Agenda packet — City Council and Authorities Concurrent, August 26, 2025 (part 1 of 4)

City of Santa Clara
Joint Meeting Agenda of the
City Council and Authorities Concurrent &
Santa Clara Stadium Authority Board
Hybrid Meeting
City Hall Council Chambers/Virtual
1500 Warburton Avenue
Santa Clara, CA 95050
5:30 PMTuesday, August 26, 2025
The City of Santa Clara is conducting City Council meetings in a hybrid manner (in-person and continues to have methods for the public to participate remotely). • Via Zoom:
o https://santaclaraca.zoom.us/j/99706759306
Meeting ID: 997-0675-9306
o Phone 1(669) 900-6833
How to Submit Written Public Comment Before City Council Meeting:

1. Use the eComment tab located on the City Council Agenda page (https://santaclara.legistar.com/Calendar.aspx). eComments are directly sent to the iLegislate application used by City Council and staff, and become part of the public record. eComment closes 15 minutes before the start of a meeting.

2. By email to [email protected] by 12 p.m. the day of the meeting. Those emails will be forwarded to the Council and will be uploaded to the City Council Agenda as supplemental meeting material. Emails received after the 12 p.m. cutoff time up through the end of the meeting will form part of the meeting record. Please identify the Agenda Item Number in the subject line of your email.

NOTE: Please note eComments and Emails received as public comment will not be read aloud during the meeting.

Agendas, Staff Reports and some associated documents for City Council items may be viewed on the Internet at https://santaclara.legistar.com/Calendar.aspx All public records relating to an open session item on this agenda, which are not exempt from disclosure pursuant to the California Public Records Act, that are distributed to a majority of the legislative body will be available for public inspection at the Office of the City Clerk at Santa Clara City Hall, 1500 Warburton Avenue, Santa Clara, CA 95050 at the same time that the public records are distributed or made available to the legislative body. Any draft contracts, ordinances and resolutions posted on the Internet site or distributed in advance of the Council meeting may not be the final documents approved by the City Council. For the final document, you may contact the Office of the City Clerk at (408) 615-2220 or [email protected].

City of Santa ClaraCity of Santa Clara Page 1 of 8 Printed on 8/22/2025 Meeting Agenda August 26, 2025

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Joint Council and Authorities Concurrent &
Stadium Authority Board Meeting
5:30 PM CLOSED SESSION
Call to Order in the Council Chambers
Confirmation of Quorum

1.A Conference with Labor Negotiators (CC)Co
Pursuant to Gov. Code § 54957.6Pu
City representatives:

Jovan D. Grogan, Aracely Azevedo, Marco
Mercado, Ashley Lancaster, Allyson Hauck, Vitus Leung, Glen R. Googins
25-906

1.B
Employee Organization(s):Em
Santa Clara Firefighters, International Assoc. of Firefighters, Local 1171 (Unit #1)
Police Officers Association (Unit #2)
Engineers of the City of Santa Clara (Unit #4)
City of Santa Clara Employees Association (Units #5,7,8) Unclassified Miscellaneous Management (Unit #9)
Unclassified Police Management (Unit #9A)
Unclassified Fire Management (Unit #9B)
Public Safety Non-Sworn Employees Association (Unit #10 ) Conference with Legal Counsel-Existing Litigation (CC)
Pursuant to Gov. Code § 54956.9(d)(1)
Jane Roe
v. Doe 1, et al., Santa Clara County Superior Court
Case No. 22CV409274
25-949
Closed Session - 5:30 PM | Regular Meeting - 7:00 PM
Meeting Agenda August 26, 2025

1.C Conference with Real Property Negotiators (City)
Pursuant to Gov. Code § 54956.8
Property:

APN 216-33-022, 3031 Corvin Drive, Santa Clara, CA
95051
City Negotiator: Jovan D. Grogan, City Manager (or designee) and Glen R. Googins, City Attorney (or designee)
Negotiating Parties: City and Michael J. Bonasera Living Trust (or designee)
Under Negotiation: Purchase of Real Property interests
(provisions, price and terms of payment)
25-954
Public Comment
The public may provide comments regarding the Closed Session item(s) just prior to the Council beginning the Closed Session. Closed Sessions are not open to the public.

Convene to Closed Session (Council Conference Room)
7:00 PM JOINT CITY COUNCIL/STADIUM AUTHORITY BOARD MEETING Call to Order in the Council Chambers
Pledge of Allegiance and Statement of Values
Roll Call

REPORTS OF ACTION TAKEN IN CLOSED SESSION MATTERS

CONTINUANCES/EXCEPTIONS/RECONSIDERATIONS

CONSENT CALENDAR
[Items listed on the CONSENT CALENDAR are considered routine and will be adopted by one motion. There will be no
separate discussion of the items on the CONSENT CALENDAR unless discussion is requested by a member of the Council, staff, or public. If so requested, that item will be removed from the CONSENT CALENDAR and considered under CONSENT ITEMS PULLED FOR DISCUSSION.]

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Joint Council and Authorities Concurrent &
Stadium Authority Board Meeting
Meeting Agenda August 26, 2025

2.A Action to Award Master Agreements to CSG Consultants, Inc. and
Bureau Veritas North America, Inc. to Provide Plan Check Review and Inspection Consulting Services
25-794

1. Authorize the City Manager to execute master
agreements with CSG Consultants, Inc. and
Bureau Veritas North America, Inc. to provide plan
check review and inspection services for a term of
five years, starting on or around August 26, 2025
and ending on or around June 30, 2030, with a
maximum compensation not-to-exceed
$1,250,000, subject to the appropriation of funds
and review and approval as to form by the City
Attorney; and

2. Authorize the City Manager to take any actions
necessary to implement and administer the master
agreements, including negotiating and executing
future amendments to (a) add or delete services
associated with the scope of work and (b) make
de minimis changes, subject to subject to the
appropriation of funds and review and approval as
to form by the City Attorney.

