SERVICE PROVIDER AGREEMENT
This SERVICE PROVIDER AGREEMENT (“Agreement”) is entered into this ____ day of _________ 2023 (“Effective Date”), by and between the CITY OF ALAMEDA, a municipal corporation (“the City”), and Raimi & Associates, Inc., a California corporation, whose principal address is 1900 Addison Street, Suite 200, Berkeley, CA 94704 (“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: Climate Action and Resiliency Plan Update.
City staff issued an RFP on August 24, 2023 and after a submittal period of 28 days received four (4) timely submitted proposals. S taff reviewed the proposals, i nterviewed qualified firms 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 execut e this agreement on November 21, 2023.
E. The City and Provider desire to enter into an agreement for Climate Action and Resilience Plan Update upon the terms and conditions herein.
AGREEMENT
NOW, THEREFORE, in consideration of the forgoing, which are inc orporated 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 _____ day of _______ 2023, and shall terminate on the ____ day of ____________ 2025, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED:
Provider agrees to do all necessary work at its own cost and ex pense, 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 invoic e for the total amount of work done the p revious month. Pricing and acco unting of charges are to be according to the fee schedule as set forth in Exhibit B. b. The total two-year compensation for this Agreement shall not ex ceed $225,0000.
Use of contingency shall be for items of work outside the original scope and requires prior written authorization by the City.
4. TIME IS OF THE ESSENCE:
Provider and the City agree that time is of the essence regardi ng the performance of this Agreement.
5. STANDARD OF CARE AND WORK PRODUCTS:
Provider represents to City that the services will be performed consistent with but limited to, that degree of skill and care ordinarily used by other repu table members of Provider’s profession, practicing in the same or similar locality and under similar circumstances. Nothing in this Agreement shall be interpreted to require Provider to meet any higher standard of care, and this paragraph shall control over any such contrary provision. Provider makes no warranties, guarantees, express or implied, under this Agreement or otherwi se in connection with Provider’s services.
The Provider is not responsible, and liability is waived by the City as against the Provider for use by the City or any other person of any modified data, r eports, plans or drawings without the Provider’s written consent. A dditionally, draft products by their very nature are incomplete, and the Provider shall not be responsible for the completeness and accuracy of draft products.
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 se rvices. None of the benefits provided by the City to its employees, including but not limite d 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 n ormally associated with an em ployer-employee relationship from any compensation due to Pr ovider. Payments of the above i tems, if required, are the responsibility of Provider.
7. IMMIGRATION REFORM AND CONTROL ACT (IRCA):
Provider assumes any and all re sponsibility for verifying the i dentity 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 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 tha t harassment and discrimination are unacceptable conduct, Provider and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City emp loyee, 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, di sability (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 indemni fy, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) fro m 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 Provider’s negligent or reckless performance of its obligations under this Agreement or willful misconduct performed under this Agreement. In no event shall the cost to defend charged to Provider exceed the Provider’s proportionate percentage of f ault. Provider shall not have any obligations to indemnify Indemnitees if the loss or damage is f ound 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 obliga tion to defend Indemnitees (as set forth above) is limited as provided in California Civil Code Section 2782.8. c. Provider’s obligation to indemnif y, defend and hold harmless In demnities 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 t ype, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with Sections
10.b. (1) through (4). The Certificate Holder should be The Ci ty of Alameda, 2263 Santa Clara, Ave., Alameda, CA 94501. Such certificates, which do not limit Provider’s indemnification, shall also contain substantially the following statement:
“Should any of the above insuran ce covered by this certificate be canceled or coverage reduced before the expiration date thereof, the
insurer affording coverage shall provide thirty (30) days’ adva nce written notice to the City of Alameda. Attention: Risk Manager.” Provider shall maintain in force at all times during the perfor mance 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 c urrent A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least B BB 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 exp iration of the existing insurance certificate for the duration of the term of Agreement. Endorsements naming the City, its City Coun cil, boards, commissions, officials, employees, agents, and volunteers as additional insu red shall be submitted with the insurance certificates.
_____________
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 t h e S t a t e o f C a l i f o r n i a , a s well as a Waiver of Subrogation (Rights of Recovery) endorsement. (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 limits shown above. Provider shall also submit declarations and po licy endorsements pages. Additi onal Insured Endorsement naming the City, its City Council, boards, commissi ons, officials, employees, agents, and volunteers is required. The Additional Insured Endorsement shall include primary and non-contributory coverage at least as broad as the CG 2010.
