Richmond City Council
April 18, 2023

April 18, 2023

Public Works

DATE: April 18, 2023
TO: Mayor Martinez and Members of the City Council
FROM:

Daniel Chavarria, Director of Public Works
Robert Armijo, PE, Deputy Director of Public Works

Subject:

Contract Amendment #1 with Ninyo & Moore for
Materials Testing Services
FINANCIAL IMPACT: The term of the contract will continue for three years with an optional two-year extension. The payment limit for the contract shall not exceed $850,000. The ‘as-needed’
materials testing services will be provided for projects funded through various sources. The approval of this
contract amendment will not result in an additional
appropriation of funds. Funds will be identified prior to the performance of materials testing services through the
issuance of work authorizations. (01231131-400201)

PREVIOUS COUNCIL
ACTION:

Original contract approved by City Council on October 18, 2021, in the amount of $250,000.

STATEMENT OF THE
ISSUE:

Public Works staff is recommending City Council
approval of a standing service contract amendment with
Ninyo & Moore for ‘as-needed’ construction materials
testing for various City projects.

RECOMMENDED ACTION:

APPROVE a first contract amendment with Ninyo &
Moore, in the amount of $600,000, for ‘as-needed’
construction materials testing services, for a new total contract amount not to exceed $850,000 – Public Works
(Daniel Chavarria 510-620-5478/ Robert Armijo 510-620-
5477).

AGENDA
REPORT
1003

April 18, 2023
DISCUSSION:

The Engineering Division of the Public Works Department is requesting that the City Council approve a first contract amendment with Ninyo & Moore, an engineering firm that provides material testing services to ensure quality and compliance with contract specifications, for as-needed construction materials testing for various City projects. The firm has advanced laboratory facilities that are fully equipped and staffed by professionals, with laboratory testing services supervised by a registered professional engineer. Ninyo & Moore can perform a wide range of construction materials testing, which includes soil, concrete, asphalt, masonry, steel, and more. All testing equipment is annually calibrated by representatives who use equipment traceable to the National Institute of Standards and Technology and inspected by the Cement and Concrete Reference Laboratory (CCRL) regularly.

While this service is currently required for ongoing improvements at the Wastewater Treatment Plant, it may also be necessary for other projects such as road construction, road overlays, and concrete pours. Public Works Engineering staff will oversee the contract with the materials testing service, which was initially approved by the City Council in October 2021 for $250,000.

Public Works staff is requesting a contract amendment in the amount of $600,000 for a new total payment limit of $850,000. This is an on-call contract, and work will be allocated as the City issues task orders (also known as Work Authorizations) for Ninyo & Moore to provide services. Materials testing services will be provided on an as- needed basis for projects funded through various sources, and Work Authorizations will be issued based on identified funds prior to service performance. No additional appropriation of funds will be required for the approval of this contract amendment.

DOCUMENTS ATTACHED:

Attachment 1 – Original Contract
Attachment 2 – Amendment to the Contract
1004

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.

Public Works
Angela Walton
[email protected]
(510) 255-9688
8598
5828
As needed construction materials testing
Ninyo & Moore
2020 Challenger Drive, Suite 103
Alameda, CA 94501
Ransom Hennefer
(510) 343-3000
[email protected]
40039293
January 20, 2022
November 30, 2021
November 29, 2024
250,000
✔
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1005

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 CONTRACTOR:
a municipal corporation

By:
(* The Corporation Chairperson of the Board,
President or Vice President should sign below)

Title: By:

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

Date Signed:

B y :

City Clerk
(* The Corporation Chief Financial Officer,
Secretary or Assistant Secretary should sign below)
Approved as to form:

B y :

B y : T i t l e :

City Attorney
Date Signed:

(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.

LIST OF ATTACHMENTS:

Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Standard Contract/EJ/TE 9-26-07
Ninyo & Moore
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 Principal Engineer
11/18/2021
Mayor
1006
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:

See Attachment A
Project Manager
Ninyo & Moore
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1007

ATTACHMENTS A
Qualified registered professionals shall provide co nstruction materials testing services within the City of Richmond for three years plus two-year op tional extensions for all City, Wastewater and Port Projects. Testing shall cover all services and delivery of all documents specified in the following scope of services:

1. Soils
 Plant soils
 Soils by Consultant who prepared initial Reports
 In Place density testing
 Maximum density determinations
 Grading observation
 Site review, final soils report and affidavit

2. Asphalt testing compaction for both base and asphalt

3. Welding Shop and Field

4. Masonry Fulltime installation inspection
 Aggregates
 Mortar and grout
 Masonry cores and shear
 Masonry units

5. Handicap lift installation

6. Concrete Inspection
 Concrete placement sampling of cement and collection of mill certifications  Continuous batch plant inspection
 Concrete cylinder break test including cylinder pickup at site  Concrete compressive strength tests
 Mix Design
 Expansion bolts, anchors
 Vapor Transmission through slab

7. Testing and inspection of riveting, bolting, expansion anchors, high strength bolts and washers

8. Reinforcing Steel
 Identification, sampling, certification
 Tensile and bend tests (#5 or larger)
 Fire proofing

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1008

9. Structural Steel
 Shop fabrication
 Field welding
 High strength bolting
 Galvanized coating on exterior steel

10 Moisture content of hardwood flooring

11. Built-up roofing assemblies

12. Coating thickness of elastomeric paint

The selected consulting team will be required to maintain auditable records, documents, and papers for inspection by authorized local, state and federal representatives. Therefore, the consulting team may be required to undergo an evaluation to demonstrate that the firm uses recognized accounting and financial procedures.

The contract amount will be for a maximum not- to-exceed amount, based on the tasks listed in Article III, and the rates submitted in response to Article IV, or lesser rates mandated by the City.

Reimbursable expenses are subject to the prio r approval of the City. The amount for such expenses will be included in the maximum not-to-exceed amount.

The City will solicit bids for projects from each firm for each project or provide a written justification to determine which firm is must qu alified to complete a scope of work. Each firm must submit their scope of work and cost proposal on their letterhead and submit it to the project manager for acceptance by signing and dati ng the document. A Work Authorization or Authorization to Proceed will be issued upon selection and approval of the scope of work followed by a Purchase Order to encumber the funds to cover the expense of the project.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1009
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 PA YMENT 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 Contra ctor 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 a fter 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.

Angela Walton
Ninyo & Moore
Public Works
Angela Walton
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1010
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:

Ninyo & Moore
Ninyo & Moore
Angela Walton
6 - 13th Street
Dushyant Manmohan
2020 Challenger Drive, Suite 103
Alameda, CA 94501
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1011
General Conditions/EJ/TE 01-19-11 1 of 13

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, C opyrights 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, DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1012
General Conditions/EJ/TE 01-19-11 2 of 13

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.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1013
General Conditions/EJ/TE 01-19-11 3 of 13

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 C ontract's termination (or for any further period that is required by law) and until all Fede ral or State audits are complete and exceptions resolved for this contract's funding period. Upon request, CONTRACTOR shall make thes e 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.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1014
General Conditions/EJ/TE 01-19-11 4 of 13

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 DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1015
General Conditions/EJ/TE 01-19-11 5 of 13

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.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1016
General Conditions/EJ/TE 01-19-11 6 of 13

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 DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1017
General Conditions/EJ/TE 01-19-11 7 of 13

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 DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1018
General Conditions/EJ/TE 01-19-11 8 of 13

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 DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1019
General Conditions/EJ/TE 01-19-11 9 of 13

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 DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1020
General Conditions/EJ/TE 01-19-11 10 of 13

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.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1021
General Conditions/EJ/TE 01-19-11 11 of 13

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 DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1022
General Conditions/EJ/TE 01-19-11 12 of 13

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.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1023
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.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1024
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):

Ninyo & Moore
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1025
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.

Ninyo & Moore
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1026

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

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

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

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

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

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

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

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

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

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

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

STATUTE
PER

LIMITS(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

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

EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR

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

DAMAGE TO RENTED
$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

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

POLICY PRO-

JECT LOC

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

CANCELLATION

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

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

AUTOS ONLY
4/22/2021
Dealey, Renton & Associates
P. O. Box 12675
Oakland CA 94604-2675
510-465-3090
510-452-2193
[email protected]
License#: 0020739
Travelers Property Casualty Company of America
25674
NINY&MO-01
Evanston Insurance Company
35378
Ninyo & Moore Geotechnical &
Environmental Sciences Consultants
2020 Challenger Drive, Suite 103
Alameda CA 94501
Travelers Casualty and Surety Co of America
31194
458355231
A
X
1,000,000
X
1,000,000
X
Contractual Liab
10,000
X
OCP
1,000,000
2,000,000
X
Y
Y
6308986R247
10/3/2020
10/3/2021
2,000,000
A
1,000,000
X
X
X
Y
Y
8107N033091
10/3/2020
10/3/2021
A
X
X
9,000,000
Y
CUP9J428527
10/3/2020
Y
10/3/2021
9,000,000
C
X
N
Y
UB6P428399
5/1/2021
5/1/2022
1,000,000
1,000,000
1,000,000
B
Professional Liab. &
Contractor's Pollution Liab.

Computer Network Security
Y
MKLV7PL0004694
5/1/2021
10/3/2022
Per Claim
Annual Aggregate
5,000,000
5,000,000
Umbrella Liability policy is a follow-form to underlying General Liability/Auto Liability/Employers Liability.

REF: ALL OPERATIONS OF THE NAMED INSURED.

The City of Richmond, its officers, officials, employees, agents and volunteers are named as Additional Insured on General Liability and Auto Liability, per policy forms, with respect to the operations of the Named Insured as required by written contract or agreement. General Liability is Primary/Non-Contributory per policy form wording. Insurance coverage includes waiver of subrogation per attached. 30 Day Notice of Cancellation
City of Richmond
6 - 13th Street
Richmond CA 94804
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1027
Ð Ñ Ô × Ý ÇÒ Ë Ó Þ Û Î æ

COMMERCIAL GENERAL LIABILITY
ISSUED DATE:

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× Í ÑÐ ® ± ° » ® ¬ · » ­ ô × ² ½ ò ô î ð ð ì Ð ¿ ¹ » ï ± º ï Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the "products- completed operations hazard", provided that such contract was signed and executed by you before, and is in effect when, the bodily injury or property damage occurs.

Any project to which an applicable contract described in the Name of Additional Insured Person(s) or Organization(s) section of this Schedule applies. 4/22/2021
6308986R247
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1028
Ð Ñ Ô × Ý ÇÒ Ë Ó Þ Û Î

COMMERCIAL GENERAL LIABILITY
ISSUED DATE:

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             
          
              
           
Ì ¸ · ­ » ² ¼ ± ® ­ » ³ » ² ¬ ³ ± ¼ · º · » ­ · ² ­ « ® ¿ ² ½ » ° ® ± ª · ¼ » ¼ « ² ¼ » ® ¬ ¸ » º ± ´ ´ ± © · ² ¹ æ Ý Ñ Ó Ó Û Î Ý × ß Ô Ù Û Ò Û Î ß Ô Ô × ß Þ × Ô × Ì ÇÝ Ñ Ê Û Î ß Ù ÛÐ ß Î Ì        
                                                                               ø × ² º ± ® ³ ¿ ¬ · ± ² ® » ¯ « · ® » ¼ ¬ ± ½ ± ³ ° ´ » ¬ » ¬ ¸ · ­ Í ½ ¸ » ¼ « ´ » ô · º ² ± ¬ ­ ¸ ± © ² ¿ ¾ ± ª » ô © · ´ ´ ¾ » ­ ¸ ± © ² · ² ¬ ¸ » Ü » ½ ´ ¿ ® ¿ ¬ · ± ² ­ ò ÷   Í » ½ ¬ · ± ² × ×
ɸ ± × ­ ß ² × ² ­ « ® » ¼ · ­ ¿ ³ » ² ¼ » ¼ ¬ ± · ² ó Ì ¸ · ­ · ² ­ « ® ¿ ² ½ » ¼ ± » ­ ² ± ¬ ¿ ° ° ´ § ¬ ± þ ¾ ± ¼ · ´ § · ² ¶ « ® § þ ± ® ½ ´ « ¼ »¿ ­¿ ²¿ ¼ ¼ · ¬ · ± ² ¿ ´ · ² ­ « ® » ¼¬ ¸ »° » ® ­ ± ² ø ­ ÷ ± ® þ ° ® ± ° » ® ¬ § ¼ ¿ ³ ¿ ¹ » þ ± ½ ½ « ® ® · ² ¹ ô ± ®  ° » ® ­ ± ² ¿ ´ · ² ¶ « ® § Œ ± ® ¹ ¿ ² · ¦ ¿ ¬ · ± ² ø ­ ÷ ­ ¸ ± © ²· ²¬ ¸ »Í ½ ¸ » ¼ « ´ » ô ¾ « ¬ ± ² ´ § ± ®  ¿ ¼ ª » ® ¬ · ­ · ² ¹· ² ¶ « ® § Œ ¿ ® · ­ · ² ¹± « ¬ ± º ¿ ² ± º º » ² ­ » © · ¬ ¸ ® » ­ ° » ½ ¬ ¬ ± ´ · ¿ ¾ · ´ · ¬ § º ± ® þ ¾ ± ¼ · ´ § · ² ¶ « ® § þ ô þ ° ® ± ° » ® ¬ § ½ ± ³ ³ · ¬ ¬ » ¼ ô ¿ º ¬ » ® æ ¼ ¿ ³ ¿ ¹ » þ ô þ ° » ® ­ ± ² ¿ ´ · ² ¶ « ® § Œ ± ®  ¿ ¼ ª » ® ¬ · ­ · ² ¹· ² ¶ « ® § þ  ß ´ ´ © ± ® µ ô · ² ½ ´ « ¼ · ² ¹³ ¿ ¬ » ® · ¿ ´ ­ ô ° ¿ ® ¬ ­± ® » ¯ « · ° ó½ ¿ « ­ » ¼ ô · ² © ¸ ± ´ » ± ® · ² ° ¿ ® ¬ ô ¾ § æ ³ » ² ¬ º « ® ² · ­ ¸ » ¼· ² ½ ± ² ² » ½ ¬ · ± ²© · ¬ ¸ ­ « ½ ¸© ± ® µ ô   Ç ± « ® ¿ ½ ¬ ­ ± ® ± ³ · ­ ­ · ± ² ­ å ± ® ± ² ¬ ¸ » ° ® ± ¶ » ½ ¬ ø ± ¬ ¸ » ®¬ ¸ ¿ ² ­ » ® ª · ½ » ô ³ ¿ · ² ¬ » ó ² ¿ ² ½ »± ® ® » ° ¿ · ® ­ ÷ ¬ ±¾ »° » ® º ± ® ³ » ¼¾ §± ® ± ²  Ì ¸ » ¿ ½ ¬ ­ ± ® ± ³ · ­ ­ · ± ² ­ ± º ¬ ¸ ± ­ » ¿ ½ ¬ · ² ¹ ± ² § ± « ® ¾ » ¸ ¿ ´ º ± º ¬ ¸ » ¿ ¼ ¼ · ¬ · ± ² ¿ ´ · ² ­ « ® » ¼ ø ­ ÷ ¿ ¬ ¬ ¸ » ´ ± ½ ¿ ó¾ » ¸ ¿ ´ º å ¬ · ± ² ± º ¬ ¸ » ½ ± ª » ® » ¼ ± ° » ® ¿ ¬ · ± ² ­ ¸ ¿ ­ ¾ » » ² ½ ± ³ ó · ² ¬ ¸ » ° » ® º ± ® ³ ¿ ² ½ » ± º § ± « ® ± ² ¹ ± · ² ¹ ± ° » ® ¿ ¬ · ± ² ­ º ± ®° ´ » ¬ » ¼ å ± ® ¬ ¸ »¿ ¼ ¼ · ¬ · ± ² ¿ ´ · ² ­ « ® » ¼ ø ­ ÷ ¿ ¬ ¬ ¸ »´ ± ½ ¿ ¬ · ± ² ø ­ ÷ ¼ » ­ · ¹ ó  Ì ¸ ¿ ¬ ° ± ® ¬ · ± ²± º þ § ± « ® © ± ® µ þ ± « ¬ ± º © ¸ · ½ ¸¬ ¸ »² ¿ ¬ » ¼ ¿ ¾ ± ª » ò · ² ¶ « ® § ± ® ¼ ¿ ³ ¿ ¹ » ¿ ® · ­ » ­ ¸ ¿ ­ ¾ » » ² ° « ¬ ¬ ± · ¬ ­ · ² ó  É· ¬ ¸® » ­ ° » ½ ¬ ¬ ±¬ ¸ »· ² ­ « ® ¿ ² ½ »¿ º º ± ® ¼ » ¼¬ ±¬ ¸ » ­ » ¬ » ² ¼ » ¼ « ­ » ¾ § ¿ ² § ° » ® ­ ± ² ± ®± ® ¹ ¿ ² · ¦ ¿ ¬ · ± ²¿ ¼ ¼ · ¬ · ± ² ¿ ´ · ² ­ « ® » ¼ ­ ô ¬ ¸ » º ± ´ ´ ± © · ² ¹ ¿ ¼ ¼ · ¬ · ± ² ¿ ´ » ¨ ½ ´ « ó± ¬ ¸ » ® ¬ ¸ ¿ ²¿ ² ± ¬ ¸ » ® ½ ± ² ¬ ® ¿ ½ ¬ ± ® ± ® ­ « ¾ ½ ± ² ¬ ® ¿ ½ ó­ · ± ² ­ ¿ ° ° ´ § æ ¬ ± ® » ² ¹ ¿ ¹ » ¼ · ² ° » ® º ± ® ³ · ² ¹ ± ° » ® ¿ ¬ · ± ² ­º ± ® ¿ ° ® · ² ½ · ° ¿ ´ ¿ ­ ¿ ° ¿ ® ¬ ± º ¬ ¸ » ­ ¿ ³ » ° ® ± ¶ » ½ ¬ ò          Ý ± ° § ® · ¹ ¸ ¬ î ð ð ë Ì ¸ » Í ¬ ò Ð ¿ « ´ Ì ® ¿ ª » ´ » ® ­ Ý ± ³ ° ¿ ² · » ­ ô × ² ½ ò ß ´ ´ ® · ¹ ¸ ¬ ­ ® » ­ » ® ª » ¼ ò Ð ¿ ¹ » ï ± º ï × ² ½ ´ « ¼ » ­ ½ ± ° § ® · ¹ ¸ ¬ » ¼ ³ ¿ ¬ » ® · ¿ ´ ± º × ² ­ « ® ¿ ² ½ » Í » ® ª · ½ » ­ Ñ º º · ½ » ô × ² ½ ò © · ¬ ¸ · ¬ ­ ° » ® ³ · ­ ­ · ± ² ò Any person or organization that you agree in a written contract, on this Coverage Part, provided that such written contract was signed and executed by you before, and is in effect when the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed.

Any project to which an applicable written contract with the described in the Name of Additional Insured Person(s) or Organization(s) section of this Schedule applies. 6308986R247
4/22/2021
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1029

COMMERCIAL GENERAL LIABILITY
c. Method Of Sharing
If all of the other insurance permits contribution
by equal shares, we will follow this method also.

Under this approach each insurer contributes
equal amounts until it has paid its applicable
limit of insurance or none of the loss remains,
whichever comes first.

