San Rafael City Council
December 15, 2025

AGENDA

SAN RAFAEL CITY COUNCIL - MONDAY, DECEMBER 15, 2025
REGULAR MEETING AT 6:00 P.M.

San Rafael City Hall, Council Chambers
1400 Fifth Avenue, San Rafael, CA 94901
Watch Online:

Watch on Webinar: https://tinyurl.com/city-council-2
Watch on YouTube: www.youtube.com/cityofsanrafael
Listen by phone: (669) 444-9171
ID: 860-6190-5675#
This meeting will be held in-person. This meeting is being streamed to YouTube at www.youtube.com/cityofsanrafael.

How to participate in the meeting:
• You are welcome to come to the meeting and provide public comment in person. Each speaker will have 2-minutes to provide public comment per agenda item. • Submit your comments by email to [email protected] by 4:00 p.m. the day of the meeting.

If you experience technical difficulties during the meeting, please contact [email protected].

CITY MANAGER AND COUNCILMEMBER REPORTS:
(including AB 1234 Reports on Meetings and Conferences Attended at City Expense)

1. City Manager and Councilmember Reports:

CONSENT CALENDAR:

The opportunity for public comment on consent calendar items will occur prior to the City Council’s vote on the Consent Calendar. The City Council may approve the entire consent calendar with one action. In the alternative, items on the Consent Calendar may be removed by any City Council or staff member, for separate discussion and vote.

2. Consent Calendar Items:
a. Approval of Minutes
Approve Minutes of the Regular City Council Meeting of December 1, 2025 (CC) Recommended Action - Approve Minutes as submitted
b. Audio-Video Systems Upgrades for the Public Safety Center Emergency Operations Center Resolution Waiving Bidding Requirements for Services and Authorizing the City Manager to Enter into an Agreement with MarinIT, Inc. for Audio-Video Systems Upgrades at the Public Safety Center Emergency Operations Center, with a Total Amount Not to Exceed $181,894 (DS)
Recommended Action – Adopt Resolution
c. Fixed Allotment Funding to Replace the San Rafael Police Department’s 9-1-1 Call Processing Equipment
2 Resolution Authorizing the Use of Funding in an Amount Not to Exceed $490,000 from the California State Office of Emergency Services 9-1-1 Communications Branch and to Authorize the City Manager to Execute the Scope of Work Agreement with AT&T to Replace the San Rafael Police Department’s On-Premise 9-1-1 Call Processing Equipment, Under the Terms and Conditions of the Existing Master Purchase Agreement with AT&T (PD)
Recommended Action – Adopt Resolution
d. Annual Intelligent Transportation Systems (ITS) Upgrade for Fiscal Year 2025-26 Resolution Authorizing the City Manager to Execute an Agreement with Miovision Technologies Incorporated for the Purchase of Eight Traffic Detection and Monitoring Cameras and Associated Software Licensing in the Amount Not to Exceed $129, 332 (PW) Recommended Action – Adopt Resolution
e. Annual CalRecycle Grant
Resolution Authorizing Submittal of an Application for all CalRecycle Grants for Which the City of San Rafael is Eligible (PW)
Recommended Action – Adopt Resolution
f. Lincoln Avenue Corridor Safety Improvements at Wilson Court and Brookdale Avenue Project
Resolution Approving the Plans and Specifications for the Lincoln Ave Corridor Safety Improvements at Wilson Ct and Brookdale Ave Project, City Project No. 11453 (“Project”); Awarding and Authorizing the City Manager to Execute the Construction Agreement with Altor Construction LLC (“Altor”) in the Amount of $284,480 and Authorizing the City Manager to Amend the Contract Amount Using Contingency Funds of $42,720 for a Total Not-to-Exceed Amount of $327,200; and Authorizing the City Manager to Execute a First Amendment to the Professional Services Agreement with Bennett Engineering Services for Additional Construction Support Services for the Project, in the Amount Not to Exceed $36,500, Increasing the Total Not-to-Exceed Amount Under the Agreement to $111,330; CEQA Determination Exempt Pursuant to CEQA Guideline 15301 (PW) Recommended Action – Adopt Resolution
g. Medi-Cal Transportation Intergovernmental Transfer Program for Calendar Year 2026 Resolution Authorizing the City Manager to Execute a Certification Form for the San Rafael Fire Department to Participate in an Intergovernmental Transfer (IGT) with the California Department of Health Care Services (DHCS) for Reimbursement of Public Provider Ground Emergency Medical Transportation (PP-GEMT) Services for the Service Period of January 1, 2026, Through December 31, 2026, and Transfers to DHCS Not to Exceed $946,000 (FD) Recommended Action – Adopt Resolution
PUBLIC HEARINGS:

3. Public Hearings:
a. Downtown Business Improvement District (BID) Assessment Annual Renewal Resolution Confirming the 2025 Annual Report for the Downtown San Rafael Business Improvement District and Levy of Assessments for Calendar Year 2026; Approving the Budget for the Assessments for Calendar Year 2026, and Appropriating Revenue Derived from Said Assessments (CED)
Recommended Action – Adopt Resolution
3 OTHER AGENDA ITEMS

4. Other Agenda Items
a. San Rafael Chamber of Commerce Agreement
Resolution Authorizing the City Manager to Negotiate and Execute a One-Year Agreement with the San Rafael Chamber of Commerce for a Total Amount Not to Exceed $140,000 (CM)
Recommended Action – Adopt Resolution
b. Downtown San Rafael Business Improvement District Advisory Board Appointments Resolution Appointing Downtown Business Improvement District Advisory Board Members (CED)
Recommended Action – Adopt Resolution
c. Vice Mayor Election and City Council Appointments to Committees for 2026 Elect the Vice Mayor for 2026 and Approve City Council Appointments to Committees and Representation for 2026 (CC)
Recommended Action – Elect Vice Mayor; and Approve appointments

OPEN TIME FOR PUBLIC EXPRESSION
The public is welcome to address the City Council at this time on matters not on the agenda that are within its jurisdiction. Please be advised that pursuant to Government Code Section 54954.2, the City Council is not permitted to discuss or take action on any matter not on the agenda unless it determines that an emergency exists, or that there is a need to take immediate action which arose following posting of the agenda. Comments may be no longer than two minutes and should be respectful to the community.

ADJOURNMENT:

Any records relating to an agenda item, received by a majority or more of the Council less than 72 hours before the meeting, shall be available for inspection online and at City Hall, 1400 Fifth Avenue, and placed with other agendarelated materials on the table in front of the Council Chamber prior to the meeting. Sign Language interpreters may be requested by calling (415) 485-3066 (voice), emailing [email protected] or using the California Telecommunications Relay Service by dialing “711”, at least 72 hours in advance of the meeting. Copies of documents are available in accessible formats upon request. To request Spanish language interpretation, please submit an online form at https://www.cityofsanrafael.org/request-for-interpretation/.

Minutes subject to approval at the December 15th City Council Meeting

MINUTES

SAN RAFAEL CITY COUNCIL - MONDAY, DECEMBER 1, 2025
REGULAR MEETING AT 6:00 P.M.

San Rafael City Hall, Council Chambers
1400 Fifth Avenue, San Rafael, CA 94901
Watch Online:

Watch on Webinar: https://tinyurl.com/city-council-1
Watch on YouTube: www.youtube.com/cityofsanrafael
Listen by phone: (669) 444-9171
ID: 863-4489-1398#
This meeting will be held in-person. This meeting is being streamed to YouTube at www.youtube.com/cityofsanrafael.

How to participate in the meeting:
• You are welcome to come to the meeting and provide public comment in person. Each speaker will have 2-minutes to provide public comment per agenda item. • Submit your comments by email to [email protected] by 4:00 p.m. the day of the meeting.

If you experience technical difficulties during the meeting, please contact [email protected].

OPEN SESSION – THIRD FLOOR CONFERENCE ROOM – 5:00 PM

1. Mayor Kate announced Closed Session items.

Mayor Kate invited public comment.

Speakers: Ken Dickinson
CLOSED SESSION – THIRD FLOOR CONFERENCE ROOM – 5:00 PM

2. Closed Session:
a. Public Employee Performance Evaluation (Section 54957) Title: City Manager
Conference with Labor Negotiators (Section 54957.6)
Agency Designated Representatives: Mayor Kate Colin, Vice Mayor Maribeth Bushey Unrepresented Employee: City Manager

Present: Vice Mayor Bushey
Councilmember Hill
Councilmember Kertz
Councilmember Llorens Gulati
Mayor Kate

Absent: None
Also Present: City Manager Cristine Alilovich
City Attorney Robert Epstein
City Clerk Lindsay Lara
2 Mayor Kate called the meeting to order at 6:01 p.m. and invited City Clerk Lindsay Lara to call the roll.

City Attorney Rob Epstein announced that no reportable action was taken in Closed Session, and it was scheduled to reconvene following the adjournment of the Regular meeting.

Mayor Kate provided opening remarks which included gratitude to City Staff, reporting issues through See Click Fix, signing up for Snapshot (bimonthly City Manager newsletter), and a land acknowledgment.

City Clerk Lindsay Lara informed the community that the in-person meeting would also be recorded and streamed live to YouTube and through Zoom. She noted the two-minute timer for public comment and closed captioning on Zoom.

CITY MANAGER AND COUNCILMEMBER REPORTS:
(including AB 1234 Reports on Meetings and Conferences Attended at City Expense)

3. City Manager and Councilmember Reports:

City Manager Cristine Alilovich provided the following announcements and updates:
• 350 Merrydale Update - Community Meeting to be held Tuesday, December 9, Venetia Valley School - Multipurpose Room, 6-7:30 p.m.
• 2026 Public Service Award nominations are open – Submissions due Friday, February 6 • 2nd Friday Art Walk to be held Friday, December 12, Downtown, 5-8 p.m. • 2025 Lighted Boat Parade (with Police Department) to be held Saturday, December 13, 6-9 p.m.
• Giant Menorah Lighting & Gelt Drop to be held Sunday, December 21, Downtown City Plaza, 5 p.m.

City Councilmember Reports:
• Vice Mayor Bushey reported on a San Rafael Sanitation District board meeting (and a Closed Session afterwards) and a Marin Transit Board meeting. • Councilmember Kertz had no items to report.
• Councilmember Hill reported on the November 4 Finance Subcommittee meeting, the Interim Shelter Project Open House at Osher Marin JCC, and the November 12 City Council Retreat.
• Councilmember Llorens Gulati reported on an ad hoc subcommittee meeting regarding Starkweather Path, a Police Department service recognition and promotional ceremony, Thanksgiving in the Canal neighborhood (with Voces del Canal), a Marin Clean Energy (MCE) board of directors meeting, the Winter Wonderland event, Shop Small Saturday, a Marin Transit Board meeting and a MCE Clean Energy executive committee meeting.
• Mayor Kate reported on a Sonoma-Marin Area Rail Transit (SMART) meeting and a Transportation Authority of Marin (TAM) meeting.

Mayor Kate invited public comment.

Speakers: Ken Dickinson, Gregory Andrew
CONSENT CALENDAR:

Mayor Kate invited public comment.
3 Speakers: Ken Dickinson, Jennifer Wallace, Wayne Rayburn, Marianne Nannestad, Frank Mason, Gregory Andrew
Vice Mayor Bushey moved and Councilmember Kertz seconded to approve the Consent Calendar.

AYES: Councilmembers: Bushey, Hill, Kertz, Llorens Gulati & Mayor Kate NOES: Councilmembers: None
ABSENT: Councilmembers: None

4. Consent Calendar Items:
a. Approval of Minutes
Approve Minutes of the Regular City Council Meetings of November 3, 2025 and November 17, 2025 (CC)
Approved Minutes as submitted
b. 350 Merrydale Ordinance Adoption
Final Adoption of Ordinance 2057:

An Uncodified Ordinance of the City Council of the City of San Rafael Adopting Reasonable Local Standards and Procedures for Homeless Shelters Pursuant to Government Code Sections 8698, Et Seq; CEQA Determination: Not a Project Per Government Code Sections 65660(b), 65662; CEQA Guideline 15378(b)(2), (4), (5); Alternatively Exempt Pursuant to CEQA Guidelines 15061(b)(3) [Common Sense]; 15269(c) [Emergency] (CC)
Approved Final Adoption of Ordinance 2057
c. Downtown Business Improvement District (BID) Business Assessment Annual Renewal Resolution Approving the Downtown San Rafael Business Improvement District Annual Report, Declaring the City Council’s Intention to Levy an Annual Assessment for Calendar Year 2026 for the Downtown San Rafael Business Improvement District, and Setting a Public Hearing (CED)
Adopted Resolution 15481
d. Funding Agreements to Prepare the Northgate and Southeast San Rafael Specific Plans Resolutions Authorizing the City Manager to Enter Into: (CED) i. Supplement No. 3 to the Master Funding Agreement Between the Metropolitan Transportation Commission (“MTC”) and the City of San Rafael to Fund the Preparation of the Northgate Specific Plan and Authorizing Supplemental Budget Appropriations Totaling $797,000 in Fiscal Year (FY) 2025-26
Adopted Resolution 15482
ii. Supplement No. 4 to the Master Funding Agreement Between the Metropolitan Transportation Commission (“MTC”) and the City of San Rafael to Fund the Preparation of the Southeast San Rafael Specific Plan and Authorizing Supplemental Budget Appropriations Totaling $797,000 in Fiscal Year (FY) 2025-26 Adopted Resolution 15483
e. San Rafael Traffic Signal System Consultant Support Services Resolution Authorizing the City Manager to Execute a First Amendment to Task Order No. 102 with Advanced Mobility Group for Additional Transportation Design Engineering 4 Services Associated with Ongoing Support of San Rafael’s Traffic Signal System, in the Amount Not to Exceed $100,000, Increasing the Total Not to Exceed Amount Under the Task Order to $170,000 (PW)
Adopted Resolution 15484

OTHER AGENDA ITEMS

5. Other Agenda Items
a. 2025-2027 Three-Year Pavement Management Plan
Informational Presentation on 2025-2027 Three-Year Pavement Management Plan (PW) Senior Civil Engineer Grey Melgard presented the Staff Report.

Staff responded to questions from Councilmembers.

Mayor Kate invited public comment; however, there was none.

Councilmembers provided comments.

Councilmember Kertz moved and Councilmember Hill seconded to receive the informational plan and presentation.

AYES: Councilmembers: Bushey, Hill, Kertz, Llorens Gulati & Mayor Kate NOES: Councilmembers: None
ABSENT: Councilmembers: None
Received Informational Plan and Presentation
b. Year-End Audited Financial Statements and Related Audit Reports Fiscal Year 2024-25 Annual Comprehensive Financial Report; Memorandum on Internal Control; Report of Required Communications; Child Development Program Financial Report: And GANN Appropriations Limit (Fin)
Finance Director Paul Navazio and Whitney Crockett, CPA Audit Partner, Maze & Associates presented the Staff Report.

Staff responded to questions from the Councilmembers.

Mayor Kate invited public comment; however, there was none.

Councilmembers provided comments.

Vice Mayor Bushey moved and Councilmember Llorens Gulati seconded to accept the Fiscal Year (FY) 2024-25 Annual Comprehensive Financial Report, Memorandum on Internal Control, Report of Required Communications, Child Development Program Financial Report, and GANN Appropriations Limit Report.

AYES: Councilmembers: Bushey, Hill, Kertz, Llorens Gulati & Mayor Kate NOES: Councilmembers: None
ABSENT: Councilmembers: None
5 Accepted the Fiscal Year (FY) 2024-25 Annual Comprehensive Financial Report, Memorandum on Internal Control, Report of Required Communications, Child Development Program Financial Report, and GANN Appropriations Limit Report
c. FY2025-26 First Quarter Budget Update
FY2025-26 First Quarter Budget Update: Revenue and Expenditure Results for the Quarter Ending September 30, 2025 (Fin)
Finance Director Paul Navazio presented the Staff Report.

Staff responded to questions from Councilmembers.

Mayor Kate invited public comment; however, there was none.

Councilmembers provided comments.

Councilmember Hill moved and Councilmember Kertz seconded to accept the FY 2025-26 First Quarter Budget Update, presenting revenue and expenditure results through the first quarter of the fiscal year 2025-26 ending September 30, 2025, in Attachment A (in the Staff Report).

AYES: Councilmembers: Bushey, Hill, Kertz, Llorens Gulati & Mayor Kate NOES: Councilmembers: None
ABSENT: Councilmembers: None
Accepted the FY 2025-26 First Quarter Budget Update, presenting revenue and expenditure results through the first quarter of the fiscal year 2025-26 ending September 30, 2025, in Attachment A (in the Staff Report)

OPEN TIME FOR PUBLIC EXPRESSION
• Ken Dickinson addressed the City Council regarding Open Time for Public Expression and requested it be moved back to the beginning or middle of the meeting, as well as, requested caption files of meetings be available online.
• Frank Mason addressed the City Council regarding the 350 Merrydale process and what he has learned. He requested the creation of a committee for the homeless tiny homes project. • Herb Moran addressed the City Council requesting the City abandon designating the north side of the 300 block (of Jewell Street) as a “no parking zone.” ADJOURNMENT:

Mayor Kate adjourned the meeting at 7:44 p.m.
__________________________
LINDSAY LARA, City Clerk
APPROVED THIS _____DAY OF____________, 2025
_____________________________________
KATE COLIN, Mayor
____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting:

Disposition:

Agenda Item No: 2.b
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Digital Service and Open Government
Prepared by: Vinh Pham,
Digital Infrastructure Manager
City Manager Approval: ______________
TOPIC: AUDIO-VIDEO SYSTEMS UPGRADES FOR THE PUBLIC SAFETY CENTER

EMERGENCY OPERATIONS CENTER
SUBJECT: RESOLUTION OF THE SAN RAFAEL CITY COUNCIL WAIVING BIDDING

REQUIREMENTS FOR SERVICES AND AUTHORIZING THE CITY MANAGER TO ENTER INTO AN AGREEMENT WITH MARINIT, INC. FOR AUDIO-VIDEO SYSTEMS

UPGRADES AT THE PUBLIC SAFETY CENTER EMERGENCY OPERATIONS CENTER, WITH A TOTAL AMOUNT NOT TO EXCEED $181,894.

RECOMMENDATION:

Staff recommend the City Council adopt a resolution waiving bidding requirements and authorizing the City Manager to enter into an agreement with MarinIT, Inc. for audio-video upgrades at the Public Safety Center Emergency Operations Center, with a total amount not to exceed $181,894.

BACKGROUND:

The Public Safety Center opened in Fall 2020 with Emergency Operations Center (EOC) audio-video systems designed before the COVID-19 pandemic altered expectations and best practices related to virtual meetings and associated technology. At that time, integrated audio-video solutions for hybrid meetings via Microsoft Teams or Zoom were not yet common practice. Since virtual meetings have become a new standard for hybrid conferencing, the current system does not adequately meet the City’s needs.

The Emergency Operations Center space is critical not just to the City’s emergency response capabilities but also serves as one of the largest staff meeting spaces. The space is also used for selected community gatherings, including the Community Police Academy and the Community Emergency Response Team (CERT), as well as Countywide association meetings, such as the Police and Fire Chief meetings.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
On March 17, 2025, the San Rafael City Council approved a contract with MarinIT to upgrade conference rooms across the City. The MarinIT team recently and successfully upgraded five of the City’s conference rooms, delivering modern audio-video experience to City staff and residents through public-access conference rooms. Maintaining, configuring, and designing these systems requires unique technical skills that are not widely available. MarinIT continues to support San Rafael’s audio-video systems, as audiovideo support is explicitly not in the scope of the contract with the City’s IT managed service provider, Xantrion.

ANALYSIS:

The current Emergency Operations Center (EOC) audio-video system provides users with core functions, including a public address system, monitors, and the ability to power displays and distribute video feeds to various in-room screens. This project aims to augment existing audio-video systems to ensure the EOC meeting space meets the current and projected needs of the City’s ability to monitor and respond to emergencies and host hybrid meetings and trainings for the benefit of all City staff and the community.

MarinIT, Inc. will apply their specialized expertise to mitigate potential risks related to system downtime, misconfiguration, and incompatibility with the City’s existing A/V environment. Their services require advanced knowledge of A/V systems, particularly Crestron controllers, which are critical to the Public Safety Center’s operations and the planned Citywide A/V integrations. Given their familiarity with existing systems, prior involvement with the Public Safety Center, successful track record in upgrading the City’s A/V systems, and specialized expertise, staff recommend proceeding with MarinIT, Inc. as the most qualified entity to perform this work.

The key objectives of this project include:
• Co-design with City staff: Design the new audio-video system with City staff to better meet operational needs.
• Enhance Audio Quality: Upgrade the rooms’ microphones, speakers, and sound systems for clear and consistent audio.
• Improve Video Conferencing: Implement modern video conferencing systems to facilitate remote collaboration.
• Consistent User Experience: Deploy the same technology and equipment as in recently upgraded conference rooms to ensure a uniform experience across all conference rooms. • Futureproofing: Ensure all upgrades are scalable and adaptable to future technological advancements.
• Video Software & Scheduling Integrations: Integration with video meeting software (Teams/Zoom) that allows users to easily schedule and start meetings.

The agreement with MarinIT falls within the exception outlined in San Rafael Municipal Code Section

2.55.100 due to the specialized nature of the services they provide, their prior involvement with the systems, and the need for continuity and efficiency in the maintenance and expansion of the City A/V infrastructure. As a result, a formal bidding process is not required in this case.

Implementing this A/V upgrade will significantly improve the City’s A/V capabilities for the public safety team, leading to better communication and collaboration, less staff time and frustration, fewer support calls, and a firm foundation that will make future upgrades to next-generation A/V systems easier and more cost-effective.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 3
FISCAL IMPACT:

The cost of the Emergency Operation Center audio-video system upgrade totals $181,894. Funding to support the project is included in the adopted fiscal year (FY) 2025-26 budget (Technology Fund – 61261301).

OPTIONS:

The City Council has the following options to consider in this matter:

1. Adopt a resolution waiving bidding requirements and authorizing the City Manager to enter into an agreement with MarinIT, Inc. For audio-video upgrades at the Public Safety Center Emergency Operations Center.

2. Do not adopt a resolution waiving bidding requirements or authorizing the City Manager to enter into an agreement with MarinIT, Inc. For audio-video upgrades at the Public Safety Center Emergency Operations Center.

RECOMMENDED ACTION:

Staff recommend that the City Council authorizing the City Manager to enter into an agreement, which is exempt from the competitive bidding process, with MarinIT, Inc. for audio-video upgrades at the Public Safety Center Emergency Operations Center, with a total amount not to exceed $181,894.

ATTACHMENTS:

1. Resolution

2. Vendor Quote

3. Scope of work
RESOLUTION NO.

RESOLUTION OF THE SAN RAFAEL CITY COUNCIL WAIVING BIDDING

REQUIREMENTS FOR SERVICES AND AUTHORIZING THE CITY MANAGER TO ENTER INTO AN AGREEMENT WITH MARINIT, INC. FOR AUDIO-VIDEO SYSTEMS

UPGRADES AT THE PUBLIC SAFETY CENTER EMERGENCY OPERATIONS CENTER, WITH A TOTAL AMOUNT NOT TO EXCEED $181,894
WHEREAS, the City of San Rafael recognizes the need to improve emergency response capabilities and facilitate hybrid meetings at the Public Safety Center Emergency Operations Center; and
WHEREAS, the existing audio-video system at the Emergency Operations Center is outdated and inadequate for current needs; and
WHEREAS, the proposed upgrades will enhance audio quality, video conferencing capabilities, and ensure a consistent user experience across facilities; and WHEREAS, the City Council finds that the specialized nature of the services provided by MarinIT, Inc. warrants an exemption from competitive bidding allowed under San Rafael Municipal Code Section 2.55.100; and
WHEREAS, the total cost for the proposed audio-video system upgrades shall not exceed $181,894; and
WHEREAS, funding for this project is included in the adopted fiscal year 2025-26 budget, specifically from the Technology Fund;
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of San Rafael hereby waives the bidding requirement for services, pursuant to San Rafael Municipal Code Section 2.55.100; and authorizes the City Manager to enter into an agreement with MarinIT, Inc. for audio-video systems upgrades at the Public Safety Center Emergency Operations Center, with a total amount not to exceed $181,894.

I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael, held on Monday, the 15th day of December 2025, by the following vote, to wit:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
_____________________
Lindsay Lara, City Clerk
EOC AV System Upgrade - AV Over IP Quote #2025-005789 v4 Marin IT
Prepared For: Prepared by:

City of San Rafael-SR
P: (415) 485-3028
E: [email protected]
P: 415-842-3250
E: [email protected]
David Cooper
366 Bel Marin Keys Blvd
Novato, CA 94949
Vinh Pham
1400 Fifth Ave., Room 207
Attn: Digital Service & Open Government
San Rafael, CA 94901
Date Issued:

11.26.2025
Expires:

12.24.2025
AV Equipment - Head End / Switching
Description Price Qty Ext. Price
CP4 4-Series™ Control System $1,331.00 1 $1,331.00
DMF-CI-8 Crestron - DigitalMedia™ Card Chassis for DM-NVX-C & DMCF, 8 Slots $1,391.50 2 $2,783.00 DM-NVX-384C DM NVX® 5K 4x1 AV-over-IP Switcher Card with HDMI® and USB-C® Connectivity
$1,969.28 16 $31,508.48
DM-NVX-384 DM NVX® 5K 4x1 AV-over-IP Switcher with HDMI® and USB-C® Connectivity $1,969.28 14 $27,569.92 DM-NVX-DIR2 DM NVX Director® Network AV Switching Appliance, 100 Endpoints $2,731.58 1 $2,731.58 HD-RXC-4KZ-101 DM® Essentials 4K60 4:4:4 Receiver for HDMI®, RS-232, and IR Signal Extension over CATx Cable
$260.74 3 $782.22
HD-TXC-4KZ-101 DM® Essentials 4K60 4:4:4 Transmitter for HDMI®, RS-232, and IR Signal Extension over CATx Cable
$260.74 3 $782.22
CL-3430 CL - 4-HDMI to USB Video Switcher $828.80 1 $828.80 CL-RMKIT CL - Rack Mounting Kit $34.50 1 $34.50
Subtotal: $68,351.72
AV Equipment - Video Conferencing
Description Price Qty Ext. Price
Video Conferencing Equipment
UC-CX100-T Crestron Flex Advanced Video Conference System Integrator Kit for Microsoft Teams® Rooms
$3,994.21 1 $3,994.21
IV-CAM-P20-W Crestron 1 Beyond p20 PTZ Camera, 20x Optical Zoom, Bright White, Field of View H: 56.45°
$2,413.95 2 $4,827.90
IV-CAM-P12-W Crestron 1 Beyond p12 PTZ Camera, 12x Optical Zoom, Bright White, Field of View H: 67.68°
$2,541.00 1 $2,541.00
IV-CAMA-UMB-W Crestron 1 Beyond Universal Mount Bracket, Bright White $137.21 3 $411.63 Content Sharing
AM3-212 KIT Crestron Air Media Kit $2,623.59 5 $13,117.95 Quote #2025-005789 v4 Page: 1 of 6
AV Equipment - Video Conferencing
Description Price Qty Ext. Price
AM-3200-WF Crestron AirMedia® Receiver 3200 with Wi-Fi® Network Connectivity $1,607.19 4 $6,428.76 Subtotal: $31,321.45
AV Equipment - Audio
Description Price Qty Ext. Price
Ceiling Microphones
MXA920W-S Shure - Ceiling Array Microphone Square White 24“ $5,011.92 2 $10,023.84 Audio Processing
P300-IMX Shure- IntelliMix Audio Conferencing Processor $1,962.15 1 $1,962.15 CRT1 Shure - 1RU Component Rack Tray for Audio Network Interface $66.10 1 $66.10 Portable Microphone
ULXD4D=-G57 Shure Dual Digital Wireless Receiver G57 Band $3,264.72 1 $3,264.72 ULXD2/B58=-G57 Shure Wireless Beta87 Microphone Handheld - G57 Band $722.89 1 $722.89 SBC220 Shure 2 Bay Networked Docking Station $359.39 1 $359.39 SB900C Shure Rechargeable Lithium-Ion Battery For Personal Monitoring Systems $120.74 1 $120.74 Ceiling Speakers
SAROS DM-NAXIC4A-WSaros® 3 in. Active Full-Range In-Ceiling PoE+ Speaker with DM NAX® Audioover-IP Support, White, Textured $698.54 4 $2,794.16
SAROS IC4P-W Saros® 3 in. Passive Full-Range In-Ceiling Speaker, White, Textured $264.60 4 $1,058.40 LOT Misc cables, Interconnects, patch cords, power supplies and installation materials - Will be billed at acutal
$560.00 1 $560.00
Subtotal: $20,932.39
Network Equipment
Description Price Qty Ext. Price
EOC Switch
C1000-24P-4G-L Catalyst 1000 24port GE, POE, 4x1G SFP $765.99 1 $765.99 CON-L1NCDC10244LPCX LEVEL 1 8X7NCD Catalyst 1000 24port GE, POE, 4x1G SFP $198.33 1 $198.33 CAB-AC15A-90LUSA15A AC Pwr Cord, right-angle (United States) (bundle option) $0.00 1 $0.00 MDF Switch
C9200L-48P-4X-E Catalyst 9200L 48-port PoE+, 4 x 10G, Network Essentials $4,126.03 1 $4,126.03 CON-L1NCDC9200L4XCX LEVEL 1 8X7NCDCatalyst 9200L 48port PoE 4 x 10G Ne $783.00 1 $783.00 Quote #2025-005789 v4 Page: 2 of 6
Network Equipment
Description Price Qty Ext. Price
C9200L-DNA-E-48 C9200L Cisco DNA Essentials, 48-port Term license $0.00 1 $0.00 CON-L1SWTC92LE48CX LEVEL 1 SW SUB C9200L Cisco DNA Ess $67.50 1 $67.50 C9200L-DNA-E-48-
3Y
C9200L Cisco DNA Essentials, 48-port, 3 Year Term license $662.30 1 $662.30 C9200L-NW-E-48 C9200L Network Essentials, 48-port license $0.00 1 $0.00 CAB-TA-NA North America AC Type A Power Cable $0.00 1 $0.00 PWR-C5-BLANK Config 5 Power Supply Blank $0.00 1 $0.00
C9K-ACC-RBFT RUBBER FEET FOR TABLE TOP SETUP 9200 and 9300 $0.00 1 $0.00 C9K-ACC-SCR-4 12-24 and 10-32 SCREWS FOR RACK INSTALLATION, QTY 4 $0.00 1 $0.00 CAB-GUIDE-1RU 1RU CABLE MANAGEMENT GUIDES 9200 and 9300 $0.00 1 $0.00 NETWORK-PNPLICNetwork Plug-n-Play Connect for zero-touch device deployment $0.00 1 $0.00 C9200-STACKBLANK
Catalyst 9200 Blank Stack Module $0.00 2 $0.00
Subtotal: $6,603.15
Brown Act - Zoom Room
Description Price Qty Ext. Price
Intel NUC 13 NUC 13 Pro, Intel NUC 13 Business Offic
 Intel Core i7-1360P (12C/16T, Up to 5.0GHz, 18MB)
 32GB DDR4 RAM
 1TB PCIe 4.0 NVMe SSD
 8K/HDR/4 Screen
 WiFi6E/BT5.3
 Windows 11 Pro
$935.00 1 $935.00
SW12USB Blustream SW12USB 10Gb USB 3.2 Gen 2 Switch $730.49 1 $730.49 Labor - T&M Install and configure computer to support Zoom webinar in EOC:
 Install / mount computer behind screen
 Install and configure USB switcher
 Modify Crestron programming as required to for one button switch
 Test all functionality
 Knowledge transfer - Train city staff as required
$145.00 8 $1,160.00
Subtotal: $2,825.49
Quote #2025-005789 v4 Page: 3 of 6
Services (Labor)
Description Price Qty Ext. Price
Device Installation & Infrastructure Setup Including:
 Installation of a new Crestron control processor in the network rack,  Installation of new AVoIP chassis populated with interface cards to expand capabilities of current video routing capabilities.  Installation and configurations of AVoIP decoders and AirMedia devices behind each room display - This will require requiring the temporary removal and reinstallation of the displays. Additionally, the existing video wall will be removed to allow for the installation of AVoIP decoders, then securely remounted following installation.  Install and configure new DSP units
 Reconfiguration of audio input routing to the existing analog amplifier.
 Install and configure ceiling microphones as well as ceiling speakers to ensure consistent audio coverage,
 Install and configure pole-mounted camera to provide optimized view of room
$145.00 40 $5,800.00
System Programming, Configuration & Integration Including :
 Migrate the existing Crestron program to the new processor and reprogram all system inputs and outputs to utilize the new AV-overIP infrastructure.  Install and configure new DSP devices, including audio routing, gain structure, presets, and localized microphone feedback for zonespecific reinforcement.  Replace existing Direct Media routing with updated logic for video and audio signal paths over the AVoIP system.
 Design and deploy a refreshed Crestron touch panel interface to reflect the updated system layout, source routing, and functionality. $145.00 80 $11,600.00
Testing, Tuning & Final Adjustments including:
 Perform system testing / audio tuning - Adjust system as required to ensure optimal performance and provide user experience as required.
$145.00 30 $4,350.00
Quote #2025-005789 v4 Page: 4 of 6
Services (Labor)
Description Price Qty Ext. Price
User Guide & Training Summary:
 Develop a customized user guide detailing system operation and provide end-user training to ensure confident and effective use of the AV system.

Notes:
 Data cabling not included in quote - Pricing can be provided upon request  Quote assumes adding two data switches - One in Main Computer Room / MDF - One in EOC
 Installation pricing based on all other trades completing their scope of work, electrical telecom, internet provider, etc
 No equipment / lift rental included - May be needed to mount access points / Misc equipment
 Will work with selected low voltage contractor (as required) or can assist with sub-contract if requested
 This is intended to a budget for the scope of work stated above - Because of changing field conditions and circumstances which can not be controlled work will be billed at actual hours.
$145.00 20 $2,900.00
Subtotal: $24,650.00
Cabling - Physical Installation
Description Price Qty Ext. Price
Physical Installation - Cabling Icluding:
 Provide and install new small wall mounted data rack in break out room  Provide and install 15 new Cat 6E data connections - Speakers, MIC, terminate in new rack
 Relocate two (2) existing data jacks from wall of break out room to new data rack
 Install power in new data rack
 Remove and re-install all screens in room to support installation of AV over IP decoder installation
 Install new room / video conferencing cameras
 Remove video wall, install new mounting hardware and reinstall to support two (2) additional screens being relocated from back of room $15,200.00 1 $15,200.00
Subtotal: $15,200.00
Quote Summary Amount
AV Equipment - Head End / Switching $68,351.72
AV Equipment - Video Conferencing $31,321.45
AV Equipment - Audio $20,932.39
Quote #2025-005789 v4 Page: 5 of 6
Quote Summary Amount
Network Equipment $6,603.15
Brown Act - Zoom Room $2,825.49
Services (Labor) $24,650.00
Cabling - Physical Installation $15,200.00
Subtotal: $169,884.20
Estimated Tax: $12,009.82
Total: $181,894.02
Terms and Conditions: By signing this quote, Buyer agrees to the following Terms and Conditions unless a Master Agreement is negotiated between the parties, where the Master Agreement shall govern.

Prices: Quoted product pricing is valid for thirty (30) days assuming product availability, and does not include applicable taxes and freight. Buyer agrees to pay reasonable shipping charges and all applicable taxes (excluding income taxes). Services include only those items specified in the quotation. Additional services may be provided at Marin IT’s then standard billing rates.

It is understood and agreed that end customer will accept and pay invoice of any product once it has been received at the Marin IT warehouse regardless of if it has been delivered to the final installation location or if it is being held at the Marin IT facility and that title to the Products will transfer to client upon invoicing.

While taking title to these products includes assuming the risk of loss, Marin IT insures equipment stored in its facility. Title having transferred to client, it is understood that there is risk of obsolescence and that the Products are not covered by price protection.

We agree to make payment on all invoices delivered to us by Marin IT with respect to the Products strictly in accordance with the terms thereof without defense, offset, deduction, recoupment or counter claim of any kind arising from the fact that the Products were not delivered to us at the time the invoice was delivered and were stored by Marin IT.

Payment: Payment shall be made within 30 days of the date of invoice. If any invoice is not paid when due, interest will be added to and payable on all overdue amounts at 18 percent per year, or the maximum percentage allowed under applicable laws, whichever is less. Buyer shall pay all costs of collection, including without limitation, reasonable attorney fees.

Warranties: Product warranties, if any, are provided by the manufacturer or publisher of the products.

MARIN IT, INC. MAKES NO WARRANTIES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARANTY OF FITNESS FOR A PARTICULAR PURPOSE, WHATSOEVER. ALL SERVICES AND DELIVERABLES ARE PROVIDED ON AN "AS IS" BASIS. Limitation of Liability: CUSTOMER AGREES THAT THE LIABILITY OF MARIN IT FOR DIRECT DAMAGES RELATED TO ANY PRODUCT OR SERVICE ARISING UNDER

THESE TERMS AND CONDITIONS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE NET AMOUNT PAID TO MARIN IT BY CUSTOMER FOR THAT PRODUCT OR SERVICE WHICH IS THE SUBJECT OF THE CLAIM. MARIN ITSHALL IN NO EVENT BE LIABLE FOR ANY

INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY NATURE, EVEN IF MARIN IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER PARTY MAKES ANY REPRESENTATION OR WARRANTY AS TO ANY THIRD-PARTY INFORMATION OR PRODUCTS PROVIDED TO EACH OTHER, ALL OF WHICH ARE PROVIDED, SOLD OR LICENSED "AS IS," AND THE PARTIES AGREE TO LOOK SOLELY TO THE WARRANTIES AND REMEDIES, IF ANY, PROVIDED BY THE THIRD PARTY.

Acceptance
Marin IT City of San Rafael-SR
David Cooper Vinh Pham
Signature / Name Signature / Name Initials
11/26/2025
Date Date
Quote #2025-005789 v4 Page: 6 of 6

____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting: _______________________
Disposition: ___________________________
Agenda Item No: 2.c
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Police Department
Prepared by: Roy Leon, Police Captain City Manager Approval: ______________ TOPIC: FIXED ALLOTMENT FUNDING TO REPLACE THE SAN RAFAEL POLICE DEPARTMENT’S 9-1-1 CALL PROCESSING EQUIPMENT
SUBJECT: RESOLUTION AUTHORIZING THE USE OF FUNDING IN AN AMOUNT NOT TO EXCEED $490,000 FROM THE CALIFORNIA STATE OFFICE OF EMERGENCY SERVICES 9-1-1 COMMUNICATIONS BRANCH AND TO AUTHORIZE THE CITY

MANAGER TO EXECUTE THE SCOPE OF WORK AGREEMENT WITH AT&T TO REPLACE THE SAN RAFAEL POLICE DEPARTMENT’S ON-PREMISE 9-1-1 CALL

PROCESSING EQUIMPMENT, UNDER THE TERMS AND CONDITIONS OF THE

EXISTING MASTER PURCHASE AGREEMENT WITH AT&T
RECOMMENDATION:

To adopt a resolution authorizing the use of funding in an amount not to exceed $490,000 from the State of California Office of Emergency Services 9-1-1 Communications Branch and authorize the City Manager to execute the Scope of Work Agreement with AT&T to replace the San Rafael Police Department’s current and outdated on-premise 9-1-1 call processing equipment, under the terms and conditions of the existing Master Purchase Agreement with AT&T.

BACKGROUND:

The Police Department’s current 911 call processing equipment (CPE) was installed in 2013 and is now outdated and in need of replacement. Industry standards recommend upgrades every five years or when major advancements occur.

The State of California Office of Emergency Services (OES) Communications Branch manages the replacement of 911 call processing equipment across the state. They evaluated the Police Department’s 911 emergency call volume and determined that it qualifies for a fixed allotment of $490,000 to be used to purchase new call processing equipment.

ANALYSIS:

In order to accept the $490,000 allotment of funds, the City Council must authorize the use of funds for this purpose. Acceptance of the allotment of funds commits the San Rafael Police Department to maintain public safety answering services 24 hours a day, seven days a week, for a minimum of five years.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
Following the proposed approval, the OES Communications Branch will implement a non-mandatory Master Purchase Agreement (MPA) with AT&T that enables AT&T to invoice the 911 OES Communications Branch directly for the purchase of 911 systems and service.

This project represents the first major transition to a next-generation 911 platform. The new technology will improve call clarity and help reduce response times. It will also enhance location accuracy through GPS—supporting both voice and text-to-911 calls, including situations where a call may disconnect. Upon approval, the department will immediately move forward with this project via AT&T.

FISCAL IMPACT:

There is no fiscal impact. The associated costs are fully funded through the State of California Office of Emergency Services 9-1-1 Communications Branch. If approved, all invoices and payments for purchase and installation will be sent directly to AT&T from the OES Communications Branch.

The replacement of the call processing equipment will include all services, equipment, and systems, to be used to answer 91-1 calls. The cost breakdown for the equipment, installation, and maintenance service for five (5) years is:
• 7 systems - Communications Center $434,421
• 6 Phone Sets – Records Office $28,753
• Total estimated sales tax $13, 662
• Total $476,836
OPTIONS:

The City Council has the following options to consider on this matter:

1. Approve and adopt resolution.

2. Take no action.

RECOMMENDED ACTION:

To adopt a resolution authorizing the use of funding in an amount not to exceed $490,000 from the State of California Office of Emergency Services 9-1-1 Communications Branch and authorize the City Manager to execute the Scope of Work Agreement AT&T to replace the San Rafael Police Department’s current and outdated on-premise 9-1-1 call processing equipment, under the terms and conditions of the existing Master Purchase Agreement with AT&T.

ATTACHMENTS:

A. Resolution
B. Letter from California OES - Fixed Allotment Funding of $490,000 C. Quote Summary
D. Scope of Work by AT&T
RESOLUTION NO.

RESOULUTION AUTHORIZING THE USE OF FUNDING IN AN AMOUNT NOT TO EXCEED $490,000 FROM THE CALIFORNIA STATE OFFICE OF EMERGENCY SERVICES 9-1-1

COMMUNICATIONS BRANCH AND TO AUTHORIZE THE CITY MANAGER TO EXECUTE

THE SCOPE OF WORK AGREEMENT WITH AT&T TO REPLACE THE SAN RAFAEL POLICE DEPARTMENT’S ON-PREMISE 9-1-1 CALL PROCESSING EQUIMPMENT, UNDER

THE TERMS AND CONDITIONS OF THE EXISTING MASTER PURCHASE AGREEMENT

WITH AT&T
WHEREAS, the State of California 9-1-1 Emergency Communications Branch has deemed eligible $490,000 to the City of San Rafael; and WHEREAS, the legislature mandated these funds to be spent for replacement or upgrade of the City of San Rafael Police Department’s 9-1-1 emergency call processing equipment and services; and
WHEREAS, the State of California 9-1-1 Emergency Communications Branch has identified AT&T as being a provider of emergency telephone call processing equipment and services under the Master Purchase Agreement; and
WHEREAS, AT&T installed the original 9-1-1 emergency call processing equipment and services for the City of San Rafael Police Department and has provided an estimated cost quote as outlined in the terms and conditions of the Master Purchase Agreement; and WHEREAS, pursuant to San Rafael Municipal Code 2.55.2100.E, purchases made through contracts maintained by the State of California are exempt from bidding; and NOW, THEREFORE, BE IT RESOLVED, that the City Council hereby approves authorizing the use of funding in an amount not to exceed $490,000 from the State of California Office of Emergency Services 9-1-1 Communications Branch and authorize the City Manager to execute the Scope of Work Agreement AT&T to replace the San Rafael Police Department’s current and outdated on-premise 9-1-1 call processing equipment, under the terms and conditions of the existing Master Purchase Agreement with AT&T.

I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of said City held on Monday, the 15th day of December 2025, by the following vote to wit:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:
_______________________
LINDSAY LARA, City Clerk

GAVIN NEWSOM

GOVERNOR

NANCY WARD

DIRECTOR
601 SEQUOIA PACIFIC BLVD, SACRAMENTO, CA 95811

PUBLIC SAFETY COMMUNICATIONS
(916) 894-5007 TELEPHONE
July 24, 2025 Tracking Number: 27371
Alexis Nielsen, Support Services Supervisor
San Rafael Police Department
1375 Fifth Ave
San Rafael CA, 94901
Subject: Customer Premise Equipment (CPE) Fixed Allotment Funding On Premise Solution
Dear Alexis Nielsen:

The California 9-1-1 Emergency Communications Branch (CA 9-1-1 Branch) has received your Advance Notification for Call Processing Equipment (CPE) Funding letter of intent to replace the 9-1-1 system at your Public Safety Answering Point (PSAP). Acceptance of CPE Allotment funds from the CA 9-1-1 Branch commits your agency to PSAP operations 24 hours-a-day, seven days-a-week, for a minimum of five years. If PSAP operations are not maintained at that level, the San Rafael Police Department may become financially responsible for all subsequent CPE maintenance and 9-1-1 network service charges. Our evaluation of recent 9-1-1 emergency call volume qualifies the San Rafael Police Department for a Fixed Allotment of $490,000 to be used to purchase an on premise solution. The Fixed Allotment funding will expire upon expiration/cancellation of the current MPA if your CPE approval process has not been initiated.

The CA 9-1-1 Branch has implemented a non-mandatory Master Purchase Agreement (MPA) that enables participating vendors to invoice the CA 9-1-1 Branch directly for the purchase of 9-1-1 systems and services. Price lists are available at:
https://www.caloes.ca.gov/office-of-the-director/operations/logistics-management/publicsafety-communications/ca-9-1-1-emergency-communications-branch/ca-911-servicescontracts/ The CA 9-1-1 Branch CPE Funding Policy and Funding Processes are detailed in the 9-1-1 Operations Manual Chapter III available at:
https://www.caloes.ca.gov/office-of-the-director/operations/logistics-management/publicsafety-communications/ca-9-1-1-emergency-communications-branch/ca-911-operationsmanual/ Please contact me directly with any questions at [email protected] or (916) 894-5057.

Sincerely,
Devin Broussard, 9-1-1 Advisor
CA 9-1-1 Emergency Communications Branch
Date: 9/29/2025
Version: 4.0
Account Manager: Shelby Lewis Motorola VESTA
Phone: (951) 312-3416 Contract Number: 6136-2020
Email: [email protected]

25.5 9-1-1 CPE Basic Stand-Alone System Cost

A B C D E F G
Line
Item #
Feature Name Quantity Basic System Price Implementation Price
Monthly
Maintenance Price
Total Extended 5-
Year Cost
C*[D+E+(F*60)]

25.5.6 System - 7 Positions 1 $ 139,283.09 $ 65,516.95 $ 3,827.02 $ 434,421.24

25.8 Applications Peripherals

A B C D E F G
Line
Item #
Feature Name Quantity Basic System Price Implementation Price
Monthly
Maintenance Price
Total Extended 5-
Year Cost
C*[D+E+(F*60)]

25.8.8 IP Phone Set 6 $ 1,403.66 $ 760.00 $ 43.81 $ 28,753.56 $ 245,392.80
Estimated Sales Tax Rate: 9.25% $ 217,782.00
Total Estimated Taxable Amount: $ 147,705.05 $ 13,662.72 5-Year Grand Total: $ 476,837.52
Quote Summary
Quote Summary
Total 5-Year MRC:

Total NRC:

Total Estimated Sales Tax:

San Rafael PD

Proprietary Information: Not for use or disclosure outside of AT&T and Customer except under written consent.

San Rafael PD SOW Date: 19NOV2025
Version 3.0
This Scope of Work and associated Cost Table is valid 120 day from above date.

This document is AT&T Strictly Proprietary and Confidential and is not to be shared without specific written approval from AT&T.

San Rafael PD
With

SCOPE OF WORK
For
VESTA 9-1-1 On-Prem Call Handling
Project
San Rafael PD SOW Date: 19NOV2025
Version 3.0
This Scope of Work and associated Cost Table is valid 120 day from above date.

This document is AT&T Strictly Proprietary and Confidential and is not to be shared without specific written approval from AT&T.

