Agenda — Richmond City Council, July 2, 2024 (part 3 of 18)

c. AGENCY acknowledges that any submittal to the CALTRANS’ Transportation Art Proposal process includes restrictions on the type of work that can be located on California State right-ofway.

35. Assumption of Risk and Indemnification Regarding Exposure to Environmental Health Hazards In addition to, and not a limitation of, Contractor’s indemnification obligations contained elsewhere in this Agreement, Contractor hereby assumes all risks of the consequences of exposure of Contractor’s employees, agents, Subcontractors, Subcontractors’ employees, and any other person, firm, or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, to any and all environmental health hazards, local and otherwise, in connection with the performance of this Agreement. Such hazards include, but are not limited to, bodily injury and/or death resulting in whole or in part from exposure to infectious agents and/or pathogens of any type, kind or origin. Contractor also agrees to take all appropriate safety precautions to prevent any such exposure to Contractor’s employees, agents, Subcontractors, Subcontractors’ employees, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement. Contractor also agrees to indemnify and hold harmless CALTRANS, the State of California, and each and all of their officers, agents and employees, from any and all claims and/or losses accruing or resulting from such exposure. Except as provided by law, Contractor also agrees that the provisions of this paragraph shall apply regardless of the existence or degree of negligence or fault on the part of CALTRANS, the State of California, and/or any of their officers, agents and/or employees.

36. Mandatory Organic Waste Recycling
It is understood and agreed that pursuant to Public Resources Code Sections 42649.8 et seq., if Contractor generates two (2) cubic yards or more of organic waste or commercial solid waste per week, Contractor shall arrange for organic waste or commercial waste recycling services that separate/source organic waste for organic waste recycling. Contractor shall provide proof of compliance, i.e. organic waste recycling services or commercial waste recycling services that separate/source organic waste recycling, upon request from CALTRANS Contract Manager

37. Project Close Out/Closeout Report
a. AGENCY will provide a final close out report to the CALTRANS Contract Manager no later than November 1, 2024.

CALTRANS reserves the right to inspect the project location prior to approving the final invoice and closeout report.
b. CALTRANS reserves the right to withhold final payment to AGENCY pending receipt and approval of the final closeout report by the CALTRANS Contract Manager. c. Payments shall be forfeit if invoices are submitted after November 1, 2024.

DocuSign Envelope ID: 3AD8990E-C7B8-4326-BF5F-3AC7EFD35644 367
City of Richmond
Agreement Number CCL-5137-057
AMS ADV ID: 0422000401

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38. ADA Compliance
All entities that provide electronic or information technology or related services that will be posted online by CALTRANS must be in compliance with Government Code Sections 7405 and 11135 and the Web Content Accessibility Guidelines (WCAG) 2.0 or subsequent version, published by the Web Accessibility Initiative of the World Wide Web Consortium at a minimum Level AA success. All entities will respond to and resolve any complaints/deficiencies regarding accessibility brought to their attention.

39. Prevailing Wages and Labor Code Compliance
AGENCY shall comply with any and all applicable labor and prevailing wage requirements in Labor Code Sections 1720 through 1815 and implementing regulations for any public works or maintenance contracts and subcontracts executed for the AGENCY’s work on or for the Project.

40. In the event of any inconsistency between the provisions which constitute this RGA, the following order of precedence shall apply:

I. This Restricted Grant Agreement (as amended);
II. The CALTRANS Local Grant Program Guidelines;
III. Approved Indirect Cost Rate (if applicable);
IV. Approved Grant Application (as amended); and
V. AGENCY Resolution.

41. Survival
AGENCY’s representations, the indemnification provisions in paragraph 21, intellectual property provisions in paragraphs 30, 31, 32, and 33, and all other provisions which by their inherent character establish ongoing obligations shall remain in full force and effect, regardless of any expiration and/or termination of this RGA.

42. Sanctions
No agreements under this RGA shall be made with individuals and/or entities that are determined to be a target of sanctions by the State of California while such sanctions are in effect.

DocuSign Envelope ID: 3AD8990E-C7B8-4326-BF5F-3AC7EFD35644 368
City of Richmond
Agreement Number CCL-5137-057
AMS ADV ID: 0422000401

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Section IV
Attachments:

The following attachments are incorporated into, and are made a part of this RGA by this reference and attached hereto.

I. Grant Program Guidelines
II. Approved Indirect Cost Rate (if applicable)
III. Approved Grant Application and Amendment(s) to Grant Application (if applicable) IV. AGENCY Resolution
In Witness Whereof, the parties hereto have executed this RGA on the day and year first herein above written:

STATE OF CALIFORNIA

DEPARTMENT OF TRANSPORTATION

CITY OF RICHMOND
By: By:

Printed Name:

Gretchen Chavez
Printed Name:

Joe Leach
Title:

Office Chief
Clean California Local Grant Program
Division of Local Assistance
Title:

Public Works Director
Date: Date:

By:

Printed Name:

Title:

Date:

DocuSign Envelope ID: 3AD8990E-C7B8-4326-BF5F-3AC7EFD35644 369
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.

Rebuilding Together East Bay-North
DocuSign Envelope ID: 3AD8990E-C7B8-4326-BF5F-3AC7EFD35644 370
___ 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.

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

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

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

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

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

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

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

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 SelfInsure, signed by the California Department of Industrial Relations and SelfInsurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” 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: 3AD8990E-C7B8-4326-BF5F-3AC7EFD35644 371
___ 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.

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. 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.

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.

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: 3AD8990E-C7B8-4326-BF5F-3AC7EFD35644 372
___ 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.

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

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

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

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

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

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

DocuSign Envelope ID: 3AD8990E-C7B8-4326-BF5F-3AC7EFD35644 373
July 2, 2024 Page 1 of 5
City Attorney's Office
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Dave Aleshire, City Attorney
SUBJECT: Approval of Settlement Agreement
FINANCIAL IMPACT: The City Council authorized the City Attorney to negotiate an agreement to create a new Class for automotive
businesses to reduce taxes for such businesses by some
$500,000.

PREVIOUS COUNCIL
ACTION:

None

STATEMENT OF THE
ISSUE:

Under Measure U, auto dealers are included in Category
Class C with manufacturing. Hilltop Group have paid taxes under protest but sued the City on October 11, 2023
claiming such tax was confiscatory and unconstitutional.

The parties have negotiated to establish a new category for automobile dealers reducing their tax level and which would be enacted by amendment to Measure U adding a
new Class Q
RECOMMENDED ACTION: APPROVE settlement agreement and AUTHORIZE staff to proceed with Ordinance amending Measure U to create
Class Q for automobile dealers - City Attorney's Office (Dave Aleshire 510-620-6509).

I. INTRODUCTION
On August 5, 2020, the Richmond City Council held a special meeting and adopted Resolution No. 90-20 to place a gross receipts business license tax before City voters in the November 3, 2020 general election, known as “Measure U.” Measure U proposed to repeal and replace Chapter 7.04 of the Richmond Municipal Code to implement a gross receipts or revenue-based tax on businesses operating within the City. Measure U

AGENDA REPORT
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July 2, 2024 Page 2 of 5
differentiated businesses into different classes for the purpose of establishing gross receipts and other tax rates on each business class. Plaintiffs’ dealerships were classified as "Automobile Sales, Manufacturing" under "Class C." Voters approved Measure U at the City's general election on November 3, 2020.

Plaintiffs in this litigation are comprised of six automobile retail dealers (collectively, “Hilltop”)1that operate retail and wholesale automobile dealerships within the City of Richmond. Hilltop has brought suit against the City challenging the City’s imposition of business license taxes authorized by the passage of Measure U in November 2020.

In June 2022, Plaintiffs acting through their legal counsel submitted a letter to the City Manager contending that Measure U business license tax on the basis that Measure U, as applied to automobile dealerships, was oppressive, burdensome, confiscatory, and discriminatory, in violation of the Fourteenth Amendment (Equal Protection), Fifth Amendment (Takings) and Commerce Clause of the United States Constitution. On October 11, 2022, Plaintiffs filed a complaint (the “Complaint”) against the City in Superior Court of Contra Costa County, California (Case No. C22-02188) challenging the constitutionality of Measure U. The allegations and claims set forth in the Complaint are referred to in this Agreement as the “Action.”
II. SUMMARY OF CONCLUSION AND RECOMMENDATION
Generally, challenging the constitutionality of a public agency’s taxing framework carries a high burden. Given the City’s investigations, City felt the claims were defensible.

However, because the alleged violations are Constitutional in nature, if Hilltop was to prevail on one or more of them, it will likely be awarded its attorney’s fees. The Hilltop dealers in addition to Measure U taxes, pay significant sales and other assessments to City and have the option to relocate their businesses. The City decided a negotiated outcome was best and also wanted to deal with the whole category of auto dealers.

The City first offered to integrate the “Class C- Auto Dealership/ Manufacturing” into “Class A -Retail Sales.” Staff prepared numerous scenarios for the City Council to consider and mediation took place on February 24, 2023. These efforts ultimately lead to the current Settlement Agreement.

The Settlement Agreement provides:

1. The creation of Class Q for Automobile Dealerships;

2. A table ranging from $1 per $1,000 of gross receipts for gross receipts below $1,000,000 to $2.20 per $1,000 of gross receipts of $50M;

1 The six named plaintiffs are DKD of Hilltop, Inc. dba Hanlees Hilltop Buick GMC; Hanlees Hilltop Inc. dba Hanlees Hilltop Toyota; Leehan, Inc. dba Hanlees Hilltop Nissan; Hanlees Seven, Inc. dba Hanlees Hilltop Hyundai; Michael C. Stead Inc. dba Hilltop Ford/Kia; Michael Stead’s Auto Depot Inc. dba Hilltop Chrysler Jeep Dodge.
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July 2, 2024 Page 3 of 5

3. The new rates apply in the future, but the Dealers will receive a credit for the surplus paid in one year, annotated over three years (FY 25, 26, 27).

III. RELEVANT BACKGROUND AND ALLEGATIONS IN HILLTOP’S COMPLAINT On or around October 11, 2022, Hilltop commenced suit against the City for alleged constitutional violations of the Commerce Clause, Equal Protection Clause, and Taking Clause in Contra Costa County Superior Court, disputing Measure U.

For many years, nearly all businesses operating within the City, including Plaintiffs, paid a business tax at a flat rate to the City. In or around 2020, the City Council of the City desired to repeal and replace the existing tax rate system with a new business tax structure based on the gross receipts the business generates within the City, calculated as the total amount of money received in connection with all sales and services. The staff presentation to the City Council on August 5, 2020 noted that the City Council’s formal motion and direction to City staff was to develop a gross-receipts tax structure “based on the Berkeley model, tailored to the economics of the City of Richmond.” (Comp., ¶ 19.) On December 17, 2019, the Mayor brought an item to the City Council, directing the City Manager to explore potential revenue enhancement and cost-recovery measures, based on the City’s structurally unbalanced budget. The City partnered with Lift Up Richmond2 to explore the feasibility of placing measures on the November 2020 ballot that would increase revenue.

In March 2020, the City Council considered an initial draft of Measure U, which was based on Oakland’s ordinance that would also be on the November 2020 ballot. On July 28, 2020, the City Council declared a fiscal emergency due to the City’s longstanding structural budget imbalance and the financial impacts of the Coronavirus (COVID-19) Pandemic. Measure U was presented to the Council again on July 28, 2020 which proposed that small businesses, any business generating less than $250,000 in sales, would only have to pay $100. Different rates were applicable to different business categories. Within the business categories, the rates were structured on a progressive basis, meaning that the higher the dollars in gross receipts, the higher the tax rate. Again, Measure U provided the City Council with flexibility to: (1) defer implementation, (2) reduce the rates after adoption, and (3) add exemptions.

