Agenda packet — Foster City City Council, September 18, 2023 (part 1 of 4)

CITY OF FOSTER CITY/
ESTERO MUNICIPAL IMPROVEMENT DISTRICT
FOSTER CITY COUNCIL CHAMBERS
620 FOSTER CITY BOULEVARD
FOSTER CITY, CALIFORNIA
MEMBERS OF THE PUBLIC THAT WISH TO ATTEND AND/OR PARTICIPATE IN A MEETING MAY DO SO IN PERSON OR BY JOINING THE ZOOM MEETING HTTPS://FOSTERCITY ORG.ZOOM.US/J/86416976977 PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND VIA ZOOM MEETING. ANY EMAILS SENT TO [email protected] WILL BE PROVIDED TO THE CITY COUNCIL PRIOR TO THE MEETING.

To Attend the Meeting in Person:

Location: 620 Foster City Blvd, Foster City, California, 94404 To Provide Public Comment in Person:

Members of the public wishing to speak will be asked to fill out a Request to Speak Form. Forms will be accepted until the staff presentation on an agenda item ends, or until the public comment period on non agenda items is closed. For special meetings, public comment is limited to item(s) on the agenda only.

To Observe the Meeting via Teleconference/Video Conference:

To access the meeting by computer / smartphone, go to: https://fostercityorg.zoom.us/j/86416976977 To dialin via phone:
16699006833 or
14086380968
And enter Webinar ID: 864 1697 6977
To Participate in the Meeting by Providing Public Comment via Teleconference/Video Conference:

During the Meeting: Live verbal public comments may be made by members of the public joining the meeting via Zoom. Zoom access information is provided above. Use the “raise hand” feature (for those joining by phone, press *9 to “raise hand”) during the public comment period for the agenda item you wish to address. The Zoom Host will call on people to speak by name provided or last 4 digits of phone number for dialin attendees. Please clearly state your full name for the record at the start of your public comment.

Before the Meeting: Written public comments for the record may be submitted in advance by 4:00 p.m. the day of the meeting by email to: [email protected] and will be made part of the written record but will not be read verbally at the meeting. Written public comments submitted by email should adhere to the following:

Clearly indicate the Agenda Item No. or specify “Public” in the Subject Line for items not on the agenda Include the submitter’s full name (Recommended but not required) Written public comments received by 4:00 p.m. the day of the meeting will be provided in their entirety to the City Council prior to the meeting and will be made part of the written record but will not be read verbally at the meeting.

Written public comments will be posted to the City’s website for review prior to the meeting.

AGENDA
Monday, September 18, 2023 6:30 PM
REGULAR MEETING AS CITY COUNCIL/EMID BOARD OF

DIRECTORS

1. CALL TO ORDER

2. PLEDGE OF ALLEGIANCE

3. ROLL CALL
Councilmembers/ex officio EMID Directors Sam Hindi, Stacy Jimenez, Art Kiesel, Patrick Sullivan, and Mayor/President Jon Froomin

4. SPECIAL PRESENTATIONS

4.1. Presentation of Certificates of Recognition to the Foster City Wolfpack Youth Baseball Team

5. PUBLIC
Government Code Section 54954.2 E (3) precludes the City Council from discussing or acting upon any topic initially presented during the “Public” portion of the agenda.

Information may be received, placed on a future agenda, or referred to the appropriate City staff. FCMC 2.08.240 Addressing the Council. "...Each person desiring to address the Council shall step up to the public rostrum after being recognized to speak by the presiding officer, shall state his/her name and address for the record, state the subject he/she wishes to discuss, state who he/she is representing if he/she represents an organization or other persons and, unless further time is granted by majority vote of the Council, shall limit his/her remarks to three minutes. The City Council may vary the time limit for any speaker, if it deems this necessary." Speakers may join the Zoom meeting via the meeting link and using the “raise hand” feature and the Zoom host will call on people.

6. CITY/EMID CONSENT CALENDAR
All matters listed under Consent Calendar are considered to be routine by the City Council/EMID Board of Directors and will be enacted by one motion unless removed by a member of the Council/Board, staff, or public. There will be no separate discussion on these items unless a citizen or a Council/Board member so requests.

This section includes minutes, ordinances for adoption, resolutions for adoption, and other business as needed. If discussion is required, that item will be removed from the Consent Calendar and will be considered separately after approval of the remaining items on the Consent Calendar. Vote may be by roll call.

6.1. City/EMID Regular Meeting Minutes of August 21, 2023

6.2. A Resolution of the City Council of the City of Foster City Approving the After School Activity (ASA) Bus Program Funding Agreement Between the City of Foster City and the San Mateo Union High School District for a Contribution in the Amount of $21,667.50 to the ASA Bus Program for the 20232024 School Year, Authorizing the City Manager to Execute the Funding Agreement, and Authorizing an Appropriation in an Amount NottoExceed $21,667.50 to the Community Benefits Fund, Account No. 0050110413 4251, to Fund the Contribution
a) Staff Report
b) Adopt Resolution

6.3. A Resolution of the City Council of the City of Foster City Authorizing the Appropriation of $41,000.00 From the General Fund Balance to Foster City Police Account No. 00106204214251 for FY 2324 to Fund One Contracted Fulltime Mental Health Clinician to Be Shared Equally With San Mateo Police as Part of the Community Wellness and Crisis Response Team Mental Health Partnership
a) Staff Report
b) Adopt Resolution

6.4. A Resolution of the City Council of the City of Foster City Approving the Established List of Qualified Environmental Consultants to Provide Project based Professional oncall Services for California Environmental Quality Act (CEQA) Reviews for the Planning Division of the Community Development Department (CDD); Authorizing the Mayor to Execute a Master Professional Services Agreement With Each Consultant on the List With No Compensation Maximum for a Term of Two Years; and Finding the Approval of the oncall List and Master Professional Services Agreements Exempt Under CEQA Pursuant to CEQA Guidelines Section 15061(B)(3) a) Staff Report
b) Adopt Resolution

6.5. a) A Resolution of the City Council of the City of Foster City Authorizing the Issuance of a Request for Proposals and/or Qualifications for Professional Services for Construction Management and Inspection Services, Architectural Engineering, Landscape Architecture, Water and Wastewater Engineering, Corrosion Engineering, Cost Estimation, and Geotechnical Engineering Services and Finding the Project Exempt from CEQA under Section 15061(B)(3); and
b) A Resolution of the Board of Directors of the Estero Municipal Improvement District Authorizing the Issuance of a Request for Proposals and/or Qualifications for Professional Services for Construction Management and Inspection Services, Architectural Engineering, Landscape Architecture, Water and Wastewater Engineering, Corrosion Engineering, Cost Estimation, and Geotechnical Engineering Services and Finding the Project Exempt from CEQA under Section 15061(B)(3)
c) Staff Report
d) Adopt Resolutions

6.6. By Minute Order, Approve the Recommendation to Remove the Existing Temporary Cofferdams to Restore Tidal Flow Back Into the O’Neill Slough and Accept an Addendum to the 2017 Levee Project Final Environmental Impact Report (FEIR) Analyzing Modifications to O’Neill Slough, State Clearinghouse #2016012012 (2017 FEIR)
a) Staff Report

6.7. By Minute Order, Appoint Two Citizen Representatives and One Business Representative to ThreeYear Terms on the Levee Bond Oversight Committee: Citizen Applicants: Al De Groot (representing Gilead), Ken Ludlum (resident), and Bhavanishankar Subramaniam (resident) a) Staff Report

6.8. By Minute Order, Receive and Accept the Foster City Foundation Fund Annual Report of Financial Activities for Fiscal Year 202223 a) Staff Report

6.9. By Minute Order, Approve a Letter to the Honorable Nancy L. Fineman Judge of the Superior Court in Response to the San Mateo County Civil Grand Jury Report, Dated July 10, 2023, Entitled “Bike Safety in San Mateo County:

Making Bicycling Safer in the County”
a) Staff Report

7. PUBLIC HEARINGS

7.1. A Public Hearing to Hear and Consider Comments Regarding Amendments to Title 17, “Zoning” Chapters 17.78 Accessory Dwelling Units, and 17.86 Density Bonuses and Finding The Amendments Exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guideline Section 15061(b)(3)
a) Staff Report
b) Open Public Hearing
c) Receive Public Testimony
d) Close Public Hearing
e) Action – An Ordinance of the City of Foster City Making Various Text Amendments to Title 17, “Zoning” of the Foster City Municipal Code Chapter

17.78, “Accessory Dwelling Units” and Finding the Amendments Exempt from the California Environmental Quality Act – RZ20230006
i) Introduce Ordinance by title only, by motion waive further reading ii) By motion pass ordinance to second reading
d) Action – An Ordinance of the City of Foster City Making Text Amendments to Title 17, “Zoning” of the Foster City Municipal Code Chapter 17.86, “Density Bonuses”, to Ensure Compliance with Recent Changes in State Law and Finding the Amendments Exempt from the California Environmental Quality Act – RZ20230007
i) Introduce Ordinance by title only, by motion waive further reading ii) By motion pass ordinance to second reading

8. NEW BUSINESS

8.1. Consideration of Implementing Hybrid Meetings and the Recording of All Citizen Advisory Committee Meetings
a) Staff Report
b) Action – By Minute Order, Provide Policy Direction

8.2. Recreation Center Rebuild Project (CIP 301678) – Receive and Accept Report and Provide Policy Direction on Schematic Design and Project Budget
a) Staff Report
b) Action – By Minute Order, Receive and Accept Report and Provide Policy Direction to Staff and find action exempt from review under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15262 and 150161(b)(3)

9. RESOLUTIONS FOR ADOPTION

9.1. A Resolution of the City Council of the City of Foster City Approving the Appointment of Fifteen Members to the Youth Advisory Committee a) Staff Report
b) Action – Adopt Resolution

10. OLD BUSINESS

10.1. A Resolution of the City Council of the City of Foster City, State of California, Granting Consent to the City of Burlingame to Include the City of Foster City in the San Francisco Peninsula Tourism Marketing District (SFPTMD) a) Staff Report
b) Action – Adopt Resolution

11. COMMUNICATIONS

11.1. City/District Warrants of Demands were Processed and Issued on August 15, 2023, August 31, 2023 and September 5, 2023, and ACH were processed on September 5, 2023
a) Information Item Only
b) No Action Required

12. CITY/DISTRICT MANAGER REPORTS, COUNCIL/BOARD STATEMENTS AND REQUESTS, AND COUNCIL LIAISON REPORTS
City/District Manager and Council/EMID Board Members report on their various assignments and liaison roles and Council/EMID Board requests for scheduling future items.

12.1. Request to Place an Item on a Future Agenda by Vice Mayor Patrick Sullivan Regarding Updating the City’s Disposable Food Service Ware Ordinance which is currently based on San Mateo County Ordinance and include the City of Pacifica’s provisions under Section 65.404

13. CLOSED SESSION

13.1. Conference with Labor Negotiators (Government Code Section 54957.6) Agency designated representative: Stefan Chatwin, Diane Pitman, and Austris Rungis
Employee Organizations: AFSCME

13.2. Report Out from Closed Session

14. ADJOURNMENT
The public is invited to attend.

Any attendee wishing special accommodations at the meeting should contact the City Clerk’s Department at (650) 2863250 or [email protected] at least 48 hours in advance of the meeting. The City has a procedure for receiving and swiftly resolving requests for reasonable accommodation for individuals with disabilities, consistent with the federal Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and resolving any doubt in favor of accessibility.

That procedure for receiving and resolving requests for accommodation is available at the City Clerk’s Office. All meetings are conducted in a manner consistent with applicable civil rights and nondiscrimination laws.

Any writings or documents provided to a majority of the City Council or EMID Board regarding any item on this agenda after the agenda packet was distributed will be made available for public inspection in the City Clerk Department at City Hall located at 610 Foster City Boulevard during normal business hours and at the meeting.

City Council meetings on FCTV on Comcast Channel 27 and AT&T Channel 99:

LIVE every 1st and 3rd Monday of the month
REPLAY next day at 1:00 pm (that week only)
REPLAY Saturday at 5:00 pm (only on Saturday the week the actual meeting occurs) City Council meetings on https://www.fostercity.org/community/page/fctvlivestream:

STREAMED LIVE every 1st and 3rd Monday of the month
City Council meetings ondemand:
https://www.fostercity.org/agendasandminutes

1 CITY OF FOSTER CITY/
ESTERO MUNICIPAL IMPROVEMENT DISTRICT
FOSTER CITY COUNCIL CHAMBERS
620 FOSTER CITY BOULEVARD
FOSTER CITY, CALIFORNIA
MEMBERS OF THE PUBLIC THAT WISH TO ATTEND AND/OR PARTICIPATE IN A MEETING MAY DO SO IN PERSON OR BY JOINING THE ZOOM MEETING HTTPS://FOSTERCITY ORG.ZOOM.US/J/86416976977 PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND VIA ZOOM MEETING. ANY EMAILS SENT TO [email protected] WILL BE PROVIDED TO THE CITY COUNCIL PRIOR TO THE MEETING.

To Attend the Meeting in Person:

Location: 620 Foster City Blvd, Foster City, California, 94404 To Provide Public Comment in Person:

To Observe the Meeting via Teleconference/Video Conference:

Written public comments will be posted to the City’s website for review prior to the meeting.

AGENDA
Monday, September 18, 2023 6:30 PM
REGULAR MEETING AS CITY COUNCIL/EMID BOARD OF

DIRECTORS

1. CALL TO ORDER

2. PLEDGE OF ALLEGIANCE

3. ROLL CALL
Councilmembers/ex officio EMID Directors Sam Hindi, Stacy Jimenez, Art Kiesel, Patrick Sullivan, and Mayor/President Jon Froomin

4. SPECIAL PRESENTATIONS

4.1. Presentation of Certificates of Recognition to the Foster City Wolfpack Youth Baseball Team

5. PUBLIC
Government Code Section 54954.2 E (3) precludes the City Council from discussing or acting upon any topic initially presented during the “Public” portion of the agenda.

6.1. City/EMID Regular Meeting Minutes of August 21, 2023

6.8. By Minute Order, Receive and Accept the Foster City Foundation Fund Annual Report of Financial Activities for Fiscal Year 202223 a) Staff Report

Making Bicycling Safer in the County”
a) Staff Report

7. PUBLIC HEARINGS

8. NEW BUSINESS

8.1. Consideration of Implementing Hybrid Meetings and the Recording of All Citizen Advisory Committee Meetings
a) Staff Report
b) Action – By Minute Order, Provide Policy Direction

9. RESOLUTIONS FOR ADOPTION

9.1. A Resolution of the City Council of the City of Foster City Approving the Appointment of Fifteen Members to the Youth Advisory Committee a) Staff Report
b) Action – Adopt Resolution

10. OLD BUSINESS

11. COMMUNICATIONS

13. CLOSED SESSION

13.1. Conference with Labor Negotiators (Government Code Section 54957.6) Agency designated representative: Stefan Chatwin, Diane Pitman, and Austris Rungis
Employee Organizations: AFSCME

13.2. Report Out from Closed Session

14. ADJOURNMENT
The public is invited to attend.

City Council meetings on FCTV on Comcast Channel 27 and AT&T Channel 99:

STREAMED LIVE every 1st and 3rd Monday of the month
City Council meetings ondemand:
https://www.fostercity.org/agendasandminutes

2 CITY OF FOSTER CITY/
ESTERO MUNICIPAL IMPROVEMENT DISTRICT
FOSTER CITY COUNCIL CHAMBERS
620 FOSTER CITY BOULEVARD
FOSTER CITY, CALIFORNIA
MEMBERS OF THE PUBLIC THAT WISH TO ATTEND AND/OR PARTICIPATE IN A MEETING MAY DO SO IN PERSON OR BY JOINING THE ZOOM MEETING HTTPS://FOSTERCITY ORG.ZOOM.US/J/86416976977 PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND VIA ZOOM MEETING. ANY EMAILS SENT TO [email protected] WILL BE PROVIDED TO THE CITY COUNCIL PRIOR TO THE MEETING.

To Attend the Meeting in Person:

Location: 620 Foster City Blvd, Foster City, California, 94404 To Provide Public Comment in Person:

To Observe the Meeting via Teleconference/Video Conference:

Written public comments will be posted to the City’s website for review prior to the meeting.

AGENDA
Monday, September 18, 2023 6:30 PM
REGULAR MEETING AS CITY COUNCIL/EMID BOARD OF

DIRECTORS

1. CALL TO ORDER

2. PLEDGE OF ALLEGIANCE

3. ROLL CALL
Councilmembers/ex officio EMID Directors Sam Hindi, Stacy Jimenez, Art Kiesel, Patrick Sullivan, and Mayor/President Jon Froomin

4. SPECIAL PRESENTATIONS

4.1. Presentation of Certificates of Recognition to the Foster City Wolfpack Youth Baseball Team

5. PUBLIC
Government Code Section 54954.2 E (3) precludes the City Council from discussing or acting upon any topic initially presented during the “Public” portion of the agenda.

6.1. City/EMID Regular Meeting Minutes of August 21, 2023

6.8. By Minute Order, Receive and Accept the Foster City Foundation Fund Annual Report of Financial Activities for Fiscal Year 202223 a) Staff Report

Making Bicycling Safer in the County”
a) Staff Report

7. PUBLIC HEARINGS

8. NEW BUSINESS

8.1. Consideration of Implementing Hybrid Meetings and the Recording of All Citizen Advisory Committee Meetings
a) Staff Report
b) Action – By Minute Order, Provide Policy Direction

9. RESOLUTIONS FOR ADOPTION

9.1. A Resolution of the City Council of the City of Foster City Approving the Appointment of Fifteen Members to the Youth Advisory Committee a) Staff Report
b) Action – Adopt Resolution

10. OLD BUSINESS

11. COMMUNICATIONS

13. CLOSED SESSION

13.1. Conference with Labor Negotiators (Government Code Section 54957.6) Agency designated representative: Stefan Chatwin, Diane Pitman, and Austris Rungis
Employee Organizations: AFSCME

13.2. Report Out from Closed Session

14. ADJOURNMENT
The public is invited to attend.

City Council meetings on FCTV on Comcast Channel 27 and AT&T Channel 99:

STREAMED LIVE every 1st and 3rd Monday of the month
City Council meetings ondemand:
https://www.fostercity.org/agendasandminutes

3 CITY OF FOSTER CITY/
ESTERO MUNICIPAL IMPROVEMENT DISTRICT
FOSTER CITY COUNCIL CHAMBERS
620 FOSTER CITY BOULEVARD
FOSTER CITY, CALIFORNIA
MEMBERS OF THE PUBLIC THAT WISH TO ATTEND AND/OR PARTICIPATE IN A MEETING MAY DO SO IN PERSON OR BY JOINING THE ZOOM MEETING HTTPS://FOSTERCITY ORG.ZOOM.US/J/86416976977 PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND VIA ZOOM MEETING. ANY EMAILS SENT TO [email protected] WILL BE PROVIDED TO THE CITY COUNCIL PRIOR TO THE MEETING.

To Attend the Meeting in Person:

Location: 620 Foster City Blvd, Foster City, California, 94404 To Provide Public Comment in Person:

To Observe the Meeting via Teleconference/Video Conference:

Written public comments will be posted to the City’s website for review prior to the meeting.

AGENDA
Monday, September 18, 2023 6:30 PM
REGULAR MEETING AS CITY COUNCIL/EMID BOARD OF

DIRECTORS

1. CALL TO ORDER

2. PLEDGE OF ALLEGIANCE

3. ROLL CALL
Councilmembers/ex officio EMID Directors Sam Hindi, Stacy Jimenez, Art Kiesel, Patrick Sullivan, and Mayor/President Jon Froomin

4. SPECIAL PRESENTATIONS

4.1. Presentation of Certificates of Recognition to the Foster City Wolfpack Youth Baseball Team

5. PUBLIC
Government Code Section 54954.2 E (3) precludes the City Council from discussing or acting upon any topic initially presented during the “Public” portion of the agenda.

6.1. City/EMID Regular Meeting Minutes of August 21, 2023

6.8. By Minute Order, Receive and Accept the Foster City Foundation Fund Annual Report of Financial Activities for Fiscal Year 202223 a) Staff Report

Making Bicycling Safer in the County”
a) Staff Report

7. PUBLIC HEARINGS

8. NEW BUSINESS

8.1. Consideration of Implementing Hybrid Meetings and the Recording of All Citizen Advisory Committee Meetings
a) Staff Report
b) Action – By Minute Order, Provide Policy Direction

9. RESOLUTIONS FOR ADOPTION

9.1. A Resolution of the City Council of the City of Foster City Approving the Appointment of Fifteen Members to the Youth Advisory Committee a) Staff Report
b) Action – Adopt Resolution

10. OLD BUSINESS

11. COMMUNICATIONS

13. CLOSED SESSION

13.1. Conference with Labor Negotiators (Government Code Section 54957.6) Agency designated representative: Stefan Chatwin, Diane Pitman, and Austris Rungis
Employee Organizations: AFSCME

13.2. Report Out from Closed Session

14. ADJOURNMENT
The public is invited to attend.

City Council meetings on FCTV on Comcast Channel 27 and AT&T Channel 99:

STREAMED LIVE every 1st and 3rd Monday of the month
City Council meetings ondemand:
https://www.fostercity.org/agendasandminutes

4 CITY OF FOSTER CITY/
ESTERO MUNICIPAL IMPROVEMENT DISTRICT
FOSTER CITY COUNCIL CHAMBERS
620 FOSTER CITY BOULEVARD
FOSTER CITY, CALIFORNIA
MEMBERS OF THE PUBLIC THAT WISH TO ATTEND AND/OR PARTICIPATE IN A MEETING MAY DO SO IN PERSON OR BY JOINING THE ZOOM MEETING HTTPS://FOSTERCITY ORG.ZOOM.US/J/86416976977 PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND VIA ZOOM MEETING. ANY EMAILS SENT TO [email protected] WILL BE PROVIDED TO THE CITY COUNCIL PRIOR TO THE MEETING.

To Attend the Meeting in Person:

Location: 620 Foster City Blvd, Foster City, California, 94404 To Provide Public Comment in Person:

To Observe the Meeting via Teleconference/Video Conference:

Written public comments will be posted to the City’s website for review prior to the meeting.

AGENDA
Monday, September 18, 2023 6:30 PM
REGULAR MEETING AS CITY COUNCIL/EMID BOARD OF

DIRECTORS

1. CALL TO ORDER

2. PLEDGE OF ALLEGIANCE

3. ROLL CALL
Councilmembers/ex officio EMID Directors Sam Hindi, Stacy Jimenez, Art Kiesel, Patrick Sullivan, and Mayor/President Jon Froomin

4. SPECIAL PRESENTATIONS

4.1. Presentation of Certificates of Recognition to the Foster City Wolfpack Youth Baseball Team

5. PUBLIC
Government Code Section 54954.2 E (3) precludes the City Council from discussing or acting upon any topic initially presented during the “Public” portion of the agenda.

6.1. City/EMID Regular Meeting Minutes of August 21, 2023

6.8. By Minute Order, Receive and Accept the Foster City Foundation Fund Annual Report of Financial Activities for Fiscal Year 202223 a) Staff Report

Making Bicycling Safer in the County”
a) Staff Report

7. PUBLIC HEARINGS

8. NEW BUSINESS

8.1. Consideration of Implementing Hybrid Meetings and the Recording of All Citizen Advisory Committee Meetings
a) Staff Report
b) Action – By Minute Order, Provide Policy Direction

9. RESOLUTIONS FOR ADOPTION

9.1. A Resolution of the City Council of the City of Foster City Approving the Appointment of Fifteen Members to the Youth Advisory Committee a) Staff Report
b) Action – Adopt Resolution

10. OLD BUSINESS

11. COMMUNICATIONS

13. CLOSED SESSION

13.1. Conference with Labor Negotiators (Government Code Section 54957.6) Agency designated representative: Stefan Chatwin, Diane Pitman, and Austris Rungis
Employee Organizations: AFSCME

13.2. Report Out from Closed Session

14. ADJOURNMENT
The public is invited to attend.

City Council meetings on FCTV on Comcast Channel 27 and AT&T Channel 99:

STREAMED LIVE every 1st and 3rd Monday of the month
City Council meetings ondemand:
https://www.fostercity.org/agendasandminutes

5 CITY OF FOSTER CITY/
ESTERO MUNICIPAL IMPROVEMENT DISTRICT
FOSTER CITY COUNCIL CHAMBERS
620 FOSTER CITY BOULEVARD
FOSTER CITY, CALIFORNIA
MEMBERS OF THE PUBLIC THAT WISH TO ATTEND AND/OR PARTICIPATE IN A MEETING MAY DO SO IN PERSON OR BY JOINING THE ZOOM MEETING HTTPS://FOSTERCITY ORG.ZOOM.US/J/86416976977 PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND VIA ZOOM MEETING. ANY EMAILS SENT TO [email protected] WILL BE PROVIDED TO THE CITY COUNCIL PRIOR TO THE MEETING.

To Attend the Meeting in Person:

Location: 620 Foster City Blvd, Foster City, California, 94404 To Provide Public Comment in Person:

To Observe the Meeting via Teleconference/Video Conference:

Written public comments will be posted to the City’s website for review prior to the meeting.

AGENDA
Monday, September 18, 2023 6:30 PM
REGULAR MEETING AS CITY COUNCIL/EMID BOARD OF

DIRECTORS

1. CALL TO ORDER

2. PLEDGE OF ALLEGIANCE

3. ROLL CALL
Councilmembers/ex officio EMID Directors Sam Hindi, Stacy Jimenez, Art Kiesel, Patrick Sullivan, and Mayor/President Jon Froomin

4. SPECIAL PRESENTATIONS

4.1. Presentation of Certificates of Recognition to the Foster City Wolfpack Youth Baseball Team

5. PUBLIC
Government Code Section 54954.2 E (3) precludes the City Council from discussing or acting upon any topic initially presented during the “Public” portion of the agenda.

6.1. City/EMID Regular Meeting Minutes of August 21, 2023

6.8. By Minute Order, Receive and Accept the Foster City Foundation Fund Annual Report of Financial Activities for Fiscal Year 202223 a) Staff Report

Making Bicycling Safer in the County”
a) Staff Report

7. PUBLIC HEARINGS

8. NEW BUSINESS

8.1. Consideration of Implementing Hybrid Meetings and the Recording of All Citizen Advisory Committee Meetings
a) Staff Report
b) Action – By Minute Order, Provide Policy Direction

9. RESOLUTIONS FOR ADOPTION

9.1. A Resolution of the City Council of the City of Foster City Approving the Appointment of Fifteen Members to the Youth Advisory Committee a) Staff Report
b) Action – Adopt Resolution

10. OLD BUSINESS

11. COMMUNICATIONS

13. CLOSED SESSION

13.1. Conference with Labor Negotiators (Government Code Section 54957.6) Agency designated representative: Stefan Chatwin, Diane Pitman, and Austris Rungis
Employee Organizations: AFSCME

13.2. Report Out from Closed Session

14. ADJOURNMENT
The public is invited to attend.

City Council meetings on FCTV on Comcast Channel 27 and AT&T Channel 99:

STREAMED LIVE every 1st and 3rd Monday of the month
City Council meetings ondemand:
https://www.fostercity.org/agendasandminutes

6 CITY OF FOSTER CITY/
ESTERO MUNICIPAL IMPROVEMENT DISTRICT
FOSTER CITY COUNCIL CHAMBERS
620 FOSTER CITY BOULEVARD
FOSTER CITY, CALIFORNIA
MEMBERS OF THE PUBLIC THAT WISH TO ATTEND AND/OR PARTICIPATE IN A MEETING MAY DO SO IN PERSON OR BY JOINING THE ZOOM MEETING HTTPS://FOSTERCITY ORG.ZOOM.US/J/86416976977 PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND VIA ZOOM MEETING. ANY EMAILS SENT TO [email protected] WILL BE PROVIDED TO THE CITY COUNCIL PRIOR TO THE MEETING.

To Attend the Meeting in Person:

Location: 620 Foster City Blvd, Foster City, California, 94404 To Provide Public Comment in Person:

To Observe the Meeting via Teleconference/Video Conference:

Written public comments will be posted to the City’s website for review prior to the meeting.

AGENDA
Monday, September 18, 2023 6:30 PM
REGULAR MEETING AS CITY COUNCIL/EMID BOARD OF

DIRECTORS

1. CALL TO ORDER

2. PLEDGE OF ALLEGIANCE

3. ROLL CALL
Councilmembers/ex officio EMID Directors Sam Hindi, Stacy Jimenez, Art Kiesel, Patrick Sullivan, and Mayor/President Jon Froomin

4. SPECIAL PRESENTATIONS

4.1. Presentation of Certificates of Recognition to the Foster City Wolfpack Youth Baseball Team

5. PUBLIC
Government Code Section 54954.2 E (3) precludes the City Council from discussing or acting upon any topic initially presented during the “Public” portion of the agenda.

6.1. City/EMID Regular Meeting Minutes of August 21, 2023

6.8. By Minute Order, Receive and Accept the Foster City Foundation Fund Annual Report of Financial Activities for Fiscal Year 202223 a) Staff Report

Making Bicycling Safer in the County”
a) Staff Report

7. PUBLIC HEARINGS

8. NEW BUSINESS

8.1. Consideration of Implementing Hybrid Meetings and the Recording of All Citizen Advisory Committee Meetings
a) Staff Report
b) Action – By Minute Order, Provide Policy Direction

9. RESOLUTIONS FOR ADOPTION

9.1. A Resolution of the City Council of the City of Foster City Approving the Appointment of Fifteen Members to the Youth Advisory Committee a) Staff Report
b) Action – Adopt Resolution

10. OLD BUSINESS

11. COMMUNICATIONS

13. CLOSED SESSION

13.1. Conference with Labor Negotiators (Government Code Section 54957.6) Agency designated representative: Stefan Chatwin, Diane Pitman, and Austris Rungis
Employee Organizations: AFSCME

13.2. Report Out from Closed Session

14. ADJOURNMENT
The public is invited to attend.

City Council meetings on FCTV on Comcast Channel 27 and AT&T Channel 99:

STREAMED LIVE every 1st and 3rd Monday of the month
City Council meetings ondemand:
https://www.fostercity.org/agendasandminutes

7 4.1

4.1 Certificates

8 4.1

4.1 Certificates

9 4.1

4.1 Certificates

10 4.1

4.1 Certificates

11 4.1

4.1 Certificates

12 4.1

4.1 Certificates

13 4.1

4.1 Certificates

14 4.1

4.1 Certificates

15 4.1

4.1 Certificates

16 4.1

4.1 Certificates

17 4.1

4.1 Certificates

18 4.1

4.1 Certificates

19 4.1

4.1 Certificates

20 CITY OF FOSTER CITY/

ESTERO MUNICIPAL IMPROVEMENT DISTRICT

REGULAR MEETING OF AUGUST 21, 2023

MINUTES

CALL TO ORDER OF CITY COUNCIL/EMID BOARD OF DIRECTORS

The Regular Meeting of August 21, 2023 of the City Council of the City of Foster City, sitting as said Council and as ex officio the Board of Directors of the Estero Municipal Improvement District (EMID), was called to order at 6: 30 p.m. by Mayor/President Froomin.

