Agenda — Richmond City Council, August 19, 2025 (part 4 of 10)

C:\Users\jaw006\AppData\Local\Microsoft\Windows\INetCache\Content.Outlook\BWYA7EA6\Consent letter draft 1 Land Econ Group LLC) in confidence for review and analysis with a summary to be provided to the City Council. The actual financial statements shall not be available to the City and shall be maintained by Mr. Lee in confidence pursuant to that certain Confidentiality Agreement between Land Econ Group LLC and Safe Harbor.
 Tenant is not in Default under the Lease.
 All transfer taxes resulting from the Transaction will be promptly paid to the City.
 Safe Harbor will reimburse the costs incurred by the City for reviewing the Transaction and preparing this Consent promptly (but shall endeavor to do so within five (5) business days) after receipt of the City’s cost statement therefor.

In reliance upon the Assurances, the City hereby (a) consents to the Transaction with the specific understanding that this Consent does not waive any rights of the City under the Lease with respect to any future transfers or any existing defaults and (b) acknowledges and agrees that the City’s right of first refusal under Section 8.02 of the Lease does not apply to the Transaction.

Very truly yours,
CITY OF RICHMOND, a municipal corporation
By: __________________________
Shasa Curl, City Manager
cc: David Aleshire, City Attorney
Shannon Moore, Chief Assistant City Attorney
Anne Lanphar, Assistant City Attorney
Craig Murray, SR/WA, Project Manager
Nannette Beachman, Economic Development Director
Jennifer Wieclaw, Esq., Duane Morris LLP (via email)
John Ray, Safe Harbor, Chief Transaction Officer (via email) 532

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August 19. 2025
Economic Development
Port Division
DATE: August 19, 2025
TO: Mayor Martinez and Members of the City Council
FROM: Charles Gerard, Port Director
Kyle Lam, Management Analyst
SUBJECT: Contract Amendment No. 2 with Haley and Aldrich for Dredging Survey and Maintenance
FINANCIAL IMPACT: The proposed $33,300 expenditure is included within the approved Fiscal Year 2025-2026 budget in the Marina
Fund (Account String: 40583080-400642-36021).

PREVIOUS COUNCIL
ACTION:

May 27, 2025
February 25, 2025

STATEMENT OF THE
ISSUE:

To continue permitting and community engagement
efforts related to planned maintenance dredging at key
Port facilities and the Marina Bay Yacht Harbor, the Port of Richmond seeks City Council approval of a second
contract amendment with Haley and Aldrich, Inc., in the amount of $33,300. This amendment will support preand post-dredge eelgrass surveys—required as part of past dredging efforts—as well as permitting activities at the Marina Bay Yacht Harbor. The revised not-to-exceed
contract total will be $312,600, with no change to the
existing contract term ending June 30, 2026.

AGENDA
REPORT
533

Page 2 of 3 ends

August 19. 2025
RECOMMENDED ACTION: APPROVE a second contract amendment with Haley and Aldrich, Inc. in the amount of $33,300, for a revised notto-exceed contract amount of $312,600, to perform preand post-dredge eelgrass surveys, and to secure permits for maintenance dredging the Marina Bay Yacht Harbor,
with a contract term ending June 30, 2026 – Economic
Development Department (Charles Gerard 510-620-
6792/Kyle Lam 510-620-6802).

DISCUSSION:

Maintenance dredging is a core responsibility of the Port of Richmond to ensure safe and efficient maritime operations. Sediment naturally accumulates over time, reducing navigable depths and impeding vessel access. To remain competitive as a deep-water port, the City must regularly dredge its berths to maintain federal and local depth standards. This work promotes maritime safety, supports economic activity, and ensures environmental compliance.

To initiate the 2025 dredging cycle, the Port issued a Request for Proposals (RFP) via the City’s BidsOnline system in November 2024. The RFP sought a qualified consultant to conduct technical studies and secure permits for dredging at Terminal Two and Berths Seven and Eight at the Point Potrero Marine Terminal. It also included optional dredging of the Marina Bay Yacht Harbor entrance channel and a slope analysis of Terminal Two.

Following a competitive selection process, Haley and Aldrich, Inc. was awarded the contract. On February 25, 2025, the City Council approved the original agreement in the amount of $254,100, with a contract term through June 30, 2026 (Attachment 1).

On May 27, 2025, the City approved the first contract amendment, increasing the total by $25,200, for a total contract amount of $279,300 (Attachment 2). That amendment supported:
 Expedited chemistry analysis for sediment testing
 Preparation of a Montezuma Wetlands sediment disposal report  Coordination of community outreach meetings, as requested by Council Staff now seeks approval of a second amendment, increasing the contract by $33,300 to a new total of $312,600 (Attachment 3). This amendment will fund:
 Pre- and post-dredge eelgrass surveys, as required under environmental permitting
 Continued permitting support for dredge locations
These tasks are critical to maintaining the project schedule and securing timely regulatory approvals for dredging during the 2025 window (i.e., July–November). All work is expected to be completed within the current contract term. While earlier delays in contracting extended the initial project timeline, staff remains committed to completing 534

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August 19. 2025
all permitting in 2025. The Port continues to target the 2025 dredging window between July and November 2025, aligned with regulatory dredging periods.

ENVIRONMENTAL REVIEW:

As this is maintenance work, the project is exempt from the California Environmental Quality Act.

SYNERGISTIC POLICIES:

This contract supports Strategic Goal Area 2: Revitalization of the Port. Haley and Aldrich’s guidance with the permitting process will fulfill a requirement for keeping our deep-water port maintained which is aligned with the City's long-term operational and maintenance strategies. The dredging permitting process and advancement will help ensure alignment with both federal and state regulatory compliance and economic development goals.

DOCUMENTS ATTACHED:

Attachment 1 – Original Executed Contract
Attachment 2 – First Contract Amendment
Attachment 3 – Second Contract Amendment
535

CITY OF RICHMOND

STANDARD CONTRACT
Department: City Project Manager:

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

Vendor No: Contract No:

Description of Services:

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

1. Parties. The parties to this Contract are the City of Richmond, a municipal corporation (“the City”), and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:
☐ A California corporation, ☐ limited liability corporation ☐ general partnership, ☐ limited partnership, ☐ individual, ☐ non-profit corporation, ☐ individual dba as [specify:] ____________________ ☐ other [specify:] _______________________________

2. Term. The effective date of this Contract is _______________________ and terminates _________________ unless terminated earlier as set forth herein.

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

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

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

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

Economic Development/Port of Richmond Lizeht Zepeda [email protected] 510-620-6653 16948 7388 DREDGING PERMITTING SUPPORT AND SLOPE ANALYSIS AT TERMINAL 2 AND OTHER PORT AREAS Haley and Aldrich, Inc. 2033 North Main Street #309 Walnut Creek, CA 94596 Scott Bodensteiner 415-748-2193 [email protected] 40067950 Delaware Corporation February 18, 2025 June 30, 2026 25410024-25 254100 Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909

PRINT CLEAR FORM
536

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:

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 Sr. Legal Counsel
4/7/2025
4/14/2025
Mayor Vice President
4/21/2025
537
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]:

Haley and Aldrich, Inc. 7388
- See full scope of work details of H&D work attached following pages(11 pages).

Permitting for Dredging and Terminal 2 Slope Analysis work which includes:

Complete technical studies necessary to acquire permits to perform maintenance dredging at Terminal 2, the Point Potrero Marine Terminal (PPMT) Berths Terminals 7 and 8 as well as provide support for permitting dredging of the entrance channel to the Marina Bay Yacht Harbor (MBYH) consistent with the Haley and Aldrich H&D) December 16, 2024 proposal.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 538
December 16, 2024
Subject: Permitting for Dredging and Terminal 2 Slope Analysis Dear Director Gerard and Port of Richmond staff:

Haley & Aldrich is a geotechnical engineering and environmental consulting services firm specializing in marine construction projects. In this proposal, we outline our understanding and approach to characterizing sediments and obtaining episode approvals under existing permits as needed for the Port of Richmond (Port) to complete maintenance dredging at Terminals 2, 7, and 8 and the Marina Bay Yacht Harbor (MBYH) in 2025. We will obtain amendments to add MBYH to the existing permits, and we are also ready to prepare the Dredged Material Management Office (DMMO) permit application for any dredging beyond the 2027 expiration of the current permits. We have also reviewed the geotechnical report from the RFP and have developed initial recommendations for advancing 10% design plans for improving slope stability at Terminal 2. Among our competitors, Haley & Aldrich stands alone with decades of marine geotechnical engineering experience coupled with local, Bay Area sediment quality scientists all under one roof.

Strategic sampling and analysis techniques and approach that could significantly reduce construction costs We understand that the 2020 Terminal 2 sediment characterization study did not include sampling and analysis techniques that could have delineated the reported DDT pesticide contamination. Consequently, the Port was forced to accept the DMMO’s decision to use the most expensive dredged material management option for all Terminal 2 sediments. This could be avoided by using high-resolution sampling methods where contamination is expected—an approach we have used on several of over 150 Sampling and Analysis Plans (SAPs) we have prepared for San Francisco Bay dredging projects, including recent projects at the other three seaports in the Bay. In cases where contamination has been observed, these techniques allowed us to isolate the area(s) exhibiting elevated contaminants and minimize the sediment volume requiring a more costly disposal option. Using previous Port Sediment Characterization Reports (SCRs) and the vast amount of DDT data we gathered and summarized for sediment testing done throughout Richmond Harbor (on behalf of Levin-Richmond Terminal), we will develop a strategic SAP allowing us to delineate any DDT contamination that may be observed in the Port sediment samples to be collected in 2025, which will potentially save the Port hundreds of thousands of dollars.

Bay Area sediment quality scientists, permitting specialists, and marine engineers under one local roof For over 20 years, our local permit specialists and sediment experts have overseen planning, permitting, and approval of dredging projects at maritime facilities throughout San Francisco Bay, including completion of projects for the International Matex Tank Terminals (IMTT) upstream from Terminal 2, the Port of San Francisco, the Port of Redwood City, and the Port of Oakland. This group, together with our trusted driller and laboratory subcontractors, forms a one-stop shop for acquiring maintenance dredging permits and efficiently conducting the sediment characterization studies required for episode approval under those permits.

Decades of subsurface engineering experience on marine construction projects Haley & Aldrich’s team of geotechnical engineers are well qualified to interpret and synthesize the data from the geotechnical reports included with the RFP. We have fully designed slope stabilization projects for a multitude of other ports and federal navigation projects and are confident we can provide the recommendations necessary for achieving your targeted 10% level of design for improving slope stability at Terminal 2.

Based on our qualifications and approach described in this proposal, our track record for effective collaboration, and our understanding of relevant regulations and regulator expectations, we will become your trusted partner—a team the Port of Richmond staff can rely on to meet your dredging project objectives, budget, and schedule; to improve the Port; to maintain safe, navigable berths; and to positively impact Richmond’s economy. Following your review of our proposal, we welcome any opportunity to further discuss the advantages our team offers, and please do not hesitate to contact Scott Bodensteiner at (415) 748-2193 if you require any further information.