On August 5, 2020, the City Council adopted a resolution submitting to the voters at the November 3, 2020 General Municipal Election, A Measure to Adopt an Ordinance Repealing and Replacing Richmond Municipal Code 7.04 to Create a Gross Receipts Business Tax Structure. The approved measure read as follows:
“To maintain the quality of life in Richmond by providing essential City services, including 911 emergency response, pothole/street repair, homeless and youth services and other general services, shall an ordinance amending the City business tax structure to use a range from 0.06% to 5.00%, charging the highest

2 The Lift Up Richmond coalition consists of SEIU Local 1021, Richmond Police Officers Association (RPOA), IAFF Local 188, IFPTE Local 21, RYSE, Alliance of Californians for Community Empowerment (ACCE), Asian Pacific Environmental Network (APEN), and many more community and labor advocates. 376
July 2, 2024 Page 4 of 5
rates on cannabis businesses and those with high gross revenue and the lowest rates for small businesses, providing approximately $6.2 million annually until ended by voters, be adopted?”
Measure U was approved and passed by voters on November 3, 2020.

Measure U went into effect on January 1, 2022.

IV. Status Of Litigation.

After Hilltop filed suit in October 2022, the parties engaged in early resolution efforts under Contra Costa County Superior Court’s Early ADR Program – which requires a mediation or other settlement conference to be completed within 90 days. The City was prepared to file a Demurrer (i.e. motion to dismiss) to the Takings cause of action and initiated a meet and confer with Hilltop’s counsel. During the course of the discussions, Hilltop and the City agreed to stay the City’s Demurrer filing until mediation was completed. Thereafter the parties engaged in mediation on February 24, 2023 and settlement negotiations. There was an underlying suggestion that Hilltop might relocate its business to another jurisdiction. Moreover, the City Council felt any workout should create a Class, Q, which would apply to all auto dealers in the City.

As the basis for negotiations, the City requested an independent 3rd Party study of the economic claims of the Hilltop Group. This study by JS Held verified many of the claims in terms of industry profitability. Further, negotiations were based on the study.

V. SETTLEMENT SCENARIOS AND RECOMMENDATION
The Settlement Agreement contains the following provisions:
“Class Q — Automobile Dealerships.

Persons engaged in class Q business activities shall pay a business tax as follows:

If annual gross receipts are: Then the business tax is:

Not over $1,000,000.00 $1.00 per $1,000.00 of annual gross receipts Over $1,000,000.00 but not over
$2,500,000.00
$1,000.00 plus $1.30 per $1,000.00 of annual
gross receipts over $1,000,000.00
Over $2,500,000.00 but not over
$25,000,000.00
$2,950.00, plus $1.60 per $1,000.00 of annual
gross receipts over $2,500,000.00
Over $25,000,000.00 but not over
$50,000,000.00
$38,950.00, plus $1.90 per $1,000.00 of annual
gross receipts over $25,000,000.00
Over $50,000,000.00 $86,450.00, plus $2.20 per $1,000.00 of annual gross receipts over $50,000,000.00
Reconciling Prior Tax Years. City acknowledges that since the enactment of Measure U, Plaintiffs, under protest, have timely paid all taxes due to the City under Measure U except as noted in Subsection D below. The City agrees that each of the 377
July 2, 2024 Page 5 of 5
Plaintiffs shall receive credit against Measure U taxes for gross receipts generated in 2024, 2025, and, 2026, which tax shall become due in 2025, 2026, and 2027, as follows:

A. The amount of each Plaintiff’s reimbursement credit shall be calculated by taking the total positive difference between the amount of Measure U business tax each Plaintiff dealership paid under protest in 2023 based upon gross receipts generated in 2022, and subtracting the amount of tax that would have been due in 2023 based upon gross receipts generated in 2022 if the Class Q tax rates had been in effect at the time (the "Total Reimbursement Credit"). For example, if a Plaintiff paid $200,000 pursuant to Measure U – Class C in 2023, but the amount that would have been due 2023 for that Plaintiff under Measure U – Class Q would have been $170,000, then the amount of the Total Reimbursement Credit would be $30,000.

B. The Total Reimbursement Credit shall be divided by 3 to arrive at the "Annual Reimbursement Credit."
C. For Measure U taxes based upon gross receipts generated in 2024, 2025, and, 2026 to become due in 2025, 2026, and 2027, each Plaintiff shall be entitled to calculate and to deduct its Annual Reimbursement Credit from the amount due to be paid to the City, and City shall accept such reduced amount as payment in full of such Plaintiff’s Measure U tax for that year.

Thus, for Plaintiffs’ business tax payments to become due on April 1, 2025, 2026, and 2027, the amount due shall be reduced by the amount of each Plaintiff’s Annual Reimbursement Credit.

D. Notwithstanding the formula expressed above, certain of the Plaintiffs did not timely pay their Measure U tax in 2024 for 2023 and are subject to a penalty under Measure U for late payment of approximately $50,000 (the “Penalty Amount”) which shall be the actual amount. That penalty shall be collected against those Plaintiffs by reducing the Annual Reimbursement Credit by the Penalty Amount amortized over the three years the Annual Reimbursement Credit is applicable.

Payments in Lieu of Class Q Business License Tax Rate. If for any reason or no reason at all, the City fails to enact the new Class Q business license tax set forth in Section 1 above, then for each payment of Measure U tax by any Plaintiff, the City agrees to refund within 30 days the amount by which the amount paid exceeds the amount that would have been due under the Measure U – Class Q business license tax rates set forth in Section 1 above if the Class Q business license tax rates set forth in Section 1 had been adopted and were in effect for such tax year.
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01337.0039/982293.3

SETTLEMENT AGREEMENT
This Settlement Agreement (“Agreement”) shall be deemed effective as of July 2, 2024 (“Effective Date”), by and between DKD OF HILLTOP, INC., a California corporation, dba HANLEES HILLTOP BUICK GMC; HANLEES HILLTOP, INC., a California corporation, dba HANLEES HILLTOP TOYOTA; LEEHAN, INC., a California corporation, dba HANLEES HILLTOP NISSAN; HANLEES SEVEN, INC., a California corporation, dba HANLEES HILLTOP HYUNDAI (collectively, Hanlee Plaintiffs”); MICHAEL C. STEAD INC., a California corporation, dba HILLTOP FORD/KIA; MICHAEL STEAD’S AUTO DEPOT INC., a California corporation, dba HILLTOP CHRYSLER JEEP DODGE (collectively, Stead Plaintiffs) (all collectively, "Plaintiffs"), and the CITY OF RICHMOND, a charter city of the State of California ("City"). Plaintiffs and City may be referred to herein individually as a “Party” or collectively as the “Parties.” There are no other parties to this Agreement.

RECITALS
A. Plaintiffs operate a total of six automobile dealerships at the Hilltop auto mall in Richmond, California.

B. On August 5, 2020, the Richmond City Council held a special meeting and adopted Resolution No. 90-20 to place a gross receipts business license tax before City voters in the November 3, 2020 general election, known as “Measure U.” Measure U proposed to repeal and replace Chapter 7.04 of the Richmond Municipal Code to implement a gross receipts or revenuebased tax on businesses operating within the City.

C. Measure U differentiated businesses into different classes for the purpose of establishing gross receipts and other tax rates on each business class. Plaintiffs’ dealerships were classified as "Automobile Sales, Manufacturing" under "Class C." D. Voters approved Measure U at the City's general election on November 3, 2020.

E. In June 2022, Plaintiffs acting through their legal counsel submitted a letter to the City Manager contending that Measure U business license tax on the basis that Measure U, as applied to automobile dealerships, was oppressive, burdensome, confiscatory, and discriminatory, in violation of the Fourteenth Amendment (Equal Protection), Fifth Amendment (Takings) and Commerce Clause of the United States Constitution.

F. On October 11, 2022, Plaintiffs filed a complaint (the “Complaint”) against the City in Superior Court of Contra Costa County, California (Case No. C22-02188) challenging the constitutionality of Measure U. The allegations and claims set forth in the Complaint are referred to in this Agreement as the “Action.”
G. City contested these claims arguing that the tax measure was within the broad police power of California municipalities, and taxation authority.

H. Between September 2023 and May 2024, the Parties engaged in ongoing settlement negotiations with the goal of resolving the Action.
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01337.0039/982293.3
I. To avoid the time and expense of further litigation, the Parties now seek to fully and finally resolve Plaintiffs' Action against the City, through subsequent actions by the Richmond City Council to modify Measure U as it pertains to Plaintiffs, as set forth herein.

NOW THEREFORE, in consideration of the mutual covenants, releases, and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree to resolve the Action as follows:

AGREEMENT

1. Adoption of Class Q Business License Tax Rate. Prior to April 1, 2025, or the date that Plaintiffs' Measure U business license taxes for 2024 become payable in 2025, whichever is earlier, the Richmond City Council shall enact an ordinance deleting "Automobile Sales" from Measure U, Class C (Richmond Municipal Code sections 7.04.130), establishing a new Class Q or other such new business license tax class, and adopting a new gross receipts tax rate to be imposed on Automobile Sales, as defined in Chapter 7.04, as follows:

7.04.XXX - Class Q — Automobile Dealerships.

Persons engaged in class Q business activities shall pay a business tax as follows:

If annual gross receipts are: Then the business tax is:

2. Reconciling Prior Tax Years. City acknowledges that since the enactment of Measure U, Plaintiffs, under protest, have timely paid all taxes due to the City under Measure U except as noted in Subsection D below. The City agrees that each of the Plaintiffs shall receive credit against Measure U taxes for gross receipts generated in 2024, 2025, and, 2026, which tax shall become due in 2025, 2026, and 2027, as follows:

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01337.0039/982293.3
B. The Total Reimbursement Credit shall be divided by 3 to arrive at the "Annual Reimbursement Credit."
C. For Measure U taxes based upon gross receipts generated in 2024, 2025, and, 2026 to become due in 2025, 2026, and 2027, each Plaintiff shall be entitled to calculate and to deduct its Annual Reimbursement Credit from the amount due to be paid to the City, and City shall accept such reduced amount as payment in full of such Plaintiff’s Measure U tax for that year. Thus, for Plaintiffs’ business tax payments to become due on April 1, 2025, 2026, and 2027, the amount due shall be reduced by the amount of each Plaintiff’s Annual Reimbursement Credit.

3. Payments in Lieu of Class Q Business License Tax Rate. If for any reason or no reason at all, the City fails to enact the new Class Q business license tax set forth in Section 1 above, then for each payment of Measure U tax by any Plaintiff, the City agrees to refund within 30 days the amount by which the amount paid exceeds the amount that would have been due under the Measure U – Class Q business license tax rates set forth in Section 1 above if the Class Q business license tax rates set forth in Section 1 had been adopted and were in effect for such tax year.

4. Dismissal of Action. Subject to Section 5, below, within thirty (30) days after Plaintiffs receive a certified copy of the City ordinance implementing the revisions to Chapter 7.04 of the Richmond Municipal Code as set forth in Section 1 above, Plaintiffs shall file with the Court a Request for Dismissal of the entire Complaint with prejudice, with each Party to bear their own attorneys’ fees and costs.