This meeting was held as a hybrid meeting.

ROLL CALL

The Deputy City Clerk/Recording Secretary called the roll:

PRESENT:

Councilmembers/ex officio Directors Sam Hindi, Stacy Jimenez, Art Kiesel, Patrick Sullivan, and Mayor/President Jon Froomin.

ABSENT: None.

STAFF PRESENT: Stefan Chatwin, City/District Manager, Benjamin Stock , City Attorney/District Legal Counsel; Marlene Subhashini, Assistant City Manager; Andrew Brozyna, P ublic Works Director ; Edmund Suen, Finance Director; Diane Pitman, Interim Human Resources Director; Sofia Mangalam, Community Development Director; Tracy Avelar, Police Chief; Robert Marshal l, Deputy Fire Chief; Rob Lasky, IT Manager; Laura Galli, Engineering Manager; Martin Ticas, Police Captain; Jim Yolke, Emergency Services Manager ; ‘Andra Lorenz, Senior Management Analyst; Francine Magno, Senior Civil Engineer; Nori Jabba, Housing Coordinator; Thai-Chau Le, Planning Manager; Kevin Ortiz, Management Analyst; Daniella Flores, Social Media and Communications Assistant; Katherine Mendoza, Deputy City Clerk; and Shuli Chen, Video Technician.

SPECIAL PRESENTATIONS

PROCLAMATION DECLARING SEPTEMBER 2023 AS "NATIONAL EMERGENCY PREPAREDNESS MONTH."

Councilmember Kiesel presented the proclamation d eclaring National Emergency Preparedness Month to Jim Yoke, representing the San Mateo Consolidated Fire Department.

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21 PROCLAMATION RECOGNIZING SEPTEMBER 2023 AS “RECOVERY HAPPENS MONTH.”

Vice Mayor Sullivan presented the proclamation recognizing Suicide Prevention Month to James Pratt and Heather Henry representing Voices of Recovery San Mateo County.

PROCLAMATION RECOGNIZING SEPTEMBER 2023 AS “SUICIDE PREVENTION MONTH.”

Councilmember Hindi presented the proclamation recognizing Suicide Prevention Month to Sheri Boles representing, San Mateo County Behavioral Health & Recovery Services.

PROCLAMATION RECOGNIZING SEPTEMBER 2023 AS “CHILDHOOD CANCER AWARENESS MONTH.”

Councilmember Jimenez presented the proclamation recognizing Childhood Cancer for the Neev Kolte & Brave Ronil Foundation.

PUBLIC

Moises Villeda addressed the City Council via email regarding labor standards for the Recreation Center Rebuild Project.

Erik Allen addressed the City Council via teleconference regarding the geese mitigation plan.

CONSENT CALENDAR

Motion by Vice Mayor/Vice President Sullivan, seconded by Councilmember/Director Kiesel, and carried unanimously, 5-0-0, approving the following items on the City/District Consent Calendar:

City/EMID Consent Calendar

1. Minutes of City/EMID Regular Meeting of August 7, 2023;

2. City Ordinance No. 667, “An Ordinance of the City of Foster City Creating Chapter

2.56 “Municipal Elections,” and Adding Section 2.56.030 “Electronic and Paperless Filing of Fair Political Practices Commission Campaign Disclosure Statements” to Chapter 2.56; and Amending Sections 2.08.380 “Term Limits” and 2.08.390 “General Municipal Elections Designated” to Remove Them From Chapter 2.08 “City Council” and Relocating Them to Sections 2.56.010 and 2.56.020 of Chapter

2.56 within Title 2 “Administration and Personnel” of the Foster City Municipal Code (First Reading on August 7, 2023);”

3. City Ordinance No. 667, “An Ordinance of the City of Foster City Repealing and Replacing Chapter 1.12, “Procedure and Limitations Period for Filing Claims” of

6.1 6.1 Minutes

22 the Foster City Municipal Code to Revise the Claim Presentation Timeline and Make Edits to Conform to the Government Claims Act and Delegate Authority to the City Manager to Review, Reject or Settle Certain Claims (First Reading on August 7, 2023);”

4. City Resolution No. 2023-84, “A Resolution of the City Council of the City of Foster City Approving the Acquisition of Real Property Located at 1245 San Carlos Avenue, Suite E, San Carlos, California by the South Bayside Waste Management Authority;”

5. City Resolution No. 2023-85, “A Resolution of the City Council of the City of Foster City Authorizing the Execution of a Task Order with Hexagon Transportation Consultants, Inc. For On- Call Traffic Engineering and Transportation Services in the Amount of $66,000 to Perform the 2023 Engineering and Traffic Survey; and Finding That the Project is Categorically Exempt Pursuant to the California Environmental Quality Act (CEQA) Guidelines §15061(B)(3));”

6. City Resolution No. 2023-86, “A Resolution of the City Council of the City of Foster City Authorizing the Mayor to Execute Contract Amendment No. Two (2) in the Amount of $101,000 with It’s Personnel Consulting, Inc. for Interim Human Resources Director Services;” and

7. EMID Resolution No. 3743, “A Resolution of the Board of Directors of the Estero Municipal Improvement District Approving the Sole Source Purchase of a 150 KW Mobile Emergency Generator for a Total Amount of $103,237.64 From Global Power Supply, LLC.”

PUBLIC HEARINGS

ADOPTION OF A GENERAL PLAN AMENDMENT, AMENDING THE LOCAL HAZARD MITIGATION PLAN AND SAFETY ELEMENT BY REPEALING THE EXISTING 2016 SAFETY ELEMENT AND ADOPTING THE UPDATED 2023 SAFETY ELEMENT . CITY RESOLUTION NO. 2023-87.

Planning Consultant Carmichael presented the staff report.

Mayor Froomin opened a public hearing to hear and consider comments regarding the adoption of a General Plan Amendment, amending the Local Hazard Mitigation Plan and Safety Element by repealing the existing 2016 Safety Element and adopting the updated 2023 Safety Element.

No public testimony was received.

Without objection from the City Council, Mayor Froomin closed the public hearing.

Discussion ensued.

Motion by Councilmember Hindi, seconded by Vice Mayor Sullivan, and carried unanimously, 5- 0-0, adopting City Resolution No. 2023- 87, “A Resolution of the City Council of the City of Foster City for Adoption of a General Plan Amendment, Amending

6.1 6.1 Minutes

23 the Local Hazard Mitigation Plan and Safety Element by Repealing the Existing 2016 Safety Element and Adopting the Updated 2023 Safety Element and Finding the Amendment Within the Scope of the Certified Final Environmental Impact Report (“EIR”) Prepared for the Foster City Housing and Safety Elements Update -- GP2023-0001.”

BELOW MARKET HOUSING ADMINISTRATIVE PROCEDURES AND GUIDELINES UPDATE.

At the request of staff, Council continued the public hearing to a future meeting.

NEW BUSINESS

NONPROFIT AGENCY FUNDING FOR FISCAL YEAR 2023 -2024. MINUTE ORDER NO. 1930.

Management Analyst Ortiz presented the staff report.

The following people addressed the City Council in person:

1. Amit Sen regarding the nonprofit BayBasi;

2. Sue Digree regarding the nonprofit PARCA; and

3. Melissa Lukin regarding the nonprofit Rebuilding Together.

Discussion ensued.

Motion by Councilmember Hindi, seconded by Councilmember Kiesel, and carried unanimously, 5-0-0, adopting Minute Order No. 1930, providing policy direction to use the Council Averages, based on the Council discussion, as the final nonprofit funding allocations for FY 2023-2024, as follows:

Nonprofit Agency
Community Needs
Category Funding
BayBasi Community Enrichment $2,450
CORA Basic Services $8,000
Excellence Learning Center Community Enrichment $0
Foster City Sister Cities Association Community Enrichment $3,050 Foster City Village Community Enrichment $9,050
Hillbarn Theater Community Enrichment $4,000
PARCA Basic Services $6,600
Phase2Careers Community Enrichment $0
Samaritan House Basic Services $20,000

6.1 6.1 Minutes

24 San Mateo-Foster-City Community
Education Foundation Community Enrichment $8,400
StarVista Basic Services $5,000
Rebuilding Together Community Health $4,850
Sustainable San Mateo County Community Health $3,600
TOTALS $75,000

APPOINTMENT OF VOTING DELEGATE AND ALTERNATE FOR THE LEAGUE OF CALIFORNIA CITIES 2023 ANNUAL CONFERENCE. MINUTE ORDER NO. 1931.

Deputy City Clerk Mendoza presented the staff report.

Discussion ensued.

Motion by Councilmember Kiesel, seconded by Councilmember Jimenez, and carried unanimously, 5-0-0, adopting Minute Order No. 1931 , appointing Mayor Froomin as the voting delegate and Vice Mayor Sullivan as the alternate for the Leage of California Cities 2023 Annual Conference.

REPORTS

LEVEE IMPROVEMENTS PROJECT (CIP 327 -657) – GENERAL UPDATE . MINUTE ORDER NO.1932.

Senior Civil Engineer Magno presented the staff report.

Discussion ensued.

Motion by Councilmember Hindi, seconded by Vice Mayor Sullivan , and carried unanimously, 5-0-0, adopting Minute Order No. 1932, receiving and accepting the Levee Improvements Project (CIP 327-657) - General Update.

WASTEWATER TREATMENT PLANT MASTER PLAN IMPROVEMENTS PROJECT (CIP 455- 652) - CLEAN WATER PROGRAM - UPDATE FOR QUARTER 2 – APRIL THROUGH JUNE 2023. MINUTE ORDER NO. 1933.

Public Works Director Brozyna introduced Senior Engineer Steve Tarantino, representing EKI Environment & Water, Inc., who presented the report.

Discussion ensued.

Motion by Councilmember Hindi, seconded by Councilmember Jimenez, and carried unanimously, 5- 0-0, adopting Minute Order No. 19 33, to receive and accept the

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25 Wastewater Treatment Plant Master Plan Improvement P roject (CIP 455- 652) – Clean Water Program – Update for Quarter 2 – April through June 2023.

CONSIDERATION OF ASSEMBLY BILL 309 (LEE): THE SOCIAL HOUSING ACT.

MINUTE ORDER NO. 1934.

Community Development Director Mangalam presented the staff report.

Evan Adams addressed the City Council via teleconference.

Discussion ensued.

Motion by Councilmember Hindi, seconded by Vice Mayor Sullivan, and carried unanimously, 5-0-0, adopting Minute Order No. 1934, providing policy direction to adjust the letter of opposition unless amended based on the latest s tatements of Assembly Bill 309.

RESOLUTIONS FOR ADOPTION

CARRYOVER OF VARIOUS UNSPENT FISCAL YEAR 2022-23 BUDGET LINE ITEMS AS SUPPLEMENTAL APPROPRIATIONS TO THE FISCAL YEAR 2023 -24 BUDGET.

CITY RESOLUTION NO. 2023-88. EMID RESOLUTION NO. 3744.

Finance Director Suen presented the staff report.

Discussion ensued.

Motion by Mayor /President Froomin, seconded by Councilmember /Director Kiesel, and carried unanimously, 5-0-0, adopting City Resolution No. 2023- 88, “A Resolution of the City Council of the City of Foster City Approving the Carryover of Various Unspent Fiscal Year 2022-23 Budget Line Items as Supplemental Appropriations to the Fiscal Year 2023- 24 Budget,” and EMID Resolution No. 3744, “ A Resolution of the Board of Directors of the Estero Municipal Improvement District Approving the Carryover of Various Unspent Fiscal Year 2022-23 Budget Line Items as Supplemental Appropriations to the Fiscal Year 2023-24 Budget.”

COMMUNICATIONS

CITY/DISTRICT WARRANT OF DEMANDS. NO ACTION TAKEN.

City/District Warrants of Demands were Processed and Issued on July 31, 2023 and August 4, 2023, and ACH were processed on August 4, 2023.

CITY/DISTRICT MANAGER REPORTS, COUNCIL/BOARD STATEMENTS AND

REQUESTS, AND COUNCIL LIAISON REPORTS

6.1 6.1 Minutes

26 REQUEST TO PLACE AN ITEM ON A FUTURE AGENDA BY MAYOR JON FROOMIN

REGARDING CONSENT FOR SAN FRANCISCO PENINSULA TOURISM MARKETING DISTRICT.

Discussion ensued.

Without objection from the City Council/Board of Directors, Council supported agendizing the discussion regarding consent for the San Francisco Peninsula Tourism Marketing District.

REQUEST TO PLACE AN ITEM ON A FUTURE AGENDA BY COUNCILMEMBER

STACY JIMENEZ TO DISCUSS RECORDING ALL CITIZEN ADVISORY COMMITTEE MEETINGS.

Evan Adams addressed the City Council via teleconference.

Discussion ensued.

Without objection from the City Council /Board of Directors, Council supported agending the discussion regarding recording all Citizen Advisory Committee meetings.

Councilmember/Director Kiesel stated that on August 11 he attended the Council of Cities meeting and they took a tour of the CORA (Community Overcoming Relationship Abuse) Center in San Mateo.

Councilmember/Director Jimenez stated she attended Summer Days from August 18-20 and thanked Parks and Recreation staff for their efforts in the event.

Councilmember/Director Hindi stated on August 9, he attended the Citizen Sustainability Advisory Committee meeting. On August 11, he attended the Council of Cities meeting.

On August 18-20 he attended Summer Days and noted the event had a great turnout. He also invited the public to attend the Palestinian Culture Day on September 9 at Leo J.

Ryan Park starting at 11 a.m.

Vice Mayor/Vice President Sullivan stated he attended the Planning Commission meeting on August 17. He attended the Summer Concert and Summer Days on August 19. He asked the public for a moment of silence for the Lahaina community in Maui due to the wildfires.

Mayor/President Froomin stated that on August 11 he attended the Council of Cities meeting in San Mateo. On August 14, he assisted with a ribbon cutting of a resident art exhibit at the Recreation Center. On August 18, he attended the Car Show at Summer Days and on August 20, participated as a starter for the Rubber Ducky race. He also congratulated Deputy City Clerk Mendoza for clerking her first Council meeting and Management Analyst Ortiz for presenting his first staff report.

6.1 6.1 Minutes

27 ADJOURNMENT

Hearing no objection from the City Council/EMID Board, Mayor/President Froomin adjourned the meeting. Meeting adjourned at 9:46 p.m.

6.1 6.1 Minutes

28 DATE: September 18, 2023

TO: Mayor and Members of the City Council
VIA: Stefan Chatwin, City Manager

FROM: Kevin Ortiz, Management Analyst
DEPARTMENT: City Manager
SUBJECT: $21,667.50 CONTRIBUTION TO THE SAN MATEO UNION HIGH

SCHOOL DISTRICT AFTER SCHOOL ACTIVITY (ASA) BUS
PROGRAM FOR THE 2023-2024 SCHOOL YEAR

RECOMMENDATION
It is recommended that the City Council of the City of Foster City adopt the attached resolution approving a funding agreement between the City of Foster City (“City”) and San Mateo Union High School District (“District”) for a contribution in the amount of $21,667.50 to the After School Activity (ASA) Bus Program for the 2023-2024 School Year and authorize the City Manager to execute the funding agreement. Furthermore, it is recommended that the City Council authorize an appropriation in an amount not-to- exceed $21,667.50 to the City Manager Department Community Benefits Program Fund – Contractual, Professional, and Specialized Services Budget (Account No. 005- 0110-413-4251) to fund the contribution.

EXECUTIVE SUMMARY
The District has requested a contribution from the City for the continuation of their ASA Bus Program for the 2023-2024 School Year. The total cost of the program is $43,335, with the City providing 50% of the funding in the amount of $21,667.50, if approved by the City Council. The ASA Bus Program will transport students who stay after school to participate in sports programs, extracurricular activities, or wish to use the library from San Mateo High School to various bus stops in Foster City.

6.2 6.2 Staff Report

29 To continue to support the ASA Bus Program for the 2023-2024 School Year and ensure a safe and sustainable mode of transportation for students throughout the Foster City community, it is recommended that the City Council approve the attached resolution.

BACKGROUND
During the school year, the last bus to leave San Mateo High School is at 3:55 P.M., making it challenging for any Foster City students who engage in after school extracurricular activities to take regular afternoon bus service. In response, the District began an After School Activity (ASA) Bus Program, which operates bus service to Foster City four (4) days a week during athletic seasons (Fall and Spring) and departs from the bus stop on East Poplar Avenue at San Mateo High School at 6:30 P.M. The ASA buses run limited stops, including the following locations within Foster City:

Metro Blvd & Tower Lane (at bus stop)
E. Hillsdale Blvd. & Shell Blvd. (at Foster City Library) Brewer Island School
Gull Park
Beach Park Blvd. & Tarpon Street
Marlin Ave. & Foster City Blvd. (at shopping center)
Halsey Blvd. & Beach Park Blvd.

Edgewater Blvd. & Beach Park Blvd. (on Edgewater, south of Beach Park) Pitcairn Dr. & Santa Catalina Lane
Most recently, the City Council approved a funding contribution in the amount of $20,196 in FY 2022-2023 to help fund the ASA Bus Program in the 2022-2023 School Year (which was 50% of the total operating costs). In FY 2018-2019, the City Council approved a contribution in the amount of $13,000 to help fund that school year's ASA Bus Program (which was 40% of the total operating costs). In FY 2017-2018, the City Council approved a contribution in the amount of $13,800 to help fund the pilot year of the ASA Bus Program (which was 50% of the total operating costs).

ANALYSIS
In August 2023, the District submitted a funding request to the City for continuation of the ASA Bus Program for the current, 2023-2024 School Year. The request is for a contribution in the amount of $21,667.50, which would be 50% of the total operating costs of the ASA Bus Program, which totals $43,335. The projected total days of

6.2 6.2 Staff Report

30 service for the 2023-2024 School Year is 135 days, with bus service on four (4) days of the week, excluding Fridays, and Minimum Days (Attachment 3).

ASA Program bus passes can be purchased during the 2023-2024 School Year at a cost of $326 for the Fall and $357 for the Spring. Students who already ride the school bus and have purchased an Annual Round Trip Pass, an Annual One-Way PM Pass, or a Calendar Monthly Bus Pass will be able to ride the ASA bus at no additional cost. In other words, they will not be required to purchase an additional ASA bus pass to use the ASA bus.

If approved, the City's one-time contribution would be $21,667.50 and would assist in the continuation of the ASA Bus Program to further provide safe transportation for Foster City students participating in after school activities at San Mateo High School.

The management and operation of the ASA Bus Program will be the responsibility of the District. The funding agreement with the District will indemnify the City from any injury or property loss related to the program (Attachment 2). The San Mateo Union High School District Board of Trustees intends to schedule the formal adoption of the funding agreement at its September 14, 2023 Regular Meeting.

California Environmental Quality Act
The approval of the 2023-2024 ASA Bus Program funding and the Funding Agreement is not subject to review under the California Environmental Quality Act (CEQA) pursuant to Public Resources Code Section 21000, et seq. and the CEQA Guidelines (14 Cal. Code Regs. §§ 15000 et. seq.), including without limitation, Public Resources Code section 21065 and California Code of Regulations 15378 as this is not a “project” that may cause a direct, or reasonably foreseeable indirect, physical change in the environment.

FISCAL IMPACT
Funding for the ASA Bus Program is traditionally available in the City Manager Department Community Benefits Program Fund. Since the funding request from the District was received after the City’s Final Budget for FY 2023-2024 was adopted, a budget appropriation is required. Specifically, an amount not-to-exceed $21,667.50 will be appropriated to Account No. 005-0110-413-4251 (Contractual, Professional, and Specialized Services Budget) for the contribution to the ASA Bus Program in FY 2023- 2024. The City Council may also consider adding this as an ongoing contribution to the FY 2024-2025 Budget if it so chooses.

CITY COUNCIL VISION, MISSION, AND VALUE/PRIORITY AREA
Innovation and Sustainability
Public Safety and Social Equity

6.2 6.2 Staff Report

31 ATTACHMENTS:

Attachment 1 – Resolution
Attachment 2 – Funding Agreement
Attachment 3 – ASA Bus Program Projected Cost for 2023-2024 School Year

6.2 6.2 Staff Report

32 RESOLUTION NO. _____________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FOSTER CITY

APPROVING THE AFTER SCHOOL ACTIVITY (ASA) BUS PROGRAM FUNDING

AGREEMENT BETWEEN THE CITY OF FOSTER CITY AND THE SAN MATEO UNION HIGH SCHOOL DISTRICT FOR A CONTRIBUTION IN THE AMOUNT OF $21,667.50 TO THE ASA BUS PROGRAM FOR THE 2022-2023 SCHOOL YEAR, AUTHORIZING

THE CITY MANAGER TO EXECUTE THE FUNDING AGREEMENT, AND
AUTHORIZING AN APPROPRIATION IN AN AMOUNT NOT-TO-EXCEED $21,667.50 TO THE COMMUNITY BENEFITS PROGRAM FUND, ACCOUNT NO. 005-0110-413- 4251, TO FUND THE CONTRIBUTION

CITY OF FOSTER CITY
WHEREAS, the City of Foster City (City) wants to assist in providing safe transportation for Foster City students who participate in after school activities at San Mateo High School; and
WHEREAS, the San Mateo Union High School District (District) provides an After School Activity (ASA) Bus Program to Foster City students picking up at San Mateo High School at 6:30 p.m. and drops students off at nine (9) stops throughout Foster City; and WHEREAS, the District has requested that the City contribute an amount not-to- exceed $21,667.50 for the 2023-2024 School Year; and
WHEREAS, funding for the ASA Bus Program is traditionally available in the City Manager Department Community Benefits Program Fund; and WHEREAS, a budget appropriation is required since the funding request from the District was received after the City’s Final Budget for FY 2023-2024 was adopted; and WHEREAS, the City wishes to make a one-time payment to the District to provide funding in support this ASA Bus Program because it provides a valuable service to children and parents in Foster City and provides an additional broader benefit to the residents of Foster City because the ASA Bus Program reduces individual automobile trips currently required to transport children who will instead use the after school program bus.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Foster City does hereby approve the After School Activity (ASA) Bus Program Funding Agreement for the 2023-2024 School Year between the City of Foster City and the San Mateo Union High School District for a one-time contribution payment of $21,667.50, and authorize an appropriation in the amount not-to-exceed $21,667.50 to the Community Benefits Program Fund, Account No. 005-0110-413-4251, to fund the contribution.

6.2 Attachment 1 - Resolution

33 BE IT FURTHER RESOLVED that the City Council does hereby authorize the City Manager to execute the ASA Bus Program Funding Agreement in the form attached hereto, with minor revisions that may be approved by the City Manager and the City Attorney, and to execute any other necessary documents to effectuate the terms of the Agreement.

PASSED AND ADOPTED as a resolution of the City Council of the City of Foster City at the regular meeting held on the 18th day of September, 2023, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

JON FROOMIN, MAYOR
ATTEST:

PRISCILLA SCHAUS, CITY CLERK

6.2 Attachment 1 - Resolution

34 AFTER SCHOOL ACTIVITY (ASA) BUS PROGRAM FUNDING AGREEMENT FOR THE 2023-2024 SCHOOL YEAR

BETWEEN

THE CITY OF FOSTER CITY (CITY)
&

THE SAN MATEO UNION HIGH SCHOOL DISTRICT (DISTRICT)
This agreement is made and entered into on the 18 th day of September 2023 (Effective Date), by and between the City of Foster City, hereinafter referred to as “City,” and the San Mateo Union High School District, hereinafter “District.” WHEREAS, the District has established a bus program to provide transportation for students participating in after school activities (ASA Bus Program); and WHEREAS, the ASA Bus Program will operate four (4) days per week during the Fall and Spring months (excluding Fridays and Minimum Days) during the 2023-2024 School Year; and
WHEREAS, the ASA Bus Program will operate a limited stop bus, which will depart from the bus stop at East Poplar Avenue at San Mateo High School at 6:30 P.M. and make the following stops in Foster City:

Edgewater Blvd. & Beach Park Blvd. (on Edgewater, south of Beach Park) Pitcairn Dr. & Santa Catalina Lane; and
WHEREAS, the City wishes to make a one-time payment to the District to providing funding in support this ASA Bus Program because it provides a valuable service to children and parents in Foster City and provides an additional broader benefit to the residents of Foster City because the ASA Bus Program reduces individual automobile trips currently required to transport children who will instead use the after school program bus.

NOW, THEREFORE, it is agreed as follows:

1. The City shall provide one-time payment of funds to the District in the amount of Twenty-One Thousand Six Hundred Sixty-Seven Dollars and Fifty Cents ($21,667.50) to be utilized by the District for the ASA Bus Program for the 2023-2024 School Year. City will pay the contribution amount 30 calendar days after receipt of invoice provided by the District.

2. The City shall bear no liability whatsoever for the management or operation of the ASA Bus Program. District hereby agrees to defend, indemnify, and save harmless City, its Council, boards, commissions, officers, employees and agents, from and against any and all

6.2 Attachment 2 - Funding Agreement

35 claims, suits, actions liability, loss, damage, expense, cost (including, without limitation, costs and fees of litigation) of every nature, kind or description, which may be brought against, or suffered or sustained by, City, its Council, boards, commissions, officers, employees or agents caused by, or alleged to have been caused by, the negligence, intentional tortuous act or omission, or willful misconduct of District, its officers, employees or agents in the performance of any services or work pursuant to this Agreement.

The duty of District to indemnify and save harmless, as set forth herein, shall include the duty to defend as set forth in Section 2778 of the California Civil Code.

3. Insurance. District shall acquire and maintain Workers’ Compensation, employer’s liability, commercial general liability, owned and non-owned and hired automobile liability, and professional liability insurance coverage relating to District’s services to be performed hereunder covering City’s risks in form subject to the approval of the City Attorney and/or City’s Risk Manager. The minimum amounts of coverage corresponding to the aforesaid categories of insurance per insurable event shall be as follows:

Insurance Category Minimum Limits
Workers’ Compensation statutory minimum
Employer’s Liability $1,000,000 per accident for bodily injury or disease
Commercial General Liability $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury, personal injury
and property damage
Automobile Liability $1,000,000 per accident for bodily injury and property damage (coverage required to
the extent applicable to District’s vehicle
usage in performing services hereunder)
Concurrently with the execution of this Agreement, District shall, on the Insurance Coverage form provided in Exhibit A, furnish City with certificates and copies of information or declaration pages of the insurance required hereunder and, with respect to evidence of commercial general liability and automobile liability insurance coverage, original endorsements:
(a) Precluding cancellation or reduction in per occurrence limits before the expiration of thirty (30) days (10 days for nonpayment) after City shall have received written notification of cancellation in coverage or reduction in per occurrence limits by first class mail;

6.2 Attachment 2 - Funding Agreement

36 (b) Naming the City of Foster City, its Council, officers, boards, commissions, employees, and agents, as additional insureds; and (c) Providing that District’s insurance coverage shall be primary insurance with respect to City of Foster City, its Council, officers, boards, commissions, employees, and agents, and any insurance or self-insurance maintained by City for itself, its Council, officers, boards, commissions, employees, or agents shall be in excess of District’s insurance and not contributory with it.

4. Notices sent pursuant to this agreement shall be addressed as follows:

To the City:

Stefan Chatwin, City Manager
City of Foster City
610 Foster City Boulevard
Foster City, CA 94404
To the District:

Randall Booker, Superintendent
San Mateo Union High School District
650 N. Delaware Street
San Mateo, CA 94401

6.2 Attachment 2 - Funding Agreement

37 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.

CITY OF FOSTER CITY
Dated:

Stefan Chatwin, City Manager
ATTEST:

Dated:

Priscilla Schaus, City Clerk

APPROVED AS TO FORM
Dated:

Benjamin L. Stock, City Attorney

SAN MATEO UNION HIGH SCHOOL DISTRICT
Dated:

By: Randall Booker, Superintendent

6.2 Attachment 2 - Funding Agreement

38 EXHIBIT A

INSURANCE FORMS
District shall provide, in addition to the Certificates of Insurance, original Endorsement(s) affecting the coverages specified in Section 3 - INSURANCE of the Agreement on the attached form or similar form acceptable to the City.

ATTACHED

1. Sample Insurance Coverage Form

6.2 Attachment 2 - Funding Agreement

39 This INSURANCE COVERAGE FORM modifies or documents insurance provided under the following:

Named Insured: _____________________________________ Effective Work Date(s): _________________________ Description of Work/Locations/Vehicles: _______________________________________________________________ ADDITIONAL INSURED:City of Foster City (CITY)
610 Foster City Boulevard, Foster City, CA 94404
Attention: _________________________________
Contract Administrator
Endorsement and Certificates of Insurance Required
The Additional Insured, its elected or appointed officers, officials, employees and volunteers are included as insureds with regard to damages and defense of claims arising from: (Check all that apply)
Insurer Policy
No.

