Exhibit B1 - Frank Grossman - Amendment #3 - as Exhibits — South San Francisco City Council, June 10, 2026

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 GREEMENT APPROVAL ROUTING FORM ROUTING: P&R →VENDOR →RM→ CAO→ CMO →CLK→ P&R
DATE 06/01/2025 DEPT ID PR.25.035 VENDOR Frank and Grossman Landscape Contractors, Ir SCOPE/DESCRIPTION Right of Way Landscaping

CALIFORNA
Originating Dept.: P&R PM Joshua Richardson EXT. 3833
ADMIN Jeanette Yoshida EXT. 3984
TYPE OF CONTRACT Short Form Services
Amendment Additional Services and Funds
Budget
SSF BL#
PROCUREMENT METHOD:

CONTRACT AMOUNTS Specified Amounts Indicated Below

DATE AMOUNT DATE AMOUNT
Original 07/01/2021 616,064.00 3rd Amendment 07/01/2025 332,291.06 Ist Amendment 07/01/2023 278,760.00 Ath Amendment
2nd Amendment 07/01/2024 323.195.20 TOTAL $ 1,550,310.26 APPROVAL AUTHORITY: Council • Purchase Item from Annual Budget approval has explicit CM approval INSURANCE REQUIREMENTS: Waivers Requested? YES If YES, route to Risk Manager for signature first •Docusigned by:

RISK MANAGER APPROVAL OF INSURANCE WAIVER DATE
BUDGETARY: Included in Budget (Simpler report attached showing amounts) FUNDING TYPE: LOCAL (GF) Local - both GF and non-GF as indicated below PO Requisition: YES Encumbered

AMOUNT PROJECT STRING ACCOUNTING STRING
60,204.57 100-17320-5005 $20,000 T&M for contingency - open a 90,306.86 231-17531-5050
28,597.17 separate PO# for as needed services
232-17532-5050
28,597.17 233-17532-5050
93,317.09 $11,268.20 - WQCP to open a PO for their
234-17530-5050
portion.

ATTACHMENTS: I Certificate of insurance, naming City of South San Francisco as Additional Insured • SIR Questionnaire D Agreements and All Exhibits • Resolution 74-2025
- DocuSigned by:

DEPARTMENT HEAD ACKNOWLEDGEMENT: Greg Mediati Date:

The contract, amendments, exhibits, insurance requirements/waivers and attachments have been reviewed and included.

CITY ATTORNEY APPROVAL OF ENTIRE AGREEMENT: stacy Lee
Stacy Lee TAug 6, 2025 13:49:03 PDT Date:

Have there been any changes to the contract template? NO Name of Reviewer Comments:

ASSISTANT CITY MANAGER'S APPROVAL: 7641 DATE:

FINAL APPROVAL: Sharon Ranals Date:

City Manager on behalf of Council
CITY CLERK: MAttest • Keep a copy for your files • Return to Originating Dept. [explain] Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45

THIRD AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SOUTH

SAN FRANCISCO AND FRANK AND GROSSMAN LANSCAPE CONTRACTORS, INC.

THIS THIRD AMENDMENT TO THE SERVICE AGREEMENT is made at South San Francisco, California, as of June 1, 2025, by and between THE CITY OF SOUTH SAN FRANCISCO ("City"), a municipal corporation, and Frank and Grossman Landscape Contractors, Inc. (Contractor"), (sometimes referred together as the "Parties") who agree as follows:

RECITALS
A. On July 1, 2021, City and Contractor entered that certain Service Agreement ("Agreement") whereby Contractor agreed to Right of Way Landscaping Services. A true and correct copy of the Agreement and its exhibits is attached as Exhibit A.

B. On April 10, 2023, City and Contractor executed a First Amendment to the Agreement to amend the contract end date and payment. The First Amendment is attached hereto as Exhibit B
On April 15, 2024, City and Contractor executed a Second Amendment to the Agreement to amend the contract end date and payment. The Second Amendment is attached hereto as Exhibit C.

D. City and Contractor now desire to amend the Agreement.

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 Contractor 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: Term. The June 30, 2025, end date for the term of services identified in Section 1 of the Agreement is hereby replaced with June 30, 2026.

3. Section 2: Compensation. Section 2 of the Agreement shall be amended such that the City agrees to pay Contractor a sum not to exceed $ 1,550,310.26, with the understanding that up to $1,146,575.00 has already been paid to Contractor as of April 30, 2025.

Original Contract Amount: $616,064.00 (FY2021/22 - 2022/23) Amendment #1: $278,760.00 (FY 2023-24)
Amendment #2: $323,195.20 (FY 2024-25)
Amendment #3: $332.291.06 (FY 2025-26)
Total Contract Amount: $1,550,310.26
Contractor 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 in writing.

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 ISIGNATURES ON THE FOLLOWING PAGE]
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Dated:

CITY OF SOUTH SAN FRANCISCO FRANK + GROSSMAN LANDSCAPR
CONTRACTOR INC.
- Signed by:

Melanna Hancock
- By:

Sharon Ranals, City Manager Rick Oropeza, VP Commercial Operations ATTEST:

By:_Rosa Govea Acosta
City Clerk
APPROVED AS TO FORM:

City Attorney
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 FRANK + GROSSMAN
Landscape Contractors, Inc
City of South San Francisco
Attn : Joshua Richardson
550 N. Canal St.

South San Francisco, CA 94080
Cover Sheet:

Increase for 2025-2026 Increase
FY 24-25 3% increase FY25-26
Right of Ways $ 284,335.20 $ 8,530.06 $ 292,865.26
Westborough $ 7,920.00 $ 237.60 $ 8,157.60
Water Quality $ 10,940.00 $ 328.20 $ 11,268.20
Total $ 312,291.06
Please find additional breakdown for areas following this sheet.

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 FRANK+ GROSSMAN
Landscape Contractors, inc
City of South San Francisco
Attn : Joshua Richardson
550 N. Canal St.

South San Francisco, CA 94080
Right of Way 2025-2026
5/7/2025 - We would like to propose a price increase of 3% for the upcoming Fiscal Year (July 2025 to June 2026). After evaluating our expenses over the last year, including gas, labor, materials, and the need to invest in Electric equipment we have determined this increase is necessary to maintain the quality of our services.

The new contract price for the upcoming Fiscal Year will be $292,865.25, representing a 3% increase from the current contract price of $284,335.20.

Thank you for your business, and we look forward to continuing to provide you with excellent service.

Current Contract 3% Increase Total New Contract
Monthly $23,694.60 $710.84 $24,405.44
Annually $284,335.20 $8,530.05 $292,865.25
Upon approval, please sign and return to schedule work.

Thank you,
Signature:

Date:

FRANK & GROSSMAN LANDSCAPE CONTRACTORSI
3428 ARDEN ROAD, HAYWARD, CA 94545|
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 FRANK+GROSSMAN
Landscape Contractors, Inc
City of South San Francisco
Attn : Joshua Richardson
550 N. Canal St.

South San Francisco, CA 94080
5/7/25 - Frank & Grossman is providing a quote for the following work needed for the Westborough Park.

SCOPE OF WORK: ONGOING MAINTENANCE - WESTBOROUGH PARK
Location: Westborough shoulders extending from Olympic to Oakmont to the Westbound side of the road Ongoing service to include - trash pick up once every two weeks and weed abatement quarterly. - Recurring Maintenance: $680/month (trash pickup once every two weeks and weed abatement as needed) Upon approval, please sign and return to schedule work.

Thank you,
Signature:

Date:

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 FRANK+ GROSSMAN
Landscape Contractors, Inc
City of South San Francisco
Attn : Joshua Richardson
550 N. Canal St.

South San Francisco, CA 94080
5/7/25 - Frank & Grossman is providing a quote for the following work needed for the City of South San Francisco.

SCOPE OF WORK: WATER QUALITY: WEED ABATEMENT, HERBICIDE TREATMENT & TRASH PICK UP - Please see quarterly & annual pricing below

LOCATION QUARTERLY ANNUAL
Main Wastewater Treatment Plant 195 Belle Aire Road., SSF 1,236.00 $ 4,944.00 Pump Station No. 1 378 Oyster Point Rd., SSF $ 66.95 $ 267.80 Pump Station No. 2 955 Gateway Blvd., SSF $ 66.95 $ 267.80 Pump Station No. 3 195 Kimball Way, SSF $ 82.40 $ 329.60 Pump Station No. 4 249 Harbor Way, SSF $ 123.60 $ 494.40 Pump Station No. 5 477 So. Airport Blvd. SSF $ 82.40 $ 329.60 Pump Station No. 6 160 Utah Ave., SSF $ 66.95 $ 267.80
Pump Station No. 7 220 Littlefield Ave., SSF $ 66.95 $ 267.80 Pump Station No. 8 701 Forbes Blvd., SSF $ 123.60 $ 494.40 Pump Station No. 9 1479 San Mateo Ave., SSF $ 123.60 $ 494.40 Pump Station No. 10 572 Forbes Blvd., SSF $ 66.95 $ 267.80 Pump Station No. 11 235 Shaw Rd., SSF $ 123.60 $ 494.40 Pump Station No. 14 1191 Veterans Blvd., SSF $ 82.40 329.60 Marina Pump Station Oyster Point Marina $ 123.60 $ 494.40 Shaw Rd Storm Water Station 251 Shaw Rd, SSF $ 123.60 $ 494.40 Lindenville Storm Water Station 27 South Linden Avenue, SSF $ 257.50 $ 1,030.00 TOTAL $ 2,817.05 $ 11,268.20
Weed abatement, Herbicide application & trash pick (Price includes SCOPE OF WORK labor, material & equipment)
TOTAL ANNUAL COST: $10,940.00
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Upon approval, please sign and return to schedule work.

Thank you,
Signature:

Date:

FRANK & GROSSMAN LANDSCAPE CONTRACTORSI
3428 ARDEN ROAD HAYWARD. CA 94545|
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 ACORD® CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDYYYY) 3/28/2025
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. (PT) Heffernan Insurance Brokers
101 2nd Street, Suite 120 PH NO, EX: 707-789-3069 [AC, No): 707-781-0800 Petaluma CA 94952 ADDRESS: [email protected] E-MAIL
INSURER|S) AFFORDING COVERAGE NAIC#
INSURER A: Greenwich Insurance Company 22322
INSURED FRANGRO-01
INSURER B : Berkley National Insurance Company 38911
Frank & Grossman Landscape Contractors, Inc.
3428 Arden Road INSURER C:

Hayward CA 94545 INSURER D:

INSURER E :

INSURER F:

COVERAGES CERTIFICATE NUMBER: 666460730 REVISION NUMBER:

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

NSF ADDL SUBR
TR TYPE OF INSURANCE INSP WVD. POLICY NUMBER LIMITS
A X COMMERCIAL GENERAL LIABILITY NPC-1007908-01 9/1/2024 9/1/2025 EACH OCCURRENCE $ 1,000,000

CLAIMS-MADE X OCCUR DAMAGE TO RENTEL
PREMISES (Ea occurrence $ 300,000
X 52K Ded MED EXP (Any one person) $10,000
PERSONAL & ADV INJURY $ 1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL. AGGREGATE $2,000,000

POLICY X LOC
JECT
PRODUCTS COMPOP AS $2.000.000
OTHER:

A l AUTOMOBILE LIABILITY NBA-1007906-01 9/1/2024 9/1/2025 OMBINED SINGLE LIM $ 1,000,000 a accider
X ANY AUTO BODILY INJURY (Per person) $

OWNED SCHEDULED
AUTOS ONLY AUTOS BODILY INJURY (Per accident) S
HIRED
AUTOS ONLY AUTOS ONLY $
UMBRELLA LIAB OCCUR NEC-6007488-01 9/1/2024 9/1/2025 EACH OCCURRENCE $ 5,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $ 5.000,000
DED X RETENTIONS n XS over GL, AL, EL $
WORKERS COMPENSATION JWC 9800091-10 4/1/2025 STATUTE
4/1/2026

AND EMPLOYERS' LIABILITY
Y/N
ANYPROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBEREXCLUDED? N N/ A
(Mandatory in NH) E.L. DISEASE - EA EMPLOYEE $ 1,000,000 DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000

CERTIFICATE HOLDER CANCELLATION

HOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFOR HE EXPIRATION DAT : THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

City of South San Francisc
400 Grand Avenue
South San Francisco, CA 94080 AUTHORIZED REPRESENTATIVE 2-7
© 1988-2015 ACORD CORPORATION. All rights reserved.

ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 ENDORSEMENT#
This endorsement, effective 12:01 a.m., 9/01/2024 , forms a part of Policy No.NPC-1007908-01 issued to Frank & Grossman Landscape Contractors, Inc. by Greenwich Insurance Company
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS -

SCHEDULED PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
Name of Person or Organization:

Blanket as required by written contract.
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.)
Section II - Who Is An Insured is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured.

