1 CITY ATTORNEY DENNIS J. HERRERA CITY AND COUNTY OF SAN FRANCISCO 2 3 4 In the matter of: 5 6 7 8 AZULWORKS, INC., a California corporation, a/k/a Azul Works, Inc. and BALMORE HERNANDEZ, an individual COUNTS AND ALLEGATIONS BY THE CITY ATTORNEY UNDER SAN FRANCISCO ADMINISTRATIVE CODE CHAPTER 28 9 10 Dennis J. Herrera, City Attorney of the City and County of San Francisco 11 (“San Francisco”), requests that the Controller of San Francisco appoint a hearing officer for 12 these debarment proceedings, and that the hearing officer declare AzulWorks, Inc., also known 13 as Azul Works, Inc., (“AzulWorks”) and Balmore Hernandez (“Hernandez”) irresponsible 14 bidders and disqualified from participating in the competitive process for contracts with 15 San Francisco, or from entering into contracts with San Francisco, directly or indirectly, for a 16 period of five years from the date of issuance of a debarment order. 17 18 Introduction The Federal Bureau of Investigation (“FBI”) filed publicly charges against Hernandez, on 19 June 4, 2020, in a federal criminal complaint (“Criminal Complaint”) alleging bribery of a local 20 official. (Exhibit 1.) The Criminal Complaint was supported by a sworn affidavit of 21 James A. Folger, Special Agent FBI (“Federal Affidavit”). (Exhibit 2.) The Criminal 22 Complaint is based on allegations of an on-going and widespread scheme to obtain favoritism in 23 contracting, including personal gifts of over $250,000 to a city official, which if established 24 could result in Hernandez being sent to federal prison for up to 10 years. For purposes of 25 criminal law, Hernandez is presumed innocent until proven guilty. 26 By contrast, this proceeding does not concern criminal penalties. Instead here what is at 27 stake is the ability of a private for-profit contractor to bid on and receive contracts from 28 San Francisco. And for that, San Francisco and its residents do not need to sit idly by and wait 1 Debarment Counts and Allegations 1 for Hernandez’s criminal proceedings to play out. The people of San Francisco, including its 2 taxpayers, deserve the assurance of clean contracting and a level competitive playing field now. 3 The Federal Affidavit includes statements made directly to FBI Special Agent Folger by 4 Hernandez, which alone establish that Hernandez violated the laws of San Francisco and gave 5 gifts in excess of $20,000 to the former director of San Francisco Public Works (“Public 6 Works”), Mohammed Nuru (“Nuru”). (Federal Affidavit ¶ 23.) San Francisco has 7 independently confirmed that the admissions are true: Hernandez and AzulWorks gave Nuru 8 thousands of dollars in labor and material for construction work done at Nuru’s vacation home. 9 (Exhibit 3.) These unlawful gifts took place while Nuru was director of Public Works, received 10 bids from AzulWorks, awarded contracts to AzulWorks, and oversaw some of its public works 11 projects for San Francisco. 12 Hernandez was, at all times relevant, the Chief Financial Officer and Vice President of 13 AzulWorks. AzulWorks directly benefited from these unlawful gifts to Nuru. During the three- 14 year period from July 2017 to June 2020, AzulWorks was directly paid more than $20 million by 15 San Francisco, and received more as a subcontractor on San Francisco projects. 16 San Francisco law requires that San Francisco award public work contracts only to 17 responsible bidders. (San Francisco Administrative Code § 6.20(a).) A responsible bidder is one 18 who, among other things, “at all times deals in good faith with the City.” (San Francisco 19 Administrative Code § 6.1.) Giving tens of thousands of dollars to benefit the head of a 20 department personally, who in turn is awarding and overseeing millions of dollars in contracts 21 with your company, comes nowhere close to that mandate. 