reporting provisions of the policy, if Contractor cancels or does not renew the coverage. (iii) A copy of the claim reporting requirements must be submitted to City prior to the commencement of the Services under this Agreement.

4.4 Pollution Liability Insurance. Contractor, at its own expense, shall maintain pollution liability insurance written on a per occurrence for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per pollution incident and ONE MILLION DOLLARS ($1,000,000.00) in the general aggregate. The policy shall apply to any incidents at or from any location on which Contractor performs the Services under this Agreement. The insurance must be maintained for at least one (1) year following the completion of Contractor’s services or the expiration or termination of this Agreement.

4.5 All Policies Requirements.
a. Verification of Coverage. Prior to beginning the Services under this Agreement, Contractor shall furnish City with certificates of insurance, additional insured endorsement or policy language granting additional insured status complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. The certificate of insurance must include the following reference: Storm Drain Cleaning, Jetting, Video Inspection and Miscellaneous Repair Services. The name and address for additional insured endorsements, certificates of insurance and notice of cancellation is: City of Yorba Linda, 4845 Casa Loma Ave, Yorba Linda, CA 92886. City must be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of Contractor.

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b. Notice of Reduction in or Cancellation of Coverage. Contractor shall provide written notice to City within ten (10) working days if: (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or self insured retention is increased. In the event any of said policies of insurance are cancelled, Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 4 to the Contract Administrator. c. Additional Insured; Primary Insurance. City and its officers, employees, agents, and authorized volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of the Services performed by or on behalf of Contractor, including the insured’s general supervision of Contractor; products and completed operations of Contractor, as applicable; premises owned, occupied, or used by Contractor; and automobiles owned, leased, or used by Contractor in the course of providing the Services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or authorized volunteers. The insurance provided to City as an additional insured must apply on a primary and non-contributory basis with respect to any insurance or self-insurance program maintained by City. Additional insured status shall continue for one (1) year after the expiration or termination of this Agreement or completion of the Services.

A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to City and its officers, officials, employees, and volunteers, and that no insurance or self-insurance maintained by City shall be called upon to contribute to a loss under the coverage. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against City, its officers, employees, agents, authorized volunteers, and their respective insurers. d. Deductibles and Self-Insured Retentions. Contractor shall obtain the written approval of City for the self-insured retentions and deductibles before beginning any of the Services. During the term of this Agreement, only upon the prior express written authorization of the Contract Administrator, Contractor may increase such deductibles or self-insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Contractor procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them. e. Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
f. Variation. The Contract Administrator may, but is not required to, approve in writing a variation in the foregoing insurance requirements, upon a

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determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that City’s interests are otherwise fully protected.

4.6 Payment and Performance Bonds. Concurrently with execution of this Agreement, Contractor shall deliver to City a payment (labor and materials) bond and a performance bond, each in the sum of the amount of this Agreement, in the forms provided by the City Clerk, which secure the faithful performance of this Agreement. The bonds shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bonds shall be unconditional and remain in force during the entire term of this Agreement and shall be null and void only if Contractor promptly and faithfully performs all terms and conditions of this Agreement. Payment and performance bonds shall be secured from a surety company rated Grade “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide, or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Contract Administrator due to unique circumstances, and shall be authorized to write such bonds in the State of California. Contractor shall pay all bond premiums, costs, and incidentals.

Pursuant to California Public Contract Code Section 22300, substitution of eligible equivalent securities for any moneys withheld to ensure performance under this Agreement may be permitted at the request and expense of Contractor. Without limiting the foregoing, Contractor understands that Civil Code Section 9550 requires a payment bond for all public works contracts involving an expenditure of more than Twenty-Five Thousand Dollars ($25,000).

4.7 Remedies. In addition to any other remedies at law or equity City may have if Contractor fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Contractor’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this Agreement; b. Order Contractor to stop work under this Agreement or withhold any payment that becomes due to Contractor hereunder, or both stop work and withhold any payment, until Contractor demonstrates compliance with the requirements hereof; and/or c. Terminate this Agreement.

SECTION 5. INDEMNIFICATION.

5.1 Indemnification for Professional Liability. Where the law establishes a professional standard of care for performance of the Services, to the fullest extent permitted by law, Contractor shall indemnify, protect, defend (with counsel selected by City), and hold harmless City and any and all of its officers, employees, officials,

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volunteers, and agents from and against any and all claims, losses, costs, damages, expenses, liabilities, liens, actions, causes of action (whether in tort, contract, under statute, at law, in equity, or otherwise) charges, awards, assessments, fines, or penalties of any kind (including costs and expenses incurred by City and reasonable consultant and expert fees and expenses of investigation, costs of whatever kind and nature and, if Contractor fails to provide a defense for City, the legal costs of counsel retained by City) and any judgment (collectively, “Claims”) to the extent same are caused in whole or in part by any negligent or wrongful act, error, or omission of Contractor, its officers, agents, employees, or subcontractors (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of professional services under this Agreement.

5.2 Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Contractor shall indemnify, protect, defend (with counsel selected by City), and hold harmless City, and any and all of its officers, employees, officials, volunteers, and agents from and against any and all Claims, where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Contractor or by any individual or entity for which Contractor is legally liable, including but not limited to officers, agents, employees or subcontractors of Contractor. Contractor will promptly pay any judgment rendered against City, its officers, agents, or employees for any such Claims arising out of or in connection with the performance of or failure to perform such Services, operations or activities of Contractor hereunder.

5.3 Subcontractors. Contractor shall incorporate similar indemnity agreements with its subcontractors. Contractor shall be fully responsible to indemnify City, and failure of City to monitor compliance with these provisions shall not be a waiver hereof.

5.4 Limitation of Indemnification. The provisions of this Section 5 do not apply to claims occurring as a result of City’s sole or active negligence. The provisions of this Section 5 shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officers, officials, employees, and agents acting in an official capacity. In the event any applicable law contains a limitation on indemnification under this Agreement, such limitation shall supersede the provisions herein only to the extent required by said law.

SECTION 6. INDEPENDENT CONTRACTOR.

At all times during the term of this Agreement, Contractor shall be an independent contractor and shall not be an employee of City. City shall have the right to control Contractor only insofar as the results of the Services rendered pursuant to this Agreement and assignment of personnel pursuant to Subsection 1.4; however, otherwise City shall not have the right to control the means by which Contractor accomplishes the Services rendered pursuant to this Agreement. The personnel performing the Services under this Agreement on behalf of Contractor shall at all times be under Contractor’s exclusive direction and control. Contractor shall not at any time or in any manner represent that it

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is or any of its officers, employees, or agents are in any manner officers, officials, employees, or agents of City. Contractor shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner. Except for the fees paid to Contractor as provided in this Agreement, City shall not pay salaries, wages, or other compensation to Contractor for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Contractor for injury or sickness arising out of performing the Services hereunder. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled 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. Contractor shall perform all Services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role.

City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with Contractor.

SECTION 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Contractor and any subcontractor shall comply with all applicable local, state, and federal laws and regulations applicable to the performance of the work hereunder. Contractor shall not hire or employ any person to perform work within City or allow any person to perform the Services required under this Agreement unless such person is properly documented and legally entitled to be employed within the United States. Contractor acknowledges and agrees that it shall be independently responsible for reviewing the applicable laws and regulations and effectuating compliance with such laws. Contractor shall require the same of all subcontractors.

7.3 Prevailing Wages. Contractor acknowledges and agrees that it shall be independently responsible for reviewing the applicable prevailing wage laws and regulations and effectuating compliance with such laws, including, but not limited to the prevailing wage and related requirements set forth in this Subsection 7.3. Contractor shall bear all risks of payment or non-payment of prevailing wages under California law and/or the implementation of California Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law. a. Public Work. Contractor hereby expressly acknowledges and agrees that City has never previously affirmatively represented to Contractor, its

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employees or agents in writing or otherwise that the Services are not a “public work,” as defined in Section 1720 of the California Labor Code. It is agreed by the Parties that, in connection with the development, construction (as defined by applicable law) and operation of the Services, including, without limitation, any public work (as defined by applicable law), if any, Contractor shall bear all risks of payment or non-payment of state and/or federal prevailing wages and/or the implementation of California Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law. To the extent applicable, City will enforce all penalties required by law for Contractor’s failure to pay prevailing wages. b. California Labor Code. The Contractor’s attention is directed to Division 2, Part 7, Chapter 1 of the California Labor Code and especially to Article 2 (Wages); and Article 3 (Working Hours), thereof.
(i) In accordance with Sections 1773 and 1773.2 of the California Labor Code, City has found and determined the general prevailing rates of wages in the locality in which the public work is to be performed are those determined by the Director of Industrial Relations and available at https://www.dir.ca.gov/OPRL/2022- 1/PWD/Southern.html. Copies of the prevailing rates of wages are maintained with City’s principal office and are available to any interested party on request. Contractor shall post a copy of the prevailing rate of per diem wages at each job site. (ii) Contractor is aware of and will comply with the provisions of California Labor Code Section 1776, including the keeping of payroll records and furnishing certified copies thereof in accordance with said Section. Pursuant to California Labor Code Section 1771.4, Contractor must submit certified payroll records to the Labor Commissioner using the Department of Industrial Relations’ electronic certified payroll reporting (eCPR) system.
(iii) Pursuant to California Labor Code Section 1810, it is stipulated hereby that eight (8) hours labor constitutes a legal day’s work hereunder. (iv) Pursuant to California Labor Code Section 1815, work performed by employees of contractors in excess of eight (8) hours per day, and 40 hours during any one week, shall be permitted upon public work upon compensation for all hours worked in excess of eight (8) hours per day at not less than 1 ½ times the basic rate of pay.
(v) Pursuant to California Labor Code Section 1813, it is stipulated hereby that Contractor shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by Contractor or by any subcontractor hereunder for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one (1) calendar week in violation of the provisions of Article 3 (commencing with Section 1810), Chapter 1, Part 7, Division 2 of the California Labor Code.

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(vi) Contractor is aware of and will comply with the provisions of California Labor Code Sections 1777.5 and 1777.6 with respect to the employment of apprentices. Pursuant to Section 1777.5 it is hereby stipulated that Contractor will be responsible for obtaining compliance therewith on the part of any and all sub-consultants or subcontractors employed by Contractor in connection with this Agreement. (vii) Pursuant to California Labor Code Section 1775, it is hereby stipulated that Contractor shall, as a penalty to City, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for the Services by Contractor or any sub-consultant or subcontractor.
c. Bidding Eligibility. Pursuant to California Labor Code Section 1771.1, no contractor or subcontractor (or consultant or subconsultant) may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations. Pursuant to California Public Contract Code Section 6109, Contractor may not perform any Services hereunder with a subcontractor who is ineligible to perform the Services pursuant to Section 1777.1 or 1777.7 of the California Labor Code.
d. DIR Monitoring. Pursuant to California Labor Code Section 1771.4, Contractor is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
e. Indemnification Related to Prevailing Wages. Section 5, Indemnification, specifically encompasses Claims arising from or related to (i) the noncompliance by Contractor or any party performing the Services of any applicable local, state, and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages and hire apprentices); (ii) the implementation of California Labor Code Sections 1726 and 1781, as the same may be amended from time to time, or any other similar law; and/or (iii) failure by Contractor or any party performing the Services to provide any required disclosure or identification as required by California Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.

7.4 Licenses and Permits, Fees, and Assessments. Contractor represents, warrants, and covenants to City that Contractor and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions, and perform the Services. Contractor represents, warrants, and covenants to City that Contractor and its employees, agents, and subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions, and perform the Services.

In addition to the foregoing, Contractor and any subcontractors shall obtain and maintain

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during the term of this Agreement valid business licenses from City. Contractor shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for Contractor’s performance of the Services, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed, or imposed against City hereunder.

7.5 Conflicts of Interest. Contractor represents, warrants, and covenants that Contractor presently has no interest, direct or indirect, which would interfere with or impair in any manner or degree the performance of Contractor’s obligations and responsibilities under this Agreement. Contractor further agrees that while this Agreement is in effect, Contractor shall not acquire or otherwise obtain any interest, direct or indirect, that would interfere with or impair in any manner or degree the performance of Contractor’s obligations and responsibilities under this Agreement.

7.6 Unfair Business Practices Claims. In entering into this Agreement, Contractor offers and agrees to assign to City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2, (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials related to this Agreement. This assignment shall be made and become effective at the time City renders final payment to Contractor without further acknowledgment of the Parties.

7.7 Annual Appropriation of Funding. In accord with Article 16 Section 18 of the California Constitution, payment of compensation under this Agreement is contingent upon annual appropriation of funds by City for that purpose. Contractor acknowledges and agrees that to the extent that the Services extend beyond one (1) fiscal year, payment for such Services is expressly conditioned on City’s annual appropriation of funds for such Services for each year. If no funds are appropriated then this Agreement shall be terminated. City pledges and agrees to process such appropriation requests annually and in good faith. Nothing in this Subsection shall be construed to limit the right of either Party to terminate this Agreement as provided herein.

7.8 Liquidated Damages. Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, Contractor and its sureties shall be liable for and shall pay to City the sum of FIVE HUNDRED DOLLARS ($500.00) as liquidated damages for each working day of delay in the performance of any of the Services. City may withhold from any monies payable on account of the Services performed by Contractor any accrued liquidated damages.

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SECTION 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may terminate this Agreement at any time and without cause upon thirty (30) days’ written notification to Contractor. City may also terminate this Agreement pursuant to Subsection 8.8.

8.2 Termination by Contractor. Contractor may terminate this Agreement upon sixty (60) days’ written notice to City.

8.3 Consequences of Termination. In the event of termination, Contractor shall be entitled to compensation for the Services satisfactorily performed up to the date of termination; City, however, may condition payment of such compensation upon Contractor delivering to City any or all materials provided to Contractor or prepared by or for Contractor or City in connection with this Agreement. Upon receipt of any notice of termination, Contractor shall immediately cease all Services hereunder except such as may be specifically approved by the Contract Administrator.

8.4 Administrative Change Orders. City shall have the right at any time during the performance of the Services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to, or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the Contract Administrator to Contractor, incorporating therein any adjustment in (i) the total compensation, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of Contractor. Any increase in compensation of up to five percent (5%) of the total compensation or TWENTY-FIVE THOUSAND DOLLARS ($25,000), whichever is less; or in the time to perform of up to one hundred eighty (180) days may be approved in writing by the Contract Administrator. Contractor understands and agrees that, if City grants an extension in time without additional work, City shall have no obligation to provide Contractor with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no obligation to reimburse Contractor for any otherwise reimbursable expenses incurred during the extension period. All other extensions or modifications to this Agreement shall require a written amendment pursuant to Subsection 8.5.

8.5 Amendments. The Parties may amend this Agreement only by a writing signed by all the Parties. The Contract Administrator shall have the authority to execute amendments to this Agreement which do not materially change the terms hereof, in the Contract Administrator’s discretion, to the extent permitted by applicable federal, state, and local law. The Contract Administrator may refer any proposed amendment to the City Council for review and approval.

8.6 Assignment and Subcontracting. City and Contractor recognize and agree that this Agreement contemplates personal performance by Contractor and is based upon a determination of Contractor’s unique personal competence, experience, and

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specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Contractor.

