Exhibit 1: Alfa Tech Agreement — Alameda City Council, June 17, 2025

Alfa Tech Consulting Engineers, Inc. 1 Version 03-05-25

SERVICE PROVIDER AGREEMENT
This SERVICE PROVIDER AGREEMENT (“Agreement”) is en
tered into this 1st day of
July 2025 (“Effective Date”), by and between the CITY OF ALAMEDA, a municipal corporation (“the City”), and Alfa Tech Consulting Engineers, Inc., a California corporation whose address is 1321 Ridder Park Dr. No. 50, San Jose, CA. 95131 (“ 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 servic es: on-call mechanical engineering services.

City staff issued an RFP on March 17, 2025 and after a submittal period of 16 days received ten of timely submitted proposals. Staff reviewed the proposals, interviewed qualified firms and selected the service provider that best meets the City’s needs.

C. Provider is specially trained, experienced and competent to perform the special services which will be required by this Agreement.

D. Whereas, the City Council authorized the City Manager to execute this agreement on June 17 th, 2025.

E. The City an
d Provider desire to enter into an agreement for on-call mechanical engineering services, upon the terms and conditions herein.

AGREEMENT
NOW, THEREFORE, in consideration of the fo rgoing, 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 the 1st day of July 2025, and shall terminate on the 30th day of June 2030, unless terminated earlier as set forth herein.

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 otherwis e specified, and to do all necessary work included in Exhibit A as requested. Pr ovider acknowledges that the work plan include d in Exhibit A is tentative and does not commit the City to request Provider to perform all tasks included therein.

3. COMPENSATION TO PROVIDER:

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F Exhibit 1

Alfa Tech Consulting Engineers, Inc. 2 Version 03-05-25 a. By the 7th day of each month, Provider shall su bmit 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 A 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 A. b. The total five-year compensation for this Agreement shall not exceed $750,000.

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 shall perform all serv ices under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Provider represents that it is skilled in the professional calling necessary to pe rform all services contracted fo r in this Agreement. Provider further represents that all of its employees a nd subcontractors shall have sufficient skill and experience to perform the duties assigned to them pursuant to and in furtherance this Agreement.

Provider further represents that it (and its employees and subcontractors) have all licenses, permits, qualifications, and approvals of what ever nature that are legally re quired to perform the services (including a City Business License, as needed); and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provide d for in the indemnification provisions of this Agreement, Provider shall pe rform (at its own cost and expense and without reimbursement from the City) any services necessa ry to correct errors or omissions which are caused by Provider’s failure to comply with th e standard of care provided for herein. Any employee of the Provider or its sub-providers who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of any services under this Agreement, or a threat to the safety of persons or propert y (or any employee who fails or refuses to perform the services in a manner accepta ble to the City) shall be prom ptly removed by the Provider and shall not be re-employed to perform any further services under this Agreement.

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 th e 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 employees, 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. Paymen ts of the above items, if required, are the responsibility of Provider. Any personnel performing the services under this Agreement on behalf of Provider shall also not be employees of City and shall at all times be under Provider’s exclusive direction and control.

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F Alfa Tech Consulting Engineers, Inc. 3 Version 03-05-25

7. IMMIGRATION REF
ORM 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 harmless from and against any loss, damage, lia bility, 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 harassment 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 le gitimate union activities. Such non-disc rimination shall include but not be limited to all activ ities related to initial employm ent, upgrading, demotion, transfer, recruitment or recruitment advert ising, layoff, or termination. Pr ovider 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 la w, Provider shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents a nd 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 litigat ion (“Claims”), arising from or in any manner connected to Provider’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, re cklessness 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, defe nd and hold harmless Indemnitees shall expressly survive the expiration or early termination of this Agreement.

10. INSURANCE:

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F Alfa Tech Consulting Engineers, Inc. 4 Version 03-05-25 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 c ompliance with Sections

10.b. (1) through (4). The Certifi cate Holder should be The City 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 insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall pr ovide 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 Californ ia 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 expi ration of the existing insurance cer tificate for the duration of the term of Agreement. Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, a nd volunteers as additional insure d 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 re quired by the State of Cali fornia, as 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 limit s in the amounts of $4,000,000 will be considered equivalent to the required minimum limits shown above. Provider shall also submit declarations and policy e ndorsements pages. Additional Insured Endorsement naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers is required. The Additional Insured Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F Alfa Tech Consulting Engineers, Inc. 5 Version 03-05-25 Endorsement shall include primary and non-contributory coverage at least as broad as the CG 2010.
(3) Automotive:

Comprehensive automobile liability c overage (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
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, er rors an d omissions of Provider’s profession and work hereunder, including, but not limited to, technology professional liability errors and omissions if the services being provid ed are technology-based, in the following minimum limits:
$2,000,000 each claim
As to commercial general liability and autom obile liability insurance, such insurance will provide that it constitutes primar y insurance with respect to cl aims 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 Provid
er 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’ Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F