General Liability: (a) activities performed by or on behalf of the Named Insured, (b) products and completed operations of the Named Insured, (c) premises owned, leased occupied or used by the Named Insured, and/or (d) permits issued for operations performed by the Named Insured. {Note: MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}
Auto Liability: the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Named Insured, regardless of whether liability is attributable to the Named Insured or a combination of the Named Insured and the Additional Insured, its elected or appointed officers, officials, employees or volunteers.

Other:

Certificates of Insurance Required (no endorsement needed) (Check all that apply)
Insurer Policy
No.

Workers Compensation: work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.

Professional Liability:

PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.

SEVERABILITY OF INTEREST: The insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.

PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: Any failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.

CANCELLATION NOTICE. The insurance afforded by this policy shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days' prior written notice (ten (10) days if canceled due to non-payment) by regular mail return receipt requested has been given to the Additional Insured. Such notice shall be addressed as shown above.

WAIVER OF SUBROGATION: The insurer(s) named above agree to waive all rights of subrogation against the CITY, its elected or appointed officers, officials, agents, volunteers and employees for losses paid under the terms of this policy which arise from work performed by the Named Insured for the CITY.

Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.

SIGNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER I, ___________________________________________________________(print/type name), warrant that I have authority to bind the above- named insurance company and by my signature hereon do so bind this company.

SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required) ORGANIZATION: ____________________________________________ TITLE: ____________________________________________ ADDRESS: ____________________________________________________________________________________________________ TELEPHONE: ( ) ____________________________________ DATE ISSUED: ________________________________

6.2 Attachment 2 - Funding Agreement

40 After School Activity Bus Calendar
San Mateo High School (ASA)
2023-2024

Projections for the 2023-2024 SMHS After School Activity Bus • Total Days of Service – 135
o Provided Service – Monday, Tuesday, Wednesday & Thursday o Will not provide service – Fridays or Minimum Days
o Leave Time: 6:30 PM
• Projected cost per day - $321.00

Month Service Cost Per Month
August 10 $3,210.00
September 15 $4,815.00
October 17 $5,457.00
November 16 $5,136.00
December 10 $3,210.00
Fall Totals 68 $21,828.00
January 11 $3,531.00
February 16 $5,136.00
March 16 $5,136.00
April 14 $4,494.00
May 10 $3,210.00
Spring Totals 67 $21,507.00
Year End Totals 135 $43,335.00
City of Foster City 50% $21,667.50
SMUHSD 50% $21,667.50
$43,335.00

6.2 Attachment 3 - ASA Bus Program Projected Cost for 2023-2024 School Year

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DATE: September 18, 2023

TO: Mayor and Members of the City Council
VIA: Stefan Chatwin, City Manager

FROM: Tracy Avelar, Police Chief
DEPARTMENT: Police
SUBJECT: GENERAL FUND BUDGET APPROPRIATION IN THE AMOUNT OF $41,000 TO FUND ONE CONTRACTED FULL-TIME MENTAL

HEALTH CLINICIAN TO BE SHARED EQUALLY WITH SAN

MATEO POLICE AS PART OF THE COMMUNITY WELLNESS

AND CRISIS RESPONSE TEAM MENTAL HEALTH

PARTNERSHIP

RECOMMENDATION
It is recommended that the City Council review the Agreement between the Cities of San Mateo and Foster City, the County of San Mateo (County), and Behavioral Health and Recovery Services (BHRS), and approve the attached resolution authorizing the Foster City Police Department (FCPD) to appropriate $41,000 from the General Fund to enter into the Agreement resulting in one full-time mental health clinician working half the time with Foster City Police and half the time with San Mateo Police as part of the Community Wellness and Crisis Response Team Mental Health Partnership.

EXECUTIVE SUMMARY
The County, acting through BHRS of San Mateo County Health, the City of San Mateo, the City of Foster City, and each City’s respective police department seeks to expand an existing pilot program of the Community Wellness and Crisis Response Team (CWCRT) to improve City and County response to community members experiencing mental health crisis.

The services performed by the mental health clinician are conducted by an

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independent contractor under a separate Contract Agreement between BHRS and StarVista, known as the “StarVista clinician.” The StarVista clinician will remain an employee of StarVista while providing services under specific terms of a contract agreement with BHRS, and at no time shall the StarVista clinician be deemed an employee of Foster City, San Mateo or BHRS.

Pursuant to Assembly Bill 179, Chapter 249, Section 19.56, Item 4170-101-0001 of the California State Budget Act of 2022 (2022 Budget Act Funding), which made appropriations for the support of state government and local assistance for FY 22- 23, the County received funding for the purpose of expanding the law enforcement co-responder model CWCRT Program. The County will use a portion of this funding, under the terms of this Agreement, to expand the CWCRT Program to Foster City, specifically to add one full-time mental health clinician to be shared 50- 50 between the Foster City and San Mateo Police Departments.

The CWCRT Pilot Program is dependent on funding provided through the 2022 Budget Act Funding as the County will use a portion of this funding for program operating costs. Per the Agreement, the County shall give written notice of its determination that the 2022 Budget Act Funding will be exhausted, and all parties agree to meet in the projected last quarter of funding availability to address the possible termination or continuance of the CWCRT Program. Continuance of the program will require that all parties provide independent funding for clinician services.

The shared clinician start date is expected to be November 1, 2023. This date will be used for funding purposes and for the appropriation of FY 23-24 costs. The actual start date is contingent upon the completion of applicable contracts and agreements, and the clinician hiring process; however, the start date will not be prior to November 1, 2023.

BACKGROUND
On January 12, 2020, the San Mateo County Board of Supervisors adopted Resolution No. R077937 which approved the CWCRT Pilot Program, a partnership among four City Police Departments (Daly City, South San Francisco, San Mateo, and Redwood City) and the County, to embed in each of those cities’ police departments one mental health clinician to provide a crisis co-response to crisis calls involving mental health issues. The County entered into a contract with StarVista to provide the mental health clinicians for the CWCRTs.

The Pilot Program, launched on December 6, 2021, was designed as a law enforcement co-responder mobile crisis model, based on best practice models in other jurisdictions. The CWCRT enhances City and County response to incidents involving individuals experiencing mental health crises, by supplementing that response with the engagement of a mental health clinician assigned to work with each partner police department. Under the Pilot Program, the StarVista clinicians contracted by BHRS

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assist in the first response by providing early intervention, crisis de-escalation, 5150 evaluation, involuntary holds, referrals to therapeutic hospitalizations, and guidance to support services for individuals in mental health crisis. BHRS provides ongoing clinical training, consultation, and clinical oversight on the crisis response work conducted by all the StarVista clinicians in addition to conducting contract monitoring responsibilities.

In furtherance of the implementation of the CWCRT Pilot Program, the County entered into an agreement with the John W. Gardner Center for Youth and Their Communities of the Stanford University Graduate School of Education (Gardner Center), to support the planning and implementation efforts (Gardner Center Agreement). Under the Gardner Center Agreement, the Gardner Center conducts an implementation and evaluation study which will examine the interventions and assessment methods utilized by the CWCRT participant cities, to assist the cities to better understand and most effectively support the population served through the CWCRT Program.

Scope of Work
In the event of a suspected mental health crisis incident within Foster City, the mental health clinician, while scheduled to work with Foster City Police, will respond to the scene together with law enforcement personnel, exercising their independent judgment and expertise. The goal of the immediate co-response will be to de- escalate the crisis and to support the safety of the individual in crisis, those around the individual, and all responding to the incident. The mental health clinician will assess the person suspected to be in mental health crisis and determine the best course of action (e.g., temporary mandatory placement in a medical facility for psychiatric evaluation and treatment under Section 5150 of the Welfare and Institutions Code, referral for treatment, etc.) and provide needed follow-up support and linkages to further stabilize the crisis and prevent future similar crises from happening again. While a co-response with law enforcement will be standard practice, the clinician may operate independently during some contacts, such as follow-up contacts and when a call for service is deemed safe for law enforcement to leave the scene while the clinician continues to provide services.

Required Accommodations
Foster City Police will be required to provide the clinician with a workspace, desktop computer, access to the radio dispatch system, access to law enforcement database systems to the extent necessary to carry out job responsibilities, and all necessary office supplies. Foster City Police will orient and inform the clinician of community needs, work with the clinician and police personnel to build necessary relationships and understanding, and will participate in meetings with BHRS and StarVista to evaluate program operations.

BHRS, in combination with StarVista, will provide the clinician with all additional tools and equipment necessary to complete the expected work, such as a laptop computer and vehicle (fuel included). Also included are all required certification updates and training necessary for the clinician to remain in the program. BHRS

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will meet with StarVista for contract monitoring, quality assurance, and clinical adherence.

Program Goals
As stated in the Agreement, the goals of the CWCRT program are:
•Goal 1: Law enforcement staff and the mental health clinician will respond together to active crisis situations where mental health crisis is a factor. •Goal 2: Improve outcomes for individuals experiencing a crisis due to mental illness or suspected mental illness.
•Goal 3: Increase access to appropriate behavioral health resources, services, and treatment.
•Goal 4: Provide clinical consultation, training, and support to law enforcement personnel in the field.
•Goal 5: Increase knowledge of mental health conditions and effective intervention strategies among law enforcement personnel. •Goal 6: Law enforcement will strengthen relationships with service providers and community.

Work Schedule
The clinician assigned to work with the Foster City and San Mateo Police Departments will split work hours equally between each agency. Both agencies will work together to determine a preferred clinician work schedule based on the needs of each agency and community. The work schedule will be presented to the clinician and may be modified based on clinician needs, while still prioritizing the needs of the Foster City and San Mateo communities.

During shifts assigned to Foster City, the clinician will work out of the Foster City Police Department. The clinician will work out of the San Mateo Police Department when assigned to San Mateo. If agreed upon between the two agencies, the clinician may be authorized to respond to calls for service in the city not assigned to during a particular shift, such as responding to a call for service in Foster City while assigned to work in San Mateo.

ANALYSIS
From July 1, 2022 - July 1, 2023, the FCPD completed 56 mental health evaluations pursuant to Welfare and Institutions Code 5150 (W&I 5150), many resulting in the evaluated person being taken into custody for further assessment and evaluation by staff at the San Mateo Medical Center. FCPD officers are qualified and trained to perform initial mental health evaluations to determine if criteria are met to take a person into custody for W&I 5150 evaluation and treatment. A mental health clinician possesses significantly more training and knowledge specific to mental health crisis and would be a helpful resource for officers, the person being evaluated, and others who may be at the scene, such as family of the person being evaluated. A clinician may

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also re-contact people following the initial contact; a significant benefit of the CWCRT Program is the opportunity for persons in need to receive mental health support beyond what may be offered during the initial contact. Considering there may be significant portions of time in which a clinician does not have calls for service to respond to, providing follow-up support services to community members in need will be a critical and achievable clinician service. This follow-up service may improve the quality of life for some community members and may reduce the frequency of calls for service having to do with mental health crisis.

California Welfare and Institutions 5150
(a) When a person, as a result of a mental health disorder, is a danger to others, or to themselves, or gravely disabled, a peace officer, professional person in charge of a facility designated by the county for evaluation and treatment, member of the attending staff, as defined by regulation, of a facility designated by the county for evaluation and treatment, designated members of a mobile crisis team, or professional person designated by the county may, upon probable cause, take, or cause to be taken, the person into custody for a period of up to 72 hours for assessment, evaluation, and crisis intervention, or placement for evaluation and treatment in a facility designated by the county for evaluation and treatment and approved by the State Department of Health Care Services.

In addition to calls for service involving W&I 5150 evaluations, the FCPD responds to various other types of calls in which a mental health clinician may be beneficial to the community and responding officers, such as domestic and family disturbances, and welfare checks. Not all evaluations meet the threshold of W&I 5150, but a mental health component may still exist. A clinician can provide assistance and services not often available from FCPD officers. A mental health clinician co-responding with officers or following-up with people after a mental health crisis, may provide more in- depth understanding of a situation and be of more assistance to the person(s) in need of support and to the FCPD.

San Mateo Police is one of the initial four San Mateo County law enforcement agencies to incorporate one full-time mental health clinician into their operations as part of the CWCRT Pilot Program. In a one-year period, August 2022 – July 2023, San Mateo Police reported they received over 1,400 calls for service that may have qualified for possible clinician response, including W&I 5150 evaluations, welfare checks and some domestic/family disturbances. Many of these calls for service occurred during the clinician’s time off; however, the clinician did respond to over 250 such calls in the one- year period. San Mateo Police management reported the clinician provided a level of expertise during calls for service that was not possible from officers, greatly assisting not only the person(s) in need of assistance, but also the officers responding with the clinician. In addition to co-responding to calls for service, the clinician reviewed officer’s mental health related reports and offered suggestions to better clarify and describe mental health topics, and provided San Mateo Police staff with mental health related training to assist officers in the field and to improve the reporting and processing of

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mental health related incidents. San Mateo Police management reports the clinician program has been a success and has benefitted the community and agency.

According to research completed by the Gardner Center pertaining to the first full year of a mental health clinician working with the San Mateo Police Department, the research showed significant community benefit, such as increased connection between clients and mental health services, decreased rates of mental health detentions, and closer collaboration between police and mental health professionals for client benefit.

California Environmental Quality Act
This action is not a project subject to CEQA, because it can be seen with certainty that it will not cause a direct or indirect physical change in the environment.

FISCAL IMPACT
The City of Foster City will be responsible for 25% of all applicable costs associated with the CWCRT Pilot Program; San Mateo Police will fund 25% and the County will fund the remaining 50%.

The total budgeted and fully weighted salary and benefits for one full-time StarVista mental health clinician for FY 23-24 is $176,737. Foster City would be responsible for $44,184.25 of the total amount; however, for FY 23-24, the cost will be prorated based on the clinician’s start date. The expected start date of November 1, 2023, will result in a prorated cost of approximately $29,456.16.

The cost of the Gardner Center Agreement services is expected to be approximately $29,446 per fiscal year. Foster City would be responsible for approximately $7,361.50 of the total amount; however, for FY 23-24, the cost will be prorated based on the clinician’s start date. The expected start date of November 1, 2023, will result in a prorated cost of approximately $4,907.68.

The StarVista operating costs are expected to be approximately $36,943 per fiscal year. Foster City would be responsible for $9,235.75 of the total amount; however, for FY 23-24, the cost will be prorated based on the clinician’s start date. The expected start date of November 1, 2023, will result in a prorated cost of approximately $6,157.20.

The total cost to the City of Foster City in FY 23-24 before proration is expected to be approximately $60,781.50. The expected start date of November 1, 2023, will result in a prorated cost of approximately $40,521.04. The provided non-prorated costs can be expected for FY 24-25 and possibly FY 25-26 if money remains from the 2022 Budget Act Funding. Cost-of-living increases will be applied for FY 24-25 and FY 25-26.

CITY COUNCIL VISION, MISSION, AND VALUE/PRIORITY AREA

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Public Safety and Social Equity
ATTACHMENTS:
•Attachment 1 – Resolution
•Attachment 2 –Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

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2 RESOLUTION NO. _________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FOSTER CITY AUTHORIZING THE APPROPRIATION OF $41,000 FROM THE GENERAL FUND BALANCE TO FOSTER CITY POLICE ACCOUNT NO. 001-0620-421-4251 FOR FY 23- 24 TO FUND ONE CONTRACTED FULL-TIME MENTAL HEALTH CLINICIAN TO BE

SHARED EQUALLY WITH SAN MATEO POLICE AS PART OF THE COMMUNITY

WELLNESS AND CRISIS RESPONSE TEAM MENTAL HEALTH PARTNERSHIP

CITY OF FOSTER CITY
WHEREAS, the Police Department is requesting to share the services of one full- time mental health clinician equally with the San Mateo Police Department; and WHEREAS, the mental health clinician would respond jointly with police personnel to improve mental health related response within the Foster City community; and
WHEREAS, the Agreement entered into will involve partnerships with San Mateo Police, the County of San Mateo, StarVista, and Behavioral Health and Recovery Services (BHRS); and
WHEREAS, the clinician will be a contracted employee under a separate Agreement between BHRS and StarVista; and
WHEREAS, the clinician will be added to expand the existing pilot program of the Community Wellness and Crisis Response Team (CWCRT) into Foster City; and WHEREAS, the term of the CWCRT pilot program is expected to extend through FY 24-25, and possibly into FY 25-26, and is dependent on 2022 Budget Act Funding provided to the County of San Mateo; and
WHEREAS, the City of Foster City will be responsible for 25% of all applicable costs associated with the CWCRT program; San Mateo Police will fund 25% and the County of San Mateo will fund the remaining 50%; and
WHEREAS, applicable FY 23-24 costs will be prorated based on the expected clinician start date of November 1, 2023, resulting in an original approximate cost of $60,781.50 for FY 23-24 being prorated to approximately $40,521.04; and WHEREAS, subsequent years will include cost-of-living increases to the originally agreed upon costs.

NOW, THEREFORE, BE IT RESOLVED that the City Council authorizes the appropriation of $41,000 from the City’s General Fund for the Foster City Police

6.3 Attachment 1 - Resolution

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2 Department to enter into an Agreement with San Mateo Police, the County of San Mateo, StarVista, and BHRS for mental health clinician services, and the expected total cost of approximately $60,781.50 per fiscal year for the City of Foster City’s portion of total, program costs will be paid from the City’s general fund.

PASSED AND ADOPTED as a resolution of the City Council of the City of Foster City at the regular meeting held on the 18th day of September, 2023, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

JON FROOMIN, MAYOR
ATTEST:

PRISCILLA SCHAUS, CITY CLERK

6.3 Attachment 1 - Resolution

50 4865-4182-5401 v1

AGREEMENT BETWEEN

THE CITIES OF SAN MATEO, FOSTER CITY, AND

THE COUNTY OF SAN MATEO

The purpose of this Agreement is to set forth the agreement between the County of San Mateo (County), acting through the Behavioral Health and Recovery Services (BHRS) of San Mateo County Health, and the City of San Mateo, and Foster City (each, a City, and collectively referred to herein as the Cities); and each City’s respective police department to expand the pilot program of Community Wellness and Crisis Response Team (CWCRT) to improve City and County response to community members experiencing mental health crisis.

This Agreement sets forth the terms of a working relationship between the County/BHRS and the Cities, collectively referred to as the Parties, for the provision of embedding one full-time mental health clinician in law enforcement agencies of San Mateo and Foster City Police Departments in support of the expansion of the CWCRT.

The County agrees to the following:

1. Background Information

On January 12, 2020, the San Mateo County Board of Supervisors adopted Resolution No. R077937 which approved the CWCRT Pilot Program, a partnership among four City Police Departments (Daly City, South San Francisco, San Mateo, and Redwood City) and the County, to embed in each of those cities’ police departments one mental health clinician to provide a crisis co-response to crisis calls involving mental health issues. The County entered into a contract with StarVista to provide the mental health clinicians for the CWCRTs, as StarVista was already providing a mobile youth crisis response team.

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

51 4865-4182-5401 v1
involuntary hold, and referrals to therapeutic hospitalizations, and guidance to support services for individuals in mental health crisis. BHRS provides ongoing clinical training, consultation, and clinical oversight on the crisis response work conducted by all the Star Vista clinicians in addition to conducting contract monitoring responsibilities.

In furtherance of the implementation of the CWCRT Pilot Program (Program), the County entered into an agreement with the John W. Gardner Center for Youth and Their Communities of the Stanford University Graduate School of Education (Gardner Center), to support the planning and implementation efforts (Gardner Center Agreement). Under the Gardner Center Agreement, the Gardner Center conducts an implementation and evaluation study which will examine the interventions and assessment methods utilized by the CWCRT participant cities, to assist the cities to better understand and most effectively support the population served through the CWCRT program.

Pursuant to Assembly Bill 179, Chapter 249, Section 19.56, Item 4170-101-0001 of the California State Budget Act of 2022 (2022 Budget Act Funding), the County received funding for the purpose of expanding the law enforcement co- responder model CWCRT Program. The County will use a portion of this funding, under the terms of this Agreement, to expand the CWCRT program to Foster City, to specifically add one full-time mental health clinician to be shared 50-50 between the Foster City and San Mateo Police Departments, to provide the first response mental health crisis services as described above. The current Agreement will address the roles and responsibilities as between the Cities and the County. The Cities may have a separate agreement to address the particulars associated with the sharing of the StarVista clinician, to which the County will not be a party.

2. Purpose or Scope of Work

The Cities enter into this cooperative and reciprocal agreement with the County, acting through BHRS, for expanding CWCRT to enhance the Cities’ response to community members in mental health crisis. In the event of a suspected mental health crisis within a community, once informed, the mental health clinician to be equally shared and embedded in Foster City and San Mateo Police Departments will respond to the scene together with the law enforcement staff, exercising their independent judgment and expertise and in collaboration with the City’s law enforcement staff. The goal of the immediate co-response will be to de-escalate the crisis and to support the safety of the individual in crisis,

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

52 4865-4182-5401 v1
those around the individual, and all responding to the incident. The mental health clinician will then assess the person suspected to be in mental health crisis (“the client”) and determine the best course of action (e.g., temporary mandatory placement in a medical facility for psychiatric evaluation and treatment under Section 5150 of the Welfare and Institutions Code, referral for treatment, etc.) and provide needed follow-up support and linkages to further stabilize the crisis and prevent future similar crises from happening again. One of the goals of the CWCRT program is that clients in mental health crisis contacting and interacting with law enforcement receive early intervention and guidance toward appropriate health services. The mental health clinician will be trained in the range of available mental health resources both within BHRS and in the community, and together the law enforcement/mental health clinician response team will decide on the best course of action and/or resources or program for the client.

The County of San Mateo derives direct benefit from the implementation of this Agreement, by way of, for example, increasing its ability to directly respond to community members in mental health crisis; providing Medi-Cal reimbursable services to County clients; enhancing response time for those in need of mental health services and resources; and creating a broader and more effective continuum of care that results in a decrease in justice system contacts.

To achieve a healthy and integrated community, this Agreement represents a collaboration among the Parties to jointly exercise their common powers to enhance community linkages and help stabilize and improve the health and well-being of persons experiencing mental health crisis. Important outcomes include, but are not limited to: residential stability, improved mental health and connection to needed services and treatment, reduced use of acute and emergency services, and reduced contact with the criminal justice system.

3. Relationship of Parties
The Parties acknowledge and agree that the services performed under this agreement by the mental health clinician are conducted by an independent contractor under a separate Contract Agreement between BHRS and StarVista, known as the “StarVista clinician”. The Star Vista clinician is part of the StarVista workforce and remains an employee of StarVista while providing services under specific terms of a contract agreement with BHRS, and at no time shall the StarVista clinician be deemed an employee of the Cities or BHRS.

Neither the County of San Mateo nor the StarVista clinician acquire any of the rights, privileges, powers, or advantages of the employees of the Cities.

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

53 4865-4182-5401 v1

4. Mutual Responsibilities of the Parties

4.1 The Parties agree to review, adopt, and modify as needed, policies and procedures that may be developed by the participants in the CWCRT Program regarding, but not limited to, scope of work, chain of communication, necessary training, grievance process, performance concerns, ongoing monitoring of the Program, supervision of job performance of the StarVista clinician, and handling and disposition of data generated by all the Program participants. The policies and procedures will reflect the Parties’ mutual understanding that the StarVista clinician is a contracted StarVista employee and professional who exercises independent clinical judgment and expertise in the performance of their scope of work complying to all the County’s requirements related to crisis mental health services, applicable laws and ethics, and the required documentation and reporting procedures under the BHRS Documentation Guidelines.

4.2 The Parties will participate, as needed, in efforts to obtain and analyze data to document the effectiveness of the Program in reaching the anticipated goals and objectives, while protecting and respecting individuals’ confidentiality and privacy rights per HIPAA requirements. These efforts will include partnering with the Gardner Center to evaluate the Program’s effectiveness during the term of the Agreement (Gardner Center Evaluation).

4.3 The Parties will participate in all the collaborative trainings when appropriate, follow the developed program strategies and protocol of the response team, in a manner that respects the dignity and diversity of community members.

5. Responsibilities of the Parties

5.1 Foster City and San Mateo, acting through their Police Departments, shall be individually and collectively responsible for each of the following:

• Providing the StarVista clinician with a workspace and access to the City’s computer and radio dispatch systems, including but not limited to law enforcement data base system, to the extent necessary to carry out job responsibilities of this co-responder Program, as necessary; • Orient and familiarize the StarVista clinician with the Police Department workspace, technology and operations, and specific community needs

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

54 4865-4182-5401 v1
• Support and collaborate with the StarVista clinician in clinical decisions and referrals
• Work collaboratively with the StarVista clinician to provide necessary law enforcement-related information to assist the clinician in achieving the agreed upon outcomes of the Program
• Participate in meetings with city partners, BHRS, and StarVista for progress status, data collection, outcomes evaluation, coordination, and sustainability.

5.2 BHRS shall be responsible for each of the following:
• Contract out provision of the mental health crisis response to StarVista for a trained full-time mental health clinician to be equally shared and embedded in the Foster City and San Mateo Police Departments
• The Scope of Work provided by this mental health clinician will be clearly defined in the BHRS contract agreement with StarVista, which includes crisis response, crisis de-escalation, crisis assessment, involuntary 5150 hold, short-term follow-up intervention support and case management linkage connection to needed treatment and services. Related training, documentation requirements and data collections will all be detailed in the County’s agreement with StarVista and monitored on an ongoing basis • Ensure required onboarding documentation orientation, needed 5150 certification training, BHRS and community mental health/substance use services and resources training, and periodic training related to crisis response, crisis de-escalation, crisis assessment, 5150 involuntary hold, laws and ethics are arranged for or provided
• Provide the StarVista clinician with all needed County equipment and materials necessary to perform the function of a mental health crisis response clinician in the CWCRT Program (i.e. County laptop with needed applications, County car, auto insurance, auto maintenance, ongoing gasoline), and technical support to address related technical issues as they may arise in the use and maintenance of this equipment
• Provide Avatar electronic health record log-in for the purpose of client look- ups and documentation of billable and nonbillable mental health services • Hold meetings with StarVista for the purpose of contract monitoring, quality assurance, and clinical adherence
• Exercise reasonable care to ensure compliance with all legal and clinical requirements related to the contract with the County and the crisis work performed by the StarVista clinician

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

55 4865-4182-5401 v1

6. Goals of the CWCRT Program

6.1 Goals of the CWCRT Program are:

Goal 1: Law enforcement staff and the mental health clinician will respond together to active crisis situations where mental health crisis is a factor.

Goal 2: Improve outcomes for individuals experiencing a crisis due to mental illness or suspected mental illness.

Goal 3: Increase access to appropriate behavioral health resources, services, and treatment.

Goal 4: Provide clinical consultation, training, and support to law enforcement personnel in the field.

Goal 5: Increase knowledge of mental health conditions and effective intervention strategies among law enforcement personnel.

Goal 6: Law enforcement will strengthen relationships with service providers and community.

The Parties agree to meet and confer periodically to assess and revise program goals, and to add new program goals, as appropriate.

7. Special Terms and Conditions

7.1 Coordination and Oversight
The assigned BHRS Clinical Services Manager will be responsible for the oversight of the StarVista contract and its progress status with StarVista, provide ongoing clinical consult, training, and quality assurance/quality improvement of the services provided by the StarVista clinician.

The Chiefs of the Cities’ Police Departments, or their designees (Chiefs), will participate in the quarterly oversight CWCRT Advisory meetings, in the Working Group meetings as needed to monitor the progress of the CWCRT expansion towards its objectives, review any operational issues that have arisen, and identify items for ongoing work plan as needed.

7.2 Conflict Resolution
In the event of disagreements or conflicts between or among Parties to this Agreement, the disagreement or conflict will be referred initially and in writing to the assigned Captain and Clinical Services Manager from the Cities and BHRS, respectively. In the event consultation at that level does not resolve the disagreement or conflict, then the Chief of the Police Department, the assigned Captain, the BHRS Clinical Services Manager, and BHRS’ Deputy Director of

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

56 4865-4182-5401 v1
Adult and Older Adult Services shall meet and confer and attempt to resolve the matter. Finally, in the event the disagreement or conflict remains, the BHRS Director (or designee) and the Chief of the relevant Police Department(s) shall meet and confer. BHRS will obtain the participation of StarVista in the resolution process, as BHRS determines is appropriate.

If the disagreement or conflict pertains to the performance of the assigned StarVista clinician, the disagreement or conflict will be referred initially and in writing to the assigned StarVista Program Manager/Assistant Director and the BHRS Clinical Services Manager. In the event consultation at that level does not resolve the disagreement or conflict, above-noted meet-and-confer steps shall be followed. Finally, in the event the disagreement or conflict remains, StarVista shall remove the assigned mental health clinician and exercise reasonable diligence to identify and provide a qualified replacement. These conflict resolution steps will be clearly detailed in the BHRS-Star Vista Contract Agreement.

7.3 Staffing and Supervision
The CWCRT expansion under this Agreement will consist of one full time mental health clinician who must be licensed or license-eligible to provide mental health services by appropriate State of California licensing authorities.

Under the BHRS Contract Agreement, Star Vista will be responsible for hiring the mental health clinician and the hiring processes. The Cities will be entitled to jointly assign one member of one of the law enforcement departments to the StarVista hiring panel, if the Cities so prefer.

7.4 Records and Confidentiality
Records created by the StarVista clinician, even while operating in collaboration with one or more of the Cities, shall be considered the County’s records, free from the control and direction of any other party to this Agreement. Such records will be subject to all federal, state, and local laws and regulations regarding the protection of client/patient privacy and confidentiality.

All Parties agree that the StarVista clinician must adhere to the privacy requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA). BHRS will train the StarVista clinician on federal, state, and local policies and procedures with respect to the confidentiality and use or disclosure of protected health information of clients as necessary and appropriate for the StarVista clinician to carry out their functions. BHRS will provide the StarVista

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

57 4865-4182-5401 v1
clinician with the appropriate Health System policies and procedures, which are subject to change from time to time.

The County reserves the right to take appropriate action for violation of its policies, and such action may include the immediate termination of the contract work with Star Vista or strong recommendation of the immediate termination of the specific StarVista clinician who violates Federal, State, or local law and policy.

