Foster City City Council
October 19, 2026

CITY OF FOSTER CITY/

ESTERO MUNICIPAL IMPROVEMENT DISTRICT

FOSTER CITY COUNCIL CHAMBERS
620 FOSTER CITY BOULEVARD

FOSTER CITY, CALIFORNIA
AGENDA
Monday, October 19, 2026 06:30 PM

REGULAR MEETING AS CITY COUNCIL/EMID BOARD OF DIRECTORS

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/82592136594.

PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND VIA ZOOM MEETING.

To Attend the Meeting in Person:

Locations: 620 Foster City Boulevard, Foster City, California, 94404 To Provide Public Comment in Person:

The public should 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://fostercity-org.zoom.us/j/82592136594. To dial-in via phone: 1-669-444-9171 or 1-408-638-0968 and enter Webinar ID: 825 9213 6594 To Provide Public Comment via Teleconference/Video Conference:

During the Meeting: Live verbal public comments may be made by 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. Please clearly state your full name for the record at the start of your public comment.

Written Public Comment Before the Meeting: Public comments may be submitted in advance at least two hours before the start time on 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. Public comment emails should clearly indicate the Agenda Item No. or specify “Public” in the Subject Line for items not on the agenda and include the submitter’s full name (Recommended but not required).

Written public comments received at least two hours before the start time on the day of the meeting will be provided in their entirety to the City Council prior to the meeting and will be posted to the City’s website for viewing prior to the meeting.

CALL TO ORDER

PLEDGE OF ALLEGIANCE

ROLL CALL
Councilmembers/ex officio EMID Directors Stacy Jimenez, Suzy Niederhofer, Patrick Sullivan, Phoebe Venkat, and Mayor/President Art Kiesel

SPECIAL PRESENTATIONS
Recognition of Winners of the "I Voted" Sticker Design
Contest
Presentation from San Mateo County Libraries on Fiscal Year 2025-2026 Annual Report
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.

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.

City/EMID Regular Meeting Minutes of October 5, 2026 Page 6 San Mateo County Transportation Authority Cycle 8 Measure Page 12

1. 2.

3. 4.

4.1 4.2

5. 6.

6.1 6.2

A and W Pedestrian and Bicycle Program - Support of Grant Application for the Funding of the Planning Phase of the Bicycle and Pedestrian Improvements Project (CIP 301-732) ADOPT - A Resolution of the City Council of the City of Foster City Supporting the Submittal of an Application to the San Mateo County Transportation Authority Cycle 8 Pedestrian and Bicycle Program for the Funding of the Planning Phase of the Bicycle and Pedestrian Improvements Project (CIP 301-732) Task Order with Verde Design, Inc. For Design Services for the Catamaran and Sea Cloud S3 Resurfacing Project (CIP 301- 730) in the Amount of $113,150, and Establishment of a Design Contingency of $11,315

ADOPT - A Resolution of the City Council of the City of Foster City Authorizing the Mayor to Execute a Task Order with Verde Design, Inc. For Design Services for the Catamaran and Sea Cloud S3 Resurfacing Project (CIP 301-730) in the Amount of $113,150 and a 10% Design Contingency of $11,315 and Finding the Project Exempt from Review Under the California Environmental Quality Act (CEQA) Pursuant to CEQA Guidelines Section 15301
Award of Master Service Agreements with the Selected Seven (7) Contractors for On-Call Public Works Maintenance and Urgent/Emergency Response Services

ADOPT - A Resolution of the City Council of the City of Foster City Authorizing the Mayor to Execute Master Service Agreements for On-Call Public Works Maintenance and Urgent/Emergency Response Services; With Seven (7) Contractors (ACCO Engineered Systems, Covenant Technical Solutions, Golden Bay Construction, Reactic LLC, Santamaria Concrete, SDM Construction, and Telstar Instruments) and Finding the Action Exempt from Review Under the California Environmental Quality Act (CEQA) Pursuant to CEQA Guidelines Sections 15061(B)(3), 15301 (Class 1-Existing Facilities), 15302 (Class 2- (Replacement or Reconstruction) and 15269(B)(Emergency Repair) ADOPT -  A Resolution of the Board of Directors of the Estero Municipal Improvement District Authorizing the District President to Execute Master Service Agreements for On-Call Public Works Maintenance and Urgent/Emergency Response Services; With Seven (7) Contractors (ACCO Engineered Systems, Covenant Technical Solutions, Golden Bay Construction, Reactic LLC, Santamaria Concrete, SDM Construction, and Telstar Instruments) and Finding the Action Exempt from Review Under the California Environmental Quality Act (CEQA) Pursuant to CEQA Guidelines Sections 15061(B)(3), 15301 (Class 1-Existing Facilities), 15302 (Class 2-(Replacement or Reconstruction) and

6.3 6.4

15269(B)(Emergency Repair)

RESOLUTIONS FOR ADOPTION
Task Order with Verde Design, Inc. For On-Call Professional Engineering Services for the Installation of Lights at Boothbay Park Project (CIP 301-713) in the Amount of $65,500 and a Design Contingency of $8,000

ADOPT - A Resolution of the City Council of the City of Foster City Authorizing the Mayor to Execute a Task Order with Verde Design, Inc. For On-Call Professional Engineering Services for the Installation of Lights at Boothbay Park Project (CIP 301-713) in the Amount of $65,500 and a Design Contingency of $8,000; And Finding the Approval Exempt from the California Environmental Quality Act (CEQA) Pursuant to CEQA Guidelines §15301- Existing Facilities

COMMUNICATIONS
City/District Warrants ACH were processed on October 5, 2026, and Warrants of Demands were Processed and Issued on September 30, 2026

Information Item Only - No Action Required

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.

CLOSED SESSION
Conference With Legal Counsel—Existing Litigation
(Paragraph (1) of Subdivision (D) of Section 54956.9)
Stephen Perkins, Workers’ Compensation Appeals Board Case Nos. ADJ18095196, ADJ22345518
Report Out from Closed Session

ADJOURNMENT
The public is invited to attend.

Any attendee wishing a reasonable accommodation at the meeting based on disability should contact the City Clerk’s Department at (650) 286-3250 or [email protected] at least 72 hours in advance of the meeting to ensure availability; requests made with less notice will still be considered, and the City will provide

7. 7.1

8. 8.1

9. 10.

10.1 10.2

11.

the requested accommodation or an effective alternative when feasible. 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.

For City Council meetings, members of the public who wish to provide or receive language interpretation during the meeting using their own interpreter, another member of the public, or commercially available interpretation services may request reasonable assistance from the City Clerk Department at (650) 286-3250 or [email protected] at least 72 hours in advance of the meeting. Reasonable assistance may include arranging space for an interpreter, allowing additional time for interpretation, or helping participants use personal equipment or reasonably access available facilities for interpretation services, provided the interpretation does not disrupt the meeting.

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 live and on-demand:
https://www.fostercity.org/agendasandminutes; https://www.youtube.com/@CityofFosterCity https://www.fostercity.org/fctv (live only)
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) and Saturday at 5:00 pm (only on Saturday the week the actual meeting occurs)

CITY OF FOSTER CITY/

ESTERO MUNICIPAL IMPROVEMENT DISTRICT
REGULAR MEETING OF OCTOBER 5, 2026

MINUTES

CALL TO ORDER OF CITY COUNCIL/EMID BOARD OF DIRECTORS
The Regular Meeting of October 5, 2026 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. in the Council Chambers, 620 Foster City Boulevard, Foster City, San Mateo County, California, by Mayor/President Art Kiesel.

Vice Mayor/Vice President Niederhofer teleconferenced from Lucemburska Street 46, Prague, Czech Republic, 130 00.

This meeting was held as a hybrid meeting.

ROLL CALL
The Communications Director/City Clerk/District Secretary called the roll:

PRESENT: Councilmembers/ex officio EMID Directors Stacy Jimenez, Suzy Niederhofer, Patrick Sullivan, Phoebe Venkat, and Mayor/President Art Kiesel.

ABSENT: None.

STAFF PRESENT: Stefan Chatwin, City/District Manager; Benjamin Stock, City Attorney/District Legal Counsel; Marlene Subhashini, Assistant City/District Manager; Sofia Mangalam, Deputy City Manager; ThaiChau Le, Interim Community Development Director; Nate Cruz, Finance Director; Andrew Brozyna, Public Works Director; Eric Mackintosh, Deputy Fire Chief; Cory Call, Police Chief; Mark Lee, Police Captain; Nori Jabba, Housing and Sustainability Manager; Zaheed Danish, Public Works Maintenance Manager; Laura Galli, Engineering Manager; Francine Magno, Senior Civil Engineer; Yelena Cappello, Principal Management Analyst; Rob Lasky, IT Manager; Alexis Garcia-Dawson, Deputy City Clerk; Shuli Chen, Video Technician; and Priscilla Schaus, Communications
Director/City Clerk/District Secretary.

Item 6.1

SPECIAL PRESENTATIONS
PROCLAMATION RECOGNIZING OCTOBER 2026 AS DOMESTIC VIOLENCE AWARENESS MONTH.

Councilmember Venkat presented the Proclamation Recognizing October 2026 as Domestic Violence Awareness Month to Amy Moy, Community Overcoming Relationship Abuse (CORA) board member.

PROCLAMATION PROCLAIMING OCTOBER 8, 2026 AS AGEUP DAY.

This item was removed from the agenda to be rescheduled at a later date.

PROCLAMATION DECLARING THE WEEK OF OCTOBER 4-10, 2026 AS "FIRE PREVENTION WEEK"
Councilmember Jimenez presented the Proclamation Declaring the Week of October 4- 10, 2026 as “Fire Prevention Week” to Eric Mackintosh, San Mateo Consolidated Fire Deputy Fire Chief.

FLOCK QUARTERLY REPORT.

Trevor Chandler, Senior Director of Public Affairs of Flock Safety, presented the report.

The following people addressed the City Council in person:

1. Michael Crocker; and

2. Jim Lawrence.

Pablo addressed the City Council via teleconference.

REPORT
RESPONSE TO THE SAN MATEO COUNTY CIVIL GRAND JURY REPORT “IS OUR FLOCK OF ALPR CAMERAS PROPERLY TENDED?”. MINUTE ORDER NO. 2094.

TAKEN OUT OF AGENDA ORDER.

Without objection from the City Council, Mayor Kiesel took this item out of agenda order at the request of staff.

Police Chief Call and Police Captain Lee presented the staff report.

Michael Crocker addressed the City Council in person.

Beth Von Emster addressed the City Council via teleconference.

Discussion ensued.

Item 6.1

Motion by Councilmember Jimenez, seconded by Councilmember Venkat, and carried unanimously by roll call vote, 5-0-0, adopting Minute Order No. 2094, receiving and accepting the report, and approving the City’s response to the San Mateo County Civil Grand Jury Report, “Is Our Flock of ALPR Cameras Properly Tended?,” filed on August 3, 2026 and authorizing its submission to the San Mateo County Civil Grand Jury by the requested date of November 2, 2026.

PUBLIC
Autumn Forest Henniger submitted a written public comment in person, regarding concerns of government surveillance.

The following people addressed the City Council via email:

1. Ivan Santana, regarding the Foster City Farmers’ Market; and

2. Jose Ornelas Trading Inc., regarding a new order inquiry.

The following people addressed the City Council in person:

1. Michael Crocker, regarding road safety; and

2. A member of the public, regarding road safety and biking on the bay trail.

CONSENT CALENDAR
Motion by Councilmember/Director Sullivan, seconded by Councilmember/Director Jiminez, and carried unanimously by roll call vote, 5-0-0, approving the following items on the City/District Consent Calendar:

City/EMID Consent Calendar

1. City/EMID Regular Meeting Minutes of September 21, 2026.

ITEM REMOVED FROM CONSENT CALENDAR

NOTICE OF FUNDING AVAILABILITY (NOFA) FOR AFFORDABLE HOUSING DEVELOPMENT AND APPROPRIATION OF $5,850,000 FROM THE COMMERCIAL LINKAGE FEE FUND (FUND 137) TO ACCOUNT NO. 137-0847-419-42-51. CITY RESOLUTION NO. 2026-101.

Without objection from the City Council, Mayor Kiesel removed this item from the Consent Calendar at the request of Councilmember Sullivan.

Discussion ensued.

Yiming Luo addressed the City Council via teleconference.

Item 6.1

Motion by Councilmember Jimenez, seconded by Councilmember Sullivan, and carried unanimously by roll call vote, 5-0-0, adopting City Resolution No. 2026-101, “A Resolution of the City Council of the City of Foster City Authorizing then Issuance of a 2026-2027 Notice of Funding Availability (NOFA) for Affordable MultiFamily Rental Development; Approving an Appropriation of $5,850,000 From then Commercial Linkage Fee Fund (Fund 137) to Account No. 137-0847-419-42-51; Authorizing the City Manager or Their Designee to Make Amendments to the NOFA Guidelines; And Finding the Request Exempt From the California Environmental Quality Act (CEQA) Pursuant to CEQA Guideline Section 15061(b)(3).”

PUBLIC HEARINGS
FOSTER CITY BICYCLE AND PEDESTRIAN MASTER PLAN. CITY RESOLUTION NO. 2026-102.

Public Works Director Brozyna and Senior Civil Engineer Magno introduced Angelica Rocha, representing Fehr & Peers, who presented the report.

The following people addressed the City Council via email:

1. Sumit Mahajan; and

2. Yiming Luo.

Michael Crocker addressed the City Council in person.

The following people addressed the City Council via teleconference:

1. Yiming Luo;

2. Pablo: and

3. Mike Swire.

Discussion ensued.

Motion by Vice Mayor Niederhofer, seconded by Councilmember Jimenez, and carried unanimously by roll call vote, 5-0-0, adopting City Resolution No. 2026-102, “A Resolution of the City Council of the City of Foster City Approving and Adopting the Foster City Bicycle and Pedestrian Master Plan; Finding the Plan Exempt from Review under the California Environmental Quality Act (CEQA) Pursuant to Public Resources Code Section 21080.20 and CEQA Guidelines Section 15306; And Approval of Certain Traffic Studies and Planning Study Tasks Identified in the Bicycle and Pedestrian Master Plan for Project Implementation.”

REPORTS
ASSEMBLY BILL 1572 PROHIBITING THE USE OF POTABLE WATER TO IRRIGATE NONFUNCTIONAL TURF. NO ACTION TAKEN.

Item 6.1

Public Works Director Brozyna and Principal Management Analyst Cappello presented the staff report.

Discussion ensued.

There was no action taken.
2026-2027 WINTER STORM PREPAREDNESS. NO ACTION TAKEN.

Public Works Director Brozyna presented the staff report.

Evan Adams addressed the City Council via teleconference.

Discussion ensued.

There was no action taken.

RESOLUTION FOR ADOPTION
IMPLEMENTATION OF HOUSING ELEMENT PROGRAMS – SUPPORTIVE HOUSING AND REHABILITATION OF ONE OF THE CITY’S EXISTING UNIT PURCHASE PROGRAM (EUPP). CITY RESOLUTION NO. 2026-103. CITY RESOLUTION NO. 2026- 104.

Housing and Sustainability Manager Jabba presented the staff report.

Discussion ensued.

Councilmember Sullivan recused himself from this item due to a conflict of interest based on common law bias since he is involved in a lawsuit with Generation Builders.

Motion by Councilmember Venkat, seconded by Councilmember Jimenez, and carried by roll call vote, 4-0-0, adopting City Resolution No. 2026-103, “A Resolution of the City Council of the City of Foster City Authorizing the Mayor to Execute an Agreement With Housing Choices for Five (5) Years to Administer the Supportive/Special Needs Housing Program (Supportive Housing) for the City’s Existing Unit Purchase Program (EUPP) Unit Located at 398 Chesapeake Avenue (Unit), in an Amount Not to Exceed $45,000 ($9,000 per Year); B) Approve Supplemental Appropriations From Various Funds for the Agreement and Payment of Utilities for Fiscal Year (FY) 2026-2027 and 2027-2028, and C) and Find the Actions Exempt From the California Environmental Quality Act (CEQA) Pursuant to California Code of Regulations Section 15301 (Class 1-Existing Facilities)” and City Resolution No. 2026-104, “A Resolution of the City Council of the City of Foster City Authorizing the Mayor to Execute an Agreement With Generation Builders for Overseeing and Performing Construction and Rehabilitation Services for the City’s Existing Unit Purchase Program (EUPP) Unit Located at 398 Chesapeake Avenue (Unit), in an Amount Not to Exceed $392,834.10; Approve a Project Contingency in the Amount Item 6.1

of $40,000 With Authority Given to the City Manager for Additional Work Up to the Contingency Amount, if Necessary; Approve a Supplemental Appropriation of $432,834.10 From the Low and Moderate Income Housing (LMIHF) Special Revenue Fund to Account No. 122-0832-463-42-87 for the Agreement and Contingency; And Finds the Actions Exempt From the California Environmental Quality Act (CEQA) Pursuant to CEQA Guidelines Section 15301 (Class 1-Existing Facilities).”

COMMUNICATIONS
CITY/DISTRICT WARRANT OF DEMANDS. NO ACTION TAKEN.

City/District Warrants ACH were processed on September 4, 2026, and Warrants of Demands were Processed and Issued on September 16, 2026.

CITY/DISTRICT MANAGER REPORTS, COUNCIL/BOARD STATEMENTS AND

REQUESTS, AND COUNCIL LIAISON REPORTS
Councilmember/Director Jimenez stated she attended the San Mateo County Express Lanes Joint Power Authority Board meeting on October 2. On October 3, she attended the Fire Ops 101 Emergency Service Day event hosted by San Mateo County Firefighters Local 2400.

Vice Mayor/Vice President Niederhofer stated she attended League of California Cities Annual Conference from September 23-25. She thanked Councilmember/Director Sullivan for attending the Planning Commission meeting on October 1, and Councilmember/Director Venkat for agreeing to attend the SFO Airport/Community Roundtable meeting on October 7, as alternate Council liaisons in her absence.

Councilmember/Director Sullivan stated he attended the League of California Cities Annual Conference from September 23-25.

Councilmember/Director Venkat stated she attended the 50th anniversary celebration event for SamTrans at the Millbrae Transit Center, and the Foster City Village Autumn Moon Festival event on September 26. On October 3, she attended the Fire Ops 101 Emergency Service Day event.

Mayor/President Kiesel stated he attended the League of California Cities Annual Conference from September 23-25.

ADJOURNMENT
Hearing no objection from the City Council/EMID Board, Mayor/President Kiesel adjourned the meeting. Meeting adjourned at 10:30 p.m.

Item 6.1

DATE: October 19, 2026
TO: Mayor and Members of the City Council
VIA: Stefan Chatwin, City/District Manager
Marlene Subhashini, Assistant City/District Manager
FROM: Andrew Brozyna, Public Works Director
Laura Galli, Engineering Manager
Francine Magno, Senior Civil Engineer
DEPARTMENT: Public Works
SUBJECT: San Mateo County Transportation Authority Cycle 8 Measure A and W Pedestrian and Bicycle Program — Support of Grant Application for the Funding of the Planning Phase of the Bicycle and Pedestrian Improvements Project (CIP 301-732)

RECOMMENDATION
It is recommended that the City Council adopt the attached resolution:

1. Directing staff to submit an application to the San Mateo County Transportation Authority (SMCTA) for Measures A and W Pedestrian and Bicycle Program seeking a grant in the amount of $794,000 for the planning phase of the Bicycle and Pedestrian Improvements Project (CIP 301-732); and

2. Committing to the completion of the Project and a contribution of $79,400 in matching funds, if the requested SMCTA funds are awarded;and

3. Certifying that any funds awarded by the SMCTA will be used to supplement existing funds for program activities, and will not replace existing funds or resources; and

4. Authorizing the City Manager, or his designee, to execute a project supplement with the SMCTA to encumber SMCTA Measures A and W Pedestrian and Item 6.2

Bicycle Program funds, and to take any other actions necessary to give effect to this resolution and execute applicable amendments.

EXECUTIVE SUMMARY
Staff is pursuing grant funding via the SMCTA Cycle 8 Measures A and W Pedestrian and Bicycle Program. The program is intended to fund projects that improve bicycling and walking accessibility and safety in San Mateo County. Grant funding in the requested amount of $794,000 will be used to initiate the planning phase of five (5) priority projects identified in the Foster City Bicycle and Pedestrian Master Plan, approved by the City Council on October 5, 2026. The grant application requires an approved governing board resolution supporting the project application, certifying the non-supplantation of funds, and committing the required matching funds. Staff is seeking City Council’s support for the grant application and direction via the attached resolution.

There is adequate budget in the Bicycle and Pedestrian Improvements Project (CIP 301- 732) to meet the local match requirements as part of the grant, should the City be awarded funding. The application is due on October 30, 2026.

