Vallejo City Council
March 22, 2022

Subject: Fwd: City of Vallejo - Business License Payment has been received Date: Tuesday, February 1, 2022 at 7:05:49 PM Pacific Standard Time From: Jaemin Park
To: Rebecca Lane
Here you go.

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From: [email protected]
Date: February 1, 2022 at 5:32:13 PM PST
To: Jaemin Park <[email protected]>
Subject: City of Vallejo - Business License Payment has been received PARK ENGINEERING, INC.,
Thank you for submi[ng your Business License payment online. A member of our staff will be reviewing your account for any other requirements needed for your business category. If there are no other outstanding issues pending resolu^on, your business license cer^ficate will be sent to you via email.

If you have any ques^ons or concerns, you may contact our office by phone at (707) 302-6074, or by sending an email to [email protected]. Staff is available to assist you Monday through Friday from 8:00 A.M. to 5:00 P.M. (PST).

Thank you for doing business in the City of Vallejo!
Best Regards,
HdL Business Support Center
City of Vallejo
*Please note that your business license payment will be listed as "HdL Tax Trust" on your bank statement.
**The State Disability Access Educa^on Fee is required for all Business License applica^ons and renewals under California Senate Bill 1186. Under federal and state law, compliance with disability access laws is a serious and significant responsibility that applies to all California building owners and tenants with buildings open to the public. You may obtain informa^on about your legal obliga^ons and how to comply with disability access laws at the following agencies: The Division of the State Architect at www.dgs.ca.gov/dsa/home.aspx The Department of Rehabilita^on at www.rehab.cahwnet.gov The California Commission on Disability Access at www.ccda.ca.gov ****************** This is an EXTERNAL EMAIL. Stop and think before clicking links or opening amachments. ******************* CONSENT CALENDAR 8.AA.

DATE: March 22, 2022
TO: Mayor and Members of the City Council
FROM: Beth Schoenberger, Acting Water Director
SUBJECT: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL

SERVICES AGREEMENT AND A DESIGN PROFESSIONAL SERVICES AGREEMENT

WITH SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS FOR WATER

ENGINEERING SERVICES AND DESIGN SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION FOR EACH CONTRACT AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY’S PROGRAM FOR UPGRADING AND REPLACING OUTDATED

CITY WATER INFRASTRUCTURE

RECOMMENDATION
Adopt resolution approving an on-call Consultant and Professional Services Agreement and a Design Professional Services Agreement with Schaaf & Wheeler Consulting Civil Engineers for water engineering services and design services and authorizing the City Manager to execute same in a total amount not-toexceed $2 million for each contract and limited to $500,000 per year for four years as part of the City’s program for upgrading and replacing outdated City water infrastructure.

REASONS FOR RECOMMENDATION
The ability to deploy consultants on an on-call, as-needed basis allows the Water Department to best manage the anticipated workload to deliver capital projects within the allotted time frame to address aging infrastructure and assure drinking water system reliability for customers.

BACKGROUND AND DISCUSSION
The Water Department anticipates using contract services of consultant firms to perform work on various water Capital Improvement Projects (CIP) and water Engineering-related projects. This work will be variable in scope and may be short-term and/or long-term, depending upon the focus. As a practice, many cities enter into on-call agreements with consultant firms to assign work as needed. In addition, many cities choose to enter into on-call agreements with multiple firms in order to ensure that a consultant's workload issues will not get in the way of a city's critical-path needs, allow staff to best fit the expertise of a particular firm with specific needs of an assignment, and obtain competitive pricing.

Water’s Engineering staff are responsible for reviewing planning and development applications, assisting other divisions within the Water Department with maintenance requests, water conservation and resources planning management, inter-agency coordination, implementing grant programs and strategic planning, responding to customer service requests, and delivering the design and construction of Water’s CIP. When Vallejo's drinking water functions were transitioned into a standalone department, the need to tackle the aging infrastructure was identified as a top priority. A long-term financial plan was prepared, a new rate plan was unanimously approved by Council after an 18-month process of robust community engagement, with direction from the City Council Ad Hoc Water Rate Committee. The financial plan included a projected $27M bond issuance. The Bond Issuance was proposed due to the extensive maintenance, rehabilitation, and replacement needs of the City’s aging drinking water infrastructure. In December 2020, after delays Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL

SERVICES AGREEMENT AND A DESIGN PROFESSIONAL SERVICES AGREEMENT

WITH SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS FOR WATER

ENGINEERING SERVICES AND DESIGN SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION FOR EACH CONTRACT AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY’S PROGRAM FOR UPGRADING AND

REPLACING OUTDATED CITY WATER INFRASTRUCTURE

resulting from the pandemic, the City Council approved the Bond Issuance, wherein Water staff had identified a total of fifty-five (55) projects.

Thirty-five (35) of those projects are identified in the published Vallejo FY 2020-21 CIP Budget book. While at the time the Bond proposal anticipated an issuance of $27M, due to record-setting low interest rates at the time of the bond sale (January 2021), the annual projected debt service funded an issuance of $52M, an addition of $25M dollars earmarked for investment in the drinking water system infrastructure for the long term benefit of system reliability for customers. Specialized design and consultant work is a prerequisite to developing the scope and framework for the resulting construction projects. The Bond Issuance requires a minimum of 80% of bond funds be spent within three (3) years. Current staffing levels in Water Engineering are not sufficient to support this requirement while managing the existing workload.

In order to meet the current and anticipated needs for the Water Department’s Capital Improvement Projects which will be funded through the Bond Issuance, as well as emerging critical maintenance needs, City staff issued a Request for Qualifications (RFQ) asking that qualified consultants submit a Statement of Qualifications (SOQ) demonstrating their ability to perform the following services as related specifically to the Water industry in the following major categories:
 Program/Project Management
 Pipeline Design
 Pump Station and Tank Studies, Assessments, and Design  Water Treatment Plant Studies, Assessments, and Design  Earthen Dams and Associated Geotechnical and Structural Engineering  Hydrology Evaluations
 Water Distribution System Hydraulic Modeling
 Electrical Engineering
 Water Resources Management
 Environmental Permitting, CEQA and Restoration
 Construction Management
 Telecommunication Services
The RFQ for On-Call Water Engineering Consulting was released on July 12, 2021. Twentythree proposals were submitted by the due date of August 9, 2021. Staff reviewed the SOQs and ranked each firm by scoring them based on the following criteria as listed in the RFQ:
 Firm’s relevant experience and familiarity with issues applicable to the City’s needs. (50%)  Qualifications of the firm and assigned individuals. (25%)  Fee structure and cost-effectiveness of the consultants. (15%) Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL

SERVICES AGREEMENT AND A DESIGN PROFESSIONAL SERVICES AGREEMENT

WITH SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS FOR WATER

ENGINEERING SERVICES AND DESIGN SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION FOR EACH CONTRACT AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY’S PROGRAM FOR UPGRADING AND

REPLACING OUTDATED CITY WATER INFRASTRUCTURE

 Reference checks. (10%)
Due to the extensive responsibilities of the Water Department Engineering team and bond obligations, the firms represented by each of the contracts included with this staff report were selected to best meet those needs. These firms possess various requested areas of expertise as set forth in each contract, have recent experience handling on-call services for municipalities, are available to commence services immediately, and have resources and staffing to complete assignments on a timely basis.

Each of the firms have been notified that they are being recommended for agreements in an amount not to exceed $500,000 annually over the initial four-year term of the contract. The specific scope of services, schedule, and cost of work will be defined on a statement of work basis. The statement of work will be signed by the Water Director and the consulting firm prior to beginning work.

Schaaf & Wheeler Consulting Engineers proposed in the areas of Pipelines and Pump Stations and Tanks; Hydrology Evaluations and Water Distribution System Hydraulic Modeling and will be awarded both a Design Professional Agreement and a Consultant and Professional Agreement. A Design Professional Agreement is an agreement for consultants to provide the design and specifications required for a capital project. A Consultant and Professional Agreement covers a similar range of consulting services, such as guidance, plan review, feasibility studies, and planning studies, however it does not include design criteria.

Staff recommends authorizing the City Manager to execute agreements Schaaf & Wheeler Consulting Engineers. This action will authorize the City Manager to execute agreements that will establish a pool of professional consultants under contract with the City through June 30, 2026, with an option to extend agreements for one year.

FISCAL IMPACT
This proposed action will not have any direct impact on the General Fund. Funds to pay each firm for asneeded consultant services in an amount not to exceed $500,000 annually over the initial four-year term contract will come from existing (and future) capital improvement project budgets within the Water Enterprise Fund based on allocated bond funding. The contracts also include a potential one-year extension in a not-toexceed amount of $500,000.

ENVIRONMENTAL REVIEW
This action is exempt from the California Environmental Quality Act (CEQA) because it is not a project which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, pursuant to CEQA Guideline section 15378.

ATTACHMENTS

1. Resolution Awarding On-Call Contracts_Schaaf&Wheeler

2. Schaaf_Consultant & Professional Services Agreement_Complete (1) Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL

SERVICES AGREEMENT AND A DESIGN PROFESSIONAL SERVICES AGREEMENT

WITH SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS FOR WATER

ENGINEERING SERVICES AND DESIGN SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION FOR EACH CONTRACT AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY’S PROGRAM FOR UPGRADING AND

REPLACING OUTDATED CITY WATER INFRASTRUCTURE

CONTACT
Beth Schoenberger, Acting Water Director (707) 648-5439 [email protected]
Kent Carothers, P.E. Water Engineering Manager (707) 648-4309 [email protected]
Approved as to form:

By: for
Veronica Nebb, City Attorney
RESOLUTION NO. 22- _____ N.C.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO

APPROVING AND AWARDING A DESIGN PROFESSIONAL AGREEMENT AND ON-CALL

CONSULTANT AND PROFESSIONAL SERVICES CONTRACT TO SCHAAF AND

WHEELER CONSULTING ENGINEERS FOR WATER ENGINEERING CONSULTING AND

DESIGN SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME WHEREAS, the Water Department recently updated its FY2021-2022 Capital Improvement Program (CIP) to incorporate a portion of $52 million in proceeds received in February 2021 from a Bond Issuance and is now embarking on an aggressive program to update its infrastructure; and
WHEREAS, the City of Vallejo Water Department Engineering division current staffing level is not sufficient to support the design and implementation of the current CIP, requiring outside consultants to provide technical expertise on a range of disciplines necessary to complete bondfunded CIP projects; and WHEREAS, the City of Vallejo Water Department Engineering Division requires a broad spectrum of consultant expertise, experience, and support to implement the purpose and required timeframe for implementation of the bond funded projects on top of their existing engineering duties in the Department; and
WHEREAS, on July 12th, 2021, the City of Vallejo Water Department published the Request for Qualification for On-Call Water Engineering Consulting Services requesting qualifications that could cover twelve water engineering specific disciplines in order to create a readily-available pre-screened group of qualified consultants to be deployed as-needed to a wide range of technical specialties necessary to successfully complete the bond-funded CIP projects in a timely and high quality manner; and
WHEREAS, twenty-three proposals were received from the following consulting firms: 4Leaf, Balance Hydrologics, BKF Engineers, Carollo Engineers, Consolidated CM, Dewbery, EKI, FreyerLaureta, GEI Consultants, GHD, HDR, HydroScience, Interwest, Lee and Ro, NCE, NexGen, Park Engineering, Sandis, Schaaf & Wheeler, Sequoia, West Yost, WRA and Zanjero/Tully & Young.

WHEREAS, the City of Vallejo Water Department created a selection panel consisting of licensed engineers and qualified project management professionals. Each proposal was given a score based on the demonstrated understanding of the services requested, the firm’s relevant experience and familiarity with issues applicable to the project, the qualifications of the firm and assigned individuals, the acceptability and scope of service capabilities, and the fee structure; and
WHEREAS, seventeen consultants were selected to provide a minimum of two consultants per discipline to cover all twelve disciplines with the intent to obtain expertise within the industry and competitive pricing within each discipline; and
WHEREAS, Schaaf & Wheeler Consulting Engineers is included in this resolution to provide Pipelines and Pump Stations and Tanks; Hydrology Evaluations and Water Distribution System Hydraulic Modeling; and
WHEREAS, two types of contracts can be awarded, a Design Professional Services contract and a Consultant and Professional Services Agreement; and WHEREAS, each contract awarded is not to exceed $500,000 annually for four years and includes the option to extend for up to one year; and
WHEREAS, a total of two contracts are included in this resolution; and WHEREAS, the City’s Water Department has sufficient money in its Water Enterprise Funds to pay for this work.

NOW, THEREFORE BE IT RESOLVED that the Council hereby approves contracts between the City of Vallejo and Schaaf & Wheeler Consulting Engineers in an amount not to exceed $500,000 per year for four years with an option to extend for an additional year at $500,000, to be paid from the Water Department’s Water Enterprise Funds and authorizes the City Manager to execute same.

Adopted by the City Council of the City of Vallejo at a regular meeting held on Marchs 22, 2022, with the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
______________________________________

ROBERT MCCONNELL, MAYOR
ATTEST:
______________________________________
DAWN G. ABRAHAMSON, CITY CLERK
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 10 Approved as to form:

By: for
Veronica Nebb, City Attorney

CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT
This Consultant and Professional Services Agreement ("Agreement") is made at Vallejo, California, dated for reference this 22nd day of March, 2022, by and between the City of Vallejo, a municipal corporation ("City"), and Schaaf & Wheeler Consulting Civil Engineers, a California corporation, hereinafter referred to as “Consultant”, who agree as follows:

1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide the City professional services as specified in Exhibit A, entitled “Scope of Work.”

2. Payment. City shall pay Consultant for services rendered pursuant to this Agreement at the times and in the manner set forth in Exhibit B, entitled “Compensation.” The payments specified in Exhibit B shall be the only payments to be made to Consultant for services rendered pursuant to this Agreement.

3. Facilities and Equipment. Consultant shall, at its sole cost and expense, furnish all facilities and equipment which may be required for furnishing services pursuant to this Agreement.

4. Indemnification. Consultant shall indemnify, hold harmless, and defend City, its officers, officials, directors, employees, agents, volunteers and affiliates and each of them from any and all claims, demands, causes of action, damages, costs, expenses, actual attorney’s fees, consultant’s fees, expert fees, losses or liability, in law or in equity, of every kind and nature whatsoever arising out of or in connection with Consultant’s operations, or any subcontractor’s operations, to be performed under this agreement for Consultant’s or subcontractor’s tort negligence including active or passive, or strict negligence, including but not limited to personal injury including, but not limited to bodily injury, emotional injury, sickness or disease, or death to persons and/or damage to property of anyone, including loss of use thereof, caused or alleged to be caused by any act or omission of Consultant, or any subcontractor, or anyone directly or indirectly employed by any of them or anyone for the full period of time allowed by the law, regardless to any limitation by insurance, with the exception of the sole negligence or willful misconduct of the City.

The provisions of this section shall survive the expiration or termination of this Agreement.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 10

5. Insurance Requirements. Consultant agrees to comply with all of the Insurance Requirements set forth in Exhibit C, entitled “Insurance Requirements for Consultant.” Failure to maintain required insurance at all times shall constitute a default and material breach.

6. Accident Reports. Consultant shall immediately report (as soon as feasible, but not more than 24 hours) to the City Risk Manager any accident or other occurrence causing injury to persons or property during the performance of this Agreement. The report shall be made in writing and shall include, at a minimum: (a) the names, addresses, and telephone numbers of the persons involved, (b) the names, addresses, and telephone numbers of any known witnesses, (c) the date, time, and description of the accident or other occurrence.

7. Conflict of Interest. Consultant warrants and represents that to the best of its knowledge, there exists no actual or potential conflict between Consultant’s family, business, real property or financial interests and the services to be provided under this Agreement. Consultant shall comply with the City of Vallejo Conflict of Interest Code and not enter into any contract or agreement during the performance of this Agreement which will create a conflict of interest with its duties to City under this Agreement. In the event of a change in Consultant’s family, business, real property, or financial interests occurs during the term of this Agreement that creates an actual or potential conflict of interest, then Consultant shall disclose such conflict in writing to City. Every individual who performs services on behalf of Consultant pursuant to this Agreement must file a full Statement of Economic Interests (also known as Form 700) with the City Clerk if the work of the individual involves making a governmental decision whether to issue, deny, suspend, or revoke any permit, license, application, certificate, approval, order, or similar authorization or entitlement; authorizes the City to enter into, modify, or renew a contract; grants City approval of specifications for a contract; adopts or approves for the City any policy, standard or guideline; lobbies on behalf of the City, or performs the same or substantially all the same duties for the City that would otherwise be performed by an individual holding a position specified in the City’s Conflict of Interest Code.

8. Independent Contractor. Consultant is an independent contractor. Neither Consultant nor any of Consultant’s officers, employees, agents, or subcontractors, if any, is an employee of City by virtue of this Agreement or performance of any services pursuant to this Agreement. City shall have the right to control Consultant only insofar as the results of Consultant’s services rendered pursuant to this Agreement; however, City shall not have the right to control the means by which Consultant accomplishes services pursuant to this Agreement.

9. Licences, Permits, Etc. Consultant represents and warrants to City that all consultant services shall be provided by a person or persons duly licensed by the State of California to provide the type of services to be performed under this Agreement and that Consultant has all the permits, qualifications and approvals of Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 10 whatsoever nature which are legally required for Consultant to practice its profession. Consultant represents and warrants to City that it shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession.

10. Business License. Consultant, and its subcontractors, has obtained or agrees to apply prior to performing any services under this Agreement to City’s Finance Department for a business license, pay the applicable business license tax and maintain said business license during the term of this Agreement. The failure to obtain such license shall be a material breach of this Agreement and grounds for termination by City. No payments shall be made to Consultant until such business license(s) has been obtained.

11. Standard of Performance. Consultant shall provide products and perform all services required pursuant to this Agreement in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised under similar conditions by a member of Consultant’s profession currently practicing in California.

Consultant is responsible for making an independent evaluation and judgment of all conditions affecting performance of the work, including without limitation applicable federal, state, and local laws and regulations, and all other contingencies or considerations.

Consultant’s responsibilities under this section shall not be delegated. Consultant shall be responsible to City for acts, errors, or omissions of Consultant’s subcontractors.

Consultant is responsible for making an independent evaluation and judgment of all conditions affecting performance of the work and shall prepare plans, reports, and/or other work products in such a way that additional costs will not be incurred beyond a project budget approved or amended by the City Manager or his or her designee.

Whenever the scope of work requires or permits review, approval, conditional approval or disapproval by City, it is understood that such review, approval, conditional approval or disapproval is solely for the purposes of administering this Agreement and determining whether the Consultant is entitled to payment for such work, and not be construed as a waiver of any breach or acceptance by the City of any responsibility, professional or otherwise, for the work, and shall not relieve the Consultant of responsibility for complying with the standard of performance or laws, regulations, industry standards, or from liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of Consultant.

Consultant and Professional Services Agreement (Revised 01.2019) Page 4 of 10

12. Force Majeure. Neither party shall be considered in default of this Agreement to the extent performances are prevented or delayed by causes or circumstances beyond either party’s reasonable control, such as war, riots, strikes, lockouts, work slowdown or stoppage, acts of God, such as floods or earthquakes, and electrical blackouts or brownouts.

In the event that the Consultant is unable to meet the completion date or schedule of services, Consultant shall immediately inform the City Representative of this in writing. If additional time is required to perform the work, the City Representative may adjust the schedule.

13. Time is of the Essence. Time is of the essence in this Agreement. Any reference to days means calendar days, unless otherwise specifically stated.

14. Personnel. Consultant agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement.

The payment made to Consultant pursuant to this Agreement shall be the full and complete compensation to which Consultant and Consultant’s officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither Consultant nor Consultant’s officers or employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of Consultant. The City shall not be required to pay any workers' compensation insurance on behalf of Consultant.

Consultant shall pay, when and as due, any and all taxes incurred as a result of Consultant’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.

15. Consultant Not Agent. Except as authorized under this Agreement or as City may authorize in a letter of authorization signed by the City Manager or his or her designee, Consultant shall have no authority, express or implied to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, under this Agreement, to bind City to any obligation whatsoever.

16. Term. The term of this Agreement shall commence on March 8, 2022, and shall continue in full force and effect until June 30, 2026.

City shall, at its discretion, have the right to extend the term of this Agreement, in intervals of one year, by written notice to Consultant. The total duration of this Consultant and Professional Services Agreement (Revised 01.2019) Page 5 of 10 Agreement, including the exercise of any options under this section, shall not exceed June 30, 2027.

If the term of this Agreement extends into fiscal years subsequent to that in which it is approved, such continuation of the Agreement is contingent on the appropriation of funds for such purpose by the City Council of the City of Vallejo.

If funds to effect such continued payment are not appropriated, Consultant agrees to terminate any services supplied to City of Vallejo under this Agreement, and relieve City of any further obligation therefore.

17. Termination or Abandonment by City. The City has the right, at any time and in its sole discretion, to immediately terminate or abandon any portion or all of the services to be provided under this Agreement by giving notice to Consultant.

Upon receipt of a notice of termination, Consultant shall perform no further work except as specified in the notice. Before the date of termination, Consultant shall deliver to City all City records and documents, all work product, whether completed or not, as of the date of termination and not otherwise previously delivered.

The City shall pay Consultant for services performed in accordance with this Agreement before the date of termination. If this contract provides for payment of a lump sum for all services or by task and termination occurs before completion of the work or any defined task which according to the performance schedule was commenced before the notice of termination, the fee for services performed shall be based on an amount mutually agreed to by City and Consultant for the portion of work completed in conformance with this Agreement before the date of termination. In addition, the City will reimburse Consultant for authorized expenses incurred and not previously reimbursed. The City shall not be liable for any fees or costs associated for the termination or abandonment except for the fees, and reimbursement of authorized expenses, payable pursuant to this section.

18. Products of Consulting Services. The work product, including without limitation, all writings, work sheets, reports, recordings, drawings, files, detailed calculations and other work products, whether complete or incomplete, of Consultant resulting from services rendered pursuant to this Agreement, shall become the property of City. Consultant agrees that all copyrights which arise from creation of the work under this Agreement shall be vested in the City and waives and relinquishes all claims to copyright or other intellectual property rights in favor of the City. City acknowledges that its use of the work product is limited to the purposes contemplated by the scope of work and that the Consultant makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work.

Documents submitted to the City in electronic format shall be formatted according to specifications provided by the City, or if not otherwise specified, in Microsoft Word, Excel, PowerPoint or other Microsoft Office Suite (2002) format as appropriate for the particular work product or, if directed by the City Representative Consultant and Professional Services Agreement (Revised 01.2019) Page 6 of 10 in Adobe Acrobat PDF format.

19. Cooperation by City. City shall, to the extent reasonable and practicable, assist and cooperate with Consultant in the performance of Consultant’s services hereunder.

20. Assignment and Subcontracting. Consultant shall not subcontract, assign or transfer voluntarily or involuntarily any of its rights, duties or obligation under this Agreement without the express written consent of the City Manager or his or her designee in each instance. Any attempted or purported assignment of any right, duty or obligation under this Agreement without said consent shall be void and of no effect.

If subcontracting of work is permitted, Consultant shall pay its subcontractor within ten (10) days of receipt of payment by City for work performed by a subcontractor and billed by the Consultant. Use of the term subcontractor in any other provision of this contract shall not be construed to imply authorization for Consultant to use subcontractors for performance of any service under this Agreement.

The City is an intended beneficiary of any work performed by Consultant’s subcontractor for purposes of establishing a duty of care between the subcontractor and City.

Any subcontractor or assignee consented to by City shall be bound by all terms and conditions of this agreement and the same shall be incorporated into and made a part of any assignment or subcontractor agreement.

21. Successors and Assigns. All terms, conditions, and provisions of this Agreement shall apply to and bind the respective heirs, executors, administrators, successors, and assigns of the parties. Nothing in this section is intended to affect the limitation on assignment.

22. Non-Discrimination/Fair Employment Practices.
(a) Consultant shall not, because of race, religious creed, color, sex, national original, ancestry, disability, medical condition, age, marital status or sexual orientation of any person, refuse to hire or employ, or to bar or discharge from employment, or to discriminate in compensation, or in terms, conditions or privileges any person, and every employee will receive equal opportunity for employment and shall be granted equal treatment with respect to compensation, terms, conditions or other privileges of employment, without regard to his race, religious creed, color, sex, national origin, ancestry, or disability, medical condition, age, marital status or sexual orientation.

Consultant warrants and represents it is an equal opportunity employer and agrees it shall not discriminate on the basis of race, religious creed, color, sex, national Consultant and Professional Services Agreement (Revised 01.2019) Page 7 of 10 origin, ancestry, disability, medical condition, age, marital status or sexual orientation in the selection and retention of employees, subcontractors or procurement of materials or equipment.

In all solicitations either by competitive bidding or negotiations made by Consultant for work to be performed under any subcontract, including procurement of materials or equipment, each potential subcontractor or supplier shall be notified by Consultant of Consultant’s obligation under this Agreement relative to nondiscrimination and fair employment practices.

Consultant shall include the above provisions of this section in every subcontract, including procurement of materials or equipment.
(b) Consultant agrees to comply with Title VII of the Civil Rights Act of 1964, as amended, the California Fair Employment Practices Act, the Americans with Disabilities Act of 1990, any other applicable federal and state laws and regulations and City ordinances and regulations hereinafter enacted.

23. Notices. All notices or instruments required to be given or delivered by law or this Agreement shall be in writing and shall be effective upon receipt thereof and shall be by personal service or delivered by depositing the same in any United States Post Office, registered or certified mail, postage prepaid, addressed to:

If to City: Beth Schoenberger, Acting Director
City of Vallejo, Water Department
202 Fleming Hill Road
Vallejo, CA 94589
If to Consultant: Glen Anderson, Vice President
Schaaf & Wheeler Consulting Civil Engineers
1171 Homestead Road, Suite 255
Santa Clara, CA 95050
Any party may change its address for receiving notices by giving written notice of such change to the other party in accordance with this section.

Routine administrative communications shall be made pursuant to section 1 of Exhibit A.

24. Integration Clause. This Agreement, including all Exhibits, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. This Agreement shall not be amended or modified except by a written agreement executed by each of the parties hereto.

Consultant and Professional Services Agreement (Revised 01.2019) Page 8 of 10

25. Severability Clause. Should any provision of this Agreement ever be deemed to be legally void or unenforceable, all remaining provisions shall survive and be enforceable.

26. Law Governing. This Agreement shall in all respects be governed by the law of the State of California without regard to its conflicts of law rules. Litigation arising out of or connected with this Agreement shall be instituted and maintained in the courts of Solano County in the State of California or in the United States District Court, Eastern District of California, Sacramento, California, and the parties consent to jurisdiction over their person and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts.

27. Waiver. Waiver by either party of any default, breach or condition precedent shall not be construed as a waiver of any other default, breach or condition precedent or any other right hereunder.

28. Ambiguity. The parties acknowledge that this is a negotiated agreement, that they have had the opportunity to have this Agreement reviewed by their respective legal counsel, and that the terms and conditions of this Agreement are not to be construed against any party on the basis of such party's draftsmanship thereof.

29. Gender. All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural, as the identifications of the person or persons, firm or firms, corporation or corporations may require.

30. Headings. The section headings contained in this Agreement are inserted for convenience only and shall not affect in any way the meaning or interpretation of this Agreement.

31. Compliance with Laws. Consultant will comply with all statutes, regulations and ordinances in the performance of all services under this Agreement.

32. Confidentiality of City Information. During the performance of services under this Agreement, Consultant may gain access to and use City information regarding, but not limited to, procedures, policies, training, operational practices, and other vital information (hereafter collectively referred to as "City Information") which are valuable, special and unique assets of the City. Consultant agrees that it will not use any information obtained as a consequence of the performance of services under this Agreement for any purpose other than fulfillment of Consultant’s scope of work , to protect all City Information and treat it as strictly confidential and proprietary to City, and that it will not at any time, either directly or indirectly, divulge, disclose or communicate in any manner any City Information to any third party, other than its own employees, agents or subcontractors who have Consultant and Professional Services Agreement (Revised 01.2019) Page 9 of 10 a need for the City Information for the performance of services under this Agreement, without the prior written consent of City, or as required by law.

Consultant shall treat all records and work product prepared or maintained by Consultant in the performance of this Agreement as confidential.

A violation by Consultant of this section shall be a material violation of this Agreement and will justify legal and/or equitable relief.

Consultant’s obligations under this section shall survive the completion of services, expiration or termination of this Agreement.

33. News and Information Release. Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from City through the City Representative.

34. City Representative. The City Representative specified in Exhibit A, or the representative's designee, shall administer this Agreement for the City.

35. Counterparts. The parties may execute this Agreement in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument.

36. Facsimile Signature; Electronic Signature. This Agreement shall be binding upon the receipt of facsimile signatures or e-mailed by PDF or otherwise.

