Richmond City Council
March 21, 2023

3-21-23, CC Mtg.
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services
Type 2 – Page 2 of 3
Revised: September 2011
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.

PROJECT COST REQUIRED LIMIT
$0 - $1 million $1 million p/o
$1 million - $5 million $2 million p/o
Over $5 million $5 million p/o
Professional Liability or Errors &
Omissions Liability –
Required for all professionals
including architects, engineers,
consultants, construction
management, counselors, medical
professionals, hospitals, clinics,
attorneys and accountants, & other
consultants as may be required by
the City.

Required Policy Conditions
Additional Insured Endorsement Applicable to General Liability coverage.

The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising out of the operations by or on behalf of the named insured including bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.

ISO form CG 20 10 (11/85) or its equivalent is required. If the Contractor is supplying their product or providing a service then the endorsement must not exclude products and completed operations coverage. If it does, then CG 20 37 (10/01) is also required.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.

Primary and Noncontributory The contractor’s insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

Waiver of Subrogation
Endorsement Form
Contractor’s insurer will provide a Waiver of Subrogation in favor of the City for Workers’ Compensation Insurance during the life of this contract.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.

Deductibles and Self-Insured
Retentions
Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City or the CONTRACTOR shall procure a financial guarantee in an amount equal to the deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.

Contractor is responsible for satisfaction of the deductible and/or self-insured retention for each loss.

A. M. Best Rating A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.

Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverage’s and cover those insured in the underlying policies.

3-21-23, CC Mtg.
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services
Type 2 – Page 3 of 3
Revised: September 2011
Claims-Made Policies
If any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

Subcontractors
CONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR’s subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.

Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin.

The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.

Original insurance certificates and required policy endorsements shall be mailed or delivered to the Designated Project Manager for the City of Richmond.

Insurance certificates and endorsements may be faxed to the Designated Project Manger. However, CONTRACTOR must mail the original certificates and endorsements to Designated Project Manager once faxed.

Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City’s insurance requirements, the City may take such action as it deems necessary to protect the City’s interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.

Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days’ prior written notice has been given to the City.

Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.

3-21-23, CC Mtg.

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $
$
$
$ PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOS ONLY AUTOS

NON-OWNED

OWNED SCHEDULED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

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

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

OTH- STATUTEPER
(MM/DD/YYYY) LIMITS POLICY EXP (MM/DD/YYYY)

POLICY EFF LTR TYPE OF INSURANCE POLICY NUMBER INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB EACH OCCURRENCE $
AGGREGATE $
$
OCCUR

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

DAMAGE TO RENTED
PREMISES (Ea occurrence) $

COMMERCIAL GENERAL LIABILITY

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

POLICY PROJECT LOC

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY
X
05/01/18
USA
1,000,000
X
X
1,000,000
X
2,000,000
provisions.
applicable where required by written contract and allowed by law. 30 days notice of cancellation applies per policy written contract. Coverage is primary and non-contributory where required by written contract. Waiver of subrogation is The City of Richmond is an additional insured on the General Liability and Automobile Liability policies as required by Project Start Date: Jan-30-2017 - Project Completion Date: Jan-30-2018 Re: City of Richmond
04/25/2017
a JLT Group Company
Amec Foster Wheeler Environment & Infrastructure, Inc.

Construction Risk Partners
Comp $1,000 Coll $1,000
Lauren Bowman
10,000
05/01/17
Branchburg, NJ 08876
1250 Route 28, Suite 201
Campus View Plaza
05/01/17
450 Civic Center Plaza
05/01/17
Sklein
40142
16535
X
22667
N 05/01/18
05/01/18
4,000,000
1,000,000
1,000,000
X
X
X X
WC 3867133-10
908-566-1020
WC 3504866-16
B

AMERICAN ZURICH INS CO
4,000,000

ZURICH AMER INS CO
A

ACE AMER INS CO
X
1-908-566-1010
[email protected]
180 Grand Avenue, 11th Floor
100,000
49687946
49687946
City of Richmond
X
05/01/17
HDO G27851162
2,000,000
BAP 9483148-06
C
C
908-566-1010
05/01/18
Oakland, CA 94612
Richmond, CA 94804

3-21-23, CC Mtg.

CG 20 10 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 2 POLICY NUMBER: HDO G Endorsement Number: 7%'

COMMERCIAL GENERAL LIABILITY
CG 20 10 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION ADDITIONAL INSURED – OWNERS, LESSEES OR
CONTRACTORS – SCHEDULED PERSON OR

ORGANIZATION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s) Location(s) Of Covered Operations
Where required by Insured Contract executed prior to a
loss
All work conducted by AMEC USA Holdings, Inc. except
for work conducted at or from any OCIP, CCIP or Joint
Venture Insurance Program for which the named
insured is an enrolled participant.

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

A. Section II – Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury", "property damage" or "personal and advertising injury"
caused, in whole or in part, by:

1. Your acts or omissions; or

2. The acts or omissions of those acting on your
behalf;
in the performance of your ongoing operations for
the additional insured(s) at the location(s)
designated above.

However:

1. The insurance afforded to such additional
insured only applies to the extent permitted by
law; and

2. If coverage provided to the additional insured is
required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.

B. With respect to the insurance afforded to these
additional insureds, the following additional
exclusions apply:

This insurance does not apply to "bodily injury" or
"property damage" occurring after:

1. All work, including materials, parts or
equipment furnished in connection with such
work, on the project (other than service,
maintenance or repairs) to be performed by or
on behalf of the additional insured(s) at the
location of the covered operations has been
completed; or

2. That portion of "your work" out of which the
injury or damage arises has been put to its
intended use by any person or organization
other than another contractor or subcontractor
engaged in performing operations for a
principal as a part of the same project.

3-21-23, CC Mtg.

C. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:

If coverage provided to the additional insured is
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable Limits of
Insurance shown in the Declarations;
whichever is less.

This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.

3-21-23, CC Mtg.

CG 20 37 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER: HDO G Endorsement Number: 7%'

COMMERCIAL GENERAL LIABILITY
CG 20 37 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS ADDITIONAL INSURED – OWNERS, LESSEES OR
CONTRACTORS – COMPLETED OPERATIONS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s) Location And Description Of Completed Operations All parties where required by Insured Contract
executed prior to a loss
All work conducted by AMEC USA Holdings, Inc.
except for work conducted at or from any OCIP, CCIP
or Joint Venture Project Specific Insurance Program for which the named insured is an enrolled participant.

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

A. Section II – Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury" or
"property damage" caused, in whole or in part, by
"your work" at the location designated and
described in the Schedule of this endorsement
performed for that additional insured and
included in the "products-completed operations
hazard".

However:

1. The insurance afforded to such additional
insured only applies to the extent permitted
by law; and

2. If coverage provided to the additional insured
is required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to provide
for such additional insured.

B. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:

If coverage provided to the additional insured is
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable Limits of
Insurance shown in the Declarations;
whichever is less.

This endorsement shall not increase the applicable
Limits of Insurance shown in the Declarations.

3-21-23, CC Mtg.

CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER: HDO G Endorsement Number: 7%'

COMMERCIAL GENERAL LIABILITY
CG 20 01 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION PRIMARY AND NONCONTRIBUTORY –

OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
The following is added to the Other Insurance
Condition and supersedes any provision to the
contrary:

Primary And Noncontributory Insurance
This insurance is primary to and will not seek
contribution from any other insurance available
to an additional insured under your policy
provided that:
(1) The additional insured is a Named Insured
under such other insurance; and
(2) You have agreed in writing in a contract or
agreement that this insurance would be
primary and would not seek contribution
from any other insurance available to the
additional insured.

3-21-23, CC Mtg.

CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 POLICY NUMBER: HDO G Endorsement Number: 7%'

COMMERCIAL GENERAL LIABILITY
CG 24 04 05 09

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Name Of Person Or Organization:

Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss.

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

The following is added to Paragraph 8. Transfer Of
Rights Of Recovery Against Others To Us of
Section IV – Conditions:

We waive any right of recovery we may have against
the person or organization shown in the Schedule
above because of payments we make for injury or
damage arising out of your ongoing operations or
"your work" done under a contract with that person
or organization and included in the "productscompleted operations hazard". This waiver applies only to the person or organization shown in the
Schedule above.

3-21-23, CC Mtg.
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3-21-23, CC Mtg.

CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 POLICY NUMBER: BAP 9483148-0 COMMERCIAL AUTO
CA 20 48 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED INSURED FOR

COVERED AUTOS LIABILITY COVERAGE
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement.

This endorsement identifies person(s) or organization(s) who are “insureds” for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form.

This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below.

Named Insured:

Endorsement Effective Date:

SCHEDULE
Name Of Person(s) Or Organization(s):

ANY PERSON OR ORGANIZATION TO WHOM OR WHICH YOU ARE REQUIRED TO

PROVIDE ADDITIONAL INSURED STATUS OR ADDITIONAL INSURED STATUS ON A

PRIMARY, NON-CONTRIBUTORY BASIS, IN A WRITTEN CONTRACT OR WRITTEN

AGREEMENT EXECUTED PRIOR TO LOSS, EXCEPT WHERE SUCH CONTRACT OR AGREEMENT IS PROHIBITED BY LAW.

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

Each person or organization shown in the Schedule is
an “insured” for Covered Autos Liability Coverage, but
only to the extent that person or organization qualifies as an “insured” under the Who Is An Insured provision
contained in Paragraph A.1. of Section II – Covered
Autos Liability Coverage in the Business Auto and
Motor Carrier Coverage Forms and Paragraph D.2. of
Section I – Covered Autos Coverages of the Auto
Dealers Coverage Form.

3-21-23, CC Mtg.

U-CA-320-B CW (4/ 94)

Waiver Of Transfer Of Rights Of Recovery Against Others To Us Policy No. Eff. Date of Pol. Eff. Date of End. Agency No. Addl. Prem. Return Prem.

This endorsement is issued by the company named in the Declarations. It changes the policy on the effective date listed above at the hour stated in the Declarations.

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Named Insured:

Address (including ZIP code):

This endorsement modifies insurance provided under the:

Business Auto Coverage Form
Truckers Coverage Form
Garage Coverage Form
Motor Carrier Coverage Form

SCHEDULE
Name of Person or Organization:

We waive any right of recovery we may have against the designated person or organization shown in the schedule because of payments we make for injury or damage caused by an "accident" or "loss" resulting from the ownership, maintenance, or use of a covered "auto" for which a Waiver of Subrogation is required in conjunction with work performed by you for the designated person or organization. The waiver applies only to the designated person or organization shown in the schedule.

Countersigned: Date:

Authorized Representative

ONLY THOSE PERSONS OR ORGANIZATIONS FOR WHOM YOU ARE REQUIRED TO WAIVE YOUR RIGHTS OF RECOVERY UNDER THE TERMS OF A WRITTEN CONTRACT.

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Exp. Date of Pol.
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CITY OF RICHMOND

STANDARD CONTRACT
Department: Project Manager:

Project Manager E-mail: Project Manager Phone No:

PR No: Vendor No: P.O./Contract No:

Description of Services:

The parties to this STANDARD CONTRACT do mutually agree and promise as follows:

1. Parties. The parties to this Contract are the City of Richmond (herein referred to as the “City”) and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No: / Expiration Date:

A California [ ] corporation, [ ] limited liability corporation [ ] general partnership, [ ] limited partnership, [ ] individual, [ ] non-profit corporation, [ ] individual dba as [specify:] ,
[ ] other [specify:]

2. Term. The effective date of this Contract is and it
terminates unless terminated as provided herein.

3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $ . City shall not pay for services that exceed
the Contract Payment Limit unless a contract amendment has been approved by the City Council or City Manager.

4. Contractor’s Obligations. Contractor shall provide those services and carry out that work described in the Service Plan (Exhibit A) which is attached hereto and is incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

5. City's Obligations. City shall make to the Contractor those payments described in the Payment Provisions (Exhibit B) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

Planning & Building Services Lina Velasco
[email protected] (510) 620-6841
12406
AMEC Foster Wheeler will be assisting the City in submitting documentation and data to the San Francisco Regional Water Quality Control Board (RWQCB) to modify the existing Clean up Order on the site to align it with the approved Terminal 1 Residential Project, approved by the Council.

Amec Foster Wheeler Environmental Infra., Inc.
180 Grand Avenue, Suite 1100
Oakland, CA 94612-3066
Frank Szerdy PhD, PE
(510) 663-4113 [email protected]
4000-3559 December 31, 2017
February 1, 2017
December 31, 2017
10,000.00
✔

3-21-23, CC Mtg.

3-21-23, CC Mtg.

For the Contract between the City of
Richmond and

EXHIBIT A

SERVICE PLAN
Contractor shall, to the satisfaction of the , perform the following services and be compensated as outlined below:

Amec Foster Wheeler Environmental Infra., Inc.

City of Richmond
AMEC Foster Wheeler shall assist the City in submitting documentation and data to the San Francisco Regional Water Quality Control Board (RWQCB) to modify the existing Clean up Order on the site to align it with the approved Terminal 1 Residential Project, approved by the City Council at its meeting on July 19, 2016. The attached Environmental Investigation and Remediation Services proposal dated January 18, 2017 is attached hereto and incorporated herein.

3-21-23, CC Mtg.

Amec Foster Wheeler Environment & Infrastructure, Inc.
180 Grand Avenue, Suite 1100
Oakland, California 94612-3066
USA
Tel (510) 663-4100
Fax (510) 663-4141
amecfw.com
January 18, 2017
Ms. Lina Velasco
City of Richmond Planning Division
450 Civic Center Plaza
Richmond, CA 94804
Subject: Proposal Environmental Investigation and Remediation Support Services Terminal One Site
Richmond, California
Dear Ms. Velasco:

We are pleased to present our proposal to assist the City of Richmond (the City) in the successful disposition of the Terminal One parcel located at 1500 Dornan Drive in Richmond, California (the site).

The City has entered into a Land Disposition Agreement with Terminal One Development LLC (Terminal One) that specified Terminal One will be responsible for addressing environmental issues at the site. Terminal One’s environmental consultant is R.T. Hicks Consultants, Ltd of Albuquerque, New Mexico (Hicks). Terminal One has also entered into an agreement with Brickyard Cove Alliance for Responsible Development (BCARD), to provide copies of written documents submitted to the Regional Water Quality Control Board – San Francisco Region (Water Board), the regulatory authority overseeing remedial activities at the site. The site is subject to Water Board Order No. R2-2004-0045 (the Order).

The City asked Amec Foster Wheeler to support efforts by Terminal One and the City to meet the requirements of the Order and any additional requirements that may be requested by the Water Board to amend the Order. Terminal One will maintain primary responsibility for meeting these requirements.

On January 12, 2017, Terminal One, the City and the Water Board met to discuss the path forward to address the Water Board’s comments. At that meeting, the comments provided by the Water Board on Hicks’ January 11, 2017 Work Plan for Investigation of Groundwater were discussed and the Water Board described a proposed roadmap for addressing their comments that included an investigation work plan and subsequent report, as well as an amendment to the Updated Proposed Remedial Action Plan (UPRAP; Geomatrix, 2004), and other requirements.

The Water Board noted that approval of the amendment to the UPRAP requires a 30-day public review period and conducting a public meeting to gather comments from the public.

SCOPE OF WORK
Our primary scope of work will be to review and comment on work and work products that are generated by Hicks. The goal of our work is to facilitate Water Board action regarding the cleanup of the Terminal 1 property, including all required regulatory agreements necessary to facilitate this clean-up. We will provide input based on our knowledge of Water Board policies

3-21-23, CC Mtg.

Ms. Lina Velasco
City of Richmond
January 18, 2017

Amec Foster Wheeler
and procedures, as well as our relationships with Water Board personnel. We will be available to discuss these issues at public meetings that may be held.

We will also provide design services for aspects of remediation and/or mitigation measures if current and future site data show that these measures are warranted. In addition we will work with Terminal One’s development team to provide suggestions or advice on cost-effective solutions to environmental issues.

BUDGET
It is very difficult to estimate the level of effort that will be required for this work. In the short term, we know that we prepared for and attended the Water Board meeting on 12 January, we will review Hicks’ investigation work plan(s), and we will observe a portion of the investigation field activities. Future work may include attendance at public meetings, design and construction oversight of remediation or mitigation systems, and assistance with preparation of the amended UPRAP, as well as review of other documents and attendance at Water Board meetings.

We propose an initial budget of $10,000. We will not exceed the budget without the knowledge and authorization of the City.

We appreciate the opportunity to work with the City on this project. If this scope of services and budget meet your approval, we understand the City will issue a standard contract covering the work. Please feel free to contact Frank Szerdy at (510) 663-4113 should you have any questions
Sincerely yours,
Amec Foster Wheeler Environment & Infrastructure, Inc.

Frank Szerdy PhD, PE
Principal Engineer
Direct Tel.: 510-663-4113
E-mail: [email protected]
fs/smm
i:\project\prop2017\city of richmond\proposal ver2_corcomments.docx

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For the Contract between the City of
Richmond and

EXHIBIT B

PAYMENT PROVISIONS
{PLEASE NOTE THAT THE CITY OF RICHMOND SHALL NOT PAY FOR SERVICES

THAT EXCEED THE CONTRACT PAYMENT LIMIT UNLESS A CONTRACT

AMENDMENT HAS BEEN APPROVED BY THE CITY COUNCIL OR THE CITY MANAGER}

1. Provided Contractor is not in default under this Contract, Contractor shall be compensated as provided below.

2. Any and all payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photo copying, meals and travel etc). Invoices, shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provide back-up material upon request.

3. Contractor shall submit timely invoices to the following address:

Attention: City of Richmond, Finance Department - Accounts Payable Project Manager: Department:

PO Box 4046
Richmond, CA 94804-0046

4. All invoices that are submitted by Contractor shall be subject to the approval of the City’s Project Manager, before payments shall be authorized.

5. The City will pay invoice(s) within 45 days after completion of services to the City’s satisfaction. The City shall not pay late fees or interest.

6. A Richmond business license shall be obtained before any payment under this Contract shall be authorized and the business license must be kept current during the term of this Contract for payments to continue to be authorized.

7. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract shall be executed by the City. The insurance coverage must be kept current during the term of this Contract for payments to continue to be authorized.

Amec Foster Wheeler Environmental Infra., Inc
Lina Velasco Planning & Building Services
Lina Velasco

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For the Contract between the City of
Richmond and

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. Notices. All notices, demands, statements, or communications provided for by this Contract shall be in writing and may be delivered by deposit in the United States mail, postage prepaid. Notices to the City shall be addressed to the Department Head and (as delineated below in section 1.1) to the project manager responsible for the administration of or the supervision of the scope of work under this Contract. Notices to the Contractor shall be addressed to the party designated by Contractor (as delineated below in section 1.2). Notice shall be deemed delivered (a) upon personal delivery; (b) as of the fifth business day after mailing by United States certified mail, postage prepaid, addressed to the proper party; or (c) as of 12:00 p.m. on the second business day immediately after the day it is deposited with and accepted by Federal Express, or a similar overnight courier service, addressed to the proper party and marked for next business day morning delivery. For the purposes of this Contract, a "business day" means any day Monday through Friday that is not a holiday recognized by the federal government or the State of California.

1. 1 CITY hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

City of Richmond
Richmond, CA 94804-0046

1. 2 CONTRACTOR hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

Amec Foster Wheeler Environmental Infra., Inc
Amec Foster Wheeler Environmental Infra., Inc.

Lina Velasco
450 Civic Center Plaza, 2nd Floor
Frank Szerdy PhD, PE
180 Grand Avenue, Suite 1100
Oakland, CA 94612-3066

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EXHIBIT D

GENERAL CONDITIONS

1. Independent Contractor. Contractor acknowledges, represents and warrants that Contractor is not a regular or temporary employee, joint venturer or partner of the City, but rather an independent Contractor. This Contract shall not be construed to create an agency, servant, employee, partnership, or joint venture relationship. As an independent Contractor, Contractor shall have no authority to bind City to any obligation or to act as City's agent except as expressly provided herein. Due to the independent Contractor relationship created by this Contract, City shall not withhold state or federal income taxes, the reporting of which shall be Contractor's sole responsibility.

2. Brokers. Contractor acknowledges, represents and warrants that Contractor has not hired, retained or agreed to pay any entity or person any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Contract.

3. City Property. The rights to applicable plans, drawings, reports, calculations, data, specifications, videos, graphics or other materials prepared for or obtained pursuant to this Contract, which, upon request, are to be delivered to City within a reasonable time, shall be deemed assigned to City. If applicable, Contractor shall prepare check prints upon request. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 15 below, indemnify, defend and hold harmless City from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.

4. Patents, Trademarks, Copyrights and Rights in Data. Contractor shall not publish or transfer any materials, discoveries, developments, concepts, designs, ideas, know how, improvements, inventions and/or original works of authorship resulting from activities supported by this Contract without the express prior written consent of the City Manager. If anything resulting from activities supported by this Contract is patentable, trademarkable, copyrightable or otherwise legally protectable, City reserves the exclusive right to seek such intellectual property rights. Notwithstanding the foregoing, Contractor may, after receiving City's prior written consent, seek patent, trademark, copyright or other intellectual property rights on anything resulting from activities supported by this Contract. However, City reserves, and Contractor irrevocably grants, a nonexclusive, fully paid-up, royalty-free, assumable, perpetual, worldwide license, with the right to transfer, sublicense, practice and exploit said license and the right to make, have made, copy, modify, make derivative works of, use, sell,

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import, and otherwise distribute under all applicable intellectual properties without restriction of any kind said license.

Contractor further agrees to assist City, at City's expense, in every proper way to secure the City’s rights in any patents, trademarks, copyrights or other intellectual property rights relating thereto, including the disclosure to City of all pertinent information and data with respect thereto. Contractor shall also assist City in the execution of all applications, specifications, oaths, assignments, recordations, and all other instruments which City shall deem necessary in order to apply for, obtain, maintain and transfer such rights, or if not transferable, to waive such rights. Contractor shall further assist City in the execution of all applications, specifications, oaths, assignments, recordations and all other instruments which City shall deem necessary in order to assign and convey to City, and any assigns and nominees the sole and exclusive right, title and interest in and to any patents, trademarks, copyrights or other intellectual property rights relating thereto. Contractor further agrees that its obligation to execute or cause to be executed, when it is in Contractor's power to do so, any such instruments or papers shall continue during and at all times after the end of Contractor's services and until the expiration of the last such intellectual property right. Contractor hereby irrevocably designates and appoints City, and its duly authorized officers, agents and servants, as its agent and attorney-in-fact, to act for and in its behalf and stead to execute and file any such applications and to do all other lawfully permitted acts to further the application for, prosecution, issuance, maintenance or transfer of letters of patents, copyright and other registrations. This power of attorney is coupled with an interest and shall not be affected by Contractor's subsequent incapacity.

5. Inspection. Contractor's performance, place of business and records pertaining to this Contract are subject to monitoring, inspection, review and audit by authorized representatives of the CITY, the State of California, and the United States Government.

If the project or services set forth in Exhibit A shall be performed on City or other public property, City shall have the right to inspect such work without notice. If such project or services shall not be performed on City or other public property, City shall have the right to inspect such work upon reasonable notice.

6. Services. The project or services set forth in Exhibit A shall be performed to the full satisfaction and approval of City. In the event that the project or services set forth in Exhibit A are also itemized by price, City, in its sole discretion, may, upon notice to Contractor, delete certain items or services set forth in Exhibit A, in which case there shall be a corresponding reduction in the amount of compensation paid to Contractor.

