Richmond City Council
March 17, 2026

PLEASE NOTE: HYBRID MEETING FORMAT

- SPECIAL OPEN SESSION OF THE CITY COUNCIL
- SPECIAL MEETING OF THE RICHMOND HOUSING AUTHORITY
- REGULAR MEETING OF THE RICHMOND CITY COUNCIL

Tuesday, March 17, 2026, 5:00 p.m.

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

Eduardo Martinez, Mayor at Large
Jamelia Brown, Councilmember District 1
Cesar Zepeda, Councilmember District 2
Doria Robinson, Vice Mayor, District 3
Soheila Bana, Councilmember District 4
Sue Wilson, Councilmember District 5
Claudia Jimenez, Councilmember District 6
Jaycine Scott, Housing Authority Tenant Commissioner
NOTICE: MASKS ARE STRONGLY ENCOURAGED!!

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In Person: Anyone who desires to address the City Council on items appearing on the agenda, including Open Forum, must complete and file a pink speaker’s card with the City Clerk prior to the City Council’s consideration of the item. Once the City Clerk has announced the item, no person shall be permitted to speak on the item other than those persons who have submitted their names to the City Clerk. Each speaker will be allowed up to TWO (2) MINUTES to address the City Council on NON-PUBLIC HEARING items listed on the agenda. Speakers are allowed up to THREE (3) minutes on PUBLIC HEARING items.

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3-17-26 CC MTG.
2 Via mail: received by 1:00 p.m. the day of the meeting, sent to 450 Civic Center Plaza, 3rd Floor, Office of the Clerk, Richmond, CA 94804.

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Procedures for Removing Items from the Consent Calendar: Members of the public who request to remove an item from the consent calendar must first discuss the item with a staff member by phone or a back-and- forth email discussion, and state the name of the staff member when requesting removal of the item from the consent calendar (by 2 p.m. the day of the meeting). The procedures for discussion do not apply to items sponsored by the mayor or councilmembers.

Any member of the City Council who would like to remove an item from the consent calendar must notify the appropriate staff person and the City Clerk’s Office prior to the meeting. Although members of the City Council are encouraged to ask questions and share concerns with staff ahead of the meeting, they are not required to do so.

The Clerk’s Office must be informed of any requests to remove items from the Consent Calendar. Items removed from the Consent Calendar shall be placed at the end of the agenda for consideration.

CONDUCT AT MEETINGS: Richmond City Council meetings are limited public forums during which the City strives to provide an open, safe atmosphere and promote robust public debate. Members of the public, however, must comply with state law, as well as the City’s laws and procedures and may not actually disrupt the orderly conduct of these meetings. The public, for example, may not shout or use amplifying devices, must submit comment cards and speak during their allotted time, may not create a physical disturbance, may not speak on matters unrelated to issues within the jurisdiction of the City Council or the agenda item at hand, and may not cause immediate threats to public safety.

Click here for City Harassment Policy

Accessibility for Individuals with Disabilities: Upon request, the City will provide for written agenda materials 3-17-26 CC MTG.
3 in appropriate alternative formats, or disability-related modification or accommodation, including auxiliary aids or services and sign language interpreters, to enable individuals with disabilities to participate in and provide comments at/related to public meetings. Please submit a request, including your name, phone number and/or email address, and a description of the modification, accommodation, auxiliary aid, service or alternative format requested at least two days before the meeting. Requests should be emailed to [email protected] or submitted by phone at 510-620-6513, ext. 9, or 510-620-6509.

Requests made by mail to City Clerk’s Office, City Council meeting, 450 Civic Center Plaza, Richmond, CA 94804 must be received at least two days before the meeting. Requests will be granted whenever possible and resolved in favor of accessibility.

Unless otherwise noted in an agenda description, all actions taken by the Council include a determination that CEQA does not apply (i.e., the action is not a project and therefore exempt from CEQA).

Disclaimer: The City Clerk's Office translates agendas to enhance public access. Translated agendas are provided as a courtesy and do not constitute legal notice of the meeting or items to be discussed. In case of discrepancy, the English agenda will prevail.

Pages
3-17-26 CC MTG.
4 A. SPECIAL OPEN SESSION TO HEAR PUBLIC COMMENT BEFORE CLOSED

SESSION
5:00 p.m.

B. ROLL CALL
C. CLOSED SESSION
C.1 CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (paragraph (1) of Subdivision [d] of Government Code Section 54956.9) Dorn v. City of Richmond•
C.2 CONFERENCE WITH LABOR NEGOTIATORS (Government Code Section 54957.6)
Agency Representatives: Sharrone Taylor, Jack Hughes, and Lisa Charbonneau
•
Employee organizations:

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

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

3. Richmond Police Officers Association RPOA

4. Richmond Police Management Association RPMA

5. IAFF Local 188

6. Richmond Fire Management Association RFMA
D. PUBLIC COMMENT BEFORE CLOSED SESSION (limited to items on the Closed Session agenda only)
E. ADJOURN TO CLOSED SESSION
________________________________________________________ 3-17-26 CC MTG.
5 F. SPECIAL MEETING OF THE RICHMOND HOUSING AUTHORITY
5:55 p.m.

G. PLEDGE OF ALLEGIANCE
H. ROLL CALL
I. STATEMENT OF CONFLICT OF INTEREST
J. AGENDA REVIEW
K. HOUSING AUTHORITY OPEN FORUM
L. HOUSING AUTHORITY CONSENT CALENDAR
L.1 Contract Amendment No. 1 with RK Roofing and Construction Inc 13 ADOPT a resolution to APPROVE the first contract amendment with RK Roofing and Construction, Inc. for gutter replacement at the Nystrom Village property, increasing the payment limit by $322,000, for total payment limit of $592,000, and extending the term expiration through June 30, 2027 – Economic Development Department/Richmond Housing Authority (Nannette Beacham/Antoinette Terrell/Gregory Palomino 510-621-1300).

L.2 Meeting Minutes 63
APPROVE the minutes of the February 17, 2026, special Housing Authority meeting - City Clerk's Office (Pamela Christian 510-620-6513).

M. ADJOURNMENT
_______________________________________________________ 3-17-26 CC MTG.
6 N. REGULAR MEETING OF THE RICHMOND CITY COUNCIL
6:00 p.m.

O. ROLL CALL
P. STATEMENT OF CONFLICT OF INTEREST
Q. AGENDA REVIEW
R. REPORT FROM THE CITY ATTORNEY OF FINAL DECISIONS MADE DURING

CLOSED SESSION
S. REPORT FROM THE CITY MANAGER (public comment allowed under Open Forum) T. OPEN FORUM FOR PUBLIC COMMENT
(public comment on items that remain on the Consent Calendar or items not on the agenda - limited to 2 minutes unless otherwise specified - Back and forth dialogue with the Council is prohibited)
U. CITY COUNCIL CONSENT CALENDAR
(All items placed under the Consent Calendar are considered to be routine and noncontroversial. These items will be enacted upon together with a motion and second, without discussion, of any member of the City Council, and each item shall be deemed to have received the action recommended.)
U.1 City Clerk's Office
U.1.a City Council Minutes 65
APPROVE the minutes of the February 3, and February 17, 2026, Regular City Council meetings - City Clerk's Office (Pamela Christian 510-620-6513).

U.2 City Council
U.2.a Co-Sponsorship and Venue Reservation for Asian American Pacific Islander (AAPI) Community Celebration
81 APPROVE an official City of Richmond community event and co- sponsorship of the Asian American Pacific Islander (AAPI) Community Celebration and authorize the reservation of the Richmond Auditorium for Saturday, May 2, 2026 - Councilmember Soheila Bana (510-672-3490). This item was continued from the March 3, 2026, meeting.

U.3 Community Services
U.3.a Accept and Appropriate Carnegie Corporation of New York Grant Funds
83 ADOPT a resolution to ACCEPT and APPROPRIATE $10,000 in gift funds from Carnegie Corporation of New York; and AUTHORIZE a payment of $5,000 from the Carnegie funds to the Richmond Museum Association - Community Services Department (Kate Eppler 510-620-5452/LaShonda White 510-620-6828).
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7 U.3.b Contract with Innovative Interfaces, Inc. for Integrated Library System Hosting and Maintenance
96 APPROVE a sole-source contract with Innovative Interfaces, Inc. for Sierra Integrated Library System hosting and maintenance, INN- REACH interlibrary loan services, and the Decision Center analytics tool, with a payment limit of $450,000, for a term of July 1, 2025, through June 30, 2028, with two one-year options to extend - Community Services Department (Christopher Larsen 510-620- 5524/Kate Eppler 510-620-5452).

U.4 Economic Development
U.4.a Contract with Zero Net Energy Alliance for Lighting Fixture Upgrades at City Hall
145
APPROVE a sole-source contract with Zero Net Energy Alliance (ZNEA) in the amount of $250,000 to upgrade lighting infrastructure at 450 Civic Center Plaza (City Hall) and participate in Marin Clean Energy's (MCE) Virtual Power Plant Program with a term beginning February 27, 2026, through September 30, 2026 – Economic Development Department (Nannette Beacham/Valerie Li 510-621- 1554/Samantha Carr 510-620-5407).

U.4.b Arts and Culture Division Update 179
RECEIVE an Arts and Culture Division update on the progress of hiring an Arts and Culture Manager and ongoing status of the Mini Grants Program and other public art – Economic Development Department (Nannette Beacham 510-621-1306).

U.5 Finance Department
U.5.a Investment and Cash Balance Report, Monthly Overtime Reports, Documentary Transfer Tax Report, and Other Post-Employment Benefits (OPEB) and Pension Report for the Month of January 2026 208
RECEIVE the City’s Investment and Cash Balance Report, Monthly Overtime Reports, Documentary Transfer Tax Report, and Other Post-Employment Benefits (OPEB) and Pension Report for the month of January 2026 – Finance Department (Emily Combs 510-620- 6740).

U.5.b Annual Review and Update of Financial Policies 238 ADOPT a resolution to APPROVE updates to the Financial Policies - Finance Department (Emily Combs 510-620-6790/Mubeen Qader 510-412-2077/Jerry Gurule 510-620-6591).
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8 U.6 Human Resources
U.6.a Contract Amendment No. 1 with Prime Actuarial Consulting for Risk Management Actuarial Services and Consultation
373
APPROVE the first contract amendment with Prime Actuarial Consulting for the preparation of actuarial reports for Fiscal Years 2025–2026 and 2026–2027, increasing the payment limit by $7,600 for a new total payment limit of $17,100, and extending the term expiration through June 30, 2027- Human Resources Department – (Nickie Mastay/Sharrone Taylor 510-620-6602).

U.6.b Contract with Excel ADR for Alternative Dispute Resolution Consultation Services
401
APPROVE a contract with Excel ADR in an amount not to exceed $252,000 to administer Alternative Dispute Resolution (ADR) consultative services for Public Safety Worker’s Compensation Cases with a term from December 6, 2025, to December 6, 2028 – Human Resources Department (Nickie Mastay/Sharrone Taylor 510- 620-6602).

U.6.c Memorandum of Understanding between the City of Richmond and IAFF Local 188
421
ADOPT a resolution to APPROVE a successor Memorandum of Understanding (MOU) between the City of Richmond and
International Association of Fire Fighters (IAFF) Local 188 for the term of July 1, 2025, to June 30, 2028, and DIRECT the city manager, or their designee, to update the publicly available salary schedule with the adopted wage increases during the term of the MOU – Human Resources Department (Nickie Mastay/Sharrone Taylor 510-620-6602).

U.7 Internal Services
U.7.a Request for Proposals (RFP) to Update Policies and Procedures and Develop City-wide Standard Operating Procedures (SOPs)
489
AUTHORIZE the city manager, or their designee, to issue a Request for Proposals (RFP) to update and develop policies and procedures and City-wide standard operating procedures (SOPs) – City Manager’s Office (Patrick Seals/Shasa Curl 510-620-6512). 3-17-26 CC MTG.
9 U.8 Public Works
U.8.a Contract with Ninyo & Moore for Boorman Park Site Remediation Oversight
492
ADOPT a resolution to APPROVE a sole-source contract with Ninyo & Moore, in an amount not to exceed $292,700, for environmental oversight, monitoring, and reporting services for the Boorman Park Site Remediation Project through regulatory closure - Public Works Department (Darcie DeLashmutt 510-672-3944/Robert Armijo 510- 620-5477).

U.8.b Accept Ferry Point Sewer Pump Station Project as Complete 538 ADOPT a resolution to APPROPRIATE and AMEND the task
authorization with Veolia to increase the total project authority by $131,366.80; ACCEPT the Ferry Point Sewer Pump Station Project as complete, and AUTHORIZE the city clerk to record the Notice of Completion with the Contra Costa County Recorder; and
AUTHORIZE the city engineer to release applicable bonds and retention – Public Works Department (Darcie DeLashmutt 510-672- 3944/Robert Armijo 510-620-5477).

U.8.c Construction Agreements with Musco Sports Lighting, CXT, and FieldTurf for the Soccer Fields-Restrooms–Parks Project 553
ADOPT a resolution to RATIFY construction agreements with Musco Sports Lighting, LLC in the amount of $688,293 with a $103,243.95 contingency for lighting materials and installation for the Shields-Reid Park multipurpose field; CXT Incorporated in the amount of $432,936 with a $64,940.45 contingency for a prefabricated restroom structure and installation at Wendell Park; and FieldTurf USA, Inc. in the amount of $973,209 with a $145,981.35 contingency for synthetic turf materials and installation for the Shields-Reid Park multipurpose field, respectively, for a combined agreement amount of $2,094,438, and authorizing the director of public works to approve change orders up to $314,165.75 (15 percent) for a total payment limit of $2,408,604 – Public Works Department (Darcie DeLashmutt 510-672-3944/Robert Armijo 510-620-5477).

U.8.d Contract with CSW|ST2 for Design of the Harbour Way South and Wright Avenue Transit Junction Project
693
ADOPT a resolution to APPROVE a sole-source contract with CSW|ST2 for supporting the Harbour Way South and Wright Avenue Section 130 Rail Crossing design phase in an amount not to exceed $148,780.77, for a term ending December 31, 2028 – Public Works Department (Hillal Hamdan 510-621-1612/Robert Armijo 510-620- 5477).
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10 U.8.e February 2026 Abatement Report 875
RECEIVE a report on the February 2026 abatement activities – Public Works Department (Daniel Chavarria 510-620-5478/Darin Fitzpatrick 510-231-3044/Hugo Mendoza 510-231-3030).

V. BUDGET SESSION
V.1 Fiscal Year 2024-25 Mid-Year Budget Review 905
RECEIVE the Fiscal Year 2025-26 Mid-Year Budget Review presentation and report for the period of July 1, 2025, through December 31, 2025; and ADOPT a resolution approving proposed Fiscal Year 2025-26 Mid-Year budget adjustments – Finance Department (Shasa Curl 510-620-6512/Emily Combs 510-620-6790).

W. PUBLIC HEARINGS
W.1 Public Hearing and First Reading of an Ordinance Rezoning the John Haley Studio at 771 Ocean Avenue
997
HOLD a public hearing to INTRODUCE an ordinance (first reading) rezoning to add a -L, Landmark Overlay District to the RL1 base zoning district to the John Haley Studio/House located at 771 Ocean Avenue, Richmond, CA 94801 for the purpose of listing the property on the Richmond Historic Register - Community Development Department (Lina Velasco/Avery Stark 510-620- 6714).

X. NEW BUSINESS
X.1 Options to Deliver Wastewater and Stormwater Services beyond May 2027 1116 RECEIVE a presentation and DIRECT City staff to initiate procurement of a new agreement through a competitive procurement process to hire an operator to operate, maintain, and improve the City’s: a) wastewater treatment plant; b) wastewater collection system; and c) stormwater collection system – Public Works Department (Daniel Chavarria 510-620-5478/Tawfic Halaby 510-620- 5482/Bradley Harms 510-307-8094).

X.2 Flock Safety Contract Extension 1171
RECEIVE a presentation, APPROVE a transitional contract amendment, and PROVIDE direction to staff regarding the Flock CCTV system, Flock Drone as a First Responder (DFR) Program, and Flock Automated License Plate Reader (ALPR) System – Police Department (Chief Timothy Simmons 510-621- 1802).This item was continued from the March 3, 2026, meeting - Public comment is closed - for council deliberation and vote only. 3-17-26 CC MTG.
11 X.3 Update Regarding the City’s Ongoing and Planned Efforts Related to Immigration Enforcement Actions
1269
RECEIVE an initial report regarding the City’s ongoing and planned efforts related to safeguarding residents from federal civil immigration enforcement actions, including U.S. Customs and Immigration Enforcement (ICE) raids – City Manager’s Office/City Attorney’s Office (Shasa Curl/Shannon Moore 510- 620-6512). This item was continued from the March 3, 2026, meeting.

X.4 Cheese Park (La Moine Park) Improvements—Permanent Restrooms, Drinking Fountain, Playground Safety, Toddler-Area Fencing, Children’s Bike Garden, and Completion of Volunteer-Led Repainting
1304
ADOPT a resolution to DIRECT City staff to prepare a comprehensive work plan for improvements at Cheese Park (La Moine Park), including permanent restrooms, a drinking water fountain, playground restoration, safety fencing around the toddler area, completion of repainting started by volunteers, a design of park facilities that include sports courts, senior activity spaces, teen activity areas, and exercise/fitness amenities in consultation with the community, and improving the drainage for the area adjacent to the park that has historically been used as a soccer field, to restore its usability for soccer and other active recreation; and IDENTIFY feasible funding sources in Fiscal Year 2026–27 Capital Improvement Program and operating budget process - Councilmember Soheila Bana (510-672-3490)/Councilmember Claudia Jimenez (510-620-6565). This item was continued from the March 3, 2026, meeting.

X.5 Create and Implement Blue Envelope Program in Richmond 1311 DIRECT the city manager or their designee to create and implement a Blue Envelope Program for residents, including a promotional campaign to inform police officers, first responders, and of the new program and how to participate, and aim to roll out the program in April for Autism Awareness Month - Councilmember Cesar Zepeda (510-620-6593). This item was continued from the March 3, 2026, meeting.

Y. REPORTS OF OFFICERS: REFERRALS TO STAFF, AND GENERAL REPORTS (INCLUDING AB 1234 REPORTS)(limited to two minutes per Councilmember) Z. ADJOURNMENT
________________________
3-17-26 CC MTG.
12

March 17, 2026

Economic Development
Richmond Housing Authority (RHA)

DATE: March 17, 2026
TO: Chair Martinez and Members of the Board of
Commissioners of the Richmond Housing Authority
(RHA)
FROM:

Nannette Beacham, Director of Economic Development
Antoinette Terrell, RHA Executive Director
Gregory Palomino, Administrative Assistant

Subject:

Contract Amendment No. 1 with RK Roofing and
Construction Inc
FINANCIAL IMPACT: Gutter replacement and associated dry-rot repairs at Nystrom Village will be funded through the U.S.

Department of Housing and Urban Development (HUD)
annual allocation of Operating Subsidy and Capital Fund.

Due to the discovery of previously concealed dry rot and the required addition of roof-edge flashing, this
amendment increases the total not-to-exceed amount by
$322,000, from the original contracted amount of
$270,000 to a new not-to-exceed amount of $592,000.

Funding is included within the approved fiscal year 2025- 2026 RHA Capital Fund budget (Account String:
42141191 – 400701).

PREVIOUS COUNCIL
ACTION:

April 15, 2025

STATEMENT OF THE
ISSUE:

The Richmond Housing Authority entered into a contract
with RK Roofing and Construction, Inc. to perform gutter replacement services based on estimated conditions at
the time of contract execution. During the course of work, previously concealed dry rot and related deterioration
were discovered, requiring additional repair work. As a result, an amendment is necessary to increase the
AGENDA
REPORT
13

March 17, 2026
contract payment limit and extend the contract term to
allow for completion of the required work.

RECOMMENDED ACTION:

ADOPT a resolution to APPROVE the first contract
amendment with RK Roofing and Construction, Inc. for
gutter replacement at the Nystrom Village property,
increasing the payment limit by $322,000, for total
payment limit of $592,000, and extending the term
expiration through June 30, 2027 – Economic
Development Richmond Housing Authority (Nannette
Beacham/Antoinette Terrell/Gregory Palomino 510-621-
1300).

DISCUSSION:

On April 15, 2025, the Richmond Housing Authority (RHA) entered into a contract with RK Roofing and Construction, Inc. to perform gutter replacement work at Nystrom Village (Attachment 1). The original scope of work included removal and replacement of existing gutters and downspouts, installation of new fascia boards, and limited soffit repair as needed, based on visible conditions and standard assumptions at the time of contract execution.

During the course of performing gutter replacement work on Block A units, RK Roofing discovered previously concealed dry rot and deterioration affecting rafter tails and related roof edge components. These conditions were not visible until the existing gutters and fascia were removed. In areas impacted by dry rot, new fascia boards could not be securely fastened because the deteriorated lumber was unable to properly hold fasteners, necessitating additional repair work to ensure the integrity and longevity of the installation.

In addition, during removal of the existing gutters and fascia, RK Roofing observed that roof edge flashing (nosing) was missing from portions of the existing roof assemblies.

Roof edge flashing is required to properly direct water from the roof surface into the gutter system and to protect the joint between the roof sheathing and fascia (Attachment 2). The absence of this flashing allowed water to drain behind the fascia boards over time, contributing to the deterioration and dry rot discovered during construction. Installation of new roof edge flashing is necessary to ensure proper drainage, prevent future water intrusion, and avoid recurrence of the same conditions following gutter replacement.

To address these conditions and complete the work in accordance with applicable building codes and best construction practices, additional work beyond the original scope is required. This includes trimming and sistering dry rotted rafter tails to create a 14

March 17, 2026
secure nailing surface for new fascia boards, as well as installing new roof edge flashing to properly direct water into the gutter system which are both necessary to avoid reoccurrence of the same conditions following replacement.

Completion of gutter replacement and associated repairs for Block A resulted in significantly higher costs than initially anticipated due to the extent of concealed deterioration encountered. Following completion of Block A, RK Roofing evaluated the remaining blocks at Nystrom Village and observed similar dry rot conditions at Blocks B, C, and D. Based on these findings, it is anticipated that comparable repair work will be required across the remaining blocks in order to complete the project in a consistent and code-compliant manner.

As a result, the original contract authority of $270,000 is insufficient to complete the full scope of necessary gutter replacement and associated dry rot repairs across the project. The total estimated cost to complete the work for all blocks is approximately $592,000, requiring an increase in the contract’s not-to-exceed amount by $322,000.

Consequently, City staff are requesting that the City Council adopt a resolution approving a contract amendment with RK Rooking and Construction, Inc. to increase the payment limit and extend the contract term through June 30, 2027. This amendment is necessary to allow sufficient time to complete the expanded scope of work.

DOCUMENTS ATTACHED:

Attachment 1 – Original Contract
Attachment 2 – RK Roofing Photos
Attachment 3 – Resolution
Attachment 4 – Contract Amendment No.1

15 RICHMOND HOUSING AUTHORITY

PURCHASE OF SERVICES CONTRACT
Project Mgr: __________________________________ Project Mgr Phone No:

Project Description: _______________________________________________________________ The parties to this Purchase of Services Contract (Contract) do mutually agree and promise as follows:

1. Parties. The parties to this Contract are the Housing Authority of the City of Richmond, California, (Authority) and the following named Contractor:
(NAME) _________________________________
(Street Address) ___________________________
(City, State, Zip Code) ______________________
(Taxpayer ID No.) ________________________
(Vendor No.)
(Richmond Business License No.) ________________ (Expiration Date) An California [ ] corporation, [ ] partnership, [ ] private individual, [ ] nonprofit corporation, [ ] religious institution, [ ] sole proprietor, [ ] other (Please check appropriate box)

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

3. Payment Limit. Authority's total payments to Contractor under this Contract shall not exceed $ _____________ . The Authority shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the Authority's Executive Director if the total contract amount does not exceed $10,000 or without the prior approval of the Board of Commissioners if the total contract amount is over $10,000.

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

Gregory Palomino
(510) 621-1361
Gutter Replacement for Nystrom Village
RK Roofing & Construction Inc.
249 Estudillo Ave.

San Leandro, CA 94577
40067674
April 15, 2025
June 30, 2026
270,000
17059
12/31/2025
✔
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 202072047
16 Authority's Obligations. Authority shall make to the Contractor those payments described in the Payment Provisions attached hereto which are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

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

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

HOUSING AUTHORITY OF CONTRACTOR:

THE CITY OF RICHMOND
By ________________________________________ By __________________________________ Title Title
Date Signed ________________________________ Date Signed

LIST OF ATTACHMENTS:

Service Plan
Payment Provisions
Insurance Provisions
General Conditions
Special Conditions
(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign below.)
By _________________________________
Title ________________________________
Date Signed __________________________
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit corporation, this
Contract (1) must be signed by (a) the
Chairperson of the Board, President or Vice
President and (b) the Secretary, any Assistant
Secretary, the Chief Financial Officer or any
Assistant Treasurer and (2) should be
accompanied by completed notary
acknowledgment forms.)
[Complete the notary acknowledgments
which are attached hereto.]
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 9/24/2025
Kenneth Nwokedi
President
9/24/2025
Executive Director
17 SERVICE PLAN
See the Special Conditions page.