With respect to the insurance afforded to these additional insureds, the following exclusion is added:

2. Exclusions
XIL 2010-1001 (Ed. 0413) © 2013, XL America, Inc. Page 1 of 2 All rights reserved. May not be copied without permission.

Includes copyrighted material of Insurance Services Office, Inc., with its permission Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 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 site 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.

All other terms and conditions remain unchanged.

Includes copyrighted material of Insurance Services Office, Inc., with its permission Docusign Envelope D:542292F0-6621-416E-A591-9553D638F45

COMMERCIAL GENERAL LIABILITY
CG 20 01 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY -

OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

LIQUOR LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: rimary and would not seek contributio
Primary And Noncontributory insurance om any other insurance available to t additional insured.

This insurance is primary to and will not seek
contribution from any other insurance available to
an additional insured under your policy provided
(1) The additional insured is a Named Insured
under such other insurance; and
CG 20 01 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 POLICY NUMBER:NPC-1007908-01 COMMERCIAL GENERAL LIABILITY CG 24 04 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US (WAIVER OF SUBROGATION)
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

ELECTRONIC DATA LIABILITY COVERAGE PART

LIQUOR LIABILITY COVERAGE PART

POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES

POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Name Of Person(s) Or Organization(s):

Blanket as required by written contract
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

The following is added to Paragraph 8. Transfer Of
Rights Of Recovery Against Others To Us of
Section IV - Conditions:

We waive any right of recovery against the person(s)
or organization(s) shown in the Schedule above
because of payments we make under this Coverage
Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against
such person(s) or organizations) prior to loss. This
endorsement applies only to the person(s) or
organization(s) shown in the Schedule above.

CG 24 04 12 19 © Insurance Services Office, Inc., 2018 Page 1 of Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 ENDORSEMENT #
This endorsement, effective 12:01 a.m.., 8/30/2024 forms a part of Policy No. NPC-1007908-01 issued to Frank & Grossman Landscape Contractors, Inc by Greenwich Insurance Company
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

CANCELLATION NOTIFICATION TO OTHERS ENDORSEMENT
In the event coverage is cancelled for any statutorily permitted reason, other than nonpayment of premium, advanced written notice will be mailed or delivered to person(s) or entity(ies) according to the notification schedule shown below:

Number of
Days
Name of Person(s) or Entity(ies) Mailing Address: Advanced Notice of
Cancellation:

City of South San Francisco 400 Grand Avenue 30
South San Francisco, CA 94080
All other terms and conditions of the Policy remain unchanged.

IX| 405 0910
© 2010 X.L. America, Inc. All Rights Reserved.

May not be copied without permission.

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 City of South San Francisco P.O. Box 711 (City Hall. 400 Grand Avenue)
City Council South San Francisco. CA
Resolution: RES 74-2025
File Number: 25-635 Enactment Number: RES 74-2025

RESOLUTION APPROVING AND AUTHORIZING THE

CITY MANAGER TO EXECUTE A THIRD AMENDMENT

TO THE CONSULTING SERVICES AGREEMENT WITH

FRANK AND GROSSMAN LANDSCAPE
CONTRACTORS. INC. OF HAYWARD. CALIFORNIA

FOR CITYWIDE RIGHT-OF-WAY LANDSCAPE

MAINTENANCE SERVICES IN AN AMOUNT NOT TO
EXCEED $332.291.06 ($312,291.06 CONTRACT
AMOUNT PLUS $20.000 CONTINGENCY) FOR AN

ADDITIONAL AND FINAL TWELVE-MONTH TERM
BEGINNING JULY 1. 2025
WHEREAS, the City of South San Francisco ("City") issued a Request for Proposals for Landscape Maintenance Services on March 1, 202l; and
WHEREAS. the City awarded a landscape services agreement to Frank and Grossman Landscape Contractors of Hayward, California for the Right-of-Way Landscape Maintenance Services Project in a total amount not to exceed $ol6.064 for a twenty-four-month term based on their overall proposal score. which included evaluation of project costs, project understanding. project completion schedule. qualifications, and experience; and
WHEREAS. the initial term of that agreement ended on June 30. 2023: and WHEREAS. the first amendment to the agreement ended on June 30. 2024: and WHEREAS, the second amendment to the agreement ends on June 30, 2025; and WHEREAS. staff has favorably reviewed the performance of the contractor: and WHEREAS. staff has reviewed the current scope and negotiated an additional three percent increase for escalating costs and newly remodeled areas. which is an annual increase of $9,095.86: and WHEREAS, additional costs for the added scope of work will be funded by existing funds within the Water Quality Control Plant's and Parks and Recreation Department's operating budgets.

NOW, THEREFORE. BE IT RESOLVED, that the City Council of the City of South San Francisco hereby approves a Third Amendment to the Consulting Services/landscape services Agreement with Frank and Grossman of Hayward, California, for a third time of three possible extensions the Right-of-Way Landscape Maintenance Services Project, for an additional $312.291.06 plus $20.000 contingency (for a new total not-to-exceed contract amount of $1.550.310.26) for an additional and final twelve month term. for the Common Greens Landscape Maintenance Services Project, as attached in Exhibit A and incorporated herein.

City of South San Franciscr
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 File Numher: 25-635 Enactment Number: RES 74-2025
BE IT FURTHER RESOLVED that the amendment is conditioned on both Gothic Landscaping's timely execution of the contract amendment and submission of all required documents, including but not limited 1o, certificates of insurance and endorsements.

BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the Third Amendment in substantially the same form as Exhibit A, and any other necessary documents on behalf of the City, subject to approval as to form by the City Attorney. * * * *
At a meeting of the City Council on 6/11/2025, a motion was made by Councilmember Nicolas, seconded by Councilmember Coleman, that this Resolution be approved. The motion passed.

Yes: 5 Mayor Flores. Vice Mayor Addiego, Councilmember Nagales, Councilmember Coleman, and Councilmember Nicolas
Attest by
Rosa Govea Acosta, City Clet or
City of South San Francisco
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 GREEMENT APPROVAL ROUTING FORM Exhibit C ROUTING: P&R →VENDOR →RM→ CAO→ CMO →CLK→ P&R
DATE 06/21/2024 DEPT ID PR.24.028 VENDOR Frank + Grossman Landscape Contractors Inc CLPORNAE SCOPE/DESCRIPTION FY 2024-25 Right of way landscape maintenance Originating Dept.: P&R PM Joshua Richardson EXT. 3833
ADMIN Jeanette Yoshida EXT. 3984
TYPE OF CONTRACT Short Form Services
Budget Amendment Additional Services and Funds
SSF BL# 109696
PROCUREMENT METHOD:

CONTRACT AMOUNTS Specified Amounts Indicated Below

DATE AMOUNT DATE AMOUNT
Original _07/01/2021 616,064.00 3rd Amendment
1st Amendment 07/01/2023 278,760.00 4th Amendment
2nd Amendment 07/01/2024 323,195.20 TOTAL $ 1,218,019.20 APPROVAL AUTHORITY: Council • Purchase Item from Annual Budget approval has explicit CM approval INSURANCE REQUIREMENTS: Waivers Requested? YES If YES, route to Risk Manager for signature first DocuSigned by:

RISK MANAGER APPROVAL OF INSURANCE WAIVER DATE
BUDGETARY: Included in Budget (Simpler report attached showing amounts) FUNDING TYPE: LOCAL (Non-GF) Local - both GF and non-GF as indicated below PO Requisition: YES Encumbered

AMOUNT PROJECT STRING ACCOUNTING STRING
22,403.16 100-17320-5005
118,185.39 231-17531-5050
29,093.12, 232-17532-5050
29,179.45 233-17533-5050
113,394.08 234-17530-5050
10,940.00 100-13922-5050 *Subject to change Bas
ATTACHMENTS: I Certificate of Insurance, naming City of South San Francisco as Additional Insured • SIR Questionnaire 2 Agreements and All Exhibits • Resolution 82-2024
- Docusigned by:

DEPARTMENT HEAD ACKNOWLEDGEMENT: Ery Mediat Date:

The contract, amendments, exhibits, insurance requirements/waivers and attachments have been reviewed and included.

Docusigned by:

CITY ATTORNEY APPROVAL OF ENTIRE AGREEMENT: Schuler Schwartz Date:

Have there been any changes to the contract template? NO Name of Reviewer Comments:
- DocuSigned by:

ASSISTANT CITY MANAGER'S APPROVAL: DATE:
- Docusigned by:

FINAL APPROVAL: SHARON RAMALS Date:

City Manager on behalf of Council
CITY CLERK: Vl Attest I Keep a copy for your files • Return to Originating Dept. [explain] Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45

SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND FRANK + GROSSMAN LANDSCAPE CONTRACTORS, INC.

THIS SECOND AMENDMENT TO THE SERVICE AGREEMENT is made at South San Francisco, California, as of April 15, 2024, by and between THE CITY OF SOUTH SAN FRANCISCO ("City"), a municipal corporation, and Frank + Grossman Landscape Contractors, Inc. ("Contractor"), (sometimes referred together as the "Parties") who agree as follows:

RECITALS
A. On July 1, 2021, City and Contractor entered that certain Service Agreement ("Agreement") whereby Contractor agreed to Right of Way landscaping services. A true and correct copy of the Agreement and its exhibits is attached as Exhibit A.

B. On April 10, 2023, City and Contractor executed a First Amendment to the Agreement to amend the contract end date and payment. The First Amendment is attached hereto as Exhibit B.

C. City and Contractor now desire to amend the Agreement.

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: Term. The June 30, 2024, end date for the term of services identified in Section 1 of the Agreement is hereby replaced with June 30, 2025.

3. Section 2: Compensation. Section 2 of the Agreement shall be amended such that the City agrees to pay Contractor a sum not to exceed $ 1,218,019.20 with the understanding that up to $825, 134 may have already been paid to Contractor as of April 1, 2024.

Original Contract Amount: $616,064.00 (FY 2021/22 and 2022-23) Amendment #1 $278,760.00 (FY 2023-24)
Amendment #2 $323,195.20 (FY 2024-25)
Total Contract Amount: $1,218,019.20
Contractor 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 in writing.

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]
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Dated:

CITY OF SOUTH SAN FRANCISCO FRANK + GROSSMAN LANDSCAPE
CONTRACTORS, INC.
-DocuSigned by: - DocuSigned by:

SHARON RANALS
By: By: _
-BA4082F441FD4BA -888598858522425...

Sharon Ranals, City Manager Rick Oropeza, VP Commercial Operations ATTEST:
•DocuSigned by:

By: Rosa Gora Acosta
908815FF03F418..

City Clerk
APPROVED AS TO FORM:

DocuSigned by:

By: Scumper Schwartz
-DA7F525AEX6348
City Attorney
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 FRANK +GROSSMAN
Landscape Contractors, ins
City of South San Francisco
Attn : Joshua Richardson
550 N. Canal St.

South San Francisco, CA 94080
REVISED 3-15-24, 2-29-24 - We would like to propose a price increase of 2% for the upcoming Fiscal Year (July 2024 to June 2025). After evaluating our expenses over the last year, including gas, labor, materials, and the need to invest in Electric equipment we have determined this increase is necessary to maintain the quality of our services.

The new contract price for the upcoming Fiscal Year will be $284,335.20, representing a 2% increase from the current contract price of $278,760.00.

Thank you for your business, and we look forward to continuing to provide you with excellent service.

Current Contract 2% Increase Total New Contract
Monthly $23,230.00 $464.60 $23,694.60
Annually $278,760.00 $5,575.20 $284,335.20
Upon approval, please sign and return to schedule work.

Thank you,
Signature:

Date:

FRANK & GROSSMAN LANDSCAPE CONTRACTORSI
3428 ARDEN ROAD, HAYWARD, CA 94545|
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 exhibit B FRANK *GROSSMAN
Landscape Contractors, Inc
City of South San Francisco
Attn : Joshua Richardson
550 N. Canal St.

South San Francisco, CA 94080
3-6-24 Frank & Grossman is providing a quote for the following work needed for the Westborough Park.

SCOPE OF WORK: ONE TIME CLEAN UP & ONGOING MAINTENANCE
Location: Westborough shoulders extending from Olympic to Oakmont to the Westbound side of the road Scope of work includes - first time service to clear all brush, weeds, and trash from that shoulder to get it into a maintainable state.

Ongoing service to include - trash pick up once every two weeks and weed abatement quarterly. -One Time Clean Up: $5,400.00 (Labor, equipment and dump fees) - Recurring Maintenance: $660/month (trash pickup once every two weeks and weed abatement as needed) Upon approval, please sign and return to schedule work.

Thank you,
Signature:

Date:

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit B FRANK +GROSSMAN
Landscape Contractors, Inc
City of South San Francisco
Attn : Joshua Richardson
550 N. Canal St.