Alfa Tech Consulting Engineers, Inc. 6 Version 03-05-25 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, its City Council, boards, commis sions, officials, empl oyees, 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 su ch additional insured would be en titled 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 expense of any nature on this policy or any 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 po licy shall be primary and non-contributory and will not seek contribution from the City’s insuran ce or self-insurance. Any available insurance proceeds broader than or in excess of the spec ified minimum insurance 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 insuran ce broker 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 broade r coverage and maximum 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. If a Provider is using an Excess Liability policy to supplement any insurance coverage required by this Agreement, they must submit the Excess Liability policy in full.

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 Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F

Alfa Tech Consulting Engineers, Inc. 7 Version 03-05-25 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 advan ce 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 vo id, and any assignee, subl essee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money agains t 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 ad d 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 required to fu rnish proof of workers’ compensation insurance and shall also be requ ired to carry general, autom obile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Provider. c. In addition, any tasks or services perform ed 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-pr oviders 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 shal l 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, certifica tes and licenses, including a City business license that may be required in connection with the performance of the services and tasks hereunder.

15. REPORTS:

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Alfa Tech Consulting Engineers, Inc. 8 Version 03-05-25 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. Generally, the City has the right to c onduct audits of Provider’s financial, performance and compliance records maintained in connection with Contr actor’s operations and services performed under the Agreement. In the event of such audit, Contractor agrees to provide the City with reasonable access to Contractor’s employees and make all such financial (including annual financial statements signed by an independent CPA), performance and compliance records available to the City. City agrees to provide C ontractor an opportunity to discuss and respond to any findings before a final audit report is filed.
b. Provider shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to pe rmit an evaluation of Provider’s performance under the Agreement, as well as mainta in books and records rela ted 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”). c. 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.
d. If supplemental examination or audit of th e Records is necessary 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 failu re to adhere to appropriate internal financial controls, or other breach of th is Agreement or failure to act in good faith, then Provider shall reimburse the City for all reasonable costs a nd 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 delive ry confirmation requested from the U.S. postal service; or (iii) sent by overn ight or same day courie r service at the party’s respective address listed in this Section.

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F

Alfa Tech Consulting Engineers, Inc. 9 Version 03-05-25 b. Each notice shall be deemed to have been received on the earl ier 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 se rvice 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 approva ls from Provider to the City shall be addressed to the City at:

City of Alameda
Public Works Department
950 West Mall Square #110
Alameda, CA 94501
ATTENTION: Mike Billington, Facilities Manager
Ph: (510) 747-7952 / [email protected]
e. All notices, demands, requests, or approvals from the City to Provider shall be addressed to Provider at:

Alfa Tech Consulting Engineers Inc.
421 E. Huntington Drive
Monrovia, CA 91016
ATTENTION: Diarmuid Hartley, CEO]
Ph: (213) 212-9860 – [email protected]
f. All updated insurance certificates from Provider to the City shall be addressed to the City at:

City of Alameda
Public Works Department
950 West Mall Square #110
Alameda, CA 94501
ATTENTION: Jeanette Navarro, Executive Assistant
Ph: (510) 747-7932 / [email protected]

18. SAFETY:
a. Provider will be solely and completely responsible for c onditions 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 confor mance 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 Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F

Alfa Tech Consulting Engineers, Inc. 10 Version 03-05-25 to thoroughly familiarize itself with the aforementi oned 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 subs tantial property damage that o ccurs in connection with the performance of this Agreement. Provider will prom ptly 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 addre ss 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 de fault is not cured within two (2) business days after receipt by Provider from the City of written no tice 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 Agreement 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 effective date of termination. The oblig ation of the pa rties 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 ad ministrative proceeding s, relating to this Agreement, including but not limite d 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 de ems are necessary to protect the health and safety of the City employees, residents, and visito rs. Provider agrees to comply with all such requirements, including, but not limited to, ma ndatory 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:

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Alfa Tech Consulting Engineers, Inc. 11 Version 03-05-25 During the term of this Agreement, Provider sh all 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 ju risdiction 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 Cit y. Provider shall defend, indemnify, and hold City (including its officials, direct ors, officers, employees, and ag ents) free and harmless from any claim or liability arising out of any failure or alleged failure to comply with such laws and regulations pursuant to the indemnification provisions of this Agreement.