Sincerely yours,
HALEY & ALDRICH, INC.

Scott Bodensteiner, M.S.

Project Manager
Douglas D. Lindquist, P.E., G.E., LEED AP
Principal Geotechnical Engineer
HALEY & ALDRICH, INC.
2033 N. Main Street, Suite 309
Walnut Creek, CA 94596
925.949.1012
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 539
B. UNDERSTANDING
The Haley & Aldrich team offers several advantages to expeditiously obtain all necessary approvals for the Port’s 2025 maintenance dredging episode, allowing you to successfully dredge Terminals 2, 3, and 8 and the MBYH entrance channel.

Our team of geotechnical engineers, permit specialists, sediment chemists, and sediment toxicologists has decades of experience supporting seaport dredging projects in Richmond Harbor and throughout San Francisco Bay. Under the leadership of Project Manager and Sediment Toxicologist Scott Bodensteiner, our expert team is regularly relied on by port facilities to resolve challenging dredging issues, such as side-slope integrity and sediment contamination, under condensed schedules and limited budgets while meeting regulatory expectations and compliance requirements. These and other qualifications outlined below will allow us to quickly and easily complete the objectives outlined in your RFP:
» Unlike our competitors, we rely on local sediment scientists who understand the unique regulatory environment of San Francisco Bay. Scott’s experience and our team’s overall commitment and expertise within the arena of seaport navigation allows us to provide several qualifications that will uniquely benefit the expeditious completion of the objectives specified in the RFP: A project manager and sediment toxicologist who has not only been managing maintenance dredging support projects in the Bay for 26 years, but has also been the Bay Planning Coalition’s Co-Chair of their Dredging and Beneficial Reuse Committee for the past eight years and brings a big-picture understanding of issues affecting the Bay and its seaports.
» Dredging project experience with other terminals on Richmond Inner Harbor and throughout the Bay Area using all local staff, which will allow us to anticipate site-specific issues we may encounter. » Award-winning waterfront geotechnical engineers—including the co-author of the American Society of Civil Engineers (ASCE) design standard 61-14 Seismic Design of Piers and Wharves—known for their abilities to communicate to both lay and technical audiences.
» Familiarity with recent regulatory developments that allow for expedited permit acquisition and dredging at lower cost. » In-depth understanding of historical sediment contamination in Richmond Inner Harbor from reviewing the U.S.

Environmental Protection Agency’s (EPA’s) Feasibility Study for a DDT cleanup plan on behalf of a potentially responsible party.
» Practiced at developing and executing phased, strategic approaches to sediment characterization that can minimize the volume of potentially contaminated sediments in need of more expensive disposal options. » Sediment scientists who made significant contributions to the U.S. EPA’s sediment testing guidelines.

Sediment Characterization. We understand that the Port wants to obtain a 2025 maintenance dredging episode approval via the sediment characterization process for Terminals 2, 7, and 8, and if permittable, the MYBH entrance channel. We have also reviewed report data from the 2020 sediment characterization study performed by Anchor’s San Diego staff. Our understanding is that it was conducted without the high-resolution sampling strategy our local team would have proposed for a San Francisco Bay dredging area with potential contaminant issues. Due to the observation of elevated DDT contamination, this shortcoming prevented the Port from isolating the contamination and minimizing the costly option of beneficially reusing the sediments for wetlands foundation compared to the lower-cost options of in-Bay disposal or beneficial reuse as wetland cover. Our team has the technical understanding to implement a sampling and testing approach that will be acceptable to the regulatory agencies and allow for delineation of any sediment contamination encountered.

Based on our synthesis of Richmond Inner Harbor’s historical DDT data (on behalf of the Levin Richmond Terminal for their response to the U.S. EPA’s DDT cleanup Feasibility Study) and our data generated from previous Port investigations, we have a solid understanding of the lateral and vertical extent of DDT contamination in and around all of the Port’s terminals, including the MBYH entrance channel.

Permit Amendment and/or Acquistion. The Port’s existing maintenance dredging permits for Terminals 2, 3, 7, and 8 do not expire until 2027. However, in response to the item (4) of the RFP scope of services, we are prepared to amend the permits to include the MBYH, and/or prepare the DMMO permit application for acquiring new permits for dredging beyond 2027. Through our involvement with the Bay Planning Coalition and recent permitting efforts for the Port of Redwood City [Haley & Aldrich staff] have an excellent understanding of the regulatory process and excellent working relationships with owners and agencies that result in a collaborative process. They are responsive to our needs and helped us accomplish our project objective: Start our dredging project as soon as the window opens.” – Imee Osantowski, Principal Engineer, Port of Oakland
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 540
and the City of San Rafael (2023 and 2024), we are very familiar with the new maintenance dredging permit application requirements that will help expedite the permit acquisition process so that the Port can dredge where necessary before the 2025 environmental work window closes. Chief among the new requirements is the Regional Water Quality Control Board’s (RWQCB’s) Pre-Filing Meeting Request, which now must be submitted after completion and approval of an Integrated Alternatives Analysis but before submitting the DMMO consolidated dredging permit application. Since the Bay Conservation and Development Commission (BCDC) and the U.S. Army Corps of Engineers (USACE) cannot issue permits until after the RWQCB completes their Water Quality Certification, sequencing these steps is critical to obtaining all maintenance dredging permits in a timely manner.

Slope Stability Recommendations. The Port is looking for a firm that has the experience and expertise to provide recommendations for improving the slope stability at Terminal 2 to the 10% level of design. Haley & Aldrich is that firm. Our team of waterfront engineers have worked on over 50 dredging projects requiring slope stability assessment for dozens of ports, the U.S. Navy, and other maritime facilities with deep draft navigation access. This includes three projects with toe walls installed and another two in design. Our toe wall designs have been published with Western Dredging Association and PORTS conferences.

C. SCOPE OF SERVICES
Based on our understanding of the Port’s objectives and our experience achieving similar objectives for ports and harbors throughout San Francisco Bay, we are confident this scope of services will result in the prompt regulatory approval of a 2025 dredging episode that can be completed well before the end of the 2025 environmental work window and give the Port an optimal number of sediment disposal options. In addition to the technical approaches for each task described below, our project management approach will include regular status meetings between the Port and our key personnel to evaluate progress and assess availability of resources necessary to complete each milestone. With dependence on regulator feedback for completing several project tasks, we will also incorporate regular outreach to agency representatives until actionable feedback or approval has been provided.

Authorization of San Francisco Bay maintenance dredging projects requires the completion of two separate processes:

1. Acquiring maintenance dredging permits from USACE and BCDC and a Water Quality Certification from the RWQCB by completing and submitting the DMMO’s consolidated dredging and disposal application for multi-year permits. RFP Tasks 3 and 4 address this process, including amending existing permits.

2. As a condition of all three agency permits/certifications, individual dredging episodes must be approved through the characterization of sediment quality within the areas proposed for dredging. RFP Tasks 1 and 2 address this process.

TASK 1. SAMPLING AND ANALYSIS PLAN
The primary element of an episode approval is the sediment quality characterization. With DMMO credibility built on experience implementing over 150 SAPs for dredging projects throughout the Bay, we will prepare the Port’s SAP to address the specific contaminant challenges facing the 2025 dredging project. With the understanding that elevated concentrations of DDT will likely be present in the sediments within the dredge prism, we will use the Richmond Inner Harbor DDT database we developed for the Levin Richmond Terminal and previous Port sediment studies to develop a sampling plan designed to isolate DDT contamination.

Per the prevailing sediment guidelines, dredge units representing Terminals 2, 7, and 8 will be mapped along with one representing the MBYH entrance channel so that the Port will have the option to dredge there once it is permitted. The SAP will call for compositing of samples from within each dredge unit for chemical and biological analysis, but subsamples will be taken and archived from the top and bottom segments of each individual sediment core sample. This will give the Port the option to conduct high-resolution analysis if DDT or other contaminants are detected at elevated concentrations in any of the dredge unit composite samples. This approach has minimized the volume of sediment determined to be too contaminated for lower cost disposal options for the Port of Oakland and other maritime facilities, saving them hundreds of thousands of dollars in dredging and disposal costs. Once the Port has reviewed the SAP, our project manager will present it to the DMMO for approval.

TASK 2. SEDIMENT SAMPLING & ANALYSIS AND SEDIMENT CHARACTERIZATION REPORT Sample Collection and Analysis. Under the oversight of Haley & Aldrich’s field manager, skilled field technicians will collect sediment samples. In accordance with the SAP, the following steps will be taken:
» Each sample location will be pre-plotted and entered into the vessel operators GPS system. » Once the vessel reaches each sample location, anchors will be used to maintain positioning.

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» An electric vibracore will then be deployed and submersed to the permitted dredge depth plus a two-foot overdepth and z-layer depth (the z-layer represents the post-dredge sediment surface). » The vibracore will be retrieved and the sediment core will be removed onto a clean tray and assessed for sensory observations by a Haley & Aldrich sediment scientist.
» The sediment core will be divided into top and bottom segments at a depth pre-determined with the Port. » Subsamples from the top and bottom segments will be isolated and archived, and the remainder of the core will be homogenized and then composited with the other core homogenates from that dredge unit. » Dredge unit composites will then be split and shipped separately to the chemistry and biological laboratories (the archived subsamples will be shipped for archiving to the chemistry laboratory). » All dredge unit composite samples will be analyzed for chemical constituents and biological parameters necessary for inBay aquatic disposal site, ocean disposal, and beneficial reuse as cover and non-cover at one of the two habitat restoration projects permitted to receive dredged material. » Biological and chemical analyses will be performed by Pacific EcoRisk and Eurofins Calscience, respectively. Both labs are nationally accredited and staffed with technicians familiar with handling measures for minimizing confounding factors that lead to inaccurate results.

Contaminant Delineation and Episode Approval. If we detect DDT or other contaminants in any of the dredge unit composites at concentrations that exceed the criteria for lower-cost disposal options, we will also analyze the top and bottom segments from each location within that dredge unit. Results of this high-resolution analysis will be used to delineate the lateral and vertical extent of the contamination, allowing us to identify the lowest-cost combination of sediment disposal options. Our scientists will compare all chemical and biological data to appropriate reference databases.

All data will undergo quality control review, then be tabulated and evaluated in a SCR. Our project manager will then present the SCR to the DMMO requesting approval for specific disposal option(s).

TASKS 3 AND 4. PERMITTING SUPPORT
MBYH Permitting for 2025. Haley & Aldrich can easily add the MBYH to the existing USACE and BCDC permits by submitting permit amendment requests to the agencies’ respective permit managers whom we regularly work with. Although the RWQCB does not allow for Water Quality Certification (WQC) amendments under their new guidelines, they have developed a process that allows for “modification” to the WQC. The Haley & Aldrich project manager will work with our GIS team and the Port to prepare the amendment and modification requests, and then regularly engage each of the permit managers until the process is complete. Based on our previous experience, we anticipate it would take three to four months to add the MBYH to the two permits and the WQC, and should be completed by the end of May 2025.