5. Enforceability and Continuing Jurisdiction. The Parties to this Agreement agree that, pursuant to California Code of Civil Procedure section 664.6, the Superior Court of the State of California for the County of Contra Costa shall retain continuing and exclusive jurisdiction of the Complaint and any and all subsequent actions arising out of or related to the interpretation or enforcement of this Agreement. Accordingly, within ten (10) days after Plaintiffs receive a certified copy of the City Ordinance implementing revisions to Chapter 7.04 of the Richmond Municipal Code as set forth in Section 1 above, Plaintiffs shall prepare and circulate for the Parties and their respective counsel’s signatures, a Stipulation and [proposed] Order for the court to retain jurisdiction pursuant to Code of Civil Procedure section 664.6, and Plaintiffs shall not file the Request for Dismissal set forth in Section 4 above until the court acts upon such Stipulation and [proposed] Order or thirty (30) days have passed since lodging of same, whichever is last to occur.

Failure of the court to retain jurisdiction shall not affect the validity of this Agreement or enforceability of its other provisions. The Parties agree that this Agreement is binding, enforceable, admissible, and subject to disclosure in order to enforce this Agreement. 381

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6. Plaintiffs' Releases of Claims. Except for the obligations set forth in this Agreement and any claims relating to a breach of any obligation of City under this Agreement, Plaintiffs, on behalf of themselves and each of their respective officers, directors, shareholders, employees, representatives, partners, joint venturers, agents, attorneys, insurers, assigns, predecessors and successors-in-interest, and anyone acting on their behalf (collectively, the “Plaintiff Parties”) shall and do hereby release, abandon, and waive any and all claims, causes of action, damages, debts, demands, dues, rights of action, suits, sums of money, variances, or obligations of any kind or nature whatsoever, whether or not now known, matured or unmatured, liquidated or unliquidated, absolute or contingent, suspected or unsuspected, that they may have, hold, or own, or might have had, held, or owned against the City and the City's respective officials, agents, attorneys, employees, insurers, officers, representatives, and successors (collectively, the “City Parties”), up to and including the date this Agreement is executed that arise out of or relate to the Action.

7. City's Release of Claims. Except for the obligations set forth in this Agreement and any claims relating to a breach of any obligation of Plaintiffs under this Agreement, the City Parties, shall and do hereby release, abandon, and waive any and all claims, causes of action, damages, debts, demands, dues, rights of action, suits, sums of money, variances, or obligations of any kind or nature whatsoever, whether or not now known, matured or unmatured, liquidated or unliquidated, absolute or contingent, suspected or unsuspected, that they may have, hold, or own, or might have had, held, or owned against the Plaintiff Parties, up to and including the date this Agreement is executed that arise out of or relate to the Action.

8. Waiver of Section 1542. By initialing below, to the fullest extent permitted by law, the Plaintiff Parties and the City Parties (collectively, the “Releasing Parties”), with respect to the releases set forth in Sections 6 and 7 of this Agreement, waive any rights or benefits available to them under California Civil Code section 1542, which provides as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS

THAT THE CREDITOR OR RELEASING PARTY DOES

NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER

FAVOR AT THE TIME OF EXECUTING THE RELEASE

AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMENT
WITH THE DEBTOR OR RELEASED PARTY.
__________ ___________ __________
Hanlee Plaintiffs Stead Plaintiffs City
In connection with such waiver and relinquishment, the Releasing Parties hereby acknowledge that they are aware that they or their attorneys may discover claims or facts in addition to or different from those which they now know or believe to exist with respect to the subject matter of this Agreement or otherwise, but that it is each of the Releasing Parties’ intention hereby to settle and to release, fully, finally and forever, all of the claims known or unknown, suspected or unsuspected, which they now have or may have against each other that arise out of or relate to the allegations set forth in the Action. In furtherance of such intention, the releases given by the Releasing Parties shall be and remain in effect notwithstanding the discovery or existence of any 382

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such additional different claims or facts.

9. Negotiated Settlement. The discussions that produced this Agreement have been conducted with the express understanding between the Parties that they are privileged under California Evidence Code Section 1152, and that such discussions occurred without prejudice to the position of either Party and may not be used in any manner in any proceeding or otherwise, except as may be necessary to enforce or interpret this Agreement, or as otherwise required by law.

10. Attorneys’ Fees and Costs. Each Party is to bear its own attorneys’ fees and costs incurred with respect to the Complaint, the Action, and events leading up to and following the Complaint, including the preparation and execution of this Agreement; provided, however, that in the event of any legal action to enforce this Agreement, the prevailing Party shall be entitled to recover its costs and expenses, including reasonable attorneys’ fees.

11. Voluntary Agreement; Advice of Legal Counsel. The Parties acknowledge that they enter into this Agreement of their own free will; that they have been supplied with and have had had an opportunity to review this Agreement thoroughly with counsel or a representative of their own choosing. The Parties further warrant that they fully understand the effect of this Agreement, approve and accept the terms and provisions of this Agreement, agree to be bound hereby, and each signs this Agreement of their own free will.

12. Authority to Execute. The undersigned each represent and warrant that they have the right, power, legal capacity, and authority to execute this Agreement on behalf of the Party they represent. Each Party represents and warrants to the other Party that the individual signing this Agreement has full authority to execute this Agreement on its behalf, that such individual is acting with the scope of such authority, and that this Agreement is binding upon such Party. Each Party also represents and warrants that no further approval or consent of any person or entity is necessary for them to enter into and to perform its obligations contained in this Agreement.

13. Successors and Assigns. This Agreement is binding upon and will inure to the benefit of any successors and assigns of the Parties.

14. No Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the Parties and their successors and assigns.

15. Construction. This Agreement and its reduction to final written form is the result of good faith negotiations between the Parties through their respective counsel, and any statute or rule of construction that ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement.

16. Modification. This Agreement may not be modified, altered, amended, or otherwise changed in any respect except by a writing executed and signed by all Parties to this Agreement.

17. Governing Law. This Agreement shall be governed by, construed and interpreted in accordance with the laws of the State of California without regard to its principles of conflicts of laws.
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18. Counterparts. This Agreement may be executed in counterparts or by e-mailed signatures, each of which shall be deemed an original, and all counterparts together constitute one and the same instrument.

19. No Admission of Liability. The Parties each understand and agree that the execution of this Agreement does not constitute any admission or concession of liability by any of the Parties on account of any matter related to the subject of this Agreement, liability for which is expressly denied by each of Parties.

20. Parties Bound and Benefited. This Agreement shall be binding upon and inure to the benefit of Plaintiffs, Defendants, and each of their present and former agents, employees, representatives, partners, heirs, beneficiaries, advisors, trustees, co-trustees, attorneys, insurers, shareholders, officers, directors, corporate parents, subsidiaries, affiliates, assigns, and predecessors and successors-in-interest, and anyone acting on their behalf.

21. Cooperation. The Parties shall reasonably cooperate with one another to achieve the objectives and purposes in connection with this Agreement. In so doing, the Parties shall each refrain from doing anything that would render its performance under this Agreement impossible and each must do everything that this Agreement contemplates that the Party shall do to accomplish the objectives and purposes of this Agreement. In all situations arising out of this Agreement, the Parties must each attempt to avoid and minimize the damages resulting from the conduct of the other and must take all reasonably necessary measures to achieve the provisions of this Agreement.

22. Headings. The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way alter, modify, or limit the scope of any portion of this Agreement.

23. Integration. This Agreement contains the entire agreement among the Parties with respect to the matters referred to herein and supersedes all prior agreements (written or oral), drafts, negotiations and communications with respect to those matters. [Signatures on following pages]
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IN WITNESS WHEREOF, the Parties have executed this Agreement effective as of the date first written above.

DEFENDANT:

CITY OF RICHMOND, a charter city of the
State of California
Eduardo Martinez, Mayor
ATTEST:

Pamela Christian, City Clerk
Approved as to Form:

David J. Aleshire, City Attorney
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01337.0039/982293.3
PLAINTIFFS: DKD OF HILLTOP, INC., a California
corporation, dba HANLEES HILLTOP BUICK
GMC
HANLEES HILLTOP, INC., a California
corporation, dba HANLEES HILLTOP TOYOTA
LEEHAN, INC., a California corporation, dba

HANLEES HILLTOP NISSAN
HANLEES SEVEN, INC., a California
corporation, dba HANLEES HILLTOP

HYUNDAI
MICHAEL C. STEAD INC., a California
corporation, dba HILLTOP FORD/KIA
MICHAEL STEAD’S AUTO DEPOT INC., a
California corporation, dba HILLTOP

CHRYSLER JEEP DODGE
Approved as to Form:

Robin R. Baral
Attorney for Plaintiffs
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July 2, 2024
City Council
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Councilmember Cesar Zepeda & Councilmember Gayle
McLaughlin
Subject: Exploring Incentives to Encourage All-Electric Buildings in New Construction
FINANCIAL IMPACT: None.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

Several cities, including Richmond, adopted natural gas bans in newly constructed buildings that were modeled
after the City of Berkeley’s Natural Gas Ban. In
November 2019, the California Restaurant Association
(“CRA”) sued Berkeley claiming the Energy Policy and
Conservation Act (“EPCA”) and state law pre-empted the
Berkeley Ordinance. Upon an appeal, the Ninth Circuit
held that the EPCA preempts building codes like the
Berkeley Ordinance which ban natural gas piping within
new buildings. Given the recent ruling, many cities,
including Richmond, are no longer enforcing their natural gas bans. Therefore, to encourage all electric buildings in new construction, many cities are exploring alternative strategies.

AGENDA
REPORT
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RECOMMENDED ACTION: DIRECT staff to explore incentives to provide to developers that refrain from using natural gas in new
construction buildings and return to City Council in the fall with recommendations – Councilmembers Cesar Zepeda
(510-620-6593) and Gayle McLaughlin (510-620-6636).

DISCUSSION:

Several cities, including Richmond, adopted natural gas bans in newly constructed buildings that were modeled after the City of Berkeley’s Natural Gas Ban. The City Council adopted RMC 9.64.040 on November 16, 2021. In November 2019, the California Restaurant Association (“CRA”) sued Berkeley claiming the Energy Policy and Conservation Act (“EPCA”) and state law pre-empted the Berkeley Ordinance.

Upon an appeal, the Ninth Circuit held that the EPCA preempts building codes like the Berkeley Ordinance which ban natural gas piping within new buildings. Given the recent ruling, many cities, including Richmond, are no longer enforcing their natural gas bans.

Therefore, to encourage all electric buildings in new construction, many cities are exploring other options.

This agenda item requests that the Community Development Department, in consultation with the City Attorney’s Office, work to assess the types of incentives the City can provide to developers to opt out of gas infrastructure(s) in new construction and provide proposed recommendations. Types of incentives that may be assessed may include expedited processing of applications or fee reductions. Staff recommendations can be brought back for City Council consideration upon return from the council meeting recess.

DOCUMENTS ATTACHED:

None
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July 2, 2024
City Council
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Council Member Soheila Bana
Subject: Richmond Fire Department and West Contra Costa Fire Safe Council collaboration for an open house at Fire Station 64 FINANCIAL IMPACT: A combination of departmental funds and donations raised by West Contra Costa Fire Safe Council (WCCFSC) up to
$2,500.

PREVIOUS COUNCIL
ACTION:

None

STATEMENT OF THE
ISSUE:

To educate the public on fire safety, raise awareness
about wildfire prevention, and foster community
engagement.

