Exhibit A – Draft Fourth Amendment to Kimley-Horn CSA
FOURTH AMENDMENT TO THE CONSULTING SERVICES AGREEMENT
BETWEEN THE CITY OF SOUTH SAN FRANCISCO
AND KIMLEY-HORN AND ASSOCIATES, INC.
THIS FOURTH AMENDMENT TO THE CONSULTING SERVICES AGREEMENT is made at South San Francisco, California, as of November 9, 2023, by and between THE CITY OF SOUTH SAN FRANCISCO (“City”), a municipal corporation, and KIMLEY-HORN AND ASSOCIATES, INC. (“Consultant”), (sometimes referred together as the “Parties”) who agree as follows:
RECITALS
A. On April 3, 2017, City and Consultant entered that certain Consulting Services Agreement (“Agreement”) whereby Consultant agreed to provide the City with certain services for the South San Francisco Smart Corridor Extension Project. A true and correct copy of the Agreement and its exhibits are attached as Attachment 1 – Kimley-Horn Original CSA.
B. On October 20, 2021, City and Consultant executed a First Amendment to the Agreement to extend the Agreement term. A true and correct copy of the First Amendment and its exhibits are attached as Attachment 2 – First Amendment to Kimley-Horn CSA.
C. On January 26, 2022, City and Consultant executed a Second Amendment to the Agreement to extend the Agreement term and compensation amount. A true and correct copy of the Second Amendment and its exhibits are attached as Attachment 3 – Second Amendment to Kimley-Horn CSA.
D. On January 26, 2022, City and Consultant executed a Third Amendment to the Agreement to extend the Agreement term and compensation amount. A true and correct copy of the Third Amendment and its exhibits are attached as Attachment 4 – Third Amendment to KimleyHorn CSA.
E. City and Consultant now desire to amend the Agreement to amend the compensation amount.
NOW, THEREFORE, for and in consideration of the promises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Consultant hereby agree as follows:
1. All terms which are defined in the Agreement shall have the same meaning when used in this Amendment, unless specifically provided herein to the contrary.
2. Section 2: Compensation. Section 2 of the Agreement shall be amended such that the City agrees to pay Consultant an additional sum of $80,000, for an amended total not-to-exceed amount of $580,000.
Exhibit A – Draft Fourth Amendment to Kimley-Horn CSA
Consultant agrees this is the City’s total contribution for payment of costs under the Agreement unless additional payments are authorized in accordance with the terms of the Agreement and said terms of payment are mutually agreed to by and between the parties inwriting.
All other terms, conditions and provisions in the Agreement remain in full force and effect. If there is a conflict between the terms of this Amendment and the Agreement, the terms of the Agreement will control unless specifically modified by this Amendment. [SIGNATURES ON THE FOLLOWING PAGE]
Exhibit A – Draft Fourth Amendment to Kimley-Horn CSA
Dated: 11/09/2023
CITY OF SOUTH SAN FRANCISCO KIMLEY-HORN AND ASSOCIATES, INC.
By: By:
City Manager Kwasi Akwabi-Ameyaw
Assistant Secretary/Project Manager
Approved as to Form:
By:
City Attorney
Attest:
By:
City Clerk
Exhibit A – Draft Fourth Amendment to Kimley-Horn CSA
Attachment 1 – Kimley-Horn Original CSA
Exhibit A – Draft Fourth Amendment to Kimley-Horn CSA
Attachment 2 – First Amendment to Kimley-Horn CSA
Exhibit A – Draft Fourth Amendment to Kimley-Horn CSA
Attachment 3 – Second Amendment to Kimley-Horn CSA
Exhibit A – Draft Fourth Amendment to Kimley-Horn CSA
Attachment 4 – Third Amendment to Kimley-Horn CSA
CONTRACT/AGREEMENT APPROVAL FORM
DATE AMOUNT DATE AMOUNT
THIRD AMENDMENT TO THE CONSULTING SERVICES AGREEMENT
BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND KIMLEY-HORN AND ASSOCIATES, INC.
THIS THIRD AMENDMENT TO THE CONSULTING SERVICES AGREEMENT is made at South San Francisco, California, as of March 22, 2023, by and between THE CITY OF SOUTH SAN FRANCISCO a municipal corporation, and KIMLEY-HORN AND ASSOCIATES, INC. Consultant (sometimes referred together as the who agree as follows:
RECITALS
A. On April 3, 2017, City and Consultant entered that certain Consulting Services Agreement whereby Consultant agreed to provide the City with certain services for the South San Francisco Smart Corridor Extension Project. A true and correct copy of the Agreement and its exhibits are attached as Attachment 1 Kimley-Horn Original CSA.
