Vallejo City Council
June 10, 2025

HYBRID MEETING
www.Cityofvallejo.net

CALL AND NOTICE OF REGULAR
MEETING AT 7:00 PM OF THE

VALLEJO CITY COUNCIL

JUNE 10, 2025

Council Chambers
555 Santa Clara Street
Vallejo, CA 94590

COUNCIL MEMBERS
Andrea Sorce (Mayor)
Peter Bregenzer (Vice-Mayor)
Helen-Marie Gordon
Tonia Lediju, PhD
Alexander Matias
Diosdado "JR" Matulac
Charles Palmares

NOTICE: Members of the Public will be able to participate in-person or remotely via Zoom
City Hall and the Council Chambers will be open to
members of the public 30 minutes prior to the start of
the meeting.

PUBLIC COMMENT: Members of the Public may provide
public comments during the City Council Meeting in
person or via ZOOM
(https://ZoomRegular.Cityofvallejo.net), or via
phone, by dialing (669) 900-6833.

For additional instructions on how to speak remotely
during public comment, please
visit, www.cityofvallejo.net/publiccomment
VIEW THE MEETING:

There are four different ways you can view this public meeting:
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website: www.cityofvallejo.net/Streaming
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Scan QR code for live captions and translation in Spanish and Tagalog.

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Meeting ID: 914 0075 0676#
Meeting Password: 131313
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Any supplemental writing related to an agenda item for an open session of a regular meeting that is distributed to all or a majority of all members of the City Council less than 72 hours before the meeting will be posted concurrently on the City’s website at www.cityofvallejo.net/agendas Written material distributed during the meeting, will be available at the meeting if prepared by the City or after the meeting if prepared by someone else. Such materials may be obtained from the City Clerk

Vallejo City Council Chambers ADA compliant. Devices for the hearing impaired are available from the City Clerk. Requests for disability related modifications or accommodations, aids or services may be made by a person with a disability to the City Clerk's office no less than 72 hours prior to the meeting as required by Section 202 of the Americans with Disabilities Act of 1990 and the federal rules and regulations adopted in implementation thereof

AGENDA

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. REPORT OUT OF CLOSED SESSION

5. PRESENTATIONS AND COMMENDATIONS
A. PRESENTATION OF A PROCLAMATION DECLARING THE WEEK OF JUNE 17, 2025 AS "JUNETEENTH WEEK" IN THE CITY OF VALLEJO

6. FIRST COMMUNITY FORUM
The Community Forum is an opportunity to address the Council on any matter for which another opportunity to speak is not provided on the agenda, and which is within the jurisdiction of the Council to resolve. Any interested members of the public desiring to communicate with the City Council as part of the First Community Forum may do so in person by signing in to the Public Speaker's kiosk located in the back of the Council Chambers or via ZOOM:(https://ZoomRegular.Cityofvallejo.net), Option to join by phone: Dial (669) 900-6833. Enter Meeting ID: 914 0075 0676#. Press * 9 to digitally raise your hand from the phone. Press *6 to unmute/mute. For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment. In person speakers will be recognized first. When called upon, each speaker should step to the podium, state his/her name for the record. The conduct of the community forum shall be limited to a maximum of fifteen (15) minutes, with each speaker limited to a maximum of three minutes pursuant to Vallejo Municipal Code Section 2.02.300.

7. PUBLIC COMMENT REGARDING CONSENT CALENDAR ITEMS
Members of the public wishing to address the Council on Consent Calendar items may do so in person by signing in to the Public Speaker's kiosk located in the back of the Council Chambers or via ZOOM:(https://ZoomRegular.Cityofvallejo.net), Option to join by phone: Dial (669) 900-6833. Enter Meeting ID: 914 0075 0676#. Press * 9 to digitally raise your hand from the phone. Press *6 to unmute/mute. For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment. In person speakers will be recognized first. Each speaker is limited to three minutes pursuant to Vallejo Municipal Code Section 2.02.310. Requests for removal of Consent Items received from the public are subject to approval by a majority vote of the Council. Items removed from the Consent Calendar will be heard immediately after approval of the Consent Calendar and Agenda.

8. CONSENT CALENDAR AND APPROVAL OF AGENDA
A. APPROVAL OF MINUTES
Recommendation: Approve minutes from the special and regular meetings of May 13 and the special meeting of May 19, 2025
Contact: Dawn G. Abrahamson, MMC, City Clerk (707) 648-4527 [email protected]
B. WAIVE FULL READING AND AUTHORIZING INTRODUCTIONS AND/OR

ADOPTION OF ORDINANCES BY TITLE ONLY

Recommendation: Waive reading and authorize introductions and/or adoptino of any and all ordinances on this agenda,if any, by title only. This is a standard procedural action so the City Council does not have to read an ordinance in its entirety.

Contact: Dawn G. Abrahamson, MMC, City Clerk (707) 648-4527 [email protected]
C. ADOPT A RESOLUTION OF THE CITY COUNCIL ACKNOWLEDGING RECEIPT OF THE STATE-MANDATED SENATE BILL 1205 FIRE
INSPECTION COMPLIANCE REPORT FOR FY 2024/2025 FROM THE

VALLEJO FIRE DEPARTMENT ON BEHALF OF THE CITY OF VALLEJO Recommendation: Adopt a resolution acknowledging receipt of the 2024 calendar year state-mandated fire inspections report.

Contact: Arthur Gonzales, Interim Fire Chief
[email protected]
D. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO FINDING (1) THE PROJECT TO BE EXEMPT FROM THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA
GUIDELINES 15302(c) AND 15269 EMERGENCY PROJECTS; AND (2)

THAT IT IS IN THE BEST INTEREST OF THE CITY TO AWARD AND

APPROVING A CONTRACT WITH DAVID ANDRADE DBA CAL CUSTOMS

REMODEL & CONSTRUCTION FOR A TOTAL CONTRACT AMOUNT NOT
TO EXCEED $150,000 FOR THE EMERGENCY DEMOLITION OF THE

ROOF AT SWANZY RESERVOIR AND AUTHORIZING THE CITY MANAGER

TO EXECUTE SAME
Recommendation: Adopt the resolution to award a contract to David Andrade dba Cal Customs Remodel & Construction for a total contract amount of $150,000 which includes $123,480 for emergency demolition of the roof at Swanzy Reservoir and $26,520 as a contingency amount.

Contact: Beth Schoenberger, Water Director, (707) 648-5439 [email protected]
E. ADOPT A RESOLUTION APPROVING A THIRD AMENDMENT TO THE

CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH
CALIFORNIA CONSULTING, INC. TO PROVIDE CONTINUED GRANT

WRITING AND GRANT SUPPORT SERVICES, TO INCREASE THE NOT TO EXCEED AMOUNT OF THE CONTRACT TO $350,000, EXTEND THE TERM THROUGH JUNE 30, 2026, AND AUTHORIZING THE CITY MANAGER TO

EXECUTE SAME
Recommendation: Adopt a Resolution approving a Third Amendment to the Consultant and Professional Services Agreement with California Consulting, Inc., to increase the not-to-exceed amount of the contract to $350,000 and extend the term through June 30, 2026, and authorizing the City Manager to execute same.

Contact: Andrew Murray, City Manager (707) 648-4576
[email protected]

F. ADOPT RESOLUTION APPROVING STATEMENT OF INVESTMENT
POLICY AND DELEGATION FOR FY 2025-2026
Recommendation: Adopt a Resolution approving:

1. The annual Statement of Investment Policy (Attachment 2), and

2. Delegation of investment authority to the City Finance Director, serving as City Treasurer, for Fiscal Year 2025-2026.

Contact: Rekha Nayar, Finance Director (707) 648-4592
[email protected]
G. ADOPT A RESOLUTION ESTABLISHING THE FISCAL YEAR 2025-2026

CITY OF VALLEJO GANN APPROPRIATIONS LIMIT
Recommendation: Adopt a Resolution establishing the Fiscal Year (FY) 2025- 26 Appropriations Limit at $192,525,069 for the City of Vallejo.

Contact: Rekha Nayar, Finance Director. 707-648-4592
[email protected]
H. APPROVE A SIDE LETTER AGREEMENT BETWEEN THE CITY OF

VALLEJO AND THE VALLEJO POLICE OFFICERS' ASSOCIATION (VPOA)

FOR THE RECRUITMENT, RETENTION, AND REFERRAL INCENTIVE
PLAN AND NOTICE OF INTENT TO AMEND FISCAL YEAR 2024-2025 BUDGET TO APPROPRIATE EXPENDITURE OF $2,000,000 FOR
RECRUITMENT AND RETENTION (STEP 1 OF 2)
Recommendation: Approve the side letter agreement between the City and VPOA for the Recruitment, Retention, and Referral Plan and provide notice of intent to amend the City's Fiscal Year 2024-2025 Adopted Budget.

Contact: Stephanie Sifuentes, Human Resources Director (707) 649-4852 [email protected]
I. ADOPT A RESOLUTION APPROVING A CONSULTANT AND

PROFESSIONAL SERVICES AGREEMENT WITH KNN PUBLIC FINANCE,

LLC FOR MUNICIPAL ADVISORY SERVICES AND AUTHORIZING THE

CITY MANAGER TO EXECUTE SAME
Recommendation: Adopt a resolution authorizing the City Manager to execute a Professional Services Agreement with KNN Public Finance, LLC (“KNN”) to provide municipal advisory services to the City for a period of five (5) years at a total cost not to exceed $300,000.

Contact: Rekha Nayar, Finance Director, 707-648-4592
[email protected].

J. ADOPT A RESOLUTION APPROVING THE ENGINEER'S REPORT AND

DECLARING THE INTENTION TO LEVY AND COLLECT ASSESSMENTS FOR FISCAL YEAR 2025–2026 WITHIN THE CIMARRON HILLS/MADIGAN,

COLLEGE HILLS, COSTA DEL RIO (SEAVIEW), SOMERSET HIGHLANDS

I/II, HUNTER RANCH I/II, GLEN COVE I/II, MONICA PLACE, SOMERSET HIGHLANDS Ill, SPRINGTREE/FLEMING HILL, SUMMIT II, TOWN AND

COUNTRY I, WOODRIDGE, AND GREENMONT/SEAPORT

HILLS LANDSCAPE MAINTENANCE DISTRICTS AND SETTING A PUBLIC HEARING ON THE MATTER FOR JUNE 24, 2025 AT 7:00 P.M.

Recommendation: Adopt a resolution approving the Engineer's Report and declaring the intention to levy and collect assessments for Fiscal Year (FY) 2025-26 within existing landscape maintenance districts formed pursuant to the Improvement Act of 1911, and setting a public hearing on the matter for June 24, 2025 at 7:00pm.

Contact: Oscar Alcantar, Interim Public Works Director
[email protected]
K. ADOPT A RESOLUTION APPROVING A FIRST AMENDMENT TO THE

PROFESSIONAL SERVICES AGREEMENT WITH ANSELMO

DISTRIBUTING DBA ANSELMO SERVICES FOR THE WATER
DEPARTMENT’S FIREBREAK MAINTENANCE SERVICES FOR A NOT-TO- EXCEED AMOUNT OF $200,000 AND AUTHORIZE THE CITY MANAGER TO EXECUTE THE SAME.

Recommendation: Adopt a resolution approving a First Amendment to the Professional Services Agreement with Anselmo Distributing DBA Anselmo Services for the Vallejo Water Department’s firebreak maintenance services with a not-to-exceed amount of $200,000 and authorize the City Manager to execute the same.

Contact: Beth Schoenberger, Water Director 707-648-5439 [email protected]
L. ADOPT A RESOLUTION APPROVING A PROFESSIONAL SERVICES

AGREEMENT WITH GATES & ASSOCIATES TO PROVIDE LANDSCAPE

DESIGN FOR THE CITY WATERFRONT PARKS AREA, PAID FOR WITH AN

URBAN AND COMMUNITY FORESTRY GRANT, IN A NOT TO EXCEED
AMOUNT OF $176,460, AND AUTHORIZING THE CITY MANAGER TO

EXECUTE SAME
Recommendation: Adopt the resolution approving the Professional Services Agreement with Gates & Associates to provide design work for the City's Waterfront Parks paid for with an Urban & Community Forestry Grant, in an amount not-to-exceed $176,460, and authorizing the City Manager to execute same.

Contact: Gillian Haen, Assistant City Manager (707) 648-4576 [email protected]

9. ACTION CALENDAR
NOTICE: Members of the public wishing to address the Council on Action Calendar Items may do so in person by signing in to the Public Speaker's kiosk located in the back of the Council Chambers or via ZOOM (https://ZoomRegular.Cityofvallejo.net), or via phone, by dialing (669) 900-6833. Enter Meeting ID: 914 0075 0676#. Press *9 to digitally raise your hand from the phone. Press *6 to unmute/mute. For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment. Each speaker is limited to five minutes pursuant to Vallejo Municipal Code Section 2.02.420 or as approved and announced by the Mayor. In person speakers will be recognized first
A. HOLD A PUBLIC HEARING TO CONSIDER AND POSSIBLY ADOPT A

RESOLUTION APPROVING AN AMENDMENT TO THE GENERAL PLAN
LAND USE MAP (GPA23-0001) TO CHANGE THE LAND USE

DESIGNATION AT THE PROPERTY LOCATED AT 1235 WARREN AVENUE (APN: 0074-160-730) FROM PRIMARILY SINGLE-FAMILY (R-SF) TO BUSINESS/LIMITED RESIDENTIAL (B/LR); AND INTRODUCING AN ORDINANCE AMENDING THE ZONING MAP (CTA23-0001) TO CHANGE

THE ZONING DESIGNATION FROM RESIDENTIAL LOW DENSITY (RLD)

TO REGIONAL COMMERCIAL (RC)
Recommendation: Hold a public hearing to consider and possibly adopt a resolution approving an amendment to the General Plan Land Use Map (GPA23-0001) to change the land use designation at the property located at 1235 Warren Avenue (APN: 0074-160-730) from Primarily Single-Family (R- SF) to Business/Limited Residential (B/LR); and introducing an ordinance amending the zoning map (CTA23-0001) To change the zoning designation from Residential Low Density (RLD) to Regional Commercial (RC).

Contact: Kristin Pollot, AICP, Planning & Development Services Director (707) 648-4326
[email protected]
Robert Busick, AICP, Senior Planner (707) 648-5422
[email protected]
B. HOLD A PUBLIC HEARING AND ADOPT A RESOLUTION APPROVING

THE ENGINEER'S REPORT AND ORDERING THE LEVY AND

COLLECTION OF ASSESSMENTS ON PROPERTIES IN THE RIDGECREST LANDSCAPE MAINTENANCE DISTRICT FOR FISCAL YEAR 2025-2026 Recommendation: Hold a public hearing and adopt a resolution approving the Engineer's Report and ordering the levy and collection of assessments on properties in the Ridgecrest Landscape Maintenance District for Fiscal Year 2025-2026.

Contact: Oscar Alcantar, Interim Public Works Director (707) 648-4105 [email protected]
C. HOLD A PUBLIC HEARING AND ADOPT A RESOLUTION APPROVING

THE ENGINEER'S REPORT AND ORDERING THE LEVY AND

COLLECTION OF ASSESSMENTS ON PROPERTIES IN THE GLEN COVE III AND GLEN COVE III 2015 LANDSCAPE MAINTENANCE DISTRICTS FOR FISCAL YEAR 2025-2026
Recommendation: Hold a public hearing and adopt a resolution approving the engineer's report and ordering the levy and collection of assessments on properties in the Glen Cove III and Glen Cove III 2015 Landscape Maintenance Districts for FY 2025-2026.

Contact: Oscar Alcantar, Interim Public Works Director
[email protected]
D. HOLD A PUBLIC HEARING AND ADOPT A RESOLUTION APPROVING

THE ENGINEER'S REPORT AND ORDERING THE LEVY AND

COLLECTION OF ASSESSMENTS ON PROPERTIES IN THE BORDONI

RANCH, CARRIAGE OAKS, GARTHE RANCH, HIDDENBROOKE, HUNTER

RANCH III, MARINE WORLD/FAIRGROUNDS, MARIN VIEW, NORTHEAST

QUADRANT, SOUTH VALLEJO BUSINESS PARK, AND TOWN AND

COUNTRY II-V LANDSCAPE MAINTENANCE DISTRICTS FOR FISCAL YEAR 2025-2026
Recommendation: Hold a public hearing and adopt a resolution approving the engineer's report and ordering the levy and collection of assessments on properties in the Bordoni Ranch, Carriage Oaks, Garthe Ranch, Hiddenbrooke, Hunter Ranch III, Marine World/Fairgrounds, Marin View, Northeast Quadrant, South Vallejo Business Park, and Town & Country II-V Landscape Maintenance Districts for FY 2025-2026.

Contact: Oscar Alcantar, Interim Public Works Director
[email protected]
E. HOLD A PUBLIC HEARING AND ADOPT A RESOLUTION APPROVING

THE ENGINEER'S REPORT AND ORDERING THE LEVY AND

COLLECTION OF ASSESSMENTS ON PROPERTIES IN THE SANDPIPER POINT LANDSCAPE MAINTENANCE DISTRICT FOR FISCAL YEAR 2025- 2026
Recommendation: Hold a public hearing and adopt a Resolution approving the engineer's report and ordering the levy and collection of assessments on properties in the Sandpiper Point Landscape Maintenance District for FY 2025- 2026.

Contact: Osacar Alcantar, Interim Public Works Director [email protected]
F. CONDUCT A PUBLIC HEARING, CONSIDER AND ADOPT A RESOLUTION

CONFIRMING AND LEVYING ASSESSMENTS AGAINST RESIDENTIAL

AND COMMERCIAL PROPERTIES FOR UNPAID GARBAGE BILLS TO

COLLECT UNPAID SUMS
Recommendation: Conduct a public hearing to consider the adoption of a resolution confirming and levying assessments against residential and commercial for unpaid garbage bills to collect unpaid sums.

Contact: Oscar Alcantar, Interim Public Works Director
[email protected]
G. HOLD A PUBLIC HEARING TO PRESENT INFORMATION ON THE CITY'S

JOB VACANCY STATUS
Recommendation: There is no recommended action for this item.

Contact: Stephanie Sifuentes, Human Resources Director (707) 649-4852 [email protected]
H. HOLD A PUBLIC HEARING AND ADOPT RESOLUTIONS RELATING TO THE ADOPTION OF THE FY 2025-2026 BUDGET AND RELATED ACTIONS Recommendation: Hold a public hearing and take public input for the FY 2025- 2026 Budget, and adopt six Resolutions as follows:

1. Resolution Adopting the FY 2025-2026 Budget for the City of Vallejo, as set forth in Attachment B.

2. Resolution Adopting the FY 2025-2026 Positions and Salaries as set forth in Attachment C.

3. Resolution Approving the FY 2025-2026 Blue Rock Springs Golf Course Fees and Charges Schedule, as set forth in Attachment D.

4. Resolution Approving the FY 2025-2026 Marina Fees and Charges Schedule, as set forth in Attachment E.

5. Resolution Authorizing the City Manager to Purchase Vehicles Scheduled and Funded for Replacement in FY 2025-2026, as set forth in Attachment F.

6. Resolution Authorizing the City Manager to execute purchase orders for the vendors and amounts for FY 2025-2026, as set forth in Attachment G.

Contact: Rekha Nayar, Finance Director; (707) 648-5433
[email protected]
I. HOLD A PUBLIC HEARING AND ADOPT A RESOLUTION ACCEPTING THE

FIVE-YEAR CAPITAL IMPROVEMENT PROGRAM FOR FISCAL YEARS
2025-26 THROUGH 2029-30
Recommendation: Hold a public hearing and adopt a Resolution approving the five-year Capital Improvement Program for fiscal years 2025-26 through 2029-

30. Contact: Oscar Alcantar, Interim Public Works Director (707) 648-4433 [email protected]
Beth Schoenberger, Water Director (707) 648-5439
[email protected]
J. ADOPT A RESOLUTION APPROVING THE ECONOMIC DEVELOPMENT COMMISSION (EDC) 2025 WORK PLAN AND RELATED FY2025-26
BUDGET REQUEST OF A NOT TO EXCEED AMOUNT OF $30,392.

Recommendation: Adopt a resolution (Attachment A) by the City Council to approve the EDC 2025 Work Plan with its request of $20,000 from the City of Vallejo FY 2025-26 budget and a re-allocation of unexpended EDC FY2024-25 funds not to exceed $10,392.

Contact: Gillian Haen, Assistant City Manager (707) 648-4163 [email protected]

10. INFORMATION CALENDAR

11. CITY MANAGER’S REPORT

12. CITY ATTORNEY’S REPORT

13. COMMUNITY FORUM
Any interested members of the public desiring to communicate with the City Council as part of the last Community Forum may do so in person by signing in to the Public Speaker's kiosk located in the back of the Council Chambers or via ZOOM:(https://ZoomRegular.Cityofvallejo.net), Option to join by phone: Dial (669) 900-6833. Enter Meeting ID: 914 0075 0676#. Press * 9 to digitally raise your hand from the phone. Press *6 to unmute/mute. For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment. In person speakers will be recognized first.

14. REPORT OF THE PRESIDING OFFICER AND MEMBERS OF THE CITY COUNCIL

15. ADJOURNMENT

ADDITIONAL CITY INFORMATION
Members of the public can:
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• Sign up to receive City Communications via e-mail (www.cityofvallejo.net/subscribe) • Sign up for emergency alerts at: alertsolano.com
Dated: Thursday, June 5, 2025
Andrea Sorce, Mayor
I, Dawn Abrahamson, City Clerk do hereby certify that I have caused a true copy of the above notice and agenda to be delivered to

Andrea Sorce (Mayor)
Peter Bregenzer (Vice-Mayor)
Helen-Marie Gordon
Tonia Lediju, PhD
Alexander Matias
Diosdado "JR" Matulac
Charles Palmares,

at the time and in the manner prescribed by law and that this agenda was posted at City Hall, 555 Santa Clara Street, CA at 3:00 p.m., Thursday, June 5, 2025.

Dated: Thursday, June 5, 2025

Special City Council Meeting Minutes
May 13, 2025
Page | 1

VALLEJO CITY COUNCIL

SPECIAL MEETING MINUTES
MAY 13, 2025

COUNCIL CHAMBERS
555 Santa Clara Street, Vallejo, California

1. CALL TO ORDER
The meeting was called to order at 5:00 p.m.

2. ROLL CALL

Present: Mayor Sorce, Vice Mayor Bregenzer, Councilmembers Gordon, Lediju (arrived at 5:06 p.m., Matias (arrived during closed session), Matulac, and Palmares (virtually).

Absent: None
Staff present: City Manager Murray, City Attorney Nebb, City Clerk Abrahamson, Chief Assistant City Attorney Risner, Assistant City Manager Haen, Assistant City Attorney Knight, Deputy City Attorneys Limbach and Gangapuram, and Housing Director Jones The Council convened into Closed Session in the Council Conference Room at 5:02 p.m.

3. CLOSED SESSION
A. Conference with Legal Counsel - Existing Litigation: Gomez v. City of Vallejo, Solano County Superior Court, Case No. CU25-cv-03771, pursuant to California Government Code section 54956.9(d)(1)
B. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Initiation of litigation pursuant to Government Code Section 54956.9(d)(4): 3 Cases
C. PUBLIC EMPLOYEE PERFORMANCE EVALUATION - Pursuant to Government Code Section 54957(b)(1)
Title: City Manager

4. ADJOURNMENT
The meeting adjourned at 6:56 p.m.
________________________________

ANDREA SORCE, MAYOR
ATTEST:

Special City Council Meeting Minutes
May 13, 2025
Page | 2
_________________________________
DAWN G. ABRAHAMSON, CITY CLERK

Special City Council Meeting Minutes
May 13, 2025
Page | 3

Regular City Council Meeting Minutes
May 13, 2025
Page | 1

VALLEJO CITY COUNCIL

REGULAR MEETING MINUTES
MAY 13, 2025

COUNCIL CHAMBERS
555 Santa Clara Street, Vallejo, California

1. CALL TO ORDER
The meeting was called to order at 7:00 p.m.

2. ROLL CALL

Present: Mayor Sorce, Vice Mayor Bregenzer, Councilmembers Gordon, Lediju, Matias, Matulac, and Palmares (virtually).

Absent: None
Staff present: City Manager Murray, City Attorney Nebb, and City Clerk Abrahamson

3. PLEDGE OF ALLEGIANCE

4. REPORT OUT OF CLOSED SESSION
City Attorney Nebb reported the following:
•Closed Session Item 3A – no action to report
•Closed Session Item 3B – provided direction to legal counsel •Closed Session Item 3C – nothing to report

5. PRESENTATIONS AND COMMENDATIONS
The Council added a special presentation to the agenda recognizing City Clerk Abrahamson for her installation as President of the International Institute of Municipal Clerks

6. FIRST COMMUNITY FORUM
Speakers: Jeff Trager, Alexander Astafyev, Kevin Solanki, Alejandro Castaneda, and Rozalind Sinnamon

7. PUBLIC COMMENT REGARDING CONSENT CALENDAR ITEMS
Speakers: None.

8. CONSENT CALENDAR AND APPROVAL OF AGENDA
Action: moved by Vice Mayor Bregenzer and carried unanimously to approve the Agenda and the Consent Calendar with the recusal of Councilmember Matias from Item 8E due to a conflict of interest as he owns property within Region 3 LMD and the removal of Items 8M, 8I and 8N from the Consent Calendar making them Items 8.1, 8.2, and 8.3.

