Agenda — Hillsborough City Council, June 12, 2023 (part 1 of 2)

TOWN OF HILLSBOROUGH
San Mateo County
Christine Krolik, Mayor 1600 Floribunda Avenue
Sophie Cole, Vice Mayor Hillsborough, CA 94010
Marie Chuang, Councilmember www.hillsborough.net
Leslie Marden Ragsdale, Councilmember Phone 650-375-7400 Alvin L. Royse, Councilmember

A G E N D A
MONDAY, JUNE 12, 2023
4:00 PM CLOSED SESSION
6:00 PM CITY COUNCIL MEETING
Hillsborough Town Hall and Zoom Video Conference
Meetings of the City Council are held in-person. As a courtesy, and in compliance with applicable state law, staff and members of the public may participate in the meeting in person at Town Hall or virtually via Zoom Video Conference.

To attend the meeting in person:
1600 Floribunda Avenue, Hillsborough, CA 94010.

To provide Public Comment in person:

Members of the public wishing to speak are requested to complete a yellow speaker card and submit it to the City Clerk.

To participate in the meeting via Zoom Video Conference:
• Log in to the meeting at https://us06web.zoom.us/j/82902291200?pwd=d2RBZGJPdkE2MkkzYnZTdjdJaUlwZz09 • Dial-in via phone:
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Meeting ID: 829 0229 1200
Passcode: 163222
To provide Public Comment via Zoom Video Conference:

Live verbal public comments may be made by requesting to speak using the “raise hand” feature in Zoom or, if calling in by phone, by pressing *9 on the telephone keypad prior to the close of the public comment period for the item. In response, the Town will unmute the speaker and allow them to speak up to three minutes.

CLOSED SESSION (4:00 pm)

CALL TO ORDER

ROLL CALL

PUBLIC COMMENT
Members of the public may provide public comments on any item on the Closed Session agenda. Members of the public participating in person are requested to complete a yellow speaker card and submit it to the City Clerk before addressing the City Council. Members Agenda – Hillsborough City Council
Monday, June 12, 2023

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of the public participating via the Zoom platform may use the “raise hand” feature or, if calling in by phone, press *9 on the telephone keypad. Speakers are limited to one comment per Closed Session item.

ANNOUNCEMENT OF CONFLICT OF INTEREST
This portion of the agenda is for Councilmembers to disclose any conflict of interest related to any item on the Closed Session agenda.

Any Councilmember who has confirmed a conflict of interest or has reason to believe they have a conflict of interest should disclose the conflict for the record and abide by the disqualification requirements contained in FPPC regulations.

CLOSED SESSION ITEMS
A. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Pursuant to Government Code Section 54956.9(d)(2)
Town as Defendant – Five Potential Cases (see legal threat documents in agenda packet) B. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Pursuant to Government Code Section 54956.9(d)(4)
Initiation of Litigation
C. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Pursuant to Government Code Section 54956.9(d)(1)
Town of Hillsborough v. All Persons Interested in the Matter of the Proceedings for Resolution No. 22-83 Adopting Maximum Rates for Water Service Charges San Mateo Superior Court Case No. 23CIV01028
D. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Pursuant to Government Code Section 54956.9(d)(1)
Hillsborough Citizens Alliance v. Town of Hillsborough
San Mateo Superior Court Case No. 21CIV04709

ADJOURN CLOSED SESSION
REGULAR CITY COUNCIL MEETING (6:00 pm)
I. CALL TO ORDER
II. ROLL CALL
III. PLEDGE OF ALLEGIANCE
IV. REPORT FROM CLOSED SESSION
V. MINUTES: Special Meetings of January 12, 2023, May 17, 2023 and May 26, 2023 VI. RECOGNITION
• RECOGNITION OF SAN MATEO HIGH SCHOOL MUSIC DIRECTOR ATTILIO

TRIBUZI ON HIS RETIREMENT
Agenda – Hillsborough City Council
Monday, June 12, 2023

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VII. PROCLAMATIONS
• PRIDE MONTH – JUNE 2023
• JUNETEENTH – JUNE 19, 2023
• NATIONAL MOSQUITO CONTROL AWARENESS WEEK – JUNE 20-26, 2023 VIII. PRESENTATION
• MAYOR'S APPLAUSE
IV. PUBLIC COMMENT I
This portion of the meeting is reserved for persons wishing to address the City Council on any matter not on the agenda.

Members of the public may provide comments via the Zoom platform by using the “raise hand” feature or, if calling in by phone, by pressing *9 on the telephone keypad. In response, the Town will unmute the speaker and allow them to speak on any topic for up to three minutes. If there appears to be a large number of speakers, speaking time may be reduced to no less than 2 minutes, at the discretion of the Mayor. Members of the public are limited to one comment at this time. State law prohibits the Council from discussing or acting on non-agenda items, and generally limits the ability of the Council to respond to any public comments made regarding non-agenda items.

X. ANNOUNCEMENT OF CONFLICT OF INTEREST
This portion of the agenda is for Councilmembers to disclose any conflict of interest related to any item on the agenda. Any Councilmember who has confirmed a conflict of interest or has reason to believe they have a conflict of interest should disclose the conflict for the record and abide by the disqualification requirements contained in FPPC regulations.

XI. CONSENT CALENDAR
The Consent Calendar includes routine items, which do not require discussion. A Councilmember may remove an item for discussion, and any member of the audience may request a Councilmember to remove an item for discussion. The items are approved in one motion.

1. MONTHLY CLAIMS: MAY 1 THROUGH MAY 31, 2023 PURSUANT TO CEQA GUIDELINE 15378

2. RESOLUTION ESTABLISHING THE TOWN OF HILLSBOROUGH'S
APPROPRIATIONS LIMIT FOR FISCAL YEAR 2023-24 PURSUANT TO CEQA GUIDELINE 15378

3. RESOLUTION APPROVING THE TOWN OF HILLSBOROUGH’S UNCLAIMED FUNDS POLICY (CONTINUED FROM MAY 8, 2023) PURSUANT TO CEQA GUIDELINE 15378

4. RESOLUTION APPROVING THE TOWN OF HILLSBOROUGH’S MISSION STATEMENT PURSUANT TO CEQA GUIDELINE 15378

5. RESOLUTION APPOINTING A DIRECTOR AND AN ALTERNATE TO THE POOLED

LIABILITY ASSURANCE NETWORK JOINT POWERS AUTHORITY BOARD OF DIRECTORS PURSUANT TO CEQA GUIDELINE 15378

6. INTERIM CITY MANAGER UPDATE REGARDING THE ESTABLISHMENT OF A YOUTH COMMISSION PURSUANT TO CEQA GUIDELINE 15378
Agenda – Hillsborough City Council
Monday, June 12, 2023

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7. RESOLUTION AMENDING POLICY 411 REGARDING CITY COUNCIL

COMMISSIONERS TO INCLUDE A NEW SUSTAINABILITY COMMISSIONER AND

APPOINTING COUNCILMEMBER LESLIE MARDEN RAGSDALE AS THE NEW SUSTAINABILITY COMMISSIONER PURSUANT TO CEQA GUIDELINE 15378

8. RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH AWARDING AND AUTHORIZING THE CITY MANAGER TO EXECUTE TWO (2) TWOYEAR CONTRACTS WITH GO NATIVE, INC AND BAY AREA TREE SERVICES, INC

FOR OPEN SPACE AND AS-NEEDED VEGETATION MANAGEMENT SERVICES FOR

A TWO YEAR NOT TO EXCEED TOTAL AMOUNT FOR BOTH CONTRACTS OF $471,366.00 PURSUANT TO A PREVIOUSLY ADOPTED MITIGATED NEGATIVE

DECLARATION

9. RESOLUTION ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2023-24 FUNDED BY SB 1: THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017, AND AUTHORIZING THE SUBMITTAL OF APPLICATIONS FOR SB 1 TRANSPORTATION FUNDING PURSUANT TO CEQA GUIDELINE 15378

10. RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AN AMENDMENT TO AN AGREEMENT WITH LITTLER MENDELSON P.C. FOR ONGOING AS-NEEDED LEGAL SERVICES PURSUANT TO CEQA GUIDELINE 15378

11. RESOLUTION APPROVING AND AUTHORIZING THE CITY MANAGER TO

EXECUTE AN AMENDMENT TO THE EXISTING AGREEMENT WITH

INFRASTRUCTURE ENGINEERING CORPORATION (IEC) FOR ENGINEERING

SERVICES FOR THE DESIGN OF THE DARRELL WATER TANK REPLACEMENT PROJECT IN THE AMOUNT OF $125,097.00, FOR A TOTAL CONTRACT AMOUNT OF $669,056.00 PURSUANT TO A PREVIOUSLY ADOPTED MITIGATED NEGATIVE

DECLARATION

12. RESOLUTION AWARDING TO AND AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT WITH D’ARCY & HARTY CONSTRUCTION, INC. FOR

THE ROBINWOOD LANE SANITARY SEWER REHABILITATION AND
REPLACEMENT PROJECT IN THE AMOUNT OF $182,960.00 WITH 10% CONTINGENCY FOR A TOTAL PROJECT BUDGET OF $201,256.00 PURSUANT TO CEQA GUIDELINE 15301

13. RESOLUTION AWARDING TO AND AUTHORIZING THE CITY MANAGER TO EXECUTE TWO (2) TWO-YEAR CONTRACTS WITH CASTILLO PLUMBING & CONSTRUCTION, INC. AND CIARI PLUMBING AND HEATING, INC. FOR ON-CALL

PLUMBING AND AS-NEEDED ASSOCIATED CONSTRUCTION SERVICES FOR A TOTAL NET NOT-TO-EXCEED AMOUNT OF $120,000.00 FOR BOTH CONTRACTS ($60,000.00 EACH) PURSUANT TO CEQA GUIDELINE 15301

14. RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT

WITH VALLEY OIL COMPANY FOR FUEL AND DIESEL DELIVERY TO THE PUBLIC

WORKS CORPORATION YARD AND THE POLICE DEPARTMENT PURSUANT TO Agenda – Hillsborough City Council
Monday, June 12, 2023

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CEQA GUIDELINE 15301 AND 15378

15. RESOLUTION DENYING COMCAST’S PERMIT APPLICATION FOR THE INSTALLATION OF TWO (2) BATTERY CABINETS (UTILITY BOX OUTDOOR FIXTURES) AT A LOCATION IN THE PUBLIC RIGHT-OF-WAY NEAR 1025 VISTA ROAD AND COMCAST’S REQUEST FOR AN EXCEPTION TO POLICY NO. 19-01 PURSUANT TO CEQA GUIDELINE 15270

16. RESOLUTION APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A FIVE-YEAR AGREEMENT WITH FLOCK GROUP, INC. FOR AUTOMATED LICENSE PLATE READER (ALPR) CAMERAS IN THE AMOUNT OF $283,350.00 PURSUANT TO CEQA GUIDELINE 15378
XII. PUBLIC HEARING

17. RESOLUTION ADOPTING THE FY 2023-24 PROPOSED OPERATING AND CAPITAL BUDGET PURSUANT TO CEQA GUIDELINE 15378
XIII. OLD BUSINESS

18. RESOLUTION AWARDING THE EUCALYPTUS PEDESTRIAN PATHWAY PROJECT TO REDGWICK CONSTRUCTION CO. IN THE AMOUNT OF $965,600.00 WITH 10% CONTINGENCY OF $96,560.00 FOR A TOTAL PROJECT BUDGET OF $1,062,160.00 PURSUANT TO CEQA GUIDELINE 15301
XIV. DISCUSSION

19. DISCUSS AND PROVIDE DIRECTION ON THE IMPLEMENTATION AND ENFORCEMENT OF ORDINANCE NO. 789 REGARDING TREE PROTECTION PURSUANT TO CEQA GUIDELINES 15061(B)(3), 15307, 15308, AND 15378 XV. PUBLIC COMMENT II
This portion of the meeting is reserved for persons wishing to address the City Council on any matter not on the agenda.

XVI. INTERIM CITY MANAGER’S UPDATE
XVII. CITY COUNCIL ITEMS
This section of the agenda provides the City Council an opportunity to ask questions on any project of interest. No action can be taken on any item not on the agenda.

XVIII. ADJOURNMENT TO THE HILLSBOROUGH PUBLIC IMPROVEMENT CORPORATION (HPIC) MEETING
Agenda – Hillsborough City Council
Monday, June 12, 2023

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SPECIAL ACCOMMODATIONS:

If you need a disability-related modification or accommodation, including auxiliary aids or services, to participate in the City Council meeting, or if you need an agenda in an alternate form, please contact the City Clerk’s Office at 375-7412 at least 24 hours before the scheduled City Council meeting.

ADDRESSING THE CITY COUNCIL:

Members of the public may provide written comments to the City Council regarding any item on the agenda up to two hours before the meeting to [email protected] or by mail/in person at 1600 Floribunda Avenue, Hillsborough, CA 94010. Any writings or documents provided to a majority of the City Council regarding any item on this agenda prior to the deadline, except as exempt from public disclosure under applicable law, will be available for public inspection on the Town website, and in the City Clerk’s Office at 1600 Floribunda Avenue, Hillsborough, CA 94010, during regular business hours.

AUDIO / VISUAL ADVISORY:

Those persons who wish to use PowerPoint or other mediums when presenting to the City Council will be required to submit media items to the City Clerk by 12:00 p.m. on the day of the meeting. Media items can be emailed to [email protected].

AUDIO OR VIDEO RECORDINGS:

Please be advised that under the Brown Act, any person has the right to record the City Council meeting, including the audience in attendance, using an audio or video recording device subject to certain exceptions. Please be aware that by attending a City Council meeting, you may be audio or video recorded.

W I L L I A M L. M c C L U R E
J O H N L. F L E G E L
D A N K. S I E G E L
J E N N I F E R H. F R I E D M A N
M I N D I E S. R O M A N O W S K Y
L E I G H F. P R I N C E
D A V I D L. A C H
G R E G O R Y K. K L I N G S P O R N
N I C O L A S A. F L E G E L
K R I S T I N A A. FENT O N
C A R A E. SILVER
KIMBERLY J. BRUMMER
C A M A S J . S T E I N M E T Z
PHILIP S. SOU S A
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B R I T T N E Y L. S T A N D L E Y
C H R I S T I A N D. P E T R A N G E L O
J O S E P H H. F E L D M A N
JORGENSON, SIEGEL, McCLURE & FLEGEL, LLP

ATTORNEYS AT LAW
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F A C S I M I L E ( 6 5 0 ) 3 2 4 - 0 2 2 7
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March 10, 2023

O F C O U N S E L

KENT MITCHELL
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R E T I R E D
J O H N D. J O R G E N S O N
MARGARET A. SLOAN
D I A N E S. G R E E N B E R G
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D E C E A S E D
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VIA CERTIFIED MAIL, RETURN RECEIPT REQUESTED
& VIA ELECTRONIC MAIL: [email protected]
Lisa Natusch
City Clerk
Town of Hillsborough
1600 Floribunda Ave.

Hillsborough, CA 94010
Re: Claim of Joseph Pfeister and Maricar Pacquing / Failing Infrastructure at 2095 Ralston Ave
Dear Madam Clerk:

This firm has been retained by Joseph Pfeister and Maricar Pacquing regarding the above-referenced Claim. As you are aware, our clients last year informed the Town of Hillsborough (“Town”) of the failure of a portion of the Town’s retaining wall that in part supports the bridge that is our clients’ sole access to their property. By your letter of November 30, 2022, the Town of Hillsborough (“Town”) rejected the claim .

Since the Claim was filed, water that flowed from Ralston Avenue significantly damaged our clients’ property. They have also discovered additional evidence supporting their claim that the failed retaining wall, and the damage from the water directed onto their property, is the Town’s responsibility. For example, contrary to the Town’s position that the only affected structures are private property, that would not excuse the Town’s failure (or refusal) to maintain public infrastructure. The historical plans for the construction of the bridge were filed in 1957 and reflect that the subject retaining wall was pre-existing, and that it pre-existed any development of our clients’ property. Our clients have filed Public Records Act requests seeking any documents that support the Town’s position, only to be told that no such documents exist.

The Town’s failure to maintain records establishing that the improvements were private or public does not support a conclusion that the failed infrastructure is not the Town’s responsibility; rather, it supports the contrary conclusion.

CLOSED SESSION ITEM A
1 OF 5 POTENTIAL CASES
Lisa Natusch, City Clerk
March 10, 2023

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Our clients have no choice but to move forward with emergency repairs to the bridge and thus the retaining wall that supports it – without the bridge, they have no access to their property. They have been coordinating with the Town throughout this process and intend to continue to do so.

However, by this letter, Mr. Pfeister and Dr. Pacquing hereby place the Town on notice that they consider the Town’s position that the retaining wall is not part of the Town’s utility infrastructure to be incorrect; and that they hold the Town responsible for the repair and maintenance of the retaining wall and associated structures. It is our intent to file a timely action to enforce the Town’s obligations if this matter is not resolved to their satisfaction.

We hope that this will not be necessary, and to that end I invite the Town to contact me at its earliest opportunity to discuss potential resolutions and potentially a tolling agreement to avoid having to file legal action while those discussions are ongoing. I look forward to further dialog.

Very truly yours,
Gregory K Klingsporn
Cc: Ann E. Ritzma, City Manager (email: [email protected]) Christopher Diaz, City Attorney (email: [email protected]) Received Town of
Hillsborough 6/7/2022

CLOSED SESSION ITEM A
2 OF 5 POTENTIAL CASES

CLOSED SESSION ITEM A
3 OF 5 POTENTIAL CASES

CLOSED SESSION ITEM A
4 OF 5 POTENTIAL CASES

CLOSED SESSION ITEM C
5 OF 5 POTENTIAL CASES
Legal Threat Document for Justification
I am memorializing my conversation with an attorney, who called me regarding a resident located at 100 Stonehedge Road, Hillsborough and his discussions with her. The attorney wanted to open discussions regarding claims that may exist on behalf of the resident due to the Town’s issuance of a permit for development of neighboring property located at 118 Baywood Avenue, Hillsborough and damages she may have incurred resulting therefrom. The attorney indicated that he would like to settle this matter before a formal lawsuit is filed and would like the opportunity to discuss in a mediation type format for now.

Al Royse
Councilmember

UNAPPROVED MINUTES
THURSDAY, JANUARY 12, 2023
4:00 PM SPECIAL CITY COUNCIL MEETING – STUDY SESSION
Hillsborough Town Hall and Zoom Video Conference
This special City Council meeting was conducted pursuant to the provisions of Government Code Section 54953(e) (and without compliance with section 54953(b)(3)) related to conducting public meetings during the COVID-19 pandemic. The City Council, staff and members of the public participated in the meeting virtually via Zoom Video Conference or in person at Town Hall.

I. CALL TO ORDER
Mayor Krolik called the special meeting to order at 4:00 p.m., roll call was taken, and City Attorney Diaz made announcements of conflict of interest. Due to technical difficulties with the audio of the Zoom feed, the City Council paused the meeting at 4:03 p.m. to troubleshoot the issue. Following resolution of the technical difficulties, Mayor Krolik called the meeting to order again at 4:22 p.m. The City Clerk repeated roll and City Attorney Diaz repeated the announcements of conflict of interest.

II. ROLL CALL

Present: Chuang, Ragsdale, Royse, Cole, Krolik
III. ANNOUNCEMENT OF CONFLICT OF INTEREST
City Attorney Diaz stated that under FPPC regulations, based on the scope of parcels within the housing element inventory list, the “public generally” exception applies to allow Councilmembers to participate in discussions and ultimately approve the inventory list.

However, the FPPC indicated that if there is any individualized discussion about specific sites where Councilmembers may have conflicts of interest, those sites should be segmented out so that the Councilmember who has a conflict of interest can recuse themself and step out of the room. Diaz reported that Mayor Krolik has a potential conflict of interest with regard to Strawberry Hill as she is within 1,000 feet of the site, which is not an automatic conflict of interest under the FPPC regulations, but it may be, so out of an abundance of caution, if the Council decides to discuss Strawberry Hill individually, she would recuse herself and step out of the room. Diaz stated that Vice Mayor Cole has a conflict of interest with regard to the Callan property as she is within 500 feet; therefore, if the Council decides to discuss the Callan property individually, she would recuse herself and step out of the room.

IV. STUDY SESSION

1. DISCUSS DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT (HCD) COMMENTS ON THE DRAFT HOUSING ELEMENT UPDATE AND PROVIDE

DIRECTION
Planning Manager Liz Ruess provided the staff report. City Attorney Christopher Diaz, City Manager Ann Ritzma, Senior Management Analyst Mandy Brown and Todd Leishman, Partner, Best, Best & Krieger and Robert Kain, Houseal Lavigne, provided additional information.

Mayor Krolik provided an overview of the housing element update process.

Mayor Krolik opened public comment.

Daniel Capon expressed concerns regarding rezoning and development of De Guigne and Strawberry Hill.
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Unapproved Minutes – Hillsborough City Council
Thursday, January 12, 2023

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Orna Resnekov, 1255 La Canada Road, expressed concern that there are many ADUs in Hillsborough not accounted for in the current plan and recommended a survey be conducted to document current ADUs, that the Town’s current rental rules be considered for amendment, that incentives be implemented to rent ADUs, and that the Town confirms there is infrastructure to support additional housing.

Ronald Ferner requested on behalf of the owner of 2305 Forest View that residents of the neighborhood be notified of meetings related to the Housing Element.

Due to technical difficulties with the audio feed in Council Chambers, Mayor Krolik called a recess at 5:27 p.m.

Council reconvened at 5:33 p.m. with all Councilmembers present and continued taking public comment.

Ted Ullyot expressed concern that HCD’s review is arbitrary and recommended the Town find attorneys who can represent Hillsborough in advising on HCD’s policy preference and legal requirements, and suggested the Town reach out to other communities who are having their plans rejected by HCD.

David Brent, 810 Lombardi Lane, spoke in support of Ted Ullyot’s comments and expressed concern regarding the density and economics of any multifamily units to be developed.

Peter Adams, 1085 Black Mountain Road, spoke in support of Ted Ullyot’s comments and encouraged the City Council to work with other similar communities to explore legal alternatives.

Gregory Hampton expressed concern that the Town was not credited for the surplus in the last Housing Element and requested it be challenged and provided comments regarding due process.

Larry Friedberg, 870 Longview, spoke regarding the need for objective standards from HCD and stated that Hillsborough should not have the same criteria applied due to the Town’s limitations including topography, and inquired about any staff analysis of other similar communities.

Paul Rochester, 221 Ridgeway Road, spoke in support of the comments made by previous speakers, expressed concern regarding the state requirements, and recommended the Town proceed with litigation if necessary.

Patrick Shannon, 1455 Marlborough Road, encouraged the City Council to defend that Housing Element as submitted and make the revisions necessary to achieve compliance and avoid rezoning.

Arlene Rosenberg, 50 McCreery Drive, HEAC member, stated that Affirmatively Furthering Fair Housing is a legal requirement and that the State has committed to enforcement of penalties on cities not in compliance. Rosenberg stated that the Town of Hillsborough should not be exempt from participating in solutions to Countywide and Statewide problems.

Noelle Langmack, 10 Eugenia Way, Housing Element Advisory Committee (HEAC) member, provided comments regarding the language in the letter from HCD and stated that the State legislature has given HCD authority and broad discretion to interpret and enforce housing law and recommended the City Council make the necessary changes to ensure compliance, and echoed the comments by Arlene Rosenberg.

Dennis Moore requested that the City Council act on pro-ADU ordinances and policies as soon as possible and that the Housing Element Advisory Committee (HEAC) be included in the remainder of the process.

Laith Salma, Fairway Circle, expressed appreciation to the City Council for their work on the Housing Element, spoke in support of the comments made by Ted Ullyot, and requested the City Council seek new legal counsel to aggressively defend the town. -2-
Unapproved Minutes – Hillsborough City Council
Thursday, January 12, 2023

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Craig Horton spoke in support of the comments by Dennis Moore and Laith Salma and expressed concern regarding delays with his own ADU project. Horton expressed concerns regarding the Town’s counsel based on his experience with his own ADU project.

Mayor Krolik closed public comment.

Mayor Krolik reported City Council consensus to continue with a largely ADU program and instituting a program to encourage residents to rent their ADUs.

At 7:03 p.m. prior to discussion of the Callan property, Vice Mayor Cole recused herself and left the room.

Following discussion, by City Council consensus (with Vice Mayor Cole recused), the City Council specified up to three units per parcel for the Callan property.

At 7:24 p.m., Vice Mayor Cole returned to the room and took her seat at the dais.

At 7:35 p.m., prior to discussion of the Strawberry Hill property, Mayor Krolik recused herself and left the room.

At 7:38 p.m., Mayor Krolik returned to the room and took her seat at the dais.

Mayor Krolik reopened public comment at 7:50 p.m.

Dr. Lionel Foster, Chair, ADRB, spoke in support of using Town-owned land and developing a strong ADU program to meet RHNA numbers and spoke in opposition to units at the Callan property, citing environmental concerns.

Ted Ullyot expressed frustration with the discussion and reiterated his request for a robust look at legal options and outreach to other similar cities.

Noelle Langmack encouraged the City Council to take into consideration the amount of time needed for a CEQA analysis of the Tobin Clark estate and stated the Town would be open Builder’s Remedy projects on February 1.

Laith Salma expressed frustration with the direction of the City Council discussion, in support of the comments by Ted Ullyot, and in opposition to including the Town Hall site in the RHNA process.

Jeff Ford, 616 Fairway Circle, spoke in support of including a larger number of ADUs in the plan, in support of inclusion of the Strawberry Hill site, and in opposition to including the Town Hall site in the RHNA process.

Mike Swire, Lakeview, expressed concerns regarding the large quantity of ADUs proposed, development of the Callan property and development of the Tobin Clark property and in support of maximizing use of the Town Hall site for housing.

Dennis Moore spoke in support of the work that has been done to date and in support of the use of ADUs as rentals.

Mayor Krolik closed public comment at 8:07 p.m.

At 8:08 p.m., prior to further discussion of the Callan property, Vice Mayor Cole recused herself and left the room.

By consensus, the City Council (with Vice Mayor Cole recused) directed staff to discuss with the property owner the maximum number of units that can be supported at the Callan property in consideration of a maximum of 24 units.

At 8:15 p.m., Vice Mayor Cole returned to the room and took her seat at the dais. -3-
Unapproved Minutes – Hillsborough City Council
Thursday, January 12, 2023

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Following further discussion, Mayor Krolik confirmed majority City Council support for the breakdown of 554 units as presented on the screen in Council Chambers and on Zoom:

Opportunity Site - Callan: 24 (if rezoned)
Opportunity Site - Strawberry Hill: 35
Opportunity Site - De Guigne: 0
Opportunity Site -Tobin Clark: 0
Opportunity Site - Brooke Court: 2
Opportunity Site - Hayne: 5
Opportunity Site -Town Hall: 72
ADUs/JADUs: 392
RD Vacant Lots and Subdivision Opportunities: 21
Pipeline Projects - SFD: 3
Other Policies: 0
Mayor Krolik reopened public comment at 8:46 p.m.

Gina Haggerty spoke in opposition to including housing on the Town Hall site in the Housing Element.

Anne Paulson inquired about the timeframe for the required 7-day public comment period.

Mayor Krolik closed public comment at 8:48 p.m.

V. ADJOURNMENT
Mayor Krolik adjourned the meeting at 8:48 p.m._
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UNAPPROVED MINUTES
WEDNESDAY, MAY 17, 2023
4:00 PM SPECIAL CITY COUNCIL MEETING – CLOSED SESSION
Hillsborough Town Hall and Zoom Video Conference
This special meeting was held in-person at Town Hall. As a courtesy, and in compliance with applicable state law, staff and members of the public participated in the meeting in person at Town Hall and virtually via Zoom Video Conference.

CALL TO ORDER
Vice Mayor Cole called the meeting to order at 4:05 p.m.