Any person transmitting his or her signature by facsimile or electronically shall promptly send an original signature to the other party pursuant to the notice provision of this Agreement. The failure to send an original shall not affect the binding nature of this Agreement.

37. Authority. The person signing this Agreement for Consultant hereby represents and warrants that he/she is fully authorized to sign this Agreement on behalf of Consultant.

38. Exhibits. The following exhibits are attached hereto and incorporated herein by reference:

Exhibit A, entitled “Scope of Work,” including any attachments Exhibit B, entitled “Compensation,” including any attachments Exhibit C, entitled “Insurance Requirements,” including attachments [SIGNATURES ON FOLLOWING PAGE]
Consultant and Professional Services Agreement (Revised 01.2019) Page 10 of 10 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year shown below the name of each of the parties.

SCHAAF & WHEELER CONSULTING

CIVIL ENGINEERS
a California corporation
By:

Glen Anderson
Vice President
DATE:
(City Seal)

CITY OF VALLEJO,
a municipal corporation
By:

Mike Malone
Interim City Manager
DATE:

ATTEST:

By:

Dawn Abrahamson
City Clerk
APPROVED AS TO CONTENT:

Beth Schoenberger
Acting Water Director
APPROVED AS TO FORM:

For
Veronica A. F. Nebb
City Attorney
APPROVED AS TO INSURANCE:

Armond Sarkis
Risk Manager
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 2 Exhibit A – Scope of Work

EXHIBIT A

SCOPE OF WORK

1. Representatives. The City Representative for this Agreement is:

Matt Brown, P.E., Senior Engineer
Water Department, City of Vallejo
202 Fleming Hill Road
Vallejo, CA 94589
[email protected]
The Consultant’s Representative for this Agreement is:

Glen Anderson, Vice President
Schaaf & Wheeler Consulting Civil Engineers
1171 Homestead Road, Suite 255
Santa Clara, CA 95050
[email protected]
All routine administrative communications between the parties will be between the above-named representatives and may be by personal delivery, mail, or electronic mail as agreed between the Consultant Representative and City’s Representative.

2. Services to be Provided. The Consultant will provide as-needed services for City of Vallejo Water Department projects as assigned by Water Department staff, in written Statements of Work, executed by Consultant before commencement of work on the project. At the discretion of Water Department staff, and considering the capabilities of Consultant, assignments shall be given to Consultant in Hydrology Evaluations and Water Distribution System Hydraulic Modeling, as more fully set forth in Attachment 1 to Exhibit A, which is incorporated herein by this reference. City shall have no obligation to pay Consultant for any work performed by Consultant that is not set forth in this Agreement or in a Statement of Work.

3. Time for Performance. Consultant will perform services according to the schedule negotiated for each Statement of Work. If the schedule calls for the services to be performed in phases or discrete increments, Consultant shall not proceed from one phase or increment to the next without written authorization from the City’s Representative. Consultant will complete all services for any Statement of Work by the agreed upon date set forth in the Statement of Work.

4. Key Personnel. All of the individuals identified below are necessary for the successful prosecution of the services due to their unique expertise and depth and breadth of experience. There shall be no change in the personnel listed below, Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 2 Exhibit A – Scope of Work
without written approval of the City Representative. Consultant recognizes that the composition of this team was instrumental in the City’s decision to award the work to Consultant and that compelling reasons for substituting these individuals must be demonstrated for the City’s consent to be granted. Any substitutes shall be persons of comparable or superior expertise and experience. Failure to comply with the provisions of this section shall constitute a material breach of Consultant’s obligations under this Agreement and shall be grounds for termination.

Key personnel will be as identified in Statements of Work.

In mid-2021, the City expects to begin executing a prioritized list of projects identified in its Capital Improvement Program (CIP) that will require immediate resources using several On-call Consultants. These projects will be varied and will require consulting firms with diverse and specialized skill sets. Other services, such as conceptual-level studies, may be needed to support executable design of the CIP. The anticipated service categories are listed below.

1. PROGRAM/PROJECT MANAGEMENT
Consultant will serve as an extension of staff and may provide overall program and project management for projects. Familiarity with Caltrans Projects and their Right of Way (ROW) Manual may be beneficial. The Consultant will schedule and conduct remote project meetings with staff and may be required to work at least two (2) days a week in the Water Department Engineering office located at 202 Fleming Hill Road, Vallejo, California, under COVID-19 provisions for Solano County.

Potential projects include:
• Overseeing another consultant preparing the design of a large diameter pipeline in an area outside the City requiring coordination with Napa County. • Review of developer plans as part of the developer review process. • Assistance with developing project schedules and budgeting for CIP projects.
• Assist with the planning and implementation of a Water Exchange Policy and/or water supply agreements with neighboring municipalities. • Managing implementation of replacement of water meters across the service area.
• Management and tracking expenditures for numerous on-call consulting and contractor contracts.

2. PIPELINES
Consultant will have demonstrated capability and experience in design of new pipelines, which may include alignment studies, profile and plan drawings, hydraulic gradient drawings, selection and sizing of pipe, linings, coatings, fittings, valves, blow off vaults, air release vaults, corrosion protection methods, startup and shut down procedures, and trenchless installation methods including sliplining. Familiarity with Caltrans Projects and their Right of Way (ROW) Manual may be beneficial.

Potential projects include:
• Design of a large diameter raw water pipeline in an area outside the City requiring coordination with Napa County.

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ATTACHMENT 1 TO EXHIBIT A
• Design of the City's annual distribution main replacement projects. • Development of a water main prioritization list based on leak data, pipe characteristics and the City's pavement program.
• Design of the slip-lining of a 24-inch pipe with a 10-inch pipe within a Caltrans right-of-way.
• Management of potholing to locate utilities for a pipeline design project.

3. PUMP STATIONS AND TANKS
Consultant will have demonstrated capability and experience in performing feasibility studies, condition assessments, and design for upgrading existing and designing new pump stations and tanks. Tasks may include pump/motor sizing and selection, pipe sizing, hydraulic surge analysis, selection and sizing of valves, instrumentation and controls, pipe supports, site studies, electrical power requirements, etc.

Potential projects include:
• Design of a new pump station to replace a below-grade pump station in a busy street.
• Condition assessment of a hydropneumatic pump station and tank, and preparation of a report with recommended upgrades.
• Design of a series of 5-6 MG tanks to replace a 37 MG concrete lined reservoir.
• Preparation of specifications and obtaining quotes to replace pumps in kind at a pump station.
• The design and implementation of SCADA upgrades and integration with existing SCADA network.

4. WATER TREATMENT PLANTS
Consultant will have demonstrated capability and experience in water treatment plant processes and facilities. Consultant may perform feasibility studies, preliminary design, detailed design, and startup services for new or upgraded water treatment facilities; perform comparative analysis of treatment methods, including operational impacts, initial cost, life cycle cost, effectiveness of meeting treatment goals; plant siting studies; plant hydraulics; Supervisory Control and Data Acquisition (SCADA) requirements; and other requirements. Consultant may assist the Water Department in interactions and negotiations with the Department of Drinking Water (DDW) regarding design review and permit revisions for new or upgraded treatment facilities.

Consultant may be required to optimize existing water treatment plant processes, review standard operating procedures, and recommend changes, evaluate process/equipment requirements ahead of water source/quality changes, be V:\OWater\On-Call Consulting.Docx
familiar with existing and proposed water quality regulations and understand the impacts to the treatment plant processes.

Potential upcoming projects include:
• Design of a new 5 MGD water treatment plant featuring ozone, plate settling actiflow or Ml EX technologies.
• Design of replacement of flocculation and sedimentation equipment. • Condition assessment and design of the rehabilitation of chemical feed systems.
• The design and implementation of SCADA upgrades and integration with existing SCADA network.

5. EARTHEN DAMS AND ASSOCIATED GEOTECHNICAL AND STRUCTURAL

ENGINEERING
Consultant will have demonstrated capability and experience studying and designing improvements for earthen dams and their associated infrastructure such as spillways, fish releases and outlets. Consultant may be required to inspect dams and all appurtenant structures, including spillways and outlet towers, and be capable of evaluating deficiencies and the degree of hazard associates with the deficiencies, and to provide demonstrated experience in designing repairs to address such deficiencies. Consultant will demonstrate experience in the permitting and construction of dams, as well as the demolition of dams and/or related structures, and the development, design, and operation of pumped storage systems. Consultant will have experience with the regulatory agencies that govern dams, particularly the DSOD.

Consultant may perform geotechnical studies, as needed, to support other elements of the CIP (e.g., seismic evaluation or pipeline alignments).

Consultant may perform site investigations to gather data, take samples and measurements, and generally collect the information necessary to perform a structural analysis and evaluation of concrete foundations, tank and reservoir walls, pipe penetrations, all types of pipe, equipment supports, including the analysis of induced vibrations; perform the seismic analysis of such structures, including dams and related structures/appurtenances. Consultant will be capable of performing structural design for upgraded dam facilities.

Potential upcoming projects include:
• Alternatives analysis and cost estimates for raising an earthen dam. • Design of a new concrete lined spillway.
• Assessment and seismic upgrade design for an earthen dam. • Development of a program for landslide monitoring.
• Geotechnical study for a new water tank.

V;\OWater\On-Call Consulting.Docx

6. HYDROLOGY EVALUATIONS
Consultant will have demonstrated past successful experience in performing hydrologic evaluations, primarily to support the DOSD permitting and compliance.

Potential projects include:
• Preparation of inundation studies.
• Spillway modeling and sizing.
• Bathymetric studies to assess the available storage in a reservoir (lake) under different climactic conditions.

7. WATER DISTRIBUTION SYSTEM HYDRAULIC MODELING
Consultant will have successful experience in development and use of hydraulic models of water distribution systems. The City anticipates updating and converting our Geographic Information System (GIS) into a new hydraulic model. The new model will need to be calibrated and used to develop a new Water Master Plan as well as run various theoretical scenarios as part of the planning process for various projects.

Consultant will be capable of analyzing hydraulic systems such as transmission pipelines (i.e., raw water pipelines); treated water distribution systems such as pressure zones with pressure regulating valves, pump stations, tanks, and hydropneumatic zones; pump suction and discharge piping, treatment plant filter gallery piping, treatment plant hydraulics, and may prepare reports as needed to summarize and make recommendations. Consultant will have experience preparing master plans and capital improvement plans (annual budgeting) based on the hydraulic model output for water systems of a similar size.

Potential projects include:
• Fixing connectivity issues of the pipeline network in GIS and assessing SCADA data for importing into a hydraulic model.

Creation of a new hydraulic model for the City system.

Extended period Simulation (EPS) and static calibration of a hydraulic model
Performing fire flow testing.

Using the hydraulic model to prepare a Water Master Plan with recommended pipeline, pressure zone, and storage improvements.

Assessment of the sizing of new facilities (pipes, tanks, pump stations) to connect a new development to the system.

Assessment of downsizing a 37 MG reservoir to a series of 5-6 MG reservoirs.

V;\OWater\On-Call Consulting.Docx 10

8. ELECTRICAL ENGINEERING
Consultant will be experienced in the design of both high and low voltage electrical power systems for water pump stations, water treatment plants; design of stationary and portable electric generator connections, integration of new equipment with existing facilities, work with PG&E on the City's behalf to prepare applications for new service, review code requirements as applicable, perform arc flash studies, develop single-line diagrams and other drawings as needed. Perform on-site startup activities, including oversight of functional and performance testing.

Potential projects include:

Arc flash studies at all the City's pump stations.

Assessment and replacement of constant speed drives with variable speed drives.

Condition assessments of electrical equipment at a water treatment plant.

Design of a permanent backup generator for a 10 MOD pump station.

Condition assessment, bidding and construction oversight of safety upgrades to a high voltage substation.

The design and implementation of remote operation and monitoring equipment and control protocols for existing valves.

Renovation of existing and design and install of new solar powered equipment.

Provide resiliency studies of existing facilities and to provide recommendations and design projects to enable continued operations during PSPS events.

9. WATER RESOURCES MANAGMENT
Consultant will have past successful experience in performing water resources management including evaluations to demonstrate available water supplies are sufficient to support proposed new developments or respond to drought conditions.

Consultant will be familiar with the North Bay Aqueduct and other state and federal water supplies and water rights, climate change impact projections, water demand projections, urban water management planning (UWMP), water exchange policy development, and water conservation.

Potential projects include:
• Preparation of a water supply assessment for a new residential development.
• Development of a water supply model to understand projected water supplies from the City's numerous water supply sources. • Develop and implement a sustainable water exchange policy during drought conditions.
• Prepare public outreach for drought policy measures.

V:\OWater\On-Call Consulting.Docx 11
• Coordinate with Regional, State and Federal Regulatory Agencies. • Update to an UWMP.

10. ENVIRONMENTAL PERMITTING, CEQA AND RESTORATION
Consultant will provide demonstrated experience in all aspects of environmental requirements, including National Pollutant Discharge Elimination System (NPDES) requirements. Storm Water Pollution Prevention (SWPP) requirements, environmental permits and the Califomia Environmental Quality Act (CEQA).

Consultant may be required to determine how environmental and CEQA permitting affect projects at each stage and provide guidance and recommendations for balancing design options with any and all regulatory agencies that may have purview over them. Consultant may perform biology, habitat/vegetation and wildlife studies. Consultant may be asked to design creek, habitat or landscape restoration.

Potential projects include:
• CEQA compliance, permitting and restoration for a dam upgrade project. • CEQA compliance, permitting and landscape design for the abandonment of a 16 MG reservoir in a residential neighborhood.
• CEQA compliance and permitting for a new pipeline crossing a creek.

11. CONSTRUCTION MANAGEMENT
Consultant will be competent in the provision of construction management services including conducting meetings, coordinating with design professionals and City staff, managing documentation, managing schedules, performing daily field inspections, and managing conflict resolution. Consultant will be expected to review contractor prevailing wage statements for compliance with Department of Industrial Relations (DIR) requirements. Materials testing is to be performed by others.

Potential projects include:
• Construction management for a new water tank or pump station. • Review of prevailing wage statements for the City's annual main replacement program.
• Construction management for construction of a new dam spillway. • Construction management of raw water transmission line replacements. • Construction management of treatment plant upgrades for flocculation, filter media, ozone generation, chemical storage facilities, and solar power upgrades.

V:\OWater\On-Call Consulting.Docx 12

12. TELECOMMUNICATION SERVICES
Consultant will perform analysis of antenna, microwave and communication systems and provide analysis of radiation patterns, antenna gain and efficiency for communication systems and integration of AMI metering devices for data collection and billing applications. Consultant will also provide analysis for communication tower design including monopole solutions for communication of data between facilities.

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Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 3 Exhibit B - Compensation

EXHIBIT B

COMPENSATION

1. Consultant’s Compensation.

A. Services: City agrees to pay Consultant, at the rate(s) specified below, for those services set forth in Exhibit A of this Agreement and for all authorized reimbursable expenses, for a total not to exceed Two Million Dollars and 00 Cents as set forth below:

FISCAL YEAR NOT TO EXCEED AMOUNT
FY22 $500,000
FY23 $500,000
FY24 $500,000
FY25 $500,000
Consultant shall notify City in writing no later than thirty (30) days prior to the estimated date when Consultant will have billed City the maximum payment amount permitted under this Agreement, and Consultant shall provide City with an estimate of the additional compensation required to complete the project.

City agrees to pay Consultant for those services set forth in Exhibit A of this Agreement (identified by Statements of Work) and for all authorized reimbursable expenses upon satisfactory completion of the services and delivery of the work product.

B. Additional Services:

1. Additional Services are those services related to the scope of Services of Consultant as set forth in Exhibit A but not anticipated at the time of execution of this Agreement. Additional Services shall be provided only when a Supplemental Agreement authorizing such Additional Services is approved by the City Manager, or his or her designee. City reserves the right to perform any Additional Services with its own staff or to retain other Consultants to perform said Additional Services.

2. Consultant’s compensation for Additional Services shall be based on the total number of hours spent on Additional Services multiplied by the employees' appropriate billable hourly rate as established below. City, at its option, may negotiate a fixed fee for some or all Additional Services as the need arises. Where a fixed fee for Additional Services is established by mutual Agreement between City and Consultant, compensation to Consultant shall not exceed the fixed fee amount.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 3 Exhibit B - Compensation

2. Appropriate Billable Hourly Rates for Services and Additional Services. Consultant’s billable hourly rates shall be as listed in Attachment 1 of Exhibit B, attached hereto and incorporated herein by this reference.

3. Consultant’s Reimbursable Expenses. Reimbursable Expenses shall be limited to actual reasonable expenditures of Consultant for expenses that are necessary for the proper completion of the Services and shall only be payable if specifically authorized in writing in advance by City.

4. Payments to Consultant.

A. Payments to Consultant shall be made within a reasonable time after receipt of Consultant’s invoice, said payments to be made in proportion to services performed. Consultant may request payment on a monthly basis. Consultant shall be responsible for the cost of supplying all documentation necessary to verify the monthly billings to the satisfaction of City.

B. All invoices submitted by Design Professional shall be (1) billed on a month-to-month basis (i.e., the first of the month through the end of the month), (2) submitted by email to [email protected], and (3) must contain the following information:

1. Description of services billed under the invoice

2. Date of Invoice Issuance

3. Sequential Invoice Number

4. City’s Purchase Order Number

5. Statement of Work Number

6. Social Security Number or Taxpayer Identification Number

7. Amount of the Invoice (Itemize all Reimbursable Expenses)

8. Total Billed to Date
C. Items shall be separated into Services and Reimbursable Expenses.

Billings that do not conform to the format outlined above shall be returned to Consultant for correction. City shall not be responsible for delays in payment to Consultant resulting from Consultant’s failure to comply with the invoice format described above.

D. Request for payment shall be sent to:

Matt Brown, P.E., Senior Engineer
Engineering Division
City of Vallejo Water Department
c/o [email protected]
Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 3 Exhibit B - Compensation

5. Accounting Records of Consultant. Consultant shall maintain for three (3) years after completion of all services hereunder, all records under this Agreement, including, but not limited to, records of Consultant’s direct salary costs for all Services and Additional Services performed under this Agreement and records of Consultant’s Reimbursable Expenses, in accordance with generally accepted accounting practices. Consultant shall keep such records available for audit, inspection and copying by representatives of the City’s Finance Department or other government agencies during regular business hours upon twenty four (24) hours’ notice.

The obligations of Consultant under this section shall survive this Agreement.

6. Taxes. Consultant shall pay, when and as due, any and all taxes incurred as a result of Consultant’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.

7. Taxpayer Identification Number. Consultant shall provide City with Consultant’s complete Request for Taxpayer Identification Number and Certification, Form W-9, as issued by the Internal Revenue Service, and any other State or local tax identification number requested by City.

Fee Schedule
Schaaf & Wheeler 4
Fee Schedule
Personnel Charges
Charges for personnel engaged in professional and/or technical work are based on the actual hours directly chargeable to the project.

Current rates by classification are listed below:

Classification Rate/Hr Classification Rate/Hr
Principal Project Manager $240 Construction Manager $225 Senior Project Manager $225 Senior Resident Engineer $200 Senior Engineer $210 Senior Scientist $200
Associate Engineer $190 Associate Scientist $180
Assistant Engineer $175 Resident Engineer $180
Junior Engineer $165 Assistant Resident Engineer $165
Designer $155
GIS Analyst $150
Technician $150
Engineering Trainee $120
Litigation Charges
Work done in preparation for litigation and other very high level-of-expertise assignments is charged at $350 per hour. Court or deposition time as an expert witness is charged at $450 per hour.

Materials and Services
Subcontractors, special equipment, outside reproduction, data processing, computer services, etc., will be charged at 1.10 times cost.

Effective 1/1/21
ATTACHMENT 1 TO EXHIBIT B
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 4 Exhibit C – Insurance Requirements

EXHIBIT C

INSURANCE REQUIREMENTS
Consultant shall procure and maintain for the duration of this Agreement, including any extensions thereto, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of services hereunder by the Consultant, their agents, representatives, or employees or subcontractors. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named Insured; whichever is greater. No representation is made that the minimum Insurance requirements of this agreement are sufficient to cover the obligations of the Consultant under this agreement.

1. Minimum Scope of Insurance. Coverage shall be at least as broad as:

A. Insurance Services Office form number GL 0002 covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).

B. Insurance Services Office form number CA 0001 covering Automobile Liability, code 1 any auto and endorsement CA 0025.

C. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance.

D. Professional Liability insurance appropriate to the Consultant’s profession (Errors and Omission).

2. Minimum Limits of Insurance. Consultant shall maintain limits no less than:

A. General Liability: $2,000,000 per occurrence for bodily injury, personal injury, and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

B. Automobile Liability: $1,000,000 per accident for bodily injury and property damage.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 4 Exhibit C – Insurance Requirements
C. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. If Consultant is not subject to California Workers’ Compensation requirements, Consultant shall file a completed Request for Waiver of Workers’ Compensation Insurance Form which may be obtained from the City prior to commencing any activity authorized hereunder.

D. Professional Liability (Errors and Omission): Insurance appropriates to the Consultant’s profession with $1,000,000 combined single limit per occurrence, and annual aggregate.

3. Deductible and Self-Insured Retention (SIR). Any deductibles or selfinsured retention must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or selfinsured retention as respects the City of Vallejo, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. All SIRs must be disclosed to the City’s Risk Manager for approval and shall not reduce the limits of liability. Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named Insured or the City.

4. Other Insurance Provisions.

A. Additional Insured Endorsements: The City of Vallejo, its officers, officials, employees, agents and volunteers are to be covered as Additional Insureds as respects; liability, including defense costs, arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased hired or borrowed by the Consultant. Additional Insured endorsements with respect to General Liability, Auto and Umbrella/Excess Insurance shall be attached to the Certificate of Insurance presented to the City.

B. 30 Days’ Notice of Cancellation Endorsements: Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City.

C. Waiver of Subrogation Rights Endorsement: The workers’ compensation policy required hereunder shall be endorsed to state that the workers' compensation carrier waives its right of subrogation against City, its officers, officials, employees, agents and volunteers, which might arise by reason of payment under such policy in connection with Consultant’s performance under this Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 4 Exhibit C – Insurance Requirements
Agreement. The waiver of subrogation rights endorsement in favor of the City of Vallejo shall be attached to the Certificate of Insurance.

D. The limits of Insurance required in this agreement may be satisfied by a combination of primary and umbrella or excess Insurance. Any umbrella or excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City of Vallejo before the City’s own Insurance or self-insurance shall be called upon to protect it as a named insured.

E. The insurance coverage shall contain no special limitations on the scope of protection afforded to the City of Vallejo, its officers, officials, employees, agents or volunteers. For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City of Vallejo, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City of Vallejo, its officers, officials, employees, agents, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.

F. The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

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

H. The City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

5. Acceptability of Insurers. The insurance is to be issued by companies licensed to do business in the State of California. The insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII.

6. Verification of Coverage. Consultant shall furnish the City with certificates of insurance and original endorsements. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. The City reserves the right to obtain a full certified copy of any Insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

7. Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each Consultant and Professional Services Agreement (Revised 01.2019) Page 4 of 4 Exhibit C – Insurance Requirements
subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

8. Payment Withhold. City will withhold payments to Consultant if the certificates of insurance and endorsements required in Paragraph F, above, are canceled or Consultant otherwise ceases to be insured as required herein.

ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD
PRODUCER CONTACT NAME: PHONE FAX
(A/C, No, Ext): (A/C, No): E-MAIL ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG OTHER: $ COMBINED SINGLE LIMIT
(Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $
$ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $
If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
12/30/2021
License # 0E67768
(925) 918-4535
13056
Schaaf & Wheeler, Consulting Civil Engineers
1171 Homestead Road, Suite 255
Santa Clara, CA 95050
A 2,000,000
PSB0001578 6/6/2021 6/6/2022 1,000,000
10,000
2,000,000
4,000,000
4,000,000
A 1,000,000
PSA0002442 6/6/2021 6/6/2022
A 5,000,000
PSE0001370 6/6/2021 6/6/2022 5,000,000
A
PSW0001278 12/11/2021 12/11/2022 1,000,000
1,000,000
1,000,000
A Professional Liab. RDP0043705 6/6/2021 Per Claim 5,000,000 A Professional Liab. RDP0043705 6/6/2021 6/6/2022 Aggregate 5,000,000 All operations of the Named Insured, including the aforementioned project, if any.

General Liability: The City of Vallejo, its officers, officials, employees, authorized agents and authorized volunteers are included as Additional Insured on Primary & Non-Contributory basis with Waiver of Subrogation included, as required by written contract.

Hired & Non-Owned Auto Liability includes Blanket Additional Insured and Blanket Waiver of Subrogation, as required by written contract. NOTE: No company-owned vehicle.

Workers' Compensation: Waiver of Subrogation is in favor of The City of Vallejo, its officers, officials, employees, authorized agents and authorized volunteers, as required by written contract.
30-Day Notice of Cancellation is included per policy provisions.

City of Vallejo
555 Santa Clara Street,
Vallejo, CA 94590
SCHA&WH-01 SUMMANR
IOA Insurance Services
3875 Hopyard Road
Suite 200
Pleasanton, CA 94588
Jessica McDonald
[email protected]
RLI Insurance Company
X
6/6/2022
X
X
X
X X
X
X
Policy Number: RLI Insurance Company
Named Insured:

PPB 304 02 12 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® FOR PROFESSIONALS

BLANKET ADDITIONAL INSURED ENDORSEMENT
This endorsement modifies insurance provided under the following:

BUSINESSOWNERS COVERAGE FORM - SECTION II – LIABILITY

1. C. WHO IS AN INSURED is amended to include as
an additional insured any person or organization that
you agree in a contract or agreement requiring
insurance to include as an additional insured on this
policy, but only with respect to liability for "bodily
injury", "property damage" or "personal and
advertising injury" caused in whole or in part by you
or those acting on your behalf:
a. In the performance of your ongoing operations;
b. In connection with premises owned by or rented
to you; or
c. In connection with “your work” and included
within the “product-completed operations
hazard”.

2. The insurance provided to the additional insured by
this endorsement is limited as follows:
a. This insurance does not apply on any basis to
any person or organization for which coverage
as an additional insured specifically is added by
another endorsement to this policy.
b. This insurance does not apply to the rendering
of or failure to render any "professional
services".
c. This endorsement does not increase any of the
limits of insurance stated in D. Liability And
Medical Expenses Limits of Insurance.

3. The following is added to SECTION III H.2. Other
Insurance – COMMON POLICY CONDITIONS
(BUT APPLICABLE ONLY TO SECTION II –

LIABILITY)
However, if you specifically agree in a contract or
agreement that the insurance provided to an
additional insured under this policy must apply on a
primary basis, or a primary and non-contributory
basis, this insurance is primary to other insurance
that is available to such additional insured which
covers such additional insured as a named insured,
and we will not share with that other insurance,
provided that:
a. The "bodily injury" or "property damage" for
which coverage is sought occurs after you have
entered into that contract or agreement; or
b. The "personal and advertising injury" for which
coverage is sought arises out of an offense
committed after you have entered into that
contract or agreement.

4. The following is added to SECTION III K. 2.

Transfer of Rights of Recovery Against Others to
Us – COMMON POLICY CONDITIONS (BUT
APPLICABLE TO ONLY TO SECTION II –

LIABILITY)
We waive any rights of recovery we may have
against any person or organization because of
payments we make for "bodily injury", "property
damage" or "personal and advertising injury" arising
out of "your work" performed by you, or on your
behalf, under a contract or agreement with that
person or organization. We waive these rights only
where you have agreed to do so as part of a
contract or agreement with such person or
organization entered into by you before the "bodily
injury" or "property damage" occurs, or the "personal
and advertising injury" offense is committed.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSB0001578
Schaaf & Wheeler, Consulting Civil Engineers
Policy Number: RLI Insurance Company
Named Insured:

PPA 300 03 13 Page 1 of 5
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® BUSINESS AUTO ENHANCEMENT

SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT
A. Broad Form Named Insured
B. Employees As Insureds
C. Blanket Additional Insured
D. Blanket Waiver Of Subrogation
E. Employee Hired Autos
F. Fellow Employee Coverage
G. Auto Loan Lease Gap Coverage
H. Glass Repair Waiver Of Deductible
I. Personal Effects Coverage
J. Hired Auto Physical Damage Coverage
K. Hired Auto Physical Damage Loss Of Use
L. Hired Car Worldwide Coverage
M. Temporary Transportation Expenses
N. Amended Bodily Injury Definition Mental Anguish
O. Airbag Coverage
P. Amended Insured Contract Definition Railroad Easement Q. Coverage Extensions Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound
R. Notice Of And Knowledge Of Occurrence
S. Unintentional Errors Or Omissions
T. Towing Coverage
PSA0002442
Schaaf & Wheeler, Consulting Civil Engineers
PPA 300 03 13 Page 2 of 5
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
A. Broad Form Named Insured
The following is added to the SECTION II
COVERED AUTOS LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured Provision:

Any business entity newly acquired or formed by you
during the policy period, provided you own fifty
percent (50%) or more of the business entity and the
business entity is not separately insured for Bus-iness Auto Coverage. Coverage is extended up to a
maximum of one hundred eighty (180) days following
the acquisition or formation of the business entity.