If any of the other insurance does not permit
contribution by equal shares, we will contribute
by limits. Under this methoo, each insurer's
share is based on the ratio of its applicable limit
of insurance to the total applicable limits of
insurance of all insurers.
d. Primary And Non-Contributory Insurance If
Required By Written Contract
If you specifically agree in a written contract or
agreement that the insurance afforded to an
insured under this Coverage Part must apply on
a primary basis, or a primary and non­
contributory basis. this insurance is primary to
other insurance that is available to such insured
which covers such insured as a named insured,
and we will not share with that other insurance,
provided that:
(1) The "bodily injury'' or "property damage" for
which coverage is sought occurs; and
(2) The "personal and advertising injury" for
which coverage is sought is caused by an
offense that is committed;
subsequent to the signing of that contract or
agreement by you.

5. Premium Audit
a. We will compute all premiums for this Coverage
Part in accordance with our rules and rates.
b. Premium shown in this Coverage Part as
advance premium is a deposit premium only. At
the close of each audit perioo we will compute
the earned premium for that period and send
notice to the first Named Insured. The due date
for audit and retrospective premiums is the date
shown as the due date on the bill. If the sum of
the advance and audit premiums paid for the
policy period is greater than the earned
premium, we will return the excess to the first
Named Insured.
c. The first Named Insured must keep records of
the information we need for premium
computation, and send us copies at such times
as we may request.

6. Representations
By accepting this policy, you agree:
a. The statements in the Declarations are
accurate and complete;
b. Those statements are based upon
representations you made to us; and
c. We have issued this policy in reliance upon
your representations.

The unintentional omission of, or unintentional error
in, any information provided by you which we relied
upon in issuing this policy will not prejudice your
rights under this insurance. However, this provision
does not affect our right to collect additional
premium or to exercise our rights of cancellation or
nonrenewal in accordance with applicable insurance
laws or regulations.

7. Separation Of Insureds
Except with respect to the Limits of Insurance, and
any rights or duties specifically assigned in this
Coverage Part to the first Named Insured, this
insurance applies:
a. As if each Named Insured were the only
Named Insured; and
b. Separately to each insured against whom claim
is made or "suit" is brought.

8. Transfer Of Rights Of Recovery Against Others
To Us
If the insured has rights to recover all or part of any payment we have made under this Coverage Part,
those rights are transferred to us. The insured must
do nothing after loss to impair them. At our request,
the insured will bring "suit" or transfer those rights
to us and help us enforce them.

9. When We Do Not Renew
If we decide not to renew this Coverage Part, we will
mail or deliver to the first Named Insured shown in
the Declarations written notice of the nonrenewal
not less than 30 days before the expiration date.

If notice is mailed, proof of mailing will be sufficient proof of notice.

SECTION V - DEFINITIONS

1. "Advertisement" means a notice that is broadcast or
published to the general public or specific market
segments about your goods, products or services
for the purpose of attracting customers or
supporters. For the purposes of this definition:
a. Notices that are published include material
placed on the Internet or on similar electronic
means of communication; and
b. Regarding websites, only that part of a website
that is about your goods, prooucts or services
for the purposes of attracting customers or
supporters is considered an advertisement.

Includes copyrighted material of Insuran ce Services Office, Inc. with its permiss ion.

Policy #
6308986R247
6308986R247
6308986R247
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1030

COMM E RCI AL G ENERA L LIAB ILI T Y
that i s av a ilab le to any o f y our " em p loyee s "o ccup at ional therapi st or o ccup at ional fo r "bod i ly injury " that ari s e s out o f pr ov idin gthe rapy as s ist an t, p h y s i c a l ther ap i s t o r or f a i li ng t o prov ide "i ncidental me dic a ls p ee c h- language p a th olo gi st ; or s e r v i c e s " to any p e rs on t o the e x tent n ot(b ) F i rst ai d o r "Good Sama ri tan s e r v i c e s " s ubje c t to P ar ag r ap h 2.a. (1) o f S e c tio n II –by any o f y our " em p loyee s " or " v olunteer Wh o I s An Insur ed.w orke rs ", oth e r th an an em ployed o r v o lunteer d o ctor. An y s uc h " em p loyee s " K. M ED I C AL PAYM EN T S – INCREASE D LI M IT or " v ol untee r w orkers" prov idin g or fa il in g The f o llo wing r e pla ces P aragrap h 7. o fto prov ide fi r s t aid or "Good Sama ri tan SE CTI O N II I – L IMIT S O F I N SURA NCE:s e r v i c e s " during th ei r w ork h ours fo r yo u

7. Su bje ct to P aragrap h 5. abov e, th e Medic a lwil l b e d ee m ed t o b e a c ti ng within th e s co pe o f thei r em ploy m ent b y y ou o r Ex pens e L im i t i s the mo s t w e wil l pay und e r pe rfo rm in g dutie s r elated to t he c o ndu ct C ov erage C fo r al l me di c al ex pens e s o f yo ur bus ine s s . be c aus e o f " bodily inj ury " s us tained b y any one pers on, and w ill be th e highe r o f:3. The fo llowing r epla c e s the la st s e nt en c e o f Pa r ag r aph 5. o f SE CTIO N I II – L IMIT S O F a. $10, 00 0; orINSU R A N CE :
b . The am o unt s how n i n th e D e clarat ion s o fFo r t he p urpo s es o f d eterm i ni ng th e th i s C ov erage P art fo r Medica l E x pens eappl i cable E a c h Occurrenc e L im i t , all r e la ted Lim i t.a ct s or om i s s ions c om m i tted i n prov iding o r fa il in g t o pr ov ide "inci dent al me dical L . AM END MEN T OF EXCES S INS URA NCE s e rv i ce s ", fi r s t a id or "Good Sama ri tan COND I T ION – P ROF ES SI ONAL L IA BIL I TY s e rv i ce s " to any one p er s on wil l b e deemed The f ol lo wing i s added t o P ar ag r aph 4.b . ,to b e one " o cc urrence ". Ex ces s Insu r ance , o f SE CTI O N IV –4. The fol lowing ex clu s ion is ad ded t o CO MM ERCIAL GENE R AL L IA BI LIT Y Pa r a graph 2., Ex clus ion s, o f SE CTION I – COND I T ION S :

CO V ER AGE S – C O VER AGE A – BODI L Y Thi s in s uranc e is ex c e s s ov er any o f the oth e rINJU RY A ND P ROP ERT Y DAM AGE i nsur an c e, wh eth e r prim ary, ex ces s , c o nti ng entL IA BI LI TY: or on a ny other b a s i s , that i s Pr o fe ss ionalSa le O f Ph armac eu ticals Lia bil ity or s im i la r c ov e rag e, t o th e ex tent t h e "Bo dily inj ury " o r "pr op e rty d am age " ari s ing lo ss i s n o t s ub ject to th e pro fe s s ional s e rv i c e s ou t o f t h e v iola t ion o f a p enal s ta tute o r ex clusion o f C o v erage A or Co v e r age B. ordi nanc e r elatin g t o the s a le of M . B LA NKET W AIVER OF SUBRO GATION –pharma c eut i c al s c om m i tt ed b y, o r w i th t he W H EN R E QUI RED BY WRI TT E N C ON T RACTk now ledg e o r c o n s ent o f t he in s ur ed. O R AG R EEMEN T5. The f ol lo wing i s a dd ed t o th e D EFIN I TION S The f ol lo w ing is add ed to P a ragraph 8., Tra nsfe rSe ctio n:

O f Ri g h t s O f Re co very Again st O the r s T o U s ,"In ci dent al m ed i c al s e rv i ce s " m ea ns : o f SE CTION IV – C O MMERCIAL GEN ERAL a . Med i c al , s urgic a l, d en tal , lab orato ry, x - L IA BI LI TY CO ND I T ION S:
r ay o r n ursing s erv i ce or tr eatm en t, If the i nsur ed h a s agreed in a wri tten c o n tr a ct o radv i c e o r ins tru ction, o r the r ela ted ag r ee ment to w aiv e that i nsur ed ' s right o ffu rni s hing o f food or be v e rag es; or r e cov e ry against any p ers on o r o rg anizat io n, w e b . The fur nishin g o r di s pens i ng o f drug s o r w aiv e our r ight o f r e c ov e ry agai nst s uch p ers o nm ed i c al , d en tal, or s ur gi cal s u pplie s o r or o r ganizatio n, but only f o r p ay men ts w e m akeappl ia nc e s . be c aus e o f:

6. The f ol lo w i ng is added t o Par agraph 4.b . , a. "Bo dily injury " o r "property d am age " thatE xces s Ins u r ance , o f SE CTI O N IV – o ccurs ; o rCO M M ERCI AL GENE R AL LI A B ILI T Y b . "Pe rs o nal and a dv e rti s ing injury " c aus ed b yCOND I TION S :
an o ffe n s e th at i s c om m it ted ;Thi s i nsur an c e i s ex c e s s ov e r any v al id an d s ubs equent to th e s igni ng o f that c o ntra ct o rcol le c ti ble oth e r i ns ur ance , w h ether p rim a ry, ex c e ss , c o nti ng ent o r on any other b a sis, ag r ee ment.

CG D3 79 02 19 ú 20 17 T he Tra v e le rs In d e mn ity C o mp a ny . All righ ts re se rv e d . Pa ge 5 o f 6 I nc lud es co py rig ht e d ma te ria l o f I nsur a nce Se rv ice s O f f ice , Inc. w it h its p e rm is sio n.

Policy #
6308986R247
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1031

COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

AUTO COVERAGE PLUS ENDORSEMENT
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

GENERAL DESCRIPTION OF COVERAGE
This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. BLANKET ADDITIONAL INSURED H. AUDIO, VISUAL AND DATA ELECTRONIC

EQUIPMENT
INCREASED LIMITB. EMPLOYEE HIRED AUTO
I. WAIVER OF DEDUCTIBLE
GLASSC. EMPLOYEES AS INSURED
J. PERSONAL PROPERTYD. SUPPLEMENTARY PAYMENTS

INCREASED
LIMITS K. AIRBAGS
E. TRAILERS
INCREASED LOAD CAPACITY L. AUTO LOAN LEASE GAP
F. HIRED AUTO PHYSICAL DAMAGE M. BLANKET WAIVER OF SUBROGATION G. PHYSICAL DAMAGE

TRANSPORTATION

EXPENSES

INCREASED LIMIT
A. BLANKET ADDITIONAL INSURED performing duties related to the conduct of your business.The following is added to Paragraph A.1., Who Is An Insured, of SECTION II
COVERED AUTOS 2. The following replaces Paragraph b. in B.5., LIABILITY COVERAGE: Other Insurance, of SECTION IV
BUSI-
NESS AUTO CONDITIONS:Any person or organization who is required under a written contract or agreement between you and b. For Hired Auto Physical Damage Cover- that person or organization, that is signed and age, the following are deemed to be cov- executed by you before the "bodily injury" or ered "autos" you own:
"property damage" occurs and that is in effect (1) Any covered "auto" you lease, hire,during the policy period, to be named as an addi- rent or borrow; andtional insured is an "insured" for Covered Autos (2) Any covered "auto" hired or rented byLiability Coverage, but only for damages to which your "employee" under a contract inthis insurance applies and only to the extent that an "employee's" name, with yourperson or organization qualifies as an "insured" permission, while performing dutiesunder the Who Is An Insured provision contained related to the conduct of your busi-in Section II.
ness.B. EMPLOYEE HIRED AUTO
However, any "auto" that is leased, hired,1. The following is added to Paragraph A.1., rented or borrowed with a driver is not aWho Is An Insured, of SECTION II COV- covered "auto".ERED AUTOS LIABILITY COVERAGE:

C. EMPLOYEES AS INSUREDAn "employee" of yours is an "insured" while The following is added to Paragraph A.1., Who Isoperating a covered "auto" hired or rented An Insured, of SECTION II
COVERED AUTOSunder a contract or agreement in an "em-
LIABILITY COVERAGE:ployee's" name, with your permission, while CA T4 20 02 15 © 2015 The Travelers Indemnity Compa ny. All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc. with its permission. 8107N033091
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1032

COMMERCIAL AUTO
(2) An adjustment for depreciation and physicalAny "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow condition will be made in determining actual in your business or your personal affairs. cash value in the event of a total "loss".

D. SUPPLEMENTARY PAYMENTS
INCREASED (3) If a repair or replacement results in better LIMITS than like kind or quality, we will not pay for the amount of betterment.1. The following replaces Paragraph A.2.a.(2) of

SECTION II
COVERED AUTOS LIABILITY (4) A deductible equal to the highest Physical COVERAGE: Damage deductible applicable to any owned
covered "auto".(2) Up to $3,000 for cost of bail bonds (in- (5) This Coverage Extension does not apply to:cluding bonds for related traffic law viola- tions) required because of an "accident" (a) Any "auto" that is hired, rented or bor-we cover. We do not have to furnish rowed with a driver; orthese bonds. (b) Any "auto" that is hired, rented or bor-2. The following replaces Paragraph A.2.a.(4) of rowed from your "employee".SECTION II

COVERED AUTOS LIABILITY
G. PHYSICAL DAMAGE
TRANSPORTATIONCOVERAGE:

EXPENSES
INCREASED LIMIT(4) All reasonable expenses incurred by the The following replaces the first sentence in Para-"insured" at our request, including actual graph A.4.a., Transportation Expenses, ofloss of earnings up to $500 a day be- SECTION III PHYSICAL DAMAGE COVER-cause of time off from work. AGE:E. TRAILERS

INCREASED LOAD CAPACITY
We will pay up to $50 per day to a maximum ofThe following replaces Paragraph C.1. of SEC- $1,500 for temporary transportation expense in-TION I COVERED AUTOS: curred by you because of the total theft of a cov-

1. "Trailers" with a load capacity of 3,000 ered "auto" of the pri ate passenger type.v pounds or less designed primarily for travel H. AUDIO, VISUAL AND DATA ELECTRONICon public roads. EQUIPMENT

INCREASED LIMIT
F. HIRED AUTO PHYSICAL DAMAGE Paragraph C.1.b. of SECTION III

PHYSICAL
The following is added to Paragraph A.4., Cover- DAMAGE COVERAGE is deleted. age Extensions, of SECTION III
PHYSICAL I. WAIVER OF DEDUCTIBLE
GLASSDAMAGE COVERAGE: The following is added to Paragraph D., Deducti-Hired Auto Physical Damage Coverage ble, of SECTION III

PHYSICAL DAMAGE
COVERAGE:If hired "autos" are covered "autos" for Covered Autos Liability Coverage but not covered "autos" No deductible for a covered "auto" will apply to for Physical Damage Coverage, and this policy glass damage if the glass is repaired rather than replaced.also provides Physical Damage Coverage for an
owned "auto", then the Physical Damage Cover- J. PERSONAL PROPERTY age is extended to "autos" that you hire, rent or The following is added to Paragraph A.4., Cover-borrow subject to the following: age Extensions, of SECTION III

PHYSICAL
DAMAGE COVERAGE:(1) The most we will pay for "loss" to any one "auto" that you hire, rent or borrow is the Personal Property Coverage lesser of: We will pay up to $400 for "loss" to wearing ap- (a) $50,000; parel and other personal property which is:
(1) Owned by an "insured"; and(b) The actual cash value of the damaged or stolen property as of the time of the (2) In or on your covered "auto". "loss"; or This coverage only applies in the event of a total (c) The cost of repairing or replacing the theft of your covered "auto". damaged or stolen property with other No deductibles apply to Personal Property cover- property of like kind and quality. age.

Includes copyrighted material of Insurance Services Office, Inc. with its permission.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1033

COMMERCIAL AUTO
K. AIRBAGS (2) Any:

The following is added to Paragraph B.3., Exclu- (a) Overdue lease or loan payments at the sions, of SECTION III
PHYSICAL DAMAGE time of the "loss";
COVERAGE: (b) Financial penalties imposed under a
Exclusion 3.a. does not apply to "loss" to one or lease for excessive use, abnormal wear more airbags in a covered "auto" you own that in- and tear or high mileage; flate due to a cause other than a cause of "loss" (c) Security deposits not returned by the les-set forth in Paragraphs A.1.b. and A.1.c., but sor;only:
(d) Costs for extended warranties, Credit Lifea. If that "auto" is a covered "auto" for Compre- Insurance, Health, Accident or Disabilityhensive Coverage under this policy; Insurance purchased with the loan orb. The airbags are not covered under any war- lease; andranty; and (e) Carry-over balances from previous loansc. The airbags were not intentionally inflated. or leases.

We will pay up to a maximum of $1,000 for any M. BLANKET WAIVER OF SUBROGATIONone "loss".

The following replaces Paragraph A.5., TransferL. AUTO LOAN LEASE GAP Of Rights Of Recovery Against Others To Us, The following is added to Paragraph A.4., Cover- of SECTION IV BUSINESS AUTO CONDI-age Extensions, of SECTION III
PHYSICAL TIONS:DAMAGE COVERAGE:

5. Transfer Of Rights Of Recovery AgainstAuto Loan Lease Gap Coverage for Private Others To UsPassenger Type Vehicles We waive any right of recovery we may haveIn the event of a total "loss" to a covered "auto" of against any person or organization to the ex-the private passenger type shown in the Schedule tent required of you by a written contract exe-or Declarations for which Physical Damage Cov- cuted prior to any "accident" or "loss", pro-erage is provided, we will pay any unpaid amount vided that the "accident" or "loss" arises out ofdue on the lease or loan for such covered "auto" the operations contemplated by such con-less the following:
tract. The waiver applies only to the person or(1) The amount paid under the Physical Damage organization designated in such contract.Coverage Section of the policy for that "auto"; and
CA T4 20 02 15 © 2015 The Travelers Indemnity Compa ny. All rights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1034

WORKERS COMPENSATION
AND

EMPLOYERS LIABILITY POLICY
ENDORSEMENT WC 99 03 76 ( A)
POLICY NUMBER:

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS

ENDORSEMENT

CALIFORNIA
(BLANKET WAIVER)
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule.

The additional premium for this endorsement shall be % of the California workers' compensation pre- mium.

Schedule
Person or Organization Job Description
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.
(The information below is required only when this endorsement is issued subsequent to preparation of the policy.)
Insurance Company Countersigned by
DATE OF ISSUE: Page 1 of 1
Any Person or organization for which the insured has agreed by written contract executed prior to loss to furnish this waiver.

UB6P428399
Travelers Casualty and Surety Co of America
4/22/2021
DocuSign Envelope ID: EC91E850-3181-4A23-A9EB-B066BA1271F2 1035
1036
1037
NONE
1038
1039

April 18, 2023

Public Works

DATE: April 18, 2023
TO: Mayor Martinez and Members of the City Council
FROM:

Daniel Chavarria, Director of Public Works
Robert Armijo, PE, Deputy Director of Public Works

Subject:

Contract Amendment #1 with Pro-Cal Lighting Inc. for the City Auditorium Main Lighting System Improvements
FINANCIAL IMPACT: The proposed additional expenditure of $350,000 will be funded from the fiscal year 2021-22 Public Works
Department CIP Budget. Account String: 20136031-
400708-CSA20.

PREVIOUS COUNCIL
ACTION:

November 2, 2022

STATEMENT OF THE
ISSUE:

Public Works staff is requesting authorization to amend the contract with Pro-Cal Lighting Inc. for City Auditorium Main Lighting System Improvements located at 403 Civic
Center Plaza, Richmond to include additional bid
alternates #1(24 Boxing Ring and Orchestra Pit Lighting features) and #2 (91 First Floor and Mezzanine Floor
Corridor Lighting lamps),
RECOMMENDED ACTION:

APPROVE a first contract amendment with Pro-Cal
Lighting Inc. for City Auditorium Main Lighting System
Improvements, in an amount of $350,000, for bid
alternates #1 (24 Boxing Ring and Orchestra Pit Lighting features) and #2 (91 First Floor and Mezzanine Floor
Corridor Lighting lamps), for a total contract not to
exceed $850,000 – Public Works (Daniel Chavarria 510-
620-5478 / Robert Armijo 510-620-5477).