22 AzulWorks and Hernandez should not be permitted to continue to benefit from 23 San Francisco contracts and should be debarred for the maximum term available under the law. 24 25 Factual Background The Federal Affidavit alleges that “[o]n or about January 27, 2018 [… ] Hernandez did 26 corruptly give, offer, and agree to give a thing of value to Nuru, namely over $50,000 in 27 materials for Nuru’s vacation home, intending to influence and reward Nuru.” (Federal Affidavit 28 ¶ 11.) That same date, January 27, 2018, the Federal Affidavit, based on a text from Hernandez, 2 Debarment Counts and Allegations 1 alleges that Hernandez told Nuru he paid a $51,918.10 bill for materials to be used at Nuru’s 2 vacation home. (Federal Affidavit ¶ 122.) In addition to these allegations, Hernandez himself 3 admits that he paid two invoices for material to be for construction work at Nuru’s vacation 4 home, one for approximately $10,000 of lumber and the other for approximately $10,000 of 5 electrical work. (Federal Affidavit ¶ 23(b).) San Francisco has confirmed that Hernandez and 6 AzulWorks in fact supplied labor and paid for materials to be used at Nuru’s vacation home, 7 including an invoice for approximately $10,000 for electrical work. (Exhibit 3.) 8 9 In its official filing with the California Secretary of State, AzulWorks listed Hernandez as its Chief Financial Officer for AzulWorks from at least April 2014 to April 2020. (Exhibit 4.)1 10 In the records of the California State Licensing Board, as of June 28, 2020, AzulWorks lists 11 Hernandez as one of the responsible managing officers (“RMO”) of AzulWorks, and he holds at 12 least one of its contracting licenses. (Exhibit 5.)2 13 Hernandez was not only an officer of AzulWorks, and one of the RMOs whose license 14 AzulWorks relied upon, but he also directly participated in the contracting with San Francisco. 15 On February 14, 2018 AzulWorks submitted a bid to San Francisco Public Works for a 16 Recreation and Parks Department project: Guy Place Mini Park (Rebid 2). (Exhibit 6.) Sandra 17 Rocio Hernandez is listed as the RMO, and Hernandez is listed as the bidder’s representative 18 who inspected the project site. (Exhibit 6 at p. 21.) The Federal Affidavit references an email 19 from Hernandez to Nuru about a week later, on February 20, 2018, in which Hernandez asked 20 for help with the Guy Place Mini Park contract. (Federal Affidavit ¶¶ 123-125.) Hernandez’s 21 pleas for help in obtaining the contract may have worked: Guy Place Mini Park was ultimately 22 awarded to AzulWorks, in the amount of $2,327,000. (Exhibit 7.) 23 24 25 26 27 On a separate contract, Hernandez, in his capacity as Vice President of AzulWorks, signed an assignment and a novation agreement, on April 19 and 20, 2019, for a subcontracting 1 Sandra Rocio Hernandez is listed as the Chief Executive Officer, the sole Director, and the Agent for Service of Process. (Id.) On information and belief, she is married to Hernandez. 2 A construction corporation, such as AzulWorks, is required to qualify for a construction license by listing a RMO or employee who is qualified and holds a license. (Cal. Bus. & Prof. Code § 7068(b)(3).) So Hernandez’s license also serves as AzulWorks’ license. 28 3 Debarment Counts and Allegations 1 agreement on the Moscone Convention Center. (Exhibit 8 at pp. 2 & 4.) In that underlying 2 agreement, AzulWorks agreed to “comply with the Charter, ordinances and regulations of” 3 San Francisco and “all federal and state laws and regulations in any manner affecting” the 4 agreement and the work. (Exhibit 8 at p. 8.) 5 In another contract, AzulWorks submitted a bid to Public Works for $3,599,000, on 6 May 2, 2018, for a Recreation & Parks project overseen by Public Works. (Exhibit 9.) In that 7 bid, Hernandez is listed as the RMO. (Exhibit 9 at p. 22.) Recreation & Parks awarded the 8 contract to AzulWorks for $3,599,000. (Exhibit 10.) 9 On June 22, 2018, AzulWorks submitted a trade package as a subcontractor in which 10 “Azul Works” is listed as the company and Hernandez is listed as the “bidder.” (Exhibit 11.) 11 Hernandez is listed as the “contact” and “authorized officer” for AzulWorks. (Exhibit 11 at pp. 12 2, 20.) The trade package submission includes a copy Contract License No. 780074, which lists 13 Hernandez a qualifying individual for AzulWorks. (Exhibit 11 at p. 21.) 