This provision does not apply to any person or
organization for which coverage is excluded by
endorsement.

B. Employees As Insureds
The following is added to the SECTION II
COVERED AUTOS LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured Provision:

Any employee of yours is an insured while using a
covered auto you don't own, hire or borrow in your
business or your personal affairs.

C. Blanket Additional Insured
The following is added to the SECTION II
COVERED AUTOS LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured Provision:

Any person or organization that you are required to
include as an additional insured on this coverage form
in a contract or agreement that is executed by you
before the bodily injury or property damage occurs
is an insured for liability coverage, but only for
damages to which this insurance applies and only to
the extent that person or organization qualifies as an
insured under the Who Is An Insured provision
contained in SECTION II COVERED AUTOS
LIABILITY COVERAGE.

The insurance provided to the additional insured will
be on a primary and non-contributory basis to the
verage if
you are required to do so in a contract or agreement
that is executed by you before the bodily injury or
property damage occurs.

D. Blanket Waiver Of Subrogation
The following is added to the SECTION IV BUSINESS AUTO CONDITIONS, A. Loss Conditions, 5.

Transfer Of Rights Of Recovery Against Others
To Us:

We waive any right of recovery we may have against
any person or organization to the extent required of
you by a contract executed prior to any accident or
loss , provided that the accident or loss arises out
of the operations contemplated by such contract. The
waiver applies only to the person or organization
designated in such contract.

E. Employee Hired Autos

1. The following is added to the SECTION II

COVERED AUTOS LIABILITY COVERAGE,
Paragraph A.1. Who Is An Insured Provision:

An employee of yours is an insured while
operating an auto hired or rented under a
contract or agreement in that employee's name,
with your permission, while performing duties
related to the conduct of your business.

2. Changes In General Conditions:

Paragraph 5.b. of the Other Insurance Condition in the BUSINESS AUTO CONDITIONS is deleted and replaced with the following:
b. For Hired Auto Physical Damage Coverage,
the following are deemed to be covered
autos you own:
(1) Any covered auto you lease, hire, rent
or borrow; and
(2) Any covered auto hired or rented by
your employee under a contract in that
individual employee's name, with your
permission, while performing duties
related to the conduct of your business.

However, any auto that is leased, hired,
rented or borrowed with a driver is not a
covered auto .

F. Fellow Employee Coverage

SECTION II COVERED AUTOS LIABILITY
COVERAGE, Exclusion B.5. does not apply if you
have workers compensation insurance in-force
covering all of your employees.

G. Auto Loan Lease Gap Coverage

SECTION III PHYSICAL DAMAGE COVERAGE,
C. Limit Of Insurance, is amended by the addition of
the following:

In the event of a total loss to a covered auto shown
in the Schedule of Declarations, we will pay any
unpaid amount due on the lease or loan for a covered
auto , less:

1. The amount paid under the PHYSICAL
DAMAGE COVERAGE section of the policy; and

2. Any:
a. Overdue lease/loan payments at the time of
the loss ;
PPA 300 03 13 Page 3 of 5
b. Financial penalties imposed under a lease for
excessive use, abnormal wear and tear or
high mileage.
c. Security deposits not returned by the lessor;
d. Costs for extended warranties, Credit Life
Insurance, Health, Accident or Disability
Insurance purchased with the loan or lease;
and
e. Carry-over balances from previous loans or
leases.

H. Glass Repair Waiver Of Deductible

SECTION III PHYSICAL DAMAGE COVERAGE,
D. Deductible is amended by adding the following:

No deductible for a covered auto will apply to glass
damage if the glass is repaired rather than replaced.

I. Personal Effects Coverage
The following is added to SECTION III PHYSICAL
DAMAGE COVERAGE, A. Coverage, 4. Coverage
Extensions:
c. Personal Effects Coverage
In the event of a total theft loss of your covered
auto we will pay up to $400 for loss to wearing
apparel and other personal effects which are:
(1) Owned by an insured ; and
(2) In or on your covered auto ;
No deductible applies to Personal Effects
Coverage.

J. Hired Auto Physical Damage Coverage
The following is added to SECTION III PHYSICAL
DAMAGE COVERAGE, A. Coverage, 4. Coverage
Extensions:
d. Hired Auto Physical Damage Coverage
If hired autos are covered autos for Liability
Coverage and this policy also provides Physical
Damage Coverage for an owned auto , then the
Physical Damage Coverage is extended to
autos that you hire, rent or borrow subject to the
following:
(1) The most we will pay for loss in any one
accident to a hired, rented or borrowed
auto is the lesser of:
(a) $60,000
(b) The actual cash value of the damaged or
stolen property as of the time of the
loss ; or
(c) The cost of repairing or replacing the
damaged or stolen property with other
property of like kind and quality.
(2) An adjustment for depreciation and physical
condition will be made in the event of a total
loss .
(3) If a repair or replacement results in better
than like kind or quality, we will not pay for the
betterment.
(4) A deductible equal to the highest Physical
Damage deductible applicable to any owned
auto will apply.
(5) This Coverage Extension will not apply to:
(a) Any auto that is hired, rented or
borrowed with a driver; or
(b) Any auto that is hired, rented or
borrowed from your employee .

K. Hired Auto Physical Damage Loss Of Use
The following is added to SECTION III PHYSICAL
DAMAGE COVERAGE, A. Coverage, 4. Coverage
Extensions:
e. We will pay sums which you legally must pay to
the lessor of a covered auto which you have
leased without a driver for thirty (30) days or less
auto ,
provided:
(1) This insurance provides comprehensive,
specified causes of loss or collision covered
on the covered auto ;
(2) The loss of use results from the covered
auto being damaged in an accident while
you are leasing it.

We will pay up to a maximum limit of $1,500 for
this covered extension.

L. Hired Car Worldwide Coverage
The following is added to SECTION II COVERED
AUTOS LIABILITY COVERAGE, A.2. Coverage
Extensions:
f. Hired Car Worldwide Coverage
(1) We will pay all sums an insured legally must
pay as damages because of bodily injury or
property damage to which this insurance
applies, caused by an accident which
occurs outside of the United States of
America, the territories and possessions of
the United States of America, Puerto Rico
and Canada resulting from the maintenance,
or use of any covered auto of the private
passenger type you lease, hire, rent or
borrow without a driver for thirty (30) days or
less.
(2) With respect to any claim made or suit
instituted outside the United States of
America, the territories and possessions of
the United States of America, Puerto Rico,
and Canada:

PPA 300 03 13 Page 4 of 5
(a) You shall undertake the investigation,
settlement and defense of such claims
and suits and keep us advised of all
proceedings and actions.
(b) You will not make any settlement without
our consent.
(c) We will reimburse you:
(i) For the amount of damages because of liability imposed upon you by law on account of bodily injury or
property damage to which this
insurance applies, and
(ii) For all reasonable expenses incurred
with our consent in connection with
the investigation, settlement or
defense of such claims or suits
Reimbursement for expenses will be
part of the Limit of Insurance for
liability coverage shown in the
Business Auto Coverage
Declarations, and not in addition to
such limits.
(3) The limit of Insurance for Liability Coverage
shown in the Business Auto Coverage
Declarations is the most we will reimburse
you for the sum of all damages imposed on
you, as set forth in paragraph 2.c. above, and
all expenses incurred by you arising out of
any single accident or loss
(4) You must maintain the greater of the following primary auto liability insurance limits:
(a) Compulsory admitted insurance with
limits required to be in force to satisfy the
legal requirements of the jurisdiction
where the accident occurs; or
(b) Insurance limits required by law and
issued by a government entity or by an
insurer licensed or permitted by law to do
business in the jurisdiction where the
accident occurs; or
(c) Auto liability insurance limits of at least
$300,000 combined single limit or
$100,000 per person/$300,000 per accident Bodily Injury, $100,000 Property Damage.

If you fail to comply with the above, this
insurance is not invalidated. However, in the
event of a loss , we will pay only to the extent
that we would have been liable had you so
complied.
(5) The insurance provided by this coverage
extension is excess over any other collectible insurance available to you whether on a primary, excess contingent or any other
basis.

M. Temporary Transportation Expenses

SECTION III PHYSICAL DAMAGE COVERAGE,
A.4. Coverage Extensions, subparagraph a.

Transportation Expenses is deleted and replaced
by the following:
a. Transportation Expenses
(1) We will pay up to a maximum of $1,500 for
temporary transportation expense incurred
by you because of Physical Damage to a
covered auto .
(2) We will pay only for those covered autos for
which you carry Comprehensive, Colli-sion or
Specified Case of Loss Coverage.
(3) We will pay only for those expenses incurred
by you during the period of time that begins
twenty-four (24) hours after the covered
loss and ends at the time when the covered
auto can be reasonable repaired or
replaced.
(4) This coverage does not apply while there are
spare or reserve autos available to you for
your operations.

N. Amended Bodily Injury Definition Mental
Anguish
The following is added to SECTION V
DEFINITIONS, Definition C.:

Bodily injury also includes mental anguish, but only
when the mental anguish arises from other bodily
injury, sickness or disease.

O. Airbag Coverage
The following is added to SECTION III PHYSICAL
DAMAGE COVERAGE B. Exclusions 3.a.:

However, this exclusion will not apply to accidental
discharge of an airbag due to mechanical or electrical
breakdown.

P. Amended Insured Contract Definition Railroad
Easement
SECTION V DEFINITIONS paragraph H. Insured
contact is modified as follows:

1. Paragraph H.3. is replaced by the following:

3. Any easement or license agreement.

2. Paragraph H.6.a. is deleted.

Q. Coverage Extensions Audio, Visual And Data
Electronic Equipment Not Designed Solely For
The Production Of Sound
SECTION III PHYSICAL DAMAGE COVERAGE B.

Exclusions, exception paragraph a. to exclusion 4.c.
and 4.d. is deleted and replaced with the following:

PPA 300 03 13 Page 5 of 5
a. Equipment and accessories used with such
equipment, except for tapes, records, discs or
other electronic media device, provided such
equipment is permanently installed in the covered
auto at the time of the loss or is removable
from the housing unit which is permanently
installed in the covered auto at the time of the
loss , and such equipment is designed to be
solely operated by use of the power from the
autos electrical system, in or upon the covered
autos ; or
R. Notice Of And Knowledge Of Occurrence

SECTION IV BUSINESS AUTO CONDITIONS,
A.2. Duties In The Event Of Accident, Claim Suit
Or Loss, subparagraph a. is deleted and replaced
with the following:
a. In the event of accident , claim, suit or loss ,
you must give us or our authorized representative prompt notice of the accident or loss including:
(1) How, when and where the accident or loss
occurred;
(2) The name and address; and
(3) To the extent possible, the names and
addresses of any injured person and
witnesses.

Your duty to give us or our authorized
representative prompt notice of the accident or
loss applies only when the accident or loss is
known to:
(1) You, if you are an individual;
(2) A partner if you are a partnership; or
(3) An executive officer or insurance manager, if
you are a corporation.

S. Unintentional Errors Or Omissions
SECTION IV BUSINESS AUTO CONDITIONS, B.

General Conditions; 2. Concealment Misrepresentation Or Fraud is amended by adding the following:

The unintentional omission of, or unintentional error
in, any information given by you shall not prejudice
your rights under this insurance. However this provision does not affect our right to collect additional premium or exercise our right of cancellation or
nonrenewal.

T. Towing Coverage

SECTION III PHYSICAL DAMAGE COVERAGE,
A.2. Towing, is deleted and replaced by the
following:

2. We will pay up to $750 for towing and labor costs
incurred each time a covered auto is disabled
due to a covered cause of loss. However:
a. All labor must be performed at the place of
disablement; and
b. If the covered auto is a private passenger
type no deductible applies; and
c. If the covered auto is not of the private
passenger type our obligation to pay will be
reduced by a $250 deductible per
disablement.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.
     
   

   
    





  
  

        
        

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THIS BUSINESS LICENSE DOES NOT PERMIT A
BUSINESS THAT IS OTHERWISE PROHIBITED.

Business Name
Business Location
Business Owner(s)
License Number
Effective Date
Expiration Date

CITY OF VALLEJO

BUSINESS LICENSE
1171 HOMESTEAD RD STE 255

SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS
1171 HOMESTEAD RD STE 255
SANTA CLARA, CA 95050-5485
For all inquiries regarding this license, contact HdL
Business Support Center at 707-302-6074.
"For Services Provided in the City of Vallejo, California Only"

SCHAAF & WHEELER CONSULTING CIVIL

ENGINEERS

SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS
February 01, 2022
June 30, 2022
11714914
SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS :

Thank you for your payment on your City of Vallejo Business License. ALL LICENSES MUST BE AVAILABLE FOR INSPECTION UPON REQUEST. If you have questions concerning your business license, contact the Business Support Center via email at: [email protected] or by telephone at: (707) 302-6074.

Keep this portion for your license separate in case you need a replacement for any lost, stolen, or destroyed license. A fee may be charged for a replacement or duplicate license.

This certificate does not entitle the holder to conduct business before complying with all requirements of the Vallejo Municipal code and other applicable laws, nor to conduct business in a zone where conducting such business violates law.

If you have a fixed place of business within the City of Vallejo please display the Business License above in a conspicuous place at the premises. Otherwise, every Business License holder not having a fixed place of business in the City shall keep the Business License upon his or her person, or affixed in plain view any cart, vehicle, van or other movable structure or device at all times if required by the Collector.

Starting January 1, 2021, Assembly Bill 1607 requires the prevention of gender-based discrimination of business establishments. A full notice is available in English or other languages by going to: https://www.dca.ca.gov/publications/ City of Vallejo

BUSINESS LICENSE

BUSINESS LICENSING
8839 N CEDAR AVE #212
FRESNO, CA 93720-1832
Date of Issue: 02/01/2022
SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS License Number: 11714914 1171 HOMESTEAD RD STE 255
SANTA CLARA, CA 95050-5485

TO BE POSTED IN A CONSPICUOUS PLACE
AND
NOT TRANSFERABLE OR ASSIGNABLE.
2022
TAX COLLECTOR’S OFFICE, City Hall, 555 Santa Clara St., Vallejo, CA. This certificate is evidence that the person (s), firm, or corporation named hereon has paid the tax required by Chapter 5.04 of the City of Vallejo Municipal Code for the type of business, the business address and for the period indicated hereon. This certificate is issued without verification that the taxpayer is subject to or exempted from licensing by local, state, Federal or other agencies. Issuance of this certificate is not an endorsement, nor a certificate of compliance with other ordinances or laws, nor an assurance that the proposed use is in conformance with the City ’s building / Fire / Zoning regulations.

CONSENT CALENDAR 8.BB.

DATE: March 22, 2022
TO: Mayor and Members of the City Council
FROM: Beth Schoenberger, Acting Water Director
SUBJECT: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SEQUOIA ECOLOGICAL CONSULTING, INC. FOR

WATER ENGINEERING CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY'S

PROGRAM FOR UPGRADING AND REPLACING OUTDATED CITY WATER

INFRASTRUCTURE

RECOMMENDATION
Adopt resolution approving an on-call consultant and professional services agreement with Sequoia Ecological Consulting, Inc. for water engineering consulting services and authorizing the City Manager to execute same in a total amount not-to-exceed $2 million and limited to $500,000 per year for four years as part of the City's program for upgrading and replacing outdated City water infrastructure.

REASONS FOR RECOMMENDATION
The ability to deploy consultants on an on-call, as-needed basis allows the Water Department to best manage the anticipated workload to deliver capital projects within the allotted time frame to address aging infrastructure and assure drinking water system reliability for customers.

BACKGROUND AND DISCUSSION
The Water Department anticipates using contract services of consultant firms to perform work on various water Capital Improvement Projects (CIP) and water Engineering-related projects. This work will be variable in scope and may be short-term and/or long-term, depending upon the focus. As a practice, many cities enter into on-call agreements with consultant firms to assign work as needed. In addition, many cities choose to enter into on-call agreements with multiple firms in order to ensure that a consultant's workload issues will not get in the way of a city's critical-path needs, allow staff to best fit the expertise of a particular firm with specific needs of an assignment, and obtain competitive pricing.

Water’s Engineering staff are responsible for reviewing planning and development applications, assisting other divisions within the Water Department with maintenance requests, water conservation and resources planning management, inter-agency coordination, implementing grant programs and strategic planning, responding to customer service requests, and delivering the design and construction of Water’s CIP. When Vallejo's drinking water functions were transitioned into a standalone department, the need to tackle the aging infrastructure was identified as a top priority. A long-term financial plan was prepared, a new rate plan was unanimously approved by Council after an 18-month process of robust community engagement, with direction from the City Council Ad Hoc Water Rate Committee. The financial plan included a projected $27M bond issuance. The Bond Issuance was proposed due to the extensive maintenance, rehabilitation, and replacement needs of the City’s aging drinking water infrastructure. In December 2020, after delays resulting from the pandemic, the City Council approved the Bond Issuance, wherein Water staff had identified a total of fifty-five (55) projects.

Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SEQUOIA ECOLOGICAL CONSULTING, INC. FOR

WATER ENGINEERING CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF

THE CITY'S PROGRAM FOR UPGRADING AND REPLACING OUTDATED CITY

WATER INFRASTRUCTURE

Thirty-five (35) of those projects are identified in the published Vallejo FY 2020-21 CIP Budget book. While at the time the Bond proposal anticipated an issuance of $27M, due to record-setting low interest rates at the time of the bond sale (January 2021), the annual projected debt service funded an issuance of $52M, an addition of $25M dollars earmarked for investment in the drinking water system infrastructure for the long term benefit of system reliability for customers. Specialized design and consultant work is a prerequisite to developing the scope and framework for the resulting construction projects. The Bond Issuance requires a minimum of 80% of bond funds be spent within three (3) years. Current staffing levels in Water Engineering are not sufficient to support this requirement while managing the existing workload.

In order to meet the current and anticipated needs for the Water Department’s Capital Improvement Projects which will be funded through the Bond Issuance, as well as emerging critical maintenance needs, City staff issued a Request for Qualifications (RFQ) asking that qualified consultants submit a Statement of Qualifications (SOQ) demonstrating their ability to perform the following services as related specifically to the Water industry in the following major categories:
 Program/Project Management
 Pipeline Design
 Pump Station and Tank Studies, Assessments, and Design  Water Treatment Plant Studies, Assessments, and Design  Earthen Dams and Associated Geotechnical and Structural Engineering  Hydrology Evaluations
 Water Distribution System Hydraulic Modeling
 Electrical Engineering
 Water Resources Management
 Environmental Permitting, CEQA and Restoration
 Construction Management
 Telecommunication Services
The RFQ for On-Call Water Engineering Consulting was released on July 12, 2021. Twentythree proposals were submitted by the due date of August 9, 2021. Staff reviewed the SOQs and ranked each firm by scoring them based on the following criteria as listed in the RFQ:
 Firm’s relevant experience and familiarity with issues applicable to the City’s needs. (50%)  Qualifications of the firm and assigned individuals. (25%)  Fee structure and cost-effectiveness of the consultants. (15%)  Reference checks. (10%)
Due to the extensive responsibilities of the Water Department Engineering team and bond obligations, Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SEQUOIA ECOLOGICAL CONSULTING, INC. FOR

WATER ENGINEERING CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF

THE CITY'S PROGRAM FOR UPGRADING AND REPLACING OUTDATED CITY

WATER INFRASTRUCTURE

the firms represented by each of the contracts included with this staff report were selected to best meet those needs. These firms possess various requested areas of expertise as set forth in each contract, have recent experience handling on-call services for municipalities, are available to commence services immediately, and have resources and staffing to complete assignments on a timely basis.

Each of the firms have been notified that they are being recommended for agreements in an amount not to exceed $500,000 annually over the initial four-year term of the contract. The specific scope of services, schedule, and cost of work will be defined on a statement of work basis. The statement of work will be signed by the Water Director and the consulting firm prior to beginning work.

Sequoia Ecological Consulting, Inc. proposed in the areas of Environmental Permitting, CEQA & Restoration and will be awarded a Consultant and Professional Agreement. A Design Professional Agreement is an agreement for consultants to provide the design and specifications required for a capital project. A Consultant and Professional Agreement covers a similar range of consulting services, such as guidance, plan review, feasibility studies, and planning studies. However, it does not include design criteria.

Staff recommends authorizing the City Manager to execute agreements with Sequoia Ecological Consulting, Inc. This action will authorize the City Manager to execute agreements that will establish a pool of professional consultants under contract with the City through June 30, 2026, with an option to extend agreements for one year.

FISCAL IMPACT
This proposed action will not have any direct impact on the General Fund. Funds to pay each firm for asneeded consultant services in an amount not to exceed $500,000 annually over the initial four-year term contract will come from existing (and future) capital improvement project budgets within the Water Enterprise Fund based on allocated bond funding. The contracts also include a potential one-year extension in a not-toexceed amount of $500,000.

ENVIRONMENTAL REVIEW
This action is exempt from the California Environmental Quality Act (CEQA) because it is not a project which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, pursuant to CEQA Guideline section 15378.

ATTACHMENTS

1. Resolution Awarding On-Call Contracts_Sequoia

2. Sequoia_Consultant & Professional Services Agreement_Complete (1)

CONTACT
Beth Schoenberger, Acting Water Director (707) 648-5439 [email protected]
Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SEQUOIA ECOLOGICAL CONSULTING, INC. FOR

WATER ENGINEERING CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF

THE CITY'S PROGRAM FOR UPGRADING AND REPLACING OUTDATED CITY

WATER INFRASTRUCTURE

Kent Carothers, P.E. Water Engineering Manager (707) 648-4309 [email protected]
Approved as to form:

By: for
Veronica Nebb, City Attorney
RESOLUTION NO. 22- _____ N.C.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO

APPROVING AND AWARDING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES CONTRACT TO SEQUOIA ECOLOGICAL CONSULTING, INC. FOR WATER

ENGINEERING CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO

EXECUTE SAME
WHEREAS, the Water Department recently updated its FY2021-2022 Capital Improvement Program (CIP) to incorporate a portion of $52 million in proceeds received in February 2021 from a Bond Issuance and is now embarking on an aggressive program to update its infrastructure; and
WHEREAS, the City of Vallejo Water Department Engineering division current staffing level is not sufficient to support the design and implementation of the current CIP, requiring outside consultants to provide technical expertise on a range of disciplines necessary to complete bondfunded CIP projects; and WHEREAS, the City of Vallejo Water Department Engineering Division requires a broad spectrum of consultant expertise, experience, and support to implement the purpose and required timeframe for implementation of the bond funded projects on top of their existing engineering duties in the Department; and
WHEREAS, on July 12th, 2021, the City of Vallejo Water Department published the Request for Qualification for On-Call Water Engineering Consulting Services requesting qualifications that could cover twelve water engineering specific disciplines in order to create a readily-available pre-screened group of qualified consultants to be deployed as-needed to a wide range of technical specialties necessary to successfully complete the bond-funded CIP projects in a timely and high quality manner; and
WHEREAS, twenty-three proposals were received from the following consulting firms: 4Leaf, Balance Hydrologics, BKF Engineers, Carollo Engineers, Consolidated CM, Dewbery, EKI, FreyerLaureta, GEI Consultants, GHD, HDR, HydroScience, Interwest, Lee and Ro, NCE, NexGen, Park Engineering, Sandis, Schaaf & Wheeler, Sequoia, West Yost, WRA and Zanjero/Tully & Young.

WHEREAS, the City of Vallejo Water Department created a selection panel consisting of licensed engineers and qualified project management professionals. Each proposal was given a score based on the demonstrated understanding of the services requested, the firm’s relevant experience and familiarity with issues applicable to the project, the qualifications of the firm and assigned individuals, the acceptability and scope of service capabilities, and the fee structure; and
WHEREAS, seventeen consultants were selected to provide a minimum of two consultants per discipline to cover all twelve disciplines with the intent to obtain expertise within the industry and competitive pricing within each discipline; and
WHEREAS, Sequoia Ecological Consulting, Inc. is included in this resolution to provide Program/Project Management and Water Resources Management; and WHEREAS, two types of contracts can be awarded, a Design Professional Services contract and a Professional Services Agreement; and
WHEREAS, each contract awarded is not to exceed $500,000 annually for four years and includes the option to extend for up to one year; and
WHEREAS, a Consultant and Professional Services Contract is included in this resolution; and WHEREAS, the City’s Water Department has sufficient money in its Water Enterprise Funds to pay for this work.

NOW, THEREFORE BE IT RESOLVED that the Council hereby approves contracts between the City of Vallejo and Sequoia Ecological Consulting, Inc. in an amount not to exceed $500,000 per year for four years with an option to extend for an additional year at $500,000, to be paid from the Water Department’s Water Enterprise Funds and authorizes the City Manager to execute same.

Adopted by the City Council of the City of Vallejo at a regular meeting held on March 22, 2022, with the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
______________________________________

ROBERT MCCONNELL, MAYOR
ATTEST:
______________________________________
DAWN G. ABRAHAMSON, CITY CLERK
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 10 Approved as to form:

By: for
Veronica Nebb, City Attorney

CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT
This Consultant and Professional Services Agreement ("Agreement") is made at Vallejo, California, dated for reference this 22nd day of March, 2022, by and between the City of Vallejo, a municipal corporation ("City"), and Sequoia Ecological Consulting, Inc., a California corporation, hereinafter referred to as “Consultant”, who agree as follows:

1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide the City professional services as specified in Exhibit A, entitled “Scope of Work.”

2. Payment. City shall pay Consultant for services rendered pursuant to this Agreement at the times and in the manner set forth in Exhibit B, entitled “Compensation.” The payments specified in Exhibit B shall be the only payments to be made to Consultant for services rendered pursuant to this Agreement.

3. Facilities and Equipment. Consultant shall, at its sole cost and expense, furnish all facilities and equipment which may be required for furnishing services pursuant to this Agreement.

4. Indemnification. Consultant shall indemnify, hold harmless, and defend City, its officers, officials, directors, employees, agents, volunteers and affiliates and each of them from any and all claims, demands, causes of action, damages, costs, expenses, actual attorney’s fees, consultant’s fees, expert fees, losses or liability, in law or in equity, of every kind and nature whatsoever arising out of or in connection with Consultant’s operations, or any subcontractor’s operations, to be performed under this agreement for Consultant’s or subcontractor’s tort negligence including active or passive, or strict negligence, including but not limited to personal injury including, but not limited to bodily injury, emotional injury, sickness or disease, or death to persons and/or damage to property of anyone, including loss of use thereof, caused or alleged to be caused by any act or omission of Consultant, or any subcontractor, or anyone directly or indirectly employed by any of them or anyone for the full period of time allowed by the law, regardless to any limitation by insurance, with the exception of the sole negligence or willful misconduct of the City.

The provisions of this section shall survive the expiration or termination of this Agreement.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 10

5. Insurance Requirements. Consultant agrees to comply with all of the Insurance Requirements set forth in Exhibit C, entitled “Insurance Requirements for Consultant.” Failure to maintain required insurance at all times shall constitute a default and material breach.

6. Accident Reports. Consultant shall immediately report (as soon as feasible, but not more than 24 hours) to the City Risk Manager any accident or other occurrence causing injury to persons or property during the performance of this Agreement. The report shall be made in writing and shall include, at a minimum: (a) the names, addresses, and telephone numbers of the persons involved, (b) the names, addresses, and telephone numbers of any known witnesses, (c) the date, time, and description of the accident or other occurrence.

7. Conflict of Interest. Consultant warrants and represents that to the best of its knowledge, there exists no actual or potential conflict between Consultant’s family, business, real property or financial interests and the services to be provided under this Agreement. Consultant shall comply with the City of Vallejo Conflict of Interest Code and not enter into any contract or agreement during the performance of this Agreement which will create a conflict of interest with its duties to City under this Agreement. In the event of a change in Consultant’s family, business, real property, or financial interests occurs during the term of this Agreement that creates an actual or potential conflict of interest, then Consultant shall disclose such conflict in writing to City. Every individual who performs services on behalf of Consultant pursuant to this Agreement must file a full Statement of Economic Interests (also known as Form 700) with the City Clerk if the work of the individual involves making a governmental decision whether to issue, deny, suspend, or revoke any permit, license, application, certificate, approval, order, or similar authorization or entitlement; authorizes the City to enter into, modify, or renew a contract; grants City approval of specifications for a contract; adopts or approves for the City any policy, standard or guideline; lobbies on behalf of the City, or performs the same or substantially all the same duties for the City that would otherwise be performed by an individual holding a position specified in the City’s Conflict of Interest Code.