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 18 PAYMENT PROVISIONS
(PLEASE NOTE THAT THE HOUSING AUTHORITY OF THE CITY OF RICHMOND

SHALL NOT PAY FOR SERVICES THAT EXCEED THE CONTRACT PAYMENT LIMIT

WITHOUT THE PRIOR WRITTEN APPROVAL OF THE ADMINISTRATOR IF THE TOTAL EXCESS CONTRACT AMOUNT DOES NOT EXCEED $10,000.00 OR WITHOUT

THE PRIOR APPROVAL OF THE AGENCY BOARD IF THE TOTAL EXCESS CONTRACT AMOUNT IS OVER $10,000.00.)

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

2. Any and all payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photo copying, meals and travel, etc). Invoices, shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the Authority.

Contractor may be required to provide back-up material upon request.

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

Attention: Accounts Payable, Finance
Department Project Manager:

P. O. Box 4046
Richmond, CA 94804-0046

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

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

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

7. All insurance coverage required by this Contract shall be provided by the Contractor before any payment under this Contract shall be authorized and the insurance coverage must be kept current during the term of this Contract for payments to continue to be authorized.

Gregory Palomino
Gregory Palomino
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 19 INSURANCE PROVISIONS
During the entire term of this Contract and any extension or modification thereof, the Contractor shall keep in effect insurance policies meeting the insurance requirements specified in the insurance provisions which are attached hereto and incorporated herein by this reference.

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 20 GENERAL CONDITIONS
1 Compliance with Law. CONTRACTOR shall be subject to and comply with all Federal, State and local laws and regulations applicable with respect to its performance under this Contract, including but not limited to, licensing, employment and purchasing practices; and wages, hours, and conditions of employment.

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

Records.

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

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

4. Reporting Requirements. CONTRACTOR shall include in all documents or written reports completed and submitted to AUTHORITY in accordance with this Contract a separate section listing the numbers and dollar amounts of all contracts and subcontracts relating to the preparation of each such document or written report.

5. Termination.

5.1 Written Notice. This Contract may be terminated by either party, at their sole discretion, upon thirty-day (30) advance written notice thereof to the other, and may be canceled immediately by written mutual consent.

5.2 Failure to Perform.

5.2.1 The AUTHORITY upon written notice to CONTRACTOR, may immediately terminate this Contract should the CONTRACTOR fail to perform properly any of its obligations hereunder. In the event of such termination, the AUTHORITY may proceed with the work in any reasonable manner it chooses.

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5.2.2 In lieu of termination, the AUTHORITY has the right to withhold payment to the CONTRACTOR when, in the opinion of the AUTHORITY expressed in writing to the CONTRACTOR,

5.2.2.1 The CONTRACTOR'S performance, in whole or in part, either has not been carried out or is insufficiently
documented;

5.2.2.2 The CONTRACTOR has neglected, failed, or refused to furnish information or to cooperate with any inspection, review, or audit of its program, work, or records; or

5.2.2.3 The CONTRACTOR has failed to sufficiently itemize or document its demand(s) for payment.

5.3 Cessation of Funding. Notwithstanding Paragraph 5.1 above, in the event that Federal, State, or other non-AUTHORITY funding for this Contract ceases, this Contract may be terminated immediately by AUTHORITY upon written notice.

6. Entire Agreement. This Contract contains all the terms and conditions agreed upon by the parties. Except as expressly provided herein, no other understandings, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of the parties hereto.

7. Further Specifications for Operating Procedures. Detailed specifications of operating procedures and budgets required by this Contract, including but not limited to, monitoring, auditing, billing, or regulatory changes, may be developed and set forth in written Information Agreements between the CONTRACTOR and the AUTHORITY. Such Information Agreements shall be designated as such and shall not be amendments to this Contract except to the extent that they further detail or clarify that which is already required hereunder. Such Information Agreements may not enlarge in any manner the scope of this Contract, including any sums of money to be paid the CONTRACTOR as provided herein.

8. Modifications and Amendments.

8.1 General Amendments. This Contract may be modified or amended by a written document executed by this CONTRACTOR and the AUTHORITY'S Board of Commissioners or, after Board approval, by its designee, subject to any required State or Federal approval.

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8.2 Administrative Amendments. Subject to the Payment Limit, the Payment Provisions and the Service Plan may be amended by a written administrative amendment executed by the CONTRACTOR and AUTHORITY's Executive Director subject to any required State or Federal approval, provided that such administrative amendments may not materially change the Payment Provisions or the Service Plan.

9. Disputes. Disagreements between the AUTHORITY and CONTRACTOR concerning the meaning, requirements, or performance of this Contract shall be subject to final determination, in writing, in accordance with the applicable procedures (if any) required by the State or Federal Government.

10. Choice of Law and Jurisdiction.

10.1 This Contract is made in Contra Costa County and shall be governed and construed in accordance with laws of the State of California.

10.2 Any action relating to this Contract shall be instituted and prosecuted in the courts of Contra Costa County, State of California.

11. Conformation with Federal and State Regulations. Should Federal or State regulations touching upon the subject of this Contract be adopted or revised during the term hereof, this Contract may be amended to assure conformance with such Federal or State requirements.

12. No Waiver by Authority. Subject to Paragraph 9 (Disputes) of these General Conditions, inspections or approvals, or statements by any officer, agent or employee of the AUTHORITY relating to the CONTRACTOR's performance, or payments therefor, or any combination of these acts, shall not relieve the CONTRACTOR'S obligation to fulfill this Contract as prescribed; nor shall the AUTHORITY 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.

13. Subcontract and Assignment. 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 AUTHORITY's Board of Commissioners or its designee, subject to any required State or Federal approval.

14. Independent Contract Status. This Contract is by and between two independent CONTRACTORS and is not intended to and shall not be construed to create the Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 23 GENERAL CONDITIONS Page 5
relationship of agent, servant, employee, partnership, joint venture or association.

15. Conflicts of Interest. CONTRACTOR promises and attests that the CONTRACTOR and any members of its governing body shall avoid any actual or potential conflicts of interest. If CONTRACTOR is a corporation, CONTRACTOR agrees to furnish to the AUTHORITY upon demand a valid copy of its most recently adopted bylaws and also a complete and accurate list of its governing body (Board of Directors or Trustees) and to timely update said bylaws or the list of its governing body as changes in such governance occur.

16. Confidentiality.

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

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

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

16.2 CONTRACTOR agrees to inform all employees, agents and partners of the above provisions, and that any person knowingly and intentionally disclosing such information other than as authorized by law may be guilty of a misdemeanor.

17. Nondiscrimination - CONTRACTOR. CONTRACTOR agrees to observe the provisions of Section 2.28.030 of the Municipal Code of the City of Richmond, obligating every CONTRACTOR under a Contract with the CITY for public work or for goods or for services to refrain from discriminatory employment or subcontracting practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employees, any applicant for employment for any potential subcontractor. Said Section

2.28.030 is, by this reference, made a part of this Contract.

18. Indemnification. The CONTRACTOR shall defend, save harmless and indemnify the AUTHORITY and its officers, agents and employees from any and all claims, costs and Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 24 GENERAL CONDITIONS Page 6
liability for any damages, sickness, death or injury to persons or property arising from, or connected with, the operations or services of the CONTRACTOR or its agents, servants, employees or subcontractors hereunder, save and except claims or litigation arising from the sole negligence or willful misconduct of the AUTHORITY or its officers or employees.

CONTRACTOR shall reimburse the AUTHORITY for any expenditures, including reasonable attorney's fees, incurred by the AUTHORITY in pursuit or defense of matters that are the subject of this indemnification. If requested by the AUTHORITY, the CONTRACTOR shall defend any claims or litigation to which this indemnification provision applies at the sole cost and expense of the CONTRACTOR.

19. Notices. All notices provided for by this Contract shall be in writing and may be delivered by deposit in the United States mail, postage prepaid. Notices to the AUTHORITY shall be addressed to the AUTHORITY's Executive Director. Notices to the CONTRACTOR shall be addressed to the CONTRACTOR's address designated herein. The effective date of notice to the CONTRACTOR shall be the date of receipt by CONTRACTOR. The effective date of notice to the AUTHORITY shall be the date of receipt by the AUTHORITY's Executive Director.

20. Primacy of General Conditions. Except for Special Conditions which expressly supersede General Conditions, the Special Conditions (if any) and Service Plan do not limit any term of the General Conditions.

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

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

23. No Third-Party Beneficiaries. Notwithstanding mutual recognition that services under this Contract may provide some aid or assistance to members of the AUTHORITY's population, it is not the intention of either the AUTHORITY or CONTRACTOR that such individuals occupy the position of intended third-party beneficiaries of the obligations assumed by either party to this Contract.

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24. Copyrights and Rights in Data. CONTRACTOR shall not publish or transfer any materials produced or resulting from activities supported by this Contract without the express prior written consent of the AUTHORITY's Executive Director. If any material is subject to copyright, the AUTHORITY reserves the right to copyright such, and the CONTRACTOR agrees not to copyright such material. If the material is copyrighted by CONTRACTOR, the AUTHORITY reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish, and use such materials, in whole or in part, and to authorize others to do so.

25. Changes and Extra Work.

25.1 When Changes in the Services Plan are required by AUTHORITY or requested by CONTRACTOR, CONTRACTOR shall promptly estimate their effect on the cost of the services, and on its time schedule, and so notify AUTHORITY in writing.

25.2 No Change shall be implemented by CONTRACTOR unless it is approved by AUTHORITY in writing. Unless otherwise agreed to in writing, all provisions of this Contract shall apply to all Changes in the Service Plan.

25.3 If AUTHORITY determines that a Change materially affects the total value or time of performance of this Contract, CONTRACTOR and AUTHORITY will mutually agree in writing to an equitable adjustment.

25.4 Within the limits of the Contract Payment Limit of this Contract, AUTHORITY may request Extra Work to be performed by CONTRACTOR. Extra Work is defined as work which was not authorized in the original Contract, and is, subsequent to the execution of this Contract by all parties hereto, determined by the AUTHORITY to be necessary for the Project. Upon receipt of an Extra Work authorization from AUTHORITY's Authorized Representative, CONTRACTOR shall continue performance of the services as revised by the authorization.

25.5 If AUTHORITY determines that revisions to the Contract Payment Limit, Service Plan, Payment Provisions, or other parts of the Contract are necessary, the revisions shall be mutually agreed upon and incorporated herein through the execution of written amendments to this Contract.

26. Survival.

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

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 26 GENERAL CONDITIONS Page 8
Performance and Final Acceptance.

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

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

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

27.4 If warranted, AUTHORITY shall determine, and CONTRACTOR may request such determination, that CONTRACTOR has satisfactorily completed performance of this Contract. Upon such determination, AUTHORITY shall issue to CONTRACTOR a written Notice of Final Acceptance, after which CONTRACTOR shall not incur further costs under this Contract.

CONTRACTOR shall respond to such Notice of Final Acceptance by executing and submitting to AUTHORITY a Release and Certificate of Final Payment.

28. 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 any cause, existing or future, which is beyond the reasonable control of such party.

29. 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, AUTHORITY 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 Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 27 GENERAL CONDITIONS Page 9
thereof, shall not be affected thereby.

30. Authorized Representatives and Notices.

30.1 AUTHORITY and CONTRACTOR shall each designate, below, an Authorized Representative who has authority to act on its behalf in the administration of this Contract.

30.2 Written notification to the other party shall be provided, in advance, of changes in name or address of such Authorized Representatives.

30.3 Notices provided for under this Contract shall be in writing, and shall be served on the Authorized Representative of the receiving party, either personally or at the party's offices, or by registered or certified mail to its office address.

30.4 AUTHORITY hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

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

31. Pursuant to Richmond Municipal Code Section 7.04.030, the Contractor must have, or must obtain, a City of Richmond business license before any provision of this Contract will be deemed to take effect.

Gregory Palomino
450 Civic Center Plaza 2nd Floor
Richmond, CA 94804
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 San Leandro,CA 94577
249 Estudillo Ave
Amanda Kobler
28 SPECIAL CONDITIONS

1. Contractor shall provide gutter replacement for Nystrom Village at the rates set forth the in the document entitled “Gutter Replacements Nystrom Village, Richmond” which is attached hereto and incorporated herein by this reference.

2. Contractor shall abide by the Scope of Services as described in the document entitled “Request for Proposals (RFP) Gutter Replacement Contractor” which is incorporated herein by this reference and stated below:
a. Site Assessment
i. Conduct a thorough site inspection to document the current condition of the gutter systems.
ii. Verify measurements and confirm the scope of work for each building. iii. Identify any additional repairs required to the fascia, soffits, or other related components.
b. Removal of Existing Gutters
i. Safely remove and dispose of all existing gutters and downspouts. ii. Ensure minimal disruption to residents and protect property during the removal process.
c. Installation of New Gutter Systems
i. Supply and install aluminum gutters or approved equivalent, ensuring durability and efficient water management.
ii. Install new downspouts
iii. Replace and reset all existing splash blocks to ensure proper water distribution away from building foundations
iv. Use corrosion-resistant fasteners and brackets for secure attachment. d. Repairs and Adjustments
i. Repair or replace any damaged fascia boards, soffits, or related structural components as needed.
ii. Seal and waterproof all joints and connections to prevent leaks. e. Cleanup and Disposal
i. Remove all debris from the site and dispose of materials in compliance with local regulations.
ii. Conduct a final walkthrough to ensure the site is clean and safe. f. Final Inspection and Handover
i. Perform a comprehensive inspection of the completed work with representatives from RHA.
ii. Provide documentation of the completed work, including warranties for materials and workmanship

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 29 3. In addition to the General Conditions set forth herein, Contractor shall comply with the terms and conditions set forth in the documents entitled "General Conditions for Non- Construction Contracts Section I" (HUD-5370-C Section I), “General Conditions for Non-Construction Contracts Section II” (HUD-5370-C Section II), “Certifications and Representations of Offerors” (HUD-5369-C), “Certification Regarding Debarment and Suspension” (HUD-2992), and “Equal Employment Opportunity Certification” (HUD- 92010) which is attached hereto and incorporated herein by this reference. If there are any conflicts between the terms and conditions set forth in the General Conditions set forth herein and the terms and conditions set forth in the attached document, the terms and conditions set forth in the attached document shall take precedence and shall prevail.

4. In addition to the General Conditions set forth herein, Contractor shall comply with the terms and conditions set forth in the documents entitled “City of Richmond Sanctuary City Compliance Statement” which is attached hereto and incorporated herein by this reference.

5. Contractor shall provide the insurance coverage set forth in the document entitled "City of Richmond — Insurance Requirements — Type 1: “Consultants and Contractors" which is attached hereto and incorporated herein by this reference. Contractor shall maintain said coverage during the entire term of this contract. However, wherever the document refers to the "City of Richmond" or the "CITY", the Contractor shall substitute the words "Housing Authority of the City of Richmond" or "Authority".

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 30

4) PROPOSED RATES & FEES Gutters: $22.50 per linear foot Downspouts: $5.25 per linear foot Fascia Boards: $22.50 per linear foot Splash Blocks: $35 each 5) COMPLETED ATTACHMENTS Enclosed.

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 31 General Conditions for Non-Construction
Contracts
Section I – (With or without Maintenance Work)
U.S. Department of Housing and Urban
Development
Office of Public and Indian Housing
Office of Labor Relations
OMB Approval No. 2577-0157 (exp. 1/01/2014)

Public Reporting Burden for this collection of information is estimated to average 0.08 hours per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of info rmation. Send comments regarding this burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Reports Management Officer, Office of Information Policies and Systems, U.S. Department of Housing and Urban Development, Washington, D.C. 20410-3600; and to the Office of Management and Budget, Paperwork Reduction Project (2577-0157), Washington, D.C. 20503. Do not send this completed form to either of these addressees.

Applicability. This form HUD-5370-C has 2 Sections. These Sections must be inserted into non-construction contracts as described below:

1) Non-construction contracts (without maintenance)
greater than $100,000 - use Section I;
2) Maintenance contracts (including nonroutine
maintenance as defined at 24 CFR 968.105) greater than
$2,000 but not more than $100,000 - use Section II; and 3) Maintenance contracts (including nonroutine
maintenance), greater than $100,000 – use Sections I
and II.
====================================================
Section I - Clauses for All Non-Construction Contracts greater than $100,000
====================================================

1. Definitions

The following definitions are applicable to this contract:
(a) "Authority or Housing Authority (HA)" means the
Housing Authority.
(b) "Contract" means the cont ract entered into between the Authority and the Contractor. It includes the contract form, the Certifications and Representations, these contract
clauses, and the scope of work. It includes all formal
changes to any of those documents by addendum, Change
Order, or other modification.
(c) "Contractor" means the person or other entity entering into the contract with the Authority to perform all of the work required under the contract.
(d) "Day" means calendar days, unless otherwise stated. (e) "HUD" means the Secretary of Housing and Urban
development, his delegates, successors, and assigns, and the officers and employees of the United States
Department of Housing and Urban Development acting for
and on behalf of the Secretary.

2. Changes

(a) The HA may at any time, by written order, and without notice to the sureties, if any, make changes within the general scope of this contract in the services to be
performed or supplies to be delivered.
(b) If any such change causes an increase or decrease in the hourly rate, the not-to-exceed amount of the contract, or the time required for performance of any part of the work under this contract, whether or not changed by the order, or otherwise affects the conditions of this contract, the HA shall make an equitable adjustment in the not-to-exceed amount, the hourly rate, the delivery schedule, or other affected terms, and shall modify the contract accordingly. (c) The Contractor must assert its right to an equitable adjustment under this clause within 30 days from the date of receipt of the written order. However, if the HA decides that the facts justify it, the HA may receive and act upon a proposal submitted before final payment of the contract. (d) Failure to agree to any adjustment shall be a dispute under clause Disputes, herein. However, nothing in this clause shall excuse the Contractor from proceeding with the
contract as changed.
(e) No services for which an additional cost or fee will be charged by the Contractor shall be furnished without the prior written consent of the HA.

3. Termination for Convenience and Default

(a) The HA may terminate this cont ract in whole, or from time to time in part, for the HA's convenience or the failure of the Contractor to fulfill the contract obligations (default).

The HA shall terminate by delivering to the Contractor a written Notice of Termination specifying the nature, extent, and effective date of the termination. Upon receipt of the notice, the Contractor shall: (i) immediately discontinue all services affected (unless the notice directs otherwise); and (ii) deliver to the HA all information, reports, papers, and other materials accumulated or generated in performing
this contract, whether completed or in process.
(b) If the termination is for the convenience of the HA, the HA shall be liable only for payment for services rendered
before the effective date of the termination.
(c) If the termination is due to the failure of the Contractor to fulfill its obligations under the contract (default), the HA may (i) require the Contractor to deliver to it, in the manner and to the extent directed by the HA, any work as
described in subparagraph (a)(ii) above, and compensation be determined in accordance with the Changes clause,
paragraph 2, above; (ii) take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable for any additional cost incurred by the HA; (iii) withhold any payments to the Contractor, for the purpose of off-set or partial payment, as the case may be, of amounts owed to the HA by the Contractor.
(d) If, after termination for failure to fulfill contract obligations (default), it is determined that the Contractor had not failed, the termination shall be deemed to have been effected for the convenience of the HA, and the Contractor shall been titled to payment as described in paragraph (b) above.
(e) Any disputes with regard to this clause are expressly made subject to the terms of clause titled Disputes herein.

4. Examination and Retention of Contractor's Records

(a) The HA, HUD, or Comptrolle r General of the United States, or any of their duly authorized representatives shall, until 3 years after final payment under this contract, have access to and the right to examine any of the Contractor's directly pertinent books, documents, papers, or other records
involving transactions related to this contract for the purpose of making audit, examination, excerpts, and
transcriptions.

Section I - Page 1 of 6

form HUD-5370-C (10/2006)

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(b) The Contractor agrees to incl ude in first-tier subcontracts under this contract a clause substantially the same as
paragraph (a) above. "Subcontract," as used in this clause, excludes purchase orders not exceeding $10,000.
(c) The periods of access and examination in paragraphs (a) and (b) above for records relating to:
(i) appeals under the clause titled Disputes;
(ii) litigation or settlement of claims arising from the performance of this contract; or,
(iii) costs and expenses of this contract to which the HA, HUD, or Comptroller General or any of their duly
authorized representatives has taken exception shall
continue until disposition of such appeals, litigation, claims, or exceptions.

5. Rights in Data (Ownership and Proprietary Interest)

The HA shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all information, materials and documents discovered or produced by Contractor pursuant to the terms of this Contract, including but not limited to reports, memoranda or letters concerning the research and reporting tasks of this Contract.

6. Energy Efficiency

The contractor shall comply with all mandatory standards and policies relating to energy efficiency which are contained in the energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub.L. 94-163) for the State in which the work under this contract is performed.

7. Disputes

(a) All disputes arising under or relating to this contract, except for disputes arising under clauses contained in Section III, Labor Standards Provisions, including any claims for
damages for the alleged breach there of which are not
disposed of by agreement, shall be resolved under this
clause.
(b) All claims by the Contract or shall be made in writing and submitted to the HA. A claim by the HA against the
Contractor shall be subject to a written decision by the HA. (c) The HA shall, with reasonabl e promptness, but in no event in no more than 60 days, render a decision concerning any claim hereunder. Unless the Contractor, within 30 days
after receipt of the HA's decision, shall notify the HA in writing that it takes exception to such decision, the decision shall be final and conclusive.
(d) Provided the Contractor has (i) given the notice within the time stated in paragraph (c) above, and (ii) excepted its claim relating to such decision from the final release, and (iii) brought suit against the HA not later than one year after receipt of final payment, or if final payment has not been made, not later than one year after the Contractor has had a reasonable time to respond to a written request by the HA that it submit a final voucher and release, whichever is earlier, then the HA's decision shall not be final or
conclusive, but the dispute shall be determined on the
merits by a court of competent jurisdiction.
(e) The Contractor shall proceed diligently with performance of this contract, pending final resolution of any request for relief, claim, appeal, or action arising under the contract, and comply with any decision of the HA.

8. Contract Termination; Debarment

A breach of these Contract clauses may be grounds for
termination of the Contract and for debarment or denial of participation in HUD programs as a Contractor and a
subcontractor as provided in 24 CFR Part 24.

9. Assignment of Contract

The Contractor shall not assign or transfer any interest in this contract; except that claims for monies due or to become due from the HA under the contract may be assigned to a bank, trust company, or other financial institution. If the Contractor is a partnership, this contract shall inure to the benefit of the surviving or remaining member(s) of such partnership approved by the HA.

10. Certificate and Release

Prior to final payment under this contract, or prior to settlement upon termination of this contract, and as a condition precedent thereto, the Contractor shall execute and deliver to the HA a certificate and release, in a form acceptable to the HA, of all claims against the HA by the Contractor under and by virtue of this contract, other than such claims, if any, as may be specifically excepted by the Contractor in stated amounts set forth therein.

11. Organizational Conflicts of Interest

(a) The Contractor warrants that to the best of its knowledge and belief and except as otherwise disclosed, it does not have any organizational conflict of interest which is defined as a situation in which the nature of work under this
contract and a contractor's organizational, financial,
contractual or other interests are such that:
(i) Award of the contract may result in an unfair
competitive advantage; or
(ii) The Contractor's objectiv ity in performing the contract work may be impaired.
(b) The Contractor agrees that if after award it discovers an organizational conflict of interest with respect to this contract or any task/delivery order under the contract, he or she shall make an immediate and full disclosure in writing to the Contracting Officer which shall include a description of the action which the Contractor has taken or intends to take to eliminate or neutralize the conflict. The HA may, however, terminate the contract or task/delivery order for the convenience of the HA if it would be in the best interest of the HA.
(c) In the event the Contractor was aware of an organizational conflict of interest before the award of this contract and intentionally did not disclose the conflict to the Contracting Officer, the HA may terminate the contract for default. (d) The terms of this clause shall be included in all
subcontracts and consulting agreements wherein the work to be performed is similar to the service provided by the prime Contractor. The Contractor shall include in such
subcontracts and consulting agreements any necessary
provisions to eliminate or neutralize conflicts of interest.

12. Inspection and Acceptance

(a) The HA has the right to review, require correction, if necessary, and accept the work products produced by the Contractor. Such review(s) shall be carried out within 30 days so as to not impede the work of the Contractor. Any

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product of work shall be deemed accepted as submitted if the HA does not issue written comments and/or required
corrections within 30 days from the date of receipt of such product from the Contractor.
(b) The Contractor shall make any required corrections
promptly at no additional charge and return a revised copy of the product to the HA within 7 days of notification or a later date if extended by the HA.
(c) Failure by the Contractor to proceed with reasonable promptness to make necessary corrections shall be a
default. If the Contractor's submission of corrected work remains unacceptable, the HA may terminate this contract (or the task order involved) or reduce the contract price or cost to reflect the reduced value of services received.

13. Interest of Members of Congress

No member of or delegate to the Congress of the United States of America or Resident Commissioner shall be admitted to any share or part of this contract or to any benefit to arise there from, but this provision shall not be construed to extend to this contract if made with a corporation for its general benefit.