Recommendation:

2.B Action to Delegate Authority to the City Manager to Execute a First
Amendment to the Agreement for the Purchase and Sale of Property with Feather River Land Trust for the Loyalton Property to Extend Escrow
25-89
Delegate authority to the City Manager or designee to
execute a First Amendment to the Agreement for the
Purchase and Sale of Property with Feather River
Land Trust for the Loyalton Property extending the
Closing Date until February 16, 2026,to allow for the
approval and implementation of the necessary state
agency financing, subject to the review and approval
as to form by the City Attorney, and to allow the City
Manger to extend the Closing Date another six months
so long as the City Manager determines that the Trust
continues to proceed in good faith to obtain the
necessary approvals for state financing.

Recommendation:

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Joint Council and Authorities Concurrent &
Stadium Authority Board Meeting
Meeting Agenda August 26, 2025

2.C Action on Amendment No. 6 to the Agreement for Professional Services with Perkins + Will for the Tasman East Specific Plan and Approve Related Budget Amendment
25-146

1. Authorize the City Manager to execute
Amendment No. 6 to the Agreement with Perkins
+ Will for professional services to prepare the
Amendment to the Tasman East Specific Plan by
increasing the amount of the agreement by
$92,344, including the contingency to update the
final traffic report, for a revised not-to-exceed
maximum compensation of $1,553,776, and
extending the term of the agreement through June
2026 in a final form approved by the City
Attorney; and

2. Approve the FY 2025/26 budget amendment in
the General Fund, increasing the Community
Development Department budget in the amount
of $92,344 and decreasing the Advanced
Planning Fee Reserve in the amount of $92,344
(five affirmative Council votes required for
the use of unused balances).

Recommendation:

2.D Note and File the Ten-Year Goals for Silicon Valley Power’s Energy Efficiency Program
25-592
Note and file the Ten-Year Goals for Silicon Valley
Power’s Energy Efficiency Program.

Recommendation:

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Joint Council and Authorities Concurrent &
Stadium Authority Board Meeting
Meeting Agenda August 26, 2025

2.E Action to Delegate Authority to the City Manager to Negotiate and
Execute Amendment No. 2 to the Software Maintenance
Agreement with Hitachi Energy USA, Inc.
25-86

1. Delegate authority to the City Manager or
designee to negotiate and execute Amendment
No. 2 to the Software Maintenance Agreement
with Hitachi Energy USA, Inc. to continue providing
maintenance and support services for Silicon
Valley Power’s SCADA System, increasing the
total maximum compensation from $1,372,657 to
an amount not to exceed $2,500,000, and
extending the term through August 31, 2030,
subject to the appropriation of funds and review
and approval as to form by the City Attorney; and

2. Authorize the City Manager or designee to take
any actions necessary to implement and
administer the Software Maintenance Agreement
as amended and negotiate and execute future
amendment(s) to (i) add or delete services
associated with the SCADA system, (ii) adjust
future rates based on market conditions, and (iii)
make de minimis changes, subject to the
maximum authorization of $2,500,000, budget
appropriations, and the review and approval as to
form by the City Attorney.

Recommendation:

SANTA CLARA STADIUM AUTHORITY BOARD CONSENT CALENDAR

3. Informational Report on Stadium Authority and Stadium Manager
Meetings for the Period of July 1 to September 30,
2024
25-1024
Note and file the quarterly report on Stadium Authority and Stadium Manager staff meetings and
corresponding summaries for the period of July 1 to
September 30, 2024.

Recommendation:

PUBLIC PRESENTATIONS
[This item is reserved for persons to address the Council or authorities on any matter not on the agenda that is within
the subject matter jurisdiction of the City or Authorities. The law does not permit action on, or extended discussion of, any item not on the agenda except under special circumstances. The governing body, or staff, may briefly respond to statements made or questions posed, and appropriate body may request staff to report back at a subsequent meeting. Although not required, please submit to the City Clerk your name and subject matter on the speaker card available in the Council Chambers.]

CONSENT ITEMS PULLED FOR DISCUSSION

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Joint Council and Authorities Concurrent &
Stadium Authority Board Meeting
Meeting Agenda August 26, 2025

PUBLIC HEARING/GENERAL BUSINESS

4. Presentation on a Proposed League Event Agreement with Bay Area Host
Committee, Forty Niners SC Stadium Company, LLC,
and Forty Niners Stadium Management Company LLC to Host Super Bowl LX
25-893
Direct staff to bring forth the proposed League Event
Agreement on the terms presented for Council and
Board action at the September 16, 2025 meeting.

Recommendation:

5. Action on Approval of (1) Second Amendment to the City Attorney Employment Agreement, and (2) Resolution Approving and Adopting the Updated Salary Plan that includes the
Classification of City Attorney
25-872
REPORTS OF MEMBERS , SPECIAL COMMITTEES AND COUNCILMEMBER 030 REQUESTS

CITY MANAGER/EXECUTIVE DIRECTOR REPORT

ADJOURNMENT
The next regular scheduled meeting is on Tuesday, September 16, 2025 in the City Hall Council Chambers.