South San Francisco, CA 94080
3-6-24 Frank & Grossman is providing a quote for the following work needed for the City of South San Francisco.

SCOPE OF WORK: WEED ABATEMENT, HERBICIDE TREATMENT & TRASH PICK UP - Please see quarterly & annual pricing below

LOCATION QUARTERLY ANNUAL
Main Wastewater Treatment Plant 195 Belle Aire Road., SSF $ 1,200.00 $ 4,800.00 Pump Station No. 1 378 Oyster Point Rd., SSF $ 65.00 $ 260.00 Pump Station No. 2 955 Gateway Blvd., SSF $ 65.00 $ 260.00 Pump Station No. 3 195 Kimball Way, SSF $ 80.00 $ 320.00 Pump Station No. 4 249 Harbor Way, SSF $ 120.00 480.00
Pump Station No. 5 477 So. Airport Blvd. SSF $ 80.00 $ 320.00 Pump Station No. 6 160 Utah Ave., SSF $ 65.00 $ 260.00
Pump Station No. 7 220 Littlefield Ave., SSF $ 65.00 260.00 Pump Station No. 8 701 Forbes Blvd., SSF $ 120.00 $ 480.00 Pump Station No. 9 1479 San Mateo Ave., SSF $ 120.00 $ 480.00 Pump Station No. 10 572 Forbes Blvd., SSF $ 65.00 $ 260.00 Pump Station No. 11 235 Shaw Rd., SSF $ 120.00 $ 480.00 Pump Station No. 14 1191 Veterans Bivd., SSF $ 80.00 $ 320.00 Marina Pump Station Oyster Point Marina $ 120.00 $ 480.00 Shaw Rd Storm Water Station 251 Shaw Rd, SSF $ 120.00 480.00 Lindenville Storm Water Station 27 South Linden Avenue, SSF $ 250.00 $ 1,000.00 TOTAL $ 2,735.00 $ 10,940.00
Weed abatement, Herbicide application & trash pick (Price includes SCOPE OF WORK labor, material & equipment)
TOTAL ANNUAL COST: $10,940.00
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Upon approval, please sign and return to schedule work.

Thank you,
Signature:

Date:

FRANK & GROSSMAN LANDSCAPE CONTRACTORS
3428 ARDEN ROAD, HAYWARD. CA 94545|
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 City of South San Francisco P.C). Box 711 (City Hall, 400 Grand Avenue)
City Council South San Francisco. CA
Resolution: RES 82-2024
File Number: 24-557 Enactment Number: RES 82-2024

RESOLUTION AMENDING THE EXISTING

LANDSCAPE SERVICES AGREEMENTS WITH FRANK

AND GROSSMAN LANDSCAPE CONTRACTORS, INC

OF HAYWARD, CALIFORNIA FOR THE SECOND TIME

FOR CITYWIDE RIGHT-OF-WAY LANDSCAPE

MAINTENANCE SERVICES FOR AN ADDITIONAL
$303,195.20 PLUS $20.000 CONTINGENCY (FOR A NEW

TOTAL NOT TO EXCEED CONTRACT AMOUNT OF
$1.218.019.20) FOR AN ADDITIONAL 12-MONTH TERM
BEGINNING JULY 1. 2024
WHEREAS. the City of South San Francisco ("City") issued a Request for Proposals for Landscape Maintenance Services on March 1. 2021, and
WHEREAS. in FY 2021-22. the City awarded a landscape services agreement to Frank and Grossman Landscape Contractors of Hayward, California for the Right-of-Way Landscape Maintenance Services Project in a total amount not to exceed $616.064 for a 24-month term based on their average overall proposal score, which included evaluation of project costs, project understanding, project completion schedule qualifications, and experience; and
WHEREAS. in FY 2023-24. the first amendment to the agreement increased the contract amount by $278,760 for an additional 12-month year term: and
WHEREAS. staff has favorably reviewed the performance the contractor: and WHEREAS, staff has reviewed and added additional scope and negotiated an additional two percent increase for escalating costs: and
WHEREAS. additional costs for the added scope of work will be funded by existing funds within the Water Quality Control Plant budget and Parks and Recreation Department budget: and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of South San Francisco hereby amends the landscape services agreement with Frank and Grossman of Hayward.

California, for the Right-of-Way Landscape Maintenance Services Project, for an additional $303.195.20 plus $20.000 contingency (for a new total not-to-exceed contract amount of $1,218.019.20) and an additional 12-month tenn. and
BE IT FUTHER RESOLVED. that the contract is conditioned on both contractor's timely execution of the Project contracts and submission of all required documents, including but not limited to. certificates of insurance and endorsements. in accordance with the Project documents: and Cary of South San Franciser.

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 File Numher 24-557 Enuctment Number: RES 82.2024
BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the amendments to the landscape services agreements and any other necessary documents on behalf of the City; subject to approval as to form by the City Attorney.

At a meeting of the City Council on 6/12/2024, a motion was made by Councilmember Nagales. seconded by Vice Mayor Flores, that this Resolution be approved. The motion passed.

Yes: 5 Mayor Coleman. Vice Mayor Flores, Councilmember Addiego, Councilmember Nagales, and Councilmember Nicolas
Kus the late
Attest by
Rosa Govea Acosta, City Clerk
lily of South San Francisco
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45_ Exhibit B DocuSign Envelope ID: 8C37D8AF-2E58-4C07-B257-C19703973232 GREEMENT APPROVAL ROUTING FORM ROUTING: ADMIN→ P&R →VENDOR →RM→ CAO→ CMO →CLK→ P&R
DATE 07/05/2023 DEPT ID 23-050 VENDOR Frank and Grossman SCOPE/DESCRIPTION FY 2023-24 Right of Way Landscape Services DS

ALIFORNIA
Originating Dept.: P&R PM Joshua Richardson EXT. 3833
ADMIN Jeanette Yoshida EXT. 3984
TYPE OF CONTRACT Consulting Services
Budget Amendment Additional Services and Funds
SSF BLA 109696
PROCUREMENT METHOD: Request for Proposals (RFP) (Over $50,000 procured through best value method) CONTRACT AMOUNTS Specified Amounts Indicated Below

DATE AMOUNT DATE AMOUNT
Original 07/01/2021 616,064.00 3rd Amendment
1st Amendment _07/01/2023 278.760.00 4th Amendment
2nd Amendment TOTAL $ 894,824.00
APPROVAL AUTHORITY: Council •Purchase Itom from Annual Budget approval has explict CM appsoval INSURANCE REQUIREMENTS: Waivers Requested bocudfred by: I YES, route to Risk Manager for signature first RISK MANAGER APPROVAL OF INSURANCE WAIVER д DATE July 6, 2023 | 10:17 BUDGETARY: Included in Budget (Simpler report attached showing amounts) FUNDING TYPE: LOCAL (Non-GF) Local - both GF and non-GF as indicated below AMOUNT PROVECT STRING ACCOUNTING STRING PO Requisition: YES Encumbered 20,000.00 100-17320-5005
105,507.80 231-17531-5050
25,972.34 232-17532-5050
26,049.41 233-17533-5050
101,230.46 234-17530-5050
ATTACHMENTS: / Certificate of Insurance, naming City of South San Francisco as Additional Insured IZ SIR Questionnaire Z Agreements and All Exhibits Z Resolution 102-2023
DocuSigned by:

DEPARTMENT HEAD ACKNOWLEDGEMENT: Ers Mediati July 6, 2023 | 10:04:

Date:

The contract, amendments, exhibits, ins yase, sayigements/ waivers and attachments have been reviewed and included.

CITY ATTORNEY APPROVAL OF ENTIRE AGREEMENT: Claire Lai Date: July 11, 2023 | 12:10 Have there been any changes to the contract template? NO Name of Revlewer Alexandra Wolf Comments:

ASSISTANT CITY MANAGED AMOROVAL: DATE:

SHARON KANALS July 6, 2023 | 10:2
FINAL APPROVAL: Date:

City Manager on behalf of Council
CITY CLERK: #Attest 2 Keep a copy for your files • Return to Originating Dept. (explain] Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Jung, Kari
From: Wong, Jason
Sent: Thursday, April 20, 2023 10:47 AM
To: Jung, Kari
Subject: RE: Frank+Grossman - COI review
Hi Kari,
That's fine, I will provide the waiver.

Jason
From: Jung, Kari <[email protected]>
Sent: Thursday, April 20, 20238:28 AM
To: Wong, Jason < Jason. [email protected]>
Subject: Frank+Grossman - COl review
Importance: High
Jason,
We are in the process of amending the agreement with Frank+Grossman for another FY. The Insurance Company will not provide the 30 day notice - the broker is requesting a waiver for this requirement. COl attached for your review.

Thanks,
Kari Jung
Management Analyst |
City of South San Francisco
Parks and Recreation Department
Direct (650) 829-3809
[email protected]
Future Out of Office Dates:
½ Days: 04/21, 04/28, 05/19
Full Days: 05/12, 05/29
From: Maria Hill <[email protected]>
Sent: Wednesday, April 19, 2023 5:00 PM
To: Jung, Kari <[email protected]>
Subject: FW: Request for updated COl - City of South San Francisco Importance: High
[NOTICE: This message originated outside of City of South San Francisco - DO NOT CLICK on links or open attachments unless you are sure the content is safe.]
Hi Kari
My apologies for the delay in responding. The insurance companies don't provide notice to anyone other than the Named Insured. Is there a way to waive this requirement? Thank you,
1 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Maria Hill, CRIS
Account Executive
Heffernan Insurance Brokers
707-789-3069
Heffernan Insurance Brokers - CA License #0564249
Maria Hill - CA License #0D40315
From: Bela Gillanders <[email protected]>
Sent: Monday, April 10, 2023 2:23 PM
To: Maria Hill <[email protected]>
Cc: Bill Stevenson <BillS @frankandgrossman.com>
Subject: FW: Request for updated COI - City of South San Francisco Importance: High
** CAUTION: OUTSIDE EMAIL **
Hi Maria,
Please see the request below from our client and forward the additional information the COl as soon as possible.

Thank you,
Bela Gillanders
Maintenance Office Manager
T: 510-674-2327 - Direct
415-625-5560 - Direct
w: frankandgrossman.com
FRANK *GROSSMAN
Landscape Contractors, Inc
From: Jung, Kari < [email protected]>
Sent: Monday, April 10, 2023 2:16 PM
To: Bela Gillanders <[email protected]>
Subject: RE: Request for updated COl
Bela,
Thank you for the quick response. This is missing the statement of obligation:

The certificates shall contain a statement of obligation on the part of the carrier to notify City of any material change, cancellation, termination or non-renewal of the coverage at least thirty (30) days in advance of the effective date of any such material change, cancellation, termination or non-renewal.

Please send an update for processing.

Thanks,
Kari Jung
2 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Management Analyst |
City of South San Francisco
Parks and Recreation Department
Direct (650) 829-3809
[email protected]
Cultural Activity Grant - Submit your application by 04/15! From: Bela Gillanders <[email protected]>
Sent: Monday, April 10, 2023 1:53 PM
To: Jung, Kari <[email protected]>
Subject: RE: Request for updated COl
NOTICE: This message originated outside of City of South San Francisco -- DO NOT CLICK on links or open attachments unless you are sure the content is safe.]
See attached per your request.

Truly,
Bela Gillanders
Maintenance Office Manager
T: 510-674-2327 - Direct
415-625-5560 - Direct
w: frankandgrossman.com
FRANK + GROSSMAN
Landscape Contractors, Inc
From: Jung, Kari <[email protected]>
Sent: Monday, April 10, 2023 1:21 PM
To: Bela Gillanders <[email protected]>
Subject: Request for updated COl
Hello,
Can you have updated Certificate(s) of Insurance forwarded? Thanks,
Kari Jung
Management Analyst I
City of South San Francisco
Parks and Recreation Department
Direct (650) 829-3809
[email protected]
Cultural Activity Grant - Submit your application by 04/15! 3 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Heffernan Insurance Brokers -- CA Insurance License # 0564249 This communication, including attachments, is for the exclusive use of addressee and may contain proprietary or confidential information. If you are not the intended recipient, any use, copying, disclosure, dissemination or distribution is strictly prohibited. If you are not the intended recipient, please notify the sender immediately by return email and delete this communication and destroy all copies. Please note, any request to bind coverage, modify coverage or report a claim is not valid until you receive confirmation from Heffernan Insurance Brokers that we have processed your request. 4 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Jung, Kari
From: Jung, Kari
Sent: Tuesday, May 9, 2023 12:30 PM
To: Wolf, Alexandra l.

Subject: RE: Contract Amendment review: Frank + Grossman That's my thought ... something to recall for next year. We'll prep the staff report and reso for the amendment to go to council.