BACKGROUND
On February 3, 2025, the City Council adopted City Resolution No. 2025-8 authorizing the City Manager to execute a Primary Grant Agreement with the SMCTA to be eligible to receive future Measure A and Measure W funding.

On August 31, 2026, the SMCTA issued a Call for Projects for the Cycle 8 Measures A and W Pedestrian and Bicycle Program. The goal of the Pedestrian and Bicycle Program is to fund projects that improve bicycling and walking accessibility and safety in San Mateo County, helping to encourage more residents to participate in active transportation.

Bicycle and walking are sustainable forms of transportation that help meet local mobility needs.

On October 5, 2026, the City Council adopted Resolution No. 2026-102 adopting the Foster City Bicycle and Pedestrian Master Plan and provided approval of traffic studies and planning study tasks for three (3) projects identified in the Bicycle and Pedestrian Master Plan.

ANALYSIS
CIP 301-732 kick-starts the first Bicycle and Pedestrian Improvement project following adoption of the Bicycle and Pedestrian Master Plan. The requested funding will be used towards the planning phase of the Bicycle and Pedestrian Improvements Project (CIP 301-732). The proposed scope, as part of the application, includes studies for the following projects approved by City Council on October 5, 2026. The scope includes:

Item 6.2

1. A traffic study for the two Beach Park Boulevard Projects, from Gull Avenue to Foster City Boulevard and from Shell Boulevard to Foster City Boulevard.

2. A planning study for the Gull Avenue and Marlin Class II Bike Boulevard Project

3. A traffic and parking study for the two Edgewater Boulevard Projects, from City limits to E. Hillsdale Avenue and from E. Hillsdale Avenue to Boothbay Avenue The various studies are being performed to evaluate the impacts of the proposed layout for each respective project and will include outreach to the community. The planning phase will result in layout options to be further developed during the design phase. The projected cost to implement the planning scope, and the amount staff is seeking, is $794,000. If funds are awarded, a local match of 10% is required, which equates to $79,400. Although two (2) projects will be fully implemented as part of CIP 301-732, staff is recommending pursuing grant funding to study three (3) additional projects, to increase the City’s opportunities to pursue additional grant funding in the future. Having more information on hand pertaining to the potential layouts for future projects better positions the City for future grant opportunities.

Project applications for the SMCTA Pedestrian and Bicycle Program are due by the end of October 2026.The grant has a number of requirements as part of the submittal including a cover letter, letters of support/community engagement documentation, site photos, an export from the SMCTA Call for Project Webtool, cost estimates, and a resolution from the sponsor agency’s governing board supporting the project application, certifying the non-supplantation of funds, and committing the required matching funds. The resolution, as required by the grant, is included as Attachment 1.

Following Council approval of the attached resolution, staff will complete and submit the application for the SMCTA Pedestrian and Bicycle Program by the due date of October 30, 2026. Board approval by SMCTA is expected by December 2026/January 2027.

CALIFORNIA ENVIRONMENTAL QUALITY ACT
Not Applicable

FISCAL IMPACT
The fiscal impact associated with pursuing the grant is $79,400. This amount reflects the minimum 10% local match requirement for all grant applications, which is based on 10% of the total project cost/grant request of $794,000. Should the City be awarded the full grant request, SMCTA’s share would provide $714,600. The approved FY 2026-27 and FY 2027-28 budget appropriated $325,000 and $1,000,000, respectively to CIP 301-732, which is sufficient to cover the required local match.

Item 6.2

CITY COUNCIL VISION, MISSION, AND VALUE/PRIORITY AREA
Facilities and Infrastructure

ATTACHMENTS
Attachment 1 - Resolution
Item 6.2

RESOLUTION NO. _______

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

SUPPORTING THE SUBMITTAL OF AN APPLICATION TO THE SAN MATEO COUNTY TRANSPORTATION AUTHORITY CYCLE 8 PEDESTRIAN AND BICYCLE

PROGRAM FOR THE FUNDING OF THE PLANNING PHASE OF THE BICYCLE AND PEDESTRIAN IMPROVEMENTS PROJECT (CIP 301-732)

CITY OF FOSTER CITY
WHEREAS, the City of Foster City has identified a need to improve the bicycle and pedestrian network with a particular focus on safety and connectivity; and WHEREAS, CIP 301-732 kick starts the first Bicycle and Pedestrian Improvement Project following the adoption of the Bicycle and Pedestrian Master Plan on October 5, 2026; and
WHEREAS, planning studies for five priority projects identified in the Foster City Bicycle and Pedestrian Master Plan will be initiated as part of CIP 301-732; and WHEREAS, the planning phase will include traffic and planning studies and outreach to evaluate the impacts of each recommended project’s layout and further progress the project towards the design phase; and
WHEREAS, the costs associated with the planning phase of the Project is estimated to be $794,000; and
WHEREAS, the San Mateo County Transportation Authority (SMCTA) issued a Call for Projects for the Cycle 8 Measures A and W Pedestrian and Bicycle Program on August 31, 2026; and
WHEREAS, the City of Foster City is seeking $794,000 in funds for the Project; and
WHEREAS, there are adequate funds in the existing project budget to fulfill the 10% local match requirement; and
WHEREAS, a Primary Grant Agreement between the City and the SMCTA is required and was executed between the City of Foster City and the SMCTA on April 23, 2025; and
Item 6.2

WHEREAS, the SMCTA requires the City of Foster City’s governing board to adopt a resolution:

1. Supporting the submission of an application seeking $794,000 in SMCTA Measures A and W Pedestrian and Bicycle Program funds for the planning phase of the Bicycle and Pedestrian Improvements Project (CIP 301-732); and

2. Committing the City to the completion of the Project, including a commitment of matching funds in the amount of $79,400 needed for implementation; and

3. Certifying that any funds awarded by the SMCTA will be used to supplement existing funds for program activities, and will not replace existing funds or resources; and

4. If funds are awarded, authorizing the City Manager, or his designee, to execute a project supplement with the SMCTA for SMCTA Measures A and W Pedestrian and Bicycle Program funding for the Project, and to take any other actions necessary to give effect to this resolution and execute applicable amendments.

NOW THEREFORE, BE IT RESOLVED that the City Council of the City of Foster City does hereby resolve, find and determine as follows:

1. Directing staff to submit an application to the San Mateo County Transportation Authority for Measures A and W Pedestrian and Bicycle Program funds seeking a grant in the amount of $794,000 for the planning phase of the Bicycle and Pedestrian Improvements Project (CIP 301-732); and

2. Committing to the completion of the Project, including a contribution of $79,400 in matching funds, if the requested SMCTA funds are awarded; and

3. Certifying that any funds awarded by the SMCTA will be used to supplement existing funds for program activities, and will not replace existing funds or resources; and

4. Authorizing the City Manager, or his designee, to execute a project supplement with the San Mateo County Transportation Authority to encumber SMCTA Measures A and W Pedestrian and Bicycle Program funds and to take any other actions necessary to give effect to this resolution and execute applicable amendments.

Item 6.2

PASSED AND ADOPTED as a resolution of the City Council of the City of Foster City at the regular meeting held on the 19th day of October, 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
________________________________

ART KIESEL, MAYOR
ATTEST:
________________________________

PRISCILLA SCHAUS, CITY CLERK
Item 6.2

DATE: October 19, 2026
TO: Mayor and Members of the City Council
VIA: Stefan Chatwin, City Manager
Marlene Subhashini, Assistant City Manager
FROM: Derek Schweigart, Parks and Recreation Director
Frank Fanara, Park Maintenance Manager
DEPARTMENT: Parks and Recreation
SUBJECT: Authorization of a Task Order with Verde Design, Inc. for Design Services for the Catamaran and Sea Cloud S3 Resurfacing Project (CIP 301-730) in the Amount of $113,150, and Establishment of a Design Contingency of $11,315

RECOMMENDATION
It is recommended that the City Council adopt the resolution authorizing:

1. The Mayor to execute a task order with Verde Design, Inc. in the amount of $113,150 for professional engineering services for CIP 301-730, Catamaran and Sea Cloud S3 Resurfacing; and

2. The establishment of a 10% contingency in the amount of $11,315 with authorization given to the City Manager or his designee to execute contract amendments up to the contingency amount for a total authorized amount not to exceed $124,465; and

3. Find the approval of the task order exempt from review under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines 15301 (Class 1-Existing Facilities).

EXECUTIVE SUMMARY
CIP 301-730, Catamaran and Sea Cloud S3 Resurfacing, consists of replacing the existing synthetic turf at Catamaran Park and Sea Cloud Park Field S3. The project will Item 6.3

replace the existing synthetic playing surfaces within the current turf footprints to support continued recreational and athletic use at both parks.

Staff propose utilizing Verde Design, Inc. (“Verde”) to provide professional design, bidding, and construction support services for the project. Verde will evaluate existing field conditions, assist the City in reviewing potential synthetic turf products, develop plans and specifications for the replacement systems, and provide bidding and construction support.

Verde's proposed fee for these services is $113,150. Preliminary construction costs are estimated at approximately $725,000 for Catamaran Park and $800,000 for Sea Cloud Park Field S3, for a combined estimated construction cost of $1,525,000, excluding soft costs. Actual construction costs will be determined by the turf and infill systems ultimately selected by the City.

Existing funding of $1,800,000 is available in the project budget.

BACKGROUND/ANALYSIS
Catamaran Park and Sea Cloud Park provide athletic and recreational opportunities for the Foster City community. Sea Cloud Park serves as one of the City's primary athletic complexes, while Catamaran Park provides additional field capacity for recreational and organized athletic use.

The synthetic turf at Sea Cloud Park Field S3 was last replaced in 2015, while the synthetic turf at Catamaran Park was installed in approximately 2016–2017. Both fields receive biannual maintenance from FieldTurf, the manufacturer of the existing turf systems, to help maintain field performance and extend the service life of the playing surfaces. Despite regular preventative maintenance, both fields have required unplanned repairs more than $10,000 in recent years. With both turf systems having been in service for approximately ten years or more, replacement has been programmed as part of the City's Capital Improvement Program to maintain safe, reliable, and high-quality playing surfaces for the community.

The project will replace the existing synthetic turf surfaces while generally maintaining the existing field configurations and turf footprints. As part of the design process, the existing field base conditions will be evaluated to confirm drainage performance and identify any localized conditions that should be addressed prior to installation of the new turf. The proposed improvements are anticipated to require only minor spot grading of the existing permeable base material and will not require reconstruction or replacement of the existing drainage systems.

Item 6.3

On July 20, 2026, the City Council/EMID Board adopted City Resolution No. 2026-77 and EMID Resolution No. 3861 and approved a Master Services Agreement with Verde Design, Inc. under which the City/District can access on-call civil engineering services through the issuance of Task Orders. Verde was selected through a competitive process, in accordance with the City's purchasing policy.

The Catamaran and Sea Cloud S3 Resurfacing Project is consistent with the recently adopted Foster City Parks Master Plan, which provides a long-term framework for reinvestment in the City's existing parks and recreational facilities. The Master Plan identifies Sea Cloud Park as the City's primary sports park and recommends continued investment in upgraded sports fields, while also recognizing Catamaran Park's synthetic turf soccer field as a heavily used recreational amenity. Replacement of the aging synthetic turf at both locations supports the Master Plan's broader objective of maintaining and improving existing recreational facilities to meet current and future community needs.

Staff proposes utilizing Verde Design, Inc. to prepare the plans, specifications, and construction documents necessary to replace the synthetic turf at Catamaran Park and Sea Cloud Park Field S3. The City has worked with Verde on numerous park and athletic facility projects, including previous synthetic turf replacement projects at Edgewater Park and Sea Cloud Park Field S4. Verde's familiarity with the City's athletic facilities, operational needs, expectations for athletic field performance, and experience with previous synthetic turf projects provides continuity as the City moves forward with the replacement of the Catamaran Park and Sea Cloud Park Field S3 surfaces.

The first phase of work will include project startup, site assessment, validation of existing conditions, and development of existing-condition base plans. Staff will also coordinate with a turf contractor to open portions of the existing turf, as appropriate, allowing Verde to evaluate the existing field base and drainage characteristics prior to completion of the design.

During design, Verde will work with staff to review potential synthetic turf and infill products and develop specifications appropriate for the City's intended field uses.

Product selection will consider factors including durability, playability, maintenance requirements, field performance, safety, environmental sustainability, and long-term operational needs.

Verde will prepare construction documents at approximately 50%, 90%, and 100% design. The documents will include existing conditions, demolition and material plans, construction details, technical specifications, erosion and sedimentation controls, and estimates of probable construction costs.

Item 6.3

Following completion of design, Verde will provide bidding support, including participation in the pre-bid conference, responses to bidder questions, assistance with addenda, and review of submitted bids. Construction support will include participation in the pre-construction meeting, project meetings and site visits, review of submittals, requests for information (RFI’s) and change order requests, preparation of punch lists, review of turf warranty and maintenance documentation, and a post-construction field inspection.

CALIFORNIA ENVIRONMENTAL QUALITY ACT
The approval of the task order with Verde Design, Inc.is exempt from 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, California Code of Regulations section 15301 (Class 1-Existing Facilities) which covers the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing facilities when there is negligible or no expansion of the existing or former use. This project to replace the synthetic turf at Catamaran Park and Sea Cloud Park Field S3 will involve negligible or no expansion of existing use.

FISCAL IMPACT
The total fiscal impact of the proposed resolution is $124,465, including a $113,150 task order with Verde Design, Inc. for professional design, bid support, and construction support services and a 10% design contingency of $11,315.

Funding for these services is available in CIP 301-730, Catamaran and Sea Cloud S3 Resurfacing, which has an available project budget of $1,800,000.

Verde Design has provided preliminary construction estimates of approximately $725,000 for Catamaran Park and $800,000 for Sea Cloud Park Field S3, for a combined estimated construction cost of $1,525,000, excluding soft costs. These estimates are preliminary and will be refined during design based on field conditions and the turf and infill systems selected by the City. Staff will return to the City Council for authorization of the construction contract following completion of design and the competitive bidding process.

CITY COUNCIL VISION, MISSION, AND VALUE/PRIORITY AREA
Facilities and Infrastructure
Item 6.3

ATTACHMENTS
Attachment 1 – Resolution
Attachment 2 – Task Order
Attachment 3 – Verde Proposal
Item 6.3

RESOLUTION NO.____________

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

AUTHORIZING THE MAYOR TO EXECUTE A TASK ORDER WITH VERDE DESIGN, INC. FOR DESIGN SERVICES FOR THE CATAMARAN AND SEA CLOUD S3 RESURFACING PROJECT (CIP 301-730) IN THE AMOUNT OF $113,150 AND A 10% DESIGN CONTINGENCY OF $11,315 AND FINDING THE PROJECT EXEMPT FROM

REVIEW UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES SECTION 15301

CITY OF FOSTER CITY
WHEREAS, Catamaran Park and Sea Cloud Park provide athletic and recreational opportunities for the Foster City community, with Sea Cloud Park serving as one of the City’s primary athletic complexes and Catamaran Park providing additional field capacity for recreational and organized athletic use; and
WHEREAS, CIP 301-730, Catamaran and Sea Cloud S3 Resurfacing, consists of replacing the existing synthetic turf at Catamaran Park and Sea Cloud Park Field S3 within the current turf footprints to support continued recreational and athletic use; and WHEREAS, on July 20, 2026, the City Council/EMID Board adopted City Resolution No. 2026-77 and EMID Resolution No. 3861 and approved a Master Services Agreement with Verde Design, Inc. under which the City/District can access on-call civil engineering services through the issuance of Task Orders; and WHEREAS, Verde Design, Inc. will provide design, bidding, and construction support services, including evaluation of existing field conditions, review of potential synthetic turf products, preparation of plans and specifications, bidding assistance, and construction support; and
WHEREAS, funding is available in CIP 301-730, Catamaran and Sea Cloud S3 Resurfacing, to fund the proposed professional services and design contingency.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Foster City does hereby authorize:

1. The Mayor to execute a Task Order with Verde Design, Inc. in the amount of $113,150 for design services for CIP 301-730, Catamaran and Sea Cloud S3 Resurfacing, in a form substantially similar to what was presented to Council, with minor, non-substantive revisions that may be approved by the City Manager Mayor and the City Attorney, and to execute any other necessary documents to effectuate the terms of the Task Order; and
Item 6.3

2. The establishment of a 10% design contingency in the amount of $11,315, with authorization given to the City Manager or his designee to execute contract amendments up to the contingency amount, for a total authorized amount not to exceed $124,465; and

3. Finding the project to be categorically exempt from review under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines section 15301 (Class 1-Existing Facilities).

PASSED AND ADOPTED as a resolution of the City Council of the City of Foster City at the regular meeting held on the 19th day of October 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ART KIESEL, MAYOR

ATTEST:

PRISCILLA SCHAUS, CITY CLERK
Item 6.3

TASK ORDER NO. VRD-2026-02

TO MASTER ARCHITECTURE AND ENGINEERING SERVICES AGREEMENT This Task Order No. VRD-2026-02 ("Task Order") is made and entered into by and between the City of Foster City/Estero Municipal Improvement District (“City/District”) and Verde Design Inc. ("Consultant").

RECITAL
A. City and Consultant entered into an agreement entitled Design Services for the Catamaran and Sea Cloud S3 Resurfacing Project (CIP 301-730) dated August 5, 2024 ("Agreement"), by which the Consultant agreed to perform Design Services for the Catamaran and Sea Cloud S3 Resurfacing Project (CIP 301-730) 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 TASK 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 $113,150 (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: Art Kiesel By: Devin Conway
Title: Mayor/President if > $50,000 Title: Principal
Date: _________________________ Date: _____________________

Item 6.3

EXHIBIT B
[See Attached Proposal Dated September 11, 2026]
Item 6.3

SERVICES TO BE PROVIDED

SCOPE OF SERVICES
Verde Design proposes the following scope of services for the Catamaran Park and Sea Cloud Park S3 Synthetic Turf Field Replacement Project:

A. Project Start-Up / Site Assessment – Estimated Duration: 3–4 Weeks

1. Attend one kick-off meeting with the City to discuss project sites, project bidding, overall budget, timeline, and parameters. Meeting agenda and minutes will be provided.

2. Walk project sites and validate existing conditions.

3. Set up CAD files for the project.

4. Utilizing digital CAD files and as-built drawings, develop an existing conditions base for the intended improvements.

5. If the City engages a turf company to open up the turf, Verde Design will test the field bases to evaluate drainage characteristics.

B. Initial Design – Estimated Duration: 4–5 Weeks

1. Attend an in-person meeting with the City to review turf products.

2. Develop an initial drawing set consisting of an approximately 50% Construction Document (CD) submittal package. The digital submittal will include a single package containing the following:
a. Cover sheet
b. Existing conditions plan
c. Erosion/Sedimentation Control Plan
d. Demolition Plan
e. Layout/Material Plan
f. Construction details
g. Draft Technical Specifications
h. Statement of Probable Construction Costs

3. Attend one virtual page-turn meeting with the City to review the submittal and receive comments.

C. Final Design – Estimated Duration: 3–4 Weeks

1. Incorporate comments received from the City’s review of the 50% design submittal.

2. Develop a 90% Plans, Specifications & Estimate (PS&E) submittal package, including markups of City front-end documents and preparation of bid descriptions and bid quantities for the bid form.

Item 6.3

3. Complete an internal Redline/QC review by Verde Design staff.

4. Provide the 90% submittal package digitally to the City for review and final comment.

5. Attend one virtual review meeting with City staff to present and review the 90% package, receive final comments, and confirm the bidding strategy.

6. Incorporate comments received from the City on the 90% submittal.

7. Prepare the 100% submittal, including complete construction documents, specifications, and cost estimate.

8. Complete a final internal Redline/QC review by Verde Design staff.

9. Provide an electronic copy of the drawings in AutoCAD and PDF format, specifications in Microsoft Word and PDF format, and the cost estimate in Excel and PDF format.

D. Bid Support and Construction Services

1. Contact potential bidders regarding the bid package.

2. Attend one Pre-Bid Conference, respond to questions from prospective bidders, and assist with issuing addenda as directed by the City.

3. Review bids and provide evaluation as appropriate.

4. Attend a virtual Pre-Construction Meeting.

5. Conduct two virtual project meetings and five in-person site visits during construction at appropriate stages.

6. Review shop drawing submittals, Change Order Requests (CORs), Requests for Information (RFIs), and provide written recommendations to the City.

7. Upon substantial completion of the project, walk the project site and generate a punch list identifying deficiencies.

8. Complete one final walkthrough for each turf installation and generate a final punch list, if necessary. Any subsequent punch walks will be billed on an additional time-andmaterials basis.

