Exhibit 1 - Agreement — Alameda City Council, February 7, 2023

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SERVICE PROVIDER AGREEMENT
Th
is SERVICE PROVIDER AGREEMENT (“ Agreement”) is entered into this ___ day of February 2023 (“ Effective Date”), by and between the CITY OF ALAMEDA, a municipal corporation (“the City ”), and CIVICMAKERS LLC, a California LLC, whose address is 530 Divisadero St. PMB 889, San Francisco, CA 94117 (“ Provider”), in reference to the following facts and circumstances:

RECITALS
A. The City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of the City.

B. The City is in need of the following services: to coordinate and manage the creation of a citywide strategic plan including a vision and mission statement, strategic priorities and project list with the City Council, city staff and community engagement. City staff issued an RFP on December 8, 2022 and after a submittal period of 32 days received one timely submitted proposal.

Staff reviewed the proposals, interviewed the qualified firm and selected the service provider that best meets the City’s needs.

C. Provider possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein.

D. Whereas, the City Council authorized the City Manager to execute this agreement on February 7, 2023.

E. The City and Provider desire to enter into an agreement for the coordination and management of the creation of a vision, statement, strategy plan and project priority list with the City Council, city staff and community engagement, upon the terms and conditions herein.

AGREEMENT
N
OW, THEREFORE, in consideration of the forgoing, which are incorporated herein by reference, and for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the City and Provider agree as follows:

1. TERM:

The term of this Agreement shall commence on the 8 th day of February 2023, and shall terminate on the 7th day of February 2024, unless terminated earlier as set forth herein.

The parties may agree to extend the term of this Agreement on a year-by-year basis, for up to two (2) additional years. Any extension shall be documented in a signed amendment. In the event that the parties agree to extend the Agreement, all provisions of the Agreement shall remain unchanged.

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2. SERVICES TO BE PERFORMED:

Provider agrees to do all necessary work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, and to do all necessary work included in Exhibit A as requested. Provider acknowledges that the work plan included in Exhibit A is tentative and does not commit the City to request Provider to perform all tasks included therein.

3. COMPENSATION TO PROVIDER:
a. By the 7th day of each month, Provider shall submit to the City an invoice for the total amount of work done the previous month. Pricing and accounting of charges are to be according to the fee schedule as set forth in Exhibit B and incorporated herein by this reference.

Extra work must be approved in writing by the City Manager or their designee prior to performance and shall be paid on a Time and Material basis as set forth in Exhibit B. b. The total one-year compensation for this Agreement shall not exceed $114,416 including a 10% contingency in the amount of $10,401. Use of contingency shall be for items of work outside the original scope and requires prior written authorization by the City. Should the Parties elect to extend the Agreement pursuant to Section 1, no additional compensation shall be owed.

4. TIME IS OF THE ESSENCE:

Provider and the City agree that time is of the essence regarding the performance of this Agreement.

5. STANDARD OF CARE:

Provider agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service providers, as applicable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personn el who are not employed by the City.

6. INDEPENDENT PARTIES:

Provider hereby declares that Provider is engaged as an independent business and Provider agrees to perform the services as an independent contractor. The manner and means of conducting the services and tasks are under the control of Provider except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Provider’s services. None of the benefits provided by the City to its emp loyees, including but not limited to unemployment insurance, workers’ compensation plans, vacation and sick leave, are available from the City to Provider, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer -employee relationship from any compensation due to Provider. Payments of the above items, if required, are the responsibility of Provider.

7. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

Provider assumes any and all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Provider shall indemnify, defend, and hold the City DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242

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harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Provider.

8. NON-DISCRIMINATION:

Consistent with the City’s policy and state and federal law that harass ment and discrimination are unacceptable conduct, Provider and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation, military and veteran status or legitimate union activities. Provider agrees that any violation of this provision shall constitute a material breach of this Agreement.

9. HOLD HARMLESS:
a. To the fullest extent permitted by law, Provider shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including reasonable attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Pro vider’s performance of its obligations under this Agreement or out of the operations conducted by Provider even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Provider, Provider shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Provider.