BHRS shall maintain beneficiary medical and/or clinical records for a period of ten (10) years, except that the records of the persons under age eighteen (18) at the time of treatment shall be maintained: a) until one (1) year beyond the person's eighteenth (18th) birthday or b) for a period of ten (10) years beyond the date of discharge, whichever is later. This rule does not supersede professional standards (BHRS is allowed to maintain records for a longer period if required by other regulations or licenses).

8. Hold Harmless and Indemnification

8.1. It is agreed that the County shall defend, hold harmless, and indemnify each of the Cities and their officers, employees, agents, and servants from any and all claims, suits, or actions of every name, kind, and description brought by a third party which arise out of the terms and conditions of this Agreement and which result from the acts or omissions of the County and/or its officers, employees, agents, and servants.

8.2. The County shall defend, hold harmless, and indemnify each of the Cities from and against any and all claims for wages, salaries, benefits, taxes, and all other withholdings and charges payable to, or in respect to, the County's representatives for services provided under this Agreement.

8.3. It is agreed that each of the Cities shall defend, save harmless, and indemnify the County and its employees, agents, and servants from any and all claims, suits, or actions of every name, kind, and description brought by a third party which result from the acts or omissions of a City or Cities and/or their respective officers, employees, agents, and servants.

8.4. The duty of each party to defend, hold harmless, and indemnify the other as set forth herein shall include the duty to defend as set forth in Section 2778 of the California Civil Code.

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

58 4865-4182-5401 v1

8.5. In the event of concurrent negligence (or intentional/reckless acts) of a City or Cities and/or their respective officers and employees, on the one hand, and the County and/or its officers, employees, agents, and servants, on the other hand, then the liability for any and all claims for injuries or damage to persons and/or property which arise out of terms and conditions of this Agreement shall be apportioned according to the California theory of comparative fault.

9. Term and Termination

9.1 Term
The Agreement shall be effective immediately upon signature by each of the Parties, and the term of the Agreement shall end when allocated 2022 Budget Act Funding for the Program under this Agreement is fully exhausted. The Parties anticipate exhaustion of the funds to be within approximately two years of commencement of the Program, but understand this anticipated term is wholly dependent upon availability of allocated funding.

9.2 Amendment/Modification Process
All subsequent modifications or amendments to this Agreement shall be in writing and signed by each of the Parties hereto before they will be effective.

9.3 Termination
Subject to the Parties’ understanding as to the term of the Agreement, detailed in Section 9.1, each Party agrees to remain a party to this Agreement for the entire duration of the Agreement term, subject only to termination for cause.

Cause for termination of this Agreement will include only a material breach of this Agreement by another Party or impossibility of performance. Prior to termination for cause, the terminating party must give all other Parties 30 days written notice of the alleged material breach and notice of an opportunity to cure such breach during the notice period. If the party(ies) is unable to cure within 30 days, the Agreement may be terminated only as between the noticing party and the party in breach.

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

59 4865-4182-5401 v1

10. Funding/Financial Responsibilities

10.1 Personnel Cost Sharing
Of the 2022 Budget Act Funding, the County will utilize $250,000 to partially fund a single clinician under this Agreement, and to partially fund the expanded portion of the Gardner Center Evaluation.

Unless amended by the Board of Supervisors and the governing bodies of the respective participating jurisdictions, the annual contributions of the Cities and County to the CWCRT expansion in San Mateo and Foster City expenses shall be as follows:

San Mateo City Police Department will cover twenty-five percent (25%) of the fully weighted salary and benefit costs of the StarVista mental health clinician, Foster City will cover twenty-five (25%) of the fully weighted salary and benefit costs of the clinician, and the County will cover fifty percent (50%) of the fully weighted salary and benefit costs of the clinician. Total budgeted fully weighted salary and benefits for one full time mental health clinician by StarVista for FY 23-24 is $176,737.00.

BHRS shall pay to StarVista for the costs of salary and benefits of the StarVista clinician, as invoices come due. The Cities shall each reimburse County for twenty-five percent (25%) of these salary and benefit costs of the clinician on a bi-annual basis, upon invoice by the County. BHRS Fiscal will invoice the respective Cities’ Fiscal directly every six months; reimbursement from the Cities is expected within twenty (20) business days. Each city shall provide the contact information of their respective Fiscal to BHRS at the time of signing this Agreement.
• For FY 23-24, the maximum obligation of County and Cities jointly for personnel costs shall not exceed $176,737.
• For FY 24-25, the maximum obligation of the County and Cities will be subject to a Cost-of-Living Adjustment (COLA).
• For FY 25-26, should any money remain of the 2022 Budget Act funding, the maximum obligation of the County and Cities will be subject to a Cost-of- Living Adjustment (COLA). County acknowledges that each City Council retains discretion to approve the CWCRT Program funding included in each City’s respective future proposed budgets for the term of this Agreement.

The Parties agree that County’s payments for 50% of the StarVista clinician costs will be charged against the 2022 Budget Act Funding.

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

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10.2 Gardner Center Agreement
The cost of the Gardner Center Agreement services is expected to be approximately $29,446 per fiscal year, for evaluation of the CWCRT expansion in San Mateo and Foster City. The contributions of Cities and County to the costs of the Gardner Center Agreement services shall be as follows:

County shall pay the fully invoiced amount to Gardner Center for Gardner Center Agreement services, as invoices come due. The Cities shall each reimburse County for twenty-five percent (25%) of these costs, upon invoice by the County. BHRS Fiscal will invoice the respective Cities’ Fiscal directly within thirty (30) days of Gardner Center invoice being paid by County; reimbursement from the Cities is expected within twenty (20) business days.

The Parties agree that County’s payments for 50% of the Gardner Center Agreement services will be charged against the 2022 Budget Act Funding.

10.3 Operations Costs incurred by StarVista
The StarVista Operating costs are expected to be approximately $36,943 per fiscal year. The contributions of Cities and County to these costs shall be as follows:

County shall pay the fully invoiced amount to StarVista, as invoices come due.

The Cities shall each reimburse County for twenty-five percent (25%) of these costs, upon invoice by the County. BHRS Fiscal will invoice the respective Cities’ Fiscal directly within thirty (30) days of Gardner Center invoice being paid by County; reimbursement from the Cities is expected within twenty (20) business days.

The Parties agree that County’s payments for 50% of the StarVista Operating costs will be charged against the 2022 Budget Act Funding.

All costs described in Sections 10.1 - 10.3 will be adjusted for FY 23-24, to account for the actual start date of the StarVista clinician.

10.4 Administration and Supplies Cost Sharing
The StarVista Administrative costs are expected to be approximately $32,052 per fiscal year. The County will pay 100% of these costs as they come due, to be charged against the 2022 Budget Act Funding. The County will bear the cost of personnel supplies, including cost of a County car, auto insurance, ongoing gasoline and maintenance, County laptop with required licenses, etc. The cost

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

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of supplies used in the offices of each law enforcement agency will be the Cities’ financial responsibility.

10.5 Exhaustion of 2022 Budget Act Funding
Upon exhaustion of the 2022 Budget Act Funding for services under this Agreement, the County shall bear no financial responsibility for the CWCRT Program. Should the Cities, whether both or one, agree to continue the CWCRT Program beyond the 2022 Budget Act Funding availability, it will be at no cost to the County.

The County shall give written notice of its determination that the 2022 Budget Act Funding will be exhausted and the Parties agree to meet in the projected last quarter of 2022 Budget Act Funding availability to address the handling of termination of the CWCRT Program, and/or the continuance of the Program by all or some combination of the Parties beyond the Agreement term.

11. Contact Information
The following is contact information of the persons responsible from each party/entity for the completion and maintenance of this Agreement:

11.1 Party A (County of San Mateo) Information
Name:

Address:

Contact number:

Email:

11.2 Party B (Foster City) Information
Name:

Address:

Contact number:

Email:

11.3 Party C (City of San Mateo) Information
Name:

Address:

Contact number:

Email:

11.4 Party C (BHRS) Information
Name:

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

62 4865-4182-5401 v1
Address:

Contact number:

Email:

Effective Date and Signatures:

This Agreement shall be effective upon the signature of all parties authorized officials. All Parties indicate agreement with this Agreement by their signatures.

Signatures and dates:

_______________________
Mike Callagy
County of San Mateo
_________________________________
Date

__________________
Jei Africa
BHRS
_________________________________
Date

__________________
Chief
City of San Mateo
_________________________________
Date

_________________
Chief
Foster City
_________________________________
Date

6.3 Attachment 2 - Agreement between the Cities of Foster City and San Mateo, the County of San Mateo, and BHRS

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DATE: September 18, 2023

TO: Mayor and Members of the City Council
VIA: Stefan Chatwin, City Manager
Marlene Subhashini, Assistant City Manager

FROM: Sofia Mangalam, Community Development Director
Thai-Chau Le, Planning Manager
DEPARTMENT: Community Development
SUBJECT: ESTABLISH A LIST OF A LIST OF QUALIFIED ENVIRONMENTAL

CONSULTANTS TO PROVIDE PROJECT BASED

PROFESSIONAL ON-CALL SERVICES FOR CALIFORNIA

ENVIRONMENTAL QUALITY ACT (CEQA) REVIEWS FOR THE

PLANNING DIVISION AND AUTHORIZATION TO EXECUTE

MASTER SERVICES AGREEMENTS WITH EACH CONSULTANT

RECOMMENDATION
It is recommended that the City Council adopt the attached Resolution: (1) approving the established list of qualified environmental consultants to provide project-based professional on-call services for CEQA reviews for the Planning Division of the Community Development Department (CDD); (2) authorize the Mayor to execute a Master Professional Services Agreement with each consultant on the list with no compensation maximum for a term of five years; and (3) find the approval of the on-call list and Master Professional Services Agreements exempt under CEQA pursuant to CEQA Guidelines section 15061(b)(3).

EXECUTIVE SUMMARY
CDD is committed to planning, maintaining, and improving the quality of life and public safety of Foster City in keeping with the vision of the City Council in the General Plan and other measures that reflect the City’s heritage as a Master Planned community. CDD is comprised of the Planning/Code Enforcement and Building Divisions. The Planning/Code

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Enforcement Division is responsible for long-term planning regarding the growth and development of the City, for reviewing and processing applications for all land use and development proposals, and for maintaining the appearance of the community.

CDD receives many project applications throughout the year that require extensive environmental review, environmental consultation, and documentation preparation.

These costs are borne by developers/applicants of the project through pass-through agreements with selected environmental consultants. The contract costs associated with environmental reviews often exceed the City Manager’s signatory authority under the City’s Purchasing Policy, which requires staff to seek City Council’s authorization to issue an RFP each time and then select a consulting firm to undertake the environmental review for the project. The process, at minimum, takes two to three months before the environmental review can start. The pre-qualification of environmental consultants by having an established list would assist staff in completing environmental reviews and documentation in a timely and efficient manner.

On July 17, 2023, the City Council authorized staff to release a Request for Qualifications (RFQ) to establish a list of qualified environmental consultants to provide project-based professional on-call services for CEQA reviews. Subsequently, on July 18, 2023, staff released the RFQ with a due date of August 1, 2023. However, upon requests from various consulting firms to provide more time to respond and due to an error in the attachment for the draft agreement, the deadline was extended to August 15, 2023. Staff received a total of 16 responses, including proposals from Circlepoint, M-Group, JHS Consulting, CSG Consultants Inc, AECOM, EMC Planning Group, David J. Powers and Associates, Kimley-Horn, LSA, Dudek, PlaceWorks, Terraphase, First Carbon Solutions, MIG, Stantec, and Urban Planning Partners.

Firms that provided environmental consulting services have limited availabilities due to the high demand of projects in the Bay Area. Therefore, staff have selected a total of 12 out of 16 firms to be on the Master Services Agreement and select a consultant depending on their qualifications and staffing availability.

BACKGROUND
When the Planning Division requires environmental consulting services for specific development projects, staff develops and releases a project-specific Request for Proposals (RFP) to perform the work. This process lengthens the time to procure consultant services, which negatively impacts applicants and the project review timeline.

It can also be limiting in terms of responses from consultants if the scope of the project is small or if the request is released at a time when consultants are high in demand.

Individual requests also require more staff time to advertise; address questions; and review proposals, many of which may only vary slightly from one another.

With an established list that has been authorized by the Council, staff will be able to select a consultant depending on their qualifications and availability. This way, the timeline will be shortened as there is no solicitation of proposals, as well as contracting, as they would have an executed agreement with the City in place.

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ANALYSIS
On July 17, 2023, staff requested authorization from the City Council to issue an RFQ to establish a list of qualified environmental consultants to provide project-based professional on-call services for CEQA reviews. Upon authorization from the City Council, City staff issued an RFP on July 18, 2023, with a due date for proposals/response by August 15, 2023.

The RFP was advertised in following ways soliciting responses:

1. Sent to consulting firms via email – July 18, 2023;

2. Posted on City’s RFP webpage – July 18, 2023; and

3. Shared via LinkedIn.

Staff extended the deadline for responses to August 17, 2023, due to requests from consultants citing tight timeframe for a response. Staff then updated the online RFP and sent subsequent email notifications to all firms. Staff received a total of 16 responses to the RFP, including proposals from, Circlepoint, M-Group, JHS Consulting, CSG Consultants Inc, AECOM, EMC Planning Group, David J. Powers and Associates, Kimley-Horn, LSA, Dudek, PlaceWorks, Terraphase, First Carbon Solutions, MIG, Stantec, and Urban Planning Partners, and evaluated the proposals based on the point system as follows:
•A statement demonstrating that the Proposer understands the scope of work required (20 points).
•Billing Structure (15 points).
•Relevant Experience (25 points).
•Key Team Member Summary (20 points).
•References (15 points).
•Acknowledgement of the Memorandum of Understanding (5 points).

Upon evaluation of the responses, the following points were scored for each of the following firms:

Consultant Firm Total
1 Stantec 100
2 David J. Powers and Associates 100
3 AECOM 100
4 EMC Planning Group 96
5 Circlepoint 93
6 Urban Planning Partners 92
7 First Carbon 92
8 MIG 92
9 Dudek 92

6.4 6.4 Staff Report

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10 PlaceWork 92
11 LSA 91
12 Kimley-Horn 90
13 M-Group 85
14 Terraphase 75
15 CSG Consultants Inc 72
16 JHS Consulting 60
Based on the scoring criteria, Staff selected firms that scored 90 or more points. Staff also conducted reference checks for the top 12 selected firms. All the references verified the selected firms’ ability to provide professional environmental consulting services. Staff has prepared the Master Agreements attached as Attachment 1 for the 12 selected firms, with no compensation limit. Once the Master Agreement is executed, the selected on- call consultant would perform services based on separate Task Orders.

Scope of Work
The Consultant may be asked to provide any number of services pertaining to the City’s implementation of CEQA, including but not limited to, the following:
•Conduct preliminary review of development projects for CEQA purposes. •Prepare CEQA documents for the City’s Planning Division, including, but not limited to:
oInitial Studies with all applicable technical reports to support an adequate oCEQA determinations
oNegative Declaration
oMitigated Negative Declaration
oAssociated Mitigation Monitoring and Reporting Plan (MMRP), if applicable oEnvironmental exemptions
oAddendums to previously approved and certified environmental analysis oEnvironmental Impact Reports
oAll notices required per CEQA such as Notices of
oIntent/Preparation/Determination
•Provide peer review of CEQA documents prepared by project applicants. •Conduct and /or support CEQA review for the following potential projects:
oLarge and small-scale development applications such as zoning oamendments, use permits, and vesting tentative maps
oPotential updates/amendments to the General Plan
oPotential updates/amendments to Specific Plans
oPotential updates to the Zoning Ordinance
The development projects are 100% cost recovery paid for by the applicant through a pass through agreement planning fee deposit account.

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For these types of projects where the City has a pass-through agreement, City staff is proposing to enter into a Master Professional Services Agreement and issue a Task Order to the selected consultant based on their experience, skill and availability from the approved on-call list when a need arises. The Task Order would identify the scope of work and the maximum compensation for the environmental review associated with the scope of work. For work that is over $50,000, the project-specific Task Order would return to City Council for approval prior to initiation of services. The consultant would be paid from funds in the applicant’s deposit account, but the City would charge the standard 15% administrative fees as established in City’s Master Fee Schedule for managing the work performed by the consultant identified in the Task Order.

For a City-initiated project that requires CEQA review, staff would also bring any Task Order over the amount of $50,000 for City Council’s approval before issuing the Task Order to one of the consultants from the established list. The list and agreement, as stated in Attachment 1, will be for a duration of five years. Any renewal or extension requests will be brought back to City Council for consideration.

CEQA
The formation of the list of qualified consultants is exempt per CEQA Guideline Section 15061(b)(3), Common Sense Exemption (14 Cal. Code Regs. § 15061(b)(3)) because it can be seen with certainty that there is no possibility that this action may have a significant effect on the environment.

FISCAL IMPACT
All costs associated with review of development projects and CEQA will be borne by the project applicant.

CITY COUNCIL VISION, MISSION, AND VALUE/PRIORITY AREA
Smart Planning, Development, and the Local Economy
ATTACHMENTS:

Attachment 1 – Resolution
Attachment 2 – Exhibit A: Master Services Agreements

6.4 6.4 Staff Report

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8 RESOLUTION NO.____________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FOSTER CITY

APPROVING THE ESTABLISHED LIST OF QUALIFIED ENVIRONMENTAL

CONSULTANTS TO PROVIDE PROJECT-BASED PROFESSIONAL ON-CALL

SERVICES FOR CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) REVIEWS

FOR THE PLANNING DIVISION OF THE COMMUNITY DEVELOPMENT
DEPARTMENT (CDD); AUTHORIZING THE MAYOR TO EXECUTE A MASTER

PROFESSIONAL SERVICES AGREEMENT WITH EACH CONSULTANT ON THE LIST WITH NO COMPENSATION MAXIMUM FOR A TERM OF FIVE YEARS; AND FINDING

THE APPROVAL OF THE ON-CALL LIST AND MASTER PROFESSIONAL SERVICES

AGREEMENTS EXEMPT UNDER CEQA PURSUANT TO CEQA GUIDELINES SECTION 15061(B)(3).

CITY OF FOSTER CITY
WHEREAS, Community Development Department (CDD) is committed to planning, maintaining, and improving the quality of life and public safety of Foster City in keeping with the vision of the City Council in the General Plan and other measures that reflect the City’s heritage as a Master Planned community; and WHEREAS, the Planning/Code Enforcement Division of CDD is responsible for long-term planning regarding the growth and development of the City, for reviewing and processing applications for all land use and development proposals, and for maintaining the appearance of the community; and
WHEREAS, CDD receives numerous project applications throughout the year that require extensive environmental review, environmental consultation, and documentation preparation; and
WHEREAS, the selection process of a CEQA consultant, at minimum, takes two to three months before the environmental review can start; and WHEREAS, the pre-qualification of environmental consultants by having an established list would assist staff in completing environmental reviews and documentation in a timely and efficient manner; and
WHEREAS, on July 17, 2023, the City Council authorized staff to release a Request for Qualifications (RFQ) to establish a list of qualified environmental consultants to provide project-based professional on-call services for CEQA reviews; and WHEREAS, upon authorization from the City Council of the City of Foster City, staff issued an RFQ on July 18, 2023, with a due date for responses on August 15, 2023; and

6.4 Attachment 1 - Resolution

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8 WHEREAS, the City received a total of 16 responses and Statements of Qualifications (SOQs) from the consulting firms in response to the RFQ; and WHEREAS, upon review of the SOQs, staff has established the list of qualified Environmental consultants, including Circlepoint, AECOM, EMC Planning Group, David J. Powers and Associates, Kimley-Horn, LSA, Dudek, PlaceWorks, First Carbon Solutions, MIG, Stantec, and Urban Planning Partners; and WHEREAS, the twelve consultants selected and identified herein provided an extensive proposal, expressing a clear understanding of the scope of work and most closely aligned to the deliverables desired by the City for this position; in addition to demonstrating its capabilities to meet the City's expectations for such services and was selected from the list to enter into an agreement; and
WHEREAS, the City’s Purchasing Policy contemplates that the City Council will approve each request for proposal for services over $50,000 and that the City Council would approve the award of the contract for those services; and WHEREAS, staff recommends that the City Council enter into a Master Professional Services Agreement with Circlepoint, AECOM, EMC Planning Group, David J. Powers and Associates, Kimley-Horn, LSA, Dudek, PlaceWorks, First Carbon Solutions, MIG, Stantec, and Urban Planning Partners with no limitation on the amount of compensation; and
WHEREAS, for any project that requires environmental review, staff would bring any Task Order over $50,000 to the City Council for approval before issuing the Task Order.

NOW, THEREFORE, BE IT RESOLVED, that the City Council does hereby find that the approval of the on-call list and Master Professional Services Agreements are exempt per CEQA Guideline Section 15061(b)(3), Common Sense Exemption (14 Cal.

Code Regs. § 15061(b)(3)) because it can be seen with certainty that there is no possibility that this action may have a significant effect on the environment.

BE IT FURTHER RESOLVED, the City Council hereby approves the establishment of the following list of qualified environmental consultants to provide project-based professional on-call services for CEQA reviews for the Planning Division of the CDD:

Circlepoint, AECOM, EMC Planning Group, David J. Powers and Associates, Kimley- Horn, LSA, Dudek, PlaceWorks, First Carbon Solutions, MIG, Stantec, and Urban Planning Partners.

BE IT FURTHER RESOLVED, that the City Council hereby authorizes the Mayor to execute a Master Professional Services Agreement with Circlepoint, AECOM, EMC Planning Group, David J. Powers and Associates, Kimley-Horn, LSA, Dudek,

6.4 Attachment 1 - Resolution

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8 PlaceWorks, First Carbon Solutions, MIG, Stantec, and Urban Planning Partners with no limitation on the amount of compensation for a term of five years.

PASSED AND ADOPTED as a resolution of City Council of the City of Foster City at the regular meeting held on the 18th day of September 2023, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

JON FROOMIN, MAYOR
ATTEST:

PRISCILLA SCHAUS, CITY CLERK

6.4 Attachment 1 - Resolution

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MASTER PROFESSIONAL SERVICES AGREEMENT
FOR

ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES
T
his Agreement is made and entered into as of the 19 day of September, 2023 by and between the City of Foster City hereinafter called "CITY" and Circlepoint hereinafter called "CONSULTANT".

CIT ALS
T
his Agreement is entered into with reference to the following facts and circumstances:

W
HEREAS, CITY desires to retain CONSULTANT to provide professional environmental review and consulting services on development applications and long-range projects and related services;
W
HEREAS, It is anticipated that, as a need arises for CONSULTANT to provide services, CITY will issue Task Orders to CONSULTANT (in a form substantially similar to that set forth in Exhibit “A,” attached hereto and incorporated by reference which more particularly describes the scope of services to be performed);
W
HEREAS, In reliance upon CONSULTANT's documentation of its qualifications, the CITY finds that CONSULTANT has demonstrated the requisite qualifications, experience, training, and expertise to perform the requested services.

W
HEREAS, That CONSULTANT is specially trained, experienced and competent to perform and has agreed to provide such services;
N
OW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:

ERMS AND CONDITIONS

1. Services. The services to be performed by CONSULTANT under this Agreement shall include those services set forth in each Task Order and Exhibit “B,” Scope of Services, which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.

P
erf
ormance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONSULTANT under this Agreement, subject to any changes that may be made subsequently hereto , for changes in the Scope of Services or otherwise, upon the mutual written agreement of the said parties.

6.4 Attachment 2 - Exhibit A - Master Services Agreements

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Where in conflict, the terms of this Agreement supersede and prevail over any terms set forth in Exhibit B and in each Task Order.

1. Term; Termination.
(a) The term of this Agreement shall commence upon the date hereinabove written and shall expire upon completion of performance of services hereunder by CONSULTANT . Initial contract period shall be from September 19, 2023 and expires on September 19, 2028. Renewal shall be by mutual consent of CONSULTANT AND CITY as approved by the City Council Board. CONSULTANT shall not commence Services or work until a Notice to Proceed is issued by CITY.

(b) Notwithstanding the provisions of (a) above, CITY may with or without cause, direct CONSULTANT to suspend, delay or interrupt Services, in whole or in part, for such periods of time as CITY may determine in its sole discretion.

(c) CITY may terminate performance of the Services under this Agreement in whole, or from time to time in part, for default, should CONSULTANT commit a material breach of this Agreement, or part thereof, and not cure such breach within ten (10) calendar days of the date of CITY’s written notice to CONSULTANT demanding such cure, in which case CONSULTANT shall be liable to CITY for all loss, cost, expense, damage and liability resulting from such breach and termination.

(d) CITY may terminate performance of the Services under this Agreement in whole, or from time to time in part, for convenience, upon thirty (30) days’ notice in writing, whenever CITY determines that such termination is in CITY’s best interests, in which case CONSULTANT shall be entitled to recover its costs expended up to the termination date plus reasonable profit thereon to the termination date as this Agreement would otherwise provide, but may recover no other cost, damage or expense. CONSULTANT shall continue its work throughout the course of any dispute, and CONSULTANT’s failure to continue work during a dispute shall be a material breach of this Agreement.

2. Compensation; Expenses; Payment . CI
TY shall compensate
CONSULTANT for all services performed by CONSULTANT hereunder in an amount based upon CONSULTANT’s hourly rates during the time of the performance of said services. A copy of CONSULTANT ’s hourly rates for which services hereunder shall be performed are set forth in CONSULTANT’s fee schedule marked Exhibit “ C” hereof, attached hereto and by this reference incorporated herein.

Not
withstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total

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amount identified in all Task Orders issued by the City against this agreement. The Consultant shall only be paid for services performed under this Agreement to the extent authorized by written Task Order. No overhead or other expenses can be recovered for interim periods when the Consultant’s services are not utilized by the City. Invoices for amounts in excess of each Task Order shall not be paid unless the performance of services and/or reimbursement of costs and expenses in excess of said amounts have been approved in advance of performing such services or incurring such costs and expenses by CITY ’s Manager (for contracts less than $50,000) or CITY Board (for contracts $50,000 or more) evidenced by motion duly made and carried and a written contract amendment having been executed.

Compensation and reimbursement of costs and expenses hereunder shall be pay
able upon monthly billing therefor by CONSULTANT to CITY, which billing shall include an itemized statement, briefly describing by task and labor category or cost/expense items billed. CITY agreed to pay CONSULTANT within 30 days of invoice receipt. Final payment will be made when all Services required under this Agreement have been completed to the reasonable satisfaction of CITY including, without limitation, CONSULTANT's transmittal of all deliverables to CITY required by EXHIBIT B and each Task Order.

CITY shall not incur any charges under this Agreement, nor shall any payments become due to CONSULTANT for any payment period on the Project, until CITY receives all deliverables required under Exhibit B and each Task Order , SCOPE OF WORK AND SCHEDULE, for the payment period (if any) and reasonably accepts such deliverables as meeting the requirements of this Agreement. In cases where CONSULTANT has partially completed one or more deliverables due during a payment period, and if CONSULTANT demonstrates diligent progress thereon, then CITY may make a partial progress payment based upon percentage completion of the partially completed deliverables and diligent progress but taking into account any adverse impacts upon CITY. CITY shall not be liable for, and CONSULTANT shall not be entitled to, any payment for Services performed before this Agreement's execution.

CITY will not withhold any Federal or State income taxes or Social Security tax from any payments made by CITY to CONSULTANT under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of CONSULTANT .

CITY has no responsibility or liability for payment of CONSULTANT’s taxes or assessments.

CONSULTANT shall pay prevailing wages to its employees on any agreement in excess of $1,000.00. Copies of the general prevailing rates

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of per diem wages for each craft, classification, or type of worker needed to execute the Agreement, as determined by the Director of the State of California Department of Industrial Relations, are on file at the County’s Capital Projects Office and may be obtained from the California Department of Industrial Relations website
[http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm].

CONSULTANT shall comply with the 8- hours per day/40 hours per week/overtime/working hours restrictions for all employees, pursuant to the California Labor Code. CONSULTANT and all subconsultants shall keep and maintain accurate employee payroll records for Work performed under the Agreement. The payroll records shall be certified and submitted as required by law, including Labor Code Sections 1771.4 (if applicable) and 1776, including to the Labor Commissioner no less frequently than monthly.

CONSULTANT shall comply fully with Labor Code Section 1777.5 in the hiring of apprentices for work relating to the Agreement. If the Agre ement exceeds $2,000 and is funded with federal funds, then CONSULTANT shall pay federal Davis Bacon wages and comply with applicable federal requirements.

4. Performance of S
ervices. No work shall be performed under this Agreement except to the extent the CONSULTANT receives a Task Order from the CITY’s Authorized Representative. The CITY will request proposals from the CONSULTANT for each Task Order when services are needed.

CONSULTANT shall respond with a scope and cost proposal in a reasonably prompt manner, no later than fifteen (15) calendar days after CITY’s request. Such proposal shall include a description of the services to be performed thereunder, the maximum compensation and reimbursement of costs and expenses payable therefor , the time of performance thereof, and such other matters as the parties deem appropriate for the accomplishment of such services. Upon the approval of the terms of the proposal by CITY ’s Manager (for contracts less than $50,000) or CITY Council (for contracts $50,000 or more) by motion duly made and carried, the CITY's Authorized Representative shall issue a Task Order against this agreement. CONSULTANT shall commence performance and shall complete all required services no later than the dates set forth in accordance with the approved Task Order. Except to the extent modified by written amendment, all other terms and conditions of this Agreement shall be deemed incorporated in each such Task Order.

5. Records an
d Audit . CONSULTANT shall keep and maintain accurate
records of all time expended and costs and expenses incurred relating to services to be performed by CONSULTANT hereunder. Said records shall be available to CITY for review and copying during regular business hours at CONSULTANT’s place of business or as otherwise agreed upon by the parties.

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CONSULTANT shall prepare and maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this Agreement. This includes any handwriting, t ypewriting, printing, photo static, photographing and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof.

Any authorized representative of CITY shall have access to any writings as defined above for the purposes of making audit, evaluation, examination, excerpts and transcripts during the period such records are to be maintained by CONSULTANT. Further, CITY has the right at all reasonable times to audit, inspect or otherwise evaluate the services and work performed or being performed under this Agreement. Notwithstanding the foregoing, the CITY’s right to inspect, copy and audit shall not extend to the composition of the CONSULTANT's rates and fees, percentage mark-ups or multipliers but shall apply only to their application to the applicable units.