A. APPROVAL OF MINUTES

Regular City Council Meeting Minutes
May 13, 2025
Page | 2
Recommendation: Approve minutes from the special and regular meetings of April 22, the special meetings of Apri 12 and 23 and the special meeting of the City Council as the Governing Board of the Successor Agency to the former Redevelopment Agency of April 22, 2025
Contact: Dawn G. Abrahamson, MMC, City Clerk (707) 648-4527 [email protected]
Action: approved minutes
B. WAIVE FULL READING AND AUTHORIZING INTRODUCTIONS AND/OR

ADOPTION OF ORDINANCES BY TITLE ONLY
Recommendation: Waive reading and authorize introductions and/or adoption of any and all ordinances on this agenda, if any, by title only. This is a standard procedural action so the City Council does not have to read an ordinance in its entirity.

Contact: Dawn G. Abrahamson, MMC, City Clerk (707) 648-4527 [email protected]
Action: waived reading and authorized introductions and/or adoption of any and all ordinances on this agenda, if any, by title only. This is a standard procedural action so the City Council does not have to read an ordinance in its entirety.

C. CITY TREASURER’S QUARTERLY INVESTMENT REPORT
Recommendation:

Accept the City Treasurer’s Investment Report for the quarter ended March 31, 2025
Contact: Rekha Nayar, Finance Director, (707) 648-4592
[email protected]
Action: accepted Treasurer’s Investment Report for quarter ended March 31, 2025.

D. PROVIDE NOTICE OF INTENT TO AMEND THE 2024-2025 FISCAL YEAR CAPITAL IMPROVEMENT PROGRAM BUDGET TO APPROPRIATE $98,218

OF GRANT FUNDS FROM THE NAPA VALLEY VINE TRAIL COALITION

GRANT FOR THE BAY TRAIL/VINE TRAIL GAP CLOSURE PROJECT
(PW9802) – STEP 1 OF 2
Recommendation: Provide Notice of Intent to amend the 2024-2025 fiscal year Capital Improvement Program budget to appropriate $98,218 of grant funds from the Napa Valley Vine Trail Coalition Grant for the Bay Trail/Vine Trail Gap Closure Project (PW9802) – Step 1 of 2.

Contact: Melissa Tigbao, P.E., Public Works Director (707) 648-4433 [email protected]
Action: provided Notice of Intent to amend the 2024-2025 fiscal year Capital Improvement Program budget to appropriate $98,218 of grant funds from the Napa Valley Vine Trail Coalition Grant for the Bay Trail/Vine Trail Gap Closure Project (PW9802) – Step 1 of 2.

E. ADOPT A RESOLUTION AWARDING A LANDSCAPE MAINTENANCE
SERVICES CONTRACT FOR REGION 3 (EAST VALLEJO) TO NORTH BAY

Regular City Council Meeting Minutes
May 13, 2025
Page | 3
LANDSCAPE MANAGEMENT, INC. OF PETALUMA, CALIFORNIA, FOR A MAXIMUM NOT TO EXCEED $645,179 AND REJECTING ALL OTHER BIDS Recommendation: Adopt a resolution awarding a Landscape Maintenance Services Contract for Region 3 (East Vallejo) to North Bay Landscape Management, Inc. of Petaluma, California, for a maximum not to exceed $645,179 and rejecting all other bids.

Contact: Melissa Tigbao P.E., Public Works Director, (707) 648-4433 [email protected]
Action: adopted Resolution No. 25-049 N.C. (Abstain Due to Conflict of Interest: Matulac)
F. ADOPT A RESOLUTION AWARDING A LANDSCAPE MAINTENANCE
SERVICES CONTRACT FOR REGION 5 (SOUTHWEST VALLEJO) TO
NORTH BAY LANDSCAPE MANAGEMENT, INC. OF PETALUMA,
CALIFORNIA FOR A MAXIMUM NOT TO EXCEED $451,310, AND

REJECTING ALL OTHER BIDS
Recommendation: Adopt a resolution awarding a Landscape Maintenance Services Contract for Region 5 (Southwest Vallejo) to North Bay Landscape Management, Inc. of Petaluma, California for a maximum not to exceed $451,310, and rejecting all other bids.

Contact: Melissa Tigbao P.E., Public Works Director, (707) 648-4433 [email protected]
Action: adopted Resolution No. 24-050 N.C.

G. ADOPT A RESOLUTION AWARDING A LANDSCAPE MAINTENANCE
SERVICES CONTRACT FOR REGION 6 (CENTRAL DOWNTOWN
CORRIDOR) TO NORTH BAY LANDSCAPE MANAGEMENT, INC. OF

PETALUMA, CALIFORNIA FOR A MAXIMUM AMOUNT NOT TO EXCEED $694,066, AND REJECTING ALL OTHER BIDS
Recommendation: Adopt a Resolution awarding a Landscape Maintenance Services Contract for Region 6 (Central Downtown Corridor) to North Bay Landscape Management, Inc. of Petaluma, California for a maximum amount not to exceed $694,066, and rejecting all other bids.

Contact: Melissa Tigbao P.E., Public Works Director, (707) 648-4433 [email protected]
Action: adopted Resolution No. 25-051 N.C.

H. ADOPT A RESOLUTION AWARDING A LANDSCAPE MAINTENANCE
SERVICES CONTRACT FOR REGION 9 (MARE ISLAND) TO NEW IMAGE

LANDSCAPE COMPANY OF FREMONT, CALIFORNIA, FOR A MAXIMUM NOT TO EXCEED $808,403 AND REJECTING ALL OTHER BIDS
Recommendation: Adopt a resolution awarding a Landscape Maintenance Services Contract for Region 9 (Mare Island) to New Image Landscape Company of Fremont, California, for a maximum not to exceed $808,403 and rejecting all other bids.

Contact: Melissa Tigbao P.E., Public Works Director, (707) 648-4433 [email protected]
Action: adopted Resolution No. 25-052 N.C.

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May 13, 2025
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I. ADOPT A RESOLUTION APPROVING AN AGREEMENT WITH LEAVEN KIDS FOR A NOT-TO-EXCEED AMOUNT OF $123,500 THROUGH
SEPTEMBER 30, 2025, AND AUTHORIZING THE CITY MANAGER TO

EXECUTE THE SAME
Recommendation:

Adopt a resolution approving an Agreement with Leaven Kids for an amount not to exceed $123,500 for services through September 30, 2025, and authorizing the City Manager to execute same.

Contact: Jason Ta, Chief of Police
[email protected]
Action: item was removed from the Consent Calendar at the request of Councilmember Lediju.

Staff responded to questions from Councilmembers. Councilmembers provided comment.

Action: moved by Vice Mayor Bregenzer and carried to adopt Resolution No. 25-053 N.C.(Noes: Sorce)
J. ADOPT A RESOLUTION: 1) FINDING THE PEDESTRIAN CROSSING ENHANCEMENTS AT 17 LOCATIONS PROJECT (PW9709) (HIGH

VISIBILITY CROSSWALKS AND ADA CURB RAMP UPGRADES)

CATEGORICALLY EXEMPT FROM THE PROVISIONS OF THE

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES SECTION 15301(c); 2) APPROVING THE PROJECT PLANS AND SPECIFICATIONS FOR THE PROJECT; AND 3) AWARDING A CONSTRUCTION CONTRACT TO CENTRAL STRIPING SERVICES, INC. OF RANCHO CORDOVA, CALIFORNIA IN THE AMOUNT OF $233,703 AND

REJECTING ALL OTHER BIDS, AND AUTHORIZING THE CITY MANAGER

TO EXECUTE SAME
Recommendation: Adopt a Resolution:

1. Finding the Pedestrian Crossing Enhancements at 17 locations in Vallejo Project categorically exempt from the provisions of the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15301(c);

2. Approving the plans and specifications for the Pedestrian Crossing Enhancements at 17 Locations Project (Vallejo Project No. PW9709; State Project No. HSIPL-5030(069)); and

3. Awarding a construction contract to Central Striping Services, Inc. of Rancho Cordova, California in the amount of $233,703, rejecting all other bids, and authorizing the City Manager to execute the contract.

Contact: Melissa Tigbao, P.E., Public Works Director (707) 648-4433 [email protected]
Action: adopted Resolution No. 25-054 N.C.

K. NOTICE OF INTENT TO AMEND THE FISCAL YEAR 2024-25 SOLID WASTE FUND BUDGET TO ACCEPT TWO CALRECYCLE GRANTS: THE
USED OIL PAYMENT PROGRAM GRANT IN THE AMOUNT OF $17,156

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AND THE BEVERAGE CONTAINER RECYCLING CITY-COUNTY PAYMENT PROGRAM GRANT IN THE AMOUNT OF $30,561 (Step 1 of 2)
Recommendation: Provide Notice of Intent to amend the Fiscal Year 2024-25 Solid Waste Fund budget to recognize grant revenue from the Used Oil Payment Program and City/County Beverage Container Recycling Program offered through CalRecycle in the amount of $17,156 and $30,561, respectively, and authorize expenditure of funds.

Contact: Melissa Tigbao, Public Works Director (707) 648-4433 [email protected]
Action: provided Notice of Intent to amend the Fiscal Year 2024-25 Solid Waste Fund budget to recognize grant revenue from the Used Oil Payment Program and City/County Beverage Container Recycling Program offered through CalRecycle in the amount of $17,156 and $30,561, respectively, and authorized expenditure of funds.

L. PROVIDE NOTICE OF INTENT TO AMEND THE FY 2024-25 MARINA FUND

AND STATE LAND FUND BUDGETS TO ALLOCATE FUNDS TO COVER
THE MARINA FUND OPERATING SHORTFALL (STEP 1 of 2)
Recommendation: Provide Notice of Intent to amend the FY 2024-25 Marina Fund and State Lands Fund budgets.

Contact: Melissa Tigbao, P.E., Public Works Director (707) 648-4433 [email protected]
Action: provided Notice of Intent to amend the FY 2024-25 Marina Fund and State Lands Fund budgets
M. PROVIDE NOTICE OF INTENT TO AMEND THE FISCAL YEAR 2024–2025 BUDGET IN THE AMOUNT OF $650,958 OF OPIOID LITIGATION FUND BALANCE: $310,000TO PROVIDE CONTINUED SUPPORT TO THE IHART PROGRAM; AND $340,958 TO PROVIDE OPERATIONAL FUNDING FOR THE VALLEJO HOMELESS NAVIGATION CENTER (STEP 1 OF 2)
Recommendation: Provide notice of intent to amend the Fiscal Year 2024-2025 Budget in the amount of $650,958 in Opioid Litigation Fund-Balance:
$310,0000 to provide continued support of the IHART Program; and $340,9484 to provide operational funding for the Vallejo Homeless Navigation Center (Step 1 of 2)
Contact: Jason Ackley, Assistant to the City Manager
[email protected]
Action: item was removed from the Consent Calendar by Mayor Sorce.

Assistant to the City Manager Ackley provided an overview of the staff report.

Staff responded to questions from Councilmembers. Councilmembers provided comment.

Actions: (1) moved by Mayor Sorce and carried unanimously to provide notice of intent to amend the Fiscal Year 2024-2025 Budget in the amount of $310,0000 to provide continued support of the IHART Program; (Step 1 of 2).

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Page | 6
(2) moved by Mayor Sorce and carried to provide notice of intent to amend the Fiscal Year 2024-2025 Budget in the amount of $340,958 to provide operational funding for the Vallejo Homelessness Navigation Center (Step 1 of 2) (Ayes: Bregenzer, Gordon, Matulac, and Palmares; Noes: Sorce, Lediju and Matias).

N. CONSIDER AND ADOPT A RESOLUTION AUTHORIZING THE DISPLAY OF

TWO CITY COMMEMORATIVE FLAGS (JUNETEENTH AND PRIDE FLAGS) Recommendation: Consider and adopt a resolution authorizing City staff to display the Juneteenth and Pride commemorative flags at City facilities for the dates specified.

Contact: Shelee Loughmiller, Community and Volunteer Coordinator (707) 648- 8616
[email protected]
Action: item was removed from the Consent Calendar at the request of Councilmember Gordon who commented on the item.

Action: moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 25-055 N.C.

O. APPROVE A PROCLAMATION BY MOTION DECLARING MAY 2025 AS

TOURISM MONTH, FOR PRESENTATION AT THE VISIT VALLEJO

ANNUAL TOURISM LUNCHEON AND BOARD INSTALLATION
Recommendation: Approve a proclamation by motion declaring May 2025 as Tourism Month.

Contact: Erik Rzomp, Executive Assistant to Mayor Andrea Sorce (707) 648- 4377
[email protected]
Action: approved a proclamation declaring May 2025 as Tourism Month

9. ACTION CALENDAR
Councilmember Matulac recused himself due to a Conflict of Interest related to owning real property in Region 1 LMD and left the dais and Council Chambers.

A. ADOPT A RESOLUTION AWARDING A LANDSCAPE MAINTENANCE
SERVICES CONTRACT FOR REGION 1 (NORTH VALLEJO - NEAR SIX

FLAGS) TO NEW LANDSCAPE COMPANY OF FREMONT, CALIFORNIA, FOR A MAXIMUM NOT TO EXCEED AMOUNT OF $1,217,801 AND

REJECTING ALL OTHER BIDS
Recommendation: Adopt a resolution awarding a Landscape Maintenance Services Contract for Region 1 (North Vallejo - near Six Flags) to New Image Landscape Company for a maximum not to exceed amount of $1,217,801 and rejecting all other bids.

Contact: Melissa Tigbao P.E., Public Works Director, (707) 648-4433 [email protected]
Staff responded to questions from Councilmembers. Councilmembers provided comment.

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Page | 7
Action: moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 25-056 N.C. (Abstain Due to Conflict of Interest: Matulac) Councilmember Matulac resumed his seat at the dais.

B. ADOPT A RESOLUTION AWARDING A LANDSCAPE MAINTENANCE
SERVICES CONTRACT FOR REGION 4 (NORTHEAST QUADRANT) TO

NEW IMAGE LANDSCAPE COMPANY OF FREMONT, CALIFORNIA FOR A MAXIMUM NOT TO EXCEED AMOUNT OF $1,361,657 AND REJECTING

ALL OTHER BIDS
Recommendation: Adopt a resolution awarding a Landscape Maintenance Services Contract for Region 4 (Northeast Quadrant) to New Image Landscape Company of Fremont, California for a maximum not to exceed amount of $1,361,657 and rejecting all other bids.

Contact: Melissa Tigbao P.E., Public Works Director, (707) 648-4433 [email protected]
Staff responded to questions from Councilmembers. Councilmembers provided comment.

Action: moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 25-057 N.C.

Mayor Sorce and Councilmember Lediju recused themselves due to Conflicts of Interest related to owning real property in Region 8 LMD and left the dais and the Council Chambers.

Vice Mayor Bregenzer resumed presiding over the meeting.

C. ADOPT A RESOLUTION AWARDING A LANDSCAPE MAINTENANCE
SERVICES CONTRACT FOR REGION 8 (GLEN COVE) TO NEW IMAGE

LANDSCAPE COMPANY OF FREMONT, CALIFORNIA FOR A MAXIMUM
NOT TO EXCEED $2,158,155, AND REJECTING ALL OTHER BIDS
Recommendation: Adopt a resolution awarding a Landscape Maintenance Services Contract for Region 8 (Glen Cove) to New Image Landscape Company of Fremont, California for a maximum not to exceed $2,158,155, and rejecting all other bids.

Contact: Melissa Tigbao P.E., Public Works Director, (707) 648-4433 [email protected]
Action: moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 25-058 N.C. (Abstain Due to Conflict of Interest: Sorce and Lediju)
Mayor Sorce and Councilmember Lediju resumed their seats at the dais.

D. ADOPT A RESOLUTION AWARDING AND APPROVING A LANDSCAPE MAINTENANCE SERVICES CONTRACT FOR REGION 7 (EAST VALLEJO) TO NORTH BAY LANDSCAPE MANAGEMENT, INC. FOR A MAXIMUM

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Page | 8
AMOUNT NOT TO EXCEED $1,352,802, AND REJECTING ALL OTHER BIDS
Recommendation: Adopt a Resolution awarding a Landscape Maintenance Services Contract for Region 7 (East Vallejo) to North Bay Landscape Management, Inc. of Petaluma, California for a maximum amount not to exceed $1,352,802, and rejecting all other bids.

Contact: Melissa Tigbao P.E., Public Works Director, (707) 648-4433 [email protected]
Action: moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 25-059 N.C.

The meeting recessed at 8:29 p.m. and resumed at 8:38 p.m.

E. ADOPT A RESOLUTION MAKING APPOINTMENTS TO VARIOUS CITY

BOARDS, COMMISSIONS AND COMMITTEES
Recommendation: Adopt a resolution making the following appointments:
•Beautification Commission - 1 vacancy
•Code Enforcement Appeals Board - 2 vacancies
•Commission on Culture + Arts - 2 vacancies
•Economic Development Commission - 3 vacancies
•Housing & Community Development Commission - 3 vacancies •Measure P Oversight Committee (MPOC) - Districts 4 and 6 vacancies •Participatory Budgeting Steering Committee (PBSC) - 1 member and 3 alternate vacancies
•Police Oversight & Accountability Commission (POAC) - Districts 1 and 6 vacancies
•Surveillance Advisory Board (SAB) - Districts 1, 3 and 6 and at-large vacancies
•SolTrans Public Advisory Committee - 3 vacancies
Contact: Dawn G. Abrahamson, MMC, City Clerk (707) 648-4527 [email protected]
The City Council went through an applicant nomination process for appointments to the BC, CEAB, CCA, EDC, HCDC, PBSC and SolTrans Public Advisory Committee. Councilmember Palmares appointed Aletta Santos as the District 4 member and Councilmember Gordon appointed Adjoa McDonald as the District 6 member to the MPOC. Councilmember Matias appointed Rommye Qualls as the District 1 member to POAC and Councilmember Gordon appointed John Lewis as the District 6 member to POAC.

Councilmember Matias appointed Russell Owen as the District 1 member to SAB, Councilmember Lediju appointed Peggy Cohen-Thompson as the District 3 member to SAB and Mayor Sorce appointed Alejandro Bras as the at-large member to SAB.

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Page | 9
Action: Moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 25-060 N.C, a resolution making the following appointments:

BC: Sara Leahy for a term to expire 6/30/28
CEAB: Edgar Ureta for a term to expire 12/31/25
CCA: Chris Thorson and Dalia Vidor for terms to expire 12/31/28 EDC: Jessica Gonzalez and Keira Williams for terms to expire 6/30/26 and Ta Lynn Mitchell for a term to expire 6/30/27
HCDC: Nicholas Cassidy for a term to expire 6/30/25, Dana Stueland for a term to expire 6/30/27 and Carmen Marie Vance for a term to expire 6/30/28 MPOC: Aletta Santos (District 4) for a term to expire 10/10/25 and Adjoa McDonald (District 6) for a term to expire 10/10/26
PBSC: Paul Perry as a member for a term to expire 6/30/25 POAC: Rommye Qualls (District 1) for a term to expire 2/27/28 and John Lewis (District 6) for a term to expire 2/27/29
SAB: Russell Owen (District 1), Peggy Cohen-Thompson (District 3) and Alejandro Bras (at-large) for terms to expire 1/2/29
SolTrans Public Advisory Committee: Richard Burnett, Avery Livengood and Ethan Standafer for terms to expire 5/13/29
F. ADOPT A RESOLUTION FINDING THAT THE CITY-OWNED PARCEL LOCATED AT 5 MIDWAY STREET ( APN: 0058-100-070) IS NO LONGER

NECESSARY FOR THE CITY'S USE AND DECLARING SAID PARCEL
"EXEMPT SURPLUS LAND" PURSUANT TO GOVERNMENT CODE
SECTION 54221(f)(1)(D), AFTER MAKING THE FINDING THAT SAID

ACTION IS EXEMPT FROM ENVIRONMENTAL REVIEW UNDER THE

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES SECTION 15312 - SURPLUS GOVERNMENT

PROPERTY SALES
Recommendation: Adopt a Resolution finding that the City-owned parcel located at 5 Midway Street (APN: 0058-100-070) is no longer necessary for the City's use and declaring said parcel "exempt surplus land" pursuant to Government Code Section 54221(f)(1)(D); after making the finding that said action is exempt from environmental review under
the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15312 - Surplus Government Property Sales.

Contact: Gillian Haen, Assistant City Manager (707) 648-4163 [email protected]
Assistant City Manager Haen provided background information, reviewed Government Code Section 54221, discussed applicable exemption and outlined next steps.

Action: moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 061 N.C.

G. ADOPT A RESOLUTION APPROVING THE FIRST AMENDMENT TO THE

CONSULTANT AND PROFESSIONAL SERVICES AGREMENT WITH

FELTON INSTITUTE, WHICH INCREASES THE IHART PROGRAM BUDGET BY $200,000.00 TO A TOTAL NOT-TO-EXCEED AMOUNT OF

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May 13, 2025
Page | 10
$1,112,463.00, AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME
Recommendation: Adopt a Resolution:

1. Approving the First Amendment to the Consultant and Professional Services Agreement with Felton Institute, which increases the IHART Program Budget by $200,000, and

2. Authorizing the City Manager to execute said First Amendment.

Contact: Jason Ta, Chief of Police
[email protected]
Police Chief Ta provided an overview of the original contract costs, annual and monthly budget and reviewed the new terms including personnel costs, non- personnel costs, and the annual and monthly budget.

Speakers: Liat Meitzeinheimer
Councilmembers provided comment.

Action: moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 25-062 N.C.

H. ADOPT A RESOLUTION CHANGING THE COMPOSITION OF THE
STANDING PUBLIC SAFETY COMMITTEE FROM 2 TO 3 MEMBERS OF

THE CITY COUNCIL AND MAKING APPOINTMENTS THERETO
Recommendation: Adopt a resolution changing the composition of the Standing Public Safety Committee from 2 to 3 members of the City Council and making appointments
Contact: Dawn G. Abrahamson, MMC, City Clerk (707) 648-4527 [email protected]
Mayor Sorce provided an overview of the item.

Action: moved by Vice Mayor Bregenzer and carried unanimously to adopt Resolution No. 25-063 N.C., appointing Councilmembers Lediju, Matias and Palmares to the Public Safety Committee.

I. PRESENTATION OF PROPOSED WHISTLEBLOWER POLICY AND

POSSIBLE FEEDBACK
Recommendation: Review proposed Whistleblower Policy and provide feedback.

Contact: Stephanie Sifuentes, Human Resources Director (707) 648-4852 [email protected]
Human Resources Director Sifuentes provided background information, reviewed the components of the policy and who is covered by the policy, and outlined the reporting procedure and the procedure for reporting retaliation.

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May 13, 2025
Page | 11
Staff responded to questions from Councilmembers. Councilmembers provided comment. Staff was directed to return to Council in July with another iteration of the policy.

J. NOTICE OF INTENT TO AMEND THE BUDGET ACCEPTING THE LAST

MILE FEDERAL FUNDING ACCOUNT GRANT AWARDED TO THE CITY OF VALLEJO IN THE AMOUNT OF $3,806,104 TO INSTALL THE LAST MILE

BROADBAND CONNECTIVITY FOR THE MARE ISLAND BUILD, NORTH

SONOMA BLVD, PORTER STREET TO SEAPORT, AND TRAILER CITY PARK (STEP 1 OF 2).

Recommendation: Notice of Intent to amend the FY 24-25 budget and accept the California Public Utilities (CPUC) Federal Funding Account Last Mile grant (Step 1 of 2).

Contact: Naveed Ashraf, Chief Innovation Officer & IT Director - (707) 648- 5200
[email protected]
Chief Innovation Officer & IT Director Ashraf reviewed the staff report and outlined the recommendation.

Staff responded to questions from Councilmembers. Councilmembers provided comment.

Action: moved by Vice Mayor Bregenzer and carried unanimously to provide Notice of Intent to amend the FY 24-25 budget and accept the California Public Utilities (CPUC) Federal Funding Account Last Mile grant (Step 1 of 2) Vice Mayor Bregenzer left the meeting.

10. INFORMATION CALENDAR
A. DISASTER PREPAREDNESS PRESENTATION
Recommendation: This item is for informational purposes only. There is no staff report or action associated with this item
Contact: Arthur Gonzalez, Interim Fire Chief
[email protected]
Interim Fire Chief Gonzalez provided an overview of the City’s Emergency Operations Plan and responded to questions from Councilmembers.

Staff responded to questions from Councilmembers. Councilmembers provided comment.

B. PLANNING & DEVELOPMENT SERVICES AND ECONOMIC

DEVELOPMENT DEPARTMENTS QUARTERLY UPDATE
Recommendation: This item is for informational purposes only. There is no staff report or action associated with this item
Contact: Kristin Pollolt, Planning & Development Services Director [email protected]

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May 13, 2025
Page | 12
Gillian Haen, Assistant City Manager
[email protected]
Senior Community Development Analyst Taylor provided an update on the projects and other special assignments of the Economic Development Department.

Planning & Development Services Director Pollot provided an update on the Building, Code Enforcement and Planning Divisions projects and other special assignments.

Speakers: Melvin Cowan
Councilmembers provided comment.

11. CITY MANAGER’S REPORT – None.

12. CITY ATTORNEY’S REPORT
City Attorney Nebb provided an overview of her quarterly report.

A. QUARTERLY REPORT FOR FISCAL YEAR 2024/2025, THIRD QUARTER (JAN - MAR 2025)
Recommendation: This item is for informational purposes only. There is no action required
Contact: Veronica A.F. Nebb, City Attorney
[email protected]

13. COMMUNITY FORUM
Speakers: Brenton Garrick and Melvin Cowan.

14. REPORT OF THE PRESIDING OFFICER AND MEMBERS OF THE CITY COUNCIL Councilmembers provided reports on community events and meetings attended and shared future agenda item requests.