ROLL CALL

Present: Chuang, Ragsdale, Royse, Cole, Krolik (arrived at 4:06 p.m. in Closed Session)

PUBLIC COMMENT ON CLOSED SESSION ITEM
There were no speakers.

ANNOUNCEMENT OF CONFLICT OF INTEREST
There were no announcements of conflict of interest.

CLOSED SESSION ITEM
A. PUBLIC EMPLOYMENT
Pursuant to Government Code Section 54957
Title: City Manager

ADJOURN TO CLOSED SESSION
The City Council adjourned to Closed Session at 4:04 p.m.

RECONVENE OPEN MEETING
Mayor Krolik reconvened the open meeting at 5:23 p.m. with all Councilmembers present.

CLOSED SESSION REPORT
Mayor Krolik stated there was nothing to report from Closed Session.

ADJOURNMENT
Mayor Krolik adjourned the meeting at 5:24 p.m.
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UNAPPROVED MINUTES
FRIDAY, MAY 26, 2023
11:00 AM SPECIAL CITY COUNCIL MEETING – CLOSED SESSION
Hillsborough Town Hall and Zoom Video Conference
This special meeting was held in-person at Town Hall. As a courtesy, and in compliance with applicable state law, staff and members of the public participated in the meeting in person at Town Hall and virtually via Zoom Video Conference.

CALL TO ORDER
Mayor Krolik called the meeting to order at 11:00 a.m.

ROLL CALL

Present: Chuang, Ragsdale, Royse, Cole Krolik

PUBLIC COMMENT ON CLOSED SESSION ITEM
There were no public comments.

ANNOUNCEMENT OF CONFLICT OF INTEREST
There were no announcements of conflict of interest.

CLOSED SESSION ITEM
A. PUBLIC EMPLOYMENT
Pursuant to Government Code Section 54957
Title: City Manager

ADJOURN TO CLOSED SESSION
Mayor Krolik adjourned the meeting to Closed Session at 11:01 a.m.

RECONVENE OPEN MEETING
Mayor Krolik reconvened the meeting at 1:00 p.m. with Vice Mayor Cole absent. Mayor Krolik reported Vice Mayor Cole attended the entire Closed Session.

CLOSED SESSION REPORT
Mayor Krolik reported that City Manager candidate interviews are scheduled for Closed Session on June 21, 2023 beginning at 9:00 a.m.

ADJOURNMENT
Mayor Krolik adjourned the meeting at 1:00 p.m.
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TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
1 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: MONTHLY CLAIMS: MAY 1 THROUGH MAY 31, 2023 PURSUANT TO CEQA GUIDELINE 15378
SUMMARY: The monthly claims for the month of May 2023 in the amount of $5,896,750.09 are submitted for approval.

FISCAL IMPACT: Claims have been expended pursuant to the approved budget.

ATTACHMENTS: Monthly Claims Listing
PREPARED BY: Richard Santiago, Assistant Finance Director RECOMMENDATION: Approve the monthly claims for May 2023 as submitted. -15-

TOWN OF HILLSBOROUGH

REPORT OF GOODS & SERVICES PURCHASED
DURING THE MONTH OF MAY 2023
PREPARED BY:

Alan Singh
DocuSign Envelope ID: 5A46E785-582C-4FA3-8D74-E4D983B633B3 -16-

TOWN OF HILLSBOROUGH

SUMMARY OF PURCHASES
DURING THE MONTH OF MAY 2023
GOODS & SERVICES PURCHASED $2,030,034.96
NET SALARIES & TAXES PAID 907,467.13
HEALTH BENEFIT PREMIUMS 169,463.52
BOND PAYMENTS 1,777,989.48
CCFD FUNDING 654,879.00
SAN FRANCISCO WATER PAYMENTS 356,916.00
TOTAL COST OF GOODS & SERVICES TO BE APPROVED $5,896,750.09

FINANCE DIRECTOR DATE

INTERIM CITY MANAGER DATE
DocuSign Envelope ID: 5A46E785-582C-4FA3-8D74-E4D983B633B3 6/6/2023
6/6/2023
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COMPARATIVE SUMMARY
For the Month of May 2023
May-23 May-22 May-21
Goods & Services Purchased:

Operations 1,233,399.24 2,464,846.05 1,167,545.07
Capital 796,635.72 411,967.27 1,188,416.97
Net Salaries & Taxes Paid 907,467.13 916,425.20 895,050.14 Health Benefit Premiums 169,463.52 155,786.57 153,722.03 Bond Payments 1,777,989.48 1,778,933.85 1,791,482.80
CCFD Funding 654,879.00 602,441.00 660,690.00
San Francisco Water Payments 356,916.00 367,181.45 544,681.85 Total $5,896,750.09 $6,697,581.39 $6,401,588.86
NOTES:

Operations -
Capital -
Debt Service
on the Certificates of Participation
CCFD -
Water -
attributable to usage.

FY 22/23 contribution is based on budget/contract.

There was an SFPUC wholesale water rate increase on July 1, 2022 to $4.75 (from $4.10, a 15.9 % increase). However, the decrease from the prior year is primarily FY 22/23 spending is consistent with FY 21/22 except for timing of various reoccurring Capital project spending in May 2023 is primarily for the Darrell Tank Improvement project, Sewer Priority Basins I & I Rehab, and Storm Drain A-1 Improvements.

May 2023 debt service spending includes $1,640,000 of the amount for principal paid payments to San Mateo Recology and City of Burlingame (sewer/library).

DocuSign Envelope ID: 5A46E785-582C-4FA3-8D74-E4D983B633B3 -18-

TOWN OF HILLSBOROUGH
PURCHASES MADE DURING MAY 2023
CK # VENDOR DESCRIPTION AMOUNT
2512 DAVID YOUNG REIMB - TRAVEL EXP ACADEMY CLASS 4/15-18/23 PD 212.88 2513 ALDO BIANCHI REIMB - TRAVEL EXP FTO CLASS 4/24-28/23 PD 314.40 2514 CHRISTOPHER REY REIMB - TRAVEL EXP IP CLASS 1/10/23-5/11/23 PD 165.06 2515 NICK CHINCA REIMB - TRAVEL EXP VEHICLE CLASS 5/7-12/23 PD 178.10 2516 VINCENT CHU REIMB - TRAVEL EXP TRAFFIC CLASS 5/8-12/23 PD 437.52 11799 ROBIN LIEBISCH 2022 PARADE SOUND SYSTEM FINAL 2,347.50 11800 AKEL ENGINEERING GROUP, INC. 2022 WASTEWATER MASTER PLAN PW 51,881.92 11801 ALHAMBRA & SIERRA SPRINGS JAN '23 WATER FN 7.71
11802 AT&T 3/17/23-4/16/23 MULTIPLE ACCOUNTS PD 193.20
11803 BAY AREA AIR QUALITY MGMT. DIS PERMIT RENEWAL FEE - MULTIPLE SITES PW 2,057.00 11804 BEST BEST & KRIEGER LLP FEE - MAR '23 LEGAL SERVICE 92,730.60 11805 BOSCO OIL COMPANY GAS/DIESEL PW/PD 9,290.26
11806 BURNETT LANDSCAPE DEVELOPMENT INC MAINT - MAY '23 HBF/TOWN LANDSCAPE VARIOUS SITES 9,721.00 11807 CAL ENGINEERING & GEOLOGY, INC SEWER CIP PRJ GEOTECHNICAL SUPPORT PARROTT PW 8,551.37 11808 CENTRAL COUNTY FIRE DEPARTMENT MAY '23 FISCAL CONTRIBUTION 654,879.00 11809 CENTRALSQUARE TECHNOLOGIES,LLC SOFTWARE - CRW/TRACK IT CONSULT 3/23 & 4/23 BP 1,530.00 11810 CINTAS CORPORATION NO 3 UNIFORM CLEANING SERVICE PW 260.35 11811 CITY OF BURLINGAME NOV '22- JAN '23 SEWER BILLING FY 22/23 PW 313,252.00 11812 CITY OF SAN CARLOS COUNCIL OF CITIES MEETING 4/28/23 CO 171.00 11813 CITY OF SAN MATEO EQUIP - SWAT CAMERAS PD 4,998.73 11814 CLARK PEST CONTROL PEST CONTROL MULTIPLE DEPARTMENTS PW 224.00 11815 CLEANSWEEP SERVICES, INC. STREET SWEEPING SERVICE MULTIPLE INVOICES PW 5,586.00 11816 CO OF SAN MATEO INFORMATION SERVICE MAR'23 MICRO CHANNEL LINES PD 164.51 11817 CO OF SAN MATEO PUBLIC SAFETY COMM APR-JUN '23 MESSAGE SWITCH PD 2,395.25 11818 COMCAST 4/26/23-5/25/23 MULTIPLE ACCOUNTS PD 753.01 11819 CSG CONSULTANTS, INC. MAR '23 BUILDING INSPECTOR SERVICES BP 1,620.00 11820 CUSTOM TOPS INC EQUIP - LIGHTS TRUCK #555/#593 PW 5,177.68 11821 DAILY JOURNAL CORPORATION NOTICE OF HEARING 4/26/23 & 5/8/23 CL 1,934.71 11822 DANA SAFETY SUPPLY EQUIP - RADAR DISPLAY TRAILER PW 9,425.74 11823 DUDEK TREE ORDINANCE UPDATE 1/28/23-3/31/23 CM 4,013.75 11824 EPS, INC. REPAIR - SEWER LINE FINANCE BUILDING PW 350.00 11825 ERIC SOSSAMON 2023 PARADE GAMES/CRAFTS 2,415.00
11826 ERLER & KALINOWSKI, INC SANITARY SEWER DESIGN & VARIOUS PRJ PW 27,263.07 11827 ESCRIBE SOFTWARE LTD SOFTWARE - MEETING MANAGEMENT 3/1/23-2/28/24 CL 26,491.60 11828 FITCH RATINGS, INC SURVEILLANCE - RECURRING 2000B MAY '23-APR '24 FN 2,000.00 11829 FRANK M BOOTH INC MAINT - HVAC TOWN HALL PW 2,723.00 11830 FREMONT SALES AND SERVICE LLC PURCHASE - 2023 FORD E-TRANSIT CARGO VAN PW 69,978.84 11831 FREYER & LAURETA, INC HIGH LINE WATER PRJ DESIGN PW 4,472.55 11832 GOVINVEST INC SOFTWARE - PENSION MODULE LICENSE 23/24 FN 12,127.50 11833 GRAINGER EQUIP - WEED EATER PW 251.04
11834 GRANITE ROCK COMPANY MATERIALS - ASPHALT PW 289.31 11835 HF&H CONSULTANTS, LLC MAR'23 WATER RATE STUDY 2022 W COS FN 4,425.00 11836 HOUSEAL LAVIGNE ASSOCIATES,LLC GENERAL PLAN/HOUSING ELEMENT MAR '23 BP 2,277.50 11837 INFINITY TECHNOLOGIES APR '23 GIS SERVICE PW 1,375.00 11838 INTERWEST CONSULTING GROUP APR '23 BUILDING INSPECTOR SERVICES BP 2,000.00 11839 KRONOS SAASHR, INC. 2023-2024 DATA COLLECTION 6/29/2023-6/28/2024 FN 596.02 11840 LANDTEK LANDSCAPE INC APR'23 LANDSCAPE MAINT VARIOUS SITES HBF 2,516.00 11841 METROPOLITAN PLANNING GROUP INC CONSULT - MAR '23 PLANNER SERVICES BP 7,012.50 11842 BAY AREA SOLAR SOLUTIONS REFUND - PERMIT FEE OVERPAY BP 675.30 11843 MATTHEW ALIOTO REFUND - BUILD DEPOSIT BP 21,626.25 11844 MELANIE ROONEY REFUND - BUILD DEPOSIT BP 1,371.30 11845 MELANIE ROONEY REFUND - GRADE DEPOSIT BP 7,500.00 11846 ALAN SINGH REIMB - CONFERENCE EXP TYLER CONNECT 5/6-11/23 FN 1,489.92 11847 JOEY WILLIAMSON REIMB - CONFERENCE EXP CALNENA 3/5-8/23 PD 1,483.42 11848 LISA NATUSCH REIMB - CONFERENCE EXP CCAC 4/12-4/14/23 CM 718.30 11849 MARIE CHUANG REIMB - CONF EXP CITY LEADERS SUMMIT 4/12-14/23 CO 683.26 11850 PENINSULA TRUCK REPAIR INC MAINT - FORD F250 #210 PW 5,732.18 11851 PG & E 3/17/23-4/17/23 MULTIPLE ACCOUNTS 35,670.18 DocuSign Envelope ID: 5A46E785-582C-4FA3-8D74-E4D983B633B3 -19-

TOWN OF HILLSBOROUGH
PURCHASES MADE DURING MAY 2023
11852 PLAN JPA MAR '23 DEDUCTIBLE CLAIMS 6,555.00
11853 PRIORITY 1 REPAIR - MULTIPLE VEHICLES PD 4,505.00 11854 QUENCH USA, INC WATER SERVICE 4/28/23-5/27/23 PD 80.92 11855 R & A JANITORIAL SERVICE, LLC MAY '23 JANITORIAL SERVICES PW 9,793.72 11856 RENNE PUBLIC LAW GROUP LLP LEGAL RETAINER JAN '23 CM 4,000.00 11857 ROBERT HALF INTERNATIONAL INC TEMP SERVICE - W/E 4/21/23 - 5/5/23 CM/FN 11,023.88 11858 ROBERT LOUIS DOERR COUNCILMEMBER PHOTO - CO 450.00 11859 SAN MATEO COUNTY FORENSIC LAB APR'23 CRIME LAB SERVICES PD 672.00 11860 SAN MATEO LOCK WORKS, INC. INSTALL - LEVER LOCK /REKEY DISPATCH PD 1,544.08 11861 SAN MATEO LUMBER CO., INC SUPPLIES - VARIOUS ITEMS CORP YARD SHED PW 952.13 11862 SAN MATEO RESOURCE CONSERVE DIST. RCD COMPOST PROGRAM 9/22-12/22 560.64 11863 AWWAD ENTERPRISES INC REPAIR - WATER DAMAGE PD BUILDING PW 9,544.38 11864 STAPLES ADVANTAGE OFFICE SUPPLIES - ALL DEPARTMENTS 383.61 11865 STATE CONTROLLER'S OFFICE 22/23 ANNUAL STREET REPORT FN 3,239.64 11866 STATE WATER RESOURCE CONTROL BRD FEE - WATER OPERATOR EXAM D3 STAFF PW 100.00 11867 STATE WATER RESOURCE CONTROL BRD ANNUAL PERMIT FEE MULTIPLE SITES 7/1/22-6/30/23 PW 3,917.00 11868 SUTTER HEALTH 2022 EMPLOYEE ASSIST U SAP SERVICES HR 490.00 11869 THOMSON WEST APR '23 INVESTIGATIVE WEBSITE PD 1,015.00 11870 TIMBERLINE TREE SERVICE, INC. MAINT - TREE REMOVAL MULTIPLE SITES PW 5,833.00 11871 TRAFFIC LOGIX CORPORATION EQUIP - SOLAR TRAFFIC SIGNAGE PW 8,133.12 11872 TURBO DATA SYSTEMS, INC. APR'23 CITATION PROCESSING & SCANNER PD 1,546.57 11873 TYLER TECHNOLOGIES, INC. TRAIN - ERP SYSTEM UB 4/4/23 FN 1,080.00 11874 ULINE, INC. SUPPLIES - STORAGE BINS PW 224.03
11875 VERIZON WIRELESS 3/7/23-4/6/23 MULTIPLE ACCOUNTS PD 2,146.03 11876 WESLEY CONSTRUCTION, INC MAINT - REMODEL LITTLE HOUSE KITCHEN PW 17,250.00 11877 WILSEY HAM SEWER CIP 1D DESIGN PRJ PARROTT PW 4,932.78 11878 WITMER-TYSON IMPORTS, INC. MAR'23 K-9 TRAINING/TRAIN - NARCOTICS SCHOOL PD 5,606.41 11879 WRA, INC SANDRA/HAYNE DRAIN REPLACE PRJ PW 9,604.75 11880 ADP, LLC MAY '23 MASTERTAX SOFTWARE SUPPORT FN 81.40 11881 AFLAC MAY '23 INSURANCE PREMIUM HR 1,412.20
11882 AKEL ENGINEERING GROUP, INC. 2022 WASTEWATER MASTER PLAN PW 11,044.25 11883 ANN STAR FORMAN FEE - NOTARY SERVICES APR '23 BP 420.00 11884 ANNA LAURA JONES HISTORICAL DESIGN REVIEW BP 3,500.00 11885 BAY AREA AIR QUALITY MGMT. DIS PERMIT RENEWAL FEE - CHERRY CREEK SITE PW 476.00 11886 BAY AREA WATER SUPPLY/CONSERVE AG. WATER LOSS CONTROL PROGRAM JAN '23- MAR '23 PW 12,366.10 11887 BAYSIDE BUILDING MATERIALS INC PARTS - PVC FITTINGS PW 122.90 11888 BENNETT MARINE UTILITY, LLC MAINT - STERILIZE/CHLORINATE WATER TANKS PW 6,570.00 11889 BEST BEST & KRIEGER LLP FEE - MAR '23 LEGAL SERVICES 8,000.00 11890 CAL ENGINEERING & GEOLOGY, INC SEWER CIP PRJ GEOTECHNICAL SUPPORT PARROTT PW 8,444.43 11891 CALIFORNIA ROOFING COMPANY INC MAINT - ROOF/GUTTER TOWN HALL PW 4,962.00 11892 CINTAS CORPORATION NO 3 UNIFORM CLEANING SERVICE PW 1,500.10 11893 CO OF SAN MATEO INFORMATION SERVICE APR'23 MICRO CHANNEL LINES PD 164.51 11894 CONSOLIDATED CM, INC DARRELL TANK REPLACE PRJ MANAGE PW 73,149.18 11895 CSG CONSULTANTS, INC. CIP ADM SEWER 4/1/23-4/28/23 & VARIOUS PRJ PW 101,820.09 11896 DMV RENEWAL 2023 REG - INTS TRAILER PW 10.00
11897 DOCUSIGN, INC SOFTWARE - DOCUMENT SIGNING 5/1/23-4/30/24 FN 17,146.50 11898 ESA ENVIRONMENTAL COMPLIANCE VARIOUS PRJ 2/23-4/23 PW 4,488.95 11899 FARALLON COMPANY CONSTRUCT - CORP YARD OFFICE ADD & VARIOUS PRJ 69,106.25 11900 FASTENAL COMPANY SUPPLIES - VARIOUS ITEMS PW 777.26 11901 FASTRAK BRIDGE TOLLS PW 73.00
11902 FASTSIGNS-SAN MATEO PRINT - NO-DES SIGNS PW 872.33 11903 FLOWATER EQUIP - APR '23 WATER REFILL STATION FN/PW 490.00 11904 FORWARD LATERAL SOFTWARE - UPGRADE ARC GIS/STORAGE 7/23-12/23 PW 5,100.00 11905 GATEWAY PACIFIC CONTRACTORS, INC DARRELL WATER TANK REPLACE PRJ PW 161,500.00 11906 GRAINGER SUPPLIES - GLOVES PW 558.79
11907 HF&H CONSULTANTS, LLC APR'23 WATER SENSITIVITY ANALYSIS FN 472.50 11908 HOME DEPOT CREDIT SERVICES MAR '23/APR '23 VARIOUS PARTS & SUPPLIES PW 6,691.59 11909 INFOSEND, INC. MAR '23 UTILITY BILLING FN 1,406.71 11910 K-119 OF CALIFORNIA INC TOOLS - POWER DRILL ADAPTER PW 106.29 11911 KRONOS SAASHR, INC. APR'23 PAYROLL PROCESSING FN 2,435.32 11912 MASTERPIECE GARDENERS, INC MAINT - APR '23 HBF LANDSCAPE VARIOUS SITES 600.00 DocuSign Envelope ID: 5A46E785-582C-4FA3-8D74-E4D983B633B3 -20-

TOWN OF HILLSBOROUGH
PURCHASES MADE DURING MAY 2023
11913 METROPOLITAN PLANNING GROUP INC CONSULT - APR '23 PLANNER SERVICES BP 11,013.75 11914 MIDSTATE BARRIER, INC. REPAIR - GUARDRAIL RALSTON/PEPPER PW 15,855.00 11915 NAPA AUTO PARTS - BURLINGAME SUPPLIES - BATTERY PW 10.95 11916 NOEL L. MILLER, INC. MAINT - TIRES FORKLIFT PW 268.41 11917 NWESTCO LLC REPLACE - PUMP DISPENSER HARDWARE PD 1,765.98 11918 ALL BAY SOLAR CONSTRUCTION, INC REFUND - PERMIT FEE OVERPAY BP 664.05 11919 BAY AREA PAVING REFUND - PERMIT FEE VOID BP 1,206.78 11920 CARLOS DIAZ CATERING - PUBLIC WORKS WEEK 5/22/23 PW 904.00 11921 WATER HEATERS ONLY REPAIR - PD SINK PW 99.00
11922 ANNA AND JEFF LIPTON REFUND - WATER DEPOSIT BALANCE FN 392.62 11923 DR. RAJENDRA SEERUTHUN REFUND - WATER DEPOSIT BALANCE FN 336.54 11924 PAKPOUR CONSULTING GROUP,INC 23/24 WATER & SEWER REPLACE PRJ DESIGN PW 11,549.75 11925 PENINSULA TRUCK REPAIR INC INSTALL - PTO DRIVE SHAFT/FLAT BED NO-DES #306 PW 22,862.03 11926 PETERSON POWER SYSTEMS, INC. MAINT - BACKHOE #BH2/#E-4 PW 2,667.56 11927 PLAN JPA APR '23 DEDUCTIBLE CLAIMS VARIOUS ITEMS 27,472.14 11928 SUZANNE TOGNAZZINI CONSULT - SAN RAYMUNDO ISLAND PLANTS HBF 4,578.75 11929 PR DIAMOND PRODUCTS, INC SUPPLIES - MULTIPURPOSE BLADES PW 656.00 11930 RED WING SHOE STORE WORK BOOTS - STAFF PW 595.52
11931 REDWOOD GENERAL TIRE CO. MAINT - TIRES CAR #166 PW 860.83 11932 RENNE PUBLIC LAW GROUP LLP LEGAL RETAINER APR '23 CM 4,000.00 11933 ROBERT HALF INTERNATIONAL INC TEMP SERVICE - W/E 5/5-12/23 FN/CM 7,531.88 11934 SAN MATEO ARTISTIC IRON WORKS FABRICATE - TRASH RACK RAKE CLEANERS PW 1,575.00 11935 SAN MATEO COUNTY SHERIFF'S OFFICE FEE - COYOTE POINT RANGE 2/23 & 3/23 PD 2,424.00 11936 SAN MATEO LOCK WORKS, INC. PADLOCK/KEYS PW 165.53 11937 SAN MATEO LUMBER CO., INC MATERIALS - VARIOUS ITEMS PW 645.46 11938 SHAWN KIRBY EQUIP - POOL SWEEP MOTOR 1640 RENTAL PW 900.00 11939 SPOTLIGHT IMPRESSIONS, INC PRINT - COUNCIL NAME BADGE CO 32.75 11940 STAPLES ADVANTAGE OFFICE SUPPLIES - ALL DEPARTMENTS 762.46 11941 TELECOMMUNICATIONS ENGINEERING MAY'23 COMM CENTER/BASE PD 2,345.50 11942 TESCO CONTROLS, INC MAINT - SCADA SUPPORT SERVICE PW 940.00 11943 THIRKETTLE CORPORATION SOFTWARE - RNI SAAS FEE 7/1/23-6/30/24 & UDL PW 35,909.97 11944 TIMBERLINE TREE SERVICE, INC. MAINT - TREE REMOVAL VARIOUS SITES PW 2,480.00 11945 TOTAL FLOW INC REPAIR - FLOW METER FLORIBUNDA PW 2,756.58 11946 TRAFFIC LOGIX CORPORATION SOFTWARE - CLOUD ACCESS 4/30/23-4/30/30 SIGNS PW 17,200.00 11947 TYLER TECHNOLOGIES, INC. TRAIN - ERP SYSTEM UB 4/18/23-4/24/23 FN 2,960.00 11948 UNITED LABORATORIES SUPPLIES - SEWER LIFT-ZYME PW 2,982.16 11949 VIKING SHRED LLC MAY'23 DESTRUCTION SERVICES PD 82.99 11950 WITMER-TYSON IMPORTS, INC. APR'23 K-9 TRAINING PD 1,515.13 TOTAL GOODS & SERVICES FOR THE MONTH PAID BY CHECK $2,241,482.42 CALPERS RETIREMENT CONTRIBUTIONS 297,608.95
VISA PAYMENTS 40,525.11
RETIREE HEALTH REIMBURSEMENTS 82,297.48
OTHER ELECTRONIC PAYMENTS 25,000.00
TOTAL GOODS & SERVICES FOR THE MONTH $ 2,686,913.96
DocuSign Envelope ID: 5A46E785-582C-4FA3-8D74-E4D983B633B3 -21-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
2 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION ESTABLISHING THE TOWN OF HILLSBOROUGH'S APPROPRIATIONS LIMIT FOR FISCAL YEAR 2023-2024 PURSUANT TO CEQA GUIDELINE 15378
SUMMARY: The Town is required to annually adopt an appropriations limit based on its adopted budget pursuant to Article XIIIB of the California Constitution. Proposition 111, which subsequently changed the method of calculating the appropriations limit, provide options to determine growth and required an annual election and recorded vote for the growth factor to be used in the calculation.

Exhibit A to the resolution includes the supporting document calculating the appropriations limit for the fiscal year (FY) 2023-24 based on a percentage increase in per capita personal income and the Town's population growth.

The appropriations limit for fiscal year (FY) 2023-24 is $22,112,310. The portion of the budget subject to limitation is $20,274,912, leaving an excess appropriations limit of $1,837,398.

FISCAL IMPACT: There is no fiscal impact associated with this agenda item.

ATTACHMENTS: Resolution and Exhibit A
PREPARED BY: Richard Santiago, Assistant Finance Director RECOMMENDATION: Adopt with a roll call vote the resolution establishing the appropriations limit for FY 2023-24.
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RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH ESTABLISHING THE APPROPRIATIONS LIMIT FOR FISCAL YEAR 2023-2024 PURSUANT TO CEQA GUIDELINE 15378
WHEREAS, the Town of Hillsborough (“Town”) is required to annually adopt an appropriations limit pursuant to Article XIIIB of the California Constitution (Propositions 4 and 111); and
WHEREAS, the Town annually receives data from the State Department of Finance regarding the change in Town population and change in the State per capita income which provides the basis for calculating the annual appropriations limit; and
WHEREAS, under Proposition 111, a city can elect to choose the increase in the nonresidential assessed valuation due to new construction within the city and the county’s population growth as alternative factors in the allowed growth formula; and
WHEREAS, the Town elects to use the percentage increases in per capita personal income and the Town’s population growth to calculate the appropriations limit for fiscal year 2023-2024; and
WHEREAS, fifteen days prior to the meeting, the determination of the appropriations limit and other necessary determinations were made available to the public.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough hereby determines that the appropriations limit for fiscal year 2023-2024 is $22,112,310 up from $21,214,691, in the previous year. The portion of the adopted fiscal year 2023-2024 budget subject to limitation is $20,274,912; the estimated remaining excess appropriations limit for fiscal year 2023-2024 is $1,837,398, per attached Exhibit A.