Kari Jung
Management Analyst I
City of South San Francisco
Parks and Recreation Department
Direct (650) 829-3809
[email protected]
Future Out of Office Dates:
½ Days: 05/19
Full Days: 05/12, 05/29, 06/02, 06/09
From: Wolf, Alexandra I. <[email protected]>
Sent: Tuesday, May 9, 2023 12:28 PM
To: Jung, Kari <[email protected]>
Cc: Woodruff, Sky [Meyersnave] <[email protected]>; Richardson, Joshua <[email protected]> Subiect: RE: Contract Amendment review: Frank + Grossman [NOTICE: This message originated outside of City of South San Francisco -- DO NOT CLICK on links or open attachments unless you are sure the content is safe.]
Kari,
I may not have a clear picture of this so perhaps it would be helpful if we hop on a cail today. Ultimately, if there is no amount specified for increase, only "negotiated increase," and the increase negotiated is above Sharon's signing authority, then I would recommend taking these amendments to Council on consent. It is a little vague to have a negotiated increase of fees in the line item without specifying the amount Sharon is authorized to sign for.

Ali
Alexandra | Wolf
Associate
meyersinave
email bio website
Oakland - Los Angeles • Sacramento. San Diego • Santa Rosa Confidentiality Notice: This email may contain material that is confidential, privileged and/or attorney work product for the sole use of the intended recipient. Any review, reliance or distribution by others or forwarding without express permission is strictly prohibited. If you are not the intended recipient, please contact the sender and delete all copies.

From: Jung, Kari <[email protected]>
Sent: Tuesday, May 9, 2023 12:21 PM
1 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 To: Wolf, Alexandra l. <[email protected]>
Cc: Woodruff, Sky <[email protected]>; Richardson, Joshua <[email protected]> Subject: RE: Contract Amendment review: Frank + Grossman Ali,
For clarification, the contract base amount are included in the Departments budget as recurring rolling over amounts.

The current budget items is for a negotiated increase of fees for renewing the agreements for an additional FY. I'm confident with going to Sharon, as these increase amounts were part of our decision packages which she line item approved. I guess the question is that it's the old amount already reflected in our base budget plus the negotiated increase - is that ok to have Sharon approve without going to Council separately for the full contract amount for the Thanks,
Kari Jung
Management Analyst |
City of South San Francisco
Parks and Recreation Department
Direct (650) 829-3809
[email protected]
Future Out of Office Dates:
½ Days: 05/19
Full Days: 05/12, 05/29, 06/02, 06/09
From: Wolf, Alexandra I. <[email protected]>
Sent: Tuesday, May 9, 2023 12:16 PM
To: Jung, Kari <[email protected]>
Cc: Woodruff, Sky [Meyersnave] <[email protected]>; Richardson, Joshua <[email protected]> Subject: RE: Contract Amendment review: Frank + Grossman [NOTICE: This message originated outside of City of South San Francisco -- DO NOT CLICK on links or open attachments unless you are sure the content is safe.l
Hi Kari,
Can you confirm the dollar amount approved by Council, and does that amount match these amendments? The purchasing policy provides that "If an item or service is explicitly listed and approved in the annual budget book during the budget adoption process by City Council, this may constitute City Council approval. However, this is considered on a case-by-case basis, determined by the purchase amount and description and only with explicit approval by the City Manager."
To expedite the process, I strongly suggest you seek Sharon's approval before sending these agreements out for signatures. If Sharon is okay not taking these amendments to Council based on the purchasing policy standards, then it would be okay to proceed in reliance on the budget line items (as long as the amounts are consistent). Sharon needs the opportunity to consider whether Council members will be concerned that the amendments were not taken back to them Ali
Alexandra / Wolf
Associate
2 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 meyers nave
email bio website
Oakland • Los Angeles • Sacramento • San Diego • Santa Rosa Confidentiality Notice: This email may contain material that is confidential, privileged and/or attorney work product for the sole use of the intended recipient. Any review, reliance or distribution by others or forwarding without express permission is strictly prohibited. If you are not the intended recipient, please contact the sender and delete all copies.

From: Jung, Kari <[email protected]>
Sent: Thursday, May 4, 2023 8:27 AM
To: Wolf, Alexandra I. <[email protected]>
Cc: Woodruff, Sky <[email protected]>; Richardson, Joshua <[email protected]> Subject: RE: Contract Amendment review: Frank + Grossman [EXTERNAL E-MAIL]
Ali,
I appreciate your clarification. The text from the decision packages for the increased amounts:

The citywide maintenance contract is expiring in July 2023 and we seek to extend both contracts for 1 year as allowed by the contract. These costs reflect the increase in materials and labor due to rising costs from inflation and general annual increase. Costs will be split roughly between Common Greens (10%) and General Fund (90%).

And
The Common Green maintenance contract is expiring in July 2023 and we seek to extend both contracts for 1 year as allowed by the contract. These costs reflect the increase in materials and labor due to rising costs from inflation and general annual increase. Costs will be funded by Common Greens accounts.

Regards,
Kari Jung
Management Analyst I
City of South San Francisco
Parks and Recreation Department
Direct (650) 829-3809
[email protected]
Future Qut of Office Dates:
¼ Days: 05/19
Full Days: 05/12, 05/29
From: Wolf, Alexandra I. <[email protected]>
Sent: Wednesday, May 3, 2023 6:19 PM
To: Jung, Kari <[email protected]>
Cc: Woodruff, Sky [Meyersnave] <[email protected]>
Subject: RE: Contract Amendment review: Frank + Grossman [NOTICE: This message originated outside of City of South San Francisco - DO NOT CLICK on links or open attachments unless you are sure the content is safe.]
Hi Kari,
3 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 As you mentioned, I believe this contract presents the same issues as the Gethic Agreement. Upon further review of the resolution, I don't see authorization for extension of the contracts beyond 24 months authorized by the resolution. As you mention, there is language in the agreement that states the contract may be amended, but Council's authorization was limited to the initial contract amount for 24 months. Can you clarify what exactly was included in the decision packet for the budget that would authorize further extension of the contract? Sorry for missing this, but it may just require further clarification for where the extension authorization was provided.

I also would not recommend including Frank + Grossman's fee increase letter as Exhibit B as the amended scope of work.

It is my understanding that the work they are being hired to do is not changing, so really there should be no language or exhibit for scope of work change.

The Gothic exhibit, on the other hand, does appear to include the projects they will be working on, but can you clarify if there is actually a change to the scope of work, or just a price increase? If it is just a price increase then my same guidance provided above would be applicable to the Gothic scope of work language and exhibit as well.

Thanks,
Ali
Alexandra I Wolf
Associate
meyersinave
email bio website
Oakland • Los Angeles • Sacramento • San Diego • Santa Rosa Confidentiality Notice: This email may contain material that is confidential, privileged and/or attorney work product for the sole use of the intended recipient. Any review, reliance or distribution by others or forwarding without express permission is strictly prohibited. If you are not the intended recipient, please contact the sender and delete all copies.

From: Jung, Kari <[email protected]>
Sent: Wednesday, April 12, 2023 3:36 PM
To: Woodruff, Sky <[email protected]>
Subject: Contract Amendment review: Frank + Grossman
Hello,
We'd like to issue an amendment to extend the agreement for an additional FY with a fee increase. Please review the attached and provide any comments.

Thanks,
Kari Jung
Management Analyst I
City of South San Francisco
Parks and Recreation Department
Direct (650) 829-3809
[email protected]
Cultural Activity Grant - Submit your application by 04/15! 4 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit B

FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE

CITY OF SOUTH SAN FRANCISCO AND
FRANK + GROSSMAN LANDSCAPE CONTRACTORS, INC.

THIS FIRST AMENDMENT TO THE SERVICES AGREEMENT is made at South San Francisco, California, as of April 10, 2023, by and between THE CITY OF SOUTH SAN FRANCISCO ("City"), a municipal corporation, and Frank + Grossman Landscape Contractors, Inc. ("Contractor"), (sometimes referred together as the "Parties") who agree as follows:

RECITALS
A. On July 1, 2021, City and Contractor entered that certain Services Agreement ("Agreement") whereby Contractor agreed to provide Right of Way landscaping services. A true and correct copy of the Agreement and its exhibits is attached as Exhibit A.

B. City and Contractor now desire to amend the Agreement.

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: Term. The June 30, 2023, end date for the term of services identified in Section 1 of the Agreement is hereby replaced with June 30, 2024.

3. Section 2: Compensation. Section 2 of the Agreement shall be amended by the amount of $278,760 such that the City agrees to pay Contractor a sum not to exceed totaling $894,824.00, with the understanding that up to $491,690 has already been paid to Contractor as of 04/01/2023.

Original Contract Amount: $616.064.00
Amendment #l: $278,760.00
Total Contract Amount: $894,824.00
Contractor 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 in writing.

4. Scope of Services. The Scope of services is amended and attached as Exhibit B_to this Amendment.

CITY OF SOUTH SAN FRANCISCO FRANK + GROSSMAN LANDSCAPE
CONTRACTORS, INC.

Docusigned by: - Docusigned by:

SHARON KAMALS
By: By:

Rick Oropez:

Sharon Ranals, City Manager
VP Commercial Operations
ATTEST:
-- Dacusigned by:

By: Jasmine Miranda
* 92028A0 342P...

DS
City Clerk
Approved as to Form:

Docusigned by:

Claire lai
By: -
City Attorney
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit A
Exhibit A to the ist Amendment

LANDSCAPE MAINTENANCE SERVICES AGREEMENT BETWEEN

THE CITY OF SOUTH SAN FRANCISCO AND
FRANK + GROSSMAN LANDSCAPE CONTRACTORS, INC.

THIS AGREEMENT for consulting services is made by and between the City of South San Francisco ("City") and Frank + Grossman Landscape Contractors, Inc. ("Consultant") (together sometimes referred to as the "Parties") as of July 1, 2021 (the "Effective Date").

Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in the Scope of Work aftached as Exhibit A, attached hereto and incorporated herein, at the time and place and in the manner specified therein. in the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.

1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall end on June 30, 2023, the date of completion specified in Exhibit A, and Consultant shall complete the work described in Exhibit A prior to that date, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 9. The time provided to Consultant to complete the services required by this Agreement shall not affect the City's right to terminate the Agreement, as provided for in Section 9

1.2 Standard of Performance. Consultant shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent Mich Consulat precises, practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession. Consultant shall prepare all work products required by this Agreement in a substantial, first-class manner and shall conform to the standards of quality normally observed by a person practicing in Consultant's profession.

1.3 Assignment of Personnel. Subject to the requirements of Section 9.4, Consultant shali assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.

1.4 Time. Consultant shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Sections 1.1 and 1.2 above and to satisfy Consultant's obligations hereunder.

Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed SIX HUDRED SIXTEEN THOUSAND SIXTY FOUR DOLLARS (S616.064) not withstanding any contrary indications that may be contained in Consultant's proposal, for services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Consultant for services Landscape Maintenance Services Agreement between
City of South San Francisco and GOTHIC LANDSCAPE, INC. Page 1 of 17 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit A to the Ist Amendment
rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized by City, Consultant shall not bill City for duplicate services performed by more than one person.

Consultant and City acknowledge and agree that compensation paid by City to Consultant under this Agreement is based upon Consultant's estimated costs of providing the services required hereunder, including salaries and benefits of employees and subcontractors of Consultant. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement.

2.1 Invoices. Consultant shall submit invoices, not more often than once per month during the term of this Agreement, based on the cost for services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information:
• Serial identifications of progress bills (i.e., Progress Bill No. 1 for the first invoice, etc.);
• The beginning and ending dates of the billing period; • A task summary containing the original contract amount, the amount of prior billings, the total due this period, the balance available under the Agreement, and the percentage of completion;
• At City's option, for each work item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person doing the work, the hours spent by each person, a brief description of the work, and each reimbursable expense;
The total number of hours of work performed under the Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing services hereunder, as well as a separate notice when the total number of hours of work by Consultant and any individual employee, agent, or subcontractor of Consultant reaches or exceeds eight hundred (800) hours, which shall include an estimate of the time necessary to complete the work described in Exhibit A; The amount and purpose of actual expenditures for which reimbursement is sought;
The Consultant's signature.

2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred. City shall have thirty (30) days from the receipt of an invoice that complies with all of the requirements above to pay Consultant. City shall have no obligation to pay invoices submitted ninety (90) days past the performance of work or incurrence of cost. 23 Final Payment. City shall pay the last five percent (5%) of the total sum due pursuant to this Agreement within sixty (60) days after completion of the services and submittal to City of a final invoice, if all services required have been satisfactorily performed Landscape Maintenance Services Agreement between
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2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to this Agreement. City shall not pay any additional sum for any expense or cost whatsoever incurred by Consultant in rendering services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.

In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment.

2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed the amounts shown in Exhibit A.

2.6 Reimbursable Expenses. Expenses not listed are not chargeable to City. Reimbursable expenses are included in the total amount of compensation provided under this Agreement that shall not be exceeded.