B. On October 20, 2021, City and Consultant executed a First Amendment to the Agreement to extend the Agreement term. A true and correct copy of the First Amendment and its exhibits are attached as Attachment 2 First Amendment to Kimley-Horn CSA.
C. On January 26, 2022, City and Consultant executed a Second Amendment to the Agreement to extend the Agreement term and compensation amount. A true and correct copy of the Second Amendment and its exhibits are attached as Attachment 3 Second Amendment to Kimley-Horn CSA.
D. City and Consultant now desire to amend the Agreement to extend its term and amend the compensation amount.
NOW, THEREFORE, for and in consideration of the promises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Consultant hereby agree as follows:
1. All terms which are defined in the Agreement shall have the same meaning when used in this Amendment, unless specifically provided herein to the contrary.
2. Section 1.1: Term of Services. The end date for the term of service, as stated in Section 1.1 and amended by the First Amendment, is hereby extended to May 31, 2024.
3. Section 2: Compensation. Section 2 of the Agreement shall be amended such that the City agrees to pay Consultant an additional sum of $88,344.90, for an amended total not-to-exceed amount of $448,064.90, with the understanding that up to $366,262.05 has already been paid to Consultant.
Consultant
the Agreement unless additional payments are authorized in accordance with the terms of the Agreement and said terms of payment are mutually agreed to by and between the parties inwriting.
All other terms, conditions and provisions in the Agreement remain in full force and effect. If there is a conflict between the terms of this Amendment and the Agreement, the terms of the Agreement will control unless specifically modified by this Amendment. [SIGNATURES ON THE FOLLOWING PAGE]
Dated: 03/22/2023
CITY OF SOUTH SAN FRANCISCO KIMLEY-HORN AND ASSOCIATES, INC.
By: By:
City Manager Kwasi Akwabi-Ameyaw
Assistant Secretary/Project Manager
Approved as to Form:
By:
City Attorney
Attest:
By:
City Clerk
INSR ADDL SUBR
LTR INSR WVD
DATE (MM/DD/YYYY)
PRODUCER CONTACT
NAME:
PHONE FAX
(A/C, No, Ext): (A/C, No):
E-MAIL
ADDRESS:
INSURER A :
INSURED INSURER B :
INSURER C :
INSURER D :
INSURER E :
INSURER F :
POLICY NUMBER
POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS
COMMERCIAL GENERAL LIABILITY
AUTOMOBILE LIABILITY
UMBRELLA LIAB
EXCESS LIAB
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
AUTHORIZED REPRESENTATIVE
INSURER(S) AFFORDING COVERAGE NAIC #
Y / N
N / A
(Mandatory in NH)
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
EACH OCCURRENCE $
DAMAGE TO RENTED
CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $
MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $
PRODUCTS - COMP/OP AGG $
$
PROOTHER:
JECT LOC
COMBINED SINGLE LIMIT
(Ea accident) $
ANY AUTO BODILY INJURY (Per person) $
OWNED SCHEDULED BODILY INJURY (Per accident) $ AUTOS ONLY AUTOS
AUTOS ONLY
HIRED PROPERTY DAMAGE $
AUTOS ONLY (Per accident)
$
OCCUR EACH OCCURRENCE $
CLAIMS-MADE AGGREGATE $
DED RETENTION $ $
PER OTHSTATUTE ER
E.L. EACH ACCIDENT $
E.L. DISEASE - EA EMPLOYEE $
If yes, describe under
DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ POLICY
NON-OWNED
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s).
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
CERTIFICATE HOLDER CANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.
ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD
ACORDTM CERTIFICATE OF LIABILITY INSURANCE
National Union Fire Ins. Co.
Allied World Assurance Company (U.S.)
New Hampshire Ins. Co.
Lloyds of London
2/28/2023
Greyling Ins. Brokerage/EPIC
3780 Mansell Road, Suite 370
Alpharetta, GA 30022
Jerry Noyola
770-220-7699
[email protected]
Kimley-Horn and Associates, Inc.