DISCUSSION:

AGENDA
REPORT
1040

April 18, 2023

Event organizers using the City’s Auditorium have identified lighting improvements as a key area requiring attention. On September 1, 2021, the City circulated an Invitation for Bids seeking contractors willing to undertake the construction of the City Auditorium’s Main Lighting System Improvements located at 403 Civic Center Plaza in Richmond (the "Project"). Pro-Cal Lighting Inc. submitted the lowest responsive bid and was determined to be responsible. The initial contract for replacing the Main Room lighting was awarded to Pro-Cal Lighting, Inc. in the amount of $500,000.

During the course of work, Public Works staff requested additions to the scope of work (Bid Alternates #1 and #2), including 24 Boxing Ring and Orchestra Pit Lighting features, and 91 First Floor and Mezzanine Floor Corridor Lighting lamps, respectively.

The total combined cost for Bid Alternates #1 and #2 is $348,845. City staff is proposing a contract amendment in the amount of $350,000, for a total new contract of $850,000.

The necessary funds were allocated in the fiscal year 2023-24 Public Works Department Capital Improvement Plan budget.

DOCUMENTS ATTACHED:

Attachment 1 - Original Construction Agreement
Attachment 2 - Amended Construction Agreement
Attachment 3 - Bid Alternates #1 and #2 Scope of Work
Attachment 4 - Bid Alternates #1 Cost
Attachment 5 - Bid Alternates #2 Cost
1041
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1074
1 FIRST AMENDMENT TO
CONSTRUCTION AGREEMENT BETWEEN THE CITY OF RICHMOND AND _PRO- CAL LIGHTING INC.

This First Amendment to the Construction Agreement (the “First Amendment”) is entered into as of April ___, 2023, by and between the City of Richmond, a municipal corporation and charter city (“City”) and Pro-Cal Lighting Inc., (“Contractor”), with reference to the following facts.

RECITALS

A. City and Contractor entered into that certain Construction Agreement dated December 22, 2021 (the “Agreement”) to undertake construction of the City Auditorium Main Lighting System Improvements, located at 403 Civic Center Plaza, Richmond, CA (the “Project”).

B. The Parties now desire to enter into this First Amendment in order to increase the expenditures under the Construction Agreement by an additional not-to-exceed sum of $350,000 (the “Additional Expenditures”), for a total amended not-to exceed amount of $850,000 as set forth on Attachment 1 attached and incorporated hereto (the “First Amended Amount”).

NOW THEREFORE, in consideration of the recitals hereof, and other mutual covenants and promises contained herein and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree to amend the Agreement as follows:

Section 1 Amendment to Payments.

The Construction Agreement is hereby amended by this First Amendment in order to increase the Original Amount by the Additional Expenditures to reflect a new total of authorized expenditures under the Construction Agreement, equal to the First Amended Amount.

Section 2. Amendment to Scope of Work.

The Construction Agreement is hereby amended by this First Amendment in order to add Bid Alternates #1 (Boxing Ring and Orchestra Pit Lighting) and #2 (First Floor and Mezzanine Floor Corridor Lighting) work to the Project as set forth in Attachment 3.

Section 3. Miscellaneous.

(a) Except as amended by this First Amendment, the Construction Agreement has not been modified and is in full force and effect.

(b) Each of the individuals executing this First Amendment on behalf of the Contractor and City individually represents and warrants that he or she has been authorized to do so and has the power to bind the party for whom they are signing. 1075
2 (c) This First Amendment may be signed in any number of counterparts with the same effect as it the signatures to each counterpart were upon a single instrument, and is intended to be binding when all parties have delivered their signatures to the other parties.

Signatures may be delivered by facsimile or electronic transmission. All counterparts shall be deemed an original of this First Amendment.

(d) WHEREFORE, the Parties have executed this First Amendment on or as of the date first above written.

IN WITNESS WHEREOF, City and Contractor have executed this First Amendment duly authorized representatives, all on the date first written above.

Reviewed By:

_______________________
City Attorney

ATTEST:

_______________________________
City Clerk

CITY:

CITY OF RICHMOND, a municipal corporation and
charter city

By: _________________________________

Name: Shasa Curl
Its: City Manager

CONTRACTOR:

Pro-Cal Lighting Inc.,

By: _________________________________

Name:

Its:

1076
3 Attachment 3

Contractor shal l complete the construction of City Auditorium Main Lighting System Improvements Bid Alternates #1 (Boxing Ring and Orchestra Pit Lighting) and #2 (First Floor and Mezzanine Floor Corridor Lighting) as detailed in and in conformance with the plans and specifications for Ci vic Auditorium Lighting Replacement prepared by Mark Albertson Architects and dated March 5, 2021.

1077

ARCHITECTS MA RICHMOND CIVIC AUDITORIUM
Auditorium Lighting Replacement

RICHMOND CIVIC AUDITORIUM

PROPOSED CONSTRUCTION ALTERNATES

A. ADD Alternate No. 1: Boxing Ring and Orchestra Pit Lighting

1. Work Included in Alternate:
a. REMOVE sixteen (16) existing ceiling-mounted boxing ring lighting fixtures above the Main Auditorium.
b. REMOVE eight (8) existing ceiling-mounted orchestra pit lighting fixtures above the Main Auditorium.
c. INSTALL sixteen (16) new ceiling-mounted boxing ring lighting fixtures (Fixture Type AH1) above the Main Auditorium.
1) Refer to Electrical Drawings (E Sheets) for plan layouts and details. 2) Refer to Specification Section 26 51 01 - Lighting
d. INSTALL eight (8) new ceiling-mounted orchestra pit lighting fixtures (Fixture Type AJ1) above the Main Auditorium.
1) Refer to Electrical Drawings (E Sheets) for plan layouts and details. 2) Refer to Specification Section 26 51 01 - Lighting
e. REVISE as necessary proposed new lighting controls to accommodate new boxing ring and orchestra pit lighting. See Production Lighting Drawings (PL Sheets).
f. INSTALL new wiring and circuits to accommodate new boxing ring and orchestra pit lighting.

B. ADD Alternate No. 2: Corridor Lighting

1. Work Included in Alternate:
a. REMOVE existing ceiling-mounted lighting fixtures on Main Floor Corridors and Mezzanine Level Corridors. Maintain fixture housings where noted. b. INSTALL new ceiling-mounted lighting fixtures (Fixture Types AB2, AE1, and AG1) on Main Floor Corridors and Mezzanine Level Corridors. 1) Refer to Electrical Drawings (E Sheets) for plan layouts and details. 2) Refer to Specification Section 26 51 01 – Lighting.
1078

ARCHITECTS MA RICHMOND CIVIC AUDITORIUM
Auditorium Lighting Replacement

c. INSTALL new distribution panels, lighting control panels, wiring and circuits to accommodate new corridor lighting in hallway leading to Stairway No. 7. 1) Remove existing interior wall plaster finish. See Specification Section 02 41 19 and Specification Section 02 82 10.
2) Upon installation of electrical wall panels, replace or repair affected wall area with new plaster and paint finishes. See Specification Section 09 22 00 and Specification Section 09 91 00.
d. REVISE as necessary proposed new lighting controls to accommodate new corridor lighting. See Production Lighting Drawings (PL Sheets).

1079

POWERED BY PROEST

Richmond Civic Auditorium Alt #1
From To
David Ornelas
Pro-Cal Lighting Inc.
1155 S. Santa Fe Ave
Vista, CA, 92083

Mark Albertson
Architects MA
[email protected]

1155 S Santa Fe Ave. Suite A, Vista CA 92083 | o: 760.994.6959 f: 760.560.1670 | ProCalLighting.com CSLB #C-10 1002601 8(a) Certified (MBE) Certified Minority Owned Business (SB) Small Business (DBE) Disadvantaged Business Enterprise CAGE CODE: 7CR52 CS DGS Supplier #1795967 NAICS: 237130, 238210, 541490, 561790, 711510. DIR #1000019052 DUNS #079708930

Scope of Work

We propose to furnish the material and labor on the above referenced project for the amount shown below. This proposal is based on the scope of work as detailed below and the following clarifications / exclusions listed below.

Narrative
• Boxing Ring and Orchestra Pit Lighting (In stock but limited) a. (16) AH1 Fixtures – replacement: VariLite PLT 19-degree lens tube back b. (8) AJ1 Fixtures – replacement: VariLite PLT 26-degree lens tube back

10 GENERAL CONDITIONS $9,667 6.60%
18 CONTINGENCY/ALLOWANCES $2,435 1.66%
30 SPECIALTY LABOR CODES (L) $5,963 4.07%
50 RACEWAY/WIRE/DISTRO MATERIAL $12,252 8.37%
51 LIGHTING MATERIAL $116,070 79.29%
Total Estimate $146,387 100%

1080

POWERED BY PROEST

Qualifications

1. Pricing is based on acceptance entire scope. Pricing may change if a scope needs to be changed or removed.

2. It is presumed that the existing electrical service/equipment can accept any/all of the added electrical equipment/ demand, and that all existing equipment is in good working conditions to accept the alterations per the above scope of work.

3. Pricing is based on the quantities as detailed above and does not necessarily represent a one for one installation.

4. Pricing is based on lay-down for tools, equipment and material being in the immediate area.

5. Education and Teaching of the programming software is not included in this pricing.

6. This bid assumes that the staff facilities will be available during this time to assist access to the site, and during the commissioning process.

7. Pricing is based on providing safe-off only for electrical devices and equipment to be removed under the demolition scope of work. Salvage or storage of any equipment/materials is by others.

8.) Includes 1 Year Workmanship Warranty

9.) Service is defined as 8 hours per month to reso lve non-workmanship items. 1081

POWERED BY PROEST

Exclusions

1. Any work other than what is specially mentioned in the scope noted above.

2. Unforeseen conditions.

3. Field cutting, coring, patching, painting and coatings for all exterior surfaces.

4. Spare materials.

5. Utility fees.

6. Concrete rework or repair.
1082

POWERED BY PROEST

Please call me at (760) 994-8250 if there are any questions regarding this proposal. This quotation is valid for (30) days from the date of proposal, and any modifications or amendments to this document must be in writing.

Sincerely,

David Ornelas
Project Manager
(760) 994 -8250
[email protected]

Customer Signature
1083
1084
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1088
1089
1090

POWERED BY PROEST

Richmond Civic Auditorium Alt #2
From To
David Ornelas
Pro-Cal Lighting Inc.
1155 S. Santa Fe Ave
Vista, CA, 92083

Mark Albertson
Architects MA
[email protected]

1155 S Santa Fe Ave. Suite A, Vista CA 92083 | o: 760.994.6959 f: 760.560.1670 | ProCalLighting.com CSLB #C-10 1002601 8(a) Certified (MBE) Certified Minority Owned Business (SB) Small Business (DBE) Disadvantaged Business Enterprise CAGE CODE: 7CR52 CS DGS Supplier #1795967 NAICS: 237130, 238210, 541490, 561790, 711510. DIR #1000019052 DUNS #079708930

Scope of Work

We propose to furnish the material and labor on the above referenced project for the amount shown below. This proposal is based on the scope of work as detailed below and the following clarifications / exclusions listed below.

Narrative
• First Floor and Mezzanine Floor Corridor Lighting
a. (23) AE1 lamps
b. (51) AG1 fixtures phase dimming (8 week lead time)
c. (7) AB2 lamps
• Alternative ETC Gear (20 week lead time with shop drawing approval) a. Theatrical Relay Panel ARP3 w/ ETC ERP-FMD (flush mount door) b. Theatrical Relay Panel ARP4 w/ ETC ERP-FMD (flush mount door) c. Theatrical Relay Panel ARP5 w/ ETC ERP-FMD (flush mount door) d. EBDK (Emergency Bypass Detection Kit)

10 GENERAL CONDITIONS $9,343 4.61%
12 ROUGH-IN/WIRE/DISTRIBUTION (L) $3,997 1.97%
18 CONTINGENCY/ALLOWANCES $2,945 1.45%
20 ENERGY LABOR (L) $14,738 7.28%
50 RACEWAY/WIRE/DISTRO MATERIAL $14,525 7.17%
51 LIGHTING MATERIAL $100,706 49.74%
52 DEVICES MATERIAL $35 0.02%
53 SPECIALTY MATERIALS $53,230 26.29%
60 EQUIPMENT & TOOLS $2,939 1.45%
Total Estimate $202,458 100%

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POWERED BY PROEST

Qualifications

1. Pricing is based on acceptance entire scope. Pricing may change if a scope needs to be changed or removed.

2. It is presumed that the existing electrical service/equipment can accept any/all of the added electrical equipment/ demand, and that all existing equipment is in good working conditions to accept the alterations per the above scope of work.

3. Pricing is based on the quantities as detailed above and does not necessarily represent a one for one installation.

4. Pricing is based on lay-down for tools, equipment and material being in the immediate area.

5. Education and Teaching of the programming software is not included in this pricing.

6. This bid assumes that the staff facilities will be available during this time to assist access to the site, and during the commissioning process.

7. Pricing is based on providing safe-off only for electrical devices and equipment to be removed under the demolition scope of work. Salvage or storage of any equipment/materials is by others.

8.) Includes 1 Year Workmanship Warranty

9.) Service is defined as 8 hours per month to reso lve non-workmanship items. 1092

POWERED BY PROEST

Exclusions

1. Any work other than what is specially mentioned in the scope noted above.

2. Unforeseen conditions.

3. Field cutting, coring, patching, painting and coatings for all exterior surfaces.

4. Spare materials.

5. Utility fees.

6. Concrete rework or repair.
1093

POWERED BY PROEST

Please call me at (760) 994-8250 if there are any questions regarding this proposal. This quotation is valid for (30) days from the date of proposal, and any modifications or amendments to this document must be in writing.

Sincerely,

David Ornelas
Project Manager
(760) 994 -8250
[email protected]

Customer Signature
1094

April 18, 2023

Public Works

DATE: April 18, 2023
TO: Mayor Martinez and Members of the City Council
FROM:

Daniel Chavarria, Director of Public Works
Wendy Wellbrock, Senior Civil Engineer

Subject:

Pogo Park Second Contract Amendment for Harbour 8
Park Expansion
FINANCIAL IMPACT: The proposed expenditure of $2,196,225 will be included in the proposed Department of Public Works CIP budgets
in Fiscal Years 2023-2024 and 2024-2025. The Clean
California grant will be used to fund the construction
phase of the Harbour 8 Park contract. Account String:
15436431-400708-23032

PREVIOUS COUNCIL
ACTION:

July 19, 2022- The First Contract Amendment
June 23, 2020- Initial Contract Approval

STATEMENT OF THE
ISSUE:

The City Council approved a first contract amendment
with Pogo Park for $5,370,000 on July 19, 2022, for the construction phase of the Harbour 8 Park expansion
project. City staff is now seeking approval of a contract amendment for $2,196,225 with Pogo Park, which
reflects additional funding for the Harbour 8 Park
expansion project.

RECOMMENDED ACTION:

APPROVE a second contract amendment with Pogo
Park in the amount of $2,196,225, for the construction
phase of the Harbour 8 Park Expansion project, for a new total contract amount not to exceed $9,155,725, and a
term extending through June 30, 2025 - Public Works
(Daniel Chavarria 510-620-5478 / Wendy Wellbrock 510-
307-8108).

AGENDA
REPORT
1095

April 18, 2023
DISCUSSION:

Working in concert with community residents and on behalf of the City, Pogo Park submitted a successful $8.5 million “Prop 68” grant application to the State of California Parks and Recreation Department for the Harbour 8 Expansion Project. Pogo Park also submitted a successful $4.9 million Clean California grant to the California Department of Transportation for additional construction costs needed for the Harbour 8 Expansion Project. The redesigned park will include a community hall, children’s play area, restroom, general play area, picnic area, bike and walking paths, lighting, public art, security cameras, and landscaping.

City Council approved the first contract amendment with Pogo Park on July 19, 2022 in the amount of $5,370,000 for the construction phase of the Harbour-8 Expansion Project.

City staff members recommend approval of a second contract amendment with Pogo Park in the amount of $2,196,225 to address funding shortages in the construction phase of the project, for a new total contract amount not to exceed $9,155,725. The funding shortages are a result of design concept construction costs which escalated 30 percent during the design phase resulting in downscaling the projects for the construction phase to meet the original budgets. The City in partnership with Pogo Park looked for additional funding to install metal gates, an architectural metal fence, wood fence with mural, brick wall with metal fence, pavers, and public restroom. The California Department of Transportation awarded the City the Clean California grant for additional funding largely due to Pogo Park’s innovative community engagement activities and to support a community design and build model for this project.

The successfully awarded Harbour 8 grant application in Section 5A, Employment Opportunities and Section 6 Partnerships or Committed Funding states that the City of Richmond, in partnership with Pogo Park, will utilize a sole-source contract to lead, direct, and manage the entire process of designing and building the new Harbour-8 Park. In turn, Pogo Park will use funds from the City’s contract to hire, train, and empower community residents to perform a significant portion of the work themselves.

Pogo Park will engage Richmond-based contractors and will ensure participation of local residents in the construction process..

California Environmental Quality Act (CEQA) Documents

The proposed project was determined to be categorically exempt per CEQA Guidelines Section 15301, Existing Facilities, minor alterations to existing facilities involving negligible expansion; Section 15302, Replacement or Reconstruction, consisting of the replacement or reconstruction of existing structures and facilities; and Section 15303, New Construction or Conversion of Small Structures, consisting of the construction of new small facilities or structures.

1096

April 18, 2023
DOCUMENTS ATTACHED:

Attachment 1 – Proposed Second Amendment Original Contract Attachment 2 – First Amendment to the Contract
Attachment 3 – Original Contract

1097

CITY OF RICHMOND

CONTRACT AMENDMENT
Department: Project Manager:

Project Manager E-mail: Project Manager Phone No:

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

Description of Services:

Amendment No. ___ modifies the: (2nd or subsequent amendments attach Amendment History page)

Term, Payment Limit and Service Plan
Payment Limit and Service Plan

Term and Service Plan
Service Plan
The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties . The parties to this Contract Amendment are the City of Richmond, California, a municipal corporation (City), and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Emai l:

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. Purpose
. This Contract Amendment is being entered into to amend the Contract between City and Contractor which was approved by the City Council of the City of Richmond or executed by the City Manager on , which original term commenced on and terminates with an original contract payment limit of $ . Said contract shall hereinafter be referred to as the "Original Contract" and is incorporated herein by reference.

3. Original Contract Provisions . The parties hereto agree to continue to abide by those terms and conditions of the Original Contract, and any amendments thereto, which are unaffected by this Contract Amendment.

Public Works Jene Levine Snipes
[email protected] (510) 307-8132
8786 23200176-00
Contractor will perform the design/build of the Harbour 8 Park Expansion ✔
✔
2 POGO Park
720 Elm Avenue
Point Richmond, CA 94801
Toody Maher
(510) 215-5500 [email protected]
40046304 December 31, 2022
✔
June 30, 2020
July 1, 2020 June 30, 2023
1,589,500.00
1098
Contract Amendment/EJ/TE 09-26-07

4. Amendment Provisions . This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Original Contract, or any amendment thereto.

5. City of Richmond Business License Active Status Maintained . Pursuant to Municipal Code Section 7.04.030, the Contractor must maintain its City of Richmond business license for this Contract Amendment to be deemed to be in effect.

