Yorba Linda City Council
June 16, 2026

CITY COUNCIL/SUCCESSOR AGENCY TO THE YORBA LINDA REDEVELOPMENT AGENCY,

YORBA LINDA HOUSING AUTHORITY AND YORBA LINDA MUNICIPAL FINANCING AUTHORITY

JOINT MEETING
AGENDA

Tuesday, June 16, 2026, 6:30 p.m.

Council Chambers
4845 Casa Loma Avenue
This meeting is being broadcast live for airing on cable channel 3, channel 99 AT&T U-Verse and the city's website. By remaining in the room, you are giving your permission to be televised.

Pages

CALL TO ORDER
The City Council/Successor Agency to the Yorba Linda Redevelopment Agency will convene at 5:30 p.m. in the Council Chambers at 4845 Casa Loma Avenue.

ROLL CALL

ANNOUNCEMENT OF CLOSED SESSION ITEMS

CITY COUNCIL/SUCCESSOR AGENCY TO THE YORBA LINDA

REDEVELOPMENT AGENCY
A. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION,

SIGNIFICANT EXPOSURE TO LITIGATION
Government Code Section 54956.9(d)(2) (3 Cases)
B. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Government Code Section 54956.9(d)(1) (1 case)
Name of Case: Yorba Canyon, LLC v. City of Yorba Linda
Case Number: 30-2025-01497724-CU-WM-CXC, Superior Court, County of Orange

PUBLIC COMMENT ON CLOSED SESSION ITEMS

CONVENE INTO CLOSED SESSION
RECESS

CALL TO ORDER
The City Council/Successor Agency to the Yorba Linda Redevelopment Agency, Yorba Linda Housing Authority and Yorba Linda Municipal Financing Authority will reconvene at 6:30 p.m. in the Council Chambers at 4845 Casa Loma Avenue, Yorba Linda.

ROLL CALL

PLEDGE OF ALLEGIANCE
OCFA CADET POST 2

INVOCATION

CHAPLAIN TONY MERCADO, ORANGE COUNTY SHERIFF'S DEPARTMENT

CLOSED SESSION REPORT

INTRODUCTIONS & PRESENTATIONS
RECOGNITION OF AMERICAN YOUTH SOCCER ORGANIZATION, AYSO 1398

ORANGE COUNTY ANIMAL RESPONSE TEAM UPDATE
PRESENTATION RECOGNIZING 250TH ANNIVERSARY SIGNING OF THE

DECLARATION OF INDEPENDENCE

RECOGNITION OF SUSAN LAMP RETIREMENT

WILDFIRE UPDATE BY ORANGE COUNTY FIRE AUTHORITY

PROCLAMATION DECLARING WILDFIRE AWARENESS & PREVENTION
SEASON
PUBLIC COMMENTS – ITEMS ON THE CONSENT CALENDAR OR ITEMS NOT

ON THE REMAINDER OF THE AGENDA
There is a five (5) minute maximum time limit for each individual addressing the legislative body during Public Comments and on all other items listed on the Agenda.

Whenever a group of persons wishes to address the City Council on the same subject matter, it shall be proper for the presiding officer to request that a spokesman be chosen by the group so as to avoid unnecessary repetitions before the City Council.

CONSENT CALENDAR
All matters listed under "CONSENT CALENDAR" are considered by the City Council/ Successor Agency to the Yorba Linda Redevelopment Agency, Yorba Linda Housing Authority and Yorba Linda Municipal Financing Authority to be routine and will be enacted by one motion approving the recommendation listed on the Agenda. There will be no separate discussion unless Members of the Council/Successor Agency, Yorba Linda Housing Authority and Yorba Linda Municipal Financing Authority or Staff request specific items to be removed from the Consent Calendar.

Recommendation:

Approve the Consent Calendar.

1. WAIVE READING IN FULL OF ALL ORDINANCES AND RESOLUTIONS ON

THE AGENDA
Recommendation:

Waive reading in full of all ordinances and resolutions on the agenda and declare that said titles which appear on the public agenda shall be determined to have been read by title and further reading waived.

2. ACCOUNTS PAYABLE CHECK REGISTER – JUNE 16, 2026 8
Recommendation:

Receive and file the accounts payable check register and wire transfer report dated June 16, 2026, in the amount of $6,114,687.65.

3. APPROVE THE MINUTES OF THE JUNE 2, 2026 CITY COUNCIL /

SUCCESSOR AGENCY TO THE YORBA LINDA REDEVELOPMENT AGENCY

MEETING
54 Recommendation:

Approve the minutes of the June 2, 2026 City Council/Successor Agency to the Yorba Linda Redevelopment Agency joint meeting.

4. APPROVE AGREEMENTS WITH ONYX PAVING, LAE ASSOCIATES, INC.

AND GMU THE APPP ZONE 7B PAVING PROJECT
66 Recommendation:

1.) Approve a construction agreement with Onyx Paving Company, Inc. for the APPP Zone 7B Project in the amount of $4,151,000, plus a 15% contingency of $622,650; 2.) Approve a professional services agreement with LAE Associates, Inc. for construction management and inspection services in the amount of $178,960, plus a 15% contingency of $26,844; 3.) Approve a professional services agreement with GMU Engineers & Geologists for materials testing services in the amount of $51,297, plus a 15% contingency of $7,695; and 4.) Authorize a budget amendment increasing project revenues and expenditures by $200,000.

5. APPROVE AN AGREEMENT WITH WILLDAN FINANCIAL SERVICES FOR

LANDSCAPE MAINTENANCE DISTRICT ASSESSMENT ENGINEER SERVICES 248
Recommendation:

Approve a five-year agreement with Willdan Financial Services for Street Lighting and Landscaping Maintenance District assessment engineer services in an amount not to exceed $365,602.

6. APPROVE A FLEET MAINTENANCE SERVICE AGREEMENT WITH YORBA

LINDA MOBIL SERVICE CENTER
277
Recommendation:

1.) Approve a Fleet Maintenance Service Agreement with Yorba Linda Mobil Service Center for $153,834 from July 1, 2026 through June 30, 2029; and 2.) Authorize the City Manager to approve one three-year contract extension including any authorized unit price increases as provided by the agreement.

7. APPROVE AGREEMENT WITH JONES LANG LASALLE BROKERAGE, INC. 301 Recommendation:

Approve Amendment No. 3 to the Agreement with Jones Lang LaSalle Brokerage, Inc. extending its term to June 30, 2027.

8. APPROVE THE SECOND AMENDMENT TO ORANGE COUNTY SHERIFF’S

DEPARTMENT LAW ENFORCEMENT SERVICES AGREEMENT
306
Recommendation:

Approve the second amendment to the Orange County Sheriff’s Department law enforcement services agreement.

9. APPROVE A THREE-YEAR AGREEMENT FOR ESCRIBE AGENDA

MANAGEMENT SOFTWARE
341
Recommendation:

Approve a three-year agreement for eScribe agenda management software.

10. APPROVE A LICENSE AGREEMENT WITH MICROSOFT 368
Recommendation:

Approve a three-year agreement for Microsoft 365 licensing from Insight Public Sector with a total cost of $363,912.

11. APPROVE THE FOURTH AMENDMENT TO THE SOLID WASTE

FRANCHISE AGREEMENT WITH REPUBLIC SERVICES
439
Recommendation:

Approve Resolution No. 2026-6003 adopting the Fourth Amendment to the Solid Waste Franchise Agreement with Republic Services.

12. APPROVE AN AMENDMENT NO. 1 TO THE AGREEMENT WITH KONE INC. FOR ELEVATOR MAINTENANCE
460
Recommendation:

Approve Amendment No. 1 to the agreement with KONE Inc. for elevator maintenance.

13. APPROVE AMENDMENT NO.1 TO THE AGREEMENT WITH MERCHANTS LANDSCAPE SERVICES INC.
464
Recommendation:

Approve Amendment No. 1 to the agreement with Merchants Landscape Services, Inc.

14. RECEIVE AND FILE THE FISCAL YEAR 2024-25 ANNUAL

COMPREHENSIVE FINANCIAL REPORT
468
Recommendation:

Receive and file the Annual Comprehensive Financial Report and related reports for Fiscal Year 2024-25.

15. GENERAL MUNICIPAL ELECTION TO BE HELD NOVEMBER 3, 2026 682 Recommendation:

1.) Adopt Resolution No. 2026-5997, calling and giving notice of the holding of a General Municipal Election to be held on Tuesday, November 3, 2026, for the Election of certain officers as required by the provisions of the laws of the state of California relating to General Law cities; 2.) Adopt Resolution No. 2026-5998, requesting the Board of Supervisors of the County of Orange to Consolidate a General Municipal Election to be held on Tuesday, November 3, 2026, with the

statewide General Election to be held on the date pursuant to Section 10403 of the Elections Code; and 3.) Adopt Resolution No. 2026-5999, adopting regulations for candidates for elective office pertaining to candidate statements submitted to the voters at an election to be held on Tuesday, November 3, 2026.

16. REVIEW OF CITY’S CONFLICT OF INTEREST CODE 691
Recommendation:

Direct the City Manager to review the City’s Conflict of Interest Code and submit the Biennial Notice to the City Council by October 1, 2026.

17. APPROVE RESOLUTION NO. 2026-6002 UPDATING THE EXECUTIVE

ASSISTANT CLASSIFICATION
692
Recommendation:

Approve Resolution No. 2026-6002 updating the Executive Assistant classification.

18. RECEIVE AND FILE REPORTS OF PLANNING COMMISSION ACTIONS

FROM THEIR LAST MEETING
698
Recommendation:

Receive and file this report.

19. CITY COUNCIL COMMITTEE AND AGENCY REPORTS 699
Recommendation:

Receive and file this report.

PUBLIC HEARINGS
Note: If previous agenda items are completed prior to 7:00 p.m., the legislative body will proceed to “Administrative Reports” on the Agenda until the scheduled time for the Public Hearings. At the Mayor’s discretion, Public Comments may be postponed to allow the Public Hearings to be started and following the completion of Public Hearing item(s), the legislative body will go back to the Public Comments at the Mayor’s discretion and then continue to the remainder of the agenda order thereafter.

If you challenge the legislative body’s proposed actions in court, you may be limited to raising those issues that you or someone else raised at the Public Hearing described in this Agenda, or in any written correspondence delivered to the City Council/Successor Agency to the Yorba Linda Redevelopment Agency on or prior to the Public Hearing.

20. DECLARE A PUBLIC NUISANCE AND ABATE HAZARDOUS FIRE

CONDITIONS
701
a. Open Public Hearing
b. Staff Report
c. Take Testimony
d. Close Public Hearing
e. Make Determination
Recommendation:

Adopt Resolution No. 2026-6000 declaring weeds, rubbish, refuse, and dirt on

certain properties a public nuisance and ordering abatement.

21. APPROVE GENERAL PLAN AMENDMENT 2026-01 – SAFETY ELEMENT UPDATE
709
a. Open Public Hearing
b. Staff Report
c. Take Testimony
d. Close Public Hearing
e. Make Determination
Recommendation:

Adopt Resolution No. 2026-6001 approving General Plan Amendment 2026-01 to revise the Public Health and Safety Element.

22. APPROVE RESOLUTION NO. 2026-5996 CONFIRMING THE FY 2026-27

LANDSCAPE MAINTENANCE ASSESSMENT DISTRICT DIAGRAM AND

ASSESSMENTS
748
a. Open Public Hearing
b. Staff Report
c. Take Testimony
d. Close Public Hearing
e. Make Determination
Recommendation:

Approve Resolution No. 2026-5996 confirming the diagram boundaries and assessments for FY 2026-27 for the Street Lighting and Landscaping Maintenance District, overruling all protests concerning the assessments, and levying the assessments.

23. ADOPT RESOLUTION NO. 2026-5994 APPROVING THE 2025-26 TRANSPORTATION IMPACT FEE NEXUS STUDY AND RESOLUTION NO. 2026-5995 APPROVING THE TRANSPORTATION IMPACT FEE UPDATE 891
a. Open Public Hearing
b. Staff Report
c. Take Testimony
d. Close Public Hearing
e. Make Determination
Recommendation:

1.) Adopt Resolution No. 2026-5994 approving the 2025-26 Transportation Impact Fee Nexus Study; and 2.) Adopt Resolution No. 2026-5995 approving the Transportation Impact Fee update.

CITY MANAGER’S REPORT/MAYOR’S REPORT/MATTERS PRESENTED BY

COUNCILMEMBERS/ OTHER AGENCY REPORTS

ADMINISTRATIVE REPORTS

24. ADOPT PROCEDURES FOR RECESSING AND RECONVENING A CITY

COUNCIL MEETING IN THE EVENT OF DISRUPTION AS REQUIRED BY 964

SENATE BILL 707
Recommendation:

Adopt a Disruption of Remote Participation Policy to comply with amendments to the Brown Act required by Senate Bill 707.

25. APPROVE 2026-29 STRATEGIC PLAN GOALS 967
Recommendation:

Approve the 2026-29 Strategic Plan Goals.

26. RECEIVE E-BIKE EDUCATION, OUTREACH, AND ENFORCEMENT

UPDATE AND POTENTIALLY PROVIDE DIRECTION
972
Recommendation:

Receive the e-bike update and provide direction.

CLOSED SESSION IF REQUIRED

ADJOURNMENT
The next regularly scheduled City Council/Successor Agency to the Yorba Linda Redevelopment Agency joint meeting is July 21, 2026.

NOTE: ALL STAFF REPORTS AND RELATED ATTACHMENTS FOR ITEMS ON THIS AGENDA ARE ON FILE IN THE CITY CLERK’S OFFICE. AS AN ADDITIONAL SERVICE, THE CITY NOW PROVIDES THE STAFF REPORTS AND RELATED ATTACHMENTS ON THE CITY’S WEBSITE. PLEASE NOTE THAT IT IS NOT ALWAYS POSSIBLE TO EMBED ALL ATTACHMENTS AND MAPS. THUS, IF YOU REQUIRE A FULL AND COMPLETE COPY OF THE AGENDA PACKET, YOU SHOULD NOT RELY UPON THE WEBSITE MATERIALS ALONE.

IN COMPLIANCE WITH THE AMERICAN DISABILITIES ACT (ADA), THE CITY WILL MAKE EVERY REASONABLE ATTEMPT TO ACCOMMODATE ANY ATTENDEE OR PARTICIPANT AT THIS MEETING NEEDING SPECIAL ASSISTANCE BEYOND WHAT IS NORMALLY PROVIDED. PLEASE CONTACT THE CITY CLERK’S OFFICE AT (714) 961-7150 AT LEAST 48 HOURS PRIOR TO THIS MEETING TO INFORM US OF YOUR PARTICULAR NEEDS AND TO DETERMINE IF ACCOMMODATION IS FEASIBLE. PLEASE ADVISE US AT THE TIME YOU CALL IF SPECIAL ASSISTANCE IS REQUIRED TO ATTEND OR PARTICIPATE IN MEETINGS ON A REGULAR BASIS.

FINANCE DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: DONNA MULLALLY, FINANCE DIRECTOR / CITY TREASURER PREPARED BY: ALEXANDRA KARAPETIAN, ACCOUNTANT
SUBJECT: ACCOUNTS PAYABLE CHECK REGISTER – JUNE 16, 2026

RECOMMENDATION
Receive and file the accounts payable check register and wire transfer report dated June 16, 2026, in the amount of $6,114,687.65.

SUMMARY
The Municipal Code states that the accounts payable check register shall be presented to the City Council at the next regularly scheduled meeting following the printing and mailing of checks.

BACKGROUND
This check register includes both City and Successor Agency weekly check runs for the weeks since the last City Council meeting. Additionally, a report of any wires sent by the City is included as an attachment to this report on an as-needed basis.

FISCAL IMPACT
There is no direct fiscal impact associated with this report. Sufficient funds are available in the approved budget to cover all listed checks and wires.

1 CITY COUNCIL/SUCCESSOR AGENCY TO THE YORBA LINDA REDEVELOPMENT

AGENCY, YORBA LINDA HOUSING AUTHORITY AND YORBA LINDA MUNICIPAL

FINANCING AUTHORITY JOINT MEETING

MINUTES
June 2, 2026, 6:30 p.m.

Council Chambers
4845 Casa Loma Avenue
Councilmembers

Present:

Campbell, Huang, Lim, Rodriguez
Councilmembers

Absent:

Singh
Staff Present: Brown, Farnsworth, Grant, Kudron, Lai, Lixey, Litfin, Mullally, Wigginton
_____________________________________________________________________

CALL TO ORDER
The City Council/Successor Agency to the Yorba Linda Redevelopment Agency convened at 5:43 p.m. in the Council Chambers at 4845 Casa Loma Avenue.

ROLL CALL
Mayor Pro Tem Peggy Huang arrived at 5:45 p.m.

ANNOUNCEMENT OF CLOSED SESSION ITEMS

CITY COUNCIL/SUCCESSOR AGENCY TO THE YORBA LINDA REDEVELOPMENT AGENCY

2 A. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION,

SIGNIFICANT EXPOSURE TO LITIGATION
Government Code Section 54956.9(d)(2) (1 Case)
B. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Government Code Section 54956.9(d)(1) (1 case)
Name of Case: Yorba Canyon, LLC v. City of Yorba Linda
Case Number: 30-2025-01497724-CU-WM-CXC, Superior Court, County of Orange C. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Government Code Section 54956.9(d)(1) (1 case)
Name of Case: North County Chabad Center dba Chabad Beth Meir Hacohen v. City of Yorba Linda
Case Number: 30-2026-01560044-CU-WM-CXC, Superior Court, County of Orange

PUBLIC COMMENT ON CLOSED SESSION ITEMS
None.

CONVENE INTO CLOSED SESSION
The City Council convened into Closed Session at 5:44 p.m.

RECESS

3 CALL TO ORDER
The City Council/Successor Agency to the Yorba Linda Redevelopment Agency, Yorba Linda Housing Authority and Yorba Linda Municipal Financing Authority reconvened at 6:36 p.m. in the Council Chambers at 4845 Casa Loma Avenue, Yorba Linda.

ROLL CALL

PLEDGE OF ALLEGIANCE
City Attorney Todd Litfin

INVOCATION
Chaplain John Siu, Orange County Sheriff's Department

CLOSED SESSION REPORT
City Attorney Litfin said there was no reportable action on the items discussed in Closed Session.

INTRODUCTIONS & PRESENTATIONS

RECOGNITION OF POP WARNER FOOTBALL AND CHEER
Mayor Carlos Rodriguez invited Pop Warner President Mr. Jason Crowder and members of the board to the podium to recognize the achievements and contributions of Pop Warner Football and Cheer. He expressed his appreciation for Mr. Crowder and the board members, commending their countless hours of dedication, mentorship, and commitment to serving the youth of the community.

In addition to the City’s recognition, Pop Warner Football and Cheer received certificates of recognition from the offices of Congresswoman Young Kim, Senators Steven Choi and Kelly Seyarto, Assemblyman Phillip Chen, and Supervisor Don Wagner. Mr. Crowder thanked the City Council for the recognition and encouraged community members to get involved with Pop Warner. He noted that those interested can visit www.ylpw.org or connect through social media for more information. He also emphasized the organization’s ongoing need for dedicated volunteers to help coach and mentor local youth.

TIP YEARLY UPDATE AND RECOGNITION OF VOLUNTEERS
Mayor Rodriguez invited Beverley Lewis, Executive Director for TIP Orange County to the podium, who thanked Yorba Linda Police Services for trusting their oraganization to provide support on their scenes and supporting their organization as well. She spoke about the requirements and experience of TIP volunteers, and provided an annual update on the organization.

4 The TIP volunteers were recognized for their hard work and dedication to helping families during their most difficult time. They also received certificates from the offices of Congresswoman Kim, Senators Choi and Seyarto, Assemblyman Chen and Supervisor Wagner.

PUBLIC COMMENTS – ITEMS ON THE CONSENT CALENDAR OR ITEMS NOT ON

THE REMAINDER OF THE AGENDA
Tom C., a resident, spoke about issues affecting east Yorba Linda and requested the vote count from the recent Proposition 218 ballot results for L-1A. He expressed concerns regarding the increased assessment and the cost of mobilizing contractors multiple times to perform work on City streets, stating that repeated mobilization of equipment is not cost-effective and should be reviewed, particularly given the financial impact on east-side residents. He also noted that the white paint used on crosswalks appears to be fading prematurely.

CONSENT CALENDAR
Moved by Lim
Seconded by Campbell
Approve the Consent Calendar.

AYES (4): Campbell, Huang, Lim, and Rodriguez
ABSENT (1): Singh
CARRIED (4 to 0)

1. WAIVE READING IN FULL OF ALL ORDINANCES AND RESOLUTIONS ON THE AGENDA
Waive reading in full of all ordinances and resolutions on the agenda and declare that said titles which appear on the public agenda shall be determined to have been read by title and further reading waived.

2. ACCOUNTS PAYABLE CHECK REGISTER – JUNE 2, 2026
Receive and file the accounts payable check register and wire transfer report dated June 2, 2026, in the amount of $7,064,285.32.

3. APPROVE THE MINUTES OF THE MAY 13, 2026 CITY COUNCIL / SUCCESSOR

AGENCY TO THE YORBA LINDA REDEVELOPMENT AGENCY SPECIAL MEETING Approve the minutes of the May 13, 2026 City Council/Successor Agency to the Yorba Linda Redevelopment Agency joint special meeting.

5 4. APPROVE THE MINUTES OF THE MAY 19, 2026 CITY COUNCIL / SUCCESSOR

AGENCY TO THE YORBA LINDA REDEVELOPMENT AGENCY MEETING
Approve the minutes of the May 19, 2026 City Council/Successor Agency to the Yorba Linda Redevelopment Agency joint meeting.

5. TREASURER’S REPORT – MARCH 2026

1.) Receive and file the attached monthly Treasurer’s Report.

6. INTENT TO DECLARE PUBLIC NUISANCE FOR CERTAIN WEED ABATEMENT

PROPERTIES
Adopt Resolution No. 2026-5990 declaring the intent to set a public hearing on June 16, 2026, for the 2026 Weed Abatement Program.