Episode Approval. The sediment quality results generated under Task 2 will be used to obtain disposal and beneficial reuse suitability determinations from the DMMO as part of the maintenance dredging episode approvals under the existing permits for Terminals 2, 7, and 8. The MBYH sediment quality results will also be used for episode approval if the Port wishes to incorporate it into the existing permits by amendment or permit it independently. The second step of the episode approval process is preparation and DMMO authorization of the Dredging Operations Plan (DOP). The dredging contractor typically prepares the DOP, but Haley & Aldrich can prepare this document if necessary. Under the assumption that the Port’s contractor acquisition process will be approximately two months, we anticipate episode approval by mid-September.

New Permit Acquisition. The Haley & Aldrich team will also be ready to prepare and submit the DMMO’s Consolidated Dredging and Disposal Permit Application to acquire new permits for the Port to continue maintenance dredging at all four terminals and the MBYH beyond the 2027 expiration of the existing permits. This process involves the following steps:
» A project description will be developed primarily from previous permits and will include the target dredge depths and side slopes, which may require updating after the slope improvement design is complete. » Our CAD analysts will create plan view drawings by plotting the most recent bathymetric data onto a base map using GIS data interpolation methods specifically designed for the creation of hydrologically correct digital elevation models (DEMs), and cross-section drawings will subsequently be created as well. » The DMMO application will include the Port’s preferred disposal and beneficial reuse options, which will be informed by the preparation of an Integrated Alternatives Analysis (IAA) as required by the long-term management strategy (LTMS). » Relying on our understanding of the expectations and preferences of the regulators, we will prepare a comprehensive IAA that adheres to the LTMS Management Plan goals while honoring the Port’s fiscal obligations. Unit pricing will be developed for each dredged material management options based on our in-depth understanding of pricing established since the recent inflation spike by the five to six contractors operating in San Francisco Bay.

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» Our team is sensitive to the regulatory staffing challenges often slowing the process and will use proven measures to closely correspond with assigned permit managers to ensure timely approvals.

ADDITIONAL TASK: RECOMMENDATIONS FOR IMPROVING SLOPE STABILITY AT TERMINAL 2 We have reviewed the Terminal 2 slope stability memorandum attached to the RFP. While there are some deficiencies in the memorandum (e.g., no slope stability cross sections presented, possibly using the incorrect seismic hazard level, no mention of soil liquefaction and its effects, and inability to calculate an acceptable seismic factor of safety), we can and will use the soil exploration data to provide a recommendation to improve slope stability to support the project to the “10% level of design” as specified in the RFP.

Slope stability is always a concern for routinely maintained waterfront facilities and dredging projects. The approach we recommend for improving slope stability at Terminal 2 would involve three steps. Step 1 will be to work with the authority having jurisdiction to identify the appropriate performance criteria (e.g., factor of safety and/or slope movement) and design seismic hazard level. The analysis included in the RFP used a 2,475-year return period seismic hazard level that may be larger than necessary. For example, design following the International Building Code and ASCE 7 use the “Design Earthquake” that is defined as 2/3 of the 2,475-year return period hazard. Step 2 will be to collect and evaluate all subsurface exploration logs available to us to inform ourselves of the subsurface conditions and assess data gaps. Any data gaps will be filled by new explorations as part of a later design phase. Step 3 will be to qualitatively evaluate methods to improve slope stability. These methods may include a strong toe wall at the base of the slope or ground improvement methods such as shear reinforcing piles in the slope intercepting the critical failure surface, upland deep soil mixing, upland jet grouting, and stone columns upland or in the slope. We will include recommendations for additional slope stability analysis that were left out of the 2020 investigation for the next phase of design.

D. SCHEDULE
Assumptions
» Notice to Proceed on
2/10/25
» *Dredge contractor
solicitation and award
approximately two
months after DMMO
approval of sediment
quality.
» New permit acquisition
for dredging beyond
2027 permit expiration
date is optional.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 543
E. KEY PERSONNEL

HALEY & ALDRICH PERSONNEL
SCOTT BODENSTEINER, M.S. | PROJECT MANAGER/SEDIMENT QUALITY LEAD 26 years’ experience Scott will be the Port’s main point of contact and accountable for all tasks outlined in the project scope. He has spent his entire 26-year career supporting dredging projects in San Francisco Bay and written and implemented over 150 SAPs for Bay Area ports and harbors, including all three of the other San Francisco Bay ports and recent projects within the Richmond Inner Harbor. His experience and understanding of new environmental policies have led to positive negotiations with key regulatory agencies to readily obtain permits, and when necessary, resolve issues associated with permit conditions, sediment contaminants, and preferred disposal/reuse option approvals. His expertise as an environmental toxicologist and skilled statistician has been instrumental for eliminating uncertainty related to beneficial use and aquatic disposal sites, enabling him to provide his clients clear-cut options for managing dredged material. Scott routinely works with design engineers to ensure dredge project plans meet the navigational needs of our clients while complying with design restrictions and environmental conditions of the dredge permit. Scott also led or assisted the Bay Planning Coalition with several initiatives aimed at developing or amending dredging policies to protect the environment without overburdening the proponents of shoreline development and maintenance efforts.

DARCY METZLER, M.A. | PROJECT COORDINATOR/PERMITTING SUPPORT 18 years’ experience Darcy will assist the team with coordinating task orders, subcontractor interactions, and invoice processing. Darcy offers expertise coordinating diverse project teams on complex sediment investigations, and ensuring permit and contract compliance including adherence with prevailing wage requirements. She will also prepare our health and safety plans prior to each sample collection effort. Her experience leading projects for a diversity of coastal infrastructure projects gives her a solid understanding of marine construction, sediment environmental impacts, coastal zone management, cultural resources, and spill response and analysis. By maintaining close relationships with client representatives and the project team, she strives to achieve client satisfaction with every project.

HELDER COSTA, M.S. | SENIOR SEDIMENT CHEMIST 39 years’ experience Helder is Haley & Aldrich’s national sediment practice leader, advising and overseeing the work of our entire sediment team. After realizing he grew up a stone’s throw from a marine Superfund site in New Bedford Harbor, Massachusetts, Helder began his career as an environmental chemist specializing in contaminated sediments. His work has taken him on investigations of sediment quality in waterways across the United States, where he has seen just about everything his clients are likely to encounter. Though his work has involved both the Atlantic and Pacific coasts, for the past decade he has worked almost exclusively in the San Francisco Bay. His Bay Area project experience with waterfront sediment sites requiring maintenance or remediation dredging has required in-depth interaction and collaboration with agencies that will be reviewing and approving the Port’s projects. Helder’s experience includes being part of the group of sediment specialists that developed the U.S. EPA and USACE testing guidance still used for all dredged material disposal assessments, which helped establish trust with regulatory agency representatives of the DMMO.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 544
JENNIFER GALVIN, P.G. | FIELD MANAGER 7 years’ experience Jen will lead all sediment sampling operations, help position the vessel, prepare a health and safety plan, and oversee vibracoring, sediment core depth calculations, core logging, and sample processing. She has a background in coastal and marine geology, including nearshore core sampling and interpretation in San Francisco Bay. Jen’s experience organizing and supervising large-scale field investigations and coordinating subcontractors, laboratories, and heavy equipment operators makes her an effective field manager. Jen is keenly familiar with sediment sample collection equipment and procedures, enabling her to ensure sample integrity from collection to delivery to the analytical laboratories.

VANESSA GODARD | PROJECT CHEMIST AND DATA MANAGER 10 years’ experience Vanessa will work with our other scientists and our labs to track, analyze, and compile sediment sample data that will stand up to DMMO scrutiny. Vanessa works diligently to identify potential analytical anomalies and strives for error-free data so we can confidently prepare and present our SCRs to the DMMO and help our clients make their case for their preferred disposal options. Critical to the Port’s dredging projects, Vanessa is familiar with the DMMO online database upload—a complex system designed to integrate dredging data from any consultant to the DMMO website with limited oversight on their end. She has knowledge of the systems’ very specific templates that must be populated with very particular fields.

Without a firm understanding of this process, project approvals can experience significant delays.

DOUG LINDQUIST, P.E., G.E., LEED AP | PRINCIPAL GEOTECHNICAL ENGINEER 27 years’ experience Doug is a leader and innovator in slope stability assessment using finite element and finite difference methods to calculate expected static and seismic displacements of waterfront structures. He has published papers on geotechnical design for waterfront facilities, and, for the past 12 years, he has been a member of the ASCE 61 code committee that authored the ASCE 61-14 standard Seismic Design of Piers and Wharves. He works closely with the U.S. Navy, ports, and other waterfront owners to optimize foundation and structural systems to improve safety and lower costs. At the North Bay Operations and Maintenance Facility at Mare Island in Vallejo, Doug designed pile foundations for a new gangway and dock floats, which required a seismic evaluation and soil explorations. By using an innovative testing approach for characterizing soils and recommending pile locations, he saved the facility significant cost compared to mobilizing a barge to take new soil borings.

He has also led dredging, pier extension, and berth deepening projects at the Port of Seattle and the Port of Tacoma. His projects have won awards for design excellence and ability to overcome difficult site conditions.

SUBCONSULTANTS
LEVIATHAN ENVIRONMENTAL | SAMPLING VESSEL OPERATOR 20 years’ experience Based in Pleasant Hill, California, Leviathan employs a vast array of vessels and sampling equipment. They will provide our team the means to efficiently collect sediment samples to the necessary depths throughout the Port’s dredge area.

EUROFINS CALSCIENCE | MARINE SEDIMENT TESTING AND ANALYTICAL SERVICES 20 years’ experience Specializing in analytical techniques that eliminate interferences associated with marine sediments, Eurofins Calscience has analyzed sediments for dredging investigations at nearly every California port, including the Port of Richmond.

PACIFIC ECORISK LABS | AQUATIC BIOLOGY AND TOXICOLOGY TESTING AND RESEARCH 30 years’ experience Pacific EcoRisk has conducted biology and toxicology testing in the Bay Area for over 30 years. Their 41 scientists and lab assistants have forged a reputation for expertise in devising innovative solutions to complex environmental issues.

F. SIMILAR PROJECT EXPERIENCE
PORT OF REDWOOD CITY | Comprehensive Dredging Support Services To accommodate bulk cargo ships and recreational vessels, the Port of Redwood City has relied on Haley & Aldrich’s local staff for the past 10 years to obtain permits, conduct sediment quality studies, prepare plans and specs and provide construction management for maintenance dredging at their deep-draft wharves and municipal marina.

Strategic SAP preparation to contend with legacy industrial contamination Elevated concentrations of polychlorinated biphenyls (PCBs) in the marina sediment samples could have compromised the entire project. However, because we prepared the SAP with a strategic sampling approach, we were able to precisely delineate both the vertical and lateral extent of impacted sediments. With careful statistical analysis and graphical data presentation in the SCR, we addressed specific criteria for dredged Services
Sampling and analysis plan
Sediment quality evaluation
Field sampling and analysis
DMMO dredging permit
application and acquisition
Plans and specifications
Contractor acquisition support
Construction management
Haley & Aldrich staff
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 545
material disposal and persuaded the DMMO to accept our contaminant delineation design.