6. Insurance Coverage Updated and Maintained. Pursuant to the Original Contract, the Contractor shall provide the City with updated insurance certificates, and the Contractor shall maintain insurance coverage, for this Contract Amendment to be deemed to be in effect.

7. Signatures . These signatures attest the parties’ agreement hereto:

CITY OF RICHMOND, CALIFORNIA
a municipal corporation
By _______________________
Title:

I hereby certify that the Original Contract
and this Amendment have been approved
by the City Council or executed by the City
Manager.

By _______________________
City Clerk
Approved as to form:

By_______________________
City Attorney
List of Attachments:

1. Amendment Provisions

2. Updated Insurance Certificates
CONTRACTOR:
______________________________
(*The Corporation Chairperson of the Board, President or Vice-President should sign on the line below.)
By____________________________
Title:________________________
(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign on the line below.)
By:___________________________
Title:________________________
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit organization, this
Contract (1) should be signed by the
Chairperson of the Board, President or
Vice-President and
the Chief Financial
Officer, Secretary or Assistant Secretary; (2)
should have both signatures conform to
designated representative groups pursuant
to Corporations Code Section 313.

POGO Park
1099
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (TERM, PAYMENT LIMIT AND SERVICE PLAN)

1. Paragraph 2 (Term) of the Original Contract is hereby amende d to extend the Contract term. Paragraph 2 of the Original Contract is amended to read as follows:
"2. Term. The effective date of this Contract is
____________________________________________________________ (Insert original contract commencement date)
and it terminates
___________________________________________________.
(Insert new contract termination date)
unless sooner terminated as provided herein."

2. Paragraph 3 (Payment Limit) of the Original Contract is here by amended to increase the payment limit by $
. Paragraph 3 of the Original
Contract is amended to read as follows:
"3. Payment Limit. City's total payments to Contractor under this Contract shall not exceed $ including expenses." “The City of Richmond shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the City Manager if the total Contract amount does not exceed $10,000 or without the prior approval of the City Council if the total Contract amount is over $10,000.”

3. The Service Plan (Exhibit A) of the Original Contract is her eby amended to include the following tasks and/or services:

Contract Amendment/EJ/TE 9-26-07
2 23200176-00
July 1, 2020
December 31, 2025
2,196,225.00
11,351,950.00
POGO Park

1100
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (AMENDMENT HISTORY)
The first Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
The second Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
The third Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
The fourth Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
The fifth Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
POGO Park
2 23200176-00
June 30, 2020
5,370,000.00
6,959,500.00
June 30, 2024
✔
✔
✔
✔ 2,196,225.00
December 31, 2025
9,155,725.00
9,155,725.00
9,155,725.00
9,155,725.00
✔
✔
1101

YELLOW BRICK ROAD
®
Clean, Green, and Beautiful
HARBOUR-8 PARK

FEE PROPOSAL
Toody Maher
Executive Director
POGO PARK
[email protected]
510-215-5500
January 18, 2023
1102

1 CALTRANS CLEAN CALIFORNIA GRANT
Yellow Brick Road®: Clean, Green, and Beautiful

FEE PROPOSAL
HARBOUR-8 PARK

REQUEST OF THIS PROPOSAL
To amend Pogo Park’s current sole source contract with the City of Richmond for the HARBOUR- 8 PARK PROJECT- Contract # 5228 to include specific deliverables of the Caltrans Clean California Yellow Brick Road: Clean, Green and Beautiful (CGB) project grant. The specific deliverables for the CGB grant for Harbour-8 Park are listed below and in the Scope of Work on pages 10-12.

GRANT DELIVERABLES
● Pedestrian-Scale Exterior Lighting (18 fixtures)
● Public Restroom (380 square feet)
● Pavers (17,600 square feet)
● Metal Entry Gates (4)
● Architectural Metal Fence (700 linear feet)
● Wood Fence with Public Art Mural (600 linear feet)
● Brick Wall with Metal Fence (25 linear feet)

PROJECT BACKGROUND
In 2022, Pogo Park partnered with the City of Richmond to secure a highly competitive, $5 million “Clean California” Local Grant from Caltrans for the project: Yellow Brick Road®: Clean, Green, and Beautiful.

Caltrans’ Clean California grant has four primary goals:

1. Reduce the amount of waste and debris within public spaces;

2. Beautify and improve public spaces and mitigate the urban heat island effect;

3. Enhance public health, cultural connections, and community placemaking by improving public spaces for walking and recreation;

4. Advance equity for underserved communities.

Richmond’s $5 million Yellow Brick Road®: Clean, Green, and Beautiful (CGB) grant supports the cost of two specific activities:

ACTIVITY #1: To design, build, and install site amenities and public art in two public spaces in Richmond’s Iron Triangle neighborhood:

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2 ● Harbour-8 Park (Pogo Park #2): a city park, adopted by Pogo Park, and located on a two- block section of the Richmond Greenway between Harbour Way and 8th Street.

● Yellow Brick Road®: a one-mile, 27-block, bike and walking path, adopted by Pogo Park, that runs through the heart of the Iron Triangle neighborhood. (The project site for the CGB grant represents only a portion of the YBR route as follows: on 8th Street from Pennsylvania to Ohio; and on Pennsylvania from 7th to 9th Streets).

ACTIVITY #2: To organize and lead community events that educate community residents about how to properly dispose of waste (landfill, recycling, and compost). All community education events will all be held at Elm Playlot (Pogo Park #1), a .5 acre city park, adopted by Pogo Park, in the Iron Triangle neighborhood located on the corner of Elm Avenue and 8th Street.

Please note: this document contains the fee proposal and deliverables (see pages 10-12) for the Harbour-8 Park (H8) portion of the Caltrans Clean California grant only.

ORGANIZATIONAL HISTORY
Who We Are: Founded in 2007, Pogo Park is an entrepreneurial 501(c)3 community development nonprofit working in one of Richmond’s most historic and critically underserved neighborhoods:

Iron Triangle.

Our Mission: To transform lives by transforming public spaces.

Our Work & Process: For the past 16 years, Pogo Park has organized and led a holistic, “Build from the Inside/Out”, community development project in the Iron Triangle.

Rather than putting a public works project out to bid and hiring professionals from outside the community to design and build parks and streetscapes “for” the people, Pogo Park hires, trains, and empowers community residents – those who know their neighborhood best – to play a leading role in the entire process to reimagine and rebuild these public spaces themselves.

After our parks (and now streets!) are rebuilt, members of Pogo Park’s Community Development Team (CDT) care for, watch over, manage, and bring public spaces in the Iron Triangle to life.

Members of Pogo Park’s CDT, all local residents, are diverse in age, race, and gender. Many CDT members have worked together for 15 years transforming city parks. While working together to reimagine and rebuild city parks and streets, members of Pogo Park’s CDT work at a local job in their own neighborhood, earn a living wage, and acquire transferable work skills.

Pogo Park’s overarching goal is to use the parks we transform into safe, green, beautiful public spaces that provide local children with high-quality, enriched programs that spark and foster their healthy development.

Today, Pogo Park has three neighborhood transformation projects in Richmond’s Iron Triangle:

1) Elm Playlot (Pogo Park #1), a .5-acre pocket park in the very heart of the neighborhood, the model for our work;

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3 2) Harbour-8 Park (Pogo Park #2), a 2-acre park located on a 2-block section of the Richmond Greenway. Harbour-8 Park is under construction now.
3) Yellow Brick Road® (YBR), a safe biking and walking route that runs 27 blocks though the Iron Triangle and connects important community assets including churches, schools, medical services, transportation, shopping, cultural centers – as well as our two Pogo Parks.

HISTORY OF POGO PARK’S PARTNERSHIP WITH THE CITY OF RICHMOND A successful, 16-year, public / private partnership that has generated $50 million in investment into the Iron Triangle neighborhood, created over 100 living-wage jobs, and provided 60,000 hours of hands-on training for community residents.

SUCCESSFUL HISTORY OF DESIGN/BUILD PROJECTS: For the past 16 years, Pogo Park and the City of Richmond have successfully collaborated on multiple large park and streetscape redevelopment projects in the Iron Triangle that include: the renovation of Elm Playlot; Harbour-8 Park; and Yellow Brick Road®.

PARTNERING TO RAISE FUNDS FROM GOVERNMENT GRANTS AND PHILANTHROPY: To raise the funds required to plan, design, and build these projects, Pogo Park identifies, prepares, and submits grant proposals, mainly to government sources, on behalf of the City of Richmond. As a 501(c)3 nonprofit, Pogo Park also raises additional funds for Pogo Park / City of Richmond’s neighborhood transformation projects from philanthropic grants and donations.

To date, Pogo Park has raised $50 million in total investment for Richmond’s Iron Triangle neighborhood: $40 million from public funds and $10 million from philanthropy. (see chart below)
GRANT FUNDS FLOW INTO THE COMMUNITY: Pogo Park and the City of Richmond have developed a unique partnership for government grant-funded projects: Pogo Park prepares government grant applications on behalf of the City and, when applicable, the City then enters into “sole source” design-build contracts with Pogo Park to implement part of the work.

Sole source contracts enable Pogo Park to: 1) direct grant funds down, into the community, to hire, train, and empower residents to design and build parks and streets in their own community; 2) award contracts and procure materials locally, from Richmond businesses, so that grant funds are reinvested and recycled back into the local community; and 3) leverage the City’s sole source contract to attract additional philanthropic support from foundations and donors.

DEEPER, AUTHENTIC COMMUNITY ENGAGEMENT: Pogo Park’s partnership with the City has resulted in a deeper connection between community residents and city of Richmond staff. For over a decade, Pogo Park created a space and process for local residents to have a voice, a “say so”, in decisions that affect how their community is designed and built. The City of Richmond and Pogo Park’s partnership has been so successful that the California Parks Department named it as a model for how cities can deeply and authentically engage the local community in the transformation of their own neighborhood.
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4 ACTUALIZING HEALTH IN ALL POLICIES ORDINANCE: Pogo Park’s on-the-groundwork actualizes the City of Richmond’s 2014 Health in All Policies (HiAP) ordinance. Richmond’s HiAP, the first of its kind among California cities, mandates that when city staff make decisions, they do so through the lens of community health and equity. Pogo Park’s projects actualize the vision mandated in Richmond’s HiAP – and is a model that can be replicated in other neighborhoods across Richmond and beyond.

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5 HISTORY OF DEVELOPMENT OF HARBOUR-8 PARK (POGO PARK #2) In 2013, Pogo Park turned its efforts to transforming a littered and little-used two-block section of the Richmond Greenway (between Harbour Way and 8th Street) into “Harbour-8 Park.” To develop Harbour-8 Park, Pogo Park used the same successful “Build from the Inside/Out” approach we have used in all our projects: hiring, training, and empowering a team of community residents (Pogo Park’s Community Development Team) to design, build, and maintain this new park themselves.

Over a 10 year period, Pogo Park raised funds to develop Harbour-8 Park with the CDT from a mixture of grants, donations, and earned income and has developed the park in eight major stages:

Stage I: 2013 – Removing debris; mulching the grounds; providing daily cleaning and maintenance (via $50,000 in grant funding from SD Bechtel Jr. Foundation, The California Endowment).

Stage 2: 2013-14 – Building a 525 foot fence wall for a mural; hiring local graffiti artists to create a mural (via $10,000 in donations and a $5,000 grant from the city of Richmond’s Arts & Culture).

Stage 3: 2015 – Designing and building a new children’s play area (via a $200,000 grant from Trust for Public Land).

Stage 4: 2016-17 – Designing and installing a bioswale/rain garden, building community garden, and planting 21 oak trees of different species from around the world to create the "International Oak Forest" (via a $75,000 Urban Greening grant from California Natural Resources Agency).

Stage 5: 2018 – Designing, carving, and installing an iconic 14 foot totem pole at the 9th Street/Greenway entry (via a $5,000 grant from Richmond Arts & Culture and $20,000 in private and in-kind donations).

Stage 6: 2019 – Designing/Building the “Harbour-8 Improvement Project” that includes the following new features: entry archway/gateway at Harbour Way, 100 foot brick wall with seating at the bus stop, Community Plaza, Rain Garden, and “Mini Play Field” (via $600,000 Housing- Related Parks Program grant and $315,000 Community Development Block Grant).

Stage 7: 2020-2024 – Design/Build the Prop 68-funded “Harbour-8 Expansion Project”

Stage 8: 2023-2024 – Design/Build for the Caltrans Clean California funded site elements (The focus of this fee proposal to the City of Richmond is for Stage 8 only.)

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6 PROJECT APPROACH
Over the past decade, Pogo Park has learned how public works projects work, learned how they are administered, and built successful collaborative relationships with a myriad of professional consultants and with key people in every major City department. With this experience, Pogo Park is now fully prepared to assume responsibility to lead, drive, and manage the Caltrans-funded Yellow Brick Road® Clean, Green, and Beautiful (CGB) project for Harbour-8 Park.

Pogo Park will be the prime vendor for the CGB Project and, as such, will organize, manage, and lead all aspects of the Project, including consultant work. Pogo Park, together with our partners and consultant team (see details below), will provide planning, engineering, community outreach, project management and construction to:

● Develop and refine the conceptual designs for the public restroom, pedestrian-scale exterior lighting, fencing, gates, pavers, mural wall and brick wall

● Secure requisite approvals from Agencies having Jurisdictions over the project including City of Richmond Planning Department, Design Review Board, Arts & Culture Commission, Recreation and Park Commission, and Building Department

● Prepare construction documents and final permit documents for the public restroom and shop drawings for the other Harbour-8 Park deliverables above

● Construct and install the deliverables for Harbour-8 Park listed in the CGB grant application

PROJECT TEAM
Pogo Park has assembled an experienced team of professional consultants to work on CGB.

Each and every consultant understands and supports Pogo Park's unique “Build from the Inside/Out” process.

Moreover, Pogo Park has decade-long partnerships with two Iron Triangle businesses: Lawrence Construction Inc. (LCI) and Scientific Art Studio (SAS). Both LCI and SAS will provide Pogo Park’s CDT with a supportive, sheltered environment to enable and empower the CDT to plan, design, build, and install the deliverables for the Yellow Brick Road® Clean, Green, and Beautiful grant.

LAWRENCE CONSTRUCTION INC. – General Contractor
Lawrence Construction Inc. will be the CGB project’s general contractor. With 50 years’ building experience, LCI will oversee and manage all construction activities. LCI will provide the materials, labor and equipment for the construction of the CGB built elements such as the public restroom, fencing, lighting, and pavers. LCI will organize the jobsite, hire and oversee subcontractors, conduct demolition and cleanup, and will maintain site safety procedures. LCI will maintain the overall project schedule, secure approval for all required inspections and observations, and provide documentation as needed. All work will be performed according to applicable codes and 1108

7 the building permits. LCI will bring in the Pogo Park CDT to assist with the construction where feasible.

SCIENTIFIC ART STUDIO – Custom Design, Fabrication, and Installation Scientific Art Studio (SAS) will join the construction effort to work closely with LCI and Pogo Park's CDT to fabricate the Project’s custom site elements such as: fencing, gates, and wall murals.

Under the supervision of SAS, Pogo Park’s CDT will fabricate as much of the custom CGB elements as possible. SAS will report to LCI to ensure that all safety and accessibility requirements are met and that the custom elements are fabricated and installed within the overall project budget and schedule.

GORING & STRAJA (GaS) - Architect
GaS will work with the project team to design a public restroom to serve park visitors. The architect will continue to consult during construction.

CSW | ST2 – Civil Engineer
CSW | ST2 will be the consultant responsible for all civil engineering construction support on the project. CSW | ST2 is led by President and Owner, Robert Stevens, who has significant experience with projects in Richmond and years of experience working with Pogo Park, LCI, and SAS.

TIPPING ENGINEERING (TSE) – Structural Engineer
As needed, TSE will work closely with the other consultants and provide structural review for the custom amenities that are part of this Project.

LIST ENGINEERING - Mechanical and Plumbing Engineer
Licensed mechanical and plumbing engineer List Engineering will work with the architect to oversee construction of the restroom plumbing systems including sewer/waste, roof drain, vent, cold and hot water.

SUMMIT ENGINEERING - Electrical Engineer
Licensed electrical engineers will consult on the pedestrian-scale lighting and electrical service throughout the project site and prepare the lighting design drawings.

LANDSCAPE ARCHITECT
Pogo Park has a landscape architect on staff who is experienced in the design and construction of city parks and urban streetscapes. The landscape architect will coordinate and/or prepare any necessary drawings and will function as the project manager for the consultant team.

SBCA TREE SERVICE – Arborists
SBCA will develop a tree protection plan during the construction phase, as needed.

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8 SCOPE OF WORK

EXECUTIVE SUMMARY

TASK 1: GENERAL CONDITIONS
Pogo Park will organize, lead, and manage the contracted CGB deliverables that will be installed in Harbour-8 Park, including all work performed by subconsultants and the construction contractor.

Project management includes overseeing internal project administration, managing subconsultant contracts for timely invoicing and payment as well as management of subconsultant work for timely work performance. Pogo Park will also communicate with the City, the City’s representative and key stakeholders about project schedule and attend all project-related meetings.

TASK 2: DESIGN DEVELOPMENT
In this task, Pogo Park’s Community Development Team (CDT), in partnership with design consultants GaS, CSW/ST2, LCI and SAS, will further develop the initial restroom concepts and Harbour-8 Park deliverables that were submitted in Caltrans’ Clean California Local Grant Program application.

Using Pogo Park’s Design-Build approach, the CDT will create prototypes of the project site elements, develop shop drawings, and field test them. The design and location of site elements will be prepared based on a site survey and AutoCAD Base Plans. Design development shop drawings will be prepared as an interim coordination set for the design team and will be finalized in the Construction Drawings. Working with GaS Architects, Pogo Park will develop DD-level drawings for the public restroom.

TASK 3: CONSTRUCTION DRAWINGS
The Pogo Park team will prepare a full plan set, including specifications and construction documents, for the public restroom and site lighting. The restroom and lighting plans shall meet City and project expectations, code, local public safety and engineering criteria. Technical specifications will be prepared in CSI format. Plans will be stamped by licensed architects and engineers as required for City approval. Construction documents for the restroom and lighting will be 100% complete. For the other Harbour-8 Park deliverables, Pogo Park will revise the shop drawings for fabrication and installation. These shop drawings will be sufficient for review by the project engineers, approval by the City, and by general contractor LCI for final construction.

TASK 4: CONSTRUCTION COST PRICING
Pogo Park will work with the project partners and consultant team to develop construction pricing for the Project. A construction opinion of probable cost will be submitted to the City for review and approval.

TASK 5: PERMITS
Pogo Park will work with the City staff to ensure that the restroom is permitted, incorporate City comments into the design documents and provide additional documentation as needed. Pogo Park will ensure that the restroom construction documents and other shop drawings meet all applicable laws, codes, rules, and regulations of all jurisdictions having authority over the Project.

The Pogo Park team will submit restroom plan sets, specifications and structural calculations to 1110

9 the City of Richmond for permitting at 75% CD completion. Once plan check comments are received from the City, drawings will be resubmitted and the approved set will become the 100% CD/Permit set. The park lighting, brick wall and pavers have already been permitted as part of the Harbour-8 Park Expansion project (permit # B22-01425). The new gates and fencing will be permitted with the Restroom Building.

