Attachment 2 - Hillmann Original Contract.pdf — Richmond City Council, September 16, 2025

CITY OF RICHMOND

STANDARD CONTRACT
Department: City Project Manager:

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

Vendor No: Contract No:

Description of Services:

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

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

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

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

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

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

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

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

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

Community Development
Lina Velasco
[email protected]
(510) 620-6706
17136
7538
Hillmann Development Advisors (HDA) will provide Owner's Representation oversight during the Construction and Post-Construction phases of the Homekey Project located at 425 24th Street, acting in the Owner's interest and providing added value and costs savings.

Hillmann Development Advisors, LLC (HDA)
1600 Route 22 East, Suite 107
Union, New Jersey 07083
John Lauretta | President
(908) 688-7800
[email protected]
N / A
August 1, 2025
December 31, 2026
9,500.00
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016

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

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

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

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

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

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

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

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

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

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

LIST OF ATTACHMENTS:

Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Sanctuary City Compliance Statement Exhibit G

Hillmann Development Advisors, LLC (HDA)
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 President
8/15/2025
Contract Administrator
8/19/2025
8/27/2025
City Manager

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]:

Hillmann Development Advisors, LLC (HDA)
7538

See Exhibit A for Scope of Work:

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016

Issue Date: July 25, 2025
EXHIBIT "A"
SCOPE OF WORK:

Owner’s Representation Scope of Services:

Hillmann Development Advisors (HDA) oversees the Construction and Post -Construction phases of a Project, acting in the Owner’s interest and providing added value and cost savings. • Collaborate with the Owner to manage the budget structure for hard and soft costs for the project. • Prepare and maintain a development budget identifying anticipated costs, indirect and general contracting costs, as well as recommended contingencies and allowances. • Prepare and maintain a development project schedule that outlines all phases of construction and close-out activities.
• Review and incorporate all operational requirements of the Owner needed to prepare accurate general condition and schedule expectations.
• Review and comment on project cash flow for construction and close-out phases. • Review and comment on project requisitions.
• Provide a monthly report, inclusive of the development budget, development schedule, and the monthly requisition.

Construction Phase - Consulting Services:

Design Management:
• Manage the design team during the Construction Documentation Phase. • Review the advantages and strategies for early bid packages. • Participate in all Project Planning meetings with Owner, Owner’s Design Team and Consultants, and General Contractor.
• Advise and make recommendations on design/engineering concepts and vendor proposals. • Review current document set of drawings and specifications. Evaluate same and make recommendations toward cost effective systems and long-term/low maintenance functionality. • Consult with Owner and Design Team for General Contractor requests for interpretation of design documents as well as assist in resolution.
• Evaluate and recommend value-engineering solutions to design and construction challenges. • Evaluate progress of work completed against the intended schedule. If variances are identified, determine what improvements are to be made.

Consultants Management:
• Review Owner’s Design Team and Consultants design schedule and deliverables. • Attend and participate in weekly project meetings.
• Review project requisitions, and advise Owner for approval, cost impact, and/or some needed modification.
• Review Change Orders, advising Owner on validity, cost vs . budget, and/or recommend modifications. Collaborate with design team as necessary. • Consult with Owner and Owner’s Design Team on the selection of any remaining consultants needed for the project, including third-party Special Inspection individuals or firms. • Manage the Special Inspector in the best interest of the Owner (contract held by Owner).

Cost and Schedule Management:
• Evaluate General Contractor’s baseline project schedule for the complete construction program. • Evaluate General Contractor’s cost control implementation strategy throughout the balance of procurement, and regularly during construction.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016

Issue Date: July 25, 2025
• Evaluate progress of work completed against the intended schedule and budget. If variances are identified, determine what improvements are to be made. • Review project requisitions, and advise Owner for approval, cost impact and/or needed modification.
• Review Change Orders, advising Owner on validity, cost vs budget and/or recommending modifications. Collaborate with Design Team as necessary. • Collaborate with Project Expediter, Design Team, General Contractor, and Owner to develop a clear and concise path toward a Temporary Certificate to occupy; identifying all inspections, reports, and final sign-offs necessary with an action plan to achieve. • Collaborate with Owner on an occupancy strategy that aligns with the issuance of a Temporary Certificate to Occupy.

