Agenda — Richmond City Council, January 23, 2024 (part 2 of 3)

Commercial General Liability Declarations
In return for the payment of the premium, and subject to all the terms of this Policy, we agree with you to provide the insurance as stated in this Policy.

Declaration effective from: July 28, 2023
Policy No.: P102.176.827.1
Named Insured: Healing Spot Counseling Center Inc.

Address: 5065 Deer Valley Road
Antioch, CA 94531
Email Address: [email protected]
Policy period: From: July 28, 2023 To: July 28, 2024
At 12:01 A.M. (Standard Time) at the address shown above.

Form of Business: Not for profit Corporation
Each Occurrence Limit: $2,000,000
Damage to Premises Rented to You Limit: $100,000 Any one premises Medical Expense Limit: $5,000 Any one person
Personal & Advertising Injury Limit: $2,000,000 Any one person or organization General Aggregate Limit: $2,000,000
Products/Completed Operations
Aggregate Limit:

Products-completed operations are subject to the General Aggregate Limit Supplemental Business Personal Property Floater
Coverage Limit:
$0
Supplemental Business Personal Property Floater
Coverage Deductible:

Not Applicable
All Premises You Own, Rent or Occupy
Premises Number:
1 Address: 5065 Deer Valley Road
Antioch, CA 94531
Total Premium: 381.00
Attachments: See attached Forms and Endorsements Schedule.

DocuSign Envelope ID: 98BFCADC-DCEA-45C3-A987-A97AA1785129 125
HISCOX INSURANCE COMPANY INC. (A Stock Company)
104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 CGL D001 10 18 Includes copyrighted material of Insurance Services Office, Inc., with its permission. © ISO Properties, Inc., 2000

Page 2 ends

IN WITNESS WHEREOF, the Insurer indicated above has caused this Policy to be signed by its President and Secretary, but this Policy shall not be effective unless also signed by the Insurer's duly authorized representative.

President
Secretary
Authorized Representative
DocuSign Envelope ID: 98BFCADC-DCEA-45C3-A987-A97AA1785129 126
HISCOX INSURANCE COMPANY INC. (A Stock Company)
104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 INT D001 01 10 Page 1 of 1
Forms and Endorsements Schedule
Forms and Endorsements made part of this policy at time of issue:

CGL D001 10 18 - Commercial General Liability Declarations INT D001 01 10 - Forms and Endorsements Schedule
CG 00 01 12 07 - General Liability Coverage Form
CGL E5401 CW (03/10) - Definition of Employee
CGL E5403 CW (03/10) - Notice Information
CGL E5404 CW (03/10) - Exclusion - Personal Information CGL E5407 CW (03/10) - Exclusion - Professional Services CGL E5408 CW (03/10) - Cancellation Provision (14 Day Full Refund) CGL E5409 CW (03/10) - Right and Duty to Select Defense Counsel CGL E5421 CW (02/14) - Additional Insured - Automatic Status IL 00 17 11 98 - Common Policy Conditions
IL 00 21 09 08 - Nuclear Energy Liability Exclusion Endorsement (Broad Form) CG 00 68 05 09 - Recording and Distribution of Material or Information in Violation of Law Exclusion CG 21 41 11 85 - Exclusion - Intercompany Products Suits CG 21 46 07 98 - Abuse or Molestation Exclusion
CG 22 44 07 98 - Exclusion - Services Furnished By Health Care Providers Endorsement CG 21 57 07 98 - Exclusion - Counseling Services
IL 02 70 09 08 - California Changes - Cancellation and Nonrenewal CG 32 34 01 05 - California Changes
CGL E5402 CW (03/10) - Modified Waiver of Transfer of Rights of Recovery Against Others To Us CG 21 73 01 15 - Exclusion Of Certified Acts Of Terrorism CGL E1954 CW (05/20) - Asbestos - Exclusion
CGL E1975 CW (05/20) - Limitation of Coverage to Business Operations CG 21 32 05 09 - Communicable Disease Exclusion
INT N003 CW (01/19) - Policyholder Notice Electronic Delivery INT N001 CW (01/09) - Economic And Trade Sanctions Policyholder Notice DocuSign Envelope ID: 98BFCADC-DCEA-45C3-A987-A97AA1785129 127
Contractor Release of Liability
For Workers’ Compensation Coverage
TO: City of Richmond
City Department: _______________________________________ Contractor’sName: _______________________________________ Scope of Services: _______________________________________ I, ________________________, declare under penalty of perjury, that I am a sole proprietor, doing business as Healing Spot Counseling Center Inc. As such, I do not employ any employees.

I fully understand that if I hire any employees during the term of this contract, that I must abide by the laws and regulations of the State of California regarding Workers’ Compensation insurance. At such time, I will provide the City of Richmond evidence of such Workers’ Compensation coverage in compliance with the terms of this contract.

Should I fail to secure Workers’ Compensation coverage as required by the State of California, I will defend and indemnify the City of Richmond for any damage resulting to it from my failure to take out or maintain such insurance.

It is further understood and agreed that this release and assumption of risk is to be binding on my heirs and assigns.

Print Name:________________________________________________ Signature:______________________________ Date:________________ Healing Spot Counseling Center Inc.

Mental Health Services
Miya Moore-Felton
Miya Moore-Felton
6/24/2023
DocuSign Envelope ID: 98BFCADC-DCEA-45C3-A987-A97AA1785129 128
Letter 947 (Rev. 2-2020)
Catalog Number 35152P
Department of the Treasury Internal Revenue ServiceTax Exempt and Government EntitiesP.O. Box 2508Cincinnati, OH45201 THE HEALING SPOT COUNSELING CENTER INC5179 LONE TREE WAYANTIOCH, CA94531 Date:
03/21/2023
Employer ID number:
92-2866360
Person to contact:

Name: Customer Service
ID number: 31954
Telephone: 877-829-5500
Accounting period ending:

December 31
Public charity status:
170(b)(1)(A)(vi)
Form 990 / 990-EZ / 990-N required:

Yes
Effective date of exemption:

March 7, 2023
Contribution deductibility:

Yes
Addendum applies:

No
DLN:
26053476003733
DearApplicant:

We're pleased to tell you we determined you're exempt from federal income tax under Internal Revenue Code (IRC) Section 501(c)(3). Donors can deduct contributions they make to you under IRC Section 170. You're also qualified to receive tax deductible bequests, devises, transfers or gifts under Section 2055, 2106, or 2522. This letter could help resolve questions on your exempt status. Please keep it for your records.

Organizations exempt under IRC Section 501(c)(3) are further classified as either public charities or private foundations. We determined you're a public charity under the IRC Section listed at the top of this letter.

If we indicated at the top of this letter that you're required to file Form 990/990-EZ/990-N, our records show you're required to file an annual information return (Form 990 or Form 990-EZ) or electronic notice (Form 990-N, the e-Postcard). If you don't file a required return or notice for three consecutive years, your exempt status will be automatically revoked.

If we indicated at the top of this letter that an addendum applies, the enclosed addendum is an integral part of this letter.

For important information about your responsibilities as a tax-exempt organization, go to www.irs.gov/charities.

Enter "4221-PC" in the search bar to view Publication 4221-PC, Compliance Guide for 501(c)(3) Public Charities, which describes your recordkeeping, reporting, and disclosure requirements.

Sincerely,
Stephen A. Martin
Director, Exempt Organizations
Rulings and Agreements
DocuSign Envelope ID: 98BFCADC-DCEA-45C3-A987-A97AA1785129 129

CITY OF RICHMOND
Sanctuary City Compliance Statement
The undersigned, an authorized agent of Healing Spot Counseling Center Inc. _ (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter " Sanctuary City Contracting Ordinance " or "SCCO"). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security ("ICE"). Contractor understands the meaning of the following terms used in the SCCO:
a. " Data Broker" means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector busmess and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.
b. "Extreme Vetting" means data mining, threat modeling, predictive risk analysis, or other similar services."
Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor' s failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing.

Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this 26 _day of June _, 2023, at _, California.

Printed Name: MiYa Moore-Felton Title: chief Executive Offlcer/Director Signed: 'M^O. 'Mffff^&.-^eA^^ Date: 6/28/2023
7' ~
Business Entity: Healing Spot CounsHjing Center Inc.

Vendor SCCO Compliance Statement (Augt2020)
DocuSign Envelope ID: 98BFCADC-DCEA-45C3-A987-A97AA1785129130

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January 23, 2024

Economic Development

DATE: January 23, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Nannette Beacham, Director of Economic Development Winifred Day, Arts & Culture Manager
Shané Johnson, Senior Administrative Analyst
Subject:

Contract Amendment #1 with Nurturing Independence
Through Artistic Development (NIAD), Richmond Art
Center, and East Bay Center for Performing Arts
FINANCIAL IMPACT: $135,000 is included in the adopted current fiscal year 2023-24 Arts and Culture budget (Account String:
01364065-400201)

PREVIOUS COUNCIL
ACTION:

November 16, 2021, and June 21, 2022

STATEMENT OF THE
ISSUE:

City staff members seek authorization to execute contract amendments with non-profit organizations Nurturing
Independence Through Artistic Development, Richmond
Art Center, and East Bay Center for Performing Arts,
aimed at supporting collaborative arts and cultural
programs in the City of Richmond.

RECOMMENDED ACTION: APPROVE contract amendments with Nurturing Independence Through Artistic Development, Richmond
Art Center, and East Bay Center for the Performing Arts, in the amount of $45,000 per organization, to continue
supporting collaborative arts and cultural programs in the City of Richmond, with a term ending June 30, 2024 –
Economic Development Department (Nannette Beacham
510-621-1306/Winifred Day 510-620-6952).

AGENDA
REPORT
131

Page 2 of 3 ends

January 23, 2024
DISCUSSION:

The City of Richmond has enjoyed a longstanding and fruitful collaboration with three distinguished organizations— Nurturing Independence Through Artistic Development (NIAD), Richmond Art Center (RAC), and the East Bay Center for the Performing Arts (EBCPA)—that have been at the forefront of administering arts and cultural programs within the community. NIAD has been a strong presence for over 25 years, distinguishing itself as one of the nation’s preeminent facilities for teaching art to individuals with disabilities. Similarly, with a rich history dating back to 1936, the RAC has been an integral part of Richmond’s cultural landscape. It offers diverse programs, such as classes, exhibitions, and events, both at their facility and through outreach initiatives. The RAC has been providing free, high-quality, art experiences to the West Contra Costa Unified School District (WCCUSD) schools, community centers, and the Richmond Public Library.

Furthermore, the EBCPA has played a pivotal role for over 50 years, striving to engage youth and young adults in envisioning and creating new worlds through the inspiration and discipline of rigorous training in world performance traditions. EBCPA's commitment to the performing arts as a unifying force across diverse backgrounds aligns with the City's vision for community enrichment.

To bolster and sustain these impactful programs, the City of Richmond has actively contributed funding on an annual basis to each of these organizations. On November 16, 2021, the City Council approved the initial three-year contracts for NIAD and EBCPA, each with a total contract amount of $165,000 and a contract term spanning from July 1, 2021, through June 30, 2024 (Attachments 1 and 2). On June 21, 2022, the City Council approved RAC's initial two-year contract, totaling $110,000, covering the term from July 1, 2022, through June 30, 2024 (Attachment 3).

The proposed amendments, amounting to $45,000 for each organization, will result in a new total contract amount not to exceed $210,000 for both NIAD and EBCPA, and $155,000 for RAC (Attachments 4 – 6). Notably, these amendments maintain the existing contract terms, with all agreements set to conclude on June 30, 2024. The proposed contract amendments aim to continue and strengthen this support by contributing to the general operating expenses and programming costs of NIAD, RAC, and EBCPA.

City staff recommend the City Council approve the contract amendments to continue supporting collaborative initiatives between these organizations and the City of Richmond, ensuring the continued provision of enriching arts and cultural experiences that transcend barriers and contribute to the realization of the fullest potential of individuals within our community.