9. Review all turf company warranty and maintenance and operations (M&O) documentation for the turf product.

10. Walk the fields approximately nine months after project completion to confirm that the fields are meeting the intended performance characteristics.

END OF EXHIBIT B
Item 6.3

September 11, 2026
City of Foster City
Attn: Frank Fanara, Parks Superintendent
Delivered via Electronic Mail
SUBJECT: Foster City Catamaran Park and Sea Cloud Park S3 Turf Fields Replacement Verde Design Project No.: 2620200
Dear Frank:

Verde Design, Inc. is pleased to submit the following proposal to provide bid documents and construction administration services on the above-mentioned project. This proposal shall remain valid for a period of ninety (90) days.

PROJECT UNDERSTANDING:

The City of Foster City (City) is proposing to retain Verde Design for the replacement of the synthetic turf fields at Catamaran Park and Field S3 at Sea Cloud Park. Our scope is limited to the synthetic turf areas and currently not to areas beyond the existing turf footprint at these two field areas. Verde Design does recommend that the City engage with a turf company to open up the turf fields so that the base can be evaluated for drainage performance. Verde Design will also provide prescriptive specifications for field planarity requirements.

Verde Design will work with the City to review potential turf products and to develop turf specifications and bidding documents for the turf replacement. During design, Verde will work with staff to review potential synthetic turf and infill products and develop specifications appropriate for the City's intended field uses. Product selection will consider factors including durability, playability, maintenance requirements, field performance, safety, environmental sustainability, and long-term operational needs. No drainage system improvements are included in the proposal at this time, but we can provide as an additional service if deemed appropriate. We will set up a single set of drawings and specifications for the project.

While each of the two project areas is more than one acre, there is not anticipated to be any land disturbance, as only minor spot grading of the existing permeable rock is planned, and it will not trigger a SMARTS filing for SWPPP. We also do not believe any new C.3 improvements will be required, as the project is essentially a re-carpeting project, and the entire system is pervious. Thus, no biotreatment areas will be included in the project.

Item 6.3

Foster City Catamaran Park and Sea Cloud S3 Turf Field Replacements October 1, 2026

We would anticipate a rough construction budget of roughly $725,000 for Catamaran Park and $800,000 for Sea Cloud S3 (excluding soft costs), which will be largely dictated on the turf and infill type the City desires.

SCOPE OF SERVICES
Verde Design proposes the following detailed scope of work based on the above stated project understanding:

A. Project Start-up / Site Assessment – Estimated Duration: 3-4 weeks

1. Attend one kick-off meeting with City to discuss project sites, project bidding, overall budget, timeline, and parameters. Meeting agenda and minutes to be provided.

2. Walk project sites and validate existing conditions.

3. Set up CAD files for project.

4. Utilizing the digital CAD files and as-built drawings, develop existing conditions base for the intended improvements.

5. If City engages a Turf Company to open up the turf, Verde to test the field bases for evaluating drainage characteristics.

B. Initial Design –Estimated Duration: 4-5 weeks

1. Attend an in-person meeting with the City to review turf products.

2. Develop an initial drawing set which will be an approximate 50% CD submittal package. Digital submittal will include a single package, and include the following items:
a. Cover sheet
b. Existing conditions plan
c. Erosion / Sedimentation control plan
d. Demolition plan
e. Layout/ Material plan
f. Construction details
g. Draft Technical Specifications
h. Statement of Probable Construction Costs

3. Attend one virtual page turn meeting with the City to review the submittal and receive comments.

C. Final Design –Estimated Duration: 3-4 weeks

1. Incorporate 50% design submittal review comments.

2. Develop a 90% PS&E submittal package, including marking up of City front end documents and providing bid descriptions and bid quantities for bid form Item 6.3

Foster City Catamaran Park and Sea Cloud S3 Turf Field Replacements October 1, 2026

3. Complete an internal Redline/QC review by Verde staff.

4. Provide the 90% submittal package to the City digitally for review and final comment.

5. Attend one virtual review meeting with City staff to present and review 90% package, to receive final comments, and confirm bidding strategy.

6. Incorporate comments received from the City on the 90% Submittal.

7. Prepare the 100% Submittal, including complete construction documents, specifications, and cost estimate.

8. Complete Final Internal Redline/QC review by Verde staff.

9. Provide an electronic copy of the drawings in AutoCAD as required and in PDF Format, specifications in MS Word and PDF format, and a cost estimate in Excel and PDF format.

D. Bid Support and Construction Services

1. Contact potential bidders relative to the bid package.

2. Attend one Pre-Bid Conference. Respond to questions from prospective bidders. Assist in issuing addenda as directed by the City.

3. Review bids and provide evaluation as appropriate.

4. Attend a virtual Pre-Construction Meeting.

5. Conduct two (2) virtual project meetings and five (5) in-person site visits during construction at appropriate stages.

6. Review shop drawings submittals, change order requests (COR), requests for information (RFI), and written recommendations to the City.

7. Upon project substantial completion, walk project site and generate punch list for identified deficiencies.

8. Complete one final walkthrough for each turf installation and generate final punch list, if necessary. All subsequent punch walks will be billed on an additional Time-andMaterials basis.

9. Review all Turf Company warranty and M&O documentation for the turf product.

10. Walk fields approximately nine months after project completion to confirm field is meeting intended performance characteristics.

CLIENTSRESPONSIBILITIES
In order to complete the items described in Scope of Services above, we respectfully ask the City to provide the following information.

1. Any specific requests regarding project budget and schedule

2. Specific Field Layout and Marking / Striping requirements for the turf field area.

SPECIAL PROVISIONS
Without attempting to be all-inclusive and for purposes of clarity, the following items are specifically not included in the Scope of Services.

Item 6.3

Foster City Catamaran Park and Sea Cloud S3 Turf Field Replacements October 1, 2026

1. Presentations to public bodies.

2. Engineering (Geotechnical, Mechanical & Structural) or Architecture Services.

3. Construction Management services.

4. Subsurface and utility investigation/validation.

5. Field Gmax, permeability, and planarity testing during construction

6. Existing synthetic turf environmental testing (may be required by specific landfills)

7. Utility relocation design and documentation services

8. Permitting or Coordination with any public agency

9. Environmental review, studies, or CEQA documentation.

10. Meetings other than those listed

11. Field Drainage Design Efforts

12. C.3 and QSD / QSP services

13. Topographic and Utility Surveying Services
Services will be diligently pursued and every reasonable effort will be made to meet the mutually agreed upon schedule. If the completion of the services is delayed at any time in the progress of the work undertaken in this Agreement by conditions beyond the control of the Verde Design; including but not limited to: strikes, lockouts, labor disputes, or the inability of City, utility companies, or jurisdictional agencies to provide required information, processing or direction; the time of completion shall be extended during such period and Verde Design shall be held harmless from any and all claims arising out of such delay.

PROFESSIONAL COMPENSATION
For the above proposed Scope of Services that is based on our project understanding identified above, Verde Design, Inc. respectfully proposes the following fixed fee breakdown. This fee is based on the current hourly rate of the office as defined by our attached current charge rate schedule, as well as the anticipated work effort that will be required to successfully complete this project. The fee will be billed as a percentage complete as broken down by the following phases:

Project Start-up / Site Assessments: $ 19,100
Initial Design: $ 28,300
Final Design: $ 37,850
Bid Support & Construction Services: $ 27,900
Subtotal Fee: $ 113,150
The above fee includes all reasonable reimbursable expenses that are outlined to be included in the project scope and the provided products. Additional requested reimbursables will be entitled to bill reimbursable expenses as noted on the attached Charge Item 6.3

Foster City Catamaran Park and Sea Cloud S3 Turf Field Replacements October 1, 2026

Rate Schedule. Additional services will be charged on a negotiated fixed fee or on a time and material basis. Should the project be delayed beyond the agreed upon project schedule by the City to a level that puts the project on hold, a re-start fee may apply. This fee will be determined at that point based on the amount of downtime and additional work required to bring the project on line.

CHANGE IN SERVICES
City may order changes in scope or character of service, either decreasing or increasing the amount of Consultant's services, and if necessary, changing the character of services. In the event that such changes are ordered, Consultant is entitled to full compensation for all services performed and expenses incurred prior to receipt of notice of change.

In the event that additional services including, but not limited to design, plans, renderings, and presentations not included in the Scope of Services are required; or for changes and revisions requested by the City after work has been performed, they will be performed on an hourly charge rate basis as extra work in accordance with the charge rate schedule in effect at the time the services are performed.

TERMINATIONOF AGREEMENT
In the event the project is terminated or indefinitely suspended in the manner herein provided, Verde Design shall turn over copies of any and all documents completed to that date. Verde Design shall be entitled to compensation up to and including said termination date. Original work shall remain the property of Verde Design.

BILLINGS AND PAYMENT
Invoices will be sent by the 10th of the month for work completed through the 25th of the previous month. Any additional services will be billed separate from contracted services.

Payment is due and payable within 30 days of the statement date.

If this proposal meets with the approval of the City of Foster City, please execute a City agreement to Verde Design, Inc., in accordance with this proposal. Frank, thank you again for the opportunity to continue working with Foster City. We really value our longstanding professional relationship with the City and its staff.

Respectfully Submitted,
Verde Design, Inc.

Item 6.3

Foster City Catamaran Park and Sea Cloud S3 Turf Field Replacements October 1, 2026

Devin Conway, P.E.

Principal
CC: Verde Design Distribution
Attachment: Current Charge Rate Schedule
Item 6.3

Foster City Catamaran Park and Sea Cloud S3 Turf Field Replacements October 1, 2026

Verde Design, Inc.

Charge Rate Schedule
Effective until December 31, 2026
The following chart outlines the current charge rate for professional and office costs.

Reimbursable rates and expenses are shown at the bottom.

Project Rates
Principal $285.00 per hour
Project Manager/Construction Manager
Level Four $270.00 per hour
Level Three $250.00 per hour
Level Two $200.00 per hour
Level One $190.00 per hour
Project Engineer
Level II $210.00 per hour
Level I $195.00 per hour
IT Manager $205.00 per hour
CAD Manager $200.00 per hour
Project Designer $180.00 per hour
Job Captain/Staff Engineer/Construction Administrator $170.00 per hour Draftsperson Level II $165.00 per hour
Draftsperson Level I $160.00 per hour
Project Administrator $105.00 per hour
Intern $90.00 per hour
Reimbursable Rates
Blueprints, Printing and Reproductions Cost plus 10%
Sub Consultant Services Cost plus 10%
Reimbursable Expenses
Blueprints and Reproductions Travel Expenses
Photography Parking and Toll Expenses
Models and Renderings Permit Fees
Postage/Overnight Mail Service Courier Delivery Service Charge Rate Schedule is subject to revisions
Revised 10/2025
Item 6.3

DATE: October 19, 2026
TO: Mayor and Members of the City Council
President and Members of the Estero Municipal Improvement District (EMID) Board of Directors
VIA: Stefan Chatwin, City/District Manager
Marlene Subhashini, Assistant City/District Manager
FROM: Andrew Brozyna, Public Works Director
Zaheed Danish, Public Works Maintenance Manager
DEPARTMENT: Public Works
SUBJECT: Award of Master Service Agreements with the Selected Seven (7) Contractors for On-Call Public Works Maintenance and
Urgent/Emergency Response Services

RECOMMENDATION
It is recommended that the City Council/EMID Board of Directors (City Council) adopt the attached resolutions authorizing:

1. The Mayor/President to execute seven (7) Master Service Agreements with ACCO Engineered Systems, Covenant Technical Solutions, Golden Bay Construction, Reactic LLC, Santamaria Concrete, SDM Construction, and Telstar Instruments, for a three-year term for on-call services with qualified contractors; and

2. Staff to issue task orders for a not-to-exceed amount for urgent/emergency response services as outlined in the City’s procurement policy; and

3. The City/District Manager (City Manager) to extend the agreements for up to two (2) additional years, if desired; and

4. Finding the approval of the Master Service Agreements to be exempt from review under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines 15301 (Class 1, Existing Facilities), 15302(Class 2, Replacement or Reconstruction) and 15269(B)(Emergency Repair).

Item 6.4

EXECUTIVE SUMMARY
The City/District’s infrastructure is now over fifty (50) years old and, although it is well maintained, is requiring increasing age-related maintenance and repairs. City/District staff conduct regular and routine maintenance and repair of these systems in order to ensure that they remain in excellent condition on a daily basis, but there are occasionally needs for outside expert contractors to perform routine, urgent or emergency work that cannot be performed by City/District staff.

Entering into on-call agreements with contractors who are deemed by staff to be qualified through the RFP selection process will establish contractual relationships between the City/District and qualified contractors so that they can respond quickly and efficiently when urgent/emergency work is necessary.

BACKGROUND
The City/District is responsible for managing, operating, and maintaining essential infrastructure systems, including water, wastewater, and stormwater facilities. Much of the City/District’s infrastructure is more than fifty (50) years old. Although these systems are well maintained, their age has resulted in increasing needs for ongoing maintenance, repairs, and specialized services. In 2024, an RFP was issued. Eight (8) contractors were qualified and added to the on call list. With the addition of seven (7), it would expand the list and staff would have a larger pool to select from.

City/District staff perform regular and routine maintenance and repairs to ensure that these systems remain safe, reliable, and operational. However, certain routine, urgent, and emergency needs require specialized expertise, equipment, or additional staffing that may not be available within existing City/District resources. In such instances, the City/District may need to retain qualified outside contractors to provide timely technical assistance and field support. Urgent or emergency services may be required to address infrastructure compromised by significant winter storm events, including those associated with forecasted El Niño conditions. Access to qualified contractors allows the City/District to respond promptly to these conditions and minimize impacts to critical infrastructure and the community.

ANALYSIS
Staff issued an RFP in August 2026 for contractors who are licensed to perform maintenance and repair on the City/District’s water, wastewater, building, streets and stormwater systems, and other facilities on an on-call basis. The RFP was posted on the Foster City website with a due date of September 24, 2026. The process ensures that contractors are solicited through an open and competitive process. The RFP process is used to identify contractors with the necessary background, qualifications and experience to provide services as well as making certain the cost for services is competitive.

Item 6.4

Staff has received eight (8) proposals, one of which withdrew, to establish a pool of qualified contractors through Master Service Agreements (MSAs) to provide maintenance, repair, emergency response, and other services for the City/District’s essential infrastructure and facilities. Potential services may include, but are not limited to, debris management, building restoration, and the procurement or delivery of goods and supplies necessary to address urgent or emergency conditions. The table below summarizes the number of proposals received on the due date of September 24, 2026:

Company Name Service Area
ACCO Engineered Systems Commercial and public infrastructure systems, mechanical maintenance, pipeline repairs,
24/7/365 emergency response
Covenant Technical
Solutions
General engineering and underground utilities
Golden Bay Construction,
Inc.

Underground utilities, concrete, asphalt paving,
seal coat, striping and signage
Reactic Restoration Water, mold, fire mitigation, lead and asbestos mitigation, biohazard cleaning, reconstruction
Santamaria Concrete Inc. Asphalt restoration, concrete restoration and associated excavation, grading and aggregate
base work
SDM Construction General building repairs and maintenance, carpentry, drywall, painting, doors and hardware,
fencing, concrete demolition
Telstar Instruments Instrument, programming, electrical, laborer, chemical, network, controls, mechanical,
plumbing
Establishing MSAs in advance of a specific need or an emergency will provide a streamlined and efficient mechanism for engaging qualified contractors when specialized services are required. Having these agreements in place will better position City/District staff to promptly secure qualified contractor support when needed, particularly during urgent or emergency situations. This approach will facilitate a timely, coordinated, and efficient response while providing the City/District with access to specialized resources and supplemental staffing as necessary to maintain essential infrastructure and services.

Item 6.4

The agreements will establish the contractual framework between the City/District and participating contractors, including scope requirements, contract terms and conditions, insurance requirements, and other applicable administrative and risk-management provisions. A separate Task Order will be established for each project or specific scope of work, consistent with the terms and conditions of the applicable agreement and the City/District’s procurement requirements.

Public works projects exceeding the City/District Manager’s, or their designee’s, signing authority are subject to the City’s applicable competitive bidding requirements.

Depending on the estimated project cost, such projects must comply with the informal bidding procedures set forth in Foster City Municipal Code (FCMC) Section 3.04.190 or the formal bidding procedures set forth in FCMC Section 3.04.200, as well as the applicable provisions of the City’s Purchasing Policy.

In the event of a local emergency declared pursuant to FCMC Chapter 2.40, pertaining to emergency organization and functions, the City Council may, by a four-fifths vote, authorize the repair or replacement of a public facility, undertake any directly related and immediately necessary action required to address the emergency, and procure the equipment, services, and supplies necessary to carry out such actions without complying with the otherwise applicable competitive bidding requirements.

Approving the attached resolution will authorize the Mayor/District President to enter into on-call MSAs with the identified contractors. Once the Master Service Agreement is executed, the City/District Manager or their designee can approve individual Task Orders for various on-call work that may be needed by the City/District up to the City/District Manager, or their designee’s signing authority, which is currently $75,000

CALIFORNIA ENVIRONMENTAL QUALITY ACT
The approval of the on-call Master Service Agreements is exempt from 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, California Code of Regulations section 15301 (Class 1- Existing Facilities) which covers the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing facilities when there is negligible or no expansion of the existing or former use. The approval is exempt under Class 2, Replacement or Reconstruction California Code of Regulation section 15302 as the replacement or reconstruction of structures and facilities for the same purpose and capacity. Finally, the approval of the on-call Master Service Agreements is also exempt pursuant to section California Code of Regulation section 15269 for emergency projects.

FISCAL IMPACT
Item 6.4

The authorization of the attached MSAs would not result in a direct expenditure of City resources. Tasks would be assigned through the Master Service Agreement and funded through existing appropriations to the operating program or capital project for which the services are needed. No additional appropriations are requested at this time.

CITY COUNCIL VISION, MISSION, AND VALUE/PRIORITY AREA
Facilities and Infrastructure

ATTACHMENTS
Attachment 1 – City Resolution
Attachment 2 – EMID Resolution
Attachment 3 – Master Services Agreement-ACCO Engineered Systems Attachment 4 – Master Services Agreement-Covenant Technical Solutions Attachment 5 – Master Services Agreement-Golden Bay Construction Attachment 6 – Master Services Agreement-Reactic LLC
Attachment 7 – Master Services Agreement-Santamaria Concrete Attachment 8 – Master Services Agreement-SDM Construction Attachment 9 – Master Services Agreement-Telstar Instruments Item 6.4

RESOLUTION NO.

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

AUTHORIZING THE MAYOR TO EXECUTE MASTER SERVICE AGREEMENTS FOR

ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY RESPONSE SERVICES; WITH SEVEN (7) CONTRACTORS (ACCO ENGINEERED SYSTEMS,

COVENANT TECHNICAL SOLUTIONS, GOLDEN BAY CONSTRUCTION, REACTIC

LLC, SANTAMARIA CONCRETE, SDM CONSTRUCTION, AND TELSTAR

INSTRUMENTS) AND FINDING THE ACTION EXEMPT FROM REVIEW UNDER THE

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES SECTIONS 15061(B)(3), 15301 (CLASS 1-EXISTING FACILITIES), 15302 (CLASS 2-(REPLACEMENT OR RECONSTRUCTION) AND 15269(B)(EMERGENCY

REPAIR)

CITY OF FOSTER CITY
WHEREAS, the City’s infrastructure is over fifty (50) years old and, although it is well maintained, is requiring increasing age-related maintenance and repair; and WHEREAS, there are periodic needs for outside expert contractors to perform routine, urgent or emergency work that cannot be performed by City staff; and WHEREAS, an RFP was issued in August 2026 for contractors who are licensed to perform maintenance and repair of the City’s water, wastewater, stormwater systems and roadways on an on-call basis will establish contractual relationships between the City and qualified contractors so that they can respond quickly and efficiently when work is necessary; and
WHEREAS, the intent of this RFP was to establish a pool of qualified contractors to provide maintenance and repairs to the City’s essential infrastructure through a Master Service Agreement. When there is an urgent or emergency situation that requires the expertise and staffing of an outside contractor, City staff will identify the qualified contractor and secure their services through a Task Order for each separate project under the City Manager’s signing authority; and
WHEREAS, Task Orders for work in an amount currently less than $75,000 as allowed under the state Public Contracts Code and authorized by City Council, can be authorized by the City Manager or their designee per the City’s Purchasing Policy and Foster City Municipal Code; and
WHEREAS, any public works projects over the City Manager’s signing authority shall be subject to the informal bidding procedures identified in Foster City Municipal Code section 3.04.190 or the formal bidding procedures in 3.04.200, depending on the estimated cost of the project.