2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor represents and warrants that Contractor is a resident of the Slate of California in accordance with California Revenue & Taxation Code Section 18662, as may be amended, and is exempt from withholding. Contractor accepts sole responsibility for verifying the residency status of any subcontractors and withhold taxes from non-California subcontractors as required by law.

2.8 Payment upon Termination. In the event that the City or Consultant terminates this Agreement pursuant to Section 8, the City shall compensate the Consultant for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs incurred to that date.

2.9 Authorization to Perform Services. The Consultant is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator.

Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole cost and expense, provide all facilites and equipment that may be necessary to perform the services required by this Agreement. City shall make available to Consultant only the facilities and equipment listed in this section, and only under the terms and conditions set forth herein.

City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Consultant's use while consulting with City employees and reviewing records and the information in possession of the City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve Landscape Maintenance Services Agreement between
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incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.

Section 4. CONTRACT SECURITY. Concurrently with the execution of this Agreement, Consultant shall furnish a surety bond in an amount equal to at least 100% of the contract price set forth in Section 2 as security for the faithful performance of this contract. Sureties on said bond and the form thereof shall be issued by a California-admitted surety, satisfactory to the City and approved by the Contract Administrator identified in Section 11.9.

Section 5 INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and amounts of insurance listed below against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Consultant and its agents, representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall Consultant has obtained or currently maintains insurance that meets the requirements of this section and policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Consultant's bid. Consultant shall not allow any subcontractor to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractors).

5.1 Workers' Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any and all persons employed directly or indirectly by Consultant. The Statutory Workers' Compensation Insurance and Employer's Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000) per accident. In the alternative, Consultant may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator (as defined in Section 10.9). The insurer, if insurance is provided, or the Consultant, if a program of self- insurance is provided, shall waive all rights of subrogation against the City and its officers, officials, employees, and volunteers for loss arising from work performed under this Agreement.

5.2 Commercial General and Automobile Liability Insurance.

5.2.1 General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If a Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least Landscape Maintenance Services Agreement between
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twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting there from, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non- owned automobiles.

5.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 or GL 0002 (most recent editions) covering comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (ed. 12/90) Code 8 and 9. No endorsement shall be attached limiting the coverage.

5.2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:

The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.

Any failure of Consultant to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

5.3 Professional Liability Insurance.

5.3.1 General requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed professionals errors and omissions. Any deductible or self-insured retention shall not exceed ONE HUNDRED FIFTY THOUSAND DOLLARS $150,000 per claim.

5.3.2 Claims-made limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:

The retroactive date of the policy must be shown and must be before the date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement or the work, so long as commercially available at reasonable rates.

C. If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the date of Landscape Maintenance Services Agreement between
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this Agreement, Consultant must provide extended reporting coverage for a minimum of five (5) years after completion of the Agreement or the work.

The City shall have the right to exercise, at the Consultant's sole cost and expense, any extended reporting provisions of the policy, if the Consultant cancels or does not renew the coverage.

A copy of the claim reporting requirements must be submitted to the City prior to the commencement of any work under this Agreement.

5.4 All Policies Requirements.

5.4.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A: VII.

5.4.2 Verification of coverage. Prior to beginning any work under this Agreement, Consultant shall furnish City with complete copies of all policies delivered to Consultant by the insurer, including complete copies of all endorsements attached to those policies. All copies of policies and certified endorsements shall show the signature of a person authonzed by that insurer to bind coverage on its behalf. If the City does not receive the required insurance documents prior to the Consultant bey ring esthe shit not waive the let copies birein to provide te pies Notice of Reduction in or Cancellation of Coverage. A certified endorsement - DS
shall be attached to all insurance obtained pursuant to this Agreement stating that coverage shall not be suspended, voided, canceled by either party, or reduced in 988 coverage or in limits, except after thirty (30) days' prior written notice by certified mail. return receipt requested, has been given to the City. In the event that any coverage required by this section is reduced, limited, cancelled, or materially affected in any other manner, Consultant shall provide written notice to City at Consultant's earliest possible opportunity and in no case later than ten (10) working days after Consultant is notified of the change in coverage.

5.4.4 Additional insured; primary insurance. City and its officers, employees, agents, and volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of activities performed by or on behalf of Consultant, including the insured's general supervision of Consultant; products and completed operations of Consultant, as applicable; premises owned, occupied, or used by Consultant; and automobiles owned, leased, or used by the Consultant in the course of providing services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or volunteers.

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A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to the City and its officers, officials, employees and volunteers, and that no insurance or self-insurance maintained by the City shall be called upon to contribute to a loss under the coverage.

5.4.5 Deductibles and Self-Insured Retentions. Consultant shall disclose to and obtain the approval of City for the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement Further, if the Consultant's insurance policy includes a self-insured retention tha must be paid by a named insured as a precondition of the insurer's liability, or which has the effect of providing that payments of the self-insured retention by others, including additional insureds or insurers do not serve to satisfy the self- insured retention, such provisions must be modified by special endorsement so as to not apply to the additional insured coverage required by this agreement so as to not prevent any of the parties to this agreement from satisfying or paying the self- insured retention required to be paid as a precondition to the insurer's liability.

Additionally, the certificates of insurance must note whether the policy does or does not include any self-insured retention and also must disclose the deductible.

During the period covered by this Agreement, only upon the prior express written authorization of Contract Administrator, Consultant may increase such deductibles or self-insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Consultant procure a bond, guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.

5.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

5.4.7 Wasting Policy. No insurance policy required by Section 4 shall include a "wasting" policy limit.

5.4.8 Variation. The City may approve a variation in the foregoing insurance requirements, upon a determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that the City's interests are otherwise fully protected

5.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the timi Landscape Maintenance Services Agreement between
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are alternatives to other remedies City may have and are not the exclusive remedy for Consultant's breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
b. Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or c. Terminate this Agreement.

Section 6. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES. Consultant shall indemnify, defend with counsel selected by the City, and hold harmless the City and its officials, officers. employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of Consultant or its employees, subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character of their work. The foregoing obligation of Consultant shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the gross negligence or willful misconduct of the City or its employees, agents, or volunteers and (2) the actions of Consultant or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Consultant to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance certificates and endorsements required under this Agreement does not relieve Consultant from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Consultant acknowledges and agrees to the provisions of this Section and that it is a material element of consideration. in the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Section 7. STATUS OF CONSULTANT.

7.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City. City shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3; Landscape Maintenance Services Agreement between
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however, otherwise City shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits.

7.2 Consultant No Agent. Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent or to bind City to any obligation whatsoever.

Section 8. LEGAL REQUIREMENTS.

8.1 Governing Law. The laws of the State of California shall govern this Agreement.

8.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with all laws applicable to the performance of the work hereunder.

8.3 Other Governmental Regulations. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Consultant and any subcontractors shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program.

8.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals, including from City, of what-so-ever nature that are legally required to practice their respective professions. Consultant represents and warrants to City that Consultant and its employees, agents, any subcontractors shali, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid Business Licenses from City.

8.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the basis of a person's race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Consultant under this Agreement. Consultant shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment. contracting, and the provision of any services that are the subject of this Landscape Maintenance Services Agreement between
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Agreement, including but not limited to the satisfaction of any positive obligations required of Consultant thereby.

Consultant shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement.

8.6 Prevailing Wage. Where applicable, the wages to be paid for a day's work to all classes of laborers, workmen, or mechanics on the work contemplated by this Agreement. Shall be not less than the prevailing rate for a day's work in the same trade or occupation in the locality within the state where the work hereby contemplates to be performed as determined by the Director of Industrial Relations pursuant to the Director's authority under Labor Code Seclion 1770, et seq. Each laborer, worker or mechanic employed by Consultant or by any subcontractor shall receive the wages herein provided for. The Consultant shall pay two hundred dollars ($200), or whatever amount may be set by Labor Code Section 1775, as may be amended, per day penalty for each worker paid less than prevailing rate of per diem wages. The difference between the prevailing rate of per diem wages and the wage paid to each worker shall be paid by the Consultant to each worker.

An error on the part of an awarding body does not relieve the Consultant from responsibility for payment of the prevailing rate of per diem wages and penalties pursuant to Labor Code Sections 1770 and 1775. The City will not recognize any claim for additional compensation because of the payment by the Consultant for any wage rate in excess of prevailing wage rate set forth. The possibility of wage increases is one of the elements to be considered by the Consultant.
(A) Posting of Schedule of Prevailing Wage Rates and Deductions. If the schedule of prevailing wage rates is not attached hereto pursuant to Labor Code Section 1773.2, the Consultant shall post at appropriate conspicuous points at the site of the project a schedule showing all determined prevailing wage rates for the various classes of laborers and mechanics to be engaged in work on the project under this contract and all deductions, if any, required by law to be made from unpaid wages actually earned by the laborers and mechanics so engaged. (B) Payroll Records. Each Consultant and subcontractor shall keep an accurate payroll record, showing the name, address, social security number, work week. and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by the Consultant in connection with the public work Such records shall be certified and made available upon request as required by Labor Code Section 1776.
(C) Subcontracting - Consultant shall be responsible for his own and subcontractors' compliance with Section 1777.5 of the Labor Code regarding apprentice-able occupations. Consultant's willful failure to comply with this section shall be denied date the determination is made.

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Section 9. TERMINATION AND MODIFICATION.

9.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Consultant.

Consultant may cancel this Agreement for cause upon 30 days' written notice to City and shall include in such notice the reasons for cancellation.

In the event of termination, Consultant shall be entitled to compensation for services performed to the date of notice of termination; City, however, may condition payment of such compensation upon Consultant delivering to City all materials described in Section

9.2 Extension. If agreed to by all parties the City may extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Consultant understands and agrees that, if City grants such an extension, City shall have no obligation to provide Consultant with compensation beyond the maximum amount provided for in this Agreement.

Similarly, unless authorized by the Contract Administrator, City shall have no obligation to reimburse Consultant for any otherwise reimbursable expenses incurred during the extension period.

9.3 Amendments. The parties may amend this Agreement only by a writing signed by all the parties.

9.4 Assignment and Subcontracting. City and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant's unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Consultant.

Consultant may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Consultant shall not assign or subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator. Not less than fifty percent (50%) of the contract work shall be done by the prime contractor. Further, the Contractor shall not, without the consent of the City of South San Francisco, either:
(a) Substitute any person or subcontractors in place of the subcontractors designated on the original proposal; or
(b) Permit any subcontract to be assigned or transferred or allow it to be performed by anyone other than the original subcontractor listed in the proposal.

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Should the Consultant violate any of the provisions of this Agreement or the Identification of Subcontractors Form contained in the proposal, it shall be deemed a violation of this Agreement, and the City of South San Francisco may cancel the Agreement.

9.5 Temporary Suspension of Work. The Parks Manager shall have the authority to suspend the work wholly or in part for such period as deemed necessary, due to unsuitable weather, or to such other conditions as are considered unfavorable for the suitable prosecution of the work, or for such time as he/she may deem necessary, due to the tallure on the part of the contractor to carry out orders given, or to perform any of the provisions of the work. The contractor shall immediately obey such orders of the Parks Manager and shall not restart the work until ordered in writing by the Parks Manager.

9.6 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Consultant shall survive the termination of this Agreement.

9.7 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, the following:

9.7.1 Immediately terminate the Agreement;

9.7.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement;

9.7.3 Retain a different consultant to complete the work described in Exhibit A not finished by Consultant: or

9.7.4 Charge Consultant the difference between the costs to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Consultant pursuant to Section 2 if Consultant had Section 10. KEEPING AND STATUS OF RECORDS.

10.1 Records Created as Part of Consultant's Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City. Consultant hereby agrees to deliver those documents to the City upon termination of the Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use. City and Consultant agree that, until final approval by City, all data, plans, specifications, reports and other documents are Landscape Maintenance Services Agreement between
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confidential and will not be released to third parties without prior written consent of both parties unless required by law.

10.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Consultant to this Agreement.

10.3 Inspection and Audit of Records. Any records or documents that Section 10.2 of this Agreement requires Consultant to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the City. Under California Government Code Section 8546.7, if the amount of public tunds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), the Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement.

10.4 Records Submitted in Response to an Invitation to Bid or Request for Proposals. All responses to a Request for Proposals (RFP) or invitation to bid issued by the City become the exclusive property of the City. At such time as the City selects a bid, all proposals received become a matter of public record, and shall be regarded as public records, with the exception of those elements in each proposal that are defined by Consultant and plainly marked as "Confidential,' "Business Secret" or "Trade Secret." The City shall not be liable or in any way responsible for the disclosure of any such proposal or portions thereof, if Consultant has not plainly marked it as a "Trade Secret" or "Business Secret," or if disclosure is required under the Public Records Act.

