Richmond City Council
April 15, 2025

April 15, 2025

Library and Community Services

DATE: April 15, 2025
TO: Mayor Martinez and Members of the City Council
FROM:

LaShonda White, Deputy City Manager of Community
Services
Kate Eppler, Deputy Director of Community Services-
Library

Subject:

Accept and Appropriate Pacific Library Partnership Grant for Cooperative Library Lending through Link+ System
FINANCIAL IMPACT: Grant funds of $3,174 will supplement General Fund expenditures of $15,988 in platform and catalog
subscriptions (01241055-400263) and about $15,500 in
courier costs (01242855-400290).

PREVIOUS COUNCIL
ACTION:

June 4, 2024

STATEMENT OF THE
ISSUE:

The Richmond Public Library has been granted $3,174
from the Pacific Library Partnership to support Link+
lending services which allows library patrons to request and borrow books from other California libraries at no
cost to the patron.

RECOMMENDED ACTION:

ADOPT a resolution to ACCEPT and APPROPRIATE
into the Fiscal Year 2024-2025 Library budget a Pacific Library Partnership grant for Link+ in the amount of
$3,174, allowing Richmond Public Library patrons
access to borrow books from other California libraries at no cost - Community Services Department (LaShonda
White 510-620-6828/Kate Eppler 510-620-5452).

AGENDA
REPORT
564

April 15, 2025

DISCUSSION:

The Pacific Library Partnership (PLP) has allocated California Library Services Act funding for costs related to resource sharing between libraries. As a PLP library, the Richmond Public Library has been allocated $3,174 for Fiscal Year (FY) 2024- 2025 (Attachment 1). The Richmond Public Library intends to use these funds to offset the costs of delivery of materials among member libraries via a system known as Link+.

The Link+ lending system is comprised of more than 70 academic and public libraries, primarily located in California. Cardholders at Richmond Public Library can request items from any participating Link+ library. The requested books are then delivered via courier service to a Richmond Public Library location, where they can be borrowed and returned.

PLP is a cooperative of four library systems: Bay Area Library and Information System (BALIS), serving Alameda, Contra Costa, and San Francisco Counties; Peninsula Library System (PLS), serving San Mateo County; Monterey Bay Area Cooperative Library System (MOBAC), serving Monterey, Santa Cruz, and San Benito Counties; and Silicon Valley Library System (SVLS), serving Santa Clara County. PLP administers California Library Services Act funds to support the cost of providing communications and delivery services to member libraries. The California Library Services Act facilitates equal access to library resources, with a specific focus on underserved communities.

In FY 2023-2024, Richmond Public Library was allocated the larger sum of $8,130 to support Link+ borrowing. The lower amount of $3,174 available for FY 2024-2025 is the result of state budget cuts to the California Library Services Act, which has reduced the funds PLP has available to distribute (Attachment 2).

DOCUMENTS ATTACHED:

Attachment 1 – Resolution
Attachment 2 – Claim Form
565

Reso. No. _____

RESOLUTION NO. ______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RICHMOND,

CALIFORNIA, TO ACCEPT A GRANT FROM THE PACIFIC LIBRARY
PARTNERSHIP AND ADJUST APPROPRIATIONS BY $3,174 AND TO ADJUST EXPENDITURES BY $3,174 IN THE FISCAL YEAR 2024-2025 LIBRARY BUDGET

WHEREAS, subsequent to the adoption of the Fiscal Year 202 4-2025 City of Richmond operating budget, the Library was awarded $3,174 from the Pacific Library Partnership; and

WHEREAS, the additional funding of $ 3,174 will be used towards cooperative book lending costs, and;

WHEREAS, cooperative book lending among 70 academic and public libraries, via the Link+ system, supports reading and access to information for Richmond Public Library cardholders, and;

WHEREAS, Link+ lending is an important and popular service of the Richmond Public Library, with 3, 957 books and audiovisual materials borrowed via Link+ in the previous Fiscal Year 2023-2024 by Richmond Public Library cardholders;

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Richmond that the 2024-2025 Library Fund Budget is adjusted to add $3,174 to revenue and add $3,174 to expenditures to support Link+ lending at Richmond Public Library.

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

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 April ___, 2025, by the following vote:

AYES: AYES:

NOES:

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 }
566

Reso. No. _____

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 April__, 2025.

_______________________________________
Pamela Christian, Clerk of the City of Richmond
567

PACIFIC LIBRARY PARTNERSHIP CLAIM FORM

California Library Services Act (CLSA) Distribution of Funds for FY 2024-25

Library: _________________________________

Amount of Approved Allocation: ____________

Please indicate the amount of funds to be spent by category. Should you plan to allocate funds to more than one category, please indicate that by entering the dollar amount for each item.

SECTION 1 – CLAIM INFORMATION
Shared Digital Content

$ _______________ OverDrive (only for the 20 libraries which are in a shared environment) $ _______________ Palace eBooks-for-All Project (materials that will be shared) $ _______________ OCLC Consortia CloudLibrary
For Shared Digital Content, please indicate the estimated number of titles to be purchased and estimated circulation
____________ # of Titles ____________Circulation
Link + Software and Associated Courier

$ _______________ Link+ Software and Associated Courier

For Link+, please provide:

Number of items loaned: ________________
Number of items borrowed: _______________
Telecommunication Costs

$ _______________ Broadband hardware routers and switches (this should not be claimed multiple years in a row) List items to be purchased ________________________________________________________________________

$ _______________ CENIC telecommunication costs, costs for covering warranties in data center (only by rural libraries)
List ways funds will be used: ______________________________________________________________ Other Collaborative Projects (Please discuss with PLP before claiming) Answer:

Docusign Envelope ID: 3635955F-02CF-4969-A9EC-E797E411A0AE 3174
4,443
Richmond Public Library
3,957
$3,174
568
SECTION 2: COMMUNITY SERVED BY CLSA FUNDING
Completion of the following questions is required for CLSA distribution to the library.

Please answer to the best of your ability with regard to how your library allocates CLSA funds.

Please provide a written answer for each question.

1. Describe how, for the activities you chose to use your CLSA allocation, the funds help your library to serve underserved groups in your jurisdiction. Please include the underserved groups you are serving, as well as the activities. ( Examples of underserved groups may include geographically isolated populations; persons with disabilities; adults with limited literacy skills; immigrant populations, etc. Examples of activities may include purchasing shared eMaterials in multiple languages or in response to a community need; replacing an older router to improve network speed for access to computers in the library.)

2. Describe how you promote services funded with CLSA funds to the underserved groups in your jurisdiction. If you have not specifically promoted to the underserved, how would you promote going forward? Examples might include allocating some CLSA funds to buy OverDrive items in languages other than English and then developing promotional materials or providing training on how to use Libby; partnering with a community organization to provide training on a service funded by CLSA f unds, developing and delivering training on CLSA-funded services.

Docusign Envelope ID: 3635955F-02CF-4969-A9EC-E797E411A0AE Richmond is a diverse city with a number of challenges. Of our population of about 114,000,

34.4% are born outside of the United States., and 37% of Richmond children are living below 200% of the federal poverty line. Of active cardholders, 8719 (43%) live in zip codes where 90% percent of residents are members of a Covered Population as defined by the NTIA – groups such as seniors, non-English speakers, and people with disabilities who are most impacted by the digital divide and therefore less likely to access the resources they need online or through digital library collections. CSLA funds help us provide Link+ lending services to these populations so that they can access the materials they need even without the resources to find information online or travel to neighboring library systems.

We have not, to date, promoted Link+ lending specifically to underserved groups. Going forward, an obvious first step would be to create a brochure regarding Link+ lending at Richmond Public Library and translate it into at least Spanish, and potentially other languages. Greater user of Link+ by speakers of languages other than English would help to augment our offerings to this community and increase satisfaction with the library. 569

3. Describe how you will, in the next 12 months, measure the impact of the services on the underserved groups in your jurisdiction. (Outcomes versus Outputs) PLEASE NOTE:

Next year you will be asked for the data to support how you are measuring the impact of the services. Examples might include developing a survey for those underserved groups to ensure your library understands their needs (such as what genres to select in for underserved communities)

Certification
The filled out and signed CLSA Claim Form should be submitted by February 28, 2025

I hereby certify that the library named above shall use these funds for CLSA approved purposes as indicated above that facilitate resourcing sharing among the PLP Members in FY 2024 -25. I understand that the use of CLSA funds is defined by law, and that m y library’s allocation may only be used in the way indicated.

______________________________________ ______________________________________ Library Director PLP CEO

_______________________________
Date Date
Docusign Envelope ID: 3635955F-02CF-4969-A9EC-E797E411A0AE The library can slip a customer satisfaction survey into Link+ checkouts asking patrons to anonymously provide demographic information and describe the impact of Link+ loans on their personal, educational and economic life. These surveys will enable us to better understand the impact of Link+ loans for the community and how service can be improved to better target underserved groups.
2/6/2025
2/6/2025
570
Certificate Of Completion
Envelope Id: 3635955F-02CF-4969-A9EC-E797E411A0AE
Status: Completed
Subject: Complete with Docusign: FY24-25 PLP CLSA Claim Form Source Envelope:

Document Pages: 3
Signatures: 2
Envelope Originator:

Certificate Pages: 5
Initials: 0
Gina Forrester
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
32W. 25th Ave, Suite 201
San Mateo, CA 94403
[email protected]
IP Address: 207.62.246.152
Record Tracking
Status: Original
1/15/2025 10:49:30 AM
Holder: Gina Forrester
[email protected]
Location: DocuSign
Signer Events
Signature
Timestamp
Kate Eppler
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 205.154.244.10
Sent: 1/15/2025 10:49:31 AM
Viewed: 1/16/2025 3:33:11 PM
Signed: 2/6/2025 9:59:21 AM
Electronic Record and Signature Disclosure:

Accepted: 1/16/2025 3:33:11 PM
ID: 0f586f35-b02f-4d4c-9a0e-0a82b24f3736
Carol Frost
[email protected]
CEO
Security Level: Email, Account Authentication
(None)

Signature Adoption: Pre-selected Style
Using IP Address: 207.62.246.152
Sent: 2/6/2025 9:59:22 AM
Viewed: 2/6/2025 10:26:00 AM
Signed: 2/6/2025 10:26:36 AM
Electronic Record and Signature Disclosure:

Accepted: 11/7/2024 1:04:59 PM
ID: fb931e17-3b61-4508-8632-c64582860c61
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General Account
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 2/6/2025 10:26:37 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
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571
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572

ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, Peninsula Library System (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system.

Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below.

Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below.

Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us.

All notices and disclosures will be sent to you electronically Electronic Record and Signature Disclosure created on: 8/16/2019 3:29:25 PM Parties agreed to: Kate Eppler, Carol Frost
573
Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

How to contact Peninsula Library System:

You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows:

To contact us by email send messages to: [email protected]

To advise Peninsula Library System of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at [email protected] and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address.

If you created a DocuSign account, you may update it with your new email address through your account preferences.

To request paper copies from Peninsula Library System
To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to [email protected] and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any.

To withdraw your consent with Peninsula Library System
To inform us that you no longer wish to receive future notices and disclosures in electronic format you may:
574
i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to [email protected] and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process..

Required hardware and software
The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide- signing-system-requirements.

Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system.

By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:
 You can access and read this Electronic Record and Signature Disclosure; and  You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and
 Until or unless you notify Peninsula Library System as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by Peninsula Library System during the course of your relationship with Peninsula Library System.
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April 15, 2025

Library and Community Services

DATE: April 15, 2025
TO: Mayor Martinez and Members of the City Council
FROM:

LaShonda White, Deputy City Manager
Tamara Walker, Deputy Director of
Community Services, Employment and Training Division

Subject:

Accept and Appropriate $500,000 in Grant Funds from
the California Workforce Accelerator Fund 13.0.

FINANCIAL IMPACT: The Employment & Training Division’s revenue and expenditures will increase by $500,000. There is no net change to the budget.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

The California Workforce Development Board –
Workforce Accelerator Fund 13.0 awarded the City of
Richmond’s Employment & Training Division a grant
totaling $500,000. The funds will provide occupational
skills training and certification in electrification for 50 Richmond residents.

RECOMMENDED ACTION:

ACCEPT and APPROPRIATE $500,000 in grant funds
received from the California Workforce Development
Board - Workforce Accelerator Fund 13.0 to provide
occupational skills training and certification in
electrification for 50 Richmond residents – Community
Services Department (Tamara Walker 510-307-
8006/LaShonda White 510-620-6828).

AGENDA
REPORT
576

April 15, 2025

DISCUSSION:

The California Workforce Development Board (CWDB) and the California Labor and Workforce Development Agency (LWDA), in partnership with the Employment Development Department (EDD), and collaboration with the California Jobs First, announced up to $2,700,000 in Workforce Innovation and Opportunity Act (WIOA) Governor’s discretionary funds for the Workforce Accelerator Fund 13 (Accelerator 13) grant program.

Accelerator 13 focuses on workforce development projects that drive quality jobs for California workers. Successful applications will incorporate High Road principles into projects that improve job quality, create upward mobility, and bridge workforce programs to quality jobs for workers from disadvantaged or low-income communities.

The City of Richmond’s Employment and Training Division was awarded $500,000 in grant funds from CWDB for a program entitled, “Richmond Wired for Success.”

Richmond Wired for Success transforms our current electrification program from a 2- week course into a comprehensive semester-long experience. This expansion addresses the urgent demand for electricians in today’s job market while equipping participants for future industry trends. By emphasizing renewable energy technologies, the initiative fosters a more sustainable economy, ensuring our graduates possess the skills necessary to thrive in an evolving landscape.

The innovative approach to expanding the electrification program includes several key elements:

1. Focus on Renewable Energy: By specializing in renewable technologies, the program meets current job market demands and prepares participants for future trends, aligning with global efforts to transition to sustainable energy sources.

2. Integrated Curriculum: Combining traditional electrical skills with advanced topics like smart-home technology and energy efficiency creates a holistic learning experience.

3. Hands-On Learning with Industry Partners: Partnering with local businesses for internships and apprenticeships provides real-world experiences, enhancing learning and building connections that boost employability.

4. Community-Centric Outreach: Engaging underserved communities through tailored outreach initiatives makes the program more inclusive, opening doors for those who may not consider such careers.

5. Mentorship and Networking: Establishing a network of mentors from local unions and businesses fosters a supportive environment, allowing participants to gain skills and build professional relationships that can lead to job placements.

6. Sustainability Advocacy: Graduates are positioned as advocates for sustainability within their communities, promoting renewable energy practices and creating a ripple effect that encourages broader engagement in green initiatives. 577

April 15, 2025

7. Data-Driven Success Metrics: Implementing performance metrics to track participant progress and job placement rates allows for continuous improvement, ensuring the program evolves based on outcomes and feedback.

8. Empowerment and Leadership: Encouraging graduates to mentor future cohorts fosters a culture of empowerment and leadership, enhancing individual purpose and strengthening community ties.

This innovative approach equips 50 graduates from either RichmondBuild, YouthBuild, West Contra Costa Unified School District Pre-Apprenticeship Construction Trade Pathway or West Contra Costa Adult Education Pre-Apprenticeship Electrician Training Program with essential skills and ensures they are well-prepared for entry into the electrician apprenticeships. By integrating education, mentorship, and industry collaboration, the program stands out as a model for effective workforce development in the electrification field, ultimately transforming lives and communities.

POLICY SYNERGIES:

City Council Strategic Goal #2 - Increase Revenue and Improve Economic Development:
 Ensures the program aligns with federal workforce development priorities, including job training, career pathways, and support services for underrepresented populations.
 Supports vocational training, apprenticeships, and job training for high school juniors and seniors, aligning with City Council goals.
 Aligns with state goals for equitable workforce access, especially for historically underserved communities.
 Supports pathways from training to employment, reducing barriers for unemployed and underemployed individuals.

DOCUMENTS ATTACHED:

Attachment 1 – CWDB Award Notice
578

Dr. Angelo Farooq, Chair ▪ Kaina Pereira, Executive Director ▪ Gavin Newsom, Governor 800 Capitol Mall, Suite 1022, Sacramento, CA 95814 ▪ Phone: (916) 657-1440 ▪ www.cwdb.ca.gov

January 24, 2025

Tamara Walker
Deputy Director of Community Services, Employment and Training Department 330 25th Street
Richmond, CA 94804

Dear City of Richmond,
Congratulations! The California Workforce Development Board has awarded the City of Richmond’s proposal for the Workforce Accelerator Fund 13 (Accelerator 13) in the amount of $500,000.00.

The CWDB’s Accelerator 13 Program Team will be reaching out next week with official next steps, including information on how to complete your application budget exhibits and other relative onboarding tasks. Please respond as promptly as possible to all communications from the Program Team.

Important Reminders
Please do not publicize receipt of your award until the CWDB issues an official announcement. You will be notified via e-mail once the announcement is published on the webpage.

If you have any questions at this time, please contact the CWDB Accelerator 13 Program Team at [email protected].

Again, congratulations on your award!

Sincerely,

Kaina Pereira
Executive Director
California Workforce Development Board
579

April 15, 2025

Library and Community Services

DATE: April 15, 2025
TO: Mayor Martinez and Members of the City Council
FROM:

LaShonda White, Deputy City Manager for Community
Services
Kate Eppler, Deputy Director of Community Services –
Library
Christopher Larsen, Library Services Manager
Subject:

Approve a Contract with Bay Area Tutoring Association
FINANCIAL IMPACT: Tutoring under the contract is funded through a grant from Richmond Fund for Children and Youth to
Richmond Public Library, in the amount of $200,000 per
year, for calendar years 2025 through 2027. The annual
contract total reflects an additional $66,000 per year for FYs 2025-2026 and 2026-2027, to allow for additional
tutoring sites to be added or service expansion, should funding be identified.

PREVIOUS COUNCIL
ACTION:

December 3, 2024

STATEMENT OF THE
ISSUE:

On December 3, 2024, the City Council approved a grant
from Richmond Fund for Children and Youth to
Richmond Public Library in the amount of $200,000 per
year for calendar years 2025 through 2027, to fund after- school homework help from Bay Area Tutoring
Association (BATA) in six library and community center
locations in Richmond. The contract between BATA and
the Library supports the provision of grant-funded
tutoring.

AGENDA
REPORT
580

April 15, 2025
RECOMMENDED ACTION:

APPROVE a contract with Bay Area Tutoring Association
for homework help services at Richmond library and
community center locations, for a term beginning January 1, 2025, and ending December 31, 2027, with a payment
limit of $150,000 for Fiscal Year 2024-2025 and
$266,000 per year for Fiscal Years 2025-2026 and 2026-
2027 – Community Services Department (Kate Eppler
510-620-5452/Christopher Larsen 510-620-5524).

DISCUSSION:

In late 2024, Richmond Fund for Children and Youth (RFCY) awarded a grant to Richmond Public Library, in the amount of $200,000 a year for three calendar years, to continue provision of after-school homework help at library and community center sites around Richmond (Attachment 1). The Library’s after-school homework help program began in school year 2023-2024 after an initial grant from RFCY.

Prior to the 2020 pandemic closures the Richmond Public Library provided after-school homework help at the Main Library using volunteer tutors. As the Library sought to restart homework help post-pandemic it was keenly aware that the scale of learning loss from the pandemic necessitated a more robust program with expanded hours and geographic reach. As administration of such a program would exceed Library staff capacity, the Library collaborated with the Bay Area Tutoring Association (BATA) to apply for an RFCY grant in 2022. Using RFCY funds the Library contracted with BATA to recruit, hire, train, and oversee the work of paid tutors who provide drop-in assistance on a variety of kindergarten to 8th grade subjects Monday – Thursday, 3:00 – 5:00 p.m.

During the 2023-2024 grant period BATA tutors provided support at five Library and Recreation sites: Richmond Main Library, Bayview Branch Library, West Side Branch Library, May Valley Community Center, and Shields-Reid Community Center. During this period seven tutors provided two hours of tutoring four days per week at five sites (40 hours per week). Feedback from librarians, Recreation staff overseeing after-school programs, parents, and students was positive and indicated a desire for the program to continue. As the Library prepared to apply for the current RFCY grant cycle in collaboration with BATA, the Recreation Division requested a tutor at the Nevin Community Center, which was achieved by shifting one tutor from the Main Library. At present, services are provided for two hours four days per week at six sites (48 hours per week).

The proposed contract totals reflect the cost of tutoring at the six locations identified above, plus an additional $66,000 for Fiscal Years (FY) 2025-2026 and 2026-2027, to allow for expansion of the program to additional community centers or other local sites, should funding be identified and need determined.

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April 15, 2025
To avoid delays of service to the community and to meet student needs during the current school year, the grant-funded homework help program commenced in January 2025, after Council approved the award from RFCY to the Library on December 3, 2024 (Attachment 2). A contract between RFCY and the Library is in process.

BATA hires trains, and provides oversight of all tutors, as well as provides administrative support and evaluation to operate the homework help program. BATA is a non-profit educational organization based in Milpitas, CA. It has provided tutoring services at both schools and libraries, including Santa Clara County Library and Alameda County Library.

SYNERGISTIC POLICIES:

The contract between BATA and the Library enabling the after-school homework help program is aligned with City Council Strategic Goal Area 3 (Improve the Quality of Life and Community Health); after-school tutoring helps to activate community center and library spaces for the community, as well as relieving academic stress affecting children and families. The program also supports Strategic Goal Area 2 (Increase Revenue and Improve Economic Development), by helping to ensure that school age youth are successful in school and ready for college or the workforce.

DOCUMENTS ATTACHED:

Attachment 1 – December 3, 2024 Resolution Approving RFCY Grant Recommendations
Attachment 2 – Original Contract
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586

CITY OF RICHMOND

STANDARD CONTRACT
Department: City Project Manager:

City Project Manager E-mail: City Project Manager Phone No:

Vendor No: 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, a municipal corporation (“the City”), and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:
☐ 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 terminates _________________ unless terminated earlier as set forth herein.

