Richmond City Council
July 2, 2024

RESOLUTION NO. ______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RICHMOND, CALIFORNIA, TO APPROPRIATE $250,000 IN ARTS & CULTURE PRIVATE

DEVELOPER FUNDS AND APPROVE CONTRACTS WITH HUNGRY GHOST PRODUCTIONS IN THE AMOUNT OF $210,000, FOR THE INSTALLATION OF A MURAL, AND WITH WILMA WYSS IN THE AMOUNT OF $40,000, FOR THE

INSTALLATION OF MOSAIC TABLETOPS AT THE ALLEN BROTHERS STEAK AND SEAFOOD FACILITY LOCATED AT 211 WEST CUTTING BOULEVARD WHEREAS, the City of Richmond’s Public Art Program Ordinance (Section 6.50.030) requires private developers to provide one percent of the building development costs as a public art contribution; and
WHEREAS, Allen Brothers satisfied this requirement by paying an in-lieu contribution fee for the development at the facility located at 211 West Cutting Boulevard, delegating the on-site art project management process to the City of Richmond Arts & Culture staff; and WHEREAS, a Request for Proposals for designs and installations for a 250-linear-foot mural and eight mosaic tabletops was issued on December 22, 2023, via the City’s BidsOnline system and local public art registries, with an application deadline set for February 5, 2024; and WHEREAS, fifteen applications were received, reviewed, and scored by a selection panel comprised of five stakeholders; and
WHEREAS, two artist teams, Hungry Ghost Productions and Wilma Wyss Design, were selected and confirmed as finalists based on their concept designs celebrating Richmond and creating a positive visual statement; and
WHEREAS, staff recommends approval of two contracts, one with Hungry Ghost Productions in the amount of $210,000 for the installation of the mural, and another for Wilma Wyss in the amount of $40,000 for the installation of the mosaic tabletops at the Allen Brothers Steak and Seafood Facility located at 211 West Cutting Boulevard, for the term beginning July 3, 2024, through June 30, 2025; and
WHEREAS, the City of Richmond has received and accepted the Agenda Report regarding this Resolution; and
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Richmond, California hereby appropriate funding in the amount of $250,000 into the approved Fiscal Year 2024-2025 Arts and Culture Private Developer Fund, and
BE IT FURTHER RESOLVED that the City Council approve two contracts, one with Hungry Ghost Productions in the amount of $210,000 for the installation of the mural, and another with Wilma Wyss in the amount of $40,000 for the installation of the mosaic tabletops at the Allen Brothers Steak and Seafood Facility located at 211 West Cutting Boulevard, for the term beginning July 3, 2024, through June 30, 2025.
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***THE CLERK’S OFFICE WILL COMPLETE THE INFORMATION BELOW**** I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a regular meeting thereof held on July 02, 2024, by the following vote:

AYES:

NOES:
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Reso. No. _____

ABSTENTIONS:

ABSENT:

CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:

Mayor
Approved as to form:

City Attorney
State of California }
County of Contra Costa : ss.

City of Richmond }
I certify that the foregoing is a true copy of Resolution No. _____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on Mmmm dd, yyyy.
_______________________________________
Pamela Christian, Clerk of the City of Richmond
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Economic Development
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Nannette Beacham, Economic Development Director
Lizeht Zepeda, Senior Business Assistance Officer
Kyle Lam, Management Analyst
Subject: Contract with Renaissance Entrepreneurship Center for Assistance for Small Businesses Impacted by COVID-19
FINANCIAL IMPACT: There is no net financial impact towards the general fund.

This initiative is supported with American Rescue Plan
Act (ARPA) funds $650,000 (Account String 13661065-
400201-36033).

PREVIOUS COUNCIL
ACTION:

December 5, 2023

STATEMENT OF THE
ISSUE:

On December 5, 2023, the City Council appropriated
$1,250,000 in ARPA funds to support small businesses
disproportionately impacted by the COVID-19 pandemic.

The City of Richmond issued a Request for Proposals
(RFP) on May 10th, 2024, seeking qualified communitybased providers to deliver the required assistance. There was a total of 9 proposals received. Following a thorough review and interview process, city staff recommend that the City Council approve a contract with Renaissance
Entrepreneurship Center to provide the necessary
support to small businesses impacted by COVID-19.

AGENDA
REPORT
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July 2, 2024
RECOMMENDED ACTION: APPROVE the professional services contracts with Renaissance Entrepreneurship Center to provide
assistance to small businesses impacted by COVID-19,
in an amount not to exceed $650,000 with a term ending
December 31, 2026; and AUTHORIZE the city manager
or her designee to negotiate and approve additional
scope(s) of work, if necessary, for additional amounts not to exceed $100,000 – Economic Development
Department (Nannette Beacham 510-621-1306/Lizeht
Zepeda 510-620-6653/Kyle Lam 510-620-6802).

DISCUSSION:

Background
On December 5th, 2023, the City Council adopted Resolution No. 139-23, appropriating $1,250,000 in American Rescue Plan Act (ARPA) funds towards small business support and use the city’s definition of small businesses via Measure U, which was a business with less than $250,000 in gross receipts, location within a qualified census tract, impacted industries such as barbershops, hair salons, childcare; and businesses that had not already received assistance from federal governments.

Request for Proposals (RFP)
On May 10th, 2024, the City of Richmond released a Request for Proposals (RFP) seeking qualified community-based providers to assist small businesses through eligible avenues. The program aims to support small businesses disproportionately affected by the COVID-19 pandemic. The RFP was disseminated using the City of Richmond’s procurement procedures, with a Q&A period for potential candidates. Proposals were due on June 10th, 2024, and nine proposals were received.

The RFP sought the following activities. An applicant can specialize in one, some, or all of the following activities. Activities should be available in multiple languages based on need and demand.

1. Small Business Training includes but not limited to: business planning, financial management, graphic design, marketing and communications, human resources, legal services, technology solutions, and real estate/property services.

2. One on One Consulting including but not limited to: evaluating and adopting new technology, designing appropriate marketing solutions, setting up bookkeeping and accounting systems, managing employees, building financial skills, and other small business management topics.

3. Access to Capital includes but not limited to: helping businesses identify lenders and other sources of capital, prepare financial documentation, and complete applications for relevant grants and loans.
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4. Other Activities can include development and oversight of business incubators, networking and mentorship opportunities, online marketplaces to sell products and services, and other activities designed to support small business growth.

5. Technical Assistance, Business Incubators, and Grants for start-up or expansion costs for small businesses. Only available to disproportionately impacted small businesses.

6. Grant Administration for small businesses.

Selection Process
A total of nine proposals were received from qualified service providers. An evaluation committee, composed of individuals from the Economic Development Department’s Business Division, the Environmental Health Initiatives (EHI) Division, and the Children and Youth Department, was formed to review each proposal. Using a point-based system, the committee scored each proposal based on the evaluation criteria listed below. The top three proposals were selected by ranking the average scores. The committee's tasks included ensuring each proposal's completeness and narrowing down the options to the top three proposals for interviews.

The following list are the proposals received:

1. Alliance for Community Development

2. CoBiz Richmond

3. East Bay Small Business Development Center

4. Geocko, Inc. dba FORWARD

5. MakeGreenGo Inc.

6. Mitchell Productions

7. Renaissance Entrepreneurship Center

8. Revby LLC

9. Uptima Entrepreneur Cooperative Inc.

Evaluation Criteria
Proposal reflects understanding of the City’s goals and objectives; proposal is complete in its responses to all RFP elements
15%
Proposed Program Model, including service delivery approach, staffing model, and alignment with recognized effective practices 25%
Relevant qualifications and experience, including demonstrated program outcomes and experiences with target small businesses
25%
Cost of proposed services and ability of applicant to leverage in-kind or private/public funding resources
20%
Regional reputation and references 15%
Following the evaluation, the committee narrowed the selection to three proposals based on ranking the average scores of the proposals.

The three finalists were:
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1. East Bay Small Business Development Center

2. Renaissance Entrepreneurship Center

3. CoBiz Richmond
These three teams were invited for virtual interviews. The interviewing panel was composed of the Economic Development Department - Business Division Staff and a staff member of the Economic Development Department of the City of Antioch. Each applicant was informed they would have 10 to 15 minutes to present their proposal, followed by a Q&A session.

Subsequently, after the interview, based on the average rank of the interviewees, Renaissance Entrepreneurship Center was selected.

Renaissance Entrepreneurship Center
Launched in San Francisco in 1985, Renaissance began working in Richmond in 2008.

They introduced off-site small business training classes and consulting services in the Richmond Public Library, partnering with organizations like the Latina Center and the Richmond Chamber of Commerce. In 2014, Renaissance opened their Richmond Center in the Iron Triangle District at 1500 MacDonald Avenue. In 2023, they moved across the street into CoBiz, Richmond’s first coworking space, where Renaissance was a founding partner. Renaissance provides experienced counsel from small business professionals and delivers comprehensive services from inception to planning, access to capital, and ongoing assistance required to start and grow a business. They are locally focused, community-driven, and highly personalized, bringing a compassionate understanding of the needs, skills, challenges, and dreams everyone brings to the table.

Renaissance collaborates extensively with partner organizations throughout the San Francisco Bay Area to deliver comprehensive support for entrepreneurs. These partnerships involve securing capital, sharing best practices, making referrals, and promoting programs and services. Key collaborators include government agencies like the US Small Business Administration (SBA) and East Bay Small Business Development Center (SBDC), along with local entities such as the Richmond Chamber of Commerce, economic development agencies, and community-serving nonprofits.

Among these partners, CoBiz stands out as a pivotal collaborator, where Renaissance has been a tenant since January 2023 and helped establish the space. CoBiz provides a collaborative workspace and vital resources that have proven crucial for small businesses, particularly during challenging times. Renaissance plans to leverage CoBiz for quarterly networking events and outreach to Richmond residents, enhancing awareness of grants and training opportunities while fostering community engagement.

Another significant partner is The Latina Center in Richmond, where Renaissance collaborates to empower Latina women through entrepreneurial training and support.

This partnership focuses on building economic independence and business skills 666

July 2, 2024
through mentorship, workshops, and access to resources. Together, Renaissance and The Latina Center aim to cultivate a supportive environment where Latina women can flourish as business owners, contributing to the economic strength of the Richmond community.

All of Renaissance’s programs and services are free and are designed to meet the needs of entrepreneurs from under-resourced communities and populations. They equip entrepreneurs with the skills, resources, and support needed to develop small business expertise, access capital and networks, build capacity, and position their businesses for success. Renaissance is proposing the following programs and services, in English and Spanish, from July 1, 2024 - December 31, 2026 to 200 aspiring and established Richmond entrepreneurs. Of the 200 clients, approximately 45 eligible business owners will receive grants of $5,000 - $10,000 (totaling $350,000).

Recommendation and Next Steps
City staff is requesting approval for a contract with Renaissance Entrepreneurship Center for technical assistance and grant administration, with a total contract amount not to exceed $650,000. Within this total, compensation to the contractor for these services will not exceed $300,000. The term begins July 3, 2024, through December 31, 2026. Renaissance Entrepreneurship Center has demonstrated an exceptional ability to fulfill the project and outcome of goals of supporting small businesses in the City of Richmond.

Next Steps
Following City Council approval, City staff will finalize the contract with Renaissance Entrepreneurship Center and arrange to begin the program of technical assistance and grants for small businesses. Staff will coordinate to ensure a smooth initiation of the work outlined in their proposals, including setting timelines, establishing points of contact, and detailing deliverables. Regular progress meetings will be scheduled to monitor the advancement of each project and to address any issues promptly.