(3) Automotive:
Comprehensive automobile liability coverage (owned (if any), non-owned, and hired) in the following minimum limits:
Bodily injury: $1,000,000 each occurrence
Property Damage: $1,000,000 each occurrence
_______
vider Init
or
Combined Single Limit: $2,000,000 each occurrence
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 o missions of Provider’s professio n 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:
$2,000,000 each claim
Technology professional liability errors and omissions shall in clude, or be endorsed to include, property damage liability coverage for dam age to, alteration of, loss of, or destruction of e lectronic data and/or informati on “property” of the City in the care, custody, or control of Provider.
As to commercial general liability and automobile liability in surance, such insurance will provide that it constitutes primary insurance with respect to c laims 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 ag rees 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 subrogat ion 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 s ecure 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, its City Council, boards, commissions, officials, emp loyees, 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 e ntitled 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 a n y l o s s , o r e x p e n s e o f a n y nature on this policy or any extension thereof. Any other insurance held by an additional i nsured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy.
Additional Insured coverage unde r Provider’s policy shall be pr imary and non-contributory and will not seek contribution from the City’s insurance or self-in surance. Any available insurance proceeds broader than or in excess of the specified minimum ins urance coverage requirements and/or limits shall be available to the additional insured(s). f. 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 broker to determine adequate coverage for Provider. The coverage and limits shall be (1) th e minimum coverage and limits specified in this Agreement; or (2) the broader coverage and ma ximum limits of the coverage carried by or available to Provider; whichever is greater. g. EXCESS OR UMBRELLA LIABILITY:
If any Excess or Umbrella Liability policies are used to meet the limits of liability required by this Agreement, then said policies shall be true “following form” of the underlying policy coverage, terms, conditions, and provisions and shall meet all of the insurance requirements stated in this Agreement, including but not limited to, the additional insured, SIR, and primary insurance requirements stated therein. No insurance policies maintained by the indemnified parties or Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until all the primary and excess liability policies carried by or available to the Provider are exhausted.
11. CONFLICT OF INTEREST:
Provider warrants that it is not a conflict of interest for Pr ovider to perform the services required by this Agreement. Provider may be required to fill o ut 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 i ndirectly, by operation of law o r 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 desire d 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 a ssignee, 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 o r other disposition of any of t he 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. b. Each sub-provider shall be requi red to furnish proof of worke rs’ compensation insurance and shall also be required to carry general, automobi le 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-provi ders hired by Provider agree t o 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 person s 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, certificates 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 o ther document produced, prepared or caused to be prepared by Provider pursuan t 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 indiv idual 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 re spect 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 C ity 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 insp ection of all proceedings and activities related to this Agreement. Such Records, together w ith supporting documents, shall be kept separate from other documents and records and shall be mai ntained by Provider for a period of three (3) years after receipt of final payment.
c. If supplemental examination or audit of the Records is necess ary due to concerns raised by the City’s preliminary examination or audit of record s, and the City’s supplemental examination or audit of the records discloses a failure to adhe re to appropriate internal financial c o n tr o ls , o r o th e r b r ea c h o f th is Ag r ee me n t o r f ailu r e to a c t in good faith, then Provider shall reimburse the City for all reas onable costs and expenses associ ated with the supplemental examination or audit.
17. NOTICES:
a. All notices shall be in writing and delivered: (i) by hand; o r (ii) sent by registered, express, or certified mail, with return receipt requested or wi th delivery confirmation requested from the U.S. postal service; or (iii) sent by overnight or sam e 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 earl ier to occur of: (x) actual delivery or the date on wh ich delivery is refused; or (y ) three (3) days after notice is deposited in the U.S. mail or with a courier service in the man ner described above (Sundays and City holidays excepted).
c. Either party may, at any time, change its notice address (oth er 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
Planning, Building and Transportation
City Hall
2263 Santa Clara Ave, Room 120
Alameda, CA 94501
ATTENTION: Danielle Mieler, Project Manager
Ph: (510) 747-4713
e. All notices, demands, requests , or approvals from the City to Provider shall be addressed to Provider at:
Raimi + Associates
1900 Addison Street, Suite 201
Berkeley, CA 94704
ATTENTION: Eric Yurkovich, Principal and Project Manager Ph: (510) 394-3715
Email: [email protected]
f. All updated insurance certificat es from Provider to the City shall be addressed to the City at:
City of Alameda
Planning, Building and Transportation Department
City Hall
2263 Santa Clara Avenue, Room 120
Alameda, CA 94501
ATTENTION: Danielle Mieler, Project Manager
Email: [email protected]
18. SAFETY:
a. Provider will be solely and completely responsible for condit ions of all vehicles owned or operated by Provider, i ncluding the safety of all pers ons and property during performance of the services and tasks under this Agreement. Th is requirement will apply continuously and not be limited to normal working hours. In addition, Provider will comply with all safety provisions i n conformance with U .S. Department of La bor 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 w ill 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 notif y the City within 24 hours of any incident of death, serious personal injury or substantial property damage that occ urs in connection with the performance of this Agreement. Provider will promptly submit t o the City a written report of all incidents that occur in connecti on with this Agreement. This r eport 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 within 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.