Mayor of the Town of Hillsborough
Attest: City Clerk
This resolution was adopted by the City Council of the Town of Hillsborough at its regular meeting held on the 12th day of June 2023, by the following vote of the members thereof:

AYES: Councilmembers
NOES: Councilmembers
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ABSENT: Councilmembers
ABSTAIN: Councilmembers
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EXHIBIT A
Tax Proceeds Non-Tax PY Reserves Total
Taxes
Property Tax $ 21,410,678
Excess ERAF 2,900,000
Fire & Police Special Tax 2,246,910
Sales and Use Tax 154,545
Business License Tax 700,000
Real Property Transfer Tax 648,123
Public Safety Sales Tax (Prop 172) 152,564
Unitary Revenue Tax 153,072
Grants 5,000
Motor Vehicle Tax 1,400,000
HOPTR 58,723
All Others 4,696,472
Prior Years Reserves 24,928,031
Sub-total 4,696,472 29,829,616 24,928,031 59,454,119 $
50% 8% 42%
Interest Allocation 10,962 69,624 58,184 138,770 $
Total $ 4,707,433 29,899,241 $ 24,986,215 59,592,889 $
Less Court Order Program Costs:

Library $ 1,068,392
Less Transfer of Responsibilities:

EMS Program 4,004,649
Property Tax Admin Cost 208,060
County Shared Contracts/Booking Fees 80,580
Recreation Services 182,000
Animal Control Services 107,397
Less Federal Mandates:

FLSA 88,604
FICA & Medicare 690,837
Premium Portion of Overtime 401,331
Premium Portion of Accrued CTO 34,707
Less Qualified Capital:

General Government 927,770
Storm Drains 1,830,000
Subtotal-Exclusions 9,624,328
Net Taxes Subject to Limitations 20,274,912 $
Calculated Limitation:

Adjusted Prior Year Limit $ 21,214,691
Current Year Index:

Annual % Change in Per Capita Personal Income* 1.0444
Annual % Change in Town Population (Annual Election)* 0.9980 Current Year Factor 1.0423
Current Year Limitation 22,112,310
Over (Under) Appropriations Limit (1,837,398) $
*Source: Department of Finance
2023-24 Appropriations Limit Calculation
Town of Hillsborough
-26-

Library $ 1,068,392
Less Transfer of Responsibilities:

EMS Program 4,004,649
Property Tax Admin Cost 208,060
County Shared Contracts/Booking Fees 80,580
Recreation Services 182,000
Animal Control Services 107,397
Less Federal Mandates:

FLSA 88,604
FICA & Medicare 690,837
Premium Portion of Overtime 401,331
Premium Portion of Accrued CTO 34,707
Less Qualified Capital:

General Government 927,770
Storm Drains 1,830,000
Subtotal-Exclusions 9,624,328
Net Taxes Subject to Limitations 20,274,912 $
Calculated Limitation:

Adjusted Prior Year Limit $ 21,214,691
Current Year Index:

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
3 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION APPROVING THE TOWN OF HILLSBOROUGH’S UNCLAIMED FUNDS POLICY (CONTINUED FROM MAY 8, 2023) PURSUANT TO CEQA GUIDELINE 15378 SUMMARY: On May 8, 2023, the City Council considered adoption of an unclaimed funds policy.

Following discussion, the City Council continued the item to the June 12, 2023 City Council meeting in order for staff to respond to questions related to the minimum unclaimed dollar amount that requires newspaper publication and consolidation of items for publication.

BACKGROUND
The purpose of the unclaimed funds policy is to establish the process the Finance Department uses for unclaimed funds. As a matter of procedure, the Town attempts to contact the payee and implements the steps in the policy for relieving the unclaimed funds.

The $15 is set out by state law Gov. Code § 50055 (“any individual items of less than fifteen dollars ($15), or any amount if the depositor's name is unknown, which remain unclaimed in the treasury or in the official custody of an officer of a local agency for the period of one year or upon an order of the court may be transferred to the general fund by the legislative body without the necessity of publication of a notice in a newspaper”).

FISCAL IMPACT: There is no fiscal impact associated with the adoption of this policy. The Town will incur publication costs to publish the unclaimed funds in the newspaper. Current rates are $54.11 per column inch for the San Mateo Daily Journal. The length of the publication will vary with the number of payees included. For example, a thirty-inch advertisement would cost approximately $1,600.00.

ATTACHMENTS:

1. Resolution

2. Town of Hillsborough Unclaimed Funds Policy
PREPARED BY: Jan Cooke, Finance Director
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Agenda Staff Report - Hillsborough City Council
June 12, 2023

Page 2 ends

RECOMMENDATION: Adopt the resolution approving the Town of Hillsborough’s Unclaimed Funds Policy.
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RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH

APPROVING THE TOWN OF HILLSBOROUGH UNCLAIMED FUNDS POLICY PURSUANT TO CEQA GUIDELINE 15378
WHEREAS, contacting payees of unclaimed funds is essential to financial recordkeeping; and
WHEREAS, the policy for the Town of Hillsborough follows California state law (Government Code sections 50050 through 50056) as set forth in Exhibit A.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough hereby adopts Town of Hillsborough Unclaimed Funds Policy No. 515.

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
-31-
ATTACHMENT 1

T OWN OF H ILLSBOROUGH

P ERSONNEL P OLICY
POLICY NO. 515 ADOPTED XX/XX/XXXX
SUBJECT: UNCLAIMED FUNDS POLICY
PURPOSE: The purpose of the unclaimed funds policy is to establish general policy and procedural guidelines for the Finance Department regarding unclaimed checks and other unclaimed funds in accordance with California Government Code, Sections 50050 through 50056.

During the normal course of operation, the Town accumulates unclaimed funds, such as uncashed checks payable to vendors and customers. The following procedures are designed to properly dispose of such unclaimed funds in accordance with the California Government Code.

Those duties vested by Government Code Sections 50050 through 50056 in the Town Treasurer are hereby transferred to the Town Finance Director or other designee as stated in this policy.

STATEMENT OF POLICY:

Procedure.

A. Unclaimed funds under $15 dollars or where depositor’s name is unknown:

1. All checks under fifteen (15) dollars, or where a depositor’s name is unknown, unclaimed for a period of one (1) year or more from the date the check was issued, will become the property of the Town. This may occur without the necessity of a newspaper publication. Such unclaimed checks will be identified by the Finance Department and shall return to the originating fund. The funds may be transferred to the General Fund by resolution of the City Council.

B. Unclaimed funds of $15 or more:

1. On an annual basis, all checks fifteen (15) dollars and over, unclaimed for more than three (3) years, will be identified by the Finance Department.

2. A notice will be published once a week for two (2) consecutive weeks in a local newspaper of general circulation.

3. The notice will contain the following information:
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ATTACHMENT 2
POLICY 515 2
i. The amount of money;
ii. The fund where the money is being held;
iii. Statement announcing that the money shall become the property of Town of Hillsborough on a date that is forty-five (45) days after the first publication of the notice;
iv. payee name and check amount;
v. A contact number or e-mail address to make an inquiry or claim.

4. If the payee, their heir, beneficiary, or duly appointed representative claim ownership of the money before it becomes property of the Town, a written claim must be filed with the Town’s Finance Department. Any claim must be filed before the date that the money becomes the property of the Town. Proof substantiating the claim must be in a writing, which consists of:
i. Claimant’s name, address, and telephone number;
ii. Proof of identity (driver’s license, social security card, or birth certificate);
iii. The amount of the claim;
iv. The grounds on which the claim is founded.

5. The Town Finance Director will determine whether to accept or reject the claim and will provide notice to the claimant of the decision. If the claim is accepted, the money may be released to the claimant. If the claim is rejected, the claimant will have thirty (30) days from the date the notice is received to file in court and serve the Town with a verified complaint. Therefore, the Town shall withhold the release of the portion of the unclaimed money until the time passes to file an action in court. If a court action is filed, the Town shall withhold the release of the portion of the unclaimed money until a final decision is rendered by the court.

6. Upon close of business on the forty-fifth (45) day after the publication of the first notice, the unclaimed check amounts will revert to the Town and will be returned to the originating fund, except as otherwise provided in paragraph B(5). After the money reverts to the Town, the City Council may authorize its transfer to the General Fund by resolution.
-33-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
4 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION APPROVING THE TOWN OF HILLSBOROUGH’S MISSION STATEMENT PURSUANT TO CEQA GUIDELINE 15378
SUMMARY: The Town of Hillsborough has been operating with a Mission Statement in its budget document. During a recent review of the Town’s Mission Statement in the FY 2023-2024 budget document at the May 8, 2023 Budget Study Session, the City Council instructed staff to slightly modify the wording to modernize the statement. The City Council also provided specific edits for staff to include into this agenda item. The resolution revising the Town’s current Mission Statement is attached for City Council review and consideration.

FISCAL IMPACT: There is no fiscal impact of approving the Mission Statement.

ATTACHMENTS: Resolution
PREPARED BY: Jan Cooke, Finance Director
RECOMMENDATION: Adopt the resolution approving the Town of Hillsborough's Mission Statement.
-35-
61236.01500\41333729.1
05/22/23
RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH

ADOPTING THE TOWN OF HILLSBOROUGH MISSION STATEMENT PURSUANT TO CEQA GUIDELINE 15378
WHEREAS, at a public meeting held on May 8, 2023 to discuss the proposed budget, the City Council discussed the Town of Hillsborough’s existing Mission Statement included in the Town’s budget document and instructed staff to return with a future agenda item where the City Council could consider slightly modifying the wording in the Town’s Mission Statement; and WHEREAS, the City Council desires to adopt this resolution revising the Town of Hillsborough’s existing Mission Statement.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough hereby approves the Town of Hillsborough’s Mission Statement revised to state as follows:

The Town of Hillsborough serves the needs of our diverse community by providing for its safety and well-being, while promoting a unique quality of life.

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
-36-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
5 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION APPOINTING A DIRECTOR AND AN ALTERNATE TO THE

POOLED LIABILITY ASSURANCE NETWORK JOINT POWERS AUTHORITY BOARD OF DIRECTORS PURSUANT TO CEQA GUIDELINE 15378
SUMMARY: The Pooled Liability Assurance Network Joint Powers Authority (PLAN JPA) provides the Town with liability and property insurance. PLAN is a self-funded insurance pool serving 28 public agencies. The operations of these programs are governed by a Board of Directors consisting of one representative from each member agency.

PLAN JPA is an independent entity, covering the same services and member jurisdictions that had previously been under ABAG PLAN. The Town's designated representatives on the PLAN Board of Directors have been the Finance Director and the City Manager as alternate.

With the appointment of Doug Davis to the Interim City Manager position, the City Council must take action to reappoint its representatives on the PLAN Board. PLAN has requested a formal resolution to memorialize this appointment. It is therefore recommended that the City Council designate the following individuals as appointees to the PLAN JPA Board of Directors:
• Jan Cooke, Finance Director, PLAN Board member
• Doug Davis, Interim City Manager, PLAN Board alternate FISCAL IMPACT: There is no fiscal impact with this agenda item as staff participates in PLAN JPA activities as part of their regular duties for the Town.

ATTACHMENTS: Resolution
PREPARED BY: Jan Cooke, Finance Director
RECOMMENDATION: Adopt the resolution appointing a Board member and alternate Board member to the Pooled Liability Assurance Network Joint Powers Authority (PLAN JPA) Board of Directors.
-37-
RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH

APPOINTING A DIRECTOR AND AN ALTERNATE TO THE POOLED LIABILITY

ASSURANCE NETWORK JOINT POWERS AUTHORITY BOARD OF DIRECTORS PURSUANT TO CEQA GUIDELINE 15378
WHEREAS, Pooled Liability Assurance Network Joint Powers Authority (PLAN JPA) provides insurance and related services to the member entities of Association of Bay Area Governments (ABAG) PLAN; and
WHEREAS, PLAN JPA is a self-funded insurance pool serving public agencies; and WHEREAS, the operations of these programs are governed by a Board of Directors consisting of one representative from each member agency; and WHEREAS, the Town of Hillsborough designated representatives for the relevant insurance board have been the Finance Director (Board Member) and the City Manager (Alternate Board Member); and
WHEREAS, with recent staffing changes, the Town must update the designees to the PLAN JPA Board of Directors.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough designates the following individuals as appointees to the PLAN JPA Board of Directors:

Name Title Designation
Jan Cooke Finance Director PLAN Board Member
Doug Davis Interim City Manager PLAN Board Alternate
Mayor of the Town of Hillsborough
Attest: City Clerk
This resolution was adopted by the City Council of the Town of Hillsborough at its regular meeting held on the 12th day of June 2023 by the following vote of the members thereof:

AYES: Councilmembers
NOES: Councilmembers
ABSENT: Councilmembers
-38-
ABSTAIN: Councilmembers
-39-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
6 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: INTERIM CITY MANAGER UPDATE REGARDING THE ESTABLISHMENT OF A YOUTH COMMISSION PURSUANT TO CEQA GUIDELINE 15378
SUMMARY: During the City Council’s discussion of its priorities for the upcoming year, one Hillsborough youth, Rohan Dalal, proposed the establishment of a Youth Commission. The Interim City Manager has been working with two Councilmembers, Councilmember Al Royse and Councilmember Leslie Marden Ragsdale, who sought to assist Rohan Dalal with navigating the process of establishing a Youth Commission. Although both Councilmembers have been instrumental in working closely with Rohan, staff would like to propose that any Youth Commission advise and report solely to staff on items of interest to the youth in the Hillsborough community.

This approach would ensure that staff is aware of the desires of youth in Hillsborough and would allow staff to tailor any new initiatives in Town to the youth of our community.

Staff will work with Mr. Dalal in the coming months to formally establish the Youth Commission and its reporting role to staff. This may include establishing the number of seats on the Commission, the role of the Commission, and how staff may best use the Commission in future actions staff undertakes on behalf of the Town.

FISCAL IMPACT: There will be some staff time associated with working with the Commission and learning more about what the youth in Hillsborough want to see in the Town.

ATTACHMENTS: None
PREPARED BY: Doug Davis, Interim City Manager
RECOMMENDATION: Receive the update on the Youth Commission. -41-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
7 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION AMENDING POLICY 411 REGARDING CITY COUNCIL

COMMISSIONERS TO INCLUDE A NEW SUSTAINABILITY COMMISSIONER AND

APPOINTING COUNCILMEMBER LESLIE MARDEN RAGSDALE AS THE NEW SUSTAINABILITY COMMISSIONER PURSUANT TO CEQA GUIDELINE 15378 SUMMARY: Town of Hillsborough Policy 411 provides details on the City Council Commissioner system. The policy details the functional areas where Commissioners shall serve, the Commissioner role, and the responsibilities that each Commissioner shall meet in serving in the role of a Commissioner.

Policy 411 provides that a Commissioner shall be appointed annually by the Mayor for each of the following functional areas:
• Police
• Fire
• Building and Planning
• Public Works (Water, Sewer, and Streets)
• Finance and Administrative Services
• Communications
Mayor Krolik recently inquired with staff about creating a new Commissioner on Sustainability. In order to do so, existing Policy 411 will need to be amended to acknowledge a new functional area on Sustainability.

To that end, staff has amended Policy 411 to include a new functional area of Sustainability and is providing a revised Policy 411 for the City Council’s review and consideration.

If the City Council is inclined to establish a new Commissioner on Sustainability, a draft resolution amending Policy 411 is being provided and will need to be adopted the City Council. In addition, Mayor Krolik is proposing that Councilmember Leslie Marden Ragsdale be appointed as the new Sustainability Commissioner. There is language included in the draft resolution to appoint Councilmember Leslie Marden Ragsdale as the new Sustainability Commissioner.

FISCAL IMPACT: There is no fiscal impact associated with this agenda item other than staff time spent in preparing the agenda item for the City Council’s consideration.

Page 2 ends

15378(b)(5) as ongoing administrative or organizational activities that will not result in direct or indirect physical changes in the environment.

ATTACHMENTS:

1. Resolution

2. Revised Policy 411
PREPARED BY: Christopher J. Diaz, City Attorney
RECOMMENDATION: Adopt the resolution amending Policy 411: City Council Commissioners to establish a new Sustainability Commissioner including the Mayor's appointment of Councilmember Leslie Marden Ragsdale as the new Sustainability Commissioner. -44-
RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH AMENDING POLICY 411: CITY COUNCIL COMMISSIONERS TO INCLUDE A NEW

SUSTAINABILITY COMMISSIONER AND APPOINTING COUNCILMEMBER LESLIE

MARDEN RAGSDALE AS THE NEW SUSTAINABILITY COMMISSIONER
PURSUANT TO CEQA GUIDELINE 15378
WHEREAS, Policy 411: City Council Commissioners details the Town of Hillsborough’s City Council Commissioner system including functional areas where Commissioners shall serve, the Commissioner role, and the responsibilities that each Commissioner shall meet in serving in the role of a Commissioner; and
WHEREAS, the existing policy has been revised to include a new functional area of Sustainability at Mayor Krolik’s request; and
WHEREAS, Mayor Krolik proposed to appoint Councilmember Leslie Marden Ragsdale as the new Sustainability Commissioner.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough hereby amends Policy 411: City Council Commissioners, attached hereto as Exhibit A, to establish a new Sustainability Commissioner and the Mayor hereby appoints Councilmember Leslie Marden Ragsdale as the new Sustainability Commissioner.

AYES: Councilmembers
NOES: Councilmembers
ABSENT: Councilmembers
ABSTAIN: Councilmembers
-45-
ATTACHMENT 1

T OWN O F H ILLSBOROUGH

P ERSONNEL P OLICY
POLICY 411 REVISED 2/8/20166/12/2023
SUBJECT: CITY COUNCIL COMMISSIONERS
PURPOSE: Define Commissioner roles.

POLICY:

The Commissioner system of administration was created:
 To promote clear channels of communication between the City Council and Town staff,
 To assist in communication with other Councilmembers regarding issues within a Commissioner’s responsibilities,
 To promote expeditious handling of budget requests and policy issues without requiring full Council authorization, and
 To assign a single point of contact with the key city functional areas.

Positions
A Commissioner shall be appointed annually by the Mayor for each of the following functional areas: Police, Fire, Building and Planning, Public Works (Water, Sewer and Streets), Finance and Administrative Services, and Communications, and Sustainability.The Mayor, at his or her discretion, can determine functional areas and assign several functional areas to a single Commissioner. The Mayor will act as the liaison with the City Manager. Each Commissioner shall serve for a one-year term and can be reappointed at the discretion of the serving Mayor. The Mayor may appoint a temporary Alternate Commissioner if the original Commissioner is not available for any reason.

Committees and Boards
The Mayor will also appoint Council liaisons to all Committees and Boards. These appointments may not necessarily relate to the Commissioner assignments.

Councilmembers serving as liaisons to Committees will act as resource and provide guidance to the functioning of the Committee within its scope of responsibility. Each liaison appointment shall be for a one-year term and can be re-appointed at the discretion of the serving Mayor.

Communications
Questions and Clarifications: Councilmembers can contact the appropriate staff directly if they are seeking routine information.

Staff Feedback: Commissioners should avoid providing assistance, input or feedback to staff for projects outside the scope of a commissioner assignment. -46-
ATTACHMENT 2
POLICY 411 2 COUNCIL COMMISSIONERS
Projects: Commissioners should avoid initiating new projects that have not been budgeted or approved by the City Council.

Internal Management: Commissioners should avoid micromanaging or prioritizing work assignments.

Vendor Contact: Councilmembers should avoid direct contact with vendors, as any direct contact could cause confusion regarding reporting relationships and supervisory authority.

Commissioner Responsibilities
Orientation  Arrange for an initial orientation on issues and project status.  Review departmental mission and objectives.

Department
Communications
 Serve as a single point of contact with the assigned function.  Be available for consultation and advice as contacted by the department head.
 Hold regular meetings or telephone updates with the
department, usually monthly.
 Meet with the City Manager and Department Heads on critical issues, formal investigations of complaints against Town staff, or emergencies.
 Attend departmental events and ceremonies.
 Notify department of commendations or complaints
related to services.
 Avoid involvement with the conduct of day-to-day
operations and provision of administrative direction to staff.

Council
Communications
 All Council communications shall be conducted in
accordance with the Brown Act.

Purchasing  Approve all non-budgeted and budgeted expenditures in accordance with the Purchasing Policy.

Budget  Be aware of current budget issues.
 Overview departmental budget preparations for following year.

-47-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
8 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION AWARDING TO AND AUTHORIZING THE CITY MANAGER TO EXECUTE TWO (2) TWO-YEAR CONTRACTS WITH GO NATIVE, INC. AND BAY AREA TREE SERVICES, INC. FOR OPEN SPACE AND AS-NEEDED VEGETATION MANAGEMENT

SERVICES FOR A TWO YEAR NOT TO EXCEED TOTAL AMOUNT FOR BOTH CONTRACTS OF $471,366.00 PURSUANT TO CEQA GUIDELINE 15301
SUMMARY: The Public Works Department maintains vegetation for various Town facilities including 9 Town-owned open space areas totaling approximately 256 acres of wildlands (wildfire mitigation), 36 Town-owned parcels (wildfire mitigation), over 5 miles of utility roads (open space access, public utilities access and wildfire mitigation), numerous utility footpaths (public utilities access), 54 storm drain trash racks (storm water management), numerous storm drain inlets and several lane miles of Town responsibility roadside shoulder areas (wildfire mitigation and traffic safety).

On March 27, 2023, the Public Works Department issued a request for proposals (RFP) for vegetation management services, advertised the RFP on the Town’s website, and notified 17 known service providers of the RFP. On April 10, 2023 the Town hosted a pre-proposal meeting to which 4 companies attended. Two of these companies submitted proposals to the Town by the May 1, 2023 submittal deadline. Town staff reviewed the proposals, interviewed the proposers, and found Go Native, Inc. and Bay Area Tree Services to be qualified, experienced and costeffective service providers.

Staff recommends awarding contracts to both companies to provide vegetation management services. Doing so will provide the Town with the best possible vegetation management services costs and will ensure that there is sufficient contractual services available to complete the vegetation management work between August 15 – October 15 (in order to avoid sensitive species breeding and bird nesting seasons).

The contract expenditures by Public Works over two years for both of these contractors will not exceed $471,366.00, with an option to extend one of both contracts for a third year in the amount of $249,780, for a three year not to exceed amount of $721,146.00.

FISCAL IMPACT: The Contractual Vegetation Management Services contracts will be funded from various contractual general accounts from the FY 2023-24 through FY 2025-26 budgets.

ENVIRONMENTAL ISSUES: The Open Space Vegetation Management Project underwent two levels of environmental review during the FEMA grant approval: a California Environmental Quality Act (CEQA) review and the National Environmental Protection Act review. As required by CEQA, a -49-
Agenda Staff Report - Hillsborough City Council
June 12, 2023

Page 2 ends

Draft Initial Study and Mitigated Negative Declaration, which included a Mitigation Monitoring and Reporting Plan, were prepared for the project to address potential environmental impacts associated with the project. The project will continue to meet all environmental requirements contained within these documents.

ATTACHMENTS: Resolution
PREPARED BY: Paul Willis, Director of Public Works
RECOMMENDATION: Adopt the resolution awarding to and authorizing the City Manager to execute contracts with Go Native, Inc. and Bay Area Tree Services, Inc. to provide vegetation management services for a total not to exceed amount of $471,366.00 for two years, with an optional third year in the amount of $249,780.00, for a three year total of $721,146.00. -50-
RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH AWARDING AND AUTHORIZING THE CITY MANAGER TO EXECUTE TWO (2) TWO-YEAR

CONTRACTS WITH GO NATIVE, INC AND BAY AREA TREE SERVICES, INC FOR OPEN

SPACE AND AS-NEEDED VEGETATION MANAGEMENT SERVICES FOR A TWO YEAR NOT TO EXCEED TOTAL AMOUNT FOR BOTH CONTRACTS OF $471,366.00 PURSUANT

TO A PREVIOUSLY ADOPTED MITIGATED NEGATIVE DECLARATION
WHEREAS, the Town of Hillsborough (“Town”) maintains vegetation for various Town facilities including 9 Town-owned open space areas, 36 Town-owned parcels, over five linear miles of utility roads, numerous utility footpaths, 54 storm drain trash racks, numerous storm drain inlets and several lane miles of Town responsibility roadside shoulder areas; and WHEREAS, a request for proposals to help maintain vegetation on Town facilities was issued on March 27, 2023, and two proposals were received by the submittal deadline; and
WHEREAS, staff evaluated the proposals and found that Go Native, Inc. and Bay Area Tree Services, Inc. meet the Town’s vegetation management qualifications and are cost effective; and
WHEREAS, awarding contracts to both companies will provide the Town with the best possible vegetation management services costs and will ensure that there is sufficient contractual services available to complete the vegetation management work in a timely manner; and
WHEREAS, the Contractual Vegetation Management Services Contracts will be funded from various contractual general accounts from the FY 2023-24 through FY 2025-26 budgets.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough hereby awards and authorizes the City Manager to execute two contracts for Vegetation Management Services to both Go Native, Inc. and Bay Area Tree Services, Inc. in the total amount for both contracts of $471,366.00 for two years, with an optional third year in the amount of $249,780, for a three year total of $721,146.00, with a recommended Town owned 10% contingency of $72,145, for a three year not-toexceed amount of $793,291.00.

Mayor of the Town of Hillsborough
Attest: City Clerk
-51-
2 This resolution was adopted by the City Council of the Town of Hillsborough at its regular meeting held on the 12th day of June 2023, by the following vote of the members thereof:

AYES: Councilmembers
NOES: Councilmembers
ABSENT: Councilmembers
ABSTAIN: Councilmembers
-52-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
9 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2023- 24 FUNDED BY SB 1: THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017, AND AUTHORIZING THE SUBMITTAL OF APPLICATIONS FOR SB 1 TRANSPORTATION FUNDING PURSUANT TO CEQA GUIDLINE 15301 AND 15378
SUMMARY: On April 28, 2017, the Governor signed Senate Bill 1 (SB 1), which is known as the Road Repair and Accountability Act of 2017. SB 1 establishes the Road Maintenance and Rehabilitation Program (RMRP) to address deferred maintenance on the state highway and local street and road systems. The bill provides that funds shall be used for projects that include, but are not limited to, the following:
• Road maintenance and rehabilitation
• Safety projects
• Railroad grade separations
• Complete street component, including active transportation purposes, pedestrian and bicycle safety projects, transit facilities, and drainage and stormwater capture projects in conjunction with any other allowable project
• Traffic control devices
On November 1, 2017, the State Controller (Controller) began to deposit various portions of this new funding into the newly created Road Maintenance and Rehabilitation Account (RMRA).

Although the exact amount has not been determined by the Controller for fiscal year 2023-2024, the projected revenue for fiscal year 2023-24 will include an estimated $281,242 of RMRA funds that will be expensed per SB 1 Accountability and Transparency Guidelines, adopted on August 15, 2018.

SB 1 eligibility procedures require, among other things, the applicant's governing body to submit to the California Transportation Commission a list of projects that are proposed with RMRA funds, including roadways with limits identified. The list of the projects is considered flexible, which allows for substitutions, additions, or removal of roadways in the future. The approval of this resolution will identify the list of the roadways to be included in future projects and make these projects eligible for RMRA funding.

This is the seventh year requesting authorization for submittal of applications for SB 1 funding, which will enable the Town to continue essential maintenance and rehabilitation of roadways for the segments selected for the 2023 Street Resurfacing Project. -53-
Agenda Staff Report - Hillsborough City Council
June 12, 2023

Page 2 ends

FISCAL IMPACT: The Town will be eligible to receive SB 1 transportation funding for the 2023 Street Resurfacing Project.

ENVIRONMENTAL ISSUES: The proposed action is exempt from environmental review pursuant to the California Environmental Quality Act (CEQA) Guidelines sections 15378(b)(2) and 15378(b)(5) as ongoing administrative or organizational activities that will not result in direct or indirect physical changes in the environment. It is also exempt pursuant to CEQA Guideline 15301 as the funding will be used for a project involving the resurfacing of the Town’s existing roadway with no expansion of use.