15. ADJOURNMENT
The meeting adjourned at 12:38 a.m.
________________________________

ANDREA SORCE, MAYOR
ATTEST:

Regular City Council Meeting Minutes
May 13, 2025
Page | 13
_________________________________
DAWN G. ABRAHAMSON, CITY CLERK

Regular City Council Meeting Minutes
May 13, 2025
Page | 14

VALLEJO CITY COUNCIL

SPECIAL MEETING MINUTES
MAY 19, 2025

COUNCIL CHAMBERS
555 Santa Clara Street, Vallejo, CA 94590

1. CALL TO ORDER
The meeting was called to order at 6:00 p.m.

2. ROLL CALL

Present: Mayor Sorce, Vice Mayor Bregenzer, Councilmembers Gordon, Lediju, Matias, Matulac and Palmares

Absent: None
Staff: City Manager Murray, City Attorney Nebb and Deputy City Clerk Joya

3. PLEDGE OF ALLEGIANCE
A. CONSIDER AND POSSIBLY ADOPT ONE OR MORE RESOLUTIONS
DIRECTING STAFF TO SUBMIT HOMEKEY+ APPLICATIONS IN

PARTNERSHIP WITH CO-APPLICANTS ON THREE POTENTIAL

PROJECTS AND FINDING SUCH ACTION EXEMPT FROM THE

PROVISIONS OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT
(CEQA
Recommendation: Consider and possibly adopt one or more resolutions directing staff to submit one or more Homekey+ applications in partnership with co-applicants.

Contact: Andrew Murray, City Manager (707) 648-4576
[email protected]
City Manager Murray provided background information, outlined the Homekey+ program, reviewed the recommendations of the Broadway Affordable Housing Development Assessment and concluded with a brief overview of the three potential co-applicants’ projects and the next steps.

Council provided comment
Mr. Esborg (representing Ethos Environmental) presented a proposed Vista La Terraza affordable housing project.

Mr. Esborg and staff responded to questions. Councilmembers provided comment.

Mr. Cowan (Founder and CEO of Enough Housing) presented a proposed Legacy Village at Maria’s Place affordable housing project..

Mr. Cowan and staff responded to questions. Councilmembers provided comment.

The meeting recessed at 8:29 p.m. and reconvened at 8:40 p.m.

Mr. Bhargava (CEO and President of California Supportive Housing) presented a proposed Admiral Apartments affordable housing project.

Mr. Bhargava and staff responded to questions. Councilmembersprovided comment.

Speakers: Paula Conley, William Baker, Liat Meitzenheimer, Leslie Janik, Kathleen Diohep, Desmond Jeffries, Sunil Khatri, Anne Carr, The People, Cristal Gallegos (Vallejo Housing Coalition), Mick Penn (Swinerton), and Drew Shawv.

Action: moved by Mayor Sorce and carried unanimously to direct staff to (1) Create a timeline for the implementation of the MRG Assessment recommendations and additional plans to be prepared for affordable housing projects and report back to the Council by July. (2)Engage with the Housing Justice Coalition and agendize the Community Land Trust. (3)Conduct a Study Session with the Housing and Community Development Commission. (4)Commit to engage with and plan with future Developer.

5. ADJOURNMENT
The meeting adjourned at 11:12 p.m.
________________________________

ANDREA SORCE, MAYOR
ATTEST:
_________________________________
DAWN G. ABRAHAMSON, CITY CLERK

CONSENT CALENDAR 8.C.

DATE: June 10, 2025
TO: Mayor and Members of the City Council
FROM: Arthur Gonzales, Interim Fire Chief
SUBJECT: ADOPT A RESOLUTION OF THE CITY COUNCIL ACKNOWLEDGING RECEIPT OF THE STATE-MANDATED SENATE BILL 1205 FIRE INSPECTION COMPLIANCE REPORT FOR FY 2024/2025 FROM THE VALLEJO FIRE DEPARTMENT ON BEHALF OF THE

CITY OF VALLEJO

RECOMMENDATION
Adopt a resolution acknowledging receipt of the 2024 calendar year state-mandated fire inspections report.

REASONS FOR RECOMMENDATION
On September 27, 2018, Governor Brown approved Senate Bill 1205. SB1205 requires the fire department to report annually to its administering authority, as defined, on the department’s compliance with State mandated inspection requirements. The bill requires the administering authority to acknowledge receipt of the report in a resolution or a similar formal document prior to adoption of the Fiscal Year budget. This report serves as the annual report for 2004 compliance and provides additional details of the Vallejo Fire Department’s fire and life safety inspection program.

BACKGROUND AND DISCUSSION
Existing State law requires California fire departments to enforce the fire code as adopted by the State Fire Marshal. Additionally, fire departments are required to perform annual inspections of every building used as a public or private school, as well as all apartment houses, hotels, motels, lodging houses, and jails for compliance with adopted fire codes.

On December 2, 2016, the deadly “Ghost Ship” fire in Oakland, California created a new focus on fire prevention efforts and the accountability of local governments. The aftermath of this significant warehouse illegally converted art collective live/work fire prompted SB1205. Ultimately, 36 people lost their lives in the fire.

In response to the Ghost Ship fire, a series of investigative articles and editorials revealed that many of the required fire and life safety inspections were not being performed by local fire departments. In order to provide assurances that fire departments are performing the mandated inspection duties, SB1205 was authored requiring the reporting of certain inspection statistics to the local governing board.

The Vallejo Fire Department has a long-established program of conducting fire and safety inspections at commercial occupancies with available Fire Prevention Division staffing. However, staffing levels do not adequately support State-mandated and non-mandated inspection workloads or inspection of the Adopted Vegetation Management Ordinance. The chart below indicates the annual FY24/25 inspection progress completed by the Fire Prevention Section for State Mandated Inspections.

State Mandated Inspections (Annual)

Occupancy Type Example Quantity Complete
Educational E Schools (public,
private)
48 32
Institutional I-3 Jails / Restrained 5 4

Date: June 10, 2025
Subject: ADOPT A RESOLUTION OF THE CITY COUNCIL ACKNOWLEDGING RECEIPT OF THE STATE-MANDATED SENATE BILL 1205 FIRE INSPECTION COMPLIANCE REPORT FOR FY 2024/2025 FROM THE VALLEJO FIRE DEPARTMENT ON

BEHALF OF THE CITY OF VALLEJO

Residential R-1 Hotels / Motels 23 20
Residential R-2 Apartment / Condos 622 522
High Rise Multi-Family 1 1
Residential R-2.1 Adult Care Facilities
Large
35 34
Residential R-3.1 Adult Care Facilities
Sm.
78 75
Institutional I-2 Hospitals, Psychiatric 5 3
Institutional I-2.1 Health Care-Dialysis 6 6
Total 823 697

* I-3 Occupancies are required by H&S 13146.2 to be inspected every 2 years. I-3 and Highrise buildings are required to be reported to the California State Fire Marshals directly.

In summary, the department completed 697 of the 823 state-mandated inspections, or 85% of its state- mandated occupancies.

NEXT STEPS

Fire Prevention Division staff are currently working on a few projects to help with efficiency in scheduling and conducting inspections. Additionally, a new inspector was brought on board in March to back fill one of the vacant inspector positions. In an effort to become 100% compliant with the state-mandated occupancies, staff is evaluating the existing workload and inspection assignments. For example, we are evaluating the current goal of inspecting all occupancies on an annual basis. This goal, while admirable, is beyond that of national standards and is unreachable with current staffing and funding levels. We are also incorporating newer technologies such as GIS to better coordinate inspections based on geographical areas to minimize travel time, and make scheduling easier to follow.

Additionally, a long-term staffing plan, utilizing NFPA 1300 as a guide, should be developed. The staffing plan should incorporate all state mandated inspections, along with the adopted fee schedule and permitted uses / occupancies to establish the funding needed to accomplish the necessary tasks.

FISCAL IMPACT
The costs associated with the required inspections and reporting is staff time and equipment. The California Health and Safety Code specifically identifies the inspecting fire department may charge and collect a fee which shall be in an amount sufficient to pay the costs of that inspection or related fire and life safety activities.

During the most recent City fee study, the fire department fees were established in an attempt to obtain full cost recovery. These costs have been absorbed in the current Fire Department budget.

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

ATTACHMENTS

1. Resolution 2025-1291 (with CAO stamp)

Date: June 10, 2025
Subject: ADOPT A RESOLUTION OF THE CITY COUNCIL ACKNOWLEDGING RECEIPT OF THE STATE-MANDATED SENATE BILL 1205 FIRE INSPECTION COMPLIANCE REPORT FOR FY 2024/2025 FROM THE VALLEJO FIRE DEPARTMENT ON

BEHALF OF THE CITY OF VALLEJO

CONTACT
Arthur Gonzales, Interim Fire Chief
[email protected]

Approved as to form:

By: for
Veronica A.F. Nebb
City Attorney

RESOLUTION NO. 25-1291

RESOLUTION OF THE CITY COUNCIL ACKNOWLEDGING RECEIPT OF THE STATE-MANDATED SENATE BILL 1205 FIRE INSPECTION COMPLIANCE REPORT FOR FY 2024/2025 FROM THE VALLEJO FIRE DEPARTMENT

ON BEHALF OF THE CITY OF VALLEJO

WHEREAS, California Health and Safety Code Section 13146.4 requires an annual reporting to Council regarding the fire inspections of certain occupancies; and

WHEREAS, California Health and Safety Code section 13146.4 requires Council to acknowledge receipt of this report by resolution; and

WHEREAS, the Vallejo Fire Department is responsible for providing said inspections; and

WHEREAS, the Fire Chief has presented a report satisfying the requirements of the California Health and Safety Code section 13146.4; and

WHEREAS, this report demonstrates the Vallejo Fire Department has met the requirements of the California Health and Safety Code section 13146.4.

NOW, THEREFORE, BE IT RESOLVED THAT the City Council of the City of Vallejo hereby acknowledges receipt of the 2024 State Mandated Fire Inspections report as required by the California Health and Safety Code section 13146.

Adopted by the Council of the City of Vallejo at a regular meeting held on June 3, 2025 with the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST:

Andrea Sorce, Mayor

Dawn G. Abrahamson, City Clerk

ACTION ITEM 8.D.

DATE: June 10, 2025
TO: Mayor and Members of the City Council
FROM: Beth Schoenberger, Water Director
Melissa Cansdale, P.E. Water Operations Manager
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO FINDING (1) THE

PROJECT TO BE EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES 15302(c) AND 15269 EMERGENCY PROJECTS; AND (2) THAT IT IS IN THE BEST INTEREST OF THE CITY TO AWARD

AND APPROVING A CONTRACT WITH DAVID ANDRADE DBA CAL CUSTOMS

REMODEL & CONSTRUCTION FOR A TOTAL CONTRACT AMOUNT NOT TO EXCEED $150,000 FOR THE EMERGENCY DEMOLITION OF THE ROOF AT SWANZY

RESERVOIR AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME

RECOMMENDATION
Adopt the resolution to award a contract to David Andrade dba Cal Customs Remodel & Construction for a total contract amount of $150,000 which includes $123,480 for emergency demolition of the roof at Swanzy Reservoir and $26,520 as a contingency amount.

REASONS FOR RECOMMENDATION
Swanzy Reservoir, previously decommissioned due to groundwater intrusion, experienced structural failure of its roof system during subsequent high-wind events. The roof, composed of custom-fabricated metal panels affixed to timber framing, suffered extensive damage—several panels detached entirely and became airborne, posing significant and immediate safety risks to surrounding structures and humans. The remaining structure is considered structurally unsound and non-repairable. Due to the specialized construction of the roof and the associated safety hazards, disassembly requires skilled professionals with experience in structural demolition.

Cal Custom Remodel & Construction of Vallejo submitted the lowest responsive bid to perform the initial phase of controlled roof panel disassembly.

BACKGROUND AND DISCUSSION
Swanzy Reservoir sits atop a hill at the end of Swanzy Dam Road, in the vicinity of the Carquinez Bridge. Built in the early 1900's, the reservoir was originally owned by the California and Hawaiian Sugar Company (C&H) and supplied water to the C&H Pure Cane Sugar refinery across the Carquinez Strait. In 1942, the City took over ownership of the reservoir. At that time, Swanzy was an open-air asphalt-lined reservoir that was used to support water supplies to Mare Island and to the City’s "grid" water system - which is Vallejo's lowest elevation area, located immediately across the straight from Mare Island. In 1977, the City was required by the State of California Division of Drinking Water to install a roof over the reservoir. The roof was constructed using timber and specially formulated corrugated metal sheets that were bolted to the timber. The reservoir has been offline since March 2023 due to groundwater intrusion that occurred after a landslide, which was caused by the significant precipitation brought by the thirteen atmospheric rivers in a row during the winter of 2022-2023.

On December 14, 2024, a powerful storm system with extreme wind gusts, resulted in downing trees and downing power lines citywide. In addition to this damage, the reservoir roof experienced severe impacts from the high winds. Approximately 80 roofing panels measuring 31’ x 4’ (totaling 9,920 sq. ft.) and approximately 275 sq. ft. of plywood side panels were ripped off by the wind’s force, and irreparably damaged. The panels of

Date: June 10, 2025
Subject: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO FINDING (1)

THE PROJECT TO BE EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES 15302(c) AND 15269 EMERGENCY PROJECTS; AND (2) THAT IT IS IN THE BEST INTEREST OF THE

CITY TO AWARD AND APPROVING A CONTRACT WITH DAVID ANDRADE DBA

CAL CUSTOMS REMODEL & CONSTRUCTION FOR A TOTAL CONTRACT AMOUNT NOT TO EXCEED $150,000 FOR THE EMERGENCY DEMOLITION OF

THE ROOF AT SWANZY RESERVOIR AND AUTHORIZING THE CITY MANAGER

TO EXECUTE SAME

corrugated metal as well as plywood were scattered around the City of Vallejo’s property where the reservoir sits. These panels were collected by Water Department Facilities staff and stacked for removal.

On January 6, 2025, Water Department staff met onsite with the Risk Management team and mutually deemed Swanzy Reservoir’s structure to be ‘unsafe for human occupancy’. The structural situation was too dangerous for City staff to complete demolition, prompting the need for a contract with technical experts.

Bid Process
Because of the urgent need to repair the facilities to protect the public, in order to save time, rather than initiating the City's regular bidding process, Water Facilities staff reached out to California’s Department of Industrial Relations (CA DIR) for registered contractors to remove all remaining roofing panels and side paneling, leaving only the structural beams exposed. Removing the paneling will remove the risk of more panels being blown away and possibly striking nearby homes, neighbors, City assets, or staff working onsite or in close vicinity.

Water Facilities staff have coordinated and met with three (3) CA DIR registered contractors for both the construction and debris removal. Two of the contractors were responsive, while the third contractor did not provide a bid in the required timeframe. Cal Custom provided the lowest bid estimate, including a performance bond estimate.

Contractor Responded
Y/N
Total
Estimate
+ Perf Bond
Cal Custom Y $117,600.00 $123,480.00
EM PRO Y $205,000.00 ---
One Love
Construction

N --- ---

Emergency Conditions
Due to prior emergency conditions in the Vallejo water storage system stemming from Swanzy Reservoir being functionally impacted by past winter storms and taken offline, this recent storm event has further decommissioned the structural integrity of Swanzy Reservoir, creating an immediate hazard for neighbors and staff and now requires immediate attention. Staff requests that the City Council find that it is in the best interest of the City of Vallejo to award the contract to Cal Customs Remodel & Construction.

FISCAL IMPACT
The project is funded through the Water Enterprise Fund. There is no impact to the General Fund.

ENVIRONMENTAL REVIEW

Date: June 10, 2025
Subject: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO FINDING (1)

THE PROJECT TO BE EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES 15302(c) AND 15269 EMERGENCY PROJECTS; AND (2) THAT IT IS IN THE BEST INTEREST OF THE

CITY TO AWARD AND APPROVING A CONTRACT WITH DAVID ANDRADE DBA

CAL CUSTOMS REMODEL & CONSTRUCTION FOR A TOTAL CONTRACT AMOUNT NOT TO EXCEED $150,000 FOR THE EMERGENCY DEMOLITION OF

THE ROOF AT SWANZY RESERVOIR AND AUTHORIZING THE CITY MANAGER

TO EXECUTE SAME

This action is exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines 15302(c) as it consists of the replacement or reconstruction of existing utility systems and/or facilities involving negligible or no expansion of capacity; and Section 15269 Emergency Projects.

ATTACHMENTS

1. Swanzy Reservoir - Resolution_Final CAO Stamp

2. Cal Custom - Short Form Construction Contract (1) CAO Stamp

3. Swanzy Exhibit A

4. Cal Custom - COI Packet

CONTACT
Beth Schoenberger, Water Director, (707) 648-5439
[email protected]

Approved as to form:

By: for
Veronica Nebb, City Attorney
RESOLUTION NO. 25-________
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO FINDING (1) THE

PROJECT TO BE EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES 15302(c) AND 15269 EMERGENCY PROJECTS; AND (2) THAT IT IS IN THE BEST INTEREST OF THE CITY TO AWARD AND APPROVING A CONTRACT WITH DAVID ANDRADE dba CAL CUSTOMS REMODEL & CONSTRUCTION FOR A TOTAL CONTRACT AMOUNT NOT TO EXCEED $150,000 FOR THE EMERGENCY

DEMOLITION OF THE ROOF AT SWANZY RESERVOIR AND AUTHORIZING THE CITY

MANAGER TO EXECUTE SAME
WHEREAS, since 1942, the City of Vallejo Water Department maintains and operates the Swanzy Reservoir, built which was built in the early 1900’s; and WHEREAS, the reservoir was originally an open-air asphalt lined reservoir used to support water supplies to the City’s grid system and Mare Island and in 1977 the City was required by the Division of Drinking Water to install a roof over the reservoir; and WHEREAS, since March 2023 the reservoir has been offline due to groundwater intrusion that occurred after a landslide brought about by the severe storms in the winter of 2022-2023; and WHEREAS, on December 14, 2024, a powerful storm system with extreme wind gusts severely and irreparably damaged approximately 9,920 sq ft. of roofing panels and 275 sq ft of side panels; and
WHEREAS, on January 6, 2025, the City’s Risk Management team met with the Water Department and have mutually deemed Swanzy Reservoir’s structure to be unsafe for human occupancy; and
WHEREAS, the Water Department sent bids out for security fencing and demolition of the remaining roofing panels and side paneling to three contractors with David Andrade dba Cal Custom Remodel & Construction being the lowest responsible bidder; NOW THEREFORE, BE IT RESOLVED that the City Council hereby finds that: (1) this action is exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines 15302(c) as it consists of the replacement or reconstruction of existing utility systems and/or facilities involving negligible or no expansion of capacity and Section 15269 Emergency Projects; and (2) because of the urgent need to repair the Swanzy Reservoir roof and siding in order to prevent harm to members of the public or city employees that it is in the best interest of the City to award a contract to repair Swanzy Reservoir without the City’s normal public bidding process; and BE IT FURTHER RESOLVED that the City Council hereby approves the construction contract with David Andrade dba Cal Custom Remodel & Construction with a not to exceed amount of $150,000, which includes a $6,388.60 contingency, and authorizeS the City Manager to execute the same.

[SIGNATURES ON NEXT PAGE]
ADOPTED BY THE CITY COUNCIL OF THE CITY OF VALLEJO at a regular meeting held on June 10, 2025, with the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
_________________________________________

ANDREA SORCE, MAYOR
ATTEST: _________________________________________
DAWN G. ABRAHAMSON, CITY CLERK

Approved as to form:

By: for
Veronica Nebb, City Attorney

CITY OF VALLEJO

WATER DEPARTMENT

FACILITIES DIVISION
WT7141 – Swanzy Reservoir Improvement

SHORT FORM CONTRACT
THIS CONTRACT, made and entered into this 10 th day of June, 2025 between City of Vallejo, a municipal corporation, hereinafter referred to as City, and David Andrade dba Cal Custom Remodel & Construction, hereinafter referred to as Contractor;
WITNESSETH:

WHEREAS, in accordance with applicable law the City did solicit bids for the performance of certain work; and,
WHEREAS, Contractor, in response to such solicitation, submitted to the City within the time specified in said solicitation, and in the manner provided for therein, a bid for the performance of the work specified in said solicitation; and,
WHEREAS, City and Contractor now desire to enter into a Contract for the performance of said work.

NOW, THEREFORE, in consideration of the above, it is mutually agreed between the parties hereto as follows, to wit:

1. SCOPE OF WORK
The Scope of Work and Pricing is set as described on the vendor bid attached hereto as Exhibit A.

The Contractor shall provide all labor, tools, and materials for a complete and working project in conformance with the Contract Documents.

The following documents constitute the Contract Documents:
(a) Contract;
(b) Exhibit A, Scope of Work and Pricing;
(c) City of Vallejo Short Form General Conditions;
(d) Faithful Performance Bond;
(e) Payment Bond;
(f) Change Orders thereto;
(g) City of Vallejo Regulations and Standard Specifications for Public Improvements, December 2011 edition;

(h) Any other documents identified as such in the Contract Documents2. TERMS AND

CONDITIONS
This Contract consists of the Contract Documents identified as such, all of which are incorporated herein by reference as though set forth in full, and all of which are part of this Contract, and Contractor and City agree to comply with and fulfill all obligations, promises, covenants and conditions imposed upon each of them in the Contract Documents. All of said work done under this Contract shall be performed to the satisfaction of the Public Works Director, or his/her representative, who shall have the right to reject any and all materials and supplies furnished by Contractor which do not strictly comply with the Contract Documents, together with the right to require Contractor to replace any and all work furnished by Contractor which shall not either in workmanship or material be in strict accordance with the Contract Documents.

Upon condition the Contractor faithfully performs its obligations herein, City shall pay Contractor the sums set forth in Exhibit A, Scope of Work and Pricing, hereto, in accordance with all of terms and conditions of the Contract Documents.
[SIGNATURES ON FOLLOWING PAGE]

IN WITNESS WHEREOF, City and Contractor have caused this Contract to be signed as of the day and year first above written.

DAVID ANDRADE, dba CAL CUSTOM

REMODEL AND CONSTRUCTION
A Sole Propietorship
BY:

David Andrade
Owner/General Contractor
DATE:
(City Seal)

CITY OF VALLEJO,
a municipal corporation
BY:

Andrew Murray
City Manager
DATE:

ATTEST:

BY:

Dawn G. Abrahamson
City Clerk
APPROVED AS TO CONTENT:

BY:

Beth Schoenberger
Water Director
APPROVED AS TO FORM:

BY: For:

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

BY:

Armond Sarkis
Risk Manager

CITY OF VALLEJO

SHORT FORM GENERAL CONDITIONS

1. BASIC DEFINITIONS:
(a) "Bidder" means the person or entity that submits a bid to the City. (b) "Change Order" shall refer to a written agreement on the City’s form, modifying the Contract. The Contract may not be modified, and the Contract Sum or Contract Time may not be increased, excepting by Change Order, excepting that if Exhibit B-Cost of the Work, sets forth unit quantity prices in contrast to a single lump-sum price, then the Contract Sum may be increased or decreased by the City directing the Contractor to perform more or less units of work.
(c) "Construction Change Directive" (C.C.D.) shall refer to a written directive, signed by City, directing Contractor to perform and/or omit certain work as specified within the Construction Change Directive. The Contractor shall promptly comply with the Construction Change Directive and promptly perform and/or omit the work specified in the Construction Change Directive.
(d) "Contract Sum" means the total compensation specified in Exhibit B-Cost of the Work, to be paid to Contractor.
(e) "Contract Time" means the number of days set forth in the Notice of Invitation for Informal Bids within which the full completion of all of Contractor's work must be achieved. (f) The term "Contractor" means the person or firm identified as such in the Contract, or its authorized representative.
(g) The term "day" means calendar day unless otherwise specified. (h) The term "City" or “Owner” means the City of Vallejo.

2. Intentionally deleted.

3. TESTING AND EXAMINATION OF THE SITE OF WORK AND THE CONTRACT DOCUMENTS: Testing or investigations of subsurface conditions or any other conditions by the City or its agents, are made for the purpose of design, and the City assumes no responsibility whatsoever with respect to the sufficiency or accuracy of testing or investigations, or of the interpretation thereof, and there is no guaranty, either expressed or implied, that the conditions indicated are representative of those existing throughout the work, or any part of it, or that unanticipated conditions may not occur. When reports of testing or investigation is made available to Bidders or Contractor or included in the Contract Documents, it is expressly understood and agreed that said reports do not constitute a part of the Contract, and represents only an opinion of the City as to the character of the materials to be encountered, and is made available or included in the Contract Documents only for the convenience of the Bidders. Bidders must satisfy themselves, through their own testing and investigation, as to conditions to be encountered.

In the performance of other public works projects, the City has encountered numerous site conditions including but not limited to contaminated materials, hazardous materials, ground water, unstable soils, unstable fills, abnormally hard/soft subsurface conditions, asbestos, lead paint, hydrocarbons, archeological sites, human remains, existing or abandoned utilities, and others, any or all of which the parties to this Contract contemplate may be found on the site of the project.