23. CONFLICT OF LAW:

This Agreement shall be interpreted under, and enforced by the la ws of the State of California without regard to any choice of law rule s 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 te rm, covenant, or condition contained herein shall not be deemed to be a waiver of any subs equent breach of the sa me 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 Secti on 33, the Recitals and exhibits are a material part of this Agreement and are expressly incorporated herei n. This Agreement represents the full and complete understanding of every kind or nature whatsoever betw een the parties hereto, and all preliminary negotiations and agreements of whatso ever kind or nature are merged herein. No verbal agreement or implied co venant 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. PREVAILING WAGES:

Provider is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq. as well as California Code of Regulations, Title 8, Section 1600, et seq., (“Prevailing Wage Laws”) which require the payment of prev ailing wage rates and the performance of other requirements on “public works” and “maintenance” projects. Provider agrees to fully comply with such Prevailing Wage Laws if the services are bei ng performed as part of an applicable “public works” or “maintenance” project as defined by the Prevailing Wage Laws and if the total compensation is $1,000 or more. City, upon Provider’s request, shall provide Provider with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement.

Provider shall make copies of the prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the servic es available to interested parties upon request; and Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F

Alfa Tech Consulting Engineers, Inc. 12 Version 03-05-25 shall post copies at the Provider’s principal place of business and at the project site. Provider shall defend, indemnify, and hold the City (its elected o fficials, officers, empl oyees, and agents) free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

27. 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.

28. COUNTERPARTS:

This Agreement may be executed in any numbe r of counterparts (inc luding 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.

29. SIGNATORY:

By signing this Agreement, si gnatory 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.

30. CONTROLLING AGREEMENT:

In the event of a conflict between the terms and conditions of this Agreement (as amended, supplemented, restated or othe rwise 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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Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F Alfa Tech Consulting Engineers, Inc. 1 Version 03-05-25 IN WITNESS WHEREOF, the parties have each caused this Agreement to be duly executed on its behalf as of the Effective Date.

Alfa Tech Consulting Engineers, Inc. CITY OF ALAMEDA
a California corporation a municipal corporation
John Gutierrez, CMA Jennifer Ott
Chief Financial Officer City Manager

RECOMMENDED FOR APPROVAL
Diarmuid Hartley
Chief Executive Officer
Erin Smith
Public Works Director
APPROVED AS TO FORM:

City Attorney
L e n A s l a n i a n
A
s s i s t a n t C i t y A t t o r n e y
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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 of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder 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 CONTRACT 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 PERIOD 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 AFFORDED 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. $ $
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-

STATUTE
PER

LIMITS(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

POLICY NUMBERTYPE OF INSURANCELTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR

CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE

DAMAGE TO RENTED
$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY PRO-

JECT LOC

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
5/2/2025
Acrisure Partners West Coast Insurance Services, LLC
1950 W Corporate Way #1
Anaheim CA 92801
408-387-5200
[email protected]
License#: 6009644
National Fire Insurance Co of Hartford
20478
ALFATEC-02
Continental Casualty Company
20443
Alfa Tech Consulting Engineers, Inc.
1321 Ridder Park Dr
Ste 50
San Jose CA 95131
The Continental Insurance Company
35289
Valley Forge Insurance Company
20508
SiriusPoint Specialty Insurance Corporation
16820
Palomar Excess and Surplus Insurance Company
16754
2012032064
A
X
1,000,000
X
1,000,000
15,000
1,000,000
2,000,000
X
Y
Y
7011419794
11/7/2024
11/7/2025
2,000,000
B
1,000,000
X
X
Y
Y
7011419780
11/7/2024
11/7/2025
C
X
X
14,000,000
Y
7011495791
11/7/2024
Y
11/7/2025
14,000,000
X
10,000
D
D
X
Y
7011419777
7011419763
11/7/2024
11/7/2024
11/7/2025
11/7/2025
1,000,000
1,000,000
1,000,000
E
F
Professional Liab Incl. Pollution
Cyber
PROVAE-0000118-00
PLMCBSCOP6110K002
7/31/2024
8/31/2024
7/31/2025
8/31/2025
Deductible $150,000
Deductible $25,000
Limit $5,000,000
Limit $2,000,000
Commercial General Liability Blanket Additional Insured - Owners, Lessees Or Contractors With Products-Completed Operations Coverage Endorsement and Primary and Noncontributory Insurance as required by written contract per attached form. Commercial General Liability Blanket Waiver Of Transfer Of Rights Of Recovery Against Others To The Insurer Endorsement as required by written contract per attached form. Commercial Auto Liability Additional Insureds, Waiver of Subrogation and Primary and Non-contributory when required by written contract per form . Workers' Compensation Blanket Waiver Of Our Right To Recover From Others as required by written contract per attached form. *Subject To Policies Terms, Conditions, and Exclusions RE: Insured's Operations per written contract.

Additional Insureds: The City of Alameda, its City Council, boards and commissions, officers & employees.