DOCUMENTS ATTACHED:

Attachment 1 – Original Contract NIAD
132

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January 23, 2024
Attachment 2 – Original Contract EBCPA
Attachment 3 – Original Contract RAC
Attachment 4 – Amendment #1 NIAD
Attachment 5 – Amendment #1 EBCPA
Attachment 6 – Amendment #1 RAC

133

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.

CMO, ED, Arts and Culture Winifred Day, Arts & Culture
Manager
[email protected] 620-9652
612
Visual arts services for Nurturing Independence Through Artistic Development (NIAD) Art Center clients per City of Richmond annual allocation not to exceed three years.

NIAD Art Center
551 23rd Street
Richmond, CA 94804
Amanda Eicher, Executive Director
620-0290 [email protected]
4000-6094 December 31, 2021
July 1, 2021
June 30, 2024
165,000.00
5896
DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 134

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:

By:

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

By:

By: Title:

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
NIAD Art Center
DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 Board Chair
12/27/2021
Treasurer, NIAD
1/5/2022
Mayor
135
For the Contract between the City of
Richmond and NIAD Art Center

EXHIBIT A

SERVICE PLAN

Contractor shall, to the satisfaction of the Arts & Culture Manager perform the following services and be compensated as outlined below:

The City of Richmond's support for NIAD Art Center in the amount of $55,000 per year for three years not to exceed $165,000 shall be allocated towards maintaining the following programs and services:

NIAD shall continue to run an ombudsman program that supports it’s intellectually, developmentally, and physically disabled artists/clients. While all NIAD artists are considered low-income and most are not able to work full- or part-time, every NIAD studio artist earns income from the sale of art in NIAD’s programs. By participating in the NIAD daytime art program which runs Monday through Friday, NIAD studio artists develop skills to express themselves as artists, teachers, and leaders in the Bay Area art world and beyond. NIAD provides a professional, safe and supportive environment in which studio artists teach and learn, create, earn income, and develop visibility for disabled voices in the contemporary and local art worlds.

In NIAD’s 23rd Street Studio, artists practice painting, ceramics, weaving, print making, drawing, quilting, and jewelry-making in classes facilitated by professional artists in a studio setting. As a result of these classes, studio artists learn the techniques necessary to create highly-regarded and valued works of fine art.

In NIAD’s Virtual Studio, artists practice performance, sound recording, digital animation, fashion construction, and creative writing as well as more traditional media such as drawing, painting, and sculpture. They also meet in advisory committees on equity and strategic direction for the organization.

Through the sale of their artwork at NIAD exhibitions, online sales, gallery representation, museum partnerships, and with the supplemental funding from the ombudsman program supported by the City of Richmond's annual allocation, these artists achieve a level of financial independence they would not otherwise have. Clients earn 50% commission on all art sales. In 2020, 94% of NIAD artists earned income from selling art. Overall art sales for NIAD Artists have gone up consistently every year, in which support from the City of Richmond has played an important role.

The contract includes an agreement between the City of Richmond and NIAD regarding the loan of artwork for the Mayor's office. NIAD artwork selected by the Mayor's Chief of Staff and the City's Arts and Culture Manager shall be loaned to the City for display outside the Mayor's office, and shall also be for sale. Installation of the artwork shall be done by NIAD staff in the entrance hallway leading to the Mayor's office, and on walls in the office interior. The pieces on loan shall, at all times to be mutually agreed upon, be rotated to include new NIAD art.

In July 2022, 2023 and 2024 the NIAD Executive Director shall provide a written report to the City's Arts and Culture Manager summarizing how the $55,000 per year was spent, and highlighting specific ways that the funding helped NIAD achieve its goals in the above-mentioned areas.

DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 136
For the Contract between the City of
Richmond and

EXHIBIT B

PAYMENT PROVISIONS

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

THAT EXCEED THE CONTRACT PAYMENT LIMIT UNLESS A CONTRACT

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

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

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

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

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

PO Box 4046
Richmond, CA 94804-0046

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

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

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

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

Winifred Day, Arts & Culture
NIAD Art Center
CMO, ED, Arts and Culture
Winifred Day, Arts & Culture
DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 137
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:

NIAD Art Center
NIAD Art Center
Winifred Day, Arts & Culture Manager
450 Civic Center Plaza, #300
Amanda Eicher, Executive Director
551 23rd Street
Richmond, CA 94804
DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 138
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, Copyrights and Rights in Data. Contractor shall not publish or transfer any materials, discoveries, developments, concepts, designs, ideas, know how, improvements, inventions and/or original works of authorship resulting from activities supported by this Contract without the express prior written consent of the City Manager. If anything resulting from activities supported by this Contract is patentable, trademarkable, copyrightable or otherwise legally protectable, City reserves the exclusive right to seek such intellectual property rights. Notwithstanding the foregoing, Contractor may, after receiving City's prior written consent, seek patent, trademark, copyright or other intellectual property rights on anything resulting from activities supported by this Contract. However, City reserves, and Contractor irrevocably grants, a nonexclusive, fully paid-up, royalty-free, assumable, perpetual, worldwide license, with the right to transfer, sublicense, practice and exploit said license and the right to make, have made, copy, modify, make derivative works of, use, sell, DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 139
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: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 140
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 Contract's termination (or for any further period that is required by law) and until all Federal or State audits are complete and exceptions resolved for this contract's funding period. Upon request, CONTRACTOR shall make these records available to authorized representatives of the CITY, the State of California, and the United States Government.

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

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

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

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

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

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

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

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

9. Additional Assistance. If this Contract requires Contractor to prepare plans and specifications, Contractor shall provide assistance as necessary to resolve any questions regarding such plans and specifications that may arise during the period of advertising for bids, and Contractor shall issue DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 142
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: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 144
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: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 145
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: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 146
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: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 147
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: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 149
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: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 151
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
NIAD Art Center
DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 152
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.

NIAD Art Center
DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 153
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services
Type 2 – Page 1 of 3
Revised: September 2011
In all instances where CONTRACTOR or its representatives will provide professional services (architects, engineers, construction management, counselors, medical professionals, hospitals, clinics, attorneys, consultants, accountants, etc.) to the City of Richmond (City), the City requires the following MINIMUM insurance requirements and limits.

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

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

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

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

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

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

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

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

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

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

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

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

6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR’s profession (if required.)
Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease.

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

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

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

DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 154
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

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

DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 155
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

DocuSign Envelope ID: 52DDAAFA-DFCD-44EE-96D1-11BDD6A33332 156

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: 510-323-2499 Email:

Business License No: / Expiration Date:

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

CMO, ED, Arts and Culture Winifred Day, Arts & Culture
Manager
[email protected] 620-9652
1452
Contract with East Bay Center for Performing Arts (EBCPA) for music and performing arts services per City of Richmond annual allocation not to exceed three years.

East Bay Center for Performing Arts (EBCPA)
330 11th Street
Richmond, CA 94801
Ruthie Dineen, Executive Director
[email protected]
4000-6095 December 31, 2021
July 1, 2021
June 30, 2024
165,000.00
5894
DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 157

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.

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:

By:

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

By:

By: Title:

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
East Bay Center for Performing Arts (EBCPA)
DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 12/24/2021
Board Treasurer
12/24/2021
Board President
Mayor
158
For the Contract between the City of
Richmond and East Bay Center for the
Performing Arts (EBCPA)

EXHIBIT A

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

The focus of East Bay Center's 53-year-old program is on training and performance in blues, jazz, classical European chamber music, ballet, vocal music, contemporary dance, classical West African music and dance, traditional Mexican music (son)/poetry/song/dance, Mien music and dance, and theater arts.

City of Richmond funding will be allocated to the following core programs:

Please note that equivalent services may be provided based on the changing COVID-19 guidelines issued by the California Department of Public Health (CDPH) and the Centers for Disease Control & Prevention (CDC), e.g. in-person, hybrid, virtual modes may be used. The use of the Center’s building for outside organizations will also be affected by any updated CDC/CDPH guidelines. • Main Site Instructional Program: 500+ students in private lessons and group lessons (we estimate that at least 85% of these students are Richmond residents, with many from the Iron Triangle).
• Main Stage/Recital Season: 30-35 self-produced events presented in the Winters Building at 339 – 11th Street to audiences predominantly from Richmond and the Iron Triangle, as well as West County and the East Bay. This includes private lesson recitals, group class recitals, Young Artists Repertory Series, and other annual presentations by East Bay Center resident companies and students.
• Young Artist Diploma Program: Creative six-year training program. Enrollment in the Diploma Program is 135-140 (we estimate that 75% of the Diploma students are Richmond residents, many from the Iron Triangle neighborhood).

As part of this contract, East Bay Center agrees to offer its performance facilities to be used free of charge for two separate community-based performances during 2021-22. First preference shall go to Neighborhood Public Art (NPA) grantees and afterwards to other community-based organizations and groups. Please note that the waiver of all short-term licensing fees (i.e. facility rentals) for two performance dates in 2020, as described above, is made with the following understandings: 1) events cannot supplant Center programming or scheduled events; 2) necessary out-of-pocket cash expenses (for example: janitorial, technical labor, house crews, security expenses) must be covered by the entity using the facility; 3) performance dates must be scheduled at least four weeks in advance; 4) a performance date does not include more than four hours of rehearsal time and/or technical run-throughs to be scheduled as determined by the Center; and, 5) all policies, as described in the attached Facility Use Policy document, shall be adhered to.

The financial support allocation by the City of Richmond helps not only to maintain these core programs, but is also used to leverage support from other sources, i.e. government, foundations, corporations, and individuals.

In July of each year, EBCPA shall provide a written report to the Arts and Culture Manager describing how the funds were allocated.

DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 159
For the Contract between the City of
Richmond and

EXHIBIT B

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

THAT EXCEED THE CONTRACT PAYMENT LIMIT UNLESS A CONTRACT

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

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

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

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

PO Box 4046
Richmond, CA 94804-0046

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

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

Winifred Day, Arts & Culture
East Bay Center for Performing Arts (EBCPA)
CMO, ED, Arts and Culture
Winifred Day, Arts & Culture
DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 160
For the Contract between the City of
Richmond and

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

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:

East Bay Center for Performing Arts (EBCPA)
East Bay Center for Performing Arts (EBCPA)
Winifred Day, Arts & Culture Manager
450 Civic Center Plaza, #300
Jordan Simmons, Executive Director
330 11th Street
Richmond, CA 94801
DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 161
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.

4. Patents, Trademarks, Copyrights and Rights in Data . Contractor shall not publish or transfer any materials, discoveries, developments, concepts, designs, ideas, know how, improvements, inventions and/or original works of authorship resulting from activities supported by this Contract without the express prior written consent of the City Manager. If anything resulting from activities supported by this Contract is patentable, trademarkable, copyrightable or otherwise legally protectable, City reserves the exclusive right to seek such intellectual property rights. Notwithstanding the foregoing, Contractor may, after receiving City's prior written consent, seek patent, trademark, copyright or other intellectual property rights on anything resulting from activities supported by this Contract. However, City reserves, and Contractor irrevocably grants, a nonexclusive, fully paid-up, royalty-free, assumable, perpetual, worldwide license, with the right to transfer, sublicense, practice and exploit said license and the right to make, have made, copy, modify, make derivative works of, use, sell, DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 162
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.

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.

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

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

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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:

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: F0955B25-A90B-473B-86B4-879911E0CEAB 165
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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.

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.

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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: F0955B25-A90B-473B-86B4-879911E0CEAB 167
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.

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: F0955B25-A90B-473B-86B4-879911E0CEAB 168
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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.

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: F0955B25-A90B-473B-86B4-879911E0CEAB 169
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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.

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.

24. Non-exclusivity. Notwithstanding any provision herein to the contrary, the services provided by Contractor hereunder shall be non-exclusive, and DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 170
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City reserves the right to employ other Contractors in connection with the project.

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.

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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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.

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: F0955B25-A90B-473B-86B4-879911E0CEAB 172
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.

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.

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.

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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.