Item 6.4

NOW THEREFORE BE IT RESOLVED that the City Council of the City of Foster City does hereby find and approve the following:

1. The approval of the on-call Master Service Agreements is exempt from 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, California Code of Regulations section 15301 (Class 1-Existing Facilities) which covers the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing facilities when there is negligible or no expansion of the existing or former use. The approval is exempt under Class 2, Replacement or Reconstruction California Code of Regulation section 15302 as the replacement or reconstruction of structures and facilities for the same purpose and capacity. Finally, the approval of the on-call Master Service Agreements is also exempt pursuant to section California Code of Regulation section 15269 for emergency projects

2. The Council hereby authorizes the Mayor to execute a three-year Master Services Agreement dated October 19, 2026 in a form substantially similar to the Agreements presented to the Council, with minor amendments which may be approved by the City Attorney, with the following contractors:
a. ACCO Engineered Systems-Commercial and public infrastructure systems, mechanical maintenance, pipeline repairs, 24/7/365 emergency response
b. Covenant Technical Solutions-General engineering and underground utilities
c. Golden Bay Construction-Underground utilities, concrete, asphalt paving, seal coat, striping and signage
d. Reactic LLC-Water-Mold, fire mitigation, lead and asbestos mitigation biohazard cleaning, reconstruction
e. Santamaria Concrete-Asphalt restoration, concrete restoration and associated excavation, grading and aggregate base work
f. SDM Construction-General building repairs and maintenance, carpentry, drywall, painting, doors and hardware, fencing, concrete demolition
g. Telstar Instruments-Instrument, programming, electrical, laborer, chemical, network, controls, mechanical, plumber

3. Staff is hereby authorized to issue task orders for a not-to-exceed amount as outlined in the City’s procurement policy and municipal code; and

4. Authorize the City Manager to extend the agreements for up to two (2) additional years, if desired.

Item 6.4

PASSED AND ADOPTED as a resolution of the City Council of the City of Foster City at the regular meeting held on October 19, 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ART KIESEL, MAYOR
ATTEST:

PRISCILLA SCHAUS, CITY CLERK
Item 6.4

RESOLUTION NO.

A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ESTERO MUNICIPAL

IMPROVEMENT DISTRICT AUTHORIZING THE DISTRICT PRESIDENT TO EXECUTE

MASTER SERVICE AGREEMENTS FOR ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY RESPONSE SERVICES; WITH SEVEN (7)

CONTRACTORS (ACCO ENGINEERED SYSTEMS, COVENANT TECHNICAL

SOLUTIONS, GOLDEN BAY CONSTRUCTION, REACTIC LLC, SANTAMARIA

CONCRETE, SDM CONSTRUCTION, AND TELSTAR INSTRUMENTS) AND FINDING

THE ACTION EXEMPT FROM REVIEW UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES SECTIONS 15061(B)(3), 15301 (CLASS 1-EXISTING FACILITIES), 15302 (CLASS 2-(REPLACEMENT OR RECONSTRUCTION) AND 15269(B)(EMERGENCY REPAIR)

ESTERO MUNICIPAL IMPROVEMENT DISTRICT
WHEREAS, the District’s infrastructure is over fifty (50) years old and, although it is well maintained, is requiring increasing age-related maintenance and repair; and WHEREAS, there are periodic needs for outside expert contractors to perform routine, urgent or emergency work that cannot be performed by District staff; and WHEREAS, an RFP was issued in August 2026 for contractors who are licensed to perform maintenance and repair of the District’s water, wastewater, stormwater systems and roadways on an on-call basis will establish contractual relationships between the District and qualified contractors so that they can respond quickly and efficiently when work is necessary; and
WHEREAS, the intent of this RFP is to establish a pool of qualified contractors to provide maintenance and repairs to the District’s essential infrastructure through a Master Service Agreement. When there is an urgent or emergency situation that requires the expertise and staffing of an outside contractor, District staff will identify the qualified contractor and secure their services through a Task Order for each separate project under the District Manager’s signing authority; and
WHEREAS, Task Orders for work in an amount currently less than $75,000, as allowed under the state Public Contracts Code and authorized by Board of Directors, can be authorized by the District Manager or their designee per the City’s/EMID’s Purchasing Policy and Foster City Municipal/EMID Code; and
WHEREAS, any public works projects over the District Manager’s signing authority shall be subject to the informal bidding procedures identified in Foster City Municipal Code section 3.04.190 or the formal bidding procedures in 3.04.200, depending on the estimated cost of the project.

Item 6.4

NOW THEREFORE BE IT RESOLVED that the Board of Directors of the Estero Municipal Improvement District does hereby find and approve the following:

1. The approval of the on-call Master Service Agreements is exempt from 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, California Code of Regulations section 15301 (Class 1-Existing Facilities) which covers the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing facilities when there is negligible or no expansion of the existing or former use. The approval is exempt under Class 2, Replacement or Reconstruction California Code of Regulation section 15302 as the replacement or reconstruction of structures and facilities for the same purpose and capacity. Finally, the approval of the on-call Master Service Agreements is also exempt pursuant to section California Code of Regulation section 15269 for emergency projects

2. The Board hereby authorizes the President to execute a three-year Master Services Agreement dated October 19, 2026 in a form substantially similar to the Agreements presented to the Board, with minor amendments which may be approved by the City Attorney, with the following contractors:
a. ACCO Engineered Systems-Commercial and public infrastructure systems, mechanical maintenance, pipeline repairs, 24/7/365 emergency response
b. Covenant Technical Solutions-General engineering and underground utilities
c. Golden Bay Construction-Underground utilities, concrete, asphalt paving, seal coat, striping and signage
d. Reactic LLC-Water-Mold, fire mitigation, lead and asbestos mitigation biohazard cleaning, reconstruction
e. Santamaria Concrete-Asphalt restoration, concrete restoration and associated excavation, grading and aggregate base work
f. SDM Construction-General building repairs and maintenance, carpentry, drywall, painting, doors and hardware, fencing, concrete demolition
g. Telstar Instruments-Instrument, programming, electrical, laborer, chemical, network, controls, mechanical, plumber

3. Staff is hereby authorized to issue task orders for a not-to-exceed amount as outlined in the City’s/EMID’s procurement policy and Code; and

4. Authorize the District Manager to extend the agreements for up to two (2) additional years, if desired.

Item 6.4

PASSED AND ADOPTED as a resolution of the Board of Directors of the Estero Municipal Improvement District at the regular meeting held on October 19, 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ART KIESEL, PRESIDENT
ATTEST:

PRISCILLA SCHAUS, DISTRICT SECRETARY
Item 6.4

MASTER SERVICES AGREEMENT
FOR

ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES
This Agreement is made and entered into as of the 19th day of October, 2026 by and between the City of Foster City/Estero Municipal Improvement District hereinafter called "CITY/DISTRICT" and ACCO Engineered Services hereinafter called "CONTRACTOR."

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

WHEREAS, CITY/DISTRICT desires to retain CONTRACTOR to provide on-call repair and maintenance and urgent/emergency response services for CITY/DISTRICT infrastructure;
WHEREAS, it is anticipated that, as a need arises for CONTRACTOR to provide services, CITY/DISTRICT will issue Task Orders to CONTRACTOR (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 CONTRACTOR's documentation of its qualifications, the CITY/DISTRICT finds that CONTRACTOR has demonstrated the requisite qualifications, experience, training, and expertise to perform the requested services.

WHEREAS, that CONTRACTOR 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 CONTRACTOR 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.

Performance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONTRACTOR under this Agreement, subject to any changes that may be made subsequently hereto upon the mutual written agreement of the said parties.

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

Item 6.4

2. 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 CONTRACTOR. Initial contract period shall be from October 19, 2026, through October 18, 2029. The contract may be renewed subsequently in one-year increments as follows: The second contract period will be from October 19, 2029, through October 18, 2030. The third contract period will be from October 19, 2030, through October 18, 2031.

Renewal shall be by mutual consent of CONTRACTOR AND
CITY/DISTRICT as approved by the City Council/District Board.

CONTRACTOR shall not commence Services or work until a Notice to Proceed is issued by CITY/DISTRICT.
(b) Notwithstanding the provisions of (a) above, CITY/DISTRICT may with or without cause, direct CONTRACTOR to suspend, delay or interrupt Services, in whole or in part, for such periods of time as CITY/DISTRICT may determine in its sole discretion.
(c) CITY/DISTRICT may terminate performance of the Services under this Agreement in whole, or from time to time in part, for default, should CONTRACTOR 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/DISTRICT’s written notice to CONTRACTOR demanding such cure, in which case CONTRACTOR shall be liable to CITY/DISTRICT for all loss, cost, expense, damage and liability resulting from such breach and termination.
(d) CITY/DISTRICT may terminate performance of the Services under this Agreement in whole, or from time to time in part, for convenience, whenever CITY/DISTRICT determines that such termination is in CITY/DISTRICT’s best interests, in which case CONTRACTOR 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. CONTRACTOR shall continue its work throughout the course of any dispute, and CONTRACTOR’s failure to continue work during a dispute shall be a material breach of this Agreement.

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

Item 6.4

Notwithstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total amount identified in the Task Order issued to CONTRACTOR by the City/District under this Agreement. The Contractor 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 Contractor’s services are not utilized by the City/District.

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/DISTRICT’s Manager (for contracts less than $75,000 or the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) or CITY/DISTRICT Board (for contracts higher than the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) 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 payable upon completion of the work under each Task Order by CONTRACTOR to CITY/DISTRICT, which billing shall include an itemized statement, briefly describing by task and labor category or cost/expense items billed. Final payment will be made when all Services required under this Agreement have been completed to the reasonable satisfaction of CITY/DISTRICT including, without limitation, CONTRACTOR's transmittal of all deliverables to CITY/DISTRICT required by EXHIBIT B and each Task Order.

CITY/DISTRICT shall not incur any charges under this Agreement, nor shall any payments become due to CONTRACTOR for any payment period on the Project, until CITY/DISTRICT 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 CONTRACTOR has partially completed one or more deliverables due during a payment period, and if CONTRACTOR demonstrates diligent progress thereon, then CITY/DISTRICT 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/DISTRICT. CITY/DISTRICT shall not be liable for, and CONTRACTOR shall not be entitled to, any payment for Services performed before this Agreement's execution.

Item 6.4

The following is a summary of the prompt payment requirements of Public Contract Code Section 20104.50, which is set forth in the terms of this Agreement as required by that section: CITY/DISTRICT shall review each payment request as soon as practicable after receipt to determine whether it is a proper payment request, and shall return any payment request determined not to be proper, together with a written statement of the reasons it is not proper, no later than seven (7) days after receipt.

CITY/DISTRICT shall pay interest at the rate set forth in subdivision (a) of Code of Civil Procedure Section 685.010 on any undisputed and properly submitted payment request not paid within thirty (30) days after receipt.

CITY/DISTRICT will not withhold any Federal or State income taxes or Social Security tax from any payments made by CITY/DISTRICT to CONTRACTOR under the terms and conditions of this Agreement.

Payment of all taxes and other assessments on such sums is the sole responsibility of CONTRACTOR. CITY/DISTRICT has no responsibility or liability for payment of CONTRACTOR’s taxes or assessments.

CONTRACTOR 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
[http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm].

CONTRACTOR 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. CONTRACTOR 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.

CONTRACTOR 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 CONTRACTOR shall pay federal Davis Bacon wages and comply with applicable federal requirements.

Item 6.4

Pursuant to Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor may be listed on a bid proposal for, nor engage in the performance of, any Task Order subject to prevailing wage requirements unless currently registered and qualified to perform public work with the Department of Industrial Relations. Notice of this registration requirement is hereby included in this Agreement, and no Task Order subject to prevailing wage requirements shall be entered into without proof of CONTRACTOR's and each subcontractor's current registration. Pursuant to Labor Code Section 1771.4, each such Task Order is subject to compliance monitoring and enforcement by the Department of Industrial Relations, and CONTRACTOR shall post all job site notices prescribed by regulation.

In accordance with Labor Code Section 1775, CONTRACTOR and each subcontractor shall comply with the prevailing wage requirements of the Labor Code; CONTRACTOR shall forfeit the penalties prescribed by Section 1775 and shall pay to each worker the difference between the prevailing wage rate and the amount actually paid for each worker paid less than the prevailing rate for any work performed under this Agreement or any Task Order.

In accordance with Labor Code Sections 1810 and 1813, eight (8) hours of labor constitutes a legal day's work, and CONTRACTOR and each subcontractor shall forfeit twenty-five dollars ($25) to CITY/DISTRICT for each worker employed in the execution of any Task Order for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day or more than forty (40) hours in any one calendar week, except that work in excess of those hours is permitted upon compensation for all hours worked in excess of eight (8) hours per day at not less than one and one-half (1½) times the basic rate of pay, as provided in Labor Code Section 1815

4. Performance Bond. If contract sum under any Task Order exceeds (or is expected to exceed) $25,000, Contractor shall provide a construction labor and material payment bond, in accordance with Civil Code Section 9550 and in form attached hereto as Exhibit E– Construction Labor and Materials Payment Bond, and may be required, in City’s sole discretion to provide a construction performance bond in form attached hereto as Exhibit F – Construction Performance Bond. Contractor may not substitute cash in lieu of the required bond(s).

Item 6.4

5. Performance of Services. No work shall be performed under this Agreement except to the extent the CONTRACTOR receives a Task Order from the CITY/DISTRICT’s Authorized Representative. The CITY/DISTRICT will request proposals from the CONTRACTOR for each Task Order when services are needed. CONTRACTOR shall respond with a scope and cost proposal in a reasonably prompt manner, no later than fifteen (15) calendar days after CITY/DISTRICT’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/DISTRICT’s Manager (for contracts less than $75,000 or the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) or CITY/DISTRICT Board (for contracts higher than the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) by motion duly made and carried, the CITY/DISTRICT's Authorized Representative shall issue a Task Order against this agreement. CONTRACTOR 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.

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

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

Any authorized representative of CITY/DISTRICT 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 CONTRACTOR. Further, CITY/DISTRICT has the right at all reasonable times to audit, inspect or otherwise evaluate the services and work performed or being performed under this Agreement.

Item 6.4

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

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

CONTRACTOR 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.

CONTRACTOR represents that it possesses all necessary training, licenses, certificates, and permits required by the federal, state, CITY/DISTRICT or municipal governments to perform the Services. Such licenses, certificates and permits must be valid at the time CONTRACTOR 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 CONTRACTOR at no expense to CITY/DISTRICT.

CONTRACTOR 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/DISTRICT, or the receipt thereof by CONTRACTOR, or any inspection, review, approval or oral statement by any representative of CITY/DISTRICT or any other governmental entity, shall in no way waive or limit the obligations in this Paragraph 8 or lessen the liability of CONTRACTOR 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.

Item 6.4

9. Documents. All documents, plans, drawings, renderings, and other papers, or copies thereof, as finally rendered, prepared by CONTRACTOR pursuant to the terms of this Agreement, shall, upon preparation and delivery to CITY/DISTRICT, become the property of CITY/DISTRICT.

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

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

CONTRACTOR acknowledges the importance to CITY/DISTRICT of CITY/DISTRICT’s Project schedule and agrees to put forth its best professional efforts to perform its services under this Agreement in a manner consistent with that schedule.

12. Indemnity.
(a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONTRACTOR shall defend, indemnify, and hold harmless City of Foster City and Estero Municipal Improvement District, 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 CONTRACTOR 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 CONTRACTOR, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control. CONTRACTOR’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.

Item 6.4

If CONTRACTOR is a “design professional,” as defined in California Civil Code Section 2782.8(c), CONTRACTOR shall indemnify, defend, and hold the Indemnitees harmless against Liability only to the extent such Liability arises out of, pertains to, or relates to CONTRACTOR’s negligence, recklessness, or willful misconduct. In such an event, the cost to defend charged to CONTRACTOR shall not exceed CONTRACTOR’s
proportionate percentage of fault.
(b) Intellectual Property Indemnification. CONTRACTOR represents that professional services provided by CONTRACTOR pursuant to this Agreement does not infringe on any other copyrighted work or intellectual property owned by others. CONTRACTOR shall defend, indemnify and hold harmless CITY/DISTRICT 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 CONTRACTOR’s services provided to CITY/DISTRICT under this Agreement.
(c) CITY/DISTRICT shall include a provision in the construction contract with the general contractor on the Project requiring the general contractor to indemnify CONTRACTOR for damages resulting from the negligence of the general contractor and its subcontractors. CITY/DISTRICT shall also include a provision in the construction contract with the general contractor on the Project requiring the general contractor to name CONTRACTOR as an additional insured on its Comprehensive General Liability insurance coverage. If CONTRACTOR has the opportunity to review the construction contract prior to bidding, CITY/DISTRICT shall have no responsibility for the inadvertent omission of such provisions.
(d) CONTRACTOR 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/DISTRICT and the Indemnitees in the exact form and substance as those contained in this Agreement.
(e) CITY/DISTRICT 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 CONTRACTOR’s responsibilities and is not included in the scope of Services CONTRACTOR is to perform nor included in CONTRACTOR’s insurance. CITY/DISTRICT shall hire hazardous materials consultant if the Project requires the testing or remediation of hazardous substances. CONTRACTOR shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials. CONTRACTOR shall, however, be responsible for the coordination of CONTRACTOR’s services and work with the work of CITY/DISTRICT’s hazardous materials consultants.

Item 6.4

(f) Duty to Cooperate. CONTRACTOR shall notify CITY/DISTRICT immediately in writing of any claim or damage related to activities or services performed under this Agreement. CONTRACTOR shall cooperate with CITY/DISTRICT in the investigation and disposition of all Liabilities arising out of the activities or services under this Agreement. Without limiting the foregoing, CONTRACTOR shall take all steps necessary to assist CITY/DISTRICT in the defense of any and all Liabilities brought by a contractor hired to construct the Project regarding any errors, flaws, and/or omissions in the plans or specifications of the Project. Any additional services or work under this paragraph shall be compensated as Additional Services.

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

CONTRACTOR 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 CONTRACTOR fails to obtain or maintain completed operations coverage as required by this Agreement, the CITY/DISTRICT at its sole discretion may purchase the coverage required and the cost will be paid by CONTRACTOR.

14. WORKERS' COMPENSATION. CONTRACTOR 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 CONTRACTOR certifies that he will comply with such provisions before commencing the performance of the work of this agreement.

Item 6.4

15. NON-DISCRIMINATION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY/DISTRICT setting forth the provisions of this non-discrimination clause.

Item 6.4

16. Notice. All notices required by this Agreement shall be given to the CITY/DISTRICT and CONTRACTOR in writing, by first class mail, postage prepaid, addressed as follows:

CITY: City of Foster City
100 Lincoln Centre Drive
Foster City, CA 94404-2299
Attention: Zaheed Danish
CONTRACTOR: ACCO Engineered Systems
888 E. Walnut St.

Pasadena, CA 91101
1-800-598-2226
Attention: Eli Cagan

17. Assignment. This is an agreement for the personal services of CONTRACTOR. CITY/DISTRICT has relied upon the skills, knowledge, experience and training of CONTRACTOR and the CONTRACTOR’s firm, associates and employees as an inducement to enter into this Agreement.

CONTRACTOR shall not assign or subcontract this Agreement without CITY/DISTRICT’s express written consent. Further, CONTRACTOR shall not assign any monies due or to become due under this Agreement without CITY/DISTRICT’s prior written consent.

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

19. 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.

20. 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.

21. 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 Item 6.4

shall be deemed the prevailing party for purposes of the settlement and each party shall bear its own legal costs.

Any claim by CONTRACTOR arising under this Agreement or any Task Order shall be subject to the claim resolution procedures of Public Contract Code Section 9204, which are incorporated herein by this reference. A summary of Section 9204 is as follows: upon receipt of a claim, CITY/DISTRICT shall review the claim and, within forty-five (45) days (subject to extension as provided by statute), provide CONTRACTOR a written statement identifying the disputed and undisputed portions of the claim; any undisputed amount shall be paid within sixty (60) days after that statement; if the claim remains disputed, CONTRACTOR may demand in writing an informal meet-and-confer conference, which CITY/DISTRICT shall schedule within thirty (30) days; and any portion of the claim still in dispute thereafter shall be submitted to nonbinding mediation, with the parties sharing the mediator's costs equally. Any waiver of the rights afforded by Section 9204 is void and contrary to public policy.

22. Conflict of Interest. CONTRACTOR may serve other clients, but none who are active within the City of Foster City/Estero Municipal Improvement District or who conduct business that would place CONTRACTOR in a "conflict of interest" as that term is defined in State law.