Optimized Port’s sediment disposal and beneficial reuse options Our strategy minimized the dredge volume that would have needed more costly disposal considerations and provided a roadmap for future dredging. Additionally, we were able to obtain a DMMO in-Bay suitability determination for the Port’s entire footprint for the first time in over four dredging cycles.

Complex permit acquisition process and Integrated Alternatives Analysis preparation This project also required both an IAA and a Streambed Alteration Agreement (SAA) from the California Department of Fish and Wildlife (CDFW). The dredged material management strategy proposed in the IAA was prepared to minimize programmatic cost to the Port and was deemed acceptable the LTMS agencies. Negotiations with CDFW became necessary to demonstrate that many proposed SAA permit conditions were overly stringent and redundant. Based on our focused engagement with CDFW, permits were issued with minimal permit conditions, allowing the Port to proceed with an expedited schedule and avoid implementing additional costly conservation measures.

Scott Bodensteiner
Helder Costa
Darcy Metzler
Vanessa Godard
Subconsultants
Leviathan
Pacific EcoRisk
Eurofins Calscience
PORT OF OAKLAND | Sediment Quality Characterization
For the past nine years, the Port of Oakland has relied on Haley & Aldrich to obtain episode approval for annually dredging shoaled sediments from multiple shipping berths.

To ensure dredging operations comply with all regulations and conclude within the work window, several obstacles must be overcome. Hydrographic surveys must be scheduled around variable and frequent vessel traffic. Sampling sediments proposed for dredging requires penetrating consolidated clays and hard-packed sand to reach the permitted dredge depth of -50 feet MLLW plus a 2-foot over-dredge layer where the native hardpacked sediments typically reside. These sediment samples occasionally exhibit moderately elevated concentrations of legacy contaminants.

Quickly approved SAP documents
For each episode, we obtain a Tier I testing exemption for any recently evaluated berths, which significantly reduces the Port’s sampling and analysis costs. For the other berths, our sediment scientists prepare an SAP. Our decades of experience characterizing sediments in Oakland Harbor and our role assisting the EPA and the USACE with the development of testing guidelines allows us to anticipate and address DMMO concerns and objections, leading to quick approval with minimal delays.

Obtained DMMO approval for Port’s preferred disposal/beneficial reuse options Following SAP approval, our field team collects up to 30 sediment cores using a vibracore capable of penetrating consolidated clays at infrequently dredged berths and the hardpacked sand present at design depth for berths deepened to -50 feet. We then vertically delineate samples collected in potentially contaminated areas to give the Port an option to isolate any observed contaminants. In instances where samples exhibit elevated legacy contaminant levels, our sediment chemists and toxicologists have consistently shown the DMMO that these contaminant levels are not expected to cause significant environmental impacts. This has allowed the multiagency organization to approve the Port’s preferred disposal or beneficial reuse options in a timely manner.

Services
Sampling and analysis plan
Sediment quality evaluation
Field sampling and analysis
Hydrographic surveys
Haley & Aldrich staff
Scott Bodensteiner
Helder Costa
Darcy Metzler
Jennifer Galvin
Vanessa Godard
Subconsultants
Leviathan
Pacific EcoRisk
Eurofins Calscience
SAN RAFAEL CREEK RESIDENTIAL AND COMMERCIAL DOCKS | Comprehensive Dredge Support Services The San Rafael Creek is an urban channel and waterfront critical to public safety operations, regional economic growth, and flood control. Allowing commercial and residential access to the creek requires maintenance dredging in conjunction with the USACE maintenance dredging of the San Rafael Federal Navigation Channel. Dredging the channel poses multiple challenges. In addition to the presence of multiple contaminants, the permitting process was complicated by the number of individual dock owners along the Creek. Working closely with USACE, BCDC, CDFW and the RWQCB, we diligently Services
Sampling and analysis plan
Sediment quality evaluation
Field sampling and analysis
DMMO dredging permit
application and acquisition
Hydrographic surveys
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 546
compiled a massive amount of property information, and completed the DMMO application which resulted in long-term permits with all four agencies.

Enabled cost-effective disposal of dredged sediments
As we expected, we detected elevated contaminants prohibiting in-Bay disposal throughout the dredging footprint. But with careful data evaluation, our sediment scientists demonstrated with statistical analysis and modeling that the potential to elicit ecological effects was not significant enough to prohibit ocean disposal, which had not been allowed with the previous episode.

Saved the city money on sediment importing and disposal cost We negotiated limiting the post-dredge cap to an area within the federal channel.

Regulators also agreed to allow us to use non-impacted sediments as capping material.

This saved the city money they would otherwise have spent importing cap material and transporting unimpacted sediments to the authorized disposal site further away.

Haley & Aldrich staff
Scott Bodensteiner
Helder Costa
Darcy Metzler
Jennifer Galvin
Vanessa Godard
Subconsultants
Leviathan
Pacific EcoRisk
Eurofins Calscience
PORT OF SAN FRANCISCO | Sediment Characterization and Permitting The Port of San Francisco has depended on Haley & Aldrich’s sediment characterization and permitting expertise on two recent projects critical to new tenants. The first was in relocating the historic Klamath Ferry to the port’s Pier 9 so the Bay Area Council could use it as their new headquarters. The other was obtaining approval for emergency dredging at Pier 45 to relocate another historic vessel, the USS Pampanito, a World War II submarine preserved as a maritime museum.

Strategically sequenced permitting and testing to adhere to strict schedule To ensure dredging for both projects was completed on time, our project manager sequenced the various permitting and sediment testing procedures needed to proceed with the most cost-effective and timely options.

Expedited sediment characterization and sediment quality data analysis By anticipating and incorporating their comments and concerns prior to submission, we quickly received DMMO approval of our SAPs without requests for revisions. Within a week, our field team mobilized to collect samples and deliver them to the labs. For the Pier 45 project, Eurofins Calscience sent us data to review in real-time, and we immediately rectified an analytical reporting issue. The DMMO reviewed our reports and data for both projects and accepted all of our disposal recommendations.

Prepared a detailed Integrated Alternatives Analysis
Using a multi-criteria decision analysis approach, we clearly established that dredged material management alternatives to aquatic disposal were not practicable due to the cost burden of a diminutive project like the Klamath Ferry dredging.

Services
Sampling and analysis plan
Sediment quality evaluation
Field sampling and analysis
DMMO dredging permit
application and acquisition
Integrated alternatives analysis
Haley & Aldrich staff
Scott Bodensteiner
Helder Costa
Darcy Metzler
Jennifer Galvin
Vanessa Godard
Subconsultants
Pacific EcoRisk
Eurofins Calscience
INTERNATIONAL MATEX TANK TERMINALS (IMTT), RICHMOND, CALIFORNIA | Dredging Support IMTT needed to dredge their berths adjacent to their bulk liquid handling facility on the Richmond Inner Harbor. They turned to the Haley & Aldrich team to prepare an SAP proposing an innovative sampling and testing strategy aimed at DMMO approving knockdown dredging—a low-cost alternative to conventional dredging and disposal in which crews drag a steel beam over shoals or high spots to scrape sediments into a low area within the dredging footprint.

Because of our history with DMMO, we anticipated their concerns and prepared the SAP accordingly. As such, the DMMO approved our SAP without any significant revision requests, allowing our team to immediately begin sampling. During sampling, we found elevated concentrations of pesticides (DDTs) related to the adjacent United Heckathorn Superfund Site. These results ultimately prevented DMMO approving a knock-down dredging episode. However, our team quickly pivoted and, using sound science and careful analysis, prepared an SCR recommending dredging and beneficial reuse at the Montezuma Wetlands, which the DMMO readily approved.

Services
Sampling and analysis plan
Sediment quality evaluation
Field sampling and analysis
Haley & Aldrich staff
Scott Bodensteiner
Helder Costa
Darcy Metzler
Vanessa Godard
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 547
LEVIN RICHMOND TERMINAL, RICHMOND INNER HARBOR | Remediation Impacts to Maintenance Dredging Contamination from a former pesticide processing facility in the Richmond Inner Harbor being listed as a Superfund site. Cleanup was completed by the mid-1990s, but soon after, elevated DDT concentrations were again detected in the Lauritzen Channel. This discovery prompted the U.S. EPA to prepare a new feasibility study to assess alternatives for a second cleanup action, including remediation dredging.

The Levin Richmond Terminal (LRT), located at the mouth of the Lauritzen Channel, must regularly dredge their shipping terminals, so they stood to be affected by the study’s outcome. Based on our ability to assess and manage contaminated sediments, LRT hired Haley & Aldrich to comprehensively review the study and comment on the proposed remedies’ impacts to their maintenance dredging.

As one component of this effort, our team reviewed and compiled data generated during previous sediment quality studies performed by U.S. EPA, LRT, USACE, the Port of Richmond, and other terminals on the Inner Harbor. We assessed in detail the constructability and feasibility of remedial alternatives presented in the study. Finally, we determined the impacts of the remedy on LRT’s maintenance dredging and presented these findings to U.S. EPA’s task force.

Services
Sampling and analysis plan
Sediment quality evaluation
Field sampling and analysis
DMMO dredging permit
application and acquisition
Haley & Aldrich staff
Scott Bodensteiner
Darcy Metzler
Helder Costa
BLAIR WATERWAY, PORT OF TACOMA, WASHINGTON | Slope Stability Analysis The Port of Tacoma is deepening berths within the Blair Waterway. They retained Haley & Aldrich geotechnical engineers to evaluate slope stability for the wharf structures at Husky and Washington United Terminals, as well as support the design and evaluation of an underwater toe wall to accommodate up to 10 feet of additional berthing depths.

Similar to what may be needed for the Port of Richmond, properly analyzing geotechnical conditions required subsurface soil explorations, including seismic cone penetration tests (CPTs) and over-water and upland borings. With data from these tests and borings, we are assessing liquefaction and static and seismic slope stability with numerical modeling using two-dimensional, effective-stress analysis that can model the timing and initiation of liquefaction.

Services
Slope stability analysis
Seismic hazard analysis
Ground motion development
Limit equilibrium
Haley & Aldrich staff
Doug Lindquist
SEDIMENT REMEDIATION CAP, SAN FRANCISCO, CALIFORNIA | Slope Stability Analysis Haley & Aldrich has been evaluating slope stability in support of a sediment cap near the San Francisco shoreline as part of a client’s legacy contamination cleanup. Similar to the Port of Richmond, the slopes are near historic waterfront structures and will need to be maintained as the area is dredged and the cap is constructed. Using limit equilibrium slope stability analyses, we evaluated both static conditions and seismic conditions. We also evaluated the slopes under seismic loading conditions using a probabilistic, performance-based seismic slope displacement procedure. By combining these methods, we designed the constructed slopes to a limiting deformation. Where needed, our design incorporated timber piles to stabilize select slopes and increase their resiliency during an earthquake.