Contractor may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Contractor shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the Scope of Services, without prior written approval of the Contract Administrator. In the event of any unapproved assignment, including in connection with any bankruptcy proceeding, this Agreement shall be void. No approved assignment shall release Contractor or any surety of Contractor of any liability hereunder without the express consent of City.

8.7 Survival. All obligations arising prior to the expiration or termination of this Agreement and all provisions of this Agreement allocating liability between City and Contractor shall survive the expiration or termination of this Agreement.

8.8 Disputes, Default. In the event that Contractor is in default under the terms of this Agreement, City shall not have any obligation or duty to continue compensating Contractor for any of the Services performed after the date of default. Instead, City may give notice to Contractor of the default and the reasons for the default. The notice shall include the timeframe in which Contractor may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, in the sole discretion of the Contract Administrator. During the period of time that Contractor is in default, City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Contractor does not cure the default, City's remedies shall include, but not be limited to, any or all of the following:
a. Immediately terminate this Agreement;
b. Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Contractor pursuant to this Agreement;
c. Retain a different contractor to complete the Services; and/or d. Charge Contractor the difference between the cost to complete the Services that is unfinished at the time of breach and the amount that City would have paid Contractor pursuant to Section 2 if Contractor had completed the Services.

Any failure on the part of City to give notice of Contractor’s default shall not be deemed to result in a waiver of City’s legal rights or any rights arising out of any provision of this Agreement.

8.9 Claims by Contractor. Claims, as that term is defined in California Public Contract Code Section 9204, by Contractor and, where applicable, any subcontractor, in

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connection with a public works project shall by subject to the mediation procedure in California Public Contract Code Section 9204.

SECTION 9. KEEPING AND STATUS OF RECORDS.

9.1 Documents and Data. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents, and other materials plans, drawings, estimates, test data, survey results, models, renderings, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings, digital renderings, or data stored digitally, magnetically, or in any other medium (the “Documents and Materials”) prepared or caused to be prepared by Contractor, its employees, subcontractors, and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Administrator or upon the expiration or termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the Documents and Materials hereunder. Any use, reuse or assignment of such completed Documents and Materials for other projects and/or use of uncompleted documents without specific written authorization by Contractor will be at City’s sole risk and without liability to Contractor, and Contractor’s guarantee and warranties shall not extend to such use, revise, or assignment. Contractor may retain copies of such Documents and Materials for its own use. Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any Documents and Materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom.

9.2 Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, rights of reproduction, and other intellectual property embodied in the Documents and Materials. Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for the Documents and Materials the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all of the Documents and Materials. Contractor makes no such representation and warranty in regard to the Documents and Materials which were prepared by design professionals other than Contractor or provided to Contractor by City. City shall not be limited in any way in its use of the Documents and Materials at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk.

9.3 Records. Contractor shall keep, and require subcontractors to keep, such ledgers books of accounts, invoices, vouchers, canceled checks, reports (including but not limited to payroll reports), studies, or other documents relating to the disbursements charged to City and the Services performed hereunder (the “Books and Records”), as shall be necessary to perform the Services required by this Agreement and enable the

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Contract Administrator to evaluate the performance of such Services. Any and all such Books and Records shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Administrator shall have full and free access to such Books and Records at all times during normal business hours of City, including the right to inspect, copy, audit, and make records and transcripts from such Books and Records. Such Books and Records shall be maintained for a period of three (3) years following completion of the Services hereunder, and City shall have access to such Books and Records in the event any audit is required. In the event of dissolution of Contractor’s business, custody of the Books and Records may be given to City, and access shall be provided by Contractor’s successor in interest. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.

9.4 Reports. Contractor shall periodically prepare and submit to the Contract Administrator such reports concerning the performance of the Services required by this Agreement as the Contract Administrator shall require. Contractor hereby acknowledges that City is greatly concerned about the cost of the Services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Administrator of said fact, circumstance, technique, or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed.

9.5 Confidentiality. City and Contractor agree that, until final approval by City, all data, plans, specifications, reports, and other documents are confidential and will not be released to third parties without prior written consent of both Parties unless required by law. Contractor, its officers, employees, agents, or subcontractors, shall not, without prior written authorization from the Contract Administrator or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement. If Contractor, or any officer, employee, agent, or subcontractor of Contractor, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Contractor for any Claims caused by or incurred as a result of Contractor’s conduct.

Contractor shall promptly notify City should Contractor, its officers, employees, agents, or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request, court order, or subpoena from any party regarding this Agreement and the Services performed thereunder. City retains the right, but has no obligation, to represent

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Contractor or be present at any deposition, hearing, or similar proceeding. Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. Response to a subpoena or court order shall not be considered a voluntary disclosure so long as Contractor gives City notice of such court order or subpoena as provided herein. Contractor understands and agrees that it may be required to provide documents to the City to be produced in response to a Public Records Act request.

SECTION 10. MISCELLANEOUS PROVISIONS.

10.1 Attorneys’ Fees. If either Party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing Party shall be entitled to reasonable attorneys’ fees and expenses including costs, in addition to any other relief to which that Party may be entitled; provided, however, that the attorneys’ fees awarded pursuant to this Subsection shall not exceed the hourly rate paid by City for legal services multiplied by the reasonable number of hours spent by the prevailing Party in the conduct of the litigation. The court may set such fees in the same action or in a separate action brought for that purpose.

10.2 Venue. In the event that either Party brings any action against the other under this Agreement, the Parties agree that trial of such action shall be vested exclusively in Riverside County.

10.3 Severability. If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect.

10.4 Section Headings and Subheadings. The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.

10.5 No Implied Waiver of Breach. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Contractor shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a nondefaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

10.6 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the Parties.

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10.7 Contractor Principals and Representatives. The following principals of Contractor (“Principals”) are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:
(Name) (Title)
(Name) (Title)
(Name) (Title)
It is expressly understood that the experience, knowledge, capability, and reputation of the Principals were a substantial inducement for City to enter into this Agreement. Therefore, the Principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services hereunder. All personnel of Contractor, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the Principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City.

10.8 City Contract Administration. This Agreement shall be administered by a City employee, «Staff_Contact», «Staff_Title» (“Contract Administrator”). All correspondence shall be directed to or through the Contract Administrator or his designee. It shall be Contractor’s responsibility to assure that the Contract Administrator is kept informed of the progress of the performance of the Services and Contractor shall refer any decisions which must be made by City to the Contract Administrator. Unless otherwise provided by applicable law, the Contract Administrator shall have the power to act on behalf of City for all purposes under this Agreement. Unless otherwise provided in this Agreement, Contractor shall not accept direction or orders from any person other than the Contract Administrator or his designee.

10.9 Notices. Any written notice to Contractor shall be sent to:

Innerline Engineering, Inc.

Attn: Bryce Swanson
1663 Commerce St.

Corona, Ca. 92878

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Any written notice to City shall be sent to the Contract Administrator at:

City of Yorba Linda
4845 Casa Loma Ave
Yorba Linda, CA 92886
Attn: Armando Jaime , Public Works Superintendent
with a copy to:

City Clerk
City of Yorba Linda
4845 Casa Loma Ave
Yorba Linda, CA 92886
Any notice, demand, request, document, consent, approval, or communication either Party desires or is required to give to the other Party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

10.10 Rights and Remedies. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

10.11 Integration, Interpretation. This Agreement, including Exhibits A and B, represents the entire and integrated agreement between City and Contractor and supersedes all prior negotiations, representations, or agreements, either written or oral.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

10.12 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

10.13 Execution of Contract. The persons executing this Agreement on behalf of each of the Parties hereto represent and warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other agreement to which said Party is bound.

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10.14 Nondiscrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that in the performance of this Agreement there shall be no discrimination against or segregation of, any person or group of persons on account of any impermissible classification including, but not limited to, race, color, creed, religion, sex, marital status, sexual orientation, national origin, or ancestry. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, sexual orientation, national origin, or ancestry.

10.15 No Third Party Beneficiaries. There are no intended third-party beneficiaries under this Agreement and no such other third parties shall have any rights or obligations hereunder.

10.16 Nonliability of City Officers and Employees. No officer, official, employee, agent, representative, or volunteer of City shall be personally liable to Contractor, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to Contractor or to its successor, or for breach of any obligation of the terms of this Agreement.

10.17 No Undue Influence. Contractor declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City shall receive compensation, directly or indirectly, from Contractor, or from any officer, employee, or agent of Contractor, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement.

10.18 No Benefit to Arise to City Employees. No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or has responsibilities with respect to this Agreement during his/her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in any agreement or subagreement, or the proceeds thereof, for the Services to be performed under this Agreement.

10.19 Debarment and Suspension
A contract award will not be made to parties listed on the governmentwide exclusion in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implements Executive orders 12549 (3 CFR part 1986 Comp. p. 189) and 12689 (3 CFR part 1989 Comp. p. 235) “Debarment and Suspension.”
[Signatures on Following Page]

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

CITY OF YORBA LINDA
Dated: By:

MARK A. PULONE

CITY MANAGER
ATTEST:

CONTRACTOR:

Marcia Brown INNERLINE ENGINEERING, INC.

City Clerk
By: ________________________________
Signature: ________________________________
Title: ________________________________

Address: ________________________________
________________________________
_______________________________ By: ________________________________

City of Yorba Linda Finance Director Signature: ________________________________

Title: ________________________________

Address: ________________________________
________________________________

APPROVED AS TO FORM:

RUTAN & TUCKER LLP

Todd Litfin
City Attorney

Two signatures are required if a corporation.

NOTE: CONTRACTOR’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE

ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS IDENTITY.

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EXHIBIT A

EXHIBIT A

SCOPE OF SERVICES
Services shall include Storm Drain Cleaning, Jetting, Video Inspection and Miscellaneous Repair Services, including labor, materials, services and equipment is the total amount of all lump sum items and of all unit price sums, determined by multiplying the unit price for each item times the actual quantity of each such item, in the amount not to exceed ONE

HUNDRED NINETY NINE THOUSAND EIGHT HUNDRED AND NINETY
DOLLARS ($199,890.00) as further detailed in the attached pages (if any). If the Services include Services pursuant to a request for proposals or bid, the Services shall include the work contemplated by the entire “Bid Package” or “Request for Proposals” for the Services, including all plans, addenda, documentation, and specifications attached thereto. A copy of the Bid Package and/or Request for Proposals, as applicable shall be retained with a copy of this Agreement. Contractor shall keep a copy of the same for at least three (3) years following termination of this Agreement.

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PUBLIC WORKS DEPARTMENT
DATE: SEPTEMBER 17, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JAMIE LAI, P.E., DIRECTOR OF PUBLIC WORKS/CITY ENGINEER PREPARED BY: COLIN TSUI, E.I.T., ASSISTANT ENGINEER
SUBJECT: APPROVE PROFESSIONAL SERVICES CONTRACT WITH HARRIS & ASSOCIATES, INC. FOR DESIGN SERVICES FOR THE FISCAL YEAR 2024-25 ANNUAL PAVEMENT PRESERVATION PROJECT (ZONE 7)

RECOMMENDATION
It is recommended that the City Council:

1. Approve a Professional Services Agreement with Harris & Associates, Inc., in the amount of $120,720.00 to provide Design Engineering Services for the Fiscal Year 2024-2025 Annual Pavement Preservation Project (APPP)/ADA Improvements Project - Zone 7 (SI251003); and

2. Authorize expenditures for contract contingencies and potential additional services or unanticipated work performance that may arise, in an amount of up to $18,108.00 (15% of the agreement amount); and

3. Upon receipt of appropriate documents, authorize the City Manager to execute the agreement.

BACKGROUND
The City is divided into seven (7) street maintenance zones in which pavement maintenance and preservation treatments are typically implemented for one (1) zone per year. The maintenance zone for Fiscal Year 2024-2025 is Zone 7 which includes the streets on the East side of the City. This project will improve the residential streets on the Via Lomas de Yorba West/East loop and residential streets on the Camino de Bryant and Kodiak Mountain Drive loop. South of the Santa Ana River, the connector roads around and including Savi Ranch Parkway have proposed improvements. Additionally, Meadow Land Drive and Brush Canyon Drive are also included in the proposed scope.

La Palma Avenue and several residential streets intersecting Brush Canyon Drive are being improved as part of the Fiscal Year 2023-2024 pavement project and thus not included in this year’s scope of work. These work zones are shown on Attachment 1 - Vicinity Map. The

A P P R O V E P R O F E S S I O N A L S E R V I C E S C O N T R A C T W I T H H A R R I S & A S S O C I A T E S , I N C . F O R D E S I G N S E R V I C E S F O R T H E F I S C A L Y E A R 2024 - 2 5 A N N U A L P A V E M E N T P R E S E R V A T I O N P R O J E C T ( Z O N E 7 ) P a g e | 2
work at these locations includes localized inlay and dig outs, crack seal, slurry seal, asphalt overlays, and curb ramps.

DISCUSSION
Staff issued a Request for Proposals (RFP) for design services in July 2024 from the City’s General Municipal On-Call Consultant list. The selection of the consultant is based upon factors such as experience, professional qualifications, and proposed work plan as outlined in the Yorba Linda Municipal Code.

A total of three (3) firms submitted proposals, including: Harris & Associates, Inc., NV5, and Willdan. Proposals were reviewed and ranked by the City’s evaluation team. Using the aforementioned evaluation criteria, it was determined that Harris & Associates, Inc. is best suited to meet the City’s project needs. The project scope involves field evaluation of the Zone 7 streets highlighted in Attachment 1 – Vicinity Map and preparing plans and specifications with recommendations for pavement rehabilitation treatments. Harris & Associates, Inc. demonstrated depth of relevant experience in design of similar pavement preservation projects including the design of several pavement preservation projects with the City of Yorba Linda. Therefore, staff recommends that the City Council approve the award of an agreement to Harris & Associates, Inc.

FISCAL IMPACT
Sufficient funding necessary to accommodate the recommended agreement award and requested contingencies is programmed within the Capital Improvement Program budget.

Funding is budgeted under the APPP/ADA Improvements - Zone 7 project (SI251003) in account 4010050-461620.

ALTERNATIVES
The City Council may choose not to approve the recommended agreement; however, failure to approve the agreement may result in delays to the annual project schedule.

ATTACHMENTS
Attachment 1 – Vicinity Map
Attachment 2 – Harris & Associates, Inc. (Agreement)

LEGEND
= INCLUDED IN SCOPE
MATCH LINE SEE PAGE 2 MATCH LINE SEE PAGE 2
ANNUAL PAVEMENT PRESERVATION PROJECT - ZONE 7

SEE PAGE 1 MATCH LINE SEE PAGE 1 MATCH LINE
ANNUAL PAVEMENT PRESERVATION PROJECT - ZONE 7
LEGEND
= INCLUDED IN SCOPE Page 221 of 284
Professional
Services
Agreement

Professional Services Agreement | 1
Project Name/No.: APPP/ADA Ramp Improvements Contract No.:

Zone 7 Design Services (Project SI251003)
Dept./Contract Rep: PW / R. Yee Approved: 09/17/2024

PROFESSIONAL SERVICES AGREEMENT
APPP/ADA RAMP IMPROVEMENTS – ZONE 7 DESIGN SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and effective this 17th day of September, 2024 (“Effective Date”) by and between the CITY OF YORBA LINDA, a California municipal corporation, (“City”) and Harris & Associates, Inc., a Corporation (“Consultant”). City and Consultant may sometimes herein be referred to individually as a “Party” and collectively as the “Parties.” SECTION 1. SERVICES.

Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in the Scope of Services, attached hereto as Exhibit A and incorporated herein by this reference (the “Services”). Consultant will perform subsequent task orders as requested by the Contract Administrator (as defined below), in accordance with the Scope of Services. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, this Agreement shall prevail.

1.1 Term of Services. The term of this Agreement shall begin on upon execution of this agreement and shall end on upon completion of project unless theterm of this Agreement is otherwise terminated or extended as provided for in Section 8. The time provided to Consultant to complete the Services required by this Agreement shall not affect City’s right to terminate this Agreement, as provided for in Section 8.

1.2 Standard of Performance. Consultant acknowledges that Consultant is a provider of professional work and services and Consultant is experienced in performing the Services contemplated herein and, in light of such status and experience, Consultant shall perform the Services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession and to the sole satisfaction of the Contract Administrator.

1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform the Services pursuant to Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.

1.4 Time. Consultant shall devote such time to the performance of the Services pursuant to this Agreement as may be reasonably necessary to satisfy Consultant’s obligations hereunder.

Professional Services Agreement | 2

1.5 Authorization to Perform Services. Consultant is not authorized to perform any of the Services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator.

1.6 Acknowledgment. By executing this Agreement, Consultant acknowledges that Consultant (i) has thoroughly investigated and considered the Services, (ii) has carefully considered how the Services should be performed, and (iii) fully understands the facilities, difficulties, and restrictions attending performance of the Services.

SECTION 2. COMPENSATION.

City hereby agrees to pay Consultant a sum not to exceed One Hundred Twenty Thousand Seven Hundred Twenty Dollars ($120,720.00) notwithstanding any contrary indications that may be contained in Consultant’s proposal, for the Services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail. City shall pay Consultant for the Services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Consultant for the Services rendered pursuant to this Agreement.

Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized in advance by City, Consultant shall not bill City for duplicate services performed by more than one person.

2.1 Invoices. Consultant shall submit invoices monthly during the term of this Agreement, based on the cost for the Services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information:
a. Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
b. The beginning and ending dates of the billing period; c. A “Task Summary” containing the original contract amount, the amount of prior billings, the total due this period, the balance available under this Agreement, and the percentage of completion;
d. At City’s option, for each item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person performing the Services, the hours spent by each person, a brief description of the Services, and each reimbursable expense;
e. The total number of hours of work performed under this Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing the Services hereunder necessary to complete the Services described in Exhibit A; f. Receipts for expenses to be reimbursed;
g. The Consultant Representative’s signature.

Professional Services Agreement | 3
Invoices shall be submitted to:

City of Yorba Linda Attn: Accounts Payable 4845 Casa Loma Ave Yorba Linda, CA 92886

2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for the Services satisfactorily performed, and for authorized reimbursable costs incurred. City shall have thirty (30) days from the receipt of an invoice that complies with all of the requirements above to pay Consultant.

2.3 Total Payment. City shall not pay any additional sum for any expense or cost whatsoever incurred by Consultant in rendering the Services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.

In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entirety of the Services performed pursuant to this Agreement, unless this Agreement is modified in writing prior to the submission of such an invoice.

2.4 Hourly Fees. Fees for the Services performed by Consultant on an hourly basis shall not exceed the amounts shown on the fee schedule included with ExhibitA.

2.5 Reimbursable Expenses. Reimbursable expenses are included within the maximum amount of this Agreement.

2.6 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any federal or state taxes.

2.7 Payment upon Termination. In the event that City or Consultant terminates this Agreement pursuant to Section 8, City shall compensate Consultant for all outstanding costs and reimbursable expenses incurred for Services satisfactorily completed and for reimbursable expenses as of the date of written notice of termination.

Consultant shall maintain adequate logs and timesheets in order to verify costs and reimbursable expenses incurred to that date.

SECTION 3. FACILITIES AND EQUIPMENT.

Except as otherwise provided, Consultant shall, at its sole cost and expense, provide all facilities and equipment necessary to perform the services required by this Agreement. City shall make available to Consultant only physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and the information in possession of City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall City be required to furnish any facility or equipment that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.

Professional Services Agreement | 4
SECTION 4. INSURANCE REQUIREMENTS.

Before beginning any work under this Agreement, Consultant, at its own cost and expense, shall procure the types and amounts of insurance listed below and provide certificates of insurance, indicating that Consultant has obtained or currently maintains insurance that meets the requirements of this Section and which is satisfactory, in all respects, to City. Consultant shall maintain the insurance policies required by this Section throughout the term of this Agreement. The cost of such insurance shall be included in Consultant’s compensation. Consultant shall not allow any subcontractor, consultant or other agent to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City.

Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Consultant acknowledges the insurance policy must cover inter- insured suits between City and other insureds. Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which Consultant may be held responsible for the payment of damages to any persons or property resulting from Consultant activities or the activities of any person or persons for which Consultant is otherwise responsible nor shall it limit Consultant’s indemnification liabilities as provided in Section 5.

4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Consultant pursuant to the provisions of the California Labor Code. Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00) disease per employee, and ONE MILLION DOLLARS ($1,000,000.00) disease per policy. In the alternative, Consultant may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the California Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or Consultant, if a program of self- insurance is provided, shall waive all rights of subrogation against City and its officers, officials, employees, and authorized volunteers for loss arising from the Services performed under this Agreement.

4.2 Commercial General and Automobile Liability Insurance. a. General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage, for risks associated with the Services contemplated by this Agreement, TWO MILLION DOLLARS ($2,000,000.00) general aggregate, and TWO MILLION DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General Liability Insurance or an Automobile Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from the Services contemplated under this Agreement, including the use of hired, owned, and nonPage 226 of 284 Professional Services Agreement | 5
owned automobiles.
b. Minimum Scope of Coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 Code 2, 8, and 9. No endorsement shall be attached limiting the coverage.
c. Additional Requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
(i) The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
(ii) Any failure of Consultant to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

4.3 Professional Liability Insurance.
a. General Requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing the Services pursuant to this Agreement in anamount not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed professionals’ errors and omissions. Any deductible or self-insured retention shall be shown on the Certificate. If the deductible or self-insured retention exceeds TWENTY-FIVE THOUSAND DOLLARS ($25,000), it must be approved in writing by City. b. Claims-Made Limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
(i) The retroactive date of the policy must be shown and must be no later than the commencement of the Services.
(ii) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after the expiration or termination of this Agreement or completion of the Services, so long as commercially available at reasonable rates.
(iii) If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the Effective Date of this Agreement, Consultant must provide extended reporting coverage for a minimum of five (5) years after the expiration or termination of this Agreement or the completion of the Services. Such continuation coverage may be provided by one of the following: (1) renewal of the existing policy; (2) an extended reporting period endorsement; or (3) replacement insurance with a retroactive date no later than the commencement of the Services under this Agreement. City shall have the right to exercise, at Consultant’s sole cost and expense, any extended reporting provisions of the policy, if Consultant cancels or does not renew the coverage.
(iv) A copy of the claim reporting requirements must be submitted to City prior to the commencement of the Services under this Agreement.

Professional Services Agreement | 6

4.4 All Policies Requirements.
a. Acceptability of Insurers. All insurance required by this Section is to be placed with insurers with aBests’rating of no less thanA:VII and admitted or authorized in California.
b. Verification of Coverage. Prior to beginning the Services under this Agreement, Consultant shall furnish City with certificates of insurance, additional insured endorsement or policy language granting additional insured status complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. The certificate of insurance must include the following reference: APPP/ADA Ramp Improvements - Zone 7 Design Services (Project SI251003). The name and address for additional insured endorsements, certificates of insurance and notice of cancellation is: City of Yorba Linda, 4845 Casa Loma Ave, Yorba Linda, CA 92886. City must be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of Consultant. c. Notice of Reduction in or Cancellation of Coverage. Consultant shall provide written notice to City within thirty (30) working days if: (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or self-insured retention is increased. In the event any of said policies of insurance are cancelled, Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 4 to the Contract Administrator. d. Additional Insured; Primary Insurance. City and its officers, employees, agents, and authorized volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of the Services performed by or on behalf of Consultant, including the insured’s general supervision of Consultant; products and completed operations of Consultant, as applicable; premises owned, occupied, or used by Consultant; and automobiles owned, leased, or used by Consultant in the course of providing the Services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or authorized volunteers. The insurance provided to City as an additional insured must apply on a primary and non-contributory basis with respect to any insurance or self-insurance program maintained by City. Additional insured status shall continue for one (1) year after the expiration or termination of this Agreement or completion of the Services.

A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to City and its officers, officials, employees, and volunteers, and that no insurance or self-insurance maintained by City shall be called upon to contribute to a loss under the coverage.
e. Deductibles and Self-Insured Retentions. Consultant shall obtain the written approval of City for the self-insured retentions and deductibles before beginning any of the Services.

During the term of this Agreement, only upon the prior express written authorization of the Contract Administrator, Consultant may increase such deductibles or self-insured retentions with respect to City, its officers, employees, agents, and volunteers.

The Contract Administrator may condition approval of an increase in deductible or selfPage 228 of 284 Professional Services Agreement | 7
insured retention levels with a requirement that Consultant procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.
f. Subcontractors. Consultant shall shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
g. Variation. The Contract Administrator may, but is not required to, approve in writing a variation in the foregoing insurance requirements, upon a determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that City’s interests are otherwise fully protected.

4.5 Remedies. In addition to any other remedies at law or equity City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this Agreement; b. Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or
c. Terminate this Agreement.

SECTION 5. INDEMNIFICATION.

5.1 Indemnification for Professional Liability. Where the law establishes a professional standard of care for performance of the Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with counsel reasonably acceptable to the City), and hold harmless City and any and all of its officers, employees, and officials from and against claims, losses, costs, damages, expenses, liabilities, liens, actions, causes of action (whether in tort, contract, under statute, at law, in equity, or otherwise) charges, awards, assessments, fines, or penalties (including reasonable consultant and expert fees and expenses of investigation, costs and, if Consultant fails to provide a defense for City, the legal costs of counsel retained by City) and any judgment (collectively, “Claims”) to the extent same are caused by any negligent or wrongful act, error, or omission of Consultant, its officers, agents, employees, or subcontractors (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement.

5.2 Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, protect, defend (with counsel reasonably acceptable to the City), and hold harmless City, and any and all of its officers, employees, officials, from and against Claims, where the same arise out of, pertain to, or are in any way attributable to, , the performance of negligent services under this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including officers, agents, employees or subcontractors

Professional Services Agreement | 8
of Consultant.

5.3 Limitation of Indemnification for Design Professionals. Notwithstanding any provision of this Section 5 to the contrary, design professionals, as that term is defined in Civil Code Section 2782.8, are required to defend and indemnify City only to the extent permitted by Civil Code Section 2782.8. The term “design professional” as defined in Section 2782.8, is limited to licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors, and the business entities that offer such services in accordance with the applicable provisions of the California Business and Professions Code. This Subsection 5.3 shall only apply to Consultant if Consultant is a “design professional” as that term is defined in Civil Code Section 2782.8.

5.4 Limitation of Indemnification. The provisions of this Section 5 do not apply to claims occurring as a result of City’s or any and all of its officers, officials, employees and agents’ sole or active negligence. The provisions of this Section 5 shall not release City or any and all of its officers, officials, employees and agents from liability arising from gross negligence or willful acts or omissions of City or any and all of its officers, officials, employees, and agents acting in an official capacity.

SECTION 6. INDEPENDENT CONTRACTOR.

At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City. City shall have the right to control Consultant only insofar as the results of the Services rendered pursuant to this Agreement and assignment of personnel pursuant to Subsection 1.3; however, otherwise City shall not have the right to control the means by which Consultant accomplishes the Services rendered pursuant to this Agreement. The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Consultant shall not at any time or in any manner represent that it is or any of its officers, employees, or agents are in any manner officers, officials, employees, or agents of City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner. Except for the fees paid to Consultant as provided in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing the Services hereunder. 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 providing services under this Agreement shall not qualify for or become entitled 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.

SECTION 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Consultant and any subcontractor shall comply with all applicable local, state, and federal laws and regulations applicable to

Professional Services Agreement | 9
the performance of the work hereunder. Consultant shall not hire or employ any person to perform work within City or allow any person to perform the Services required under this Agreement unless such person is properly documented and legally entitled to be employed within the United States. Consultant acknowledges and agrees that it shall be independently responsible for reviewing the applicable laws and regulations and effectuating compliance with such laws. Consultant shall require the same of all subcontractors.

7.3 Prevailing Wages. Consultant acknowledges and agrees that it shall be independently responsible for reviewing the applicable prevailing wage laws and regulations and effectuating compliance with such laws, including, but not limited to the prevailing wage and related requirements set forth in this Subsection 7.3. Consultant shall bear all risks of payment or non-payment of prevailing wages under California law and/or the implementation of Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.
a. Public Work. Consultant hereby expressly acknowledges and agrees that City has never previously affirmatively represented to Consultant, its employees or agents in writing or otherwise that the Services are not a “public work,” as defined in Section 1720 of the Labor Code. It is agreed by the Parties that, in connection with the development, construction (as defined by applicable law) and operation of the Services, including, without limitation, any public work (as defined by applicable law), if any, Consultant shall bear all risks of payment or non-payment of state and/or federal prevailing wages and/or the implementation of Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law.

To the extent applicable, City will enforce all penalties required by law for Consultant’s failure to pay prevailing wages.
b. Labor Code of California. The Consultant’s attention is directed to Division 2, Part 7, Chapter 1 of the Labor Code of the State of California and especially to Article 2 (Wages); and Article 3 (Working Hours), thereof. (i) In accordance with Sections 1773 and 1773.2 of the Labor Code, City has found and determined the general prevailing rates of wages in the locality in which the public work is to be performed are those determined by the Director of Industrial Relations and available at https://www.dir.ca.gov/OPRL/2022- 1/PWD/Southern.html.

Copies of the prevailing rates of wages are maintained with City’s principal office and are available to any interested party on request. Consultant shall post a copy of the prevailing rate of per diem wages at each job site.
(ii) Consultant is aware of and will comply with the provisions of Labor Code Section 1776, including the keeping of payroll records and furnishing certified copies thereof in accordance with said Section. Pursuant to Labor Code Section 1771.4, Consultant must submit certified payroll records to the Labor Commissioner using the Department of Industrial Relations’ electronic certified payroll reporting (eCPR) system. (iii) Pursuant to Labor Code Section 1810, it is stipulated hereby that eight (8) hours labor constitutes a legal day’s work hereunder. (iv) Pursuant to Labor Code Section 1815, work performed by employees of contractors in excess of eight (8) hours per day, and 40 hours during anyone week, shall be permitted upon public work upon compensation for all hours worked in excess of

Professional Services Agreement | 10
eight (8) hours per day at not less than 1 ½ times the basic rate of pay. (v) Pursuant to Labor Code Section 1813, it is stipulated hereby that Consultant shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by Consultant or by any subcontractor hereunder for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one (1)calendar week in violation of the provisions of Article 3 (commencing with Section 1810), Chapter 1, Part 7, Division 2 of the Labor Code. (vi) Consultant is aware of and will comply with the provisions of Labor Code Sections 1777.5 and 1777.6 with respect to the employment of apprentices.