DOCUMENTS ATTACHED:

Attachment 1 – Request for Proposals Posted Online (RFP) Attachment 2 – Renaissance Entrepreneurship Center Contract Attachment 3 – Scoring Matrix
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REQUEST FOR PROPOSALS (RFP)
Assistance to Small Businesses
Impacted by COVID-19
Economic Development Department
City of Richmond
1322 Canal Boulevard
Richmond, CA 94804
RELEASE DATE: May 14th, 2024
DUE DATE: June 10th, 2024 at 3:00PM
RESPONSES MUST BE SUBMITTED ELECTRONICALLY TO:
www.ci.richmond.ca.us/bids
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Contents
OVERVIEW .................................................................................................................................... 4 ABOUT THE CITY............................................................................................................................ 4 PROJECT BACKGROUND/DESCRIPTION......................................................................................... 5 SCOPES OF SERVICES..................................................................................................................... 5 GOALS........................................................................................................................................ 5 TARGET MARKET ....................................................................................................................... 6 ACTIVITIES ................................................................................................................................. 6 QUALIFICATIONS/EXPERIENCE...................................................................................................... 7 PROPOSAL REQUIREMENTS .......................................................................................................... 7 SELECTION PROCESS ..................................................................................................................... 8 INTERVIEW/PRESENTATIONS .................................................................................................... 8 PRE-AWARD NEGOTIATIONS ..................................................................................................... 9 AWARD...................................................................................................................................... 9 TERMINATION............................................................................................................................... 9 Amendments ...........................................................................................................................10 REPORTING ................................................................................................................................. 10 OUTCOMES ................................................................................................................................. 11 Narratives................................................................................................................................11 Financial Reporting..................................................................................................................11 Outcomes Reporting ...............................................................................................................11 Schedule ..................................................................................................................................12 DOCUMENTATION...................................................................................................................13 PROGRAM EVALUATION AND ASSESMENT .............................................................................13 TIMELINE .....................................................................................................................................14 PROPOSAL SUBMISSION INFORMATION.....................................................................................15 GENERAL GUIDELINES .................................................................................................................15 PUBLIC RECORDS .....................................................................................................................16 INSURANCE REQUIREMENTS ...................................................................................................16 BUSINESS LICENSES .................................................................................................................16 669
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COMPLIANCE WITH CITY ORDINANCES ...................................................................................16 SANCTUARY CITY CONTRACTING ORDINANCE ........................................................................17 COLLUSION..............................................................................................................................17 WITHDRAWAL OF PROPOSAL ..................................................................................................17 OWNERSHIP OF DOCUMENTS ................................................................................................. 17 SPECIAL CONDITIONS..................................................................................................................17 EXHIBIT A ....................................................................................................................................22 DEFINITIONS............................................................................................................................22 ATTACHMENTS............................................................................................................................23 Attachment 1: Insurance Certificate........................................................................................23 Attachment 2: Sanctuary City Compliance Statement.............................................................23 Attachment 3: Standard Services Agreement..........................................................................23 RELEASE DATE May 14th, 2024
CLOSING DATE June 10th, 2024
CONTACT Kyle Lam
Management Analyst
Email: [email protected]
Phone: (510) 620-6802
Lizeht Zepeda
Senior Business Assistance Officer
Email: [email protected]
Phone: (510) 620-6653
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OVERVIEW
The City of Richmond, CA (“City”) is requesting proposals from qualified community-based provider(s) to provide assistance to small businesses through eligible avenues of assistance, as described below. The goal of the program is to provide positive impact to disproportionately impacted small businesses with recovery from the widespread challenges faced because of the COVID-19 pandemic.

The City reserves the right to make one award or multiple awards under this Request for Proposal (RFP), whichever is deemed to be in its best interest. The City also reserves the right to make a partial or full award of the services described below. This RFP describes the project, the required scope of services, the consultant selection process, and the minimum information that must be included in the proposal. Failure to submit information in accordance with the RFP requirements and procedures may be cause for disqualification. The anticipated term of this contract will be until December 31, 2026. There will be no option to renew. This one-time ARPA related project prohibits modifications. Under the terms of this ARPA related project no extensions will be granted.

Respondents are required to read and understand all information contained within this entire proposal package. By responding to this RFP, the Respondent agrees to have read and understand these documents.

The total amount of funding under this program is $650,000. Of this amount, $350,000 shall be designated for grants to small businesses, equating up to $10,000 each for 35 businesses.

Expected Start Date: July 1st, 2024
End Date: December 31, 2026

ABOUT THE CITY
The City of Richmond was chartered as a city in 1909 and is located 16 miles northeast of San Francisco, directly across the San Francisco Bay. The City operates a Council-administrator form of government consisting of six council members and a mayor.

Richmond’s population is 116,448. Richmond is one of the region’s most diverse communities:

44.0% of residents identify as Hispanic or Latino, 18.3% identify as Black or African American alone; 17.5% identify as White alone (not Hispanic or Latino), and 14.2% identify as Asian alone.

Richmond is home to a multi-modal transit hub that includes Bay Area Rapid Transit (BART), Amtrak, AC Transit, a marina, diverse commercial business corridors, retail shopping including 671
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small businesses, and restaurants, as well as recreational and cultural amenities, and 32 miles of shoreline. This all contributes to making Richmond among California's most desirable communities in the San Francisco Bay Area.

The City of Richmond provides a full range of municipal services, including police and fire protection; public works, maintenance of city streets, parks, and planning and building infrastructure services; library services; stormwater and municipal sewer systems; operation of a wastewater treatment facility; and the administration of recreational activities and cultural events. The city also operates the Richmond Memorial Convention Center and city-owned terminals at the Port of Richmond.

To become better acquainted with the City, please visit the City’s website at www.ci.richmond.ca.us

PROJECT BACKGROUND/DESCRIPTION
The City of Richmond has received the U.S. Department of the Treasury’s American Rescue Plan Act (ARPA) funds to support the City of Richmond’s response to and recovery from the COVID19 public health emergency. The funding obligation deadline for ARPA funds is December 31, 2024. The ARPA expenditure deadline is December 31, 2026. On December 5th, 2023, the Richmond City Council earmarked $1.25 million of the funds towards small business assistance.

Impact of COVID-19 on Small Businesses
The City of Richmond recognizes that small businesses have faced widespread challenges due to the pandemic, including periods of shutdown, declines in revenue, and/or increased costs. It is also recognized that there was a disproportionate impact on businesses where pre-existing disparities have compounded on the pandemic’s effects.

SCOPES OF SERVICES
GOALS
This RFP seeks to accomplish the following goals:

1. To help small businesses in the City of Richmond who have been impacted by the pandemic to stabilize and grow.

2. To help and build capacity for impacted and disproportionately impacted small businesses through eligible assistance measures.
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TARGET MARKET
In accordance with the US Department of Treasury’s recommended use of Coronavirus State and Local Fiscal Recovery Funds (SLFRF), applicants must provide services to “small businesses” which are defined as:
• Have no more than 500 employees, or if applicable, the size standard in number of employees established by the Administrator of the Small Business Administration for the industry in which the business concern or organization operates, and • Are a small business concern as defined in section 3 of the Small Business Act 8 (which includes, among other requirements, that the business is independently owned and operated and is not dominant in its field of operation).

In addition to the above requirements, the small business shall be either impacted or disproportionately impacted:

Impacted Small Business
• Decreased revenue or gross receipts;
• Financial insecurity;
• Increased costs;
• Capacity to weather financial history;
• Challenges covering payroll, rent or mortgage, and other operating costs Disproportionately Impacted Small Business
o Small Businesses located in Richmond operating in Qualified Census Tracts

ACTIVITIES
The following activities are sought by the City. An applicant can specialize in one, some, or all of the following activities. Activates should be available in multiple languages based on need and demand. All applicants in addition must have an community engagement plan. Activities must be free to participant(s):
• Small Business Training including but not limited to: business planning, financial management, graphic design, marketing and communications, human resources, legal services, technology solutions, and real estate/property services. • One on One Consulting including but not limited to: evaluating and adopting new technology, designing appropriate marketing solutions, setting up bookkeeping and accounting systems, managing employees, building financial skills, and other small business management topics.
• Access to Capital including but not limited to: helping businesses identify lenders and other sources of capital, prepare financial documentation, and complete applications for relevant grants and loans.
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• Other Activities can include: development and oversight of business incubators, networking and mentorship opportunities, online marketplaces to sell products and services, and other activities designed to support small business growth. • Technical Assistance, Business Incubators, and Grants for start-up or expansion costs for small businesses. Only available to disproportionately impacted small businesses. • Grant Administration for small businesses. Only available to disproportionately impacted small businesses.

NOT ELIGIBLE
• Broker Services
• Diversity, Equity, and Inclusion Training

QUALIFICATIONS/EXPERIENCE
Applicants can be a nonprofit 501(c)(3), for profit or social enterprise entity eligible to do business with the City of Richmond.

Applicants must have at least three (3) years of previous experience working with small business owners, especially lower-income individuals, people of color, immigrants, and other historically underserved and/or disadvantaged populations.

PROPOSAL REQUIREMENTS
Proposals should include the following information:
• Organizational Experience: Describe the applicant’s history, services, target market, and prior outcomes related to helping small businesses launch, stabilize and grow.

Applicants should also describe their understanding of the challenges and barriers that business owners experienced during the peak of COVID-19 and the ability to navigate the local small business resource landscape.
• Target Businesses: Describe how you will promote and champion the small business support program to eligible small businesses in the City and your experience doing previous similar outreach and support.
• Proposed Activities and Outcomes: Describe the programs and services that you will deliver, including intended outcomes, to meet the RFP’s goals and activities as described in the Scope of Services.
• Community Partnerships/Community Engagement Plan: Describe how you will collaborate with existing community service providers to support the target business population and accomplish the proposed activities and outcomes. • Staffing: Describe your staffing plan including names, titles and relevant qualifications. 674
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• Timeline: Include all major milestones and target dates, as appropriate. • Budget: Include a spreadsheet, which provides line-item expenses along with descriptions if necessary to accomplish the proposed activities and outcomes. No more than 15% of the total budget may be allocated to overhead/administrative expenses. • References: Provide a minimum of three Letters of Support or Letters of Reference from community-based organizations or participants who have benefitted from the Applicant’s services.

SELECTION PROCESS
The Economic Development Director may appoint a selection committee to review the responses and perform the evaluation. The information in each proposal will be reviewed and evaluated based on the following criteria:

Evaluation Criteria
Proposal reflects understanding of the City’s goals and objectives; proposal is complete in its responses to all RFP elements
15%
Proposed Program Model, including service delivery approach, staffing model, and alignment with recognized effective practices
25%
Relevant qualifications and experience, including demonstrated program outcomes and experience with target small businesses
25%
Cost of proposed services and ability of applicant to leverage in-kind or private/public funding resources
20%
Regional reputation and references 15%

INTERVIEW/PRESENTATIONS
Upon request of the City of Richmond, Respondents may be requested to give an oral presentation/demonstration on the proposal, which would include a detailed analysis of how each of the RFP/RFP requirements would be addressed should Offeror receive the award. An inperson presentation is preferred but City staff will work with the vendor to determine what is feasible. The demonstration shall be conducted at no cost to the City. The purpose of the presentation is to verify the vendor’s capability, suitability, and adaptability to the performance requirements stipulated in this solicitation.

The City will schedule the interview date, time, and location with the successful finalists. If the vendor fails to participate in the interview on the specified date stipulated, the City may elect to reject the proposal or to re-schedule at its discretion.

Respondents are not guaranteed an opportunity to have an interview. Respondents may be eliminated from consideration based solely on inability to meet minimal requirements and/or review of written proposals. The City shall be the sole judge of the acceptability of the proposal in conformance with the specifications and its decision shall be final. 675
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Respondents will be given at least two (2) weeks advance notice if required to make a presentation.

PRE-AWARD NEGOTIATIONS
After the proposals are opened, but prior to award, the City may elect to conduct negotiations with the highest ranked respondents for purposes of:
• Resolving minor differences and information
• Clarifying necessary details and responsibilities
• Emphasizing important issues and points
• Receiving assurances from respondents
• Cost/budget clarifications
Selection may be made without further discussion, negotiations or Respondent’s presentations; therefore, Respondent shall offer the most favorable terms in response to this RFP/RFP.

Respondent must demonstrate an understanding of the scope of service to be provided and the ability to accomplish the tasks set forth. Respondent shall include information that will enable the City to determine the Respondent’s overall qualifications. The City reserves the right to request additional information or clarification on any matter included in the proposal response, to enable the City to arrive at a final award decision.

AWARD
When the Review Panel has completed its work, City staff will then recommend the City Manager for approval. The award of a contract to the successful respondent will be at the discretion of the City Manager/City Council. The services provided by the successful bidder shall be governed by a Standard Services Agreement (Attachment 3).