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: F0955B25-A90B-473B-86B4-879911E0CEAB 174
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
East Bay Center for Performing Arts (EBCPA)
DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 175
For the Contract between the City of
Richmond and

EXHIBIT F

East Bay Center for Performing Arts (EBCPA)
DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 176
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 177
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

DocuSign Envelope ID: F0955B25-A90B-473B-86B4-879911E0CEAB 178
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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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:

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

CMO, ED, Arts and Culture
Winifred Day
[email protected]
620-6952
761
6148
Visual arts program services to partner with community partners, the Richmond Public Library, WCCUSD per City of Richmond allocation not to exceed two years.

Richmond Art Center
2540 Barrett Avenue
Richond, CA 94804
Jose Rivera
(510) 620-6772
[email protected]
4000-6011
December 31, 2022
July 1, 2022
June 30, 2024
110,000.00
✔
DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 188

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
Richmond Art Center
DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 CFO
6/28/2022
Executive Director
6/28/2022
MayoryMayor
189
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:

Refer to Exhibit A, Section 1 - Richmond Art Center Service Plan Richmond Art Center
DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 190
EXHIBIT A, SECTION 1 - RICHMOND ART CENTER

SERVICE PLAN
a) The Richmond Art Center (RAC) will offer art programs to our various community partners, community centers, the Richmond Public Library, and the West Contra Costa County Unified School District (WCCUSD), to the extent that adequate and sustainable funding is available for all various endeavors. These programs, unless otherwise agreed to, shall be free to participating children, teens and adults and shall be taught by professionally trained teaching artists.
b) Some of these programs may take place at the RAC facility, with an array of age- appropriate activities. When transportation is available, a visit to the RAC for a docent- led tour of exhibitions will be provided.
c) Every year the RAC will present an exhibit of selected works by WCCUSD students participating in art programs to acknowledge and celebrate the young artists. The RAC will hold a reception for students, families, friends, and the community, health directives allowing and contingent upon an equitable financial partnership with WCCUSD.
d) The RAC will make available multidisciplinary professional development workshops for WCCUSD teachers to enable them to integrate art into their teachings of other subjects, contingent upon an equitable financial partnership with WCCUSD. e) Quarterly, the RAC will submit reports and invoices to the City of Richmond describing the progress of various programs and projects.
f) The RAC studio education program will provide scholarships to those students unable to afford the fees, while funding is available, and the RAC will continue to offer a 10% discount to Richmond residents and city employees for classes and workshops. g) The RAC will provide docent-led tours of exhibitions for schools and community groups h) The RAC will provide free opportunities for families and the community to come to the Center and do artwork together under the direction of professional artists. They will also provide, when appropriate, art classes or content at partner and community sites, such as senior centers, RPAL, RYSE, etc.
i) The Holiday Arts Festival will be held in or about December every year, health conditions permitting, where the public can purchase artful holiday gifts made by local artists and craftspeople who benefit from the opportunity to display and sell their wares.
j) The RAC will mount a variety of exhibitions annually that highlight emerging and well- known artists from the Bay Area and beyond. Gallery tours, special workshops, artist talks, and events will offer the public opportunities to explore and learn about the artists.

DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 191
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.

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.

Winifred Day
Richmond Art Center
CMO, ED, Arts and Culture
Winifred Day
DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 192
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:

Richmond Art Center
Richmond Art Center
Winifred Day
450 Civic Center Plaza
Richmond Art Center (RAC)
2540 Barrett Avenue
Richond, CA 94804
DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 193
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: AF561A68-F391-423A-AC06-623DFE25B830 194
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.

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.

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: AF561A68-F391-423A-AC06-623DFE25B830 195
General Conditions/EJ/TE 01-19-11 3 of 13

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.

DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 196
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:

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.

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.

DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 198
General Conditions/EJ/TE 01-19-11 6 of 13

15. Indemnification.

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.

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.

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.

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.

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.

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.

24. Non-exclusivity. Notwithstanding any provision herein to the contrary, the services provided by Contractor hereunder shall be non-exclusive, and DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 202
General Conditions/EJ/TE 01-19-11 10 of 13

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

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: AF561A68-F391-423A-AC06-623DFE25B830 203
General Conditions/EJ/TE 01-19-11 11 of 13

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.

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

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.

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.

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.

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

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

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: AF561A68-F391-423A-AC06-623DFE25B830 206
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):

Richmond Art Center
DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 207
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.

Richmond Art Center
DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 208
___ Exhibit F
___ Section 8
City of Richmond Insurance Requirements – Type 5:

Vendors, Suppliers, Small Grant Recipients & Nonprofit
Organizations

Type 5 - Page 1 of 3
Revised: September 2011
In all instances where CONTRACTOR or its representatives will be conducting business and/or providing services to the City of Richmond (City), or will be awarded City of Richmond (City) funds to provide programs or services, the City requires the following MINIMUM insurance requirements and limits.

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

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

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

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

1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001)

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

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

4. Workers’ Compensation insurance as required by the State of California including Employer’s Liability (for CONTRACTOR’s with employees);

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

6. Fidelity Bond/Crime Coverage – in an amount stipulated by City depending upon scope of contract.

Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease.

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

General Liability
(primary and excess limits
combined)
$1,000,000 per occurrence for bodily injury, personal injury and property damage. If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit ($4 million aggregate).

Policy shall also include coverage for liability arising out of the use and operation of any City-owned or City-furnished equipment used or operated by the CONTRACTOR, its personnel, agents or subcontractors.

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

DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 209
___ Exhibit F
___ Section 8
City of Richmond Insurance Requirements – Type 5:

Vendors, Suppliers, Small Grant Recipients & Nonprofit
Organizations

Type 5 - Page 2 of 3
Revised: September 2011
Automobile Liability (If auto is used.) $1,000,000 per occurrence for bodily injury and property damage.

Fidelity Bond/Crime Coverage
(Applies if receiving City
funds.)
In an amount stipulated by City depending upon the scope of Contract. (Usually based upon the amount of money the Contractor is handling that could be embezzled over a period of time.)

Required Policy Conditions
Additional Insured Endorsement

Applicable to General Liability Coverage.

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

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

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

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

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

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

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

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

DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 210
___ Exhibit F
___ Section 8
City of Richmond Insurance Requirements – Type 5:

Vendors, Suppliers, Small Grant Recipients & Nonprofit
Organizations

Type 5 - Page 3 of 3
Revised: September 2011
Subcontractors
CONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

The fact that
insurance is obtained by CONTRACTOR, and/or CONTRACTOR’s subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.

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

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

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

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

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

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

DocuSign Envelope ID: AF561A68-F391-423A-AC06-623DFE25B830 211

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: Email:

Business License No: / Expiration Date:

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.

Economic Development-Arts & Culture
Winifred Day
[email protected]
(510) 620-6952
612
5896
Visual arts services for Nurturing Independence Through Artistic Development (NIAD) Art Center clients ✔
1 NIAD Art Center
551 23rd Street
Richmond, CA 94804
Amanda Eicher, Executive Director
(510) 620-0290
[email protected]
40006094
✔
November 16, 2021
July 1, 2021
June 30, 2024
165,000.00
212
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.

NIAD Art Center
213
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 hereby 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 hereby amended to include the following tasks and/or services:

Contract Amendment/EJ/TE 9-26-07

5896
1 NIAD Art Center
45,000.00
210,000.00
None

214

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: Email:

Business License No: / Expiration Date:

Economic Development-Arts & Culture
Winifred Day
[email protected]
(510) 620-6952
1452
5894
Contract with East Bay Center for Performing Arts (EBCPA) for music and performing arts services ✔
1 East Bay Center for Performing Arts (EBCPA)
330 11th Street
Richmond, CA 94801
Ruthie Dineen, Executive Director
(510) 323-2499
[email protected]
40006095
✔
November 16, 2021
July 1, 2021
June 30, 2024
165,000.00
215
Contract Amendment/EJ/TE 09-26-07

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:________________________

East Bay Center for Performing Arts (EBCPA)
216
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 hereby 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."

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

Contract Amendment/EJ/TE 9-26-07

5894
1 East Bay Center for Performing Arts (EBCPA)
45,000.00
210,000.00
None

217

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: Email:

Business License No: / Expiration Date:

Economic Development-Arts & Culture
Winifred Day
[email protected]
(510) 620-6952
761
6148
Visual arts program services to partner with community partners, the Richmond Public Library, WCCUSD, and City of Richmond
✔
1 Richmond Art Center
2540 Barrett Avenue
Richmond, CA 94804
Jose Rivera
(510) 620-6772
[email protected]
40006011
✔
June 21, 2022
July 1, 2022
June 30, 2024
110,000.00
218
Contract Amendment/EJ/TE 09-26-07

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:________________________

Richmond Art Center
219
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 hereby 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."

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

Contract Amendment/EJ/TE 9-26-07

6148
1 Richmond Art Center
45,000.00
155,000
None

220

Page 1 of 2 ends

January 23, 2024

Human Resources

DATE: January 23, 2024
TO: Mayor Martinez and Members of the City Council
FROM:

Nickie Mastay, Deputy City Manager – Internal Services
Sharrone Taylor, Director of Human Resources
Dave Aleshire, City Attorney
Jack Hughes, Chief Negotiator
SUBJECT:

Proposed Resolution Approving a Memorandum of
Understanding between the City of Richmond and the
Richmond Police Management Association (RPMA)
FINANCIAL IMPACT: Adoption of the Memorandum of Understanding (MOU) for Richmond Police Management Association (RPMA)
Bargaining Unit. The estimated fiscal impact for Fiscal Year (FY) 2022-23 is $236,636; FY 2023-24 is $382,004; FY
2024-25 is $289,786. The terms of the agreement - January 1, 2023, through December 31, 2025.

PREVIOUS COUNCIL
ACTION:

October 17, 2023

STATEMENT OF THE
ISSUE:

The City’s Memorandum of Understanding with the
Richmond Police Management Association expired
December 30, 2022. RPMA and the City negotiated
regarding a successor MOU. The parties reached a
Tentative Agreement (TA) to establish a new MOU effective January 1, 2023, through December 31, 2025. The City
Council approved the TA on October 17, 2023. This action is to formally approve the new MOU.

RECOMMENDED
ACTION:

ADOPT a resolution approving a successor Memorandum of
Understanding between the City of Richmond and the
Richmond Police Management Association for the term of
January 1, 2023, through December 31, 2025; and DIRECT
the city manager or designee to update the publicly available salary schedule with the adopted wage increases during the term of the MOU – Human Resources Department/City
AGENDA
REPORT
221

Page 2 of 2 ends

January 23, 2024
Attorney’s Office (Sharrone Taylor/Nickie Mastay/Dave
Aleshire/Jack Hughes 510-620-6602).

DISCUSSION:

The term of the prior Memorandum of Understanding (MOU) between the City of Richmond and the Richmond Police Management Association (RPMA) covered the period of January 1, 2014 through December 31, 2022. Representatives of the City and RPMA met and conferred in good faith to negotiate an agreement and finalize the MOU.

The parties reached Tentative Agreements to establish a new MOU, and the City Council approved those agreements through the adoption of City Council Resolution #107-23 on October 17, 2023.

Following City Council approval of the Tentative Agreements, the parties worked together to prepare the new MOU to memorialize and replace the Tentative Agreements. The parties have reached agreement on the MOU for the term of January 1, 2023 to December 31, 2025. City staff is submitting it to City Council tonight for approval and adoption.

FINANCIAL IMPACT:

The estimated fiscal impact of the Memorandum of Understanding with the Richmond Police Management Association is as follows:

 Fiscal Year 2022-23 is $236,636
 Fiscal Year 2023-24 is $382,004;
 Fiscal Year 2024-25 is $289,786.

RECOMMENDATION:

City staff recommends the City Council adopt the proposed resolution approving the successor MOU between the City of Richmond and the RPMA for the term of January 1, 2023 to December 31, 2025. City staff further recommends that the City Council direct the City Manager or her designee to update the publicly available salary schedule with the adopted wage increases during the term of the MOU.