14. Interest of Members, Offi cers, or Employees and Former Members, Officers, or Employees

No member, officer, or employee of the HA, no member of the governing body of the locality in which the project is situated, no member of the governing body in which the HA was activated, and no other pubic official of such locality or localities who exercises any functions or responsibilities with respect to the project, shall, during his or her tenure, or for one year thereafter, have any interest, direct or indirect, in this contract or the proceeds thereof.

15. Limitation on Payments to Influence Certain Federal Transactions

(a) Definitions. As used in this clause:
"Agency", as defined in 5 U.S.C. 552(f), includes Federal executive departments and agencies as well as independent regulatory commissions and Government corporations, as
defined in 31 U.S.C. 9101(1).
"Covered Federal Action" means any of the following
Federal actions:
(i) The awarding of any Federal contract;
(ii) The making of any Federal grant;
(iii) The making of any Federal loan;
(iv) The entering into of any cooperative agreement; and, (v) The extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement.

Covered Federal action does not include receiving from an agency a commitment providing for the United States to insure or guarantee a loan.
"Indian tribe" and "tribal organization" have the meaning provided in section 4 of the Indian Self-Determination and Education Assistance Act (25 U.S.C. 450B). Alaskan Natives are included under the definitions of Indian tribes in that Act. "Influencing or attempting to influence" means making, with the intent to influence, any communication to or appearance before an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any covered
Federal action.
"Local government" means a unit of government in a State and, if chartered, established, or otherwise recognized by a State for the performance of a governmental duty, including a local public authority, a special district, an intrastate district, a council of governments, a sponsor group representative
organization, and any other instrumentality of a local
government.
"Officer or employee of an agency" includes the following individuals who are employed by an agency:
(i) An individual who is appointed to a position in the Government under title 5, U.S.C., including a position
under a temporary appointment;
(ii) A member of the uniformed services as defined in
section 202, title 18, U.S.C.;
(iii) A special Government employee as defined in section 202, title 18, U.S.C.; and,
(iv) An individual who is a member of a Federal advisory committee, as defined by the Federal Advisory
Committee Act, title 5, appendix 2.
“Person" means an individual, corporation, company,
association, authority, firm, partnership, society, State, and local government, regardless of whether such entity is operated for profit or not for profit. This term excludes an Indian tribe, tribal organization, or other Indian organization with respect to expenditures specifically permitted by other Federal law. "Recipient" includes all contractors, subcontractors at any tier, and subgrantees at any tier of the recipient of funds received in connection with a Federal contract, grant, loan, or cooperative agreement. The term excludes an Indian tribe, tribal organization, or any other Indian organization with respect to expenditures specifically permitted by other Federal law. "Regularly employed means, with respect to an officer or employee of a person requesting or receiving a Federal
contract, grant, loan, or cooperative agreement, an officer or employee who is employed by such person for at least 130 working days within one year immediately preceding the date of the submission that initiates agency consideration of such person for receipt of such contract, grant, loan, or cooperative agreement. An officer or employee who is employed by such person for less than 130 working days within one year
immediately preceding the date of submission that initiates agency consideration of such person shall be considered to be regularly employed as soon as he or she is employed by such person for 130 working days.
"State" means a State of the United States, the District of Columbia, the Commonwealth of Puerto Rico, a territory or possession of the United States, an agency or instrumentality of a State, and a multi-State, regional, or interstate entity having governmental duties and powers.
(b) Prohibitio n.
(i) Section 1352 of title 31, U. S.C. provides in part that no appropriated funds may be expended by the recipient
of a Federal contract, grant, loan, or cooperative
agreement to pay any person for influencing or
attempting to influence an officer or employee of any
agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member
of Congress in connection with any of the following
covered Federal actions: the awarding of any Federal
contract, the making of any Federal grant, the making
of any Federal loan, the entering into of any
cooperative agreement, and the extension,
continuation, renewal, amendment, or modification of
any Federal contract, grant, loan, or cooperative
agreement.
(ii) The prohibition does not apply as follows:

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(1) Agency and legislative liaison by Own
Employees.
(a) The prohibition on the use of appropriated
funds, in paragraph (i) of this section, does not
apply in the case of a payment of reasonable
compensation made to an officer or employee of
a person requesting or receiving a Federal
contract, grant, loan, or cooperative agreement, if
the payment is for agency and legislative
activities not directly related to a covered Federal
action.
(b) For purposes of paragraph (b)(i)(1)(a) of
this clause, providing any information specifically
requested by an agency or Congress is permitted
at any time.
(c) The following agency and legislative liaison
activities are permitted at any time only where
they are not related to a specific solicitation for
any covered Federal action:
(1) Discussing with an agency
(including individual demonstrations) the qualities
and characteristics of the person's products or
services, conditions or terms of sale, and service
capabilities; and,
(2) Technical discussions and other
activities regarding the application or adaptation
of the person's products or services for an
agency's use.
(d) The following agency and legislative liaison
activities are permitted where they are prior to
formal solicitation of any covered Federal action:
(1) Providing any information not
specifically requested but necessary for an
agency to make an informed decision about
initiation of a covered Federal action;
(2) Technical discussions regarding the
preparation of an unsolicited proposal prior to its
official submission; and
(3) Capability presentations by persons
seeking awards from an agency pursuant to the
provisions of the Small Business Act, as
amended by Public Law 95-507 and other
subsequent amendments.
(e) Only those activities expressly authorized
by subdivision (b)(ii)(1)(a) of this clause are
permitted under this clause.
(2) Professional and technical services.
(a) The prohibition on the use of appropriated
funds, in subparagraph (b)(i) of this clause,
does not apply in the case of-
(i) A payment of reasonable compensation
made to an officer or employee of a
person requesting or receiving a
covered Federal action or an extension,
continuation, renewal, amendment, or
modification of a covered Federal
action, if payment is for professional or
technical services rendered directly in
the preparation, submission, or
negotiation of any bid, proposal, or
application for that Federal action or for
meeting requirements imposed by or
pursuant to law as a condition for
receiving that Federal action.
(ii) Any reasonable payment to a person,
other than an officer or employee of a
person requesting or receiving a
covered Federal action or an extension,
continuation, renewal, amendment, or
modification of a covered Federal action
if the payment is for professional or
technical services rendered directly in
the preparation, submission, or
negotiation of any bid, proposal, or
application for that Federal action or for
meeting requirements imposed by or
pursuant to law as a condition for
receiving that Federal action. Persons
other than officers or employees of a
person requesting or receiving a
covered Federal action include
consultants and trade associations.
(b) For purposes of subdivision (b)(ii)(2)(a) of
clause, "professional and technical services"
shall be limited to advice and analysis
directly applying any professional or
technical discipline.
(c) Requirements imposed by or pursuant to law
as a condition for receiving a covered
Federal award include those required by law
or regulation, or reasonably expected to be
required by law or regulation, and any other
requirements in the actual award
documents.
(d) Only those services expressly authorized by
subdivisions (b)(ii)(2)(a)(i) and (ii) of this
section are permitted under this clause.
(iii) Selling activities by independent sales
representatives.
(c) The prohibition on the us e of appropriated funds, in subparagraph (b)(i) of this clause, does not apply to the following selling activities before an agency by independent sales representatives, provided such activities are prior to formal solicitation by an agency and are specifically limited to the merits of the matter:
(i) Discussing with an agency (including individual
demonstration) the qualities and characteristics of the person's products or services, conditions or terms of
sale, and service capabilities; and
(ii) Technical discussions and other activities regarding the application or adaptation of the person's products
or services for an agency's use.
(d) Agreement. In accepting any contract, grant, cooperative agreement, or loan resulting from this solicitation, the person submitting the offer agrees not to make any
payment prohibited by this clause.
(e) Penalties. Any person who makes an expenditure
prohibited under paragraph (b) of this clause shall be
subject to civil penalties as provided for by 31 U.S.C. 1352.

An imposition of a civil penalty does not prevent the
Government from seeking any other remedy that may be
applicable.
(f) Cost Allowability. Nothing in this clause is to be interpreted to make allowable or reasonable any costs which would be unallowable or unreasonable in accordance with Part 31 of the Federal Acquisition Regulation (FAR), or OMB
Circulars dealing with cost allowability for recipients of assistance agreements. Conversely, costs made
specifically unallowable by the requirements in this clause will not be made allowable under any of the provisions of FAR Part 31 or the relevant OMB Circulars.

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16. Equal Employment Opportunity

During the performance of this contract, the Contractor agrees as follows:
(a) The Contractor shall not di scriminate against any employee or applicant for employment because of race, color,
religion, sex, or national origin.
(b) The Contractor shall take a ffirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color,
religion, sex, or national origin. Such action shall include, but not be limited to (1) employment; (2) upgrading; (3) demotion; (4) transfer; (5) recruitment or recruitment
advertising; (6) layoff or termination; (7) rates of pay or other forms of compensation; and (8) selection for training, including apprenticeship.
(c) The Contractor shall post in conspicuous places available to employees and applicants for employment the notices to be provided by the Contracting Officer that explain this clause.
(d) The Contractor shall, in al l solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin.
(e) The Contractor shall send, to each labor union or
representative of workers with which it has a collective bargaining agreement or other contract or understanding, the notice to be provided by the Contracting Officer
advising the labor union or workers' representative of the Contractor's commitments under this clause, and post
copies of the notice in conspicuous places available to employees and applicants for employment.
(f) The Contractor shall comp ly with Executive Order 11246, as amended, and the rules, regulations, and orders of the Secretary of Labor.
(g) The Contractor shall furn ish all information and reports required by Executive Order 11246, as amended and by
rules, regulations, and orders of the Secretary of Labor, or pursuant thereto. The Contractor shall permit access to its books, records, and accounts by the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(h) In the event of a determination that the Contractor is not in compliance with this clause or any rule, regulation, or order of the Secretary of Labor, this contract may be canceled, terminated, or suspended in whole or in part, and the
Contractor may be declared ineligible for further
Government contracts, or federally assisted construction contracts under the procedures authorized in Executive
Order 11246, as amended. In addition, sanctions may be
imposed and remedies invoked against the Contractor as
provided in Executive Order 11246, as amended, the rules, regulations, and orders of the Secretary of Labor, or as otherwise provided by law.
(i) The Contractor shall include the terms and conditions of this clause in every subcontract or purchase order unless exempted by the rules, regulations, or orders of the
Secretary of Labor issued under Executive Order 11246, as amended, so that these terms and conditions will be
binding upon each subcontractor or vendor. The
Contractor shall take such action with respect to any
subcontractor or purchase order as the Secretary of
Housing and Urban Development or the Secretary of Labor may direct as a means of enforcing such provisions,
including sanctions for noncompliance; provided that if the Contractor becomes involved in, or is threatened with,
litigation with a subcontractor or vendor as a result of such direction, the Contractor may request the United States to enter into the litigation to protect the interests of the United States.

17. Dissemination or Disclosure of Information

No information or material shall be disseminated or disclosed to the general public, the news media, or any person or
organization without prior express written approval by the HA.

18. Contractor's Status

It is understood that the Contractor is an independent contractor and is not to be considered an employee of the HA, or assume any right, privilege or duties of an employee, and shall save harmless the HA and its employees from claims suits, actions and costs of every description resulting from the Contractor's activities on behalf of the HA in connection with this Agreement.

19. Other Contractors

HA may undertake or award other contracts for additional work at or near the site(s) of the work under this contract. The contractor shall fully cooperate with the other contractors and with HA and HUD employees and shall carefully adapt
scheduling and performing the work under this contract to accommodate the additional work, heeding any direction that may be provided by the Contracting Officer. The contractor shall not commit or permit any act that will interfere with the performance of work by any other contractor or HA employee.

20. Liens

The Contractor is prohibited from placing a lien on HA's property. This prohibition shall apply to all subcontractors.

21. Training and Employment Opportunities for Residents in the Project Area (Section 3, HUD Act of 1968; 24 CFR 135)

(a) The work to be performed under this contract is subject to the requirements of section 3 of the Housing and Urban
Development Act of 1968, as amended, 12 U.S.C. 1701u
(section 3). The purpose of section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD-assisted projects covered by section 3, shall, to the greatest extent feasible, be directed to low- and very low-income persons, particularly persons who are recipients of HUD assistance for housing.
(b) The parties to this contract agree to comply with HUD's regulations in 24 CFR Part 135, which implement section 3. As evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with the Part 135 regulations.
(c) The contractor agrees to send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this section 3 clause, and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the section 3 preference, shall set forth minimum number and job titles subject to hire, availability of

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apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin.
(d) The contractor agrees to include this section 3 clause in every subcontract subject to compliance with regulations in 24 CFR Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR Part 135. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Part 135.
(e) The contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR Part 135.
(f) Noncompliance with HUD's regulations in 24 CFR Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts.

22. Procurement of Recovered Materials

(a) In accordance with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, the Contractor shall procure items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered materials
practicable, consistent with maintaining a satisfactory level of competition. The Contractor shall procure items designated in the EPA guidelines that contain the highest percentage of recovered materials practicable unless the Contractor
determines that such items: (1) are not reasonably available in a reasonable period of time; (2) fail to meet reasonable
performance standards, which shall be determined on the basis of the guidelines of the National Institute of Standards and Technology, if applicable to the item; or (3) are only available at an unreasonable price.
(b) Paragraph (a) of this clause shall apply to items purchased under this contract where: (1) the Contractor purchases in excess of $10,000 of the item under this contract; or (2) during the preceding Federal fiscal year, the Contractor: (i) purchased any amount of the items for use under a contract that was funded with Federal appropriations and was with a Federal agency or a State agency or agency of a political subdivision of a State; and (ii) purchased a total of in excess of $10,000 of the item both under and outside that contract.

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Form HUD-5370-C (10/2006)

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 37 General Conditions for Non-ConstructionU.S. Department of Housing and Urban Development
Office of Public and Indian Housing
Office of Labor Relations
OMB Approval No. 2577-0157 (exp. 11/30/202 3)
Contracts
Section II – (With Maintenance Work)
Public Reporting Burden for this collection of information is estimated to average one hour per response, including the time for reviewing instructions,s earching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. HUD may not conduct or sponsor, and an applicant is not required to respond to a collection of information unless it displays a currently valid OMB control number.

Applicability. This form HUD-5370C has 2 Sections. These Sections must be inserted into non-construction contracts as described below:
in the classification under this Contract from the first day on which work is performed in the classification.

2. Withholding of funds
1) Non-construction contracts (w ithout maintenance) greater than $250,000 - use Section I;
2) Maintenance contracts (including nonroutine maintenance as defined at 24 C FR 905.200) greater than $2,000 but not more than $250,000 - use Section II; and
3) Maintenance contracts (including nonroutine maintenance), greater than $250,000 – use Sections I and II.

The Contracting Officer, upon his/her own action or upon request of HUD, shall withhold or cause to be withheld from the Contractor under this Contract or any other contract subject to HUD-determined wage rates, with the same prime Contractor, so much of the accrued payments or advances as may be
considered necessary to pay laborers and mechanics employed by the Contractor or any subcontractor the full amount of wages required by this clause. In the event of failure to pay any laborer or mechanic employed under this Contract all or part of the wages required under this Contract, the Contracting Officer or HUD may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment or advance until such violations have ceased. The Public Housing Agency or HUD may, after written notice to the Contractor, disburse such amounts withheld for and on account of the Contractor or subcontractor to the respective employees to whom they are due.

Section II – Labor Standard Provisions for all Maintenance Contracts greater than $2,000

1. Minimum Wages
(a) All maintenance laborers and mechanics employed under this Contract in the operation of the project(s) shall be paid unconditionally and not less often than semi-monthly, and without subsequent deduction (except as otherwise
provided by law or regulations), the full amount of wages due at time of payment computed at rates not less than
those contained in the wage determination of the Secretary of Housing and Urban Development which is attached
hereto and made a part hereof. Such laborers and
mechanics shall be paid the appropriate wage rate on the wage determination for the classification of work actually performed, without regard to skill. Laborers or mechanics performing work in more than one classification may be
compensated at the rate specified for each classification for the time actually worked therein; provided, that the
employer’s payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination, including any additional classifications and wage rates approved by HUD under subparagraph
1(b), shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily

3. Records
(a) The Contractor and each subcontractor shall make and maintain for three (3) years from the completion of the work records containing the following for each laborer and
mechanic:
(i) Name, address and Social Security Number;
(ii) Correct work classification or classifications;
(iii) Hourly rate or rates of monetary wages paid;
(iv) Rate or rates of any fringe benefits provided;
(v) Number of daily and weekly hours worked;
(vi) Gross wages earned;
(vii) Any deductions made; and
(viii) Actual wages paid.
seen by the workers.
(b) The Contractor and each subcontractor shall make the records required under paragraph 3(a) available for
inspection, copying, or transcription by authorized
representatives of HUD or the HA and shall permit such
representatives to interview employees during working
hours on the job. If the Contractor or any subcontractor fails to make the required records available, HUD or its designee may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment, advance or guarantee of funds.
(b) (i) Any class of laborers or mechanics which is not listed in the wage determination and which is to be employed under the Contract shall be classified in conformance with the wage determination. HUD shall approve an additional
classification and wage rate only when the following criteria have been met:
(1) The work to be performed by the classification
required is not performed by a classification in the 4. Apprentices and Traineeswage determination; (2) The classification is utilized in the area by the
industry; and (a) Apprentices and trainees will be permitted to work at less than the predetermined rate for the work they perform
when they are employed pursuant to and individually
registered in:
(i)
(3) The proposed wage rate bears a reasonable
relationship to the wage rates contained in the
wage determination. A bona fide apprenticeship program registered with the U.S. Department of Labor, Employment
and Training Administration (ETA), Office of
(ii) The wage rate determined pursuant to this
paragraph shall be paid to all workers performing work
Section II - Page 1 of 3 form HUD-5370-C (1/2014)
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 38 Apprenticeship Training, Employer and Labor
Services (OATELS), or with a state apprenticeship
agency recognized by OATELS, or if a person is
employed in his/her first 90 days of probationary
employment as an apprentice in such an
apprenticeship program, who is not individually
registered in the program, but who has been
certified by OATELS or a state apprenticeship
agency (where appropriate) to be eligible for
probationary employment as an apprentice; A
trainee program which has received prior approval,
evidenced by formal certification by the
(ii)
forth those findings that are in dispute and the
reasons, including any affirmative defenses, with
respect to the violations. The request shall be
directed to the appropriate HA or HUD official in
accordance with instructions contained in the
notice of findings or, if the notice does not specify
to whom a request should be made, to the
Regional Labor Relations Officer (HUD). The HA
or HUD official shall, within 60 days (unless
otherwise indicated in the notice of findings) after
receipt of a timely request for reconsideration,
issue a written decision on the findings of violation.

The written decision on reconsideration shall
contain instructions that any appeal of the decision
shall be addressed to the Regional Labor
Relations Officer by letter postmarked within 30
calendar days after the date of the decision. In the
event that the Regional Labor Relations Officer
was the deciding official on reconsideration, the
appeal shall be directed to the Director, Office of
Labor Relations (HUD). Any appeal must set forth
the aspects of the decision that are in dispute and
the reasons, including any affirmative defenses,
with respect to the violations. The Regional Labor
Relations Officer shall, within 60 days (unless
otherwise indicated in the decision on
reconsideration) after receipt of a timely appeal,
issue a written decision on the findings. A decision
of the Regional Labor Relations Officer may be
appealed to the Director, Office of Labor Relations,
by letter postmarked within 30 days of the
Regional Labor Relations Officer’s decision. Any
appeal to the Director must set forth the aspects of
the prior decision(s) that are in dispute and the
reasons. The decision of the Director, Office of
Labor Relations, shall be
(ii)
U.S. Department of Labor, ETA; or
(iii) A training/trainee program that has received prior approval by HUD.
(b) Each apprentice or trainee must be paid at not less than the rate specified in the registered or approved program for the apprentice’s/trainee’s level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Apprentices and trainees shall be paid fringe benefits in accordance with the
provisions of the registered or approved program. If the program does not specify fringe benefits,
apprentices/trainees must be paid the full amount of fringe benefits listed on the wage determination for the applicable (iii) classification.
(c) The allowable ratio of apprentices or trainees to
journeyman on the job site in any craft classification shall not be greater than the ratio permitted to the employer as to the entire work force under the approved program.
(d) Any worker employed at an apprentice or trainee wage rate who is not registered in an approved program, and any
apprentice or trainee performing work on the job site in excess of the ratio permitted under the approved program, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. final.
(e) In the event OATELS, a state apprenticeship agency (b) Disputes arising out of the labor standards provisions of recognized by OATELS or ETA, or HUD, withdraws
approval of an apprenticeship or trainee program, the
employer will no longer be permitted to utilize
apprentices/trainees at less than the applicable
predetermined rate for the work performed until an
acceptable program is approved.
paragraph 6 shall not be subject to paragraph 5(a) of this form HUD-5370C. Such disputes shall be resolved in
accordance with the procedures of the U.S. Department of Labor set forth in 29 CFR Parts 5, 6 and 7. Disputes within the meaning of this paragraph 5(b) include disputes
between the Contractor (or any of its subcontractors) and the HA, HUD, the U.S. Department of Labor, or the
employees or their representatives. 5. Disputes concerning labor standards (a) Disputes arising out of the labor standards provisions6. Contract Work Hours and Safety Standards Act contained in Section II of this form HUD-5370-C, other than those in Paragraph 6, shall be subject to the following procedures. Disputes within the meaning of this paragraph include disputes between the Contractor (or any of its
subcontractors) and the HA, or HUD, or the employees or their representatives, concerning payment of prevailing wage rates or proper classification. The procedures in this section may be initiated upon HUD’s own motion, upon
referral of the HA, or upon request of the Contractor or The provisions of this paragraph 6 are applicable only where the amount of the prime contract exceeds $100,000. As used in this paragraph, the terms “laborers” and “mechanics” includes watchmen and guards.
(a) Overtime requirements. No Contractor or subcontractor subcontractor(s).
contracting for any part of the Contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of 40 hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of
(i) A Contractor and/or subcontractor or other
interested party desiring reconsideration of
findings of violation by the HA or HUD relating to
the payment of straight-time prevailing wages or
classification of work shall request such
reconsideration by letter postmarked within 30
calendar days of the date of notice of findings
issued by the HA or HUD. The request shall set
40 hours in such workweek.
(b) Violation; liability for unpaid wages; liquidated
damages. In the event of any violation of the provisions set forth in paragraph 6(a), the Contractor and any
Section II - Page 2 of 3 form HUD-5370-C (1/2014)
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 39 subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such Contractor and
subcontractor shall be liable to the United States (in the case of work done under contract for the District of
Columbia or a territory, to the District or to such territory), for liquidated damages. Such liquidated damages shall be
computed with respect to each individual laborer or
mechanic, including watchmen and guards, employed in
violation of the provisions set forth in paragraph (a) of this clause, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of 40 hours without payment of the overtime wages required by provisions set forth in
paragraph (a) of this clause.
(c) Withholding for unpaid wages and liquidated damages.

HUD or its designee shall upon its own action or upon
written request of an authorized representative of the U.S.

Department of Labor withhold or cause to be withheld,
from any moneys payable on account of work performed
by the Contractor or subcontractor under any such
Contract or any federal contract with the same prime
Contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act,
which is held by the same prime Contractor such sums as may be determined to be necessary to satisfy any
liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in the
provisions set forth in paragraph (b) of this clause.

7. Subcontracts
The Contractor or subcontractor shall insert in any
subcontracts all the provisions contained in this Section II and also a clause requiring the subcontractors to include these provisions in any lower tier subcontracts. The prime Contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the provisions contained in these clauses.

8. Non-Federal Prevailing Wage Rates
Any prevailing wage rate (including basic hourly rate and any fringe benefits), determined under state law to be prevailing, with respect to any employee in any trade or position
employed under the Contract, is inapplicable to the contract and shall not be enforced against the Contractor or any subcontractor, with respect to employees engaged under the contract whenever such non-Federal prevailing wage rate, exclusive of any fringe benefits, exceeds the applicable wage rate determined by the Secretary of HUD to be prevailing in the locality with respect to such trade or position.

Section II - Page 3 of 3 form HUD-5370-C (1/2014)
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 40 form HUD-5369-C (8/93)
ref. Handbook 7460.8Previous edition is obsolete page 1 of 2

1. Contingent Fee Representation and Agreement
(a) The bidder/offeror represents and certifies as part of its bid/ offer that, except for full-time bona fide employees working solely for the bidder/offeror, the bidder/offeror:
(1) [ ] has, [ ] has not employed or retained any person or company to solicit or obtain this contract; and
(2) [ ] has, [ ] has not paid or agreed to pay to any person or company employed or retained to solicit or obtain this contract any commission, percentage, brokerage, or other fee contingent upon or resulting from the award of this contract.
(b) If the answer to either (a)(1) or (a) (2) above is affirmative, the bidder/offeror shall make an immediate and full written disclosure to the PHA Contracting Officer.
(c) Any misrepresentation by the bidder/offeror shall give the PHA the right to (1) terminate the resultant contract; (2) at its discretion, to deduct from contract payments the amount of any commission, percentage, brokerage, or other contingent fee; or (3) take other remedy pursuant to the contract.