City of Alameda
2263 Santa Clara Ave
Alameda, CA 94501
Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F 5/12/2025

Blanket Additional Insured - Owners, Lessees or
Contractors - with Products-Completed
Operations Coverage Endorsement
CNA75079XX (10-16)

Page 1 of 2 ends

Policy No: 7011419794
Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.

This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
It is understood and agreed as follows:

I. WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf:

A. in the performance of your ongoing operations subject to such written contract; or B. in the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products-completed operations hazard, and only if:

1. the written contract requires you to provide the additional insured such coverage; and

2. this coverage part provides such coverage.

II. But if the written contract requires:

A. additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 10-01 edition of CG2037; or
B. additional insured coverage with "arising out of" language; or C. additional insured coverage to the greatest extent permissible by law; then paragraph I. above is deleted in its entirety and replaced by the following:

WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract.

III. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with:

A. coverage broader than required by the written contract; or B. a higher limit of insurance than required by the written contract.

IV. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of:

A. the rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including:

1. the preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and

2. supervisory, inspection, architectural or engineering activities; or B. any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part.

V. Under COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part:

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F Blanket Additional Insured - Owners, Lessees or
Contractors - with Products-Completed
Operations Coverage Endorsement
CNA75079XX (10-16)

Page 2 of 2 ends

Policy No: 7011419794
Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.

Primary and Noncontributory Insurance
With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be:

1. primary and non-contributing with other insurance available to the additional insured; or

2. primary and to not seek contribution from any other insurance available to the additional insured.

But except as specified above, this insurance will be excess of all other insurance available to the additional insured.

VI. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows:

The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following:

Any additional insured pursuant to this endorsement will as soon as practicable:

1. give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim;

2. send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and

3. make available any other insurance, and tender the defense and indemnity of any claim to any other insurer or self-insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part.

However, if the written contract requires this insurance to be primary and non-contributory, this paragraph

3. does not apply to insurance on which the additional insured is a named insured.

The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured.

VII. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition:

Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part, provided the contract or agreement:

A. is currently in effect or becomes effective during the term of this policy; and B. was executed prior to:

1. the bodily injury or property damage; or

2. the offense that caused the personal and advertising injury; for which the additional insured seeks coverage.

Any coverage granted by this endorsement shall apply solely to the extent permissible by law.

All other terms and conditions of the Policy remain unchanged.

This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy.

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F Waiver of Transfer of Rights of Recovery Against
Others to the Insurer Endorsement
CNA75008XX (10-16)

Page 1 of 1 ends

This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Name Of Person Or Organization:

Any person or organizations with whom you have agreed in writing in a contract or agreement to waive any right of recovery against such person or organization, but only if the contract or agreement:

1. Is in effect or becomes effective during the term
of this policy; and

2. Was executed prior to loss.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

Under COMMERCIAL GENERAL LIABILITY CONDITIONS , it is understood and agreed that the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended by the addition of the following:

With respect to the person or organization shown in the Schedule above, the Insurer waives any right of recovery the Insurer may have against such person or organization because of payments the Insurer makes for injury or damage arising out of the Named Insured’songoing operations or your work included in the products-completed operations hazard.

All other terms and conditions of the Policy remain unchanged.

Policy No: 7011419794
Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F Business Auto Policy
Policy Endorsement
Policy No: 7011419780Form No: CNA83700XX (10-2015)
Page: 1 of 4
Underwriting Company: Continental Casualty Company, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved.

It is
understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows.

If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement to such provision do not apply.

TABLE OF CONTENTS
I. AMENDMENTS TO LIABILITY COVERAGE
A. Who Is An Insured

1. Majority Owned Corporations

2. Newly
Acquired Organizations

3. Additio
nal Insureds Required By Written Contracts

4. Employ
ee-Hired Autos
B. In
creased Loss of Earnings Allowance
C. Fellow Empl
oyee Coverage
II. AMEN

DMENTS TO PHYSICAL DAMAGE COVERAGE
A. Increased Loss of Use Expense
B. Broadened Electronic Equipment Coverage
III. AMENDMENTS TO BUSINESS A

UTO CONDITIONS
A. Knowledg
e of Accident or Loss
B. Knowledg
e of Documents
C. Waiv
er of Subrogation
D. Unintentional Failure To Disclose Hazards
E. Primary and Non-Contributory When Required By Contract IV. AMENDMENTS TO DEFINITIONS
A. Broadened Bodily Injury
I.

AMENDMENTS TO LIABILITY COVERAGE
A. Amendments to Who Is An Insured
Under SECTION II – COVERED AUTOS LIABILITY COVERAGE, the paragraph entitled Who Is An Ins
ured is amended to add the following:

1. Majo
rity Owned Corporations
Any
incorporated entity in which you own a majority of the voting stock on the inception date of this Cove
rage Form is an insured, but only if such entity is not an insured under any other liability “poli
cy” that provides auto coverage.