ATTACHMENTS:

1. Resolution

2. Project List
PREPARED BY: Paul Willis, Director of Public Works
RECOMMENDATION: Adopt the resolution adopting a list of projects for fiscal year 2023-24 funded by SB 1, authorizing the submittal of applications for SB 1 transportation funding, and authorizing the City Manager to execute all funding documents and implement the approved funding programs.
-54-
RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2023-24 FUNDED BY SB 1:

THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017, AND AUTHORIZING THE SUBMITTAL OF APPLICATIONS FOR SB 1 TRANSPORTATION FUNDING PURSUANT TO CEQA GUIDELINE 15301 AND 15378
WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 to address the significant multimodal transportation funding shortfalls statewide; and WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of our Town are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and
WHEREAS, the Town of Hillsborough (“Town”) must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, the Town, will receive an estimated $281,242 in RMRA funding in Fiscal Year 2023-2024 from SB 1; and
WHEREAS, this is the seventh year in which the Town is receiving SB 1 funding and will enable the Town to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB 1; and WHEREAS, the Town has undergone a public process to ensure public input into our community’s transportation priorities/the project list; and WHEREAS, the Town used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the communities priorities for transportation investment; and
WHEREAS, the funding from SB 1 will help the Town maintain and rehabilitate approximately twenty-seven miles of roadways this year and many similar projects into the future; and
WHEREAS, the 2018 California Statewide Local Streets and Roads Needs Assessment found that the Towns streets and roads are in good condition and this revenue will help us increase the overall quality of our road -55-
ATTACHMENT 1
system and over the next decade will bring our streets and roads into a very good condition; and
WHEREAS, the SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials and practices, will have significant positive co-benefits statewide.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough hereby finds:

1. The foregoing recitals are true and correct.

2. The following previously proposed and adopted project may also utilize Fiscal Year 2023-24 Road Maintenance and Rehabilitation Account revenues in their delivery. With the relisting of these projects in the adopted fiscal year resolution, the Town is reaffirming to the public and the State our intent to fund these projects with Road Maintenance and Rehabilitation Account revenues:

Project Title: 2023 Street Resurfacing Project
Project Description: This project consists of street resurfacing and rehabilitation work for approximately 27 miles of the Town’s roadways, including rubberized hot mix asphalt (RHMA) overlay, HMA overlay, rubberized cape seal, microsurfacing, and crack sealing. The primary factor for choosing the roadway segments included for rehabilitation is the Pavement Condition Index (PCI) of each roadway. PCI is a measurement of a street’s condition derived through field inspections that utilize scoring criteria developed by the Metropolitan Transportation Commission’s (MTC) pavement management program. Field inspections were conducted in the fall of 2020, and the roads with the lowest PCI rating were included in this project.

Estimated Project Schedule: The project is anticipated to begin in June 2023, and is expected to be completed by November 2023.

Estimated Project Useful Life: Resurfacing and rehabilitation work will extend life expectancy of these streets as shown below:
• 2” RHMA/HMA Overlay – 10-15 years
• Rubber Cape Seal – 7-12 years
• Microsurfacing – 5 to 7 years
• Crack Sealing – 3 to 5 years

3. Authorizes project funding with Road Maintenance and Rehabilitation Account revenues, and to submit a project list for the SB 1 Transportation Funding to California Transportation Commissions.

Mayor of the Town of Hillsborough
-56-

Attest: City Clerk
This resolution was adopted by the City Council of the Town of Hillsborough at its regular meeting held on the 12th day of June 2023, by the following vote of the members thereof:

AYES: Councilmembers
NOES: Councilmembers
ABSENT: Councilmembers
ABSTAIN: Councilmembers
-57-
-58-
ATTACHMENT 2
-59-
-60-
-61-
-62-
-63-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
10 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AN AMENDMENT TO AN AGREEMENT WITH LITTLER MENDELSON P.C. FOR ONGOING ASNEEDED LEGAL SERVICES PURSUANT TO CEQA GUIDELINE 15378 SUMMARY: The Town of Hillsborough has received legal services from Littler Mendelson ("Littler") concerning labor and employment matters since 1989. The Town has utilized a monthly retainer with Littler since contract inception which includes legal services via in person consultations, telephone conferences, email, and other correspondence. Legal services that exceed basic services such as court litigation, arbitrations, mediations and fact-finding hearings would be charged at Littler’s current hourly rates.

Littler is a full-service labor relations law firm that serves more than 300 public entities throughout California. Littler’s legal services are provided to the City Council, executive staff, and Human Resources staff only. Their team is staffed by highly qualified public service attorneys, who have proven during the Town’s previous contracts to be readily available and present when needed.

This amendment will be in place for a period of three years.

FISCAL IMPACT: The cost to retain Littler on a monthly basis is $4,000, or $48,000 per year.

ATTACHMENTS:

1. Resolution

2. Agreement

3. December 13, 2011 Agreement

4. Prior agreements
PREPARED BY: Paul Willis, Director of Public Works
RECOMMENDATION: Adopt the resolution authorizing the City Manager to execute the amended agreement with Littler Mendelson P.C for a monthly retainer of $4,000.00, a not to exceed annual amount of $48,000.00.
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RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH

AUTHORIZING THE CITY MANAGER TO EXECUTE AN AMENDMENT TO AN AGREEMENT WITH LITTLER MENDELSON, P.C. FOR ONGOING AS-NEEDED LEGAL SERVICES PURSUANT TO CEQA GUIDELINE 15378
WHEREAS, Littler and Mendelson has been assisting the Town with labor and employment matters since 1989; and
WHEREAS, staff recommends amending the existing contract for an additional three years; and
WHEREAS, amending the contract with Littler will provide the Town with labor and employment services from staff that are readily available; and WHEREAS, funding will be allocated from the respective general fund accounts from the FY 2023-24 through FY 2025-26 budgets.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough hereby authorizes the City Manager to execute an amendment to the contract with Littler Mendelson, P.C. for legal services for a period of three years to provide as-needed labor and employment law services for a total net not-to-exceed amount of $48,000 per year.

AYES: Councilmembers
NOES: Councilmembers
ABSENT: Councilmembers
ABSTAIN: Councilmembers
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ATTACHMENT 1
littler.com
Constance E. Norton
415.439.6268 direct
415.433.1940 main
415.743.6537 fax
[email protected]
Littler Mendelson, P.C.
333 Bush Street
34th Floor
San Francisco, CA 94104
May 22, 2023

VIA ELECTRONIC TRANSMISSION ONLY
[email protected]
Chief Doug Davis
Interim City Manager
Town of Hillsborough
1600 Floribunda Avenue
Hillsborough, CA 94010
Re: Engagement and Retainer Agreement
Dear Chief:

We are thrilled the Town of Hillsborough (“Hillsborough”) has decided to renew its relationship with Littler Mendelson, PC. This engagement agreement (“Engagement and Retainer Agreement”) sets forth the terms under which Littler Mendelson, PC (“Littler”) will provide legal representation to Hillsborough in the area(s) of labor, and employment law.

Scope of Engagement
We will represent Hillsborough in all matters agreed upon during the attorney-client relationship, subject to the terms of this Engagement and Retainer Agreement.

Specifically, you have asked us to continue1 to represent Hillsborough with respect with general legal advice on personnel issues requested by appropriately authorized representatives of Hillsborough, to specifically include, but not be limited to, in-person consultations, telephonic conferences, email exchanges and other correspondence Beginning June 1, 2023, Hillsborough shall pay Littler a monthly retainer in the amount of $4,000.00 to provide the general legal services described in this paragraph (“Retained Services”). This monthly retainer amount shall be subject to annual review.

Retained Services will not include representing Hillsborough in personnel issues specific to a particular employee, labor matters, court litigation, arbitrations, mediations, fact-finding hearings, or administrative 1 Hillsborough and Littler first entered into an Agreement for Legal Services effective January 1, 2012. A true and correct copy of the original Agreement is attached hereto as Exhibit A and is incorporated herein by reference. -67-
ATTACHMENT 2
Chief Doug Davis
Interim City Manager
May 10, 2023

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agency litigation. To the extent Hillsborough requests that Littler perform such services they will be billed at the hourly rates described below (“Non-Retained Services”).

Billing and Non-Retained Fees
Here, Hillsborough and Littler have entered into a fixed fee arrangement for Retained Services. A fixed fee arrangement means that the fee Hillsborough pays for the Retained Services does not depend on the time we spend on it. By taking work according to a fixed fee arrangement: (a) we potentially forgo other opportunities; and (b) some matters resolve prior to our incurring legal fees/costs equal to the fixed fee paid, while others may require us to incur fees/costs that exceed the fixed fee. Hillsborough understands that the fee paid for a fixed fee matter does not depend on the fees and costs we incur for the matter and that no part of the fixed fee is refundable. The fixed fee amount will be negotiated between us considering, among other things, the work to be done, the experience and time likely to be required, and the advantage to both of us in having a set fee on which we can rely. As a result, if we negotiate a fixed fee arrangement with Hillsborough, we understand that Hillsborough agrees the fixed fee is reasonable and fair.

We will bill Hillsborough for services based on the terms of this Engagement Agreement and if we and Hillsborough has agreed in writing to any terms regarding billing or other relationship guidelines, those written guidelines will be incorporated into this Engagement Agreement and are considered part of this Agreement. If there is a conflict between the terms of this Engagement Agreement and any written guidelines Hillsborough has provided, we will discuss that conflict with Hillsborough to determine which term(s) should apply.

For the calendar year 2023, for Non-Retained Services, my hourly rate is $ 790 and the hourly rates of other attorneys in the Firm who may assist me in representing Hillsborough range from $260 to $1,455 and from $65 to $485 for non-attorneys. From time to time, we review and may increase hourly rates, consistent with our ethical requirements and any written guidelines that are part of this Engagement Agreement. If the hourly rate of any individual is increased, the new rate will be indicated on Hillsborough’s next bill, subject to any billing guidelines Hillsborough may have implemented. We will provide Hillsborough with information regarding our current hourly rates at Hillsborough’s request at any time.

We invoice bills for both Retained and Non-Retained Services monthly and expect Hillsborough to pay each statement within thirty (30) calendar days of receipt. We will, of course, discuss any billing questions Hillsborough may have at any time.

We will bill for reasonable expenses we incur on Hillsborough’s behalf, either generally or related to a specific matter. Unless we are ethically obligated to do so, we reserve the right not to incur expenses on Hillsborough’s behalf unless and until there is an agreement that Hillsborough will pay the expenses. We will provide Hillsborough with additional details about any expenses upon request. These expenses may include items such as court fees, online research fees, deposition transcripts, expert witness/consultant fees, courier and messenger services, any postage over one dollar, purchased copies, car rental fees, and -68-
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Interim City Manager
May 10, 2023

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travel expenses. We bill these at the actual cost incurred by us. Unless otherwise agreed, we will forward to Hillsborough invoices from vendors in amounts that exceed $2,500.00 for prompt payment directly to the vendor.

Fees will also be charged for Littler’s processing and loading data into an evidence handling/ review/production platform (Relativity®), for Littler’s storage and management of evidence databases, and for the services of Litigation Support Specialists, should the use of these services be indicated by the needs of the matter we are handling on Hillsborough’s behalf. Hillsborough should anticipate that we will be using Relativity in any litigation matter. A schedule of these fees is attached as Exhibit B.

Certain locations in which Littler or Littler Global provides legal services charge taxes on our services (for example, a goods and services tax). Any taxes a country or jurisdiction charges to the services we provide will be borne by the client. We will add the appropriate tax to each invoice including services that are subject to such taxes.

Responsibility for Fees/Duty to Cooperate
Hillsborough is responsible for paying our fees and costs incurred in any matter we handle for Hillsborough. If more than one person signs this Engagement Agreement, the terms and conditions will apply to each person who signs. For billing and collection purposes, each client we represent in a matter is jointly and severally responsible for all fees and costs unless otherwise agreed in writing. We also require Hillsborough’s cooperation in connection with our representation. While we look forward to a productive and cooperative relationship, should Hillsborough fail in its payment or cooperation obligations, we may withdraw from further representation in a manner consistent with our ethical obligations.

Insurance Issues
If Hillsborough has insurance that covers a particular matter, we will work with Hillsborough’s insurer and Hillsborough to establish the terms and conditions under which we will agree to represent Hillsborough based on such coverage. However, Hillsborough agrees that Hillsborough is responsible for payment to us. We are not responsible for providing notice of claims or lawsuits to Hillsborough’s insurer and cannot assist Hillsborough with coverage determinations or other issues relating to coverage. These are expressly Hillsborough’s responsibility. We will cooperate with Hillsborough’s insurance carrier and insurance professionals by providing information regarding Hillsborough’s claim and copies of Hillsborough’s billings.

In California, there is a “tripartite” relationship that exists among an insurance company, its insured, and the lawyer the insurance company retains to represent the insured. If this relationship exists with respect to any of Hillsborough’s matters, we are obligated to treat both the insurance company and Hillsborough as clients for purposes of the specific matter we are handling for Hillsborough. If the matter is insured, we will comply with the law of the state in which the matter is pending with respect to the relationship that exists among Hillsborough’s insurance company, Hillsborough, and us. -69-
Chief Doug Davis
Interim City Manager
May 10, 2023

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Accrual Requests
Hillsborough may occasionally request information regarding fees and costs incurred in matters we handle in order to determine accruals or respond to requests from Hillsborough’s independent certified public accountants. The information we provide may be considered confidential information we are required to protect from disclosure under applicable ethics rules. It also may be information Hillsborough does not wish to be disclosed generally throughout Hillsborough’s organization. If any person within Hillsborough’s organization or Hillsborough’s CPAs requests accrual information, Hillsborough agrees we may disclose that information to the person making the request and agree such disclosure does not constitute a violation of our obligations to maintain the confidentiality of information Hillsborough has provided us or information we have created in the course of providing service to Hillsborough.

Information Protection; Privacy
We maintain a written Information Security and Privacy Program that complies with laws applicable to the services we provide to Hillsborough under this Engagement Agreement. The security program is designed to (a) protect the confidentiality of Hillsborough’s non-public information; (b) protect against any reasonably anticipated threats or hazards to the security of such information; and (c) protect against unauthorized access to, use, deletion, or modification of such information.

We use several third -party vendors to support our general operations, including vendors that provide services such as offsite records storage, document destruction, data centers, and security services. Some of these vendors use “cloud” infrastructure. Although using such vendors may pose some additional risk, we believe the benefits of using such vendors outweigh these risks. These vendors allow us to reduce costs and rapidly innovate to support our work for clients. We review these vendors’ information security programs and bind them by contract to maintain a security and privacy program to protect our clients’ data and applicable privileges. By engaging us, Hillsborough consents to our use of such third parties.

To the extent necessary to provide services Hillsborough has requested, we may also engage lawyers or other professionals in one of our global firms and share data with them, provided we have taken steps to ensure data are reasonably safeguarded.

Littler is in compliance with the California Consumer Privacy Act. We have a separate addendum to this engagement agreement that can be provided up on request. Please contact me or [email protected] to ask for a copy.

Termination of Relationship and Client Files
We look forward to a productive relationship with Hillsborough but recognize that both Hillsborough and we have the right to terminate our representation at any time for any reason, subject to our obligations under applicable rules of professional conduct and any court orders or directives. Hillsborough may request in writing that we send Hillsborough’s files to it or to another law firm at any time, but we may make a copy of the file, at our own expense. We reserve the right to destroy a file ten (10) years after a -70-
Chief Doug Davis
Interim City Manager
May 10, 2023

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matter closes unless Hillsborough has instructed us otherwise in writing. Any files and documents Hillsborough send to us relating to work we perform for Hillsborough are and remain Hillsborough’s property, subject to the right to destroy them after 10 years unless otherwise instructed according to this paragraph.

At times, Hillsborough may ask us to use our proprietary tools and techniques to review data or documents, perform calculations, or create data maps, data visualizations, or other analyses that may aid in our representation of Hillsborough (“Analyses”). Littler retains ownership of the underlying proprietary tools and techniques used to create the Analyses, not Hillsborough. Also, until Hillsborough has paid for the Analyses, they remain our work product and do not constitute Hillsborough’s property.

Resolution of Disputes and Arbitration
While we will of course work diligently on Hillsborough’s behalf, we cannot guarantee a particular result or outcome for any matter or make any promises with respect to the costs and expenses of litigation.

Should a dispute arise between us, we will first seek to resolve it by dialogue and/or mediation, if Hillsborough and we agree to do so.

If a dispute between us cannot be resolved by dialogue and/or mediation, both Hillsborough and we agree that any dispute will be resolved by binding arbitration.

This arbitration provision is intended to be interpreted and applied as broadly as legally permissible. It applies to all claims or controversies that would otherwise be resolved in any court, including claims arising out of or related to this Engagement Agreement and services we render for Hillsborough on Hillsborough’s behalf (but excluding any issues or disputes regarding fees or billing). This arbitration provision survives the termination of this Engagement Agreement and of the attorney-client relationship.

We both agree that any dispute between us will be submitted to arbitration by a single arbitrator under the Commercial Arbitration Rules of the American Arbitration Association (AAA Rules) or the JAMS Rules of Arbitration (JAMS Rules). In the event a state bar or local jurisdiction’s fee arbitration rules apply, we both agree that we can either submit the dispute to arbitration under these rules for arbitration or waive arbitration under these rules and proceed under the AAA Rules or the JAMS Rules.

Under this section of the Engagement Agreement, Hillsborough agrees to waive Hillsborough’s right to a jury trial. Hillsborough further agrees that Hillsborough may only bring any claims covered in this section in Hillsborough’s individual capacity or corporate capacity and not as a class action. Hillsborough and we agree that we both waive any right for any claim to be brought, heard, decided, or arbitrated as a class action.

This arbitration provision is governed by the provisions of the Federal Arbitration Act (9 USC § 1 et seq.) or its state statutory equivalent. The award issued by the arbitrator may be entered in any court of competent jurisdiction.
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Chief Doug Davis
Interim City Manager
May 10, 2023

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In some states, we may be bound by ethics rules or state law with respect to the scope and terms of an arbitration agreement. In these states, if the scope and terms described above do not comply with the ethical requirements, we will either: (a) agree that the terms set forth above shall be considered modified to take into account those ethical requirements; or (b) provide Hillsborough with a separate dispute resolution agreement that meets these requirements, at which time the dispute resolution portions of this Engagement Agreement set forth above will be considered null and void. In states where no such ethics requirements exist, both Hillsborough and we agree to be bound by the terms for dispute resolution set forth in this section.

Littler Entities
We are a member of an international legal practice comprised of many independent professional firms that operate under the collective trade name “Littler.” Littler includes a Swiss verein that does not provide any legal or other client services. Services are provided solely by its member firms and their affiliated firms. Each Littler verein member provides legal services in particular jurisdictions and is subject to the laws and professional regulations of the jurisdictions in which it operates. A current list of the Littler verein members and the jurisdictions in which they practice can be found on our website.

Although Hillsborough has engaged us, the professionals in any Littler verein member are available to meet Hillsborough’s needs, and professionals from other Littler verein member firms may be selected to provide services to Hillsborough. To enable all Littler verein members to provide Hillsborough with services, they may have access to our network and information about our representation of Hillsborough.

These Littler verein members may share profits, engage in common training of their professionals, and share strategies and expertise among them. Unless otherwise specified, no individual who is a shareholder, member or partner of any Littler verein member is a shareholder, member or partner of any other Littler verein member. Unless expressly agreed in writing between or among the Littler verein members involved, no Littler verein member (or any individual who is a shareholder, member or partner of that member) is responsible for the acts or omissions of, or has any authority to obligate or bind, any other Littler verein member.

Very truly yours,
Constance E. Norton
Office Managing Shareholder
CEN/jp
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Interim City Manager
May 10, 2023

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Acknowledgement
Hillsborough, and its representatives, understand that the terms of this Engagement Agreement, including the arbitration provisions and any attachments, constitute the terms under which we will undertake representation. If Hillsborough finds these terms acceptable, please execute and return a copy for our files. If Hillsborough, or its representatives, do not agree or have any questions about the agreement, please call me as soon as possible. If I do not hear from Hillsborough within thirty (30) calendar days, it is understood these are the terms of our representation.

We look forward to working with Hillsborough and appreciate the opportunity to be of assistance.

LITTLER MENDELSON, P.C.

By:_____________________________________
Constance E. Norton
Shareholder
DATE: May 22, 2023

TOWN OF HILLSBOROUGH
By:_______________________________________
Chief Doug Davis
Interim City Manager
DATE: May ___, 2023
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Interim City Manager
May 10, 2023

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“EXHIBIT B”
SCHEDULE OF CHARGES FOR LITTLER DATA CENTER AND LITIGATION SUPPORT PROJECT MANAGERS∞

LITTLER NATIONAL DATA CENTER
Littler processing of evidentiary data (“ESI Processing”): US$200/gigabyte* (“GB”), expanded volume. Projects over 1 terabyte may be referred to a vendor, and vendor pricing will control.** This is a one-time fee charged for each GB of evidentiary data loaded into a Relativity One case workspace for full discovery and merits analysis and discovery productions. Full discovery and merits analysis can include advanced culling, including the application of structured analytics functionality like email threading, near dupe identification, etc., searching to respond to discovery, tagging for substantive issues in the case, the use of key word terms and phrases and/or conceptual analytics (like Technology Assisted Review methodologies using Continuous Active Learning features) to identify relevant material, eliminate non-responsive information or prioritize the review of large amounts of data, privilege and confidentiality reviews (including via applying proprietary presumptive privilege, PII and PHI protocols), redacting (including through the use of native redaction tools), etc. Discovery Productions include the creation of .DAT load files for production to adversaries (with relevant images, delimiters, extracted data and metadata fields) that apply redactions, confidentiality and bates designations, etc. A minimum of 48 hours is required for processing/loading of evidentiary data (barring excessive volumes). An additional 48 hours is required for discovery productions (barring excessive volumes), including Quality Assurance reviews conducted by the merits team. If a rush or less than 48-hour turn around is required, emergency charges will apply.

Emergency charge (“ESI Emergency”): US$500/per occurrence.

This applies when a deliverable is needed outside normal turn-around times and requires overtime resources to meet a deadline.

Littler hosting of Relativity One case workspaces (“ESI Hosting”): US$18/GB/Mo.* This is a recurring monthly fee assessed on the total amount of evidentiary data contained in a Relativity One case workspace. Evidentiary data volumes are calculated by the peak volume of evidentiary data in the Relativity One workspace during each monthly billing period.

Littler culling/pre-processing of evidentiary data (“ESI Culling”): US$15 GB,* compressed volume. Projects over 1 terabyte may be referred to a vendor and vendor pricing will control.** This is a one-time fee charged for each GB of evidentiary data loaded into Relativity One for purposes of using culling / pre-processing functionality to reduce the volume of evidentiary data subject to full merits review by filtering out system files, duplicates, non-relevant file types, irrelevant email domains and by applying specific date parameters based upon issues in a particular case. This process can also utilize searches for key word terms and phrases to eliminate non-relevant material. -74-
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Interim City Manager
May 10, 2023

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Once culled, the resulting evidentiary data is subject to ESI Processing and related charges for purposes of conducting full discovery and merits analysis, as described above. Whether data culling is appropriate depends upon the facts and circumstances of each particular case.

Client license for external access to Littler-Hosted Relativity One Workspace (“Relativity License”): US$88/Mo./per user*
This is a monthly licensing fee assessed per license if non-Littler personnel require access to a Relativity One case workspace (including clients that want to access their case workspaces, third-party managed document review personnel, outside consulting and testifying experts, etc.).

OCR: Optical Character Recognition (“OCR”) services (OCR involves converting scanned images of printed text into a form that allows individual words in a document to be electronically recognized, identified, indexed, searched and otherwise handled by Relativity One) can be included in evidentiary data processing, when necessary, at no cost. However, paper documents, .tiff images, and similar evidence will be referred to a vendor for OCR and/or unitization services, and vendor pricing will control.**
∞A more detailed White Paper entitled, “Littler’s Evidence Handling/Review/Production Technology (Relativity) and National Data Center,” that details these services and the charges associated with them in greater detail is available upon request *Subject to quarterly adjustments
**Where Hillsborough’s matter needs to be handled by an external vendor, we will consult with Hillsborough in advance

LITIGATION SUPPORT PROJECT MANAGERS
Services of Litigation Support Project Managers: US$240/hr.± Littler’s Litigation Support Project Managers leverage technology to streamline the organization, collection, management, culling, review, production, and presentation of evidentiary data in a costeffective manner, using state-of-the-art litigation technologies (including Relativity One), ontologies and proprietary workflows. Litigation Support Project Managers are not part of the Littler Data Center, and do not handle evidentiary data processing. Rather, they work with Merits Teams to perform the above services, even in cases where processing of evidentiary data and hosting of Relativity One (or similar tools) case workspaces are not handled by Littler and are instead handled by a third-party vendor. Certain activities may be directed to a lower-priced Litigation Support Specialist, as appropriate. ±Rates are revised annually.
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TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
11 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION APPROVING AND AUTHORIZING THE CITY MANAGER TO

EXECUTE AN AMENDMENT TO THE EXISTING AGREEMENT WITH INFRASTRUCTURE

ENGINEERING CORPORATION (IEC) FOR ENGINEERING SERVICES FOR THE DESIGN OF THE DARRELL WATER TANK REPLACEMENT PROJECT IN THE AMOUNT OF $125,097.00, FOR A TOTAL CONTRACT AMOUNT OF $669,056.00 PURSUANT TO A PREVIOUSLY

ADOPTED MITIGATED NEGATIVE DECLARATION
SUMMARY: On September 14, 2020, the City Council awarded a contract for professional engineering services to Infrastructure Engineering Corporation (IEC) for the Design of the Darrell Water Tank Replacement Project (“Project”) in the amount of $543,959.00.

This Project will replace Darrell tanks No.1 and 2 with a larger two Million Gallons (2 MG) prestressed concrete tank. Construction of the new larger tank at Darrell would enable the Forest View tanks and the Oaks Pump Station to be decommissioned and taken out of service. It will provide larger storage water capacity with improved seismic performance.

As part of this scope thus far, Infrastructure Engineering Corporation (IEC) has successfully completed the design of the new tank and is currently providing construction support services to the project through the end of construction by March 2024.

Due to the unanticipated scope and design changes associated with implementation of environmental mitigations for CEQA, and unforeseen circumstances encountered during demolition and site preparation in the field, the cost to provide these additional services is $125,097.00. To provide engineering and construction support services through the end of the project, an additional $125,097.00 is needed. Please see the draft amendment agreement and back up documentation as Attachment 2.

FISCAL IMPACT: The cost of the proposed additional services is $125,097.00, which would be added to the previously authorized contract sum of $543,959.00, for a total cost of $669,056.00. It is recommended that funding for this project be allocated from the CIP Water budget under Darrell Tank Improvements (Capital Improvement Plan #511) in the amount of $125,097.00.

ENVIRONMENTAL ISSUES: The City Council’s action in extending the agreement to allow for further engineering services in relation to the Darrell Tank replacement project has already been analyzed from an environmental perspective as required under the California Environmental Quality Act (CEQA) pursuant to an Initial Study/Mitigated Negative Declaration adopted by the City Council on June 14, 2021. None of the circumstances requiring preparation of a subsequent or supplemental MND (as specified in CEQA section 21166 and CEQA Guidelines 15162 and 15163) -99-
Agenda Staff Report - Hillsborough City Council
June 12, 2023

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are present. This has been determined as there is no evidence in the record that (1) substantial changes are proposed for Project that will require major revisions of the MND, (2) substantial changes will occur with respect to the circumstances under which the Project will be undertaken that will require major revisions in the MND, or (3) new information, which was not known and could not have been known when the MND was certified, has become available.