7. FISCAL YEAR 2026-27 INVESTMENT POLICY

1.) Adopt the Investment Policy for FY 2026-27; and 2.) Delegate investment responsibility to the City’s Finance Director/City Treasurer for FY 2026-27.

8. FISCAL YEAR 2026-27 APPROPRIATIONS (GANN) LIMIT
Adopt Resolution No. 2026-5991 establishing the appropriations limit for Fiscal Year 2026-27.

9. RECEIVE AND FILE REPORTS OF PLANNING COMMISSION ACTIONS FROM

THEIR LAST MEETING
Receive and file this report.

10. CITY COUNCIL COMMITTEE AND AGENCY REPORTS
Receive and file this report.

CITY MANAGER’S REPORT/MAYOR’S REPORT/MATTERS PRESENTED BY

COUNCILMEMBERS/ OTHER AGENCY REPORTS
City Manager Peter Grant reported that a Republic Services recycling truck caught fire earlier that afternoon on Lakeview Avenue. He explained that the driver followed standard safety procedures by unloading the truck’s contents onto the street and contacting fire services. He noted that trash truck fires are often caused by improperly disposed lithiumion batteries and reminded residents that such batteries should not be discarded in regular trash or recycling containers.

Councilwoman Tara Campbell clarified comments made by resident Tom C. regarding the recent Proposition 218 ballot results, noting that staff reports the vote count following ballot tabulation. She also explained that changes in landscaping vendors resulted from

6 the competitive bidding process, which helps ensure the City receives the best value for services. Regarding street paving, she stated that the City prioritizes streets based on need. Public Works Director / City Engineer Jamie Lai concurred and was directed to investigate the street identified by the resident where the crosswalk striping appeared to be fading prematurely. Councilwoman Campbell concluded by thanking the Council for its support of her service on the Orange County Fire Authority Board. She shared that she has advocated for improvements to Fire Station 10 and announced that funding has now been allocated in the upcoming fiscal year for its replacement. The project will allow the facility to serve as the City’s Division 4 headquarters.

Councilwoman Janice Lim echoed Councilwoman Campbell’s comments regarding Fire Station 10, noting that portions of the facility date back to 1938 and that improvements are long overdue. She also recognized Asian American and Pacific Islander Heritage Month, sharing that she interviewed four local community members to highlight their contributions. Councilwoman Lim emphasized the 40th anniversary of the Yorba Linda Sunrise Rotary Club and its many contributions to the community, commended local first responders recognized at the OCFA Best and Bravest event, and congratulated the Miss Placentia Yorba Linda Canyon Hills titleholders who will compete in the Miss California competition in June. She also praised the City’s Memorial Day observance and tribute to Gold Star Families. She concluded by announcing an upcoming job fair at the Yorba Linda Public Library on Thursday from 3:00 to 6:00 p.m., the Taste of Yorba Linda on the last Friday in July, and the Nixon 5K Title IX Run on June 20 from 7:00 to 10:00 a.m.

Mayor Pro Tem Huang commended Councilwoman Campbell for her efforts with the Orange County Fire Authority. She also informed residents that a mosquito sample in Newport Beach recently tested positive for West Nile virus and encouraged the community to eliminate standing water and report neglected pools to help prevent mosquito breeding.

Mayor Rodriguez thanked the Orange County Fire Authority, Orange County Sheriff's Department, Orange County Board of Supervisors, and South Coast Air Quality Management District for their response to the recent chemical leak in Garden Grove. He also recognized St. Martin de Porres Catholic Church for hosting its annual Blue Mass honoring active and retired first responders, congratulated the Yorba Linda Sunrise Rotary Club on its 40th anniversary, and expressed appreciation for the community’s patriotism during the Memorial Day observance. Mayor Rodriguez highlighted the planned 20,000- square-foot expansion of St. Mary and St. Verena Coptic Orthodox Church and St. Luke Academy, noting it will enhance educational opportunities in the City. He then invited Captain De Anne Wigginton to provide an update on the City’s e-bike education efforts.

He also invited Captain De Anne Wigginton to provide an update on the City’s e-bike education efforts. Captain Wigginton shared that deputies presented e-bike safety education to all physical education classes at Travis Ranch Middle School earlier in the

7 day, following a similar presentation at Orange County School of Computer Science the previous day. Additional presentations are scheduled for Yorba Linda Middle School on Thursday. She added that deputies regularly engage with the community to promote safe riding practices and recognize riders who follow safety guidelines. Captain Wigginton noted that a comprehensive seven-month e-bike update will be presented at an upcoming City Council meeting. Mayor Rodriguez announced that nominations are now open for the 2026 Citizen of the Year program, which honors community members who make a positive impact in Yorba Linda. Residents are encouraged to nominate local individuals who go above and beyond to serve and inspire others. The honoree will be recognized at this year’s State of the City event. Nominations are open through September 1. He also highlighted the Summer Reading Fun Fest at the Public Library on June 13 from 10:00 a.m. to 12:00 p.m., featuring games, crafts, character photo opportunities, and familyfriendly activities. No registration is required.

ADMINISTRATIVE REPORTS

11. APPROVE THE FY 2026-27 ENGINEER’S REPORT AND DECLARE INTENT TO

LEVY ASSESSMENTS WITHIN THE STREET LIGHTING AND LANDSCAPE

MAINTENANCE ASSESSMENT DISTRICT
City Attorney Liftin stated that because the LMAD assessments affect the entire City and each Councilmember owns property in the City, there may be a potential conflict of interest due to their real property interests per FPPC Regulation Section 18702.2(a)(3).

However, he said in his opinion, it is not a conflict because there is an exception under Section 18703(e)(1), Public Generally, that applies to public services where they are adjusted via an amount in proportion to the interests being assessed. However, because the City is cautious, to not trigger any conflict of interest allegations, the City outlines the potential conflicts and how the City votes on this matter.

The Councilmembers’ real property interests at issue, which include each of the Councilmembers’ personal residence, are located in the following LMAD zones:
• Councilwoman Lim – Arterial Landscaping Zone A-3, Local Landscaping Zone L2V, and Local Lighting Zone A, Arterial Lighting Zone, and Traffic Signal Zone TS-2;
• Mayor Pro Tem Huang – Arterial Landscaping Zone A-6, Local Landscaping Zone L5B, and Local Lighting Zone A, Arterial Lighting Zone, and Traffic Signal Zone TS-2;
• Mayor Rodriguez – Arterial Landscaping Zone A-5, Local Landscaping Zone L2G, and Local Lighting Zone A, Arterial Lighting Zone, and Traffic Signal Zone TS-2;

8 • Councilman Singh – Arterial Landscaping Zone A-7, Arterial Lighting Zone, Traffic Signal Zone TS-2, and is not in a Local Landscaping or Local Lighting Zone; and
• Councilwoman Campbell – Arterial Landscaping Zone A-2, Local Landscape Zone L2I, Local Lighting Zone A, Arterial Lighting Zone, and Traffic Signal Zone TS-2.

City Attorney Litfin explained the Rule of Legislative Necessity, which allows the minimum number of officials needed to participate in a matter when conflicts of interest would otherwise prevent the City Council from taking action. He said usually Council conducts a random straw drawing, members would have to be present tonight and at the next meeting. That being said, Councilman Singh is not in attendance today, and Mayor Pro Tem Huang is unavailable to attend the June 16th meeting. Therefore, the remaining Councilmembers, Councilwoman Lim, Councilwoman Campbell and Mayor Rodriguez will participate in the item.

Mayor Pro Tem Huang recused herself from the meeting at 7:35 p.m.

Director Lai shared a brief PowerPoint highlighting the FY 2026/27 Engineer's Report.

She provided an aerial view of the Local Landscape Zones, discussed their background, she said L-1A completed the Proposition 218 process with a new assessment for FY 26- 27, L-2J was updated to add two tree-maintenance areas, and she spoke of landscape projects. Director Lai concluded by requesting the adoption of the two resolutions and discussing next steps which would include the public hearing scheduled for June 16, 2026.

Peter Meng, resident, expressed concerns regarding the item and trees along Chicago Avenue that he has requested be removed due to fuel modification and fire safety concerns. He requested that the Engineer’s Report be revised to address his concerns regarding the Chicago Avenue slope.

Following the vote, Mayor Pro Tem Huang rejoined the meeting at 7:43 p.m.

Moved by Campbell
Seconded by Lim

1.) Adopt Resolution No. 2026-5988, approving the FY 2026-27 Engineer’s Report for the Street Lighting and Landscaping Maintenance Assessment District; and 2.) Adopt Resolution No. 2026-5989, declaring the City’s intention to levy and collect assessments for FY 2026-27 and setting a public hearing for June 16, 2026.

9 AYES (3): Campbell, Lim, and Rodriguez
ABSTAINED (1): Huang
ABSENT (1): Singh
CARRIED (3 to 0)

12. FISCAL YEAR 2026-27 MID-TERM BUDGET
Finance Director Donna Mullally provided a PowerPoint presentation on the FY 2026-27 Mid-Term Budget, highlighting the budget development process, the General Fund budget and revenues, noting that they're $1.9M higher than FY 25-26, and expenditures. She also discussed the Library Fund, Capital Improvement Program, personnel updates, including a 3% COLA update, consistent with MOUs and a reclassification of a Senior Landscape Inspector to an Assessment District Supervisor. She concluded her presentation with the recommendation of adopting the proposed resolutions and approving the FY 26-27 Authorized Positions Listing and Salary Schedule.

A conversation ensued among Council and staff regarding theatre operations, the Lakeview Avenue / Buena Vista Avenue intersection traffic study, animal control services, EV chargers at the City Yard, road maintenance and the solid waste consultant.

Mayor Rodriguez inquired about the budget’s personnel assumptions, specifically whether it assumes current vacancies will be filled. He echoed Councilwoman Campbell’s comments regarding the need to begin discussions on the City’s pavement maintenance plan well before the next budget cycle. To facilitate early planning, he suggested bringing the item to the Finance Committee before the end of the year for an initial discussion of staff’s assessment and directed staff to schedule it for the third or fourth quarter.

Moved by Campbell
Seconded by Huang

1.) Adopt Resolution 2026-5992 approving the FY 2026-27 Mid-Term Budget and the FY 2026-33 Seven-Year Capital Improvement Program; 2.) Adopt Resolution 2026-5993 establishing the Assessment District Supervisor classification and salary schedule; and

3.) Approve the FY 2026-27 Authorized Positions Listing and Salary Schedule.

AYES (4): Campbell, Huang, Lim, and Rodriguez
ABSENT (1): Singh
CARRIED (4 to 0)

ADJOURNMENT

10 Mayor Rodriguez adjourned the meeting at 8:06 p.m. to the next regularly scheduled City Council/Successor Agency to the Yorba Linda Redevelopment Agency joint meeting on June 16, 2026.
_________________________
City Clerk

JUNE 16, 2026 CITY COUNCIL MEETING
CONSENT CALENDAR ITEM NO. 3: APPROVE THE MINUTES OF THE JUNE 2, 2026 CITY COUNCIL / SUCCESSOR AGENCY TO THE YORBA LINDA

REDEVELOPMENT AGENCY MEETING
REVISION TO PAGE 6 IN RED-LINE

6 the competitive bidding process, which helps ensure the City receives the best value for services. Regarding street paving, she stated that the City prioritizes streets based on need. Public Works Director / City Engineer Jamie Lai concurred and was directed to investigate the street identified by the resident where the crosswalk striping appeared to be fading prematurely. Councilwoman Campbell concluded by thanking the Council for its support of her service on the Orange County Fire Authority Board. She shared that she has advocated for improvements to Fire Station 10 and announced that funding has now been allocated in the upcoming fiscal year for its replacement. The project will allow the facility to serve as the City’s OCFA’s Division 4 headquarters.

Councilwoman Janice Lim echoed Councilwoman Campbell’s comments regarding Fire Station 10, noting that portions of the facility date back to 1938 and that improvements are long overdue. She also recognized Asian American and Pacific Islander Heritage Month, sharing that she interviewed four local community members to highlight their contributions. Councilwoman Lim emphasized the 40th anniversary of the Yorba Linda Sunrise Rotary Club and its many contributions to the community, commended local first responders recognized at the OCFA Best and Bravest event, and congratulated the Miss Placentia Yorba Linda Canyon Hills titleholders who will compete in the Miss California competition in June. She also praised the City’s Memorial Day observance and tribute to Gold Star Families. She concluded by announcing an upcoming job fair at the Yorba Linda Public Library on Thursday from 3:00 to 6:00 p.m., the Taste of Yorba Linda on the last Friday in July, and the Nixon 5K Title IX Run on June 20 from 7:00 to 10:00 a.m.

Mayor Pro Tem Huang commended Councilwoman Campbell for her efforts with the Orange County Fire Authority. She also informed residents that a mosquito sample in Newport Beach recently tested positive for West Nile virus and encouraged the community to eliminate standing water and report neglected pools to help prevent mosquito breeding.

Mayor Rodriguez thanked the Orange County Fire Authority, Orange County Sheriff's Department, Orange County Board of Supervisors, and South Coast Air Quality Management District for their response to the recent chemical leak in Garden Grove. He also recognized St. Martin de Porres Catholic Church for hosting its annual Blue Mass honoring active and retired first responders, congratulated the Yorba Linda Sunrise Rotary Club on its 40th anniversary, and expressed appreciation for the community’s patriotism during the Memorial Day observance. Mayor Rodriguez highlighted the planned 20,000- square-foot expansion of St. Mary and St. Verena Coptic Orthodox Church and St. Luke Academy, noting it will enhance educational opportunities in the City. He then invited Captain De Anne Wigginton to provide an update on the City’s e-bike education efforts.

He also invited Captain De Anne Wigginton to provide an update on the City’s e-bike education efforts. Captain Wigginton shared that deputies presented e-bike safety education to all physical education classes at Travis Ranch Middle School earlier in the

PUBLIC WORKS DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JAMIE LAI, P.E. DIRECTOR OF PUBLIC WORKS AND CITY ENGINEER PREPARED BY: COLIN TSUI, P.E. ASSOCIATE CIVIL ENGINEER
SUBJECT: APPROVE AGREEMENTS WITH ONYX PAVING, LAE ASSOCIATES, INC.

AND GMU THE APPP ZONE 7B PAVING PROJECT

RECOMMENDATION

1. Approve a construction agreement with Onyx Paving Company, Inc. for the APPP Zone 7B Project in the amount of $4,151,000, plus a 15% contingency of $622,650.

2. Approve a professional services agreement with LAE Associates, Inc. for construction management and inspection services in the amount of $178,960, plus a 15% contingency of $26,844.

3. Approve a professional services agreement with GMU Engineers & Geologists for materials testing services in the amount of $51,297, plus a 15% contingency of $7,695.

4. Authorize a budget amendment increasing project revenues and expenditures by $200,000.

DISCUSSION
The Annual Pavement Preservation Project (APPP) Zone 7B is scheduled to begin this summer. Public Works determined that Onyx Paving Company, Inc. is the lowest responsive bidder and, following a competitive bidding process, recommends LAE Associates, Inc. for construction management and inspection services, and GMU Engineers & Geologists for materials testing services.

The project includes residential streets in Zone 7 (Attachment 5), portions of Yorba Linda Boulevard and Esperanza Road, and the Stonehaven and Via del Agua (funded by Lennar Homes, the developer of the Cielo Vista neighborhood).

Public Works received seven construction bids (Attachment 4), and determined that Onyx Paving Company, Inc. was the lowest responsive bidder. Public Works solicited proposals from the City’s on-call consultant lists and received four proposals for construction

APPP ZONE 7B PROJECT AGREEMENTS
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management and inspection services, and two proposals for materials testing services.

Public Works recommends LAE Associates, Inc. and GMU Engineers & Geologists to ensure a successful project.

FISCAL IMPACT
Proposal
15%
Contingency Total
Onyx Paving Company, Inc. $4,151,000 $622,650 $4,773,650 LAE Associates, Inc. $178,960 $26,844 $205,804
GMU Engineers & Geologists $51,297 $7,695 $58,992
Grand Total $5,038,446
The Budget appropriated $5 million for the project from the SB1 Road Maintenance and Rehabilitation Account, OCTA Measure M2, and Gas Tax. $161,126 was previously encumbered for design including a 15% contingency. A transfer of $75,000 from project savings in the Gas Tax fund (SI251003) and $125,000 from Lennar Homes for restoration of Stonehaven and Via del Agua are recommended to fully fund the project. The recommended project budget is $5,200,000.

ALTERNATIVES
Do not approve the recommendations and provide alternative direction.

ATTACHMENTS

1. Onyx Paving Company, Inc. Agreement

2. LAE Associates, Inc. Agreement

3. GMU Engineers & Geologists Agreement

4. Bids Received List

5. Zone 7B Project Map

Professional
Services
Agreement

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Project Name/No.: Annual Pavement Preservation Project (Zone 7B) Contract No.: _______ Dept./Contract Rep: PW- Rick Yee Approved: ______

PROFESSIONAL SERVICES AGREEMENT
Annual Pavement Preservation Project (Zone 7B) Materials Testing Services THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and effective this 16th day of June, 2026(“Effective Date”) by and between the CITY OF YORBA LINDA, a California municipal corporation, (“City”) and GMU Geotechnical, Inc., an S 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 upon execution of this agreement and terminate upon completion of the project unless the term 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 represents and warrants that Consultant is a provider of first class 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.

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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.

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 Warranty. By executing this Agreement, Consultant warrants 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 FIFTY ONE THOUSAND TWO HUNDRED AND NINETY SEVEN DOLLARS ($51,297.00) 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;

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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.

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 Retention of Funds, Final Payment. Consultant hereby authorizes City to retain and deduct from any amount payable to Consultant not exceeding five percent (5%) of the total compensation. The retained funds shall be paid to Consultant within sixty (60) days after final acceptance of the Services by the City and after Consultant has furnished City with full release of all undisputed payments under this Agreement. In the event there are any claims specifically excluded by Consultant 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 Consultant to insure, indemnify, and protect City as provided in this Agreement. City shall pay the last five percent (5%) of the total amount due pursuant to this Agreement within sixty (60) days after completion of the Services and submittal to City of a final invoice, if all of the Services required have been satisfactorily performed.

2.4 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.

2.5 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 Exhibit A.

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

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

2.8 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.

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 interinsured 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.

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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 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.

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 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. 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.

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(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 an amount 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.

4.4 All Policies Requirements.
a. Acceptability of Insurers. All insurance required by this Section is to be placed with insurers with a Bests’ rating of no less than A:VII and admitted in California. b. Verification of Coverage. Prior to beginning the Services under this Agreement, Consultant shall furnish City with certificates of insurance, additional insured

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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: Annual Pavement Preservation Project (Zone 7B) Materials Testing 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 Consultant. c. Notice of Reduction in or Cancellation of Coverage. Consultant 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, 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 self-insured retention levels with a requirement that Consultant procure a

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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 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.
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 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, 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 reasonable consultant and expert fees and expenses of investigation, costs of whatever kind and nature 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 in whole or in part 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.

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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 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 Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors 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 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.

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

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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 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.

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(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 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 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 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 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

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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, 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 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 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 their respective professions, and perform the Services.

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 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 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, Political Reform Act. Consultant represents, warrants, 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

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“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 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 to provide Consultant 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 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

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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.

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 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

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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 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 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 Consultant under 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 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.

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

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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 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 the Parties.

10.7 Consultant Representative. All matters under this Agreement shall be handled for Consultant by Roger Schlierkamp (“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 the Services, using his best 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 (“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:

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GMU Geotechnical, Inc.

Attn: Roger Schlierkamp
30336 Esperanza
Rancho Santa Margarita, CA 92688
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: Rick Yee, Deputy Director of Public Works
with a copy to:

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

10.10 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.
__________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.

10.11 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.

10.12 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.

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10.13 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.

10.14 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.

10.15 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.

10.16 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.

10.17 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.

10.18 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.

10.19 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.
[Signatures on Following Page]

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IN WITNESS WHEREOF, the Parties hereto have executed and entered into this Agreement as of the Effective Date.

CITY OF YORBA LINDA
Dated: By:

PETER GRANT

CITY MANAGER
_____________________________
Donna Mullally
Finance Director
ATTEST: GMU Geotechnical, Inc.:

By:

Marcia Brown (Print)
City Clerk
(Signature)
APPROVED AS TO FORM:

RUTAN & TUCKER LLP Title: ____________________________
Dated:

Todd Litfin
City Attorney
By:
(Print)
(Signature)
Title: ____________________________
Dated:

NOTE: ALL SIGNATURES OF “CONTRACTOR MUST BE NOTARIZED. (IF CORPORATION, TWO NOTARIZED SIGNATURES – PRESIDENT OR VICE PRESIDENT AND SECRETARY –

AND CORPORATE SEAL OF CONTRACTOR REQUIRED)
Aron Taylor
CEO, Senior Principal
June 1, 2026
Michael Moscrop
President, Senior Principal
June 1, 2026

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EXHIBIT A.

EXHIBIT A

SCOPE OF SERVICES
Services shall include Annual Pavement services in the amount not to exceed FIFTY ONE THOUSAND TWO HUNDRED AND NINETY SEVEN DOLLARS ($51,297.00) as further detailed in the following page(s).

May 20, 2026
Mr. Rick Yee, P.E.

Deputy Public Works Director

CITY OF YORBA LINDA
4845 Casa Loma Avenue
Yorba Linda, CA 92886 GMU Proposal 26.198.10
Subject: Proposal – FY 25-26 Annual Pavement Preservation Project (Zone 7B) Geotechnical and Materials Observation and Testing Services, City of Yorba Linda, CA
Reference: Public Works Plans and Specifications FY 25-26 Annual Pavement Preservation Project (Zone 7B), prepared for the City of Yorba Linda, dated May 2026
Dear Mr. Yee:

GMU is pleased to present this proposal to provide materials testing services for the subject project under our current On-Call Geotechnical Services Agreement.

Our understanding of this project is based on our review of the referenced project documents. The project scope includes improvements for various streets (Zone 7B) within the City. Notable improvements will involve cold milling and micromilling operations, asphalt concrete overlay, localized digouts (2” localized inlays and 4” base repairs), slurry seal application (Type I and Type II), construction of curb ramps, curb and gutter improvements, and other associated improvements necessary to complete the work.