TERMINATION
Each proposal will be evaluated by the Economic Development department based on its performance in relation to the program's objectives and its specific area of responsibility. In the event of a substantial breach, the Economic Development department retains the right to end the contract. For the purposes of the Program, a material breach may include, but not be limited to:
• Failure to adhere to set Program deadlines, including failure to submit reports on time. • Failure to comply with metric reporting regulations.
• Failure to follow the rules for narrative reporting.
• Failure to comply with record-keeping or financial reporting obligations. • Failure to comply with the scope of work specified in the contract. 676
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• Not getting in touch with the Economic Development department in a timely manner. • Failure to expend money as specified in the agreement promptly.

In the event of termination, the City Of Richmond is only required to reimburse the recipient for all allowable and unavoidable costs reasonably incurred by the recipient in carrying out its obligations under the agreement as of the terminating event's effective date or during any other period designated by the parties to permit project closeout activities, as determined appropriate by the Economic Development department. The Economic Development department must be notified via email at [email protected] within 48 hours if a recipient has received notice from a federal or private funding partner that the cooperative agreement is about to expire or that the recipient's operations are being put on probation. Future eligibility may be impacted by failure to notify the City Of Richmond.

Amendments
This one-time ARPA related project prohibits modifications. Under the terms of this ARPA related project no extensions will be granted.

REPORTING
The submission of accurate and comprehensive performance reports as well as financial reports is the responsibility of authorized representatives of the selected provider(s). Authorized Representatives are in charge of obtaining accurate and comprehensive performance reports from sub-recipients where applicable. All required reports must be submitted to the Economic Development department by the Authorized Representative after being examined and accepted. Reports will be sent to the Economic Development department via email.

The selected provider(s)’ reports, or portions thereof, may be made available to the public.

Within forty-five (45) calendar days following the start of the first billing month, Recipients shall provide a performance report to The Economic Development department via email. Within forty-five (45) days after the project's conclusion, a second report will be necessary. The recipient is required to provide the Economic Development department a final report that includes the research results and any related marketing materials.

As part of the application, the recipient must suggest additional reporting milestones, such as interim reports and/or updates to the Economic Development department. The Economic Development department will decide on the precise and comprehensive reporting schedule and share it with the recipient.

The Economic Development department may review payment for the following:
• Reports are not submitted on time
• Reports are found to be insufficient
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• Reports are found to be incomplete,
Future eligibility for The Economic Development department funding may be impacted by late reporting. The Economic Development department maintains the right to audit data presented in performance reports by requesting further documentation, conducting on-site visits, speaking with clients served, or confirming other data as necessary to confirm the data in the performance report.

OUTCOMES
Narratives
The narrative report must be written in Calibri style 12 font in Microsoft Word. An additional report that summarizes the information in the narrative report can be created in PowerPoint format.

Financial Reporting
The following information will be included in the financial report template together with the invoice template:
• Description of non-labor expenses, research and marketing costs, reimbursement timeframes, and a signature from an authorized representative attesting to the accuracy of the information
Outcomes Reporting
The work completed, the results obtained, the advancement made in relation to the project submission plan, and the justification of the cost categories billed must all be detailed in the performance narrative. For instance, if 80 hours were billed to marketing, we would anticipate a detailed description of the work involved (e.g., did staff establish a marketing strategy or carry out a social media campaign aimed at underrepresented businesses) to be provided. If research expenses were incurred, please describe the nature of the study as well as any pertinent findings and effects. Please also explain how the provider was able to focus outreach and marketing efforts on Richmond businesses and entrepreneurs achieve its objectives. The state of Richmond’s small businesses should be examined, with an emphasis on how the COVID-19 Pandemic and COVID-19 have affected them. For definitions of activities and outcomes reporting please reference Exhibit A. The Economic Development department frames performance around econometrics such as:

1. Total amount of Training Sessions

2. Total amount of Clients Trained

3. Total amount of New Clients Trained

4. Total amount of Unique Clients Trained
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5. Total amount of Consultation Sessions

6. Total amount of Clients Consulted

7. Total amount of New Business Owners Consulted

8. Total amount of Unique Business Owners Consulted

9. Total amount of Current Business Owners Consulted

10. Total amount of Businesses Started

11. Total amount of Businesses Closed

12. Total amount of Businesses Sustained

13. Total amount of Full Time Jobs Created

14. Total amount of Part Time Jobs Created

15. Total Dollar Amount Increase In Sales

16. Total Amount of New Customers

17. Total Amount of New Contracts

18. Total Amount Of Loans

19. Total Dollar Amount of Loans

20. Total Amount Of Debt Paid Off

21. Total Dollar Amount of Equity Capital
Organizations are encouraged to include social metrics so long as they can be backed with verified evidence. Examples may include but are not limited to:
• # of new bank accounts per family
• % of debt reduction per family
The final study output ought to provide a foundation for future work on equity and disaster resilience within the ecosystem of small company technical assistance as well as work on equity and disaster resilience carried out by the Economic Development department of the City of Richmond.

Schedule

PROGRAM PERIOD REPORTING
PERIOD
July 1 2024 – September 30 2024 1
October 1 2024 – December 31 2024 2
January 1 2025 – March 31 2025 3
April 1 2025 – June 30 2025 4
July 1 2025 – September 30 2025 5
October 1 2025 – December 31 2025 6
January 1 2026 – March 31 2026 7
April 1 2026 – June 30 2026 8
July 1 2026 – September 30 2026 9
October 1 2026 – December 31 2026 10
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Additionally monthly and bi-monthly check-ins are required. Presentations to City Council or Commissions may occur to provide updates. Reports that contain insufficient statements are incomplete.

DOCUMENTATION
The selected provider(s) are required to keep full financial, programmatic, legal compliance audits and examinations of performance in the Program for up to five fiscal years in order to receive reimbursements and to assist these audits and examinations. Funds must also be linked to the program for which they were allocated. The selected provider(s) shall make such records available to the Economic Department upon request. A spreadsheet used by the host organization and subrecipient organizations (i.e. subcontracted small business resource providers and subcontracted contractors to reconcile financial bills and disbursement journals • Support for all charges under the agreement, including canceled checks, vendor invoices, disbursement ledger, and journal entries.
• The reimbursement invoices for expenses supplied by the subcontracted Service Centers, along with any relevant supporting records (such as disbursement ledgers or a comparison of actual and planned spending);
• Payroll data for workers whose salaries are deducted from the agreement. The required standard must be upheld by the recipients and subrecipients for the full-time and parttime staff members assigned to the program. This might comprise, but isn't limited to, activity reports, appointment letters or contracts, performance reviews, and payroll journals.
• Timesheet with backup

PROGRAM EVALUATION AND ASSESMENT
The Economic Development department will keep track of the selected provider(s) progress.

Regularly reviewing performance and financial report data will be part of this monitoring. A check of client files, client fees, training, marketing and administrative invoices, cost-share obligations, and general operations are just a few of the possible inquiries and program assessments that the Economic Development may do to confirm performance. Reviews of programs can be done on-site or remotely. By speaking with the customers who received support from a Center, the Economic Development department may further examine claimed business aid. No later than five working days prior to the program evaluation, staff will provide instructions and notify selected provider(s) by email if they have been chosen for a program review.
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Between program evaluations, the Economic Development department is not tasked with monitoring the selected provider(s) performance. Additionally, the Economic Development department disclaims responsibility for any information that is.

TIMELINE

DATE DELIVERABLE
September 31st, 2024 Reporting Period #1 Ends
October 31st, 2024 Reporting Period #1 - Progress Report Due October 31st, 2024 Reporting Period #1 – Invoice Due
December 31st, 2024 Reporting Period #2 Ends
January 30th, 2025 Reporting Period #2 - Progress Report Due January 30th, 2025 Reporting Period #2 – Invoice Due
March 28th, 2025 Reporting Period #3 Ends
April 30th, 2025 Reporting Period #3 - Progress Report Due April 30th, 2025 Reporting Period #3 – Invoice Due
June 30th, 2025 Reporting Period #4 Ends
July 31st, 2025 Reporting Period #4 - Progress Report Due July 31st, 2025 Reporting Period #4 – Invoice Due
September 31st, 2025 Reporting Period #5 Ends
October 31st, 2024 Reporting Period #5 - Progress Report Due October 31st, 2024 Reporting Period #5 – Invoice Due
December 31st, 2025 Reporting Period #6 Ends
January 30th, 2025 Reporting Period #6 - Progress Report Due January 30th, 2025 Reporting Period #6 – Invoice Due
March 28th, 2025 Reporting Period #7 Ends
April 30th, 2025 Reporting Period #7 - Progress Report Due April 30th, 2025 Reporting Period #7 – Invoice Due
June 30th, 2025 Reporting Period #8 Ends
July 31st, 2025 Reporting Period #8 - Progress Report Due July 31st, 2025 Reporting Period #8 – Invoice Due
September 30th, 2026 Reporting Period #9 Ends
October 31st, 2026 Reporting Period #9 - Progress Report Due October 31st., 2026 Reporting Period #9 – Invoice Due
December 31st ,2026 Reporting Period #10 Ends
December 31st ,2026 Reporting Period #10 - Progress Report Due December 31st ,2026 Reporting Period #10 – Invoice Due
December 31st, 2026 Administrative review/Final Summary Report Due 681
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PROPOSAL SUBMISSION INFORMATION
Electronic Proposals shall be submitted via the City’s secure online bidding system. All required sections of the proposal must be submitted via the website. Respondent is solely responsible for “on time” submission of their electronic proposal. The Bid Management System will not accept late proposals and no exceptions shall be made. Respondents will receive an e-bid confirmation number with a time stamp from the Bid Management System indicating that their proposal was submitted successfully. The City will only receive those proposals that were transmitted successfully. The proposal must be received no later than 3:00 p.m., local time, on June 10th, 2024. The proposal and any required certifications shall be signed by an individual or individuals authorized to execute legal documents on behalf of the Respondent.

All questions must be submitted via the electronic BidsOnline system on the Q&A tab by May 24th at 3:00 PM. If the City finds it necessary to issue an addendum, prospective Respondents will receive e-mail notification of addendum. Otherwise, answers to questions received will be provided on the Q&A tab and notification will be sent by May 29th by 3:00 PM. It is the proposer’s responsibility to periodically check the BidsOnline website www.ci.richmond.ca.us/bids for any possible Addenda to the RFP that may have been posted.

Any party submitting a proposal shall not contact or lobby any City Council member, City official, employee (except those specified for contact) or agent regarding the RFP. Any party attempting to influence or circumvent the RFP, bid submittal, and review process shall have their proposal rejected for violating this provision of the RFP.

Interested parties may download copies of the abovementioned proposal by visiting the City's web site, www.ci.richmond.ca.us/bids. To download the RFP, new Respondents will be required to register. Once the Respondent downloads any documents relative to a solicitation, that Respondent's name will appear on the Prospective Bidders list for that project and will receive any addenda or notifications relating to the RFP.

GENERAL GUIDELINES
This RFP/RFP does not commit the City of Richmond to award a contract, to defray any costs incurred in the preparation of a proposal pursuant to this RFP, or to procure or contract for work. The City of Richmond may reject a proposal without providing the reason(s) underlying the declination. A failure to award a contract to the proposer with the lowest cost proposal shall not constitute a valid cause of action against the City of Richmond. The City shall not be responsible for work done, even in good faith, prior to final approval of the proposed contract.

The City may investigate the qualifications of any respondent under consideration, require confirmation of information furnished by the respondent, and require additional evidence or qualifications to perform the Services described in this RFP. 682
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The City reserves the right to:

1. Reject any or all proposals.

2. Issue subsequent Requests for Proposal.

3. Postpone opening for its own convenience

4. Remedy technical errors in the Request for Proposal process.

5. Negotiate with any, all, or none of the Respondents.

6. Solicit best and final offers from all or some of the Respondents.

7. Select one of more Respondents.

8. Accept other than the lowest proposed fees.

9. Waive informalities and irregularities in proposals.

PUBLIC RECORDS
All proposals submitted in response to this RFP/RFP become the property of the City of Richmond and public records and, as such, may be subject to public review. Documents protected by law from public disclosure will not be disclosed by the City of Richmond if clearly marked with the word "confidential" on each applicable page. Trade secrets may be marked as confidential only to the extent they meet the requirements of California Government Code section 6254.7. Only information claimed to be a trade secret at the time of submittal to the City of Richmond and marked as "confidential" will be treated as a trade secret.