3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $______________ (“Contract Payment Limit”) unless a Contract Amendment has been approved by the City Council or City Manager. If this amount includes a contingency, Contractor acknowledges that any use of such contingency shall be for work beyond the original scope of services and requires prior written authorization by the City. If noted below, Compensation for work done under this Contract, shall not exceed as follows:

FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________

4. Contractor’s Obligations. Contractor agrees to perform all work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, in accordance with the Service Plan set forth in Exhibit A, attached hereto and incorporated herein.

5. City Obligations. City shall make payments to the Contractor in accordance with the Payment Provisions set forth in Exhibit B, attached hereto and incorporated herein.

Community Services - Library
Kate Eppler
[email protected]
(510) 620-5452
16249
Provide in-person afterschool tutoring for grades K-8 at Richmond Public Library and Richmond Community Center locations.

Bay Area Tutoring Association
510 Valley Way
Milpitas, CA 95035
Chris Norwood
(408) 945-8003
[email protected]
40065122
January 1, 2025
December 31, 2027
682,000.00
2024-2025
150,000.00
2025-2026
266,000
2026-2027
266,000
587

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

7. General Conditions. This Contract is subject to the General Conditions (Exhibit D), which are attached hereto and incorporated herein.

8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any), which are attached hereto and incorporated herein.

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

10. Sanctuary City Compliance Statement. This Contract is subject to the Sanctuary City Compliance Statement (Exhibit G), which is attached hereto and incorporated herein.

11. Signatures. These signatures attest the parties' agreement hereto:

CITY OF RICHMOND,
a municipal corporation [BUSINESS NAME]
(* The Corporation Chairperson of the Board, President, or Vice President should sign below)

By: _________________________ By: ___________________________ Title: ________________________ Title: __________________________ Date Signed: _________________ Date Signed: ___________________

I hereby certify that this Contract (* The Corporation Chief Financial Officer or Assistant has been approved by City Council Treasurer, or Secretary or Assistant Secretary should or the City Manager. sign below)

By: _________________________ By: ___________________________ City Clerk Title: __________________________
Date Signed: ____________________
Approved as to form:
(NOTE: Pursuant to California Corporations Code Section By: _________________________ 313, if Contractor is a corporation or nonprofit organization, City Attorney this Contract (1) must be signed by (a) the Chairperson of the Board, President, or Vice-President and (b) the
Chief Financial Officer or Assistant Treasurer, or
Secretary or Assistant Secretary)

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
Sanctuary City Compliance Statement Exhibit G

Bay Area Tutoring Association
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Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT A

SERVICE PLAN

Contractor shall, to the satisfaction of the Project Manager ( set forth in Exhibit B) , perform the following services and be compensated as outlined below [or attach service plan if necessary]:

Bay Area Tutoring Association
See Attachment 1
589
Attachment 1 Exhibit A: Service Plan

Exhibit A, Service Plan

Contractor shall, to the satisfaction of the Project Manager (set forth in Exhibit B), perform the following services and be compensated as outlined below:

1. SCOPE OF EFFORT
BATA shall provide academic support services consisting of drop -in multiple- subject academic tutoring for students in grades Kindergarten t hrough 8th grade on behalf of the Richmond Public Library and City of Richmond a t at least 6 designated sites, 4 days per week, 2 hours per day. Tutors shall provide individual (1:1) or small group (3:1) assistance lasting an average of 30- 60 minutes per session. BATA shall work with Richmond YouthWorks to hire local youth for these positions and shall endeavor to hire bilingual staff when possible.

2. PROJECT SCOPE AND COST FOR SERVICES

The cost of services shall not exceed the allotted grant budget . The Richmond Public Library and City of Richmond agree to pay 30% of the pro gram budget up front to BATA for operational expenses and program start-up cos ts. The Library and City of Richmond agree to pay 40% of the service program bu dget 90 days after the program starts and the remaining 30% of the program b udget 45 days before program completion. BATA will deliver invoices via email or directly in person. In the event the invoice becomes outstanding in 30 days , BATA reserves the right to discontinue services. Services are eligible to res ume once payment is received. Checks are payable and deliverable to Bay Area Tutori ng Association, 510 Valley Way, Milpitas, CA 95035.

3. PROGRAM INFORMATION
All information (defined below) shall be kept confidential and in a secure location preventing access by unauthorized individuals. BATA will maintain a secure access online portal delineating date, time, agency, and identity of any individual accessing program records.

Upon completion or termination of the program or termination of this agreement, BATA may be asked to turn over all program records to the City of Richmond.

4. FINGERPRINT/LIVE SCAN
In accordance with Education Code sections 45125.1 and 49406, as well as California Assembly Bill 346, BATA shall conduct a criminal background check of its employees, subcontractors and volunteers with the FBI and California Department of Justice and, upon receipt of these checks, certify to City of Richmond that no employee of BATA working with students or on a library-designated site has been convicted of a violent or serious felony as defined by statutes. BATA shall supply City of Richmond with a list of names of those employees who are cleared to work with students of City of Richmond.

5. PERSONNEL UPDATES
BATA shall provide monthly personnel updates to be submitted with the monthly invoice as applicable.

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Attachment 1 Exhibit A: Service Plan

6. HEALTH/TB TESTS
BATA shall ensure that all employees will be tested for and are free of tuberculosis (TB) as determined by licensed medical professionals. BATA will have on file all employees’ TB test results.

7. STAFF QUALIFICATION
BATA shall ensure that all individuals employed, contracted, and otherwise hired by BATA to provide academic support services for individualized instruction or related services are properly trained in the specific subject area(s) in which the individuals are providing services and individualized instruction. BATA shall comply with all laws and regulations governing the licensed professions, including but not limited to, the provisions with respect to supervision. BATA shall deliver designated instruction and services utilizing qualified personnel.

8. ACCIDENT/INCIDENT REPORT
BATA agrees to submit a written incident report to the City of Richmond within 24 hours of any accident or incident when a pupil has suffered an injury, injured another individual, or has been involved in an activity requiring notification of law enforcement or emergency personnel. If youth is a non-minor dependent of Contra Costa County Social Services, City of Richmond will be notified immediately so that required communication to youth’s social worker is provided.

9. NON-DISCRIMINATION
BATA shall not unlawfully discriminate on the basis of race, religion, sex, national origin, age, sexual orientation, or disability in employment or operation of its programs.

10. REPORTING OF MISSING CHILDREN
BATA represents and warrants that all staff members, including volunteers, are familiar with and agree to adhere to requirements for reporting missing children.

11. CALENDARS
BATA shall be provided with a City of Richmond-approved services calendar. BATA shall provide services pursuant to the City of Richmond calendar and agreed upon program or service plan. Services will run in conjunction with the West Contra Costa USD (WCCUSD) academic calendar; no tutoring will be provided during academic recesses and holidays.

12. REGISTRATION OF PROGRAM PARTICIPANTS AND SURVEYS
BATA will support the Richmond Public Library’s efforts to collect registration data for program participants, assess program efficacy, measure participant and parent/guardian satisfaction with the program. BATA staff will request completion of the registration form for any unregistered participants although no services will be withheld from unregistered participants. In addition BATA tutors will ask participants 1-2 questions at the end of tutoring sessions to measure immediate student satisfaction and program impact.

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Attachment 1 Exhibit A: Service Plan

The Richmond Public Library will provide BATA staff with attendance sheets made up of registered participants. BATA staff shall mark attendance to support measures of participation and program impact.

13. REFERRAL TO ADDITIONAL RESOURCES
BATA shall support the academic achievement of older students (grades 9 and above) by providing these students and/or their parents/guardians with information, provided by the Library, about additional resources, including Educate Station lesson plans and worksheets, LEAP ESL and GED programs, and Brainfuse HelpNow.

14. COMPENSATION
BATA shall receive compensation for the services defined in the grant narrative as follows:

Data and Program Administration: $25 per hour per person plus 14% fringe benefits Program Manager: $48 per hour per person plus 14% fringe benefits Tutors: $30 per hour per person plus 14% fringe benefits Student Management System: $3.00 per month per student registered.

Insurance: $500 per site per year, not to exceed $3,000.00 Tutor Professional Development: $25 per hour
Indirect administrative costs not to exceed 15%

15. CONFIDENTIALITY
Confidential Information Defined. “Confidential Information” means information, knowledge or data, whether in written, oral, visual, machine recognizable or electronic form, which (i) provides independent economic value to the disclosure or its affiliates from (a) not being generally known in the relevant trade or industry or (b) not being generally known to, or readily accessible by proper means by, competitors of the disclosure and other persons who can obtain economic value from them, whether or not subject to patent, trademark, service mark, trade secret, copyright or other statutory protection, and (ii) is marked as “Confidential,” “Proprietary” or in some other manner to indicate its confidential nature or, if disclosed orally, reduced to a written summary by the disclosure that is marked in a manner to indicate its confidential nature and delivered to the recipient within thirty (30) days after its initial disclosure. City of Richmond’s Confidential Information includes student learning plans, program summary results that contain personally identifiable information, student test data, student records, student registers, incident reports (provided that incident reports may be provided to law enforcement or emergency personnel notwithstanding this Section 21, summaries of academic instruction, enrollment registers, attendance forms, other records of attendance, and any other materials or records that contain a student’s personally identifiable information (“Student Records”), and the proposal(s) for programs and the Services. BATA’s Confidential Information includes the cost for Delivering the Services and for creating and implementing the programs and, to the extent marked as confidential and except as otherwise provided in Section 21(b) below, any written materials provided in connection with the programs, such as training manuals, facilitator’s guides, survey forms and strategies.

Exception to Confidential Information. “Confidential Information” shall not include (a) information which the receiving party can demonstrate was already in its possession 592
Attachment 1 Exhibit A: Service Plan

prior to receipt of such information from the disclosing party (provided that if access to such information was gained from a third party, then such third party had the right to disclose such information without restriction), (b) information which is generally known within the industry or in the public domain prior to the date of this MOU, (c) information which, not as a result of the disclosure by the receiving party, becomes part of the public domain after disclosure to the receiving party, or (d) any information disclosed by BATA to students or provided by BATA to City of Richmond for disclosure to students.

Covenant Not To Disclose or Use. Except as otherwise approved by the disclosing party in writing in advance, in the disclosing party’s sole discretion, the receiving party represents and agrees that it shall not disclose the Confidential Information (as defined below) to any person whatsoever, examine or make copies of any reports or other documents, papers, memoranda or extracts embodying the disclosing party’s Confidential Information for any purpose except for the determination, use, or implementation of the Services and programs. The receiving party shall at all times exercise the same degree of care to prevent unauthorized distribution or use of the information which it uses to protect its own confidential or proprietary information.

Exception for Disclosure to Employees. Notwithstanding the foregoing paragraph, City of Richmond may disclose Confidential Information to its employees, consultants, and independent contractors who need to know such information in order to carry out the purpose of this agreement, provided that any such employee has agreed in writing in advance to comply with terms of non-use and non-disclosure of such Confidential Information that are at least as protective of the Confidential Information as the terms of this agreement. The recipient shall be liable for any breach of this agreement from the actions of its employees, consultants, and independent contractors.

16. TUTOR QUALITY IMPROVEMENT SYSTEM (TQIS)
BATA is an active participant in the Stanford University National Student Support Accelerator (NSSA) for the purposes improving academic outcomes in underserved communities, standardizing the training and quality of tutoring services, programs, reducing the teacher pipeline shortage and developing the next generation of paraeducators, substitute teachers, SpED teachers and others. The Tutoring Quality Improvement System (TQIS) Validated Assessment provides BATA research-based tools that identifies our tutoring program’s strengths and areas for improvement. The TQIS is based on the Framework for High-Impact Tutoring with 20+ tutoring quality standards.

Quality standards recognize:
● School
● Grade
● Age
● Gender
● Race/Ethnicity
● School attendance percentage
● Language proficiency
● Socioeconomic status
● Local Assessments
● Other:
593
Attachment 1 Exhibit A: Service Plan

BATA uses education data for tutor training research and evidence to close the achievement gap and improve tutoring programs. 2. Audit or evaluation exception, 34 C.F.R. Sections

99.31(a) and 99.35: BATA shares aggregated education data with pre-identified partners and City of Richmond personnel for program assessment.

17. SUBCONTRACT AND ASSIGNMENT
Any permitted subcontractor or assignee must agree to be bound by all the terms of this agreement, including the insurance and indemnification provisions.

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EXHIBIT B

PAYMENT PROVISIONS

1. COMPENSATION TO CONTRACTOR:

a. Provided Contractor is not in default under this Contract, Contractor shall be compensated in the manner set forth herein.

b. All payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photocopying, 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.

c. All City vendors receiving new contracts shall sign up to receive electronic payments through the City’s Automated Clearinghouse (ACH) payments service/provider.

2. SUBMISSION OF INVOICES:

Contractor shall submit timely invoices by email to
[email protected] and/or to the following address:

Attention: City of Richmond Finance/Account Payable
Project Manager: _______________________
P.O. Box 4046
Richmond, CA 94804

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

a. 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.

b. All appropriate permits, certificates, and licenses, including a City business license shall be obtained and maintained for the duration of this Contract before any payment is authorized.

4. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract is executed by the City. The insurance coverage required by this Contract shall be maintained by Contractor for the duration of this Contract and must be in place before any payment is authorized.

Kate Eppler
Kate Eppler
Bay Area Tutoring Association
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_____________________________

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. All required written notices shall be delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; or (iii) sent by overnight or same day courier service at the party’s respective address listed in this Section.

2. Each notice shall be deemed to have been received on the earlier to occur of:
actual delivery or the date on which delivery is refused; or three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).

3. Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address.

4. All notices, demands, requests, or approvals from Contractor to the City shall be addressed to the City at:

City of Richmond
450 Civic Center Plaza
Richmond, CA 94804
Email: ________________________________________________

5. All notices, demands, requests, or approvals from the City to Contractor shall be addressed to Contractor at:

Attn:

Email: ________________________________________________ Kate Eppler
[email protected]
Bay Area Tutoring Association
Bay Area Tutoring Association
510 Valley Way
Milpitas, CA 95035
[email protected]
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_____________________________

EXHIBIT D

GENERAL CONDITIONS

1. INDEPENDENT PARTIES:

Contractor hereby declares that Contractor is engaged as an independent business and Contractor agrees to perform the services as an independent contractor.

The manner and means of conducting the services and tasks are under the control of Contractor except to the extent they are limited by statute, rule or regulation and the express terms of this Contract. No civil service status or other right of employment will be acquired by virtue of Contractor’s services. None of the benefits provided by the City to its employees, including but not limited to unemployment insurance, workers’ compensation plans, vacation and sick leave, are available from the City to Contractor, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any compensation due to Contractor. Payments of the above items, if required, are the responsibility of Contractor.

2. TIME IS OF THE ESSENCE:

Contractor and the City agree that time is of the essence regarding the performance of this Contract.

3. STANDARD OF CARE:

Contractor agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service Contractors, as applicable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City.

4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

Contractor assumes all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Contractor shall indemnify, defend, and hold the City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Contractor.

5. NON-DISCRIMINATION:

Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, Bay Area Tutoring Association
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disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation, military and veteran status or legitimate union activities. Contractor agrees that any violation of this provision shall constitute a material breach of this Contract.

6. CITY PROPERTY:
a. Each and every report, draft, work product, map, record, applicable plans, drawings, calculation, data, specification, video, graphic, or any other material or document produced, prepared or caused to be prepared by Contractor pursuant to or in connection with this Contract shall be the exclusive property of the City.

b. 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 11 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.

c. No report, information or other data given to or prepared or assembled by Contractor pursuant to this Contract shall be made available to any individual or organization by Contractor without prior approval of the City Manager or their designee.

d. Contractor shall, at such time and in such form as City Manager or their designee may require, furnish reports concerning the status of services and tasks required under this Contract.

7. RECORDS:

a. Contractor shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of Contractor’s performance under the Contract, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by the City that relate to the performance of the services and tasks under this Contract (collectively the “Records”).

b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the Records to the representatives of the City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Contract. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Contractor for a period of five (5) years after receipt of final payment.

Bay Area Tutoring Association
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c. If supplemental examination or audit of the Records is necessary due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Contract or failure to act in good faith, then Contractor shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.

8. PERMITS AND LICENSES:

Contractor, at its sole expense, shall obtain and maintain during the term of this Contract, all appropriate permits, certificates and licenses, including a City business license, required in connection with the performance of the services and tasks hereunder.

The failure to obtain such permits and licenses 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.

9. TERMINATION:

a. Termination Without Default. Notwithstanding any provision herein to the contrary, the 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 transmission of written notice to Contractor as provided in Exhibit C “Authorized Representatives and Notices”.

b. 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 Exhibit B; 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.

10. 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 Bay Area Tutoring Association
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this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

11. HOLD HARMLESS:

a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor. Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract.

b. This indemnification obligation shall survive this Contract and shall not be limited by any term of any insurance policy required under this Contract; provided however, that if this Contract is for design professional services, this indemnity provision is limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional (as defined in California Civil Code section 2782.8).

12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:

a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated 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.

b. Contractor shall not assign, sublease, hypothecate, or transfer this Contract, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Contractor shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer.

The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for Bay Area Tutoring Association
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money against the City under this Contract may be assigned by Contractor to a bank, trust company or other financial institution without prior written consent.

c. 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.

d. Only those persons and/or businesses whose names and resumés are attached to this Contract shall be used in the performance of this Contract. However, if after the start of this Contract, Contractor wishes to use sub-contractors, at no additional costs to the City, then Contractor shall submit a written request for consent to add sub- contractors including the names of the sub-contractors and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion.

e. Each sub-contractor shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Contractor.

f. In addition, any tasks or services performed by sub-contractors shall be subject to each provision of this Contract. Contractor shall include the following language in their Contract with any sub-contractor: “Sub-Contractors hired by Contractor agree to be bound to Contractor and the City in the same manner and to the same extent as Contractor is bound to the City.”

g. The requirements in this Section 12 shall not apply to persons who are merely providing materials, supplies, data or information that Contractor then analyzes and incorporates into its work product.

13. SAFETY:

a. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor will be solely and completely responsible for conditions of all vehicles owned or operated by Contractor, including the safety of all persons and property during performance of the services and tasks under this Contract.

Contractor shall assume sole and complete responsibility for the safety of Contractor's employees and any of subcontractor's employees This requirement will apply continuously and not be limited to normal working hours. In addition, Contractor will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable Bay Area Tutoring Association
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federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Contract. Where any of these are in conflict, the more stringent requirements will be followed. Contractor’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.

b. Contractor will immediately notify the City (in no event less than 24 hours) of any incident of death, serious personal injury or substantial property damage that occurs in connection with the performance of this Contract. Contractor will promptly submit to the City a written report of all incidents that occur in connection with this Contract. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Contractor’s employee(s) involved in the incident; (iii) name and address of Contractor’s liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.

c. Contractor acknowledges that the City shall have the right to impose, at the City’s sole discretion, requirements that it deems are necessary to protect the health and safety of the City employees, residents, and visitors. Contractor agrees to comply with all such requirements, including, but not limited to, mandatory vaccinations, the use of personal protective equipment (e.g. masks), physical distancing, and health screenings.

Contractor also agrees to make available to the City, at the City’s request, records to demonstrate Contractor’s compliance with this Section.

14. 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.

15. COMPLIANCE WITH ALL APPLICABLE LAWS:

a. During the term of this Contract, Contractor shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Richmond which affect the manner in which the services or tasks are to be performed by Contractor, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Contractor shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City. 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.

b. Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor is required to provide the City with documents and information verifying its compliance with the Living Wage Ordinance. 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 as prescribed in § 2.60.070 of the Municipal Code.

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c. Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or sub-Contractor under an agreement or sub-agreement with the City for public works, goods or services to refrain from discriminatory employment or 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 sub-contractor.

d. 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.

16. INTEGRATED CONTRACT:

The Recitals and exhibits are a material part of this Contract and are expressly incorporated herein. This Contract represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Contract will be effective only by written execution signed by both the City and Contractor.

17. 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 Condition 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.

18. 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.

19. CONFLICT OF LAW:

This Contract shall be interpreted under, and enforced by the laws of the State of Bay Area Tutoring Association
603
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Contract and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Contract (or the successors of those authorities). Any suits brought pursuant to this Contract shall be filed with the courts of the County of Contra Costa, State of California.

20. 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.

21. INTERPRETATION:

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

22. WARRANTY:

If any product is 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.

23. 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 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.

24. 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 they are duly authorized to enter into and execute this Contract on behalf of Contractor, Bay Area Tutoring Association
604
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
and shall be personally liable to City if they are not duly authorized to enter into and execute this Contract on behalf of Contractor.

25. 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 payment 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.

26. COUNTERPARTS:

This Contract may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):

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”). Contractor must submit the Sanctuary City Compliance Statement, attached hereto as Exhibit G.

Bay Area Tutoring Association
605
Contract No: ________ 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, otherwise please state “NONE”):

Bay Area Tutoring Association
NONE
606
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT F

INSURANCE PROVISIONS
☐ CHECK HERE IF RISK MANAGEMENT HAS APPROVED WAIVING INSURANCE REQUIREMENTS FOR THIS CONTRACT.

1. CERTIFICATES: Before the commencement of the terms of this Contract, and during the entire term of this Contract and any extension or modification thereof, Contractor shall furnish the City’s Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with coverage requirements set forth by the City and incorporated herein.

Such certificates, which do not limit Contractor’s indemnification, shall also contain substantially the following statement:
“Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days’ advance written notice to the City of Richmond.

Attention: Risk Manager.”
Contractor shall maintain in force at all times during the performance of this Contract all appropriate coverage of insurance required by this Contract with an insurance company licensed to offer insurance business in the State of California with a current A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unless otherwise acceptable to the City. Contractor shall deliver updated insurance certificates to the City at the address set forth in Exhibit C prior to the expiration of the existing insurance certificate for the duration of the term of Contract.

Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers as additional insured shall be submitted with the insurance certificates.

2. COVERAGE REQUIREMENTS: The City’s insurance requirements depend upon the type of service being provided and/or the provider. The City’s insurance requirements will fall into one of the following categories (unless otherwise provided by the City):

Consultants and Contractors – Type 1
Professional Services – Type 2
Environmental Risk/Hazardous Waste Material – Type 3
Lease of City Property – Type 4
Vendors, Suppliers, Small Grant Recipients & Nonprofit Organizations – Type 5 Transportation Providers – Type 6
Professional Services Pyrotechnics – Type 7
Cyber and I.T. Risks – Type 8
Bay Area Tutoring Association
607
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
The insurance requirements classification applicable to this Contract shall be attached to this Exhibit F and made a part hereof.

3. FAILURE TO SECURE: If Contractor at any time during the term hereof should fail to secure or maintain the foregoing insurance, the City shall be permitted to obtain such insurance in Contractor’s name or as an agent of Contractor and shall be compensated by Contractor for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.

4. SUFFICIENCY OF INSURANCE: The insurance limits required by the City are not represented as being sufficient to protect Contractor. Contractor is advised to consult Contractor’s insurance broker to determine adequate coverage for Contractor. The coverage and limits shall be (1) the minimum coverage and limits specified in this Contract; or (2) the broader coverage and maximum limits of the coverage carried by or available to Contractor; whichever is greater.

INSERT INSURANCE REQUIREMENTS CLASSIFICATION APPLICABLE TO THIS CONTRACT: (IF NECESSARY, CONFIRM WITH RISK MANAGER)
Bay Area Tutoring Association
608
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT G

SANCTUARY CITY COMPLIANCE STATEMENT

The undersigned, (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.

Printed Name: Title:

Signed: Date:

Business Entity:

Bay Area Tutoring Association
609

April 15, 2025

Mayor's Office

DATE: April 15, 2025
TO: Members of the City Council
FROM:

Mayor Eduardo Martinez
Subject:

Proclamation declaring April 2025 as Sexual Assault
Awareness Month
FINANCIAL IMPACT: None

PREVIOUS COUNCIL
ACTION:

March 28, 2023

STATEMENT OF THE
ISSUE:

Sexual Assault Awareness Month provides an opportunity for the City of Richmond to address the pervasive impact of sexual assault, raise public awareness, promote prevention strategies, and support survivors and their families.

RECOMMENDED ACTION: PROCLAMATION declaring April 2025 as Sexual Assault Awareness Month – Mayor’s Office (Mayor Eduardo
Martinez 510-620-6503).

DISCUSSION:

Richmond recognizes April 2025 as Sexual Assault Awareness Month to acknowledge the widespread impact of sexual assault and to demonstrate a commitment to prevention, education, and survivor support. With statistical evidence showing one in three women, one in six men, and one in four transgender or nonbinary individuals experiencing sexual assault in their lifetime, this proclamation aims to raise awareness and promote community engagement in addressing this critical issue. By observing Sexual Assault Awareness Month, Richmond reaffirms its dedication to fostering a safe and supportive environment for all residents.

DOCUMENTS ATTACHED:

Attachment 1 – Proclamation April 2025 as Sexual Assault Awareness Month AGENDA
REPORT
610
Mayor Eduardo Martinez
City of Richmond
April 15, 2025

Recognize April 2025 as Sexual Assault Awareness Month
WHEREAS, sexual assault is a pervasive and damaging crime that affects individuals and communities across the nation, and research indicates that one in three women, one in six men, and one in four transgender or nonbinary individuals will experience sexual assault in their lifetime; and
WHEREAS, every 68 seconds an individual in the United States is sexually assaulted, and only 25% of reported cases result in arrest and less than 10% lead to a conviction, underscoring the need for systemic change and support for survivors; and
WHEREAS, the City of Richmond recognizes that sexual assault is a serious and violent crime that has a devastating impact on survivors and their families, and on the safety and well-being of our community as a whole; and
WHEREAS, studies show that 80% of victims know their perpetrator, highlighting the importance of addressing sexual assault prevention within families, relationships, and communities; and
WHEREAS, the City of Richmond is committed to raising awareness about sexual assault, promoting prevention strategies, and providing support to survivors of sexual assault and their families; and WHEREAS, April is nationally recognized as Sexual Assault Awareness Month, providing an opportunity for all to increase their understanding of this issue and take action to support survivors and prevent sexual assault;
NOW THEREFORE, I, Mayor Eduardo Martinez, on behalf of the Richmond City Council, do hereby designate April 2025 as Sexual Assault Awareness Month and urge all residents to observe this month by taking steps to prevent sexual assault, supporting survivors of sexual assault, and promoting greater understanding of this issue in our community.
611

April 15, 2025

Mayor's Office

DATE: April 15, 2025
TO: Members of the City Council
FROM:

Mayor Eduardo Martinez
Subject:

Reappointment of Jim Hite to the Richmond Rent Board
FINANCIAL IMPACT: None

PREVIOUS COUNCIL
ACTION:

April 4, 2023

STATEMENT OF THE
ISSUE:

Jim Hite is reapplying to serve on the Richmond Rent
Board
RECOMMENDED ACTION: REAPPOINT Jim Hite to the Richmond Rent Board, term expires March 21, 2027 – Mayor’s Office (Mayor Eduardo
Martinez 510-620-6503).

DISCUSSION:

The Mayor’s Office recommends the reappointment of Jim Hite to the Richmond Rent Board. Mr. Hite has been a Richmond resident for 25 years and currently resides in the city as a renter. Since his initial appointment to the Rent Board on April 4, 2023, he has AGENDA
REPORT
612

April 15, 2025
demonstrated a strong commitment to fair housing practices and tenant protections. His continued service will provide valuable experience and perspective to the Board’s work.

DOCUMENTS ATTACHED:

Attachment 1 – Jim Hite’s redacted application

613
614
615

April 15, 2025

Mayor's Office

DATE: April 15, 2025
TO: Members of the City Council
FROM:

Mayor Eduardo Martinez
Subject:

Reappointment of Kerby Lynch to the Economic
Development Commission
FINANCIAL IMPACT: None

PREVIOUS COUNCIL
ACTION:

June 22, 2021

STATEMENT OF THE
ISSUE:

Kerby Lynch is reapplying to serve on the Economic
Development Commission
RECOMMENDED ACTION: REAPPOINT Kerby Lynch to the Economic Development Commission, term expires March 30, 2027 – Mayor’s
Office (Mayor Eduardo Martinez 510-620-6503).

DISCUSSION:

The Mayor’s Office recommends the reappointment of Kerby Lynch to the Economic Development Commission. A Richmond resident for 29 years, Kerby has demonstrated a strong commitment to equitable economic growth in the city since her initial appointment in June 2021. Notably, she served on the Cannabis Subcommittee in 2023, where she contributed to the City's GoBiz funding application in support of the Social Equity Program and played a key role in stakeholder engagement for the development of the Social Equity Manual. Her continued service will provide valuable continuity and expertise to the Commission’s ongoing efforts.

DOCUMENTS ATTACHED:

Attachment 1 – Kerby Lynch’s redacted application
AGENDA
REPORT
616

RECEIVED
CH'1
1 CLERKS Ofi=-1r,~~
Ii' &VL
CH'f OF RICHMOND
BOARD OR COMMISSION APPLICATION ~"~lff B 20 At-1°916
DATE: 02/19/2024
Check one: New Appointment D
Re-Appointment 0
NAME OF BOARD OR COMMISSION: Economic Development Commission --------------------------
NAME: Kerby Lynch
HOME ADDRESS:
---------------------------
2I P CODE: 94806 HONE: WORK PHONE: _________ _
OCCUPATION: Consultant EMAIL ADDRESS:
-----------------
HOW LONG HAVE YOU BEEN A RESIDENT OF THE CITY OF RICHMOND: 29 ------------
PLACE OF EMPLOYMENT: Self-Employed
------------------------------
RE AS ON S FOR INTEREST IN APPOINTMENT:

As the Chair of the cannabis sub-committee in 2023, m~ tenure on the EDC has been marked by s1gmt1cant contributions, including supporting the city's 0812 funding application tor the social equity progI811I 811d e1198gi11g sl81\el Iolde1 s i11 ti Ie social equity 111a11ual's develop, 11e11t. It I seel\i11g reappointment, I am oommittod to ad,Jising on evolving oannabis polioios and ensuring community voioos are central to defini □ Q cannabis justice
FRATERNAL AND/OR CIVIC ORGANIZATIONS:

Black Women Organized Political Action
EDUCATION:

BA and PhD, UC Berkeley (2013 and 2021 ), African American Studies and Geography REFERENCES (Minimum 5 - List Name, Address, Phone Number, and Email Address)

1. Khira Griscavage:
2_ Seth Lunine:
3_ Nikki Jones:
4 _ Mia Settles Tidwell:
5_ Victoria Robinson:

Signature
Deliver or Mail to:

For Office Use Only:

To the best of my knowledge the information provided is true and correct:

City Clerk
450 Civic Center Plaza
Richmond, CA 94804
New Appointment:
2/19/2024
Date
Or Email to: [email protected]
0 Reappointment: D D 1st D 2
nd
O 3rd
617

April 15, 2025

Mayor's Office

DATE: April 15, 2025
TO: Members of the City Council
FROM:

Mayor Eduardo Martinez
Subject:

Reappointment of James “Jim” Becker to the Richmond
Environmental Community and Investment Agreement
(ECIA) Grant Review Ad Hoc Committee
FINANCIAL IMPACT: None

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

James “Jim” Becker is reapplying to serve on the
Richmond Environmental Community and Investment
Agreement (ECIA) Grant Review Ad Hoc Committee
RECOMMENDED ACTION: REAPPOINT James “Jim” Becker to the Richmond Environmental Community and Investment Agreement
(ECIA) Grant Review Ad Hoc Committee, term expires
March 31, 2026 – Mayor’s Office (Mayor Eduardo
Martinez 510-620-6503).

DISCUSSION:

The Mayor’s Office is recommend the reappointment of James “Jim” Becker to the Richmond Environmental Community and Investment Agreement (ECIA) Grant Review Ad Hoc Committee. Mr. Becker has served on the committee since 2019 and brings over 40 years of experience as a philanthropic executive, along with three decades of working with nonprofits in Richmond. His extensive background allows him to evaluate AGENDA
REPORT
618

April 15, 2025
grant proposals with a deep understanding of community needs and a strong equity lens, making him an asset to the ECIA grant review process.

DOCUMENTS ATTACHED:

Attachment 1 – James “Jim” Becker’s redacted application

619

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By Sabrina Lundy at 8:50 am, Mar 26, 2025
03/25/2025
✔
ECIA Grant
James Becker
Richmond, CA
94806 (
Richmond Community Foundation CEO
I have worked in Richmond for 30 years
As a philanthropic executive with over 40 years of experience, and 30 years working with nonprofit organizations in Richmond, I bring a wealth of experience to the ECIA grants review process, evaluating projects through an equity lens.

Richmond Kiwanis Club; Richmond Rotary Club
BA - Grinnell College; MA - Univrsity of Minnesota
Kit Pappenheimer,
Linda Whitmore,
Cristina Perez Abelson,
Maggie Blanc-White;
John Ziesenhenne;
3/25/2025
620

April 15, 2025

Mayor's Office

DATE: April 15, 2025
TO: Members of the City Council
FROM:

Mayor Eduardo Martinez
Subject:

Reappointment of Sara Cantor to the Richmond Rent
Board
FINANCIAL IMPACT: None

PREVIOUS COUNCIL
ACTION:

March 2, 2023

STATEMENT OF THE
ISSUE:

Sara Cantor is reapplying to serve on the Richmond Rent Board
RECOMMENDED ACTION: REAPPOINT Sara Cantor to the Richmond Rent Board, term expires March 31, 2027 – Mayor’s Office (Mayor
Eduardo Martinez 510-620-6503).

DISCUSSION:

The Mayor’s Office is recommend reappointment of Sara Cantor to the Richmond Rent Board. A renter and advocate for low-income families and immigrants, Sara has served on the Rent Board since 2023. As a Richmond resident, she understands the challenges facing our community.

DOCUMENTS ATTACHED:

Attachment 1 – Sara Cantor’s redacted application
AGENDA
REPORT
621
622
623

April 15, 2025

Public Works

DATE: April 15, 2025
TO: Mayor Martinez and Members of the City Council
FROM: Daniel Chavarria, PE, Director of Public Works
Robert Armijo, PE, Deputy Director of Public Works/City Engineer
José Valenzuela, Engineer I
Subject: Contract to Kearns & West, Inc. to Support the Keller Beach Sanitary Sewer Project
FINANCIAL IMPACT: The proposed expenditure of an amount not to exceed $365,185 for the duration of the three-year contract and an amount not to exceed $270,000 for the entire duration of the two optional one-year extensions shall be funded from the Wastewater Fund (Account String :40322631-
400201). There is no impact to the General Fund.

PREVIOUS COUNCIL
ACTION:

July 26, 2022

STATEMENT OF THE
ISSUE:

The City staff requests City Council approval of a
resolution to award a contract with Kearns & West to
facilitate public outreach and gather community
comments on the feasibility study to determine the most effective solution for Keller Beach Sanitary Sewer line.

RECOMMENDED ACTION: ADOPT a resolution approving a three-year contract with Kearns & West, Inc. to facilitate public meetings and
outreach associated with the Keller Beach Sanitary
Sewer Project, in an amount not to exceed $365,185 with a term beginning April 15, 2025, through December 31,
2027, and authorizing the public works director to
approve two one-year extension options for a combined
additional amount not to exceed $270,000, for a total
AGENDA
REPORT
624

April 15, 2025
payment limit of $635,185 – Public Works Department
(Robert Armijo 510-620-5477/Daniel Chavarria 510-620-
5478/José Valenzuela 510-620-6955).

DISCUSSION:

The City of Richmond is required under the Baykeeper Settlement to evaluate and address the condition of the Keller Beach Sanitary Sewer (KBSS) line located in the San Francisco Bay near Point Richmond. The pipe needs repair, rehabilitation, or removal. In July 2022, the City engaged Coastland Civil Engineering as an engineering consultant to conduct a feasibility study to determine the best approach for addressing the KBSS. Coastland presented their preliminary findings to the community in April 2023, but the presentation was not well-received, resulting in significant public dissatisfaction. In December 2023, City Council directed staff to amend Coastland’s scope of work to better address public concerns. In response, Coastland requested to withdraw from the project and terminate the contract.

To prevent a recurrence of these challenges, the City proposes a contract with Kearns & West, a respected communications firm specializing in managing public meetings on complex and contentious issues. Their expertise is essential to facilitate the engagement of a new engineering consultant for the KBSS feasibility study while maintaining clear and effective communication with the public throughout the process.

As the facilitator for public meetings, Kearns & West will serve as a liaison between the interest holders, residents, and the City, ensuring feedback is incorporated and helping to deliver a successful project that addresses both the building moratorium and the long-term sanitary sewer needs of the community.

The City of Richmond is proposing to utilize a piggyback procurement method, which is permitted under California Public Contract Code Section 20118 and Richmond Municipal Code section 2.52.330. Piggyback procurement allows one public agency to leverage an existing competitively bid contract from another agency, provided that the procurement process complied with all applicable laws, and the services being procured are substantially similar to the services already covered in the existing contract. This method helps reduce costs, streamlines the procurement process, and expedites service delivery while ensuring competitive pricing and compliance with public procurement requirements.

The City of Pacifica has an existing contract with Kearns & West for communications services related to the multi-year Beach Boulevard Infrastructure Resiliency Project, which mirrors the services required for the KBSS project. By piggybacking on this contract, the City of Richmond can efficiently secure the necessary public outreach services without the need for a new competitive bidding process (Attachment 1). 625

April 15, 2025

As noted above, this contract is in compliance with the Richmond Municipal Code (RMC) Section 2.52.330 Piggyback Procurement which allows for the City to use another agency’s purchase contract for services if it is deemed to be in the best interest of the City.

The contract with Kearns & West will provide essential support, allowing City staff to focus efforts on the technical feasibility study and ultimate fix for the Keller Beach Sanitary Sewer Project. More specifically, Kearns & West will support facilitation of community engagement and outreach for the Keller Beach Sanitary Sewer Project (Attachment 2).

City staff recommends that the City Council adopt a resolution approving a three-year contract with Kearns & West, Inc. to facilitate public meetings and outreach associated with the Keller Beach Sanitary Sewer Project, in an amount not to exceed $365,185 with a term beginning April 15, 2025 through December 31, 2027, and authorizing the Public Works Director to approve two one-year extension options for a combined additional amount not to exceed $270,000, for a total payment limit of $635,185 (Attachment 3

DOCUMENTS ATTACHED:

Attachment 1 – Piggyback Approval with Attachments
Attachment 2 – Contract
Attachment 3 – Resolution

626
Justification for Utilizing a Piggyback/Cooperative Contract December 1, 2023
Pi
ggyback or Lead Agency: __City of Pacifica____________________________________________ Contract No./Description: September 8, 2020, Stakeholder Engagement Plan Vendor(s) Name(s): Kearns and West
Per Chapter 2.52 of the Municipal Code of the City of Richmond, w e have reviewed and completed due diligence on the aforementioned piggyback /cooperative contract. As part of the due diligence review, we have confirmed that the contract complies with our procurement rules and practices. We have further confirmed that all purchases will comply with the terms and prices in the contract. It has been determined that it is in the best interests of the City to utilize this contract for the reasons cited below:

Item Issue Comments
1 Is there a Piggyback Purchase Agreement allowing use of the contract? If “Yes”, please attach to this form.

Yes.

2. Are there local suppliers or contractors who could provide the product or service at competitive rates?

Yes.

3. A copy of the solicitation has been obtained from the originating agency and reviewed for compliance with the City’s purchasing ordinance. Please attach to this form.

Yes.

4. A written documentation has been made of a thorough investigation of the current market and determination that the originating agency's' solicitation is the most advantageous Yes. Rates attached.

5. Does the cooperative contract provide the most advantageous solution? Why?
Factors may include advantageous terms, conditions, prices, quality, performance, timing, experience & ability to perform etc.

Yes.

The City requires a Consultant
capable of providing public outreach
for a sensitive project. The City of
Pacifica has a similar project with the
Beach Blvd Restoration Resiliency
Project.

6. The specifications of the item or service required by the City are not materially different from those originally specified in the originating agency's solicitation
No, they are not materially different
Both the City of Pacifica and the City
Richmond projects are in sensitive
areas, and would/will require public
outreach and meetings with skilled
moderators.

7. The price of the purchase is lower than that estimated for the purchase if made directly by the City pursuant to the purchasing ordinance
No. The rates are not lower
compared to the City of Pacifica.

8. The price of the purchase is within fifteen percent (15%) or $2,500 of the originating agency’s solicitation
Yes. The consultant’s rates are
comparable to the rates for
Richmond.

9. The contract resulting from the original solicitation is current or the solicitation is within thirty-six (36) months from the date of the City’s order, or written justification is provided justifying use of an older solicitation
The Pacifica project was a multi-year effort
requiring extensive public outreach, similar to the
Keller Beach Sanitary Sewer Project. While the
Pacifica procurement occurred more than three
years ago, Kearns & West’s ongoing work in
similar projects provides a relevant cost
benchmark. Additionally, consultant fees typically
increase annually due to inflation and market
conditions, so referencing established pricing from
an active engagement aligns with the intent of
using a current project for comparison.
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CITY OF PACIFICA

COUNTY OF SAN MATEO

TABLE OF CONTENTS

1. PROJECT AREA ........................................................................................................................ 1

2. PURPOSE ................................................................................................................................... 1

3. DEADLINE FOR SUBMITTING RFP RESPONSE ................................................................. 2

4. CONTACT PERSON(S) ............................................................................................................ 3

5. INSTRUCTIONS TO PROPOSER ............................................................................................ 3

6. PROPOSED RFP TIMELINE .................................................................................................... 4

7. INFORMATION TO BE SUBMITTED .................................................................................... 5

8. AGREEMENT TYPE AND METHOD OF PAYMENT ........................................................... 6

9. REVIEW AND SELECTION PROCESS .................................................................................. 7

10. ORAL INTERVIEWS ................................................................................................................ 7

11. PUBLIC NATURE OF PROPOSAL MATERIAL .................................................................... 7

12. SCOPE OF WORK ..................................................................................................................... 9 PHASE 1- PRELIMINARY PLANNING & FEASABILITY ...................................................... 9 PHASE 2 - DESIGN, ENGINEERING & ENVIRONMENTAL (OPTIONAL) ...................... 14 ATTACHMENT 1- SAMPLE AGREEMENT FOR CONSULTANT SERVICES ............................ 18

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1 REQUEST FOR PROPOSALS (“RFP”)

CITY OF PACIFICA

BEACH BOULEVARD SEAWALL REPLACEMENT PROJECT

1. PROJECT

The City of Pacifica is seeking seeking professional services to perform a comprehensive feasibility study with optional post-feasability design & engineering on the Beach Boulevard Seawall and Promenande. The Project area is located in northern Pacifica, in the West Sharp Park distict, running parralel with Beach Boulevard just west of the Palmetto Shopping District. The project entails assessing the entire span of the current seawall which includes three different structures; the north wall, the pier sheet pile wall, and the south wall. The project location can be more particularly seen in the below aerial below:

2. PURPOSE

The purpose of the Beach Boulevard Seawall Replacement Project (Project) is to ensure public health and safety in the general vicinity of Beach Boulevard including the West Sharp Park neighborhood. The West Sharp Park neighborhood is considered the downtown area of Pacifica and is home to a thriving community that includes a school, library, shopping district, golf course and City Hall.

Continued seawall failure along the northern portion of the seawall has been 630

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2 recorded since the wall’s construction in 1984-85. Waves crash over the seawall onto the road several times a year creating a hazardous area for the general public and causes road closures along the northern portion of Beach Boulevard. This project aims to assess the need and feasibility of reconstruction of both the northern and southern section of the Beach Boulevard seawall and promenade along with the pier sheet pile system.

The City seeks competitive proposals for planning, engineering, and environmental services for the Project. The proposal will be for the Feasibility Study phase with a City optional extension for Design & Permitting services.

3. DEADLINE FOR SUBMITTING RFP RESPONSE

Interested proposers responding to this RFP shall submit one (1) original, three (3) paper copies, and one (1) digital copy of their RFP response.

All RFP responses shall be clearly marked “PLANNING, ENGINEERING, & ENVIRONMENTAL SERVICES FOR BEACH BOULEVARD
SEAWALL REPLACEMENT PROJECT” and shall be delivered no later than 5:00 pm on Tuesday, March 31, 2020 to:

City of Pacifica
ATTN: Ryan Marquez, Associate Civil Engineer
170 Santa Maria Avenue
Pacifica, CA 94044

ANY LATE RFP RESPONSES WILL BE SUBJECT TO OUTRIGHT

REJECTION

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3 4. CONTACT PERSON(S)

Technical questions or comments concerning this RFP may be directed to the following individual:

Ryan Marquez, Associate Civil Engineer
Office Phone: (650) 738-3769
Email: [email protected]

5. INSTRUCTIONS TO PROPOSER

5.1 Examination of Proposal Documents

The submission of a proposal shall be deemed a representation and certification by the Proposer that they:

5.1.1 Have carefully read and fully understand the information herein provided by the City to serve as the basis for submission of their proposal.

5.1.2 Have the capability and qualifications to successfully undertake and complete the responsibilities and obligations of the proposal being submitted.

5.1.3 Represent that all information contained in their proposal is true and correct.

5.1.3 Acknowledge that the City has the right to make any inquiry it deems appropriate to substantiate or supplement information supplied by Proposer and Proposer hereby grants the City permission to make these inquiries, and will provide any and all related documentation in a timely manner.

While there is no mandatory site visit, it is highly encouraged to understand the complexities and constraints of the project area. No request for modification of the proposal shall be considered after its submission on grounds that Proposer was not fully informed to any fact or condition.

5.2 Addenda/Clarifications

Should discrepancies or omissions be found in this RFP or should there be a need to clarify this RFP, questions or comments regarding this RFP must be put in writing and received by the City no later than 5:00 p.m. Wednesday, March 18, 2020.

Correspondence shall be addressed to: Ryan Marquez, Associate Civil Engineer, 170 Santa Maria Avenue, Pacifica, CA 94044 or emailed to [email protected].

Responses from the City will be posted on the City website with the RFP document or can be requested by emailing the contact person. Inquiries received after the date and time stated will not be accepted and will be returned to senders without a response. All addenda shall become a part of this RFP and shall be acknowledged on the Proposer’s Form.

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4 The City shall not be responsible for nor be bound by any oral instructions, interpretations or explanations issued by the City or its representatives.

5.3 Withdrawal of Proposals

Proposer may withdraw its proposal at any time before the deadline for submission of proposals as provided in the RFP by delivering a written request for withdrawal signed by, or on behalf of, the Proposer.

5.4 Rights of the City of Pacifica

This RFP does not commit the City to enter in a contract, nor does it obligate the City to pay for any costs incurred in preparation and submission of proposals or in anticipation of a contract. The City reserves the right to:

• Make the selection based on its sole discretion;
• Reject any and all proposals;
• Issue subsequent Requests for Proposals;
• Postpone opening for its own convenience;
• Remedy technical errors in the Request for Proposals process; • Approve or disapprove the use of particular sub consultants; • Negotiate with any, all or none of the Proposers;
• Accept other than the lowest offer;
• Waive informalities and irregularities in the Proposals; and/or • Enter into an agreement with another Proposer in the event the originally selected Proposer defaults or fails to execute an agreement with the City.

6. PROPOSED RFP TIMELINE

The RFP Timeline is as follows:

Begin RFP Process February 6, 2020
RFP Advertisement Period February 6-March 31, 2020
at 5:00 PM
Deadline to Submit Questions Related to the RFP March 18 at 5:00 PM Deadline for Submittal of Proposals March 31 at 5:00 PM Review by City Staff April 1 –April 17, 2020
Interview Top 2 or 3 Proposers April 27- April 30, 2020 Notify Selected Consultant May 4, 2020
Negotiate Contract May 4- May 15, 2020
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5 City Council Approval May 26, 2020

7. INFORMATION TO BE SUBMITTED

These instructions outline the guidelines governing the format and content of the proposal and the approach to be used in its development and presentation. The intent of the RFP is to encourage responses that clearly communicate the Proposer’s understanding of the City’s requirements and its approach to successfully provide the products and/or services on time and within budget. Only that information which is essential to an understanding and evaluation of the proposal should be submitted.

Items not specifically and explicitly related to the RFP and proposal, e.g. brochures, marketing material, etc. will not be considered in the evaluation.

The Proposer shall complete and furnish the following items with their proposals:

7.1 Proposal Overview & Summary
This section/paragraph shall clearly convey the Proposer’s understanding of the work and project approach. Proposer should address the overall approach to the project, the reports and deliverables that are to be presented, and a work plan that outlines Proposer’s approach and methodology. Should the proposer have additional proposed scope they feel would be beneficial to the project, they are encouraged to submit this in addition to what is listed in this RFP.

7.2 Project Schedule
Include a table or written description indicating the anticipated duration and start and completion dates for tasks.

7.3 Cost Proposal
The Consultant shall provide an estimate of the required personnel hours by task and job title per proposed schedule in a separate sealed envelope. This hourly rate shall include labor, reporting, travel, technical supervision, equipment, taxes, insurance, and all other incidental charges. There should be separate hourly rate and mileage charged for travel time.

7.4 Consultant Qualifications

Experience: Provide a general overview of the Consultant’s experience at design and environmental documentation services that relate to this project. Please provide name and contact information for the owner or reference of related project submitted with this section.

Project Team: Describe the Consultant’s Project Team. Include the key individuals, including sub consultants that will actually be responsible for the project’s technical activities and for management of the project. Include a percent-time availability table for the project manager and key staff. An organization chart should be provided showing the inter-relation of all the project team members, both City and Consultants. 634

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6 References: Provide at least three (3) references for the key individuals on the project team that include reference name, title, organization, phone number and email. For each reference, provide the name of the client and a short description of the project, and describe the role and activities of the individual on that project. The selection team will be focusing on project performance and will be requesting input as to conformance with schedules and budgets.

7.5 Contractor Billing Rates
PLEASE NOTE: The City of Pacifica does not pay for services before it receives them. Therefore, do not propose contract terms that call for upfront payments or deposits. Please provide straight-time hourly billing rates for each individual on the project team, hour billing rates for any sub consultants, list of proposed expenses for outside services or vendors and a breakdown of anticipated incidental expenses, as well as any mark-ups.

8. AGREEMENT TYPE AND METHOD OF PAYMENT

It is anticipated that the agreement resulting from this solicitation if awarded will be a “time and not to exceed” contract.

Proposer shall be prepared to accept the terms and conditions of the Agreement, including Insurance Requirements in Exhibit 1 – Agreement for Consultant Services.

If a Proposer desires to take exceptions to the Agreement, Proposer shall include the following in their submittal package:

Proposer shall clearly identify each proposed change to the Agreement with redlines including relevant Attachments and submit it as a separate digital file. Proposer shall furnish the reasons for, as well as specific recommendations, for alternative language.

The above factors will be taken into account in evaluating proposals. Proposals that take substantial exceptions to be proposed Agreement may be determined by the City, at its sole discretion, to be unacceptable and no longer considered.

Insurance Requirements

The selected Proposer(s), at Proposer’s sole cost and expense and for the full term of the Agreement or any extension thereof, shall obtain and maintain the required insurance as specified in the Contract Documents.

All policies, endorsements, certificates and/or binders shall be subject to the approval of the City Manager, the Director of Public Works or their representative as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager, Director of Public Works or their representative. The 635

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7 selected Proposer agrees to provide the City with a copy of said policies, certificates and/or endorsement upon award of contract.

9. REVIEW AND SELECTION PROCESS

City staff will evaluate the proposals provided in response to this RFP based on the following criteria:

9.1 Responsiveness of the RFP response related to the scope of work;

9.2 Proposer’s written understanding of the proposed scope of work;

9.3 Ability, capacity, and skill of Consultant to perform the services on a qualified and timely basis;

9.4 Responses of the consultant’s references;

9.5 Experience, expertise, and qualifications of the Consultant and Consultant’s team members to be assigned to this Project;

9.6 The quality, availability, and adaptability of the Consultant’s services as related to the proposed scope of work;

9.7 Consultant’s success record on similar projects;

9.8 Perceived Consultant capacity for innovation; and

9.9 Such other information that may be required or secured.

Evaluation criteria are not necessarily listed in the order of importance. The City reserves the right to weigh its evaluation criteria in any matter it deems appropriate. In addition, the City reserves the right to reject any or all RFP responses and to waive informalities and irregularities in RFP responses received. Final approval of contract award is subject to the action of the City of Pacifica City Council.

10. ORAL INTERVIEWS

When deemed necessary, City may choose to conduct oral interviews with the top ranking proposer(s) for the Project, and may base its final ranking on both proposals and oral interviews. The City will then enter into negotiations with the most qualified firm.

11. PUBLIC NATURE OF PROPOSAL MATERIAL

Responses to this RFP become the exclusive property of the City of Pacifica. At such time as the Director of Public Works recommends the firm to the City Manager or to the City Council, as applicable all proposals received in response to this RFP become public record, with the exception of those elements in each proposal which are defined by the Proposer as business or trade secrets and plainly marked as “Confidential,” “Trade Secret,” or “Proprietary.” The City shall not in any way be liable or responsible for the disclosure of any such proposal or portions thereof, if they are not plainly marked as “Confidential,” “Trade Secret,” or “Proprietaryy” or if disclosure is required under the Public Records Act. Any proposal which contains 636

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8 language purporting to render all or substantial portions of the proposal “Confidential,” “Trade Secret,” or “Proprietary” shall be regarded as non-responsive.

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9 12. SCOPE OF WORK

The following preliminary scope of work is presented in outline form for the Consultant’s information only. The preliminary scope of work will be used as a basis for the consultant’s proposed scope of work, however the proposer should make changes as they see fit. Anything the proposer would like to add in or elaborate on is highly encouraged. The final scope of work will be negotiated with the City and produced in final form by the Consultant.

It should be assumed all deliverables will be submitted digitally unless otherwise noted.

PHASE 1- PRELIMINARY PLANNING & FEASIBILITY

1.1. Management & Coordination of Services (for Phase 1) Provide overall coordination for keeping project participants informed of progress, technical issues, planned activities, and events. Project participants include City and consultant staff involved with project management, engineering, environmental planning, and public outreach, as well as independent experts and other parties such as public agencies and community groups. For scheduling purposes, Consultant shall allow for two (2) weeks for City review of each draft deliverable, unless otherwise noted.

Kickoff Meeting: Attend a project initiation meeting including key members of the consultant team, City staff and agency partners to collect background materials and information; review the project goals, objective, scope and schedule; and establish work and communications protocols.

Progress Meetings: The consultant shall plan and conduct progress meetings that shall occur every other week with a mix of video/screen sharing conferences and in person meetings for larger progress meetings, as seen fit by the consultant or City. It should be assumed the average meeting will take one half hour to one hour with longer meetings for larger progress meetings.

Invoicing: Invoices shall be submitted per Agreement terms and shall breakdown hours spent on scoped tasks for the bill period and a detailed description of work done for time billed.

Project File Transfer Protocol (FTP) Site: Consultant shall create and manage a FTP site for storing and transfering project related files.

Coordinate review comments provided by others on reports, memoranda, project documents, and other work products. Documents shall be available on the FTP site to comment on.

Document and disseminate responses to review comments. Consultant will provide responses to all comments in a tabular format or within a single document that captured all comments.

Deliverables:
• Updated project scope, schedule and budget.
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10 • Meeting agendas (submitted day before meeting).
• Meeting minutes documenting key decisions & action items. • Regular progress reports, budget tracking reports, and invoices (all costs associated with invoicing must be included as overhead in Fee Proposal). • Project schedule management and updating as necessary. • FTP Site creation and management.
• Responses to review comments.

1.2. Community & Stakeholder Engagement
The consultant shall develop a community and stakeholder engagement strategy that enables the public to respond with ideas and provide comments on alternatives for the project. While the project will focus on the seawall, incidental work may occur along the promenade, pier sheet pile wall and beach area where the public shall be engaged to put forth a project that promotes public good. For the purposes of this RFP it should be assumed there would be four (4) public meetings that the proposer may distribute where they see fit. Should the proposer see a need for more meetings, the proposal shall reflect this.

Stakeholder engagement will also include meeting with regulatory agencies during the alternative design task in order to ensure agencies concerns are put into the project alternatives. Regulatory agencies could include the California Coastal Commission (CCC), United States Army Corps of Engineers (USACE), San Francisco Region Water Quality Board (SFRWQB), CA Fish & Wildlife (CDFW), California State Lands Commission (CSLC), and others. It may assumed that an Interagency meeting held at the USACE headquarters in San Francisco may be sufficient to initially engage USACE, SFRWQB, CDFW, and CSLC.

Deliverables
• Community & Stakeholder Engagement Memo outlining project engagement strategy, including proposed outreach methods, and incorporation into schedule. • Materials and agendas for three public meetings.
• Materials and agendas for regulatory agency meetings.

1.3. Existing Conditions Review
This task will include all work necessary to document and assess existing conditions for the north & south seawall, pier wall, and document need for replacement.

1.3.1. Data Collection & Review
Review data from all available sources; determine data gaps. Proposer shall assume main data review will be local coastal policies, existing plans, reports, and documentation of failures or problems.

Deliverables:
• Memo describing documents reviewed and insight gained. 639

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11 1.3.2. Additional Investigation
Propose and complete site investigations, subject to City approval, as necessary to fill in data gaps and refine critical data. Proposers shall include an allowance and expected tasks.

Deliverables:
• Site investigation report detailing investigation undertaken and results of investigation.

1.3.3. Existing Conditions Report
Deliverables:
• Document existing conditions in a report, draft and final.

1.4. Multi Hazard Risk Assessment
This task shall include a risk assessment of the seawall and associated infrastructure that includes condition, function, earthquake risk, flood risk including sea level rise and other climate change impacts, and both direct and indirect economic impacts to the City, region, and State. Subtasks include:

1.4.1. Flood Risk Assessment & Adaptation Plan
• Gather and review existing coastal modeling, assessments, and studies • Determine data gaps and recommend further assessment
• Complete additional assessment using short-term, mid-term, and long-term planning horizons and three sea level rise scenarios (low, medium, high). • Develop a wide range of flood protection alternatives consistent with City’s Local Coastal Plan.
• Particular attention should be paid to the gap between the southern terminus of the south wall and the levy for the Sharp Park golf course.

1.4.2. Earthquake Risk Assessment
• Develop earthquake vulnerability assessment for project area • Determine earthquake performance criteria
• Evaluate, assess, and summarize earthquake risk

1.4.3. Utility Risk Assessment
• Gather and review existing utility data including criticality, age, condition, maintenance/replacement plans.
• Generate GIS maps of utility infrastructure
• Map utilities on earthquake hazard and flooding hazard zones • Coordinate with utility agencies and providers to understand criticality and determine if utilities have existing plans or need to re-assess existing plans. 640

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12 • Summarize utility risks for consideration in seawall planning.

1.4.4. Environmental Conditions
• Assess existing environmental conditions including shoreline soil and groundwater, water quality and intertidal and near-shore subtidal habitat; and other environmental setting.
• Compile existing information available to support environmental review and permitting, and identify additional work needed.
• Identify habitat or other environmental quality improvements that seawall improvements can accomplish.

1.4.5. Economic Impact Assessment
• Direct and Indirect Impacts
• Benefit/cost analysis, include economic value of ecosystem functions using USACE guidance. Shall include estimated mitigation fees from regulatory agencies.

Deliverables:
• Subtask Technical Memos, Draft & Final
• Multi-Hazard Risk Assessment Report, Draft & Final

1.5. Alternative Design Development & Analysis
This task will include development of project alternatives, analysis and evaluation of alternatives, refinement of high-ranking alternatives, and selection of a preferred project.

Alternatives must consider environmental impacts, constructability, construction impacts, design life, adaptive capacity, costs, operations, maintenance, & innovation among others.

Subtasks should include:

1.5.1. Design Criteria
Criteria should be based off of hazard risk assessment, public input, stakeholder input, regulatory agency input, existing conditions, and more. A succinct set of criteria shall be formulated and approved by the City.

1.5.2. Features & Amenities Toolbox
While the wall structures will have a variety of alternatives, the City would like to develop a toolbox of possible features and amenities that can be incorporated with the overall project to encourage community, recreation and an environmentally friendly project. Community building and recreation components could include art, seating, pathways, and more. Environmentally conscious components could include a living seawall, educational signs or kiosks, coastal planting, and others. Materials, plantings, and other items suggested in this subtask should be resilient to a highly saline coastal climate. Innovation and creativity are encouraged for this subtask. 641

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13 1.5.3. Alternative Formulation
It should be assumed that there needs to be five (5) project design alternatives formulated and preliminarily assessed including a no project and sand replenishment option. Each option’s pros, cons, and feasibility will be assessed and discussed.

1.5.4. Alternative Comparison and Ranking
Create a ranking of the design alternatives with criteria for ranking clearly defined from a combination of design criteria and input received throughout the project that are critical to success of the project.

1.5.5. Refine Design & Engineering of Highest Ranked Alternatives The top three (3) alternatives shall then be refined and assessed more in depth. During this task a visual simulation from seaward and landward side of wall shall be produced.

Should an option effect the promenade and road area, three (3) high level concepts will be needed for possible re-design of the promenade and road area.

1.5.6. Final Evaluation, Selection and Preferred Design A final evaluation will then occur of the top three (3) alternatives with discussion of the evaluation and conclusion of a preferred design including a cost estimation for the preferred alternative. Additionally, the memo for this subtask should include funding options that the City may or have already begun to pursue at local, state, or federal funding levels.

Deliverables:
• Subtask Technical Memos, Draft & Final

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14 PHASE 2 - DESIGN, ENGINEERING & ENVIRONMENTAL
(OPTIONAL)

This phase will be optional and not obligatory for either the City or the proposer to pursue after Phase 1 is completed. Phase 2 will bring the preferred conceptual design to final design, including (and subject to) environmental review under the California Environmental Quality Act (CEQA) and permitting requirements. The scope of work for Phase 2 may change from the results of Phase 1. The scope will be re-negotiated before this phase begins but this portion is work shall still be proposed on at this time. The work may include the following Tasks but is subject to change.

3.1. Management & Coordination of Services (for Phase 2) Provide overall coordination for keeping project participants informed of progress, technical issues, planned activities, and events. Project participants include City and proposer staff involved with project management, engineering, environmental planning, and public outreach, as well as independent experts and other parties such as public agencies and community groups. For scheduling purposes, Proposer shall allow for two (2) weeks for City review of each draft deliverable, unless otherwise noted.

Kickoff Meeting: Attend a project initiation meeting including key members of the proposer team, City staff and agency partners to review Phase 1 findings and set Phase 2 goals.

Progress Meetings: The proposer shall plan and conduct progress meetings that shall occur every other week with a mix of video/screen sharing conference and in person meetings for larger progress meetings. It should be assumed the average meeting will take an hour with longer meeting for larger progress meetings.

Invoicing: Invoices shall be submitted per Agreement terms and shall breakdown hours spent on scoped tasks for the bill period and a detailed description of work done for time billed.

Project File Transfer Protocol (FTP) Site: Proposer shall create and manage a FTP site for storing and transfering project related files.

Coordinate review comments provided by others on reports, memoranda, project documents, and other work products. Documents shall be available on the FTP site to comment on.

Document and disseminate responses to review comments. Proposer will provide responses to all comments in a tabular format or within a single document that captured all comments.

Deliverables:
• Updated project scope, schedule and budget.
• Meeting agendas (submitted day before meeting).
• Meeting minutes documenting key decisions & action items. • Regular progress reports, budget tracking reports, and invoices (all costs associated with invoicing must be included as overhead in Fee Proposal). 643

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15 • Project schedule management and updating as necessary. • FTP Site creation and management.
• Responses to review comments.

3.2. Environmental Documentation
The scope assumes an Environmental Impact Report (EIR) would be the appropriate document to evaluate the environmental impacts of the project in accordance with CEQA.

However, after Phase 1 the City may file for a consolidated Coastal Development Permit with the California Coastal Commission and, if the Coastal Commission makes the first discretionary action for the project, the City would rely on the Coastal Commission’s environmental analysis document to meet the requirements of CEQA as allowed under CEQA Guidelines Section 15253.

Additionally, based on potential funding sources and/or permitting requirements, it may be required to analyze the environmental effects of the project under National Environmental Policy Act (NEPA). The City would encourage the development of a Joint NEPA/CEQA document if supported by the identified NEPA lead agency. The consultant should provide their experience with NEPA and their qualifications of preparing a joint NEPA/CEQA document if later determined necessary.

Technical Studies: Focused environmental studies are anticipated to be required for the subjects of biological resources, cultural resources, geology, and wave run-up. Most of these studies can and should be based of work done in Phase 1. Should the proposer foresee additional technical studies to be necessary for environmental review outside of Phase 1 work, this is the appropriate section to mention them in.

• Prepare a Biological Assessment of the setting for the project. The objective of the assessment will be to provide information on sensitive resources so that the project can be sited and designed, if possible, to avoid any potential for significant impacts.

Identify potential impacts to sensitive habitats and/or species from the project.

Particular attention should be given to the projects ascetics and impacts to recreation.

• Provide an archaeological assessment – a reconnaissance-level investigation of pre- historic and historic archaeological resources for the proposed seawall, including search of the California Historical Resources Information System, and consultation with Native American tribes through the Native American Heritage Commission.

• Complete geological and wave run-up studies to evaluate the proposed seawall.

Geological study will include evaluation of the potential impact of coastal erosion and possible effects on the long-term life of the project including sand migration effects.

It should determine the potential rate of on-going erosion. The wave run-up study should address the trade-off between construction costs and the probable height of 644

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16 surf-related overtopping, in order to determine an appropriate wall height. Both studies should account for future sea level rise.

Scoping: Scoping efforts should include the preparation and distribution of a Notice of Preparation of an EIR, organizing and hosting a scoping meeting, and performing any other early public consultation.

Draft EIR : A draft EIR should be prepared in accordance with the CEQA Guidelines and should include an executive summary; project description, including project objectives and required approvals; environmental setting; consideration and discussion of environmental impacts, mitigation measures, alternatives, cumulative impacts, and economic and social effects; mitigation monitoring and reporting program; appendices of appropriate technical data, list of persons consulted; list of preparers; and list of references.

Public Comment Period: The consultant should prepar e and distribut e a Notice of Completion/Notice of Availability and organize and host a public meeting.

Final EIR: The consultant should organize, review, and respond to public comments collected during the public comment period, revise the draft EIR as appropriate to create the final EIR.

The consultant shall prepare a statement of overriding considerations and findi ngs of fact, if necessary. The consultant should draft Notice of Determination.

Public Hearings/ Meetings: The consultant should attend and participate in at least two public hearings. Additional project management and agency coordination meetings with staff should be assumed.

Deliverables:
• Necessary technical studies to support CEQA document including but not limited to biological resources, cultural resources, geology, visual simulations and wave run-up. • Scoping and public comment meeting materials
• Draft and final Notice of Preparation of an EIR
• Draft and final Notice of Completion/Notice of Availability • Draft Notice of Determination
• Administrative draft EIR– three (3) hard copies and electronic versions in Word and PDF formats
• Public draft EIR – Fifteen (15) hard copies and electronic versions in Word and PDF formats
• Administrative final EIR – three (3) hard copies and electronic versions in Word and PDF formats
• Public final EIR – Fifteen (15) hard copies and electronic versions in Word and PDF formats
• Meeting agendas and notes

3.3. Permitting Assistance
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REQUEST FOR PROPOSALS

BEACH BOULEVARD SEAWALL REPLACEMENT PROJECT
17 Assist the City to obtain all necessary permits for initial projects. Assistance may include preparing draft permit applications including supporting graphics and technical write-ups, attending meetings and preparing meeting materials, and general technical advice. Permits assumed to be needed are: Coastal Development Permit, USACE 404 Nationwide, State Lands Commission Lease and filing notification of the project with the Regional Water Quality Control Board. However, there may be more based off of the preferred alternative and necessity of a NEPA document. Should the proposer see other possible permits necessary, please include these in your submitted proposal. It should be assumed meeting with regulatory agencies and permit follow up will be needed for the task.

Deliverables:
• Completed permit application forms and exhibits as noted above. • Meeting(s) with permitting agencies.
• Notes from follow-up contacts regarding the applications. • Additional data or clarifications in response to agency requests.

3.4. Plans, Specifications & Estimates (PSE)
This task, outside of 2.4.1, includes engineering plans, specification, estimates for the preferred alternative from refined concept to final bid ready plans and specifications. In the proposal please discuss what detail will be incorporated in each subtask submittal below:

3.4.1. Design Basis Document

3.4.2. 35% Plans, Specifications & Estimates

3.4.3. 65% Plans, Specifications & Estimates

3.4.4. 95% Plans, Specifications & Estimates

3.4.5. 100% Plans, Specifications & Estimates
Deliverables:
• Subtask documents, Draft & Final

3.5. Independent Design Review
Lead an Independent Design Review process for each final step in the PSE phase to be executed by a City selected and contracted consultant. This design review shall include input from independent technical experts in each of the technical/engineering/environmental fields required for each project, including but not limited to: civil engineering, coastal engineering, hydraulic engineering, geotechnical engineering, structural engineering, environmental impacts, constructability, and cost estimating. Review shall take place at each formal step in design (assume Design Basis, revised 35% Design, 65% Design, 95% Design, 100% Design) and include review of technical reports, calculations, plans, specifications, and cost estimates.

Please budget time for leading these reviews along with coordination and answering of questions.
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REQUEST FOR PROPOSALS

BEACH BOULEVARD SEAWALL REPLACEMENT PROJECT
18 ATTACHMENT 1- SAMPLE AGREEMENT

FOR CONSULTANT SERVICES

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19 MASTER AGREEMENT FOR CONSULTANT SERVICES
This Master Agreement for Consultant Services (the "Agreement") is made and entered into this _____________ day of _______________, ___, by and between THE CITY OF PACIFICA, a municipal corporation (hereinafter referred to as "CITY") and ____________________ ________________________________________ [a sole proprietorship, partnership, limited liability partnership, corporation, limited liability corporation] (hereinafter referred to as "CONSULTANT"). CITY and CONSULTANT may be referred to individually as “Party” and collectively as the “Parties.”

RECITALS
WHEREAS, CITY requires __________________ services in connection with the ______________________________________;
WHEREAS, CONSULTANT is qualified to perform such services; and WHEREAS, CONSULTANT has agreed to provide CITY with such services on the terms and conditions set forth herein.

NOW, THEREFORE, for the considerations hereinafter set forth, CONSULTANT and CITY agree as follows:

ARTICLE 1 - SCOPE OF SERVICES

1.1. Scope of Services. CONSULTANT agrees to furnish services pursuant to a Task Order in the form set forth in Exhibit A, Task Order, which is attached hereto and incorporated herein (the "Services").

1.2. Compliance with Law. The Services shall be performed in accordance with all applicable federal, state and local laws, ordinances, rules, regulations and orders.

1.3. Time is of the Essence. CONSULTANT agrees to diligently prosecute the Services. In the performance of this Agreement, time is of the essence.

1.4. Professional Competence. CONSULTANT represents that it has the professional skills necessary to perform the Services and that it will perform the Services in a skillful and professional manner. CONSULTANT represents that it has all the necessary licenses to perform the Services and shall maintain them throughout the term of this Agreement.

CONSULTANT agrees that the Services shall be performed in the manner and according to the standards observed by a competent practitioner of the profession in which CONSULTANT is engaged, in the same or similar geographical area in which CONSULTANT practices its profession, and will prepare all work products required by this Agreement in accordance with such standards. CITY and CONSULTANT agree that CONSULTANT is in responsible charge of the Services. Acceptance by CITY of the Services does not operate as a release of CONSULTANT from professional responsibility for the Services performed.

1.5. Independent Contractor. CONSULTANT is an independent contractor and not an employee of CITY. CONSULTANT expressly warrants that it will not represent that it is an employee of CITY. Persons employed or utilized by CONSULTANT in the performance of the Services will not be employees or agents of CITY. CONSULTANT 648

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is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.

1.6. Confidentiality. CONSULTANT agrees to maintain in confidence and not disclose to any person, firm, governmental entity, or corporation, without CITY's prior written consent, any trade secret or confidential information, knowledge or data relating to the products, process, or operation of CITY. CONSULTANT further agrees to maintain in confidence and not to disclose to any person, firm, governmental entity, or corporation any data, information, technology, or material developed or obtained by CONSULTANT during the performance of the Services. The covenants contained in this Section 1.6 shall survive the termination of this Agreement for whatever cause.

1.7. Ownership of Material. Any reports and other material prepared by or on behalf of CONSULTANT under this Agreement (collectively, the "Documents") shall be and remain the property of CITY. All Documents not already provided to CITY shall be delivered to CITY on the date of termination of this Agreement for any reason. The Documents may be used by CITY and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes CITY may deem appropriate without further employment of or payment of any compensation to CONSULTANT.

1.8. Documentation. CONSULTANT shall keep and maintain full and complete documentation and accounting records, employee time sheets, and correspondence pertaining to the performance of the Services, and CONSULTANT shall make such documents available for review and/or audit by CITY and CITY's representatives at all reasonable times for at least four years after the termination of this Agreement or completion of the Services.

1.9. Testimony. CONSULTANT agrees to testify at CITY's request if litigation is brought against CITY in connection with the Services. Unless the action is brought by CONSULTANT or is based upon CONSULTANT's negligence, CITY will compensate CONSULTANT for the preparation and the testimony at CONSULTANT's standard hourly rates.

ARTICLE 2 - COMPENSATION

2.1. Compensation. Compensation for the Services shall be in accordance with the rate and schedules specified in a Task Order. However, in no event shall the amount the CITY pays to CONSULTANT for work done under a Task Order exceed the total compensation specified in the Task Order (“Cost Ceiling”).

2.2. Invoices. CONSULTANT shall submit monthly invoices in a form satisfactory to CITY on or before the tenth day of each month for Services provided during the preceding month. CONSULTANT shall submit time and cost records as necessary to substantiate performance of the Services. Within 35 days after receipt of each such invoice, CITY shall verify the accuracy of the invoice, correct the charges where appropriate and as discussed and mutually agreed with CONSULTANT, and make payment to CONSULTANT in an amount equal to the amount of such invoice, as verified or 649

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corrected by CITY. No payment hereunder shall be construed as evidence of acceptance of any of CONSULTANT's work. CITY reserves the right to withhold payment from CONSULTANT on account of Services not performed satisfactorily, delays in CONSULTANT's performance of Services, or other defaults hereunder. CONSULTANT shall not stop or delay performance of the Services under this Agreement on account of payment disputes with CITY.

2.3. Status Reports. Together with each monthly invoice, CONSULTANT shall submit a status report detailing the amount expended on the Services to that date and the remaining amount to be expended before the Cost Ceiling is reached. CONSULTANT shall notify CITY in writing when payments have reached 90 percent of the Cost Ceiling.

2.4. Withholding. In lieu of holding retention, CITY shall withhold CONSULTANT's final payment under a Task Order until the Services provided under that Task Order are complete and CITY has received all Documents. CONSULTANT shall diligently continue and complete performance of the Services if the Services are not complete at the time CONSULTANT has performed services up to the Cost Ceiling.

ARTICLE 3 - TIME OF PERFORMANCE

3.1. Effective Date. This Agreement shall become effective upon execution of the second signature and shall remain in full force and effect until ______________ (the "Term").

Notwithstanding the foregoing, this Agreement may be extended for successive one-year term(s) upon mutual, written approval by the City Manager or his/her designee and CONSULTANT. Work authorized by a Task Order shall be performed in accordance with the schedule set forth in the Task Order.

3.2. Termination. This Agreement may be terminated at any time by CITY upon written notice to CONSULTANT.

3.3. Final Payment. CONSULTANT shall be entitled to compensation for Services performed up to the time of such termination, it being understood that any payments are full compensation for the Services rendered under this Agreement.

3.4. Other Remedies. Nothing in this Article 3 shall be deemed to limit the respective rights of the parties to terminate this Agreement for cause or otherwise to exercise any rights or pursue any remedies which may accrue to them.

ARTICLE 4 - DESIGNATED CONTACTS

4.1. CITY Contact. CITY designates ________________, its ________________, as its contact who shall be responsible for administering and interpreting the terms and conditions of this Agreement, for matters relating to CONSULTANT's performance under this Agreement, and for liaison and coordination between CITY and CONSULTANT. In the event CITY wishes to make a change in CITY 's representative, CITY will notify CONSULTANT of the change in writing.
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4.2. CONSULTANT Contact. CONSULTANT designates _____________ as its contact, who shall have immediate responsibility for the performance of the Services and for all matters relating to performance under this Agreement. Any change in CONSULTANT's designated contact shall be subject to written approval by CITY.

ARTICLE 5 - INDEMNIFICATION AND INSURANCE

5.1. Indemnification. CONSULTANT shall, to the fullest extent allowed by law, with respect to claims, liability, loss, damage, costs, or expenses, including reasonable attorney's and expert witness fees, awards, fines, penalties, or judgments, arising out of or relating to the Services (collectively "Claims") that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT, defend, indemnify, and hold harmless CITY, its Officials, officers, employees and agents (the "CITY Parties"), except to the extent the Claims are attributable to CITY Parties' gross negligence or willful misconduct. CONSULTANT shall defend the CITY Parties as required by California Civil Code Section 2778, and with counsel reasonably acceptable to those parties.

CONSULTANT shall have no right to seek reimbursement from the CITY Parties for the costs of defense.

If CONSULTANT is a “design professional,” as defined in California Civil Code Section 2782.8(c), CONSULTANT shall indemnify, defend, and hold the Indemnitees harmless against Liability only to the extent such Liability arises out of, pertains to, or relates to CONSULTANT’s negligence, recklessness, or willful misconduct. In such an event, the cost to defend charged to CONSULTANT shall not exceed CONSULTANT’s proportionate percentage of fault.

The obligations contained in this Section 5.1 shall survive the termination of this Agreement for whatever cause for the full period of time allowed by law and shall not in any way be limited by the insurance requirements of this Agreement.

5.2. Health and Safety. CONSULTANT may perform part of the Services at sites which contain unknown working conditions and contaminated materials. CONSULTANT shall be solely responsible for the health and safety of CONSULTANT's employees during the performance of the Services.

5.3. Insurance. CONSULTANT and all of CONSULTANTS employees, subcontractors, consultants and other agency shall procure, provide and maintain at all times during the performance of this Agreement, and for such additional periods as described herein, the insurance listed below with insurers licensed to do business in the State of California and with a Best's rating of no less than A:VII.

A. Commercial Automobile Liability Insurance. Commercial Automobile Liability Insurance providing bodily injury liability and property damage, to protect against all liability arising out of the use of any owned, leased, passenger or commercial automobile at a minimum amount of $1,000,000 combined single limit and $2,000,000 aggregate. Coverage shall apply to hired and non-owned autos. 651

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B. Commercial General Liability Insurance. Commercial General Liability Insurance, with limits providing a minimum amount of $1,000,000 combined single limit coverage for each occurrence, $2,000,000 general aggregate and $2,000,000 products/completed operations aggregate. The insurance shall cover all operations including but not limited to the following: (1) premises, operations and mobile equipment liability; (2) completed operations and products liability; (3) contractual liability insuring the obligations assumed by CONSULTANT in this Agreement; (4) broad form property damage liability; (5) personal injury liability endorsement, including death; and (6) automobile bodily injury and property damage insurance, including all owned, hired and non-owned equipment.

C. Professional Liability Insurance. Professional Liability Insurance protecting against liabilities arising out of or in connection with negligent acts, errors, or omissions of CONSULTANT and all of CONSULTANTS employees, subcontractors, consultants and other agency in connection with this Agreement, at a minimum amount of $1,000,000 combined single limit coverage and $1,000,000 aggregate, on a "claims made basis" with a continuation of coverage extension for liabilities for two years from the date the Services are substantially complete. Such professional liability policies shall include coverage for liability assumed by the CONSULTANT under this Agreement.

D. Workers Compensation Insurance. Workers Compensation insurance, occupational disease insurance and employer’s liability insurance shall be required with minimum limits as required by law, covering all workplaces involved in this Agreement.

E. Policy Terms. Concurrently with execution of this Agreement, CONSULTANT shall provide CITY with Certificates of Insurance evidencing that CONSULTANT has obtained or maintains the insurance required by this Section

5.3. The Certificates shall be on forms acceptable to CITY. CONSULTANT shall also furnish CITY with original endorsements with the following documentation:
• Precluding cancellation or reduction in coverage before the expiration of thirty (30) days after CITY shall have received written notification thereof from CONSULTANT by United States mail;
• Providing that CONSULTANT's insurance shall apply separately to each insured against whom claim is made or suit is brought, and include a “separation of insureds” or “severability” clause which treats each insured separately, except with respect to t he limits of the insurer's liability (cross -liability endorsement);
• Excepting CONSULTANT’S professional liability insurance, naming CITY, its City Council, boards, commissions, committees, officers, employees and agents as additional insureds (“Additional Insureds”); and • Providing that for any claims relating to CONSULTANT's services hereunder, CONSULTANT's insurance coverage shall be primary insurance with respect to CITY, its City Council, boards, commissions, committees, officers, employees and agents, and that any insurance or self -insurance maintained by 652

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CITY for itself, its City Council, boards, commissions, committees, officers, employees and agents shall be in excess of CONSULTANT's insurance and shall not be contributory with it.
• It shall be a requi rement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverages requirements and/or limits shall be available to the Additional Insured, including but not limited to any umbrella or e xcess insurance.

Furthermore, the requirements for coverage and limits shall be the greater of:
(a) the minimum coverage and limits specified in this Agreement; or (b) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured.

F. Material Breach. If CONSULTANT fails to maintain insurance coverage or provided insurance documentation which is required pursuant to this Agreement, it shall be deemed a material breach of this Agreement. CITY, at its sole option, may terminate this Agreement and obtain damages from CONSULTANT resulting from said breach. Alternatively, CITY may purchase the required insurance coverage, and without further notice to CONSULTANT, may deduct from sums due to CONSULTANT any premium costs advanced by CITY for such insurance. These remedies shall be in addition to any other remedies available to CITY.

ARTICLE 6 - NOTICES
All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by facsimile or reputable overnight courier and shall be deemed received upon the earlier of: (1) if personally delivered, the date of delivery to the address of the person to receive such notice; (2) if delivered by Federal Express or other overnight courier for next business day delivery, the next business day; (3) if sent by facsimile, with the original sent on the same day by overnight courier, the date on which the facsimile is received, provided it is before 5:00 P.M. Pacific Time; or (4) if sent electronically, the date of delivery on the confirmed read receipt. Notice of change of address shall be given by written notice in the manner described in this Article 6. Rejection or other refusal to accept or the inability to deliver because of a change in address of which no notice was given shall be deemed to constitute receipt of the notice or communication sent. Unless changed in accordance herewith, the addresses for notices given pursuant to this Agreement shall be as follows:

If to CITY: City Manager
170 Santa Maria Avenue
Pacifica, CA 94404
Phone: (650) 738-7409
Facsimile: (650) 359-6038
Email: [email protected]

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If to CONSULTANT: ___________
______________
________________
____________________
Phone: _____________
Facsimile: _____________

ARTICLE 7 - MISCELLANEOUS

7.1. Conflict of Interest Prohibition. CITY and CONSULTANT will comply with the requirements of the CITY’s Conflict of Interest Code adopted pursuant to California Government Code §87300 et seq., the Political Reform Act (California Government Code §81000 et seq.), the regulations promulgated by the Fair Political Practices Commission (Title 2, §18110 et seq. of the California Code of Regulations), California Government Code §1090 et seq., and any other ethics laws applicable to the performance of the Services and/or this Agreement. CONSULTANT may be required to file with the CITY Clerk a completed Form 700 before commencing performance of the Services unless the CITY Clerk determines that completion of a Form 700 is not required, pursuant to CITY’s Conflict of Interest Code. Form 700 forms are available from the CITY Clerk.

CONSULTANT may not perform Services for any other person or entity that, pursuant to any applicable law or regulation, would result in a conflict of interest or would otherwise be prohibited with respect to CONSULTANT’s obligations pursuant to this Agreement.

CONSULTANT agrees to cooperate fully with CITY and to provide any necessary and appropriate information requested by CITY or any authorized representative concerning potential conflicts of interest or prohibitions concerning CONSULTANT’s obligations pursuant to this Agreement.

CONSULTANT may not employ any CITY official, officer or employee in the performance of the Services, nor may any official, officer or employee of CITY have any financial interest in this Agreement that would violate California Government Code §1090 et seq. CONSULTANT hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent, appointee, or official of CITY. If CONSULTANT was an employee, agent, appointee, or official of CITY in the previous twelve months, CONSULTANT warrants that it did not participate in any manner in the forming of this Agreement. CONSULTANT understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and CONSULTANT will not be entitled to any compensation for CONSULTANT’s performance of the Services, including reimbursement of expenses, and CONSULTANT will be required to reimburse CITY for any sums paid to CONSULTANT under this Agreement. CONSULTANT understands that, in addition to the foregoing, penalties for violating Government Code §1090 may include criminal prosecution and disqualification from holding public office in the State of California.

Any violation by CONSULTANT of the requirements of this provision will constitute a 654

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material breach of this Agreement, and the CITY reserves all its rights and remedies at law and equity concerning any such violations.

7.2. Subcontracting. CONSULTANT may subcontract portions of the Services upon the prior written approval of CITY. CONSULTANT will be solely responsible for payment of such subcontract Services. No contractual relationship will exist between any such subcontractors of CONSULTANT and CITY. CONSULTANT’s subcontractors agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under the Agreement. CONSULTANT’s subcontractors further agree to include the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, with any sub- subcontractor to the extent they apply to the scope of the sub-subcontractor’s work. A copy of the CITY indemnity and insurance provisions will be furnished to CONSULTANT’s subcontractors upon request.

7.3. Entire Agreement. This Agreement represents the entire understanding of CITY and CONSULTANT as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may only be modified by an amendment in writing signed by each party.

7.4. No Assignment. The Services are deemed unique and neither party shall assign, transfer, subcontract or otherwise substitute its interest in this Agreement or any of its obligations hereunder without the prior written consent of the other party. As limited by this Section

7.2, this Agreement is to be binding on the successors and assigns of the parties hereto.

7.5. Severability. If any part of this Agreement is determined to be unconstitutional, invalid or beyond the authority of either party, such decision shall not affect the validity of the remainder of this Agreement, which shall continue in full force and effect, provided that the remainder of this Agreement can be interpreted to give effect to the intentions of the parties.

7.6. Counterparts. This Agreement may be signed in counterparts and, when fully signed, such counterparts shall have the same effect as if signed in one document.

7.7. Choice of Law. This Agreement and all matters relating to it shall be governed by the laws of the State of California without reference to its choice of laws principles and venue shall be in the appropriate court in San Mateo County, California.

7.8. Waiver. No failure on the part of either Party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder. A waiver by either CITY or CONSULTANT of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other further breach.

7.9. Mediation. In the event the parties are unable to resolve a dispute arising under this Agreement through good faith negotiations, the parties agree to submit the matter to 655

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mediation with a mutually agreeable mediator. Prior to the mediation, the parties shall exchange any documents reasonably necessary to resolve the matter to be mediated.

7.10. Attorney’s Fees. If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled.

7.11. Interpretation. In the event this Agreement is ever construed in any dispute between the parties, it and each of its provisions shall be construed without regard to the party or parties responsible for its preparation and shall be deemed to have been prepared jointly by the parties. The rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement.

7.12. Authority. Each individual executing this Agreement on behalf of one of the parties represents that he or she is duly authorized to sign and deliver the Agreement on behalf of such party and that this Agreement is binding on such party in accordance with its terms.

7.13. Third Parties. Nothing contained in this Agreement shall create a contractual relationship with, or cause of action in favor of, a third party against either the CITY or CONSULTANT. CONSULTANT’s Services hereunder are being performed solely for the benefit of CITY. CITY shall be an express third-party beneficiary of all contracts between CONSULTANT and any subcontractors or subconsultants in connection with any services performed in connection with, or in furtherance of, this Agreement.

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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date set forth above.

CITY OF PACIFICA

By: Date

Kevin Woodhouse, City Manager

Approved As To Form

By:

Michelle Marchetta Kenyon, City Attorney

CONSULTANT
_______________________________
By: Date

By: Date

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EXHIBIT A

TASK ORDER

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TASK ORDER NO. ________

CITY OF PACIFICA
AND
__________________________
SECTION 1 – PURPOSE
The purpose of this Task Order is to authorize and direct _______________ to proceed with the work specified in SECTION 2 below, in accordance with the provisions of the Master Agreement for Consultant Services between the City of Pacifica (“CITY”) and _______________ (“CONSULTANT”) hereto dated ________________ (“MASTER AGREEMENT”)
SECTION 2 – SCOPE OF WORK
The items authorized by this Task Order are presented in Attachment “A” – Scope of Services, which is attached hereto and incorporated by this reference.

SECTION 3 – COMPENSATION AND PAYMENT
Compensation shall be as provided in the MASTER AGREEMENT.

Compensation for services as set forth in SECTION 2 shall be as set forth in Attachment “B” – Compensation, which is attached hereto and incorporated by this reference. Total compensation for all services provided under this Task Order shall not exceed ____________________ ($____________) (“Cost Ceiling”).

SECTION 4 – TIME OF PERFORMANCE
The services described in SECTION 2 of this Task Order shall be completed by _________________ or as extended in writing by the City Manager.

SECTION 5 – ITEMS AND CONDITIONS
All terms and conditions contained in the MASTER AGREEMENT are incorporated by reference and remain in full force and effect.

Approved this _______ day of _____, _______.

[Signatures on Next Page]

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CITY OF PACIFICA

By: Date

___________, City Manager

Approved As To Form

By:

Michelle Marchetta Kenyon, City Attorney

CONSULTANT
_______________________________
By: Date

By: Date

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ATTACHMENT “A”

SCOPE OF SERVICES

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ATTACHMENT “B”

COMPENSATION

662
Q1240
Company No: 380
Fields marked with * are mandatory.
[email protected]
* Task:
* PM Email:

PD/BGL Email:
* Governing Terms and Conditions: OR
Other Exhibits:
(date signed)
(date signed)
Issued To:
* Vendor Name: * Site Name:
* Address: * Address:
* Attention: * GHD Contact:

Tel: Tel:
* Email: * Email:
* Name of Client:
* Currency: * Additional Insureds:
* Date of Service:

Line no. * Quantity * Unit * Unit Price Amount
1 T&M NTE* $12,185.00 $12,185.00
1 T&M NTE* $14,305.00 $14,305.00
1 T&M NTE* $60,320.00 $60,320.00
1 T&M NTE* $27,655.00 $27,655.00
1 T&M NTE* $22,715.00 $22,715.00
1 T&M NTE* $13,050.00 $13,050.00
1 T&M NTE* $19,250.00 $19,250.00
1 T&M NTE* $33,685.00 $33,685.00
1 T&M NTE* $17,435.00 $17,435.00
1 T&M NTE* $10,265.00 $10,265.00
1 T&M NTE* $7,515.00 $7,515.00
1 T&M NTE* $10,825.00 $10,825.00
Subtotal: $249,205.00
Tax:

Other:

This is not a valid PO without a PO Number, GHD and Vendor signatures Purchase Order Total: $249,205.00 Virtual CEQA scoping meeting - Agency
Summary of Phase 2a Outreach
12/13/2022
Exhibit A PO Terms and Conditions (Q1270)
Vendor to provide and deliver all items or services set out or otherwise described below subject to the Governing Terms and Conditions checked above. This PO expressly limits acceptance to such terms and conditions. Any additional or different terms proposed by Vendor are rejected unless expressly agreed to in writing by GHD. GHD's receipt of a signed copy is required prior to GHD's approval of any invoice for payment. Signature of this PO may be sent by portable document file (pdf) which shall be treated as an original signature, and any such signature, pdf file, or copy of this signed PO shall be valid as an original and shall be binding as if it were the original. Project number must be shown on all correspondence, invoices, insurance certificates, and delivery papers related to this PO. This PO or CO shall come into force and effect on the date of last authorized signature.

Site Location:
(authorized GHD signature)
(printed name of Vendor)(authorized Vendor signature)
(printed name of Issuer)
Craig Lewis, SE, PD
Pop-up style workshops (5 total)
Online Surveys, non-map based (2 total)
[email protected]
GHD Inc.

City of Pacifica
Ben Gettleman
415-391-7900
Vendor Framework Agreement (MA) No:

Exhibit C Scope of Work
* Time and Materials not to exceed $249,205.00 based on the Kearns & West 2023 Bill Rate Scheduled * Description of Services/Item no.

K&W will provide the following outreach and engagement services as described in Task 1.4 of Exhibit A of the prime agreement dated November 28th, 2022.

Communcation materials and awareness building
Smaller Committee/Commission meetings (3 total)
Engagement Plan
Ad-Hoc Committee Meetings (5 total)
Hybrid Public Workshop (2 total)
In-Person Public Workshop
Presentation of prelim design to Council
12601717
City of Pacifica
[email protected]
* Project Number:

Hybrid CEQA scoping meeting - Public
USD
Aaron Holloway
562-857-6068
[email protected]
Exhibit B Provisions of Prime Agreement
Kearns & West
Purchase Order (Services)

1.4.3 (Stakeholder Engagement K&W) * Task Org Code: 5005 Change Order Number:

Insurance certificate attached
Change Order Issue Date(s):

Change Order (check if applicable)
GHD Inc.

COP BBIRP Phase 2a Preliminary Design
Submit Invoices & Account Inquiries To:

Original PO Issue Date:

Please include PO Number, Project Number, and GHD contact on invoice Beach Boulevard Infrastructure Resiliency Project
Pacifica, CA
Aaron Holloway, PE
Craig Lewis, SE, PD [email protected]
* Project Manager:

Project Director/BGL:
* Project Name:
* Purchase Order Number:
233 Sansome Street, Suite 400
San Francisco, CA 94104
October 2022 Page 1 of 1
Crystal Jackson Kearns & West, Inc. Vice President - People & Operations 3/28/2023 03/30/2023
4/11/2023
380-002623
663

Q1270
Exhibit A: Professional Subconsultant Agreement – Terms and Conditions (US) GHD | Q1270 Exhibit A: Professional Subconsultant Agreement (US) | April 2021 The Power of Commitment 1

1. Definitions: "Agreement" shall mean: (i) the Purchase Order (the “PO”) to which this Exhibit A is attached; (ii) the terms and conditions within this Exhibit A ; (iii) any attached Exhibit B (if applicable); and (iv) any other Exhibits listed on or attached to the PO, all to be considered collectively as part of one and the same document; "Changes" shall mean any changes, revisions,
additions, or deletions to the Agreement; "Client" shall mean the individual or entity named on the PO with whom GHD has entered into an agreement for the provision of services in relation to the Project (the " Prime Agreement "); " GHD" shall mean the GHD entity issuing the PO; "Information" shall mean any data, documents, reports, or other information ; "Laws" shall mean any and all applicable statutes, laws, rules, regulations, ordinances, codes, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction; "Parties" shall mean GHD and Subconsultant; "Project" shall mean the total undertaking to be accomplished for Client, of which the Services are a part; "Services" shall mean the work to be performed for GHD by Subconsultant under this Agreement; and "Site" shall mean the lands, structures, facilities, or other areas made available to Subconsultant for the performance of the Services or access.

2. Prime Agreement: The Prime Agreement is hereby incorporated into and made a part of this Agreement by this reference. Applicable provisions of the Prime Agreement shall be made available to Subconsultant as Exhibit B to this Agreement or upon request. With respect to its Services, Subconsultant agrees to be bound to GHD in the same manner and to the same extent as GHD is bound to Client under the Prime Agreement. In the event of a conflict between a provision of the Prime Agreement and this Agreement, the provision which imposes the more stringent requirement on the Subconsultant will prevail. Subconsultant agrees that the Prime Agreement provisions with respect to dispute resolution, jurisdiction, venue and choice of law shall prevail in the event of a dispute involving the Client.

3. Insurance: Subject to Article 2, Subconsultant and its lower-tier subconsultants shall purchase and maintain , throughout the performance of the Services and for an additional 3 years from the completion of the Services, at least the following insurance and limits of liability: (i) Workers' Compensation - Statutory; (ii) Employers' Liability - $1,000,000 each category; (iii) Automobile Liability, covering all automobiles owned, rented, hired, or used by Subconsultant and automobiles not owned by but used on behalf of Subconsultant - $1,000,000 each accident ; (iv) Commercial General Liability, equivalent to or broader than ISO form CG 00 01 12 04 - $1,000,000 per occurrence / $2,000,000 aggregate; and (v) Professional Liability - $1,000,000 per claim / $2,000,000 aggregate. If the Services of Subconsultant or its lower- tier subconsultants include exposure to environmental conditions or hazardous materials, the following or equivalent coverage will also be required: (vi) Pollution Liability - $1,000,000 per occurrence / $2,000,000 aggregate.

Policies under (iii), (iv), and (vi) above shall name GHD, Client, and each other person or entity listed on the PO as additional insureds, shall include a cross liability clause , and shall be primary and noncontributory. All policies above shall provide a waiver of subrogation in favor of GHD and Client where allowed by law.

Before any work is commenced at the Site, Subconsultant shall deliver certificates of insurance and required endorsements to GHD as certificate holder, evidencing that the required insurance is in force and that the insurance company issuing each policy will not cancel each such policy except after written notice is provided by mail to GHD. Insurance coverage required under this Agreement shall be additional security for the liability Subconsultant has assumed hereunder and shall not be deemed to limit any such liability nor shall such requirements be considered the amount or types of insurance Subconsultant should carry to adequately protect itself from the risks of its occupation or which it is required by law to provide.

Subconsultant shall include these minimum insurance
requirements in its lower-tier agreements unless GHD consents in writing to a deviation. The failure of GHD to insist upon any requirement in this Article shall not relieve Subconsultant of its obligation to fully comply with the requirements herein.

4. Indemnification: Subject to Article 2, Subconsultant, to the fullest extent permitted by law, shall indemnify, defend, and hold harmless GHD, its affiliates, subsidiaries, and parent company, the Client, each other person or entity listed on the PO, and their respective directors, officers, par tners, shareholders, officials, employees, agents, representatives, subconsultants (not including
Subconsultant or its lower-tier subconsultants), successors, and assigns, from and against any and all claims, costs, losses, and damages (including reasonable attorneys' fees and cost of defense) to the extent arising out of or resulting from any breach of contract, breach of Laws, or any negligent acts, errors, or omissions i n the performance of the Services under this Agreement by
Subconsultant, its lower-tier subconsultants, or anyone for whose acts Subconsultant may be liable. This includes any legal costs and/or disbursements paid or incurred to enforce the provisions of this Article.

Additionally, Subconsultant agrees to indemnify , defend, and hold GHD and Client harmless from claims, demands, actions, liability, expenses, and damages for alleged or actual infringement of patents or patent rights, copyrights, trademarks, claims of lien by others, from breach of the social security laws in connection with employees of Subconsultant, including any benefits payable under any merit plan, reserve account or otherwise pursuant to any law.

5. Standard of Care : Subconsultant represents that it is qu alified to perform the Services, that all licenses or permits required to perform the Services will be timely acquired, and that Subconsultant shall comply with all Laws, in the performance of the Services. Subject to Article 2, Subconsultant shall: (i) perform all Services in accordance with th e requirements of this Agreement; and (ii) perform its Services in the manner consistent with the level of skill and diligence ordinarily exercised by members of
Subconsultant's profession practicing under similar conditions at the same time and in the same locality. Subconsultant shall correct or re-perform Services not meeting this standard, at its expense and without additional compensation, promptly after notice from GHD.

These requirements shall survive any acceptance and payment for Subconsultant’s Services . The obligation to re-perform deficient Services does not relieve Subconsultant from liability for damages for Services not meeting the applicable standard of care that may be discovered any time prior to the expiration of the applicable statute of limitations. Subconsultant shall retain similar obligations with respect to any Services or portion of Services completed by any lower -tier subconsultant, or any party for whose acti ons Subconsultant may be liable.

6. Relationship of the Parties: Subconsultant shall be an independent contractor , not act or present itself as an agent or employee of GHD, and shall have complete and sole responsibility for and control over its employees, agents, representatives, and lower-tier subconsultants, or any party for whose actions Subconsultant may be liable, and the means and methods of providing the Services.

7. Assignment and Subcontracting: Subconsultant shall not assign or sublet this Agreement, or any part thereof, and shall not assign 664

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any money due or to become due hereunder without first obtaining the written consent of GHD. Subconsultant shall cause each approved lower-tier subconsultant to be bound by the terms of this Agreement relevant to the portion of work to be performed by such lower-tier subconsultant and to assume toward Subconsultant such obligations and responsibilities that will ensure that no arrangement or agreement with any lower-tier subconsultant is inconsistent with this Agreement or adversely affects GHD's exercise of its rights hereunder. Subconsultant shall be fully responsible for the acts and omissions of its lower-tier subconsultants and of persons directly or indirectly employed by its lower-tier subconsultants. Nothing contained herein shall create any contractual relationship between GHD and any lower-tier subconsultant of Subconsultant.

8. GHD Assignment : Subconsultant hereby agrees that this Agreement may be assigned to another entity within the GHD group of companies that will be directly or indirectly wholly owned by GHD Group Pty Ltd. (a “ Related Entity”). Any such Related Entity shall assume all of GHD’s liabilitie s, duties, and obligations in, to, and under this Agreement. Subconsultant hereby agrees that such assignment may be effected without any further notice or action on the part of GHD. Upon request, Subconsultant agrees to execute and deliver any further documents as may be reasonably requested by GHD or its successor to evidence such consent and/or assignment.

9. Laws: In the performance of the Services, Subconsultant shall comply with Laws and shall pay all costs connected with such compliance. Subconsultant shall obtain and pay for all required permits, certificates, and licenses necessary for the performance of the Services.

10. Taxes: Subconsultant shall pay all fees or taxes, including (i) sales, use, or consumer, (ii) taxes for employment insurance, pensions, or any similar purpose, and (iii) any other taxes required by Laws.

Subconsultant shall hold harmless and indemnify GHD for any claims related to the Subconsultant’s failure to pay applicable fees or taxes.

11. Access to and Use of Site: GHD may arrange access to the Site through Client, or provide assistance to Subconsultant with obtaining such access for the purpose of Subconsultant performing Services required under this Agreement. Subconsultant shall not interfere with and shall cooperate in all material respects with other consultants’, contractors’, or Client's operations at the Site, and shall coordinate the Services with the work of others, as applicable.

Subconsultant shall confine its equipment and the operation of its employees to limits shown on drawings (if available), or indicated by Laws or permits, or directions of GHD or Client.

Before commencing any subsurface activity, Subconsultant shall verify that all utilities have been identified and located.

Subconsultant shall ensure the safety and protection of such utilities. Subconsultant shall be deemed to have inspected and examined the Site and surroundings before submitting its proposal and to have become fully informed and satisfied regarding all of the risks, contingencies, general, local, and Site conditions, and all other matters w hich can in any way affect the cost, progress, performance, or furnishing of the Services.

12. Health and Safety: Subject to Article 2, Subconsultant shall comply, and shall secure compliance by its employees, agents, and lower-tier subconsultants with all health, safety and security Laws, including, without limitation, state and local Laws, any health and safety plan issued by GHD or its Client, and GHD and Client rules and regulations. Compliance with such requirements shall represent the minimum standard required of Subconsultant.

Subconsultant shall be responsible for examining all requirements and determining whether additional or more stringent health, safety and security provisions are required for the Services. Subconsultant agrees to comply with training, medical monitoring, and certification requirements regarding its employees, agents, lower -tier subconsultants and other invitees to the extent required by Laws, health and safety plans, and Client rules and re gulations, and to pay the costs and expenses thereof . Subconsultant warrants that all such persons shall be fit and qualified to carry out the Services.

Subconsultant agrees to furnish protective devices and clothing as required by Laws, health and safety plans , and GHD and Client rules and regulations, and to ensure that such devices or clothing are properly used by employees, lower -tier subconsultants , and other invitees of Subconsultant at the Site.

13. Deliverables: GHD will (i) review Subconsultant’s deliverables and render decisions required by GHD in a timely manner; (ii) make available to Subconsultant all technical data available to GHD , including previous reports, maps, surveys, borings, and all other information pertinent to the Services, all of which Subconsultant may reasonably rely upon in performing the Services her eunder, except as may be specifically provided otherwise in writing; and (iii) give prompt written notice to Subconsultant whenever GHD observes or otherwise becomes aware of any development that affects the scope or timing of the Services, or any deficiency or non- conformance in the Services. Subconsultant shall be responsible for the accuracy of all information used in the preparation of Deliverables, except to the extent that such information was provided by GHD and Subconsultant reasonably relied on suc h information. Subconsultant shall be liable for any loss or damage arising from any inaccuracy in such information, except to the extent that such information was provided by GHD and Subconsultant reasonably relied on such information. Subconsultant shall furnish copies of any progress or status reports with regard to deliverables when requested by GHD.

14. Audit and Record Retention: Representatives of GHD and Client shall have access, at all reasonable times, to Subconsultant’s personnel job descriptions, books records, correspondence, instructions, plans, drawings, receipts, vouchers, data stored in computers, and memoranda of every description pertaining to the Services, for the purpose of auditing and verifying the accuracy of costs and hours relating to the Services for which GHD is to credit Subconsultant hereunder or for any other reasonable purpose.

GHD and Client’s representatives shall have the right to copy any of the information referred to above. Subconsultant shall preserve and provide, and shall require its lower -tier subconsultants to preserve and provide , audit access to all information referred to above for a period of not less than 3 years after comp letion and acceptance of the Services or termination of the Agreement of for the period required by the Prime Agreement or by law, if longer.

15. Confidentiality: Subject to Article 2, Subconsultant shall maintain as confidential (and shall cause its employees, agents, and lower- tier subconsultants to maintain as confidential) and shall not disclose to others, including wi thout limitation, any governmental authority, either before or after termination or completion of this Agreement, any Information provided to Subconsultant by GHD or any employees, agents, or consultants of GHD or any Information obtained or generated by Subconsultant pursuant to this Agreement, except for: (i) Information which has come into the public domain other than through Subconsultant or any of its employees, lower-tier subconsultants, or agents; (ii) Information that can be established by Subconsultant as previously known to it; (iii) Information acquired by Subconsultant from an independent third party not under any obligation to GHD to keep such information confidential; or (iv) as expressly authorized in writing in advance by GHD. Subconsultant's obligation to maintain confidentiality shall not apply to disclosures compelled by law, an order of a court of competent jurisdiction, or a subpoena; provided, however, Subconsultant shall immediately notify GHD of the circumstances requiring such disclosure and shall refrain from such disclosure for the maximum period of time allowed by law so that GHD may procure a protective order or take other action to protect the 665

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confidentiality of the Information.

Subconsultant shall make all of its employees, agents, and lower- tier subconsultants having access to said Information aware of this obligation of confidentiality and bind each of them under terms identical to these obligations of confide nce as they apply in connection with their respective portion of the Services. No articles, papers, or treatises related to or in any way associated with the Services shall be submitted for publication without GHD's express prior written consent.

Subconsultant acknowledges that any breach of this provision will cause irreparable harm to GHD.

16. Intellectual Property: Subject to Article 2, all documents, including drawings and specifications, prepared or furnished by
Subconsultant in the performance of the Services, may be considered 'instruments of service ' in respect of the Project, and Subconsultant shall retain an ownership and property interest therein regardless of the progress and/or completion of the Project.

However, GHD and Client may make reference to and/or reuse such documents, or portions thereof, in connection with: (i) use or occupancy of the Project or Site by Client ; (ii) GHD's services associated with the Prime Agreement, the Project, or the Site; and (iii) any extensions of the Project. GHD and Client may also make and retain copies of all such documents in connection with the Project or the Site. Any reuse without written verification or adaptation by Subconsultant for the specific purpose intended will be at GHD’ s or Client's sole risk , and without liability or legal exposure to Subconsultant.

17. Payment: Subconsultant shall submit monthly invoices for Services rendered in a form and with documentation as GHD may require.

Payment on invoices approved by GHD, including final payment, will be made within 14 days of GHD receiving payment from Client.

Subconsultant agrees that: (i) payment by Client to GHD shall be a condition precedent of any payment from GHD to Subconsultant; (ii) such payment by Client shall act as the sole source of funds for any payment to Subconsultant; and (iii) Subconsultant assumes the risk of Client's failure to pay, or any form of bankruptcy, insolvency, or default on payment by Client. SubconsuItant’s invoice for final payment will not be approved until Subconsultant has completed all work associated with the Services, submitted all deliverables, and if requested by GHD, provided satisfactory evidence of payment of all obligations arising out of this Agreement. No payment made by GHD hereunder, including final payment, shall be construed as evidence of the proper performance of the Services , nor of acceptance of deficient or nonconforming Services.

18. Liens: As a condition precedent to payments hereunder, Subconsultant, upon request from GHD, shall furnish lien releases, satisfactory to GHD and Client. GHD, at any time, may pay, vacate and/or discharge liens, claims , and encumbrances filed by Subconsultant’s lower-tier subconsultants or suppliers and deduct the amount paid, together with costs and attorneys’ fees, from compensation due Subconsultant hereunder. The application by Subconsultant for final payment under this Agreement shall operate as a release to Client and GHD for all claims and lia bility to Subconsultant, its representatives, lower -tier subconsultants, suppliers, and assigns for any additional compensation or payment relating to any and all things done or furnished relating to the Services rendered by Subconsultant in performance of the Services. Final payment shall in no way relieve Subconsultant of liability for its obligations or for deficient Services discovered after final payment.

19. Changes: GHD shall have the right at any time to make Changes in the Services without invalidating this Agreement or any PO. GHD shall promptly notify Subconsultant of any Changes. If such Changes increase or decrease the cost or time required for the Services, adjusted compensation and/or time will be m utually agreed upon in writing , and evidenced by a change order to be issued by GHD. This Agreement may only be modified by the issue of a written change order.

No additional work shall be allowed or Changes made by
Subconsultant, or paid for by GHD unless and until authorized by GHD by written change order issued prior to the commencement of the additional work.

20. Delays: With the exception of any delays caused by the Subconsultant’s failure to provide the Services in accordance with Article 5 herein, neither party shall be liable to the other party for delays in performing the Services or for the direct or indirect cost resulting from such delays that may result from fires, labor strikes, riots, acts of governmental authorities, extraordinary weather conditions or other natural catastrophe or any other cause beyond the reasonable control or contemplation of either party. Any extension of time granted to Subconsultant pursuant hereto shall be Subconsultant's sole and exclusive remedy for any claim resulting from a delay caused by such occurrences.

21. Termination: Notwithstanding Article 2, GHD may terminate this Agreement (i) for its own convenience upon delivery of written notice to Subconsultant effective upon receipt, or (ii) upon delivery of 7 days’ written notice to Subconsultant at the occurrence of any of the following, or of any other comparable event: (a) insolvency of Subconsultant; (b) the initiation against Subconsultant of proceedings under any law relating to bankruptcy, insolvency, or the relief of debtors; (c) the loss of or failure of Subconsultant to provide GHD with copies of the necessary permits, licenses, and approvals; (d) any strike, picketing, or labor trouble involving Subconsultant's personnel and affecting GHD, Client, or Subconsultant's ability to perform the Services; or (e) the failure of Subconsultant to diligently meet its other obligations under this Agreement, including but not limited to providing proof of insurance.

If Subconsultant rectifies the said event prior to the expiry of the said notice period, the notice of termination shall be void and of no effect. If GHD terminates this Agreement for its convenience, Subconsultant shall be paid for that portion of the Services satisfactorily completed as of the date of termination plus Subconsultant's reasonable charges directly occasioned by the termination. No payment shall be due for Services not furnished in accordance with this Agreement.

22. Rights and Remedies : The rights and remedie s of the parties hereunder are cumulative, and in addition to, not in lieu of, those which the parties have at law or in equity. Waiver of a breach of any provision of this Agreement shall not constitute a waiver of any other or future breach of the same provision or any other provision or of the entire Agreement. Failure of GHD to insist upon strict performance of any provision of this Agreement shall not be deemed a waiver of any rights GHD may have.

23. Severability: In the event that any provision of this Agreement should be declared void or unenforceable under any Law, the remaining provisions shall not be affected and shall continue in full force and effect.

24. Survival: All obligations arising prior to termination of the Agreement and all provisions of the Agreement allocating responsibility or liability between GHD and Subconsultant shall survive the completion of the Services and termination or cancellation of the Agreement.

25. Dispute Resolution : Subject to Article 2, both parties agree in good faith to attempt to resolve amicably, without litigation, any dispute arising out of or relating to this Agreement or the work to be performed hereunder. Following notification of a dispute, the parties shall have 5 business days from the date of notification to begin negotiations and 15 business days from the notification date to complete negotiations, unless otherwise agreed in writing. In the event that any dispu te cannot be resolved through direct discussions, the parties agree to endeavor to settle the dispute by 666

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mediation. The parties shall have 45 calendar days within which to commence the first mediation session following the conclusion of their good faith negotiations or expiration of the time within which to negotiate. Either party may make a written demand for mediation, which demand shall specify the facts of the dispute. The matter shall be submitted to a mediator mutually selected by the parties.

The med iator shall hear the matter and provide an informal nonbinding opinion and advice in order to help resolve the dispute.

The mediator's fee shall be shared equally by the parties. If the dispute is not resolved through mediation, the matter may be submitted to the judicial system in accordance with Article 26, in which event all litigation and collection expenses, witness fees, court costs , and reasonable attorneys' fees shall be paid to the prevailing party.

26. Governing Law and Choice of Venue : Subject to Article 2, this Agreement shall be governed by and construed in accordance with the laws of the state where the Project is located. Subconsultant and GHD agree to submit to the authority of the courts situated within the jurisdiction noted herein , should any dispute aris e between the parties in relation to this Agreement.

27. Notices: All notices or other written communications required under this Agreement may be delivered personally or by certified mail (return receipt requested) to the attention of the appropriate party noted on the PO, at the address listed on the PO for that party.

28. Attorney Fees and Costs: In the event that legal action is brought by either party against the other, the prevailing party shall be reimbursed by the other for the prevailing party's legal costs, in addition to whatever other judgments or settlement s ums, if any, may be due. Such legal costs shall include, but not be limited to, reasonable attorneys' fees, court costs, expert witness fees, and other documented expenses.

29. Non-Discrimination: Throughout the term of this Agreement, Subconsultant agrees not to discriminate against any employee or applicant for employment because of race, religion, creed, age, color, sex, marital status, sexual orientation, gender identity, political ideology, ancestry, national origin, or the presen ce of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification. Subconsultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their creed, religion, race, age, color, sex, national origin, marital status, political ideology, ancestry, sexual orientation, gender identity or the presence of any sensory, mental or physical handicap. Such action shall include, but not be limited to the following: (i) employment, upgrading, demotion, or transfer ; (ii) recruitment, or recruitment advertising; (iii) layoff or termination rates of pay or other forms of compensation; and (iv) selection for training, including apprenticeship.

30. Business Ethics : Subconsultant, its employees, agents, representatives, and sub consultants shall at all times conduct business in accordance with the highest ethical standards and avoid conflicts of interest in the conduct of Services for GHD and Client. In conjunction with its performance of the Services, Subconsultant and its employees, officers, agents , and representatives shall comply with, and cause its lower-tier subconsultants and their respective employees, officers, agents , and representatives to comply with all applicable Laws, and other requirements prohibiting bribery, corruption, kick -backs or similar unethical practices , including the United State s Foreign Corrupt Practices Act.

31. Certification: Subconsultant certifies, to the best of its knowledge and belief as of the date of execution hereof, that Subconsultant and/or any of its Principals: (i) Are not presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any Federal, state or local government department or agency; (ii) Have not within a three -year period preceding this Agreement, been convicted of or had a civil judgment rendered against them, or are not presently indicted for, or otherwise criminally or civilly charged by a governmental entity for:
(1) the commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public contract; (2) a violation of any antitrust statutes relating to the subm ission of offers; or (3) a commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, violating criminal tax laws, or receiving stolen property; (iii) Have not, within a three -year pe riod preceding this offer, been notified of any delinquent Federal taxes exceeding $3,500 for which the liability remains unsatisfied; and (iv) Have not, within a three - year period preceding this offer, had one or more contracts terminated for default by any Federal agency.

32. GHD’s Code of Conduct : By entering into this Agreement, Subconsultant agrees to abide by GHD’s Code of Conduct , or submit to GHD a copy of Subconsultant’s own code of conduct to which GHD will determine if it contains the minimum standards expected by GHD’s subconsultants. Subconsultant acknowledges in connection with the standards and requirements set forth, at any time, with or without advance notice, that GHD reserves the right to audit, at its own expense, without any restrictions, any or all facilities providing services to GHD, and understands that unethical behavior could result in the termination of this Agreement. Subconsultan t commits, to the best of its ability, to adhere to the standards set forth in GHD’s Code of Conduct and Subconsultant must make reasonable efforts to impose comparable requirements to ensure that GHD’s Code of Conduct is also observed by its lower -tier subconsultants, business associates or employees.

33. Technical Export Control : The U.S. government controls the physical export of goods and technology, as well as the transfer of technical data, assistance or knowledge to a recipient in a foreign country or to a non-U.S. citizen while in the U.S. GHD complies with U.S. export control laws and regulations to prevent unauthorized export or transfer of technology. Information received by Subconsultant pursuant to this Agreement or in the performance of the Services may be subject to export control. Subconsultant may not engage in any prohibited export activity and may not be transferred controlled information without approved documentation.

34. Entire Agreement : This Agreement constitutes the entire understanding between the parties concerning the Services, and supersedes all prior written and oral negotiations, agreements, and representations. This Agreement may only be modified by a written change order issued by GHD. By executing this Agreem ent, the Parties mutually certify that they have carefully read this Agreement, fully understand its contents, and agree to be bound by the terms and conditions stated herein.
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Exhibit A: Professional Subconsultant Agreement – Terms and Conditions (US) GHD | Q1270 Exhibit A: Professional Subconsultant Agreement (US) | April 2021 The Power of Commitment 5

Supplementary Conditions – COVID-19

1. Definitions: "PO" shall mean: (i) the Purchase Order to which this Exhibit A is attached; (ii) the terms and conditions within this Exhibit A; (iii) any attached Exhibit B (if applicable); and (iv) any other Exhibits listed on or attached to the Purchase Order, all to be considered collectively as part of one and the same document; " Client" shall mean the individual or entity named on the Purchase Order with whom GHD has entered into an agreement for the provision of services in relation to the Project (the "Prime Agreement"); "GHD" shall mean the GHD entity issuing the PO named on the Purchase Order; "Laws" shall mean any and all applicable statutes, laws, rules, regulations, ordinances, codes, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction; " Project" shall mean the total undertaking to be accomplished for Client, of which the Services are a part; " Site" shall mean the lands, structures, facilities, or other areas made available to Vendor for the performance of the Services, storage, or access; " Services" shall mean the work to be performed for GHD by Vendor under this PO.

2. The Vendor acknowledges and agrees that should any of its representatives enter the Site while (1) presenting with any COVID-19 or flu-like symptoms, (2) knowing or when they should have known that they were at risk to be infected by COVID-19, GHD shall not be required to pay any fees for any representatives present on the Site if the work or the Services must be stopped due to such presence. For more clarity, GHD shall not be required to pay the minimum hours normally payable to the Supplier, in respect of the presence of any representative of the Supplier on the Site, where such minimum hours are not reached prior to the suspension of the Services and/or work or the closure of the Site. The Vendor shall assume all liabilities for any damages, including without limitation, any costs in relation to delays, a dditional work or demobilization, resulting from the suspension of the Services and/or work or the closure of the Site.

3. The Vendor declares and warrants that it has implemented and that all of its operations are complying with the guidelines issued by the local health authorities to protect the health and ensure the safety and physical integrity of the workers. The Vendor shall also comply with all the measures implemented by either GHD or the Client in order to avoid the propagation of COVID-19 on construction sites.

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GHD Exhibit B - Prime Agreement
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Kearns & West, Inc.
233 Sansome Street
Suite 400
San Francisco, CA 94104

415.391.7900
www.kearnswest.com
Kearns & West Rates

2023 2024 2025 2026 2027
Principal 320 330 345 360 380
VP 265 275 290 305 320
Sr. Director 230 235 245 260 275
Director 210 215 225 235 245
Sr. Associate 185 190 200 210 220
Associate 160 165 175 185 195
Project Coordinator 135 140 145 150 155

716

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

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

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

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

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

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

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

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

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

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

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
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LIMITS(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

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

EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
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CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
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$EACH OCCURRENCE

DAMAGE TO RENTED
$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

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

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CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

CANCELLATION

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

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

AUTOS ONLY
4/6/2023
AHT Insurance
20 S. King Street
Leesburg VA 20175
Megan Griffanti
703-777-2341
703-771-1852
[email protected]
Hartford Casualty Insurance Co
29424
KEAR&WE-01
Federal Insurance Company
20281
Kearns & West, Inc.
1990 K Street, NW #620
Washington DC 20006
The Hartford
914
1101625432
A
X
1,000,000
X
300,000
10,000
1,000,000
2,000,000
X
Y
Y
42SBAVN4201
12/31/2022
12/31/2023
2,000,000
A
1,000,000
X
X
Y
Y
42SBAVN4201
12/31/2022
12/31/2023
A
X
X
5,000,000
42SBAVN4201
12/31/2022
12/31/2023
5,000,000
X
10,000
C
X
42WECAA1308
12/31/2022
12/31/2023
1,000,000
1,000,000
1,000,000
B
C
Professional Liability
Stop Gap Coverage
82121358
42WECAA1308
12/31/2022
12/31/2022
12/31/2023
12/31/2023
Aggregate
Occurrence
3,000,000
2,000,000
$1,000,000
Project Name: Beach Boulevard Infrastructure Resiliency Project (BBIRP) Phase 2 Project # 11213162
City of Pacifica, GHD lnc. its affiliates and their subsidiaries, and its Client(s) and other person(s) or entities set forth in each Purchase Order, is additional insured on the General Liability, Automobile Liability, policies on a primary and non-contributory basis. lt is understood that the additional insured status shall include coverage for the respective officers, directors, partners, officials, employees, and agents of each and any of all such additional insureds. Waiver of Subrogation is granted in favor of the Additional insured(s) on the General Liability, Automobile Liability, Workers Compensation where required by contract GHD, Inc.
655 Montgomery Street, Suite 1010
San Francisco CA 94111
USA
717

CITY OF RICHMOND

STANDARD CONTRACT
Department: City Project Manager:

City Project Manager E-mail: City Project Manager Phone No:

Vendor No: 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, a municipal corporation (“the City”), and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:
☐ 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 terminates _________________ unless terminated earlier as set forth herein.

3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $______________ (“Contract Payment Limit”) unless a Contract Amendment has been approved by the City Council or City Manager. If this amount includes a contingency, Contractor acknowledges that any use of such contingency shall be for work beyond the original scope of services and requires prior written authorization by the City. If noted below, Compensation for work done under this Contract, shall not exceed as follows:

FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________

4. Contractor’s Obligations. Contractor agrees to perform all work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, in accordance with the Service Plan set forth in Exhibit A, attached hereto and incorporated herein.

5. City Obligations. City shall make payments to the Contractor in accordance with the Payment Provisions set forth in Exhibit B, attached hereto and incorporated herein.

Water Resource Recovery
Jose Valenzuela
[email protected]
510-620-6955
16664
Contractor will provide moderator services for Public Outreach meetings regarding Keller Beach Sanitary Sewer Line repair/replacement/rehabilitation.

Kearns & West, Inc.
500 Washington St., Suite 425
San Francisco, CA 94111
Ben Gettleman
(415) 697-0564
[email protected]
40066413 Expiration: December 31, 2024 04/15/2025 (or later)
01/31/2028
365,185.00
718

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

7. General Conditions. This Contract is subject to the General Conditions (Exhibit D), which are attached hereto and incorporated herein.

8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any), which are attached hereto and incorporated herein.

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

10. Sanctuary City Compliance Statement. This Contract is subject to the Sanctuary City Compliance Statement (Exhibit G), which is attached hereto and incorporated herein.

11. Signatures. These signatures attest the parties' agreement hereto:

CITY OF RICHMOND,
a municipal corporation [BUSINESS NAME]
(* The Corporation Chairperson of the Board, President, or Vice President should sign below)

By: _________________________ By: ___________________________ Title: ________________________ Title: __________________________ Date Signed: _________________ Date Signed: ___________________

I hereby certify that this Contract (* The Corporation Chief Financial Officer or Assistant has been approved by City Council Treasurer, or Secretary or Assistant Secretary should or the City Manager. sign below)

By: _________________________ By: ___________________________ City Clerk Title: __________________________
Date Signed: ____________________
Approved as to form:
(NOTE: Pursuant to California Corporations Code Section By: _________________________ 313, if Contractor is a corporation or nonprofit organization, City Attorney this Contract (1) must be signed by (a) the Chairperson of the Board, President, or Vice-President and (b) the
Chief Financial Officer or Assistant Treasurer, or
Secretary or Assistant Secretary)

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
Sanctuary City Compliance Statement Exhibit G

Kearns & West, Inc.
719
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT A

SERVICE PLAN

Contractor shall, to the satisfaction of the Project Manager ( set forth in Exhibit B) , perform the following services and be compensated as outlined below [or attach service plan if necessary]:

Kearns & West, Inc.

See attached scope of work.
720

Scope of Services, Phase 2
Keller Beach Sanitary Sewer Project
Kearns & West

Task 1. Engagement Planning, Project Management, and Coordination with City staff Kearns & West will work closely with City staff to plan, implement, and track progress of the engagement program to support the KBSS Project’s feasibility study. Kearns & West will gain familiarity with the history and timeline of the KBSS process to-date, as well as key future dates to inform an effective and implementable community input summary report. This will include biweekly coordination meetings (36 total) to collaborate on near-term objectives and ensure the overall engagement process is conducted in a manner that is timely, effective, and reflective of both the needs of the community and technical components of the project. Kearns & West will compile agendas, facilitate, and develop meeting notes for each coordination meeting.

Under this task, Kearns & West will also develop monthly invoices which will include a summary of activities completed in each month.

Task 1 Deliverables:
• Agendas and notes for 36 coordination meetings
• Community engagement plan (draft and final)
• Monthly invoices and summaries of activities completed

Task 2: Community Education and Information Sharing
Kearns & West will coordinate with City staff to provide information and updates to community members. This will include developing FAQ documents, factsheets, and a project website that will serve as a hub for information sharing. Kearns & West will manage a database of stakeholders and send periodic project updates via email.

Task 2 Deliverables:
• Project FAQ document
• Project factsheets, including graphics as needed
• Project website, including development and maintenance • Stakeholder database
• Email update blasts (assume total of 4)
721

Task 3: Participate in Neighborhood Meetings and Convene Targeted Meetings Kearns & West will coordinate with City staff to plan and support preparation for neighborhood meetings to provide updates and gather input from residents, including agenda development, presentation development, and meeting summaries. This could include the Point Richmond Neighborhood Council and the Land Use Design Review Committee.

Kearns & West will also convene targeted meetings and focus groups as needed to gather information and allow for smaller group discussions with City and K&W staff.

Task 3 Deliverables:
• Meeting agendas, presentations, and materials (assume total of 10 meetings)

Task 4: Community Meetings
Kearns & West will plan, implement, and facilitate five (5) community meetings that will be convened to share updates and draft recommendations with a broader audience. The meetings will be held in-person and will be facilitated with careful attention to keeping the discussion on topic and maintaining a respectful, productive dialogue.

In collaboration with City staff, Kearns & West will develop materials (e.g., agendas, facilitation plans, PowerPoint presentations) and meeting design options for each community meeting.

Materials and meeting design options will be crafted to be sensitive to the needs of the Point Richmond community and allow the public to engage in a manner that is meaningful and supportive of the needs of the feasibility study.

Task 4 Deliverables:
• Notification materials for 5 community meetings
• Materials for 5 community meetings
• Summaries for 5 community meetings

Task 5: One-on-One Communication with Community Members Kearns & West staff will be available to respond to community members’ questions and information requests and ensure responses are provided in a timely manner. Kearns & West will also reach out to specific community members proactively as needed to plan future meetings and address challenges or concerns as they arise.

Task 5 Deliverables:
• Log of one-on-one discussions

722
Title Principal Vice
President
Senior
Director Director Senior
Associate
Senior
Associate Associate Project
Coordinator
Graphic
Design SUBTOTAL TOTAL HOURS Assumptions
Rate $345.00 $290.00 $245.00 $225.00 $200.00 $200.00 $175.00 $145.00 $110.00

1.1 Develop engagement plan 12 16 0 16 0 16 $14,78 0 60

1.2 Participate in bi-weekly coordination meetings 36 36 18 36 0 $34,47 0 126 Assume 36 meetings

1.3 Develop monthly invoices/progress reports 12 0 18 $5,01 0 30 Assume 18 monthly reports

1.4 General project management 12 12 12 12 0 18 $15,57 0 66 Total Hours 60 64 30 0 76 0 16 36 0 282
Total Cost $20,700 $18,560 $7,350 $0 $15,20 0 $0 $2,80 0 $5,220 $0 $69,83 0 Total - Task 1 $69,830
Task 2: Community Education and Information Sharing

2.1 Develop FAQs and factsheets 8 36 36 36 0 36 $31,56 0 152

2.2 Develop and maintain project website 4 18 36 36 36 $24,06 0 130 See ODC for website development and hosting

2.3 Develop and manage stakeholder database 18 0 18 $6,21 0 36 Total Hours 12 54 0 0 54 72 36 18 72 318
Total Cost $4,140 $15,660 $0 $0 $10,80 0 $14,400 $6,300 $2,610 $7,920 $61,830 Total - Task 2 $61,830

3.1 Coordination and preparation for meetings 16 20 20 0 0 0 40 0 $23,22 0 96

3.2 Develop agendas, presentations, and materials for meetings 20 40 40 0 0 80 36 $46,26 0 216

3.3 Attend meetings, take notes, and develop meeting summaries 48 48 80 $39,68 0 176 0 Total Hours 36 108 108 0 0 0 200 0 36 488
Total Cost $12,420 $31,320 $26,460 $0 $0 $0 $35,00 0 $0 $3,96 0 $109,160 Total - Task 3 $109,160

4.1: Develop agenda, facilitation plan and materials for public meetings.

Coordinate logistics and support notification. 18 64 48 64 48 24 24 $63,850 290

4.2: Facilitate, take notes, and provide support during public meetings 16 16 16 16 $14,56 0 64

4.3: Develop summaries for each public meeting 8 16 16 $8,32 0 40 Total Hours 18 88 64 0 96 0 80 24 24 39 4
Total Cost $6,210 $25,520 $15,680 $0 $19,20 0 $0 $14,00 0 $3,480 $2,640 $86,730 Assume public meetings in person Total - Task 4 $86,730

5.1: Participate in one-on-one discussions with community members 8 24 24 4 24 3 $21,82 5 87

5.2 Maintain log of discussions with community members 12 18 0 $5,01 0 30 Total Hours 8 24 24 4 36 0 3 18 0 117
Total Cost $2,760 $6,960 $5,880 $900 $7,20 0 $0 $52 5 $2,610 $0 $26,83 5 Total - Task 5 $26,835
Total Hours for all Tasks 134 338 226 4 262 72 33 5 96 132 1599 Total Labor for all Tasks $46,230 $98,020 $55,370 $900 $52,40 0 $14,400 $58,625 $13,920 $14,520 $354,385 Contingency markup of 3% $10,800
Total Labor $365,185
Task 1: Engagement Planning, Project Management, and Coordination with City Staff Task 3: Participate in Neighborhood Meetings and Convene Targeted Meetings Task 4: Community Meetings
Task 5: One-on-One Communication with Community Members 723
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT B

PAYMENT PROVISIONS

1. COMPENSATION TO CONTRACTOR:

a. Provided Contractor is not in default under this Contract, Contractor shall be compensated in the manner set forth herein.

b. All payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photocopying, 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.

c. All City vendors receiving new contracts shall sign up to receive electronic payments through the City’s Automated Clearinghouse (ACH) payments service/provider.

2. SUBMISSION OF INVOICES:

Contractor shall submit timely invoices by email to
[email protected] and/or to the following address:

Attention: City of Richmond Finance/Account Payable
Project Manager: _______________________
P.O. Box 4046
Richmond, CA 94804

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

a. 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.

b. All appropriate permits, certificates, and licenses, including a City business license shall be obtained and maintained for the duration of this Contract before any payment is authorized.

4. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract is executed by the City. The insurance coverage required by this Contract shall be maintained by Contractor for the duration of this Contract and must be in place before any payment is authorized.

Jose Valenzuela
Jose Valenzuela
Kearns & West, Inc.
724
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. All required written notices shall be delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; or (iii) sent by overnight or same day courier service at the party’s respective address listed in this Section.

2. Each notice shall be deemed to have been received on the earlier to occur of:
actual delivery or the date on which delivery is refused; or three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).

3. Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address.

4. All notices, demands, requests, or approvals from Contractor to the City shall be addressed to the City at:

City of Richmond
450 Civic Center Plaza
Richmond, CA 94804
Email: ________________________________________________

5. All notices, demands, requests, or approvals from the City to Contractor shall be addressed to Contractor at:

Attn:

Email: ________________________________________________ Jose Valenzuela
[email protected]
Kearns & West, Inc.

Kearns & West, Inc.
500 Washington St., Suite 425
San Francisco, CA 94111
Ben Gettleman
[email protected]
725
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT D

GENERAL CONDITIONS

1. INDEPENDENT PARTIES:

Contractor hereby declares that Contractor is engaged as an independent business and Contractor agrees to perform the services as an independent contractor.

The manner and means of conducting the services and tasks are under the control of Contractor except to the extent they are limited by statute, rule or regulation and the express terms of this Contract. No civil service status or other right of employment will be acquired by virtue of Contractor’s services. None of the benefits provided by the City to its employees, including but not limited to unemployment insurance, workers’ compensation plans, vacation and sick leave, are available from the City to Contractor, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any compensation due to Contractor. Payments of the above items, if required, are the responsibility of Contractor.

2. TIME IS OF THE ESSENCE:

Contractor and the City agree that time is of the essence regarding the performance of this Contract.

3. STANDARD OF CARE:

Contractor agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service Contractors, as applicable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City.

4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

Contractor assumes all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Contractor shall indemnify, defend, and hold the City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Contractor.

5. NON-DISCRIMINATION:

Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, Kearns & West, Inc.
726
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation, military and veteran status or legitimate union activities. Contractor agrees that any violation of this provision shall constitute a material breach of this Contract.

6. CITY PROPERTY:
a. Each and every report, draft, work product, map, record, applicable plans, drawings, calculation, data, specification, video, graphic, or any other material or document produced, prepared or caused to be prepared by Contractor pursuant to or in connection with this Contract shall be the exclusive property of the City.

b. 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 11 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.

c. No report, information or other data given to or prepared or assembled by Contractor pursuant to this Contract shall be made available to any individual or organization by Contractor without prior approval of the City Manager or their designee.

d. Contractor shall, at such time and in such form as City Manager or their designee may require, furnish reports concerning the status of services and tasks required under this Contract.

7. RECORDS:

a. Contractor shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of Contractor’s performance under the Contract, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by the City that relate to the performance of the services and tasks under this Contract (collectively the “Records”).

b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the Records to the representatives of the City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Contract. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Contractor for a period of five (5) years after receipt of final payment.

Kearns & West, Inc.
727
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
c. If supplemental examination or audit of the Records is necessary due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Contract or failure to act in good faith, then Contractor shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.

8. PERMITS AND LICENSES:

Contractor, at its sole expense, shall obtain and maintain during the term of this Contract, all appropriate permits, certificates and licenses, including a City business license, required in connection with the performance of the services and tasks hereunder.

The failure to obtain such permits and licenses 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.

9. TERMINATION:

a. Termination Without Default. Notwithstanding any provision herein to the contrary, the 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 transmission of written notice to Contractor as provided in Exhibit C “Authorized Representatives and Notices”.

b. 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 Exhibit B; 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.

10. 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 Kearns & West, Inc.
728
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

11. HOLD HARMLESS:

a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor. Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract.

b. This indemnification obligation shall survive this Contract and shall not be limited by any term of any insurance policy required under this Contract; provided however, that if this Contract is for design professional services, this indemnity provision is limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional (as defined in California Civil Code section 2782.8).

12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:

a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated 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.

b. Contractor shall not assign, sublease, hypothecate, or transfer this Contract, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Contractor shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer.

The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for Kearns & West, Inc.
729
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
money against the City under this Contract may be assigned by Contractor to a bank, trust company or other financial institution without prior written consent.

c. 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.

d. Only those persons and/or businesses whose names and resumés are attached to this Contract shall be used in the performance of this Contract. However, if after the start of this Contract, Contractor wishes to use sub-contractors, at no additional costs to the City, then Contractor shall submit a written request for consent to add sub- contractors including the names of the sub-contractors and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion.

e. Each sub-contractor shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Contractor.

f. In addition, any tasks or services performed by sub-contractors shall be subject to each provision of this Contract. Contractor shall include the following language in their Contract with any sub-contractor: “Sub-Contractors hired by Contractor agree to be bound to Contractor and the City in the same manner and to the same extent as Contractor is bound to the City.”

g. The requirements in this Section 12 shall not apply to persons who are merely providing materials, supplies, data or information that Contractor then analyzes and incorporates into its work product.

13. SAFETY:

a. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor will be solely and completely responsible for conditions of all vehicles owned or operated by Contractor, including the safety of all persons and property during performance of the services and tasks under this Contract.

Contractor shall assume sole and complete responsibility for the safety of Contractor's employees and any of subcontractor's employees This requirement will apply continuously and not be limited to normal working hours. In addition, Contractor will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable Kearns & West, Inc.
730
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Contract. Where any of these are in conflict, the more stringent requirements will be followed. Contractor’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.

b. Contractor will immediately notify the City (in no event less than 24 hours) of any incident of death, serious personal injury or substantial property damage that occurs in connection with the performance of this Contract. Contractor will promptly submit to the City a written report of all incidents that occur in connection with this Contract. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Contractor’s employee(s) involved in the incident; (iii) name and address of Contractor’s liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.

c. Contractor acknowledges that the City shall have the right to impose, at the City’s sole discretion, requirements that it deems are necessary to protect the health and safety of the City employees, residents, and visitors. Contractor agrees to comply with all such requirements, including, but not limited to, mandatory vaccinations, the use of personal protective equipment (e.g. masks), physical distancing, and health screenings.

Contractor also agrees to make available to the City, at the City’s request, records to demonstrate Contractor’s compliance with this Section.

14. 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.

15. COMPLIANCE WITH ALL APPLICABLE LAWS:

a. During the term of this Contract, Contractor shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Richmond which affect the manner in which the services or tasks are to be performed by Contractor, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Contractor shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City. 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.

b. Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor is required to provide the City with documents and information verifying its compliance with the Living Wage Ordinance. 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 as prescribed in § 2.60.070 of the Municipal Code.

Kearns & West, Inc.
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Contract No: ________ For the Contract between the City of Richmond and
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c. Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or sub-Contractor under an agreement or sub-agreement with the City for public works, goods or services to refrain from discriminatory employment or 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 sub-contractor.

d. 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.

16. INTEGRATED CONTRACT:

The Recitals and exhibits are a material part of this Contract and are expressly incorporated herein. This Contract represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Contract will be effective only by written execution signed by both the City and Contractor.

17. 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 Condition 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.

18. 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.

19. CONFLICT OF LAW:

This Contract shall be interpreted under, and enforced by the laws of the State of Kearns & West, Inc.
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Contract No: ________ For the Contract between the City of Richmond and
_____________________________
California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Contract and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Contract (or the successors of those authorities). Any suits brought pursuant to this Contract shall be filed with the courts of the County of Contra Costa, State of California.

20. 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.

21. INTERPRETATION:

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

22. WARRANTY:

If any product is 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.

23. 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 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.

24. 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 they are duly authorized to enter into and execute this Contract on behalf of Contractor, Kearns & West, Inc.
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Contract No: ________ For the Contract between the City of Richmond and
_____________________________
and shall be personally liable to City if they are not duly authorized to enter into and execute this Contract on behalf of Contractor.

25. 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 payment 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.

26. COUNTERPARTS:

This Contract may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):

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”). Contractor must submit the Sanctuary City Compliance Statement, attached hereto as Exhibit G.

Kearns & West, Inc.
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Contract No: ________ 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, otherwise please state “NONE”):

Kearns & West, Inc.

NONE
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Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT F

INSURANCE PROVISIONS
☐ CHECK HERE IF RISK MANAGEMENT HAS APPROVED WAIVING INSURANCE REQUIREMENTS FOR THIS CONTRACT.

1. CERTIFICATES: Before the commencement of the terms of this Contract, and during the entire term of this Contract and any extension or modification thereof, Contractor shall furnish the City’s Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with coverage requirements set forth by the City and incorporated herein.

Such certificates, which do not limit Contractor’s indemnification, shall also contain substantially the following statement:
“Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days’ advance written notice to the City of Richmond.

Attention: Risk Manager.”
Contractor shall maintain in force at all times during the performance of this Contract all appropriate coverage of insurance required by this Contract with an insurance company licensed to offer insurance business in the State of California with a current A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unless otherwise acceptable to the City. Contractor shall deliver updated insurance certificates to the City at the address set forth in Exhibit C prior to the expiration of the existing insurance certificate for the duration of the term of Contract.

Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers as additional insured shall be submitted with the insurance certificates.

2. COVERAGE REQUIREMENTS: The City’s insurance requirements depend upon the type of service being provided and/or the provider. The City’s insurance requirements will fall into one of the following categories (unless otherwise provided by the City):

Consultants and Contractors – Type 1
Professional Services – Type 2
Environmental Risk/Hazardous Waste Material – Type 3
Lease of City Property – Type 4
Vendors, Suppliers, Small Grant Recipients & Nonprofit Organizations – Type 5 Transportation Providers – Type 6
Professional Services Pyrotechnics – Type 7
Cyber and I.T. Risks – Type 8
Kearns & West, Inc.
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Contract No: ________ For the Contract between the City of Richmond and
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The insurance requirements classification applicable to this Contract shall be attached to this Exhibit F and made a part hereof.

3. FAILURE TO SECURE: If Contractor at any time during the term hereof should fail to secure or maintain the foregoing insurance, the City shall be permitted to obtain such insurance in Contractor’s name or as an agent of Contractor and shall be compensated by Contractor for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.

4. SUFFICIENCY OF INSURANCE: The insurance limits required by the City are not represented as being sufficient to protect Contractor. Contractor is advised to consult Contractor’s insurance broker to determine adequate coverage for Contractor. The coverage and limits shall be (1) the minimum coverage and limits specified in this Contract; or (2) the broader coverage and maximum limits of the coverage carried by or available to Contractor; whichever is greater.

INSERT INSURANCE REQUIREMENTS CLASSIFICATION APPLICABLE TO THIS CONTRACT: (IF NECESSARY, CONFIRM WITH RISK MANAGER)
Kearns & West, Inc.
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___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors

Type 1 – Page 1 of 4

Revised: September 2011

In all instances where a CONTRACTOR or its representatives will be conducting business and/or providing services, the City requires the following MINIMUM insurance requirements and limits.

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

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

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

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

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

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

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

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

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

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

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

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

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

7. Contractor’s Pollution Liability (if applicable for Construction Contractors)

Required Coverage

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

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

738
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors

Type 1 – Page 2 of 4

Revised: September 2011

PROJECT COST R EQUIRED LIMIT
$0 - $5 million $2 million p/o
$5 million - $10 million $5 million p/o
Over $10 million $10 million p/o
Fireworks $5 million p/o
General Liability
(primary and excess limits
combined)

Includes coverage for bodily injury, personal injury, property damage and products and completed operations. The policy shall not exclude coverage for XCU perils (explosion, collapse, or damage to underground property).

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

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

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

Builders’ Risk/Course of
Construction – Covers property
under construction, repair or
renovation as well as equipment
and materials to be installed.

(Only required for Construction
Projects involving property and
equipment installation.)
Coverage shall include all risks of direct physical loss, excluding earthquake, for an amount equal to the full completed value of the covered structure or replacement value of alterations or additions, including soft costs and business interruption.

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

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

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

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

Same limits as General Liability.

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

Additional Insured Endorsement

Applicable to General Liability Coverage.

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

ISO form CG 20 10 (11/85) or its equivalent is required. The endorsement must not
exclude products and completed operations
coverage. If it does, then CG 20 37 (10/01) is also required. 739
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors

Type 1 – Page 3 of 4

Revised: September 2011
Additional Insured Endorsement
(continued)

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61
Primary and Noncontributory The contractor’s insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

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

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

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

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

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

1. A Bid bond

2. A Performance Bond

3. A Payment Bond

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

Claims-Made Policies
If any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or 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.
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___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors

Type 1 – Page 4 of 4

Revised: September 2011

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

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

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

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

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

Cancellation

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

Reporting Requirements

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

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

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Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT G

SANCTUARY CITY COMPLIANCE STATEMENT

The undersigned, (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.

Printed Name: Title:

Signed: Date:

Business Entity:

Kearns & West, Inc.
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RESOLUTION NO. __24

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RICHMOND,

CALIFORNIA, APPROVING A CONTRACT WITH KEARNS AND W EST FOR

MEETING FACILITATION AND PUBLIC OUTREACH COORDINATION SERVICES

RELATING TO THE KELLER BEACH SANITARY SEWER PROJECT, FOR A

THREE YEAR PERIOD WITH TWO OPTIONAL ONE-YEAR EXTENSION YEARS

WHEREAS, on July 26, 2022, the City Council adopted Resolution 111-22, authorizing the City to enter into a contract with an engineering firm to perform a feasibility study for fixing the Keller Beach Sanitary Sewer line; and

WHEREAS, the preliminary findings from the feasibility study was presented in April 2023 to the community and was not well-received,which caused City Council to direct staff to amend the scope of work to address public concerns; and

WHEREAS, upon receiving City Council’s direction to amend the scope of work, the engineering firm withdrew from the project and terminated the contract with the City; and

WHEREAS, the City is inclined to not repeat the past events and utilize a public outreach and facilitation firm to conduct meeting facilitation and public outreach coordination services; and

WHEREAS, Kearns & West is a reputable firm specializing in facilitating public outreach and will serve as a crucial part of addressing the Keller Beach Sanitary Sewer Project by acting as the facilitator for public meetings and liaison to the public; and

WHEREAS, Kearns & West’s expertise and experience will allow the City to obtain the services of an engineering consultant that will perform the feasibility study, and keep the public informed; and

WHEREAS, the selection of Kearns & West is based on the piggyback procurement method, utilizing the existing contract awarded to Kearns & West by the City of Pacifica through a competitive bidding process, which included services related to public outreach and community engagement; and

WHEREAS, the piggyback procurement complies with Richmond Municipal Code Section 2.52.330; and

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

Section 1: The foregoing recitals are true and correct, and this City Council hereby so finds and determines.
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Section 2: The City Council hereby authorizes staff to enter into a contract with Kearns & West for Public Outreach and Community Engagement services related to the Keller Beach Sanitary Sewer Project, based on the piggyback procurement method utilizing the City of Pacifica’s existing contract, with a total contract amount not to exceed $365,185 (which includes a 3% contingency for unforeseen costs due to unscheduled meetings, additional outreach and direct costs.); for the duration of the three (3) year contract with the two (2) optional one (1)-year extensions for a not to exceed total amount of $270,000 for both extension years.

Section 3: This resolution shall take effect immediately upon its passage. **********************
I hereby certify that the foregoing Resolution of the Council of the City of Richmond was duly passed and adopted at a meeting thereof held April 15, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTENTION:

___________PAMELA CHRISTIAN___________

CLERK OF THE CITY OF RICHMOND

Approved:

Mayor

Approved as to form:

City Attorney
744

April 15, 2025

Department

DATE: April 15, 2025
TO: Mayor Martinez and Members of the City Council
FROM:

Daniel Chavarria, PE, Director of Public Works
Mary Phelps, Water Resource Division Manager
Jose Valenzuela, Junior Engineer

Subject:

Emergency Justification for the Repair(s) of the Dornan Tunnel Sanitary Sewer Line
FINANCIAL IMPACT: There is no impact on the General Fund. The funding for this project will be paid from Wastewater Enterprise
Funds (Account String: 40322931-400708-22110).

PREVIOUS COUNCIL
ACTION:

None

STATEMENT OF THE
ISSUE:

City staff is recommending City Council authorize the
issuance of task authorization to Veolia to award and
manage subcontracts with W.R. Forde Construction, Inc.
to repair the Dornan Tunnel Force Main Sanitary Sewer
Line. The line has caused multiple sanitary sewer
overflows (SSOs) over the past several years and needs
to be repaired.

RECOMMENDED ACTION:

ADOPT a resolution for the Emergency Justification
authorizing Veolia Water to manage (on behalf of the City of Richmond) the subcontract with W.R. Forde
Construction to repair the Dornan Tunnel Force Main
Sanitary Sewer Line in an amount which shall not exceed $465,000 – Public Works Department (Jose Valenzuela
510-620-69455/Mary Phelps 510-621-1269/Daniel
Chavarria 510-620-5478).

AGENDA
REPORT
745

April 15, 2025
DISCUSSION:

On December 31, 2022, the existing sanitary sewer force main that conveys flow through the Dornan Tunnel in Point Richmond failed. This resulted in a sanitary sewer overflow (SSO).

Veolia, the City-contracted sewage treatment plant operator along with our emergency on-call contractor, Bay Hawk, Inc., responded promptly and installed a temporary bypass system using rigid hoses resting on the concrete encasement inside the tunnel (Attachment 1).

This temporary pipeline has been in place since January 2023, with the intent the City would work towards a full line replacement. The initial engineer's estimate the City received to replace the sanitary sewer line in the Dornan Tunnel was more than $2 million. This would result in closing the tunnel, diverting traffic, and causing major inconveniences to residents located in Brickyard Cove and restricting access to George Miller Park and Keller Beach. Both the park and beach are operated and maintained by the East Bay Regional Parks District.

The temporary pipeline was working effectively until March 2023, when a car hit the pipe causing a rupture and a reportable SSO. The pipe was repaired quickly and effectively by Bay Hawk, Inc. The temporary pipe operated successfully until December 2023, when as the result of vandalism the pipe was damaged, once again resulting in a reportable SSO, which required another repair by the City’s on-call contractor, Bay Hawk, Inc (Attachment 2).

The emergency designation is due to the recurring failures (traffic accidents, vandalism, etc.) of the temporary sewer piping in the Dornan Tunnel, which have resulted in multiple sanitary sewer overflows (SSOs). Given that the City is legally required to limit SSOs under the 2018 Baykeeper Settlement Agreement, these repeated incidents demonstrate an urgent need for permanent repairs to prevent further overflows, regulatory violations, and potential environmental damage.

The City is subject to strict regulatory reporting requirements regarding sanitary sewer overflows to Baykeeper. Baykeeper refers to San Francisco Baykeeper, an environmental watchdog organization that enforces the Clean Water Act to protect the San Francisco Bay from pollution. The 2018 Baykeeper Settlement Agreement was the result of a lawsuit that held the City of Richmond accountable for excessive SSOs (Attachment 3).

The issue is that, per Paragraph 13 of the Settlement Agreement, starting January 1, 2025, Richmond shall have no more than two (2) SSOs from the same sewer line segment or maintenance holes within any calendar year. Given Dornan Tunnel’s history of failures and SSOs, any further incidents could place the City in non-compliance, potentially leading to legal action, fines, and additional oversight from Baykeeper. In order to achieve this goal, the City is required to allocate annual capital funding to cover the cost of these mandated repairs.

The revised Sanitary Sewer System Waste Discharge Requirements (SSS-WDR) (Executive ORDER WQ 2022-0103-DWQ) prohibits any discharge from a sanitary sewer system, discharged directly or indirectly through a drainage conveyance system or other route, to waters of the State (Attachment 4).

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April 15, 2025
City staff met with Veolia to discuss the best solutions regarding either the repair or replacement or rehabilitation of sanitary sewer line. Veolia suggested utilizing closed circuit television (CCTV) function to view and determine the condition of the line. After Veolia reviewed the CCTV, it was decided the sanitary sewer line could be repaired with cured in place piping (CIPP). Veolia checked the on-call contractor’s list to determine which vendor was certified to perform CIPP process for sewer line repairs.

W.R. Forde was selected because they are the only contractor certified to perform CIPP repairs at this scale. Additionally, W.R. Forde is an existing on-call contractor for the City (per the previously adopted—but now expired—Resolution 52-19) (Attachment 5). While an RFQ is currently being prepared for future on-call construction services, an RFQ was not issued specifically for this project due to the urgency of the repairs and the need to avoid further SSOs. There is no formal warranty on the pipe material. Nonetheless, Veolia has assured City staff that the CIPP liner will not restrict flow and is expected to last at least 20 years under normal use. If additional warranty details are needed, the City may need to confirm directly with Veolia or W.R. Forde.

This repair will eliminate the temporary bypass and mitigate the risk of pipeline failure resulting in future SSOs. The cost for this repair, including Veolia's mark-up was less than five hundred thousand dollars ($500,000), thus saving the City millions of dollars that can be used in other areas of the collection system for much needed repairs (Attachment 6).

The Engineering Department has reviewed the plan along with Veolia and is of the opinion that this is the best permanent solution for the Dornan Tunnel sanitary sewer line. Therefore, City staff is requesting the City Council adopt a resolution authorizing the Emergency Justification approval for the repairs of the Dornan Tunnel sanitary sewer line (Attachment 7).

Image: First sanitary sewer overflow that occurred from the broken line that is encased in concrete

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