The project is anticipated to begin in July 2026 with an estimated construction duration of approximately three (3) months.

GMU will provide responsive materials observation and testing services during the various phases of construction, including asphalt paving operations, slurry seal activities, concrete improvements, and associated roadway rehabilitation work. Our team understands the importance of maintaining project schedules, documenting construction activities, and providing timely communication throughout the duration of the project.

On a limited basis and as requested, GMU will provide quality assurance (QA) materials observation and testing services to help verify that key materials and construction activities comply with the Contract Documents, referenced Project Specifications, and the Standard Specifications for Public Works Construction (Greenbook).

The scope of services is described below in more detail.

Mr. Rick Yee, PE, City of Yorba Linda
Proposal – FY 25-26 Annual Pavement Preservation Project (Zone 7B) Geotechnical and Materials Observation and Testing Services, City of Yorba Linda, CA May 20, 2026 2 GMU Proposal 26.198.10

SCOPE OF SERVICES
The following bullets summarize our proposed scope of services.

FIELD OBSERVATION, SAMPLING, AND TESTING
• Asphalt concrete: During isolated AC repairs, AC inlay/overlay paving, and AC reconstruction, a GMU Senior Engineering Technician will measure in-place density using a nuclear gauge and monitor key paving elements such as temperatures, mix appearance, lift thicknesses, and general AC paving operations.

Asphalt samples will be collected and tested in our Caltrans-certified laboratory for the following:
o Hveem Stability
o Maximum density
o Asphalt binder content
o Gradation tests
Periodic plant inspection and sampling will be performed by a GMU Senior Engineering Technician to document mix proportioning and plant inspection observations.
• Subgrade or Aggregate Base: When subgrade or aggregate base is exposed or constructed, such as for localized repair digouts or concrete replacements, a GMU Senior Engineering Technician will perform compaction testing using a nuclear gauge. Subgrade materials will be sampled and returned to our laboratory for maximum-density and optimum moisture content tests. If timing does not allow subgrade materials to be sampled and tested for maximum density, GMU will evaluate subgrade stiffness by probing the subgrade.
• Slurry Seal: A GMU Senior Engineering Technician will observe the application of Type I and Type II slurry seals. The equipment will be visually checked that it is in good working order, and the slurry seal mix be sampled and tested for consistency.

If the mix is too dry, streaking, clumping, and roughness will be present in the mat surface. If the mix is too wet, it will flow excessively, not hold straight lane lines, and result in segregation. Samples of the slurry seal and aggregates will be collected for laboratory testing. Wet Track Abrasion Test specimens will be prepared in the field and returned to our laboratory for testing. o Laboratory Testing: As required per Greenbook Section 302-4.9 and Project Specifications.
▪ Aggregate moisture content

Mr. Rick Yee, PE, City of Yorba Linda
Proposal – FY 25-26 Annual Pavement Preservation Project (Zone 7B) Geotechnical and Materials Observation and Testing Services, City of Yorba Linda, CA May 20, 2026 3 GMU Proposal 26.198.10
▪ Sand equivalent
▪ Gradation
▪ Wet Track Abrasion
▪ Emulsion moisture content
▪ Asphalt binder content
The Sand Equivalent Test evaluates the proportion of fine sand to clay particles.

A lower sand equivalent indicates a higher clay content, which can negatively affect the bond between aggregates and the asphalt binder. Sieve analysis is performed to verify that the aggregate blend meets the specified gradation requirements. The Wet Track Abrasion Test is a simulated performance test that correlates to the wearing resistance of field applied slurry seals. Moisture and asphalt binder content tests to assess the proportions of water and residual asphalt binder in the slurry seal mix – both of which directly impact durability and long-term performance of the slurry seal.
• Project Management and Engineering Support: Michel El Sebaaly, Project Pavement Engineer, will manage the daily operations of the proposed materials testing project. Roger Schlierkamp, Vice President and Principal Pavement Engineer, will provide oversight and support as needed. o Material submittals provided to us will be reviewed, if requested. o The results of the laboratory tests will be prepared and presented in the laboratory test results report.

ESTIMATED FEE
We propose to provide the above-outlined services on a time-and-materials basis in accordance with our On-Call Schedule of Charges for the Yorba Linda. Work classifications subject to prevailing wage requirements will be billed at applicable prevailing wage rates. Our budget estimate assumes approximately 216 hours of field observation and testing by a Senior Engineering Technician, along with approximately 88 hours of laboratory testing services.

City of Yorba Linda
FY 25-26 Annual Pavement Preservation Project (Zone 7B) ESTIMATED TOTAL....................................................................................... $51,297.00 Note that GMU’s scope and costs are highly dependent on the contractor’s actual work schedule, means-and-methods, efficiency, as well as the actual duration or amount of

Mr. Rick Yee, PE, City of Yorba Linda
Proposal – FY 25-26 Annual Pavement Preservation Project (Zone 7B) Geotechnical and Materials Observation and Testing Services, City of Yorba Linda, CA May 20, 2026 4 GMU Proposal 26.198.10
observation, sampling, and testing that may be requested by the City. Given this, the scope of work and costs outlined in this proposal should be considered an estimate only and additional budget may be required depending on the actual construction schedule or requests for observation/sampling/testing by the City.

Please notify us if the proposed scope of services does not meet your current needs, or if any significant changes are made to the proposed project limits so that we can revise our scope of services. Revision of the scope of services may affect the estimated fee.

The proposed scope of services is consistent with the level of care and skill ordinarily exercised by engineering professionals with experience in this area. No warranty, either expressed or implied, is made.

Please do not hesitate to call if you have any questions regarding this information.

Sincerely,
GMU
Michel El Sebaaly, MSc, EIT
Project Pavement Engineer
Roger W. Schlierkamp, MSc, PE C81529
Vice President, Principal Pavement Engineer
Attachments:
• GMU – City of Yorba Linda On-Call Schedule of Charges • Table 1 – GMU Cost Estimate Matrix

ATTACHMENT 4 – Bids Received List
Bidder Bidder
Location
Base Bid Add Alt. A Add Alt. B
Onyx Paving Company, Inc. Yorba Linda $3,773,000.00 $228,000.00 $150,000.00 R.J. Noble Company Orange $3,986,677.51 $253,300.00 $132,701.05 Toro Enterprises, Inc. Oxnard $4,055,735.59* $152,710.00 $89,599.31 Palp Inc. dba Excel Paving Long Beach $4,114,881.08 $296,500.00 $113,562.00 Hardy & Harper, Inc. Lake Forest $4,772,477.10 $201,960.00 $109,049.60 All American Asphalt Corona $4,755,259.26* $136,800.00 $95,885.71 CT&T Paving, Inc. Diamond Bar $5,080,306.73* $430,039.5 $93,014.80* *Bid amount adjusted due to clerical math errors identified in the bid documents. Asterisk denotes a revised amount from the total read at bid opening.

LEGEND
= INCLUDED IN SCOPE

MATCH LINE SEE PAGE 2 MATCH LINE SEE PAGE 2
ANNUAL PAVEMENT PRESERVATION PROJECT - ZONE 7B SHEET 1 OF 5

SEE PAGE 1 MATCH LINE SEE PAGE 1 MATCH LINE
ANNUAL PAVEMENT PRESERVATION PROJECT - ZONE 7B
LEGEND
= INCLUDED IN SCOPE
SHEET 2 OF 5

ANNUAL PAVEMENT PRESERVATION PROJECT - ZONE 7B
LEGEND
= INCLUDED IN SCOPE
SHEET 3 OF 5

ANNUAL PAVEMENT PRESERVATION PROJECT - ZONE 7B
LEGEND
= INCLUDED IN SCOPE
SHEET 4 OF 5

ANNUAL PAVEMENT PRESERVATION PROJECT - ZONE 7B
LEGEND
= INCLUDED IN SCOPE
SHEET 5 OF 5

PUBLIC WORKS DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JAMIE LAI, P.E., DIRECTOR OF PUBLIC WORKS/CITY ENGINEER PREPARED BY: YASH VERMA, SENIOR MANAGEMENT ANALYST
SUBJECT: APPROVE AN AGREEMENT WITH WILLDAN FINANCIAL SERVICES FOR

LANDSCAPE MAINTENANCE DISTRICT ASSESSMENT ENGINEER

SERVICES

RECOMMENDATION

1. Approve a five-year agreement with Willdan Financial Services for Street Lighting and Landscaping Maintenance District assessment engineer services in an amount not to exceed $365,602.

DISCUSSION
The City is required to prepare an annual Engineer’s Report and needs related assessment engineering services for the Street Lighting and Landscaping Maintenance District (LMAD).

Public Works issued a request for proposals for these services and received one proposal from Willdan Financial Services. Willdan has extensive experience supporting the City’s annual LMAD Engineer’s Report, assessments, and budget.

The recommended agreement has a five-year not-to-exceed amount of $365,602. Of that amount, $267,852 is for annual administration and engineering services, including projected CPI adjustments, and $97,750 is for optional Proposition 218 balloting services for up to five zones, if needed during the term of the agreement.

If actual CPI adjustments or optional services exceed the agreement amount, any increase would require City Council approval.

FISCAL IMPACT
The FY 2026-27 Budget includes sufficient funding for the agreement.

LMAD ASSESSMENT ENGINEER SERVICES
P a g e | 2

ALTERNATIVES
Do not approve the recommendation and provide alternative direction.

ATTACHMENTS

1. Professional Services Agreement with Willdan Financial Services

PUBLIC WORKS DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JAMIE LAI, P.E. PUBLIC WORKS DIRECTOR/CITY ENGINEER PREPARED BY: ARMANDO JAIME, PUBLIC WORKS SUPERINTENDENT SUBJECT: APPROVE A FLEET MAINTENANCE SERVICE AGREEMENT WITH YORBA

LINDA MOBIL SERVICE CENTER

RECOMMENDATION

1. Approve a Fleet Maintenance Service Agreement with Yorba Linda Mobil Service Center for $153,834 from July 1, 2026 through June 30, 2029; and

2. Authorize the City Manager to approve one three-year contract extension including any authorized unit price increases as provided by the agreement.

DISCUSSION
The fleet maintenance services agreement covers routine maintenance and repair services such as oil changes, brake service, battery replacement, smog checks, engine repairs, and other miscellaneous repairs. The agreement is based on time and materials; the City only pays for work performed.

With the current agreement expiring on June 30, Public Works distributed nine bid packages and received two responses (Attachment 3). After reviewing the bids, Public Works recommends Yorba Linda Mobil Service Center which has provided similar services to the City for more than 20 years.

FISCAL IMPACT
Sufficient funding is available in the FY 2026-27 Budget (Account No. 1010330-424050).

ALTERNATIVES
Do not approve the recommendation and provide alternative direction.

FLEET MAINTENANCE SERVICE AGREEMENT
P a g e | 2

ATTACHMENTS

1. Fleet Maintenance Services Agreement with Yorba Linda Mobil Service Center

2. Yorba Linda Mobil Service Center Bid Proposal

3. Bids Received List

Contract
Agreement

FLEET MAINTENANCE SERVICES

1. PARTIES AND DATE.

This Contract is made and entered into this 1st day of July 2026, by and between the City of Yorba Linda, a municipal organization organized under the laws of the State of California with its principal place of business at 4845 Casa Loma Avenue, Yorba Linda, California 92886 (“City”) and Yorba Linda Mobil Service Center a California sole proprietorship, with its principal place of business at 17591 Yorba Linda Blvd., Yorba Linda, Ca. 92886 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Contract.

2. RECITALS.

2.1 City. City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose.

2.2 Contractor. Contractor desires to perform and assume responsibility for the provision of certain fleet maintenance services required by the City on the terms and conditions set forth in this Contract. Contractor represents that it is experienced in providing Fleet Maintenance Services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform such fleet maintenance service in the State of California, and that it is familiar with the fleet maintenance specifications of the City.

2.3 Project. City desires to engage Contractor to render such services for:
• FLEET MAINTENANCE SERVICES (“Project”) as set forth in this Contract.

The work to be performed consists of furnishing all materials, parts, equipment, tools, labor, and incidentals as required by the Specifications, and as per Work Schedule No. 1 & 2 and Exhibits A & B for the above-mentioned project attached hereto.

The general items of work consist of, but are not limited to, providing oil change, brake service, engine repairs, air conditioning service, battery replacement, smog check and wheel alignment, tires, labor costs and other miscellaneous repairs.

2.4Project Documents & Certifications. Contractor has obtained, and delivers concurrently herewith, insurance documents and other certifications as required by the Contract.

3. TERMS

3.1 Term. The term of this agreement shall be from July 1, 2026 to June 30, 2029, unless earlier terminated as provided herein. The city shall have the option, to renew this Agreement for no more than one (1) additional three-year term upon mutual

agreement by the City and Contractor. The Contractor shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. The contracted unit prices may be adjusted after each contract term year, at the sole discretion of the City, and upon written request for an increase from Contractor ninety (90) days prior to the termination of the contract term. The same method of adjustment shall apply to all future contract renewal years.

3.2 Contractor’s Basic Obligation; Scope of Work. Contractor promises and agrees, at its own cost and expense, to furnish all labor, materials, tools, equipment, parts and services, and incidental and customary work necessary to fully and adequately complete the Fleet Maintenance Services as described in the Contract hereinafter referred to as the “Work Schedules No. 1 & 2” , for a no more than the Total Contract Price as specified pursuant to this Contract. All Work shall be subject to, and performed in accordance with the above-mentioned documents, as well as the exhibits attached hereto and incorporated herein by reference.

3.3 Change in Scope of Work. Any change in the scope of the Work, method of performance, nature of materials or price thereof, or any other matter materially affecting the performance or nature of the Work shall not be paid for or accepted unless such change, addition or deletion is approved in advance and in writing by a valid change order executed by the City.

3.4 Standard of Performance; Performance of Employees. Contractor shall perform all Work under this Contract in a skillful and workmanlike manner, and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Work. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Work assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Work, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Contract. As provided for in the indemnification provisions of this Contract, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any work necessary to correct errors or omissions which are caused by the Contractor’s failure to comply with the standard of care provided for herein. Any employee who is determined by the City to be uncooperative, incompetent, a threat to the safety of persons or the Work, or any employee who fails or refuses to perform the Work in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed on the Work.

3.5 Control and Payment of Subordinates; Contractual Relationship. City retains Contractor on an independent contractor basis and Contractor is not an employee of City. Any additional personnel performing the work governed by this Contract on behalf of Contractor shall at all times be under Contractor’s exclusive direction and control.

Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance under this Contract and as required by law. Contractor

shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance.

3.6 City’s Basic Obligation. City agrees to engage and does hereby engage Contractor as an independent contractor to furnish all materials and to perform all Work according to the terms and conditions herein contained for the sum set forth above.

Except as otherwise provided in the Contract, the City shall pay to Contractor, as full consideration for the satisfactory performance by the Contractor of the services and obligations required by this Contract, the above referenced compensation in accordance with compensation provisions set forth in the Contract.

3.7 Compensation and Payment.

3.7.1 Amount of Compensation. As consideration for performance of the Work required herein, City agrees to pay the Contractor not to exceed the Total Contract Price of One Hundred Fifty Three Thousand Eight Hundred Thirty Four Dollars and Thirty Cents ($153,834.30) based upon the agreed unit cost for specific Fleet Maintenance Services provided that such amount shall be subject to adjustment pursuant to the applicable terms of this Contract or written change orders approved and signed in advance by the City.

3.7.2 Payment to Subcontractors. Contractor shall pay all subcontractors for and on account of work performed by such subcontractors in accordance with the terms of their respective subcontracts and as provided for in Section 10262 of the California Public Contract Code. Such payments to subcontractors shall be based on the measurements and estimates made and progress payments provided to Contractor pursuant to this Contract.

3.8 Termination. This Contract may be terminated by City at any time by giving Contractor seven (7) days advance written notice. In the event of termination by City for any reason other than the fault of Contractor, City shall pay Contractor for all Work performed up to that time as provided herein. In the event of breach of the Contract by Contractor, City may terminate the Contract immediately without notice, may reduce payment to the Contractor in the amount necessary to offset City’s resulting damages, and may pursue any other available recourse against Contractor. Contractor may not terminate this Contract except for cause.

In the event this Contract is terminated in whole or in part as provided, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Further, if this Contract is terminated as provided, City may require Contractor to provide all finished or unfinished documents, data, diagrams, drawings, materials or other matter prepared or built by Contractor in connection with its performance of this Contract.

3.9 City’s Representative. The City hereby designates Armando Jaime, Public Works Superintendent, or his designee, to act as its representative for the

performance of this Contract (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee.

3.10 Contractor’s Representative. Contractor hereby designates Robert Kilzi, or his designee, to act as its representative for the performance of this Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement.

Before starting the Work, Contractor shall submit in writing the name, qualifications and experience of its proposed representative who shall be subject to the review and approval of the City (“′Contractor’s Representative”). Following approval by the City, the Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Contract. The Contractor’s Representative shall supervise and direct the Work, using his best skill and attention, and shall be responsible for all repairs means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Contract. Contractor’s Representative shall devote full time to the Project and either he or his designee, who shall be acceptable to the City, shall be present at the Work site at all times that any Work is in progress and at any time that any employee or subcontractor of Contractor is present at the Work site. Arrangements for responsible supervision, acceptable to the City, shall be made for emergency Work which may be required. Should Contractor desire to change its Contractor’s Representative, Contractor shall provide the information specified above and obtain the City’s written approval.

3.11 Contract Interpretation. Should any question arise regarding the meaning or import of any of the provisions of this Contract or written or oral instructions from City, the matter shall be referred to City’s Representative, whose decision shall be binding upon Contractor.

3.12 Loss and Damage. Contractor shall be responsible for all loss and damage which may arise out of the nature of the Work agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Work until the same is fully completed and accepted by City. However, Contractor shall be responsible for damage proximately caused by Acts of God, within the meaning of Section 4150 of the California Government Code, only to the extent of five percent (5%) of the Total Contract Price as specified herein. In the event of damage proximately caused by “Acts of God,” the City may terminate this Contract upon three (3) days advanced written notice.

3.13 Indemnification. Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any acts, omissions or willful misconduct of Contractor, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Work or this Contract, including without limitation the payment

of all consequential damages and attorneys fees and other related costs and expenses.

Contractor shall defend, at Contractor’s own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials officers, employees, agents or volunteers.

Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided.

3.14 Insurance. Prior to execution of contract, Contractor shall provide City with insurance certificate(s) with additional endorsements evidencing commercial general liability and automobile liability insurance as prescribed in the contract, Workers’ Compensation Insurance.

3.15 Time for Compliance. Contractor shall not commence Work under this Contract until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section.

3.16 Types of Insurance Required. As a condition precedent to the effectiveness of this Contract for work to be performed hereunder and without limiting the indemnity provisions of the Contract, the Contractor in partial performance of its obligations under such Contract, shall procure and maintain in full force and effect during the term of the Contract, the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Contractor agrees to amend, supplement or endorse the policies to do so.

The Insurance obligations under this agreement shall be: (1) all the Insurance coverage and/or limits carried by or available to the Contractor; or (2) the minimum Insurance coverage requirements and/or limits shown in this agreement; whichever is greater. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits, which are applicable to a given loss, shall be available to the City. No representation is made that the minimum Insurance requirements of this agreement are sufficient to cover the obligations of the Contractor under this agreement.

3.16.1 Commercial General Liability. Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office “occurrence” Form CG 0001, with minimum limits of at least $1,000,000 per occurrence, and if written with an aggregate, the aggregate shall be double the per occurrence limit.

Defense costs shall be paid in addition to the limits. Products and completed operations coverage shall be maintained for a minimum of two years after completion of the project.

3.16.2 Automobile Liability Insurance. Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering “Any Auto” (Symbol 1) with minimum limits of $1,000,000 each accident.

3.16.3 Workers’ Compensation. Workers’ Compensation Insurance, as required by the State of California and Employer’s Liability Insurance, with a limit of not less than $1,000,000 per accident for bodily injury and disease.

3.16.4 Endorsements. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval.

3.16.5 The policy or policies of insurance required by Section

3.16.5.1 (Commercial General Liability) shall be endorsed to provide the following:
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Contractor; or (4) contain any other exclusions contrary to the Contract.
(2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

3.16.6.The policy or policies of insurance required by Section

3.16.5.2 (Automobile Liability) shall be endorsed to provide the following:
(1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

3.16.5.3 The policy or policies of insurance required by Section 3.16.2.4 (Workers’ Compensation) shall be endorsed to provide the following:
(1) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the indemnified parties.
(2) Cancellation: The policy shall not be canceled or the coverage suspended, voided, reduced or allowed to expire

until a thirty (30) day prior written notice of cancellation has been served upon the City except ten (10) days prior written notice shall be allowed for non-payment of premium.

3.16.6 Primary and Non-Contributing Insurance. All insurance coverages shall be primary and any other insurance, deductible, or self-insurance maintained by the indemnified parties shall not contribute with this primary insurance.

Policies shall contain or be endorsed to contain such provisions.

3.16.7 Waiver of Subrogation. Required insurance coverages shall not prohibit Contractor from waiving the right of subrogation prior to a loss. Contractor shall waive all subrogation rights against the indemnified parties. Policies shall contain or be endorsed to contain such provisions.

3.16.8 Deductible. Any deductible or self-insured retention must be approved in writing by the City and shall protect the indemnified parties in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.

3.16.9 Evidence of Insurance. The Contractor, concurrently with the execution of the Contract, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates and endorsements on forms approved by the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.16.10 Failure to Maintain Coverage. Contractor agrees to suspend and cease all operations hereunder during such period of time as the required insurance coverage is not in effect and evidence of insurance has not been furnished to the City.

The City shall have the right to withhold any payment due Contractor until Contractor has fully complied with the insurance provisions of this Contractor.