Project Management:
• Evaluate General Contractor logistics approach for each major phase of construction. • Evaluate permitting program for each phase of work and General Contractor’s plan for initiating inspections.
• Attend and participate in weekly project meetings.
• Evaluate the progress of construction on a regular basis, assessing the following: workmanship, trade performance, workflow and sequence, labor force requirements, material and equipment production/delivery/installation schedules and performance, field con ditions, and unforeseen conditions.
• Consult with Design Team and Owner, if General Contractor requests interpretation of design documents and assist in resolution.
• Recommend solutions to design and construction challenges. • Review and comment on General Contractor/subcontractor submissions i.e. shop drawings, product data, samples, etc. for each trade.

Post-Construction Phase - Consulting Services:

Punchlist / Closeout Protocol:
• Review and compile Owner’s Design Team punchlists.
• Manage the General Contractor’s efforts to develop a completion schedule for all punchlist work. • Manage the General Contractor to assemble all closeout documents as required by the contract documents. This includes but is not limited to as -built drawings, warranties, guarantees, O&M manuals, final lien waivers, and any required on- site documented demonstrations required for turnover to end user.
• Develop a care and maintenance package in collaboration with the General Contractor and Owner’s Design Team for all finish products and turnover to the end user.

Final Cost Accounting & Payments:
• Manage the review and approval of General Contractor’s final requisition and any final cost adjustments necessary in accordance with the contract and contract documents.

Final Certificate of Occupancy:
• Collaborate with Owner, Project Expediter, Owner’s Design Team, and General Contractor to develop plan towards achieving a Final Certificate of Occupancy.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 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.
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Hillmann Development Advisors, LLC (HDA)
Lina Velasco
Lina Velasco
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 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: ________________________________________________ 7538
Hillmann Development Advisors, LLC (HDA)
Lina Velasco
[email protected]
Hillmann Development Advisors, LLC (HDA)
1600 Route 22 East, Suite 107
Union, New Jersey 07083
[email protected]
Micah Koffi | Operations Associate
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT D

GENERAL CONDITIONS

1. INDEPENDENT PARTIES:

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

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

2. TIME IS OF THE ESSENCE:

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

3. STANDARD OF CARE:

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

4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

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

5. NON-DISCRIMINATION:

Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, 7538
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_____________________________
disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation, military and veteran status or legitimate union activities. Contractor agrees that any violation of this provision shall constitute a material breach of this Contract.

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

b. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 11 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.

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

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

7. RECORDS:

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

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

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Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 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 7538
Hillmann Development Advisors, LLC (HDA)
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

11. HOLD HARMLESS:

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

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

12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:

a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.

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

The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for 7538
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money against the City under this Contract may be assigned by Contractor to a bank, trust company or other financial institution without prior written consent.

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

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

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

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

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

13. SAFETY:

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

Contractor shall assume sole and complete responsibility for the safety of Contractor's employees and any of subcontractor's employees This requirement will apply continuously and not be limited to normal working hours. In addition, Contractor will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable 7538
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Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Contract No: ________ For the Contract between the City of Richmond and
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federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Contract. Where any of these are in conflict, the more stringent requirements will be followed. Contractor’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.

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

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

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

14. INSURANCE:

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

15. COMPLIANCE WITH ALL APPLICABLE LAWS:

a. During the term of this Contract, Contractor shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Richmond which affect the manner in which the services or tasks are to be performed by Contractor, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Contractor shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50,

2.52, 2.56, and 2.60, if applicable.

b. Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor is required to provide the City with documents and information verifying its compliance with the Living Wage Ordinance. Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance as prescribed in § 2.60.070 of the Municipal Code.
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Hillmann Development Advisors, LLC (HDA)
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Contract No: ________ For the Contract between the City of Richmond and
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c. Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or sub-Contractor under an agreement or sub-agreement with the City for public works, goods or services to refrain from discriminatory employment or practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential sub-contractor.

d. Contractor acknowledges that the City’s Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City’s website at http://www.ci.richmond.ca.us/workplacepolicies.