DOCUMENTS ATTACHED:

Attachment 1 – Resolution
Attachment 2 – Resolution Exhibit 1 (Memorandum of Understanding) 222

RESOLUTION NO. ________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RICHMOND

APPROVING A MEMORANDUM OF UNDERSTANDING WITH THE CITY OF

RICHMOND AND THE RICHMOND POLICE MANAGEMENT ASSOCIATION

WHEREAS, the City of Richmond and the Richmond Police Management Association (RPMA) had a Memorandum of Understanding (MOU) covering the period January 1, 2014 through December 31, 2022; and

WHEREAS, in accordance with Government Code Section 3505., the City’s negotiation team met and conferred in good faith with representatives of RPMA to negotiate a successor agreement; and

WHEREAS, the parties reached a Tentative Agreement for a successor MOU for the period of January 1, 2023 though December 31, 2025, which was ratified by the membership of RPMA, and adopted by the City Council via Resolution No. 107-23.

NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Richmond as follows:

Section 1. That the Memorandum of Understanding (MOU) between the City of Richmond and the Richmond Police Management Association (RPMA) for the period of January 1, 2023 through December 31, 2025 as provided in the attached Exhibit 1 and herein incorporated by reference is approved; and

Section 2. Directs the City Manager or their designee to update the publicly available salary schedule with the adopted wage increases during the terms of the MOU.

*****************************

I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a _________ meeting held on _____________ by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:
223

________________________________________
Clerk of the City of Richmond

(SEAL)

Approved:

_______________________________
Mayor

Approved as to form:

____________________________
City Attorney

224

Memorandum of Understanding
between the
City of Richmond and the

Richmond Police Management
Association

January 1, 2023- December 31, 2025
225
Richmond Police Management MOU 2023-2025 Page 2

TABLE OF CONTENTS

CITY OF RICHMOND POLICE MANAGEMENT UNIT
2023-2025 MEMORANDUM OF UNDERSTANDING
Page

1. EFFECTIVE DATE ................................................................................................... 4

2. RECOGNITION ........................................................................................................ 4

3. UNIT COMPOSITION .............................................................................................. 4

4. USE OF CITY FACILITIES ...................................................................................... 4

5. UNION REPRESENTATION .................................................................................... 4

6. HOURS OF WORK AND OVERTIME ...................................................................... 4

7. MISCELLANEOUS ALLOWANCES ......................................................................... 6

8. HOLIDAYS ............................................................................................................... 7

9. MEDICAL, DENTAL AND VISION PLANS ............................................................... 8

10. LIFE AND LONG-TERM DISABILITY INSURANCE .............................................. 11

11. SUPPLEMENTAL PAY FOR ATTAINMENT OF DEGREES
AND CERTIFICATES ............................................................................................. 11

12. LEAVE OF ABSENCE WITHOUT PAY .................................................................. 12

13. LEAVE OF ABSENCE WITH PAY ......................................................................... 13

14. MILITARY LEAVE AND EXTENDED ACTIVE DUTY ............................................ 13

15. SICK LEAVE .......................................................................................................... 14

16. COMPENSATION LEAVE ..................................................................................... 16

17. VACATION ............................................................................................................. 17

18. BEREAVEMENT LEAVE ....................................................................................... 19

19. ADMINISTRATIVE LEAVE .................................................................................... 19

20. LEAVE FOR JURY DUTY ...................................................................................... 20

21. COURT APPEARANCES ...................................................................................... 20 226
Richmond Police Management MOU 2023-2025 Page 3

22. NEPOTISM ............................................................................................................ 21

23. ACTING PAY ......................................................................................................... 21

24. LAYOFF ................................................................................................................. 22

25. SALARIES: ............................................................................................................ 23

26. LONGEVITY........................................................................................................... 25

27. RETIREMENT PLAN ............................................................................................. 25

28. NON-DISCRIMINATION ........................................................................................ 26

29. PROBATIONARY PERIOD .................................................................................... 26

30. CITY RIGHTS ........................................................................................................ 27

31. SAVINGS CLAUSE ................................................................................................ 27

32. FULL UNDERSTANDING, MODIFICATION AND WAIVER .................................. 27

33. REOPENER ........................................................................................................... 28

227
Richmond Police Management MOU 2023-2025 Page 4

MEMORANDUM OF UNDERSTANDING
between

CITY OF RICHMOND
and

RICHMOND POLICE MANAGEMENT ASSOCIATION
2023-2025

THIS MEMORANDUM OF UNDERSTANDING (MOU), made and entered into by and between the RICHMOND POLICE MANAGEMENT ASSOCIATION (RPMA), referred to as "UNION," and the CITY OF RICHMOND, hereinafter referred to as "CITY," for and on behalf of its represented employees hereinafter identified.

1. EFFECTIVE DATE
This MOU becomes effective January 1, 2023, and continues through and including December 31, 2025. This MOU embodies all items agreed upon by and between the City of Richmond and the RPMA.

2. RECOGNITION
The City recognizes the Union as the sole representative of the Police Bargaining Unit consisting of the following classifications:

Police Lieutenant
Police Captain

3. UNIT COMPOSITION
The addition or deletion of classifications from this representation unit by the City Manager will be made in conformance with the Employer-Employee Relations Resolution No. 48-19.

4. USE OF CITY FACILITIES
City facilities may be made available upon timely request for use by employees and the Union. The request for such use shall be made to the management person under whose control the facility is placed.

5. UNION REPRESENTATION
Employee members of the Union's bargaining committee, not to exceed four (4) in number, shall be allowed time to absent themselves from duties for a reasonable period without loss of pay when meeting with City representatives in meet and confer sessions.

Employee members of the Union's bargaining committee shall be extended the same privilege to participate in any meetings mutually called by the parties during the terms of this Agreement for review of contract compliance questions.

6. HOURS OF WORK AND OVERTIME
Work schedules may be 5/8, 4/10, 9/80, or 3/12.5. Police Lieutenants shall be paid at 228
Richmond Police Management MOU 2023-2025 Page 5
time and one half (1.5) their regular rate for time worked in excess of their normally scheduled workday. For purposes of this subsection, time worked shall include all paid leaves, such as vacation time, holidays, comp time, jury duty, bereavement, and sick leave.

The calendar week shall begin at 12:01 Sunday morning, and shall end at 12:00 midnight Saturday.

6.1 Regular pay rates, premium, and overtime are based upon the rate of pay applicable to the shift to which the employee is regularly assigned. Regular pay rates as used throughout this section, include supplemental pay for education/training, attainment of degrees and certificates, shift differentials, and longevity pay which may apply to the specific officer.

6.1.1 Effective September 1, 2019, a twelve (12) hour work schedule for Police Lieutenants assigned to patrol will be implemented and will continue to be utilized as a schedule for patrol lieutenants.

Within the two-week work schedule, the 81
st-84th hours of pay four (4) hours will be
factored at one and half (1.5) time rate for patrol lieutenants working the twelve (12) hour shift. This income will be reported to CalPERS for purposes of pension calculations.

Shift differential will be applied when a regular twelve (12) hour graveyard shift starts at 6:00 p.m. or later and a twelve (12) hours swing shift starts at 2:00 p.m. or later.

6.2 No employee shall receive compensation for overtime unless overtime has been authorized and approved by the Chief of Police or designated representative. No overtime shall be paid for any period of less than one-quarter (.25) hour, and fractions of less than one-quarter (.25) hour of overtime worked shall not be accumulated in order to total one-quarter (.25) hour or more.

6.3 Each employee who has earned overtime compensation shall have the right to request either cash payment or compensatory time off. Employees will be allowed to accumulate up to eighty (80) hours of compensatory overtime. Overtime accumulated in an amount in excess of eighty (80) hours shall be paid off in cash.

6.4 EFFECT OF TERMINATION OF EMPLOYMENT UPON OVERTIME: Each employee who resigns or is otherwise terminated shall be entitled to compensation for their accumulated overtime of record.

6.5 CALL-BACK TIME: Police Lieutenants called back to work shall be credited with a minimum amount of three (3) hours at the overtime rate of time and a half (1.5). Call back shall be based upon a proper request to an employee after that employee has completed the normally assigned duty hours of that workday and has left the City job with the anticipation of being off-duty until the next scheduled work day. The Police Department may assign law enforcement duties to employees called back for an entire three (3) hour period.
229
Richmond Police Management MOU 2023-2025 Page 6

6.6 ASSIGNMENT TO THE OFFICER IN CHARGE/PATROL WATCH COMMANDER (OIC): When assigned to the OIC position by the Chief of Police, the Lieutenant can request a preference for a shift based on their seniority as a Lieutenant. This preference will be strongly considered by the Chief of Police in making the determination for assignment of the Lieutenant. This preference will be weighed against (1) the seniority of all assigned as OIC, (2) the overall operational impact of the assignment, and (3) other considerations deemed applicable by the Chief of Police.

6.7 ON-DUTY FITNESS TIME: Personnel covered by this MOU shall be afforded the opportunity to work out on-duty for sixty (60) minutes per shift. All workouts shall occur in the City of Richmond, and personnel shall remain available to respond to calls for service and/or emergencies.

7. MISCELLANEOUS ALLOWANCES
The following allowances shall apply to employees covered by this MOU:

7.1 UNIFORM REIMBURSEMENT: Sworn Officers shall receive an annual allowance of eight hundred dollars ($800.00) for uniform purchase and maintenance and shall elect by December 1 of each year whether to receive the reimbursement semiannually or monthly. Semiannual reimbursement will be paid in two (2) equal installments with the second pay check in June and the second pay check in December; monthly reimbursement will be paid in twelve (12) equal installments with the second pay check in each month.

7.2 UNIFORM DAMAGE: The City agrees to maintain its procedure for reimbursement of Sworn Police personnel for uniforms damaged in the course of their employment.

Such reimbursement will be made for repair where repair is practical and for replacement of items where damage precludes repairing the item to inspectional standards. Reimbursement for replacement will be on a formula ranging from a maximum of one hundred percent (100%) to a minimum of fifty percent (50%) of cost depending on the number of months the item has been in service. No payment will be made for an item of uniform that has been in service beyond a predetermined maximum period of useful service.

7.3 MEAL ALLOWANCE: A meal allowance of twelve dollars and twenty cents ($12.20) shall be allowed each employee, who is otherwise eligible to be compensated for overtime for each four (4) hour period of overtime the employee works beyond their normal work shift on a regularly scheduled workday. Such meal allowance shall also be allowed for each employee who works more than four (4) hours of unscheduled overtime on any of their normal days off.

For the purpose of this subsection, "overtime" is considered to be unscheduled unless the request for such overtime is made more than eight (8) hours before the beginning of such overtime.

7.4 PROFESSIONAL DEVELOPMENT PACKAGE: All full-time employees covered by this agreement are eligible for approved professional development activities, in an amount up to one thousand two hundred fifty dollars ($1,250.00) per fiscal year. 230
Richmond Police Management MOU 2023-2025 Page 7
Accepted reimbursable items include: participation in Richmond service and civic organizations; professional publications; computer software; health club memberships; professional training and/or schools; training seminars and conventions at the discretion of the employee with final approval of the Chief of Police.

8. HOLIDAYS
Police Lieutenants and Police -Captains -shall be permitted to exercise either of the following options for utilization of holiday allowances:

A. Full pay at straight time for sixteen (16) days with no holiday taken as days off.

B. Up to but not in excess of eight (8) days off and pay at straight time for eight (8) days.

The sixteen (16) holidays to be reimbursed for include the twelve (12) municipal holidays listed in Section 8.1, the day before Christmas, the day after Christmas, the day before New Years’, and the day after New Years’.

The rate at which an employee is compensated for holiday pay pursuant to this Section includes: straight pay (base wage), longevity incentives, shift incentives, supplemental pay for education, Investigative division incentive, motorcycle incentive, acting pay, bilingual pay and any other incentives which may be negotiated between the parties.