RECOMMENDED ACTION: APPROVE the collaboration between the Richmond Fire Department and the West Contra Costa Fire Safe
Council (WCCFSC) to host an Open House at Fire
Station 64 on October 6th, in recognition of National Fire Prevention Week and to utilize department funds in
combination with donations raised by WCCFSC not to
exceed $2,500. - Council Member Soheila Bana (510-
672-6743).

AGENDA
REPORT
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DISCUSSION:

The Richmond Fire Department and the West Contra Costa Fire Safe (WCCFSC) have a history of working together to promote fire safety and community awareness. In alignment with National Fire Prevention Week, both organizations propose to host an Open House at Fire Station 64.

This event aims to educate the public on fire safety, raise awareness about wildfire prevention, and foster community engagement. They have previously held two successful Open Houses at Fire Station 63, which have been greatly effective in raising public awareness and fostering community building around safety issues.

This Open House would be held during National Fire Prevention Week, which runs from Sunday, October 6, 2024, through Saturday, October 12, 2024. This week also includes a tribute to the National Fallen Firefighters Memorial.

Event Details:

Date: Sunday, October 6, 2024
Location: Fire Station 64
Organizers: Richmond Fire Department and WCCFSC
Objectives:

Public Awareness: Increase public awareness about fire safety practices, keeping defensible space around properties, and the importance of preparedness for public disasters.

Community Engagement: Strengthen the relationship between the fire department and the community through interactive demonstrations and open dialogue.

Fundraising: Raise donations by the WCCFSC from the businesses to hold such events and support community members with prevention and preparedness Education: Provide educational materials and demonstrations on fire prevention, community preparedness for earthquakes, hazardous materials incidents, and other public disasters.

Activities Planned:
 Station tours and meet-and-greet with firefighters
 Live fire safety demonstrations
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 Information booths providing free smoke detectors courtesy of the Red Cross, along with details on free installation services offered by the fire department  Information about community preparedness for earthquakes, hazardous materials incidents, and other public disasters
 Activities and educational material for children
 Free hotdogs and music to make the event fun and enhance community building Additional Event Highlights:

The Open House will coincide with the reopening of the Booker T. Anderson Community Center, highlighting another significant event in the Parkview neighborhood.

The event aims to rotate Open Houses through various fire stations to benefit as much of the community as possible.

DOCUMENTS ATTACHED:

Attachment 1 – None
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July 2, 2024
Community Development
& Public Works
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Lina Velasco, Director of Community Development
Daniel Chavarria, Director of Public Works
SUBJECT: Sidewalk Vendor Ordinance
FINANCIAL IMPACT: The costs associated with the administration of the sidewalk vending permit program have not yet been
determined. In the short-term enforcement of the
ordinance will be led by Public Works. As part of the
approved Fiscal Year 2024-25 budget, $100,000 has
been allocated to operate a Mobile Vendor Plaza
Program that will be led by Economic Development in
collaboration with Community Development and Public
Works.

PREVIOUS COUNCIL
ACTION:

STATEMENT OF THE
ISSUE:

Recent State enactments and decisions, including
Senate Bill 946, have decriminalized sidewalk vending
and provided guidance on public vending and safety
standards. Cities have express authority to adopt
regulations restricting the time, place, and manner of
sidewalk vending, requiring permits, and establishing
administrative fines for vendor noncompliance. Richmond has experienced a significant influx of sidewalk vending and related concerns such as vendors operating under
conditions posing health and safety hazards to the public, including not having proper health permits for food
vending and blocking of sidewalks, and an increase in
littering associated with lack of proper solid waste
receptacles for vendors. City staff are proposing an
ordinance regulating sidewalk vending to address these
AGENDA
REPORT
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July 2, 2024
and other concerns in a manner consistent with State
law. In addition, Staff is also seeking Council’s
authorization for the City Manager or her designee to
execute any and all agreements necessary to enable and
implement a Mobile Vendor Plaza Program, which would
provide opportunities for sidewalk vendors and other
interested vendors to continue their businesses in a
regulated manner, in exchange for agreements to not
illegally vend in other locations within the City in direct conflict with the proposed ordinance.

RECOMMENDED ACTION: ADOPT an ordinance (second reading) adding new Chapter 7.42 Sidewalk Vending regulations in the
Richmond Municipal Code consistent with state law and
AUTHORIZE the city manager or her designee to
execute any agreements necessary to establish and
implement a Mobile Vendor Plaza Program aimed at
creating opportunities for sidewalk vendors and other
interested parties to continue their businesses in a
regulated and licensed manner. The Ordinance is not a
project under the California Environmental Quality Act
(CEQA), in that it maintains the existing physical
environment and prevents changes in the environment
(CEQA Guidelines Section 15378(a)). It is also exempt
under Guidelines Sections 15060(c)(2) and Section
15061(b)(3) - Community Development
Department/Public Works Department (Lina Velasco 510-
620-6841/Daniel Chavarria 510-620-5478).

SUMMARY:

In recent years, state law enactments and decisions have provided guidance on public vending, which requires updating the Richmond Municipal Code (“RMC”) to ensure consistency and compliance with state law. Additionally, Richmond has experienced an influx of public vending-related concerns, such as vendors operating under conditions posing health and safety hazards to the public, including not having proper health permits for food vending and blocking of sidewalks, and an increase in littering associated with a lack of proper trash receptacles for vendors. These vending concerns are addressed in the ordinance (See Attachment 1).

As such, this proposed ordinance will add a new chapter to the RMC, Chapter 7.42 Sidewalk Vending, establishing regulations for sidewalk vending, including regulations on stationary and roaming vendors, consistent with Government Code section 51036 et seq., and to achieve more efficient enforcement of related violations to promote public health, safety, and welfare.
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The outcome of this ordinance will be to establish permit requirements, provide reasonable time, place, and manner regulations on sidewalk vending, provide greater efficiency for the City of Richmond’s (“City”) enforcement efforts related to vending, ensure enhanced transparency, clarity, and ease of reference for the public concerning regulations related to vending, and ensure continued compliance with State laws to avoid any conflict between State and local law.

Staff is also seeking the City Council’s authorization for the City Manager or her designee to execute any and all agreements necessary to enable and implement a Mobile Vendor Plaza Program. This program will provide opportunities for sidewalk vendors to continue their businesses in a regulated manner in exchange for agreements not to illegally vend in other locations within the City in direct conflict with the proposed ordinance.

BACKGROUND:

In recent years, State law enactments and decisions have provided guidance on public vending, which requires updating the Richmond Municipal Code (“RMC”) to ensure consistency and compliance with state law. Specifically, the passage of Senate Bill (SB) 946 decriminalized sidewalk vending statewide and guided local jurisdictions’ sidewalk vending regulations. The City currently does not have provisions regulating sidewalk vendors in a manner consistent with SB 946; the purpose of the proposed ordinance is to establish a regulatory framework for all sidewalk vendors operating within the public right-of-way to maintain public health, safety, and general welfare that comports with state law.

In Fall 2023, the 23rd Street Merchants and residents raised concerns regarding the increase of sidewalk vendors operating without proper health permits, locating their businesses within parking stalls and paths of travel, and creating risks to public safety.

Since these initial complaints and concerns were raised, City staff have been working with internal and external stakeholders to obtain input on the proposed Mobile Vendor Plaza Program and sidewalk vending ordinance and related provisions.

On several occasions, City staff have convened various stakeholders to discuss key concerns, allowable city regulations and constraints, and develop an ordinance consistent with state law. The Community Development team conducted outreach through virtual and in-person meetings and direct outreach to sidewalk vendors.

DISCUSSION:

Senate Bill(SB) 946 Overview.

The Safe Sidewalk Vending Act, or SB 946, applies to persons who sells food or merchandise from a pushcart, stand, display, pedal-driven cart, wagon, showcase, rack, or other nonmotorized conveyance, or from one’s person, upon a public sidewalk or other pedestrian path. Under SB 946, a city cannot entirely prohibit or criminalize 394

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sidewalk vending. Further, the provisions of SB 946 require local jurisdictions to adopt ordinances consistent with SB 946 to regulate sidewalk vending lawfully. SB 946 is codified in Government Code section 51036 et seq.

Generally, SB 946 provides guidance to local jurisdictions on establishing sidewalk vending regulations relating to time, place, and manner restrictions that are directly related to objective health, safety, and welfare concerns of the city. Namely, SB 946 provides the following expressly permitted regulations:
 Cities may prohibit stationary vendors in residential zones outright, but not roaming vendors. Roaming vendors may be subject to reasonable regulations directly related to objective health, safety, or welfare concerns;  Cities may prohibit sidewalk vendors from locating near certified farmers’ markets, swap meets, or other specially permitted temporary events, but only for the duration of the event;
 Cities may prohibit all sidewalk vending in a park (including beaches or open space areas) if a city has an exclusive concessionaire agreement for that site;  Limitations on hours of operation that are not unduly restrictive. In nonresidential areas, any limitations on the hours of operation for sidewalk vending shall not be more restrictive than any limitations on hours of operation imposed on other businesses or uses on the same street;
 Requirements to maintain sanitary conditions;
 Requirements necessary to ensure compliance with the federal Americans with Disabilities Act;
 Requiring the sidewalk vendor to obtain from the local authority a permit for sidewalk vending or a valid business license;
 Requiring the sidewalk vendor to possess a valid California Department of Tax and Fee Administration seller’s permit;
 Requiring additional licenses from other state or local agencies to the extent required by law (e.g. a Mobile Food Facility Permit issued by Contra Costa County);
 Requiring compliance with other generally applicable laws (e.g. fire safety requirements); and,
 Requiring a sidewalk vendor to submit information on his or her operations.

SB 946 also provides that cities can enact additional regulations provided they serve the objective health, safety, and welfare concerns of the city. The proposed ordinance incorporates the above listed regulations and provides for additional regulations that are directly tailored to the City’s objective health, safety, and welfare concerns.

Additionally, SB 946 imposes limits on local jurisdictions’ enforcement mechanisms.

Cities can no longer criminally prosecute sidewalk vending via criminal infractions or misdemeanors. Instead, violations of local vending regulations can only be via civil fines subject to the following maximum fine amounts:

First Violation Administrative Fine of $100
Second Violation Administrative Fine of $200
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Each Additional Violation Within One Year of the First Administrative Fine of $500 Fourth and Subsequent Violations Revocation of Permit
When specific sidewalk vending permits are required, vending without a permit is punishable by the following increased fine amounts:

First Violation Administrative Fine of $250
Second Violation Within One Year of First Administrative Fine of $500 Each Additional Violation Within One Year of the First Administrative Fine of $1,000 SB 946 also requires local jurisdictions to establish an administrative process to determine one’s ability to pay the administrative fine and related fine hardship waivers.

Contra Costa County Mobile Food Facility (MFF) Permit.

If the sidewalk vendor is selling food, the vendor must also obtain a Mobile Food Facility Permit issued by the Contra Costa County Department of Environmental Health. If a complaint is received that a sidewalk food vendor is allegedly violating provisions of the California Health and Safety Code, a Contra Costa County Department of Environmental Health Inspector will investigate in pairs and if the violation is found, will prepare a Notice of Violation. For the first violation, the Notice of Violation will inform the vendor that they’re in violation of the state Health and Safety Code, cite the specific regulation that they’re violating, and provide outreach documents that contain instructions on how to become compliant. For a second violation, an Inspector from the Department of Environmental Health will contact the vendor again to highlight the violation as well as provide the necessary documentation to be compliant with health and safety codes. In some instances, the cart/pushcart will be impounded by the County.