c. Upon termination of this Agreem ent either for cause or for convenience, each party shall pay to the other party that portion of compensation specified in this Agreement that is earned and unpaid prior to the effectiv e date of termination. The obl igation 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 procee dings, relating to this Agreement, including but not limited to any action or suit by a ny 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 Ci ty shall have the right to imp ose, 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 request, records to demonstrate Provider’s compliance with this Section.
22. COMPLIANCE WITH ALL APPLICABLE LAWS:
During the term of this Agreement, Provider shall keep fully in formed 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 j urisdiction or authority over the same. Provider shall comply with all applicable laws, state an d 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 Agreeme nt and obligations of the par ties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisd iction 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 co ndition 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 Sec tion 30, the Recitals and exhibit s are a material part of this Agreement and are expressly incorporated herein. This Agreemen t represents the full and complete understanding of every kind or nature whatsoever betwe en the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or n ature are merged herein. No verbal agreement or implied cove nant 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 no t 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 (i ncluding 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 th at 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 otherw ise 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. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
IN WITNESS WHEREOF, the parties have each caused this Agreement to be duly executed on its behalf as of the Effective Date.
RAIMI & ASSOCIATES, INC. CITY OF ALAMEDA
a California corporation a municipal corporation
Matt Raimi Jennifer Ott
President and CEO City Manager
RECOMMENDED FOR APPROVAL
Simran Malhotra
Vice President
Allen Tai
Planning, Building and Transportation
Director
APPROVED AS TO FORM:
City Attorney
Celena H. Chen
Chief Planning Counsel
iM l h t
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:
CONTACT
(A/C, No):
FAX
E-MAIL
ADDRESS:
PRODUCER
(A/C, No, Ext):
PHONE
INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions o f the policy, certain policies may require an endorsement. A s tatement on this certificate does not confer rights to the certificate hold er in lieu of such endorsement(s).
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CON TRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERI OD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDE D BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $
$
$
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BODILY INJURY (Per accident)
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POLICY EFF
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INSR
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CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY PRO-
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CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
10/31/2023
AssuredPartners Design Professionals Insurance Services, LLC 3697 Mt. Diablo Blvd Suite 230
Lafayette CA 94549
Kaitlin Murray
510-272-1410
[email protected]
License#: 6003745 Travelers Property Casualty Company of America 25674 RAIM&AS-01 Travelers Casualty and Surety Co of America 31194 Raimi & Associates, Inc.
1900 Addison Street Suite 200
Berkeley CA 94704
The Travelers Indemnity Company of Connecticut 25682
HARTFORD INSURANCE COMPANY 38288
1637953551
C X 2,000,000
X 1,000,000
X Contractual Liab 10,000
Included 2,000,000
4,000,000
X X
Y Y 6803J079023 7/14/2023 7/14/2024
4,000,000
C 1,000,000
X X
Y Y BA9R319577 7/14/2023 7/14/2024
A X X 3,000,000Y CUP7N361479 7/14/2023Y 7/14/2024
3,000,000
X 0
D XY 57WEGAD5TM3 7/14/2023 7/14/2024
1,000,000
1,000,000
1,000,000
B Professional Liability 106337798 7/14/2023 7/14/2024 Per Claim Aggregate Limit
$2,000,000
$2,000,000Umbrella Liability policy is a follow-form underlying General Liability/Auto Liability/Employers Liability. Insured owns no company vehicles;therefore, hired/non-owned auto is the maximum coverage that applies.