8. Independent Contractor. Consultant is an independent contractor. Neither Consultant nor any of Consultant’s officers, employees, agents, or subcontractors, if any, is an employee of City by virtue of this Agreement or performance of any services pursuant to this Agreement. City shall have the right to control Consultant only insofar as the results of Consultant’s services rendered pursuant to this Agreement; however, City shall not have the right to control the means by which Consultant accomplishes services pursuant to this Agreement.

9. Licences, Permits, Etc. Consultant represents and warrants to City that all consultant services shall be provided by a person or persons duly licensed by the State of California to provide the type of services to be performed under this Agreement and that Consultant has all the permits, qualifications and approvals of Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 10 whatsoever nature which are legally required for Consultant to practice its profession. Consultant represents and warrants to City that it shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession.

10. Business License. Consultant, and its subcontractors, has obtained or agrees to apply prior to performing any services under this Agreement to City’s Finance Department for a business license, pay the applicable business license tax and maintain said business license during the term of this Agreement. The failure to obtain such license shall be a material breach of this Agreement and grounds for termination by City. No payments shall be made to Consultant until such business license(s) has been obtained.

11. Standard of Performance. Consultant shall provide products and perform all services required pursuant to this Agreement in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised under similar conditions by a member of Consultant’s profession currently practicing in California.

Consultant is responsible for making an independent evaluation and judgment of all conditions affecting performance of the work, including without limitation applicable federal, state, and local laws and regulations, and all other contingencies or considerations.

Consultant’s responsibilities under this section shall not be delegated. Consultant shall be responsible to City for acts, errors, or omissions of Consultant’s subcontractors.

Consultant is responsible for making an independent evaluation and judgment of all conditions affecting performance of the work and shall prepare plans, reports, and/or other work products in such a way that additional costs will not be incurred beyond a project budget approved or amended by the City Manager or his or her designee.

Whenever the scope of work requires or permits review, approval, conditional approval or disapproval by City, it is understood that such review, approval, conditional approval or disapproval is solely for the purposes of administering this Agreement and determining whether the Consultant is entitled to payment for such work, and not be construed as a waiver of any breach or acceptance by the City of any responsibility, professional or otherwise, for the work, and shall not relieve the Consultant of responsibility for complying with the standard of performance or laws, regulations, industry standards, or from liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of Consultant.

Consultant and Professional Services Agreement (Revised 01.2019) Page 4 of 10

12. Force Majeure. Neither party shall be considered in default of this Agreement to the extent performances are prevented or delayed by causes or circumstances beyond either party’s reasonable control, such as war, riots, strikes, lockouts, work slowdown or stoppage, acts of God, such as floods or earthquakes, and electrical blackouts or brownouts.

In the event that the Consultant is unable to meet the completion date or schedule of services, Consultant shall immediately inform the City Representative of this in writing. If additional time is required to perform the work, the City Representative may adjust the schedule.

13. Time is of the Essence. Time is of the essence in this Agreement. Any reference to days means calendar days, unless otherwise specifically stated.

14. Personnel. Consultant agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement.

The payment made to Consultant pursuant to this Agreement shall be the full and complete compensation to which Consultant and Consultant’s officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither Consultant nor Consultant’s officers or employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of Consultant. The City shall not be required to pay any workers' compensation insurance on behalf of Consultant.

Consultant shall pay, when and as due, any and all taxes incurred as a result of Consultant’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.

15. Consultant Not Agent. Except as authorized under this Agreement or as City may authorize in a letter of authorization signed by the City Manager or his or her designee, Consultant shall have no authority, express or implied to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, under this Agreement, to bind City to any obligation whatsoever.

16. Term. The term of this Agreement shall commence on March 8, 2022, and shall continue in full force and effect until June 30, 2026.

City shall, at its discretion, have the right to extend the term of this Agreement, in intervals of one year, by written notice to Consultant. The total duration of this Consultant and Professional Services Agreement (Revised 01.2019) Page 5 of 10 Agreement, including the exercise of any options under this section, shall not exceed June 30, 2027.

If the term of this Agreement extends into fiscal years subsequent to that in which it is approved, such continuation of the Agreement is contingent on the appropriation of funds for such purpose by the City Council of the City of Vallejo.

If funds to effect such continued payment are not appropriated, Consultant agrees to terminate any services supplied to City of Vallejo under this Agreement, and relieve City of any further obligation therefore.

17. Termination or Abandonment by City. The City has the right, at any time and in its sole discretion, to immediately terminate or abandon any portion or all of the services to be provided under this Agreement by giving notice to Consultant.

Upon receipt of a notice of termination, Consultant shall perform no further work except as specified in the notice. Before the date of termination, Consultant shall deliver to City all City records and documents, all work product, whether completed or not, as of the date of termination and not otherwise previously delivered.

The City shall pay Consultant for services performed in accordance with this Agreement before the date of termination. If this contract provides for payment of a lump sum for all services or by task and termination occurs before completion of the work or any defined task which according to the performance schedule was commenced before the notice of termination, the fee for services performed shall be based on an amount mutually agreed to by City and Consultant for the portion of work completed in conformance with this Agreement before the date of termination. In addition, the City will reimburse Consultant for authorized expenses incurred and not previously reimbursed. The City shall not be liable for any fees or costs associated for the termination or abandonment except for the fees, and reimbursement of authorized expenses, payable pursuant to this section.

18. Products of Consulting Services. The work product, including without limitation, all writings, work sheets, reports, recordings, drawings, files, detailed calculations and other work products, whether complete or incomplete, of Consultant resulting from services rendered pursuant to this Agreement, shall become the property of City. Consultant agrees that all copyrights which arise from creation of the work under this Agreement shall be vested in the City and waives and relinquishes all claims to copyright or other intellectual property rights in favor of the City. City acknowledges that its use of the work product is limited to the purposes contemplated by the scope of work and that the Consultant makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work.

Documents submitted to the City in electronic format shall be formatted according to specifications provided by the City, or if not otherwise specified, in Microsoft Word, Excel, PowerPoint or other Microsoft Office Suite (2002) format as Consultant and Professional Services Agreement (Revised 01.2019) Page 6 of 10 appropriate for the particular work product or, if directed by the City Representative in Adobe Acrobat PDF format.

19. Cooperation by City. City shall, to the extent reasonable and practicable, assist and cooperate with Consultant in the performance of Consultant’s services hereunder.

20. Assignment and Subcontracting. Consultant shall not subcontract, assign or transfer voluntarily or involuntarily any of its rights, duties or obligation under this Agreement without the express written consent of the City Manager or his or her designee in each instance. Any attempted or purported assignment of any right, duty or obligation under this Agreement without said consent shall be void and of no effect.

If subcontracting of work is permitted, Consultant shall pay its subcontractor within ten (10) days of receipt of payment by City for work performed by a subcontractor and billed by the Consultant. Use of the term subcontractor in any other provision of this contract shall not be construed to imply authorization for Consultant to use subcontractors for performance of any service under this Agreement.

The City is an intended beneficiary of any work performed by Consultant’s subcontractor for purposes of establishing a duty of care between the subcontractor and City.

Any subcontractor or assignee consented to by City shall be bound by all terms and conditions of this agreement and the same shall be incorporated into and made a part of any assignment or subcontractor agreement.

21. Successors and Assigns. All terms, conditions, and provisions of this Agreement shall apply to and bind the respective heirs, executors, administrators, successors, and assigns of the parties. Nothing in this section is intended to affect the limitation on assignment.

22. Non-Discrimination/Fair Employment Practices.
(a) Consultant shall not, because of race, religious creed, color, sex, national original, ancestry, disability, medical condition, age, marital status or sexual orientation of any person, refuse to hire or employ, or to bar or discharge from employment, or to discriminate in compensation, or in terms, conditions or privileges any person, and every employee will receive equal opportunity for employment and shall be granted equal treatment with respect to compensation, terms, conditions or other privileges of employment, without regard to his race, religious creed, color, sex, national origin, ancestry, or disability, medical condition, age, marital status or sexual orientation.

Consultant and Professional Services Agreement (Revised 01.2019) Page 7 of 10 Consultant warrants and represents it is an equal opportunity employer and agrees it shall not discriminate on the basis of race, religious creed, color, sex, national origin, ancestry, disability, medical condition, age, marital status or sexual orientation in the selection and retention of employees, subcontractors or procurement of materials or equipment.

In all solicitations either by competitive bidding or negotiations made by Consultant for work to be performed under any subcontract, including procurement of materials or equipment, each potential subcontractor or supplier shall be notified by Consultant of Consultant’s obligation under this Agreement relative to nondiscrimination and fair employment practices.

Consultant shall include the above provisions of this section in every subcontract, including procurement of materials or equipment.
(b) Consultant agrees to comply with Title VII of the Civil Rights Act of 1964, as amended, the California Fair Employment Practices Act, the Americans with Disabilities Act of 1990, any other applicable federal and state laws and regulations and City ordinances and regulations hereinafter enacted.

23. Notices. All notices or instruments required to be given or delivered by law or this Agreement shall be in writing and shall be effective upon receipt thereof and shall be by personal service or delivered by depositing the same in any United States Post Office, registered or certified mail, postage prepaid, addressed to:

If to City: Beth Schoenberger, Acting Director
City of Vallejo, Water Department
202 Fleming Hill Road
Vallejo, CA 94589
If to Consultant: Debie Montana, President / Principal Biologist Sequoia Ecological Consulting, Inc.
1342 Creekside Drive
Walnut Creek, CA 94596
Any party may change its address for receiving notices by giving written notice of such change to the other party in accordance with this section.

Routine administrative communications shall be made pursuant to section 1 of Exhibit A.

24. Integration Clause. This Agreement, including all Exhibits, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. This Agreement shall not be amended or modified except by a written agreement executed by each of the parties hereto.

Consultant and Professional Services Agreement (Revised 01.2019) Page 8 of 10

25. Severability Clause. Should any provision of this Agreement ever be deemed to be legally void or unenforceable, all remaining provisions shall survive and be enforceable.

26. Law Governing. This Agreement shall in all respects be governed by the law of the State of California without regard to its conflicts of law rules. Litigation arising out of or connected with this Agreement shall be instituted and maintained in the courts of Solano County in the State of California or in the United States District Court, Eastern District of California, Sacramento, California, and the parties consent to jurisdiction over their person and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts.

27. Waiver. Waiver by either party of any default, breach or condition precedent shall not be construed as a waiver of any other default, breach or condition precedent or any other right hereunder.

28. Ambiguity. The parties acknowledge that this is a negotiated agreement, that they have had the opportunity to have this Agreement reviewed by their respective legal counsel, and that the terms and conditions of this Agreement are not to be construed against any party on the basis of such party's draftsmanship thereof.

29. Gender. All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural, as the identifications of the person or persons, firm or firms, corporation or corporations may require.

30. Headings. The section headings contained in this Agreement are inserted for convenience only and shall not affect in any way the meaning or interpretation of this Agreement.

31. Compliance with Laws. Consultant will comply with all statutes, regulations and ordinances in the performance of all services under this Agreement.

32. Confidentiality of City Information. During the performance of services under this Agreement, Consultant may gain access to and use City information regarding, but not limited to, procedures, policies, training, operational practices, and other vital information (hereafter collectively referred to as "City Information") which are valuable, special and unique assets of the City. Consultant agrees that it will not use any information obtained as a consequence of the performance of services under this Agreement for any purpose other than fulfillment of Consultant’s scope of work , to protect all City Information and treat it as strictly confidential and proprietary to City, and that it will not at any time, either directly or indirectly, divulge, disclose or communicate in any manner any City Information to any third party, other than its own employees, agents or subcontractors who have Consultant and Professional Services Agreement (Revised 01.2019) Page 9 of 10 a need for the City Information for the performance of services under this Agreement, without the prior written consent of City, or as required by law.

Consultant shall treat all records and work product prepared or maintained by Consultant in the performance of this Agreement as confidential.

A violation by Consultant of this section shall be a material violation of this Agreement and will justify legal and/or equitable relief.

Consultant’s obligations under this section shall survive the completion of services, expiration or termination of this Agreement.

33. News and Information Release. Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from City through the City Representative.

34. City Representative. The City Representative specified in Exhibit A, or the representative's designee, shall administer this Agreement for the City.

35. Counterparts. The parties may execute this Agreement in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument.

36. Facsimile Signature; Electronic Signature. This Agreement shall be binding upon the receipt of facsimile signatures or e-mailed by PDF or otherwise.

Any person transmitting his or her signature by facsimile or electronically shall promptly send an original signature to the other party pursuant to the notice provision of this Agreement. The failure to send an original shall not affect the binding nature of this Agreement.

37. Authority. The person signing this Agreement for Consultant hereby represents and warrants that he/she is fully authorized to sign this Agreement on behalf of Consultant.

38. Exhibits. The following exhibits are attached hereto and incorporated herein by reference:

Exhibit A, entitled “Scope of Work,” including any attachments Exhibit B, entitled “Compensation,” including any attachments Exhibit C, entitled “Insurance Requirements,” including attachments [SIGNATURES ON FOLLOWING PAGE]
Consultant and Professional Services Agreement (Revised 01.2019) Page 10 of 10 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year shown below the name of each of the parties.

SEQUOIA ECOLOGICAL CONSULTING,
INC.
a California Corporation
By:

Debie Montana
President / Principal Biologist
DATE:
(City Seal)

CITY OF VALLEJO,
a municipal corporation
By:

Mike Malone
Interim City Manager
DATE:

ATTEST:

By:

Dawn Abrahamson
City Clerk
APPROVED AS TO CONTENT:

Beth Schoenberger
Acting Water Director
APPROVED AS TO FORM:

For
Veronica A. F. Nebb
City Attorney
APPROVED AS TO INSURANCE:

Armond Sarkis
Risk Manager
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 2 Exhibit A – Scope of Work

EXHIBIT A

SCOPE OF WORK

1. Representatives. The City Representative for this Agreement is:

Matt Brown, P.E., Senior Engineer
Water Department, City of Vallejo
202 Fleming Hill Road
Vallejo, CA 94589
[email protected]
The Consultant’s Representative for this Agreement is:

Debie Montana, President / Principal Biologist
Sequoia Ecological Consulting, Inc.
1342 Creekside Drive
Walnut Creek, CA 94596
[email protected]
All routine administrative communications between the parties will be between the above-named representatives and may be by personal delivery, mail, or electronic mail as agreed between the Consultant Representative and City’s Representative.

2. Services to be Provided. The Consultant will provide as-needed services for City of Vallejo Water Department projects as assigned by Water Department staff, in written Statements of Work, executed by Consultant before commencement of work on the project. At the discretion of Water Department staff, and considering the capabilities of Consultant, assignments shall be given to Consultant in Environmental Permitting, CEQA & Restoration, as more fully set forth in Attachment 1 to Exhibit A, which is incorporated herein by this reference.

City shall have no obligation to pay Consultant for any work performed by Consultant that is not set forth in this Agreement or in a Statement of Work.

3. Time for Performance. Consultant will perform services according to the schedule negotiated for each individual Statement of Work to be developed. If the schedule calls for the services to be performed in phases or discrete increments, Consultant shall not proceed from one phase or increment to the next without written authorization from the City’s Representative. Consultant will complete all services for any Statement of Work by the agreed upon date.

4. Key Personnel. All of the individuals identified below are necessary for the successful prosecution of the services due to their unique expertise and depth and breadth of experience. There shall be no change in the personnel listed below, Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 2 Exhibit A – Scope of Work
without written approval of the City Representative. Consultant recognizes that the composition of this team was instrumental in the City’s decision to award the work to Consultant and that compelling reasons for substituting these individuals must be demonstrated for the City’s consent to be granted. Any substitutes shall be persons of comparable or superior expertise and experience. Failure to comply with the provisions of this section shall constitute a material breach of Consultant’s obligations under this Agreement and shall be grounds for termination.

Key personnel will be as identified in Statements of Work.

In mid-2021, the City expects to begin executing a prioritized list of projects identified in its Capital Improvement Program (CIP) that will require immediate resources using several On-call Consultants. These projects will be varied and will require consulting firms with diverse and specialized skill sets. Other services, such as conceptual-level studies, may be needed to support executable design of the CIP. The anticipated service categories are listed below.

1. PROGRAM/PROJECT MANAGEMENT
Consultant will serve as an extension of staff and may provide overall program and project management for projects. Familiarity with Caltrans Projects and their Right of Way (ROW) Manual may be beneficial. The Consultant will schedule and conduct remote project meetings with staff and may be required to work at least two (2) days a week in the Water Department Engineering office located at 202 Fleming Hill Road, Vallejo, California, under COVID-19 provisions for Solano County.

Potential projects include:
• Overseeing another consultant preparing the design of a large diameter pipeline in an area outside the City requiring coordination with Napa County. • Review of developer plans as part of the developer review process. • Assistance with developing project schedules and budgeting for CIP projects.
• Assist with the planning and implementation of a Water Exchange Policy and/or water supply agreements with neighboring municipalities. • Managing implementation of replacement of water meters across the service area.
• Management and tracking expenditures for numerous on-call consulting and contractor contracts.

2. PIPELINES
Consultant will have demonstrated capability and experience in design of new pipelines, which may include alignment studies, profile and plan drawings, hydraulic gradient drawings, selection and sizing of pipe, linings, coatings, fittings, valves, blow off vaults, air release vaults, corrosion protection methods, startup and shut down procedures, and trenchless installation methods including sliplining. Familiarity with Caltrans Projects and their Right of Way (ROW) Manual may be beneficial.

Potential projects include:
• Design of a large diameter raw water pipeline in an area outside the City requiring coordination with Napa County.

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ATTACHMENT 1 TO EXHIBIT A
• Design of the City's annual distribution main replacement projects. • Development of a water main prioritization list based on leak data, pipe characteristics and the City's pavement program.
• Design of the slip-lining of a 24-inch pipe with a 10-inch pipe within a Caltrans right-of-way.
• Management of potholing to locate utilities for a pipeline design project.

3. PUMP STATIONS AND TANKS
Consultant will have demonstrated capability and experience in performing feasibility studies, condition assessments, and design for upgrading existing and designing new pump stations and tanks. Tasks may include pump/motor sizing and selection, pipe sizing, hydraulic surge analysis, selection and sizing of valves, instrumentation and controls, pipe supports, site studies, electrical power requirements, etc.

Potential projects include:
• Design of a new pump station to replace a below-grade pump station in a busy street.
• Condition assessment of a hydropneumatic pump station and tank, and preparation of a report with recommended upgrades.
• Design of a series of 5-6 MG tanks to replace a 37 MG concrete lined reservoir.
• Preparation of specifications and obtaining quotes to replace pumps in kind at a pump station.
• The design and implementation of SCADA upgrades and integration with existing SCADA network.

4. WATER TREATMENT PLANTS
Consultant will have demonstrated capability and experience in water treatment plant processes and facilities. Consultant may perform feasibility studies, preliminary design, detailed design, and startup services for new or upgraded water treatment facilities; perform comparative analysis of treatment methods, including operational impacts, initial cost, life cycle cost, effectiveness of meeting treatment goals; plant siting studies; plant hydraulics; Supervisory Control and Data Acquisition (SCADA) requirements; and other requirements. Consultant may assist the Water Department in interactions and negotiations with the Department of Drinking Water (DDW) regarding design review and permit revisions for new or upgraded treatment facilities.

Consultant may be required to optimize existing water treatment plant processes, review standard operating procedures, and recommend changes, evaluate process/equipment requirements ahead of water source/quality changes, be V:\OWater\On-Call Consulting.Docx
familiar with existing and proposed water quality regulations and understand the impacts to the treatment plant processes.

Potential upcoming projects include:
• Design of a new 5 MGD water treatment plant featuring ozone, plate settling actiflow or Ml EX technologies.
• Design of replacement of flocculation and sedimentation equipment. • Condition assessment and design of the rehabilitation of chemical feed systems.
• The design and implementation of SCADA upgrades and integration with existing SCADA network.

5. EARTHEN DAMS AND ASSOCIATED GEOTECHNICAL AND STRUCTURAL

ENGINEERING
Consultant will have demonstrated capability and experience studying and designing improvements for earthen dams and their associated infrastructure such as spillways, fish releases and outlets. Consultant may be required to inspect dams and all appurtenant structures, including spillways and outlet towers, and be capable of evaluating deficiencies and the degree of hazard associates with the deficiencies, and to provide demonstrated experience in designing repairs to address such deficiencies. Consultant will demonstrate experience in the permitting and construction of dams, as well as the demolition of dams and/or related structures, and the development, design, and operation of pumped storage systems. Consultant will have experience with the regulatory agencies that govern dams, particularly the DSOD.

Consultant may perform geotechnical studies, as needed, to support other elements of the CIP (e.g., seismic evaluation or pipeline alignments).

Consultant may perform site investigations to gather data, take samples and measurements, and generally collect the information necessary to perform a structural analysis and evaluation of concrete foundations, tank and reservoir walls, pipe penetrations, all types of pipe, equipment supports, including the analysis of induced vibrations; perform the seismic analysis of such structures, including dams and related structures/appurtenances. Consultant will be capable of performing structural design for upgraded dam facilities.

Potential upcoming projects include:
• Alternatives analysis and cost estimates for raising an earthen dam. • Design of a new concrete lined spillway.
• Assessment and seismic upgrade design for an earthen dam. • Development of a program for landslide monitoring.
• Geotechnical study for a new water tank.

V;\OWater\On-Call Consulting.Docx

6. HYDROLOGY EVALUATIONS
Consultant will have demonstrated past successful experience in performing hydrologic evaluations, primarily to support the DOSD permitting and compliance.

Potential projects include:
• Preparation of inundation studies.
• Spillway modeling and sizing.
• Bathymetric studies to assess the available storage in a reservoir (lake) under different climactic conditions.

7. WATER DISTRIBUTION SYSTEM HYDRAULIC MODELING
Consultant will have successful experience in development and use of hydraulic models of water distribution systems. The City anticipates updating and converting our Geographic Information System (GIS) into a new hydraulic model. The new model will need to be calibrated and used to develop a new Water Master Plan as well as run various theoretical scenarios as part of the planning process for various projects.

Consultant will be capable of analyzing hydraulic systems such as transmission pipelines (i.e., raw water pipelines); treated water distribution systems such as pressure zones with pressure regulating valves, pump stations, tanks, and hydropneumatic zones; pump suction and discharge piping, treatment plant filter gallery piping, treatment plant hydraulics, and may prepare reports as needed to summarize and make recommendations. Consultant will have experience preparing master plans and capital improvement plans (annual budgeting) based on the hydraulic model output for water systems of a similar size.

Potential projects include:
• Fixing connectivity issues of the pipeline network in GIS and assessing SCADA data for importing into a hydraulic model.

Creation of a new hydraulic model for the City system.

Extended period Simulation (EPS) and static calibration of a hydraulic model
Performing fire flow testing.

Using the hydraulic model to prepare a Water Master Plan with recommended pipeline, pressure zone, and storage improvements.

Assessment of the sizing of new facilities (pipes, tanks, pump stations) to connect a new development to the system.

Assessment of downsizing a 37 MG reservoir to a series of 5-6 MG reservoirs.

V;\OWater\On-Call Consulting.Docx 10

8. ELECTRICAL ENGINEERING
Consultant will be experienced in the design of both high and low voltage electrical power systems for water pump stations, water treatment plants; design of stationary and portable electric generator connections, integration of new equipment with existing facilities, work with PG&E on the City's behalf to prepare applications for new service, review code requirements as applicable, perform arc flash studies, develop single-line diagrams and other drawings as needed. Perform on-site startup activities, including oversight of functional and performance testing.

Potential projects include:

Arc flash studies at all the City's pump stations.

Assessment and replacement of constant speed drives with variable speed drives.

Condition assessments of electrical equipment at a water treatment plant.

Design of a permanent backup generator for a 10 MOD pump station.

Condition assessment, bidding and construction oversight of safety upgrades to a high voltage substation.

The design and implementation of remote operation and monitoring equipment and control protocols for existing valves.

Renovation of existing and design and install of new solar powered equipment.

Provide resiliency studies of existing facilities and to provide recommendations and design projects to enable continued operations during PSPS events.

9. WATER RESOURCES MANAGMENT
Consultant will have past successful experience in performing water resources management including evaluations to demonstrate available water supplies are sufficient to support proposed new developments or respond to drought conditions.

Consultant will be familiar with the North Bay Aqueduct and other state and federal water supplies and water rights, climate change impact projections, water demand projections, urban water management planning (UWMP), water exchange policy development, and water conservation.

Potential projects include:
• Preparation of a water supply assessment for a new residential development.
• Development of a water supply model to understand projected water supplies from the City's numerous water supply sources. • Develop and implement a sustainable water exchange policy during drought conditions.
• Prepare public outreach for drought policy measures.

V:\OWater\On-Call Consulting.Docx 11
• Coordinate with Regional, State and Federal Regulatory Agencies. • Update to an UWMP.

10. ENVIRONMENTAL PERMITTING, CEQA AND RESTORATION
Consultant will provide demonstrated experience in all aspects of environmental requirements, including National Pollutant Discharge Elimination System (NPDES) requirements. Storm Water Pollution Prevention (SWPP) requirements, environmental permits and the Califomia Environmental Quality Act (CEQA).

Consultant may be required to determine how environmental and CEQA permitting affect projects at each stage and provide guidance and recommendations for balancing design options with any and all regulatory agencies that may have purview over them. Consultant may perform biology, habitat/vegetation and wildlife studies. Consultant may be asked to design creek, habitat or landscape restoration.

Potential projects include:
• CEQA compliance, permitting and restoration for a dam upgrade project. • CEQA compliance, permitting and landscape design for the abandonment of a 16 MG reservoir in a residential neighborhood.
• CEQA compliance and permitting for a new pipeline crossing a creek.

11. CONSTRUCTION MANAGEMENT
Consultant will be competent in the provision of construction management services including conducting meetings, coordinating with design professionals and City staff, managing documentation, managing schedules, performing daily field inspections, and managing conflict resolution. Consultant will be expected to review contractor prevailing wage statements for compliance with Department of Industrial Relations (DIR) requirements. Materials testing is to be performed by others.

Potential projects include:
• Construction management for a new water tank or pump station. • Review of prevailing wage statements for the City's annual main replacement program.
• Construction management for construction of a new dam spillway. • Construction management of raw water transmission line replacements. • Construction management of treatment plant upgrades for flocculation, filter media, ozone generation, chemical storage facilities, and solar power upgrades.

V:\OWater\On-Call Consulting.Docx 12

12. TELECOMMUNICATION SERVICES
Consultant will perform analysis of antenna, microwave and communication systems and provide analysis of radiation patterns, antenna gain and efficiency for communication systems and integration of AMI metering devices for data collection and billing applications. Consultant will also provide analysis for communication tower design including monopole solutions for communication of data between facilities.

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Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 3 Exhibit B - Compensation

EXHIBIT B

COMPENSATION

1. Consultant’s Compensation.

A. Services: City agrees to pay Consultant, at the rate(s) specified below, for those services set forth in Exhibit A of this Agreement and for all authorized reimbursable expenses, for a total not to exceed Two Million Dollars and 00 Cents as set forth below:

FISCAL YEAR NOT TO EXCEED AMOUNT
FY22 $500,000
FY23 $500,000
FY24 $500,000
FY25 $500,000
Consultant shall notify City in writing no later than thirty (30) days prior to the estimated date when Consultant will have billed City the maximum payment amount permitted under this Agreement, and Consultant shall provide City with an estimate of the additional compensation required to complete the project.

City agrees to pay Consultant for those services set forth in Exhibit A of this Agreement (identified by Statements of Work) and for all authorized reimbursable upon satisfactory completion of the services and delivery of the work product.

B. Additional Services:

1. Additional Services are those services related to the scope of Services of Consultant as set forth in Exhibit A but not anticipated at the time of execution of this Agreement. Additional Services shall be provided only when a Supplemental Agreement authorizing such Additional Services is approved by the City Manager, or his or her designee. City reserves the right to perform any Additional Services with its own staff or to retain other Consultants to perform said Additional Services.

2. Consultant’s compensation for Additional Services shall be based on the total number of hours spent on Additional Services multiplied by the employees' appropriate billable hourly rate as established below. City, at its option, may negotiate a fixed fee for some or all Additional Services as the need arises. Where a fixed fee for Additional Services is established by mutual Agreement between City and Consultant, compensation to Consultant shall not exceed the fixed fee amount.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 3 Exhibit B - Compensation

2. Appropriate Billable Hourly Rates for Services and Additional Services. Consultant’s billable hourly rates shall be as listed in Attachment 1 of Exhibit B, attached hereto and incorporated herein by this reference.

3. Consultant’s Reimbursable Expenses. Reimbursable Expenses shall be limited to actual reasonable expenditures of Consultant for expenses that are necessary for the proper completion of the Services and shall only be payable if specifically authorized in advance by City.

4. Payments to Consultant.

A. Payments to Consultant shall be made within a reasonable time after receipt of Consultant’s invoice, said payments to be made in proportion to services performed. Consultant may request payment on a monthly basis. Consultant shall be responsible for the cost of supplying all documentation necessary to verify the monthly billings to the satisfaction of City.