Although the California Public Records Act recognizes that certain confidential trade secret information may be protected from disclosure, the City may not be in a position to establish that the information that a prospective bidder submits is a trade secret. If a request is made for information marked "Trade Secret" or "Business Secret," and the requester takes legal action seeking release of the materials it believes does not constitute trade secret information, by submitting a proposal, Consultant agrees to indemnify, defend and hold harmless the City, its agents and employees, from any judgment, fines, penalties, and award of attorneys fees awarded against the City in favor of the party requesting the information, and any and all costs connected with that defense. This obligation to indemnify survives the City's award of the contract. Consultant agrees that this indemnification survives as long as the trade secret information is in the City's possession, which includes a minimum retention period for such documents.

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Section 11 MISCELLANEOUS PROVISIONS

11.1 Attorneys Fees. It a party to this Agreement brings any action, including arbitration or an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County San Mateo or in the United States District Court for the Northern District of California.

11.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

11.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.

11.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties.

11.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written studies and other printed material on recycled paper to the extent it is available at equal or less cost than virgin paper.

11.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within the corporate limits of City or whose business, regardless of location, would place Consultant in a "conflict of interest," as that term is defined in the Political Reform Act, codified at California Government Code Section 81000 et seq.

Consultant shall not employ any City official in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 et seg.

Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent. appointee, or official of the City. If Consultant was an employee, agent, appointee, or official of the City in the previous twelve (12) months, Consultant warrants that it did not participate in any manner in the forming of this Agreement. Consultant understands that, if this Agreement is made in violation of Government Code §1090 et.seq., the entire Agreement is void and Consultant will not be Landscape Maintenance Services Agreement between
City of South San Francisco and GOTHIC LANDSCAPE, INC. Page 14 of 17 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit A to the ist Amendment
entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and Consultant will be required to reimburse the City for any sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code § 1090 and, if applicable, will be disqualified from holding public office in the State of California.

11.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials.

11.9 Contract Administration. This Agreement shall be administered by Joshua Richardson, Parks Maintenance Program Manager ("Contract Administrator"). All correspondence shall be directed to or through the Contract Administrator or his or her designee.

11.10 Notices. All notices and other communications which are required or may be given under this Agreement shall be in writing and shall be deemed to have been duly given (i) when received if personally delivered; (i) when received if transmitted by telecopy, if received during normal business hours on a business day for if not, the next business day after delivery provided that such facsimile is legible and that at the time such facsimile is sent the sending Party receives written confirmation of receipt; (iii) if sent for next day delivery to a domestic address by recognized overnight delivery service (e.g.. Federal Express); and (iv) upon receipt, if sent by certified or registered mail, return receipt requested. In each case notice shall be sent to the respective Parties as follows:

Consultant: Frank + Grossman Landscape Contractors, Inc. 3428 Arden Road
Hayward, CA 94545
City:

City Clerk
City of South San Francisco
400 Grand Avenue
South San Francisco, CA 94080
With a copy to:

Joshua Richardson
Parks Maintenance Program Manager
City of South San Francisco,
P.O. Box 711,
South San Francisco California 94083

11.11 Professional Seal. Where applicable in the determination of the contract administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled Landscape Maintenance Services Agreement between
City of South San Francisco and GOTHIC LANDSCAPE, INC. Page 15 of 17 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibil A to me Isi Amendment
"Seal and Signature of Registered Professional with report/design responsibility," as in the following example.

Seal and Signature of Registered Professional with
report/design responsibility.

11.12 Integration. This Agreement, including all Exhibits attached hereto, and incorporated herein, represents the entire and integrated agreement between City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral pertaining to the matters herein.

11.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

Construction. The headings in this Agreement are for the purpose of reference only and shall not limit or otherwise affect any of the terms of this Agreement. The parties have had an equal opportunity to participate in the drafting of this Agreement; therefore any construction as against the drafting party shall not apply to this Agreement.

Landscape Maintenance Services Agreement between
City of South San Francisco and GOTHIC LANDSCAPE, INC. Page 16 of 17 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exnibit A to the Ist Amendment
The Parties have executed this Agreement as of the Effective Date.

CITY OF SOUTH SAN FRANCISCO CONSULTANT Frank & Grossman - DocuSigned by: - DocuSigned by:

Mike Futrell Kick Oropeza
-6B52134787CA4DB
Mike Futrell, City Manager
VP Commercial Operations
Attest:
-DocuSigned by:
1 Rosa Gora Acosta
- 5909815FF63F418
City Clerk DS
Approved as to Form:

DocuSigned by:
(Clair Lai
951A604F4504456
City Attorney
Landscape Maintenance Services Agreement between
City of South San Francisco and GOTHIC LANDSCAPE, INC. Page 17 of 17 Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exnibit A to the 1st Amendment

ATTACHMENT A

SERVICE AREASAND LITTER PICKUP FREQUENCIES
Perform the scope of work for LANDSCAPE MAINTENANCE SERVICES in place, and in accordance with the Service Areas and Litter Pickup Frequencies below, and with the Standard of Services (Attachment C). See key below for notes. In the event of a conflict in or inconsistency between the terms of this Attachment and the Standard of Services (Attachment B), the Standard of Services shall prevail.

LITTER
BID DESCRIPTION FROM PICKUP IRRIG. MONTHLY ANNUAL

ITEM TO NOTES RATE

SERVICE TYPE COST
FREQ.

Vesthorougl
Callan Boulevard Carter Drive Soulevaro 26 M $ $72 $ 0,840 apay Circle
2 omitas Ar Cuesta Drive Verano Drive 26 M $ 332 $ 3.4791 Chestnut Avenue El Camino Real Mission Road $ 480 $ 5.702 Grand
A venue: Aldengate
4 Chestnut Avenue Hillside Boulevard 26 57 686
5 East Grand Avenue Airport Boulevard Gateway Boulevard 20 $ 343 5 4.116 El Camino Real
6 medians & shoulders Hickey Boulevard Noor Avenue § 1,932 523.185 Vestborough
7 Gellert Bautevard King Drive wulevare 20 $ 572 $ 6.800 Westborough
Gellert Butlevard Boulevard Shannon Drive 26 AM D $ 332 $ 3,979 Mission Road Chestnut Avenue Oak Avenue 26 5 SH ≤ 6,174 outh Airpo
10 Mitchell Avenue aulevar WOSPR.R. 26 M F $ 343 S 4.116 Beacon Street
Seth Arpen Bird. outhent nos
11 S.P.R.R. Underpass ntersector 20 N $ 354 $ 4.253
Westborough SO E O Junipere
Baulevard Median Serra Blud Olympic Drive $1,086 S13.033 Westhorough
Boulevard Median Olympic Drive Skyline Boulevard 52 N $ 560 $ 6.722 Bostore Wetim 515 WO Camantas
Avenue El Canine Real 52 $ 229 $ 2.744
Ein Court Tamarack in. Park Way 12 M $ 1081 $ 1,021
Fortres Boulevard
16 Medians E. Grand Ave. Allerton 20 M 152 S 3.018
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit A to the 1st Amendment
LITTER
BID DESCRIPTION FROM PICKUP IRRIG. MONTHLY ANNUAL

ITEM TO NOTES

SERVICE TYPE RATE COST
FREO.

Fast Grand Are.
17 Medians Gateway Bivd Littleficht Are. 1.M $ 224 $ 274+ Hillside Blvd. Chestnut Ave. Dolores Way 12 K $ 114 $ 1.373 Willow Avenue Dolores Way Estate (1. $ 114 $ 1.372
20 Gateway Boulevard E. Cirand Ave Mitchell Ave. 26 $ 343 $ 4,116 Airport Blvd.
medians. shoulders
21 and hook rumps Sister Cities Blvd. Brisbane City lints 12 253 IS 3.018 Airport Bid
median, sidewalks. South to S.P.R.R.
22 and tree wells Sister Cities Blyd. underpass 26 366 $ 4.390 Slopes on Airport nd Lane (includin
23 ruth side South Airpon Bld. 13 176 $ 2.058
Hillside Blyd Sister
24 Cines Blvd Lincoln St Airport Biva 26 M $ 1,029 S 12,347 Planted area at end
25 Industrial Way 1l Grand Are Exit of Industrial Way 26 N 426 $ 11.112 N. Slope at end or Fast to backtiow
26 Hiliside Bid. school fence contral valve 12 N 423 § 5,076 Randolph Ave
slope valley gutter Highland Are. Airpon Bivd. AN $ 8.231 28 Beech St. median Spruce Ave. Larch Ave 12 N P 91 $ 1,098 29 Spruce Ave. median Maple Ave Park Way 12 N 69 823
30 Hickey Blvd. El Camino Real Daly City limits 12 R 857 $ 10,289 Oyster Pr. Blvd.
31 median Airport Blvd. Manna Blvd 16 5 346 S 4390
32 Jack Drago Park E. Grand Ave. Gateway Boulevard 26 S 080 $ 8,231 33 (irand Are. Miller Ave 20 A 5 171 $ 2.05X
Tantennil Way So a Francisco
34 San Bruno BART 20 $ 2,287 $27.438
SF Sign appros
I Northwest d
35 ¡ Junipero Serra lichey Island $ 2,287 S27.438
End of culven
Ovster Point Blvd Beare Fone Bid
36 Gull Drive 343 IS 4,116
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibil A to ihe 1st Amenoment
LITTER
BID DESCRIPTION FROM TO PICKER IRRIG. MONTHLY ANNUAL

ITEM SERVICE TYPE NOTES RATE COST
FREO.
estborens
Arpian Way Median suleva Shannon Dr. 302 $ 3,974
ISSF Onive Shoulder / Mandatay Place no here Wards +
N 171 5 2.058
TOTAL BID PRICE | $ 201.430 $245.160
Key to Service Area Notes:

Service Frequency: Minimum frequency of litter removal.

Biannual Service (2 times per year)
4 Quarterly Service (4 times per year)
12 Monthly Service (12 times per year)
26 Bi-weekly Service (26 times per year)
52 Weekly Service (52 times per year)
Irrigation Type: Type of control system.

A Automatic. Irrigation schedule shall be coordinated with the City.

M Manual. Contractor shall be responsible for turning system on and off as required
for proper irrigation.

N No irrigation system. City will provide water wagon service as requested by contractor.

Other Notes:

A. Side median landscaping on west side (adjacent to subdivision boundary wall) from Hillside to Livingston Place to Street Light #3550: side median landscaping on cast side (adjacent to subdivision boundary wall) from easement gate (near Street Light #4234) to Treeside Court to Street Light N4230; west roadside landscaping from Street Light #4229 to Grand Avenue (adjacent to subdivision boundary wall). which continues along Grand Avenue to Aldengate and includes both cast and west roadside landscapes at the Aldengate entrance. Includes eastern hillside from Sunset Ave to Hillside Blvd from roadside to header board below homes.

B. Area includes median islands and roadside landscaping; includes "bomanite" concrete side median along Dubuque which extends along E. Grand Avenue for 200 feet. (area is adjacent to 101 highway boundary fence)
C. Area includes median islands, intersection islands at Hickey Blvd., and weed abatement along a 10° wide easement from shopping center driveway on west side of El Camino Real extending 525 to grey retaining wall: west side of El Camino Real from El Camino Real staircase across from Bart Way to Arroyo Drive. including triangular area between El Camino Real and Del Paso Drive. Also includes west side shoulder from Brentwood to San Bruno City limits (along wooden retaining wall).

D. Area includes median islands plus roadside landscaping on east side, adjacent to subdivision boundary wall.

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibil A to the 1st Ameridment

ATTACHMENT B

ADDITIONAL SERVICES AS NEEDED
This attachment serves to dictate price per service (weed abatement and trash pick-up only) in each area listed below. These prices will be used to award additional work as determined by the Director, Parks Manager, or representative for the City. The City will pay the proposed price for each additional maintenance service requested and service in each area may be requested multiple times. If service is not deemed acceptable or adequate to the standards detailed in the Landscape & Right Of Way Standard of Services (Attachment C), the City holds the right to withhold payment until standards are met.