Project #23028 - Alameda Climate Action and Resiliency Plan Update City of Alameda, its City Council, boards, commissions, officials, employees, agents, and volunteers are named as an additional insured as respects general liability and auto liability as required per written contract. General Liability and Auto Liability are Primary/Non-Contributory per policy formwording. Insurance coverage includes waiver of subrogation per the attached endorsement(s). CANCELLATION/CHANGE: 30 day notice will be sent to the certificate holder. 30 Day Notice of Cancellation
City of Alameda
2263 Santa Clara Ave,
Alameda CA 94501
Policy # 6803J079023
COMM E RCI AL G ENERA L LIAB ILI T Y
that i s av a ilab le to any o f y our " em p loyee s "o ccup at ional ther api st or o ccup at ional f o r "bod i ly injur y " that ar i s e s out o f prov idin gthe r apy as s ist an t, p h y s i c a l therap i s t o r or fa i li ng t o pr ov ide "i ncidental me dic a ls p ee c h- language p a th olo gi st ; or s e rv i c e s " to any p e r s on t o the e x tent n ot(b ) F i r st ai d o r "Good Sama r i tan s e rv i c e s " s ubje c t to P arag rap h 2.a. (1) o f S e c tio n II –by any o f y our " em p loyee s " or " v olunteer Wh o I s An Insured.wor ke r s ", oth e r th an an em ployed o r v o lunteer d o ctor . An y s uc h " em p loyee s " K. M ED I C AL PAY M EN T S – INCREASE D LI M IT or " v ol untee r wor ker s" pr ov idin g or f a il in g The fo llo w ing re pla ces P ar agr ap h 7. ofto pr ov ide f i r s t aid or "Good Sama r i tan S EC T ION I II – L IMIT S O F I N SURA NCE :s e rv i c e s " dur ing th ei r wor k h our s f o r yo u
7. Su bje ct to P ar agr ap h 5. abov e, th e Medic a lw il l b e d ee m ed t o b e a c ti ng w ithin th e s co pe o f thei r em ploy m ent b y y ou o r Ex pens e L im i t i s the mo s t we w il l pay und e r pe r f o r m in g dutie s related to t he c o ndu ct C ov er age C for a ll m ed i c a l e x pens e s o f yo ur bus ine s s . be c aus e o f " bodily inj ur y " s us tained b y any one per s on, and will be th e highe r o f :3. The f o llow ing repla c e s the la st s e nt en c e o f Pa rag raph 5. of SE CTIO N I II – L IMIT S O F a. $10, 00 0; orINSU R A N CE :
b. The am o unt s hown i n th e D e clar at ion s o fFo r t he p ur po s es o f d eter m i ni ng th e th i s C ov er age P ar t for Medica l E x pens eappl i cable E a c h Occur r enc e L im i t , all re la ted Lim i t.a ct s or om i s s ions c om m i tted i n pr ov iding o r f a il in g t o prov ide "inci dent al me dical L . AM END MEN T OF EXCES S INS URA NCE s e r v i ce s ", f i r s t a id or "Good Sama r i tan COND I T ION – P ROF ES SI ONAL L IA BIL I TY s e r v i ce s " to any one p er s on w il l b e deemed The fol lo w ing i s added t o P arag raph 4.b . ,to b e one " o cc ur r ence ". Ex ces s Insu rance , o f S EC T ION I V –4. The f ol low ing ex clu s ion is ad ded t o CO MM ERCIAL GENE R AL L IA BI LIT Y Pa ra gr aph 2. , Ex clus ion s , o f SE CTION I – COND I T ION S :
CO V ER AGE S – C O VER AGE A – BODI L Y Thi s in s ur anc e is ex c e s s ov er any o f the oth e rINJU RY A ND P ROP ERT Y DAM AGE i nsuran c e, w h eth e r pr im ar y, ex ces s , c o nti ng entLI A B IL IT Y : or on a ny other b a s i s , that i s Pro f e ss ionalSa le O f Ph ar mac eu ticals Lia bil ity or s im i la r c ov e r ag e, t o th e ex tent t h e "Bo dily inj ur y " o r "prop e r ty d am age " ar i s ing lo ss i s n o t s ub ject to th e pr o f e s s ional s e r v i c e s ou t o f t h e v iola t ion o f a p enal s ta tute o r ex clusion o f C o v er age A or Co v e rage B . or di nanc e relatin g t o the s a le of M . B LA NKET W AIVER OF SUBRO GATION –phar ma c eut i c al s c om m i tt ed b y, o r wi th t he W H EN R E QUI RED BY WRI T TEN C O NT RACTk nowledg e o r c o n s ent o f t he in s ured. O R AG R EEMEN T5. The fol lo w ing i s a dd ed t o th e D EFIN I TION S The fol lo wing is add ed to P a r agr aph 8. , T ran s ferSe ctio n:
O f Ri g h t s O f Re co ver y Again st O the rs T o U s ,"In ci dent al m ed i c al s e r v i ce s " m ea ns : of SE CTION IV – C O MMERCIAL GEN ERAL a. Med i c al , s ur gic a l, d en tal , lab or ato r y, x - LI A B IL IT Y C ON DITI O NS :
ray o r n ur sing s er v i ce or treatm en t, If the i nsured h a s agr eed in a w r i tten c o n tra ct o radv i c e o r ins tr u ction, o r the rela ted ag ree ment to waiv e that i nsured ' s r ight o ffurn i s hing o f f ood or be v e r ag es; or re cov e r y against any p er s on o r o r g anizat io n, we b. The f ur nishin g o r di s pens i ng o f dr ug s o r waiv e our right o f re c ov e r y agai nst s uch p er s o nm ed i c al , d en tal, or s urgi cal s u pplie s o r or o rganizatio n, but only fo r p ay men ts we m akeappl ia nc e s . be c aus e o f :
6. The fol lo wi ng is added t o Paragr aph 4.b . , a. "Bo dily injur y " o r "pr oper ty d am age " thatE xces s Ins u rance , o f S EC T ION I V – o ccur s ; o rCO M M ERCI AL GENE R AL LI A B ILI T Y b. "Pe r s o nal and a dv e r ti s ing injur y " c aus ed b yCOND I TION S :
an o f f e n s e th at i s c om m it ted ;Thi s i nsuran c e i s ex c e s s ov e r any v al id an d s ubs equent to th e s igni ng o f that c o ntr a ct o rcol le c ti ble oth e r i ns urance , wh ether p r im a r y, ex c e ss , c o nti ng ent o r on any other b a sis, ag ree ment.