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Joint Council and Authorities Concurrent &
Stadium Authority Board Meeting
Recommendation: 1. Approve modifications to the compensation package for the City Attorney, including (A) a
cost-of-living salary adjustment for City Attorney of

4.0% retroactive to March 1, 2025, resulting in a
new annual salary of $370,461.12, (B) employer
contribution to the employee’s deferred
compensation plan in the amount of $300/month
retroactive to January 1, 2025, (C) increase to the
employer contribution for healthcare to align with

the Unit 9 MOU, and (D) modification of the
performance appraisal process;

2. Approve, and authorize the Mayor to sign,
Amendment No. 2. to the Employment Agreement
with City Attorney Glen R. Googins;

3. Adopt a Resolution updating the Unclassified
Salary Plan (effective March 1, 2025) approved
August 26, 2025.

Meeting Agenda August 26, 2025

MEETING DISCLOSURES
The time limit within which to commence any lawsuit or legal challenge to any quasi-adjudicative decision made by the City is governed by Section 1094.6 of the Code of Civil Procedure, unless a shorter limitation period is specified by any other provision. Under Section 1094.6, any lawsuit or legal challenge to any quasi-adjudicative decision made by the City must be filed no later than the 90th day following the date on which such decision becomes final. Any lawsuit or legal challenge, which is not filed within that 90-day period, will be barred. If a person wishes to challenge the nature of the above section in court, they may be limited to raising only those issues they or someone else raised at the meeting described in this notice, or in written correspondence delivered to the City of Santa Clara, at or prior to the meeting. In addition, judicial challenge may be limited or barred where the interested party has not sought and exhausted all available administrative remedies.

STREAMING SERVICES: As always, the public may view the meetings on SantaClaraCA.gov, Santa Clara City Television (Comcast cable channel 15), or the livestream on the City’s YouTube channel or Facebook page.

Note: The public cannot participate in the meeting through these livestreaming methods; livestreaming capabilities may be disrupted at times, viewers may always view and participate in meetings in-person and via Zoom as noted on the agenda.

AB23 ANNOUNCEMENT: Members of the Santa Clara Stadium Authority, Sports and Open Space Authority and Housing Authority are entitled to receive $30 for each attended meeting.

Note: The City Council and its associated Authorities meet as separate agencies but in a concurrent manner. Actions taken should be considered actions of only the identified policy body.

LEGEND: City Council (CC); Stadium Authority (SA); Sports and Open Space Authority (SOSA); Housing Authority (HA); Successor Agency to the City of Santa Clara Redevelopment Agency (SARDA); Bayshore North Project Enhancement Authority (BNPEA); Public Facilities Financing Corporation (PFFC) Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] <mailto:[email protected]> or at the public information desk at any City of Santa Clara public library.

If a member of the public submits a speaker card for any agenda items, their name will appear in the Minutes. If no speaker card is submitted, the Minutes will reflect "Public Speaker." In accordance with the requirements of Title II of the Americans with Disabilities Act of 1990 ("ADA"), the City of Santa Clara will not discriminate against qualified individuals with disabilities on the basis of disability in its services, programs, or activities, and will ensure that all existing facilities will be made accessible to the maximum extent feasible. The City of Santa Clara will generally, upon request, provide appropriate aids and services leading to effective communication for qualified persons with disabilities including those with speech, hearing, or vision impairments so they can participate equally in the City’s programs, services, and activities. The City of Santa Clara will make all reasonable modifications to policies and programs to ensure that people with disabilities have an equal opportunity to enjoy all of its programs, services, and activities.

Agendas and other written materials distributed during a public meeting that are public record will be made available by the City in an appropriate alternative format. Contact the City Clerk’s Office at 1 408-615-2220 with your request for an alternative format copy of the agenda or other written materials.

Individuals who require an auxiliary aid or service for effective communication, or any other disability-related modification of policies or procedures, or other accommodation, in order to participate in a program, service, or activity of the City of Santa Clara, should contact the City’s ADA Coordinator at 408-615-3000 as soon as possible but no later than 48 hours before the scheduled event.

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Joint Council and Authorities Concurrent &
Stadium Authority Board Meeting
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
25-906 Agenda Date: 8/26/2025

SUBJECT
Conference with Labor Negotiators (CC)
Pursuant to Gov. Code § 54957.6
City representatives: Jovan D. Grogan, Aracely Azevedo, Marco Mercado, Ashley Lancaster, Allyson Hauck, Vitus Leung, Glen R. Googins
Employee Organization(s):

Santa Clara Firefighters, International Assoc. of Firefighters, Local 1171 (Unit #1) Police Officers Association (Unit #2)
Engineers of the City of Santa Clara (Unit #4)
City of Santa Clara Employees Association (Units #5,7,8) Unclassified Miscellaneous Management (Unit #9)
Unclassified Police Management (Unit #9A)
Unclassified Fire Management (Unit #9B)
Public Safety Non-Sworn Employees Association (Unit #10 ) City of Santa Clara Printed on 8/22/2025Page 1 of 1
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City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
25-949 Agenda Date: 8/26/2025

SUBJECT
Conference with Legal Counsel-Existing Litigation (CC)
Pursuant to Gov. Code § 54956.9(d)(1)
Jane Roe v. Doe 1, et al., Santa Clara County Superior Court Case No. 22CV409274 City of Santa Clara Printed on 8/22/2025Page 1 of 1
powered by Legistar™
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
25-954 Agenda Date: 8/26/2025

SUBJECT
Conference with Real Property Negotiators (City)
Pursuant to Gov. Code § 54956.8
Property: APN 216-33-022, 3031 Corvin Drive, Santa Clara, CA 95051 City Negotiator: Jovan D. Grogan, City Manager (or designee) and Glen R. Googins, City Attorney (or designee)
Negotiating Parties: City and Michael J. Bonasera Living Trust (or designee) Under Negotiation: Purchase of Real Property interests (provisions, price and terms of payment) City of Santa Clara Printed on 8/22/2025Page 1 of 1
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City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
25-794 Agenda Date: 8/26/2025

REPORT TO COUNCIL

SUBJECT
Action to Award Master Agreements to CSG Consultants, Inc. and Bureau Veritas North America, Inc. to Provide Plan Check Review and Inspection Consulting Services

COUNCIL PILLAR
Deliver and Enhance High Quality Efficient Services and Infrastructure

BACKGROUND
The City’s Water & Sewer Utilities Department (Department) provides plan review and inspection for water and recycled water improvements completed by developers and other private entities. During fiscal year 2024/25, the Department completed reviews for over 770 building permits and 500 encroachment permits. In addition, staff reviewed applications for recycled water use permits and internal City capital projects. The Department also conducts inspections for all water and recycled water improvements located within the public right-of-way, as well as onsite inspection to ensure compliance with recycled water regulations and fat, oil, and grease (FOG) requirements.