TASK 6: CONSTRUCTION AND IMPLEMENTATION
Task 6 includes all construction activities specific to the construction of the Harbour-8 Park deliverables for the CGB project. LCI will oversee the Harbour-8 Park construction. A large portion of the work will be completed by the Pogo Park CDT. All CDT work will be supervised by LCI and SAS staff experienced in construction. SAS will report to LCI to ensure that the construction of the restroom and fabrication and installation of the custom elements is seamless within the Harbour-8 Park project work. All construction work will meet prevailing wage requirements and local Richmond ordinances.

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10 SCOPE OF WORK
DETAIL

TASK 1: GENERAL CONDITIONS

1.1 Coordination/Meetings
● Schedule and lead project-related meetings; produce meeting minutes ● Pay the out-of-pocket costs for meeting facilitation for all project meetings (materials and supplies, food and beverages, etc.)

1.2 Project Administration
● Execute contracts with and manage subconsultants. Project administrative duties include:
○ Manage of subconsultant contracts for timely invoicing and payment ○ Manage of subconsultant work for timely performance
○ Manage of subconsultants during approval processes/commissions ○ Archive key documents to prepare for a possible Caltrans audit of the project

1.3 Finance Administration
● Report (grant and contract) to the City
● Budget
● Monitor grant compliance

1.4 Construction Management
● Mobilization
● Traffic Control
● Schedule
● Monitor safety compliance

1.5 Communications
● Communicate progress and milestone events with key stakeholders

TASK 2: DESIGN DEVELOPMENT (DD)

2.1 Coordination/Meetings
● Establish the project's philosophy/vision/guiding principles with CDT and partners ● Schedule and host meetings with Pogo Park's CDT and subconsultants ● Schedule and attend task-related meetings with City of Richmond

2.2 Design Development
● Produce a model and dimensioned DD-level architectural drawings for the restroom and pedestrian-scale lighting in AutoCAD or other design software for internal and City review ● Create prototypes of the site elements:
○ Metal entry gates
○ Architectural metal fence
○ Wood fence with mural
○ Brick wall with metal fence
○ Pavers

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11 ● Create DD-level shop drawings for the site elements listed in Task 2.2 for internal and City review
● Field Test site elements listed in Task 2.2

2.3 Review Development Drawings
● Distribute DD-level drawings and solicit input/feedback from key stakeholders (i.e. City staff, Friends of the Richmond Greenway, neighborhood councils) ● Assess and compile input received from key stakeholders on DD restroom and lighting drawing set and shop drawings.

TASK 3: CONSTRUCTION DRAWINGS
Pogo Park will work with our professional consultant team to produce a set of Construction Drawings for the project restroom and lighting and updated shop drawings for the other project grant deliverables.

3.1 Coordination | Meetings
● Organize and lead meetings related to Task 3

3.2 Construction Drawings
● Revise shop drawings for the remaining project deliverables to incorporate comments received from key stakeholders on DD-level shop drawings ● Develop set of 75% Construction Drawings for the restroom and lighting plan for the pedestrian-scale lighting
● Submit 75% Construction Drawings for the restroom and shop drawings for the other deliverables to the City's Permit Department for review and comment

TASK 4: CONSTRUCTION COST PRICING

4.1 Coordination/Meetings
● Organize and lead meetings related to Task 4

4.2 Prepare Opinion of Probable Cost for Construction Phase ● Develop a realistic opinion of probable cost for the CGB H8 deliverables based on current materials pricing

TASK 5: PERMITS

5.1 Coordination/Meetings
● Organize and lead meetings related to Task 5

5.2 Permits
● Review plan check comments and update the 75% restroom and lighting drawings and shop drawings to prepare the 100% Permit Set
● Submit an application to the City for the construction permit

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12 TASK 6: CONSTRUCTION AND IMPLEMENTATION
In this task Pogo Park and its partners will construct and install the CGB Harbour-8 Park deliverables listed below in Task 6.2. Pogo Park will hire community residents (both youth and adults) to participate in every phase of the construction and installation of the CGB Harbour-8 Park deliverables.All construction work will meet prevailing wage requirements and local Richmond ordinances.

6.1 Coordination/Meetings
● Organize and lead meetings related to Task 6

6.2 Construction
CGB Harbour-8 Park deliverables:

1. Pedestrian scale lighting-18 fixtures

2. Metal entry gates - 4

3. Architectural metal fence -700 linear feet

4. Wood Fence with Mural - 600 linear feet

5. Brick wall with metal fence - 25 linear feet

6. Pavers - 17,600 square feet

7. Public Restroom - 380 square feet

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13 BUDGET

PROJECT SCHEDULE | TIMELINE

* * *
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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.

Public Works
Angela Walton
[email protected]
(510) 255-9688
8786
5845
Public Outreach and Plant Establishment for the Greening the Yellow Brick Road Grant Pogo Park
2604 Roosevelt Avneue
Richmond, CA 94804-1623
Toody Maher
(510) 215-5500
[email protected]
40046304
July 16, 2022
November 30, 2021
December 31, 2025
1,257,950
✔
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1140

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 CONTRACTOR:
a municipal corporation

By:
(* The Corporation Chairperson of the Board,
President or Vice President should sign below)

Title: By:

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

Date Signed:

B y :

City Clerk
(* The Corporation Chief Financial Officer,
Secretary or Assistant Secretary should sign below)
Approved as to form:

B y :

B y : T i t l e :

City Attorney
Date Signed:

(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.

LIST OF ATTACHMENTS:

Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Standard Contract/EJ/TE 9-26-07
Pogo Park
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF Executive Director
11/17/2021
Mayor
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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:

See attached.

Project Manager
Pogo Park
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FEE PROPOSAL
YELLOW BRICK ROAD®

URBAN GREENING PROJECT
May 1, 2021
Toody Maher
Execu/ve Director
POGO PARK
[email protected]
510-215-5500
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF1143 1 SCOPE OF WORK
May 1, 2021

YELLOW BRICK ROAD® URBAN GREENING PROJECT:

PLANTING & THREE-YEAR PLANT ESTABLISHMENT

PROJECT BACKGROUND
As part of an 8-week summer jobs program in 2008, 30 youths from Richmond’s Iron Triangle neighborhood were tasked with developing a solution to some of the many challenges that plague their community: high levels of gun violence, poverty, widespread blight, environmental degradation, speeding cars, and a lack of safe, green, and vibrant public spaces. The result was the Yellow Brick Road (YBR), a safe, green, and clean bike and walking path through the Iron Triangle that links key community assets – churches, schools, parks, transportation, shopping, and cultural centers – together.

Twelve years of effort have gone into creating the Yellow Brick Road, a safe bike/pedestrian route through the Iron Triangle neighborhood. Richmond nonprofit Pogo Park joined the effort in 2009, working with the local community and using a bottom-up, grass-roots approach to realize the YBR project.

Multiple phases of planning and funding have been needed to implement the project. Pogo Park worked with the City of Richmond to include the YBR in the City’s Pedestrian and Bicycle Master Plan, helped secure an Environmental Justice grant from Caltrans to develop the project’s concepts, led a robust public engagement process to finalize the YBR elements and route, and facilitated two winning State of California grant applications that allocated $10.3 million to the City of Richmond to implement the YBR project.

Once the construction for YBR infrastructure elements is completed by December 2021, Pogo Park will employ local community members to install the project planting and maintain the plants during the three-year plant establishment period. In the final YBR construction phase, residents of the Iron Triangle will stencil yellow bricks across roadways and on sidewalks to finally create the iconic, safe pathway through the heart of their community that they envisioned over a decade ago.

The Scope of Work below details the tasks to be completed by Pogo Park as part of the State of California Natural Resource Agency Urban Greening grant deliverables.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1144
2 PROJECT APPROACH

GRANT BACKGROUND & CONTEXT
Working in concert with community residents and on behalf of the City of Richmond, Pogo Park submitted a successful $4.2 million grant application to the State of California Natural Resource Agency to “green” a segment of the Yellow Brick Road.

A major reason why the State awarded the YBR grant to Richmond is because of the City's unique 14-year partnership with Pogo Park. The State wants this grant to green barren city streets to become vehicles for jobs, opportunity, and economic development in low-income communities. The State supports the City and Pogo Park's process of:

a) Directing grant funds into the community to hire, train, and empower community residents to do a significant portion of the work themselves.

b) Awarding contracts and procuring materials locally from Richmond businesses.

The combination of directing grant funds to create local jobs and contracts with local businesses will spark and foster economic development in one of Richmond's most under- resourced communities.

After over a decade of experience working with the City to transform two of the City’s public parks via Pogo Park's unique Design/Build process, Pogo Park is now prepared to assume the lead role in managing and directing the Yellow Brick Road planting and three-year plant establishment project from start to finish.

YBR GRANT DELIVERABLES
Per the State's grant agreement, the City is required to procure, install, and maintain the following for YBR:

● 93 trees
● 9,435 square feet of ornamental shrubs and groundcover ● 1,435 sf stormwater planting
● 3 years of plant establishment activities

POGO PARK'S FEE PROPOSAL
Pogo Park proposes to enter into a $1,257,950 contract with the City of Richmond to implement all the features listed above. The Scope of Work for this proposal is described below and itemized in Tasks 0-7.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1145
3 Pogo Park will be the prime vendor for the Project and, as such, will organize, manage, and lead all aspects of the Project, including consultant work. Pogo Park, together including our team, will provide project management, community outreach, plant acquisition, plant installation and plant establishment services to:

- Manage all aspects of the Project
- Acquire the Project trees and shrubs
- Install all the trees and shrubs
- Conduct three years of plant establishment activities, including watering, pruning, weeding and mulching

CONSULTANTS
Pogo Park has assembled an experienced team of professional consultants to work on Yellow Brick Road. Each and every consultant understands and supports Pogo Park’s vision and values that underlie this Project: specifically Pogo Park's “build from the inside/out” process.

This process empowers community residents to be deeply involved in every aspect of the process and to imagine, design, and rebuild public parks in their own community. Pogo Park's team of consultants include:

ARBORISTS
SBCA Tree Services – Certified Arborists
Big Chief Tree Service – Certified Arborist

HORTICULTURALIST
Stewart Winchester, Adjunct Professor, Merritt College

LANDSCAPE ARCHITECTS
Kirsten Negus, Thuilot Associates
Amy Mitchell. MIG, Inc.

LANDSCAPE CONTRACTOR
Landspaces – Peter Rohan, Licensed Contractor and Landscape Architect

COMMUNITY INVOLVEMENT
Pogo Park will hire, train, and empower a core team of community residents (CDT) to work shoulder to shoulder with our licensed design partners to develop the plant installation and establishment plans.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1146
4 SCOPE OF WORK – EXECUTIVE SUMMARY
The Yellow Brick Road Urban Greening Project is comprised of the following nine tasks.

TASK 1: PROJECT MANAGEMENT
Pogo Park will organize, lead, manage, and implement the community involvement, plant installation, and three-year plant establishment phase of the YBR UG Project, including all work performed by consultants. Project Management includes the following tasks:
● Oversee internal Project Administration and Contract Administration o Management of consultant contracts for timely invoicing and payment o Management of consultant work for timely performance

● Management of consultants during duration of project
Communicate with City and other key stakeholders about the Project ● Schedule and attend all project-related meetings
● Ensure project schedule is maintained and all team members' performance meet schedule requirements

Timeline: January 2020 - December 2024

Deliverables: Reports, invoices, and information submitted in a timely fashion; a information hub to gather, share, and archive all documents relating to the Project.

TASK 2: PLANT ACQUISITION
Pogo Park will coordinate with wholesale and retail nurseries to order and purchase all the plants and trees needed for the Project. Due to the high quality of their plants, Pogo Park will likely order most of the plants and trees from Devil Mountain Wholesale Nursery, which has the capacity to provide the large plant quantities needed for the YBR project. Pogo Park will also establish relationships with two Richmond nurseries, Annie’s Annuals and The Watershed Nursery. If necessary, these local nurseries can supply replacement plants in small quantities during the three-year plant establishment period.

Timeline: January 2021 – January 2022

Deliverables: Contracts with nurseries for all tree and plant quantities required for the project.

TASK 3: POGO GREEN TEAM DEVELOPMENT AND TRAINING
Pogo Park has adopted a proven, old world “Apprentice/Master” model for its projects. Pogo Park’s existing Community Development Team (CDT) of “Apprentices” and new “Green Team” hires will work alongside a team of arboriculture and horticulture “Masters” to complete the YBR project. Richmond residents will earn a living wage while re-making a city street that will benefit their own children and the larger community. In the process, CDT and Green Team members will acquire a diverse set of transferable horticulture, landscape maintenance, and community engagement skills.

Timeline: June 2021 – December 2024
Deliverables:, Green Team training program and project maintenance manual DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1147
5 TASK 4: TOOLS AND EQUIPMENT ACQUISITION
Pogo Park will acquire the work tools and equipment needed to complete the YBR project. This includes hand tools, special tree care tools, hand watering equipment, Green Team uniforms, a golf cart for transporting materials, and storage facilities for compost, mulch and tools. Tree pits will be dug as part of the City’s Yellow Brick Road contract with the City’s contractor; no digging will be necessary for YBR tree installation.

Timeline: June 2021 – January 2022.

Deliverables: Project tools, watering equipment, and storage facilities

TASK 5: COMMUNITY OUTREACH & EDUCATION
Pogo Park will lead the community outreach, engagement, and training efforts for the duration of the Project. Pogo Park will create and execute a comprehensive community outreach plan to reach out to, connect with, and inform all key stakeholders (i.e. neighbors, schools, churches, businesses, city staff, and city councils, media etc.) about the Project.

Timeline: January 2021 – December 2021

Deliverables: Outreach plan, outreach materials, and documentation of implemented outreach

TASK 6: PRE-INSTALLATION PLANT MAINTENANCE
As needed, Pogo Park will develop a short-term maintenance plan for trees and plants that have been delivered by the nurseries but are not being immediately installed. Pogo Park will provide space at its facility located at 909 Ohio Avenue Richmond 94804 to store and maintain plants.

Timeline June 2021 – December 2021

Deliverable: Short-term pre-installation maintenance plan

TASK 7: INSTALLATION – PLANTING TREES
Using arboriculture best practices, the Green Team will install the Project’s 93 trees. Planting will be supervised by licensed consulting arborists to ensure proper installation. Trees will be planted in phases, with approximately 10 trees planted per planting day, to assure careful installation of all trees, tree protection and interpretive signage. The tree location and species will be recorded at the time of planting and sent to the City of Richmond for inclusion in the City urban forest data.

Timeline: September 2021 – December 2021

Deliverables: Soil test and digital record of tree planting data

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1148
6 TASK 8: INSTALLATION – PLANTING PLANTS
Under the supervision of horticultural experts, the Green Team will install the project plants using horticulture best practices. The plants will be spaced to ensure proper growth and aesthetic value. The quantity and general location of plant groupings will be recorded for the City of Richmond project files. Pogo Park will furnish planting plans to the City’s Parks and Landscaping Department for their records. After the planting is complete, Pogo Park will install interpretive signage to provide detailed plant information for the local community.

Timeline: September 2021 – January 2022

Deliverable: Digital record of shrub data

TASK 9: 3-YEAR PLANT ESTABLISHMENT & MAINTENANCE
Prior to installation, and with the assistance of licensed arborists and landscape architects and expert horticulturalists, Pogo Park will develop a Maintenance Plan and work schedule for all three years of the plant establishment period. The plan will detail all plant care anticipated during the three-year plant establishment. With guidance from expert trainers and under the supervision of the Green Team Manager, the Green Team will provide all the Project maintenance. Pogo Park will develop a logbook to record all maintenance activities.

Timeline: January 2022 – December 2024

Deliverables: Three-year plant establishment maintenance plan, maintenance logbook, maintenance records

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1149
7 SCOPE OF WORK - DETAIL

TASK 1: PROJECT MANAGEMENT

1.1 Project Administration
● Execute contracts with consultants
● Manage consultants
o Ensure consultants invoices are received and are paid in a timely manner o Ensure consultants perform the contracted work in a timely manner ● Manage Project finances (budgets, reports, accounts receivable, accounts payable) ● Develop a digital communication hub to store, share, and archive Project documents ● Secure required insurance
● Secure required construction permits, if necessary
● Establish a strong Human Resources system to support the hiring and training of community residents
● Generate periodic Project Progress and Grant Reports
● Manage overall Project schedule to ensure the Project is completed on time and on budget

1.2 Meetings
● Schedule and attend all Project-related coordination meetings o Producing meeting minutes
o An average of one weekly meeting for the duration of the Project o Pay the out-of-pocket costs for meeting facilitation (e.g. materials and supplies, food and beverages etc.)

TASK 2: PLANT ACQUISITION

2.1 Visit Nurseries
Pogo Park’s Community Development Team (CDT), in partnership with consultants, will visit nurseries to select trees and plants for the project. Team members will learn about the tree species, what to look for when selecting plants and how to care for them. The Team will visit the nurseries to select plants in advance of the project installation period.

2.2 Set Up Contract Grow
As appropriate, Pogo Park will arrange to contract to grow trees and plants with the nurseries.

This will guarantee the selected plant species are available at the time of installation and minimizing the need for species replacement at the last minute. In order to protect against any potential plant losses during the contract grow period, Pogo Park will purchase 5% above the Project-required quantities.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1150
8 2.3 Nursery Coordination
Pogo Park will coordinate with the nurseries to monitor the growth and development of the plants on the Project plant palette. As needed, Pogo Park will replace plant species that are not thriving with other plant species to assure a high quality of plant will be available for the Project.

2.4 Purchase Plants and Trees
Pogo Park will contract directly with the nurseries for payment.

2.5 Plant Delivery and Pick-up
The Project trees will be delivered by the nursery and this cost will be incorporated into the nursery contracts. As needed the Green Team will pick up the other plant species with Pogo Park vehicles.

TASK 3: POGO GREEN TEAM DEVELOPMENT AND TRAINING

3.1 Hire Green Team Manager
To complete the Project, Pogo Park will hire a “Green Team” – local residents employed and trained to implement the project. The first step to put this Team together will be to hire a Green Team Manager, who will manage the Green Team staff for the duration of the project and will be responsible for daily tracking of the completion of tasks in the grant agreement.

3.2 Design Green Team Trainings
Pogo Park will design in-person (socially distant as needed), hands-on trainings and training materials to teach the Green Team staff the skills they need to complete the project work. This will include: horticultural skills such as plant identification, proper planting techniques, pruning, weeding, mulching, and hand-watering.

3.3 Hire Green Team Members
Pogo Park will hire and train local Richmond residents to implement the tasks required to complete the project. Pogo Park will provide all training materials

3.5 Develop YBR Maintenance Manual
Pogo Park will work with consultants to develop an illustrative manual of techniques and plant information for the Project. The intent is for this manual to be used in the field and will supplement the trainings that are detailed in Task 3.2.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1151
9 TASK 4: TOOLS AND EQUIPMENT ACQUISITION

4.1 Acquire Tools
Pogo Park will acquire work tools needed to complete the YBR project that include the following:
● General tools – tools needed for site maintenance such as wheelbarrows, rakes and pruners.
● Volunteer tools – As part of the ongoing outreach activities, Pogo Park will be sponsoring volunteer work days for YBR volunteer events and will supply tools such as gloves, trowels, and event t-shirts.
● Specialized tools – tree pruning and hand-watering tools.

4.2 Acquire Safety Clothing / Signage
Pogo Park will acquire Green Team uniforms, personal protection equipment, and boots as well as caution tape and warning signage boards to be used while work is in progress.

4.3 Acquire Motorized Vehicles
To facilitate hand watering and work on the YBR site, Pogo Park will purchase a golf cart, water tank, and water tank trailer.

4.4 Acquire Storage Facilities
Pogo Park will acquire the materials needed to bulk items such as tools, mulch, and compost.