Prior to submitting a bid proposal, each Bidder and subcontractor regardless of tier, shall completely investigate and test the site of the work and completely examine the Contract

Documents, and shall satisfy itself as to all aspects of the work, requirements of the project and character, quality, and quantity of the surface and subsurface materials or obstacles to be encountered in its work. If a Bidder or subcontractor needs additional time to complete its investigation and testing of the site or other pre-bid obligations set forth in these Contract Documents, they must notify the City in writing, via certified or registered mail, no less than ten work days before the bid opening date, to request additional time. The written request must include an estimate of the amount of additional time required. The submission of a Bid Form shall be conclusive evidence that: The Bidder and each subcontractor regardless of tier has satisfied itself through its own examination, investigation and testing as to the conditions to be encountered; the character, quality, and scope of work to be performed; the materials and equipment to be furnished; and that the Bidder’s proposal and the Contract Sum includes full compensation for the acceptance of the risk of differing site conditions and all conditions that may be encountered by Contractor.

Bidders, Contractor and all subcontractors, regardless of tier, shall immediately inform the City in writing of any errors or omissions discovered in the Contract Documents.

4. DIFFERING SITE CONDITIONS: After award of the Contract, the Contractor shall promptly, and before the following conditions are disturbed, notify the City in writing, of any:
(1) Material that the contractor believes may be material that is hazardous waste, defined in section 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with provisions of existing law. (2) Subsurface or latent physical conditions at the site differing from those indicated by information about the site made available to bidders prior to the deadline for submitting bids.
(3) Unknown physical conditions at the site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in the contract.

The City shall promptly investigate the conditions, and if it finds that the conditions do materially so differ, or do involve hazardous waste, and cause a decrease or increase in the Contractor’s cost of, or the time required for, performance of any part of the work shall issue a Change Order under the procedures described in the Contract Documents.

In the event that a dispute arises between the City and the Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in the Contractor’s cost of, or time required for, performance of any part of the work, the Contractor shall not be excused from any scheduled completion date provided for by the Contract, but shall proceed with all work to be performed under the Contract. The Contractor shall retain any and all rights provided either by Contract or by law which pertain to the resolution of disputes and protests between the contracting parties.

5. PAYMENT AND PERFORMANCE BONDS: Within ten (10) days of Contractor's receipt of Contract from City, the Contractor shall furnish corporate surety bonds to the benefit of the City, on the forms provided by City, issued by a surety company acceptable to the City and authorized and admitted to do business in the State of California, as follows:

A. Faithful Performance Bond -- In a sum not less than one hundred percent (100%) of the total contract price as set forth in the Contract to guarantee the Contractor's faithful performance of all covenants and stipulations of the Contract. The bond shall contain a provision that the surety thereon waives the provisions of sections 2819 and 2845 of the Civil Code of the State of California.

B. Payment Bond -- In a sum not less than one hundred percent (100%) of the total contract price as set forth in the Contract to guarantee the payment of wage, and bills contracted for materials, supplies, or equipment used in the performance of the Contract. The bond shall be in accordance with the provisions of sections 3225, 3226, and 3247 to 3252, inclusive, of the Civil Code of the State of California, and Section 13020 of the Unemployment Insurance Code of the State of California. Said bond shall also contain a provision that the surety thereon waives the provisions of sections 2819 and 2845 of the Civil Code of the State of California.

The surety companies shall familiarize themselves with all provisions and conditions of the Contract Documents. It is understood and agreed that the surety or sureties waive the right of special notification of any modifications or alterations, omissions or reductions, extra or additional work, extensions of time, or any other act or acts by the City or its authorized agents under the terms of the Contract; and failure to so notify the surety companies of such changes shall in no way relieve the surety or sureties of their obligations under this Contract. The surety expressly waives the provisions of sections 2819 and 2845 of the Civil Code of the State of California.

6. INSURANCE: Insurance shall conform to the following requirements: The Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, his/her agents, representatives, employees or subcontractors. Such insurance shall not be construed to relieve the Contractor of any liability in excess of such coverage. The cost of such insurance shall be included in the Contractor's bid.

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

1. Insurance Services Office form number GL 0002 (Ed. 1/73) covering Comprehensive General Liability and Insurance Services Office from number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 0001).

2. Insurance Services Office form number CA 0001 (Ed. 1/78) covering Automobile Liability, code 1 "any auto" and endorsement CA 0025.

3. Workers' Compensation insurance as required by the Labor Code of the State of California and Employers Liability insurance.

B. Minimum Limits of Insurance
Contractor shall maintain limits no less than:

1. General Liability: $5,000,000.00 combined single limit 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.

2. Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage.

3. Workers' Compensation and Employers Liability: Workers' compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident.

C. Deductibles and Self - Insured Retention
Any deductibles or self - insured retention must be declared to and accepted by the City.

At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self - insured retention as respects the City, its officers, officials, employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.

D. Other Insurance Provisions
The policies are to contain, or be endorsed to contain the following provisions:

1. General Liability and Automobile Liability Coverage
a. The City, its officers, officials, employees and volunteers are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Contractor, including the insured's general supervision of the Contractor; products and completed operations of the Contractor, premises owned, occupied or used by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers and the Engineer, its officers, directors, employees and subconsultants.
b. The Contractor's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, and volunteers. Any insurance or self - insurance maintained by the City, its officers, officials, employees or volunteers and the Engineer, its officers, directors, employees and subconsultants shall be excess of the Contractor's insurance and shall not contribute with it.
c. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its officers, officials, employees or volunteers and the Engineer, its officers, directors, employees and subconsultants. d. The Contractor's coverage applies separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

2. Workers' Compensation and Employers Liability Coverage The insurer shall agree to waive all rights of subrogation against the City, its officers, officials, employees and volunteers for losses arising from work performed by the Contractor for the City and the Engineer, its officers, directors, employees and subcontractors.

3. All Coverage
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 has been given to the City.

E. Acceptability of Insurers
Insurance is to be placed with insurers with a Best's rating of no less than A.

F. Verification of Coverage
Contractor shall furnish the City with certificates of insurance and with original endorsements effecting coverage required by this section. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements are to be received and accepted by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

G. Subcontractors
Contractor shall include all subcontractors as insured under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

H. Builder's Risk Insurance
The Contractor shall effect and maintain in the name of the Contractor and the City, "All Risk" Builders Risk Insurance upon the entire work of this contract to 100% of replacement cost valuation thereof, including items of labor and materials in place including surplus miscellaneous materials and supplies incident to the work, and such scaffolding, staging, towers, forms, and equipment as are not owned or rented by the Contractor, the cost of which is not included in the cost of the work.

I. Exclusions
This insurance does not cover tools owned by mechanics, any tools, equipment, scaffolding, staging, towers, and forms rented or owned by the Contractor, the capital value of which is not included in the cost of the work or any shanties or other structures erected for the sole convenience of the workers.

7. INTENT OF DRAWINGS AND SPECIFICATIONS: It is the intent of the Contract that the

Contractor’s work performed under the Contract shall result in a complete operating system in satisfactory working condition with respect to the functional purposes of the installation, and no extra compensation will be allowed Contractor for anything omitted but fairly implied. The prices paid to Contractor for the various items in the proposal shall include full compensation for furnishing all labor, materials, tools, equipment, overhead, profit, incidentals, and doing all work necessary to complete the finished product as provided in the Contract Documents. All workmanship and materials shall be to the highest possible standards.

The specifications and drawings (if any) are intended to be explanatory of each other. Any work shown on the drawings, and not in the specifications, or vice versa, is to be treated as if indicated in both. In the case of conflict or inconsistency, the Supplemental Conditions (if any) shall control over the General Conditions, and the specifications shall control over the drawings. Figured dimensions shall control over scaled measurements. In all cases, the more costly or expensive interpretation is deemed to control and be the interpretation incorporated into the Contract Documents and Contract Sum. Exhibit B, Cost Of The Work shall control over the Bid Sheet.

Contractor is responsible for design of systems and fabrications needed to meet performance criterion described in the Contract Documents. Design by Contractor may include but is not limited to, concrete form work, casework joinery, framing, fire sprinkler systems, and mechanical, plumbing and electrical systems represented diagrammatically on the drawings. Design shall be governed by descriptive criterion specified for each item. Contractor shall also assume responsibility for temporary structures used to implement construction such as shoring and scaffolding.

8. CONFORMANCE WITH CODES AND STANDARDS: All of Contractor’s work and materials shall be in full accordance with the latest adopted standards and regulations of the State Fire Marshal; the California Building Code; Title 24 of the California Code of Regulations; the California Electrical Code; the California Plumbing Code; Americans With Disabilities Act; and all other applicable present and future codes, laws, or regulations. Nothing in these Contract Documents is to be construed to permit work not conforming to these requirements. Should Contractor discover work within the Contract Documents not in conformance with these requirements, Contractor agrees to immediately notify City in writing of said nonconformance, and to not proceed with nonconforming work. When the work detailed in the Contract Documents differs from governing codes, it is understood and agreed that the Contract Sum is based upon the more costly or expensive standard of the two.

9. PERSONAL ATTENTION AND SUPERINTENDENCE: The Contractor shall give Contractor's personal attention to, and shall supervise the work to the end that it shall be faithfully prosecuted.

Contractor shall keep on the work at all times throughout its progress, a competent superintendent who shall represent the Contractor in Contractor's absence, and shall have complete authority to represent and act for the Contractor. Whenever the Contractor or Contractor's superintendent is not present on a particular part of the work, the City may stop the work until the Contractor or Contractor's superintendent arrives.

10. BEGINNING OF WORK: The Notice to Proceed shall constitute authority for the Contractor to enter upon the site of the work and to begin operations, upon condition that the Contractor has strictly complied with all requirements of these Contract Documents, including but not limited to, furnishing all required documentation, bonds and certificates of insurance. If Contractor has not provided City with all documents required by these Contract Documents as of the date of the City’s written notice to proceed, Contractor shall not be allowed on the site of the work or allowed

to start work. The Contract Time shall begin on the date of the City’s written notice to proceed, whether or not Contractor is allowed on the work site due to Contractor's failure to furnish City with all documentation required by these Contract Documents.

11. RESPONSIBILITY FOR ACCURACY: The Contractor shall obtain all necessary measurements for and from the work, and shall check dimensions, elevations, and grades for all layout and construction work and shall supervise such work, the accuracy for all of which Contractor shall be responsible. Each subcontractor shall adjust, correct, and coordinate Contractor's work with the work of others so that no discrepancies will result in the whole work. Contractor is responsible for verifying that all information and data contained and set forth in all of Contractor's submittals that may be required by the Contract Documents, strictly comply in all respects with the Contract Documents.

12. INSPECTION: All work done and all materials and equipment furnished under this Contract shall be subject to inspection and acceptance of the City, who shall at all times have access to the work during its construction, and shall be furnished with every reasonable facility and assistance for ascertaining that the materials and workmanship are in accordance with the requirements and intent of the Contract Documents. Any work constructed without inspection as provided above, except with the specific written consent of the City, must, if requested by the City, be uncovered for examination and properly restored at the Contractor's expense.

The inspection of the work by City, the City's inspector(s), an architect, engineer or their consultants, or anyone else, does not relieve the Contractor of any of Contractor's obligation to fulfill the Contract as prescribed. Any work, materials, or equipment not meeting the requirements of the Contract Documents shall be rejected, and unsuitable work or materials shall be made good, notwithstanding the fact that such work or materials may have previously been inspected or accepted and payment therefor may have been made. If nonconforming work, materials, or equipment not meeting the requirements of the Contract Documents is discovered, and the Contractor fails to remedy the nonconforming work, materials, or equipment, or the City agrees in writing to accept the nonconforming work, materials, or equipment, Contractor agrees to pay City a sum equal to the cost to remedy the nonconforming work, materials, or equipment.

It is expressly understood and agreed that the City will be entitled to recover from Contractor the full cost of remedying nonconforming work, materials, or equipment, and that diminution in value will not be considered as a method for valuing the City's damages for nonconforming work, materials, or equipment, and further that the doctrine of economic waste will not be a defense to the City's recovery from Contractor the full and complete cost and expense of correcting nonconforming work, materials, or equipment.

Re-examination of any work may be ordered by the City, and such work must be uncovered by the Contractor. The Contractor shall pay the entire cost of such uncovering, re-examination, and replacement if the work does not conform to the Contract Documents.

Neither the inspection by an inspector, the City or its agents, nor any measurement, approved modification, accepted submittal, shop drawing, order, or certificate, nor acceptance of any part or whole of the work, or payment of money, nor any possession or use by the City or its agents, operate as a waiver of any provisions of the Contract Documents or of any power or authority reserved therein, or of any right to damages thereunder; nor shall the waiver of any breach of the Contract Documents be held to be a waiver of any subsequent or other breach.

The Contractor shall, upon request and without delay, remove from the site of the work, all

rejected or condemned materials of any kind brought to, or incorporated in, the work. No such rejected or condemned materials shall again be offered for use in any work under the Contract.

All work which has been rejected shall be remedied, or removed and replaced, by the Contractor in an acceptable manner at Contractor's expense. Upon failure of the Contractor to comply within forty-eight (48) hours with any written order of the City made under this Section, or to make satisfactory progress in so doing, the City may cause such rejected materials to be removed, or such rejected work to be remedied, or removed and replaced, and Contractor shall pay City for doing so.

13. USE OF COMPLETED PORTIONS: The City shall have the right at any time to take over and place in service any completed or partially completed portion of the work, notwithstanding the time for completion of the entire work or such portions which may not have expired; but such taking possession thereof shall not be deemed an acceptance of any of the work, nor work on those portions not completed in accordance with the Contract Documents.

14. MEANS AND METHODS: City will not have control over, be in charge of, nor be responsible for construction means, methods, techniques, sequences, or procedures, or for the safety precautions and programs in connection with the work, since these are solely Contractor's responsibility, unless otherwise required by the Contract Documents.

15. Intentionally Deleted

16. CHANGES IN THE WORK: The City reserves the right to make changes to the work. Changes in the work made by the City may or may not involve a change to the Contract Sum or the Contract Time. Changes in the work by City may only be made in a writing signed by a representative of the City authorized to make the specific change identified in the writing.

17. PAYMENTS: On or before the first (1st) day of the month, Contractor shall submit to City an itemized application for payment for the cost of the work in permanent place, which has been completed in accordance with the Contract Documents as of the twentieth (20th) day of the preceding month, less amounts previously paid. The application for payment shall be prepared in a form acceptable to City. The applications for payment shall not include requests for payment on account of changes which have not been authorized by Change Orders, or for amounts Contractor does not intend to pay a subcontractor because of a dispute or other reason. Each progress pay request constitutes a representation by Contractor to City that all work performed by Contractor as of the date of the request, has been performed in strict compliance with the Contract Documents.

If requested by the City, an application for payment shall be accompanied by a summary showing payments that will be made to subcontractors covered by such application, and unconditional waivers and releases of claims and stop notices, from Contractor and each subcontractor listed in the preceding application for payment covering sums disbursed pursuant to that preceding application for payment.

Payment of all, or any part, of an application for payment may be withheld, a certificate of payment may be withheld, all or part of a previous certificate for payment may be nullified and that amount withheld from a current certificate for payment, or the City may withhold from City's certificate for payment, on account of any of the following:
(a) Defective work not remedied;

(b) Third-party claims against Contractor or City arising from the acts or omissions of Contractor or subcontractors;
(c) Stop notices;
(d) Failure of Contractor to make timely payments due to subcontractors for material or labor; (e) A reasonable doubt that the work can be completed for the balance of the Contract Sum then unpaid;
(f) Damage to the City or others for which Contractor is responsible; (g) Reasonable evidence that the work cannot be completed within the Contract Time, and the unpaid balance of the Contract Sum would not be adequate to complete the work and cover City's damages for the anticipated delay;
(h) Failure of Contractor to maintain, update, and submit records and documents; (i) Failure of Contractor to submit schedules or schedule updates as required by the Contract Documents;
(j) Performance of the work by Contractor without properly processed shop drawings; (k) Liquidated damages assessed;
(l) Any other failure of Contractor to perform its obligations under the Contract Documents.

18. COST AND PRICING DATA: All cost and pricing data submitted by the Contractor to the City with respect to any change, prospective or completed, or any claim for extra compensation shall be a true, complete, accurate, and current representation of actual cost and pricing of the work.

19. PROCEED WITH WORK: Notwithstanding the making of any claim or the existence of any dispute between Contractor and City, Contractor shall not cause any delay, cessation, or termination in or of Contractor's performance of the work, but shall diligently proceed with performance of the work in accordance with the Contract Documents.

20. ACCESS TO RECORDS: The City, or their authorized representatives, shall have unconditional access, upon reasonable notice, during normal business hours, to Contractor and subcontractors' books, documents and accounting records, including but not limited to, bid worksheets, bids, subcontractor bids and proposals, estimates, cost accounting data, accounting records, payroll records, time sheets, canceled checks, profit and loss statements, balance sheets, project correspondence including but not limited to all correspondence between Contractor and its sureties and subcontractors/vendors, project files, scheduling information, and other records of the Contractor and all subcontractors directly or indirectly pertinent to the work, original as well as change and claimed extra work, to verify and evaluate the accuracy of cost and pricing data submitted with any Change Order, prospective or completed, or any claim for which additional compensation has been requested. Such access shall include the right to examine and audit such records, and make excerpts, transcriptions, and photocopies at City's cost.

21. DISMISSAL OF UNSATISFACTORY EMPLOYEES AND SUBCONTRACTS: If any person employed by the Contractor, or any subcontractor, shall fail or refuse to carry out the directions of the City; or, in the opinion of the City, is incompetent, unfaithful, intemperate, or disorderly; uses threatening or abusive language to any person representing the City on the work; or is otherwise unsatisfactory, he or she shall be removed from the work immediately, and shall not again be employed on the work. When any portion of the work which has been subcontracted by the Contractor is not being prosecuted in a satisfactory manner, the subcontract for such work shall be terminated immediately by the Contractor upon written notice from the City, and the subcontractor shall not again be employed on the type of work in which his or her performance was unsatisfactory.

22. TEMPORARY SUSPENSION OF WORK: The City shall have the authority to suspend the work wholly or in part for such period as it may deem necessary, due to unsuitable weather, or to any other conditions it considers unfavorable for the suitable prosecution of the work, or for such time as it may deem necessary, due to the failure on the part of the Contractor to carry out orders given or to perform any provisions of the Contract, or for any other reason. The Contractor shall immediately comply with such written order of the City to suspend the work wholly or in part. The suspended work shall be resumed only when conditions are favorable or methods are corrected, as ordered or approved in writing by the City. Except as may be provided elsewhere in the Contract Documents, Contractor shall not be entitled to any damages or compensation on account of such suspension or delay.

The City reserves the right to terminate the work for its convenience upon written notice to Contractor. In such event, the Contractor shall be paid its reasonable costs for that portion of the work performed to the date of termination, reasonable costs associated with demobilization, plus fifteen percent (15%) of all such costs for overhead and profit, which shall be full compensation to the Contractor and all subcontractors regardless of tier, and material suppliers, for any and all damages arising from City’s termination.

23. CLEANING UP: Throughout the construction period, the Contractor shall keep the site of the work in a presentable condition, dispose of any surplus materials, clean out all drainage ditches and structures, and repair any fences or other property damaged during the progress of the work, to the satisfaction of the City. Upon completion of the work, and prior to requesting final inspection, the Contractor shall thoroughly clean the site of the work of all rubbish, excess material, and equipment, and all portions of the work shall be left in a neat and orderly condition.

The final inspection may not be made until this has been accomplished. If Contractor fails or refuses to fulfill these obligations to the City's satisfaction, City may, at its option, undertake these obligations, and withhold the cost of performing these obligations, plus an additional fee of twenty-five percent (25%) for administrative costs, from payments to Contractor.

24. COMPLIANCE WITH LAWS AND REGULATIONS: The Contract Sum includes full compensation to Contractor for compliance with all current and future laws, rules, regulations, orders or decrees, affecting the work and Contractor’s performance thereof. The Contractor shall keep itself fully informed of, and shall observe and comply with, and shall cause any and all persons, firms, or corporations employed by Contractor or under it, to observe and comply with all State and national laws, and County and municipal ordinances, regulations, orders, and decrees which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work. Particular attention is called to the following:

A. HOURS OF LABOR - Eight hours of labor shall constitute a legal days' work, and the Contractor or any subcontractor under it, in the performance of the Contract, shall not require more than eight hours of labor in any calendar day, and forty hours of labor in any calendar week, from any person employed by Contractor in the performance of the work under this Contract, except as permitted under the provisions of section 1815 of the Labor Code of the State of California. The Contractor shall forfeit, as penalty to the City, Fifty Dollars ($50.00) for each workman employed by Contractor or any subcontractor under Contractor in the performance of the Contract for each calendar day during which any workman is required or permitted to labor more than eight hours and for each calendar week during which any workman is required or permitted to labor more than forty hours,

in violation of the provisions of such Labor Code.

B. PREVAILING WAGE - Pursuant to section 1770, and following, of the California Labor Code, the Contractor shall pay not less than the prevailing rate of per diem wages as determined by the Director of the California Department of Industrial Relations. Copies of such prevailing rate of per diem wages are on file at the office of Melissa Tigbao, City of Vallejo, 555 Santa Clara Street, Vallejo, CA, which copies shall be made available to any interested party on request.

The Contractor shall forfeit, as penalty to the City, Fifty Dollars ($50.00) for each calendar day or portion thereof, for each workman paid less than the stipulated prevailing rates for any work done under the Contract by Contractor or by any subcontractor under it, in violation of the provisions of such Labor Code.

C. LABOR DISCRIMINATION - Contractor shall comply with Section 1735 of the Labor Code of the State of California, which prohibits discrimination in the employment of persons upon public works because of the race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, or sex of such persons.

D. APPRENTICES - Attention is directed to section 1777.5 of the Labor Code of the State of California concerning employment of apprentices, and the Contractor is required to comply with the provisions of said section.

E. TRAVEL AND SUBSISTENCE PAYMENTS - Attention is directed to the requirements of section 1773.8 of the Labor Code of the State of California. The Contractor shall make travel and subsistence payments to each workman needed to complete the work in accordance with the requirements in said section 1773.8.

F. WORKERS' COMPENSATION - Pursuant to the requirements of section 1860 of the Labor Code, the Contractor is required to secure the payment of Workers' Compensation to Contractor's employees in accordance with the provisions of section 3700 of the Labor Code.

By signing the Contract, Contractor certifies the following:
"I am aware of the provisions of Section 3700 of the Labor Code, which requires every employer to be insured against liability for Workers' Compensation, or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work of this Contract." Said certification is included in the Contract, and signature and return of the Contract as provided in Paragraph 16 of these General Conditions, "Signing of Contract," shall constitute signing and filing of the said certificate.

G. USE OF PESTICIDES - The Contractor shall comply with all rules and regulations of the Department of Food and Agriculture, the Department of Health, the Department of Industrial Relations, and all other agencies which govern the use of pesticides required in the performance of the work on the Contract.

Pesticides shall include, but shall not be limited to, herbicides, insecticides, fungicides, rodenticides, germicides, nematocides, bactericides, inhibitors, fumigants, defoliants,

desiccants, soil sterilants, and repellents.

Any substance or mixture of substances intended for preventing, repelling, mitigating, or destroying weeds, insects, diseases, rodents, or nematodes, and any substance or mixture of substances intended for use as a plant regulator, defoliant, or desiccant shall be considered a pesticide.

H. PAYROLL RECORDS - Attention is directed to the requirements in Labor Code section 1776, a portion of which is quoted below. Regulations implementing Labor Code section 1776 are located in sections 16016 through 16019 and sections 16207.10 through 16207.19 of Title 8, California Code of Regulations.

I. Contractor shall provide a written certification to City stating that all materials incorporated into the project are lead and asbestos free.

All contractors and subcontractors must furnish electronic certified payroll records directly to the Labor Commissioner (aka Division of Labor Standards Enforcement). Payrolls shall contain the full name, address and social security number of each employee, the employee's correct classification, rate of pay, daily and weekly number.

A. Each Contractor and subcontractor shall keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:

1. The information contained in the payroll record is true and correct.

2. The employer has complied with the requirements of sections 1771, 1811, and 1815 for any work performed by his or her employees on the public works project.

B. The payroll records enumerated under subdivision (a) shall be certified and shall be available for inspection at all reasonable hours at the principal office of the Contractor on the following basis:

1. A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or his or her authorized representative on request.

2. A certified copy of all payroll records enumerated in subdivision (a) shall be made available for inspection or furnished upon request to the Division of Labor Standards Enforcement, and the Division of Apprenticeship Standards of the Department of Industrial Relations. In addition, a certified copy of all payroll records enumerated in subdivision (a) shall be furnished by the Contractor to the City in a format acceptable to City.

3. A certified copy of all payroll records enumerated in subdivision (a) shall be made available upon request by the public for inspection or for copies thereof. However, a request by the public shall be made through either the body awarding the

Contract, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement. If the requested payroll records have not been provided pursuant to paragraph (2), the requesting party shall, prior to being provided the records, reimburse the costs of preparation by the Contractor, subcontractors, and the entity through which the request was made. The public shall not be given access to the records at the principal office of the Contractor.

C. The certified payroll records shall be on forms provided by the Division of Labor Standards Enforcement or shall contain the same information as the forms provided by the division.

D. A Contractor or subcontractor shall file a certified copy of the records enumerated in subdivision (a) with the entity that requested the records within 10 days after receipt of a written request.

E. Any copy of records made available for inspection as copies and furnished upon request to the public or any public agency by the awarding body, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement shall be marked or obliterated in a manner so as to prevent disclosure of an individual's name, address and social security number. The name and address of the Contractor awarded the Contract or the subcontractor performing the Contract shall not be marked or obliterated.