INSURANCE REQUIREMENTS
The City of Richmond requires consultants doing business with it to obtain insurance, as shown in RFP/RFP Attachment 1. The required insurance certificates must comply with all requirements of the standards as shown and must be provided within fifteen (15) days of issuance of the Notice of Intent to Award and prior to the commencement of any work on the Project.

BUSINESS LICENSES
The successful Respondent and all subcontractors used in the work will be required to hold or to obtain a City of Richmond business license for which the fee will not be waived.

COMPLIANCE WITH CITY ORDINANCES
The contractor and all subcontractors shall comply with the City of Richmond Nondiscrimination Clauses in City Contracts Ordinance (Richmond Municipal Code (RMC) Chapter 2.28), Business Opportunity Ordinance (RMC Chapter 2.50), Local Employment Program Ordinance (RMC Chapter 2.56), Living Wage Ordinance (RMC Chapter 2.60) and Ordinance Banning the Requirement to Provide Information of Prior Criminal Convictions on all Employment Applications (“Ban the Box”) (RMC Chapter 2.65), which are incorporated into the Contract Documents by this reference.
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SANCTUARY CITY CONTRACTING ORDINANCE
The Richmond Sanctuary City Contracting Ordinance No. 12-18 prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Bidders/Proposers must submit the Sanctuary City Compliance Statement (Attachment 2) with their Bid or Proposal.

COLLUSION
By submitting a proposal, each respondent represents and warrants that its proposal is genuine and not false or collusive or made in the interest of, or on behalf of any person not named therein; that the respondent has not directly or indirectly induced or solicited any other person to submit a false proposal, or any other person to refrain from submitting a proposal; and that the respondent has not, in any manner, sought collusion to secure any improper advantage over any other person submitting a proposal.

WITHDRAWAL OF PROPOSAL
A respondent may withdraw their proposal before the expiration of the time for submission of proposals by delivering to the Finance Department a written request for withdrawal signed by, or on behalf of, the respondent.

OWNERSHIP OF DOCUMENTS
All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems and any other materials produced for the Project shall be the sole and exclusive property of the City. No such materials or properties produced in whole or in part for the Project shall be subject to private use, copyrights or patent rights by Respondent in the United States or in any other country without the express written consent of the City. The City shall have unrestricted authority to publish, disclose (except as may be limited by the provisions of the Public Records Act), distribute, and otherwise use, copyright or patent, in whole or in part, any such reports, studies, data, statistics, forms or other materials or properties produced for this project.

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

In addition to the General Conditions set forth herein, Contractor (referred to herein as “Recipient”) shall comply with the terms and conditions set forth in the U.S. Department of the Treasury Coronavirus Local Fiscal Recovery Fund Award terms and conditions which are attached hereto and incorporated herein by this reference. If there are any conflicts between 684
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the terms and conditions set forth in the General Conditions and the terms and conditions set forth in the U.S. Department of the Treasury Coronavirus Local Fiscal Recovery Fund Award Contract Provisions, the terms and conditions set forth in the U.S. Department of the Treasury Coronavirus Local Fiscal Recovery Fund Award Contract Provisions shall take precedence and shall prevail.

1. Use of Funds.
a. Recipient understands and agrees that the funds disbursed under this award may only be used in compliance with section 603(c) of the Social Security Act (the Act), Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing.
b. Recipient will determine prior to engaging in any project using this assistance that it has the institutional, managerial, and financial capability to ensure proper planning, management, and completion of such project.

2. Period of Performance. The period of performance for this award begins on the date hereof and ends on December 31, 2026. As set forth in Treasury’s implementing regulations, Recipient may use award funds to cover eligible costs incurred during the period that begins on March 3, 2021, and ends on December 31, 2024.

3. Reporting. Recipient agrees to comply with any reporting obligations established by Treasury as they relate to this award.

4. Maintenance of and Access to Records
a. Recipient shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. b. The Treasury Office of Inspector General and the Government Accountability Office, or their authorized representatives, shall have the right of access to records (electronic and otherwise) of Recipient in order to conduct audits or other investigations.
c. Records shall be maintained by Recipient for a period of five (5) years after all funds have been expended or returned to Treasury, whichever is later.

5. Pre-award Costs. Pre-award costs, as defined in 2 C.F.R. § 200.458, may not be paid with funding from this award.

6. Administrative Costs. Recipient may use funds provided under this award to cover both direct and indirect costs.
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7. Cost Sharing. Cost sharing or matching funds are not required to be provided by Recipient.

8. Conflicts of Interest. Recipient understands and agrees it must maintain a conflict of interest policy consistent with 2 C.F.R. § 200.318(c) and that such conflict of interest policy is applicable to each activity funded under this award. Recipient and subrecipients must disclose in writing to Treasury or the pass-through entity, as appropriate, any potential conflict of interest affecting the awarded funds in accordance with 2 C.F.R. § 200.112.

9. Compliance with Applicable Law and Regulations.
a. Recipient agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Recipient also agrees to comply with all other applicable federal statutes, regulations, and executive orders, and Recipient shall provide for such compliance by other parties in any agreements it enters into with other parties relating to this award. b. Federal regulations applicable to this award include, without limitation, the following:
i. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable to this Award and subject to such exceptions as may be otherwise provided by Treasury.

Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply to this award.
ii. Universal Identifier and System for Award Management (SAM), 2 C.F.R.

Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.
iii. Reporting Subaward and Executive Compensation Information, 2 C.F.R.

Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference.
iv. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19.
v. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference.
vi. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part

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vii. New Restrictions on Lobbying, 31 C.F.R. Part 21.
viii. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations.
ix. Generally applicable federal environmental laws and regulations. c. Statutes and regulations prohibiting discrimination applicable to this award include, without limitation, the following:
i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance; ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and
v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.

10. Remedial Actions. In the event of Recipient’s noncompliance with section 603 of the Act, other applicable laws, Treasury’s implementing regulations, guidance, or any reporting or other program requirements, Treasury may impose additional conditions on the receipt of a subsequent tranche of future award funds, if any, or take other available remedies as set forth in 2 C.F.R. § 200.339. In the case of a violation of section 603(c) of the Act regarding the use of funds, previous payments shall be subject to recoupment as provided in section 603(e) of the Act.

11. Hatch Act. Recipient agrees to comply, as applicable, with requirements of the Hatch Act (5 U.S.C. §§ 1501-1508 and 7324-7328), which limit certain political activities of State or local government employees whose principal employment is in connection with an activity financed in whole or in part by this federal assistance.

12. False Statements. Recipient understands that making false statements or claims in connection with this award is a violation of federal law and may result in criminal, civil, 687
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or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.

13. Publications. Any publications produced with funds from this award must display the following language: “This project [is being] [was] supported, in whole or in part, by federal award number [enter project FAIN] awarded to [name of Recipient] by the U.S.

Department of the Treasury.”

14. Debts Owed the Federal Government.
a. Any funds paid to Recipient (1) in excess of the amount to which Recipient is finally determined to be authorized to retain under the terms of this award; (2) that are determined by the Treasury Office of Inspector General to have been misused; or (3) that are determined by Treasury to be subject to a repayment obligation pursuant to section 603(e) of the Act and have not been repaid by Recipient shall constitute a debt to the federal government. b. Any debts determined to be owed the federal government must be paid promptly by Recipient. A debt is delinquent if it has not been paid by the date specified in Treasury’s initial written demand for payment, unless other satisfactory arrangements have been made or if the Recipient knowingly or improperly retains funds that are a debt as defined in paragraph 14(a). Treasury will take any actions available to it to collect such a debt.

15. Disclaimer.
a. United States expressly disclaims any and all responsibility or liability to Recipient or third persons for the actions of Recipient or third persons resulting in death, bodily injury, property damages, or any other losses resulting in any way from the performance of this award or any other losses resulting in any way from the performance of this award or any contract, or subcontract under this award.
b. The acceptance of this award by Recipient does not in any way establish an agency relationship between the United States and Recipient.

16. Protections for Whistleblowers.
a. In accordance with 41 U.S.C. § 4712, Recipient may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or 688
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a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. b. The list of persons and entities referenced in the paragraph above includes the following:
i. A member of Congress or a representative of a committee of Congress; ii. An Inspector General;
iii. The Government Accountability Office;
iv. A Treasury employee responsible for contract or grant oversight or management;
v. An authorized official of the Department of Justice or other law enforcement agency;
vi. A court or grand jury; or
vii. A management official or other employee of Recipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct.
viii. Recipient shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce.

17. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Recipient should encourage its contractors to adopt and enforce on-the- job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles.

18. Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Recipient should encourage its employees, subrecipients, and contractors to adopt and enforce policies that ban text messaging while driving, and Recipient should establish workplace safety policies to decrease accidents caused by distracted drivers.

EXHIBIT A

DEFINITIONS

1. New = business owners who are directed to the training or consulting organization, register their details to begin services; and were not Current clients at the date of registration

2. Unique = business owner trained or consulted with a program year. This metric resets with the beginning of a new program year

3. Current = business owner trained or consulted who experienced previous registration with training or consulting organization
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4. Business Start = A startup business with a business license from the city of Richmond

5. Business Sustained = An existing with a business license in the city of Richmond, reportable gross receipts (sales), reportable number of employees (full and part time)

6. Full Time Job - a full-time employee is, for a calendar month, an employee employed on average at least 30 hours of service per week, or 130 hours of service per month

7. Part Time Job = a part-time employee is usually considered as working fewer than 35 hours, or 30 hours, per week

8. New Customers = new buyers to cash based or cash accounting-based businesses

9. New Contracts = new buyers to invoice based or accrual accounting-based businesses

ATTACHMENTS
Attachment 1: Insurance Certificate
Attachment 2: Sanctuary City Compliance Statement
Attachment 3: Standard Services Agreement
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CITY OF RICHMOND

STANDARD CONTRACT
Department: Project Manager:

Project Manager E-mail: Project Manager Phone No:

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

Description of Services:

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

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

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No: / Expiration Date:

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

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

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

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

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

SERVICE PLAN
Contractor shall, to the satisfaction of the , perform the following services and be compensated as outlined below:
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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. 694
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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:

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EXHIBIT D

GENERAL CONDITIONS

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

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

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

4. Patents, Trademarks, Copyrights and Rights in Data. Contractor shall not publish or transfer any materials, discoveries, developments, concepts, designs, ideas, know how, improvements, inventions and/or original works of authorship resulting from activities supported by this Contract without the express prior written consent of the City Manager. If anything resulting from activities supported by this Contract is patentable, trademarkable, copyrightable or otherwise legally protectable, City reserves the exclusive right to seek such intellectual property rights. Notwithstanding the foregoing, Contractor may, after receiving City's prior written consent, seek patent, trademark, copyright or other intellectual property rights on anything resulting from activities supported by this Contract. However, City reserves, and Contractor irrevocably grants, a nonexclusive, fully paid-up, royalty-free, assumable, perpetual, worldwide license, with the right to transfer, sublicense, practice and exploit said license and the right to make, have made, copy, modify, make derivative works of, use, sell, 696
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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. 697
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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. 698
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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 699
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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 701
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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 702
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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 703
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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 704
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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 706
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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. 707
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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. 708
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):
709
For the Contract between the City of
Richmond and
Renaissance Entrepreneurship Center

EXHIBIT E

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

In addition to the General Conditions set forth herein, Contractor (referred to herein as “Recipient”) shall comply with the terms and conditions set forth in the U.S. Department of the Treasury Coronavirus Local Fiscal Recovery Fund Award terms and conditions which are attached hereto and incorporated herein by this reference. If there are any conflicts between the terms and conditions set forth in the General Conditions and the terms and conditions set forth in the U.S. Department of the Treasury Coronavirus Local Fiscal Recovery Fund Award Contract Provisions, the terms and conditions set forth in the U.S. Department of the Treasury Coronavirus Local Fiscal Recovery Fund Award Contract Provisions shall take precedence and shall prevail.