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Contractor shall, at its own cost and expense, furnish all facilities and equipment necessary for Contractor to complete the project or perform the services required herein, unless otherwise provided in Exhibit A.

7. Records. Contractor shall keep and make available for inspection and copying by authorized representatives of the City, the State of California, and the United States Government, the Contractor's regular business records and such additional records pertaining to this Contract as may be required by the City.

Contractor shall retain all documents pertaining to this Contract for a period of five (5) years after this Contract's termination (or for any further period that is required by law) and until all Federal or State audits are complete and exceptions resolved for this contract's funding period. Upon request, CONTRACTOR shall make these records available to authorized representatives of the CITY, the State of California, and the United States Government.

Contractor shall keep full and detailed accounts, maintain records, and exercise such controls as may be necessary for proper financial management under this Contract. The Contractor’s accounting and control systems shall be satisfactory to City. Contractor's accounting systems shall conform to generally accepted accounting principles and all records shall provide a breakdown of total costs charged under this Contract, including properly executed payrolls, time records, utility bills, invoices and vouchers. The City shall be afforded prompt access to Contractor's records, books, and Contractor shall preserve such project records for a period of at least five (5 years after the termination of this Contract , or for such longer period as may be required by law.

Contractor shall permit City and its authorized representatives and accountants to inspect, examine and copy Contractor's books, records, accounts, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to the project or services set forth in Exhibit A, and any and all data relevant to this Contract at any reasonable time for the purpose of auditing and verifying statements, invoices, or bills submitted by Contractor pursuant to this Contract and shall provide such assistance as may be reasonably required in the course of such inspection. Contractor shall also allow City access to the record keeping and accounting personnel of Contractor.

City further reserves the right to examine and re-examine said books, records, accounts, and data during the five (5 year period following the termination of this Contract; and Contractor shall in no event dispose of, destroy, alter, or mutilate said books, records, accounts, and data in any manner whatever for five (5 years after the termination of this Contract.

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Pursuant to California Government Code § 10527, the parties to this Contract shall be subject to the examination and audit of representatives of the Auditor General of the State of California for a period of three (3) years after final payment under this Contract. The examination and audit shall be confined to those matters connected with the performance of this Contract including, but not limited to, the cost of administering this Contract.

8. Changes and Extra Work. All changes and/or extra work under this Contract shall be performed and paid for in accordance with the following:

Only the City Council or the City Manager may authorize extra and/or changed work. Contractor expressly recognizes that other City personnel are without authorization to either order extra and/or changed work or waive contract requirements. Failure of Contractor to secure the authorization for such extra and/or changed work shall constitute a waiver of any and all right to adjustment in contract price due to such unauthorized work and Contractor thereafter shall be entitled to no compensation whatsoever for performance of such extra and/or changed work.

If Contractor is of the opinion that any work which Contractor has been directed to perform is beyond the scope of this Contract and constitutes extra work, Contractor shall promptly notify City of the fact. The City shall make a determination as to whether or not such work is, in fact, beyond the scope of this Contract and constitutes extra work. In the event that City determines that such work does constitute extra work, City shall provide extra compensation to Contractor on a fair and equitable basis. A change order or Contract Amendment providing for such compensation for extra work shall be negotiated between City and Contractor and executed by Contractor and the appropriate City official.

In the event City determines that such work does not constitute extra work, Contractor shall not be paid extra compensation above that provided herein and if such determination is made by City staff, said determination may be appealed to the City Council; provided, however, a written appeal must be submitted to the City Manager within five (5) days after the staff's determination is sent to Contractor. Said written appeal shall include a description of each and every ground upon which Contractor challenges the staff's determination.

9. Additional Assistance. If this Contract requires Contractor to prepare plans and specifications, Contractor shall provide assistance as necessary to resolve any questions regarding such plans and specifications that may arise during the period of advertising for bids, and Contractor shall issue

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any necessary addenda to the plans and specifications as requested. In the event Contractor is of the opinion that City's requests for addenda and assistance is outside the scope of normal services, the parties shall proceed in accordance with the changes and extra work provisions of Section 8 of these General Conditions.

10. Professional Ability. Contractor acknowledges, represents and warrants that Contractor and its employees are skilled and able to competently provide the services hereunder, and possess all professional licenses, certifications, and approvals necessary to engage in their occupations.

City has relied upon the professional ability and training of Contractor as a material inducement to enter into this Contract. Contractor shall perform in accordance with generally accepted professional practices and standards of Contractor's profession. In the event that City, in its sole discretion, desires the removal of any person employed or retained by Contractor to perform services hereunder, such person shall be removed immediately upon receiving notice from City.

11. Business License. Contractor shall obtain a Richmond Business License before performing any services required under this Contract. The failure to so obtain such license shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.

12. Termination Without Default. Notwithstanding any provision herein to the contrary, City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder, immediately upon written notice to Contractor. Contractor may terminate this Contract at any time in its sole and absolute discretion and without cause upon 30 days' written notice to City. In the event of termination by either party, Contractor shall be compensated for: (1) all authorized work satisfactorily performed prior to the effective date of termination; (2) necessary materials or services of others ordered by Contractor for this Contract, prior to receipt of notice of termination, irrespective of whether such materials or services of others have actually been delivered, provided that Contractor is not able to cancel such orders. Compensation for Contractor in such event shall be determined by City in accordance with the percentage of the project or services completed by Contractor; and all of Contractor's finished or unfinished work product through the time of the City's last payment shall be transferred and assigned to City. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

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13. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Section 12 of these General Conditions; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

14. Conflict of Interest. Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

15. Indemnification.
(a) If this Contract is a contract for design professional services subject to California Civil Code Section 2782.8(a) and Contractor is a design professional, as defined in California Civil Code Section 2782.8(b)(2), Contractor shall hold harmless, defend and indemnify the City, its officers, agents, employees, and volunteers from and against any and all claims, damages, losses, and expenses including attorneys’ fees arising out of, or pertaining to, or relating to the negligence, recklessness, or willful misconduct of the Contractor, except where caused by the active negligence, sole negligence, or willful misconduct of the City. To the fullest extent permitted by law, Contractor shall immediately defend and indemnify the City and its officers, agents, employees, and volunteers from and against any and all liabilities, regardless of nature or type, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, or its employees, agents, or subcontractors.

Liabilities subject to the duties to defend and indemnify include, without limitation, any and all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses; defense costs, including but not limited to reasonable attorneys’ fees; court costs; and costs of alternative dispute resolution. Contractor’s obligation to

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indemnify applies unless it is finally adjudicated that the liability was caused by the sole active negligence or sole willful misconduct of an indemnified party.
(b) If this Contract is not a contract for design professional services subject to California Civil Code Section 2782.8(a) or Contractor is not a design professional as defined in California Civil Code Section 2782.8(b)(2), Contractor shall indemnify, defend, and hold harmless the City, its officers, agents, employees and volunteers from any and all claims, suits, or actions of every name, kind and description, brought forth on account of injuries to or death of any person or damage to property arising from or connected with the willful misconduct, negligent acts, errors or omissions, ultra-hazardous activities, activities giving rise to strict liability, or defects in design by Contractor or any person directly or indirectly employed by, or acting as, the agent for Contractor in the performance of this Contract, including the concurrent or successive passive negligence of the City, its officers, agents, employees or volunteers.
(c) It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Contractor shall be obligated to defend, in all legal, equitable, administrative, or special proceedings, with counsel approved by the City, the City and its officers, agents, employees, and volunteers, immediately upon tender to Contractor of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the claim does not relieve Contractor from its separate and distinct obligation to defend under this Section 15. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes an obligation to provide independent counsel if Contractor asserts that liability is caused in whole, or in part, by the negligence or willful misconduct of an indemnified party. (d) The review, acceptance or approval of the Contractor’s work or work product by any indemnified party shall not affect, relieve or reduce the Contractor’s indemnification or defense obligations. This Section 15 survives completion of the services or the termination of this Contract.

The provisions of this Section 15 are not limited by, and do not affect, the provisions of this Contract relating to insurance.
(e) Acceptance of insurance certificates and endorsements required under this Contract does not relieve Contractor from liability under this Section

15. This Section 15 shall apply whether or not such insurance policies are determined to be applicable to any such damages or claims for damages.

16. Safety. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor shall perform all work hereunder in full compliance with applicable local, state and federal safety requirements including but not limited to Occupational Safety and Health Administration requirements, and shall assume sole and complete

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responsibility for the safety of Contractor's employees and any subContractor's employees. If a death, serious personal injury or substantial property damage occurs in connection with the performance of this Contract, Contractor shall immediately notify the City by telephone.

17. Insurance. Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forth in said Exhibit F.

18. Non-Liability of Officials and Employees of the City. No official or employee of the City shall be personally liable for any default or liability under this Contract.

19. Compliance with Laws. Contractor shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals, with respect to this Contract, including without limitation environmental laws, employment discrimination laws and prevailing wage laws. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50, 2.52, 2.56, and 2.60, if applicable.

Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor shall promptly provide to City documents and information verifying its compliance with the Living Wage Ordinance. Also as prescribed in § 2.60.070, Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance.

Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or subcontractor under a contract or subcontract with the City for public work or for goods or for services to refrain from discriminatory employment or subcontracting practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential subcontractor.

Contractor acknowledges that the City’s Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City’s website at
http://www.ci.richmond.ca.us/workplacepolicies . Contractor agrees to abide by the terms and conditions of said policies.

20. Limitations upon Subcontracting and Assignment. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated

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under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.

Contractor acknowledges that the services which Contractor shall provide under this Contract are unique, personal services which, except as otherwise provided herein, Contractor shall not assign or sublet to any other party without the prior written approval of City, which approval may be withheld in City's sole and absolute discretion. In the event that City, in writing, approves any assignment or subletting of this Contract or the retention of subcontractors by Contractor, Contractor shall provide to City upon request copies of each and every subcontract contract prior to the execution thereof by Contractor and subcontractor. Any assignment by Contractor of any or all of its rights under this Contract without first obtaining City's prior written consent shall be a default under this Contract.

The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership or joint-venture or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture.

21. Integration. This Contract constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes any previous oral or written agreement; provided, however, that correspondence or documents exchanged between Contractor and City may be used to assist in the interpretation of the Exhibits to this Contract.

22. Modifications and Amendments. This Contract may be modified or amended only by a change order or Contract Amendment executed by both parties and approved as to form by the City Attorney.

23. Conflicting Provisions. In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Conditions as set forth in Exhibit E shall prevail over these General Conditions. In the event of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor.

24. Non-exclusivity. Notwithstanding any provision herein to the contrary, the services provided by Contractor hereunder shall be non-exclusive, and

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City reserves the right to employ other Contractors in connection with the project.

25. Exhibits. All Exhibits hereto are made a part hereof and incorporated herein by reference; provided, however, that any language in Exhibit A which does not pertain to the project description, proposal, scope of services, or method of compensation (as applicable) , or any corresponding responsibilities of City, shall be deemed extraneous to, and not a part of, this Contract.

26. Force Majeure. Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest, acts of terrorism, insurrection, war, declaration of a state or national emergency or other reasons of a like nature not within the reasonable control of such party.

27. Time of the Essence. Time is of the essence of this Contract. Contractor and City agree that any time period set forth in Exhibit A represents their best estimates with respect to completion dates and both Contractor and City acknowledge that departures from the schedule may occur.

Therefore, both Contractor and City will use reasonable efforts to notify one another of changes to the schedule. Contractor shall not be responsible for performance delays caused by others, or delays beyond Contractor's control, and such delays shall extend the times for performance of Contractor's work.

28. Confidentiality. Contractor agrees to comply with, and to require its employees, agents and partners to comply with, all applicable State or Federal statutes or regulations respecting confidentially, including but not limited to, the identity of persons served under this Contract, their records, or services provided them, and assures that:

All applications and records concerning any individual made or kept by Contractor or any public officer or agency in connection with the administration of or relating to services provided under this Contract will be confidential, and will not be open to examination for any purposes not directly connected with the administration of such service.

No person will publish or disclose or permit or cause to be published or disclosed, any list of persons receiving services, except as may be required in the administration of such service.

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29. Third Parties. Nothing herein shall be interpreted as creating any rights or benefits in any third parties. For purposes hereof, transferees or assignees as permitted under this Contract shall not be considered "third parties."

30. Governing Law. This Contract shall be construed in accordance with the law of the State of California without regard to principles of conflicts of law.

This Contract is made in Contra Costa County, California, and any action relating to this Contract shall be instituted and prosecuted in the courts of Contra Costa County, California.

31. Nonrenewal. Contractor understands and agrees that there is no representation, implication, or understanding that the services provided by Contractor under this Contract will be purchased or renewed by the City under a new contract following expiration or termination of this Contract, and waives all rights or claims to notice or hearing respecting any failure by City to continue the purchase of all or any failure to continue purchase of all or any such services from Contractor.

32. Claims. Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.

33. Interpretation. This Contract shall be interpreted as if drafted by both parties.

34. Warranty. In the event that any product shall be provided to the City as part of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty (180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.

35. Severability. In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view

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toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.

36. Authority. City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signing on behalf of Contractor warrants and represents that he or she is duly authorized to enter into and execute this Contract on behalf of Contractor, and shall be personally liable to City if he or she is not duly authorized to enter into and execute this Contract on behalf of Contractor.

37. Waiver. The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach.

Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor’s performance, or payments therefore, or any combination of these acts, shall not relieve the Contractor’s obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.

38. Possessory Interest. If this Contract results in the Contractor having possession of, claim to or right to the possession of land or improvements, but does not vest ownership of the land or improvements in the same person, or if this Contract results in the placement of taxable improvements on tax exempt land (Revenue and Taxation Code 107), such interest or improvements may represent a possessory interest subject to property tax, and Contractor may be subject to the payment of property taxes levied on such interest.

39. Performance and Final Acceptance.

Contractor represents that it is experienced, qualified, registered, licensed, equipped, organized and financed to perform the services under this Contract.

Contractor shall perform the services under this Contract with that degree of skill and judgment normally exercised by professional firms performing services of a similar nature in the State of California, and shall be responsible for the professional quality, technical accuracy and coordination of the services it performs under this Contract. In addition to the other rights and remedies which City may have, Contractor shall, at its own expense, correct any services which fail to meet the above standard.

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General Conditions/EJ/TE 01-19-11 13 of 13
City shall provide Contractor an opportunity to cure errors and omission which may be disclosed during the review of submittals, with no increase in the authorized Contract Payment Limit. Should Contractor fail to make necessary corrections in a timely manner, such corrections shall be made by the City and the cost thereof shall be charged to Contractor.

If warranted, City shall determine, and Contractor may request such determination, that Contractor has satisfactorily completed performance of this Contract. Upon such determination, City shall issue to Contractor a written Notice of Final Acceptance, after which Contractor shall not incur further costs under this Contract. Contractor shall respond to such Notice of Final Acceptance by executing and submitting to City a Release and Certificate of Final Payment.

40. Survival. The rights and obligations of the parties which by their nature survive termination or completion of the services covered by this Contract shall remain in full force and effect after termination or completion.

3-21-23, CC Mtg.

For the Contract between the City of
Richmond and

EXHIBIT E

SPECIAL CONDITIONS
The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable):

None.

Amec Foster Wheeler Environmental Infra., In

3-21-23, CC Mtg.

For the Contract between the City of
Richmond and

EXHIBIT F

INSURANCE PROVISIONS
During the entire term of this Contract and any extension or modification thereof, the CONTRACTOR shall keep in effect insurance policies meeting the insurance requirements specified in the insurance provisions which are attached hereto and incorporated herein by this reference.

Amec Foster Wheeler Environmental Infra., In

3-21-23, CC Mtg.
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors
Type 1 – Page 1 of 4
Revised: September 2011
In all instances where a CONTRACTOR or its representatives will be conducting business and/or providing services, the City requires the following MINIMUM insurance requirements and limits.

CONTRACTOR shall procure and maintain for the duration of the contract, agreement, or other order for work, services or supplies, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.

CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General Liability insurance, CONTRACTOR shall look solely to its insurance for recovery. CONTRACTOR hereby grants to CITY, on behalf of any insurer providing Commercial General Liability insurance to either CONTRACTOR or CITY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance.

Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for general liability, as well as a waiver of subrogation for Workers’ Compensation insurance, shall be received and approved by the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.

City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.

Minimum coverage is detailed below. The policy limits of coverage shall be made available to the full limits of the policy.

The minimum limits stated herein shall not serve to reduce the policy limits of coverage of CONTRACTOR.

Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001) including coverage for bodily and personal injury, property damage, and products and completed operations.

2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto)

3. Original and Separate Additional Insured Endorsements for General Liability (ISO Form CG 20 10 11/85 or its equivalent) with primary and non-contributory language.

4. Workers’ Compensation Insurance as required by the State of California including Employer’s Liability coverage.

5. Original and Separate Waiver of Subrogation for Workers’ Compensation and Builder’s Risk/ Course of Construction Insurance.

6. Builder’s Risk/Course of Construction insurance covering all risks of loss less policy exclusions when the City of Richmond has a financial interest in the property. – (Only required for Construction Contracts involving property)

7. Contractor’s Pollution Liability (if applicable for Construction Contractors) Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease.

If CONTRACTOR is self-insured, provide a certificate of Permission to SelfInsure, signed by the California Department of Industrial Relations and SelfInsurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61.

3-21-23, CC Mtg.
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors
Type 1 – Page 2 of 4
Revised: September 2011

PROJECT COST REQUIRED LIMIT
$0 - $5 million $2 million p/o
$5 million - $10 million $5 million p/o
Over $10 million $10 million p/o
Fireworks $5 million p/o
General Liability
(primary and excess limits
combined)
Includes coverage for bodily injury, personal injury, property damage and products and completed operations. The policy shall not exclude coverage for XCU perils (explosion, collapse, or damage to underground property).

If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit ($4 million aggregate limit).

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.

Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.

Builders’ Risk/Course of
Construction – Covers property
under construction, repair or
renovation as well as equipment
and materials to be installed.
(Only required for Construction
Projects involving property and
equipment installation.)
Coverage shall include all risks of direct physical loss, excluding earthquake, for an amount equal to the full completed value of the covered structure or replacement value of alterations or additions, including soft costs and business interruption.

If the project does not involve new or major reconstruction, an Installation Floater may be acceptable. For such projects, a property installation floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken or destroyed during the performance of the Work, including during transit, installation and testing at the City of Richmond’s site.

The City of Richmond shall be named as loss payee as its interest may appear. The insurer shall waive all rights of subrogation against City.

Contractor’s Pollution Liability (if
applicable)
Protects against:
unexpected/unintended release of
pollution resulting from contractors
covered operations such as:

HVAC, paving, carpentry, pipeline
& tank installation, drillers,
remediation contractors,
maintenance, mechanical,
demolition, excavation, grading,
street/road construction,
residential & commercial builders.

Same limits as General Liability.

Required Policy Conditions
A. M. Best Rating A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.

Additional Insured Endorsement Applicable to General Liability Coverage.

The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising out of the operations by or on behalf of the named insured, including but not limited to bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.

ISO form CG 20 10 (11/85) or its equivalent is required. The endorsement must not exclude products and completed operations coverage. If it does, then CG 20 37 (10/01) is also required.

3-21-23, CC Mtg.
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors
Type 1 – Page 3 of 4
Revised: September 2011
Additional Insured Endorsement
(continued)
SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61
Primary and Noncontributory The contractor’s insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

Waiver of Subrogation
Endorsement Form
Contractor’s insurer will provide a Waiver of Subrogation in favor of the City for Workers Compensation and Builder’s Risk/ Course of Construction coverage during the life of this contract.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61
Deductibles and Self-Insured
Retentions
Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City or the CONTRACTOR shall procure a financial guarantee in an amount equal to the deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.

Contractor is responsible for satisfaction of the deductible and/or self-insured retention for each loss.

Loss Payable Endorsement (only
required when Builder’s Risk
and/or Course of Construction
Insurance is required.)
Applicable to Builder’s Risk/Course of Construction naming the City of Richmond as Loss Payee.

SURETY BONDS
(If a Public Works/Engineering
Project)
The Contractor shall provide:

1. A Bid bond

2. A Performance Bond

3. A Payment Bond
Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverages and cover those insured in the underlying policies.

Claims-Made Policies
If any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or nonrenewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

Subcontractors
CONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR’s subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.

3-21-23, CC Mtg.
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors
Type 1 – Page 4 of 4
Revised: September 2011
Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin. The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.

Original insurance certificates and required policy endorsements shall be mailed, or delivered to the Designated Project Manager for the City of Richmond.

Insurance certificates and endorsements may be faxed to the Designated Project Manager. However, Contractor must mail the original certificates and endorsements to Designated Project Manager once faxed.

Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City’s insurance requirements, the City may take such action as it deems necessary to protect the City’s interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.

Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days’ prior written notice has been given to the City.

Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.

3-21-23, CC Mtg.

The ACORD name and logo are registered marks of ACORD

CERTIFICATE HOLDER
© 1988-2014 ACORD CORPORATION. All rights reserved.

ACORD 25 (2014/01)

AUTHORIZED REPRESENTATIVE

CANCELLATION

DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE

JECT LOC PRO- POLICY
GEN'L AGGREGATE LIMIT APPLIES PER:

CLAIMS-MADE OCCUR

COMMERCIAL GENERAL LIABILITY
PREMISES (Ea occurrence) $ DAMAGE TO RENTED
EACH OCCURRENCE $
MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GENERAL AGGREGATE $
PRODUCTS - COMP/OP AGG $
DED RETENTION $

CLAIMS-MADE
OCCUR
$
AGGREGATE $
UMBRELLA LIAB EACH OCCURRENCE $

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

LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF
(MM/DD/YYYY) POLICY EXP(MM/DD/YYYY) LIMITS
PER
STATUTE OTHER
E.L. EACH ACCIDENT
E.L. DISEASE - EA EMPLOYEE
E.L. DISEASE - POLICY LIMIT
$
$
$

ANY PROPRIETOR/PARTNER/EXECUTIVE
If yes, describe under
DESCRIPTION OF OPERATIONS below
(Mandatory in NH)
OFFICER/MEMBER EXCLUDED?

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY Y / N

AUTOMOBILE LIABILITY

ANY AUTO

ALL OWNED SCHEDULED

HIRED AUTOS NON-OWNED AUTOS AUTOS
AUTOS

COMBINED SINGLE LIMIT
BODILY INJURY (Per person)
BODILY INJURY (Per accident)
PROPERTY DAMAGE $
$
$
$

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSD
ADDL
WVD
SUBR
N / A
$
$
(Ea accident)
(Per accident)
OTHER:

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSURED
PHONE
(A/C, No, Ext):

PRODUCER
ADDRESS:

E-MAIL
FAX
(A/C, No):

CONTACT
NAME:

NAIC #
INSURER A :

INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

INSURER(S) AFFORDING COVERAGE

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

WC 3867133-09
X
WC 3504866-15
05/01/16
05/01/16
1250 Route 28, Suite 201
Campus View Plaza
Amec Foster Wheeler Environment & Infrastructure, Inc.