B. All invoices submitted by Consultant shall be (1) billed on a month-tomonth basis (i.e., the first of the month through the end of the month), (2) submitted by email to [email protected], and (3) must contain the following information:

1. Description of services billed under the invoice

2. Date of Invoice Issuance

3. Sequential Invoice Number

4. City’s Purchase Order Number

5. Statement of Work Number

6. Social Security Number or Taxpayer Identification Number

7. Amount of the Invoice (Itemize all Reimbursable Expenses)

8. Total Billed to Date
C. Items shall be separated into Services and Reimbursable Expenses.

Billings that do not conform to the format outlined above shall be returned to Consultant for correction. City shall not be responsible for delays in payment to Consultant resulting from Consultant’s failure to comply with the invoice format described above.

D. Request for payment shall be sent to:

Matt Brown, P.E., Senior Engineer
Engineering Division
City of Vallejo Water Department
c/o [email protected]
Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 3 Exhibit B - Compensation

5. Accounting Records of Consultant. Consultant shall maintain for three (3) years after completion of all services hereunder, all records under this Agreement, including, but not limited to, records of Consultant’s direct salary costs for all Services and Additional Services performed under this Agreement and records of Consultant’s Reimbursable Expenses, in accordance with generally accepted accounting practices. Consultant shall keep such records available for audit, inspection and copying by representatives of the City’s Finance Department or other government agencies during regular business hours upon twenty four (24) hours’ notice.

The obligations of Consultant under this section shall survive this Agreement.

6. Taxes. Consultant shall pay, when and as due, any and all taxes incurred as a result of Consultant’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.

7. Taxpayer Identification Number. Consultant shall provide City with Consultant’s complete Request for Taxpayer Identification Number and Certification, Form W-9, as issued by the Internal Revenue Service, and any other State or local tax identification number requested by City. 4 Sequoia Ecological Consulting, Inc.

FEE SCHEDULE
Notes:

Hours beyond 8 hours per day are charged at an overtime rate of 1.5 times our standard hourly rates for qualifying personnel.

To comply with California Labor Code 512 and California Code of Regulations 11040, if onsite conditions prohibit personnel from taking required breaks, one additional hour of time will be billed per day for qualifying staff covered under the regulations.

Hourly Rate (by year)
LABOR CATEGORY 2021 2022 2023 2024 2025
President/Principal $239 $246 $253 $261 $269
Regulatory Compliance Manager $237 $244 $251 $259 $267
Senior Program Manager $228 $235 $242 $249 $256
Program Manager $222 $229 $236 $243 $250
Senior Technical Specialist $220 $227 $234 $241 $248
Senior Scientist $199 $205 $211 $217 $224
Senior Regulatory Specialist $187 $193 $199 $205 $211
Senior Project Manager $183 $188 $194 $200 $206
Senior Technical Editor $173 $178 $183 $188 $194
Senior Planner $173 $178 $183 $188 $194
Senior Botanist $168 $173 $178 $183 $188
Senior GIS Specialist $165 $170 $175 $180 $185
Project Manager $161 $166 $171 $176 $181
Senior Biologist $155 $160 $165 $170 $175
Planner $151 $156 $161 $166 $171
Senior Arborist $147 $151 $156 $161 $166
Associate Project Manager $144 $148 $152 $157 $162
Botanist $143 $147 $151 $156 $161
Assistant Project Manager $130 $134 $138 $142 $146
GIS Technician $128 $132 $136 $140 $144
Project Biologist $122 $126 $130 $134 $138
Project Administrator $107 $110 $113 $116 $119
Staff Biologist $106 $109 $112 $115 $118
Technical Editor $101 $104 $107 $110 $113
Associate Biologist $99 $102 $105 $108 $111
Clerical $92 $95 $98 $101 $104
Field Scientist $81 $83 $85 $88 $91
Field Technician $71 $73 $75 $77 $79
GECo Principal $175 $180 $185 $190 $195
GECo Sr. Project Manager $155 $160 $165 $170 $175
GECo Assoc. Planner $115 $120 $125 $130 $135
GECo Word Processing/Graphics $80 $85 $90 $95 $100
Anticipated Reimbursable Expenses

OTHER DIRECT COSTS RATE
Regular vehicle (GSA
Published Rates)
$0.575/mile
Submeter GPS $50/day
UTV and Trailer $95/day
Fleet Vehicle $85/day
Infra-red Wildlife Monitor $50/day
Spotting Scope $30/day
Acoustic Bat Monitor $35/unit/day
Night Vision Goggles $30/day
Kayak Kit (Kayak, PFDs,
Paddles)
$75/day
Streamlight Strion HPL
Flashlight
$12.50/day
Aquatic Pond Sampling Kit $25/day
Color Graphics At cost
Field Supplies At cost
Equipment Rental At cost
Media Reproduction At cost
Airfare/Transportation/Rental
Vehicles
At cost
Lodging/Meals At cost
ATTACHMENT 1 TO EXHIBIT B
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 4 Exhibit C – Insurance Requirements

EXHIBIT C

INSURANCE REQUIREMENTS
Consultant shall procure and maintain for the duration of this Agreement, including any extensions thereto, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of services hereunder by the Consultant, their agents, representatives, or employees or subcontractors. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named Insured; whichever is greater. No representation is made that the minimum Insurance requirements of this agreement are sufficient to cover the obligations of the Consultant under this agreement.

1. Minimum Scope of Insurance. Coverage shall be at least as broad as:

A. Insurance Services Office form number GL 0002 covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).

B. Insurance Services Office form number CA 0001 covering Automobile Liability, code 1 any auto and endorsement CA 0025.

C. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance.

D. Professional Liability insurance appropriate to the Consultant’s profession (Errors and Omission).

2. Minimum Limits of Insurance. Consultant shall maintain limits no less than:

A. General Liability: $2,000,000 per occurrence for bodily injury, personal injury, and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

B. Automobile Liability: $1,000,000 per accident for bodily injury and property damage.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 4 Exhibit C – Insurance Requirements
C. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. If Consultant is not subject to California Workers’ Compensation requirements, Consultant shall file a completed Request for Waiver of Workers’ Compensation Insurance Form which may be obtained from the City prior to commencing any activity authorized hereunder.

D. Professional Liability (Errors and Omission): Insurance appropriates to the Consultant’s profession with $1,000,000 combined single limit per occurrence, and annual aggregate.

3. Deductible and Self-Insured Retention (SIR). Any deductibles or selfinsured retention must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or selfinsured retention as respects the City of Vallejo, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. All SIRs must be disclosed to the City’s Risk Manager for approval and shall not reduce the limits of liability. Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named Insured or the City.

4. Other Insurance Provisions.

A. Additional Insured Endorsements: The City of Vallejo, its officers, officials, employees, agents and volunteers are to be covered as Additional Insureds as respects; liability, including defense costs, arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased hired or borrowed by the Consultant. Additional Insured endorsements with respect to General Liability, Auto and Umbrella/Excess Insurance shall be attached to the Certificate of Insurance presented to the City.

B. 30 Days’ Notice of Cancellation Endorsements: Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City.

C. Waiver of Subrogation Rights Endorsement: The workers’ compensation policy required hereunder shall be endorsed to state that the workers' compensation carrier waives its right of subrogation against City, its officers, officials, employees, agents and volunteers, which might arise by reason of payment under such policy in connection with Consultant’s performance under this Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 4 Exhibit C – Insurance Requirements
Agreement. The waiver of subrogation rights endorsement in favor of the City of Vallejo shall be attached to the Certificate of Insurance.

D. The limits of Insurance required in this agreement may be satisfied by a combination of primary and umbrella or excess Insurance. Any umbrella or excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City of Vallejo before the City’s own Insurance or self-insurance shall be called upon to protect it as a named insured.

E. The insurance coverage shall contain no special limitations on the scope of protection afforded to the City of Vallejo, its officers, officials, employees, agents or volunteers. For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City of Vallejo, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City of Vallejo, its officers, officials, employees, agents, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.

F. The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

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

H. The City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

5. Acceptability of Insurers. The insurance is to be issued by companies licensed to do business in the State of California. The insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII.

6. Verification of Coverage. Consultant shall furnish the City with certificates of insurance and original endorsements. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. The City reserves the right to obtain a full certified copy of any Insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

7. Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each Consultant and Professional Services Agreement (Revised 01.2019) Page 4 of 4 Exhibit C – Insurance Requirements
subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

8. Payment Withhold. City will withhold payments to Consultant if the certificates of insurance and endorsements required in Paragraph F, above, are canceled or Consultant otherwise ceases to be insured as required herein.

ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD
PRODUCER CONTACT NAME: PHONE FAX
(A/C, No, Ext): (A/C, No): E-MAIL ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG OTHER: $ COMBINED SINGLE LIMIT
(Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $
$ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $
If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
2/7/2022
License # 0603247
(415) 454-6454 (415) 444-0986
20508
Sequoia Ecological Consulting, Inc.
1342 Creekside Drive
Walnut Creek, CA 94596
35076
2 A 2,000,000
X 6045307632 1/16/2022 1/16/2023 1,000,000
10,000
2,000,000
4,000,000
4,000,000
A 1,000,000
X 6045307596 1/17/2022 1/17/2023
A 5,000,000
6072179902 1/16/2022 1/16/2023 5,000,000
10,000
B
X 9224624-22 1/16/2022 1/16/2023 1,000,000
1,000,000
1,000,000
C Professional Liab G28362250 001 7/27/2020 Aggregate 2,000,000 C Pollution G28362250 001 7/27/2020 7/27/2022 Each 1,000,000 RE: Work performed by the Named Insured on behalf of the Certificate Holder City of Vallejo Public Works Department is included as Additional Insured with respects to General Liability per SB146932G. Cancellation Provisions apply per SB146916E. Auto Liability Additional Insured applies per CA 20 48 10 13. Cancellation Provisions apply per IL 02 70 07 20. Workers' Compensation Waiver of Subrogation applies per WC 2572. All forms and/or endorsements are attached.

City of Vallejo Public Works Department
555 Santa Clara Street
Vallejo, CA 94590

SEQUECO-CL LSTEVENS
George Petersen Insurance Agency, Inc.

P.O. Box 3539
Santa Rosa, CA 95402 [email protected]
Valley Forge Insurance Company
State Compensation Insurance Fund
Westchester Surplus Lines Insurance Co.

X
7/27/2022
X
X
X
X
X
X
X
SB146932G
(Ed. 10-19)

BLANKET ADDITIONAL INSURED AND LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following:

BUSINESSOWNERS LIABILITY COVERAGE FORM

BUSINESSOWNERS COMMON POLICY CONDITIONS

TABLE OF CONTENTS
I. Blanket Additional Insured Provisions
A. Additional Insured – Blanket Vendors
B. Miscellaneous Additional Insureds
C. Additional Provisions Pertinent to Additional Insured Coverage

1.a. Primary – Noncontributory provision

1.b. Definition of "written contract"

2. Additional Insured – Extended Coverage
II. Liability Extension Coverages
A. Bodily Injury – Expanded Definition
B. Broad Knowledge of Occurrence
C. Estates, Legal Representatives and Spouses
D. Fellow Employee First Aid
E. Legal Liability – Damage to Premises
F. Personal and Advertising Injury – Discrimination or Humiliation G. Personal and Advertising Injury – Broadened Eviction H. Waiver of Subrogation – Blanket
I. BLANKET ADDITIONAL INSURED PROVISIONS
A. ADDITIONAL INSURED – BLANKET VENDORS
Who Is An Insured is amended to include as an additional insured any person or organization (referred to below as vendor) with whom you agreed under a "written contract" to provide insurance, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions:

1. The insurance afforded the vendor does not apply to:
a. "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; b. Any express warranty unauthorized by you;
c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container;
e. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products;
f. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; g. Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or SB146932G (10-19) Page 1 of 7
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POLICY NUMBER: 6045307632
SB146932G
(Ed. 10-19)
h. "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to:
(1) The exceptions contained in Subparagraphs d. or f.; or (2) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products.

2. This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products.

3. This provision 2. does not apply to any vendor included as an insured by an endorsement issued by us and made a part of this Policy.

4. This provision 2. does not apply if "bodily injury" or "property damage" included within the "productscompleted operations hazard" is excluded either by the provisions of the Policy or by endorsement.

B. MISCELLANEOUS ADDITIONAL INSUREDS

1. Who Is An Insured is amended to include as an insured any person or organization (called additional insured) described in paragraphs 3.a. through 3.j. below whom you are required to add as an additional insured on this policy under a "written contract."

2. However, subject always to the terms and conditions of this policy, including the limits of insurance, we will not provide the additional insured with:
a. A higher limit of insurance than required by such "written contract;" b. Coverage broader than required by such "written contract" and in no event greater than that described by the applicable paragraph a. through k. below; or
c. Coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard." But this paragraph c. does not apply to the extent coverage for such liability is provided by paragraph 3.j. below.

Any coverage granted by this endorsement shall apply only to the extent permitted by law.

3. Only the following persons or organizations can qualify as additional insureds under this endorsement:
a. Controlling Interest
Any persons or organizations with a controlling interest in you but only with respect to their liability arising out of:
(1) such person or organization's financial control of you; or (2) Premises such person or organization owns, maintains or controls while you lease or occupy these premises;
provided that the coverage granted to such additional insureds does not apply to structural alterations, new construction or demolition operations performed by or for such additional insured. b. Co-owner of Insured Premises
A co-owner of a premises co-owned by you and covered under this insurance but only with respect to the co-owners liability for "bodily injury," "property damage" or "personal and advertising injury" as coowner of such premises. c. Grantor of Franchise
Any person or organization that has granted a franchise to you, but only with respect to such person or organization's liability for "bodily injury," "property damage," or "personal and advertising injury" as grantor of a franchise to you.

SB146932G (10-19) Page 2 of 7
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50020003260453076323759
POLICY NUMBER:
6045307632
SB146932G
(Ed. 10-19)
d. Lessor of Equipment
Any person or organization from whom you lease equipment, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused in whole or in part by your maintenance, operation or use of such equipment, provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury" takes place prior to the termination of such lease. e. Lessor of Land
Any person or organization from whom you lease land, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance or use of that specific part of the land leased to you, provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury," takes place prior to the termination of such lease. The insurance hereby afforded to the additional insured does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured.
f. Lessor of Premises
An owner or lessor of premises leased to you, or such owner or lessor's real estate manager, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance or use of such part of the premises leased to you, and provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury," takes place prior to the termination of such lease.

The insurance hereby afforded to the additional insured does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. g. Mortgagee, Assignee or Receiver
A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee, or receiver's liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance, or use of a premises by you.

This insurance does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. h. State or Political Subdivisions
A state or government agency or subdivision or political subdivision that has issued a permit or authorization, but only with respect to such government agency or subdivision or political subdivision's liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of:
(1) The following hazards in connection with premises you own, rent, or control and to which this insurance applies:
(a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance or use of any elevators covered by this insurance; or (2) The permitted or authorized operations performed by you or on your behalf. But the coverage granted by this paragraph does not apply to:
(a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or government agency or subdivision or political subdivision; or
(b) "Bodily injury" or "property damage" included within the "products-completed operations hazard."
With respect to this provision's requirement that additional insured status must be requested under a "written contract," we will treat as a "written contract" any governmental permit that requires you to add the governmental entity as an additional insured.

SB146932G (10-19) Page 3 of 7
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POLICY NUMBER:
6045307632
SB146932G
(Ed. 10-19)
i. Trade Show Event Lessor
With respect to your participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom you are required to include as an additional insured, but only with respect to such person or organization's liability for "bodily injury," "property damage," or "personal and advertising injury" caused by:
a. Your acts or omissions; or
b. Acts or omissions of those acting on your behalf;
in the performance of your ongoing operations at the trade show premises during the trade show event. j. Other Person or Organization
Any person or organization who is not an additional insured under paragraphs a. through i. above. Such additional insured is an insured solely for "bodily injury," "property damage" or "personal and advertising injury" for which such additional insured is liable because of your acts or omissions.

The coverage granted by this paragraph does not apply to any person or organization:
(1) For "bodily injury," "property damage," or "personal and advertising injury" arising out of the rendering or failure to render any professional services; (2) For "bodily injury" or "property damage" included in the "products-completed operations hazard." But this provision (2) does not apply to such "bodily injury" or "property damage" if:
(a) It is entirely due to your negligence and specifically results from your work for the additional insured which is the subject to the "written contract"; and (b) The "written contract" requires you to make the person or organization an additional insured for such "bodily injury" or "property damage"; or
(3) Who is afforded additional insured coverage under another endorsement attached to this policy.

C. ADDITIONAL PROVISIONS PERTINENT TO ADDITIONAL INSURED COVERAGE

1. With respect only to additional insured coverage provided under paragraphs A. and B. above:
a. The BUSINESSOWNERS COMMON POLICY CONDITIONS are amended to add the following to the Condition entitled Other Insurance:

This insurance is excess of all other insurance available to an additional insured whether primary, excess, contingent or on any other basis. However, if a "written contract" requires that this insurance be either primary or primary and noncontributing, then this insurance will be primary and non-contributory relative solely to insurance on which the additional insured is a named insured. b. Under Liability and Medical Expense Definitions, the following definition is added:
"Written contract" means a written contract or agreement that requires you to make a person or organization an additional insured on this policy, provided the contract or agreement:
(1) Is currently in effect or becomes effective during the term of this policy; and (2) Was executed prior to:
(a) The "bodily injury" or "property damage;" or
(b) The offense that caused the "personal and advertising injury"; for which the additional insured seeks coverage.

2. With respect to any additional insured added by this endorsement or by any other endorsement attached to this Coverage Part, the section entitled Who Is An Insured is amended to make the following natural persons insureds.

If the additional insured is:
a. An individual, then his or her spouse is an insured; SB146932G (10-19) Page 4 of 7
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50020003260453076323760
POLICY NUMBER:
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SB146932G
(Ed. 10-19)
b. A partnership or joint venture, then its partners, members and their spouses are insureds; c. A limited liability company, then its members and managers are insureds; d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are insureds; or
e. Any type of entity, then its employees are insureds; but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Furthermore, employees of additional insureds are not insureds with respect to liability arising out of:
(1) "Bodily injury" or "personal and advertising injury" to any fellow employee or to any natural person listed in paragraphs a. through d. above;
(2) "Property damage" to property owned, occupied or used by their employer or by any fellow employee; or (3) Providing or failing to provide professional health care services.

II. LIABILITY EXTENSION COVERAGES
It is understood and agreed that this endorsement amends the Businessowners Liability Coverage Form. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement to such provision do not apply.

A. Bodily injury – Expanded Definition
Under Liability and Medical Expenses Definitions, the definition of "Bodily injury" is deleted and replaced by the following:
"Bodily injury" means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury by that person at any time which results as a consequence of the physical injury, sickness or disease.

B. Broad Knowledge of Occurrence
Under Businessowners Liability Conditions, the Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended to add the following:

Paragraphs a. and b. above apply to you or to any additional insured only when such "occurrence," offense, claim or "suit" is known to:
(1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; (5) Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a political subdivision or public entity.

This paragraph applies separately to you and any additional insured.

C. Estates, Legal Representatives and Spouses
The estates, heirs, legal representatives and spouses of any natural person insured shall also be insured under this policy; provided, however, coverage is afforded to such estates, heirs, legal representatives and spouses only for claims arising solely out of their capacity as such and, in the case of a spouse, where such claim seeks damages from marital common property, jointly held property, or property transferred from such natural person insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative or spouse outside the scope of such person's capacity as such, provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business.

SB146932G (10-19) Page 5 of 7
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POLICY NUMBER:
6045307632
SB146932G
(Ed. 10-19)
D. Fellow Employee First Aid Coverage
In the section entitled Who Is An Insured, paragraph 2.a.1. is amended to add the following:

The limitations described in subparagraphs 2.a.1.(a), (b) and (c) do not apply to your "employees" for "bodily injury" that results from providing cardiopulmonary resuscitation or other first aid services to a co-"employee" or "volunteer worker" that becomes necessary while your "employee" is performing duties in the conduct of your business. Your "employees" are hereby insureds for such services. But the insured status conferred by this provision does not apply to "employees" whose duties in your business are to provide professional health care services or health examinations.

E. Legal Liability – Damage To Premises

1. Under B. Exclusions, 1. Applicable to Business Liability Coverage, Exclusion k. Damage To Property, is replaced by the following:
k. Damage To Property
"Property damage" to:

1. Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property;

2. Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises;

3. Property loaned to you;

4. Personal property in the care, custody or control of the insured;

5. That particular part of any real property on which you or any contractors or subcontractors working directly or indirectly in your behalf are performing operations, if the "property damage" arises out of those operations; or

6. That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it.

Paragraph 2 of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you.

Paragraphs 1, 3, and 4, of this exclusion do not apply to "property damage" (other than damage by fire or explosion) to premises:
(1) rented to you:
(2) temporarily occupied by you with the permission of the owner, or (3) to the contents of premises rented to you for a period of 7 or fewer consecutive days.

A separate limit of insurance applies to Damage To Premises Rented To You as described in Section D – Liability and Medical Expenses Limits of Insurance.

Paragraphs 3, 4, 5, and 6 of this exclusion do not apply to liability assumed under a sidetrack agreement.

Paragraph 6 of this exclusion does not apply to "property damage" included in the "productscompleted operations hazard."

2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the following paragraph is added, and replaces the similar paragraph, if any, beneath paragraph (14) of the exclusion entitled Personal and Advertising Injury:

Exclusions c, d, e, f, g, h, i, k, l, m, n, and o, do not apply to damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner or to the contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section D. Liability And Medical Expenses Limits Of Insurance.

SB146932G (10-19) Page 6 of 7
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50020003260453076323761
POLICY NUMBER:
6045307632
SB146932G
(Ed. 10-19)

3. The first Paragraph under item 5. Damage To Premises Rented To You Limit of the section entitled Liability And Medical Expenses Limits Of Insurance is replaced by the following:

The most we will pay under Business Liability for damages because of "property damage" to any one premises, while rented to you or temporarily occupied by you with the permission of the owner, including contents of such premises rented to you for a period of 7 or fewer consecutive days, is the Damage to Premises Rented to You Limit. The Damage to Premises Rented to You Limit is the greater of:
a. $1,000,000; or
b. The Damage to Premises Rented to You Limit shown in the Declarations.

F. Personal and Advertising Injury – Discrimination or Humiliation

1. Under Liability and Medical Expenses Definitions, the definition of "personal and advertising injury" is amended to add the following:
h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is:
(1) Not done intentionally by or at the direction of:
(a) The insured; or
(b) Any "executive officer," director, stockholder, partner, member or manager (if you are a limited liability company) of the insured; and
(2) Not directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person or person by any insured.

2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the exclusion entitled Personal and Advertising Injury is amended to add the following additional exclusions:
(15)Discrimination Relating to Room, Dwelling or Premises Caused by discrimination directly or indirectly related to the sale, rental, lease or sub-lease or prospective sale, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any insured. (16)Employment Related Discrimination
Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any insured. (17)Fines or Penalties
Fines or penalties levied or imposed by a governmental entity because of discrimination.

3. This provision (Personal and Advertising Injury – Discrimination or Humiliation) does not apply if Personal and Advertising Injury Liability is excluded either by the provisions of the Policy or by endorsement.

G. Personal and Advertising Injury - Broadened Eviction Under Liability and Medical Expenses Definitions, the definition of "Personal and advertising injury" is amended to delete Paragraph c. and replace it with the following:
c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room dwelling or premises that a person or organization occupies committed by or on behalf of its owner, landlord or lessor.

H. Waiver of Subrogation – Blanket
We waive any right of recovery we may have against:
a. Any person or organization with whom you have a written contract that requires such a waiver.

All other terms and conditions of the Policy remain unchanged.

SB146932G (10-19) Page 7 of 7
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POLICY NUMBER:
6045307632
SB146916E
(Ed. 07-20)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

CALIFORNIA CHANGES
This endorsement modifies insurance provided under the following:

BUSINESSOWNERS SPECIAL PROPERTY COVERAGE FORM

BUSINESSOWNERS LIABILITY COVERAGE FORM

BUSINESSOWNERS COMMON POLICY CONDITIONS
A. The Businessowners Special Property Coverage Form is amended as follows:

1. With respect to an "open policy", the following is added to any provision which uses the term actual cash value:
a. In the event of a partial loss to a building or structure, actual cash value is calculated as b.(1) or b.(2), whichever is less:
(1) The amount it would cost to repair, rebuild or replace the property less a fair and reasonable deduction for physical depreciation of the components of the building or structure that are normally subject to repair or replacement during its useful life. Physical depreciation is based upon the condition of the property at the time of loss;
(2) The Limit of Insurance applicable to the property.
b. In the event of a partial or total loss to Covered Property other than a building or structure, actual cash value is calculated as c.(1) or c.(2), whichever is less:
(1) The amount it would cost to repair or replace the property less a fair and reasonable deduction for physical depreciation based upon the condition of the property at the time of loss; (2) The Limit of Insurance applicable to the property.
c. An "open policy" is a policy under which the value of Covered Property is not fixed at policy inception, but is determined at the time of loss in accordance with policy provisions on valuation.

2. Paragraph E.2. Appraisal Property Loss Conditions is replaced by the following:

2. Appraisal
If we and you disagree on the value of the property or the actual cash value or the amount of loss, either may make written request for an appraisal of the loss. In this event, each party will select a competent and impartial appraiser. However, in the event of a government-declared disaster, as defined in the Government Code, appraisal may be requested by either you or us but shall not be compelled. Each party shall notify the other of the appraiser selected within 20 days of the request. The two appraisers will select an umpire. If they cannot agree within 15 days, either may request that selection be made by a judge of a court having jurisdiction. The appraisers will state separately the value of the property and actual cash value and amount of loss. If they fail to agree, they will submit their differences to the umpire. A decision agreed to by any two will set the amount of actual cash value and loss and will be binding. Each party will:
a. Pay its chosen appraiser; and
b. Bear the other expenses of the appraisal and umpire equally.

If there is an appraisal, we will still retain our right to deny the claim.

3. Paragraph E.4.e.(1)(a) of the Loss Payment – Building and Personal Property Property Loss Conditions is deleted.

4. Paragraphs E.4.e.(1)(b)(i), E.4.e.(1)(b)(ii) and E.4.e.(7) of the Loss Payment – Building and Personal Property Property Loss Conditions are deleted and replaced by the following:
(b) We will not pay on a replacement cost basis for any loss or damage until the lost or damaged property is actually repaired or replaced. Prior to such repair or replacement, we will pay the actual cash value of the lost or damaged property as described in paragraph A.1. of this Endorsement. If the actual cash value does not SB146916E (07-20) Page 1 of 6
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Policy Number:
6045307632
SB146916E
(Ed. 07-20)
exhaust the applicable Limit of Insurance, we will then pay the difference between the actual cash value and the replacement cost, provided that the repair or replacement is completed:
(i) Within 12 months after we pay the actual cash value; or (ii) Within 36 months after we pay the actual cash value if the loss or damage relates to a state of emergency under California law;
The following provision applies to real property which is used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household personal property in a residential unit:

If you, acting in good faith and with reasonable diligence, encounter a delay or delays in approval for, or reconstruction of, the residence that are beyond your control, we shall provide one or more additional extensions of six months for good cause. Circumstances beyond your control include, but are not limited to:
(i) Unavoidable construction permit delays;
(ii) The lack of necessary construction materials; or
(iii) The unavailability of contractors to do the necessary work.

Nothing in this paragraph (b) constitutes a waiver of our right to deny the claim for any valid reason or to restrict payment in cases of suspected fraud.
(7) Tenants Improvements and betterments at:
(a) Replacement cost in accordance with the terms set form in paragraph (1)(b) above. (b) A proportion of your original cost if the property is not repaired or replaced. We will determine the proportionate value as follows:
(i) Multiply the original cost by the number of days from the loss or damage to the expiration of the lease; and
(ii) Divide the amount determined in (i) above by the number of days from the installation of improvements to the expiration of the lease.

If your lease contains a renewal option, the expiration of the renewal option period will replace the expiration of the lease in this procedure.
(c) Nothing if others pay for repairs or replacement.

B. The Businessowners Common Policy Conditions are amended as follows:

1. Paragraphs A.2. and A.3. Cancellation are replaced by the following:

2. All Policies In Effect For 60 Days Or Less
If this policy has been in effect for 60 days or less, and is not a renewal of a policy we have previously issued, we may cancel this policy by mailing or delivering to the first Named Insured at the mailing address shown in the policy and to the producer of record, advance written notice of cancellation, stating the reason for cancellation, at least:
a. 10 days before the effective date of cancellation if we cancel for:
(1) Nonpayment of premium; or
(2) Discovery of fraud by:
(a) Any insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. b. 30 days before the effective date of cancellation if we cancel for any other reason.