2. Newly Acquired Organizations

Any organization you newly acquire or form during the policy period, other than a limited liability company, partnership or joint venture, and in which you maintain majority ownership interest is an insured, but only if such organization is not an insured under any other liability “policy” that provides auto coverage. The insurance afforded by this provision:
a. Is effective on the date of acquisition or formation of the organization, and applies until:
(1) The
end of the policy period of this Coverage Form; or
(2) The next anniversary of this Coverage Form’s inception date, whichever is earlier; and
b. Does not apply to bodily injury or property damage caused by an accident that occurred before you acquired or formed the organization.

3. Additio
nal Insureds Required By Written Contract
Any person or organization that you are required by written contract to make an additional insured under t
his insurance is an insured, but only with respect to that person or organization’s legal liability for acts or omissions of a person who qualifies as an insured for Liability Coverage under SECTION II - WHO IS AN INSURED of this Coverage Form.

4. Employ
ee-Hired Autos
Any
employee of yours is an insured while operating with your permission an auto hired or rented under a contract in that employee’s name, while performing duties related to the conduct of your business.

W
ith respect to provisions A.1. and A.2. above, “policy” includes those policies that were in force on the inception date of this Coverage Form, but:
i. Which are no longer in force; or
ii. Whose limits have been exhausted.

B. Increased Loss of Earnings Allowance
Und
er SECTION II – COVERED AUTOS LIABILITY COVERAGE, the paragraph entitled Coverage Extensions is amended under Supplementary Payment subparagraph (4) to delete the $250. a day limit for
loss of earnings and replace it with a $500. a day limit.

C. Fellow Empl
oyee Coverage
Und
er SECTION II – COVERED AUTOS LIABILITY COVERAGE, the paragraph entitled Exclusions is amend
ed to delete the exclusion entitled Fellow Employee.

II.

AMENDMENTS TO PHYSICAL DAMAGE COVERAGE
A. Incre
ased Loss of Use Expense
Under SECTION III – PHYSICAL DAMAGE COVERAGE, the paragraph entitled Coverage Extensions is amended under Loss of Use Expenses to delete the maximum of $600., and replace it with a maximum of $800.

B. Broaden
ed Electronic Equipment Coverage
Und
er SECTION III – PHYSICAL DAMAGE COVERAGE, the paragraph entitled Exclusions is amended to delet
e paragraphs 5.a through 5.d. in their entirety, and replace them with the following:

5. Exclusions 4.c. and 4.d. above do not apply to loss to any electronic equipment that at the time of loss is:

Business Auto Policy
Policy Endorsement
Policy No: 7011419780Form No: CNA83700XX (10-2015)
Page: 2 of 4
Underwriting Company: Continental Casualty Company, 151 N Franklin St, Chicago, IL 60606 Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F © Copyright CNA All Rights Reserved.
a. Permanently installed in or upon a covered auto, nor to such equipment’s antennas or other a
ccessories used with such equipment. A $100 deductible applies to this provision, and s
upersedes any otherwise applicable deductible; or
b. Design
ed to be operated solely by use of the power from the auto’s electrical system and is:
(1) Removable from a housing unit which is permanently installed in or upon the covered auto; (2) A
n integral part of the same unit housing any electronic equipment described in paragraphs a. or b.(1) a
bove; or
(3) Necessary for the normal operation of the covered auto or the monitoring of the covered auto
’s operating system.

III. AMENDMENTS TO BUSI

NESS AUTO CONDITIONS
A. Knowledg
e of Accident or Loss
Und
er BUSINESS AUTO CONDITIONS, the Loss Condition entitled Duties In the Event of Accident, Claims, Suit, or Loss is amended to add the following subparagraph a.(4):
(4) If your empl
oyees know of an accident or loss, this will not mean that you have such knowledge until such ac
cident or loss is known to a natural person Named Insured, to a partner, executive offic
er, manager or member of a Named Insured, or to an employee designated by any of the above to b
e your insurance manager.

B. Knowledge of Documents
Und
er BUSINESS AUTO CONDITIONS, the Loss Condition entitled Duties In the Event of Accident, Claims, Suit, or Loss is amended to add the following subparagraph b.(6):
(6) If your empl
oyees know of documents concerning a claim or suit, this will not mean that you have such
knowledge until such documents are known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to be your insurance manager.

C. Waiver of Subrogation
Under BUSI NESS AUTO CONDITIONS, the Loss Condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following:

We w
aive any right of recovery we may have, because of payments we make for injury or damage, against any person or organization for whom or which you are required by written contract or agreement to obtain this waiver from us.

This injury or damage must arise out of your activities under a contract with that person or organizatio
n.

You mu
st agree to that requirement prior to an accident or loss.