Construction Risk Partners, LLC
2,000,000
01/30/2017
Richmond, CA 94804
05/01/16
450 Civic Center Plaza
100,000
X
City of Richmond
X
05/01/17
05/01/17
Coll $1,000
1,000,000
Comp $1,000
1,000,000
Branchburg, NJ 08876
05/01/17
1,000,000
BAP 9483148-05

AMERICAN ZURICH INS CO

ZURICH AMER INS CO

ACE AMER INS CO
X
1-908-566-1010
C
C
10,000
4,000,000
X
Oakland, CA 94612
X
Nhuddy
X
X
B
49036649
49036649
N
180 Grand Avenue, 11th Floor
X
USA
HDO G24557728 05/01/16 05/01/17
provisions.
applicable where required by written contract and allowed by law. 30 days notice of cancellation applies per policy written contract. Coverage is primary and non-contributory where required by written contract. Waiver of subrogation is The City of Richmond is an additional insured on the General Liability and Automobile Liability policies as required by Project Start Date: Jan-30-2017 - Project Completion Date: Jan-30-2018 Re: City of Richmond
4,000,000
A
X
2,000,000
X
40142
16535
22667
1,000,000

3-21-23, CC Mtg.

CG 20 10 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 2 POLICY NUMBER: HDO G24557728 001 Endorsement Number: 36

COMMERCIAL GENERAL LIABILITY
CG 20 10 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION ADDITIONAL INSURED – OWNERS, LESSEES OR
CONTRACTORS – SCHEDULED PERSON OR

ORGANIZATION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s) Location(s) Of Covered Operations
Where required by Insured Contract executed prior to a
loss
All work conducted by AMEC USA Holdings, Inc. except
for work conducted at or from any OCIP, CCIP or Joint
Venture Insurance Program for which the named
insured is an enrolled participant.

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

A. Section II – Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury", "property damage" or "personal and advertising injury"
caused, in whole or in part, by:

1. Your acts or omissions; or

2. The acts or omissions of those acting on your
behalf;
in the performance of your ongoing operations for
the additional insured(s) at the location(s)
designated above.

However:

1. The insurance afforded to such additional
insured only applies to the extent permitted by
law; and

2. If coverage provided to the additional insured is
required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.

B. With respect to the insurance afforded to these
additional insureds, the following additional
exclusions apply:

This insurance does not apply to "bodily injury" or
"property damage" occurring after:

1. All work, including materials, parts or
equipment furnished in connection with such
work, on the project (other than service,
maintenance or repairs) to be performed by or
on behalf of the additional insured(s) at the
location of the covered operations has been
completed; or

2. That portion of "your work" out of which the
injury or damage arises has been put to its
intended use by any person or organization
other than another contractor or subcontractor
engaged in performing operations for a
principal as a part of the same project.

3-21-23, CC Mtg.

C. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:

If coverage provided to the additional insured is
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable Limits of
Insurance shown in the Declarations;
whichever is less.

This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.

3-21-23, CC Mtg.

CG 20 37 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER: HDO G24557728 001 Endorsement Number: 54

COMMERCIAL GENERAL LIABILITY
CG 20 37 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS ADDITIONAL INSURED – OWNERS, LESSEES OR
CONTRACTORS – COMPLETED OPERATIONS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s) Location And Description Of Completed Operations All parties where required by Insured Contract
executed prior to a loss
All work conducted by AMEC USA Holdings, Inc.
except for work conducted at or from any OCIP, CCIP
or Joint Venture Project Specific Insurance Program for which the named insured is an enrolled participant.

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

A. Section II – Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury" or
"property damage" caused, in whole or in part, by
"your work" at the location designated and
described in the Schedule of this endorsement
performed for that additional insured and
included in the "products-completed operations
hazard".

However:

1. The insurance afforded to such additional
insured only applies to the extent permitted
by law; and

2. If coverage provided to the additional insured
is required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to provide
for such additional insured.

B. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:

If coverage provided to the additional insured is
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable Limits of
Insurance shown in the Declarations;
whichever is less.

This endorsement shall not increase the applicable
Limits of Insurance shown in the Declarations.

3-21-23, CC Mtg.

CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER: HDO G24557728 001 Endorsement Number: 35

COMMERCIAL GENERAL LIABILITY
CG 20 01 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION PRIMARY AND NONCONTRIBUTORY –

OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
The following is added to the Other Insurance
Condition and supersedes any provision to the
contrary:

Primary And Noncontributory Insurance
This insurance is primary to and will not seek
contribution from any other insurance available
to an additional insured under your policy
provided that:
(1) The additional insured is a Named Insured
under such other insurance; and
(2) You have agreed in writing in a contract or
agreement that this insurance would be
primary and would not seek contribution
from any other insurance available to the
additional insured.

3-21-23, CC Mtg.

POLICY NUMBER: COMMERCIAL AUTO
CA 20 48 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

CA 20 48 10 13 Insurance Services Office, Inc., 2011 Page 1 of 1

DESIGNATED INSURED FOR

COVERED AUTOS LIABILITY COVERAGE
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement.

This endorsement identifies person(s) or organization(s) who are ‘‘insureds’’ for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form.

This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below.

SCHEDULE
Name Of Person(s) Or Organization(s):

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

Each person or organization shown in the Schedule is
an ‘‘insured’’ for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an ‘‘insured’’ under the Who Is An Insured
provision contained in Paragraph A.1. of Section II ---- Covered Autos Liability Coverage in the Business
Auto and Motor Carrier Coverage Forms and
Paragraph D.2. of Section I ---- Covered Autos
Coverages of the Auto Dealers Coverage Form.

BAP 9483148-0

ANY PERSON OR ORGANIZATION TO WHOM OR WHICH YOU ARE REQUIRED TO

PROVIDE ADDITIONAL INSURED STATUS OR ADDITIONAL INSURED STATUS ON A

PRIMARY, NON-CONTRIBUTORY BASIS, IN A WRITTEN CONTRACT OR WRITTEN

AGREEMENT EXECUTED PRIOR TO LOSS, EXCEPT WHERE SUCH CONTRACT OR AGREEMENT IS PROHIBITED BY LAW.

Named Insured: ".&$
64"
)0-%*/(4

*/$

Endorsement Effective Date: 

3-21-23, CC Mtg.
 8$
".&$
64"
)0-%*/(4

*/$
"NFSJDBO
;VSJDI
*OTVSBODF
$PNQBOZ

3-21-23, CC Mtg.

CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 POLICY NUMBER: HDO G24557728 001 Endorsement Number: 71

COMMERCIAL GENERAL LIABILITY
CG 24 04 05 09

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Name Of Person Or Organization:

Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss.

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

The following is added to Paragraph 8. Transfer Of
Rights Of Recovery Against Others To Us of
Section IV – Conditions:

We waive any right of recovery we may have against
the person or organization shown in the Schedule
above because of payments we make for injury or
damage arising out of your ongoing operations or
"your work" done under a contract with that person
or organization and included in the "productscompleted operations hazard". This waiver applies only to the person or organization shown in the
Schedule above.

3-21-23, CC Mtg.

U-CA-320-B CW (4/ 94)

Waiver Of Transfer Of Rights Of Recovery Against Others To Us Policy No. Eff. Date of Pol. Eff. Date of End. Agency No. Addl. Prem. Return Prem.

This endorsement is issued by the company named in the Declarations. It changes the policy on the effective date listed above at the hour stated in the Declarations.

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Named Insured:

Address (including ZIP code):

This endorsement modifies insurance provided under the:

Business Auto Coverage Form
Truckers Coverage Form
Garage Coverage Form
Motor Carrier Coverage Form

SCHEDULE
Name of Person or Organization:

We waive any right of recovery we may have against the designated person or organization shown in the schedule because of payments we make for injury or damage caused by an "accident" or "loss" resulting from the ownership, maintenance, or use of a covered "auto" for which a Waiver of Subrogation is required in conjunction with work performed by you for the designated person or organization. The waiver applies only to the designated person or organization shown in the schedule.

Countersigned: Date:

Authorized Representative

ONLY THOSE PERSONS OR ORGANIZATIONS FOR WHOM YOU ARE REQUIRED TO WAIVE YOUR RIGHTS OF RECOVERY UNDER THE TERMS OF A WRITTEN CONTRACT.

%$3
 
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3-21-23, CC Mtg.

March 21, 2023
Community Development
DATE: March 21, 2023
TO: Mayor Martinez and Members of the City Council
FROM: Lina Velasco, Director of Community Development
Shannon Moore, Chief Assistant City Attorney
SUBJECT: Legal Services Agreement with Civica Law Group, APC for Code Enforcement Legal Services and to Continue
the City’s Health and Safety Receivership Program
FINANCIAL IMPACT: The total expenditure for the legal services agreement, not to exceed $485,600.44, is funded in the approved
fiscal year 2022-23 budget respectively (01163019-
400206). The City anticipates cost recovery of the
majority of the legal expenditures as the receivership
program and many of the code enforcement actions are
recoverable.

PREVIOUS COUNCIL
ACTION:

None

STATEMENT OF THE
ISSUE:

To support the City with specialized legal representation relating to code enforcement legal services and to
continue the City’s Health and Safety Receivership
Program, the Code Enforcement Division is seeking
approval of a legal services agreement with Civica Law
Group, APC.

RECOMMENDED ACTION: APPROVE a legal services agreement with Civica Law Group, APC, in an amount not to exceed $485,600.44,
for a term beginning March 7, 2023 to June 30, 2024,
since the attorneys the City currently retained for code enforcement and receivership services moved from Silver & Wright, LLP, and formed a new law firm, Civica Law
Group, APC - Community Development (Lina Velasco
510-620-6706).

AGENDA
REPORT

3-21-23, CC Mtg.

March 21, 2023
DISCUSSION:

On April 6, 2021, the City Council approved a third contract amendment with Silver & Wright, LLP increasing the contract amount by $750,000 for a total not to exceed amount of $850,000. Since this amendment was approved, the two main attorneys who advise the City on code enforcement matters and assist with the City’s Health and Safety receivership program have left Silver & Wright and formed a new law firm, Civica Law Group, APC. Since the Community Development Department, in coordination with the City Attorney’s Office, would like to continue using the two key attorneys, Matt Silver and Kellie Shin, City staff is requesting that City Council agree to the proposed legal services agreement with Civica Law Group, APC. All terms of the third contract amendment already approved by City Council on April 6, 2021, will remain the same.

City staff is just requesting authority to enter into a new legal services agreement with Civica Law Group with Matt Silver and Kellie Shin (“Special Counsel”). The LSA also provides for a three percent annual cost of living adjustment to the previous hourly rates.

Receivership Program Background:

In 2018, the City of Richmond launched a Health and Safety Receivership Program.

The program rehabilitates abandoned, substandard, and nuisance properties in Richmond, which pose significant health and safety hazards to the community and public. The Code Enforcement Division, Building and Safety, and Richmond Fire and Police Departments have all worked with the City Attorney’s Office and Special Counsel, Matthew Silver of Civica Law Group. Below are highlights of two of the many successes working with Special Counsel to bring dangerous and substandard properties into full compliance making Richmond a safer place to live and work.

In 2022, the City referred a fourplex residential structure located on Bayview Drive (“Bayview Property”), which had been on the City’s and Richmond Police Department’s (RPD”) radar for over a decade. RPD received hundreds of calls for service and citizen complaints to the Property for various crimes such as noise disturbances, non-stop vehicle and foot traffic (evidencing narcotics sales), illegal occupation of the garage, urination, and illegal dumping of trash and debris on and around the property. The Bayview Property was also known among law enforcement, neighbors, and the community as a drug house where narcotics are kept, sold, given away, stored, and used and a location where known drug users, sellers, and addicts congregate and a known location for probationers. Despite expending substantial resources to obtain compliance from the owner for over a decade, the owner refused and was unable to take any action. Special Counsel was retained to proceed with a court action, but the current owner ultimately decided to market the property. Special Counsel entered into a Compliance Agreement with the new owners who rehabilitated the Bayview Property abating all dangerous and hazardous conditions. The City also recovered its costs and fees ($45,000) from the sale proceeds. RPD has since reported zero calls for service and citizen complaints. This excellent result was obtained without resorting to protracted and contentious litigation thereby saving the City and the owner substantial costs and fees.

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March 21, 2023
Additionally, Special Counsel also worked with City staff on an abandoned and substandard property located on Barkley Drive (“Barkley Property”), which had been red-tagged due to the significant health and safety hazards. The owners are deceased, and no responsible party or heir stepped forward to take responsibility for the rehabilitation of the property. Again, without litigation, Special Counsel worked with a State agency for the sale of the property to a responsible property owner, who entered into a Compliance Agreement with the City. The Compliance Agreement set forth firm deadlines for the property to be brought into full compliance and the new owners fully reimbursed the City for its total costs and fees (approx. $50,000) expended for its nuisance abatement efforts.

To date, the City has obtained $328,109.75 in cost recovery, including staff time, attorney fees, abatement costs, and administrative fines in connection with the work performed by these attorneys, who are now with Civica Law Group. Special Counsel also assists staff with improving processes and procedures, staying current with changes in State law, and improving accordingly, reducing liability exposure to the City, all of which are vital, but do not have a recoverable cost component.

Given these successes obtained by Special Counsel, the City desires to continue to work with Special Counsel through Civica Law Group, APC.

In addition, Special Counsel is also assisting the City with the continued enforcement efforts of the Richmond Residential Rental Inspection Program, which will help support the City’s general fund from property owner compliance. Special Counsel is also working with City staff on updating and revising the Richmond Municipal Code to ensure compliance with all new State laws and provides legal assistance on various other matters including but not limited to; enforcement of illegal cannabis operations; license revocation; and general legal advice on internal policy and procedures to ensure compliance with all laws, thus helping mitigate City risks and potential liabilities.

DOCUMENTS ATTACHED:

Attachment 1 – Legal Services Agreement with Civica Law Group, APC

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1 LEGAL SERVICES AGREEMENT

BY AND BETWEEN

THE CITY OF RICHMOND
AND
Civica Law Group, APC

PREAMBLE
This legal services agreement (“Agreement”) is made and entered into on this 4 day of March, 2023 (the “Effective Date”) by and between the City of Richmond, California, a chartered California municipal corporation (“City”), with its principal place of business located at 450 Civic Center Plaza, Richmond, California 94804 and CIVICA LAW GROUP, APC comprised of attorneys licensed to practice law in the State of California (“Special Counsel”) with its principal place of business located at, 4000 Barranca Parkway, Irvine, CA 92604.

Special Counsel may be referred to herein individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

RECITALS
The following recitals are as follows:

A. City desires to secure professional services more fully described in this Agreement; and, B. Special Counsel represents that it has the professional qualifications, expertise, necessary licenses and desire to provide legal services of the quality and type, which meet objectives, and requirements of City.

AGREEMENT PROVISIONS
The Parties agree as follows:

1. RETENTION OF FIRM.

A. City hereby confirms, retains and authorizes Special Counsel to represent City and provide legal services as may be requested, from time to time, orally or in writing, by authorized representatives of City on an as-needed basis. By this Agreement, City is retaining Special Counsel and not individual members of the Special Counsel. Special Counsel’s client is the City, as a public entity, and not any of its individual members, groups of individuals or any other entity.

B. The Special Counsel shall report to and receive direction from the City Attorney only and not from any other Department Head or City staff.

C. Special Counsel shall perform such legal services for and on behalf of City under the primary direction of the City Attorney. Special Counsel shall undertake, subject to approval of the City Attorney, additional duties as may be authorized by City from time to time under the terms and conditions of this Agreement.

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2 2. DESCRIPTION OF SERVICES TO BE PROVIDED.

These services may include, but are not limited to, providing advice and counsel on legal matters affecting City, performing legal research, representing City in judicial proceedings in state and/or federal court or other dispute resolution forums or before administrative agencies, negotiating contracts and drafting contracts, correspondence and other legal documents as may become necessary. These services shall also include the preparation and delivery of status reports to City as specified in paragraph 11 of this Agreement.

3. TERM OF AGREEMENT.

The services of Special Counsel are to commence upon the Effective Date of this Agreement and shall terminate on JUNE 30, 2024, unless the parties extend the Agreement in writing. The services shall be undertaken and completed in such sequence as to assure their completion as expeditiously as is consistent with professional skill and care.

4. ASSIGNMENT OF DUTIES.

It is contemplated that no other attorney will be assigned from Special Counsel other than Matthew Silver and Kellie Shin, or an attorney, paralegal or law clerk who is managed by one of them.

5. PUBLIC FUNDING.

Special Counsel and City mutually recognize that Special Counsel’s services under this Agreement are being paid for with tax dollars from citizens and taxpayers of the City of Richmond, California, and that, given this fact, a heightened duty of care exists in both Special Counsel and City to ensure that Special Counsel scrupulously adheres to principles of moderation, frugality and cost consciousness in carrying forth the goals of this Agreement. Special Counsel and each of its attorneys pledge themselves to scrupulously observe a duty of reasonableness and cost effective representation in all aspects of this Agreement.

6. PAYMENT FOR SERVICE.

In consideration for Special Counsel’s performance of legal services on behalf of City under the terms of this Agreement, and upon review and approval of Special Counsel’s bill by the City Attorney, Special Counsel shall be compensated at the preapproved hourly rates and for authorized expenses set forth in the “Scope of Work and Schedule of Fees and Charges” set forth in Exhibit A, attached and incorporated by this reference.

Fees for services performed by retained consultants, subcontractors, experts or other personnel may be billed to City only if approved in writing by the City Attorney.

Exhibit A may be amended from time to time by letter agreement duly signed and

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3 approved by the City Attorney.

7. BILLING INVOICES.

Special Counsel shall, within fifteen (15) days after the end of each month in which services are performed under this Agreement, submit to the City an itemized bill describing in detail the specific services performed as set forth in this Agreement. Special Counsel shall adhere to the Protocols and Guidelines set forth in Exhibit B, attached and incorporated by this reference. The bill shall be electronically submitted to:
[email protected]

8. PROJECT PLAN AND BUDGET AND RESERVES.

Special Counsel shall provide a project plan and budget for any project or case assigned to Special Counsel under this Agreement. Project plans and budgets shall conform to the guidelines set forth in Exhibit C (Project Plan and Budget) and Exhibit D (Mandatory Case Reporting Policy), when the case is reportable to the City’s excess insurance carrier, California Joint Powers Risk Management Authority (CJPRMA). If the case is reportable to CJPRMA, Special Counsel shall provide an initial report notifying them of the claim or lawsuit within 30 days of receipt of the assignment and the estimated exposure. The City Attorney and Risk Manager shall be copied on all correspondence sent to CJPRMA.

9. LITIGATION GUIDELINES.

When litigation is included in the scope of work, litigation guidelines as specified in Exhibit E are to be followed.

10. BILLING.

Special Counsel shall scrupulously examine all bills submitted for services rendered under this Agreement to assure that appropriate billing judgment is employed in billing City for service. Special Counsel shall not bill for hours other than those hours expressly devoted to the tasks approved in advance by the City Attorney. Special Counsel agrees it will not bill for time, which is not specifically devoted to the task(s). Special Counsel shall not use legal professionals for secretarial work and under no circumstances shall Special Counsel have lawyers billing for making copies, scheduling appointments or taking care of matters or work that would otherwise be work performed by a law clerk, assistant or secretary.

11. STATUS REPORTS.

Special Counsel shall, every thirty (30) days, submit via electronic mail a written update setting forth a summary of activities performed on behalf of City during the preceding month, the current status of each pending matter, results obtained or expected to be obtained, a summary of invoices for the preceding month and other information relating

3-21-23, CC Mtg.
4 to the services rendered as City may reasonably request. The update should be emailed to the City Attorney with a copy to the Risk Manager and CJPRMA, if applicable. Please keep the status reports brief and spend no more than one (1) hour billing for your time.

Please also attach any referenced filings to your status report.

12. TERMINATION.

Either Party may terminate this Agreement by providing written notice to the other. Any termination hereunder shall become effective immediately upon receipt of written notice of termination; provided, however, that Special Counsel may exercise its right of termination only to the extent and under terms and conditions consistent with the obligations of Special Counsel under the Rules of Professional Conduct of the State Bar of California; and provided, that in the event of termination, the amount due Special Counsel for services rendered and costs and expenses incurred prior to termination shall remain due and payable. Special Counsel agrees to turn over to any attorney substituted in its place, the entire file and attorney work product regarding any such matter within seven (7) days of any such termination.

13. CONFLICTS OF INTEREST.

A. No member of the governing body of the City, and no other officer, employee or agent of the City who exercises any discretion, function or responsibility in connection with the carrying out of any project to which this Agreement pertains, shall have any personal interest, direct or indirect, in this Agreement.

B. Special Counsel agrees to secure the informed written consent of the City Attorney before accepting any representation adverse to the City (actual or apparent) during the term of this Agreement, and to forego the representation if the City Attorney, in his or her sole discretion, objects for any reason. This provision is intended to supersede all applicable rules of professional conduct relating to conflict of interest.

14. ASSIGNMENTS AND SUCCESSORS IN INTEREST.

City and Special Counsel bind themselves, their partners, successors, assigns, executors and administrators to the terms of this Agreement. Except as otherwise set forth in this Agreement, no interest in this Agreement or any of the work provided for in this Agreement shall be assigned or transferred, either voluntarily or by operation of law, without the prior written approval of the City Attorney.

15. AUDITS, RECORDS, AND DOCUMENTATION.

A. The City and any other federal, State or local governmental agency, and any of their authorized auditors or representatives, including auditors, shall have access to, and the right to audit and reproduce any of Special Counsel's records to the extent the City or such other governmental agency deems necessary to ensure that City is paying only the amounts to which Special Counsel is properly entitled or for other

3-21-23, CC Mtg.
5 purposes relating to the Agreement. Special Counsel shall assist the City in responding to any requests from the City’s auditors, and Special Counsel shall not bill the City for any time spent responding to any such audit requests.

B. Special Counsel shall maintain complete and accurate records of the services provided to City and expenses incurred on behalf of City. Special Counsel shall maintain and preserve all such records for at least three (3) years after termination of the Agreement or until an audit has been completed and accepted in writing by City.

Upon written notice by the City, the Special Counsel shall promptly make all such records available to auditors or other representatives of the City or other governmental agencies.

16. NON-DISCRIMINATION.

A. As set forth in Chapter 2.28 of Richmond Municipal Code, no discrimination will be made in the employment of any person under this Agreement because of race, religious creed, sex, sexual orientation, national origin or ancestry. Special Counsel agrees to meet all requirements of the Richmond Municipal Code pertaining to nondiscrimination in employment.

B. If Special Counsel is found in violation of the nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of federal law or executive order in the performance of this Agreement, it will be in default of this Agreement. Thereupon, City will have the power to cancel or suspend this Agreement, in whole or in part.

17. HOLD HARMLESS/INDEMNIFICATION.

Special Counsel agrees to indemnify, hold harmless, release and defend to the maximum extent permitted by law, and covenants not to sue, the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages, costs, judgments and expenses (including attorney’s fees and costs of litigation) which in whole or in part result from, or arise out of, any negligent acts, errors or omissions (including, without limitation, professional negligence) of Special Counsel, its employees, representatives, subcontractors, or agents in connection with the performance of this Agreement. This Agreement to indemnify, hold harmless, release and defend includes, but is not limited to, personal injury (including death at any time) and property or other damage (including, but without limitation, contract or tort or patent, copyright, trade secret or trademark infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Special Counsel and its employees or agents, and members of the general public).

18. INSURANCE REQUIREMENTS.

Special Counsel shall maintain in full force and effect the following insurance policies:

3-21-23, CC Mtg.
6 A. Commercial general liability policy (bodily injury and property damage); B. Worker’s compensation/employer’s liability policy;
C. Business automobile liability insurance policy; and, D. Professional liability policy.