8.1 The municipal holidays for such employees are as follows:

New Year's Day January 1
Martin Luther King, Jr. Day Third Monday in January
Presidents' Day Third Monday in February
Memorial Day Last Monday in May
Independence Day July 4
Labor Day First Monday in September
Admission Day September 9
Indigenous People's Day Second Monday in October (formerly Columbus Day) Veteran's Day November 11
Thanksgiving Day Fourth Thursday in November and the following Friday
Christmas Day December 25

8.2 In addition to the holidays listed in the preceding Section 8.1, such employees shall be granted three (3) paid "floating holidays" per calendar year which may be taken at any time during the calendar year subject to the approval of the employee's Department Head. Said floating holiday must be taken during each calendar year and may not be carried over from one calendar year to the next. To be eligible for such floating holidays, an employee must have been working for the City prior to September 1 of the calendar year.

Each of these employees shall be entitled to eight (8) hours off without loss of pay on the last regular workday before Christmas, New Year's Day, or before another 231
Richmond Police Management MOU 2023-2025 Page 8
recognized religious or cultural holiday. This is a once-a-year benefit, not to be used prior to more than one holiday.

8.3 In the event one or more municipal holidays fall within a vacation leave, such holidays shall not be charged as vacation leave.

9. MEDICAL, DENTAL AND VISION PLANS

9.1 The City contracts with the CalPERS Health Benefits Program to provide medical insurance for all active employees, retirees and eligible survivors of retirees. Eligibility of retirees and survivors of retirees to participate in this program shall be in accordance with the regulations promulgated by CalPERS.

The City shall pay the minimum required amount per month to CalPERS on behalf of each active employee, future retiree and future eligible survivor participating in a CalPERS health plan. This amount shall increase annually at the rate required by CalPERS regulations.

9.2 ACTIVE EMPLOYEES BENEFIT ACCOUNT:

In addition to the contributions listed above, the City shall establish a benefits account for each active employee eligible for medical coverage who has enrolled in one of the CALPERS medical insurance plans offered by the City. All such employees shall receive monthly contributions from the City into their benefits account. Payment shall be sufficient to cover the premium of the Kaiser North medical plan less the amount the employee receives indicated in Section 13.B.2. For employees with no dependents, the amount shall be at the single premium rate; for employees with one dependent, the amount shall be the two-party rate; and for employees with more than one dependent, the amount shall be the family rate. If any employee chooses a plan more expensive than the Kaiser North medical plan, the City contribution shall be no more than the Kaiser North premium less the amount the employee receives indicated in Section

13.B.2. at the appropriate single, two-party, or family rate, and the excess premium cost shall be paid by the employee. For the term of this Agreement only, the City shall pay any increased premiums in the Kaiser North medical plan or in plans that are less expensive.

9.2.1 Medical Benefit Opt-Out
Employees who opt not to use the City’s medical insurance, and who can document to the City’s satisfaction that they have alternative Patient Protection and Affordable Care Act compliant group health insurance shall receive two hundred and forty-four dollars ($244.00) per month in lieu of the City’s medical benefit. An employee may select to opt-out during annual medical benefit open enrollment. If an employee loses the alternative medical insurance, the City will allow immediate reinstatement to the City’s health plan at the employee’s eligibility level. Bargaining members receiving money in lieu of benefits may apply the money towards the Internal Revenue Service (IRS) Section 457 Deferred Compensation Plan or receive the money as a taxable addition to their salary.
232
Richmond Police Management MOU 2023-2025 Page 9

9.2.2 Taxation
The City shall not treat its medical benefit contributions described in Section 9.1 and Section 9.2 as compensation subject to income tax withholding unless the IRS and/or the Franchise Tax Board indicates that such contributions are taxable income subject to withholding. Each employee shall be solely and personally responsible for any Federal, State, or local tax liability or penalty that may arise out of the implementation of this section.

9.2.3 Eligibility Changes
Employees shall have the right to inform the City of an increase in their dependents at any time and have the amount contributed be adjusted accordingly, in accordance with CalPERS or the insurance carrier’s rules.

Employees shall inform the City within thirty (30) days that one or more family members are no longer dependents and the City shall correspondingly reduce its monthly contribution. Applicable circumstances include but are not limited to divorce, death, children turning twenty-six (26) years old and a dependent obtaining other medical insurance.

9.3 RETIRED EMPLOYEES

9.3.1. Employees retiring will receive reimbursement for medical plan premium expense based on the following formula. In no case, will the City's contributions exceed one hundred percent (100%) of the Kaiser health plan premium.

Years of Service Percent Paid

25 years or more 100%
20-25 years 75%
Less than 20 years’ service 65%

For purposes of determining Years of Service for employees represented by the bargaining unit, all prior service as a sworn member of 1) the California Highway Patrol; 2) any California Sheriff's Department; 3) any California Municipal Police Department; and/or 4) the Bay Area Rapid Transit District Police Department shall count as Years of Service with the City of Richmond upon the employee’s completion of five (5) consecutive years of service from the employee’s date of hire with the Richmond Police Department.

Employees retiring on or after January 1, 1995 may receive the above dollar amounts towards a non-CalPERS health plan provided the non-CalPERS health plan is selected at the same time that an employee drops a CalPERS health plan. When a retiree has dropped health coverage, they may opt back into the CalPERS plan during the annual open period, and the City will resume payments towards premiums based on the above formulas.
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Richmond Police Management MOU 2023-2025 Page 10
The payment for retirees set forth in Section 9.3 shall be made monthly from the date of retirement until the retiree ceases to participate in a medical program, with the exception that if the retiree goes from having dependents to having no dependents, the City's contribution will be decreased accordingly.

When an employee becomes eligible for Medicare, the City shall pay the above percentages not to exceed the second highest CalPERS health plans, that bargaining unit represented employees are eligible for, Medicare premium. Retirees shall be responsible for notifying the City of their eligibility for Medicare within 30 days of such eligibility. If such status is not reported, the retiree shall be liable for refunding the excess amounts received.

If a retiree qualifying for benefits above is survived by a spouse, or registered domestic partner as defined by California law, who qualifies as an annuitant (i.e., is continuing to receive a pension from the City), said surviving spouse or registered domestic partner shall receive all the benefits described above and is subject to the same administrative procedures.

9.3.2 OTHER POST EMPLOYMENT BENEFITS (OPEB) CONTRIBUTIONS:
• Employees in RPMA classifications will contribute an additional one hundred dollars ($100.00) per month toward OPEB benefits, for a total monthly contribution of five hundred twenty five dollars ($525) per month toward OPEB benefits.
• All OPEB contributions made by employees will be deposited into an irrevocable account, which shall be negotiated and agreed upon by both the RPMA and the City within the first year of this contract.

OPEB VESTING
• OPEB (retiree health care) shall be vested at the current levels for all RPMA employees who retire from the City of Richmond pursuant to RPMA MOU Article

9.3 RETIREE MEDICAL BENEFITS.

9.4 The City agrees to continue payment for health and welfare benefits for the surviving spouse of an officer killed in the line of duty and for the surviving children of such officer until each reaches the maximum age permitted by policy limitations.

9.5 DENTAL PLAN: The City shall contribute the full premium toward group dental plan benefits for employees and dependents including one thousand three hundred dollars ($1,300) maximum towards dental benefits and a two thousand dollar ($2,000) maximum for orthodontics and adult orthodontics coverage.

9.6 VISION PLAN: The City shall contribute the full premium for a no deductible group vision plan providing for eye exams and new lenses every twelve (12) months and new frames every twenty- four (24) months.

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Richmond Police Management MOU 2023-2025 Page 11

10. LIFE AND LONG-TERM DISABILITY INSURANCE

10.1 LONG TERM DISABILITY INSURANCE: The City shall provide a Long-Term disability insurance program for full-time classified employees. This program shall include payment of sixty percent (60%) of an employee's monthly salary for a maximum monthly benefit of five thousand dollars ($5,000) after a thirty (30) day waiting period.

Disability insurance payment shall extend not beyond age sixty-five (65) for disabilities caused by accident, and for a period not to exceed five (5) years for disabilities caused by physical illness.

10.2 GROUP LIFE INSURANCE: The City will provide a group life insurance program providing for term life insurance equal to two (2) times the employee's annual salary, but in no case less than twenty-five thousand dollars ($25,000).

Retiring employees will continue receiving life insurance benefits based on two (2) times their final salary. Life insurance benefits decrease to fifty percent (50%) of prior coverage at age seventy (70).

10.3 FLEXIBLE BENEFITS PLAN
The Flexible Benefits Plan is available to all bargaining unit employees. The City administers the plan under the provisions of IRS Section 125, subject to any changes in Federal law and/or regulations that may occur.

Employees may use their own funds on a tax free basis to participate in the Flexible Benefits Plan.

Options available through the Flexible Benefits Plan shall include, but not be limited to:

1. Dependent Care Assistance Account

2. Medical Expense Reimbursement Account

3. Adoption Assistance Account

4. Qualified Transportation Account

5. Parking Benefit Account

11. SUPPLEMENTAL PAY FOR ATTAINMENT OF DEGREES AND

CERTIFICATES
A Sworn Officer, who has achieved college degrees, approved POST Certificates or the equivalent in approved college units in addition to the required ongoing biannual advanced officer POST course, shall receive the following supplemental pay above their regular salary:

AA Degree or
POST Intermediate Certificate 2.5%

BA Degree and higher or
POST Advanced Certificate 5%

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11.1 SUPPLEMENTAL PAY FOR EDUCATION/TRAINING: A Sworn Officer who has completed three (3) consecutive years of satisfactory service and who completed fifty (50) hours of approved training outside of normal working hours during a calendar year, shall, in addition to their regular salary and any supplemental pay as provided for in Section 11, receive the following:
a. Sworn Officer who qualified for five percent (5%) supplemental pay in Section11 (has attained a BA, POST Advanced Certificate, or higher): 2.5-% b. Sworn Officer who does not qualify for five percent (5%) supplemental pay in Section 11 (has not achieved a BA or POST Advanced Certificate): 5% NOTE: The maximum pay supplements for a Sworn Officer, who qualifies for supplemental pay under Section 11 and 11.1 is seven and one-half percent (7.5%).

11.2 A Sworn Officer, who achieves a BA Degree or the POST Advanced Certificate and who qualifies for supplemental pay for education/training as provided for in Section 11.1 for three (3) consecutive years, will continue to receive the supplemental pay without the requirements for further annual requalification.

11.3 A Sworn Officer, hired prior to January 1, 1992, who possesses a Master's Degree, shall be entitled to supplemental pay for education/training as provided for in Section 11.1 after three (3) years of consecutive service without further qualification.

A Sworn Officer, hired on or after January 1, 1992, who possesses a Master's Degree shall be entitled to supplemental pay based upon requalification as described in Section

11.2. 12. LEAVE OF ABSENCE WITHOUT PAY

12.1 At the City Manager's discretion, a leave of absence without pay for a period not to exceed one (1) year, may be granted.

12.2 No employee shall be granted a leave of absence without pay for a period in excess of three (3) days unless:
(a) The employee makes a written request of the Department Head, stating the reasons; (b) The Department Head recommends it;
(c) The Director of Human Resources Department recommends favorable action to the City Manager; and
(d) The City Manager approves it.
(e) Absence without leave, for three (3) consecutive days shall be deemed job abandonment and shall be an automatic resignation as of the last date on which the employee worked. The City will make the following attempts to contact such employees:
first class mail; registered mail; and phone calls to their last known address and emergency contact person, if known. If the City receives no response and has not been 236
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contacted by the employee, the employee will be considered as having resigned.

If the employee or an authorized representative of the employee contacts the City within thirty (30) calendar days of the date of resignation requesting reinstatement, the City will, on a case-by-case basis, review the circumstances of the employee's absence and decide whether or not to reinstate the employee. This provision in no way limits the discretion of the City to discipline an employee for their absence without leave.

12.3 A request for a leave of absence without pay for a period of three (3) days or less may be granted to an employee by the Chief of Police.