Table of Contents

1.0 OVERVIEW........................................................................................................................1

1.1 STATEMENT OF PURPOSE..................................................................................................1

1.2 LIST OF EQUIPMENT, SOFTWARE, ACD BUNDLES (ADDONS) AND MAINTENANCE........ERROR! BOOKMARK NOT DEFINED.

1.3 DESCRIPTION OF RE-USED EQUIPMENT ..............................................................................2

1.4 DESCRIPTION OF EQUIPMENT PROVIDED BY THE PSAP.......................................................2

1.5 EXCLUDED EQUIPMENT LIST..............................................................................................2

1.6 EQUIPMENT REMOVAL & DISPOSAL ...................................................................................2

2.0 DESIGN SOLUTION..........................................................................................................2

2.1 SYSTEM OVERVIEW...........................................................................................................2

2.2 DESCRIPTION OF NETWORK ELEMENTS ..............................................................................3

2.3 I3/CAL OES ESINET INTEGRATION REQUIREMENTS ............................................................3

2.4 BUILDING MODIFICATIONS .................................................................................................3

3.0 9-1-1 TRAFFIC AND DATA FLOWS.................................................................................3

4.0 CHANGE REQUESTS.......................................................................................................4

5.0 ACCEPTANCE TESTING..................................................................................................5

5.1 SYSTEM ACCEPTANCE OVERVIEW......................................................................................5

5.2 MOVES, ADDS, CHANGES (MAC) ......................................................................................5

6.0 PROJECT TEAM...............................................................................................................6

6.1 CONTACT INFORMATION ....................................................................................................6

7.0 RESPONSIBILITIES ............................................................................................................6

7.1 AT&T RESPONSIBILITIES ......................................................................................................6

7.2 AGENCY RESPONSIBILITIES ...................................................................................................6

7.3 CAL OES RESPONSIBILITIES .................................................................................................7

7.4 PNSP RESPONSIBILITIES......................................................................................................7

7.5 RNSP RESPONSIBILITIES......................................................................................................7

8.0 INSTALLATION SCHEDULE...............................................................................................7

9.0 MAINTENANCE PLAN......................................................................................................8

9.1 MAINTENANCE AND REMOTE ACCESS SERVICES CAPABILITIES............................................8

9.2 POST-INSTALLATION SUPPORT LIMITATIONS.......................................................................8

10.0 TRAINING..........................................................................................................................9

10.1 SUPERVISOR/DISPATCHER TRAINING ...................................................................................9

10.2 TRAINING DOCUMENTATION.................................................................................................9 APPENDIX A: PSAP COMPLIANCE - SITE CERTIFICATION DOCUMENT ...........................10 APPENDIX B: LAN/WAN POLICY ............................................................................................11 San Rafael PD SOW Date: 19NOV2025
Version 3.0
This Scope of Work and associated Cost Table is valid 120 day from above date.

This document is AT&T Strictly Proprietary and Confidential and is not to be shared without specific written approval from AT&T.

APPENDIX C: DISPATCH AND EQUIPMENT FLOOR PLANS................................................12 APPENDIX D: PRICING & TERMS............................................................................................14 APPENDIX E: CHANGE ORDER REQUEST FORM.................................................................15 APPENDIX F: MAINTENANCE PROCEDURES .......................................................................16 APPENDIX G: SYSTEM ACCEPTANCE CHECKLIST AND AUTHORIZATION CHECKLIST.17 San Rafael PD SOW Date: 19NOV2025
Version 3.0 Page 1 Prepared By: Shelby Lewis

1.0 OVERVIEW

1.1 Statement of Purpose
The purpose of this Statement of Work (SOW) is to describe the responsibilities of AT&T, the California Office of Emergency Services (Cal OES) 9-1-1 Branch, and the Public Safety Answering Point (PSAP) with respect to the scope of work, deliverables, and terms and conditions of the project described herein.

The SOW shall be subject to the terms and conditions of the Master Purchase Agreement # 6136-2020 and line Item # 22.8.8 dated July 16, 2020, by and between AT&T and San Rafael PD also known as "PSAP". In the event there is a conflict between the terms and conditions of this SOW and the Master Purchase Agreement, the Master Purchase Award shall take precedence. All exhibits, appendices, and attachments are incorporated herein by reference.

Cal OES 911 will be using Master Purchase Agreement # 6136-2020 to purchase Customer Premise Equipment (CPE) and maintenance services. This SOW is not intended to restate the requirements of the Master Purchase Award but instead describes the requirements of the PSAP's essential business needs for a successful Premise-Based Call Handling solution and deployment.

1.2 Equipment Description
Qty Backroom Equipment
1 Rack/Cabinet (7’)
1 Redundant Call Handling System (servers, switches, etc.) 8 FXS Ports (9-1-1 CAMA Trunks)
22 FXO Ports (Admin analog lines)
0 PRI Interface to customer Avaya Switch
0 No SIP Interface to Agency 8x8 PBX (HA Pair) will be analog ATA (4ports) 2 i3 Network Interface Ports to Cal OES PNSP Provider
1 Firewall
1 Time Sync System (“NetClock”)
Qty Position Equipment
7 VESTA 9-1-1 Intelligent Workstations (includes CPU, VESTA backroom interface components, Audio Interface equipment, keyboard, and mouse). 0 VESTA 9-1-1 Laptop (includes VESTA backroom interface components, Audio Interface equipment, docking station, keyboard, and mouse). 6 IP Phones Admin for records
7 24” Monitor
7 Genovation 48 button keypad
San Rafael PD SOW Date: 19NOV2025
Version 3.0 Page 2 Prepared By: Shelby Lewis

1.3 1.4Description of Re-used Equipment
The following equipment has been certified to be compatible with current technology and in good condition. This equipment will be reutilized:

Qty Item Description
- Net-clock 9483 Customer Netclock if customer not funded.

1.5 Description of Equipment Provided by the PSAP
Qty Item Description
1 Netclock if Cal OES can’t fund new.

1.6 Excluded Equipment List
System components NOT included in the sale:

Item Description
CDR Printer / ePrinter
Back-room and Position UPS will use building UPS.

1.7 Equipment Removal & Disposal
Motorola Equipment
The following existing equipment will be left at the PSAP’s building by AT&T:
 Existing 9-1-1 CPE equipment, workstations, and ancillary components  Miscellaneous components not being re-used.

In the event the old equipment must be removed, AT&T technicians will work with the PSAP’s personnel to remove the above equipment. AT&T technicians will place the existing equipment in an area designated by the PSAP. AT&T technicians will not remove any existing equipment from San Rafael PD’s building.

2.0 DESIGN SOLUTION

2.1 System Overview
VESTA is a Premise-Based, Call Handling solution, and VESTA 9-1-1, application that efficiently handles incoming calls, texts, TTY (Baudot) and Real-Time Text (RTT). VESTA 9-1-1 receives and routes both emergency and non-emergency calls by either Automated Call Distribution (ACD) or design shared line appearance (non-ACD). VESTA 9-1-1 allows call takers the ability to seamlessly answer and service 9-1-1 calls from Wireless, Wireline, San Rafael PD SOW Date: 19NOV2025
Version 3.0 Page 3 Prepared By: Shelby Lewis
VoIP, and multimedia devices. VESTA 9-1-1 provides detailed location information in a flexible i3 or a legacy Format 04 format as desired and selected by the client.

2.2 Description of Network Elements
For equipment deployed at PSAP, the VESTA 9-1-1 network elements are always deployed redundantly for public safety grade performance. Each piece of the AT&T Local Area Network (LAN) is redundant at the PSAP. Specifically for the Agency, the following physical LAN Elements are supplied minimally:
• 2 Switches
• 2 Media Gateways
• 2 Power Distribution Units
• 2 UPS (if required) will use customer building UPS
Network Element (System) Connectivity is over the PNSP and RNSP SIP trunks in accordance with the Cal OES requirements specified in "NG9-l-1 Emergency Services I ESInet - i3 Cloud PSAP Interconnection Control Document (ICD) for Interoperability Testing (IOT) and Production".

2.3 i3/Cal OES ESInet Integration Requirements
The i3 connection point provides (2) Ethernet ports to the PNSP and RNSP Ethernet handoff. The AT&T demarcation is the Ethernet ports on the AT&T provided On-prem CallHanding equipment.

2.4 Building Modifications
All building modifications are the responsibility of the PSAP. The AT&T Project Manager will work closely with the PSAP to determine proper timeline coordination for a smooth system implementation. Please refer to Appendix A for the specific modifications to be performed by the PSAP.

3.0 9-1-1 Traffic and Data Flows
a) Legacy 9-1-1 - For sites that are on the ESlnet without NGCS functionalities; CAMA Gateways are deployed in support of the legacy call flow. The ingress 9-1-1 calls are delivered to the PSAP via CAMA trunks to the local PSAP. b) Transitional 9-1-1 - For PSAPs where SIP AGG NGCS i3 call origination is not 100% complete, CAMA Gateways are deployed in support of the legacy call flow. AT&T provides legacy local CDRs for CAD spill and local logging recorder as serial.

San Rafael PD SOW Date: 19NOV2025
Version 3.0 Page 4 Prepared By: Shelby Lewis
Gateway Converts CAMA to SIP for delivery of Legacy 9-1-1 to CHS. xxx provides legacy local CDRs for CAD spill and local logging recorder as serial, IP, or in other formats depending on CAD/Recorder requirements. c) SIP and i3 Origination - Once all Ingress for the PSAP is transitioned off of the Legacy Selective Router (LSR), all calls will be delivered over NGCS via PNSP and RNSP.

ALI (format) spill to CAD and Recorders are not under the control of AT&T. If CAD or Recorder operational discrepancy arises, PSAP will be responsible to engage the respective vendors to mitigate the issue.

Once the NGCS is in place, the CHS Server to Client relationship is supported over the PNSP and RNSP trunks as defined in "NG9-1-1 Emergency Services I ESlnet - i3 Cloud PSAP Interconnection Control Document (ICD) for Interoperability Testing (IOT) and Production".

4.0 CHANGE REQUESTS
Consistent with the terms and conditions of MPA 6136-2020, during the implementation phase, Change Requests will be allowed upon approval from the PSAP, CAL OES and AT&T.

During the implementation phase, the PSAP may at any time, by written order, and without notice to AT&T’s sureties, submit a change order to AT&T. If the change request is feasible; then, within ten (10) working days of receiving a proposed change order, AT&T will submit a written cost estimate, which may include adjustments to the Project Price, Project Schedule, Statement of Work, Acceptance Criteria, or any other obligations of AT&T.

AT&T, PSAP, and/or CAL OES may also decline the change order, depending on the nature of the requested changes.

San Rafael PD SOW Date: 19NOV2025
Version 3.0 Page 5 Prepared By: Shelby Lewis
Change requests will be tracked by AT&T’s Project Manager and communicated to the Cal OES 9-1-1 Advisor.

The PSAP will appoint a single individual as a Project Manager. Change Requests will be approved in writing by the PSAP Project Manager and CA 9-1-1 Branch. AT&T will not proceed with any work contemplated in any proposed Change Request until AT&T receives written notification of approval from Cal OES to proceed.

Throughout the Change Request process, the AT&T Project Manager will ensure:
• Document / Receive the initial Change Request.
• Provide AT&T reviewed and approved Change Request to CA 9-1-1 Branch and/or PSAP.
• Receive the AT&T, PSAP, and CA 9-1-1 Branch approved Change Request. • Managing implementation of the approved Change Request. • Update documentation, if applicable, for approved Change Request.

See Appendix E Change Request Form.

5.0 ACCEPTANCE TESTING

5.1 System Acceptance Overview
AT&T will notify PSAP when equipment and software are installed and ready for acceptance testing. Final system acceptance for this SOW will occur when the standards of performance for the State of California contract have been met.

Upon the successful completion of the 240 consecutive hours of operation following the cutover date, and within five (5) business days, the PSAP shall execute the System Acceptance Checklist and Authorization Checklist (See Appendix G) and provide signed copies to the CA 9-1-1 Branch and AT&T.

5.2 Moves, Adds, Changes (MAC)
After customer acceptance, any PSAP requested changes will follow the Moves, Adds, Changes (herein known as MAC) process, where the PSAP will make a MAC request to AT&T. If MAC is accepted by AT&T and if approved by Cal OES (if applicable); then, AT&T will provide the PSAP a MAC quote including work to be performed, timeline, and cost.

AT&T will coordinate with the PSAP and Cal OES (if applicable) and commence the work once AT&T receives the signed MAC quote and a Purchase Order (PO) from the PSAP.

The work will be performed on a Time and Materials basis at the prevailing contract rates.

San Rafael PD SOW Date: 19NOV2025
Version 3.0 Page 6 Prepared By: Shelby Lewis

6.0 PROJECT TEAM

6.1 Contact Information
Contacts
Role Name Phone E-mail
Application Sales
Executive Shelby Lewis Phone: (951) 312-3416 [email protected] 9-1-1 Systems
Technician Ross Fanning Phone: (888) 500-49-1-1
Sales Engineer Bryce Jacoby Phone: (262) 707-9430 [email protected] PSAP Manager Alexis Nielsen Phone: (415) 485-3000 [email protected] An AT&T (remote) Project Manager will be assigned for this system implementation. The Project Manager is responsible to plan, organize, control, direct and coordinate people, and material resources throughout the life of the project.

7.0 RESPONSIBILITIES

7.1 AT&T Responsibilities
− Delivery of equipment
− Security of equipment, until equipment is delivered to customer premise. − Disposal of packaging materials and debris.
− Any damage caused by AT&T (or AT&T’s subcontractors) to equipment, building, or other property.
− Installation of backroom equipment in racks/cabinets. − Dressing of all cables.
− If applicable, installation of appropriate cabling from equipment room to all cloud call handling positions.
− NENA i3 / ANI/ALI handoff to CAD

7.2 Agency Responsibilities
Equipment Room
− Provide locked, limited access to the equipment room. − Provide space for backroom cabinet / rack as agreed upon and depicted in below drawing.
− Adequate space for working area and for spare part/equipment storage (if applicable). − Furnishing HVAC equipment that will keep the backroom temperature and humidity levels of 72 degrees F+/- 5 and less than 50% relative humidity. − Provide/verify that each AT&T backroom equipment cabinet/rack has two dedicated redundant NEMA 5-20R circuits. Each circuit is dedicated with its own circuit breaker. − Earth ground for AT&T provided equipment. Customer has Power rail system in PSC Comm room.

Dispatch Room
− Furniture selected by PSAP is compatible with or will be modified by the PSAP to be compatible with, the selected system equipment.

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− Provide/verify that each AT&T dispatch position has one 15 or 20 amp (NEMA 5- 15/20R) breakered circuit dedicated to emergency call-taking with a quad outlet.

Ancillary electrical components such as heaters, lights, and furniture will not be on this circuit(s).
− Provide conduit run from each dispatch position to backroom equipment.

General
− Access to building for AT&T and subcontractors.
− Conduit and coring of walls.
− Adequate power and power outlets and circuit breakers. − PSAP to provide all radio and CAD equipment.
− Security to prevent theft of AT&T provided equipment. − On-going upkeep for room requirements listed.
− Technical expertise from PSAP’s other vendor’s during planning, installation and cut over.
− The PSAP’s Project Manager will facilitate the resolution of any problem determined with these interfaces pertaining to the radio, CAD, recorders, NetClock or other PSAP owned interfaces.
− Full and free access to the 9-1-1 related equipment to provide service (subject to PSAP’s security regulations)
Note: The PSAP’s LAN may not share the same LAN Segments as the cloud-based call handling LAN. Cloud-based call handling IP packets must be segregated from CLETS, NCIC, DMV, CWS, and all other PSAP network traffic.

7.3 Cal OES Responsibilities
− Project tasks / timeline escalation contact
− Change Request reviews and approvals

7.4 PNSP Responsibilities
− Provide AT&T the proper physical hand-off to connect cloud-call Handling at the PSAP to NGCS.
− Provide AT&T NGCS Test and Acceptance Plan and provide resources to work with AT&T to verify system operational readiness within the agreed upon project timeline.

7.5 RNSP Responsibilities
− Provide AT&T the proper physical hand-off to connect cloud-call Handling at the PSAP to NGCS.
− Provide AT&T NGCS Test and Acceptance Plan and provide resources to work with AT&T to verify system operational readiness within the agreed upon project timeline.

8.0 INSTALLATION SCHEDULE
The following table is provided as a guideline only. The official implementation schedule will be negotiated between the PSAP, PNSP, RNSP, Cal OES, and AT&T Project Managers.

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Changes to the final agreed upon schedule may be made by mutual consent of AT&T, PNSP, RNSP, Cal OES and the PSAP and must be documented on the “9-1-1 CPE PSAP Implementation Form”.

Pricing is based on installation being performed during AT&T’s normal business hours (M-F, 8:00am - 5:00pm, excluding AT&T holidays). Installation activities outside of AT&T’s normal business hours are available at prevailing after hour tariff.

9.0 MAINTENANCE PLAN

9.1 Maintenance and Remote Access Services Capabilities AT&T on-prem solution complies with the requirements identified in contract 6136-2020, Exhibit 21, TECHNICAL REQUIREMENTS.

PSAP is required to hold CPE service for a minimum of five (5) years. The Contractor shall furnish and replace all evergreen services and parts for a period of five (5) years beginning on the first day following System Acceptance.

The 9-1-1 system is provisioned to allow AT&T (and CPE provider) to remote access into the 9-1-1 system in order to identify software and hardware problems and make repairs. In the event that the equipment cannot be repaired remotely, AT&T technicians will be dispatched to the PSAP to facilitate onsite repairs.

If anyone other than AT&T or AT&T sub-contractors performs maintenance or repair of the AT&T provided system, and, as a result, further repair by AT&T and/or AT&T subcontractor(s) is required, such further repairs will be made at AT&T's then applicable time and material rates.

9.2 Post-Installation Support Limitations
AT&T’s support obligations hereunder will not apply to any AT&T supported product if adjustment, repair, or parts replacement is required because of:
• Accident, neglect, tampering, misuse, improper / insufficient grounding, failure of electric power; failure of the PSAP and/or others to provide appropriate environmental conditions, relocation of hardware or software, or causes other than ordinary use. • Repair or alteration, or attempted repair or alteration of any AT&T supported product (hardware and/or software) by the PSAP or others.
• Connection of another machine, device, application, or interface to AT&T supported equipment (hardware and/or software) by the PSAP or others, which has caused damage to AT&T supported equipment.
• Degradation of performance to AT&T systems due to non-compliance with the Customer Site Preparation Requirements (excessive heat, humidity, moisture, condensation, dust, EMI, etc.)
• Damage or destruction caused by natural or man-made acts or disasters. • Degradation of performance to AT&T systems due to the installation of third-party software applications or Operating System patches, service packs, hot-fixes, or Windows services and not specifically certified, approved, and registered by AT&T for use at the site(s) identified herein.

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• Support described herein does not include cosmetic repairs, refurbishment, furnishing consumables, supplies or accessories, making accessory changes or adding additional devices or software applications.

AT&T is NOT responsible for the performance of third-party applications/systems.

10.0 TRAINING

10.1 Supervisor/Dispatcher Training
AT&T and/or its subcontractor will provide Call-taker/Dispatcher and Supervisor/System Administrator training for the CPE solution. The training will be done during normal business hours (8 am – 5 pm) Monday through Friday.

10.2 Training Documentation
Training documentation will include Training Workbooks for End-users and Administrators.

Hard copies will be provided during training for each participant. A soft copy in PDF format can be provided to the PSAP Administrator / Trainer personnel as well if desired.

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Appendix A: PSAP Compliance - Site Certification Document San Rafael PDs Office Compliance - Site Certification Document This Section meets the State contract requirement for AT&T to provide a Site Readiness Checklist to the Agency.

A site survey has been made and site modifications will be needed to meet the following requirements for equipment installation. The following site modifications must be completed by the PSAP prior to AT&T beginning the installation of the new or upgraded system. The completion of all building modifications is the responsibility of the PSAP. In the event that AT&T attempts to begin installation and subsequently discovers that these modifications have not been met as specified, AT&T may postpone implementation. A quote will be provided to the PSAP for any additional costs incurred by AT&T because of the postponement. Any additional costs that are incurred for site modifications because of the postponement will be the responsibility of the PSAP. Work will be rescheduled upon completion of the required modifications.

Hazardous Materials
Customer will maintain Customer’s location where AT&T is to perform work in a suitable and safe working environment, free of Hazardous Materials. AT&T does not handle, remove or dispose of, nor does AT&T accept any liability for, any Hazardous Materials at Customer’s location. If AT&T encounters any such Hazardous Materials, AT&T may terminate this Statement of Work or suspend performance until Customer removes and cleans up at its expense Hazardous Materials in accordance with this Statement of Work and applicable law. For purposes hereof, “Hazardous Materials” means any substance whose use, transport, storage, handling, disposal, or release is regulated to any law related to pollution, protection of air, water, or soil, or health and safety. 1) Provide space in existing cabinet as depicted in below drawing (in red) 2) Provide two dedicated NEMA 5-20R (20 amp) circuits for the AT&T cabinet as depicted in below drawing (in red), if required.
3) Provide one dedicated NEMA 5-15/20R (15/20 amp) circuit for each 9-1-1 position, if required.

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Appendix B: LAN/WAN Policy
AT&T LAN/WAN PSAP Security Policy
It is AT&T’s policy to install 9-1-1 equipment only in a secure PSAP Local Area Network (“LAN”) that is not connected to any other computer network outside of AT&T’s control (with the exception of the national Crime Information Center network or similar network, but only if such connection is expressly approved in writing by AT&T, which approval will be in AT&T’s sole discretion).

AT&T will not install or terminate a PSAP LAN to a firewall. AT&T will identify the demarcation point for the PSAP LAN, beyond which AT&T is not responsible. In the event the customer has previously connected or subsequently connects their PSAP LAN to any other computer network or has caused or causes such a connection, contrary to AT&T’s PSAP Network Security Policy (which customer acknowledges it has received and read), and the 9-1-1 equipment and/or PSAP LAN is infected or damaged as a result of such connection, then all 9-1-1 equipment and/or PSAP LAN warranties, maintenance, and service provisions of this amendment or statement of work will be immediately null and void. Under such circumstances, AT&T will provide repair services for the 9-1-1 equipment and/or PSAP LAN at Customer’s request and time and materials charges will apply for all parts and labor required as a result of damage caused by the infection. After all related damage has been repaired, maintenance and service provisions of this agreement will resume.

Customer agrees to indemnify and save AT&T harmless for any damages to or claims by any third party against AT&T that arise in whole or in part from Customer’s existing or subsequent connection of the 9-1-1 equipment and/or PSAP LAN provided hereunder to any computer network outside of AT&T’s control.

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Appendix C: Dispatch and Equipment Floor Plans

FOOTPRINT OF DISPATCH
Phn5
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FOOTPRINT OF EQUIPMENT ROOM
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Appendix D: Pricing & Terms
Please refer to separate document.

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Appendix E: Change Order Request Form
AT&T Project Office___________________________________________________________________________________________________________ Change Request Form: San Rafael PD
Change Orders cannot be billed directly to the State without State approval.

The PSAP will be billed and must submit a reimbursement request to the State.

Originator:

Change Request Definition:

To be completed by Project Manager
Impact to System Schedule:

Impact to Overall Project Schedule:

Development Price:

Change Request #: Date:

System Affected:

Accepted Rejected:

Final AT&T Signoff: Final PSAP Signoff: Date:

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Appendix F: Maintenance Procedures
“AT&T”

PROVIDING PRODUCT & SERVICE EXCELLENCE

TROUBLE REPORTING PROCEDURES
The Customer Assistance Bureau (CAB) is the trouble reporting center for our priority Public Safety Agencies. The center is responsible for receiving PSAP reports and electronically relaying the reports to the responsible work groups for resolution, 24 hours a day, 365 days a year. The CSB can escalate trouble reports and put you in contact with management personnel responsible for resolving the trouble you have reported.

The Priority Repair Service number is:
(877) 500-49-1-1
Due to the complexity of the services, we provide and your own equipment it is essential that you isolate trouble before reporting to AT&T. A few extra minutes to properly identify, isolate and report a trouble can save hours in resolution time. Reporting the wrong trouble or circuit number may cause extended delays in our ability to deploy the appropriate work crew to repair the problem.

When you call in a report, please be ready to provide the following information:

1. Your name and call back telephone number.

2. Address and the location of trouble.

3. Telephone numbers or circuit number in trouble.

4. Nature of the trouble/condition.

5. Application the circuit is used for.

6. Access restrictions we may have to resolve trouble report.

7. Any terminal access problems or arrangements before dispatch.

8. The name of the contact person and their office number is a must! San Rafael PD SOW Date: 19NOV2025
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Appendix G: System Acceptance Checklist and Authorization Checklist State of California Governor’s Office of Emergency Services (REV. 2022) Public Safety Communications Branch

SYSTEM ACCEPTANCE AND AUTHORIZATION FORM
This document shall be used by the PSAP to validate the 9-1-1 system solution (equipment, software and all functionality) is acceptable.

All verification is to be completed by the PSAP authorized representative.

Requirement
PSAP
Initial
System Physical Requirements
Uninterruptable Power Supply
Integration Device
Routers
Workstation Physical Requirements
Keyboard
Mouse
Keyboard Arbitrator
Keypad Dialer
Monitor/Thin Client
IP Phone Set (if purchased)
Audio Integration Device
Interconnectivity
Peripheral Equipment Connections
Peripheral Equipment Interfaces (CAD Spill, etc.)
NG9-1-1 Trunk and Admin/Business Line Interfaces
System Features/Functionality
Basic Telephony Functionality
Audio Quality
9-1-1 Caller Information Display
Misroute Reporting
Abandoned Call Detail
Internal Time Synchronization
Non 9-1-1 Caller I.D.

Wireless ALI – FCC 94-102 – Phase I and Phase II
Complete Call Progress Detection
Abandoned Call Redial
Automatic Callback
Supplemental Data (IOT)
Text-to-9-1-1/Text-from-9-1-1
GIS Display/Interface
Barge-In
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Instant Recall Recorder
Audio/Video Logging Recorder
Headset/Handset Interface
Inbound/Outbound Volume Control for Headset/Handset
Call Status Indication (ringing, answered or both)
One Button Transfer
Call Detail Records
Call Detail Record (CDR)
Minor Discrepancies:
___________________________________________________________________________________ ___________________________________________________________________________________ ___________________________________________________________________________________ Tracking #: ________ Approved Amount: $_____________
As the authorized representative of:
__________________________________________ (PSAP name), I hereby acknowledge receipt, installation, and satisfactory performance of the service and/or equipment.

If minor discrepancies exist, but do not keep the equipment from performing in accordance with the contracted terms and conditions, these discrepancies are noted above.

AUTHORIZED BY:
_______________________________________ _____________________________ Signature Date
_______________________________________ _____________________________ Printed/Typed Name Title
IMMEDIATELY AFTER ACCEPTANCE:

Submit form, signed by the PSAP authorized representative to the Contractor and submit a copy to the CA 9-1-1 Branch
____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting:

Disposition:

Agenda Item No: 2.d
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Public Works
Prepared by: Sayed Fakhry, City Traffic Engineer
April Miller, Public Works Director
City Manager Approval: __________
TOPIC: ANNUAL INTELLIGENT TRANSPORTATION SYSTEMS (ITS) UPGRADE FOR FISCAL YEAR 2025-26
SUBJECT: RESOLUTION OF THE SAN RAFAEL CITY COUNCIL AUTHORIZING THE CITY

MANAGER TO EXECUTE AN AGREEMENT WITH MIOVISION TECHNOLOGIES

INCORPORATED FOR THE PURCHASE OF EIGHT TRAFFIC DETECTION AND

MONITORING CAMERAS AND ASSOCIATED SOFTWARE LICENSING IN THE AMOUNT NOT TO EXCEED $129,332
RECOMMENDATION:

Staff recommends that the City Council adopt a resolution authorizing the City Manager to execute an agreement with Miovision Technologies Incorporated for the purchase of eight traffic detection and monitoring cameras and associated software licensing, in the amount not to exceed $129,332.

BACKGROUND:

In 2018, the City of San Rafael (“City”) was selected to receive $1,195,856 in grant funding to upgrade its traffic signal system through the Metropolitan Transportation Commission (MTC) Innovative Deployments to Enhance Arterials (IDEA) Grant program. On June 1, 2020, the City awarded a construction agreement and approved the purchase of traffic signal equipment for the IDEA Grant downtown signal modernization project. Miovision Technologies Incorporated (“Miovision”) was selected as the provider of the camera detection system to help build out the City’s Intelligent Transportation System (ITS).

On January 21, 2025, the City was authorized to enter into an agreement with Miovision for a traffic camera perpetual services license, which transitions the City from an annual subscription payment plan to a one-time perpetual software license for intersection monitoring, wireless communications to access Miovision applications, and base-level automated traffic signal performance measures (ATSPMs).

Miovision traffic camera systems have been installed at 57 of the City’s 94 signalized intersections, with most concentrated in the downtown area. ITSs, like Miovision, help reduce the City’s emergency response time, collect data needed to perform traffic-related evaluations, and make more informed decisions about transportation planning. Miovision cameras detect the presence of vehicles, pedestrians, and cyclists and allow the City to effectively adjust signal timing as needed. The City also uses the SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
Emergency Vehicle Preemption (EVP) feature of Miovision, which allows approaching emergency response vehicles to communicate with the traffic signal at intersections that have installed Miovision systems to receive a green light as they travel through. This feature helps prioritize the flow of emergency vehicles, stop conflicting traffic, and enable safer, faster response times.

ANALYSIS:

As part of the San Rafael City Council’s Three-Year Strategic Plan for Fiscal Year 2025-2028, adopted on October 20, 2025, Goal B.2.4 aims to modernize and upgrade traffic signal systems to enhance their ability to manage traffic flow. In alignment with this goal, the City is working to expand its Intelligent Transportation Systems and incrementally install more traffic detection and monitoring cameras until they are available at every signalized intersection in the City.

For Fiscal Year 2025-26, City staff identified five locations for installing new cameras based on high traffic volumes, key intersections along corridors, and consultation with the Fire and Police Departments. Three of the five locations will require two cameras due to their complex intersection configurations. Staff recommends purchasing a total of eight traffic cameras for installation at the following five signalized intersections:
1) Andersen Road and Lindaro Street – 1 camera
2) Civic Center Drive and North San Pedro Road – 2 cameras 3) Civic Center Drive and Merrydale Road – 1 camera
4) Lincoln Avenue and Linden Lane – 2 cameras
5) Manuel T Freitas Parkway and Las Gallinas Avenue – 2 cameras The new eight traffic cameras will be added to the one-time perpetual licensing payment plan. The proposed agreement is included as Attachment 2 to this staff report.

FISCAL IMPACT:

Based on the one-time purchase price of $84,581 for the eight traffic camera systems and perpetual software licensing of $44,750, the total cost of the Agreement is $129,332. This amount will be funded by available appropriations in the Traffic Mitigation Fee Fund (#246), previously approved by the City Council on June 2, 2025.

OPTIONS:

The City Council has the following options to consider in this matter:

1. Adopt the resolution as presented and authorize supplemental budget appropriation for the agreement.

2. Do not adopt the resolution nor authorize the supplemental budget appropriation and provide further direction to staff.

RECOMMENDED ACTION:

Staff recommend that the City Council adopt a resolution authorizing the City Manager to execute an agreement with Miovision Technologies Incorporated for the purchase of eight traffic detection and monitoring cameras and associated software licensing, in the amount not to exceed $129,332.

ATTACHMENTS:

1. Resolution – Authorizing agreement with Miovision Technologies Incorporated

2. Draft Agreement with Miovision Technologies Incorporated RESOLUTION NO.

RESOLUTION OF THE SAN RAFAEL CITY COUNCIL AUTHORIZING THE CITY

MANAGER TO EXECUTE AN AGREEMENT WITH MIOVISION TECHNOLOGIES

INCORPORATED FOR THE PURCHASE OF EIGHT TRAFFIC DETECTION AND

MONITORING CAMERAS AND ASSOCIATED SOFTWARE LICENSING IN THE AMOUNT NOT TO EXCEED $129,332
WHEREAS, in 2018, the City of San Rafael (“City”) was selected to receive grant funding to upgrade its traffic signal system through the Metropolitan Transportation Commission (MTC) Innovative Deployments to Enhance Arterials (IDEA) Grant program; and WHEREAS, in 2020, Miovision Technologies Incorporated (“Miovision”) was selected as the provider of the camera detection system for the City, and construction started on the IDEA grant downtown signal modernization project; and
WHEREAS, in 2025, the City entered into an agreement with Miovision to transition the City from an annual subscription payment plan to a one-time perpetual software license for intersection monitoring, wireless communication to access Miovision applications, and baselevel automated traffic signal performance measures; and WHEREAS, Miovision traffic camera systems are installed at 57 out of the City’s 94 signalized intersections and provide intelligent transportation system (ITS) features that are being utilized by the City, such as the collection of traffic data and activation of emergency vehicle preemption (EVP); and
WHEREAS, Goal B.2.4 of the Fiscal Year (FY) 2025-2028 City Council Three-Year Strategic Plan seeks to modernize and upgrade traffic signal systems to enhance capabilities for managing traffic flow; and
WHEREAS, in alignment with Goal B.2.4, the City is working to expand its ITS and incrementally install more traffic detection and monitoring cameras until they are available at every signalized intersection in the City; and
WHEREAS, in FY 2025-2026, the City identified the need to install a total of eight traffic camera systems at the following five intersections: one camera at Andersen Road and Lindaro Street, two cameras at Civic Center Drive and North San Pedro Road, one camera at Civic Center Drive and Merrydale Road, two cameras at Lincoln Avenue and Linden Lane, and two cameras at Manuel T Freitas Parkway and Las Gallinas Avenue; and WHEREAS, the one-time payment for the purchase of the eight traffic camera systems of $84,582 and perpetual software licensing of $44,750.00, totaling $129,332, will be funded by the Traffic Mitigation Fee Fund (#246); and
WHEREAS, funding for emergency vehicle preemption (EVP) services of $63,960 will be explored at a later date; and
WHEREAS, the sum of the funding from the Traffic Mitigation Fee Fund (#246) of $129,332 covers the total not-to-exceed amount of this Agreement.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows:

1. The City Manager is hereby authorized to execute an Agreement with Miovision Technologies Incorporated for the purchase of eight traffic detection and monitoring cameras and associated software licensing services in the amount not to exceed $129,332, in a form approved by the City Attorney.

2. The Director of Public Works or designee is hereby authorized to take any and all such actions and make changes as may be necessary to accomplish the purpose of this resolution.

I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael, held on Monday, the 15th day of December 2025, by the following vote, to wit:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
___________________
Lindsay Lara, City Clerk
Quote Q-44864
Version Q-44864-20251202-1400
Miovision Technologies Incorporated
137 Glasgow Street, Suite 110 Kitchener, ON N2G 4X8
Tax ID #831042346
Account Executive: Joseph Lubliner
[email protected]
Shipping Contact: Sayed Fakhry
[email protected]
Customer Name: City of San Rafael (CA)
Date: 12/2/2025
Valid Until: 2/23/2026
Currency: U.S. Dollar
Payment Term: Net 30
Billing Term: Standard Billing Terms
Shipping Term: FOB Shipping Point
Bill To Ship To
City of San Rafael (CA)
Public Works Dept. P.O. Box 151560
San Rafael, California 94901
United States
City of San Rafael (CA)
City of San Rafael Public Works - Traffic Division
111 Morphew Street
San Rafael, California 94901
United States
Sourcewell Pricing - Hardware Portion
Product Name Start Date
(yyyy-mm-dd)
End Date
(yyyy-mm-dd)
Term
(Months)
Annual
Price
Price Qty Total
Miovision Core DCM $11,635.15 5 $58,175.75
Universal Camera Mount with
Universal Hub - No paint
$465.60 8 $3,724.80
SmartView 360 4K - Heated, Grey $1,940.00 8 $15,520.00
Sourcewell Pricing - Detection Plus
Software Portion
Product Name Start Date
(yyyy-mm-dd)
End Date
(yyyy-mm-dd)
Term
(Months)
Annual
Price
Price Qty Total
=>Miovision Detection 2025-12-19 $4,475.00 5 $22,375.00 =>Miovision Counts 2025-12-19 $4,475.00 5 $22,375.00
Subtotal (Net) : USD 122,170.55
Tax : USD 7,161.42
Total : USD 129,331.97
Sourcewell contract 030425-MIO
The Customer agrees to order the products outlined above at the prices indicated, and acknowledges that this order is governed by the current master sales agreement ("MSA") that it has with Miovision, or if no MSA exists then the terms outlined at: https://miovision.com/legal/msa shall govern. If Customer issues a purchase order, any additional, inconsistent or conflicting terms appearing in the purchase order shall be of no force or effect and shall not amend this order.

For customers paying by credit card, a Miovision accounts receivable representative will contact you by phone to obtain credit card details. Please note that in order to complete payment the Miovision representative will require you to provide the applicable Quotation reference number.

Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C DS_Customer_Date DS_Customer_Name DS_Customer_Signature Date: Name: Signature:

Canada remit to: Miovision Technologies Incorporated
137 Glasgow St., Suite 110, Kitchener, Ontario, N2G 4X8, Canada GST# 831042346 QST# 122032762 TIN# 98-0588774
United States remit to: Miovision Technologies Incorporated PO Box 675431, Detroit, Michigan, 48267-5431, United States Bank Details CDN
Royal Bank of Canada, 180 Wellington Street West, Toronto, Ontario, M5J 1J1 BankID, Transit # 003,06019 Swift: ROYCCAT2 Account: 1025444 Routing #:000306019 Bank Details USD
Comerica Bank, 226 Airport Parkway, Suite 100, San Jose, California, 95110 ABA/Routing Number: 121-137-522, Account Number: 1895-73030-5, Account Type: Commercial Checking, Swift Code: MNBDUS33

Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C Professional Services Statement of Work Q-44864
This Statement of Work (“SOW”) describes the services (“Professional Services”) to be performed by Miovision Technologies Incorporated (or a Miovision affiliate, collectively referred to herein as “Miovision”) and provided to the Customer (as further described in the Quotation) as Deliverables.

For the purposes of this SOW, “Deliverables” means any and all reports, or other outputs provided by Miovision to Customer in relation to the applicable Services or Professional Services as may be further described in the applicable SOW or Change Order.

The parties agree that this SOW is incorporated by reference into the Miovision quotation bearing Quotation number Q-44864 (collectively the “Agreement”). Capitalized words not defined herein shall be given the definition attributed to it in the Agreement.

This SOW shall commence on the date that it is signed by Miovision and the Customer (the “SOW Effective Date”).

Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C

1. Description of Professional Services. During the Term, Miovision shall provide one or more of the following Professional Services as further described in the Agreement:
a. Traffic Optimization: Data collected from Miovision systems will be analyzed for traffic patterns and performance in order to develop insights on how to solve common problems. This includes “Citizen Complaints”, “Before-and-After”, “Safety and Optimization”, “Coordination & Simulation”. Customer will also receive coaching and a best practices knowledge transfer tailored to Customer’s needs and use of Miovision Products.
b. Data Science: Tailored Miovision insights reports and data visualizations will be developed to help Customer view and present findings & recommendations specific to Customer’s needs. This includes “Intersection Health”, “Safety Profile”, “Traffic Network Performance” and Custom Data Integration.
c. Implementation Services: Initial setup, configuration and basic training of Miovision Products.
d. Training: Miovision led training and enablement sessions for our products and services.

PS-20 PS-40 PS-100
Description PS-20, PS-40, and PS100 are subscription contracts that provide a bundle of service hours
Bundle of Hours 20 40 100
Traffic Management
Citizen complaints ✔ ✔ ✔
Before-and-After ✔ ✔ ✔
Safety ✔ ✔ ✔
Optimization, Coordination &
Simulation ✔ ✔ ✔
Data Sciences
Custom Data Imports ✔ ✔ ✔
Custom Analytics & Insights ✔ ✔ ✔
Implementation
Initial setup, configuration and
basic training of Miovision
products and services
Per Intersection
Training
Miovision led training and
enablement sessions for our
products and services
Per Organization, Per Day

2. Pricing and Payment Terms.
a. The Professional Services described in this SOW will be provided as a subscription service or one-time fee pursuant to the fees and payment terms set forth in the Miovision quotation or other documentation referencing this SOW. Customer shall not Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C receive or be entitled to receive any credit or refund for any Professional Services not used during the applicable Term.
b. Change Orders: Any additional requirement(s) or deviations from the Professional Services described in this SOW will be considered outside of the scope of Deliverables and must be ordered through a separate SOW or through a change order to this SOW (“Change Order”) signed by both Miovision and the Customer. A Change Order may result in additional costs to the Customer.

3. Expenses. No expenses will be charged to the Customer under this SOW and the Customer will not incur any expenses on behalf of Miovision.

4. Scheduling and Term.
a. This SOW is for an initial term of one year from the SOW Effective Date (“Term”). Any Professional Services hours not used by the Customer will expire at the end of the Term.
b. Customer will assign a Project Manager for the duration of the Term who will coordinate availability of Customer personnel as is reasonably required for the delivery of the Professional Services and Deliverables. Miovision and Customer will meet on a quarterly cadence to determine the intended scope of work that will be completed during the upcoming 3 month period.
c. Customer will be responsible for determining if, how, and when it will implement any recommendations and Deliverables provided by Miovision.

5. Limitation of Liability.
a. In no event will Miovision have any liability arising out of or related to this agreement for any lost profits, revenues, goodwill, or indirect, special, incidental, consequential, cover, business interruption or punitive damages, whether an action is in contract or tort and regardless of the theory of liability, even if Miovision have been advised of the possibility of such damages or if Customer’s remedy otherwise fails its essential purpose. The foregoing disclaimer will not apply to the extent prohibited by law. b. SUBJECT TO SECTION 5(a) AND 5(c) HEREOF, MIOVISION’S TOTAL AGGREGATE

LIABILITY FOR ANY CLAIM, LOSS OR DAMAGE ARISING FROM THIS SOW SHALL AT ALL

TIMES BE LIMITED TO ACTUAL DIRECT DAMAGES, AND SHALL UNDER NO

CIRCUMSTANCES EXCEED THE TOTAL AMOUNTS PAID BY CUSTOMER IN THE IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD FOR THE PROFESSIONAL SERVICES GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATION SHALL APPLY IRRESPECTIVE OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY. c. NOTWITHSTANDING THE FOREGOING, NO LIMITATION OF EITHER PARTY’S LIABILITY SET FORTH IN THIS SOW SHALL APPLY TO: (A) DAMAGES ARISING FROM INFRINGEMENT OF MIOVISION IP OR MIOVISION’S OTHER INTELLECTUAL PROPERTY RIGHTS; (B) ANY CLAIMS FOR NON-PAYMENT; (C) GROSS NEGLIGENCE, FRAUD OR WILLFUL MISCONDUCT; (D) WITH RESPECT TO CUSTOMER, ANY FAILURE TO COMPLY WITH, OR BREACH OF ANY OF CUSTOMER’S OBLIGATIONS AS SET OUT IN THIS SOW

OR (E) DAMAGES WHICH CANNOT BE EXCLUDED, LIMITED, MODIFIED OR RESTRICTED UNDER THE APPLICABLE LAWS AND/OR REGULATIONS.

6. Ownership of Intellectual Property.
a. Miovision products are protected by copyright, trademark, patent, trade secret, and other laws. Professional Services provided hereunder do not constitute “works for hire” under any applicable copyright or similar laws. Miovision owns and retains, solely and exclusively, all rights, title, and interest to all Intellectual Property in Miovision’s Products, including without limitation the Professional Services and Deliverables, whether the Products are separate or combined with any other products or services or the Professional Services. The foregoing includes all Intellectual Property in and associated with Miovision’s products and services (including, without limitation, the Professional Services) and all modifications, changes, enhancements, or additions made Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C thereto (whether initiated by the Customer or otherwise), and all registered and unregistered rights granted, applied for, or otherwise now or hereafter in existence under or related to any patent, copyright, trademark, trade secret, database protection, or other Intellectual Property in connection with any of the foregoing (collectively “Miovision IP”).
b. Miovision provides similar services and deliverables to other end users, customers, resellers, distributors, partners and other entities, and nothing in this SOW or the Agreement shall be construed to prevent Miovision from carrying on such business or from acquiring, licensing, marketing, distributing, developing for itself or others or having others develop for it similar products, services or materials or performing the same or similar functions as the Products and Professional Services contemplated by this SOW, the Agreement or any applicable Quotation.
c. Professional Services License. Subject to Miovision receiving payment in full for the applicable Professional Services, Miovision grants to Customer a limited, non-transferable, non-exclusive, revocable, perpetual, and non-sub-licensable right and license to access and use the Professional Services, including the Deliverables, solely in combination with other Miovision Products as may be further described in an applicable SOW.
d. Unless otherwise agreed to by the parties, all electronic and hard copy versions of any Deliverables are provided for Customer’s internal purposes only. Customer may not utilize the Deliverables to replicate or attempt to perform the Professional Services or to develop or attempt to develop any of the products described in such Deliverables.

Deliverables are not subject to any maintenance, support or updates.

7. Protection of Confidential Information.
a. Confidential Information. Each Party acknowledges that it may be exposed to certain confidential or proprietary information and materials regarding the other party’s business including, but not limited to, this SOW, the Deliverables, and the Agreement, which: (a) is disclosed by the disclosing Party in any manner and is marked or identified as confidential or proprietary (or a like designation) at the time of disclosure; or (b) given the circumstances of the disclosure, should be understood by the recipient, exercising reasonable business judgment, to be confidential (“Confidential Information”). b. Exclusions. Confidential Information shall not include any information or material which:
(i) was lawfully in the possession of the receiving party prior to receipt from the disclosing party; (ii) is or becomes publicly available through no wrongful act of the receiving party; (iii) is obtained by the receiving party from a third-party without restriction; (iv) is independently developed by the receiving party; (v) is disclosed by the receiving party with the disclosing party’s prior written approval; or (vi) is required to be disclosed by a court of competent jurisdiction or other governmental authority provided that the receiving party takes reasonable steps to give the other party sufficient prior written notice so that it can challenge such requirement. c. Restrictions. Except in relation to Trade Secrets of Miovision, each party shall for a period of five (5) years following the expiry or termination of the Term: (i) use a reasonable standard of care to protect Confidential Information which shall be no less protective than the manner in which the receiving party protects the confidentiality of and unwanted disclosure of its own confidential information; (ii) not use Confidential Information except as permitted by the disclosing party; (iii) not disclose Confidential Information except to its affiliates, employees or representatives to whom disclosure is necessary to effect the purposes of this SOW or the Agreement, and who are similarly bound to hold the Confidential Information in confidence; and (iv) not reproduce Confidential Information without the disclosing party’s prior written consent. The confidentiality obligations of the Customer shall apply indefinitely in relation to Trade Secrets of Miovision.
d. Permitted Disclosures. Either party may disclose this SOW and the terms of the Agreement in confidence, and only to the extent reasonably necessary: (i) to legal counsel of the party; (ii) to accountants, banks, proposed investors, and financing Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C sources and their advisors; (iii) in connection with the enforcement of this SOW or the Agreement or rights under this SOW or the Agreement; or (iv) in connection with a merger or acquisition or proposed merger or acquisition, or similar transaction. e. Return of Confidential Information. Each party shall, upon termination or expiration of this SOW, return to the disclosing party all tangible manifestations containing Confidential Information that have been provided under this SOW, including any copies and reproductions. The provisions of this Section 7(e) (Return of Confidential Information) shall not apply to copies of electronically exchanged Confidential Information made as a matter of routine information technology backup and to Confidential Information or copies thereof which must be stored by the receiving party according to provisions of mandatory law, provided that such Confidential Information or copies thereof shall be subject to an indefinite confidentiality obligation according to the terms and conditions set forth herein.

8. Disclaimer of Warranties. THE PROFESSIONAL SERVICES DELIVERED HEREUNDER ARE PROVIDED “AS-IS” AND WITHOUT ANY WARRANTY OF ANY KIND. MIOVISION, ON BEHALF OF

ITSELF AND ITS AFFILIATES AND THEIR RESPECTIVE SUPPLIERS AND LICENSORS, HEREBY

EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY

OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE) REGARDING OR RELATING TO MIOVISION’S PRODUCTS AND OTHER SERVICES PROVIDED UNDER THIS SOW.

9. General Provisions
a. To facilitate security of Customer Data and associated systems, Customer will not grant Miovision access (“Access”) to Customer Data under this SOW. In addition, except for Customer provided access to Customer’s Miovision Account (if contemplated within the scope of the Professional Services described herein), Customer will not grant Miovision access to any Customer systems, Customer networks or Customer applications. Customer is solely responsible for ensuring that the duration and scope of access to its Miovision Account is strictly limited to the access required hereunder and such access may not extend beyond the Term.

Miovision has, and will have, no liability under this SOW related to the access. b. This SOW may not be modified or amended except in a written agreement signed by a duly authorized representative of each party.
c. The provisions of this SOW shall be deemed severable. If any provision of this SOW is held by any court of competent jurisdiction to be illegal or unenforceable, such provision shall either be modified to the extent necessary to render it enforceable or shall be severed from this SOW and the remaining provisions of this SOW shall remain in full force and effect.
d. The Professional Services will be provided remotely and during regular business hours (8am to 5pm local time), Monday through Friday (holidays excluded). e. The Customer may not assign or subcontract all or any substantial portion of this SOW or any of its rights or obligations under this SOW without the prior written consent of Miovision. Miovision may assign this SOW and subcontract or delegate its obligations hereunder to any third party without the consent of, or notice to, the Customer, provided that Miovision will be responsible for the performance of any subcontractors engaged in the delivery of the subcontracted Professional Services. This SOW shall inure for the benefit of, and be binding upon, the successors and assigns of Customer without restriction.
f. In the event of conflict between the terms of the Agreement and the SOW, this SOW will apply.
g. If Customer is a non-governmental entity, this SOW is governed by and construed in accordance with the laws of Ontario, Canada, and the federal laws of Canada, and each party irrevocably agrees to submit all disputes arising out of or in connection with this Agreement to the exclusive jurisdiction of the courts in the Regional Municipality of Waterloo, Ontario, Canada. If Customer is a governmental entity, the applicable laws Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C and courts of your jurisdiction shall apply. The UN Convention on Contracts for the International Sale of Goods does not apply to these Terms. h. Any notice given by one party to the other shall be sufficiently given if provided to the addresses below and (a) personally delivered or couriered, (b) mailed by registered mail or (c) sent by electronic transmission, and shall be deemed to be received by the recipient on the third business day after mailing, and on the day of delivery if sent by registered mail or sent by electronic transmission. A party may update their address for notices from time to time by giving the other party written notice. i. All Professional Services will be provided by Miovision to the Customer in English.

Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C

CONTRACT ROUTING FORM
INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below.

All following documents are attached as reference material.

RESPONSIBLE PARTY DESCRIPTION COMPLETED
Project Manager Email PINS insurance request to Contractor ☐ City Attorney’s Office Review, revise as needed, and approve agreement as to form
Department Director Review and approve agreement
Risk Management Confirm insurance documentation is complete Finance Review and sign off on funding availability
TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER:

Contracting Department:

Project Manager:

Contractor Name:

Contractor’s Contact: Contact’s Email:

City Council Date: ☐ ___________________ or ☐ Not applicable ☐ FPPC: Check if Contractor must file Form 700
Joseph Lubliner
Public Works
[email protected]
12/15/2025
Shannon Mackle (for Kelly Abey)
X
Miovision
X
Docusign Envelope ID: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C Certificate Of Completion
Envelope Id: D8D68A09-A75D-4C0B-B8E1-4F35838DEE3C Status: Sent Subject: DocuSign: Software as a Service with Miovision for Traffic Cameras and Software Licenses Source Envelope:

Document Pages: 9 Signatures: 0 Envelope Originator:

Certificate Pages: 4 Initials: 1 Shannon Mackle
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
111 Morphew St
San Rafael, CA 94901
[email protected]
IP Address: 199.88.89.34
Record Tracking
Status: Original
12/5/2025 2:37:56 PM
Holder: Shannon Mackle
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Nataly Torres
[email protected]
Legal Assistant
City of San Rafael
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 199.88.113.8
Sent: 12/5/2025 2:55:37 PM
Viewed: 12/5/2025 2:55:55 PM
Signed: 12/5/2025 2:56:03 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
April Miller
[email protected]
Public Works Director
Security Level: Email, Account Authentication
(None)
Sent: 12/5/2025 2:55:37 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Finance
Signing Group: Finance
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Heather Davis
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Cristine Alilovich
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Accepted: 8/8/2025 5:50:59 PM
ID: 92734b64-c5dc-4308-af7f-b0f4b9ffd306
Signer Events Signature Timestamp
City Clerk
Signing Group: City Clerk
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Nataly Torres
[email protected]
Legal Assistant
City of San Rafael
Security Level: Email, Account Authentication
(None)
Using IP Address: 199.88.113.8
Sent: 12/5/2025 2:44:41 PM
Viewed: 12/5/2025 2:46:02 PM
Completed: 12/5/2025 2:55:36 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Andrea Visveshwara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Carbon Copy Events Status Timestamp
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 12/5/2025 2:44:42 PM
Envelope Updated Security Checked 12/5/2025 2:52:06 PM
Envelope Updated Security Checked 12/5/2025 2:52:07 PM
Envelope Updated Security Checked 12/5/2025 2:52:07 PM
Envelope Updated Security Checked 12/5/2025 2:55:36 PM
Envelope Updated Security Checked 12/5/2025 2:55:36 PM
Envelope Updated Security Checked 12/5/2025 2:55:36 PM
Envelope Updated Security Checked 12/5/2025 2:55:36 PM
Envelope Updated Security Checked 12/5/2025 2:55:36 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure

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

Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available electronically to you by us.

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

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

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

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

How to contact City of San Rafael:

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

To contact us by email send messages to: [email protected] To advise City of San Rafael of your new email address
To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at [email protected] and in the body of such request you must state: your Electronic Record and Signature Disclosure created on: 5/22/2025 12:46:43 PM Parties agreed to: Cristine Alilovich
previous email address, your new email address. We do not require any other information from you to change your email address.

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

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

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

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

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

By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:

You can access and read this Electronic Record and Signature Disclosure; and You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and Until or unless you notify City of San Rafael as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of San Rafael during the course of your relationship with City of San Rafael.
____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting: _______________________
Disposition: ___________________________
Agenda Item No: 2.e
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Public Works
Prepared by: Shannon Mackle,
Administrative Analyst
City Manager Approval: ______________
TOPIC: ANNUAL CALRECYCLE GRANT
SUBJECT: RESOLUTION OF THE CITY COUNCIL OF SAN RAFAEL AUTHORIZING SUBMITTAL

OF AN APPLICATION FOR ALL CALRECYCLE GRANTS FOR WHICH THE CITY OF

SAN RAFAEL IS ELIGIBLE
RECOMMENDATION:

Staff recommends that the City Council adopt a resolution authorizing the submittal of an application for all California Department of Resources Recycling and Recovery’s (CalRecycle) grants for which the City of San Rafael is eligible.

BACKGROUND:

The City of San Rafael has participated in the California Department of Resources Recycling and Recovery’s (CalRecycle) grant program since fiscal year (FY) 1999-2000. The program seeks to achieve an 80% recycling rate for all California Refund Value (CRV) beverage containers collected from City streets, parks, and other public spaces.

To achieve this, the Department of Public Works crews and our contractors collect debris, including beverage containers and related materials, for transport to the Marin Resource Recovery Center on Jacoby Street. Recycling center personnel weigh and process the material and determine the percentage that can be recycled.

On December 6, 2021, the City Council adopted a resolution authorizing the submission of applications for CalRecycle grants for a period of five years and authorizing the City Manager to execute all grantrelated documents.

ANALYSIS:

As the current grant cycle is expiring, CalRecycle requires the City Council's authorization to submit the CalRecycle grant applications to the State of California. The attached resolution would authorize the City to submit grant applications for a period of five years and would authorize the City Manager to execute all grant-related documents for such applications.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
FISCAL IMPACT:

Based on a per capita formula, CalRecycle has paid the City approximately $15,000 per year since FY 1999-00. For FY 2025-26, the City will receive $15,091 to support the City’s litter collection and disposal.

This funding is included in the approved FY2025-26 budget (General Fund). Specifically, this annual grant funds the contract with the Conservation Corps of the North Bay to collect recyclable materials from City parks and remove litter.

OPTIONS:

The City Council has the following options to consider on this matter:

1. Accept the report and adopt the Resolution as recommended;

2. Adopt resolution with modifications; or

3. Reject the report and do not accept the Resolution.

RECOMMENDED ACTION:

Staff recommends that the City Council adopt a resolution authorizing the submittal of an application for all California Department of Resources Recycling and Recovery’s (CalRecycle) grants for which the City of San Rafael is eligible.

ATTACHMENTS:

1. Resolution Authorizing Submittal of an Application for All CalRecycle Grants for Which the City of San Rafael is Eligible
RESOLUTION NO.

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL AUTHORIZING

SUBMITTAL OF AN APPLICATION FOR ALL CALRECYCLE GRANTS FOR WHICH THE

CITY OF SAN RAFAEL IS ELIGIBLE
WHEREAS, Public Resources Code sections 48000 et seq. authorize the Department of Resources Recycling and Recovery (CalRecycle) to administer various grant programs (grants) in furtherance of the State of California’s (state) efforts to reduce, recycle, and reuse solid waste generated in the state, thereby preserving landfill capacity and protecting public health and safety and the environment; and
WHEREAS, in furtherance of this authority, CalRecycle is required to establish procedures governing the application, awarding, and management of the grants; and WHEREAS, CalRecycle grant application procedures require, among other things, an applicant’s governing body to declare by resolution certain authorizations related to the administration of CalRecycle grants;
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of San Rafael authorizes the submittal of application(s) to CalRecycle for its Beverage Container Recycling City/County Payment Program; and
BE IT FURTHER RESOLVED that the City Manager or his/her designee is hereby authorized and empowered to execute in the name of the City of San Rafael all grant documents, including but not limited to applications, agreements, amendments, and requests for payment, necessary to secure grant funds and implement the approved grant project; and BE IT FURTHER RESOLVED that these authorizations are effective five (5) years from the date of adoption of this resolution.

I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the Council of said City on Monday, the 15th day of December 2025 by the following vote, to wit:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS
ABSENT: COUNCILMEMBERS:
___________________________________

LINDSAY LARA, CITY CLERK
____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting:

Disposition:

Agenda Item No: 2.f
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Public Works
Prepared by: Mariana Sanchez, Junior Engineer
April Miller,
Director of Public Works
City Manager Approval: __________
TOPIC: LINCOLN AVENUE CORRIDOR SAFETY IMPROVEMENTS AT WILSON COURT AND

BROOKDALE AVENUE PROJECT
SUBJECT: RESOLUTION OF THE SAN RAFAEL CITY COUNCIL APPROVING THE PLANS AND

SPECIFICATIONS FOR THE LINCOLN AVE CORRIDOR SAFETY IMPROVEMENTS AT WILSON CT AND BROOKDALE AVE PROJECT, CITY PROJECT NO. 11453 (“PROJECT”); AWARDING AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE CONSTRUCTION AGREEMENT WITH ALTOR CONSTRUCTION LCC (“ALTOR”) IN THE AMOUNT OF $284,480 AND AUTHORIZING THE CITY MANAGER TO AMEND THE CONTRACT AMOUNT USING CONTINGENCY FUNDS OF $42,720 FOR A TOTAL NOT-TO-EXCEED AMOUNT OF $327,200; AND AUTHORIZING THE CITY MANAGER

TO EXECUTE A FIRST AMENDMENT TO THE PROFESSIONAL SERVICES

AGREEMENT WITH BENNETT ENGINEERING SERVICES FOR ADDITIONAL

CONSTRUCTION SUPPORT SERVICES FOR THE PROJECT, IN THE AMOUNT NOT TO EXCEED $36,500, INCREASING THE TOTAL NOT-TO-EXCEED AMOUNT UNDER THE AGREEMENT TO $111,330; CEQA DETERMINATION EXEMPT PURSUANT TO CEQA GUIDELINE 15301
RECOMMENDATION:

Staff recommends that the City Council adopt the above-referenced resolution to move forward with construction of the Lincoln Ave Corridor Safety Improvements at Wilson Court and Brookdale Avenue Project, City Project No. 11453 (“Project”).

BACKGROUND:

The two intersections at Lincoln Ave/Brookdale Ave and Lincoln Avenue/Wilson Court were identified as safety priorities in Marin County’s Systemic Safety Analysis Report (SSAR) (2018) due to collision history and proximity to SMART and nearby schools. The Project consists of installing rectangular rapid flashing beacons (RRFBs) and corner curb extensions (bulb-outs), upgrading curb ramps, resurfacing roadway, and enhancing roadway striping and curb markings at the intersections of Lincoln Avenue and Brookdale Avenue and Lincoln Avenue and Wilson Court.

On January 29, 2025, the City entered into a Professional Services Agreement with Bennett Engineering Services, Inc. in the amount of $74,824 for engineering design services. The Project plans and SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
specifications were finalized in July 2025.

In September 2025, the City received an allocation approval from the Department of Transportation confirming the allocation of State funds from the Local Highway Safety Improvement Program (HSIP) for $182,653 for the construction phase of this Project.

The Project was initially advertised on September 8, 2025, and the bid opening was on September 30, 2025. On October 2, 2025, Altor Construction, the second-lowest bidder, filed a formal bid protest against the lowest apparent bidder, Vision Build Construction LCC (“Vision Build”). Altor Construction claimed that Vision Build could complete the Project because neither Vision Build Construction nor its subcontractors held the C-10 Electrical license required to install the proposed Rectangular Rapid Flashing Beacons (RRFBs).

On November 3, 2025, the City Council adopted a resolution rejecting all bids for the Project and authorized the City Clerk to call for new bids. Prior to re-advertising, the Project Specifications were updated to clearly state the required contractor licenses for successful completion of the Project.

ANALYSIS:

Construction Agreement
On November 4, 2025, the Project was re-advertised in accordance with San Rafael’s Municipal Code Chapter 11.50. The plans and specifications, deemed reasonable by the City Engineer, are available at the Department of Public Works and on the City’s website: https://www.cityofsanrafael.org/lincoln-avecorridor-safety-improvements-project/.

At the bid opening on November 20, 2025, the following bids were received and read aloud:

Name of Bidder Bid Total
Altor Construction LCC $284,479.99
CF Contracting $298,888.00
Ghilotti Bros., Inc. $307,440.00
Zara Construction $318,315.00
John Boylan Engineering, Inc. $331,999.00
Nelson Construction $332,840.00
Michael Paul Company, Inc. $336,925.00
Sposeto Engineering Inc. $346,806.00
The construction bids were reviewed by Public Works staff, and the low bid of $284,480 from Altor was found to be both responsive and responsible.

City staff recommends awarding the construction agreement to Altor in the amount of $284,480 and recommends the City Council authorize a construction contingency of $42,720, approximately 15% percent, for a total amount of $327,200. Staff do not anticipate significant scope changes for the Project; however, the contingency will provide some financial assurance for unforeseen conditions.

The Public Works Director or designee would be authorized to issue any change order to the contract within the total contingency amount. The Construction Agreement is attached (Attachment 2) and is in a form approved by the City Attorney.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 3
First Amendment to the Professional Services Agreement (PSA) – Bennett Engineering Services As this Project progresses towards construction, staff recommends that the City Council approve the first amendment to the PSA with Bennett Engineering Services (“Bennett”) to provide construction support services, including additional design services, field visits, and product specification review. This first amendment of $36,500 increases the PSA amount from $74,830 to a total not-to-exceed amount of $111,330. The First Amendment to the PSA is included as Attachment 3.

COMMUNITY OUTREACH:

On March 11, 2025, the City conducted a community site walk at the Project locations. Residents were notified of the event through email and the City’s Project website: https://www.cityofsanrafael.org/lincolnave-corridor-safety-improvements-project/.

The community site walk was led by City staff and the Project designer to provide Project information and answer community questions. Copies of the current plans were available for attendees to follow along.

The walk offered a first-hand look at how the proposed improvements would be integrated and enhance pedestrian safety. Future public outreach will include mailing a brochure to nearby residents describing the Project and its impacts.

ENVIRONMENTAL DETERMINATION:

In March 2025, the City filed a notice of exemption (NOE) with the County of Marin for the Lincoln Avenue Corridor Safety Improvements at Wilson Court and Brookdale Ave Project for categorical exemption based on existing facilities (CEQA Guidelines § 15301). The NOE is included as Attachment 4.

FISCAL IMPACT:

The City Council approved appropriations for the Project in the amount of $310,000 in the Fiscal Year (FY) 2024-25 Budget and $175,000 in the FY 2025-26 Budget, which authorized a total funding of $485,000 for design and construction of the Project. The FY 2025-26 Budget and carry-over of available unencumbered FY2024-25 appropriations were approved by the City Council on June 2, 2025, and September 2, 2025, respectively.

The recommendation in this staff report will authorize $363,700 for the construction of the Project, including $327,200 for construction (including contingency) and $36,500 for construction support. The not-to-exceed amount of the PSA with Bennett for construction support will be increased to $111,330.

With the completion of design, the Project has $410,170 of remaining funds available for construction, inclusive of $182,653 of state HSIP grant funding. Therefore, the remaining Project budget is sufficient to cover the costs of the recommended action in this staff report.

OPTIONS:

The City Council has the following options to consider relating to this item:

1. Adopt the resolution as presented.

2. Do not adopt the resolution and provide further direction to staff.

RECOMMENDED ACTION:

Staff recommends that the City Council adopt the above-referenced resolution to move forward with construction of the Lincoln Ave Corridor Safety Improvements at Wilson Court and Brookdale Avenue Project, City Project No. 11453 (“Project”).

ATTACHMENTS:

1. Resolution
SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 4

2. Draft Formal Construction Contract with Altor

3. Draft First Amendment to the Professional Services Agreement with Bennett Engineering Services

4. Filed Notice of Exemption
RESOLUTION NO.

RESOLUTION OF THE SAN RAFAEL CITY COUNCIL APPROVING THE PLANS AND

SPECIFICATIONS FOR THE LINCOLN AVE CORRIDOR SAFETY IMPROVEMENTS AT WILSON CT AND BROOKDALE AVE PROJECT, CITY PROJECT NO. 11453 (“PROJECT”); AWARDING AND

AUTHORIZING THE CITY MANAGER TO EXECUTE THE CONSTRUCTION AGREEMENT WITH ALTOR CONSTRUCTION LCC (“ALTOR”) IN THE AMOUNT OF $284,480 AND AUTHORIZING THE CITY MANAGER TO AMEND THE CONTRACT AMOUNT USING CONTINGENCY FUNDS OF $42,720 FOR A TOTAL NOT-TO-EXCEED AMOUNT OF $327,200; AND AUTHORIZING THE CITY MANAGER

TO EXECUTE A FIRST AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH

BENNETT ENGINEERING SERVICES FOR ADDITIONAL CONSTRUCTION SUPPORT SERVICES FOR THE PROJECT, IN THE AMOUNT NOT TO EXCEED $36,500, INCREASING THE TOTAL NOTTO-EXCEED AMOUNT UNDER THE AGREEMENT TO $111,330; CEQA DETERMINATION EXEMPT PURSUANT TO CEQA GUIDELINE 15301
WHEREAS, on the 20th day of November 2025, pursuant to due and legal notice published in the manner provided by law, inviting sealed bids or proposals for the work hereinafter mentioned, as more fully appears from the Affidavit of Publication thereof on file in the office of the City Clerk of the City of San Rafael, California, the City Clerk of said City did publicly open, examine, and declare all sealed bids or proposals for doing the following work in said City, to wit:
“Lincoln Avenue Corridor Safety Improvements at Wilson Ct. And Brookdale Ave.

Project”
City Project No. 11453
(hereinafter referred to as the “Project”) in accordance with the plans and specifications, therefore, on file in the office of the Department of Public Works; and
WHEREAS, the bid of $284,480 from Altor Construction, at the unit prices stated in its bid, was and is the lowest bid for said work and said bidder is the lowest responsible bidder; and WHEREAS, staff has recommended an additional 15% of the bid price for a contingency in the amount of $42,720, resulting in a total not-to-exceed contract amount of $327,200; and WHEREAS, funding in the amount of $485,000 has previously been approved for this Project through the fiscal year (FY) 2024-25 and FY 2025-26 budgets; and WHEREAS, with the completion of design, the Project has $410,170 of remaining funds available for the construction; and
WHEREAS, staff has determined that additional construction support services from Bennett Engineering Services will be required for the Project; and WHEREAS, staff has found the First Amendment proposal to the Professional Services Agreement from Bennett Engineering Services to be complete and within industry standards.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows:

1. The foregoing recitals are true and correct.

2. The City Council finds that the Project is exempt from review under the California Environmental Quality Act (CEQA), pursuant to CEQA Guideline 15301 for existing facilities.

3. The plans and specifications for the Project, which are on file in the Department of Public Works, are hereby approved.

4. The bid of Altor Construction LLC is hereby accepted at the unit prices stated in its bid.

5. The City Manager is authorized and directed to execute the contract for the Project, in a form approved by the City Attorney, with Altor Construction LLC, for the bid amount stated in its bid, and is authorized to execute any amendment(s) up to the construction contingency amount of $42,720 (approximately 15% of the contract value) for a total not-to-exceed contract amount of $327,200.

6. The First Amendment proposal to the Professional Services Agreement of Bennett Engineering Services is hereby accepted at the unit prices stated in its proposal.

7. The City Manager is authorized to execute a First Amendment to the Professional Services Agreement with Bennett Engineering Services for additional construction support services for the Project, in the amount not to exceed $36,500, increasing the total not-to-exceed amount under the agreement to $111,330.

8. The Director of Public Works or designee is hereby authorized to take any and all such actions and make changes as may be necessary to accomplish the purpose of this resolution.

I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael, held on Monday, the 15th day of December 2025, by the following vote, to wit:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
_____________________
Lindsay Lara, City Clerk
Lincoln Avenue Corridor Safety Improvements 2022 Form CONTRACT C441145310 Page 1
Contract
This public works contract (“Contract”) is entered into by and between the City of San Rafael (“City”) and Altor Construction LLC (“Contractor”), for work on the Lincoln Avenue Corridor Safety Improvements at Wilson Court and Brookdale Avenue Project (“Project”).

The parties agree as follows:

1. Award of Contract. In response to the Notice Inviting Bids, Contractor has submitted a Bid Proposal to perform the Work to construct the Project. On ___________________, City authorized award of this Contract to Contractor for the amount set forth in Section 4, below.

2. Contract Documents. The Contract Documents incorporated into this Contract include and are comprised of all of the documents listed below. The definitions provided in Article 1 of the General Conditions apply to all of the Contract Documents, including this Contract.

2.1 Notice Inviting Bids;

2.2 Instructions to Bidders;

2.3 Addenda, if any;

2.4 Bid Proposal and attachments thereto;

2.5 Contract;

2.6 Payment and Performance Bonds;

2.7 General Conditions;

2.8 Special Conditions;

2.9 Project Plans and Specifications;

2.10 Change Orders, if any;

2.11 Notice of Potential Award;

2.12 Notice to Proceed; and

3. Contractor’s Obligations. Contractor will perform all of the Work required for the Project, as specified in the Contract Documents. Contractor must provide, furnish, and supply all things necessary and incidental for the timely performance and completion of the Work, including all necessary labor, materials, supplies, tools, equipment, transportation, onsite facilities, and utilities, unless otherwise specified in the Contract Documents. Contractor must use its best efforts to diligently prosecute and complete the Work in a professional and expeditious manner and to meet or exceed the performance standards required by the Contract Documents.

4. Payment. As full and complete compensation for Contractor’s timely performance and completion of the Work in strict accordance with the terms and conditions of the Contract Documents, City will pay Contractor $284,480 (“Contract Price”) for all of Contractor’s direct and indirect costs to perform the Work, including all labor, materials, supplies, equipment, taxes, insurance, bonds and all overhead costs, in accordance with the payment provisions in the General Conditions.

5. Time for Completion. Contractor will fully complete the Work for the Project, meeting all requirements for Final Completion, within 35 working days from the commencement date given in the Notice to Proceed (“Contract Time”). By signing below, Contractor expressly waives any claim for delayed early completion.

6. Liquidated Damages. As further specified in Section 5.4 of the General Conditions, if Contractor fails to complete the Work within the Contract Time, City will assess liquidated damages in the amount of $3,600 per day for each day of unexcused delay in achieving Lincoln Avenue Corridor Safety Improvements 2022 Form CONTRACT C441145310 Page 2
Final Completion, and such liquidated damages may be deducted from City’s payments due or to become due to Contractor under this Contract.

7. Labor Code Compliance.

7.1 General. This Contract is subject to all applicable requirements of Chapter 1 of Part 7 of Division 2 of the Labor Code, including requirements pertaining to wages, working hours and workers’ compensation insurance, as further specified in Article 9 of the General Conditions.

7.2 Prevailing Wages. This Project is subject to the prevailing wage requirements applicable to the locality in which the Work is to be performed for each craft, classification or type of worker needed to perform the Work, including employer payments for health and welfare, pension, vacation, apprenticeship and similar purposes. Copies of these prevailing rates are available online at http://www.dir.ca.gov/DLSR.

7.3 DIR Registration. City may not enter into the Contract with a bidder without proof that the bidder and its Subcontractors are registered with the California Department of Industrial Relations to perform public work pursuant to Labor Code § 1725.5, subject to limited legal exceptions.

8. Workers’ Compensation Certification. Pursuant to Labor Code § 1861, by signing this Contract, Contractor certifies as follows: “I am aware of the provisions of Labor Code § 3700 which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work on this Contract.”

9. Conflicts of Interest. Contractor, its employees, Subcontractors and agents, may not have, maintain or acquire a conflict of interest in relation to this Contract in violation of any City ordinance or requirement, or in violation of any California law, including Government Code § 1090 et seq., or the Political Reform Act, as set forth in Government Code § 81000 et seq. and its accompanying regulations. Any violation of this Section constitutes a material breach of the Contract.

10. Independent Contractor. Contractor is an independent contractor under this Contract and will have control of the Work and the means and methods by which it is performed. Contractor and its Subcontractors are not employees of City and are not entitled to participate in any health, retirement, or any other employee benefits from City.

11. Notice. Any notice, billing, or payment required by or pursuant to the Contract Documents must be made in writing, signed, dated and sent to the other party by personal delivery, U.S. Mail, a reliable overnight delivery service, or by email as a PDF file. Notice is deemed effective upon delivery, except that service by U.S. Mail is deemed effective on the second working day after deposit for delivery. Notice for each party must be given as follows:

City:

City of San Rafael
Department of Public Works
111 Morphew Street
San Rafael, CA 94901
415.686.4079
Attn: Mariana Sanchez, Junior Engineer
Lincoln Avenue Corridor Safety Improvements 2022 Form CONTRACT C441145310 Page 3
[email protected]
Contractor:

Name: Altor Construction LLC
Address: 1469 Creekside Dr, Apt 2019
City/State/Zip: Walnut Creek, CA 94596
Phone: 713-264-5100
Attn: Hannah Varghese
Email: [email protected]

12. General Provisions.

12.1 Assignment and Successors. Contractor may not assign its rights or obligations under this Contract, in part or in whole, without City’s written consent. This Contract is binding on Contractor’s and City’s lawful heirs, successors and permitted assigns.

12.2 Third Party Beneficiaries. There are no intended third party beneficiaries to this Contract.

12.3 Governing Law and Venue. This Contract will be governed by California law and venue will be in the Marin County Superior Court, and no other place. Contractor waives any right it may have pursuant to Code of Civil Procedure § 394, to file a motion to transfer any action arising from or relating to this Contract to a venue outside of Marin County, California.

12.4 Amendment. No amendment or modification of this Contract will be binding unless it is in a writing duly authorized and signed by the parties to this Contract.

12.5 Integration. This Contract and the Contract Documents incorporated herein, including authorized amendments or Change Orders thereto, constitute the final, complete, and exclusive terms of the agreement between City and Contractor.

12.6 Severability. If any provision of the Contract Documents is determined to be illegal, invalid, or unenforceable, in whole or in part, the remaining provisions of the Contract Documents will remain in full force and effect.

12.7 Iran Contracting Act. If the Contract Price exceeds $1,000,000, Contractor certifies, by signing below, that it is not identified on a list created under the Iran Contracting Act, Public Contract Code § 2200 et seq. (the “Act”), as a person engaging in investment activities in Iran, as defined in the Act, or is otherwise expressly exempt under the Act.

12.8 Authorization. Each individual signing below warrants that he or she is authorized to do so by the party that he or she represents, and that this Contract is legally binding on that party. If Contractor is a corporation, signatures from two officers of the corporation are required pursuant to California Corporation Code § 313.

Lincoln Avenue Corridor Safety Improvements 2022 Form CONTRACT C441145310 Page 4
The parties agree to this Contract as witnessed by the signatures below:

CITY: Approved as to form:
s/_______________________________ s/__________________________________ CRISTINE ALILOVICH, City Manager ANDREA VISVESHWARA,
Chief Assistant City Attorney
Date: ___________________________ Date: ______________________________ Attest:
s/_______________________________
LINDSAY LARA, City Clerk
Date: ___________________________
CONTRACTOR: ___________________________________________________ Business Name
s/_______________________________ Seal:
_________________________________
Name, Title
Date: ____________________________
Second Signature (See Section 12.8):
s/_______________________________
_________________________________
Name, Title
Date: ____________________________
___________________________________________________
Contractor’s California License Number(s) and Expiration Date(s)

END OF CONTRACT
General Info
Total:
$284,479.99
Number
Lincoln Avenue Corridor Safety
Improvements at Wilson Ct and
Brookdale Ave Project (HSIP Cycle
11)
Deadline
11/20/2025 01:00 PM PST
Vendor
Altor construction
Submitted
11/20/2025 12:31 PM PST
Signed by

SHAYAN MIRZAHOSSEINI
Account Holder Hannah Varghese
Opened
11/20/2025 01:07 PM PST By
[email protected]
Description
The Project site includes two intersections along Lincoln Avenue: Wilson Court and Brookdale Avenue. The project consists of installing rectangular rapid flashing beacons (RRFBs), installing corner curb extensions (bulb outs), upgrading curb ramps, resurfacing roadway, and enhancing striping/curb markings.

Engineer's Estimate: $290,000
Allows zero unit prices and labor
No
Allows negative unit prices and labor
No

Exhibit A

ATTACHMENT LIST
Specifications.pdf (4.66 MB)
Plans.pdf (11.2 MB)

BID PROPOSAL
(“Bidder”) *

ALTOR CONSTRUCTION LLC
hereby submits this Bid Proposal to the City of San Rafael (“City”) for the above-referenced project (“Project”) in response to the Notice Inviting Bids and in accordance with the Contract Documents referenced in the Notice.

1. Base Bid. Bidder proposes to perform and fully complete the Work for the Project as specified in the Contract Documents, within the time required for full completion of the Work, including all labor, materials, supplies, and equipment and all other direct or indirect costs including, but not limited to, taxes, insurance and all overhead for the following price (“Base Bid”):
$: *
$284,479.99

2. Addenda. Bidder agrees that it has confirmed receipt of or access to, and reviewed, all addenda issued for this Bid. Bidder waives any claims it might have against the City based on its failure to receive, access, or review any addenda for any reason. Bidder specifically acknowledges receipt of the following addenda (click "+" to add addenda. Type "N/A" if no addenda have been issued):

Addendum #: *
N/A
Addendum Date: *
N/A

3. Bidder’s Certifications and Warranties. By signing and submitting this Bid Proposal, Bidder certifies and warrants the following:

3.1 Examination of Contract Documents. Bidder has thoroughly examined the Contract Documents and represents that, to the best of Bidder’s knowledge, there are no errors, omissions, or discrepancies in the Contract Documents, subject to the limitations of Public Contract Code§ 1104.

3.2 Examination of Project Site. Bidder has had the opportunity to examine the Project site and local conditions at the Project location.

3.3 Bidder Responsibility. Bidder is a responsible bidder, with the necessary ability, capacity, experience, skill, qualifications, workforce, equipment, and resources to perform or cause the Work to be performed in accordance with the Contract Documents and within the Contract Time.

3.4 Responsibility for Bid. Bidder has carefully reviewed this Bid Proposal and is solely responsible for any errors or

omissions contained in its completed Bid. All statements and information provided in this Bid Proposal and enclosures are true and correct to the best of Bidder’s knowledge.

3.5 Nondiscrimination. In preparing this Bid, the Bidder has not engaged in discrimination against any prospective or present employee or Subcontractor on grounds of race, color, ancestry, national origin, ethnicity, religion, sex, sexual orientation, age, disability, or marital status.

3.6 Iran Contracting Act. If the Contract Price exceeds $1,000,000, Bidder is not identified on a list created under the Iran Contracting Act, Public Contract Code § 2200 et seq. (the “Act”), as a person engaging in investment activities in Iran, as defined in the Act, or is otherwise expressly exempt under the Act.

4. Award of Contract. By signing and submitting this Bid Proposal, Bidder agrees that if Bidder is awarded the Contract for the Project, within ten days following issuance of the Notice of Award to Bidder, Bidder will do all of the following:

4.1 Execute Contract. Enter into the Contract with City in accordance with the terms of this Bid Proposal, by signing and submitting to City the Contract prepared by City using the form included with the Contract Documents;

4.2 Submit Required Bonds. Submit to City a payment bond and a performance bond, each for 100% of the Contract Price, using the bond forms provided and in accordance with the requirements of the Contract Documents; and

4.3 Insurance Requirements. Submit to City the insurance certificate(s) and endorsement(s) as required by the Contract Documents.

This Bid Proposal is hereby submitted on [Date] *
11/20/2025
s/ *

ALI TORABIAN
Name and Title *

ALI TORABIAN, CEO
s/ *

SHAYAN MIRZAHOSSEINI
Name and Title *

SHAYAN MIRZAHOSSEINI, VICE PRESIDENT
Company Name *

ALTOR CONSTRUCTION LLC
License #, Expiration Date, and Class *
1055950, 10/31/2026, A
Address *
1469 CREEKSIDE DR APT 2019
DIR Registration # *
2000010986
City, State, Zip *
WALNUT CREEK, CA 94596
Phone *
(510) 600-9468
Contact Name *

SHAYAN MIRZAHOSSEINI
Contact Email *
[email protected]

END OF BID PROPOSAL

BID SCHEDULE - DIRECTIONS
This Bid Schedule must be completed electronically and included with the Electronic Bid Proposal. Pricing must be provided for each Bid Item as indicated. The lump sum or unit cost for each item must be inclusive of all costs, whether direct or indirect, including profit and overhead. The sum of all amounts entered in the “Extended Total Amount” column must be identical to the Base Bid price entered in Section 1 of the Bid Proposal form.

AL = Allowance LF = Linear Foot CF = Cubic Feet LS = Lump Sum CY = Cubic Yard SF = Square Feet EA = Each TON = Ton (2000lbs)
LB = Pounds

BID SCHEDULE
$284,479.99
Bid Item No. Item
Description Est Qty. Unit Unit Cost Extension
1 MOBILIZATION 1.00 LS $30,000.00 $30,000.00
2 TRAFFIC
CONTROL 1.00 LS $15,000.00 $15,000.00
3 WATER

POLUTION

CONTROL PLAN
(WPCP)

1.00 LS $6,000.00 $6,000.00
4 CONSTRUCTION
STAKING 1.00 LS $9,000.00 $9,000.00
5 CLEARING AND
GRUBBING 1.00 LS $8,500.00 $8,500.00
6 ROADWAY
EXCAVATION 10.00 CY $120.00 $1,200.00
7 REMOVE
CONCRETE 1,140.00 SF $18.00 $20,520.00
8 REMOVE SIGN 8.00 EA $350.00 $2,800.00
9 COLD PLANE

ASPAHLT

CONCRETE

PAVEMENT

60.00 SQYD $28.00 $1,680.00
10 MICROSURFACI
NG 860.00 SQYD $9.00 $7,740.00
11 HOT MIX
ASPHALT 32.00 TON $350.00 $11,200.00
12 CURB RAMP 450.00 SF $65.00 $29,250.00
13 TYPE “A”
SIDEWALK 370.00 SF $45.00 $16,650.00
14 TYPE “A” CURB
AND GUTTER 110.00 LF $80.00 $8,800.00
15 TYPE E CURB 160.00 LF $75.00 $12,000.00
16 TYPE E MOD 10.00 LF $90.00 $900.00
Total: $284,479.99

Bid Item No. Item
Description Est Qty. Unit Unit Cost Extension
CURB
17 WET SET
COBBLE 130.00 SF $35.00 $4,550.00
18 DETECTABLE

WARNING

SURFACE

90.00 SF $45.00 $4,050.00
19 ARMADILLO 8.00 EA $400.00 $3,200.00
20 PARKING
BUMPER 54.00 EA $120.00 $6,480.00
21 ROADSIDE SIGN 1.00 EA $2,500.00 $2,500.00
22 RECTANGULAR
RAPID

FLASHING
BEACON

SYSTEMS
(BROOKDALE

AVE AND

LINCOLN AVE)

1.00 LS $20,413.33 $20,413.33
23 RECTANGULAR
RAPID

FLASHING
BEACON

SYSTEMS
(WILSON CT

AND LINCOLN
AVE)

1.00 LS $20,413.33 $20,413.33
24 RECTANGULAR
RAPID

FLASHING
BEACON

SYSTEMS
(WILSON CT

AND LINCOLN
AVE

ADDITIONAL

WARNING
RRFB)

1.00 LS $20,413.33 $20,413.33
25 PAINT RED
CURB 110.00 LF $12.00 $1,320.00
26 THERMOPLASTI

C TRAFFIC
STRIPE
700.00 LF $6.00 $4,200.00
Total: $284,479.99

Bid Item No. Item
Description Est Qty. Unit Unit Cost Extension
27 PAVEMENT
MARKINGS 1,000.00 SF $7.00 $7,000.00
28 PAVEMENT
MARKERS 50.00 EA $18.00 $900.00
29 TYPE Q OBJECT
MARKERS 52.00 EA $150.00 $7,800.00
Total: $284,479.99

SUBCONTRACTOR LIST - INSTRUCTIONS
For each Subcontractor that will perform a portion of the Work in an amount in excess of one-half of 1% of the bidder’s total Contract Price,[1] the bidder must list a description of the Work, the name of the Subcontractor, its California contractor license number, the location of its place of business, its DIR registration number, and the portion of the Work that the Subcontractor is performing based on a percentage of the Base Bid price. [1] For street or highway construction this requirement applies to any subcontract of $10,000 or more.

SUBCONTRACTOR LIST
Description Of Work Subcontractor Name California Contractor License Number
TRAFFIC CONTROL TRAFFIC CONTROL PROS 995422
ELECTRICAL RED POWER ELECTRIC 1118729
STRIPING DIABLO STRIPING INC 936257
Location Of Business Dir Reg No. Percent Of Work
CONCORD 1000023747 3.

TRACY 2000000664 16
WALNUT CREEK 1000037954 1

NON-COLLUSION DECLARATION

TO BE EXECUTED BY BIDDER AND SUBMITTED WITH BID
The undersigned declares:

I am the *

VICE PRESIDENT
of: *

ALTOR CONSTRUCTION LLC
the party making the foregoing bid.

The bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid. The bidder has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or to refrain from bidding. The bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder. All statements contained in the bid are true. The bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof, to effectuate a collusive or sham bid, and has not paid and will not pay, any person or entity for such purpose.

This declaration is intended to comply with California Public Contract Code § 7106 and Title 23 U.S.C § 112.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on
[date], *
11/20/2025
[city] *

SAN FRANCISCO
[state] *

CALIFORNIA
✓ I agree that my digital or electronic signature applies to this form
*
Name *

SHAYAN MIRZAHOSSEINI

Bid Security
As a guarantee that, if awarded the Contract, Bidder will perform its obligations under Section 4 above, Bidder is enclosing bid security in the amount of ten percent of its maximum bid amount in one of the following forms (select one). Upload a scan of the paper bid security.

Within ten calendar days following City’s issuance of the Notice of Award to the apparent low bidder, the bidder must submit original hardcopies of the payment and performance bonds to City as specified in the Contract Documents using the bond forms included in the Contract Documents.

Guarantee Method *
Paper Bid Security, Cashier's
Check, or Certified Check:

Paper Bid Security, Cashier's Check, or Certified Check:

Confirmation: *
A bid security, using the Bid Security form included with the Contract Documents, payable to City and executed by a surety licensed to do business in the State of California.

REQUIRED DOCUMENTS LIST
Name Omission Terms Submitted
File
Paper Bid Security, Certified Check, or Cashier's
Check
[insert instructions for delivery of wet-ink, original
documents]
I am verifying my bid security electronically. Lincoln Ave Bid Bond.pdf
1 Required Document

Bond No. JB002654
Bid Bond
Allor Construction, LLC, 1469 Creekside Dr. Apt 2019, Walnut Creek, CA 94596 ("Bidder") has submitted a bid, dated 2oth day of November , 20 25 ("Bid"), to City of San Rafael ("City") for work on the Lincoln Avenue Corridor Safety Improvements at Wilson Ct and Brookdale Ave Project ("Project"). Under this duly executed bid bond ("Bid Bond"), Bidder as Principal and Old Rep,blic socety Company its surety ("Surety"), are bound to City as obligee in the penal sum of ten percent of the maximum amount of the Bid (the "Bond Sum"). Bidder and Surety bind themselves and their respective heirs, executors, administrators, successors and assigns, jointly and severally, as follows:

1. General. If Bidder is awarded the Contract for the Project, Bidder will enter into the Contract with City in accordance with the terms of the Bid.

2. Submittals. Within ten days following issuance of the Notice of Potential Award to Bidder, Bidder must submit to City the following:

2.1 Contract. The executed Contract, using the form provided by City in the Project contract documents ("Contract Documents");

2.2 Payment Bond. A payment bond for 100% of the maximum Contract Price, executed by a surety licensed to do business in the State of California using the Payment Bond form included with the Contract Documents;

2.3 Performance Bond. A performance bond for 100% of the maximum Contract Price, executed by a surety licensed to do business in the State of California using the Performance Bond form included with the Contract Documents; and

2.4 Insurance. The insurance certificate(s) and endorsement(s) required by the Contract Documents, and any other documents required by the Instructions to Bidders or Notice of Potential Award.

3. Enforcement. If Bidder fails to execute the Contract and to submit the bonds and insurance certificates as required by the Contract Documents, Surety guarantees that Bidder forfeits the Bond Sum to City. Any notice to Surety may be given in the manner specified in the Contract and delivered or transmitted to Surety as follows:

Attn: Lisa Frasier
Address: 1625 West Causeway Approach
City/State/Zip: Mandeville, LA 70471
Phone: (262) 797-2e40
Fax: (262) 797-9495
Email: _,.,N"-/A.,_ ____________________ _

4. Duration and Waiver. If Bidder fulfills its obligations under Section 2, above, then this obligation will be null and void; otherwise, it will remain in full force and effect for 60 days following the bid opening or until this Bid Bond is returned to Bidder, whichever occurs first.

Surety waives the provisions of Civil Code§§ 2819 and 2845.

Lincoln Ave Corridor HSIP 11
Project Number 11453
[Signatures are on the following page.]
2022 Form CONTRACT

.....

This Bid Bond is entered into and effective on 7th day of November , 20~.

SURETY:

Old Republic Surety Company
11/07/2025
T~o{Staples, Attorney-in-Fact
Date
Name, Title
(Attach Acknowledgment with Notary Seal and Power of Attorney) BIDDER:

Alter Construction, LLC
Business N,4,
sl <CZ'.p~--c;.;.----------._
Name, Title
Lincoln Ave Corridor HSIP 11
Project Number 11453
Date

END OF BID BOND
2022 Form CONTRACT

the foregoing instrument and acknowledge~ to me that he/~executed the same. - Mou ry Public • ~ llfonu i Notary Public ~·•a a aa0g 11; .. 1:..;i. n at ACKNOWLEDGMENT OF PRINCIPAL (Partnership)) 0 .-r~f#E:~~-;~:lou i State of ___ _ ____ )
)
County of ____ __ _,
On this day of in the year before me personally come(s) a member of the co-partnership of
_______________________ to me known and known to me to be the person who is described in and executed the foregoing instrument and acknowledges to me that he/she executed the same as for the act and deed of the said co-partnership.

Notary Public
ACKNOWLEDGMENT OF PRINCIPAL (Corporation)
State of _______ )
)
County of ______ _,
On this day of in the year - - - ~ before me personally come(s) ______________ _________ ____, to me known, who, being duly sworn, deposes and says that he/she is the of the
_ ______________ the corporation described in and which executed the foregoing instrument; that he/she knows the seal of the said corporation; the seal affixed to the said instrument is such corporate seal; that it was so affixed by the order of the Board of Directors of said corporation, and that he/she signed his/her name thereto by like order.

State of Minnesota )
)
County of Dakota )
Notary Public

ACKNOWLEDGMENT OF SURETY
On this 7th day of November, in the year 2025, before me personally come(s) Troy Staples, Attomey(s)-in-Fact of Old Republic Surety Company with whom I am personally acquainted, and who, being by me duly sworn, says that he/she is (are) the Attomey(s)-in-Fact of Old Republic Surety Company company described in and which executed the within instrument; that he/she know(s) the corporate seal of such company; and that seal affixed to the within instrument is such corporate seal and that it was affixed by order of the Board of Directors of said company, and that he/she si<Joed sakl ;ru;1rument as AtlDm,y(sJ-;o-fact of the sakl compaoy by 1;,e o<dec. ~ ~ J
& TERESA FAYE BETTGER • ; 'tfi.: + ~ Notary Public Notary Public :., ,,/ Minnesota
·' • My COmmlulon t,rplres Jan. 31.2030
•**• * * ! OLD REPUBLIC SURETY COMPANY
*•••* POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That OLD REPUBLIC SURETY COMPANY, a Wisconsin stock insurance corporation, does make, constitute and appoint: JENNIFER M. BOYLES, NICHOLAS HOCHBAN, THOMAS M. LAHL, TROY STAPLES, ZACHARY PATE, THOMAS GEORGE KEMP of WEST ST PAUL, MN
its true and lawful Attomey(s)-in-Fact, with full power and authority for and on behalf of the company as surety, to execute and deliver and affix the seal of the company thereto (if a sea! is required), bonds, undertakings. recognizances or other written obligations in the nature thereof, (other than bail bonds, bank depository bonds, mortgage deficiency bonds, mortgage guaranty bonds, guarantees of installment paper and note guaranty bonds, self-insurance workers compensation bonds guaranteeing payment of benefits, or black lung bonds), as follows:

ALL WRITTEN INSTRUMENTS
and to bind OLD REPUBLIC SURETY COMPANY thereby, and all of the acts of said Attorneys-in-Fact, pursuant to these presents, are ratified and confirmed, This appointment is made under and by authority of the board of directors at a special meeting held on February 18. 1982.

This Power of Attorney is signed and sealed by facsimile under and by the authority of the rollowing resolutions adopted by the board of directors of the OLD REPUBLIC SURETY COMPANY on February 18.1982.

RESOLVED that, the president, any vice-president or assistant vice president, in conjunction with the secretary or any assistant secretary, may appoint attorneys-in-fact or agents wilh authority a::; defined or limited in lt1e instrument evidencing the appo1ntrnenl in eact1 case, for cirld on bet1alf of the company to execute and deliver and affix the seal of the company to bonds, undertakings, recognizances, and suretyship obligations of all kinds: and said officers may remove any such attorney-in-fad or agent and revoke any Power of Attomey previously granted lo :;uc!I person.

RESOLVED FURTHER, tt'lat any bond, undertaking, recogni.nmce. or suretystlip obligation shall be valid and binding upon the Company (i) when signed by the president, any v;ce preside'1t or assistant vice president, and attested and sealed (if a sea! be required) by any secretary or assistant secretary; or
(ii) when signed by the president, any vice president or assistant vice president, secretary or assistant secretary, and countersigned and sealed (if a seal be required) by a duly authorized attorney-in-fact or agent: or (iii) when duly executed and sealed (if a seal be required) by one or more attorneys-in-fact or agents pursuant to and within the limits of the authority evidenced by the Power or Attorney issued by tl'le company to such person or persons.

RESOLVED FURTHER that the signature of any authorized officer and the seal of the company may be affixed by facsimile to any Power of Attorney or certification thereof authorizing the execution and delivery of any bond, undertaking, recognizance, or other suretyship obligations of the company: and such signature and seal when so used shall have the same force and effect as though manually affixed, IN WITNESS WHEREOF, OLD REPUBLIC SURETY COMPANY has caused these presents to be signed by its proper officer, and its corporate seal to be affixed this 9th day of February 2023

OLD REPUBLIC SURETY COMPANY
/4//4
• President

STATE OF WISCONSIN, COUNTY OF WAUKESHA- SS
on this 9th dav of February 2023 , personally came before me, Alan Pavlic and Karen J Haffner , to me known to be the individuals and officers of the OLD REPUBLIC SURETY COMPANY who executed the above instrument, and they each acknowledged the execution of the same, and being by me duly sworn, did severally depose and say: that U1ey are the ::;aid officers of the corporalion aforesaid, and that the seal affixed lo the above instrument is the seal of the corporation, and that said corporate seal and their signatures as such officers were duly Affixed and subscribed to the said instrument by the authority of the board of directors of said corporation.

My Commission Expires: September 28 2026
CERT!FIC/\TE {Expiration of notary's commission does not invalidate this instrument) I, lhe undersigned, assistant-.secr:-:tary of the OLD REPUBLIC SURETY COMPANY, a Wisconsin corporation, CERTIFY that the foregoing and attached Power of Attorney remains inJu1rtOrce bfld- has not been revoked; and furthermore, that the Resolutions of the board of directors set forth in the Power of Attorney, are now in force-,
;~;~{·~~;~,>t - / f,- ,:0•l'Ohrt O '; -"'"t' '-s.; <~ SEAL- ft __ 0 0 0 •i•• -r.,./
40-0375
7th November Sfgr.sd and se~led al lhP. City of BrookfiAld, WI this __ .:....: ___ day of _ _:_:_:___c __ _::_:_ 2025 • ORSC 22262 (3-06)
PATE BONDING, INC.

Lincoln Avenue Corridor Safety Improvements 2022 Form PAYMENT BOND C441145310 Page 5
Payment Bond
The City of San Rafael (“City”) and Altor Construction LLC (“Contractor”) have entered into a contract for work on the Lincoln Avenue Corridor Safety Improvements at Wilson Court and Brookdale Avenue Project (“Project”). The Contract is incorporated by reference into this Payment Bond (“Bond”).

1. General. Under this Bond, Contractor as principal and ____________________________, its surety (“Surety”), are bound to City as obligee in an amount not less than $_________________, under California Civil Code § 9550 et seq., to ensure payment to authorized claimants. This Bond is binding on the respective successors, assigns, owners, heirs, or executors of Surety and Contractor.

2. Surety’s Obligation. If Contractor or any of its Subcontractors fails to pay a person authorized in California Civil Code § 9100 to assert a claim against a payment bond, any amounts due under the Unemployment Insurance Code with respect to work or labor performed under the Contract, or any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of Contractor and its Subcontractors under California Unemployment Insurance Code § 13020 with respect to the work and labor, then Surety will pay the obligation.