Said policies shall be maintained with respect to employees and vehicles assigned to the performance of work under this Agreement with coverage amounts, endorsements, certificates of insurance and coverage verifications as defined in Exhibit F, attached to this Agreement and incorporated by this reference.

19. CONFIDENTIALITY AND DISCLOSURE.

The data, information and reports acquired or prepared by Special Counsel in connection with matters upon which the City has retained Special Counsel shall not be shown or distributed to any other public or private person or entity except as authorized by the City Attorney and in no event prior to having been first disclosed to the City Attorney. All information, documents, records, reports, data or other materials furnished by City to Special Counsel or other such information, documents, records, data or other materials to which the Special Counsel has access during its performance pursuant to this Agreement are deemed confidential and shall remain the property of City. Special Counsel shall not make oral or written disclosure of such documents or materials, other than as necessary for its performance under this Agreement, without the prior written approval of the City Attorney.

20. AMENDMENTS.

This Agreement, including any Exhibits attached to it, represents the entire understanding of the Parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may be modified only by a written amendment duly executed by the Parties to this Agreement.

21. ENGAGEMENT OF OTHER COUNSEL, SPECIALISTS, OR EXPERTS.

Special Counsel will not engage or otherwise incur an obligation to pay other counsel, specialists, or experts for services in connection with this Agreement without the prior written approval of the City Attorney.

22. NOTICES.

All notices, pleadings, reports or other communication to the Parties shall be properly sent via electronic mail to [email protected] and to Special Counsel at its principal place of business listed on page one of this Agreement.

Either Party may change its address for receipt of notices under this Agreement by notice given in the manner provided herein.

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7 Either Party may change its address for receipt of notices under this Agreement by notice given in the manner provided herein.

23. LAW GOVERNING AGREEMENT.

This Agreement shall be interpreted under the laws of the State of California. All claims or controversies arising out of or related to performance under this Agreement shall be submitted to and resolved in a forum within Contra Costa County.

24. INVALID PROVISIONS.

If any provision of this Agreement is held to be illegal, invalid or unenforceable, in full or in part, then such provision shall be modified to the minimum extent necessary to make the provision legal, valid and enforceable, and the other provisions of this Agreement shall not be affected thereby.

25. LICENSE REQUIREMENTS.

Special Counsel shall demonstrate that the attorney(s) who provide legal services to City under this Agreement are licensed to practice law in the State of California and, if not, indicate to the satisfaction of the City Attorney why such license is not required to perform the services required.

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8 The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives. It is the intent of the Parties that this Agreement shall become operative on the Effective Date.

CIVICA LAW GROUP, APC
By:_______________________________
Title:_____________________________

CITY OF RICHMOND
____________________________
Mayor/ City Manager
Name:______________________
APPROVED AS TO FORM:
__________________________
City Attorney
ATTEST:
__________________________
City Clerk

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Exhibit A
9 SCOPE OF WORK AND SCHEDULE OF FEES & CHARGES
Scope of work:

Special Counsel shall provide legal representation, advice and assistance to the City regarding code enforcement matters and to continue the City Health and Safety Receivership Program.

City of Richmond Contact Attorney: Shannon Moore, Chief Assistant City Attorney Schedule of Fees & Charges:

Hourly Rates
PARTNER(S) $250/hour
PARALEGAL(S)/LAW CLERK(S) $145/hour

COMPENSATION
Only those costs and expenses set forth in Section III of Exhibit "B", entitled "Reimbursements" shall be paid to Special Counsel.

Total compensation for legal services and reimbursements shall be charged in accordance with Exhibits "A" and "B" and shall not exceed the sum of Four Hundred Eighty Five Thousand Dollars Six Hundred and forty four hundredths. ($485,600.44) for attorneys’ fees.

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Exhibit B
10 BILLING PROTOCOLS/GUIDELINES
The City of Richmond (“City”) has adopted the following protocols for billing, budgeting, and planning for projects involving outside counsel. Special Counsel will be required to comply with this protocol. If you have questions concerning it, please contact the City Attorney for clarification. In the event you wish to negotiate changes due to the internal operation of your firm, please raise them in writing as soon as possible. Any changes to this protocol will need prior, written approval from the City Attorney. In the interest of fairness, all Special Counsel is required to comply with this protocol. This protocol is also to be used in conjunction with any new proposal for services.

These protocols and guidelines are instituted to ensure that Special Counsel conveys the information necessary for the City Attorney to manage outside projects and litigation.

Also, because these guidelines are set out in advance, they are designed to minimize any confusion or misunderstanding. Compliance with these guidelines should enhance the attorney-client relationship. If you have any comments or suggestions that could improve this system, please feel free to contact the City Attorney.

I. BILLING FORMAT
Unless otherwise agreed, the following information must be provided in monthly bills:
a. A detailed description of work, in time increments of .1 hour (one tenth of an hour) for and by each and every individual billing services. b. Identification of the lawyer who is in charge of the matter. c. Reasonably detailed disbursement breakdowns with backup documentation of any individual charge exceeding $100.00.
d. Each billing item must be separately stated on a separate line identifying the attorney, the time spent and the exact nature of the service rendered. e. When charges are made for research time, the specific issue being researched and the need for the research should be identified.
f. Each item billed should be coded to a specific litigation budget line item, if applicable.
g. The City Attorney reserves the right to request various levels of detail and specific formats (such as columnar comparisons with established budgets).

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Exhibit B
11 II. BILLING GUIDELINES
a. All tasks set forth in Special Counsel’s billing documentation shall be specific and detailed. Overly generalized listings of task descriptions such as “review contract” or “prepare for negotiations” are not acceptable. b. Billings under this Agreement shall not be provided in more than six (6) minute increments and shall represent the devotion of a full six minutes before an increment is billed. Under no circumstances shall Special Counsel use “block billing” procedures, wherein a list or series of activities is done each day with only an aggregate amount of time specified. c. Special Counsel shall keep the City advised of the identity and billing rates of those people working on the project account.
d. All time shall be billed within 30 days of performance of the service. e. Counsel shall advise City whenever it anticipates the amount of services necessary to properly execute the task will exceed the amount of the contract.

When accrued billings are equal to eighty percent (80%) of the Payment Limit, written notice shall be given to the City as soon as possible, via e-mail, to the City Attorney’s Office, of this fact. In order to satisfy this notification requirement, Counsel shall monitor its accrued billings on a weekly basis and immediately notify the City Attorney if the eighty percent (80%) threshold is met. Special Counsel acknowledges the fiscal constraints on City funding and therefore Special Counsel assumes risk of non-payment for services rendered in the event the amount of services rendered exceeds the amount of the contract unless prior written authorization is received. Authorization to exceed the amount set forth in Exhibit A may be given only by City Attorney in writing.
f. Only those attorneys approved by the City may bill on the case. g. The City expects the attorney assigned to the case to handle all significant matters in the litigation. The City Attorney must approve in advance the assignment of other attorneys to the litigation or project. The City may request that the assigned work be instead handled by the primary attorney. h. Special Counsel shall not charge for more than one attorney at any hearing, deposition, or meeting of any kind without advance approval of the City Attorney.
i. No more than two paraprofessionals may bill on a particular case without the prior approval of the City.

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Exhibit B
12 j. The City has retained Special Counsel for its expertise, and therefore expects not to be billed for introductory or background research. City appreciates when Special Counsel has researched an issue previously and uses that research on present cases or projects. Do not charge the City for work Special Counsel has done and billed another client for in the past. k. Within thirty (30) days of the Effective Date of this Agreement, Special Counsel shall provide any manuals or policies describing Special Counsel’s billing practices.
l. The City does not allow “double billing” of any sort. If Special Counsel is working on another client’s matter, do not bill City for that time. This applies to travel time or any other matter.
m. Training time is not billable. Law clerks may be used only with prior approval.
n. City will not pay for new attorneys to “get up to speed” on a file unless it has been preapproved.
o. If a matter arises that requires Special Counsel to open a new file, the City Attorney should be informed immediately.
p. City reserves the right to require additional substantiation of any item of claimed expense.

III. REIMBURSEMENTS
a. The City will reimburse Special Counsel for the following expenses, and for no other expenses:
 Actual printing costs;
 Copying costs at $.12 / page (for legal documents and file materials, but not library materials);
 Actual cost of postage (including express mail delivery charges);  Facsimile charges at the rate of $0.25 per page;
 Computer research support services (e.g., Westlaw, LEXIS or computer time or services) at actual cost, but not to exceed 15% of the total fees for all legal services;
 Actual cost of long distance telephone calls;
 Transcription and reporter's fees; and
 Reasonable travel. The City does not pay for meals unless Attorney is required to be away from office for one full day. All meals and/or travel reimbursements will be subject to approval by the City Attorney. Travel expenses are limited to the lesser of actual expenses or expenses that would be authorized for City employee travel pursuant to City policy.

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Exhibit B
13 b. The City Attorney must approve in advance any single reimbursement item in excess of $250.
c. Any expense other than those listed in section “a.” must be approved by the City Attorney in writing and in advance in an approved budget. d. No compensation shall be allowed for administrative overhead or premiums added to the direct cost of research support or other services. e. Court filings shall be prepared in a timely manner so that “rush” or “expedited” messenger fees are not incurred.
f. Messenger and other charges in excess of actual costs are not permitted. City does not allow cost, plus a percentage, for actual outside costs g. City does not pay for secretarial time or secretarial overtime. City does not pay attorneys or paralegals for secretarial tasks or tasks that should not be included in Special Counsel’s overhead. For example, faxing, mailing, arranging for messengers and calendaring are not acceptable charges. h. City does not pay for billing or discussions of bills, including discussions initiated by the City or City’s requests for additional information about a bill. i. The practice of minimum billing charges is prohibited. Please charge for actual time spent. For example, a minimum of .2 for phone calls or .4 for letters is unreasonable unless it is an accurate measure of time spent. j. Do not charge for file opening or file closing. These are not true legal services, tasks or adequate descriptions of legal activities.

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Exhibit C
14 PROJECT PLAN AND BUDGET
Project plans and budgets should conform to the following guidelines:
a. The project plan shall include a projection of recommended strategies and actions to be taken in the project and a range of costs for each such strategy or action. b. If the scope of work includes representation of the City in litigation, the project plan shall include the following elements, with explanations:
 Anticipated total costs;
 The primary issues;
 The probability of success; and
 A settlement/trial recommendation
The project plan will be modified during the litigation as the need arises. c. The project budget shall include an estimate of the attorneys' hours and fees and disbursements during each phase and/or activity. All anticipated expenses must be listed and costs estimated.
d. In the event of litigation, the project budget shall include, but not be limited to, estimates for:
 Pre-commencement (legal and factual research for the complaint or answer);  Pleadings;
 Preliminary motions;
 Initial discovery;
 Factual investigation of merits (interviewing clients, employees and third parties);
 Review and abstract City's documents;
 Expert (non-medical) investigation and reports;
 Medical experts and examinations;
 Legal research on merits;
 More thorough discovery (including the identity of deponents and expected costs of each deposition and preparation);
 Settlement negotiations;
 Trial preparation; and
 Trial.
e. The project budget should include the anticipated cost of each line item, the time allotted to complete it and the professional level of the person handling it. f. The project budget is not a fixed fee agreement and is subject to revision. g. Special Counsel shall provide revisions to the project plan or budget at the request of the City Attorney.

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Exhibit C
15 h. Special Counsel understands and agrees that major unjustified deviations from the project budget, or failure to timely submit a project budget or revisions, if requested, may constitute a breach and result in termination of this Agreement.

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Exhibit D
16 California Joint Powers Risk Management Authority
Mandatory Case Reporting Policy
Pursuant to Section VII (Conditions) of the Memorandum of Coverage, the following rule is applicable to all cases reported to CJPRMA.

The Authority shall be entitled to complete access to the covered party’s claim file, the defense attorney’s complete file, and all investigation material and reports, including all evaluations and information on negotiations. The covered party shall be responsible to report the progress of the litigation and any significant developments at least quarterly to the Authority, and to provide the Authority with simultaneous copies of all correspondence provided to the covered party by its defense attorneys and/or its agents.

In addition, the CJPRMA Board of Directors has adopted the following mandatory case reporting standards:
1) Defense counsel is expected to provide a written analysis of liability and exposure in any reported claim no later than ninety days following receipt of the file from the member agency. CJPRMA understands that the liability picture may develop as discovery is ongoing, but this does not excuse the responsibility of providing an early, objective analysis of the file, subject to later developments. An early analysis not only permits the JPA member to set an accurate reserve level, but also permits the member entity to decide whether to actively litigate the case, try to settle the case, or limit discovery based upon the exposure.
2) The initial status report should provide, at a minimum, a brief synopsis of the facts giving rise to the lawsuit; the status of the pleadings, including any discussions of demurrers or motions to dismiss, or cross-complaints; a summary and analysis of plaintiff’s injuries, damages and exposures in the case; an initial impression of liability; any requests for additional investigation; a brief outline of the discovery planned; and an evaluation of anticipated litigation costs. The report need not be lengthy, and typically might not exceed three to five pages, but must address the issues directly and in a straightforward manner so that the member entity and CJPRMA can set cost and loss reserves as necessary. 3) Defense counsel is responsible to report, in writing, the setting of a trial date, settlement conference date, hearing date on motion for summary judgment or similar dispositive motion in any litigated case, within one week of the date on which a court establishes such date.
4) Defense counsel is responsible to report, in writing, all settlement demands or offers within one week of the time the offer is made or the demand is received.

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Exhibit D
17 5) Defense counsel is responsible to report, in writing, on the substance of all depositions taken in the case. This need not be a multi-page deposition summary, but must, at a minimum, include a concise report of major events occurring at the deposition, and an evaluation of the effect of the deposition testimony on the case. 6) Finally, no later than sixty days before the date set for trial in any case, defense counsel is responsible to report, in writing, on (1) an assessment of liability in the case, (2) the adverse potential exposure if liability is found, (3) a concise summary of injuries sustained and/or claims, (4) an assessment of any other factors (such as local jury tendencies, appearance of important witnesses, etc.) that may affect the liability analysis or exposure assessment, and (5) an opinion on the settlement value of the case. 7) All status reports from defense counsel must be copied to the CJPRMA Board member whose entity is involved in the claim.

This policy is designed to protect the member entity and CJPRMA, so that they can make informed litigation decisions on reported cases. Past experience has shown that defense counsel retained by the member entities of CJPRMA are high-caliber, hard working attorneys who have done very well for their clients, and CJPRMA is grateful for their efforts. Defense counsel are cautioned, however, that case reporting is given a high priority by CJPRMA and its members, and is a major consideration in evaluating counsel’s performance.

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Exhibit E
18 LITIGATION GUIDELINES
The following guidelines should be followed when the scope of work includes representing the City in litigation:
a. The Special Counsel shall consult the City Attorney regarding the component parts of litigation handled so that the City Attorney, in consultation with the City Council, if necessary, can determine whether a particular activity is reasonable in light of its costs and benefits.
b. The City Attorney must approve the identity and number of staff assigned to the litigation, and any changes.
c. All pleadings shall be submitted to the City Attorney for review prior to filing. d. Copies of major work product, pleadings, motions, orders, decisions, research memoranda, reports on significant developments, and quarterly status reports shall be submitted to keep the City Attorney advised of any major developments in the lawsuit.

Such copies shall be provided in electronic format compatible with software in the City Attorney’s office.
e. Generally, the City Attorney will rely upon Special Counsel for guidance on litigation strategy. Nonetheless, prior approval from the City Attorney is necessary for demurrers, motions for summary judgment and discovery motions.
f. City expects that Special Counsel will resolve all discovery disputes without court intervention. If this is impossible due to the conduct of others, please inform the City Attorney immediately. City’s intent is to have discovery be fair and open with the money spent on reviewing relevant items that are discovered, not on discovery battles. g. Provide full descriptions of legal tasks performed. This will help the City Attorney follow case development and understand Firm’s strategy. h. Some types of litigation-related expenses require prior approval by the City Attorney, including, but not limited to, experts and investigators. Expenses over a certain dollar amount always require prior approval. See Section III (Reimbursements) of Exhibit B (Billing Protocols and Guidelines) of this Agreement for a list of those expenses that may be reimbursed.

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Exhibit F
19 City of Richmond - Insurance Requirements - Type 2:

Professional Services
In all instances where CONTRACTOR or its representatives will provide professional services (architects, engineers, construction management, counselors, medical professionals, hospitals, clinics, attorneys, consultants, accountants, etc.) to the City of Richmond (City), the City requires the following MINIMUM insurance requirements and limits.

CONTRACTOR shall procure and maintain for the duration of the contract, agreement, or other order for work, services or supplies, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.

CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General Liability insurance, CONTRACTOR shall look solely to its insurance for recovery.

CONTRACTOR hereby grants to CITY, on behalf of any insurer providing Commercial General Liability insurance to either CONTRACTOR or CITY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance.

Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for general liability coverage, as well as a waiver of subrogation for Workers’ Compensation insurance, shall be received and approved by the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.

City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.

Minimum coverage is detailed below. The policy limits of coverage shall be made available to the full limits of the policy. The minimum limits stated herein shall not serve to reduce the policy limits of coverage of CONTRACTOR.

Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001), and including coverage for bodily and personal injury, property damage, and products and completed operations (if applicable).

2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto).

3. Original and Separate Additional Insured Endorsement for General Liability (ISO Form CG 20 10 11/85 or its equivalent) with primary and non-contributory language.

4. Workers’ Compensation Insurance as required by the State of California including Employer’s Liability coverage.

5. Original and Separate Waiver of Subrogation for Workers’ Compensation insurance.

6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR’s profession (if required.)
Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease. If CONTRACTOR is self-insured, provide a certificate of Permission to SelfInsure, signed by the California Department of Industrial Relations and SelfInsurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61.

General Liability
(primary and excess limits
combined)
$2,000,000 per occurrence for bodily injury, personal injury and property damage. If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit ($4 million aggregate limit).

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.

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Exhibit F
20 City of Richmond - Insurance Requirements - Type 2:

Professional Services
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.

Professional Liability or Errors &
Omissions Liability –
Required for all professionals
including architects, engineers,
consultants, construction
management, counselors, medical
professionals, hospitals, clinics,
attorneys and accountants, & other
consultants as may be required by
the City.

PROJECT COST
$0 - $1 million
$1 million - $5 million
Over $5 million

REQUIRED LIMIT
$1 million p/o
$2 million p/o
$5 million p/o
Required Policy Conditions
Additional Insured Endorsement Applicable to General Liability coverage.

The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising out of the operations by or on behalf of the named insured including bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.

ISO form CG 20 10 (11/85) or its equivalent is required. If the Contractor is supplying their product or providing a service then the endorsement must not exclude products and completed operations coverage. If it does, then CG 20 37 (10/01) is also required.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.

Primary and Noncontributory The contractor’s insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

Waiver of Subrogation
Endorsement Form
Contractor’s insurer will provide a Waiver of Subrogation in favor of the City for Workers’ Compensation Insurance during the life of this contract.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.

Deductibles and Self-Insured
Retentions
Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City or the CONTRACTOR shall procure a financial guarantee in an amount equal to the deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.

Contractor is responsible for satisfaction of the deductible and/or self-insured retention for each loss.

A. M. Best Rating A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.

Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverage’s and cover those insured in the underlying policies.

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Exhibit F
21 City of Richmond - Insurance Requirements - Type 2:

Professional Services
Claims-Made Policies
If any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or non-renewed, and not replaced with another claimsmade policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

Subcontractors
CONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR’s subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.

Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin. The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.

Original insurance certificates and required policy endorsements shall be mailed or delivered to the Designated Project Manager for the City of Richmond.

Insurance certificates and endorsements may be faxed to the Designated Project Manger. However, CONTRACTOR must mail the original certificates and endorsements to Designated Project Manager once faxed.

Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City’s insurance requirements, the City may take such action as it deems necessary to protect the City’s interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.

Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days’ prior written notice has been given to the City.

Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable

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March 21, 2023
Economic Development
DATE: March 21, 2023
TO: Mayor Martinez and Members of the City Council
FROM: Nannette J. Beacham, Director of Economic
Development
Craig Murray, Development Project Manager II
Subject: Sole-Source Contract with Remediation Risk
Management, Inc.

FINANCIAL IMPACT: Per the contract terms, three (3) year contract in amount not to exceed $182,446 (FY 2022-23: $87,532, FY 2023-
24: $47,457, FY 2024-25 $47,457) (01369065-400201).

PREVIOUS COUNCIL
ACTION:

May 16, 2006; February 17, 2009; May 21, 2013; April 18, 2017; February 20, 2018; November 19, 2019.

STATEMENT OF THE
ISSUE:

Contract is requested to continue work towards a low
threat closure of original petroleum hydrocarbon
contamination and to address the current additional
requirements by the State of California Regional Water
Quality Control Board to implement work plan and work
related to volatile organic compounds (VOC).

RECOMMENDED ACTION: APPROVE a sole-source contract with Remediation Risk Management, Inc. for the continued environmental
management work of the City’s corporation yard as
required by the State of California Regional Water Quality Control Board, in an amount not to exceed $182,446,
with a term from July 1, 2022 through June 30, 2025 –
Economic Development Department (Nannette
Beacham/Craig Murray 510-307-8177).

AGENDA
REPORT

3-21-23, CC Mtg.

March 21, 2023
DISCUSSION:

The State of California Regional Water Quality Control Board (Water Board) issued a letter to the City dated March 16, 2017, with a requirement for a work plan (pursuant to Section 13267 of the California Water Code) to investigate volatile organic compounds (VOCs) pollution and to evaluate related human health and environmental risks at the Richmond Corporation Yard (Site). The Water Board indicated that the Site’s contamination consists of VOCs, including tetrachloroethene (PCE) and trichloroethene (TCE), and the development of this Work Plan is necessary because the VOC contamination may pose risks to human health and the environment.

On January 29, 2016, Remediation Risk Management, Inc (RRM) prepared a report for the site titled Additional Site Assessment Results. Water Board staff subsequently issued its March 16, 2017, letter and opened site cleanup program case #07S0213 related to VOC measurements shown in its January 29, 2016, report. This work plan requirement was in addition to apparent unrelated petroleum hydrocarbons released from the Site’s gasoline, diesel, and kerosene Underground Storage Tanks (USTs).

The Water Board received this VOC work plan by its deadline of May 15, 2017.

The Water Board conditionally approved the work plan on June 9, 2017, and issued a letter on November 9, 2018, requiring the City of Richmond to submit a work plan for confirmatory soil gas sampling. On March 8, 2019, the Water Board issued a letter requiring additional site work to determine if subsurface contamination poses a threat to human health.

RRM has performed continuous critical site environmental assessment and analysis work and uploaded required reports to the Water Board’s GeoTracker site since 2006.

On May 16, 2006, the City Council originally approved an emergency contract with RRM for work based on the Water Board’s letter No. 07-0841 requesting a work plan to determine the extent of soil and groundwater contamination beneath the Corporation Yard. On February 17, 2009, the City Council approved a two-year contract with RRM for investigative work and report submittals required by the Water Board. On May 21, 2013, the City Council approved a three-year contract with RRM for the assessment, monitoring, and reporting of soil and groundwater conditions in and adjacent to the Corporation Yard.