14 As recently as June 1, 2020, AzulWorks submitted documents to be a subcontractor on a 15 San Francisco project. (Exhibit 12.) In that submission, Sandra Rocio Hernandez signed under 16 penalty of perjury that AzulWorks or any of its principals “are not indicted or otherwise 17 criminally or civilly charged by a government entity (federal, state, or local) with the 18 commission of any offenses listed” in the certification. (Exhibit 12 at pp. 3-4.) Those crimes 19 include, among others, bribery or other offenses indicating a lack of business integrity or 20 business honesty that seriously and directly affects the entity’s present responsibility.” (Id. at 21 p. 3.) This certification was submitted a mere three days before the Criminal Complaint was 22 publicly filed (Exhibit 1), but months after we now know that Hernandez made his damning 23 admissions to the FBI (Exhibit 2 at ¶ 23(b)). As of June 4, 2020, AzulWorks is no longer able to 24 truthfully sign such a declaration. 25 26 27 From 2017 through 2020, AzulWorks had at least 16 direct contracts with San Francisco, totaling in excess of $20 million.3 In addition to contracts submitted to Public Works to be 3 The contracts are listed in Appendix 1 to these Counts and Allegations. 28 4 Debarment Counts and Allegations 1 awarded by Recreation and Parks Department, these contracts include contracts awarded to 2 AzulWorks directly by Public Works, and signed by Nuru. (Exhibits 8, 13, 14.) AzulWorks 3 also acted as a subcontractor during this time on many San Francisco contracts. 4 While AzulWorks and Hernandez were actively contracting directly and indirectly with 5 San Francisco, AzulWorks’ CFO and Vic President, Hernandez, was actively breaking the law 6 by intentionally giving large quantities of money to a contracting officer for that officer’s 7 personal benefit, even while he was a “restricted source” and it was unlawful for Nuru to accept 8 any gift worth more than $25 from AzulWorks or Hernandez. (Campaign & Governmental 9 Conduct Code § 3.216(b).) 10 On January 27, 2020, Hernandez met with the FBI and made statements that the FBI 11 found to be false, based on a review of AzulWorks own records. (Federal Affidavit ¶ 24.) But 12 Hernandez did make a critical admission: “his assistance with [Nuru’s] vacation home was ‘as a 13 friend,’ and had been limited to reviewing construction plans and paying two invoices – one for 14 approximately $10,000 worth of lumber and the other for approximately $10,000 of electrical 15 work.” (Federal Affidavit ¶ 23, 23(b).) That is approximately $20,000 in admitted gifts from 16 Hernandez to Nuru for Nuru’s personal benefit. San Francisco has separately confirmed that 17 Hernandez and AzulWorks paid for thousands of dollars of materials and labor to be used at 18 Nuru’s vacation home, including an invoice for electrical work for approximately $10,000. 19 (Exhibit 3.) 20 As mentioned above, the Federal Affidavit contains other allegations against Hernandez, 21 sworn to by the FBI agent. First, between late 2016 and the end of 2018, Hernandez supplied in 22 excess of $250,000 in labor and materials to help Nuru build a vacation home as part of a scheme 23 to corruptly steer San Francisco public works projects to Hernandez and AzulWorks. (Federal 24 Affidavit ¶ 20) “Based upon my review of time sheets and checks from AzulWorks, Hernandez 25 paid more than $100,000 for labor at Nuru’s [vacation home] between at least as early as 26 December 2016 and September 2018. (Federal Affidavit ¶ 24 (emphasis added).) In April 2017, 27 AzulWorks issued three checks totaling $20,993.25 for work on Nuru’s vacation home. (Federal 28 Affidavit ¶ 26.) Second, Hernandez and others met with Nuru multiple times at a restaurant to 5 Debarment Counts and Allegations 1 engage in a scheme to win a contract to operate an asphalt plant on land owned by the Port of 2 San Francisco. (Federal Affidavit ¶¶ 39-117.) Third, in January 2018, AzulWorks records show 3 that Hernandez paid a personal invoice for Nuru in the amount of $34,070.49. (Federal Affidavit 4 ¶ 122, fn.11.) Immediately afterward, Hernandez sought help in obtaining a contract for 5 construction work at Guy Place Mini Park. (Federal Affidavit ¶¶ 121-125.) Fourth, in 6 February 2019, Hernandez provided a tractor to Nuru for personal use at his vacation home, 7 which is estimated to cost $40,000. (Federal Affidavit ¶ 107.) 