SB146916E (07-20) Page 2 of 6
Copyright, CNA All Rights Reserved.
50020003260453076323756
SB146916E
(Ed. 07-20)

3. All Policies In Effect For More Than 60 Days
a. If this policy has been in effect for more than 60 days, or is a renewal of a policy we issued, we may cancel this policy only upon the occurrence, after the effective date of the policy, of one or more of the following:
(1) Nonpayment of premium, including payment due on a prior policy we issued and due during the current policy term covering the same risks.
(2) Discovery of fraud or material misrepresentation by:
(a) Any insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. (3) A judgment by a court or an administrative tribunal that you have violated a California or Federal law, having as one of its necessary elements an act which materially increases any of the risks insured against.
(4) Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by you or your representative, which materially increase any of the risks insured against.
(5) Failure by you or your representative to implement reasonable loss control requirements, agreed to by you as a condition of policy issuance, or which were conditions precedent to our use of a particular rate or rating plan, if that failure materially increases any of the risks insured against. (6) A determination by the Commissioner of Insurance that the:
(a) Loss of, or changes in, our reinsurance covering all or part of the risk would threaten our financial integrity or solvency; or
(b) Continuation of the policy coverage would:
(i) Place us in violation of California law or the laws of the state where we are domiciled; or (ii) Threaten our solvency.
(7) A change by you or your representative in the activities or property of the commercial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, increased or changed risk is included in the policy.
b. We will mail or deliver advance written notice of cancellation, stating the reason for cancellation, to the first Named Insured, at the mailing address shown in the policy, and to the producer of record, at least:
(1) 10 days before the effective date of cancellation if we cancel for nonpayment of premium or discovery of fraud; or
(2) 30 days before the effective date of cancellation if we cancel for any other reason listed in Paragraph

3.a.

2. The following provision is added to Paragraph A. Cancellation:

7. Residential Property
This provision applies to coverage on real property which is used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household personal property in a residential unit. If such coverage has been in effect for 60 days or less, and is not a renewal of coverage we previously issued, we may cancel this coverage for any reason, except we may not cancel this policy solely because:
a. Corrosive soil conditions exist on the premises; or
b. The first Named Insured has:
(1) Accepted an offer of earthquake coverage; or
(2) Cancelled or did not renew a policy issued by the California Earthquake Authority (CEA) that included an earthquake policy premium surcharge.

SB146916E (07-20) Page 3 of 6
Copyright, CNA All Rights Reserved.

SB146916E
(Ed. 07-20)
However, we shall cancel this policy if the first Named Insured has accepted a new or renewal policy issued by the CEA that includes an earthquake policy premium surcharge but fails to pay the earthquake policy premium surcharge authorized by the CEA.

If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter as determined by California Law, we will not cancel this Policy for one year, beginning from the date the state of emergency is declared, solely because the dwelling or other structure is located in an area in which a wildfire has occurred. However, we may cancel:
a. When you have not paid the premium, at any time letting you know at least 10 days before the cancellation takes effect;
b. If willful or grossly negligent acts or omissions by the named insured, or his or her representatives, are discovered that materially increase any of the risks insured against; or c. If there are physical changes in the property insured against, beyond the catastrophe damaged condition of the structures and surface landscape, which result in the property becoming uninsurable.

3. Paragraph C. Concealment, Misrepresentation Or Fraud is replaced by the following with respect to loss or damage caused by fire:

We do not provide coverage to the insured who, whether before or after a loss, has committed fraud or intentionally concealed or misrepresented any material fact or circumstance concerning:
a. This policy;
b. The Covered Property;
c. That insured's interest in the Covered Property; or
d. A claim under this policy.

4. Paragraph C. Concealment, Misrepresentation Or Fraud is replaced by the following with respect to loss or damage caused by a Covered Cause of Loss other than fire:

This policy is void if any insured, whether before or after a loss, has committed fraud or intentionally concealed or misrepresented any material fact or circumstance concerning:
a. This policy;
b. The Covered Property;
c. An insured's interest in the Covered Property; or
d. A claim under this policy.

5. The following paragraph is added and supersedes any provisions to the contrary:

M. Nonrenewal

1. Subject to the provisions of Paragraphs 2. and 3. below, if we elect not to renew this policy, we will mail or deliver written notice stating the reason for nonrenewal to the first Named Insured shown in the Declarations and to the producer of record, at least 60 days, but not more than 120 days, before the expiration or anniversary date.

We will mail or deliver our notice to the first Named Insured, and to the producer of record, at the mailing address shown in the policy.

2. Residential Property
This provision applies to coverage on real property used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household property contained in a residential unit.

If this Policy provides coverage as described in the preceding paragraph, and we elect not to renew this Policy, we will mail and deliver written notice, stating the reason for nonrenewal, to the first Named Insured shown in the Declarations, and to the producer of record, at the mailing address shown in the Policy, at least 75 days, but not more than 120 days, before the expiration or anniversary date.

SB146916E (07-20) Page 4 of 6
Copyright, CNA All Rights Reserved.
50020003260453076323757
SB146916E
(Ed. 07-20)
If we fail to give the first Named Insured shown in the Declarations notice of nonrenewal at least 75 days prior to policy expiration, as required in the paragraph above, this Policy, with no change in its terms and conditions, shall remain in effect for 75 days from the date that the notice of nonrenewal is delivered or mailed to the named insured. A notice to this effect shall be provided by us to the first Named Insured with the notice of nonrenewal.

We may elect not to renew such coverage for any reason, except that we will not refuse to renew such coverage solely because:
a. The first Named Insured has accepted an offer of earthquake coverage.

However, the following applies only to insurers who are associate participating insurers as established by Cal. Ins. Code Section 10089.16. We may elect not to renew such coverage after the first Named Insured has accepted an offer of earthquake coverage, if one or more of the following reasons applies:
(1) The nonrenewal is based on sound underwriting principles that relate to the coverages provided by this policy and that are consistent with the approved rating plan and related documents filed with the Department of Insurance as required by existing law; (2) The Commissioner of Insurance finds that the exposure to potential losses will threaten our solvency or place us in a hazardous condition. A hazardous condition includes, but is not limited to, a condition in which we make claims payments for losses resulting from an earthquake that occurred within the preceding two years and that required a reduction in policyholder surplus of at least 25% for payment of those claims; or
(3) We have:
(a) Lost or experienced a substantial reduction in the availability or scope of reinsurance coverage; or
(b) Experienced a substantial increase in the premium charged for reinsurance coverage of our residential property insurance policies; and
the Commissioner has approved a plan for the nonrenewals that is fair and equitable, and that is responsive to the changes in our reinsurance position.
b. The first Named Insured has cancelled or did not renew a policy, issued by the California Earthquake Authority that included an earthquake policy premium surcharge. c. Corrosive soil conditions exist on the premises.

If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter as determined by California Law, we will not nonrenew this Policy for one year, beginning from the date the state of emergency is declared, solely because the dwelling or other structure is located in an area in which a wildfire has occurred.

However, we may nonrenew:
a. If willful or grossly negligent acts or omissions by the named insured, or his or her representatives, are discovered that materially increase any of the risks insured against; or b. If losses unrelated to the post-disaster loss condition of the property have occurred that would collectively render the risk ineligible for renewal; or c. If there are physical changes in the property insured against, beyond the catastrophe damaged condition of the structures and surface landscape, which result in the property becoming uninsurable.

3. We are not required to send notice of nonrenewal in the following situations:
a. If the transfer or renewal of a policy, without any changes in terms, conditions, or rates, is between us and a member of our insurance group.
b. If the policy has been extended for 90 days or less, provided that notice has been given in accordance with Paragraph 1.

SB146916E (07-20) Page 5 of 6
Copyright, CNA All Rights Reserved.

SB146916E
(Ed. 07-20)
c. If you have obtained replacement coverage, or if the first Named Insured has agreed, in writing, within 60 days of the termination of the policy, to obtain that coverage. d. If the policy is for a period of no more than 60 days and you are notified at the time of issuance that it will not be renewed.
e. If the first Named Insured requests a change in the terms or conditions or risks covered by the policy within 60 days of the end of the policy period.
f. If we have made a written offer to the first Named Insured, in accordance with the timeframes shown in Paragraph 1., to renew the policy under changed terms or conditions or at an increased premium rate, when the increase exceeds 25%.

All other terms and conditions of the Policy remain unchanged.

SB146916E (07-20) Page 6 of 6
Copyright, CNA All Rights Reserved.
50020003260453076323758
Business Auto Policy
Policy Endorsement

DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement.

This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form.

This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below.

Named Insured: SEQUOIA ECOLOGICAL CONSULTING, INC.

Endorsement Effective Date: 01/17/2022

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

ANY PERSON OR ORGANIZATION THAT THE NAMED INSURED IS OBLIGATED TO PROVIDE INSURANCE

WHERE REQUIRED BY A WRITTEN CONTRACT OR AGREEMENT IS AN INSURED,BUT ONLY WITH RESPECT

TO LEGAL RESPONSIBILITY FOR ACTS OR OMISSIONS OF A PERSON/ORGANIZATION FOR WHOM

LIABILITY COVERAGE IS AFFORDED UNDER THIS POLICY
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I - Covered Autos Coverages of the Auto Dealers Coverage Form.

BUA 6045307596
Endorsement No: 12; Page: 1 of 1 Policy Page: 47 of 81
Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CA 20 48 10 13
Endorsement Effective Date:

Policy No:

Endorsement Expiration Date: Policy Effective Date: 01/17/2022 © Copyright Insurance Services Office, Inc., 2011
Business Auto Policy
Policy Endorsement
CALIFORNIA CHANGES – CANCELLATION AND NONRENEWAL
This endorsement modifies insurance provided under the following:

CAPITAL ASSETS PROGRAM (OUTPUT POLICY) COVERAGE PART

COMMERCIAL AUTOMOBILE COVERAGE PART

COMMERCIAL GENERAL LIABILITY COVERAGE PART

COMMERCIAL INLAND MARINE COVERAGE PART

COMMERCIAL PROPERTY COVERAGE PART

CRIME AND FIDELITY COVERAGE PART

EMPLOYMENT-RELATED PRACTICES LIABILITY COVERAGE PART

EQUIPMENT BREAKDOWN COVERAGE PART

FARM COVERAGE PART

LIQUOR LIABILITY COVERAGE PART

MEDICAL PROFESSIONAL LIABILITY COVERAGE PART

POLLUTION LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
A. Paragraphs 2. and 3. of the Cancellation Common Policy Condition are replaced by the following:

2. All Policies In Effect For 60 Days Or Less
If this policy has been in effect for 60 days or less, and is not a renewal of a policy we have previously issued, we may cancel this policy by mailing or delivering to the first Named Insured, at the mailing address shown in the policy, and to the producer of record, advance written notice of cancellation, stating the reason for cancellation, at least:
a. 10 days before the effective date of cancellation if we cancel for:
(1) Nonpayment of premium; or
(2) Discovery of fraud by:
(a) Any insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. b. 30 days before the effective date of cancellation if we cancel for any other reason.

3. All Policies In Effect For More Than 60 Days
a. If this policy has been in effect for more than 60 days, or is a renewal of a policy we issued, we may cancel this policy only upon the occurrence, after the effective date of the policy, of one or more of the following:
(1) Nonpayment of premium, including payment due on a prior policy we issued and due during the current policy term covering the same risks.
(2) Discovery of fraud or material misrepresentation by:
(a) Any insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. (3) A judgment by a court or an administrative tribunal that you have violated a California or Federal law, having as one of its necessary elements an act which materially increases any of the risks insured against.

BUA 6045307596
Endorsement No: 26; Page: 1 of 5 Policy Page: 67 of 81
Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: IL 02 70 07 20
Endorsement Effective Date:

Policy No:

Endorsement Expiration Date: Policy Effective Date: 01/17/2022 © Copyright Insurance Services Office, Inc., 2020
Business Auto Policy
Policy Endorsement
(4) Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by you or your representative, which materially increase any of the risks insured against.
(5) Failure by you or your representative to implement reasonable loss control requirements, agreed to by you as a condition of policy issuance, or which were conditions precedent to our use of a particular rate or rating plan, if that failure materially increases any of the risks insured against. (6) A determination by the Commissioner of Insurance that the:
(a) Loss of, or changes in, our reinsurance covering all or part of the risk would threaten our financial integrity or solvency; or
(b) Continuation of the policy coverage would:
(i) Place us in violation of California law or the laws of the state where we are domiciled; or (ii) Threaten our solvency.
(7) A change by you or your representative in the activities or property of the commercial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, increased or changed risk is included in the policy. b. We will mail or deliver advance written notice of cancellation, stating the reason for cancellation, to the first Named Insured, at the mailing address shown in the policy, and to the producer of record, at least:
(1) 10 days before the effective date of cancellation if we cancel for nonpayment of premium or discovery of fraud; or
(2) 30 days before the effective date of cancellation if we cancel for any other reason listed in Paragraph 3.a.

B. The following provision is added to the Cancellation Common Policy Condition:

7. Residential Property
This provision applies to coverage on real property which is used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household personal property in a residential unit, if such coverage is written under one of the following:

Commercial Property Coverage Part
Farm Coverage Part – Farm Property – Farm Dwellings, Appurtenant Structures And Household Personal Property Coverage Form
a. If such coverage has been in effect for 60 days or less, and is not a renewal of coverage we previously issued, we may cancel this coverage for any reason, except as provided in b. and c. below.
b. We may not cancel this policy solely because the first Named Insured has:
(1) Accepted an offer of earthquake coverage; or
BUA 6045307596
Endorsement No: 26; Page: 2 of 5 Policy Page: 68 of 81
Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: IL 02 70 07 20
Endorsement Effective Date:

Policy No:

Endorsement Expiration Date: Policy Effective Date: 01/17/2022 © Copyright Insurance Services Office, Inc., 2020
Business Auto Policy
Policy Endorsement
(2) Cancelled or did not renew a policy issued by the California Earthquake Authority (CEA) that included an earthquake policy premium surcharge.

However, we shall cancel this policy if the first Named Insured has accepted a new or renewal policy issued by the CEA that includes an earthquake policy premium surcharge but fails to pay the earthquake policy premium surcharge authorized by the CEA. c. We may not cancel such coverage solely because corrosive soil conditions exist on the premises.

This restriction (c.) applies only if coverage is subject to one of the following, which exclude loss or damage caused by or resulting from corrosive soil conditions:
(1) Commercial Property Coverage Part – Causes Of Loss – Special Form; or (2) Farm Coverage Part – Causes Of Loss Form – Farm Property, Paragraph D. Covered Causes Of Loss – Special.
d. If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter, as determined by California Law, we may not cancel this policy for one year, beginning from the date the state of emergency is declared, solely because the dwelling or other structure is located in an area in which a wildfire has occurred.

However, we may cancel:
(1) When you have not paid the premium, at any time by letting you know at least 10 days before the date cancellation takes effect;
(2) If willful or grossly negligent acts or omissions by the Named Insured, or his or her representatives, are discovered that materially increase any of the risks insured against; or (3) If there are physical changes in the property insured against, beyond the catastrophe-damaged condition of the structures and surface landscape, which result in the property becoming uninsurable.

C. The following is added and supersedes any provisions to the contrary:

Nonrenewal

1. Subject to the provisions of Paragraphs C.2. and C.3. below, if we elect not to renew this policy, we will mail or deliver written notice, stating the reason for nonrenewal, to the first Named Insured shown in the Declarations, and to the producer of record, at least 60 days, but not more than 120 days, before the expiration or anniversary date.

We will mail or deliver our notice to the first Named Insured, and to the producer of record, at the mailing address shown in the policy.

2. Residential Property
This provision applies to coverage on real property used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household property contained in a residential unit, if such coverage is written under one of the following:

Commercial Property Coverage Part
Farm Coverage Part – Farm Property – Farm Dwellings, Appurtenant Structures And Household Personal Property Coverage Form
BUA 6045307596
Endorsement No: 26; Page: 3 of 5 Policy Page: 69 of 81
Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: IL 02 70 07 20
Endorsement Effective Date:

Policy No:

Endorsement Expiration Date: Policy Effective Date: 01/17/2022 © Copyright Insurance Services Office, Inc., 2020
Business Auto Policy
Policy Endorsement
a. If this policy provides coverage as described in the preceding paragraph, and we elect not to renew this policy, we will mail or deliver written notice, stating the reason for nonrenewal, to the first Named Insured shown in the Declarations, and to the producer of record, at the mailing address shown in the policy, at least 75 days, but not more than 120 days, before the expiration or anniversary date.

If we fail to give the first Named Insured shown in the Declarations notice of nonrenewal at least 75 days prior to the policy expiration, as required in the paragraph above, this policy, with no change in its terms and conditions, shall remain in effect for 75 days from the date that the notice of nonrenewal is delivered or mailed to the Named Insured. A notice to this effect shall be provided by us to the first Named Insured with the notice of nonrenewal. b. We may elect not to renew such coverage for any reason, except as provided in Paragraphs c., d. and e. below.
c. We will not refuse to renew such coverage solely because the first Named Insured has accepted an offer of earthquake coverage.

However, the following applies only to insurers who are associate participating insurers as established by Cal. Ins. Code Section 10089.16. We may elect not to renew such coverage after the first Named Insured has accepted an offer of earthquake coverage, if one or more of the following reasons applies:
(1) The nonrenewal is based on sound underwriting principles that relate to the coverages provided by this policy and that are consistent with the approved rating plan and related documents filed with the Department of Insurance as required by existing law; (2) The Commissioner of Insurance finds that the exposure to potential losses will threaten our solvency or place us in a hazardous condition. A hazardous condition includes, but is not limited to, a condition in which we make claims payments for losses resulting from an earthquake that occurred within the preceding two years and that required a reduction in policyholder surplus of at least 25% for payment of those claims; or
(3) We have:
(a) Lost or experienced a substantial reduction in the availability or scope of reinsurance coverage; or
(b) Experienced a substantial increase in the premium charged for reinsurance coverage of our residential property insurance policies; and
the Commissioner has approved a plan for the nonrenewals that is fair and equitable, and that is responsive to the changes in our reinsurance position.
d. We will not refuse to renew such coverage solely because the first Named Insured has cancelled or did not renew a policy, issued by the California Earthquake Authority, that included an earthquake policy premium surcharge.
e. We will not refuse to renew such coverage solely because corrosive soil conditions exist on the premises. This restriction (e.) applies only if coverage is subject to one of the following, which exclude loss or damage caused by or resulting from corrosive soil conditions:

BUA 6045307596
Endorsement No: 26; Page: 4 of 5 Policy Page: 70 of 81
Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: IL 02 70 07 20
Endorsement Effective Date:

Policy No:

Endorsement Expiration Date: Policy Effective Date: 01/17/2022 © Copyright Insurance Services Office, Inc., 2020
Business Auto Policy
Policy Endorsement
(1) Commercial Property Coverage Part – Causes Of Loss – Special Form; or (2) Farm Coverage Part – Causes Of Loss Form – Farm Property, Paragraph D. Covered Causes Of Loss – Special.
f. If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter, as determined by California Law, we may not nonrenew this policy for one year, beginning from the date the state of emergency is declared, solely because the dwelling or other structure is located in an area in which a wildfire has occurred.

However, we may nonrenew:
(1) If willful or grossly negligent acts or omissions by the Named Insured, or his or her representatives, are discovered that materially increase any of the risks insured against; (2) If losses unrelated to the postdisaster loss condition of the property have occurred that would collectively render the risk ineligible for renewal; or (3) If there are physical changes in the property insured against, beyond the catastrophe-damaged condition of the structures and surface landscape, which result in the property becoming uninsurable.

3. We are not required to send notice of nonrenewal in the following situations:
a. If the transfer or renewal of a policy, without any changes in terms, conditions or rates, is between us and a member of our insurance group.
b. If the policy has been extended for 90 days or less, provided that notice has been given in accordance with Paragraph C.1.
c. If you have obtained replacement coverage, or if the first Named Insured has agreed, in writing, within 60 days of the termination of the policy, to obtain that coverage. d. If the policy is for a period of no more than 60 days and you are notified at the time of issuance that it will not be renewed.
e. If the first Named Insured requests a change in the terms or conditions or risks covered by the policy within 60 days of the end of the policy period.
f. If we have made a written offer to the first Named Insured, in accordance with the timeframes shown in Paragraph C.1., to renew the policy under changed terms or conditions or at an increased premium rate, when the increase exceeds 25%.

BUA 6045307596
Endorsement No: 26; Page: 5 of 5 Policy Page: 71 of 81
Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: IL 02 70 07 20
Endorsement Effective Date:

Policy No:

Endorsement Expiration Date: Policy Effective Date: 01/17/2022 © Copyright Insurance Services Office, Inc., 2020

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Payment Date: 4/14/2021 5:49:40 PM
Confirmation #: 000675 (3804385923)
Account Information
Account # 11712067
Expire Date 6/30/2021
Name SEQUOIA ECOLOGICAL CONSULTING INC
Address 156 DIABLO RD STE 220
City DANVILLE
Phone (925) 855-5500
Summary
Standard Input Balance Due
GR Class A 24000.00 $43.75
State CASp Fee (AB1379) 1.00 $4.00
Total Balance Due $47.75
Payment Information
Credit Card # x4937
Payment Amount $47.75
CONSENT CALENDAR 8.CC.

DATE: March 22, 2022
TO: Mayor and Members of the City Council
FROM: Beth Schoenberger, Acting Water Director
SUBJECT: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH ZANJERO, INC. FOR WATER ENGINEERING

CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000

PER YEAR FOR FOUR YEARS AS PART OF THE CITY'S PROGRAM FOR UPGRADING

AND REPLACING OUTDATED CITY WATER INFRASTRUCTURE

RECOMMENDATION
Adopt resolution approving an on-call consultant and professional services agreement with Zanjero, Inc. for water engineering consulting services and authorizing the City Manager to execute same in a total amount not-to-exceed $2 million and limited to $500,000 per year for four years as part of the City's program for upgrading and replacing outdated City water infrastructure.

REASONS FOR RECOMMENDATION
The ability to deploy consultants on an on-call, as-needed basis allows the Water Department to best manage the anticipated workload to deliver capital projects within the allotted time frame to address aging infrastructure and assure drinking water system reliability for customers.

BACKGROUND AND DISCUSSION
The Water Department anticipates using contract services of consultant firms to perform work on various water Capital Improvement Projects (CIP) and water Engineering-related projects. This work will be variable in scope and may be short-term and/or long-term, depending upon the focus. As a practice, many cities enter into on-call agreements with consultant firms to assign work as needed. In addition, many cities choose to enter into on-call agreements with multiple firms in order to ensure that a consultant's workload issues will not get in the way of a city's critical-path needs, allow staff to best fit the expertise of a particular firm with specific needs of an assignment, and obtain competitive pricing.

Water’s Engineering staff are responsible for reviewing planning and development applications, assisting other divisions within the Water Department with maintenance requests, water conservation and resources planning management, inter-agency coordination, implementing grant programs and strategic planning, responding to customer service requests, and delivering the design and construction of Water’s CIP. When Vallejo's drinking water functions were transitioned into a standalone department, the need to tackle the aging infrastructure was identified as a top priority. A long-term financial plan was prepared, a new rate plan was unanimously approved by Council after an 18-month process of robust community engagement, with direction from the City Council Ad Hoc Water Rate Committee. The financial plan included a projected $27M bond issuance. The Bond Issuance was proposed due to the extensive maintenance, rehabilitation, and replacement needs of the City’s aging drinking water infrastructure. In December 2020, after delays resulting from the pandemic, the City Council approved the Bond Issuance, wherein Water staff had identified a total of fifty-five (55) projects.

Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH ZANJERO, INC. FOR WATER ENGINEERING

CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY'S

PROGRAM FOR UPGRADING AND REPLACING OUTDATED CITY WATER

INFRASTRUCTURE

Thirty-five (35) of those projects are identified in the published Vallejo FY 2020-21 CIP Budget book. While at the time the Bond proposal anticipated an issuance of $27M, due to record-setting low interest rates at the time of the bond sale (January 2021), the annual projected debt service funded an issuance of $52M, an addition of $25M dollars earmarked for investment in the drinking water system infrastructure for the long term benefit of system reliability for customers. Specialized design and consultant work is a prerequisite to developing the scope and framework for the resulting construction projects. The Bond Issuance requires a minimum of 80% of bond funds be spent within three (3) years. Current staffing levels in Water Engineering are not sufficient to support this requirement while managing the existing workload.

In order to meet the current and anticipated needs for the Water Department’s Capital Improvement Projects which will be funded through the Bond Issuance, as well as emerging critical maintenance needs, City staff issued a Request for Qualifications (RFQ) asking that qualified consultants submit a Statement of Qualifications (SOQ) demonstrating their ability to perform the following services as related specifically to the Water industry in the following major categories:
 Program/Project Management
 Pipeline Design
 Pump Station and Tank Studies, Assessments, and Design  Water Treatment Plant Studies, Assessments, and Design  Earthen Dams and Associated Geotechnical and Structural Engineering  Hydrology Evaluations
 Water Distribution System Hydraulic Modeling
 Electrical Engineering
 Water Resources Management
 Environmental Permitting, CEQA and Restoration
 Construction Management
 Telecommunication Services
The RFQ for On-Call Water Engineering Consulting was released on July 12, 2021. Twentythree proposals were submitted by the due date of August 9, 2021. Staff reviewed the SOQs and ranked each firm by scoring them based on the following criteria as listed in the RFQ:
 Firm’s relevant experience and familiarity with issues applicable to the City’s needs. (50%)  Qualifications of the firm and assigned individuals. (25%)  Fee structure and cost-effectiveness of the consultants. (15%)  Reference checks. (10%)
Due to the extensive responsibilities of the Water Department Engineering team and bond obligations, the firms represented by each of the contracts included with this staff report were selected to best meet Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH ZANJERO, INC. FOR WATER ENGINEERING

CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY'S

PROGRAM FOR UPGRADING AND REPLACING OUTDATED CITY WATER

INFRASTRUCTURE

those needs. These firms possess various requested areas of expertise as set forth in each contract, have recent experience handling on-call services for municipalities, are available to commence services immediately, and have resources and staffing to complete assignments on a timely basis.

Each of the firms have been notified that they are being recommended for agreements in an amount not to exceed $500,000 annually over the initial four-year term of the contract. The specific scope of services, schedule, and cost of work will be defined on a statement of work basis. The statement of work will be signed by the Water Director and the consulting firm prior to beginning work.

Zanjero, Inc. proposed in the areas of Program/Project Management; Water Resources Management; and Environmental Permitting, CEQA & Restoration and will be awarded a Consultant and Professional Agreement. A Design Professional Agreement is an agreement for consultants to provide the design and specifications required for a capital project. A Consultant and Professional Agreement covers a similar range of consulting services, such as guidance, plan review, feasibility studies, and planning studies. However, it does not include design criteria.

Staff recommends authorizing the City Manager to execute agreements with Zanjero, Inc. This action will authorize the City Manager to execute agreements that will establish a pool of professional consultants under contract with the City through June 30, 2026, with an option to extend agreements for one year.

FISCAL IMPACT
This proposed action will not have any direct impact on the General Fund. Funds to pay each firm for asneeded consultant services in an amount not to exceed $500,000 annually over the initial four-year term contract will come from existing (and future) capital improvement project budgets within the Water Enterprise Fund based on allocated bond funding. The contracts also include a potential one-year extension in a not-toexceed amount of $500,000.

ENVIRONMENTAL REVIEW
This action is exempt from the California Environmental Quality Act (CEQA) because it is not a project which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, pursuant to CEQA Guideline section 15378.

ATTACHMENTS

1. Resolution Awarding On-Call Contracts_Zanjero (1)

2. Zanjero_PSA Package (1)

CONTACT
Beth Schoenberger, Acting Water Director (707) 648-5439 [email protected]
Kent Carothers, P.E. Water Engineering Manager (707) 648-4309 [email protected]
Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH ZANJERO, INC. FOR WATER ENGINEERING

CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY'S

PROGRAM FOR UPGRADING AND REPLACING OUTDATED CITY WATER

INFRASTRUCTURE

Approved as to form:

By: for
Veronica Nebb, City Attorney
RESOLUTION NO. 22- _____ N.C.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO

APPROVING AND AWARDING AN ON-CALL CONSULTANT AND PROFESSIONAL SERVICES CONTRACT TO ZANJERO, INC. FOR WATER ENGINEERING CONSULTING

SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME WHEREAS, the Water Department recently updated its FY2021-2022 Capital Improvement Program (CIP) to incorporate a portion of $52 million in proceeds received in February 2021 from a Bond Issuance and is now embarking on an aggressive program to update its infrastructure; and
WHEREAS, the City of Vallejo Water Department Engineering division current staffing level is not sufficient to support the design and implementation of the current CIP, requiring outside consultants to provide technical expertise on a range of disciplines necessary to complete bondfunded CIP projects; and WHEREAS, the City of Vallejo Water Department Engineering Division requires a broad spectrum of consultant expertise, experience, and support to implement the purpose and required timeframe for implementation of the bond funded projects on top of their existing engineering duties in the Department; and
WHEREAS, on July 12th, 2021, the City of Vallejo Water Department published the Request for Qualification for On-Call Water Engineering Consulting Services requesting qualifications that could cover twelve water engineering specific disciplines in order to create a readily-available pre-screened group of qualified consultants to be deployed as-needed to a wide range of technical specialties necessary to successfully complete the bond-funded CIP projects in a timely and high quality manner; and
WHEREAS, twenty-three proposals were received from the following consulting firms: 4Leaf, Balance Hydrologics, BKF Engineers, Carollo Engineers, Consolidated CM, Dewbery, EKI, FreyerLaureta, GEI Consultants, GHD, HDR, HydroScience, Interwest, Lee and Ro, NCE, NexGen, Park Engineering, Sandis, Schaaf & Wheeler, Sequoia, West Yost, WRA and Zanjero/Tully & Young.