On April 18, 2017, City Council approved a contract with RRM extending three fiscal years through June 30, 2019, and in the total amount of $75,000, for the development of a work plan to investigate VOCs pollution, evaluate related human health and environmental risks at the City of Richmond Corporation Yard, and to continue work on assessment, monitoring, and reporting of soil and groundwater conditions in and adjacent to the City of Richmond’s Corporation Yard, as required by the Regional Water Quality Control Board. On February 20, 2018, the City Council approved an amendment to this contract in the amount of $15,863.04 and to extend the term through June 30, 2019. On November 19, 2019, the City Council approved a new three-year contract in

3-21-23, CC Mtg.

March 21, 2023
the amount of $162,810. Unfortunately, due to an oversight, the contract was not amended in a timely manner resulting in its expiration on June 30, 2022. Work on this project has been performed continuously and City staff is now bringing this contract forward following completion of requested critical work last calendar year.

City staff requests City Council’s approval of a contract with RRM in the amount of $87,532 for the remainder of fiscal year 2022-23 and $47,457 per fiscal year for Fiscal Years 2023-25, for a total contract amount not to exceed $182,446 and with a term through June 30, 2025, to continue work towards a Low Threat Closure of the original petroleum hydrocarbon contamination and to address the current additional requirements by the Water Board to implement the Work Plan and work related to the VOC contamination.

DOCUMENTS ATTACHED:

Attachment 1 – Contract and Sole Source Form

3-21-23, CC Mtg.

CITY OF RICHMOND

STANDARD CONTRACT
Department: City Manager's Office
Project Manager E-mail:

[email protected]
PR No: Vendor No:5982
Project Manager: MURRAY, Craig K. , SR/WA
Project Manager Phone No:
(510)307-8188
P.O./Contract No:

Description of Services:

Corporation Yard Environmental Services
The parties to this STANDARD CONTRACT do mutually agree and promise as follows:

1. Parties. The parties to this Contract are the City of Richmond (herein referred to as the "City") and the following named Contractor:

Company Name: Remediation Risk Management, Inc. (RRM)
Street Address: 2560 Soquel Avenue, Suite 202City, State, Zip Code: Santa Cruz, CA 95062Contact Person: Robert Giattino Telephone: (831) 227-4898 Email: [email protected]

2.3. 4.

5. Business License No: 40009127 / Expiration Date: December 31 , 2023 A California !•! corporation,!_jlimited^liability corporation || general partnership,?^ limited partnership, II individual, || non-profit corporation, individual dba as [specify:]
I other [specify:]
Term. The effective date of this Contract is July 1 ,2022 and it terminates June 30, 2025 unless terminated as provided herein.

Payment Limit. City's total payments to Contractor under this Contract shall not exceed $ 182,446 . City shall not pay for services that exceed the Contract Payment Limit unless a contract amendment has been approved bythe City Council or City Manager.

Contractor's Obligations. Contractor shall provide those services and carry out that work described in the Service Plan (Exhibit A) which is attached hereto and is incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.City's Obliflations. City shall make to the Contractor those payments described in the Payment Provisions (Exhibit B) which are attached hereto and areincorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

3-21-23, CC Mtg.

6. Authorized Representatives and Notices. This Contract is subject to the Authorized Representatives and Notices Provisions (Exhibit C) which are attached hereto and are incorporated herein by reference.

7. General Conditions. This Contract is subject to the General Conditions (Exhibit D) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein. (Note:other than Public Works contracts, the City will agree to Special Conditions only in unusual circumstances.)

9. Insurance Provisions. This Contract is subject to the Insurance Provisions (Exhibit F) which are attached hereto and are incorporated herein by reference.

10. Signatures. These signatures attest the parties' Contract hereto:

CITY OF RICHMOND
a municipal corporation
By:

Title:

I hereby certify that this Contract
has been approved by City Council.By:

CONTRACTOR:

Remediation Risk Management, Inc. (RRM)
(* The Corporation Chairperson of the Board,
President or Vice President should sign below)By:

Title:

Date Signed:

City Clerk
Approved as to form:

By:
(* The Corporation Chief Financial Officer,
Secretary or Assistant Secretary should sign below)
By:.

Title:

City Attorney
Date Signed!
LIST OF ATTACHMENTS:Service PlanPayment Provisions
Authorized Representatives and Notices
General ConditionsSpecial Conditions
Insurance Provisions
Standard Contract/EJ/TE 9-26-07
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a corporation
or nonprofit organization, this Contract (1) must
be signed by (a) the Chairperson of the Board,
President or Vice-President and (b) the
Secretary any Assistant Secretary, the Chief
Financial Officer or any Assistant Treasurer.

Exhibit AExhibit BExhibit CExhibit DExhibit EExhibit F

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For the Contract between the City of
Richmond and
Remediation Risk Management, Inc. (RRM)

EXHIBIT A

SERVICE PLAN
Contractor shall, to the satisfaction of the pr°Ject Mana9er , perform the following services and be compensated as outlined below:

See enclosed RRM proposal dated May 24, 2022.

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May 24, 2022
Craig K. Murray, SR/WADevelopment Project Manager 11
City of Richmond
450 Civic Center Plaza, 2nd Floor
Richmond, CA 94804-1630Re: Scope and Budget for 2022/2023, 2023/2024, 2024/2025Dear Mr. Murray:

This letter, prepared by RRM, Inc. (RRM) presents the scope and budget for the fiscal years 2022/2023, 2023/2024, and 2024/2025.

FISCAL YEAR 2022/2023
The general scope of work for 2022/2023 includes semi-annual groundwater and soil gas monitoring and reporting for five (5) Site groundwater monitoring wells and eight (8) soil gas wells. In addition, RRMproposes to address requirements issued by San Francisco Bay Water Quality Control Board(SFRWQCB) staff letters dated January 12, 2022 and October 8, 2021. Tasks are outlined below.Groundwater Monitoring Pre-Field PreparationRRM will verify sampling and analytical methods for the event, liaison with the lab to obtain proper samplecontainers, calibrate instruments, and begin preparation of the chain of custody. Site and regulatorynotifications and review of the site health and safety plan will also occur.

Depth to Groundwater Measurement
Once groundwater monitoring wells are located and opened, the areas will be cleared for monitoring, a technician will measure depth to separate phase hydrocarbons and groundwater at all wells. Instrumentswill be cleaned via triple rinsed with Alconox® detergent between measurements.

Groundwater Sampling
At each groundwater well, groundwaterwill be purged using a submersible pump or clean disposable bailer and sample using a clean disposable bailer. The sample will be decanted into a proper container,labeled, and stored in cooler with ice for transport. The purge pump will be cleaned via triple rinsing with Alconox® detergent for use at next well. Purged groundwater will be stored on-site in appropriately marked 55-gallon drums for prompt pickup and disposal by a licensed disposal contractor as nonhazardous waste. 2560 SOQUEL AVENUE, SUITE 202 / SANTA CRUZ, CALIFORNIA 95062 / TEL: 831.475.8141 / FAX: 831.475.8249

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May 24,2022 Page 2
Scope and Budget for 2022/2023, 2023/2024, 2024/2025
After sampling, work areas will be restored, purge water storage will be secured, and chain of custodydocumentation for the groundwater samples will be completed.

Groundwater Sample Analysis
Samples will be transported to a State-Certified laboratory for analyses by U.S. Environmental Protection Agency (EPA) Method 8260B for the presence of gasoline range total petroleum hydrocarbons (TPHg); benzene, toluene, ethyl benzene, and xylenes (collectively BTEX); naphthalene; and methyl tertiary butyl ether (MtBE). Groundwater samples from Well MW-2 are also analyzed for kerosene and diesel rangetotal petroleum hydrocarbons using EPA Method 80158/fuel fingerprint. RRM will receive the certifiedanalytical results and review against past data to assess data quality.

Estimated Cost
The estimated cost for two (2) semiannual groundwater monitoring events for each fiscal year is $9,327 per fiscal year.

Soil Gas Monitoring
After pre-field preparation for soil gas monitoring (similar to that for groundwater monitoring), a technician will purge and sample four (4) soil gas wells and four (4) vapor pins. Samples will be contained in 1.4-liter Summa sample canisters and six-liter Summa canisters will be used to purge wells. A clean canistermanifold equipped with a critical orifice, filter, canister vacuum pressure gauge, and a well vacuumpressure gauge will be provided by RRM. RRM will also provide leak detection using a helium-filled shroud that encompasses the canister manifold, canisters, and well.

After sample collection, samples will be labeled in the field and placed in a cooler with chain of custody documentation. Samples will be transported to a State-Certified laboratory for analyses by USEPA Modified Method TO-15 (volatile organic compounds [VOCs]), USEPA Method TO-3 Modified (TPHg), and ASTM Modified D-1946 (fixed gases and helium). RRM will receive the certified analytical results and review against past data to assess data quality.Cost
The estimated cost for two (2) semiannual soil gas monitoring events for each of the fiscal year is $11,920 per fiscal year.

Groundwater and Soil Gas Monitoring Reporting
For each semiannual groundwater and soil gas monitoring event, RRM will prepare a report documentingbackground information, groundwater monitoring methods, results, data reduction, conclusions, and recommendations. Each report will include groundwater elevation and concentration maps, a soil gasconcentration map, tabulated and graphical data summaries, field data sheets, and certified analytical reports. The reports will be uploaded to Geotracker along with electronic data files.

The estimated cost for semiannual groundwater and soil gas monitoring reporting for each fiscal year is $12,098 per year (two [2] reports each fiscal year).proposal 2022.docx

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May 24,2022 Page 3
Scope and Budget for 2022/2023, 2023/2024, 2024/2025Respond to SFRWQCB Staff Letters Dated October 8,2021 and January 12,2022 In their letters the SERWQCB requested that the City of Richmond submit two reports, one relating to theunderground storage tank case and one related to the occurrence of tetrachloroethylene (PCE) in soil gasbeneath the Site (also known as Solvent case). The requests have common elements with variations to address either the UST case or the PCE (solvent) case.

For the LIST case, the SFRWQCB indicated the report should include:
• A complete Low Threat Closure Policy (LTCP) evaluation of General Criteria and Media-Specific Criteria.
• An update to the Conceptual Site Model (CSM) by collecting groundwater, soil vapor and soil data.
• Addressing the secondary source.• Sampling methods, analytical methods, groundwater and soil gas isoconcentration maps, and Site maps showing sampling locations.

For the PCE (solvent) case, the report should include:
• An update to the CSM.• A case evaluation in accordance with the 2009 Assessment Tool for Closure of Low-Threat Chlorinated Solvent Sites.
• An analysis for PCE and associated daughter products in indoor and outdoor air samples using detections limits below their applicable ESLs (based on initial data, limit future analyses andSIMS for lower MDLs). • Sampling methods, analytical methods, soil gas isoconcentration maps for PCE and daughter products, and Site maps showing sampling locations.
• Conclusions and recommendations.

At this point, it appears the SFRWQCB's position is that more data is necessary. For example they statethat the City of Richmond should address the secondary source of the petroleum hydrocarbon contamination. Our current position is that the soil excavation during LIST removal, and the ensuing yearsof natural attenuation have addressed the secondary source. The LTCP guidance states:"Secondary source" is defined as petroleum-impacted soil or groundwater located at or immediately beneath the point of release from the primary source. Unless site attributes prevent secondary source removal (e.g. physical or infrastructural constraints exist whose removal or relocation would be technically or economically infeasible), petroleum-release sites are required to undergo secondary source removal to the extent practicable as described herein. "To the extent practicable" means implementing a costeffective corrective action which removes or destroys-in-place the most readily recoverable fraction of source-area mass. It is expected that most secondary mass removal efforts will be completed in one yearor less. Following removal or destruction of the secondary source, additional removal or activeproposal 2022.docx Page 290 of 1935 3-21-23, CC Mtg.

Scope and Budget for 2022/2023, 2023/2024, 2024/2025
May 24,2022 Page 4
remedial actions shall not be required by regulatory agencies unless (1) necessary to abate a demonstrated threat to human health or (2) the groundwater plume does not meet the definition of low threat as described in this policy.

RRM would argue that we have addressed the secondary source. The SFRWQCB also states: "Updating the conceptual site model by collecting groundwater, soil vapor, and soil data." This infers more field data is necessary to complete the CSM - but how do we know that without completing the CSM and identifying data gaps for closure. The SFRWQCB also infers that more soil gas and indoor air data are necessary - "Analyzing for PCE and associated daughter products in indoor and outdoor air samples using detectionslimits below their applicable ESLs." A statistical approach to data analysis for soil gas data is reasonable (and recommended by the DTSC and EPA) because of the variability of soil gas data.

RRM contacted SFRWQCB staff regarding their requests and proposed combining the two reports into a single report. We explained that we would rather look at the whole site instead of pieces (UST case and PCE case)because they are interlinked with the site and do not act independently, and it's less expensive to provide one report. RRM proposed an alternate report that would:
• Provide an updated CSM that includes iso-concentrations maps of the contaminants of concern in groundwater and soil vapor, and site and sampling location maps. • Provide a LTCP evaluation of General Criteria and Media-Specific Criteria based on the CSM and relevant data.
• Provide a solvent (PCE) case evaluation in accordance with the 2009 Assessment Tool for Closure of Low-Threat Chlorinated Solvent Sites based on the CSM and relevant data. • Identify data gaps in the CSM, LTCP evaluation, and low-threat PCE case evaluation, thereby providing conclusions.
• Provide a work scope to close the data gaps, thereby proposing recommendations.

It is not known what data gaps will be revealed or what the associated recommendations would be, but as we indicate above, it appears the SFRWQCB's position is that more data is necessary. Our review at thistime suggests that soil sampling will be necessary to determine naphthalene concentrations at the Site and close any gaps in the delineation of soil impact, and soil gas sampling may be necessary to close anygaps in the delineation of soil gas impact.

Estimated Cost
To address the SFRWQCB requests, RRM proposes to submit one report as outlined above. RRM discussed the proposed report with SFRWQCB staff, and they agreed to the proposal in lieu of twoseparate reports. The estimated cost to complete and submit the report is $ 14,155.

Regarding the potential for additional soil and soil gas sampling, RRM proposes to install four (4) soil borings and sample soil to determine naphthalene concentrations in soil (necessary for LTCP) and complete delineation of soil impact. For soil gas, RRM proposes installing up to six (6) temporary sample probes and sample soil gas to complete delineation of soil gas impact. The data from any soil and soil proposal 2022.docx

3-21-23, CC Mtg.

Scope and Budget for 2022/2023, 2023/2024, 2024/2025
May 24,2022 Page 5
gas sampling would be presented in the semiannual groundwater and soil gas monitoring report. Theestimated cost to complete soil sampling, soil gas sampling and reporting is $25,920.

The report would be submitted during the second half of 2022 and once approved, soil and soil sampling would follow.

General Project Management and Consulting
This includes budgeting, scheduling, liaison with the SFRWQCB and other stakeholders, project maintenance, and general consulting.

The estimated cost for annual project management and consulting is $1,176 per fiscal year.

FISCAL YEARS 2023/2024 AND 2024/2025For fiscal years 2023/2024 and 2024/2025, the proposed scope of work will only include semiannual groundwater monitoring and sampling, semiannual soil gas sampling, semiannual reporting, and general project management and consulting, and the estimated costs for 2023/2024 and 2024/2025 are $47,457per fiscal year.CLOSE The total estimated cost for fiscal year 2022/2023 is $87,532, and the total estimated cost for fiscal years2023/2024 and 2024/2025 is $47,457 per fiscal year. The scope of work for each was provided above along with the estimated costs. A summary of estimated costs and related details are provided in Attachment A.

Should you have any questions or comments regarding the contents of this letter, please call me at (831)475-8141.

Sincerely,
RRM, Inc.
^
Robert Giattino
Vice President,Attachments:

Attachment A Cost Estimate Details
proposal 2022.docx Page 292 of 1935
3-21-23, CC Mtg.

COST ESTIMATE SUMMARY AND DETAILS

3-21-23, CC Mtg.

Client: City of Richmond
1401 Marina Way SouthRichmond, California
Project: Three Year Projection
City of Richmond Corporation Yard613th Street. Richmond Proj.No. FA465
Task Order
Task List Year 2022/2023
Task 1 Semlannual Groundwater Monitoring $9,327Task 2 Semiannual Soil Gas Sampling $11,920Task 3 Groundwater and Soil Gas Monitoring Report $12,098 Task 4 Conceptual Site Model Report $14,155Task 5 Soil and Soil Gas Sampling and Report $25,920Task6 Annual ProjectManagementand General Consulting $14,112 Task Unit Unit Cost
Number of
Units Total
semiannual $4,664 $9,327
semlannual $5,960 $11,920semiannual $6,049 $12,098
task $14,155 $14,155
task $25,920 $25,920
month $1,176 12 $14,112
Total $87,532
three year projectbn.xlsx 1of7

3-21-23, CC Mtg.

Task 1 Semiannual Groundwater Monitoring

LABORS EQUIPMENT
Current

0.002.00

0.000.008.000.00

12.00 0.00

1.00 140.00

1.001.00

1.001.00

6.00 2.00

1.00 5.001.000.00
Total

0.00 Hrs

2.00 Hrs

0.00 Hrs0.00 Hrs8.00 Hrs0.00 Hrs

12.00 Hrs

0.00 Hrs

1.00 Hrs
140.00 Miles

1.00 Day1.00 Day1.00 Day1.00 Day

6.00 Each

2.00 Each

1.00 Each

5.00 Each

1.00 Each

0.00 Each
Description
Senior Professional
Project Geologist
Project EngineerProject HydrogeologistStaff Geologist
Staff Engineer
Field TechnicianDrafter
ClericalSupport Truck
Electric submersible purge pump
Water Level Indicator
Hydac/Cond/pH/TempDO meterDisposable Bailer
55-gal Drum
Small Materials
SUBCONT. & MATERIALS (10 % markup)
Full UstEPA 8260
Waste Disposal
Item
Rate
$165$142$142$142$118$118
$94$87
$70
$0.75
$60$25$40$40$15
$80$40
$175$650
$1
Total
$0
$284
$0$0
$944
$0
$1,128
$0
$70
$105
$60$25
$40$40$90
$160
$40
$963$715
JO
Total
Task 2 Semlannual Soil Gas Sampling
Current

1.00 2.00

0.000,000.005.00

15.00 0.002.00
140.00

1.00 0.000.00
three year prqectfon.xlsx
Total
1,00 Hrs

2.00 Mrs

0.00 Hrs0.00 Mrs0.00 Hrs

5.00 Hrs

15.00 Hrs

0.00 Hrs2.00 Hrs
140.00 Miles

1.00 Day

0.00 Day0.00 Day

LABOR & EQUIPMENT
Description
Senior Professional
Project GeologistProject EngineerProject Hydrogeologist Staff Geologist
Staff EngineerSenior Field Technician
Drafter
ClericalSupport TruckSmall Equipment

PID/OVA
Water Level Indicator
2 of 7
Rate
$165
$142
$142$142$118$118$111
$87$70
$0.75
$100
$25$40
Total
$165
$284
$0$0$0
$590
$1,665
$0
$140$105$100
$0
$0

3-21-23, CC Mtg.

0.00 1.00

1.00 0.00

8.008.008.000.00

0.00 0.00 Day

1.00 Each

1.00 Each

0.00 Each

8.00 Each

8.00 Each8.00 Each0.00 Each

0.00 Job
Hydac/Cond/pHfTempSoil Gas Train/Srhoud
Tracer Kit
55-gal Drum
SUBCONT. & MATERIALS (10% markup)
TO-15(FulUlstVOCs)
TO-3 (TPHg)ASTM D-1946 (Fixed gases)
Item
item
$40$15
$80$40
$130
$90
$100
$1
$1
$0
$15
$80
$0
$1,144
$792
$880
$0
$0
Total $5,960
three year prqect'ion.xisx 3 of 7

3-21-23, CC Mtg.

Task 3 Groundwater and Soil Gas Monitoring Report

LABORS EQUIPMENT
Curt'ent Total Description Rate Total

5.00 16.00

0.000.00

20.00 0.000.006.00

1.00 0.000.00

0.000.00

0.000.000.00

0.00 0.00

0.000.00

5.00 Mrs

16.00 Mrs

0.00 Hrs0.00 Hrs

20.00 Mrs

0.00 Hrs0.00 Mrs6.00 Hrs

1.00 Hrs

0.00 Miles0.00 Day

0.00 Day0.00 Day

0.00 Day0.00 Each0.00 Each

0.00 Each

0.00 Job0.00 Job

0.00 Job
Senior Professional
Project GeologistProject EngineerProject Hydrogeologist Staff Geologist
Staff Engineer
Field TechnicianDrafterClericalSupport Truck

PID/OVA
Water Level Indicator
Hydac/Cond/pH/TempDO meter
Disposable Bailer
55-gai DrumSmall Materials
SUBCONT. & MATERIALS (10% markup)
ItemItemItem
$165$142$142$142$118$118
$94
$87$70
$0.75
$60$25$40$40$15
$825
$2,272
$0$0
$2,360
$0
$0
$522
$70
$0
$0
$0$0
$1$1 $0
Total $6,049
three year projection, xlsx 4 of 7

3-21-23, CC Mtg.

Task 4 Conceptual Site Model Report
Current

5.00 24.00

50.00 0.005.00

0.000.00

16.0012.00

0.000.000.000.000.00

0.000.000.000.000.000.000.00
Total

5.00 Mrs

24.00 Mrs

50.00 Mrs

0.00 Hrs5.00 Mrs

0.00 Mrs0.00 Mrs

16.00 Hrs12.00 Mrs

0.00 Miles0.00 Day0.00 Day0.00 Day0.00 Day

0.00 Day0.00 Each0.00 Each0.00 Each0,00 Each0.00 Day0.00 Each

IABOR& EQUIPMENT
Description
Senior Professional
Project GeologistProject EngineerProject Hydrogeologist Staff Geologist
Staff Engineer
Field TechnicianDrafter
ClericalSupport TruckSmall Equipment

PID/OVA
Water Level Indicator
Hydac/Cond/pH/Temp
DO meterDisposable Gailer
55-gal Drum
Tedlar Bag
SUBCONT. & MATERIALS (10% markup)
Well materials
Concrete Core
Waste Disposal
Rate
$165
$142$142$142$118$118
$94$87$70
$0.75
$80
$60
$25$40
$40$15
$80
$30
$200$800$300
Total
$825
$3,408$7,100
$0
$590
$0$0
$1,392
$840
$0$0$0$0$0
$0$0$0
$0$0
$0$0
Total $14,155
three year prqectkOT.xlsx 5 of 7

3-21-23, CC Mtg.

Task 5 Soil and Soil Gas Sampling and Report

IABOR& EQUIPMENT
Current Total Description Rate Total

5.00 40.00

32.00 0.00

32.00 0.00

15.0010.00

6.00 280.00

2.002.002.000.00

0.000.00

2.00 0.00

5.00 Mrs

40.00 Hrs32.00 Hrs

0.00 Hrs

32.00 Mrs

0.00 Hrs

15.00 Hrs10.00 Hrs

6.00 Hrs
280.00 Miles

2.00 Day

2.00 Day

2.00 Day

0.00 Day0.00 Day0.00 Each2.00 Each

0.00 Each
Senior Professional
Project Geologist
Project EngineerProject Hydrogeologlst
Staff GeologistStaff Engineer
Field Technician
DrafterClericalSupport TruckSmall Equipment

PID/OVA
Water Level Indicator
Hydac/Cond/pH/TempDO meterDisposable Bailer
55-ga! DrumTedlar Bag
$165$142$142$142$118$118
$94$70
$0.75
$80$60$25$40
$825
$5,680$4,544
$0
$3,776
$0
$1,410
$420$210
$160
$120
$50
$15$30
$0
$160

1.001.00

6.006.006.003.005.00

1.00 Each

1.00 Day

6.00 Each6.00 Job6.00 Job

3.00 Job5.00 Job
SUBCONT. & MATERIALS (10% markup)
Waste Disposal $400
Driller $3,500
TO-15 (Full list VOCs)-soil gas $130TO-3 (TPHg) - soil gas $90ASTM D-1946 (Fixed gases) $100 Full List EPA 8260 - water $100
Full UstEPA 8260-soil $175
$440
$3,850
$858$594$660
$330
$963
Total $25,920
three year projectfcin.xisx 6 of 7

3-21-23, CC Mtg.