12.4 Failure on the part of an employee to report promptly at the expiration of their leave may be considered as cause for disciplinary action or discharge.

13. LEAVE OF ABSENCE WITH PAY
The City Manager, upon recommendation of the department head and the Director of Human Resources, shall have the authority to grant leave of absence with pay. The manner of and the condition for granting such leaves shall be prescribed by the City Manager, except that where a leave of absence with pay is to extend for a period of more than two (2) calendar weeks, it shall require specific Council approval.

14. MILITARY LEAVE AND EXTENDED ACTIVE DUTY
Military leave shall be granted in accordance with the provisions of California State Law.

All employees entitled to and taking military leave shall give the Department Head the right within the limits of military necessity and regulations to determine when such leave shall be taken.

14.1 No person shall be appointed permanently to a position from which another is on military leave, provided that nothing contained in this section shall prevent an employee originally appointed to a military leave vacancy from obtaining a permanent appointment to another position in the same class in the event a vacancy should occur through death, retirement, resignation, promotion, demotion, transfer, or other action not related to military leave.

14.2 Employees on military leave for annual military reserve training shall be entitled to receive their full salary less any pay received from the military while on such leave.

When an employee is called for and serves extended active duty in the U.S. military, not including such activities as military reserve training, the City will pay the difference between the employee's extended active duty pay and their regular pay for a period of up to twelve (12) months. This will only occur when the employee's City pay is higher than the employee's military pay.

This section shall not apply to any employee of the RPMA who was a City employee on July 1, 1981, and as of that date, was an active member of a reserve military unit.

14.3 Military Service Credit: Bargaining unit represented employees may "buy-back" time served on active duty with the U.S. military prior to employment with the City, 237
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pursuant to CalPERS rules and regulations.

15. SICK LEAVE
Each employee shall be entitled to leave of absence from duty without loss of salary, in each calendar year, on account of sickness, disability caused by pregnancy, or non-job injury. Each employee shall accrue sick leave credits at the rate of one (1) day [eight (8) hours] per month of service beginning thirty (30) calendar days immediately following original appointment. There shall be no limit on the number of sick leave days that an employee may accumulate.

Police Captains shall use sick leave in no less than half (.5) of a normal work day increment. Sick leave for less than a half (.5) day period will not be charged to a Police Captain's sick leave balance.

A Sworn Officer who laterally transfers from another Law Enforcement Agency, into a classification represented by RPMA, on or after July 1, 2006, shall be able to transfer fifty percent (50%) of their accrued sick leave balance with that agency, not to exceed eighty (80) hours.

15.1 PAYMENT FOR SICK LEAVE: Each eligible employee who has used five (5) days or less of sick leave during the preceding calendar year may elect to receive pay for twenty-five percent (25%) of the sick leave earned during the preceding calendar year less the amount of such leave used during the same period. At the employee's option, the payment for unused sick leave may be converted to equivalent vacation time.

Employees shall express their preference no later than January 15 each year, and payment will occur no later than February 15 each year. When an employee elects to receive payment in cash or vacation time, their sick leave balance shall be reduced by the amount paid off in cash or converted to vacation. Sick leave not converted to vacation or cash will remain on the employee's credit. To be eligible for this provision, an employee must have been a full-time employee for two (2) years prior to the calendar year on which the pay for unused sick leave calculation is based.

Any employee who retires or separates in good standing from City service shall be entitled to receive pay for seventy-five percent (75%) of their accumulated sick leave at the employee's current pay rate on the effective date of their retirement or separation

15.2 FAMILY SICK LEAVE: Each eligible employee may use sick leave for illness or injury of a qualifying family member Such usage of sick leave shall be within the amounts specified in this section. For family sick leave to be authorized, the family member must have a disabling ailment or must reasonably need the employee's assistance in obtaining diagnostics or therapy.

15.3 TYPES OF MEDICAL CARE QUALIFYING FOR SICK LEAVE: Sick leave properly may be used for the following or similar purposes: illness, non-job disability, dental care, diagnosis, and therapy when requested or ordered by competent medical- dental authority, and family illness or injury as indicated in the preceding paragraph.

15.4 DOCTOR'S CERTIFICATE OF DISABILITY: A doctor's certificate of disability, 238
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indicating the nature of the disability, must be furnished on the request of the City Manager or Department Head and at such time thereafter during the same sick leave as the City Manager or Department Head shall deem necessary.

15.5 CONVERSION OF SICK LEAVE TO CalPERS SERVICE CREDIT: Pursuant to the CalPERS regulations, employees who retire from City of Richmond employment shall be entitled to convert all or a portion of unused sick leave credits to service credit for the purpose of calculating retirement benefits at the rate of .004 years of service for each unused day of sick leave in accordance with the provisions of Section 20965 of the California Government Code. Any portion not converted, is eligible for sick leave payment as outlined in MOU Section 15.1 above.

15.6 PARENTAL LEAVE:
a. All natural mothers shall be granted a leave of absence without pay for a period up to four (4) months when required by California Law as Pregnancy Disability Leave (PDL) and the Family Medical Leave Act of 1993 (FMLA). An additional two (2) months shall be granted with appropriate medical documentation. During this leave, the City will continue to pay the premium for her medical plan and long-term disability plan, subject to City, PDL and FMLA policy rules and regulations.
b. All parents, spouse, or adoptive parents shall be granted thirty (30) days leave without pay commencing one (1) week prior to the birth or adoption of a child, during which time the City will continue to pay the premium for the employee's medical plan when required by the California Family Rights Act (CFRA) and the FMLA. c. All parents granted a leave of absence as described in Section 15.6.a. and Section

15.6b. shall receive one (1) week paid leave as part of their four (4) month leave.

15.7 FAMILY AND MEDICAL CARE LEAVE: Pursuant to State and Federal law, the City will provide family and medical leave for eligible employees. The following provisions set forth RPMA represented employees’ rights and obligations with respect to such leave. Rights and obligations which are not specifically set forth are set forth in the Department of Labor regulations implementing the FMLA and the regulations of the California Fair Employment and Housing Commission implementing the CFRA. Unless otherwise provided by this section, "leave" under this section shall mean leave pursuant to FMLA and CFRA.
a. Amount of Leave: Eligible employees are entitled to a total of twelve (12) workweeks of leave during any twelve (12) month period. An employee’s entitlement to leave for the birth or placement of a child for adoption or foster care expires twelve (12) months after the birth or placement.

The twelve (12) month period for calculating leave entitlement will be a "rolling period" measured backward from the date leave is taken and continues with each additional leave day taken. Thus, whenever an employee requests leave under this provision, the City will look back over the previous twelve (12) month period to determine how much leave has already been used under this provision and determine the balance available. 239
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b. Use of Other Accrued Leaves While on Leave: If an employee requests leave for their own serious health condition, the employee must also exhaust City provided paid leaves concurrently with the leave.
c. While the City recognizes that emergencies arise which may require employees to request immediate leave, employees are required to give as much notice as possible of their need for leave. If leave is foreseeable, at least thirty (30) days’ notice is required.

In addition, if an employee knows that they will need leave in the future, but does not know the exact date(s) (e.g., for the birth of a child or to take care of a newborn), the employee shall inform their supervisor as soon as possible that such leave will be needed. If the City determines that an employee's notice is inadequate or the employee knew about the requested leave in advance of the request, the City may delay the granting of the leave until it can, in its discretion, adequately cover the position with a substitute.

16. COMPENSATION LEAVE
Any City employee, who is unable to work because of bodily injury or sickness which occurs while acting within the course and scope of their employment, shall be paid their full salary up to a maximum of fifty-two (52) weeks from the date that said employee is unable to work in accordance with Labor Code Section 4850, subject, however, to the following conditions.

16.1 A return to duty or retirement with pension within said period of time shall automatically terminate the City's liability hereunder.

16.2 During the time the employee is receiving total temporary disability compensation payments, the City shall make payment in accordance with Labor Code Section 4850 as applicable. If after completion of disability leave, it is determined that a permanent and stationary disability exists, it shall be the City's decision to retire the employee with a sick leave cash-out.

16.3 The termination by the City of payments under this section shall terminate the City's liability hereunder for the payment of full salary. If, within sixty (60) days after the termination of said total temporary disability compensation payments, an employee applies for a hearing before the Workers' Compensation Appeals Board (WCAB), the employee's full salary shall be paid forthwith pending decision by the WCAB, but not to exceed a total of fifty-two (52) weeks from the beginning of the injury or illness.

16.4 In the event that it shall be determined from competent medical evidence that it is reasonably probable that an employee absent on compensation leave will not be physically or mentally able to perform the full duties of their position, the City shall terminate their right to any contribution toward their salary. The employee's Department Head shall be responsible for the administration of the provisions hereof, and the employee will be required to submit periodic medical reports and also, if necessary, require the employee to submit to such medical examinations as may be necessary to provide the City with information as to the employee's physical and mental condition.

Said employee shall cooperate fully with the City. Effective October 1, 1993, on the employee's date of disability retirement, the employee, upon approval by the City, shall 240
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be entitled to receive as final settlement, a lump sum payment of fifty percent (50%) of their sick leave accumulated up to their retirement date. This is in lieu of the CalPERS credit for sick leave described in Section 15.5.

16.5 During the time that an employee is disabled by reason of bodily injury or sickness resulting from the course and scope of their employment, neither their vacation leave nor sick leave account shall be charged for the purpose of paying compensation leave benefits during said period.

16.6 An employee absent from duty under this section shall have such absence considered as "service" for purposes of computing rate of sick leave and vacation leave.

16.7 In the event that an employee's injury or sickness results from the carelessness or negligence of a third party, the City shall have the same right of subrogation for reimbursement of salary paid as does the City's compensation carrier under the Labor Code of the State of California.

16.8 In case a dispute arises by reason of the provisions of this section, the City Manager shall have the right to make such investigation as they deem advisable, and they shall determine the issue.

17. VACATION
Each employee shall be eligible for vacation leave as described in the following sections:

17.1 The purpose of annual vacation leave is to enable each eligible employee to return to their work mentally refreshed. As one aid in achieving this purpose, vacation generally shall be used in units of not less than one (1) work week. However, an employee may use vacation leave in lesser amounts when authorized to do so in writing by the department head.

17.2 The authorized annual vacation leave for employees covered by this agreement shall be:

YEARS OF SERVICE
1 - 3

NUMBER OF HOURS
80 4- 10 120
11 - 15 160
16-25 200
26+ 240

Effective July 1, 2006, a Sworn Officer who has laterally transferred from another Law Enforcement Agency shall accrue vacation hours based on years of law enforcement service up to a maximum of ten (10) years of service previous to the City of Richmond.

In the event that the Richmond Police Officers Association (RPOA) receives an improvement in their vacation package that is superior to the above, the RPMA vacation package will also be adjusted to ensure that there is no disadvantage in moving from an 241
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RPOA position to RPMA.

17.3 Compensation for vacation leave shall be the rate, including any applicable premium pay, which the employee was regularly receiving prior to the vacation leave.

17.4 Police Lieutenants may use their vacation entitlement in no less than one (1) hour increments.

Police Captains may use their vacation entitlement in no less than one half (.5) day increments. Absences of less than (.5) one half day will not be charged to vacation or sick leave.

17.5 Upon reinstatement or reemployment to the Classified Service, after twelve (12) months or less absence, the employee's anniversary date, for the purpose of computing vacation rights, shall be the original appointment date less the time absent from the City payroll.

17.6 OTHER LIMITATIONS ON VACATION LEAVE AND ACCUMULATIONS OF VACATION LEAVE: No employee shall take more than the equivalent of two (2) annual vacation periods in any one (1) calendar year, except when vacation has been deferred at the request or order of the Department Head and approved by the City Manager in the best interests of the City government and the employee.

17.7 No employee in the Classified Service shall accumulate more than the equivalent of three (3) annual vacation periods. The department shall schedule vacation off, on or before an employee reaches the vacation maximum.

17.8 Vacation which was deferred at the request or order of the department and approved by the City Manager is excluded from the preceding provisions of this section.