WHEREAS, the City of Vallejo Water Department created a selection panel consisting of licensed engineers and qualified project management professionals. Each proposal was given a score based on the demonstrated understanding of the services requested, the firm’s relevant experience and familiarity with issues applicable to the project, the qualifications of the firm and assigned individuals, the acceptability and scope of service capabilities, and the fee structure; and
WHEREAS, seventeen consultants were selected to provide a minimum of two consultants per discipline to cover all twelve disciplines with the intent to obtain expertise within the industry and competitive pricing within each discipline; and
WHEREAS, Zanjero, Inc. is included in this resolution to provide Program/Project Management; Water Resources Management; and Environmental Permitting, CEQA & Restoration; and WHEREAS, two types of contracts can be awarded, a Design Professional Services contract and a Professional Services Agreement; and
WHEREAS, each contract awarded is not to exceed $500,000 annually for four years and includes the option to extend for up to one year; and
WHEREAS, a Consultant and Professional Services Contract is included in this resolution; and WHEREAS, the City’s Water Department has sufficient money in its Water Enterprise Funds to pay for this work.

NOW, THEREFORE BE IT RESOLVED that the Council hereby approves contracts between the City of Vallejo and Zanjero, Inc. in an amount not to exceed $500,000 per year for four years with an option to extend for an additional year at $500,000, to be paid from the Water Department’s Water Enterprise Funds and authorizes the City Manager to execute same.

Adopted by the City Council of the City of Vallejo at a regular meeting held on March 22, 2022, with the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
______________________________________

ROBERT MCCONNELL, MAYOR
ATTEST:
______________________________________
DAWN G. ABRAHAMSON, CITY CLERK
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 10 Approved as to form:

By: for
Veronica Nebb, City Attorney

CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT
This Consultant and Professional Services Agreement ("Agreement") is made at Vallejo, California, dated for reference this 22nd day of March, 2022, by and between the City of Vallejo, a municipal corporation ("City"), and Zanjero, Inc., a California corporation, hereinafter referred to as “Consultant”, who agree as follows:

1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide the City professional services as specified in Exhibit A, entitled “Scope of Work.”

2. Payment. City shall pay Consultant for services rendered pursuant to this Agreement at the times and in the manner set forth in Exhibit B, entitled “Compensation.” The payments specified in Exhibit B shall be the only payments to be made to Consultant for services rendered pursuant to this Agreement.

3. Facilities and Equipment. Consultant shall, at its sole cost and expense, furnish all facilities and equipment which may be required for furnishing services pursuant to this Agreement.

4. Indemnification. Consultant shall indemnify, hold harmless, and defend City, its officers, officials, directors, employees, agents, volunteers and affiliates and each of them from any and all claims, demands, causes of action, damages, costs, expenses, actual attorney’s fees, consultant’s fees, expert fees, losses or liability, in law or in equity, of every kind and nature whatsoever arising out of or in connection with Consultant’s operations, or any subcontractor’s operations, to be performed under this agreement for Consultant’s or subcontractor’s tort negligence including active or passive, or strict negligence, including but not limited to personal injury including, but not limited to bodily injury, emotional injury, sickness or disease, or death to persons and/or damage to property of anyone, including loss of use thereof, caused or alleged to be caused by any act or omission of Consultant, or any subcontractor, or anyone directly or indirectly employed by any of them or anyone for the full period of time allowed by the law, regardless to any limitation by insurance, with the exception of the sole negligence or willful misconduct of the City.

The provisions of this section shall survive the expiration or termination of this Agreement.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 10

5. Insurance Requirements. Consultant agrees to comply with all of the Insurance Requirements set forth in Exhibit C, entitled “Insurance Requirements for Consultant.” Failure to maintain required insurance at all times shall constitute a default and material breach.

6. Accident Reports. Consultant shall immediately report (as soon as feasible, but not more than 24 hours) to the City Risk Manager any accident or other occurrence causing injury to persons or property during the performance of this Agreement. The report shall be made in writing and shall include, at a minimum: (a) the names, addresses, and telephone numbers of the persons involved, (b) the names, addresses, and telephone numbers of any known witnesses, (c) the date, time, and description of the accident or other occurrence.

7. Conflict of Interest. Consultant warrants and represents that to the best of its knowledge, there exists no actual or potential conflict between Consultant’s family, business, real property or financial interests and the services to be provided under this Agreement. Consultant shall comply with the City of Vallejo Conflict of Interest Code and not enter into any contract or agreement during the performance of this Agreement which will create a conflict of interest with its duties to City under this Agreement. In the event of a change in Consultant’s family, business, real property, or financial interests occurs during the term of this Agreement that creates an actual or potential conflict of interest, then Consultant shall disclose such conflict in writing to City. Every individual who performs services on behalf of Consultant pursuant to this Agreement must file a full Statement of Economic Interests (also known as Form 700) with the City Clerk if the work of the individual involves making a governmental decision whether to issue, deny, suspend, or revoke any permit, license, application, certificate, approval, order, or similar authorization or entitlement; authorizes the City to enter into, modify, or renew a contract; grants City approval of specifications for a contract; adopts or approves for the City any policy, standard or guideline; lobbies on behalf of the City, or performs the same or substantially all the same duties for the City that would otherwise be performed by an individual holding a position specified in the City’s Conflict of Interest Code.

8. Independent Contractor. Consultant is an independent contractor.

Neither Consultant nor any of Consultant’s officers, employees, agents, or subcontractors, if any, is an employee of City by virtue of this Agreement or performance of any services pursuant to this Agreement. City shall have the right to control Consultant only insofar as the results of Consultant’s services rendered pursuant to this Agreement; however, City shall not have the right to control the means by which Consultant accomplishes services pursuant to this Agreement.

9. Licences, Permits, Etc. Consultant represents and warrants to City that all consultant services shall be provided by a person or persons duly licensed by the State of California to provide the type of services to be performed under this Agreement and that Consultant has all the permits, qualifications and approvals of Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 10 whatsoever nature which are legally required for Consultant to practice its profession. Consultant represents and warrants to City that it shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession.

10. Business License. Consultant, and its subcontractors, has obtained or agrees to apply prior to performing any services under this Agreement to City’s Finance Department for a business license, pay the applicable business license tax and maintain said business license during the term of this Agreement. The failure to obtain such license shall be a material breach of this Agreement and grounds for termination by City. No payments shall be made to Consultant until such business license(s) has been obtained.

11. Standard of Performance. Consultant shall provide products and perform all services required pursuant to this Agreement in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised under similar conditions by a member of Consultant’s profession currently practicing in California.

Consultant is responsible for making an independent evaluation and judgment of all conditions affecting performance of the work, including without limitation applicable federal, state, and local laws and regulations, and all other contingencies or considerations.

Consultant’s responsibilities under this section shall not be delegated. Consultant shall be responsible to City for acts, errors, or omissions of Consultant’s subcontractors.

Consultant is responsible for making an independent evaluation and judgment of all conditions affecting performance of the work and shall prepare plans, reports, and/or other work products in such a way that additional costs will not be incurred beyond a project budget approved or amended by the City Manager or his or her designee.

Whenever the scope of work requires or permits review, approval, conditional approval or disapproval by City, it is understood that such review, approval, conditional approval or disapproval is solely for the purposes of administering this Agreement and determining whether the Consultant is entitled to payment for such work, and not be construed as a waiver of any breach or acceptance by the City of any responsibility, professional or otherwise, for the work, and shall not relieve the Consultant of responsibility for complying with the standard of performance or laws, regulations, industry standards, or from liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of Consultant.

Consultant and Professional Services Agreement (Revised 01.2019) Page 4 of 10

12. Force Majeure. Neither party shall be considered in default of this Agreement to the extent performances are prevented or delayed by causes or circumstances beyond either party’s reasonable control, such as war, riots, strikes, lockouts, work slowdown or stoppage, acts of God, such as floods or earthquakes, and electrical blackouts or brownouts.

In the event that the Consultant is unable to meet the completion date or schedule of services, Consultant shall immediately inform the City Representative of this in writing. If additional time is required to perform the work, the City Representative may adjust the schedule.

13. Time is of the Essence. Time is of the essence in this Agreement. Any reference to days means calendar days, unless otherwise specifically stated.

14. Personnel. Consultant agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement.

The payment made to Consultant pursuant to this Agreement shall be the full and complete compensation to which Consultant and Consultant’s officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither Consultant nor Consultant’s officers or employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of Consultant. The City shall not be required to pay any workers' compensation insurance on behalf of Consultant.

Consultant shall pay, when and as due, any and all taxes incurred as a result of Consultant’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.

15. Consultant Not Agent. Except as authorized under this Agreement or as City may authorize in a letter of authorization signed by the City Manager or his or her designee, Consultant shall have no authority, express or implied to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, under this Agreement, to bind City to any obligation whatsoever.

16. Term. The term of this Agreement shall commence on March 8, 2022, and shall continue in full force and effect until June 30, 2026.

City shall, at its discretion, have the right to extend the term of this Agreement, in intervals of one year, by written notice to Consultant. The total duration of this Consultant and Professional Services Agreement (Revised 01.2019) Page 5 of 10 Agreement, including the exercise of any options under this section, shall not exceed June 30, 2027.

If the term of this Agreement extends into fiscal years subsequent to that in which it is approved, such continuation of the Agreement is contingent on the appropriation of funds for such purpose by the City Council of the City of Vallejo.

If funds to effect such continued payment are not appropriated, Consultant agrees to terminate any services supplied to City of Vallejo under this Agreement, and relieve City of any further obligation therefore.

17. Termination or Abandonment by City. The City has the right, at any time and in its sole discretion, to immediately terminate or abandon any portion or all of the services to be provided under this Agreement by giving notice to Consultant.

Upon receipt of a notice of termination, Consultant shall perform no further work except as specified in the notice. Before the date of termination, Consultant shall deliver to City all City records and documents, all work product, whether completed or not, as of the date of termination and not otherwise previously delivered.

The City shall pay Consultant for services performed in accordance with this Agreement before the date of termination. If this contract provides for payment of a lump sum for all services or by task and termination occurs before completion of the work or any defined task which according to the performance schedule was commenced before the notice of termination, the fee for services performed shall be based on an amount mutually agreed to by City and Consultant for the portion of work completed in conformance with this Agreement before the date of termination. In addition, the City will reimburse Consultant for authorized expenses incurred and not previously reimbursed. The City shall not be liable for any fees or costs associated for the termination or abandonment except for the fees, and reimbursement of authorized expenses, payable pursuant to this section.

18. Products of Consulting Services. The work product, including without limitation, all writings, work sheets, reports, recordings, drawings, files, detailed calculations and other work products, whether complete or incomplete, of Consultant resulting from services rendered pursuant to this Agreement, shall become the property of City. Consultant agrees that all copyrights which arise from creation of the work under this Agreement shall be vested in the City and waives and relinquishes all claims to copyright or other intellectual property rights in favor of the City. City acknowledges that its use of the work product is limited to the purposes contemplated by the scope of work and that the Consultant makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work.

Documents submitted to the City in electronic format shall be formatted according to specifications provided by the City, or if not otherwise specified, in Microsoft Word, Excel, PowerPoint or other Microsoft Office Suite (2002) format as Consultant and Professional Services Agreement (Revised 01.2019) Page 6 of 10 appropriate for the particular work product or, if directed by the City Representative in Adobe Acrobat PDF format.

19. Cooperation by City. City shall, to the extent reasonable and practicable, assist and cooperate with Consultant in the performance of Consultant’s services hereunder.

20. Assignment and Subcontracting. Consultant shall not subcontract, assign or transfer voluntarily or involuntarily any of its rights, duties or obligation under this Agreement without the express written consent of the City Manager or his or her designee in each instance. Any attempted or purported assignment of any right, duty or obligation under this Agreement without said consent shall be void and of no effect.

If subcontracting of work is permitted, Consultant shall pay its subcontractor within ten (10) days of receipt of payment by City for work performed by a subcontractor and billed by the Consultant. Use of the term subcontractor in any other provision of this contract shall not be construed to imply authorization for Consultant to use subcontractors for performance of any service under this Agreement.

The City is an intended beneficiary of any work performed by Consultant’s subcontractor for purposes of establishing a duty of care between the subcontractor and City.

Any subcontractor or assignee consented to by City shall be bound by all terms and conditions of this agreement and the same shall be incorporated into and made a part of any assignment or subcontractor agreement.

21. Successors and Assigns. All terms, conditions, and provisions of this Agreement shall apply to and bind the respective heirs, executors, administrators, successors, and assigns of the parties. Nothing in this section is intended to affect the limitation on assignment.

22. Non-Discrimination/Fair Employment Practices.
(a) Consultant shall not, because of race, religious creed, color, sex, national original, ancestry, disability, medical condition, age, marital status or sexual orientation of any person, refuse to hire or employ, or to bar or discharge from employment, or to discriminate in compensation, or in terms, conditions or privileges any person, and every employee will receive equal opportunity for employment and shall be granted equal treatment with respect to compensation, terms, conditions or other privileges of employment, without regard to his race, religious creed, color, sex, national origin, ancestry, or disability, medical condition, age, marital status or sexual orientation.

Consultant and Professional Services Agreement (Revised 01.2019) Page 7 of 10 Consultant warrants and represents it is an equal opportunity employer and agrees it shall not discriminate on the basis of race, religious creed, color, sex, national origin, ancestry, disability, medical condition, age, marital status or sexual orientation in the selection and retention of employees, subcontractors or procurement of materials or equipment.

In all solicitations either by competitive bidding or negotiations made by Consultant for work to be performed under any subcontract, including procurement of materials or equipment, each potential subcontractor or supplier shall be notified by Consultant of Consultant’s obligation under this Agreement relative to nondiscrimination and fair employment practices.

Consultant shall include the above provisions of this section in every subcontract, including procurement of materials or equipment.
(b) Consultant agrees to comply with Title VII of the Civil Rights Act of 1964, as amended, the California Fair Employment Practices Act, the Americans with Disabilities Act of 1990, any other applicable federal and state laws and regulations and City ordinances and regulations hereinafter enacted.

23. Notices. All notices or instruments required to be given or delivered by law or this Agreement shall be in writing and shall be effective upon receipt thereof and shall be by personal service or delivered by depositing the same in any United States Post Office, registered or certified mail, postage prepaid, addressed to:

If to City: Beth Schoenberger, Acting Director
City of Vallejo, Water Department
202 Fleming Hill Road
Vallejo, CA 94589
If to Consultant: Jim Crowley, President
Zanjero, Inc.
965 University Avenue, # 222
Sacramento, CA 95825-6758
Any party may change its address for receiving notices by giving written notice of such change to the other party in accordance with this section.

Routine administrative communications shall be made pursuant to section 1 of Exhibit A.

24. Integration Clause. This Agreement, including all Exhibits, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. This Agreement shall not be amended or modified except by a written agreement executed by each of the parties hereto.

Consultant and Professional Services Agreement (Revised 01.2019) Page 8 of 10

25. Severability Clause. Should any provision of this Agreement ever be deemed to be legally void or unenforceable, all remaining provisions shall survive and be enforceable.

26. Law Governing. This Agreement shall in all respects be governed by the law of the State of California without regard to its conflicts of law rules. Litigation arising out of or connected with this Agreement shall be instituted and maintained in the courts of Solano County in the State of California or in the United States District Court, Eastern District of California, Sacramento, California, and the parties consent to jurisdiction over their person and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts.

27. Waiver. Waiver by either party of any default, breach or condition precedent shall not be construed as a waiver of any other default, breach or condition precedent or any other right hereunder.

28. Ambiguity. The parties acknowledge that this is a negotiated agreement, that they have had the opportunity to have this Agreement reviewed by their respective legal counsel, and that the terms and conditions of this Agreement are not to be construed against any party on the basis of such party's draftsmanship thereof.

29. Gender. All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural, as the identifications of the person or persons, firm or firms, corporation or corporations may require.

30. Headings. The section headings contained in this Agreement are inserted for convenience only and shall not affect in any way the meaning or interpretation of this Agreement.

31. Compliance with Laws. Consultant will comply with all statutes, regulations and ordinances in the performance of all services under this Agreement.

32. Confidentiality of City Information. During the performance of services under this Agreement, Consultant may gain access to and use City information regarding, but not limited to, procedures, policies, training, operational practices, and other vital information (hereafter collectively referred to as "City Information") which are valuable, special and unique assets of the City. Consultant agrees that it will not use any information obtained as a consequence of the performance of services under this Agreement for any purpose other than fulfillment of Consultant’s scope of work , to protect all City Information and treat it as strictly confidential and proprietary to City, and that it will not at any time, either directly or indirectly, divulge, disclose or communicate in any manner any City Information to any third party, other than its own employees, agents or subcontractors who have Consultant and Professional Services Agreement (Revised 01.2019) Page 9 of 10 a need for the City Information for the performance of services under this Agreement, without the prior written consent of City, or as required by law.

Consultant shall treat all records and work product prepared or maintained by Consultant in the performance of this Agreement as confidential.

A violation by Consultant of this section shall be a material violation of this Agreement and will justify legal and/or equitable relief.

Consultant’s obligations under this section shall survive the completion of services, expiration or termination of this Agreement.

33. News and Information Release. Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from City through the City Representative.

34. City Representative. The City Representative specified in Exhibit A, or the representative's designee, shall administer this Agreement for the City.

35. Counterparts. The parties may execute this Agreement in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument.

36. Facsimile Signature; Electronic Signature. This Agreement shall be binding upon the receipt of facsimile signatures or e-mailed by PDF or otherwise.

Any person transmitting his or her signature by facsimile or electronically shall promptly send an original signature to the other party pursuant to the notice provision of this Agreement. The failure to send an original shall not affect the binding nature of this Agreement.

37. Authority. The person signing this Agreement for Consultant hereby represents and warrants that he/she is fully authorized to sign this Agreement on behalf of Consultant.

38. Exhibits. The following exhibits are attached hereto and incorporated herein by reference:

Exhibit A, entitled “Scope of Work,” including any attachments Exhibit B, entitled “Compensation,” including any attachments Exhibit C, entitled “Insurance Requirements,” including attachments [SIGNATURES ON FOLLOWING PAGE]
Consultant and Professional Services Agreement (Revised 01.2019) Page 10 of 10 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year shown below the name of each of the parties.

ZANJERO, INC.
a California Corporation
By:

Jim Crowley
President
DATE:
(City Seal)

CITY OF VALLEJO,
a municipal corporation
By:

Mike Malone
Interim City Manager
DATE:

ATTEST:

By:

Dawn Abrahamson
City Clerk
APPROVED AS TO CONTENT:

Beth Schoenberger
Acting Water Director
APPROVED AS TO FORM:

For
Veronica A. F. Nebb
City Attorney
APPROVED AS TO INSURANCE:

Armond Sarkis
Risk Manager
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 2 Exhibit A – Scope of Work

EXHIBIT A

SCOPE OF WORK

1. Representatives. The City Representative for this Agreement is:

Matt Brown, P.E., Senior Engineer
Water Department, City of Vallejo
202 Fleming Hill Road
Vallejo, CA 94589
[email protected]
The Consultant’s Representative for this Agreement is:

Jim Crowley, President
Zanjero, Inc.
965 University Avenue, # 222
Sacramento, CA 95825-6758
[email protected]
All routine administrative communications between the parties will be between the above-named representatives and may be by personal delivery, mail, or electronic mail as agreed between the Consultant Representative and City’s Representative.

2. Services to be Provided. The Consultant will provide as-needed services for City of Vallejo Water Department projects as assigned by Water Department staff, in written Statements of Work, executed by Consultant before commencement of work on the project. At the discretion of Water Department staff, and considering the capabilities of Consultant, assignments shall be given to Consultant in Program/Project Management; Water Resources Management; and Environmental Permitting, CEQA & Restoration, as more fully set forth in Attachment 1 to Exhibit A, which is incorporated herein by this reference. City shall have no obligation to pay Consultant for any work performed by Consultant that is not set forth in this Agreement or in a Statement of Work.

3. Time for Performance. Consultant will perform services according to the schedule negotiated for each individual Statement of Work to be developed. If the schedule calls for the services to be performed in phases or discrete increments, Consultant shall not proceed from one phase or increment to the next without written authorization from the City’s Representative. Consultant will complete all services for any Statement of Work by the agreed upon date.

4. Key Personnel. All of the individuals identified below are necessary for the successful prosecution of the services due to their unique expertise and depth and breadth of experience. There shall be no change in the personnel listed below, without Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 2 Exhibit A – Scope of Work
written approval of the City Representative. Consultant recognizes that the composition of this team was instrumental in the City’s decision to award the work to Consultant and that compelling reasons for substituting these individuals must be demonstrated for the City’s consent to be granted. Any substitutes shall be persons of comparable or superior expertise and experience. Failure to comply with the provisions of this section shall constitute a material breach of Consultant’s obligations under this Agreement and shall be grounds for termination.

Key personnel will be as identified in Statements of Work.

In mid-2021, the City expects to begin executing a prioritized list of projects identified in its Capital Improvement Program (CIP) that will require immediate resources using several On-call Consultants. These projects will be varied and will require consulting firms with diverse and specialized skill sets. Other services, such as conceptual-level studies, may be needed to support executable design of the CIP. The anticipated service categories are listed below.

1. PROGRAM/PROJECT MANAGEMENT
Consultant will serve as an extension of staff and may provide overall program and project management for projects. Familiarity with Caltrans Projects and their Right of Way (ROW) Manual may be beneficial. The Consultant will schedule and conduct remote project meetings with staff and may be required to work at least two (2) days a week in the Water Department Engineering office located at 202 Fleming Hill Road, Vallejo, California, under COVID-19 provisions for Solano County.

Potential projects include:
• Overseeing another consultant preparing the design of a large diameter pipeline in an area outside the City requiring coordination with Napa County. • Review of developer plans as part of the developer review process. • Assistance with developing project schedules and budgeting for CIP projects.
• Assist with the planning and implementation of a Water Exchange Policy and/or water supply agreements with neighboring municipalities. • Managing implementation of replacement of water meters across the service area.
• Management and tracking expenditures for numerous on-call consulting and contractor contracts.

2. PIPELINES
Consultant will have demonstrated capability and experience in design of new pipelines, which may include alignment studies, profile and plan drawings, hydraulic gradient drawings, selection and sizing of pipe, linings, coatings, fittings, valves, blow off vaults, air release vaults, corrosion protection methods, startup and shut down procedures, and trenchless installation methods including sliplining. Familiarity with Caltrans Projects and their Right of Way (ROW) Manual may be beneficial.

Potential projects include:
• Design of a large diameter raw water pipeline in an area outside the City requiring coordination with Napa County.

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ATTACHMENT 1 TO EXHIBIT A
• Design of the City's annual distribution main replacement projects. • Development of a water main prioritization list based on leak data, pipe characteristics and the City's pavement program.
• Design of the slip-lining of a 24-inch pipe with a 10-inch pipe within a Caltrans right-of-way.
• Management of potholing to locate utilities for a pipeline design project.

3. PUMP STATIONS AND TANKS
Consultant will have demonstrated capability and experience in performing feasibility studies, condition assessments, and design for upgrading existing and designing new pump stations and tanks. Tasks may include pump/motor sizing and selection, pipe sizing, hydraulic surge analysis, selection and sizing of valves, instrumentation and controls, pipe supports, site studies, electrical power requirements, etc.

Potential projects include:
• Design of a new pump station to replace a below-grade pump station in a busy street.
• Condition assessment of a hydropneumatic pump station and tank, and preparation of a report with recommended upgrades.
• Design of a series of 5-6 MG tanks to replace a 37 MG concrete lined reservoir.
• Preparation of specifications and obtaining quotes to replace pumps in kind at a pump station.
• The design and implementation of SCADA upgrades and integration with existing SCADA network.

4. WATER TREATMENT PLANTS
Consultant will have demonstrated capability and experience in water treatment plant processes and facilities. Consultant may perform feasibility studies, preliminary design, detailed design, and startup services for new or upgraded water treatment facilities; perform comparative analysis of treatment methods, including operational impacts, initial cost, life cycle cost, effectiveness of meeting treatment goals; plant siting studies; plant hydraulics; Supervisory Control and Data Acquisition (SCADA) requirements; and other requirements. Consultant may assist the Water Department in interactions and negotiations with the Department of Drinking Water (DDW) regarding design review and permit revisions for new or upgraded treatment facilities.

Consultant may be required to optimize existing water treatment plant processes, review standard operating procedures, and recommend changes, evaluate process/equipment requirements ahead of water source/quality changes, be V:\OWater\On-Call Consulting.Docx
familiar with existing and proposed water quality regulations and understand the impacts to the treatment plant processes.

Potential upcoming projects include:
• Design of a new 5 MGD water treatment plant featuring ozone, plate settling actiflow or Ml EX technologies.
• Design of replacement of flocculation and sedimentation equipment. • Condition assessment and design of the rehabilitation of chemical feed systems.
• The design and implementation of SCADA upgrades and integration with existing SCADA network.

5. EARTHEN DAMS AND ASSOCIATED GEOTECHNICAL AND STRUCTURAL

ENGINEERING
Consultant will have demonstrated capability and experience studying and designing improvements for earthen dams and their associated infrastructure such as spillways, fish releases and outlets. Consultant may be required to inspect dams and all appurtenant structures, including spillways and outlet towers, and be capable of evaluating deficiencies and the degree of hazard associates with the deficiencies, and to provide demonstrated experience in designing repairs to address such deficiencies. Consultant will demonstrate experience in the permitting and construction of dams, as well as the demolition of dams and/or related structures, and the development, design, and operation of pumped storage systems. Consultant will have experience with the regulatory agencies that govern dams, particularly the DSOD.

Consultant may perform geotechnical studies, as needed, to support other elements of the CIP (e.g., seismic evaluation or pipeline alignments).

Consultant may perform site investigations to gather data, take samples and measurements, and generally collect the information necessary to perform a structural analysis and evaluation of concrete foundations, tank and reservoir walls, pipe penetrations, all types of pipe, equipment supports, including the analysis of induced vibrations; perform the seismic analysis of such structures, including dams and related structures/appurtenances. Consultant will be capable of performing structural design for upgraded dam facilities.

Potential upcoming projects include:
• Alternatives analysis and cost estimates for raising an earthen dam. • Design of a new concrete lined spillway.
• Assessment and seismic upgrade design for an earthen dam. • Development of a program for landslide monitoring.
• Geotechnical study for a new water tank.

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6. HYDROLOGY EVALUATIONS
Consultant will have demonstrated past successful experience in performing hydrologic evaluations, primarily to support the DOSD permitting and compliance.

Potential projects include:
• Preparation of inundation studies.
• Spillway modeling and sizing.
• Bathymetric studies to assess the available storage in a reservoir (lake) under different climactic conditions.

7. WATER DISTRIBUTION SYSTEM HYDRAULIC MODELING
Consultant will have successful experience in development and use of hydraulic models of water distribution systems. The City anticipates updating and converting our Geographic Information System (GIS) into a new hydraulic model. The new model will need to be calibrated and used to develop a new Water Master Plan as well as run various theoretical scenarios as part of the planning process for various projects.

Consultant will be capable of analyzing hydraulic systems such as transmission pipelines (i.e., raw water pipelines); treated water distribution systems such as pressure zones with pressure regulating valves, pump stations, tanks, and hydropneumatic zones; pump suction and discharge piping, treatment plant filter gallery piping, treatment plant hydraulics, and may prepare reports as needed to summarize and make recommendations. Consultant will have experience preparing master plans and capital improvement plans (annual budgeting) based on the hydraulic model output for water systems of a similar size.

Potential projects include:
• Fixing connectivity issues of the pipeline network in GIS and assessing SCADA data for importing into a hydraulic model.

Creation of a new hydraulic model for the City system.

Extended period Simulation (EPS) and static calibration of a hydraulic model
Performing fire flow testing.

Using the hydraulic model to prepare a Water Master Plan with recommended pipeline, pressure zone, and storage improvements.