8 9 10 11 Legal Basis For Debarment San Francisco Administrative Code Chapter 28 sets forth the grounds and procedures for administrative debarment. (Exhibit 15.) Debarment is defined as the “administrative determination against a potential bidder, or 12 contractor declaring such potential bidder or contractor irresponsible and disqualified from 13 participating in the competitive process for contracts with the City and County of San Francisco 14 or from entering into contracts, with the City and County of San Francisco for a period specified 15 in the debarment order.” (San Francisco Administrative Code § 28.1(D).) The authority of 16 government agencies to debar dishonest contractors is inherent in an agency's broader 17 authorizing statutes. (Golden Day Schools, Inc. v. State Department of Education (2000) 18 83 Cal.App.4th 695, 702.) Debarment not only protects the public entity, but allows “for the 19 effective and efficient administration of a public contracting program.” (Id. at 704.) Absent 20 debarment, a dishonest contractor would need to be deemed “irresponsible” on a case by case 21 basis, resulting in serial hearings and an unnecessary expenditure of San Francisco resources.4 22 The Administrative Code provides in pertinent part that a contractor shall be debarred 23 upon a finding of “any willful misconduct with respect to any City bid, request for qualifications, 24 25 26 27 4 To seek future work, AzulWorks will be required to state that neither it nor its principals are criminally charged for the commission of any number of crimes, including bribery. (See Exhibit 12 at p. 3.) If answered truthfully, AzulWorks will not be able to do so. But the result would be a series of hearings on the issue of AzulWorks’ status as an irresponsible bidder. 28 6 Debarment Counts and Allegations 1 request for proposals, purchase order and/or contract.” (San Francisco Administrative Code 2 § 28.3.) Such willful misconduct may include, but need not be limited to the following: 3 (a) submission of false information in response to an advertisement or invitation for bids or quotes, a request for qualifications or a request for proposals; (b) failure to comply with the terms of a contract or with provisions of this Administrative Code; (c) a pattern and practice of disregarding or repudiating terms or conditions of City contracts, including without limitation repeated unexcused delays and poor performance; (d) failure to abide by any rules and/or regulations adopted pursuant to the San Francisco Municipal Codes; (e) submission of false claims as defined in this Administrative Code, Chapter 6, Article V; (f) a verdict, judgment, settlement, stipulation or plea agreement establishing the contractor's violation of any civil or criminal law against any government entity relevant to the contractor's ability or capacity honestly to perform under or comply with the terms and conditions of a City contract; and/or (g) collusion in obtaining award of any City contract, or payment or approval thereunder. 4 5 6 7 8 9 10 11 12 13 14 (Id.) This is a non-exclusive list which requires only that AzulWorks and Hernandez fall under one of the prongs. But their unlawful actions fall under three prongs.  15 subdivision (d) failure to abide by any rules and/or regulations adopted pursuant to the San Francisco Municipal Codes, 16  subdivision (b) failure to comply with the terms of a contract, and, 17  subdivision (g) collusion in obtaining award of any City contract, or payment or 18 approval thereunder. 19 Ground 1: Failure to Abide by San Francisco’s Municipal Code and Regulations 20 Hernandez’s gifts violated the San Francisco Municipal Code and its regulations. 21 “Prohibition on Bribery. No person shall offer or make, and no officer or employee shall accept, 22 any gift with the intent that the City officer or employee will be influenced thereby in the 23 performance of any official act.” (Campaign & Governmental Conduct Code § 3.216(a).) “The 24 phrase “intent to influence” means any communication made for the purpose of supporting, 25 promoting, influencing, modifying, opposing, delaying or advancing a governmental decision.” 