Provider shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement. b. As to Claims for professional liability only, Provider’s obligation to defend Indemnitees (as set forth above) is limited as provided in California Civil Code Section 2782.8. c. Provider’s obligation to indemnify, defend and hold harmless Indemnities shall expressly survive the expiration or early termination of this Agreement.

10. INSURANCE:
a. On or before the commencement of the terms of this Agreement, Provider shall furnish the City’s Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with Sections

10.b. (1) through (4). Such certificates, which do not limit Provider’s indemnification, shall also contain substantially the following statement:

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“Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days’ advance written notice to the City of Alameda. Attention: Risk Manager.” Provider shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company licensed to offer insurance business in the State of California with a current A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unless otherwise acceptable to the City. Provider shall deliver updated insurance certificates to the City at the address described in Section 17.f. prior to the expiration of the existing insurance certificate for the duration of the term of Agreement. Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers as additional insured shall be submitted with the insurance certificates.
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Provider Initials
b. COVERAGE REQUIREMENTS:

Provider shall maintain insurance coverage and limits at least as broad as:
(1) Workers’ Compensation:

Statutory coverage as required by the State of California. (2) Liability:

Commercial general liability coverage in the following minimum limits:

Bodily Injury: $1,000,000 each occurrence
$2,000,000 aggregate - all other
Property Damage: $1,000,000 each occurrence
$2,000,000 aggregate
If submitted, combined single limit policy with per occurrence limits in the amounts of $2,000,000 and aggregate limits in the amounts of $4,000,000 will be considered equivalent to the required minimum lim its shown above. Additional Insured Endorsement naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers is required. (3) Automotive:

Comprehensive automobile liability coverage (any auto) in the following minimum limits:

Bodily injury: $1,000,000 each occurrence
Property Damage: $1,000,000 each occurrence
or
Combined Single Limit: $2,000,000 each occurrence
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Additional Insured Endorsement naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers is required.

(4) Professional Liability:

Professional liability insurance which includes coverage appropriate for the professional acts, errors and omissions of Provider’s profession and work hereunder, including, but not limited to, technology professional liability errors and omissions if the services being provided are technology -based, in the following minimum limits:
$1,000,000 each occurrence

Technology professional liability errors and omissions shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City in the care, custody, or control of Provider.

As to commercial general liability and automobile liability insurance, such insurance will provide that it constitutes primary insurance with respect to claims insured by such policy, and, except with respect to limits, that insurance applies separately to each insured against whom claim is made or suit is brought. Such insurance is not additional to or contributing with any other insurance carried by or for the benefit of the City.
c. SUBROGATION WAIVER:

Provider hereby agrees to waive rights of subrogation that any insurer of Provider may acquire from Provider by virtue of the payment of any loss. Provider agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether the City has received a waiver of subrogation endorsement from the insurer. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by Provider, its employees, agents and subcontractors.

d. FAILURE TO SECURE:

If Provider at any time during the term hereof should fail to secure or maintain the foregoing insurance, the City shall be permitted to obtain such insurance in Provider’s name or as an agent of Provider and shall be compensated by Provider for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.
e. ADDITIONAL INSUREDS:

The City, it s City Council, boards, commissions, officials, employees, agents, and volunteers shall be named as additional insured(s) under all insurance coverages, except workers’ compensation and professional liability insurance. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or ex pense of any nature on this policy or any DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242

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extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy.

Additional Insured coverage under Provider’s policy shall be primary and non- contributory and will not seek contribution from the City’s insurance or self -insurance. Any available insurance proceeds broader than or in excess of the specified minimum insurance coverage require ments and/or limits shall be available to the additional insured(s).

E. SUFFICIENCY OF INSURANCE:

The insurance limits required by the City are not represented as being sufficient to protect Provider. Provider is advised to consult Provider’s insurance b roker to determine adequate coverage for Provider. The coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of the coverage carried by or available to Provider; whichever is greater.