Summary of Proposed Ordinance
The proposed ordinance will add a new chapter to the RMC, Chapter 7.42 Sidewalk Vending, establishing regulations for sidewalk vending, including regulations on stationary and roaming vendors, consistent with Government Code section 51036 et seq., and to achieve more efficient enforcement of related violations to promote public health, safety, and welfare.

The proposed addition of Chapter 7.42 regulates sidewalk vending in the City in compliance with and consistent with California Senate Bill 946—codified in Government Code section 51036 et seq.—to ensure clear guidance, include constitutionally reasonable time, place, and manner restrictions to promote health, safety, and welfare concerns, and provide for enforcement remedies. Of note:
 RMC section 7.42.030 requires a City business permit and special City business permit for vending operations;
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 RMC section 7.42.040(b), (d) sets forth reasons for City suspension and revocation of permits, and streamlines appeal procedure for permit denial and revocation;
 RMC section 7.42.050 allows for the use of a California driver’s license or identification card, taxpayer identification number or a municipal identification number in lieu of a Social Security Number for licensing;  RMC section 7.42.060 establishes operational standards, including size limitations of carts, times of operation, areas of operation, and requiring vendors to provide adequate trash receptacles;
 RMC section 7.42.070 prohibits vending from carts in certain locations due to health, safety, and welfare concerns;
 RMC section 7.42.080 establishes special requirement for vending in parks;  RMC section 7.42.090 requires that food preparation comply with all State and local licensing requirements; and,
 RMC section 7.42.100 specifies the penalties for violations of the chapter including administrative fines. It allows for any person who receives a fine to request an ability-to-pay determination for a fine reduction and offers the City Manager the discretion to allow community service, waive, or offer an alternative approach.

PUBLIC INPUT AND OUTREACH:

City staff hosted workshops and working group meetings to develop the provisions of the proposed ordinance. In addition, the Public Works Engineering Department prepared a survey of various sidewalk locations throughout the City to tailor locational standards within the ordinance, including ADA compliance, to meet the City’s objectives.

On October 19, and October 23, 2023, staff hosted two Spanish and English Workshops to educate food vendors on the rules pertaining to SB 946 and mobile food permits in coordination with Contra Costa Environmental Health. Vendors were provided information regarding permit requirements and provided an opportunity to set up oneon-one meetings.

PROPOSED FOOD VENDOR PLAZA PROGRAM:

As an incentive to refrain from participating in vending activities in conflict with the proposed ordinance and to provide City-based vendors an opportunity to continue to vend in compliance with City and Health Code rules, it was suggested to establish a Mobile Vendor Plaza. This program would also provide an opportunity to organize and support vendors in obtaining the proper permits.

To inform the development of the program, student interns called and informed individuals who had previously attended other Sidewalk Vending Ordinance meetings, as well as conducted field outreach to participate in a Sidewalk Vendors focus group, on Friday May 24, 2024. During the focus group vendors were asked several questions 397

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including what they sell, what times they sell, the equipment they use, and the location where they typically sell. All of the vendors that participated are from the City and would like to continue their vending within the City. Staff discussed the anticipated ordinance and its potential effect on the current operations of sidewalk vendors. Staff also presented that the proposed Mobile Vendor Plaza Program plans to help vendors get on track to obtain permits to operate safely and legally. City staff recommended three new locations: Marina Bay Farmer’s Market, Civic Center Farmer’s Market, and a location in Downtown Richmond for vendors to sell. Participation in the program would require vendors to agree that they understand the requirements of the proposed ordinance and that their other vending operations will not conflict with the proposed ordinance. The vendors voiced support for hosting the ‘Vendor Plaza,’ ‘Plaza de Vendedores’, on Wednesdays and Thursdays.

Additionally, vendors shared an interest in participating in the Civic Center Farmer’s Market held on Fridays and the Marina Bay Farmer’s Market held on Sundays. The ‘Vendor Plaza’ would be a location with bathrooms, light, a water sanitizing station, adequate space for vendors’ equipment, covered tents/canopies for food safety, and seating for patrons. The vendors, via an operator, would be given a special quarterly permit, similar to the ones held by Farmer’s Market vendors, that would allow them to prepare their food on-site for sale. Furthermore, staff will explore the potential for an additional vendor location to provide vendors an opportunity for supplementary options for vending, as well as encourage more public gatherings, support small businesses, and enjoy food, beverages, and products with their community.

Staff have discussed with the current operator of the Farmer’s Market regarding their ability to operate this program. They have prepared a scope and budget, and staff is seeking City Council authorization for the City Manager or her designee to complete the negotiation and execute the necessary agreements and/or contracts with an operator and other vendors necessary to establish the program within a budget not to exceed the amount budgeted ($100,000) in the FY 2024-25 budget.

FISCAL IMPACT:

The City Council allocated $100,000 in the FY 2024-25 budget to establish the Mobile Vendor Plaza program.

EQUITY GUIDELINES FOR THE MOBILE VENDOR PLAZA PROGRAM:

To help guarantee equity amongst the available spots in the Mobile Vendor Plaza Program, staff considered the following factors:
 Prioritizing equity and allocations to the program for low-income vendors to promote economic sustainability.
 Requiring all vendors who apply to the program to be residents of the City.  Creating a lottery for the remaining spots to eschew any potential biases. 398

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July 2, 2024
 Requiring all vendors to attend an educational workshop that provides information on the City’s sidewalk vending regulations, safety standards, and an opportunity to connect with staff concerning the process for acquiring permits necessary for operation.
 Providing optional, but highly encouraged, office hours to assist vendors with the procurement of applicable Environmental Health permits and City permits; and,  Ensuring broad outreach to neighborhood councils and non-profit and community-based organizations.

ENVIRONMENTAL ANALYSIS:

This proposed ordinance is intended to maintain the status quo. The ordinance will not cause a direct physical change in the environment, nor a reasonably foreseeable indirect physical change in the environment. This action does not constitute the approval of a project under the California Environmental Quality Act (“CEQA”), and it is exempt from CEQA. (Pub. Res. Code § 21065, CEQA Guidelines §§ 15060(c), (2)(3); 15061(b)(3); 15064(d)(3); 15378(a).)
ALTERNATIVE ACTIONS:

The City Council could decide not to pass the ordinance. This could result in immediate and long-term adverse impacts, such as continued aggrieved sentiments on behalf of business owners across the City as well as subsisting concerns for public health and safety with regards to food preparation and compliance.

CONCLUSION:

The City has a substantial interest in promoting compliance with State laws regulating sidewalk vending, discouraging the unpermitted vending of food and drink, promoting compliance with laws prohibiting unsanitary and unsafe food preparation practices, and protecting the public from potentially adverse consequences concerning health and safety. In recent years, the feedback of commercial merchants and restaurateurs operating within primary vending areas of the City has created an apparent need to enforce regulations concerning legal and safe vending practices.

DOCUMENTS ATTACHED:

Attachment 1 – Sidewalk Vending Ordinance
399
ORDINANCE NO. XX-XX

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF RICHMOND TO PROMOTE PUBLIC

HEALTH, SAFETY, AND WELFARE BY ADDING SELECT PROVISIONS TO THE RICHMOND

MUNICIPAL CODE RELATED TO SIDEWALK VENDING TO REGULATE AND ENSURE

CONSISTENCY WITH STATE LAW
WHEREAS, Section VII of Article XI of the California Constitution provides that a City may make and enforce within its limits all local, police, sanitary, and other ordinances and regulations not in conflict with general laws;
WHEREAS, the City Council finds it necessary to update, consolidate, and streamline the Richmond Municipal Code (“RMC”) periodically to comply with recent state law enactments and decisions and to achieve more efficient enforcement of code violations to promote public health, safety, and welfare;
WHEREAS, in light of recent state law enactments and decisions as well as recent efforts to ensure more efficient enforcement of the RMC and other laws which the City is empowered to enforce, the City Council has identified amendments and adoptions to be made to the RMC relating to regulations on sidewalk vendors;
WHEREAS, recent California Senate Bill 946—codified in Government Code sections 51036 to 51039—limited local authorities’ ability to regulate street vendors, including methods of enforcement, and as a result, the City Council has identified key amendments to the RMC to ensure its enforcement scheme complies with these new laws;
WHEREAS, the City wishes to ensure that the RMC’s provisions for sidewalk vending are consistent with State law for accuracy in enforcement and transparency for the public; and WHEREAS, said amendments to the RMC are permitted by law, including the California Constitution, Government Code, and Civil Code.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RICHMOND HEREBY ORDAINS AS FOLLOWS:

SECTION 1: The above recitals are true and correct and are incorporated herein.

SECTION 2: Chapter 7.42 is hereby added to Article 7 of the Richmond Municipal Code and is to read in its entirety as follows:

Chapter 7.42 – SIDEWALK VENDING

7.42.010 – Definitions.

As used in this chapter, the terms listed below shall have the following meaning assigned to them:
“Cart” means a pushcart, stand, display, pedal-driven cart, wagon, showcase, rack, or other nonmotorized conveyance.
“Certified farmers’ market” means a location operated in accordance with Chapter 10.5 (commencing with Section 47000) of Division 17 of the Food and Agricultural Code and any regulations adopted pursuant to that chapter.
“Enforcement Officer" means any City employee or agent of the City with authority to enforce any provision of this code and tasked with enforcement duties under of this chapter. 400
“Roaming sidewalk vendor” means a sidewalk vendor who moves from place to place and stops only to complete a transaction.
“Sidewalk vendor” means a person who sells food or merchandise from a pushcart, stand, display, pedal-driven cart, wagon, showcase, rack, or other nonmotorized conveyance, or from one’s person, upon a public sidewalk or other pedestrian path. Sidewalk vendors include roaming sidewalk vendors and stationary sidewalk vendors.
“Stationary sidewalk vendor” means a sidewalk vendor who vends from a fixed location. “Swap meet” means a location operated in accordance with Article 6 (commencing with Section 21660) of Chapter 9 of Division 8 of the Business and Professions Code, and any regulations adopted pursuant to that article.
“Vend” or “vending” means operating as a sidewalk vendor.

7.42.020 – Applicability and Enforcement.
(a) Applicability. The requirements of this chapter shall not apply to the following persons:
(1) Persons delivering goods, wares, merchandise, or food upon order of, or by agreement with, a customer from a store or other fixed place of business or distribution. (2) Persons selling goods, wares, merchandise, or food from a motorized vehicle, including food trucks.
(b) Enforcement. The requirements of this chapter shall be enforced by enforcement officers from various City departments including but not limited to designated officers from Public Works, Police, and relevant county health department officials. Enforcement procedures include performing regular inspections of vending locations, applying criteria for assessing violations, ensuring ADA compliance, and maintaining public safety, and coordinating with other departments to streamline enforcement procedures and share data.

7.42.030 – Business License and Special Business Permit Required. (a) No person shall operate as a sidewalk vendor without first obtaining, and at all times maintaining, a valid city business license in accordance with Chapter 7.04 of this Article, and complying with all requirements of the business license, unless such person qualifies for an exemption under Chapter 7.04 of this Article.
(b) No person shall operate as a sidewalk vendor without first obtaining, and all times maintaining, a special business permit in accordance with this chapter and complying with all requirements of the permit.
(c) The special business permit shall be valid for one year unless revoked or suspended prior to expiration. An application to renew a special business permit under this chapter shall be made not less than ninety days prior to the expiration of the current permit. A valid business license shall be applied for or renewed concurrently with the special business permit each year. (d) A separate business license and special business permit shall be required for each cart.