In the event that the Contractor's operations are suspended for failure to maintain required insurance coverage, the Contractor shall not be entitled to an extension of time for completion of the Work because of production lost during suspension. 3.15.9 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to do business in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.17 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. Contractor shall comply with the requirements of the specifications relating to safety measures applicable in particular operations or kinds of work. In carrying out its Work, the 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, adequate life protection and life saving equipment; adequate illumination for underground and night operations; instructions in accident prevention for all employees, such as machinery guards, safe walkways, scaffolds, ladders, bridges, gang planks, confined space procedures, trenching and shoring, fall protection and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and adequate facilities for the proper inspection and maintenance of all safety measures. Furthermore, Contractor shall prominently display the names and telephone numbers of at least two medical doctors practicing in the vicinity of the Project, as well as the telephone number of the local ambulance service, adjacent to all telephones at the Project site.

3.18 Warranty. Contractor warrants all Work under the Contract (which for purposes of this Section 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 year (or the period of time specified elsewhere in the Contract 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 the City of any defect in the Work or non-conformance of the Work to the Contract, commence and prosecute with due diligence all Work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the Work (or work of other contractors) damaged by its 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-year period, commencing with the date of acceptance of such corrected Work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Contract. 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 the 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 the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Contract, to the reasonable satisfaction of the City, the

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 the City for any expenses incurred hereunder upon demand.

3.19 Laws and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Contract or the Work, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Work. If the Contractor observes that the drawings or specifications are at variance with any law, rule or regulation, it shall promptly notify the City in writing. Any necessary changes shall be made by written change order. If the Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, the Contractor shall be solely responsible for all costs arising therefrom. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Contract, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.20 Permits and Licenses. Contractor shall be responsible for securing City permits and licenses necessary to perform the Work described herein, including, but not limited to, a City Business License. While Contractor will not be charged a fee for any City permits, Contractor shall pay the City’s applicable business license fee.

3.21 Prevailing Wages. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request and shall post copies at the Contractor’s principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.22 Payroll Records. In accordance with the requirements of California Labor Code Section 1776, Contractor shall keep accurate payroll records which are either on forms provided by the Division of Labor Standards Enforcement or which contain the same information required by such forms. Responsibility for compliance with California Labor Code Section 1776 shall rest solely with Contractor, and Contractor shall make all such records available for inspection at all reasonable hours.

3.23 Contractor’s Labor Certification. By its signature hereunder, Contractor certifies that he is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of that Code and agrees to comply with such provisions before commencing the performance of the Work. A certification form for this purpose, which is attached to this Contract as Exhibit “C” and incorporated herein by reference, shall be executed simultaneously with this Contract.

3.24 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

3.25 Notices. All notices hereunder and communications regarding interpretation of the terms of the Contract or changes thereto shall be provided by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid and addressed as follows:

City Contractor
City of Yorba Linda Yorba Linda Mobil Service Center
4845 Casa Loma Avenue 17591 Yorba Linda Blvd.

Yorba Linda, CA 92885 Yorba Linda, Ca. 92886
Attn: Armando Jaime Attn: Robert Kilzi
Any notice so given shall be considered received by the other Party three (3) days after deposit in the U.S. Mail as stated above and addressed to the Party at the above address.

Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.26 Entire Contract; Modification. This Contract contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Contract may only be modified by a writing signed by both Parties.

3.27 Time of Essence. Time is of the essence in the performance of this Contract.

3.28 Assignment Forbidden. Contractor shall not, either voluntarily or by action of law, assign or transfer this Contract or any obligation, right, title or interest assumed by Contractor herein without the prior written consent of City. If Contractor attempts an assignment or transfer of this Contract or any obligation, right, title or interest herein, City may, at its option, terminate and revoke the Contract and shall thereupon be relieved from any and all obligations to Contractor or its assignee or transferee.

3.29 Governing Law. This Contract shall be governed by the laws of the State of California. Venue shall be in Orange County.

3.30 Counterparts. This Contract may be executed in counterparts, each of which shall constitute an original.

3.31 Successors. The Parties do for themselves, their heirs, executors, administrators, successors, and assigns agree to the full performance of all of the provisions contained in this Contract.

3.32 Attorneys’ Fees. If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Contract, the prevailing Party in such action shall be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.

3.33 Claims of $375,000 or Less. Notwithstanding any other provision herein, claims of $375,000 or less shall be resolved pursuant to the alternative dispute resolution procedures set forth in California Public Contract Code §§ 20104, et seq.

3.40 Prohibited Interests.

3.41.1 Solicitation. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Contract. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, City shall have the right to terminate this Contract without liability.

3.41.2 Conflict of Interest. For the term of this Contract, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Contract, or obtain any present or anticipated material benefit arising therefrom. In addition, Contractor agrees to file, or to cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Work.

3.42 Certification of License. Contractor certifies that as of the date of execution of this Contract, Contractor has a current contractor’s license of the classification indicated below under Contractor’s signature.

3.43 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver and perform the Contract. Each Party warrants that the individuals who have signed this Contract have the legal power, right and authority to make this Contract and bind each respective Party.

IN WITNESS WHEREOF, each of the Parties has caused this Contract to be executed on the day and year first above written.

CITY OF YORBA LINDA Yorba Linda Mobil Service Center
By: By:

Peter Grant
City Manager Name:

Title:

Attest:
[If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED]
By:

Marcia Brown By:

City Clerk
Name:

Title:

BY:

Donna Mullally
Finance Director
Approved as to Form:

By:

Rutan & Tucker, LLP
City Attorney
NOTE: ALL SIGNATURES OF “CONTRACTOR” MUST BE NOTARIZED. (IF CORPORATION, TWO NOTARIZED SIGNATURES - PRESIDENT OR VICE PRESIDENT AND SECRETARY – AND CORPORATE SEAL OF CONTRACTOR

REQUIRED)

EXHIBIT “A”

SCOPE OF SERVICE
Bid Item No.1 & 2---Oil Change and Filter Replacement-----The contractor shall drain all the oil within the oil pan, install new oil filter and replacement oil shall be as per manufacture’s vehicle recommendation weight and type.

Bid Item No. 3 & 4----Front or Rear Brake Replacement-------The contractor shall remove and replace pad or shoes as appropriate, rotors shall be machined to meet manufactures specification and all part shall be lubricated.

Bid Item No. 5------ Air Conditioning Service---- The technicians will measure the amount of pressure in the system, and if it's low, add enough to get the reading within your manufacturer's specifications. Then run the vehicle car for a few minutes with the A/C on high and use the thermometer to measure the system's output. If it's not within the necessary parameters, technician shall check the system for leak. inspect all of your air conditioning hard lines and compressor to make sure there are no obvious cracks. Inspect the serpentine belt for wear or crack, inspect the condenser for leaks or cracks.

Bid Item No. 6-----Freon----- Freon shall be installed per the pound to meet the vehicles specification and warranty.

Bid Item No. 7 & 8---Battery---Replacement battery shall be new, free of defects and shall be pro-rated if replacement is needed due to failure.

Bid Item No. 9-----Smog Check-----Smog check shall meet all of the Department of Consumer Affairs, Bureau of Automotive Repair Standards. Bidder must be licensed to perform and certify the smog check through the State’s website. Vehicle smog check shall be electronically submitted to the bureau.

Bid Item No. 10----Alignment----Vehicle front and or real alignment shall meet all vehicle and manufacture’s specifications.

Bid Item No. 11----Labor--- Unit price shall meet the required prevailing wages, insurance, worker’s compensation and all other incidentals to meet all State and Federal laws.

EXHIBIT “B”

GENERAL PROVISIONS
The successful proposer must be able to perform general and preventive maintenance and routine repair services on vehicles and equipment including, but not limited to, brakes, tires, suspension, heat/air conditioning systems, electrical systems, engine, etc.

The City’s preference is for the Proposer to have the ability to perform all required services. However, work may be subcontracted. When subcontractors are used, the Proposer is responsible for performance of the work including but not limited to, billing, reporting, scheduling, delivery, work quality, and warranty. The Unit Bid Price shall include the pickup and return of the vehicles to the City Corporate Yard. The Bidder must have the ability to provide required preventive maintenance and repair service listed below:

A. Preventive Maintenance
• The City’s vehicles are routinely driven in short distances; frequent start/stop; and long idle periods. The average annual usage is normally around 10,000 miles for the City’s fleet.

B. Repairs and Maintenance
• Provide service/repairs to all common mechanical and electrical systems as needed.

C. Transport of Vehicles for Service
• Provide the pick-up and delivery of vehicles to and from the City Corporate Yard located at 4751 Eureka Ave., Yorba Linda.
• For vehicles not drivable, if towed, an additional towing charge may be billed upon approval of authorized city staff not to exceed 15% mark-up.

D. Repair Order Content and Procedure
The Proposer shall provide Repair Orders for all services provided containing the following information:
• Repair estimates with anticipated work to be performed, estimated completion time, and estimated cost signed by the City staff upon pickup/ drop-off. A confirming copy with final cost shall be mailed and or delivered to City upon completion.
• Actual work/cost above written estimate requires City approval prior to work start. • Authorization of work by designated City employee or designee is required for all repair orders.
• Individual vehicle charges shall be submitted on separate repair orders for each service visit.

The repair work order must include:
• Date work performed
• All part receipt (s)

• Vehicle VIN # and/or license #, make/model
• Vehicle odometer reading at time of service/repair
• Date in / date out / time completed
• Detail type of service, hours, material used, and cost associated with each. • Subcontracted repair orders containing same information shall be attached to the repair order.
• The Bidder guarantees and warrants that all material(s) furnished, and all services performed will be free from defects in material and workmanship and will be warranted by Proposer for a minimum of 120 days, 4,000 miles, or the length of time of any warranty given by the manufacturer or rebuilder/remanufacturer, whichever is greater, after acceptance. The Bidder shall remedy all such defects at his/her own expense within two (2) working days after notification by the City. • Warranty of subcontracted repair orders need to be provided by the Bidder. The Bidder assumes responsibility for the work of its subcontractors. The charges for such services to the City shall be the amount of the subcontractor’s invoice for services performed, or the contract price, whichever is less.

E. Safety Check
The Proposer shall perform a safety check in conjunction with all maintenance requirements listed
within this RFP. These safety checks shall be performed every time a vehicle is brought in for
service:
• Tires – Visually check condition and install air to meet the vehicles tire pressure recommendation.
• Lights – Check directional signaling devices and emergency light systems for proper operation.
• Seat belt – Check operation of seat belts.
• Fluid Levels – Check and replenish fluid levels in transmission, differential, steering sector or power steering pump, and master cylinder. Inspect all units for leakage and clogging.
• Battery – Check condition of heat-shield, hold-down clamps and cable ends, top off electrolyte level, and clean top and terminals as necessary. • Heater-Defroster-Air Conditioner System and Wiper Controls – Check switches, valves, and ducting doors for proper operation.
• Exhaust System – Visually inspect complete exhaust system including catalytic converter and heat-shielding. Check for broken, damaged, missing, or poorly positioned parts. Inspect for open seams, holes, or any condition which could allow exhaust fumes to enter the vehicle.
• Steering and Suspension Components – Conduct a “look and “shake” inspection. • Frame/Sub-Frame and Cross Member – Visually check for “drive-over” and/or vehicular damage and fatiguing.
• Drive Shaft U-Joints / CV Joints – Conduct a “look” and “shake” inspection for seal leakage and joint failure.

• Brakes – Inspect all brake line hoses and master cylinder for signs of leaks or damage. Inspect front brake pads, rear brake linings, wheels cylinders, and parking brake cables and linkage. Report estimate of remaining life of pads and shoes.
• Starter/Charging System – Electronically check starter motor cranking speed and current draw. Check alternator charging rate.
• Cooling System – Visually inspect entire system for leaks, damage or other signs of needed repair.

ATTACHMENT 3 – Bids Received List
Bidder Bidder Location Amount (Annual)
Yorba Linda Mobil Service Center Yorba Linda, CA $ 51,278.10 Ray’s Auto Care Yorba Linda, CA $ 52,068.99

ADMINISTRATION DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: PETER GRANT, CITY MANAGER
PREPARED BY: COLLEEN CALLAHAN, ECONOMIC DEVELOPMENT

MANAGER
SUBJECT: AGREEMENT WITH JONES LANG LASALLE BROKERAGE, INC.

RECOMMENDATION
Approve Amendment No. 3 to the Agreement with Jones Lang LaSalle Brokerage, Inc. extending its term to June 30, 2027.

SUMMARY
Jones Lang LaSalle Brokerage, Inc. (JLL) provides the City retail recruitment and attraction services for key shopping centers. The recommended amendment is the final one-year extension permitted by the agreement and does not modify the scope of services nor the cost.

DISCUSSION
In 2017, after a competitive Request for Proposals for a consultant to support retail and restaurant recruitment, the City Council approved an agreement with JLL. A similar process in 2022 also identified JLL as the best choice to continue to provide these services and the City Council approved a two-year agreement with three optional one-year extensions.

JLL continues to maintain regular communication with the City’s economic development team, provide important market updates, and work with property owners to recruit and retain businesses.

The recommended extension advances the City’s retail recruitment efforts, especially in aging centers or those experiencing turnover. No changes to scope, compensation, or deliverables are recommended.

FISCAL IMPACT
The agreement’s $60,000 annual cost is included in the FY 2026-27 Budget.

AGREEMENT WITH JONES LANG LASALLE BROKERAGE, INC.

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ALTERNATIVES
Do not approve the recommended action and provide other direction.

ATTACHMENTS

1. Amendment No. 3 to the Professional Services Agreement with Jones Lang LaSalle Brokerage, Inc.

Amendment
No. 3

AMENDMENT NO. 3
AMENDMENT NO. 3 TO

PROFESSIONAL SERVICES AGREEMENT
WITH JONES LANG LASALLE BROKERAGE, INC.

This is Amendment No. 3 (“Amendment No.3”) to
that certain PROFESSIONAL SERVICES AGREEMENT WITH JONES LANG LASALLE BROKERAGE, INC. (“Agreement”) made on June 7, 2022 between the City of Yorba Linda (“City”) and JONES LANG LASALLE BROKERAGE, INC. (“Consultant”), which this Amendment No. 3 is made and entered into on June 16, 2026. Upon the conclusion of the second1-year extension to the initial 2-year contract services, the City and Consultant desire to extend the term of the Agreement for an additional 1-year extension.

1. Capitalized terms used but not defined in this Amendment No.3 shall have the meanings ascribed to them in the Agreement.

2. Section 3.1.2 “Term” is amended to read as follows:

3.1.2 Term. The term of this Agreement shall begin on July 1, 2026 and shall end on June 30, 2027 unless the term of the Agreement is otherwise terminated or extended as provided for in Section 3.5.1. The time provided to Consultant to complete the services required by this Agreement shall not affect the City's right to terminate the Agreement, as provided for in Section

3.5.1. 3. Section 3.3.1 “Compensation” is amended to increase the not exceed amount by $60,000 for payment during the extended year of the agreement and shall read as follows:

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement on a time and materials basis at the rate set forth in Exhibit ”B” attached hereto and incorporated herein by reference. The total compensation during the term of the Agreement shall not exceed Sixty Thousand Dollars ($60,000.00) without written approval of City Manager. Extra work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

4. All other terms and conditions of the Agreement remain in full force and effect.

5. This Amendment No.3 may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. (Signatures on Following Page)

CITY OF YORBA LINDA
By: _____________________________
Peter Grant
City Manager
Attest:

By: ______________________________
Marcia Brown
City Clerk
Approved as to Form:

By: ______________________________
City Attorney
Rutan & Tucker, LLP
JLL, Inc.

By: ______________________________
Name: ______________________________
Title: ______________________________
[If Corporation, TWO SIGNATURES, President OR
Vice President AND Secretary, AND CORPORATE
SEAL OF CONTRACTOR REQUIRED]
By: ______________________________
Name: ______________________________
Title: ______________________________
AMENDMENT NO. 3

ADMINISTRATION DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: PETER GRANT, CITY MANAGER
PREPARED BY: ALLISON ESTES, ASSISTANT TO THE CITY MANAGER SUBJECT: APPROVE THE SECOND AMENDMENT TO ORANGE COUNTY
SHERIFF’S DEPARTMENT LAW ENFORCEMENT SERVICES

AGREEMENT

RECOMMENDATION
Approve the second amendment to the Orange County Sheriff’s Department law enforcement services agreement.

SUMMARY
The recommended amendment establishes FY 2026-27 service levels, updates administrative provisions, and maintains the City’s law enforcement staffing and service levels. The estimated FY 2026-27 cost is $15,586,583, a decrease of $25,777 from FY 2025-

26. This estimate does not include salary increases that will result from County labor negotiations.

DISCUSSION
The Orange County Sheriff’s Department (OCSD) has provided law enforcement services to the City since 2012. The current five-year agreement (Attachment 1) expires June 30, 2030, and requires the County to submit annual recommendations for service levels and costs for City Council approval. The first amendment added one patrol vehicle mobile data computer at an annual cost of $10,831 and was approved administratively.

The second amendment (Attachment 2) maintains the City’s dedicated law enforcement staffing and service levels (Attachment 3). The small cost decrease is attributable to lower retirement and workers’ compensation rates and adjustments to shared service allocations.

Any cost increase resulting from County labor negotiations will require the City Council to approve an amendment and an additional budget appropriation.

SECOND AMENDMENT TO OCSD AGREEMENT
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Key updates include:
 Clarifying field operations and facility use, including that Sheriff's personnel assigned to adjacent unincorporated areas may operate from the Yorba Linda Police Services Substation as part of their regular duties, with the City continuing to receive applicable cross-coverage credits.
 Clarifying the methodology for calculating vacancy credits provided to contract cities.  Clarifying fee and revenue provisions, including annual crediting of County-collected fees to the City and retention of revenues generated through City-established fees.

FISCAL IMPACT
Sufficient funding is included in the Budget to fund the $15,586,583 agreement (Account No. 1010500-430050).

ALTERNATIVES
Do not approve the recommended action and provide alternative direction.

ATTACHMENTS

1. OCSD Master Agreement FY 2025-30

2. Second Amendment to OCSD Agreement

3. FY 2026-27 Cost Estimates

AMENDMENT NUMBER TWO
TO

CONTRACT FOR LAW ENFORCEMENT SERVICES

BETWEEN THE

COUNTY OF ORANGE
AND

CITY OF YORBA LINDA
This Second Amendment to Contract for Law Enforcement Services, (“Amendment Number Two”) is made and entered into as of the date fully executed by and between the County of Orange, a political subdivision of the State of California (“County,”) on behalf of Orange County Sheriff’s Department, (“Sheriff”), and the City of Yorba Linda, (“City,”) with County and City sometimes individually referred to as “Party,” or collectively referred to as “Parties.”

RECITALS
WHEREAS, County and City executed a contract for law enforcement services for a term of July 1, 2025 through June 30, 2030 (“Original Contract”); and
WHEREAS, County and City desire to amend General Terms and Conditions Section H – Indemnification; 2. Attachment A – Scope of Work; Attachment B - Payment and Provisions; Attachment C - Level of Service; and Attachment H - Special Services; and NOW THEREFORE, in consideration of the mutual obligations set forth herein, both County and Contractor agree as follows:

1. General Terms and Conditions Section H – Indemnification of the Original Contract is amended in its entirety as follows:

Indemnification: City agrees to indemnify, defend with counsel approved in writing by County, and hold County, its elected and appointed officials, officers, employees, agents and agencies with County’s Board of Supervisors acts as the governing Board (“County Indemnitees”) harmless from any claims, demands or liability of any kind or nature, including but not limited to injury to or death of persons, or property damage, arising from or related to allegations based on acts or omissions of City related to this Contract.

County agrees to indemnify, defend with counsel approved in writing by City, and hold City and its elected and appointed officials, officers, agents, employees, subcontractors and independent contractors harmless from any claims, demands or liability of any kind or nature, including but not limited to injury to or death of persons, or property damage, arising from or related to allegations based on acts or omissions of County related to this Contract. County Indemnitees shall not be deemed to have assumed any liability for any dangerous or defective condition on any public street, work, or property of the City and for any illegality of City’s municipal ordinances.

If judgement is entered against City and County by a court of competent jurisdiction because of the concurrent active negligence of County or County Indemnitees, City and County agree that liability will be apportioned as determined by the court. Neither party shall request a jury apportionment.

2. Attachment A – Scope of Work; Attachment B - Payment and Provisions; Attachment C - Level of Service; and Attachment - H Special Services are amended in their entirety as attached hereto and incorporated by reference.

County of Orange
Sheriff Coroner Department
Yorba Linda Law Enforcement Services Page 2 of 3
This Amendment Number Two modifies the Original Contract only as expressly set forth herein.

This Amendment Number Two does not modify, alter, or amend the Original Contract in any other way whatsoever. Except as amended herein, all other terms and conditions of the Original Contract remain in full force and effect.
-Signature Page to FollowPage 328 of 989
County of Orange
Sheriff Coroner Department
Yorba Linda Law Enforcement Services Page 3 of 3
IN WITNESS WHEREOF, the Parties hereto have executed this Second Amendment to Contract on the dates opposite their respective signatures:

City: Yorba Linda
By: Title: Mayor
Print Name: Date:

Attest:

City Clerk
Approved as to Form
By: ____________________
City Attorney
County:

By: Title: Chair of the Board of Supervisors
Print Name: Date:

Signed and certified that a copy of this Contract has been delivered to the Chair of the Board Per Government Code section 25103; Resolution 79-1535.

Attest:

Robin Stieler
Clerk of the Board
County of Orange, California
Approved as to Form
Office of the County Counsel
Orange County, California
By: ____________________
Deputy

County of Orange
Sheriff Coroner Department
Law Enforcement Services Page 1 of 5

ATTACHMENT A

SCOPE OF WORK
A. Regular Services By County:

1. Sheriff shall render to City law enforcement services as hereinafter provided. Such services shall include the enforcement of lawful State statutes and lawful municipal ordinances of City, other than licensing ordinances.

2. The night, day and evening patrol and supervisory shifts will be established by Sheriff. Personnel of each shift may work varying and different times and may be deployed to other shifts when, in the opinion of Sheriff and City Manager, the need arises. Any long-term shift deployment change will be reported to the City Council.