Use of Funds.
a. Recipient understands and agrees that the funds disbursed under this award may only be used in compliance with section 603(c) of the Social Security Act (the Act), Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing.
b. Recipient will determine prior to engaging in any project using this assistance that it has the institutional, managerial, and financial capability to ensure proper planning, management, and completion of such project.

Period of Performance. The period of performance for this award begins on the date hereof and ends on December 31, 2026. As set forth in Treasury’s implementing regulations, Recipient may use award funds to cover eligible costs incurred during the period that begins on March 3, 2021, and ends on December 31, 2024.

Reporting. Recipient agrees to comply with any reporting obligations established by Treasury as they relate to this award.

Maintenance of and Access to Records
a. Recipientshallmaintain records and financial documentssufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing.
b. The Treasury Office of Inspector General and the Government Accountability Office, or their authorized representatives, shall have the right of access to records (electronic 710
and otherwise) of Recipient in order to conduct audits or other investigations. c. Records shall be maintained by Recipient for a period of five (5) years after all funds have been expended or returned to Treasury, whichever is later.

Pre-award Costs. Pre-award costs, as defined in 2 C.F.R. § 200.458, may not be paid with funding from this award.

Administrative Costs. Recipient may use funds provided under this award to cover both direct and indirect costs.

Cost Sharing. Cost sharing or matching funds are not required to be provided by Recipient.

Conflicts of Interest. Recipient understands and agrees it must maintain a conflict of interest policy consistent with 2 C.F.R. § 200.318(c) and that such conflict of interest policy is applicable to each activity funded under this award. Recipient and subrecipients must disclose in writing to Treasury or the pass-through entity, as appropriate, any potential conflict of interest affecting the awarded funds in accordance with 2 C.F.R. § 200.112.

Compliance with Applicable Law and Regulations.
a. Recipient agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Recipient also agrees to comply with all other applicable federal statutes, regulations, and executive orders, and Recipientshall provide forsuch compliance by other parties in any agreements it enters into with other parties relating to this award. b. Federal regulations applicable to this award include, without limitation, the following:
i. Uniform Administrative Requirements, Cost Principles, and Audit Requirementsfor Federal Awards, 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable to this Award and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply to this award. ii. Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.
iii. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference.
iv. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions(contracts and subcontracts described 711
in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. v. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference.
vi. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. vii. New Restrictions on Lobbying, 31 C.F.R. Part 21.
viii. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations.
ix. Generally applicable federal environmental laws and regulations. c. Statutes and regulations prohibiting discrimination applicable to this award include, without limitation, the following:
i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementingregulationsat31C.F.R.Part22,whichprohibitdiscriminationonthe basis of race, color, or national origin under programs or activities receiving federal financial assistance;
ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance;
iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and
v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.

Remedial Actions. In the event of Recipient’s noncompliance with section 603 of the Act, other applicable laws, Treasury’s implementing regulations, guidance, or any reporting or other program requirements, Treasury may impose additional conditions on the receipt of a subsequent tranche of future award funds, if any, or take other available remedies as set forth in 2 C.F.R. § 200.339. In the case of a violation of section 603(c) of the Act regarding the use of funds, previous payments shall be subject to recoupment as provided in section 712
603(e) of the Act.

Hatch Act. Recipient agrees to comply, as applicable, with requirements of the Hatch Act (5 U.S.C. §§ 1501-1508 and 7324-7328), which limit certain political activities of State or local government employees whose principal employment is in connection with an activity financed in whole or in part by this federal assistance.

False Statements. Recipient understands that making false statements or claims in connection with this award is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.

Publications. Any publications produced with funds from this award must display the following language: “This project [is being] [was] supported, in whole or in part, by federal award number [enter project FAIN] awarded to [name of Recipient] by the U.S. Department of the Treasury.”
Debts Owed the Federal Government.
a. Any funds paid to Recipient (1) in excess of the amount to which Recipient is finally determined to be authorized to retain under the terms of this award; (2) that are determined by the Treasury Office of Inspector General to have been misused; or (3) that are determined by Treasury to be subject to a repayment obligation pursuant to section 603(e) of the Act and have not been repaid by Recipient shall constitute a debt to the federal government.
b. Any debts determined to be owed the federal government must be paid promptly by Recipient. A debt is delinquent if it has not been paid by the date specified in Treasury’s initial written demand for payment, unless other satisfactory arrangements have been made or if the Recipient knowingly or improperly retains funds that are a debt as defined in paragraph 14(a). Treasury will take any actions available to it to collect such a debt.

Disclaimer.
a. The United States expressly disclaims any and all responsibility or liability to Recipient or third persons for the actions of Recipient or third persons resulting in death, bodily injury, property damages, or any other losses resulting in any way from the performance of this award or any other losses resulting in any way from the performance of this award or any contract, or subcontract under this award. b. The acceptance of this award by Recipient does not in any way establish an agency relationship between the United States and Recipient.

Protectionsfor Whistleblowers.
a. In accordance with 41 U.S.C. § 4712, Recipient may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or 713
entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. b. The list of persons and entities referenced in the paragraph above includes the following:
i. A member of Congress or a representative of a committee of Congress; ii. An Inspector General;
iii. The Government Accountability Office;
iv. A Treasury employee responsible for contract or grant oversight or management; v. An authorized official of the Department of Justice or other law enforcement agency;
vi. A court or grand jury; or
vii. A management official or other employee of Recipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct.
c. Recipient shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce.

Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Recipient should encourage its contractors to adopt and enforce onthe- job seat belt policies and programs for their employees when operating companyowned, rented or personally owned vehicles.

Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Recipient should encourage its employees, subrecipients, and contractors to adopt and enforce policies that ban text messaging while driving, and Recipient should establish workplace safety policies to decrease accidents caused by distracted drivers. 714
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.
715
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

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

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

If 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.
716
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

PROJECT COST REQUIRED LIMIT
$0 - $1 million $1 million p/o
$1 million - $5 million $2 million p/o
Over $5 million $5 million p/o

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

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

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

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

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

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

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

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

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

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

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

Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverage’s and cover those insured in the underlying policies. 717
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.
718

EXHIBIT G

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

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

By executing this statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this day of ______ ____ , 20__ , at _______ , California.

Printed Name: Title:

Signed: Date:

Business Entity:
719
Assistance to Small Business RFP Scoring Matrix
Initial Review
Initial Reviewer (Average Score)
Applicant Reviewer #1 Score Reviewer #2 Score Reviewer #3 Score Totals Average Score Rank East Bay Small Development Center 87 85 92 264 88 1
Renaissance Entrepreneurship Center 85 89 89 263 87.66666667 2 CoBiz Richmond 74 88 85 247 82.33333333 3
Revby LLC 63 91 84 238 79.33333333 4
Alliance for Community Development 68 77 92 237 79 5
Geocko, Inc, dba FORWARD 81 83 72 236 78.66666667 6
Mitchell Productions 60 92 74 226 75.33333333 7
MakeGreenGo 74 70 80 22474.66666667 8
Uptima Entrepreneur Cooperative Inc. 78 75 66 219 73 9
Overall result for initial review:

1. East Bay Small Development Center

2. Renaissance Entrepreneurship Center

3. CoBiz Richmond
Interview
Ranked from 1 to 3, with 1 representing the preferred choice. The lower the average rank, the higher the preference.

Applicant Panelist #1 Panelist #2 Panelist #3 Average Rank East Bay Small Development Center 2 2 3 2.33333333333
Renaissance Entrepreneurship Center 1 1 2 1.33333333333 CoBiz Richmond 3 3 1 2.33333333333
720

July 2, 2024
Finance Department
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Andrea Miller, Director of Finance
Mubeen Qader, Deputy Director of Finance
Jerry Gurule, Accounting Manager
Subject: Investment and Cash Balance Report and Monthly Overtime Reports for the Month of May 2024
FINANCIAL IMPACT: There is no fiscal impact due to this agenda item.

PREVIOUS COUNCIL
ACTION:

N/A

STATEMENT OF THE
ISSUE:

City staff is requesting that the City Council receive the City’s Investment and Cash Balance Report and Monthly
Overtime Reports for the month of May 2024.

RECOMMENDED ACTION: RECEIVE the City’s Investment and Cash Balance Report and Monthly Overtime Reports for the month of
May 2024 – Finance Department (Andrea Miller 510-620-
6740).

DISCUSSION:

It is the policy of the City of Richmond (City) to invest public funds in a manner which prioritizes safety and liquidity over yield, while meeting the daily cash flow demands of the City and conforming to all state and local statutes governing the investment of public funds. In accordance with California Government Code Section 53646 and the City’s Investment Policy, the Director of Finance shall report monthly on the City's pooled and AGENDA
REPORT
721

July 2, 2024
Bond funds to the City Manager and City Council and shall report quarterly on other investments.

The Investment and Cash Balance Report is a monthly report of the City’s pooled cash balance which include General Fund, Special Revenue, Debt Service, Capital Projects, Enterprise, Internal service, Trust & Agency, Redevelopment/Successor Agency, and any other Funds investment activities under the direction of the City.

The Portfolio Management Report represents the monthly bank balances, along with market balances of permitted investments according to the City’s Investment Policy.

Investment in the Local Agency Investment Fund (LAIF), CalTrust, money market, agency bonds, certificates of deposits, and corporate notes are all allowable by California Government Code Section 53601 and permitted according to the City of Richmond’s Investment Policy updated October 17, 2023.

This investment report was prepared after the April 30, 2024, special City Council meeting to add additional restrictions to the City of Richmond’s Investment Policy and reflects the portfolio as of May 31, 2024. Based on the policy direction received during the special City Council meeting, Council directed staff to review and modify the City of Richmond’s Investment Policy to add additional restrictions eliminating the investment of City funds in industries that facilitate violence, war, oppression, and apartheid. Staff has been directed to present Investment Policy modifications and recommendations for socially responsible investments to Council for consideration which will occur after Council returns from summer break.

The City is allowed to prefund future Pension and OPEB costs in accordance with the City’s Pension and Other Post-Employment Benefits (OPEB) policies. These funds are invested according to the policies funding objectives and funding guidelines. The City maintains a Section 115 Combination Trust for City-OPEB & Pension administered by Public Agency Retirement Services (PARS) and a California Employers’ Retiree Benefit Trust (CERBT) administered by California Public Employees’ Retirement System (CalPERS) for RPOA-OPEB. Each Trust is comprised of a diversified portfolio of investments consistent with the Trust’s objectives and liquidity requirements.

DOCUMENTS ATTACHED:

Attachment 1 – Investment and Cash Balance Report for May 2024 Attachment 2 – Overtime Report for May 2024
Attachment 3 – Overtime Public Safety Report for May 2024 722
723
724
725
726
727
728
729
730
731
732
733
734
Attachment 2 - Overtime Report May 2024
PERIOD 11, MAY 2024
92% Threshold

ORIGINAL

BUDGET TRANSFERS REVISED BUDGET
YTD

EXPENDED

AVAILABLE
BUDGET
PCT
GENERAL FUND (summary)
400031 OVERTIME/General 1,725,650 118,617 1,844,267 1,980,992 (136,725) 107% 400032 OVERTIME/Sworn 9,282,969 2,561,865 11,844,834 10,395,171 1,449,664 88% TOTAL GENERAL FUND 11,008,619 2,680,482 13,689,101 12,376,162 1,312,939 90% Overtime By Department

CITY CLERK
Administration 20,000 - 20,000 23,158 (3,158) 116% Two staff members are required for every council meeting.

COMMUNITY DEVELOPMENT
General Plan Code Enforcement 20,000 20,000 40,000 3,007 36,993 8%

FINANCE -
Administration - - - 16 (16) - Was short-staffed earlier in the fiscal year General Accounting - - - 1,321 (1,321) - Was short-staffed earlier in the fiscal year Payroll - - - 65,174 (65,174) - Was short-staffed earlier in the fiscal year Accounts Payable 600 - 600 954 (354) 159% Short-staffed.