Before development improvements can be accepted by the City, submitted plans must undergo comprehensive reviews, and constructed facilities must pass field inspections. These steps are essential to ensure compliance with applicable City, State, and Federal standards and specifications.

Due to the high volume of plan submittals and the number of projects requiring inspection prior to City acceptance, the Department has identified a need to supplement current staffing levels. To meet this demand and maintain timely service to customers, the Department plans to utilize third-party consultants to support plan reviews and inspection services. These consultants will augment existing staff capacity, helping ensure efficient processing and oversight of development-related water and recycled water infrastructure improvements.

DISCUSSION
Pursuant to Section 2.105.140(c) of City Code, a formal Statement of Qualifications (SOQ) was conducted for Plan Check Reviews, Field Inspections, and Related Services to support the Department’s plan review and inspection workload.

The SOQ was published on the City’s e-procurement system. Four proposals were received from BPR Consulting Group, CSG Consultants, Inc., Bureau Veritas North America, Inc., and Ghirardelli Associates. The proposals were evaluated based on several criteria, including firm experiences, qualifications, technical capabilities, and responsiveness to the SOQ requirements. Following the evaluations, CSG Consultants, Inc. and Bureau Veritas North America, Inc. were determined to meet the qualifications and service needs outlined in the SOQ.

The proposed master agreements with CSG Consultants, Inc. (Attachment 1) and Bureau Veritas City of Santa Clara Printed on 8/22/2025Page 1 of 3
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25-794 Agenda Date: 8/26/2025
North America, Inc. (Attachment 2) include a scope of services that reflects the Department’s operational needs and the nature of work involved. Services include offsite and onsite plan reviews for water, recycled water, and sewer utilities; offsite inspections for water, recycled water, and sewer utilities; and onsite inspections for water, recycled water, and sewer pre-treatment inspection services.

Staff recommends entering into master agreements with CSG Consultants, Inc. and Bureau Veritas North America, Inc. for a five-year term starting on or about August 27, 2025, through June 30, 2030.

Rates have been established in the agreements but may be subject to annual rate increases if requested as outlined in the agreements and in accordance with the regional Consumer Price Index.

ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378 (b)(4) in that it is a fiscal activity that does not involve commitment to a specific project which may result in a potential significant impact on the environment.

COORDINATION
This report has been coordinated with the Finance Department, the City Manager’s Office, and the City Attorney’s Office.

FISCAL IMPACT
The proposed agreements are for a not-to-exceed amount of $1,250,000. Funding is available in the Water Utility operating budget.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office beginning the Thursday evening before the Tuesday meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION

1. Authorize the City Manager to execute master agreements with CSG Consultants, Inc. and Bureau Veritas North America, Inc. to provide plan check review and inspection services for a term of five years, starting on or around August 26, 2025 and ending on or around June 30, 2030, with a maximum compensation not-to-exceed $1,250,000, subject to the appropriation of funds and review and approval as to form by the City Attorney; and

2. Authorize the City Manager to take any actions necessary to implement and administer the master agreements, including negotiating and executing future amendments to (a) add or delete services associated with the scope of work and (b) make de minimis changes, subject to subject to the appropriation of funds and review and approval as to form by the City Attorney.

Reviewed by: John Ramirez, Director, Water & Sewer Utilities Approved by: Jovan Grogan, City Manager

ATTACHMENTS

1. Master Agreement for Services Between the City of Santa Clara and CSG Consultants, Inc.

City of Santa Clara Printed on 8/22/2025Page 2 of 3
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25-794 Agenda Date: 8/26/2025

2. Master Agreement for Services Between the City of Santa Clara and Bureau Veritas North America, Inc.

City of Santa Clara Printed on 8/22/2025Page 3 of 3
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Design Professional Agreement with CSG Consultants, Inc. Page 1 Rev. 09-28-18
EBIX Insurance No. S200004282

AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
CSG CONSULTANTS, INC.

PREAMBLE
This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and CSG Consultants, Inc., a California corporation, (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

RECITALS
A. City desires to secure the design professional services more fully described in this Agreement, at Exhibit A, entitled “Scope of Services”;
B. “Design professional” includes licensed architects, licensed landscape architects, registered professional engineers and licensed professional land surveyors; C. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and,
D. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.

The Parties agree as follows:

AGREEMENT TERMS AND CONDITIONS

1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:

Exhibit A – Scope of Services
Exhibit B – Schedule of Fees
Exhibit C – Insurance Requirements
Exhibit D – Labor Compliance Addendum
Exhibit E – Ranking of Design Services Agreements
Design Professional Agreement with CSG Consultants, Inc. Page 2 Rev. 09-28-18
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.

2. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on the Effective Date and terminate on June 30, 2030.

3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform the services specified in Exhibit A. Time is of the essence.

A. All reports, costs estimates, plans and other documentation which may be submitted or furnished by Contractor shall be approved and signed by an appropriate qualified licensed professional in the State of California.

4. WARRANTY
Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based.

Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, City may make corrections or replace materials or services and charge Contractor for the additional cost incurred by City.

5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE
Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.

6. ASSIGNMENT OF WORK
A. Contractor will provide the plan check review, field inspections and related services (Services) to the Department of Water & Sewer Utilities (W&S) as further described in Exhibit A.