3. The level of service, other than for licensing, to be provided by the County for this Contract is set forth in Attachment C.

4. The Sheriff will provide a slate of candidates who are eligible for the rank of Captain with the Sheriff from which the City Manager may select a Police Services Chief. The Police Services Chief will be the on-side department head for the city and will attend City Council, staff and community meetings at the discretion of the City Manager.

5. Patrol Performance Goals shall be as follows:
• Response to Priority One Calls: 5 minutes
• Response to Priority Two Calls: 12 minutes
• Response to Priority Three Calls: 20 minutes
The Police Services Chief will report to the City Manager regarding City Police Services personnel’s performance in meeting these goals. In the event of a major incident outside the boundaries of City, adequate law enforcement personnel will remain in City to respond to Priority One and Priority Two calls for service.

6. For any service that is provided to City at less than 100% of a full-time Sheriff position, County retains the option to terminate such service in the event the other City or cities that contract(s) for the balance of the time of the employee providing the service no longer pay(s) for such service and City does not request the Contract be amended to pay 100% of the cost of the employee providing such service. The Maximum Obligation of City will be adjusted accordingly.

7. All services contracted for in this Contract may not be operational on the precise date specified in this Contract. In those instances, Sheriff shall notify City Manager of the date or dates such service or services are to be implemented. If the City pays for a service before its implementation, the County shall provide a credit, based on the vacancy credit rates calculated for that fiscal year, in the City’s final invoice of that fiscal year.

8. During emergencies, such as mutual aid situations, Sheriff will attempt to leave in City the Captain in charge of City Police Services. If Sheriff determines that the Captain is needed elsewhere, Sheriff will notify City’s Manager within four hours. Sheriff will return the Captain to City as soon as possible once the emergency situation is under control.

9. Sheriff shall receive applications for City licenses pursuant to the City’s ordinances in Attachment D and complete investigations relating to such applications. Said investigations shall be forwarded to City Manager who is responsible for the disposition of the application and notification to the applicant. County shall not provide any advisory, administrative, hearing or litigation attorney support or services related to licensing. County shall not provide any administrative or investigatory services related to the licensing ordinances, except the investigations relating to initial applications for which this subsection provides.

10. With the limitations set forth below, Sheriff, on behalf of County, is authorized to execute written amendments to this Contract to increase or decrease the level of service, when Sheriff and City mutually agree that such increase or decrease in the level of service is appropriate. Any such amendment to the Contract shall concomitantly increase or decrease the cost of services payable by City. Sheriff and appropriate City personnel shall file copies of any such amendments to this Contract with the Clerk of County’s Board of Supervisors and City’s Clerk. Except for costs related to Employee Bargaining has defined herein, changes to this Contract executed by

County of Orange
Sheriff Coroner Department
Law Enforcement Services Page 2 of 5
Sheriff and City Manager may not, in the aggregate, increase or decrease the cost of services payable by City by more than one percent (1%) of the Maximum Obligation.

B. Enhanced And Supplemental Services By County:

1. Enhanced services for events on City property. At the request of City, through its City Manager, Sheriff may provide enhanced law enforcement services for functions, such as community events, conducted on property that is owned, leased or operated by City. Sheriff shall determine personnel and equipment needed for such enhanced services. City shall reimburse County for such additional services, at an amount computed by Sheriff, based on the current year’s County law enforcement cost study. The cost of these enhanced services shall be in addition to the Maximum Obligation of City. Sheriff shall bill City immediately after each such event.

2. Supplemental services for occasional events operated by private individuals and entities on non-City property. At the request of City, through its City Manager, Sheriff may provide supplemental law enforcement services to preserve the peace at special events or occurrences that occur on an occasional basis and are operated by private individuals or private entities on non-City property. Sheriff shall determine personnel and equipment needed for such supplemental services, and will provide such supplemental services only if Sheriff is able to do so without reducing the normal and regular ongoing services that Sheriff otherwise would provide to City pursuant to this Contract. Such supplemental services shall be provided only by regularly appointed full-time peace officers, at rates of pay governed by a Memorandum of Understanding between County and the bargaining unit(s) representing the peace officers providing the services. Such supplemental services shall include only law enforcement duties and shall not include services authorized to be provided by a private patrol operator, as defined in Section 7582.1 of the Business and Professions Code. Law enforcement support functions, including, but not limited to, clerical functions and forensic science services, may be performed by non-peace officer personnel if the services do not involve patrol or keeping the peace and are incidental to the provision of law enforcement services. City shall reimburse County its full, actual costs of providing such supplemental services at an amount computed by Sheriff, based on the current year’s County law enforcement cost study. The cost of these supplemental services shall be in addition to the Maximum Obligation of City. Sheriff shall bill City immediately after each such event.

3. Supplemental services for events operated by public entities on non-City property. At the request of City, through its City Manager, Sheriff may provide supplemental law enforcement services to preserve the peace at special events or occurrences that occur on an occasional basis and are operated by public entities on non-City property.

Sheriff shall determine personnel and equipment needed for such supplemental services, and will provide such supplemental services only if Sheriff is able to do so without reducing services that Sheriff otherwise would provide to City pursuant to this Contract. City shall reimburse County its full, actual costs of providing such supplemental services at an amount computed by Sheriff, based on the current year's County law enforcement cost study. The cost of these supplemental services shall be in addition to the Maximum Obligation of City. Sheriff shall bill City immediately after each such event.

4. Notwithstanding the foregoing, City, through its permit process, may utilize the services of Sheriff at events, for which City issues permits, that are operated by private individuals or entities or public entities. Sheriff shall determine personnel and equipment needed for said events. If said events are in addition to the level of services listed in this Contract, City shall reimburse County for such additional services at an amount computed by Sheriff, based upon the current year’s County law enforcement cost study. The cost of these services shall be in addition to the Maximum Obligation of City. Sheriff shall bill City immediately after said services are rendered.

5. In accordance with Government Code Section 51350, County has adopted Board Resolution 89-1160 which identifies Countywide services, including but not limited to helicopter response. Sheriff through this contract provides enhanced helicopter response services. The cost of enhanced helicopter response services is included in the Maximum Obligation of City. County shall not charge any additional amounts for enhanced helicopter services without written notification to the City.

C. Body Worn Camera And In Car Video:

1. As part of the law enforcement services to be provided to City, County has provided, or will provide, body worn cameras (hereinafter called “BWC”) that will be worn by Sheriff’s personnel and In Car Video (hereinafter called “ICV”) that will be mounted in vehicles designated by Sheriff for use within City service area.

2. Sheriff has the exclusive right to use said BWC and ICV for law enforcement services related to this Contract.

County of Orange
Sheriff Coroner Department
Law Enforcement Services Page 3 of 5

3. City shall pay County the full coststo County of a) the acquisition of BWC and the acquisition and installation of ICV, and b) recurring costs, as deemed necessary by County, including the costs of maintenance and contributions to a fund for replacement and upgrade of such BWC and ICV when they become functionally or technologically obsolete. The costs to be paid by City for recurring costs, including maintenance and replacement/upgrade of BWC and ICV, are included in the costs set forth in the Maximum Obligation of City, unless City has already paid such costs.

4. If, following the initial acquisition of BWC and ICV referenced above, City requires BWC and ICV for additional Sheriff’s personnel or vehicles designated for use in the City service area, County will purchase said additional BWC and ICV. Upon demand by County, City will pay to County a) the full costs of acquisition of additional BWC and the full cost of acquisition and installation of additional ICV, and b) the full recurring costs for said BWC and ICV, as deemed necessary by County, including the costs of maintenance, and contributions to a fund for replacement and upgrade of such BWC and ICV when they become functionally or technologically obsolete. Said costs related to additional BWC and ICV are not included in, and are in addition to, the costs set forth in the Maximum Obligation.

5. County will replace and/or upgrade BWC and ICV as needed. The costs of replacing/upgrading BWC and ICV shall be paid by County from the replacement/upgrade funds to be paid by City in accordance with the foregoing.

City shall not be charged any additional charge to replace or upgrade BWC and ICV.

D. Traffic Violator Apprehension Program:

1. County has established a Traffic Violator Apprehension Program (“the Program”), which is operated by Sheriff, and is designed to reduce vehicle accidents caused by unlicensed drivers and drivers whose licenses are suspended and to educate the public about the requirements of the Vehicle Code and related safety issues with regard to driver licensing, vehicle registration, vehicle operation, and vehicle parking. The Program operates throughout the unincorporated areas of the County and in the cities that contract with County for Sheriff’s law enforcement services, without regard to jurisdictional boundaries, because an area-wide approach to reduction of traffic accidents and driver education is most effective in preventing traffic accidents. In order for City to participate in the Program, City has adopted fees pursuant to Vehicle Code Section 22850.5, in the same amount as approved by County, as set forth in the resolution that is Attachment E (hereinafter called a “TVAP resolution”), and has directed that the revenue from such fee be used for the Program. City’s participation in the Program may be terminated at any time by rescission or amendment of its TVAP resolution. In the event City 1) amends said TVAP resolution, or rescinds said TVAP resolution and adopts a new TVAP resolution pertaining to the above-referenced fees and the Program, and 2) remains a participant in the Program thereafter, City’s Manager, on behalf of City, and Sheriff, on behalf of County, have authority to execute an amendment of this Contract to substitute City’s amended or new TVAP resolution for Attachment E to the Contract, as long as said amendment to this Contract does not materially change any other provision of this Contract. As County updates its fees for the Program periodically, County will provide written notice to City of the updated fees. City’s participation in the Program will terminate if City determines not to adopt the updated fees for the Program.

2. County will make available for review, at the request of City, all financial data related to the Program as may be requested by City.

3. Fee revenue generated by County and participating cities will be used to fund the following positions, which will be assigned to the Program:
• Ten one hundredths of one (0.10) Sergeant
(8 hours per two-week pay period)
• One (1) Staff Specialist
(80 hours per two-week pay period)
• One (1) Office Specialist
(80 hours per two-week pay period)

4. Fee revenue generated by City may be used to reimburse City for expenditures for equipment and/or supplies directly in support of the Program. In order for an expenditure for equipment and/or supplies to be eligible for

County of Orange
Sheriff Coroner Department
Law Enforcement Services Page 4 of 5
reimbursement, City shall submit a request for and obtain pre-approval of the expenditure by using the form as shown in Attachment F.

The request shall be submitted within the budget schedule established by Sheriff. Sheriff shall approve the expenditure only if both of the following conditions are satisfied: 1) there are sufficient Program funds, attributable to revenue generated by City’s fee, to pay for the requested purchase, and 2) City will use the equipment and/or supplies, during their entire useful life, only for purposes authorized by its TVAP resolution in effect at the time of purchase.

In the event that City terminates its participation in the Program, City agrees that the equipment purchased by City and reimbursed by Program funds will continue to be used, during the remainder of its useful life, exclusively for the purposes authorized by City’s TVAP resolution in effect at the time of purchase.

5. In the event the fees adopted by County, City and other participating jurisdictions are not adequate to continue operation of the Program at the level at which it operated previously, County, at the option of City, will reduce the level of Program service to be provided to City or will continue to provide the existing level of Program services.

County will charge City the cost of any Program operations that exceed the revenue generated by fees. Such charges shall be in addition to the Maximum Obligation of City. The amount of any revenue shortfall charged to City will be determined, at the time the revenue shortfall is experienced, according to City’s share of Program services rendered.

In the event of a reduction in level of Program service, termination of Program service or adjustment of costs, the parties shall execute an amendment to this Contract so providing. Decisions about how to reduce the level of Program service provided to City shall be made by Sheriff with the approval of City.

E. Mobile Data Computers:

1. As part of the law enforcement services to be provided to City, County has provided, or will provide, mobile data computers (hereinafter called “MDCs”) that are or will be mounted in patrol vehicles and motorcycles, designated by County for use within City limits.

2. Sheriff has the exclusive right to use said MDCs for law enforcement services related to this Contract.

3. City shall pay County the full costs to County of a) the acquisition and installation of MDCs that are or will be mounted in patrol vehicles and motorcycles assigned to City, and b) recurring costs, as deemed necessary by County, including the costs of maintenance and contributions to a fund for replacement and upgrade of such MDCs when they become functionally or technologically obsolete.

The costs to be paid by City for recurring costs, including maintenance and replacement/upgrade of MDCs, are included in the costs set forth in the Maximum Obligation of City unless City has already paid such costs.

4. If, following the initial acquisition of MDCs referenced above, City requires MDCs for additional patrol cars or motorcycles designated for use in City, or for City’s Emergency Operations Center, County will purchase said additional MDCs. Upon demand by County, City will pay to County a) the full costs of acquisition and installation of said additional MDCs, and b) the full recurring costs for said MDCs, as deemed necessary by County, including the costs of maintenance, and contributions to a fund for replacement and upgrade of such MDCs when they become functionally or technologically obsolete. Said costs related to additional MDCs are not included in, and are in addition to, the costs set forth in the Maximum Obligation of City.

5. County will replace and/or upgrade MDCs as needed. The costs of replacing/upgrading MDCs shall be paid by County from the replacement/upgrade funds to be paid by City in accordance with the foregoing. City shall not be charged any additional charge to replace or upgrade MDCs.

F. E-Citation Units:

1. As part of the law enforcement services to be provided to City, County has provided, or will provide, ECitation units designated by County for use within City limits.

2. Sheriff has the exclusive right to use said E-Citation units for law enforcement services related to this Contract.

3. City shall pay County the full costs to County of a) the acquisition of E-Citation units that are assigned to City, and b) recurring costs, as deemed necessary by County, including the costs of maintenance and contributions to a fund for replacement and upgrade of such E-Citation units when they become functionally or technologically obsolete.

County of Orange
Sheriff Coroner Department
Law Enforcement Services Page 5 of 5
The costs to be paid by City for recurring costs, including maintenance and replacement/upgrade of E-Citation units, are included in the costs set forth in the Maximum Obligation of City unless City has already paid such costs.

4. If, following the initial acquisition of E-Citation units referenced above, City requires additional E-Citation units designated for use in City, County will purchase said additional E-Citation units. Upon demand by County, City will pay to County a) the full costs of acquisition of said additional E-Citation units, and b) the full recurring costs for said E-Citation units, as deemed necessary by County, including the costs of maintenance, and contributions to a fund for replacement and upgrade of such E-Citation units when they become functionally or technologically obsolete. Said costs related to additional E-Citation units are not included in, and are in addition to, the costs set forth in the Maximum Obligation of City.

5. County will replace and/or upgrade E-Citation units as needed. The costs of replacing/upgrading E-Citation units shall be paid by County from the replacement/upgrade funds to be paid by City in accordance with the foregoing.

City shall not be charged any additional charge to replace or upgrade E-Citation units.

G. Equipment:

1. As part of the law enforcement services to be provided to City, County shall purchase motorcycles and radios that meet certain law enforcement standards as determined by the County (hereinafter “Equipment”).

2. City shall pay County the full costs to County of a) the acquisition of Equipment, b) recurring costs, c) the costs of maintenance, and d) replacement and upgrade of such Equipment when they become functionally or technologically obsolete, as deemed necessary by County. The costs to be paid by City are included in the costs set forth in the Maximum Obligation of City.

3. The Equipment purchased by the County for services to the City shall be the property of the County.

4. Radios and motorcycles previously purchased by the City for County law enforcement services to the City shall be the property of and maintained by the City. Notwithstanding the Indemnification provisions of this Contract, County shall be responsible to City for any damage to City radios and motorcycles caused by County’s act or omission.

H. City Office Space

1. In consideration of the promises contained herein, City hereby grants to County rent-free use of office space, office furniture, and office equipment and supplies located in City Hall or other City building for the provision of services under this Contract (hereinafter “Police Station”). Said office space, furniture and equipment and supplies shall be used solely by personnel of City and County, while performing their assigned duties related to services under this Contract. City and County shall mutually agree on the precise location, size and type of said office space, office furniture and office equipment supplies. City shall supply all repair, maintenance and janitorial supplies and services to the Police Station and shall be responsible for all charges for utilities supplied to said premises.

2. City and Sheriff agree to staff the Police Station and remain accessible to the public during normal business hours. Sheriff personnel who are regularly deployed to deliver services to adjacent unincorporated areas may operate in and out of the Police Station as a regular duty station.

3. City shall be responsible for the cost of fuel used for services in this Contract. City may: 1) provide fuel via the City’s fuel pumps or 2) otherwise pay the County for the provision of fuel in a manner that is acceptable to both Parties. For motorcycles, the City shall pay the County for the provision of fuel in a manner that is acceptable to both Parties. For all other vehicles, City and County shall mutually agree on which method shall be utilized. Limited reimbursement of such costs is included in the costs set forth in Attachment B.

4. Persons detained in City will be booked into the Sheriff Intake-Release Center. Persons will not be booked or housed at the Police Station.

5. Fingerprinting and copying services will be performed by Sheriff employees located at the Police Station.

County of Orange
Sheriff Coroner Department

ATTACHMENT B

PAYMENT PROVISIONS

1. Compensation: Pursuant to Government Code Section 51350, City agrees to pay to County the full costs of performing the services mutually agreed upon in this Contract. The costs of services include salaries, wages, benefits, mileage, services, supplies, equipment, and divisional, departmental and County General overhead.

The Maximum Obligation of City for services to be provided by the County for the period July 1, 2026 through June 30, 2027 shall be $15,586,583 (herein “Maximum Obligation”). The County shall provide the City with a new Maximum Obligation prior to the start of the new fiscal year term for the remaining fiscal years included in this Contract Term, if applicable.

The overtime costs included in the Contract are only an estimate. Sheriff shall notify City of actual overtime worked during each fiscal year. If actual overtime worked is above or below budgeted amounts, billings will be adjusted accordingly at the end of the fiscal year. Actual overtime costs may exceed City’s Maximum Obligation.

2. Personnel and Deployment:

A. City shall pay the full costs of employees in the following instances:

1. County-paid holidays.

2. Sick leave to the extent that it does not exceed the greater of a.) 12 days per year, per position, or b.) the amount of leave accrued by an employee assigned to City during the time he or she has been assigned to City.

3. Vacation leave to the extent it does not exceed an amount permitted by County to be accumulated by an employee at any one time.

4. Training as mandated by the California Commission on Peace Officers Standards and Training (P.O.S.T.) or as mandated by Sheriff.

5. Bereavement leave as authorized by County.

6. Jury duty leave as authorized by County.

7. Responses to mutual aid and natural or man-made disasters or emergencies, unless the County provides a replacement employee, in which case the City will pay for one employee.

B. A position unfilled for any period as a result of Workers’ Compensation leave shall be considered on leave. A position unfilled for any period as a result of reassignment to another function within Sheriff’s Department shall be considered vacant. The County will provide a credit to the City for the hours a position is vacant. The credit may be offset with overtime and reconciled at fiscal year-end.

C. The Sheriff shall not charge the City when an employee, usually assigned to the City, participates in specialized Sheriff services that are available throughout the County, including in City, in accordance with County Resolution No. 89-1160. If the Sheriff determines that overtime coverage of the employee’s absence at City is required, the additional cost of such overtime will not be charged to the City.

Notwithstanding the above, in the event that County personnel provide services in response to mutual aid and natural or man-made disasters or emergencies and the County subsequently receives reimbursement for those services, the County will credit the reimbursement to the City.

3. Invoice: County shall invoice City monthly and will require payment by City of one-twelfth (1/12) of the Maximum Obligation of City. If a determination is made that increases due to Employee Bargaining must be paid, County thereafter shall include the pro-rata charges for such increases in its monthly invoices to City for the balance.

4. Employee Bargaining: At the time this Contract is executed, there may be unresolved issues pertaining to potential changes in salaries and benefits for County employees. If changes result in the County incurring or becoming obligated to pay for increased costs for or on account of personnel whose costs are included in the calculations of costs charged to City hereunder, City shall pay County, the full costs of said increases to the extent

County of Orange
Sheriff Coroner Department

such increases are attributable to work performed by such personnel after the starting date of this Contract. City shall pay County in full for such increases on a pro-rata basis over the portion of the Contract term remaining after County notifies City that increases are payable.

If City is required to pay for such increases, County, at the request of City, will thereafter reduce the level of service provided to City to a level that will make the Maximum Obligation of City an amount specified by City.

The purpose of such adjustment of service levels will be to give City the option of keeping its Maximum Obligation hereunder at the pre-increase level or at any other higher or lower level specified by City. In the event of such reduction in level of service and adjustment of costs, the parties shall execute an amendment to this Contract. Decisions about how to reduce the level of service provided to City shall be made by Sheriff with the approval of City.

5. Billing Policy: City shall pay County in accordance with County Board of Supervisors’ approved County Billing Policy dated October 27, 1992. The provisions of the policy, including a discount for early payment, shall apply to this Contract. Payments made electronically via a credit card or through a banking system that charges Merchant Fees, Service Fees, or any other Fees shall be the responsibility of the City. If the County is charged any of the before mentioned fees, the City shall be responsible for payment of these fees to the County.

6. Late Penalties: County shall charge City late payment penalties in accordance with County Billing Policy.

7. Licensing Payments: As payment for the Licensing Services described in this Contract, County shall retain all fees paid by applicants for licenses pursuant to City ordinances. Retention of said fees by County shall constitute payment in full to County for costs incurred by County in performing the functions related to licensing; provided, however, that if any of said fees are waived or reduced by City, City shall pay to County the difference between the amount of fees retained by County and the fees that were set forth in the City’s ordinances at the time this Contract was executed. If City increases the fee schedule for the licensing ordinances, either party shall have the right to seek amendment of this Contract with respect to the division of the increased fees between City and County.

8. Fees: Fees generated or collected by Sheriff contract personnel for response to false alarms or copying of documents related to the services provided in this Contract will be at County-established rates and will be credited to City on an annual basis. Narcotic asset forfeitures will be handled pursuant to Attachment G.