23. Liability of CITY/DISTRICT. Except as provided in Exhibit B, Services to be Provided by CONTRACTOR and Exhibit D, Insurance, CITY/DISTRICT'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, Notwithstanding any other provision of this Agreement, in no event shall CITY/DISTRICT 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/DISTRICT 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 CONTRACTOR, or by any of its employees, even though such equipment be furnished, rented or loaned to CONTRACTOR by CITY/DISTRICT. The acceptance or use of such equipment by CONTRACTOR or any of its employees shall be construed to mean that CONTRACTOR accepts full responsibility for and shall exonerate, indemnify, defend and save harmless CITY/DISTRICT 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 CONTRACTOR, its employees, CITY/DISTRICT employees or third parties, or to property belonging to any of the above.

Item 6.4

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

24. Confidentiality. Any information, whether proprietary or not, made known to or discovered by CONTRACTOR during the performance of or in connection with this Agreement for CITY/DISTRICT, will be kept confidential and not be disclosed to any other person. CONTRACTOR will immediately notify CITY/DISTRICT 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.

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

25. 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.

26. Entire Agreement. This Agreement, including Exhibits A, B, C, D, E, and F comprises the entire Agreement.

Item 6.4

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/ESTERO MUNICIPAL

IMPROVEMENT DISTRICT
Dated:

Stefan Chatwin, City Manager
ATTEST:

Dated:

Priscilla Schaus, City Clerk/District Secretary

APPROVED AS TO FORM
Dated:

Benjamin Stock,
City Attorney/District Legal Counsel
ACCO Engineered Systems
Dated:

Eli Cagan
Maintenance Operations
Item 6.4

EXHIBIT A

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

TO ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES MASTER AGREEMENT
This Task Order No. ("Task Order") is made and entered into by and between the City of Foster City/Estero Municipal Improvement District (“City/District”) and ("Contractor")

RECITAL
A. City and Contractor entered into an agreement entitled Master Services Agreement For On-Call Public Works Maintenance and Urgent/Emergency Services ("Agreement"), by which the Contractor 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 TASK ORDER. Contractor 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 Contractor in accordance with this Task Order, City will compensate Contractor 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. BOND REQUIREMENTS. [ADD IF PAYMENT AMOUNT OVER $25,000]

5. 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 Contractor and the City.

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

City of Foster City Contractor
By: By:

Title: City Manager Title:

Date: Date:

Tax ID No.:
[ ]
[ ]
[ ] as of , 202_.

Item 6.4

EXHIBIT B

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

ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES

SERVICES TO BE PROVIDED
This is an Exhibit attached to and made a part of and incorporated by reference to the Agreement dated October 19, 2026, by and between [ ], hereinafter referred to as "CONTRACTOR" and the City of Foster City/Estero Municipal Improvement District, hereinafter referred to as "CITY/DISTRICT" providing for professional services.

1. Description of the Project:

1.1 Furnish all tools, labor, equipment and materials necessary to perform repairs and maintenance on the CITY/DISTRICT Water, Wastewater, Building, Streets and/or Stormwater systems, and other facilities on an on-call basis as outlined in specific Task Orders.

2. Services:

2.1 Scope of work shall include mobilization of labor, equipment and materials to perform maintenance and emergency and/or on-call urgent repair work as directed by City/District staff on water lines, wastewater lines, pumps, engines, valves, lift stations or other infrastructure elements, debris removal and disposal of soils, clearing, grading and earthwork, disaster mitigation and recovery, or other tasks as agreed upon by CITY/DISTRICT and CONTRACTOR.

2.2 Scope of work may include dewatering plan, SWPPP plan, traffic control plan, permits, fees and third-party testing, FEMA reimbursement expertise and administrative support as mutually agreed by CITY/DISTRICT and CONTRACTOR.

3. PAYMENTS

3.1 Unless issued under an emergency declaration, the maximum payment to CONTRACTOR under this Agreement for any single task order shall be limited to amounts not to exceed the City/District Manager, or their designee’s signing authority, which is currently $75,000, but may be increased per the Public Contracts Code over the term of the agreement. The dollar limit of Task Orders issued under an emergency declaration shall be at the discretion of the City Manager, under his procurement authority as outlined in Municipal Code Section 2.40.070.

3.2 CITY/DISTRICT shall pay monthly, based on the value of the work performed in each month upon presentation of an invoice by CONTRACTOR.

END OF EXHIBIT B
Item 6.4

EXHIBIT C

FEE SCHEDULE
City/District will compensate Contractor in accordance with the terms and conditions or the Agreement. A maximum, not to exceed amount shall be stated in each Task Order (including all hourly billings as well as reimbursable costs) per the terms of the Agreement.

Item 6.4

EXHIBIT D

INSURANCE FORMS
CONTRACTOR 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 October 19, 2026, by and between ACCO Engineered Systems, hereinafter referred to as “Contractor”, and City of /Foster City/Estero Municipal Improvement District, hereinafter referred to as “City/District”, providing for professional services.

1. Contractor's Duty to Show Proof of Insurance. Contractor, in order to protect City/District and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Contractor's acts, errors, or omissions in connection with the performance of Contractor's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Contractor shall not perform any work under this Agreement until Contractor has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City/District'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, Contractor 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, Contractor 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. Contractor shall immediately pay any deductibles and self-insured retentions under all required insurance policies upon the submission of any claim by Contractor or City/District 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/District), 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 Contractor'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. Contractor 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 Item 6.4

be at least five million dollars ($5,000,000) each occurrence and five million dollars ($5,000,000) aggregate.
*Please note, the City/District will require a separate additional insured endorsement for the Commercial General Liability policy, listing the “City of Foster City/Estero Municipal Improvement District, its Council/Board members, officials, agents, officers, volunteers and employees”.
☒ 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 two million dollars ($2,000,000) each occurrence.
☒ Workers' Compensation Insurance
Contractor shall submit written proof that Contractor is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code. Contractor 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 Contractor. If any class of employees engaged in work or services performed under this Agreement is not covered by California Labor Code section 3700, Contractor shall provide and/or require each Subconsultant to provide adequate insurance for the coverage of employees not otherwise covered. Contractor 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 occurrence and four million dollars ($4,000,000) aggregate.

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

1.3 Claims-Made Basis Coverage
If any of the insurance coverages required under this Agreement is written on a claimsmade basis, Contractor, at Contractor'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 Item 6.4

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/District as Additional Insured
On Contractor's Commercial General Liability and Automobile policies, the City of Foster City/Estero Municipal Improvement District, 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 Contractor'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 Contractor 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. Contractor 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/District Risk Manager.

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

3.4 For any claims related to the Agreement, the Contractor’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City/District, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City/District, its officers, officials, employees, or volunteers shall be excess of the Contractor’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 Contractor for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the Item 6.4

coverage; nor shall it preclude the City/District 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 Contractor to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Contractor.

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

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/District 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 Contractor 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. Contractor'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/District's obtaining the project-specific insurance, wrap-up insurance or administering an OCIP, and the exclusion of this project from coverage of Contractor's and subconsultants policies.

Construction Manager and its subconsultants shall afford City/District access to their books and records and cooperate with City/District in verifying the amount of savings realized.

ATTACHED

1. Insurance Coverage Form
Item 6.4

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: City of Foster City/Estero Municipal Improvement District (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:

Item 6.4

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D
Item 6.4

25 EXHIBIT E

CONSTRUCTION LABOR AND MATERIAL PAYMENT BOND
KNOW ALL PERSONS BY THESE PRESENTS:

1. THAT WHEREAS, the City of Foster City, a general law city and municipal corporation of the State of California/Estero Municipal Improvement District (Owner) has awarded to ACCO Engineered Systems as Principal a Construction Services Agreement, dated the day of , 20 (Agreement), titled THE PROJECT
located at in the amount of $
(Contract Sum), which Agreement is by this reference made a part hereof, for the work described as follows:
(Describe Agreement Work)
_______________________________________________________________________ _______________________________________________________________________ ______________________________________________________________________________

2. AND WHEREAS, Principal is required to furnish a bond in connection with the Agreement to secure the payment of claims of laborers, mechanics, material suppliers, and other persons as provided by law;

3. NOW, THEREFORE, we, the undersigned Principal and as Surety, are held and firmly bound unto Owner in the sum of 100% OF THE CONTRACT SUM ($ ), for which payment well and truly to be made we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.

4. THE CONDITION OF THIS OBLIGATION IS SUCH, that if Principal, or its heirs, executors, administrators, successors, or assigns approved by Owner, or its subcontractors shall fail to pay any of the persons named in California Civil Code Section 9100, or amounts due under the State of California Unemployment Insurance Code with respect to work or labor performed under the Agreement, or for any amounts required to be deducted, withheld, and paid over to the State of California Employment Development Department from the wages of employees of Principal and subcontractors pursuant to California Unemployment Insurance Code Section 13020 with respect to such work and labor, that Surety will pay for the same in an amount not exceeding the sum specified in this bond, plus reasonable attorneys’ fees, otherwise the above obligation shall become and be null and void.

5. This bond shall inure to the benefit of any of the persons named in California Civil Code Section 9100, as to give a right of action to such persons or their assigns in any suit brought upon this bond. The intent of this bond is to comply with the California Mechanic’s Lien Law.

6. Surety, for value received, hereby expressly agrees that no extension of time, change, modification, alteration, or addition to the undertakings, covenants, terms, conditions, and agreements of the Agreement, or to the work to be performed thereunder, shall in any way affect the obligation of this bond; and it does hereby waive notice of any such extension of time, change, modification, alteration, or addition to the undertakings, covenants, terms, conditions, and agreements of the Agreement, or to the work to be performed thereunder.

7. Surety’s obligations hereunder are independent of the obligations of any other surety for the payment of claims of laborers, mechanics, material suppliers, and other persons in connection with Agreement; and suit may be brought against Surety and such other sureties, jointly and severally, or against any one or more of them, or against less than all of them without impairing Owner’s rights against the other.

Item 6.4

26 8. Correspondence or claims relating to this bond shall be sent to Surety at the address set forth below.

IN WITNESS WHEREOF, we have hereunto set our hands this day of , 20 .

CONTRACTOR AS PRINCIPAL SURETY
Company: (Corp. Seal) Company: (Corp. Seal)
Signature Signature
Name Name
Title Title
Street Address Street Address
City, State, Zip Code City, State, Zip Code

END OF EXHIBIT E
Item 6.4

27 EXHIBIT F

CONSTRUCTION PERFORMANCE BOND
KNOW ALL PERSONS BY THESE PRESENTS:

1. THAT WHEREAS, City of Foster City, a general law city and municipal corporation of the State of California/Estero Municipal Improvement District

2. (Owner) has awarded to (Name of Contractor) as Principal a Construction Services Agreement, dated the day of , 20
(Agreement), titled THE PROJECT in the amount of
$ (Contract Sum), which Agreement is by this reference made a part hereof, for the work described as follows:
(Describe Agreement Work)

3. AND WHEREAS, Principal is required to furnish a bond in connection with the Agreement, guaranteeing the faithful performance thereof;

4. NOW, THEREFORE, we, the undersigned Principal and as Surety are held and firmly bound unto Owner in the sum of 100% OF THE CONTRACT SUM to be paid to Owner or its successors and assigns; for which payment, well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.

5. THE CONDITION OF THIS OBLIGATION IS SUCH, that if Principal, or its heirs, executors, administrators, successors, or assigns approved by Owner, shall promptly and faithfully perform the covenants, conditions, and agreements of the Agreement during the original term and any extensions thereof as may be granted by Owner, with or without notice to Surety, and during the period of any guarantees or warranties required under the Agreement, and shall also promptly and faithfully perform all the covenants, conditions, and agreements of any alteration of the Agreement made as therein provided, notice of which alterations to Surety being hereby waived, on Principal’s part to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify, defend, protect, and hold harmless Owner as stipulated in the Agreement, then this obligation shall become and be null and void; otherwise it shall be and remain in full force and effect.

6. No extension of time, change, alteration, modification, or addition to the Agreement, or of the work required thereunder, shall release or exonerate Surety on this bond or in any way affect the obligation of this bond; and Surety does hereby waive notice of any such extension of time, change, alteration, modification, or addition.

7. Whenever Principal shall be and declared by Owner in default under the Agreement, Surety shall promptly remedy the default, or shall promptly:

7.01 Undertake through its agents or independent contractors, reasonably acceptable to Owner, to complete the Agreement in accordance with its terms and conditions and to pay and perform all obligations of Principal under the Agreement including, without limitation, all obligations with respect to warranties, guarantees, indemnities, and the payment of liquidated damages; or

7.02 Obtain a bid or bids for completing the Agreement in accordance with its terms and conditions, and, upon determination by Owner of the lowest responsible bidder, reasonably acceptable to Owner, arrange for a contract between such bidder and Owner and make available as work progresses (even though there should be a default or a succession of defaults under the contract or contracts of completion arranged under this paragraph) sufficient funds to pay the cost of completion less the balance of the Contract Sum, and to pay and perform all obligations of Principal under the Agreement including, without limitation, all obligations with respect to warranties, guarantees, and the payment of liquidated
Item 6.4

28 damages; but, in any event, Surety’s total obligations hereunder shall not exceed the amount set forth in the third paragraph hereof. The term “balance of the Contract Sum,” as used in this paragraph, shall mean the total amount payable by Owner to the Principal under the Agreement and any amendments thereto, less the amount Owner paid to Principal.

8. Surety’s obligations hereunder are independent of the obligations of any other surety for the performance of the Agreement, and suit may be brought against Surety and such other sureties, jointly and severally, or against any one or more of them, or against less than all of them without impairing Owner’s rights against the others. Surety may not use Contractor to complete the Agreement absent Owner’s written consent.

9. No right of action shall accrue on this bond to or for the use of any person or corporation other than Owner or its successors or assigns.

10. Surety may join in any proceedings brought under the Agreement and shall be bound by any judgment.

11. Correspondence or claims relating to this bond shall be sent to Surety at the address set forth below.

IN WITNESS WHEREOF, we have hereunto set our hands this day of , 20 .

CONTRACTOR AS PRINCIPAL SURETY
Company: (Corp. Seal) Company: (Corp. Seal)
Signature Signature
Name Name
Title Title
Street Address Street Address
City, State, Zip Code City, State, Zip Code

END OF EXHIBIT F
Item 6.4

29 EXHIBIT G
CONTRACTOR’S PROPOSAL
(CONTINUED ON FOLLOWING PAGE)
Item 6.4

FORM 1
SECTION 1: Contact Information

1. COMPANY NAME

2. CONTRACTOR

LICENSE NUMBER

3. FEDERAL TAX ID NUMBER 4. YEARS IN BUSINESS

5. BILLING ADDRESS 6. CITY 7. STATE/ZIP

8. TELEPHONE 9. FAX 10. EMAIL

11. CONTACT PERSON 12. TITLE
SECTION 2: Addenda
I acknowledge receipt of the following addenda:

Addenda Number Date
SECTION 3: Qualifications
List all Contractor Licenses, Certifications, Experience, Qualifications, Reputation, Service Capabilities and Quality Related to the Contract Scope of Work.

SECTION 4: Conflict of Interest
☐ By checking this box, the proposer confirms that this engagement will not result in a conflict of interest for the organization or any of its team members.

SECTION 5: References
Include at least three (3) organizations which can be used as references for performance of similar services. Where possible, include references from public sector agencies.

PROJECT: CONTRACT PERIOD:

CITY OF FOSTER CITY / ESTERO MUNICIPAL

IMPROVEMENT DISTRICT

ON-CALL PUBLIC WORKS MAINTENANCE AND

URGENT/EMERGENCY SERVICES
October 19, 2026, through October 18, 2029, with
City/District option to extend through October 18,
2031
ACCO Engineered Systems
120696 95-1625123 92
888 E. Walnut St. Pasadena, CA 91101 Pasadena CA, 91101 800.598.2226 [email protected]
Eli Cagan Maintenance Operations
ACCO Engineered Systems, Inc.
120696 A, B, C4, C10, C16, C20, C36, C38, C42
x
All 9/23
Item 6.4

Reference 1:

AGENCY/COMPANY NAME

CONTACT NAME CONTACT PHONE

DESCRIPTION OF SERVICES
Reference 2:

AGENCY/COMPANY NAME

CONTACT NAME CONTACT PHONE

DESCRIPTION OF SERVICES
Reference 3:

AGENCY/COMPANY NAME

CONTACT NAME CONTACT PHONE

DESCRIPTION OF SERVICES
City of Redding
Kevin Steele 530.245.7147
Preventative maintenance across 49 buildings in the city of Redding City of San Ramon
Mike Dodds 925.219.2309
Preventative maintenance across 16 buildings in the city of San Ramon City of Pleasanton
Steve Castaneda 925.437.407
Preventative maintenance across 22 buildings in the city of Pleasanton Item 6.4

SECTION 6: Proposal Cost
Proposed Hourly Rates for On-Call Services
Under the Master Agreement, the City/District will issue Task Orders to City/District selected on-call contractors to provide services for urgent or emergency events on a “Time and Materials” basis, where the services are expected to not exceed the City/District Manager’s signing authority which is currently $75,000 and may additionally increase over the term of the agreements as allowed under the Public Contracts Code and authorized by City Council. For emergency services, the task order may exceed the above limits if deemed an emergency per Foster City Municipal Code section 3.04.280. If contract sum under any Task Order exceeds (or is expected to exceed) $25,000, Contractor shall provide a construction labor and material payment bond, in accordance with Civil Code Section 9550 and may be required to provide a construction performance bond.

No work shall be performed under the Master Agreement except to the extent the Contractor receives a Task Order from the City/District Authorized Representative. If services are needed by the City/District, the City/District will request proposals from on-call contractors for each Task Order when services are needed. Contractor would then respond with a scope and cost proposal in a reasonably prompt manner, no later than fifteen (15) calendar days after City/District’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.

Tradesfor which your company is licensed and proposing to provide service under this Master Agreement:

Enter personnel type and labor rates for any personnel who may be deployed to complete the tasks listed in the Scope of Work. Additional sheets may be added as needed to complete this section.

Enter Personnel Type Enter Personnel Type Enter Personnel Type Enter Personnel Type Standard Rate $ $ $ $
Weekday Overtime Rate $ $ $ $
Weekend Overtime Rate $ $ $ $
Holiday Rate $ $ $ $
Other (Specify) $ $ $ $
Other (Specify) $ $ $ $
License classes: A, B, C4, C10, C16, C20, C36, C38, C42 230.00
322.00
322.00
414.00
Scheduled work on Sundays 414.00
Item 6.4

Contractor shall provide documentation of all materials costs. Mark-up on the cost of materials utilized under this agreement shall not exceed: % (to be filled by proposer) SECTION 7: Submittal guidelines
Proposals should be submitted electronically via the link below no later than by 4 PM on Thursday, September 24, 2026:

PW - On-Call Public Works Maintenance and Urgent/Emergency Response Services Late proposals will not be considered.

In accordance with the Request for Proposals, the undersigned declares that the services offered are in accordance with all requirements of the CITY/DISTRICT detailed therein. Further, the undersigned declares that he/she is authorized to enter into agreement on behalf of the above named business and it is hereby understood that the above proposal reflects the cost of all services outlined in the Scope of Services.

SIGNATURE PRINTED NAME DATE
Wildivina Rosario 9/22/26
Item 6.4

FORM 2

AUTHORIZATION FOR RELEASE OF PERFORMANCE INFORMATION AND WAIVER I, , the undersigned, on behalf of (the
company), do hereby consent and authorize all those companies and government entities listed in my Proposer Response Form and any other government entity for whom this company has performed professional services, to disclose and release to the City of Foster City/Estero Municipal Improvement District, or their representatives, information, records and opinions concerning this company’s performance. The purpose of this disclosure is to provide references to the City of Foster City/Estero Municipal Improvement District. hereby waives any claim it may have against the City of Foster City/Estero Municipal Improvement District or any company or entity providing information to the City of Foster City/Estero Municipal Improvement District by reason of any information being disclosed or opinions provided regarding the actions or performance of this company.

This authorization for disclosure of information is effective for one year.

This consent or copy of this authorization shall be as valid and effective as the original.

Dated:

By:

ACCO Engineered Systems
ACCO Engineered Systems
9/22/26
Item 6.4

FORM 3

CERTIFICATE OF INSURABILITY
I hereby certify that as a Proposer to City of Foster City/Estero Municipal Improvement District for a contractor services contract, I am fully aware of Insurance Requirements contained in the Contract and by the submission of this Proposal, I hereby assure the City of Foster City/Estero Municipal Improvement District that I am able to produce the insurance coverage required should I be selected to be awarded the contract.

I am aware that if contract sum under any Task Order exceeds (or is expected to exceed) $25,000, I shall provide a construction labor and material payment bond, in accordance with Civil Code Section 9550 and may be required to provide a construction performance bond.