BID Rate Per Weed Rate per Trash
ITEM DESCRIPTION FROM TO Abatement Pickup
Occurrence Occurrence
Callar Boulevard Carter Drive Westborough
Boulevard S 143
$ 286
Capay Circle /
Cuesta Dave Verano Drive
Lomitas Ave.
$ 166 S X3
Chesume Avenuc I Camino Mission Road
Real
3 $ 240 $ 120
Hillside Grand
Chestnut Avenue Boule vand Avenue/Alden
gate Dr. $ 29 $ 14
Last Grand Avenue Airport Gateway
Boulevara Boulevard
$ 171 5 8G
El Camino Real Hickey
inedians & boulevar Noor Avenue
shoulders 5 96h $ 483
Gellent Boulevard King Drive
S 286 $ 143
Gellert Boulevard Westerang Shannon
Drive 5 x3
$ 166
Mission Road : hestau Oak Avenue
Avenue
$ 257 $ 129
Mitchell Avenue WOS.P.RR.
10 $ 171 S do
South Airport Blod S.P.R R. Beacon Street
medians U'nterpast suthern mu
Hercene
11 $ 177 S X9
800 E0
festboroug
oulevard Media Sumine Soma
$ 543 $ 272
Skyline
Boulevar $ 1401
5 280
Westborough 515 WO
El Camino
14 Boulevard Median Real $ 57
$ 114
Elm Coun Tamarack In. Park Way
S 50 $ +0
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibil A to the 1st Amendmeni
Rate Per Weed Rate per Trash
BID
ITEM DESCRIPTION FROM TO Abatemen Pickup
bccurrend Occurrence
Forbes Boulevard E. Grand Ave
Medians Alleron
16 $ 126 $ 63
Fast Grand Ave. Littered
17 Medians
$ 114 5 57
Hillside Blvd. Chesenur Ave Dolores Way
18 $ 57
Hillside BIvd. Chestnut Ridgeview
14 $ 57 $ 29
Willow Avenue Dolores Way Estale Ci.
20 $ 57 $ 29
Gateway Boulevard E. Grand Ave Mitchell Are
21 $ 171 5 x6
Airport Bivd
medians, shouklers Bribe city
22 and hook ramps $ 126 $ 63
Airpon Bivd. South to
Sister Cities S.P.R.R.
median, sidewalks.
and tree wells Bivd.
underpass $ 1x3 5 91
Slopes on Airport 2 Lane
Bird (including such ripor
24 south side) S 86 $ 43
thliside Bird Sister Arport Bird
Cities Bivd Lincoln St.
25 5514 S 257
lanted area 2
Industrial Way t01 Grand end ol
Ave Exit industrial
Way S 232
26 $ 403
N. Slope at East to
Müllside Blvd. end of school trickilow
27 Fenee control valve $ 212 $ 100
Randolph Ave Highland Ave. Airport Blyd
stape/alley gutter $ 343 $ 171
28 Beech St. median Sprice Ave. Larch Ave.
§ 4h $ 23
Spruce Ave, median Maple Ave. Park Way
30 $ 34 $ 17
Hickey Bilvd. El Camino Daly City
Real limus
31 $ 429 $ 214
Oyster Pr. Bivd. Airport Bird. Manna Had.
medran
32 $ 183 $ 91
Jack Drago Park E. Grand Ave Gateway
33 Boulevard
$ 343 5 171
"Gus" Islands" on Grand Ave. Miller Ave.

Airpon Blvd.
34 $ 86 § 43
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit A io the ist Amendment
Rate Per Weed Rate per Trash

BID DESCRIPTION TO
ITEM FROM Abatement Pickup
Occurrence Occurrence
Centennial Way South San
Sun Brune Francisco
Trail BART
35 BART $ 1.143
Hwy-280 SSF Sign
Jamipcro Serra Avalon appros.. 90
enronce Northwest of
Hickey Island
30 $ 1.143 $ 572
End of culver
Asser pains approximately
Gult Drive
220 before
Forbes Bled 5 No
37 $ 171
A Min tay Shannon Dr.
38 § 106 $ 83
SSF Drive Shoulder Mandalay
Place Want inte
30 $ 43
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit A to the 15t Amendment
Monthly and Annual Rates for Service
Estimates are to be calculated based on a monthly service. The scope of work for each area is detailed in the notes associated with each area and the price should be based on these tasks accordingly.

Monthly Annual
Bid Item Description From To Notes
Rate Rate
BART Plaza
across from SSF El Camino BART Drop-
Section A a, b $1,006 $12,072
Real off area
BART
Property Mission Road
Section B Adjacent to SSF BART a $375 $4,500
Centennial Trail Bridge
Drainage ditch 500' down
Spruce
Section C on Northwest Centennial a $150 $1,800
side of trail Ave
Trail
South west Start of chain
Property PUC
Section D link fence for a $375 $4,500
adjacent to Structure
USPS
Centennial Trail
Total
Base $1,906 $22,872
Bid

1. Notes:
a. Scope of service includes weed abatement, herbicide application, and litter pick-up per the standards defined in Attachment D: Landscape & Right of Way Standard of Services b. Area requires pressure washing of hardscape areas bi annually and/or as needed when deemed necessary by the City. Area also includes maintenance of landscaped planters, trash receptacles, and graffiti abatement.

This area is separate only in parcel delineation from the rest of Centennial Trail, but maintenance would be consistent with the rest of Centennial Trail as described in Attachment A.

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit A to the ist Amendment
COSTES City of South San Francisco
P.O. Box 711 (City Hall,
400 Grand Avenue)
South San Francisco, CA
City Council
FORD
Resolution: RES 100-2021
File Number: 21-419 Enactment Number: RES 100-2021

RESOLUTION AWARDING LANDSCAPE

MAINTENANCE SERVICES AGREEMENTS TO

FRANK AND GROSSMAN LANDSCAPE
CONTRACTORS, INC. OF HAYWARD, CALIFORNIA

FOR CITYWIDE RIGHT-OF-WAY LANDSCAPE

MAINTENANCE SERVICES IN AN AMOUNT NOT
TO EXCEED $616,064, AND TO GOTHIC

LANDSCAPING OF SAN JOSE, CALIFORNIA FOR

COMMON GREENS LANDSCAPE MAINTENANCE

SERVICES IN AN AMOUNT NOT TO EXCEED
$792,416 FOR A TWENTY-FOUR. (24) MONTH TERM

AND AMENDING THE PARKS AND RECREATION
DEPARTMENT'S FISCAL YEAR 2021-22 AND
2022-23 OPERATING BUDGETS PURSUANT TO
BUDGET AMENDMENT #22.002.

WHEREAS, the City of South San Francisco ("City") issued a Request for Proposals for Landscape Maintenance Services on March 1, 2021 and received three (3) bids in response: and WHEREAS, staff recommends awarding a landscape services agreement 1o Frank and Grossman Landscape Contractors of Hayward, California for the Right-of-Way Landscape Maintenance Services Project in a total amount not to exceed $616,064 for a twenty-four (24) month term based on their average overall proposal score, which included evaluation of project costs, project understanding. project completion schedule, qualifications, expertise and experience; and WHEREAS, staff recommends awarding a landscape services agreement to Gothic Landscaping of San Jose, California for the Common Greens Landscape Maintenance Services Project in a total amount not to exceed $792,416 for a twenty-four (24) month term based on their average overall proposal score, which included evaluation of project costs, project understanding, project completion schedule, qualifications, expertise and experience; and WHEREAS, additional funding in an amount of $101,100 is requested from the Common Greens funds to elevate the current level of service without any further financial impact to the City's General Fund; and
WHEREAS, staff requests Council's approval for contract authority to utilize a contingency not to exceed $80,000 annually split equally between the two contracts, with this funding currently existing in the Parks and Recreation Department operating budget, to be used for enhancement projects on either the Right-of-Way Landscape Maintenance Project or the Common Greens Maintenance Project.

City of South San Francisco Page t
Docusign Enveiope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit A to the Ist Amendment
File Number: 21-419 Enactment Number: RES 100-2021
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council hereby award a landscape services agreement to Frank and Grossman of Hayward. California, for the Right-of-Way Landscape Maintenance Services Project, in a total amount not to exceed $616,064 for a twenty-four (24) month term, and award a landscape services agreement to Gothic Landscaping of San Jose, California, for the Common Greens Landscape Maintenance Services Project, in a total amount not to exceed $792,416 for a twenty-four (24) month term; and BE IT FUTHER RESOLVED, that the contract is conditioned on both contractor's timely execution of the Project contracts and submission of all required documents, including but not limited to, certificates of insurance and endorsements, in accordance with the Project documents; and BE IT FUTHER RESOLVED that the Parks and Recreation Department's Fiscal Year 2021-22 and 2022-23 Operating Budgets will be amended via budget amendment #22.002, and that the Finance Director is authorized to adjust budget as necessary to comply with budgetary intent of the executed contracts); and
BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the landscape services agreement and any other necessary documents on behalf of the City, subject 1o approval as to form by the City Attorney.
* * * *
Al a meeting of the City Council on 5/26/2021, a motion was made by Vice Mayor Nagales, seconded by Councilmember Flores, that this Resolution be approved. The motion passed.

Yes: 5 Mayor Addiego, Vice Mayor Nagales, Councilmember Nicolas, Councilmember Coleman, and Councilmember Flores
Koo talit
Attest by
Rpisa Govea Acosta, City Clerk
City of South San Francisco Page 2
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Exhibit B to the 1st Amendment
FRANK + GROSSMAN
Landscape Contractors, Inc
City of South San Francisco
Attn : Joshua Richardson
550 N. Canal St.

South San Francisco, CA 94080
3-17-23 - We would like to propose a price increase of 4% for the upcoming Fiscal Year (July 2023 to June 2024). After evaluating our expenses over the past two years, including gas, labor, and materials costs, we have determined this increase is necessary to maintain the quality of our services.

The new contract price for the upcoming Fiscal Year will be $268,032.00, representing a 4% increase from the current contract price of $278,760.00
Thank you for your business, and we look forward to continuing to provide you with excellent service.

Current Contract 4% Increase Total New Contract
Monthly $22,336 $894 $23,230
Annually $268,032 $10,728 $278,760
Upon approval, please sign and return to schedule work.

Thank you,
Signature:

Date:

FRANK & GROSSMAN LANDSCAPE CONTRACIORS
3828 ARDEN ROAD: HAYWARD CA. 94545
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 COUTH SAN City of South San Francisco P.O. Box 711 (City Hall, 400 Grand Avenue)
City Council South San Francisco. CA
CILIFORNIA Resolution: RES 102-2023
File Number: 23-498 Enactment Number: RES 102-2023

RESOLUTION AMENDING THE EXISTING

CONSULTING SERVICES AGREEMENT WITH FRANK
AND GROSSMAN LANDSCAPE CONTRACTORS, INC.

OF HAYWARD, CALIFORNIA FOR CITYWIDE

RIGHT-OF-WAY LANDSCAPE MAINTENANCE
SERVICES FOR AN ADDITIONAL $278.760 (FOR A NEW

TOTAL NOT-TO-EXCEED CONTRACT AMOUNT OF
$894,824.00) AND FOR AN ADDITIONAL TWELVE (12)
MONTHS.

WHEREAS, the City of South San Francisco ("City") issued a Request for Proposals for Landscape Maintenance Services on March 1. 2021. and
WHEREAS, the City awarded a landscape services agreement to Frank and Grossman Landscape Contractors of Hayward, California for the Right-of-Way Landscape Maintenance Services Project in a total amount not to exceed $616,064 for a twenty-four (24) month term based on their average overall proposal score. which included evaluation of project costs, project understanding, project completion schedule. qualifications. and experience; and
WHEREAS, the initial term of that agreement ends on June 30, 2023; and WHEREAS, Staff has favorably reviewed the performance of the contractor; and WHEREAS, with the increase in service needs and extension of contract term, staff has reviewed additional scope and negotiated additional fees for the escalating scopes: and WHEREAS. Staff has requested additional annual funding in the amount of $10.000 in General Funds as part of the Departments annual budget requests for the Fiscal Year 2023-24 Budget.

NOW, THEREFORE, BE IT RESOLVED. by the City Council of the City of South San Francisco that the City Council hereby approves an amendment to the consulting services agreement with Frank and Grossman of Hayward. California, for the Right-of-Way Landscape Maintenance Services Project, for an additional $278.760 (for a new total not-to-exceed contract amount of $894,824.00) and for an additional twelve (12) months. as attached in Exhibit A and incorporated herein.

BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the amendment in substantially the same form as Exhibit A conditioned upon the contractor's timely execution of the amendment and submission of all required documents. including but not limited to, certificates of insurance and endorsements and any other necessary documents on behalf of the City, subject to approval as to form by the City Attorney.

Ciry of South San Franciscr
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 File Number: 23-498 Enactment Number: RES 102-2023
*
At a meeting of the City Council on 6/28/2023, a motion was made by Councilmember Addiego. seconded by Councilmember Coleman, that this Resolution be approved. The motion passed.

Yes: 5 Mayor Nicolas, Vice Mayor Nagales, Councilmember Addiego, Councilmember Coleman, and Councilmember Flores
Attest by
Cuty of South San Franciser.

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 DocuSign
Certificate Of Completion
Envelope Id: 8C37D8AF2E584C07B257C19703973232 Status: Completed Subject: Complete with DocuSign: Frank+Grossman Right of Way Landscaping ist Amendment...