17.9 TIMES AT WHICH VACATION LEAVE SHALL BE TAKEN: The times at which an employee shall take their vacation leave during the calendar year shall be determined by the Chief of Police or their designee, with due regard for the wishes of the employee and particular regard for the needs of the service. However, the Chief of Police must ensure that each employee uses their vacation leave within the calendar year unless that employee requests and obtains postponement under the preceding provisions of Section 17.6.

17.10 PREFERENCE: To the extent practical and consistent with the personnel needs of the department, seniority will govern in the selection of vacation days. Where not in conflict with the City's staffing needs, total service with the Police Department will take precedence over sub-unit seniority for purposes of selecting vacation days.

17.11 EFFECTS OF HOLIDAYS UPON VACATION LEAVE: For those employees whose holidays are governed by Section 8.1 and 8.2 of this MOU, in the event one or more municipal holidays fall within a vacation leave, such holidays shall not be charged as vacation leave, and the vacation leave shall be extended accordingly.

17.12 EFFECT OF EXTENDED MILITARY LEAVE UPON VACATION LEAVE: For the 242
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purpose of determining length of service, time spent on military leave from City service shall be counted as time spent in the service of the City.

17.13 COMPENSATION FOR DEFERRED OR OTHER UNUSED VACATION LEAVE:

If an employee is terminated from employment, or is granted an extended military leave, such employee or their estate shall be paid for all unused vacation.

17.14 VACATION AMOUNTS AT TERMINATION OF ACTIVE EMPLOYMENT:

Following termination of active employment for whatever cause, the City government shall pay to the employee or to the estate such vacation as was due to the employee at termination, or shall obtain reimbursement from the employee or estate for used vacation which was in excess of vacation due to the employee at termination, by deduction from severance pay or otherwise.

18. BEREAVEMENT LEAVE
Only City employees working full-time and continuously in a regularly established City position shall be eligible for the bereavement leave provisions specified below.

18.1 In the case of a death within the immediate family of an eligible City employee, that employee shall have a right to leave of absence with full pay to a maximum period of four (4) consecutive workdays for each such death. Such leave must have one (1) or more of these purposes: making arrangements for burial services; enabling employee and family members to recover from emotional upsets; and settling property estate and similar problems.

One (1) day of bereavement leave is available to attend services for relatives not meeting the definition of "immediate family" as listed in Section 18.4. These would include nieces, nephews, and cousins.

18.2 Absence by eligible employees to attend burial services for persons other than those specified in Section 18.1 or 18.4 shall be either as compensatory time off, in no- pay status, or as vacation in amounts needed.

18.3 Usage of the foregoing provisions of this section shall be subject to the approval of the Department Head, City Manager, or their duly authorized representatives.

18.4 For purposes of this article, immediate family shall include: spouse, child, stepchild, parent, step-parent, guardian, grandparent, grandchild, uncle, aunt, sister, brother, step-sister, step-brother, father-in-law, mother-in-law, sister-in-law, brother-in- law, minors living as a member of the family, and registered domestic partners.

19. ADMINISTRATIVE LEAVE
Police Captains shall be eligible to receive seven (7) days of Administrative Leave each fiscal year. Administrative Leave must be used in full day increments and may not be cashed out or carried over to the following year.

Police Lieutenants shall be eligible to receive three (3) days of Administrative Leave 243
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each fiscal year.

20. LEAVE FOR JURY DUTY
A City employee ordered to jury duty during the employee's regularly scheduled work hours has a right to full-pay leave during actual jury service. The following shall apply:

20.1 All City employees generally shall willingly accept ordered jury duty as one of the obligations upon all eligible citizens.

20.2 City employees shall properly inform the officials who control jury duty of such unusual factors in their City jobs, including work load, as the jury officials might judge to be adequate grounds for deferral of or excuse from jury duty.

20.3 Such leave may be based upon, but is not limited to: Coroner, Municipal Court, County Superior Court, and Federal jury duty.

20.4 Employees shall pay immediately to the City government, such amounts of money as they receive as a per diem but shall be entitled to keep such mileage payment as is made to them.

20.5 The Chief of Police must properly notify jury officials when jury service by a subordinate would seriously impair the proper operation of the department.

20.6 Each employee shall expeditiously report their probable absence for jury duty and must immediately report the termination of active jury service.

21. COURT APPEARANCES

21.1 CERTAIN COURT APPEARANCES: Each Police Lieutenant who is subpoenaed to report to a Municipal or Superior Court on off duty time in connection with official police duties shall be compensated at a minimum of four (4) hours at the overtime rate.

If a subpoena is served on a Police Lieutenant requiring appearance at a time when a Police Lieutenant is not on duty and is thereafter canceled less than twenty-four (24) hours prior to the appearance time, the Police Lieutenant will receive two (2) hours pay at straight time. If the employee receives no notification of the cancellation, they shall be paid as provided Section 21.1.

21.2 If a Police Lieutenant is required to stay at any of the courts described in Section

21.1 in excess of three (3) hours, they will be paid at time and one half (1.5) for those additional hours. Similarly, if any Police Lieutenant is required to stay at Municipal or Superior Court they will be paid at time and one half (1.5) for any time in excess of six (6) hours.

21.3 Court overtime is not authorized when an employee is unavailable for work due to illness or injury leave.

21.4 Department personnel shall report promptly at the time and date specified on the subpoena, notification of appearance, or any other notice from the court, or as directed 244
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by the Department. Prior to the appearance time and date, personnel shall first call the Court Liaison Office as the stamped instructions on the subpoena/notification indicate.

At the time of this call, the Court Liaison Clerk shall indicate whether or not an appearance is still required. If the Court Liaison is unable to indicate a definite status on a case, the notified person shall have the option to proceed to court pursuant to the subpoena/notification, or to remain available for call back by the Court Liaison. All subpoenaed personnel shall be held responsible for appearing in court pursuant to a subpoena/notification, unless instructed otherwise by the Court Liaison Clerk.

22. NEPOTISM
The Chief of Police has the responsibility and discretion to address claims raised by employees concerning the effect on safety, efficiency and/or morale of members of immediate families (a) being in a direct or indirect supervisory relationship over each other or (b) reporting to the same supervisor. During the term of this agreement, the Chief of Police will attempt to resolve any such issues through mechanisms such as changes in shift or assignment, without financial hardship to employees. Immediate family for purposes of this article include husband, wife, registered domestic partner, parents, grandparents, brothers, sisters, grandchildren and children.

23. ACTING PAY

23.1 ASSIGNMENTS: The Department may, in its sole discretion, assign employees to perform work in a higher classification. Such assignments shall be for a specific period of time. An employee so assigned shall be compensated at the step within the range of the higher classification that provides a minimum of five percent (5%) more than their salary as currently defined on the payroll system. Acting pay shall be paid for all assigned time worked in the higher classification. The department has the prerogative to return such employees to their former classification at any time.

23.2 PAY WHILE ON ILLNESS OR INJURY: Should any employee so assigned and working in a higher classification incur an injury or illness which involves lost time during such assignment, the employee shall revert immediately to the regular classification and shall not receive acting pay for any time not actually worked; provided, however, that an employee so assigned and working who incurs an industrial injury or illness shall be paid at the rate due the higher classification for time lost during the remainder of the period of the specified assignment only.

23.3 REQUIRED AUTHORIZATION: The Department Head must obtain official written approval through normal procedures, including a Personnel Action Form, when the Department Head intends to have a subordinate employee work temporarily in a higher paid classification. The Department Head must ensure that the employee who is to temporarily relieve in a higher paid classification must assume all or substantially all of the duties and responsibilities of the higher paid classification before the Department Head attempts to obtain approval for such appointment.

23.4 VACANCIES AT DEPARTMENT HEAD LEVEL: If a vacancy occurs in the position of Chief of Police, the City Manager may appoint a person meeting the minimum qualifications for the class, as determined by the Director of Human 245
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Resources, to that class in an acting capacity. Such appointment to be designated "acting" followed by the title Chief of Police.

23.5 RESTRICTIONS ON TEMPORARY APPOINTMENTS: Generally, an employee who is relieving a Department Head, a Division Head, or a similar administrative employee, when the relieving employee is paid a salary commensurate with their duties, (such as the Police Captain described in 23.4) shall not be promoted temporarily to the higher paid classification in the same division or department. However, at the City Manager's discretion, such an appointment for temporary promotion at or near the beginning of relief may be approved provided that the City Manager is satisfied that these two conditions are met: (1) the absence of the employee in the higher paid classification appears to be protracted, i.e. of thirty (30) days or more duration and for purposes other than vacation leave; (2) the supervisor or administrator shall assume all or substantially all of the duties and responsibilities of the higher paid classification.

24. LAYOFF
The City Manager may layoff an employee from the Classified Service because of shortage of work, lack of funds, material change in duties or organization, return of an employee from a leave of absence, or for other valid reasons. All possibilities for a transfer must be exhausted before layoff.

24.1 NOTICE: At least two (2) weeks prior to the effective date of a proposed layoff, the Department Head shall notify the Director of Human Resources of the proposed action with the reasons therefore, and shall submit at that time, a statement certifying in each case whether or not the services of the employee to be laid off have been satisfactory.

A copy of such notice shall be given to the employee affected.

24.2 LAYOFF WITHIN CLASSIFICATION: Whenever the layoff of one or more employees shall become necessary, as defined in Article XIII of the Charter and this section, such layoff shall be made within classification and department when employees with permanent appointments in the class are involved.

24.3 ORDER OF LAYOFF: The order of layoff of employees with permanent appointments in the class shall be in the reverse order of total time served within that class upon the established date for the layoff to become effective. This will permit layoff to a lower classification, provided that the amount of time the employee has served in the higher classification, plus the amount of time the employee has served in the lower classification(s), exceeds the amount of time served in the lower classification(s) of at least one other employee.

24.4 No employee holding a permanent appointment in the class from which layoff is to be made shall be laid off unless all provisional and probationary employees in that class have first been terminated.

24.5 REEMPLOYMENT LISTS: The names of probationary employees and employees with permanent status who are laid off shall be placed on reemployment lists for the class from which they were laid off in the order of the total time served in that classification. Total time in such cases shall include time served on military leave of 246
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absence from the Classified Service.

24.6 SEVERANCE PAY

24.6.1 ENTITLEMENT: A full-time permanent employee who is laid off due to reduction in force shall be entitled to severance pay in the amount of six (6) days of unused sick leave for each year of continuous service up to a maximum of thirty (30) days’ pay. Any such employee who is laid off and subsequently reemployed by the City shall only be entitled to receive severance pay for those work days during which the individual was not in an employment status. Reinstatement from layoff is contingent on the employee first repaying any severance pay they were not entitled to.

24.6.2 AMOUNT OF SEVERANCE PAY: A permanent employee represented by the bargaining unit who is laid off due to reduction in force shall be entitled to severance pay as follows: three (3) months’ salary continuation; six (6) months continuation of medical related insurance and life insurance.

25. SALARIES

25.1 The Public Employees' Pension Reform Act (PEPRA) of 2013 called for employees to pay at least fifty percent (50%) of normal pension cost [the maximum contribution that can be imposed on safety is twelve percent (12%)].

Employees represented by RPMA pay the full pension cost of twelve percent (12%) that PEPRA requires. If the law is modified, repealed, and/or amended, and the City is not legally mandated to require safety employees to pay fifty percent (50%) of normal pension cost, the City agrees that the additional three percent (3%) in pension cost that employees represented by RPMA are contributing, will be reverted to salary for all employees.

25.1.1 SALARY ADJUSTMENT: Instead of applying the Salary Adjustment from the prior MOU, the City will increase base wages for the Police Lieutenant and Police Captain job classifications as follows:

13.5% effective the first full pay period in January, 2023,

7.0% effective the first full pay period in January, 2024,

6.5% effective the first full pay period in January, 2025.

25.2 BILINGUAL PAY: Positions certified by the Human Resources Department as bilingual shall receive two percent (2%), of base pay, additional compensation.