7.42.040 – Permit Procedures.
(a) Application. An application for a special business permit for sidewalk vending shall be submitted to the finance department and include all of the following, to the extent applicable:
401
(1) The name, address, and telephone number of the applicant and each person who will operate the cart.
(2) A photo identification of the applicant and each person who will operate the cart. (3) A description of the cart, including the dimensions of the cart, and a photograph of the cart.
(4) A complete list of the food or merchandise to be sold. (5) If the sidewalk vendor is an agent of an individual, company, partnership, or corporation, the name and business address of the principal. (6) The vendor’s California seller’s permit number (California Department of Tax and Fee Administration sales tax number).
(7) A City of Richmond business license.
(8) A copy of any license or permit required from any other state or local agency that is required by law, including, but not limited to, a copy of any required permit from the county health department, if required.
(9) A certification by the applicant that to his or her knowledge and belief, the information contained in the application is true and that the applicant is aware of their duties provided under this chapter.
(10) A list of locations within the City that the sidewalk vendor primarily plans to operate. (b) Denial and Revocation. A special business permit application may be denied, revoked, or not renewed by finance department for any of the following:
(1) The applicant knowingly made any false, misleading, or fraudulent statements of material fact in the application for the permit.
(2) The application was incomplete.
(3) Failure of the sidewalk vendor to notify the finance department within fifteen calendar days of any changes to the facts provided in the special business permit application after the issuance of the permit.
(4) Repeated failure of the sidewalk vendor to comply with the regulations set forth in this chapter as determined by the finance department based on evidence provided to it by enforcement officers. Such repeated failure shall mean more than three violations of this chapter within a 6-month time period.
(5) If the application is for the renewal of a special business permit, the sidewalk vendor must pay all outstanding administrative fines for violations of this Chapter before the special business permit will be renewed.
(c) Notice. Written notice of the finance department’s decision setting forth the grounds for the decision shall be provided to the sidewalk vendor and served in writing. The notice shall advise the sidewalk vendor of the right to file a written appeal. (d) Appeal. Any applicant whose application is denied or whose permit is revoked may appeal such decision to City Manager or their designee within ten calendar days after issuance of the 402
notice of denial or revocation. To seek an appeal, said person must submit a written request for a hearing with a statement setting forth the reasons why the decision did not merit any of the grounds established in Section 7.42.040(b). If the City Manager or their designee does not receive a request within the required period, the right to a hearing is waived and the determination is deemed confirmed and final. If a timely request is received, the City will set a hearing. Written notice of the date, time, and location of the hearing will be provided by the City before the hearing. Failure to receive written notice of the hearing does not invalidate the determination or any hearing. The hearing will be conducted within a reasonable time of being set.

7.42.050 – Identification Numbers – Confidentiality.

Notwithstanding any other requirement in this code, an applicant for a business license or special business permit to operate as a sidewalk vendor shall not be required to submit a social security number for the issuance of such license or permit. In lieu of an otherwise required social security number, the City shall accept a California driver’s license or identification number, an individual taxpayer identification number, or a municipal identification number. Identification numbers submitted under this Section shall not be made available to the public for inspection, shall be treated as confidential, and shall not be disclosed except as required to administer the license or permit program or to comply with a state law or state or federal court order.

7.42.060 – Operational Requirements.
(a) Each cart used by a sidewalk vendor must display a valid special business permit as specified by City standards, which shall be made available by the City. (b) All sidewalk vendors shall comply with the terms and conditions of the special business permit and shall not sell any food or merchandise that was not listed in the special business permit application.
(c) No stationary sidewalk vendor may operate in any residential zone; however, roaming sidewalk vendors shall not be prohibited from operating in such zones. (d) In order to preserve the peace, safety, and tranquility of residential neighborhoods, no roaming sidewalk vendor may operate in any residential zone earlier than 8:00 a.m. or later than 30 minutes before sunset.
(e) In order to prevent obstructions of the public right-of-way, the total display area footprint of the cart, including the cart itself and any accompanying display, signage, or related items, shall not exceed a length of 72 inches, a width of 54 inches, or a height, including roof, awning, or canopy, of 78 inches.
(f) In order to prevent obstructions of the public right-of-way, no sidewalk vendor may set up or allow the use of an additional structure, including a table, crate, carton, or rack, to increase the selling or display capacity of the cart unless such items are explicitly allowed in the special business permit obtained by the sidewalk vendor. No sidewalk vendor may set up any customer seating areas.
(g) In order to preserve sanitary conditions in all public rights-of-way, all sidewalk vendors shall provide a trash receptacle for customers and must ensure proper disposal of customer and vendor trash. The trash receptacle must be large enough to accommodate customer trash without resort to existing trash receptacles located on any block for use by the general public. A sidewalk vendor may not dispose of customer trash in existing trash receptacles on sidewalks. (h) In order to preserve sanitary conditions in all public rights-of-way, all sidewalk vendors shall maintain a clean and trash-free area, including a sanitized and neat appearing cart, within a 10- 403
foot radius around the vendor’s cart during hours of operation and shall ensure that such area is clean and trash-free before relocating or closing.
(i) In order to prevent damage to public property and prevent obstructions of the public right-ofway, no cart may be chained or fastened to any pole, sign, tree, or other object in the public rightof-way. (j) In order to preserve the safety of the public, and prevent misuse of carts, no cart may be left unattended at any time.
(k) In order to preserve the safety of the public, to prevent misuse of carts, and to prevent obstructions of the public right-of-way, no cart may be stored, parked, or left overnight on any public street or right-of-way, or in any public park or other public property. (l) In order to preserve the safety of vehicular travelers, no sidewalk vendor may solicit business from or conduct business with persons in motor vehicles. (m) In order to preserve the safety of vehicular travelers and pedestrians, and to preserve public peace and welfare, no cart may be outfitted with any equipment, signage, or mechanism that endangers or detracts from the health, safety, or welfare of the public by causing an excessive distraction to motorists or interfering with nearby residences, business, or pedestrians including, but not limited to, sound amplification, flashing lights, smoke, steam, bubbles, gas-powered generators, or excessive fumes.
(n) In order to preserve the safety of vehicular travelers and pedestrians, any cart operated before sunrise or after sunset, or in location with insufficient lighting, shall be equipped with sufficient lighting or reflectors to alert pedestrians and vehicular travelers to the presence of the cart. (o) In order to prevent obstructions of the public right-of-way, all signage related to the vending operation shall be affixed to the cart.
(p) In order to preserve sanitary conditions in all public rights-of-way, all sidewalk vendors shall immediately clean up any food, grease, or other fluid or item related to their sidewalk vending activities that are spilled or discharged. Disposal of trash, food, grease, or other materials to any storm drain, creek, or waterway is prohibited. Vendors shall not dump, drain, or discard any fouled, spoiled, or unused product, which includes draining ice coolers, drink containers, and/or miscellaneous containers on the ground.
(q) In order to preserve the safety of the public, all sidewalk vendors shall not use an open flame on or within any cart. Any sidewalk vendor using cooking equipment shall have a fire extinguisher. Propane, natural gas, or butane cylinder tanks must be 20-gallon tanks or less, stored in an upright position during use and positioned in such a way to prevent falling, tipping, and tampering, be properly ventilated, and must contain a shut-off valve and a pressure regulator, having a hose of a type approved for use by the manufacturer with the equipment.

7.42.070 – Location of Carts.

In order to ensure access to public rights-of-way by pedestrians and emergency personnel, and avoid interference with vehicular traffic, certified farmers’ markets, swap meets, and City-permitted special events, sidewalk vendors shall not operate in the following areas of the public right-of-way:
(a) Any area other than a public sidewalk or pedestrian path. (b) Within 15 feet of a fire hydrant, fire call box, or other emergency facility. 404
(c) Within 5 feet of an entrance to or emergency exit of any building or business during the hours that the building or business is open to the public.
(d) Within 10 feet of the outer edge of a driveway or driveway apron. (e) Within 10 feet of a transit stop.
(f) Adjacent to any marked loading zone or bus zone.
(g) Within five feet of a curb return.
(h) Any location that would impede entering or exiting a parked vehicle. (i) Any location that impedes the flow of pedestrian traffic by reducing the clear space to less than four feet or impedes access to or the use of abutting property, including, but not limited to, residences and places of business.
(j) Within 100 feet in any direction of the nearest vendor or concessionaire participating in a certified farmers’ market or swap meet during the operating hours of the certified farmers’ market or swap meet unless vendor has received a permit to vend as part of the certified farmers’ market or swap meet.
(k) Within 100 feet of a City-permitted special event including, but not limited to, parades, concerts, and movie filmings, unless vendor has received a permit to vend as part of the event.

For moving events, vending shall be prohibited within 100 feet of any portion of the approved event route. For stationary events, vending shall be prohibited within 100 feet of the parcel and/or site boundary for the location of the event.
(l) Within 300 feet of the property line of any public or private school grounds between 7:00 a.m. and 6:00 p.m. on school days, and while the same is in use, including for afterschool childcare, enrichment classes and sports.
(m) Upon or within any roadway, median strip, or dividing section. (n) Any public sidewalk location when the straight path would not allow for 48 inches, or as the law updates, of clear width walking space of any sidewalk to be in compliance with Americans with Disabilities Act (ADA) regulations.
(o) Any public sidewalk where there is a 180 degree turn path for sidewalk ramps and corner curbs when the location would not allow for 42 inches approaching the turn, 48 inches at the turn, and 42 inches leaving the turn, or as the law updates, of clear width walking space of any sidewalk to be in compliance with ADA regulations.
(p) Stationary sidewalk vendors shall not vend within 150 feet of another stationary sidewalk vendor.
(q) Stationary sidewalk vendors shall not vend within 150 feet of any permitted outdoor vendor (mobile food vendor) as described in Section 15.04.610.320. (r) Sidewalk vendors are prohibited from entering or encroaching onto private property while engaging in sidewalk vending activities.

7.42.080 – Special Requirements for Vending in City Parks.

Sidewalk vendors vending in parks must comply with all application regulations in this Chapter as well as the following additional requirements:
405
(a) No stationary sidewalk vendor may operate in a City-owned or City-operated park if the operator of the park has signed an agreement for concessions that exclusively permits the sale of food or merchandise by the concessionaire.
(b) No stationary sidewalk vendor may sell or offer for sale any merchandise, article or thing of any kind or nature, including professional services, except in accordance with a sidewalk vending permit issued in accordance with Chapter 7.42, or pursuant to an agreement approved by the City Council.
(c) Sidewalk vendors shall stop vending upon the designated closing time of the park. (d) Vending is permitted between 8:00 am and sunset in parks where there is no designated closing time.
(e) Sidewalk vendors shall not vend within 25 feet of any statue, monument, memorial, art installation, or fountain.

7.42.090 – Special Requirements for the Sale of Food.

All sidewalk vendors that prepare or sell food must be in compliance with all county and State permitting and licensing requirements for the preparation or sale of food.

7.42.100 – Penalties.