Source Envelope:

Document Pages: 56 Signatures: 8 Envelope Originator:

Certificate Pages: 6 Initials: 2 Kari Jung
AutoNav: Enabled Stamps: 1 329 Miller Ave
Envelopeld Stamping: Enabled South San Francisco, CA 94080 Time Zone: (UTC-08:00) Pacific Time (US & [email protected] Canada) IP Address: 199.181.122.2
Record Tracking
Status: Original Holder: Kari Jung Location: DocuSign
7/5/2023 9:18:08 AM [email protected]
Security Appliance Status: Connected Pool: StateLocal
Storage Appliance Status: Connected Pool: Carahsoft OBO City of South San Francisco Location: DocuSign Signer Events Signature Timestamp
Joshua Richardson -pS
Sent: 7/5/2023 9:43:35 AM
[email protected] Viewed: 7/6/2023 8:46:10 AM
Suity Level: Email, Account Authentication Signed: 716/2023 8:46:18 AM Signature Adoption: Pre-selected Style
Using IP Address: 199.181.122.2
Electronic Record and Signature Disclosure:

Accepted: 4/5/2021 9:42:29 AM
ID: 48C58f6d-7b43-4f0a-9b35-e1521e9fb5af
Rick Oropeza - Docusigned by: Sent: 7/6/2023 8:46:24 AM [email protected] Viewed: 7/6/2023 9:58:21 AM
VP Commercial Operations - E388593858522428
Signed: 7/6/2023 10:00:12 AM
Frank & Grossman
Signature Adoption: Drawn on Device
Soniy Level: Email Account Authentication Using IP Address: 50.233.85.254 Electronic Record and Signature Disclosure:

Accepted: 7/6/20239:58:21 AM
ID: 4af330de-68d6-4964-9bc6-973fd8492b09
Greg Mediati -DocuSignad by: Sent: 7/6/2023 10:00:18 AM [email protected] Grey Mediati Viewed: 7/6/2023 10:04:40 AM - F7708:909F84.48
Deputy Director Park & Rec Signed: 7/6/2023 10:04:57 AM City of South San Francisco
Security Level: Email, Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address: 199.181.122.2
Electronic Record and Signature Disclosure
Vot Offered via DocuSigr
Jason Wong -DocuSigned by: Sent: 7/6/2023 10:05:03 AM
[email protected] Viewed: 7/6/2023 10:16:57 AM
Deputy Finance Director - 910CB:DAOFF64D4
Signed: 7/6/2023 10:17:47 AM
City of South San Francisco
Signature Adoption: Uploaded Signature Image
Security Level: Email, Account Authentication
(None) Using IP Address: 199.181.122.2
Electronic Record and Signature Disclosure:

Accepted: 9/7/2021 10:54:17 AM
ID: 3d748ba4-2514-4bd9-8f2e-4da172f662f3
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Signer Events Signature Timestamp
Claire Lai - Docusigned by Sent: 7/6/2023 10:17:53 AM
[email protected] Claire Lai Viewed: 7/6/2023 4:29:07 PM Approved as to Form- City Attorney OSTABCAFASIMASS
Signed: 7/11/2023 12:10:46 AM
Signing Group: City Attorney
Signature Adoption: Pre-selected Style
Security Level: Email, Account Authentication
(None) Using IP Address: 206.169.145.130
Electronited 11202 1209:4 Disclosure:

ID: b5ae6063-653d-4010-aaed-e83af189b7b0
SHARON RANALS -Docusiased by: Sent: 7/6/2023 10:17:54 AM [email protected] SHARON RAMALS
Viewed: 7/6/2023 10:19:32 AM
City Manager Signed: 7/6/2023 10:22:26 AM
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 199.181.122.2
Electronic Record and Signature Disclosure:

Accepted: 7/6/2023 10:19:32 AM
ID: 63d29244-9287-4444-b00f-0d778cd060b3
Jazmine Miranda - Docusioned by: Sent: 7/11/2023 12:10:52 AM [email protected] Jazmine Miranda Viewed: 7/11/2023 9:51:35 AM Assistant City Clerk -82C28AD9091542F
Signed: 7/11/2023 9:51:42 AM
City of South San Francisco
Signing Group: City Clerk
Security Level: Email Account Aulhenticalion
Signature Adoption: Pre-selected Style
Using IP Address: 199.181.122.2
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Jeanette Sent: 7/11/2023 9:51:48 AM
[email protected] COPIED
Administrative Assistant II
City of South San Francisco
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 7/5/2023 9:43:35 AM
Certified Delivered Security Checked 7/11/2023 9:51:35 AM Signing Complete Security Checked 7/11/2023 9:51:42 AM
Completed Security Checked 7/11/2023 9:51:48 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 PM Parties agreed to: Joshua Richardson, Rick Oropeza, Jason Wong, Claire Lai, SHARON RANALS

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

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

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

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

All notices and disclosures will be sent to you electronically Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

How to contact Carahsoft OBO City of South San Francisco:

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

To contact us by email send messages to: [email protected] To advise Carahsoft OBO City of South San Francisco of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at [email protected] and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address.

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

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

To withdraw your consent with Carahsoft OBO City of South San Francisco To inform us that you no longer wish to receive future notices and disclosures in electronic format you may:

Docusign Envelope ID: 542292F0-6621-416E-A591-9553CD638F45 i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to [email protected] and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process..

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

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

By selecting the check-box next to 'I agree to use electronic records and signatures', you confirm that:
• You can access and read this Electronic Record and Signature Disclosure; and • You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and
Until or unless you notify Carahsoft OBO City of South San Francisco as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by Carahsoft OBO City of South San Francisco during the course of your relationship with Carahsoft OBO City of South San Francisco. • docusign.

Certificate Of Completion
Envelope Id: 542292F0-6621-416E-A591-9553CD638F45 Status: Completed Subject: Complete with Docusign: Frank Grossman - Amendment #3.pdf Source Envelope:

Document Pages: 185 Signatures: 3 Envelope Originator:

Certificate Pages: 5 Initials: 2 SSF Park and Rec
AutoNav: Enabled 329 Miller Ave
Envelopeld Stamping: Enabled South San Francisco, CA 94080 Time Zone: (UTC-08:00) Pacific Time (US & Canada) [email protected] IP Address: 199.181.122.2
Record Tracking
Status: Original Holder: SSF Park and Rec Location: DocuSign 6/23/2025 11:10:27 AM [email protected]
Security Appliance Status: Connected Pool: StateLocal
Storage Appliance Status: Connected Pool: Carahsoft OBO City of South San Francisco Location: Docusign Signer Events Signature Timestamp
• DS Sent: 6/23/2025 11:26:01 AM
Kari Jung
[email protected] Viewed: 6/24/2025 3:50:51 PM
Management Analyst 1 Signed: 6/24/2025 3:51:08 PM
City of South San Francisco
Security Level: Email, Account Authentication Signature Adoption: Uploaded Signature Image (None) Using IP Address: 199.181.122.2
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Joshua Richardson - DS Sent: 6/24/2025 3:51:11 PM
[email protected] Viewed: 6/26/2025 2:45:41 PM
Soniy Level: Email, Account Authentication Signed: 6/26/2025 2:50:53 PM Signature Adoption: Pre-selected Style
Using IP Address: 199.181.122.2
Electronic Record and Signature Disclosure:

Accepted: 4/5/20219:42:29 AM
ID: 48c58f6d-7b43-4f0a-9b35-e1521e9fb5af
McCanna Hancock -Signed by: Sent: 6/26/2025 2:50:56 PM
[email protected] Melanna Hancock Resent: 7/17/2025 11:08:32 AM Security Level: Email, Account Authentication Resent: 7/17/2025 11:09:00 AM (None) Resent: 7/18/2025 4:16:40 PM
Signature Adoption: Pre-selected Style
Viewed: 7/23/2025 6:31:43 AM
Using IP Address: 76.126.48.189 Signed: 7/23/2025 6:32:19 AM Electronic Record and Signature Disclosure:

Accepted: 7/23/2025 6:31:43 AM
ID: 6675ba01-3d61-4f1b-b40e-cf2610cf6640
Greg Mediati - DocuSigned by: Sent: 7/23/2025 6:32:23 AM [email protected] Greg Mediati Viewed: 7/23/2025 9:20:09 AM -F77061009FC8448..

Deputy Director Park & Rec Signed: 7/23/2025 9:20:32 AM City of South San Francisco
Signature Adoption: Pre-selected Style
Security Level: Email, Account Authentication
(None) Using IP Address: 199.181.122.4
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Signer Events Signature Timestamp
Jason Wong -Docusigned by: Sent: 7/23/2025 9:20:35 AM
[email protected] 1-14
Viewed: 7/23/2025 9:37:33 AM
Deputy Finance Director 910C81D40FF6404
Signed: 7/23/2025 9:49:24 AM
City of South San Francisco
Security Level: Email, Account Authentication Signature Adoption: Uploaded Signature Image (None) Using IP Address: 199.181.122.2
Electronic Record and Signature Disclosure:

Accepted: 9/7/2021 10:54:17 AM
ID: 3d748ba4-2514-4bd9-812e-4da172f66213
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Claire Lai Sent: 7/25/2025 4:21:34 PM
[email protected] COPIED
Viewed: 7/25/2025 4:32:40 PM
Sky Woodruff
[email protected]
City Attorney
Signing Group: City Attorney
Soniy Level: Email, Account Aulhentication
Electronic Record and Signature Disclosure:

Accepted: 7/25/2025 2:49:42 PM
ID: 753cfd22-9c35-4232-88c8-70f4c98deb9c
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 6/23/2025 11:26:01 AM
Envelope Updated Security Checked 7/18/2025 4:16:39 PM
Envelope Updated Security Checked 7/18/2025 4:16:39 PM
Envelope Updated Security Checked 8/5/2025 8:48:54 AM
Envelope Updated Security Checked 8/5/2025 8:48:54 AM
Envelope Updated Security Checked 8/5/2025 8:48:54 AM
Envelope Updated Security Checked 8/5/2025 8:48:54 AM
Certified Delivered Security Checked 7/23/2025 9:37:33 AM Signing Complete Security Checked 7/23/2025 9:49:24 AM
Completed Security Checked 8/5/2025 8:48:54 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 6/4/2019 3:56:20 PM Parties agreed to: Joshua Richardson, McCanna Hancock, Jason Wong, Claire Lai

Consequences of changing your mind
If you clect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

How to contact Carahsoft OBO City of South San Francisco:

To contact us by email send messages to: [email protected] To advise Carahsoft OBO City of South San Francisco of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at tony. [email protected] and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address.

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

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

By selecting the check-box next to 'I agree to use electronic records and signatures', you confirm that:
• You can access and read this Electronic Record and Signature Disclosure; and • You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and
• Until or unless you notify Carahsoft OBO City of South San Francisco as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by Carahsoft OBO City of South San Francisco during the course of your relationship with Carahsoft OBO City of South San Francisco.

Frank Grossman - Amendment #3
Final Audit Report 2025-08-07
Created: 2025-08-05
By: Jeanette Yoshida ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAANTigHYqFmySYew9-0EXv3PnONM50UdCg "Frank Grossman - Amendment #3" History
• Document created by Jeanette Yoshida ([email protected]) 2025-08-05 - 4:45:23 PM GMT
Document emailed to [email protected] for signature
2025-08-05 - 4:45:40 PM GMT
Email viewed by [email protected]
2025-08-06 - 1:09:26 AM GMT
Oe Signer [email protected] entered name at signing as Stacy Lee 2025-08-06 - 8:49:01 PM GMT
Oe Document e-signed by Stacy Lee ([email protected])
Signature Date: 2025-08-06 - 8:49:03 PM GMT - Time Source: server Document emailed to Rich Lee ([email protected]) for signature 2025-08-06 - 8:49:06 PM GMT
Email viewed by Rich Lee ([email protected])
2025-08-06 - 9:30:12 PM GMT
Oe Document e-signed by Rich Lee ([email protected])
Signature Date: 2025-08-06 - 9:30:36 PM GMT - Time Source: server Document emailed to Sharon Ranals ([email protected]) for signature 2025-08-06 - 9:30:39 PM GMT
3 Email viewed by Sharon Ranals ([email protected]) 2025-08-06 - 9:45:12 PM GMT
Oe Document e-signed by Sharon Ranals ([email protected]) Signature Date: 2025-08-06 - 9:45:55 PM GMT - Time Source: server Adobe Acrobat Sign
Document emailed to [email protected] for signature
2025-08-06 - 9:45:58 PM GMT
Email viewed by [email protected]
2025-08-07 - 6:26:23 PM GMT
Oo Signer [email protected] entered name at signing as Rosa Govea Acosta 2025-08-07 - 6:27:33 PM GMT
Oe Document e-signed by Rosa Govea Acosta ([email protected]) Signature Date: 2025-08-07 - 6:27:35 PM GMT - Time Source: server Agreement completed.
2025-08-07 - 6:27:35 PM GMT
Adobe Acrobat Sign

South San Francisco City CouncilJune 10, 2026

South San Francisco City Council
June 10, 2026