ATTACHMENTS:

1. Resolution

2. Draft Amendment
PREPARED BY: Paul Willis, Director of Public Works
RECOMMENDATION: Adopt the resolution approving and authorizing the City Manager to execute an amendment to the existing agreement with Infrastructure Engineering Corporation (IEC) for engineering services for the design of the Darrell Water Tank Replacement Project in the amount of $125,097.00, for a total contract amount of $669,056.00. -100-
RESOLUTION NO. 23-

RESOLUTION OF THE CITY COUNCIL OF THE TOWN OF HILLSBOROUGH

APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE AN

AMENDMENT TO THE EXISTING AGREEMENT WITH INFRASTRUCTURE

ENGINEERING CORPORATION (IEC) FOR ENGINEERING SERVICES FOR THE

DESIGN OF THE DARRELL WATER TANK REPLACEMENT PROJECT IN THE AMOUNT OF $125,097.00, FOR A TOTAL CONTRACT AMOUNT OF $669,056.00

PURSUANT TO A PREVIOUSLY ADOPTED MITIGATED NEGATIVE DECLARATION WHEREAS, the Town of Hillsborough (“Town”) maintains the Town’s public water system; and
WHEREAS, on September 14, 2020, the City Council awarded a contract for professional engineering services to Infrastructure Engineering Corporation (IEC) for the Design of the Darrell Water Tank Replacement Project (“Project”) in the amount of $543,959.00; and
WHEREAS, on June 14, 2021, the City Council considered and adopted an Initial Study/Mitigated Negative Declaration (IS/MND) for the Project in compliance with the California Environmental Quality Act (CEQA); and WHEREAS, the Project will replace Darrell tanks No.1 and 2 with a larger two Million Gallons (2 MG) pre-stressed concrete tank; and
WHEREAS, Construction of the new larger tank at Darrell would enable the Forest View tanks and the Oaks Pump Station to be decommissioned and taken out of service. It will provide larger storage water capacity with improved seismic performance; and
WHEREAS, thus far, Infrastructure Engineering Corporation (IEC) has successfully completed the design of the new tank and is currently providing construction support services; and
WHEREAS, Infrastructure Engineering Corporation (IEC) submitted a proposal to conduct additional engineering and construction support services due to unanticipated scope and design changes associated with implementation of environmental mitigations for CEQA, and unforeseen circumstances encountered during demolition and site preparation in the field; and WHEREAS, staff determined the cost and level of effort of these services to be reasonable; and
WHEREAS, funding for this project to be allocated from the CIP Water budget under Darrell Tank Improvements (Capital Improvement Plan #511) in the amount of $125,097.00; and
WHEREAS, none of the circumstances requiring preparation of a subsequent or supplemental MND (as specified in CEQA section 21166 and CEQA -101-
ATTACHMENT 1
Guidelines 15162 and 15163) are present. This has been determined as there is no evidence in the record that (1) substantial changes are proposed for Project that will require major revisions of the MND, (2) substantial changes will occur with respect to the circumstances under which the Project will be undertaken that will require major revisions in the MND, or (3) new information, which was not known and could not have been known when the MND was certified, has become available.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the Town of Hillsborough hereby approves and authorizes the City Manager to execute an amendment to the existing agreement with Infrastructure Engineering Corporation (IEC) for Providing Engineering Service for the Design of the Darrell Water Tank Replacement Project in the amount of $125,097.00, for a total contract amount of $669,056.00.

AYES: Councilmembers
NOES: Councilmembers
ABSENT: Councilmembers
ABSTAIN: Councilmembers
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AMENDMENT NO. 1 TO CONTRACT FOR PROFESSIONAL SERVICES
THIS AMENDMENT No. 1 is made as of the day of June 2023, by and between the TOWN OF HILLSBOROUGH (hereinafter referred to as "TOWN") and Infrastructure Engineering Corporation (IEC) (hereinafter referred to as "CONSULTANT").

RECITALS
WHEREAS, the TOWN and the CONSULTANT, previously entered into that certain Contract for Professional Services dated September 14, 2020 (“Agreement”) for the Engineering Services for Design of the Darrell Water Tank Replacement Project (“Project”); and WHEREAS, the TOWN and CONSULTANT desire to amend said Agreement in order to modify the scope of services and compensation for the Project.

NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:

1. SCOPE OF SERVICE:

The scope of the CONSULTANT’s service shall be additional scope per Exhibit “B-1”.

2. COMPENSATION:

The additional compensation shall be one hundred twenty-five thousand ninety-seven dollars ($125,097) per Exhibit “B-1”. The combined total of compensation and reimbursement of costs payable hereunder shall not exceed the sum of six hundred sixty-nine thousand fifty-six dollars ($669,056), marked in Exhibit “B” ($543,959) and Exhibit “B-1” ($125,097).

3. Except as otherwise specifically set forth in this Amendment No. 1, all of the provisions of the Agreement, shall remain in full force and effect.

ATTACHMENT 2
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement by their duly authorized officers as of the day and year first above written.

TOWN OF HILLSBOROUGH
By: __________________________
(Name), City Manager
Approved as to form:
___________________________
City Attorney

INFRASTRUCTURE ENGINEERING

CORPORATION (IEC)
By: ___________________________
Title: ___________________________
Printed Name: ____________________
Attachments:

Exhibit "B” – Consultant Fee Estimate/Professional Services Agreement 9-14-2020 Exhibit "B-1" – Consultant Proposal Additional Services 03-27-2023 -104-

FEE ESTIMATE
Town of Hillsborough
Engineering Services for Design of the Darrell Water Tank Replacement Project Principal-inCharge Senior Project Manager Technical Review Sr. Project Engineer Engineer II CADD Designer II Env. Project Manager Env. Specialist II Word Processor Structural Instrumentation & Controls Survey Geotechnical & Hazardous Materials Testing Landscape Architecture & Visual Simulations Coatings Inspection & Testing Cultural Resources & Tribal Consultation Traffic, Noise, & Air Quality/ GHG Biological Resources & Tree Survey Certified Arborist Tree Assessment P. Lewis R. Weber A. Egense A. Gnesa V. Vo T. Sweitzer L. Trottier L. Russell Staff $250.00 $235.00 $235.00 $185.00 $150.00 $150.00 $210.00 $145.00 $100.00 1 Project Administration, Management and Coordination $34,780

1.1 Meetings (5) 20 20 6 46 $9,000 $2,500 $0 $11,500

1.2 Monthly Progress Reporting 24 6 30 $6,240 $0 $6,240

1.3 QA/QC 4 32 36 $8,520 $0 $8,5201.4 Project Mgmt and Coordination 4 24 8 4 40 $8,520 $0 $8,520 2 Document Review, Data Collection, Site Investigation $70,509

2.1 Data Collection 1 4 16 2 23 $3,575 $0 $3,575

2.2 Utility Research 1 2 16 4 23 $3,405 $0 $3,405

2.3 Supplemental Surveying 2 2 4 8 $1,440 $10,000 $10,500 $11,940

2.4 Geotechnical Investigation 2 4 6 $1,210 $28,480 $29,904 $31,114

2.5 Hazardous Materials Investigation 2 2 4 $840 $16,800 $17,640 $18,480

2.6 LBP Testing 1 1 2 $420 $1,500 $1,575 $1,995
3 Tank Removal Plan $4,820

3.1 Tank Removal TM 4 8 16 28 $4,820 $0 $4,820
4 Environmental Document $69,738

4.1 Environmental Baseline and Constraints 12 12 24 $4,260 $0 $4,260

4.2 CEQA Project Description 4 5 10 19 $3,240 $0 $3,240

4.3 Initial Study and Technical Studies 16 32 48 $8,000 $14,195 $11,500 $6,111 $33,396 $41,396

4.4 Draft IS/MND 20 40 60 $10,000 $250 $0 $10,250

4.5 Final IS/MND 10 10 20 $3,550 $250 $0 $3,800

4.6 CEQA Notices, Forms and Hearings 2 4 6 $1,000 $100 $0 $1,1004.7 Tribal Consultation $0 $5,421 $5,692 $5,692 5 Engineering Design and Bid Documents Preparation $245,150

5.1 Preliminary Design (30% Design Submittal) 1 8 4 40 80 80 4 217 $34,870 $12,450 $3,700 $12,500 $30,083 $64,953

5.2 Design Development Submittal (60% Design Submittal) 2 16 2 60 160 80 4 324 $52,230 $12,450 $4,200 $7,500 $25,358 $77,588

5.3 Design Submittal (90% Design Submittal) 2 16 2 40 160 40 4 264 $42,530 $8,600 $3,800 $7,500 $20,895 $63,425

5.4 Final Design Submittal (100% Design Submittal) 1 16 2 24 40 24 4 111 $18,920 $8,000 $3,800 $7,500 $20,265 $39,185 14 137 42 219 492 224 65 108 38 1339
$3,500 $32,195 $9,870 $40,515 $73,800 $33,600 $13,650 $15,660 $3,800 $226,590 $3,100 $41,500 $15,500 $10,000 $45,280 $35,000 $1,500 $19,616 $11,500 $6,111 $0 $195,307 $424,997 $424,997
6 OPTIONAL TASK: Bid Assistance $14,270

6.1 Pre-Bid Mtg 4 4 8 $1,680 $1,200 $0 $2,8806.2 Prepare Addendum (1) 4 8 2 14 $2,140 $2,500 $1,000 $1,200 $4,935 $7,075

6.3 Bid Review 2 4 8 2 16 $2,610 $0 $2,6106.4 Conformed Documents 1 2 2 4 2 11 $1,705 $0 $1,705 7 OPTIONAL TASK: Construction Support Services $94,649

7.1 Pre-Con Meeting 4 4 8 $1,680 $800 $0 $2,4807.2 Review Submittals (75) 8 24 80 24 136 $20,720 $13,500 $5,500 $19,950 $40,670

7.3 Review RFI's (25) 4 16 40 8 68 $10,700 $3,500 $1,000 $4,725 $15,425

7.4 Site Visits (20) 80 80 $18,800 $3,500 $5,594 $5,874 $28,1747.5 Closeout 4 16 24 4 48 $7,900 $0 $7,900 8 OPTIONAL TASK: Environmental Support Services $10,043

8.1 Energy Impact Analysis $0 $300 $315 $3158.2 Construction Health Risk Assessment $0 $2,900 $3,045 $3,0458.3 Certified Arborist Report $0 $6,365 $6,683 $6,683 0 107 0 74 162 4 0 0 42 389
$0 $25,145 $0 $13,690 $24,300 $600 $0 $0 $4,200 $67,935 $5,500 $25,094 $7,500 $0 $0 $1,200 $0 $0 $3,200 $0 $6,365 $45,527 $118,962 $543,959
Total
Cost
TOTAL NOT-TO-EXCEED FEE INCLUDING ALL OPTIONAL SERVICES:

IEC Personnel Subconsultants
Cornerstone
Earth Group
Callander
Associates
CSI Services,
Inc.

Albion
Environmental,
Inc.

Ganddini
Group, Inc.

Walter Levison,
Consulting
Arborist
Subcontract
incl 5% MU
Vollmar Natural
Lands Consulting,
Inc.

TOTAL NOT-TO-EXCEED FEE:

Task/
Subtask Task/Subtask Description
Peterson
Structural
Engineers
JSP Automation Sandis
Subtask
LaborHours Subtask Labor Cost Direct Cost
EXHIBIT "B"
-105-
3737 Birch Street, Suite 250 | Newport Beach, CA 92660 | 949.235.3094 | www.ardurra.com March 27, 2023
Abdulkader Hashem
Town of Hillsborough
16000 Floribunda
Hillsborough, CA 94010
SUBJECT: Darrell Tanks Additional Services for Construction Dear Mr. Hashem:

Thank you for this opportunity to support the Town of Hillsborough with the Darrell Tank project. This letter describes additional services for the project to include constructionphase engineering and environmental services. We appreciate the opportunity to be of service to the Town on this important project and feel we have brought value over the last 2-1/2 years. As you know the project was initiated then put on hold, then restarted.

There have been several changes in scope along the way as communicated to the Town. Pursuant to the Town’s direction we used the existing contract for these additional scope items however we have now arrived at a point where additional budget is needed in order to see the project through to completion. Tasks 7.2a, 7.3a, 7.4a, 7.6, and 7.14 through 7.19 are additional engineering services for submittals, request for information (RFI), site visits and meetings. Tasks 7.7 through 7.13 below are for additional technical services and environmental review requested and approved in advance by the Town of Hillsborough. These additional services were associated with lengthy RFI review, implementation of environmental mitigation for CEQA, and in response to unforeseen circumstances encountered during demolition and site preparation in the field. We are requesting additional budget for these services that were not included in our original scope and fee for this project. We provided these additional services at the request of the Town on an expedited basis according to staff requests and approved individual proposals. We are requesting a contract amendment for the following:

SCOPE OF WORK
Our proposed services are presented into two categories: Future Deliverables and Out of Scope Completed and Billed:

Future Deliverables will be based on time and materials not to exceed and are described below:

Task 7.2a: Additional ongoing engineering services during construction for review/ response to contractors submittals ($4,850)
EXHIBIT "B-1" -106-
March 27, 2023

Page 2 ends

1735 N. First Street, Suite 304 | San Jose, CA 95112 | 408.495.4107 | www.ardurra.com Task 7.3a: Additional ongoing engineering services during construction for review/ response to contractors RFIs ($4,850)
Task 7.4a: Additional engineering services during construction for site visits and meetings with the Town and Contractor ($6,780)
Task 7.6: Construction Monitoring Coordination ($33,593) Task 7.14: EPA ID Request ($1,680)
Task 7.15: Water Main Realignment ($7,950)
Task 7.16: Additional engineering services during construction for geotechnical observation and Testing Services ($16,110)
Task 7.17: Construction Support Services (PSE) ($14,490) Task 7.18: Two (2) Additional Biologist Clearance Surveys ($3,220) Task 7.19: Engineering Services ($10,000)
Out of Scope Completed and Billed:

Approved proposals are attached for reference and include scope and fees:

Task 7.7: Serpentine Soil Sampling, Analysis, and Asbestos Report (SCA, $1,964) Task 7.8: Asbestos Dust Mitigation Plan (SCA, $3,630)
Task 7.9: Pre-Construction Biology Survey, Crew Training, and Memo (Vollmar, $1,610)
Task 7.10: Historical Evaluation of Tank #1 and #2 and Report (BCR, $3,500):

Task 7.11: Cultural Resources Training for Construction Crew (BCR, $1,800):

Task 7.12: Bat Survey and Report (ELMT, $2,100)
Task 7.13: Tank #2 Sub-grade Materials Sampling, Testing, Report (Cornerstone, $6,970)
FEE
We are requesting a budget amendment to increase our previously approved budget of $543,959 by $125,097. This amended fee will result a total approved contract fee of $669,056. Costs to complete each task are displayed in Table 1 below.

TABLE 1: ADDENDUM 1 FEE
Addendum 1 Tasks Not-to-Exceed
Fee
Task 7.2a: Review Additional Submittals $ 4,850
Task 7.3a: Review Additional RFI’s $ 4,850
Task 7.4a: Additional Site Visits (4) and Meetings $ 6,780 Task 7.6: Construction Monitoring Coordination $ 33,593 Task 7.7: Serpentine Soil Sampling, Analysis & Asbestos Report (SCA) $ 1,964 -107-
March 27, 2023

Page 3 ends

1735 N. First Street, Suite 304 | San Jose, CA 95112 | 408.495.4107 | www.ardurra.com Task 7.8: Asbestos Dust Mitigation Plan (SCA) $ 3,630
Task 7.9: Pre-Construction Biology Survey, Training & Memo (Vollmar) $ 1,610 Task 7.10: Historical Evaluation of Tank #1 and #2 & Report (BCR) $ 3,500 Task 7.11: Cultural Resources Training for Construction Crew (BCR) $ 1,800 Task 7.12: Bat Survey & Report (ELMT) $ 2,100
Task 7.13: Tank #2 Sub-grade Sampling, Testing, Report (Cornerstone) $ 6,970 Task 7.14: EPA ID Request $ 1,680
Task 7.15: Water Main Realignment $ 7,950
Task 7.16: Limited Geotechnical Observation and Testing Services (Cornerstone)
$ 16,110
Task 7.17: Construction Support Services (PSE) $ 14,490 Task 7.18: Two Additional Biologist Clearance Surveys (Vollmar) $ 3,220 Task 7.19: Engineering Services $ 10,000
Project Total: $ 125,097
We sincerely appreciate the opportunity to provide professional services to the Town of Hillsborough. Please contact Rob Weber at 858.583.6193 or Lori Trottier at 949.235.3094 should you have any questions or need further information.

Sincerely,
Robert S. Weber, PE Lori Trottier, AICP CEP
Southwest Water Practice Director Environmental Project Manager Attachments: Exhibit 1 - Serpentine Soil Sampling, Analysis & Asbestos Report (SCA) Exhibit 2 - Asbestos Dust Mitigation Plan (SCA)
Exhibit 3 - Pre-Construction Biology Survey, Training & Memo (Vollmar) Exhibit 4 - Historical Evaluation of Tank #1 and #2 & Report (BCR) Exhibit 5 - Cultural Resources Training for Construction Crew (BCR) Exhibit 6 - Bat Survey & Report (ELMT)
Exhibit 7 - Tank #2 Sub-grade Sampling, Testing, Report (Cornerstone) -108-
March 27, 2023

Page 4 ends

1735 N. First Street, Suite 304 | San Jose, CA 95112 | 408.495.4107 | www.ardurra.com Exhibit 8 - Limited Geotechnical Observation and Testing Services (Cornerstone)
Exhibit 9 - Construction Support Services (PSE)
Exhibit 10 – Fee Estimate
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320 Justin Drive, San Francisco CA 94112 • (415) 882-1675 • FAX: (415) 962-0736 Oakland  San Francisco
November 29, 2022
The Town of Hillsborough
c/o Matt Scoble, PE, QSP/D
Consolidated CM Inc.
180 Grand Avenue, Suite 1520
Oakland, CA 94612
[email protected]
RE: Proposal for Hazardous Materials Sampling
Two Water Tanks, 547 Darrell Road, Hillsborough, CA
SCA Proposal No: 22260
Dear Mr. Scoble:

SCA Environmental, Inc. (SCA) is pleased to provide this proposal to the Town of Hillsborough for asbestos sampling at two water tanks located at 547 Darrell Road, Hillsborough, CA. The scope of work involves demolishing both water tanks and the concrete supports, which requires an asbestos survey of the building materials.

This proposal is based on the following assumptions:

1. Consolidate CM Inc. will be responsible for coordinating and providing access to all areas of the building for the survey/inspections.

2. The survey/inspections will be conducted during standard business hours (i.e., M-F, 7am to 7pm).

3. SCA assumes access to all materials is possible via a standard 16’ ladder or through a built-in ladder/ building hatch. If sampling cannot be performed due to access restrictions, these areas will be noted and the materials listed as assumed positive in SCA’s final report.

4. SCA will not patch any sample locations
Scope of Work
SCA will provide its trained staff to complete the following tasks:

Task A. Survey
Sampling

1. SCA will provide the services of CalOSHA certified personnel under the supervision of a Certified Industrial Hygienist (CIH) make a site visit and collect up to 18 samples as described by the modified AHERA regulations. Sampling using a modified AHERA 3/5/7 protocol will be conducted to minimize false negative findings due to random variations in the materials’ asbestos contents and analytical error. Samples will be collected using techniques to prevent exposures to the surveying staff and the building’s occupants, and analysis will be “stop at first positive”.

Clean-up of any dislodged materials will be performed using wet methods or a vacuum cleaner equipped with an absolute (HEPA) filter, as required by the situation. Where feasible, SCA will attempt to collect bulk samples of suspect ACMs in low profile areas.

SCA assumes that all systems and areas requiring access will be made accessible to our survey crew during the scheduled survey date. We assume all work can be completed in one (1) standard work shift. Areas not surveyed due to access restrictions will be described in SCA’s final EXHIBIT 1
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Fee Proposal – Environmental Consulting Services
Two Water Tanks, Hillsborough, CA
SCA Proposal No.: 22260

hazardous materials report. We also understand that destructive testing as well as sampling in order to access to concealed suspect materials, is not included in this survey.

2. The bulk asbestos samples will be analyzed at SCA’s contract laboratory facilities accredited by:
a. the National Voluntary Laboratory Accreditation Program (NVLAP) of the National Institute for Standards and Technology (NIST, formerly the National Bureau of Standards).
b. State of California Environmental Laboratory Accreditation Program (ELAP). c. American Industrial Hygiene Association (AIHA).

Asbestos analysis will be in accordance with polarized light microscopy (PLM) on a 24-hour turnaround time, pending confirmation from the laboratory that the turnaround time is acceptable.

If PLM determines a sample <1%, the material will be listed as trace in SCA's report. Point counting can be provided for an additional fee.

3. The quantities for materials will be evaluated and recorded during our survey when samples are collected. Quantities will be provided on an area basis.

4. On representative floor plans and schematics provided in PDF format by the client (or hand drawn sketches completed by SCA), SCA will indicate the locations where samples of suspect materials have been collected.

5. Utilizing the results of the surveys, SCA will prepare and submit a brief survey report presenting the observations, laboratory results, sample location diagrams, and quantity estimates. The report in PDF format for the client’s use and distribution.

SCA’s final deliverable will be provided within 1 weeks of completion of the field work. SCA's final deliverable will be reviewed and approved by a CAC, who shall be responsible for the technical quality of the work under this contract.

Additional Services Available But Not Within the Current Scope of Work Additional services, not within this scope of work, which can be provided on a time and materials basis include:

1. Provision of a hazardous materials workplan, abatement cost estimates, and/or abatement specifications, draft and final copies of any deliverable, or preparation of any other documents.

2. Preparation of CAD drawings for sample location figures or drawings depicting locations of identified hazardous materials.

3. Inspection of other buildings or areas not indicated in the figures herein.

4. Collection and analysis of additional samples beyond those specified herein.

5. Survey scope outside the assumptions addressed herein due to schedule extensions, access delays, increased scope of work, etc.

6. Surveys outside of normal business hours (i.e., Monday through Friday, 7am-7pm) or surveys on weekends, nights, or holidays

-111-
Fee Proposal – Environmental Consulting Services
Two Water Tanks, Hillsborough, CA
SCA Proposal No.: 22260

Fee
SCA proposes to perform this project for a lump sum fee of $1,964 billed monthly based on percent completion as outlined below:

Work will be completed per SCA’s standard Billing Policy and General Conditions, attached.

If you have any questions regarding this proposal, please feel free to contact me at (415) 723-0962. If this proposal is acceptable, please sign and return the signature block, or provide a notice to proceed.

Sincerely,
SCA ENVIRONMENTAL, INC.

Tucker Kalman, QSP/D, CAC, CDPH, REPA
Senior Project Manager
415-723-0962
[email protected]
I authorize SCA Environmental, Inc. to proceed with this proposed Scope of Work as detailed in SCA Proposal No. 22260 dated November 29, 2022
___________________________________________________________ Name Title Date
Authorized Fee: $1,964
Purchase Order No: ___________________

-112-
F/D: SCA Billing Policy/Master Forms 1999
SCA ENVIRONMENTAL, INC.

Billing Policy
Personnel & Equipment Charges (Time and Material
Contracts)
Charges for employees are computed at the assigned scheduled billing rates. Time spent in either local or intercity travel, when travel is in the interest of the work, will be charged in accordance with the foregoing schedule; when travel by public carrier, a maximum travel charge of 10 hours per day will be made. Equipment, if used, will be billed at the scheduled rates. Rates are subject to change upon written notification 30 days in advance of such change.

Charges for services, equipment, supplies, and facilities not furnished directly by SCA Environmental, Inc., any unusual items of expense not customarily incurred in our normal operations, and other reimbursable expenses, including subsistence, transportation, printing, long distance communications, shipping charges, miscellaneous supplies, and rentals, are computed at the scheduled rates, or where not applicable, at cost plus 15 percent.

Invoicing
Invoices will be issued every month. Payment terms are net 30 days. For time and materials contracts, invoices will be based upon personnel charges, equipment charges, and other charges incurred since the last invoice. For lump sum fee contracts, monthly invoices will be based upon the estimated percentage completion of the project.

In certain instances, a prepayment may be required prior to the initiation of work. Where applicable, the terms of such prepayment, or other deviations from the above invoicing schedule, will be specified in the agreement between the client and SCA.

Interest of 1-1/2 percent per month will be payable on amounts not paid within 30 days, payment thereafter to be applied first to accrued interest and then to the unpaid principal amount. The Client shall pay attorney’s fees or other costs incurred in collecting any delinquent amounts.

In the event that the Client requests termination of the work prior to completion of a report, we reserve the right to complete such analyses and records as are necessary to place our files in order and, where considered by us necessary to protect our professional reputation, to complete a report on the work performed to date. A termination charge to cover the cost thereof billed on a time and material basis up to an amount not to exceed 30 percent of all charges incurred up to the date of the stoppage of work may be made at the discretion of SCA Environmental, Inc.

General Conditions
Rights in Work Product
SCA retains title to the work products under this Agreement, but grants to the Client a royalty-free non-exclusive, non-transferable license (i) to make and use each invention or improvement thereto, which is or may be patentable under U.S. law and is conceived or first reduced to practice by SCA in the performance of services hereunder and (ii) to use or dispose of all computer software and all other recorded information (such as graphs or data tables) delivered to the Client in the performance of services hereunder.

Confidentiality
SCA will not disclose that information identified by the Client as confidential, for a period of up to five years from the date of request, provided that such action does not violate any law, regulation, or other legal requirement.

Standard of Care
SCA agrees that its services will be performed per the attached agreement, with the usual thoroughness and competence of the profession. No warranty or representation, expressed or implied, is included or intended in our proposals, contracts, or reports.

Indemnification
SCA will indemnify, hold harmless, and defend, to the extent permissible by law, the Client, its officers, directors, agents, and employees from and against that portion of any claim or judgment to the extent, which is determined to have been caused by SCA’s negligence.

The Client will indemnify, hold harmless, and defend, to the extent permissible by law, SCA Environmental, Inc., its officers, directors, agents, and employees from and against any claim, damage, or loss, expenses, direct and indirect, and consequential damages, including but not limited to fees and charges of attorneys and court and arbitration costs, arising out of or resulting from (a) the Client’s negligence or (b) any conditions, environmental or otherwise, that were in existence before the signing of this Agreement.

Liability
SCA’s liability to the Client for injury or damage to persons or property arising out of work performed for the Client and which legal liability may be found to rest upon us, other than for professional errors and omissions, will be limited to our general liability insurance for which our coverage is $1,000,000 per occurrence and in aggregate and only for that portion of such claims, costs, suits, and damages which reflect the percentage of negligence of all persons, firms or corporations which resulted in such damages.

In the event that it is finally determined that SCA is liable to the Client by reason of any breach of agreement, error, omission, or other act of professional negligence, our liability will be limited to our insurance coverage.

In the event the Client makes a claim against SCA, at law or otherwise, for any alleged error, omission, or other act arising out of the performance of our professional services, and the Client fails to prove such claim, then the Client shall pay all costs incurred by SCA in defending itself against the claim.

Severability
Any element of this Exhibit later held to violate a law or regulation shall be deemed void, and all remaining provisions shall continue in force.

However, the Client and SCA will in good faith attempt to replace an invalid or unenforceable provision with one that is valid and enforceable, and which comes as close as possible to expressing or achieving the intent of the original provision.

Controlling Law
The Agreement of which this Exhibit forms a part is to be governed by the law of the state of California.

Compliance with Regulations
In providing its service, SCA shall endeavor, to the best of its ability, to comply with all applicable laws, ordinance codes, rules, and legal requirements.