2. Small, Minority, Women-Owned Business Concern Rep-
resentation
The bidder/offeror represents and certifies as part of its bid/ offer that it:
(a) [ ] is, [ ] is not a small business concern. “Small business concern,” as used in this provision, means a concern, includ- ing its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding, and qualified as a small business under the criteria and size standards in 13 CFR 121.
(b) [ ] is, [ ] is not a women-owned small business concern. “Women-owned,” as used in this provision, means a small business that is at least 51 percent owned by a woman or women who are U.S. citizens and who also control and
operate the business.
(c) [ ] is, [ ] is not a minority enterprise which, pursuant to Executive Order 11625, is defined as a business which is at least 51 percent owned by one or more minority group
members or, in the case of a publicly owned business, at least 51 percent of its voting stock is owned by one or more
minority group members, and whose management and daily
operations are controlled by one or more such individuals.

For the purpose of this definition, minority group members are:
(Check the block applicable to you)
[ ] Black Americans [ ] Asian Pacific Americans
[ ] Hispanic Americans [ ] Asian Indian Americans [ ] Native Americans [ ] Hasidic Jewish Americans

3. Certificate of Independent Price Determination
(a) The bidder/offeror certifies that—
(1) The prices in this bid/offer have been arrived at indepen- dently, without, for the purpose of restricting competi- tion, any consultation, communication, or agreement
with any other bidder/offeror or competitor relating to (i) those prices, (ii) the intention to submit a bid/offer, or (iii) the methods or factors used to calculate the prices offered;
(2) The prices in this bid/offer have not been and will not be knowingly disclosed by the bidder/offeror, directly or
indirectly, to any other bidder/offeror or competitor be- fore bid opening (in the case of a sealed bid solicitation) or contract award (in the case of a negotiated solicitation) unless otherwise required by law; and
(3) No attempt has been made or will be made by the bidder/ offeror to induce any other concern to submit or not to submit a bid/offer for the purpose of restricting competition. (b) Each signature on the bid/offer is considered to be a certifi- cation by the signatory that the signatory:
(1) Is the person in the bidder/offeror’s organization respon- sible for determining the prices being offered in this bid or proposal, and that the signatory has not participated and will not participate in any action contrary to subpara- graphs (a)(l) through (a)(3) above; or
(2) (i) Has been authorized, in writing, to act as agent for the following principals in certifying that those principals have not participated, and will not participate in any
action contrary to subparagraphs (a)(l) through (a)(3)
above (insert full name of person(s) in the bidder/offeror’s organization responsible for determining the prices of- fered in this bid or proposal, and the title of his or her position in the bidder/offeror’s organization);
(ii) As an authorized agent, does certify that the princi- pals named in subdivision (b)(2)(i) above have not par- ticipated, and will not participate, in any action contrary to subparagraphs (a)(l) through (a)(3) above; and
U.S. Department of Housing
and Urban Development
Office of Public and Indian Housing
Certifications and
Representations
of Offerors
Non-Construction Contract
Public reporting burden for this collection of information is estimated to average 5 minutes per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information.

This form includes clauses required by OMB’s common rule on bidding/offering procedures, implemented by HUD in 24 CFR 85.36, an d those requirements set forth in Executive Order 11625 for small, minority, women-owned businesses, and certifications for independent price determ ination, and conflict of interest.

The form is required for nonconstruction contracts awarded by Housing Agencies (HAs). The form is used by bidders/offerors to certify to the HA's Contracting Officer for contract compliance. If the form were not used, HAs would be unable to enforce their contracts. Responses to the collection of information are required to obtain a benefit or to retain a benefit. The information requested does not lend itself to confidentiality.

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288

41 form HUD-5369-C (8/93)
ref. Handbook 7460.8Previous edition is obsolete page 2 of 2 (iii) As an agent, has not personally participated, and will not participate in any action contrary to subparagraphs (a)(l) through (a)(3) above.
(c) If the bidder/offeror deletes or modifies subparagraph (a)2 above, the bidder/offeror must furnish with its bid/offer a signed statement setting forth in detail the circumstances of the disclosure.

4. Organizational Conflicts of Interest Certification
(a) The Contractor warrants that to the best of its knowledge and belief and except as otherwise disclosed, it does not have any organizational conflict of interest which is defined as a situation in which the nature of work under a proposed
contract and a prospective contractor’s organizational, fi- nancial, contractual or other interest are such that:
(i) Award of the contract may result in an unfair competi- tive advantage;
(ii) The Contractor’s objectivity in performing the con- tract work may be impaired; or
(iii) That the Contractor has disclosed all relevant infor- mation and requested the HA to make a determination
with respect to this Contract.
(b) The Contractor agrees that if after award he or she discovers an organizational conflict of interest with respect to this contract, he or she shall make an immediate and full disclo- sure in writing to the HA which shall include a description of the action which the Contractor has taken or intends to eliminate or neutralize the conflict. The HA may, however, terminate the Contract for the convenience of HA if it would be in the best interest of HA.
(c) In the event the Contractor was aware of an organizational conflict of interest before the award of this Contract and intentionally did not disclose the conflict to the HA, the HA may terminate the Contract for default.
(d) The Contractor shall require a disclosure or representation from subcontractors and consultants who may be in a posi tion to influence the advice or assistance rendered to the HA and shall include any necessary provisions to eliminate or neutralize conflicts of interest in consultant agreements or subcontracts involving performance or work under this Contract.

5. Authorized Negotiators (RFPs only)
The offeror represents that the following persons are authorized to negotiate on its behalf with the PHA in connection with this request for proposals: (list names, titles, and telephone numbers of the authorized negotiators):

6. Conflict of Interest
In the absence of any actual or apparent conflict, the offeror, by submission of a proposal, hereby warrants that to the best of its knowledge and belief, no actual or apparent conflict of interest exists with regard to my possible performance of this procure- ment, as described in the clause in this solicitation titled “Orga- nizational Conflict of Interest.”

7. Offeror's Signature
The offeror hereby certifies that the information contained in these certifications and representations is accurate, complete, and current.

Signature & Date:

Typed or Printed Name:

Title:

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 Kenneth Nwokedi
President
9/24/2025
42

Certification A: Certification Regarding Debarment, Suspension, and Other Responsibility Matters - Pri mary Covered Transactions

1. The prospective primary participant certifies to the best of its knowl- edge and belief that its principals;
a. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal debarment or agency;
b. Have not within a three-year period preceding this proposal, been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtain- ing, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification, or destruction of records, making false statements, or receiving stolen property;
c. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and
d. Have not within a three-year period preceding this application/ proposal had one or more public transactions (Federal, State, or local) terminated for cause or default.

2. Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal.

Instructions for Certification (A)

1. By signing and submitting this proposal, the prospective primary participant is providing the certification set out below.

2. The inability of a person to provide the certification required below will not necessarily result in denial of participation in this covered transaction. The prospective participant shall submit an explanation of why it cannot provide the certification set out below. The certifi- cation or explanation will be considered in connection with the department or agency’s determination whether to enter into this transaction. However, failure of the prospective primary participant to furnish a certification or an explanation shall disqualify such person from participation in this transaction.

3. The certification in this clause is a material representation of fact upon which reliance was place when the department or agency deter- mined to enter into this transaction. If it is later determined that the prospective primary participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause of default.

4. The prospective primary participant shall provide immediate writ- ten notice to the department or agency to whom this proposal is submitted if at any time the prospective primary participant learns that its certification was erroneous when submitted or has become errone- ous by reason of changed circumstances.

5. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary cov- ered transaction, principal, proposal, and voluntarily excluded , as used in this clause, have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549.

You may contact the department or agency to which this proposal is being submitted for assistance in obtaining a copy of these regulations.

6. The prospective primary participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction.

7. The prospective primary participant further agrees by submitting this proposal that it will include the clause titled “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclu- sion - Lower Tier Covered Transaction,” provided by the department or agency entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions.

8. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous.

A participant may decide the method and frequency by which it determines this eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List.

9. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

10. Except for transactions authorized under paragraph (6) of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause of default.

Certification Regarding
Debarment and Suspension
U.S. Department of Housing
and Urban Development
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 43

Certification B: Certification Regarding Debarment, Suspension, Ineli- gibility and Voluntary Exclusion - Lower Tier Covered Transactions

1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal depart- ment or agency.

2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal.

Instructions for Certification (B)

1. By signing and submitting this proposal, the prospective lower tier participant is providing the certification set out below.

2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into.

If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment.

3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.

4. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary cov- ered transaction, principal, proposal, and voluntarily excluded , as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assis- tance in obtaining a copy of these regulations.

5. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this trans- action originated.

6. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclu- sion - Lower Tier Covered Transaction,” without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions.

7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous.

A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List.

8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

9. Except for transactions authorized under paragraph (5) of these instructions, if a participant in a lower covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from partici- pation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this trans- action originated may pursue available remedies including suspension and/or debarment.

Applicant Date
Signature of Authorized Certifying Official T itle
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 9/24/2025
President
RK Roofing & Construction Inc.
44 CITY OF RICHMOND
Sanctuary City Compliance Statement

The undersigned, an authorized agent of (hereafter
"Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:

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

i. The collection of information, including personal informatio n 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 purp ose from that for which it is ultimately used.

b. “Extreme Vetting” means data mining, threat modeling, predic tive risk analysis, or other similar services."

Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

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

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

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

Printed Name: Title:

Signed: Date:

Business Entity:

Vendor SCCO Compliance Statement (Augt2020)
Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 9/24/2025
9/24/2025
RK Roofing & Construction Inc.

RK Roofing & Construction Inc.

Kenneth Nwokedi President
San Leandro,CA 94577
45 ___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors

Type 1 – Page 1 of 4

Revised: September 2011

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Required Coverage

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

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

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 46 ___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors

Type 1 – Page 2 of 4

Revised: September 2011

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

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

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

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

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

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

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

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

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

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

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

Same limits as General Liability.

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

Additional Insured Endorsement

Applicable to General Liability Coverage.

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

ISO form CG 20 10 (11/85) or its equivalent is required. The endorsement must not
exclude products and completed operations
coverage. If it does, then CG 20 37 (10/01) is also required.

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 47 ___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors

Type 1 – Page 3 of 4

Revised: September 2011
Additional Insured Endorsement
(continued)

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

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

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

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

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

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

1. A Bid bond

2. A Performance Bond

3. A Payment Bond

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

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

Subcontractors

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

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

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 48 ___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors

Type 1 – Page 4 of 4

Revised: September 2011

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

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

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

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

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

Cancellation

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

Reporting Requirements

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

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

Docusign Envelope ID: 5E95C97F-4214-4BCE-93DE-D8A3F7CC2288 49 No Edge Flashing
50 No Edge Flashing
Dry Rotted Rafter Tails
51 No Edge Flashing
Dry Rotted Rafter Tails
52 No Edge Flashing
Dry Rotted Rafter Tails
53 54
55 56

Reso. No. ____

RESOLUTION NO. ____

A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE HOUSING

AUTHORITY OF THE CITY OF RICHMOND, CALIFORNIA, ADOPTING A RESOLUTION APPROVING CONTRACT AMENDMENT NO. 1 WITH RK ROOFING AND CONSTRUCTION, INC. TO INCREASE THE CONTRACT NOT-TO-EXCEED AMOUNT BY $322,000 TO $592,000 AND EXTEND THE CONTRACT TERM THROUGH JUNE 30, 2027

WHEREAS, Richmond Housing Authority (RHA) owns and manages 100 units of rental housing; and

WHEREAS, RHA entered into a Public Housing Authority Recovery and Sustainability (PHARS) agreement with the U.S. Department of Housing and Urban Development (HUD); and

WHEREAS, RHA remains obligated and committed to performing all HUD required functions, and providing quality service to local program participants; and

WHEREAS, on April 15, 2025, the Board of Commissioners approved a contract with RK Roofing and Construction, Inc in the not-to-exceed amount of $270,000 to perform gutter replacement work at Nystrom Village; and

WHEREAS, during the course of gutter replacement work, previously concealed dry rot and deterioration effecting rafter tails and roof edge components were discovered, requiring additional repair work beyond the original scope; and

WHEREAS, evaluation of the remaining buildings at Nystrom Village identified similar conditions, indicating that comparable repair work will be required to complete the project consistently across the site; and

WHEREAS, the original contract amount is insufficient to complete the expanded scope of work, and an increase in the contract by $322,000 to a new not-to-exceed amount to $592,000, along with an extension of the contract term through June 30, 2027, is necessary to allow completion of the work.

NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSIONERS OF THE

HOUSING AUTHORITY OF THE CITY OF RICHMOND, COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA THAT the Executive Director is hereby authorized to execute Contract Amendment No. 1 to complete the gutter replacement at Nystrom Village, for an amount not to exceed $592,000 and extending the contract term through June 30, 2027.

BE IT FURTHER RESOLVED that the Executive Director is hereby authorized to take all actions necessary to implement this resolution.

*****************
The foregoing resolution was passed and adopted by the Commissioners of the Housing Authority of the City of Richmond at a special meeting thereof held on March 17, 2026 by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

57 Reso. No. ____

Chairperson

[SEAL]
Attest:

Secretary

Approved as to form:

City Attorney

State of California }
County of Contra Costa : ss.

City of Richmond }

I certify that the foregoing is a true copy of Resolution No. _____ finally passed and adopted at a Special Housing Authority Meeting held on March 17, 2026.

____________________________________

CLERK OF THE HOUSING AUTHORITY
58 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 A mendment 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 t o 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 agr ee 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.

Richmond Housing Authority
Gregory Palomino
[email protected]
(510) 621-1361
17059
7645
Gutter replacement for the Richmond Housing Authority at the Nystrom Village property. 1 RK Roofing & Construction Inc.
249 Estudilo Ave
Richmond, CA 94804
Amanda Kobler
(510) 902-7663
[email protected]
40067647
April 15, 2025
April 15, 2025
June 30, 2026
$270,000
59 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. Cit
y 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. Insur
ance Coverage Updated and Maintained. Pursuant to the Contract, th e 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. Author
ity; Counterparts; Signatures. Each of the signatories her eto 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.

CIT

Y OF RICHMOND,
a municipal corp
oration
By: _______________________________
_
Tit
le: ______________________________
Dat
e Signed: ________________________
I he
reby certify that this Amendment has been
approved by the City Council or executed by the
City Manager.

By: ________________
_______________
City Clerk
Appr
oved 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.)
RK Roofing & Construction Inc.
60 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 t o 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 t o 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 t o 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 t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The fifth Contract Amendment was approved by Cit
y 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 ex ceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The sixth Contract Amendment was approved b
y 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 t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
61 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.) ■
April 15, 2025
June 30, 2027
■
322,000
592,000
■
Trimming and sistering dry rotted rafter tails to create secure surfaces for new fascia boards. Instillation of roof flashing.
62 Cc17Feb2026 – jc/prc

RICHMOND, CALIFORNIA, February 17, 2026

Community Services Building
440 Civic Center Plaza
Richmond, CA 94804

_____________________________________________________________________

F. SPECIAL MEETING OF THE RICHMOND HOUSING AUTHORITY
The Special Meeting of the Richmond Housing Authority was called to order at 6:10 p.m. by Chairperson Eduardo Martinez.

G. PLEDGE OF ALLEGIANCE
Chairperson Martinez led the Pledge of Allegiance to the Flag.

H. ROLL CALL

Present: Commissioners Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson (Via Zoom pursuant to Assembly Bill 2449), Cesar Zepeda, Vice Chairperson Doria Robinson, and Chairperson Eduardo Martinez. Absent: Tenant Commissioner Jaycine Scott.

I. STATEMENT OF CONFLICT OF INTEREST
None.

J. REPORT FROM THE EXECUTIVE DIRECTOR
Housing Authority Director Antoinette Terrell presented the report. Link to report: Report from the Executive Director
K. AGENDA REVIEW
None.

L. HOUSING AUTHORITY OPEN FORUM
Cordell Hindler gave comments in person.

M. HOUSING AUTHORITY CONSENT CALENDAR
Motion by Commissioner Cesar Zepeda
Seconded by Commissioner Jamelia Brown
To approve all items on the Housing Authority Consent Calendar.

Ayes (7): Commissioners Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Cesar Zepeda, Vice Chairperson Doria Robinson, and Chairperson Eduardo Martinez.

Absent (1): Tenant Commissioner Jaycine Scott
Passed
M.1 Contract Amendment No. 1 with SWCA Environmental Consultants for Testing and Environmental Review of Richmond Village
ADOPT a resolution to APPROVE the first contract amendment with SWCA Environmental Consultants to include Radon Testing for the Part 50 Environmental Review of the Richmond Village Property, increasing the payment amount by $20,304.32, for a total payment limit of $37,804.32, with a term 63 Cc17Feb2026 – jc/prc

expiration of June 30, 2026 – Richmond Housing Authority (Nannette Beachem/Antoinette Terrell/Greg Palomino 510-621-1300).

Adopted Resolution No. 2223
M.2 Meeting Minutes
APPROVE the minutes of the November 18, 2025, special Housing Authority meeting - City Clerk's Office (Pamela Christian 510-620-6513).

N. ADJOURNMENT
There being no further business, the meeting adjourned at 6:18 p.m.

Pamela Christian, Clerk of the City of
Richmond
Eduardo Martinez, Chairperson/Mayor

64 cc03Feb2026 – jc/prc

RICHMOND, CALIFORNIA, February 3, 2026

Community Services Building
440 Civic Center Plaza
Richmond, CA 94804

_____________________________________________________________________

A. SPECIAL OPEN SESSION TO HEAR PUBLIC COMMENT BEFORE CLOSED

SESSION
The Richmond City Council Evening Special Open Session was called to order at 4:30 p.m. by Mayor Eduardo Martinez.

B. ROLL CALL

Present: Councilmembers Claudia Jimenez, Sue Wilson, Cesar Zepeda (Via Zoom pursuant to Assembly Bill 2449), Vice Mayor Doria Robinson, and Mayor Eduardo Martinez. Absent: Councilmember Jamelia Brown arrived after the roll was called.

Councilmember Soheila Bana arrived after the Council adjourned to Closed Session.

C. CLOSED SESSION
C.1 LIABILITY CLAIMS (Government Code Section 54956.9)
• Claimant: Sharziad Abushi Agency Against: City of Richmond C.2 CONFERENCE WITH REAL PROPERTY NEGOTIATOR (Government Code Section 54956.8)
• Property: 1414 Harbour Way SouthAgency Negotiator: Lina Velasco (Community Development Director), Emily Combs (Finance Director), Dave Aleshire (Special Counsel)Negotiating Parties: Orton Entertainment, LLCUnder Negotiation: Price, Terms of Payment C.3 CONFERENCE WITH LABOR NEGOTIATORS (Government Code
Section 54957.6)
• Agency Representatives: Sharrone Taylor, Jack Hughes, and Lisa Charbonneau
Employee organizations:

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

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

3. Richmond Police Officers Association RPOA

4. Richmond Police Management Association RPMA

5. IAFF Local 188

6. Richmond Fire Management Association RFMA
D. PUBLIC COMMENT BEFORE CLOSED SESSION (limited to items on the Closed Session agenda only)
None.

65 cc03Feb2026 – jc/prc

E. ADJOURN TO CLOSED SESSION
The Open Session adjourned to Closed Session at 4:32 p.m. Closed Session adjourned at 5:45 p.m.

F. REGULAR MEETING OF THE RICHMOND CITY COUNCIL
The Regular Meeting of the Richmond City Council was called to order at 6:00 p.m. by Mayor Eduardo Martinez.

G. PLEDGE OF ALLEGIANCE
Mayor Martinez led the Pledge of Allegiance to the Flag.

H. ROLL CALL

Present: Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Cesar Zepeda (Via Zoom pursuant to Assembly Bill 2449), Vice Mayor Doria Robinson, and Mayor Eduardo Martinez. Absent: None.

I. STATEMENT OF CONFLICT OF INTEREST
None.

J. AGENDA REVIEW
Item N.2.a (Authorize the City Manager to Develop Recommendations Pertaining to the Cannabis Sector for City Council Discussion in approximately 60 days.) was pulled from the consent calendar for discussion.

K. REPORT FROM THE CITY ATTORNEY OF FINAL DECISIONS MADE

DURING CLOSED SESSION
Interim City Attorney Shannon Moore reported the following:

Item C.1 (liability claims), Item C.2 (conference with real property negotiator), and Item C.3 (conference with labor negotiators) were discussed. No reportable action was taken.

L. REPORT FROM THE CITY MANAGER (public comment allowed under Open Forum)
City Manager Shasa Curl provided a report. Link to view report: City Manager's Report L.1 NEW EMPLOYEE REPORT - 1st Tuesday
Director of Human Resources Sharrone Taylor presented a PowerPoint. Link to view report: New Employee Report
M. OPEN FORUM FOR PUBLIC COMMENT
(public comment on items that remain on the Consent Calendar or items not on the agenda - limited to 2 minutes unless otherwise specified - Back and forth dialogue with the Council is prohibited)
The following individuals gave comments in person:

Robert Linhart gave comments regarding his experience as a landlord providing housing for unhoused residents in collaboration with the City.

Nana Johnson and Chukamaka Garcia gave comments regarding their housing and City funds for the unhoused. Mr. Johnson and Mr. Garcia expressed concerns regarding potential eviction from their place of residence.

Cordell Hindler gave comments regarding a recent appointment to the Economic Development Commission. Mr. Hindler also suggested more City staff be hired and gave comments regarding the Raftelis Workforce Analysis previously conducted for the City. 66 cc03Feb2026 – jc/prc

Don Gosney expressed concerns regarding vandalism along Interstate 80.

Tarnel Abbott suggested the Council set aside funds from the Chevron settlement agreement to digitize library records. Ms. Abbott also suggested solar panels be placed in City parking lots.

Mark Wassberg gave comments regarding current political events going on around the country.

The following individuals gave comments via teleconference:

Don Nelson and Michael Pagaling gave comments regarding labor negotiations between the Police Officer's Association and the City. Mr. Nelson and Mr. Pagaling also gave comments regarding officers recently placed on leave and police officer retention.

Danyell Menifee expressed concern with how the City funds public safety and how funds from the Chevron settlement agreement will be used.

Enrik Melgoza, Florencio Rivera, and Khoa Nguyen gave comments regarding labor negotiations between the Police Officer's Association and the City. Mr. Melgoza, Mr.

Rivera, and Mr. Nguyen also gave comments regarding officers recently placed on leave and police officer retention.

Vanessa Thill expressed concerns regarding Flock cameras and urged the Council to revisit the topic. Ms. Thill also gave comments on police officers recently placed on leave.

Daniel Sanchez, Nicholas Remick, and Alexander Caine gave comments on labor negotiations between the Police Officer's Association and the City. Mr. Sanchez, Mr.

Remick, and Mr. Caine also gave comments on officers recently placed on administrative leave and police officer retention.

Eva Crisanti gave comments regarding local law enforcement and illegal actions by Immigration and Customs Enforcement (ICE) officers. Ms. Crisanti also gave comments regarding recent controversial statements made by Mayor Martinez.

Claudia Citroen expressed concerns regarding the types of items placed on the consent calendar.

N. CITY COUNCIL CONSENT CALENDAR
(All items placed under the Consent Calendar are considered to be routine and noncontroversial. These items will be enacted upon together with a motion and second, without discussion, of any member of the City Council, and each item shall be deemed to have received the action recommended.)
Motion by Councilmember Jamelia Brown
Seconded by Councilmember Claudia Jimenez
To approve all items on the consent calendar excluding Item N.2.a (Authorize the City Manager to Develop Recommendations Pertaining to the Cannabis Sector for City Council Discussion in approximately 60 days).

Ayes (7): Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Passed

67 cc03Feb2026 – jc/prc

N.1 City Clerk's Office
N.1.a Meeting Minutes
APPROVE the minutes of the December 16, 2025, January 20, and January 27, 2026, regular City Council meetings - City Clerk's Office (Pamela Christian 510-620-6513).

N.2 Finance Department
N.2.a Authorize the City Manager to Develop Recommendations Pertaining to the Cannabis Sector for City Council Discussion in approximately 60 days.

AUTHORIZE the city manager to develop recommendations pertaining to the cannabis sector and return to the City Council within 60 days for initial discussion – Finance Department (Shasa Curl/510-620-6512/Emily Combs 510-620-6740/ Mubeen Qader 510-412-2077/Antonio Banuelos 510-620- 6741).

The item was read into the record. Claudia Citroen gave comments via teleconference. Discussion ensued.

Motion by Councilmember Sue Wilson
Seconded by Councilmember Soheila Bana
To approve the recommended action.