Should I be awarded the Master Services Agreement for On-Call Public Works Maintenance and Urgent/Emergency Response Services by the City of Foster City/Estero Municipal Improvement District, and then become unable to produce the insurance coverage specified within ten (10) working days, I am fully aware and understand that I may not be considered for further projects by the City of Foster City/Estero Municipal Improvement District.

Signature of Applicant
Date
Item 6.4

FORM 4

CONTRACT REVIEW STATEMENT
As a Proposer to City of Foster City/Estero Municipal Improvement District for On-Call Public Works Maintenance and Urgent/Emergency Response Services , I hereby certify that I have reviewed the Master Services Agreement for On-Call Public Works Maintenance and Urgent/Emergency Response Services (“Master Agreement”) and have listed any objections to the Master Agreement terms below. The response shall clearly identify if the attached contract is acceptable in all respects including warranty, insurance, and document ownership and retention requirements. If the contract is not acceptable, the response shall identify the unacceptable clauses and shall provide suggested alternate language. General or vague statements or invitations to discuss further are not adequate answers.

I am aware that any objections to the Master Agreement will be considered and included in the City/District’s evaluation of my firm’s qualifications. I am also aware, if I fail to list any objections to the City/District’s Master Agreement, I will not be allowed to raise any objections later if selected as one of the on-call contractors.

Signature of Proposer
Date
Specific Objections:
9/22/26
Item 6.4

FORM 5

NON-COLLUSION DECLARATION
(PUBLIC CONTRACT CODE SECTION 7106)
I, declare under penalty of perjury that I am (sole
owner, partner, president, etc.) of (company name), the party making the foregoing proposal; that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived, or agreed with any proposer or anyone else to put in a sham proposal, or that anyone shall refrain from submitting a proposal; that the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposed prices of the proposer or any other proposer, or to fix any overhead, profit, or cost element of the proposal prices, or of that of any other proposer, or to secure any advantage against the public body awarding the contract or anyone interested in the proposed contract; that all statements contained in the proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her proposal or paid, and will not pay, any fee to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham proposal.

I declare under penalty of perjury that the foregoing is true and correct and this was executed on the date show below at , (City, State)
Dated:

NAME OF PROPOSER:

Signature:
an employee
ACCO Engineered Systems
9/22/26
Item 6.4

MASTER SERVICES AGREEMENT
FOR

ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES
This Agreement is made and entered into as of the 19th day of October, 2026 by and between the City of Foster City/Estero Municipal Improvement District hereinafter called "CITY/DISTRICT" and Covenant Technical Solutions hereinafter called "CONTRACTOR."

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

WHEREAS, CITY/DISTRICT desires to retain CONTRACTOR to provide on-call repair and maintenance and urgent/emergency response services for CITY/DISTRICT infrastructure;
WHEREAS, it is anticipated that, as a need arises for CONTRACTOR to provide services, CITY/DISTRICT will issue Task Orders to CONTRACTOR (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 CONTRACTOR's documentation of its qualifications, the CITY/DISTRICT finds that CONTRACTOR has demonstrated the requisite qualifications, experience, training, and expertise to perform the requested services.

WHEREAS, that CONTRACTOR 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 CONTRACTOR 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.

Performance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONTRACTOR under this Agreement, subject to any changes that may be made subsequently hereto upon the mutual written agreement of the said parties.

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

Item 6.4

2. 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 CONTRACTOR. Initial contract period shall be from October 19, 2026, through October 18, 2029. The contract may be renewed subsequently in one-year increments as follows: The second contract period will be from October 19, 2029, through October 18, 2030. The third contract period will be from October 19, 2030, through October 18, 2031.

Renewal shall be by mutual consent of CONTRACTOR AND
CITY/DISTRICT as approved by the City Council/District Board.

CONTRACTOR shall not commence Services or work until a Notice to Proceed is issued by CITY/DISTRICT.
(b) Notwithstanding the provisions of (a) above, CITY/DISTRICT may with or without cause, direct CONTRACTOR to suspend, delay or interrupt Services, in whole or in part, for such periods of time as CITY/DISTRICT may determine in its sole discretion.
(c) CITY/DISTRICT may terminate performance of the Services under this Agreement in whole, or from time to time in part, for default, should CONTRACTOR 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/DISTRICT’s written notice to CONTRACTOR demanding such cure, in which case CONTRACTOR shall be liable to CITY/DISTRICT for all loss, cost, expense, damage and liability resulting from such breach and termination.
(d) CITY/DISTRICT may terminate performance of the Services under this Agreement in whole, or from time to time in part, for convenience, whenever CITY/DISTRICT determines that such termination is in CITY/DISTRICT’s best interests, in which case CONTRACTOR 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. CONTRACTOR shall continue its work throughout the course of any dispute, and CONTRACTOR’s failure to continue work during a dispute shall be a material breach of this Agreement.

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

Item 6.4

Notwithstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total amount identified in the Task Order issued to CONTRACTOR by the City/District under this Agreement. The Contractor 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 Contractor’s services are not utilized by the City/District.

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/DISTRICT’s Manager (for contracts less than $75,000 or the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) or CITY/DISTRICT Board (for contracts higher than the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) 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 payable upon completion of the work under each Task Order by CONTRACTOR to CITY/DISTRICT, which billing shall include an itemized statement, briefly describing by task and labor category or cost/expense items billed. Final payment will be made when all Services required under this Agreement have been completed to the reasonable satisfaction of CITY/DISTRICT including, without limitation, CONTRACTOR's transmittal of all deliverables to CITY/DISTRICT required by EXHIBIT B and each Task Order.

CITY/DISTRICT shall not incur any charges under this Agreement, nor shall any payments become due to CONTRACTOR for any payment period on the Project, until CITY/DISTRICT 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 CONTRACTOR has partially completed one or more deliverables due during a payment period, and if CONTRACTOR demonstrates diligent progress thereon, then CITY/DISTRICT 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/DISTRICT. CITY/DISTRICT shall not be liable for, and CONTRACTOR shall not be entitled to, any payment for Services performed before this Agreement's execution.

Item 6.4

The following is a summary of the prompt payment requirements of Public Contract Code Section 20104.50, which is set forth in the terms of this Agreement as required by that section: CITY/DISTRICT shall review each payment request as soon as practicable after receipt to determine whether it is a proper payment request, and shall return any payment request determined not to be proper, together with a written statement of the reasons it is not proper, no later than seven (7) days after receipt.

CITY/DISTRICT shall pay interest at the rate set forth in subdivision (a) of Code of Civil Procedure Section 685.010 on any undisputed and properly submitted payment request not paid within thirty (30) days after receipt.

CITY/DISTRICT will not withhold any Federal or State income taxes or Social Security tax from any payments made by CITY/DISTRICT to CONTRACTOR under the terms and conditions of this Agreement.

Payment of all taxes and other assessments on such sums is the sole responsibility of CONTRACTOR. CITY/DISTRICT has no responsibility or liability for payment of CONTRACTOR’s taxes or assessments.

CONTRACTOR 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
[http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm].

CONTRACTOR 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. CONTRACTOR 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.

CONTRACTOR 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 CONTRACTOR shall pay federal Davis Bacon wages and comply with applicable federal requirements.

Item 6.4

Pursuant to Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor may be listed on a bid proposal for, nor engage in the performance of, any Task Order subject to prevailing wage requirements unless currently registered and qualified to perform public work with the Department of Industrial Relations. Notice of this registration requirement is hereby included in this Agreement, and no Task Order subject to prevailing wage requirements shall be entered into without proof of CONTRACTOR's and each subcontractor's current registration. Pursuant to Labor Code Section 1771.4, each such Task Order is subject to compliance monitoring and enforcement by the Department of Industrial Relations, and CONTRACTOR shall post all job site notices prescribed by regulation.

In accordance with Labor Code Section 1775, CONTRACTOR and each subcontractor shall comply with the prevailing wage requirements of the Labor Code; CONTRACTOR shall forfeit the penalties prescribed by Section 1775 and shall pay to each worker the difference between the prevailing wage rate and the amount actually paid for each worker paid less than the prevailing rate for any work performed under this Agreement or any Task Order.

In accordance with Labor Code Sections 1810 and 1813, eight (8) hours of labor constitutes a legal day's work, and CONTRACTOR and each subcontractor shall forfeit twenty-five dollars ($25) to CITY/DISTRICT for each worker employed in the execution of any Task Order for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day or more than forty (40) hours in any one calendar week, except that work in excess of those hours is permitted upon compensation for all hours worked in excess of eight (8) hours per day at not less than one and one-half (1½) times the basic rate of pay, as provided in Labor Code Section 1815

4. Performance Bond. If contract sum under any Task Order exceeds (or is expected to exceed) $25,000, Contractor shall provide a construction labor and material payment bond, in accordance with Civil Code Section 9550 and in form attached hereto as Exhibit E – Construction Labor and Materials Payment Bond, and may be required, in City’s sole discretion to provide a construction performance bond in form attached hereto as Exhibit F – Construction Performance Bond. Contractor may not substitute cash in lieu of the required bond(s).

Item 6.4

5. Performance of Services. No work shall be performed under this Agreement except to the extent the CONTRACTOR receives a Task Order from the CITY/DISTRICT’s Authorized Representative. The CITY/DISTRICT will request proposals from the CONTRACTOR for each Task Order when services are needed. CONTRACTOR shall respond with a scope and cost proposal in a reasonably prompt manner, no later than fifteen (15) calendar days after CITY/DISTRICT’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/DISTRICT’s Manager (for contracts less than $75,000 or the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) or CITY/DISTRICT Board (for contracts higher than the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) by motion duly made and carried, the CITY/DISTRICT's Authorized Representative shall issue a Task Order against this agreement. CONTRACTOR 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.

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

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

Any authorized representative of CITY/DISTRICT 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 CONTRACTOR. Further, CITY/DISTRICT has the right at all reasonable times to audit, inspect or otherwise evaluate the services and work performed or being performed under this Agreement.

Item 6.4

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

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

CONTRACTOR 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.

CONTRACTOR represents that it possesses all necessary training, licenses, certificates, and permits required by the federal, state, CITY/DISTRICT or municipal governments to perform the Services. Such licenses, certificates and permits must be valid at the time CONTRACTOR 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 CONTRACTOR at no expense to CITY/DISTRICT.

CONTRACTOR 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/DISTRICT, or the receipt thereof by CONTRACTOR, or any inspection, review, approval or oral statement by any representative of CITY/DISTRICT or any other governmental entity, shall in no way waive or limit the obligations in this Paragraph 8 or lessen the liability of CONTRACTOR 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.

Item 6.4

9. Documents. All documents, plans, drawings, renderings, and other papers, or copies thereof, as finally rendered, prepared by CONTRACTOR pursuant to the terms of this Agreement, shall, upon preparation and delivery to CITY/DISTRICT, become the property of CITY/DISTRICT.

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

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

CONTRACTOR acknowledges the importance to CITY/DISTRICT of CITY/DISTRICT’s Project schedule and agrees to put forth its best professional efforts to perform its services under this Agreement in a manner consistent with that schedule.

12. Indemnity.
(a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONTRACTOR shall defend, indemnify, and hold harmless City of Foster City and Estero Municipal Improvement District, 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 CONTRACTOR 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 CONTRACTOR, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control. CONTRACTOR’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.

Item 6.4

If CONTRACTOR is a “design professional,” as defined in California Civil Code Section 2782.8(c), CONTRACTOR shall indemnify, defend, and hold the Indemnitees harmless against Liability only to the extent such Liability arises out of, pertains to, or relates to CONTRACTOR’s negligence, recklessness, or willful misconduct. In such an event, the cost to defend charged to CONTRACTOR shall not exceed CONTRACTOR’s
proportionate percentage of fault.
(b) Intellectual Property Indemnification. CONTRACTOR represents that professional services provided by CONTRACTOR pursuant to this Agreement does not infringe on any other copyrighted work or intellectual property owned by others. CONTRACTOR shall defend, indemnify and hold harmless CITY/DISTRICT 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 CONTRACTOR’s services provided to CITY/DISTRICT under this Agreement.
(c) CITY/DISTRICT shall include a provision in the construction contract with the general contractor on the Project requiring the general contractor to indemnify CONTRACTOR for damages resulting from the negligence of the general contractor and its subcontractors. CITY/DISTRICT shall also include a provision in the construction contract with the general contractor on the Project requiring the general contractor to name CONTRACTOR as an additional insured on its Comprehensive General Liability insurance coverage. If CONTRACTOR has the opportunity to review the construction contract prior to bidding, CITY/DISTRICT shall have no responsibility for the inadvertent omission of such provisions.
(d) CONTRACTOR 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/DISTRICT and the Indemnitees in the exact form and substance as those contained in this Agreement.
(e) CITY/DISTRICT 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 CONTRACTOR’s responsibilities and is not included in the scope of Services CONTRACTOR is to perform nor included in CONTRACTOR’s insurance. CITY/DISTRICT shall hire hazardous materials consultant if the Project requires the testing or remediation of hazardous substances. CONTRACTOR shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials. CONTRACTOR shall, however, be responsible for the coordination of CONTRACTOR’s services and work with the work of CITY/DISTRICT’s hazardous materials consultants.

Item 6.4

(f) Duty to Cooperate. CONTRACTOR shall notify CITY/DISTRICT immediately in writing of any claim or damage related to activities or services performed under this Agreement. CONTRACTOR shall cooperate with CITY/DISTRICT in the investigation and disposition of all Liabilities arising out of the activities or services under this Agreement. Without limiting the foregoing, CONTRACTOR shall take all steps necessary to assist CITY/DISTRICT in the defense of any and all Liabilities brought by a contractor hired to construct the Project regarding any errors, flaws, and/or omissions in the plans or specifications of the Project. Any additional services or work under this paragraph shall be compensated as Additional Services.

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

CONTRACTOR 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 CONTRACTOR fails to obtain or maintain completed operations coverage as required by this Agreement, the CITY/DISTRICT at its sole discretion may purchase the coverage required and the cost will be paid by CONTRACTOR.

14. WORKERS' COMPENSATION. CONTRACTOR 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 CONTRACTOR certifies that he will comply with such provisions before commencing the performance of the work of this agreement.

Item 6.4

15. NON-DISCRIMINATION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY/DISTRICT setting forth the provisions of this non-discrimination clause.

Item 6.4

16. Notice. All notices required by this Agreement shall be given to the CITY/DISTRICT and CONTRACTOR in writing, by first class mail, postage prepaid, addressed as follows:

CITY: City of Foster City
100 Lincoln Centre Drive
Foster City, CA 94404-2299
Attention: Zaheed Danish
CONTRACTOR: Covenant Technical Solutions
PO Box 4949
El Dorado Hills, CA 945626
1-925-983-5525
Attention: Russ Hague

17. Assignment. This is an agreement for the personal services of CONTRACTOR. CITY/DISTRICT has relied upon the skills, knowledge, experience and training of CONTRACTOR and the CONTRACTOR’s firm, associates and employees as an inducement to enter into this Agreement.

CONTRACTOR shall not assign or subcontract this Agreement without CITY/DISTRICT’s express written consent. Further, CONTRACTOR shall not assign any monies due or to become due under this Agreement without CITY/DISTRICT’s prior written consent.

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

19. 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.

20. 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.

21. 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 Item 6.4

shall be deemed the prevailing party for purposes of the settlement and each party shall bear its own legal costs.

Any claim by CONTRACTOR arising under this Agreement or any Task Order shall be subject to the claim resolution procedures of Public Contract Code Section 9204, which are incorporated herein by this reference. A summary of Section 9204 is as follows: upon receipt of a claim, CITY/DISTRICT shall review the claim and, within forty-five (45) days (subject to extension as provided by statute), provide CONTRACTOR a written statement identifying the disputed and undisputed portions of the claim; any undisputed amount shall be paid within sixty (60) days after that statement; if the claim remains disputed, CONTRACTOR may demand in writing an informal meet-and-confer conference, which CITY/DISTRICT shall schedule within thirty (30) days; and any portion of the claim still in dispute thereafter shall be submitted to nonbinding mediation, with the parties sharing the mediator's costs equally. Any waiver of the rights afforded by Section 9204 is void and contrary to public policy.

22. Conflict of Interest. CONTRACTOR may serve other clients, but none who are active within the City of Foster City/Estero Municipal Improvement District or who conduct business that would place CONTRACTOR in a "conflict of interest" as that term is defined in State law.

23. Liability of CITY/DISTRICT. Except as provided in Exhibit B, Services to be Provided by CONTRACTOR and Exhibit D, Insurance, CITY/DISTRICT'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, Notwithstanding any other provision of this Agreement, in no event shall CITY/DISTRICT 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/DISTRICT 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 CONTRACTOR, or by any of its employees, even though such equipment be furnished, rented or loaned to CONTRACTOR by CITY/DISTRICT. The acceptance or use of such equipment by CONTRACTOR or any of its employees shall be construed to mean that CONTRACTOR accepts full responsibility for and shall exonerate, indemnify, defend and save harmless CITY/DISTRICT 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 CONTRACTOR, its employees, CITY/DISTRICT employees or third parties, or to property belonging to any of the above.

Item 6.4

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

24. Confidentiality. Any information, whether proprietary or not, made known to or discovered by CONTRACTOR during the performance of or in connection with this Agreement for CITY/DISTRICT, will be kept confidential and not be disclosed to any other person. CONTRACTOR will immediately notify CITY/DISTRICT 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.

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

25. 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.

26. Entire Agreement. This Agreement, including Exhibits A, B, C, D, E, and F comprises the entire Agreement.

Item 6.4

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/ESTERO MUNICIPAL

IMPROVEMENT DISTRICT
Dated:

Stefan Chatwin, City Manager
ATTEST:

Dated:

Priscilla Schaus, City Clerk/District Secretary

APPROVED AS TO FORM
Dated:

Benjamin Stock,
City Attorney/District Legal Counsel

COVENANT TECHNICAL SOLUTIONS
Dated:

Russ Hague
Chief Estimator
Item 6.4

EXHIBIT A

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

TO ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES MASTER AGREEMENT
This Task Order No. ("Task Order") is made and entered into by and between the City of Foster City/Estero Municipal Improvement District (“City/District”) and ("Contractor")

RECITAL
A. City and Contractor entered into an agreement entitled Master Services Agreement For On-Call Public Works Maintenance and Urgent/Emergency Services ("Agreement"), by which the Contractor 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 TASK ORDER. Contractor 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 Contractor in accordance with this Task Order, City will compensate Contractor 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. BOND REQUIREMENTS. [ADD IF PAYMENT AMOUNT OVER $25,000]

5. 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 Contractor and the City.

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

City of Foster City Contractor
By: By:

Title: City Manager Title:

Date: Date:

Tax ID No.:
[ ]
[ ]
[ ] as of , 202_.

Item 6.4

EXHIBIT B

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

ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES

SERVICES TO BE PROVIDED
This is an Exhibit attached to and made a part of and incorporated by reference to the Agreement dated October 19, 2026, by and between [ ], hereinafter referred to as "CONTRACTOR" and the City of Foster City/Estero Municipal Improvement District, hereinafter referred to as "CITY/DISTRICT" providing for professional services.

1. Description of the Project:

1.1 Furnish all tools, labor, equipment and materials necessary to perform repairs and maintenance on the CITY/DISTRICT Water, Wastewater, Building, Streets and/or Stormwater systems, and other facilities on an on-call basis as outlined in specific Task Orders.

2. Services:

2.1 Scope of work shall include mobilization of labor, equipment and materials to perform maintenance and emergency and/or on-call urgent repair work as directed by City/District staff on water lines, wastewater lines, pumps, engines, valves, lift stations or other infrastructure elements, debris removal and disposal of soils, clearing, grading and earthwork, disaster mitigation and recovery, or other tasks as agreed upon by CITY/DISTRICT and CONTRACTOR.

2.2 Scope of work may include dewatering plan, SWPPP plan, traffic control plan, permits, fees and third-party testing, FEMA reimbursement expertise and administrative support as mutually agreed by CITY/DISTRICT and CONTRACTOR.

3. PAYMENTS

3.1 Unless issued under an emergency declaration, the maximum payment to CONTRACTOR under this Agreement for any single task order shall be limited to amounts not to exceed the City/District Manager, or their designee’s signing authority, which is currently $75,000, but may be increased per the Public Contracts Code over the term of the agreement. The dollar limit of Task Orders issued under an emergency declaration shall be at the discretion of the City Manager, under his procurement authority as outlined in Municipal Code Section 2.40.070.

3.2 CITY/DISTRICT shall pay monthly, based on the value of the work performed in each month upon presentation of an invoice by CONTRACTOR.