Revenue Collection 5,000 - 5,000 9,702 (4,702) 194% Short-staffed.

TOTAL FINANCE 5,600 - 5,600 77,167 (71,567) 1378%

HUMAN RESOURCES
Administration - - - 687 (687) -
POLICE
Administration 490,227 - 490,227 451,205 39,022 92%
CAD Dispatch System 680,625 70,886 751,511 700,284 51,227 93% Slightly over threshold for new hire training RM System 4,000 - 4,000 2,042 1,958 51%
Parking Enforcement 6,000 - 6,000 5,989 11 100%
Sworn Administration 4,800,000 1,908,965 6,708,965 6,046,177 662,788 90% TOTAL POLICE 5,980,852 1,979,851 7,960,703 7,205,697 755,006 91% FIRE
Administration 2,000 - 2,000 665 1,335 33%
Suppression - - - 245,276 (245,276) -
7 Personnel's OT is being charged to general OT object (400031) instead of sworn OT (400032). A correction to this line item will move these expenditures.

Sworn Suppression 4,453,872 652,900 5,106,772 4,242,258 864,513 83% Sworn Prevention 29,097 - 29,097 17,265 11,832 59%

Attachment 2 - Overtime Report May 2024
92% Threshold

ORIGINAL

BUDGET TRANSFERS REVISED BUDGET
YTD

EXPENDED

AVAILABLE
BUDGET
PCT
Sworn Prv-Chvrn Insp - - 535 (535) -
Sworn Training - - - 88,935 (88,935) - 1 Battalion Chief's OT is being charged to Training instead of Suppression.

A correction to this line item will move these expenditures.

TOTAL FIRE 4,484,969 652,900 5,137,869 4,594,936 542,933 89%

OFFICE OF NEIGHBORHOOD SAFETY
Administration - 5,000 5,000 - 5,000 0%

PUBLIC WORKS & ENGINEERING SVCS
Facility Maintenance Administration - - - 118 (118) -
Stationary Engineers 10,000 - 10,000 9,813 187 98% Stationary Engineers had after hours calls Building Services 3,000 - 3,000 7,166 (4,166) 239% Special assignment to build offices on the 2nd floor of Engineering Utility Sections 132,000 - 132,000 125,451 6,549 95% Weekend cleaning of the Aquatic centers, stripping and waxing of floors at community centers.

Electric 25,000 - 25,000 21,530 3,470 86%
Parks & Landscape Admin 200,000 - 200,000 192,882 7,118 96% Tree work and extensive weed abatement in various locations that are open spaces and busy roadways.

Streets Administration 36,000 (30,000) 6,000 49 5,951 1% Street Sweeping 1,100 - 1,100 189 911 17%
Pavement Maintenance 41,447 10,000 51,447 19,350 32,097 38% Traffic Signs & Lines 4,885 20,000 24,885 11,721 13,164 47% Equipment Services 8,000 - 8,000 18,259 (10,259) 228% To catch up on outstanding work, clerical and maintenance.

Abatement Services 27,000 - 27,000 32,030 (5,030) 119% Abatement staff had Dumpster Day work on the 15th, 22nd and 29th TOTAL PUBLIC WORKS 488,432 - 488,432 438,558 49,874 90%

LIBRARY
Library Administration - 6,000 6,000 9,774 (3,774) 163% Admin support fo Deputy City Manager, Library Commission, and staffing shortages.

COMMUNITY SERVICES
Recreation Services/Cities of Service - 23 23 23 - - Tool Lending Library OT Recreation Administration - 1,371 1,371 1,371 - 100% Administrative staff were tabling at several weekend and evening events in July.

Booker T Center 250 - 250 204 46 82%
Nevin Center 1,000 864 1,864 1,864 - 100% Short-staffed during summer camp Shields Reid 37 123 161 161 - 100% Short staffed during summer camp Recreation Complex 1,000 - 1,000 983 17 98% Short-staffed.

Parchester Center 200 533 733 733 - 100% Short-staffed.

May Valley Center - 1,616 1,616 1,616 - 100% Short-staffed.

Recreation DPRC 500 250 750 545 205 73%
Senior Center 300 - 300 - 300 0%
Senior Center Annex 250 - 250 297 (47) 119% Staff participated in fireworks events.

Aquatics 2,028 3,172 5,201 5,311 (111) 102% Short-staffed.

Attachment 2 - Overtime Report May 2024
92% Threshold

ORIGINAL

BUDGET TRANSFERS REVISED BUDGET
YTD

EXPENDED

AVAILABLE
BUDGET
PCT
Convention Center - 7,000 7,000 6,017 983 100% Increased rentals required staff overtime Plunge 2,200 1,779 3,979 4,054 (75) 102% Short-staffed.

TOTAL COMMUNITY SERVICES 7,766 16,731 24,497 23,179 1,318 95%

ECONOMIC DEVELOPMENT PROGRAM
Administration 1,000 1,000 - 1,000 0%
TOTAL GENERAL FUND 11,008,619 2,680,482 13,689,101 12,376,163 1,312,938 90%

NON-GENERAL FUND
Overtime By Fund
1012 HILLTOP LANDSCAPE MAINT DIST 20,000 - 20,000 33,012 (13,012) 165% The Hilltop crew completed weed abatement around the lake and High Fire Zones
1015 MARINA BAY LNDSCP & LIGHT DIST 25,300 - 25,300 11,884 13,416 47% 1018 RENT CONTROL 2,500 - 2,500 454 2,046 18%
1050 CR-PLANNING & BUILDING 9,500 - 9,500 673 8,827 7%
1051 CR-PLANNING & BUILDING - 13,000 13,000 1,862 11,138 14% 1055 ENCROACHMENT SVCS 8,000 - 8,000 17,000 (9,000) 212% To inspect services completed by PG&E and it corresponds with a permit and the funds should go back to that line
1303 KIDS FIRST INITIATIVE - - - 1,128 (1,128) -
4001 PORT OF RICHMOND - - - 123 (123) -
4003 WASTEWATER ADMINISTRATION - - - 11,923 (11,923) -
4003 WASTEWATER PRE-TREATMENT 7,500 - 7,500 5,504 1,996 73% 4006 STORMWATER - - - 612 (612) -
4404 RHA-NEVIN PLAZA - 1,908 1,908 2,156 (248) 113% On-call services from tenants after hours and weekends. 4405 RHA-NYSTROM VILLAGE - 4,491 4,491 4,073 418 91%
5001 INSURANCE RESERVES - - - 840 (840) -
TOTAL NON-GENERAL FUNDS 72,800 19,399 92,199 91,242 957 99%

Attachment 3
Overtime Public Safety Report May 2024
City of Richmond
Public Safety Sworn Overtime
Fund: 0001 - General Fund
Period 1 2 3 4 5 6 7 8 9 10 11 12 Average
Month July August September October November December January February March April May June YTD YTD Remaining Monthly Target % 8% 17% 25% 33% 42% 50% 58% 67% 75% 83% 92% 100% Total $ Total % Budget Expense

ORIGINAL
BUDGET

REVISED
BUDGET
FY2016-17 Overtime - Sworn 3,169,000 3,169,000 313,703 373,243 423,224 469,661 339,483 327,177 348,076 361,458 349,723 365,735 425,407 563,317 4,660,207 147.1% (1,491,207) 388,350.56 FY2017-18 Overtime - Sworn 3,169,000 3,169,000 569,194 440,670 445,282 459,402 452,278 396,762 322,524 497,979 455,202 554,449 509,368 466,567 5,569,677 175.8% (2,400,677) 464,139.77 FY2018-19 Overtime - Sworn 3,433,019 3,433,019 482,143 537,369 655,866 437,794 524,577 430,398 367,322 512,595 422,587 497,767 536,209 505,966 5,910,592 172.2% (2,477,573) 492,549.37 FY2019-20 Overtime - Sworn 5,000,000 4,800,000 473,963 469,392 491,205 509,931 449,751 473,935 390,897 498,501 501,383 479,696 560,031 439,159 5,737,844 119.5% (937,844) 478,153.64 FY2020-21 Overtime - Sworn 2,497,290 3,533,043 275,202 246,822 296,775 382,618 306,787 278,293 205,529 303,631 307,092 357,284 323,537 368,366 3,651,935 103.4% (118,892) 304,327.96 FY2021-22 Overtime - Sworn 5,165,434 5,165,434 379,016 408,253 487,481 423,830 333,006 307,152 255,420 330,788 314,524 336,044 304,989 366,419 4,246,922 82.2% 918,512 353,910.14 POLICE
FY2022-23 Overtime - Sworn 5,165,435 4,800,000 373,491 355,649 399,628 355,866 377,889 401,964 396,783 474,403 463,499 416,775 496,542 449,394 4,961,883 103.4% (161,883) 413,490.26 FY2023-24 Overtime - Sworn 4,800,000 6,708,965 487,105 925,716 477,693 462,417 470,347 531,204 424,452 626,680 478,293 593,735 568,535 6,046,177 90.1% 662,788 549,652.44 FY2016-17 Overtime - Sworn 2,486,914 2,486,914 268,353 267,582 178,894 164,200 149,136 147,981 227,796 267,960 182,993 246,898 233,383 316,924 2,652,102 106.6% (165,188) 221,008.47 FY2017-18 Overtime - Sworn 2,486,914 2,486,914 268,465 345,174 291,221 359,542 367,182 310,508 336,315 176,449 132,298 196,306 203,912 166,108 3,153,480 126.8% (666,566) 262,789.99 FY2018-19 Overtime - Sworn 2,509,914 2,509,914 257,785 245,946 179,272 171,370 219,937 204,997 261,780 216,596 196,343 310,702 220,368 275,166 2,760,261 110.0% (250,347) 230,021.77 FY2019-20 Overtime - Sworn 4,305,402 2,509,914 295,166 277,886 286,016 300,083 332,654 382,084 347,492 328,467 350,709 302,505 264,571 325,335 3,792,969 151.1% (1,283,055) 316,080.74 FY2020-21 Overtime - Sworn 1,993,165 3,193,165 398,678 380,282 417,982 393,922 267,819 345,928 341,403 305,081 172,961 261,923 263,518 286,039 3,835,537 120.1% (642,372) 319,628.09 FY2021-22 Overtime - Sworn 3,629,097 4,334,499 334,236 434,974 358,578 358,251 352,789 327,832 448,493 410,429 297,215 355,475 725,409 438,807 4,842,489 111.7% (507,990) 403,540.77 FIRE
FY2022-23 Overtime - Sworn 4,334,499 4,334,499 444,959 444,457 414,638 401,115 402,116 379,882 443,531 475,560 339,814 398,079 369,477 435,057 4,948,685 114.2% (614,186) 412,390.41 FY2023-24 Overtime - Sworn 4,482,969 5,135,869 524,969 473,094 348,296 346,854 363,759 315,266 363,100 382,930 381,442 417,762 431,523 4,348,994 84.7% 786,875 395,363.06 FY2023-24 TOTAL 9,282,969 11,844,834 1,012,073 1,398,810 825,989 809,271 834,106 846,470 787,552 1,009,610 859,735 1,011,497 1,000,058 - 10,395,171 87.8% 1,449,664 5,197,585.25

BUDGET ACTUALS TOTAL

738

July 2, 2024
Finance Department
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Andrea Miller, Director of Finance
Mubeen Qader, Deputy Director of Finance
Jerry Gurule, Accounting Manager
Subject: Proposed Fourth Amendment to the Contract with Via Actuarial Services Formerly Known as Van Iwaarden
Associates
FINANCIAL IMPACT: The contract in the amount of $21,500 will be funded in the Finance Department Budget in Fiscal Year 2024-
2025 (Account String: 01175715-400201)

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

Staff is seeking approval to amend its contract with VIA Actuarial Services for actuarial services related to retiree healthcare plans and pension fund management.

Services include preparing actuarial valuation reports for the Police and Firemen’s Pension Plan, the General
Pension Plan, and the Other Post Employment Benefits
(OPEB) plans.

RECOMMENDED ACTION:

APPROVE the fourth amendment to the contract with VIA
Actuarial Services, formerly known as Van Iwaarden
Associates, for actuarial services necessary for retiree healthcare plan and pension fund management,
increasing the contract amount by $21,500 for a total not to exceed amount of $166,500, and extend the contact
term through June 30, 2025 – Finance Department
(Andrea Miller/Mubeen Qader 510-620-6740).