B. Contractor acknowledges that that Contractor is one of two firms selected to provide Services to W&S, pursuant to two separate agreements, (collectively, the “Design Services Agreements”). Subject to the terms and conditions of this Agreement, City will assign tasks starting with the highest ranked firm under contract, as listed in Exhibit E. If assignment of individual tasks cannot be Design Professional Agreement with CSG Consultants, Inc. Page 3 Rev. 09-28-18
achieved with the highest ranked firm, the City will end efforts to assign those tasks to the highest ranked firm and will begin task assignment discussions with the next highest ranked firm under contract.

C. Each assignment will be authorized in writing by the City and shall include the scope of work, deliverables, schedule, and either (ii) a not-to-exceed amount based on time and materials (T&M) using the hourly rates in Exhibit B or (ii) a lump sum amount, if applicable.

D. The City has no obligation to assign any work under this Agreement.

7. COMPENSATION AND PAYMENT
A. Maximum Compensation. The aggregate maximum compensation allowable for the Design Services Agreements is One Million, Two Hundred Fifty Thousand Dollars ($1,250,000), subject to budget appropriations. This amount represents the combined total of all assignments issued under the Design Services Agreements.

B. Compensation per Assignment. In consideration for Contractor’s complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled “SCHEDULE OF FEES” and the not-to-exceed amount authorized in each individual assignment. All work performed or materials provided in excess of the amount authorized in an individual assignment shall be at Contractor’s expense.

Contractor shall not be entitled to any payment above the amount authorized in an in individual assignment under any circumstance, unless otherwise approved in writing by the City.

8. TERMINATION
A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days’ prior written notice to Contractor.

B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor.

C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession. The Contractor shall be entitled to payment for the cost of services performed to the City’s satisfaction prior to the effective date of termination.

Design Professional Agreement with CSG Consultants, Inc. Page 4 Rev. 09-28-18

9. ASSIGNMENT AND SUBCONTRACTING
City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.

Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.

10. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.

11. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement.

12. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.

13. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third parties.

Design Professional Agreement with CSG Consultants, Inc. Page 5 Rev. 09-28-18

14. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR
City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Contractor shall bear the cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City.

Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees to assist City in meeting City’s reporting requirements to the State and other agencies with respect to Contractor’s Services hereunder.

15. HOLD HARMLESS/INDEMNIFICATION
To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney’s fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, to the extent arising out of, pertaining to, or related to the negligence, recklessness, or willful misconduct of the Contractor, its employees, subcontractors, or agents in the performance, or non- performance, of Services under this Agreement.

16. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.

17. WAIVER
Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City’s review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.

Design Professional Agreement with CSG Consultants, Inc. Page 6 Rev. 09-28-18

18. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:

City of Santa Clara
Attention: Water and Sewer Utilities
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at [email protected]

And to Contractor addressed as follows:

CSG Consultants, Inc.
550 Pilgrim Drive
Foster City, CA 94404
and by e-mail at [email protected]
The workday the e-mail was sent shall control the date notice was deemed given. An e- mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.

19. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to “The Code of the City of Santa Clara, California” (“SCCC”). In particular, Contractor’s attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter

2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section

3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered.

Additionally Contractor has read and agrees to comply with City’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299).

20. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.

21. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.

Design Professional Agreement with CSG Consultants, Inc. Page 7 Rev. 09-28-18

22. NO USE OF CITY NAME OR EMBLEM
Contractor shall not use City’s name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.

23. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.

24. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.

25. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.

26. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.

Signatures on following page

Design Professional Agreement with CSG Consultants, Inc. Page 8 Rev. 09-28-18
The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation

Approved as to Form: Dated:

GLEN R. GOOGINS
City Attorney
JŌVAN D. GROGAN
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”

CSG CONSULTANTS, INC.
a California corporation
Dated:

By (Signature):

Name: Cyrus Kianpour
Title: President
Principal Place of
Business Address: 550 Pilgrim Drive, Foster City, CA 94404 Email Address:

Telephone: 650-522-2500
Fax: 650-522-2599
“CONTRACTOR”

Design Professional Agreement with CSG Consultants, Inc./Exhibit A-Scope of Services Page 1 Rev. 09-28-18

EXHIBIT A

SCOPE OF SERVICES
The Services to be performed for the City by the Contractor under this Agreement are set forth below.

1. GENERAL SERVICES

1.1 Contractor shall provide Plan Check Review, Construction Support, Field Inspections, Field Markings, Construction Management, Project Close-out and Related Contractor Services collectively referred to as “Services” on an as- needed basis.

1.2 Contractor shall provide qualified and licensed personnel, along with necessary equipment and materials to perform the Services.

1.3 Contractor shall communicate and coordinate with the City team and report to the designated City representative(s).

1.4 Contractor shall meet with City, other third-party consultant(s), developers, and their design consultants.

1.5 Contractor shall review utility plans, specifications, construction submittals, calculations, reports and technical memos specific to the service areas below.

1.6 Contractor shall review plan revisions as they are submitted to the City for approval during design and/or construction, and provide plan check review comments, recommendations, and action item summaries.

1.7 Contractor shall inspect public and private improvements specific to the service areas below.

1.8 Inspector shall perform standard utility inspections including but not limited to material inspection, installation of transmission and distribution pipelines, sewer collection pipelines, services, appurtenances, fire hydrants, air-vacuums, blow- offs, laterals, pipeline pressure testing, backflows, meters, meter sizing calculations, cross-connection testing, on-site recycled water plumbing and onsite FOG facilities.

1.9 Contractor shall provide construction management and project management as required.

1.10 Contractor shall perform compliance program related inspections as required.

2. OFFSITE PLAN REVIEW SERVICES – WATER, REYCLCED WATER AND SEWER

2.1 Contractor shall review permit plans, utility plans, specifications, construction submittals, calculations, reports and technical memos and associated documents to determine compliance with City of Santa Clara Water & Sewer Utilities Department Rules & Regulations, standard specifications, design criteria, City standard details and other applicable local and regional codes, regulations, Design Professional Agreement with CSG Consultants, Inc./Exhibit A-Scope of Services Page 2 Rev. 09-28-18
ordinances, standards, and statutes (collectively referred to as Standards & Regulations).