CG D3 79 02 19 ú 20 17 T he Tra v e le rs In d e mn ity C o mp a ny . All righ ts re se rv e d . Pa ge 5 o f 6 I nc lud es co py rig ht e d ma te ria l o f I nsur a nce Se rv ice s O f f ice , Inc. wit h its p e rm is sio n.
Policy # 6803J079023
ANY PERSON OR ORGANIZATION THAT
YOU ARE REQUIRED TO INCLUDE AS
ADDITIONAL INSURED ON THE COVERAGE
FORM IN A WRITTEN CONTRACT OR
AGREEMENT THAT IS SIGNED AND
EXECUTED BY YOU BEFORE THE BODILY
INJURY OR PROPERTY DAMAGE
OCCURS AND THAT IS IN EFFECT
DURING THE POLICY PERIOD.
COMMERCIAL AUTO
POLICY NUMBER:
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
DESIGNATED INSURED FOR
COVERED AUTOS LIABILITY COVERAGE
This endorsement modifies insurance providedunder the following:
AUTO DEALERS COVERAGE FORM
BUSINESS AUTO COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by this endorsement.
This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage pro- vided in the Coverage Form.
SCHEDULE
Name Of Person(s) Or Organization(s):
Information required to complete this Schedule, if not shown above,will be shown in the Declarations.
Each person or organization shown inthe Schedule is ered Autos Liability Coverage in the Business Auto an "insured" for Covered Autos Liability Coverage, but and Motor Carrier Coverage Forms and Paragraph only to the extent that person or organization qualifiesD.2. of SectionI Covered Autos Coverages of the
as an "insured" under the Who Is An Insured provi- Auto Dealers Coverage Form. sion contained in ParagraphA.1. of SectionII
Cov-
CA 20 48 10 13
Insurance Services Office, Inc.,2011 Page 1 of 1
BA9R319577
COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET WAIVER OF SUBROGATION
This endorsement modifies insurance providedunder the following:
AUTO DEALERS COVERAGE FORM
BUSINESS AUTO COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
The following replaces ParagraphA.5., Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us,o ft h e prior to any "accident" or "loss", provided that the CONDITIONS Section: "accident" or "loss" arises out of the operations
5. Transfer Of Rights Of Recovery Against Oth- contemplated by such contract. The waiver ap- ers To Us plies only to the person or organization desig- nated in such contract.We waive any right of recovery we may have against any person or organization to the extent
CA T3 40 02 15 © 2015 The Travelers Indemnity Company. All rights reserved.P a g e 1 o f 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. 3ROLF\ BA9R319577
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Countersigned by
Authorized Representative
(1) Printed in U.S.A.Form WC 04 03 06
Policy Expiration Date:
WAIVER OF OUR RIGHT TO RECOVER FROM
OTHERS ENDORSEMENT - CALIFORNIA
Endorsement Number:Policy Number:
Effective Date: Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address:
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.
The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration.
SCHEDULE
Person or Organization Job Description
Any person or organization from whom you are required by written contract or agreement to obtain this waiver of rights from us
57WEGAD5TM3
07/14/2023
Raimi & Associates, Inc.
1900 Addison Street Suite 200
Berkeley, CA 94704
07/14/2024
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