Pursuant to Section 1777.5 it is hereby stipulated that Consultant will be responsible for obtaining compliance therewith on the part of any and all sub-consultants or subcontractors employed by Consultant in connection with this Agreement. (vii) Pursuant to Labor Code Section 1775, it is hereby stipulated that Consultant shall, as a penalty toCity, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for the Services by Consultant or any sub-consultant or subcontractor.
c. Bidding Eligibility. Pursuant to Labor Code Section 1771.1, no contractor or subcontractor (or consultant or subconsultant) may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations. d. DIR Monitoring. Pursuant to Labor Code Section 1771.4, Consultant is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
e. Indemnification Related to Prevailing Wages. Section 5, Indemnification, specifically encompasses Claims arising from or related to (i) the noncompliance by Consultant or any party performing the Services of any applicable local, state, and/or federal law, including, any applicable federal and/or state labor laws (including, D the requirement to pay state prevailing wages and hire apprentices); (ii) the implementation of Labor Code Sections 1726 and 1781, as the same may be amended from time to time, or any other similar law; and/or
(i) failure by Consultant or any party performing the Services to provide any required disclosure or identification as required by Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.

7.4 Licenses and Permits, Fees and Assessments. Consultant represents, warrants, and covenants to City that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions, and perform the Services. Consultant represents, warrants, and covenants to City that Consultant and its employees, agents, and subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice theirrespective professions, and perform theServices. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from City. Consultant shall have the sole

Professional Services Agreement | 11
obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for Consultant’s performance of theServices, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed, or imposed against City hereunder.

7.5 Conflicts of Interest, Political Reform Act. Consultant acknowledges, and covenants that Consultant presently has no interest, direct or indirect, which would interfere with or impair in any manner or degree the performance of Consultant’s obligations and responsibilities under this Agreement. Consultant further agrees that while this Agreement is in effect, Consultant shall not acquire or otherwise obtain any interest, direct or indirect, that would interfere with or impair in any manner or degree the performance of Consultant’s obligations and responsibilities under this Agreement. Consultant acknowledges that pursuant to the provisions of the Political Reform Act (Government Code Section 87100 et seq.), City may determine the Consultant to be a “consultant” as that term is defined by 2 California Code of Regulations Section 18700.3. In the event City makes such a determination, Consultant agrees to complete and file a “Statement of Economic Interest” with the City Clerk to disclose such financial interests as required by City. In such event, Consultant further agrees to require any other person doing work under this Agreement to complete and file a “Statement of Economic Interest” to disclose such other person’s financial interests as required by City.

7.6 Annual Appropriation of Funding. In accord with Article 16 Section 18 of the California Constitution, payment of compensation under this Agreement is contingent upon annual appropriation of funds by City for that purpose. Consultant acknowledges and agrees that to the extent that the Services extend beyond one (1) fiscal year, payment for such Services is expressly conditioned on City’s annual appropriation of funds for such Services for each year. If no funds are appropriated then this Agreement shall be terminated. City pledges and agrees to process such appropriation requests annually and in good faith. Nothing in this Subsection shall be construed to limit the right of either Party to terminate this Agreement as provided herein.

SECTION 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may cancel this Agreement at any time and without cause upon 30-day prior written notification to Consultant.

8.2 Termination by Consultant. Consultant may cancel this Agreement upon 30 days’ written notice to City.

8.3 Consequences of Termination. In the event of termination, Consultant shall be entitled to compensation for the Services performed up to the date of termination; City, however, may condition payment of such compensation upon Consultant delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or City in connection with this Agreement.

8.4 Extension. City may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Consultant understands and agrees that, if City grants such an extension, City shall have no obligation

Professional Services Agreement | 12
to provide Consultant with compensation beyond the maximum amount provided for in this Agreement unless otherwise negotiated and agreed upon. Similarly, unless authorized by the Contract Administrator, City shall have no obligation to reimburse Consultant for any otherwise reimbursable expenses incurred during the extension period.

8.5 Amendments. The Parties may amend this Agreement only by a writing signed by all the Parties.

8.6 Assignment and Subcontracting. City and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant’s unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Consultant.

Consultant may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Consultant shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in Consultant’s proposal, without prior written approval of the Contract Administrator. In the event that key personnel leave Consultant’s employ, Consultant shall notify City immediately.

8.7 Survival. All obligations arising prior to the expiration or termination of this Agreement and all provisions of this Agreement allocating liability between City and Consultant shall survive the expiration or termination of this Agreement.

8.8 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, any or all of the following:
a. Immediately terminate this Agreement;
b. Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement;
c. Retain a different consultant to complete the Services described in Exhibit A; and/or
d. Charge Consultant the difference between the cost to complete the Services described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Consultant pursuant to Section 2 if Consultant had completed the Services up to the total value of this Agreement.

SECTION 9. KEEPING AND STATUS OF RECORDS.

9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of City. Consultant hereby agrees to deliver those documents to City upon the expiration or termination of this Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for

Professional Services Agreement | 13
City and are not necessarily suitable for any future or other use. Any use of such documents for other projects by City shall be without liability to Consultant. City and Consultant agree that, until final approval by City, all data, plans, specifications, reports, and other documents are confidential and will not be released to third parties without prior written consent of both Parties unless required by law. Consultant understands and agrees that it may be required to provide documents to the City to be produced in response to a Public Records Act request.

9.2 Licensing of Intellectual Property. This Agreement creates a nonexclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, rights of reproduction, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, test data, survey results, models, renderings, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings, digital renderings, or data stored digitally, magnetically, or in any other medium, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents and Data”). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents and Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents and Data. Consultant makes no such representation and warranty in regard to Documents and Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk.

9.3 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for the Services or expenditures and disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Consultantunder this Agreement. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible.

9.4 Inspection and Audit of Records. Any records or documents that Subsection 9.3 of this Agreement requires Consultant to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement shall be subject to the examination and auditof the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.

SECTION 10. MISCELLANEOUS PROVISIONS.

10.1 Attorneys’ Fees. If either Party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing Party shall be entitled to reasonable attorneys’ fees and expenses including costs, in addition to any other relief to which that Party may be entitled; provided, however, that the attorneys’ fees awarded pursuant to this Subsection shall not exceed the hourly rate paid by City for legal services multiplied by the reasonable number of hours spent by the prevailing Party in the conduct of the litigation. The court may set such fees in the same action or in a separate action brought for that purpose.

Professional Services Agreement | 14

10.2 Venue. In the event that either Party brings any action against the other under this Agreement, the Parties agree that trial of such action shall be vested exclusively in Orange County.

10.3 Severability. If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect.

10.4 Section Headings and Subheadings. The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.

10.5 No Implied Waiver of Breach. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a nondefaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

10.6 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of theParties.

10.7 Consultant Representative. All matters under this Agreement shall be handled for Consultant by Marc Gallardo, Project Manager (“Consultant’s Representative”).

The Consultant’s Representative shall have full authority to represent and act on behalf of Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct services, using his professional skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

10.8 City Contract Administration. This Agreement shall be administered by a City employee, Rick Yee, Deputy Director of Public Works / Assistant City Engineer (Contract Administrator). All correspondence shall be directed to or through the Contract Administrator or his designee. The Contract Administrator shall have the power to act on behalf of City for all purposes under this Agreement. Unless otherwise provided in this Agreement, Consultant shall not accept direction or orders from any person other than the Contract Administrator or his designee.

10.9 Notices. Any written notice to Consultant shall be sent to:

Harris & Associates, Inc.

Attn: Marc Gallardo, Project Manager
101 Progress, #250
Irvine CA, 92618
Any written notice to City shall be sent to the Contract Administrator at:

Professional Services Agreement | 15
City of Yorba Linda
4845 Casa Loma Avenue
Yorba Linda, CA 92886
Attn: Rick Yee, Deputy Director of Public Works /
Assistant City Engineer
with a copy to:

City Clerk
City of Yorba Linda
4845 Casa Loma Avenue
Yorba Linda, CA 92886

10.9 Professional Seal. Where applicable in the determination of the Contract Administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled “Seal and Signature of Registered Professional with report/design responsibility,” as in the following example.

10.10 Rights and Remedies. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

10.11 Integration. This Agreement, including the scope of services attached hereto and incorporated herein as Exhibit A, represents the entire and integrated agreement between City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

10.12 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

10.13 Execution of Contract. The persons executing this Agreement on behalf of each of the Parties hereto represent and warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other agreement to which said Party is bound.

Seal and Signature of Registered Professional with
report/design responsibility.

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10.14 Nondiscrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that in the performance of this Agreement there shall be no discrimination against or segregation of, any person or group of persons on account of any impermissible classification including, but not limited to, race, color, creed, religion, sex, marital status, sexual orientation, national origin, or ancestry.

10.15 No Third-Party Beneficiaries. There are no intended third-party beneficiaries under this Agreement and no such other third parties shall have any rights or obligations hereunder.

10.16 Nonliability of City Officers and Employees. No officer, official, employee, agent, representative, or volunteer of City shall be personally liable to Consultant, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

10.17 No Undue Influence. Consultant declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City shall receive compensation, directly or indirectly, from Consultant, or from any officer, employee, or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement.

10.18 No Benefit to Arise to City Employees. No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or has responsibilities with respect to this Agreement during his/her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in any agreement or sub- agreement, or the proceeds thereof, for the Services to be performed under this Agreement. [SIGNATURES ON FOLLOWING PAGE]

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

CITY OF YORBA LINDA
Dated: By:

MARK A. PULONE

CITY MANAGER
ATTEST:

CONTRACTOR:
___________________________
Marcia Brown HARRIS & ASSOCIATES, INC.

City Clerk
By: ________________________________
Signature: ________________________________
Title: ________________________________

Address: ________________________________
________________________________
_______________________________ By: ________________________________

City of Yorba Linda Finance Director Signature: ________________________________

Title: ________________________________

Address: ________________________________
________________________________

APPROVED AS TO FORM:

RUTAN & TUCKER LLP

Todd Litfin
City Attorney

Two signatures are required if a corporation.

NOTE: CONTRACTOR’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL

BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS IDENTITY.

Professional Services Agreement | 18

EXHIBIT A

SCOPE OF SERVICES
Services shall include APPP/ADA Ramp Improvements - Zone 7 Design Services (Project SI251003) in the amount not to exceed One Hundred Twenty Thousand Seven Hundred Twenty Dollars ($120,720.00) as further detailed in the following page(s).

101 Progress, #250, Irvine, CA 92618  WeAreHarris.com
August 1, 2024
Rick Yee, PE
Assistant City Engineer
City of Yorba Linda
4845 Casa Loma Avenue
Yorba Linda, CA 92885-8714
Subject: Proposal for Design Services For
FY 24-25 ANNUAL PAVEMENT PRESERVATION PROGRAM (ZONE 7)

AND ADA RAMP IMPROVEMENTS
Dear Rick,
Harris & Associates appreciates the opportunity to present this proposal to provide professional engineering design services for the preparation of Specifications, Estimates and Exhibits for the subject FY 24-25 Annual Pavement Preservation Program Zone 7 and ADA Ramp Improvements. The crux of this project is that the anticipated budget of $4,500,000 is not adequate enough to address the entirety of streets in Zone 7. With the current construction climate such as rising asphalt prices, Harris is prepared to develop a strategic plan that will optimize both budget and total benefit, which will allow the City to maintain balance and meet the PMP recommendations.

Harris Team
The Harris Design Team has completed many similar street rehabilitation projects in the last five years, including the City of Yorba Linda’s Slurry Seal and Overlay Programs 2019-2024, with the previous resurfacing project for Zone 5 and 6B. Harris is also developing and managing the City of Oceanside’s Annual Slurry and Overlay Program as well as analyzing Oakland’s ADA repair program. Marc Gallardo, PE will be the Project Manager and Randall Berry, PE will serve as the QA/QC manager. Mr. Gallardo will oversee most every aspect of the design process, from field reviews to final PS&E. He will be responsible for the production oversight of the Specifications, Estimates and Exhibits through project delivery. He will utilize his many years of pavement rehabilitation design and construction experience to deliver a high-quality design. As a budgeting tool, the design team will utilize spreadsheets for the project data to efficiently display all the various quantities, summarize construction costs by street, and calculate the construction totals.

The following sections will present the main project elements, scope of services, schedule, and fees; all of which are based on our understanding of the project.

EXHIBIT A

CONTINUED (CONSULTANTS PROPOSAL)

Mr. Rick Yee, PE Page 2 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
Project Description/Approach
The project construction will generally consist of repairing base failures, crack sealing, a combination of either Asphalt Concrete overlays/inlays or slurry seals, adjustment of surface utilities to grade and replacement of existing striping and detector loops. The project will also consist of applying slurry seal and overlay on selected residential streets in the remaining streets of Zone 7.

An Efficient Systematic Approach to Optimize the City’s Budget to Improve the Roadway Network
Harris has been fortunate to work closely with the city on delivering the previous Zones (3 through 6). With the lessons learned from those projects and an understanding of remaining Zone 7 current condition, Harris can effectively expedite the design process and provide the City with cost savings.

Harris has already performed field analysis on the remaining streets of Zone 7. Figure 1 shows the initial assessment performed on Zone 7. Overlapping the data conducted with the PMP data, Harris can analyze the discrepancies and evaluate budgetary constraints thus creating a preliminary Zone 7 Package. Harris can effectively filter and assess the original recommendations, expediting the review process.

Figure 1: Analysis of Zone 7
Based on filtering the previous analysis performed, Harris can quickly determine the budgetary constraints using the latest bid results and will ultimately develop a plan to optimize the total benefit for Zone 7.

Mr. Rick Yee, PE Page 3 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
Priority Matrix for Zone 7
With the understanding that there is only $4.5 million in funds to be used for this project, Harris will work with the City to determine which streets in Zone 7 will be improved. Harris will work closely with the City to develop a strategic plan that will stretch the City’s dollars by using “utility maximizing” principles.

Utility maximization is a strategic scheme whereby individuals and companies seek to achieve the highest level of satisfaction from their economic decisions. This same concept can be applied in pavement preservation.

Factors and concepts to be explored include:
• Prioritizing arterials and local collector streets that benefit the entire Zone, not one neighborhood.
• Utilizing a “Do Nothing Approach” for PCI’s greater than 95 (City and Harris will develop the threshold) since these streets will only gain a fraction of total benefit (up to 5 points).
• Emphasizing Slurry Seal Recommendations (Preservation) which prolongs the pavement life cycle and is more cost effective in terms of PCI per dollar (see Figure 2 below).
o A secondary benefit is that this will reduce the amount of curb ramps to be constructed, which will further reduce the construction budget. • Harris will also recommend overlaying streets that could potentially fall into major rehabilitation, which will save the City money during the next cycle and reduce residential concerns.

Figure 2: Pavement Preservation Via Slurry Seals
Harris and the City will work together to develop a strategy that is not only cost effective but will provide level of confidence that the rehabilitation process is sound and sufficient.

Mr. Rick Yee, PE Page 4 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
One strategy that has been used in other municipalities in Orange County, is to perform uniform grinds and paving rather than conventional overlays.

Asphalt Prices are rising at an alarming rate, additives are becoming more cost effective (additional benefit for fractional cost increase).