26 (Regulation 3.216(b)-2.) In addition “no officer or employee of the City and County shall solicit 27 or accept any gift or loan from a person who the officer or employee knows or has reason to 28 know is a restricted source.” (Campaign & Governmental Conduct Code § 3.216(b).) The 7 Debarment Counts and Allegations 1 definition of a “restricted source” includes “a person doing business with or seeking to do 2 business with the department of the officer or employee.” (Campaign & Governmental Conduct 3 Code § 3.216(b)(1).) The phrase “doing business” with the department of the officer or 4 employee means entering into or performing pursuant to a contract with the department of the 5 officer or employee.” (Regulation 3.216(b)-1.) At all relevant times, under the Campaign & 6 Governmental Conduct Code and regulations adopted thereunder, AzulWorks and Hernandez 7 were a restricted source for Nuru. It was unlawful for Nuru to accept any gift worth more than 8 $25 from AzulWorks or Hernandez. And AzulWorks and Hernandez were prohibited from 9 providing such gifts. 10 Ground 2: Failure to Comply with a Term of a Contract 11 Hernandez’s conduct also violated an express term of AzulWorks’ San Francisco 12 contracts. For instance, in the Moscone Convention Center agreement, AzulWorks agreed to 13 “comply with the Charter, ordinances and regulations of” San Francisco and “all federal and 14 state laws and regulations in any manner affecting” the agreement. (Exhibit 8 at p. 8.) Not only 15 did Hernandez’s conduct violate the Campaign & Governmental Conduct Code, which 16 AzulWorks was legally and contractually obligated to comply with, but his actions form the 17 basis for a federal crime bribery of a local official. Providing tens of thousands of dollars in 18 “gifts” to a public official is a material breach of the contract. 19 Ground 3: Unlawful Collusion in the Award of a City Contract 20 Most importantly, Hernandez’s conduct constitutes unlawful collusion to obtain the 21 22 23 24 25 26 benefits of publicly funded contracts. Collusion has been variously defined as (1) “a deceitful agreement or compact between two or more persons, for the one party to bring an action against the other for some evil purpose, as to defraud a third party of his right”; (2) “a secret arrangement between two or more persons, whose interests are apparently conflicting, to make use of the forms and proceedings of law in order to defraud a third person, or to obtain that which justice would not give them, by deceiving a court or its officers”; and (3) “a secret combination, conspiracy, or concert of action between two or more persons for fraudulent or deceitful purposes. 27 (Andrade v. Jennings, 54 Cal. App. 4th 307, 327 (1997).) Hernandez and Nuru engaged in an 28 ongoing scheme to provide favors: for Nuru to provide favors to AzulWorks, and for Hernandez 8 Debarment Counts and Allegations 1 to provide favors to Nuru. As a public contractor, Hernandez had no legal basis to provide tens 2 of thousands of secret payments for the personal benefit of the head of a department that was 3 providing and overseeing his company contracts. This collusion undermines public trust in City 4 contracting, is unfair to the taxpayers, and unfair to legitimate contractors competing for public 5 contracts. 6 AzulWorks cannot escape liability. Hernandez was not only Chief Financial Officer, 7 Vice President and a RMO of AzulWorks; he actively represented AzulWorks in its contracting 8 with San Francisco. For purposes of debarment, the “term ‘contractor’ shall include any 9 responsible managing corporate officer who has personal involvement and/or responsibility in 10 obtaining a contract with the City and County of San Francisco or in supervising and/or 11 performing the work prescribed by the contract.” (San Francisco Administrative Code 12 § 28.1(C).) “An agent is a person authorized by the principal to conduct one or more 13 transactions with one or more third persons and to exercise a degree of discretion in effecting the 14 purpose of the principal.” (Fiol v. Doellstedt (1997) 50 Cal. App. 4th 1318, 1328; see also Cal. 15 Civil Code § 2295.) Throughout the time of the factual allegations in the Criminal Complaint, 16 including the time period of Hernandez’s admission of gifts of tens of thousands of dollars to 17 Nuru, he was the CFO of AzulWorks. (Exhibit 4.) AzulWorks relies in part on Hernandez’s 18 Contractor License. (Exhibit 5, 11 at p. 20.) Hernandez represented AzulWorks, and he even 19 acted as its RMO. (Exhibit 9 at p. 22.) Hernandez signed agreements in his capacity as Vice 20 President. (Exhibit 8.) Finally, it is AzulWorks that directly benefited from Hernandez’s 21 admitted unlawful gifts by obtaining profitable contracts at San Francisco’s expense. In short, 22 Hernandez is the legal agent of AzulWorks, and AzulWorks is responsible for his actions. 