3. Beneficiaries. This Bond inures to the benefit of any of the persons named in California Civil Code § 9100, so as to give a right of action to those persons or their assigns in any suit brought upon this Bond. Contractor must promptly provide a copy of this Bond upon request by any person with legal rights under this Bond.

4. Duration. If Contractor promptly makes payment of all sums for all labor, materials, and equipment furnished for use in the performance of the Work required by the Contract, in conformance with the time requirements set forth in the Contract and as required by California law, Surety’s obligations under this Bond will be null and void. Otherwise, Surety’s obligations will remain in full force and effect.

5. Waivers. Surety waives any requirement to be notified of alterations to the Contract or extensions of time for performance of the Work under the Contract. Surety waives the provisions of Civil Code §§ 2819 and 2845. City waives the requirement of a new bond for any supplemental contract under Civil Code § 9550. Any notice to Surety may be given in the manner specified in the Contract and delivered or transmitted to Surety as follows:

Attn: _____________________________________________________ Address: _________________________________________________ City/State/Zip: _____________________________________________ Phone: ___________________________________________________ Email: ___________________________________________________

6. Law and Venue. This Bond will be governed by California law, and venue for any dispute pursuant to this Bond will be in the Marin County Superior Court, and no other place.

Surety will be responsible for City’s attorneys’ fees and costs in any action to enforce the provisions of this Bond.
[Signatures are on the following page.]
Lincoln Avenue Corridor Safety Improvements 2022 Form PAYMENT BOND C441145310 Page 6

7. Effective Date; Execution. This Bond is entered into and is effective on __________, 20__.

SURETY:
___________________________________
Business Name
s/__________________________________ ______________________________ Date
___________________________________
Name, Title
(Attach Acknowledgment with Notary Seal and Power of Attorney) CONTRACTOR:
___________________________________
Business Name
s/__________________________________ ______________________________ Date
___________________________________
Name, Title
APPROVED BY CITY:
s/ __________________________________ ______________________________ ROBERT F. EPSTEIN, City Attorney Date

END OF PAYMENT BOND
Lincoln Avenue Corridor Safety Improvements 2022 Form PERFORMANCE BOND C441145310 Page 7
Performance Bond
The City of San Rafael (“City”) and Altor Construction LLC (“Contractor”) have entered into a contract for work on the Lincoln Avenue Corridor Safety Improvements at Wilson Court and Brookdale Avenue Project (“Project”). The Contract is incorporated by reference into this Performance Bond (“Bond”).

1. General. Under this Bond, Contractor as principal and ___________________________, its surety (“Surety”), are bound to City as obligee for an amount not less than $__________________ to ensure Contractor’s faithful performance of its obligations under the Contract. This Bond is binding on the respective successors, assigns, owners, heirs, or executors of Surety and Contractor.

2. Surety’s Obligations. Surety’s obligations are co-extensive with Contractor’s obligations under the Contract. If Contractor fully performs its obligations under the Contract, including its warranty obligations under the Contract, Surety’s obligations under this Bond will become null and void. Otherwise, Surety’s obligations will remain in full force and effect.

3. Waiver. Surety waives any requirement to be notified of and further consents to any alterations to the Contract made under the applicable provisions of the Contract Documents, including changes to the scope of Work or extensions of time for performance of Work under the Contract. Surety waives the provisions of Civil Code §§ 2819 and 2845.

4. Application of Contract Balance. Upon making a demand on this Bond for completion of the Work prior to acceptance of the Project, City will make the Contract Balance available to Surety for completion of the Work under the Contract. For purposes of this provision, the Contract Balance is defined as the total amount payable by City to Contractor as the Contract Price minus amounts already paid to Contractor, and minus any liquidated damages, credits, or backcharges to which City is entitled under the terms of the Contract.

5. Contractor Default. Upon written notification from City of Contractor’s termination for default under Article 13 of the Contract General Conditions, time being of the essence, Surety must act within the time specified in Article 13 to remedy the default through one of the following courses of action:

5.1 Arrange for completion of the Work under the Contract by Contractor, with City’s consent, but only if Contractor is in default solely due to its financial inability to complete the Work;

5.2 Arrange for completion of the Work under the Contract by a qualified contractor acceptable to City, and secured by performance and payment bonds issued by an admitted surety as required by the Contract Documents, at Surety’s expense; or

5.3 Waive its right to complete the Work under the Contract and reimburse City the amount of City’s costs to have the remaining Work completed.

6. Surety Default. If Surety defaults on its obligations under the Bond, City will be entitled to recover all costs it incurs due to Surety’s default, including legal, design professional, or delay costs.

7. Notice. Any notice to Surety may be given in the manner specified in the Contract and sent to Surety as follows:

Lincoln Avenue Corridor Safety Improvements 2022 Form PERFORMANCE BOND C441145310 Page 8
Attn: _____________________________________________________ Address: _________________________________________________ City/State/Zip: _____________________________________________ Phone: ___________________________________________________ Fax: _____________________________________________________ Email: ___________________________________________________

8. Law and Venue. This Bond will be governed by California law, and venue for any dispute pursuant to this Bond will be in the Marin County Superior Court, and no other place.

Surety will be responsible for City’s attorneys’ fees and costs in any action to enforce the provisions of this Bond.

9. Effective Date; Execution. This Bond is entered into and effective on ____________________, 20___.

SURETY:
___________________________________
Business Name
s/__________________________________ ______________________________ Date
___________________________________
Name, Title
(Attach Acknowledgment with Notary Seal and Power of Attorney) CONTRACTOR:
___________________________________
Business Name
s/__________________________________ ______________________________ Date
___________________________________
Name, Title
APPROVED BY CITY:
s/ __________________________________ ______________________________ ROBERT F. EPSTEIN, City Attorney Date

END OF PERFORMANCE BOND
Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 9
General Conditions
Article 1 - Definitions
Definitions. The following definitions apply to all of the Contract Documents unless otherwise indicated, e.g., additional definitions that apply solely to the Specifications or other technical documents. Defined terms and titles of documents are capitalized in the Contract Documents, with the exception of the following (in any tense or form): “day,” “furnish,” “including,” “install,” “work day” or “working day.”
Allowance means a specific amount that must be included in the Bid Proposal for a specified purpose.

Article, as used in these General Conditions, means a numbered Article of the General Conditions, unless otherwise indicated by the context.

Change Order means a written document duly approved and executed by City, which changes the scope of Work, the Contract Price, or the Contract Time.

City means the municipality which has entered into the Contract with Contractor for performance of the Work, acting through its City Council, officers, employees, City Engineer, and any other authorized representatives.

City Engineer means the City Engineer for City and his or her authorized delegee(s).

Claim means a separate demand by Contractor for a change in the Contract Time or Contract Price, that has previously been submitted to City in accordance with the requirements of the Contract Documents, and which has been rejected by City, in whole or in part; or a written demand by Contractor objecting to the amount of Final Payment.

Contract means the signed agreement between City and Contractor for performing the Work required for the Project, and all documents expressly incorporated therein.

Contract Documents means, collectively, all of the documents listed as such in Section 2 of the Contract, including the Notice Inviting Bids; the Instructions to Bidders; addenda, if any; the Bid Proposal, and attachments thereto; the Contract; the Notice of Potential Award and Notice to Proceed; the payment and performance bonds; the General Conditions; the Special Conditions; the Project Plans and Specifications; any Change Orders; and any other documents which are clearly and unambiguously made part of the Contract Documents. The Contract Documents do not include documents provided “For Reference Only,” or documents that are intended solely to provide information regarding existing conditions.

Contract Price means the total compensation to be paid to Contractor for performance of the Work, as set forth in the Contract and as may be amended by Change Order or adjusted for an Allowance. The Contract Price is not subject to adjustment due to inflation or due to the increased cost of labor, material, supplies or equipment following submission of the Bid Proposal.

Contract Time means the time specified for complete performance of the Work, as set forth in the Contract and as may be amended by Change Order.

Contractor means the individual, partnership, corporation, or joint-venture that has signed the Contract with City to perform the Work.

Day means a calendar day unless otherwise specified.

Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 10
Design Professional means the licensed individual(s) or firm(s) retained by City to provide architectural, engineering, or electrical engineering design services for the Project. If no Design Professional has been retained for this Project, any reference to Design Professional is deemed to refer to the Engineer.

DIR means the California Department of Industrial Relations.

Drawings has the same meaning as Plans.

Engineer means the City Engineer for the City of San Rafael and his or her authorized delegees.

Excusable Delay is defined in Section 5.3(B), Excusable Delay.

Extra Work means new or unforeseen work added to the Project, as determined by the Engineer in his or her sole discretion, including Work that was not part of or incidental to the scope of the Work when the Contractor’s bid was submitted; Work that is substantially different from the Work as described in the Contract Documents at bid time; or Work that results from a substantially differing and unforeseeable condition.

Final Completion means Contractor has fully completed all of the Work required by the Contract Documents to the City’s satisfaction, including all punch list items and any required commissioning or training, and has provided the City with all required submittals, including the instructions and manuals, product warranties, and as-built drawings.

Final Payment means payment to Contractor of the unpaid Contract Price, including release of undisputed retention, less amounts withheld or deducted pursuant to the Contract Documents.

Furnish means to purchase and deliver for the Project.

Government Code Claim means a claim submitted pursuant to California Government Code § 900 et seq.

Hazardous Materials means any substance or material identified now or in the future as hazardous under any Laws, or any other substance or material that may be considered hazardous or otherwise subject to Laws governing handling, disposal, or cleanup.

Including, whether or not capitalized, means “including, but not limited to,” unless the context clearly requires otherwise.

Inspector means the individual(s) or firm(s) retained or employed by City to inspect the workmanship, materials, and manner of construction of the Project and its components to ensure compliance with the Contract Documents and all Laws.

Install means to fix in place for materials, and to fix in place and connect for equipment.

Laws means all applicable local, state, and federal laws, regulations, rules, codes, ordinances, permits, orders, and the like enacted or imposed by or under the auspices of any governmental entity with jurisdiction over any of the Work or any performance of the Work, including health and safety requirements.

Non-Excusable Delay is defined in Section 5.3(D), Non-Excusable Delay.

Plans means the City-provided plans, drawings, details, or graphical depictions of the Project requirements, but does not include Shop Drawings.

Project means the public works project referenced in the Contract.

Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 11
Project Manager means the individual designated by City to oversee and manage the Project on City’s behalf and may include his or her authorized delegee(s) when the Project Manager is unavailable. If no Project Manager has been designated for this Project, any reference to Project Manager is deemed to refer to the Engineer.

Recoverable Costs is defined in Section 5.3(F), Recoverable Costs.

Request for Information or RFI means Contractor’s written request for information about the Contract Documents, the Work or the Project, submitted to City in the manner and format specified by City.

Section, when capitalized in these General Conditions, means a numbered section or subsection of the General Conditions, unless the context clearly indicates otherwise.

Shop Drawings means drawings, plan details or other graphical depictions prepared by or on behalf of Contractor, and subject to City acceptance, which are intended to provide details for fabrication, installation, and the like, of items required by or shown in the Plans or Specifications.

Specialty Work means Work that must be performed by a specialized Subcontractor with the specified license or other special certification, and that the Contractor is not qualified to selfperform.

Specifications means the technical, text specifications describing the Project requirements, which are prepared for and incorporated into the Contract by or on behalf of City, and does not include the Contract, General Conditions or Special Conditions.

Subcontractor means an individual, partnership, corporation, or joint-venture retained by Contractor directly or indirectly through a subcontract to perform a specific portion of the Work.

The term Subcontractor applies to subcontractors of all tiers, unless otherwise indicated by the context. A third party such as a utility performing related work on the Project is not a Subcontractor, even if Contractor must coordinate its Work with the third party.

Technical Specifications has the same meaning as Specifications.

Work means all of the construction and services necessary for or incidental to completing the Project in conformance with the requirements of the Contract Documents.

Work Day or Working Day, whether or not capitalized, means a weekday when the City is open for business, and does not include holidays observed by the City.

Worksite means the place or places where the Work is performed, which includes, but may extend beyond the Project site, including separate locations for staging, storage, or fabrication.

Article 2 - Roles and Responsibilities

2.1 City.
(A) City Council. The City Council has final authority in all matters affecting the Project, except to the extent it has delegated authority to the Engineer. (B) Engineer. The Engineer, acting within the authority conferred by the City Council, is responsible for administration of the Project on behalf of City, including authority to provide directions to the Design Professional and to Contractor to ensure proper and timely completion of the Project. The Engineer’s decisions are final and Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 12
conclusive within the scope of his or her authority, including interpretation of the Contract Documents.
(C) Project Manager. The Project Manager assigned to the Project will be the primary point of contact for the Contractor and will serve as City’s representative for daily administration of the Project on behalf of City. Unless otherwise specified, all of Contractor’s communications to City (in any form) will go to or through the Project Manager. City reserves the right to reassign the Project Manager role at any time or to delegate duties to additional City representatives, without prior notice to or consent of Contractor.
(D) Design Professional. The Design Professional is responsible for the overall design of the Project and, to the extent authorized by City, may act on City’s behalf to ensure performance of the Work in compliance with the Plans and Specifications, including any design changes authorized by Change Order. The Design Professional’s duties may include review of Contractor’s submittals, visits to any Worksite, inspecting the Work, evaluating test and inspection results, and participation in Project-related meetings, including any pre-construction conference, weekly meetings, and coordination meetings. The Design Professional’s interpretation of the Plans or Specifications is final and conclusive.

2.2 Contractor.
(A) General. Contractor must provide all labor, materials, supplies, equipment, services, and incidentals necessary to perform and timely complete the Work in strict accordance with the Contract Documents, and in an economical and efficient manner in the best interests of City, and with minimal inconvenience to the public. (B) Responsibility for the Work and Risk of Loss. Contractor is responsible for supervising and directing all aspects of the Work to facilitate the efficient and timely completion of the Work. Contractor is solely responsible for and required to exercise full control over the Work, including the construction means, methods, techniques, sequences, procedures, safety precautions and programs, and coordination of all portions of the Work with that of all other contractors and Subcontractors, except to the extent that the Contract Documents provide other specific instructions. Contractor’s responsibilities extend to any plan, method or sequence suggested, but not required by City or specified in the Contract Documents. From the date of commencement of the Work until either the date on which City formally accepts the Project or the effective date of termination of the Contract, whichever is later, Contractor bears all risks of injury or damage to the Work and the materials and equipment delivered to any Worksite, by any cause including fire, earthquake, wind, weather, vandalism or theft. (C) Project Administration. Contractor must provide sufficient and competent administration, staff, and skilled workforce necessary to perform and timely complete the Work in accordance with the Contract Documents. Before starting the Work, Contractor must designate in writing and provide complete contact information, including telephone numbers and email address, for the officer or employee in Contractor’s organization who is to serve as Contractor’s primary representative for the Project, and who has authority to act on Contractor’s behalf. A Subcontractor may not serve as Contractor’s primary representative.
(D) On-Site Superintendent. Contractor must, at all times during performance of the Work, provide a qualified and competent full-time superintendent acceptable to City, and assistants as necessary, who must be physically present at the Project site while any aspect of the Work is being performed. The superintendent must have full authority to act and communicate on behalf of Contractor, and Contractor will be bound by the Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 13
superintendent’s communications to City. City’s approval of the superintendent is required before the Work commences. If City is not satisfied with the superintendent’s performance, City may request a qualified replacement of the superintendent. Failure to comply may result in temporary suspension of the Work, at Contractor’s sole expense and with no extension of Contract Time, until an approved superintendent is physically present to supervise the Work. Contractor must provide written notice to City, as soon as practicable, before replacing the superintendent.
(E) Standards. Contractor must, at all times, ensure that the Work is performed in an efficient, skillful manner following best practices and in full compliance with the Contract Documents and Laws and applicable manufacturer’s recommendations.

Contractor has a material and ongoing obligation to provide true and complete information, to the best of its knowledge, with respect to all records, documents, or communications pertaining to the Project, including oral or written reports, statements, certifications, Change Order requests, or Claims.
(F) Meetings. Contractor, its project manager, superintendent and any primary Subcontractors requested by City, must attend a pre-construction conference, if requested by City, as well as weekly Project progress meetings scheduled with City. If applicable, Contractor may also be required to participate in coordination meetings with other parties relating to other work being performed on or near the Project site or in relation to the Project, including work or activities performed by City, other contractors, or other utility owners.
(G) Construction Records. Contractor will maintain up-to-date, thorough, legible, and dated daily job reports, which document all significant activity on the Project for each day that Work is performed on the Project. The daily report for each day must include the number of workers at the Project site; primary Work activities; major deliveries; problems encountered, including injuries, if any; weather and site conditions; and delays, if any.

Contractor will take date and time-stamped photographs to document general progress of the Project, including site conditions prior to construction activities, before and after photographs at offset trench laterals, existing improvements and utilities, damage and restoration. Contractor will maintain copies of all subcontracts, Project-related correspondence with Subcontractors, and records of meetings with Subcontractors. Upon request by the City, Contractor will permit review of and/or provide copies of any of these construction records.
(H) Responsible Party. Contractor is solely responsible to City for the acts or omissions of any Subcontractors, or any other party or parties performing portions of the Work or providing equipment, materials or services for or on behalf of Contractor or the Subcontractors. Upon City’s written request, Contractor must promptly and permanently remove from the Project, at no cost to City, any employee or Subcontractor or employee of a Subcontractor who the Engineer has determined to be incompetent, intemperate or disorderly, or who has failed or refused to perform the Work as required under the Contract Documents.
(I) Correction of Defects. Contractor must promptly correct, at Contractor’s sole expense, any Work that is determined by City to be deficient or defective in any way, including workmanship, materials, parts or equipment. Workmanship, materials, parts or equipment that do not conform to the requirements under the Plans, Specifications and every other Contract Document, as determined by City, will be considered defective and subject to rejection. Contractor must also promptly correct, at Contractor’s sole expense, any Work performed beyond the lines and grades shown on the Plans or established by City, and any Extra Work performed without City’s prior written approval. If Contractor fails to correct or to take reasonable steps toward correcting defective Work within five days following notice from City, or within the time specified in City’s notice to correct, City Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 14
may elect to have the defective Work corrected by its own forces or by a third party, in which case the cost of correction will be deducted from the Contract Price. If City elects to correct defective Work due to Contractor’s failure or refusal to do so, City or its agents will have the right to take possession of and use any equipment, supplies, or materials available at the Project site or any Worksite on City property, in order to effectuate the correction, at no extra cost to City. Contractor’s warranty obligations under Section 11.2, Warranty, will not be waived nor limited by City’s actions to correct defective Work under these circumstances. Alternatively, City may elect to retain defective Work, and deduct the difference in value, as determined by the Engineer, from payments otherwise due to Contractor. This paragraph applies to any defective Work performed by Contractor during the one-year warranty period under Section 11.2.
(J) Contractor’s Records. Contractor must maintain all of its records relating to the Project in any form, including paper documents, photos, videos, electronic records, approved samples, and the construction records required pursuant to paragraph (G), above. Project records subject to this provision include complete Project cost records and records relating to preparation of Contractor’s bid, including estimates, take-offs, and price quotes or bids.
(1) Contractor’s cost records must include all supporting documentation, including original receipts, invoices, and payroll records, evidencing its direct costs to perform the Work, including, but not limited to, costs for labor, materials and equipment. Each cost record should include, at a minimum, a description of the expenditure with references to the applicable requirements of the Contract Documents, the amount actually paid, the date of payment, and whether the expenditure is part of the original Contract Price, related to an executed Change Order, or otherwise categorized by Contractor as Extra Work. Contractor’s failure to comply with this provision as to any claimed cost operates as a waiver of any rights to recover the claimed cost.
(2) Contractor must continue to maintain its Project-related records in an organized manner for a period of five years after City’s acceptance of the Project or following Contract termination, whichever occurs first. Subject to prior notice to Contractor, City is entitled to inspect or audit any of Contractor’s records relating to the Project during Contractor’s normal business hours. The record-keeping requirements set forth in this subsection 2.2(J) will survive expiration or termination of the Contract.
(K) Copies of Project Documents. Contractor and its Subcontractors must keep copies, at the Project site, of all Work-related documents, including the Contract, permit(s), Plans, Specifications, Addenda, Contract amendments, Change Orders, RFIs and RFI responses, Shop Drawings, as-built drawings, schedules, daily records, testing and inspection reports or results, and any related written interpretations. These documents must be available to City for reference at all times during construction of the Project.

2.3 Subcontractors.
(A) General. All Work which is not performed by Contractor with its own forces must be performed by Subcontractors. City reserves the right to approve or reject any and all Subcontractors proposed to perform the Work, for reasons including the subcontractor’s poor reputation, lack of relevant experience, financial instability, and lack of technical ability or adequate trained workforce. Each Subcontractor must obtain a City business license before performing any Work.

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(B) Contractual Obligations. Contractor must require each Subcontractor to comply with the provisions of the Contract Documents as they apply to the Subcontractor’s portion(s) of the Work, including the generally applicable terms of the Contract Documents, and to likewise bind their subcontractors. Contractor will provide that the rights that each Subcontractor may have against any manufacturer or supplier for breach of warranty or guarantee relating to items provided by the Subcontractor for the Project, will be assigned to City. Nothing in these Contract Documents creates a contractual relationship between a Subcontractor and City, but City is deemed to be a third-party beneficiary of the contract between Contractor and each Subcontractor. (C) Termination. If the Contract is terminated, each Subcontractor’s agreement must be assigned by Contractor to City, subject to the prior rights of any surety, but only if and to the extent that City accepts, in writing, the assignment by written notification, and assumes all rights and obligations of Contractor pursuant to each such subcontract agreement.
(D) Substitution of Subcontractor. If Contractor requests substitution of a listed Subcontractor under Public Contract Code § 4107, Contractor is solely responsible for all costs City incurs in responding to the request, including legal fees and costs to conduct a hearing, and any increased subcontract cost to perform the Work that was to be performed by the listed Subcontractor. If City determines that a Subcontractor is unacceptable to City based on the Subcontractor’s failure to satisfactorily perform its Work, or for any of the grounds for substitution listed in Public Contract Code § 4107(a), City may request removal of the Subcontractor from the Project. Upon receipt of a written request from City to remove a Subcontractor pursuant to this paragraph, Contractor will immediately remove the Subcontractor from the Project and, at no further cost to City, will either (1) self-perform the remaining Work to the extent that Contractor is duly licensed and qualified to do so, or (2) substitute a Subcontractor that is acceptable to City, in compliance with Public Contract Code § 4107, as applicable.

2.4 Coordination of Work.
(A) Concurrent Work. City reserves the right to perform, have performed, or permit performance of other work on or adjacent to the Project site while the Work is being performed for the Project. Contractor is responsible for coordinating its Work with other work being performed on or adjacent to the Project site, including by any utility companies or agencies, and must avoid hindering, delaying, or interfering with the work of other contractors, individuals, or entities, and must ensure safe and reasonable site access and use as required or authorized by City. To the full extent permitted by law, Contractor must hold harmless and indemnify City against any and all claims arising from or related to Contractor’s avoidable, negligent, or willful hindrance of, delay to, or interference with the work of any utility company or agency or another contractor or subcontractor.
(B) Coordination. If Contractor’s Work will connect or interface with work performed by others, Contractor is responsible for independently measuring and visually inspecting such work to ensure a correct connection and interface. Contractor is responsible for any failure by Contractor or its Subcontractors to confirm measurements before proceeding with connecting Work. Before proceeding with any portion of the Work affected by the construction or operations of others, Contractor must give the Project Manager prompt written notification of any defects Contractor discovers which will prevent the proper execution of the Work. Failure to give notice of any known or reasonably discoverable defects will be deemed acknowledgement by Contractor that the work of others is not defective and will not prevent the proper execution of the Work. Contractor must also promptly notify City if work performed by others, including work or activities performed by City’s own forces, is operating to hinder, delay, or interfere with Contractor’s timely Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 16
performance of the Work. City reserves the right to backcharge Contractor for any additional costs incurred due to Contractor’s failure to comply with the requirements in this Section 2.4.

2.5 Submittals. Unless otherwise specified, Contractor must submit to the Engineer for review and acceptance, all schedules, Shop Drawings, samples, product data, and similar submittals required by the Contract Documents, or upon request by the Engineer.

Unless otherwise specified, all submittals, including Requests for Information, are subject to the general provisions of this Section, as well as specific submittal requirements that may be included elsewhere in the Contract Documents, including the Special Conditions or Specifications. The Engineer may require submission of a submittal schedule at or before a pre-construction conference, as may be specified in the Notice to Proceed. (A) General. Contractor is responsible for ensuring that its submittals are accurate and conform to the Contract Documents.
(B) Time and Manner of Submission. Contractor must ensure that its submittals are prepared and delivered in a manner consistent with the current City-accepted schedule for the Work and within the applicable time specified in the Contract Documents, or if no time is specified, in such time and sequence so as not to delay the performance of the Work or completion of the Project.
(C) Required Contents. Each submittal must include the Project name and contract number, Contractor’s name and address, the name and address of any Subcontractor or supplier involved with the submittal, the date, and references to applicable Specification section(s) and/or drawing and detail number(s).
(D) Required Corrections. If corrections are required, Contractor must promptly make and submit any required corrections as specified in full conformance with the requirements of this Section, or other requirements that apply to that submittal. (E) Effect of Review and Acceptance. Review and acceptance of a submittal by City will not relieve Contractor from complying with the requirements of the Contract Documents. Contractor is responsible for any errors in any submittal, and review or acceptance of a submittal by City is not an assumption of risk or liability by City. (F) Enforcement. Any Work performed or any material furnished, installed, fabricated or used without City’s prior acceptance of a required submittal is performed or provided at Contractor’s risk, and Contractor may be required to bear the costs incident thereto, including the cost of removing and replacing such Work, repairs to other affected portions of the Work or material, and the cost of additional time or services required of City, including costs for the Design Professional, Project Manager, or Inspector. (G) Excessive RFIs. A RFI will be considered excessive or unnecessary if City determines that the explanation or response to the RFI is clearly and unambiguously discernable from the Contract Documents. City’s costs to review and respond to excessive or unnecessary RFIs may be deducted from payments otherwise due to Contractor.

2.6 Shop Drawings. When Shop Drawings are required by the Specifications or requested by the Engineer, they must be prepared according to best practices at Contractor’s expense. The Shop Drawings must be of a size and scale to clearly show all necessary details. Unless otherwise specified by City, Shop Drawings must be provided to the Engineer for review and acceptance at least 30 days before the Work will be performed.

If City requires changes, the corrected Shop Drawings must be resubmitted to the Engineer for review within the time specified by the Engineer. For all Project components Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 17
requiring Shop Drawings, Contractor will not furnish materials or perform any Work until the Shop Drawings for those components are accepted by City. Contractor is responsible for any errors or omissions in the Shop Drawings, shop fits and field corrections; any deviations from the Contract Documents; and for the results obtained by the use of Shop Drawings. Acceptance of Shop Drawings by City does not relieve Contractor of Contractor’s responsibility.

2.7 Access to Work. Contractor must afford prompt and safe access to any Worksite by City and its employees, agents, or consultants authorized by City; and upon request by City, Contractor must promptly arrange for City representatives to visit or inspect manufacturing sites or fabrication facilities for items to be incorporated into the Work.

2.8 Personnel. Contractor and its Subcontractors must employ only competent and skillful personnel to perform the Work. Contractor and its Subcontractor’s supervisors, security or safety personnel, and employees who have unescorted access to the Project site must possess proficiency in English sufficient to read, understand, receive, and implement oral or written communications or instructions relating to their respective job functions, including safety and security requirements. Upon written notification from the Engineer, Contractor and its Subcontractors must immediately discharge any personnel who are incompetent, disorderly, disruptive, threatening, abusive, or profane, or otherwise refuse or fail to comply with the requirements of the Contract Documents or Laws, including Laws pertaining to health and safety. Any such discharged personnel may not be reemployed or permitted on the Project in any capacity without City’s prior written consent.

Article 3 - Contract Documents

3.1 Interpretation of Contract Documents.
(A) Plans and Specifications. The Plans and Specifications included in the Contract Documents are complementary. If Work is shown on one but not on the other, Contractor must perform the Work as though fully described on both, consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. The Plans and Specifications are deemed to include and require everything necessary and reasonably incidental to completion of the Work, whether or not particularly mentioned or shown. Contractor must perform all Work and services and supply all things reasonably related to and inferable from the Contract Documents. In the event of a conflict between the Plans and Specifications, the Specifications will control, unless the drawing(s) at issue are dated later than the Specification(s) at issue. Detailed drawings take precedence over general drawings, and large-scale drawings take precedence over smaller scale drawings. Any arrangement or division of the Plans and Specifications into sections is for convenience and is not intended to limit the Work required by separate trades. A conclusion presented in the Plans or Specifications is only a recommendation. Actual locations and depths must be determined by Contractor’s field investigation. Contractor may request access to underlying or background information in City’s possession that is necessary for Contractor to form its own conclusions. (B) Duty to Notify and Seek Direction. If Contractor becomes aware of a changed condition in the Project, or of any ambiguity, conflict, inconsistency, discrepancy, omission, or error in the Contract Documents, including the Plans or Specifications, Contractor must promptly submit a Request for Information to the Engineer and wait for a response from City before proceeding further with the related Work. The RFI must notify City of the issue and request clarification, interpretation or direction. The Engineer’s clarification, interpretation or direction will be final and binding on Contractor. If Contractor proceeds with the related Work before obtaining City’s response, Contractor will be responsible for any resulting costs, including the cost of correcting any incorrect or Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 18
defective Work that results. Timely submission of a clear and complete RFI is essential to avoiding delay. Delay resulting from Contractor’s failure to submit a timely and complete RFI to the Engineer is Non-Excusable Delay. If Contractor believes that City’s response to an RFI justifies a change to the Contract Price or Contract Time, Contractor must perform the Work as directed, but may submit a timely Change Order request in accordance with the Contract Documents. (See Article 5 and 6.) (C) Figures and Dimensions. Figures control over scaled dimensions. (D) Technical or Trade Terms. Any terms that have well-known technical or trade meanings will be interpreted in accordance with those meanings, unless otherwise specifically defined in the Contract Documents.
(E) Measurements. Contractor must verify all relevant measurements in the Contract Documents and at the Project site before ordering any material or performing any Work, and will be responsible for the correctness of those measurements or for costs that could have been avoided by independently verifying measurements. (F) Compliance with Laws. The Contract Documents are intended to comply with Laws and will be interpreted to comply with Laws.

3.2 Order of Precedence. Information included in one Contract Document but not in another will not be considered a conflict or inconsistency. Unless otherwise specified in the Special Conditions, in case of any conflict or inconsistency among the Contract Documents, the following order of precedence will apply, beginning from highest to lowest, with the most recent version taking precedent over an earlier version:
(A) Change Orders;
(B) Addenda;
(C) Contract;
(D) Notice to Proceed;
(E) Attachment B – Federal Contract Requirements (only if used); (F) Special Conditions;
(G) General Conditions;
(H) Payment and Performance Bonds;
(I) Specifications;
(J) Plans;
(K) Notice of Potential Award;
(L) Notice Inviting Bids;
(M) Attachment A – Federal Bidding Requirements (only if used); (N) Instructions to Bidders;
(O) Contractor’s Bid Proposal and attachments;
(P) the City’s standard specifications, as applicable; and (Q) Any generic documents prepared by and on behalf of a third party, that were not prepared specifically for this Project, such as the Caltrans Standard Specifications or Caltrans Special Provisions.

3.3 Caltrans Standard Specifications. Any reference to or incorporation of the Standard Specifications of the State of California, Department of Transportation (“Caltrans”), including “Standard Specifications,” “Caltrans Specifications,” “State Specifications,” or “CSS,” means the most current edition of Caltrans’ Standard Specifications, unless otherwise specified (“Caltrans Standard Specifications”), including the most current amendments as of the date that Contractor’s bid was submitted for this Project. The following provisions apply to use of or reference to the Caltrans Standard Specifications or Special Provisions:

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(A) Limitations. The “General Provisions” of the Caltrans Standard Specifications, i.e., sections 1 through 9, do not apply to these Contract Documents with the exception of any specific provisions, if any, which are expressly stated to apply to these Contract Documents.
(B) Conflicts or Inconsistencies. If there is a conflict or inconsistency between any provision in the Caltrans Standard Specifications or Special Provisions and a provision of these Contract Documents, as determined by City, the provision in the Contract Documents will govern.
(C) Meanings. Terms used in the Caltrans Standard Specifications or Special Provisions are to be interpreted as follows:
(1) Any reference to the “Engineer” is deemed to mean the City Engineer. (2) Any reference to the “Special Provisions” is deemed to mean the Special Conditions, unless the Caltrans Special Provisions are expressly included in the Contract Documents listed in Section 2 of the Contract. (3) Any reference to the “Department” or “State” is deemed to mean City.

3.4 For Reference Only. Contractor is responsible for the careful review of any document, study, or report provided by City or appended to the Contract Documents solely for informational purposes and identified as “For Reference Only.” Nothing in any document, study, or report so appended and identified is intended to supplement, alter, or void any provision of the Contract Documents. Contractor is advised that City or its representatives may be guided by information or recommendations included in such reference documents, particularly when making determinations as to the acceptability of proposed materials, methods, or changes in the Work. Any record drawings or similar final or accepted drawings or maps that are not part of the Contract Documents are deemed to be For Reference Only. The provisions of the Contract Documents are not modified by any perceived or actual conflict with provisions in any document that is provided For Reference Only.

3.5 Current Versions. Unless otherwise specified by City, any reference to standard specifications, technical specifications, or any City or state codes or regulations means the latest specification, code or regulation in effect at the time the Contract is signed.

3.6 Conformed Copies. If City prepares a conformed set of the Contract Documents following award of the Contract, it will provide Contractor with two hard copy (paper) sets and one copy of the electronic file in PDF format. It is Contractor’s responsibility to ensure that all Subcontractors, including fabricators, are provided with the conformed set of the Contract Documents at Contractor’s sole expense.

3.7 Ownership. No portion of the Contract Documents may be used for any purpose other than construction of the Project, without prior written consent from City. Contractor is deemed to have conveyed the copyright in any designs, drawings, specifications, Shop Drawings, or other documents (in paper or electronic form) developed by Contractor for the Project, and City will retain all rights to such works, including the right to possession.

Article 4 - Bonds, Indemnity, and Insurance

4.1 Payment and Performance Bonds. Within ten days following issuance of the Notice of Potential Award, Contractor is required to provide a payment bond and a performance bond, each in the penal sum of not less than 100% of the Contract Price, and each Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 20
executed by Contractor and its surety using the bond forms included with the Contract Documents.
(A) Surety. Each bond must be issued and executed by a surety admitted in California. If an issuing surety cancels the bond or becomes insolvent, within seven days following written notice from City, Contractor must substitute a surety acceptable to City.

If Contractor fails to substitute an acceptable surety within the specified time, City may, at its sole discretion, withhold payment from Contractor until the surety is replaced to City’s satisfaction, or terminate the Contract for default.
(B) Supplemental Bonds for Increase in Contract Price. If the Contract Price increases during construction by five percent or more over the original Contract Price, Contractor must provide supplemental or replacement bonds within ten days of written notice from City pursuant to this Section, covering 100% of the increased Contract Price and using the bond forms included with the Contract Documents.

4.2 Indemnity. To the fullest extent permitted by law, Contractor must indemnify, defend, and hold harmless City, its Council, officers, officials, employees, agents, volunteers, and consultants (individually, an “Indemnitee,” and collectively the “Indemnitees”) from and against any and all liability, loss, damage, claims, causes of action, demands, charges, fines, costs, and expenses (including, without limitation, attorney fees, expert witness fees, paralegal fees, and fees and costs of litigation or arbitration) (collectively, “Liability”) of every nature arising out of or in connection with the acts or omissions of Contractor, its employees, Subcontractors, representatives, or agents, in bidding or performing the Work or in failing to comply with any obligation of Contractor under the Contract, except such Liability caused by the active negligence, sole negligence, or willful misconduct of an Indemnitee. This indemnity requirement applies to any Liability arising from alleged defects in the content or manner of submission of Contractor’s bid for the Contract.

Contractor’s failure or refusal to timely accept a tender of defense pursuant to this Contract will be deemed a material breach of the Contract. City will timely notify Contractor upon receipt of any third-party claim relating to the Contract, as required by Public Contract Code § 9201. Contractor waives any right to express or implied indemnity against any Indemnitee. Contractor’s indemnity obligations under this Contract will survive the expiration or any early termination of the Contract.

4.3 Insurance. No later than ten days following issuance of the Notice of Potential Award, Contractor must procure and provide proof of the insurance coverage required by this Section in the form of certificates and endorsements acceptable to City. The required insurance must cover the activities of Contractor and its Subcontractors relating to or arising from the performance of the Work, and must remain in full force and effect at all times during the period covered by the Contract, through the date of City’s acceptance of the Project. All required insurance must be issued by a company licensed to do business in the State of California, and each such insurer must have an A.M. Best’s financial strength rating of “A” or better and a financial size rating of “VIII” or better. If Contractor fails to provide any of the required coverage in full compliance with the requirements of the Contract Documents, City may, at its sole discretion, purchase such coverage at Contractor’s expense and deduct the cost from payments due to Contractor, or terminate the Contract for default. The procurement of the required insurance will not be construed to limit Contractor’s liability under this Contract or to fulfill Contractor’s indemnification obligations under this Contract.
(A) Policies and Limits. The following insurance policies and limits are required for this Contract, unless otherwise specified in the Special Conditions:
(1) Commercial General Liability (“CGL”) Insurance: The CGL insurance policy must be issued on an occurrence basis, written on a comprehensive general Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 21
liability form, and must include coverage for liability arising from Contractor’s or its Subcontractor’s acts or omissions in the performance of the Work, including contractor’s protected coverage, contractual liability, products and completed operations, and broad form property damage, with limits of at least $2,000,000 per occurrence and at least $4,000,000 general aggregate. The CGL insurance coverage may be arranged under a single policy for the full limits required or by a combination of underlying policies with the balance provided by excess or umbrella policies, provided each such policy complies with the requirements set forth in this Section, including required endorsements. (2) Automobile Liability Insurance: The automobile liability insurance policy must provide coverage of at least $2,000,000 combined single-limit per accident for bodily injury, death, or property damage, including hired and non-owned auto liability.
(3) Workers’ Compensation Insurance and Employer’s Liability: The workers’ compensation and employer’s liability insurance policy must comply with the requirements of the California Labor Code, providing coverage of at least $1,000,000 or as otherwise required by the statute. If Contractor is self-insured, Contractor must provide its Certificate of Permission to Self-Insure, duly authorized by the DIR.
(4) Pollution Liability Insurance: The pollution liability insurance policy must be issued on an occurrence basis, providing coverage of at least $2,000,000 for all loss arising out of claims for bodily injury, death, property damage, or environmental damage caused by pollution conditions resulting from the Work. (5) Builder’s Risk Insurance: The builder’s risk insurance policy must be issued on an occurrence basis, for all-risk or “all perils” coverage on a 100% completed value basis on the insurable portion of the Project for the benefit of City. (B) Notice. Each certificate of insurance must state that the coverage afforded by the policy or policies will not be reduced, cancelled or allowed to expire without at least 30 days written notice to City, unless due to non-payment of premiums, in which case ten days written notice must be made to City.
(C) Waiver of Subrogation. Each required policy must include an endorsement providing that the carrier will waive any right of subrogation it may have against City. (D) Required Endorsements. The CGL policy, automobile liability policy, pollution liability policy, and builder’s risk policy must include the following specific endorsements:
(1) The City, including its Council, officials, officers, employees, agents, volunteers and consultants (collectively, “Additional Insured”) must be named as an additional insured for all liability arising out of the operations by or on behalf of the named insured, and the policy must protect the Additional Insured against any and all liability for personal injury, death or property damage or destruction arising directly or indirectly in the performance of the Contract. The additional insured endorsement must be provided using ISO form CG 20 10 11 85 or an equivalent form approved by the City.
(2) The inclusion of more than one insured will not operate to impair the rights of one insured against another, and the coverages afforded will apply as though separate policies have been issued to each insured.

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(3) The insurance provided by Contractor is primary and no insurance held or owned by any Additional Insured may be called upon to contribute to a loss. (4) This policy does not exclude explosion, collapse, underground excavation hazard, or removal of lateral support.
(E) Contractor’s Responsibilities. This Section 4.3 establishes the minimum requirements for Contractor’s insurance coverage in relation to this Project, but is not intended to limit Contractor’s ability to procure additional or greater coverage. Contractor is responsible for its own risk assessment and needs and is encouraged to consult its insurance provider to determine what coverage it may wish to carry beyond the minimum requirements of this Section. Contractor is solely responsible for the cost of its insurance coverage, including premium payments, deductibles, or self-insured retentions, and no Additional Insured will be responsible or liable for any of the cost of Contractor’s insurance coverage.
(F) Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions that apply to the required insurance (collectively, “deductibles”) in excess of $100,000 are subject to approval by the City’s Risk Manager, acting in his or her sole discretion, and must be declared by Contractor when it submits its certificates of insurance and endorsements pursuant to this Section 4.3. If the City’s Risk Manager determines that the deductibles are unacceptably high, at City’s option, Contractor must either reduce or eliminate the deductibles as they apply to City and all required Additional Insured; or must provide a financial guarantee, to City’s satisfaction, guaranteeing payment of losses and related investigation, claim administration, and legal expenses. (G) Subcontractors. Contractor must ensure that each Subcontractor is required to maintain the same insurance coverage required under this Section 4.3, with respect to its performance of Work on the Project, including those requirements related to the Additional Insureds and waiver of subrogation, but excluding pollution liability or builder’s risk insurance unless otherwise specified in the Special Conditions. A Subcontractor may be eligible for reduced insurance coverage or limits, but only to the extent approved in writing in advance by the City’s Risk Manager. Contractor must confirm that each Subcontractor has complied with these insurance requirements before the Subcontractor is permitted to begin Work on the Project. Upon request by the City, Contractor must provide certificates and endorsements submitted by each Subcontractor to prove compliance with this requirement. The insurance requirements for Subcontractors do not replace or limit the Contractor’s insurance obligations.

Article 5 - Contract Time

5.1 Time is of the Essence. Time is of the essence in Contractor’s performance and completion of the Work, and Contractor must diligently prosecute the Work and complete it within the Contract Time.
(A) General. Contractor must commence the Work on the date indicated in the Notice to Proceed and must fully complete the Work in strict compliance with all requirements of the Contract Documents and within the Contract Time. Contractor may not begin performing the Work before the date specified in the Notice to Proceed. (B) Authorization. Contractor is not entitled to compensation or credit for any Work performed before the date specified in the Notice to Proceed, with the exception of any schedules, submittals, or other requirements, if any, that must be provided or performed before issuance of the Notice to Proceed.

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(C) Rate of Progress. Contractor and its Subcontractors must, at all times, provide workers, materials, and equipment sufficient to maintain the rate of progress necessary to ensure full completion of the Work within the Contract Time. If City determines that Contractor is failing to prosecute the Work at a sufficient rate of progress, City may, in its sole discretion, direct Contractor to provide additional workers, materials, or equipment, or to work additional hours or days without additional cost to City, in order to achieve a rate of progress satisfactory to City. If Contractor fails to comply with City’s directive in this regard, City may, at Contractor’s expense, separately contract for additional workers, materials, or equipment or use City’s own forces to achieve the necessary rate of progress. Alternatively, City may terminate the Contract based on Contractor’s default.

5.2 Schedule Requirements. Contractor must prepare all schedules using standard, commercial scheduling software acceptable to the Engineer, and must provide the schedules in electronic and paper form as requested by the Engineer. In addition to the general scheduling requirements set forth below, Contractor must also comply with any scheduling requirements included in the Special Conditions or in the Technical Specifications.
(A) Baseline (As-Planned) Schedule. Within ten calendar days following City’s issuance of the Notice to Proceed (or as otherwise specified in the Notice to Proceed), Contractor must submit to City for review and acceptance a baseline (as-planned) schedule using critical path methodology showing in detail how Contractor plans to perform and fully complete the Work within the Contract Time, including labor, equipment, materials and fabricated items. The baseline schedule must show the order of the major items of Work and the dates of start and completion of each item, including when the materials and equipment will be procured. The schedule must also include the work of all trades, reflecting anticipated labor or crew hours and equipment loading for the construction activities, and must be sufficiently comprehensive and detailed to enable progress to be monitored on a day-by-day basis. For each activity, the baseline schedule must be dated, provided in the format specified in the Contract Documents or as required by City, and must include, at a minimum, a description of the activity, the start and completion dates of the activity, and the duration of the activity. (1) Specialized Materials Ordering. Within five calendar days following issuance of the Notice to Proceed, Contractor must order any specialized material or equipment for the Work that is not readily available from material suppliers.

Contractor must also retain documentation of the purchase order date(s). (B) City’s Review of Schedules. City will review and may note exceptions to the baseline schedule, and to the progress schedules submitted as required below, to assure completion of the Work within the Contract Time. Contractor is solely responsible for resolving any exceptions noted in a schedule and, within seven days, must correct the schedule to address the exceptions. City’s review or acceptance of Contractor’s schedules will not operate to waive or limit Contractor’s duty to complete the Project within the Contract Time, nor to waive or limit City’s right to assess liquidated damages for Contractor’s unexcused failure to do so.
(C) Progress Schedules. After City accepts the final baseline schedule with no exceptions, Contractor must submit an updated progress schedule and three-week lookahead schedule, in the format specified by City, for review and acceptance with each application for a progress payment, or when otherwise specified by City, until completion of the Work. The updated progress schedule must: show how the actual progress of the Work as constructed to date compares to the baseline schedule; reflect any proposed changes in the construction schedule or method of operations, including to achieve Project milestones within the Contract Time; and identify any actual or potential impacts Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 24
to the critical path. Contractor must also submit periodic reports to City of any changes in the projected material or equipment delivery dates for the Project. (1) Float. The progress schedule must show early and late completion dates for each task. The number of days between those dates will be designated as the “float.” Any float belongs to the Project and may be allocated by the Engineer to best serve timely completion of the Project.
(2) Failure to Submit Schedule. Reliable, up-to-date schedules are essential to efficient and cost-effective administration of the Project and timely completion. If Contractor fails to submit a schedule within the time periods specified in this Section, or submits a schedule to which City has noted exceptions that are not corrected, City may withhold up to ten percent from payment(s) otherwise due to Contractor until the exceptions are resolved, the schedule is corrected and resubmitted, and City has accepted the schedule. In addition, Contractor’s failure to comply with the schedule requirements in this Section 5.2 will be deemed a material default and a waiver of any claims for Excusable Delay or loss of productivity arising during any period when Contractor is out of compliance, subject only to the limits of Public Contract Code § 7102. (D) Recovery Schedule. If City determines that the Work is more than one week behind schedule, within seven days following written notice of such determination, Contractor must submit a recovery schedule, showing how Contractor intends to perform and complete the Work within the Contract Time, based on actual progress to date. (E) Effect of Acceptance. Contractor and its Subcontractors must perform the Work in accordance with the most current City-accepted schedule unless otherwise directed by City. City’s acceptance of a schedule does not operate to extend the time for completion of the Work or any component of the Work, and will not affect City’s right to assess liquidated damages for Contractor’s unexcused delay in completing the Work within the Contract Time.
(F) Posting. Contractor must at all times prominently post a copy of the most current City-accepted progress or recovery schedule in its on-site office. (G) Reservation of Rights. City reserves the right to direct the sequence in which the Work must be performed or to make changes in the sequence of the Work in order to facilitate the performance of work by City or others, or to facilitate City’s use of its property. The Contract Time or Contract Price may be adjusted to the extent such changes in sequence actually increase or decrease Contractor’s time or cost to perform the Work.
(H) Authorized Working Days and Times. Contractor is limited to working Monday through Friday, excluding holidays, during City’s normal business hours, except as provided in the Special Conditions or as authorized in writing by City. City reserves the right to charge Contractor for additional costs incurred by City due to Work performed on days or during hours not expressly authorized in the Contract Documents, including reimbursement of costs incurred for inspection, testing, and construction management services.

5.3 Delay and Extensions of Contract Time.
(A) Notice of Delay. If Contractor becomes aware of any actual or potential delay affecting the critical path, Contractor must promptly notify the Engineer in writing, regardless of the nature or cause of the delay, so that City has a reasonable opportunity to mitigate or avoid the delay.

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(B) Excusable Delay. The Contract Time may be extended if Contractor encounters “Excusable Delay,” which is an unavoidable delay in completing the Work within the Contract Time due to causes completely beyond Contractor’s control, and which Contractor could not have avoided or mitigated through reasonable care, planning, foresight, and diligence, provided that Contractor is otherwise fully performing its obligations under the Contract Documents. Grounds for Excusable Delay may include fire, natural disasters including earthquake or unusually severe weather, acts of terror or vandalism, epidemic, unforeseeable adverse government actions, unforeseeable actions of third parties, encountering unforeseeable hazardous materials, unforeseeable site conditions, or suspension for convenience under Article 13. The Contract Time will not be extended based on circumstances which will not unavoidably delay completing the Work within the Contract Time based on critical path analysis. (C) Weather Delays. A “Weather Delay Day” is a Working Day during which Contractor and its forces, including Subcontractors, are unable to perform more than 40% of the critical path Work scheduled for that day due to adverse weather conditions which impair the ability to safely or effectively perform the scheduled critical path Work that day.