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

16. INTEGRATED CONTRACT:

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

17. CONFLICTING PROVISIONS:

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

18. FORCE MAJEURE:

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

19. CONFLICT OF LAW:

This Contract shall be interpreted under, and enforced by the laws of the State of 7538
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California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Contract and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Contract (or the successors of those authorities). Any suits brought pursuant to this Contract shall be filed with the courts of the County of Contra Costa, State of California.

20. CLAIMS:

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

21. INTERPRETATION:

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

22. WARRANTY:

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

23. SEVERABILITY:

In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.

24. AUTHORITY:

City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signing on behalf of Contractor warrants and represents that they are duly authorized to enter into and execute this Contract on behalf of Contractor, 7538
Hillmann Development Advisors, LLC (HDA)
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
and shall be personally liable to City if they are not duly authorized to enter into and execute this Contract on behalf of Contractor.

25. WAIVER:

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

26. COUNTERPARTS:

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

27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):

The Richmond Sanctuary City Contracting Ordinance No. 12-18 prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor must submit the Sanctuary City Compliance Statement, attached hereto as Exhibit G. 7538
Hillmann Development Advisors, LLC (HDA)
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT E

SPECIAL CONDITIONS
The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable, otherwise please state “NONE”):
7538
Hillmann Development Advisors, LLC (HDA)

Modification to the Contract as follow:

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Exhibit D, General Conditions, Section 11. Hold Harmless. Modify as follows:

c. The parties agree that the duty to defend any indemnified party hereunder for alleged professional negligence shall be limited to the amounts paid under HDA’s General Liability policy of insurance, if any.

d. HDA shall not enter into any contract with any third party in connection with the Project Work without the express written consent and authorization of Client. HDA shall have no contractual duties, obligations, or liability with respect to such third parties.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT F

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

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

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

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

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

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

Consultants and Contractors – Type 1
Professional Services – Type 2
Environmental Risk/Hazardous Waste Material – Type 3
Lease of City Property – Type 4
Vendors, Suppliers, Small Grant Recipients & Nonprofit Organizations – Type 5 Transportation Providers – Type 6
Professional Services Pyrotechnics – Type 7
Cyber and I.T. Risks – Type 8
7538
Hillmann Development Advisors, LLC (HDA)
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
The insurance requirements classification applicable to this Contract shall be attached to this Exhibit F and made a part hereof.

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

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

INSERT INSURANCE REQUIREMENTS CLASSIFICATION APPLICABLE TO THIS CONTRACT: (IF NECESSARY, CONFIRM WITH RISK MANAGER)
7538
Hillmann Development Advisors, LLC (HDA)
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ___ 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 Self- Insure, signed by the California Department of Industrial Relations and Self- Insurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61.

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

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

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services

Type 2 – Page 2 of 3

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

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

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.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ___ 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.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?

INSR ADDLSUBRLTR INSDWVD
PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext):E-MAILADDRESS:INSURER A :INSURED INSURER B :INSURER C :INSURER D :INSURER E :INSURER F :

POLICY NUMBERPOLICY EFFPOLICY EXPTYPE OF INSURANCELIMITS(MM/DD/YYYY)(MM/DD/YYYY)