Assessment of the sizing of new facilities (pipes, tanks, pump stations) to connect a new development to the system.

Assessment of downsizing a 37 MG reservoir to a series of 5-6 MG reservoirs.

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8. ELECTRICAL ENGINEERING
Consultant will be experienced in the design of both high and low voltage electrical power systems for water pump stations, water treatment plants; design of stationary and portable electric generator connections, integration of new equipment with existing facilities, work with PG&E on the City's behalf to prepare applications for new service, review code requirements as applicable, perform arc flash studies, develop single-line diagrams and other drawings as needed. Perform on-site startup activities, including oversight of functional and performance testing.

Potential projects include:

Arc flash studies at all the City's pump stations.

Assessment and replacement of constant speed drives with variable speed drives.

Condition assessments of electrical equipment at a water treatment plant.

Design of a permanent backup generator for a 10 MOD pump station.

Condition assessment, bidding and construction oversight of safety upgrades to a high voltage substation.

The design and implementation of remote operation and monitoring equipment and control protocols for existing valves.

Renovation of existing and design and install of new solar powered equipment.

Provide resiliency studies of existing facilities and to provide recommendations and design projects to enable continued operations during PSPS events.

9. WATER RESOURCES MANAGMENT
Consultant will have past successful experience in performing water resources management including evaluations to demonstrate available water supplies are sufficient to support proposed new developments or respond to drought conditions.

Consultant will be familiar with the North Bay Aqueduct and other state and federal water supplies and water rights, climate change impact projections, water demand projections, urban water management planning (UWMP), water exchange policy development, and water conservation.

Potential projects include:
• Preparation of a water supply assessment for a new residential development.
• Development of a water supply model to understand projected water supplies from the City's numerous water supply sources. • Develop and implement a sustainable water exchange policy during drought conditions.
• Prepare public outreach for drought policy measures.

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• Coordinate with Regional, State and Federal Regulatory Agencies. • Update to an UWMP.

10. ENVIRONMENTAL PERMITTING, CEQA AND RESTORATION
Consultant will provide demonstrated experience in all aspects of environmental requirements, including National Pollutant Discharge Elimination System (NPDES) requirements. Storm Water Pollution Prevention (SWPP) requirements, environmental permits and the Califomia Environmental Quality Act (CEQA).

Consultant may be required to determine how environmental and CEQA permitting affect projects at each stage and provide guidance and recommendations for balancing design options with any and all regulatory agencies that may have purview over them. Consultant may perform biology, habitat/vegetation and wildlife studies. Consultant may be asked to design creek, habitat or landscape restoration.

Potential projects include:
• CEQA compliance, permitting and restoration for a dam upgrade project. • CEQA compliance, permitting and landscape design for the abandonment of a 16 MG reservoir in a residential neighborhood.
• CEQA compliance and permitting for a new pipeline crossing a creek.

11. CONSTRUCTION MANAGEMENT
Consultant will be competent in the provision of construction management services including conducting meetings, coordinating with design professionals and City staff, managing documentation, managing schedules, performing daily field inspections, and managing conflict resolution. Consultant will be expected to review contractor prevailing wage statements for compliance with Department of Industrial Relations (DIR) requirements. Materials testing is to be performed by others.

Potential projects include:
• Construction management for a new water tank or pump station. • Review of prevailing wage statements for the City's annual main replacement program.
• Construction management for construction of a new dam spillway. • Construction management of raw water transmission line replacements. • Construction management of treatment plant upgrades for flocculation, filter media, ozone generation, chemical storage facilities, and solar power upgrades.

V:\OWater\On-Call Consulting.Docx 12

12. TELECOMMUNICATION SERVICES
Consultant will perform analysis of antenna, microwave and communication systems and provide analysis of radiation patterns, antenna gain and efficiency for communication systems and integration of AMI metering devices for data collection and billing applications. Consultant will also provide analysis for communication tower design including monopole solutions for communication of data between facilities.

V:\OWater\On-Call Consulting.Docx 13
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 3 Exhibit B - Compensation

EXHIBIT B

COMPENSATION

1. Consultant’s Compensation.

A. Services: City agrees to pay Consultant, at the rate(s) specified below, for those services set forth in Exhibit A of this Agreement and for all authorized reimbursable expenses, for a total not to exceed Two Million Dollars and 00 Cents as set forth below:

FISCAL YEAR NOT TO EXCEED AMOUNT
FY22 $500,000
FY23 $500,000
FY24 $500,000
FY25 $500,000
Consultant shall notify City in writing no later than thirty (30) days prior to the estimated date when Consultant will have billed City the maximum payment amount permitted under this Agreement, and Consultant shall provide City with an estimate of the additional compensation required to complete the project.

City agrees to pay Consultant for those services set forth in Exhibit A of this Agreement (identified by Statements of Work) and for all authorized reimbursable expenses upon satisfactory completion of the services and delivery of the work product.

B. Additional Services:

1. Additional Services are those services related to the scope of Services of Consultant as set forth in Exhibit A but not anticipated at the time of execution of this Agreement. Additional Services shall be provided only when a Supplemental Agreement authorizing such Additional Services is approved by the City Manager, or his or her designee. City reserves the right to perform any Additional Services with its own staff or to retain other Consultants to perform said Additional Services.

2. Consultant’s compensation for Additional Services shall be based on the total number of hours spent on Additional Services multiplied by the employees' appropriate billable hourly rate as established below. City, at its option, may negotiate a fixed fee for some or all Additional Services as the need arises. Where a fixed fee for Additional Services is established by mutual Agreement between City and Consultant, compensation to Consultant shall not exceed the fixed fee amount.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 3 Exhibit B - Compensation

2. Appropriate Billable Hourly Rates for Services and Additional Services. Consultant’s billable hourly rates shall be as listed in Attachment 1 of Exhibit B, attached hereto and incorporated herein by this reference.

3. Consultant’s Reimbursable Expenses. Reimbursable Expenses shall be limited to actual reasonable expenditures of Consultant for expenses that are necessary for the proper completion of the Services and shall only be payable if specifically authorized in writing in advance by City.

4. Payments to Consultant.

A. Payments to Consultant shall be made within a reasonable time after receipt of Consultant’s invoice, said payments to be made in proportion to services performed. Consultant may request payment on a monthly basis. Consultant shall be responsible for the cost of supplying all documentation necessary to verify the monthly billings to the satisfaction of City.

B. All invoices submitted by Design Professional shall be (1) billed on a month-to-month basis (i.e., the first of the month through the end of the month), (2) submitted by email to [email protected], and (3) must contain the following information:

1. Description of services billed under the invoice

2. Date of Invoice Issuance

3. Sequential Invoice Number

4. City’s Purchase Order Number

5. Statement of Work Number

6. Social Security Number or Taxpayer Identification Number

7. Amount of the Invoice (Itemize all Reimbursable Expenses)

8. Total Billed to Date
C. Items shall be separated into Services and Reimbursable Expenses.

Billings that do not conform to the format outlined above shall be returned to Consultant for correction. City shall not be responsible for delays in payment to Consultant resulting from Consultant’s failure to comply with the invoice format described above.

D. Request for payment shall be sent to:

Matt Brown, P.E., Senior Engineer
Engineering Division
City of Vallejo Water Department
c/o [email protected]
Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 3 Exhibit B - Compensation

5. Accounting Records of Consultant. Consultant shall maintain for three (3) years after completion of all services hereunder, all records under this Agreement, including, but not limited to, records of Consultant’s direct salary costs for all Services and Additional Services performed under this Agreement and records of Consultant’s Reimbursable Expenses, in accordance with generally accepted accounting practices. Consultant shall keep such records available for audit, inspection and copying by representatives of the City’s Finance Department or other government agencies during regular business hours upon twenty four (24) hours’ notice.

The obligations of Consultant under this section shall survive this Agreement.

6. Taxes. Consultant shall pay, when and as due, any and all taxes incurred as a result of Consultant’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.

7. Taxpayer Identification Number. Consultant shall provide City with Consultant’s complete Request for Taxpayer Identification Number and Certification, Form W-9, as issued by the Internal Revenue Service, and any other State or local tax identification number requested by City.

City of Vallejo Water Department
2021 On-Call Water Engineering Consulting SOQ
2 Section 3 – Fee Schedule
The proposed 2021 fee schedule is presented in the table below. As indicated in the City’s RFQ, future rates are subject to increases per negotiated agreement with City.

Title Rate, $/hr
Principal 280
Planning Director 260
Managing Scientist/Engineer/Resource Planner 250
Senior Scientist/Engineer/Resource Planner 220
Scientist/Engineer/Resource Planner 190
Associate 160
GIS/Analyst 180
Administrative 120
Section 4 – Consultant and Professional Services Agreement Zanjero acknowledges receipt of the City’s Standard Consultant and Professional Services Agreement and Design Professional Service Agreement as provided in the RFQ dated July 12, 2021. Zanjero accepts the agreements as included. Zanjero and its subconsultant, Tully & Young, have or will obtain the minimum scope and limits of insurance contained in Attachment #1 of the RFQ dated July 12, 2021.

ATTACHMENT 1 TO EXHIBIT B
Consultant and Professional Services Agreement (Revised 01.2019) Page 1 of 4 Exhibit C – Insurance Requirements

EXHIBIT C

INSURANCE REQUIREMENTS
Consultant shall procure and maintain for the duration of this Agreement, including any extensions thereto, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of services hereunder by the Consultant, their agents, representatives, or employees or subcontractors. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named Insured; whichever is greater. No representation is made that the minimum Insurance requirements of this agreement are sufficient to cover the obligations of the Consultant under this agreement.

1. Minimum Scope of Insurance. Coverage shall be at least as broad as:

A. Insurance Services Office form number GL 0002 covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).

B. Insurance Services Office form number CA 0001 covering Automobile Liability, code 1 any auto and endorsement CA 0025.

C. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance.

D. Professional Liability insurance appropriate to the Consultant’s profession (Errors and Omission).

2. Minimum Limits of Insurance. Consultant shall maintain limits no less than:

A. General Liability: $2,000,000 per occurrence for bodily injury, personal injury, and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

B. Automobile Liability: $1,000,000 per accident for bodily injury and property damage.

Consultant and Professional Services Agreement (Revised 01.2019) Page 2 of 4 Exhibit C – Insurance Requirements
C. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. If Consultant is not subject to California Workers’ Compensation requirements, Consultant shall file a completed Request for Waiver of Workers’ Compensation Insurance Form which may be obtained from the City prior to commencing any activity authorized hereunder.

D. Professional Liability (Errors and Omission): Insurance appropriates to the Consultant’s profession with $1,000,000 combined single limit per occurrence, and annual aggregate.

3. Deductible and Self-Insured Retention (SIR). Any deductibles or selfinsured retention must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or selfinsured retention as respects the City of Vallejo, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. All SIRs must be disclosed to the City’s Risk Manager for approval and shall not reduce the limits of liability. Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named Insured or the City.

4. Other Insurance Provisions.

A. Additional Insured Endorsements: The City of Vallejo, its officers, officials, employees, agents and volunteers are to be covered as Additional Insureds as respects; liability, including defense costs, arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased hired or borrowed by the Consultant. Additional Insured endorsements with respect to General Liability, Auto and Umbrella/Excess Insurance shall be attached to the Certificate of Insurance presented to the City.

B. 30 Days’ Notice of Cancellation Endorsements: Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City.

C. Waiver of Subrogation Rights Endorsement: The workers’ compensation policy required hereunder shall be endorsed to state that the workers' compensation carrier waives its right of subrogation against City, its officers, officials, employees, agents and volunteers, which might arise by reason of payment under such policy in connection with Consultant’s performance under this Consultant and Professional Services Agreement (Revised 01.2019) Page 3 of 4 Exhibit C – Insurance Requirements
Agreement. The waiver of subrogation rights endorsement in favor of the City of Vallejo shall be attached to the Certificate of Insurance.

D. The limits of Insurance required in this agreement may be satisfied by a combination of primary and umbrella or excess Insurance. Any umbrella or excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City of Vallejo before the City’s own Insurance or self-insurance shall be called upon to protect it as a named insured.

E. The insurance coverage shall contain no special limitations on the scope of protection afforded to the City of Vallejo, its officers, officials, employees, agents or volunteers. For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City of Vallejo, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City of Vallejo, its officers, officials, employees, agents, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.

F. The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

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

H. The City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

5. Acceptability of Insurers. The insurance is to be issued by companies licensed to do business in the State of California. The insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII.

6. Verification of Coverage. Consultant shall furnish the City with certificates of insurance and original endorsements. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.

All endorsements are to be received and approved by the City before work commences. The City reserves the right to obtain a full certified copy of any Insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

7. Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each Consultant and Professional Services Agreement (Revised 01.2019) Page 4 of 4 Exhibit C – Insurance Requirements
subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

8. Payment Withhold. City will withhold payments to Consultant if the certificates of insurance and endorsements required in Paragraph F, above, are canceled or Consultant otherwise ceases to be insured as required herein.

El Dorado Hills, CA 95762

ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD

DATE (MM/DD/YYYY)

PRODUCER CONTACT
NAME:

PHONE FAX
(A/C, No, Ext): (A/C, No):

E-MAIL
ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER

POLICY EFF POLICY EXP

TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $

DAMAGE TO RENTED
CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $
MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $
PROPOLICY LOC PRODUCTS - COMP/OP AGG $ JECT
OTHER: $
COMBINED SINGLE LIMIT $
(Ea accident)
ANY AUTO BODILY INJURY (Per person) $
OWNED SCHEDULED BODILY INJURY (Per accident) $

AUTOS ONLY AUTOS
HIRED NON-OWNED PROPERTY DAMAGE $
AUTOS ONLY AUTOS ONLY (Per accident)
$
OCCUR EACH OCCURRENCE $
CLAIMS-MADE AGGREGATE $
DED RETENTION $ $
PER OTHSTATUTE ER
E.L. EACH ACCIDENT $
E.L. DISEASE - EA EMPLOYEE $
If yes, describe under
DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.

ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD CERTIFICATE OF LIABILITY INSURANCE 2/3/2022

ISU INS SERV - BC ENV BROKERAGE
1037 Suncast Ln Ste 103
El Dorado Hills, CA 95762

DINA ATHEY
(916)939-1080 (916)939-1085

ZANJERO, INC.
965 UNIVERSITY AVE, SUITE 222
SACRAMENTO, CA 95825
AXIS SURLPUS INS. COMPANY 37273

A
X
X
X CONT. POLLUTION

CLAIMS MADE
X

EMP22003384-01

01/03/22

01/03/23

1,000,000
100,000
10,000
1,000,000
2,000,000
2,000,000

A PROFESSIONAL LIAB. EMP22003384-01 01/03/22 01/03/23 OCCURRENCE $1,000,000 CLAIMS MADE RETRO: 01/03/22 AGGREGATE $2,000,000

Re: All Operations
City of Vallejo, its officers, employees, agents and volunteers are named as additional insured. Thirty (30) Days Written Notice of Cancellation applies. (Blanket Endorsements Attached)

City of Vallejo
555 Santa Clara Street
Vallejo, CA 94590
CG 20 10 07 04
Policy Number: EMP22003384-01 COMMERCIAL

GENERAL LIABILITY
CG 20 10 07 04
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

SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s): Location(s) Of Covered Operations
Any person(s) or organization(s) whom the Named
Insured agrees, in a written contract, to name as an
Additional insured. However, this status exists only
for the project specified in that contract.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by:

1. Your acts or omissions; or

2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above.

B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply:

This insurance does not apply to "bodily injury" or "property damage" occurring after:

1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or

2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project.

Policy number: EMP22003384-01 COMMERCIAL

GENERAL LIABILITY
CG 20 37 07 04
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED – OWNERS, LESSEES OR
CONTRACTORS – COMPLETED OPERATIONS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

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

Location And Description Of Completed
Operations
Any person(s) or organization(s) whom the Named
Insured agrees, in a written contract, to name as
an additional insured. However, this status exists
only for the project specified in that contract.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "productscompleted operations hazard".

CG 20 37 07 04
© ISO Properties, Inc., 2004
DATE OF NOTICE:

CODE:

NOTE: PLEASE NOTIFY STATE FARM AT THE

ADDRESS LISTED AT THE TOP, LEFT CORNER

OF THIS PAGE REGARDING ANY CHANGE OF
ADDRESS INFORMATION.

NAMED INSURED:

STATE FARM
POLICY NO:

YR/MAKE/MODEL:

VIN/CAMPER:

COVERAGE:

POLICY MESSAGES:
121000.8 (o1a0821f) 06-06-2014
®
FRT

CITY OF VALLEJO
ISAOA
555 SANTA CLARA ST
VALLEJO CA 94590-5939
JAN 31 2022
PO Box 2368
Bloomington IL 61702-2368
IPPD 476 9726 55 000408 JAN 28 2022 0093 12 24A
AT1 A
000408 0093
24A
12 ____
____
____
____
____

ADDITIONAL INSURED'S NOTICE OF COVERAGE
State Farm Mutual Automobile Insurance Company
476 9726-B08-55Q

TULLY & YOUNG INC
965 UNIVERSITY AVE STE 222
SACRAMENTO CA 95825-6736 LORI CURRY
(916)487-5151
2697-FA82
2019 AUDI 4DR
WAUL2BF27KN061537

BI AND PD LIABILITY
$ 1 MIL /$ 1 MIL /$ 1 MIL
$1000 DED. COMP.
$1000 DED. COLL.

POLICY EFFECTIVE
JAN 20 2022 UNTIL TERMINATED
This policy shown above supersedes policy# 4769726-55P.

The policy includes a loss payable clause protecting the additional insured's interest in the described car to the extent of the insurance provided and subject to all policy provisions. The additional insured will be given 20 days notice if the policy is terminated.Until such notice is provided, it shall be presumed that the required renewal premiums have been paid.The additional insured must notify us within 10 days of any change of interest or ownership coming to their attention.Failure to do so will render this policy null and void.

AGENT NAME:

AGENT PHONE:

ENDORSEMENT NO: 6028BU
-A
000408
0101-ST--0000

155-3866 CA.2 05-2002 (o1a025fc)

POLICY NUMBER

POLICY PERIOD
(o1a025te)
DO NOT PAY PREMIUMS SHOWN ON THIS PAGE.

IF AN AMOUNT IS DUE, THEN A SEPARATE STATEMENT IS ENCLOSE D.

YEAR MAKE MODEL BODY STYLE VEHICLE ID. NUMBER CLASS
I1SX0N
476 9726-B08-55Q

TULLY & YOUNG INC
965 UNIVERSITY AVE STE 222
SACRAMENTO CA 95825-6736
JAN 20 2022 to AUG 08 2022
VOL
1239410812
87333-5-B

LORI CURRY
451 PARKFAIR DR STE 2
SACRAMENTO, CA 95864-7249
(916)487-5151
MUTL
A
000273 0058
03227/02988
____
____
____
____
____
____
____
____
____
IPPD 476 9726 55 000273 JAN 28 2022 0058 12
MATCH 00273
00273
A901E

CONTINUED
PAGE 1 OF 2

STATE FARM PAYMENT PLAN NUMBER

NAMED INSURED
AGENT
PHONE:

See Reverse Side
55-2697-5 B

DECLARATIONS PAGE
12:01 A.M. Standard Time

YOUR CAR
State Farm Mutual Automobile Insurance Company
PO Box 2368
Bloomington IL 61702-2368
2019 AUDI A6 4DR WAUL2BF27KN061537 6000CV14

SYMBOLS COVERAGE & LIMITS PREMIUMS

A Liability Coverage !"#$%"&
Bodily Injury Limits
Each Person, Each Accident
$1,000,000 $1,000,000
Property Damage Limit
Each Accident
$1,000,000
C Medical Payments Coverage !'"%(&
Limit - Each Person
$100,000
D Comprehensive Coverage - $1,000 Deductible !)#%(*
G Collision Coverage - $1,000 Deductible !"+,%#*
H Emergency Road Service Coverage !#%*,
R1 Car Rental and Travel Expenses Coverage !(#%&$
Limit - Car Rental Expense
Each Day, Each Loss
$25 $600
U Uninsured Motor Vehicle Coverage !(*%(&
Bodily Injury Limits
Each Person, Each Accident
$250,000 $500,000
U1 Uninsured Motor Vehicle Property Damage Coverage !)%'&

Total premium for JAN 20 2022 to AUG 08 2022. !"#$%&'

IMPORTANT MESSAGES

IMPORTANT NOTICE
For your protection California law requires the following to appear with this policy: Any person who knowingly presents false or fraudulent information to obtain or amend insurance coverage or to make a claim for the payment of a loss is guilty of a crime and may be subject to fines and confinement in state prison.

Replaced policy number 4769726-55P.

Your total renewal premium for FEB 08 2022 to AUG 08 2022 is $1,062.84.

Location used to determine rate charged-3843 BERRENDO DR, SACRAMENTO CA 95864. !"#$ %&
ST-47-U0104-8282
B10
155-3866 CA.2 05-2002 (o1a025fc)

POLICY NUMBER

POLICY PERIOD
(o1a025vd)
Telephone:

Prepared
(o1a0254c)
I3SX0
476 9726-B08-55Q

TULLY & YOUNG INC
965 UNIVERSITY AVE STE 222
SACRAMENTO CA 95825-6736
JAN 20 2022 to AUG 08 2022
VOL
1239410812
JAN 31 2022
87333-5-B

LORI CURRY
(916)487-5151
MUTL
A
000273 0058
03228/02988
____
____
____
____
IPPD 476 9726 55 000273 JAN 28 2022 0058 12
MATCH 00273
00273
A901E
PAGE 2 OF 2

STATE FARM PAYMENT PLAN NUMBER

NAMED INSURED
Agent:
2697-A82
55-2697-5 B

DECLARATIONS PAGE
12:01 A.M. Standard Time
State Farm Mutual Automobile Insurance Company
PO Box 2368
Bloomington IL 61702-2368
EXCEPTIONS, POLICY BOOKLET & ENDORSEMENTS (See policy booklet & individual endorsements for coverage details.)

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CE ?9C83# 0.'+")0& ')*#$/.5'(, F")/* H*+"4/* ')( '*0"2 789 7+- *+2 *0($6/)+" (07:8>D5C@E?=
CD ?9C83# 0.'+")0& ')*#$/.51$/)*+")/ ("#)+$! ";)/$* 0*"('0+")2 ED:> *+01/("0- $.2 %&0(/$A'&/ (07:?@587?=
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?>C80( 06/).0+"$! /)."$*/6)+=
!"#$ %&
ST-47-U0204-8282
B10
ED1

PLEASE ATTACH TO YOUR POLICY BOOKLET
Policy Number: 476 9726-B08-55Q
Sheet 1 of 2
03229/02988
____
____ ST-47-U 0304-8282

PLEASE ATTACH TO YOUR POLICY BOOKLET
Policy Number: 476 9726-B08-55Q
03229/02988
ED1

PLEASE ATTACH TO YOUR POLICY BOOKLET
Policy Number: 476 9726-B08-55Q
Sheet 2 of 2
03230/02988
____ ST-47-U 0404-8282

THIS BUSINESS LICENSE DOES NOT PERMIT A
BUSINESS THAT IS OTHERWISE PROHIBITED.

Business Name
Business Location
Business Owner(s)
License Number
Effective Date
Expiration Date

CITY OF VALLEJO

BUSINESS LICENSE
965 UNIVERSITY AVE # 222
ZANJERO, INC.
965 UNIVERSITY AVE # 222
SACRAMENTO, CA 95825-6758
For all inquiries regarding this license, contact HdL
Business Support Center at 707-302-6074.
"For Services Provided in the City of Vallejo, California Only" ZANJERO, INC.

ZANJERO, INC.

January 19, 2022
June 30, 2022
11714941
ZANJERO, INC. :

Thank you for your payment on your City of Vallejo Business License. ALL LICENSES MUST BE AVAILABLE FOR INSPECTION UPON REQUEST. If you have questions concerning your business license, contact the Business Support Center via email at: [email protected] or by telephone at: (707) 302-6074.

Keep this portion for your license separate in case you need a replacement for any lost, stolen, or destroyed license. A fee may be charged for a replacement or duplicate license.

This certificate does not entitle the holder to conduct business before complying with all requirements of the Vallejo Municipal code and other applicable laws, nor to conduct business in a zone where conducting such business violates law.

If you have a fixed place of business within the City of Vallejo please display the Business License above in a conspicuous place at the premises. Otherwise, every Business License holder not having a fixed place of business in the City shall keep the Business License upon his or her person, or affixed in plain view any cart, vehicle, van or other movable structure or device at all times if required by the Collector.

Starting January 1, 2021, Assembly Bill 1607 requires the prevention of gender-based discrimination of business establishments. A full notice is available in English or other languages by going to: https://www.dca.ca.gov/publications/ City of Vallejo

BUSINESS LICENSE

BUSINESS LICENSING
8839 N CEDAR AVE #212
FRESNO, CA 93720-1832
Date of Issue: 01/19/2022
ZANJERO, INC. License Number: 11714941
965 UNIVERSITY AVE # 222
SACRAMENTO, CA 95825-6758

TO BE POSTED IN A CONSPICUOUS PLACE
AND
NOT TRANSFERABLE OR ASSIGNABLE.
2022
TAX COLLECTOR’S OFFICE, City Hall, 555 Santa Clara St., Vallejo, CA. This certificate is evidence that the person (s), firm, or corporation named hereon has paid the tax required by Chapter 5.04 of the City of Vallejo Municipal Code for the type of business, the business address and for the period indicated hereon. This certificate is issued without verification that the taxpayer is subject to or exempted from licensing by local, state, Federal or other agencies. Issuance of this certificate is not an endorsement, nor a certificate of compliance with other ordinances or laws, nor an assurance that the proposed use is in conformance with the City ’s building / Fire / Zoning regulations.

CONSENT CALENDAR 8.DD.

DATE: March 22, 2022
TO: Mayor and Members of the City Council
FROM: Beth Schoenberger, Acting Water Director
SUBJECT: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL

SERVICES AGREEMENT WITH CONSOLIDATED CM FOR WATER ENGINEERING

CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000

PER YEAR FOR FOUR YEARS AS PART OF THE CITY'S PROGRAM FOR UPGRADING

AND REPLACING OUTDATED CITY WATER INFRASTRUCTURE

RECOMMENDATION
Adopt resolution approving an on-call consultant and professional services agreement with Consolidated CM for water engineering consulting services and authorizing the City Manager to execute same in a total amount not-to-exceed $2 million and limited to $500,000 per year for four years as part of the City's program for upgrading and replacing outdated City water infrastructure.

REASONS FOR RECOMMENDATION
The ability to deploy consultants on an on-call, as-needed basis allows the Water Department to best manage the anticipated workload to deliver capital projects within the allotted time frame to address aging infrastructure and assure drinking water system reliability for customers.

BACKGROUND AND DISCUSSION
The Water Department anticipates using contract services of consultant firms to perform work on various water Capital Improvement Projects (CIP) and water Engineering-related projects. This work will be variable in scope and may be short-term and/or long-term, depending upon the focus. As a practice, many cities enter into on-call agreements with consultant firms to assign work as needed. In addition, many cities choose to enter into on-call agreements with multiple firms in order to ensure that a consultant's workload issues will not get in the way of a city's critical-path needs, allow staff to best fit the expertise of a particular firm with specific needs of an assignment, and obtain competitive pricing.

Water’s Engineering staff are responsible for reviewing planning and development applications, assisting other divisions within the Water Department with maintenance requests, water conservation and resources planning management, inter-agency coordination, implementing grant programs and strategic planning, responding to customer service requests, and delivering the design and construction of Water’s CIP. When Vallejo's drinking water functions were transitioned into a standalone department, the need to tackle the aging infrastructure was identified as a top priority. A long-term financial plan was prepared, a new rate plan was unanimously approved by Council after an 18-month process of robust community engagement, with direction from the City Council Ad Hoc Water Rate Committee. The financial plan included a projected $27M bond issuance. The Bond Issuance was proposed due to the extensive maintenance, rehabilitation, and replacement needs of the City’s aging drinking water infrastructure. In December 2020, after delays resulting from the pandemic, the City Council approved the Bond Issuance, wherein Water staff had identified a total of fifty-five (55) projects.

Thirty-five (35) of those projects are identified in the published Vallejo FY 2020-21 CIP Budget book. While at Date: March 22, 2022
Subject: ADOPT RESOLUTION APPROVING AN ON-CALL CONSULTANT AND PROFESSIONAL

SERVICES AGREEMENT WITH CONSOLIDATED CM FOR WATER ENGINEERING

CONSULTING SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME IN A TOTAL AMOUNT NOT-TO-EXCEED $2 MILLION AND LIMITED TO $500,000 PER YEAR FOR FOUR YEARS AS PART OF THE CITY'S

PROGRAM FOR UPGRADING AND REPLACING OUTDATED CITY WATER

INFRASTRUCTURE