421 Fayetteville Street, Suite 600
Raleigh, NC 27601
19445
19489
23841
085202
22-24
A X
X
X Contractual Liab
X X
GL5268169 04/01/2022 04/01/2024 1,000,000
500,000
25,000
1,000,000
2,000,000
2,000,000
A
X
X X
CA4489663 04/01/2022 04/01/2024 2,000,000
B X
X
X
X 10,000
03127930 04/01/2022 04/01/2024 5,000,000
5,000,000
C
C
N
WC015893685 (AOS)
WC015893686 (CA)
04/01/2022
04/01/2022
04/01/2024
04/01/2024
X
1,000,000
1,000,000
1,000,000
D Professional Liab B0146LDUSA2204949 04/01/2022 04/01/2024Per Claim $2,000,000 Aggregate $2,000,000
Re: City of South San Francisco-On Call; Mike Mowery. The City of South San Francisco, its officers, employees, agents & volunteers are named as Additional Insureds with respects to General Liability where required by written contract. The above referenced liability policies with the exception of workers compensation & professional liability are primary & non-contributory where required by written contract.
Should any of the above described policies be cancelled by the issuing insurer before the expiration date (See Attached Descriptions)
City of South San Francisco
315 Maple Avenue
South San Francisco, CA
94080-0000
1 of 2
#S3186640/M3180884
Client#: 25320 KIMLHORN
JNOY1
SAGITTA 25.3 (2016/03)
DESCRIPTIONS (Continued from Page 1)
thereof, we will endeavor to provide 30 days' written notice (except 10 days for nonpayment of premium) to the Certificate Holder.
2 of 2
#S3186640/M3180884
POLICY NUMBER:
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS - SCHEDULED PERSON OR
ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s) Location(s) Of Covered Operations
COMMERCIAL GENERAL LIABILITY
CG 20 10 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
CG 20 10 12 19 Insurance Services Office, Inc., 2018 Page 1 of 2 A. Section II 6 Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury",
"property damage" or "personal and advertising
injury" caused, in whole or in part, by:
1. Your acts or omissions; or
2. The acts or omissions of those acting on
your behalf;
in the performance of your ongoing operations
for the additional insured(s) at the location(s)
designated above.
However:
1. The insurance afforded to such additional
insured only applies to the extent permitted
by law; and
2. If coverage provided to the additional
insured is required by a contract or
agreement, the insurance afforded to such
additional insured will not be broader than
that which you are required by the contract
or agreement to provide for such additional
insured.
B. With respect to the insurance afforded to these
additional insureds, the following additional
exclusions apply:
This insurance does not apply to "bodily injury"
or "property damage" occurring after:
1. All work, including materials, parts or
equipment furnished in connection with such
work, on the project (other than service,
maintenance or repairs) to be performed by
or on behalf of the additional insured(s) at
the location of the covered operations has
been completed; or
2. That portion of "your work" out of which
the injury or damage arises has been put to
its intended use by any person or
organization other than another contractor or
subcontractor engaged in performing
operations for a principal as a part of the
same project.
ANY PERSON OR ORGANIZATION WHOM YOU
BECOME OBLIGATED TO INCLUDE AS AN
PER THE CONTRACT OR AGREEMENT.
ADDITIONAL INSURED AS A RESULT OF ANY
CONTRACT OR AGREEMENT YOU
HAVE ENTERED INTO.
GL 526-81-69
GL5268169
C. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:
If coverage provided to the additional insured is
required by a contract or agreement, the most
we will pay on behalf of the additional insured
is the amount of insurance:
1. Required by the contract or agreement; or
2. Available under the applicable limits of
insurance;
whichever is less.
This endorsement shall not increase the
applicable limits of insurance.
POLICY NUMBER:
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS - COMPLETED OPERATIONS
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s) Location And Description Of Completed Operations
COMMERCIAL GENERAL LIABILITY
CG 20 37 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
GL 526-81-69
ANY PERSON OR ORGANIZATION
WHOM YOU BECOME OBLIGATED
TO INCLUDE AS AN ADDITIONAL INSURED
AS A RESULT OF ANY CONTRACT OR
AGREEMENT YOU HAVE ENTERED INTO.
PER THE CONTRACT OR AGREEMENT.
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
A. Section II – Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury" or
"property damage" caused, in whole or in part,
by "your work" at the location designated and
described in the Schedule of this endorsement
performed for that additional insured and
included in the "products-completed operations
hazard".
However:
1. The insurance afforded to such additional
insured only applies to the extent permitted
by law; and
2. If coverage provided to the additional
insured is required by a contract or
agreement, the insurance afforded to such
additional insured will not be broader than
that which you are required by the contract
or agreement to provide for such additional
insured.
B. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:
If coverage provided to the additional insured is
required by a contract or agreement, the most
we will pay on behalf of the additional insured
is the amount of insurance:
1. Required by the contract or agreement; or
2. Available under the applicable limits of
insurance;
whichever is less.
This endorsement shall not increase the
applicable limits of insurance.
CG 20 37 12 19 Insurance Services Office, Inc., 2018 Page of 11 GL5268169