F. The Contractor shall inform the body awarding the Contract of the location of the records enumerated under subdivision (a), including the street address, city and county, and shall, within five working days, provide a notice of a change of location and address.

G. The Contractor or subcontractor shall have 10 days in which to comply subsequent to receipt of a written notice requesting the records enumerated in subdivision (a). In the event that the Contractor or subcontractor fails to comply within the 10-day period, he or she shall, as a penalty to the state or political subdivision on whose behalf the Contract is made or awarded, forfeit twenty-five dollars ($25) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Upon the request of the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement, these penalties shall be withheld from progress payments then due. A Contractor is not subject to a penalty assessment pursuant to this section due to the failure of a subcontractor to comply with this section."
H. The penalties specified in subdivision (g) of Labor Code section 1776 for noncompliance with the requirements in Section 1776 may be deducted from any moneys due or which may become due to the Contractor of hours worked, itemized deductions made and actual wages paid. They shall also indicate apprentices and ratio of apprentices to journeymen.

The employee's address and social security number need only appear on the first payroll on which that name appears. The payroll shall be accompanied by a "Statement of Compliance" signed by the employer or the employer's agent indicating that the payrolls are correct and complete and that the wage rates contained therein are not less than those required by the Contract. The "Statement of Compliance" shall be on forms furnished by the City of Vallejo or on any form with identical wording. The Contractor shall be responsible for the submission of copies of payrolls of all subcontractors.

If by the 15th of the month, the Contractor has not submitted payrolls for itself and all subcontractors, in full compliance with all requirements of the Labor Code and these

Contract Documents, for all work performed during the monthly period ending on or before the 1st of that month, the City of Vallejo may retain an amount equal to 10 percent of the estimated value of the work performed (exclusive of Mobilization) during the month from the next monthly estimate, except that this retention shall not exceed $10,000 nor be less than $1,000. Retentions for failure to submit satisfactory payrolls shall be additional to all other retentions provided for in the Contract. The retention for failure to submit payrolls for any monthly period will be released for payment on the monthly estimate for partial payments next following the date that all the satisfactory payrolls for which the retention was made are submitted.

The Contractor and each subcontractor shall preserve their payroll records for a period of 3 years from the date of completion of the Contract.

REPORTING REQUIREMENTS AND SANCTIONS - Failure to deliver to City specific information, records, reports, certifications, or any other documents required for compliance with these Contract Documents shall be considered noncompliance.

Contractors found by the City to be in noncompliance are to be advised of the specific deficiencies and urged to make immediate corrections. They should also be advised that monetary deductions may be made for failure to effect corrections or delinquencies.

25. RESPONSIBILITY OF THE CONTRACTOR: The Contractor shall do all of the work and furnish all labor, materials, tools, equipment, and appliances, except as otherwise herein expressly stipulated, necessary, or proper for performing and completing the work herein required within the time specified.

26. INDEMNIFICATION: To the maximum extent allowed by law, Contractor shall defend, indemnify, and save harmless City (including its inspectors, project managers, trustees, officers, agents, members, employees, volunteers, affiliates, consultants, subconsultants, and representatives), and each of them, of and from any and all claims, demands, suits, causes of action, damages, costs, expenses, attorneys' fees, losses, or liability, in law or in equity, of every kind and nature whatsoever arising out of, or in connection with, Contractor's operations to be performed under this Contract, including, but not limited to:

1. Personal injury (including, but not limited to, bodily injury, emotional injury or distress, sickness, or disease) or death to persons, including, but not limited to, any employees or agents of Contractor, City, or any subcontractor, or damage to property of anyone including the work itself (including loss of use thereof), caused or alleged to be caused in whole or in part by any negligent act or omission of Contractor, Contractor’s subcontractors or material suppliers, City, or anyone directly or indirectly employed by them, or anyone for whose acts they may be liable;

2. Penalties threatened, sought, or imposed on account of the violation of any law, order, citation, rule, regulation, standard, ordinance, or statute, caused by the action or inaction of Contractor;

3. Alleged infringement of any patent rights which may be brought arising out of Contractor's work;

4. Claims and liens for labor performed or materials used or furnished to be used on the job,

including all incidental or consequential damages from such claims or liens;

5. Contractor's failure to fulfill any of the covenants set forth in these Contract Documents; and

6. Any violation or infraction by Contractor of any law, order, citation, rule, regulation, standard, ordinance, or statute in any way relating to the occupational, health, or safety of employees.

The indemnities set forth in these Contract Documents shall not be limited by the insurance requirements set forth in these Contract Documents and shall survive any termination of this Contract or Contractor’s loss of control over the work.

Contractor's indemnification of City will not include indemnification for claims which arise as the result of the active negligence of City, or the sole negligence or willful misconduct of City, its agents, servants or independent contractors who are directly responsible to City, or for defects in design furnished by such persons.

27. PERMITS AND LICENSES: The Contractor shall procure all permits and licenses necessary for the normal conduct of its business and construction operations, and all costs associated therewith shall be paid by Contractor.

The Environmental Quality Act of 1970 may be applicable to permits, licenses, and other authorizations which the Contractor must obtain from local agencies in connection with performing the work of the Contract. The Contractor shall comply with the provisions of said statutes in obtaining such permits, licenses, and other authorizations, and they shall be obtained in sufficient time to prevent delays to the work.

In the event that the City has obtained permits, licenses, or other authorizations applicable to the work in conformance with the requirements in said Environmental Quality Act of 1970, the Contractor shall comply with the provisions of said permits, licenses, and other authorizations.

28. PROTECTION OF WORKERS: The Contractor shall conform to the rules and regulations pertaining to safety established by the California Division of Industrial Safety and any other governing body having jurisdiction over the work. The Contractor shall immediately replace or repair any unsafe ladder, scaffolding, shoring, or bracing, or correct any other dangerous or hazardous situation that may exist. Failure of the City to suspend the work or notify the Contractor of the inadequacy of the safety precautions or noncompliance with the law shall not relieve the Contractor of this responsibility.

The Contractor is warned that when the work involves existing sewers and appurtenances that have been exposed to sewage and industrial wastes, these facilities shall be considered contaminated with disease-causing organisms. Personnel in contact with contaminated facilities, debris, waste water, or similar items shall be advised by the Contractor of the necessary precautions that must be taken to avoid becoming diseased. It is the Contractor's responsibility to urge his/her personnel to observe a strict regimen of proper hygienic precautions, including any inoculations recommended by the local public health officer.

Because of the potential danger of solvents, gasoline, and other hazardous material in the existing sewers and storm drain pipes, these areas shall be considered hazardous. The

Contractor shall be aware of these dangers and shall comply with Article 108, "Confined Spaces," of the General Industrial Safety Orders contained in Title 8 of the California Administrative Code.

In the event that this Contract requires the excavation of any trench or trenches in excess of five feet in depth, Contractor shall prepare a detailed design plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trenches. Said detailed design plan and subsequent excavating operations shall fully comply with all local, state and federal regulations including, but not limited to, the Construction Safety Orders, section 1539, Permits and section 1540 et seq., Excavation.

29. PROTECTION OF MATERIALS AND EQUIPMENT: The Contractor shall protect all of the work, materials, and equipment from damage due to the nature of the work, the action of the elements, trespassers, or other causes until the project is accepted by the City. The Contractor shall properly store materials and equipment, and erect such temporary structures as are required to protect them from damage, including, but not limited to, construction fencing.

30. SANITARY PROVISIONS: The necessary sanitary conveniences for the use of the workers on the project, properly obscured from public observance, shall be furnished and maintained by the Contractor.

31. EXISTING UTILITIES: Contractor is solely responsible for determining the actual location of all utilities on the site of the work or that may be affected by Contractor’s operations or the work, before Contractor begins its operations on the project, which risk and cost the Contractor included in its proposal and is included in the Contract Sum. Contractor agrees that its failure to determine the actual location of all utilities on the site of the work before it begins its operations on the project is a breach of this Contract and constitutes a failure by the Contractor to exercise reasonable care.

It is recognized by the Contractor that the location of existing utility facilities as shown on Contract drawings and specifications (if any) are approximate, may be incomplete and their exact location is unknown. There may be additional utilities existing on the property unknown to City. Location of utilities as shown on drawings and specifications represent information obtainable from utility maps and other information furnished by the various agencies involved.

The City warrants neither the accuracy nor the extent of actual installations as shown on the drawings and specifications. Because of this uncertainty, it may become necessary for the City to make adjustments in the line or grade of sewers or storm drains. Installation of such adjusted lines shall be made at the regular unit price bid for the work, and no additional compensation will be paid therefore, unless the scope and character of the work has been changed.

The Contractor shall coordinate and fully cooperate with the City and utility owners for the location, relocation, and protection of utilities. The Contractor's attention is directed to the existence of utilities, underground and overhead, necessary for normal house and commercial service for all buildings along the line of work. The Contractor shall make arrangements with utility owners for the location of house and commercial services lines in advance of the actual construction and for the relocation of such facilities, if necessary, by the utility owner or the Contractor.

In accordance with section 4215 of the Government Code of the State of California, the City shall

make provisions to compensate the Contractor for the costs of repairing damage not due to the failure of the Contractor to exercise reasonable care, and removing or relocating main and trunk line utility facilities not indicated in the drawings and specifications with reasonable accuracy, and for equipment on the project necessarily idled during such work. In the event the Contractor discovers utilities not identified in the Contract Documents, the Contractor shall immediately notify the City and the utility owner by the most expeditious means available and later confirm in writing.

32. COOPERATION WITH OTHERS: The City or adjacent property owners may perform other work adjacent to or within the project area, concurrent with the Contractor's operations. The Contractor shall cooperate fully with City in all operations which coincide with other work being performed, and provide City with such scheduling and other information as may be required by City to perform such other work. The Contractor shall conduct operations to minimize interference with the work of other forces or contractors performing such work. This work performed by a second contractor may include work which is incomplete or in dispute with the Contractor.

Any disputes or conflicts which may arise between the Contractor and any other forces or contractors retained by the City, causing delays or hindrance to each other, shall be referred to the City for resolution.

If the work of the Contractor is delayed because of any acts or omissions of any other forces or contractor, the Contractor shall on that account have no claim against the City other than for an extension of time.

33. POLLUTION CONTROL: The Contractor shall comply with all air pollution control rules, regulations, ordinances, and statutes which apply to any work performed pursuant to the Contract, including any air pollution control rules, regulations, ordinances, and statutes specified in Section 11017 of the California Government Code. Unless otherwise provided in the Contract Documents, material to be disposed of shall not be burned.

The Contractor shall comply with all rules, regulations, ordinances, and statues which apply to water pollution, including but not limited to, erosion control and Section 7-1.G of the State specifications.

34. SOUND CONTROL REQUIREMENTS: The Contractor shall comply with all sound control and noise level rules, regulations, and ordinances which apply to any work performed pursuant to the Contract.

35. WEEKEND, HOLIDAY, AND NIGHT WORK: No work shall be done between the hours of 7:00PM and 7:00AM, or on Saturdays, Sundays or legal holidays, except with written permission of the City. Requests to work between 7:00PM and 7:00AM, or on Sundays or legal holidays, must be submitted in writing at least two work days in advance of the intended work. In case of an emergency, the Contractor will be allowed to work at night or on Sundays or legal holidays, but must notify the City in writing immediately. An emergency shall be considered an unforeseen event that poses a danger to the public or to the uncompleted work.

It is understood, however, that two or three shift operations may be established as a regular procedure by the Contractor if Contractor first obtains written permission from the City. Such permission may be revoked by the City at any time, without cause, or if the Contractor fails to

maintain adequate force and equipment for reasonable prosecution and to justify inspection of the work, or fails to provide sufficient artificial light to permit the work to be carried on properly and safely and to permit proper inspection.

Contractor shall reimburse City for all costs and expenses incurred by either, including but not limited to, overtime pay, when Contractor works more than one eight hour shift each day, or works on weekends or holidays.

36. OVERLOADING: The Contractor shall determine safe loading capacities and shall not overload any structure beyond its safe capacity during construction. In addition to assuming full responsibility for all property damage and bodily injury resulting from any such overloading, the Contractor shall repair to the City's satisfaction or reimburse the City for the costs of repairing damage resulting therefrom.

37. GUARANTEE: Should any failure of the work occur within a period of one year after recordation of the notice of completion of the project or portions thereof, which can be attributed to faulty materials, poor workmanship, or defective equipment, the Contractor shall promptly make the needed repairs at Contractor's expense. The City may make such repairs if the Contractor fails to make or undertake with due diligence the aforesaid repairs within ten (10) days after Contractor is given notice of such failure and without notice to the surety provided, however, that in case of emergency where, in the opinion of the City, delay would cause serious loss or damages, or a hazard to the public, the repairs may be made or lights, signs, and barricades erected, without prior notice to the Contractor or surety, and the Contractor shall pay the entire costs thereof.

38. ASSIGNMENT OF ANTITRUST ACTIONS: Pursuant to section 4552 of the Government Code of the State of California, the following provisions shall be a part of this Contract:

In entering into a public works contract or a subcontract to supply goods, services, or materials pursuant to a public works contract, the contractor or subcontractor offers and agrees to assign to the awarding body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15), or under Cartwright Act (Chapter 2, commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to the public works contract or the subcontract. This assignment shall be made and become effective at the time the awarding body tenders final payment to the contractor without further acknowledgment by the parties.

39. MATERIALS OR EQUIPMENT SPECIFIED BY NAME: When any materials or equipment is indicated or specified by patent or proprietary name or by the name and catalogue number of the manufacturer, it shall be considered as used for convenience in describing the material or equipment desired. The use of an alternative material or equipment which is of equal quality and of the required characteristics for the purpose intended may be permitted. Request for such substitution shall be made in writing by the Contractor within ten (10) days of the Notice to Proceed. Failure by the Contractor to request substitution within ten (10) days of the Notice to Proceed constitutes an agreement by Contractor to furnish only the materials or equipment listed in the Contract Documents and Contractor agrees no other materials or equipment other than that listed in the Contract Documents shall be incorporated into any submittal or the project.

40. MISCELLANEOUS PROVISIONS: This Contract shall bind and inure to the heirs, devisees, assignees, and successors in interest of Contractor, and to the successors in interest of City, in

the same manner as if such parties had been expressly named herein.

Neither the City, nor its’ officers, employees, agents, or representatives of the City, nor any of them, shall be responsible for any liability arising under this Contract, except such obligations as are specifically set forth herein.

The right of general supervision shall not make the Contractor an agent of the City, and the liability of the Contractor for all damages to persons or to public or private property arising from the performance of the work shall not be lessened because of such general supervision.

This Contract shall be governed by the laws of the State of California. If any one or more of the provisions contained in the Contract should be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby.

This Contract constitutes the full and complete agreement of the parties, and supersedes any previous agreements or understandings, oral or written, with respect to the subject matter hereof.

No amendment, modification or waiver of any of the terms of this Contract is valid unless contained in a written Change Order, signed by both parties, expressly agreeing to such amendment, modification or waiver.

Contractor hereby assigns to City all its first-tier subcontracts now or hereafter entered into by Contractor for performance of any part of the work. The assignment will be effective upon acceptance by City in writing, and only as to those subcontracts which City designates in writing.

Such assignment is part of the consideration to City for entering into the Contract with Contractor, and may not be withdrawn.

PUBLIC CONTRACT CODE SECTION 9204: Said provisions are incorporated herein by reference as though set forth in full.

PUBLIC CONTRACT CODE SECTION 20104, ET SEQ. AND 20104.5, ET SEQ.: Said provisions are incorporated herein by reference as though set forth in full.

EXHIBIT A

SCOPE OF WORK AND PRICING

Enhancing your life experience!
EstimateEstimateEstimateEstimate
"Quality Craftsmanship from the ground up"
Date: 3/18/2025
Cal Custom Remodel & Construction Dave Andrade
709 Kentucky street General Contractor
Vallejo, CA 94590 CSLB State License# 731117
[email protected] Cell 707. 333.3777
DIR # 1000055991 Exhibit "A"
Note Estimated from generic Drawings
Project: Reservoir
Contact: Name: Robert Cover removal
Address: 101 Swanzy Dam Road Address: 101 Swanzy road
Vallejo, CA 94591
E-mail: Phone:

Phone# PO#
Cell#
Fax#
Other
We hereby submit our estimate for this project
Scope: Remove entire aluminum cover and dispose of same.

Remove entire wooden perimeter down to asphalt level
and dispose of same
Leave all remaining substructure posts and beams in place. Dispose of loose wood members.

Leave area Broom clean of debris down to water level if any Job cost $98,000.00
Overhead and profit $19,600.00
Total labor and materials for Job $117,600.00
Note: For performance bond add 5%
Additional charge for liability insurance $9,877.00
Additional charge for performance bond $5,880.00
Addition charge for payment bond $5,880.00
Sub total of additional charges $21,637.00
P&O $4,374.40
Sub total of additional charges with P&O $26,011.40
Revised Grand Total for project including insurance and bonds 143,611.40 Note: All labor and materials are included to complete the construction as outlined.

Note: Any changes shall be accompanied by a change order outlining additional costs.

Note: No hazardous waste removal or disposal is included in this bid. If this becomes necessary then a separate proposal will be prepared with a cost estimate.

Note: This proposal is based on current prevailing rates for the local area.

Note: This proposal is valid for 60 calendar days from the date on top Note: This proposal is for demo only. Engineering and drawings and permits by others.

California Custom Remodeling (c) 1997-2025 Confidential Page 1

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
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).

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.

OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD

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. $ $
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-

STATUTE
PER

LIMITS(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

POLICY NUMBERTYPE OF INSURANCELTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR

CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE

DAMAGE TO RENTED
$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY PRO-

JECT LOC

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY
4,000,000
92701
(714) 617-5196
(714) 242-1587
ISCCX03000007135
04/07/2026
Y
2,000,000
1,000,000
A
4,000,000
ATTN: Risk Manager

SUTTON NATIONAL INSURANCE COMPANY
5,000
04/07/2025
ISCP04000051891
Cal Custom Remodel & Construction
Re: Water Main Capital Improvement Project,
Fiscal Year 2021-22 (WT-7118) Phase 2,
Cal Maritime Academy Slip Line Project
City of Vallejo, its officers, officials, employees and volunteers are included as Additional Insured as respects General Liability, Auto Liability and Excess Liability on a Primary and Non-contributory basis to the extent provided in the attached forms B
N
04/07/2025

CITY OF VALLEJO

SUTTON NATIONAL INSURANCE COMPANY
Vallejo
2,000,000
94590
94590
555 Santa Clara Street
N
CA
CA
Yadira Alvarez Insurance Agency Inc
709 kentucky st
50,000
04/07/2026
Vallejo
[email protected]
CA

YADIRA ALVAREZ INSURANCE AGENCY INC
1651 E 4th St Ste 225
Santa Ana
04/09/2025
Y
1,000,000

SSI AIE OOP 00 01 0318 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

SUTTON SPECIALTY INSURANCE COMPANY

COMMERCIAL GENERAL LIABILITY POLICY

ADDITIONAL INSURED-OWNERS, LESSEES OR CONTRACTORS –

SCHEDULED PERSON OR ORGANIZATION INCLUDING PRIMARY COVERAGE

This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART.

Name of Additional Insured:

As required by a legally enforceable written agreement entered into prior to commencement of the Named Insured's work.

Designated Project/Location to which this endorsement applies:

All Projects and Locations

(If no entry appears above, the information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.)

A. Section III - 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 performed during the policy period for the additional insured(s) at the location(s) designated above.

B. This insurance does not apply to “bodily injury” or “property damage” that takes place after, and the Additional Insured's status as an additional insured terminates, upon the earlier of when:

1. All work, including materials, parts or equipment furnished by the Named Insured 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 engaged in performing operations for a principal as part of the same project.

C. If expressly required by a written and legally enforceable contract entered into by the Named Insured prior to commencement of work by the Named Insured for the Additional Insured, the insurance afforded by the policy to the Additional Insured(s) listed in the Schedule for the described location(s) is primary insurance.

Any other insurance or self-insurance maintained directly by the Additional Insured(s) is excess of this insurance and shall not contribute to it.

Coverage for any additional insured is governed by the terms, conditions, and exclusions of this policy and all endorsements, including the Insuring Agreement.

The coverage provided for any additional insured is only to the extent of and in the proportion the additional Insured is held liable for the negligence or strict liability/conduct/acts of the Named Insured. No coverage is provided for liability based upon the acts, errors or omissions of the Additional Insured.

Except as set forth above, all of the terms, conditions and exclusions of this policy apply and remain in effect.

Policy No.: Sutton Specialty Insurance Company

D a t e : B y :

Time: 12:01 a.m. _______________________ ___________________________ Lloyd Yavener, President Michelle Freitag, Secretary
04/07/2025
ISCP04000051891

SSI DCPAGG END 00 01 0318 Page 1 of 2
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

SUTTON SPECIALTY INSURANCE COMPANY

COMMERCIAL GENERAL LIABILITY POLICY

DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT

This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART.

Designated Project/Location to which this endorsement applies:

All Projects Scheduled with the Carrier.

As used herein, “Designated Projects/Location” includes only those properties and projects that are designated by you to us in writing, and acknowledged and approved to you by Sutto n Specialty Insurance Company, in writing in a Scheduled “Designated Project” endorsement issued by and approved by Sutton Specialty Insurance Company in advance of the time any insured performs any work in, on, or in connection with such property or project

A. For all sums which the insured becomes legally obligated to pay as damages caused by “occurrences” under Section I – Coverage A, and for all medical expenses caused by accidents under Section I – Coverage C, which can be attributed only to ongoing operations at a single designated construction project as Scheduled herein:

1. A separate Designated Construction Project General Aggregate Li mit applies to each designated construction project, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations.

2. The Designated Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, except damages because of “bodily injury” or “property da mage” included in the “products-completed operations hazard”, and for medical expenses under Coverage C regardless of the number of:

a. Insureds;

b. Claims made or “suits” brought; or

c. Persons or organizations making claims or bringing “suits”.

3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Designated Construction Project General Aggregate Limit for that designated construction project. Such payments shall not reduce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Designated Construction Project General Aggregate Limit for any other designated construction project Schedule

4. The limits shown in the Declarations or provided for in this “policy” for Each Occurrence, Damage To Premises Rented To You, Medical Expense or other applicable sublimit continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Designated Construction Project General Aggregate Limit.

B. For all sums which the insured becomes legally obligated to pay as damages caused by “occurrences” under Section I – Coverage A, and for all medical expenses caused by accidents under Section I – Coverage C, which cannot be attributed only to ongoing operations at a single designated construction project as Scheduled herein.

1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products-completed Operations Aggregate Limit, whichever is applicable; and

2. Such payments shall not reduce any Designated Construction Project General Aggregate Limit.

C. When coverage for liability arising out of the “products-completed operations hazard” is provided, any payments for damages because of “bodily injury” or “property damage” included in the “products-completed operations hazard” will reduce the Products- completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor the Designated Construction Project General Aggregate Limit.

D. If the applicable designated construction project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same construction project.

SSI DCPAGG END 00 01 0318 Page 2 of 2
E. The provisions of Section IV – Limits Of Insurance and any applicable sublimit not otherwise modified by this endorsement shall continue to apply as stipulated.

Except as set forth above, all of the terms, conditions and exclusions of this policy apply and remain in effect.

Policy No.: Sutton Specialty Insurance Company

D a t e : B y :

Time: 12:01 a.m. _______________________ ___________________________ Lloyd Yavener, President Michelle Freitag, Secretary
04/07/2025
ISCP04000051891

Form_SCTNID_CTGRY.XX0316ACORD25_ACORD
<docindex><index>ACORD</index></docindex> BDF_PCA

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

PRODUCER CONTACT
NAME:

PHONE
(A/C, No, Ext):

FAX
(A/C, No):

E-MAIL
ADDRESS:

INSURER(S) AFFORDING COVERAGE NAIC #
INSURER A :

INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR
LTR
ADDL
INSD
SUBR

WVDTYPE OF INSURANCE

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY
OTHER:

PRO-

JECT LOC

AUTOMOBILE LIABILITY

ANY AUTO
OWNED

AUTOS ONLY
HIRED

AUTOS ONLY

SCHEDULED
AUTOS

NON-OWNED

AUTOS ONLY

UMBRELLA LIAB

EXCESS LIAB
OCCUR

CLAIMS-MADE
DED RETENTION $

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY

ANYPROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBEREXCLUDED?
(Mandatory in NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
Y/N
N / A

POLICY NUMBER POLICY EFF POLICY EXP
(MM/DD/YYYY) (MM/DD/YYYY) LIMITS
$
$
$
$
$
$
$

EACH OCCURRENCE

DAMAGE TO RENTED
MED EXP (Any one person)

PERSONAL & ADV INJURY

GENERAL AGGREGATE

PRODUCTS - COMP/OP AGG
PREMISES (Ea occurrence)
$
$
$
$
$

COMBINED SINGLE LIMIT

PROPERTY DAMAGE
BODILY INJURY (Per person)
(Ea accident)
BODILY INJURY (Per accident)
$
$
$

AGGREGATE

EACH OCCURRENCE
E.L. EACH ACCIDENT

INSURED
$
$
$E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE

PER STATUTE OTH- ER
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

CERTIFICATE HOLDER CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD © 1988-2015 ACORD CORPORATION. All rights reserved.
(Per accident)
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).

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.