2.2 Contractor shall review permit plans/utility plans to ensure efficient use of the public right-of-way and utility easements, sound constructability, and construction and utility industry best practices. Contractor shall provide plan check review comments, recommendations, and an action items summary.

2.3 Contractor shall review all plans for water and recycled water distribution and transmission systems including composite utility plans, demolition plans, plan and profile sheets, utility and construction details. The review shall include all applicable design details of the utility system including, but not limited to, the size, material and alignment of water and recycled water mains; the location and type of valves; the location of fire hydrants, air release valves, domestic water, recycled water, fire water, meter sizing; meters and backflows and other related facilities and appurtenances per W&S standards.

2.4 Contractor shall review all plans for sanitary sewer collection systems including composite utility plans, demolition plans, plan and profile sheets, utility and construction details. The review shall include all applicable design details of the utility system including but not limited to the size, material and alignment of sanitary sewer pipe; the location and type of manholes; the location of sanitary sewer cleanouts, sanitary sewer laterals; and other related facilities and appurtenances per W&S Standards and Department of Public Works standards.

2.5 Contractor shall review and provide comments and recommendations for onsite plumbing plan and FOG facility (e.g. grease traps, etc.) specifications to ensure compliance with building code, regional pre-treatment program, City Standards and industry best practices.

2.6 Contractor shall review all plan revisions as they are submitted to the City for approval, including during construction.

2.7 Contractor shall provide written comments and recommendations for compliance with Standards and Regulations and industry best practices. Contractor shall also provide comprehensive plan review annotations (e.g. redlines) that proactively anticipate potential issues to avoid unexpected project delays.

2.8 Contractor shall employ a streamlined review process.

2.9 Contractor shall designate personnel to be available by telephone and/or e-mail to respond to questions from applicants, developers, City staff, the general public, and others as assigned by the City.

2.10 Contractor shall maintain a review log of plan review assignments, including the permit number, project designation, description of review, and basis for compensation for each assignment.

2.11 Contractor shall establish a schedule to communicate status of permits and review issues with City staff and other parties on a weekly basis, or as otherwise Design Professional Agreement with CSG Consultants, Inc./Exhibit A-Scope of Services Page 3 Rev. 09-28-18
requested by City staff.

3. ONSITE PLAN REVIEW SERVICES – WATER, RECYCLED WATER, AND SEWER

3.1 Contractor shall review and provide comments and recommendations for onsite sanitary sewer systems. The review shall include sizing of grease control devices and oil grease separators; septic systems; potential for sanitary sewer overflows (SSOs), potential cross connections in conformance with the Cross Connection Control Policy Handbook (CCCPH); and other related facilities and appurtenances in compliance with Building Code, Regional Pre-treatment and FOG program requirements and City Standards.

3.2 Contractor shall review and provide comments and recommendations for onsite utility systems to determine potential for cross connections in conformance with the CCCPH, Building Code, and relevant City Standards.

3.3 Contractor shall perform hazard assessments for cross-connection control program.

4. OFFSITE INSPECTION SERVICES – WATER, RECYCLED WATER, AND SEWER

4.1 Contractor shall provide underground utility locating and marking services in coordination with Underground Service Alert (commonly referred to as “USA North”), including responding to USA North ticket requests for underground utility location, reviewing City utility maps to determine any conflict between proposed excavation and City facilities, and locating and marking City-owned subsurface utilities in the field when needed in response to tickets.

4.2 Contractor shall provide public water and recycled water inspection services during the course of construction to enforce compliance with the conditions of approval, W&S Standards, and Division of Drinking Water standards, and the approved plans for which the City issued a permit.

4.3 Contractor shall provide Water, Recycled Water, and Sewer field inspection and construction management services as required including, but not limited to:

4.3.1 Material inspection, installation of transmission and distribution pipelines, sewer collection pipelines, services, appurtenances, fire hydrants, air- vacuums, blow-offs, laterals, pipeline pressure testing, backflows, and meters.

4.3.2 Verification of the Contractor's compliance with the City Water/Recycled Water/Sewer approved plans and standard details and specifications;

4.3.3 Ensuring the quality of work (via materials testing or other means as necessary) meets City and Industry Standards;

4.3.4 Coordinating with City departments, other public agencies, and various Design Professional Agreement with CSG Consultants, Inc./Exhibit A-Scope of Services Page 4 Rev. 09-28-18
utilities to coordinate reviews, design modifications, permitting, construction and inspection of improvements;

4.3.5 Maintaining daily reports of work done, Contractor's staff, equipment, weather, etc.;

4.3.6 Monitoring construction impacts and construction operations safety in the City right-of-way/easements; and

4.3.7 Developing punch list items when the work is substantially complete and interact with the public.

5. ONSITE INSPECTION SERVICES – WATER, RECYCLED WATER, AND SEWER

PRE-TREATMENT

5.1 Potable Water, Recycled Water, Sewer Pre-treatment, and FOG on-site field inspection, construction management, and project management services as required including, but not limited to:

5.1.1 Performing Hazard Assessments for Cross-Connection Control Program;

5.1.2 Performing Cross-connection Testing;

5.1.3 Performing Meter and Backflow Testing;

5.1.4 Verification of compliance with City-approved plans, standard details, specifications and industry best practice;

5.1.5 Verification of compliance with City backflow and cross-connection program requirements;

5.1.6 Verification of compliance with City and regional onsite Recycled Water program requirements;

5.1.7 Verification of compliance with City and regional onsite Pre-treatment and FOG program requirements.

5.1.8 Verification of compliance with Building Code.

5.1.9 Verification of compliance with NFPA Code relating to backflows, fire hydrants, and fire services and underground fire permits associate with the project.