11. CONFLICT OF INTEREST:

Provider warrants that it is not a conflict of interest for Provider to perform the services required by this Agreement. Provider may be required to fill out a conflict of interest form if the services provided under this Agreement require Provider to make certain governmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations.

12. PROHIBITION AGAINST TRANSFERS:
a. Provider shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Provider shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer. The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money against the City under this Agreement may be assigned by Provider to a bank, trust company or other financial institution without prior written consent. b. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock, membership interest, partnership interest, or the equivalent, which shall result in changing the control of Provider, shall be construed as an assignment of this Agreement.

Control means fifty percent or more of the voting power of Provider.

13. APPROVAL OF SUB-PROVIDERS:
a. Only those persons and/or businesses whose names and resumés are attached to this Agreement shall be used in the performance of this Agreement. However, if after the start of this Agreement, Provider wishes to use sub-providers, at no additional costs to the City, then Provider shall submit a written request for consent to add sub- providers including the names of the sub - providers and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion.

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b. Each sub -provider shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Provider. c. In addition, any tasks or services performed by sub- providers shall be subject to each provision of this Agreement. Provider shall include the following language in their agreement with any sub-provider: “Sub-providers hired by Provider agree to be bound to Provider and the City in the same manner and to the same extent as Provider is bound to the City.” d. The requirements in this Section 13 shall not apply to persons who are merely providing materials, supplies, data or information that Provider then analyzes and incorporates into its work product.

14. PERMITS AND LICENSES:

Provider, at its sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certific ates and licenses, including a City business license that may be required in connection with the performance of the services and tasks hereunder.

15. REPORTS:
a. Each and every report, draft, work product, map, record and other document produced, prepared or caused to be prepared by Provider pursuant to or in connection with this Agreement shall be the exclusive property of the City.
b. No report, information or other data given to or prepared or assembled by Provider pursuant to this Agreement shall be made available to any individual or organization by Provider without prior approval of the City Manager or their designee. c. Provider shall, at such time and in such form as City Manager or their designee may require, furnish reports concerning the status of services and tasks required under this Agreement.

16. RECORDS:
a. Provider shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of Provider’s performance under the Agreement, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by the City that relate to the performance of the services and tasks under this Agreement (collectively the “Records”). b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Provider shall provide free access to the Records to the representatives of the City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Agreement. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Provider for a period of three (3) years after receipt of final payment.

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c. If supplemental examination or audit of the Records is necessa ry due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Agreement or failure to act in good faith, then Provider shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.

17. NOTICES:
a. All notices shall be in writing and delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; or (iii) sent by overnight or same day courier service at the party’s respective address listed in this Section.
b. Each notice shall be deemed to have been received on the earlier to occur of: (x) actual delivery or the date on which delivery is refused; or (y) three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).
c. Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address. d. All notices, demands, requests, or approvals from Provider to the City shall be addressed to the City at:

City of Alameda
City Manager
2263 Santa Clara Avenue
Alameda, CA 94501
ATTENTION: City Manager
Ph: (510) 747-4700
Em: [email protected]
e. All notices, demands, requests, or approvals from the City to Provider shall be addressed to Provider at:

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530 Divisadero St., PMB 889
San Francisco, CA 94117
ATTENTION: Cristelle Blackford
Ph: (510) 269-7344
Em: [email protected]

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f. All updated insurance certificates from Provider to the City shall be addressed to the City at:

City of Alameda
City Manager
2263 Santa Clara Avenue
Alameda, CA 94501
ATTENTION: City Manager
Ph: (510) 747-4700
Em: [email protected]

18. SAFETY:
a. Provider will be solely and completely responsible for conditions of all vehicles owned or operated by Provider, including the safety of all persons and property during performance of the services and tasks under this Agreement. This requirement will apply continuously and not be limited to normal working hours. In addition, Provider will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Agreement. Where any of these are in conflict, the more stringent requirements will be followed. Provider’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein. b. Provider will immediately notify the City within 24 hours of any incident of death, serious personal injury or substantial proper ty damage that occurs in connection with the performance of this Agreement. Provider will promptly submit to the City a written report of all incidents that occur in connection with this Agreement. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Provider’s employee(s) involved in the incident; (iii) name and address of Provider’s liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.