AUTOMOBILE LIABILITY

UMBRELLA LIABEXCESS LIABWORKERS COMPENSATIONAND 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 RENTEDCLAIMS-MADEOCCUR $PREMISES (Ea occurrence)MED EXP (Any one person)$PERSONAL & ADV INJURY$GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE$PRO-POLICYLOC PRODUCTS - COMP/OP AGGJECT OTHER: $COMBINED SINGLE LIMIT$(Ea accident)ANY AUTO BODILY INJURY (Per person)$OWNEDSCHEDULEDBODILY INJURY (Per accident)$AUTOS ONLYAUTOSHIREDNON-OWNEDPROPERTY DAMAGE$AUTOS ONLYAUTOS ONLY(Per accident)$OCCUR EACH OCCURRENCECLAIMS-MADEAGGREGATE$DEDRETENTION$ PEROTH-STATUTEERE.L. EACH ACCIDENTE.L. DISEASE - EA EMPLOYEE$If yes, describe underE.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGENAIC #

COMMERCIAL GENERAL LIABILITY
Y / NN / A(Mandatory in NH)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE 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 PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE 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. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE 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 onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGESCERTIFICATE NUMBER:REVISION NUMBER:

CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY)
$
$$$$
The ACORD name and logo are registered marks of ACORD
7/31/2025
(732) 588-1106(732) 530-422000000Hillmann Consulting LLC1600 Route 22 East, Suite 107Union, NJ 070834184037257 A 1,000,000XXENVP0000276-2412/18/202412/18/20251,000,000Contractual Liab.25,0001,000,0002,000,0002,000,0001,000,000B XXAWYJ25515512/18/202412/18/202515,000,000A XXENVX0000227-2412/18/202412/18/202515,000,0000C X20200152412/18/202412/18/20251,000,000N 1,000,0001,000,000AProfessional LiabENVP0000276-2412/18/2024Each Occurrence1,000,000APollution LiabilityENVP0000276-2412/18/202412/18/2025Each Occurrence1,000,000NAIC NUMBER FOR LLOYD'S POLICY: AA-1122000General Liability and Contractors Pollution Liability- Occurrence FormProfessional Liability and Site Pollution-Claims Made FormAggregate Limit for Professional Liaility and Contractors Pollution Liability is $2,000,000The following entities are included as additional insured(s) where the above box is checked per attached endorsement(s) on the General Liability [GAP 10 05SEE ATTACHED ACORD 101 City of Richmond450 Civic Center Plaza, 2nd FloorRichmond, CA 94804 HILLGRO-02SGRASSI
Alliant Insurance Services, Inc.331 Newman Springs Rd Ste 314Red Bank, NJ 07701John [email protected] at Lloyd's (Lloyd's of London)Allmerica Financial Benefit Insurance CompanyPraetorian Insurance Company X12/18/2025

X XXXXXXX
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 FORM NUMBER:

EFFECTIVE DATE:

The ACORD name and logo are registered marks of ACORD

ADDITIONAL REMARKS

ADDITIONAL REMARKS SCHEDULE
FORM TITLE:

Page of

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, ACORD 101 (2008/01)
AGENCY CUSTOMER ID:LOC #:

Alliant Insurance Services, Inc.

HILLGRO-02
SEE PAGE 1
1 SEE PAGE 1ACORD 25Certificate of Liability Insurance
1 SEE P 1Hillmann Consulting LLC1600 Route 22 East, Suite 107Union, NJ 07083SEE PAGE 1 SGRASSI1
Description of Operations/Locations/Vehicles:7/1/2019; GAP 10 28 7/1/2019]; Auto Liability [461-0478 12 12]; Excess Liability [Endorsement #10, Form #Manuscript] when required by written contract or agreement, fully executed prior to the Named Insured’s Work. Waiver of subrogation applies to those policies where the above box is checked per [GAP 10 30 4/1/2016; 461-0155 (9-97); WC 00 03 13 (4-84); CAPE PL 01 6/1/2016]. Primary & Non-Contributory on General Liability (GAP 10 05 7/1/2019); Auto Liability (461-0478 12 12) and Excess Liability (Endorsement #10, Form #Manuscript). Notice of Cancellation applies per the attached endorsement [GAP 10 07 6/1/2016].The entities are: 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.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ENVP0000276-24
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ENVP0000276-24
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ENVP0000276-24
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ENVP0000276-24
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ENVP0000276-24
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 461-0478 12 12 Includes copyrighted material of ISO Insurance Services Office, Inc., with its permission THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED – PRIMARY AND NON-CONTRIBUTORY

This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

A. The following is added to SECTION II –
LIABILITY COVERAGE, Paragraph A.1. Who Is
An Insured:

Additional Insured if Required by Contract
If you agree in a written contract, written
agreement or written permit t hat a person or
organization be added as an additional “insured”
under this Coverage Part , such person or
organization is an “insured” ; but only to the extent
that such person or organization qualifies as an
“insured” under paragraph A.1.c. of this Section.

If you agree in a written contract, written
agreement or written permit that a person or
organization b e added as an additional “insured”
under this Coverage Part, the most we will pay on
behalf of such additional “insured” is the lesser of:
(1) The L imits of Insurance for liability coverage
specified in the written contract, written
agreement or written permit; or
(2) The Limits of Insurance for Liability Coverage
shown in the Declarations applicable to this
Coverage Part.

Such amount shall be part of and not in addition to
the Limits of Insurance shown in the Declarations
applicable to this Coverage Part . Regardless of
the number of covered "autos", "insureds",
premiums paid, claims made or vehicles involved
in the "accident", the most we will pay for the total
of all damages and "covered pollution cost or
expense" combined resulting from any one
"accident" is the Limit of Insurance for Liability
Coverage shown in the Declarations.

B. The following is added to SECTION IV –
BUSINESS AUTO CONDITIONS , Paragraph B.

General Conditions, subparagraph 5. Other
Insurance:

Primary and Non-Contributory

If you agree in a written contract, written
agreement or written permit t hat the insurance
provided to a person or organization who qualifies
as an additional “insured” under SECTION II –
LIABILITY COVERAGE, Paragraph A.1. Who Is
An Insured, subparagraph Additional Insured if
Required by Contract is primary and non -
contributory, the following applies:

The liability coverage provided by this Coverage
Part is primary to any other insurance available to
the additional “insured” as a Named Insured. W e
will not seek contribution from any other insurance
available to the additional “insured” except:
(1) For the sole negligence of the additional
“insured”; or
(2) For negligence arising out of the ownership,
maintenance or use of any “auto” not owned
by the additional “insured” or by you , unless
that “auto” is a “trailer” connected to an “auto”
owned by the additional “insured” or by you; or
(3) When the additional “insured” is also an
additional “insured” under another liability
policy.

C. This endorsement will apply only if the “accident”
occurs:

1. During the policy period;

2. Subsequent to the execution of t he written
contract or written agreement or the issuance
of the written permit; and

3. Prior to the expiration of the period of time that
the written contract , written agreement or
written permit requires such insura nce to be
provided to the additional “insured”.

D. Coverage provided to an additional “insured” will
not be broader than covera ge provided to any
other “insured” under this Coverage Part.

ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.

Page 1 of 1 ends

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ENVX0000227-24
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 ENVX0000227-24
Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Endorsement Title
Waiver of Subrogation Specific Entity Condition Amendatory Endorsement Named Insured
Hillmann Consulting, LLC
Endorsement Number
012
Policy Form
CAPE
Policy Number
ENVX0000227-24
Policy Period
12/18/2024 to 12/18/2025
Enviant Endorsement Number
Manuscript
Issued by
Certain Underwriters at Lloyd’s, London/ Hudson Excess Insurance Company Effective Date of Endorsement
03/31/2025

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF SUBROGATION SPECIFIC ENTITY CONDITION AMENDATORY ENDORSEMENT

It is hereby agreed that:

1. That SECTION V. CONDITIONS is amended by the addition of the following:

Subrogation
If the insu red has rights to recover all or part of any payment we have made under this Policy, those rights are transf erred to us an d the insured shall not do anything to impair such rights. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. Any amounts so recovered by us shall be allocated first to the expenses incurred i n such recovery prorated in accordance with each interested party's share in the total recovery, then to the insured to the extent of any Deductible it actually has paid and any payments it actually has made in excess of the applicable Limits of Liability, and last to u s to the extent of our payment under this Policy. However, if the insured has waived rights of recovery against the scheduled person or organization in a written insured contract prior to a claim or loss, we also waive such right of recovery we may have under this Policy against such person or organization.

2. The prefatory language in SECTION VI. DEFINTIONS is amended by the addition of the following:

Any bolded/ defined terms which are not defined in this Policy shall have the same meaning provided to such term in the controlling underlying insurance.

Scheduled Person or Organization

Where required by written insured contract

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Endorsement Title
Additional Insured – Owners, Lessees or Contractors – Completed Operations Amendatory Endorsement
Named Insured
Hillmann Consulting, LLC
Endorsement Number
079
Policy Form

GAPLESS
Policy Number
ENVP0000276-24
Policy Period
12/18/2024 to 12/18/2025
Enviant Endorsement Number
GAP 10 04 6/1/2020
Issued by
Certain Underwriters at Lloyd’s, London/ Hudson Excess Insurance Company Effective Date of Endorsement
07/31/2025

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS

AMENDATORY ENDORSEMENT

Solely with respect to §I. COVERAGES , Section 1. COMMERCIAL GENERAL LIABILITY AND POLLUTION LIABILITY and Section 2. OTHER LIABILITY COVERAGES ., Coverage 2A. Personal and Advertising Injury and Coverage 2C. Employee Benefits Administration Liability of the Policy is amended as follows:

SCHEDULE
Name of Additional Insured Person(s) or
Organization(s) Location and Description of Completed Operations City of Richmond
450 Civic Center Plaza, 2nd Floor
Richmond, CA 94804
Where required by written insured contract
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

1. Where required by written insured contract, §III. WHO IS AN INSURED is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for bodily injury, property damage, environmental damage or personal and advertising injury caused, in whole or in part, by your work at the location designated and described in the schedule of this endorsement performed for that additional insured and that is included in the products-completed operations hazard.

2. Notwithstanding §VI. CONDITIONS , Paragraph I. Other Insurance , with respect to the insurance afforded to the additional insureds added by this Endorsement, this Policy shall be primary to, and non - contributory with, any other insurance available to that person or organization when required by written insured contract.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Endorsement Title
Additional Insured – Designated Person or Organization Endorsement Named Insured
Hillmann Consulting, LLC
Endorsement Number
078
Policy Form

GAPLESS
Policy Number
ENVP0000276-24
Policy Period
12/18/2024 to 12/18/2025
Enviant Endorsement Number
Manuscript
Issued by
Certain Underwriters at Lloyd’s, London/ Hudson Excess Insurance Company Effective Date of Endorsement
07/31/2025

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED –DESIGNATED PERSON OR ORGANIZATION ENDORSEMENT It is hereby agreed that s olely with respect to §I. COVERAGES , Section 1. COMMERCIAL GENERAL LIABILITY AND POLLUTION LIABILITY and Section 2. OTHER LIABILITY COVERAGES, Coverage 2 A.

Personal and Advertising Injury the Policy is amended as follows:

A. Where required by written insured contract, §III. WHO IS AN INSURED is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for bodily injury, property damage, environmental damage or personal and advertising injury caused, in whole or in part, by:

1. Your acts or omissions, or

2. The acts or omissions of those acting on your behalf;

in the performance of your ongoing op erations or in connection with your premises owned by you or rented to you.

Additional Insured Schedule

City of Richmond
450 Civic Center Plaza, 2nd Floor
Richmond, CA 94804

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016 Docusign Envelope ID: 5AD59067-F6D2-4F67-94DE-6205DA260016

Richmond City CouncilSeptember 16, 2025

Richmond City Council
September 16, 2025