D. Unint
entional Failure To Disclose Hazards
Under BUSINESS AUTO CONDITIONS, the General Condition entitled Concealment, Misrepresentation or F
raud is amended to add the following:

Your f
ailure to disclose all hazards existing on the inception date of this Coverage Form shall not preju
dice you with respect to the coverage provided by this insurance, provided such failure or omission is not intentional.

E. Primar
y and Non-Contributory When Required By Contract
Under BUSINESS AUTO CONDITIONS, the General Condition entitled Other Insurance is amended to add the following:

Business Auto Policy
Policy Endorsement
Policy No: 7011419780 Form No: CNA83700XX (10-2015)
Page: 3 of 4
Underwriting Company: Continental Casualty Company, 151 N Franklin St, Chicago, IL 60606 Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F © Copyright CNA All Rights Reserved.

Notwithstanding provisions 5.a. through 5.d. above, the coverage provided by this Coverage Form shall be on a primary and non-contributory basis when required to be so by a written contract entered into prior to accident or loss.

IV. AMENDMENTS TO DEFINITIONS
A. Broadened Bodily Injury
Under DEFINITIONS, the definition of bodily injury is deleted and replaced by the following:

Bodily injury means physical injury, sickness or disease sustained by a person, including death, mental angui
sh or mental injury sustained by that person which results as a consequence of the physical injury, sic
kness or disease.

All other terms and conditions of the policy remain unchanged.

This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy.

Business Auto Policy
Policy Endorsement
Policy No: 7011419780Form No: CNA83700XX (10-2015)
Page: 4 of 4
Underwriting Company: Continental Casualty Company, 151 N Franklin St, Chicago, IL 60606 Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F G-19160-B
(Ed. 11/97)
G-19160-B Page 1 of 1
(Ed. 11/97)
WORKERS’ COMPENSATION AND EMPLOYERS’ LIABILITY INSURANCE POLICY

BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS
This endorsement changes the policy to which it is attached.

It is agreed that Part One Workers’ Compensation Insurance G. Recovery From Othersand Part Two Employers’ Liability Insurance H. Recovery From Othersare amended by adding the following:

We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.)

PREMIUM CHARGE
The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 2%.

Insured Name:Alfa Tech Consulting Engineers
Policy No: 7011419777
Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F CNA Paramount Excess and Umbrella Liability
Policy
vi.

3. P.

Q.
a.
b.
c.

1. 2.

U.
or organization which may be liable to the Insured because of injury or damage to which this insurance may also apply; and
will not voluntarily make a payment, except at its own cost, assume any obligation, or incur any expense, other than for first aid, without the Insurer’s prior consent.

Cooperation
With respect to both Coverage A - Excess Follow Form Liability and Coverage B – Umbrella Liability, the Named Insured will cooperate with the Insurer in addressing all claims required to be reported to the Insurer in accordance with this paragraph O. Notice of Claims/Crisis Management Event/Covered Accident, and refuse, except solely at its own cost, to voluntarily, without the Insurer’s approval, make any payment, admit liability, assume any obligation or incur any expense related thereto.

Notices
Any notices required to be given by an Insured shall be submitted in writing to the Insurer at the address set forth in the Declarations of this Policy.

Other Insurance
If the Insured is entitled to be indemnified or otherwise insured in whole or in part for any damages or defense costs by any valid and collectible other insurance for which the Insured otherwise would have been indemnified or otherwise insured in whole or in part by this Policy, the limits of insurance specified in the Declarations of this Policy shall apply in excess of, and shall not contribute to a claim, incident or such event covered by such other insurance.

With respect to Coverage A – Excess Follow Form Liability only, if:
the Named Insured has agreed in writing in a contract or agreement with a person or entity that this insurance would be primary and would not seek contribution from any other insurance available;
Underlying Insurance includes that person or entity as an additional insured; and Underlying Insurance provides coverage on a primary and noncontributory basis as respects that person or entity;
then this insurance is primary to and will not seek contribution from any insurance policy where that person or entity is a named insured.

Premium
All premium charges under this Policy will be computed according to the Insurer’s rules and rating plans that apply at the inception of the current policy period. Premium charges may be paid to the Insurer or its authorized representative.

In Rem Actions
A quasi in rem action against any vessel owned or operated by or for a Named Insured, or chartered by or for a Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured.

Separation of Insureds
Except with respect to the limits of insurance, and any rights or duties specifically assigned in this Policy to the First Named Insured, this insurance applies:
as if each Named Insured were the only Named Insured; and separately to each Insured against whom a claim is made.

Form No:

Underwriting Company:The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy No: 7011495791
Policy Effective Date: 11/07/2024
© Copyright CNA All Rights Reserved.

Transfer of Interest
Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F CNA Paramount Excess and Umbrella Liability
Policy
V.