TASK 5: COMMUNITY OUTREACH & EDUCATION

5.1 Develop Logos
Pogo Park will develop a YBR logo and a Green Team logo for uniforms and outreach materials.

5.2 Develop Outreach Plan
Pogo Park will develop a comprehensive outreach plan to inform local residents and key stakeholders about the YBR project for the length of the project.

5.3 Develop Outreach Materials
Pogo Park anticipates developing the outreach materials below. A final list of outreach materials will be developed after the completion of the outreach plan in 5.2. ● Flyers/Brochures
● Posters on project route
● Email campaign
● Social Media Campaign

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1152
10 5.4 Implement Outreach Plan
Pogo Park anticipates completing the outreach tasks below. A final list of outreach activities will be developed after the completion of the outreach plan in 5.2. ● Door-to-door outreach to homes/businesses along route ● Post flyers / brochures in key community locations
● Presentations to key community stakeholders
● Publish the informational materials via multiple media channels including:
o emailing updates to 5,000 subscribers on Pogo Park's mailing list; o emailing updates via Mayor Tom Butt's e-forum;
o posting Project updates on Pogo Park's social media accounts (facebook, instagram)
o sending press releases to local media outlets

5.5 Liaise with Community During ATP Construction
Pogo Park will provide Green Team staff to travel the site before the ATP construction phase to inform residents about the ATP infrastructure project and upcoming YBR project.

TASK 6: PRE-INSTALLATION PLANT MAINTENANCE

6.1 Develop Short-Term Maintenance Plan
Pogo Park will develop a short-term plan for maintaining the YBR trees and plants from the time they are received to the time they are installed in their final location.

6.2 Implement Short-Term Maintenance Plan
The Pogo Park Green Team will maintain the project plants to keep them in excellent condition, including daily watering, infestation checks, and adequate shade protection until their final installation.

TASK 7: INSTALLATION – PLANTING TREES

7.1 Soil Testing
Pogo Park will take soil samples from the entire length of the YBR site. Soil samples will be evaluated at a reputable commercial soil testing laboratory. The laboratory will assess the soil samples and make recommendations for amendments needed to the site soil to create soil conditions best for horticultural purposes.

7.2 Soil Prep
Pogo Park’s Green Team will remove any large debris or stones from the site soil and add amendments at a rate recommended by Pogo Park’s Master arborists and the soil report.

7.3 Install Trees
The Green Team will install the project’s 93 trees in the locations specified in MIG’s 100% permit set of plans. Tree planting will include evaluation of the tree pits for appropriate width and depth. Each tree will be staked and will receive compost, mulch and water on the day it is DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1153
11 planted. Trees will be planted in phases to allow for careful installation and attention during the installation process.

7.4 Install Tree Protection and Signage
Each tree will receive a custom-built wood tree protection box constructed by Pogo Park’s Green Team. Trees will be labeled with information about their species and growth habit.

7.5 Tree Installation Clean-Up
After each tree planting event, all nursery materials and trash will be removed from the site and disposed of in a responsible manner. Any planting materials such as soil, compost or mulch will be removed from paved areas. When feasible, the tree boxes will be recycled.

7.6 Water/Snack Station
Pogo Park will utilize a socially distant method to provide snacks and water for staff and volunteers on planting days.

7.7 Record Tree Data
Pogo Park will create a database to record the tree planting date, the tree species information, the tree location and tree number, per guidelines established by the City. Pogo Park will provide this information to the City for inclusion in the City urban forest data.

TASK 8: INSTALLATION – PLANTING PLANTS

8.1 Soil Prep
Pogo Park’s Green Team will remove any large debris or stones from the site soil and add amendments at a rate recommended by the soil report.

8.2 Install Plants
Using horticulture best practices, Pogo Park will install plants per the project construction documents found in MIG’s 100% permit set of plans. Plants will receive compost and water on the day of their installation.

8.3 Purchase and Install Sheet Mulch
Pogo Park will acquire cardboard rolls and wood mulch to sheet mulch the new shrub plantings. Sheet mulching depth and techniques will follow the recommendations in the ReScape California planting specification.

8.4 Create and Install Interpretive Signage
Pogo Park will develop interpretive signage for the YBR plantings and place signage at strategic locations along the site. The signage will include details about the project shrub species, many of which are California natives.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1154
12 8.5 Plant Installation Clean-Up
After each planting event, all nursery materials and trash will be removed from the site and disposed of. Any planting materials such as soil, compost or mulch will be removed from paved areas. As feasible, plant containers will be recycled.

8.6 Water/Snack Station
Pogo Park will utilize a socially distant method to provide snacks and water for staff and volunteers on planting days.

8.7 Record Plant Data
Pogo Park will create a database to record the shrub planting date, the shrub species information, quantities installed and general location of shrub groupings.

TASK 9: THREE-YEAR PLANT ESTABLISHMENT & MAINTENANCE

9.1 Develop Maintenance Plan and Schedule
Pogo Park will develop a Maintenance Plan and work schedule for all three years of the plant establishment period. Maintenance will vary depending on plant need. The intent is that during Year 3, all trees and shrubs will be weaned off supplemental water.

9.2 Develop Project Maintenance Logbook and Records
Pogo Park will develop a project logbook to record tree and plant care information. This logbook will contain detailed maintenance information such as the project watering schedule with quantities of water applied, date of care, pruning and weeding events, and any replacement trees and shrubs and their locations.

9.3 Maintenance - Year 1
Year 1 maintenance will include daily tree/plant care as needed consisting of the following:
● Watering
● Weeding and Pruning
● Diagnosing and treating any plant disease or infestations ● Purchasing and replacing mulch
● Replace trees as needed
● Replace plants as needed
● Recording maintenance

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1155
13 9.4 Maintenance - Year 2
Year 2 maintenance will include daily tree/plant care as needed consisting of the following:
● Watering
● Weeding and Pruning
● Diagnosing and treating any plant disease or infestations ● Purchasing and replacing mulch
● Replace trees as needed
● Replace plants as needed
● Recording maintenance

9.5 Maintenance -Year 3
Year 3 maintenance will include daily tree/plant care as needed consisting of the following:
● Watering
● Weeding and Pruning
● Diagnosing and treating any plant disease or infestations ● Purchasing and replacing mulch
● Replace trees as needed
● Replace plants as needed
● Recording maintenance

* * *
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1156
05/01/21

TASK DESCRIPTION TOTAL ADMINISTRATIVE CONSTRUCTION

1.0 Project Management $215,000 $215,000

2.0 Acquistion of Trees and Plants $175,000 $175,000

3.0 Pogo Park's Green Team Development and Training $35,000 $35,000

4.0 Tools and Equipment Acquisition $50,000 $50,000

5.0 Community Outreach & Education $100,000 $100,000

6.0 Pre-Installation Plant Maintenance $10,000 $10,000

7.0 Installation - Trees $125,000 $125,000

8.0 Installation - Plants $147,950 $147,950

9.0 Three-Year Plant Establishment & Maintenance $400,000 $400,000 $1,257,950 $350,000 $907,950TOTAL
Planting and Three-Year Plant Establishment
BUDGET
YELLOW BRICK ROAD® URBAN GREENING PROJECT
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1157
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 PA YMENT 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 Contra ctor 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 a fter 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.

Angela Walton
Pogo Park
Public Works
Angela Walton
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1158
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:

Pogo Park
Pogo Park
Angela Walton
450 Civic Center Plaza
Daniel Iacofano
2604 Roosevelt Avneue
Richmond, CA 94804-1623
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General Conditions/EJ/TE 01-19-11 1 of 13

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, C opyrights 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, DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1160
General Conditions/EJ/TE 01-19-11 2 of 13

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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General Conditions/EJ/TE 01-19-11 3 of 13

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 C ontract's termination (or for any further period that is required by law) and until all Fede ral or State audits are complete and exceptions resolved for this contract's funding period. Upon request, CONTRACTOR shall make thes e 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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General Conditions/EJ/TE 01-19-11 4 of 13

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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1163
General Conditions/EJ/TE 01-19-11 5 of 13

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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General Conditions/EJ/TE 01-19-11 6 of 13

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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1165
General Conditions/EJ/TE 01-19-11 7 of 13

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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1166
General Conditions/EJ/TE 01-19-11 8 of 13

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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1167
General Conditions/EJ/TE 01-19-11 9 of 13

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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1168
General Conditions/EJ/TE 01-19-11 10 of 13

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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General Conditions/EJ/TE 01-19-11 11 of 13

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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1170
General Conditions/EJ/TE 01-19-11 12 of 13

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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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.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1172
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.

Pogo Park
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1173
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.

Pogo Park
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1174
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1175
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1176
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1177

April 18, 2023

Public Works

DATE: April 18, 2023
TO: Mayor Martinez and Members of the City Council
FROM:

Daniel Chavarria, Public Works Director
Wendy Wellbrock, Senior Civil Engineer

Subject:

Pogo Park Contract Amendment #1 for Greening the
Yellow Brick Road Contract
FINANCIAL IMPACT: The proposed expenditure of $1,466,069 will be included in the proposed Department of Public Works CIP budgets
in Fiscal Years 2023-2024 and 2024-2025. The Clean
California grant will be used to fund the construction of the Yellow Brick Road-Clean Green and Beautiful phase.

Account String: 15436431-400708-23032

PREVIOUS COUNCIL
ACTION:

October 19, 2021- Contract Approval

STATEMENT OF THE
ISSUE:

The City Council approved a sole-source contract with
Pogo Park for $1,257,950 on October 19, 2022, for the
Greening Yellow Brick Road project. City staff is now
seeking approval of a contract amendment for
$1,466,069 with Pogo Park for the construction of the
Clean Green and Beautiful phase of the Greening Yellow
Brick Road project.

RECOMMENDED ACTION:

APPROVE a first contract amendment in the amount of
$1,466,069, with Pogo Park for the construction of the
Clean Green and Beautiful phase of the Greening Yellow
Brick Road project, for a total amount not to exceed
$2,724,019 - Public Works Department (Daniel Chavarria
510-620-5478/Wendy Wellbrock 510-307-8108).

AGENDA
REPORT
1178

April 18, 2023

DISCUSSION:

The Yellow Brick Road project is a community-driven effort to provide safe walking and bicycling routes for Iron Triangle Neighborhood residents. On October 19, 2021, City Council approved a sole-source for the Greening the Yellow Brick Road contract (see Resolution 122-21). The proposed amendment is for the beautification and safety phase of the project.

The concept was developed by local youth and is being championed by Pogo Park, a local non-profit that hires, trains, and provides opportunities to Iron Triangle Neighborhood residents. The project includes pedestrian improvements, bicycle improvements, traffic safety improvements, enhancing landscaping, and increasing the tree canopy. Pogo Park completed, and the City submitted, a grant application to the California Department of Transportation Clean California grant for Greening the Yellow Brick Road-Clean Green and Beautiful project. Section 1.6 Sub-Applicant Information and Section A.1 Project Location and Description of the grant application named Pogo Park as a project partner and stated grant funds would be utilized to hire Pogo Park for a portion of the project. Pogo Park’s unique model directs grant funds into the community to hire, train, and empower residents to do a significant portion of the work themselves and awards contracts and procures materials locally from Richmond businesses. The grant was awarded, and the project was designed and is currently in construction.

The current construction project includes federal Active Transportation Program (ATP) grant funds, local Environmental & Community Investment Agreement (ECIA) funds, state Urban Greening Program funds as well as California Department of Transportation Clean California grant funds. The Clean California grant is for various clean, safety, and beautification elements of the project, including lighting, public art, existing calming circles, entry markers, pedestal route markers with sculpture, decorative treatment on raised intersections and bricks stenciled on Yellow Brick Road route, signage, dog waste stations, benches, waste receptacles, landscaping, tree planting, and tree establishment and maintenance.

The original sole-source contract with Pogo Park for the Yellow Brick Road Project was approved for $1,257,950. City staff is now recommending approval of a first contract amendment with Pogo Park, in the amount of $1,466,069, to address funding shortages of the project, for a total contract amount not to exceed $2,724,019. The funding shortages are a result of design concept construction costs which escalated 30 percent during the design phase resulting on downscaling the projects for the construction phase to meet the original budgets. The City, in partnership with Pogo Park, looked for additional funding to complete the beautification elements which are now the source of the contract amendment funded by the recently awarded Clean California grant. The proposed work conforms to the Yellow Brick Road Clean Green and Beautiful project grant scope of work and is reimbursable under the grant.

1179

April 18, 2023
California Environmental Quality Act (CEQA) Documents

The proposed project was determined to be categorically exempt per CEQA Guidelines Section 15301 (c), Existing Facilities, Existing highways and streets, sidewalks, gutters, bicycle and pedestrian trails, and similar facilities where the project involves negligible or no expansion of an existing use.

DOCUMENTS ATTACHED:

Attachment 1 – First Amendment Original Contract
Attachment 2 – Original Contract

1180

CITY OF RICHMOND

CONTRACT AMENDMENT
Department: Project Manager:

Project Manager E-mail: Project Manager Phone No:

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

Description of Services:

Amendment No. ___ modifies the: (2nd or subsequent amendments attach Amendment History page)

Term, Payment Limit and Service Plan
Payment Limit and Service Plan

Term and Service Plan
Service Plan
The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties . The parties to this Contract Amendment are the City of Richmond, California, a municipal corporation (City), and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Emai l:

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. Purpose
. This Contract Amendment is being entered into to amend the Contract between City and Contractor which was approved by the City Council of the City of Richmond or executed by the City Manager on , which original term commenced on and terminates with an original contract payment limit of $ . Said contract shall hereinafter be referred to as the "Original Contract" and is incorporated herein by reference.

3. Original Contract Provisions . The parties hereto agree to continue to abide by those terms and conditions of the Original Contract, and any amendments thereto, which are unaffected by this Contract Amendment.

Public Works Jene Levine Snipes
[email protected] (510) 307-8132
8786 5845
Public Outreach and Construction for the Yellow Brick Road: Clean Green and Beautiful grant ✔
1 POGO Park
2604 Roosevelt Ave,
Point Richmond, CA 94801
Toody Maher
(510) 215-5500 [email protected]
40046304 July 16, 2022
✔
November 17, 2021
November 30, 2021 December 31, 2025
1,257,950.00
1181
Contract Amendment/EJ/TE 09-26-07

4. Amendment Provisions . This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Original Contract, or any amendment thereto.

5. City of Richmond Business License Active Status Maintained . Pursuant to Municipal Code Section 7.04.030, the Contractor must maintain its City of Richmond business license for this Contract Amendment to be deemed to be in effect.

6. Insurance Coverage Updated and Maintained. Pursuant to the Original Contract, the Contractor shall provide the City with updated insurance certificates, and the Contractor shall maintain insurance coverage, for this Contract Amendment to be deemed to be in effect.

7. Signatures . These signatures attest the parties’ agreement hereto:

CITY OF RICHMOND, CALIFORNIA
a municipal corporation
By _______________________
Title:

I hereby certify that the Original Contract
and this Amendment have been approved
by the City Council or executed by the City
Manager.

By _______________________
City Clerk
Approved as to form:

By_______________________
City Attorney
List of Attachments:

1. Amendment Provisions

2. Updated Insurance Certificates
CONTRACTOR:
______________________________
(*The Corporation Chairperson of the Board, President or Vice-President should sign on the line below.)
By____________________________
Title:________________________
(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign on the line below.)
By:___________________________
Title:________________________
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit organization, this
Contract (1) should be signed by the
Chairperson of the Board, President or
Vice-President and
the Chief Financial
Officer, Secretary or Assistant Secretary; (2)
should have both signatures conform to
designated representative groups pursuant
to Corporations Code Section 313.

POGO Park
1182
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (PAYMENT LIMIT AND SERVICE PLAN)

1. Paragraph 3 (Payment Limit) of the Original Contract is here by amended to increase the payment limit by $ . Paragraph 3 of the Original Contract is amended to read as follows:
"3. Payment Limit. City's total payments to Contractor under this Contract Amendment shall not exceed $ including expenses." “The City of Richmond shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the City Manager if the total Contract amount does not exceed $10,000 or without the prior approval of the City Council if the total Contract amount is over $10,000.”

2. The Service Plan (Exhibit A) of the Original Contract is he reby amended to include the following tasks and/or services:

Contract Amendment/EJ/TE 9-26-07
POGO Park
1 5845
1,466,069.00
2,724,019.00

1183

YELLOW BRICK ROAD
®
Clean, Green, and Beautiful

YELLOW BRICK ROAD
®

FEE PROPOSAL
Toody Maher
Executive Director
POGO PARK
[email protected]
510-215-5500
January 18, 2023
1184
1 CALTRANS CLEAN CALIFORNIA GRANT
Yellow Brick Road®: Clean, Green, and Beautiful

FEE PROPOSAL
YELLOW BRICK ROAD®

REQUEST OF THIS PROPOSAL
To amend Pogo Park’s current sole source contract with the City of Richmond for the YELLOW BRICK ROAD PROJECT - Contract # 5845 to include specific deliverables of the Caltrans Clean California Yellow Brick Road: Clean, Green and Beautiful (CGB) project grant. The specific deliverables for the CGB grant for Yellow Brick Road® are listed below and in the Scope of Work on pages 9-11.

GRANT DELIVERABLES
● Lighting, landscaping, and public art for existing traffic calming circles (2) ● Entry markers (5)
● Pedestal Route Markers with sculpture (18)
● Decorative treatment on raised intersections and bricks stenciled on sidewalk along the YBR route (12)
● Signage (route, caution, historical) (103)
● Dog Waste Stations (5)
● Multi-Stream Waste Receptacles (14)
● Benches (4)

PROJECT BACKGROUND
In 2022, Pogo Park partnered with the City of Richmond to secure a highly competitive, $5 million “Clean California” Local Grant from Caltrans for the project: Yellow Brick Road®: Clean, Green, and Beautiful.

Caltrans’ Clean California grant has four primary goals:

1. Reduce the amount of waste and debris within public spaces;

2. Beautify and improve public spaces and mitigate the urban heat island effect;

3. Enhance public health, cultural connections, and community placemaking by improving public spaces for walking and recreation;

4. Advance equity for underserved communities.

Richmond’s $5 million Yellow Brick Road®: Clean, Green, and Beautiful (CGB) grant supports the cost of two specific activities:

ACTIVITY #1: To design, build, and install site amenities and public art in two public spaces in Richmond’s Iron Triangle neighborhood:

● Harbour-8 Park (Pogo Park #2): a city park, adopted by Pogo Park, and located on a two- block section of the Richmond Greenway between Harbour Way and 8th Street.

1185
2 ● Yellow Brick Road®: a one-mile, 27-block, bike and walking path, adopted by Pogo Park, that runs through the heart of the Iron Triangle neighborhood. (The project site for the CGB grant represents only a portion of the YBR route as follows: on 8th Street from Pennsylvania to Ohio; and on Pennsylvania from 7th to 9th Streets).

ACTIVITY #2: To organize and lead community events that educate community residents about how to properly dispose of waste (landfill, recycling, and compost). All community education events will all be held at Elm Playlot (Pogo Park #1), a .5 acre city park, adopted by Pogo Park, in the Iron Triangle neighborhood located on the corner of Elm Avenue and 8th Street.

Please note: this document contains the fee proposal and deliverables (see pages 9-11) for the Yellow Brick Road (YBR) portion of the Caltrans Clean California grant.

ORGANIZATIONAL HISTORY
Who We Are: Founded in 2007, Pogo Park is an entrepreneurial 501(c)3 community development nonprofit working in one of Richmond’s most historic and critically underserved neighborhoods:

Iron Triangle.