Curb Ramp Approach
In general, slurry seal streets do not trigger the requirement to install new or upgraded curb ramps; however, AC overlay, inlay, and micromilled streets will require curb ramp improvements. Curb ramps will be designed using Caltrans 2018 Standard Plans, with applicable case identified.

From our experiences with the previous Zones and the lessons learned, the Harris team has developed a protocol to effectively comply with ADA requirements while reducing design efforts.
• Harris will identify locations of proposed curb ramps based on the recommendations. o Harris will identify any potential relocations (long lead items), such as SCE pull boxes, from the BCR to ECR.
• During Bidding and Construction Assistance, Harris will allocate time for RFI’s which will include curb ramps assistance and designs not specified in the plans but that may arise in construction (Hourly Rate - NTE 40 hours for PM). • Excessive sloped terrain, which will require ADA exceptions. Curb ramps under this category will not be able to meet ADA compliance (landings cannot meet 1.5%), but portions of these ramps can still be compliant. Harris will develop a justification memo for these ramps (Harris will develop the technical aspects of the memo for the City’s use). The figure below shows the Caltrans Design Guidelines that will gives the contractor more guidance for excessive roadway conditions.

Mr. Rick Yee, PE Page 5 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
Figure 3: Caltrans Design Guidelines for Excessive Roadway Conditions Field Review Approach
Preliminary AC Overlay/Inlay Streets Identified:

Based on a preliminary analysis of the PCIs from the Yorba Linda PMP, some streets have already been identified as candidates to receive overlay treatments. The PMP will serve as a general guide, but Harris’ field review will determine the final recommendation. The goal is to be in alignment with the PMP so that the City is confident that funding is appropriately allocated.

Identifying Roadway Repair Locations:

The following is the assumed procedure on this project for identifying repair areas:
• In the slurry seal areas, Harris will field mark (paint limit “brackets”) in the field and quantify the dig-outs.
• The City will specify the dig-out replacement section depth (typically 4” full depth AC for both residential streets and collector streets)
• From our experiences with the previous Zone 3 through Zone 6 projects and the lessons learned, Harris will review edge pavement conditions to identify any potential tripping hazards. Harris will mark out these locations to grind off the excessive slurry build-up via micromill.
• In locations that require overlays or full reconstructions, Harris will evaluate tree rotting conditions and provide the city locations that may need to be reviewed by the City’s maintenance team.

Mr. Rick Yee, PE Page 6 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
Other Project Elements
The following elements will be incorporated into the project:
• Reducing the amount of time that the contractor is allowed to leave the R&R areas without the final cap to reduce the number of complaints from residents. • The amount of time traffic signal loop detectors is allowed to be non-operational will be specified in the specifications.
• Special attention must be placed on following the City's truck routes, street sweeper days, trash collect days and related information as available on the City's website. • For curb & gutter and sidewalk replacements adjacent to curb ramps, a section cannot be smaller than four feet or must go to the nearest joint. • It is not anticipated that parkway, sidewalk, curb or gutter will be repaired as part of the project.
• Harris will use GIS data provided by the city to determine utility impacts due to the proposed overlay designs, specifically quantifying YBLWD surface utility adjustments so they can be used during the bidding process. o Harris understands this is an important aspect for receiving credit and will emphasize the accuracy of these facilities.
• Harris will work closely with the PMP consultant as well as the inspectors to analyze the impacts of the rehabilitation recommendations. Understanding how the treatments are projected in the PMP analysis will help understand the impacts moving forward.
o Alternative recommendations using RHMA will be analyzed to determine the cost vs benefits.

Scope of Services
The following will present an outline of our proposed scope of services and is based on the City’s RFP. The design services are detailed in three chronological tasks. It is our intent that this outline provides enough detail that our approach is clearly defined. We welcome the opportunity to discuss additions, deletions or revisions to this scope as necessary.

TASK I – PRELIMINARY DESIGN STAGE
Harris shall consist of all items of work necessary to complete detailed construction plans, specifications and cost estimate in accordance with the latest edition of the Standard Plans and Specifications for Public Works Construction. The following list includes a brief description of the tasks to be performed by Harris.

1. Attend design kick-off meeting with City staff.
• Meet with City staff and hold a "kick-off' meeting. Our design approach would be discussed. We would obtain any additional direction required from the City staff on items noted in the previous discussion. The initial slurry seal and resurfacing candidate street list will be reviewed and adjusted—as necessary—at the meeting and through

Mr. Rick Yee, PE Page 7 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
an iterative refinement process during design, and the project schedule would be reviewed.

2. Review all documents provided by the City necessary to complete the design. This will include:
• Access to utility information, surveys, traffic data, drawings and other data on file with the City. Harris will be responsible to review available information and reproduce at no cost to the City.
• Copy of City’s Pavement Management Program Update.
• Digital copy of the City’s boilerplate Specifications (MS Word). • Copy of existing improvement plans.

3. Send a preliminary notice to each utility company affected by the proposed improvements.

Request plans for any existing improvements, prior rights information and, if required, an estimate and schedule from each utility for any required relocation.

4. Perform a visual inspection of all the streets within the City selected area and determine the best treatment and estimated cost of each street as preliminary evaluation. Work with the City to select the streets up to the project budget amount for further design evaluation. • Harris will meet with City Staff in the field to confirm “dig-out,” “inlay,” and “grinding excessive slurry buildup” determinations/procedures. o Harris Assumes additional field work is required to be performed on both slurry seal streets and overlay streets
o The field work will be completed on the streets that are going to be included in the APPP Zone 7 Construction
• Perform field measurements to confirm the resurfacing and slurry seal quantities and record them in a quantity spreadsheet for inclusion in the project specifications. • Identify the need for various crack treatments (routing, cleaning, and sealing). It is assumed that crack seal requirements will not be quantified and will be covered by a lump sum bid item.
• Perform field verification of existing quantities, including curb ramps, striping, and painted legends to be restored

5. Research and record all existing improvements including, but not limited to, water and gas valves, manholes, striping, traffic loops, and other features.

6. Perform a visual inspection of all curb ramps within the City selected area and identify curb ramps that are not ADA-compliant.

Mr. Rick Yee, PE Page 8 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS

7. Provide street list recommendation to City for review and approval. Review street treatment recommendations.

8. Prepare base maps at a scale of 1” = 40’ using data from Items 2, 3 and 4. Show utilities and proposed street improvements on base maps. Provide street list recommendation to City for review and approval.

An overview Map with Recommendations will be developed. Base maps of 1” = 40’ Scale will be used for Striping Plans for Via Lomas De Yorba.

9. Provide a schedule for milestone submittals (65%, 90%, and 100%) with a duration of 5 months to complete final PS&E. See appendix for preliminary schedule.

10. Prepare and submit preliminary construction cost estimates and three PDF sets of construction plans (65% completion level). Submit draft of project specifications.

11. Prepare and submit preliminary construction cost estimates and three PDF sets of construction plans (90% completion level) incorporating City, utility and other comments from the previous submittal. Submit complete set of project specifications.

12. If applicable, send final notice to each affected utility company to complete relocations prior to the anticipated construction start date.

13. Prepare construction plans to include at minimum of the following:

• Title Sheet including Street General Notes
• Street Improvement Plans
• Construction Details/Specifications
• Striping and Signing Plans – Up to five (5) sheets for Via Lomas de Yorba
• Construction Cost Estimate
• Harris will prepare complete project specifications, matching the City's format from last year, using City-provided "Boiler Plate" (General Provisions and Contract Documents), the Green Book for street improvements, and Caltrans Standard specifications for markers, legends and striping. Traffic control requirements will be per WATCH Handbook or MUTCD Federal & State requirements. The Special Provisions will be in a format consistent with last year’s project, with any requested updates based on feedback from lessons learned during that time.
• Specifications and Special Provisions will be written in book form outlining contract requirements, bid schedules, description of materials, construction methods and payment requirements, codes and specifications that must be complied with, special conditions that exist or may be encountered which would affect work, and any other items which may require special attention to complete the required improvements. • Prepare refined itemized construction quantities and cost estimate in an Excel spreadsheet format consistent with the quantity spreadsheets in the bid documents.

Mr. Rick Yee, PE Page 9 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
Prepare several iterations of the cost estimate based on City staff input, City priorities and budget constraints.

TASK II – FINAL DESIGN STAGE

1. Prepare final construction specifications, cost estimate and plans (100% completion level) incorporating comments from the City, affected agencies, and utility companies.

2. Upon City approval of plans and specifications, provide final construction drawings in digital format, sealed and signed by a supervising California Licensed Civil Engineer. Submit project specifications in digital format. Submit copies of pertinent correspondence, including responses from utilities and affected agencies.

3. Answer contractor’s questions during construction regarding the design.

TASK III – BID STAGE SERVICES & CONSTRUCTION SUPPORT

1. Respond in writing to all written requests for clarification received from prospective bidders during bid period.

2. Prepare and issue addenda to the bid package as necessary.

3. Answer RFI’s, review submittals, and prepare change orders. • Includes curb ramps assistance & designs not specified in the plans, but that may arise in construction (Hourly Rate - NTE 40 hrs. for PM).

4. Attend pre-construction meeting.

5. Answer contractors’ questions during construction regarding the design.

City Responsibilities
The City would assume the following responsibilities:

A. Provide any AC overlay, AC inlay and AC “dig-out” thicknesses.

B. All funding and environmental document preparation and processing.

C. Pay all outside agency permit fees, if any.

D. Prepare any water quality BMP documents should they be required.

E. Advertise the project for construction bids.

F. Copy and provide bid sets of the construction documents to bidders.

G. Award and administer construction contract, unless otherwise negotiated with Harris.

Mr. Rick Yee, PE Page 10 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
Schedule
The project can be started quickly because we will not have to wait for survey data to begin.

We anticipate the initial fieldwork and efforts to develop preliminary exhibits, lists, and cost estimates ready for a feedback meeting with the City will require ten (10) weeks from receipt of our written Notice to Proceed. A refined 90% submittal of the Specifications, Estimates and Exhibits, which reflects the City’s feedback meeting comments, would be submitted within four (4) weeks of said feedback meeting. One (1) additional 100% review submittal would be required thereafter and would be submitted within two (2) weeks of receiving the City’s final plan check comments. The camera-ready bid package would be delivered immediately upon the City’s approval of the 100% review set.

Anticipated Final PS&E for Zone 7 is February 2025.

Mr. Rick Yee, PE Page 11 of 11
FY 24-25 APPP ZONE 7 August 1, 2024

AND ADA RAMP IMPROVEMENTS
Fees
Harris & Associates proposes to provide the previously detailed services for the total hourly "not-to-exceed" fee presented below. A summary of the proposed fees is presented below for your information and use in evaluating this proposal. A separate detailed table of man-hours for the various team members assigned to the major tasks is also attached. These fees should be considered as a negotiable offer, and we would be happy to discuss them in association to our proposed scope of work and make revisions where mutually agreeable.

TASKS I thru III - Services

TASK TOTAL
TASK I – PRELIMINARY DESIGN STAGE $89,440
TASK II – FINAL DESIGN STAGE $12,080
TASK III – BID STAGE SERVICES $12,160
Grand Total = $113,680
Fees would be invoiced monthly based on the actual hours of work completed. Reproduction costs are included in the fees above. Outside Agency fees are not included in the proposed fee.

Harris & Associates looks forward to the continued opportunity to be of service to the City of Yorba Linda. Please feel free to call me with any questions or if you require anything additional at (949) 536-2522.

Sincerely,
Harris & Associates

Marc Gallardo, PE Marie Santos, PE
Project Manager Principal-in-Charge
(949) 536-2522 (619) 481-5010
[email protected] [email protected]

ID Task
Mode
Task Name Duration Start Finish
1 FY24-25 APPP Zone 7 107 days 9/17/24 2/12/25
2 NTP 0 days 9/17/24 9/17/24
3 Kick off Meeting 0 days 9/25/24 9/25/24
4 Initial Field Work/Prelim Design 50 days 9/26/24 12/4/24 5 65 % Submittal 0 days 12/4/24 12/4/24
6 65% City Review 10 days 12/5/24 12/18/24
7 65% Feedback Meeting 0 days 12/18/24 12/18/24
8 90% PS&E Development 20 days 12/19/24 1/15/25
9 90% Submittal 0 days 1/15/25 1/15/25
10 90% City Review 10 days 1/16/25 1/29/25
11 100% PS&E Development 10 days 1/30/25 2/12/25
12 Issue Bid Ready PS&E 0 days 2/12/25 2/12/25
9/17
9/25
12/4
12/18
1/15
2/12
24 29 3 8 13 18 23 28 2 7 12 17 22 27 2 7 12 17 22 27 1 6 11 16 21 26 1 6 11 16 21 26 31 5 10 15 20 25 30 4 9 14 19 August 2024 September 2024 October 2024 November 2024 December 2024 January 2025 February 2025 Task
Split
Milestone
Summary
Project Summary
Inactive Task
Inactive Milestone
Inactive Summary
Manual Task
Duration-only
Manual Summary Rollup
Manual Summary
Start-only
Finish-only
External Tasks
External Milestone
Deadline
Progress
Manual Progress

Project: FY 2425 APPP Zone 7
Date: 8/1/24

CITY OF YORBA LINDA
FY 24-25 ANNUAL PAVEMENT PRESERVATION PROGRAM ZONE 7 AND ADA RAMP IMPROVEMENTS August 1, 2024
Table of Tasks/Personnel/Time per Task

TASKS QA/QC

MANAGER

PROJECT

MANAGER PROJ ENGR TOTAL COST
$ PER HOUR $300 $240 $160
TASK I – PRELIMINARY DESIGN STAGE
Kick-off Meeting & Document Review (2 total) 4 2 1,280.00 $ Utility Notification/Coordination (Ongoing Through 100% PS&E) 4 16 3,520.00 $ Field Review - Includes recording topographic features ( Zone 7) 60 60 24,000.00 $ Utility Base Mapping (Plotting Utilities on Striping Plans) 4 16 3,520.00 $ Analysis of Budget to Allocate to Zone 7 (Priority Matrix) - Determine Optimal Treatment 24 16 8,320.00 $
65% PS&E
A. Construction Exhibits, Typical Sections & Charts 8 40 8,320.00 $ B. Update and Prepare Striping Plans (up to 5 sheets for Via Lomas De Yorba E) 4 40 7,360.00 $
C. Specifications 24 8 7,040.00 $
D. Estimate 8 32 7,040.00 $
E. QA/QC Review 16 8 6,720.00 $
95% PS&E Based on City Feed Back Meeting 8 20 32 12,320.00 $ Subtotal 24 168 262 $ 89,440.00
TASK II – FINAL DESIGN STAGE (100% PS&E)
A. Construction Exhibits, Typical Sections & Charts 4 16 3,520.00 $ B. Specifications 8 8 3,200.00 $
C. Estimate 8 8 3,200.00 $
D. QA/QC Review 4 4 2,160.00 $
Subtotal 4 24 32 $ 12,080.00
TASK III – BID STAGE SERVICES & CONSTRUCTION SUPPORT 0 40 16 12,160.00 $ Subtotal 0 40 16 $ 12,160.00
GRAND TOTAL HOURS= 28 232 310
GRAND TOTAL COSTS = $8,400 $55,680 $49,600 $113,680.00

101 Progress, #250, Irvine, CA 92618  WeAreHarris.com
August 22, 2024
Rick Yee, PE
Assistant City Engineer
City of Yorba Linda
4845 Casa Loma Avenue
Yorba Linda, CA 92885-8714
Subject: Yorba Linda Annual Pavement Preservation Program 7- Addendum No. 2 Additional Information Requested
Field Review Approach – Photo Log in KMZ Format
Figure 1: Irvine Woodbridge PCC Repairs and Yorba Linda Zone 5 KMZ Photo Log Harris has experience in developing shapefiles and KMZ files through GIS to provide photo documentation of proposed improvements. During initial field investigations, Harris will take photos of the existing conditions and provide preliminary recommendations for various distress levels. Based on the initial assessment, Harris will work with the City to determine the recommendation decision tree for various treatments (slurry seals, overlays, localized inlays, full depth removals, etc.). Harris will then perform pavement markings that will be captured through geotagged photos and will be incorporated into a KMZ or other GIS related files.