6. Authorization. This Agreement becomes effective when endorsed by both parties in the space provided below.

7. Reliance on Professional Skill of CO NSULTANT. CONSULTANT represents that it has the necessary professional skills to perform the services required and the CITY shall rely on such skills of the CONSULTANT to do and perform the work. In performing services hereunder CONSULTANT shall adhere to the standards generally prevailing for the performance of expert consulting services similar to those to be performed by CONSULTANT hereunder.

CO
NSULTANT represents that it has reviewed Exhibit B and that in its professional judgment the Services to be performed under this Agreement can be performed for a fee within the maximum amount set forth in the Compensation Schedule established in Exhibit B.

CONSULTANT represents that it possesses all necessary training, licenses, certificates, and permits required by the federal, state, CITY or municipal governments to perform the Services. Such licenses, certificates and permits must be valid at the time CONSULTANT enters into this Agreement and must be maintained during the term of this Agreement in full force and effect. Licenses, certificates and permits may include but are not limited to driver’s licenses, professional licenses or certificates and business licenses. Such licenses, certificates and permits will be procured and maintained in force by CONSULTANT at no expense to CITY.

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C ONSULTANT represents that its performance of the Services will conform to the standards of practice of a professional having experience and expertise in performing professional services of like nature and complexity of the Services working on similar, successfully completed projects.

The granting of any progress payment by CITY, or the receipt thereof by CONSULTANT, or any inspection, review, approval or oral statement by any representative of CITY or any other governmental entity, shall in no way waive or limit the obligations in this Paragraph 7 or lessen the liability of CONSULTANT for unsatisfactory Services, including but not limited to cases where the defective or below standard Services may not have been apparent or detected at the time of such payment, inspection, review or approval.

CITY shall furnish all information and technical data in CITY’s possession and not subject to the attorney-client privilege or some other privilege under its possession and control and reasonably required for CONSULANT’s proper performance of the Services prior to CONSULTANT’s commencement of the Services and at such other times as CITY and CONSULTANT mutually agree. CONSULTANT is entitled to reasonably rely upon the accuracy and completeness of information and data provided by CITY.

8. Documents. Al
l documents, plans, drawings, renderings, and other papers, or copies thereof, collectively (“documents”), as finally rendered, prepared by CONSULTANT pursuant to the terms of this Agreement, shall, upon preparation and delivery to CITY, become the property of CITY.

9. Relationship of Parties. It is understood that the relationship of CONSULTANT to the CITY is that of an independent contractor and all persons working for or under the direction of CONSULTANT are its agents or employees and not agents or employees of the CITY.

10. Schedule. CO NSULTANT shall adhere to the schedule set forth in Exhibit B; provided, that CITY shall grant reasonable extensions of time for the performance of such services occasioned by governmental reviews of CONSULTANT’s work product or other unavoidable delays; provided, further, that such unavoidable delay shall not include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or on behalf of, CONSULTANT’s officers or employees.

CONS
ULTANT acknowledges the importance to CITY of CITY’s Project schedule and agrees to put forth its best professional efforts to perform its services in accordance with a mutually agreed upon schedule.

11. Indemnity.

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(a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONSULTANT shall defend, indemnify, and hold harmless City of Foster City , its officers, directors, officials, agents, employees, and volunteers (collectively, “Indemnitees”) from and against any and all claims, suits, expenses, liability, cause of action, loss, cost, damage, injury (including, without limitation, economic harm, injury to or death of any person, including an employee of CONSULTANT or its Subconsultants), of every kind, nature, and description, at law or equity, (including without limitation, incidental and consequential damages, court costs, attorneys’ fees, litigation expenses and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation) (collectively “Liabilities” ), that arise out of, pertain to, or relate to any negligence, recklessness, or willful misconduct of CONSULTANT, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control.

CONSULTANT’s obligations to indemn ify, defend, hold harmless the Indemnitees shall not apply to the extent that such Liabilities are caused in whole or in part by the sole negligence, active negligence, or willful misconduct of such Indemnitee but shall apply to all other Liabilities.

If CONSULTANT is a “design professional,” as defined in California Civil Code Section 2782.8(c), CONSULTANT shall indemnify, defend, and hold the Indemnitees harmless against Liability only to the extent such Liability arises out of, pertains to, or relates to CONSULTANT’s negligence, recklessness, or willful misconduct. In such an event, the cost to defend charged to CONSULTANT shall not exceed CONSULTANT’s proportionate percentage of fault.

(c) CONSULTANT shall place in its agreements with Subconsultants and cause its Subconsultants to agree to the indemnification and insurance provisions in this Agreement in favor of CITY and the Indemnitees in the exact form and substance as those contained in this Agreement.

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(d) CITY acknowledges that the discovery, presence, handling or removal of asbestos products, polychlorinated biphenyl (PCB) or other hazardous substances which may presently exist at the any Project site is outside of CONSULTANT’s responsibilities and is not included in the scope of Services CONSULTANT is to perform nor included in CONSULTANT’s insurance. CITY shall hire hazardous materials consultant if the Project requires the testing or remediation of hazardous substances.

CONSULTANT shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials.

CONSULTANT shall, however, be responsible for the coordination of CONSULTANT’s service s and work with the work of CITY’s hazardous materials consultants.

(e) Dut
y to Cooperate. CONSULTANT shall notify CITY immediately in writing of any claim or damage related to activities or services performed under this Agreement. CONSULTANT shall cooperate with CITY in the investigation and disposition of all Liabilities arising out of the activities or services under this Agreement. Any additional services or work under this paragraph shall be compensated as Additional Services.

CONSULTANT shall maintain all required insurance throughout the term of this Agreement and as otherwise provided in EXHIBIT D . In the event CONSULTANT fails to maintain any required insurance, and notwithstanding Paragraph 3 above, CITY may (but is not obligated to) purchase such insurance and deduct or retain premium amounts from any sums due CONSULTANT under this Agreement (or CONSULTANT shall promptly reimburse CITY for such expense).

CONS
ULTANT shall maintain insurance as required by this Agreement to the fullest amount allowed by law and shall maintain insurance for a minimum of five (5) years following completion of this project or service. In the event CONSULTANT fails to obtain or maintain completed operations coverage as required by this Agreement, the CITY at its sole discretion may purchase the coverage required and the cost will be paid by CONSULTANT.

13. WORKERS' COMPENSATION.

CONSULTANT certifies that he is aware
of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Code, and CONSULTANT certifies that he will comply with such provisions before commencing the performance of the work of this agreement.

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14. NON-DI SCRIMINATION. The CONSULTANT will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The CONSULTANT will take affirmative action to ensure that applicants are employed, and the employees are treated during employment without regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following:
employment, advancement, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT shall at all times be in compliance with the requirements of the Federal Americans With Disabilities Act (Public Law 101- 336) which prohibits discrimination on the basis of disability by public entities. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause.

15. Notice.

All notices required by this Agreement shall be given to the CITY and CONSULTANT in writing, by first class mail, postage prepaid, addressed as follows:

CIT
Y: City of Foster City
610 Foster City Boulevard
Foster City, CA 94404-2299
Attention: Thai-Chau Le

CONSULTANT: Circlepoint
200 Webster Street, Suite 200
Oakland, CA 94607

16. Assignment.

CONSULTANT shall not assign or subcontr act this Agreement without CITY’s express written consent. Further, CONSULTANT shall not assign any monies due or to become due under this Agreement without CITY’s prior written consent.

17. Amendments.

This Agreement may be amended or modified only by written agreement signed by both parties.

18. Validity.

The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

19. Governing Law. This Agreement shall be deemed to have been executed in the County of San Mateo, California. The formation, interpretation and

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80 10

performance of this Agreement shall be governed by the laws of the State of California, excluding its conflict of laws rules . Any suit or action initiated by either party shall be brought in the County of San Mateo, California unless the parties agree otherwise in a written amendment to this Agreement. In the event of litigation between the parties hereto to enforce any provision of the Agreement, the unsuccessful party will pay the reasonable attorney’s fees and expenses of litigation of the successful party.

20. Mediation.

Should any dispute arise out of this Agreement, the parties shall meet in mediation and attempt to reach a resolution with the assistance of a mutually acceptable mediator. Neither party shall be permitted to file legal action without first meeting in mediation and making a good faith attempt to reach a mediated resolution. The costs of the mediator, if any, shall be paid equally by the parties. If a mediated settlement is reached neither party shall be deemed the prevailing party for purposes of the settlement and each party shall bear its own legal costs.

21. Conflict of Interest.

CONSULTANT may serve other clients, but none who
are active within the City of Foster City or who conduct business that would place CONSULTANT in a "conflict of interest" as that term is defined in State law.

22. Liability of CITY. E
xcept as provided in Exhibit B, Services to be Provided by CONSULTANT and Exhibit D, Insurance, CITY's obligations under this Agreement shall be limited to the payment of the compensation provided for in Paragraphs 1, 3, and 4 of this Agreement,

Not
withstanding any other provision of this Agreement, in no event shall either party be liable, regardless of whether any claim is based on contract, tort or otherwise, for any special, consequential, indirect or incidental damages, lost profits or revenue, arising out of or in connection with this Agreement, the Services, or the Project.

CITY shall not be responsible for any damage to persons or property as a result of the use, misuse or failure of any equipment used by CONSULTANT, or by any of its employees, even though such equipment be furnished, rented or loaned to CONSULTANT by CITY. The acceptance or use of such equipment by CONSULTANT or any of its employees shall be construed to mean that CONSULTANT accepts full responsibility for and shall exonerate, indemnify, defend and save harmless CITY from and against any and all claims for any damage or injury of any type, including attorneys' fees, arising from the use, misuse or failure of such equipment, whether such damage be to the CONSULTANT , its employees, CITY employees or third parties, or to property belonging to any of the above.

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81 11

Nothing in this Agreement shall constitute a waiver or limitation of any right or remedy, whether in equity or at law, which CITY or CONSULTANT may have under this Agreement or any applicable law. All rights and remedies of CITY or CONSULTANT, whether under this Agreement or other applicable law, shall be cumulative.

23. Confidentiality.

Any information, whether proprietary or not, made known to or discovered by CONSULTANT during the performance of or in connection with this Agreement for CITY , will be kept confidential and not be disclosed to any other person. CONSULTANT will immediately notify CITY in writing if it is requested to disclose any information made known to or discovered by during the performance of or in connection with this Agreement. The restrictions on the use and disclosure of the confidential information shall not apply to information which (a) was known to the CONSULTANT before receipt of same from the CITY; or (b) becomes publicly known other than through the CONSULTANT; or (c) is disclosed pursuant to the requirements of a governmental authority or judicial order, but only to the extent required to comply with the said requirements of the government authority or judicial order.

Thes
e conflict of interest, confidentiality and future service provisions and limitations shall remain fully effective indefinitely after termination of services and work to CITY hereunder.

24. Waiver of Default.

Waiver of any default by either party to this Agreement shall not be deemed to be waiver of any subsequent default. Waiver or breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of this Agreement unless this Agreement is modified as provided below.

25. Entire Agreement.

This Agreement, including Exhibit s A, B, C, D and E,
comprises the entire Agreement.

IN W
ITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.

CITY OF FOSTER CITY

Dated: ______
___________________________
Jon Froomin, Mayor

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82 12

ATTEST:

Dated: ______
__________________________
Priscilla Schaus, City Clerk Secretary

APPROVED AS TO FORM

Dated:

Benjamin Stock,
City Attorney Legal Counsel

CONSULTANT

Dated:

Audrey Zagazeta, President and CEO

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83 13

EXHIBIT A

SAMPLE TASK ORDER
TASK ORDER NO. [INSERT TASK No.]

TO MASTER ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

AGREEMENT

This Task Order No. _______ ("Task Order") is made and entered into by and between the City of Foster City (“City”) and [______________________] ("Consultant").

RECITAL
A. City and Consultant entered into an agreement entitled [______________________] ("Agreement"), by which the Consultant agreed to perform ___________________________________________________________ services in accordance with Task Orders issued by the City.

NOW, THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:

1. INCORPORATION BY REFERENCE.

This Task Order hereby incorporates by reference
all items and conditions set forth in the Agreement.

2. SCOPE OF T ASK ORDER. Consultant shall perform the services described in Exhibit "B," attached hereto and incorporated herein by reference, in accordance with the terms and conditions of the Agreement.

3. PAYMENT.

For services performed by Consultant in accordance with this Task Order, City will compensate Consultant in accordance with the terms and conditions of the Agreement, in an amount not to exceed $_______________(including all hourly billings as well as reimbursable costs.

4. SIGNATURES. The individuals executing this Task Order represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Task Order on behalf of the respective legal entities of the Consultant and the City.

IN
WITNESS WHEREOF, the City and Consultant do hereby agree to the full performance of the terms set forth herein.

City of Foster City Consultant

_____________________________ _________________________ By:___________________________ By:
[______________________]
Title: City Manager if < $50,000 Title: [_____________________] Mayor/President if > $50,000
Date: _________________________ Date: _____________________ Tax ID No.: ______________

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84 14

EXHIBIT B

SERVICES TO BE PROVIDED, PAYMENTS, PROJECTS, AND SCHEDULE,

FOR ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

[EITHER COMPLETE EXHIBIT A OR ATTACH A PROPOSAL/SCOPE OF WORK THAT CONTAINS ALL THE INFORMATION BELOW AND DELETE THE TEXT BELOW FOR EACH TASK ORDER]

SERVICES TO BE PROVIDED

This is an Exhibit attached to and made a part of and incorporated by reference to the Agreement dated September 18, 2023, by and between [______________________], hereinafter referred to as "CONSULTANT" and the City of Foster City, hereinafter referred to as "CITY" providing for professional services.

1. De
scription of the Project:

1.1 DES CRIPTION: Description of Project

2. Basic Services:

The CITY has developed a general scope of work as described below.

PAYMENTS

1. The maximum payment to CONSULTANT under this Agreement for the Project shall be:

Maximum Payment Amount

2. METHODS OF PAYMENT FOR CONSULTANT’S SERVICES AND EXPENSES:

List Methods of Payment

3. TIMES OF PAYMENTS.

List Times of Payments

PROJECTS AND SCHEDULE

List Project Schedule (I F APPLICABLE)

END OF EXHIBIT B

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85 15

EXHIBIT C

FEE SCHEDULE

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86 16

EXHIBIT D

INSURANCE FORMS

CONSULTANT shall provide, in addition to the Certificates of Insurance, original Endorsement affecting the coverages specified herein on the attached form . No substitute form will be accepted.

This is an Exhibit to, and made a part of and incorporated by reference to the Agreement dated 19 day of September, 2023, by and between Circlepoint hereinafter referred to as "Consultant”, and City of Foster City, hereinafter referred to as "City", providing for professional services.

1. Consultant's Duty to Show Proof of Insurance. Consultant, in order to protect City and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Consultant's acts, errors, or omissions in connection with the performance of Consultant's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Consultant shall not perform any work under this Agreement until Consultant has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City 's authorized insurance representative, insurance Tracking Services Inc. (ITS). Receipt of evidence of insurance that does not comply with all applicable insurance requirements shall not constitute a waiver of the insurance requirements set forth herein. The required documents must be signed by the authorized representative of the insurance company shown on the certificate. Upon request, Consultant shall supply proof that such person is an authorized representative thereof and is authorized to bind the named underwriter(s) and their company to the coverage, limits and termination provisions shown thereon, Consultant shall promptly deliver to ITS a certificate of insurance, and all required endorsements, with respect to each renewal policy, as necessary to demonstrate the maintenance of the required insurance coverage for the term specified herein. Such certificates and endorsements shall be delivered to ITS prior to the expiration date of any policy and bear a notation evidencing payment of the premium thereof if so requested. Consultant shall immediately pay any deductibles and self -insured retentions under all required insurance policies upon the submission of any claim by Consultant or City as an additional insured.

1.1 Insurance Requirements

Commercial General Liability Insurance

Commercial General Liability Insurance including, but not limited to, Contractual Liability Insurance (specifically concerning the indemnity provisions of this Agreement with the City), Products-Completed Operations Hazard, liability for slander, false arrest and invasion of privacy arising out of professional services rendered hereunder, Personal Injury (including bodily injury and death), and Property Damage for liability arising out of Consultant's performance of services under this Agreement. The Commercial General Liability insurance shall contain no exclusions or limitation for independent contractors working on the behalf of the named insured. Consultant shall maintain the Products -Completed Operations Hazard coverage for the longest period allowed by law following termination of this Agreement. The amount of said insurance coverage required by this Agreement shall be the policy limits, which shall be at least one million dollars ($1,000,000) each occurrence and two million dollars ($2,000,000) aggregate.

*Please note, the City w
ill require a separate additional insured endorsement for the Commercial General Liability policy, listing the “City of Foster City, its Council/Board members, officials, agents, officers, volunteers and employees”.

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87 17

☒ Business Automobile Liability Insurance

Automobile Liability Insurance against claims of Personal Injury (including bodily injury and death) and Property Damage covering any vehicle and/or all owned, leased, hired and non- owned vehicles used in the performance of Services pursuant to this Agreement with coverage equal to the policy limits, which shall be at least one million dollars ($ 1,000,000) each occurrence.

☒ Workers' Compensation Insurance

Consultant shall submit written proof that Consultant is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code.

Consultant shall require any Subconsultants to provide workers' compensation for all of the Subconsultants' employees, unless the Subconsultants' employees are covered by the insurance afforded by Consultant. If any class of employees engaged in work or services performed under this Agreement is not covered by California Labor Code section 3700, Consultant shall provide and/or require each Subconsultant to provide adequate insurance for the coverage of employees not otherwise covered. Consultant shall also maintain employer's liability insurance with limits of one million dollars ($1,000,000) for bodily injury or disease.

☒ Professional Liability Insurance

Professional Liability (Errors and Omissions) Insurance, for liability arising out of, or in connection with, all negligent acts, errors or omissions in connection with services to be provided under this Agreement, with no exclusion for claims of one insured against another insured, with coverage equal to the policy limits, which shall not be less than two million dollars ($2,000,000) per claim and two million dollars ($2,000,000) aggregate.

1.2 Self-I
nsured Retention

Any self-insured retentions in excess of $100,000 must be declared on the Certificate of insurance or other documentation provided to City and must be approved by the City Risk Manager.

1.3 Claims-Ma de Basis Coverage

If any of the insurance coverages required under this Agreement is written on a claims-made basis, Consultant, at Consultant's option, shall either (i) maintain said coverage for at least five (5) years following the termination of this Agreement with coverage extending back to the effective date of this Agreement; (ii) purchase an extended reporting period of not less than five (5) years following the termination of this Agreement; or (iii) acquire a full prior acts provision on any renewal or replacement policy.

2. City as Additional Insured

On Consultant's Commercial General Liability and Automobile policies, the City of Foster City , its Council members, officers, directors, agents, employees, and volunteers, shall be named as additional insured's, but only with respect to liability arising out of the activities of the named insured. Any endorsement shall be provided using one of the following three options: (i) on ISO form CG 20 10 1 1 85; or (ii) on ISO form CG 20 37 10 01 plus either ISO form CG 20 10 10 01 or CG 20 33 10 01; or (iii) on such other forms which provide coverage at least equal to or better than form CG 20 10 1 1 85.

3. Insurance terms and conditions:

3.1 Cancellation of Insurance

The above stated insurance coverages required to be maintained by consultant shall be maintained until the completion of all of Consultant's obligations under this Agreement except as otherwise

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88 18
indicated herein. Each insurance policy supplied by consultant shall not be suspended, voided, cancelled or reduced in coverage or in limits except after ten (10) days written notice by Consultant in the case of non-payment of premiums, or thirty (30) days written notice in all other cases. This notice requirement does not waive the insurance requirements stated herein. Consultant shall immediately obtain replacement coverage for any insurance policy that is terminated, canceled, non-renewed, or whose policy limits have been exhausted or upon insolvency of the insurer that issued the policy.

3.2 A
ll insurance shall be issued by a company or companies admitted to do business in California and listed in the current "Best's Key Rating Guide" publication with a minimum rating of A-; VII Any exception to these requirements must be approved by the City Risk Manager.

3.3 I
f Consultant is, or becomes during the term of this Agreement, self -insured or a member of a self-insurance pool, Consultant shall provide coverage equivalent to the insurance coverages and endorsements required above. The City will not accept such coverage unless the City determines, in its sole discretion and by written acceptance, that the coverage proposed to be provided by Consultant is equivalent to the above-required coverages.

3.4 F
or any claims related to the Agreement, the Consultant’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.

3.5 I
nsurance coverages in the minimum amounts set forth herein shall not be construed to relieve Consultant for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the City from taking such other actions as are available to it under any other provision of this Agreement or otherwise in law.

3.6 F
ailure by Consultant to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Consultant. City, at its sole option, may terminate this Agreement and obtain damages from Consultant resulting from said breach.

Alternatively, City may purchase such required insurance coverage, and without further notice to Consultant, City shall deduct from sums due to Consultant any premiums and associated costs advanced or paid by City for such insurance. If the balance of monies obligated to C onsultant pursuant to this Agreement are insufficient to reimburse City for the premiums and any associated costs, Consultant agrees to reimburse City for the premiums and pay for all costs associated with the purchase of said insurance. Any failure by City to take this alternative action shall not relieve Consultant of its obligation to obtain and maintain the insurance coverages required by this Agreement.

3.7 S
hould any of the required insurance (other than errors and omissions insurance) be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defenses costs be included in such general aggregate limit, such general annual aggregate limit shall be double the occurrence or claims limit specified above.

3.8 C
ity may (but is under no obligation to) secure project -specific insurance, wrap- up insurance, or administer an owner-controlled insurance program ("OCIP"), in which case Consultant and its subconsultants shall communicate this fact to their insurance carriers and request that the risk of this project be excluded from their practice policies. Consultant's fees under this Agreement (and the fee of its subconsultants under subconsultant agreements) shall be reduced by the amount of insurance premiums that may be avoided by consultant and its subconsultants by virtue of the City's obtaining the project -specific insurance, wrap- up insurance or administering an OCIP, and the exclusion of this project from coverage of Consultant's and subconsultants policies. Construction Manager and its subconsultants shall afford City access to their books and records and cooperate with City in verifying the amount of savings realized.

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ATTACHED

1. Insurance Coverage Form

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90 20

EXHIBIT D
This INSURANCE COVERAGE FORM modifies, or documents insurance provided under the following:

Named Insured: Effective Work Date(s):

Description of Work/Locations/Vehicles:

ADDITIONAL INSURED: Ci ty of Foster City (CITY)
610 Foster City Boulevard, Foster City, CA 94404
Attention: _________________________________
Contract Administrator
Endorsement and Certificates of Insurance Required
The Additional Insured, its elected or appointed officers, officials, employees and volunteers are included as insureds with regard to damages and defense of claims arising from: (Check all that apply)
Insurer Policy
No.

MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}

Auto Liability : the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Named Insured, regardless of whether liability is attributable to the Named Insured or a combination of the Named Insured and the Additional Insured, its elected or appointed officers, officials, employees or volunteers.

Other:

Certificates of Insurance Required (no endorsement needed) (Check all that apply) Insurer Policy No.

Workers Compensation : work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.

Professional Liability:

PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.

SEVERABILITY OF INTEREST: The
insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.

PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: An y failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.

WAIVER OF SUBROGATION: The i nsurer(s) named above agree to waive all rights of subrogation against the CITY, its elected or appointed officers, officials, agents, volunteers, and employees for losses paid under the terms of this policy which arise from work performed by the Named Insured for the CITY.

Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.

GNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER

I, ______________________________________________________________(print/type name), warrant that I have authority to bind the above-named insurance company and by my signature hereon do so bind this company.

SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required)

ORGANIZATION: TITLE:

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D

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EXHIBIT E
COVID-19 AMENDMENT/ATTACHMENT
(Consulting Agreement Form)

This COVID-19 Amendment/Attachment amends the Agreement between the City of Foster City hereinafter called "CITY” and Circlepoint (“Consultant”) dated 19 day of September, 2023.

1. Definitions
A. The 2019 novel coronavirus and the disease it causes are collectively referred to herein as “COVID-19”.

B. A “COVID-19 Condition” is something attributable to COVID-19 not caused by the Consultant (which for purposes herein includes all subconsultants) and beyond its reasonable control including but not limited to COVID-19 Proclamations and supply chain disruptions due to COVID- 19, and other circumstances concerning COVID-19 not caused by the Consultant and which are beyond its reasonable control.

C. A “COVID-19 Proclamation” includes but is not limited to orders, directives and guidance concerning COVID-19 that have been issued, and which may be issued from time to time, by public agencies or regulatory bodies, the CDC or OSHA or Cal/OSHA, including without limitation the Cal/OSHA COVID-19 Prevention Emergency Temporary Standards. Consultant acknowledges that those orders, directives and guidance may require the Project to shut down or otherwise increase the Consultant’s cost or time of performance by calling for things such as social distancing and the use of personal protective equipment. In the event of conflicting COVID-19 Proclamations, the Consultant shall follow the most applicable, restrictive and newest COVID-19 Proclamations.

D. An “Unknown COVID-19 Condition” is a COVID-19 Condition the Consultant did not know about, and reasonably should not have known about, as of the date the Consultant submitted its proposal. The requirements contained in COVID-19 Proclamations issued before submission of a proposal are not Unknown COVID-19 Conditions, and the Consultant will be deemed to have knowledge of those requirements.

E. An “Unknown COVID-19 Cost” is a cost that: (i) is solely attributable to an Unknown COVID- 19 Condition; (ii) is reasonable under the circumstances; (iii) is not the result of the Consultant’s failure to comply with the contract documents or a COVID-19 Proclamation; and (iv) is not the result of a subconsultants failure to comply with a COVID-19 Proclamation in connection with the performance of the Services.

2. COVID-19 Conditions and Proposal. Consultant is expected to know and is deemed to have known about COVID-19 Conditions when it submits its proposal, and COVID-19 Conditions must be accounted for in the Consultant’s price and schedule. In order to be entitled to any relief from a COVID- 19 Condition, the Consultant must demonstrate that the issue, cost or delay is due to an Unknown COVID-19 Condition.

3. Compliance with COVID-19 Proclamations.

A. Consultant shall comply with COVID-19 Proclamations in the performance of the Services, irrespective of when the COVID-19 Proclamations are issued, and as they pertains to performance of the Services. The cost of such compliance is non-compensable, except as otherwise expressly stated herein.

B. Consultant is responsible to ensure that its subconsultants and suppliers comply with COVID- 19 Proclamations at all times in connection with the performance of their Services.

4. Delay. The Consultant is entitled to a reasonable time extension for an Unknown COVID-19 Condition. Such time extension is non-compensable.

5. City Directed Suspension. The City may suspend Services due to COVID-19 health concerns, even though the Consultant may be allowed to proceed with the Services based on COVID-19 Proclamations. The City may suspend the Services for its convenience. The Consultant is entitled to a

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time extension for a City Directed Suspension, and the contract amount will be equitably adjusted if and to the extent Consultant incurs increased costs that are Unknown COVID-19 Costs.

6. Compensation for COVID-19 Costs. City will reimburse the Consultant for costs attributable to COVID-19, and which are not included in the schedule of values, only if the cost is an Unknown COVID- 19 Cost.

7. Safe Work Practices. Consultant shall implement safe work practices recommended by CDC or OSHA or Cal/OSHA, which may include, inter alia, screening all employees, subconsultants, or others (“worker(s)”) at all locations where Services are performed for signs and symptoms of COVID-19; adopting staggered work schedules, e.g., providing alternating workdays or extra shifts, to reduce the total number of employees on a site at any given time and to ensure physical distancing; identifying choke points where workers are forced to stand together, such as hallways and elevators, ingress and egress points, break areas, and buses, and implement policies to maintain social distancing; coordinating deliveries in line with the employer's minimal contact and cleaning protocols; and instituting a rigorous housekeeping program to reduce dust levels at all exterior locations. Consultant remains fully responsible for following and complying with changes to recommended safe work practices from time to time.

9. Conflicts. In the event of an inconsistency between this COVID-19 Amendment and the Agreement, this Addendum shall control.

IN WITNESS WHEREOF, the City and Consultant have executed this Covid-19 Amendment as of the date set forth above.

CONSULTANT: CITY:

________________________ ____________________________
Signature Signature

________________________ ______________________________ Audrey Zagazeta, President Jon Froomin, Mayor

END OF EXHIBIT E

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93 1

MASTER PROFESSIONAL SERVICES AGREEMENT
FOR

ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

This Agreement is made and entered into as of the 19 day of September, 2023 by and between the City of Foster City hereinafter called " CITY" and AECOM hereinafter called "CONSULTANT".

RECI
TALS

This Agreement is entered into with reference to the following facts and circumstances:

WHEREAS, CITY desires to retain CONSULTANT to provide professional environmental review and consulting services on development applications and long- range projects and related services;

WHEREAS, It is anticipated that, as a need arises for CONSULTANT to provide services, CITY will issue Task Orders to CONSULTANT (in a form substantially similar to that set forth in Exhibit “A ,” attached hereto and incorporated by reference which more particularly describes the scope of services to be performed);

WHEREAS, In reliance upon CONSULTANT's documentation of its qualifications, the CITY finds that CONSULTANT has demonstrated the requisite qualifications, experience, training, and expertise to perform the requested services.

WHEREAS, That CONSULTANT is specially trained, experienced and competent to perform and has agreed to provide such services;

NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:

TERMS AND CONDITIONS

1. Services. The services to be performed by CONSULTANT und er this Agreement shall include those services set forth in each Task Order and Exhibit “B,” Scope of Services, which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.

Per
formance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONSULTANT under this Agreement, subject to any changes that may be made subsequently hereto, for changes in the Scope of Services or otherwise, upon the mutual written agreement of the said parties.

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Where in conflict, the terms of this Agreement supersede and prevail over any terms set forth in Exhibit B and in each Task Order.