Ayes (6): Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Absent (1): Councilmember Cesar Zepeda
Passed

N.3 Mayor's Office
N.3.a Economic Development Commission Appointment – Jamin Pursell APPOINT Jamin Pursell to an unexpired term on the Economic Development Commission, term expires, March 30 ,2027 – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

N.3.b Richmond Arts and Culture Commission Appointment – Cata Aviña APPOINT Cata Aviña to an unexpired term on the Richmond Arts and Culture Commission, Term Expires January 31, 2027 – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

N.3.c Macdonald Avenue Corridor Task Force Appointment – Ruthie Dineen APPOINT Ruthie Dineen to the Macdonald Avenue Corridor Task Force, with a term expiring December 31, 2026. The appointment includes an option for extension should the Task Force be continued – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

N.3.d Macdonald Avenue Corridor Task Force Appointment – Bryan Alvarez APPOINT Bryan Alvarez to the Macdonald Avenue Corridor Task Force, with a term expiring December 31, 2026. The appointment includes an option for extension should the Task Force be continued – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).
68 cc03Feb2026 – jc/prc

N.3.e Recognition of Longstanding Black Community Leaders and Neighborhood Council Contributors in Celebration of Black History Month
PROCLAMATION recognizing Doris Mason, A.J. Jelani, J.C. Farr Jr., and Nat Nathaniel Bates as longstanding Black community leaders and Neighborhood Council contributors in celebration of Black History Month in the City of Richmond – Mayor’s Office (Mayor Eduardo Martinez 510- 620-6503), Vice Mayor Robinson (510-620-6568), and Councilmember Zepeda (510-620-6593).

N.4 Public Works
N.4.a December 2025 Abatement Report
RECEIVE a report on the December 2025 abatement activities – Public Works Department (Daniel Chavarria 510-620-5478/Darin Fitzpatrick 510-231-3044/ Hugo Mendoza 510-231-3030).

O. NEW BUSINESS
O.1 Contract with Liftech Consultants, Inc. for Planning and Design Services for the Relocation of the SS Red Oak Victory
APPROVE a contract with Liftech Consultants Inc. in the amount of $299,797 for planning and preliminary design of the relocation of the Red Oak for a term ending June 30, 2027 - Economic Development Department/Port (Charles Gerard 510-620-6792). This item was continued from the December 16, 2025, meeting.

Port Director Charles Gerard introduced the item. Mr. Gerard presented a PowerPoint. Link to view presentation: SS Red Oak Victory Don Gosney, Karen Buchanan, and Michael Hibma gave comments in person.

Frederick Klink gave comments via teleconference.

Discussion ensued. The Council suggested and/or requested the following: further analysis on whether the annual credit received by the Port for housing the SS Red Oak Victory, and the offset to its loan from the City, complies with the public trust doctrine; a cost benefit analysis on all the possibilities available including leaving the ship in place, moving it, or returning it to its owners.

Motion by Mayor Eduardo Martinez
Seconded by Councilmember Soheila Bana
To bring the item back in two months.

Ayes (5): Councilmembers Soheila Bana, Sue Wilson, Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Noes (1): Councilmember Claudia Jimenez
Abstentions (1): Councilmember Jamelia Brown
Passed

69 cc03Feb2026 – jc/prc

O.2 ICE-Free Zone Ordinance and Citywide Protocol
DIRECT the city manager and city attorney to report to the City Council on March 3, 2026, regarding the City’s ongoing and planned efforts related to federal civil immigration enforcement actions, including ICE raids, and to return within 45 days with a proposed ICE-Free Zone Ordinance: The proposed ordinance shall restrict the use of City-owned or City-controlled property, facilities, personnel, and resources for federal civil immigration enforcement; establish non- cooperation and resource-denial policies consistent with applicable law; and require the development of a coordinated implementation strategy, including interdepartmental protocols, staff training, and a community-facing preparedness and communications plan - Councilmember Claudia Jimenez (510-620- 6565)/Vice Mayor Doria Robinson (510-620-6568).

Councilmember Bana made a motion to reduce public comment time to one minute per speaker. The motion died for lack of a second.

Councilmember Jimenez introduced the item. Councilmember Jimenez presented a PowerPoint. Link to view presentation: ICE Free Zone
Jessica Karadi, Tarnel Abbott, Mark Wassberg, Lorayne Reza, Carolina Avelar, Kathleen Marte, Sam Cleare, Chris Taffe, Helen Haggerson, Andrew Melendez, Melvin Willis, Alejandro Villegas Vasquez, Sonia Decker, Cristian, Joselyn, Ivette Blandon, Pedro Ruiz, Cordell Hindler, Raquel Antolin, and Rob Lipton gave comments in person. Jane Courant, John Evans, Rocky Chau, Katherine Lee, Annie Panell, Douglas Spalding, Anne Norton, Amber Hatfield, Nguyen, Marisol Cantu, and Vanessa Thill gave comments via teleconference. Discussion ensued.

A motion made by Mayor Martinez, seconded by Councilmember Bana, to call the question to end debate failed by the following vote: Ayes: Councilmembers Bana, Jimenez, and Mayor Martinez. Noes: Councilmembers Brown, Wilson, Zepeda and Vice Mayor Robinson. Absent: None. Abstain: None. (At 9:40 p.m. - a motion by Mayor Martinez, seconded by Councilmember Bana, to suspend the rules and extend the meeting to complete Item O.3 (Presentation from Sustainable Economies Law Center regarding corporate land grab practices) and Item N.2.a (Authorize the City Manager to Develop Recommendations Pertaining to the Cannabis Sector for City Council Discussion in approximately 60 days) passed by the following vote: Ayes:

Councilmembers Bana, Brown, Jimenez, Wilson, Vice Mayor Robinson and Mayor Martinez. Noes: None. Absent: None. Abstain: Councilmember Zepeda.).

Discussion resumed. The Council requested and/or suggested the following: that the proposed ordinance include provisions prohibiting Immigration and Customs Enforcement (ICE) officers from wearing masks on City property and requiring they identify themselves upon entry; establishment of a regional response plan to connect with other local jurisdictions that have ICE free zones.

Motion by Councilmember Claudia Jimenez
Seconded by Vice Mayor Doria Robinson

To direct the city manager and city attorney to report to the City Council on March 3, 2026, regarding the City’s ongoing and planned efforts related to safeguard residents from federal civil immigration enforcement actions, including ICE raids, and to return within 45 days with a proposed ICE-Free Zone Ordinance. The proposed ordinance shall restrict the use of City-owned or City- controlled property, facilities, personnel, and resources for federal civil immigration enforcement; including staging areas, processing or detention 70 cc03Feb2026 – jc/prc

locations and operation bases; and establish non-cooperation and resource-denial policies consistent with applicable law; and require the development of a coordinated implementation strategy, including interdepartmental protocols, staff training, and a community-facing preparedness and communications plan.

Ayes (6): Councilmembers Soheila Bana, Claudia Jimenez, Sue Wilson, Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Abstentions (1): Councilmember Jamelia Brown
Passed
O.3 Presentation from Sustainable Economies Law Center regarding corporate land grab practices
RECEIVE a presentation by the Sustainable Economies Law Center regarding corporate land grabs and DIRECT the City Attorney’s Office to evaluate the legal risks associated with enacting legislation to ban corporate land grab practices in Richmond - Councilmember Soheila Bana (510-672-5242).

Councilmember Bana introduced the item. Sustainable Economies Law Center Representatives Mohini Mookim, Hasmik Geghamyan, and Tobias Damm-Luhr presented a PowerPoint. Link to view presentation: Land Grab Practices Mwende Hinojosa and Alejandro Villegas Vasquez gave comments in person.

Jubilee Martinez, River Allen, Douglas Spalding, Melvin Willis, and Claudia Citroen gave comments via teleconference. Discussion ensued.

Motion by Councilmember Soheila Bana
Seconded by Councilmember Claudia Jimenez
To receive the presentation by the Sustainable Economies Law Center regarding corporate land grabs and direct the city attorney's office to collaborate with the Sustainable Economies Law Center to evaluate the legal risks associated with enacting legislation to ban corporate land grab practices in Richmond.

Ayes (6): Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Absent (1): Councilmember Cesar Zepeda
Passed
P. REPORTS OF OFFICERS: REFERRALS TO STAFF, AND GENERAL REPORTS (INCLUDING AB 1234 REPORTS)(limited to two minutes per Councilmember) The item was not heard.

Q. ADJOURNMENT
There being no further business, the meeting adjourned at 10:43 p.m., in recognition of Elena Velasquez and her achievement in receiving the Contra Costa County Youth Humanitarian Award, to meet again on February 17, 2026, at 6:00 p.m.

Clerk of the City of Richmond Mayor

71 Cc17Feb2026 – jc/prc

RICHMOND, CALIFORNIA, February 17, 2026

Community Services Building
440 Civic Center Plaza
Richmond, CA 94804

_____________________________________________________________________

A. SPECIAL OPEN SESSION TO HEAR PUBLIC COMMENT BEFORE CLOSED

SESSION
The Richmond City Council Evening Special Open Session was called to order at 5:01 p.m. by Mayor Eduardo Martinez.

B. ROLL CALL

Present: Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson (Via Zoom pursuant to Assembly Bill 2449), Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez. Absent: None.

C. CLOSED SESSION
C.1 CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (Significant exposure to litigation pursuant to paragraph (2) or (3) of Subdivision (d) [as applicable] of Government Code Section 54956.9) • Two Cases
D. PUBLIC COMMENT BEFORE CLOSED SESSION (limited to items on the Closed Session agenda only)
Ben Therriault gave comments in person.

E. ADJOURN TO CLOSED SESSION
The Open Session adjourned to Closed Session at 5:05 p.m. Closed Session adjourned at 6:00 p.m.

F. SPECIAL MEETING OF THE RICHMOND HOUSING AUTHORITY
The Special Meeting of the Richmond Housing Authority was called to order at 6:10 p.m. by Chairperson Eduardo Martinez.

G. PLEDGE OF ALLEGIANCE
Chairperson Martinez led the Pledge of Allegiance to the Flag.

H. ROLL CALL

Present: Commissioners Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson (Via Zoom pursuant to Assembly Bill 2449), Cesar Zepeda, Vice Chairperson Doria Robinson, and Chairperson Eduardo Martinez. Absent: Tenant Commissioner Jaycine Scott.

I. STATEMENT OF CONFLICT OF INTEREST
None.

J. REPORT FROM THE EXECUTIVE DIRECTOR
Housing Authority Director Antoinette Terrell presented the report. Link to report: Report from the Executive Director
72 Cc17Feb2026 – jc/prc

K. AGENDA REVIEW
None.

L. HOUSING AUTHORITY OPEN FORUM
Cordell Hindler gave comments in person.

M. HOUSING AUTHORITY CONSENT CALENDAR
Motion by Commissioner Cesar Zepeda
Seconded by Commissioner Jamelia Brown
To approve all items on the Housing Authority Consent Calendar.

Ayes (7): Commissioners Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Cesar Zepeda, Vice Chairperson Doria Robinson, and Chairperson Eduardo Martinez.

Absent (1): Tenant Commissioner Jaycine Scott
Passed
M.1 Contract Amendment No. 1 with SWCA Environmental Consultants for Testing and Environmental Review of Richmond Village
ADOPT a resolution to APPROVE the first contract amendment with SWCA Environmental Consultants to include Radon Testing for the Part 50 Environmental Review of the Richmond Village Property, increasing the payment amount by $20,304.32, for a total payment limit of $37,804.32, with a term expiration of June 30, 2026 – Richmond Housing Authority (Nannette Beachem/Antoinette Terrell/Greg Palomino 510-621-1300).

Adopted Resolution No. 2223
M.2 Meeting Minutes
APPROVE the minutes of the November 18, 2025, special Housing Authority meeting - City Clerk's Office (Pamela Christian 510-620-6513).

N. ADJOURNMENT
There being no further business, the meeting adjourned at 6:18 p.m.

O. REGULAR MEETING OF THE RICHMOND CITY COUNCIL
The Regular Meeting of the Richmond City Council was called to order at 6:19 p.m. by Mayor Eduardo Martinez.

P. ROLL CALL

Present: Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson (Via Zoom pursuant to Assembly Bill 2449), Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez. Absent: None.

Q. STATEMENT OF CONFLICT OF INTEREST
None.

R. AGENDA REVIEW
The following items were pulled from the consent calendar for discussion:

Item V .3.a (Additional Loan for Capital Cost related to the Civic Center Apartments (Homekey) Project)
Item V .6.a (Richmond Fund for Children and Youth Calendar Year 2026 - 2027 Grants) 73 Cc17Feb2026 – jc/prc

Item V .7.d (Opposing the Unlawful United States Military Intervention Against Venezuela)
S. REPORT FROM THE CITY ATTORNEY OF FINAL DECISIONS MADE

DURING CLOSED SESSION
Interim City Attorney Shannon Moore reported that no reportable action was taken on Item C.1 (conference with legal counsel - anticipated litigation).

T. REPORT FROM THE CITY MANAGER (public comment allowed under Open Forum)
Deputy City Manager Nickie Mastay provided a report. Link to view report: City Manager's Report
U. OPEN FORUM FOR PUBLIC COMMENT
(public comment on items that remain on the Consent Calendar or items not on the agenda - limited to 2 minutes unless otherwise specified - Back and forth dialogue with the Council is prohibited)
The following individuals gave comments in person:

Cordell Hindler gave comments thanked the Mayor's office for hosting the Mayors' conference. Mr. Hindler suggested the City conduct an updated classification and compensation study.

Andrea McKelvy, Lewis McCray, and Joezette Guillebeau gave comments regarding the Castro encampment and homelessness they are experiencing. Ms. McKelvy also gave comments regarding personal losses she experienced.

John McKinney gave comments regarding labor negotiations between the Police Officer's Association and the City. Mr. McKinney also gave comments regarding officers recently placed on leave and police officer retention.

Claudia Citroen gave comments regarding police officer retention, the Council Rules of Procedure and Order, and officers recently placed on leave.

Bruce Brubaker urged the Council to increase recruitment efforts for the Planning commission.

Nate Lonso, Chais Fuller, and Roberto Lopez gave comments regarding labor negotiations between the Police Officer's Association and the City. Mr. Lonso, Mr. Fuller, and Mr. Lopez also gave comments regarding officers recently placed on leave and police officer retention.

Ben Therriault expressed concerns regarding City leadership and officers recently placed on leave.

Colton Stocking, Don Nelson, and Andy Domenici gave comments regarding labor negotiations between the Police Officer's Association and the City. Mr. Stocking, Mr.

Nelson, and Mr. Domenici also gave comments regarding officers recently placed on leave and police officer retention.

Savannah Stewart gave comments regarding recent officer involved shootings, how they affect the parties involved, and the Police department's policies/procedures related to officer involved shootings. Ms. Stewart and Michael Pagaling gave comments regarding officers recently placed on leave and urged the Council to return them to duty.

Harry Wiener gave comments regarding the Jewish community. 74 Cc17Feb2026 – jc/prc

Ivette Blandon gave comments regarding a claim she recently filed against the City related to vehicle damage.

The following individuals gave comments via teleconference:

Tarnel Abbott gave comments regarding the United States' relations with Cuba.

Daniel Sanchez and Jae Mallari gave comments regarding labor negotiations between the Police Officer's Association and the City. Mr. Sanchez and Mr. Mallari also gave comments also gave comments regarding police officer retention and officers recently placed on leave. Mr. Sanchez expressed concerns regarding social media posts made by Councilmembers.

Isabella expressed concerns regarding the Police department's work environment and urged the Council to improve conditions for officers.

Sara Cantor gave comments regarding a recent officer involved shooting and labor negotiations.

V. CITY COUNCIL CONSENT CALENDAR
(All items placed under the Consent Calendar are considered to be routine and noncontroversial. These items will be enacted upon together with a motion and second, without discussion, of any member of the City Council, and each item shall be deemed to have received the action recommended.)
Motion by Councilmember Claudia Jimenez
Seconded by Vice Mayor Doria Robinson
To approve all items on the consent calendar excluding Item V .3.a (Additional Loan for Capital Cost related to the Civic Center Apartments (Homekey) Project), Item V .6.a (Richmond Fund for Children and Youth Calendar Year 2026 - 2027 Grants), and Item V .7.d (Opposing the Unlawful United States Military Intervention Against Venezuela).

Ayes (7): Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Passed
V. 1 City Attorney's Office
V .1.a Legal Services Agreement Amendment No. 5 with Bennett, Gelini and Gelini, APC, for Litigation Matters
APPROVE a fifth amendment with Bennett, Gelini and Gelini, APC, to increase the payment limit by $300,000 for a total amount not to exceed $1,159,990 with a term ending December 31, 2027, for litigation representation – City Attorney’s Office (Kimberly Chin 510-620- 6709/Shannon Moore 510-620-6509).

V .1.b Legal Services Agreement Amendment No. 3 with Stoel Rives, LLP for Land Use Matters
APPROVE a third amendment to the legal services agreement with Stoel Rives, LLP, to maintain adequate representation in future and pending land use and California Environmental Quality Act (CEQA) related litigation (Guidiville/Land Use), in the amount of $100,000 for a total amount not to exceed $175,000 with term ending December 31, 2026 – City Attorney’s Office (Kimberly Chin 510-620-6709/Shannon Moore 510-620-6509).

75 Cc17Feb2026 – jc/prc

V. 2 City Clerk's Office
V .2.a City Council Minutes
APPROVE the minutes of the January 20, 2026, Regular City Council meeting - City Clerk's Office (Pamela Christian 510-620-6513).

V. 3 Community Development
V .3.a Additional Loan for Capital Cost related to the Civic Center Apartments (Homekey) Project
ADOPT a resolution increasing the City loan amount from $8.3 million to up to $10.3 million to 425 Civic Center LP for the Civic Center Apartments project, which will convert an existing motel into a 49-unit permanent supportive housing development for the chronically homeless - Community Development Department (Lina Velasco 510-620-6841/Jesus Morales 510-620-6649).

Community Development Director Lina Velasco introduced the item. Ms.

Velasco and Hillmann Development Advisors representative Eric Swakon presented a PowerPoint. Link to view presentation: Civic Center Apartment (Homekey) Project
Claudia Citroen gave comments via teleconference. Discussion ensued.

Motion by Councilmember Soheila Bana
Seconded by Councilmember Claudia Jimenez
To approve the item.

Ayes (7): Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Passed
Adopted Resolution No. 15-26
V. 4 Finance Department
V .4.a Contract with SCI Consulting Group for On-Call Consulting Services APPROVE and AUTHORIZE the city manager or their designee to negotiate and execute a sole-source contract with SCI Consulting Services to provide financial and technical advisory services for priority City projects, including Advanced Life Support in the Fire Department and evaluation of the Craneway Pavilion, in an amount not to exceed $70,000, for the term of November 3, 2025, through December 31, 2026 – Finance Department (Emily Combs 510-620-6740/ Mubeen Qader 510-412- 2077/Jerry Gurule 510-620-6591).

V .4.b Investment and Cash Balance Report, Monthly Overtime Reports, Documentary Transfer Tax Report, and Other Post-Employment Benefits (OPEB) and Pension Report for the Month of December 2025 RECEIVE the City’s Investment and Cash Balance Report, Monthly Overtime Reports, Documentary Transfer Tax Report, and Other Post- Employment Benefits (OPEB) and Pension Report for the month of December 2025 – Finance Department (Emily Combs 510-620-6740).

76 Cc17Feb2026 – jc/prc

V. 5 Fire Department
V .5.a Contract with TargetSolutions Learning, LLC dba Vector Solutions to Provide a Web-based Fire Industry Training and Compliance Management System
APPROVE a sole-source contract with TargetSolutions Learning, LLC dba Vector Solutions in an amount not to exceed $30,494, for a three-year term effective January 1, 2026, through January 1, 2029, with two one- year extension options not to exceed an additional $12,000 per year for the extended term – Fire Department (Chief Aaron Osorio 510-307- 8021/Chief Rico Rincon 510-307-8041/Den Mark Marcelo 510-307- 8038).

V. 6 Library and Community Services
V .6.a Richmond Fund for Children and Youth Calendar Year 2026 - 2027 Grants ADOPT a resolution approving grant award recommendations from the Richmond Fund for Children & Youth (RFCY) Oversight Board for Calendar Years 2026-2027 to eight (8) youth-serving nonprofit organizations in a total amount not to exceed $1,217,161 annually and AUTHORIZE the city manager, or their designee, to negotiate and execute grant service agreements with approved grantees - City Manager’s Office (Patrick Seals 510-307-8016/Jora Atienza Washington/Nicholas Delgado 510-620-6523).

Administrative Chief Patrick Seals introduced the item. Mr. Seals presented a PowerPoint. Link to view presentation: Richmond Fund for Children and Youth Grants
Claudia Citroen gave comments via teleconference. Discussion ensued.

Motion by Councilmember Claudia Jimenez
Seconded by Councilmember Soheila Bana
To approve the item.

Ayes (7): Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Passed
Adopted Resolution No. 16-26
V .6.b Contract with Cheryl Maier for American Job Centers of California (AJCC) One-Stop Operator Services
APPROVE a sole-source contract with Cheryl Maier to serve as the American Job Centers of California (AJCC) Coordinator for the Richmond Workforce Development Board (RWDB) for a term
commencing July 1, 2025, and ending June 30, 2027, for a total payment limit of $20,000 – Community Services Department (Tamara Walker 510- 307-8006/LaShonda White 510-620-6828).

V .6.c Contract Amendment No. 3 with Epic Limousine for Youth Outdoors Richmond Transportation
APPROVE a third contract amendment with Epic Limousine to provide transportation services for the Youth Outdoors Richmond Program, 77 Cc17Feb2026 – jc/prc

increasing the contract by $56,520 for a new total contract amount of $85,820, and extending the contract term to June 30, 2027 – Community Services Department (Tetteh Kisseh 510-620-6919/ Ranjana Maharaj 510- 620-6972/Jene Levine-Snipes 510-307-8132).

V .6.d Contracts with Libraria, Ingram Content Group, Mackin Book Company, and Midwest Tape LLC, for Library Materials Services
ADOPT a resolution to APPROVE contracts, upon approval by the City Attorney’s Office, with Children’s Plus DBA Libraria, Ingram Content Group, Mackin Book Company, and Midwest Tape LLC, for library materials and preprocessing services, each in an amount not to exceed $300,000 per year, for a term of three years from February 2026 through January 2029, with two optional one-year extensions, and AUTHORIZE the city manager or their designee to execute the contracts – Community Services Department (Christopher Larsen/Kate Eppler/LaShonda White 510-620-6561).

Adopted Resolution No. 17-26
V. 7 Mayor's Office
V .7.a Amend the 2025 Appointments to Committees and Liaison Positions AMEND the 2025–26 appointments of the Mayor and City
Councilmembers to Regional Committees, Ad Hoc Committees, and Liaison positions to add the Community Crisis Response Program Advisory Board and designate Councilmember Claudia Jimenez as its liaison, and to confirm the exchange of liaison assignments between the Mayor and Councilmember Zepeda on the MCE Clean Energy Board - Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

V .7.b Re-appoint Brian Carter to the Design Review Board APPOINT Brian Carter to the Design Review Board with a term that expires on March 17, 2028 – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503)
V .7.c Direct the City Manager to identify funding for the Shimada Sister City Delegation Visit in Recognition of the 65th Anniversary of the Richmond– Shimada Sister City Relationship
DIRECT the city manager to identify funding in an amount not to exceed $23,000 for expenses associated with hosting an official delegation from Shimada, Japan, in coordination with the Richmond–Shimada Friendship Commission, and at mid-year provide an update on potential requests from other Sister Cities for City Council consideration - Mayor’s Office (Mayor Eduardo Martinez 510-620-6503) and Councilmember Cesar Zepeda (510-620-6593).

V .7.d Opposing the Unlawful United States Military Intervention Against Venezuela
ADOPT a resolution opposing unauthorized United States military intervention in Venezuela, affirming the City of Richmond’s commitment to peace, human rights, constitutional governance, and the prioritization of public resources for local community needs - Mayor’s Office (Mayor Eduardo Martinez 510-620-6503) and Vice Mayor Doria Robinson (510- 620-6568).
78 Cc17Feb2026 – jc/prc

Mayor Martinez introduced the item and gave background information on why the item was brought forth. Mark Wassberg and Juan Reardon gave comments in person. Claudia Citroen, Tarnel Abbott, and Elsa Stevens gave comments via teleconference. Discussion ensued.

Motion by Vice Mayor Doria Robinson
Seconded by Councilmember Claudia Jimenez
To approve the item.

Ayes (6): Councilmembers Soheila Bana, Claudia Jimenez, Sue Wilson, Cesar Zepeda, Vice Mayor Doria Robinson, and Mayor Eduardo Martinez.

Abstentions (1): Councilmember Jamelia Brown
Passed
Adopted Resolution No. 18-26
V .7.e Appointment of Shahzaib Shahid to the Planning Commission APPOINT Shahzaib Shahid to the Planning Commission with a term that expires on June 30, 2028 – Mayor’s Office (Mayor Eduardo Martinez 510- 620-6503).

V. 8 Public Works
V .8.a Purchase of Twenty (20) Fleet Vehicles for Fire, Police, and Abatement Operations from Dublin Chevrolet
ADOPT a resolution to APPROVE the purchase of twenty (20) fleet vehicles from California Automotive Retailing Group, Inc. DBA Dublin Chevrolet, utilizing Alameda County Master Contract No. 901979, in a not-to-exceed amount of $1,125,000, for use by the Fire Department, Police Department, and Abatement operations – Public Works Department (Daniel Chavarria/Darin Fitzpatrick 510-231-3008).