19. TERMINATION:
a. In the event Provider fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Provider shall be deemed in default in the performance of this Agreement. If such default is not cured withi n two (2) business days after receipt by Provider from the City of written notice of default, specifying the nature of such default and the steps necessary to cure such default, the City may thereafter immediately terminate the Agreement forthwith by giving to Provider written notice thereof. b. The foregoing notwithstanding, the City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days’ prior written notice to Provider as provided herein.
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and unpaid prior to the effective date of termination. The obligation of the parties under this Section 19.c. shall survive the expiration or early termination of this Agreement.

20. ATTORNEYS’ FEES:

In the event of any litigation, including administrative proceedings, relating to this Agreement, including but not limited to any action or suit by any party, assignee or beneficiary against any other party, beneficiary or assignee, to enforce, interpret or seek relief from any provision or obligation arising out of this Agreement, the parties and litigants shall bear their own attorney’s fees and costs. No party or litigant shall be entitled to recover any attorneys’ fees or costs from any other party or litigant, regardless of which party or litigant might prevail.

21. HEALTH AND SAFETY REQUIREMENTS.

Provider acknowledges that the City shall have the right to impose, at the City’s sole discretion, requirements that it deems are necessary to protect the health and safety of the City employees, residents, and visitors. Provider agrees to comply with all such requirements, including, but not limited to, mandatory vaccinations, the use of personal protective equipment (e.g. masks), physical distancing, and health screenings. Provider also agrees to make available to the City, at the City’s requ est, records to demonstrate Provider’s compliance with this Section. [See Certification of Compliance attached.]

22. COMPLIANCE WITH ALL APPLICABLE LAWS:

During the term of this Agreement, Provider shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Alameda which affect the manner in which the services or tasks are to be performed by Provider, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Provider shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City.

23. CONFLICT OF LAW:

This Agreement shall be interpreted under, and enforced by the laws of the State of California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities). Any suits brought pursuant to this Agreement shall be filed with the courts of the County of Alameda, State of California.

24. WAIVER:

A waiver by the City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character.

25. INTEGRATED CONTRACT:

Subject to the language of Section 30, the Recitals and exhibits are a material part of this Agreement and are expressly incorporated herein. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242

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preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both the City and Provider.

26. CAPTIONS:

The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement.

27. COUNTERPARTS:

This Agreement may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

28. SIGNATORY:

By signing this Agreement, signatory warrants and represents that they executed this Agreement in their authorized capacity and that by their signature on this Agreement, they or the entity upon behalf of which they acted, executed this Agreement.

29. CONTROLLING AGREEMENT:

In the event of a conflict between the terms and conditions of this Agreement (as amended, supplemented, restated or otherwise modified from time to time) and any other terms and conditions wherever contained, including, without limitation, terms and conditions included within exhibits, the terms and conditions of this Agreement shall control and be primary.

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IN WITNESS WHEREOF, the parties have each caused this Agreement to be duly executed on its behalf as of the Effective Date.

CIVICMAKERS CITY OF ALAMEDA
a California LLC a municipal corporation

Cristelle Blackford Jennifer Ott
Managing Partner City Manager

RECOMMENDED FOR APPROVAL

Amy Wooldridge
Acting Assistant City Manager

APPROVED AS TO FORM:

City Attorney

Elizabeth A. Mackenzie
Chief Assistant City Attorney

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Certification of Compliance
With the City of Alameda’s Vaccination Requirement

The City of Alameda (“City”) requires all individuals who perform work for the City to be fully vaccinated1 against COVID-19. All service providers and contractors for the City must sign the following statement certifying compliance with this requirement.

By signing below, I certify that all of our personnel who are performing work for the City are fully vaccinated against COVID-19. I also acknowledge that the City reserves the right to review any relevant records to demonstrate our compliance with this requirement.

I declare under penalty of perjury that the foregoing is true and correct.