Task 6 Annual Project Management and General Consulting

LABOR & EQUIPMENT
Current Total Description Rate Total

4.000.000.000.002.00

0.000.000.00

4.00 0.000.000.000.00

0.000.000.000.000.00

0.000.00

4.00 Hrs

0.00 Hrs

0.00 Hrs0.00 Hrs

2.00 Mrs

0.00 Hrs0.00 Hrs0.00 Hrs

4.00 Mrs

0.00 Miles0.00 Day0.00 Day0.00 Day0.00 Day

0.00 Day0.00 Each0.00 Each0.00 Each0.00 Each0.00 Job
Senior Professional
Project GeologistProject Engineer
Project Hydrogeologist
Staff GeologistStaff Engineer
Field TechnicianDrafterClericalSupport TruckSmall Equipment

PID/OVA
Water Level Indicator
Hydac/Cond/pH/Temp
DO meterDisposable Bailer
55-gal Drum
SUBCONT. & MATERIALS (10% markup)
Item
ItemItem
$165$142$142$142
$118$118
$70
$0.75
$25$40$40
$15
$236
$0$0
$1
$1
Total $1,176
three year projectfon.xisx 7 of 7

3-21-23, CC Mtg.

Client: City of Richmond
1401 Marina Way SouthRichmond, California
Project: Three Year Projection
City of Richmond Corporation Yard
613th Street, Richmond
Proj. No. FA465
Task OrderTask List Years 2023/2024 and 2024/2025Task 1 Sem [annual Groundwater Monitoring $9,327 Task 2 Semlamual Soil Gas Sampling $11,920
Task 3 Groundwater and Soil Gas Monitoring Report $6,049Task 4 Conceptual Site Model Report $14,155 Task 5 Soil and Soil Gas Sampling and Report $25,920
Task 6 Annual Project Management and General Consulting $14,112 Task Unit Unit Cost
Number of
Units Total
semi annual $4,664 $9,327semiannual $5,960 $11,920
semiannual $12,098
task $14,155task $25,920
month 1,176 12 $14,112
Total $47,457
three year prqectbn.xlsx 1of7

3-21-23, CC Mtg.

Task 1 Semlannual Groundwater Monitoring

LABORS EQUIPMENT
Current

0.002.000.000.00

8.000.00

12.00 0.00

1.00 140.00

1.00 1.001.001.00

6.002.00

1.005.00

1.00 0.00
Total

0.00 Hrs2.00 Hrs

0.00 Hrs0.00 Hrs8.00 Hrs0.00 Mrs

12.00 Mrs

0.00 Mrs

1.00 Hrs
140.00 Miles

1.00 Day1.00 Day1.00 Day1.00 Day

6.00 Each2.00 Each

1.00 Each5.00 Each

1.00 Each

0.00 Each
Description
Senior ProfessionalProject GeologistProject EngineerProject HydrogeologlstStaff GeologistStaff Engineer Field Technician
DrafterClericalSupport TruckElectric submersible purge pump Water Level Indicator
Hydac/Cond/pH/TempDO meterDisposable Bailer
55-gal DrumSmall Materials
SUBCONT. & MATERIALS (10 % markup)
Full UstEPA 8260
Waste Disposal
Item
Rate
$165$142$142$142$118
$118
$94
$87$70
$0.75
$60$25$40$40$15$80$40
$175$650
$1
Total
$0
$284
$0
$0
$944
$0
$1,128
$0
$70
$105
$60$25
$40$40$90
$160
$40
$963$715
$0
Total $4,664
Task 2 Semlannual Soil Gas Sampling
Current

1.00 2.00

0.000.000.005.00

15.00 0.00

2.00 140.00

1.00 0.000.00
three year pTpjectKn.xlsx
Total

1.00 Hrs

2.00 Hrs

0.00 Mrs0.00 Hrs0.00 Hrs5.00 Hrs

15.00 Hrs

0.00 Mrs

2.00 Hrs
140.00 Miles

1.00 Day

0.00 Day0.00 Day

LABORS EQUIPMENT
Description
Senior ProfessionalProject GeologistProject Engineer
Project Hydrogeologist
Staff GeologistStaff EngineerSenior Field Technician
Drafter
Clerical
.Support Truck
Small Equipment

PID/OVA
Water Level Indicator
2 of 7
Rate Total
$165$142$142$142
$118$111
$70
$0.75
$100
$25
$165$284
$0
$0
$590
$1,665
$140$105$100
$0

3-21-23, CC Mtg.

0.00 1.001.00

0.008.008.008.000.000.00

0.00 Day

1.00 Each

1.00 Each

0.00 Each8.00 Each8.00 Each8.00 Each0.00 Each0.00 Job
H ydac/Cond/pH/Tem pSoil Gas Train/Srhoud
Tracer Kit55-gal Drum
SUBCONT. & MATERIALS (10% markup)
TO-15(FulllistVOCs)TO-3 (TPHg)ASTMD-1946 (Fixed gases)
Itemitem
$40 $0$15 $15$80 $80$40 $0
$130 $1,144
$90 $792
$100 $880
$1 $0
$1 $0
Total $5,960
three year prqectioaxisx 3 Of7

3-21-23, CC Mtg.

Task 3 Groundwater and Soil Gas Monitoring Report

IABOR& EQUIPMENT
Current Total Description Rate Total

5.00 16.00

0.000.00

20.00 0.000.006.00

1.000.000.000.00

0.000.000.000.000.00

0.000.00

5.00 Mrs

16.00 Hrs

0.00 Mrs

0.00 Hrs

20.00 Hrs

0.00 Hrs0.00 Hrs6.00 Hrs

1.00 Hrs

0.00 Miles0.00 Day0.00 Day

0.00 Day0.00 Day0.00 Each0.00 Each0.00 Each0.00 Job

0.00 Job0.00 Job
Senior Professional
Project GeologistProject EngineerProject Hydrogeologlst Staff Geologist
Staff EngineerField TechnicianDrafterClericalSupport Truck

PID/OVA
Water Level Indicator
Hydac/Cond/pH/TempDO meterDisposable Bailer55-gal DrumSmall Materials SUBCONT. & MATERIALS (10% markup)
ItemItemItem
$165$142$142$142$118
$118
$94$87$70
$0.75
$60
$25
$825
$2,272
$0$0
$2,360
$0$0
$522
$70
$0
$0$0
$15
$1$1$1
Total $6,049
ir proiectbn.xlsx 4 of 7

3-21-23, CC Mtg.

Task 4 Conceptual Site Model Report
-ent

5.00 24.0050.00

0.00 5.00

0.000.00

16.00 12.00

0.00 0.000.00

0.00 0.000.000.000.000.00
Total
5,00 Hrs

24.00 Mrs50.00 Hrs

0.00 Hrs

5.00 Hrs

0.00 Mrs0.00 Hrs

16.00 Hrs12.00 Mrs

0.00 Miles0.00 Day0.00 Day0.00 Day0.00 Day0.00 Day0.00 Each0.00 Each0.00 Each

LABORS EQUIPMENT
Description
Senior Professional
Project GeologistProject EngineerProject Hydrogeologist Staff Geologist
Staff Engineer
Field Technician
DrafterClericalSupport TruckSmall Equipment

PID/OVA
Water Level Indicator
Hydac/Cond/pH/TempDO meterDisposable Bailer
55-gal Drum
Tedlar Bag
Rate Total
$165$142$142$142$118
$118
$94$87
$70
$0.75
$80$60$25
$40
$40$15$80
$3,408$7,100
$0
$590
$0
$0
$1,392
$840
$0$0$0$0$0$0$0
$30

0.000.000.00

0.00 Each

0.00 Day

0.00 Each
SUBCONT. & MATERIALS (10% markup)
Well materials
Concrete Core
Waste Disposal
$0$0
$300
Total $14,155
three year projectmxlsx 5 of 7

3-21-23, CC Mtg.

Task 5 Soil and Soil Gas Sampling and Report

LABORS EQUIPMENT
Current Total Description Rate Total

5.00 40.00

32.00 0.00

32.00 0.00

15.00 10.00

6.00 280.00

2.00 2.002.00

0.000.00

0.00 2.00

0.00 5.00 Hrs

40.00 Hrs

32.00 Mrs

0.00 Hrs

32.00 Hrs

0.00 Hrs

15.00 Hrs

10.00 Mrs

6.00 Hrs
280.00 Miles

2.00 Day2.00 Day2.00 Day

0.00 Day0.00 Day0.00 Each2.00 Each

0.00 Each
Senior Professional
Project GeologistProject Engineer
Project Hydrogeologist
Staff Geologist
Staff EngineerField Technician
Drafter
Clerical
Support TruckSmall Equipment

PID/OVA
Water Level Indicator
Hydac/Cond/pH/TempDO meterDisposable Bailer
55-gal DrumTedlar Bag
$165
$142$142
$142$118$118
$94
$87
$70
$0.75
$60$25
$825
$5,680$4,544
$0
$3,776
$0
$1,410
$870$420
$210$120
$50
$15
$30
$160

1.00 1.00

6.006.00

6.00 3.00

5.00 1.00 Each

1.00 Day

6.00 Each6.00 Job

6.00 Job3.00 Job

5.00 Job
SUBCONT. & MATERIALS (10% markup)
Waste Disposal $400
Driller $3,500
TO-15(FulllistVOCs)-soil gas $130TO-3 (TPHg) - soil gas $90 ASTM D-1946 (Fixed gases) $100
Full Ust EPA 8260 - water $100Full UstEPA 8260-soil $175 $660$330
$963
Total $25,920
three year prpject'ion.xlsx 6 of 7

3-21-23, CC Mtg.

Task 6 Annual Project Management and General Consulting

LABOR & EQUIPMENT
Current Total Description Rate Total

4.00 0.000.00

0.002.000.00

0.000.00

4.00 0.00

0.00 0.000.000.000.00

0.00 0.000.00

0.00 0.00

4.00 Mrs

0.00 Hrs0.00 Mrs

0.00 Mrs2.00 Hrs0.00 Hrs

0.00 Hrs0.00 Hrs

4.00 Mrs

0.00 Miles

0.00 Day

0.00 Day0.00 Day

0.00 Day

0.00 Day0.00 Each0.00 Each0.00 Each

0.00 Each

0.00 Job
Senior Professional
Project GeologistProject EngineerProject Hydrogeologist Staff GeologistStaff Engineer
Field TechnicianDrafter
Clerical
Support Truck
Small Equipment

PID/OVA
Water Level Indicator
Hydac/Cond/pH/TempDO meter
Disposable Bailer
55-gal Drum
SUBCONT. & MATERIALS (10% markup)
Item
Item
Item
$165
$142$142$142$118
$118
$94$87$70
$0.75
$80$60$25$40$40
$15
$0
$1$1
J1
$0$0
$0$0
$0$0
$0$0$0
Total 1,176
three year projectton.xtsx 7 of 7

3-21-23, CC Mtg.

For the Contract between the City of
Richmond and
Remediation Risk Management, Inc. (RRM)

EXHIBIT B

PAYMENT PROVISIONS
{PLEASE NOTE THAT THE CITY OF RICHMOND SHALL NOT PAY FOR SERVICESTHAT EXCEED THE CONTRACT PAYMENT LIMIT UNLESS A CONTRACTAMENDMENT HAS BEEN APPROVED BY THE CITY COUNCIL OR THE CITY

MANAGER)

1. Provided Contractor is not in default under this Contract, Contractor shall be compensated as provided below.

2. Any and all payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photo copying, meals and travel etc). Invoices, shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provideback-up material upon request.

3. Contractor shall submit timely invoices to the following address:

Attention: City of Richmond, Finance Department - Accounts Payable Project Manager: MURRAY, Craig K., SR/WADepartment: City Manager's Office PO Box 4046Richmond, CA 94804-0046

4. All invoices that are submitted by Contractor shall be subject to the approval of the City's Project Manager, MURRAY, Craig K., SR/\ before payments shall be authorized.

5. The City will pay invoice(s) within 45 days after completion of services to the City's satisfaction. The City shall not pay late fees or interest.

6. A Richmond business license shall be obtained before any payment under this Contract shall be authorized and the business license must be kept current during the term of this Contract for payments to continue to be authorized.

7. All insurance coverage required by this Contract shall be provided by the Contractor ' before'this Contract shall be executed by the City. The insurance coverage must be • kept current during the term of this Contract for payments to continue to be authorized.

3-21-23, CC Mtg.

For the Contract between the City of
Richmond and
Remediation Risk Management, Inc. (RRM)

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. Notices. All notices, demands, statements, or communications provided for by this Contract shall be in writing and may be delivered by deposit in the United States mail, postage prepaid. Notices to the City shall be addressed to the Department Head and(as delineated below in section 1.1) to the project manager responsible for the administration of or the supervision of the scope of work under this Contract. Notices to the Contractor shall be addressed to the party designated by Contractor (as delineated below in section 1.2). Notice shall be deemed delivered (a) upon personal delivery; (b) as of the fifth business day after mailing by United States certified mail, postage prepaid, addressed to the proper party; or (c) as of 12:00 p.m. on the second business day immediately after the day it is deposited with and accepted by Federal Express, or asimilar overnight courier service, addressed to the proper party and marked for next business day morning delivery. For the purposes of this Contract, a "business day"means any day Monday through Friday that is not a holiday recognized by the federal government or the State of California.

1. 1 CITY hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

MURRAY, Craig K. , SR/WA
City of Richmond
450 Civic Center Drive, 3rd Floor
Richmond, CA 94804-0046

1. 2 CONTRACTOR hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

RamoHiatirtn RioL' ^/I^ananQmont Inn /RR^yl^
2560 Sequel Avenue, Suite 202
Santa Cruz, CA 95062

3-21-23, CC Mtg.

EXHIBIT D

GENERAL CONDITIONS

1. Independent Contractor. Contractor acknowledges, represents and warrants that Contractor is not a regular or temporary employee, jointventurer or partner of the City, but rather an independent Contractor. This Contract shall not be construed to create an agency, servant, employee, partnership, or joint venture relationship. As an independent Contractor, Contractor shall have no authority to bind City to any obligation or to act as City's agent except as expressly provided herein. Due to theindependent Contractor relationship created by this Contract, City shall not withhold state or federal income taxes, the reporting of which shall be Contractor's sole responsibility.

2. Brokers. Contractor acknowledges, represents and warrants that Contractor has not hired, retained or agreed to pay any entity or personany fee, commission, percentage, gift, or any other consideration,contingent upon or resulting from the award or making of this Contract.

3. City Property. The rights to applicable plans, drawings, reports, calculations, data, specifications, videos, graphics or other materials prepared for or obtained pursuant to this Contract, which, upon request, are to be delivered to City within a reasonable time, shall be deemed assigned to City. If applicable, Contractor shall prepare check prints uponrequest. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor hasdeveloped or had developed for Contractor's own use; provided, however,that Contractor shall, pursuant to Section 15 below, indemnify, defend and hold harmless City from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.

4. Patents, Trademarks, Copyriflhts and RLqhtsJa Data. Contractor shall not publish or transfer any materials, discoveries, developments, concepts, designs, ideas, know how, improvements, inventions and/or original worksof authorship resulting from activities supported by this Contract without the express prior written consent of the City Manager. If anything resulting from activities supported by this Contract is patentable, trademarkable, copyrightable or otherwise legally protectable, City reserves the exclusiveright to seek such intellectual property rights. Notwithstanding the foregoing, Contractor may, after receiving City's prior written consent, seek patent, trademark, copyright or other intellectual property rights on anything resulting from activities supported by this Contract. However,City reserves, and Contractor irrevocably grants, a nonexclusive, fullypaid-up, royalty-free, assumable, perpetual, worldwide license, with theright to transfer, sublicense, practice and exploit said license and the right to make, have made, copy, modify, make derivative works of, use, sell, General Conditions/EJH'E 01-19-11 1 Of 1 3

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import, and otherwise distribute under all applicable intellectual properties without restriction of any kind said license.

Contractor further agrees to assist City, at City's expense, in every proper way to secure the City's rights in any patents, trademarks, copyrights or other intellectual property rights relating thereto, including the disclosure to City of all pertinent information and data with respect thereto. Contractor shall also assist City in the execution of all applications, specifications, oaths, assignments, recordations, and all other instruments which Cityshall deem necessary in order to apply for, obtain, maintain and transfersuch rights, or if not transferable, to waive such rights. Contractor shall further assist City in the execution of all applications, specifications, oaths, assignments, recordations and all other instruments which City shall deem necessary in order to assign and convey to City, and any assigns and nominees the sole and exclusive right, title and interest in and to anypatents, trademarks, copyrights or other intellectual property rights relating thereto. Contractor further agrees that its obligation to execute or cause to be executed, when it is in Contractor's power to do so, any such instruments or papers shall continue during and at all times after the end of Contractor's services and until the expiration of the last such intellectual property right. Contractor hereby irrevocably designates and appoints City, and its duly authorized officers, agents and servants, as its agent and attorney-in-fact, to act for and in its behalf and stead to execute and file any such applications and to do all other lawfully permitted acts to further the application for, prosecution, issuance, maintenance or transfer of letters of patents, copyright and other registrations. This power of attorneyis coupled with an interest and shall not be affected by Contractor's subsequent incapacity.

5. Inspection. Contractor's performance, place of business and records pertaining to this Contract are subject to monitoring, inspection, review and audit by authorized representatives of the CITY, the State of California, and the United States Government.

If the project or services set forth in Exhibit A shall be performed on City or other public property, City shall have the right to inspect such work without notice. If such project or services shall not be performed on City or otherpublic property, City shall have the right to inspect such work upon reasonable notice.

6. Services. The project or services set forth in Exhibit A shall be performed to the full satisfaction and approval of City. In the event that the project or services set forth in Exhibit A are also itemized by price, City, in its solediscretion, may, upon notice to Contractor, delete certain items or services set forth in Exhibit A, in which case there shall be a correspondingreduction in the amount of compensation paid to Contractor.

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Contractor shall, at its own cost and expense, furnish all facilities and equipment necessary for Contractor to complete the project or perform theservices required herein, unless otherwise provided in Exhibit A.

7. Records. Contractor shall keep and make available for inspection and copying by authorized representatives of the City, the State of California, and the United States Government, the Contractor's regular business records and such additional records pertaining to this Contract as may berequired by the City.Contractor shall retain all documents pertaining to this Contract for aperiod of five (5) years after this Contract's termination (or for any furtherperiod that is required by law) and until all Federal or State audits are complete and exceptions resolved for this contract's funding period. Uponrequest, CONTRACTOR shall make these records available to authorized representatives of the CITY, the State of California, and the United States Government.Contractor shall keep full and detailed accounts, maintain records, and exercise such controls as may be necessary for proper financial management under this Contract. The Contractor's accounting andcontrol systems shall be satisfactory to City. Contractor's accounting systems shall conform to generally accepted accounting principles and all records shall provide a breakdown of total costs charged under thisContract, including properly executed payrolls, time records, utility bills,invoices and vouchers. The City shall be afforded prompt access toContractor's records, books, and Contractor shall preserve such projectrecords for a period of at least five (5 years after the termination of this Contract, or for such longer period as may be required by law.Contractor shall permit City and its authorized representatives and accountants to inspect, examine and copy Contractor's books, records, accounts, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to the project or services set forth in Exhibit A, and any and all data relevant to this Contract at any reasonable time for the purpose of auditing and verifying statements, invoices, or bills submitted by Contractor pursuant to this Contract and shall provide such assistance as may be reasonably required in the course of such inspection. Contractor shall also allow Cityaccess to the record keeping and accounting personnel of Contractor.City further reserves the right to examine and re-examine said books, records, accounts, and data during the five (5 year period following the termination of this Contract; and Contractor shall in no event dispose of,destroy, alter, or mutilate said books, records, accounts, and data in any manner whatever for five (5 years after the termination of this Contract.

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Pursuant to California Government Code § 10527, the parties to this Contract shall be subject to the examination and audit of representatives of the Auditor General of the State of California for a period of three (3)years after final payment under this Contract. The examination and auditshall be confined to those matters connected with the performance of this Contract including, but not limited to, the cost of administering this Contract.

8. Changes and Extra Work. All changes and/or extra work under this Contract shall be performed and paid for in accordance with the following:Only the City Council or the City Manager may authorize extra and/or changed work. Contractor expressly recognizes that other City personnelare without authorization to either order extra and/or changed work or waive contract requirements. Failure of Contractor to secure the authorization for such extra and/or changed work shall constitute a waiverof any and all right to adjustment in contract price due to such unauthorized work and Contractor thereafter shall be entitled to no compensation whatsoever for performance of such extra and/or changed work.

If Contractor is of the opinion that any work which Contractor has been directed to perform is beyond the scope of this Contract and constitutesextra work, Contractor shall promptly notify City of the fact. The City shall make a determination as to whether or not such work is, in fact, beyond the scope of this Contract and constitutes extra work. In the event that City determines that such work does constitute extra work, City shall provide extra compensation to Contractor on a fair and equitable basis. A change order or Contract Amendment providing for such compensation for extra work shall be negotiated between City and Contractor and executed by Contractor and the appropriate City official.

In the event City determines that such work does not constitute extra work, Contractor shall not be paid extra compensation above that provided herein and if such determination is made by City staff, said determinationmay be appealed to the City Council; provided, however, a written appealmust be submitted to the City Manager within five (5) days after the staff's determination is sent to Contractor. Said written appeal shall include adescription of each and every ground upon which Contractor challenges the staff's determination.

9. Additional Assistance. If this Contract requires Contractor to prepare plans and specifications, Contractor shall provide assistance as necessary to resolve any questions regarding such plans and specifications that may arise during the period of advertising for bids, and Contractor shall issue General Conditions/EJH-E 01-19-11 4 Of 1 3

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any necessary addenda to the plans and specifications as requested. In the event Contractor is of the opinion that City's requests for addenda and assistance is outside the scope of normal services, the parties shallproceed in accordance with the changes and extra work provisions of Section 8 of these General Conditions.

10. Professional Ability. Contractor acknowledges, represents and warrants that Contractor and its employees are skilled and able to competently provide the services hereunder, and possess all professional licenses, certifications, and approvals necessary to engage in their occupations.City has relied upon the professional ability and training of Contractor as a material inducement to enter into this Contract. Contractor shall performin accordance with generally accepted professional practices and standards of Contractor's profession. In the event that City, in its solediscretion, desires the removal of any person employed or retained byContractor to perform services hereunder, such person shall be removed immediately upon receiving notice from City.

11. Business License. Contractor shall obtain a Richmond Business License before performing any services required under this Contract. The failure to so obtain such license shall be a material breach of this Contract andgrounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual orextraordinary circumstances without necessitating any modification of thisContract to reflect such waiver.