Revenue generated by City fees, including but not limited to the following, will be at rates established by City and will be retained by City:
a. Bicycle licensing
b. Fingerprinting
c. Visa letters
d. Report duplication
e. DUI cost recovery
f. Special police services

ATTACHMENT C
Title Detail Quantity
Cost of Service
(each)
Cost of Service
Total
MANAGEMENT:

Captain 1.00 $ 508,914 $ 508,914
SUPERVISION:

Sergeant Administrative 0.50 $ 409,290 $ 204,645
Sergeant Patrol 4.00 $ 409,285 $ 1,637,140
INVESTIGATION SERVICES:

Sergeant Investigative 0.50 $ 395,788 $ 197,894
Investigator 3.00 $ 343,215 $ 1,029,645
Investigative Assistant 1.00 $ 167,967 $ 167,967
PATROL AND TRAFFIC SERVICES:

Deputy Sheriff II -Patrol Patrol 23.00 $ 326,941 $ 7,519,643 Deputy Sheriff II -Motor Motorcycle 2.00 $ 337,287 $ 674,574 ADDITIONAL SERVICES:

Crime Prevention Specialist Crime Prevention 1.00 $ 133,268 $ 133,268 Community Services Officer Parking/Traffic Enf. 3.00 $ 163,835 $ 491,505 Office Specialist Office Support 1.00 $ 126,642 $ 126,642 Deputy Sheriff II Community Support 2.00 $ 326,941 $ 653,882 Deputy Sheriff II School Resource Officer 1.00 $ 326,941 $ 326,941 TOTAL POSITIONS 43.00 $ 13,672,660
REGIONAL / SHARED STAFF:

Title Regional Team Quantity % Allocation Cost $
TRAFFIC:

Sergeant Traffic 0.60 9.52% $ 25,626
Investigator Traffic 1.00 9.52% $ 34,225
Deputy Sheriff II Traffic 3.00 9.52% $ 115,900
Investigative Assistant Traffic 2.00 9.52% $ 36,338
AUTO THEFT:

Sergeant Auto Theft 0.30 5.13% $ 6,876
Investigator Auto Theft 2.00 5.13% $ 42,934
Investigative Assistant Auto Theft 1.00 5.13% $ 9,864
Office Specialist Auto Theft 1.00 5.13% $ 7,348
MOTORCYCLE (shared Supervision):

Sergeant Motorcycle Supervision 1.00 7.02% $ 32,362
TOTAL REGIONAL/SHARED 11.90 $ 311,473

OTHER CHARGES AND CREDITS
OTHER CHARGES:

CREDITS:

TOTAL OTHER CHARGES AND CREDITS $ 1,602,450
TOTAL COST OF SERVICES $ 15,586,583

ORANGE COUNTY SHERIFF-CORONER

CITY OF YORBA LINDA
FY 2026-27

LEVEL OF SERVICE
Credits include: AB (2011 Public Safety Realignment); estimated vacancy credits; deployment savings; false alarm fees; reimbursement for training and miscellaneous programs; and restitution payment credits.

Other Charges include: Annual leave paydowns and apportionment of cost of leave balances paid at end of employment; Body Worn Camera (BWC) and In Car Video (ICV); contract administration; data line charges; services and supplies; enhanced helicopter response services; ECitation recurring costs for two (2) units; holiday pay; Integrated Law & Justice of Orange County fees; Mobile Data Computer (MDC) recurring cost for seventeen (17) Mobile units and six (6) Laptop units; overtime; patrol training cost allocation; premium pay for bilingual staff, education incentive pay and on-call; and transportation charges.

LAW ENFORCEMENT CONTRACT

ATTACHMENT H

SPECIAL SERVICES
Yorba Linda
The purpose of this attachment is to define, in greater detail, the areas of responsibility, between the City of Yorba Linda, hereinafter referred to as “City” and County of Orange, Sheriff-Coroner, hereinafter referred to as “Sheriff”.

1. Sheriff will provide an annual report of hours worked in support of contract services including supplemental services. A monthly report of overtime hours worked will be provided to the City Manager. The overtime hours worked report will be in the same format as the overtime report currently provided on a monthly basis to existing contract cities. City and Sheriff will develop the format of an end-of-year report listing actual hours worked by job classification.

2. City will be responsible for the parking administration program. For parking enforcement, City will adopt the County’s current bail schedule and ensure that it filed with County.

3. Patrol vehicles in City will have Yorba Linda in gold lettering on the driver’s side and front passenger door with the City’s seal centered directly above the lettering.

DIRECT PURCHASE SERVICES & COUNTY SAVINGS/
NO POSITIONS SALARY OVERTIME POST PAY BENEFITS SUPPLIES TRANSP. DEPT. OH DIV. OH TRAINING OVERHEAD OTHER REVENUE TOTAL 1 Captain 241,997 0 12,511 211,282 5,581 0 11,609 17,999 4,907 3,028 0 0 508,914

0.5 Sergeant - Administrative 90,912 0 11,531 79,294 2,791 0 5,805 10,639 2,454 1,219 0 0 204,645

0.5 Sergeant - Investigative 90,912 0 11,531 79,294 2,791 0 5,805 3,888 2,454 1,219 0 0 197,894 4 Sergeant - Patrol 727,292 0 92,244 634,356 22,324 0 46,436 85,108 19,628 9,752 0 0 1,637,140 3 Investigator 476,817 0 42,912 414,111 16,743 0 34,827 23,328 14,721 6,186 0 0 1,029,645 2 Deputy Sheriff II - Community Support 289,856 0 18,662 251,338 11,162 0 23,218 46,160 9,814 3,672 0 0 653,882 23 Deputy Sheriff II - Patrol 3,333,344 0 214,613 2,890,387 128,363 0 267,007 530,840 112,861 42,228 0 0 7,519,643 2 Deputy Sheriff II - Motorcycle 303,056 0 18,662 258,674 11,162 0 23,218 46,160 9,814 3,828 0 0 674,574 1 Deputy Sheriff II - School Resource Officer 144,928 0 9,331 125,669 5,581 0 11,609 23,080 4,907 1,836 0 0 326,941

37.0 Subtotal Safety $5,699,114 $0 $431,997 $4,944,405 $206,498 $0 $429,534 $787,202 $181,560 $72,968 $0 $0 $12,753,278 3 Community Services Officer 219,552 0 0 153,939 16,743 0 34,827 63,831 0 2,613 0 0 491,505 1 Crime Prevention Specialist 66,231 0 0 44,814 5,581 0 11,609 4,245 0 788 0 0 133,268 1 Investigative Assistant 77,799 0 0 64,529 5,581 0 11,609 7,523 0 926 0 0 167,967 1 Office Specialist 62,264 0 0 42,202 5,581 0 11,609 4,245 0 741 0 0 126,642

6.0 Subtotal Professional $425,846 $0 $0 $305,484 $33,486 $0 $69,654 $79,844 $0 $5,068 $0 $0 $919,382

43.0 TOTAL STAFF $6,124,960 $0 $431,997 $5,249,889 $239,984 $0 $499,188 $867,046 $181,560 $78,036 $0 $0 13,672,660

REGIONAL / SHARED STAFF

0.6 Traffic - Sergeant 9.52% 10,835 500 1,317 9,194 565 981 663 1,134 280 157 0 0 25,626 1 Traffic - Investigator 9.52% 15,123 0 1,361 13,134 941 0 1,105 1,890 467 204 0 0 34,225 3 Traffic - Deputy Sheriff II 9.52% 45,418 9,296 2,664 37,783 2,824 6,820 3,314 5,669 1,401 711 0 0 115,900 2 Traffic - Investigative Assistant 9.52% 15,580 266 0 12,504 1,852 0 2,209 3,731 0 196 0 0 36,338

0.3 Auto Theft - Sergeant 5.13% 2,919 135 355 2,477 148 264 179 282 75 42 0 0 6,876 2 Auto Theft - Investigator 5.13% 17,072 1,873 1,467 14,497 988 3,214 1,190 1,877 503 253 0 0 42,934 1 Auto Theft - Investigative Assistant 5.13% 4,080 338 0 3,384 486 0 595 926 0 55 0 0 9,864 1 Auto Theft - Office Specialist 5.13% 3,284 3 0 2,181 486 0 595 758 0 41 0 0 7,348 1 Motorcycle Sergeant + MDC 7.02% 13,603 0 1,618 11,649 917 1,289 815 1,394 344 195 538 0 32,362

11.9 Subtotal Regional/Shared $127,914 $12,411 $8,782 $106,803 $9,207 $12,568 $10,665 $17,661 $3,070 $1,854 $538 $0 $311,473

INDIRECT COSTS
Second Amendment
FINAL
May 14, 2026

SALARIES & EMPLOYEE BENEFITS

CITY OF YORBA LINDA
FISCAL YEAR 2026-27
YEAR 2 OF 5 YEAR TERM
Yorba Linda FY 26-27 Spreadsheets/FINAL FY 26-27 Page 1 of 2 5/18/2026

INDIRECT COSTS
Second Amendment
FINAL
May 14, 2026

SALARIES & EMPLOYEE BENEFITS

CITY OF YORBA LINDA
FISCAL YEAR 2026-27
YEAR 2 OF 5 YEAR TERM

ADDITIONAL SERVICES & COUNTY SAVINGS/
NO COSTS/REVENUE SALARY OVERTIME POST PAY BENEFITS SUPPLIES TRANSP. DEPT. OH DIV. OH TRAINING OH OTHER REVENUE TOTAL Overtime 757,153 51,741 9,010 817,904
Estimate: Vacancy Credit (80,482) (80,482)
Annual Leave (Pay Downs & Termination Pay) 117,726 117,726 AB109 (2011 Public Safety Realignment) (9,260) (9,260)
Body Worn Cameras (BWC) and In Car Video (ICV) Costs 233,491 233,491 Contract Administration 47,596 47,596
Data Line 6,297 6,297
2 E-Citation - Recurring/Replacement 5,285 5,285
Enhanced Helicopter Services 55,052 55,052
Holiday Pay: Comp & Straight Time 206,617 206,617
Integrated Law & Justice Agency of Orange County 5,399 5,399 Mobile Data Computer (MDC) - Acquisition 0
6 Mobile Data Computer (MDC) - Recurring Costs: Laptop 17,445 17,445 17 Mobile Data Computer (MDC) - Recurring Costs: Motorcycle & Patrol 79,914 79,914 28 Patrol Training Cost Allocation (FTB) 291,579 291,579 -3 Patrol Training Cost Allocation (Credit to YL) (31,241) (31,241) Premium Pay 199,506 199,506
Retirement Rate Discount (Expenses for Interest and Issuance) 0 Retirement Rate Discount (Gross) 0
Revenue/False Alarms (19,417) (19,417)
Revenue/Training Reimbursement 0
Savings related to Unincorporated Coverage (3 DSII) (980,827) (980,827) Services & Supplies 103,248 103,248
Transportation - Maintenance, Depreciation, etc. (No Fuel) 536,794 536,794 Restitution Payments Credits (175) (175)
Subtotal $0 $757,153 $0 $51,741 $109,545 $591,846 $0 $0 $260,338 $9,010 $832,496 ($1,009,679) $1,602,450 $6,252,874 $769,564 $440,779 $5,408,433 $358,736 $604,414 $509,853 $884,707 $444,968 $88,900 $833,034 ($1,009,679) $15,586,583 $6,275,936 $768,355 $438,521 $5,657,796 $305,974 $560,927 $467,395 $859,332 $395,850 $86,960 $817,909 ($1,022,595) $15,612,360 -0.37% 0.16% 0.51% -4.41% 17.24% 7.75% 9.08% 2.95% 12.41% 2.23% 1.85% -1.26% -0.17% ($23,062) $1,209 $2,258 ($249,363) $52,762 $43,487 $42,458 $25,375 $49,118 $1,940 $15,125 $12,916 ($25,777) FY 2026-27 FINAL CONTRACT TOTAL
FY 2025-26 FINAL FIRST AMENDMENT CONTRACT TOTAL
Yorba Linda FY 26-27 Spreadsheets/FINAL FY 26-27 Page 2 of 2 5/18/2026

ADMINISTRATION DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JEFF JOHNSON, IT MANAGER
SUBJECT: APPROVE A THREE-YEAR AGREEMENT FOR ESCRIBE AGENDA

MANAGEMENT SOFTWARE

RECOMMENDATION
Approve a three-year agreement for eScribe agenda management software.

DISCUSSION
After a competitive bidding and selection process, the City migrated to eScribe in 2020 for City Council and Commission agenda preparation, meeting management and website live streaming. The product has been continuously improved and an effective tool for City departments. The recommended three-year renewal will also enable the City to upgrade to the newest version of eScribe

FISCAL IMPACT
The first-year subscription costs ($35,245) is included in the FY 2026-27 Budget. The cost for the second and third year will increase by seven percent each year for a three-year cost of approximately $113,000.

ALTERNATIVES
Do not approve the recommended action and provide alternative direction.

ATTACHMENTS

1. eScribe Agreement

Subscription Agreement

Confidential
Subscription Agreement 2025
This Subscription Agreement (the "Agreement") is entered into 1 day of July, 2026 by and between eScribe Software USA, Inc. (“eScribe”) and City of Yorba Linda Customer (each a “Party” and collectively, the “Parties”). This Agreement, together with any appendices referenced and attached, govern the Customer’s subscription to the eScribe product.
eScribe Terms and Conditions

1. Overview of eScribe
eScribe’s service is a proprietary software application and platform for the purpose of meeting and agenda automation which it makes available as services via the internet. eScribe includes online storage space for storing, retrieving and sharing Customer Content (as defined below). Services under this Agreement may be provided by eScribe USA Inc, and its affiliated entities and wholly owned subsidiaries.

2. Definitions
The terms below have the following meaning:

A. “Affiliate” means any entity controlled by, controlling, or under common control with such Party where "control" in any of the foregoing forms means ownership, either direct or indirect, of more than 50% of the equity interest entitled to vote for the election of directors or equivalent governing body.

An entity shall be considered an Affiliate only so long as such entity continues to meet the foregoing definition.

B. “Customer Content” shall mean the content, documents, audio and video uploaded or inputted to the Services or created, produced by the Customer during Use of the Services.

C. “Data Storage” refers to the online electronic secure storage of all Customer Content during the Use of the Services.

D. “Documentation” includes any and all printed or electronic guides and manuals, including sales, marketing and training materials provided by eScribe for the proper Use of the Services.

E. “Implementation Services” refers to the configuration, training, and other services set out in Appendix C.

Subscription Agreement

Confidential
Subscription Agreement 2025
F. “Legacy Data” refers to the ongoing Data Storage of Customer Content from previous Term(s) as set out in Appendix D.

G. “Personal Information” means information which relates to an identified or identifiable individual, and includes any information defined from time to time as “personal information” under applicable Privacy as defined herein.

H. “Privacy Laws” means applicable laws and regulations relating to privacy, data protection, or data security.

I. “Services” or “Software” means the provision of the software service known as “eScribe”, together with any services provided, including the applications for access to the eScribe site, System Upgrades and interfaces made available to the Customer in connection with eScribe.

J. “Support Services” shall mean the technical support for the Customer’s use of eScribe as made available under eScribe's Support Services set out in Appendix B.

K. “Taxes” refers to all present or future sales tax, consumption tax and similar taxes.

L. “Usage Data” refers to the data generated automatically through access or use of eScribe, including but not limited to user log-in data, date and time stamps, device details such as browser type and operating system, IP address, feature usage, product settings and configuration, activity records, and associated log data and metadata. For the avoidance of doubt, Usage does not include Customer Content.

M. “Use” shall mean the ability for the Customer to login with username and password and access the Services via the internet.

N. “You or Your” refers to Customer, as defined in the preamble of this Agreement.

3. Operations

3.1 Software, Implementation Services. eScribe shall provide the Software, Implementation Services, and the Documentation to the Customer subject to the terms of this Agreement. The Implementation Services will be provided in a professional, timely, and competent manner. eScribe shall take appropriate steps to carry out the Implementation Services to the reasonable satisfaction of the Customer.

Subscription Agreement

Confidential
Subscription Agreement 2025

3.2 Availability of Service. eScribe shall make the Services available twentyfour (24) hours a day, seven (7) days a week, and will credit the Customer 10% of the equivalent monthly Subscription Fees listed in Appendix A for each three (3) hour period for which the Services are unavailable for Use by the Customer in a monthly period. "Uptime" and "Downtime" is recorded and calculated on a monthly basis and will be applied as a credit towards the annual Subscription Fees listed in Appendix A, for the next year.

Downtime does not include scheduled outages for software updates, server or network maintenance (which will generally be scheduled for weekends or after midnight eastern time), notification of which will be provided to the Customer’s designated Support Contacts five (5) days in advance. Unsuitable Customer operating environment, including, but not limited to, inadequate end user computer configuration, installed third party software, internet connection issues or general internet congestion issues are excluded from any downtime calculations. Account credits of eScribe for any twelve (12) month period are hereby limited to a maximum of twenty percent (20%) of the annual Subscription Fees listed in Appendix A paid by the Customer during the prior twelve (12) month period up to the outage. Downtime is measured from the time that a trouble ticket is registered with Support Services by the Customer for the Services being unavailable for Use or the time that eScribe becomes aware that the Services are unavailable for Use (whichever is earlier), to the time the problem is resolved, and the Services are restored. In the event that eScribe becomes aware that the Services are unavailable for Use, eScribe shall notify the Customer immediately.

3.3 Support Services. During the Term of this Agreement, eScribe will provide the Customer the Support Services as described in Appendix B.

3.4 Access. eScribe will provide access to users designated by the Customer. eScribe may deny access to the Service if it has reason to believe that a login or password has been lost, stolen or compromised or is used contrary to the terms of this Agreement or threatens the security of Customer Data, the eScribe Service, or other users. You are solely responsible for all acts or omissions of any person using eScribe through assigned logins or passwords, or integrated access methods like Azure Active Directory. Use of eScribe via Customer logins and passwords, or integrated access methods is deemed to have been authorized by the Customer. If any of the Customers logins, passwords or access methods are lost, stolen or compromised, the Customer will promptly notify eScribe. Upon receipt of

Subscription Agreement

Confidential
Subscription Agreement 2025
such notice, the affected logins and passwords will be cancelled or suspended as soon as is reasonably practicable, but the Customer remains responsible for any actions prior to our receipt of that notice. Customer may not make available the Service for Use by any third parties.

3.5 Usage Data. eScribe may collect and process Usage Data to (a) provide Services and associated support to Customer; (b) manage and secure its technical infrastructure; (c) develop and improve its products and services; (d) communicate with Customer about your use of the Services and provide recommendations regarding additional offerings; (e) enforce the terms of this Agreement or other contractual terms; (f) prevent abuse and fraud; (g) perform statistical analyses; and (h) for its internal business purposes. eScribe may share Usage Data with its affiliates and third-party service providers for these purposes, or as otherwise required or permitted by applicable law.

3.6 Customer Content Retrieval. During the Term of this Agreement, the Customer may retrieve Customer Content from the Services at any time and, within ten (10) days of the Customer’s request, eScribe will make available any Customer Content that is stored in native file format (Word, Excel, PowerPoint, PDF, MP4).

3.7 Privacy. eScribe will comply with its obligations under all applicable laws and regulations related to the operation of the Services, including all applicable Privacy Laws.

4. License and Related Terms.

4.1 License Grant. During the Term and subject to You and Your Users’ ongoing full compliance with the terms and conditions set forth in this Agreement, eScribe (a) grants Customer, solely for your internal and legitimate purposes, a limited, revocable, non-exclusive, non-sublicensable and non-transferable license to access and use the modules of the Service as set forth in your subscription.

4.2 Commitments and Restrictions. Customer and Your Users shall not: (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Services, the Software or the eScribe Sites available to any third party; (b) modify, copy or create derivative works based on eScribe or the Software; (c) frame or mirror any

Subscription Agreement

Confidential
Subscription Agreement 2025
content forming part of or all of the Services or the eScribe Sites, other than on your own intranets or otherwise for your own internal business purposes as permitted by this Agreement; (d) reverse engineer, disassemble, decompile or otherwise attempt to imitate, derive or discover the source code for the Software; (e) provide non-Users with access to the Services, the Software or eScribe Sites, whether directly or through a service bureau, commercial time-sharing arrangement, or application service provider arrangement; (f) use the Services, the Software or the eScribe Sites to provide outsourcing or training services to non-Users; (g) otherwise market the Services, the Software or the eScribe Sites to third parties without eScribe’s written permission; (h) access or use the Services in order to build a competitive product or service, or copy any ideas, features, functions or graphics of the Services or the Software; (i) use the Service for any illegal or unauthorized purposes or beyond the scope of the this Agreement; or (j) breach or attempt to breach the security of any platforms or applications in the Services or the Software.

4.3 Rights to Intellectual Property. eScribe grants no other right or license to any of its or its affiliates’ intellectual property to You by implication, estoppel or otherwise. You acknowledge and agree that eScribe or its affiliates (as applicable) owns all right, title, and interest in, to, and under such intellectual property and that you shall not acquire any proprietary rights therein. Any use by You or Your Users of any of such intellectual property and all goodwill and other rights associated therewith shall inure to the benefit of eScribe or its affiliates (as applicable).

4.4 Customer Responsibilities. You are responsible for Your Users’ use of the Services. You will: (a) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Content; (b) ensure that each User has all necessary permissions, consents, approvals, and licenses for and to the Customer Content; and (c) comply with all applicable local, state, federal and foreign laws, or regulations in connection with each User’s use of the Services. You shall not transfer or assign Your eScribe account privileges to a third-party without eScribe’s prior written consent. Users are authorized to use the Services only for Your legitimate activities. As between You and eScribe, You shall be solely responsible for, and eScribe shall have no responsibility for, monitoring and policing the adherence of Users to all applicable laws, regulations, duties, and obligations with respect to accessing, distributing, and using Customer Content. You acknowledge and agree that eScribe is not responsible or liable in any way for any Customer Content and has no duty to pre-screen such content. However, eScribe reserves the right to remove Customer Content from the Site at any time, without prior notice, if eScribe in its sole

Subscription Agreement

Confidential
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discretion concludes that the Customer Content may violate applicable law.