For purposes of this section, “sidewalk vending program” refers to the provisions of Sections 7.42.060 through 7.42.090, inclusive, and the requirement to obtain a special business permit pursuant to Section

7.42.030(b).
(a) A violation of any provision in Sections 7.42.060 through 7.42.090, inclusive, may only be punished by the following:
(1) An administrative fine not exceeding one hundred dollars ($100) for a first violation. (2) An administrative fine not exceeding two hundred dollars ($200) for a second violation within one year of the first violation.
(3) An administrative fine not exceeding five hundred dollars ($500) for each additional violation within one year of the first violation.
(4) Rescission of the sidewalk vendor’s special business permit for the term of that permit upon the fourth violation or subsequent violations.
(b) Vending without a special business permit may be punished by the following:
(1) An administrative fine not exceeding two hundred fifty dollars ($250) for a first violation.
(2) An administrative fine not exceeding five hundred dollars ($500) for a second violation within one year of the first violation.
(3) An administrative fine not exceeding one thousand dollars ($1,000) for each additional violation within one year of the first violation.
406
Upon proof of a valid special business permit, an administrative fine imposed under Section 7.42.100(b) shall be reduced to the respective administrative fine set forth in Section 7.42.100(a).
(c) No other fines, fees, assessments, or financial conditions shall be imposed for violation of the sidewalk vending program other than those imposed by Sections 7.42.100(a) and (b). (d) Notwithstanding any other provision of this code, neither a violation of the sidewalk vending program as codified in Sections 7.42.060 through 7.42.090, inclusive, nor a failure to pay an administrative fine, imposed by Section 7.42.100(a) or (b) shall be punishable as an infraction or misdemeanor.
(e) Any person who receives an administrative fine under Section 7.42.100(a) or (b) shall have the right to request an ability-to-pay determination.
(1) The City shall give any such person written notice of his or her right to request an ability-to-pay determination as well as instructions and other materials for requesting an ability-to-pay determination at the time that the administrative fine citation is issued. (2) An ability-to-pay determination may be requested at any time following the issuance of the administrative fine citation until the fine is paid, including when payment of the fine is delinquent or has been referred to a collection program. (3) Upon receipt of a request for an ability-to-pay determination, the City Manager or their designee shall determine whether such person meets the criteria described in subdivision (a) or (b) of Section 68632 of the Government Code. The determination of the City Manager or his or her designee shall be final.
(4) If the person meets the criteria described in subdivision (a) or (b) of Section 68632 of the Government Code, the City shall reduce the fine to twenty percent (20%) of the amount of the fine originally imposed.
(f) The City Manager may, in their discretion, allow a person who receives an administrative fine under Section 7.42.100(a) or (b) to complete community service in lieu of paying the total administrative fine, may waive the administrative fine, or may offer an alternative disposition. (g) Nothing in the Chapter shall be construed to limit the City’s ability to enforce, or remedies for enforcing, laws of general applicability or other provisions of this code against sidewalk vendors, or to take any other enforcement actions against sidewalk vendors that are not prohibited by state or federal law, or which are allowed by this code.

SECTION 3: Severability.

If any section, subsection, paragraph, sentence, clause or phrase of this Ordinance is for any reason held by a court of competent jurisdiction to be unconstitutional or invalid, the remaining portions of this Ordinance shall remain in full force and effect. The City Council hereby declares that it would have passed each section, subsection, paragraph, sentence, clause, or phrase of this Ordinance irrespective of the unconstitutionality or invalidity of any section, subsection, paragraph, sentence, clause or phrase.

SECTION 4: Effective Date.

This Ordinance becomes effective thirty (30) days after its final passage and adoption. -------------------------------------------------
407
First introduced at a regular meeting of the City Council of the City of Richmond held ________________ and finally passed and adopted at a regular meeting held _________________________by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:
_____________________________

CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:
______________________
Mayor
Approved as to form:
______________________
City Attorney
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July 2, 2024
Community Development
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Lina Velasco, Director of Community Development
Jesus M. Morales, Housing Manager
Subject: Contract Amendment with RCF Connects for Unhoused Services
FINANCIAL IMPACT: The City Council accepted and appropriated an Encampment Resolution Round 2 (ERF-2R) award
totaling approximately ~$8.6 million. The City Council
allocated $1.9 million (ARPA funds) in funding for Tenant Protections/Rental Assistance in the approved budget.

The total contract amendment amount is $1,403,658.17
which will be paid for using the project-specific account string: (ERF–2R),13861119-400201, and account string:
(ARPA) 13631063-400201-33001. Specific funding
allocations will be determined later.

Approximately $450,000 of the ARPA funding will be
reallocated from unused funds from amendment no. 3
that were intended for Emergency Shelter Services.

PREVIOUS COUNCIL
ACTION:

December 20, 2022, July 11, 2023, September 12, 2023,
November 28, 2023

STATEMENT OF THE
ISSUE:

In November 2023, the City Council approved
Amendment no. 2 to add $1,111,633.15 to the contract
with the Richmond Community Foundation (RCF) to
administer the Encampment Resolution Fund grant, ERF2R in December 2023, the City Council approved Amendment no. 3 to add $700,000 for Emergency
AGENDA
REPORT
409

Page 2 of 4 ends

July 2, 2024
Shelter Services, as part of the City’s Housing First and Emergency Housing Assistance Programs.

On December 20, 2022 City Council approved a contract
in the amount of $525,000 for the Housing First Program and added an additional $625,084.80 on July 11, 2023
for a total of $1,150,084.80 to provide rental assistance under the housing first program
Former Rydin Road and Castro encampment clients
need additional rental assistance while they are
developing income to become self-sustainable.

Way 2Love, has notified the City they are terminating
their contract for project management and case
management services effective July 31, 2024. The City is in the process of procuring a contract with another
organization to provide project and case management
services including housing assistance payments.

In the interim period to ensure rental payments for clients that are housed are made timely RCF will provide rental payment and case management services until the
replacement organization is contracted with. We expect
RCF will provide this service through October 2024.

RECOMMENDED ACTION: APPROVE a contract amendment No. 4 with RCF to add $1,403,658.17 in additional funding for the Richmond
Housing First Emergency Housing Assistance Programs
and the Encampment Resolution Fund (ERF 2R), for a
total contract amount not to exceed $4,365,376.12, for a term extending through June 30, 2025 – Community
Development (Lina Velasco/Jesus Morales 510-620-
6706).

DISCUSSION:

In December 2022, the City Council approved a $525,000 contract with the Richmond Community Foundation to administer the City’s Housing First and Emergency Housing Assistance Programs. In July 2023, the City Council approved an amendment no. 1 to add an additional $625,084.80 Housing First program funds, a total of $1,150,084.80.

The Housing First Rental Assistance program funds are almost fully expended.

The City Council accepted and appropriated an Encampment Resolution Round 2 award totaling approximately ~$8.6 million. The grant funds include resources for rent assistance and support services, such as case management and housing navigation services. In November 2023, the City Council approved an amendment no. 2 to add 410

Page 3 of 4 ends

July 2, 2024
$1,111,633.15 of ERF–2R funds to have RCF provide case management and housing services to ERF–2R unhoused clients. In November 2023, the City Council approved amendment no. 3 to add $700,000 of ARPA funds for Emergency Shelter Services.

There are approximately 30 former Castro residents and 30 Housing First clients currently housed that require additional rental assistance while working on income development to become self-sustainable. With the additional funding RCF will provide ongoing rental assistance and case management services to approximately 30 former Castro clients, not transferred to ERF-2R, and 30 Housing First clients currently housed.

Way 2Love had a contract with the city for project management, client case management, and housing navigation services for ERF-2R unhoused clients. Way 2Love has informed the city of its intention to terminate their contract effective July 31, 2024.

City staff has been reaching out to other organizations that can provide the case management and housing services previously provided under the Way 2Love contract.

RCF would be providing these services ensuring that rental assistance payments are made, and client continue to receive case management services while the city onboards another service provider. RCF is willing and able to provide the requested service on an interim basis until a contract is executed with a project manager and service provider(s).

City staff will be coming back to City Council with a contract proposal after the summer recess for project management and case management services provider(s).

The ERF-2R program is a valuable resource in addressing challenges faced by the unhoused population including eligible former Castro residents. Approximately 30 Castro residents have been transferred to ERF 2R for continued housing assistance and case management services. These former Castro clients have actively participated in therapy meetings, Staying on Your Feet meetings, following program and housing rules, developing employment skills, and or obtaining stable income through jobs or other benefits they may be entitled to.

The navigation center facilitates providing interim housing and delivery of essential case management services, employment support, and wrap-around services. The program aims to stabilize individuals' housing situations and lessen some of the pressures of transitioning directly into housing.

The additional ERF-2 funds will be used for direct rental assistance payments to landlord participants. Similarly, the additional Housing First funds (ARPA) funds would allow RCF to make rental assistance payments for former Housing First and Castro residents as they work on developing income and becoming self-sustainable. The additional funding will allow RCF to provide case management services to these clients until a new service provider is onboarded.

411

Page 4 of 4 ends

July 2, 2024
Staff recommends approving contract amendment No 4 with Richmond Community Foundation to continue the ERF-2R and Housing First programs to assist unhoused clients with housing assistance and case management services in the amount of $1,403,658.17 for a total not to exceed contract amount of $4,365,376.12, for a term through June 30, 2025, to be funded using the City’s Encampment Resolution Funds Round 2 grant and ARPA funds.

DOCUMENTS ATTACHED:

Attachment 1 – Amendment No. 4
Attachment 2 – Original Contract and Amendments 1-3
412

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:

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

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

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

413
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.
414
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (TERM, PAYMENT LIMIT AND SERVICE PLAN)

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

2. Paragraph 3 (Payment Limit) of the Original Contract is 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 shall not exceed $ including expenses."
“The City of Richmond shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the City Manager if the total Contract amount does not exceed $10,000 or without the prior approval of the City Council if the total Contract amount is over $10,000.”

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

Contract Amendment/EJ/TE 9-26-07
415

EXHIBIT B -BUDGET
Amended Budget FTE Hrs, 91 days Hourly rate
ERF-2R Amendment No 4
Staff Salary FTE Hours Rate
Site Monitor (ERF-2R), 3 months 2 1092 $ 34.00 $ 74,256.00 Benefits @ 23% 23% $ 17,078.88
Total Staff Salary $ 91,334.88
ERF-2R Castro Rental Assistance, 3 months $ 175,000.00
Navigation Center, 3 months, 26 rooms, $99 night, $ 252,252.00 Subtotal ERF-2R Amendment $ 518,586.88
Housing First and Castro clients
Housing First Rental Assistance 6 $ 1,750.00 30 $ 315,000.00 Castro Rental Assistance 6 $ 2,000.00 30 $ 360,000.00
Total Client Assistance $ 675,000.00
Subtotal ERF-2R and HF/Castro $ 1,193,586.88
Indirect costs@ 12% 12% $ 143,230.43
Total $ 1,336,817.31
Contingency 5.0% $ 66,840.87
Total Contract Amendment $ 1,403,658.17
Total Contract $ 4,365,376.12
416
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

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

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

Term Amendment (insert new termination date):________________________

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

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

Term Amendment (insert new termination date):________________________

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

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

Term Amendment (insert new termination date):________________________

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

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

Term Amendment (insert new termination date):________________________

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

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

Term Amendment (insert new termination date):________________________

Service Plan
417
___ 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.

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

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

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

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

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

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

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

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

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

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

418
___ 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.

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.

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.

419
___ 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.

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.

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.

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.

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.