Adverse weather conditions may include rain, saturated soil, and Project site clean-up required due to adverse weather. Determination of what constitutes critical path Work scheduled for that day will be based on the most current, City-approved schedule.

Contractor will be entitled to a non-compensable extension of the Contract Time for each Weather Delay Day in excess of the normal Weather Delay Days within a given month as determined by reliable records, including monthly rainfall averages, for the preceding ten years (or as otherwise specified in the Special Conditions or Specifications). (1) Contractor must fully comply with the applicable procedures in Articles 5 and 6 of the General Conditions regarding requests to modify the Contract Time. (2) Contractor will not be entitled to an extension of time for a Weather Delay Day to the extent Contractor is responsible for concurrent delay on that day.
(3) Contractor must take reasonable steps to mitigate the consequences of Weather Delay Days, including prudent workforce management and protecting the Work, Project Site, materials, and equipment.
(D) Non-Excusable Delay. Delay which Contractor could have avoided or mitigated through reasonable care, planning, foresight and diligence is “Non-Excusable Delay.” Contractor is not entitled to an extension of Contract Time or any compensation for NonExcusable Delay, or for Excusable Delay that is concurrent with Non-Excusable Delay.

Non-Excusable Delay includes delay caused by:
(1) weather conditions which are normal for the location of the Project, as determined by reliable records, including monthly rainfall averages, for the preceding ten years;
(2) Contractor’s failure to order equipment and materials sufficiently in advance of the time needed for completion of the Work within the Contract Time; (3) Contractor’s failure to provide adequate notification to utility companies or agencies for connections or services necessary for completion of the Work within the Contract Time;
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(4) foreseeable conditions which Contractor could have ascertained from reasonably diligent inspection of the Project site or review of the Contract Documents or other information provided or available to Contractor; (5) Contractor’s failure, refusal, or financial inability to perform the Work within the Contract Time, including insufficient funds to pay its Subcontractors or suppliers;
(6) performance or non-performance by Contractor’s Subcontractors or suppliers;
(7) the time required to respond to excessive RFIs (see Section 2.5(G)); (8) delayed submission of required submittals, or the time required for correction and resubmission of defective submittals;
(9) time required for repair of, re-testing, or re-inspection of defective Work; (10) enforcement of Laws by City, or outside agencies with jurisdiction over the Work; or
(11) City’s exercise or enforcement of any of its rights or Contractor’s duties pursuant to the Contract Documents, including correction of defective Work, extra inspections or testing due to non-compliance with Contract requirements, safety compliance, environmental compliance, or rejection and return of defective or deficient submittals.
(E) Compensable Delay. Pursuant to Public Contract Code § 7102, in addition to entitlement to an extension of Contract Time, Contractor is entitled to compensation for costs incurred due to delay caused solely by City, when that delay is unreasonable under the circumstances involved and not within the contemplation of the parties (“Compensable Delay”). Contractor is not entitled to an extension of Contract Time or recovery of costs for Compensable Delay that is concurrent with Non-Excusable Delay.

Delay due to causes that are beyond the control of either City or Contractor, including Weather Delay Days, discovery of Historic or Archeological Items pursuant to Section

7.18, or the actions or inactions of third parties or other agencies, is not Compensable Delay, and will only entitle Contractor to an extension of time commensurate with the time lost due to such delay.
(F) Recoverable Costs. Contractor is not entitled to compensation for Excusable Delay unless it is Compensable Delay, as defined above. Contractor is entitled to recover only the actual, direct, reasonable, and substantiated costs (“Recoverable Costs”) for each working day that the Compensable Delay prevents Contractor from proceeding with more than 50% of the critical path Work scheduled for that day, based on the most recent progress schedule accepted by City. Recoverable Costs will not include home office overhead or lost profit.
(G) Request for Extension of Contract Time or Recoverable Costs. A request for an extension of Contract Time or any associated Recoverable Costs must be submitted in writing to City within ten calendar days of the date the delay is first encountered, even if the duration of the delay is not yet known at that time, or any entitlement to the Contract Time extension or to the Recoverable Costs will be deemed waived. In addition to complying with the requirements of this Article 5, the request must be submitted in compliance with the Change Order request procedures in Article 6 below. Strict compliance with these requirements is necessary to ensure that any delay or consequences of delay may be mitigated as soon as possible, and to facilitate cost- Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 27
efficient administration of the Project and timely performance of the Work. Any request for an extension of Contract Time or Recoverable Costs that does not strictly comply with all of the requirements of Article 5 and Article 6 will be deemed waived. (1) Required Contents. The request must include a detailed description of the cause(s) of the delay and must also describe the measures that Contractor has taken to mitigate the delay and/or its effects, including efforts to mitigate the cost impact of the delay, such as by workforce management or by a change in sequencing. If the delay is still ongoing at the time the request is submitted, the request should also include Contractor’s plan for continued mitigation of the delay or its effects.
(2) Delay Days and Costs. The request must specify the number of days of Excusable Delay claimed or provide a realistic estimate if the duration of the delay is not yet known. If Contractor believes it is entitled to Recoverable Costs for Compensable Delay, the request must specify the amount and basis for the Recoverable Costs that are claimed or provide a realistic estimate if the amount is not yet known. Any estimate of delay duration or cost must be updated in writing and submitted with all required supporting documentation as soon as the actual time and cost is known. The maximum extension of Contract Time will be the number of days, if any, by which an Excusable Delay or a Compensable Delay exceeds any concurrent Non-Excusable Delay. Contractor is entitled to an extension of Contract Time, or compensation for Recoverable Costs, only if, and only to the extent that, such delay will unavoidably delay Final Completion. (3) Supporting Documentation. The request must also include any and all supporting documentation necessary to evidence the delay and its actual impacts, including scheduling and cost impacts with a time impact analysis using critical path methodology and demonstrating the unavoidable delay to Final Completion. The time impact analysis must be submitted in a form or format acceptable to City.
(4) Burden of Proof. Contractor has the burden of proving that: the delay was an Excusable or Compensable Delay, as defined above; Contractor has fully complied with its scheduling obligations in Section 5.2, Schedule Requirements; Contractor has made reasonable efforts to mitigate the delay and its schedule and cost impacts; the delay will unavoidably result in delaying Final Completion; and any Recoverable Costs claimed by Contractor were actually incurred and were reasonable under the circumstances.
(5) Legal Compliance. Nothing in this Section 5.3 is intended to require the waiver, alteration, or limitation of the applicability of Public Contract Code § 7102. (6) No Waiver. Any grant of an extension of Contract Time, or compensation for Recoverable Costs due to Compensable Delay, will not operate as a waiver of City’s right to assess liquidated damages for Non-Excusable Delay. (7) Dispute Resolution. In the event of a dispute over entitlement to an extension of Contract Time or compensation for Recoverable Costs, Contractor may not stop Work pending resolution of the dispute, but must continue to comply with its duty to diligently prosecute the performance and timely completion of the Work. Contractor’s sole recourse for an unresolved dispute based on City’s rejection of a Change Order request for an extension of Contract Time or compensation for Recoverable Costs is to comply with the dispute resolution provisions set forth in Article 12 below.

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5.4 Liquidated Damages. It is expressly understood that if Final Completion is not achieved within the Contract Time, City will suffer damages from the delay that are difficult to determine and accurately specify. Pursuant to Public Contract Code § 7203, if Contractor fails to achieve Final Completion within the Contract Time due to Contractor’s NonExcusable Delay, City will charge Contractor in the amount specified in the Contract for each calendar day that Final Completion is delayed beyond the Contract Time, as liquidated damages and not as a penalty. Any waiver of accrued liquidated damages, in whole or in part, is subject to approval of the City Council or its authorized delegee. (A) Liquidated Damages. Liquidated damages will not be assessed for any Excusable or Compensable Delay, as set forth above.
(B) Milestones. Liquidated damages may also be separately assessed for failure to meet milestones specified elsewhere in the Contract Documents. (C) Setoff. City is entitled to deduct the amount of liquidated damages assessed against any payments otherwise due to Contractor, including progress payments, Final Payment, or unreleased retention. If there are insufficient Contract funds remaining to cover the full amount of liquidated damages assessed, City is entitled to recover the balance from Contractor or its performance bond surety. (D) Occupancy or Use. Occupancy or use of the Project in whole or in part prior to Final Completion does not constitute City’s acceptance of the Project and will not operate as a waiver of City’s right to assess liquidated damages for Contractor’s Non-Excusable Delay in achieving Final Completion.
(E) Other Remedies. City’s right to liquidated damages under this Section applies only to damages arising from Contractor’s Non-Excusable Delay or failure to complete the Work within the Contract Time. City retains its right to pursue all other remedies under the Contract for other types of damage, including damage to property or persons, costs or diminution in value from defective materials or workmanship, costs to repair or complete the Work, or other liability caused by Contractor.

Article 6 - Contract Modification

6.1 Contract Modification. Subject to the limited exception set forth in subsection (D) below, any change in the Work or the Contract Documents, including the Contract Price or Contract Time, will not be a valid and binding change to the Contract unless it is formalized in a Change Order, including a “no-cost” Change Order or a unilateral Change Order. Changes in the Work pursuant to this Article 6 will not operate to release, limit, or abridge Contractor’s warranty obligations pursuant to Article 11 or any obligations of Contractor’s bond sureties.
(A) City-Directed Changes. City may direct changes in the scope or sequence of Work or the requirements of the Contract Documents, without invalidating the Contract.

Such changes may include Extra Work as set forth in subsection (C) below, or deletion or modification of portions of the Work. Contractor must promptly comply with City-directed changes in the Work in accordance with the original Contract Documents, even if Contractor and City have not yet reached agreement as to adjustments to the Contract Price or Contract Time for the change in the Work or for the Extra Work. Contractor is not entitled to extra compensation for cost savings resulting from “value engineering” pursuant to Public Contract Code § 7101, except to the extent authorized in advance by City in writing, and subject to any applicable procedural requirements for submitting a proposal for value engineering cost savings.

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(B) Disputes. In the event of a dispute over entitlement to or the amount of a change in Contract Time or a change in Contract Price related to a City-directed change in the Work, Contractor must perform the Work as directed and may not delay its Work or cease Work pending resolution of the dispute, but must continue to comply with its duty to diligently prosecute the performance and timely completion of the Work, including the Work in dispute. Likewise, in the event that City and Contractor dispute whether a portion or portions of the Work are already required by the Contract Documents or constitute Extra Work, or otherwise dispute the interpretation of any portion(s) of the Contract Documents, Contractor must perform the Work as directed and may not delay its Work or cease Work pending resolution of the dispute, but must continue to comply with its duty to diligently prosecute the performance and timely completion of the Work, including the Work in dispute, as directed by City. If Contractor refuses to perform the Work in dispute, City may, acting in its sole discretion, elect to delete the Work from the Contract and reduce the Contract Price accordingly, and self-perform the Work or direct that the Work be performed by others. Alternatively, City may elect to terminate the Contract for convenience or for cause. Contractor’s sole recourse for an unresolved dispute related to changes in the Work or performance of any Extra Work is to comply with the dispute resolution provisions set forth in Article 12, below.
(C) Extra Work. City may direct Contractor to perform Extra Work related to the Project. Contractor must promptly perform any Extra Work as directed or authorized by City in accordance with the original Contract Documents, even if Contractor and City have not yet reached agreement on adjustments to the Contract Price or Contract Time for such Extra Work. If Contractor believes it is necessary to perform Extra Work due to changed conditions, Contractor must promptly notify the Engineer in writing, specifically identifying the Extra Work and the reason(s) the Contractor believes it is Extra Work. This notification requirement does not constitute a Change Order request pursuant to Section

6.2, below. Contractor must maintain detailed daily records that itemize the cost of each element of Extra Work, and sufficiently distinguish the direct cost of the Extra Work from the cost of other Work performed. For each day that Contractor performs Extra Work, or Work that Contractor contends is Extra Work, Contractor must submit no later than the following Working Day, a daily report of the Extra Work performed that day and the related costs, together with copies of certified payroll, invoices, and other documentation substantiating the costs (“Extra Work Report”). The Engineer will make any adjustments to Contractor’s Extra Work Report(s) based on the Engineer’s records of the Work. When an Extra Work Report(s) is agreed on and signed by both City and Contractor, the Extra Work Report(s) will become the basis for payment under a duly authorized and signed Change Order. Failure to submit the required documentation by close of business on the next Working Day is deemed a full and complete waiver for any change in the Contract Price or Contract Time for any Extra Work performed that day. (D) Minor Changes and RFIs. Minor field changes, including RFI replies from City, that do not affect the Contract Price or Contract Time and that are approved by the Engineer acting within his or her scope of authority, do not require a Change Order. By executing an RFI reply from City, Contractor agrees that it will perform the Work as clarified therein, with no change to the Contract Price or Contract Time. (E) Remedy for Non-Compliance. Contractor’s failure to promptly comply with a City-directed change is deemed a material breach of the Contract, and in addition to all other remedies available to it, City may, at its sole discretion, hire another contractor or use its own forces to complete the disputed Work at Contractor’s sole expense, and may deduct the cost from the Contract Price.

6.2 Contractor Change Order Requests. Contractor must submit a request or proposal for a change in the Work, compensation for Extra Work, or a change in the Contract Price or Contract Time as a written Change Order request or proposal.

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(A) Time for Submission. Any request for a change in the Contract Price or the Contract Time must be submitted in writing to the Engineer within ten calendar days of the date that Contractor first encounters the circumstances, information or conditions giving rise to the Change Order request, even if the total amount of the requested change in the Contract Price or impact on the Contract Time is not yet known at that time. If City requests that Contractor propose the terms of a Change Order, unless otherwise specified in City’s request, Contractor must provide the Engineer with a written proposal for the change in the Contract Price or Contract Time within five working days of receiving City’s request, in a form satisfactory to the Engineer. (B) Required Contents. Any Change Order request or proposal submitted by Contractor must include a complete breakdown of actual or estimated costs and credits, and must itemize labor, materials, equipment, taxes, insurance, subcontract amounts, and, if applicable, Extra Work Reports. Any estimated cost must be updated in writing as soon as the actual amount is known.
(C) Required Documentation. All claimed costs must be fully documented, and any related request for an extension of time or delay-related costs must be included at that time and in compliance with the requirements of Article 5 of the General Conditions.

Upon request, Contractor must permit City to inspect its original and unaltered bidding records, subcontract agreements, subcontract change orders, purchase orders, invoices, or receipts associated with the claimed costs.
(D) Required Form. Contractor must use City’s form(s) for submitting all Change Order requests or proposals, unless otherwise specified by City. (E) Certification. All Change Order requests must be signed by Contractor and must include the following certification:
“The undersigned Contractor certifies under penalty of perjury that its statements and representations in this Change Order request are true and correct. Contractor warrants that this Change Order request is comprehensive and complete as to the Work or changes referenced herein, and agrees that any known or foreseeable costs, expenses, or time extension requests not included herein, are deemed waived.”

6.3 Adjustments to Contract Price. The amount of any increase or decrease in the Contract Price will be determined based on one of the following methods listed below, in the order listed with unit pricing taking precedence over the other methods. Markup applies only to City-authorized time and material Work, and does not apply to any other payments to Contractor. For Work items or components that are deleted in their entirety, Contractor will only be entitled to compensation for those direct, actual, and documented costs (including restocking fees), reasonably incurred before Contractor was notified of the City’s intent to delete the Work, with no markup for overhead, profit, or other indirect costs.
(A) Unit Pricing. Amounts previously provided by Contractor in the form of unit prices, either in a bid schedule or in a post-award schedule of values pursuant to Section

8.1, Schedule of Values, will apply to determine the price for the affected Work, to the extent applicable unit prices have been provided for that type of Work. No additional markup for overhead, profit, or other indirect costs will be added to the calculation. (B) Lump Sum. A mutually agreed upon, all-inclusive lump sum price for the affected Work with no additional markup for overhead, profit, or other indirect costs.

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(C) Time and Materials. On a time and materials basis, if and only to the extent compensation on a time and materials basis is expressly authorized by City in advance of Contractor’s performance of the Work and subject to any not-to-exceed limit. Time and materials compensation for increased costs or Extra Work (but not decreased costs or deleted Work), will include allowed markup for overhead, profit, and other indirect costs, calculated as the total of the following sums, the cumulative total of which may not exceed the maximum markup rate of 15%:
(1) All direct labor costs provided by the Contractor, excluding superintendence, project management, or administrative costs, plus 15% markup; (2) All direct material costs provided by the Contractor, including sales tax, plus 15% markup;
(3) All direct plant and equipment rental costs provided by the Contractor, plus 15% markup;
(4) All direct additional subcontract costs plus 10% markup for Work performed by Subcontractors; and
(5) Increased bond or insurance premium costs computed at 1.5% of total of the previous four sums.

6.4 Unilateral Change Order. If the parties dispute the terms of a proposed Change Order, including disputes over the amount of compensation or extension of time that Contractor has requested, the value of deleted or changed Work, what constitutes Extra Work, or quantities used, City may elect to issue a unilateral Change Order, directing performance of the Work, and authorizing a change in the Contract Price or Contract Time for the adjustment to compensation or time that the City believes is merited. Contractor’s sole recourse to dispute the terms of a unilateral Change Order is to submit a timely Claim pursuant to Article 12, below.

6.5 Non-Compliance Deemed Waiver. Contractor waives its entitlement to any increase in the Contract Price or Contract Time if Contractor fails to fully comply with the provisions of this Article. Contractor will not be paid for unauthorized Extra Work.

Article 7 - General Construction Provisions

7.1 Permits, Fees, Business License, and Taxes.
(A) Permits, Fees, and City Business License. Contractor must obtain and pay for all permits, fees, or licenses required to perform the Work, including a City business license. Contractor must cooperate with and provide notifications to all government agencies with jurisdiction over the Project, as may be required. Contractor must provide City with copies of all records of permits and permit applications, payment of required fees, and any licenses required for the Work.
(B) Taxes. Contractor must pay for all taxes on labor, material and equipment, except Federal Excise Tax to the extent that City is exempt from Federal Excise Tax.

7.2 Temporary Facilities. Contractor must provide, at Contractor’s sole expense, any and all temporary facilities for the Project, including an onsite staging area for materials and equipment, a field office, sanitary facilities, utilities, storage, scaffolds, barricades, walkways, and any other temporary structure required to safely perform the Work along with any incidental utility services. The location of all temporary facilities must be Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 32
approved by the City prior to installation. Temporary facilities must be safe and adequate for the intended use and installed and maintained in accordance with Laws and the Contract Documents. Contractor must fence and screen the Project site and, if applicable, any separate Worksites, including the staging area, and its operation must minimize inconvenience to neighboring properties. Additional provisions pertaining to temporary facilities may be included in the Specifications or Special Conditions. (A) Utilities. Contractor must install and maintain the power, water, sewer and all other utilities required for the Project site, including the piping, wiring, internet and wifi connections, and any related equipment necessary to maintain the temporary facilities. (B) Removal and Repair. Contractor must promptly remove all such temporary facilities when they are no longer needed or upon completion of the Work, whichever comes first. Contractor must promptly repair any damage to City’s property or to other property caused by the installation, use, or removal of the temporary facilities, and must promptly restore the property to its original or intended condition.

7.3 Noninterference and Site Management. Contractor must avoid interfering with City’s use of its property at or adjacent to the Project site, including use of roadways, entrances, parking areas, walkways, and structures. Contractor must also minimize disruption of access to private property in the Project vicinity. Contractor must coordinate with affected property owners, tenants, and businesses, and maintain some vehicle and pedestrian access to their residences or properties at all times. Temporary access ramps, fencing or other measures must be provided as needed. Before blocking access to a private driveway or parking lot, Contractor must provide effective notice to the affected parties at least 48 hours in advance of the pending closure and allow them to remove vehicles.

Private driveways, residences and parking lots must have access to a roadway during non-Work hours.
(A) Offsite Acquisition. Unless otherwise provided by City, Contractor must acquire, use and dispose of, at its sole expense, any Worksites, licenses, easements, and temporary facilities necessary to access and perform the Work. (B) Offsite Staging Area and Field Office. If additional space beyond the Project site is needed, such as for the staging area or the field office, Contractor may need to make arrangements with the nearby property owner(s) to secure the space. Before using or occupying any property owned by a third party, Contractor must provide City with a copy of the necessary license agreement, easement, or other written authorization from the property owner, together with a written release from the property owner holding City harmless from any related liability, in a form acceptable to the City Attorney. (C) Traffic Management. Contractor must provide traffic management and traffic controls as specified in the Contract Documents, as required by Laws, and as otherwise required to ensure public and worker safety, and to avoid interference with public or private operations or the normal flow of vehicular, bicycle, or pedestrian traffic.

7.4 Signs. No signs may be displayed on or about City’s property, except signage which is required by Laws or by the Contract Documents, without City’s prior written approval as to size, design, and location.

7.5 Project Site and Nearby Property Protections.
(A) General. Contractor is responsible at all times, on a 24-hour basis and at its sole cost, for protecting the Work, the Project site, and the materials and equipment to be incorporated into the Work, until the City has accepted the Project, excluding any exceptions to acceptance, if any. Except as specifically authorized by City, Contractor Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 33
must confine its operations to the area of the Project site indicated in the Plans and Specifications. Contractor is liable for any damage caused by Contractor or its Subcontractors to the Work, City’s property, the property of adjacent or nearby property owners and the work or personal property of other contractors working for City, including damage related to Contractor’s failure to adequately secure the Work or any Worksite. (1) Subject to City’s approval, Contractor will provide and install safeguards to protect the Work; any Worksite, including the Project site; City’s real or personal property and the real or personal property of adjacent or nearby property owners, including plant and tree protections.
(2) City wastewater systems may not be interrupted. If the Work disrupts existing sewer facilities, Contractor must immediately notify City and establish a plan, subject to City’s approval, to convey the sewage in closed conduits back into the sanitary sewer system. Sewage must not be permitted to flow in trenches or be covered by backfill.
(3) Contractor must remove with due care, and store at City’s request, any objects or material from the Project site that City will salvage or reuse at another location.
(4) If directed by Engineer, Contractor must promptly repair or replace any property damage, as specified by the Engineer. However, acting in its sole discretion, City may elect to have the property damage remedied otherwise, and may deduct the cost to repair or replace the damaged property from payment otherwise due to Contractor.
(5) Contractor will not permit any structure or infrastructure to be loaded in a manner that will damage or endanger the integrity of the structure or infrastructure.
(B) Securing Project Site. After completion of Work each day, Contractor must secure the Project site and, to the extent feasible, make the area reasonably accessible to the public unless City approves otherwise. All excess materials and equipment not protected by approved traffic control devices must be relocated to the staging area or demobilized. Trench spoils must be hauled off the Project site daily and open excavations must be protected with steel plates. Contractor and Subcontractor personnel may not occupy or use the Project site for any purpose during non-Work hours, except as may be provided in the Contract Documents or pursuant to prior written authorization from City. (C) Unforeseen Conditions. If Contractor encounters facilities, utilities, or other unknown conditions not shown on or reasonably inferable from the Plans or apparent from inspection of the Project site, Contractor must immediately notify the City and promptly submit a Request for Information to obtain further directions from the Engineer.

Contractor must avoid taking any action which could cause damage to the facilities or utilities pending further direction from the Engineer. The Engineer’s written response will be final and binding on Contractor. If the Engineer’s subsequent direction to Contractor affects Contractor’s cost or time to perform the Work, Contractor may submit a Change Order request as set forth in Article 6 above.
(D) Support; Adjacent Properties. Contractor must provide, install, and maintain all shoring, bracing, and underpinning necessary to provide support to City’s property and adjacent properties and improvements thereon. Contractor must provide notifications to adjacent property owners as may be required by Laws. See also, Section 7.15, Trenching of Five Feet or More.

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(E) Notification of Property Damage. Contractor must immediately notify the City of damage to any real or personal property resulting from Work on the Project. Contractor must immediately provide a written report to City of any such property damage in excess of $500 (based on estimated cost to repair or replace) within 24 hours of the occurrence.

The written report must include: (1) the location and nature of the damage, and the owner of the property, if known; (2) the name and address of each employee of Contractor or any Subcontractor involved in the damage; (3) a detailed description of the incident, including precise location, time, and names and contact information for known witnesses; and (4) a police or first responder report, if applicable. If Contractor is required to file an accident report with another government agency, Contractor will provide a copy of the report to City.

7.6 Materials and Equipment.
(A) General. Unless otherwise specified, all materials and equipment required for the Work must be new, free from defects, and of the best grade for the intended purpose, and furnished in sufficient quantities to ensure the proper and expeditious performance of the Work. Contractor must employ measures to preserve the specified quality and fitness of the materials and equipment. Unless otherwise specified, all materials and equipment required for the Work are deemed to include all components required for complete installation and intended operation and must be installed in accordance with the manufacturer’s recommendations or instructions. Contractor is responsible for all shipping, handling, and storage costs associated with the materials and equipment required for the Work. Contractor is responsible for providing security and protecting the Work and all of the required materials, supplies, tools and equipment at Contractor’s sole cost until City has formally accepted the Project as set forth in Section 11.1, Final Completion. Contractor will not assign, sell, mortgage, or hypothecate any materials or equipment for the Project, or remove any materials or equipment that have been installed or delivered.
(B) City-Provided. If the Work includes installation of materials or equipment to be provided by City, Contractor is solely responsible for the proper examination, handling, storage, and installation in accordance with the Contract Documents. Contractor must notify City of any defects discovered in City-provided materials or equipment, sufficiently in advance of scheduled use or installation to afford adequate time to procure replacement materials or equipment as needed. Contractor is solely responsible for any loss of or damage to such items which occurs while the items are in Contractor’s custody and control, the cost of which may be offset from the Contract Price and deducted from any payment(s) due to Contractor.
(C) Intellectual Property Rights. Contractor must, at its sole expense, obtain any authorization or license required for use of patented or copyright-protected materials, equipment, devices or processes that are incorporated into the Work. Contractor’s indemnity obligations in Article 4 apply to any claimed violation of intellectual property rights in violation of this provision.

7.7 Substitutions.
(A) “Or Equal.” Any Specification designating a material, product, or thing (collectively, “item”) or service by specific brand or trade name, followed by the words “or equal,” is intended only to indicate the quality and type of item or service desired, and Contractor may request use of any equal item or service. Unless otherwise stated in the Specifications, any reference to a specific brand or trade name for an item or service that is used solely for the purpose of describing the type of item or service desired, will be deemed to be followed by the words “or equal.” A substitution will only be approved if it is a true “equal” item or service in every aspect of design, function, and quality, as Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 35
determined by City, including dimensions, weight, maintenance requirements, durability, fit with other elements, and schedule impacts.
(B) Request for Substitution. A post-award request for substitution of an item or service must be submitted in writing to the Engineer for approval in advance, within the applicable time period provided in the Contract Documents. If no time period is specified, the substitution request may be submitted any time within 35 days after the date of award of the Contract, or sufficiently in advance of the time needed to avoid delay of the Work, whichever is earlier.
(C) Substantiation. Any available data substantiating the proposed substitute as an equal item or service must be submitted with the written request for substitution.

Contractor’s failure to timely provide all necessary substantiation, including any required test results as soon as they are available, is grounds for rejection of the proposed substitution, without further review.
(D) Burden of Proving Equality. Contractor has the burden of proving the equality of the proposed substitution at Contractor’s sole cost. City has sole discretion to determine whether a proposed substitution is equal, and City’s determination is final.

(E) Approval or Rejection. If the proposed substitution is approved, Contractor is solely responsible for any additional costs or time associated with the substituted item or service. If the proposed substitution is rejected, Contractor must, without delay, install the item or use the service as specified by City.
(F) Contractor’s Obligations. City’s approval of a proposed substitution will not relieve Contractor from any of its obligations under the Contract Documents. In the event Contractor makes an unauthorized substitution, Contractor will be solely responsible for all resulting cost impacts, including the cost of removal and replacement and the impact to other design elements.

7.8 Testing and Inspection.
(A) General. All materials, equipment, and workmanship used in the Work are subject to inspection and testing by City at all times and locations during construction and/or fabrication and at any Worksite, including at shops and yards as well as at the Project site. All manufacturers’ application or installation instructions must be provided to the Inspector at least ten days prior to the first such application or installation. Contractor must, at all times, make the Work available for testing or inspection. Neither City’s inspection or testing of Work, nor its failure to do so, operate to waive or limit Contractor’s duty to complete the Work in accordance with the Contract Documents. (B) Scheduling and Notification. Contractor must cooperate with City in coordinating the inspections and testing. Contractor must submit samples of materials, at Contractor’s expense, and schedule all tests required by the Contract Documents in time to avoid any delay to the progress of the Work. Contractor must notify the Engineer no later than noon of the Working Day before any inspection or testing and must provide timely notice to the other necessary parties as specified in the Contract Documents. If Contractor schedules an inspection or test beyond regular Work hours, or on a Saturday, Sunday, or recognized City holiday, Contractor must notify the Engineer at least two Working Days in advance for approval. If approved, Contractor must reimburse City for the cost of the overtime inspection or testing. Such costs, including the City’s hourly costs for required personnel, may be deducted from payments otherwise due to Contractor.

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(C) Responsibility for Costs. City will bear the initial cost of inspection and testing to be performed by independent testing consultants retained by City, subject to the following exceptions:
(1) Contractor will be responsible for the costs of any subsequent tests which are required to substantiate compliance with the Contract Documents, and any associated remediation costs.
(2) Contractor will be responsible for inspection costs, at City’s hourly rates, for inspection time lost because the Work is not ready or Contractor fails to appear for a scheduled inspection.
(3) If any portion of the Work that is subject to inspection or testing is covered or concealed by Contractor prior to the inspection or testing, Contractor will bear the cost of making that portion of the Work available for the inspection or testing required by the Contract Documents, and any associated repair or remediation costs.
(4) Contractor is responsible for properly shoring all compaction test sites deeper than five feet below grade, as required under Section 7.15 below. (5) Any Work or material that is defective or fails to comply with the requirements of the Contract Documents must be promptly repaired, removed, replaced, or corrected by Contractor, at Contractor’s sole expense, even if that Work or material was previously inspected or included in a progress payment. (D) Contractor’s Obligations. Contractor is solely responsible for any delay occasioned by remediation of defective or noncompliant Work or material. Inspection of the Work does not in any way relieve Contractor of its obligations to perform the Work as specified. Any Work done without the required inspection(s) will also be subject to rejection by City.
(E) Distant Locations. If required off-site testing or inspection must be conducted at a location more than 100 miles from the Project site, Contractor is solely responsible for the additional travel costs required for testing and/or inspection at such locations. (F) Final Inspection. The provisions of this Section 7.8 also apply to final inspection under Article 11, Completion and Warranty Provisions.

7.9 Project Site Conditions and Maintenance. Contractor must at all times, on a 24-hour basis and at its sole cost, maintain the Project site and staging and storage areas in clean, neat, and sanitary condition and in compliance with all Laws pertaining to safety, air quality, and dust control. Adequate toilets must be provided, and properly maintained and serviced for all workers on the Project site, located in a suitably secluded area, subject to City’s prior approval. Contractor must also, on a daily basis and at its sole cost, remove and properly dispose of the debris and waste materials from the Project site. (A) Air Emissions Control. Contractor must not discharge smoke or other air contaminants into the atmosphere in violation of any Laws. (B) Dust and Debris. Contractor must minimize and confine dust and debris resulting from the Work. Contractor must abate dust nuisance by cleaning, sweeping, and immediately sprinkling with water excavated areas of dirt or other materials prone to cause dust, and within one hour after the Engineer notifies Contractor that an airborne nuisance exists. The Engineer may direct that Contractor provide an approved waterspraying truck for this purpose. If water is used for dust control, Contractor will only use Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 37
the minimum necessary. Contractor must take all necessary steps to keep waste water out of streets, gutters, or storm drains. See Section 7.19, Environmental Control. If City determines that the dust control is not adequate, City may have the work done by others and deduct the cost from the Contract Price. Contractor will immediately remove any excess excavated material from the Project site and any dirt deposited on public streets. (C) Clean up. Before discontinuing Work in an area, Contractor must clean the area and remove all debris and waste along with the construction equipment, tools, machinery, and surplus materials.
(1) Except as otherwise specified, all excess Project materials, and the materials removed from existing improvements on the Project site with no salvage value or intended reuse by City, will be Contractor’s property.
(2) Hauling trucks and other vehicles leaving the Project site must be cleaned of exterior mud or dirt before traveling on City streets. Materials and loose debris must be delivered and loaded to prevent dropping materials or debris. Contractor must immediately remove spillage from hauling on any publicly traveled way.

Streets affected by Work on the Project must be kept clean by street sweeping. (D) Disposal. Contractor must dispose of all Project debris and waste materials in a safe and legal manner. Contractor may not burn or bury waste materials on the Project site. Contractor will not allow any dirt, refuse, excavated material, surplus concrete or mortar, or any associated washings, to be disposed of onto streets, into manholes or into the storm drain system.
(E) Completion. At the completion of the Work, Contractor must remove from the Project site all of its equipment, tools, surplus materials, waste materials and debris, presenting a clean and neat appearance. Before demobilizing from the Project site, Contractor must ensure that all surfaces are cleaned, sealed, waxed, or finished as applicable, and that all marks, stains, paint splatters, and the like have been properly removed from the completed Work and the surrounding areas. Contractor must ensure that all parts of the construction are properly joined with the previously existing and adjacent improvements and conditions. Contractor must provide all cutting, fitting and patching needed to accomplish that requirement. Contractor must also repair or replace all existing improvements that are damaged or removed during the Work, both on and off the Project site, including curbs, sidewalks, driveways, fences, signs, utilities, street surfaces and structures. Repairs and replacements must be at least equal to the previously existing improvements, and the condition, finish and dimensions must match the previously existing improvements. Contractor must restore to original condition all property or items that are not designated for alteration under the Contract Documents and leave each Worksite clean and ready for occupancy or use by City. (F) Non-Compliance. If Contractor fails to comply with its maintenance and cleanup obligations or any City clean up order, City may, acting in its sole discretion, elect to suspend the Work until the condition(s) is corrected with no increase in the Contract Time or Contract Price, or undertake appropriate cleanup measures without further notice and deduct the cost from any amounts due or to become due to Contractor.

7.10 Instructions and Manuals. Contractor must provide to City three copies each of all instructions and manuals required by the Contract Documents, unless otherwise specified. These must be complete as to drawings, details, parts lists, performance data, and other information that may be required for City to easily maintain and service the materials and equipment installed for this Project.

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(A) Submittal Requirements. All manufacturers’ application or installation instructions must be provided to City at least ten days prior to the first such application.

The instructions and manuals, along with any required guarantees, must be delivered to City for review.
(B) Training. Contractor or its Subcontractors must train City’s personnel in the operation and maintenance of any complex equipment or systems as a condition precedent to Final Completion, if required in the Contract Documents.

7.11 As-built Drawings. Contractor and its Subcontractors must prepare and maintain at the Project site a detailed, complete and accurate as-built set of the Plans which will be used solely for the purpose of recording changes made in any portion of the original Plans in order to create accurate record drawings at the end of the Project. (A) Duty to Update. The as-built drawings must be updated as changes occur, on a daily basis if necessary. City may withhold the estimated cost for City to have the as-built drawings prepared from payments otherwise due to Contractor, until the as-built drawings are brought up to date to the satisfaction of City. Actual locations to scale must be identified on the as-built drawings for all runs of mechanical and electrical work, including all site utilities installed underground, in walls, floors, or otherwise concealed. Deviations from the original Plans must be shown in detail. The exact location of all main runs, whether piping, conduit, ductwork or drain lines, must be shown by dimension and elevation. The location of all buried pipelines, appurtenances, or other improvements must be represented by coordinates and by the horizontal distance from visible aboveground improvements. (B) Final Completion. Contractor must verify that all changes in the Work are depicted in the as-built drawings and must deliver the complete set of as-built drawings to the Engineer for review and acceptance as a condition precedent to Final Completion and Final Payment.

7.12 Existing Utilities.
(A) General. The Work may be performed in developed, urban areas with existing utilities, both above and below ground, including utilities identified in the Contract Documents or in other informational documents or records. Contractor must take due care to locate identified or reasonably identifiable utilities before proceeding with trenching, excavation, or any other activity that could damage or disrupt existing utilities.

This may include excavation with small equipment, potholing, or hand excavation, and, if practical, using white paint or other suitable markings to delineate the area to be excavated. Except as otherwise provided herein, Contractor will be responsible for costs resulting from damage to identified or reasonably identifiable utilities due to Contractor’s negligence or failure to comply with the Contract Documents, including the requirements in this Article 7.
(B) Unidentified Utilities. Pursuant to Government Code § 4215, if, during the performance of the Work, Contractor discovers utility facilities not identified by City in the Contract Documents, Contractor must immediately provide written notice to City and the utility. City assumes responsibility for the timely removal, relocation, or protection of existing main or trunkline utility facilities located on the Project site if those utilities are not identified in the Contract Documents. Contractor will be compensated in accordance with the provisions of the Contract Documents for the costs of locating, repairing damage not due to Contractor’s failure to exercise reasonable care, and removing or relocating utility facilities not indicated in the Plans or Specifications with reasonable accuracy, and for equipment on the Project necessarily idled during such work. Contractor will not be Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 39
assessed liquidated damages for delay in completion of the Work, to the extent the delay was caused by City’s failure to provide for removal or relocation of the utility facilities.

7.13 Notice of Excavation. Contractor must comply with all applicable requirements in Government Code §§ 4216 through 4216.5, which are incorporated by reference herein.

Government Code § 4216.2 requires that, except in an emergency, Contractor must contact the appropriate regional notification center, or Underground Services Alert, at least two working days, but not more than 14 calendar days, before starting any excavation if the excavation will be conducted in an area that is known, or reasonably should be known, to contain subsurface installations. Contractor may not begin excavation until it has obtained and submitted to Engineer an inquiry identification number from Underground Services Alert.

7.14 Trenching and Excavations of Four Feet or More. As required by Public Contract Code § 7104, if the Work includes digging trenches or other excavations that extend deeper than four feet below the surface, the provisions in this Section apply to the Work and the Project.
(A) Duty to Notify. Contractor must promptly, and before the following conditions are disturbed, provide written notice to City if Contractor finds any of the following conditions:
(1) Material that Contractor believes may be a hazardous waste, as defined in § 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with the provisions of existing Laws;
(2) Subsurface or latent physical conditions at the Project site differing from those indicated by information about the Project site made available to bidders prior to the deadline for submitting bids; or
(3) Unknown physical conditions at the Project site of any unusual nature, materially different from those ordinarily encountered and generally recognized as inherent in work of the character required by the Contract Documents. (B) City Investigation. City will promptly investigate the conditions and if City finds that the conditions materially differ from those indicated, apparent, or reasonably inferred from information about the Project site made available to bidders, or involve hazardous waste, and cause a decrease or increase in Contractor’s cost of, or the time required for, performance of any part of the Work, City will issue a Change Order. (C) Disputes. In the event that a dispute arises between City and Contractor regarding any of the conditions specified in subsection (B) above, or the terms of a Change Order issued by City, Contractor will not be excused from completing the Work within the Contract Time, but must proceed with all Work to be performed under the Contract. Contractor will retain any and all rights provided either by the Contract or by Laws which pertain to the resolution of disputes between Contractor and City.

7.15 Trenching of Five Feet or More. As required by Labor Code § 6705, if the Contract Price exceeds $25,000 and the Work includes the excavation of any trench or trenches of five feet or more in depth, a detailed plan must be submitted to City for acceptance in advance of the excavation. The detailed plan must show the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation. If the plan varies from the shoring system standards, it must be prepared by a California registered civil or structural engineer. Use of a shoring, Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 40
sloping, or protective system less effective than that required by the Construction Safety Orders is prohibited.

7.16 New Utility Connections. Except as otherwise specified, City will pay connection charges and meter costs for new permanent utilities required by the Contract Documents, if any. Contractor must notify City sufficiently in advance of the time needed to request service from each utility provider so that connections and services are initiated in accordance with the Project schedule.

7.17 Lines and Grades. Contractor is required to use any benchmark provided by the Engineer. Unless otherwise specified in the Contract Documents, Contractor must provide all lines and grades required to execute the Work. Contractor must also provide, preserve, and replace if necessary, all construction stakes required for the Project. All stakes or marks must be set by a California licensed surveyor or a California registered civil engineer. Contractor must notify the Engineer of any discrepancies found between Contractor’s staking and grading and information provided by the Contract Documents.

Upon completion, all Work must conform to the lines, elevations, and grades shown in the Plans, including any changes directed by a Change Order.

7.18 Historic or Archeological Items.
(A) Contractor’s Obligations. Contractor must ensure that all persons performing Work at the Project site are required to immediately notify the Project Manager, upon discovery of any potential historic or archeological items, including historic or prehistoric ruins, a burial ground, archaeological or vertebrate paleontological site, including fossilized footprints or other archeological, paleontological or historical feature on the Project site (collectively, “Historic or Archeological Items”). (B) Discovery; Cessation of Work. Upon discovery of any potential Historic or Archeological Items, Work must be stopped within an 85-foot radius of the find and may not resume until authorized in writing by City. If required by City, Contractor must assist in protecting or recovering the Historic or Archeological Items, with any such assistance to be compensated as Extra Work on a time and materials basis under Article 6, Contract Modification. At City’s discretion, a suspension of Work required due to discovery of Historic or Archeological Items may be treated as Excusable Delay pursuant to Article 5, or as a suspension for convenience under Article 13.

7.19 Environmental Control. Contractor must not pollute any drainage course or its tributary inlets with fuels, oils, bitumens, acids, insecticides, herbicides or other harmful materials.

Contractor must prevent the release of any hazardous material or hazardous waste into the soil or groundwater, and prevent the unlawful discharge of pollutants into City’s storm drain system and watercourses as required below. Contractor and its Subcontractors must at all times in the performance of the Work comply with all Laws concerning pollution of waterways.
(A) Stormwater Permit. Contractor must comply with all applicable conditions of the State Water Resources Control Board National Pollutant Discharge Elimination System General Permit for Waste Discharge Requirements for Discharges of Stormwater Runoff Associated with Construction Activity (“Stormwater Permit”). (B) Contractor’s Obligations. If required for the Work, a copy of the Stormwater Permit is on file in City’s principal administrative offices, and Contractor must comply with it without adjustment of the Contract Price or the Contract Time. Contractor must timely and completely submit required reports and monitoring information required by the conditions of the Stormwater Permit. Contractor also must comply with all other Laws Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 41
governing discharge of stormwater, including applicable municipal stormwater management programs.

7.20 Noise Control. Contractor must comply with all applicable noise control Laws. Noise control requirements apply to all equipment used for the Work or related to the Work, including trucks, transit mixers or transient equipment that may or may not be owned by Contractor.

7.21 Mined Materials. Pursuant to the Surface Mining and Reclamation Act of 1975, Public Resources Code § 2710 et seq., any purchase of mined materials, such as construction aggregate, sand, gravel, crushed stone, road base, fill materials, and any other mineral materials must originate from a surface mining operation included on the AB 3098 List, which is available online at:
ftp://ftp.consrv.ca.gov/pub/omr/AB3098%20List/AB3908List.pdf.

Article 8 - Payment

8.1 Schedule of Values. Prior to submitting its first application for payment, Contractor must prepare and submit to the Project Manager a schedule of values apportioned to the various divisions and phases of the Work, including mobilization and demobilization. If a Bid Schedule was submitted with Contractor’s bid, the amounts in the schedule of values must be consistent with the Bid Schedule. Each line item contained in the schedule of values must be assigned a value such that the total of all items equals the Contract Price.

The items must be sufficiently detailed to enable accurate evaluation of the percentage of completion claimed in each application for payment, and the assigned value consistent with any itemized or unit pricing submitted with Contractor’s bid. (A) Measurements for Unit Price Work. Materials and items of Work to be paid for on the basis of unit pricing will be measured according to the methods specified in the Contract Documents.
(B) Deleted or Reduced Work. Contractor will not be compensated for Work that City has deleted or reduced in scope, except for any labor, material or equipment costs for such Work that Contractor reasonably incurred before Contractor learned that the Work could be deleted or reduced. Contractor will only be compensated for those actual, direct and documented costs incurred, and will not be entitled to any mark up for overhead or lost profits.

8.2 Progress Payments. Following the last day of each month, or as otherwise required by the Special Conditions or Specifications, Contractor will submit to the Project Manager a monthly application for payment for Work performed during the preceding month based on the estimated value of the Work performed during that preceding month. (A) Application for Payment. Each application for payment must be itemized to include labor, materials, and equipment incorporated into the Work, and materials and equipment delivered to the Project site, as well as authorized and approved Change Orders. Each payment application must be supported by the unit prices submitted with Contractor’s Bid Schedule and/or schedule of values and any other substantiating data required by the Contract Documents.
(B) Payment of Undisputed Amounts. City will pay the undisputed amount due within 30 days after Contractor has submitted a complete and accurate payment application, subject to Public Contract Code § 20104.50. City will deduct a percentage from each progress payment as retention, as set forth in Section 8.5, below, and may withhold additional amounts as set forth in Section 8.3, below.

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8.3 Adjustment of Payment Application. City may adjust or reject the amount requested in a payment application, including application for Final Payment, in whole or in part, if the amount requested is disputed or unsubstantiated. Contractor will be notified in writing of the basis for the modification to the amount requested. City may also deduct or withhold from payment otherwise due based upon any of the circumstances and amounts listed below. Sums withheld from payment otherwise due will be released when the basis for that withholding has been remedied and no longer exists. (A) For Contractor’s unexcused failure to perform the Work as required by the Contract Documents, including correction or completion of punch list items, City may withhold or deduct an amount based on the City’s estimated cost to correct or complete the Work.
(B) For loss or damage caused by Contractor or its Subcontractors arising out of or relating to performance of the Work or any failure to protect the Project site, City may deduct an amount based on the estimated cost to repair or replace. (C) For Contractor’s failure to pay its Subcontractors and suppliers when payment is due, City may withhold an amount equal to the total of past due payments and may opt to pay that amount separately via joint check pursuant to Section 8.6(B), Joint Checks. (D) For Contractor’s failure to timely correct rejected, nonconforming, or defective Work, City may withhold or deduct an amount based on the City’s estimated cost to correct or complete the Work.
(E) For any unreleased stop notice, City may withhold 125% of the amount claimed. (F) For Contractor’s failure to submit any required schedule or schedule update in the manner and within the time specified in the Contract Documents, City may withhold an amount equal to five percent of the total amount requested until Contractor complies with its schedule submittal obligations.
(G) For Contractor’s failure to maintain or submit as-built documents in the manner and within the time specified in the Contract Documents, City may withhold or deduct an amount based on the City’s cost to prepare the as-builts. (H) For Work performed without Shop Drawings that have been accepted by City, when accepted Shop Drawings are required before proceeding with the Work, City may deduct an amount based on the estimated cost to correct unsatisfactory Work or diminution in value.
(I) For fines, payments, or penalties assessed under the Labor Code, City may deduct from payments due to Contractor as required by Laws and as directed by the Division of Labor Standards Enforcement.
(J) For any other costs or charges that may be withheld or deducted from payments to Contractor, as provided in the Contract Documents, including liquidated damages, City may withhold or deduct such amounts from payment otherwise due to Contractor.

8.4 Early Occupancy. Neither City’s payment of progress payments nor its partial or full use or occupancy of the Project constitutes acceptance of any part of the Work.

8.5 Retention. City will retain five percent of the full amount due on each progress payment (i.e., the amount due before any withholding or deductions pursuant to Section 8.3, Adjustment of Payment Application), or the percentage stated in the Notice Inviting Bids, whichever is greater, as retention to ensure full and satisfactory performance of the Work.

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Contractor is not entitled to any reduction in the rate of withholding at any time, nor to release of any retention before 35 days following City’s acceptance of the Project. (A) Substitution of Securities. As provided by Public Contract Code § 22300, Contractor may request in writing that it be allowed, at its sole expense, to substitute securities for the retention withheld by City. Any escrow agreement entered into pursuant to this provision must fully comply with Public Contract Code § 22300 and will be subject to approval as to form by City’s legal counsel. If City exercises its right to draw upon such securities in the event of default pursuant to section (7) of the statutory Escrow Agreement for Security Deposits in Lieu of Retention, pursuant to subdivision (f) of Public Contract Code § 22300 (“Escrow Agreement”), and if Contractor disputes that it is in default, its sole remedy is to comply with the dispute resolution procedures in Article 12 and the provisions therein. It is agreed that for purposes of this paragraph, an event of default includes City’s rights pursuant to these Contract Documents to withhold or deduct sums from retention, including withholding or deduction for liquidated damages, incomplete or defective Work, stop payment notices, or backcharges. It is further agreed that if any individual authorized to give or receive written notice on behalf of a party pursuant to section (10) of the Escrow Agreement are unavailable to give or receive notice on behalf of that party due to separation from employment, retirement, death, or other circumstances, the successor or delegee of the named individual is deemed to be the individual authorized to give or receive notice pursuant to section (10) of the Escrow Agreement.
(B) Release of Undisputed Retention. All undisputed retention, less any amounts that may be assessed as liquidated damages, retained for stop notices, or otherwise withheld pursuant to Section 8.3, Adjustment of Payment Application, will be released as Final Payment to Contractor no sooner than 35 days following recordation of the notice of completion, and no later than 60 days following acceptance of the Project by City’s governing body or authorized designee pursuant to Section 11.1(C), Acceptance, or, if the Project has not been accepted, no later than 60 days after the Project is otherwise considered complete pursuant to Public Contract Code § 7107(c).