Notices
Any notice given under the Agreement of which this Exhibit forms part shall be deemed served when hand-delivered in writing to an officer or other duly appointed representative of the party to whom the notice is directed, or if sent by registered or certified mail to the business address identified at the beginning of this Agreement.
-113-
320 Justin Drive • San Francisco, CA 94112 • (415) 882-1675 • FAX: (415) 962-0736 San Francisco  Oakland
December 1, 2022
The Town of Hillsborough
c/o Matt Scoble, PE, QSP/D
Consolidated CM Inc.
180 Grand Avenue, Suite 1520
Oakland, CA 94612
[email protected]
RE: Proposal for Consulting Services – ADMP Preparation Water Tank Replacement Project
547 Darrell Road, Hillsborough, CA 94010
SCA Proposal No.: 22265
This letter fee estimate outlines the proposed consulting services to be provided by SCA Environmental (SCA) to the Town of Hillsborough for ADMP preparation at the Water Tank Replacement Project at 547 Darrell Road, Hillsborough, CA 94010. SCA understands that the geotechnical report identified serpentinite at the site and that the specifications for this project require preparation of an Asbestos Dust Mitigation Plan (ADMP) to be followed and implemented by the contractor.

Scope of Work
SCA will perform the following:

Task 1: Preparation of an Asbestos Dust Mitigation Plan (ADMP) SCA will provide the expertise of a Professional Engineer, Certified Industrial Hygienist and Certified Asbestos Consultant to prepare an Asbestos Dust Mitigation Plan (ADMP) to comply with CARB’s ATCM for Construction, Grading, Quarrying and Surface Mining Operations. SCA understands that the soil impacts at this site will be less than 1 acre, thus submittal and approval to BAAQMD is not required.

SCA is assuming this information is correct and relying upon this information from the construction manager. The plan will discuss the following dust emissions sources and prescribe controls, as is required by the ATCM:
 Track-out onto the paved public road;
 Active storage piles;
 Inactive disturbed surface areas and storage piles;
 Traffic on unpaved on-site roads;
 Earthmoving activities;
 Off-site transport of materials; and
 Post-project stabilization of disturbed soil surfaces.

In addition, the ADMP will include an Asbestos Air Monitoring Plan with a recommended action level and additional mitigation levels measures for asbestos per the requirements of the ADMP. As less than 1 acre of soil will be disturbed at this site, air monitoring is not required by BAAQMD. But SCA will recommend locations for these air samples incase the client wants to implement air monitoring at the site.

The final ADMP will be submitted within 4 weeks of receipt of the notice to proceed and all supplemental information including excavation and grading plans, a site plan with lay down areas, etc. The ADMP will be submitted to The Town in PDF format.

EXHIBIT 2
-114-
Proposal for Consulting Services – ADMP Preparation
547 Darrell Road, Hillsborough, CA 94010
SCA Proposal No: 22265 page 2

Additional Services Available but Not Within the Current Scope of Work The following services can be performed for additional charges, but are specifically excluded from the current scope of work:

1. Collection and analysis of air samples.

2. Regulatory agency negotiations, meetings, etc. to discuss the ADMP.

3. Preparation of additional documents other than those listed herein.

4. Completion of personal monitoring for any staff.

5. Provision of ADMP monitoring services or inspections.

Fee
SCA proposes to perform the consultation services described herein for the proposed fees billed monthly on percent completion and broken down as follows:

Task 1: ADMP Preparation $3,630
Please refer to the attached Billing Policy and General Conditions for our other billing requirements.

We look forward to the opportunity to be of service. If you have any questions, please do not hesitate to contact us.

Sincerely,
SCA ENVIRONMENTAL, INC.

Tucker Kalman, QSP/D, REPA, CAC, CDPH
Senior Project Manager
415/723-0962
I authorize SCA Environmental, Inc. to proceed with this proposed Scope of Work as detailed in SCA Proposal No. 22265 dated December 1, 2022
___________________________________________________________ Name Title Date
Authorized Fee: $3,630
Purchase Order No: ___________________

-115-
F/D: SCA Billing Policy/Master Forms 1999
SCA ENVIRONMENTAL, INC.

Severability
Any element of this Exhibit later held to violate a law or regulation shall be deemed void, and all remaining provisions shall continue in force.

Controlling Law
The Agreement of which this Exhibit forms a part is to be governed by the law of the state of California.

Compliance with Regulations
In providing its service, SCA shall endeavor, to the best of its ability, to comply with all applicable laws, ordinance codes, rules, and legal requirements.

BAY AREA OFFICE
1720 Solano Avenue
Berkeley, CA 94707
Phone: 510/559-9603
Fax: 510/559-9605
www.vollmarconsulting.com

MEMORANDUM
To: Lori Trottier, Ardurra Date: 11/14/22
From: Jake Schweitzer, Vollmar Natural Lands Consulting No. Pages: 4 Subject: Proposed Scope and Budget to Conduct a Pre-construction Biological Survey and Prepare Post-Survey Memorandum, Darrell Water Tank Replacement Project, City of Hillsborough, California.

Introduction
Vollmar Natural Lands Consulting (VNLC) is pleased to submit this proposed scope and budget to Ardurra for providing pre-construction biological surveys and reporting at the Darrell Water Tank Replacement Project (project), in the City of Hillsborough, California. In 2021, VNLC prepared a Biological Habitat Evaluation Report for the project that included pre-construction survey recommendations as well as other measures to reduce or avoid adverse impacts from the project to sensitive biological resources. VNLC was asked to provide a qualified biologist to conduct a preconstruction survey for the project that is to commence on November 15, 2022.

The proposed work will consist of the following three tasks:

Task 1: Preliminary Review and Field Preparation
Task 2: Pre-construction Biological Survey and Environmental Awareness Training Task 3: Preparation of Follow-up Survey Memorandum
The specific work for each of these tasks, as well as the project costs and schedule are provided below.

Scope of Work
Task 1: Preliminary Review and Field Preparation
VNLC project biologists will compile and review existing information on the project site and project components, as required for the pre-construction biological field survey. The compiled information will include previously prepared documentation on the project site pertaining to onsite and adjacent habitats and special-status species with potential to occur on the site. It is anticipated that the primary biological EXHIBIT 3
-117-
resources of concern in the area are limited to California red-legged frog (Rana draytonii) as well as special-status bat species, but our team will review the potential for other resources to occur at the site.

We will prepare a pamphlet to hand out to project workers that provides details pertaining to potentially occurring listed species, which include photographs and descriptions of the species to facilitate identification. The pamphlet will also include information on actions to take in the event that any such species are encountered during project work activities, as well as consequences if appropriate actions are not taken. It assumes that at current project activities will be limited to the operation of heavy machinery and movement of equipment and materials related to the water tank replacement, and that no significant impacts to natural habitats or habitat elements (e.g., the removal of trees or extensive earth moving) will take place.

Task 2: Pre-construction Biological Survey and Environmental Awareness Training Prior to the construction-related disturbance, a survey will be conducted within and surrounding the project site. The study area will include an approximately 50-foot buffer around the project site. The survey will be conducted by a qualified biologist who is permitted to handle California red-legged frog, a federally listed species with the highest potential to occur in the project site or surrounding area. The survey will take place prior to commencement of project activities, but will continue through the morning throughout and surrounding the project site. The survey will also target any installed wildlife exclusion fencing to ensure it is installed properly. The biologist will take photographs of habitat conditions, construction activities and features, and any biological species or habitats of interest.

Prior to any disturbance activities, VNLC will provide environmental awareness training to all project personnel. The training will include a discussion of all sensitive species and habitats known from or with potential to occur in the project site and surrounding area. The training will also include more general information pertaining to environmental guidelines to protect sensitive biological resources as related to site sanitation, vehicular speed limits, and problems related to open trenches or pits. The preprepared pamphlet as described above will be provided to all onsite workers. All workers will need to sign an attendance sheet to document that they have attended the training. One worker will be selected to be responsible for ensuring project compliance with respect to daily inspections of the project site for special-status species, proper exclusion fencing conditions, and general environmental conditions related to vehicular traffic, potential toxins (e.g., vehicle oil or gas leaks), refuse disposal, and the like.

Task 3: Preparation of Follow-up Survey Memorandum
Upon completion of the pre-construction survey, we will prepare a brief summary report, in the form of a memorandum, that presents the methods and results of the surveys and training associated with the construction. The memo will provide information pertaining to any sensitive biological resources documented during the survey. Any special-status plants or animals will be described in detail with respect to the occurrence(s) and background information on their biology, habitat requirements, range, and threats. The memo will also include a vicinity map and local site map for context, as well as representative photographs of project site habitats, project construction features, and any other features of interest.
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Costs
Our proposed cost for completing this project is $1,610, including all labor and associated costs, to be billed on a time and materials basis. Table 1 below provides a breakdown of the costs by labor and expenses as applied to each subtask.

Schedule
The construction is expected to commence November 15, 2022, so the survey will be conducted during that morning, prior to and during construction. The project survey follow-up memorandum will be completed and submitted within one week of completion of the survey. -119-
TABLE 1
Proposed Budget to Conduct Pre-construction Biological Surveys and Environmental Awareness Training for the Darrell Water Tank Replacement Project, Hillsborough, California Prepared by Vollmar Natural Lands Consulting for Adurra, November 14, 2022 Task 1: Preliminary Review and Field Preparation
Task 2: Pre-construction Biological Survey and Environmental Awareness Training Task 3: Preparation of Follow-up Survey Memorandum
LABOR (hours) Task 1 Task 2 Task 3 TOTAL
Project Qualified Biologist 4 4 4 12
TOTAL LABOR HOURS 4 4 4 12
LABOR (cost) Rate/Hr. Task 1 Task 2 Task 3 TOTAL
Project Qualified Biologist $130 $520 $520 $520 $1,560
TOTAL LABOR COST $520 $520 $520 $1,560
OTHER DIRECT COSTS Task 1 Task 2 Task 3 TOTAL
Travel Costs and Office Costs $0 $50 $0 $50
TOTAL ODCs $0 $50 $0 $50
TOTAL PROJECT COST $520 $570 $520 $1,610
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December 5, 2022
Lori Trottier
Environmental Specialist
Ardurra
3737 Birch Street, Suite 250
Newport Beach, California 92660
Subject: Scope of Work for a Historical Resources Evaluation and Cultural Resource Sensitivity Training at the Darrell Tanks Project, Hillsborough, San Mateo County, California (BCR Consulting Project No. ARD2202) Dear Lori:

BCR Consulting LLC (BCR Consulting) is presenting you with this Scope of Work to complete a Historical Resources Evaluation and Cultural Resource Sensitivity Training at the Darrell Tanks Project located in the Town of Hillsborough (Town), San Mateo County, California. If authorized, BCR Consulting will complete the work pursuant to the California Environmental Quality Act (CEQA).

SCOPE OF WORK
Task 1: Historical Resources Evaluation.

The cultural resources assessment and some background research has already been performed for the project. BCR Consulting will utilize this research and perform additional land-use history research to provide context for the Darrell Tanks Site. The research will be intended to characterize the project site for potential California Register of Historical Resources (California Register) listing eligibility (i.e. significance under CEQA). Upon completion of the research, the required Department of Park and Recreation (DPR) 523 forms will be completed to evaluate the project site for eligibility. The DPR forms will be presented with a memorandum summarizing eligibility recommendations.

Task 2: Cultural Resource Sensitivity Training
BCR Consulting Archaeological Crew Chief Timothy Blood, M.A. will provide cultural sensitivity and awareness training for project staff prior to ground disturbance. This would serve to inform personnel about the types of resources that could be encountered, procedures to follow if archaeological resources are discovered, and potential penalties for violation of applicable laws and regulations. A sign-in sheet will be provi8ded to maintain a record of personnel that have completed the training.

SCHEDULE AND COST ESTIMATE
Upon receipt of the signed proposal, the above tasks will be scheduled. The scope of work is anticipated to be complete by December 14, 2022. The following table represents a cumulative cost estimate of the tasks to be completed. Additional costs incorporated in the below estimate include photography, graphics, deliveries, word processing, mileage, photocopies, etc. Costs may vary between tasks but will not be exceeded without prior authorization.

EXHIBIT 4 & 5
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Cost Totals by Task
Tasks Costs
Task 1: Historical Resources Evaluation $ 3,500
Task 2: Cultural Resource Sensitivity Trainintg $ 1,800 TOTAL COST ESTIMATE $ 5,300
If you have any questions or comments regarding this proposed scope of work, please contact me at 909-525-7078 or [email protected].

Sincerely,
BCR Consulting LLC
David Brunzell, M.A./RPA
Principal Investigator/Archaeologist
This Scope of Work and Budget are Hereby Accepted and Authorized Consultant: Client:

BCR Consulting LLC Ardurra
Authorized Signature Authorized Signature
David Brunzell
Print Name Print Name
Principal Investigator/Archaeologist
Title Title
December 5, 2022
Date Date
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2201 N. Grand Avenue #10098 | Santa Ana, CA 92711-0098 | (714) 716-5050 www.ELMTConsulting.com
November 30, 2022

ARDURRA
Contact: Lori Trottier
3737 Birch Street
Newport Beach, California 92660
SUBJECT: Proposal to Conduct a Pre-Construction Survey for Maternity or Colony Bat Roots Per Mitigation Measure BIO-3 for the Darrell Water Tank Replacement Project Located in the Town of Hillsborough, San Mateo County, California.

ELMT Consulting (ELMT) is pleased to provide the following Scope of Work to conduct a pre-construction survey for maternity or colony bat roosts for the Darrel Water Tank Replacement Project. The following scope of work is proposed.

SCOPE OF WORK
TASK 1: Pre-Construction Survey for Maternity or Colony Bat Roosts (MM BIO-3) A pre-construction survey for maternity (March 1 to August 1) or colony batroosts (year-round) will be conducted by a qualified biologist within 14 days prior to activities that remove trees, vegetation, or structures. The biologist will walk transects in suitable habitat on and within 150 meters (500 feet) of the project impact zone, where applicable. Walking transects will be spaced approximately 20 meters (65 feet) apart or less to ensure 100% visual coverage of all areas. Suitable roosting sites, including tall trees and existing buildings will be thoroughly examined for signs of presence. The locations of any roosting/nursery sites will be documented using a handheld GPS unit if found onsite.

If an occupied maternity or colony roost is detected, the biologist will contact CDFW to determine the appropriate buffer relative to the:
• Proximity and noise level of Project activities
• Distance and amount of vegetation or screening between the roost and construction activities • Any other species-specific needs.

The buffer shall remain in place until construction is completed. If the roost is in vegetation or a structure that is planned to be removed, the qualified biologist will work with CDFW to devise a plan to exclude the bats if removal of the roost cannot be avoided.

Immediately following the completion of the survey, ELMT will provide an email documenting the results of the survey. A letter report will then be prepared within three (3) working days that includes a summary of the methods, conditions, and results of the survey. An exhibit depicting the project site and survey area will be included in the report that will depict the location of suitable habitat and roosts/nursery sites if found onsite.

EXHIBIT 6
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November 30, 2022

Page 2 ends

Deliverables: ELMT will provide a PDF copy of the Pre-Construction Survey Report for Maternity or Colony Bat Roosts.

FEE:

Tasks Cost
Task 1 Pre-Construction Survey for Maternity or Colony Bat Roosts (MM BIO-3) Survey $900
Report $1,200
Grand Total $2,100
We look forward to working with you on this project. If you have further questions or comments regarding this proposed scope of work, please do not hesitate to contact Travis at (909) 816-1646 or [email protected].

Sincerely,
Travis J. McGill
Director/Biologist
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November 30, 2022

Page 3 ends

PROPOSAL ACCEPTANCE

BASE PRICE
The Price shown above represents the compensation for the performance of the services as specifically shown above under Scope of Work. All services will be performed in accordance with the terms and conditions outlined in this Agreement.

PAYMENT FOR SERVICES
Client agrees to compensate ELMT in a timely manner for the services performed under this Agreement for those tasks in the Scope of Work to be performed. Notwithstanding anything to the contrary, Owner shall: (i) Issue payment to ELMT of the Contract Sum due and owing ELMT under this Agreement pursuant to the Fee Schedule; and shall (ii) pay any and all ELMT invoices in full upon receipt of invoice, and is preferred to be paid via ACH transfer, and not withhold or set-off any properly invoiced sums for any reason.

Payment shall be made by Client within thirty (30) days after billing. If payment has not been received within thirty (30) days after billing, ELMT may discontinue its services and the services of all subconsultants. Payments not received by ELMT within thirty (30) days after billing shall incur a late charge equal to three percent (3%) of the outstanding balance and shall incur interest charges thereafter at the rate of one and one-half percent (1.5%) of the outstanding balance per month. Should ELMT from time to time continue its services where a payment is late, such shall not be construed to be a waiver of this provision for failure to pay by Client in the future. The Scope of Work will be recommenced upon payment of all fees due, and payment of an advance in an amount to be mutually agreed upon.

TERMINATION OF AGREEMENT
This Agreement may be terminated in writing by giving seven (7) days written notice by either party provided that such notice is delivered by certified mail, return receipt requested (2) the terminating party shall first give the other party a five (5) day opportunity to correct the default prior to such termination. b. In the event this Agreement is terminated by either party, ELMT will be paid promptly for all services rendered and all expenses incurred prior to termination.

TIME OF PERFORMANCE
ELMT will commence work as soon as practical after the date of execution of this Agreement. If client requests modification to the Scope of Work or preparation of additional work products, or if the project is suspended, delayed, or interrupted in all or part of the work, an appropriate extension of time of performance and adjustment of compensation will be mutually agreed upon in writing and incorporated into this Agreement.

Authorized representatives of the parties hereto to sign in confirmation of this Agreement.

Client: Consultant: ELMT Consulting, Inc.

Authorized Signature Authorized Signature
Print Name/Title Print Name/Title
Date Date
Address: Address: 2201 N. Grand Avenue, #10098
Santa Ana, California 92711
Phone Number: Phone Number: (714) 716-5050
Email: Email:
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Date: February 3, 2023
Proposal No.: P12078
Prepared For: Ms. Lori Trottier, AICP CEP
ADURRA
3737 Birch Street, Suite 250
Newport Beach, CA 92660
Re: Water Tank #2 Sub-Grade Sampling and Analysis
Darrell Water Tank Replacement Project
Darrell Road
Hillsborough, California
Dear Ms. Trottier:

Thank you for this opportunity to provide environmental services for the Darrell Water Tank Replacement Project on Darrell Road in Hillsborough, California (Site). Our proposal is based on the information provided to date, conversations with you and our understanding of the proposed development.

Project Background
We understand that the Town of Hillsborough (Town) contracted Infrastructure Engineering Corporation (IEC) for the replacement of two steel water tanks. IEC was acquired by Ardurra in 2021. Based on information provided by Ardurra, we understand that both tanks have been demolished. Following demolition of Tank #2, the demolition contractor reported a petroleum odor emanating from the sandy sub-grade material. The contractor did not report an odor in the sub-grade material beneath Tank #1. The contractor suspected that the treatment product applied to the sub-grade material beneath Tank #2 may have caused this odor. We understand that the Town desires further evaluation of the approximately 115 cubic yards of sub-grade material associated with former Tank #2 to determine reuse and disposal alternatives.

Purpose
The purpose of this Scope of Work is to collect samples from the exposed sub-grade material for laboratory analyses. Results from these samples can be used to evaluate reuse and disposal alternatives. This Scope of Work has been prepared in general accordance with the California Department of Toxic Substances Control (DTSC) guidance titled Information Advisory: Clean Import Fill Material (2001).

EXHIBIT 7
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Proposal No. 12078 Page 2 February 3, 2023
Project Team
Our team for your project will be managed by Christopher J. Heiny, P.G., C.Hg., whose contact information is shown below. Chris Heiny will be supported by various technical and administrative staff as required.

Project Manager Chris J. Heiny, P.G., C.Hg.

Email [email protected]
Office 925-988-9500, Ext 214
Cell 925-705-5063
Environmental Services
Cornerstone will collect two discrete soil samples from the sandy sub-grade material previously beneath Tank #2. Our scope of work assumes that approximately 115 cubic yards of sub-grade material is present and that the material is accessible using hand sampling equipment. Our fees do not include use of a drilling rig, coring machine, or other equipment to collect the samples.

SOIL SAMPLE COLLECTION AND LABORATORY ANALYSES
Cornerstone’s staff geologist or engineer will collect two soil samples from the sub-grade material. The samples will be collected in clean stainless steel liners, capped, and given a unique identifier. The samples analyzed for volatile organic compounds (VOCs) will be collected in three 5-gram Core-N-One capsules. The soil samples will be placed in an icechilled cooler and transported to a state-certified analytical laboratory with chain of custody documentation.

The two soil samples will be analyzed for the following:
 17 California Assessment Manual (CAM-17) metals (EPA Test Method 6010B)  Organochlorine pesticides (OCPs) (EPA Test Method 8081A)  Polychlorinated biphenyls (PCBs) (EPA Test Method 8082)  Semi-volatile organic compounds (semi-VOCs) (EPA Test Method 8270C/SIM)  Total petroleum hydrocarbons as diesel and oil (TPHd/o) (EPA Test Method 8015B)  VOCs and total petroleum hydrocarbons as gasoline (TPHg) (EPA Test Method 8260B)  Moisture content (ASTM D2216 – required for dry-weight reporting) We have additionally budgeted for the analysis of soluble metals using STLC and TCLP extractions for up to two metals. The samples chosen for additional analysis (if any) will be based on the initial laboratory results. We will request an expedited 3-business day laboratory response time; however, the actual response will depend on the laboratory’s workload. One additional day will be required for soluble metal analysis, if required.

The analyses presented in this Scope of Work are based on our professional experience.

Additional samples and/or analyses may be required by the receiving facility based on the -127-
Proposal No. 12078 Page 3 February 3, 2023
results of these samples or their requirements. We recommend determining the receiving facility requirements prior to sample collection.

DELIVERABLES
Cornerstone will prepare a letter summarizing the results of the samples collected. The report will include a sample location map, data tables, laboratory analytical reports, and will include our conclusions/recommendations where appropriate.

Schedule
Cornerstone is prepared to collect the samples upon receiving your authorization to proceed.

We will request an expedited 3-business day laboratory response time; however, the actual response will depend on the laboratory’s workload. The letter report will be submitted approximately one week after receipt of the laboratory results.

Proposal Fees
We will perform our services for the fixed fees presented in Table 1. Our services will be provided in accordance with the attached terms and conditions. If unforeseen conditions are encountered, or if we experience delays or circumstances beyond our control, we will notify you immediately to discuss modifications to the scope of services and/or project fees. Payment for services shall be due upon receipt of Cornerstone Earth Group’s Invoice. To be recognized, any dispute over charges must be claimed in writing within 30 days of the billing date. Disputes or questions about a statement shall not be cause for withholding payment for remaining portions due. Requested changes to this contract must be approved in writing before we proceed. Additional services that are not outlined in this agreement, such as attendance at meetings, will be charged on a time and materials basis.

TABLE 1. ENVIRONMENTAL SERVICES
Task Fixed Fee
Sample Collection $2,250
Laboratory Analysis (3-day Turnaround Time) $2,820
Reporting, Data Interpretation, and Project Management $1,900 Project Total: $6,970
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Proposal No. 12078 Page 4 February 3, 2023
Authorization
Please acknowledge your receipt of and agreement with the terms and conditions contained in this agreement by signing this agreement and returning one signed original to us.

We thank you for this opportunity and look forward to working with you on this important project.

Should you have any questions regarding this proposal, or if we may be of further service, please contact us at your convenience.

Sincerely,
Cornerstone Earth Group, Inc.

Chris J. Heiny, P.G., C.Hg.

Principal Geologist
Copies: Addressee (1 by email)
Attachments: Terms and Conditions

ARDURRA

Name Date

Please Print Name and Title
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CORNERSTONE EARTH GROUP, INC.

TERMS AND CONDITIONS

1. Agreement

1.1 Cornerstone Earth Group, Inc.’s (“Cornerstone”) services are defined by and limited to (a) those services (the “Work”) described in the attached proposal, which is incorporated herein by this reference, and (b) these Terms and Conditions of Agreement (“Terms and Conditions”). Together, the proposal and Terms and Conditions form the “Agreement.” This Agreement represents the entire agreement between the Client and Cornerstone (collectively, the “Parties”) and supersedes all prior negotiations, representations, or agreements, either written or oral. The Agreement can only be amended by a written instrument signed by both the Client and Cornerstone. In the event that the Client authorizes the Work by means of a purchase order or other writing (“Confirmation”), it is expressly agreed that these Terms and Conditions shall apply, and any terms, conditions or provisions appearing in the Confirmation are void and inapplicable except to the extent the Confirmation authorizes the Work and binds the Client to this Agreement.

1.2. Failure to immediately enforce any provision in this Agreement shall not constitute a waiver of the right to enforce that provision or any other provision. No waiver by the Parties of a breach of any term or covenant contained in this Agreement, whether by conduct or otherwise, in any one or more instances shall be deemed to be or construed as a further or continuing waiver of any such breach or as a waiver of a breach of any other term or covenant in this Agreement.

2. Scope of Services

2.1 Cornerstone will serve the Client by providing professional counsel and technical advice based on information furnished by the Client. The Client will make available to Cornerstone all known information regarding existing and proposed conditions of the site, and will immediately transmit any new information that becomes available or any change in plans. The Client and Cornerstone agree that Cornerstone, its officers, directors, employees, agents and/or subcontractors shall not be liable for any claims, damages, costs, or losses arising from or in any way related to conditions not actually encountered during the course of Cornerstone’s Work and Cornerstone shall not have any liability or responsibility for losses resulting from inaccurate or incomplete information supplied by the Client, and the Client agrees to defend and indemnify Cornerstone, its officers, directors, employees, agents and/or subcontractors against claims, damages, costs or losses arising therefrom. Cornerstone, its officers, directors, employees, agents and/or subcontractors shall not be liable for failing to discover any condition the discovery of which would reasonably require the performance of services not authorized by the Client.

3. Terms of Payment

3.1 The Client’s obligation to pay for the Work is in no way dependent upon the Client’s ability to obtain financing. The Client’s obligation to pay for the Work is in no way dependent upon the Client’s successful completion of the Client’s project. No provision of this Agreement shall be construed to constitute a “Pay-When-Paid” clause or a “Pay-If-Paid” clause.

3.2 Payment for the Work shall be due and payable upon receipt of Cornerstone’s invoice. To be recognized, any dispute over charges must be claimed in writing within thirty (30) calendar days of the billing date. Any dispute over an invoice amount shall not affect the Client’s obligation to pay invoice amounts not in dispute. Amounts unpaid thirty (30) calendar days after the issue date of Cornerstone’s invoice shall be assessed a service charge of 1 percent per month on balances outstanding.

3.3 Timely payment is a substantial condition of the Client’s performance under this Agreement. Cornerstone may at its option withhold delivery of reports or other work product or suspend performance of the Work pending receipt of payments for all past due invoices and Cornerstone, its officers, directors, employees, agents and/or subcontractors shall have no liability to the Client for delay or damage caused because of such withholding or suspension. In the event that Cornerstone must take legal action to enforce this Agreement for payment for the Work performed and Cornerstone prevails, Cornerstone will be reimbursed by the Client for all expenses, including but not limited to reasonable attorney’s fees and litigation costs.

4. Standard of Care

4.1 While performing the Work under this Agreement, Cornerstone shall exercise the degree of care and skill ordinarily exercised under similar circumstances by members of the environmental and geotechnical engineering consulting professions, as applicable, performing the kind of services to be performed hereunder and practicing in the same or similar locality at the same period of time.

4.2 Except for the express promise set forth in Subsection 4.1 herein, Cornerstone neither makes, nor offers, nor shall Cornerstone be liable to the Client for any express or implied warranties with respect to the performance of the Work.

5. Force Majeure

5.1 Cornerstone will diligently proceed with its services and will complete the Work in a timely manner, but it is expressly agreed to and understood by the Client that Cornerstone shall not be held responsible for delays occasioned by factors beyond its control, nor by factors which could not reasonably have been foreseen at the time of the execution of the Agreement between the parties.