1. Term; Termination.
(a) The term of this Agreement shall commence upon the date hereinabove written and shall expire upon completion of performance of services hereunder by CONSULTANT. Initial contract period shall be from September 19, 2023 and expires on September 19, 2028. Renewal shall be by mutual consent of CONSULTANT AND CITY as approved by the City Council Board.

CONSULTANT shall not commence Services or work until a Notice to Proceed is issued by CITY.

2. Compensation; Expenses; Payment.

CITY shall compensate CONSULTANT
for all services performed by CONSULTANT hereunder in an amount based upon CONSULTANT’s hourly rates during the time of the performance of said services. A copy of CONSULTANT’s hourly rates for which services hereunder shall be performed are set forth in CONSULTANT ’s fee schedule marked Exhibit “C” hereof, attached hereto and by this reference incorporated herein.

Not
withstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total amount identified in all Task Orders issued by the City against this agreement. The Consultant shall only be paid for services performed under this Agreement to the extent authorized by written Task Order. No overhead or other expenses

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can be recovered for interim periods when the Consultant’s services are not utilized by the City. Invoices for amounts in excess of each Task Order shall not be paid unless the performance of services and/or reimbursement of costs and expenses in excess of said amounts have been approved in advance of performing such services or incurring such costs and expenses by CITY’s Manager (for contracts less than $ 50,000) or CITY Board (for contracts $50,000 or more) evidenced by motion duly made and carried and a written contract amendment having been executed.

Compensation and reimbursement of costs and expenses hereunder shall be paya
ble upon monthly billing therefor by CONSULTANT to CITY, which billing shall include an itemized statement, briefly describing by task and labor category or cost/expense items billed. CITY agreed to pay CONSULTANT within 30 days of invoice receipt. Final payment will be made when all Services required under this Agreement have been completed to the reasonable satisfaction of CITY including, without limitation, CONSULTANT' s transmittal of all deliverables to CITY required by EXHIBIT B and each Task Order.

CITY shall not incur any charges under this Agreement, nor shall any payments become due to CONSULTANT for any payment period on the Project, until CITY receives all deliverables required under Exhibit B and each Task Order, SCOPE OF WORK AND SCHEDULE, for the payment period (if any) and reasonably accepts such deliverables as meeting the requirements of this Agreement. In cases where CONSULTANT has partially completed one or more deliverables due during a payment period, and if CONSULTANT demonstrates diligent progress thereon, then CITY may make a partial progress payment based upon percentage completion of the partially completed deliverables and diligent progress but taking into account any adverse impacts upon CITY. CITY shall not be liable for, and CONSULTANT shall not be entitled to, any payment for Services performed before this Agreement's execution.

CONSULTANT shall pay prevailing wages to its employees on any agreement in excess of $1,000.00. Copies of the general prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the Agreement, as determined by the Director of the State of California Department of Industrial Relations, are on file at the County’s Capital Projects Office and may be obtained from the California Department of Industrial Relations website

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[http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm]. CONSULTANT shall comply with the 8- hours per day/40 hours per week/overtime/working hours restrictions for all employees, pursuant to the California Labor Code.

CONSULTANT and all subconsultants shall keep and maintain accurate employee payroll records for Work performed under the Agreement. The payroll records shall be certified and submitted as required by law, including Labor Code Sections 1771.4 (if applicable) and 1776, including to the Labor Commissioner no less frequently than monthly. CONSULTANT shall comply fully with Labor Code Section 1777.5 in the hiring of apprentices for work relating to the Agreement. If the Agreement exceeds $2,000 and is funded with federal funds, then CONSULTANT shall pay federal Davis Bacon wages and comply with applicable federal requirements.

4. Performance of Services. N
o work shall be performed under this Agreement
except to the extent the CONSULTANT receives a Task Order from the CITY’s Authorized Representative. The CITY will request proposals from the CONSULTANT for each Task Order when services are needed.

CONSULTANT shall respond with a scope and cost proposal in a reasonably prompt manner, no later than fifteen (15) calendar days after CITY ’s request.

Such proposal shall include a description of the services to be performed thereunder, the maximum compensation and reimbursement of costs and expenses payable therefor , the time of performance thereof, and such other matters as the parties deem appropriate for the accomplishment of such services. Upon the approval of the terms of the proposal by CITY’s Manager (for contracts less than $50,000) or CITY Council (for contracts $50,000 or more) by motion duly made and carried, the CITY's Authorized Representative shall issue a Task Order against this agreement. CONSULTANT shall commence performance and shall complete all required services no later than the dates set forth in accordance with the approved Task Order. Except to the extent modified by written amendment, all other terms and conditions of this Agreement shall be deemed incorporated in each such Task Order.

5. Records and
Audit. CONSULTANT shall keep and maintain accurate records of all time expended and costs and expenses incurred relating to services to be performed by CONSULTANT hereunder. Said records shall be available to CITY for review and copying during regular business hours at CONSULTANT’s place of business or as otherwise agreed upon by the parties.

CONS
ULTANT shall prepare and maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this Agreement. This includes any handwriting, typewriting, printing, photo static, photographing and every other means of recording upon any tangible

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thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof.

Any authorized representative of CITY shall have access to any writings as defined above for the purposes of making audit, evaluation, examination, excerpts and transcripts during the period such records are to be maintained by CONSULTANT. Further, CITY has the right at all reasonable times to audit, inspect or otherwise evaluate the services and work performed or being performed under this Agreement. Notwithstanding the foregoing, the CITY’s right to inspect, copy and audit shall not extend to the compos ition of the CONSULTANT's rates and fees, percentage mark-ups or multipliers but shall apply only to their application to the applicable units.

6. Authorization. This Agreement becomes effective when endorsed by both parties in the space provided below.

7. Reliance on Professional Skill of CONSULTANT. CONSULTANT represents that it has the necessary professional skills to perform the services required in accordance with the Standard of Care and the CITY shall rely on such skills of the CONSULTANT to do and perform the work. In performing services hereunder CONSULTANT shall adhere to the standards generally prevailing for the performance of consulting services exercised by members of the same profession practicing in the same location at the same time under comparable circumstances and providing similar to those to be performed by CONSULTANT hereunder (Standard of Care).

CO
NSULTANT represents that it has reviewed Exhibit B and that in its professional judgment, based on information available to CONSULTANT at the time of execution of this Agreement and excluding any unanticipated or unforeseen events or circumstances beyond the reasonable control of CONSULTANT, the Services to be performed under this Agreement can be performed for a fee within the maximum amount set forth in the Compensation Schedule established in Exhibit B.

Licenses, certificates and permits may include but are not limited to driver’s licenses, professional licenses or certificates and busin ess licenses. Such licenses, certificates and permits will be procured and maintained in force by CONSULTANT at no expense to CITY.

C ONSULTANT represents that its performance of the Services will conform to the Standards of Care.

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98 6

The granting of any progress payment by CITY , or the receipt thereof by CONSULTANT, or any inspection, review, approval or oral statement by any representative of CITY or any other governmental entity, shall in no way waive or limit the obligations in this Paragraph 7 or lessen the liability of CONSULTANT for unsatisfactory Services, including but not limited to cases where the defective or below standard Services may not have been apparent or detected at the time of such payment, inspection, review or approval.

CITY shall furnish all information and technical data in CITY’s possession and not subject to the attorney -client privilege or some other privilege under its possession and control and reasonably required for CONSULANT’s proper performance of the Services prior to CONSULTANT’s commencement of the Services and at such other times as CITY and CONSULTANT mutually agree.

CONSULTANT is entitled to reasonably rely upon the accuracy and completeness of information and data provided by CITY.

10. Schedule. CO NSULTANT shall adhere to the schedule set forth in Exhibit B ; provided, that CITY shall grant reasonable extensions of time for the performance of such services occasioned by governmental reviews of CONSULTANT’s work product , Force Majeure (as defined below), or other unavoidable or unanticipated delays; provided, further, that such unavoidable delay shall not include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or on behalf of, CONSULTANT ’s officers or employees.

11. Indemnity.
(a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONSULTANT shall defend, indemnify, and hold harmless City of Foster City, its officers, directors, officials, agents, employees, and volunteers (collectively, “Indemnitees” ) from and against any and all claims, suits, expenses, liability, cause of action, loss, cost,

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99 7

damage, injury (including, without limitation, economic harm, injury to or death of any person, including an employee of CONSULTANT or its Subconsultants), of every kind, nature, and description, at law or equity, (including without limitation, incidental and consequential damages, court costs, attorneys’ fees, litigation expenses and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation) (collectively “Liabilities”), that arise out of, pertain to, or relate to any negligence, recklessness, or willful misconduct of CONSULTANT, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control. CONSULTANT’s obligations to indemnify, defend, hold harmless the Indemnitees shall not apply to the extent that such Liabilities are caused in whole or in part by the sole negligence, active negligence, or willful misconduct of such Indemnitee but shall apply to all other Liabilities.

(b) I
ntellectual Property Indemnification. CONSULTANT represents that professional services provided by CONSULTANT pursuant to this Agreement does not infringe on any other copyrighted work or intellectual property owned by others. CONSULTANT shall defend, indemnify and hold harmless CITY from all Liabilities, that may at any time arise for any infringement of the patent rights, copyright, trade secret, trade name, trademark, service mark or any other proprietary right of any person or persons in arising from or relating to CONSULTANT’s services provided to CITY under this Agreement, except to the extent such infringement is based on the willful or indirect infringement by CITY or the combination of any Services provided by CONSULTANT under the Agreement with any method, step, process, product, apparatus, system, technology, or intellectual property not provided by CONSULTANT pursuant to the Agreement.

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100

8 CONSULTANT’s responsibilities and is not included in the scope of Services CONSULTANT is to perform nor included in CONSULTANT ’s insurance.

CITY shall hire hazardous materials consultant if the Project requires the testing or remediation of hazardous substances. CONSULTANT shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials. CONSULTANT shall, however, be responsible for the coordination of CONSULTANT ’s services and work with the work of CITY’s hazardous materials consultants.

12. Insurance. P
rior to execution of this Agreement, CONSULTANT shall furnish to CITY Certificates of Insurance showing satisfactory proof that it maintains the insurance required by this Contract as set forth in EXHIBIT D, Insurance, which are attached and made a part of this Agreement. CONSULTANT shall maintain all required insurance throughout the term of this Agreement and as otherwise provided in EXHIBIT D. In the event CONSULTANT fails to maintain any required insurance, a nd notwithstanding Paragraph 3 above, CITY may (but is not obligated to) purchase such insurance and deduct or retain premium amounts from any sums due CONSULTANT under this Agreement (or CONSULTANT shall promptly reimburse CITY for such expense).

13. WORKERS' COMPENSATION.

CONSULTANT certifies that he is aware of
the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Code, and CONSULTANT certifies that he will comply with such provisions before commencing the performance of the work of this agreement.

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9 Such action shall include, but not be limited to the following: employment, advancement, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT shall at all times be in compliance with the requirements of the Federal Americans With Disabilities Act (Public Law 101 -336) which prohibits discrimination on the basis of disability by public entities. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non- discrimination clause.

15. Notice.

All notices required by this Agreement shall be given to the CITY and CONSULTANT in writing, by first class mail, postage prepaid, addressed as follows:

CIT
Y: City of Foster City
610 Foster City Boulevard
Foster City, CA 94404-2299
Attention: Thai-Chau Le

CONSULTANT: AECOM Technical Services, Inc.,
150 California St. Ste 200
San Francisco, CA 94111
Attention: Rod Jeung

16. Assignment.

This is an agreement for the personal services of
CONSULTANT. CITY has relied upon the skills, knowledge, experience and training of CONSULTANT and the CONSULTANT ’s firm, associates and employees as an inducement to enter into this Agreement. CONSULTANT shall not assign or subcontract this Agreement without CITY’s express written consent. Further, CONSULTANT shall not assign any monies due or to become due under this Agreement without CITY’s prior written consent.

17. Amendments.

This Agreement may be amended or modified only by written agreement signed by both parties.

18. Validity.

The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

19. Governing Law. This Agreement shal l be deemed to have been executed in the County of San Mateo, California. The formation, interpretation and performance of this Agreement shall be governed by the laws of the State of California, excluding its conflict of laws rules . Any suit or action initiated by either party shall be brought in the County of San Mateo, California unless the parties agree otherwise in a written amendment to this Agreement . In the event of litigation between the parties hereto to enforce any provision of the

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10 Agreement, the unsuccessful party will pay the reasonable attorney’s fees and expenses of litigation of the successful party.

20. Mediation.

21. Conflict of Interest. CO
NSULTANT may serve other clients, but none who are
active within the City of Foster City or who conduct business that would place CONSULTANT in a "conflict of interest" as that term is defined in State law.

22. Liability of CITY.

Except as provided in Exhibit B, Services to be Provided by CONSULTANT and Exhibit D , Insurance, CITY 's obligations under this Agreement shall be limited to the payment of the compensation provided for in Paragraphs 1, 3, and 4 of this Agreement,

CITY shall not be responsible for any damage to persons or property as a result of the use, misuse or failure of any equipment used by CONSULTANT, or by any of its employees, even though such equipment be furnished, rented or loaned to CONSULTANT by CITY. The acceptance or use of such equipment by CONSULTANT or any of its employees shall be construed to mean that CONSULTANT accepts full responsibility for and shall exonerate, indemnify, defend and save harmless CITY from and against any and all claims for any damage or injury of any type, including attorneys' fees, arising from the use, misuse or failure of such equipment, whether such damage be to the CONSULTANT, its employees, CITY employees or third parties, or to property belonging to any of the above.

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103

11 23. Confidentiality. Any information, whether proprietary or not, made known to or discovered by CONSULTANT during the performance of or in connection with this Agreement for CITY, will be kept confidential and not be disclosed to any other person. CONSULTANT will immediately notify CITY in writing if it is requested to disclose any information made known to or discovered by during the performance of or in connection with this Agreement. The restrictions on the use and disclosure of the confidential information shall not apply to information which (a) was known to the CONSULTANT before receipt of same from the CITY; or (b) becomes publicly known other than through the CONSULTANT; or (c) is disclosed pursuant to the requirements of a governmental authority or judicial order, but only to the extent required to comply with the said requirements of the government authority or judicial order.

Thes
e conflict of interest, confidentiality and future service provisions and limitations shall remain fully effective indefinitely after termination of services and work to CITY hereunder.

24. Waiver of Default .

25. Entire Agreement. This Agreement, including Exhibit s A, B, C, D and E,
comprises the entire Agreement.

IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.

CITY OF FOSTER CITY

Dated: ______
___________________________
Jon Froomin, Mayor

ATTEST:

Dated: ______
__________________________

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104

12 Priscilla Schaus, City Clerk Secretary

APPROVED AS TO FORM

Dated:

Benjamin Stock,
City Attorney Legal Counsel

CONSULTANT

Dated:

Rod Jeung
Associate VP/Env. Plng Director

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105

13 EXHIBIT A

SAMPLE TASK ORDER
TASK ORDER NO. [INSERT TASK No.]

TO MASTER ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

AGREEMENT

This Task Order No. _______ ("Task Order") is made and entered into by and between the City of Foster City (“City”) and [______________________] ("Consultant").

NOW, THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:

1. INCORPORATION BY REFERENCE.

This Task Order hereby incorporates by reference all
items and conditions set forth in the Agreement.

3. PAYMENT.

IN
WITNESS WHEREOF, the City and Consultant do hereby agree to the full performance of the terms set forth herein.

City of Foster City Consultant

_____________________________ _________________________ By:___________________________ By: [______________________] Title: City Manager if < $50,000 Title: [_____________________] Mayor/President if > $50,000
Date: _________________________ Date: _____________________ Tax ID No.: ______________

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106

14 EXHIBIT B

SERVICES TO BE PROVIDED, PAYMENTS, PROJECTS, AND SCHEDULE,

FOR ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

[EITHER COMPLETE EXHIBIT A OR ATTACH A PROPOSAL/SCOPE OF WORK THAT CONTAINS ALL THE INFORMATION BELOW AND DELETE THE TEXT BELOW FOR EACH TASK ORDER]

SERVICES TO BE PROVIDED

1. De
scription of the Project:

1.1 DES CRIPTION: Description of Project

2. Basic Services:

The CITY has developed a general scope of work as described below.

PAYMENTS

1. The maximum payment to CONSULTANT under this Agreement for the Project shall be:

Maximum Payment Amount

2. METHODS OF PAYMENT FOR CONSULTANT’S SERVICES AND EXPENSES:

List Methods of Payment

3. TIMES OF PAYMENTS.

List Times of Payments

PROJECTS AND SCHEDULE

List Project Schedule (I F APPLICABLE)

END OF EXHIBIT B

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15 EXHIBIT C

FEE SCHEDULE

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108

16 EXHIBIT D

INSURANCE FORMS

CONSULTANT shall provide, in addition to the Certificates of Insurance, original Endorsement affecting the coverages specified herein on the attached form . No substitute form will be accepted.

This is an Exhibit to, and made a part of and incorporated by reference to the Agreement dated 19 day of September, 2023, by and between AECOM hereinafter referred to as "Consultant”, and City of Foster City, hereinafter referred to as "City", providing for professional services.

1. Consultant's Duty to Show Proof of Insurance. Consultant, in order to protect City and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Consultant's acts, errors, or omissions in connection with the per formance of Consultant's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Consultant shall not perform any work under this Agreement until Consultant has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City's authorized insurance representative, insurance Tracking Services Inc. (ITS). Receipt of evidence of insurance that does not comply with all applicabl e insurance requirements shall not constitute a waiver of the insurance requirements set forth herein. The required documents must be signed by the authorized representative of the insurance company shown on the certificate. Upon request, Consultant shall supply proof that such person is an authorized representative thereof and is authorized to bind the named underwriter(s) and their company to the coverage, limits and termination provisions shown thereon, Consultant shall promptly deliver to ITS a certificate of insurance, and all required endorsements, with respect to each renewal policy, as necessary to demonstrate the maintenance of the required insurance coverage for the term specified herein. Such certificates and endorsements shall be delivered to ITS prior to the expiration date of any policy and bear a notation evidencing payment of the premium thereof if so requested. Consultant shall immediately pay any deductibles and self -insured retentions under all required insurance policies upon the submission of any claim by Consultant or City as an additional insured.

1.1 Insurance Requirements

Commercial General Liability Insurance

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109

17 ☒ Business Automobile Liability Insurance

☒ Workers' Compensation Insurance

Consultant shall submit written proof that Consultant is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code.

☒ Professional Liability Insurance

1.2 Self-I
nsured Retention

Any self-insured retentions in excess of $100,000 must be declared on the Certificate of insurance or other documentation provided to City and must be approved by the City Risk Manager. .

1.3 Claims-Ma de Basis Coverage

2. City as Additional Insured

3. Insurance terms and conditions:

3.1 Cancellation of Insurance

The above stated insurance coverages required to be maintained by consultant shall be maintained until the completion of all of Consultant's obligations under this Agreement except as otherwise

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110

18 indicated herein. Each insurance policy supplied by consultant shall not be suspended, voided, cancelled or reduced in coverage or in limits except after ten (10) days written notice by Consultant in the case of non-payment of premiums, or thirty (30) days written notice in all other cases. This notice requirement does not waive the insurance requirements stated herein. Consultant shall immediately obtain replacement coverage for any insurance policy that is terminated, canceled, non-renewed, or whose policy limits have been exhausted or upon insolvency of the insurer that issued the policy.

3.2 All insurance shall be issued by a company or companies admitted to do business in California and listed in the current "Best's Key Rating Guide" publication with a minimum rating of A-; VII Any exception to these requirements must be approved by the City Risk Manager.

3.3 If Consultant is, or becomes during the term of this Agreement, self -insured or a member of a self-insurance pool, Consultant shall provide coverage equivalent to the insurance coverages and endorsements required above. The City will not accept such coverage unless the City determines, in its sole discretion and by written acceptance, that the coverage proposed to be provided by Consultant is equivalent to the above-required coverages.

3.4 For any claims related to the Agreement, the Consultant’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.

3.5 Insurance coverages in the amounts set forth herein shall not be construed to relieve Consultant for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the City from taking such other actions as are available to it under any other provision of this Agreement or otherwise in law.

3.6 Failure by Consultant to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Consultant. City, at its sole option, may terminate this Agreement and obtain damages from Consultant resulting from said breach.

3.7 Should any of the required insurance (other than errors and omissions insurance) be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defenses costs be included in such general aggregate limit, such general annual aggregate limit shall be double the occurrence or claims limit specified above.

3.8 City may (but is under no obligation to) secure project -specific insurance, wrap- up insurance, or administer an owner-controlled insurance program ("OCIP"), in which case Consultant and its subconsultants shall communicate this fact to their insurance carriers and request that the risk of this project be excluded from their practice policies. Consultant's fees under this Agreement (and the fee of its subconsultants under subconsultant agreements) shall be reduced by the amount of insurance premiums that may be avoided by consultant and its subconsultants by virtue of the City's obtaining the project -specific insurance, wrap- up insurance or administering an OCIP, and the exclusion of this project from coverage of Consultant's and subconsultants policies. Construction Manager and its subconsultants shall afford City access to their books and records and cooperate with City in verifying the amount of savings realized.

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19 ATTACHED

1. Insurance Coverage Form

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20 EXHIBIT D
This INSURANCE COVERAGE FORM modifies, or documents insurance provided under the following:

Named Insured: Effective Work Date(s):

Description of Work/Locations/Vehicles:

MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}

Other:

Certificates of Insurance Required (no endorsement needed) (Check all that apply) Insurer Policy No.

Workers Compensation : work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.

Professional Liability:

PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.

SEVERABILITY OF INTEREST: The
insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.

PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: An y failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.

Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.

GNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER

SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required)

ORGANIZATION: TITLE:

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D

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21 EXHIBIT E
COVID-19 AMENDMENT/ATTACHMENT
(Consulting Agreement Form)

This COVID-19 Amendment/Attachment amends the Agreement between the City of Foster City hereinafter called "CITY” and AECOM (“Consultant”) dated 19 day of September, 2023.

1. Definitions
A. The 2019 novel coronavirus and the disease it causes are collectively referred to herein as “COVID-19”.

3. Compliance with COVID-19 Proclamations.

B. Consultant is responsible to ensure that its subconsultants and suppliers comply with COVID- 19 Proclamations at all times in connection with the performance of their Services.

4. Delay. The Consultant is entitled to a reasonable time extension for an Unknown COVID-19 Condition. Such time extension is non-compensable.

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22 time extension for a City Directed Suspension, and the contract amount will be equitably adjusted if and to the extent Consultant incurs increased costs that are Unknown COVID-19 Costs.

9. Conflicts. In the event of an inconsistency between this COVID-19 Amendment and the Agreement, this Addendum shall control.

IN WITNESS WHEREOF, the City and Consultant have executed this Covid-19 Amendment as of the date set forth above.

CONSULTANT: CITY:

________________________ ____________________________
Signature Signature

________________________ ______________________________ Rod Jeung, Associate VP Jon Froomin, Mayor

END OF EXHIBIT E

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1 MASTER PROFESSIONAL SERVICES AGREEMENT
FOR

ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

This Agreement is made and entered into as of the 19 day of September, 2023 by and between the City of Foster City hereinafter called " CITY" and EMC Planning Group Inc. hereinafter called "CONSULTANT".

RECI
TALS

This Agreement is entered into with reference to the following facts and circumstances:

WHEREAS, CITY desires to retain CONSULTANT to provide professional environmental review and consulting services on development applications and long-range projects and related services;

WHEREAS, It is anticipated that, as a need arises for CONSULTANT to provide services, CITY will issue Task Orders to CONSULTANT (in a form substantially similar to that set forth in Exhibit “A,” attached hereto and incorporated by reference which more particularly describes the scope of services to be performed);

WHEREAS, That CONSULTANT is specially trained, experienced and competent to perform and has agreed to provide such services;

NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:

TERMS AND CONDITIONS

1. Services. The services to be performed by CONSULTANT und er this Agreement shall include those services set forth in each Task Order and Exhibit “B,” Scope of Services, which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.

Per
formance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONSULTANT under this Agreement, subject to any changes that may be made subsequently hereto, for changes in the Scope of Services or otherwise, upon the mutual written agreement of the said parties.

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2 Where in conflict, the terms of this Agreement supersede and prevail over any terms set forth in Exhibit B and in each Task Order.

Not
withstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total

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3 amount identified in all Task Orders issued by the City against this agreement. The Consultant shall only be paid for services performed under this Agreement to the extent authorized by written Task Order. No overhead or other expenses can be recovered for interim periods when the Consultant’s services are not utilized by the City. Invoices for amounts in excess of each Task Order shall not be paid unless the performance of services and/or reimbursement of costs and expenses in excess of said amounts have been approved in advance of performing such services or incurring such costs and expenses by CITY ’s Manager (for contracts less than $50,000) or CITY Board (for contracts $50,000 or more) evidenced by motion duly made and carried and a written contract amendment having been executed.

CITY shall not incur any charges under this Agreement, nor shall any payments become due to CONSULTANT for any payment period on the Project, until CITY receives all deliverables required under Exhibit B and each Task Order, SCOPE OF WORK AND SCHEDULE, for the payment period (if any) and reasonably accepts such deliverables as meeting the requirements of this Agreement. In cases where CONSULTANT has partially completed one or more deliverables due during a payment period, and if CONSULTANT demonstrates diligent progress thereon, then CITY may make a partial progress payment based upon percentage completion of the partially completed deliverables and diligent progress but taking into account any adverse impacts upon CITY.CITY shall not be liable for, and CONSULTANT shall not be entitled to, any payment for Services performed before this Agreement's execution.

CITY has no responsibility or liability for payment of CONSULTANT’s taxes or assessments.

CONSULTANT shall pay prevailing wages to its employees on any agreement in excess of $1,000.00. Copies of the general prevailing rates

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4 of per diem wages for each craft, classification, or type of worker needed to execute the Agreement, as determined by the Director of the State of California Department of Industrial Relations, are on file at the County’s Capital Projects Office and may be obtained from the California Department of Industrial Relations website
[http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm].

CONSULTANT shall comply with the 8 -hours per day/40 hours per week/overtime/working hours restrictions for all employees, pursuant to the California Labor Code. CONSULTANT and all subconsultants shall keep and maintain accurate employee payroll records for Work performed under the Agreement. The payroll records shall be certified and submitted as required by law, including Labor Code Sections 1771.4 (if applicable) and 1776, including to the Labor Commissioner no less frequently than monthly.

4. Performance of Services.

No work shall be performed under this Agreement
except to the extent the CONSULTANT receives a Task Order from the CITY’s Authorized Representative. The CITY will request proposals from the CONSULTANT for each Task Order when services are needed.

CONSULTANT shall respond with a scope and cost proposal in a reasonably prompt manner,. Such proposal shall include a description of the services to be performed thereunder, the maximum compensation and reimbursement of costs and expenses payable therefor, the time of performance thereof, and such other matters as the parties deem appropriate for the accomplishment of such services. Upon the approval of the terms of the proposal by CITY’s Manager (for contracts less than $50,000) or CITY Council (for contracts $50,000 or more) by motion duly made and carried, the CITY's Authorized Representative shall issue a Task Order against this agreement. CONSULTANT shall commence performance and shall complete all required services no later than the dates set forth in accordance with the approved Task Order. Except to the extent modified by written amendment, all other terms and conditions of this Agreement shall be deemed incorporated in each such Task Order.

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5 CONSULTANT shall prepare and maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this Agreement. This includes any handwriting, t ypewriting, printing, photo static, photographing and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof.

6. Authorization. This Agreement becomes effective when endorsed by both parties in the space provided below.

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6 C ONSULTANT represents that its performance of the Services will conform to the standards of practice of a professional having experience and expertise in performing professional services of like nature and complexity of the Services working on similar, successfully completed projects.

11. Indemnity.

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7 (a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONSULTANT shall defend, indemnify, and hold harmless City of Foster City , its officers, directors, officials, agents, employees, and volunteers (collectively, “Indemnitees”) from and against any and all claims, suits, expenses, liability, cause of action, loss, cost, damage, injury (including, without limitation, economic harm, injury to or death of any person, including an employee of CONSULTANT or its Subconsultants), of every kind, nature, and description, at law or equity, (including without limitation, incidental and consequential damages, court costs, attorneys’ fees, litig ation expenses and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation) (collectively “Liabilities” ), that arise out of, pertain to, or relate to any negligence, recklessness, or willful misconduct of CONSULTANT, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control.

(
c) CONSULTANT shall place in its agreements with Subconsultants and cause its Subconsultants to agree to the indemnification and insurance provisions in this Agreement in favor of CITY and the Indemnitees in the exact form and substance as those contained in this Agreement.

(d) CITY acknowledges that the discovery, presence, handling or removal of asbestos products, polychlorinated biphenyl (PCB) or other

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8 hazardous substances which may presently exist at the any Project site is outside of CONSULTANT’s responsibilities and is not included in the scope of Services CONSULTANT is to perform nor included in CONSULTANT’s insurance. CITY shall hire hazardous materials consultant if the Project requires the testing or remediation of hazardous substances.

CONSULTANT shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials.

CONSULTANT shall, however, be responsible for the coordination of CONSULTANT’s service s and work with the work of CITY’s hazardous materials consultants.

13. WORKERS' COMPENSATION.

14. NON-DI
SCRIMINATION. The CONSULTANT will not discriminate against any employee or applicant for employment because of race, color, religion,

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9 sex or national origin. The CONSULTANT will take affirmative action to ensure that applicants are employed, and the employees are treated during employment without regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following:
employment, advancement, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT shall at all times be in compliance with the requirements of the Federal Americans With Disabilities Act (Public Law 101- 336) which prohibits discrimination on the basis of disability by public entities. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause.

15. Notice.

All notices required by this Agreement shall be given to the CITY and CONSULTANT in writing, by first class mail, postage prepaid, addressed as follows:

CIT
Y: City of Foster City
610 Foster City Boulevard
Foster City, CA 94404-2299
Attention: Thai-Chau Le

CONSULTANT: EMC Planning Group
601 Abrego Street
Monterey, CA 93940
Attention: Michael J. Groves

16. Assignment.

17. Amendments.

This Agreement may be amended or modified only by written agreement signed by both parties.