8.6 Payment to Subcontractors and Suppliers. Each month, Contractor must promptly pay each Subcontractor and supplier the value of the portion of labor, materials, and equipment incorporated into the Work or delivered to the Project site by the Subcontractor or supplier during the preceding month. Such payments must be made in accordance with the requirements of Laws pertaining to such payments, and those of the Contract Documents and applicable subcontract or supplier contract. (A) Withholding for Stop Notice. Pursuant to Civil Code § 9358, City will withhold 125% of the amount claimed by an unreleased stop notice, a portion of which may be retained by City for the costs incurred in handling the stop notice claim, including attorneys’ fees and costs, as authorized by law.
(B) Joint Checks. City reserves the right, acting in its sole discretion, to issue joint checks made payable to Contractor and a Subcontractor or supplier, if City determines this is necessary to ensure fair and timely payment for a Subcontractor or supplier who has provided services or goods for the Project. As a condition to release of payment by a joint check, the joint check payees may be required to execute a joint check agreement in a form provided or approved by the City Attorney’s Office. The joint check payees will be jointly and severally responsible for the allocation and disbursement of funds paid by joint check. Payment by joint check will not be construed to create a contractual relationship between City and a Subcontractor or supplier of any tier beyond the scope of the joint check agreement.

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8.7 Final Payment. Contractor’s application for Final Payment must comply with the requirements for submitting an application for a progress payment as stated in Section

8.2, above. Corrections to previous progress payments, including adjustments to estimated quantities for unit priced items, may be included in the Final Payment. If Contractor fails to submit a timely application for Final Payment, City reserves the right to unilaterally process and issue Final Payment without an application from Contractor in order to close out the Project. For the purposes of determining the deadline for Claim submission pursuant to Article 12, the date of Final Payment is deemed to be the date that City acts to release undisputed retention as final payment to Contractor, or otherwise provides written notice to Contractor of Final Payment or that no undisputed funds remain available for Final Payment due to offsetting withholdings or deductions pursuant to Section 8.3, Adjustment of Payment Application. If the amount due from Contractor to City exceeds the amount of Final Payment, City retains the right to recover the balance from Contractor or its sureties.

8.8 Release of Claims. City may, at any time, require that payment of the undisputed portion of any progress payment or Final Payment be contingent upon Contractor furnishing City with a written waiver and release of all claims against City arising from or related to the portion of Work covered by those undisputed amounts subject to the limitations of Public Contract Code § 7100. Any disputed amounts may be specifically excluded from the release.

8.9 Warranty of Title. Contractor warrants that title to all work, materials, or equipment incorporated into the Work and included in a request for payment will pass over to City free of any claims, liens, or encumbrances upon payment to Contractor.

Article 9 - Labor Provisions

9.1 Discrimination Prohibited. Discrimination against any prospective or present employee engaged in the Work on grounds of race, color, ancestry, national origin, ethnicity, religion, sex, sexual orientation, age, disability, or marital status is strictly prohibited.

Contractor and its Subcontractors are required to comply with all applicable Laws prohibiting discrimination, including the California Fair Employment and Housing Act (Govt. Code § 12900 et seq.), Government Code § 11135, and Labor Code §§ 1735, 1777.5, 1777.6, and 3077.5.

9.2 Labor Code Requirements.
(A) Eight Hour Day. Pursuant to Labor Code § 1810, eight hours of labor constitute a legal day’s work under this Contract.
(B) Penalty. Pursuant to Labor Code § 1813, Contractor will forfeit to City as a penalty, the sum of $25.00 for each day during which a worker employed by Contractor or any Subcontractor is required or permitted to work more than eight hours in any one calendar day or more than 40 hours per calendar week, except if such workers are paid overtime under Labor Code § 1815.
(C) Apprentices. Contractor is responsible for compliance with the requirements governing employment and payment of apprentices, as set forth in Labor Code § 1777.5, which is fully incorporated by reference.
(D) Notices. Pursuant to Labor Code § 1771.4, Contractor is required to post all job site notices prescribed by Laws.

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9.3 Prevailing Wages. Each worker performing Work under this Contract that is covered under Labor Code §§ 1720 or 1720.9, including cleanup at the Project site, must be paid at a rate not less than the prevailing wage as defined in §§ 1771 and 1774 of the Labor Code. The prevailing wage rates are on file with the City and available online at http://www.dir.ca.gov/dlsr. Contractor must post a copy of the applicable prevailing rates at the Project site.
(A) Penalties. Pursuant to Labor Code § 1775, Contractor and any Subcontractor will forfeit to City as a penalty up to $200.00 for each calendar day, or portion thereof, for each worker paid less than the applicable prevailing wage rate. Contractor must also pay each worker the difference between the applicable prevailing wage rate and the amount actually paid to that worker.
(B) Federal Requirements. If this Project is subject to federal prevailing wage requirements in addition to California prevailing wage requirements, Contractor and its Subcontractors are required to pay the higher of the currently applicable state or federal prevailing wage rates.

9.4 Payroll Records. Contractor must comply with the provisions of Labor Code §§ 1771.4, 1776, and 1812 and all implementing regulations, which are fully incorporated by this reference, including requirements for monthly electronic submission of payroll records to the DIR.
(A) Contractor and Subcontractor Obligations. Contractor and each Subcontractor must keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed in connection with the Work. Each payroll record must contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
(1) The information contained in the payroll record is true and correct; and (2) Contractor or the Subcontractor has complied with the requirements of Labor Code §§ 1771, 1811, and 1815 for any Work performed by its employees on the Project.
(B) Certified Record. A certified copy of an employee’s payroll record must be made available for inspection or furnished to the employee or his or her authorized representative on request, to City, to the Division of Labor Standards Enforcement, to the Division of Apprenticeship Standards of the DIR, and as further required by the Labor Code.
(C) Enforcement. Upon notice of noncompliance with Labor Code § 1776, Contractor or Subcontractor has ten days in which to comply with the requirements of this section. If Contractor or Subcontractor fails to do so within the ten-day period, Contractor or Subcontractor will forfeit a penalty of $100.00 per day, or portion thereof, for each worker for whom compliance is required, until strict compliance is achieved. Upon request by the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement, these penalties will be withheld from payments then due to Contractor.

9.5 Labor Compliance. Pursuant to Labor Code § 1771.4, the Contract for this Project is subject to compliance monitoring and enforcement by the DIR.

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Article 10 - Safety Provisions

10.1 Safety Precautions and Programs. Contractor and its Subcontractors are fully responsible for safety precautions and programs, and for the safety of persons and property in the performance of the Work. Contractor and its Subcontractors must at all times comply with all applicable health and safety Laws and seek to avoid injury, loss, or damage to persons or property by taking reasonable steps to protect its employees and other persons at any Worksite, materials and equipment stored on or off site, and property at or adjacent to any Worksite.
(A) Reporting Requirements. Contractor must immediately notify the City of any death, serious injury or illness resulting from Work on the Project. Contractor must immediately provide a written report to City of each recordable accident or injury occurring at any Worksite within 24 hours of the occurrence. The written report must include: (1) the name and address of the injured or deceased person; (2) the name and address of each employee of Contractor or of any Subcontractor involved in the incident; (3) a detailed description of the incident, including precise location, time, and names and contact information for known witnesses; and (4) a police or first responder report, if applicable. If Contractor is required to file an accident report with a government agency, Contractor will provide a copy of the report to City.
(B) Legal Compliance. Contractor’s safety program must comply with the applicable legal and regulatory requirements. Contractor must provide City with copies of all notices required by Laws.
(C) Contractor’s Obligations. Any damage or loss caused by Contractor arising from the Work which is not insured under property insurance must be promptly remedied by Contractor.
(D) Remedies. If City determines, in its sole discretion, that any part of the Work or Project site is unsafe, City may, without assuming responsibility for Contractor’s safety program, require Contractor or its Subcontractor to cease performance of the Work or to take corrective measures to City’s satisfaction. If Contractor fails to promptly take the required corrective measures, City may perform them and deduct the cost from the Contract Price. Contractor agrees it is not entitled to submit a Claim for damages, for an increase in Contract Price, or for a change in Contract Time based on Contractor’s compliance with City’s request for corrective measures pursuant to this provision.

10.2 Hazardous Materials. Unless otherwise specified in the Contract Documents, this Contract does not include the removal, handling, or disturbance of any asbestos or other Hazardous Materials. If Contractor encounters materials on the Project site that Contractor reasonably believes to be asbestos or other Hazardous Materials, and the asbestos or other Hazardous Materials have not been rendered harmless, Contractor may continue Work in unaffected areas reasonably believed to be safe, but must immediately cease work on the area affected and report the condition to City. No asbestos, asbestos-containing products or other Hazardous Materials may be used in performance of the Work.

10.3 Material Safety. Contractor is solely responsible for complying with § 5194 of Title 8 of the California Code of Regulations, including by providing information to Contractor’s employees about any hazardous chemicals to which they may be exposed in the course of the Work. A hazard communication program and other forms of warning and training about such exposure must be used. Contractor must also maintain Safety Data Sheets (“SDS”) at the Project site, as required by Laws, for materials or substances used or consumed in the performance of the Work. The SDS will be accessible and available to Contractor’s employees, Subcontractors, and City.

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(A) Contractor Obligations. Contractor is solely responsible for the proper delivery, handling, use, storage, removal, and disposal of all materials brought to the Project site and/or used in the performance of the Work. Contractor must notify the Engineer if a specified product or material cannot be used safely. (B) Labeling. Contractor must ensure proper labeling on any material brought onto the Project site so that any persons working with or in the vicinity of the material may be informed as to the identity of the material, any potential hazards, and requirements for proper handling, protections, and disposal.

10.4 Hazardous Condition. Contractor is solely responsible for determining whether a hazardous condition exists or is created during the course of the Work, involving a risk of bodily harm to any person or risk of damage to any property. If a hazardous condition exists or is created, Contractor must take all precautions necessary to address the condition and ensure that the Work progresses safely under the circumstances.

Hazardous conditions may result from, but are not limited to, use of specified materials or equipment, the Work location, the Project site condition, the method of construction, or the way any Work must be performed.

10.5 Emergencies. In an emergency affecting the safety or protection of persons, Work, or property at or adjacent to any Worksite, Contractor must take reasonable and prompt actions to prevent damage, injury, or loss, without prior authorization from the City if, under the circumstances, there is inadequate time to seek prior authorization from the City.

Article 11 - Completion and Warranty Provisions

11.1 Final Completion.
(A) Final Inspection and Punch List. When the Work required by this Contract is fully performed, Contractor must provide written notification to City requesting final inspection. The Engineer will schedule the date and time for final inspection, which must include Contractor’s primary representative for this Project and its superintendent. Based on that inspection, City will prepare a punch list of any items that are incomplete, missing, defective, incorrectly installed, or otherwise not compliant with the Contract Documents.

The punch list to Contractor will specify the time by which all of the punch list items must be completed or corrected. The punch list may include City’s estimated cost to complete each punch list item if Contractor fails to do so within the specified time. The omission of any non-compliant item from a punch list will not relieve Contractor from fulfilling all requirements of the Contract Documents. Contractor’s failure to complete any punch list item within the time specified in the punch list will not waive or abridge its warranty obligations for any such items that must be completed by the City or by a third party retained by the City due to Contractor’s failure to timely complete any such outstanding item.
(B) Requirements for Final Completion. Final Completion will be achieved upon completion or correction of all punch list items, as verified by City’s further inspection, and upon satisfaction of all other Contract requirements, including any commissioning required under the Contract Documents and submission of all final submittals, including instructions and manuals as required under Section 7.10, and complete, final as-built drawings as required under Section 7.11, all to City’s satisfaction. (C) Acceptance. The Project will be considered accepted upon City Council action during a public meeting to accept the Project, unless the Engineer is authorized to accept Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 48
the Project, in which case the Project will be considered accepted upon the date of the Engineer’s issuance of a written notice of acceptance. In order to avoid delay of Project close out, the City may elect, acting in its sole discretion, to accept the Project as complete subject to exceptions for punch list items that are not completed within the time specified in the punch list.
(D) Final Payment and Release of Retention. Final Payment and release of retention, less any sums withheld pursuant to the provisions of the Contract Documents, will not be made sooner than 35 days after recordation of the notice of completion. If Contractor fails to complete all of the punch list items within the specified time, City may withhold up to 150% of City’s estimated cost to complete each of the remaining items from Final Payment and may use the withheld retention to pay for the costs to selfperform the outstanding items or to retain a third party to complete any such outstanding punch list item.

11.2 Warranty.
(A) General. Contractor warrants that all materials and equipment will be new unless otherwise specified, of good quality, in conformance with the Contract Documents, and free from defective workmanship and materials. Contractor further warrants that the Work will be free from material defects not intrinsic in the design or materials required in the Contract Documents. Contractor warrants that materials or items incorporated into the Work comply with the requirements and standards in the Contract Documents, including compliance with Laws, and that any Hazardous Materials encountered or used were handled as required by Laws. At City’s request, Contractor must furnish satisfactory evidence of the quality and type of materials and equipment furnished. Contractor’s warranty does not extend to damage caused by normal wear and tear, or improper use or maintenance.
(B) Warranty Period. Contractor’s warranty must guarantee its Work for a period of one year from the date of Project acceptance (the “Warranty Period”), except when a longer guarantee is provided by a supplier or manufacturer or is required by the Specifications or Special Conditions. Contractor must obtain from its Subcontractors, suppliers and manufacturers any special or extended warranties required by the Contract Documents.
(C) Warranty Documents. As a condition precedent to Final Completion, Contractor must supply City with all warranty and guarantee documents relevant to equipment and materials incorporated into the Work and guaranteed by their suppliers or manufacturers.
(D) Subcontractors. The warranty obligations in the Contract Documents apply to Work performed by Contractor and its Subcontractors, and Contractor agrees to be coguarantor of such Work. (E) Contractor’s Obligations. Upon written notice from City to Contractor of any defect in the Work discovered during the Warranty Period, Contractor or its responsible Subcontractor must promptly correct the defective Work at its own cost. Contractor’s obligation to correct defects discovered during the Warranty Period will continue past the expiration of the Warranty Period as to any defects in Work for which Contractor was notified prior to expiration of the Warranty Period. Work performed during the Warranty Period (“Warranty Work”) will be subject to the warranty provisions in this Section 11.2 for a one-year period that begins upon completion of such Warranty Work to City’s satisfaction.

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(F) City’s Remedies. If Contractor or its responsible Subcontractor fails to correct defective Work within ten days following notice by City, or sooner if required by the circumstances, City may correct the defects to conform with the Contract Documents at Contractor’s sole expense. Contractor must reimburse City for its costs in accordance with subsection (H), below.
(G) Emergency Repairs. In cases of emergency where any delay in correcting defective Work could cause harm, loss or damage, City may immediately correct the defects to conform with the Contract Documents at Contractor’s sole expense. Contractor or its surety must reimburse City for its costs in accordance with subsection (H), below. (H) Reimbursement. Contractor must reimburse City for its costs to repair under subsections (F) or (G), above, within 30 days following City’s submission of a demand for payment pursuant to this provision. If City is required to initiate legal action to compel Contractor’s compliance with this provision, and City is the prevailing party in such action, Contractor and its surety are solely responsible for all of City’s attorney’s fees and legal costs expended to enforce Contractor’s warranty obligations herein, in addition to any and all costs City incurs to correct the defective Work.

11.3 Use Prior to Final Completion. City reserves the right to occupy or make use of the Project, or any portions of the Project, prior to Final Completion if City has determined that the Project or portion of it is in a condition suitable for the proposed occupation or use, and that it is in its best interest to occupy or make use of the Project, or any portions of it, prior to Final Completion.
(A) Non-Waiver. Occupation or use of the Project, in whole or in part, prior to Final Completion will not operate as acceptance of the Work or any portion of it, nor will it operate as a waiver of any of City’s rights or Contractor’s duties pursuant to these Contract Documents, and will not affect nor bear on the determination of the time of substantial completion with respect to any statute of repose pertaining to the time for filing an action for construction defect.
(B) City’s Responsibility. City will be responsible for the cost of maintenance and repairs due to normal wear and tear with respect to those portions of the Project that are being occupied or used before Final Completion. The Contract Price or the Contract Time may be adjusted pursuant to the applicable provisions of these Contract Documents if, and only to the extent that, any occupation or use under this Section actually adds to Contractor’s cost or time to complete the Work within the Contract Time.

11.4 Substantial Completion. For purposes of determining “substantial completion” with respect to any statute of repose pertaining to the time for filing an action for construction defect, “substantial completion” is deemed to mean the last date that Contractor or any Subcontractor performs Work on the Project prior to City acceptance of the Project, except for warranty work performed under this Article.

Article 12 - Dispute Resolution

12.1 Claims. This Article applies to and provides the exclusive procedures for any Claim arising from or related to the Contract or performance of the Work. (A) Definition. “Claim” means a separate demand by Contractor, submitted in writing by registered or certified mail with return receipt requested, for a change in the Contract Time, including a time extension or relief from liquidated damages, or a change in the Contract Price, when the demand has previously been submitted to City in accordance with the requirements of the Contract Documents, and which has been Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 50
rejected or disputed by City, in whole or in part. A Claim may also include that portion of a unilateral Change Order that is disputed by the Contractor. (B) Limitations. A Claim may only include the portion of a previously rejected demand that remains in dispute between Contractor and City. With the exception of any dispute regarding the amount of money actually paid to Contractor as Final Payment, Contractor is not entitled to submit a Claim demanding a change in the Contract Time or the Contract Price, which has not previously been submitted to City in full compliance with Article 5 and Article 6, and subsequently rejected in whole or in part by City. (C) Scope of Article. This Article is intended to provide the exclusive procedures for submission and resolution of Claims of any amount and applies in addition to the provisions of Public Contract Code § 9204 and § 20104 et seq., which are incorporated by reference herein.
(D) No Work Delay. Notwithstanding the submission of a Claim or any other dispute between the parties related to the Project or the Contract Documents, Contractor must perform the Work and may not delay or cease Work pending resolution of a Claim or other dispute, but must continue to diligently prosecute the performance and timely completion of the Work, including the Work pertaining to the Claim or other dispute. (E) Informal Resolution. Contractor will make a good faith effort to informally resolve a dispute before initiating a Claim, preferably by face-to-face meeting between authorized representatives of Contractor and City.

12.2 Claims Submission. The following requirements apply to any Claim subject to this Article:
(A) Substantiation. The Claim must be submitted to City in writing, clearly identified as a “Claim” submitted pursuant to this Article 12 and must include all of the documents necessary to substantiate the Claim including the Change Order request that was rejected in whole or in part, and a copy of City’s written rejection that is in dispute.

The Claim must clearly identify and describe the dispute, including relevant references to applicable portions of the Contract Documents, and a chronology of relevant events. Any Claim for additional payment must include a complete, itemized breakdown of all known or estimated labor, materials, taxes, insurance, and subcontract, or other costs.

Substantiating documentation such as payroll records, receipts, invoices, or the like, must be submitted in support of each component of claimed cost. Any Claim for an extension of time or delay costs must be substantiated with a schedule analysis and narrative depicting and explaining claimed time impacts.
(B) Claim Format and Content. A Claim must be submitted in the following format:
(1) Provide a cover letter, specifically identifying the submission as a “Claim” submitted under this Article 12 and specifying the requested remedy (e.g., amount of proposed change to Contract Price and/or change to Contract Time). (2) Provide a summary of each Claim, including underlying facts and the basis for entitlement, and identify each specific demand at issue, including the specific Change Order request (by number and submittal date), and the date of City's rejection of that demand, in whole or in part.
(3) Provide a detailed explanation of each issue in dispute. For multiple issues included within a single Claim or for multiple Claims submitted concurrently, separately number and identify each individual issue or Claim, and include the following for each separate issue or Claim:

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a. A succinct statement of the matter in dispute, including Contractor’s position and the basis for that position;
b. Identify and attach all documents that substantiate the Claim, including relevant provisions of the Contract Documents, RFIs, calculations, and schedule analysis (see subsection (A), Substantiation, above);
c. A chronology of relevant events; and
d. Analysis and basis for claimed changes to Contract Price, Contract Time, or any other remedy requested.
(4) Provide a summary of issues and corresponding claimed damages. If, by the time of the Claim submission deadline (below), the precise amount of the requested change in the Contract Price or Contract Time is not yet known, Contractor must provide a good faith estimate, including the basis for that estimate, and must identify the date by which it is anticipated that the Claim will be updated to provide final amounts.
(5) Include the following certification, executed by Contractor’s authorized representative:
“The undersigned Contractor certifies under penalty of perjury that its statements and representations in this Claim submittal are true and correct. Contractor warrants that this Claim submittal is comprehensive and complete as to the matters in dispute, and agrees that any costs, expenses, or delay not included herein are deemed waived.”
(C) Submission Deadlines.
(1) A Claim disputing rejection of a request for a change in the Contract Time or Contract Price must be submitted within 15 days following the date that City notified Contractor in writing that a request for a change in the Contract Time or Contract Price, duly submitted in compliance with Article 5 and Article 6, has been rejected in whole or in part. A Claim disputing the terms of a unilateral Change Order must be submitted within 15 days following the date of issuance of the unilateral Change Order. These Claim deadlines apply even if Contractor cannot yet quantify the total amount of any requested change in the Contract Time or Contract Price. If the Contractor cannot quantify those amounts, it must submit an estimate of the amounts claimed pending final determination of the requested remedy by Contractor.
(2) With the exception of any dispute regarding the amount of Final Payment, any Claim must be filed on or before the date of Final Payment or will be deemed waived.
(3) A Claim disputing the amount of Final Payment must be submitted within 15 days of the effective date of Final Payment, under Section 8.7, Final Payment. (4) Strict compliance with these Claim submission deadlines is necessary to ensure that any dispute may be mitigated as soon as possible, and to facilitate cost-efficient administration of the Project. Any Claim that is not submitted within the specified deadlines will be deemed waived by Contractor.

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12.3 City’s Response. City will respond within 45 days of receipt of the Claim with a written statement identifying which portion(s) of the Claim are disputed, unless the 45-day period is extended by mutual agreement of City and Contractor or as otherwise allowed under Public Contract Code § 9204. However, if City determines that the Claim is not adequately substantiated pursuant to Section 12.2(A), Substantiation, City may first request in writing, within 30 days of receipt of the Claim, any additional documentation supporting the Claim or relating to defenses to the Claim that City may have against the Claim.
(A) Additional Information. If additional information is thereafter required, it may be requested and provided upon mutual agreement of City and Contractor. If Contractor’s Claim is based on estimated amounts, Contractor has a continuing duty to update its Claim as soon as possible with information on actual amounts in order to facilitate prompt and fair resolution of the Claim.
(B) Non-Waiver. Any failure by City to respond within the times specified above will not be construed as acceptance of the Claim, in whole or in part, or as a waiver of any provision of these Contract Documents.

12.4 Meet and Confer. If Contractor disputes City’s written response, or City fails to respond within the specified time, within 15 days of receipt of City’s response or within 15 days of City’s failure to respond within the applicable 45-day time period under Section 12.3, respectively, Contractor may notify City of the dispute in writing sent by registered or certified mail, return receipt requested, and demand an informal conference to meet and confer for settlement of the issues in dispute. If Contractor fails to notify City of the dispute and demand an informal conference to meet and confer in writing within the specified time, Contractor’s Claim will be deemed waived. (A) Schedule Meet and Confer. Upon receipt of the demand to meet and confer, City will schedule the meet and confer conference to be held within 30 days, or later if needed to ensure the mutual availability of each of the individuals that each party requires to represent its interests at the meet and confer conference. (B) Location for Meet and Confer. The meet and confer conference will be scheduled at a location at or near City’s principal office. (C) Written Statement After Meet and Confer. Within ten working days after the meet and confer has concluded, City will issue a written statement identifying which portion(s) of the Claim remain in dispute, if any.
(D) Submission to Mediation. If the Claim or any portion remains in dispute following the meet and confer conference, within ten working days after the City issues the written statement identifying any portion(s) of the Claim remaining in dispute, the Contractor may identify in writing disputed portion(s) of the Claim, which will be submitted for mediation, as set forth below.

12.5 Mediation and Government Code Claims.
(A) Mediation. Within ten working days after the City issues the written statement identifying any portion(s) of the Claim remaining in dispute following the meet and confer, City and Contractor will mutually agree to a mediator, as provided under Public Contract Code § 9204. Mediation will be scheduled to ensure the mutual availability of the selected mediator and all of the individuals that each party requires to represent its interests. If there are multiple Claims in dispute, the parties may agree to schedule the mediation to address all outstanding Claims at the same time. The parties will share the costs of the mediator and mediation fees equally, but each party is otherwise solely and separately Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 53
responsible for its own costs to prepare for and participate in the mediation, including costs for its legal counsel or any other consultants.
(B) Government Code Claims.
(1) Timely presentation of a Government Code Claim is a condition precedent to filing any legal action based on or arising from the Contract. Compliance with the Claim submission requirements in this Article 12 is a condition precedent to filing a Government Code Claim.
(2) The time for filing a Government Code Claim will be tolled from the time Contractor submits its written Claim pursuant to Section 12.2, above, until the time that Claim is denied in whole or in part at the conclusion of the meet and confer process, including any period of time used by the meet and confer process. However, if the Claim is submitted to mediation, the time for filing a Government Code Claim will be tolled until conclusion of the mediation, including any continuations, if the Claim is not fully resolved by mutual agreement of the parties during the mediation or any continuation of the mediation.

12.6 Tort Claims. This Article does not apply to tort claims and nothing in this Article is intended nor will be construed to change the time periods for filing tort-based Government Code Claims.

12.7 Arbitration. It is expressly agreed, under Code of Civil Procedure § 1296, that in any arbitration to resolve a dispute relating to this Contract, the arbitrator’s award must be supported by law and substantial evidence.

12.8 Burden of Proof and Limitations. Contractor bears the burden of proving entitlement to and the amount of any claimed damages. Contractor is not entitled to damages calculated on a total cost basis, but must prove actual damages. Contractor is not entitled to speculative, special, or consequential damages, including home office overhead or any form of overhead not directly incurred at the Project site or any other Worksite; lost profits; loss of productivity; lost opportunity to work on other projects; diminished bonding capacity; increased cost of financing for the Project; extended capital costs; nonavailability of labor, material or equipment due to delays; or any other indirect loss arising from the Contract. The Eichleay Formula or similar formula will not be used for any recovery under the Contract. The City will not be directly liable to any Subcontractor or supplier.

12.9 Legal Proceedings. In any legal proceeding that involves enforcement of any requirements of the Contract Documents, the finder of fact will receive detailed instructions on the meaning and operation of the Contract Documents, including conditions, limitations of liability, remedies, claim procedures, and other provisions bearing on the defenses and theories of liability. Detailed findings of fact will be requested to verify enforcement of the Contract Documents. All of the City’s remedies under the Contract Documents will be construed as cumulative, and not exclusive, and the City reserves all rights to all remedies available under law or equity as to any dispute arising from or relating to the Contract Documents or performance of the Work.

12.10 Other Disputes. The procedures in this Article 12 will apply to any and all disputes or legal actions, in addition to Claims, arising from or related to this Contract, including disputes regarding suspension or early termination of the Contract, unless and only to the extent that compliance with a procedural requirement is expressly and specifically waived by City. Nothing in this Article is intended to delay suspension or termination under Article

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Article 13 - Suspension and Termination

13.1 Suspension for Cause. In addition to all other remedies available to City, if Contractor fails to perform or correct Work in accordance with the Contract Documents, including non-compliance with applicable environmental or health and safety Laws, City may immediately order the Work, or any portion of it, suspended until the circumstances giving rise to the suspension have been eliminated to City’s satisfaction. (A) Notice of Suspension. Upon receipt of City’s written notice to suspend the Work, in whole or in part, except as otherwise specified in the notice of suspension, Contractor and its Subcontractors must promptly stop Work as specified in the notice of suspension; comply with directions for cleaning and securing the Worksite; and protect the completed and in-progress Work and materials. Contractor is solely responsible for any damages or loss resulting from its failure to adequately secure and protect the Project.
(B) Resumption of Work. Upon receipt of the City’s written notice to resume the suspended Work, in whole or in part, except as otherwise specified in the notice to resume, Contractor and its Subcontractors must promptly re-mobilize and resume the Work as specified; and within ten days from the date of the notice to resume, Contractor must submit a recovery schedule, prepared in accordance with the Contract Documents, showing how Contractor will complete the Work within the Contract Time. (C) Failure to Comply. Contractor will not be entitled to an increase in the Contract Time or Contract Price for a suspension occasioned by Contractor’s failure to comply with the Contract Documents.
(D) No Duty to Suspend. City’s right to suspend the Work will not give rise to a duty to suspend the Work, and City’s failure to suspend the Work will not constitute a defense to Contractor’s failure to comply with the requirements of the Contract Documents.

13.2 Suspension for Convenience. City reserves the right to suspend, delay, or interrupt the performance of the Work in whole or in part, for a period of time determined to be appropriate for City’s convenience. Upon notice by City pursuant to this provision, Contractor must immediately suspend, delay, or interrupt the Work and secure the Project site as directed by City except for taking measures to protect completed or inprogress Work as directed in the suspension notice, and subject to the provisions of Section 13.1(A) and (B), above. If Contractor submits a timely request for a Change Order in compliance with Articles 5 and 6, the Contract Price and the Contract Time will be equitably adjusted by Change Order pursuant to the terms of Articles 5 and 6 to reflect the cost and delay impact occasioned by such suspension for convenience, except to the extent that any such impacts were caused by Contractor’s failure to comply with the Contract Documents or the terms of the suspension notice or notice to resume. However, the Contract Time will only be extended if the suspension causes or will cause unavoidable delay in Final Completion. If Contractor disputes the terms of a Change Order issued for such equitable adjustment due to suspension for convenience, its sole recourse is to comply with the Claim procedures in Article 12.

13.3 Termination for Default. City may declare that Contractor is in default of the Contract for a material breach of or inability to fully, promptly, or satisfactorily perform its obligations under the Contract.
(A) Default. Events giving rise to a declaration of default include Contractor’s refusal or failure to supply sufficient skilled workers, proper materials, or equipment to perform the Work within the Contract Time; Contractor’s refusal or failure to make prompt Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 55
payment to its employees, Subcontractors, or suppliers or to correct defective Work or damage; Contractor’s failure to comply with Laws, or orders of any public agency with jurisdiction over the Project; evidence of Contractor’s bankruptcy, insolvency, or lack of financial capacity to complete the Work as required within the Contract Time; suspension, revocation, or expiration and nonrenewal of Contractor’s license or DIR registration; dissolution, liquidation, reorganization, or other major change in Contractor’s organization, ownership, structure, or existence as a business entity; unauthorized assignment of Contractor’s rights or duties under the Contract; or any material breach of the Contract requirements.
(B) Notice of Default and Opportunity to Cure. Upon City’s declaration that Contractor is in default due to a material breach of the Contract Documents, if City determines that the default is curable, City will afford Contractor the opportunity to cure the default within ten days of City’s notice of default, or within a period of time reasonably necessary for such cure, including a shorter period of time if applicable. (C) Termination. If Contractor fails to cure the default or fails to expediently take steps reasonably calculated to cure the default within the time period specified in the notice of default, City may issue written notice to Contractor and its performance bond surety of City’s termination of the Contract for default. (D) Waiver. Time being of the essence in the performance of the Work, if Contractor’s surety fails to arrange for completion of the Work in accordance with the Performance Bond within seven calendar days from the date of the notice of termination pursuant to paragraph (C), City may immediately make arrangements for the completion of the Work through use of its own forces, by hiring a replacement contractor, or by any other means that City determines advisable under the circumstances. Contractor and its surety will be jointly and severally liable for any additional cost incurred by City to complete the Work following termination, where “additional cost” means all cost in excess of the cost City would have incurred if Contactor had timely completed Work without the default and termination. In addition, City will have the right to immediate possession and use of any materials, supplies, and equipment procured for the Project and located at the Project site or any Worksite on City property for the purposes of completing the remaining Work.
(E) Compensation. Within 30 days of receipt of updated as-builts, all warranties, manuals, instructions, or other required documents for Work installed to date, and delivery to City of all equipment and materials for the Project for which Contractor has already been compensated, Contractor will be compensated for the Work satisfactorily performed in compliance with the Contract Documents up to the effective date of the termination pursuant to the terms of Article 8, Payment, subject to City’s rights to withhold or deduct sums from payment otherwise due pursuant to Section 8.3, and excluding any costs Contractor incurs as a result of the termination, including any cancellation or restocking charges or fees due to third parties. If Contractor disputes the amount of compensation determined by City, its sole recourse is to comply with the Claim Procedures in Article 12, by submitting a Claim no later than 30 days following notice from City of the total compensation to be paid by City. (F) Wrongful Termination. If Contractor disputes the termination, its sole recourse is to comply with the Claim procedures in Article 12. If a court of competent jurisdiction or an arbitrator later determines that the termination for default was wrongful, the termination will be deemed to be a termination for convenience, and Contractor’s damages will be strictly limited to the compensation provided for termination for convenience under Section 13.4, below. Contractor waives any claim for any other damages for wrongful termination including special or consequential damages, lost Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 56
opportunity costs, or lost profits, and any award of damages is subject to Section 12.8, Burden of Proof and Limitations.

13.4 Termination for Convenience. City reserves the right, acting in its sole discretion, to terminate all or part of the Contract for convenience upon written notice to Contractor. (A) Compensation to Contractor. In the event of City’s termination for convenience, Contractor waives any claim for damages, including for loss of anticipated profits from the Project. The following will constitute full and fair compensation to Contractor, and Contractor will not be entitled to any additional claim or compensation:
(1) Completed Work. The value of its Work satisfactorily performed as of the date notice of termination is received, based on Contractor’s schedule of values and unpaid costs for items delivered to the Project site that were fabricated for incorporation in the Work;
(2) Demobilization. Demobilization costs specified in the schedule of values, or if demobilization costs were not provided in a schedule of values pursuant to Section 8.1, then based on actual, reasonable, and fully documented demobilization costs; and
(3) Termination Markup. Five percent of the total value of the Work performed as of the date of notice of termination, including reasonable, actual, and documented costs to comply with the direction in the notice of termination for convenience, and demobilization costs, which is deemed to cover all overhead and profit to date.
(B) Disputes. If Contractor disputes the amount of compensation determined by City pursuant to paragraph (A), above, its sole recourse is to comply with the Claim procedures in Article 12, by submitting a Claim no later than 30 days following notice from City of total compensation to be paid by City.

13.5 Actions Upon Termination for Default or Convenience. The following provisions apply to any termination under this Article, whether for default or convenience, and whether in whole or in part.
(A) General. Upon termination, City may immediately enter upon and take possession of the Project and the Work and all tools, equipment, appliances, materials, and supplies procured or fabricated for the Project. Contractor will transfer title to and deliver all completed Work and all Work in progress to City. (B) Submittals. Unless otherwise specified in the notice of termination, Contractor must immediately submit to City all designs, drawings, as-built drawings, Project records, contracts with vendors and Subcontractors, manufacturer warranties, manuals, and other such submittals or Work-related documents required under the terms of the Contract Documents, including incomplete documents or drafts.
(C) Close Out Requirements. Except as otherwise specified in the notice of termination, Contractor must comply with all of the following:
(1) Immediately stop the Work, except for any Work that must be completed pursuant to the notice of termination and comply with City’s instructions for cessation of labor and securing the Project and any other Worksite(s). (2) Comply with City’s instructions to protect the completed Work and materials, using best efforts to minimize further costs.

Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 57
(3) Contractor must not place further orders or enter into new subcontracts for materials, equipment, services or facilities, except as may be necessary to complete any portion of the Work that is not terminated. (4) As directed in the notice, Contractor must assign to City or cancel existing subcontracts that relate to performance of the terminated Work, subject to any prior rights, if any, of the surety for Contractor’s performance bond, and settle all outstanding liabilities and claims, subject to City’s approval. (5) As directed in the notice, Contractor must use its best efforts to sell any materials, supplies, or equipment intended solely for the terminated Work in a manner and at market rate prices acceptable to City.
(D) Payment Upon Termination. Upon completion of all termination obligations, as specified herein and in the notice of termination, Contractor will submit its request for Final Payment, including any amounts due following termination pursuant to this Article

13. Payment will be made in accordance with the provisions of Article 8, based on the portion of the Work satisfactorily completed, including the close out requirements, and consistent with the previously submitted schedule of values and unit pricing, including demobilization costs. Adjustments to Final Payment may include deductions for the cost of materials, supplies, or equipment retained by Contractor; payments received for sale of any such materials, supplies, or equipment, less re-stocking fees charged; and as otherwise specified in Section 8.3, Adjustment of Payment Application. (E) Continuing Obligations. Regardless of any Contract termination, Contractor’s obligations for portions of the Work already performed will continue and the provisions of the Contract Documents will remain in effect as to any claim, indemnity obligation, warranties, guarantees, submittals of as-built drawings, instructions, or manuals, record maintenance, or other such rights and obligations arising prior to the termination date.

Article 14 - Miscellaneous Provisions

14.1 Assignment of Unfair Business Practice Claims. Under Public Contract Code § 7103.5, Contractor and its Subcontractors agree to assign to City all rights, title, and interest in and to all causes of action it may have under section 4 of the Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2 (commencing with § 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to the Contract or any subcontract. This assignment will be effective at the time City tenders Final Payment to Contractor, without further acknowledgement by the parties.

14.2 Provisions Deemed Inserted. Every provision of law required to be inserted in the Contract Documents is deemed to be inserted, and the Contract Documents will be construed and enforced as though such provision has been included. If it is discovered that through mistake or otherwise that any required provision was not inserted, or not correctly inserted, the Contract Documents will be deemed amended accordingly.

14.3 Waiver. City’s waiver of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of the Contract Documents will not be effective unless it is in writing and signed by City. City’s waiver of any breach, failure, right, or remedy will not be deemed a waiver of any other breach, failure, right, or remedy, whether or not similar, nor will any waiver constitute a continuing waiver unless specified in writing by City.

Lincoln Avenue Corridor Safety Improvements 2022 Form GENERAL CONDITIONS C441145310 Page 58

14.4 Titles, Headings, and Groupings. The titles and headings used and the groupings of provisions in the Contract Documents are for convenience only and may not be used in the construction or interpretation of the Contract Documents or relied upon for any other purpose.

14.5 Statutory and Regulatory References. With respect to any amendments to any statutes or regulations referenced in these Contract Documents, the reference is deemed to be the version in effect on the date that bids were due.

14.6 Survival. The provisions that survive termination or expiration of this Contract include Contract Section 11, Notice, and subsections 12.1, 12.2, 12.3, 12.4, 12.5, and 12.6, of Section 12, General Provisions; and the following provisions in these General Conditions:

Section 2.2(J), Contractor’s Records, Section 2.3(C), Termination, Section 3.7, Ownership, Section 4.2, Indemnity, Article 12, Dispute Resolution, and Section 11.2, Warranty.

END OF GENERAL CONDITIONS

•
State of Califtirnia - Department of Fish and Wildlife
2025 ENVIRONMENTAL DOCUMENT FILING FEE

CASH RECEIPT
DFW 753.5a (REV. 01/01/25) Previously DFG 753.5a
SEE INSTRUCTIONS ON REVERSE. TYPE OR PRINT CLEARLY.

LEAD AGENCY I LEADAGENCY EMAIL

CITY OF SAN RAFAEL

COUNTY/STATE AGENCY OF FILING
jMarin I

PROJECT TITLE
.___P_r,_nt _ _. _ , Save
RECEIPT NUMBER:
21 - 03/21/2025 - 34
STATE CLEARINGHOUSE NUMBER (If applicable)
DATE
03/21/2025

DOCUMENT NUMBER
LINCOLN AVE. SAFETY IMPROVEMENTS AT WILSON CT. & BROOKDALE AVE. PROJECT

PROJECT APPLICANT NAME PROJECT APPLICANT EMAIL PHONE NUMBER CITY OF SAN RAFAEL (415)686-4079

PROJECT APPLICANT ADDRESS CITY STATE ZIP CODE
111 MORPHEW ST SAN RAFAEL CA 94901
PROJECT APPLICANT (Check appropriate box)
0 Local Public Agency 0 School District 0 Other Special District 0 State Agency 0 Private Entity CHECK APPLICABLE FEES:

D Environmental Impact Report (EIR) $ 0.00 - ---------- D Mitigated/Negative Declaration (MND)(ND) $ _ _______ o_.o_o D Certified Regulatory Program (CRP) document - payment due directly to CDFW $4,123.50
$2,968.75
$1,401.75 $ ________ o_.o_o
El Exempt from fee
El Notice of Exemption (attach)
D CDFW No Effect Determination (attach)
D Fee previously paid (attach previously issued cash receipt copy) D Water Right Application or Petition Fee (State Water Resources Control Board only) 0 County documentary handling fee
D Other
PAYMENT METHOD:
$850.00 $
$
$
D Cash D Credit D Check D Other TOT AL RECEIVED $

SIGNATURE AGENCY OF FILING PRINTED NAME AND TITLE

0.00 50.00

50.00 X u~ MARIN COUNTY CLERK, L. VAWTER, DEPUTY COUNTY CLERK ORIGINAL - PROJECT APPLICANT COPY - CDFW/ASB COPY - LEAD AGENCY COPY - COUNTY CLERK DFW 753 5a (Rev. 01012025) State of California - Department of Fish and Wildlife
2025 ENVIRONMENTAL DOCUMENT FILING FEE

CASH RECEIPT
DFW 753.5a (REV. 01/01/25) Previously DFG 753.5a
NOTICE
Each project applicant shall remit to the county clerk the environmental filing fee before or at the time of filing a Notice of Determination (Pub.

Resources Code, § 21152; Fish & G. Code,§ 711.4, subdivision (d): Cal. Code Regs., tit. 14, § 753.5). Without the c1 ppropriate fee, statutory or categorical exemption, or a valid No Effect Detennination issued by the California Department of Fish and Wildlife (CDFW), the Notice of Determination is not operative, vested, or final, and shall not be accepted by the county clerk.

COUNTY DOCUMENTARY HANDLING FEE
The county clerk may charge a documentary handling fee of fifty dollars ($50) per filing in addition to the environmental filing fee (Fish & G. Code, § 711 .4, subd. {e): Cal. Code Regs., tit. 14, § 753.5, subd. (g)(1)). A county board of supervisors shall have the authority to increase or decrease the fee or charge, that is otherwise authorized to be levied by another provision of law, in the amount reasonably necessary to recover the cost of providing any product or service or the cost of enforcing any regulation for which the fee or charge is levied (Gov. Code, § 54985, subd. (a)).

COLLECTION PROCEDURES FOR COUNTY GOVERNMENTS
Filing Notice of Determination (NOD):
□ Collect environmental filing fee or copy of p!'eviously issued cash receipt. (Do not collect fee if project applicant presents a No Effect Determination signed by CDFW. An additional fee is required for each separate environmental document. An addendum is not considered a separate environmental document. Checks should be made payable to the county.) D Issue cash receipt to project applicant.
□ Attach copy of cash receipt and, if applicable, previously issued cash receipt, to NOD. □ Mail filing fees for CRP document to CDFW prior to filing the NOD or equi.valent final approval (Cal. Code Regs. Tit. 14, § 753.5 (b)(5)). The CRP should request receipt from CDFW to show proof of payment for filing the NOD or equivalent approval. Please mail payment to address below made attention lo the Cash Receipts Unit of the Accounting Services Branch.

If the project applicant presents a No Effect Determination signed by CDFW, also:
□ Attach No Effect Determination to NOD (no environmental filing fee is due).

Filing Notice of Exemption (NOE) (Statutorily or categorically exempt project (Cal. Code Regs., tit. 14, §§ 15260-15285, 15300-15333)) □ Issue cash receipt to project applicant.
□ Attach copy of cash receipt to NOE (no environmental filing fee is due).

Within 30 days after the end of each month in which the environmental filing fees are collected, each county shall summarize and record the amount collected on the monthly State of California Form No. CA25 (TC31 ) and remit the amount collected to the State Treasurer.

Identify the remittance on Form No. CA25 as "Environmental Document Filing Fees" per Fish and Game Code section 711.4.

The county clerk shall mail the following documents to CDFW on a monthly basis:
✓ A photocopy of the monthly State of California Form No. CA25 (TC31) ✓ CDFW/ASB copies of all cash receipts (including all voide_d receipts) ✓ A copy of all CDFW No Effect Determinations flied in lieu of fee payment ✓ A copy of all NODs filed with the county during the preceding month ✓ A list of the name, address and telephone number of all project applicants for which an NOD has been filed. If this information is contained on the cash recerpt filed with CDFW under California Code of Regulations, title 14, section 753.5, subdivision (e)(6), no additional information is required.

DOCUMENT RETENTION
The county shall retain two copies of the cash receipt (for lead agency and county clerk) and a copy of all documents described above for at least 12 months.

RECEIPT NUMBER
# The first two digits automatically populate by making the appropriate selection in the County/State Agency of Filing drop down menu. # The next eight digits automatically populate when a date is entered. # The last three digits correspond with the sequential order of issuance for each calendar year. For example, the first receipt number issued on January 1 should end in 001 . lf a county issued 252 receipts for the year ending on December 31, the last receipt number should end in 252. CDFW recommends that counties and state agencies 1) save a local copy of this form, and 2) track receipt numbers on a spreadsheet tabbed by month to ensure accuracy.

DO NOT COMBINE THE ENVIRONMENTAL FEES WITH THE STATE SHARE OF FISH AND WILDLIFE FEES.

Mail to:

California Department of Fish and Wildlife
Accounting Services Branch
P.O. Box 944209
Sacramento, California 94244-2090
ORIGINAL - PROJECT APPLICANT COPY - CDFW/ASB COPY - LEAD AGENCY COPY - COUNTY CLERK OFW 753 Sa (Rev. 0101 2025) Notice .of Exemption
To: Office of Planning and Research
P.O. Box 3044, Room 113
Sacramento, CA 95812-3044
County Clerk
County of: Marin
3501 Civic C~e-n-te-r ri _,~ 2~3~4
San Rafael, CA 94903
From: (Public Agency): City of San Rafael
111 Morphew Street
San Rafael, CA 94901
(Address)
Project Title: Lincoln Ave. Safety Improvements at Wilson Ct. & Brookdale Ave. Project Project Applicant: City of San Rafael
Project Location - Specific:

Lincoln Ave. & Wilson Ct. and Lincoln Ave. & Brookdale Ave. (See attachment A) Appendix E
Project Location - City: San Rafael Project Location - County: M_ _a_ri_n ______ _ Description of Nature, Purpose and Beneficiaries of Project:

This is a public project with the City of San Rafael acting as the applicant and Lead Agency. The project focuses on enhancing crosswalk intersection safety. Enhancements include curb extensions, accessible curb ramps, high-visibility crosswalk striping, and rapid rectangular flashing beacons.

Name of Public Agency Approving Project: _C_ity_ o_f _s _a_n_R_a_fa_e_l ________ [F __ O_[L __ ~ __ [Q) _D __ _ Name of Person or Agency Carrying Out Project: _C_ity_ of_S_a_n_R_a_f_ae_l _____ ~ M_A_R~ 2~1~ 2~0_25 _ _ _ Exempt Status: (check one):

D Ministerial (Sec. 21080(b)(1); 15268);
SHELLY ;:;COTT
MARIN ~OUNTY CLERK
BY:...L ~. Deputy
D Declared Emergency (Sec. 21080(b)(3); 15269(a));
D Emergency Project (Sec. 21080(b)(4); 15269(b)(c));
IBl Categorical Exemption. State type and section number: Section 15301 (c), Existing Facilities D Statutory Exemptions. State code number: ___________________ _ Reasons why project is exempt:

No significant adverse impacts to resources would occur as a result of this project. The project consists of enhancing safety at existing crosswalks in the public right of way within the City of San Rafael. The project would modify existing facilities as allowed by the Class 1 categorical exemption.

Lead Agency
Contact Person : Mariana Sanchez Area Code/Telephone/Extension: 415- 686.40?9
If filed by applicant:

1. Attach certified document of exemption finding.

2. Has a Notice of Exemption been filed by the public agency approving the project?. D Yes □ No Signature: vJ Uiiqn~ 5, Date: 03 /ll /l025 Title: Junior Engineer IZf Signed by Lead Agency □ Signed by Applicant
Authority cited: Sections 21083 and 21110, Public Resources Code.

Reference: Sections 21108, 21152, and 21152.1, Public Resources Code.

Date Received for filing at OPR: _ ___ _
Revised 2011
Attachment A
\ 'J
!
;
Wilson Ct. & Lincoln Ave.
r
I
l I
I j :

Brookdale Ave. & Lincoln Ave.
e
e
FOR REFERENCE ONLY.INFORMATION CONTAINEO IN THESE DRAWINGS IS FOR REFERENCE ONLY.