25.3 SALARY DESIGNATIONS: The salaries herein established are on a monthly basis, except as where otherwise designated.

25.4 ADVANCEMENTS AND PROMOTIONS: Salary advancements shall be made in conformance with the salary plan contained within this MOU and in conformance with the provisions of the City Charter and Personnel Rules as these relate to salary 247
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advancement and employee promotion.

25.5 EFFECT OF CERTAIN PERSONNEL ACTIONS UPON SALARIES: An employee occupying a position which is reallocated to another classification, the maximum salary for which is less than the maximum salary for the incumbent's present classification, shall continue to receive their present salary. An employee occupying a position in a classification, the maximum salary rate for which is reduced, shall continue to receive their present salary. Such continuation of present salaries shall each be designated as a "Y" rate. When an employee on a "Y" rate vacates their position, subsequent appointments to that position shall be made in accord with the salary ranges established by this MOU. "Y" rating does not apply to classification changes due to a reduction in force (layoff).

When the classification's salary range increases to the level of the employee's "Y" rated salary, the employee will once again be eligible for salary increases through both merit and across the board increases, not to exceed the top step of the salary range.

25.6 ELIGIBILITY FOR SALARY ADVANCEMENT: Each year of satisfactory service normally shall make an employee eligible for consideration for salary advancement within the salary range of their classification, except where such employee is in a class for which there is a single rate of pay. Annual advancement shall not be automatic, but shall depend upon the increased value of an employee to the City as reflected by the recommendation of their supervisor and their Department Head and all other pertinent evidence.

Exceptionally meritorious service shall be considered adequate grounds for consideration for advancement even though such service is of less than one year's duration. Nothing in this section shall be construed as limiting the authority of the City Manager to increase, make no change in, or reduce the salary of any employee in the Classified Service for good and sufficient reasons.

25.7 PROMOTION - EFFECT UPON RATE OF COMPENSATION: Whenever an employee is promoted to a higher class, they shall be entitled to receive in the new position the nearest higher monthly salary in the salary range which attaches to the higher class.

25.8 DEMOTION: The rate of compensation to be paid in all cases of demotion, whether voluntary, disciplinary for incompetence, or in lieu of layoff, shall be determined by the City Manager, based upon the recommendations of the Department Head and the Director of Human Resources.

25.9 EFFECT OF LEAVE OF ABSENCE WITHOUT PAY UPON SALARY ADVANCEMENT: An employee who has taken leave of absence without pay for a total of thirty (30) days or more within a given service year shall have their anniversary date set back by the time in excess of thirty (30) days.

Leave of absence for a period totaling less than thirty (30) days in the given service year shall have no effect upon the employee's anniversary date. 248
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25.10 SHIFT DIFFERENTIAL: Police Lieutenants shall receive five percent (5%) additional pay when assigned to swing shift and seven and one-half percent (7.5%) when assigned to graveyard shift. Day shift will be applied when a regular shift begins at 6:00 A.M. or later. Swing shift will be applied when a regular shift begins at 2:00 p.m. or later, except for Fridays, Saturdays and Sundays with twelve and one-half (12.5) hour shifts that begin at 1:00 p.m. and end at 1:30 a.m. shall also be paid at the swing shift rate. Graveyard shift will be applied when a regular shift begins at 9:00 P.M. or later except for Fridays, Saturdays and Sundays with twelve and one-half (12.5) hour shifts that begin at 7:00 p.m. shall also be paid at the graveyard shift rate.

25.11 INVESTIGATIVE INCENTIVE PAY: Sworn Police Lieutenants assigned to the Investigative Services Division, Professional Standards Division, Traffic Enforcement Motorcycles or the Youth Services Division, shall receive a five percent (5%) differential to their base salary.

26. LONGEVITY
Effective July 1, 2004, Police Lieutenants and Police Captains who have completed their tenth (10th) year of sworn service with the Richmond Police Department shall receive four percent (4%) additional pay.

Police Lieutenants and Police Captains who have completed their fifteenth (15th) year of sworn service with the Richmond Police Department shall receive three percent (3%) additional pay for a total of seven percent (7%) additional pay.

Police Lieutenants and Police Captains who have completed their twenty-fifth (25th) year of sworn service with the Richmond Police Department shall receive two percent (2%) additional pay for a total of nine percent (9%) additional pay.

26.1 Effective July 1, 2006, existing Sworn Officers represented by this unit who had laterally transferred from another law enforcement agency, shall be able to apply up to five (5) years of previous law enforcement experience towards years of service relative to qualifying for longevity increases to base.

27. RETIREMENT PLAN
Retirement Formula
Classic CalPERS Members: 3%@50
Employees contribute 12% (as of 07/01/15)
New CalPERS Members: 2.7%@57
Employees contribute 12.25%

27.2 Employees represented by the bargaining unit may apply for military service credit directly to CalPERS.

27.3 Employees represented by the bargaining unit upon retirement may have their sick leave balance credited towards years of service, unless they choose to exercise the sick leave buy-out option.
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28. NON-DISCRIMINATION
No employee covered by this Agreement shall be discriminated against by the City or by the Union based on race, color, ancestry, national origin, religion, creed, age (over 40), mental and physical disability, sex, gender (including pregnancy, childbirth, breastfeeding or medical conditions, sexual orientation, gender identity, gender expression, medical condition, genetic information, marital status, or military and veteran status, or an exercise of rights under California Government Code Section 3502.

29. PROBATIONARY PERIOD

29.1.1 LENGTH OF PROBATIONARY PERIOD: All appointments made from eligible lists to permanent positions shall be tentative and subject to a probationary period. With the approval of the Director of Human Resources and City Manager, continuous temporary service prior to appointment from an appropriate eligible list may be counted as part of the probationary period provided that the temporary service was in the same class and the same position to which the probationary appointment is made. Such probationary period shall be one (1) year. The Department Head may request that a probationer may be granted their earned permanent status in less than one (1) year.

The City and RPMA will negotiate revision of this section during the term of the MOU.

29.1.2 REJECTION OF PROBATIONER FOLLOWING PROMOTION: Any employee rejected during the probationary period following appointment to a higher classification shall be reinstated to the position from which they were appointed unless charges are filed and they are discharged in the manner provided in Article XIII of the City Charter and the Personnel Rules. Rejection during probation is not subject to the employee appeal process.

29.2 PROBATIONARY PERFORMANCE REPORTS

29.2.1 It shall be the duty of each Department Head during the probationary period of each employee in their organization to investigate thoroughly the probationer's adjustment, performance and general acceptability to determine whether or not the probationer is fully qualified for permanent appointment. They shall be responsible for reports on the probationer's performance and conduct at the completion of every three (3) calendar months during the probationary period, and within ten (10) days of the end of the probationary period, or more frequently if deemed desirable by the Department Head. Such reports will be reviewed with the probationary employee by the rater. The Department Head or designee shall give a copy of the report to the probationary employee.

29.2.2 The final probationary report on each probationary employee shall include the Department Head's recommendation to the City Manager either to retain or reject the probationer.

29.3 EFFECT ON LEAVES OF ABSENCE ON PROBATIONARY PERIOD: The probationary period of a given employee shall be extended by the time equal to the time they have been on leave of absence, other than sick leave, compensation leave, 250
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vacation, or holiday leave during this probationary period.

30. CITY RIGHTS
The RPMA recognizes the authority of the Chief of Police as described in Section 106.00 of the Richmond Police Department Policy Manual, adopted January 1, 2013.

31. SAVINGS CLAUSE
If any provision of this Agreement shall be held invalid by operation of law or by any court for competent jurisdiction, or if compliance enforcement of any provision shall be restrained by any tribunal, the remainder of this Agreement shall not be affected thereby. The parties agree to meet and confer to discuss compliance with state or federal law or a court order that invalidates any portion of this agreement.

32. FULL UNDERSTANDING, MODIFICATION AND WAIVER

32.1 This agreement sets forth the full and entire understanding of the parties regarding the matters set forth herein and all other topics subject to bargaining, and therefore any other prior or existing understandings or agreements by the parties, whether formal or informal, written or unwritten, regarding such matters are hereby superseded or terminated in their entirety. This agreement cannot be modified except in writing upon the mutual consent of the parties.

32.2 It is agreed and understood that during the negotiations which culminated in this agreement each party enjoyed and exercised without restraint, except as provided by law, the right and opportunity to make demands and proposals or counter-proposals with respect to any matter subject to bargaining and that the understandings and agreements arrived at after the exercise of that right are set forth in this agreement.

32.3 There is no guarantee that working conditions and practices will be continued if they are not included in this MOU or if they have not been or are not hereafter specifically authorized by ordinance or by a resolution of the City Council.

32.4 It is the intent of the parties that ordinances, resolutions, rules and regulations enacted pursuant to this MOU shall be administered and observed in good faith.

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33. REOPENER
The parties agree to a reopener in each calendar year of this contract, solely at the request of RPMA, to discuss across-the-board salary adjustments (increases only), and one other matter o RPMA's choosing.

FOR THE CITY:
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MEMORANDUM OF UNDERSTANDING CITY OF RICHMOND AND RPMA INDEX Acting Pay .................................................................................................................... 21 Administrative Leave ..................................................................................................... 19 Advancements and Promotions .................................................................................... 23 Bereavement Leave ...................................................................................................... 19 Bilingual Pay ................................................................................................................. 23 Call-Back Time ................................................................................................................ 5 City Rights ..................................................................................................................... 27 Conversion of Sick Leave to CalPERS Service Credits ................................................ 15 Court Appearances ....................................................................................................... 20 Dental Plan .................................................................................................................... 10 Doctor's Certificate of Disability ..................................................................................... 14 Effective Date .................................................................................................................. 4 Family and Medical Care Leave .................................................................................... 15 Family Sick Leave ......................................................................................................... 14 Floating Holiday .............................................................................................................. 7 Holidays .......................................................................................................................... 7 Hours of Work and Overtime ........................................................................................... 4 Investigative Incentive Pay ............................................................................................ 25 Jury Duty Leave ............................................................................................................ 20 Layoff ............................................................................................................................ 22 Layoff-Order .................................................................................................................. 22 Life Insurance ................................................................................................................ 11 Longevity ....................................................................................................................... 25 Meal Allowance ............................................................................................................... 6 Medical, Dental and Vision Plans .................................................................................... 8 Military Leave and Extended Active Duty ...................................................................... 13 Miscellaneous Allowances .............................................................................................. 6 Nepotism ....................................................................................................................... 21 Non-Discrimination ........................................................................................................ 26 Overtime .......................................................................................................................... 4 Parental Leave .............................................................................................................. 15 Patrol Watch Commander (OIC) Assignment .................................................................. 6 PEPRA .......................................................................................................................... 23 Probationary Performance Reports ............................................................................... 26 Probationary Period....................................................................................................... 26 Professional Development Package................................................................................ 6 Promotion - Effect Upon Rate of Compensation ........................................................... 24 Recognition ..................................................................................................................... 4 Retired Employees .......................................................................................................... 9 Retirement Plan ............................................................................................................ 25 Salaries ......................................................................................................................... 23 Salary Advacement ....................................................................................................... 24 Salary Designations ...................................................................................................... 23 Savings Clause ............................................................................................................. 27 Severance Pay .............................................................................................................. 23 253
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Shift Differential ............................................................................................................. 25 Sick Leave ..................................................................................................................... 14 Sick Leave - Payment ................................................................................................... 14 Signature Page ............................................................................................................. 28 Supplemental Pay for Degrees & Certificates ............................................................... 11 Uniform Damage ............................................................................................................. 6 Uniform Reimbursement ................................................................................................. 6 Union Representation ...................................................................................................... 4 Unit Composition ............................................................................................................. 4 Vacation ........................................................................................................................ 17 Vision Plan .................................................................................................................... 10 Workers Compensation Leave ...................................................................................... 16

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Richmond City CouncilJanuary 23, 2024

Richmond City Council
January 23, 2024