END OF EXHIBIT B
Item 6.4

EXHIBIT C

FEE SCHEDULE
City/District will compensate Contractor in accordance with the terms and conditions or the Agreement. A maximum, not to exceed amount shall be stated in each Task Order (including all hourly billings as well as reimbursable costs) per the terms of the Agreement.

Item 6.4

EXHIBIT D

INSURANCE FORMS
CONTRACTOR 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 October 19, 2026, by and between Covenant Technical Solutions, hereinafter referred to as “Contractor”, and City of /Foster City/Estero Municipal Improvement District, hereinafter referred to as “City/District”, providing for professional services.

1. Contractor's Duty to Show Proof of Insurance. Contractor, in order to protect City/District and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Contractor's acts, errors, or omissions in connection with the performance of Contractor's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Contractor shall not perform any work under this Agreement until Contractor has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City/District'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, Contractor 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, Contractor 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. Contractor shall immediately pay any deductibles and self-insured retentions under all required insurance policies upon the submission of any claim by Contractor or City/District 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/District), 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 Contractor'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. Contractor 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 Item 6.4

be at least five million dollars ($5,000,000) each occurrence and five million dollars ($5,000,000) aggregate.
*Please note, the City/District will require a separate additional insured endorsement for the Commercial General Liability policy, listing the “City of Foster City/Estero Municipal Improvement District, its Council/Board members, officials, agents, officers, volunteers and employees”.

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 two million dollars ($2,000,000) each occurrence.

Workers' Compensation Insurance
Contractor shall submit written proof that Contractor is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code. Contractor 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 Contractor. If any class of employees engaged in work or services performed under this Agreement is not covered by California Labor Code section 3700, Contractor shall provide and/or require each Subconsultant to provide adequate insurance for the coverage of employees not otherwise covered. Contractor 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 occurrence and four million dollars ($4,000,000) aggregate.

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

1.3 Claims-Made Basis Coverage
If any of the insurance coverages required under this Agreement is written on a claimsmade basis, Contractor, at Contractor'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 Item 6.4

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/District as Additional Insured
On Contractor's Commercial General Liability and Automobile policies, the City of Foster City/Estero Municipal Improvement District, 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 Contractor'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 Contractor 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. Contractor 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/District Risk Manager.

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

3.4 For any claims related to the Agreement, the Contractor’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City/District, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City/District, its officers, officials, employees, or volunteers shall be excess of the Contractor’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 Contractor for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the Item 6.4

coverage; nor shall it preclude the City/District 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 Contractor to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Contractor.

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

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/District 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 Contractor 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. Contractor'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/District's obtaining the project-specific insurance, wrap-up insurance or administering an OCIP, and the exclusion of this project from coverage of Contractor's and subconsultants policies.

Construction Manager and its subconsultants shall afford City/District access to their books and records and cooperate with City/District in verifying the amount of savings realized.

ATTACHED

1. Insurance Coverage Form
Item 6.4

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: City of Foster City/Estero Municipal Improvement District (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:

Item 6.4

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D
Item 6.4

25 EXHIBIT E

CONSTRUCTION LABOR AND MATERIAL PAYMENT BOND
KNOW ALL PERSONS BY THESE PRESENTS:

1. THAT WHEREAS, the City of Foster City, a general law city and municipal corporation of the State of California/Estero Municipal Improvement District (Owner) has awarded to Covenant Technical Solutions as Principal a Construction Services Agreement, dated the day of , 20 (Agreement), titled THE PROJECT
located at in the amount of $
(Contract Sum), which Agreement is by this reference made a part hereof, for the work described as follows:
(Describe Agreement Work) _______________________________________________________________________ _______________________________________________________________________ ______________________________________________________________________________ 2. AND WHEREAS, Principal is required to furnish a bond in connection with the Agreement to secure the payment of claims of laborers, mechanics, material suppliers, and other persons as provided by law;

3. NOW, THEREFORE, we, the undersigned Principal and as Surety, are held and firmly bound unto Owner in the sum of 100% OF THE CONTRACT SUM ($ ), for which payment well and truly to be made we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.

4. THE CONDITION OF THIS OBLIGATION IS SUCH, that if Principal, or its heirs, executors, administrators, successors, or assigns approved by Owner, or its subcontractors shall fail to pay any of the persons named in California Civil Code Section 9100, or amounts due under the State of California Unemployment Insurance Code with respect to work or labor performed under the Agreement, or for any amounts required to be deducted, withheld, and paid over to the State of California Employment Development Department from the wages of employees of Principal and subcontractors pursuant to California Unemployment Insurance Code Section 13020 with respect to such work and labor, that Surety will pay for the same in an amount not exceeding the sum specified in this bond, plus reasonable attorneys’ fees, otherwise the above obligation shall become and be null and void.

5. This bond shall inure to the benefit of any of the persons named in California Civil Code Section 9100, as to give a right of action to such persons or their assigns in any suit brought upon this bond. The intent of this bond is to comply with the California Mechanic’s Lien Law.

6. Surety, for value received, hereby expressly agrees that no extension of time, change, modification, alteration, or addition to the undertakings, covenants, terms, conditions, and agreements of the Agreement, or to the work to be performed thereunder, shall in any way affect the obligation of this bond; and it does hereby waive notice of any such extension of time, change, modification, alteration, or addition to the undertakings, covenants, terms, conditions, and agreements of the Agreement, or to the work to be performed thereunder.

7. Surety’s obligations hereunder are independent of the obligations of any other surety for the payment of claims of laborers, mechanics, material suppliers, and other persons in connection with Agreement; and suit may be brought against Surety and such other sureties, jointly and severally, or against any one or more of them, or against less than all of them without impairing Owner’s rights against the other.

Item 6.4

26 8. Correspondence or claims relating to this bond shall be sent to Surety at the address set forth below.

IN WITNESS WHEREOF, we have hereunto set our hands this day of , 20 .

CONTRACTOR AS PRINCIPAL SURETY
Company: (Corp. Seal) Company: (Corp. Seal)
Signature Signature
Name Name
Title Title
Street Address Street Address
City, State, Zip Code City, State, Zip Code

END OF EXHIBIT E
Item 6.4

27 EXHIBIT F

CONSTRUCTION PERFORMANCE BOND
KNOW ALL PERSONS BY THESE PRESENTS:

1. THAT WHEREAS, City of Foster City, a general law city and municipal corporation of the State of California/Estero Municipal Improvement District

2. (Owner) has awarded to (Name of Contractor) as Principal a Construction Services Agreement, dated the day of , 20
(Agreement), titled THE PROJECT in the amount of
$ (Contract Sum), which Agreement is by this reference made a part hereof, for the work described as follows:
(Describe Agreement Work)

3. AND WHEREAS, Principal is required to furnish a bond in connection with the Agreement, guaranteeing the faithful performance thereof;

4. NOW, THEREFORE, we, the undersigned Principal and as Surety are held and firmly bound unto Owner in the sum of 100% OF THE CONTRACT SUM to be paid to Owner or its successors and assigns; for which payment, well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.

5. THE CONDITION OF THIS OBLIGATION IS SUCH, that if Principal, or its heirs, executors, administrators, successors, or assigns approved by Owner, shall promptly and faithfully perform the covenants, conditions, and agreements of the Agreement during the original term and any extensions thereof as may be granted by Owner, with or without notice to Surety, and during the period of any guarantees or warranties required under the Agreement, and shall also promptly and faithfully perform all the covenants, conditions, and agreements of any alteration of the Agreement made as therein provided, notice of which alterations to Surety being hereby waived, on Principal’s part to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify, defend, protect, and hold harmless Owner as stipulated in the Agreement, then this obligation shall become and be null and void; otherwise it shall be and remain in full force and effect.

6. No extension of time, change, alteration, modification, or addition to the Agreement, or of the work required thereunder, shall release or exonerate Surety on this bond or in any way affect the obligation of this bond; and Surety does hereby waive notice of any such extension of time, change, alteration, modification, or addition.

7. Whenever Principal shall be and declared by Owner in default under the Agreement, Surety shall promptly remedy the default, or shall promptly:

7.01 Undertake through its agents or independent contractors, reasonably acceptable to Owner, to complete the Agreement in accordance with its terms and conditions and to pay and perform all obligations of Principal under the Agreement including, without limitation, all obligations with respect to warranties, guarantees, indemnities, and the payment of liquidated damages; or

7.02 Obtain a bid or bids for completing the Agreement in accordance with its terms and conditions, and, upon determination by Owner of the lowest responsible bidder, reasonably acceptable to Owner, arrange for a contract between such bidder and Owner and make available as work progresses (even though there should be a default or a succession of defaults under the contract or contracts of completion arranged under this paragraph) sufficient funds to pay the cost of completion less the balance of the Contract Sum, and to pay and perform all obligations of Principal under the Agreement including, without limitation, all obligations with respect to warranties, guarantees, and the payment of liquidated
Item 6.4

28 damages; but, in any event, Surety’s total obligations hereunder shall not exceed the amount set forth in the third paragraph hereof. The term “balance of the Contract Sum,” as used in this paragraph, shall mean the total amount payable by Owner to the Principal under the Agreement and any amendments thereto, less the amount Owner paid to Principal.

8. Surety’s obligations hereunder are independent of the obligations of any other surety for the performance of the Agreement, and suit may be brought against Surety and such other sureties, jointly and severally, or against any one or more of them, or against less than all of them without impairing Owner’s rights against the others. Surety may not use Contractor to complete the Agreement absent Owner’s written consent.

9. No right of action shall accrue on this bond to or for the use of any person or corporation other than Owner or its successors or assigns.

10. Surety may join in any proceedings brought under the Agreement and shall be bound by any judgment.

11. Correspondence or claims relating to this bond shall be sent to Surety at the address set forth below.

IN WITNESS WHEREOF, we have hereunto set our hands this day of , 20 .

CONTRACTOR AS PRINCIPAL SURETY
Company: (Corp. Seal) Company: (Corp. Seal)
Signature Signature
Name Name
Title Title
Street Address Street Address
City, State, Zip Code City, State, Zip Code

END OF EXHIBIT F
Item 6.4

29 EXHIBIT G
CONTRACTOR’S PROPOSAL
(CONTINUED ON FOLLOWING PAGE)
Item 6.4

FORM 1
SECTION 1: Contact Information

1. COMPANY NAME

2. CONTRACTOR

LICENSE NUMBER

3. FEDERAL TAX ID NUMBER 4. YEARS IN BUSINESS

5. BILLING ADDRESS 6. CITY 7. STATE/ZIP

8. TELEPHONE 9. FAX 10. EMAIL

11. CONTACT PERSON 12. TITLE
SECTION 2: Addenda
I acknowledge receipt of the following addenda:

Addenda Number Date
SECTION 3: Qualifications
List all Contractor Licenses, Certifications, Experience, Qualifications, Reputation, Service Capabilities and Quality Related to the Contract Scope of Work.

SECTION 4: Conflict of Interest
By checking this box, the proposer confirms that this engagement will not result in a conflict of interest for the organization or any of its team members.

SECTION 5: References
Include at least three (3) organizations which can be used as references for performance of similar services. Where possible, include references from public sector agencies.

PROJECT: CONTRACT PERIOD:

CITY OF FOSTER CITY / ESTERO MUNICIPAL

IMPROVEMENT DISTRICT

ON-CALL PUBLIC WORKS MAINTENANCE AND

URGENT/EMERGENCY SERVICES
October 19, 2026, through October 18, 2029, with
City/District option to extend through October 18,
2031
Item 6.4

Reference 1:

AGENCY/COMPANY NAME

CONTACT NAME CONTACT PHONE

DESCRIPTION OF SERVICES
Reference 2:

AGENCY/COMPANY NAME

CONTACT NAME CONTACT PHONE

DESCRIPTION OF SERVICES
Reference 3:

AGENCY/COMPANY NAME

CONTACT NAME CONTACT PHONE

DESCRIPTION OF SERVICES
Item 6.4

SECTION 6: Proposal Cost
Proposed Hourly Rates for On-Call Services
Under the Master Agreement, the City/District will issue Task Orders to City/District selected on-call contractors to provide services for urgent or emergency events on a “Time and Materials” basis, where the services are expected to not exceed the City/District Manager’s signing authority which is currently $75,000 and may additionally increase over the term of the agreements as allowed under the Public Contracts Code and authorized by City Council. For emergency services, the task order may exceed the above limits if deemed an emergency per Foster City Municipal Code section 3.04.280. If contract sum under any Task Order exceeds (or is expected to exceed) $25,000, Contractor shall provide a construction labor and material payment bond, in accordance with Civil Code Section 9550 and may be required to provide a construction performance bond.

No work shall be performed under the Master Agreement except to the extent the Contractor receives a Task Order from the City/District Authorized Representative. If services are needed by the City/District, the City/District will request proposals from on-call contractors for each Task Order when services are needed. Contractor would then respond with a scope and cost proposal in a reasonably prompt manner, no later than fifteen (15) calendar days after City/District’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.

Trades for which your company is licensed and proposing to provide service under this Master Agreement:

Enter personnel type and labor rates for any personnel who may be deployed to complete the tasks listed in the Scope of Work. Additional sheets may be added as needed to complete this section.

Enter Personnel Type Enter Personnel Type Enter Personnel Type Enter Personnel Type Standard Rate $ $ $ $
Weekday Overtime Rate $ $ $ $
Weekend Overtime Rate $ $ $ $
Holiday Rate $ $ $ $
Other (Specify) $ $ $ $
Other (Specify) $ $ $ $
Item 6.4

Item 6.4

Item 6.4

MASTER SERVICES AGREEMENT
FOR

ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES
This Agreement is made and entered into as of the 19th day of October, 2026 by and between the City of Foster City/Estero Municipal Improvement District hereinafter called "CITY/DISTRICT" and Golden Bay Construction, Inc., hereinafter called "CONTRACTOR."

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

WHEREAS, CITY/DISTRICT desires to retain CONTRACTOR to provide on-call repair and maintenance and urgent/emergency response services for CITY/DISTRICT infrastructure;
WHEREAS, it is anticipated that, as a need arises for CONTRACTOR to provide services, CITY/DISTRICT will issue Task Orders to CONTRACTOR (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 CONTRACTOR's documentation of its qualifications, the CITY/DISTRICT finds that CONTRACTOR has demonstrated the requisite qualifications, experience, training, and expertise to perform the requested services.

WHEREAS, that CONTRACTOR 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 CONTRACTOR 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.

Performance of the work specified in said Exhibit B and each Task Order is hereby made an obligation of CONTRACTOR under this Agreement, subject to any changes that may be made subsequently hereto upon the mutual written agreement of the said parties.

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

Item 6.4

2. 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 CONTRACTOR. Initial contract period shall be from October 19, 2026, through October 18, 2029. The contract may be renewed subsequently in one-year increments as follows: The second contract period will be from October 19, 2029, through October 18, 2030. The third contract period will be from October 19, 2030, through October 18, 2031.

Renewal shall be by mutual consent of CONTRACTOR AND
CITY/DISTRICT as approved by the City Council/District Board.

CONTRACTOR shall not commence Services or work until a Notice to Proceed is issued by CITY/DISTRICT.
(b) Notwithstanding the provisions of (a) above, CITY/DISTRICT may with or without cause, direct CONTRACTOR to suspend, delay or interrupt Services, in whole or in part, for such periods of time as CITY/DISTRICT may determine in its sole discretion.
(c) CITY/DISTRICT may terminate performance of the Services under this Agreement in whole, or from time to time in part, for default, should CONTRACTOR 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/DISTRICT’s written notice to CONTRACTOR demanding such cure, in which case CONTRACTOR shall be liable to CITY/DISTRICT for all loss, cost, expense, damage and liability resulting from such breach and termination.
(d) CITY/DISTRICT may terminate performance of the Services under this Agreement in whole, or from time to time in part, for convenience, whenever CITY/DISTRICT determines that such termination is in CITY/DISTRICT’s best interests, in which case CONTRACTOR 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. CONTRACTOR shall continue its work throughout the course of any dispute, and CONTRACTOR’s failure to continue work during a dispute shall be a material breach of this Agreement.

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

Item 6.4

Notwithstanding the foregoing, the combined total of compensation and reimbursement of costs payable hereunder shall not exceed the total amount identified in the Task Order issued to CONTRACTOR by the City/District under this Agreement. The Contractor 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 Contractor’s services are not utilized by the City/District.

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/DISTRICT’s Manager (for contracts less than $75,000 or the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) or CITY/DISTRICT Board (for contracts higher than the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) 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 payable upon completion of the work under each Task Order by CONTRACTOR to CITY/DISTRICT, which billing shall include an itemized statement, briefly describing by task and labor category or cost/expense items billed. Final payment will be made when all Services required under this Agreement have been completed to the reasonable satisfaction of CITY/DISTRICT including, without limitation, CONTRACTOR's transmittal of all deliverables to CITY/DISTRICT required by EXHIBIT B and each Task Order.

CITY/DISTRICT shall not incur any charges under this Agreement, nor shall any payments become due to CONTRACTOR for any payment period on the Project, until CITY/DISTRICT 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 CONTRACTOR has partially completed one or more deliverables due during a payment period, and if CONTRACTOR demonstrates diligent progress thereon, then CITY/DISTRICT 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/DISTRICT. CITY/DISTRICT shall not be liable for, and CONTRACTOR shall not be entitled to, any payment for Services performed before this Agreement's execution.

Item 6.4

The following is a summary of the prompt payment requirements of Public Contract Code Section 20104.50, which is set forth in the terms of this Agreement as required by that section: CITY/DISTRICT shall review each payment request as soon as practicable after receipt to determine whether it is a proper payment request, and shall return any payment request determined not to be proper, together with a written statement of the reasons it is not proper, no later than seven (7) days after receipt.

CITY/DISTRICT shall pay interest at the rate set forth in subdivision (a) of Code of Civil Procedure Section 685.010 on any undisputed and properly submitted payment request not paid within thirty (30) days after receipt.

CITY/DISTRICT will not withhold any Federal or State income taxes or Social Security tax from any payments made by CITY/DISTRICT to CONTRACTOR under the terms and conditions of this Agreement.

Payment of all taxes and other assessments on such sums is the sole responsibility of CONTRACTOR. CITY/DISTRICT has no responsibility or liability for payment of CONTRACTOR’s taxes or assessments.

CONTRACTOR 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
[http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm].

CONTRACTOR 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. CONTRACTOR 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.

CONTRACTOR 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 CONTRACTOR shall pay federal Davis Bacon wages and comply with applicable federal requirements.

Item 6.4

Pursuant to Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor may be listed on a bid proposal for, nor engage in the performance of, any Task Order subject to prevailing wage requirements unless currently registered and qualified to perform public work with the Department of Industrial Relations. Notice of this registration requirement is hereby included in this Agreement, and no Task Order subject to prevailing wage requirements shall be entered into without proof of CONTRACTOR's and each subcontractor's current registration. Pursuant to Labor Code Section 1771.4, each such Task Order is subject to compliance monitoring and enforcement by the Department of Industrial Relations, and CONTRACTOR shall post all job site notices prescribed by regulation.

In accordance with Labor Code Section 1775, CONTRACTOR and each subcontractor shall comply with the prevailing wage requirements of the Labor Code; CONTRACTOR shall forfeit the penalties prescribed by Section 1775 and shall pay to each worker the difference between the prevailing wage rate and the amount actually paid for each worker paid less than the prevailing rate for any work performed under this Agreement or any Task Order.

In accordance with Labor Code Sections 1810 and 1813, eight (8) hours of labor constitutes a legal day's work, and CONTRACTOR and each subcontractor shall forfeit twenty-five dollars ($25) to CITY/DISTRICT for each worker employed in the execution of any Task Order for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day or more than forty (40) hours in any one calendar week, except that work in excess of those hours is permitted upon compensation for all hours worked in excess of eight (8) hours per day at not less than one and one-half (1½) times the basic rate of pay, as provided in Labor Code Section 1815

4. Performance Bond. If contract sum under any Task Order exceeds (or is expected to exceed) $25,000, Contractor shall provide a construction labor and material payment bond, in accordance with Civil Code Section 9550 and in form attached hereto as Exhibit E– Construction Labor and Materials Payment Bond, and may be required, in City’s sole discretion to provide a construction performance bond in form attached hereto as Exhibit F – Construction Performance Bond. Contractor may not substitute cash in lieu of the required bond(s).