Mr. Rick Yee, PE Page 2 of 2
FY 24-25 APPP ZONE 7 August 22, 2024
AND ADA RAMP IMPROVEMENTS – ADDENDUM No. 2
Scope of Services
The following will present an outline of our proposed scope of services and is based on the City’s RFP Addendum No.2 - Additional Information Requested. The design services are detailed in three chronological tasks. It is our intent that this outline provides enough detail that our approach is clearly defined. We welcome the opportunity to discuss additions, deletions or revisions to this scope as necessary.

TASK I – PRELIMINARY DESIGN STAGE KMZ LOG
• Provide a photo log in .KMZ format showing the observed pavement distresses and proposed work areas.
• Harris is responsible for physical markings showing the proposed improvement areas as part of their site investigation.
• Photos shall be geo- tagged in Google Earth to show the location of the proposed work. This photo log will serve as a record of the work areas for the project.

Fees
Harris & Associates proposes to provide the previously detailed services for the total hourly "not-to-exceed" fee presented below. A summary of the proposed fees is presented below for your information and use in evaluating this proposal. A separate detailed table of man-hours for the various team members assigned to the major tasks is also attached. These fees should be considered as a negotiable offer, and we would be happy to discuss them in association to our proposed scope of work and make revisions where mutually agreeable.

TASKS I- KMZ ADDENDUM No 2

TASK TOTAL
TASK I – PRELIMINARY DESIGN STAGE – ADDENDUM 2 KMZ PHOTO LOG $7,040 Harris & Associates looks forward to the continued opportunity to be of service to the City of Yorba Linda. Please feel free to call me with any questions or if you require anything additional at (949) 536-2522.

Sincerely,
Harris & Associates

Marc Gallardo, PE Marie Santos, PE
Project Manager Principal-in-Charge
(949) 536-2522 (619) 481-5010
[email protected] [email protected]

CITY OF YORBA LINDA
FY 24-25 ANNUAL PAVEMENT PRESERVATION PROGRAM ZONE 7 AND ADA RAMP IMPROVEMENTS August 22, 2024
Table of Tasks/Personnel/Time per Task

TASKS QA/QC

MANAGER

PROJECT

MANAGER PROJ ENGR TOTAL COST
$ PER HOUR $300 $240 $160
TASK I – PRELIMINARY DESIGN STAGE
Kick-off Meeting & Document Review (2 total) 4 2 1,280.00 $ Utility Notification/Coordination (Ongoing Through 100% PS&E) 4 16 3,520.00 $ Field Review - Includes recording topographic features ( Zone 7) 60 60 24,000.00 $ Utility Base Mapping (Plotting Utilities on Striping Plans) 4 16 3,520.00 $ Analysis of Budget to Allocate to Zone 7 (Priority Matrix) - Determine Optimal Treatment 24 16 8,320.00 $
KMZ Photo Log - Addendum No 2 8 32 7,040.00 $
65% PS&E
A. Construction Exhibits, Typical Sections & Charts 8 40 8,320.00 $ B. Update and Prepare Striping Plans (up to 7 sheets for La Palma Ave) 4 40 7,360.00 $
C. Specifications 24 8 7,040.00 $
D. Estimate 8 32 7,040.00 $
E. QA/QC Review 16 8 6,720.00 $
95% PS&E Based on City Feed Back Meeting 8 20 32 12,320.00 $ Subtotal 24 176 294 $ 96,480.00
TASK II – FINAL DESIGN STAGE (100% PS&E)
A. Construction Exhibits, Typical Sections & Charts 4 16 3,520.00 $ B. Specifications 8 8 3,200.00 $
C. Estimate 8 8 3,200.00 $
D. QA/QC Review 4 4 2,160.00 $
Subtotal 4 24 32 $ 12,080.00
TASK III – BID STAGE SERVICES & CONSTRUCTION SUPPORT 0 40 16 12,160.00 $ Subtotal 0 40 16 $ 12,160.00
GRAND TOTAL HOURS= 28 240 342
GRAND TOTAL COSTS = $8,400 $57,600 $54,720 $120,720.00

CITY CLERK'S OFFICE
DATE: SEPTEMBER 17, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: MARCIA BROWN, CMC, CITY CLERK
SUBJECT: RESOLUTION NO. 2024-5915 APPROVING AND ADOPTING AN

AMENDED CONFLICT OF INTEREST CODE AND APPENDIX FOR THE

CITY OF YORBA LINDA

RECOMMENDATION
It is recommended that the City Council adopt Resolution No. 2024-5915 approving and adopting an amended Conflict of Interest Code and Appendix for the City of Yorba Linda.

BACKGROUND
The Political Reform Act in Government Code Section 87306.5 requires every local government agency to review its Conflict-of-Interest Code in even-numbered years to determine whether the Code is accurate or, alternatively, whether it must be amended due to changed circumstances.

At the July 16, 2024 meeting, City Council directed staff to review the City’s Conflict of Interest Code and report back to the Council.

The City Council adopted the original Conflict of Interest Code by Resolution No. 1399 on October 6, 1980. The Conflict-of-Interest Code has been amended on several occasions to update the list of designated employees that are required to file a Statement of Economic Interest form. The most recent amendments were made on September 20, 2022 with the adoption of Resolution No. 2022-5822, which included three new positions.

DISCUSSION
The City Clerk, jointly with the City Attorney’s office, has reviewed the City’s current Conflict of Interest Code and determined that the Appendix to the Code needs to be amended. The proposed amendment adds five new positions that must be designated (Administrative Secretary-Housing, Communications Specialist, Information & Technology Services Manager, Senior Building Permit Technician, Senior Office Assistant-CDBG).

RESOLUTION NO. 2024-5915 APPROVING AND ADOPTING AN AMENDED CONFLICT OF

INTEREST CODE AND APPENDIX FOR THE CITY OF YORBA LINDA
P a g e | 2

ATTACHMENTS

1. Resolution No. 2024-5915

2. CIC Appendix 2024 Legislative Version

RESOLUTION NO. 2024-5915

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

YORBA LINDA, CALIFORNIA, APPROVING AND

ADOPTING AN AMENDED CONFLICT OF INTEREST

CODE AND APPENDIX TO THE CONFLICT OF INTEREST

CODE PURSUANT TO THE POLITICAL REFORM ACT OF
1974
WHEREAS, the Legislature of the State of California enacted the Political Reform Act of 1974, Government Code Section 81000 et seq. (the "Act"), which contains provisions relating to conflicts of interest potentially affecting all officers, employees and consultants of the City of Yorba Linda (the “City”), and which requires all public agencies to adopt and promulgate a conflict of interest code;
WHEREAS, the City Council adopted a Conflict of Interest Code (the "Code") in 1980 and most recently amended it on September 20, 2022 in compliance with the Act; WHEREAS, Section 87306 of the Act requires the City to amend its Conflict of Interest Code when circumstances change, such as when the City creates new employee positions which must be designated in the Code pursuant to Section 87302(a) of the Act, or eliminates positions which had previously been designated in the Code in compliance with the Act;
WHEREAS, the City has added five positions since the Code was last amended; WHEREAS, the potential penalties for violation of the provisions of the Act are substantial and may include criminal and civil liability, as well as equitable relief, which could result in the City being restrained or prevented from acting in cases where the provisions of the Act may have been violated;
WHEREAS, notice of the time and place of a public meeting during which the City Council would consider the proposed amended Conflict of Interest Code and Appendix was provided to each affected designated employee and was publicly posted for review; WHEREAS, a public meeting was held upon the proposed amended Conflict of Interest Code and Appendix at a regular meeting of the City Council on September 17, 2024, during which all present were given an opportunity to be heard on the proposed amended Conflict of Interest Code and Appendix.

NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Yorba Linda as follows:

Section 1. The City Council does hereby approve and adopt the proposed amended Conflict of Interest Code and Appendix to the City’s Conflict of Interest Code, a copy of which is attached hereto and shall be on file with the City, and available to the public for inspection and copying during regular business hours.

RESOLUTION NO. 2024-5915
PAGE 2
Section 2. The said amended Conflict of Interest Code and Appendix of the Conflict of Interest Code shall become effective thirty (30) days after the date of its adoption and approval.

PASSED, ADOPTED AND APPROVED at a regular meeting of the City Council of the City of Yorba Linda on this 17th day of September 2024. __________________________

TARA CAMPBELL, MAYOR

CITY OF YORBA LINDA
ATTEST:
______________________________

MARCIA BROWN, CITY CLERK

CITY OF YORBA LINDA
APPROVED AS TO FORM:

RUTAN & TUCKER LLP
______________________________

CITY ATTORNEY

STATE OF CALIFORNIA )
ss.

COUNTY OF ORANGE )
I, MARCIA BROWN, City Clerk of the City of Yorba Linda, California, DO HEREBY CERTIFY that the foregoing Resolution was adopted at a regular meeting of the City Council of the City of Yorba Linda held on the 17th day of September, 2024, and was carried by the following roll call vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:
_____________________________

MARCIA BROWN, CITY CLERK

CITY OF YORBA LINDA

LEGISLATIVE VERSION
(SHOWS CHANGES MADE)
A-1

APPENDIX

CONFLICT OF INTEREST CODE
OF THE

CITY OF YORBA LINDA
(Amended September 20, 2022 September 17, 2024 )
EXHIBIT “A”
The Mayor, Members of the City Council and Planning Commission, the City Manager, the City Attorney, the City Treasurer, and all Other City Officials who manage public investments as defined by 2 Cal. Code of Regs. § 18701(b), are NOT subject to the City’s Code, but are subject to the disclosure requirements of the Act. (Government Code Section 87200 et seq.). [Regs. § 18730(b)(3)]

OFFICIALS WHO MANAGE PUBLIC INVESTMENTS
It has been determined that the positions listed below are officials who manage public investments1. These positions are listed here for informational purposes only.

Finance Director
Financial Consultants

1 Individuals holding one of the above-listed positions may contact the FPPC for assistance or written advice regarding their filing obligations if they believe that their position has been categorized incorrectly. The FPPC makes the final determination whether a position is covered by § 87200.

LEGISLATIVE VERSION
(SHOWS CHANGES MADE)
A-2

DESIGNATED POSITIONS

GOVERNED BY THE CONFLICT OF INTEREST CODE
DESIGNATED EMPLOYEES’

TITLE OR FUNCTION

DISCLOSURE CATEGORIES

ASSIGNED
Accountant 4, 6
Administrative Secretary – Housing 5
Administrative Services Director 1, 2
Assessment District Manager 2, 3, 5
Assistant City Engineer 2, 3, 5, 6
Assistant City Manager 1, 2
Assistant Civil Engineer 2, 3, 5, 6
Assistant Engineer 2, 3, 5, 6
Assistant Library Director 5
Assistant Planner 2, 3, 5, 6
Assistant to the City Manager 4
Associate Planner 1, 2
Building Inspector 6
Building Official 5, 6
City Attorney (Not filing under Gov. Code §87200) 1, 2
City Clerk 5

LEGISLATIVE VERSION
(SHOWS CHANGES MADE)
A-3
DESIGNATED EMPLOYEES’

TITLE OR FUNCTION

DISCLOSURE CATEGORIES

ASSIGNED
Communications Coordinator 5
Communications Specialist 5
Community Development Director 1, 2
Community Preservation Officer 6
Deputy City Clerk 5
Engineering Aide 5, 6
Facilities Maintenance Technician 5
Financial Services Manager 4
Economic Development Manager 1, 2
Geographic Information System Analyst 5, 6
Information Technology Analyst 5
Information & Technology Services Manager 5
Landscape Construction Inspector 6
Library Director 5
Library Services Manager (All Depts/Divisions) 5
Maintenance Contract Administrator 5
Management Analyst/Communications 5
Management Information Services Manager 5
Parks and Facilities Manager 3, 5
Parks and Recreation Superintendent 3, 5

LEGISLATIVE VERSION
(SHOWS CHANGES MADE)
A-4
DESIGNATED EMPLOYEES’

TITLE OR FUNCTION

DISCLOSURE CATEGORIES

ASSIGNED
Parks and Recreation Director 1, 2
Parks Maintenance Supervisor 5
Plan Check Engineer 5, 6
Planning Manager 2, 3, 5, 6
Principal Civil Engineer 2, 3, 5, 6
Principal Management Analyst 2, 3, 5, 6
Principal Planner 2, 3, 5, 6
Public Information Officer 5
Public Works Director/City Engineer 2, 3, 5, 6
Public Works Inspector (ALL) 6
Public Works Superintendent 2, 3, 5
Recreation Coordinator 5
Recreation Supervisor 5
Senior Building Inspector 5, 6
Senior Building Permit Technician 5
Senior Community Preservation Officer 6
Senior Landscape Inspector 5, 6
Senior Management Analyst 5
Senior Office Assistant-CDBG 5

LEGISLATIVE VERSION
(SHOWS CHANGES MADE)
A-5
DESIGNATED EMPLOYEES’

TITLE OR FUNCTION

DISCLOSURE CATEGORIES

ASSIGNED
Senior Planner 2, 3, 5, 6
Senior Public Works Inspector 5, 6
Traffic Engineering Manager 2, 3, 5, 6

MEMBERS OF BOARDS,

COMMITTEES AND COMMISSIONS
Library Commission 5
Parks and Recreation Commission 1, 2
Traffic Commission 1, 2
Consultant 2

2 Consultants shall be included in the list of Designated Employees and shall disclose pursuant to the broadest disclosure category in this Code subject to the following limitation:

The City Manager may determine in writing that a particular consultant, although a “designated position,” is hired to perform a range of duties that are limited in scope and thus is not required to fully comply with the disclosure requirements described in this Section. Such written determination shall include a description of the consultant’s duties and, based upon that description, a statement of the extent of disclosure requirements. The City Manager’s determination is a public record and shall be retained for public inspection in the same manner and location as this Conflict of Interest Code.

LEGISLATIVE VERSION
(SHOWS CHANGES MADE)
A-6
EXHIBIT “B”

DISCLOSURE CATEGORIES
The disclosure categories listed below identify the types of investments, business entities, sources of income, including gifts, loans and travel payments, or real property which the Designated Employee must disclose for each disclosure category to which he or she is assigned.

Category 1: All investments and business positions and sources of income, including gifts, loans and travel payments, that are located in, do business in or own real property within the jurisdiction of the City.

Category 2: All interests in real property which is located in whole or in part within, or not more than two (2) miles outside, the jurisdiction of the City.