18. Validity.

The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

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10 of California, excluding its conflict of laws rules . Any suit or action initiated by either party shall be brought in the County of San Mateo, California unless the parties agree otherwise in a written amendment to this Agreement. In the event of litigation between the parties hereto to enforce any provision of the Agreement, the unsuccessful party will pay the reasonable attorney’s fees and expenses of litigation of the successful party.

20. Mediation.

21. Conflict of Interest.

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11 Nothing in this Agreement shall constitute a waiver or limitation of any right or remedy, whether in equity or at law, which CITY or CONSULTANT may have under this Agreement or any applicable law. All rights and remedies of CITY or CONSULTANT, whether under this Agreement or other applicable law, shall be cumulative.

23. Confidentiality.

Thes
e conflict of interest, confidentiality and future service provisions and limitations shall remain fully effective indefinitely after termination of services and work to CITY hereunder.

24. Waiver of Default.

25. Entire Agreement.

This Agreement, including Exhibit s A, B, C, D and E,
comprises the entire Agreement.

IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.

CITY OF FOSTER CITY

Dated: ______
___________________________
Jon Froomin, Mayor

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12 ATTEST:

Dated: ______
__________________________
Priscilla Schaus, City Clerk Secretary

APPROVED AS TO FORM

Dated:

Benjamin Stock,
City Attorney Legal Counsel

CONSULTANT

Dated:

Michael J. Groves, AICP
President/Senior Principal
EMC Planning Group

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13 EXHIBIT A

SAMPLE TASK ORDER
TASK ORDER NO. [INSERT TASK No.]

TO MASTER ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

AGREEMENT

This Task Order No. _______ ("Task Order") is made and entered into by and between the City of Foster City (“City”) and [______________________] ("Consultant").

NOW, THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:

1. INCORPORATION BY REFERENCE.

This Task Order hereby incorporates by reference
all items and conditions set forth in the Agreement.

3. PAYMENT.

IN
WITNESS WHEREOF, the City and Consultant do hereby agree to the full performance of the terms set forth herein.

City of Foster City Consultant

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14 EXHIBIT B

SERVICES TO BE PROVIDED, PAYMENTS, PROJECTS, AND SCHEDULE,

FOR ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

[EITHER COMPLETE EXHIBIT A OR ATTACH A PROPOSAL/SCOPE OF WORK THAT CONTAINS ALL THE INFORMATION BELOW AND DELETE THE TEXT BELOW FOR EACH TASK ORDER]

SERVICES TO BE PROVIDED

1. De
scription of the Project:

1.1 DES CRIPTION: Description of Project

2. Basic Services:

The CITY has developed a general scope of work as described below.

PAYMENTS

1. The maximum payment to CONSULTANT under this Agreement for the Project shall be:

Maximum Payment Amount

2. METHODS OF PAYMENT FOR CONSULTANT’S SERVICES AND EXPENSES:

List Methods of Payment

3. TIMES OF PAYMENTS.

List Times of Payments

PROJECTS AND SCHEDULE

List Project Schedule (I F APPLICABLE)

END OF EXHIBIT B

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15 EXHIBIT C

FEE SCHEDULE

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16 EXHIBIT D

INSURANCE FORMS

CONSULTANT shall provide, in addition to the Certificates of Insurance, original Endorsement affecting the coverages specified herein on the attached form . No substitute form will be accepted.

This is an Exhibit to, and made a part of and incorporated by reference to the Agreement dated 19 day of September, 2023, by and between EMC Planning Group Inc. , hereinafter referred to as " Consultant”, and City of Foster City, hereinafter referred to as "City", providing for professional services.

1. Consultant's Duty to Show Proof of Insurance. Consultant, in order to protect City and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Consultant's acts, errors, or omissions in connection with the performance of Consultant's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Consultant shall not perform any work under this Agreement until Consultant has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City 's authorized insurance representative, insurance Tracking Services Inc. (ITS). Receipt of evidence of insurance that does not comply with all applicable insurance requirements shall not constitute a waiver of the insurance requirements set forth herein. The required documents must be signed by the authorized representative of the insurance company shown on th e certificate. Upon request, Consultant shall supply proof that such person is an authorized representative thereof and is authorized to bind the named underwriter(s) and their company to the coverage, limits and termination provisions shown thereon, Consultant shall promptly deliver to ITS a certificate of insurance, and all required endorsements, with respect to each renewal policy, as necessary to demonstrate the maintenance of the required insurance coverage for the term specified herein. Such certificates and endorsements shall be delivered to ITS prior to the expiration date of any policy and bear a notation evidencing payment of the premium thereof if so requested. Consultant shall immediately pay any deductibles and self -insured retentions under all required insurance policies upon the submission of any claim by Consultant or City as an additional insured.

1.1 Insurance Requirements

Commercial General Liability Insurance

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17 ☒ Business Automobile Liability Insurance

☒ Workers' Compensation Insurance

Consultant shall submit written proof that Consultant is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code.

☒ Professional Liability Insurance

1.2 Self-I
nsured Retention

Any self-insured retentions in excess of $100,000 must be declared on the Certificate of insurance or other documentation provided to City and must be approved by the City Risk Manager.

1.3 Claims-Ma de Basis Coverage

2. City as Additional Insured

3. Insurance terms and conditions:

3.1 Cancellation of Insurance

The above stated insurance coverages required to be maintained by consultant shall be maintained until the completion of all of Consultant's obligations under this Agreement except as otherwise

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3.2 All insurance shall be issued by a company or companies admitted to do business in California and listed in the current "Best's Key Rating Guide" publication with a minimum rating of A-; VII Any exception to these requirements must be approved by the City Risk Manager.

3.3 If Consultant is, or becomes during the term of this Agreement, self -insured or a member of a self-insurance pool, Consultant shall provide coverage equivalent to the insurance coverages and endorsements required above. The City will not accept such coverage unless the City determines, in its sole discretion and by written acceptance, that the coverage proposed to be provided by Consultant is equivalent to the above-required coverages.

3.4 For any claims related to the Agreement, the Consultant’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.

3.5 Insurance coverages in the minimum amounts set forth herein shall not be construed to relieve Consultant for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the City from taking such other actions as are available to it under any other provision of this Agreement or otherwise in law.

3.6 Failure by Consultant to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Consultant. City, at its sole option, may terminate this Agreement and obtain damages from Consultant resulting from said breach.

3.7 Should any of the required insurance (other than errors and omissions insurance) be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defenses costs be included in such general aggregate limit, such general annual aggregate limit shall be double the occurrence or claims limit specified above.

3.8 City may (but is under no obligation to) secure project -specific insurance, wrap- up insurance, or administer an owner-controlled insurance program ("OCIP"), in which case Consultant and its subconsultants shall communicate this fact to their insurance carriers and request that the risk of this project be excluded from their practice policies. Consultant's fees under this Agreement (and the fee of its subconsultants under subconsultant agreements) shall be reduced by the amount of insurance premiums that may be avoided by consultant and its subconsultants by virtue of the City's obtaining the project -specific insurance, wrap- up insurance or administering an OCIP, and the exclusion of this project from coverage of Consultant's and subconsultants policies. Construction Manager and its subconsultants shall afford City access to their books and records and cooperate with City in verifying the amount of savings realized.

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19 ATTACHED

1. Insurance Coverage Form

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20 EXHIBIT D
This INSURANCE COVERAGE FORM modifies, or documents insurance provided under the following:

Named Insured: Effective Work Date(s):

Description of Work/Locations/Vehicles:

MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}

Other:

Certificates of Insurance Required (no endorsement needed) (Check all that apply) Insurer Policy No.

Workers Compensation : work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.

Professional Liability:

PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.

SEVERABILITY OF INTEREST: The
insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.

PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: An y failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.

Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.

GNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER

SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required)

ORGANIZATION: TITLE:

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D

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21 EXHIBIT E
COVID-19 AMENDMENT/ATTACHMENT
(Consulting Agreement Form)

This COVID-19 Amendment/Attachment amends the Agreement between the City of Foster City hereinafter called "CITY” and EMC Planning Group (“Consultant”) dated 19 day of September, 2023.

1. Definitions
A. The 2019 novel coronavirus and the disease it causes are collectively referred to herein as “COVID-19”.

3. Compliance with COVID-19 Proclamations.

B. Consultant is responsible to ensure that its subconsultants and suppliers comply with COVID- 19 Proclamations at all times in connection with the performance of their Services.

4. Delay. The Consultant is entitled to a reasonable time extension for an Unknown COVID-19 Condition. Such time extension is non-compensable.

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22 time extension for a City Directed Suspension, and the contract amount will be equitably adjusted if and to the extent Consultant incurs increased costs that are Unknown COVID-19 Costs.

9. Conflicts. In the event of an inconsistency between this COVID-19 Amendment and the Agreement, this Addendum shall control.

IN WITNESS WHEREOF, the City and Consultant have executed this Covid-19 Amendment as of the date set forth above.

CONSULTANT: CITY:

________________________ ____________________________
Signature Signature

________________________ ______________________________ Michael J. Groves, AICP Jon Froomin, Mayor
President/Senior Principal
EMC Planning Group

END OF EXHIBIT E

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1 MASTER PROFESSIONAL SERVICES AGREEMENT
FOR

ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

This Agreement is made and entered into as of the 19 day of September, 2023 by and between the City of Foster City hereinafter cal led " CITY" and David J. Powers and Associates, Inc. hereinafter called "CONSULTANT".

RECI
TALS

This Agreement is entered into with reference to the following facts and circumstances:

WHEREAS, CITY desires to retain CONSULTANT to provide professional environmental review and consulting services on development applications and long-range projects and related services;

WHEREAS, It is anticipated that, as a need arises for CONSULTANT to provide services, CITY will issue Task Orders to CONSULTANT (in a form substantially similar to that set forth in Exhibit “A,” attached hereto and incorporated by reference which more particularly describes the scope of services to be performed);

WHEREAS, That CONSULTANT is specially trained, experienced and competent to perform and has agreed to provide such services;

NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:

TERMS AND CONDITIONS

1. Services. The services to be performed by CONSULTANT und er this Agreement shall include those services set forth in each Task Order and Exhibit “B,” Scope of Services, which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.

Per
formance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONSULTANT under this Agreement, subject to any changes that may be made subsequently hereto, for changes in the Scope of Services or otherwise, upon the mutual written agreement of the said parties.

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2 Where in conflict, the terms of this Agreement supersede and prevail over any terms set forth in Exhibit B and in each Task Order.

Not
withstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total

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139

CITY shall not incur any charges under this Agreement, nor shall any payments become due to CONSULTANT for any payment period on the Project, until CITY receives all deliverables required under Exhibit B and each Task Order, SCOPE OF WORK AND SCHEDULE, for the payment period (if any) and reasonably accepts such deliverables as meeting the requirements of this Agreement. In cases where CONSULTANT has partially completed one or more deliverables due during a payment period, and if CONSULTANT demonstrates diligent progress thereon, then CITY shall make a partial progress payment based upon percentage completion of the partially completed deliverables and diligent progress but taking into account any adverse impacts upon CITY. CITY shall not be liable for, and CONSULTANT shall not be entitled to, any payment for Services performed before this Agreement's execution.

CITY has no responsibility or liability for payment of CONSULTANT’s taxes or assessments.

CONSULTANT shall pay prevailing wages to its employees on any agreement in excess of $1,000.00. Copies of the general prevailing rates

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141

6. Authorization. This Agreement becomes effective when endorsed by both parties in the space provided below.

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11. Indemnity.

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7 (a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONSULTANT shall defend, indemnify, and hold harmless City of Foster City , its officers, directors, officials, agents, employees, and volunteers (collectively, “Indemnitees”) from and against any and all claims, suits, expenses, liability, cause of action, loss, cost, damage, injury (including, without limitation, economic harm, injury to or death of any person, including an employee of CONSULTANT or its Subconsultants), of every kind, nature, and description, at law or equity, (including without limitation, incidental and consequential damages, court costs, attorneys’ fees, litigation expenses and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation) (collectively “Liabilities” ), that arise out of, pertain to, or relate to any negligence, recklessness, or willful misconduct of CONSULTANT, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control.

(
c) CONSULTANT shall place in its agreements with Subconsultants and cause its Subconsultants to agree to the indemnification and insurance provisions in this Agreement in favor of CITY and the Indemnitees in the exact form and substance as those contained in this Agreement.

(d) CITY acknowledges that the discovery, presence, handling or removal of asbestos products, polychlorinated biphenyl (PCB) or other

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CONSULTANT shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials.

CONSULTANT shall, however, be responsible for the coordination of CONSULTANT’s service s and work with the work of CITY’s hazardous materials consultants.

13. WORKERS' COMPENSATION.

14. NON-DI
SCRIMINATION. The CONSULTANT will not discriminate against any employee or applicant for employment because of race, color, religion,

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15. Notice.

All notices required by this Agreement shall be given to the CITY and CONSULTANT in writing, by first class mail, postage prepaid, addressed as follows:

CIT
Y: City of Foster City
610 Foster City Boulevard
Foster City, CA 94404-2299
Attention: Thai-Chau Le

CONSULTANT: David J. Powers & Associates, Inc.
1736 Franklin Street, Suite 400
Oakland, CA 94612
Attention: Will Burns

16. Assignment.

17. Amendments.

This Agreement may be amended or modified only by written agreement signed by both parties.

18. Validity.

The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

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20. Mediation.

21. Conflict of Interest.

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23. Confidentiality.

Thes
e conflict of interest, confidentiality and future service provisions and limitations shall remain fully effective indefinitely after termination of services and work to CITY hereunder.

24. Waiver of Default.

25. Entire Agreement.

This Agreement, including Exhibit s A, B, C, D and E,
comprises the entire Agreement.

IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.

CITY OF FOSTER CITY

Dated: ______
___________________________
Jon Froomin, Mayor

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12 ATTEST:

Dated: ______
__________________________
Priscilla Schaus, City Clerk Secretary

APPROVED AS TO FORM

Dated:

Benjamin Stock,
City Attorney Legal Counsel

CONSULTANT

Dated:

Will Burns, Vice President

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13 EXHIBIT A

SAMPLE TASK ORDER
TASK ORDER NO. [INSERT TASK No.]

TO MASTER ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

AGREEMENT

This Task Order No. _______ ("Task Order") is made and entered into by and between the City of Foster City (“City”) and [______________________] ("Consultant").

NOW, THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:

1. INCORPORATION BY REFERENCE.

This Task Order hereby incorporates by reference
all items and conditions set forth in the Agreement.

3. PAYMENT.

IN
WITNESS WHEREOF, the City and Consultant do hereby agree to the full performance of the terms set forth herein.

City of Foster City Consultant

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14 EXHIBIT B

SERVICES TO BE PROVIDED, PAYMENTS, PROJECTS, AND SCHEDULE,

FOR ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

[EITHER COMPLETE EXHIBIT A OR ATTACH A PROPOSAL/SCOPE OF WORK THAT CONTAINS ALL THE INFORMATION BELOW AND DELETE THE TEXT BELOW FOR EACH TASK ORDER]

SERVICES TO BE PROVIDED

1. De
scription of the Project:

1.1 DES CRIPTION: Description of Project

2. Basic Services:

The CITY has developed a general scope of work as described below.

PAYMENTS

1. The maximum payment to CONSULTANT under this Agreement for the Project shall be:

Maximum Payment Amount

2. METHODS OF PAYMENT FOR CONSULTANT’S SERVICES AND EXPENSES:

List Methods of Payment

3. TIMES OF PAYMENTS.

List Times of Payments

PROJECTS AND SCHEDULE

List Project Schedule (I F APPLICABLE)

END OF EXHIBIT B

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15 EXHIBIT C

FEE SCHEDULE

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16 EXHIBIT D

INSURANCE FORMS

CONSULTANT shall provide, in addition to the Certificates of Insurance, original Endorsement affecting the coverages specified herein on the attached form . No substitute form will be accepted.

This is an Exhibit to, and made a part of and incorporated by reference to the Agreement dated 19 day of September, 2023, by and between David J. Powers and Associates, Inc. , hereinafter referred to as "Consultant”, and City of Foster City, hereinafter referred to as "City", providing for professional services.

1.1 Insurance Requirements

Commercial General Liability Insurance

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17 ☒ Business Automobile Liability Insurance

☒ Workers' Compensation Insurance

Consultant shall submit written proof that Consultant is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code.

☒ Professional Liability Insurance

1.2 Claims-Made
Basis Coverage

2. City as Additional Insured

3. Insurance terms and conditions:

3.1 Cancellation of Insurance

The above stated insurance coverages required to be maintained by consultant shall be maintained until the completion of all of Consultant's obligations under this Agreement except as otherwise indicated herein. Each insurance policy supplied by consultant shall not be suspended, voided, cancelled or reduced in coverage or in limits except after ten (10) days written notice by Consultant in the case of non-payment of premiums, or thirty (30) days written notice in all other cases. This notice requirement does not waive the insurance requirements stated herein. Consultant shall

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18 immediately obtain replacement coverage for any insurance policy that is terminated, canceled, non-renewed, or whose policy limits have been exhausted or upon insolvency of the insurer that issued the policy.

3.2 All insurance shall be issued by a company or companies admitted to do business in California and listed in the current "Best's Key Rating Guide" publication with a minimum rating of A-; VII Any exception to these requirements must be approved by the City Risk Manager.

3.3 If Consultant is, or becomes during the term of this Agreement, self -insured or a member of a self-insurance pool, Consultant shall provide coverage equivalent to the insurance coverages and endorsements required above. The City will not accept such coverage unless the City determines, in its sole discretion and by written acceptance, that the coverage proposed to be provided by Consultant is equivalent to the above-required coverages.

3.4 For any claims related to the Agreement, the Consultant’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.

3.5 Insurance coverages in the minimum amounts set forth herein shall not be construed to relieve Consultant for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the City from taking such other actions as are available to it under any other provision of this Agreement or otherwise in law.

3.6 Failure by Consultant to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Consultant. City, at its sole option, may terminate this Agreement and obtain damages from Consultant resulting from said breach.

3.7 Should any of the required insurance (other than errors and omissions insurance) be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defenses costs be included in such general aggregate limit, such general annual aggregate limit shall be double the occurrence or claims limit specified above.

3.8 City may (but is under no obligation to) secure project -specific insurance, wrap- up insurance, or administer an owner-controlled insurance program ("OCIP"), in which case Consultant and its subconsultants shall communicate this fact to their insurance carriers and request that the risk of this project be excluded from their practice policies. Consultant's fees under this Agreement (and the fee of its subconsultants under subconsultant agreements) shall be reduced by the amount of insurance premiums that may be avoided by consultant and its subconsultants by virtue of the City's obtaining the project -specific insurance, wrap- up insurance or administering an OCIP, and the exclusion of this project from coverage of Consultant's and subconsultants policies. Construction Manager and its subconsultants shall afford City access to their books and records and cooperate with City in verifying the amount of savings realized.

ATTACHED

1. Insurance Coverage Form

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19 EXHIBIT D
This INSURANCE COVERAGE FORM modifies, or documents insurance provided under the following:

Named Insured: Effective Work Date(s):

Description of Work/Locations/Vehicles:

MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}

Other:

Certificates of Insurance Required (no endorsement needed) (Check all that apply) Insurer Policy No.

Workers Compensation : work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.

Professional Liability:

PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.

SEVERABILITY OF INTEREST: The
insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.

PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: An y failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.

Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.

GNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER

SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required)

ORGANIZATION: TITLE:

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D

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20 EXHIBIT E
COVID-19 AMENDMENT/ATTACHMENT
(Consulting Agreement Form)

This COVID-19 Amendment/Attachment amends the Agreement between the City of Foster City hereinafter called "CITY” and David J. Powers & Associates (“Consultant”) dated 19 day of September, 2023.

1. Definitions
A. The 2019 novel coronavirus and the disease it causes are collectively referred to herein as “COVID-19”.

3. Compliance with COVID-19 Proclamations.

B. Consultant is responsible to ensure that its subconsultants and suppliers comply with COVID- 19 Proclamations at all times in connection with the performance of their Services.

4. Delay. The Consultant is entitled to a reasonable time extension for an Unknown COVID-19 Condition. Such time extension is non-compensable.

5. City Directed Suspension. The City may suspend Services due to COVID-19 health concerns, even though the Consultant may be allowed to proceed with the Services based on COVID-19

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21 Proclamations. The City may suspend the Services for its convenience. The Consultant is entitled to a time extension for a City Directed Suspension, and the contract amount will be equitably adjusted if and to the extent Consultant incurs increased costs that are Unknown COVID-19 Costs.

8. Monitoring and Reporting. City may require the Consultant to actively monitor the health of its workers through temperature checks and questionnaires of major COVID-19 symptoms, including but not limited to cough, fever above 100.4 degrees Fahrenheit and shortness of breath. Consultant shall immediately report to City any outbreaks of COVID-19 among its workers. A COVID-19 outbreak is defined as three or more employee COVID-19 cases within an exposed group visited the workplace during their infectious period at any time during a 14-day period, unless a CDPH regulation or order defines outbreak using a different number of COVID-19 cases and/or a different time period. The Consultant shall not knowingly allow any worker who has tested positive with COVID-19 to enter a City building. In the event of an outbreak or an exposure to COVID-19, the City may impose appropriate mitigation strategies which may be in consultation with the public health officer.

9. Conflicts. In the event of an inconsistency between this COVID-19 Amendment and the Agreement, this Addendum shall control.

IN WITNESS WHEREOF, the City and Consultant have executed this Covid-19 Amendment as of the date set forth above.

CONSULTANT: CITY:

________________________ ____________________________
Signature Signature

________________________ ______________________________ Will Burns, Vice President Jon Froomin, Mayor

END OF EXHIBIT E

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1 MASTER PROFESSIONAL SERVICES AGREEMENT
FOR

ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

This Agreement is made and entered into as of the 19 day of September, 2023 by and between the City of Foster City hereinafter cal led "CITY" and Kimley -Horn hereinafter called "CONSULTANT".

RECI
TALS

This Agreement is entered into with reference to the following facts and circumstances:

WHEREAS, CITY desires to retain CONSULTANT to provide professional environmental review and consulting services on development applications and long-range projects and related services;

WHEREAS, It is anticipated that, as a need arises for CONSULTANT to provide services, CITY will issue Task Orders to CONSULTANT (in a form substantially similar to that set forth in Exhibit “A,” attached hereto and incorporated by reference which more particularly describes the scope of services to be performed);

WHEREAS, That CONSULTANT is specially trained, experienced and competent to perform and has agreed to provide such services;

NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:

TERMS AND CONDITIONS

1. Services. The services to be performed by CONSULTANT und er this Agreement shall include those services set forth in each Task Order and Exhibit “B,” Scope of Services, which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.

Per
formance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONSULTANT under this Agreement, subject to any changes that may be made subsequently hereto, for changes in the Scope of Services or otherwise, upon the mutual written agreement of the said parties.

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2 Where in conflict, the terms of this Agreement supersede and prevail over any terms set forth in Exhibit B and in each Task Order.

Not
withstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total

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CITY has no responsibility or liability for payment of CONSULTANT’s taxes or assessments.

CONSULTANT shall pay prevailing wages to its employees on any agreement in excess of $1,000.00. Copies of the general prevailing rates

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6. Authorization. This Agreement becomes effective when endorsed by both parties in the space provided below.

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11. Indemnity.

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7 (a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONSULTANT shall defend, indemnify, and hold harmless City of Foster City , its officers, directors, officials, agents, employees, and volunteers (collectively, “Indemnitees”) from and against any and all claims, suits, expenses, liability, cause of action, loss, cost, damage, injury (including, without limitation, economic harm, injury to or death of any person, including an employee of CONSULTANT or its Subconsultants), of every kind, nature, and description, at law or equity, (including without limitation, incidental and consequential damages, court costs, attorneys’ fees, litigation expenses and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation) (collectively “Liabilities” ), that arise out of, pertain to, or relate to any negligence, recklessness, or willful misconduct of CONSULTANT, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control.

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8 (d) CITY acknowledges that the discovery, presence, handling or removal of asbestos products, polychlorinated biphenyl (PCB) or other hazardous substances which may presently exist at the any Project site is outside of CONSULTANT’s responsibilities and is not included in the scope of Services CONSULTANT is to perform nor included in CONSULTANT’s insurance. CITY shall hire hazardous materials consultant if the Project requires the testing or remediation of hazardous substances.

CONSULTANT shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials.

CONSULTANT shall, however, be responsible for the coordination of CONSULTANT’s service s and work with the work of CITY’s hazardous materials consultants.

13. WORKERS' COMPENSATION.

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9 14. NON-DI SCRIMINATION. The CONSULTANT will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The CONSULTANT will take affirmative action to ensure that applicants are employed, and the employees are treated during employment without regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following:
employment, advancement, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT shall at all times be in compliance with the requirements of the Federal Americans With Disabilities Act (Public Law 101- 336) which prohibits discrimination on the basis of disability by public entities. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause.

15. Notice.

All notices required by this Agreement shall be given to the CITY and CONSULTANT in writing, by first class mail, postage prepaid, addressed as follows:

CIT
Y: City of Foster City
610 Foster City Boulevard
Foster City, CA 94404-2299
Attention: Thai-Chau Le

CONSULTANT: Kimley-Horn and Associates, Inc
1300 Clay St UNIT 325, Oakland, CA 94612
Attention: Adam Dankberg and Danae Hall

16. Assignment.

17. Amendments.

This Agreement may be amended or modified only by written agreement signed by both parties.

18. Validity.

The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

19. Governing Law. This Agreement shall be deemed to have been executed in the County of San Mateo, California. The formation, interpretation and

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10 performance of this Agreement shall be governed by the laws of the State of California, excluding its conflict of laws rules . Any suit or action initiated by either party shall be brought in the County of San Mateo, California unless the parties agree otherwise in a written amendment to this Agreement. In the event of litigation between the parties hereto to enforce any provision of the Agreement, the unsuccessful party will pay the reasonable attorney’s fees and expenses of litigation of the successful party.

20. Mediation.

21. Conflict of Interest.

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23. Confidentiality.

Thes
e conflict of interest, confidentiality and future service provisions and limitations shall remain fully effective indefinitely after termination of services and work to CITY hereunder.

24. Waiver of Default.

25. Entire Agreement.

This Agreement, including Exhibit s A, B, C, D and E,
comprises the entire Agreement.

IN W
ITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.

CITY OF FOSTER CITY

Dated: ______
___________________________
Jon Froomin, Mayor

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12 ATTEST:

Dated: ______
__________________________
Priscilla Schaus, City Clerk Secretary

APPROVED AS TO FORM

Dated:

Benjamin Stock,
City Attorney Legal Counsel

CONSULTANT

Dated:

Adam Dankberg
Kimley-Horn and Associates, Inc.

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13 EXHIBIT A

SAMPLE TASK ORDER
TASK ORDER NO. [INSERT TASK No.]

TO MASTER ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

AGREEMENT

This Task Order No. _______ ("Task Order") is made and entered into by and between the City of Foster City (“City”) and [______________________] ("Consultant").

NOW, THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:

1. INCORPORATION BY REFERENCE.

This Task Order hereby incorporates by reference
all items and conditions set forth in the Agreement.

3. PAYMENT.

IN
WITNESS WHEREOF, the City and Consultant do hereby agree to the full performance of the terms set forth herein.

City of Foster City Consultant

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14 EXHIBIT B

SERVICES TO BE PROVIDED, PAYMENTS, PROJECTS, AND SCHEDULE,

FOR ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

[EITHER COMPLETE EXHIBIT A OR ATTACH A PROPOSAL/SCOPE OF WORK THAT CONTAINS ALL THE INFORMATION BELOW AND DELETE THE TEXT BELOW FOR EACH TASK ORDER]

SERVICES TO BE PROVIDED

1. De
scription of the Project:

1.1 DES CRIPTION: Description of Project

2. Basic Services:

The CITY has developed a general scope of work as described below.

PAYMENTS

1. The maximum payment to CONSULTANT under this Agreement for the Project shall be:

Maximum Payment Amount

2. METHODS OF PAYMENT FOR CONSULTANT’S SERVICES AND EXPENSES:

List Methods of Payment

3. TIMES OF PAYMENTS.

List Times of Payments

PROJECTS AND SCHEDULE

List Project Schedule (I F APPLICABLE)

END OF EXHIBIT B

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15 EXHIBIT C

FEE SCHEDULE

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16 EXHIBIT D

INSURANCE FORMS

CONSULTANT shall provide, in addition to the Certificates of Insurance, original Endorsement affecting the coverages specified herein on the attached form . No substitute form will be accepted.

This is an Exhibit to, and made a part of and incorporated by reference to the Agreement dated 19 day of September, 2023, by and between Kimley-Horn , hereinafter referred to as " Consultant”, and City of Foster City, hereinafter referred to as "City", providing for professional services.

1. Consultant's Duty to Show Proof of Insurance. Consultant, in order to protect City and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Consultant's acts, errors, or omissions in connection with the performance of Consultant's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Consultant shall not perform any work under this Agreement until Consultant has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City 's authorized insurance representative, insurance Tracking Services Inc. (ITS). Receipt of evidence of insurance that does not comply with all applicable insurance requirements shall not constitute a waiver of the insurance requirements set forth herein. The required documents must be signed by the authorized representative of the insurance company shown on th e certificate. Upon request, Consultant shall supply proof that such person is an authorized representative thereof and is authorized to bind the named underwriter(s) and their company to the coverage, limits and termination provisions shown thereon, Consultant shall promptly deliver to ITS a certificate of insurance, and all required endorsements, with respect to each renewal policy, as necessary to demonstrate the maintenance of the required insurance coverage for the term specified herein. Such certificates and endorsements shall be delivered to ITS prior to the expiration date of any policy and bear a notation evidencing payment of the premium thereof if so requested. Consultant shall immediately pay any deductibles and self -insured retentions under all required insurance policies upon the submission of any claim by Consultant or City as an additional insured.