12. Termination Without Default. Notwithstanding any provision herein to the contrary, City may. in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder, immediately upon written notice toContractor. Contractor may terminate this Contract at any time in its sole and absolute discretion and without cause upon 30 days' written notice to City. In the event of termination by either party, Contractor shall be compensated for: (1) all authorized work satisfactorily performed prior to the effective date of termination; (2) necessary materials or services ofothers ordered by Contractor for this Contract, prior to receipt of notice of termination, irrespective of whether such materials or services of others have actually been delivered, provided that Contractor is not able to cancel such orders. Compensation for Contractor in such event shall bedetermined by City in accordance with the percentage of the project or services completed by Contractor; and all of Contractor's finished or unfinished work product through the time of the City's last payment shallbe transferred and assigned to City. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

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13. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided orotherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, statingthe reasons for such termination. Contractor shall be compensated as provided in Section 12 of these General Conditions; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustainedby City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

14. Conflict of Interest. Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1 )year.

15.lndemnification.
(a) If this Contract is a contract for design professional services subject to California Civil Code Section 2782.8(a) and Contractor is a design professional, as defined in California Civil Code Section 2782.8(b)(2), Contractor shall hold harmless, defend and indemnify the City, its officers,agents, employees, and volunteers from and against any and all claims,damages, losses, and expenses including attorneys' fees arising out of, or pertaining to, or relating to the negligence, recklessness, or willful misconduct of the Contractor, except where caused by the activenegligence, sole negligence, or willful misconduct of the City. To the fullest extent permitted by law, Contractor shall immediately defend and indemnify the City and its officers, agents, employees, and volunteers from and against any and all liabilities, regardless of nature or type, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, or its employees, agents, or subcontractors.Liabilities subject to the duties to defend and indemnify include, withoutlimitation, any and all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses; defense costs, including but not limited to reasonable attorneys' fees; court costs; and costs of alternative dispute resolution. Contractor's obligation to General Conditions/EJ/TE 01-19-11 6 Of 1 3

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indemnify applies unless it is finally adjudicated that the liability was caused by the sole active negligence or sole willful misconduct of an indemnified party.
(b) If this Contract is not a contract for design professional sen/ices subject to California Civil Code Section 2782.8(a) or Contractor is not a design professional as defined in California Civil Code Section 2782.8(b)(2), Contractor shall indemnify, defend, and hold harmless the City, its officers, agents, employees and volunteers from any and all claims, suits, oractions of every name, kind and description, brought forth on account of injuries to or death of any person or damage to property arising from or connected with the willful misconduct, negligent acts, errors or omissions,ultra-hazardous activities, activities giving rise to strict liability, or defects in design by Contractor or any person directly or indirectly employed by, or acting as, the agent for Contractor in the performance of this Contract, including the concurrent or successive passive negligence of the City, its officers, agents, employees or volunteers.
(c) It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Contractor shall be obligated to defend, in all legal, equitable, administrative, or special proceedings, with counsel approved by the City, the City and its officers, agents, employees, and volunteers, immediately upon tender to Contractor of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for theclaim does not relieve Contractor from its separate and distinct obligationto defend under this Section 15. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes an obligation to provide independent counsel if Contractor asserts that liability is caused in whole, or in part, by thenegligence or willful misconduct of an indemnified party. (d) The review, acceptance or approval of the Contractor's work or work product by any indemnified party shall not affect, relieve or reduce the Contractor's indemnification or defense obligations. This Section 15 survives completion of the services or the termination of this Contract.

The provisions of this Section 15 are not limited by, and do not affect, the provisions of this Contract relating to insurance.
(e) Acceptance of insurance certificates and endorsements required under this Contract does not relieve Contractor from liability under this Section

15. This Section 15 shall apply whether or not such insurance policies are determined to be applicable to any such damages or claims for damages.

16. Safety. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor shall perform all work hereunder in full compliance with applicable local, state and federal safety requirements including but not limited to Occupational Safety and Health Administration requirements, and shall assume sole and complete General Conditions/EJ/TE 01-19-11 7 Of 1 3

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responsibility for the safety of Contractor's employees and any subcontractor's employees. If a death, serious personal injury or substantial property damage occurs in connection with the performance ofthis Contract, Contractor shall immediately notify the City by telephone.

17. Insurance. Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forthin said Exhibit F.

18. Non-Liabilitv of Officials and Employees of the City. No official or employee of the City shall be personally liable for any default or liability under this Contract.

19. Compliance with Laws. Contractor shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals, with respect tothis Contract, including without limitation environmental laws, employmentdiscrimination laws and prevailing wage laws. Compliance under this provision includes compliance with all provisions of the RichmondMunicipal Code ("Municipal Code"), including Chapters 2.50, 2.52, 2.56, and 2.60, if applicable.

Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor shall promptly provide to City documents and information verifying its compliance with the Living Wage Ordinance. Also as prescribed in § 2.60.070, Contractor shall notify eachof its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance.

Contractor shall comply with § 2.28.030 of the Municipal Code, obligatingevery Contractor or subcontractor under a contract or subcontract with the City for public work or for goods or for services to refrain from discriminatory employment or subcontracting practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potentialsubcontractor.

Contractor acknowledges that the City's Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City's website at
http://www.ci.richmond.ca.us/workplacepolicies . Contractor agrees to abide by the terms and conditions of said policies.

20. Limitations upon Subcontractinci and Assianment. This Contract binds the heirs, successors, assigns and representatives of Contractor. TheContractor shall not enter into subcontracts for any work contemplated General Conditions/EJ/TE 01-19-11 8 Of 1 3

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under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.

Contractor acknowledges that the services which Contractor shall provide under this Contract are unique, personal sen/ices which, except as otherwise provided herein, Contractor shall not assign orsublet to anyother party without the prior written approval of City, which approval may be withheld in City's sole and absolute discretion. In the event that City, in writing, approves any assignment or subletting of this Contract or the retention of subcontractors by Contractor, Contractor shall provide to Cityupon request copies of each and every subcontract contract prior to theexecution thereof by Contractor and subcontractor. Any assignment byContractor of any or all of its rights under this Contract without first obtaining City's prior written consent shall be a default under this Contract.

The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership or joint-venture or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture.

21. Integration. This Contract constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes any previous oral or written agreement; provided, however, that correspondence or documents exchanged between Contractor and City may be used to assist in the interpretation of the Exhibits to this Contract.

22. Modifications and Amendments. This Contract may be modified or amended only by a change order or Contract Amendment executed by both parties and approved as to form by the City Attorney.

23. Conflictinq Provisions. In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Conditionsas set forth in Exhibit E shall prevail over these General Conditions. In theevent of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor. 'I

24.Non-exclusivity. Notwithstanding any provision herein to the contrary, the services provided by Contractor hereunder shall be non-exclusive, and General Conditions/EJATE 01-19-11 9 Of 1 3

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City reserves the right to employ other Contractors in connection with the project.

25. Exhibits. All Exhibits hereto are made a part hereof and incorporated herein by reference; provided, however, that any language in Exhibit A which does not pertain to the project description, proposal, scope of services, or method of compensation (as applicable), or any corresponding responsibilities of City, shall be deemed extraneous to, and not a part of, this Contract.

26. Force Majeure. Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that theperformance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest,acts of terrorism, insurrection, war, declaration of a state or nationalemergency or other reasons of a like nature not within the reasonablecontrol of such party.

27. Time of the Essence. Time is of the essence of this Contract. Contractor and City agree that any time period set forth in Exhibit A represents their best estimates with respect to completion dates and both Contractor andCity acknowledge that departures from the schedule may occur.

Therefore, both Contractor and City will use reasonable efforts to notify one another of changes to the schedule. Contractor shall not be responsible for performance delays caused by others, or delays beyond Contractor's control, and such delays shall extend the times for performance of Contractor's work.

28. Confidentiality. Contractor agrees to comply with, and to require its employees, agents and partners to comply with, all applicable State or Federal statutes or regulations respecting confidentially, including but notlimited to, the identity of persons served under this Contract, their records, or services provided them, and assures that:

All applications and records concerning any individual made or kept by Contractor or any public officer or agency in connection with theadministration of or relating to services provided under this Contract will be confidential, and will not be open to examination for any purposes not directly connected with the administration of such service.

No person will publish or disclose or permit or cause to be published or disclosed, any list of persons receiving services, except as may be required in the administration of such sen/ice.

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29. Third Parties. Nothing herein shall be interpreted as creating any rights or benefits in any third parties. For purposes hereof, transferees or assignees as permitted under this Contract shall not be considered "third parties."

30.Governinfl Law. This Contract shall be construed in accordance with the law of the State of California without regard to principles of conflicts of law.

This Contract is made in Contra Costa County, California, and any action relating to this Contract shall be instituted and prosecuted in the courts ofContra Costa County, California. 31 .Nonrenewal. Contractor understands and agrees that there is no representation, implication, or understanding that the services provided byContractor under this Contract will be purchased or renewed by the Cityunder a new contract following expiration or termination of this Contract, and waives all rights or claims to notice or hearing respecting any failure by City to continue the purchase of all or any failure to continue purchase of all or any such services from Contractor.

32. Claims. Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions ofsaid Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.

33. Interpretation. This Contract shall be interpreted as if drafted by both parties.

34. Warranty. In the event that any product shall be provided to the City as part of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanshipunder normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty(180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.

35.Severability. In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view General Conditions/EJ/TE 01-19-11 11 Of 13

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toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.

36. Authority. City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signingon behalf of Contractor warrants and represents that he or she is duly authorized to enter into and execute this Contract on behalf of Contractor,and shall be personally liable to City if he or she is not duly authorized to enter into and execute this Contract on behalf of Contractor.

37. Waiver. The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach.

Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor's performance, or paymentstherefore, or any combination of these acts, shall not relieve theContractor's obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.

38. Possessory Interest. If this Contract results in the Contractor having possession of, claim to or right to the possession of land or improvements, but does not vest ownership of the land or improvements in the sameperson, or if this Contract results in the placement of taxableimprovements on tax exempt land (Revenue and Taxation Code 107), such interest or improvements may represent a possessory interestsubject to property tax, and Contractor may be subject to the payment of property taxes levied on such interest.

39. Performance and Final Acceptance.

Contractor represents that it is experienced, qualified, registered, licensed, equipped, organized and financed to perform the services under this Contract.

Contractor shall perform the services under this Contract with that degree of skill and judgment normally exercised by professional firms performingservices of a similar nature in the State of California, and shall be responsible for the professional quality, technical accuracy and coordination of the services it performs under this Contract. In addition to the other rights and remedies which City may have, Contractor shall, at its own expense, correct any services which fail to heet the above standard.

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City shall provide Contractor an opportunity to cure errors and omission which may be disclosed during the review of submittals, with no increase in the authorized Contract Payment Limit. Should Contractor fail to makenecessary corrections in a timely manner, such corrections shall be madeby the City and the cost thereof shall be charged to Contractor.

If warranted, City shall determine, and Contractor may request such determination, that Contractor has satisfactorily completed performance of this Contract. Upon such determination, City shall issue to Contractor a written Notice of Final Acceptance, after which Contractor shall not incurfurther costs under this Contract. Contractor shall respond to such Notice of Final Acceptance by executing and submitting to City a Release and Certificate of Final Payment.

40. Survival. The rights and obligations of the parties which by their nature survive termination or completion of the services covered by this Contract shall remain in full force and effect after termination or completion.

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For the Contract between the City of
Richmond and
Remediation Risk Management, Inc. (RRM)

EXHIBIT E

SPECIAL CONDITIONS
The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable):

NONE

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For the Contract between the City of
Richmond and
Remediation Risk Management, Inc. (RRM)

EXHIBIT F

INSURANCE PROVISIONS
During the entire term of this Contract and any extension or modification thereof, theCONTRACTOR shall keep in effect insurance policies meeting the insurancerequirements specified in the insurance provisions which are attached hereto andincorporated herein by this reference.

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Exhibit F
Section 8
City of Richmond - Insurance Requirements - Type 1:

Consultants and Contractors
In all instances where a CONTRACTOR or its representatives will be conducting business and/or providing services, the City requires the following MINIMUM insurance requirements and limits.CONTRACTOR shall procure and maintain for the duration of the contract, agreement, or other order for work, services orsupplies, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.

CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide CommercialGeneral Liability insurance, CONTRACTOR shall look solely to its insurance for recovery, CONTRACTOR hereby grants toCITY', on behalf of any insurer providing Commercial General Liability insurance to either CONTRACTOR or CITY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CFTY by virtue of the payment of any loss under such insurance.Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured forgeneral liability, as well as a waiver of subrogation for Workers' Compensation insurance, shall be received and approvedby the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurancerequirements.City reserves the right to modify or require additional coverages for specific risk exposures depending on scope ofCONTRACTORS work.

Minimum coverage is detailed below. The policy limits of coverage shall be made available to the full limits of the policy.

The minimum limits stated herein shall not serve to reduce the policy limits of coverage of CONTRACTOR.

Minimum Scope of Insurance - the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001) including coverage for bodily and personal injury, property damage, and products and completed operations.

2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto)3. Original and Separate Additional Insured Endorsements for General Liability (ISO Form CG 20 10 11/85 or its equivalent) with primary and non-contributory language.

4. Workers' Compensation Insurance as required by the State of California including Employer's Liability coverage.

5. Original and Separate Waiver of Subrogation for Workers' Compensation and Builder's Risk/ Course of Construction Insurance.

6. Builder's Risk/Course of Construction insurance covering all risks of loss less policy exclusions when the City of Richmond has a financial interest in the property. - (Only required for Construction Contracts involving property)

7. Contractor's Pollution Liability (if applicable for Construction Contractors) Required Coverage
Workers' Compensation and
Employers' Liability
Minimum Limits
Statutory limits as required by the State of California including $1 million Employers' Liability per accident, per employee for bodily injury or disease.

If CONTRACTOR is self-insured, provide a certificate of Permission to SelfInsure, signed by the California Department of Industrial Relations and SelfInsurance. If contractor is a sole proprietor (has no employees) thancontractor must sign "Contractor Release of Liability" found at:
httD://www.ci.nchmond.ca.us/index.aspx?nid=61.

Type 1 - Page 1 of 4
Revised: September 2011

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Exhibit F
Section 8
City of Richmond - Insurance Requirements - Type 1:

Consultants and Contractors
General Liability(primary and excess limits
combined)
Automobile Liability
Builders' Risk/Course of
Construction - Covers property
under construction, repair orrenovation as well as equipment and materials to be installed.
(Only required for Construction
Projects involving property andequipment installation.) Contractor's Pollution Liability (ifapplicable)
Protects against:
unexpected/unintended release of
pollution resulting from contractors
covered operations such as:

HVAC, paving, carpentry, pipeline
& tank installation, drillers,
remediation contractors,maintenance, mechanical,
demolition, excavation, grading,
street/road construction,
residential & commercial builders.

PROJECT COST
$0 - $5 million
$5 million - $10 million
Over $10 million
Fireworks

REQUIRED LIMIT
$2 million p/o$5 million p/o
$10 million p/o
$5 million p/o
Includes coverage for bodily injury, personal injury, property damage and products and completed operations. The policy shall not exclude coverage for XCU perils (explosion, collapse, or damage to underground property).If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit ($4million aggregate limit).

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.
$1,000,000 per occurrence for bodily injury and property damage.Coverage shall include all risks of direct physical loss, excluding earthquake, for an amount equal to the full completed value of the covered structure or replacement value of alterations or additions, including soft costs and business interruption.

If the project does not involve new or major reconstruction, an Installation Floater may be acceptable. For such projects, a property installation floater shall be obtained that provides for the improvement, remodel, modification,alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for gny building, structure, machinery or equipment damaged, impaired, broken or destroyed during the performance of the Work, including during transit, installation and testing at the City of Richmond's site.

The City of Richmond shall be named as loss payee as its interest may appear. The insurer shall waive all rights of subrogation against City.Same limits as General Liability.

Required Policy Conditions
A. M. Best Rating
Additional Insured Endorsement
\
A:VII or Better. If the A.M. Best Rating falls below the required rating,CONTRACTOR must replace coverage immediately and provide notice to City.

Applicable to General Liability Coverage. ' jThe City of Richmond, its officers, officials, employees, agents andvolunteers are to be named as additional insureds for all liability arising outof the operations by or on behalf of the named insured, including but not limited to bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.

ISO form CG 20 10 (11/85) or its equivalent is required. The endorsement must not exclude products and completed operations coverage. If it does, then CG 20 37 (10/01) is also required.

Type 1 - Page 2 of 4
Revised: September 2011

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. Exhibit F
Section 8
City of Richmond - Insurance Requirements - Type 1:

Consultants and Contractors
Additional Insured Endorsement
(continued)Primary and Noncontributory
Waiver of Subrogation
Endorsement FormDeductibles and Self-InsuredRetentions
Loss Payable Endorsement (onlyrequired when Builder's Risk and/or Course of ConstructionInsurance is required.)SURETY BONDS (If a Public Works/EngineeringProject)
SAMPLE Endorsements can be found athtto://www.ci.richmond.ca.us/index.asox?nid=61 The contractor's insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

Contractor's insurer will provide a Waiver of Subrogation in favor of the City for Workers Compensation and Builder's Risk/ Course of Construction coverage during the life of this contract.SAMPLE Endorsements can be found at htto://www.ci.richmond.ca.us/index.asDX?nid=61
Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City orthe CONTRACTOR shall procure a financial guarantee in an amount equal tothe deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.

Contractor is responsible for satisfaction of the deductible and/or self-insured retention for each loss.

Applicable to Builder's Risk/Course of Construction naming the City of Richmond as Loss Payee.

The Contractor shall provide:

1. A Bid bond

2. A Performance Bond

3. A Payment Bond
UmbrelIa/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverages and cover those insured in the underlying policies.

Claims-Made PoliciesIf any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or nonrenewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion ofcontract work.SubcontractorsCONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review andapproval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of eitherCONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR'S subcontractors, will not be deemed to release or diminish the liabilityof CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.

Type 1 - Page 3 of 4
Revised: September 2011 Page 327 of 1935
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Exhibit F
Section 8
City of Richmond - Insurance Requirements - Type 1:

Consultants and Contractors
Verification of CoverageAll original certificates and endorsements shall be received and approved by the City before work may begin. The City of Richmond reserves the right to require complete, certified copies of all required insurance policies includingendorsements affecting the coverage at any time.

Original insurance certificates and required policy endorsements shall be mailed, or delivered to the Designated Project Manager for the City of Richmond.

Insurance certificates and endorsements may be faxed to the Designated Project Manager. However, Contractor must mail the original certificates and endorsements to Designated Project Manager once faxed.

Continuous CoverageCONTRACTOR, shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to haveinsurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease untilinsurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City's insurancerequirements, the City may take such action as it deems necessary to protect the City's interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, termsand conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.

CancellationCONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days' prior written notice has been given to the City.

Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affectcoverage provided to the City, its officers, officials, employees or volunteers,Consistent with Public Policy The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy andthus enforceable.

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Revised: September 2011 Page 328 of 1935
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City of Richmond
Sole Source Justification

THIS FORM MUST BE COMPLETED AND APPROVED PRIOR TO ANY PURCHASE Contact the Purchasing Division and discuss your rationale before completing this form. If Purchasing can help you make this a competitive purchase, then this form will not be required.

Attach this completed/approved form to requisitions when competitive quotes/bids/proposals are not solicited. (Required for requisitions > $3,000)
Requested SoIeSQurc^^
fame: Remedlatlon Risk Management, Inc. Contact Name: Robert Giattino Address: 2560 Soquel Avenue, Suite 202
City: Santa Cruz _ State: ^A_Zip Code: 35062
Phone Number C831 ) 227-4898 E-Mail [email protected]
Duration of Contract: July 1,2022 to June 30, 2025 _ ° ^ Estimated Cost: $ 182,446. Funding Source (Account String)<J^98400201_ Is the product/service IT related? Yes No ^ ____ If Yes, please attach the approved IT Authorization Form For Product: Is the recommended company the manufacturer of the product? Yes_ No For Product: Does the manufacturer seU the item(s) through distributors? Yes_ NoDescription of Product or Service:

Describe the full scope of work or service contemplated including installation if required; items should include brand, model and part number if applicable; (if additional space is needed, include them in a separate page) Ground Water Monitoring and Soil Gas Monitoring and Reporting in supporting a Work Plan related to the investigation of volatile organic compounds (VOCs) pollution, to evaluate related human health and environmental risks at the City of Richmond Corporation Yard and to continue work onassessment, monitoring and reporting of soil and groundwater conditions including semi-annual soilgas sampling in the City CorporationYard and seek from State of CA Water Board a Low ThreatClosure for Petroleum Hydrocarbons. Contract would be for continuous work through June 30, 2025.

Sole Source Rationale; PLEASE ANSWER ALL THE FOLLOWING QUESTIONS: Explain why the recommended company is the only company that can meet the requirement. Address the following: Are there any other companies who can do this job? What condition (e.g. technological superiority, or performance risks, etc.) exists so that the recommended company has a significant advantage over any other company who can do this job? It is important to sufficiently address the key reason for awarding an order/contract without soliciting competitive bids, The rational must be clear and convmcing, avoiding generalities and unsupported conclusions.

Water Board requested a VOC Work Plan be developed by May 15, 2017. This Work Plan was subsequently approved with additional Soil Gas Assessment requirements In November 9, 2018 and March 8, 2019 letters. Water Board seeks furtherGround Water Monitoring and Soil Gas Monitoring of the Corporation Yard Site to make a determination for a Low-Threat Underground Storage Tank Closure. Water Board suggests updating the Conceptual Site Model (CSM) by collecting groundwater, soil vapor and soil data and analyzing for PCE and asBociated daughter products in indoor and outdoor air samples using detection limits below their applicable ESLs.

Contractor has been working on environmental remediation efforts at the Corp.Yard since 2006 and has unique knowledge andprior history working with the San Francisco Bay Regional Water Quality Control Board (Water Board). Reporting Is crucial in order to avoid penalties and fines from the Water Board, Remediation Risk Management, Inc. (RRM) Is familiar with thespecifics required by the Water Board and can meet the deadlines that have been imposed on the City. Selecting another firm would require them to perform the same work for additional time and cost. (If additional space Is needed, Include them In a separate page) Page | 1 Sole Source Form - Rev. May 12, 2016

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Complete the following checklist
A specific contractor is the only som-ce of the required item because (check all that apply):

The required items are proprietary to the Contractor, and contractor solely transacts (sells) direct to the customer. (There are no dealers or distributors for contractor).

The requh'ed items are proprietary to the Contractor, and contractor does not sell direct to thecustomer. Contractor solely distributes the item or service througb only one dealer or distributor in the United States. (There are no dealers or distributors for contractor).

Note: If item or service is available -from more than one source, the item or serace may be treated as proprietary, but must be competitively solicited from multiple (two or more') sources [_} A specific item is needed;
To be compatible or interchangeable with existing hardware As spare or replacement hardware I_I For fhe repair or modification of existing hardware [_j Federal or state grant uames vendor as condition of funding. (Attach copy of grant that names vendor)
There is a substantial risk in contracting with any other contractor, (e.g., only one contractor has beensuccessful to date in mplementing a difficult maaufacturmg process or the services sought). In a briefexplanation, provide supporting evidence of why other contractors are considered to be unable to overcome the substantial risk.

Reporting is crucial in order to avoid penalties and fines from the Water Board. RemediationRisk Management, Inc. (RRM) is familiar with the specifics required by the Water Board and can meet the deadlines that have been imposed on the City. Selecting another firm wouldrequire them to perform the same work for additional time and cost.