Category 3: All investments and business positions and sources of income, including gifts, loans and travel payments, that are engaged in land development, construction or the acquisition or sale of real property within the jurisdiction of the City.

Category 4: All investments and business positions and sources of income, including gifts, loans and travel payments, that provide services, supplies, materials, machinery, vehicles or equipment of a type purchased or leased by the City.

Category 5: All investments and business positions and sources of income, including gifts, loans and travel payments, that provide services, supplies, materials, machinery, vehicles or equipment of a type purchased or leased by the Designated Employee’s department, unit or division.

Category 6: All investments and business positions and sources of income, including gifts, loans and travel payments, subject to the regulatory, permit, or licensing authority of the Designated Employee’s department, unit or division.

ADMINISTRATION DEPARTMENT
DATE: SEPTEMBER 17, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: DAVID CHRISTIAN, ASSISTANT CITY MANAGER
SUBJECT: DESIGNATION OF NEW CITY TREASURER

RECOMMENDATION
It is recommended that the City Council adopt Resolution No. 2024-5916 designating Sunny Han as the City Treasurer and rescind Resolution No. 2024-5899.

BACKGROUND
The City Treasurer is appointed by the City Council. At the June 18, 2024 City Council meeting, Resolution No. 2024-5899 was adopted designating the then Acting Finance Director, David Christian, as the City Treasurer after the departure of Finance Director Dianna Honeywell.

DISCUSSION
The duties of Treasurer are better suited to be handled by the Finance Director and now that Ms. Han has begun her employment with the City of Yorba Linda, she should be designated as the City Treasurer.

FISCAL IMPACT
There is no fiscal impact to the City with the adoption of this Resolution.

ALTERNATIVES
Appoint someone other than the Finance Director as the City Treasurer.

ATTACHMENTS
Resolution No. 2024-5916

RESOLUTION NO. 2024-5916

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

YORBA LINDA, DESIGNATING THE CITY TREASURER
AND RESCINDING RESOLUTION NO. 2024-5899
WHEREAS, Resolution No. 1129 of the City Council of the City of Yorba Linda prescribes that City warrants and/or checks shall be manually or mechanically signed by the City Treasurer, and
WHEREAS, the City Council appoints the City Treasurer per Government Code § 34856; and
WHEREAS, Resolution No. 2024-5899 designating a City Treasurer is hereby rescinded; and
WHEREAS, David Christian no longer retains the position of City Treasurer with the City of Yorba Linda effective September 17, 2024; and WHEREAS, it is necessary for the efficient operation of the City to have a designated City Treasurer.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Yorba Linda to designate Sunny Han as the City Treasurer of the City of Yorba Linda effective September 17, 2024.

PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Yorba Linda on this 17
th day of September, 2024.
__________________________

TARA CAMPBELL, MAYOR

CITY OF YORBA LINDA
ATTEST:
______________________________

MARCIA BROWN, CITY CLERK

CITY OF YORBA LINDA

RESOLUTION NO. 2024-5916
PAGE NO. 2

STATE OF CALIFORNIA )
ss.

COUNTY OF ORANGE )
I, MARCIA BROWN, City Clerk of the City of Yorba Linda, California, DO HEREBY CERTIFY that the foregoing Resolution was adopted at a regular meeting of the City Council of the City of Yorba Linda held on the 17
th day of September, 2024, and was
carried by the following roll call vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:
___________________________________

MARCIA BROWN, CITY CLERK

CITY OF YORBA LINDA

ADMINISTRATION DEPARTMENT
DATE: SEPTEMBER 17, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: MARK A. PULONE, CITY MANAGER
PREPARED BY: ARLENE QUINTERO, PRINCIPAL RISK AND SAFETY

ANALYST
SUBJECT: DENIAL OF CLAIM FOR DAMAGES-WANG, MACIAS, WALLACE

RECOMMENDATION
It is recommended that the City Council of the City of Yorba Linda deny the claims for damages filed by Charlene Chang, David Macias and Whitney Wallace.

BACKGROUND
Claims for damages filed against the City are reviewed and investigated by City staff and a third-party claims administrator with George Hills Company, Inc. George Hills Company specializes in claims management and risk management services. These services are provided through the City’s contract membership in the California Insurance Pool Authority.

City staff makes recommendations to the Council for settlement or denial based on the investigatory findings. A claimant’s failure to provide evidence of and/or supporting documents to substantiate the claim for damages will also result in a recommendation for denial of the claim.

DISCUSSION
The following claims for damages have been recommended for denial based on the investigations by City staff and the third-party claims administrator. Further details for each claim are available upon request.

Charlene Wang
The claimant alleges that a mobile book cart temporarily placed between two bookshelves in the library caused her 18-month-old toddler to trip while walking, resulting in a lip laceration. Our investigation determined that the temporary placement of the mobile book cart does not constitute a dangerous condition as defined by California Government Code Section 830(a). Therefore, the third-party claims administrator and City staff recommend denying the claim.

DENIAL OF CLAIM FOR DAMAGES-WANG, MACIAS, WALLACE
P a g e | 2
David Macias
The claimant alleges that tree roots from a City-owned tree caused damage to their fence and lawn at 28410 Evening Breeze Drive. Upon review, the information provided in the initial claim was deemed insufficient for City staff to assess the claim or conduct a thorough investigation. A Notice of Insufficiency was mailed to the claimant on August 15, 2024, requesting additional information. Additionally, the City’s third-party claims administrator, George Hills, contacted the claimant by phone to reiterate the need for an amended claim submission. The claimant failed to submit an amended claim. The third-party claims administrator and City staff recommend denying the claim.

Whitney Wallace
The claimant slipped and fell on water in the restroom at The Richard Nixon Library and Museum. The City does not have any authority, responsibility, or affiliation with The Richard Nixon Library. The third-party claims administrator and City staff recommend denying the claim and mailing the claimant a follow-up letter with instructions to contact The Richard Nixon Library and Museum.

FISCAL IMPACT
None.

ALTERNATIVES
As an alternative to staff’s recommendations for the claims, the City Council has the following options:

1. Accept liability for the claims and pay the amount specified in the claim forms.

2. Grant settlement authority up to a certain amount and direct the claims adjuster to enter into settlement negotiations with the claimants.

PLANNING COMMISSION | AGENDA ITEM SUMMARY
MEETING DATE | AUGUST 28, 2024
Community Development Department
Planning Division
Director
Nate Farnsworth, AICP

4.1 APPROVAL OF JULY 24, 2024 PLANNING COMMISSION MEETING MINUTES A motion by Commissioner Masterson, Second by Chair Pro Tem Bernstein to approve the minutes as mailed. The motion carried (5-0-0-0) with the following roll call vote:

AYES: Masterson, Bernstein, Pease, Behura, Singh
NOES: None
ABSENT: None
ABSTAIN: None

7.1 CONDITIONAL USE PERMIT 2024-24 SWIHART
A motion by Chair Pro Tem Bernstein, Second by Commissioner Pease to adopt Resolution No. 5602 Conditional Use Permit 2024-24 Swihart, subject to attached conditions of approval. The motion carried (5-0-0-0) with the following roll call vote:

AYES: Masterson, Bernstein, Pease, Behura, Singh
NOES: None
ABSENT: None
ABSTAIN: None

7.2 CONDITIONAL USE PERMIT 2023-35 WU
A motion by Commissioner Pease, Second by Chair Pro Tem Bernstein to continue Conditional Use Permit 2023-35 Wu to a date uncertain. The motion carried (5-0-0-0) with the following roll call vote:

AYES: Masterson, Bernstein, Pease, Behura, Singh
NOES: None
ABSENT: None
ABSTAIN: None

7.3 CONDITIONAL USE PERMIT 2024-14 - SILVA
A motion by Commissioner Pease, Second by Chair Pro Tem Bernstein to adopt Resolution No. 5603 Conditional Use Permit 2024-14 Silva with attached conditions of approval. The motion carried (5-0-0-0) with the following roll call vote:

AYES: Masterson, Bernstein, Pease, Behura, Singh
NOES: None
ABSENT: None
ABSTAIN: None

8.1 DESING REVIEW 2024-01 BRITO
A motion made by Commissioner Behura, Second by Commissioner Masterson to approve Design Review 2024-01 Brito, by minute motion, subject to the attached conditions of approval. The motion carried (5-0-0-0) with the following roll call vote:

AYES: Masterson, Bernstein, Pease, Behura, Singh
NOES: None
ABSENT: None
ABSTAIN: None

8.2 EMERGENCY EVACUATION PRESENTATION
A presentation was presented by Chris Pena, M.A., Emergency Management Coordinator

8.3 PURSUANT TO ZONING CODE SECTION 18.36.610.B, A REQUEST TO INITIATE AMENDMENTS TO THE YORBA LINDA GENERAL PLAN TO IMPLEMENT THE YORBA LINDAPLACENTIA ACTIVE TRANSPORTATION PLAN A motion by Commissioner Pease, Second by Commissioner Behura to adopt Resolution No. 5604 initiating General Plan Amendments pertaining to implementation of the Yorba Linda-Placentia Active Transportation Plan. The motion carried (5-0-0-0) with the following roll call vote:

AYES: Masterson, Bernstein, Pease, Behura, Singh
NOES: None
ABSENT: None
ABSTAIN: None

8.4 2024 CITIZEN OF THE YEAR SELECTION COMMITTEE
A motion by Chair Pro Tem Bernstein, Second by Chairman Singh appointed Commissioner Pease as a representative to the 2024 Citizen of the Year Committee. The motion carried (5-0-0-0) with the following roll call vote:

AYES: Masterson, Bernstein, Pease, Behura, Singh
NOES: None
ABSENT: None
ABSTAIN: None
Adjournment: The meeting adjourned at 8:09 p.m. to the September 11, 2024, Planning Commission meeting at 6:30 p.m.

PLANNING COMMISSION | AGENDA ITEM SUMMARY
MEETING DATE | SEPTEMBER 11, 2024
Community Development Department
Planning Division
Director
Nate Farnsworth, AICP

4.1 APPROVAL OF AUGUST 28, 2024 PLANNING COMMISSION MEETING MINUTES A motion by Commissioner Masterson, Second by Commissioner Behura to approve the minutes as mailed. The motion carried (4-0-1-0) with the following roll call vote:

AYES: Masterson, Bernstein, Behura, Singh
NOES: None
ABSENT: Pease
ABSTAIN: None

7.1 TIME EXTENSION FOR CONDITIONAL USE PERMIT 2023-12, CONDITIONAL USE PERMIT 2023-16, AND DESIGN REVIEW 2023-02 – THE ARTISAN
A motion by Commissioner Masterson, Second by Chair Pro Tem Bernstein to adopt Resolution No. 5605 Time Extension for Conditional Use Permit 2023-12, Conditional Use Permit 2023-16, and Design Review 2023-02 The Artisan, subject to attached conditions of approval. The motion carried (4-0-1-0) with the following roll call vote:

AYES: Masterson, Bernstein, Behura, Singh
NOES: None
ABSENT: Pease
ABSTAIN: None

7.2 TIME EXTENSION FOR CONDITIONAL USE PERMIT 2022-53, CONDITIONAL USE PERMIT 2022-54, AND DESIGN REVIEW 2022-13 – EVAN’S SMOKEHOUSE
A motion by Chair Pro Tem Bernstein, Second by Commissioner Behura to adopt Resolution No. 5606 Time Extension for Conditional Use Permit 2022-53, Conditional Use Permit 2022-54, and Design Review 2022-13 Evan’s Smokehouse, subject to attached conditions of approval. The motion carried (4-0-1-0) with the following roll call vote:

AYES: Masterson, Bernstein, Behura, Singh
NOES: None
ABSENT: Pease
ABSTAIN: None

7.3 CONDITIONAL USE PERMIT 2024-15 - KAY
A motion by Commissioner Behura, Second by Commissioner Masterson to adopt Resolution No. 5607 Conditional Use Permit 2024-15 Kay with attached conditions of approval. The motion carried (4-0-1-0) with the following roll call vote:

AYES: Masterson, Bernstein, Behura, Singh
NOES: None
ABSENT: Pease
ABSTAIN: None

7.4 CONDITIONAL USE PERMIT 2024-26 POBANZ
A motion by Commissioner Behura, Second by Chair Pro Tem Bernstein to adopt Resolution No. 5608 Conditional Use Permit 2024-26 Pobanz with attached conditions of approval. The motion carried (4-0-1-0) with the following roll call vote:

AYES: Masterson, Bernstein, Behura, Singh
NOES: None
ABSENT: Pease
ABSTAIN: None
Adjournment: The meeting adjourned at 7:08 p.m. to the September 25, 2024, Planning Commission meeting at 6:30 p.m.

CITY CLERK'S OFFICE
DATE: SEPTEMBER 17, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: MARCIA BROWN, CMC, CITY CLERK
SUBJECT: COUNCIL COMMITTEE AND AGENCY REPORTS

RECOMMENDATION
It is recommended that the City Council receive and file this report.

DISCUSSION
City Council members serve on a number of outside committees and agencies. Attached are updates received recently from these agencies.

ATTACHMENTS

1. Reports from City Council Organizations, Agencies and Committees

South Coast Air Quality Management District Newsletter Summer 2024 Carlos Rodriguez
Cities of Orange County
Governing Board Member
Welcome to my newsletter for the residents and businesses of Orange County. My goal is to help
keep you informed about the policies and
programs at South Coast AQMD that
improve the air quality in our basin. If you
have suggestions for improving air quality,
or on how we do business at South Coast
AQMD, please feel free to contact me at
[email protected].

Sincerely,
Councilmember Carlos Rodriguez,
Yorba Linda City Council
Balboa Island Ferry to Become California’s First
All Zero-Emission Fleet of Ferries
$109 Million Now Available for Trucks, Switcher Locomotives and Marine Vessels
In May, my fellow South Coast
AQMD Governing Board
members and I approved the
use of nearly $10 million in grant
funding to replace the three
diesel-powered Balboa Island
Ferries with battery-electric
vessels and install supporting
charging infrastructure.

The electrification of the Balboa
Island ferries will demonstrate
the feasibility of battery electric
ferry powertrains and encourage
the adoption of zero-emission
(ZE) propulsion in the marine
sector. Upon project completion,
Balboa Island Ferry will become
California’s first 100 percent ZE
ferry fleet. This project will reduce
emissions of NOx, particulate
matter, and reactive organic
gas emissions that contribute
to poor air quality. Balboa Island
Ferry will monitor and collect
operational data during the
12-month demonstration period,
and South Coast AQMD will
ensure compliance with grant
requirements. State regulations
require all short-run ferries to
convert to ZE propulsion by
December 2025.

The project is a cost-sharing
partnership of about $12
million total between the
California Air Resources
Board (CARB), the Balboa
Island Ferry, and South Coast
AQMD.

The Balboa Island Ferry is a
transportation and tourism link
between Balboa Island and the
Balboa Peninsula in Newport
Beach. The operation consists of
three identical vintage wooden
ferries built in the 1950s. These
ferries carry about 1.5 million
passengers and 350,000 cars
annually.

Greetings!
Funding from the Volkswagen Environmental Mitigation Trust is now available statewide for Combustion Freight, Marine Vessels, and ZeroEmission Class 8 Trucks. Up to $109 million will be awarded on a firstcome, first-served basis for eligible projects to repower or replace older, in-use vehicles and equipment with the cleanest commercially available certified internal combustion, hybrid, or zero-emission technologies.