CivicMakers Date:______________________

__________________________________
By: Cristelle Blackford
Its Managing Partner

1 For the purposes of this Certification of Compliance, an individual is considered to be fully vaccinated if two weeks have passed since their second dose in a 2 -dose series (such as the Pfizer or Moderna vaccines) or if two weeks have passed since receiving their single-dose vaccine (such as Johnson & Johnson’s Janssen vaccine).

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City of Alameda Strategic Plan | January 18, 2023

Scope of Services & Methodology

Project Management
Ongoing
Work Plan Management & Project Planning Meetings. We will begin with a project kick -off meeting to get to know the City project team who we will be working closely with, and discuss and validate project goals, deliverables, timeline, key stakeholders, project roles, terminology, and project team communication norms. From this initial meeting, CivicMakers will develop and share a detailed project work plan and timeline. We will then meet weekly to check in on project progress, decisions and key milestones.

City Staff Requirements: Share meeting availabilit y; participate in meeting; review and approve detailed project work plan and timeline.

1. Discovery (Background Review & Stakeholder Meetings) February - March 2023

1.1 Background Document Review. Over the first two weeks of the project, CivicMakers will review previous priority -setting documents, departmental strategic plans, employee and community surveys, and any other relevant documents. Through this review, we will assess the City’s current and historical vision, key issues, priorities, and objectives , evaluate its strategic planning successes and progress toward key deliverables, identify gaps, and determine how (if at all) these documents inform an initial citywide strategic plan. Our review will also inform how to effectively communicate with differ ent stakeholders during the strategic planning process, and what internal constraints and external trends are important for them to consider.

City Staff Requirements: Share all known priority setting documents, departmental strategic plans, and employee and community surveys by contract start date; provide any other information indicating Council, employee and community priorities; attend weekly meetings.

EXHIBIT A
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1.2 Interviews with City Council Members (5). CivicMakers recommends conducting virtual one- on-one interviews with all City Council members and the Mayor via Zoom. Two members of our team will be present for each interview so one can facilitate the conversation and the other can take detailed notes. Each interview will focus on understanding each member’s respective vision, key issues, priorities and proposed projects for the City over the next five years, as well as illuminating their preferred work style and approach to strategic planning, main goals for the strategic planning retreat, and any concerns about the strategic planning process.

City Staff Requirements: Provide an initial communication to Council members about this project and introduce them to our team; provide Council member contact information; review and provide input on draft interview questions.

1.3 Focus Group with City Executive Team. CivicMakers will conduct a focus group with all department heads to determine their vision, key issues, priorities and ongoing projects for the next five years. In addition, we will use this time to uncover a ny challenges to implementing previous plans and/or to prioritizing work. We will also use these conversations to gather input on the best ways to engage City staff in the process, which could vary by department and role.

This focus group could be virtual or in-person depending on the group’s preference.

City Staff Requirements: Provide an initial communication to the Executive Team about this project and introduce them to our team; identify and schedule the appropriate meeting for the focus group; review and provide input on draft focus group agenda and questions.

1.4 Focus Group with Race & Equity Working Group. CivicMakers will conduct a focus group with members of this newly-formed working group to understand their vision for equity at the City, as well as how their ongoing work might integrate with the strategic planning effort. Building on our relevant work in Hayward and other cities, we will explore various options for aligning diversity, equity and inclusion (DEI) principles with the strategic plan a nd work to understand the key opportunities and barriers at play. This focus group could be virtual or in -person depending on the group’s preference.

City Staff Requirements: Provide an initial communication to the Race & Equity Working Group about this project and introduce them to our team; identify and schedule the appropriate meeting for the focus group; review and provide input on draft focus group agenda and questions.

1.5 City Staff Interviews or Focus Groups (4). We will interview select staff repre senting all departments and different levels of the organization, either individually or in groups, to determine their vision and priorities for the next five years. We will also use this time to uncover any challenges to implementing previous plans and/or to prioritizing work in coordination with the Executive team and City Council. Some of these conversations could be part of existing meetings to reduce burden on staff.

DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242 City of Alameda Strategic Plan | January 18, 2023

1.6 Surveys (City Council & Executive Team). CivicMakers will design and build two online surveys, one for City Council members and one for City staff, which will reflect emerging priorities identified through the interviews and focus group meetings, as well as assess completion of ongoing City projects and identify new potential projects. The surveys will largely mirror each other, but the City Council version will help gauge reaction to emerging City Executive Team priorities, and the City staff version will help gauge reaction to both Council and Executive Team emerging priorities. The input from the surveys will inform the development of the retreat agenda as well as the draft vision statement and strategic priorities.

City Staff Requirements: Provide an initial communication to City staff about this project; promote the survey with City staff, including reminder emails to encourage participation; review and provide input on draft survey questions.

1.7 Data Analysis & Summary. In consultation, which may in clude scheduled planning sessions, we will further refine and finalize the vision and mission statement prior to the team building and strategic planning retreat. We will summarize key findings from the research above and compile a report that will inform the next phase of work.

2. Priority Setting Retreat (Agenda Planning & Meeting Facilitation) March 2023

2.1 Draft Vision & Strategic Priorities . Based on the synthesis and analysis of the City Council interviews, staff focus groups and survey findings, we will draft a vision and mission statement to use as a starting point for discussion at the retreat. In addition, our team will meet with the City project team, including the City Manager, to share these drafts along with our discovery findings and consult on how those learnings should be incorporated into the design of the retreat.

City Staff Requirements: Schedule meeting with City Manager; provide feedback on drafts.

2.2 Annotated Agenda & Retreat Materials. CivicMakers will develop a high-level agenda (to be shared in advance with participants) and an annotated agenda (to guide our project team in preparing and rehearsing all facets of the meeting)). The annotated agenda will include a clear delineation of timing, venue and space considerations, equipm ent, food, logistics and other inputs necessary for a successful retreat. We will also develop supporting materials, such as a presentation deck, handouts, posters, and team building activities, if desired.

City Staff Requirements: Review and provide input on draft agendas and meeting materials.

2.3 Retreat Facilitation & Notes. CivicMakers will facilitate a retreat segmented into manageable sections to align on a vision and strategic priorities and prioritize supporting projects. If possible, DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242 City of Alameda Strategic Plan | January 18, 2023

© 2023, CivicMakers LLC www.civicmakers.com | [email protected] 3 we recommend meeting in person to help facilitate relationship building between Council members and City staff, and to more easily accommodate prioritization activities. However, these meetings can be done virtually if desired.

The retreat will be focused on gaining alignment on the vision and strategic priorities, as well as prioritizing projects. We start with alignment around a shared vision. To do so we will share inputs gathered from discovery conversations and allow time for discussion, with a focus on exploring areas of disagreement. We will also apportion time toward a discussion of DEI principles and how best to integrate them into the strategic plan.

The next component of the retreat (which would likely occur at a second meeting) will be dedicated to reviewing and prioritizing proposed projects. The goal of this portion of the agenda is for City Executive Team members to present relevant information about ongoing projects, for City Council members to present their vision for new projects, and for all participan ts to receive and answer questions, or identify areas for additional research. While clear priorities may emerge during this session, the purpose is to practice open, respectful and healthy dialogue that concludes with a greater understanding of each other’s position and rationale.

The third and final component of the retreat will be a facilitated consensus -building exercise to identify the City’s top priorities for the next three to five years. CivicMakers will use the City Council and City staff survey results as a starting point to identify overlapping priorities and areas of differentiation. After processing those results, we will invite Council members to engage in a dot voting or “Fist to Five” consensus building exercise. We will structure the exercis e questions to illuminate additional areas for common ground. Lastly, for any remaining areas of differentiation, we will facilitate a closing discussion on final recommendations for consensus, including potential revisions to terminology and priority descriptions.

City Staff Requirements: Identify and reserve the retreat location and/or venue and provide food; share availability for retreat scheduling; manage invitations to City Council and Executive Team members; prepare and inform Executive Team members for retreat presentations; attend the retreat; present portions of the retreat (as necessary).