Continuation of prior Work - Additional item, service or work required, but not known to have been needed when the original order was placed with vendor, and it is not feasible or practicable to contract separately for the additional need. Provide brief explanation and supporting evidence.

RRM will continue to work on the petroleum hydrocarbons released from the Site's gasoline, diesel, and kerosene Underground Storage Tanks (USTs). CSM will be updated withgroundwater, soil vapor and soil data. This work will include the assessment, monitoring, and reporting of soil and groundwater conditions in the City's Corporation Yard. RRM will work with City and Water Board in seeking a Low Threat Closure of the site. This contract workwould run concurrently through June 30,2025. (itaddtSonal space Is needed. Include them In a separate page) 2 [ Pa ge

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I acknowledge the City's requirements for solicitmg competitive quotes/bids for purchases over $3,000.00 and the criteria for justification for Sole Source purchases. I have gathered the required information, have made a concerted effort to review compai'able/equal equipment/services (e.g., market research), and further affirm that there is no conflict of interest involved in the selection made.

Department: City Manager's Office _ ^ ^ \-7'L' ^Requester Name and Title: crai3 K. Murray, SRAft/A, Development Project Manager 2 Note: Requester must be able to (}efend this justification.

Date: 8/8/22 Phone: 307-81 SB / ,tf
- (Sisi^y /^7t^ />ate:i/^/2L ZE^
Submit completed form to the Purchasing Division (Prior to submission f6 City Manager) Finance Director: A_ . »s / -
t i. •- -P C <.'t L^ril
APPROVED: ^^1 Q _ DATE: _^/^/^_<L
NOT APPROVED: COMMENTS:

Department Director (Print) shasa curl, City Manager
City Manager
(Under $10,000.00)
City Clerk Attesting to Council Approval(Over $10,000.00) (Copy of Minutes may be substituted) Note: Richmond Municipal Code Section 2.52.326 Sole Source Procurement requires final approval by the City Manager and/or City Council. Sole Source must be approved by Finance Director, PRIOR to Council Approval.

PROCEDURE
Sole Source purchase/service are exceptions to the normal bidding process and require a detailed justification. Inprocessing Sole Source requests for supplies, services and/or equipment, the Purchasing Division adheres to and is governed by the prmciples set forth in City of Richmond Municipal Code Section 2.52.326 Sole Source Procurement.

If you are requesting a particular vendor, brand or product, you must make this fact clear on your Sole Source form.Your request will then be restrictive and non-competitive, and will fall mto a sole source category. If the sole source justification is approved, the requisition can be expedited without the normal bidding requirements.

Such a request should not be made unless you are confident that your request is reasonable and appropriately justified to meet the City's requirements and withstand any possible audit. The City's requirements and the format for submitting such requests are contained herein. Sole Source form must be signed by authorized department representative(s). Thecertification will remain on file for audit purposes.

The following factors DO NOT apply to sole source requests and should not be included in your sole source justification. They will not be considered and only tend to confuse the evaluation process.

1. Personal preference for product or vendor.

2. Cost, vendor performance, and local service (these are generally considered award factors in competitive bidding).

3. Features which exceed the minimum department requirements. 3 I Page

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March 21, 2023
Economic Development
DATE: March 21, 2023
TO: Mayor Martinez and Members of the City Council
FROM: Nannette Beacham, Director of Economic Development Winifred Day, Arts and Culture Manager
Subject: Shields Reid Park Renovation Public Art Project FINANCIAL IMPACT: The total project amount is $580,000. The funds for the current fiscal year (FY) are available in the Community Services Department, Recreation Division approved
budget. Funds for subsequent fiscal years will be
budgeted accordingly through FY2024-2025 (10633031-
400708-23028, 10661065-400708-23028).

PREVIOUS COUNCIL
ACTION:
10/18/22 – Resolution 150-22 accepted and appropriated
grant funds

STATEMENT OF THE
ISSUE:

Through a collaborative effort between the Community
Services and Arts and Culture divisions, City staff are bringing forth a recommendation for five art sites and
artists to design, fabricate, and install large scale artworks in the Shields Reid Park utilizing grant funds from the State of California.

RECOMMENDED ACTION: APPROVE contracts with the following five artists to design, fabricate, and install large scale artworks for the Shields Reid Park Renovation Project, in a total amount not to exceed $580,000, for a term beginning March 22,
2023, and ending June 30, 2026: James Moore in the
amount of $70,000; Edwin Marmanillo in the amount of
$90,000; Alexandra Bowman in the amount of $110,000;
Javier Rocabado in the amount of 110,000; and Lewis
Watts in the amount of $200,000 – Economic
Development Department (Nannette Beacham 510-621-
1306/Winifred Day 510-620-6952).

AGENDA
REPORT

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March 21, 2023
DISCUSSION:

The State of California Department of Parks and Recreation awarded the City of Richmond with $8mm in funds to renovate Shields Reid Park, a 5.17-acre park in the North Richmond neighborhood (Attachment 1).

This public park project aims to improve health and wellness, safety, beauty, access to outdoor recreation, and to help catalyze community revitalization for a diversity of ages and abilities. The project includes final design, engineering, and construction of park improvements including: a stage, children’s play areas with integrated artwork, a fitness zone, community gathering areas including a shady grove of trees, handball court, outdoor classroom, a multi-use trail with fitness stations, water play area, bicycle pump track, a public restroom with amenities, perimeter fencing, and lighting. Sustainable design features include green infrastructure for stormwater management, energy efficient lighting, Bay-friendly landscaping, permeable paving, and the use of site furnishings and equipment that utilize recycled content. The park design features include high quality materials and equipment for longevity/durability and low maintenance.

A major component of the project is new public art at five (5) sites as listed and shown below.

1. Site 1a, 1b, 1c, 1d: Four (4) mosaic tile art pieces on the front walls of the Shields Reid Community Center

2. Site 2a, 2b, 2c, 2d: Four (4) panels of mural art on the back walls of the Shields Reid Community Center

3. Site 3: Three-dimensional artwork to be located in or near the Habitat Garden

4. Site 4a, 4b: Photographic art on two sides of the new stage

5. Site 5: Gateway Park entrance art

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March 21, 2023
In the fall of 2022, and as a collaborative effort, the Arts and Culture Division (ACD) and Community Services Department-Recreation Division (CSD) issued a Request for Qualifications-Proposals (RFQ/RFP) (Attachment 2) and received 17 responses. A review panel evaluated the responses based on criteria outlined in the RFQ/RFP.

Twelve (12) artists were selected as semi-finalists to move forward and respond to a second-phase RFP (Attachment 3). All twelve semi-finalists responded to the secondphase RFP and participated in interviews with the review panel in January 2023. The review panel made their selection of five finalists based on the scores and rankings for each proposal and interview (Attachment 4).

The five selected finalists were then recommended to the Richmond Arts and Culture Commission (RACC). The RACC approved the artists recommendations at its meeting on January 26, 2023.

City staff members are seeking City Council approval to enter into five art contracts, not to exceed a total of $580,000, all with terms beginning March 22, 2023, through June 30, 2026, and as noted below:

1. Javier Rocabado ($110,000) – Site 1a, 1b, 1c, 1d (Attachment 5)

2. Alexandra Bowman ($110,000) Site 2a, 2b, 2c, 2d (Attachment 6)

3. Edwin Marminillo ($90,000) – Site 3 (Attachment 7)

4. Lewis Watts ($200,000) – Site 4a, 4b (Attachment 8)

5. James Moore ($70,000) – Site 5 (Attachment 9)
DOCUMENTS ATTACHED:

Attachment 1 – Award Letter
Attachment 2 – Shields Reid Public Art RFQ/RFP
Attachment 3 – Shields Reid Second Phase RFP
Attachment 4 – Scoring Matrix
Attachment 5 – Javier Rocabado Contract
Attachment 6 – Alexandra Bowman Contract
Attachment 7 – Edwin Marminillo Contract
Attachment 8 – Lewis Watts Contract
Attachment 9 – James Moore Contract

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Shields-Reid Park Public Art Opportunities
Request for Qualifications/Proposals (RFQ/RFP)
Application Deadline: November 15, 2022 at 11:59 p.m.

Background: Shields-Reid Art Program Summary
The City of Richmond is now seeking artists to apply for twelve unique public art opportunities for Shields-Reid Park located between Kelsey Street, Cherry Street and Alamo Avenue. In 2020, Community Services staff hosted community workshops to re-envision this important North Richmond neighborhood park. The twelve art locations, types, and themes were determined by the community.

This is part of a larger component of adding features that include a bike pump track and repair station, stage, fitness zone, water pump designed for waterplay, and more. The source of funds for this project is the State of California Department of Parks and Recreation, Office of Grants and Local Services Proposition 68 Statewide Park Development and Community Revitalization Program.

Some of the thematic direction from the community includes celebrating the history and diversity of significant events and people from North Richmond. Some of the types of art the community wants to see includes gateway art, murals, mosaic design, sculptures, and active and functional art with community participation. Some projects may be DESIGN-ONLY by artists and fabricated/installed by other vendors.

Opportunities to participate: as artist who can apply, as panelists who can help select the art and as community who will provide input to artists in the design phase of the project. Artist Semi-finalists could be individuals or teams. Some sites have multiple locations that require continuity between 2 - 4 panels.

Artists could be selected for an art site or be a panelist for the project. An artist cannot be both an artist and a panelist.

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North Richmond History Summary
Currently, Shields-Reid Park is a blank canvas. The community sees the canvas as an opportunity to express their history and the cultural diversity of the community. The North Richmond community also has a vast musical history which is not physically celebrated inside of the park. Instead of a generic park, the park should offer a connection to the community.

This project celebrates Richmond’s unique cultural history as a destination on the transcontinental railroad, as a bustling port city, and as a leader in building ships for World War II. North Richmond, during and after the war, was the location of several nightclubs that hosted performances and dancing, including the Savoy Club and Minnie Lou’s. Currently no monuments to the strong history of music in North Richmond exist.

North Richmond has a history of cultural richness, community spirit, and resilience in the midst of racially discriminatory policies and real estate practices that created economic and housing hardship for its residents. The neighborhood received less services, inadequate garbage collection and sewage disposal, less police protection, and unpaved streets – dating back to the late 19th century when North Richmond was a rural community primarily made up of immigrants from Italy, Portugal, Mexico, Japan, and Laos. African American migrants from the South found that the West Coast was no refuge from institutional discrimination, but nonetheless created a vibrant community of their own in North Richmond.

Over the years, descendants of these early community builders have continued to live and work in North Richmond. Today, the neighborhood has diversified, and according to the 2016 US. Census estimate, the population includes 16.4% Black/African American, 64.9% of Hispanic/Latino origin, 4.6% White, and

12.2% Asian.

Source Documents: North Richmond History Information
• North Richmond Music History video: https://youtu.be/y3Ef38UPyVc • North Richmond history video: https://youtu.be/M3uj5xUGrZo> • https://youtu.be/M3uj5xUGrZo
• https://www.youtube.com/watch?v=sWrnInGbbH8
• https://www.youtube.com/watch?v=NUG3NgyML74
• https://jeffreycallenphd.files.wordpress.com/2010/01/musical-community.pdf • https://richmondconfidential.org/2011/06/15/part-3-north-richmond-blues/ • https://richmondconfidential.org/2011/01/11/richmond-once-a-mecca-for-the-blues/ • https://richmondmuseum.org/history/an-exploration-of-our-history-documentary-photo-videoexhibit/ • http://dougharrismedia.com/people.html
• https://www.youtube.com/watch?v=_XeXFILs6gw

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Shields-Reid Park Art Site Summary
Multiple sites and art opportunities include:

Sites 1a, 1b, 1c, 1d – Mosaic installations on the front walls of the existing Community Center. The front façade has a number of windows, and the mosaics can be installed between the windows. Thematic direction celebrates North Richmond music, the environment, and/or North Richmond heritage and history. The installations should include a community participatory process.

Site 1a 7’ H x 7’ W Mosaic Total Budget for Sites 1a, 1b, 1c, 1d = $110,000 Site 1b 7’ H x 6’ W Mosaic
Site 1c 7’ H x 5.5’ W Mosaic
Site 1d 7’ H x 8’ W Mosaic

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Sites 2a, 2b, 2c, 2d – Mural on the rear wall of the existing Community Center. Thematic direction celebrates North Richmond music, the environment, and/or North Richmond heritage and history. The installation should include a community participatory process.

Site 2a 8’7” H x 13’2” W Mural Total Budget for Sites 2a, 2b, 2c, 2d = $100,000 Site 2b 8’7” H x 13’2” W Mural
Site 2c 8’7” H x 13’8” W Mural
Site 2d 8’7” H x 13.4” W Mural

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Site 3 – Three-dimensional artwork – a bust or freestanding sculpture, vertical in character, between 3’ and 6’ in height, to be located in or near the new habitat garden. Subjects and themes may include Charles Reid, native animals, North Richmond history. Active or functional art may be installed.

Total Budget for Site 3 = $90,000
Site 4a and 4b – Stage art – photographic art on two sides of the new stage to honor the musicians that have impacted North Richmond.

Total Budget for Sites 4a and 4b = $200,000
Examples of photographic art, as found on Macdonald Ave between 7th and 8th Streets:

Scientific Art Studio Scientific Art Studio
National Park Service National Park Service

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Site 5 – Gateway park entrance art Total Budget for Site 5 = $70,000 This location was discussed as a possible gateway element location. Artwork in this space could be taller and designed to be a landmark/entry type artwork, possibly with overhead components. This would require more robust footings compared to the other locations described here. Art theme related to the musical, cultural, or environmental history of North Richmond.

The art message for this project should send a positive visual statement for the visitors and staff of this facility.

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Request for Qualifications/Proposals Guidelines
Scope of Services: Describe and design a creative solution Eligible Art Forms:
• Visual Arts: paintings, sculptures, photographs, graphics, mosaic, mixed media, murals, mosaic tiles, etc.
• Literary Arts: historical writers, researchers for unique photo collages Eligible Art Materials:
• ADA compliant, rust proof, color fast, etc.
• 20-year life – low to no maintenance required
Ineligible Art Materials:
• TBD – high maintenance materials
ELIGIBILITY CRITERIA for APPLICANTS:

Eligible: Richmond residents and Richmond-based arts organizations may apply as individuals or as a team with partners. Artists from the nine Bay Area Counties are encouraged to apply.

Ineligible: If you are an employee of the City of Richmond, and/or a relative of a Commissioner or any appointed official, you may not apply for this opportunity, as this relationship represents a conflict of interest.

SELECTION PROCESS and DEADLINES:

Selection Process:

1. A panel of Richmond residents, art professionals, and city staff will review all Request for Qualifications applications and identify a short-list of candidates.

2. Three semi-finalists per site will receive an invitation to respond to a more detailed Request for Proposals (RFP). A total of $1,000 - $1,500 will be awarded to three semi-finalist artists per site to further develop a concept design.

3. The three semi-finalists per site may respond to the Request for Proposals and may be invited to make a Zoom presentation to the art recommendation panel.

4. The art recommendation panel will determine one finalist per site, which will be subject to City Council approval.

5. Upon City Council approval, a contract will be executed with each artist for professional services.

Incomplete applications will not be evaluated. Final awards will be determined based on completed applications, using a point-based system. This is a lump sum project.

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Written Proposal Review:

Criteria for Selection:

Range: 1 points = minimally qualified 3 points = qualified 5 points = exceptionally qualified • Clear proposed project description – What is the visual message for the visitors and staff? • Artist experience with unique projects of similar scope and scale • Fair and reasonable cost (budget) (for example - How would you allocate the $110,000 mosaic $100,000 mural budget?)
• Virtual presentation
• Sketch of proposed art solution
After the candidates have been evaluated based on their submittals, short-listed candidates may be more closely considered through an oral/virtual presentation.

The City of Richmond reserves the right to short-list a number of candidates to participate in the presentations at its sole discretion, prior to the final selection.

Application Deadlines:

Thursday September 29, 2022 Orientation online via Zoom and RFQ/RFP applications posted Tuesday November 15, 2022 RFQ/RFP application online deadline Wednesday November 30, 2022 RFP invitation for design concept proposals Thursday January 5, 2023 RFP deadline
Wednesday,
Thursday
January 18-19, 2023 Art recommendation panels via Zoom
3 semi-finalists each for 5 sites
February 2023 Semi-finalists art design recommendations per 5 sites February/March 2023 City Council approval of artists
April 2023 All artists under contract per 5 sites
January 2025 All artwork installed

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REV. 09/29/22 Page 9 of 9
Application Instructions:

To apply, please complete the application online at www.ci.richmond.ca.us/parkart Application Checklist:

1. ___ Project description

2. ___ Rough sketch(es) of preliminary concept design, including additional information (medium, dimensions, title, etc.)

3. ___ North Richmond community engagement plan

4. ___ Proposed budget allocation

5. ___ Timeline

6. ___ Resume(s)

7. ___ References (two) name, email, phone number, project, etc.

8. ___ Work samples – no more than five PDF images with annotated list showing range of art styles and additional information (art, media, scale, price, location, year, etc.)

9. ___ Proof of residency and/or City of Richmond business license Email Application Questions To:

Winifred Day, Arts and Culture Manager [email protected] For more information about the Richmond Art Commission, feel free to go to:
www.ci.richmond.ca.us/2064/Arts-Culture
Things to Consider:

Please note that if you are selected then documents required will include, but may not be limited to:

1. Signed contract with a Purchase Order and Contract number

2. City of Richmond Business License (not reimbursable)

3. Tax Form W-9

4. Invoice from artist to the City of Richmond for payment

5. Proof of insurance required

6. A COVID-19 Plan to meet requirements for in-person meetings and activities, including but not limited to social distancing (6 feet between participants), wearing masks and gloves, limited team/volunteer in-person meetings, and disinfecting materials and spaces as needed, etc.

7. Any artist who receives awarded art funds shall give City of Richmond and grant source credit as a sponsor for the public art project i.e. mural, social media, etc. A high-resolution City of Richmond logo will be provided upon request.

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Shields-Reid Park Public Art Opportunities
Request for Proposals (RFP)
Congratulations for being selected as a semi-finalist for the Shields-Reid Park and Community Center Public Art project. As you know there are 5 art sites with various public art opportunities. There were 17 candidates who submitted complete applications by the November 15 deadline. There are twelve artist (teams) selected to further develop the Request for Proposals for multiple projects.

This is a collaborative effort between the Community Services and the Arts and Culture Divisions.

Art Project Summary
Site Description Art Commission Design Fee
1a, 1b, 1c, 1d Front Wall – 4 Sections of Mosaic Tile $110,000 $1,200 2a, 2b, 2c, 2d Back Wall – 4 Sections of Painted Mural $110,000 $1,200 3 Habitat Garden $90,000 $1,000
4a, 4b Stage Left and Right $200,000 $2,000
5 Gateway Park Entrance $70,000 $1,000
Site: Shields-Reid Park and Community Center, 1410 Kelsey St., Richmond CA 94801 • Click here to view the Shields-Reid Community Center Construction Drawings.

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RFP Deliverables
Deliverables Deadline: January 5, 2023
As part of the selection process, several non-voting city staff will have the opportunity to view the final art commission concept designs. Please consider designing stable tabletop design boards, tri or quad folded.

There may be an optional community open house at Shields-Reid Community Center in January, date and time to be determined.

Hard Scale Models:
• Minimum 1 Foam Core Board (30 x 40”) hand delivered to Richmond City Hall, 450 Civic Center Plaza, City Manager’s Office, Suite #300
• Create a story board with the theme, materials, placement, community engagement, budget, schedule. Consider using photo shop to drop your design concept onto the presentation board • Community Engagement Schedule – explain how you plan to include the community • Budget:
o Lump Sum Budgets should include no more than 25% administration fee, concept design fee, stamped engineer design drawing fees, fabrication, installation, etc. o Budget should be formatted with the following line items: Materials, Artist Fee, Art Fabrication Expense, Installation Cost, Insurance, Business License, Fees Paid to Others (Stipend) and Total Cost (Add All Line Items).

For art sites with no drawings, use your imagination to expand on the proposed visual story for this community-based project. North Richmond is not only known for music but there were remarkable sports played at this park too, led by Mr. Charles Reid.

Click here to view the original RFQ/RFP with background information on the project.

The City of Richmond contracts require a Business License, insurance, and Proof of valid CSLB.

This project is scheduled for delivery to artists in Q4 2023.

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REV. 12/06/22 Page 3 of 8
Sites 1a, 1b, 1c, 1d – Front of the Building Mosaic Tile Art • Total Art Commission: $110,000
• RFP Design Fee: $1,000
Mosaic installations on the front walls of the existing Community Center. The front façade has a number of windows, and the mosaics can be installed between the windows. Thematic direction celebrates North Richmond music, the environment, the sports legacy of Charles Reid, and/or North Richmond heritage and history. The installations should include a community participatory process.

Site 1a 7’ H x 6’8” W Mosaic
Site 1b 7’ H x 5’8” W Mosaic
Site 1c 6’6” H x 4’6” W Mosaic
Site 1d 7’ H x 8’ W Mosaic
At no cost to the artist, we will design custom metal art frames for four mosaic tile locations.

Click here to view the Mosaic Art Frame Template.

Click here to view the Shields-Reid Community Center Construction Drawings.

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REV. 12/06/22 Page 4 of 8
Site 2a, 2b, 2c, 2d – Back of the Building Mural Art
• Total Art Commission: $110,000
• RFP Design Fee: $1,000
Mural painted directly on the wall surface on the rear of the existing Community Center. Thematic direction celebrates North Richmond music, the environment, the sports legacy of Charles Reid, and/or North Richmond heritage and history. The installation should include a community participatory process.

Site 2a 8’7” H x 13’2” W Mural
Site 2b 8’7” H x 13’2” W Mural
Site 2c 8’7” H x 13’8” W Mural
Site 2d 8’7” H x 13’4” W Mural
Click here to view the Shields-Reid Community Center Construction Drawings.

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REV. 12/06/22 Page 5 of 8
Site 3 – Habitat Garden
• Total Art Commission: $90,000
• RFP Design Fee: $1000
• One Design Board

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REV. 12/06/22 Page 6 of 8
Sites 4a and 4b: Stage left and stage right
• Total Art Commission: $200,000
• RFP Design Fee: $2,000
• Two Design Boards

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REV. 12/06/22 Page 7 of 8
Site 5: Entrance Gateway
• Art Commission Fee: $70,000
• RFP Design Fee: $1000
• One Design Board

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REV. 12/06/22 Page 8 of 8
RFP Timeline
Wednesday November 30, 2022 RFP invitation for design concept proposals, hard scale models, and story boards
Thursday January 5, 2023 RFP deadline, hard scale models and story boards due to Richmond City Hall, 450 Civic Center Plaza, City Manager’s Office, Suite #300 by 5:00 pm
TBD in January Optional community open house at Shields-Reid Community Center
Wednesday,
Thursday
January 18-19, 2023 Art recommendation panels via Zoom
3 semi-finalists each for 5 sites
February 2023 Semi-finalists art design recommendations per 5 sites February/March 2023 City Council approval of artists
April 2023 All artists under contract per 5 sites
January 2025 All artwork installed
This is a collaborative effort between the Community Services and the Arts and Culture Divisions.

Winifred Day
Arts and Culture Manager
City of Richmond
cc: JLS, SN, LB, SJ, LC

3-21-23, CC Mtg.
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