Design Professional Agreement with CSG Consultants, Inc./Exhibit B-Schedule of Fees Page 1 Rev. 09-28-18

EXHIBIT B

SCHEDULE OF FEES

1. RATES

1.1. Contractor will be compensated according to the rates set forth in Table B-1 below.

Hourly rates include all costs that may be associated with providing the Services, including all overhead costs, travel, and office expenses.

Table B-1: Plan Review & Inspection Services (Water, Recycled Water & Sewer) Position Hourly Rate
Admin Assistant $90
Engineering Intern $135
Assistant Engineer $174
Associate Engineer $198
Structural Engineer $270
Associate Surveyor $210
Sr. Engineer $228
Sr. Land Surveyor $228
Sr. Structural Engineer $252
Principal Engineer $264
Sr. Principal Engineer $288
Two-Person Survey Crew $384
Assistant Project Manager $180
Project Manager $240
Sr. Project Manager $252
Office Engineer $180
Construction Inspector $168
Sr. Construction Inspector $186
Assistant Resident Engineer $198
Resident Engineer/Construction Mngr $240
Structural Representative $240
Sr. Construction Manager $315

1.2 City authorized overtime work will be charged at 150% of the applicable hourly rate.

2. ANNUAL RATE INCREASES

2.1. Contractor may request adjustments to the hourly rates by providing written notice to the City no less than sixty (60) days prior to the Agreement’s term anniversary date.

Price adjustments will be made in accordance with the percentage change in the Consumer Price Index (CPI) for the applicable region.

Design Professional Agreement with CSG Consultants, Inc./Exhibit B-Schedule of Fees Page 2 Rev. 09-28-18

3. INVOICE AND PAYMENT

3.1. Contractor will bill City on a monthly basis for Services provided by Contractor during the preceding month on an invoice and in a format approved by City and subject to verification and approval by City.

3.2. City will pay Contractor within thirty (30) days of City’s receipt of an approved invoice.

Design Professional Agreement with CSG Consultants, Inc./Exhibit C-Insurance Requirements Page 1 Rev. 09-28-18

EXHIBIT C

INSURANCE REQUIREMENTS
Without limiting the Contractor’s indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect during the period of performance of the Agreement and for twenty- four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies shall be primary insurance as to the City of Santa Clara so that any other coverage held by the City shall not contribute to any loss under Contractor’s insurance. The minimum coverages, provisions and endorsements are as follows:

A. COMMERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury

2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.

3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a “pay on behalf” basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.

Design Professional Agreement with CSG Consultants, Inc./Exhibit C-Insurance Requirements Page 2 Rev. 09-28-18
B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned (if any), non-owned and hired autos.

C. WORKERS’ COMPENSATION

1. Workers’ Compensation Insurance Policy as required by statute and employer’s liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.

2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers’ Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.

D. PROFESSIONAL LIABILITY
Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Contractor. Covered services as designated in the policy must specifically include work performed under this agreement. Coverage shall be in an amount of not less than one million dollars ($1,000,000) per claim or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney’s Office.

E. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.

1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor’s work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85, Design Professional Agreement with CSG Consultants, Inc./Exhibit C-Insurance Requirements Page 3 Rev. 09-28-18
or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.

2. Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor’s insurance.

3. Cancellation.
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non- renewal.

4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through E of this Exhibit C, above.

F. ADDITIONAL INSURANCE RELATED PROVISIONS
Contractor and City agree as follows:

1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by Contractor, 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 Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance Design Professional Agreement with CSG Consultants, Inc./Exhibit C-Insurance Requirements Page 4 Rev. 09-28-18
documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.

2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. 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.

3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.

G. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City’s approval as to adequacy of the insurance protection.

H. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement.

Upon City’s request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be mailed to:

EBIX Inc.

City of Santa Clara – Planning
P.O. Box 100085 – S2 or 1 Ebix Way
Duluth, GA 30096 John’s Creek, GA 30097

Telephone number: 951-766-2280
Fax number: 770-325-0409
Email address: [email protected]
Design Professional Agreement with CSG Consultants, Inc./Exhibit C-Insurance Requirements Page 5 Rev. 09-28-18
I. QUALIFYING INSURERS
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.

Design Professional Agreement with CSG Consultants, Inc./Exhibit D-Labor Compliance Page 1 Rev. 09-28-18

EXHIBIT D

LABOR COMPLIANCE ADDENDUM
This Agreement is subject to the requirements of California Labor Code section 1720 et seq. requiring the payment of prevailing wages, the training of apprentices, and compliance with other applicable requirements.

A. Prevailing Wage Requirements

1. Contractor shall be obligated to pay not less than the General Prevailing Wage Rate, which can be found at www.dir.ca.gov and are on file with the City Clerk’s office, which shall be available to any interested party upon request. Contractor is also required to have a copy of the applicable wage determination posted and/or available at each job site.

2. Specifically, contractors are reminded of the need for compliance with Labor Code Section 1774-1775 (the payment of prevailing wages and documentation of such), Section 1776 (the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime must be paid for work in excess of 8 hours per day or 40 hours per week pursuant to Labor Code Section 1811-1813.

3. Special prevailing wage rates generally apply to work performed on weekends, holidays and for certain shift work. Depending on the location of the project and the amount of travel incurred by workers on the project, certain travel and subsistence payments may also be required. Contractors and subcontractors are on notice that information about such special rates, holidays, premium pay, shift work and travel and subsistence requirements can be found at www.dir.ca.gov .

4. Only bona fide apprentices actively enrolled in a California Division of Apprenticeship Standards approved program may be employed on the project as an apprentice and receive the applicable apprenticeship prevailing wage rates.

Apprentices who are not properly supervised and employed in the appropriate ratio shall be paid the full journeyman wages for the classification of work performed.