AGENDA
REPORT
739

July 2, 2024
DISCUSSION:

The City of Richmond is required to complete an actuarial valuation report to comply with the Governmental Accounting Standards Board (GASB) Statements No. 68 and No. 75 on a biennial basis for the Police and Firemen's Pension Plan, the General Pension Plan, and the two OPEB Plans (City and RPOA).

In the summer of 2020, Staff issued a Request for Proposals (RFP) to solicit actuarial firms that best served the public sector pension clients in the State of California. Four proposals were received, from Van Iwaarden Associates, Lauterbach & Amen, LLP, Jefferson Solutions, Inc., and Nyhart. These responses were reviewed by a panel comprised of City staff from the Finance Department. After reviewing the four responses and comparing them to the requirements identified in the RFP, the panel selected Nyhart and Van Iwaarden Associates as the most responsive. These firms were then invited to participate in the interview process. The same review panel interviewed representatives from the two firms, with questions focusing on the proposed budget, experience working with governmental agencies, and overall history of the firms.

Van Iwaarden Associates was selected based on their overall experience, as well as their specific experience regarding the City’s specific needs.

Upon considering all aspects of the criteria mentioned above, a contract with Van Iwaarden Associates in the amount of $26,000 for the period from July 1, 2021, to June 30, 2022, with two (2) one-year extensions was approved June 15, 2021. The First contract amendment increases the contract payment limit amount by $8,000. The Second contract amendment increased the amount by $64,500 and extended the contract term to June 30, 2023. The Third contract amendment increased the amount by $46,500 and extended the contract term to June 30, 2024.

The City’s Director of Finance would like to extend the contract term by an additional one year with VIA Actuarial Services based on satisfactory performance and the need to complete required reports in a timely manner for the year-end audit. The contract term will be extended to June 30, 2025. VIA Actuarial Services will be providing the City with the required valuation reports for the Fiscal Year ending June 30, 2024, that comply with the Governmental Accounting Standards Board (GASB) Statements No. 68 and No. 75. Also, VIA Actuarial Services will be providing the city with supplemental analysis and funding reports related to Pensions and Other Post Employment Benefits.

DOCUMENTS ATTACHED:

Attachment 1 – Original Contract
Attachment 2 – Contract Amendment No. 1
Attachment 3 – Contract Amendment No. 2
Attachment 4 – Contract Amendment No. 3
Attachment 5 – Contract Amendment No. 4
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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.

Finance Delmy Cuellar [email protected] (510) 620-6790 11235 5641 Actuarial Valuation services for closed Pension Plans and Post Retirement Medical program. ✔
1 Northern Consulting Actuaries, Inc. DBA Van Iwaarden Assoc. 100 South 5th Street, Suite 1900 Minneapolis, MN 55402-1010 Mark Schulte (612) 596-5971 [email protected] 40050565 August 10, 2022 ✔ June 15, 2021 July 1, 2021 June 30, 2022 26,000.00
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 869
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.

Northern Consulting Actuaries, Inc. DBA Van
Iwaarden Assoc.

DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F President
President
870
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (PAYMENT LIMIT AND SERVICE PLAN)

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

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

Contract Amendment/EJ/TE 9-26-07
Northern Consulting Actuaries, Inc. DBA Van Iwaarden Assoc. 1 5641 8,000.00 34,000.00
- Prepare FY2021 Pension Tax Override Funding Limitation Exhibit. - Prepare FY2022 Pension Tax Override Funding Limitation Exhibit. - Ad-Hoc consulting services.

DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 871
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

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

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

If 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.

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

DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 872
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

PROJECT COST REQUIRED LIMIT
$0 - $1 million $1 million p/o
$1 million - $5 million $2 million p/o
Over $5 million $5 million p/o

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

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

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

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

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

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

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

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

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

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

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

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

Claims-Made Policies
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 873
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 874
ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD
PRODUCER CONTACT NAME: PHONE FAX
(A/C, No, Ext): (A/C, No): E-MAIL ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG OTHER: $ COMBINED SINGLE LIMIT
(Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $
$ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $
If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

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

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

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

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

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

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

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
10/19/2021
License # 0757776
12489
Northern Consulting Actuaries Inc dba Van Iwaarden
Associates
100 South 5th St Suite 1900
Minneapolis, MN 55402
A Professional Liab 7GA7PL0000808-01 10/28/2021 1,000,000 PER CLAIM 3,000,000 City of Richmond, its Officers, Officials, Employees and Volunteers
450 Civic Center Plaza
Richmond, CA 94804
NORTCON-47 MJORDAN1
HUB International Insurance Services (SOW)
6565 Americas Parkway
Suite 720
Albuquerque, NM 87110
Melissa Jordan
[email protected]
Bridgeway Insurance Company
10/28/2022
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 875

CITY OF RICHMOND
Standard Contract Approval and Execution Routing Slip
Step 1: Staff Preparation
Contractor Name:__________________________ Contract# _______BL#_______Exp. Date:_______ Description of Services ___________________________________________Vendor #___________ Department:_______________________ Project Manager:_________________ Phone:___________ Initial Contract Amount:$_________________________ Term of Contract: ____________________ Total Contract: $ ________________________________
Initial Contract: Amendment: 1 2 3 4 Amendment $__________ Check One Attach

1. Check Emergency Justification (Please Attach)
One Sole Source Approval Signed (Please Attach)
Evidence of Competitive Bidding (Please Attach)

2. Prepare Scope of Work

3. Add Insurance Provisions

4. Obtain Tentative Contractor Approval (Scope of Work, General Conditions, Insurance Provisions)

5. Prepare Contract

6. Secure Legal Opinion

7. Purchasing Division Approval in Munis
City Clerk ensures that contract received City Council approval that took place at the ______________________Council meeting. ____________________City Clerk Signature Delivered Date Return Date
City Attorney ________________ ________________
Mayor ________________ ________________
City Clerk ________________ ________________
City Clerk will return two original documents to Project Manager for the contractor and department and place a copy on the Intranet
Step 2: Council Approval Process (Contracts above $10,000) Step 4: Submit Contractor Signed Documents to City Clerk

Step 3: After City Council Approval, Project Manager Executes Contract by

8. Check
Applicable
boxes
Council Approval
(over $10,000) (Council Meeting Date) _______________
Finance Committee Approval
(over $100,000) (Committee Meeting Date) _______________ This contract is grant funded by ________________________ Obtaining contractor signature on 3 original contracts and attaching Insurance Certificate and additional Insurance Endorsement
Using Agenda Plus System to Place Items on the City Council Agenda for Action Northern Consulting Actuaries DBA Van Iwaarden Asso. 5641 40050565 08/10/2022 Actuarial valuation services for closed Pension Plans and Post Retirement Medical Program. 11235 Finance Delmy Cuellar 510-620-6790 26,000.00 7/1/2021 to 6/30/2022 34,000.00 ✔ 8,000.00 ✔ ✔
✔
✔
✔
✔
✔
✔
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 876
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 877

REQUEST FOR LEGAL OPINION
Print Document - Add Attachments – Deliver to City Attorney’s Office Date:

Department: Initiated by: Phone:

Subject:

Resolution: Ordinance: Contract: RFP/Q: Opinion: Review:

Please indicate the nature of your request and the purpose of the contract or document to be reviewed:
(Items must have completed the review process BEFORE placement on the Agenda) Deadline for opinion? Meeting Agenda (choose one): City Agency Authority Date:

List Attachments:

RESPONSE BY CITY ATTORNEY’S OFFICE

APPROVED SUBJECT TO CHANGES SHOWN REPLY ATTACHED OTHER

1st Review Date: 2nd Review Date:
3rd Review Date:

APPROVED AS TO FORM Attorney’s Signature: Date:
rev. 3-07
James Atencio by CS 02/22/2022 Finance Jerry Gurule (510)620-6591 Contract Amendment #1 for Van Iwaarden Associates
✔
Staff needs to complete a Contract Amendment for Van Iwaarden Associates for additional projects outside of the original scope of work.
✔ 03/10/2022
- Original Contract
- Contract Amendment #1
✔ 03/04/2022
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 878
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 879
ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD
PRODUCER CONTACT NAME: PHONE FAX
(A/C, No, Ext): (A/C, No): E-MAIL ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG OTHER: $ COMBINED SINGLE LIMIT
(Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $
$ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $
If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

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

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

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

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

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

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

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
10/19/2021
License # 0757776
12489
Northern Consulting Actuaries Inc dba Van Iwaarden
Associates
100 South 5th St Suite 1900
Minneapolis, MN 55402
A Professional Liab 7GA7PL0000808-01 10/28/2021 1,000,000 PER CLAIM 3,000,000 City of Richmond, its Officers, Officials, Employees and Volunteers
450 Civic Center Plaza
Richmond, CA 94804
NORTCON-47 MJORDAN1
HUB International Insurance Services (SOW)
6565 Americas Parkway
Suite 720
Albuquerque, NM 87110
Melissa Jordan
[email protected]
Bridgeway Insurance Company
10/28/2022
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 880








  


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Actuarial Services RFP
RFP Rating Matrix 9/17/20 Rater 1 Rater 2 Rater 3 Rater 4 Rater 5 TOTAL Nyhart 100 90 100 97 97 484 proposal looks good/ located in San Diego Lautebach & Amen, LLP (CPAs) 85 84 93 97 92 451 experience with municipalities (exclusively); located in illinois, no local references Van Iwaaden Associates 100 90 100 98 99 487 currently use them; team seems very satisfied; would prefer to continue with them / most experience in CA Jefferson Solutions 90 87 88 68 89 422 they cut, copied, pasted our proposal (per wynonna); located in NY; closest local reference is Fresno

1. W. Reed 2. J. Gurule 3. D. Cuellar 4.

W. Perez 5. M. Guillory
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 996
is, no local references
r to continue with them / most experience in CA
d in NY; closest local reference is Fresno
DocuSign Envelope ID: 52AD79B2-6DD6-41B9-8C48-EC267FD7636F 997

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.

Finance Delmy Cuellar [email protected] (510) 620-6790 11235 5641 Actuarial Valuation services for closed Pension Plans and Post Retirement Medical program. ✔
2 Northern Consulting Actuaries, Inc. DBA Van Iwaarden Assoc. 100 South 5th Street, Suite 1900 Minneapolis, MN 55402-1010 Mark Schulte (612) 596-5971 [email protected] 40050565 August 10, 2022 ✔ June 15, 2021 July 1, 2021 June 30, 2022 26,000.00
DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 998
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.

Northern Consulting Actuaries, Inc. DBA Van
Iwaarden Assoc.

DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 President
MayoryMayor
999
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
2 5641 July 1, 2021 June 30, 2023 64,500.00 98,500.00
Northern Consulting Actuaries, Inc. DBA Van Iwaarden Assoc. ++ FY2022 scope of services work(see attached): $30,500 ++ CalPERS PTORF analysis: $14,500
++ FY2022-23 General Employees PTORF analysis: $1,500
++ City and RPOA funding reports with budgets for FY2022-23 and FY2023-24:
$13,000
++ Minimum additional budget for miscellaneous consulting: $5,000 DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 1000
DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 1001
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
Northern Consulting Actuaries, Inc. DBA Van Iwaarden Assoc. 2 5641 04/18/2022 8,000.00 34,000.00 ✔
34,000.00 34,000.00 34,000.00 34,000.00
DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 1002
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

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

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

If 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.