2.4 Summary of Retreat. CivicMakers will compile notes from the retreat in the form of an executive summary (often presented in the form of a matrix of priorities and projects) with full detailed notes attached.

3. Draft Vision Statement, Strategic Priorities and Project List March - April 2023
DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242 City of Alameda Strategic Plan | January 18, 2023

3.1 Finalize Drafts of Vision Statement & Strategic Priorities. After summarizing retreat notes, we will revise the draft vision and strategic priorities to incorporate feedback gathered during the retreat.

City Staff Requirements: Review and provide input on draft.

3.2 Priority Project Development Support. We will coordinate with and support department heads and their teams to create a work plan for each strategic plan project. We will provide guidance and support on how to implement and track these projects. To support the process, we can provide guides and templates for each department to use as they develop their project lists. To ensure that projects are scoped appropriately and to avoid duplicative efforts, we encourage representatives from different departments to work together to scope project plans.

We encourage the development of phased goals for multi-year projects as well as identification of funding mechanisms.

City Staff Requirements: Support CivicMakers to coordinate with Executive Team members and receive timely input.

4. Employee and Stakeholder Engagement
April - May 2023

4.1 Staff Gallery Walk. We will set up a number of ‘gallery walks’ for staff who are unable to participate in the survey. These in-person activities will mirror the feedback gathered in the survey. We will distribute these across the organization in convenient locations, such as at City Hall, City Hall West, in the Maintenance Service Center, police and fire departments, etc. The self-guided exercises will be available in communal places where staff could give input when it is convenient for them, such as during lunch breaks or after work.

City Staff Requirements: Set up gallery walks in appropriate areas of City Hall and remote locations; disseminate communications to department heads and managers encouraging participation of their staff.

4.2 Community Pop-up Events. We will prepare a toolkit for City staff to implement community ‘pop-up’ events to gather input on the draft vision and strategic priorities. We have successfully set up pop-up events in various high-trafficked community settings, such as the farmers market, business districts, library, and community festivals. We will design activities to ask community members to tell us how well the draft vision aligns with their vision for the city and to dot- vote DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242 City of Alameda Strategic Plan | January 18, 2023

City Staff Requirements: Coordinate locations, acquire materials (such as tables, pop-up tents, swag, and refreshments), and staff pop-up events.

4.3 Data Analysis & Summary. We will summarize the staff gallery walk and the community pop-up data in the form of a narrative supported by charts and graphs.

City Staff Requirements: Share/input data to support summary of community pop-ups.

5. Strategic Plan Development
May - June 2023

5.1 Draft Strategic Plan. Putting it all together in time for incorporation into and submission of the City’s Fiscal Year 2023 -2024 Annual Operating Budget in June, CivicMakers will report back to the City Council and staff the results of their hard work. We will produce a written summary report summarizing the retreat deliberations and additional staff input, as well as visually depict a Strategic Roadmap where one can see the linkages between the City’s mission and vision, its strategic projects and/or priorities, and bi- annual o bjectives. Our high- level findings will be shown in a graphically-designed presentation deck, or other format suitable for use on posters, bookmarks, and other materials that will be distributed to City staff and the community. The deck will also include information about how the Strategic Roadmap was developed.

City Staff Requirements: Review and provide input on draft written summary report and Strategic Roadmap deck; distribute final Strategic Roadmap materials to City staff and the community.

5.2 Budget Integration. To ensure that the Strategic Roadmap is realistic in terms of available funds, we recommend a meeting with the City Finance Director to assess budgetary gaps and opportunities.

City Staff Requirements: Coordinate a meeting with the City Finance Director and review agenda.

6. Council Work Session and Approval
June 2023

6.1 Prepare Presentation & Attend Council Work Session. We will prepare a succinct presentation for City Council’s work session and attend the work session to help answer questions and capture final feedback.