Item 6.4

5. Performance of Services. No work shall be performed under this Agreement except to the extent the CONTRACTOR receives a Task Order from the CITY/DISTRICT’s Authorized Representative. The CITY/DISTRICT will request proposals from the CONTRACTOR for each Task Order when services are needed. CONTRACTOR shall respond with a scope and cost proposal in a reasonably prompt manner, no later than fifteen (15) calendar days after CITY/DISTRICT’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/DISTRICT’s Manager (for contracts less than $75,000 or the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) or CITY/DISTRICT Board (for contracts higher than the signatory approval levels in the adopted Purchasing Policy at the time the task order is signed) by motion duly made and carried, the CITY/DISTRICT's Authorized Representative shall issue a Task Order against this agreement. CONTRACTOR 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.

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

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

Any authorized representative of CITY/DISTRICT 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 CONTRACTOR. Further, CITY/DISTRICT has the right at all reasonable times to audit, inspect or otherwise evaluate the services and work performed or being performed under this Agreement.

Item 6.4

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

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

CONTRACTOR 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.

CONTRACTOR represents that it possesses all necessary training, licenses, certificates, and permits required by the federal, state, CITY/DISTRICT or municipal governments to perform the Services. Such licenses, certificates and permits must be valid at the time CONTRACTOR 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 CONTRACTOR at no expense to CITY/DISTRICT.

CONTRACTOR 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/DISTRICT, or the receipt thereof by CONTRACTOR, or any inspection, review, approval or oral statement by any representative of CITY/DISTRICT or any other governmental entity, shall in no way waive or limit the obligations in this Paragraph 8 or lessen the liability of CONTRACTOR 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.

Item 6.4

9. Documents. All documents, plans, drawings, renderings, and other papers, or copies thereof, as finally rendered, prepared by CONTRACTOR pursuant to the terms of this Agreement, shall, upon preparation and delivery to CITY/DISTRICT, become the property of CITY/DISTRICT.

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

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

CONTRACTOR acknowledges the importance to CITY/DISTRICT of CITY/DISTRICT’s Project schedule and agrees to put forth its best professional efforts to perform its services under this Agreement in a manner consistent with that schedule.

12. Indemnity.
(a) To the fullest extent allowed by law (including without limitation California Civil Code Sections 2782 and 2782.8), CONTRACTOR shall defend, indemnify, and hold harmless City of Foster City and Estero Municipal Improvement District, 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 CONTRACTOR 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 CONTRACTOR, any Subconsultant, anyone directly or indirectly employed or retained by them, or anyone that they control. CONTRACTOR’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.

Item 6.4

If CONTRACTOR is a “design professional,” as defined in California Civil Code Section 2782.8(c), CONTRACTOR shall indemnify, defend, and hold the Indemnitees harmless against Liability only to the extent such Liability arises out of, pertains to, or relates to CONTRACTOR’s negligence, recklessness, or willful misconduct. In such an event, the cost to defend charged to CONTRACTOR shall not exceed CONTRACTOR’s
proportionate percentage of fault.
(b) Intellectual Property Indemnification. CONTRACTOR represents that professional services provided by CONTRACTOR pursuant to this Agreement does not infringe on any other copyrighted work or intellectual property owned by others. CONTRACTOR shall defend, indemnify and hold harmless CITY/DISTRICT 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 CONTRACTOR’s services provided to CITY/DISTRICT under this Agreement.
(c) CITY/DISTRICT shall include a provision in the construction contract with the general contractor on the Project requiring the general contractor to indemnify CONTRACTOR for damages resulting from the negligence of the general contractor and its subcontractors. CITY/DISTRICT shall also include a provision in the construction contract with the general contractor on the Project requiring the general contractor to name CONTRACTOR as an additional insured on its Comprehensive General Liability insurance coverage. If CONTRACTOR has the opportunity to review the construction contract prior to bidding, CITY/DISTRICT shall have no responsibility for the inadvertent omission of such provisions.
(d) CONTRACTOR 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/DISTRICT and the Indemnitees in the exact form and substance as those contained in this Agreement.
(e) CITY/DISTRICT 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 CONTRACTOR’s responsibilities and is not included in the scope of Services CONTRACTOR is to perform nor included in CONTRACTOR’s insurance. CITY/DISTRICT shall hire hazardous materials consultant if the Project requires the testing or remediation of hazardous substances. CONTRACTOR shall not be responsible or be involved in any way with the discovery, presence, handling or removal of such materials. CONTRACTOR shall, however, be responsible for the coordination of CONTRACTOR’s services and work with the work of CITY/DISTRICT’s hazardous materials consultants.

Item 6.4

(f) Duty to Cooperate. CONTRACTOR shall notify CITY/DISTRICT immediately in writing of any claim or damage related to activities or services performed under this Agreement. CONTRACTOR shall cooperate with CITY/DISTRICT in the investigation and disposition of all Liabilities arising out of the activities or services under this Agreement. Without limiting the foregoing, CONTRACTOR shall take all steps necessary to assist CITY/DISTRICT in the defense of any and all Liabilities brought by a contractor hired to construct the Project regarding any errors, flaws, and/or omissions in the plans or specifications of the Project. Any additional services or work under this paragraph shall be compensated as Additional Services.

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

CONTRACTOR 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 CONTRACTOR fails to obtain or maintain completed operations coverage as required by this Agreement, the CITY/DISTRICT at its sole discretion may purchase the coverage required and the cost will be paid by CONTRACTOR.

14. WORKERS' COMPENSATION. CONTRACTOR 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 CONTRACTOR certifies that he will comply with such provisions before commencing the performance of the work of this agreement.

Item 6.4

15. NON-DISCRIMINATION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY/DISTRICT setting forth the provisions of this non-discrimination clause.

Item 6.4

16. Notice. All notices required by this Agreement shall be given to the CITY/DISTRICT and CONTRACTOR in writing, by first class mail, postage prepaid, addressed as follows:

CITY: City of Foster City
100 Lincoln Centre Drive
Foster City, CA 94404-2299
Attention: Zaheed Danish
CONTRACTOR: Golden Bay Construction, Inc.
3826 Depot Road
Hayward, CA 94545
1-510-783-2980
Attention: Johnny Zanette

17. Assignment. This is an agreement for the personal services of CONTRACTOR. CITY/DISTRICT has relied upon the skills, knowledge, experience and training of CONTRACTOR and the CONTRACTOR’s firm, associates and employees as an inducement to enter into this Agreement.

CONTRACTOR shall not assign or subcontract this Agreement without CITY/DISTRICT’s express written consent. Further, CONTRACTOR shall not assign any monies due or to become due under this Agreement without CITY/DISTRICT’s prior written consent.

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

19. 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.

20. 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.

21. 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 Item 6.4

shall be deemed the prevailing party for purposes of the settlement and each party shall bear its own legal costs.

Any claim by CONTRACTOR arising under this Agreement or any Task Order shall be subject to the claim resolution procedures of Public Contract Code Section 9204, which are incorporated herein by this reference. A summary of Section 9204 is as follows: upon receipt of a claim, CITY/DISTRICT shall review the claim and, within forty-five (45) days (subject to extension as provided by statute), provide CONTRACTOR a written statement identifying the disputed and undisputed portions of the claim; any undisputed amount shall be paid within sixty (60) days after that statement; if the claim remains disputed, CONTRACTOR may demand in writing an informal meet-and-confer conference, which CITY/DISTRICT shall schedule within thirty (30) days; and any portion of the claim still in dispute thereafter shall be submitted to nonbinding mediation, with the parties sharing the mediator's costs equally. Any waiver of the rights afforded by Section 9204 is void and contrary to public policy.

22. Conflict of Interest. CONTRACTOR may serve other clients, but none who are active within the City of Foster City/Estero Municipal Improvement District or who conduct business that would place CONTRACTOR in a "conflict of interest" as that term is defined in State law.

23. Liability of CITY/DISTRICT. Except as provided in Exhibit B, Services to be Provided by CONTRACTOR and Exhibit D, Insurance, CITY/DISTRICT'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, Notwithstanding any other provision of this Agreement, in no event shall CITY/DISTRICT 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/DISTRICT 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 CONTRACTOR, or by any of its employees, even though such equipment be furnished, rented or loaned to CONTRACTOR by CITY/DISTRICT. The acceptance or use of such equipment by CONTRACTOR or any of its employees shall be construed to mean that CONTRACTOR accepts full responsibility for and shall exonerate, indemnify, defend and save harmless CITY/DISTRICT 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 CONTRACTOR, its employees, CITY/DISTRICT employees or third parties, or to property belonging to any of the above.

Item 6.4

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

24. Confidentiality. Any information, whether proprietary or not, made known to or discovered by CONTRACTOR during the performance of or in connection with this Agreement for CITY/DISTRICT, will be kept confidential and not be disclosed to any other person. CONTRACTOR will immediately notify CITY/DISTRICT 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.

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

25. 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.

26. Entire Agreement. This Agreement, including Exhibits A, B, C, D, E, and F comprises the entire Agreement.

Item 6.4

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/ESTERO MUNICIPAL

IMPROVEMENT DISTRICT
Dated:

Stefan Chatwin, City Manager
ATTEST:

Dated:

Priscilla Schaus, City Clerk/District Secretary

APPROVED AS TO FORM
Dated:

Benjamin Stock,
City Attorney/District Legal Counsel

GOLDEN BAY CONSTRUCTION
Dated:

Johnny Zanette
President
Item 6.4

EXHIBIT A

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

TO ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES MASTER AGREEMENT
This Task Order No. ("Task Order") is made and entered into by and between the City of Foster City/Estero Municipal Improvement District (“City/District”) and ("Contractor")

RECITAL
A. City and Contractor entered into an agreement entitled Master Services Agreement For On-Call Public Works Maintenance and Urgent/Emergency Services ("Agreement"), by which the Contractor 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 TASK ORDER. Contractor 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 Contractor in accordance with this Task Order, City will compensate Contractor 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. BOND REQUIREMENTS. [ADD IF PAYMENT AMOUNT OVER $25,000]

5. 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 Contractor and the City.

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

City of Foster City Contractor
By: By:

Title: City Manager Title:

Date: Date:

Tax ID No.:
[ ]
[ ]
[ ] as of , 202_.

Item 6.4

EXHIBIT B

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

ON-CALL PUBLIC WORKS MAINTENANCE AND URGENT/EMERGENCY

RESPONSE SERVICES

SERVICES TO BE PROVIDED
This is an Exhibit attached to and made a part of and incorporated by reference to the Agreement dated October 19, 2026, by and between [ ], hereinafter referred to as "CONTRACTOR" and the City of Foster City/Estero Municipal Improvement District, hereinafter referred to as "CITY/DISTRICT" providing for professional services.

1. Description of the Project:

1.1 Furnish all tools, labor, equipment and materials necessary to perform repairs and maintenance on the CITY/DISTRICT Water, Wastewater, Building, Streets and/or Stormwater systems, and other facilities on an on-call basis as outlined in specific Task Orders.

2. Services:

2.1 Scope of work shall include mobilization of labor, equipment and materials to perform maintenance and emergency and/or on-call urgent repair work as directed by City/District staff on water lines, wastewater lines, pumps, engines, valves, lift stations or other infrastructure elements, debris removal and disposal of soils, clearing, grading and earthwork, disaster mitigation and recovery, or other tasks as agreed upon by CITY/DISTRICT and CONTRACTOR.

2.2 Scope of work may include dewatering plan, SWPPP plan, traffic control plan, permits, fees and third-party testing, FEMA reimbursement expertise and administrative support as mutually agreed by CITY/DISTRICT and CONTRACTOR.

3. PAYMENTS

3.1 Unless issued under an emergency declaration, the maximum payment to CONTRACTOR under this Agreement for any single task order shall be limited to amounts not to exceed the City/District Manager, or their designee’s signing authority, which is currently $75,000, but may be increased per the Public Contracts Code over the term of the agreement. The dollar limit of Task Orders issued under an emergency declaration shall be at the discretion of the City Manager, under his procurement authority as outlined in Municipal Code Section 2.40.070.

3.2 CITY/DISTRICT shall pay monthly, based on the value of the work performed in each month upon presentation of an invoice by CONTRACTOR.

END OF EXHIBIT B
Item 6.4

EXHIBIT C

FEE SCHEDULE
City/District will compensate Contractor in accordance with the terms and conditions or the Agreement. A maximum, not to exceed amount shall be stated in each Task Order (including all hourly billings as well as reimbursable costs) per the terms of the Agreement.

Item 6.4

EXHIBIT D

INSURANCE FORMS
CONTRACTOR 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 October 19, 2026, by and between Golden Bay Construction, Inc., hereinafter referred to as “Contractor”, and City of /Foster City/Estero Municipal Improvement District, hereinafter referred to as “City/District”, providing for professional services.

1. Contractor's Duty to Show Proof of Insurance. Contractor, in order to protect City/District and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Contractor's acts, errors, or omissions in connection with the performance of Contractor's obligations, as required in this Agreement, shall secure and maintain insurance as described below. Contractor shall not perform any work under this Agreement until Contractor has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the City/District'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, Contractor 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, Contractor 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. Contractor shall immediately pay any deductibles and self-insured retentions under all required insurance policies upon the submission of any claim by Contractor or City/District 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/District), 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 Contractor'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. Contractor 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 Item 6.4

be at least five million dollars ($5,000,000) each occurrence and five million dollars ($5,000,000) aggregate.
*Please note, the City/District will require a separate additional insured endorsement for the Commercial General Liability policy, listing the “City of Foster City/Estero Municipal Improvement District, its Council/Board members, officials, agents, officers, volunteers and employees”.
☒ 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 two million dollars ($2,000,000) each occurrence.
☒ Workers' Compensation Insurance
Contractor shall submit written proof that Contractor is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code. Contractor 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 Contractor. If any class of employees engaged in work or services performed under this Agreement is not covered by California Labor Code section 3700, Contractor shall provide and/or require each Subconsultant to provide adequate insurance for the coverage of employees not otherwise covered. Contractor 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 occurrence and four million dollars ($4,000,000) aggregate.

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

1.3 Claims-Made Basis Coverage
If any of the insurance coverages required under this Agreement is written on a claimsmade basis, Contractor, at Contractor'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 Item 6.4

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/District as Additional Insured
On Contractor's Commercial General Liability and Automobile policies, the City of Foster City/Estero Municipal Improvement District, 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 Contractor'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 Contractor 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. Contractor 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/District Risk Manager.

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

3.4 For any claims related to the Agreement, the Contractor’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City/District, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City/District, its officers, officials, employees, or volunteers shall be excess of the Contractor’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 Contractor for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the Item 6.4

coverage; nor shall it preclude the City/District 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 Contractor to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Contractor.

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

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/District 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 Contractor 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. Contractor'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/District's obtaining the project-specific insurance, wrap-up insurance or administering an OCIP, and the exclusion of this project from coverage of Contractor's and subconsultants policies.

Construction Manager and its subconsultants shall afford City/District access to their books and records and cooperate with City/District in verifying the amount of savings realized.

ATTACHED

1. Insurance Coverage Form
Item 6.4

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: City of Foster City/Estero Municipal Improvement District (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:

Item 6.4

ADDRESS:

TELEPHONE: ( ) DATE ISSUED:

END OF EXHIBIT D
Item 6.4

25 EXHIBIT E

CONSTRUCTION LABOR AND MATERIAL PAYMENT BOND
KNOW ALL PERSONS BY THESE PRESENTS:

1. THAT WHEREAS, the City of Foster City, a general law city and municipal corporation of the State of California/Estero Municipal Improvement District (Owner) has awarded to Golden Bay Construction, Inc. as Principal a Construction Services Agreement, dated the day of , 20 (Agreement), titled THE PROJECT
located at in the amount of $
(Contract Sum), which Agreement is by this reference made a part hereof, for the work described as follows:
(Describe Agreement Work)
_______________________________________________________________________ _______________________________________________________________________ ______________________________________________________________________________

2. AND WHEREAS, Principal is required to furnish a bond in connection with the Agreement to secure the payment of claims of laborers, mechanics, material suppliers, and other persons as provided by law;

3. NOW, THEREFORE, we, the undersigned Principal and as Surety, are held and firmly bound unto Owner in the sum of 100% OF THE CONTRACT SUM ($ ), for which payment well and truly to be made we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.

4. THE CONDITION OF THIS OBLIGATION IS SUCH, that if Principal, or its heirs, executors, administrators, successors, or assigns approved by Owner, or its subcontractors shall fail to pay any of the persons named in California Civil Code Section 9100, or amounts due under the State of California Unemployment Insurance Code with respect to work or labor performed under the Agreement, or for any amounts required to be deducted, withheld, and paid over to the State of California Employment Development Department from the wages of employees of Principal and subcontractors pursuant to California Unemployment Insurance Code Section 13020 with respect to such work and labor, that Surety will pay for the same in an amount not exceeding the sum specified in this bond, plus reasonable attorneys’ fees, otherwise the above obligation shall become and be null and void.

5. This bond shall inure to the benefit of any of the persons named in California Civil Code Section 9100, as to give a right of action to such persons or their assigns in any suit brought upon this bond. The intent of this bond is to comply with the California Mechanic’s Lien Law.

6. Surety, for value received, hereby expressly agrees that no extension of time, change, modification, alteration, or addition to the undertakings, covenants, terms, conditions, and agreements of the Agreement, or to the work to be performed thereunder, shall in any way affect the obligation of this bond; and it does hereby waive notice of any such extension of time, change, modification, alteration, or addition to the undertakings, covenants, terms, conditions, and agreements of the Agreement, or to the work to be performed thereunder.

7. Surety’s obligations hereunder are independent of the obligations of any other surety for the payment of claims of laborers, mechanics, material suppliers, and other persons in connection with Agreement; and suit may be brought against Surety and such other sureties, jointly and severally, or against any one or more of them, or against less than all of them without impairing Owner’s rights against the other.

Item 6.4

26 8. Correspondence or claims relating to this bond shall be sent to Surety at the address set forth below.

IN WITNESS WHEREOF, we have hereunto set our hands this day of , 20 .

CONTRACTOR AS PRINCIPAL SURETY
Company: (Corp. Seal) Company: (Corp. Seal)
Signature Signature
Name Name
Title Title
Street Address Street Address
City, State, Zip Code City, State, Zip Code

END OF EXHIBIT E
Item 6.4

27 EXHIBIT F

CONSTRUCTION PERFORMANCE BOND
KNOW ALL PERSONS BY THESE PRESENTS:

1. THAT WHEREAS, City of Foster City, a general law city and municipal corporation of the State of California/Estero Municipal Improvement District

2. (Owner) has awarded to (Name of Contractor) as Principal a Construction Services Agreement, dated the day of , 20
(Agreement), titled THE PROJECT in the amount of
$ (Contract Sum), which Agreement is by this reference made a part hereof, for the work described as follows:
(Describe Agreement Work)

3. AND WHEREAS, Principal is required to furnish a bond in connection with the Agreement, guaranteeing the faithful performance thereof;

4. NOW, THEREFORE, we, the undersigned Principal and as Surety are held and firmly bound unto Owner in the sum of 100% OF THE CONTRACT SUM to be paid to Owner or its successors and assigns; for which payment, well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.

5. THE CONDITION OF THIS OBLIGATION IS SUCH, that if Principal, or its heirs, executors, administrators, successors, or assigns approved by Owner, shall promptly and faithfully perform the covenants, conditions, and agreements of the Agreement during the original term and any extensions thereof as may be granted by Owner, with or without notice to Surety, and during the period of any guarantees or warranties required under the Agreement, and shall also promptly and faithfully perform all the covenants, conditions, and agreements of any alteration of the Agreement made as therein provided, notice of which alterations to Surety being hereby waived, on Principal’s part to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify, defend, protect, and hold harmless Owner as stipulated in the Agreement, then this obligation shall become and be null and void; otherwise it shall be and remain in full force and effect.

6. No extension of time, change, alteration, modification, or addition to the Agreement, or of the work required thereunder, shall release or exonerate Surety on this bond or in any way affect the obligation of this bond; and Surety does hereby waive notice of any such extension of time, change, alteration, modification, or addition.

7. Whenever Principal shall be and declared by Owner in default under the Agreement, Surety shall promptly remedy the default, or shall promptly:

7.01 Undertake through its agents or independent contractors, reasonably acceptable to Owner, to complete the Agreement in accordance with its terms and conditions and to pay and perform all obligations of Principal under the Agreement including, without limitation, all obligations with respect to warranties, guarantees, indemnities, and the payment of liquidated damages; or

7.02 Obtain a bid or bids for completing the Agreement in accordance with its terms and conditions, and, upon determination by Owner of the lowest responsible bidder, reasonably acceptable to Owner, arrange for a contract between such bidder and Owner and make available as work progresses (even though there should be a default or a succession of defaults under the contract or contracts of completion arranged under this paragraph) sufficient funds to pay the cost of completion less the balance of the Contract Sum, and to pay and perform all obligations of Principal under the Agreement including, without limitation, all obligations with respect to warranties, guarantees, and the payment of liquidated
Item 6.4