4.5 Feedback and Improvements. The Customer acknowledges and agrees that eScribe shall own all rights, title, and interest, in and to any improvements to the Services, or any new programs, upgrades, modifications or enhancements to the foregoing, whether developed by eScribe or Customer in connection with rendering the Services to You. In the event that the Customer provides any feedback, ideas, suggestions proposals, refinements or other improvements (collectively, “Feedback”), the Customer hereby irrevocably transfer and assign to eScribe all rights, title, and interest which Customer may have in such Feedback. eScribe shall have the right, but not the obligation, to use any such Feedback to improve any or all parts of its Services or Software and in the event that eScribe does incorporate such Feedback, it shall solely retain all right, title and interest in such Feedback. In the event that such Feedback does not automatically transfer to and vest in eScribe, You hereby grant an exclusive, irrevocable, transferable, sublicensable, royalty-free, fully paidup license to eScribe and its affiliates to use the Feedback for any purpose without notice or restriction.

4.6 Ownership of Customer Content; Disclaimer. As between You and eScribe, You exclusively own all rights, title and interest in and to all Customer Content provided by You to eScribe Sites or under the Services. You acknowledge and agree that eScribe’s custodial function is limited to the technical operation and maintenance of the Services and shall not extend to any fiduciary or other duty of care related to management of the sourcing, posting, accessing, use, or receipt for any Customer Content, or any functioning which utilizes the Service.
5 Confidentiality

5.1 Definition of Confidential Information. As used herein, “Confidential Information” means all confidential and proprietary information of a Party (“Disclosing Party”) disclosed to the other Party (“Receiving Party”), including any intellectual property or proprietary rights, that (a) if disclosed orally is designated as confidential at the time of disclosure, (b) if disclosed in writing is marked as “Confidential” and/or “Proprietary,” or (c) reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Without limiting the foregoing, Confidential Information of eScribe shall include the terms and conditions of this Agreement (including pricing and other terms

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reflected hereunder), provision of the Services, screenshots of eScribe, pricing in proposals, business and marketing materials, technology and technical information, product designs, and business processes. The Customer’s Confidential Information shall include the Customer Content. Notwithstanding the foregoing, eScribe may disclose the existence and terms of this Agreement, in confidence, to a potential purchaser of or successor to any portion of such Party’s business resulting from the reorganization, spin-off, or sale of all or a portion of all the assets of any business, division, or group of such Party. Confidential Information shall not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party; (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party; (iii) was independently developed by the Receiving Party, which can be demonstrated with clear and convincing evidence; or (iv) is received from a third party without breach of any obligation owed to the Disclosing Party.

5.2 Confidentiality and Non-Disclosure. The Receiving Party shall not disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, except with the Disclosing Party’s prior written permission. Notwithstanding the foregoing, the Receiving Party may disclose such Confidential Information to those of its employees and contractors who need to know such information for purposes of performing this Agreement and certifies that such employees and contractors have agreed, either as a condition of employment or in order to obtain the Confidential Information, to be bound by terms and conditions substantially similar to those in this Section 5. The Receiving Party shall use the same degree of care to protect the Confidential Information as it uses to protect its own information of a confidential and proprietary nature, and in no event shall it use less than a reasonable degree of care.

5.3 Compelled Disclosure. If the Receiving Party is compelled by law or legal process to disclose Confidential Information of the Disclosing Party, it shall provide the Disclosing Party with prior notice of such compelled disclosure (to the extent legally permitted), provide reasonable assistance, at Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure and only make such disclosure, in both manner and content, as required by such law or legal process.

5.4 Remedies. If the Receiving Party discloses or uses (or threatens to disclose or use) any Confidential Information of the Disclosing Party in

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breach of confidentiality protections hereunder, the Disclosing Party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the Parties that any other available remedies are inadequate.

5.5 Survival. Notwithstanding the expiration or termination of this Agreement for any reason, the obligations of confidentiality and nonuse set forth in this Section shall continue in perpetuity. 6 Pricing and Payment

6.1 Subscription Fees. The first year’s Subscription Fees and the Implementation Fees, as described in Appendix C, will be invoiced as of the date of this Agreement and will be due according to the terms of the invoice. The Subscription Fees are due annually thereafter and will increase from the previous year’s Subscription Fees by seven percent (7%). eScribe may implement revised Subscription Fees for the Renewal Term, as defined in Section 7.1, by giving written notice of such price changes to You at least ninety (90) days prior to the expiration of the current Term, and that pricing will take effect unless You elect to terminate this Agreement in accordance with Section 7.

6.2 Implementation Fees. The Implementation Fees listed in Appendix C are assessed for remote participation by eScribe personnel during the onboarding process. Optionally, should the Customer wish to have eScribe personnel attend onsite during the onboarding process, additional travel and living expenses would apply in addition to the Implementation Fees listed in Appendix C.

6.3 Legacy Data. If Legacy Data fees apply, it will be added to the annual Subscription Fees as set out in Appendix D.

6.4 Overdue Payments. All payments are due thirty (30) days from the date of invoice. Any invoiced amounts (excluding those subject to good faith dispute), not received by eScribe by the due date may accrue, at eScribe’s discretion, late charges at the rate of twelve

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percent (12%) per annum, or the maximum rate permitted by applicable law, whichever is lower, from the date such payment was due until the date paid. In addition, Customer shall be responsible for reasonable attorneys’ fees and other reasonable costs of collection in the event of nonpayment by the Due Date.

6.5 Taxes. All fees and other charges set forth in this Agreement are exclusive of any and all applicable Taxes due to eScribe from Customer. Payment of all applicable Taxes shall be the responsibility of the Customer. If any such Taxes has to be withheld under this Agreement, Customer shall increase payment under this Agreement by such amount as to ensure that eScribe has received an amount equal to the payment otherwise required after such withholding or deduction.

6.6 Nonpayment and Suspension of Services. If any portion of the Customer invoice is more than thirty (30) days past due, in addition to any of its other rights or remedies under this Agreement or by applicable law, eScribe reserves the right to suspend access to the Service, but only if such past due account is not paid within five (5) business days after written notice of eScribe’s intent to exercise its right to suspend hereunder. Any such permitted suspension shall be without liability to the Customer and may continue until such amounts are paid in full.

7. Term

7.1 Term of Agreement and Subscription. The term of this Agreement commences on the date of this Agreement for a period of three (3) years (the “Term”) and will automatically renew for an additional term of equal length (“Renewal Term”) unless notice of cancellation is received 60 days prior to the expiry of the Term.

7.2 Early Termination. This Agreement may be terminated by either Party prior to the end of the Subscription Term as follows: (a) If either party is adjudged bankrupt, becomes insolvent, makes an assignment for the benefit of creditors, bankruptcy or insolvency proceedings are instituted by or against such party, and such proceedings are not removed within sixty

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(60) days (an “Event of Bankruptcy”), then the party affected by such an Event of Bankruptcy must immediately give notice thereof to the other party, and the other party at its option may terminate this Agreement upon written notice to such affected party, (b) in the event that a Party materially breaches an obligation hereunder and fails to cure such breach within thirty (30) days after being notified thereof in writing, the nonbreaching Party may terminate this Agreement at any time thereafter that the breach is continuing by providing written notice to the breaching Party, (c) by either Party for Force Majeure as defined in Section 14.7.

7.3 Termination Penalties. If this Agreement is terminated by the Customer, or the Customer downgrades their subscription during the first year of the Term, for any reason other than a material breach of this Agreement on the part of eScribe, the Customer will be liable for the First Year Subscription Fees as invoiced, and a termination or downgrade penalty amounting to 35% of the remaining Subscription Fees due for Years Two and Three of the Agreement. If the Customer terminates or downgrades their subscription during the Second Year of the Term, for any reason other than the material breach of the Agreement by eScribe, the Customer will be responsible for Second Year Subscription Fees in full as invoiced, and a termination penalty amounting to 25% of the remaining Year Three Subscription Fees. If the Customer terminates or downgrades their subscription during the Third Year of the Term, for any reason other than the material breach of the Agreement on the part of eScribe, the Customer will be responsible for the Third Year Subscription Fees in full as invoiced without any additional penalty. If the Customer terminates or downgrades their subscription during a Renewal Term for any reason other than material breach, the Customer will remain responsible for 15% for any remaining Subscription Fees due for the Renewal Term.

7.4 Post Termination Obligations. Termination of this Agreement shall not limit either Party from pursuing any remedies available to it, including injunctive relief. Agreement termination, other than by the Customer in accordance with Section 7.2, shall not relieve You of Your obligation to pay the entire Subscription Fee for the applicable Term and all other applicable fees, if any due for the use of the Services. Following any termination pursuant to Section 7.2, eScribe shall refund to the Customer the prepaid but unused portion of the Subscription Fee for the then- current Subscription Term (prorated based on the number of whole months left in the then- current Term).

7.5 Effect of Termination. Following the termination or expiration of this Agreement, including your Subscription, (a) eScribe will convert Your

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Account to an inactive status, (b) Customer must immediately cease (and eScribe can block) Your accessing and using the Services and (c) Customer will retrieve all Customer Content no later than thirty (30) days after termination. After the thirty (30) day period, eScribe will delete or destroy all copies of Customer Content in its possession or control, unless legally prohibited and upon request, provide the Customer with a certificate of destruction.

7.6 Surviving Provisions. In the event this Agreement is terminated, any provision which must survive in order to allow the Parties to enforce its meaning shall survive, including without limitation, Sections 4.3 (Rights to Intellectual Property), 4.5 (Feedback and Improvements), 5 (Confidentiality), 6 (Pricing and Payment) (until all amounts due hereunder are paid in full), 7.4 (Post Termination Obligations), 7.5 (Effect of Termination),7.6 (Surviving Provisions), 8.5 (Disclaimer), 9 (Limitation of Liability), 10 (Indemnification) and 14.3 (Survival).

8. Warranties and Disclaimers. The following representation and warranties are applicable at the execution of this Agreement and during the Term:

8.1 Mutual Warranty. Each Party represents and warrants to the other that it has the legal capacity and right to execute this Agreement; that the signatory has the authority to bind the applicable organization; and when executed and delivered, this Agreement will constitute the legal, valid, and binding obligation of each Party, enforceable in accordance with its terms.

8.2 Customer Warranty. The Customer warrants the Customer Content will not infringe on any copyright, patent, trade secret or other proprietary, privacy, or other right held by any third party, or violate any applicable law.

8.3 eScribe Warranty of Rights and Performance. eScribe warrants that: (a) it owns or otherwise has sufficient rights in the Software to license Customer to use the Service as stated in this Agreement, and (b) the Service will materially conform to and perform substantially in accordance with the Documentation.

8.4 Remedies for Breach of eScribe Warranty. In the event eScribe breaches Section 8.3 and is unable to substantially correct such deficiencies after good faith efforts and at a commercially reasonable cost within thirty (30) days of Your written notification of such nonconformance, Customer shall have the right, as Your sole remedy for

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such breach, to terminate the Agreement and receive from eScribe the prepaid but unused portion of the Subscription Fee for the then- current Subscription Term (prorated based on the number of whole months left in the then-current Subscription Term).

8.5 Disclaimer. eScribe EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES OF SUITABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS SECTION 2 G, (A) NEITHER PARTY TO

THIS AGREEMENT, NOR ANY OTHER PERSON ON SUCH PARTY'S BEHALF,

HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATION OR

WARRANTY, EITHER ORAL OR WRITTEN, WHETHER ARISING BY LAW,

COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, TRADE, OR

OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, AND (B) EACH

PARTY ACKNOWLEDGES THAT IT HAS NOT RELIED UPON ANY

REPRESENTATION OR WARRANTY MADE BY THE OTHER PARTY, OR ANY

OTHER PERSON ON SUCH PARTY'S BEHALF, EXCEPT AS SPECIFICALLY PROVIDED IN THIS SECTION 8.

9. Limitation of Liability
In no event shall either Party be liable to the other Party or its personnel for any indirect, incidental, punitive, special, or consequential damages related to use of eScribe, or for any damages for loss of profits, business interruption, harm to any computer system, or any other commercial damages or losses, regardless of the theory of liability (contract, tort, or otherwise), even if the other Party has been advised of the possibility of such damages. Except as provided herein, eScribe’s total cumulative liability for damages, expenses, costs, liability or losses to You or any User arising out of or in connection with use of eScribe or any other matter under this Agreement is capped in the amount equal to Subscription Fees prepaid by You for the annual Term in which the alleged damage or liability occurred.

10. Indemnity

10.1 By eScribe. eScribe will defend and indemnify the Customer and its users against any claim, suit, action or proceeding against it alleging (a) harm originating in willful misconduct of eScribe or (b) that the Software or use of the Services in the manner and for the purposes authorized in this Agreement infringes any third-party patent or copyright. Notwithstanding any limitation of Section 9, and only to the extent of eScribe’s applicable insurance coverage, eScribe will defend and indemnify You and Your Users

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against any claim, suit, action or proceeding against You or Your Users alleging harm originating in grossly negligent breach of this Agreement by eScribe.

In the event the Service or a component part thereof is held by a court of competent jurisdiction, or is believed by eScribe, to infringe or potentially infringe a third party’s rights, eScribe shall, with prior notice to the Customer, (i) modify, at its expense, the Service to be non-infringing; provided that such modification does not adversely affect the Service as set out in this Agreement, or (ii) obtain for Customer the right to continue using the Service in its current state at no additional expense to the Customer, or (iii) if eScribe determines that neither of the foregoing options are reasonably available, eScribe may terminate this Agreement and refund any prepaid Fees to the Customer for which it has not received Services.

10.2 Procedure. If Customer is seeking indemnification, it must promptly notify eScribe in writing of the indemnifiable claim and provide the indemnifying Party with all non-monetary assistance, information and authority reasonably required for the defense and settlement of the indemnified claim. An indemnifying Party will select counsel for defense of the indemnified claim and direct and control the defense. Provided the indemnifying Party is diligently conducting such defense, the indemnifying Party shall not be liable for any attorney’s fees of the indemnified Party. The indemnifying Party must obtain the indemnified Party’s written consent to any settlement (said consent not to be unreasonably withheld, conditioned, or delayed), except that no such consent shall be required if the settlement or compromise requires no payment of damages by the indemnified Party and does not admit any liability or determination against the indemnified Party or materially restrict the indemnifiedParty.

11. Insurance
eScribe will at all times maintain sufficient insurance, appropriate for its industry and Service. At all times during the term of this Agreement, eScribe will maintain insurance coverage at least in line with the coverage and amounts specified in its current Certificate of Insurance.

12. Advertising

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Customer agrees that eScribe may use and disclose Customer’s name in its marketing material with prior written approval of the Customer, which will not be unreasonably withheld.

13. Trademarks
Any trademarks and service marks (“Trademarks”) adopted by eScribe to identify the Services, Documentation and other products and services, belong to eScribe. Nothing herein grants, or shall be construed to grant, to Customer any rights to such Trademarks.

14. General Provisions

14.1 Relationship of Parties. In all matters relating to this Agreement Customer and eScribe are independent contractors, and nothing in this Agreement shall be deemed to place the parties in the relationship of employeremployee, principal-agent, partners, or joint ventures.

14.2 No Third-Party Beneficiaries. This Agreement is not intended to create any rights in any person or entity who is not a party to this agreement, and no such rights are created hereunder.

14.3 Entire Agreement. This Agreement, including all Appendices, is the entire Agreement between the parties and supersedes all prior negotiations, understandings and agreements between the parties concerning the subject matter hereof. No amendment or modification of this Agreement shall be made except by written agreement of both parties.

14.4 Ride Along: The terms of this Agreement may be extended for use by other parties, including: municipalities, school boards and government agencies upon execution of an addendum outlining the associated Services and Fees applicable. This term is not intended to circumvent any procurement rules and regulations of the additional party.

14.5 No Waiver. The failure of either party to exercise any right or the waiver by either party of any breach shall not prevent a subsequent exercise of such right or be deemed a waiver of any subsequent breach of the same or any other term of the Agreement.

14.6 Partial Invalidity. Should any provision of this Agreement be held to be void, invalid, or inoperative, the remaining provisions of this Agreement

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shall not be affected and shall continue in effect as though such provisions were deleted.

14.7 Force Majeure. Neither party shall be deemed in default of this Agreement to the extent that performance of its obligations or attempts to cure any breach are delayed or prevented by reason of any act of God, fire, natural disaster, act of government, or any other similar cause beyond the reasonable control of such party ("Force Majeure”), provided that such party gives the other party written notice thereof promptly and, in any event, within ten (10) days of discovery thereof and uses its reasonable efforts to cure the delay. Upon receipt of such notice, all obligations under this Agreement shall be immediately suspended. If the period of nonperformance exceeds ten (10) days from the receipt of notice of the Force Majeure event, the party whose performance has not been affected may, by giving written notice, immediately terminate this Agreement.

14.8 Assignment; Enurement. Neither Party may assign, delegate, or otherwise transfer this Agreement or any of it rights or obligations hereunder, without the prior written consent of the other Party (such consent not to be unreasonably withheld); provided however, that eScribe may assign this Agreement without Customer’s consent to any Affiliate, provided that the assignee agrees in writing to be bound by all terms and conditions of this Agreement. Furthermore, either Party may assign this Agreement without the other Party’s consent in the event of any successor or assign that has acquired all, or substantially all, of the assigning Party’s business by means of merger, stock purchase, asset purchase, or otherwise. Any assignment or attempted assignment in violation of this Agreement shall be null and void.

14.9 Injunctive Relief. The parties recognize that a remedy at law for a breach of the provisions of this Agreement relating to either party’s Confidential Information will not be adequate for the non-breaching party’s protection, and accordingly the non-breaching party shall have the right to seek, in addition to other relief and remedies available to it, injunctive relief to enforce the provisions of this Agreement in any court of competent jurisdiction.

14.10 Governing Law. If Customer is a public entity (a state or any agency or authority thereof, or county, city or town, public educational institution or other entity that serves a public purpose,), this Agreement will be governed by and construed in accordance with the substantive law (not the law of conflicts) of the state in which Customer is located with venue being a court of competent jurisdiction within such state. If Customer is a private or commercial entity, this Agreement will be governed by the laws

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of the State of Delaware without reference to the state’s conflict law principles, with appropriate courts in Delaware serving as exclusive jurisdiction for all disputes under this Agreement.

14.11 Calendar Days. All references to a day or days in this Agreement mean a calendar day or calendar days.

14.12 Time of the Essence. Time is of the essence of this Agreement and of every part hereof and no extension or variation of this Agreement will operate as a waiver of this provision.

14.13 Survival. All obligations of the parties which expressly or by their nature survive termination or expiration of this Agreement will continue in full force and effect subsequent to and notwithstanding such termination or expiration and until they are satisfied or by their nature expire.

14.14 Headings. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in the neuter gender include the masculine gender and the feminine gender and vice versa.

14.15 Notice. Any notice required or permitted to be sent hereunder shall be in writing and shall be sent in a manner requiring a signed receipt, such as courier delivery, or if mailed, registered or certified mail, return receipt requested. Notice to both parties shall be to the address and contact set forth below and updated from time to time.
eScribe Software USA, Inc.
2001 L Street N.W., Suite 500
PMB 2194, Washington, DC 20036, USA
Attn: Legal
Copy to [email protected]
Customer Contact Info for Notices:

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

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Attn: Office of the City Clerk

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The undersigned parties hereby enter into this Agreement, eScribe Software USA, Inc. City of Yorba Linda
Signature Signature
Date Date
Tara Astbury, Senior Director,
Customer Experience
Authorizing Officer, Title Authorizing Officer, Title
I have the authority to bind the organization.

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Appendix A – Annual Subscription Fees
Module License Type License Fee Quantity Cost
eScribe Transparency Bundle - Webcasting Plus Annual $ 30,624.01 1 $ 30,624.01 eScribe Meeting Manager Included
eScribe Participant Access Included
eScribe Internet Publishing Included
eScribe Report Manager Included
eScribe Webcasting Plus Included - 1 -
eScribe Meetings Pro Licenses Annual $ 56.71 11 $ 623.81 eScribe Meetings Pro Licenses Annual $ 94.74 19 $ 1,800 eScribe Entra ID Annual $ 1,500.00 1 $ 1,500
$ 34,547.88
eScribe Data Storage Fee Annual $ 9.50 73.37 $ 697.02
$ 35,244.89
eScribe Annual Service and Support Fees (1 July - 30 June) Subtotal:

Total - Annual Software and Support Fees

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Appendix B – Support Services
Subject to the terms and conditions of this Agreement, eScribe shall perform the Support Services as defined.

Definitions:

The definitions used in the Agreement are incorporated herein. In addition, the following terms shall have the following ascribed to them:
“Business Hours” means the hours during which eScribe’s helpdesk is available to take live incoming calls, emails and be available to respond to the Customer’s Support Contacts, namely 8:00 a.m. to 8:00 p.m., Monday through Friday eastern time (excluding statutory holidays). “Extended Hours” means the hours during which eScribe’s helpdesk is available to take urgent calls during 8:00 p.m. to 11:00 p.m. EST, Monday through Friday eastern time (excluding statutory holidays). “Support Contacts” means the Customer designated individuals (to be identified in the attached Problem Reporting Schedule) and any replacements designated in writing to eScribe who will serve as technical liaison between eScribe and Customer and who are to have technical knowledge and experience with the Services used by the Customer. "Updates" shall mean fixes, patches, modifications, improvements to functionality or revisions to the Services and Documentation.

All other capitalized terms shall have the meanings set out in the Agreement.

Support Services:
eScribe will provide the following services to Customer:
a. Technical assistance by telephone or electronic mail. b. Receipt and monitoring of calls during Business Hours at eScribe’ s support desk.
c. Direct access for Customer Support Contacts to eScribe’ s team of support technicians.
d. Provision of any available problem solutions related to the Services e. Make all reasonable commercial efforts to provide a response to reported problems in the manner described in the Problem Reporting Process below.
f. Make available any Updates to the Services and Documentation at no additional charge, subject to Customer’s responsibility for any Implementation Services fees for any new Services.

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Exclusions:
a. Customer’s third-party hardware and software not part of this Agreement.

Problem Reporting Process:

Step 1: Contact eScribe using one of the following methods:

Toll free number 1-855-299-0023
Email: [email protected]
Portal: https://customerportal.eScribemeetings.com
Step 2: Provide the following information:

Provide Support Contact’s name, location the Services are in Use, telephone number and E-mail address.