Two categories currently eligible for funding include:

Combustion Freight and Marine Category:
• Replacing or upgrading engine model years 1992-2012 Class 7 and Class 8 freight trucks, dump trucks, waste haulers, and concrete mixers with low NOx engines;
• Replacing freight switcher locomotives or upgrading engines to Tier 4 or zero-emission technologies; and
• Upgrading ferries, tugboats, or towboats to Tier 4 or hybrid with Tier 4-equivalent NOx emissions.

Zero-Emission Class 8 Trucks Category:
• Replacing engine model years 1992-2012 Class 8 freight trucks, drayage trucks, dump trucks, waste haulers, and concrete mixers with zero-emission battery electric or hydrogen fuel cell technologies.

New vehicles, equipment, and engines funded through this program must operate in California for a minimum of three years. Existing vehicles, equipment, or engines being replaced or upgraded must be scrapped. At least 50 percent of the funds from these two funding categories are expected to benefit disadvantaged or low-income communities. Applications are being accepted online at
http://www.aqmd.gov/vw/.

Before After

Newsletter page 2 Summer 2024
Be a “Green Painter” by Using
Super-Compliant Paints During
Peak Smog Season
Compliance Training Classes
to Help Better Understand Air
Quality Regulations Applicable to
Low-VOC and super-compliant paints are manufactured and sold by Your Business numerous companies. Low-VOC paint refers to paints that meet the regulatory limits in South Coast AQMD Rule 1113; however, many manufacturers have reformulated to levels well below these limits, including many near-zero VOC paint formulations. South Coast AQMD refers to these paints as “Super-Compliant Architectural Coatings.“
Here are some tips on how to be a “Green Painter”:
• Use Super-Compliant paints whenever possible. Visit South Coast AQMD’s list of Super-Compliant Architectural Coatings. • If you can’t use Super-Compliant paint, avoid painting during peak smog season: July – September.
• If you can’t find one of the Super-Compliant Architectural Coatings included on the South Coast AQMD website, use
any of the readily available low- and near-zero VOC paints designed to do the job. Not only is low- and near-zero VOC paint good for air quality, but they also emit little to no odors while being applied.
• Buy only the amount of paint needed. Visit PaintCare.org to help determine how much paint to buy. PaintCare Inc. is a non-profit organization established by the American Coatings Association to implement California’s Paint Stewardship Law. • Recycle leftover paint. Take any leftover paint to one of the many drop-off sites run by PaintCare, Inc.
• Keep lids closed on all paint containers when not in use to prevent VOC emissions and excessive odors.
• For water-based paints, clean up with water only.

Whenever possible, do not rinse the clean-up water down the drain or pour it directly onto the ground or into the storm drain. • Recycle the empty paint can.
• Look for non-solvent containing stripping products.
• Use compliant low-VOC cleaning solvents to clean paint application equipment. Visit South Coast AQMD’s list of Clean Air Solvents.

Specialized compliance training classes are provided by South Coast AQMD to enhance your understanding of applicable air quality rules, introduce new control technologies, and assist industry with achieving and maintaining compliance with federal, state, and local clean air requirements. Courses offered include:
• Asbestos Demolition & Renovation (Rule 1403): Provides an overview of notification and work practice requirements to limit asbestos emissions during building demolition and renovation activities.
• Certified Person (Rules 463 and 1178): Will certify individuals to assist in maintaining compliance with the rule requirements and permit conditions through identification, reporting, and correction of equipment deficiencies.
• Certified Inspector - Sumps and Wastewater Separators (Rule 1176): Inspection and monitoring of sumps and wastewater separators at petroleum refineries, oil production fields, chemical plants, and industrial facilities must be performed by a Certified Inspector.
• Controlling Fugitive Dust (Rule 403 and 403.1): Overview of South Coast AQMD dust control requirements and strategies for preventing, mitigating, and controlling the release of airborne particulate matter (dust) emissions from activities in the South Coast Air Basin. A separate class covers dust control requirements for the Coachella Valley.
• Gasoline Transfer & Dispensing (Rule 461): A series of three classes provides an understanding of vapor recovery systems and other information necessary to comply with Rule 461 requirements. Training includes Daily Self-Inspection, Annual Periodic Inspection, and Vapor Recovery System Tester
Orientation.
• Hexavalent Chromium (Rule 1469): All chrome plating and chromic acid anodizing facilities operators must complete mandatory training and certification every two years.
• Combustion Gas Portable Analyzer Training & Certification (Rules 1146, 1146.1 & 1110.2): Required portable analyzer engine and boiler tests must be conducted by a person who has completed approved training and certification in the operation of portable analyzers.
• Employee Transportation Coordinator (ETC) Training (Rule 2202) Implementation of an Employee Commute Reduction
Program (ECRP) is one option in a menu of emission reduction strategies to meet the emission reduction target for a worksite.

Each worksite that selects the ECRP option is required to have an Employee Transportation Coordinator (ETC). All ETCs must complete a one-time certified training course.

SEPTEMBER 17, 2024 CITY COUNCIL MEETING
CONSENT CALENDAR ITEM NO. 13 – COUNCIL COMMITTEE AND AGENCY

REPORTS

ADDITIONAL INFORMATION RECEIVED AFTER POSTING OF AGENDA

Transportation Corridor Agencies
For the September 12, 2024, Meeting

BOARD MEETING HIGHLIGHTS

F/ETCA BOARD OF DIRECTORS
John Taylor, Chair,

SAN JUAN CAPISTRANO
Patricia Kelley, Vice Chair,

MISSION VIEJO
Natalie Meeks,

ANAHEIM
Mike Frost,

DANA POINT
Farrah Khan,
IRVINE
Scott Voigts,

LAKE FOREST
Denis Bilodeau,
ORANGE
Anthony Beall,

RANCHO SANTA MARGARITA
David Penaloza,

SANTA ANA
Ray Schnell,
TUSTIN
Beth Haney,

YORBA LINDA
Donald P. Wagner,
COUNTY OF ORANGE, 3RD DIST.

Doug Chaffee,
COUNTY OF ORANGE, 4TH DIST.

Katrina Foley,
COUNTY OF ORANGE, 5TH DIST.

Lan Zhou, Ex Officio Member,
CALTRANS DIST. 12

SJHTCA BOARD OF DIRECTORS
Janine Heft, Chair,

LAGUNA HILLS
David Penaloza, Vice Chair,

SANTA ANA
Richard Hurt,

ALISO VIEJO
John Stephens,

COSTA MESA
Jamey Federico,

DANA POINT
Farrah Khan,
IRVINE
Stephanie Oddo,

LAGUNA NIGUEL
Cynthia Conners,

LAGUNA WOODS
Patricia Kelley,

MISSION VIEJO
Robyn Grant,

NEWPORT BEACH
John Taylor,

SAN JUAN CAPISTRANO
Donald P. Wagner,
COUNTY OF ORANGE, 3RD DIST.

Katrina Foley,
COUNTY OF ORANGE, 5TH DIST.

Lan Zhou, Ex Officio Member,
CALTRANS DIST. 12
73/133/241/261 TOLL ROADS

EVALUATION FOR ADDITIONAL WILDLIFE

PROTECTION FENCING APPROVED
The Boards of Directors for the Foothill/Eastern Transportation Corridor Agency (F/ETCA) and San Joaquin Hills Transportation Corridor Agency (SJHTCA) approved contract amendments with the University of California, Davis Wildlife Health Center, allowing UC Davis to provide wildlife protection fencing evaluation services for both Agencies. New studies will evaluate opportunities for future wildlife fencing along State Routes (SR) 73, 133, 261, and additional segments on SR 241.

In 2016, the F/ETCA completed the SR 241 Wildlife Protection Fencing Project, installing 12 miles of wildlife protection fencing on both sides of the SR 241 north leg between Chapman Avenue and SR 91. The award-winning fencing has worked exceptionally well in reducing wildlife-vehicle collisions and now serves as an international model that others seek to emulate.

Due to the success of the SR 241 Wildlife Protection Fencing Project, evaluations will be conducted to assist in developing recommendations to determine if wildlife fencing should be implemented on SR 73 and on additional sections of SR 241.

HABITAT CONSERVATION FUND PROCESS
The F/ETCA Board of Directors approved the Habitat Conservation Fund (HCF) implementation process and funding allocation, as well as the selection criteria for land acquisition and habitat restoration. In coordination with Save San Onofre Coalition (SSOC), TCA established a process to obligate funds between two categories of conservation measures – habitat restoration and property acquisition. Eight million dollars is allocated for smaller, lower cost, near-term projects like habitat restoration and smaller property acquisitions by 2025. The remaining $20 million is allocated for larger property acquisitions with higher biological value to be allocated before 2030.

In November 2016, the F/ETCA approved a Settlement Agreement with SSOC and several other parties regarding the F/ETCA’s efforts on the 241 South and Tesoro Extension. Under the terms of the Settlement Agreement, F/ETCA agreed to commit to the expenditure of a $28 million Habitat Conservation Fund for the purpose of preserving and restoring the San Mateo Creek and its watershed priority areas through land acquisitions, habitat restoration projects or other environmentally beneficial projects.

An open solicitation for the availability of the Habitat Conservation Fund will be issued by the end of 2024 and is an open grant opportunity for organizations, governmental agencies, and other entities that have an interest in environmental conservation.
(Continued)

FISCAL YEAR 25 (FY25) STRATEGIC PLAN UPDATE
The joint Boards of Directors approved updates to the TCA Strategic Plan to incorporate changes in alignment with the Agencies’ goals and objectives and associated activities in the seven focus areas of Fiscal Management, Environmental Stewardship, Customer Service, Tolling Technology, Public Engagement, Capital Projects and Regional Mobility Partnerships.

The Strategic Plan was originally adopted in 2022 as a seven-year rolling plan, which has been revised to a shorter five-year rolling plan period to align with changing technology and transportation policies that may affect the Agencies’ strategic focus. While many activities have been completed in the original plan, the focus in the near horizon will be centered around the following activities:
• Opportunities for continued early paydown of bond principal resulting in reduction of debt and future interest savings.
• Delivery of the SR 241/91 Express Connector, SR 241 Loma Segment and SR 73 Catalina View capital projects.
• Operational investments that maintain and improve efficiencies in roadway operations and customer service.
• Continuation of the Agencies’ legacy for environmental stewardship and exploration of broader approaches that included recreational uses and community involvement. • Launching research efforts to apply and adjust to innovations in transportation that enhance safety, increase throughput, and align with statewide efforts.

SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY

BACK-OFFICE IMPLEMENTATION UPDATE
On August 28, TCA and San Bernardino County Transportation Authority (SBCTA) delivered an innovative, first-of-its kind partnership to our region with the opening of SB Express Lanes on I-10.

As part of the 2018 Cooperative Agreement between the two agencies, TCA is the account and payment processing partner for SBCTA.

The partnership leverages TCA’s back-office system for overall cost savings to SBCTA and saves both agencies’ operating costs due to improved economies of scale.

Since the opening of the I-10 Express Lanes, TCA has processed more than 191,000 transactions and handled over 700 phone calls into the call center.

As an innovator in tolling practices with tremendous value in partnering, TCA will continue to look for additional opportunities to partner for toll processing in the region and areas outside of Southern California.

Click Here to View

MONTHLY REPORT:

August
Monthly Year to Date (YTD) County Monthly County YTD

CONTROL
Service Requests Completed: 18 72 556 2,186
Mosquitoes: 14 51 432 1,713
Rats: 3 12 93 326
RIFA: 1 9 23 112
Number of Swimming Pools Inspected/Treated: 13 220 545 5,967 Hours Spent Treating/Inspecting Gutters 27 72.75 1024 3,119.3 Acres of Flood Channels Treated: 0.1 0.3015 80.4556 258.4529 Acres Treated for RIFA: 34 474 2,301 13,420
IT (inspection/treatment) Sites Serviced: 24 323 1,396 10,607

SURVEILLANCE
Adult Mosquitoes Collected: 65 1218 22,545 116,991
Mosquito Pools (Samples) Tested: 3 16 834 2,712
WNV Positive Samples: 0 0 15 27
Other Positive Samples 0 0 0 0
WNV Positive Birds: 0 0 0 1

COMMUNICATIONS / OUTREACH
Outreach Events Attended: 0 0 8 41
General Presentations: 0 0 4 30
Educational Program Presentations: 0 0 0 1
Service Requests & Miscellaneous Calls Received 27 112 865 4,010 Fleas, Ticks, and Others Tested: - - - 1,236
Number of Disease Investigations: 0 0 10 30
WNV Investigations: 0 0 0 1
Dengue Investigations: 0 0 0 16
Typhus Investigations: 0 0 7 10
Other Investigations: 0 0 3 3
Undergrounds Storm Systems Treated: 73 223 4,808 19,925 Public Insect ID Completed: - - 90 531

COUNTY WIDE PROJECTS / INFORMATIONAL UPDATE
Yorba Linda

ORANGE COUNTY MOSQUITO VECTOR CONTROL DISTRICT

CITY COUNCIL MEETING

AGENDA SCHEDULING REQUEST FORM
TO: CITY MANAGER
FROM: Councilwoman Janice Lim
FOR (DATE OF COUNCIL MEETING): September 17, 2024
“OTHER BUSINESS” ITEM TO BE AGENDIZED:

TITLE OF REPORT/ ITEM: Resolution in Support of Proposition 36, the Homelessness, Drug Addiction, and Theft Reduction Act
ADDITIONAL INFORMATION: Councilwoman Lim requests council support for staff to come back with a report on October 1, 2024, for Council discussion and potential action.

CC: MAYOR & CITY COUNCIL

CITY CLERK

RESOLUTION IN SUPPORT OF PROPOSITION 36, THE HOMELESSNESS, DRUG

ADDICTION, AND THEFT REDUCTION ACT
WHEREAS: While Prop 47 achieved notable success in making California’s criminal justice system more equitable, Prop 47 also led to unintended consequences over the past decade.

WHEREAS: Unintended consequences of Prop 47 include repeat and often organized retail theft, inner-city store closings, and difficulty convincing people to seek drug and mental health treatment.

WHEREAS: These unintended consequences can only be corrected by the voters at the ballot box with modest amendments to Prop 47.

WHEREAS: Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act is a bipartisan measure that provides common sense, targeted reforms to Prop 47 that legislative proposals alone are unable to deliver.

WHEREAS: Rampant retail theft is harming businesses and residents in California because those who commit these crimes know they’ll get away with it, even if they are caught.

WHEREAS: This measure will hold repeat offenders accountable for the safety of our communities, rather than putting them back on the streets.

WHEREAS: The fentanyl crisis has reached alarming levels, and is now responsible for 20 percent of youth deaths in California.

WHEREAS: Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act will define fentanyl as a hard drug, hold individuals convicted of trafficking fentanyl accountable, and grant judges greater discretion in sentencing drug traffickers.

WHEREAS: Breaking the cycle of repeat offenders means addressing the many root causes of retail theft.

WHEREAS: Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act provides critical mental health, drug treatment services, and job training within our justice system for people who are homeless and suffering from mental illness or struggling with substance abuse.

WHEREAS: It’s time for meaningful reforms to our justice system that ensure our communities are safe.

NOW, THEREFORE, BE IT RESOLVED by the City of { }, that the City Council formally expressed support for Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act and the benefit that it provides for our community’s safety.