Services
Slope stability analysis
Haley & Aldrich staff
Helder Costa
Darcy Metzler
Jennifer Galvin
Doug Lindquist
G. REFERENCES

PORT OF OAKLAND
Edwin Draper, Supervising Engineer
510.627.1269
[email protected]

PORT OF SAN FRANCISCO
Kathryn Purcell, Sr. Planner
415.518.0484
[email protected]

PORT OF REDWOOD CITY
Don Snaman, Director of Operations
650.642.8600
[email protected]
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 548
December 16, 2024
Subject: Fee Quotation for Professional Services Agreement to Support Permitting and Dredging at Terminals 2, 7, 8 and the Marina Bay Yacht Harbor
H. FEE QUOTATION (NOT TO EXCEED)*

TASK COST
Sampling and Analysis Plan $14,700
Sampling, Analysis and Sediment Report (Terminals 2, 7 and 8) $158,200 MBYH Entrance Channel Sampling, Analysis and Report $31,700 MBYH Permit Amendment $15,600
Episode Approval (Dredge Operations Plan) $3,800
Terminal 2 Slope Stability Improvement Recommendations $11,000 New Permits for Beyond 2027 (Optional) $19,100
Total $235,000
Total with Optional Task $254,100

ASSUMPTIONS

1. Sampling and analysis includes one sample area for each of four dredge units: Terminal 2, Terminal 7, Terminal 8, and the Marina Bay Yacht Harbor (MBYH) Entrance Channel.

2. Per the RFP, the MBYH permit amendment and sampling and testing tasks are included as separate line-items but part of the total cost.

3. Obtaining new permits for all dredge areas for beyond the 2027 permit expiration dates is an optional task.

4. For Episode Approval, dredging contractor will prepare Dredge Operations Plan (DOP), and we will review the DOP and coordinate with the regulatory agencies during the approval process. We can prepare the DOP if necessary for an additional cost.

5. We will prepare our own health and safety plan for work on the site. Drilling does not require air monitoring.

6. Site-specific security clearance is not required for this project.

7. Our fieldwork can be performed between 8 a.m. and 5 p.m., Monday through Friday.

8. Haley & Aldrich’s services are professional services and not subject to Prevailing Wage Rate requirements.

Subcontractor services including our drillers and utility locators will be subject to Prevailing Wage Requirements.

9. Haley & Aldrich will produce work that complies with our internal quality assurance/quality control program.

Additional requirements beyond that program are not included in our fee estimate.

10. The Port of Richmond will provide existing geotechnical reports and previous dredge studies for all Port dredging project areas.
www.haleyaldrich.com
HALEY & ALDRICH, INC.
2033 N. Main Street, Suite 309
Walnut Creek, CA 94596
925.949.1012
*All costs are negotiable as we refine the
scope of work with the Port.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 549
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.
7388 Haley and Aldrich, Inc. Lizeht Zepeda Lizeht Zepeda Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 550
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: ________________________________________________ 7388 Haley and Aldrich, Inc. Lizeht Zepeda [email protected] Haley and Aldrich, Inc. 2033 North Main Street #309 Walnut Creek, CA 94596 [email protected] Scott Bodensteiner Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 551
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:

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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.
7388 Haley and Aldrich, Inc.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 553
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
c. If supplemental examination or audit of the Records is necessary due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Contract or failure to act in good faith, then Contractor shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.

8. PERMITS AND LICENSES:

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

The failure to obtain such permits and licenses shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.

9. TERMINATION:
a. Termination Without Default. Notwithstanding any provision herein to the contrary, the City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder immediately upon transmission of written notice to Contractor as provided in Exhibit C “Authorized Representatives and Notices”.
b. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Exhibit B; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

10. CONFLICT OF INTEREST:

Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under 7388 Haley and Aldrich, Inc.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 554
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

11. HOLD HARMLESS:
a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor. Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract. b. This indemnification obligation shall survive this Contract and shall not be limited by any term of any insurance policy required under this Contract; provided however, that if this Contract is for design professional services, this indemnity provision is limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional (as defined in California Civil Code section 2782.8).

12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:
a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.
b. Contractor shall not assign, sublease, hypothecate, or transfer this Contract, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Contractor shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer.

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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 jointventure 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 subcontractors 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.

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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.
7388 Haley and Aldrich, Inc.

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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 7388 Haley and Aldrich, Inc.

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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:

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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. 7388 Haley and Aldrich, Inc.

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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”):
7388 Haley and Aldrich, Inc.

NONE
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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):

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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)
7388 Haley and Aldrich, Inc.

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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.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 564
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

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

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

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

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB WORKERS COMPENSATION

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

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

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

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

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

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

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

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

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

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

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

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

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
3/26/2025
(617) 328-6555 (617) 328-6888
17370
Haley & Aldrich, Inc.
70 Blanchard Road
Suite 204
Burlington, MA 01803
23035
33588
24319
31194
A 1,000,000
X ECPO1521598 1/1/2025 1/1/2026 300,000
15,000
1,000,000
2,000,000
2,000,000
B 1,000,000
X AS2-Z11-254100-025 1/1/2025 1/1/2026
A 4,000,000
X FFX1521599 1/1/2025 1/1/2026 4,000,000
0 C
X WC6-Z11-254100-035 1/1/2025 1/1/2026 1,000,000 N 1,000,000 1,000,000
D Professional Liab 0313-6658 1/1/2025 per cl 2,000,000agg 2,000,000 E Cyber Liability 105725417 1/1/2025 1/1/2026 per cl/agg 2,000,000 If AI box is checked, GL Endorsement Form# BSUM1200 (10-21) applies, unless another additional insured endorsement is attached to this certificate. All Coverages are in accordance with the policy terms and conditions. Excess Liability, if listed above, sits in excess of the CGLI, Contractor's Pollution, Auto, Employers, Drone and Foreign Liability where required by written contract.

H&A Project Number: 209472-000, Project Name: Port of Richmond Dredging Support (PM: Darcy Metzler) The City of Richmond, its officers, officials, employees, agents, and volunteers shall be included as additional insured with respects to General, Auto, and Excess Liability where required by written contract. General, Auto and Excess Liability are Primary and Non-contributory as required per written contract. A Waiver of Subrogation and 30 Day Notice of Cancellation is provided in accordance with the policy terms and conditions.

City of Richmond
Attention: Risk Manager
450 Civic Center Plaza STE. 310
Richmond, CA 94804
HALE&AL-01 MPARENT
Ames & Gough
859 Willard Street
Suite 320
Quincy, MA 02169
[email protected]
Nautilus Insurance Company A+, XV
Liberty Mutual Fire Insurance Co. A XV
The First Liberty Insurance Corp A, XV
Allied World Surplus Lines Insurance Co. A XV
Travelers Casualty & Surety Co. of America A++, XV
X
1/1/2026
X
X
X X
X
X X
X
X
X
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 567
BSUM-1200 (10-21) Page 1 of 2

POLICY CHANGES
POLICY CHANGE NUMBER:

POLICY NUMBER
ECPO1521598

POLICY CHANGES EFFECTIVE
3/26/2025

COMPANY
Nautilus Insurance Company

NAMED INSURED
Haley & Aldrich Inc
70 Blanchard Rd
Burlington, MA 01803

AUTHORIZED REPRESENTATIVE
COVERAGE PARTS AFFECTED:

Environmental Combined Policy
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Additional Insured - Owners, Lessees or Contractor Ongoing Operations - Scheduled Person or Organization (City of Richmond)
This endorsement modifies insurance provided under the following:

ENVIRONMENTAL COMBINED POLICY

SCHEDULE
Name of Person or Organization:

City of Richmond, its officers, officials, employees, agents and volunteers Attn: Risk Manager
450 Civic Center Plaza, STE 310
Richmond, CA 94804
I SECTION III – WHO IS AN INSURED is amended to include as an insured the person or organization shown in the SCHEDULE, but only with respect to liability arising out of your ongoing operations performed for that insured.

II. With respect to the insurance afforded to these additional insureds, the following exclusion is added:

2. Exclusions
This insurance does not apply to bodily injury or property damage occurring after:
(1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the site of the covered operations has been completed; or
(2) That portion of your work out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 568
BSUM-1200 (10-21) Page 2 of 2
III. SECTION VII – CONDITION 10. – Other Insurance is amended by the addition of the following which supersedes any provision to the contrary:

Primary And Noncontributory Insurance
This insurance is primary to and will not seek contribution from any other insurance available to a person(s) or organization(s) included as an additional insured under this endorsement provided that:

1. The additional insured person(s) or organization(s) is a Named Insured under such other insurance; and

2. You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured person(s) or organization(s).

IV. This shall be the only additional insured ongoing operations endorsement on this policy that applies to the person(s) or organization(s) designated in the SCHEDULE. This SCHEDULED person or organization format additional insured endorsement supersedes any AUTOMATIC STATUS format additional insured endorsement on this policy with regard to the coverage provided herein.

Includes copyrighted material of Insurance Services Office, Inc., used with its permission.

All other terms and conditions remain unchanged.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 569
BSUM-1200 (10-21) Page 1 of 2

POLICY CHANGES
POLICY CHANGE NUMBER:

POLICY NUMBER
ECPO1521598

POLICY CHANGES EFFECTIVE
3/26/2025

COMPANY
Nautilus Insurance Company

NAMED INSURED
Haley & Aldrich Inc
70 Blanchard Rd
Burlington, MA 01803

AUTHORIZED REPRESENTATIVE
COVERAGE PARTS AFFECTED:

Environmental Combined Policy
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Additional Insured - Owners, Lessees or Contractors Completed Operations - Scheduled Person or Organization (City of Richmond)
This endorsement modifies insurance provided under the following:

ENVIRONMENTAL COMBINED POLICY

SCHEDULE
Name of Person or Organization:

City of Richmond, its officers, officials, employees, agents and volunteers Attn: Risk Manager
450 Civic Center Plaza, STE 310
Richmond, CA 94804
Location And Description of Completed Operations:

All completed operations of covered operations performed by or on behalf of the Named Insured.

I. SECTION III – WHO IS AN INSURED is amended to include as an insured the person or organization shown in the SCHEDULE, but only with respect to liability arising out of your work at the location designated and described in the SCHEDULE of this endorsement performed for that insured and included in the products-completed operations hazard.

II. SECTION VII – CONDITION 10. – Other Insurance is amended by the addition of the following which supersedes any provision to the contrary:

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 570
BSUM-1200 (10-21) Page 2 of 2

1. The additional insured person(s) or organization(s) is a Named Insured under such other insurance; and

III. This shall be the only additional insured completed operations endorsement on this policy that applies to the person(s) or organization(s) designated in the SCHEDULE. This SCHEDULED person or organization format additional insured endorsement supersedes any AUTOMATIC STATUS format additional insured endorsement on this policy with regard to the coverage provided herein.

Includes copyrighted material of Insurance Services Office, Inc., used with its permission.