1. 2.

VII.

Assignment of interest under this policy shall not bind the Insurer unless its consent is endorsed hereon.

Unintentional Omission
Based on Insurer’s reliance on the Named Insured’s representations as to existing hazards, if the Named Insured should unintentionally fail to disclose all such hazards at the effective date of this Policy, the Insurer will not deny coverage under this Policy because of such failure.

Waiver of Rights of Recovery
The Insurer waives any right of recovery it may have against any person or organization because of payments the Insurer makes under this Policy if the Named Insured has agreed in writing to waive such rights of recovery in a contract or agreement, and only if the contract or agreement:
is in effect or becomes effective during the policy period; and was executed prior to loss.

DEFINITIONS
For purposes of this Policy, words in bold face type, whether expressed in the singular or the plural, have the meaning set forth below.

Advertisement means a notice that is broadcast or published to the general public or specific market segments about the Named Insured’s goods, products or services for the purpose of attracting customers or supporters.

For the purposes of this definition:
notices that are published include material placed on the Internet or on similar electronic means of communication; and
regarding web-sites, only that part of a web-site that is about the Named Insured’s goods, products or services for the purposes of attracting customers or supporters is considered an advertisement.

Aircraft means any machine or device that is capable of atmospheric flight.

Arbitration proceeding means a formal alternative dispute resolution proceeding or administrative hearing to which an Insured is required to submit by statute or court rule or to which an Insured has submitted with the Insurer’s consent.

Asbestos means the mineral in any form whether or not the asbestos was at any time airborne as a fiber, particle or dust, contained in or formed a part of a product, structure or other real or personal property, carried on clothing, inhaled or ingested, or transmitted by any other means.

Authorized Insured means any executive officer, member of the Named Insured’s risk management or in-house general counsel’s office, or any employee authorized by the Named Insured to give or receive notice of a claim.

Auto means:
a land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or
any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged.

However, auto does not include mobile equipment.

Bodily injury means bodily injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the bodily injury, sickness or disease.

Claim means a:
suit; or
Form No:

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F CNA Paramount Excess and Umbrella Liability
Policy
D.

1. a.
b.
c.
d.
e.
f.
g.
h.

2. a.
i.
ii.
b.

IV.

1. a.
b.

Coverage D - Key Employee Exclusions
With respect to Coverage D – Key Employee, this insurance does not apply to any actual or alleged:

Death or Disability
death or permanent disability of a key employee relating to, or arising out of:
nuclear reaction or radiation or radioactive contamination, however caused; sickness or disease, including mental illness or mental injury; pregnancy, childbirth, miscarriage or abortion;
suicide, attempted suicide or self inflicted bodily injury, while sane or insane; the key employee’s intoxication, impairment or otherwise being under the influence of alcohol or controlled substances;
war, including undeclared or civil war;
warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or
insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these.

Other Expenses
expenses the Named Insured incurs which the Named Insured would not have incurred if the Named Insured had used all reasonable means to:
find a permanent replacement for the key employee; and
reduce or discontinue the key employee replacement expense; as soon as possible after the Named Insured’s permanent loss of the services of the key employee caused by a covered accident.
additional expenses incurred due to the Named Insured’s loss of the services of a permanent replacement appointed or hired to replace a key employee, however caused. However, this exclusion does not apply if the replacement employee is included in the definition as a key employee and the Named Insured’s loss of the services of the replacement employee is caused by a covered accident.

WHO IS AN INSURED
The following persons or organizations are Insureds.

With respect to Coverage A - Excess Follow Form Liability, the Named Insured and any persons or organizations included as an insured under the provisions of underlying insurance are Insureds, and then only for the same coverage, except for limits of insurance, afforded under such underlying insurance.

With respect to the Coverage B - Umbrella Liability:

If the Named Insured is designated in the Declarations of this Policy as:
an individual, the Named Insured and the Named Insured’s spouse are Insureds, but only with respect to the conduct of a business of which the Named Insured is the sole owner. a partnership or joint venture, the Named Insured is an Insured. The Named Insured’s members, the Named Insured’s partners, and their spouses are also Insureds, but only with respect to the conduct of the Named Insured’s business.

Form No:

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F CNA Paramount Excess and Umbrella Liability
Policy
c.
d.
e.

2. a.
b.
i.
(a)
(b)
(c)
(d)
ii.
(a)
(b)
C.

A.
a limited liability company, the Named Insured is an Insured. The Named Insured’s members are also Insureds, but only with respect to the conduct of the Named Insured’s business. The Named Insured’s managers are Insureds, but only with respect to their duties as the Named Insured’s managers.
an organization other than a partnership, joint venture or limited liability company, the Named Insured is an Insured. The Named Insured’s executive officers and directors are Insureds, but only with respect to their duties as the Named Insured’s officers or directors. The Named Insured’s stockholders are also Insureds, but only with respect to their liability as stockholders. a trust, the Named Insured is an Insured. The Named Insured’s trustees are also Insureds, but only with respect to their duties as trustees.