23 /// 24 /// 25 /// 26 /// 27 /// 28 /// 9 Debarment Counts and Allegations 1 2 Conclusion For all of these reasons, both AzulWorks and Hernandez must now be declared 3 irresponsible bidders and disqualified from participating in the competitive process for contracts 4 with, or from entering into contracts with San Francisco, directly or indirectly, for a period of 5 five years from the date of issuance of a debarment order. 6 7 Dated: July 13, 2020 8 9 10 11 12 Dennis J. Herrera City Attorney City and County of San Francisco 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 10 Debarment Counts and Allegations 1 APPENDIX 1 TO COUNT AND ALLEGATIONS 2 LIST OF DIRECT CONTRACTS FROM JULY 2017 TO JUNE 2020 3 4 Contract No. Contract Name Total Paid FY17-20 5 1000000524 AWSS - NEW CISTERNS F, WD-2747 6 1000007525 PW FAC DEMO 1995 Evans Ave $1,692,529.73 7 1000001142 PW Yth Gde Ctr New Ent Rmp $1,237,540.64 8 1000006022 PW Guy Plc Mini Prk $1,930,035.39 9 1000006251 AIR-11227.55-AsNeedConstructio 10 1000008522 PUC OCEAN BEACH MITIG WW INF $1,414,285.81 11 1000008680 AIR-11053.50 AsNeededPavement $1,168,853.69 12 1000008752 PW Potrero Hill Rcrtn Ctr $4,051,432.06 13 1000009568 PUC GREENHOUSE DEMO AT PHELPS $1,705,971.27 14 1000009573 REC-Araica-CON17-008R Ralph $323,590.42 15 1000009595 PUC CATHODIC PROTECTION FOR TR $538,073.19 16 1000010916 PW Alice Chalmers Plygd Renov $1,893,867.55 17 1000012289 PW Washington Sq Wtr Cnsrvtn $2,034,442.62 18 1000012733 PW GGP Stanyan St Frt Impr Prj $2,139,201.67 19 1000013070 PW GGP Tennis Ctr $685,395.57 20 1000013204 PW Moscone 24-in Wtr Dstrbtn $911,479.23 21 Total $622,762.58 $353,905.88 $22,703,367.30 22 23 24 25 26 27 28 11 Debarment Counts and Allegations PROOF OF SERVICE 1 2 3 4 5 6 7 8 9 10 11 12 I, Martina Hassett, declare as follows: I am a citizen of the United States, over the age of eighteen years and not a party to the above-entitled action. I am employed at the City Attorney’s Office of San Francisco, Fox Plaza Building, 1390 Market Street, Sixth Floor, San Francisco, CA 94102. On July 13, 2020, I served the following document(s) pursuant to San Francisco Administrative Code section 28.5: COUNTS AND ALLEGATIONS BY THE CITY ATTORNEY UNDER SAN FRANCISCO ADMINISTRATIVE CODE CHAPTER 28 on the following persons at the locations specified: AzulWorks, Inc. Balmore Hernandez c/o Registered Agent for Service of Process AzulWorks, Inc. Sandra Rocio Hernandez 1400 Egbert Ave 1400 Egbert Ave San Francisco, CA 94124 San Francisco, CA 94124 By Overnight Mail By Overnight Mail Ronald P. Flynn Chief Deputy City Attorney Counsel for Charging Official Office of the City Attorney 1390 Market Street, 7th Floor San Francisco, CA 94102 16 Ben Rosenfield Controller City and County of San Francisco City Hall, 316 1 Dr. Carlton B. Goodlett Place San Francisco, CA 94102 Email: ben.rosenfield@sfgov.org 17 By Electronic Mail By Electronic Mail 13 14 15 Email: ronald.flynn@sfcityatty.org 18 19 20 21 22 23 24 25 in the manner indicated below: BY OVERNIGHT DELIVERY: I sealed true and correct copies of the above documents in addressed envelope(s) and placed them at my workplace for collection and delivery by overnight courier service. I am readily familiar with the practices of the San Francisco City Attorney's Office for sending overnight deliveries. In the ordinary course of business, the sealed envelope(s) that I placed for collection would be collected by a courier the same day. BY ELECTRONIC MAIL: Based on a court order or an agreement of the parties to accept electronic service, I caused the documents to be sent to the person(s) at the electronic service address(es) listed above. Such document(s) were transmitted via electronic mail from the electronic address: martina.hassett@sfcityatty.org in portable document format ("PDF") Adobe Acrobat or in Word document format. 26 27 28 12 Debarment Counts and Allegations 10 11 713declare undel penalty of perjury pursuant to the laws of the State of California that the f01?6g011?1g IS 11116 and Executed I u1y 13, 2020, at San Francisce, California. Martina Hassett 13 Dchanncn1CnuuLs and Niegmious