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
[email protected]
04/10/2025
1-800-444-4487
DAVID V ANDRADE DBA: CAL CUSTOM REMODEL & CONS
709 KENTUCKY ST
VALLEJO, CA 94590
City of Vallejo
111 Amador ST
Vallejo, CA 94590
Progressive Commercial Lines Customer and Agent Servicing 921652212184334702D041025T000159
Progressive Insurance
PO Box 94739, Cleveland, OH 44101
Progressive Express Insurance Company 10193
A X 00615440Y N 11/22/2024 05/22/2025
1,000,000
A 00615440Y N 11/22/2024 05/22/2025
See ACORD 101 for additional coverage details. $

Form_SCTNID_CTGRY.XX0108ACORD101_ACORD
<docindex><index>ACORD</index></docindex> BDF_PCA
Progressive Insurance
00615440
Progressive Express Insurance Company 10193
DAVID V ANDRADE DBA: CAL CUSTOM REMODEL & CONS
709 KENTUCKY ST
VALLEJO, CA 94590
11/22/2024
AGENCY CUSTOMER ID:

LOC #:

ADDITIONAL REMARKS SCHEDULE Page of
AGENCY

POLICY NUMBER

CARRIER NAIC CODE

NAMED INSURED
EFFECTIVE DATE:

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance 1 1
Additional Coverages
Insurance coverage(s) Limits…………………………………………………………………………………………………………………………………………………………………………………… Uninsured/Underinsured Motorist $1,000,000 Combined Single Limit Description of Location/Vehicles/Special Items
Scheduled autos only…………………………………………………………………………………………………………………………………………………………………………………… 2008 FORD 1FTSX21RX8EB79921F250
Collision $1,000 Ded
Comprehensive $1,000 Ded
Medical Payments $5,000 each person
Roadside Assistance Selected w/$0 Ded …………………………………………………………………………………………………………………………………………………………………………………… 2002 TOPHAT 4R7BD12292T041684Trailer
Collision $500 w/Waiver Ded
Comprehensive $500 Ded
Additional Information
Certificate holder is listed as an Additional Insured.

ACORD 101 (2008/01)
The ACORD name and logo are registered marks of ACORD
© 2008 ACORD CORPORATION. All rights reserved.

PROGREIIIVE.

COMMERCIAL
Policy number:

Underwritten by:

Insured:

Policy Period:

Mailing Address
Progressive Casualty Insurance Co
PO Box 94739
Additional insured endorsement Cleveland, OH 44101
1-800-444-4487
Name of Person or Organization For customer service, 24 hours a day, 7 days a week
This endorsement modifies insurance provided under the commercial auto policy and any endorsements thereto affording liability coverage.

The person or organization named above is an insured with respect to such liability coverage as is afforded by the policy, but this insurance applies to said insured only as a person liable for the conduct of another insured and then only to the extent of that liability. We also agree with you that insurance provided by this endorsement will be primary for any power unit specifically described on the Declarations Page and showing liability coverage.

Limitof Liability
Bodily Injury each person/ each accident
Property Damage each accident
Combined Liability each accident
All other terms, limits and provisions of this policy remain unchanged.

This endorsement applies to Policy Number:

Issued to (Name of Insured):

Effective date of endorsement: Policy expiration date:

Form 1198 (07/16)
M_CL

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
E-MAIL
ADDRESS:
(A/C, No, Ext):

PHONE

INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
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).

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.

OTHER:
(Per accident)
(Ea accident)
$
$
SUBR
WVD
ADDL
INSD

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. $
$
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under

ANYP ROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-

STATUTE
PER

LIMITS(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

POLICY NUMBERTYPE OF INSURANCELTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR

CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE

DAMAGE TO RENTED
$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY PRO-

JECT LOC

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2016 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY

PRODUCER
FAX
(A/C, No):

PAYCHEX INSURANCE AGENCY, INC.
225 KENNETH DRIVE
ROCHESTER, NY 14623
04/09/2025
Andrade David
709 Kentucky Street
Valejo, CA 94590
Paychex Insurance Agency, Inc.
877-266-6850
[email protected]
Wesco Insurance Company
25011
A
Y
NA
N
WWC3714175
05/17/2024
05/17/2025
✘
1,000,000
1,000,000
1,000,000
The City of Vallejo Water Department
111 Amador Street
Vallejo, CA 94590

SISBR BINDER 0420 Page 1 of 2
BUILDER’S RISK INSURANCE BINDER THIS IS A TEMPORARY INSURANCE CONTRACT SUBJECT TO THE CONDITIONS SHOWN BELOW Policy No.Mailing Address Physical AddressTERM Named Insured: Company/Insurer: Certain Underwriters at Lloyd’s, LondonUMR - Policy Period: From to at 12:01 A.M. Standard Time at your mailing address shown above. The Inception Date for the Policy is 12:01 a.m. on SCHEDULE OF COVERAGE Scheduled Property Address: Value of Existing Structure: Value of Work Being Performed: Total Insured Value: Valuation:Deductible: Protective Safeguard(s): SPECIAL PROVISIONSIf a single occurrence causes loss or damage to Covered Property under more than one Coverage Part shown above, each applicable Coverage Part deductible shown above shall apply separately to the loss or damage under each Coverage Part. Within any single Coverage Part, if two or more deductible amounts apply for one occurrence, the total to be deducted shall be the largest applicable deductible. POLICY FORMS APPLICABLE TO THIS COVERAGE PART: SISBR IL 00 17 11 98 Common Policy Conditions SISBR CM 00 01 09 00 Commercial Inland Marine Conditions SISBR CP 00 20 10 12 Builders Risk Coverage Form SISBR CP 10 30 09 17 Causes of Loss – Special Form

SISBR BINDER 0420 Page 2 of 2
BUILDERS RISK SCHEDULE OF FORMS AND ENDORSEMENTS FORM NUMBER NAME INSURANCE BINDER THIS BINDER IS A TEMPORARY INSURANCE CONTRACT. SUBJECT TO THE CONDITIONS SHOWN HEREIN. THE INSURANCE PROVIDED IS LIMITED TO THE KIND(S) SET FORTH HEREIN, AND IS SUBJECT TO ALL OF THE TERMS, CONDITIONS AND LIMITATIONS OF THE POLICY TO BE ISSUED. THIS BINDER IS CANCELLED WHEN REPLACED BY A POLICY. PLEASE REVIEW THIS BINDER CAREFULLY AND CONTACT SIS WHOLESALE INSURANCE SERVICES, (UNDERWRITING DEPARTMENT) IF ANYTHING IS NOT CORRECT.

CONSENT CALENDAR 8.E.

DATE: June 10, 2025
TO: Mayor and Members of the City Council
FROM: Andrew Murray, City Manager
SUBJECT: ADOPT A RESOLUTION APPROVING A THIRD AMENDMENT TO THE CONSULTANT

AND PROFESSIONAL SERVICES AGREEMENT WITH CALIFORNIA CONSULTING, INC. TO PROVIDE CONTINUED GRANT WRITING AND GRANT SUPPORT SERVICES, TO INCREASE THE NOT TO EXCEED AMOUNT OF THE CONTRACT TO $350,000, EXTEND THE TERM THROUGH JUNE 30, 2026, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE SAME

RECOMMENDATION
Adopt a Resolution approving a Third Amendment to the Consultant and Professional Services Agreement with California Consulting, Inc., to increase the not-to-exceed amount of the contract to $350,000 and extend the term through June 30, 2026, and authorizing the City Manager to execute same.

REASONS FOR RECOMMENDATION
California Consulting, Inc., is a full-service grant writing firm. They are experts in the fields of grant research and identification, prepare comprehensive and concise grant application packages, submit grants in a timely fashion, follow through after the grant has been submitted, and conduct post-award compliance and administration.

City Staff are requesting this third Amendment to the December 1, 2021 original contract to have California Consulting continue this important work through this next Fiscal Year.

BACKGROUND AND DISCUSSION
The original Consultant and Professional Services Agreement with California Consulting, Inc, was for the dates December 1, 2021 through June 30, 2023, with a not-to-exceed amount of $100,000.

The City approved a First Amendment extending the end date to June 30, 2024 and added an additional $100,000 to the agreement, making the new not-to-exceed $200,000. The Second Amendment extended the end date of the Agreement to June 30, 2025.

The original Agreement had a maximum term of five total years. This Third Amendment will nearly exhaust that five-year option.

Staff are requesting the $150,000 increase to the current not-to-exceed amount in this Agreement to fund the additional months of service.

FISCAL IMPACT
This Third Amendment would increase the not-to-exceed amount of this Agreement by $150,000. The monthly cost of this service from the vendor are budgeted for through the City Manager's Office and are part of the regularly requested and budgeted expenditures each fiscal year.

ENVIRONMENTAL REVIEW

Date: June 10, 2025
Subject: ADOPT A RESOLUTION APPROVING A THIRD AMENDMENT TO THE CONSULTANT

AND PROFESSIONAL SERVICES AGREEMENT WITH CALIFORNIA CONSULTING, INC. TO PROVIDE CONTINUED GRANT WRITING AND GRANT SUPPORT

SERVICES, TO INCREASE THE NOT TO EXCEED AMOUNT OF THE CONTRACT TO $350,000, EXTEND THE TERM THROUGH JUNE 30, 2026, AND AUTHORIZING

THE CITY MANAGER TO EXECUTE SAME

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. RESO _CA Consulting_3rd Amendment

2. Third Amendment to Agreement - California Consulting

3. 22-CM061 CALIFORNIA CONSULTING INC Consultant and Professional Services Agreement

4. 22-CM061 CALIFORNIA CONSULTING INC First Amendment

5. 22-CM061 CALIFORNIA CONSULTING INC Second Amendment

CONTACT
Andrew Murray, City Manager (707) 648-4576
[email protected]

Approved as to form:

By: for
Veronica Nebb, City Attorney
RESOLUTION NO. 22-______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO APPROVING THE THIRD

AMENDMENT TO THE CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH CALIFORNIA CONSULTING, INC. TO INCREASE THE CONTRACT AMOUNT BY $150,000 FOR A TOTAL NOT-TO-EXCEED AMOUNT OF $350,000 THROUGH JUNE 30, 2026 WHEREAS, California Consulting, Inc. (Consultant) has been under contract by City to provide grant identification, research and writing to the City of Vallejo (City) since December of 2021; and WHEREAS, the First Amendment to the Agreement on June 30, 2024; and Second Amendment on May 14, 2024; increased the not-to-exceed amount of the Agreement by $100,000; and extended the contract end date to June 30, 2025;
WHEREAS, the Professional Services Agreement is set to expire June 30, 2025; and WHEREAS, additional funding is necessary to compensate Consultant for its continued provision of services to the City.

NOW, THEREFORE BE IT RESOLVED that the City Council hereby approves the Third Amendment to the Consultant and Professional Services Agreement between the City of Vallejo and California Consulting, Inc. to increase compensation to the Consultant by ONE HUNDRED FIFTY THOUSAND DOLLARS ($150,000) for a total contract amount not to exceed THREE HUNDRED AND FIFTY THOUSAND DOLLARS ($350,000); to extend the term of the Agreement to June 30, 2026; and authorizes the City Manager to execute same.

ADOPTED BY THE CITY COUNCIL OF THE CITY OF VALLEJO at a regular meeting held on ________, 2025, with the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST
Andrea Sorce, MAYOR

DAWN G. ABRAHAMSON, CITY CLERK

Approved as to form:

By: for
Veronica Nebb, City Attorney
Third Amendment to Agreement Between City of Vallejo and California Consulting Page 1 of 4

THIRD AMENDMENT TO

THE CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF VALLEJO
AND
CALIFORNIA CONSULTING, INC.

This Third Amendment to the Consultant and Professional Services Agreement made and entered into on December 1, 2021, hereafter referred to as “Agreement”, between California Consulting, Inc., a California Corporation, therein referred to as “Consultant”, and the City of Vallejo, a municipal corporation, therein referred to as City, is made and entered into on this _______ day of May 2025.

Consultant and City do mutually agree as follows:

1. Revised Term of the Agreement. The Agreement term in section 16 of the Agreement is currently scheduled to expire on June 30, 2025. The term of the Agreement is hereby extended to and shall expire on June 30, 2026.

2. Payment for Services. In consideration of Consultant providing continued Services, the not to exceed amount of the Agreement is increased One-Hundred and Fifty Thousand dollars and no/100 cents ($150,000.00). The maximum not-to-exceed amount specified in Exhibit B of the Agreement is increased by said amount and the new not to exceed amount is Three-Hundred and Fifty Thousand dollars and no/100 cents ($350,000.00).

3. Indemnification. The following is amended and included in Agreement section 4.

Indemnification, and incorporated as 4b:

Consultant shall also 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, related to costs or benefits associated with California Public Employment Retirement System (CalPERS) membership where Consultant supplies a CalPERS member who CalPERS determines is subject to enrollment.

4. Personnel & CalPERS Prohibition. The following is amended and included in Agreement section 14. Personnel, and incorporated as 14b:
14b. General Prohibition on Assignment of CalPERS Members and

Approved as to form:

By: for
Veronica Nebb, City Attorney
Third Amendment to Agreement Between City of Vallejo and California Consulting Page 2 of 4 Annuitants. Consultant shall not hire, employ, or use, as an employee, subcontractor or agent of Consultant (Assigned Individual) any California Public Employment Retirement System (CalPERS) member or annuitant in connection with the provision of services under this Agreement. Nor shall Consultant allow any of its subcontractors, agents, or other representatives to employ CalPERS members or annuitants for the purpose of performing work under this Agreement.

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.

The City Manager and the Human Resources Director may together approve an exception which they determine either: (i) meets the requirements of CalPERS relating to Independent Contractors; or (ii) where such Assigned Individual who is an Annuitant, has not, and will not, exceed 960 total hours in a fiscal year (July 1 to June 30) for all CalPERS employers combined, and satisfies all other CalPERS annuitant requirements. No Assigned Individual, regardless of CalPERS membership at the time the labor is provided, may exceed 1,000 hours in a fiscal year (July 1 to June 30).

5. Removal of Key Personnel Provision: The Agreement is amended to remove section 4. Key Personnel to Exhibit A of the Agreement, titled “Scope of Work”.

6. No Set Work Hours. The following is amended and included in Exhibit A to the Agreement, titled “Scope of Work”:

Consultant shall be solely responsible for determining the working hours of its individual personnel, employees, agents, and representatives within the limitations otherwise provided by this Agreement.

7. Integration. This Third Amendment contains the entire agreement between the parties with respect to its subject matter and supersedes whatever oral or written understanding they may have had prior to the execution of this Third Amendment. This Third Amendment shall not be amended or modified except by a written agreement executed by each of the parties. Except as specifically revised herein, all terms and conditions of the Agreement shall remain in full force and effect, and Consultant shall perform all duties, obligations and conditions required under the Agreement.

8. Inconsistencies. In the event of any conflict or inconsistency between the provisions of this Third Amendment and the Agreement, the provisions of this Third Amendment shall control in all respects.

9. Ambiguities. The parties have each carefully reviewed this Third Amendment

Approved as to form:

By: for
Veronica Nebb, City Attorney
Third Amendment to Agreement Between City of Vallejo and California Consulting Page 3 of 4 and have agreed to each term of this Third Amendment. No ambiguity shall be presumed to be construed against either party.

10. Counterparts. This Third Amendment may be executed by the parties in one or more counterparts all of which collectively shall constitute one document and agreement.

11. Authority. The person signing this Third Amendment for Consultant hereby represents and warrants that he or she is fully authorized to sign this Third Amendment on behalf of Consultant.

Approved as to form:

By: for
Veronica Nebb, City Attorney
Third Amendment to Agreement Between City of Vallejo and California Consulting Page 4 of 4 IN WITNESS WHEREOF, the parties have entered into this Third Amendment on the day and year first hereinabove appearing.

CALIFORNIA CONSULTING, INC
BY:

Steve Samuelian
Chief Executive Officer
DATE:
(City Seal)

CITY OF VALLEJO,
a municipal corporation
BY:

Andrew Murray
City Manager
DATE:

ATTEST:

DAWN ABRAHAMSON
City Clerk
APPROVED AS TO FORM:

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

Armond Sarkis
Risk Manager

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38 Dec 8, 2021 9:04 AM , 897490716 Contract and Routing Form
Requisition Number : 895730194
CitY Ot
VALLEJO 22-010(2 1
Date Originated: -Calitì,mia
Finance Department · 555 Santa Clara Street · Vallejo · CA · 94590 · 707.648.4592 Department: City Manager's Office,
Staff Contact: FELICIA ESCOVER, [email protected] Contract Type: Master Consultant and Professional Services Agreement Vendor : California Consulting Inc. Vendor Number : 104312 Contract Not to Exceed Amount : 100000.00
Contract Start Date: Dec 01, 2021 End Date: Jun 30, 2023 Authority to Contract: City Manager
Other Comments:

Anticipated Account Number 001-9001-990.06-01
Attachments are uploaded for review here: https://bit.ly/vContracts Approved Pre-Requisition Form
Insurance
I have uploaded additional files.Yes

DocuSign Envelope ID 4C0E95AD-2084-4DCC-9E14-CDF698622C38 Contractand _Routing Form
Signature Page
Department Initial Date Comment
12/ ö/ 2U21
-DS
Originating Department/Division
- DS
Risk Manager às
- DS
Finance Department f
- DS
City Attorney's Office
VàN
- DS
City Manager's Office Ad/l
- DS
City Clerk
Va
12/9/2021
12/10/2021
12/14/2021
12/16/2021
12/16/2021
Return executed contract to: Felicia Flores

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9814-CDF698622C38 Dec 3, 2021 4:39 PM, 895730194 Pre-Requisition Form
City ()î

VALLEJO
C alitorilia
Finance Department · 555 Santa Clara Street · Vallejo · CA · 94590 · 707.648.4592 Department: City Manager's Office,
Staff Contact: Felicia Escover, [email protected] Vendor : California Consulting Inc.

Term: Multi-year Term
Anticipated Start Date: Dec 01, 2021
Anticipated End Date: Jun 30, 2023
Anticipated Contract Type: Master Consultant and Professional Services Agreement Purchasing Authority : City Manager
Total Projected Expenditure: 100000.00
Anticipated Account Number 001-9001-990.06-01
Multiple Project Numbers? Multiple Account Numbers? No, just one Description of Proposed Purchase:

California Consulting Inc. is a full-service grant writing firm. They are experts in the fields of grant research and identification. The firm prepares comprehensive and concise grant application packages, submits grants in a timely fashion and follow through after the grant has been submitted to determine the status of the grant, and conducts post award compliance and administration. California Consulting has a fundamental business philosophy founded on open communication and tailoring the grants they pursue to fit their client's needs.

The consultant will provide the following services:

Needs Assessment (Meetings with Department Heads to review priorities and funding needs) Facilitation of Department Decision Making Processes
Grant Research and Identification
Grant Preparation Process
Facilitation of Partnership Meetings
Funding Agency Monitoring
Grant Administration
Monthly Progress Reporting
I have reviewed the city-wide contracts, expenditure and encumbrance reports to comply with the VMC.

This is a new/inactive vendor and it is not anticipated to hit the cap of $100,000 in a single FY.

Competitive Process: I have received written quotes for goods/materials Winning Quote Uploaded: Yes
Explanation for Vendor Selection:

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38 The consultant provides robust grant research, writing, and reporting services for a cost-effective price.

Uploaded documents available for review https:#bit.ly/vPreReqs.

WarrantyNo
Project EstimateYes
Winning Bid/Quote/ProposaIYes
t

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-921+CDF698622C38 Pre-Requisition Signature Section
Department Comment
Delegated Signee: Mike Malone
Title: Interim City Manager
E-nØ ¿&[email protected]@cityofvallejo.net
FLL Au,AL 12/ 16/ 2021
17[410[,UU·WD ...

Signature Date
Route Final HTE PO to City Clerk for Contract Log

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-SE14-CDF698622C38 , CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT
This Consultant and Professional Services Agreement ("Agreement") is made at Vallejo, California, dated for reference this 1 day of December, 2021, by and between the City of Vallejo, a municipal corporation ("City"), and California Consulting Inc., 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 subcontractofs tort negligence including active or passive, orstrict 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.

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 Consultant and Professional Services Agreement (Revised 01.2019)

DocuSIgn Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38 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, orrevoke 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, orsubcontractors, if any, is an employee of City by virtue of this Agreement orperformance 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. Licenses, 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 thisAgreement and that Consultant has all the permits, qualifications and approvals ofwhatsoever nature which are legally required for Consultant to practice itsprofession. 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 anylicenses, permits, and approvals which are legally required for Consultant to practice its profession.

Consultant and Professional Services Agreement (Revised 01.2019)

DocuSign Envelope ID: 4C0ESSAD-2084-4DCC-9814-CDF698622C38

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 Çity, 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 relievethe Consultant of responsibility for complying with the standard of performance orlaws, regulations, industry standards, or from liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of Consultant.

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

Consultant and Professional Services Agreement (Revised 01.2019)

DocuSígn Envelope ID: 4C0E95AD-2084-4DCC-9214-CDF698622C38 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 December 1, 2021 and shall continue in full force and effect until June 30,2023.

City shall, at its discretion, have the right to extend the term of this Agreement, in intervals of one month, by written notice to Consultant. The total duration of this Agreement, including the exercise of any options under this section, shall not exceed five years.

If the term of this Agreement extends into fiscal years subsequent to that in whichit is approved, such continuation of the Agreement is contingent on theappropriation 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 Consultant and Professional Services Agreement (Revised 01.2019)

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9214-CDF698622C38 to terminate any services supplied to City of Vallejo under this Agreement, and relieve CiN 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 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 Consultanfs services hereunder.

Consultant and Professional Services Agreement (Revised 01.2019) 1

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38

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 sexualorientation of any person, refuse to hire or employ, or to bar or discharge fromemployment, or to discriminate in compensation, or in terms, conditions orprivileges any person, and every employee will receive equal opportunity foremployment 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, ordisability, medical condition, age, marital status or sexual orientation.

Consultantwarrants and represents it is an equal opportunity employer and agreesit shall not discriminate on the basis of race, religious creed, color, sex, nationalorigin, ancestry, disability, medical condition, age, marital status or sexualorientation 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 Consultantfor work to be performed under any subcontract, including procurement of Consultant and Professional Services Agreement (Revised 01.2019)

DocuSIgn Envelope ID: 4C0E95AD-2084-4DCC-9814-CDF698622C38 materials or equipment, each potential subcontractor or supplier shall be notified by Consultant of Consultanfs 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:

Felicia Escover
Assistant to the City Manager
[email protected]
City Manager's Office
555 Santa Clara Street
Vallejo, CA 94590
If to Consultant
Steve Samuelian
Chief Executive Officer
[email protected]
214 Main Street, Suite 102
El Segundo, CA 90245
Any party may change its address for receiving notices by giving written notice ofsuch 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 writtenunderstanding they may have had prior to the execution of this Agreement. ThisAgreement 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)

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38

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 suchlitigation 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 theperson 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 informationregarding, 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 thatit will not use any information obtained as a consequence of the performance ofservices under this Agreement for any purpose other than fulfillment ofConsultant's scope of work, to protect all City Information and treat it as strictlyconfidential and proprietary to City, and that it will not at any time, either directly orindirectly, divulge, disclose or communicate in any manner any City Information toany third party, other than its own employees, agents or subcontractors who have Consultant and Professional Services Agreement (Revised 01.2019)

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38 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)

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year shown below the name of each of the parties.

CALIFORNIA CONSULTING INC.,
a corporation

CITY OF VALLEJO,
a municipal corporation
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Steve Samuelian Michael Malone
Chief Executive Officer Interim City Manager
DATE: 12/ 8/ 2021 DATE: 12/ 16/ 2021
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DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9214-CDF698622038

EXHIBIT A

SCOPE OF WORK

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

Felicia Escover
Assistant to the City Manager
City Manager's Office
555 Santa Clara Street
Vallejo, CA 94590
[email protected]
(707) 648-4557
The Consultant's Representative for this Agreement is:

Steve Samuelian
Chief Executive Officer
California Consulting Inc.
214 Main Street, Suite 102
El Segundo, CA 90245
[email protected]
(510) 866-6454
All routine administrative communications between the parties will be between the above named representatives and may be by personal delivery, mail, facsimile transmission, or electronic mail as agreed between the Consultant Representative and City's Representative.

2. Services to be Provided. The services provided shall be as set forth in Attachment 1 of Exhibit A, attached hereto and incorporated herein by this reference.

3. Time for Performance. Consultant will perform the services according to the schedule contained in Attachment 1 of Exhibit A. 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.

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 written approval of the City Representative. Consultant recognizes that thecomposition 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 Consultant and Professional Services Agreement (Revised 01.2019) Exhibit A - Scope of Work

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38 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 are as follows:

N/A
Consultant and Professional Services Agreement (Revised 01.2019) Exhibit A - Scope of Work

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38

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 one hundred thousand dollars ($100,000).

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.

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.

2. Appropriate Billable Hourly Rates for Services and Additional Services. Consultant's billable rates are outlined in Attachment 1 of Exhibit B, attached hereto and incorporated herein by this reference.

3. Consultant's Reimbursable Expenses. Reimbursable Expenses shall belimited to actual reasonable expenditures of Consultant for expenses that arenecessary for the proper completion of the Services and shall only be payable if c specifically authorized in advance by City.