Our Mission: To transform lives by transforming public spaces.

Our Work & Process: For the past 16 years, Pogo Park has organized and led a holistic, “Build from the Inside/Out”, community development project in the Iron Triangle.

Rather than putting a public works project out to bid and hiring professionals from outside the community to design and build parks and streetscapes “for” the people, Pogo Park hires, trains, and empowers community residents – those who know their neighborhood best – to play a leading role in the entire process to reimagine and rebuild these public spaces themselves.

After our parks (and now streets!) are rebuilt, members of Pogo Park’s Community Development Team (CDT) care for, watch over, manage, and bring public spaces in the Iron Triangle to life.

Members of Pogo Park’s CDT, all local residents, are diverse in age, race, and gender. Many CDT members have worked together for 15 years transforming city parks. While working together to reimagine and rebuild city parks and streets, members of Pogo Park’s CDT work at a local job in their own neighborhood, earn a living wage, and acquire transferable work skills.

Pogo Park’s overarching goal is to use the parks we transform into safe, green, beautiful public spaces that provide local children with high-quality, enriched programs that spark and foster their healthy development.

Today, Pogo Park has three neighborhood transformation projects in Richmond’s Iron Triangle:
1) Elm Playlot (Pogo Park #1), a .5-acre pocket park in the very heart of the neighborhood, the model for our work;
2) Harbour-8 Park (Pogo Park #2), a 2-acre park located on a 2-block section of the Richmond Greenway. Harbour-8 Park is under construction now.
1186
3 3) Yellow Brick Road® (YBR), a safe biking and walking route that runs 27 blocks though the Iron Triangle and connects important community assets including churches, schools, medical services, transportation, shopping, cultural centers – as well as our two Pogo Parks.

HISTORY OF POGO PARK’S PARTNERSHIP WITH THE CITY OF RICHMOND A successful, 16-year, public / private partnership that has generated $50 million in investment into the Iron Triangle neighborhood, created over 100 living-wage jobs, and provided 60,000 hours of hands-on training for community residents.

SUCCESSFUL HISTORY OF DESIGN/BUILD PROJECTS: For the past 16 years, Pogo Park and the City of Richmond have successfully collaborated on multiple large park and streetscape redevelopment projects in the Iron Triangle that include: the renovation of Elm Playlot; Harbour-8 Park; and Yellow Brick Road®.

PARTNERING TO RAISE FUNDS FROM GOVERNMENT GRANTS AND PHILANTHROPY: To raise the funds required to plan, design, and build these projects, Pogo Park identifies, prepares, and submits grant proposals, mainly to government sources, on behalf of the City of Richmond. As a 501(c)3 nonprofit, Pogo Park also raises additional funds for Pogo Park / City of Richmond’s neighborhood transformation projects from philanthropic grants and donations.

To date, Pogo Park has raised $50 million in total investment for Richmond’s Iron Triangle neighborhood: $40 million from public funds and $10 million from philanthropy. (see chart below)

GRANT FUNDS FLOW INTO THE COMMUNITY: Pogo Park and the City of Richmond have developed a unique partnership for government grant-funded projects: Pogo Park prepares government grant applications on behalf of the City and, when applicable, the City then enters into “sole source” design-build contracts with Pogo Park to implement part of the work.

Sole source contracts enable Pogo Park to:1) direct grant funds down, into the community, to hire, train, and empower residents to design and build parks and streets in their own community; 2) award contracts and procure materials locally, from Richmond businesses, so that grant funds are reinvested and recycled back into the local community; and 3) leverage the City’s sole source contract to attract additional philanthropic support from foundations and donors.

DEEPER, AUTHENTIC COMMUNITY ENGAGEMENT: Pogo Park’s partnership with the City has resulted in a deeper connection between community residents and city of Richmond staff. For over a decade, Pogo Park created a space and process for local residents to have a voice, a “say so”, in decisions that affect how their community is designed and built. The City of Richmond and Pogo Park’s partnership has been so successful that the California Parks Department named it as a model for how cities can deeply and authentically engage the local community in the transformation of their own neighborhood.

ACTUALIZING HEALTH IN ALL POLICIES ORDINANCE: Pogo Park’s on-the-ground work actualizes the City of Richmond’s 2014 Health in All Policies (HiAP) ordinance. Richmond’s HiAP, the first of its kind among California cities, mandates that when city staff make decisions, they do so through the lens of community health and equity. Pogo Park’s projects actualize the vision 1187
4 mandated in Richmond’s HiAP – and is a model that can be replicated in other neighborhoods across Richmond and beyond.

1188
5 PROJECT APPROACH
Over the past decade, Pogo Park has learned how public works projects work, learned how they are administered, and built successful collaborative relationships with a myriad of professional consultants and with key people in every major City department. With this experience, Pogo Park is now fully prepared to assume responsibility to lead, drive, and manage the Caltrans-funded Yellow Brick Road® Clean, Green, and Beautiful (CGB) project for the YBR deliverables.

Pogo Park will be the prime vendor for the CGB Project and, as such, will organize, manage, and lead all aspects of the Project, including consultant work. Pogo Park, together with our partners and consultant team (see details below), will provide planning, engineering, community outreach, project management and construction to:
● Develop and refine the conceptual designs for grant deliverables: custom benches, dog waste stations, multi-stream waste receptacles, signage, sidewalk stencils, intersection murals, entry markers, route markers, and traffic calming sculptures ● Secure requisite approvals from Agencies having Jurisdictions over the project including City of Richmond Planning Commission, Design Review Board, Arts & Culture Commission, Recreation and Park Commission, and Building Department ● Prepare shop drawings for the Yellow Brick Road® deliverables ● Construct and install the deliverables listed in the grant application for the Yellow Brick Road® CBG project
● Plan, organize and implement waste reduction education at public events

PROJECT TEAM
Pogo Park has assembled an experienced team of professional consultants to work on CGB.

Each and every consultant understands and supports Pogo Park's unique “Build from the Inside/Out” process.

Moreover, Pogo Park has decade-long partnerships with two Iron Triangle businesses: Lawrence Construction Inc. (LCI) and Scientific Art Studio (SAS). Both LCI and SAS will provide Pogo Park’s CDT with a supportive, sheltered environment to enable and empower the CDT to plan, design, build, and install the deliverables for the Yellow Brick Road® Clean, Green, and Beautiful grant.

LAWRENCE CONSTRUCTION INC. – General Contractor
Lawrence Construction Inc. will be the CGB project’s general contractor. With 50 years’ building experience, LCI will provide installation and oversight for the CGB Yellow Brick Road® construction activities, as needed. All work will be performed according to applicable codes and the building permits. Whenever feasible, LCI will bring in the Pogo Park CDT to assist with construction.

SCIENTIFIC ART STUDIO – Custom Design, Fabrication, and Installation Scientific Art Studio (SAS) will join the construction effort to work closely with LCI and Pogo Park's CDT to fabricate the Project’s custom site elements and public art, such as: benches; entry 1189
6 markers; and intersection murals. Under the supervision of SAS, Pogo Park’s CDT will fabricate as much of the custom CGB elements as possible. SAS will report to LCI to ensure that all safety and accessibility requirements are met and that the custom elements are fabricated and installed within the overall project budget and schedule.

CSW | ST2 – Civil Engineer
CSW | ST2 will be the consultant responsible for all civil engineering construction support on the project. CSW | ST2 is led by President and Owner, Robert Stevens, who has significant experience with projects in Richmond and years of experience working with Pogo Park, LCI, and SAS.

TIPPING ENGINEERING (TSE) – Structural Engineer
As needed, TSE will work closely with the other consultants and provide structural review for the custom amenities that are part of this Project.

LANDSCAPE ARCHITECT
Pogo Park has a landscape architect on staff who is experienced in the design and construction of city parks and urban streetscapes. The landscape architect will coordinate and/or prepare any necessary drawings and will function as the project manager for the consultant team.

SBCA TREE SERVICE and BIG CHIEF TREE SERVICE – Arborists SBCA will develop a tree protection plan during the construction phase, as needed. Big Chief Tree Service will assist with procuring and planting trees in two traffic circles.

1190
7 SCOPE OF WORK

EXECUTIVE SUMMARY

TASK 1: GENERAL CONDITIONS
Pogo Park will organize, lead, and manage the contracted CGB deliverables that will be installed along the Yellow Brick Road (YBR) route, including all work performed by subconsultants and the construction contractor. Project management includes overseeing internal project administration, managing subconsultant contracts for timely invoicing and payment as well as management of subconsultant work for timely work performance. Pogo Park will also communicate with the City, City’s representative and key stakeholders about project schedule and attend all project-related meetings.

TASK 2: DESIGN DEVELOPMENT
In this task, Pogo Park’s Community Development Team (CDT), in partnership with design consultants CSW/ST2, LCI and SAS, will further develop the concepts for the CBG site amenities and public art deliverables that were submitted in Caltrans’ Clean California Local Grant Program application.

Using Pogo Park’s Design-Build approach, the CDT will create prototypes of the project site furnishings and public art elements, develop shop drawings, and field test them. The design and location of site elements will be prepared based on a site survey and AutoCAD Base Plans.

Design development shop drawings will be prepared as an interim coordination set for the design team and will be finalized in the Construction Drawings.

TASK 3: CONSTRUCTION DRAWINGS
Pogo Park will revise the shop drawings for fabrication and installation. These shop drawings will be sufficient for review by the project engineers, approval by the City, and by general contractor LCI for final construction.

TASK 4: CONSTRUCTION COST PRICING
Pogo Park will work with the project partners and consultant team to develop construction pricing for the Project. A construction opinion of probable cost will be submitted to the City for review and approval.

TASK 5: PERMITS
Pogo Park will work with the City staff to ensure that the YBR shop drawings meet all applicable laws, codes, rules, and regulations of all jurisdictions having authority over the Project. The YBR site furnishings and public art installations will be submitted to the City for a building permit.

TASK 6: GENERAL CONDITIONS
Task 6 includes all construction activities specific to the construction of the YBR deliverables for the CGB project. SAS will oversee the fabrication and LCI will oversee installation. A large portion of the work will be completed by Pogo Park’s CDT. All CDT work will be supervised by SAS staff experienced in construction. SAS and LCI will ensure that the construction and installation of the custom elements complements the recent infrastructure work completed for the YBR project. All construction work will meet prevailing wage requirements and local Richmond ordinances.

1191
8 TASK 7: COMMUNITY OUTREACH AND PROGRAMMING
Pogo Park will work with the CDT to plan to implement a comprehensive community outreach campaign and community programming for block parties, evening events, clean-up events, and a long-term volunteer clean-up program for students and other individuals in Richmond who request community service hours.

1192
9 SCOPE OF WORK
DETAIL

TASK 1: GENERAL CONDITIONS

1.1 Coordination/Meetings
● Schedule and lead project-related meetings; produce meeting minutes ● Pay the out-of-pocket costs for meeting facilitation for all project meetings (materials and supplies, food and beverages, etc.)

1.2 Project Administration
● Execute contracts with and manage subconsultants. Project administrative duties include:
○ Manage of subconsultant contracts for timely invoicing and payment ○ Manage of subconsultant work for timely performance
○ Manage of subconsultants during approval processes/commissions ○ Archive key documents to prepare for a possible Caltrans audit of the project

1.3 Finance Administration
● Report (grant and contract) to the City
● Budget
● Monitor grant compliance

1.4 Construction Management
● Mobilization
● Traffic Control
● Schedule
● Monitor safety compliance

1.5 Communications
● Communicate progress and milestone events with key stakeholders

TASK 2: DESIGN DEVELOPMENT (DD)

2.1 Coordination/Meetings
● Establish the project's philosophy/vision/guiding principles with CDT and partners ● Schedule and host meetings with Pogo Park's CDT and subconsultants ● Schedule and attend task-related meetings with City of Richmond

2.2 Design Development
● Create prototypes of the site elements:
○ Lighting, landscaping and public art for two existing traffic calming circles ○ Entry markers
○ Pedestal Route Markers with sculpture
○ Decorative treatment on raised intersections with sidewalk stenciling ○ Signage (route, caution, historical)
○ Dog Waste Stations
○ Multi-Stream Waste Receptacles
○ Benches
1193
10 ● Create DD-level shop drawings for the site elements listed in Task 2.2 for internal and City review
● Field Test site elements listed in Task 2.2

2.3 Review Development Drawings
● Distribute DD-level drawings and solicit input/feedback from key stakeholders (i.e. City staff, Friends of the Richmond Greenway, neighborhood councils) ● Assess and compile input received from key stakeholders on DD-level shop drawings

TASK 3: CONSTRUCTION DRAWINGS
Pogo Park will work with our professional consultant team to produce a final set of shop drawings suitable for construction for the YBR CGB deliverables.

3.1 Coordination | Meetings
● Organize and lead meetings related to Task 3

3.2 Construction Drawings
● Revise the shop drawings to incorporate comments received from key stakeholders on DD level shop drawings
● Submit the shop drawings to the City's Building Department for review and comment

TASK 4: CONSTRUCTION COST PRICING

4.1 Coordination/Meetings
● Organize and lead meetings related to Task 4

4.2 Prepare Opinion of Probable Cost for Construction Phase ● Develop a realistic opinion of probable cost for the CGB YBR deliverables based on current materials pricing

TASK 5: PERMITS

5.1 Coordination/Meetings
● Organize and lead meetings related to Task 5

5.2 Permits
● Review City plan check comments and update the shop drawings to prepare the Permit Set
● Submit application to the City for the construction permit

TASK 6: CONSTRUCTION AND IMPLEMENTATION
In this task, Pogo Park and its partners will construct and install the CGB YBR deliverables listed below in Task 6.2. Pogo Park will hire, train, and empower CDT members to participate in every phase of the construction and installation of the CGB YBR deliverables.

6.1 Coordination/Meetings
● Organize and attend meetings related to Task 6

1194
11 6.2 Construction
Clean, Green, and Beautiful – Yellow Brick Road deliverables:

1. Lighting, landscaping, and public art for two existing traffic calming circles (2)

2. Entry markers (5)

3. Pedestal Route Markers with sculpture (18)

4. Decorative treatment on raised intersections and bricks stenciled on sidewalk along the YBR route (12)

5. Signage (route, caution, historical) (103)

6. Dog Waste Stations (5)

7. Multi-Stream Waste Receptacles (14)

8. Benches (4)

TASK 7: COMMUNITY OUTREACH AND PROGRAMMING

7.1 Coordination/Meetings
● Organize and lead meetings related to Task 7
● Pay the out-of-pocket costs for meeting facilitation for all project meetings (materials and supplies, food and beverages, etc.)

7.2. Develop Community Outreach Plan
● Work with CDT to develop a comprehensive plan to regularly inform key stakeholders and the local community about the Project.

7.3. Develop and Distribute Outreach Materials
● Design and produce informational materials
● Publish the informational materials via multiple media channels including:
o distributing flyers and posters by hand to all properties along the Project site o emailing informational updates to 6,000 subscribers on Pogo Park's mailing list o emailing updates via City Manager’s weekly report
o posting Project updates on Pogo Park's social media accounts (website, facebook, Instagram, Twitter)
o sending press releases to local media outlets

7.4. Plan and Implement Outreach Events
Pogo Park’s CDT will plan, organize, and host the community educational events listed below. The programming of these events will be designed to actively support the grant goals of improving cultural connections, community placemaking, waste reduction programming.

Pogo Park will pay for the cost of labor, materials and supplies, food and drink, and entertainment for these events:

● Educational Block Parties (4)
● "Friday Night Lights" Zero Waste Events (8)
● Litter Cleanup Volunteer Events (6)
● Litter Cleanup Community Service Program (18 months)

1195
12 BUDGET

PROJECT SCHEDULE | TIMELINE

* * *
1196

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.

Public Works
Angela Walton
[email protected]
(510) 255-9688
8786
5845
Public Outreach and Plant Establishment for the Greening the Yellow Brick Road Grant Pogo Park
2604 Roosevelt Avneue
Richmond, CA 94804-1623
Toody Maher
(510) 215-5500
[email protected]
40046304
July 16, 2022
November 30, 2021
December 31, 2025
1,257,950
✔
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1197

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 CONTRACTOR:
a municipal corporation

By:
(* The Corporation Chairperson of the Board,
President or Vice President should sign below)

Title: By:

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

Date Signed:

B y :

City Clerk
(* The Corporation Chief Financial Officer,
Secretary or Assistant Secretary should sign below)
Approved as to form:

B y :

B y : T i t l e :

City Attorney
Date Signed:

(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.

LIST OF ATTACHMENTS:

Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Standard Contract/EJ/TE 9-26-07
Pogo Park
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF Executive Director
11/17/2021
Mayor
1198
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:

See attached.

Project Manager
Pogo Park
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1199

FEE PROPOSAL
YELLOW BRICK ROAD®

URBAN GREENING PROJECT
May 1, 2021
Toody Maher
Execu/ve Director
POGO PARK
[email protected]
510-215-5500
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF1200 1 SCOPE OF WORK
May 1, 2021

YELLOW BRICK ROAD® URBAN GREENING PROJECT:

PLANTING & THREE-YEAR PLANT ESTABLISHMENT

PROJECT BACKGROUND
As part of an 8-week summer jobs program in 2008, 30 youths from Richmond’s Iron Triangle neighborhood were tasked with developing a solution to some of the many challenges that plague their community: high levels of gun violence, poverty, widespread blight, environmental degradation, speeding cars, and a lack of safe, green, and vibrant public spaces. The result was the Yellow Brick Road (YBR), a safe, green, and clean bike and walking path through the Iron Triangle that links key community assets – churches, schools, parks, transportation, shopping, and cultural centers – together.

Twelve years of effort have gone into creating the Yellow Brick Road, a safe bike/pedestrian route through the Iron Triangle neighborhood. Richmond nonprofit Pogo Park joined the effort in 2009, working with the local community and using a bottom-up, grass-roots approach to realize the YBR project.

Multiple phases of planning and funding have been needed to implement the project. Pogo Park worked with the City of Richmond to include the YBR in the City’s Pedestrian and Bicycle Master Plan, helped secure an Environmental Justice grant from Caltrans to develop the project’s concepts, led a robust public engagement process to finalize the YBR elements and route, and facilitated two winning State of California grant applications that allocated $10.3 million to the City of Richmond to implement the YBR project.

Once the construction for YBR infrastructure elements is completed by December 2021, Pogo Park will employ local community members to install the project planting and maintain the plants during the three-year plant establishment period. In the final YBR construction phase, residents of the Iron Triangle will stencil yellow bricks across roadways and on sidewalks to finally create the iconic, safe pathway through the heart of their community that they envisioned over a decade ago.

The Scope of Work below details the tasks to be completed by Pogo Park as part of the State of California Natural Resource Agency Urban Greening grant deliverables.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1201
2 PROJECT APPROACH

GRANT BACKGROUND & CONTEXT
Working in concert with community residents and on behalf of the City of Richmond, Pogo Park submitted a successful $4.2 million grant application to the State of California Natural Resource Agency to “green” a segment of the Yellow Brick Road.

A major reason why the State awarded the YBR grant to Richmond is because of the City's unique 14-year partnership with Pogo Park. The State wants this grant to green barren city streets to become vehicles for jobs, opportunity, and economic development in low-income communities. The State supports the City and Pogo Park's process of:

a) Directing grant funds into the community to hire, train, and empower community residents to do a significant portion of the work themselves.

b) Awarding contracts and procuring materials locally from Richmond businesses.