Step 3: Provide a description of the problem.

Provide as much detail, including system error messages and screen printouts, as possible. eScribe assign a Priority Level based on the response matrix below.

Priority Level Initial Response Status Updates
1- Complete Services or business
critical functions unavailable
or impaired
Within 2 hours Every 4 hours
2- Specific Services functions
unavailable or impaired
Within 4 hours Every 8 hours
3- Services operational, isolated
or individual user issues
Next Business Day As required on each
reported incident
eScribe shall assign a ticket number to reference the case in all future communications with Customer regarding the reported incident.

Customer understands that failure to provide accurate and detailed call information as described above may increase the amount of time needed by eScribe to diagnose the problem and develop a possible solution.

Regardless of the priority assignment, Customer’s problem must relate to the Services in order for Support Services to be applied hereunder. Where eScribe is required to perform Support Services outside of the scope of the Agreement, including but not limited to investigations, efforts and

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resolutions pertaining to third party software, hardware, networks or facilities, eScribe shall charge Customer at its daily Implementation Services rate for the services rendered.

Using the Customer Community Portal, customers are able to check the status of their support tickets at any time.

The case will not be closed by eScribe until receipt of written confirmation from the Support Contact that the problem has been resolved. If written confirmation or feedback is not received within ten (10) business days, it will be assumed the problem has been resolved and the case will be closed.

General Support Terms:
a. The Support Contacts will be the only persons authorized to receive the Support Services hereunder and to instruct eScribe in respect of Support Services.
b. The delivery of Support Services hereunder does not extend to: i) Inadequate Customer computer configurations, installed third party software, internet connection issues or general internet congestion issues; ii) Services which have been altered, modified or improperly configured by the Customer, its customers, or any third party without eScribe’s prior written consent; iii) failures related to an accident, disaster or other Force Majeure event; iv) any unauthorized use of the Services; c. eScribe warrants that its Support Services personnel shall deliver services in a professional manner and in accordance with industry standards. d. Response and resolution times provided in the Problem Reporting Process or otherwise whether orally or in writing, are intended as good faith estimates, guidelines or objectives only and are not to be taken as warranties or representations.

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Appendix C – Implementation Services
Subject to the terms and conditions of this Agreement, eScribe shall perform the Implementation Services as listed below.

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Appendix D – Legacy and Third Party Migrated Data Storage Fees Upon the completion of the initial, or any subsequent Term or Third-Party Data Migration, (Appendix E) eScribe will measure the total Customer Content Storage in gigabytes (GB) to calculate any Legacy Data storage fees based on the following schedule:

GB Price / GB / Year
0-50 $ 10.00
51-100 $ 9.50
101-150 $ 9.00
151-200 $ 8.50
201-300 $ 8.00
301+ $ 7.50

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Appendix E – Third Party Data Migration – Project Scope Subject to the terms and conditions of this Agreement, eScribe shall perform the Third-Party Data Migration Services listed below.

In Scope
- N/A
Out of Scope
- N/A
Assumptions
- N/A
Optional Sections
N/A
Additional Notes
- N/A
Migration Timelines
Data migrations are done as a phase 2 of your onboarding project. Migration projects are not committed to the schedule until the project planning phase with your onboarding team.

While we do our best to schedule as close as possible to go-live, typical lead times are approximately 6 months from date of scheduling. It is important to note that the incumbent system must remain available until after the migration is completed.

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Note, an additional cost may apply if the migration needs to happen sooner than the initially scheduled timeline.

Additional Fees
At the completion of the migration, an additional legacy data storage fee will be charged based on the amount of migrated data in gigabytes (GB) as per the table in Appendix D.

ADMINISTRATION DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JEFFREY JOHNSON, IT MANAGER
SUBJECT: APPROVE A LICENSE AGREEMENT WITH MICROSOFT

RECOMMENDATION
Approve a three-year agreement for Microsoft 365 licensing from Insight Public Sector with a total cost of $363,912.

DISCUSSION
The City utilizes Microsoft software for most server and desktop systems. The current licensing agreement expires in June 2026. The City’s Purchasing Policy allows cooperative purchasing arrangements that have been competitively bid by another public agency when it is in the City’s best interest (Municipal Code§3.04.130(8).

The County of Riverside finalized a new contract for an Enterprise Agreement with Microsoft based on their user and device counts. The City can leverage this contract to achieve greater savings than if we were to negotiate with Microsoft on our own.

The recommended agreement will provide an estimated 384 Microsoft 365 user licenses and related document storage and artificial intelligence. Annual licensing costs are estimated to be $121,304 but may fluctuate as additional licenses are added or removed.

FISCAL IMPACT
Sufficient funds are included in the FY 2026-27 Budget and will be incorporated into future budgets.

ALTERNATIVES
Do not approve the recommended action and provide alternative direction.

MICROSOFT LICENSING AGREEMENT
P a g e | 2

ATTACHMENTS

1. Insight - Microsoft renewal.pdf

2. LSP Agreement no. ITARC-930-FINAL – signed.pdf

6/2/2026 Page 1 of 1
City of Yorba Linda
Quotation: 0426-City of Yorba Linda-1-MSEA-MAR Subscription Start Date: 7/1/2026 Date: June 2, 2026 Subscription End Date: 6/30/2029
Enrollment: 49695250Contract: ITARC-00930
Part Number Item Name Program Offering Level Purchase Unit Purchase Period Pool Product Type Product Family Quantity Unit Price Extended Price Enterprise ProductsKV3-00368 Win Enterprise Device ALng SA Enterprise 6 Enterprise D 1 Year(s) Added at Signing Systems Software Assurance Win Enterprise Device 25 48.96 $ 1,224.00 $ Additional Products7NQ-00292 SQL Server Standard Core ALng SA 2L Enterprise 6 Additional Products D 1 Year(s) Added at Signing Servers Software Assurance SQL Server Standard Core 2 648.11 $ 1,296.22 $ 6VC-01254 Win Remote Desktop Services CAL ALng SA UCAL Enterprise 6 Additional Products D 1 Year(s) Added at Signing Servers Software Assurance Win Remote Desktop Serv 10 26.13 $ 261.30 $ 9EA-00278 Win Server DC Core ALng SA 2L Enterprise 6 Additional Products D 1 Year(s) Added at Signing Servers Software Assurance Win Server Datacenter Cor 32 139.19 $ 4,454.08 $ 9EM-00270 Win Server Standard Core ALng SA 2L Enterprise 6 Additional Products D 1 Year(s) Added at Signing Servers Software Assurance Win Server Standard Core 16 21.37 $ 341.92 $ Part Number Item Name Program Offering Level Purchase Unit Purchase Period Pool Product Type Product Family Quantity Term Price Extended Price Enterprise ProductsAAD-34704 M365 G3 Unified FUSL GCC Sub Per User Enterprise 6 Enterprise D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoM365 G3 Unified FUSL GCC 140 417.70 $ 58,478.00 $ U4S-00002 O365 G1 GCC Sub Per User Enterprise 6 Enterprise D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoO365 G1 GCC 244 107.45 $ 26,217.80 $ Azure Gov TenantJ5U-00004 AzureprepaymentG ShrdSvr ALNG SubsVL MVL Commit Provision Enterprise 6 Additional Products D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoAzure Monetary 1- $ - $ Additional Products7KB-00003 Defender Endpoint P2 GCC SU Defender Endpoint P1 Per User Enterprise 6 Additional Products D 1 Month(s) Non-Specific Systems Monthly Subscriptions-VoDefender Endpoint P2 GCC 140 17.34 $ 2,427.60 $ 3GU-00001 Defender O365 P1 GCC Sub Per User Enterprise 6 Additional Products D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoDefender O365 P1 GCC 222 18.32 $ 4,067.04 $ MQN-00001 Entra ID P2 Gov Sub Per User Enterprise 6 Additional Products D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoEntra ID P2 Gov 15 82.17 $ 1,232.55 $ EP2-24658 M365 Copilot GCC Sub Add-on Enterprise 6 Additional Products D 1 Month(s) Non-Specific Applications Monthly Subscriptions-VoM365 Copilot GCC 20 366.30 $ 7,326.00 $ M9T-00002 O365 Extra File Storage GCC Sub Add-on Extra Storage 1 GB Enterprise 6 Additional Products D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoO365 Extra File Storage G 5000 2.20 $ 11,000.00 $ 7MS-00001 Planner & Project P3 GCC Sub Per User Enterprise 6 Additional Products D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoPlanner & Project P3 GCC 4 273.99 $ 1,095.96 $ DDJ-00001 Power BI Pro GCC Sub Per User Enterprise 6 Additional Products D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoPower BI Pro GCC 1 100.37 $ 100.37 $ NYH-00001 Teams AC with Dial Out US/CA GCC Sub Add-on Enterprise 6 Additional Products D 1 Month(s) Non-Specific Servers Monthly Subscriptions-VoTeams AC with Dial Out US 384 - $ - $ P3U-00001 Visio P2 GCC Sub Per User Enterprise 6 Additional Products D 1 Month(s) Non-Specific Applications Monthly Subscriptions-VoVisio P2 GCC 13 137.00 $ 1,781.00 $ 1 Year Total: $ 121,303.84
3 Year Total: $ 363,911.52
Confidential. EA At Signing Thank you for the opportunity to quote.

ADMINISTRATION DEPARTMENT
DATE: JUNE 16, 2026
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: PETER GRANT, CITY MANAGER
PREPARED BY: GEOFF SPENCER, PRINCIPAL MANAGEMENT

ANALYST
SUBJECT: APPROVE THE FOURTH AMENDMENT TO THE SOLID WASTE

FRANCHISE AGREEMENT WITH REPUBLIC SERVICES

RECOMMENDATION
Approve Resolution No. 2026-6003 adopting the Fourth Amendment to the Solid Waste Franchise Agreement with Republic Services.

SUMMARY
The recommended amendment reimburses the City’s administrative costs for complying with State organic recycling mandates and creates a program, administered by Republic Services, to ensure the City meets its recovered organic waste products obligations. The amendment results in a $0.32 monthly increase to the standard residential refuse monthly bill, effective July 1.

DISCUSSION
The City Council approved the Third Amendment to the Solid Waste Franchise Agreement in 2022 to implement SB 1383, which requires residential and commercial customers to separate organic material from solid waste and recycling so that organic material can be recycled into useful products rather than decompose in landfills. To achieve that goal, the State mandates that the City purchase 3,150 tons of recovered organic waste products (ROWPs) annually.

Using Cal-Recycle grants, the City administered its own ROWP compliance program for three years at a cost of $22 per ton, but the grant funds were exhausted in May. The recommended program with Republic Services will provide a similar program at $16 per ton (approximately $50,400 annually). Republic Services will secure compost on the City’s behalf, transport it to approved sites, and provide all State-required documentation.

REPUBLIC SERVICES FOURTH AMENDMENT
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In addition to the ROWP mandate, State organic recycling laws impose significant administrative burdens. The City has identified $82,000 of ongoing administrative costs related to organic recycling compliance that was previously funded by the Cal-Recycle grants. These costs include record keeping and reporting, enforcement, program implementation, and specialized consultants. These costs are not covered by the Administrative Cost Reimbursement provisions of the Solid Waste Franchise Agreement.

This recommended amendment creates a SB 1383/Organic Recycling Compliance Cost Reimbursement which will offset the City’s compliance costs.

The Fourth Amendment will result in a $0.32 increase to the standard residential refuse monthly bill, effective July 1. These costs are incorporated in the attached Exhibit A which establishes the rates paid by residential and commercial customers, and also includes Republic Service’s annual CPI increase for 2026.

Monthly Cost
July 1, 2025
Monthly Cost
July 1, 2026
Standard residential rate* $34.18 $37.25
SB 1383 compliance and
ROWP program
N/A $0.32
Total $34.18 $37.57
*2026 rate reflects OC Waste & Recycling Waste Infrastructure Systems Enterprise cost and Republic Service’s annual CPI increase.

FISCAL IMPACT
The Fourth Amendment is estimated to recover $81,846 annually, eliminating a cost currently paid by the General Fund.

ALTERNATIVES
Do not approve the recommendation and provide alternative direction.

ATTACHMENTS

1. Fourth Amendment to the Solid Waste Franchise Agreement

2. Resolution No. 2026-6003 Republic Services Fourth Amendment

3. Exhibit A – Rates Effect July 1, 2026

FORTH AMENDMENT TO AGREEMENT FOR SOLID WASTE HANDLING

SERVICES BETWEEN CITY OF YORBA LINDA AND REPUBLIC WASTE SERVICES

OF SOUTHERN CALIFORNIA, LLC
This Fourth Amendment (the “Fourth Amendment”) to the Agreement for Solid Waste Handling Services between the City of Yorba Linda (hereinafter “City”) and Republic Waste Services of Southern California, LLC (hereinafter “Contractor”) is made and entered so as to be effective as of July 1, 2026.

RECITALS
A. City and Contractor have entered that certain Agreement for Solid Waste Handling Services effective as of April 7, 2015 (the “Original Agreement”).

B. Contractor is an affiliate of Republic Services, Inc., a Delaware corporation (“Guarantor”), and Guarantor has entered into a written Guarantee Agreement (the “Guarantee”) with City related to Contractor’s performance pursuant to the terms of the Original Agreement.

C. The Original Agreement has been amended three times by City and Contractor by a First Amendment effective as of July 1, 2018 (the “First Amendment”), a Second Amendment effective as of January 1, 2020 (the “Second Amendment”), and a Third Amendment effective as of July 1, 2022 (the “Third Amendment”). The Original Agreement, as amended by the First, Second and Third Amendments, is sometimes referred to herein as the “Agreement.” D. In 2016 Senate Bill became effective which seeks to reduce methane emissions on a Statewide basis, and, in November 2020 regulations were adopted which added Chapter 12 to 14 CCR, Division 7 and amended portions of regulations of 14 CCR and 27 CCR to implement Senate Bil 1383 (collectively referred to herein as “SB 1383”).

E. SB 1383, and more specifically 14 CCR §18993.1, imposes an obligation on the City to annually procure a quantity of recovered organic waste products (“ROWP”) that meets or exceeds City’s annual ROWP procurement target as determined by Applicable Law (the “Procurement Target”).

F. When the Third Amendment became effective, the Parties were in the process of negotiating, and contemplated entering a subsequent agreement by which Contractor would assist City in procuring ROWP of a type and quantity sufficient to enable it to meet its required Procurement Target.

G. City and Contractor have now reached an agreement by which Contractor (a direct service provider to City as defined in 14 CCR §18993.1(e)) has agreed to take such steps as are necessary to ensure City meets it Procurement Target, and otherwise complies with related laws and regulations, and intends to do so by procuring compost and/or mulch that complies with the requirements of the Applicable Laws on behalf of City.

H. SB 1383 additionally imposes significant administrative burdens on City related to a variety of activities including without limitation enforcement, reporting, and recordkeeping, which

burdens were not accounted for in the Administrative Cost Reimbursement called out in the Agreement, and the Parties desire to amend the Agreement to account for such administrative burdens.

I. Exhibit A to the Agreement sets forth the maximum rates Contractor may charge Customers for services.

J. The Agreement provides that the “Service Component” of the maximum rates Contractor may charge Customers for services is subject to an annual CPI adjustment, and may be adjusted in the discretion of the City such as is contemplated to address the costs of Contractor ensuring City complies with its Procurement Target related obligations.

K. The Agreement provides that the “Disposal Component” of the maximum rates is subject to adjustment at such times as the cost of disposal at the Orange County Landfill System adjusts as contemplated by the County Agreement.

L. City has entered into that certain agreement with the County known as the WISE Agreement, which the Parties acknowledge and agree is an amendment to the County Agreement, that among other things results in an increase to the Disposal Component of the maximum rates set forth in Exhibit A pursuant to the Agreement.

M. The Parties desire to amend Exhibit A to the Agreement, which sets forth the maximum rates Contractor may charge Customers for services, so as to reflect changes to the maximum rates set forth therein effective as of July 1, 2026, based upon Contractor’s agreement to cause the City to meet its obligations related to its Procurement Target, and taking into account adjustments to maximum rates including those required by the Agreement due to changes in the CPI and charges to the Disposal Component; and N. To accomplish the Parties intentions as set forth herein, and to set forth their agreements and understandings related to Contractor ensuring City is in compliance with its obligations related to meeting its Procurement Target, the Agreement is hereby Amended by this Fourth Amendment, while leaving unchanged all aspects of the Original Agreement, as amended by the First, Second and Third Amendments not specifically amended hereby.

O. Guarantor has reviewed this Fourth Amendment and remains willing to apply its Guarantee to Contractor’s performance under the Original Agreement as amended by the First, Second, Third and Fourth Amendment, and accordingly has executed the Acknowledgment and Consent set forth below reflecting the application of the Guarantee it has provided to Contractor’s performance hereof.

COVENANTS
SECTION 1. Recitals Incorporated. The Parties acknowledge the above recitals are true and correct and incorporate them herein as if they were fully restated.

SECTION 2. Addition of Section 11.8 – SB 1383 Compliance Cost Reimbursement. Section 11.8 is hereby added to the Agreement to read as follows:

11.8 SB 1383 Compliance Cost Reimbursement

To defray and reimburse City for costs it incurs in complying with the administrative obligations imposed upon it by SB 1383, Contractor shall pay to City, an amount equal to 0.56% of Contractor’s annual Gross Receipts each year, or portion thereof, during the Term of this Agreement (the “SB 1383 Compliance Cost Reimbursement”). The SB 1383 Compliance Cost Reimbursement shall be paid to City quarterly on or before the twentieth (20th) day of each month following the end of each quarterly period. Should any such due date fall on a weekend or holiday in which the City’s business offices are closed, payment shall be due on the first day thereafter in which the City’s business offices are open. The amount of each payment shall be equal to .56% of Contractor’s Gross Receipts received in the calendar quarter preceding the date payment is due. The SB 1383 Compliance Cost Reimbursement due hereunder shall apply to Gross Receipts of Contractor collected after the expiration of the Term hereof relating to Contractor’s performance during the Term hereof. Payments of the SB 1383 Compliance Cost Reimbursement shall be accompanied by a statement certified by an officer of Contractor attesting to the accuracy of the amounts paid, and setting forth the basis for their calculation in a manner acceptable to City. If any payment due in connection with the SB 1383 Compliance Cost Reimbursement is not paid by Contractor within thirty (30) days after any of the above noted due dates, and in addition to any other remedy provided by law, Contractor shall pay to City a penalty in an amount equal to ten percent (10%) per month, or portion thereof, of the amount owing until paid.

Section 3. Amendment to Exhibit A. Exhibit A to the Agreement is hereby replaced in its entirety with the new Exhibit A attached hereto as Exhibit 1. Exhibit 1 hereto sets forth the maximum rates that Contractor may charge Customers for services effective as of July 1, 2026, upon this Fourth Amendment taking effect.

Section 4. Amendment to Section 32 of Third Amendment - Procurement Agreement. Section 32 of the Third Amendment is amended in its entirety to read as follows:

Section 32. Contractor’s Procurement of ROWP on Behalf of City. a. Contractor agrees to take such actions as are necessary ensure the City meets its Procurement Target, and complies with all related obligations, including those related to reporting, and intends to do so through the procurement of compost and mulch as more fully set forth herein, but may use other legally authorized methods with the advance written consent of City.
b. For the 12 month period ending December 31, 2026, Contractor shall procure 3,148.07 tons of mulch or compost for City. The Parties acknowledge City’s annual Procurement Target could vary depending on a number of factors, including changing laws and regulations; and, further, that the amount of ROWP City needs to procure with Contractor’s assistance to meet its Procurement Target may vary depending upon City’s ability to meet its Procurement Target by other means. Accordingly, the Parties shall meet on or before November 1 each year during the Term to agree upon the type(s) and quantity of compost or mulch Contractor

shall procure for the City for the upcoming calendar year, as well as the delivery location for such material.
c. All compost or mulch Contractor procures in furtherance of its obligations hereunder shall meet the requirements of 14 CCR Section 18993.1(f)(1) and 14 CCR Section 18993.1(f)(4) respectively, and be delivered for use in a manner that complies with the Applicable Laws including specifically those related to City’s procurement obligations. d. City hereby agrees to adjust the Service Component of the maximum rates Contractor may charge Customers so as to reflect a cost of $16/ton for Contractors acquisition and delivery for use of compost and mulch, and related obligations such as record keeping (the “Procurement Cost”).
e. The Procurement Cost may be adjusted in the same manner as the Service Component as set forth in the Agreement.
f. Contractor shall maintain such records documenting its procurement of ROWP on behalf of City, including records reflecting its procurement and/or delivery of compost or mulch on behalf of City hereunder, that are necessary for the City to comply with its obligations under 14 CCR Section 18994.2(j). Contractor shall maintain such records for a period of five (5) years after the creation of such records, and shall provide City with such records as reasonably necessary to document such compliance. Such records, or summaries thereof satisfactory to City, shall be provided along with Contactor’s quarterly and annual Reports required to be provided to City by the Agreement.

Section 5. Unaffected Provisions Remain in Full Force. All provisions of the Agreement, as Amended by the First, Second, and Third Amendment, excepting for those expressly amended by this Forth Amendment, shall remain unchanged and in full force and effect. [Signatures on next page]

ACKNOWLEDGEMENT AND CONSENT BY CORPORATE GUARANTOR
A. Republic Waste Services of Southern California, LLC hereinafter (“Contractor”) is an affiliate of Republic Services, Inc., a Delaware corporation (“Guarantor”).

B. Guarantor has entered a Corporate Guarantee (the “Guarantee”) related to Contractor’s obligations pursuant to the Agreement, as amended by the First, Second and Third Amendment, as defined above.

C. Guarantor hereby acknowledges and consents to the provisions of the forgoing Fourth Amendment, and agrees that its obligations as set forth in the Guarantee provided as Exhibit C to the Agreement, shall apply equally to the Agreement as amended by the First, Second, Third and Forth Amendment as if fully restated.

GUARANTOR:

Republic Services, Inc., a Delaware Corporation
By:________________________________
Print name: ________________________
Title:______________________________