Each of the following are also Insureds:

The Named Insured’s volunteer workers but only while performing duties related to the conduct of the Named Insured’s business.

The Named Insured’s employees, other than either the Named Insured’s executive officers (if the Named Insured is an organization other than a partnership, joint venture or limited liability company) or the Named Insured’s managers (if the Named Insured is a limited liability company), but only for acts within the scope of their employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business.

However, none of these employees or volunteer workers are Insureds for:
bodily injury or personal and advertising injury:
to the Named Insured, to the Named Insured’s partners or members (if the Named Insured is a partnership or joint venture), to the Named Insured’s members (if the Named Insured is a limited liability company), to a co-employee while in the course of his or her employment or performing duties related to the conduct of the Named Insured’s business, or to the Named Insured’s other volunteer workers while performing duties related to the conduct of the Named Insured’s business; to the spouse, child, parent, brother or sister of that co-employee or volunteer worker as a consequence of paragraph (i)(a) above;
for which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in paragraph i. (a) or (b) above; or arising out of his or her providing or failing to provide professional health care services. property damage to property:
owned, occupied or used by;
rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by;
the Named Insured, any of the Named Insured’s employees, volunteer workers, any partner or member (if the Named Insured is a partnership or joint venture), or any member (if the Named Insured is a limited liability company).

With respect to the Coverage C - Crisis Event Management and the Coverage D - Key Employee, the Named Insured is the Insured.

LIMITS OF INSURANCE
Multiple Insureds, claims, claimants
The limits of insurance shown in the Declarations of this Policy and the rules below fix the most the Form No:

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F CNA Paramount Excess and Umbrella Liability
Policy Endorsement

AMENDMENT TO NAMED INSURED

1. a.

A.
(1)
(2)
a.
(1)
(b)
(1)
(a)
(b)
a.

This endorsement modifies insurance provided under the following:

PARAMOUNT EXCESS AND UMBRELLA LIABILITY POLICY
It is understood and agreed that:

The section entitled WHO IS AN INSURED is amended as follows:

Paragraph A. is deleted and replaced by the following:

With respect to Coverage A – Excess Follow Form Liability:

Any person or organization that is a Named Insured under the provisions of underlying insurance shall be considered a Named Insured under Coverage A Excess Follow Form Liability; Any person or organization included as an insured under the provisions of underlying insurance is an Insured under Coverage A – Excess Follow Form Liability; but only for the same coverage, except for limits of insurance, afforded under such underlying insurance.

Paragraph B. is amended to add the following as Named Insureds under Coverage B – Umbrella Liability:

Entities that are named insureds under the provisions of underlying insurance, but only while a Named Insured has management control over the entity during the policy period, subject to the following:
the coverage provided by this insurance to such an entity does not apply to:
(a) bodily injury or property damage that occurred; or
personal and advertising injury caused by an incident first committed; before a Named Insured has management control or after a Named Insured ceases to have management control; and
no person or organization is a Named Insured:
with respect to the conduct of any current, past or newly formed partnership, limited liability company or joint venture that is not covered by this endorsement as a Named Insured; or if the person or organization is excluded by another endorsement attached to this policy.

For the purpose of this provision, management control means a Named Insured:
has more than 50% ownership interest in the entity, directly or indirectly; or exercises management or financial control over the entity.

Paragraph C. is deleted and replaced by the following:

C. With respect to Coverage C – Crisis Event Management and Coverage D – Key Employee, any entity that qualifies as a Named Insured under Coverage A or Coverage B also qualifies as a Named Insured under Coverage C and Coverage D.

Policy No: 7011495791
Policy Effective Date: 11/07/2024
Form No: CNA88301XX (08-2017)
Page: 1 of 2
Underwriting Company: The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved.

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F CNA Paramount Excess and Umbrella Liability
Policy Endorsement

2. The section entitled DEFINITIONS is amended to delete the definition of Named Insured and replace it with the following:

Named Insured means the persons or organizations named as such in the Declarations, and any other organization qualifying as a Named Insured in the Section entitled WHO IS AN INSURED.

All other terms and conditions of the policy remain unchanged.

This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below.

Policy No: 7011495791
Policy Effective Date: 11/07/2024
Form No: CNA88301XX (08-2017)
Page: 2 of 2
Underwriting Company: The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved.

Docusign Envelope ID: D0F50827-D0FF-46A0-A8B0-CDA0CA02098F

Alameda City CouncilJune 17, 2025

Alameda City Council
June 17, 2025