5.2 Except for the obligation to pay for the Work performed and expenses incurred, neither Cornerstone nor the Client shall be liable for its failure to perform hereunder, in whole or in part, due to contingencies beyond its reasonable control, included, but not limited to, strikes or other concerted acts of workmen not in Cornerstone’s employ, whether direct or indirect, riots, war, acts of terrorism, fire, floods, storms, washouts, acts of God or the public enemy, explosions, accidents, epidemics, breakdowns, injunctions, compliance with any law, regulation or order, whether valid or invalid, of the United States of America or any governmental body or any instrumentality thereof, whether now existing or hereafter created.

6. Effect of Delay or Impediment to Work

6.1 If any event occurs which causes or may cause Cornerstone: (a) to be impeded in its performance of the Services; or (b) to be delayed in the completion of the Work within the time provided in the attached proposal and/or in an applicable Change Order due to any act or omission of the Client, its officers, directors, employees and agents, or the Client’s contractors, or due to any contingency beyond Cornerstone’s control as provided in Section 5 herein, Cornerstone shall notify the Client in writing within ten (10) business days of the date on which Cornerstone becomes aware of such event.

6.2 The Client shall notify Cornerstone in writing of the Client’s agreement or disagreement with Cornerstone’s claim of an impediment or delay to performance within five (5) business days after receipt of Cornerstone’s notice under Subsection 6.1. If the Client agrees with Cornerstone’s claim, the time for performance of such requirement may be extended as mutually agreed in writing by the parties as provided in Subsection 1.1. If the Client disputes Cornerstone’s assertion of an impediment or delay, such dispute shall be resolved pursuant to Section 17.

6.3 Impediments or delays to performance, addressed pursuant to this Section, shall not (a) constitute a breach hereunder; (b) give rise to any special right to terminate this Agreement; or (c) give rise to a claim by the Client for damages or other relief, if and to the extent that such impediment or delay is due to any act or omission of the Client, its officers, directors, employees and agents, or the Client’s contractors, or due to any contingency beyond Cornerstone’s control as provided in Section 5.

7. Right of Entry

7.1 Unless otherwise agreed in writing, the Client shall furnish and/or secure right of entry to the Site described in the proposal for Cornerstone personnel and equipment in order for Cornerstone to perform the Work. The Client shall waive any claim against Cornerstone, its officers, directors, employees, agents and/or subcontractors and agree to defend and indemnify Cornerstone, its officers, directors, employees, agents and/or subcontractors from any claims arising from entry onto the Site which is the subject of the Work.
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Cornerstone Earth Group, Inc. 2022
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7.2 The Parties acknowledge and agree that although Cornerstone will take reasonable precautions to minimize damage to property, including landscapes, hardscapes, crops and underground utilities, any and all damages, losses or expenses which could result from damage to such property due to Cornerstone’s performance of the Work under this Agreement shall be the sole and exclusive responsibility of the Client provided that such damages, losses or expenses are not the result of Cornerstone’s breach of the standard of care set forth in Subsection 4.1 herein. The Client shall indemnify, defend and hold harmless Cornerstone, its officers, directors, employees, agents and/or subcontractors from any damages, losses or expenses including, without limitation, attorney’s fees, sustained or incurred by Cornerstone, its officers, directors, employees, agents and/or subcontractors as a result of any and all claims arising out of any damage to subsurface utilities due to Cornerstone’s performance of the Work under this Agreement, provided that such claims are not the result of Cornerstone’s breach of the standard of care set forth in Subsection 4.1 herein.

8. Monitoring of Construction

8.1 The Client acknowledges and understands that unanticipated or changed conditions may be encountered during construction. There is a substantial risk to the Client and to Cornerstone if Cornerstone is not engaged to provide complete services, including but not limited to, construction observation services. Such risks include the increased likelihood of misinterpretation of Cornerstone’s findings and conclusions and error in implementing recommendations by Cornerstone. If Client fails to retain Cornerstone to provide complete services, the Client agrees, notwithstanding any other provisions of this Agreement, to the fullest extent permitted by law, to indemnify and hold harmless Cornerstone, its officers, partners, employees and Cornerstones from and against any and all claims, suits, demands, liabilities, losses, damages or costs, including reasonable attorneys’ fees and defense costs arising out of or in any way connected with the Work or arising out of implementing or interpreting Cornerstone’s work product except when the Claim arises from the sole negligence of Cornerstone or where the Claim arises from the willful, wanton or reckless conduct of Cornerstone.

8.2 Cornerstone shall not be required to make exhaustive or continuous on-site observations to check the quality or quantity of the Work and shall not be responsible for any contractor’s failure to carry out the work in accordance with the contract documents.

8.3 Cornerstone shall not be responsible for the acts or omissions of any contractor or subcontractor or any of the contractors’ or subcontractors’ agents or employees or other persons performing any work on the Project.

9. Changed Conditions

9.1 If, during the term of this Agreement, circumstances or conditions that were not originally contemplated by or known to Cornerstone are revealed, to the extent that they affect the scope of services, compensation, schedule, allocation of risks or other material terms of this Agreement, Cornerstone may call for renegotiation of appropriate portions of this Agreement. Cornerstone shall notify the Client of the changed conditions necessitating renegotiation, and Cornerstone and the Client shall promptly and in good faith enter into renegotiation of this Agreement to address the changed conditions. If terms cannot be agreed to, the parties agree that either party has the absolute right to terminate this Agreement, in accordance with the termination provision hereof.

10. Jobsite Safety

10.1 Neither the professional activities of Cornerstone nor the presence of Cornerstone or its employees, subconsultants and subcontractors shall relieve the Client or the Client’s General Contractor of its obligations, duties and responsibilities, including, but not limited to, health and safety programs. Cornerstone and its personnel have no authority to exercise any control over the site or any construction contractor or its employees in connection with their work or any health or safety programs or procedures. The Client acknowledges and agrees that Cornerstone shall not be responsible for jobsite safety.

11. Hazardous Materials and Environmental Contamination

11.1 The Client hereby warrants that if it knows or has any reason to assume or suspect that hazardous or toxic substances, or any other type of environmental hazard, contamination or pollution may exist at the Site, the Client will immediately inform Cornerstone to the best of the Client’s knowledge of such hazardous or toxic substances, environmental hazard, contamination or pollution’s type, quantity and location.

11.2 Cornerstone, its officers, directors, employees, agents and/or subcontractors shall have no title to, ownership of, or legal responsibility and/or liability for any and all contamination at the Site, including, but not limited to, the groundwater thereunder. “Contamination at the Site” includes but is not limited to any hazardous or toxic substance, or any other type of environmental hazard, contamination or pollution present at or under the Site, including, but not limited to the ground water thereunder, which is not brought onto the Site by Cornerstone, its officers, directors, employees, agents and/or subcontractors.

11.3 Cornerstone and the Client agree that the discovery of unanticipated Contamination at the Site may constitute a changed condition mandating renegotiation and/or termination of this Agreement. Cornerstone and the Client agree that the discovery of unanticipated Contamination at the Site may make it necessary for Cornerstone to take immediate measures to protect the public health, safety and the environment. The Client agrees that Cornerstone may take any or all measures that in Cornerstone’s professional opinion are justified to preserve and protect the health and safety of Cornerstone’s personnel, the public and the environment, and the Client agrees to compensate Cornerstone for the cost of such services.

11.4 The Client agrees to indemnify, defend and hold harmless Cornerstone, its officers, directors, employees, agents and/or subcontractors from any and all damages, losses or expenses, including, but not limited to, reasonable attorney’s fees and legal costs connected therewith, liabilities, penalties and fines sustained by Cornerstone, its officers, directors, employees, agents and/or subcontractors as a result of any and all claim with respect to and arising out of any and all Contamination at the Site, provided that such claims are not the result of Cornerstone’s breach of the standard of care set forth in Subsection 4.1 herein.

11.5 Subsurface sampling may result in unavoidable contamination of certain subsurface areas, as when a probe or boring is advanced or drilled through a contaminated area into a clean soil or water-bearing zone. Because of the risks posed by such work, and because subsurface sampling is often a necessary part of Cornerstone’s Work, the Client hereby agrees to waive all claims against Cornerstone, its officers, directors, employees, agents and/or subcontractors with respect to and arising out of any and all subsurface sampling, including but not limited to claims relating to cross-contamination occurring because of such subsurface sampling, provided that such claims are not the result of Cornerstone’s breach of the standard of care set forth in Subsection 4.1 herein.

12. Disposal of Samples and Drill Cuttings

12.1 Unless mutually agreed in writing by the Parties as provided in Subsection 1.1 herein, Cornerstone shall hold samples collected during the performance of the Work no longer than thirty (30) calendar days after their date of collection. Drill cuttings and waste materials will be left on-Site. In the event that soil, rock, water, drill cuttings and/or other samples or materials are contaminated or are suspected to contain hazardous materials or other toxic substances hazardous or detrimental to public health, safety or the environment as defined by federal, state or local law, Cornerstone will, after completion of testing, notify the Client of the same in order for the Client to arrange for the disposal of the samples and/or materials. The Client recognizes and agrees that Cornerstone at no time assumes title to said samples and/or materials, and that the Client is responsible for the disposal of such samples and/or materials. The Client agrees to pay all costs associated with any storage, transport and/or disposal of samples and/or materials, and to defend and indemnify Cornerstone, its officers, directors, employees, agents and/or subcontractors from any and all claims arising out of or in any way related to the storage, transport and/or disposal of asbestos, hazardous or toxic substances, and/or pollutants, including but not limited to any samples and/or materials.

13. Use and Ownership of Documents

13.1 All reports, letters, plans, figures, specifications, computer files, field data, logs, notes and other documents and instruments prepared by Cornerstone as instruments of service shall remain the property of Cornerstone. Cornerstone shall retain all common law, statutory and other reserved rights, including copyright thereto. In the event the Client, the Client’s contractors or subcontractors, or anyone for whom the Client is legally liable makes or permits to be made any changes to reports, letters, plans, figures, specifications, computer files, field data, logs, notes and other documents prepared by Cornerstone without obtaining Cornerstone’s prior written consent, the Client shall assume full responsibility for the results of such changes. Therefore, the Client agrees to waive any claim against Cornerstone and to release Cornerstone from any liability arising directly or indirectly from such changes. In addition, the Client agrees, to the -131-
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fullest extent permitted by law, to indemnify and hold harmless Cornerstone from any damages, liabilities or costs, including reasonable attorney’s fees and costs of defense, arising from such changes.

The Client agrees that all reports, letters, plans, figures, specifications, computer files, field data, logs, notes and other documents and other services furnished to the Client or its agents and/or employees by Cornerstone, which are not paid for, shall be immediately returned upon demand and may not be used by the Client for any purpose. Any reports, letters, plans, figures, specifications, computer files, field data, logs, notes and other documents, advice or opinions provided by Cornerstone to the Client as part of the Work are provided for the sole and exclusive use of the Client for specific application to the Site detailed in this Agreement. Any third party use of any drafts, reports, letters, plans, figures, specifications, computer files, field data, logs, notes and other documents, advice or opinion of Cornerstone is the sole responsibility of the Client.

14. Insurance

14.1 Cornerstone, its officers, directors, employees and agents have and shall maintain during the term of this Agreement insurance in the following types: (a) Worker’s Compensation Insurance; (b) Employer’s Liability Insurance; (c) Commercial General Liability Insurance (GLI); and (d) Professional Liability Insurance.

14.2 Cornerstone shall, at the Client’s request, provide the Client with a certificate of insurance or other satisfactory evidence that such insurance has been obtained and are maintained in force through the term of this Agreement. Any additional insurance policy or increase in the coverage of existing insurance required by the Client shall constitute an additional expense under this Agreement, and the Client shall reimburse Cornerstone for any additional premiums and costs incurred by Cornerstone in connection with obtaining such additional insurance.

15. Prevailing Wage Obligations

15.1 The Client shall notify Cornerstone in writing if the Work contemplated by this Agreement constitutes a “public work” under any and all federal, state and/or local prevailing wage laws, and/or living wage laws, including but not limited to the Davis-Bacon Act and the provisions of California Labor Code §§ 1720 et seq. In addition, the Client shall notify Cornerstone if Cornerstone is obligated by statute, any public contracting authority and/or a developer to pay prevailing wages and benefits and/or any predetermined wages or benefits (collectively, “prevailing wage obligations”). In the event that Cornerstone must adhere to federal, state and/or local prevailing wage obligations for the Work performed, the Client shall provide Cornerstone with any and all prevailing wage determinations applicable to the Work to be performed under this Agreement. Any prevailing wage obligations might affect the payment terms contemplated by this Agreement and thus constitute a changed condition mandating renegotiation and/or termination of this Agreement. The Client understands and agrees that Cornerstone will rely on the representations made by the Client with regard to prevailing wage obligations and the Client agrees to indemnify Cornerstone, its officers, directors, employees, agents and/or subcontractors against any and all claims, liabilities, suits, demands, losses, costs and expenses, including but not limited to reasonable attorney’s fees and legal costs, arising from Cornerstone’s reliance upon the Client’s representations regarding prevailing wage obligations.

16. Limitations—THIS CLAUSE LIMITS CORNERSTONE’S LIABILITY

16.1 Cornerstone shall not be responsible for the validity or accuracy of data collected by others or for interpretations made by others.

16.2 Cornerstone’s relationship with the Client under this Agreement shall be that of an independent contractor. Nothing in this Agreement shall be construed to designate Cornerstone, its officers, directors, employees, agents and/or subcontractors as employees, agents, joint ventures or partners of the Client.

Cornerstone shall have no authority to bind, commit or obligate the Client in any manner and shall not hold itself out to third parties as being capable of doing so.

16.3 The Client and Cornerstone have discussed the risks and rewards associated with this project, as well as Cornerstone’s fee for services. After negotiation, the Client and Cornerstone have expressly agreed to allocate certain of the risks so that, to the fullest extent permitted by law, the total aggregate liability of Cornerstone, its officers, directors, employees, agents and subcontractors to the Client and all third-parties is limited to $50,000 or the amount of Cornerstone’s fee, whichever is greater, for any and all injuries, damages, claims, losses, expenses, or claim expenses (including attorney’s fees) arising out of this Agreement from any cause or causes. Such causes include but are not limited to Cornerstone’s negligence, errors, omissions, strict liability, breach of contract or breach of warranty. In no event shall Cornerstone, its officers, directors, employees, agents and/or subcontractors be liable in contract, tort, strict liability, warranty or otherwise, for any special, incidental or consequential damages, such as but not limited to delay, disruption, loss of product, loss of anticipated profits or revenue, loss of use of any equipment or system, non-operation or increased expense of operation of any equipment or systems, cost of capital, or cost of purchase or replacement equipment systems or power.

16.4 Notwithstanding any other provision of this Agreement , the total aggregate liability of Cornerstone, its officers, directors, employees, agents and subcontractors to the Client and all third parties, including attorney’s fees awarded pursuant to this Agreement, for claims, damages or losses arising out of the treatment, transport, storage, discharge, dispersal or release of hazardous materials, shall be limited to $50,000 or the amount of Cornerstone’s fee, whichever is greater and regardless of the legal theory under which liability is imposed.

16.5 For an additional 5% of Cornerstone’s total fee or $500, whichever is greater, Cornerstone will raise the limitation of liability up to the amount that actually would be paid by Cornerstone’s insurance carriers if Client and Cornerstone initial below:

LIMITATION INCREASE: THE LIMITATION OF LIABILITY IS INCREASED TO THE ACTUAL AMOUNT PAID BY CORNERSTONE’S INSURANCE CARRIERS IN EXCHANGE FOR AN ADDITIONAL FEE OF 5% OF THE TOTAL SERVICE CHARGE OR $500, WHICHEVER IS GREATER.

Client’s Initial Date Cornerstone’s Initial Date

16.6 The Client shall indemnify, defend and hold harmless Cornerstone and its officers, directors, employees, agents and subcontractors from any and all damages, losses, or expenses, included but not limited to reasonable legal expenses and attorney’s fees connected therewith, sustained by Cornerstone, its officers, directors, employees, agents and subcontractors as a result of any and all claims, demands, suits, causes of action, proceedings, judgments and liabilities for property damage, statutory penalty and/or personal injury with respect to and arising out of the Client’s negligent acts, omissions or material breach of this Agreement. In the event a claim is the result of joint negligent acts or omissions of the Client and Cornerstone, the Client’s duty of indemnification shall be in proportion to its respective allocable share of the joint negligence.

16.7 Client acknowledges and agrees that in no event shall any action or proceeding be brought against Cornerstone or proceeding be brought against Cornerstone by Client or its assignees for any claim or cause of action arising from or in any way related to the Work or this Agreement unless such action or proceeding is commenced within three (3) years from the Date of Completion of Work provided by Cornerstone under this Agreement. The Date of Completion shall be the date of the final invoice for the Work performed under this Agreement.

16.8 If Client requests that Cornerstone’s work product be relied upon by a third party, including, but not limited to a lender, Client agrees to provide the third party with a copy of these terms and conditions, and Client agrees to require said third party to agree to limit Cornerstone’s total liability to Client and any third party as described in paragraph 16.4 and Client agrees to indemnify Cornerstone, its officers, directors, employees, agents and/or subcontractors against any and all claims, liabilities, suits, demands, losses, costs and expenses, including but not limited to reasonable attorney’s fees and legal costs, arising from third party claims, damages, costs and losses arising our of or in any way related to Work.

17. Disputing Cornerstone’s Performance

17.1 Except as provided in Section 6 and Subsection 17.2 herein, if Cornerstone shall breach any provision herein, the Client shall notify Cornerstone within five (5) business days of the Client’s knowledge of such breach. Except as provided in Subsections 17.3 herein, upon receipt of the Client’s notice, Cornerstone shall have the option to take such corrective measures, if any, to remedy the breach, and shall notify the Client within five (5) business days after receipt of the -132-
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Client’s notification of the corrective measures Cornerstone shall take and the estimated time period within which the corrective measures shall be taken. In no event shall Cornerstone be liable to the Client for any damages without being given a reasonable opportunity to remedy its breach as provided herein.

17.2 The Client shall make no claim for professional negligence unless the Client has first provided Cornerstone with a written certification executed by an independent Consultant currently practicing in the same discipline and locality as Cornerstone and licensed in the State of California. This certification shall (a) contain the name and license number of the certifier; (b) specify the acts or omissions that the certifier contends are not in conformance with the standard care for a Cornerstone performing professional services under similar circumstances; and (c) state in detail the basis for the certifier’s opinion that such acts or omissions do not conform to the standard of care. This certificate shall be provided to Cornerstone no less than thirty (30) calendar days prior to the presentation of any claim or the institution of any mediation, arbitration or judicial proceeding.

17.3 Cornerstone agrees that upon receipt of written notice from the Client pursuant to Subsection 17.2 herein it will implement necessary corrections to the Work performed by Cornerstone that fails to conform to the standard of care that Cornerstone has accepted pursuant to Subsection 4.1, as mutually agreed in writing by the Parties as provided in Subsection 1.1. herein, if such written notice is received within one (1) year of the performance of the Work failing to conform to Subsection 4.1. If Cornerstone has been paid by the Client for such Work, Cornerstone shall perform the corrections at its own expense. If Cornerstone has not been paid by the Client for such Work, and the Work is subsequently corrected to conform with the standard of care that Cornerstone has accepted pursuant to Subsection 4.1, the Client shall pay Cornerstone in accordance with Section 3 herein.

17.4 In no event shall Cornerstone, its officers, directors, employees, agents and/or subcontractors be liable for any special, incidental or consequential damages, such as but not limited to delay, disruption, loss of product, loss of anticipated profits or revenue, loss of use of any equipment or system, non-operation or increased expense of operation of any equipment or systems, cost of capital, or cost of purchase or replacement equipment systems or power, or any other incidental, special, indirect or consequential damages of any kind or nature whatsoever resulting from Cornerstone’s performance or failure to perform the Work in accordance with the standard of care that Cornerstone has accepted pursuant to Subsection 4.1.

18. Termination

18.1 Cornerstone shall have the right to terminate this Agreement ten (10) business days after written notice is sent to the Client if (a) the Client fails to pay any of Cornerstone’s undisputed invoices within sixty (60) days from the date of the invoice; or (b) Cornerstone’s attached proposal and/or the Work was based upon misinformation, whether by the Client or a third party, or upon information not fully disclosed to Cornerstone, whether by the Client or a third party.

18.2 Except as provided for in Section 6, and after compliance with Section 17, the Client shall have the right to terminate this Agreement ten (10) business days after written notice is sent to Cornerstone if Cornerstone fails to comply in any material respect with any of the material provisions herein and subsequently fails to notify the Client pursuant to Subsections 17.1 and 17.3 of the corrective measures Cornerstone intends to take.

18.3 The termination of this Agreement by Cornerstone under Subsection 18.1 herein, or by the Client under Subsection 18.2 herein, shall not relieve the Client of its obligations to pay Cornerstone for any of the Work performed and expenses incurred as of the date of termination, and shall not constitute a waiver by Cornerstone or the Client of any cause of action for breach of this Agreement or any provision herein.

19. Aerial Drone and GPS Services

19.1 Aerial drone or global positioning system hand-held meters (gps) technology can provide data both more quickly and relatively accurately as it relates to property conditions and construction issues at the project. Cornerstone may utilize “unmanned aerial vehicles” (UAVs) or gps to assist its personnel in providing information to Client about the project. However, Cornerstone does not utilize such data and does not intend Client to infer that such data could be used to replace or to perform in–lieu of a site survey performed by a licensed civil engineer or licensed land surveyor. Although the mapping data can be relatively accurate, especially when calibrating to known onsite surveyed (controlled) points provided by the project civil engineer/land surveyor, the accuracy of such data cannot be guaranteed, and such data is strictly intended for use by Cornerstone as part of their investigation. Client agrees not to rely, use, disseminate, or otherwise share such data provided through Cornerstone’s use of UAVs or gps with third parties unless expressly authorized in writing by Cornerstone or to comply with legal mandates. The level of accuracy and data should not be used for anything beyond informational purposes only relating to site grading or construction activities or tasks Cornerstone agrees to undertake in writing pursuant either to this Agreement and/or any amendment thereto.

19.2 Client expressly acknowledges and understands that the process of locating any fixed works designed by a civil engineer or determining alignments or elevations is required by California law to be performed by, or under the responsible charge of, persons licensed to perform land surveying by the State of California. Client agrees and understands that data acquired by Cornerstone through the use of UAVs or gps cannot be used for locating fixed works designed by a civil engineer, determining alignments or elevations, or performing other tasks that a licensed civil engineer and/or land surveyor must perform. Client agrees to defend, indemnify, and hold harmless Cornerstone from any and all claims, liabilities, and damages arising out of and/or relating to any third party’s use and/or misuse of data gathered by Cornerstone through the use of UAVs for any purpose other than what Cornerstone describes in writing to Client. Client expressly acknowledges that data gathered by Cornerstone through the use of UAVs and gps does not represent either a topographical survey and/or an overlay of a boundary on an orthogonally rectified photo, and such work product must be prepared and certified by a licensed civil engineer and/or land surveyor.

20. CADD Files

20.1 In accepting and utilizing any drawings or other data on any form of electronic media generated and provided by Cornerstone, Client agrees that all such drawings are instruments of professional service by Cornerstone, who shall be deemed the author of the drawings and data, and shall retain all common law, statutory law and other rights, including copyrights. The electronic files submitted by Cornerstone to the Client are submitted for an acceptance period of 60 days. Any defects the Client discovers during this period will be reported to Cornerstone and will be corrected as part of Cornerstone’s Scope of Services. The Client further agrees not to use these drawings and data, in whole or part, for any purpose or project other than the project which is subject of this Agreement.

The Client agrees to waive all claims against Cornerstone resulting in any way from any unauthorized changes or reuse of the drawings and data for any other project by anyone other than Cornerstone. In addition, the Client agrees, to the fullest extent permitted by law, to indemnify and hold Cornerstone harmless from any damage, liability, or cost, including reasonable attorney’s fees and costs of defense, arising from any changes made by anyone other than Cornerstone or from any reuse of the drawings and data without the prior written consent of Cornerstone.

21. Miscellaneous Provisions

21.1 “Indemnity” Defined. The term “indemnify” shall mean indemnify, defend and hold harmless from and against any and all claims, liabilities, suits, demands, losses, costs and expenses, including but not limited to reasonable attorney’s fees and all legal costs incurred on appeal, and all interest thereon, accruing or resulting to any and all persons, firms, or any other legal entities, on account of any damages or losses to property or persons, including death or economic losses, arising out of the item, matter, action or inaction specified in the specific provision.

21.2 Choice of Counsel. In any circumstance whereby Cornerstone is entitled to indemnification by the Client, Cornerstone shall have the right to select counsel of its choosing.

21.3 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties and their successors and assigns as provided herein. The Client shall not assign, sell, transfer or subcontract this Agreement or any interest herein without the prior written consent of Cornerstone. Cornerstone shall not assign, sell, transfer or subcontract this Agreement or any interest herein without the prior written consent of the Client. The Client hereby consents to the subcontracting of those portions of the Work as the attached proposal herein indicates are or will be subcontracted. Notwithstanding the above, Cornerstone shall have the right to assign monies due hereunder for the Work performed and expenses incurred. -133-
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21.4 Third Party Beneficiaries. The Parties agree that this Agreement is not intended by either Cornerstone or the Client to give any benefits, rights, privileges, actions or remedies to any person or entity, partnership, firm or corporation as a third party beneficiary or otherwise under any theory of law, that is not a signatory to this Agreement.

21.5 Survival. In order that the Parties may fully exercise their rights and perform their obligations arising from the performance of this Agreement, any provisions of this Agreement that are necessary to ensure such exercise or performance shall survive the termination of this Agreement.

21.6 Severability. If any part, term or provision of this Agreement shall be held illegal, unenforceable or in conflict with any federal, state or local law having jurisdiction over this Agreement, the validity of the remaining parts, terms or provisions of this Agreement shall not be affected thereby.

21.7 Choice of Law and Venue. This Agreement shall be governed by California law. The venue for any legal action brought pursuant to this Agreement shall be located within the County of Santa Clara, State of California.

21.8 Publicity. Unless otherwise mutually agreed in writing by the parties as provided in Subsection 1.1, Cornerstone may use and publish the Client’s name and a general description of Cornerstone’s services with respect to the Work in describing Cornerstone’s experience and qualifications to other clients or prospective clients.

21.9 Signatories. Each undersigned representative of the Parties to this Agreement certifies that he or she is fully authorized to enter into the terms and conditions of this Agreement and to execute and legally bind such Party to this document.

21.10 Corporate Protection. It is intended by the parties to this Agreement that Cornerstone’s services in connection with the Work shall not subject Cornerstone’s individual employees, officers or directors to any personal legal exposure for the risks associated with this Project. Therefore, and notwithstanding anything to the contrary herein, the Client agrees that as the Client’s sole and exclusive remedy, any claim, demand or suit shall be directed and/or asserted only against Cornerstone, a California Corporation, and not against any of Cornerstone’s individual employees, officers or directors.

21.11 Code Compliance. Cornerstone shall exercise usual and customary professional care in its efforts to comply with applicable laws, codes and regulations as of the date of this Agreement.

21.12 Quotation. Unless stated in writing, this quotation shall not remain in effect after thirty (30) days of the Proposal date.

TOWN OF HILLSBOROUGH
1600 Floribunda Avenue
Hillsborough, California 94010
Re: Geotechnical Consultation and Limited Geotechnical Observation and Testing Services
Darrell Water Tank Replacement Project
Darrell Road
Town of Hillsborough, California
The Agreement
Thank you for requesting Cornerstone Earth Group to prepare and submit this agreement for geotechnical observation and testing services during construction. Our proposal is based on our review of the plans, the project geotechnical report, our discussions with you, and our overall understanding of the work to be performed. The following describes our understanding of the project and presents our proposed scope of work and our estimated cost and schedule for completing the work. This document will serve as our agreement to work together.