All other terms and conditions remain unchanged.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 571
ECP 1262 01 21 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF SUBROGATION
(TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US)

DESIGNATED PERSON(S) OR ORGANIZATION(S) - COVERAGE A, B & D Policy Number Policy Effective Date Policy Expiration Date Endorsement Effective Date
ECPO1521598 1/1/2025 1/1/2026 1/1/2025
This endorsement modifies insurance provided under the following:

ENVIRONMENTAL COMBINED POLICY

SCHEDULE
Name of Person(s) or Organization(s): As required by written contract executed prior to any claim or "suit"
I. The following is added to Paragraph 17. Subrogation of SECTION VII – CONDITIONS:

We waive any right of recovery against any person(s) or organization(s) shown in the SCHEDULE above because of payments we make under COVERAGE A – BODILY INJURY AND PROPERTY DAMAGE LIABILITY, COVERAGE B – PERSONAL AND ADVERTISING INJURY LIABILITY, and COVERAGE D – CONTRACTORS POLLUTION LIABILITY under this policy.

Such waiver by us applies only if:

1. The insured has agreed in writing in a contract or agreement with such person(s) or organization(s) to waive its right of recovery; and

2. The insured has waived its right of recovery against such person(s) or organization(s) prior to loss.

This endorsement applies only to the person(s) or organization(s) shown in the SCHEDULE above.

This waiver does not apply in any jurisdiction where such waiver is held to be illegal or against public policy or in any situation where the person(s) or organization(s) against whom subrogation is to be waived is found to be solely negligent.

ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED.

Haley & Aldrich Eff: 1/1/25-1/1/26
GL Policy# ECPO1521598
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 572
CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1

COMMERCIAL AUTO
CA 20 48 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED INSURED FOR

COVERED AUTOS LIABILITY COVERAGE
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement.

This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form.

SCHEDULE
Name Of Person(s) Or Organization(s):

Any person or organization where the Named Insured has agreed by written contract to include such person or organization as a Designated Insured
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

Each person or organization shown in the Schedule is
an "insured" for Covered Autos Liability Coverage, but
only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision
contained in Paragraph A.1. of Section II Covered
Autos Liability Coverage in the Business Auto and
Motor Carrier Coverage Forms and Paragraph D.2. of
Section I Covered Autos Coverages of the Auto
Dealers Coverage Form.

Haley & Aldrich Eff: 1/1/25-1/1/26
POLICY NUMBER: AS2-Z11-254100025
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 573
AC 84 23 08 11 © 2010, Liberty Mutual Group of Companies. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its permission.

Page 1 of 1 ends

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED INSURED - NONCONTRIBUTING
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

GARAGE COVERAGE FORM

MOTOR CARRIERS COVERAGE FORM

TRUCKERS COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement.

This endorsement identifies person(s) or organization(s) who are "insureds" under the Who Is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage form.

Schedule
Name of Person(s) or Organizations(s):

As Required by Written Contract
Regarding Designated Contract or Project:

Each person or organization shown in the Schedule of this endorsement is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form.

The following is added to the Other Insurance Condition:

If you have agreed in a written agreement that this policy will be primary and without right of contribution from any insurance in force for an Additional Insured for liability arising out of your operations, and the agreement was executed prior to the "bodily injury" or "property damage", then this insurance will be primary and we will not seek contribution from such insurance.

Haley & Aldrich Eff: 1/1/25-1/1/26
Policy Number: AS2-Z11-254100025
Issued by: Liberty Mutual Fire Insurance Co.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 574
AC 04 02 09 17 © 2017 Liberty Mutual Insurance Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

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

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement.

Schedule
Premium: $ Included
Name Of Person Or Organization: Where Required by Written Contract The Transfer Of Rights Of Recovery Against Others To Us condition is amended by the addition of the following:

We waive any right of recovery we may have against the person or organization listed in the schedule of this endorsement because of payments we make for injury or damage arising out or your operations of a covered auto. This waiver applies only to the person or organization listed in the schedule of this endorsement.

Haley & Aldrich Eff:1/1/25-1/1/26
Policy Number AS2-Z11-254100025
Issued by Liberty Mutual Fire Insurance Co.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 575

FOLLOW FORM EXCESS LIABILITY COVERAGE FORM
Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered.

Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our'' refer lo the company providing this insurance. The word "insured" means any person or organization qualifying as such under the controlling underlying insurance.

Other words and phrases that appear in bold in this Coverage Form have special meaning. Refer lo Section IV- Definitions.

Other words and phrases that are not defined under this Coverage Form but defined in the controlling underlying insurance will have the meaning described in the policy of controlling underlying insurance.

This policy is subject lo the same representations and warranties as are contained in the application for any controlling underlying insurance, and the insurance provided under this Coverage Form will follow the same terms, conditions, agreements, exclusions, definitions and limitations that are contained in the applicable controlling underlying insurance, unless otherwise directed by this insurance. To the extent such provisions differ or conflict, the provisions of this Coverage Form will apply. However, the coverage provided under this Coverage Form will not be broader than that provided by the applicable controlling underlying insurance.

There may be more than one controlling underlying insurance listed in the Declarations and provisions in those policies conflict, and which are not superseded by the provisions of this Coverage Form. In such a case, the terms, conditions, agreements, exclusions, definitions and /imitations of the controlling underlying insurance applicable to the particular event for which a claim is made or suit is brought will apply.

SECTION I - COVERAGES

1. Insuring Agreement
a. We will pay on behalf of the insured the ultimate net loss in excess of the retained limit for injury or damage lo which insurance provided under this Coverage Form applies, however, coverage under this policy will not be available unless and until the full amount of all controlling underlying insurance has been exhausted by the actual payment by the controlling underlying insurer of the applicable retained limit as shown in the Schedule of Controlling Underlying Insurance. Where the controlling underlying insurance has the duly lo defend, we will have the right and duty lo defend the insured against any suit seeking damages for such injury or damage under this Coverage Form when the applicable limits of controlling underlying insurance have been exhausted through the payment of the underlying limits in full in accordance with the provisions of such controlling underlying insurance.

When we have no duly to defend, we will have the right lo defend, or lo participate in the defense of, the insured against any other suit seeking damages for injury or damage.

However, we will have no duly to defend the insured against any suit seeking damages for which insurance under this policy does not apply.

At our discretion, we may investigate any event that may involve this insurance and settle any resultant claim or suit, for which we have the duly to defend.

But:
(1) The amount we will pay for ultimate net loss is limited as described in Section II - Limits Of Insurance; and (2) Our right and duty lo defend ends when we have used up the applicable limit of insurance in the payment of defense costs, judgments or settlements under this Coverage Form. b. This insurance applies to injury or damage that is subject to an applicable retained limit. If any other limit, such as a sublimit, is specified in the controlling underlying insurance, this insurance does not apply to injury or damage arising out of that exposure unless that limit is specified in the Declarations under the Schedule of Controlling Underlying Insurance.

FFX 8000 02 22 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 1 of7 Haley & Aldrich
Policy # FFX1521599
Eff: 1/1/25-1/1/26
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 576
Furthermore, if any controlling underlying insurance shown in the Schedule of Controlling Underlying Insurance (SCHEDULE) attached hereto has a limit of liability:
(1) Greater than the amount shown in such Schedule of Controlling Underlying Insurance, then this policy will apply in excess of the greater amount; or
(2) Less than the amount shown in such Schedule of Controlling Underlying Insurance, then this policy will apply in excess of the amount shown in such Schedule of Controlling Underlying Insurance. c. (1) If the controlling underlying insurance requires, for a particular claim, that the injury or damage occur during its policy period in order for that coverage to apply, then this insurance will only apply to that injury or damage if it occurs during the policy period of this Coverage Form. If the controlling underlying insurance requires that the event causing the particular injury or damage takes place during its policy period in order for that coverage to apply, then this insurance will apply to the claim only if the event causing that injury or damage takes place during the policy period of this Coverage Form. (2) If any controlling underlying insurance is written on a claims-made or discovery basis, the following applies to the insurance provided by this Coverage Form which is excess over that underlying insurance:

If the controlling underlying insurance requires, for a particular claim, that the injury or damage occur on or after the Retroactive Date shown in the Declarations of that insurance in order for that coverage to apply, then this insurance will only apply to that injury or damage which occurs on or after the Retroactive Date shown in the controlling underlying insurance but before the end of the policy period of this Coverage Form. If the controlling underlying insurance requires, for a particular claim, that the event causing the particular injury or damage takes place on or after the Retroactive Date shown in the Declarations of that insurance in order for that coverage to apply, then this insurance will apply to the claim only if the event causing that injury or damage takes place on or after the Retroactive Date shown in the controlling underlying insurance but before the end of the policy period of this Coverage Form.

A claim for damages for such injury or damage must be first made against the insured during this policy period or any extended reporting period provided under this Coverage Form. A claim will be considered first made under this Coverage Form:
(1) When notice of such claim is received and recorded by any insured or by us, whichever comes first, if the controlling underlying insurance is written on a claims-made and recorded basis; or (2) When notice of such claim, after being received by any insured, is reported to us in writing, if the controlling underlying insurance is written on any other claims-made basis. d. Any additional insured under any policy of controlling underlying insurance will automatically be an additional insured under this insurance, but only to the extent consistent with the Construction Anti-indemnity Statute(s) held in the applicable jurisdiction. If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the lesser of the amount of insurance required by the contract or agreement, or the Each Occurrence Limit of this policy, less any amounts payable by any controlling underlying insurance.

Additional insured coverage provided by this insurance will not be broader than coverage provided by the controlling underlying insurance.

2. Exclusions
The following exclusions, and any other exclusions added by endorsement, apply to this Coverage Form. In addition, the exclusions applicable to any controlling underlying insurance apply to this insurance unless superseded by the following exclusions, or superseded by any other exclusions added by endorsement to this Coverage Form.

Insurance provided under this Coverage Form does not apply to Injury or damage, costs and expenses, because of, caused by or arising out of, either directly or indirectly, in whole or in part, by:
a. Auto
Any loss, cost or expense payable under or resulting from any of the following auto coverages:
(1) First-party physical damage coverage;
(2) No-fault coverage;
(3) Personal injury protection or auto medical payments coverage; or (4) Uninsured or underinsured motorists' coverage.

FFX 8000 02 22 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 2 of7 Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 577
b. Medical Payments
Medical payments coverage or expenses that are provided without regard to fault, whether or not provided by the applicable controlling underlying insurance.
c. Workers' Compensation And Similar Laws
Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law.

SECTION II - LIMITS OF INSURANCE

1. The Limits of Insurance shown in the Declarations, and the rules below fix the most we will pay regardless of the number of:
a. Insureds;
b. Claims made or suits brought, or number of vehicles involved; c. Persons or organizations making claims or bringing suits; or d. Limits available under any controlling underlying insurance.

2. The Limits of Insurance of this Coverage Form will apply as follows:
a. This insurance only applies in excess of the retained limit. b. The Aggregate Limit is the most we will pay for all ultimate net loss, for all injury or damage including defense costs covered under this Coverage Form. Defense costs are part of, and not in addition to, the limits of insurance, and the payment of defense costs reduces the limits of insurance.

However, this Aggregate Limit only applies to injury or damage that is subject to an aggregate limit of insurance under the controlling underlying insurance.
c. Subject to Paragraph 2.b. above, the Each Occurrence Limit is the most we will pay for all ultimate net loss including defense costs under this insurance for all injury or damage arising out of any one event. Defense costs are part of, and not in addition to, the limits of insurance, and the payment of defense costs reduces the limits of insurance.

3. If any controlling underlying insurance has a policy period that is different from the policy period of this Coverage Form then, for the purposes of this insurance, the retained limit will only be reduced or exhausted by actual payment(s) made in full by the controlling underlying insurer for injury or damage covered under this insurance.

4. The Limits of Insurance shown in the Declarations will not ever be reinstated.

SECTION Ill - CONDITIONS
The following conditions apply. In addition, the conditions applicable to any controlling underlying insurance are also applicable to the coverage provided under this insurance unless superseded by the following conditions.

1. Appeals
If the controlling underlying insurer or insured elects not to appeal a judgment in excess of the amount of the retained limit, we may do so at our own expense. We will also pay for taxable court costs, pre-and post-judgment interest and disbursements associated with such appeal. In no event will this provision increase our liability beyond the applicable Limits of Insurance described in Section II - Limits Of Insurance.

2. Bankruptcy
a. Bankruptcy Of Insured
Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Form.
b. Bankruptcy Of Controlling Underlying Insurer
Bankruptcy or insolvency of the controlling underlying insurer will not relieve us of our obligations under this Coverage Form.

However, insurance provided under this Coverage Form will not replace any controlling underlying insurance in the event of bankruptcy or insolvency of the controlling underlying insurer. The insurance provided under this Coverage Form will apply as if the controlling underlying insurance were in full effect and recoverable.

FFX 8000 02 22 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 3 of7 -------------------------------
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 578

3. Duties In The Event Of An Event, Claim Or Suit
a. You must see to it that we are notified as soon as practicable of an event, regardless of the amount, which may result in a claim under this insurance. To the extent possible, notice should include:
(1) How, when and where the event took place;
(2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the event. b. If a claim is made or suit is brought against any insured, you must:
(1) Immediately record the specifics of the claim or suit and the date received; and (2) Notify us as soon as practicable.

You must see to it that we receive written notice of the claim or suit as soon as practicable. c. You and any other insured involved must:
(1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or suit;
(2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the suit; and (4) Assisi us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insured will do or omit to do anything to prejudice our rights under this Coverage Form, and no insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent.

4. First Named Insured Duties
The first Named Insured is the person or organization first named in the Declarations and is responsible for the payment of all premiums. The first Named Insured will act on behalf of all other Named Insureds for giving and receiving of notice of cancellation or the receipt of any return premium that may become payable. At our request, the first Named Insured will furnish us, as soon as practicable, with a complete copy of any controlling underlying insurance and any subsequently issued endorsements or policies which may in any way affect the insurance provided under this Coverage Form.

5. Cancellation
a. The first Named Insured shown in the Declarations may cancel this policy by mailing or delivering to us advance written notice of cancellation.
b. We may cancel this policy by mailing or delivering to the first Named Insured written notice of cancellation at least:
(1) 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or (2) 30 days before the effective date of cancellation if we cancel for any other reason. c. We will mail or deliver our notice to the first Named lnsured's last mailing address known to us. d. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. e. If this policy is cancelled, we will send the first Named Insured any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even ifwe have not made or offered a refund.
f. If notice is mailed, proof of mailing will be sufficient proof of notice.

6. Changes
This Coverage Form contains all the agreements between you and us concerning the insurance afforded. The first Named Insured is authorized by all other insureds to make changes in the terms of this Coverage Form with our consent.

No change in, modification of, or assignment of interest under this Coverage Form shall be effective except when made by written endorsement to this Coverage Form which is signed by our authorized representative. This Coverage Form shall become subject to any changes upon the effective date of the changes in the controlling underlying insurance, but only upon the condition that we agree to follow such changes by written endorsement attached hereto and the FFX 8000 02 22 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 4 of 7 Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 579
Insured pays when due any additional premium required by us relating to such changes and / or agrees to any amendment of the provisions of this Coverage Form required by us relating to such changes.

7. Maintenance Of/ Changes To Controlling Underlying Insurance The insured warrants that the retained limit, where applicable, as shown in the Schedule of Controlling Underlying Insurance, shall be unimpaired as of the effective date of this policy.

Any controlling underlying insurance must be maintained in full effect without reduction of coverage or limits except for the reduction of aggregate limits in accordance with the provisions of such controlling underlying insurance that results from injury or damage to which this insurance applies.

Such exhaustion or reduction is not a failure to maintain controlling underlying insurance.

The Insured, not the Insurer, will bear the risk that any controlling underlying insurance is or may be uncollectible.

This Coverage Form will not drop down for any reason, including, but not limited to, the uncollectibility (in whole or in part) of the controlling underlying insurance, even if such uncollectibility is due to the financial impairment or insolvency of the issuer of any controlling underlying insurance. Coverage under this policy will not be available unless and until all controlling underlying insurance has been exhausted by the actual payment by the controlling underlying insurer of the applicable retained limit as shown in the Schedule of Controlling Underlying Insurance.

The first Named Insured must notify us in writing with full particulars as soon as practicable in the event:
a. Any controlling underlying insurance is cancelled, not renewed, replaced or otherwise terminated; b. The limits or scope of coverage of any controlling underlying insurance is changed; c. The aggregate limits of liability of any controlling underlying insurance become exhausted; d. Any controlling underlying insurance is not maintained in full effect during the policy period; or e. Any insurer issuing any controlling underlying insurance becomes subject to receivership, liquidation, dissolution, rehabilitation, or similar proceeding or being taken over by any regulatory authority.

8. Other Insurance
a. This insurance is excess over, and shall not contribute with any of the other insurance, whether primary, excess, contingent or on any other basis. This condition will not apply to insurance specifically written as excess over this Coverage Form.

When this insurance is excess, if no other insurer defends, we may undertake to do so, but we will be entitled to the insured's rights against all those other insurers.
b. When this insurance is excess over other insurance, we will pay only our share of the ultimate net loss that exceeds:
(1) The total amount that all such other insurance would pay for the loss in the absence of the insurance provided under this Coverage Form; plus
(2) The total of all deductible and self-insured amounts under all that other insurance.

9. Premium Audit
a. We will compute all premiums for this Coverage Form in accordance with our rules and rates. b. If this policy is auditable, the premium shown in this Coverage Form as advance premium is a deposit premium only. At the close of each audit period, we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit premium is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured.
c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request.

10. Loss Payable
Liability under this Coverage Form does not apply to a given claim unless and until:
a. The insured or insured's controlling underlying insurer has become obligated to pay the retained limit; b. The full amount of the applicable retained limit described in a. above has been exhausted as a result of actual payment made in full by a controlling underlying insurer; and FFX 8000 02 22 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 5 of7 Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 580
c. The obligation of the insured to pay the ultimate net loss in excess of the retained limit has been determined by a final settlement or judgment or written agreement among the insured, claimant, controlling underlying insurer (or a representative of one or more of these) and us, and first-party claim amount that we, at our sole discretion, agree in writing to be necessary and reasonable.

11. Legal Action Against Us
No person or organization has a right under this Coverage Form:
a. To join us as a party or otherwise bring us into a SUIT asking for damages from an insured; or b. To sue us on this Coverage Fonm unless all of its tenms have been fully complied with.

A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the tenms of this Coverage Form or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured, controlling underlying insurer and the claimant or the claimant's legal representative.

12. Transfer Of Defense
a. Defense Transferred To Us
When the limits of controlling underlying insurance have been exhausted, in accordance with the provisions of controlling underlying insurance, we may elect to have the defense transferred to us. We will cooperate in the transfer of control to us of any outstanding claims or suits seeking damages to which this insurance applies and which would have been covered by the controlling underlying insurance had the applicable limit not been exhausted.
b. Defense Transferred By Us
When our limits of insurance have been exhausted our duty to provide a defense will cease.

We will cooperate in the transfer of control of defense to any insurer specifically written as excess over this Coverage Form of any outstanding claims or SUITS seeking damages to which this insurance applies and which would have been covered by the controlling underlying insurance had the applicable limit not been exhausted.

In the event that there is no insurance written as excess over this Coverage Fonm, we will cooperate in the transfer of control to the insured and its designated representative.

13. When We Do Not Renew
lfwe decide not to renew this Coverage Form, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date.

If notice is mailed, proof of mailing will be sufficient proof of notice.

14. Claims-Made Extended Reporting Period
a. Any provisions under the controlling underlying insurance relating to an Extended Reporting Period for which a separate premium charge is made do not apply to this insurance, unless an Extended Reporting Period is purchased under this insurance.
b. An Extended Reporting Period, consistent with the tenms, conditions and duration of any Extended Reporting Period available in accordance with the tenms of any controlling underlying insurance, will be available for this Coverage Form by endorsement, for an additional charge, if:
(1) This policy is cancelled or not renewed; or
(2) This policy is renewed or replaced with insurance that:
i. Has a Retroactive Date later than the date shown in the controlling underlying insurance; or ii. Does not apply to injury or damage on a claims-made basis. c. If this policy and the controlling underlying insurance are cancelled or not renewed and an Extended Reporting Period has been provided under the controlling underlying insurance, then an Extended Reporting Period will be available for this Coverage Fonm. The Extended Reporting Period available under this Coverage Form will be consistent with the terms, conditions and duration of any Extended Reporting Period provided in accordance with the tenms of the controlling underlying insurance.

FFX 8000 02 22 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 6 of7 Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 581
d. You must give us a written request for the Extended Reporting Period endorsement under this Coverage Form no later than the time allowed to purchase such endorsement under the controlling underlying insurance. The Extended Reporting Period will not go into effect unless you pay the additional premium promptly when due and any premium you owe us for coverage provided under this policy. e. We will determine the additional premium in accordance with our rules and rates. In doing so, we may take into account the following:
(1) The exposures insured;
(2) Previous types and amounts of insurance;
(3) Limits of Insurance available under this policy for future payment of damages; and (4) Other related factors.

15. Notices
All notices under this policy shall be given as provided for in the controlling underlying insurance. In addition, all notices to us under this policy shall be sent to the address below or any substitute address as provided by us:

Berkley Environmental
Attention: Claims Department
101 Hudson Street, Suite 2500
Jersey City, New Jersey 07302

SECTION IV - DEFINITIONS
The definitions applicable to any controlling underlying insurance also apply to this insurance. In addition, the following definitions apply.

1. Actual payment means remittance in currency, not credits or debits, from a controlling underlying insurer to an insured or a claimant.

2. Controlling underlying insurance means any policy of insurance or self-insurance listed in the Declarations under the Schedule of Controlling Underlying Insurance.

3. Controlling underlying insurer means any insurer who provides any policy of insurance listed in the Declarations under the Schedule of Controlling Underlying Insurance.

4. Defense Costs means any reasonable and necessary fees charged by an attorney and designated by the company, and where the insured has the right to select independent counsel, the rates we would actually pay to counsel that we retain in the ordinary course of business in the defense of a similar claim or suit in the community where the claim or suit arose or is being defended, as well as other reasonable and necessary costs, including expert witness and court reporters, in connection with the investigation, adjustment, settlement, defense or appeal of a claim or suit. It does not include the salaries of our regular employees or supeNisory counsel retained by us, or any cost or expense incurred by the insured in assisting in the investigation or defense of the claim or suit.

5. Event means an occurrence, offense, accident, act, discovery, claim or suit or other event, to which the applicable controlling underlying insurance applies.

6. Injury or damage means any injury or damage, covered in the applicable controlling underlying insurance arising from an event.

7. Retained limit means the available limits of controlling underlying insurance applicable to the claim.

8. Ultimate net Joss means the amount covered by this Coverage Form, after reduction for recoveries, or salvages collectible, that the insured becomes legally obligated to pay as damages by reason of:
a. Defense costs, settlements, judgments, binding arbitration; plus b. Other binding alternate dispute resolution proceeding entered into with our consent, plus c. Any first-party claim amount that we, at our sole discretion, agree in writing to be necessary and reasonable.

FFX 8000 02 22 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 7 of? Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 582
FFX 8063 06 22 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ORDER OF COVERAGE AND CONTRIBUTION – OTHER INSURANCE CONDITION

AUTOMATIC STATUS
Policy Number Policy Effective Date Policy Expiration Date Endorsement Effective Date
FFX1521599-24 1/1/2025 1/1/2026 1/1/2025
This endorsement modifies insurance provided under the following:

FOLLOW FORM EXCESS LIABILITY COVERAGE FORM
Paragraph 8. Other Insurance of SECTION III – CONDITIONS is deleted and replaced by the following:

8. Other Insurance
a. This insurance is excess over, and shall not contribute with any of the other insurance, whether primary, excess, contingent or on any other basis. However:
(1) This condition will not apply to other insurance specifically written as excess over this Coverage Form. (2) If you specifically agree in a written contract or written agreement, in effect during this policy period, that the insurance provided to any person(s) or organization(s) that qualifies as an additional insured under this insurance must apply on a primary basis, or a primary and noncontributory basis, then insurance under this policy is subject to the following provisions:
i. This insurance will apply before any other insurance that is available to such additional insured which covers that person or organization as a Named Insured; and ii. We will not seek contribution from that other insurance, provided that the injury or damage for which coverage is sought is caused by an event that takes place or is committed subsequent to the signing of that contract or agreement by you.

However, this provision does not apply if the other insurance available to the additional insured person(s) or organization(s) is Owners and Contractors Protective Liability, Railroad Protective Liability, or similar project-specific, primary insurance.

This insurance, in all cases, will always apply after the Commercial Liability Coverages shown in the Schedule of Underlying Insurance.

When this insurance is excess, if no other insurer defends, we may undertake to do so, but we will be entitled to the insured’s rights against all those other insurers.
b. When this insurance is excess over other insurance, we will pay only our share of the ultimate net loss that exceeds:
(1) The total amount that all such other insurance would pay for the loss in the absence of the insurance provided under this Coverage Form; plus
(2) The total of all deductible and self-insured amounts under all that other insurance.

ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 583
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 584
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 585
Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 586
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT G

SANCTUARY CITY COMPLIANCE STATEMENT
The undersigned, (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”).

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

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

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

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Printed Name: Title:

Signed: Date:

Business Entity:
7388 Haley and Aldrich, Inc.

Docusign Envelope ID: 10445275-A2ED-4027-8D0A-DC581A9CE909 Haley & Aldrich
Scott Zorn
4/14/2025
Vice President
587
DocID #34720v1

CITY OF RICHMOND

CONTRACT AMENDMENT
The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties. The parties to this Contract Amendment are the City of Richmond, a public body corporate and politic, 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. Purpose. This Contract Amendment is being entered into to amend the following Contract between City and Contractor (list terms in effect on the date of initial Contract approval):

City Council Approval Date/City Manager Execution Date: ____________________________ Effective Date: ___________________; Termination Date: ____________________________ Payment Limit: ___________________.
[check box if applicable] The Contract was previously amended, as described in the amendment history attached to this Contract Amendment, and the terms and conditions of any amendments shall be deemed to be a part of the Contract.

3. Contract Provisions. The parties hereto agree to continue to abide by those terms and conditions of the Contract, including any amendments thereto, which are unaffected by this Contract Amendment, and which shall remain in full force and effect.

Department: City Project Manager:

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

Vendor No: Contract No:

Description of Services:

Amendment No. ___ modifies the (check all that apply):

Term Payment Limit Service Plan
Complete the Amendment History page if this Amendment is the 2nd or subsequent amendment.

Economic Development/Port of Richmond Lizeht Zepeda [email protected] 5106206653 16948 7388 DREDGING PERMITTING SUPPORT AND SLOPE ANALYSIS AT TERMINAL 2 AND OTHER

PORT AREAS
1 Haley and Aldrich, Inc. 2033 North Main Street #309 Walnut Creek, CA, 94596 Scott Bodensteiner 415-748-2193 [email protected] 40067950 Delaware Corporation February 2, 2025 February 18, 2025 June 30, 2026 $254,100 Docusign Envelope ID: 86FE6B41-93C3-4445-ADF8-20173CF13D97 588
DocID #34720v1 Modified January 14, 2025

4. Amendment Provisions. This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Contract.

5. City of Richmond Business License Active Status Maintained. Pursuant to Municipal Code Section

7.04.030, the Contractor must maintain its City of Richmond business license for this Contract Amendment to be deemed to be in effect.

6. Insurance Coverage Updated and Maintained. Pursuant to the Contract, the Contractor shall provide the City with updated insurance certificates, and the Contractor shall maintain insurance coverage, for this Contract Amendment to be deemed to be in effect.

7. Authority; Counterparts; Signatures. Each of the signatories hereto represents and warrants that he or she has the authority to execute this Contract Amendment for the Party on whose behalf he or she is executing this Contract Amendment. This Contract Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The Parties may rely on electronic or scanned signatures as originals. Delivery of an executed signature page of this Contract Amendment by electronic format (including pdf) shall be the same as delivery of an original executed signature page.

CITY OF RICHMOND,
a municipal corporation
By: ________________________________
Title: ______________________________
Date Signed: ________________________
I hereby certify that this Amendment has been
approved by the City Council or executed by the
City Manager.

By: _______________________________
City Clerk
Approved as to form:

By: _______________________________
City Attorney
[CONTRACTOR NAME]
(*If applicable, the Corporation Chairperson of the
Board, President, or Vice-President should sign
below.)
By: ____________________________________
Title: __________________________________
Date Signed: ____________________________
(*If applicable, the Corporation Chief Financial Officer or Assistant Treasurer, or Secretary or Assistant
Secretary should sign below.)
By: ___________________________________
Title: __________________________________
*(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a corporation or
nonprofit organization, this Contract (1) should be
signed by the Chairperson of the Board, President
or Vice-President and the Chief Financial Officer
or Assistant Treasurer, or Secretary or Assistant
Secretary; (2) should have both signatures
conform to designated representative groups
pursuant to Corporations Code Section 313.)
Haley and Aldrich, Inc.

Docusign Envelope ID: 86FE6B41-93C3-4445-ADF8-20173CF13D97 6/3/2025
Vice President
Sr. Legal Counsel
6/3/2025
6/6/2025
Mayor
6/6/2025
6/6/2025
589
DocID #34720v1 Modified January 14, 2025

AMENDMENT PROVISIONS (AMENDMENT HISTORY)
If no prior amendments, skip to next page.

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

Increased contract payment limit by $_________________ for a payment limit not to exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The second Contract Amendment was approved by City Council or executed by the City Manager on _________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not to exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The third Contract Amendment was approved by City Council or executed by the City Manager on _______________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not to exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The fourth Contract Amendment was approved by City Council or executed by the City Manager on ________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not to exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The fifth Contract Amendment was approved by City Council or executed by the City Manager on ________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not to exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The sixth Contract Amendment was approved by City Council or executed by the City Manager on _______________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not to exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
Docusign Envelope ID: 86FE6B41-93C3-4445-ADF8-20173CF13D97 590
DocID #34720v1 Modified January 14, 2025

AMENDMENT PROVISIONS (TERM, PAYMENT LIMIT AND/OR SERVICE PLAN) Check all that apply:

TERM

PAYMENT
LIMIT

SERVICE
PLAN
Paragraph 2 (Term) of the Contract is hereby amended to extend the Contract term. Paragraph 2 of the Contract is amended to read as follows:
"2. Term. The effective date of this Contract is
________________________________________________________ (Insert Contract Effective Date)
and it terminates
________________________________________________________. (Insert new Contract termination date)
unless sooner terminated as provided herein."
Paragraph 3 (Payment Limit) of the Contract is hereby amended to increase the payment limit by $__________________. Paragraph 3 of the Contract is amended to read as follows:
"3. Payment Limit. City's total payments to Contractor under this Contract shall not exceed $_____________________ including expenses."
“The City shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the City Council or executed by the City Manager if the total Contract amount does not exceed $10,000 or without the prior approval of the City Council if the total Contract amount is over $10,000.” The Service Plan (Exhibit A) of the Contract is hereby amended to include the following tasks and/or services:
(Insert description of additional tasks/services. Use additional pages if necessary.) ■ 25200 279300 ■
The amended scope of work includes coordination of a community outreach meetings, a surcharge for expedited chemistry analysis, and preparation of a separate Montezuma Wetlands report.

Docusign Envelope ID: 86FE6B41-93C3-4445-ADF8-20173CF13D97 591
DocID #34720v1

CITY OF RICHMOND

CONTRACT AMENDMENT
The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties. The parties to this Contract Amendment are the City of Richmond, a public body corporate and politic, and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:

2. Purpose. This Contract Amendment is being entered into to amend the following Contract between City and Contractor (list terms in effect on the date of initial Contract approval):

Department: City Project Manager:

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

Vendor No: Contract No:

Description of Services:

Amendment No. ___ modifies the (check all that apply):

Term Payment Limit Service Plan
Complete the Amendment History page if this Amendment is the 2nd or subsequent amendment.

Port Lizeht Zepeda [email protected] 5106206653 16948 7388 DREDGING PERMITTING SUPPORT AND SLOPE ANALYSIS AT TERMINAL 2 AND OTHER

PORT AREAS
2 Haley and Aldrich, Inc. 2033 North Main Street #309 Walnut Creek, CA, 94596 Scott Bodensteiner 415-748-2193 [email protected] 40067950 Delaware Corporation February 2, 2025 February 18, 2025 June 30, 2026 $254,100 592
DocID #34720v1 Modified January 14, 2025