5. As a condition to receiving progress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, Contractor agrees to present to City, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request. The term “certified payroll” shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any additional documentation requested by the City or its designee including, but not limited to:
certified payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies of wage statements and cancelled checks, proof of training contributions (CAC2 if applicable), and apprenticeship forms such as DAS-140 and DAS-142.

Design Professional Agreement with CSG Consultants, Inc./Exhibit D-Labor Compliance Page 2 Rev. 09-28-18

6. In addition to submitting the certified payrolls and related documentation to City, Contractor and all subcontractors shall be required to submit certified payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and/or final payment.

7. No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].

8. No contractor or subcontractor may be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered “public works contractor” with the DIR AT THE TIME OF BID. Where the prime contract is less than $15,000 for maintenance work or less than $25,000 for construction alternation, demolition or repair work, registration is not required.

9. All contractors/subcontractors and related construction services subject to prevailing wage, including but not limited to: trucking, surveying and inspection work must be registered with the Department of Industrial Relations as a “public works contractor”. Those you fail to register and maintain their status as a public works contractor shall not be permitted to perform work on the project.

10. Should any contractor or subcontractors not be a registered public works contractor and perform work on the project, Contractor agrees to fully indemnify the City for any fines assessed by the California Department of Industrial Relations against the City for such violation, including all staff costs and attorney’s fee relating to such fine.

11. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

B. Audit Rights
All records or documents required to be kept pursuant to this Agreement to verify compliance with this Addendum shall be made available for audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such records or documents shall be provided to City for audit at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records or documents shall be made available at Contractor’s address indicated for receipt of notices in this Agreement.

C. Enforcement

1. City shall withhold any portion of a payment; including the entire payment amount, until certified payroll forms and related documentation are properly submitted, reviewed and found to be in full compliance. In the event that certified payroll forms do not comply with the requirements of Labor Code Section 1720 et Design Professional Agreement with CSG Consultants, Inc./Exhibit D-Labor Compliance Page 3 Rev. 09-28-18
seq., City may continue to hold sufficient funds to cover estimated wages and penalties under the Agreement.

2. Based on State funding sources, this project may be subject to special labor compliance requirements of Proposition 84.

3. The City is not obligated to make any payment due to Contractor until Contractor has performed all of its obligations under these provisions. This provision means that City can withhold all or part of a payment to Contractor until all required documentation is submitted. Any payment by the City despite Contractor’s failure to fully perform its obligations under these provisions shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of the right to withhold payment for any subsequent breach of this Addendum.

City or the California Department of Industrial Relations may impose penalties upon contractors and subcontractors for failure to comply with prevailing wage requirements. These penalties are up to $200 per day per worker for each wage violation identified; $100 per day per worker for failure to provide the required paperwork and documentation requested within a 10-day window; and $25 per day per worker for any overtime violation.

Design Professional Agreement with CSG Consultants, Inc./Exhibit E-Ranking of Design Services Firms

Page 1 ends

Rev. 09-28-18

EXHIBIT E

RANKING OF DESIGN SERVICES FIRMS

Rank Firm
1 CSG Consultants, Inc.
2 Bureau Veritas

Design Professional Agreement with Bureau Veritas North America, Inc.

Rev. 09-28-18
EBIX Insurance No. S200003260

AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
BUREAU VERITAS NORTH AMERICA, INC.

PREAMBLE
This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Bureau Veritas North America, Inc., a Delaware corporation, (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

The Parties agree as follows:

AGREEMENT TERMS AND CONDITIONS

Rev. 09-28-18
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.

3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform the services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.

B. The title sheet for specifications and reports, and each sheet of plans, shall bear the professional seal, certificate number, registration classification, expiration date of certificate and signature of the design professional responsible for their preparation.

Design Professional Agreement with Bureau Veritas North America, Inc.

Rev. 09-28-18
B. Contractor acknowledges that that Contractor is one of two firms selected to provide Services to W&S, pursuant to two separate agreements, (collectively, the “Design Services Agreements”). Subject to the terms and conditions of this Agreement, City will assign tasks starting with the highest ranked firm under contract, as listed in Exhibit E. If assignment of individual tasks cannot be achieved with the highest ranked firm, the City will end efforts to assign those tasks to the highest ranked firm and will begin task assignment discussions with the next highest ranked firm under contract.

D. The City has no obligation to assign any work under this Agreement.

Contractor shall not be entitled to any payment above the amount authorized in an in individual assignment under any circumstance.

Design Professional Agreement with Bureau Veritas North America, Inc.

Rev. 09-28-18

Design Professional Agreement with Bureau Veritas North America, Inc.

Rev. 09-28-18

Design Professional Agreement with Bureau Veritas North America, Inc.

Rev. 09-28-18

18. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:

City of Santa Clara
Attention: Water and Sewer Utilities
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at [email protected]

And to Contractor addressed as follows:

Bureau Veritas North America, Inc..
550 Pilgrim Drive
Foster City, CA 94404
and by e-mail at [email protected]
The workday the e-mail was sent shall control the date notice was deemed given. An e- mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.

2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section

3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered.

Additionally Contractor has read and agrees to comply with City’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299).

Design Professional Agreement with Bureau Veritas North America, Inc.

Rev. 09-28-18

25. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.

26. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.

Signatures on following page

Design Professional Agreement with Bureau Veritas North America, Inc.

Rev. 09-28-18
The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation

Approved as to Form: Dated:

GLEN R. GOOGINS
City Attorney
JŌVAN D. GROGAN
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”

BUREAU VERITAS NORTH AMERICA, INC.
a Delaware corporation
Dated:

By (Signature):

Name: Craig Baptista
Title: Vice President – West, Plan Check & Inspection
Principal Place of
Business Address: 180 Promenade Circle, Ste 150
Email Address: [email protected]
Telephone: 858-863-2000
Fax:
“CONTRACTOR”