The Project
The project site is located at Darrell Road in the Town of Hillsborough, California. We have discussed the site with you, reviewed relatively recent aerial images of the site, and visited the site. The site is currently occupied by three water reservoirs (i.e., tanks), a garage, four equipment/control buildings, utilities, and a paved access road. We understand that a new water tank is currently planned for the site.

We understand the project will include replacing two existing 500,000-gallon, welded-steel water tanks (Tanks #1 and #2) with a new 2-million-gallon (MG) pre-stressed concrete water tank that will occupy the footprints of Tanks #1 and #2 including additional site area and will have a diameter of about 120 feet plus a 15-foot-wide paved access around the perimeter of the new tank. The proposed footprint of the new tank development will extend close to the fences of the existing water tank site and an off-site utility tower. We understand that Tank #3 will remain, and the new tank will have a height of 24 feet including 5 feet of free board.

The site is bounded by Skyline Boulevard to the west and residential development to the north, south, and east.

EXHIBIT 8
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Dead plus live loads for the new tank are anticipated to be 6 kips per lineal foot and 115 kips for the perimeter “ring” and interior columns, respectively. Additionally, a 19-foot water stack load of 1,200 pounds per square foot is anticipated for the slab areas of the tank.

Our Experience
Our principal geotechnical group has over 120 years of combined geotechnical experience and has completed hundreds of projects throughout the Bay Area and California. Our breadth of experience in the Bay Area will add value to your project in design and construction. Services we can provide include the following.
 Observation and Testing of Structural
Fill
 Laboratory Testing of Soil
 Earthwork Recommendations
 Observation of Deep Foundation
Construction
 Observation of Footing Excavations
 Testing of Pavement Subgrade,
Aggregate Base and Asphalt
 Wet Weather Earthwork Consulting
 Shoring Observations
 Subdrain Observations
 Storm Water Management / SWPPP
Maintenance
Project Team
Our project team will be led by Mr. Nicholas S. Devlin, P.E., Principal Engineer. Mr. Nicholas S.

Devlin, P.E. will be assisted by other members of our staff to complete the project, and his contact information is shown here.

Project Manager Nicholas S. Devlin, P.E.

Email [email protected]
Office (408) 245-4600 x 128
Cell (408) 470-9891
Construction Services
We will provide consultation and part-time observation and testing as necessary of the mass grading (e.g., fill placement) for the project as requested by the Town.

In addition to our limited observations and testing of the mass grading, we will also perform laboratory testing as necessary to document specification compliance and to confirm our field observations. We will also provide consultation, project management and correspondence, as needed for the project.

Construction Level of Effort Estimate
We discussed with you the tasks and number of staff hours to prepare this initial estimated number of field, laboratory and office hours required for the geotechnical aspects of construction. All site earthwork is assumed to occur within normal working hours Monday through Friday. The following table presents our estimated schedule of field, office and laboratory services for construction work involving geotechnical engineering construction services. Please note that our estimate does not include time for services performed due to -136-
Proposal No. 11982 Page 3 March 14, 2023
problems or delays that may be encountered during construction and includes only part-time observation and testing.

Construction Tasks Personnel
No. of Site
Visits
Estimated
Hours per
Visit
Estimated
Total
Hours
Estimated
Number of
Density Tests
Meetings/Consultation Principal Eng. 1 4 4 0
Mass Grading Eng. Tech. II 10 4 40 35
TOTAL 11 44 35
Office Tasks Personnel Hours
Laboratory
Tests
Estimated
No.

Review field reports; project
management; correspondence
with Town; consultation.

Principal Eng.

Const. Serv. Admin.

Sr. Staff Eng.
12 4
8 Compaction
Moisture Content
3 10
Additional Services
We will proceed with additional services in excess of our estimate if requested to do so. We will follow up with you regarding additional services by forwarding a Confirmation of Additional Services itemizing the additional work.

Fee and Terms
The cost for our services is approximately $16,110. Hours or tests less than or greater than those shown in this proposal will proportionately reduce or increase our costs. Please note that our estimate depends a great extent on the site conditions, the efficiency of the prime and subcontractors, and the weather. Our services will be provided in accordance with the attached terms and conditions and schedule of hourly rates on a time-and-materials basis. We will not proceed without written authorization. To be recognized, any dispute over charges must be claimed in writing within 30 days of the billing date.

Responsibilities
The presence of our field representatives will be for the purpose of providing limited observation and testing services. Our work will not include supervision or direction of the actual work of the contractor. The contractor should be informed that neither the presence of our field representatives nor the observation by our firm shall excuse him in any way for defects discovered in his work. It is also understood that our firm will not be responsible for job or site safety.
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Proposal No. 11982 Page 4 March 14, 2023
Authorization
Please acknowledge your receipt of and agreement with the terms and conditions contained in this agreement by signing this agreement and returning one signed original to us.

We thank you for this opportunity and look forward to working with you on this important project.

Should you have any questions regarding this proposal, or if we may be of further service, please contact us at your convenience.

Sincerely,
Cornerstone Earth Group, Inc.

Nicholas S. Devlin, P.E. 75613
Principal Engineer
Copies: Addressee (PDF by email)
Attachments: Terms and Conditions
Schedule of Hourly Rates
Town of Hillsborough

Name Date

Please Print Name and Title
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CORNERSTONE EARTH GROUP, INC.

TERMS AND CONDITIONS

1. Agreement

2. Scope of Services

3. Terms of Payment

4. Standard of Care

5. Force Majeure

6. Effect of Delay or Impediment to Work

7. Right of Entry

8. Monitoring of Construction

9. Changed Conditions

10. Jobsite Safety

11. Hazardous Materials and Environmental Contamination

12. Disposal of Samples and Drill Cuttings

13. Use and Ownership of Documents

13.1 All reports, letters, plans, figures, specifications, computer files, field data, logs, notes and other documents and instruments prepared by Cornerstone as instruments of service shall remain the property of Cornerstone. Cornerstone shall retain all common law, statutory and other reserved rights, including copyright thereto. In the event the Client, the Client’s contractors or subcontractors, or anyone for whom the Client is legally liable makes or permits to be made any changes to reports, letters, plans, figures, specifications, computer files, field data, logs, notes and other documents prepared by Cornerstone without obtaining Cornerstone’s prior written consent, the Client shall assume full responsibility for the results of such changes. Therefore, the Client agrees to waive any claim against Cornerstone and to release Cornerstone from any liability arising directly or indirectly from such changes. In addition, the Client agrees, to the -140-
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fullest extent permitted by law, to indemnify and hold harmless Cornerstone from any damages, liabilities or costs, including reasonable attorney’s fees and costs of defense, arising from such changes.

14. Insurance

15. Prevailing Wage Obligations

16. Limitations—THIS CLAUSE LIMITS CORNERSTONE’S LIABILITY

16.1 Cornerstone shall not be responsible for the validity or accuracy of data collected by others or for interpretations made by others.

Cornerstone shall have no authority to bind, commit or obligate the Client in any manner and shall not hold itself out to third parties as being capable of doing so.

Client’s Initial Date Cornerstone’s Initial Date

17. Disputing Cornerstone’s Performance

17.1 Except as provided in Section 6 and Subsection 17.2 herein, if Cornerstone shall breach any provision herein, the Client shall notify Cornerstone within five (5) business days of the Client’s knowledge of such breach. Except as provided in Subsections 17.3 herein, upon receipt of the Client’s notice, Cornerstone shall have the option to take such corrective measures, if any, to remedy the breach, and shall notify the Client within five (5) business days after receipt of the -141-
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Client’s notification of the corrective measures Cornerstone shall take and the estimated time period within which the corrective measures shall be taken. In no event shall Cornerstone be liable to the Client for any damages without being given a reasonable opportunity to remedy its breach as provided herein.

18. Termination

19. Aerial Drone and GPS Services

20. CADD Files

21. Miscellaneous Provisions

21.2 Choice of Counsel. In any circumstance whereby Cornerstone is entitled to indemnification by the Client, Cornerstone shall have the right to select counsel of its choosing.

21.11 Code Compliance. Cornerstone shall exercise usual and customary professional care in its efforts to comply with applicable laws, codes and regulations as of the date of this Agreement.

21.12 Quotation. Unless stated in writing, this quotation shall not remain in effect after thirty (30) days of the Proposal date.

21.13 Contractors State License. Cornerstone maintains a General Engineering A license (No. 905816) with a Hazardous Substances Removal and Remedial Actions Certification with the State of California, which are regulated by the Contractors State License Board. Any questions concerning a contractor may be referred to the Registrar, Contractors State License Board, P.O. Box 26000, Sacramento, California 95826. -143-
Hourly Fee Rates and Equipment Charges
Through December 31, 2023
Administrative Assistant $105
Engineering Technician I $180
Construction Services Administrator $135
Engineering Technician II $180
Technical Illustrator/CAD Operator $150
Supervisory Technician $180
Staff Engineer or Geologist $180
Senior Supervisory Technician $180
Senior Staff Engineer or Geologist $193
Project Engineer or Geologist $215
Principal Construction Services $215
Senior Project Engineer or Geologist $220
Principal Engineer or Geologist $265
Senior Principal Engineer or Geologist $295
Charges for personnel will be made in accordance with the above rates. For field engineers, geologists and technicians, regular rates are normal workday construction hours (Monday through Friday). For time spent over 8 hours in a day, time spent after 5 p.m., time spent on swing shifts, and time spent on Saturdays by field personnel, overtime rates will be charged at 1.5 times the hourly rate. Work on Sundays and holidays and work in excess of 12 hours in one day will be charged at 2.0 times the hourly rate. Field rates are based on a 48-hour notice. For less than a 48-hour notice, a 10 percent surcharge will be added. All field personnel, vehicle and equipment charges are portal to portal. Reproduction of project documents will be charged as a project expense. The hourly rate for professional staff to attend legal proceedings will be 2.0 times the hourly rate specified above.

Equipment Charges Geotechnical Laboratory Tests
Vehicle $28 per hour Tests Run Tests Run
Nuclear Density Gauge $11 per test During Normal Outside 55-Gallon Drum $100 each Workday Hours Workday Hours
GPS Unit $90 per day Compaction Curve $330 each $495 each Hand Auger Equipment $50 per day Compaction Check Point $170 each $270 each Power Auger $125 per day Plasticity Index $250 each $350 each PDR-1000 Dust Meter (3) $300 per day, $1,200 per week, $4,000 per month Sieve/Hydrometer $250 each $350 each PID ppmv
PID ppbv
$130 per day, $600 per week, $2,000 per month
$150 per day, $650 per week, $1,950 per month
Moisture Content $8 each $10 each
Air Pump $80 per day, $350 per week, $1,000 per month Moisture/Density $30 each $50 each Weather Station $80 per day, $350 per week, $1,000 per month -#200 Wash $60 each $80 each Benkelman Beam $175 per day, $750 per week, $2,800 per month Sieve < ¾ inch Liner (small) $125 each $190 each Double Ring Infiltrometer $100 per day Sieve > ¾ inch Bucket (Large) $225 each $330 each Dynamic Cone $100 per day Lime Stability $360 each $550 each Differential Pressure Gauge $50 per day Consolidation
Soil Corrosion Testing
$415 each
$235 each
$680 each
$450 each
Air Flow Sensors
Pressure Control Testing
Depth Sounder
$50 per day
$275 per day
$50 per day

Liner and Two Caps $12 each
Core N One Sampler $50 each triplicate sample
Core N One Handle $60 each
Modeling Software $25 per hour
Plotter
Drone
$10 per plot
$50 per hour

Direct Expenses
Reimbursement for the direct expenses listed below incurred in connection with the Work will be billed at cost plus 18 percent. 1) Drillers, utility locators, laboratories, contractors, hygienists, and consultants 2) Rented vehicles, public transportation, tolls, and air flights 3) Permits and special fees, insurances and licenses required to perform Work 4) Computer programs and rented field equipment
5) Large volume copying of project documents
6) Maps, photographs, and environmental databases
7) Overnight or same day delivery charges
8) Copying or production of over-sized figures and plans If personnel are assigned to a project 100 miles or more from an office, $175 per diem per person allowance will be charged. Unless mutually agreed in writing, Cornerstone will hold samples collected during the performance of the Work no longer than thirty (30) calendar days after their date of collection; project samples requested to be held greater than thirty (30) calendar days will be billed at $100 per every ninety (90) calendar days. If payment is not received within 30 days of invoice date, the samples will be discarded.

Payment
Payment for Work completed is due upon receipt of Cornerstone’s statement. Fixed fee or lump sum services will be billed for the agreed fixed fee. A service charge of 1.5 percent per month will be charged on accounts not paid within 30 days.

Prevailing Wage
Client must notify Cornerstone in writing if the Work is subject to “prevailing wage” under local, state or federal laws. -144-
March 9, 2023
Ms. Kaitlyn Leong, PE
Ardurra
1735 N. 1st Street, Suite 304
San Jose, CA 95112
669.259.3863
Project #: 2003-0001
RE: Darrell Water Tank Replacement Project – Scope and Fee Proposal (Amendment) Dear Ms. Leong -
Thank you for the opportunity to provide an updated scope and fee proposal for our engineering services during the construction of the 2.0 Million Gallon Darrell Tank in Hillsborough, California. Based on previous conversations and our current involvement with the project, PSE understands that Ardurra is submitting a change order to the Town and is offering PSE an opportunity to update our original scope and fee from September 10, 2020, to address any additional costs incurred and our projected costs to complete the project.

Based on our records and signed agreement with Ardurra, dated August 10, 2022, PSE’s original contract amount for construction support services is $22,594, which includes $3,000 in travel expenses for our structural observations. Our team has, to date, responded to 3 RFIs and 25 Submittals (including re-submittals of submittals), expending approximately 60 hours of work, which was the amount noted in our September 2020 scope and fee letter. Our team is currently working with Ardurra on a response to a fourth (4) RFI. Based on the stage of the project, we estimate that there could be up to 3 more RFIs, 2 more submittals, and 2 CCOs.

Since the project has spanned more than 2 years, our rates have changed, and we appreciate this opportunity to amend our contract. Below is a table summarizing our completed and project future work associated with engineering services during the remaining construction phase.

EXHIBIT 9
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Description
Original
Contract
Amount
PSE
Spent
Amount
Remaining
Additional Amount
Being Requested by
PSE
New Contract
Value
Structural
Observations
(Labor/Expenses)
$8,064.00/
$3,000.00 $0.00 $8,064.00/ $3,000.00 $6,675.00/$650 $18,389 Review
Submittals
$9,960 $9,442 $518.00** $6,410 $16,370
As Built Drawings $1,570 0.00 $1,570 $755 $2,325
Total $22,594 $13,252 $14,490 $37,084
**PSE has work in progress that will influence this amount.

Proposed Project Scope
PSE proposes the following amendment to our original scope of work. The information stated below is intended to describe our remaining work and any additional time required)

1. Task 5 – Construction Support Services (Updated)
a. Perform Structural Observations: PSE to attend up to a total of six (6) site visits to perform structural observations. (no change in the number of site visits, change in fee is related to the number of hours per visit, changes to our rates, and expenses) b. Review construction submittals, including change order requests, RFI’s and shop drawings, related to the structural design of the prestressed concrete tank (60 hours original, additional 24 hours is being requested to address up to an additional 3 RFIs, 2 submittals, and 2 CCOs) c. Provide as-built drawings (10 hours original, additional 3 hours) Items specifically excluded from this proposal include project and/or structural specifications, construction cost estimating, site civil, architectural (including egress, clearances, waterproofing and flashing), geotechnical services, confined space entry, and mechanical/electrical/plumbing element design and coordination. Permits are also specifically excluded.

-146-
Proposed Fee and Schedule
Based upon the scope above, we have generated an amended fee estimate of $14,490 for the task above.

Additional non-scope expenses will be billed at cost plus 10%. Invoices will be submitted at the end of the month for structural services performed. Should revisions to this scope and fee proposal be affected by pending information or scope changes, we will apprise you of that situation before proceeding. Please note that the fee stated above is based solely on an estimate of the time to be expended to complete the scope items defined above. Changes or additions to the defined scope could result in additional fees. PSE will require an amended PO or alternate client official notification before beginning work on design changes or modifications.

The above proposal has been generated assuming that the structural engineering services are to be initiated within a six-month period from the proposal date and substantially completed within twelve months of the proposal date. If the schedule of work exceeds the projected time, we reserve the right to revise our fee estimate accordingly.

Thank you again for including us and we look forward to working with you on this project. Please call if you have any questions.

Sincerely,
Thomas W. Bloomer, PE
Senior Associate Engineer
Peterson Structural Engineers, Inc.

Sent via email to Kaitlyn Leong on 3/9/2023 < [email protected] > -147-

PETERSON STRUCTURAL ENGINEERS
2023 Hourly Rates
Principal-in-Charge $270
Principal $259
Senior Associate $248
Associate $241
Senior Project Manager $235
Senior Structural Engineer $235
Project Manager $219
Structural Engineer $216
Associate Project Manager $205
Senior Project Engineer $194
Project Engineer $189
Staff Engineer $184
Staff Designer $178
CADD Drafting $146
Administrative $135
• Vehicle mileage will be billed at current U.S. General Services Administration allowable rates and periodically adjusted according to federal updates
• Direct expenses will be billed at cost plus 10%
-148-

Project
Manager
Env.

Specialist II
Env.

Specialist I
Word
Processor Structural Instrumentation & Controls Survey
Geotechnical &
Hazardous
Materials
Testing
Landscape
Architecture
& Visual
Simulations
Coatings
Inspection &
Testing
Cultural
Resources &
Tribal
Consultation
Traffic, Noise,
& Air Quality/
GHG
Biological
Resources & Tree
Survey
Asbestos
Sampling
Bat Roosting
Survey
(MMRP)
Cultural
Resources
Clearance for
Tank Demo
Certified Arborist
Tree Assessment
P. Lewis R. Weber A. Egense A. Gnesa V. Vo T. Sweitzer L. Trottier L. Russell R. Christie Staff $250.00 $235.00 $235.00 $185.00 $150.00 $150.00 $210.00 $145.00 $145.00 $100.00 1 Project Administration, Management and Coordination $34,780

1.1 Meetings (5) 20 20 6 46 $9,000 $2,500 $0 $11,500

1.2 Monthly Progress Reporting 24 6 30 $6,240 $0 $6,240

1.3 QA/QC 4 32 36 $8,520 $0 $8,520

1.4 Project Mgmt and Coordination 4 24 8 4 40 $8,520 $0 $8,520 2 Document Review, Data Collection, Site Investigation $70,509

2.1 Data Collection 1 4 16 2 23 $3,575 $0 $3,575

2.2 Utility Research 1 2 16 4 23 $3,405 $0 $3,405

2.3 Supplemental Surveying 2 2 4 8 $1,440 $10,000 $10,500 $11,940

2.4 Geotechnical Investigation 2 4 6 $1,210 $28,480 $29,904 $31,114

2.5 Hazardous Materials Investigation 2 2 4 $840 $16,800 $17,640 $18,480

2.6 LBP Testing 1 1 2 $420 $1,500 $1,575 $1,995
3 Tank Removal Plan $4,820

3.1 Tank Removal TM 4 8 16 28 $4,820 $0 $4,820
4 Environmental Document $64,046

4.1 Environmental Baseline and Constraints 12 12 24 $4,260 $0 $4,260

4.2 CEQA Project Description 4 5 10 19 $3,240 $0 $3,240

4.3 Initial Study and Technical Studies 16 32 48 $8,000 $14,195 $11,500 $6,111 $33,396 $41,396

4.4 Draft IS/MND 20 40 60 $10,000 $250 $0 $10,250

4.5 Final IS/MND 10 10 20 $3,550 $250 $0 $3,800

4.6 CEQA Forms/Notices 2 4 6 $1,000 $100 $0 $1,100
5 Engineering Design and Bid Documents Preparation $245,150

5.1 Preliminary Design (30% Design Submittal) 1 8 4 40 80 80 4 217 $34,870 $12,450 $3,700 $12,500 $30,083 $64,953

5.2 Design Development Submittal (60% Design Submittal) 2 16 2 60 160 80 4 324 $52,230 $12,450 $4,200 $7,500 $25,358 $77,588

5.3 Design Submittal (90% Design Submittal) 2 16 2 40 160 40 4 264 $42,530 $8,600 $3,800 $7,500 $20,895 $63,425

5.4 Final Design Submittal (100% Design Submittal) 1 16 2 24 40 24 4 111 $18,920 $8,000 $3,800 $7,500 $20,265 $39,185 14 137 42 219 492 224 65 108 0 38 1339
$3,500 $32,195 $9,870 $40,515 $73,800 $33,600 $13,650 $15,660 $0 $3,800 $226,590 $3,100 $41,500 $15,500 $10,000 $45,280 $35,000 $1,500 $14,195 $11,500 $6,111 $0 $0 $0 $0 $189,615 $419,305 $419,305
6 OPTIONAL TASK: Bid Assistance $14,270

6.1 Pre-Bid Mtg 4 4 8 $1,680 $1,200 $0 $2,880

6.2 Prepare Addendum (1) 4 8 2 14 $2,140 $2,500 $1,000 $1,200 $4,935 $7,075

6.3 Bid Review 2 4 8 2 16 $2,610 $0 $2,610

6.4 Conformed Documents 1 2 2 4 2 11 $1,705 $0 $1,705
7 Construction Support Services $94,649
$125,097

7.1 Pre-Con Meeting 4 4 8 $1,680 $800 $0 $2,480

7.2 Review Submittals (75) 8 24 80 24 136 $20,720 $13,500 $5,500 $19,950 $40,670

7.2a Review Additional Submittals 10 20 30 $4,850 $0 $4,850

7.3 Review RFI's (25) 4 16 40 8 68 $10,700 $3,500 $1,000 $4,725 $15,425

7.3a Review Additional RFI's 10 20 30 $4,850 $0 $4,850

7.4 Site Visits (20) 80 80 $18,800 $3,500 $5,594 $5,874 $28,174

7.4a Additional Site Visits (4) and Meetings 8 20 8 36 $6,780 $0 $6,780

7.5 Closeout 4 16 24 4 48 $7,900 $0 $7,900

7.6 Construction Monitoring Coordination 11 90 83.5 185 $33,593 $0 $33,593

7.7 Serpintine Soil Sampling, Analysis and Asbestos Report (SCA) $1,964 $0 $1,964

7.8 Asbestos Dust Mitigation Plan (ADMP) (SCA) $3,630 $0 $3,630

7.9 Pre-construction Biological Survey, Training and Memo (Vollmar) $1,610 $0 $1,610

7.10 Historical Evaluation of Tank #1 and #2 and Report (BCR) $3,500 $0 $3,500

7.11 Cultural Resources Training for Construction Crew (BCR) $1,800 $0 $1,800

7.12 Bat Survey and Report (ELMT) $2,100 $0 $2,100

7.13 Tank #2 Sub-grade Sampling, Testing, Report
(Cornerstone) $6,970 $0 $6,970

7.14 EPA ID Request 8 8 $1,680 $0 $1,680

7.15 Water Main Realignment 2 8 40 50 $7,950 $0 $7,950

7.16 Limited Geotechnical Observation and Testing Services (Cornerstone) $16,110 $0 $16,110

7.17 Construction Support Services (PSE) $14,490 $0 $14,490

7.18 Two addiional Biologist Clearance Surveys (Vollmar) $3,220 $0 $3,220

7.19 Engineering Services 16 24 12 52 $10,000 $0 $10,000 8 OPTIONAL TASK: Environmental Support Services $15,735

8.1 Tribal Consultation $0 $5,421 $5,692 $5,692

8.2 Energy Impact Analysis $0 $300 $315 $315

8.3 Construction Health Risk Assessment $0 $2,900 $3,045 $3,045

8.4 Certified Arborist Report $0 $6,365 $6,683 $6,683
0 144 0 146 262 4 98 0 83.5 42 780
$0 $33,840 $0 $27,010 $39,300 $600 $20,580 $0 $12,108 $4,200 $137,638 $5,500 $39,584 $7,500 $0 $23,080 $1,200 $0 $5,421 $3,200 $3,220 $1,964 $1,610 $3,500 $6,365 $51,219 $124,654 $543,959
$125,097
$669,056

ELMT BCR
Consulting
Total
Cost
IEC Personnel Subconsultants
Cornerstone
Earth Group
Callander
Associates
CSI Services,
Inc.

Albion
Environmental,
Inc.

Ganddini
Group, Inc.

Walter Levison,
Consulting
Arborist
Subcontract
incl 5% MU
Vollmar Natural
Lands Consulting,
Inc.

SCA
Task/
Subtask Task/Subtask Description
Peterson
Structural
Engineers
JSP Automation Sandis
Subtask
LaborHours
Subtask
Labor Cost
Direct
Cost
Amendment No. __
ORIGINAL CONTRACT PLUS AMENDMENT NO. ___, TOTAL NOT-TO-EXCEED FEE INCLUDING ALL OPTIONAL SERVICES:

AMENDMENT NO. ___, TOTAL NOT-TO-EXCEED FEE INCLUDING ALL OPTIONAL SERVICES:

ORIGINAL TOTAL NOT-TO-EXCEED FEE INCLUDING ALL OPTIONAL SERVICES:

ORIGINAL TOTAL NOT-TO-EXCEED FEE:
-149-

TOWN OF HILLSBOROUGH
San Mateo County
1600 Floribunda Avenue
Hillsborough, CA 94010
12 CONSENT CALENDAR

CITY COUNCIL MEETING
JUNE 12, 2023

AGENDA STAFF REPORT
ITEM SUBJECT: RESOLUTION AWARDING TO AND AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT WITH D’ARCY & HARTY CONSTRUCTION, INC. FOR THE

ROBINWOOD LANE SANITARY SEWER REHABILITATION AND REPLACEMENT PROJECT IN THE AMOUNT OF $182,960.00 WITH 10% CONTINGENCY FOR A TOTAL PROJECT BUDGET OF $201,256.00 PURSUANT TO CEQA GUIDELINE 15301
SUMMARY: As part of the Sewer Master Plan Improvement program, the condition of the sewer main running down from 270 Robinwood Lane to the intersection of Robinwood and Hayne Road was televised and determined to need replacement. The pipe segment was slated to be replaced as part of the upcoming 2023-24 sewer rehabilitation and replacement project. However, as a part of the 2023 paving project, Robinwood Lane is scheduled to be paved before the sewer project.

Therefore, replacing the sewer mains at this location, now in advance of the paving project, will save the Town the cost of repaving the street and eliminating patchwork on the newly paved road.

This project includes replacing approximately 715 linear feet of 6-inch clay pipe with an 8-inch High-Density Polyethylene (HDPE) pipe, 3 manholes, and 5 lower service laterals with their associated cleanouts. The Town’s Public Works Engineering Department developed the project and retained the EKI engineering team to complete the design and specifications for the project.

This project was advertised on the Town’s website and a mandatory pre-bid meeting was held on May 2, 2023. While six construction firms attended the pre-bid meeting, only five bids were submitted for the project. Bids were opened at 2:00 PM on Wednesday, May 10, 2023, and bid results were announced in the Town Hall Council Chambers in accordance with the Town’s policy and procedures. The bid summary is as follows:

Darcy & Harty Construction, Inc. $182,960.00
Koios Engineering Inc. $193,200.00
Hardiman Construction, Inc. $208,940.00
Casey Construction, Inc.

NORGO Engineering Corporation

$264,820.00
$279,670.00
The apparent low bid in the amount of $182,960.00 is submitted by D’Arcy & Harty Construction, Inc. Staff conducted an analysis of the bid submittal and determined that the bidder’s qualifications and experience levels are satisfactory to perform all work associated with this project. Darcy & Harty Construction, Inc. is a local construction firm and previously worked on a similar project for the Town.
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Agenda Staff Report - Hillsborough City Council
June 12, 2023

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Hillsborough City CouncilJune 12, 2023

Hillsborough City Council
June 12, 2023