1.1 Insurance Requirements

Commercial General Liability Insurance

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17 ☒ Business Automobile Liability Insurance

☒ Workers' Compensation Insurance

Consultant shall submit written proof that Consultant is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code.

☒ Professional Liability Insurance

1.2 Self-I
nsured Retention

Any self-insured retentions in excess of $100,000 must be declared on the Certificate of insurance or other documentation provided to City and must be approved by the City Risk Manager.

1.3 Claims-Ma de Basis Coverage

2. City as Additional Insured

3. Insurance terms and conditions:

3.1 Cancellation of Insurance

The above stated insurance coverages required to be maintained by consultant shall be maintained until the completion of all of Consultant's obligations under this Agreement except as otherwise

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3.2 All insurance shall be issued by a company or companies admitted to do business in California and listed in the current "Best's Key Rating Guide" publication with a minimum rating of A-; VII Any exception to these requirements must be approved by the City Risk Manager.

3.3 If Consultant is, or becomes during the term of this Agreement, self -insured or a member of a self-insurance pool, Consultant shall provide coverage equivalent to the insurance coverages and endorsements required above. The City will not accept such coverage unless the City determines, in its sole discretion and by written acceptance, that the coverage proposed to be provided by Consultant is equivalent to the above-required coverages.

3.4 For any claims related to the Agreement, the Consultant’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.

3.5 Insurance coverages in the minimum amounts set forth herein shall not be construed to relieve Consultant for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the City from taking such other actions as are available to it under any other provision of this Agreement or otherwise in law.

3.6 Failure by Consultant to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Consultant. City, at its sole option, may terminate this Agreement and obtain damages from Consultant resulting from said breach.

3.7 Should any of the required insurance (other than errors and omissions insurance) be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defenses costs be included in such general aggregate limit, such general annual aggregate limit shall be double the occurrence or claims limit specified above.

3.8 City may (but is under no obligation to) secure project -specific insurance, wrap- up insurance, or administer an owner-controlled insurance program ("OCIP"), in which case Consultant and its subconsultants shall communicate this fact to their insurance carriers and request that the risk of this project be excluded from their practice policies. Consultant's fees under this Agreement (and the fee of its subconsultants under subconsultant agreements) shall be reduced by the amount of insurance premiums that may be avoided by consultant and its subconsultants by virtue of the City's obtaining the project -specific insurance, wrap- up insurance or administering an OCIP, and the exclusion of this project from coverage of Consultant's and subconsultants policies. Construction Manager and its subconsultants shall afford City access to their books and records and cooperate with City in verifying the amount of savings realized.

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19 ATTACHED

1. Insurance Coverage Form

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20 EXHIBIT D
This INSURANCE COVERAGE FORM modifies, or documents insurance provided under the following:

Named Insured: Effective Work Date(s):

Description of Work/Locations/Vehicles:

MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}

Other:

Certificates of Insurance Required (no endorsement needed) (Check all that apply) Insurer Policy No.

Workers Compensation : work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.

Professional Liability:

PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.

SEVERABILITY OF INTEREST: The
insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.

PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: An y failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.

Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.

GNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER

SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required)

ORGANIZATION: TITLE:

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D

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21 EXHIBIT E
COVID-19 AMENDMENT/ATTACHMENT
(Consulting Agreement Form)

This COVID-19 Amendment/Attachment amends the Agreement between the City of Foster City hereinafter called "CITY” and Kimley-Horn (“Consultant”) dated 19 day of September, 2023.

1. Definitions
A. The 2019 novel coronavirus and the disease it causes are collectively referred to herein as “COVID-19”.

3. Compliance with COVID-19 Proclamations.

B. Consultant is responsible to ensure that its subconsultants and suppliers comply with COVID- 19 Proclamations at all times in connection with the performance of their Services.

4. Delay. The Consultant is entitled to a reasonable time extension for an Unknown COVID-19 Condition. Such time extension is non-compensable.

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22 time extension for a City Directed Suspension, and the contract amount will be equitably adjusted if and to the extent Consultant incurs increased costs that are Unknown COVID-19 Costs.

9. Conflicts. In the event of an inconsistency between this COVID-19 Amendment and the Agreement, this Addendum shall control.

IN WITNESS WHEREOF, the City and Consultant have executed this Covid-19 Amendment as of the date set forth above.

CONSULTANT: CITY:

________________________ ____________________________
Signature Signature

________________________ ______________________________ Adam Dankberg
Kimley-Horn and Associates, Inc. Jon Froomin, Mayor

END OF EXHIBIT E

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1 MASTER PROFESSIONAL SERVICES AGREEMENT
FOR

ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

This Agreement is made and entered into as of the 19 day of September, 2023 by and between the City of Foster City hereinafter cal led " CITY" and LSA hereinafter called "CONSULTANT".

RECI
TALS

This Agreement is entered into with reference to the following facts and circumstances:

WHEREAS, CITY desires to retain CONSULTANT to provide professional environmental review and consulting services on development applications and long-range projects and related services;

WHEREAS, It is anticipated that, as a need arises for CONSULTANT to provide services, CITY will issue Task Orders to CONSULTANT (in a form substantially similar to that set forth in Exhibit “A,” attached hereto and incorporated by reference which more particularly describes the scope of services to be performed);

WHEREAS, That CONSULTANT is specially trained, experienced and competent to perform and has agreed to provide such services;

NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:

TERMS AND CONDITIONS

1. Services. The services to be performed by CONSULTANT und er this Agreement shall include those services set forth in each Task Order and Exhibit “B,” Scope of Services, which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.

Per
formance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONSULTANT under this Agreement, subject to any changes that may be made subsequently hereto, for changes in the Scope of Services or otherwise, upon the mutual written agreement of the said parties.

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2 Where in conflict, the terms of this Agreement supersede and prevail over any terms set forth in Exhibit B and in each Task Order.

Not
withstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total

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CITY has no responsibility or liability for payment of CONSULTANT’s taxes or assessments.

CONSULTANT shall pay prevailing wages to its employees on any agreement in excess of $1,000.00. Copies of the general prevailing rates

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6. Authorization. This Agreement becomes effective when endorsed by both parties in the space provided below.

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11. Indemnity.

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CONSULTANT shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials.

CONSULTANT shall, however, be responsible for the coordination of CONSULTANT’s service s and work with the work of CITY’s hazardous materials consultants.

13. WORKERS' COMPENSATION.

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15. Notice.

All notices required by this Agreement shall be given to the CITY and CONSULTANT in writing, by first class mail, postage prepaid, addressed as follows:

CIT
Y: City of Foster City
610 Foster City Boulevard
Foster City, CA 94404-2299
Attention: Thai-Chau Le

CONSULTANT: LSA Associates Inc.
3210 El Camino Real, Suite 100
Irvine, CA 92602

16. Assignment.

17. Amendments.

This Agreement may be amended or modified only by written agreement signed by both parties.

18. Validity.

The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

19. Governing Law. This Agreement shall be deemed to have been executed in the County of San Mateo, California. The formation, interpretation and

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20. Mediation.

21. Conflict of Interest.

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23. Confidentiality.

Thes
e conflict of interest, confidentiality and future service provisions and limitations shall remain fully effective indefinitely after termination of services and work to CITY hereunder.

24. Waiver of Default.

25. Entire Agreement.

This Agreement, including Exhibit s A, B, C, D and E,
comprises the entire Agreement.

IN W
ITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.

CITY OF FOSTER CITY

Dated: ______
___________________________
Jon Froomin, Mayor

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12 ATTEST:

Dated: ______
__________________________
Priscilla Schaus, City Clerk Secretary

APPROVED AS TO FORM

Dated:

Benjamin Stock,
City Attorney Legal Counsel

CONSULTANT

Dated:

Anthony Petros, CEO

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13 EXHIBIT A

SAMPLE TASK ORDER
TASK ORDER NO. [INSERT TASK No.]

TO MASTER ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

AGREEMENT

This Task Order No. _______ ("Task Order") is made and entered into by and between the City of Foster City (“City”) and [______________________] ("Consultant").

NOW, THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:

1. INCORPORATION BY REFERENCE.

This Task Order hereby incorporates by reference
all items and conditions set forth in the Agreement.

3. PAYMENT.

IN
WITNESS WHEREOF, the City and Consultant do hereby agree to the full performance of the terms set forth herein.

City of Foster City Consultant

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14 EXHIBIT B

SERVICES TO BE PROVIDED, PAYMENTS, PROJECTS, AND SCHEDULE,

FOR ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

[EITHER COMPLETE EXHIBIT A OR ATTACH A PROPOSAL/SCOPE OF WORK THAT CONTAINS ALL THE INFORMATION BELOW AND DELETE THE TEXT BELOW FOR EACH TASK ORDER]

SERVICES TO BE PROVIDED

1. De
scription of the Project:

1.1 DES CRIPTION: Description of Project

2. Basic Services:

The CITY has developed a general scope of work as described below.

PAYMENTS

1. The maximum payment to CONSULTANT under this Agreement for the Project shall be:

Maximum Payment Amount

2. METHODS OF PAYMENT FOR CONSULTANT’S SERVICES AND EXPENSES:

List Methods of Payment

3. TIMES OF PAYMENTS.

List Times of Payments

PROJECTS AND SCHEDULE

List Project Schedule (I F APPLICABLE)

END OF EXHIBIT B

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15 EXHIBIT C

FEE SCHEDULE

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16 EXHIBIT D

INSURANCE FORMS

CONSULTANT shall provide, in addition to the Certificates of Insurance, original Endorsement affecting the coverages specified herein on the attached form . No substitute form will be accepted.

This is an Exhibit to, and made a part of and incorporated by reference to the Agreement dated 19 day of September, 2023, by and between LSA, hereinafter referred to as "Consultant”, and City of Foster City, hereinafter referred to as "City", providing for professional services.

1. Consultant's Duty to Show Proof of Insurance. Consultant, in order to protect City and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Consultant's acts, errors, or omissions in connection with the performance of Consultant's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Consultant shall not perform any work under this Agreement until Consultant has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City 's authorized insurance representative, insurance Tracking Services Inc. (ITS). Receipt of evidence of insurance that does not comply with all applicable insurance requirements shall not constitute a waiver of the insurance requirements set forth herein. The required documents must be signed by the authorized representative of the insurance company shown on th e certificate. Upon request, Consultant shall supply proof that such person is an authorized representative thereof and is authorized to bind the named underwriter(s) and their company to the coverage, limits and termination provisions shown thereon, Consultant shall promptly deliver to ITS a certificate of insurance, and all required endorsements, with respect to each renewal policy, as necessary to demonstrate the maintenance of the required insurance coverage for the term specified herein. Such certificates and endorsements shall be delivered to ITS prior to the expiration date of any policy and bear a notation evidencing payment of the premium thereof if so requested. Consultant shall immediately pay any deductibles and self -insured retentions under all required insurance policies upon the submission of any claim by Consultant or City as an additional insured.

1.1 Insurance Requirements

Commercial General Liability Insurance

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17 ☒ Business Automobile Liability Insurance

☒ Workers' Compensation Insurance

Consultant shall submit written proof that Consultant is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code.

☒ Professional Liability Insurance

1.2 Self-I
nsured Retention

Any self-insured retentions in excess of $100,000 must be declared on the Certificate of insurance or other documentation provided to City and must be approved by the City Risk Manager.

1.3 Claims-Ma de Basis Coverage

2. City as Additional Insured

3. Insurance terms and conditions:

3.1 Cancellation of Insurance

The above stated insurance coverages required to be maintained by consultant shall be maintained until the completion of all of Consultant's obligations under this Agreement except as otherwise

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3.2 All insurance shall be issued by a company or companies admitted to do business in California and listed in the current "Best's Key Rating Guide" publication with a minimum rating of A-; VII Any exception to these requirements must be approved by the City Risk Manager.

3.3 If Consultant is, or becomes during the term of this Agreement, self -insured or a member of a self-insurance pool, Consultant shall provide coverage equivalent to the insurance coverages and endorsements required above. The City will not accept such coverage unless the City determines, in its sole discretion and by written acceptance, that the coverage proposed to be provided by Consultant is equivalent to the above-required coverages.

3.4 For any claims related to the Agreement, the Consultant’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.

3.5 Insurance coverages in the minimum amounts set forth herein shall not be construed to relieve Consultant for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the City from taking such other actions as are available to it under any other provision of this Agreement or otherwise in law.

3.6 Failure by Consultant to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Consultant. City, at its sole option, may terminate this Agreement and obtain damages from Consultant resulting from said breach.

3.7 Should any of the required insurance (other than errors and omissions insurance) be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defenses costs be included in such general aggregate limit, such general annual aggregate limit shall be double the occurrence or claims limit specified above.

3.8 City may (but is under no obligation to) secure project -specific insurance, wrap- up insurance, or administer an owner-controlled insurance program ("OCIP"), in which case Consultant and its subconsultants shall communicate this fact to their insurance carriers and request that the risk of this project be excluded from their practice policies. Consultant's fees under this Agreement (and the fee of its subconsultants under subconsultant agreements) shall be reduced by the amount of insurance premiums that may be avoided by consultant and its subconsultants by virtue of the City's obtaining the project -specific insurance, wrap- up insurance or administering an OCIP, and the exclusion of this project from coverage of Consultant's and subconsultants policies. Construction Manager and its subconsultants shall afford City access to their books and records and cooperate with City in verifying the amount of savings realized.

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19 ATTACHED

1. Insurance Coverage Form

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20 EXHIBIT D
This INSURANCE COVERAGE FORM modifies, or documents insurance provided under the following:

Named Insured: Effective Work Date(s):

Description of Work/Locations/Vehicles:

MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}

Other:

Certificates of Insurance Required (no endorsement needed) (Check all that apply) Insurer Policy No.

Workers Compensation : work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.

Professional Liability:

PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.

SEVERABILITY OF INTEREST: The
insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.

PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: An y failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.

Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.

GNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER

SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required)

ORGANIZATION: TITLE:

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D

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21 EXHIBIT E
COVID-19 AMENDMENT/ATTACHMENT
(Consulting Agreement Form)

This COVID-19 Amendment/Attachment amends the Agreement between the City of Foster City hereinafter called "CITY” and LSA (“Consultant”) dated 19 day of September, 2023.

1. Definitions
A. The 2019 novel coronavirus and the disease it causes are collectively referred to herein as “COVID-19”.

3. Compliance with COVID-19 Proclamations.

B. Consultant is responsible to ensure that its subconsultants and suppliers comply with COVID- 19 Proclamations at all times in connection with the performance of their Services.

4. Delay. The Consultant is entitled to a reasonable time extension for an Unknown COVID-19 Condition. Such time extension is non-compensable.

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22 time extension for a City Directed Suspension, and the contract amount will be equitably adjusted if and to the extent Consultant incurs increased costs that are Unknown COVID-19 Costs.

9. Conflicts. In the event of an inconsistency between this COVID-19 Amendment and the Agreement, this Addendum shall control.

IN WITNESS WHEREOF, the City and Consultant have executed this Covid-19 Amendment as of the date set forth above.

CONSULTANT: CITY:

________________________ ____________________________
Signature Signature

________________________ ______________________________ Anthony Petros, CEO Jon Froomin, Mayor

END OF EXHIBIT E

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1 MASTER PROFESSIONAL SERVICES AGREEMENT
FOR

ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

This Agreement is made and entered into as of the 19 day of September, 2023 by and between the City of Foster City hereinafter called " CITY" and Dudek hereinafter called "CONSULTANT".

RECI
TALS

This Agreement is entered into with reference to the following facts and circumstances:

WHEREAS, CITY desires to retain CONSULTANT to provide professional environmental review and consulting services on development applications and long-range projects and related services;

WHEREAS, It is anticipated that, as a need arises for CONSULTANT to provide services, CITY will issue Task Orders to CONSULTANT (in a form substantially similar to that set forth in Exhibit “A,” attached hereto and incorporated by reference which more particularly describes the scope of services to be performed);

WHEREAS, That CONSULTANT is specially trained, experienced and competent to perform and has agreed to provide such services;

NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:

TERMS AND CONDITIONS

1. Services. The services to be performed by CONSULTANT und er this Agreement shall include those services set forth in each Task Order and Exhibit “B,” Scope of Services, which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.

Per
formance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONSULTANT under this Agreement, subject to any changes that may be made subsequently hereto, for changes in the Scope of Services or otherwise, upon the mutual written agreement of the said parties.

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203

2 Where in conflict, the terms of this Agreement supersede and prevail over any terms set forth in Exhibit B and in each Task Order.

Not
withstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total

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204

CITY shall not incur any charges under this Agreement, nor shall any payments become due to CONSULTANT for any payment period on the Project, until CITY receives all deliverables required under Exhibit B and each Task Order, SCOPE OF WORK AND SCHEDULE, for the payment period (if any) and reasonably accepts such deliverables as meeting the requirements of this Agreement. In cases where CONSULTANT has partially completed one or more deliverables due during a payment period, and if CONSULTANT demonstrates diligent progress thereon, then CITY may make a partial progress payment based upon percentage completion of the partially completed deliverables and diligent progress but taking into account any adverse impacts upon CITY. CITY shall not be liable for, and CONSULTANT shall not be entitled to, any payment for Services performed before this Agreement's execution.

CITY has no responsibility or liability for payment of CONSULTANT’s taxes or assessments.

CONSULTANT shall pay prevailing wages to its employees on any agreement in excess of $1,000.00. Copies of the general prevailing rates

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4. Performance of S ervices. No work shall be performed under this Agreement except to the extent the CONSULTANT receives a Task Order from the CITY’s Authorized Representative. The CITY will request proposals from the CONSULTANT for each Task Order when services are needed.

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6. Authorization. This Agreement becomes effective when endorsed by both parties in the space provided below.

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CITY shall furnish all information and technical data in CITY’s possession and not subject to the attorney -client privilege or some other privilege, under its possession and control and reasonably required for CONSULANT’s proper performance of the Services prior to CONSULTANT’s commencement of the Services and at such other times as CITY and CONSULTANT mutually agree. CONSULTANT is entitled to reasonably rely upon the accuracy and completeness of information and data provided by CITY.

11. Indemnity.

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7 (a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONSULTANT shall defend, indemnify, and hold harmless City of Foster City , its officers, directors, officials, agents, employees, and volunteers (collectively, “Indemnitees”) from and against any and all claims, suits, expenses, liability, cause of action, loss, cost, damage, injury (including, without limitation, economic harm, injury to or death of any person, including an employee of CONSULTANT or its Subconsultants), of every kind, nature, and description, at law or equity, (including without limitation, incidental and consequential damages, court costs, attorneys’ fees, litigation expenses and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation) (collectively “Liabilities” ), that arise out of, pertain to, or relate to any negligence, recklessness, or willful misconduct of CONSULTANT, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control.

CONSULTANT’s obligations to indemnify, defend, hold harmless the Indemnitees shall not apply to the extent that such Liabilities are caused in whole or in part by the sole negligence, active neglig ence, or willful misconduct of such Indemnitee but shall apply to all other Liabilities.

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CONSULTANT shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials.

CONSULTANT shall, however, be responsible for the coordination of CONSULTANT’s service s and work with the work of CITY’s hazardous materials consultants.

13. WORKERS' COMPENSATION.

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15. Notice.

All notices required by this Agreement shall be given to the CITY and CONSULTANT in writing, by first class mail, postage prepaid, addressed as follows:

CIT
Y: City of Foster City
610 Foster City Boulevard
Foster City, CA 94404-2299
Attention: Thai-Chau Le

CONSULTANT: Dudek
605 3
rd Street
Encinitas, CA 92024
Attention: Katherine Waugh

16. Assignment. This is an agreement for the personal services of CONSULTANT. CITY has relied upon the skills, knowledge, experience and training of CONSULTANT and the CONSULTANT ’s firm, associates and employees as an inducement to enter into this Agreement.

17. Amendments.

This Agreement may be amended or modified only by written agreement signed by both parties.

18. Validity.

The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

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211

10 19. Governing Law. This Agreement shall be deemed to have been executed in the County of San Mateo, California. The formation, interpretation and performance of this Agreement shall be governed by the laws of the State of California, excluding its conflict of laws rules . Any suit or action initiated by either party shall be brought in the County of San Mateo, California unless the parties agree otherwise in a written amendment to this Agreement. In the event of litigation between the parties hereto to enforce any provision of the Agreement, the unsuccessful party will pay the reasonable attorney’s fees and expenses of litigation of the successful party.

20. Mediation.

21. Conflict of Interest.

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11 whether such damage be to the CONSULTANT , its employees, CITY employees or third parties, or to property belonging to any of the above.

23. Confidentiality.

Thes
e conflict of interest, confidentiality and future service provisions and limitations shall remain fully effective indefinitely after termination of services and work to CITY hereunder.

24. Waiver of Default.

25. Entire Agreement.

This Agreement, including Exhibit s A, B, C, D and E,
comprises the entire Agreement.

IN W
ITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.

CITY OF FOSTER CITY

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12 Dated: ______ ___________________________ Jon Froomin, Mayor

ATTEST:

Dated: ______
__________________________
Priscilla Schaus, City Clerk Secretary

APPROVED AS TO FORM

Dated:

Benjamin Stock,
City Attorney Legal Counsel

CONSULTANT

Dated:

Joseph Monaco, CEO

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13 EXHIBIT A

SAMPLE TASK ORDER
TASK ORDER NO. [INSERT TASK No.]

TO MASTER ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

AGREEMENT

This Task Order No. _______ ("Task Order") is made and entered into by and between the City of Foster City (“City”) and [______________________] ("Consultant").

NOW, THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:

1. INCORPORATION BY REFERENCE.

This Task Order hereby incorporates by reference
all items and conditions set forth in the Agreement.

3. PAYMENT.

IN
WITNESS WHEREOF, the City and Consultant do hereby agree to the full performance of the terms set forth herein.

City of Foster City Consultant

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14 EXHIBIT B

SERVICES TO BE PROVIDED, PAYMENTS, PROJECTS, AND SCHEDULE,

FOR ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

[EITHER COMPLETE EXHIBIT A OR ATTACH A PROPOSAL/SCOPE OF WORK THAT CONTAINS ALL THE INFORMATION BELOW AND DELETE THE TEXT BELOW FOR EACH TASK ORDER]

SERVICES TO BE PROVIDED

1. De
scription of the Project:

1.1 DES CRIPTION: Description of Project

2. Basic Services:

The CITY has developed a general scope of work as described below.

PAYMENTS

1. The maximum payment to CONSULTANT under this Agreement for the Project shall be:

Maximum Payment Amount

2. METHODS OF PAYMENT FOR CONSULTANT’S SERVICES AND EXPENSES:

List Methods of Payment

3. TIMES OF PAYMENTS.

List Times of Payments

PROJECTS AND SCHEDULE

List Project Schedule (I F APPLICABLE)

END OF EXHIBIT B

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15 EXHIBIT C

FEE SCHEDULE

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16 EXHIBIT D

INSURANCE FORMS

CONSULTANT shall provide, in addition to the Certificates of Insurance, original Endorsement affecting the coverages specified herein on the attached form . No substitute form will be accepted.

This is an Exhibit to, and made a part of and incorporated by reference to the Agreement dated 19 day of September, 2023, by and between Dudek hereinafter referred to as " Consultant”, and City of Foster City, hereinafter referred to as "City", providing for professional services.

1. Consultant's Duty to Show Proof of Insurance. Consultant, in order to protect City and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Consultant's acts, errors, or omissions in connection with the performance of Consultant's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Consultant shall not perform any work under this Agreement until Consultant has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City 's authorized insurance representative, insurance Tracking Services Inc. (ITS). Receipt of evidence of insurance that does not comply with all applicable insurance requirements shall not constitute a waiver of the insurance requirements set forth herein. The required documents must be signed by the authorized representative of the insurance company shown on th e certificate. Upon request, Consultant shall supply proof that such person is an authorized representative thereof and is authorized to bind the named underwriter(s) and their company to the coverage, limits and termination provisions shown thereon, Consultant shall promptly deliver to ITS a certificate of insurance, and all required endorsements, with respect to each renewal policy, as necessary to demonstrate the maintenance of the required insurance coverage for the term specified herein. Such certificates and endorsements shall be delivered to ITS prior to the expiration date of any policy and bear a notation evidencing payment of the premium thereof if so requested. Consultant shall immediately pay any deductibles and self -insured retentions under all required insurance policies upon the submission of any claim by Consultant or City as an additional insured.

1.1 Insurance Requirements

Commercial General Liability Insurance

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218

17 ☒ Business Automobile Liability Insurance

☒ Workers' Compensation Insurance

Consultant shall submit written proof that Consultant is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code.

☒ Professional Liability Insurance

1.2 Self-I
nsured Retention

Any self-insured retentions in excess of $100,000 must be declared on the Certificate of insurance or other documentation provided to City and must be approved by the City Risk Manager.

1.3 Claims-Ma de Basis Coverage

2. City as Additional Insured

3. Insurance terms and conditions:

3.1 Cancellation of Insurance

The above stated insurance coverages required to be maintained by consultant shall be maintained until the completion of all of Consultant's obligations under this Agreement except as otherwise

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219

3.2 All insurance shall be issued by a company or companies admitted to do business in California and listed in the current "Best's Key Rating Guide" publication with a minimum rating of A-; VII Any exception to these requirements must be approved by the City Risk Manager.

3.3 If Consultant is, or becomes during the term of this Agreement, self -insured or a member of a self-insurance pool, Consultant shall provide coverage equivalent to the insurance coverages and endorsements required above. The City will not accept such coverage unless the City determines, in its sole discretion and by written acceptance, that the coverage proposed to be provided by Consultant is equivalent to the above-required coverages.

3.4 For any claims related to the Agreement, the Consultant’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.

3.5 Insurance coverages in the minimum amounts set forth herein shall not be construed to relieve Consultant for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the City from taking such other actions as are available to it under any other provision of this Agreement or otherwise in law.

3.6 Failure by Consultant to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Consultant. City, at its sole option, may terminate this Agreement and obtain damages from Consultant resulting from said breach.

3.7 Should any of the required insurance (other than errors and omissions insurance) be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defenses costs be included in such general aggregate limit, such general annual aggregate limit shall be double the occurrence or claims limit specified above.

3.8 City may (but is under no obligation to) secure project -specific insurance, wrap- up insurance, or administer an owner-controlled insurance program ("OCIP"), in which case Consultant and its subconsultants shall communicate this fact to their insurance carriers and request that the risk of this project be excluded from their practice policies. Consultant's fees under this Agreement (and the fee of its subconsultants under subconsultant agreements) shall be reduced by the amount of insurance premiums that may be avoided by consultant and its subconsultants by virtue of the City's obtaining the project -specific insurance, wrap- up insurance or administering an OCIP, and the exclusion of this project from coverage of Consultant's and subconsultants policies. Construction Manager and its subconsultants shall afford City access to their books and records and cooperate with City in verifying the amount of savings realized.

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19 ATTACHED

1. Insurance Coverage Form

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20 EXHIBIT D
This INSURANCE COVERAGE FORM modifies, or documents insurance provided under the following:

Named Insured: Effective Work Date(s):

Description of Work/Locations/Vehicles:

MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}

Other:

Certificates of Insurance Required (no endorsement needed) (Check all that apply) Insurer Policy No.

Workers Compensation : work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.

Professional Liability:

PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.

SEVERABILITY OF INTEREST: The
insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.

PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: An y failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.

Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.

GNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER

SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required)

ORGANIZATION: TITLE:

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D

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21 EXHIBIT E
COVID-19 AMENDMENT/ATTACHMENT
(Consulting Agreement Form)

This COVID-19 Amendment/Attachment amends the Agreement between the City of Foster City hereinafter called "CITY” and Dudek (“Consultant”) dated 19 day of September, 2023.

1. Definitions
A. The 2019 novel coronavirus and the disease it causes are collectively referred to herein as “COVID-19”.

3. Compliance with COVID-19 Proclamations.

B. Consultant is responsible to ensure that its subconsultants and suppliers comply with COVID- 19 Proclamations at all times in connection with the performance of their Services.

4. Delay. The Consultant is entitled to a reasonable time extension for an Unknown COVID-19 Condition. Such time extension is non-compensable.

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22 time extension for a City Directed Suspension, and the contract amount will be equitably adjusted if and to the extent Consultant incurs increased costs that are Unknown COVID-19 Costs.

9. Conflicts. In the event of an inconsistency between this COVID-19 Amendment and the Agreement, this Addendum shall control.

IN WITNESS WHEREOF, the City and Consultant have executed this Covid-19 Amendment as of the date set forth above.

CONSULTANT: CITY:

________________________ ____________________________
Signature Signature

________________________ ______________________________ Joseph Monaco, CEO Jon Froomin, Mayor

END OF EXHIBIT E

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1 MASTER PROFESSIONAL SERVICES AGREEMENT
FOR

ON-CALL ENVIRONMENTAL REVIEW AND CONSULTING SERVICES

This Agreement is made and entered into as of the 19 day of September, 2023 by and between the City of Foster City hereinafter called " CITY" and PlaceWorks hereinafter called "CONSULTANT".

RECI
TALS

This Agreement is entered into with reference to the following facts and circumstances:

WHEREAS, CITY desires to retain CONSULTANT to provide professional environmental review and consulting services on development applications and long-range projects and related services;

WHEREAS, It is anticipated that, as a need arises for CONSULTANT to provide services, CITY will issue Task Orders to CONSULTANT (in a form substantially similar to that set forth in Exhibit “A,” attached hereto and incorporated by reference which more particularly describes the scope of services to be performed);

WHEREAS, That CONSULTANT is specially trained, experienced and competent to perform and has agreed to provide such services;

NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:

TERMS AND CONDITIONS

1. Services. The services to be performed by CONSULTANT und er this Agreement shall include those services set forth in each Task Order and Exhibit “B,” Scope of Services, which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.

Per
formance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONSULTANT under this Agreement, subject to any changes that may be made subsequently hereto, for changes in the Scope of Services or otherwise, upon the mutual written agreement of the said parties.

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2 Where in conflict, the terms of this Agreement supersede and prevail over any terms set forth in Exhibit B and in each Task Order.

Not
withstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total

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Foster City City CouncilSeptember 18, 2023

Foster City City Council
September 18, 2023