4. Payments to Consultant.

Consultant and Professional Services Agreement (Revised 01.2019) Exhibit B - Compensation

DocuSign Envelope ID: 4C0E95AD-2034-4DCC-9E14-CDF698622C38 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 contain the following information:

1. Description of services billed under this invoice

2. Date of Invoice Issuance

3. Sequential Invoice Number

4. City's Purchase Order Number (if issued)

5. Social Security Number or Taxpayer Identification Number

6. Amount of this Invoice (Itemize all Reimbursable Expenses")

7. 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:

Felicia Escover
Assistant to the City Manager
[email protected]
City Manager's Office
555 Santa Clara Street
Vallejo, CA 94590

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 ail Services and Additional Services performed under this Agreement and records of Consultant's Reimbursable Expenses, in accordance with generallyaccepted accounting practices. Consultant shall keep such records available foraudit, inspection and copying by representatives of the City's Finance Departmentor 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, Consultant and Professional Services Agreement (Revised 01.2019) Exhibit B - Compensation

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9814-CDF698622C38 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.

Consultant and Professional Services Agreement (Revised 01.2019) Exhibit B - Compensation

DocuSIgn Envelope ID: 4C0E95AD-2084-4DCC-GE14-CDF698622C38

EXHIBIT C

INSURANCE REQUIREMENTS
Consultant shall procure and maintain for the duration of this Agreement, including anyextensions thereto, insurance against claims for injuries to persons or damages toproperty which may arise from or in connection with the performance of serviceshereunder by the Consultant, their agents, representatives, or employees orsubcontractors. It shall be a requirement under this Agreement that any availableinsurance proceeds broader than or in excess of the specified minimum Insurancecoverage requirements and/or limits shall be available to the Additional Insured.Furthermore, the requirements for coverage and limits shall be (1) the minimum coverageand limits specified in this Agreement; or (2) the broader coverage and maximum limitsof coverage of any Insurance policy or proceeds available to the named Insured;whichever is greater. No representation is made that the minimum Insurancerequirements 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 ComprehensiveGeneral Liability and Insurance Services Office form number GL 0404 covering BroadForm 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, andproperty damage. If Commercial General Liability Insurance or other form with a generalaggregate limit is used, either the general aggregate limit shall apply separately to thisprojecülocation 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) Exhibit C - Insurance Requirements

DocuSign Envelope ID: 4C0E95AD-2064-4DCC-9E1+CDF698622C38 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 Consultanfs profession with $1,000,000 combined single limit per occurrence, and annual aggregate.

3. Deductible and Self-Insured Retention (SIR). Any deductibles or self-insured 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 self-insured retention as respectsthe City of Vallejo, its officers, officials, employees and volunteers: or the Consultant shallprocure a bond guaranteeing payment of losses and related investigations, claimadministration 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 anySIR 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 theConsultant; products and completed operations of the Consultant; premises owned,occupied or used by the Consultant; or automobiles owned, leased hired or borrowed bythe Consultant. Additional Insured endorsements with respect to General Liability, Autoand 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 bythis 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 policyrequired hereunder shall be endorsed to state that the workers' compensation carrierwaives its right of subrogation against City, its officers, officials, employees, agents andvolunteers, which might arise by reason of payment under such policy in connection withConsultanfs performance under this Agreement. The waiver of subrogation rightsendorsement in favorof the City ofVallejo shall be attached to the Certificate of Insurance.

D. The limits of Insurance required in this agreement may be satisfied by a Consultant and Professional Services Agreement (Revised 01.2019) Exhibit C - Insurance Requirements

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-SE14-CDF698622C38 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 shallalso apply on a primary and non-contributory basis for the benefit of the City of Vallejobefore 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 ofprotection afforded to the City of Vallejo, its officers, officials, employees, agents orvolunteers. For any claims related to this project, the Consultanfs insurance coverageshall 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 Consultanfs insurance and shall not contribute with it.

F. The Consultant's insurance shall apply separately to each insured against whomclaim 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 includingbreaches 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, basedon 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 licensedto do business in the State of California. The insurance is to be placed with insurers with a current A.M. Besfs rating of no less than A:Vll.

6. Verification of Coverage. Consultant shall furnish the City with certificates ofinsurance and original endorsements. The certificates and endorsements are to besigned by a person authorized by that insurer to bind coverage on its behalf. Allendorsements are to be received and approved by the City before work commences. TheCity reserves the right to obtain a full certified copy of any Insurance policy andendorsements. 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 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 orConsultant otherwise ceases to be insured as required herein.

Consultant and Professional Services Agreement (Revised 01.2019) Exhibit C - Insurance Requirements

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-SE14-CDF698622C38 EXHIBIT A - Attachment 1
California Consulting Inc. is a full-service grant writing firm. They are experts in the fields of grant research and identification. The firm prepares comprehensive andconcise grant application packages, submits grants in a timely fashion and followthrough after the grant has been submitted to determine the status of the grant, andconducts post award compliance and administration. California Consulting has afundamental business philosophy founded on open communication and tailoring the grants they pursue to fit their client's needs.

The consultant will provide the scope of services described below:

1. Needs Assessment (Meetings with Department Heads to review priorities and funding needs): We learn about the client at the outset of the contract by conducting an in-depth Needs Assessment. Each client is assigned a lead Project Manager. TheProject Manager communicates regularly with the client and on an ongoing basis. Thisrelationship building is the key to keeping the grants pursued on target with the client's overall goals.

Sample questions asked during the Needs Assessment:
a) List and describe any program initiatives or priority projects.b) What needs, projects, or content areas would you like to target for funding? You canlist specific projects or general areas in which you have funding needs.c) List any grants for which you are considering applying or have decided to apply. Inaddition, please list what kind of grant-writing support would be helpful for each grant. d) List past grants that your agency has received.
e) List past grant applications you would like to revise and submit again.

2. Facilitation of Department Decision Making Processes: Our Project Managersare experts on grant identification. With years of experience, your Project Manager willbe able to assist your Staff in deciding which grants make the most sense to meet the funding needs identified.

3. Grant Research and Identification: Our Project Manager's conduct thoroughresearch on an ongoing basis. We track current and upcoming grants in order to let ourclient's know what is available and what we recommend would fit their situation. Byregularly tracking grant announcements we are able to present these grantopportunities to our clients as soon as they are released. California Consulting willprovide you with a Grant Activity Report monthly detailing the grants available, grants inprogress and grants submitted. You will also be provided with available grant opportunities on an ongoing basis.

4. Client Commitment: When identifying grants that meet your needs and fundingpriorities, your Project Manager will advise you of the estimated time commitment required from your staff.

Consultant and Professional Services Agreement (Revised 01.2019)

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622238

5. Grant Preparation Process: When your staff and California Consulting agree to pursue a grant, we will develop a checklist and schedule. The checklist and schedulewill include what things you will be responsible for and when we will need themsubmitted. We need your staff involved in the grant preparation process to providerequired information we don't have access to. The Project Manager will provide you withgrant portions along the way to review for content accuracy. The more engaged you areable to be in this process, the higher quality the application will be. California Consultingretains copies of all grants we've submitted. If the application was successful, we use it as a guide for future grants.

Below is a list of general tasks for our grant process:
a. Create a task timeline with due dates
b. Ensure the proposed project meets the grant agency's requirements c. Review similar successful grant applications and apply where possible d. Collect information on the project
e. Meet with staff to create an accurate scope of work, budget, timeline, narratives, and cost analysis
f. Obtain letters of support when necessary
g. Draft proposals and send to staff for review
h. Incorporate staff edits in final drafts
i. Submit completed application timely
j. Monitor funding agency until grant awards are announced.

6. Quality Assurance: California Consulting takes pride in our impeccable grant applications. We are successful in this area due to our thorough quality assurancemeasures. Our Grant Mangers conduct group meetings with all Project Managersregularly. In addition, our Grant Managers meet individually with each Project Managerto review each client. These meetings thoroughly discuss each client's needs, whatgrants are being worked on and what additional grants may be a good fit. We ensurethe best quality product before the grant application is submitted.

7. Facilitation of Partnership Meetings: Our Project Managers will arrange and schedule meetings with key personnel to review all grants prior to submission to ensure application accuracy.

8. Timely Submission: We create a precise timeline to ensure the grant is submittedon time. This timeline not only captures the submission deadline, but we create otherdeadlines in order to obtain the information needed for a quality submission. We believeif everyone is on the same page and is aware of what needs to be done, we can limit scrambling at the last minute.

9. Funding Agency Monitoring: California Consulting will monitor the Funding Agency until grant awards are announced.

10. Grant Administration: Some grants require post award compliance, reporting and administration. California Consulting will prepare required agency reports and submit Consultant and Professional Services Agreement (Revised 01.2019)

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-ÇE14-CDF698622O8 them by the required due date. We propose that to the extent legally allowed, the Clienthire California Consulting as grant administrators when dollars are available from withinthe grant (at no additional cost to you). When grant dollars from the grant are notavailable for administration, reporting and evaluation purposes we will provide theseservices to the Client for a monthly fee, or a one-time fee based on the Clienfspreference. If the Client chooses the monthly retainer option, grant administration services are included.

11. Monthly Progress Reporting: California Consulting will prepare a monthly report reflecting grants in progress, grants submitted and grants awarded. This will provide you and your Council with a clear report on our work.

Consultant and Professional Services Agreement (Revised 01.2019)

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9814-CDF698622C38 EXHIBIT B - Attachment 1
California Consulting's monthly retainer services include all grant research, grantidentification, grant writing, and post award administration as needed for a flat monthlyrate of $4,500, plus reimbursement of out-of-pocket expenses for services outlined below.

Task Included
in Price
Meet with Client Staff to ascertain needs and goals 4
Conduct background research as requested by Client 4
Provide advice on best grants for Client to pursue based on project and grant requirements 1 and guidelines
Attend meetings in person or by teleconference as necessary 1 Develop schedule for grants chosen by Client
V
Preparing and writing all grant applications chosen by Client N Develop evaluation strategies in accordance with funding agency's instructions 4 Adhere to decisions made by Client relating to grants V Write all sections of grant applications and proposals V Draft and finalize grant language witll direction of Client V Ensure timelines for grant submittal are met
V
Monthly reports to include grants in progress, grants submitted, and grants awarded 4 Regular communication via email and/or phone regarding upcoming grant opportunities 4 Grant administration and post award compliance as needed 4 Consultant and Professional Services Agreement (Revised 01.2019)

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-SE14-CDF698622C38 CAUCON-12 JMARON
ACORD
DATE {MAVDDIYYYY)
CERTIFICATE OF LIABILITY INSURANCE 11/29/2021
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERMFICATE HOLDER. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERnFICATE OF INSURANCE DOES NOT CONSMTUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERPHCATE HOLDER.

IMPORTANT: If tho certificate holder is an ADDITIONAL INSURED, the pollcy(ies) must have ADDITIONAL INSURED provisions or be endorsed.H SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement onthis certificate does not confer rights to the certlficate holder in lieu of such endorsement(s). 0CT Fatima GomezPRODUCER
I;881fo, Ext# (562 ) 461 - 8008 No):(562) 461-8012
E-MAI
ADOR,SS·[email protected]
inszono Insurance Services, LLC2721 Citrus Road, Suite A Rancho Cordova. CA 95742

INSURED
California Consulting Inc.
214 Main Street Suite 102
El Segundo, CA 90245

INSURER(SI AFFORDING COVERAGE
sue : Sentinel Insurance Commanv, LTD
INSURERB:California Automobile Insurance Co
INSURER C:United States Liabilitv Ins Co
INSURER D :

INSURER E :

NAIC #
11000
38342
25895
INSURERF :

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECTTO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR ADDL SUBR POUCY ËFF POLICY EXP
LTR TYPE OF INSURANCE INSD WVD POUCY NUMBER IMM/DDr,YYYI fl,M,DD/YYY'rl LIMITS A X COMMERCIAL GENERAL UABIUTY EACH OCCURRENCE S 2,000,000 DAMAGETO RENTED 1,000,000 CLÆMS,MADE | ÄFI OCCUR X 57SBAAM8069 9/22/2021 9/22/2022 PRFMISFS <Ea occurrence) S 10,000MED EXP (Arwone persont $
2,000,000• PERSONAL & ADV INJURY $ 4,000,000
GEN"L AGGREGATE UMIT APPLIES PER: GENERALAGGREGATE $
X POLICY D 28 Ed LOC PRODUCTS - COMPOP AGG S 4,000,000 | OTHER:

B AUTOMOBILE UABIUTY

COMBINED SINGLE LIMIT
(Ea açcidentl 1,000,000
ANÝ AUTO X BA040000062189 9/3012021 9/30/2022 80DtLY INJURY (Perperson) S

OWNED EVI SCHEDULED
AUTOS ONLY L.Ž.1 AUTOS BODILY INJURY (Per accident S
HIRED 1 1 NON-OWNED PROPERTY DAMAGE
AUTOS ONLY 1- 4 AUTOS ONLY
(Per accident) S
S

UMBRELLA UAB OCCUR EACH OCCURRENCE S

EXCESS UAB CLAIMS-MADE
DED | | RETENTION $
WORKERS COMPËNSAPONAND EMPLOYERS' UABILITY Y / N
êN,KIEINiØMËTNUEDCUTIVE - 1 NIA
[Ma ndatory In NH)

AGGREGATE S
$
1 PER 1 1 OTHI STATITTE 1 1 ER
E.L. EACH ACCIDENT S
Ë.L. DISEASE - EA EMPLOYEE S
If ¥85. describe under
DÈSCRIPTION OF OPERATIONS below Et . DISEASE - POLICY LIMIT S C Professional Liab. SP 1560852F 9/16/2021 9116/2022 Aggregate/Occurrence 2,000,000 C Professional Lïab. SP 1560852F 9/16/2021 9/16/2022 Deductible 5,000 D E SC RIPTION OF O PERATI ON S / LO CATI O N S 1 VE HI C LES (ACORD 101, Ad ditional Ramarlks Sc hedule, ma y be attached If more = ce Is re quired )The CIty of Vallejo, its officers, officials, employees, agents and volunteers are included as Additional sured in regards to General Liability and CommercialAuto par written contract- Primary and Non-Contributory coverage applies.

CERTIFICATE HOLDER CANCELLATION
City of Vallejo
555 Santa Clara Suite #3
Vallejo, CA 94590
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POUCY PROVISIONS.

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. Atl rights reserved.

The ACORD name and logo are registered marks of ACORD

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622238 POLICY NUMBER: 57SBAAM8069

BUSINESS LIABILITY COVERAGE FORM
Form SS 00 08 04 05
© 2005, The Hartford

DocuSign Envelope ]D: 4O0295AD-208+4DCC-9214-CDF698622O38

QUICK REFERENCE

BUSINESS LIABILITY COVERAGE FORM

READ YOUR POLICY CAREFULLY
BUSINESS LIABILITY COVERAGE FORM Beginning on Page
A. COVERAGES 1Business Liability 1Medical Expenses 2Coverage Extension - Supplementary Payments 2

3. EXCLUSIONS 3
C. WHO IS AN INSURED 10
D. LIABILITY AND MEDICAL EXPENSES
LIMITS OF INSURANCE 14
E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 15 151. Bankruptcy

2. Duties In The Event Of Occurrence, Offense, Claim Or Suit 15

3. Financial Responsibility Laws 16

4. Legal Action Against Us 16

5. Separation Of Insureds 16

6. Representations 16

7. Other Insurance 16

8. Transfer Of Rights Of Recovery Against Others To Us 17 F. OPTIONAL ADDITIONAL INSURED COVERAGES 18
Additional Insureds 18
G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 20
Form SS 00 08 04 05

DocuSïgn Envelope ID: 4C0E95AD-2084-4DCC-9214-CDF698622C38

QUICK REFERENCE

BUSINESS LIABILITY COVERAGE FORM

READ YOUR POLICY CAREFULLY
BUSINESS LIABILITY COVERAGE FORM Beginning on Page
A. COVERAGES 1
Business Liability 1Medical Expenses 2
Coverage Extension - Supplementary Payments 2
B. EXCLUSIONS 3
C. WHO IS AN INSURED 10
D. LIABILITY AND MEDICAL EXPENSES
LIMITS OF INSURANCE 14
E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 15

1. Bankruptcy 15

2. Duties In The Event Of Occurrence, Offense, Claim Or Suit 15

3. Financial Responsibility Laws 16

4. Legal Action Against Us 16

5. Separation Of Insureds 16

6. Representations 16

7. Other Insurance 16

8. Transfer Of Rights Of Recovery Against Others To Us 17 F. OPTIONAL ADDITIONAL INSURED COVERAGES 18
Additional Insureds 18
G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 20
Form SS 00 08 04 05

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38

BUSINESS LIABILITY COVERAGE FORM
Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what fs and is not covered.

Throughout this policy the words "you" and "your" refer to the Named Insured shown ìn the Declarations. The words "we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance.

The word "insured" means any person or organization qualifying as such under Section C. - Who Is An Insured.

Other words and phrases that appear in quotation marks have special meaning. Refer to Section G. - Liability And Medical Expenses Definitions.

A. COVERAGES

1. BUSINESS LIABILITY COVERAGE (BODILY

INJURY, PROPERTY DAMAGE, PERSONAL

AND ADVERTISING INJURY)
Insuring Agreement
a. We will pay those sums that the insured
becomes legally obligated to pay as
damages because of "bodily injury",
"property damage" or "personal and
advertising injury" to which this insurance
applies. We will have the right and duty to
defend the insured against any "suit"
seeking those damages. However, we will
have no duty to defend the insured against
any "suit" seeking damages for "bodily
injury", "property damage" or "personal and
advertising injury" to which this insurance
does not apply.

We may, at our discretion, investigate any
"occurrence" or offense and settle any claim
or"suit" that may result. But
(1) The amount we will pay for damages is
limited as described in Section D. -
Liability And Medical Expenses Limits
Of Insurance; and
(2) Our right and duty to defend ends when
we have used up the applicable limit of
insurance in the payment of judgments,
settlements or medical expenses to which
this insurance applies.

No other obligation or liability to pay sums or
perform acts or services is covered unless
explicitly provided for under Coverage
Extension - Supplementary Payments.
b. This insurance applies:
(1) To "bodily injury" and "property
damage" only if:

Form SS 00 08 04 05
(a) The "bodily injury" or "property
damage" is caused by an
"occurrence" that takes place in the
"coverage territory";
(b) The "bodily injury" or "property
damage" occurs during the policy
period; and
(c) Prior to the policy period, no insured
listed under Paragraph 1. of Section
C. - Who Is An Insured and no
"employee" authorized by you to give
or receive notice of an "occurrence"
or claim, knew that the "bodily injury"
or "property damage" had occurred,
in whole or in part. If such a listed
insured or authorized "employee"
knew, prior to the policy period, that
the 'bodily injury" or "property
damage" occurred, then any
continuation, change or resumption
of such "bodily injury" or "property
damage" during or after the policy
period will be deemed to have been
known prior to the policy period.
(2) To "personal and advertising injury"
caused by an offense arising out of your
business, but only if the offense was
committed in the "coverage territory"
during the policy period.
c. "Bodily injury" or "property damage" will be
deemed to have been known to have
occurred at the earliest time when any
insured listed under Paragraph 1. of Section
C. - Who Is An Insured or any "employee"
authorized by you to give or receive notice
of an "occurrence" or claim:
(1) Reports all, or any part, of the "bodily
injury" or "property damage" to us or
any other insurer:

© 2005, The Hartford

DocuSign Envelope ID: 4O0295AD-2084-4DCC-9E14-CDF698622C38

BUSINESS LIABILITY COVERAGE FORM
(2) Receives a written or verbal demand or
claim for damages because of the "bodily
injury" or"properw damage'; or
(3) Becomes aware by any other means that
"bodily injury" or "property damage" has
occurred or has begun to occur.
d. Damages because of "bodily injury" include
damages claimed by any person or
organization for care, loss of services or
death resulting at any time from the "bodily
injury".
e. Incidental Medical Malpractice
(1) "Bodily injury" arising out of the
rendering of or failure to render
professional health care services as a
physician, dentist, nurse, emergency
medical technician or paramedic shall
be deemed to be caused by an
"occurrence", but only if:
(a) The physician, dentist, nurse,
emergency medical technician or
paramedic is employed by you to
provide such services; and
(b) You are not engaged in the
business or occupation of providing
such services.
(2) For the purpose of determining the
limits of insurance for incidental medical
malpractice, any act or omission
together with all related acts or
omissions in the furnishing of these
services to any one person will be
considered one "occurrence".

2. MEDICAL EXPENSES
Insuring Agreement
a. We will pay medical expenses as described
below for "bodily injury" caused by an
accident:
(1) On premises you own or rent;
(2) On ways next to premises you own or
rent; or
(3) Because of your operations;
provided that:
(1) The accident takes place in the
"coverage territory" and during the
policy period;
(2) The expenses are incurred and reported
to us within three years of the date of
the accident; and
(3) The injured person submits to
examination, at our expense, by
physicians of our choice as often as we
reasonably require.

b. We will make these payments regardless of
fault. These payments will not exceed the
applicable limit of insurance. We will pay
reasonable expenses for:
(1) First aid administered at the time of an
accident;
(2) Necessary medical, surgical, x-ray and
dental services, including prosthetic
devices: and
(3) Necessary ambulance, hospital,
professional nursing and funeral
services. ,

3. COVERAGE EXTENSION -

SUPPLEMENTARY PAYMENTS
a. We will pay, with respect to any claim or
"suit" we investigate or settle, or any "suit"
against an insured we defend:
(1) All expenses we incur.
(2) Up to $1,000 for the cost of bail bonds
required because of accidents or traffic
law violations arising out of the use of
any vehicle to which Business Liability
Coverage for"bodily injury" applies. We
do not have to furnish these bonds.
(3) The cost of appeal bonds or bonds to
release attachments, but only for bond
amounts within the applicable limit of
insurance. We do not have to furnish
these bonds.
(4) AU reasonable expenses incurred by the
insured at our request to assist us in the
investigation or defense of the claim or
"suit", including actual loss of earnings
up to $500 a day because of time off
from work.
(5) All costs taxed against the insured in
the "suit".
(6) Prejudgment interest awarded against
the insured on that part of the judgment
we pay. If we make an offer to pay the
applicable limit of insurance, we will not
pay any prejudgment interest based on
that period of time after the offer.
(7) All interest on the full amount of any
judgment that accrues after entry of the
judgment and before we have paid,
offered to pay, or deposited in court the
part of the judgment that is within the
applicable limit of insurance.

Any amounts paid under (1) through (7)
above will not reduce the limits of insurance.

J
Form SS 00 08 04 05

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9E14-CDF698622C38 b. If we defend an insured against a "suif'
and an indemnitee of the insured is also
named as a party to the "suit", we will
defend that indemnitee if all of the
following conditions are met:
(1) The "suit" against the indemnitee
seeks damages for which the insured
has assumed the liability of the
indemnitee in a contract or agreement
that is an "insured contract":
(2) This insurance applies to such liability
assumed by the insured;
(3) The obligation to defend, or the cost of
the defense of, that indemnitee, has
also been assumed by the insured in
the same "insured contracf';
(4) The allegations in the "suit" and the
information we know about the
"occurrence" are such that no conflict
appears to exist between the interests
of the insured and the interest of the
indemnitee;
(5) The indemnitee and the insured ask
us to conduct and control the defense
of that indemnitee against such "suit'
and agree that we can assign the
same counsel to defend the insured
and the indemnitee: and

BUSINESS LIABILITY COVERAGE FORM
So long as the above conditions are met,
attorneys' fees incurred by us in the
defense of that indemnitee, necessary
litigation expenses incurred by us and
necessary litigation expenses incurred
by the indemnitee at our request will be
paid as Supplementary Payments.

Notwithstanding the provisions of
Paragraph 1.b.(b) of Section B. -
Exclusions, such payments will not be
deemed to be damages for "bodily
injury" and "property damage" and will
not reduce the Limits of Insurance.

Our obligation to defend an insured 's
indemnitee and to pay for attorneys' fees
and necessary litigation expenses as
Supplementary Payments ends when:
(1) We have used up the applicable limit
of insurance in the payment of
judgments or settlements; or
(2) The conditions set forth above, or the
tenns of the agreement desclibed in
Paragraph (6) above, are no longer met
B. EXCLUSIONS

1. Applicable To Business Liability Coverage
This insurance does not apply to:
a. Expected Or Intended Injury
(6) The indemnitee:
(a) Agrees in writing to:
(i) Cooperate with us in the
investigation, settlement or
defense of the .suit'.
(ii) Immediately send us copies of
any demands, notices,
summonses or legal papers
received in connection with
the "suit";
(iii) Notify any other insurer whose
coverage is available to the
indemnitee; and
(iv) Cooperate with us with
respect to coordinating other
applicable insurance available
to the indemnitee; and
(b) Provides US with written
authorization to:
(i) Obtain records and other
information related to the
"suW'; and
(11) Conduct and control the
defense of the indemnitee in
such "suif'.

Form SS 00 08 04 05
(1) "Bodily injury" or "property damage"
expected or intended from the
standpoint of the insured. This
exclusion does not apply to "bodily
injury" or "property damage" resulting
from the use of reasonable force to
protect persons or property; or
(2) "Persona[ and advertising injury" arising
out of an offense committed by, at the
direction of or with the consent or
acquiescence of the insured with the
expectation of inflicting "personal and
advertising injury".
b. Contractual Liability
(1) "Bodily injury" or"property damage"; or
(2) "Personal and advertising injury"
for which the insured 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 because of:
(a) "Bodily injury'", "properw damage" or
"personal and advertising injury" that
the insured would have in the
absence of the contract or
agreement; or

DocuSign Envelope ]D: 4C0E95AD-2084-4DCC-9314-CDF698622C38

BUSINESS UABILITY COVERAGE FORM
(b) "Bodily injury" or "propery damage"
assumed in a contract or agreement
that is an "insured contract",
provided the "bodily injury" or
"property damage" occurs
subsequent to the execution of the
contract or agreement. Solely for
the purpose of liability assumed in
an "insured contracr, reasonable
attorneys' fees and necessary
litigation expenses incurred by or for
a party other than an insured are
deemed to be damages because of
'bodily injury" or "property damage"
provided:
(i) Liability to such party for, or for
the cost of, that party's defense
has also been assumed in the
same"insured contracf; and
(ii) Such attorneys' fees and
litìgation expenses are for
defense of that party against a
civil or alternative dispute
resolution proceeding in which
damages to which this
insurance applies are alleged.
c. Liquor Liability
"Bodily injury" or "property damage" for
which any insured may be held liable by
reason of:
(1) Causing or contributing to the
intoxication of any person;
(2) The furnishing of alcoholic beverages to
a person under the legal drinking age or
under the influence of alcohol; or
(3) Any statute, ordinance or regulation
relating to the sale, gift, distribution or
use of alcoholic beverages.