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

DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 1003
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

PROJECT COST REQUIRED LIMIT
$0 - $1 million $1 million p/o
$1 million - $5 million $2 million p/o
Over $5 million $5 million p/o

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

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

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

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

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

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

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

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

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

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

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

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

Claims-Made Policies
DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 1004
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 1005
ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD
PRODUCER CONTACT NAME: PHONE FAX
(A/C, No, Ext): (A/C, No): E-MAIL ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG OTHER: $ COMBINED SINGLE LIMIT
(Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $
$ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $
If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

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

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

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

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

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

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

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
10/19/2021
License # 0757776
12489
Northern Consulting Actuaries Inc dba Van Iwaarden
Associates
100 South 5th St Suite 1900
Minneapolis, MN 55402
A Professional Liab 7GA7PL0000808-01 10/28/2021 1,000,000 PER CLAIM 3,000,000 City of Richmond, its Officers, Officials, Employees and Volunteers
450 Civic Center Plaza
Richmond, CA 94804
NORTCON-47 MJORDAN1
HUB International Insurance Services (SOW)
6565 Americas Parkway
Suite 720
Albuquerque, NM 87110
Melissa Jordan
[email protected]
Bridgeway Insurance Company
10/28/2022
DocuSign Envelope ID: 4BAE0A97-BD4E-468A-BA06-8AFD261BDF67 1006

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.

Finance Jerry Gurule [email protected] (510) 620-6591 11235 5641 Actuarial Valuation services for closed Pension Plans and Post Retirement Medical program. ✔
3 Northern Consulting Actuaries, Inc. DBA VIA Actuarial Solutions 121 N. Washington Ave., 4th Floor Minneapolis, MN 55401 Mark Schulte (612) 596-5971 [email protected] 40050565 December 31, 2023 ✔ June 15, 2021 July 1, 2021 June 30, 2022 26,000.00
DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1007
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.

Northern Consulting Actuaries, Inc. DBA VIA
Actuarial Solutions
DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 President
Vice President, Consulting Actuary
DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 Mayor
1008
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
3 5641 July 1, 2021 June 30, 2024 46,500.00 145,000.00
Northern Consulting Actuaries, Inc. DBA VIA Actuarial Solutions ++ FY2023-2024 scope of services work(see attached): $46,500 DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1009
City of Richmond
Proposed Contract Extension Budget
Actuarial & Consulting Services
Proposed Fees
Actuarial Deliverable Through
6/30/2024
Retiree Healthcare Plan - City Plan
FY2022-23 GASB 74/75 roll-forward report 3,600
6/30/2023 funding valuation for FY2025 and FY2026 contributions 15,500 Retiree Healthcare Plan - RPOA Plan
FY2022-23 GASB 74/75 roll-forward report 3,100
6/30/2023 funding valuation for FY2025 and FY2026 contributions 8,500 General Pension Fund
FY2022-23 GASB 67/68 accounting valuation 4,000
FY2023-24 pension tax override funding limitation exhibit 1,200 Police & Firemen’s Pension Fund
6/30/2023 funding valuation for FY2024 and FY2025 contributions 5,100 FY2022-23 GASB 67/68 accounting valuation 2,500
Garfield Pension Plan
FY2022-23 GASB 67/68 accounting valuation 3,000
Total budget
Contract #5641 (proposed Amendment #3 through 6/30/2024) $ 46,500 L/D/C/R:2/mws/gng 3/10/2023
DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1010
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
Northern Consulting Actuaries,Inc.DBA VIA ActuarialSolutions 3 5641
04/18/2022
8,000.00
34,000.00
✔
✔
✔
05/17/2022
64,500.00
June 30, 2023
98,500.00
145,000.00
46,500.00
06/20/2023
June 30, 2024
145,000.00
145,000.00
✔
✔
✔
DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1011
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

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

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

If 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.

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

DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1012
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

PROJECT COST REQUIRED LIMIT
$0 - $1 million $1 million p/o
$1 million - $5 million $2 million p/o
Over $5 million $5 million p/o

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

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

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

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

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

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

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

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

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

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

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

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

Claims-Made Policies
DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1013
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1014

INSURANCE CHECKLIST
Email documents to: [email protected] CONTRACTOR: DATE OF CONTRACT: P.O. # DEPARTMENT: REQUESTOR & PHONE #: CONTRACT TYPE: DESCRIBE PROJECT / WORK:

Required?
Yes No Type of Insurance Insurance Company Name Policy Number Expiration Date Per Occurrence Insurance Limit Endorsement Attached? Yes No
Request
Waiver
General LiabilityAuto LiabilityExcess/Umbrella
Liability
Workers’ CompensationProfessional Liability
APPROVED: ___________________________________________ DATE: ______________ Authorized Risk Management Signature
New: Renewal:

Risk Management Use OnlyWaiver Approved: Yes: No: N/A:

Northern Consulting Actuaries DBA VIA Actuarial Solutions 07/01/2021 Finance Jerry Gurule (510)620-6591
Actuarial Valuation services for closed Pension Plans and Post Retirement Medical program State Farm Fire andCasualty Company
93-ED-D044-9 01/01/2024 $2,000,000
State Farm Fire andCasualty Company
93-ED-D044-9 01/01/2024 $1,000,000
State Farm Fire andCasualty Company
93-BJ-H425-3 02/09/2024 $4,000,000
State Farm Fire andCasualty Company
93-MD-E393-8 09/04/2023 $1,000,000
BridgewayInsuranceCompany
7GA7PL0000808-02
10/28/2023 $1,000,000
Fidelity Bond State Farm Fire and
Casualty Company
93-EW-3678-8 08/02/2023 $500,000
6/1/2023 Lisa Melgarejo
Digitally signed by Lisa Melgarejo DN: cn=Lisa Melgarejo, o=City of Richmond, ou=Human Resources/Risk, [email protected], c=US Date: 2023.06.01 08:40:42 -07'00' Type 2
Rev. 1/5/2023
DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1015
DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1016
©, Copyright, State Farm Mutual Automobile Insurance Company, 2018 Includes copyrighted material of Insurance Services Office, Inc., with its permission.

CMP-4536

CMP-4536 1010230 2000 154986 200 05-15-2019
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED — OWNERS, LESSEES, OR CONTRACTORS (Scheduled) This endorsement modifies insurance provided under the following:

BUSINESSOWNERS COVERAGE FORM

SCHEDULE
Policy Number: 93-ED-D044-9
Named Insured:

NORTHERN CONSULTING ACTUARIES DBA DBA VIA ACTURIAL SOLUTIONS Name And Address Of Additional Insured Person Or Organization:

CITY OF RICHMOND ITS OFFICERS, OFFICIALS, EMPLOYEES, AND VOLUNTEERS 450 Civic Center Plaza
Richmond CA 94804-1630

1. SECTION II — WHO IS AN INSURED of SECTION II — LIABILITY is amended to include, as an additional insured, any person or organization shown in the Schedule, but only with respect to liability for “bodily injury”, “property damage”, or “personal and advertising injury” caused, in whole or in part, by:
a. Ongoing Operations
(1) Your acts or omissions; or
(2) The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for that additional insured; or b. Products – Completed Operations
“Your work” performed for that additional insured and included in the “products-completed operations hazard”.

2. Any insurance provided to the additional insured shall only apply with respect to a claim made or a “suit” brought for damages for which you are provided coverage.

3. Primary Insurance. The insurance afforded the additional insured shall be primary insurance. Any insurance carried by the additional insured shall be noncontributory with respect to coverage provided by you.

All other policy provisions apply.

DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1017
©, Copyright, State Farm Mutual Automobile Insurance Company, 2008 Includes copyrighted material of Insurance Services Office, Inc., with its permission.

CMP-4787

CMP-4787 1008498 2001 151229 201 05-14-2019
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following:

BUSINESSOWNERS COVERAGE FORM

SCHEDULE
Policy Number: 93-ED-D044-9
Named Insured:

NORTHERN CONSULTING ACTUARIES DBA DBA VIA ACTURIAL SOLUTIONS Name And Address Of Person Or Organization:

CITY OF RICHMOND ITS OFFICERS, OFFICIALS, EMPLOYEES, AND VOLUNTEERS 450 Civic Center Plaza
Richmond CA 94804-1630
The following is added to Paragraph 10.b. of SECTION I AND SECTION II — COMMON POLICY CONDITIONS:

We waive any right of recovery we may have against the person or organization shown in the Schedule because of payments we make for injury or damage arising out of:
a. Your ongoing operations; or
b. “Your work” done under contract with that person or organization and included in the “products-completed operations hazard”.

This waiver applies only to the person or organization shown in the Schedule.

All other policy provisions apply.

DocuSign Envelope ID: DC03B698-853C-47BC-AA12-423E3EAF6B99 DocuSign Envelope ID: 736FA310-5108-4BA8-BE73-E2BAA754B201 1018

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.

1019
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.
1020
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
1021
City of Richmond
Proposed Contract Extension Budget
Actuarial & Consulting Services
Proposed Fees
Actuarial Deliverable Through
6/30/2025
Retiree Healthcare Plan - City Plan
FY2023-24 GASB 74/75 full valuation report 5,200
Retiree Healthcare Plan - RPOA Plan
FY2023-24 GASB 74/75 full valuation report 4,700
General Pension Fund
FY2023-24 GASB 67/68 roll-forward report 2,700
FY2024-25 pension tax override funding limitation exhibit 1,200 Police & Firemen’s Pension Fund
FY2023-24 GASB 67/68 roll-forward report 2,700
Garfield Pension Plan
Not applicable N/A
Additional Consulting Projects
Recommended budget 5,000
Total budget
Contract #5641 (proposed Amendment #4 through 6/30/2025) $ 21,500 L/D/C/R:2/gng/mws 6/24/2024 1022
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
1023
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

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

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

If 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.

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.
1024
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

PROJECT COST REQUIRED LIMIT
$0 - $1 million $1 million p/o
$1 million - $5 million $2 million p/o
Over $5 million $5 million p/o

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

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

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

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

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

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

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

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

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

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

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

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

Claims-Made Policies
1025
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.
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July 2, 2024
Human Resources
DATE: July 2, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Nickie Mastay, Deputy City Manager
Sharrone Taylor, Director of Human Resources
Subject: Second contract amendment with Gallagher Benefits Services (FKA Koff and Associates)
FINANCIAL IMPACT: The fiscal impact is $50,000 and is in the Human Resources professional services budget and will be
encumbered on an as-needed basis. (01181016-
400201).

PREVIOUS COUNCIL
ACTION: October 5, 2021

STATEMENT OF THE
ISSUE:

City Council’s approval is required for contract
amendments.

RECOMMENDED ACTION: APPROVE a first amendment to the contract with Koff & Associates for $50,000, for a total not-to-exceed amount of $100,000, for recruitment services with a term ending June 30, 2025 – Human Resources Department (Nickie
Mastay/Sharrone Taylor 620-6602).

AGENDA
REPORT
1028

July 2, 2024
DISCUSSION:

On October 5, 2021, the City executed a contract with Gallagher Benefits Services (formerly known as Koff and Associates) with a contract limit of $50,000. This first amendment increases the contract value by $50,000, making the total contract value not to exceed $100,000, and extends the contract term to June 30, 2025. By increasing the limit, the Human Resources Department can promptly assist departments and recruit for hard-to-fill and executive positions.

Gallagher Benefits Services (formerly known as Koff and Associates) will create brochures, source and evaluate candidates, and establish a pool of highly qualified candidates for employment. Utilizing Gallagher's expertise for recruiting hard-to-fill positions and executive roles will leverage their capabilities to conduct extensive candidate sourcing and screening while handling the interview and background check processes internally.

Of note, the City utilized Galagher Benefits Services (FKA Koff and Associates) to recruit for positions including Finance Director and Civil Engineers and was satisfied with the service delivery and the quality of the candidates.

DOCUMENTS ATTACHED:

Attachment 1 – Original Gallagher Benefits Services Contract Attachment 2 – First Contract Amendment Gallagher Benefits Services 1029
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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.

Human Resources Sharrone Taylor [email protected] (510) 620-6803 6317 5816

RECRUITMENTS ON AN AS NEEDED BASIS
✔
1 Koff & Associates, a Division of Gallagher Benefit Services, Inc. 2835 Seventh Street Berkeley, CA 94710 Joshua Boudreaux (510) 901-0044 [email protected] 40060355 December 31, 2024 ✔ October 5, 2021 September 28, 2021 September 27, 2024 50,000.00 1082
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.

Koff & Associates, a Division of Gallagher Benefit
Services, Inc.
1083
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
1 5816 Koff & Associates, a Division of Gallagher Benefit Services, Inc. September 28, 2021 June 30, 2025 50,000.00 100,000.00 Include recruitment services for Senior Civil Engineer
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