The combination of directing grant funds to create local jobs and contracts with local businesses will spark and foster economic development in one of Richmond's most under- resourced communities.

After over a decade of experience working with the City to transform two of the City’s public parks via Pogo Park's unique Design/Build process, Pogo Park is now prepared to assume the lead role in managing and directing the Yellow Brick Road planting and three-year plant establishment project from start to finish.

YBR GRANT DELIVERABLES
Per the State's grant agreement, the City is required to procure, install, and maintain the following for YBR:

● 93 trees
● 9,435 square feet of ornamental shrubs and groundcover ● 1,435 sf stormwater planting
● 3 years of plant establishment activities

POGO PARK'S FEE PROPOSAL
Pogo Park proposes to enter into a $1,257,950 contract with the City of Richmond to implement all the features listed above. The Scope of Work for this proposal is described below and itemized in Tasks 0-7.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1202
3 Pogo Park will be the prime vendor for the Project and, as such, will organize, manage, and lead all aspects of the Project, including consultant work. Pogo Park, together including our team, will provide project management, community outreach, plant acquisition, plant installation and plant establishment services to:

- Manage all aspects of the Project
- Acquire the Project trees and shrubs
- Install all the trees and shrubs
- Conduct three years of plant establishment activities, including watering, pruning, weeding and mulching

CONSULTANTS
Pogo Park has assembled an experienced team of professional consultants to work on Yellow Brick Road. Each and every consultant understands and supports Pogo Park’s vision and values that underlie this Project: specifically Pogo Park's “build from the inside/out” process.

This process empowers community residents to be deeply involved in every aspect of the process and to imagine, design, and rebuild public parks in their own community. Pogo Park's team of consultants include:

ARBORISTS
SBCA Tree Services – Certified Arborists
Big Chief Tree Service – Certified Arborist

HORTICULTURALIST
Stewart Winchester, Adjunct Professor, Merritt College

LANDSCAPE ARCHITECTS
Kirsten Negus, Thuilot Associates
Amy Mitchell. MIG, Inc.

LANDSCAPE CONTRACTOR
Landspaces – Peter Rohan, Licensed Contractor and Landscape Architect

COMMUNITY INVOLVEMENT
Pogo Park will hire, train, and empower a core team of community residents (CDT) to work shoulder to shoulder with our licensed design partners to develop the plant installation and establishment plans.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1203
4 SCOPE OF WORK – EXECUTIVE SUMMARY
The Yellow Brick Road Urban Greening Project is comprised of the following nine tasks.

TASK 1: PROJECT MANAGEMENT
Pogo Park will organize, lead, manage, and implement the community involvement, plant installation, and three-year plant establishment phase of the YBR UG Project, including all work performed by consultants. Project Management includes the following tasks:
● Oversee internal Project Administration and Contract Administration o Management of consultant contracts for timely invoicing and payment o Management of consultant work for timely performance

● Management of consultants during duration of project
Communicate with City and other key stakeholders about the Project ● Schedule and attend all project-related meetings
● Ensure project schedule is maintained and all team members' performance meet schedule requirements

Timeline: January 2020 - December 2024

Deliverables: Reports, invoices, and information submitted in a timely fashion; a information hub to gather, share, and archive all documents relating to the Project.

TASK 2: PLANT ACQUISITION
Pogo Park will coordinate with wholesale and retail nurseries to order and purchase all the plants and trees needed for the Project. Due to the high quality of their plants, Pogo Park will likely order most of the plants and trees from Devil Mountain Wholesale Nursery, which has the capacity to provide the large plant quantities needed for the YBR project. Pogo Park will also establish relationships with two Richmond nurseries, Annie’s Annuals and The Watershed Nursery. If necessary, these local nurseries can supply replacement plants in small quantities during the three-year plant establishment period.

Timeline: January 2021 – January 2022

Deliverables: Contracts with nurseries for all tree and plant quantities required for the project.

TASK 3: POGO GREEN TEAM DEVELOPMENT AND TRAINING
Pogo Park has adopted a proven, old world “Apprentice/Master” model for its projects. Pogo Park’s existing Community Development Team (CDT) of “Apprentices” and new “Green Team” hires will work alongside a team of arboriculture and horticulture “Masters” to complete the YBR project. Richmond residents will earn a living wage while re-making a city street that will benefit their own children and the larger community. In the process, CDT and Green Team members will acquire a diverse set of transferable horticulture, landscape maintenance, and community engagement skills.

Timeline: June 2021 – December 2024
Deliverables:, Green Team training program and project maintenance manual DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1204
5 TASK 4: TOOLS AND EQUIPMENT ACQUISITION
Pogo Park will acquire the work tools and equipment needed to complete the YBR project. This includes hand tools, special tree care tools, hand watering equipment, Green Team uniforms, a golf cart for transporting materials, and storage facilities for compost, mulch and tools. Tree pits will be dug as part of the City’s Yellow Brick Road contract with the City’s contractor; no digging will be necessary for YBR tree installation.

Timeline: June 2021 – January 2022.

Deliverables: Project tools, watering equipment, and storage facilities

TASK 5: COMMUNITY OUTREACH & EDUCATION
Pogo Park will lead the community outreach, engagement, and training efforts for the duration of the Project. Pogo Park will create and execute a comprehensive community outreach plan to reach out to, connect with, and inform all key stakeholders (i.e. neighbors, schools, churches, businesses, city staff, and city councils, media etc.) about the Project.

Timeline: January 2021 – December 2021

Deliverables: Outreach plan, outreach materials, and documentation of implemented outreach

TASK 6: PRE-INSTALLATION PLANT MAINTENANCE
As needed, Pogo Park will develop a short-term maintenance plan for trees and plants that have been delivered by the nurseries but are not being immediately installed. Pogo Park will provide space at its facility located at 909 Ohio Avenue Richmond 94804 to store and maintain plants.

Timeline June 2021 – December 2021

Deliverable: Short-term pre-installation maintenance plan

TASK 7: INSTALLATION – PLANTING TREES
Using arboriculture best practices, the Green Team will install the Project’s 93 trees. Planting will be supervised by licensed consulting arborists to ensure proper installation. Trees will be planted in phases, with approximately 10 trees planted per planting day, to assure careful installation of all trees, tree protection and interpretive signage. The tree location and species will be recorded at the time of planting and sent to the City of Richmond for inclusion in the City urban forest data.

Timeline: September 2021 – December 2021

Deliverables: Soil test and digital record of tree planting data

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1205
6 TASK 8: INSTALLATION – PLANTING PLANTS
Under the supervision of horticultural experts, the Green Team will install the project plants using horticulture best practices. The plants will be spaced to ensure proper growth and aesthetic value. The quantity and general location of plant groupings will be recorded for the City of Richmond project files. Pogo Park will furnish planting plans to the City’s Parks and Landscaping Department for their records. After the planting is complete, Pogo Park will install interpretive signage to provide detailed plant information for the local community.

Timeline: September 2021 – January 2022

Deliverable: Digital record of shrub data

TASK 9: 3-YEAR PLANT ESTABLISHMENT & MAINTENANCE
Prior to installation, and with the assistance of licensed arborists and landscape architects and expert horticulturalists, Pogo Park will develop a Maintenance Plan and work schedule for all three years of the plant establishment period. The plan will detail all plant care anticipated during the three-year plant establishment. With guidance from expert trainers and under the supervision of the Green Team Manager, the Green Team will provide all the Project maintenance. Pogo Park will develop a logbook to record all maintenance activities.

Timeline: January 2022 – December 2024

Deliverables: Three-year plant establishment maintenance plan, maintenance logbook, maintenance records

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1206
7 SCOPE OF WORK - DETAIL

TASK 1: PROJECT MANAGEMENT

1.1 Project Administration
● Execute contracts with consultants
● Manage consultants
o Ensure consultants invoices are received and are paid in a timely manner o Ensure consultants perform the contracted work in a timely manner ● Manage Project finances (budgets, reports, accounts receivable, accounts payable) ● Develop a digital communication hub to store, share, and archive Project documents ● Secure required insurance
● Secure required construction permits, if necessary
● Establish a strong Human Resources system to support the hiring and training of community residents
● Generate periodic Project Progress and Grant Reports
● Manage overall Project schedule to ensure the Project is completed on time and on budget

1.2 Meetings
● Schedule and attend all Project-related coordination meetings o Producing meeting minutes
o An average of one weekly meeting for the duration of the Project o Pay the out-of-pocket costs for meeting facilitation (e.g. materials and supplies, food and beverages etc.)

TASK 2: PLANT ACQUISITION

2.1 Visit Nurseries
Pogo Park’s Community Development Team (CDT), in partnership with consultants, will visit nurseries to select trees and plants for the project. Team members will learn about the tree species, what to look for when selecting plants and how to care for them. The Team will visit the nurseries to select plants in advance of the project installation period.

2.2 Set Up Contract Grow
As appropriate, Pogo Park will arrange to contract to grow trees and plants with the nurseries.

This will guarantee the selected plant species are available at the time of installation and minimizing the need for species replacement at the last minute. In order to protect against any potential plant losses during the contract grow period, Pogo Park will purchase 5% above the Project-required quantities.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1207
8 2.3 Nursery Coordination
Pogo Park will coordinate with the nurseries to monitor the growth and development of the plants on the Project plant palette. As needed, Pogo Park will replace plant species that are not thriving with other plant species to assure a high quality of plant will be available for the Project.

2.4 Purchase Plants and Trees
Pogo Park will contract directly with the nurseries for payment.

2.5 Plant Delivery and Pick-up
The Project trees will be delivered by the nursery and this cost will be incorporated into the nursery contracts. As needed the Green Team will pick up the other plant species with Pogo Park vehicles.

TASK 3: POGO GREEN TEAM DEVELOPMENT AND TRAINING

3.1 Hire Green Team Manager
To complete the Project, Pogo Park will hire a “Green Team” – local residents employed and trained to implement the project. The first step to put this Team together will be to hire a Green Team Manager, who will manage the Green Team staff for the duration of the project and will be responsible for daily tracking of the completion of tasks in the grant agreement.

3.2 Design Green Team Trainings
Pogo Park will design in-person (socially distant as needed), hands-on trainings and training materials to teach the Green Team staff the skills they need to complete the project work. This will include: horticultural skills such as plant identification, proper planting techniques, pruning, weeding, mulching, and hand-watering.

3.3 Hire Green Team Members
Pogo Park will hire and train local Richmond residents to implement the tasks required to complete the project. Pogo Park will provide all training materials

3.5 Develop YBR Maintenance Manual
Pogo Park will work with consultants to develop an illustrative manual of techniques and plant information for the Project. The intent is for this manual to be used in the field and will supplement the trainings that are detailed in Task 3.2.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1208
9 TASK 4: TOOLS AND EQUIPMENT ACQUISITION

4.1 Acquire Tools
Pogo Park will acquire work tools needed to complete the YBR project that include the following:
● General tools – tools needed for site maintenance such as wheelbarrows, rakes and pruners.
● Volunteer tools – As part of the ongoing outreach activities, Pogo Park will be sponsoring volunteer work days for YBR volunteer events and will supply tools such as gloves, trowels, and event t-shirts.
● Specialized tools – tree pruning and hand-watering tools.

4.2 Acquire Safety Clothing / Signage
Pogo Park will acquire Green Team uniforms, personal protection equipment, and boots as well as caution tape and warning signage boards to be used while work is in progress.

4.3 Acquire Motorized Vehicles
To facilitate hand watering and work on the YBR site, Pogo Park will purchase a golf cart, water tank, and water tank trailer.

4.4 Acquire Storage Facilities
Pogo Park will acquire the materials needed to bulk items such as tools, mulch, and compost.

TASK 5: COMMUNITY OUTREACH & EDUCATION

5.1 Develop Logos
Pogo Park will develop a YBR logo and a Green Team logo for uniforms and outreach materials.

5.2 Develop Outreach Plan
Pogo Park will develop a comprehensive outreach plan to inform local residents and key stakeholders about the YBR project for the length of the project.

5.3 Develop Outreach Materials
Pogo Park anticipates developing the outreach materials below. A final list of outreach materials will be developed after the completion of the outreach plan in 5.2. ● Flyers/Brochures
● Posters on project route
● Email campaign
● Social Media Campaign

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1209
10 5.4 Implement Outreach Plan
Pogo Park anticipates completing the outreach tasks below. A final list of outreach activities will be developed after the completion of the outreach plan in 5.2. ● Door-to-door outreach to homes/businesses along route ● Post flyers / brochures in key community locations
● Presentations to key community stakeholders
● Publish the informational materials via multiple media channels including:
o emailing updates to 5,000 subscribers on Pogo Park's mailing list; o emailing updates via Mayor Tom Butt's e-forum;
o posting Project updates on Pogo Park's social media accounts (facebook, instagram)
o sending press releases to local media outlets

5.5 Liaise with Community During ATP Construction
Pogo Park will provide Green Team staff to travel the site before the ATP construction phase to inform residents about the ATP infrastructure project and upcoming YBR project.

TASK 6: PRE-INSTALLATION PLANT MAINTENANCE

6.1 Develop Short-Term Maintenance Plan
Pogo Park will develop a short-term plan for maintaining the YBR trees and plants from the time they are received to the time they are installed in their final location.

6.2 Implement Short-Term Maintenance Plan
The Pogo Park Green Team will maintain the project plants to keep them in excellent condition, including daily watering, infestation checks, and adequate shade protection until their final installation.

TASK 7: INSTALLATION – PLANTING TREES

7.1 Soil Testing
Pogo Park will take soil samples from the entire length of the YBR site. Soil samples will be evaluated at a reputable commercial soil testing laboratory. The laboratory will assess the soil samples and make recommendations for amendments needed to the site soil to create soil conditions best for horticultural purposes.

7.2 Soil Prep
Pogo Park’s Green Team will remove any large debris or stones from the site soil and add amendments at a rate recommended by Pogo Park’s Master arborists and the soil report.

7.3 Install Trees
The Green Team will install the project’s 93 trees in the locations specified in MIG’s 100% permit set of plans. Tree planting will include evaluation of the tree pits for appropriate width and depth. Each tree will be staked and will receive compost, mulch and water on the day it is DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1210
11 planted. Trees will be planted in phases to allow for careful installation and attention during the installation process.

7.4 Install Tree Protection and Signage
Each tree will receive a custom-built wood tree protection box constructed by Pogo Park’s Green Team. Trees will be labeled with information about their species and growth habit.

7.5 Tree Installation Clean-Up
After each tree planting event, all nursery materials and trash will be removed from the site and disposed of in a responsible manner. Any planting materials such as soil, compost or mulch will be removed from paved areas. When feasible, the tree boxes will be recycled.

7.6 Water/Snack Station
Pogo Park will utilize a socially distant method to provide snacks and water for staff and volunteers on planting days.

7.7 Record Tree Data
Pogo Park will create a database to record the tree planting date, the tree species information, the tree location and tree number, per guidelines established by the City. Pogo Park will provide this information to the City for inclusion in the City urban forest data.

TASK 8: INSTALLATION – PLANTING PLANTS

8.1 Soil Prep
Pogo Park’s Green Team will remove any large debris or stones from the site soil and add amendments at a rate recommended by the soil report.

8.2 Install Plants
Using horticulture best practices, Pogo Park will install plants per the project construction documents found in MIG’s 100% permit set of plans. Plants will receive compost and water on the day of their installation.

8.3 Purchase and Install Sheet Mulch
Pogo Park will acquire cardboard rolls and wood mulch to sheet mulch the new shrub plantings. Sheet mulching depth and techniques will follow the recommendations in the ReScape California planting specification.

8.4 Create and Install Interpretive Signage
Pogo Park will develop interpretive signage for the YBR plantings and place signage at strategic locations along the site. The signage will include details about the project shrub species, many of which are California natives.

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1211
12 8.5 Plant Installation Clean-Up
After each planting event, all nursery materials and trash will be removed from the site and disposed of. Any planting materials such as soil, compost or mulch will be removed from paved areas. As feasible, plant containers will be recycled.

8.6 Water/Snack Station
Pogo Park will utilize a socially distant method to provide snacks and water for staff and volunteers on planting days.

8.7 Record Plant Data
Pogo Park will create a database to record the shrub planting date, the shrub species information, quantities installed and general location of shrub groupings.

TASK 9: THREE-YEAR PLANT ESTABLISHMENT & MAINTENANCE

9.1 Develop Maintenance Plan and Schedule
Pogo Park will develop a Maintenance Plan and work schedule for all three years of the plant establishment period. Maintenance will vary depending on plant need. The intent is that during Year 3, all trees and shrubs will be weaned off supplemental water.

9.2 Develop Project Maintenance Logbook and Records
Pogo Park will develop a project logbook to record tree and plant care information. This logbook will contain detailed maintenance information such as the project watering schedule with quantities of water applied, date of care, pruning and weeding events, and any replacement trees and shrubs and their locations.

9.3 Maintenance - Year 1
Year 1 maintenance will include daily tree/plant care as needed consisting of the following:
● Watering
● Weeding and Pruning
● Diagnosing and treating any plant disease or infestations ● Purchasing and replacing mulch
● Replace trees as needed
● Replace plants as needed
● Recording maintenance

DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1212
13 9.4 Maintenance - Year 2
Year 2 maintenance will include daily tree/plant care as needed consisting of the following:
● Watering
● Weeding and Pruning
● Diagnosing and treating any plant disease or infestations ● Purchasing and replacing mulch
● Replace trees as needed
● Replace plants as needed
● Recording maintenance

9.5 Maintenance -Year 3
Year 3 maintenance will include daily tree/plant care as needed consisting of the following:
● Watering
● Weeding and Pruning
● Diagnosing and treating any plant disease or infestations ● Purchasing and replacing mulch
● Replace trees as needed
● Replace plants as needed
● Recording maintenance

* * *
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1213
05/01/21

TASK DESCRIPTION TOTAL ADMINISTRATIVE CONSTRUCTION

1.0 Project Management $215,000 $215,000

2.0 Acquistion of Trees and Plants $175,000 $175,000

3.0 Pogo Park's Green Team Development and Training $35,000 $35,000

4.0 Tools and Equipment Acquisition $50,000 $50,000

5.0 Community Outreach & Education $100,000 $100,000

6.0 Pre-Installation Plant Maintenance $10,000 $10,000

7.0 Installation - Trees $125,000 $125,000

8.0 Installation - Plants $147,950 $147,950

9.0 Three-Year Plant Establishment & Maintenance $400,000 $400,000 $1,257,950 $350,000 $907,950TOTAL
Planting and Three-Year Plant Establishment
BUDGET
YELLOW BRICK ROAD® URBAN GREENING PROJECT
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1214
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 PA YMENT 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 Contra ctor 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 a fter 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.

Angela Walton
Pogo Park
Public Works
Angela Walton
DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1215
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:

Pogo Park
Pogo Park
Angela Walton
450 Civic Center Plaza
Daniel Iacofano
2604 Roosevelt Avneue
Richmond, CA 94804-1623
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General Conditions/EJ/TE 01-19-11 1 of 13

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, C opyrights 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, DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1217
General Conditions/EJ/TE 01-19-11 2 of 13

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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General Conditions/EJ/TE 01-19-11 3 of 13

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 C ontract's termination (or for any further period that is required by law) and until all Fede ral or State audits are complete and exceptions resolved for this contract's funding period. Upon request, CONTRACTOR shall make thes e 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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1220
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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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1222
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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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1223
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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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1224
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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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1225
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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 DocuSign Envelope ID: C316021E-7842-4D44-8626-B3D9B48A0DFF 1227
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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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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.

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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.

Pogo Park
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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.

Pogo Park
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