6.2 Final Strategic Plan (& Organizational Cadence) . We will incorporate final revisions to the Strategic Roadmap based on the work session discussion, including any graphic design revisions, DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242 City of Alameda Strategic Plan | January 18, 2023

© 2023, CivicMakers LLC www.civicmakers.com | [email protected] 6 and deliver a final document to the City for ongoing use and distribution. In addition, we will include an organizational cadence for regular reviews and updates to the strategic plan to support the weekly and quarterly habits of the organization, including regularly measuring performance, assessing emergent issues, and making adjustments accordingly. This adaptive process is key to ensuring that the strategic plan remains relevant and is continually informed by new opportunities and any unexpected challenges.

DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242 City of Alameda Strategic Plan | January 18, 2023

© 2023, CivicMakers LLC www.civicmakers.com | [email protected] 7 Schedule
Project Task
Project Months & Weeks
February March April May June
Discovery
Priority Setting Retreat
Draft Vision Statement, Strategic
Priorities and Project List

Employee and Stakeholder
Engagement

Strategic Plan Development
Council Work Session and
Approval

DocuSign Envelope ID: 36E76996-F361-49C8-A2C7-CF289938F242 Tasks
Hourly Rates $205 $185 $165 $150
1 Discovery (Background Review & Stakeholders)
(February - March 2023) 54 90 22 0 $90 $31,440

1.1 Background document review 4 6 0 0 $0 $1,930

1.2 Interviews with City Council Members (5) 12 16 0 0 $0 $5,420

1.3 Focus Group with City Executive Team 8 12 0 0 $30 $3,890

1.4 Focus Group with Race & Equity Working Group 8 12 3 0 $30 $4,385

1.5 City Staff Interviews or Focus Groups (4) 10 14 3 0 $30 $5,165

1.6 Surveys (Council & Executive Team) 6 12 6 0 $0 $4,440

1.7 Data Analysis & Summary 6 18 10 0 $0 $6,210
2 Priority Setting Retreat (Agenda & Facilitation)
(March 2023) 23 46 22 0 $30 $16,885

2.1 Draft Vision & Strategic Priorities 3 12 6 0 $0 $3,825

2.2 Annotated Agenda & Retreat Materials 8 12 10 0 $0 $5,510

2.3 Retreat Facilitation and Note Taking 10 10 0 0 $30 $3,930

2.4 Summary of Retreat 2 12 6 0 $0 $3,620
3 Draft Vision Statement, Strategic Priorities and
Project List
(March - April 2023) 8 20 12 12 $0 $9,120

3.1 Finalize drafts of Vision Statement & Strategic Priorities 4 10 6 12 $0 $5,460

3.2 Priority Project Lists 4 10 6 0 $0 $3,660
4 Employee and Stakeholder Engagement
(April - May 2023) 16 36 38 24 $760 $20,570

4.1 Staff Gallery Walk 4 12 8 16 $230 $6,990

4.2 Community Pop-up Toolkit 8 10 12 8 $530 $7,200

4.3 Data Analysis & Summary 4 14 18 0 $0 $6,380
5 Strategic Plan Development
(May - June 2023) 8 21 6 $0 $8,315

5.1 Draft Strategic Plan 6 18 6 12 $0 $7,350

5.2 Budget Integration Support 2 3 0 0 $0 $965
6 Council Work Session and Approval
(June 2023) 9 14 2 4 $0 $5,365

6.1 Prepare Presentation & Attend Council Work Session 6 8 2 0 $0 $3,040

6.2 Final Strategic Plan (& Organizational Cadence) 3 6 0 4 $0 $2,325 - Meetings & Project Management (Ongoing) 24 40 0 0 $0 $12,320 - Project management (work plan, schedule and budget mgm 8 24 0 0 $0 $6,080 - Weekly project team meetings, including kick-off mtg 16 16 0 0 $0 $6,240 TOTAL 133 253 100 36 $880 $104,015
*Direct costs include travel, reproduction, and materials. Translation and interpretation is not included.

Direct
Costs* Subtotals
City of Alameda Strategic Plan 2023
Cristelle
Blackford,
Project
Mike King,
Project
Manager
Eva Mas,
Engagement
Associate
Sam Herrick,
Graphic
Designer

PROJECT BUDGET

EXHIBIT B
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Alameda City CouncilFebruary 7, 2023

Alameda City Council
February 7, 2023