Adopted Resolution No. 19-26
W. REPORTS OF OFFICERS: REFERRALS TO STAFF, AND GENERAL REPORTS (INCLUDING AB 1234 REPORTS)(limited to two minutes per Councilmember) Vice Mayor Robinson reported attendance to the following: an Economic Development Commission meeting; a meeting with the Green Empowerment Zone (GEZ); a Pullman Neighborhood Council meeting; and the East Bay Center for Performing Arts performance day. Vice Mayor Robinson announced the following upcoming events: the Sustainability Expo on April 18, 2026, at the Civic Center Plaza and Taste of Richmond on March 28, 2026, at the Civic Center Plaza.

Councilmember Bana thanked Fire Chief Aaron Osorio and Emergency Services Manager Richard Diaz for their work in organizing an evacuation drill to be held on May 30, 2026, in the El Sobrante area. Councilmember Bana invited residents to register to participate in the upcoming evacuation drill.

Councilmember Zepeda thanked the Richmond Neighborhood Coordinating Council for a recent Black History Month celebration event they hosted. Councilmember Zepeda announced that there was an upcoming community meeting at the Parchester Community Center on February 19, 2026.

79 Cc17Feb2026 – jc/prc

Mayor Martinez reported attendance to the East Bay Center for Performing Arts performance day and the Literacy for Every Adult Program (LEAP) graduation. Mayor Martinez encouraged members of the public to donate to the Snowball Scholarship Fund.

X. ADJOURNMENT
There being no further business, the meeting adjourned at 8:34 p.m. in memory of Jesse Jackson and Norma Jean La Bat, to meet again on February 24, 2026, at 6:00 p.m.

Clerk of the City of Richmond Mayor

80

March 17, 2026

City Council

DATE: March 17, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

Councilmember Soheila Bana

Subject:

Co-Sponsorship and Venue Reservation for Asian
American Pacific Islander (AAPI) Community Celebration
FINANCIAL IMPACT: The fiscal impact is $3,700 for the City Auditorium, which is being provided by the City of Richmond. Additional
Public Works and Public Safety personnel costs are not
included or anticipated. The SAFE Center will be
responsible for submitting all applicable City and County permits and insurance.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

As an Asian -American City Councilmember, I am
requesting the City of Richmond’s co-sponsorship of this event by reserving the Richmond Auditorium for the full day on Saturday, May 2, 2026. The event is expected to
bring diverse cultural engagement and foster community
participation.

This event aligns with the City’s commitment to div ersity, inclusion, and fostering a sense of community among
residents.

AGENDA
REPORT
81

March 17, 2026
RECOMMENDED ACTION:

APPROVE an official City of Richmond community event
and co-sponsorship of the Asian American Pacific Islander (AAPI) Community Celebration and authorize the
reservation of the Richmond Auditorium for Saturday, May 2, 2026 - Councilmember Soheila Bana (510 -672-3490).

This item was continued from the March 3, 202 6,
meeting.

DISCUSSION:

The SAFE Center is sponsoring an AAPI Community Celebration that aims to honor and celebrate the diverse cultural heritage, contributions, and history of Asian American and Pacific Islander communities in Richmond and the Bay Area. This event will be free to the public and will provide a platform for cultural exhibits, educational activities, and community engagement, while also fostering inclusivity and awareness about AAPI cultures.

Proposed Event Details:
 Date: Saturday, May 2, 2026
 Time: 11:00 am – 2:00 pm
 Location: Richmond Auditorium
 Anticipated attendance: 200
 Security: No additional security has been acquired
 Event timing (including setup/teardown): set-up is at 9am, the event time is 10- 2pm and breakdown is from 2-4pm
 No Known Vendors
 Alcohol: Alcohol will not be served

Sponsors:
 SAFE Center – Food and event organization

Co-sponsors:
 City of Richmond– Event co-sponsorship and venue reservation  Additional community and business partners (to be determined)

DOCUMENTS ATTACHED:

None.
82

March 17, 2026

Library and Community Services

DATE: March 17, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

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

Accept and Appropriate Carnegie Corporation of New
York Grant Funds
FINANCIAL IMPACT: Acceptance of the $10,000 gift from the Carnegie Corporation of New York will increase Library revenue in fiscal year 2025–2026. Of this amount, $5,000 will be
used to purchase furnishings, materials, and supplies for the Richmond History Collection Room in the renovated
Main Library. The remaining $5,000 will be disbursed to the Richmond Museum Association to support Museum
programming and exhibits. No additional General Fund
resources are required.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

To celebrate the 250th anniversary of the Declaration of Independence, Carnegie Corporation of New York
announced it would gift $10,000 to every United States
library originally constructed with funds from Andrew
Carnegie. The original Richmond Public Library, opened
in 1910 at 400 Nevin Ave, was one such building. The
Richmond Museum of History & Culture currently
occupies the former ‘Carnegie Library’ space. In
acknowledgement of their continued stewardship of the
building and partnership with the Richmond Public
Library, the Library proposes to share the Carnegie gift with the Richmond Museum of History and Culture.

AGENDA
REPORT
83

March 17, 2026
RECOMMENDED ACTION: ADOPT a resolution to ACCEPT and APPROPRIATE $10,000 in gift funds from Carnegie Corporation of New
York; and AUTHORIZE a payment of $5,000 from the
Carnegie funds to the Richmond Museum Association -
Community Services (Kate Eppler 510-620-
5452/LaShonda White 510-620-6828).

DISCUSSION:

Between 1886 and 1917, industrialist Andrew Carnegie funded the construction of 1,681 public libraries in the United States.

In 1908, the Richmond Club sent a successful petition to Carnegie for a gift of funds to build a public library. The ensuing donation of $17,500 resulted in the construction of the 86th Carnegie-funded library in California, at 400 Nevin Avenue in Richmond. The Carnegie-funded building first opened as a public library in 1910.

In 1949, following explosive population growth in Richmond and a bond measure to build a new Civic Center campus, the Richmond Public Library opened a Main Library as part of that new campus at 325 Civic Center Plaza. The original Carnegie library building at 400 Nevin Avenue now serves as the home of the Richmond Museum of History and Culture (the Museum).

In late 2025, the Carnegie Corporation of New York announced its ‘Carnegie Libraries 250’ initiative, commemorating the 250th anniversary of the signing of the Declaration of Independence. Through the Carnegie Libraries 250 program, the Carnegie Corporation is making gifts of $10,000 each to the 1,280 libraries that still use their Carnegie building or acknowledge their historical link to Carnegie’s generosity. Libraries are encouraged to use their gifts to further their mission and benefit their community, but no other restrictions are placed on the funds.

Throughout the years, the Library has worked in partnership with the Museum in a variety of ways. Most recently, Museum staff have provided assistance and feedback as Library staff evaluate and organize materials from the Richmond Historical Collection.

When the Main Library re-opens in 2027, after an extensive, $34-million-dollar renovation, the facility will have a dedicated space for these historical materials and will continue to collaborate with the Museum to support researchers and develop historical programming. In acknowledgment of the Library’s ongoing partnership with the Museum, which currently operates the Carnegie-funded facility, the Library proposes to divide the Carnegie Libraries gift: $5,000 will be used to support furnishings and supplies for the Richmond History Collection room in the renovated Main Library, and $5,000 will be paid to the Richmond Museum Association to support continued Museum programming and exhibits.

84

March 17, 2026
City staff recommend adopting a resolution to accept $10,000 from Carnegie Corporation of New York and authorize $5,000 to the Richmond Museum Association (Attachment 1).

DOCUMENTS ATTACHED:

Attachment 1 – Resolution
Attachment 2 – Carnegie Libraries 250 Announcement
Attachment 3 – Carnegie Press Release
85 RESOLUTION NO. __26

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

CALIFORNIA, TO ACCEPT AND APPROPRIATE GIFT FUNDS FROM THE CARNEGIE CORPORATION OF NEW YORK IN THE AMOUNT OF $10,000 AND TO AUTHORIZE A PAYMENT OF $5,000 OF THOSE FUNDS TO THE RICHMOND

MUSEUM ASSOCIATION

WHEREAS, industrialist Andrew Carnegie funded the construction of 1,681 U.S. public libraries between 1886 and 1917; and

WHEREAS, the original Richmond Public Library building, opened in 1910 at 400 Nevin Avenue, was one of those libraries; and

WHEREAS, the Richmond Museum of History and Culture currently occupies the building at 400 Nevine Avenue; and

WHEREAS, the Carnegie Corporation of New York has announced an initiative to gift $10,000 each to Carnegie libraries, known as the Carnegie Libraries 250 initiative, in celebration of the 250th anniversary of the signing of the Declaration of Independence; and

WHEREAS, the Richmond Public Library is one of Carnegie Libraries 250 gift recipients, and;

WHEREAS, the Carnegie Corporation of New York indicates that gift recipients “may use the funds however they wish to celebrate the 250th anniversary, further their mission, and benefit their community”; and

WHEREAS, the Richmond Public Library works in partnership with the Richmond Museum of History and Culture to be a steward of, and provide access to, historical documents related to community life in Richmond; and

WHEREAS, the Richmond Public Library is developing and planning local history room for the Library’s historical Richmond Collection, as part of the current $34 million renovation project for the current Main Library building at 325 Civic Center Plaza;

NOW THEREFORE, BE IT RESOLVED that the City Council of the City of Richmond hereby authorizes the Richmond Public Library to accept and appropriate the $10,000 gift from the Carnegie Corporation’s Carnegie Libraries 250 initiative, to use $5,000 of the gift 86 towards materials and supplies for the future Richmond Collection room, and to authorize a payment of $5,000 from the gift funds to the Richmond Museum Association, in support of the Library’s ongoing collaboration with the Richmond Museum of History and Culture.

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

I hereby certify that the foregoing Resolution of the Council of the City of Richmond was duly passed and adopted at a meeting thereof held DATE, by the following vote:

AYES:

NOES:

ABSENT:

ABSTENTION:

___________PAMELA CHRISTIAN___________

CLERK OF THE CITY OF RICHMOND

Approved:

Mayor

Approved as to form:

City Attorney

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/49/50/51/52/53/54/55/52/56/57/50/51/i255/59/57/53/i255/60/61/55/61/56/62/56/50/63/i255/64/57/54/53/i255/65/56/59/52 /66/67/i255/69/70/67/71/72/73/73/i255/74/67/75/70/i255/76/77/78/79/80/i255/81/72/i255/81/77/82/82/i255/70/72/83/75/77/70/72/i255/84/i255/85/86/87/i255/78/67/70/88/i255/78/67/70/i255/74/67/75/70/i255/67/70/76/84/89/77/90/84/79/77/67/89/91/i255/92/67/75/i255/71/84/89 /93/67/81/89/82/67/84/93/i255/84/i255/94/82/84/89/95/i255/78/67/70/88/i255/96/97/98/97/99/i255/92/67/75/i255/88/84/74/i255/73/75/94/88/77/79/i255/79/101/72/i255/71/67/88/69/82/72/79/72/93/i255/85/86/87/102 /103/104/105/106/104/97/i255/107/108/i255/108/109/98/i255/110/97/111/109/98/97/i255/109/112/105/108/113/114/i255/110/106/107/97 /115/74/i255/88/84/77/82/i255/79/67/102
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Hundreds of Carnegie Libraries to Receive $10,000
Gifts in Celebration of United States’ 250th
Anniversary
The foundation established in 1911 by Andrew Carnegie, Carnegie Corporation of New York, honors the country’s democratic ideals with $20 million in new funding to support America’s civic institutions
By Carnegie Corporation of New York October 22, 2025
New York, NY, October 22, 2025 — Carnegie Libraries across America will each receive a $10,000 gift to commemorate the 250th anniversary of the signing of the Declaration of Independence through a special initiative announced today by Carnegie Corporation of New York. 91 Scottish immigrant Andrew Carnegie funded the construction of 1,681 free public libraries in the United States between 1886 and 1917. As part of the Carnegie Libraries 250 special initiative, his philanthropic foundation reached out to each library and established that about 1,280 still operate and acknowledge their link to Carnegie, making them eligible for the celebratory gift.

Approximately 750 of them continue to use their original buildings, while others have moved to new locations.

The gift recipients can expect to receive a check in January 2026. They may use the funds however they wish to celebrate the 250th anniversary, further their mission, and benefit their community. “Our founder, Andrew Carnegie, who championed the free public library movement of the late 19th century, described libraries as ‘cradles of democracy’ that ‘strengthen the democratic idea, the equality of the citizen, and the royalty of man,’” said Dame Louise Richardson, president of Carnegie and former head of the University of Oxford. “We still believe this and are delighted to celebrate our connection to the libraries he founded.”
The $10,000 library gifts anchor a $20 million special initiative created to celebrate next year’s 250th anniversary by supporting America’s civic institutions and organizations that foster civic participation and bring people together.

These grants include exchange programs between people in urban and rural areas, cultural events that reach new audiences, and activities that engage the next generation of Americans. Grantees include Carnegie Hall, the Gilder Lehrman Institute of American History, the Jack Miller Center for Teaching America’s Founding Principles and History, the Museum of the City of New York, The New York Historical, Yo-Yo Ma’s Silkroad, and the Smithsonian Institution.

The special initiative aligns with the foundation’s overarching goal of reducing political polarization. Over the past year, Carnegie has invested $30 million in grants for civics education, state-based community service, youth voting, and media and digital literacy. Related grants include $13 million to libraries for programs such as English language learning for adults and civic participation for teens. Carnegie also makes annual grants of $6 million to fund the Andrew Carnegie Fellows Program and scholarly research about the causes of polarization and potential solutions to reduce it.
92 Carnegie Libraries and their patrons are encouraged to showcase their libraries and gifts by submitting photographs and stories for possible inclusion on carnegielibraries.org, Carnegie’s new website featuring user-generated content. The site is part of Carnegie Libraries Across America, an interactive resource that enables visitors to locate libraries, explore archival documents and correspondence collected by the foundation, and learn about the origins of each building.

Readers can learn more about Andrew Carnegie’s library legacy through a timeline detailing how the philanthropist changed the library landscape in America, as well as a video sharing his vision of providing free access to learning and opportunity for all. Library lovers are invited to join Carnegie’s community by signing up for the foundation’s Unstacked newsletter to stay informed about ongoing funding opportunities.

Media Contact: Angely Montilla | Carnegie Corporation of New York | [email protected] 93 Why Carnegie’s Libraries Are Getting $10,000 Checks
About 1,280 Carnegie-built libraries will receive gifts from Carnegie Corporation of New York. Read more in The New York Times.

Andrew Carnegie: Free Public Libraries, Narrated by Brian CoxAndrew Carnegie: Free Public Libraries, Narrated by Brian Cox 94 Carnegie libraries receive surprise $10,000 gifts
All Things Considered host Randye Kaye spoke with Carnegie President Dame Louise Richardson about the grant and the founder, Andrew Carnegie's goal to make libraries available to everyone. Listen at WSHU.

More like this

PRESS RELEASES
Public Library Systems in 11 Communities Receive Grants Totaling $5 Million from Carnegie Corporation of New York
June 10, 2025

LIBRARY GRANTS
95

March 17, 2026

Library and Community Services

DATE: March 17, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

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

Subject:

Contract with Innovative Interfaces, Inc. for Integrated Library System Hosting and Maintenance
FINANCIAL IMPACT: The proposed not-to-exceed cost of $145,000 for the first year of the three-year contract is included within the
approved fiscal year (FY) 2025-2026 Library budget
(Account Strings: 01242155-400263; 01242855-400201;
01242855-400209); The not-to-exceed costs for the
second and third years of the contract ($150,000 for FY 2026-2027 and $155,000 for FY 2027-2028) will be
budgeted accordingly, as will any amount for the two
one-year options to extend.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

The Richmond Public Library contracts with Innovative
Interfaces for the Sierra Integrated Library System (ILS).

The Sierra ILS supports collection management, patron
records, and circulation. The Library’s previous contract has expired and must be replaced.

AGENDA
REPORT
96

March 17, 2026
RECOMMENDED ACTION:

APPROVE a sole-source contract with Innovative
Interfaces, Inc. for Sierra Integrated Library System
hosting and maintenance, INN-REACH interlibrary loan
services, and the Decision Center analytics tool, with a payment limit of $450,000, for a term of July 1, 2025,
through June 30, 2028, with two one-year options to
extend - Community Services (Christopher Larsen 510-
620-5524/Kate Eppler 510-620-5452).

DISCUSSION:

An Integrated Library System (ILS) database is the backbone of a library, maintaining up-to-date information about library holdings and borrowers and facilitating circulation of materials. The Richmond Public Library uses the Sierra ILS, which is developed, maintained, and hosted by Innovative Interfaces, Inc, a subsidiary of Clarivate Public Limited Company (Plc). The Library also uses Innovative Interfaces’ INN-REACH system for interlibrary loans and the company’s Decision Center collection analysis tool.

The Library has used the Sierra Integrated Library System (ILS) since its release and previously used Innovative Interfaces’ Millennium ILS, resulting in long-standing system integration and data continuity. Although other vendors offer ILS platforms built on Library of Congress Machine-Readable Catalog (MARC) and similar bibliographic standards, each system contains proprietary configurations for patron, circulation, and acquisitions records. Migrating to a different ILS would require extensive record mapping, data conversion, staff retraining, and a multi-year implementation process with significant operational and financial impacts. The Library is satisfied with the performance of the Sierra ILS and is not seeking to transition systems currently.

Accordingly, because Innovative Interfaces is the sole provider of hosting, maintenance, and support for Sierra, approval of a sole-source contract is necessary (Attachment 1).

Innovative Interfaces, Inc. was acquired by Clarivate Plc. during the previous contract term, which expired on June 30, 2025, resulting in a delayed renewal process. Legal review required negotiation of updated contract terms, and final revisions were agreed to in January 2026, with approval from legal counsel for both parties in February 2026 (Attachment 2). During the lapse between expiration and renewal, the Library continued using the Sierra interface, as it supports essential operations including cataloging, acquisitions, and circulation. Because services continued uninterrupted beginning July 1, 2025, invoices have been incurred and the new contract must be backdated accordingly.

DOCUMENTS ATTACHED:

Attachment 1 – Sole Source
Attachment 2 – Original Contract
Attachment 3 – IT Authorization
Attachment 4 – Renewal Quotes
97 Page | 1 Sole Source Form – Rev. May 12, 2016

City of Richmond
Sole Source Justification

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

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

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

Describe the full scope of work or service contemplated including installation if required; items should include brand, model and part number if applicable; (if additional space is needed, include them in a separate page)

Sole Source Rationale: PLEASE ANSWER ALL THE FOLLOWING QUESTIONS: Explain why the recommended company is the only company that can meet the requirement. Address the following: Are there any other companies who can do this job? What condition (e.g. technological superiority, or performance risks, etc.) exists so that the recommended company has a significant advantage over any other company who can do this job? It is important to sufficiently address the key reason for awarding an order/contract without soliciting competitive bids. The rational must be clear and convincing, avoiding generalities and unsupported conclusions.

(if additional space is needed, include them in a separate page)

Innovative Interfaces, Inc.

Nikos Koukoulis
789 E. Eisenhower Parkway
Ann Arbor
MI
48108
[email protected]
July 1, 2025 - June 30, 2028
450,000.00
01242855-400201, 400209
X
X
X
Innovative Interfaces is the developer and maintainer of the Sierra Integrated Library System (ILS), which the Library uses to manage its collections, patron records, and circulation. In addition, the contracts with Innovative for INN-REACH services which provides interlibrary loan, the Decision Center collection analysis tool, and Sierra Cloud Hosting, which provides hosting and maintenance of the ILS database and services.

Innovative Interfaces is the proprietary owner and developer of the Sierra ILS. Each ILS developer uses the standard MAchine-Readable Catalog (MARC) record in specific ways, as well as having proprietary records systems for patrons and circulation records. The process of evaluating available ILS systems, mapping records from one proprietary system to another, and migrating the system is lengthy and can take multiple years. At present the Library does not have reason to undertake this process, nor does the Library have the available resources to commit to such an endeavor.
98 2 | Page

Complete the following checklist
A specific contractor is the only source of the required item because (check all that apply):

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

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

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

A specific item is needed:

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

Continuation of prior Work – Additional item, service or work required, but not known to have been needed when the original order was placed with vendor, and it is not feasible or practicable to contract separately for the additional need. Provide brief explanation and supporting evidence.

(if additional space is needed, include them in a separate page)

X
The evaluation of Integrated Library Systems (ILS) and migration to another system is a multi-year project that requires significant staff research and consulting. The Library does not presently have reason nor resources to pursue evaluation and migration to another ILS. 99 3 | Page
I acknowledge the City’s requirements for soliciting competitive quotes/bids for purchases over $3,000.00 and the criteria for justification for Sole Source purchases. I have gathered the required information, have made a concerted effort to review comparable/equal equipment/services (e.g., market research), and further affirm that there is no conflict of interest involved in the selection made.

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

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

AP
PROVED: ____________________
NOT
APPROVED: ________________
_________
___________________
City Manager
(Under $10,000.00)
DATE: __7_/_23__/2025___
COMMENTS:
______________________________
City Clerk Attesting to Council Approval
(Over $10,000.00) (Copy of Minutes may be substituted)
Note: Richmond Municipal Code Section 2.52.326 Sole Source Procurement requires final approval by the City Manager and/or City Council. Sole Source must be approved by Finance Director, PRIOR to Council Approval.

P

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

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

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

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

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

1. Personal preference for product or vendor.

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

3. Features which exceed the minimum department requirements.

Community Services - Library
Christopher Larsen, Library Services Manager
7/1/25
(510) 620-5524
7/1/25
LaShonda White
100

CITY OF RICHMOND

STANDARD CONTRACT

Department:

Community Services - Library
City Project Manager:

Christopher Larsen
City Project Manager E-mail:

[email protected]
City Project Manager Phone No:
(510) 620-5524
Vendor No:
1075
Contract No:

Description of Services:

Hosting and maintenance of Integrated Library System (Sierra).

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: Innovative Interfaces, Inc.

Street Address: 789 E. Eisenhower Parkway

City, State, Zip Code: Ann Arbor MI 48108
Contact Person: Nikos Koukoulis
Telephone: (353) 157-4653 Email: [email protected]

Business License No: 40007377

☐ 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 July 1, 2025 and terminates June 30, 2028

unless terminated earlier as set forth herein.

3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $ 450,000.00 (“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 25-26 total compensation shall not exceed $ 145,000.00 FY 26-27
FY 27-28
total compensation shall not exceed $ 150,000.00
total compensation shall not exceed $ 155,000.00
101

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 Order Form 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. 102

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, Innovative Interfaces, Inc.

a municipal corporation [BUSINESS NAME]
(* The Corporation Chairperson of the Board, President, or Vice President should sign below)
By: By: Tim McGee
Title: Title: VP, Sales Operations
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 103
Contract No: For the Contract between the City of
Richmond and
Innovative Interfaces, Inc.

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]:

Sierra Core Bundle Maintenance, includes:
• 57 Staff User Licenses
• SIP2 Interface Maintenance
• Library of Congress Authority Database Service
• Online Public Access Catalog (OPAC) Menus (Languages) • Partners
• Resequence attached records by location
• Synchronize bibliographic locations
• OPAC Export
• Telephone Renewal System
• OCLC Interactive via network
Sierra Cloud Hosting
Decision Center Subscription
Resource Sharing (INN-Reach)

These services shall be compensated at the following amounts in fiscal year 2025-2026:

Sierra Core Bundle Maintenance: $83,394.94
Sierra Cloud Hosting: $25,322.45
Decision Center Subscription: $13,116.86
Resource Sharing (INN-Reach): $16,787.38

Future fiscal years' compensable amount under this contract shall not exceed the combined limit of $155,000.00 per year unless amended.
104
Exhibit A.1
Innovative Interfaces Incorporated
Subscription License Agreement
General Terms and Conditions
Unless otherwise specified, capitalized terms in these GTCs have the same meaning as those in the License Agreement.

1. Software License.
a. Subject to the terms and conditions of this Agreement, including without limitation Client's payment of all of the Fees (defined below) due hereunder, Innovative hereby grants to Client a limited, nonexclusive, non-sub- licensable, nontransferable license to use the components of its software applications, modules, and other products that are listed in the Pricing Exhibit to the License Agreement (collectively, the "Software"). The license granted in the preceding sentence will be for the duration of the term of this Agreement and will automatically expire upon the termination or expiration of this Agreement or as otherwise specified in this Agreement.

b. Client and, where applicable, its Authorized Users (defined below) may use the Software (including any Client Configurations) (i) only for the management of the library and for servicing its patrons (including permitting Authorized Users to search library catalogues), and not on an outsourced basis, as a service bureau, for resale, or similarly on behalf of or for the direct or indirect benefit of third parties, and (ii) only in accordance with the other terms of this Agreement. Client will be responsible for its Authorized Users' compliance with the terms hereof.

Without limiting the foregoing, Client agrees that it and its Authorized Users will: (i) comply with all applicable laws regarding the transmission of data, including, without limitation, any applicable export control and data protection laws; and (ii) not use the Software for illegal purposes. c. Subject to Section 11 (Client Configurations), other than Innovative, no one is permitted to copy, modify, reverse engineer, decompile, or disassemble the Software, create derivative works thereof, or separate the Software into its component files. All rights to the Software that are granted to Client in this Agreement are limited to the object code versions of the Software and in no event will Client be deemed to have any right, title or interest in the source code of the Software.
d. The Software may be used by the base number of Client's worldwide employees, third-party auditors, agents and contractors ("Authorized Users") set forth in the Pricing Exhibit to the License Agreement for such Software and such additional Authorized Users as may be hereafter identified to Innovative by Client for which Client pays the additional Fees referred to in Section 4(a) of this Agreement. Each Authorized User license is allocable to a single full-time user of the Software and may be transferred to another user only on a full-time basis.

Authorized User license(s) may not be shared on a part time or concurrent user basis. For the avoidance of doubt, Client patrons do not fall within the restrictions of Authorized Users. e. The license granted to Client pursuant to this Agreement will include, at no additional cost, a license to use all new scheduled major releases, service pack releases, and hot fixes of the Software offered generally by Innovative to its clients during the term of this Agreement (collectively, "New Releases"). "New Releases" do not include new or additional modules, applications or other software now or hereafter offered by Innovative, each of which require a separate license and payment of additional license fees. The term "Software" will be deemed to include New Releases. Additional fees at lnnovative's then -prevailing professional service rates will apply for implementation of New Releases.
f. Innovative offers support for the Software in accordance with the Support Terms, the terms of which are incorporated by reference herein.
g. The license granted hereunder grants Client the right to use a single production instance (copy) of the Software and up to two (2) additional instances (copies) of the Software for non-production use at no additional charge. All copies of the Software are subject to the terms of this Agreement. Non-production use includes training, development, testing, quality assurance, staging or preproduction provided that the copies of the Software are not used in a production environment or as a backup to production. Except to the extent expressly set forth in a License Agreement, this license grant does not provide Client with any rights to hosting services. 105
h. If, during the Term of this Agreement, Innovative discontinues any Software, then Innovative will deliver to Client notice to such effect no less than twelve (12) months prior to the discontinuation of such Software and Client's annual Fees will be decreased a pro-rated amount equal to the annual line item Fees for that Software starting in the next years' annual invoice.

2. Acceptance. Following the execution of the Agreement by the parties, Innovative will deliver the Software, in its preconfigured, out-of-the box format, to Client (i) via the Internet, if Client has purchased hosting services from Innovative pursuant to the Hosting Terms or (ii) by making it available to Client to download via an FTP site or other mutually agreed upon method, if Client has not purchased hosting services from Innovative pursuant to the Hosting Terms. Client will be deemed to have accepted that the out-of-the box Software has been delivered upon initial download or receipt.

3. Ownership.
a. All Intellectual Property Rights (defined below) in the Software and also including, without limitation, all improvements, enhancements, modifications, Client-specific upgrades, or updates to the Software, developed by either party, solely or jointly (collectively, "Innovative Products"), will remain the exclusive, sole and absolute property of Innovative or the third parties from whom Innovative has obtained the right to use the Innovative Products. Intellectual property created by Innovative pursuant to this Agreement, or any other party at the request or direction of Innovative, will be owned by Innovative. "Intellectual Property Rights" means any and all intellectual property rights existing from time to time under any law or regulation, including without limitation, patent l aw, copyright law, semiconductor chip protection law, moral rights law, trade secret law, trademark law, unfair competition law, publicity rights law, or privacy rights law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations of any of the foregoing, now or hereafter in force and effect worldwide. Client hereby assigns to Innovative all right, title and interest in any feedback and suggestions it provides to Innovative regarding the Software or other products commercialized by Innovative now or in the future. This Agreement does not convey to the Client any interest in or to the Innovative Products or any associated Intellectual Property Rights, but only a limited right to use the Software to the extent set forth in this Agreement, which right is terminable in accordance with the terms of this Agreement and is otherwise subject to the limitations, restrictions, and requirements contained herein. If Client configures or otherwise modifies the Software using an API licensed hereunder, Client will also have a license to use such configurations or modifications as part of the Software on the terms set forth in Section 1. Rights not expressly granted to the Client are hereby expressly reserved by Innovative. b. For purpose of this Agreement, as between Innovative and Client, any Intellectual Property Rights in the Innovative Products to the extent owned by any third party will be and remain the exclusive property of such third party. The Software may include third-party software and products, which are described in the documentation and/or Specifications made available to Client by Innovative, and any third-party pass-through terms relating to such third- party software and products are identified therein (or by other mode of disclosure). c. Except as expressly stated herein, Client will exclusively have and retain all right, title and interest, including all associated Intellectual Property Rights, in and to data that Client enters into the Software or disclosed by Client to Innovative in its performance hereunder ("Client Data"), and, as between Client and Innovative, such Client Data will remain the sole property of Client. Client hereby grants to Innovative a license to use Client Data (i) to process the Client Data pursuant to Client's business requirements, (ii) for maintenance and support of the Software, (iii) to collect and use aggregate, non-identifying and anonymized data, and (iv) for research and development purposes.

Client acknowledges and agrees that it will have no rights in any products or services created or sold by Innovative or its affiliates that use any of the Client Data in the manner set forth in (iii) or (iv) of the preceding sentence. To the extent that applicable law requires any permissions or authorizations to have been obtained prior to submission of Client Data to Innovative (including without limitation from individuals to whom the data pertains), Client warrants and covenants that it (and its Authorized Users, as applicable) will have first obtained the same permissions or authorizations prior to transmitting such data to Innovative. Client will defend, indemnify and hold harmless Innovative in the event of any third-party claim arising from a breach of the aforesaid warranty and covenant.

4. Fees; Expenses; Payment Terms.
a. In consideration of receiving a limited license to use the Software, Client will pay the fees set forth in the Pricing Exhibit to the License Agreement (the "Fees") on the terms set forth therein. Initial invoicing under this Agreement will occur when the Software is initially delivered to Client per Section 2; subsequent renewal invoices will be sent to Client prior to the date such payment is due. Invoices for any Renewal Terms may be provided to 106
Client up to 90 days prior to the effective date of such Renewal Term. Client will notify Innovative in writing if Client hereafter requires additional Authorized Users or additional Software modules, and will pay the fees for such additional Authorized Users or additional Software modules in accordance with the terms set forth on the invoice for such fees. The Software may, from time to time, electronically transmit to Innovative reports verifying the type and number of Authorized Users, and Innovative may utilize license keys or other reasonable controls to enforce Authorized User license limitations. Client will cooperate with Innovative in all such efforts. b. Fees for additional Third-Party Software, hardware and services are subject to change and will be quoted at the then current rate.
c. All Fees are exclusive of all taxes and similar fees now in force or enacted in the future or imposed on the delivery and license of the Software, all of which Client will be responsible for and will pay in full, other than taxes based on lnnovative's net income. Client will provide Innovative its state issued Direct Pay Exemption Certificate (or equivalent certificate), if applicable, upon execution of this Agreement. In the event an applicable taxing authority, as a result of an audit or otherwise, assesses additional taxes for goods or services sold under this Agreement at any time, Client and not Innovative will be solely responsible for payment of such additional taxes and all costs associated with such assessment, including without limitation, interest, penalties and attorney's fees.

Additionally, should Client be required under any applicable law or regulation, domestic or foreign, to withhold or deduct any portion of the payments due to Innovative hereunder, then the sum due to Innovative will be increased by the amount necessary to yield to Innovative an amount equal to the sum Innovative would have received had no withholdings or deductions been made.
d. Where this Agreement establishes a due date for a payment and/or a recurring method for payment, payment will be due and payable on such due date and/or according to the method specified. Other fees or expenses charged pursuant to this Agreement will be paid at the amounts set forth in the invoice within 30 (thirty) days of the date of the invoice. All amounts stated herein and all Fees determined hereunder are in U.S. Dollars, unless otherwise required by applicable law.
e. Any invoices not paid when due will accrue interest at the rate of 1% per month or the maximum rate permitted by law, whichever is greater.

5. Limite d Warranty.
a. Innovative warrants, solely for the benefit of Client, that:
i. It has the corporate power and authority to enter into this Agreement and to grant Client the license to the Software hereunder; and
ii. The Software will conform in all material respects to the applicable technical documentation for the Software provided to Client by Innovative and expressly identified by Innovative as the specifications for the Software (collectively, the "Specifications").
b. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR (i) THE WARRANTIES EXPRESSLY STATED ABOVE IN THIS SECTION AND (ii) ANY WARRANTY, REPRESENTATION OR

CONDITION TO THE EXTENT THE SAME CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW,

INNOVATIVE AND ITS LICENSORS, AFFILIATES, AGENTS, SUBCONTRACTORS AND SUPPLIERS MAKE NO

REPRESENTATIONS OR WARRANTIES, AND EXPRESSLY DISCLAIM AND EXCLUDE ANY AND ALL

WARRANTIES, REPRESENTATIONS AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, WHETHER

ARISING BY OR UNDER STATUTE, COMMON LAW, CUSTOM, USAGE, COURSE OF PERFORMANCE OR

OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON -INFRINGEMENT. WITHOUT LIMITING THE

FOREGOING, INNOVATIVE AND ITS LICENSORS, AFFILIATES, AGENTS, SUBCONTRACTORS AND

SUPPLIERS DO NOT WARRANT, AND EXPRESSLY DISCLAIM ANY REPRESENTATION OR WARRANTY,

THAT THE SOFTWARE OR OTHER DELIVERABLES PROVIDED BY OR ON BEHALF OF INNOVATIVE WILL

SATISFY CLIENT'S REQUIREMENTS OR THAT THEIR USE OR OPERATION WILL BE ERROR OR DEFECT-

FREE OR UNINTERRUPTED OR AVAILABLE ON THE INTERNET, OR THAT ALL PRODUCT DEFECTS WILL BE CORRECTED. EXCEPT FOR THE EXPRESS WARRANTIES IN SECTION 5(a), THE SOFTWARE, INCLUDING ALL CONTENT, IS PROVIDED "AS IS," WITH ALL FAULTS AND WITHOUT ANY GUARANTEES

REGARDING QUALITY, PERFORMANCE, SUITABILITY, TIMELINESS, SECURITY, DURABILITY, 107

INTEGRABILITY OR ACCURACY, AND CLIENT ACCEPTS THE ENTIRE RISK OF AND RESPONSIBILITY FOR

SELECTION, USE, QUALITY, PERFORMANCE, SUITABILITY AND RESULTS OF USE THEREOF, INCLUDING ALL CONTENT GENERATED THROUGH USE THEREOF.
c. As the exclusive remedy of Client for a breach of the limited warranties set forth in Section 5, for any error or other defect for which Innovative is solely responsible, Innovative will, at its option, either (i) correct or repair the Software, or (ii) accept termination of this Agreement and refund the unused balance of any prepaid Fees for the Software, prorated for the period commencing on the date the error or defect was reported by Client to Innovative and continuing throughout the balance of the period to which such Fees apply. None of the above warranties or remedies in this Section 5 will apply with respect to any Software that has been damaged or modified by any party other than Innovative, or used in a manner for which the Software is not designed or intended.

6. LIMITATIONS ON LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO

EVENT WILL INNOVATIVE BE LIABLE FOR LOST PROFITS OR OTHER INCIDENTAL OR CONSEQUENTIAL,

INDIRECT, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES UNDER ANY CIRCUMSTANCES WHATSOEVER,

EVEN IF INNOVATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF THEY WERE OTHERWISE FORESEEABLE. INNOVATIVE'S TOTAL LIABILITY FOR TORT, CONTRACT AND OTHER

DAMAGES WILL NOT EXCEED THE TOTAL AMOUNT OF ALL FEES PAID TO INNOVATIVE BY CLIENT UNDER

THIS AGREEMENT IN THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE UPON WHICH A CLAIM IS FIRST ASSERTED AGAINST INNOVATIVE. INNOVATIVE WILL NOT BE LIABLE FOR ANY CLAIM

OR DEMAND AGAINST CLIENT BY ANY THIRD PARTY EXCEPT FOR THE INDEMNIFICATION SET FORTH IN SECTION 7. THESE LIMITATIONS OF LIABILITY WILL APPLY TO ALL CLAIMS AGAINST INNOVATIVE IN THE

AGGREGATE (NOT PER INCIDENT) AND TOGETHER WITH THE DISCLAIMER OF WARRANTIES ABOVE WILL SURVIVE FAILURE OF ANY EXCLUSIVE REMEDIES PROVIDED IN THIS AGREEMENT.

7. Indemnification.
a. If a third party files a legal action in a court of competent jurisdiction against Client claiming the Software, as delivered to Client by Innovative, directly infringes such third party's U.S. copyright or U.S. patent, Innovative will defend Client against such legal action, provided that Client promptly notifies Innovative in writing of the legal action and fully cooperates with Innovative in the defense of such legal action. Innovative will also indemnify Client from all damages and out-of-pocket costs (including reasonable attorneys' fees) finally awarded by a court of competent jurisdiction in connection with any such legal action, or agreed to by Innovative in a settlement. Innovative will control all aspects of the defense and conduct the defense and any settlement negotiations in any such third-party legal action. This indemnification is limited to the Software in the form delivered to Client and does not cover claims arising from (x) modifications thereto not made by Innovative, or, even if by Innovative, at the request of Client; (y) use of the Software in combination with other software or items not provided by Innovative, or (z) third party modifications (including addition of source code) to the Software.

b. As the exclusive remedy of Client under the limited indemnity set forth in Section 7.a, if the use of the Software by Client is enjoined, Innovative will, at its sole option: (i) obtain for Client the right to continue to use the Software, (ii) modify the Software to remove the cause of the legal action, (iii) replace the Software at no additional charge to Client with a substantially similar, non-infringing product, which will then be subject to the provisions of this Agreement, or (iv) terminate this Agreement and refund to Client that portion of the Fees allocable to the infringing component of the Software, prorated for the period Client's use of the Software is enjoined. None of the above warranties or remedies will apply with respect to any element of the Software that has been modified by any party other than Innovative, or used in a manner for which the Software is not designed or intended. This Section states lnnovative's entire liability and Client's exclusive remedies for infringement of intellectual property rights of any kind.

8. Confidentiality.
a. Client acknowledges that all documentation, audit reports, technical information, software, Specifications and other information pertaining to the Software, and/or lnnovative's business interests or activities, product pricing, financial information, methods of operation or customers that are disclosed by any party to Client in the course of performing this Agreement or any ensuing business arrangement are the confidential and proprietary information of Innovative. Innovative acknowledges that Client Data and other proprietary Client materials are the confidential information of Client. The information and materials described in the preceding sentences is referred to herein as "Confidential Information." Notwithstanding the foregoing, the term "Confidential Information" does not include 108
information pertaining to a party if (i) such information is generally known to the public through no improper action or inaction by the other party, (ii) was, through no improper action or inaction by the other party, in the possession of the other party prior to the Effective Date, or (iii) rightly disclosed to the other party by a third party if such disclosure does not violate the terms of any confidentiality agreement or other restriction by which such third party may be bound. For purposes of this Agreement, Confidential Information shall not include (a) information that is or becomes part of the public domain through no fault of the receiving party, (b) information that is independently developed by the receiving party without reliance upon or use of the disclosing party’s confidential information, (c) information that is received by receiving party from a third party who is not under an obligation of confidentiality with respect to such information, or (d) information that is required to be disclosed by court order, regulation, or law, including but not limited to the California Public Records Act and the Freedom of Information Act. For purposes of this Agreement, Confidential Information shall not include (a) information that is or becomes part of the public domain through no fault of the receiving party, (b) information that is independently developed by the receiving party without reliance upon or use of the disclosing party’s confidential information, (c) information that is received by receiving party from a third party who is not under an obligation of confidentiality with respect to such information, or (d) information that is required to be disclosed by court order, regulation, or law, including but not limited to the California Public Records Act and the Freedom of Information Act. b. All Confidential Information will be held in confidence and may not be copied, used or disclosed other than as set forth in this Agreement. Each party must take all reasonable efforts to protect the confidentiality of and prevent the unauthorized use of any such Confidential Information by any third party within such party's control. Each party may disclose Confidential Information (i) to the receiving party's employees and contractors required to have access to such Confidential Information for the purposes of performing this Agreement or using the Software, provided each party hereto notifies its employees and contractors accessing such Confidential Information of the confidentiality obligations in this Section 8; or (ii) if such disclosure is in response to a valid order of any court, statute, or other governmental body ("Order"), in which event, the disclosing party must use reasonable efforts to provide the other party with prior notice of such Order, to the extent legally permitted to do so and in accordance with the Order. Under no circumstances will Confidential Information received from Innovative be disclosed to any competitor of Innovative without lnnovative's advance written permission.
c. Recognizing any improper use or disclosure of any Confidential Information by either party may cause the party whose Confidential Information is improperly used or disclosed irreparable damage for which other remedies may be inadequate, a party whose Confidential Information is improperly used or disclosed will have the right to petition for injunctive or other equitable relief from a court of competent jurisdiction as appropriate to prevent any unauthorized use or disclosure of such Confidential Information.
d. If the parties have previously executed a nondisclosure agreement ("NOA"), any Confidential Information exchanged pursuant to such NOA will remain confidential, and will as of the date of the execution of this Agreement be deemed Confidential Information within the meaning of this Agreement and also be governed by the terms hereof.

9. Te rm; Te rmination.
a. The term of the Agreement is set forth in the Pricing Exhibit to the Licens e Agreement. b. If either party hereto fails to perform or comply with any material term or condition of this Agreement, specifically including Client's failure to pay any Fees (such party being the "Breaching Party"), and such failure continues unremedied for 30 (thirty) days after receipt of written notice, the other party may terminate this Agreement.

Notwithstanding the foregoing, if the Breaching Party has in good faith commenced to remedy such failure and such remedy cannot reasonably be completed within such 30-day period, then the Breaching Party will have an additional 30 (thirty) days to complete such remedy, after which period the other party may terminate this Agreement if such failure continues unremedied.
c. Client may terminate this Agreement at any time during the Initial Term effective as of the date of the next annual anniversary of the Effective Date if Client's budget (funding) is eliminated and Client provides written evidence to Innovative of the elimination of Client's budget (funding), such evidence to be in the form and substance reasonably requested by Innovative.

d. Except for a termination by Client pursuant to Section 9.b., and unless as otherwise set forth in this Agreement, upon any termination of this Agreement, all prepaid Fees will be nonrefundable and Client will be responsible for all Fees and expenses for the Software provided prior to and as of the date of termination. Any termination of this Agreement will not waive or otherwise adversely affect any other rights or remedies the terminating party may have under the terms of this Agreement. Upon termination of this Agreement, the rights and duties of the parties will terminate, other than the obligation of the Client to pay Fees and costs in accordance herewith, and the obligations of the parties pursuant to Section 1.c. (Software License), Section 3 (Ownership), Section 4 (Fees; Expenses; Payment Terms), Section 6 (Limitations on Liability), Section 7 (Indemnification), Section 8 (Confidentiality), 109
Sections 9.d. and 9.e. (Termination), Section 11 (Client Configurations) and Section 13 (General). Within 30 (thirty) days of receipt of a written request following a termination of this Agreement, each party must return or destroy all Confidential Information of the other party, as requested in writing by the other party. Notwithstanding the foregoing, a party will not be obligated to destroy data containing Confidential Information of the other party when it would be commercially impracticable for the receiving party to do so (for example, when 110
Confidential Information is contained in e-mail stored on backup tapes or other archival media), but for so long as such receiving party is in possession of such Confidential Information of the other party, the terms of Section 8 (Confidentiality) hereof will continue to restrict the receiving party's use or disclosure of such Confidential Information. Neither party will be liable to the other for any termination or expiration of this Agreement in accordance with its terms.
e. Following termination of this Agreement, Innovative has no duty whatsoever to deliver to Client any parts of its programming, data model, or any other information regarding which Innovative claims a proprietary or Intellectual Property Right. To the extent that Innovative is requested to perform any services for Client in connection with the termination of this Agreement (including without limitation providing Client with a copy of Client Data in a commercially-standard format to be agreed upon by the Parties), such service will be performed pursuant to a written statement of work under a separate professional services agreement and paid for by Client, applying lnnovative's then-current rates for daily/hourly work, as the case may be.

10. Third Party Software. The Software may contain third-party and/or "open source" code provided under third-party license agreements. The terms and conditions of such third-party license agreements will apply to such source code in lieu of these terms, where applicable, and Client is responsible for compliance therewith. A listing of certain third-party and/or open source code contained in the Software, the respective license terms applicable to such code, and certain related notices are included in the documentation and/or Specifications made available to Client by Innovative. Except as required for the authorized use of the Software as contemplated herein, Client may not use any name or trademark of any supplier of third party or open source code without such party's prior written authorization.

11. Client Configurations. Client will be permitted to use one or more application programming interfaces (APls) made available by Innovative to configure the Software hereunder in accordance with the Specifications (such configurations or other modifications, "Client Configurations"). Client will not use any other API to modify or configure the Software. No API may be used to create any Client Configuration that, in whole or in part, mimics any material functionality of any software or service developed or marketed by Innovative or that would reasonably be deemed competitive to any software or service developed or marketed by Innovative if the Client Configuration were to be released to the public market. Innovative disclaims all representations and warranties, express or implied, regarding Client Configurations and assumes no liability whatsoever with respect to Client Configurations. Client agrees to indemnify and hold harmless Innovative from all damages and out-of-pocket costs (including reasonable attorney fees) for any third-party action based on a claim that any Client Configuration infringes a copyright or a patent, or constitutes an unlawful disclosure, use or misappropriation of another party's trade secrets.

12. Back-Up Activities. Except to the extent that Client purchases lnnovative's hosting service or back-up services, Client has the sole responsibility for the maintenance and protection of all data input into the Software, including, without limitation, the making, storing and security of back-up and archive copies of such data and the Software (collectively "Back-Up Activities"), and Client acknowledges Innovative will not perform any Back-Up Activities for or on behalf of Client.

13. Data Privacy. Innovative follows industry standard privacy practices, available at https://www.iii.com/services-privacy-policy/.

14. Security. Innovative holds the internationally-recognized ISO 27001:2013 standard for its information security management system. Security and compliance is a shared responsibility between Innovative and the Client.

Innovative operates, manages and controls the components from the host operating system layer to the networking layer, if Hosting is identified in the Pricing Exhibit. All physical security is managed by lnnovative's hosting partner.

The Client assumes shared responsibility and management of the Software. Client should take into consideration the Client Configurations and any third-party application they choose and their responsibility depending on any applicable laws and regulations. Innovative takes reasonable and appropriate administrative, technical and physical measures to protect the confidentiality, integrity and availability of Client's sensitive information.

15. General.
a. No Waiver. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder will not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. 111
Publicity.
b. Independent Contractor. Client acknowledges that Innovative is at all times an independent contractor and that Client's relationship with Innovative is not one of principal and agent nor employer and employee. No Innovative personnel will be entitled to participate in any compensation or benefits plan of Client. c. Force Maieure. Neither party will be liable or responsible for any delay or failure in performance if such delay or failure is caused in whole or in part by fire, flood, explosion, power outage, war, strike, embargo, government regulation, civil or military authority, hurricanes, severe wind, rain, other acts of God, acts or omissions of carriers, third-party local exchange and long distance carriers, utilities, Internet service providers, transmitters, vandals, or hackers, or any other similar causes that may be beyond its control (a "Force Majeure Event"). d. Notice. Any notice or communication required to be given by either party must be in writing and made by hand delivery, express delivery service, overnight courier, electronic mail, or fax, to the party receiving such communication. Unless otherwise instructed in writing, such notice will be sent to the parties at the addresses set forth on the first page of the License Agreement. All communications pursuant to this Section will be deemed delivered as follows: (a) upon receipt, if delivered personally or by a recognized express delivery or courier service; or (b) when electronically confirmed, if delivered by facsimile. e. Invalidity. Any provision of this Agreement which is invalid, illegal, or unenforceable in any jurisdiction will, as to that jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability, without affecting in any way the remaining provisions hereof in such jurisdiction or rendering that or any other provision of this Agreement invalid, illegal, or unenforceable in any other jurisdiction. f. Counterparts. This Agreement may be executed by the parties in separate counterparts by original, .pdf (or similar format for scanned copies of documents) or facsimile signature, each of which when so executed and delivered will be deemed an original, but all such counterparts will together constitute but one and the same instrument.
g. Except as provided in this Section, neither party will make any press release, public statement or other disclosure regarding the terms of this Agreement without the prior written consent of the other party, which consent will not be unreasonably withheld. Notwithstanding the foregoing, Innovative will have the right to issue public statements pertaining to the existence of the business relationship between Innovative and Client, including the right to limited use of Client's name, logo and other reasonable non-confidential information in press releases, web pages, advertisements, and other marketing materials. Each of us agrees not to use the other’s name or trademarks in connection with any advertising, marketing or other promotional efforts or materials without prior written approval.

Assignment. Neither party has the power to assign, license, or sub-license any of its rights or obligations hereunder without the prior written consent of the other party, which will not be unreasonably withheld. Any assignment, license, or sub-license attempted without such consent will be void. Notwithstanding the foregoing, a party may assign this Agreement without the other party's consent (i) as part of a corporate reorganization, consolidation, merger, or sale of substantially all of its assets or capital stock; or (ii) to an Affiliate of such party provided that any such assignment will not release the assigning party from its obligations under this Agreement. h. Waiver of Jury Trial; Governing Language . EACH PARTY HEREBY WAIVES ITS RIGHT TO A JURY

TRIAL IN CONNECTION WITH ANY DISPUTE OR LEGAL PROCEEDING ARISING OUT OF THIS

AGREEMENT
OR THE SUBJECT MATTER HEREOF. This Agreement and all proceedings hereunder will be conducted in the English language; any translation of this Agreement into another language will be for convenience only but will not modify the meaning hereof. Only a written instrument duly executed by both parties may modify this Agreement. i. Entire Agreement. This Agreement contains the entire understanding of the parties, and supersedes all prior agreements and understandings relating to the subject matter hereof, provided that nothing herein will diminish or affect any separate services agreement or statement(s) of work issued thereunder. The parties represent that they are sophisticated commercial entities, have had the opportunity to consult with their own counsel, and have included in this Agreement all terms material to the parties' rights and obligations with respect to the subject matter hereof and intend this document to be the final expression of their contractual intent. The parties further represent and acknowledge that communications exchanged between the parties during contract negotiation (including, without limitation, requests for proposal ("RFPs") and lnnovative's responses to such RFPs; questionnaires and responses to same, quotes) do not constitute a part of this Agreement. Purchase orders, work orders or other such documents submitted by Client will be for Client's internal administrative purposes only and the terms and conditions contained in any such purchase order, work order or other such document will have no force or effect and will not amend or modify this Agreement. In the event of any inconsistencies or conflicts among the GTCs, a License 112
Agreement or any other exhibits or schedules referenced by these GTCs, the following order of priority will control:

1. License Agreement, 2. GTCs and 3. any other terms, agreements, exhibits or schedules included in, or referenced by the Agreement.
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Exhibit A.2
Innovative Interface s Incorporate d
Maintenance and Support
Terms and Conditions

These Maintenance and Support Terms and Conditions ("Support Terms") apply to the License Agreement.

Unless otherwise specified, capitalized terms in these Support Terms have the same meaning as those in the GTCs.

The terms set forth herein supplement, but do not replace or modify, the GTCs.

1. Maintenance and Suppo rt. Innovative will offer maintenance and support on the terms set forth herein ("Maintenance and Support") for the latest generally available version of the Software and for certain earlier versions in accordance with lnnovative's support policy. Standard Maintenance and Support is included with the price for the annual license set forth in the License Agreement.

2. Error Response . Error descriptions (each an "Error"), the Error severity levels and corresponding targeted response time per level are each described in the table below. The Targeted Response Times in the table below identify the response times that Innovative will target for the corresponding Error, however, such Targeted Response Times are not guaranteed.

Severity De scription Targe t
Response Time
One - Site Down A major component of the software is in a non-responsive state 1 hour and severely affects library productivity or operations. A high impact problem that affects the entire library system. Widespread system availability, production system is down
Two - Critical Any component failure or loss of functionality not covered in Severity 1 that is hindering operations, such as, but not limited to:
excessively slow response time, functionality degradation; error messages; backup problems; or issues affecting the use of the module or the data
2 hours
Three - High

Four - Routine
Lesser issues, questions, or items that minimally impact the work 2 business days; flow or require a work around excludes
holidays and
weekends
Issues, questions, or items that don't impact the work flow. Issues 4 business days; that can easily be scheduled such as an upgrade or patch excludes holidays and
weekends

3. Error Reporting and Diagnosis .

a. Client must designate a representative as the contact that will report Errors to Innovative and be lnnovative's primary contact for the provision of Maintenance and Support pursuant to the terms of this Agreement (such representative is referred to herein as the "Client Contact"). When a Client Contact reports an Error, Innovative will use commercially reasonable efforts to diagnose the root cause of the Error ("Diagnosis"). Upon completing the Diagnosis, each Error will be classified as either a "Warranty Error" or a "Non-Warranty Error" pursuant to Section

3.b. below. Innovative will use commercially reasonable efforts to diagnose and repair both Warranty and Non- Warranty Errors as described below.
b. "Warranty Errors" are all Errors that do not qualify as Non-Warranty Errors. "Non-Warranty Errors" are Errors resulting from any of the following causes: (i) misuse, improper use, alteration or damage of the Software; (ii) operator error; (iii) incorrect data entry by Client; (iv) third-party software not part of the Software; (v) errors and/or limitations attributable to Client environment; (vi) Client's failure to incorporate any New Release previously provided to it by Innovative which corrects such Error; (vii) modification of the Software performed by Client; and (viii) technical consulting se rvices provided by Innovative at Client's request (e.g., change orders, integration development, or configuration design and implementation), unless Client notifies Innovative of such technical 114
consulting services problem within the applicable warranty period set forth in the governing statement of work, change order or agreement. Client acknowledges that the Software is intended for use only with the software and hardware described in the Specifications provided by Innovative from time to time, and Client will be solely responsible for its adherence thereto.
c. If the Client is hosting their Software, the Client must provide direct network internet access to the Software, including any firewalls. Innovative requires such access to correct Software bugs and carry out modifications of the Software for the purpose of maintaining the Software.

4. Complimentary and Chargeable Support. Innovative will respond to all reported Errors pursuant to Section 2 above and will use commercially reasonable efforts to resolve Warranty Errors at no additional charge if Client has purchased and is current on its payment for Maintenance and Support; however, Innovative may charge Client for such effort with respect to Non-Warranty Errors according to the following process: (i) When the Client Contact reports any Error, prior to commencing the Diagnosis for the Error, Innovative will notify the Client Contact that the Diagnosis and repair effort will be at no charge to Client unless the reported Error is determined to be a Non-Warranty Error, in which case only the first two hours of Diagnosis will be at no charge; and (ii) Innovative will then commence the Diagnosis unless instructed otherwise by the Client Contact. If more than two hours are required for the Diagnosis of Non -Warranty Errors, then such additional Diagnosis hours will be charged to Client at lnnovative's then-current rate for technical services. Once the Diagnosis is complete, the Client Contact will be given the option of having Innovative proceed with repairing the Non-Warranty Error, and, if so requested, Innovative will provide an estimate of the total cost for such effort. If agreed to by the Client Contact, Innovative will undertake to repair the Non-Warranty Error and charge Client for the associated technical services performed.

5. Ticket Management and Escalation. Innovative manages all reported issues using a ticket management system, and provides an Internet portal for Clients to report issues. Clients may review the status of issues reported online. When an Error is either unresolved or not resolved in a timely fashion, the Client should contact Innovative representatives pursuant to lnnovative's escalation policy made available on lnnovative's Internet portal. 115
Exhibit A.3
Innovative Interfaces Incorporated
Hosting Services
Terms and Conditions

These Hosting Services Terms and Conditions ("Hosting Terms") apply to the License Agreement if, and only to the extent that, Hosting Services are identified on the Pricing Exhibit to the License Agreement as a purchased service. Unless otherwise specified, capitalized terms in these Hosting Terms have the same meaning as those in the GTCs. The terms set forth herein supplement, but do not replace or modify, the GTCs.

1. Hos ting Servic es . The following terms apply for all purposes to Client's license to and use of the Software under the Agreement.

2. Hos ting Solution. Innovative offers clients a standard cloud-based hosting option (the "Standard Plan").

The table below sets forth the features of the Standard Plan. This option provides industry-leading security and monitoring at a SOC 1/SOC 2 Type 2/ISO 27001-audited datacenter by a top-tier cloud hosting provider (the "Hosting Provider"), with the flexibility to meet clients' data storage, data recovery, and information security policy requirements. To meet clients' global hosting needs, Innovative offers hosting options in datacenters located in the United States, Ireland, Australia and the Asia-Pacific region, however, Innovative reserves the right to increase, decrease and/or relocate its datacenters at anytime.

Archive data backup retention 30 days

3. Hos ting Solution Sys tem Config uration. The hosting systems are configured to meet the solution requirements as per the Hosting Terms set forth on the Pricing Exhibit to the License Agreement.

4. Security Controls .

a. Generally. Subject to the terms of the Agreement, Innovative implements industry-recognized best practices to prevent the unintended or malicious loss, destruction or alteration of Client's data resident in the Software.
b. Access Control. Highly available redundant firewall and edge routers are configured to control access to hosted systems
c. Network Systems Audit Logging. All firewall logon activity and password changes are logged, monitored, controlled and audited. All intrusion detection and firewall log monitoring is done through services provided by Innovative and those pertinent log files and configuration files are retained for ninety (90) days and can be made available upon request for audit and problem resolution, as may be required. d. Network Monitoring. All network systems and servers are monitored 24/7/365. Innovative will monitor its systems for security breaches, violations and suspicious (questionable) activity. This includes suspicious external activity (including, without limitation, unauthorized probes, scans or break-in attempts) and suspicious internal activity (including, without limitation, unauthorized system administrator access, unauthorized changes to its system or network, system or network misuse or program information theft or mishandling).

Innovative will notify Client as soon as reasonably possible of any known security breaches or suspicious Feature Standard
✓ 24x7 infrastructure monitoring
Dedicated production environment ✓

99.9% guaranteed infrastructure uptime** ✓
Dedicated public IP address and custom URL ✓
Operating system installation and management ✓
Library software installation and upgrades ✓
Data backups Daily

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activities involving Client's production data or environment, including, without limitation, unauthorized access and service attacks, e.g., denial of service attacks.
e. Security Audits. Client may perform audits of lnnovative's security best practices. Innovative will share various security audit reports, within reason, as requested by Client. f. Information Security Auditing/Compliance. lnnovative's hosting providers undergo SOC 1/SOC 2 Type 2/ISO 27001 audits each year by independent third-party audit firms.

g.
(SLA):
**The 99.9% guaranteed infrastructure uptime is subject to the following Service Level Agreement i. Hours of operation/exclusive remedy for service unavailability. Innovative offers a monthly infrastructure uptime target of 99.9% of Scheduled Up-Time to Client. Scheduled Up-Time means all of the time in a month that is not Scheduled Downtime or Third Party Unavailability. In the event that Innovative fails to provide Client with 99.9% infrastructure uptime for three consecutive months, Client will be entitled to receive a credit equal to the prorated amount of the Fees for the period in which Innovative failed to provide such infrastructure uptime during such months upon receipt of written notice from Client. The remedies set forth in this Paragraph (i) are the exclusive remedies of the Client for lnnovative's failure to provide Client with 99.9% infrastructure uptime.
ii. Scheduled Downtime. Scheduled Downtime means the period of time which Innovative or the Hosting Provider, conduct periodic scheduled system maintenance and release updates for which Innovative will provide the Client with advance notice. Innovative will make commercially reasonable efforts to provide Client notice of scheduled system maintenance 48 hours in advance and notice of release updates three weeks in advance.
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EXHIBIT B

PAYMENT PROVISIONS

1. COMPENSATION TO CONTRACTOR:

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

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

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

2. SUBMISSION OF INVOICES:

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

Attention: City of Richmond Finance/Account Payable
Project Manager:

P.O. Box 4046
Christopher Larsen

Richmond, CA 94804

3. All invoices that are submitted by Contractor shall be subject to the approval of the City Project Manager, Christopher Larsen _, 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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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:

Christopher Larsen
City of Richmond
450 Civic Center Plaza
Richmond, CA 94804

Email: [email protected]

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

Innovative Interfaces, Inc.

Attn: Nikos.Koukoulis

789 E. Eisenhower Parkway
Ann Arbor MI 48108
Email: [email protected]
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EXHIBIT D

GENERAL CONDITIONS

1. INDEPENDENT PARTIES:

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

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

2. TIME IS OF THE ESSENCE:

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

3. STANDARD OF CARE:

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

4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

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

5. NON-DISCRIMINATION:

Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, 120
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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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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. Either party may terminate the Agreement immediately upon written notice if the other commits a material breach and (if capable of remedy) fails to cure the material breach within 30 days of being notified to do so. Unless we terminate for breach or insolvency, fees will be due for all Products provided through the termination date and any pre-paid charges will be refunded on a pro-rated basis for terminations in accordance with the Agreement. Transition assistance may be provided upon the execution of an Order for such services. Notwithstanding the foregoing, if the Breaching Party has in good faith commenced to remedy such failure and such remedy cannot reasonably be completed within such 30-day period, then the Breaching Party will have an additional 30 (thirty) days to complete such remedy, after which period the other party may terminate this Agreement if such failure continues unremedied

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 122 Contract No: For the Contract between the City of
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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 123
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this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

11. HOLD HARMLESS:

a. IP Indemnity: If a third party sues the City claiming that a Product as provided by Contractor infringes their intellectual property rights then, provided the City’s use of such Product has been in accordance with the terms of the Contract, Contractor will defend the City against the claim and pay damages that a court finally awards against the City or that are included in a settlement approved by Contractor, provided that the City (i) promptly notifies Contractor in writing of the claim; (ii) supply information Contractor reasonably requests; and (iii) allow Contractor to control the defense and settlement. Contractor has no liability for Claims to the extent caused by items not provided by Contractor. In relation to liability arising solely from, if applicable, a third- party providers' data, software or other materials, Contractor liability will be limited to the Contractor recovers from that third party supplier divided by the number of Claims by Contractor customers, including the City.
b. Property/Personal Injury: To the fullest extent permitted by law, Contractor shall will indemnify and hold the City harmless from any and all liability, expense, judgment, suit, or cause of action for personal injury, death, or direct damage to tangible property which may accrue against the City to the extent it is caused by the negligence of Contractor, its sub-consultants, or their employees or agents, while performing duties under this Agreement, provided that the City gives the Contractor prompt, written notice of any such claim or suit. The City shall cooperate with Contractor in its defense or settlement of such claim or suit. This section sets forth the full extent of the Contactor’s general indemnification of the City from liabilities that are in any way related to Contractor’s performance under this Agreement.
c. Data Privacy indemnity: Up to a maximum liability cap of two million USD ($2,000,000USD), Contractor agrees to indemnify, defend and save City, its officials, agents or employees, harmless from and against any third party claim, loss, damage, cost, and expense, including reasonable attorney’s fees, relating to Breaches of Contractor’s Data Privacy or Security obligations, to the extent such damages are caused by failure to maintain compliance with SOC data security standards, or the negligent or wrongful act or omission or willful misconduct of the Contractor, or its employees, suppliers, materialmen, invitees, licensees, and guests. The indemnified Party shall provide timely notification to the indemnifying Party of any assertion against it of any such claims or demands, and allow the indemnifying Party to control the defense and all related settlement negotiations. Each Party shall cooperate in good faith with the other to facilitate the defense and/or settlement of such a claim.

d. 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:

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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 125
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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. Notwithstanding the foregoing, a party may assign this Agreement without the other party's consent (i) as part of a corporate reorganization, consolidation, merger, or sale of substantially all of its assets or capital stock; or (ii) to an Affiliate of such party provided that any such assignment will not release the assigning party from its obligations under this Agreement.

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 126 Contract No: For the Contract between the City of
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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.
127
Contract No: For the Contract between the City of
Richmond and
Innovative Interfaces, Inc.

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 128
Contract No: For the Contract between the City of
Richmond and
Innovative Interfaces, Inc.

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 to 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 license the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets the specifications as provided to City, and the product shall be fit for its intended purpose(s).

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, 129
Contract No: For the Contract between the City of
Richmond and
Innovative Interfaces, Inc.

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. 130
Contract No: For the Contract between the City of
Richmond and
Innovative Interfaces, Inc.

EXHIBIT E

SPECIAL CONDITIONS

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

NONE
131
Contract No: For the Contract between the City of
Richmond and
Innovative Interfaces, Inc.

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
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Contract No: For the Contract between the City of
Richmond and
Innovative Interfaces, Inc.

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)
133

X Exhibit F

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

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

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

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

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

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

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

Required Coverage
Workers’ Compensation and
Employers’ Liability

Minimum Limits
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)

PROJECT COST REQUIRED LIMIT
$0 - $5 million $2 million p/o
$5 million - $10 million $5 million p/o
Over $10 million $10 million p/o
Type 1 – Page 1 of 4

Revised: June 2023
City of Richmond - Insurance Requirements – Type 8:

IT and Cyber Risks
Section 8
Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:

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

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

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

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

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

6. Cyber Liability Insurance
134
Exhibit F
Section 8

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

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

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

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

Cyber Liability Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Vendor in this agreement and shall include, but not be limited to, claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations.

If the Vendor maintains broader coverage and/or higher limits than the minimums shown above, the Entity requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity.

Same limits as General Liability.

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

Additional Insured Endorsement

Additional Insured Endorsement
(continued)
Applicable to General Liability Coverage.

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

ISO form CG 20 10 (11/85) or its equivalent is required. The endorsement must not exclude products and completed operations coverage. If it does, then CG 20 37 (10/01) is also required.

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

Type 1 – Page 2 of 4

Revised: June 2023
City of Richmond - Insurance Requirements – Type 8:

IT and Cyber Risks
135
Exhibit F
Section 8
City of Richmond - Insurance Requirements – Type 8:

IT and Cyber Risks

the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

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

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

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

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

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

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

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

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

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

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

Continuous Coverage

Revised: June 2023

Type 1 – Page 3 of 4
136
Exhibit F
Section 8
City of Richmond - Insurance Requirements – Type 8:

IT and Cyber Risks

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.

Type 1 – Page 4 of 4

Revised: June 2023
137

Contract No: For the Contract between the City
of Richmond and
Innovative Interfaces, Inc.

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: Tim McGee Title: VP, Sales Operations
Signed: Date:

Business Entity: Innovative Interfaces Incorporated
138
I.T. – RELATED PURCHASES AUTHORIZATION
Form must be fully completed and signed prior to information technology related purchases D
ate ___________
Requested Vendor _______________________________________________ V# _____________ Vendor Address ________________________________________________________________ ________________________________________________________________ Contact Person ________________________________________________________________ Email Address ________________________________________________________________ Phone No ( ______ ) ____________________ Fax # __________________________ Quantity Item Unit Price Total _____ ___________________________________ $ ________ $ ________ _____ ___________________________________ $ ________ $ ________ _____ ___________________________________ $ ________ $ ________ Total $________
Purpose
This section must be completed with respective price quote(s) included with form:
_______________________________________________________________________________ _______________________________________________________________________________ _______________________________________________________________________________ Requested by
________________________ ________________________
Department Head IT Director
___
_____________________ ________________________
Approval Date Approval Date
I
nformation Technology Related – Purchase Form – Rev 5-2016 for Kate Eppler
6/30/25
Innovative Interfaces, Inc.
1075
789 E. Eisenhower Parkway
Ann Arbor, MI 48108
Nikos Koukoulis
[email protected]
1 1
Sierra core bundle maintenance
INN-Reach, Decision Center,
and Sierra Cloud hosting
83,394.94
83,394.94
55,226.69
55,226.69
138,621.63
The Library uses Innovative Interfaces Sierra Integrated Library System to manage library collections, patron records, and online access to library accounts.
7/1/2025
Sue
Hartman
Digitally signed
by Sue Hartman
Date: 2025.07.02
19:31:22 -07'00'
139
ADA (American with Disabilities Act) Compliance
Access and Accommodation

Compliance with the accessibility requirements of Section 508 of the Rehabilitation Act of 1973: In order to improve accessibility of existing technology and therefore increase the successful employment of individuals with disabilities, particularly blind and visually impaired, deaf and hard-of-hearing persons please answer the following questions:

Is this item ADA Compliant? Yes __________ No_________

If NO, please answer the following questions:

Will this item be used by the public? Yes ________ No _________ Can other vendors provide an ADA compliant product? Explain

Will this item be used by City employees? Yes ________ No _________

Categories for Information Technology (IT) Product

• Software applications and operating systems
• Web-based information and applications
• Telecommunications products
• Video and multimedia products
• Desktop and portable computers
• End user hardware

Examples of Information Technology (IT) Products

• World Wide Web
• Scanners
• Printers
• Copiers
• PDAs
• Computers
• Computer Software
• Computer Operating Systems

• Phones
• Apps
• Information Kiosks
• ATMs
• Multimedia
• Videos
• Fax Machines

X
140

3/31/2025 2:31 PM
Innovative Interfaces Incorporated
Renewal Details

System ID: Q-00796523 SO-INC39638

It’s Time to Renew Your Innovative Contract

We hope your users are enjoying the Innovative products you have carefully selected for them. We’d like to remind you that your account is up for renewal. Renew today so your users enjoy uninterrupted access and/or support to the products and services they rely on.

Ready to renew? Confirm Your Renewal now.

Product Name Code Start Date End Date Price
Resource Sharing – Returnables (INN-
Reach)

INNADDREGSHARE 7/1/2025 6/30/2026 16,787.38 USD
Decision Center Subscription

DCADDDC 7/1/2025 6/30/2026 13,116.86 USD
Sierra Cloud Hosting

SRAHSTBUNSTAN 7/1/2025 6/30/2026 25,322.45 USD
Total Price: 55,226.69USD

Billing Information:

Please review your billing address to ensure its accuracy.

Shipping Information:

Please confirm the shipping address is accurate.

Christopher Larsen
[email protected]
Richmond Public Library
325 Civic Center Plz Richmond CA United States 94804-1659 Richmond Public Library
325 Civic Center Plz Richmond CA United States 94804-1659 Electronic Invoice Recipient(s):

Christopher Larsen
[email protected]
Electronic Renewal Recipient(s):

Christopher Larsen
[email protected]
If your subscribing institution requires the use of Purchase Orders, please indicate below.

Purchase Order # \p

Billing Information Notes
o1\
\txe1\

Renewals Notes:

All prices quoted are exclusive of applicable taxes.

141

3/31/2025 2:31 PM
We will assess, collect from you and remit to the relevant tax office VAT, GST and other similar sales tax such as provincial sales taxes, as applicable, unless you provide valid evidence in advance of invoicing that you are exempt from such taxes. When applicable, these tax amounts will be reflected on invoices to you.

If you are required by law to deduct or withhold any amount you must ensure that we are paid the price quoted (i.e. the price quoted is the amount, we are entitled to receive in the absence of a requirement to make a deduction or withholding).

142

3/31/2025 2:32 PM
Innovative Interfaces Incorporated
Renewal Details

System ID: Q-00796568 SO-INC39686

It’s Time to Renew Your Innovative Contract

We hope your users are enjoying the Innovative products you have carefully selected for them. We’d like to remind you that your account is up for renewal. Renew today so your users enjoy uninterrupted access and/or support to the products and services they rely on.

Ready to renew? Confirm Your Renewal now.

Product Name Code Start
Date
End Date Price
Staff User Licenses Maintenance

SRAADDSTAFFLICMAINT 7/1/2025 6/30/2026 0.00 USD
SIP2 Interface Maintenance

SRAADDSIP2MAINT 7/1/2025 6/30/2026 0.00 USD
Sierra Core Bundle Maintenance
Public

SRABUNPUBCOREMAINT 7/1/2025 6/30/2026 83,394.94 USD
LC Authority Database Service

SRAMAINTLCAUTHDATA107B 7/1/2025 6/30/2026 0.00 USD
Web OPAC Menus (Languages)

SRAMAINTOPACLANG160OPAC 7/1/2025 6/30/2026 0.00 USD
Partners

SRAMAINTPART203 7/1/2025 6/30/2026 0.00 USD
Resequence attached records by
location

SRAMAINTATTRECSLOC122A 7/1/2025 6/30/2026 0.00 USD
Synchronize bibliographic locations

SRAMAINTSYNCHBIBLOC122B 7/1/2025 6/30/2026 0.00 USD
OPAC Export

SRAMAINTOPACEX 7/1/2025 6/30/2026 0.00 USD
Telephone Renewal System

SRAMAINTTELERENEW318 7/1/2025 6/30/2026 0.00 USD
OCLC Interactive Via the Network

SRAMAINTOCLCINTNET110N 7/1/2025 6/30/2026 0.00 USD
Total Price: 83,394.94USD
143

3/31/2025 2:32 PM

Billing Information:

Please review your billing address to ensure its accuracy.

Shipping Information:

Please confirm the shipping address is accurate.

Christopher Larsen
[email protected]
Richmond Public Library
325 Civic Center Plz Richmond CA United States 94804-1659 Richmond Public Library
325 Civic Center Plz Richmond CA United States 94804-1659 Electronic Invoice Recipient(s):

Christopher Larsen
[email protected]
Electronic Renewal Recipient(s):

Christopher Larsen
[email protected]
If your subscribing institution requires the use of Purchase Orders, please indicate below.

Purchase Order # \p

Billing Information Notes
o1\
\txe1\

Renewals Notes:

All prices quoted are exclusive of applicable taxes.

We will assess, collect from you and remit to the relevant tax office VAT, GST and other similar sales tax such as provincial sales taxes, as applicable, unless you provide valid evidence in advance of invoicing that you are exempt from such taxes. When applicable, these tax amounts will be reflected on invoices to you.

If you are required by law to deduct or withhold any amount you must ensure that we are paid the price quoted (i.e. the price quoted is the amount, we are entitled to receive in the absence of a requirement to make a deduction or withholding).

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