NO REPRESENTATION IS MADE AS TO THE ACCURACY OR COMPLETENESS OF SAID INFORMATION. <; l
10 1(,n .
e
e
____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting:

Disposition:

Agenda Item No: 2.g
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Fire
Prepared by: Abraham Roman, Fire Chief
Thomas Wong, Senior
Management Analyst
City Manager Approval: ______________
TOPIC: MEDI-CAL TRANSPORTATION INTERGOVERNMENTAL TRANSFER PROGRAM FOR CALENDAR YEAR 2026
SUBJECT: RESOLUTION OF THE SAN RAFAEL CITY COUNCIL AUTHORIZING THE CITY

MANAGER TO EXECUTE A CERTIFICATION FORM FOR THE SAN RAFAEL FIRE

DEPARTMENT TO PARTICIPATE IN AN INTERGOVERNMENTAL TRANSFER (IGT)

WITH THE CALIFORNIA DEPARTMENT OF HEALTH CARE SERVICES (DHCS) FOR

REIMBURSEMENT OF PUBLIC PROVIDER GROUND EMERGENCY MEDICAL

TRANSPORTATION (PP-GEMT) SERVICES FOR THE SERVICE PERIOD OF JANUARY 1, 2026, THROUGH DECEMBER 31, 2026, AND TRANSFERS TO DHCS NOT TO EXCEED $946,000
RECOMMENDATION:

Staff recommends that the City Council authorize the City Manager to execute a certification form for the San Rafael Fire Department to participate in a Medi-Cal Intergovernmental Transfer (IGT) program with the California Department of Health Care Services (DHCS) for reimbursement of Provider Ground Emergency Medical Transportation (PP-GEMT) services for the service period of January 1, 2026, through December 31, 2026, and make transfers not to exceed $946,000.

BACKGROUND:

In accordance with California Assembly Bill 1705 (Chapter 544, Statutes of 2019), DHCS developed the PP-GEMT program to reimburse eligible emergency medical transportation providers for costs associated with transporting individuals covered by Medi-Cal. This is the third year the City has participated, with 2023 being the program's inaugural year. This program starts on January 1, 2026.

The PP-GEMT program assists the City in recovering costs associated with the provision of Emergency Medical Services (EMS) to individuals who Medi-Cal covers.

ANALYSIS:

Participation in the PP-GEMT program is mandatory for public provider agencies like the City. The program provides an important opportunity for the City to collect additional ambulance transport fees that would otherwise be unavailable. This mandatory participation requires the City to collect and receive these additional ambulance transport fees for each Medi-Cal transport it provides.

While the PP-GEMT program is mandatory, cities, counties, and other public providers in the State may optionally transfer funds to the State to support the program. This optional transfer is highly encouraged SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
as it allows the PP-GEMT program to secure Federal matching funds that are the basis for providing higher reimbursement rates for each Medi-Cal patient transported. The State would not have adequate funds to receive the full Federal match without enough transfers from public providers. This would lead to the elimination of the existing program. While the transfer is optional, the staff recommends that the City provide it to ensure ongoing revenues associated with PP-GEMT continue.

FISCAL IMPACT:

Yearly costs and benefits to the City from the program depend on the number of Medi-Cal transports the City provides in a calendar year and the number of contributing agencies. Using 2025’s Medi-Cal transport data, the City’s 2026 IGT transfer to the State is estimated to be $860,000, which includes a 10% administrative fee. The City estimates that the PP-GEMT program will generate $1,500,000 in additional Medi-Cal payments for each Medi-Cal transport the City provides. This will result in an estimated $640,000 in net new funds. The total proposed funds to be transferred to the State will be allocated from the Department’s Paramedic Tax Service Fund (210) and disbursed in four tranches in accordance with the PP-GEMT program’s requirements. The Paramedic Tax Service Fund is used to provide emergency medical services, including ambulances and paramedics, at San Rafael Fire Stations.

Time Period Funding
Source
Estimated
Transfer Amount
to DHCS
Estimated Funds
Returned to City
Estimated Net
New Funds
Calendar Year
2026 Fund 210 $860,000 $ 1,500,000 $640,000
Staff recommends that the City Council authorize total transfers not to exceed $946,000, which would account for a 10% contingency. This contingency would cover cost increases if fewer agencies participate or the Fire Department transports additional Medi-Cal patients, which would result in higher transfers than expected.

OPTIONS:

The City Council has the following options to consider on this matter:

1. Authorize the City Manager to execute the Certification Form.

2. Direct staff to return with more information.

3. Take no action.

RECOMMENDED ACTION:

Staff recommends that the City Council authorize the City Manager to execute a certification form for the San Rafael Fire Department to participate in a Medi-Cal Intergovernmental Transfer (IGT) program with the California Department of Health Care Services (DHCS) for reimbursement of Provider Ground Emergency Medical Transportation (PP-GEMT) services for the service period of January 1, 2026, through December 31, 2026, and make transfers not to exceed $946,000.

ATTACHMENTS:

1. Resolution

2. Calendar Year 2026 PP-GEMT Certification Form
1 RESOLUTION NO.

RESOLUTION OF THE SAN RAFAEL CITY COUNCIL AUTHORIZING THE CITY MANAGER

TO EXECUTE A CERTIFICATION FORM FOR THE SAN RAFAEL FIRE DEPARTMENT TO

PARTICIPATE IN AN INTERGOVERNMENTAL TRANSFER (IGT) WITH THE CALIFORNIA

DEPARTMENT OF HEALTH CARE SERVICES (DHCS) FOR REIMBURSEMENT OF PUBLIC

PROVIDER GROUND EMERGENCY MEDICAL TRANSPORTATION (PP-GEMT) SERVICES FOR THE SERVICE PERIOD OF JANUARY 1, 2026, THROUGH DECEMBER 31, 2026, AND TRANSFERS TO DEPARTMENT OF HEALTH CARE SERVICES NOT TO EXCEED $946,000 WHEREAS, the City of San Rafael, through its Fire Department, regularly provides emergency ambulance transport to persons who are Medi-Cal patients; and WHEREAS, the City participates in various governmental programs that provide reimbursement of costs incurred in providing such emergency services to Medi-Cal patients; and WHEREAS, pursuant to California Assembly Bill 1705 (Chapter 544, Statutes of 2019), San Rafael, as a public provider agency, is required to participate in the PP-GEMT Program; and WHEREAS, the City may optionally transfer funds to the State to support the program, which is highly encouraged as it allows the PP-GEMT program to secure Federal matching funds that are the basis for providing higher reimbursement rates for each Medi-Cal patient transported; and
WHEREAS, by participating in the Intergovernmental Transfer Program, the City will receive reimbursements for a larger proportion of its actual costs for providing emergency ambulance transport to Medi-Cal patients; and
NOW, THEREFORE, BE IT RESOLVED, by the San Rafael City Council as follows:

1. The San Rafael Fire Department is hereby authorized to participate in an intergovernmental transfer (IGT) with the California Department of Health Care Services (DHCS) for reimbursement of public provider ground emergency medical transportation (PP-GEMT) services for the service period of January 1, 2026, through December 31, 2026

2. The City Manager is authorized to execute a certification form DHCS, subject to final approval as to form by the City Attorney.

3. The City Council hereby authorizes the transfer of funds to DHCS pursuant to such agreement, in an amount approved by the City Manager and in accordance with a mutually agreed upon schedule, to be used solely as an elective IGT made pursuant to W&I Code sections 14105.945 and 14164 for transports from January 1, 2026, through December 31, 2026.
2 I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of said City held on Monday, the 15th day of December 2025 by the following vote, to wit:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
_____________________
Lindsay Lara, City Clerk
Michelle Baass | Director

PUBLIC PROVIDER GROUND EMERGENCY MEDICAL TRANSPORTATION PROGRAM

INTERGOVERNMENTAL TRANSFER CERTIFICATION FORM
STATE CALENDAR YEAR 2026
California Department of Health Care Services
Capitated Rates Development Division
1501 Capitol Avenue, P.O. Box 997413
Sacramento, CA | 95899-7413
MS 4413 | www.dhcs.ca.gov
State of California
Gavin Newsom, Governor
California Health and Human Services Agency
I, the undersigned, hereby declare and certify on behalf of _____________________________________________________________ (the “Public Entity”) as follows:

1. As a public administrator, a public officer, or other public individual, I am duly authorized to make this certification.

2. The Public Entity elects to make this intergovernmental transfer (IGT) to the Department of Health Care Service (DHCS) as a voluntary contribution to the non-federal share (NFS) of Medi-Cal expenditures for purposes of Assembly Bill 1705 (2019) pursuant to Sections 14105.94, 14105.945, 14129, 14129.3, and 14164 of the Welfare and Institutions (W&I) Code. All funds transferred pursuant to this certification qualify for federal financial participation (FFP) pursuant to Section 1903(w) of the Social Security Act and Title 42 of the Code of Federal Regulations, Section 433 Subpart B, and are not derived from impermissible sources such as recycled Medicaid payments, federal money excluded from use as the NFS, impermissible health care-related taxes, or non-bona fide providerrelated donations.

3. Voluntary contributions attributable to the period of January 1, 2024, through December 31, 2026, will be made via recurring transfers as indicated on the invoices provided to the Public Entity by DHCS. The voluntary contributions made by the Public Entity may also include adjustments related to the calendar year (CY) 2024 and CY 2025 rating period’s NFS reconciliation as described in paragraph 7 below. Please note, the total IGT amount at the bottom of this IGT certification will continue to be itemized on your invoice which is sent to you along with this IGT certification form 45-days in advance of the IGT contribution due date. The Public Entity acknowledges that any transfers made pursuant to this certification during this time period are considered an elective IGT made pursuant to W&I Code sections 14105.945 and 14164, to be used by DHCS, subject to paragraph four herein, exclusively as the source for the NFS of ground emergency medical transport public provider supplemental payments in both t) HCS

CALIFORNIA DEPARTMENT OF

HEAL TH CARE SERVICES

PUBLIC PROVIDER GROUND EMERGENCY MEDICAL TRANSPORTATION PROGRAM

INTERGOVERNMENTAL TRANSFER CERTIFICATION FORM
STATE CALENDAR YEAR 2026
California Department of Health Care Services
Capitated Rates Development Division
1501 Capitol Avenue, P.O. Box 997413
Sacramento, CA | 95899-7413
MS 4413 | www.dhcs.ca.gov
State of California
Gavin Newsom, Governor
California Health and Human Services Agency
Medi-Cal fee for service (FFS) payments and the portion of the risk-based capitation rate to Medi-Cal managed care health plans associated with reimbursement made in accordance with Section 14105.945, subdivision (h)(1) (hereafter, the AB 1705 Public Provider (PP) Ground Emergency Medical Transportation (GEMT) Program, or the (PP-GEMT Program), and DHCS costs associated with administering the PP-GEMT Program.

4. DHCS may accept this voluntary contribution to the extent it is able to obtain FFP for the PP-GEMT Program as permitted by federal law. In the event DHCS is unable to obtain FFP for the PP-GEMT Program, or the full payments cannot otherwise be made to and retained by eligible public providers, and, therefore, all or a portion of the transferred amount cannot be used as the NFS of payments, DHCS will notify the Public Entity via e-mail and return the applicable portion of the unused IGT amount.

5. The Public Entity acknowledges that state law in W&I Code section 14105.945, subdivision (h)(2) authorizes DHCS, upon obtaining any necessary approvals, to assess a ten percent (10%) fee on each transfer of public funds to the state to pay for health care coverage and to reimburse DHCS its costs associated with administering the PP-GEMT Program. The Public Entity acknowledges that while DHCS is not assessing this fee currently pending federal approval, DHCS has not waived its right to assess the administrative fee under state law upon obtaining any necessary federal approvals.

6. The Public Entity acknowledges that the IGT is to be used by DHCS for the filing of a claim with the federal government for federal funds and understands that any misrepresentation regarding the IGT may violate federal and state law.

7. The amount voluntarily transferred to DHCS is based on the estimated Medi-Cal FFS and Medi-Cal managed care NFS of ground emergency medical transport payments, as referenced in paragraph three herein. Since the amount to be voluntarily transferred to DHCS will be based on an estimate, the Public Entity acknowledges that a reconciliation of the voluntary NFS contributions to the actual NFS expenditures will occur. To the degree necessary to fund the NFS for the PP-GEMT Program, amounts due to or owed by Public Entity as a result of the reconciliation may be offset against, or added to, future transfers as applicable

PUBLIC PROVIDER GROUND EMERGENCY MEDICAL TRANSPORTATION PROGRAM

INTERGOVERNMENTAL TRANSFER CERTIFICATION FORM
STATE CALENDAR YEAR 2026
California Department of Health Care Services
Capitated Rates Development Division
1501 Capitol Avenue, P.O. Box 997413
Sacramento, CA | 95899-7413
MS 4413 | www.dhcs.ca.gov
State of California
Gavin Newsom, Governor
California Health and Human Services Agency
and as determined by DHCS. DHCS may accept a voluntary contribution to the extent it is able to obtain FFP for PP-GEMT payments as permitted by federal law.

8. The Public Entity acknowledges that all records of funds transferred are subject to review and audit upon DHCS’ request. The Public Entity will maintain documentation supporting the allowable funding source of the IGTs.

9. Upon notice from the federal government of a disallowance or deferral related to this IGT, the Public Entity responsible for this IGT shall be the entity responsible for the federal portion of that expenditure.

I hereby declare under penalty of perjury under the law of the United States that the foregoing is true and correct to the best of my knowledge. I further understand that the known filing of a false or fraudulent claim, or making false statements in support of a claim, may violate the Federal False Claims Act or other applicable statute and federal law and may be punishable thereunder.

Executed on this ______ day of ____________, 20__ at ______________________________, California.

Signature of Authorized Person: ____________________________________________________ Name of Authorized Person: ________________________________________________________ Title of Authorized Person: __________________________________________________________ Name of Public Entity: _______________________________________________________________ NPI of Public Entity: _______________________________________________ Amount of IGT: $____________________________
____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting:

Disposition:

Agenda Item No: 3.a
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Community and Economic Development
Prepared by: Stacey Laumann
Sr. Management Analyst
City Manager Approval: ________
TOPIC: DOWNTOWN BUSINESS IMPROVEMENT DISTRICT (BID) BUSINESS ASSESSMENT

ANNUAL RENEWAL
SUBJECT: RESOLUTION OF THE SAN RAFAEL CITY COUNCIL CONFIRMING THE 2025

ANNUAL REPORT FOR THE DOWNTOWN SAN RAFAEL BUSINESS IMPROVEMENT DISTRICT AND LEVY OF ASSESSMENTS FOR CALENDAR YEAR 2026, APPROVING THE BUDGET FOR THE ASSESSMENTS FOR CALENDAR YEAR 2026, AND

APPROPRIATING REVENUE DERIVED FROM SAID ASSESSMENTS
RECOMMENDATION:

Staff recommends that the City Council adopt the resolution confirming the 2025 annual report, approving a levy of an annual assessment for calendar year 2026 for the Downtown San Rafael Business Improvement District, approving the budget for the assessments for calendar year 2026, and appropriating revenue derived from said assessments.

BACKGROUND:

Section 36500 of the California Streets and Highways Code allows the creation of a business improvement district within a municipality, in which businesses within the district self-assess an annual fee to pay for improvements and activities that benefit the overall business district. The state law intends to provide a funding mechanism for business districts to promote economic vitality. The City of San Rafael’s role is to levy and collect membership fees from businesses within the district.

In 1979, the Downtown San Rafael Business Improvement District (BID) was established. This original district included approximately 125 businesses along Fourth Street between Lincoln Avenue and E Street. In 2013, the City Council voted to replace it with a larger district of approximately 700 businesses along Fourth Street. The expanded district includes the West End and some side streets, as well as nonground floor tenants and other tenants not included in the original BID. 2025 marks the second complete year of BID administration by the San Rafael Chamber of Commerce, a transition that started in September 2023.

The BID has achieved many notable accomplishments in 2025, as highlighted in its Annual Report (Attachment 2), including two annual events reaching their second and fourth years of celebration, 35th Annual May Madness, the expansion of its two volunteer-led beautification programs (mulching and graffiti removal), and the featuring of its annual Clean and Green Day on live television (KTVU).

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2

ANALYSIS
State law requires the BID to submit to the City Council an annual report detailing the assessments to be levied and collected to pay the costs of the improvements and activities described in the report. The report may propose changes, including, but not limited to, the boundaries of the parking and business improvement area or any benefit zones within the area, the basis and method of levying the assessments, and any changes in the classification of businesses, if a classification is used.

Staff reviewed the San Rafael Downtown BID’s 2025 Annual Report and the BID’s 2026 Budget & 2025 Financial Summary (Exhibit C) and found they meet the required elements as follows:

1. There are no proposed changes in the boundaries of the BID.

2. The budget outlines the improvements and activities programmed for the calendar year 2026.

3. The budget outlines the estimated cost of improvement and activities outlined for the calendar year 2026.

4. The budget outlines the surplus or deficit being carried over from the previous calendar year.

5. The budget outlines contributions anticipated from sources other than assessments, including City funds.

For calendar year 2026, the annual assessment levy totaling an estimated $65,000 is proposed to be assessed at the same rate as prior years. See Exhibit B to the Annual Report for the 2026 Assessment Formula.

BID Renewal Process
In accordance with state law, the annual BID assessment renewal process shall take place at two City Council meetings. On December 1, 2025, the City Council adopted Resolution 15481, approving the Downtown San Rafael Business Improvement District (BID) Annual Report, declaring the City Council’s intention to levy an annual assessment for calendar year 2026 for the BID, and setting a public hearing stating the intent to levy an annual assessment, and set a public hearing for December 15, 2025.

The purpose of this required public hearing is to receive public input on the annual BID assessment, to confirm the 2025 annual report, and approve the levy of assessments for the upcoming year. Interested people may make oral or written protests. If written protests received represent fifty percent (50%) or more of the total assessments in the entire BID, no further proceedings to amend the BID can occur.

New proceedings cannot be initiated for at least a year.

This item is to hold the required public hearing to receive input from the public on the annual assessment for the BID, to confirm the 2025 annual report (Attachment 2), and approve the levy of assessments for the upcoming year. Interested people may make oral or written protests. If written protests received represent fifty percent (50%) or more of the total assessments in the entire BID, no further proceedings to amend the BID can occur. New proceedings cannot be undertaken for a period of at least a year.

COMMUNITY OUTREACH:

A notice of public hearing on the resolution of intention to levy the annual assessment for calendar year 2026 was published in the Marin Independent Journal on December 5, 2025. A copy is included in Attachment 3. The BID has notified its members of the annual renewal process through its member communications, including the BID e-newsletter, notifications on the BID website, and agenda items at the monthly BID board meeting.

FISCAL IMPACT:

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 3
The proposed BID assessment would generate an estimated $65,000 for 2026. Assessment revenues collected by the City are passed on to the Chamber of Commerce, which administers the funding provided to the BID by the annual assessment through a separate agreement. The City’s General Fund absorbs all administrative costs associated with collecting the assessment. The proposed resolution includes authorization to amend the current fiscal year (FY) 2025-26 budget to reflect the collection and disbursement of BID assessment funding, estimated at $65,000.

OPTIONS:

The City Council has the following options to consider on this matter:

1. Accept the report and adopt the resolution as presented.

2. Accept the report and adopt the resolution with modifications.

3. Decline to accept the report and decline to adopt the resolution.

4. Take no action.

RECOMMENDED ACTION:

Staff recommends that the City Council adopt the resolution confirming the 2025 annual report, approving a levy of an annual assessment for calendar year 2026 for the Downtown San Rafael Business Improvement District, approving the budget for the assessments for calendar year 2026, and appropriating revenue derived from said assessments.

ATTACHMENTS:

1. Resolution

2. BID 2025 Annual Report, including:

A. Exhibit A: BID Map
B. Exhibit B: BID 2026 Assessment Formula
C. Exhibit C: BID 2026 Budget & 2025 Financial Summary

3. Notice of Public Hearing on Resolution of Intention
RESOLUTION NO.

RESOLUTION OF THE SAN RAFAEL CITY COUNCIL CONFIRMING THE 2025 ANNUAL

REPORT FOR THE DOWNTOWN SAN RAFAEL BUSINESS IMPROVEMENT DISTRICT AND LEVY OF ASSESSMENTS FOR CALENDAR YEAR 2026, APPROVING THE BUDGET FOR THE ASSESSMENTS FOR CALENDAR YEAR 2026, AND APPROPRIATING REVENUE

DERIVED FROM SAID ASSESSMENTS
WHEREAS, California Streets and Highways Code Sections 36500 et seq authorize cities to establish parking and business improvement districts for the purpose of promoting economic revitalization and physical maintenance of business areas, to create jobs, attract new business, and prevent erosion of the new business district; and
WHEREAS, the Downtown San Rafael Business Improvement District (“BID”) was established in 2013 to amend the existing Parking and Business Improvements District instituted in 1979 in the commercial area on and around the Fourth Street corridor in San Rafael; and WHEREAS, pursuant to San Rafael Municipal Code Chapter 10.09, the BID’s Advisory Board submitted to the City a “BID 2025 Annual Report”, which is on file with the City Clerk; and WHEREAS, on December 1, 2025, the City Council by resolution approved the BID 2025 Annual Report, indicating the Council’s intention to levy assessments for calendar year 2026, and setting a public hearing thereon for December 15, 2025; and WHEREAS, pursuant to Streets and Highways Code Section 36535, following the public hearing, the City Council may adopt a resolution confirming the report as originally filed or as modified by the Council, and the adoption of the resolution shall constitute the levy of an assessment for the year referred to in the report; and
WHEREAS, the City Council held the required public hearing on December 15, 2025, to receive testimony and protests concerning the BID 2025 Annual Report and the proposed levy of assessments for calendar year 2026 described therein; and WHEREAS, a majority protest of the proposed assessments was not received.

NOW, THEREFORE, BE IT RESOLVED that the City Council hereby confirms the BID 2025 Annual Report; and
FURTHER RESOLVED, Adoption of this resolution shall constitute confirmation of the BID 2025 Annual Report, approval of the levy of assessments described in the BID 2025 Annual Report for the 2026 calendar year, and approval of the budget for the assessments in calendar year 2026 as set forth in the BID 2025 Annual Report; and FURTHER RESOLVED, that the City Council authorizes supplemental budget appropriations amending the fiscal year (FY) 2025-26 in the amount of $65,000 to reflect the collection and disbursement of BID assessment funds.

I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of said City held on Monday, the 15th day of December 2025 by the following vote, to wit:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

LINDSAY LARA, City Clerk
2025
ANNUAL
REPORT
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]
Downtown San Rafael Business
Improvement District & 2026 PLAN

THE BID MISSION IN ACTION
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]
Dear fellow BID Members,
I would like to thank all
of the BID members for
their continued support.

You are the reason why we continuously
look for ways to bring more foot traffic
downtown. Why we look for new ways to
beautify Downtown. Why we look for ways
to keep Downtown businesses and visitors
safe. We are committed to you and the
vibrancy of Downtown San Rafael. 2025
has been a year of growth. We have had
growth in our BID Memberships, growth in
our event participation and revenue, we
hope this results in growth walking into
your business. 2025 has also been a year
of change. We have started the ball rolling
on exploring the opportunity to become a
Community Based District(CBID). This
could allow us to do more when it comes
to our main pillars of Beautification,
Cleanliness, Safety and Events for
Downtown. What is not changing is our
commitment to you and Downtown. We
will share information with you as we get
them as we are all in this together.

Respectfully, Terrance Thornton
President, Business Improvement District
Owner, San Rafael Marial Arts

LETTER FROM

THE PRESIDENT
ADVISORY BOARD & STAFF 2025-26
The Downtown San Rafael Business Improvement District (BID) began as a 501 C(6) nonprofit corporation established in 1979 to revitalize the downtown corridor and promote the common interests of Downtown businesses. Through attention to streetscape, marketing and promotions, special events, and advocating on issues of safety, public parking, and other factors affecting the economic vitality of the downtown district, the BID fulfills its mission. The BID is a special assessment district formed to fund services, activities, and programs above and beyond services provided by the City, for the purpose of improving the common areas and strengthening businesses within the district.

Join our team &
become a board
member!
Karen Strolia
President & CEO, San
Rafael Chamber of
Commerce
BID PURPOSE & HISTORY:

BID PROGRAM OVERVIEW 2025
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]
IN 2025, THE BID MANAGED 25 DIFFERENT MARKETING

PROGRAMS, PROJECTS, AND EVENTS
The Downtown San Rafael Business Improvement District manages 25 programs and projects designed to promote downtown businesses, foster community, and help beautify. These initiatives are organized into seven categories: Promotion & Marketing, Beautification, Business Engagement, Arts, Fundraising Events, Community & Art Events, and Holiday Promotions.

Below is the program overview. The rest of this report will provide details, images, and statistics for each program.

1. Promotion & Marketing:
• Social Media Programming
• Weekly IJ Ads & Promotions
• Downtown Business Event Calendar
• 3rd Annual Fe-BREW-ary
• Juneteenth Promo
• Website Management

2. Beautification:
• Intersection Mulching Project
• Graffiti Removal Funding
• Clean & Green Day on Earth Day

3. Business Engagement:
• Mixers (Baseball, Fall & Holiday)
• Monthly Newsletters

4. Arts Programming (via DSRAD):
• Art Programming Support
• Utility Box Art Program (coming soon)

5. Fundraising Events:
• 35th Annual May Madness Car Show
• 2nd Annual Dancing Under the Lights
• 5th Annual Hops & Vines Stroll

6. Community & Art Events:
• 2nd Annual Lunar New Year Art Walk
• 2nd Annual Pride Art Walk
• Trick or Treat on Fourth
• 4th Annual Elf Hunt
• 4th Annual Menorah Lighting

7. Holiday Promotions:
• Holiday Window Contest
• Shop Small Saturday
• Downtown San Rafael Holiday Gift Guide
• West End Holiday Ads
Dear Friends of Downtown San Rafael,
As a 3rd-generation Marinite, passionate supporter of the arts, and San Rafael resident, I am honored to continue to serve as Director of our Business Improvement District.

Wrapping up my fourth year, I’m proud to finally see this work mature and settle across seven key focus areas: Promotion & Marketing, Beautification, Business Engagement, Arts, Fundraising Events, Community & Art Events, and Holiday Promotions.

In 2025, the BID had roughly $60k in assessments and allocated about $60k for core operations like payroll, insurance, and technology. So, to make our marketing programs possible, I remained committed to producing events and promotions that either raise funds or pay for themselves to ensure that our downtown enjoys a full calendar of activity and promotion year-round.

This year, I saw a few of our “first annuals” grow into second and fourth annual traditions. Our two volunteer-led beautification programs (mulching and graffiti removal) helped keep downtown looking clean. Our Annual Clean & Green Day on Earth Day was even featured live on KTVU with an interview by our BID Secretary! Looking ahead to 2026, my priorities are to strengthen our existing programs and expand fundraising to grow our beautification budget.

DSRAD’s public art projects will come to life in June, making Downtown San Rafael look more like the Arts hub it is celebrated as. Our social media contractor will continue to shine a spotlight on downtown businesses. Our website will stay up to date to keep the community informed with its event calendar and news section.

A giant thank you to Karen Strolia, CEO of the San Rafael Chamber, for a fabulous, fun, and productive year of partnership. Also, to the City of San Rafael staff for their excellent support this past year. And last but not least, to our President Terrance and the BID Advisory Board for their dedication, volunteerism, and passion for our awesome Downtown!
All the Best,
Sarah Tipple, Director
BID PROMOTION/MARKETING 2025
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]
Promotion & Marketing:
• Social Media Programming – Our professional
contractor highlights our downtown businesses to
thousands of followers, ensuring Downtown San
Rafael is top-of-mind for shopping, dining, and
entertainment. With over 8k followers on both, IG
increased by 450 and 200 on Facebook this past year.
• Weekly IJ Ads & Promotions – We invest in recurring
ads with the Marin IJ Entertainment weekly email blast
to spotlight downtown as a destination, helping
businesses gain visibility to our community.
• Downtown Business Event Calendar – An online hub
where businesses can post events, from art openings
to live music. This tool centralizes promotions.
• Fe-BREW-ary – In partnership with SMART, this winter
promotion was designed to spotlight local breweries,
taprooms, and restaurants, encouraging customers to
“sip and stroll” downtown during the slower season.
• Juneteenth Promo – Through a special happenings
page and collaborations with local organizations, we
honor Juneteenth with visibility for events and history. • Website Management – Since 2023, the BID has
managed DowntownSanRafael.org, saving $1,440
annually. The site provides clear, timely information on promotions, events, news, shopping, dining, and more.
• Intersection Mulching Project – Volunteers, led
by BID Board members, refresh downtown
intersections with mulch three times a year. Plans
for 2026 include adding greenery and launching
an “Adopt an Intersection” program.
• Graffiti Removal – The BID invests $2,000
annually in supplies for longtime volunteer Tom
Harrison, whose efforts keep 4th Street clean,
welcoming, and graffiti-free.
• Clean & Green Day – Each Earth Day, volunteers,
businesses, and community groups join forces to
mulch, pick up litter, and remove graffiti to help
keep downtown clean. In 2025, our efforts were
even featured live on TV!
Beautification:

Business Engagement:
• Mixers (Pacifics Game, Fall, & Holiday) – We host 3
seasonal gatherings to connect people, share
updates, and strengthen business ties.
• Monthly Newsletters – Keep members informed on
promotions, city updates, grants, events, and news.

Facebook Annual Insight:

Instagram 90 days:

BID ARTS PROGRAMMING 2025
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]
BID SUPPORT FOR OUR DOWNTOWN SAN RAFAEL ARTS DISTRICT’S (DSRAD) PROMOTIONS AND PROJECTS
• Art Programming Support - The BID Director
serves on the DSRAD Steering Committee, attending
monthly meetings to ensure alignment between BID
goals and arts initiatives, while providing leadership
in planning and decision-making.
• Website Management – The BID helps manage and
promote the DSRAD website, ensuring the business
community has access to updated information about
projects, events, and artist opportunities.
• Public Art Project Support – The BID supports the
DSRAD committee to help advance large-scale
public art projects that will bring vibrancy and
visibility to our Downtown. 5 pieces will be
completed June 2026 - 3 murals and 2 sculptures.
• Helped launch a $4k Matching Grant Art
Program – The BID created and supported the City
to fullfill a matching grant program that supports
downtown businesses in adding art and
beautification projects to their buildings. 3 new
murals will be completed by June 2026.
• Utility Box Art Program (Coming Soon) – The BID
hopes to finalize the details to create a permanent
art program that will transform utility boxes across
downtown into vibrant works of public art, adding
to the art in our Downtown.
• Ongoing Partnerships – DSRAD has supported a
wide range of art projects and events over the past
few years, including PorchFest, Dancing Under the
Lights, Pride Art Walk, Lunar New Year
celebrations, chalk murals, film festivals, and
murals with schools and community partners. (See
full programming portfolio at dsrad.org/programs • BID Support with Strategic Planning & Committee Growth – DSRAD is trying to shape a long-term
vision that aligns arts initiatives with downtown
vitality and placemaking. We also created an
application process to bring on new members.
• Project & Grant Approval – A process was created
this year for new grant proposals to be reviewed
against mission, impact, and funding criteria, then
advanced through the Steering Committee, Public
Art Review Board, and City Council as needed.
• What is DSRAD? The Downtown San Rafael Arts
District (DSRAD) is one of only 14 certified Cultural
Arts Districts in California, recognized by the
California Arts Council (CAC). As an active
stakeholder, the BID advises that these funds go
directly into downtown businesses and into
downtown projects and events that beautify and
revitalize.

BID FUNDAISING EVENTS 2025
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]

SIGNATURE FUNDRAISING EVENTS
5th Annual Hops & Vines Stroll (Sept 27) – The
Annual Hops & Vines Stroll brought nearly 300
people INTO Downtown Businesses for an
afternoon of craft beer, wine and spirit tastings, and
local camaraderie.
• Total Expenses = $7,271.42
• Total Income = $10,855.00
• Net Profit for BID = $3,583.58
2nd Annual Dancing Under The Lights (Aug 1)
– Originally a pivot from Dining Under the
Lights, this event is now an annual celebration
in Downtown San Rafael that brings together
music, dancing, art, and local businesses for an
evening of community connection. The first
annual event broke even, and the 2nd annual
turned a profit. This profit will help fund our
promotions and beautification programming.
• Total Expenses = $20,357.27
• Total Income = $22,372.98
• Net Profit for BID = $2,015.71
35th Annual May Madness (May 10) – This
Annual event produced by Rick Lewis, the
volunteer BID Event Committee, and the Director
of the BID brought roughly 5,000 people to
Downtown. We raised over $25k to be split
between the BID, other local non-profits, and
Downtown beautification projects.
• Total Expenses = $17,047.04
• Total Income = $42,530.15
• Event Net Profit = $25,483.12
• Net Profit for BID = $12,741.56
The BID produces three major fundraising events each year - May Madness Car Show, Dancing Under the Lights, and the Hops & Vines Stroll. These events not only bring thousands of people downtown to celebrate and support local businesses, but they also generate critical funds. With this revenue, the BID covers the cost of our social media contractor, supports graffiti removal, invests in advertising, and funds other promotions that keep downtown thriving.

DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]

WE BRING FEET TO THE STREET, SUPPORT THE ARTS, CELEBRATE DIVERSITY, & PROMOTE THE HOLIDAYS!
BID ECONOMIC DRIVERS 2025
• 2ND Annual Lunar New Year Art Walk – Downtown
storefronts feature vibrant art installations and
decorations celebrating Lunar New Year, showcasing
local artists while honoring cultural traditions.
• 2nd Annual Pride Art Walk – In partnership with
DSRAD, artists, and businesses, downtown windows
transform with Pride-inspired art each June,
celebrating inclusivity and community pride.
• 37th Annual Trick or Treat on Fourth – For decades,
the BID hosts this family-friendly Halloween tradition
where merchants hand out candy and downtown
comes alive with costumes, decorations, and
community spirit.
• 4th Annual Elf Hunt – Once a new idea, now a holiday
tradition! Families search for elves in downtown shops, bringing fun to kids and foot traffic to businesses.
• 4th Annual Menorah Lighting – A growing downtown
tradition that brings the community together each
December with music, treats, and the celebration of
Hanukkah.

Celebrating Diversity, Art, & Scavenger Hunts:

Holiday Promotions:
• Annual Holiday Window Contest – Downtown
businesses deck their storefronts in creative holiday
displays, boosting festive spirit and encouraging
shoppers to explore local stores.
• Shop Small Saturday – Part of the national
movement, this campaign highlights the importance
of supporting small businesses during the holiday
season, driving customers into local shops and
restaurants.
• Downtown San Rafael Holiday Gift Guide – A
curated guide showcasing unique gift ideas from
downtown merchants, making it easy for shoppers
to keep their holiday spending local.
• West End Holiday Ads – Special advertising
campaigns spotlight West End businesses, ensuring
this vibrant part of Fourth Street shines during the
holiday season.

BID COMMUNITY EVENT PROMO 2025
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]

THE BID SUPPORTED & PROMOTED PARTNER EVENTS
In addition to producing our own events, the BID also helps promote large community events organized by partner groups on our Downtown Events page on our website. These include major annual traditions and events with street closures or bring a large amount of foot traffic to Downtown Business, such as the Mill Valley Film Festival, Dia de los Muertos, the Holiday of Lights & Winter Wonderland, the San Rafael Lighted Boat Parade, Youth in Arts C Street Celebration, PorchFest, the West End Block Party, and many others. While the BID doesn’t produce these events, we promote them to alert the community and highlight the increased traffic they bring to downtown businesses.

LOOKING AHEAD TO 2026
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]

FUTURE MARKETING, PROGRAMMING, EVENTS, & OPERATIONS
The Downtown San Rafael Business Improvement District is proud to have managed 25 programs across seven categories in 2025, each designed to promote our businesses, gather the community, and help beautify our city. From marketing initiatives and business engagement to holiday promotions, fundraisers, and cultural celebrations, these programs helped create an active downtown in 2025.

As we look toward 2026, our focus is on continuing and strengthening these programs while welcoming new opportunities. Most exciting is the arrival of the unveiling of the major public art projects in June 2026, made possible through our partnership and funding from the Downtown San Rafael Arts District.

These installations will help create an artistic and lasting vibe for our Downtown.

Our 2026 Focus:
• Strengthening and sustaining our 25 promotional programs (see page 3). • Expanding public art installation support, with projects being unveiled in June 2026. • Growing beautification efforts, including mulching, graffiti removal, and intersection beautification. • Plaza improvements, to potentially include furniture upgrades, lighting, etc. • Increasing fundraising to support promotional and beautification programs. • Continuing to promote downtown businesses through marketing, social media, and advertising. • Building community through events, scavenger hunts, and holiday traditions. • Connect potential new businesses with the City resources to fill vacancies. • Work with the City to ensure there is a power washing schedule to keep sidewalks clean.

The BID is excited to make 2026 another year of growth, creativity, and community in Downtown San Rafael!

BID ADVISORY REPORT
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]

BID BOUNDARY MAP & FEE STRUCTURE
585 Businesses in Downtown San Rafael
– as of 10.2025 report from City Licensing Dept
2025 and 2026 BID Assessment Formula:

BID ADVISORY REPORT
DowntownSanRafael.org ~ 415-849-1874 ~ [email protected]
BUDGET
Legal No.

Marin Independent Journal
103 Shoreline Parkway, Suite 201
San Rafael, CA 94901
415-382-7335
[email protected]
I am a citizen of the United States and a resident of the County aforesaid: I am over the age of eighteen years,
and not a party to or interested in the above matter. I am the principal clerk of the printer of the MARIN
INDEPENDENT JOURNAL, a newspaper of general
circulation, printed and published daily in the County of Marin, and which newspaper has been adjudged a
newspaper of general circulation by the Superior Court of the County of Marin, State of California, under date of FEBRUARY 7, 1955, CASE NUMBER 25568; that the
notice, of which the annexed is a printed copy (set in type not smaller than nonpareil), has been published in each regular and entire issue of said newspaper and not in
any supplement thereof on the following dates, to-wit:
12/05/2025
I certify (or declare) under the penalty of perjury that the foregoing is true and correct.

Dated this 5th day of December, 2025.

PROOF OF PUBLICATION
(2015.5 C.C.P.)

STATE OF CALIFORNIA
County of Marin
Signature

PROOF OF PUBLICATION
0006936697
2070419

CITY OF SAN RAFAEL
1400 FIFTH AVENUE
CITY CLERK, ROOM 209
SAN RAFAEL, CA 94901
r.BP7-11/10/16 1
r.BP7-11/10/16
2 ____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting: _______________________
Disposition: ___________________________
Agenda Item No: 4.a
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: City Manager’s Office
Prepared by: Angela Robinson Piñon, Assistant
City Manager
City Manager Approval: ______________
TOPIC: SAN RAFAEL CHAMBER OF COMMERCE AGREEMENT
SUBJECT: RESOLUTION AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE

A ONE-YEAR AGREEMENT WITH THE SAN RAFAEL CHAMBER OF COMMERCE FOR A TOTAL AMOUNT NOT TO EXCEED $140,000
RECOMMENDATION:

Staff recommends that the City Council adopt a resolution authorizing the City Manager to negotiate and execute a one-year agreement with the San Rafael Chamber of Commerce in an amount not to exceed $140,000.

BACKGROUND:

Section 36500 of the California Streets and Highways Code, also known as the 1989 Act, allows the creation of a business improvement district (BID) within a municipality, in which businesses within the district self-assess an annual fee to fund improvements and activities that benefit the overall business district. The intent of the state law is to provide a funding mechanism for business districts to promote economic vitality.

Consistent with the 1989 Act, in June 2013, the City Council of San Rafael adopted Ordinance No. 1912 (“Ordinance”), codified in the San Rafael Municipal Code (“SRMC”) Chapter 10.09, establishing the Downtown San Rafael Business Improvement District (“District”) to replace a former Parking and Business Improvements Area Business Improvement District established in 1979.

As part of the 2022 BID annual report, the BID's operations and structure were identified as areas for exploration to improve operational efficiencies and to strengthen strategic partnerships among the BID, the San Rafael Chamber of Commerce (Chamber), and the City. That expanded partnership exploration was a direct result of business recovery from the COVID-19 pandemic, evolving business needs, and resources available in Downtown San Rafael.

The Chamber has been a key partner in supporting economic recovery and development initiatives, including small business support, strategic economic development planning, and fostering economic vitality through business expansion, attraction, and retention. The cross-memberships between the Chamber and the BID, and existing partnerships with downtown businesses and property owners SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
throughout the City, allow the Chamber to have an in-depth understanding of business needs and growth opportunities.

On May 1, 2023, the San Rafael City Council authorized a contract for $100,000 over two years for the Chamber to support the Council-appointed Downtown San Rafael Business Improvement District (BID) Advisory Board, continue BID programming for the downtown business community, explore programmatic BID enhancements, and provide support to businesses outside of the BID boundaries.

ANALYSIS:

The City of San Rafael intends to enhance business support services and strengthen relationships with the local business community through a continued partnership with the San Rafael Chamber of Commerce. The Chamber has completed the terms of the two-year agreement, and City staff recommends the City Council authorize the City Manager to enter into a one-year agreement with the Chamber in an amount not to exceed $140,000. A draft of the proposed agreement is provided as Attachment 2. This agreement expands services both citywide and within the Downtown Business Improvement District (BID), ensuring responsive advocacy, improved communication between businesses and City government, and coordinated delivery of economic development resources. The proposed agreement has been restructured to further clarify the deliverables, roles, and responsibilities of the BID, Chamber, and City, in light of the dissolution of the BID Corporation. The BID Corporation was a non-profit entity established in 2012 due to the City’s state-mandated dissolution of the Redevelopment Agency, which had previously provided funding to the BID. As a result, modifying the agreement this year was more complex than in previous years; however, the proposed agreement should improve service delivery and coordination.

The Chamber will conduct targeted outreach to both members and non-member businesses, provide liaison support for homelessness-related concerns, promote City programs such as the GO Program, and assess business needs through surveys and engagement. The Chamber will assist in developing and implementing at least one business expansion support initiative informed by survey findings.

As the administrator of the Downtown BID, the Chamber will manage District funds in accordance with the San Rafael Municipal Code and the 1989 Act. Responsibilities include financial oversight, creation of the annual BID budget and report, monthly financial review, Advisory Board support, program administration, marketing of BID activities, and ensuring compliance with public transparency and audit requirements. District funds will be maintained in a dedicated account for BID-authorized uses only.

Under this agreement, the Chamber would be expected to comply with the BID Administrative Guidelines as approved by the City Council in Resolution No. 15212 on May 1, 2023.

An annual report is required and will include performance metrics such as businesses served, communications reach, sponsorship support, events, and strategic recommendations to further economic vitality.

The proposed agreement between the Chamber and the City supports community partnerships to achieve shared goals and builds capacity among local businesses. The approval of this agreement aligns with the Council’s Three-Year Strategic Plan, specifically Goal A. 1, “strengthen the local economy by supporting existing businesses and attracting new enterprises.” FISCAL IMPACT:

The total amount not to exceed under this agreement is $140,000. Funding in the amount of $75,000 is provided through appropriations included in the fiscal year (FY) 2025-26 approved Community and Economic Development Professional Services budget, within the City’s general fund. Up to $65,000 shall be derived from calendar year 2026 BID assessments.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 3
OPTIONS:

The City Council has the following options to consider on this matter:

1. Accept the report and adopt the resolution as presented.

2. Accept the report and adopt the resolution with modifications.

3. Decline to accept the report and decline to adopt the resolution.

4. Take no action.

RECOMMENDED ACTION:

Staff recommends that the City Council adopt a resolution authorizing the City Manager to negotiate and execute a one-year agreement with the San Rafael Chamber of Commerce in an amount not to exceed $140,000.

ATTACHMENTS:

1. Resolution

2. Proposed Agreement Between the San Rafael Chamber of Commerce and the City of San Rafael
RESOLUTION NO.

RESOLUTION OF THE SAN RAFAEL CITY COUNCIL AUTHORIZING THE CITY

MANAGER TO NEGOTIATE AND EXECUTE A ONE-YEAR AGREEMENT WITH THE

SAN RAFAEL CHAMBER OF COMMERCE FOR A TOTAL AMOUNT NOT TO EXCEED $140,000
WHEREAS, the Parking and Business Improvement Area Law of 1989, Cal. Strs. & Hwys.

Code § 36500 et seq. (“1989 Act”), authorizes cities to establish parking and business improvement areas for the purpose of promoting economic revitalization and physical maintenance of business districts in order to create jobs, attract new businesses and prevent erosion of business districts; and
WHEREAS, pursuant to the 1989 Act, in June 2013 the City Council of San Rafael adopted Ordinance No. 1912 (“Ordinance”), codified in the San Rafael Municipal Code (“SRMC”) Chapter 10.09, establishing the Downtown San Rafael Business Improvement District (“District”) to replace a former Parking and Business Improvements Area Business Improvement District established in 1979; and
WHEREAS, the Ordinance provides for the City’s collection of assessments on approximately 700 businesses that operate within the District’s boundaries; and WHEREAS, the revenues derived from the assessments are used for the general promotion of business activities, public events, and other activities that provide a specific benefit to the assessed businesses; and the acquisition, construction, installation, and maintenance of tangible property that provide a specific benefit to the assessed businesses; and
WHEREAS, pursuant to section 36530 of the 1989 Act and SRMC Section 10.09.080, the Council appoints a District Advisory Board consisting of members that own or represent a business in the District or voluntary members; and WHEREAS, the District Advisory Board administers the affairs of the District and prepares an annual report each year describing which assessments are to be levied and files the report with the City Clerk; and
WHEREAS, the District Advisory Board is subject to the Ralph M. Brown Act (Chapter 9 (commencing with Section 54950) of Part I of Division 2 of Title 5 of the Government Code) at all times when matters within the subject matter of the District are heard, and the California Public Records Act (Chapter 3.5 (commencing with Section 6250) of Division 7 of Title I of the Government Code), for all records relating to activities of the District; and
WHEREAS, each year, the District Advisory Board administers those revenues and uses them for authorized purposes that benefit the assessed businesses and to prepare and to submit the annual report to the City Clerk reporting activities and finances of the District; and
WHEREAS, the San Rafael Chamber of Commerce (“Chamber) is a California nonprofit mutual benefit corporation that is a member-based business advocacy organization supporting local businesses of San Rafael; and
WHEREAS, as part of the 2022 BID annual report, the BID's operations and structure were identified as areas for exploration to improve operational efficiencies and to strengthen strategic partnerships among the BID, the San Rafael Chamber of Commerce (Chamber), and the City; and
WHEREAS, the City believes that the District would benefit from the assistance of the Chamber to create capacity building and pathways for long-term sustainability to support Downtown San Rafael; and
WHEREAS, the City and the Chamber desire to enter into an Agreement for the Chamber to provide management and enhancement services for the District.

NOW, THEREFORE BE IT RESOLVED, the City Council for the City of San Rafael hereby authorizes the City Manager to negotiate and enter into an agreement with the San Rafael Chamber of Commerce for support in administering the affairs of the District and to support small businesses in San Rafael in an amount not to exceed $75,000 from the general fund, with another approximately $65,000 from District assessments, for a total not to exceed amount of $140,000.

I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael, held on Monday, the 15th day of December 2025, by the following vote, to wit:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

Lindsay Lara, City Clerk
v. June 13, 2025 Page 1

CITY OF SAN RAFAEL

PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement (“Contract”) is entered into by and between the City of San Rafael (“City”) and San Rafael Chamber of Commerce (“Contractor”), a California nonprofit mutual corporation, and is effective on _____________________ (“Effective Date”). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Contract.”

RECITALS
A. The Parking and Business Improvement Area Law of 1989, Cal. Strs. & Hwys. Code § 36500 et seq. (“1989 Act”), authorizes cities to establish parking and business improvement assessment areas for the purpose of promoting economic revitalization and physical maintenance of business districts in order to create jobs, attract new businesses, and prevent erosion of business districts; and B. Pursuant to the 1989 Act, in June 2013 the City Council of San Rafael adopted Ordinance No. 1912 (“Ordinance”), codified in the San Rafael Municipal Code (“SRMC”) Chapter 10.09, establishing a reorganized Downtown San Rafael Business Improvement District (the “BID” as defined in SRMC Section 10.09.030), to establish an area in the downtown to levy assessments to generate revenue for the purposes set forth in SRMC Section 10.09.060; and
C. Pursuant to section 36530 of the 1989 Act and SRMC Section 10.09.080, the Council appoints an Advisory Board consisting of members who own or represent a business in the BID or voluntary members; and
D. The Advisory Board's primary function is to administer the affairs of the BID and prepare an annual report each year describing which assessments are to be levied and file the report with the City Clerk; and
E. The Advisory Board is subject to the Ralph M. Brown Act (Chapter 9 (commencing with Section 54950) of Part I of Division 2 of Title 5 of the Government Code) at all times when matters within the subject matter of the District are heard, and the California Public Records Act (Chapter 3.5 (commencing with Section 6250) of Division 7 of Title I of the Government Code), for all records relating to activities of the District; and
F. Contractor is a member-based business advocacy organization supporting local businesses of San Rafael and has been operating and serving the business community for over one hundred years; an
v. June 13, 2025 Page 2
G. Contractor has the ability to provide fiscal oversight, operations, and annual reporting of for the Advisory board, and given its members, is best situated to create capacity building and pathways for long-term sustainability to support Downtown San Rafael; and
H. Accordingly, City desires to secure professional services more fully described in this Contract, at Exhibit A, entitled “SCOPE OF WORK”; and I. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, and necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet the objectives and requirements of the City; and
J. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.