Community Development Lina Velasco
[email protected] (510) 620-6841
9235
RCF Connects (formerly known as Richmond Community Foundation) will administer the Housing First Program and Short Term Emergency Housing Assistance Program.

RCF Connects
3260 Blume Drive, Suite 110
Richmond, CA 94806
James "Jim" Becker, President & CEO
(510) 234-1200 [email protected]
4005-3126 December 31, 2022
December 21, 2022
June 30, 2024
525,000.00
✔

427

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
RCF Connects

428
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:

City of Richmond
See attached scope of work
RCF Connects

429

EXHIBIT A

SERVICE PLAN
In a satisfactory manner as will be determined by the City‘s Project Manager, Contractor shall execute:

1. Service Specification
Richmond Community Foundation (dba as RCF Connects) shall administer the development and implementation of both the Housing First Program and the Short-Term Emergency Housing Assistance Program for the City of Richmond. In partnership with local community-based organizations (e.g., Catholic Charities of the East Bay, Richmond Rotary, Safe Organized Spaces (SoS), Collaborasing, Richmond Neighborhood Housing Services, SparkPoint Contra Costa, R3F, etc.), RCF Connects will develop and implement both programs which will provide unhoused individuals and families with temporary and/or permanent housing options to support health and safety, as well as extensive wraparound services for those in need.

Final decisions regarding program development and implementation, program partners, outreach, performance metrics and goals, budget, and any other program components, will be developed in close collaboration with the City of Richmond.

The following programs include the following major service offerings:

Housing First Program shall help people obtain housing quickly, increase self-sufficiency, and remain housed. The Housing First model is an approach that prioritizes providing safe, stable, long-term housing to unhoused community members and building a community of support around them from which they can pursue personal goals and improve their quality of life. The Core Components of Housing First model shall include:
Identification of Resident Needs
o Leveraging the years of trust building with community members who are unhoused staff and trusted partners will also seek to understand the needs of each person. Creation of a Housing Transition Plan (from unhoused to housed) o Staff will engage community members in a new peer-based planning, problem-solving, and navigation process to move from encampments, address their safety and survival needs, and support their overall health and wellbeing as they transition into housing. The navigation process will:
Assist unhoused individuals in accessing services and Help them plan for the housing resources provided through the Housing First model. Develop a housing transition plan, evaluated regularly, that will include strategies for addressing the needs identified
Housing Identification
o RCF Connects will build on its list of landlords from the Housing First pilot program willing to participate in the program and to regularly update the list of available housing units. In the Housing First Pilot, partners will develop agreements with and ever-growing list of landlord participants in Richmond and across the East Bay Area.

430

EXHIBIT A

SERVICE PLAN
Rent and Move-in Assistance
o Staff will assist with move in support as well as with securing donations of furniture, cooking supplies, and other items needed to help set up each home. RCF will assist with the leasing process and provide payment for up to one year of rent, in advance, for the housing unit. Care Management
o Care Managers will support each person’s transition into housing and help sustain this housing arrangement by serving as a liaison with the person, the landlord, the neighbors, and service providers to develop the network and relationships the person will need to truly thrive.
Access to Services
o Care Managers will work with identified community partners to provide “warm referrals” to services that can meet a resident’s needs (e.g., health, income, etc.) Housing Stability
o Staff and partners will support each person or family in maintaining their housing because their needs have been met (medical, behavioral, mental health), they have income to support their housing (at least 75% of self-sufficient income), and they have built a strong, positive relationship with the landlord and their neighborhoods.

Short-Term Housing Assistance Program will provide rental subsidies or hotel/motel vouchers on an emergency and short-term basis to provide support to move individuals and families experiencing homelessness as rapidly as possible into permanent housing. After intake is performed by a qualified partner, those persons who require additional support will be served through the Housing First program.

The Core Components of the model Short-Term Housing Assistance Program include:
Immediate Financial Assistance
o Reduce eviction and displacement as well as enable rapid housing placements for residents facing safety, domestic violence or other issues that require immediate housing placement.
Financial Management and Coaching
o Provide additional financial and asset-building services to help residents build their own financial safety nets and stabilize their housing
The funding available for direct assistance will include approximately $70,000 from the City of Richmond and $100,000 in additional private and public funds raised by RCF and its partners, bringing the total to $170,000. $30,000 of the City funds are designated for community partners that will provide intake and supportive services.

Program eligibility, to be finalized with City of Richmond staff, may include:
x Richmond community member at imminent risk of losing their permanent housing or having just lost their permanent housing
x Housing-related financial assistance (e.g., hotel/motel, rent, future rent, x utilities)
x Household monthly income must typically support future monthly expenses

431

EXHIBIT A

SERVICE PLAN
x Person experiencing a decrease in income due to a reduction in work hours, layoffs, or termination
x Person experiencing an increase in out-of-pocket medical expenses x Person fleeing domestic violence
RCF and its partners shall provide services in English and Spanish. Should a person require another language in order to receive services, the Care Managers will contact Keylingo Translation services based in Concord, California, or other translation services.

2. Timeline
The proposed timeline for this pilot project is 12 months but the timeline may extend or shorten based on various factors including but not limited to community needed, available budget, etc. The proposed timeline is subject to change and can be amended based on mutual agreement between the City and contractor.

Task/Activities Month
1st Term (January 1 – June 30)
Subcontracts are executed with both Housing First and ShortSubcontracts are complete January 2023 Care Managers job descriptions are complete and posted for hiring. January 2023 Outreach is launched for short-term emergency housing
assistance. Payments are made directly to landlords, hotels etc.

January 2023
Care Managers hired. February 2023
Landlord lists are updated and outreach to new landlords begins.

March 2023
Outreach to hotels/motels begins and agreements are
secured for emergency placements.

April 2023
Unhoused residents and those already in the Housing First program begin process of needs assessment and the
development of a housing transition plan.

April 2023
Housing placements are underway for new residents. April 2023 Care Managers are engaging with residents, landlords and neighbors on a weekly basis.

April 2023
Initial evaluation of metrics occurs. April 2023
Financial review of Short-term assistance occurs. Plan to raise additional funds is implemented.

April 2023
2nd Term (July 1 – December 31)
Quarterly evaluation of metrics occurs. July – October 2023 Financial review of Short-term assistance occurs. July – October 2023 One year review of program takes place December 2023

432

3. Project Outcome and Evaluation
The City, in collaboration with RCF Connects and partners, will establish clear performance metrics and goals after contract execution and prior to the end of the first quarter. The table below will be amended, per the approval of the Director of Community Development, to accurately reflect the needs of community and the shared goals for the program.

Program
Component Program Outcome Indicator/ Measurement Goal Evaluation Method Placement
Provide long term, safe and supportive housing for unhoused members of our community Number of residents served in Housing First Program 12
Tabulation or count reported by Care Managers, partners, and participants Number of residents served in ST Emergency Housing Program 64 Number of landlords participating in the program TBD Percentage of people who remained housed for six months TBD Percentage of people who remain housed for 12 months TBD Sufficiency
Build three key elements of financial stability and prosperity: managing credit, increasing income, and building assets
Percentage of people that increased income and income stability TBD Develop a step-by-step action plan and keep clients on track.

Percentage of people that started part-time or full-time education TBDPercentage of people that started and completed job training TBD Health
Provide access to providers to care for the physical/medical health, behavioral health (including substance use), and mental health of participants Number of households to receive care management services 88 Tabulation or count reported by Care Managers, partners, and participants Number of people that access health care services TBD Number of people that access mental/behavioral health services TBDNumber of people that access other supportive services TBD Type and number of supportive services offered TBD Percentage or people that report they are satisfied with the services they are receiving and that their health issues are being addressed TBD Participant survey
response

433

4. Program Budget
RCF Connects will provide services outlined in the scope of work for a total not to exceed amount of $525,000 ($425,000 for the Housing First program and $100,000 for the Short-Term Emergency Housing Program). The Program Budget can be modified up to the disbursement limit upon request from RCF Connects and approval from the City’s Project Manager.

HOUSING FIRST PROGRAM
Expenditures Richmond
Amount
Private
Donors
Budget Narrative Required Supporting
Documents for Payment
Program Personnel
Staff Salaries and
Benefits
$13,776 $24,326 Project Director; RCF
Controller; Benefits
calculated at 23% if
salaries
Proof of payment (Payroll
records, paystubs, etc.)
Timesheets (name, date,
and hours worked)
TOTAL PERSONNEL COST $13,776 $24,326

Program Cost
Subcontractors $180,000 Care Managers (2) salaries
and benefits calculated at
25% of salaries
Invoice and confirmation
payment, receipt, bank
statement, or cancelled
check
Translation Services $5,000 Translation services for
languages other than
English to Spanish
Rental Assistance $160,000 $144,674 Payments made to
landlords For rent per unit
up to a maximum of 12
months (total assistance
dependent upon
assessment)
Invoice and confirmation
payment, receipt, bank
statement, or cancelled
check
Coaching $15,974 Group peer support for
outreach staff, Care
Managers, and residents
to improve engagement
Invoice and confirmation
payment, receipt, bank
statement, or cancelled
check
Indirect Expense $55,250 $26,000 Administrative salaries, facility rentals, insurance,
financial audits and other
support cost
Invoice and confirmation
payment, receipt, bank
statement, or cancelled
check
TOTAL PROGRAM COST $411,224 $175,674

TOTAL HOUSING FIRST

PROJECT BUDGET
$425,000 $200,000

434

SHORT-TERM EMERGENCY HOUSING ASSISTANCE
Expenditures Richmond
Amount
Private
Donors
Budget Narrative Required Supporting
Documents for Payment

Program Cost
Subcontractors $30,000 Application and Needs
Assessment for Short-term
emergency housing
assistance, including
SparkPoint, Neighborhood
Housing Services, Richmond
Rent Program, etc.

Invoice and confirmation
payment, receipt, bank
statement, or cancelled
check
Rental Assistance $58,000 $100,000 Month rental assistance at ~ $2,000 per unit per month
Invoice and confirmation
payment, receipt, bank
statement, or cancelled
check
Hotel/Motel Vouchers $12,000 Vouchers at ~ $104 per
night
Invoice and confirmation
payment, receipt, bank
statement, or cancelled
check
Indirect Expense (13,000) (26,000) RCF will be subsidizing all indirect cost for this work
TOTAL PROGRAM COST $100,000 $100,000

TOTAL EMERGENCY

HOUSING ASSISTANCE

PROJECT BUDGET
$100,000 $100,000
Expenses for translation services, outreach materials, and any other items necessary to implement the programs which are not explicitly called out in the budget below, will be the responsibility of RCF Connects, unless otherwise approved and agreed upon with the City.

RCF Connects will enter into appropriate agreements with all subcontractors and agree to pay the subcontractors for work performed under this contract. RCF will share said agreements with the City for information purposes. RCF Connects will invoice the City monthly based on the work completed by their organization and/or any subcontractors.

435
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.

Lina Velasco
RCF Connects
Community Development
Lina Velasco

436
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:

RCF Connects
RCF Connects
Lina Velasco
450 Civic Center Plaza
James "Jim" Becker, President & CEO
3260 Blume Drive, Suite 110
Richmond, CA 94806

437
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,

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

39. Performance and Final Acceptance.

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

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

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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.

450
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):

N/A
RCF Connects

451
For the Contract between the City of
Richmond and

EXHIBIT F

RCF Connects

452
___ Exhibit F
___ Section 8
City of Richmond Insurance Requirements – Type 5: