Agenda — Richmond City Council, May 27, 2025 (part 1 of 7)

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- REGULAR MEETING OF THE RICHMOND CITY COUNCIL

Tuesday, May 27, 2025, 3:30 p.m.

Community Services Building
440 Civic Center Plaza
Richmond, CA 94804
Members:

Eduardo Martinez, Mayor at Large
Jamelia Brown, Councilmember District 1
Cesar Zepeda, Vice Mayor, District 2
Doria Robinson, Councilmember District 3
Soheila Bana, Councilmember District 4
Sue Wilson, Councilmember District 5
Claudia Jimenez, Councilmember District 6
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Pages
4 A. OPEN SESSION TO HEAR PUBLIC COMMENT BEFORE CLOSED SESSION 3:30 p.m.

B. ROLL CALL
C. CLOSED SESSION
C.1 CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (Significant exposure to litigation pursuant to paragraph (2) or (3) of Subdivision (d) [as applicable] of Government Code Section 54956.9) One case •
C.2 CONFERENCE WITH LABOR NEGOTIATORS (Government Code Section 54957.6)
Agency Representatives: Sharrone Taylor, Jack Hughes, Lisa Charbonneau
•
Employee organizations:

1. SEIU Local 1021 Full Time Unit and Part Time Unit

2. IFPTE Local 21 Mid-Level Management Unit and Executive Management Units

3. Richmond Police Officers Association RPOA

4. Richmond Police Management Association RPMA

5. IAFF Local 188

6. Richmond Fire Management Association RFMA
D. PUBLIC COMMENT BEFORE CLOSED SESSION (limited to items on the Closed Session agenda only)
E. ADJOURN TO CLOSED SESSION
________________________________________________________ 5 F. REGULAR MEETING OF THE RICHMOND CITY COUNCIL
5:00 p.m.

G. PLEDGE OF ALLEGIANCE
H. ROLL CALL
I. STATEMENT OF CONFLICT OF INTEREST
J. AGENDA REVIEW
K. REPORT FROM THE CITY ATTORNEY OF FINAL DECISIONS MADE DURING

CLOSED SESSION
L. REPORT FROM THE CITY MANAGER (public comment allowed under Open Forum) M. COMMENDATIONS, PRESENTATIONS, AND PROCLAMATIONS
M.1 Proclamation recognizing May 2025 as Asian American, Native Hawaiian, and Pacific Islander Heritage Month
13 PROCLAMATION recognizing May 2025 as Asian American, Native Hawaiian, and Pacific Islander Heritage Month in the City of Richmond and Honoring AANHPI Leaders - Mayor Eduardo Martinez (510-620-6503), Councilmember Soheila Bana (510-672-3490), and Vice Mayor Cesar Zepeda (510-620-6861).

M.2 Proclamation Recognizing May 2025 as Asthma Awareness Month 16 PROCLAMATION recognizing May 2025 as Asthma Awareness Month in the City of Richmond to bring attention to this public health crisis, acknowledge the contributions of Richmond-based environmental justice organizations, and affirm the city’s commitment to reducing dependence on fossil fuels while investing in clean energy, health equity, and community resilience - Councilmember Jamelia Brown (510-609-5780).

N. OPEN FORUM FOR PUBLIC COMMENT
(public comment on items that remain on the Consent Calendar or items not on the agenda - limited to 2 minutes unless otherwise specified - Back and forth dialogue with the Council is prohibited)
O. CITY COUNCIL CONSENT CALENDAR
(All items placed under the Consent Calendar are considered to be routine and noncontroversial. These items will be enacted upon together with a motion and second, without discussion, of any member of the City Council, and each item shall be deemed to have received the action recommended.)
6 O.1 City Attorney's Office
O.1.a First Amendment to the Legal Services Agreement with Best Best & Krieger, LLP for Code Enforcement Advice
19 APPROVE a first amendment to the legal services agreement with Best Best & Krieger, LLP, to increase the compensation by $265,000, for an amount not to exceed $275,000, and to extend through December 31, 2026, to continue providing specialized legal advice and representation in support of quality-of-life and nuisance abatement efforts – City Attorney’s Office/Community Development Department (Shannon Moore 510-620-6505/Lina Velasco 510-620- 6841).

O.1.b Retention of Interim Investigator for the Community Police Review Commission (“CPRC”)
45 APPROVE a professional services contract with Bill Whalen and Associates to conduct confidential investigations for the Community Police Review Commission for a term of May 28, 2025, through January 30, 2026 with a contract amount of $50,000 – Community Police Review Commission (Dave Aleshire 510-620-5439).

O.1.c Establish a Biannual Report from the Richmond Arts and Culture Division
68 INTRODUCE an Ordinance (first reading) amending Richmond Municipal Code Chapter 6.50 for the Richmond Arts and Culture Division Manager to provide a written report and a presentation to the Council on a biannual basis regarding art projects being developed in the City – City Attorney’s Office (Shannon Moore 510-620- 6505/James Atencio 510-620-6504).

O.2 Community Development
O.2.a Metropolitan Transportation Commission (MTC) Capital Grant Agreement and sole-source contract with Trust for Public Land. 72 ADOPT a resolution authorizing the city manager or their designee to ACCEPT and APPROPRIATE a $150,000 Capital Grant from the Metropolitan Transportation Commission (MTC) and APPROVE a sole-source contract with Trust for Public Land in the amount of $150,000 to complete design work and outreach related to the Richmond Wellness Trail Phase 2, with a term beginning May 27, 2025, through June 30, 2027 to be funded by an MTC Capital Grant - Community Development Department (Lina Velasco/Beatriz Guerrero Auna 510-685-5450).

O.2.b 2024 Housing Element Annual Progress Report 183
ADOPT a resolution accepting the 2024 Annual Progress Report for the City’s Housing Element (2023-2031) - Community Development Department (Lina Velasco/Avery Stark 510-620-6714).
7 O.3 Economic Development
O.3.a Collection of Assessments for Downtown Richmond Property and Business Improvement District (DRPBID)
246
ADOPT a resolution allowing the City of Richmond to levy the property tax rolls of property owners subject to assessment under the Downtown Richmond Property and Business Improvement District (DRPBID) on the annual 2025-2026 property tax rolls – Economic Development Department (Jesson de Leon 510-412-2023/Antonio Banuelos 510-620-6741/Junne Garcia 510-620-6524/Nannette Beacham 510-620-1306).

O.3.b Contract Amendment No.1 with CSW|Stuber-Stroeh Engineering Group, Inc.
289
APPROVE a first contract amendment with CSW|Stuber-Stroeh Engineering Group, Inc. to increase the contract amount by $30,000, for Fiscal Year 2024-25, within the contract term of July 1, 2024, through June 30, 2027, for a revised not-to-exceed contract amount of $324,000, for engineering services at the Port of Richmond – Economic Development Department (Charles Gerard 510-620-6792).

O.3.c Port of Richmond Federal Maritime Commission (FMC) Tariff No.3 Amendment
359
ADOPT a resolution to amend the Port of Richmond FMC Tariff No. 3 reflecting a two and half percent (2.5%) general rate increase (GRI) to the Port of Richmond Federal Maritime Commission (FMC) Tariff No. 3 and an annual Consumer Price Index (CPI) rate adjustment as approved by the Executive Committee of the California Association of Port Authorities (CAPA) – Economic Development Department (Charles Gerard 510-620 6792).

O.3.d On Call Electrical Support 438
ADOPT a resolution approving contracts with three firms to provide electrical maintenance, surveying, and repair services for the Port of Richmond, on an as needed basis, for a three-year term, expiring June 30, 2027, with a not-to-exceed total expenditure of $200,000 annually, for a total potential not-to-exceed contract amount of $600,000, over three years for each firm - Economic Development Department (Charles Gerard 510-620 6792).
8 O.3.e First Contract Amendment with Haley and Aldrich, Inc. 510 ADOPT a resolution approving a budget transfer within the Port Fund to increase the Port’s budget for dredging projects by $25,200, and approving a first contract amendment with Haley and Aldrich, Inc. in the amount of $25,200 for a revised total not-to-exceed contract amount of $279,300, to secure permits for required maintenance dredging at Terminal Two, the Point Potrero Marine Terminal Berths Seven and Eight, the Marina Bay Yacht Harbor, and to conduct slope analysis at Terminal Two, with a term ending June 30, 2026 - Economic Development Department (Charles Gerard 510-620-6792).

O.4 Fire Department
O.4.a Adopt Response Time Standards for the Richmond Fire Department During Emergency Incidents
571
ADOPT a resolution establishing a Response Time Standard for the Richmond Fire Department to guide performance during emergency incidents – Fire Department (Chief Aaron Osorio 510-307-8021/Rico Rincon 510-307-8041).

O.5 Library and Community Services
O.5.a Sole-Source Contract With Davillier Sloan, Inc. 662 APPROVE a contract with Davillier-Sloan, Inc., a labor-management firm, for a total amount not to exceed $50,000 with a term beginning June 1, 2025, and ending May 31, 2026, to provide contract compliance and management services for the City of Richmond departments – Community Services Department (Tamara Walker 510-307-8006/LaShonda White 510-620-6828).

O.5.b Approve the Richmond Workforce Development Board Local Plan Program Year 25-28
701
APPROVE the Richmond Workforce Development Board Local Plan Program Years 2025-2028 - Community Services Department (LaShonda White/Tamara Walker 510-307-8006).

O.6 Mayor's Office
O.6.a Proclamation recognizing June 2025 as LGBTQI+ Pride Month in the City of Richmond
759
PROCLAMATION recognizing June 2025 as LGBTQI+ Pride Month in the City of Richmond and Commemorating the Raising of the Pride Flag Throughout the Month - Mayor Eduardo Martinez (510-620- 6503) and Vice Mayor Zepeda (510-620-6861).
9 O.6.b Proclamation Recognizing May 2025 as Mental Health Awareness Month
762
PROCLAMATION recognizing May 2025 as Mental Health
Awareness Month in the City of Richmond - Mayor Eduardo Martinez (510-620-6503) and Councilmember Jamelia Brown (510-620-6861).

O.7 Police Department
O.7.a Grant Funding to End Abuse in Later Life Program 765 ADOPT a resolution to ACCEPT $16,556 in grant funds passed through Contra Costa County (CCC) from the U.S. Department of Justice's Office on Violence Against Women (OVW) to support its End Abuse in Later Life Program (EALL) and APPROPRIATE the funds to the Police Department’s Budget for the duration of the grant period, October 1, 2024, through September 30, 2027 – Police Department (Chief Bisa French 510-621-1802).

O.7.b Three-year Contract with San Joaquin Delta College 769 APPROVE a contract with San Joaquin Delta Community College District for biannual enrollment of police department recruits into the Basic Peace Officer Academy, in an amount not to exceed $75,000, for a three-year term from July 1, 2025, to June 30, 2028, plus two one-year extension options for an amount not to exceed $50,000 – Police Department (Chief Bisa French 510-621-1802).

O.7.c Contract with Breakpoint Investigations for Preemployment Background Checks
798
APPROVE a three-year, $180,000 contract, with two additional one- year extensions, with Breakpoint Investigations for Police background investigations for the period of May 28, 2025, through May 27, 2028 – Police Department (Chief Bisa French 510-621-1802).

O.8 Public Works
O.8.a Resolution to Award On-call Power Washing Contracts to EcoSanitation and Professional Powerwashing Maintenance. 833
ADOPT a resolution to award on-call power washing contracts to EcoSanitation and Professional Powerwashing Maintenance for a three year term beginning on June 1, 2025, and ending on May 31, 2028, each for a total not to exceed amount of $450,000, for a three- year term, each with two, optional one-year extensions, for a total not to exceed amount of $150,000 for each optional year - Public Works Department (Carl Capistrano 510-620-6896/Tawfic Halaby 510-620- 5482/Daniel Chavarria 510-620-5478).
10 P. STUDY AND ACTION SESSION
P.1 Receive a Report from Richmond Promise 892
RECEIVE a report from Richmond Promise – Mayor Eduardo Martinez (510- 620-6503) and Vice Mayor Cesar Zepeda (510-620-6861).

P.2 Adopt the City of Richmond Fire Hazard Severity Zones Ordinance 917 INTRODUCE an ordinance (first reading) to designate Fire Hazard Severity Zones within the City of Richmond as recommended by the California Department of Forestry and Fire Protection (Cal Fire) Office of the State Fire Marshal (OSFM) – Fire Department (Chief Aaron Osorio 510-307-8021/Fire Marshal Dante J. Wiley 510-307-8090).

P.3 Draft Advanced Life Support (ALS) First Responder Feasibility Study 928 RECEIVE the draft written report regarding Advanced Life Support (ALS) First Responder Feasibility Study and DIRECT staff to pursue next steps for implementing the recommended service models as outlined by the Matrix Consulting Group – Fire Department/Human Resources Department (Chief Aaron Osorio 510-307-8021/Sharrone Taylor 510-620-6803).

P.4 Presentation by Transbay Coalition for the development of a Citywide Community-Led Bus Stop Bench Program
1015
RECEIVE a presentation by Transbay Coalition for the development of a Citywide Community-Led Bus Stop Bench Program and DIRECT staff to develop a Community-Led Bus Stop Bench Program (Policy) that establishes a formal permitting process, waives all associated fees, and incorporates the design standards and guidelines developed by the Transbay Coalition and approved by City Public Works. The program will enable local volunteers, advocacy groups, and community stakeholders to legally install and maintain benches at approved bus stop locations throughout Richmond that currently lack adequate seating - Councilmember Jamelia Brown (510-609-5780) and Vice Mayor Cesar Zepeda (510-685-5002).

P.5 Seismic Retrofit Study and Program Development for Older Residential and Small Business Structures
1037
DIRECT City staff to initiate a Request for Proposals (RFP) to conduct a city- wide seismic vulnerability study and to develop an incentive and grant program for retrofitting high-risk buildings - Councilmember Soheila Bana (510-672- 3490).

P.6 Development of Ordinance to Ban Land Grab Practices and Promote Housing Accessibility
1041
DIRECT City staff to study federal and state legislation regarding land grab practices by for profit corporations and investors and return to the City Council within 180 days with recommendations regarding the viability of enacting a local ordinance, at which time the City Council may decide whether to direct staff to draft an ordinance - Councilmember Soheila Bana (510-672-3490). 11 P.7 Presentation by the Coalition/Taskforce to End Gender-Based Violence 1043 RECEIVE a presentation from the Coalition/Taskforce to End Gender Based Violence on the final recommendations from a report completed in January 2024 (Phase I) and an update of the work the Coalition/Taskforce to End Gender Based Violence is working towards advancing the recommendations including implementing a Multilingual and Multicultural Public Awareness Campaign (Phase 2). ISSUE A REQUEST FOR PROPOSAL AND IDENTIFY a funding source for staffing support and the implementation of the Public Awareness Campaign and other costs related to support the recommendations that anticipates concluding at the end of January 2026 - Councilmember Soheila Bana (510-672-3490)
Q. REPORTS OF OFFICERS: REFERRALS TO STAFF, AND GENERAL REPORTS (INCLUDING AB 1234 REPORTS)(limited to two minutes per Councilmember) R. ADJOURNMENT
________________________
12

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May 27, 2025

Mayor's Office

DATE: May 27, 2025
TO: Members of the City Council
FROM:

Mayor Eduardo Martinez, Councilmember Soheila Bana,
and Vice Mayor Cesar Zepeda

Subject:

Proclamation recognizing May 2025 as Asian American,
Native Hawaiian, and Pacific Islander Heritage Month
FINANCIAL IMPACT: None

PREVIOUS COUNCIL
ACTION:

May 28, 2024

STATEMENT OF THE
ISSUE:

To recognize and celebrate the contributions of Asian
American, Native Hawaiian, and Pacific Islander
communities by proclaiming May 2025 as AANHPI
Heritage Month in the City of Richmond.

RECOMMENDED ACTION: PROCLAMATION recognizing May 2025 as Asian American, Native Hawaiian, and Pacific Islander Heritage Month in the City of Richmond and Honoring AANHPI
Leaders - Mayor Eduardo Martinez (510-620-6503),
Councilmember Soheila Bana (510-672-3490), and Vice
Mayor Cesar Zepeda (510-620-6861).

DISCUSSION:

The month of May is nationally recognized as Asian American, Native Hawaiian, and Pacific Islander Heritage Month (AANHPI), a time dedicated to honoring the history, culture, and contributions of AANHPI communities throughout the United States. The City of Richmond takes this opportunity to join the nation in acknowledging the significant role that AANHPI individuals and organizations have played in shaping our local community.

AGENDA
REPORT
13

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May 27, 2025
From economic development to civic leadership, education, and cultural enrichment, AANHPI residents have been instrumental in the growth and diversity of Richmond. This recognition not only highlights their contributions but also affirms the city's commitment to promoting inclusion, respect, and equity for all residents.

The proclamation pays tribute to the resilience and accomplishments of AANHPI communities and further encourages public awareness, cross-cultural understanding, and continued efforts to combat hate and discrimination.

As part of this recognition, the city is proud to honor a number of individuals and organizations who represent the rich diversity and cultural legacy of AANHPI heritage, including:

 Japanese American community
 Yemeni American community
 Mona Afari
 APEN (Asian Pacific Environmental Network)
 Lao Family Community Development, Inc.
 Susun Kim
 Ali Saidi
 Chinese Railroad Workers
 Wat Lao Rattanaram Temple

DOCUMENTS ATTACHED:

Attachment 1 – Proclamation Recognizing May 2025 as Asian American, Native Hawaiian, and Pacific Islander Heritage Month
14 Mayor Eduardo Martinez
City of Richmond
May 27, 2025

Recognizing May 2025 as Asian American, Native Hawaiian, and Pacific Islander Heritage Month

WHEREAS, the City of Richmond proudly recognizes May as Asian American, Native Hawaiian, and Pacific Islander (AANHPI) Heritage Month, a time to celebrate the rich cultural heritage, traditions, and contributions of AANHPI communities to our city and nation; and

WHEREAS, AANHPI individuals and communities have played a vital role in shaping Richmond’s history, culture, and progress, contributing significantly to the economic, social, and civic development of our city; and

WHEREAS, the Richmond City Council is proud to honor the following AANHPI individuals and organizations whose work and legacy have shaped Richmond’s cultural, social, and civic life:

WHEREAS, Flora Ninomiya, a Richmond-born Japanese American who was incarcerated during World War II, has become a tireless advocate for education and remembrance, preserving the legacy of Japanese American nurseries and uplifting the story of resilience and justice; and

WHEREAS, Dr. Mona Afary, founder of the Center for Empowering Refugees and Immigrants (CERI), has created a transformative, trauma-informed model of care that supports over 1,200 immigrant and refugee individuals annually through healing, advocacy, and leadership development; and

WHEREAS, Susun Kim, Executive Director of the Family Justice Center, has led critical work in supporting survivors of violence and building trauma-informed, culturally competent systems of care that serve Richmond’s diverse communities; and

WHEREAS, Ali Saidi, a leader in the Afghan American community, has advanced immigrant empowerment, youth education, and intercultural understanding through decades of dedicated civic and community service; and

WHEREAS, Lao Family Community Development, Inc., founded in Richmond in 1980, serves more than 35,000 people annually with culturally responsive services in housing, employment, health, and reentry—helping thousands of Richmond residents achieve stability and success; and

WHEREAS, the Asian Pacific Environmental Network (APEN) empowers Asian immigrant and refugee communities to advance environmental justice and climate resilience, championing community health and organizing for a sustainable future; and

WHEREAS, the Yemeni American Association – Bay Area, and the broader Yemeni American community, have uplifted Richmond through small business development, youth empowerment, public health programs, and civic leadership—all driven by deep-rooted community commitment; and

WHEREAS, Wat Lao Rattanaram Temple, founded by Lao refugees and now located in Richmond, continues to serve as a spiritual and cultural anchor for Buddhists from Laos, Cambodia, Thailand, and across the East Bay, offering religious services, education, and cross-cultural understanding; and

WHEREAS, Chinese railroad workers, though long overlooked, played a critical role in constructing the Transcontinental Railroad and transforming Richmond into an industrial hub, laying the foundation for its economic growth and multicultural identity;

NOW, THEREFORE, I, Eduardo Martinez, Mayor of the City of Richmond, on behalf of the Richmond City Council, do hereby proclaim May 2025 as Asian American, Native Hawaiian, and Pacific Islander Heritage Month in the City of Richmond, and extend our deepest gratitude to the individuals and organizations named above for their enduring contributions to our community.

Vice Mayor Cesar Zepeda
City of Richmond
May 27, 2025

Councilmember Soheila Bana
City of Richmond
May 27, 2025
15

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May 27, 2025

City Council

DATE: May 27, 2025
TO: Mayor Martinez and Members of the City Council
FROM:

Council Member Jamelia Brown
Subject:

Proclamation Recognizing May 2025 as Asthma
Awareness Month
FINANCIAL IMPACT: None

PREVIOUS COUNCIL
ACTION:

None

STATEMENT OF THE
ISSUE:

The City of Richmond has long experienced
disproportionate rates of asthma and respiratory illness due to its industrial history, environmental burdens, and high density of tobacco retailers. May is nationally
recognized as Asthma Awareness Month. A formal
proclamation will bring attention to this public health crisis, acknowledge the contributions of Richmond -based
environmental justice organizations, and affirm the city’s commitment to reducing dependence on fossil fuels while investing in clean energy, h ealth equity, and community resilience.

RECOMMENDED ACTION:

PROCLAMATION recognizing May 2025 as Asthma
Awareness Month in the City of Richmond to bring
attention to this public health crisis, acknowledge the contributions of Richmond-based environmental justice
organizations, and affirm the city’s commitment to
reducing dependence on fossil fuels while investing in
clean energy, health equity, and community resilience - Councilmember Jamelia Brown (510-609-5780).

AGENDA
REPORT
16

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May 27, 2025
DISCUSSION:

Richmond’s residents —particularly children, low -income families, and communities of color—experience disproportionately high rates of asthma and respiratory illness compared to neighboring cities. These health disparities are deeply rooted in the city's industrial history, including operations such as the Chevron Refinery, its location along major highways and freight routes, and the oversaturation of tobacco retailers in vulnerable neighborhoods. Limited access to preventive care and environmental health resources further exacerbates these conditions, creating a compounding public health crisis.

Since 1984, the United States has recognized May as Asthma Awareness Month, a time dedicated to increasing understanding of asthma as a chronic disease, promoting effective management strategies, and advocating for healthier environments. As we honor this month, we also celebrate the strength and resilience of Gray Ribbon Warriors— those who live with asthma daily, yet continue to push through challenges, advocate f or their health, and inspire others through their perseverance.

Organizations including Communities for a Better Environment (CBE), Asian Pacific Environmental Network (APEN), Richmond Our Power Coalition, Urban Tilth, Rich City Rides, West County Toxics Coalition, and the Richmond Shoreline Alliance have led efforts to raise awareness, reduce exposure to harmful pollutants, and advocate for community-driven solutions.

Asthma Awareness Month provides a platform to honor their leadership, educate the public, and advocate for cleaner, healthier environments through a just transition—one that shifts the city toward sustainable infrastructure, green jobs, and pollution reduction without leaving vulnerable communities behind.

Formally recognizing Asthma Awareness Month aligns with Richmond’s goals to advance environmental justice, promote public health, and support frontline communities. This proclamation supports city efforts to:
 Raise public awareness around asthma and respiratory health.  Promote partnerships with local organizations tackling environmental health.  Highlight the need for policies that support a just transition away from polluting industries.
 Reaffirm Richmond’s commitment to equity and clean air for all residents.

DOCUMENTS ATTACHED:

Attachment 1 – Proclamation Recognizing May 2025 as Asthma Awareness Month

17 WHEREAS, asthma is a chronic respiratory disease that affects more than 25 million people in the United States, including over 6 million children, and disproportionately impacts Black, Brown, and low-income communities; and

WHEREAS, the City of Richmond—situated along major highways and freight corridors and home to long-standing industrial operations like the Chevron Refinery—continues to face severe air quality challenges, with its most vulnerable neighborhoods disproportionately burdened by environmental hazards and oversaturated with tobacco retailers, contributing to some of the highest asthma rates in the region; and

WHEREAS, asthma continues to be a leading cause of emergency room visits, missed school and workdays, and long-term health disparities for Richmond families, deepening existing inequities; and

WHEREAS, community-rooted organizations such as Communities for a Better Environment (CBE), Asian Pacific Environmental Network (APEN) , Richmond Our Power Coalition, Urban Tilth, West County Toxics Coalition, Richmond Progr essive Alliance (RPA), and the Richmond Shoreline Alliance are on the frontlines of advocacy, education, and environmental justice work to reduce asthma triggers and demand clean, breathable air for all; and

WHEREAS, these groups are actively working toward a just transition— moving Richmond away from fossil fuel dependency and environmental harm and toward a future centered on public health, clean energy, green jobs, food sovereignty, and climate resilience; and

WHEREAS, May is nationally recognized as Asthma Awareness Month, offering an opportunity to increase education, support prevention, amplify community-led solutions, and advance policies that prioritize environmental health, especially in cities like Richmond with long -standing burdens of pollution.

NOW, THEREFORE, BE IT RESOLVED, I , Mayor Eduardo Martinez, that The City of Richmond does hereby proclaim May 2025 as Asthma Awareness Month in the City of Richmond, and urges continued collaboration with residents, health experts, and environmental justice leaders to protect public health, advance equity, and support a just transition for the well -being of future generations.

_____________________________ _____________________________ Mayor Eduardo Martinez Council Member Jamelia Brown City of Richmond District 1
May 27,2025

Recognizing May 2025 as Asthma Awareness Month

Page 1 of 2 ends

May 27, 2025

City Attorney's Office
Community Development

DATE: May 27, 2025
TO: Mayor Martinez and Members of the City Council
FROM: Shannon Moore, Chief Assistant City Attorney
Lina Velasco, Director of Community Development
Subject: First Amendment to the Legal Services Agreement with Best Best & Krieger, LLP for Code Enforcement Advice
FINANCIAL IMPACT: The funds for this Legal Services Agreement have been allocated in the City Attorney’s office Fiscal Year (FY) 2024-25 budget. Additional funds are proposed in the FY 2025-26 budget. Account String 01151014-400206

PREVIOUS COUNCIL
ACTION:

N/A

STATEMENT OF THE
ISSUE:

To strengthen the City’s efforts in addressing quality-of- life concerns, such as tobacco control and illegal
dumping, the City Attorney’s Office is seeking to enhance its legal support in the area of code enforcement. While there is currently no in-house attorney dedicated to this specialty, the City Attorney’s Office, in partnership with Community Development, recommends retaining the law
firm of Best Best & Krieger. Their expertise will provide valuable guidance and effective representation in code
enforcement matters, helping the City proactively and
efficiently address these important community issues.

RECOMMENDED ACTION: APPROVE a first amendment to the legal services agreement with Best Best & Krieger, LLP, to increase the compensation by $265,000, for an amount not to exceed
$275,000, and to extend through December 31, 2026, to
continue providing specialized legal advice and
representation in support of quality-of-life and nuisance AGENDA
REPORT
19

Page 2 of 2 ends

May 27, 2025
abatement efforts – City Attorney’s Office/Community
Development Department (Shannon Moore 510-620-
6505/Lina Velasco 510-620-6841).

DISCUSSION:

As part of the City of Richmond’s ongoing efforts to enhance community well-being and prevent crime, additional legal support is needed to effectively address a range of code enforcement issues - particularly those related to tobacco, cannabis, illegal dumping, and public nuisances. To meet this need, the City Attorney’s Office, in collaboration with Community Development, has engaged Christina Hickey, counsel with the law firm Best Best & Krieger, LLP (BBK), to provide specialized code enforcement legal services.

Ms. Hickey brings over 14 years of legal experience and regularly advises on code enforcement matters. She works closely with Richmond Police Department and the Code Enforcement Division to enforce the City’s Municipal Code and support quality-of- life improvements through both civil and criminal legal pathways, including nuisance abatement.

An initial legal services agreement with BBK was authorized in the amount of $10,000.

In order to continue receiving this vital legal support and to maintain momentum in addressing key issues like illegal dumping and unresolved public nuisances, an amendment to the agreement is now recommended.

The proposed amendment would increase the agreement by $265,000, for a total not- to-exceed amount of $275,000, and extend the term through December 31, 2026.

BBK’s rates are $330 per hour for attorneys and $185 per hour for paralegals, clerks, and analysts.

The City Attorney’s Office and Community Development Department jointly request City Council approval of this amendment to ensure continued, focused legal support for code enforcement efforts that directly contribute to a cleaner, safer, and more livable Richmond.

DOCUMENTS ATTACHED:

Attachment 1 – Proposed First Amendment to the Legal Services Agreement with BBK Attachment 2 – Original Legal Services Agreement with BBK

20 BBK-Code Enforcement 1st Amend to LSA
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A-1

FIRST AMENDMENT TO AGREEMENT FOR LEGAL SERVICES

BETWEEN

THE CITY OF RICHMOND
AND

BEST BEST & KRIEGER LLP

This First Amendment to the Agreement for Legal Services between the City of Richmond (“City”) and BEST BEST & KRIEGER, LLP (“Special Counsel ”) (the "First Amendment") is entered into as of May 27, 2025 , by and between the City and Special Counsel with reference to the following facts:

RECITALS

WHEREAS, the City and Special Counsel entered into that certain Legal Services Agreement (“Original Agreement”) for representation of the City and City - related entities on April 14, 2025 for an amount not to exceed $10,000 and term ending June 30, 2026; and

WHEREAS, the City now desires for Special Counsel to continue its representation of the City and increase the compensation by $265,000 and extend the term to December 31, 2026; and

WHEREAS, the City and Special Counsel desire to further amend the Original Agreement pursuant to this First Amendment.

NOW, THEREFORE, in consideration of t he recitals hereof, and other mutual covenants and promises contained herein and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and Special Counsel agree as follows:

1. Amendment. Exhibit A of the Original Agreement, “Scope of Work and Schedule of Fees & Charges,” is hereby amended to read as shown in Attachment 1 to this First Amendment.

2. Effect of F irst Amendment. Except as provided in this First Amendment, all other terms of the Original Agreement shall remain in full force and effect, and this F irst Amendment increases the compensation limit by $ 265,000 for a total amount not to exceed $275,000, and extend the term thru December 31, 2026.

3. Counterparts. This First Amendment may be executed in cou nterparts each of which shall be an original and all of which shall constitute one and the same instrument.

[Signatures on following page]

21 BBK-Code Enforcement 1st Amend to LSA
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A-2
IN WITNESS WHEREOF, the City and Special Counsel have caused this First Amendment to be effective as of the last date written above.

CITY OF RICHMOND BEST BEST & KRIEGER LLP

________________________ By __________________________ Mayor
Title _________________________

Attest:

By: _____________________
City Clerk

Approved as to form:

By: _____________________
City Attorney
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A-3
Attachment 1

SCOPE OF WORK AND SCHEDULE OF FEES & CHARGES

Scope of work:

Special Counsel shall provide code enforcement advice and represent the City in code enforcement and other related cases.

Special Counsel’s point(s) of contact in the City of Richmond City Attorney’s office is/are:

Shannon Moore, Chief Assistant City Attorney

Schedule of Fees & Charges:

Hourly Rates

a. ATTORNEYS $330/hour
b. PARALEGALS,
CLERKS, ANALYSTS $185/hour

Compensation:

Only those cost s and expenses set forth in Section III of Exhibit "B", entitled "Reimbursements", shall be paid to Special Counsel.

Total compensation for legal services and reimbursements shall be charged in accordance with Exhibits "A" and "B" and shall not exceed TWO HUNDRED AND SEVENTY FIVE THOUSAND Dollars ($ 275,000) for attorneys’ fees and reimbursements.

If this work goes beyond the original term date of June 30, 2026, then BBK will adjust these rates with advanced written notice. BBK proposes a nominal increase in the form of a cost of living adjustment (COLA) which follows the Consumer Price Index provided by the U.S. Department of Labor for San Francisco-Oakland-Hayward.
23 1
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LEGAL SERVICES AGREEMENT

BY AND BETWEEN

THE CITY OF RICHMOND
AND

BEST BEST & KRIEGER LLP

PREAMBLE

This legal services agreement (“Agreement”) is made and entered into on this 14th DAY of APRIL, 2025 (the “Effective Date”) by and between the City of Richmond, California, a chartered California municipal corporation (“City”), with its principa l place of business located at 450 Civic Center Plaza, Richmond, California 94804 and BEST BEST & KRIEGER LLP, comprised of attorneys licensed to practice law in the State of California (“Special Counsel”) with its principal place of business located at 1333 N. California Blvd., Suite 220, Walnut Creek, CA 94596 . Special Counsel may be referred to herein individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

RECITALS

The following recitals are as follows:

A. City desires to secure professional services more fully described in this Agreement; and,

B. Special Counsel represents that it has the professional qualifications, expertise, necessary licenses and desire to provide legal services of the quality and type, which meet objectives, and requirements of City.

AGREEMENT PROVISIONS

The Parties agree as follows:

1. RETENTION OF FIRM .

A. City hereby confirms, retains and authorizes Special Counsel to represent City and provide legal services as may be requested, fr om time to time, orally or in writing, by authorized representatives of City on an as-needed basis. By this Agreement, City is retaining Special Counsel and not individual members of the Special Counsel. Special Counsel’s client is the City, as a public entity, and not any of its individual members, groups of individuals or any other entity.

B. The Special Counsel shall report to and recei ve direction from the City Attorney only and not from any other Department Head or City staff.

C. Special Counsel shall perform such legal se rvices for and on beha lf of City under the primary direction of the City Attorney. Spec ial Counsel shall undertake, subject to approval of the City Attorney, additional duties as may be authorized by City from time to time under the terms and conditions of this Agreement.

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2. DESCRIPTION OF SERVICES TO BE PROVIDED .

See “Scope of Work” in Exhibit A.

3. TERM OF AGREEMENT.

The services of Special Counsel are to commence upon the Effective Date of this Agreement and shall terminate on June 30, 2026, unless the pa rties extend the Agreement in writing.

The services shall be undertaken and comple ted in such sequence as to assure their completion as expeditiously as is consistent with professional skill and care.

4. ASSIGNMENT OF DUTIES.

It is contemplated that no other attorney will be assigned from Special Counsel other than CHRISTINA A. HICKEY . It is agreed by and between the Parties that should it be desirable for any attorney other than CHRISTINA A. HICKEY to work under this Agreement, such attorney may only be adde d with the express oral consent of the City Attorney. Should any associate in the Special Counsel be assigned any task under this Agreement that exceeds three (3) billable hours per month, City Attorney should approve the assignment of such associate orally.

5. PUBLIC FUNDING.

Special Counsel and City mutually recognize that Special Counsel’s services under this Agreement are being paid for w ith tax dollars from citizens and taxpayers of the City of Richmond, California, and that, given this fa ct, a heightened duty of care exists in both Special Counsel and City to ensure that Special Counsel scrupulously adheres to principles of moderation, frugality and cost consciousne ss in carrying forth the goals of this Agreement. Special Counsel and each of its at torneys pledge themselves to scrupulously observe a duty of reasonableness and cost eff ective representation in all aspects of this Agreement.

6. PAYMENT FOR SERVICE.

In consideration for Special Counsel’s performance of legal services on behalf of City under the terms of this Agreement, and upon review and approval of Special Counsel’s bill by the City Attorney, Special Counsel shall be compensated at the preapproved hourly rates and for authorized expenses set forth in the “Scope of Work and Schedule of Fees and Charges” set forth in Exhibit A, attached and incorporated by this reference. Fees for services performed by retained consultants, subcontractors, experts or other personnel may be billed to City only if approved in writing by the City Attorney. Exhibit A may be amended from time to time by letter agreement duly signed and approved by the City Attorney.

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7. BILLING INVOICES.

Special Counsel shall, within thirty (30) days after the end of each month in which services are performed under this Agreement, submit to the City an itemized bill describing in detail the specific services performed as set forth in this Agreement.

Special Counsel shall adhere to the Protocols and Guidelines set forth in Exhibit B, attached and incorporated by this reference. The bill shall be electronically submitted to [email protected].

8. PROJECT PLAN AND BU DGET AND RESERVES.

Special Counsel shall provide a project plan and budget for any project or case assigned to Special Counsel under this Agreement. Proj ect plans and budgets shall conform to the guidelines set forth in Exhibit C (Project Plan and Budget) and Exhibit D (Mandatory Case Reporting Policy), when the case is reportable to the City’s excess insurance carrier, California Joint Powers Risk Management Authority (CJPRMA). If the case is reportable to CJPRMA, Special Counsel shall provide an initial report notifying them of the claim or lawsuit within 30 days of receipt of the assignment and the estimated exposure. The City Attorney and Risk Manager shall be copied on all correspondence sent to CJPRMA.

9. LITIGATION GUIDELINES.

When litigation is included in the scope of work, litigation guidelines as specified in Exhibit E are to be followed.

10. BILLING.

Special Counsel shall scrupulously examine all bills submitted for services rendered under this Agreement to assure that appropriate billing judgment is employed in billing City for service. Special Counsel shall not bill for hours other than those hours expressly devoted to the tasks approved in advance by the City Attorney. Special Counsel agrees it will not bill for time, which is not specifically devoted to the task(s). Special Counsel shall not use legal professionals for secretarial work and under no circumstances shall Special Counsel have lawyers billing for making copies, scheduling appointments or taking care of matters or work that would otherwise be work performed by a law clerk, assistant or secretary.

11. STATUS REPORTS.

Special Counsel shall, every thirty (30) days, submit via electronic mail a written update setting forth a summary of activities perf ormed on behalf of City during the preceding month, the current status of each pending matter, results obtained or expected to be obtained, a summary of invoices for the preceding month and other information relating to the services rendered as City may reasonably request. The update should be emailed to the City Attorney with a copy to the Risk Manager and CJPRMA, if applicable. Please keep the status reports brief and spend no more than one (1) hour bi lling for your time. Please also attach any referenced filings to your status report.

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12. TERMINATION.

Either Party may terminate this Agreement by providing written notice to the other. Any termination hereunder shall become effective immediately upon receipt of written notice of termination; provided, however, that Special Counsel may exercise its right of termination only to the extent and under terms and conditions consistent with the obligations of Special Counsel under the Rules of Professional C onduct of the State Bar of California; and provided, that in the event of termination, th e amount due Special Counsel for services rendered and costs and expenses incurred prior to termination shall remain due and payable.

Special Counsel agrees to turn over to any attorney substituted in its place, the entire file and attorney work product regarding any such matt er within seven (7) days of any such termination.

13. CONFLICTS OF INTEREST.

A. No member of the governing body of the Ci ty, and no other officer, employee or agent of the City who exercises any discretion, function or responsibility in connection with the carrying out of any project to which th is Agreement pertains, shall have any personal interest, direct or indirect, in this Agreement.

B. Special Counsel agrees to secure the informed written consent of the City Attorney before accepting any representation adverse to the City (actual or apparent) during the term of this Agreement, and to forego the representation if the City Attorney, in his or her sole discretion, objects for any reason. This provision is intended to provide rights to the City above and beyond the rights Spec ial Counsel owes to the City under all applicable rules of professional conduct relating to conflict of interest.

14. ASSIGNMENTS AND SUCCESSORS IN INTEREST.

City and Special Counsel bind themselves, their partners, successors, assigns, executors and administrators to the terms of this Agreement. Except as otherwise set forth in this Agreement, no interest in this Agreement or any of the work provided for in this Agreement shall be assigned or transferred, either voluntarily or by operation of law, without the prior written approval of the City Attorney.

15. AUDITS, RECORDS, AND DOCUMENTATION.

A. The City and any other federal, State or local governmental agency, and any of their authorized auditors or representatives, including auditors, shall have access to, and the right to audit and reproduce any of Special Counsel's records to the extent the City or such other governmental agency deems necessary to ensure that City is paying only the amounts to which Special Counsel is properly entitled or for other purposes relating to the Agreement. Special Counsel shall assist the City in responding to any requests from the City’s auditors, and Special Counsel shall not bill the City for any time spent responding to any such audit requests.

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B. Special Counsel shall maintain complete and accurate records of the services provided to City and expenses incurred on behalf of City. Special Counsel shall maintain and preserve all such records for at least three (3) years after termination of the Agreement or until an audit has been completed and accepted in writing by City. Upon written notice by the City, the Special Counsel shall promptly make all such records available to auditors or other representatives of the City or other governmental agencies.

16. NON-DISCRIMINATION.

A. Special Counsel agrees to observe the provisions of Section 2.28.030 of the Municipal Code of the City of Richmond, obligating every contractor or subcontractor under a contract or subcontract with the City of Richmond for services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, sexual orientation, gender identity, religious creed, national origin or ancestry of any employee, any applicant for employm ent or any potential subcontractor.

Said Section 2.28.030 is, by this reference, a part of this Agreement.

B. If Special Counsel is found in violation of the nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of federal law or executive order in the performance of this Ag reement, it will be in default of this Agreement. Thereupon, City will have the power to cancel or suspend this Agreement, in whole or in part.

17. HOLD HARMLESS/INDEMNIFICATION.

Special Counsel agrees to indemnify, hold harmless, release and defend to the maximum extent permitted by law, and cove nants not to sue, the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages, costs, judgments and expenses (including attorney’s fees and costs of litigation) which in whole or in part result from, or arise out of, any negligent acts, errors or omissions (including, without limitation, professional negligence) of Special Counsel, its employees, representatives, subcontractors, or agents in connection with the performance of this Agre ement. This Agreement to indemnify, hold harmless, release and defend includes, but is not limited to, personal injury (including death at any time) and property or other damage (including, but without limitation, contract or tort or patent, copyright, trade secret or tradema rk infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Special Counsel and its employees or agents, and members of the general public).

18. INSURANCE REQUIREMENTS.

Special Counsel shall maintain in full force and effect the following insurance policies:

A. Commercial general liability policy (bodily injury and property damage); B. Worker’s compensation/employer’s liability policy;
C. Business automobile liability insurance policy; and, D. Professional liability policy.

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Said policies shall be maintained with respect to employees and vehicles assigned to the performance of work under this Agreement with coverage amounts, endorsements, certificates of insurance and coverage verifications as defined in Exhibit G, attached to this Agreement and incorporated by this reference.

19. CONFIDENTIALITY AND MEDIA STATEMENTS.

The data, information and reports acquired or prepared by Special Counsel in connection with matters upon which the City has retained Special Counsel shall not be shown or distributed to any other public or private person or entity except as authorized by the City Attorney and in no event prior to having been first disclosed to the City Attorney. All information, documents, records, reports, data or other materials furnished by City to Special Counsel or other such information, documents, records, data or other materials to which the Special Counsel has access during its performance pursuant to this Agreement are deemed confidential and shall remain the property of City. Special Counsel shall not make oral or written disclosure of such documents or materials, other than as necessary for its performance under this Agreement, without the prior written approval of the City Attorney.

Special Counsel shall not provide any written or oral statements to the media without the prior written authorization of the City Attorney.

20. AMENDMENTS.

This Agreement, including any Exhibits attached to it, represents the entire understanding of the Parties 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 be modified only by a written amendmen t duly executed by the Parties to this Agreement.

21. ENGAGEMENT OF OTHER COUNSEL, SPECIALISTS, OR EXPERTS.

Special Counsel will not engage or otherwise incur an obligation to pay other counsel, specialists, or experts for services in connection with this Agreement without the prior written approval of the City Attorney.

22. NOTICES.

All notices, pleadings, reports or other communication to the Parties shall be properly sent via electronic mail to [email protected], [email protected], and to Special Counsel at its principal place of business listed on page one of this Agreement.

Either Party may change its address for receipt of notices under this Agreement by notice given in the manner provided herein.

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23. LAW GOVERNING AGREEMENT.

This Agreement shall be interpreted under the laws of the State of California. All claims or controversies arising out of or related to performance under this Agreement shall be submitted to and resolved in a forum within Contra Costa County.

24. INVALID PROVISIONS.

If any provision of this Agreement is held to be illegal, invalid or unenforceable, in full or in part, then such provision shall be modified to the minimum extent necessary to make the provision legal, valid and enforceable, and the other provisions of this Agreement shall not be affected thereby.

25. LICENSE REQUIREMENTS.

Special Counsel shall demonstrate that the attorney(s) who provide legal services to City under this Agreement are licensed to practice law in the State of California and, if not, indicate to the satisfaction of the City Attorney why such license is not required to perform the services required.

26. SANCTUARY CITY CONTRACTING ORDINANCE COMPLIANCE
STATEMENT.

Contractor agrees to comply with the provisions of the Richmond Sanctuary City Contracting Ordinance (SCCO, Ordinance No. 12-18). Contractor must submit the Sanctuary City Compliance Statement included herein as Exhibit F along with the bid or proposal prior to execution of the contract.

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The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives. It is the intent of the Parties that this Agreement shall become operative on the Effective Date.

BEST BEST & KRIEGER LLP

By:_______________________________

Title:_____________________________

CITY OF RICHMOND

____________________________

CITY MANAGER

Name:______________________

APPROVED AS TO FORM:

__________________________

City Attorney

ATTEST:

__________________________

City Clerk

31 Exhibit A

9 DocID #41736v1

SCOPE OF WORK AND SCHEDULE OF FEES & CHARGES

Scope of work:

Special Counsel shall provide code enforcement advice and represent the City in code enforcement and other related cases.

Special Counsel’s point(s) of contact in the City of Richmond City Attorney’s office is/are:

Shannon Moore, Chief Assistant City Attorney

Schedule of Fees & Charges:

Hourly Rates

a. ATTORNEYS $330/hour
b. PARALEGALS, $185/hour

CLERKS, ANALYSTS

COMPENSATION

Only those costs and expenses set forth in Section III of Exhibit "B", entitled "Reimbursements", shall be paid to Special Counsel.

Total compensation for legal services and reimbursements shall be charged in accordance with Exhibits "A" and "B" and shall not exceed the sum of Ten Thousand Dollars ($10,000) for attorneys’ fees and reimbursements.

32 Exhibit B

10 DocID #41736v1

BILLING PROTOCOLS/GUIDELINES

The City of Richmond (“City”) has adopted the following protocols for billing, budgeting, and planning for projects involving outside counsel. Special Counsel will be required to comply with this protocol. If you have questions concerning it, please contact the City Attorney for clarification. In the event you wish to negotiate changes due to the internal operation of your firm, please raise them in writing as soon as possible. Any changes to this protocol will need prior, written approval from the City Attorney. In the interest of fairness, all Special Counsel is required to comply with this protocol. This protocol is also to be used in conjunction with any new proposal for services.

These protocols and guidelines are instituted to ensure that Special Counsel conveys the information necessary for the City Attorney to manage outside projects and litigation.

Also, because these guidelines are set out in advance, they are designed to minimize any confusion or misunderstanding. Compliance with these guidelines should enhance the attorney-client relationship. If you have any comments or suggestions that could improve this system, please feel free to contact the City Attorney.

I. BILLING FORMAT
Unless otherwise agreed, the following information must be provided in monthly bills:
a. A detailed description of work, in time increments of .1 hour (one tenth of an hour) for and by each and every individual billing services. b. Identification of the lawyer who is in charge of the matter. c. Reasonably detailed disbursement breakdowns with backup documentation of any individual charge exceeding $100.00.
d. Each billing item must be separately stated on a separate line identifying the individual performing the services, the time spent and the exact nature of the service rendered.
e. When charges are made for research time, the specific issue being researched and the need for the research should be identified.
f. Each item billed should be coded to a specific litigation budget line item, if applicable.
g. The City Attorney reserves the right to request various levels of detail and specific formats (such as columnar comparisons with established budgets).

33 Exhibit B

11 DocID #41736v1
II. BILLING GUIDELINES

a. All tasks set forth in Special Counsel’s billing documentation shall be specific and detailed. Overly generalized listings of task descriptions such as “review contract” or “prepare for negotiations” are not acceptable. b. Billings under this Agreement shall not be provided in more than six (6) minute increments and shall represent the devotion of a full six minutes before an increment is billed. Under no circumstances shall Special Counsel use “block billing” procedures, wherein a list or series of activities is done each day with only an aggregate amount of time specified. c. Special Counsel shall keep the City advised of the identity and billing rates of those people working on the project account.
d. All time shall be billed within 30 days of the end of the month in which services were performed.
e. Counsel shall advise City whenever it anticipates the amount of services necessary to properly execute the task will exceed the amount of the contract.

When accrued billings are equal to eighty percent (80%) of the Payment Limit, written notice shall be given to the City as soon as possible, via e-mail, to the City Attorney’s Office, of this fact. In order to satisfy this notification requirement, Counsel shall monitor its accrued billings on a weekly basis and immediately notify the City Attorney if the eighty percent (80%) threshold is met. Special Counsel acknowledges the fiscal constraints on City funding and therefore Special Counsel assumes risk of non-payment for services rendered in the event the amount of services rendered exceeds the amount of the contract unless prior written authorization is received. Authorization to exceed the amount set forth in Exhibit A may be given only by City Attorney in writing.
f. Only those attorneys approved by the City may bill on the case. g. The City expects the attorney assigned to the case to handle all significant matters in the litigation. The City Attorney must approve in advance the assignment of other attorneys to the litigation or project. The City may request that the assigned work be instead handled by the primary attorney. h. Special Counsel shall not charge for more than one attorney at any hearing, deposition, or meeting of any kind without advance approval of the City Attorney.
i. No more than two paraprofessionals may bill on a particular case without the prior approval of the City.

34 Exhibit B

12 DocID #41736v1
j. The City has retained Special Counsel for its expertise, and therefore expects not to be billed for introductory or background research. City appreciates when Special Counsel has researched an issue previously and uses that research on present cases or projects. Do not charge the City for work Special Counsel has done and billed another client for in the past. k. Within thirty (30) days of the Effective Date of this Agreement, Special Counsel shall provide any manuals or policies describing Special Counsel’s billing practices.
l. The City does not allow “double billing” of any sort. If Special Counsel is working on another client’s matter, do not bill City for that time. This applies to travel time or any other matter.
m. Training time is not billable. Law clerks may be used only with prior approval.
n. City will not pay for new attorneys to “get up to speed” on a file unless it has been preapproved.
o. If a matter arises that requires Special Counsel to open a new file, the City Attorney should be informed immediately.
p. City reserves the right to require additional substantiation of any item of claimed expense.

III. REIMBURSEMENTS
a. The City will reimburse Special Counsel for the following expenses, and for no other expenses:
x Actual printing costs;
x Copying costs at $.12 / page (for legal documents and file materials, but not library materials);
x Actual cost of postage (including express mail delivery charges); x Facsimile charges at the rate of $0.25 per page;
x Actual cost of long distance telephone calls;
x Transcription and reporter's fees; and
x Reasonable travel. The City does not pay for meals unless Attorney is required to be away from office for one full day. All meals and/or travel reimbursements will be subject to approval by the City Attorney. Travel expenses are limited to the lesser of actual expenses or expenses that would be authorized for City employee travel pursuant to City policy. b. The City Attorney must approve in advance any single reimbursement item in excess of $250.

35 Exhibit B

13 DocID #41736v1
c. Any expense other than those listed in section “a.” must be approved by the City Attorney in writing and in advance in an approved budget. d. No compensation shall be allowed for administrative overhead or premiums added to the direct cost of research support or other services. e. Court filings shall be prepared in a timely manner so that “rush” or “expedited” messenger fees are not incurred.
f. Messenger and other charges in excess of actual costs are not permitted. City does not allow cost, plus a percentage, for actual outside costs g. City does not pay for secretarial time or secretarial overtime. City does not pay attorneys or paralegals for secretarial tasks or tasks that should not be included in Special Counsel’s overhead. For example, faxing, mailing, arranging for messengers and calendaring are not acceptable charges. h. City does not pay for billing or discussions of bills, including discussions initiated by the City or City’s requests for additional information about a bill. i. The practice of minimum billing charges is prohibited. Please charge for actual time spent. For example, a minimum of .2 for phone calls or .4 for letters is unreasonable unless it is an accurate measure of time spent. j. Do not charge for file opening or file closing. These are not true legal services, tasks or adequate descriptions of legal activities.

36 Exhibit C

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PROJECT PLAN AND BUDGET
Project plans and budgets should conform to the following guidelines:
a. The project plan shall include a projection of recommended strategies and actions to be taken in the project and a range of costs for each such strategy or action. b. If the scope of work includes representation of the City in litigation, the project plan shall include the following elements, with explanations:
x Anticipated total costs;
x The primary issues;
x The probability of success; and
x A settlement/trial recommendation
The project plan will be modified during the litigation as the need arises. c. The project budget shall include an estimate of the attorneys' hours and fees and disbursements during each phase and/or activity. All anticipated expenses must be listed and costs estimated.
d. In the event of litigation, the project budget shall include, but not be limited to, estimates for:
x Pre-commencement (legal and factual research for the complaint or answer); x Pleadings;
x Preliminary motions;
x Initial discovery;
x Factual investigation of merits (interviewing clients, employees and third parties); x Review and abstract City's documents;
x Expert (non-medical) investigation and reports;
x Medical experts and examinations;
x Legal research on merits;
x More thorough discovery (including the identity of deponents and expected costs of each deposition and preparation);
x Settlement negotiations;
x Trial preparation; and
x Trial.
e. The project budget should include the anticipated cost of each line item, the time allotted to complete it and the professional level of the person handling it. f. The project budget is not a fixed fee agreement and is subject to revision. g. Special Counsel shall provide revisions to the project plan or budget at the request of the City Attorney.
h. Special Counsel understands and agrees that major unjustified deviations from the project budget, or failure to timely submit a project budget or revisions, if requested, may constitute a breach and result in termination of this Agreement.

37 Exhibit D

15 DocID #41736v1
California Joint Powers Risk Management Authority
Mandatory Case Reporting Policy
Pursuant to Section VII (Conditions) of the Memorandum of Coverage, the following rule is applicable to all cases reported to CJPRMA.

The Authority shall be entitled to comple te access to the covered party’s claim file, the defense attorney’s complete file, and all i nvestigation material and reports, including all evaluations and information on negotiations. The covered party shall be responsible to report the progress of the litigation and any significant developments at least quarterly to the Authority, and to provide the Authority with simultaneous copies of all correspondence provided to the covered party by its defense attorneys and/or its agents.

In addition, the CJPRMA Board of Directors has adopted the following mandatory case reporting standards:
1) Defense counsel is expected to provide a written analysis of liability and exposure in any reported claim no later than ninety days follo wing receipt of the file from the member agency. CJPRMA understands that the liabilit y picture may develop as discovery is ongoing, but this does not excuse the responsibility of providing an early, objective analysis of the file, subject to later developments. An early analysis not only permits the JPA member to set an accurate reserve level, but also permits the member entity to decide whether to actively litigate the case, try to settle the case, or limit discovery based upon the exposure.
2) The initial status report should provide, at a minimum, a brief synopsis of the facts giving rise to the lawsuit; the status of the pleadings, including any discussions of demurrers or motions to dismiss, or cross-complaints; a summary and analysis of plaintiff’s injuries, damages and exposures in the case; an init ial impression of liabilit y; any requests for additional investigation; a brief outline of the discovery planned; and an evaluation of anticipated litigation costs. The report n eed not be lengthy, and typically might not exceed three to five pages, but must address the issues directly and in a straightforward manner so that the member entity and CJPRMA can set cost and loss reserves as necessary.
3) Defense counsel is responsible to report, in writing, the setting of a trial date, settlement conference date, hearing date on motion for summary judgment or similar dispositive motion in any litigated case, within one we ek of the date on which a court establishes such date.
4) Defense counsel is responsible to report, in writing, all settlement demands or offers within one week of the time the offer is made or the demand is received.

38 Exhibit D

16 DocID #41736v1
5) Defense counsel is responsible to report, in writing, on the substance of all depositions taken in the case. This need not be a mu lti-page deposition summary, but must, at a minimum, include a concise report of major events occurring at the deposition, and an evaluation of the effect of th e deposition testimony on the case. 6) Finally, no later than sixty days before the date set for trial in any case, defense counsel is responsible to report, in writing, on (1) an assessment of liability in the case, (2) the adverse potential exposure if liability is found, (3) a concise summary of injuries sustained and/or claims, (4) an assessment of any other factors (such as local jury tendencies, appearance of important witnesses, etc.) that may affect the liability analysis or exposure assessment, and (5) an opinion on the settlement value of the case. 7) All status reports from defense counsel must be copied to the CJPRMA Board member whose entity is involved in the claim.

This policy is designed to protect the member en tity and CJPRMA, so that they can make informed litigation decisions on reported cases. Past experience has shown that defense counsel retained by the member entities of CJPRMA are high-caliber, hard working attorneys who have done very well for their clients, and CJPRMA is grateful for their efforts. Defense counsel are cautioned, however, that case reporting is given a high priority by CJPRMA and its members, and is a major consideration in evaluating counsel’s performance.

39 Exhibit E

17 DocID #41736v1

LITIGATION GUIDELINES

The following guidelines should be followed when the scope of work includes representing the City in litigation:
a. The Special Counsel shall consult the City Attorney regarding the component parts of litigation handled so that the City Attorney, in consultation with the City Council, if necessary, can determine whether a particular activity is reasonable in light of its costs and benefits.
b. The City Attorney must approve the identity and number of staff assigned to the litigation, and any changes.
c. All pleadings shall be submitted to the City Attorney for review prior to filing. d. Copies of major work product, pleadings, motions, orders, decisions, research memoranda, reports on significant developments, and quarterly status reports shall be submitted to keep the City Attorney advised of any major developments in the lawsuit.

Such copies shall be provided in electronic format compatible with software in the City Attorney’s office.
e. Generally, the City Attorney will rely upon Special Counsel for guidance on litigation strategy. Nonetheless, prior approval from the City Attorney is necessary for demurrers, motions for summary judgment and discovery motions.
f. City expects that Special Counsel will resolve all discovery disputes without court intervention. If this is impossible due to the conduct of others, please inform the City Attorney immediately. City’s intent is to have discovery be fair and open with the money spent on reviewing relevant items that are discovered, not on discovery battles. g. Provide full descriptions of legal tasks performed. This will help the City Attorney follow case development and understand Firm’s strategy. h. Some types of litigation-related expenses require prior approval by the City Attorney, including, but not limited to, experts and investigators. Expenses over a certain dollar amount always require prior approval. See Section III (Reimbursements) of Exhibit B (Billing Protocols and Guidelines) of this Agreement for a list of those expenses that may be reimbursed.

40 41
Exhibit G
19 DocID #41736v1

City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

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

6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR’s profession (if required.)
Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease. If CONTRACTOR is self-insured, provide a certificate of Permission to Self- Insure, signed by the California Department of Industrial Relations and Self - Insurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61 .

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

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

42 Exhibit G
20 DocID #41736v1
City of Richmond - Insurance Requirements - Type 2:

Professional Services

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

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

PROJECT COST
$0 - $1 million
$1 million - $5 million
Over $5 million

REQUIRED LIMIT
$1 million p/o
$2 million p/o
$5 million p/o

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

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

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

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

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

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

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

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

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

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

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

43 Exhibit G
21 DocID #41736v1

City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

Insurance certificates and endorsements may be fa xed 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 insura nce 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.

Page 1 of 3 ends

May 27, 2025

City Attorney's Office

DATE: May 27, 2025
TO: Mayor Martinez and Members of the City Council
FROM:

Dave Aleshire, City Attorney

Subject:

Retention of Interim Investigator for the Community Police Review Commission (“CPRC”)
FINANCIAL IMPACT: The fiscal impact for the contract is $50,000 and will be offset by salary savings incurred by the Confidential
Investigative and Appeals Officer vacancy. (Professional Services 400201). Such investigative services were
included in the CPRC 2024-2025 budget and will be
budgeted in the Fiscal Year 2025-2026.

PREVIOUS COUNCIL
ACTION:

November 11, 2024

STATEMENT OF THE
ISSUE:

The Community Police Review Commission’s (CPRC)
Confidential Investigative Officer resigned in September 2024. Nine complaints remained to be investigated at the time of his resignation. Since then, an additional 17
complaints have been filed. The CPRC needs an interim
investigator while the City continues its process of
recruiting and hiring a permanent investigator.

RECOMMENDED ACTION:

APPROVE a professional services contract with Bill
Whalen and Associates to conduct confidential
investigations for the Community Police Review
Commission for a term of May 28, 2025, through January
30, 2026 with a contract amount of $50,000 –
Community Police Review Commission (Dave Aleshire
510-620-5439).

AGENDA
REPORT
45

Page 2 of 3 ends

May 27, 2025

DISCUSSION:

One of the major functions of the Community Police Review Commission (“CPRC”) is to receive and investigate complaints filed with the CPRC for alleged police misconduct involving serious bodily injury, unreasonable force, discrimination, sexual harassment, and/or sexual assault by an on-duty Richmond Police Officer or Officers, as further defined in Richmond Municipal Code Section 3.54.070.

Historically, the CPRC has contracted for investigative services from firms or individuals qualified to undertake such investigative responsibility. Investigative services are funded from the CPRC’s annual budget.

In September of 2024, the City’s Confidential Investigative Appeals Officer resigned, and on November 11, 2024, the City Council directed staff to retain a temporary investigator to conduct investigations received by the Community Police Review Commission. At that time, 9 complaints had been filed with the CPRC that had not yet been investigated. Since that time, 17 new complaints have been filed, with a total backlog of 26 complaints yet to be investigated.

City staff, with the assistance of CPRC’s attorney, Floy Andrews, conducted a Request for Scope of Work and received three responses from (1) Municipal Resource Group, (2) Bill Whalen & Associates, and (3) Jonathan Dugas. The Community Police Review Commission Ad Hoc Committee reviewed the submitted scopes of work and resumes, ranked the firms, and referred the top candidate to the City Council for their consideration. Bill Whalen and Associates was identified as a qualified firm that is available to provide investigative services temporarily until a permanent investigator is hired.

As a retired Chief of Police, Bill Whalen has extensive investigation experience. In addition, he held numerous other roles such as Public Information Officer, Emergency Manager, SWAT Commander, Internal Affairs Investigator/Supervisor, Detective Supervisor, Use of Force Instructor, Detective, and Field Training Officer, among many others. He brings learned experience and investigation expertise and is credentialed by the Workplace Investigative Association. Mr. Whalen’s scope of work will involve review of the backlog of complaints, prioritization of the cases, and commencement of the investigations with the goal of reducing the backlog in preparation for the permanent placement.

Page 3 of 3 ends

May 27, 2025
The City Attorney’s Office is seeking Council approval of the professional services contract with Bill Whalen and Associates on behalf of the Community Police Review Commission to provide temporary investigative services while the City conducts the recruitment for the permanent position.

DOCUMENTS ATTACHED:

Attachment 1 – Contract – Bill Whalen and Associates
Attachment 2 – November 11, 2024, Agenda Staff Report Approve Interim Investigator for CPRC
47 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 _May 28,2025______ 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.

City Attorney's Office
Floy Andrews
[email protected]
(510) 6206604
TBD
TBD
Investigative Services for the Community Police Review Commission Bill Whalen and Associates, Inc
3024 E. Chapman Ave. #164
Orange, CA 92869
Bill Whalen
(714) 904-2191
[email protected]
TBD
January 31, 2026
50,000.00
25-26
50,000.00
48 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:

Bill Whalen and Associates, Inc
49 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]:

Bill Whalen and Associates, Inc
TBD
See attached agreement - Attachment A

Section 11. Hold Harmless is replaced with the following language:

INDEMNIFICATION

5.1 CLIENT agrees to indemnify, defend, protect and hold harmless THE FIRM, and each of its employees from and against any and all claims, liabilities, obligations, demands, causes of action, debts, costs and expenses (including reasonable outside attorneys’ fees) that arise out of or relate to this AGREEMENT, including but not limited to acts or omissions of CLIENT or a breach of CLIENT’s representations, warranties or obligations hereunder. CLIENT hereby acknowledges that it is not uncommon for employees, especially terminated ex-employees, who have been investigated, to falsely allege that the CLIENT or THE FIRM were involved in wrongdoing,
or even criminal acts. If such allegations are made and THE FIRM or its employees or independent contractors are named as Defendants in any legal complaint relating to an investigation performed by THE FIRM on behalf of the CLIENT, it will in no way relieve the CLIENT of the CLIENT’s obligation to indemnify THE FIRM and to compensate THE FIRM at THE FIRM’S normal hourly rates for such individuals involved, in accordance with the RATE SHEET.

5.2 THE FIRM agrees to indemnify, defend, protect and hold harmless CLIENT, and each of its elected officials, directors, officers, employees, contractors, agents, representatives, successors and assigns from and against any and all claims, liabilities, obligations, demands, causes of action, debts, costs and expenses that are ultimately determined in a final adjudication to have arisen from THE FIRM’s negligence or willful misconduct.

5.3 In the event THE FIRM and CLIENT are determined by a final adjudication to have been jointly liable without specification of the extent of the proportion of liability between them, then, and only in that case, the issue of the relative amount of reimbursement to be made under THE FIRM’s or the CLIENT’s duty to hold harmless and indemnify referred to in the preceding paragraphs will be determined by arbitration (See Section 12.1). 50 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.

TBD
Bill Whalen and Associates, Inc
Floy Andrews
Floy Andrews
51 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: ________________________________________________ TBD
Bill Whalen and Associates, Inc
Floy Andrews
[email protected]
Bill Whalen and Associates, Inc
3024 E. Chapman Ave. #164
Orange, CA 92869
[email protected]
52 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, TBD
Bill Whalen and Associates, Inc
53 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.

TBD
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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 TBD
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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 TBD
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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 TBD
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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.

TBD
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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 TBD
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_____________________________
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, TBD
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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.

TBD
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EXHIBIT E

SPECIAL CONDITIONS

The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable, otherwise please state “NONE”):

TBD
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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
TBD
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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)
TBD
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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:

TBD
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65 01337.0010/1032514.1 Page 1 of 2
November 19, 2024
#1032514v1<DOCS> - APPROVE Interim Investigator for CPRC ,

City Council

DATE: November 19, 2024
TO: Mayor Martinez and Members of the City Council
FROM:

Council Member Jimenez
Subject:

Hire Interim Investigator for the Community Police Review Commission
FINANCIAL IMPACT: No fiscal impact at this time, but the current budget allocation may not be adequate to cover the full six months of services. CPRC may need to request further funding at a later date.

PREVIOUS COUNCIL
ACTION:

None

STATEMENT OF THE
ISSUE:

Recently the investigator supporting the CPRC resigned.

Hiring a new permanent investigator will take at least six months. Currently, the CPRC has ten citizen complaints
on file that need to be investigated, some dating back to December 2023. Citizen complaints should be
investigated within one year of filing. To provide for the timely review of outstanding complaints, the City may
wish to hire an interim investigator to manage both the complaint backlog and future complaints filed before the City completes its formal recruitment and hiring of a
permanent investigator.

RECOMMENDED ACTION:
(This will appear on the agenda)
APPROVE the following actions: 1) hire a n Interim
Investigator to undertake the investigative duties
previously performed by the former Community Police
Review Commission investigator while the City recruits and hires a permanent investigator; 2) reallocate the
current budget to that interim investigator; and 3) create an ad hoc committee of the City Council to prepare an
AGENDA
REPORT
66 01337.0010/1032514.1 Page 2 of 2
November 19, 2024
#1032514v1<DOCS> - APPROVE Interim Investigator for CPRC , interim investigator job description , interview proposed candidates, select the best qualified candidate to fill the temporary interim investigator position and present the candidate to the full City Council for approval – Vice Mayor Claudia Jimenez (510-620-6565).

DISCUSSION:

On September 30, 2024, the investigator supporting the Community Police Review Commission (“CPRC”) resigned from his role with the CPRC. He was responsible for investigating all citizen complaints filed with the CPRC. We expect the hiring process for a new permanent investigator, including preparing an updated job description, recruiting and interviewing candidates, negotiating compensation, conducting background checks, and completing the hiring process for the new permanent investigator, to take at least six months.

Currently, the CPRC has ten citizen complaints on file that have yet to be investigated.

Citizen complaints should be investigated in a timely manner, and certainly within one year of filing. Three of the outstanding CPRC complaints that will reach the one-year threshold before February 1, 2025, and two others have already exceeded the one-year mark. In light of the number of complaints needing attention, it is important that the City hire an investigator as soon as possible.

Additionally, historically the CPRC receives approximately one citizen complaint per month. In fact, the CPRC has received three new complaints since the previous investigator delivered his resignation in September. Without interim help, by the time the City hires a new permanent investigator there will likely be sixteen or more outstanding complaints to be investigated, and three more of the current complaints will have exceeded the one-year timeframe.

The previous investigator was employed by the City on an hourly basis at the rate of $107/hour, with an expected workload of approximately 80 hours per month, equating to compensation of just over $50,000 for six months. Based on recent inquiries, it seems unlikely that the City will be able to identify an interim investigator willing to commit to the previous investigator’s compensation level. Moreover, considering the backlog of complaints, 80 hours per month is not adequate to investigate the current level of complaints or the expected future level of complaints. Therefore, the CPRC will likely be required to request additional funding for the interim investigator at some point during the six month contract.

DOCUMENTS ATTACHED:

No Documents
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May 27, 2025

City Attorney's Office

DATE: May 27, 2025
TO: Mayor Martinez and Members of the City Council
FROM: Dave Aleshire, City Attorney
Shannon Moore, Chief Assistant City Attorney
James Atencio, Senior Assistant City Attorney
Subject:

Establish a Biannual Report from the Richmond Arts and
Culture Division
FINANCIAL IMPACT: None

PREVIOUS COUNCIL
ACTION:

May 18, 2021
April 1, 2025

STATEMENT OF THE
ISSUE:

Establishing a biannual report and presentation from the Arts and Culture Division Manager will provide residents and City Councilmembers with valuable insight into the
state of the Arts in Richmond. Biannual updates will
enhance transparency, keep stakeholders informed
about ongoing projects and future plans, and create a
shared understanding of their progress and impact.

RECOMMENDED ACTION:

INTRODUCE an Ordinance (first reading) amending
Richmond Municipal Code Chapter 6.50 for the
Richmond Arts and Culture Division Manager to provide
a written report and a presentation to the Council on a biannual basis regarding art projects being developed in the City – City Attorney’s Office (Shannon Moore 510-
620-6505/James Atencio 510-620-6504).

DISCUSSION:

On April 1, 2025, the Council directed staff to amend RMC Chapter 6.50 (Ordinance No. 08-21 N.S.) to require the Richmond Arts and Culture Division Manager to provide a AGENDA
REPORT
68

Page 2 of 2 ends

May 27, 2025
biannual written report and deliver an in-person presentation to the City Council.

Currently, the City Council and the public do not receive regular updates from the Arts and Culture Division. The establishment of a biannual report and presentation will provide much-needed information and ensure that both residents and City Council members are aware of the division’s work, including public art projects, the administration of the One and a Half Percent for the Arts Fund (established in Ordinance No. 08-21 N.S.), and the activities of the Richmond Arts and Culture Commission (RACC).

As part of their presentation, the proposed ordinance amendment provides that the Arts and Culture Division would provide updates on:
 Public art projects and initiatives throughout the city  Updates on Ordinance No. 08-21 N.S. “One and half percent (1.5%) Ordinance”, including (but not limited to) who has contributed within the calendar year and how funds are being utilized
 Art and Culture Division budget, including any requests or needs from the City Council
 Activities and initiatives of the Richmond Arts and Culture Commission  Any challenges or barriers to advancing arts and culture in Richmond

To ensure these updates are provided in a timely manner, the biannual presentation is required to occur before the City Council no later than June and December of each calendar year.

Recommendation
Approve an amendment to RMC Chapter 6.50. requiring the Arts and Culture Division Manager to provide a biannual written report and deliver an in-person presentation to the City Council,

DOCUMENTS ATTACHED:

Attachment 1 – Proposed Ordinance Amendment
69 ORDINANCE NO. _ N.S.

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF RICHMOND AMENDING CHAPTER 6.50 OF THE RICHMOND MUNICIPAL CODE ADDING
SECTION 6.50.100 ENTITLED “BIANNUAL REPORT TO COUNCIL”

The City Council of the City of Richmond do ordain as follows:

SECTION 1. Richmond Municipal Code (RMC) Chapter 6.50 is hereby amended to add the following:
“Section 6.50.100 – Biannual Report to Council. On a biannual basis, no later than June 30 and December 31 of each calendar year, the Arts and Cultur e Division Manager and the Arts and Culture Division staff members shall provide a written report and a presentation to the City Council on the art projects being developed in the City and the resources and support the Arts and Culture Division needs from the City and its residents. The presentation from the Arts and Culture Division should include, but is not be limited to: current public art projects and initiatives throughout the City; updates on Public Art contributions pursuant to Section 6.50.020 and utilization of such funds; status of Arts and Culture Division budget, including requests and needs; activities and initiatives of the Richmond Arts and Culture Commission; and, challenges or barriers to advancing arts and culture in the City.”

SECTION 2. This ordinance shall be effective 30 days after passage and adoption.

*****************************
(This section to be completed by Clerk’s Office)

First introduced at a regular meeting of the City Council of the City of Richmond held on and finally passed and adopted at a regular meeting held on by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

Clerk of the City of Richmond

(SEAL)
70 Approved:

Mayor

Approved as to form:

City Attorney
71 May 27, 2025

Community Development

DATE: May 27, 2025
TO: Mayor Martinez and Members of the City Council
FROM:

Lina Velasco, Director of Community Development
Beatriz Guerrero, Transformative Climate Communities
(TCC) Program Coordinator
Matias Eusterbrock, TCC Associate Administrative
Analyst
Subject:

Metropolitan Transportation Commission (MTC) Capital
Grant Agreement and sole-source contract with Trust for Public Land.

FINANCIAL IMPACT: The $150,000 MTC Capital Grant from the Active Transportation Capital Design Technical Assistance
Program will fund additional design work for pedestrian safety measures, San Francisco Bay Trail connections,
and coordination with railroad agencies related to the
Richmond Wellness Trail Phase 2 project, a project of the City’s Transformative Climate Communities (TCC) Round
4 Implementation Grant.

PREVIOUS COUNCIL
ACTION:

June 21, 2022, October 3, 2023, December 20, 2022,
June 21, 2022, August 23, 2023, September 19, 2023,
December 5, 2023, November 19, 2024, April 22, 2025

STATEMENT OF THE
ISSUE:

The City applied for a Capital Grant through the
Metropolitan Transportation Commission (MTC) Active
Transportation Capital Design Technical Assistance
Program and was awarded $150,000. These funds will
support additional design work for enhanced pedestrian
safety measures, Bay Trail connections, and railroad
coordination for the final plans and specifications for the Richmond Wellness Trail Phase 2 project. Given that
Trust for Public Land is the project lead for the Richmond Wellness Trail Phase 2, and one of the organizations
listed in City Council Resolution No. 122-24, City staff is AGENDA
REPORT
72 May 27, 2025
seeking City Council approval of a sole-source contract with Trust for Public Land in the amount of $150,000 to complete the grant-funded design work related to the
Richmond Wellness Trail Phase 2 project.

RECOMMENDED ACTION: ADOPT a resolution authorizing the city manager or their designee to ACCEPT and APPROPRIATE a $150,000
Capital Grant from the Metropolitan Transportation
Commission (MTC) and APPROVE a sole-source
contract with Trust for Public Land in the amount of
$150,000 to complete design work and outreach related
to the Richmond Wellness Trail Phase 2, with a term
beginning May 27, 2025, through June 30, 2027 to be
funded by an MTC Capital Grant - Community
Development Department (Lina Velasco/Beatriz Guerrero
Auna 510-685-5450).

DISCUSSION:

On October 27, 2022, Richmond’s application was awarded a $35 million TCC Round 4 Implementation Grant by the California Strategic Growth Council (SGC). Richmond’s project is titled Richmond Rising: Healthy, Connected, and Climate Strong, and focuses on projects serving the Iron Triangle, Santa Fe, and Coronado neighborhoods. One of the ten key projects is the Richmond Wellness Trail, Phase 2: walking and biking improvements to connect with Phase 1 connecting the Richmond BART and central neighborhoods with the waterfront and ferry terminal. – TPL is the subproject lead.

Richmond Wellness Trail, Phase 2 Project

The Richmond Wellness Trail (RWT) is a community-driven initiative designed to enhance bicycle and pedestrian connectivity while incorporating significant green infrastructure in the City of Richmond, California, as identified in the City’s Resilience Roadmap (2019) and Bicycle and Pedestrian Action Plan (2023). The project links the City’s downtown with natural and historic waterfront features, provides safe multimodal access from the Richmond BART/Amtrak station to downtown San Francisco via the Richmond Ferry Terminal, and ensures critical access to community urban green space amenities and the San Francisco Bay Trail. RWT promotes health and resilience and primarily benefits residents of three low-income neighborhoods: Santa Fe, Coronado, and Iron Triangle.

The trail will include Class IV separated cycle tracks, protected from traffic by striping or stormwater planters, as well as a Class III section. Pedestrian improvements include urban greening, wayfinding signage, and community-based interpretive features. The Trust for Public Land (TPL) is leading the implementation of the RWT, in partnership with the City. Their work include design, outreach, and construction management.

Phase 1 of the trail was completed in 2022; Phase 2 on Marina Way South is currently 73 May 27, 2025
in design development. Phase 2 was awarded approximately $4.8 million of the $35 million TCC grant.

Through the design development, TPL and the project design team identified the need for additional resources to ensure high quality design, community engagement, and necessary documentation for trail, railroad, and development connections. The City applied for an MTC Capital Grant to supplement existing Phase 2 funding with an additional $150,000 for enhanced pedestrian safety design, Bay Trail connections, railroad agency coordination, and TPL project management.

MTC Capital Grants Program

In September 2024, MTC and Association of Bay Area Governments (ABAG) released a call for projects seeking capital grant funding for programs which help implement the four Climate Program strategies identified in the Plan Bay Area 2050 (PBA 2050):

Parking Management (e.g., parking meters, sensors and software), Regional Mobility Hubs (e.g., environmental review, design, and construction of shelters, kiosks, signage, lighting, and other active transportation access improvements), Transportation Electrification (e.g., purchase and installation of electric vehicle charging hubs), and Active Transportation Capital Design Technical Assistance. In December 2024, the City and TPL submitted an application for $150,000 to supplement existing RWT Phase 2 design and outreach funding. In March 2025, the MTC Planning Committee announced that the City of Richmond was awarded a $150,000 Active Transportation Capital Design Technical Assistance Grant.

CONCLUSION:

City staff is recommending the City Council adopt a resolution authorizing the City Manager or their designee(s) to accept and appropriate a $150,000 Capital Grant from the Metropolitan Transportation Commission (MTC), and approve a sole-source contract with Trust for Public Land in the amount of $150,000 to do enhanced design of pedestrian safety measures, Bay Trail connections, railroad agency coordination, and TPL project management related to the Phase 2 of the Richmond Wellness Trail.

DOCUMENTS ATTACHED:

Attachment 1 – MTC Capital Grant Award
Attachment 2 – Resolution
Attachment 3 – MTC Agreement
Attachment 4 – Contract Trust for Public Land
Attachment 5 – Sole Source Contract with TPL
74 MTC Planning Committee
March 14, 2025 Page 1 of 8
Attachment B
Agenda Item 7a
Total Budget $40,000,000
Total funding request received: $50,451,000
Total recommended funding request:1
$40,650,000
Table 1. Summary of Award Recommendations by Capital Program County Project Sponsor Charging
Infrastructure
Parking
Management Regional Mobility Hubs
Active Transportation
Capital Design
Technical Assistance
Total No. of Awards
Regional Bay Area Rapid Transit (BART) $3,776,000 $300,000 $4,076,000 2 Alameda City of Alameda $1,237,000 $300,000 $1,537,000 2 Alameda City of Albany $300,000 $300,000 1
Alameda City of Oakland $300,000 $300,000 1
Alameda City od San Leandro $100,000 $100,000 1
Alameda City of Union City $2,259,000 $2,259,000 1
Contra Costa City of Concord $500,000 $500,000 1
Contra Costa City of Lafayette $300,000 $300,000 1
Contra Costa City of Richmond $150,000 $150,000 1
Contra Costa Contra Costa Transportation Authority (CCTA) $3,343,000 $3,343,000 1 Contra Costa City of Pinole $952,000 $952,000 1
Marin City of Mill Valley $1,351,000 $1,351,000 1
Marin City of Sausalito $500,000 $500,000 1
Napa City of Napa $974,000 $500,000 $1,474,000 2
San Francisco San Francisco Municipal Transportation Agency (SFMTA) $2,254,000 $2,254,000 1
San Mateo City of East Palo Alto $581,000 $581,000 1
San Mateo City of San Carlos $523,000 $523,000 1
San Mateo City of South San Francisco $300,000 $300,000 1 San Mateo Town of Colma $300,000 $300,000 1
San Mateo Town of Portola Valley $317,000 $317,000 1
San Mateo City of Half Moon Bay $829,000 $829,000 1
San Mateo City of Menlo Park $2,297,000 $2,297,000 1
Santa Clara City of Gilroy $527,000 $527,000 1
Santa Clara City of Morgan Hill $1,052,000 $1,052,000 1 Santa Clara City of Palo Alto $2,855,000 $2,855,000 1
Santa Clara City of San José $2,495,000 $2,000,000 $4,495,000 2 Santa Clara County of Santa Clara $1,756,000 $300,000 $2,056,000 2 Capital Grants Recommended Awards Summary
75 MTC Planning Committee
March 14, 2025 Page 2 of 8
Attachment B
Agenda Item 7a
County Project Sponsor Charging
Infrastructure
Parking
Management Regional Mobility Hubs
Active Transportation
Capital Design
Technical Assistance
Total No. of Awards
Santa Clara Santa Clara Valley Transportation Authority (VTA) $4,800,000 $4,800,000 1
Solano Solano County $250,000 $250,000 1
Capital Program Technical
Assistance2 $72,000
Totals $20,250,000 $3,500,000 $14,178,000 $2,650,000 $40,650,000 29 34
Jurisdictions/Agencies Total Awards
2 Funded with the $822,000 balance in the Regional Mobility Hubs category. The funding will provide technical assistance to the awarded projects to position them for success and alignment with program objectives. This includes consultation on design drawings, evaluation, funding obligation, and other assistance grant recipients may need Count 16 4 4 10
1 The call for projects was released with $2 million available for Active Transportation Capital Design Technical Assistance. Given the significant oversubscription of this program component, staff recommend programming a remaining $650,000 OBAG3 active transportation implementation balance to award three projects at their full request (instead of a partial award) and fund two additional projects. This raised the total funding amount available to $40.7M
76 MTC Planning Committee
March 14, 2025 Page 3 of 8
Attachment B
Agenda Item 7a
Total Budget $20,000,000
Total funding request received: $26,171,000
Total recommended funding request:1 $20,250,000
Table 4. Recommended Awards for Charging Infrastructure County Project Sponsor Project Title TOC and/or EPC2 Requested Award Recommended Award Alameda City of Alameda3, 4 Alameda Public EV Charging Program EPC $1,237,000 $1,237,000 Contra Costa City of Pinole3 Expanding Electric Vehicle Charging in Pinole, CA None $952,000 $952,000
Marin City of Mill Valley The Southern Marin Vehicle Charging Consortium (SMVCC) None $1,351,000 $1,351,000
Napa City of Napa Equity Focused EV Charging in Downtown Napa EPC $974,000 $974,000
San Francisco
San Francisco Municipal
Transportation Agency
(SFMTA)3
Expanding Charging Access in San Francisco’s
Equity Priority Communities TOC and EPC $2,254,000 $2,254,000 San Mateo City of East Palo Alto
City of East Palo Alto, San Mateo County
Regional EV Charging: Scaling Accessible and
Sustainable Solutions
EPC $581,000 $581,000
San Mateo City of Half Moon Bay3
City of Half Moon Bay, San Mateo County
Regional EV Charging: Scaling Accessible and
Sustainable Solutions
None $829,000 $829,000
San Mateo City of Menlo Park3 City of Menlo Park Long Term EV Charging Infrastructure Project TOC and EPC $2,297,000 $2,297,000 San Mateo Town of Portola Valley
Town of Portola Valley, San Mateo County
Regional EV Charging: Scaling Accessible and
Sustainable Solutions
None $317,000 $317,000
San Mateo City of San Carlos
City of San Carlos, San Mateo County Regional
EV Charging: Scaling Accessible and
Sustainable Solutions
TOC $523,000 $523,000
Santa Clara City of Gilroy Gilroy Public Library EV Chargers TOC and EPC $527,000 $527,000 Santa Clara City of Morgan Hill City of Morgan Hill Transit Hub Charging Stations TOC $1,052,000 $1,052,000
Charging Infrastructure Award Recommendations
77 MTC Planning Committee
March 14, 2025 Page 4 of 8
Attachment B
Agenda Item 7a
County Project Sponsor Project Title TOC and/or EPC2 Requested Award Recommended Award Santa Clara City of Palo Alto Palo Alto School-Community Partnership EV Charging Infrastructure Project None $2,855,000 $2,855,000 Santa Clara City of San Jose3,4 San José Community EV Charging Access Project TOC and EPC $2,495,000 $2,495,000
Santa Clara County of Santa Clara County of Santa Clara TOC EV Charging Project TOC $4,427,000 $1,756,000 Solano County of Solano5 Solano 360 Mobility Hub EPC $500,000 $250,000 Totals 16 $23,171,000 $20,250,000
1 Supplemented with $822,000 balance in the Regional Mobility Hubs category Table 5. Applications Not Recommended for Charging Infrastructure Funding this Cycle County Project Sponsor Project Title TOC and/or EPC1 Requested Award Evaluation Alameda City of Union City Union City Mobility Hub EV Chargers TOC $3,000,000 Recommended for
Mobility Hubs Grant.

Lower ranked project.

Staff will work with the
project sponsors to
assist in the
development of an
application for the next
round of funding.

Totals 1 $3,000,000
1 TOC = Transit Oriented Community Policy; EPC = Equity Priority Community 2 TOC = Transit Oriented Community Policy; EPC = Equity Priority Community 3 Revised Requests.
4 Multiple locations, not all chargers will be located in a TOC or EPC Staff recommends conditioning all recommended awards on the Bicycle Pedestrian Advisory Committee’s (BPAC) review of the Complete Streets Checklist 5 Funded with $250,000 from the $822,000 balance in the Regional Mobility Hubs category 78 MTC Planning Committee
March 14, 2025 Page 5 of 8
Attachment B
Agenda Item 7a
Total Budget $3,000,000
Total funding request received: $4,622,216
Total recommended funding request:1 $3,500,000
County Project Sponsor Project Title TOC and/or EPC2 Requested Award Recommended Award Contra Costa City of Concord Downtown Concord Parking Technology Innovation & Implementation TOC and EPC $750,000 $500,000 Marin City of Sausalito3 Sausalito Capital Parking Improvements Project TOC $929,565 $500,000
Napa City of Napa Park Napa EPC $500,000 $500,000
Santa Clara City of San José Advancing Curb Management Project TOC and EPC $2,000,000 $2,000,000 Totals 4 $4,179,565 $3,500,000
2 TOC = Transit Oriented Community Policy; EPC = Equity Priority Community Table 7. Applications Not Recommended for Parking Management Funding this Cycle County Project Sponsor Project Title TOC and/or EPC1 Requested Award Evaluation San Mateo Millbrae Downtown Millbrae Parking Management Program Implementation TOC $442,651
Received Transit Oriented
Communities (TOC) Parking
Planning award in February
2025.

Lower ranked project.

Staff will work with the
project sponsors to assist in
the development of an
application for the next round
of funding.

Totals 1 $442,651
1 TOC = Transit Oriented Community Policy; EPC = Equity Priority Community Parking Management Capital Award Recommendations
Table 6. Recommended Awards for Parking Management
3 Funded with $500,000 from the $822,000 balance in the Regional Mobility Hubs category 1 Supplemented with $822,000 balance in the Regional Mobility Hubs category Staff recommends conditioning all recommended awards on the Bicycle Pedestrian Advisory Committee’s (BPAC) review of the Complete Streets Checklist 79 MTC Planning Committee
March 14, 2025 Page 6 of 8
Attachment B
Agenda Item 7a
Total Budget $15,000,000
Total funding request received: $14,178,000
Total recommended funding request: $14,178,000
Balance1
$822,000
Table 8. Recommended Awards for Regional Mobility Hubs Award Recommendations County Project Sponsor Project Title TOC and/or EPC2 Requested Award Recommended Award
Alameda City of Union City3 Union City Intermodal Station Mobility Hub at Union City BART TOC $2,259,000 $2,259,000 Contra Costa Contra Costa Transportation
Authority (CCTA)4
Walnut Creek BART Station
Shared Mobility Hub TOC $3,343,000 $3,343,000
San Mateo Bay Area Rapid Transit
District (BART)
Daly City BART Station
Mobility Hub TOC and EPC $3,776,000 $3,776,000
Santa Clara
Santa Clara Valley
Transportation Authority
(VTA)
VTA Blossom Hill Light Rail
Station Mixed-Use Housing &
Mobility Hub
TOC $4,800,000 $4,800,000
Totals 4 $14,178,000 $14,178,000
2 TOC = Transit Oriented Community Policy; EPC = Equity Priority Community 3 Revised Request
Regional Mobility Hubs Capital Award Recommendations
4 Revised Request
1 Remaining balance recommended to partially fund Sausalito Parking Management Project ($500,000), and Technical Assistance ($72,000) Staff recommends conditioning all recommended awards on the Bicycle Pedestrian Advisory Committee’s (BPAC) review of the Complete Streets Checklist
80 MTC Planning Committee
March 14, 2025 Page 7 of 8
Attachment B
Agenda Item 7a
Total Budget $2,000,000
Total funding request received: $5,480,000
Total recommended funding request:1 $2,650,000
Table 2. Recommended Awards for Active Transportation Capital Design Technical Assistance County Project Sponsor Project Title TOC and/or EPC2 Requested Award Recommended Award Alameda City of Alameda Willie Stargell Ave Safety Improvements Project TOC and EPC $300,000 $300,000
Alameda City of Albany Pierce-Cleveland Bikeway Connection Project None $300,000 $300,000 Alameda Bay Area Rapid Transit (BART)
Coliseum BART Bicycle and Pedestrian
Preferred Path of Travel Improvements
Project
TOC and EPC $300,000 $300,000
Alameda City of Oakland Fruitvale Connections TOC and EPC $300,000 $300,000 Alameda City of San Leandro Hesperian Boulevard Bike Lane Gap Closure TOC $100,000 $100,000 Contra Costa City of Lafayette Lafayette EBMUD Aqueduct Pathway Project TOC $300,000 $300,000 Contra Costa City of Richmond Richmond Wellness Trail TOC and EPC $150,000 $150,000 San Mateo Town of Colma El Camino Real Bicycle and Pedestrian Improvement Project (Segment A) TOC $300,000 $300,000
San Mateo City of South San Francisco SF El Camino Real Bicycle and Pedestrian Improvement Project (Segment C) TOC $300,000 $300,000
Santa Clara County of Santa Clara San Tomas Trail Extension TOC $300,000 $300,000 Totals 10 $2,650,000 $2,650,000
Active Transportation Capital Design Technical Assistance Award Recommendations 2 TOC = Transit Oriented Community Policy; EPC = Equity Priority Community 1 The call for projects was released with $2 million available for Active Transportation Capital Design Technical Assistance. Given the significant oversubscription of this program component, staff recommend programming a remaining $650,000 OBAG3 active transportation implementation balance to award three projects at their full request (instead of a partial award) and fund two additional projects. This raised the total funding amount available to $2.7 million 81 MTC Planning Committee
March 14, 2025 Page 8 of 8
Attachment B
Agenda Item 7a
Table 3. Applications Not Recommended for Active Transportation Capital Design Technical Assistance Funding this Cycle County Project Sponsor Project Title TOC and/or EPC1 Requested Award Evaluation Alameda Union City Old Alameda Creek Trail Improvements None $125,000 Contra Costa Contra Costa County San Pablo Dam Road Complete Street None $300,000 Contra Costa City of Richmond McBryde Avenue Safe Routes to Parks EPC $300,000 Contra Costa City of Walnut Creek Protected Intersection Design at Ygnacio Valley Road and California Boulevard TOC $215,000
Marin TAM North South Greenway Southern Segment TOC $300,000 San Mateo City of Belmont Design Technical Assistance for Alameda de las Pulgas Corridor Improvement Project None
$290,000
Santa Clara City of Los Altos Safety Improvement of Homestead Rd/Grant/Foothill Expressway Intersection None $250,000 San Mateo City of Millbrae Broadway Avenue Pedestrian Improvements Project TOC $250,000
San Mateo City of San Bruno Active Transportation for All in San Bruno TOC $200,000 San Mateo City of San Carlos Pedestrian and Bike Enhancements for San Carlos Avenue TOC $300,000
Sonoma City of Petaluma Petaluma River Trail - US-101 and Rail Undercrossings Project None $300,000
Totals 11 $2,830,000
1 TOC = Transit Oriented Community Policy; EPC = Equity Priority Community Lower ranked projects.

Staff will work with the
project sponsors to
assist in the
development of an
application for the next
round of funding.
82 DocID #43757v1
RESOLUTION NO. ______

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

CALIFORNIA, AUTHORIZING THE CITY MANAGER OR THEIR DESIGNEE(S) TO ACCEPT AND APPROPRIATE A $150,000 CAPITAL GRANT FROM THE

METROPOLITAN TRANSPORTATION COMMISSION (MTC)

WHEREAS, on October 27, 2022, the City of Richmond and its partners, Groundwork Richmond, GRID Alternatives, Rich City Rides, Trust for Public Land (TPL), and Urban Tilth were awarded a $35 million Transformative Climate Communities (TCC) Round 4 Implementation Grant by the California Strategic Growth Council; and

WHEREAS, the Richmond Wellness Trail (RWT) Phase 2 Project is one of the projects funded by the TCC Round 4 Implementation Grant. The Project is located on Marina Way South between Cutting Boulevard and the Richmond Ferry terminal and includes the development of protected cycle tracks and shaded pedestrian routes to provide a continuous route from the Richmond Intermodal BART/Amtrak station to the Richmond Ferry terminal; and

WHEREAS, through design development process, TPL and the project design team identified the need for additional resources to ensure high quality design, community engagement, and necessary documentation for make these connections with intersecting trails, railroads, and development; and

WHEREAS, in September 2024, the Metropolitan Transportation Commission (MTC) and Association of Bay Area Governments (ABAG) released a call for projects seeking capital grant funding for programs which help implement the four Climate Program strategies identified in the Plan Bay Area 2050 (PBA 2050): Parking Management, Regional Mobility Hubs, Transportation Electrification, and Active Transportation Capital Design Technical Assistance; and

WHEREAS, in December 2024, the City and TPL submitted an application for a $150,000 Active Transportation Capital Design Technical Assistance to supplement existing RWT Phase 2 funding and in March 2025, the MTC Planning Committee announced that the City of Richmond was awarded a $150,000 Active Transportation Capital Design Technical Assistance; and

WHEREAS, staff intends to use the awarded funds to supplemental design, outreach, and project management work related to the RWT phase 2 project; and

WHEREAS, the Grantee, City of Richmond, will enter into agreements with the MTC for the grant.

NOW, THEREFORE, BE IT RESOLVED, that the City Council finds the above recitals are true and correct and have served, together with the Agenda Report, as the basis for the findings and actions set forth in this Resolution.

NOW, THERFORE, BE IT FURTHER RESOLVED that the City Council of the City of Richmond hereby:

1. Accepts the grant funds and authorizes the City Manager or their designee(s) to execute the required grant agreements;

2. Appoints the City Manager or their designee(s), as agent to conduct all negotiations, execute and submit all documents including, but not limited to applications, agreements, payment requests and so on, which may be necessary for the completion of the aforementioned project(s); and

3. Appropriates the grant funds once the grant agreements are executed.

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

I certify that the foregoing resolution was passed and adopted by the Council of the City of 83 DocID #43757v1
Richmond at a regular meeting thereof held May 27, 2025, by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

CLERK OF THE CITY OF RICHMOND
(SEAL)

Approved:

Mayor

Approved as to form:

City Attorney

84 SUPPLEMENT NO. 5 TO MASTER FUNDING AGREEMENT
Between the METROPOLITAN TRANSPORTATION COMMISSION
And THE CITY OF RICHMOND
For RICHMOND WELLNESS TRAIL

This Supplement No.5 to the Master Funding Agreement (“Supplement” or “Agreement”) is entered into this May 27, 2025 by and between the Metropolitan Transportation Commission (“MTC”) and City of Richmond (“AGENCY”) and supplements the Master Funding Agreement, dated July 1, 2017 by and between MTC and AGENCY.

Pursuant to this Supplement, MTC agrees to provide an amount not to exceed one hundred fifty thousand dollars ($150,000) in non-federal [MTC Exchange] funds to AGENCY to fund the Richmond Wellness Trail Project (as more fully described in Annex I hereto, the “Supplement Project”). The estimated budget and payment milestones for the Supplement Project scope of work is attached as Annex II hereto.

The Supplement Project work will commence on May 27, 2025 and be completed no later than December 31, 2026.

The clauses selected below and attached as exhibits to the Master Funding Agreement shall apply to AGENCY’s performance of the applicable Supplement Project scope of work hereunder:

Insurance is not required.

☐ Exhibit B-1, Additional Terms and Conditions (General), Paragraph A ☒ Exhibit B-1, Additional Terms and Conditions (General), Paragraph B ☐ Exhibit B-2, Additional Terms and Conditions (Federally Required Clauses) ☐ Exhibit B-3, Additional Terms and Conditions (State Required Clauses) ☐ Exhibit B-4, Additional Terms and Conditions (Prevailing Wage Rates, Apprenticeships, and Payroll Records, Non-Federally-Funded Agreements)
☐ Exhibit B-5, Additional Terms and Conditions (Prevailing Wage Rates, Apprenticeships, and Payroll Records, Federally-Funded Agreements)
☐ Exhibit B-6, Additional Terms and Conditions (Regional Toll Funds including RM1, RM2, and AB1171)
☐ Exhibit B-7, Additional Terms and Conditions (Regional Discretionary Federal Funds including STP and CMAQ)

The MTC Planning Committee approved Richmond’s Wellness Trail Project award for the Active Transportation Capital Design Technical Assistance Program, on March 14, 2025.

The MTC Project Manager for the Supplement Project is Kara Oberg, MTC, [email protected] until June 30, 2025. Afterwards, the MTC Project Manager will be Toshi Shepard Ohta, or his designee, [email protected]. The AGENCY Project Manager for the Supplement Project is Beatriz Guerrero Auna,
(510) 620-5450, [email protected].

85 MTC/ Richmond
Master Funding Agreement
Supplement No. 5 – Richmond Wellness Trail

Page 2 ends

This Supplement is supplemental to the Master Funding Agreement; all terms and conditions of the Master Funding Agreement, as may be amended, remain unchanged hereby.

Capitalized terms used but not defined herein shall have the respective meanings assigned to them in the Master Funding Agreement.

METROPOLITAN TRANSPORTATION

COMMISSION

CITY OF RICHMOND

Andrew B. Fremier, Executive Director Shasa Curl, City Manager

86 MTC/ Richmond
Master Funding Agreement
Supplement No. 5 – Richmond Wellness Trail

Page 3 ends

Annex I
Project Description and Scope of Work

This funding agreement and scope of work supports the implementation of the Metropolitan Transportation Commissions’ Active Transportation Plan and the Regional Active Transportation (AT) Network. The Regional AT Network focuses the Bay Area’s efforts in providing safe and all ages and abilities active transportation connections in areas with the highest potential for shifting auto trips to biking and walking trips, where there is the greatest need for affordable transportation options, and where active trips can connect people with transit for longer distance travel.

This scope of work also supports the advancement of MTC’s Transit-Oriented Communities (TOC) Policy, which supports the region's transit investments by creating communities around transit stations and along transit corridors.

Project:

The Richmond Wellness Trail (RWT) is a community-driven initiative designed to enhance bicycle and pedestrian connectivity while incorporating significant green infrastructure in the City of Richmond (COR or City), California, as identified in the City’s Resilience Roadmap (2019) and Bicycle and Pedestrian Action Plan (2023). The project links the City’s downtown with natural and historic waterfront features, provides safe multimodal access from the Richmond BART/Amtrak station to the ferry terminal to downtown San Francisco, and ensures critical access to community urban green space amenities as well as the Bay Trail. The trail promotes health and resilience and primarily benefits residents of three low-income neighborhoods: Santa Fe, Coronado, and Iron Triangle.

This project will include “Designing for All Ages and Abilities Contextual Guidance for High-Comfort Bicycle Facilities” by the National Association of City Transportation Officials (NACTO) and adhere to the U.S Access Board’s “Public Rights of Way Accessibility Guidelines” (PROWAG).

The services to be performed by Agency shall consist of services requested by the Project Manager or a designated representative including, but not limited to, the following:

Task 1. Richmond Wellness Trail 95% Design.

Task 1 Deliverable: 95% Design PS&E
87 MTC/ Richmond
Master Funding Agreement
Supplement No. 5 – Richmond Wellness Trail

Page 4 ends

Task 2. Richmond Wellness Trail Bid Set.

Task 2 Deliverable: Bid Set

88 MTC/ Richmond
Master Funding Agreement
Supplement No. 5 – Richmond Wellness Trail

Page 5 ends

Annex II
Project Schedule, Budget and Payment

FIRM-FIXED PAYMENT

Payment to AGENCY shall be due in the firm fixed amounts indicated below, upon acceptance by the MTC Project Manager of the following deliverables or milestones, described in detail in Attachment A:

# Deliverable Due Date: Amount Due
1 95% Design PS&E 7/1/2025

$70,500

2 Bid Set

3/20/2026

$79,500

TOTAL $150,000

RECIPIENT shall submit an invoice identifying the project deliverable or milestone for which payment is sought no later than thirty (30) days after MTC's acceptance of such deliverable/milestone.

89 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:

2. Term. The effective date of this Contract is _______________________ and terminates _________________ unless terminated earlier as set forth 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 Development
Beatriz Guerrero
[email protected]
(510) 620-5450
10916
Design of pedestrian safety measures, Bay Trail connections, railroad agency coordination, and project management for Phase 2 of the Richmond Wellness Trail.

Trust for Public Land
23 Geary Street, Suite 1000
San Francisco, CA 94108
Terence Wu
(415) 800-5297
[email protected])
4005-7059
May 27, 2025
June 30, 2026
150,000.00
90 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: ___________________

LIST OF ATTACHMENTS:

Trust for Public Land
91 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]:

Trust for Public Land

See insert below.
92 Scope of Services
The Richmond Wellness Trail (RWT) is a community-driven initiative designed to enhance bicycle and pedestrian connectivity while incorporating signiﬁcant green infrastructure in the City of Richmond, as identiﬁed in the City’s Resilience Roadmap (2019) and Bicycle and Pedestrian Action Plan (2023). The project links the City’s downtown with natural and historic waterfront features, provides safe multi-modal access from the Richmond BART/Amtrak station to the ferry terminal to downtown San Francisco, and ensures critical access to community urban green space amenities as well as the Bay Trail. The trail promotes health and resilience and primarily beneﬁts residents of three low-income neighborhoods: Santa Fe, Coronado, and Iron Triangle.

The trail includes Class IV separated cycle tracks, protected from traffic by striping or stormwater planters, as well as a Class III section. Pedestrian improvements include urban greening, wayﬁnding signage, and community-based interpretive features. The current Phase 2 is partially funded by a California Strategic Growth Council (SGC) Transformative Climate Communities (TCC) grant with $4.8M, with an additional $150,000 award from a Metropolitan Transportation Commission (MTC) Active Transportation Program (ATP) grant to provide additional capacity to ensure quality design and documentation for connections with intersecting trails, railroads, and development. TPL will advance the Project, develop the ﬁnal scope of work, oversee the consultants, perform timely review of deliverables, coordinate stakeholder engagement, and advance ﬁnal design through local jurisdiction approval process with support from the TCC staff team at the City and other City staff, including the following tasks:

Tasks
01 Design Development:

PlaceWorks design team and The Trust for Public Land (TPL) will further design development in the following areas:
• Railroad Crossing coordination
• Pedestrian Safety review
• Bay Trail connections

93 02 Construction Documentation:

PlaceWorks will provide 60% Project Plans and Speciﬁcations submittal not currently funded within the TCC grant funded design. This additional submittal will improve the project by providing another review period for City of Richmond, TPL, and partners. The review will prepare for a more streamlined approval process and allow for more thorough and standard design review. TPL will provide oversight and timely review of the construction documentation deliverables.
03 Project Management:

TPL will provide project management of the MTC ATP grant, giving grant reports as required, overseeing the design consultant team, and coordinating stakeholder engagement.

94 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.

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.

Beatriz Guerrero
Beatriz Guerrero
Trust for Public Land
95 Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

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: ________________________________________________ Beatriz Guerrero
[email protected]
Trust for Public Land
Trust for Public Land
23 Geary Street, Suite 1000
San Francisco, CA 94108
[email protected])
Guillermo Rodriguez
96 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.

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:

4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

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, Trust for Public Land
97 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.

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:

Trust for Public Land
98 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:

9. TERMINATION:

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 Trust for Public Land
99 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:

12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:

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 Trust for Public Land
100
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.

13. SAFETY:

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 Trust for Public Land
101
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.

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:

2.52, 2.56, and 2.60, if applicable.

Trust for Public Land
102
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

Contractor agrees to abide by the terms and conditions of said policies.

16. INTEGRATED CONTRACT:

17. CONFLICTING PROVISIONS:

18. FORCE MAJEURE:

19. CONFLICT OF LAW:

This Contract shall be interpreted under, and enforced by the laws of the State of Trust for Public Land
103
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:

21. INTERPRETATION:

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

22. WARRANTY:

23. SEVERABILITY:

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, Trust for Public Land
104
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:

26. COUNTERPARTS:

27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):

Trust for Public Land
105
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”):

Trust for Public Land
NONE.
106
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.

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

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
Trust for Public Land
107
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.

INSERT INSURANCE REQUIREMENTS CLASSIFICATION APPLICABLE TO THIS CONTRACT: (IF NECESSARY, CONFIRM WITH RISK MANAGER)
Trust for Public Land
108
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”).

a. "Data Broker” means either of the following:

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."

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:

Trust for Public Land
109
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services

Type 2 – Page 1 of 3

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

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

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

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

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

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

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

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

6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR’s profession (if required.)

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

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

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

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.
110
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services

Type 2 – Page 2 of 3

Revised: September 2011
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.

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

Required Policy Conditions
Additional Insured Endorsement

Applicable to General Liability coverage.

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

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

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

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

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

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

111
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services

Type 2 – Page 3 of 3

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

Subcontractors

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

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

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

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

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

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

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

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.

112
Page | 1 Sole Source Form – Rev. May 12, 2016
City of Richmond
Sole Source Justification

THIS FORM MUST BE COMPLETED AND APPROVED PRIOR TO ANY PURCHASE _______________________________________________________________________________ Contact the Purchasing Division and discuss your rationale before completing this form. If Purchasing can help you make this a competitive purchase, then this form will not be required.

Attach this completed/approved form to requisitions when competitive quotes/bids/proposals are not solicited. (Required for requisitions > $3,000)
Requested Sole Source Supplier:

Company Name: ___________________________ Contact Name: ______________________ Address: _______________________________________________________________________ City: _________________________ State: _____________ Zip Code: ____________________ Phone Number (____) ___________ E-Mail _______________________________________ Duration of Contract: ____________________________________ Estimated Cost: $ _______________ Funding Source (Account String)_ 3HQGLQJ&RXQFLO$SSURYDO*UDQW Is the product/service IT related? Yes_____No _____ If Yes, please attach the approved IT Authorization Form For Product: Is the recommended company the manufacturer of the product? Yes_____ No _____ For Product: Does the manufacturer sell the item(s) through distributors? Yes_____ No _____ Description of Product or Service:

Describe the full scope of work or service contemplated including installation if required; items should include brand, model and part number if applicable; (if additional space is needed, include them in a separate page) Sole Source Rationale:PLEASE ANSWER ALL THE FOLLOWING QUESTIONS: Explain why the recommended company is the only company that can meet the requirement. Address the following: Are there any other companies who can do this job? What condition (e.g. technological superiority, or performance risks, etc.) exists so that the recommended company has a significant advantage over any other company who can do this job? It is important to sufficiently address the key reason for awarding an order/contract without soliciting competitive bids. The rational must be clear and convincing, avoiding generalities and unsupported conclusions. (if additional space is needed, include them in a separate page) The Trust for Public Land Terence Wu
23 Geary Street, Suite 1000
San Francisco CA 94108
415 800-5297 [email protected]
May 20, 2025- June 30, 2027
150,000
X
X
X
The Trust for Public Land (TPL) is currently contracted to lead the implementation of the Richmond Wellness Phase 2 project, including the final design. TPL will develop the final scope of work, oversee the consultants, perform timely review of deliverables, coordinate stakeholder engagement, and advance final design through the City approval process with support from City staff. TPL will include a 60% Project Plans and Specifications construction documentation submittal. TPL will work through design and permitting challenges including railroad crossing coordination, additional pedestrian safety measures needed, and Bay Trail connections for the Richmond Wellness Trail, Phase 2 project.

As established in the Transformative Climate Communities (TCC) Implementation Grant agreement and MOU, the Trust for Public Land (TPL) is contracted to lead implementation of the Richmond Wellness Trail Phase 2 project. This grant scope is a supplement to the already funded design work for the project. In addition, TPL is one of the organizations listed in City Council Resolution No.122-24 as pre-approved for potential contracts to provide grant partnership services to the City. 113
2| Page
Complete the following checklist
A specific contractor is the only source of the required item because (check all that apply):

The required items are proprietary to the Contractor, and contractor solely transacts (sells) direct to the customer. (There are no dealers or distributors for contractor).

The required items are proprietary to the Contractor, and contractor does not sell direct to the customer. Contractor solely distributes the item or service through only one dealer or distributor in the United States. (There are no dealers or distributors for contractor).

Note: If item or service is available from more than one source, the item or service may be treated as proprietary, but must be competitively solicited from multiple (two or more) sources.

A specific item is needed:

To be compatible or interchangeable with existing hardware As spare or replacement hardware For the repair or modification of existing hardware Federal or state grant names vendor as condition of funding. (Attach copy of grant that names vendor)
There is a substantial risk in contracting with any other contractor, (e.g., only one contractor has been successful to date in implementing a difficult manufacturing process or the services sought ). In a brief explanation, provide supporting evidence of why other contractors are considered to be unable to overcome the substantial risk.

Continuation of prior Work – Additional item, service or work required, but not known to have been needed when the original order was placed with vendor, and it is not feasible or practicable to contract separately for the additional need. Provide brief explanation and supporting evidence. (if additional space is needed, include them in a separate page) The Richmond Wellness Trail (RWT) is a community-driven initiative designed to enhance bicycle and pedestrian connectivity while incorporating significant green infrastructure in the City of Richmond, as identified in the City’s Resilience Roadmap (2019) and Bicycle and Pedestrian Action Plan (2023). Trust for Public Land (TPL) is currently designing and implementing trail construction in partnership with the City. Phase 1 of the trail was completed by TPL in 2022; Phase 2 on Marina Way South is currently in design development. Phase 2 is funded by a California Strategic Growth Council (SGC) Transformative Climate Communities (TCC) grant with $4.8M. Staff is recommending a sole source contract with TPL to continue and expand the design work for the City of Richmond, through the MTC Capital Grant. 114
3 | Page
I acknowledge the City’s requirements for soliciting competitive quotes/bids for purchases over $3,000.00 and the criteria for justification for Sole Source purchases. I have gathered the required information, have made a concerted effort to review comparable/equal equipment/services (e.g., market research), and further affirm that there is no conflict of interest involved in the selection made.

Department: _________________________________
Requester Name and Title: ____________________________________________________________ Note: Requester must be able to defend this justification.

Date:_____________ Phone: _______________
Department Director (Print) _____________________ (Sign) ________________ Date:__________ --------------------------------------------------------------------------------------------------------------------- Submit completed form to the Purchasing Division (Prior to submission to City Manager) Finance Director:

APPROVED: ____________________ DATE: ___/___/___ NOT APPROVED: ________________ COMMENTS:
____________________________ ______________________________ City Manager City Clerk Attesting to Council Approval (Under $10,000.00) (Over $10,000.00) (Copy of Minutes may be substituted) Note: Richmond Municipal Code Section 2.52.326 Sole Source Procurement requires final approval by the City Manager and/or City Council. Sole Source must be approved by Finance Director, PRIOR to Council Approval.

PROCEDURE
Sole Source purchase/service are exceptions to the normal bidding process and require a detailed justification. In processing Sole Source requests for supplies, services and/or equipment, the Purchasing Division adheres to and is governed by the principles set forth in City of Richmond Municipal Code Section 2.52.326 Sole Source Procurement.

If you are requesting a particular vendor, brand or product, you must make this fact clear on your Sole Source form.

Your request will then be restrictive and non-competitive, and will fall into a sole source category. If the sole source justification is approved, the requisition can be expedited without the normal bidding requirements.

Such a request should not be made unless you are confident that your request is reasonable and appropriately justified to meet the City’s requirements and withstand any possible audit. The City’s requirements and the format for submitting such requests are contained herein. Sole Source form must be signed by authorized department representative(s). The certification will remain on file for audit purposes.

The following factors DO NOT apply to sole source requests and should not be included in your sole source justification. They will not be considered and only tend to confuse the evaluation process.

1. Personal preference for product or vendor.

2. Cost, vendor performance, and local service (these are generally considered award factors in competitive bidding).

3. Features which exceed the minimum department requirements. _____________
________________ Date
Community Development
Lina Velasco, Director of Community Development
April 20, 2025 510 620-6841
April 20, 2025Lina Velasco
115

CITY OF RICHMOND

STANDARD CONTRACT
Department: Project Manager:

Project Manager E-mail:

Project Manager Phone No:

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

Description of Services:

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

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

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No: / Expiration Date:

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

2. Term.

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

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

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

5. City's Obligations.

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

Community Development Lina Velasco
[email protected] (510) 620-6706
10916 / 6695
Lead the implementation of Richmond Wellness Trail Phase 2 project to develop protected cycle tracks and shaded pedestrian routes to provide a continuous route from the Richmond BART/Amtrak station to the Ferry Terminal.

The Trust for Public Land
23 Geary Street, Suite 1000
San Francisco, CA 94108
Terence Wu
(415) 800-5297 [email protected]
4005-7059 December 31, 2023
August 23, 2023
December 31, 2028
4,816,153.60
✔

116

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

7. General Conditions.

This Contract is subject to the General Conditions
(Exhibit D) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

8. Special Conditions
. This Contract is subject to the Special Conditions (Exhibit E) (if any) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein. (Note:
other than Public Works contracts, the City will agree to Special Conditions only in unusual circumstances.)

9. Insurance Provisions.

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

10. Signatures. These signatures attest the parties' Contract hereto:

CITY OF RICHMOND CONTRACTOR:
a municipal corporation

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

Title: By:

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

Date Signed:

B y :

City Clerk

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

B y :

B y : T i t l e :

City Attorney
Date Signed:

(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a corporation
or nonprofit organization, this Contract (1) must
be signed by (a) the Chairperson of the Board,
President or Vice-President and
(b) the
Secretary any Assistant Secretary, the Chief
Financial Officer or any Assistant Treasurer.

LIST OF ATTACHMENTS:

117
For the Contract between the City of
Richmond and

EXHIBIT A

SERVICE PLAN

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

The Trust for Public Land will complete the tasks within the budget and timeline outlined in the attached Scope of Work.

The Trust for Public Land
City of Richmond

118

Page 1 ends

EXHIBIT B – BUDGET AND SCHEDULE OF DELIVERABLES
Project # and Name: 2 - Richmond Wellness Trail Strategy: Active Transportation Lead Entity: Trust for Public Land
Project Description: The Richmond Wellness Trail, Phase 2, project will develop protected cycle tracks and shaded pedestrian routes to provide a continuous route from the combined BART/Amtrak station to the new Ferry terminal. The project directly implements the City of Richmond's General Plan, Pedestrian Plan, and Bicycle Master Plan. This work is to be completed by 2026.

Operations & Maintenance Plan: Long-term maintenance will be provided by the City of Richmond. The City owns and maintains the right-of-way, and intends to enter into agreements with TPL to develop the project pursuant to the grant proposal. The City of Richmond has agreed to maintain and operate the project for at least 25 years, including roadway maintenance. Some of the maintenance duties related to the trees and landscaping will be taken on by active community members in collaboration with Richmond’s Parks Division. Richmond’s Public Works Department will be responsible for any maintenance issues related to streetlights or vandalism. The City, TPL and CalTrans have agreed to enter into a maintenance and operations agreement for development and continued maintenance of the section of the Wellness Trail owned by CalTrans.

Reimbursement Conditions: Grantee will not be reimbursed for Task 3 (construction) until all readiness deliverables within Task 1 and 2 are received, approved and notified through an updated readiness memo provided by the TCC Grant Manager.

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Task Deliverable(s) Timeline Grant Funds Leverage Funds Task 1: Readiness
A: Organize and lead community
outreach with community members,
community leaders and stakeholders.

A minimum of three community
workshops will take place to a) inform
the community of the project and its
part in City of Richmond Pedestrian
Plan and Bicycle Master Plan, b)
gather local knowledge and input on
design, and c) secure the
community's support of the project.

A: 1) Summary of community
input and concept plan
2) Final Meeting Materials
(curriculum, handouts)
3) Publicity Materials
(announcements, photos from
key events) Grant Execution -
August 2024 $419,800.00 $0
B: Obtain final CEQA NOE, permits,
and site control letter from CalTrans.

Readiness Condition
B: Final CEQA, permits and
CalTrans site control
C: Trail design and pre-construction
documentation
Readiness Condition
C: Final 100% Design Plans,
Specifications, & Estimates
(PS&E)
Task 2: Project Management, Community Engagement, and Design A: Hire General Contractor
A: 1) Final notice of bid
selection
Readiness Condition:
2) Finalized plans/summary of
final plans and project schedule
Subtask A: Grant
Execution - July
2024

$240,776.00 $0

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EXHIBIT B – BUDGET AND SCHEDULE OF DELIVERABLES
B: Conduct project management,
technical and construction contractor
oversight and grant administration
and indicator tracking work.

B: 1) Bimonthly progress
reports and invoicing
2) Final report highlighting
project metrics
3) Regular GHG calculations as
needed
4) Annual Indicator Reports
5) Participation in Evaluation
Surveys, Interviews, Focus
Groups, Information Requests
Subtask B: Project
Completion Period
Task 3: Construction
A: Mobilize, prepare site, implement
traffic control, and demolition work
A-E: 1) Finalized
plans/summary of final plans
2) Final report of site
preparation (before/after
photos, summary of work
completed, outcomes)
3) Final summary report of site
improvements (before/after
photos, summary of work
completed, outcomes)
Grant Execution -
2025 $3,388,000.00 $0
B: Repair and replace storm drains,
relocate existing utilities, and install
new electrical system for irrigation
controller and lighting
C: Install improvements: bike
improvements, traffic calming
features, traffic signals at
intersections, and wayfinding signs.

D: Testing and inspections of
material strength/stability by third
party engineer
E: Construction Administration and
oversight of demolition, site
preparation, and installation of
improvements

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Equipment N/A Project Completion
Period $0 $0
Contingency 10% Contingency Project Completion
Period $362,877.60 $0
Lead Entity Indirect Costs
Indirect costs consistent with
the TCC guidelines and grant
agreement, at a rate approved
under this grant agreement.

Project Completion
Period $404,700.00 $0
Project Total $4,816,153.60 $0.00

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EXHIBIT C – SPECIAL TERMS AND CONDITIONS
Part 2 – Project-Specific Terms and Conditions
Grantee certifies that it will ensure that the Lead Entity of each Project adheres to the following requirements.

1. Active Transportation
Allowable Costs
Active Transportation projects may purchase walking and bicycling equipment for training and educational purposes only, and items may not be given away or used as incentives or prizes. Unit costs for one item cannot exceed $50, unless noted below or pre-approved by SGC. Cost limits are excluding tax, and donated equipment is not subject to cost limitations.

Equipment may include:
x Bicycles (limited to $250 per bicycle)
x Bicycle helmets (limited to $20 per helmet)
x Bicycle repair stands (limited to $200 per stand)
x Bicycle locks and cables
x Bicycle tires/tubes
x Bicycle patch kits
x Bicycle tire pumps
x Bicycle lubricants
x Bicycle repair tools
x Bicycle lights
x Water bottles and/or bottle cages
x Chalk and chalk marking sticks
x Safety vests
x Safety cones
x Barriers/fences for safe cycle or pedestrian traffic flow Design Specifications
If the TCC Project is not on state-owned right-of-way, the project must be constructed in accordance with the Local Assistance Procedures Manual, Chapter 11.2 Design Guidance for Local Assistance Projects, New and Reconstruction Projects design standards for local agency streets and roads, incorporated here by this reference.

Training and Educational Projects
i. Procured equipment, including bicycles and helmets, may be purchased for training and educational purposes as described in Exhibit B: Budget and Schedule of Deliverables throughout the Project Completion Period.
a. Equipment items must be within the cost limits per Exhibit A, Section 13.

Payment Provisions.

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b. Equipment items must be kept and used beyond the life of the project as part of a sustainable active transportation program, per Exhibit A, Section 29. Ownership. ii. Pedestrian and bicycle related educational safety materials purchased must be used for educational purposes and compensation for program participation, but not as incentives purchased for raffles, promotions, giveaways, or other similarly intended uses.

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For the Contract between the City of
Richmond and

EXHIBIT B

PAYMENT PROVISIONS

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

THAT EXCEED THE CONTRACT PAYMENT LIMIT UNLESS A CONTRACT

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

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

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

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

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

PO Box 4046
Richmond, CA 94804-0046

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

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

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

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

Lina Velasco
The Trust for Public Land
Community Development
Lina Velasco

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For the Contract between the City of
Richmond and

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. Notices . All notices, demands, statements, or communications provided for by this Contract shall be in writing and may be delivered by deposit in the United States mail, postage prepaid. Notices to the City shall be addressed to the Department Head and (as delineated below in section 1.1) to the project manager responsible for the administration of or the supervision of the scope of work under this Contract. Notices to the Contractor shall be addressed to the party designated by Contractor (as delineated below in section 1.2). Notice shall be deemed delivered (a) upon personal delivery; (b) as of the fifth business day after mailing by United States certified mail, postage prepaid, addressed to the proper party; or (c) as of 12:00 p.m. on the second business day immediately after the day it is deposited with and accepted by Federal Express, or a similar overnight courier service, addressed to the proper party and marked for next business day morning delivery. For the purposes of this Contract, a "business day" means any day Monday through Friday that is not a holiday recognized by the federal government or the State of California.

1. 1 CITY hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

City of Richmond

Richmond, CA 94804-0046

1. 2 CONTRACTOR hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

The Trust for Public Land
The Trust for Public Land
Lina Velasco
450 Civic Center Plaza
Guillermo Rodriguez
23 Geary Street, Suite 1000
San Francisco, CA 94108

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EXHIBIT D

GENERAL CONDITIONS

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

15. Indemnification
.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

39. Performance and Final Acceptance
.

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

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

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

If warranted, City shall determine, and Contractor may request such determination, that Contractor has satisfactorily completed performance of this Contract. Upon such determination, City shall issue to Contractor a written Notice of Final Acceptance, after which Contractor shall not incur further costs under this Contract. Contractor shall respond to such Notice of Final Acceptance by executing and submitting to City a Release and Certificate of Final Payment.

40. Survival
. The rights and obligations of the parties which by their nature survive termination or completion of the services covered by this Contract shall remain in full force and effect after termination or completion.

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For the Contract between the City of
Richmond and

EXHIBIT E

SPECIAL CONDITIONS

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

1. 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, prior to the execution of this Agreement.

2. CONTRACTOR agrees to comply with the requirements as outlined in the Standard Agreement executed by the City of Richmond and the Office of Planning and Research (Agreement Number SGC23112) related to the funding source for this work.

The Trust for Public Land

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For the Contract between the City of
Richmond and

EXHIBIT F

INSURANCE PROVISIONS

During the entire term of this Contract and any extension or modification thereof, the CONTRACTOR shall keep in effect insurance policies meeting the insurance requirements specified in the insurance provisions which are attached hereto and incorporated herein by this reference.

The Trust for Public Land

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

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