NOW, THEREFORE, the parties hereby agree as follows:

CONTRACT

1. WORK TO BE PERFORMED.

Except as otherwise may be expressly specified in this Contract, Contractor shall furnish all technical and professional services, including labor, material, equipment, transportation, supervision and expertise (collectively referred to as “Services”) to satisfactorily complete the work required by City at its sole risk and expense. Services to be provided to City are more fully described in Exhibit A entitled “SCOPE OF WORK.”.

2. COMPENSATION.

In consideration for Contractor’s complete performance of the Scope of Work, City will pay Contractor in accordance with the rates and/or prices set forth in Exhibit A, up to the not-to-exceed amount of $140,000.

Contractor shall not increase its rates throughout the Term of this Contract, except that upon 60 day written notice, Contractor may adjust its rates no more than once annually at a maximum amount equal to the percentage change through December in the prior calendar year to the consumer price index (“CPI”) for California, All Urban Consumers, San Francisco-Oakland-San Jose areas, not to exceed five percent (5%).

Contractor will bill City on a monthly basis for work performed by Contractor during the preceding month, subject to verification by City. City will pay Contractor within thirty (30) days of City’s receipt of invoice.
v. June 13, 2025 Page 3

3. TERM OF CONTRACT.

This Contract becomes effective upon the date listed as "Effective Date" and shall remain in effect until the completion of all obligations of both Parties hereto, or June 30, 2026, whichever comes first, unless terminated or amended as provided herein.

4. RELIANCE ON PROFESSIONAL SKILL OF CONTRACTOR.

Contractor represents that it has the necessary professional skills to perform the work required and the City shall rely on such skills of the Contractor to do and perform the work. In performing the work hereunder Contractor shall adhere to the standards generally prevailing for the performance of expert consulting services similar to those to be performed by Contractor hereunder.

Contractor represents that it has reviewed Exhibit A and that in its professional judgment the work to be performed under this Contract can be performed for a fee within the maximum amount set forth herein and within the times specified.

Contractor represents that it possesses all necessary training, licenses and permits to perform the Scope of Work and that its performance of the Scope of Work will conform to the standards of practice of a professional having experience and expertise in performing professional services of like nature and complexity of the Scope of Work working on similar, successfully completed projects.

The granting of any progress payment by City, or the receipt thereof by Contractor, or any inspection, review, approval or oral statement by any representative of City or any other governmental entity, shall in no way waive or limit the obligations in this Paragraph 4 or lessen the liability of Contractor for unsatisfactory work, including but not limited to cases where the defective or below standard work may not have been apparent or detected at the time of such payment, inspection, review or approval.

5. PROJECT COORDINATION.

A. City’s Project Manager. Angela Robinson Piñon, Assistant City Manager, is hereby designated the Project Manager for the City and said Project Manager shall supervise all aspects of the progress and execution of this Contract.

B. Contractor’s Project Director. Contractor shall assign a single Project Director to have overall responsibility for the progress and execution of this Contract for Contractor. Karen Strolia, President, is hereby designated as the Project Director for Contractor. Should circumstances or conditions subsequent to the execution of this Contract require a substitute Project Director, for any reason, the Contractor shall notify the City within ten (10) business days of the substitution. v. June 13, 2025 Page 4

6. TERMINATION.

A. The term of this Contract shall commence upon the date hereinabove written and shall expire upon completion of performance of work hereunder by Contractor.

B. Notwithstanding the provisions of (A) above, City may with or without cause, direct Contractorto suspend, delay or interrupt the work, in whole or in part, for such periods of time as City may determine in its sole discretion.

C. City may terminate this Contract in whole, or from time to time in part, for default, should Contractor commit a material breach of this Contract, or part thereof, and not cure such breach within ten (10) calendar days of the date of City’s written notice to Contractor demanding such cure, in which case Contractor shall be liable to City for all loss, cost, expense, damage and liability resulting from such breach and termination.

D. City may terminate this Contract in whole, or from time to time in part, for convenience, whenever City determines that such termination is in City’s best interests, in which case Contractor shall be entitled to recover its costs expended up to the termination date plus reasonable profit thereon to the termination date as this Contract would otherwise provide, but may recover no other cost, damage or expense. Contractor shall continue its work throughout the course of any dispute, and Contractor’s failure to continue work during a dispute shall be a material breach of this Contract.

E. Lack of Appropriation: If this Contract is a multi-year contract, subject to appropriation each fiscal year, the City may terminate this Contract immediately for lack of appropriation of funds.

F. Effect of Termination. Upon receipt of notice of termination, neither party shall incur additional obligations under any provision of this Contract without the prior written consent of the other.

G. Return of Documents. Upon termination, any and all City documents or materials provided to Contractor and any and all of Contractor's documents and materials prepared for or relating to the performance of its duties under this Contract, shall be delivered to City as soon as possible, but not later than thirty (30) days after termination.

7. INSURANCE REQUIREMENTS.

During the term of this Contract, and for any time period set forth in Exhibit B, Contractor shall procure and maintain in full force and effect, at no cost to City insurance policies with respect to employees and vehicles assigned to the performance of work under this Contract with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as defined in Exhibit B. v. June 13, 2025 Page 5

8. INDEMNIFICATION.

A. Except as otherwise provided in subparagraph B of this section, Contractor shall, to the fullest extent permitted by law, indemnify, release, defend with counsel approved by City, and hold harmless City, its officers, agents, employees and volunteers (collectively, the “City Indemnitees”), from and against any claim, demand, suit, judgment, loss, liability or expense of any kind, including but not limited to attorney's fees, expert fees and all other costs and fees of litigation, (collectively “CLAIMS”), arising out of Contractor’s performance of its obligations or conduct of its operations under this Contract. The Contractor's obligations apply regardless of whether or not a liability is caused or contributed to by the active or passive negligence of the City Indemnitees.

However, to the extent that liability is caused by the active negligence or willful misconduct of the City Indemnitees, the Contractor's indemnification obligation shall be reduced in proportion to the City Indemnitees’ share of liability for the active negligence or willful misconduct. In addition, the acceptance or approval of the Contractor’s work or work product by the City or any of its directors, officers or employees shall not relieve or reduce the Contractor’s indemnification obligations. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Contractor’s performance of or operations under this Contract, Contractor shall provide a defense to the City Indemnitees or at City’s option reimburse the City Indemnitees their costs of defense, including reasonable attorneys’ fees, incurred in defense of such claims.

B. Where the work to be performed by Contractor under this Contract are design professional services to be performed by a design professional as that term is defined under Civil Code Section 2782.8, then, to the extent permitted by law including without limitation, Civil Code sections 2782, 2782.6 and 2782.8, Contractor shall indemnify and hold harmless the City and its officers, officials, and employees (collectively City Indemnitees) from and against damages, liabilities or costs (including incidental damages, Court costs, reasonable attorney’s fees as may be determined by the Court, litigation expenses and fees of expert witnesses incurred in connection therewith and costs of investigation) to the extent they are caused by the negligence, recklessness, or willful misconduct of Contractor, or any sub Contractors, or subcontractor or anyone directly or indirectly employed by them, or anyone for whom they are legally liable (collectively Liabilities). Such obligation to hold harmless and indemnify any indemnity shall not apply to the extent that such Liabilities are caused in part by the negligence or willful misconduct of such City Indemnitee.

C. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract and shall survive the termination or completion of this Contract for the full period of time allowed by law.
v. June 13, 2025 Page 6

9. PREVAILING WAGE.

If the work to be performed under this Contract is for services where prevailing wages are required by State law, Contractor shall pay prevailing wages to its employees on any contract in excess of $1,000.00, Copies of the general prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the Contract, as determined by Director of the State of California Department of Industrial Relations, are on file at the City’s Public Works Department upon request and may be obtained from the California Department of Industrial Relations website
[http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm]. Contractor shall comply with the 8-hours per day/40 hours per week/overtime/working hours restrictions for all employees, pursuant to the California Labor Code. Contractor and all subcontractors shall keep and maintain accurate employee payroll records for Work performed under the Contract. The payroll records shall be certified and submitted as required by law, including Labor Code Sections 1771.4 (if applicable) and 1776, including to the Labor Commissioner no less frequently than monthly. Contractor shall comply fully with Labor Code Section 1777.5 in the hiring of apprentices for work relating to the Contract.

10. NOTICES.

All notices and other communications required or permitted to be given under this Contract, including any notice of change of address, shall be in writing and given by email, personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of email, personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows:

To City’s Project Manager:
[As identified in item 5.A]
1400 Fifth Avenue
San Rafael, CA 94901
Email: [email protected]
To Contractor’s Project Director:
[As identified in item 5.B]
817 Mission Avenue
San Rafael, CA 94901
Email: [email protected]

11. LIABILITY OF CITY.

Except as provided in Exhibit A, Scope of Work to be Provided by Contractor and Exhibit B, Insurance, City's obligations under this Contract shall be limited to the payment of the compensation provided for in Paragraphs 1 and 2 of this Contract, Notwithstanding any other provision of this Contract, in no event shall City be liable, regardless of whether any claim is based on contract, tort or otherwise, for any special, consequential, indirect or incidental damages, lost profits or revenue, arising out of or in connection with this Contract, the Scope of Work, or the Project. v. June 13, 2025 Page 7
City shall not be responsible for any damage to persons or property as a result of the use, misuse or failure of any equipment used by Contractor, or by any of its employees, even though such equipment be furnished, rented or loaned to Contractor by City. The acceptance or use of such equipment by Contractor or any of its employees shall be construed to mean that Contractor accepts full responsibility for and shall exonerate, indemnify, defend and save harmless City from and against any and all claims for any damage or injury of any type, including attorneys' fees, arising from the use, misuse or failure of such equipment, whether such damage be to the Contractor, its employees, City employees or third parties, or to property belonging to any of the above.

Nothing in this Contract shall constitute a waiver or limitation of any right or remedy, whether in equity or at law, which City or Contractor may have under this Contract or any applicable law. All rights and remedies of City or Contractor, whether under this Contract or other applicable law, shall be cumulative.

12. MEDIATION.

Unless waived by the City, should any dispute arise out of this Contract, the parties shall meet in mediation and attempt to reach a resolution with the assistance of a mutually acceptable mediator. Unless the City waives this requirement, Contractor shall not be permitted to file legal action without first meeting in mediation and making a good faith attempt to reach a mediated resolution. The costs of the mediator, if any, shall be paid equally by the parties. If a mediated settlement is reached neither party shall be deemed the prevailing party for purposes of the settlement and each party shall bear its own legal costs.

13. GENERAL TERMS AND CONDITIONS.

This Contract includes, and the Contractor agrees to comply with the City’s General Terms and Conditions, which are set forth in Exhibit C, attached hereto and incorporated by reference.
[Signatures are on the following page.]
v. June 13, 2025 Page 8
IN WITNESS WHEREOF, the parties have executed this Contract as of the day, month and year first above written.

CITY OF SAN RAFAEL:
_________________________________
________________________________,
_________________________________
Executed on:_______________________
APPROVED AS TO FORM:

Office of the City Attorney
_________________________________
________________________________,
_________________________________
ATTEST:

City Clerk
_________________________________
________________________________,
_________________________________
CONTRACTOR:
__________________________________
By: ____________________________
Name: ____________________________
Title: ____________________________
[If Contractor is a corporation, second
corporate officer signature required]
__________________________________
By: ____________________________
Name: ____________________________
Title: _____________________________
v. June 13, 2025 Exhibit A

EXHIBIT A

SCOPE OF WORK
Purpose:

To enhance small business support services in San Rafael through the San Rafael Chamber of Commerce (Chamber), building upon the existing Chamber network to provide responsive, business-friendly advocacy that fosters economic vitality, strengthens city-business relationships, and accelerates problem-solving and resource delivery, and to provide support to the City’s advisory board established by San Rafael Municipal Code Section 10.09.080 (“Advisory Board”) to the Downtown San Rafael Business Improvement District (District) administer the programs and projects funded by the assessments from the District consistent with Chapter 10.09 of the San Rafael Municipal Code.

Objectives:
• Expand outreach and services to non-Chamber members, especially in the downtown district.
• Build trust and improve communication between the City and its business community.
• Provide feedback from local businesses to inform City policy and development programs.
• Support business functions for the District.

Use of Funds:

Tasks A through F, and I of this Exhibit specify services to support businesses outside of the boundaries of the District, or to enhance District services. Those services shall not be funded with funds collected by the District's assessments.

District funds must be expended and administered pursuant to San Rafael Municipal Code Section 10.09.060, District Administrative Guidelines (Resolution No. 15212), and the 1989 Act. District funds may be used for the deliverables and activities provided in Tasks G and H contained herein. The City anticipates collecting $65,000 in District Funds, which will be transmitted to the Chamber for expenditure as prescribed in Task J.

Tasks & Deliverables:

A. Business Outreach, Advocacy& Support to Non-Chamber Members • Conduct no-cost ribbon cuttings for new or expanding businesses. • Coordinate with County Environmental Health to support businesses getting into compliance and advocate; and conduct policy advocacy to inform County policy and program development.

B. Homelessness Liaison Support
• Respond to business inquiries related to homelessness. Refer businesses to the appropriate resource – either City staff, SAFE team, non-profit service providers, etc.
v. June 13, 2025 Exhibit A
C. GO Program Assessment & Promotion
• Distribute bi-monthly marketing materials promoting the GO Program to Chamber members and non-members.
• Solicit feedback from businesses to assess the efficacy of the GO Program.

Provide recommendations to the City regarding program and/or process enhancements.

D. Assess Business Sentiment & Data Collection
• Design and administer a targeted business survey.
• Analyze and report findings to the City within 60 days of survey close, including key business issues and needs, sentiment trends, and barriers to growth.

E. Business Expansion Support
• Based on survey results, work with city staff to implement one targeted support program to address the feedback received from businesses.

F. Tourism & Local Commerce Campaign
• Collaborate with the City to assess the efficacy and return on investment of the Marin Convention & Visitors Bureau initiatives in enhancing local tourism and make recommendations for improvement.
• Assess the feasibility of implementing a “Build a Better San Rafael” program, modeled after San Luis Obispo’s program.

G. Reporting Requirements
• Deliver an annual impact report detailing overall program outcomes, business feedback, and strategic recommendations. The report should include BID and Chamber membership data, the number of businesses assisted under task A, the number of events hosted, sponsorship revenue, the number of website visits, e-newsletter open rate, social media engagement, information on partnerships and initiatives, and any other qualitative or quantitative information relevant to tasks funded under this agreement.

H. District Management Services
• Provide administrative oversight of the District and ensure that the affairs and duties of the District Advisory Board are conducted in conformance with the 1989 Act, Chapter 10.09 of the San Rafael Municipal Code, and the District Administrative Guidelines (attached hereto as Exhibit C-1. • Receive, hold, and distribute District Funds, as prescribed in Section J of this scope of work.
• Develop the Annual Report and Budget for review and approval by the District Advisory Board, and submit it to the City Clerk.
• Monitor the Budget and ensure monthly financial reports are prepared and presented to the District Advisory Board (including income statement, balance sheet, and evaluation of budget performance).
• Assist with an annual planning calendar and preparation and implementation of the District’s meetings, District Advisory Board member selection v. June 13, 2025 Exhibit A
recommendations to the City Council, and annual reports. • Schedule, plan, and host meetings of the District Advisory Board, including a meeting of the District Advisory Board within one (1) month of the Chamber’s receipt of the first payment of District Funds.
• Provide administrative services and support to the District to implement District program activities within the approved budget as needed. • Provide District member support related to District program activities as business issues may arise.
• Award and administer contracts on behalf of the District for District activities. • Market and promote the District’s events and activities within budget. • Maintain a webpage dedicated to promoting and marketing the District and events and activities of the District
I. District Enhancement Services
• The Chamber will provide the following enhancement services to the City related to the District (collectively, " District Enhancement Services"):
i. Identify strategic partners, resources, and programs that could benefit San Rafael Downtown businesses and property owners for improved physical upgrades, safety, and marketing;
ii. Provide leadership training and orientation for Chamber staff supporting District activities; and
iii. With City staff, liaison to the District to keep members informed of City issues and construction that may affect the District and its members.

J. District Funds Budgetary, Auditing, and Financial Obligations • District Funds Held in Restricted Funds Account. All District Funds in the possession/control of the Chamber hereunder are the property of the District and shall be held in a separate bank account by the Chamber solely for the benefit of the District. Such District Funds shall only be expended as outlined in the annual report approved by the City Council at the direction of the District Advisory Board.
• Budget Compliance. The Chamber will act as the fiscal agent of the District to administer District Funds in compliance with each annual report approved by the City Council and resolution adopted by the City Council levying the annual District assessment (collectively referred to as the “Budget”). All District Funds will be separately accounted for by the Chamber and segmented from other revenue collected by the Chamber in its accounting and financial records. • Records/Audit. During the term of this Agreement, and for four years after this Agreement’s term expires or terminates, the Chamber will maintain detailed financial records pertaining to District administration sufficient to provide the basis for an unqualified opinion by an independent auditor, including but not limited to records concerning budgeting, expenditures, subcontracts, insurance, permits, administrative expenses, and overhead. The Chamber agrees to make all such records available to the City upon request at all reasonable times.
• Transparency and Confidentiality. The Chamber will comply with all laws v. June 13, 2025 Exhibit A
governing the transparency and confidentiality of District assessment records, reports, and related information that may be provided to the Chamber by the City. A record of the total assessment of an individual business, or the fact that said business has allowed the assessment payment to become delinquent, is not deemed to be confidential.
• Chamber Compensation for District Management and Enhancement Services and Services Outside of the District, as prescribed in Tasks A-G. The $75,000 compensation paid by the City to the Chamber, as prescribed in this scope of work, will not be considered District Funds and is not subject to the terms of this section, Task J.

K. The City’s Duties
• Collection of assessments. The City will bill and collect assessments from businesses within the boundaries of the District annually in conjunction with the City’s annual business license.
• Distribution of District Funds to the Chamber. The City will distribute to the Chamber the assessment funds actually collected by the City, with any interest that actually accrues upon such funds while in the City's possession and control, plus interest and penalties actually received by the City with respect to delinquent District assessment payments (collectively, the “District Funds”).

The City will disburse the District Funds held by the City for the calendar year assessments in a lump sum payment by no later than December 31 of that calendar year. Any District Funds collected by the City thereafter, including any remaining District Funds of the BID Corporation, will be disbursed to the Chamber when reasonably practical thereafter. Notwithstanding the foregoing, in the event of a legal challenge against any District assessments, or threat thereof, the City will have the right to delay disbursement or impound the District Funds, so that the assessments are available for refunds or satisfaction of judgments. Such right shall extend through the expiration of the legal challenge or threat thereof.
• Annual renewal for levy of assessments. The City Council will adopt a Resolution of Intention to Levy an Annual Assessment and hold a public hearing to confirm the District’s annual report and renew the assessments for the next calendar year. The public hearing is expected to occur in December each year, following the District Advisory Board’s submission of its annual report, as provided in the Administrative Guidelines (Exhibit C-1). v. June 13, 2025 Exhibit B-1

EXHIBIT B

INSURANCE REQUIREMENTS
During the term of this Contract, and for any time period set forth below, Contractor shall procure and maintain in full force and effect, at no cost to City insurance policies with respect to employees and vehicles assigned to the performance of work under this Contract with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as defined in this Exhibit B.

A. Scope of Coverage. During the term of this Contract, Contractor shall maintain, at no expense to City, the following insurance:

1. Commercial general liability. A commercial general liability insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, for death, bodily injury, personal injury, or property damage.

2. Automobile liability. An automobile liability (owned, non-owned, and hired vehicles) insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence.

3. Professional liability. If any licensed professional performs any of the work required to be performed under this Contract, a professional liability insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, to cover any claims arising out of the Contractor's performance under this Contract. Where Contractor is a professional not required to have a professional license, City reserves the right to require Contractor to provide professional liability insurance pursuant to this section.

4. Workers’ compensation. If it employs any person, Contractor shall maintain workers’ compensation insurance, as required by the State of California, with statutory limits, and employer’s liability insurance with limits of no less than one million dollars ($1,000,000) per accident for bodily injury or disease. Contractor’s workers’ compensation insurance shall be specifically endorsed to waive any right of subrogation against City.

B. Other Insurance Requirements. The insurance coverage required of the Contractor in subparagraph A of this section above shall also meet the following requirements:

1. Except for professional liability insurance or workers’ compensation insurance, the insurance policies shall be specifically endorsed to include the City, its officers, agents, employees, and volunteers, as additional insureds (for both ongoing and completed operations) under the policies.

2. The additional insured coverage under Contractor’s insurance v. June 13, 2025 Exhibit B-2
policies shall be “primary and noncontributory” with respect to any insurance or coverage maintained by City and shall not call upon City's insurance or self-insurance coverage for any contribution. The “primary and noncontributory” coverage in Contractor’s policies shall be at least as broad as ISO form CG20 01 04 13.

3. Except for professional liability insurance or workers’ compensation insurance, the insurance policies shall include, in their text or by endorsement, coverage for contractual liability and personal injury.

4. By execution of this Contract, Contractor hereby grants to City a waiver of any right to subrogation which any insurer of Contractor may acquire against City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not City has received a waiver of subrogation endorsement from the insurer.

5. If the insurance is written on a Claims Made Form, then, following termination of this Contract, said insurance coverage shall survive for a period of not less than five years.

6. The insurance policies shall provide for a retroactive date of placement coinciding with the Effective Date of this Contract.

7. The limits of insurance required in this Contract may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City (if agreed to in a written contract or agreement) before City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

8. It shall be a requirement under this Contract that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be available to City or any other additional insured party.

Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Contract; or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured; whichever is greater. No representation is made that the minimum insurance requirements of this Contract are sufficient to cover the obligations of the Contractor under this Contract.

9. Contractor agrees to ensure that subcontractors, and any other party involved with the performance of work under this Contract, who is brought onto or involved in the performance of the work by Contractor under this Contract, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Contract. CONSUTLANT agrees that upon request by City, all v. June 13, 2025 Exhibit B-3
agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the work under this Contract will be submitted to City for review.

10. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the Scope of Work reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Contract.

Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.

C. Deductibles and SIR’s. Any deductibles or self-insured retentions in Contractor's insurance policies must be declared to and approved by the City and shall not reduce the limits of liability. Policies containing any self-insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or City or other additional insured party. At City's option, the deductibles or selfinsured retentions with respect to City shall be reduced or eliminated to City's satisfaction, or Contractor shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney’s fees and defense expenses.

D. Proof of Insurance. Contractor shall provide to the Project Manager all of the following: (1) Certificates of Insurance evidencing the insurance coverage required in this Contract; (2) a copy of the policy declaration page and/or endorsement page listing all policy endorsements for the commercial general liability policy, and (3) excerpts of policy language or specific endorsements evidencing the other insurance requirements set forth in this Contract. City reserves the right to obtain a full certified copy of any insurance policy and endorsements from Contractor. Failure to exercise this right shall not constitute a waiver of the right to exercise it later. The insurance shall be approved as to form and sufficiency by the City.

Failure to comply with these requirements shall be considered a material breach of contract.
v. June 13, 2025 Exhibit C-1

EXHIBIT C

GENERAL TERMS AND CONDITIONS

1. COMPLIANCE WITH ALL LAWS.

Contractor shall observe and comply with all applicable federal, state and local laws, ordinances, codes and regulations, in the performance of its duties and obligations under this Contract. Contractor shall perform all work under this Contract in accordance with these laws, ordinances, codes and regulations. Contractor shall release, defend, indemnify and hold harmless City, its officers, agents and employees from any and all damages, liabilities, penalties, fines and all other consequences from any noncompliance or violation of any laws, ordinances, codes or regulations.

2. PROVISIONS DEEMED INSERTED.

Every provision of law required to be inserted in the Contract is deemed to be inserted, and the Contract will be construed and enforced as though such provision has been included. If it is discovered that through mistake or otherwise that any required provision was not inserted, or not correctly inserted, the Contract will be deemed amended accordingly.

3. SEVERABILITY.

If any provision of the Contract documents, or portion of a provision, is determined to be illegal, invalid, or unenforceable, the remaining provisions of the Contract documents will remain in full force and effect.

4. OWNERSHIP OF DOCUMENTS.

The written documents and materials prepared by the Contractor in connection with the performance of its duties under this Contract, shall be the sole property of City. City may use said property for any purpose, including projects not contemplated by this Contract.

5. INSPECTION AND AUDIT.

Upon reasonable notice, Contractor shall make available to City, or its agent, for inspection and audit, all documents and materials maintained by Contractor in connection with its performance of its duties under this Contract. Contractor shall fully cooperate with City or its agent in any such audit or inspection. Contractor shall maintain all Projectrelated records for a period of three (3) years from completion of the work.

6. ASSIGNABILITY.

The parties agree that they shall not assign or transfer any interest in this Contract nor the performance of any of their respective obligations hereunder, without the prior written consent of the other party, and any attempt to so assign this Contract or any rights, duties v. June 13, 2025 Exhibit C-2
or obligations arising hereunder shall be void and of no effect.

7. WORKERS' COMPENSATION.

Contractor certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Code, and Contractor certifies that it will comply with such provisions before commencing the performance of the work of this contract.

8. NONDISCRIMINATION.

Contractor shall not discriminate, in any way, against any person on the basis of sex, race, color, religion, ancestry, national origin, ethnic group identification, age, mental disability, physical disability, medical condition, genetic information, marital status, or sexual orientation in connection with or related to the performance of its duties and obligations under this Contract.

9. NO THIRD PARTY BENEFICIARIES.

City and Contractor do not intend, by any provision of this Contract, to create in any third party, any benefit or right owed by one party, under the terms and conditions of this Contract, to the other party.

10. INDEPENDENT CONTRACTOR.

For the purposes, and for the duration, of this Contract, Contractor, its officers, agents and employees shall act in the capacity of an Independent Contractor, and not as employees of the City. Contractor and City expressly intend and agree that the status of Contractor, its officers, agents and employees be that of an Independent Contractor and not that of an employee of City.

11. ENTIRE CONTRACT -- AMENDMENTS.

A. The terms and conditions of this Contract, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Contract of the parties with respect to the subject matter of this Contract.

B. This written Contract shall supersede any and all prior contracts, oral or written, regarding the subject matter between the Contractor and the City.

C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Contract, shall be valid or binding, except by way of a written amendment to this Contract.

D. The terms and conditions of this Contract shall not be altered or modified v. June 13, 2025 Exhibit C-3
except by a written amendment to this Contract signed by the Contractor and the City.

E. If any conflicts arise between the terms and conditions of this Contract, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Contract shall control.

12. SET-OFF AGAINST DEBTS.

Contractor agrees that City may deduct from any payment due to Contractor under this Contract, any monies which Contractor owes City under any ordinance, agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or other amounts.

13. WAIVERS.

The waiver by either party of any breach or violation of any term, covenant or condition of this Contract, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Contract, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Contract or any applicable law, ordinance or regulation.

14. CITY BUSINESS LICENSE / OTHER TAXES.

Contractor shall obtain and maintain during the duration of this Contract, a City business license as required by the San Rafael Municipal Code, and Contractor shall pay any and all state and federal taxes and any other applicable taxes. City shall not be required to pay for any work performed under this Contract, until Contractor has provided City with a completed Internal Revenue Service Form W-9 (Request for Taxpayer Identification Number and Certification).

15. SURVIVAL OF TERMS.

Any terms of this Contract that by their nature extend beyond the term (or termination) of this Contract shall remain in effect until fulfilled and shall apply to both Parties’ respective successors and assigns.

16. GOVERNING LAW.

This Contract shall be deemed to have been executed in the County of Marin, California. The formation, interpretation and performance of this Contract shall be governed by the laws of the State of California, excluding its conflict of laws rules. Any suit or action initiated by either party shall be brought in the County of Marin, California unless the parties agree otherwise in a written amendment to this Contract. v. June 13, 2025 Exhibit C-4

17. CONFLICT OF INTEREST.

Contractor, its employees, subcontractors and agents, may not have, maintain or acquire a conflict of interest in relation to this Contract in violation of any City ordinance or policy or in violation of any California law, including under Government Code section 1090 et seq. and under the Political Reform Act as set forth in Government Code section 81000 et seq. and its accompanying regulations. Any violation of this Section constitutes a material breach of the Contract.

18. AUTHORIZATION.

Each individual signing above warrants that they are authorized to do so by the party that they represent, and that this Contract is legally binding on that party. If Contractor is a corporation, signatures from two officers of the corporation are required pursuant to California Corporation Code section 313.

19. COUNTERPARTS AND ELECTRONIC SIGNATURE.

This Contract may be executed by electronic signature and in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one document. Counterpart signature pages may be delivered by telecopier, email or other means of electronic transmission.
v. June 13, 2025 Exhibit C-5
EXHIBIT C-1

DOWNTOWN SAN RAFAEL BUSINESS IMPROVEMENT DISTRICT

ADMINISTRATIVE GUIDELINES

1. District. The Downtown San Rafael Business Improvement District (“District”) is a parking and business improvement district established pursuant to the provisions of Streets and Highways Code Section 36501 et seq., and codified in Chapter 10.09 of the San Rafael Municipal Code.

2. Appointment of District Advisory Board. The City Council, in its sole and absolute discretion, will appoint the District Advisory Board, pursuant to the Streets and Highways Code Section 36501 et seq. and San Rafael Municipal Code section 10.09.080, to administer the affairs of the District. The City Council will review and update the District Advisory Board appointments as it deems appropriate. The City Council may, but is not required to, appoint any members of the Board of Directors of the San Rafael Chamber of Commerce (“Chamber”) to the District Advisory Board, provided that such members meet the eligibility requirements under San Rafael Municipal Code section 10.09.080. a. District Advisory Board Nominations. The District Advisory Board will conduct an annual meeting to select the nominations for District Advisory Board. The District Advisory Board nominations will be provided to the City Clerk at the time of the submittal of the District Annual Report. The Advisory Board nominations should reflect a balance of downtown business representation including retail businesses, non-retail businesses, and at least one district eligible Chamber business recommended by the Chamber.

3. Management and Enhancement Services of the Chamber of Commerce. The City has contracted with the Chamber to provide District management and enhancement services to the District, and act as the fiscal agent of District Funds.

The Advisory Board will conduct all of its affairs consistent with the City’s agreement with the Chamber.

4. Governance; meetings. The District Advisory Board is a separate, standalone advisory board appointed by the City Council to administer the affairs of the District. To the extent determined necessary by the District Advisory Board, it will develop its own bylaws or operating rules, separate from the Chamber Board of Director’s bylaws. The District Advisory Board will conduct its meetings, and meet separately and at a different time than the Chamber Board of Directors. If these meeting are to occur on the same date, before or after each other, the meeting agendas will be clearly delineated to specify which organization is meeting at which time. In noticing and conducting its meetings as the District Advisory Board, the District Advisory Board will, in all respects, comply with the Brown Act, as specified below.

5. Compliance with Brown Act and Public Records Act. The District Advisory v. June 13, 2025 Exhibit C-6
Board must comply with all federal, state, and local laws, including The Ralph M.

Brown Act (Government Code § 54950 et seq.) ("Brown Act") whenever matters within the subject matter of the District are heard, discussed, or deliberated, and the California Public Records Act (Government Code § 6250 et seq.) for all documents relating to activities of the District. See Exhibit B-1 for more information on the Brown Act.

6. Conflicts of interest. Members of the District Advisory Board will serve without compensation and may not have any interest in any agreement for compensation entered into by or on behalf of the District.

7. District Funds. District Funds (revenues derived from the assessments and transferred from the City to the Chamber) shall be used solely for the purposes as stated in Streets and Highways Code section 36501 et seq. and San Rafael Municipal Code section 10.09.060.

8. Annual Reports. The District Advisory Board will submit annual reports to the City, no later than October 15 of each year. The annual report contents and filing will conform with the 1989 Act, Streets and Highways Code section 36533, as follows:
§ 36533. Annual report; contents; filing
(a) The advisory board shall cause to be prepared a report for each fiscal year for which assessments are to be levied and collected to pay the costs of the improvements and activities described in the report. The report may propose changes, including, but not limited to, the boundaries of the parking and business improvement area or any benefit zones within the area, the basis and method of levying the assessments, and any changes in the classification of businesses, if a classification is used. (b) The report shall be filed with the clerk and shall refer to the parking and business improvement area by name, specify the fiscal year to which the report applies, and, with respect to that fiscal year, shall contain all of the following:
(1) Any proposed changes in the boundaries of the parking and business improvement area or in any benefit zones within the area. (2) The improvements and activities to be provided for that fiscal year. (3) An estimate of the cost of providing the improvements and the activities for that fiscal year.
(4) The method and basis of levying the assessment in sufficient detail to allow each business owner to estimate the amount of the assessment to be levied against his or her business for that fiscal year. v. June 13, 2025 Exhibit C-7
(5) The amount of any surplus or deficit revenues to be carried over from a previous fiscal year.
(6) The amount of any contributions to be made from sources other than assessments levied pursuant to this part.
(c) The city council may approve the report as filed by the advisory board or may modify any particular contained in the report and approve it as modified. The city council shall not approve a change in the basis and method of levying assessments that would impair an authorized or executed contract to be paid from the revenues derived from the levy of assessments. v. June 13, 2025 Exhibit C-8
EXHIBIT C-2

SUMMARY OF BROWN ACT PROVISIONS
The Advisory Board of the Downtown San Rafael Business Improvement District ("District") is subject to the Ralph M. Brown Act when matters within the subject matter of the District are heard, discussed, or deliberated, and shall comply with the California Public Records Act. The California Public Records Act requires that non-exempt records of the District be accessible to the public. The Brown Act is intended to ensure that actions are taken openly and that deliberations are conducted openly by boards that are created by formal action of city councils. Some of the more important requirements of the Brown Act are listed below.

The Advisory Board and any standing committees and committees comprised of at least a majority of the Board members are subject to the following requirements:
• Except for closed sessions, which are expressly permitted under the Brown Act, all meetings must be open to the public and must allow public comment; • Some closed sessions are allowed based on limited exceptions (litigation, employment issues, etc.);
• A meeting is defined as a congregation of a majority of Board members, or serial individual meetings involving a majority or more of the Board members, wherein District business is discussed or conducted;
• Agendas for upcoming, regular meetings must be posted at least 72 hours in advance; and
• Action can only be taken on items listed on the posted agenda.

The above list provides a simple overview. The Brown Act is updated regularly by the State of California and imposes additional requirements. City staff should be contacted for current Brown Act resources, information, and training. ____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting: _______________________
Disposition: ___________________________
Agenda Item No: 4.b
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Community and Economic Development
Prepared by: Stacey Laumann,
Senior Management Analyst
City Manager Approval: ______________
TOPIC: DOWNTOWN SAN RAFAEL BUSINESS IMPROVEMENT DISTRICT ADVISORY

BOARD APPOINTMENTS
SUBJECT: RESOLUTION APPOINTING DOWNTOWN BUSINESS IMPROVEMENT DISTRICT

ADVISORY BOARD MEMBERS
RECOMMENDATION:

Staff recommends that the City Council adopt the resolution appointing members to the Downtown San Rafael Business Improvement District Advisory Board.

BACKGROUND:

Since 1979, the San Rafael Downtown Business Improvement District (BID) has operated to support economic vitality in the City’s core. Section 36500 of the California Streets and Highways Code allows for the creation of a BID within a municipality, whereby businesses within the district self-assess an annual fee to pay for improvements and activities that benefit the overall business district. The intent of the state law is to provide a funding mechanism for business districts to promote economic vitality.

BID funds are collected through the City’s annual business license process and are utilized to support business improvement programming and projects within the assessment district. Funds have been spent on program administration, marketing, physical improvements, and special events. Historically, special events have been the core focus of collected assessment funds.

The City Council appoints a BID Advisory Board, pursuant to San Rafael Municipal Code (SRMC) Section

10.09.080, typically on an annual basis. The BID Advisory Board consists of a volunteer board of directors, primarily small business owners or business representatives within the BID boundaries. The BID Advisory Board is supported by the Chamber of Commerce, which employs a part-time BID Director with administrative support by the Chamber of Commerce staff.

The City Council adopted Resolution 15386 in April 2025, appointing ten people to the 2025 BID Advisory board with terms to expire on February 20, 2026. Staff recommends that the City Council appoint a 2026 Advisory Board as allowed under SRMC Section 10.09.080.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
ANALYSIS:

The BID Advisory Board appointment process is outlined in Section 2.a of the Downtown BID Administrative Guidelines adopted by City Council on May 1, 2023, which gives the City Council, in its sole and absolute discretion, the ability to appoint the District Advisory Board. Consistent with those guidelines, the BID conducted an annual meeting on September 30, 2025, to select nominations for the District Advisory Board. All existing BID Advisory Board members were nominated to extend appointments to the BID Advisory Board for the 2026 tax levy year. Subsequently, one nominee substitution has been recommended by BID staff due to regular attendance concerns that have compromised the BID’s functions. The membership application from the new nominee was received by BID staff on December 4, 2025, after the most recent November BID Advisory Board meeting, and therefore was not brought to the Advisory Board for consideration. This substitution is being recommended to ensure the Board’s ability to maintain consistent participation and quorum. All nominated BID Advisory Board Members represent businesses within the BID boundaries and are eligible for appointments.

The recommended BID Advisory Board Members in 2026:

Advisory Board Nominee Business Name Representation
Adam Dawson Mike’s Bikes Retail business
Crystal Vargas ARTT Retail business
Jay Yinger Yinger Studios Non-retail business
Jeff Brusati T&B Sports Retail business
Katherine Erilla Modern + Avenida Retail business
Morgan Schauffler Youth in Arts Non-retail business
Rick Lewis** Gold Rush Jewelers Retail business
Temple Schauble Metta Yoga Non-retail business
Terrance Thornton San Rafael Martial Arts Non-retail business Tobi Lessem Bodywise Massage Non-retail business
** New nomination
Staff recommends that the BID Advisory Board term expires on February 1, 2027, or at such time as the City Council appoints a new Advisory Board.

COMMUNITY OUTREACH:

The BID has notified its members of the recommended Board appointments through its member communications, including the BID e-newsletter, notifications on the BID website, and agenda items at the monthly BID board meeting.

FISCAL IMPACT:

There is no fiscal impact associated with this action.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 3
OPTIONS:

The City Council has the following options to consider on this matter:
1) Adopt the resolution as presented.
2) Adopt the resolution with modifications.
3) Direct staff to return with additional information.
4) Take no action.

RECOMMENDED ACTION:

Staff recommends that the City Council adopt the resolution appointing members to the Downtown San Rafael Business Improvement District Advisory Board.

ATTACHMENTS:

1. Resolution
RESOLUTION NO.

RESOLUTION OF THE SAN RAFAEL CITY COUNCIL APPOINTING DOWNTOWN BUSINESS

IMPROVEMENT DISTRICT (BID) ADVISORY BOARD MEMBERS
WHEREAS, the Parking and Business Improvement Area Law of 1989, California Streets & Highways Code § 36500 et seq. (“1989 Act”), authorizes cities to establish parking and business improvement areas for the purpose of promoting economic revitalization and physical maintenance of business districts to create jobs, attract new businesses, and prevent erosion of business districts; and
WHEREAS, pursuant to the 1989 Act, in June 2013 the City Council of San Rafael adopted Ordinance No. 1912 (“Ordinance”), codified in the San Rafael Municipal Code (“SRMC”) Chapter 10.09, establishing the Downtown San Rafael Business Improvement District (“District”) to replace a former Parking and Business Improvements Area Business Improvement District established in 1979; and
WHEREAS, the Ordinance provides for the City’s collection of assessments on approximately 700 businesses that operate within the District’s boundaries; and WHEREAS, the revenues derived from the assessments (further defined herein as “District Funds”) are used for the general promotion of business activities, public events, and other activities that provide a specific benefit to the assessed businesses; and the acquisition, construction, installation, and maintenance of tangible property that provide a specific benefit to the assessed businesses; and
WHEREAS, pursuant to section 36530 of the 1989 Act and SRMC Section 10.09.080, the Council appoints a District Advisory Board consisting of members that own or represent a business in the District or voluntary members; and
WHEREAS, the District Advisory Board advises on the affairs of the District and prepares an annual report each year describing which assessments are to be levied and files the report with the City Clerk; and
WHEREAS, the District Advisory Board is subject to the Ralph M. Brown Act (Chapter 9 (commencing with Section 54950) of Part I of Division 2 of Title 5 of the Government Code) at all times when matters within the subject matter of the District are heard, and the California Public Records Act (Chapter 3.5 (commencing with Section 6250) of Division 7 of Title I of the Government Code), for all records relating to activities of the District; and WHEREAS, the City Council wishes to update its appointed members to the BID Advisory Board;
NOW, THEREFORE, BE IT RESOLVED that the following persons shall be appointed to the BID Advisory Board effective immediately, with terms expiring on February 1, 2027, or at such time as the City Council appoints a new Advisory Board.

Advisory Board Nominee Business Name Representation
Adam Dawson Mike’s Bikes Retail business
Crystal Vargas ARTT Retail business
Jay Yinger Yinger Studios Non-retail business
Jeff Brusati T&B Sports Retail business
Katherine Erilla Modern + Avenida Retail business
Morgan Schauffler Youth in Arts Non-retail business
Rick Lewis Gold Rush Jewelers Retail business
Temple Schauble Metta Yoga Non-retail business
Terrance Thornton San Rafael Martial Arts Non-retail business Tobi Lessem Bodywise Massage Non-retail business
I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael, held on December 15th 2025, by the following vote, to wit:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

Lindsay Lara, City Clerk
____________________________________________________________________________________

FOR CITY CLERK ONLY
Council Meeting:

Disposition:

Agenda Item No: 4.c
Meeting Date: December 15, 2025

SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: City Clerk
Prepared by: Lindsay Lara, City Clerk City Manager Approval: ______________ S
TOPIC: VICE MAYOR ELECTION AND CITY COUNCIL APPOINTMENTS TO COMMITTEES FOR 2026
SUBJECT: ELECT THE VICE MAYOR FOR 2026 AND APPROVE CITY COUNCIL APPOINTMENTS TO COMMITTEES AND REPRESENTATION FOR 2026
RECOMMENDATION:

1. Elect Rachel Kertz as Vice Mayor for 2026

2. Approve City Council Appointments to Committees and Representation for 2026 BACKGROUND/ANALYSIS:

Election of the Vice Mayor for 2026
At the final City Council meeting of each year, the City Council elects one of its members to serve as Vice Mayor for the upcoming calendar year. This process is a customary part of the City Council’s annual proceedings, ensuring continuity in leadership and providing support to the Mayor.

San Rafael Charter Article VIII, Section 1 states “when, by reason of absence from the city or from any other cause, the mayor is temporarily unable to perform the duties of his office, the vice-president of the council shall act as mayor during such temporary absence or disability." The role of the Vice Mayor is to act when the Mayor is unavailable, to preside over city council meetings, and represent the City at various functions, including ceremonial events, i.e., ribbon cuttings.

The City Council has historically selected the Vice Mayor through a rotation that considers Councilmember tenure, and when tenure is equal, the seat goes to the member who received the highest number of votes in their most recent election. Following this established practice, Councilmember Rachel Kertz is the next Councilmember to serve as Vice Mayor for 2026.

Appointment of San Rafael Councilmembers to Various Committees for 2026 Each year at the final City Council meeting, the City Council appoints its members to serve on various local and regional committees for the upcoming calendar year. These committee assignments play a critical role in shaping policy, fostering collaboration with neighboring jurisdictions, and addressing the diverse needs of the San Rafael community.

SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
Councilmembers serve on committees that cover a wide range of topics, including transportation, housing, homelessness, economic development, environmental sustainability, and public safety. Some committees are local to San Rafael, while others are regional, representing San Rafael’s interests in broader initiatives and ensuring the City has a voice in decisions that impact the Bay Area and beyond.

Committee appointments are an opportunity to leverage the skills and interests of each councilmember, while ensuring the City is well represented across various boards and working groups. These assignments also provide councilmembers with the ability to advocate for the City’s priorities and build relationships that benefit San Rafael's residents and businesses.

The 2026 appointments continue the Council’s tradition of fostering strong leadership and effective representation in these important roles.

On November 12, 2025, the City Council held a special meeting and reviewed the draft City Council Appointment to Committees list, provided feedback to staff on their availability and desired Committees, and held a vote on who would serve on the newly established Housing & Economic Development Subcommittee, which are reflected in Attachment 1.

FISCAL IMPACT:

There is no fiscal impact associated with this item.

ATTACHMENTS:

1. City Council Appointments to Committees for 2026 (redlined) City Council Appointments & Representation for 2026
Updated: December 15, 2025
Position 2025 2026
Vice Mayor, City Council Maribeth Bushey Rachel Kertz
Association of Bay Area Government (ABAG) San Rafael
Representative
Maribeth Bushey Maribeth Bushey
BayWAVE Kate Colin
Maika Llorens Gulati
Kate Colin
Maika Llorens Gulati
Central Marin Sanitation Agency
(informational only- appointed by SRSD)
Maribeth Bushey Maribeth Bushey
Climate Change Action Plan Quarterly Update Forum Maika Llorens Gulati Maika Llorens Gulati County Priority-Setting Committee
(re Community Development Block Grant Funds)
Rachel Kertz Rachel Kertz
League of California Cities, North Bay Division Voting
Delegate
Rachel Kertz Maika Llorens Gulati
Library Foundation Board Maribeth Bushey Maribeth Bushey Marin Clean Energy (MCE) Maika Llorens Gulati Maika Llorens Gulati Marin County E-Bike Committee Rachel Kertz
Micro Grid Task Force Maika Llorens Gulati
San Rafael Sanitation District Kate Colin (C)
Maribeth Bushey
Kate Colin (C)
Maribeth Bushey
Sonoma/Marin Area Rail Transit (SMART)
(informational only- appointed by TAM)
Kate Colin Kate Colin
Transportation Authority of Marin (TAM) Board of
Commissioners
Kate Colin
Maribeth Bushey (Alt)
Kate Colin
Maribeth Bushey (Alt)
Marin Wildfire Prevention Authority Rachel Kertz Rachel Kertz Kate Colin (Alt)
City Council Standing Committees
(Noticed public meetings)
City/School Liaison Committee (Noticed Joint City Council /Schools meeting)
(To rotate appointments every even-numbered years)
Kate Colin
Rachel Kertz
Rachel Kertz
Maika Llorens Gulati
Housing & Economic Development Subcommittee Kate Colin
Eli Hill
Economic Development Subcommittee - Mayor and Vice
Mayor
Kate Colin
Maribeth Bushey
Updated: December 15, 2025
2 Finance Subcommittee Kate Colin
Eli Hill
Kate Colin
Eli Hill
Homelessness & Housing Subcommittee Kate Colin
Rachel Kertz
Kate Colin
Rachel Kertz
Sea Level Rise Subcommittee Kate Colin
Maika Llorens Gulati
Kate Colin
Maika Llorens Gulati
Measure P Subcommittee Maribeth Bushey
Eli Hill
Council Liaisons to Boards, Commissions and Committees
(Open, noticed meetings)
All Boards, Commissions, Committees Kate Colin Kate Colin Joint Powers Agreement (JPA)
Marin County Hazardous and Solid Waste Joint Powers
Authority Board and Executive Committee
Angela Robinson
Piñon
Cory Bytof (Alt)
Angela Robinson
Piñon
Cory Bytof (Alt)
Marin Emergency Radio Authority (MERA) Governing Board Roy Leon David Spiller (Alt)
Robert Sinnott (Alt)
Roy Leon
David Spiller (Alt)
Robert Sinnott (Alt)
Marin Emergency Radio Authority (MERA) Executive Board Abraham Roman Abraham Roman Marin General Services Authority Cristine Alilovich
John Stefanski (Alt)
Cristine Alilovich
John Stefanski (Alt)
Marin Wildfire Prevention Authority, Operations Committee Abraham Roman Angela Robinson
Piñon (Alt)
Abraham Roman
Angela Robinson
Piñon (Alt)
Marin County Council of Mayors & Councilmembers (MCCMC) Executive Committee
(MCCMC appointment; non-City appointment)
Eli Hill Eli Hill
Legislative Committee Rachel Kertz Rachel Kertz
Marin Transit District
(MCCMC appointment; non-City appointment)
Maribeth Bushey Maribeth Bushey
Maika Llorens Gulati
(Alt)
Homelessness Policy Maker Group Rachel Kertz (C) Rachel Kertz CalCities Policy Committees
(Non-City appointments – to update upon notification without Council approval) Community Services Policy Committee Rachel Kertz
Environmental Policy Committee Maika Llorens Gulati