This exclusion applies only if you are in the
business of manufacturing, distributing,
selling, serving or furnishing alcoholic
beverages.
d. Workers' Compensation And Similar
Laws
Any obligation of the insured under a
- workers' compensation, disability benefits
or unemployment compensation law or
any similar law.
e. Employers Liability
"Bodily injury" to:
(1) An "employee" of the insured arising
out of and in the course of:
(a) Employment by the insured; or

(b) Performing duties related to the
conduct of the insured's business, or
(2) The spouse, child, parent, brother or
sister of that "employee" as a
consequence of (1) above.

This exclusion applies:
(1) Whether the insured may be liable as
an employer or in any other capacity;
and
(2) To any obligation to share damages
with or repay someone else who must
pay damages because of the injury.

This exclusion does not apply to liability
assumed by the insured under an "insured
contract".
f. Pollution
(1) "Bodily injury", "property damage" or
"personal and advertising injury"
arising out of the actual, alleged or
threatened discharge, dispersal,
seepage, migration, release or escape
of "pollutants":
(a) At or from any premises, site or
location which is or was at any
time owned or occupied by, or
rented or loaned to any insured.

However, this subparagraph does
not apply to:
(i) "Bodily injury" if sustained within
a building and caused by
smoke, fumes, vapor or soot
produced by or originating from
equipment that is used to heat,
cool or dehumidify the building,
or equipment that is used to
heat water for personal use, by
the building's occupants or their
guests;
(ii) "Bodily injury" or "property
damage" for which you may be
held liable, if you are a
contractor and the owner or
lessee of such premises, site or
location has been added to your
policy as an additional insured
with respect to your ongoing
operations performed for that
additional insured at that
premises, site or location and
such premises, site or location
is not and never was owned or
occupied by, or rented or
loaned to, any Insured, other
than that additional insured: or
Form SS 00 08 04 05

DocuSign Envelope ]D: 4C0E95AD-2034-4DCC-9E14-CDF698622C38 (iii ) "Bodily injury " or "property
damage" arising out of heat,
smoke or fumes from a
"hostile fire":
{b) At or from any premises, site or
location which is or was at any
time used by or for any insured or
others for the handling, storage,
disposal, processing or treatment
of waste;
(c) Which are or were at any time
transported, handled, stored,
treated, disposed of, or processed
as waste by or for:
(i) Any insured; or
(ii) Any person or organization for
whom you may be legally
responsible;
(d) At or from any premises, site or
location on which any insured or
any contractors or subcontractors
working directly or indirectly on
any insured's behalf are
performing operations if the
"pollutants" are brought on or to
the premises, site or location in
connection with such operations
by such insured, contractor or
subcontractor. However, this
subparagraph does not apply to:
(i) "Bodily injury" or "property
damage" arising out of the
escape of fuels, [ubricants or
other operating fluids which are
needed to perform the normal
electrical, hydraulic or
mechanical functions
necessary for the operation of
"mobile equipment" or its parts,
if such fuels, lubricants or other
operating fluids escape from a
vehicle part designed to hold,
store or receive them. This
exception does not apply if the
'bodily injury' or "property
damage" arises out of the
intentional discharge, dispersal
or release of the fuels,
lubricants or other operating
fluids, or if such fuels,
lubricants or other operating
fluids are brought on or to the
premises, site or location with
the intent that they be
discharged, dispersed or
Form SS 00 08 0405

BUSINESS LIABILITY COVERAGE FORM
released as part of the
operations being performed
by such insured, contractor or
subcontractor;
(ii) "Bodily injury" or "property
damage" sustained within a
building and caused by the
release of gases, fumes or
vapors from materia!s brought
into that building in connection
with operations being performed
by you or on your behalf by a
contractor or subcontractor or
(iii) "Bodily injury" or "property
damage" arising out of heat,
smoke or fumes from a
"hostile fire"; or
(e) At or from any premises, site or
location on which any insured or any
contractors or subcontractors
working directly or indirectly on any
insured's behalf are perfomling
operations if the operations are to
test for, monitor, dean up, remove,
contain, treat, detoxify or neutralize,
or in any way respond to, or assess
the effects of, "pollutants".
(2) Any loss, cost or expense arising out
of any:
(a) Request, demand, order or statutory
or regulatory requirement that any
insured or others test for, monitor,
clean upi remove, contain, treat,
detoxify or neutralize, or in any way
respond to, or assess the effects of,
"pollutants"; or
(b) Claim or suit by or on behalf of a
governmental authority for
damages because of testing for,
monitoring, cleaning up, removing,
containing, treating, detoxifying or
neutralizing, or in any way
responding to, or assessing the
effects of, "pollutants".

However, this paragraph does not
apply to liability for damages because
of "property damage" that the insured
would have in the absence of such
request, dgmand, order or statutory or
regulatory requirement, or such claim
or "suif' by or on behalf of a
governmental authority.

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9214-CDF698622C38

BUSINESS LIABILITY COVERAGE FORM
g. Aircraft , Auto Or Watercraft
"Bodily injury" or "property damage" arising
out of the ownership, maintenance, use or
entrustment to others of any aircraft, "autd'
or watercraft owned or operated by or rented
or loaned to any insured. Use includes
operation and "loading or unloading".

This exclusion applies even if the claims
against any insured allege negligence or
other wrongdoing in the supervision, hiring,
employment, training or monitoring of others
by that insured, if the "occurrence" which
caused the 'bodily injury" or "proper&
damage" involved the ownership,
maintenance, use or entrustment to others of
any aircraft, "auto" or watercraft that is
owned or operated by or rented or loaned to
any insured.

This exclusion does not apply to:
(1) A watercraft while ashore on premises
you own or rent;
(2) A watercraft you do not own that is:
(a) Less than 51 feet long; and
(b) Not being used to carry persons
for a charge;
(3) Parking an "auto" on, or on the ways
next to, premises you own or rent,
provided the "auto" is not owned by or
rented or loaned to you or the insured;
(4) Liability assumed under any "insured
contract" for the ownership,
maintenance or use of aircraft or
watercraft;
(2) The use of "mobile equipmenf' in, or
while in practice or preparation for, a
prearranged racing, speed or
demolition contest or in any stunting
activity.

L War
"Bodily injury", "property damage" or
"personal and advertising injury", however
caused, arising, directly or indirectly, out of:
(1) War, including undeclared or civil war;
(2) Wartike action by a military force,
including action in hindering or
defending against an actual or
expected attack, by any government,
sovereign or other authority using
military personnel or other agents; or
(3) Insurrection, rebellion, revolution,
usurped power, or action taken by
governmental authority in hindering or
defending against any of these.
j. Professional Services
"Bodily injury", "property damage" or
"personal and advertising injury" arising
out of the rendering of or failure to render
any professional service. This includes
but is not limited to:
(1) Legal, accounting or advertising
senáces;
(2) Preparing, approving, or failing to
prepare or approve maps, shop
drawings, opinions, reports, surveys,
field orders, change orders, designs or
drawings and specifications;
(5) "Bodily injury" or "property damage"
arising out of the operation of any of
the equipment listed in Paragraph f.(2)
or f.(3) of the definition of "mobile
equipment"; or
(6) An aircraft that is not owned by any
insured and is hired, chartered or loaned
with a paid crew. However, this
exception does not apply if the insured
has any other insurance for such "bodily
injury" or "property damage", whether
tile other insurance is primary, excess,
contingent or on any other basis.
h. Mobile Equipment
"Bodily injury" or "property damage"
arising out of:
(1) Thetransportation of"mobile equipmenr
by an "auto" owned or operated by or
rented or loaned to any insured; or

(3) Supervisory, inspection, architectural
or engineering activities;
(4) Medical, surgical, dental, x-ray or
nursing services treatment, advice or
instruction;
(5) Any health or therapeutic service
treatment, advice or instruction:
(6) Any service, treatment, advice or
instruction for the purpose of
appearance or skin enhancement, hair
removal or replacement or personal
grooming:
(7) Optical or hearing aid services
including the prescribing, preparation,
fitting, demonstration or distribution of
ophthalmic lenses and similar
products or hearing aid devices;
Form SS 00 08 04 05

DocuSign Envelope ]D: 4C0E95AD-2084-4DCC-9214-CDF698622C38 (8) Optometry or optometric services
including but not limited to examination
of the eyes and the prescribing,
preparation, fitting,demonstration or
distribution of ophthalmic [enses and
similar products;
(9) Any:
(a) Body piercing (not including ear
piercing);
(b) Tattooing, including but not limited
to the insertion of pigments into or
underthe skin; and
(c) Similar services;
(10) Services in the practice of pharmacy;
and
(11) Computer consulting, design or
programming services, including web
site design.

Paragraphs (4) and (5) of this exclusion do
not apply to the Incidental Medical
Malpractice coverage afforded under
Paragraph 1.e. in Section A. - Coverages.
k. Damage To Property
"Property damage" to:
(1) Prope:ty 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, ifthe "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 real property on
which you or any contractors or
subcontractors working directly or
indirectly on your behalf are perfoining
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.

Form SS 00 08 04 05

BUSINESS LIABILITY COVERAGE FORM
Paragraphs (1), (3) and (4) of this
exclusion do not apply to "property
damage" (other than damage by ñre) to
premises, including the contents of such
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. - Limits Of Insurance.

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 (3) and (4) of this exclusion do
not apply to the use of elevators.

Paragraphs (3), (4), (5) and (6) of this
exclusion do not apply to liabilie assumed
undera sidetrack agreement.

Paragraphs (3) and (4) of this exclusion do
not apply to "property damage" to
borrowed equipment while not being used
to perform operations at a job site.

Paragraph (6) of this exclusion does not
apply to "property damage" included in the
"products-completed operations hazard".

1. Damage To Your Product
"Property damage" to "your product"
arising out of it or any part of it.
m. Damage To Your Work
"Properly damage" to "your work" arising
out of it or any part of it and included in the
"products-completed operations hazard".

This exclusion does not apply if the
damaged work or the work out of which
the damage arises was performed on your
behalf by a subcontractor.
n. Damage To Impaired Property Or
Property Not Physically Injured
"Property damage" to "impaired property"
or property that has not been physically
injured, arising out of:
(1) A defect, deficiency, inadequacy or
dangerous condition in "your product"
or "your work"; or
(2) A delay or failure by you or anyone
acting on your behalf to perform a
contract or agreement in accordance
with its terms.

This exclusion does not apply to the loss
of use of other property arising out of
sudden and accidental physical injury to
"your product" or "your work" after it has
been put to its intended use.

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-SE14-CDF698622C38

BUSINESS LIABILITY COVERAGE FORM
o. Recall Of Products, Work Or Impaired
Property
Damages claimed for any loss, cost or
expense incurred by you or others for the
loss of use, withdrawal, recall, inspection,
repair, replacement, adjustment, removal
or disposal of:
(1) 'Your producf';
(2) 'Your work"; or
(3) "Impaired property";
if such product, work or property is
withdrawn or recalled from the market or
from use by any person or organization
because of a known or suspected defect,
deficiency, inadequacy or dangerous
condition in it.
p. Personal And Advertising Injury
"Personal and advertising injury":
(1) Arising out of oral, written or electronic
publication of material, if done by or at
the direction of the insured with
knowledge of its falsity;
(2) Arising out of oral, written or electronic
publication of material whose first
publication took place before the
beginning of the policy period;
(3) Arising out of a criminal act committed
by or at the direction of the insured;
(4) Arising out of any breach of contract,
except an implied contract to use
anothefs "advertising idea" in your
"advertisement";
(5) Arising out of the failure of goods,
products or services to conform with
any statement of quality or
performance made in your
"advertisemenf';
(6) Arising out of the wrong description of
/ the price of goods, products or services;
(7) Arising out of any violation of any
intellectual property rights such as
copyright, patent, trademark, trade
name, trade secret, service mark or
other designation of origin or
authenticity.

However, this exclusion does not
apply to infringement, in your
"advertisement", of
(a) Copyright;
(b) Slogan, unless the slogan is also
a trademark, trade name, service
mark or other designation of origin
or authenticity; or

(c) Title of any literary or artistic work;
(8) Arising out of an offense committed by
an insured whose business is:
(a) Advertising, broadcasting,
publishing or telecasting;
(b) Designing or determining content
of web sites for others; or
(c) An Internet search, access,
content or service provider.

However, this exclusion does not
apply to Paragraphs a., b. and c.
under the definition of "personal and
advertising injury" in Section G. -
Liability And Medical Expenses
Definitions.

For the purposes of this exclusion,
placing an "advertisement" for or
linking to others on your web site, by
itself, is not considered the business
of advertising, broadcasting,
publishing or telecasting;
(9) Arising out of an electronic chat room
or bulletin board the insured hosts,
owns, or over which the insured
exercises control;
(10) Arising out of the unauthorized use of
another's name or product in your e-mail
address, domain name or metatags, or
any other similar tactics to mislead
anothefs potential customers;
(11) Arising out of the violation of a
person's right of privacy created by
any state or federal act.

However, this exclusion does not
apply to liability for damages that the
insured would have in the absence of
such state or federal act;
(12) Arising out of:
(a) An "advertisement" for others on
your web site;
(b) Placing a link to a web site of
others on your web site:
(c) Content from a web site of others
displayed within a frame or border
on your web site. Content includes
information, code, sounds, text,
graphics or images; or
(d) Computer code, software or
programming used to enable:
(i) Your web site; or
(Ii) The presentation or functionality
of an "advertisemenf' or other
content on yourweb site;
Form SS 00 08 04 05

DocuSígn Envelope ID: 4C0EDSAD-2084-4DCC-9E14-CDF698622038 (13) Arising out of a violation of any anti-
trust law;
(14) Arising out of the fluctuation in price or
value of any stocks, bonds or other
securities; or
(15) Arising out of discrimination or
humiliation committed by or at the
direction of any "executive officer",
director, stockholder. partner or
member of the insured.
q. Electronic Data
Damages arising out of the loss of, loss of
use of, damage to, corruption of, inability
to access, or inability to manipulate
"electronic data".
r. Employment-Related Practices
"Bodily injury" or "personal and advertising
injury" to:
(1) A person arising out of any:
(a) Refusal to employ that person; i

BUSINESS LIABILITY COVERAGE FORM
(a) May be awarded or incurred by
reason of any claim or suit
alleging actual or threatened injury
or damage of any nature or kind to
persons or property which would
not have occurred in whole or in
part but for the "asbestos hazard";
(b) Arise out of any request, demand,
order or statutory or regulatory
requirement that any insured or
others test for, monitor, clean up,
remove, encapsulate, contain,
treat, detoxify or neutralize or in
any way respond to or assess the
effects of an "asbestos hazard"; or
(c) Arise out of any claim or suit for
damages because of testing for,
monitoring, cleaning up, removing,
encapsulating, containing, treating,
detoxifying or neutralizing or in any
way responding to or assessing the
effects of an "asbestos hazard".
(b) Termination of that person's
employment; or
(c) Employment-re!ated practices,
policies, acts or omissions, such as
coercion, demotìon, evaluaüon,
reassignment, discipline,
defamation, harassment, humiliation
or discrimination directed at that
person; or
(2) The spouse, child, parent brother or
sister of that person as a
consequence of "bodily injury" or
"personal and advertising injury" to the
person at whom any of the
employment-related practices
described in Paragraphs (a), (b), or (c)
above is directed.

This exclusion applies:
(1) Whether the insured may be liable as
an employer or in any other capacity;
and
(2) To any obligation to share damages
with or repay someone else who must
pay damages because of the injury.
s. Asbestos
(1) "Bodily injury", "property damage" or
"personal and advertising injury"
arising out of the "asbestos hazard".
(2) Any damages, judgments, settlements,
loss, costs or expenses that
Form SS 00 08 04 05
t. Violation Of Statutes That Govern E-
Mails, Fax, Phone Calls Or Other
Methods Of Sending Material Or
Information
"Bodily injury", "property damage", or
"personal and advertising injury" arising
directly or indirectly out of any action or
omission that violates or is alleged to
violate:
(1) The Telephone Consumer Protection
Act (TCPA), including any amendment
of or addition to such law;
(2) The CAN-SPAM Act of 2003, including
any amendment of or addition to such
law; or
(3) Any statute, ordinance or regulation,
other than the TCPA or CAN-SPAM Act
of 2003, that prohibits or limits the
sending, transmitting, communicating or
distribution of material or information.

Damage To Premises Rented To You -
Exception For Damage By Fire, Lightning
or Explosion
Exclusions c. through h. and k. through o. do
not apply to damage by fire, lightning or
explosion to premises rented to you or
temporarily occupied by you with permission of
the owner. A separate Limit of Insurance
applies to this coverage as described in
Section D. - Liability And Medical Expenses
Limits Of Insurance.

DocuSign Envelope ID: 4C0E95AD-20B+ 4DCC-9814-CDF698622O38

BUSINESS LIABILITY COVERAGE FORM

2. Applicable To Medical Expenses Coverage
We will not pay expenses for "bodily injury":
a. Any Insured
To any insured, except"volunteerworkers".
b. Hired Person
To a person hired to do work for or on behalf
of any insured oratenant of anyinsured.
c. Injury On Normally Occupied Premises
To a person injured on that part of
premises you own or rent that the person
normally occupies.
d. Workers' Compensation And Similar
Laws
To a person, whether or not an
"employee" of any insured, if benefits for
the "bodily injury" are payable or must be
provided under a workers' compensation
or disability benefits law or a similar law.
e. Athletics Activities
e. A trust, you are an insured. Your trustees
are also insureds, but only with respect to
their duties as trustees.

2. Each of the following is also an insured:
a. Employees And Volunteer Workers
Your "volunteer workers" only while
performing duties related to the conduct of
your business, or your "employees", other
than either your "executive officers" (if you
are an organization other than a
partnership, joint venture or limited liability
company) or your managers (if you are a
limited liability company), but only for acts
within the scope of their employment by
you or whi!e performing duties related to
the conduct of your business.

However, none of these "employees" or
"volunteer workers" are insureds for:
(1) "Bodily injury" or "personal and
advertising injury":

To a person injured while practicing,
instructing or participating in any physical
exercises or games, sports or athletic
contests.
f. Products-Completed Operations Hazard
Included with the "products-completed
operations hazard".
g. Business Liability Exclusions
Excluded under Business Liability Coverage.

C. WHO IS AN INSURED

1. If you are designated in the Declarations as:
a. An individual, you and your spouse are
insureds, but only with respect to the
conduct of a business of which you are the
sole owner.
b. A partnership or joint venture, you are an
insured. Your members, your partners, and
their spouses are also insureds, but only with
respect to the conduct of your business.
c. A limited liability company, you are an
insured. Your members are also insureds,
but only with respect to the conduct of your
business. Your managers are insureds, but
only with respect to their duties as your
managers.
d. An organization other than a partnership,
joint venture or limited liabilig company, you
are an insured. Your"executive officers" and
directors are Insureds, but only with respect
to their duties as your officers or directors.

Your stockholders are also insureds, but only
with respect to their liability as stockholders.

(a) To you, to your partners or
members (if you are a partnership
or joint venture), to your members
(if you are a limited liability
company), or to a co-"employee"
while in the course of his or her
employment or performing duties
related to the conduct of your
business, or to your other
"volunteer workers" while
performing duties related to the
conduct of your business;
(b) To the spouse, child, parent,
brother or sister of that co-
"employee" or that "volunteer
worker" as a consequence of
Paragraph (1)(a) above;
(c) For which there is any obligation
to share damages with or repay
someone else who must pay
damages because of the injury
described in Paragraphs (1)(a) or
(b) above; or
(d) Arising out of his or her providing
or failing to provide professional
health care services.

If you are not in the business of
providing professional health care
services, Paragraph (d) does not apply
to any nurse, emergency medical
technician or paramedic employed by
you to provide such services.
(2) "Property damage" to property:
(a) Owned, occupied or used by,
Form SS 00 08 04 05

DocuSign Envelope ID: 4C0E95AD-20B+4DCC-9E14-CDF698622C38 (b) Rented to, in the care, custody or
control of, or over which physical
control is being exercised for any
purpose by you, any of your
"employees", "volunteer workers",
any partner or member (if you are
a partnership or joint venture), or
any member (if you are a limited
liability company).
b. Real Estate Manager

BUSINESS LIABILITY COVERAGE FORM
b. Coverage under this provision does not
apply to:
(1) "Bodily injury" or "property damage"
that occurred; or
(2) "Personal and advertising injury"
arising out of an offense committed
before you acquired or formed the
organization.

4. Operator Of Mobile Equipment
Any person (other than your "employee" or
"volunteer worker"), or any organization
while acting as your real estate manager.
c. Temporary Custodians Of Your
Property
Any person or organization having proper
temporary custody of your property if you
die, but only:
(1) With respect to liability arising out of the
maintenance or use of that property: and
(2) Until your legal representative has
been appointed.
d. Legal Representative If You Die
With respect to "mobile equipment" registered in
your name under any motor vehicle registration
law, any person is an insured while driving such
equipment along a public highway with your
permission. Any other person or organization
responsible for the conduct of such person is
also an insured, but only with respect to liability
arising out of the operation of the equipment, and
only if no other insurance of any kind is available
to that person or organization for this liability.

However, no person or organization is an insured
with respect to:
a. "Bodily injury" to a co-"employee" of the
person driving the equipment; or
Your legal representative if you die, but b. "Property damage" to property owned by, only with respect to duties as such. That rented to, in the charge of or occupied by representative will have all your rights and you or the employer of any person who is an insured under this provision.duties under this insurance. e. Unnamed Subsidiary 5. Operator of Nonowned Watercraft Any subsidiary and subsidiary thereof, of
yours which is a legally incorporated entity
of which you own a financial interest of
more than 50% of the voting stock on the
effective date of this Coverage Part.

The insurance afforded herein for any
subsidiary not shown in the Declarations
as a named insured does not apply to
injury or damage with respect to which an
insured under this insurance is also an
insured under another policy or would be
an insured under such policy but for its
termination or upon the exhaustion of its
limits of insurance.

3. Newly Acquired Or Formed Organization
With respect to watercraft you do not own that
is less than 51 feet long and is not being used
to carry persons for a charge, any person is an
insured while operating such watercraft with
your permission. Any other person or
organization responsible for the conduct of
such person is also an insured, but only with
respect to liability arising out of the operation
of the watercraft, and only if no other
insurance of any kind is available to that
person or organization for this liability.

However, no person or organization is an
insured with respect to:
a. "Bodily injury" to a co-"employee" of the
person operating the watercraft; or
Any organization you newly acquire or form,
other than a partnership, joint venture or
limited liability company, and over which you
maintain financial interest of more than 50% of
the voting stock, will qualify as a Named
Insured if there is no other similar insurance
available to that organization. However:
a. Coverage under this provision is afforded
only until the 180th day after you acquire
or form the organization or the end of the
policy period, whichever is earlier; and
Form SS 00 08 04 05
b. "Property damage" to property owned by,
rented to, in the charge of or occupied by
you or the employer of any person who is
an insured under this provision.

6. Additional Insureds When Required By
Written Contract, Written Agreement Or
Permit
The person(s) or organization(s) identified in
Paragraphs a. through f. below are additional
insureds when you have agreed, in a written

DocuSign Envelope ID: 4C0E95AD-2084-4DCC-9814-CDF698622C38 BUSINESS UABILrrY COVERAGE FORM
contract, written agreement or because of a
permit issued by a state or political
subdivision, that such person or organization
be added as an additional insured on your
policy, provided the injury or damage occurs
subsequent to the execution of the contract or
agreement, orthe issuance of the permit.

A person or organization is an additional
insured under this provision only for that
period of time required by the contract,
, agreement or permit.

However, no such person or organization is an
additional insured under this provision if such
person or organization is included as an
additional insured by an endorsement issued
by us and made a part of this Coverage Part,
including all persons or organizations added
as additional insureds under the specific
additional insured coverage grants in Section
F. - Optional Additional Insured Coverages.
a. Vendors
Any person(s) or organization(s) (referred to
below as vendor), 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 vendofs
business and only if this Coverage Part
provides coverage for "bodily injury" or
"propedy damage" included within the
"products-completed operations hazard".
(1) The insurance afforded to the vendor
is subject to the following additional
exclusions:

This insurance 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 vendoG
(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 vendofs 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
i the vendor; or
(h) "Bodily injury" or "property
damage" arising out of the so!e
i 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:
(i) The exceptions contained in
Subparagraphs (d) or (f}; or
(ii) 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.
b. Lessors Of Equipment
(1) Any person or organization from
whom you lease equipment; but only
with respect to their liability for "bodily
injury", "property damage" or
"personal and advertising injury"
caused, in whole or in part, by your
maintenance, operation or use of
equipment leased to you by such
person or organization.'
Form SS 00 08 04 05