HomeMy WebLinkAboutFD Signage Development ServicesAGREEMENT FOR PROFESSIONAL SERVICES
BY AND BETWEEN
THE CITY OF SAN RAFAEL
AND
LSA ASSOCIATES
FOR SIGNAGE DEVELOPMENT SERVICES
This Agreement is made and entered into as of
M",
y7 f �r _ _ (the "Effective
Date"), by and between the CITY OF SAN RAFAEL, a chartered California municipal corporation
(hereinafter "CITY"), and Leslie Stone, a sole proprietorship, dba Leslie Stone Associates (LSA)
(hereinafter "CONSULTANT"). CITY and CONSULTANT may be referred to individually as
a "Party" or collectively as the "Parties" or the "Parties to this Agreement."
RECITALS
A. CITY desires to secure professional services more fully described in this
Agreement, at Exhibit A, entitled "SCOPE OF SERVICES"; and
B. CONSULTANT represents that it, and its subcontractors, if any, have the
professional qualifications, expertise, and necessary licenses and desire to provide certain goods
and/or required services of the quality and type which meet objectives and requirements of CITY;
and
C. The Parties have specified herein the terms and conditions under which such
services will be provided and paid for.
NOW, THEREFORE, the parties hereby agree as follows:
AGREEMENT
SERVICES TO BE PROVIDED.
Except as otherwise may be expressly specified in this Agreement, CONSULTANT shall
furnish all technical and professional services, including labor, material, equipment,
transportation, supervision and expertise (collectively referred to as "Services") to satisfactorily
complete the work required by CITY at its sole risk and expense. Services to be provided to CITY
are more fully described in Exhibit A entitled "SCOPE OF SERVICES." CONSULTANT
acknowledges that the execution of this Agreement by CITY is predicated upon representations
made by CONSULTANT in that certain proposal, dated 0845RI42 ("Proposal") set forth in
Exhibit A, which constitutes the basis for this Agreement.
2. COMPENSATION.
In consideration for CONSULTANT's complete performance of Services, CITY shall pay
CONSULTANT for all materials provided and services rendered by CONSULTANT at the unit
rates and rates per hour for labor, as set forth in Exhibit A of$150.00_per hour, for a total amount
Rev. 08.22
not to exceed $18,425.00.
CONSULTANT will bill City on a monthly basis for Services provided by
CONSULTANT during the preceding month, subject to verification by CITY. CITY will pay
CONSULTANT within thirty (30) days of City's receipt of invoice.
3. TERM OF AGREEMENT.
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently
modified by a written amendment to this Agreement, the term of this Agreement shall begin on
the Effective Date of this Agreement and terminate on 04/01/2023.
4. PROJECT COORDINATION.
A. CITY'S Project Manager. Calvin Schrader is hereby designated the PROJECT
MANAGER for the CITY and said PROJECT MANAGER shall supervise all aspects of the progress
and execution of this Agreement.
B. CONSULTANT'S Project Director. CONSULTANT shall assign a single
PROJECT DIRECTOR to have overall responsibility for the progress and execution of this
Agreement for CONSULTANT. Leslie Stone is hereby designated as the PROJECT DIRECTOR
for CONSULTANT. Should circumstances or conditions subsequent to the execution of this
Agreement require a substitute PROJECT DIRECTOR, for any reason, the CONSULTANT shall
notify the CITY within ten (10) business days of the substitution.
5. TERMINATION.
A. Discretionary. Either party may terminate this Agreement without cause upon thirty
(30) days written notice mailed or personally delivered to the other party.
B. Cause. Either party may terminate this Agreement for cause upon fifteen (15) days
written notice mailed or personally delivered to the other party, and the notified party's failure to cure
or correct the cause of the termination, to the reasonable satisfaction of the party giving such notice,
within such fifteen (15) day time period.
C. Effect of Termination. Upon receipt of notice of termination, neither party shall
incur additional obligations under any provision of this Agreement without the prior written consent
of the other.
D. Return of Documents. Upon termination, any and all CITY documents or materials
provided to CONSULTANT and any and all of CONSULTANT's documents and materials
prepared for or relating to the performance of its duties under this Agreement, shall be delivered to
CITY as soon as possible, but not later than thirty (30) days after termination.
08.22
6. OWNERSHIP OF DOCUMENTS.
The written documents and materials prepared by the CONSULTANT in connection with
the performance of its duties under this Agreement, shall be the sole property of CITY. CITY may
use said property for any purpose, including projects not contemplated by this Agreement.
INSPECTION AND AUDIT.
Upon reasonable notice, CONSULTANT shall make available to CITY, or its agent, for
inspection and audit, all documents and materials maintained by CONSULTANT in connection with
its performance of its duties under this Agreement. CONSULTANT shall fully cooperate with CITY
or its agent in any such audit or inspection.
ASSIGNABILITY.
The parties agree that they shall not assign or transfer any interest in this Agreement nor the
performance of any of their respective obligations hereunder, without the prior written consent of the
other party, and any attempt to so assign this Agreement or any rights, duties or obligations arising
hereunder shall be void and of no effect.
9. INSURANCE REQUIREMENTS.
During the term of this Agreement, and for any time period set forth in Exhibit B,
CONSULTANT shall procure and maintain in full force and effect, at no cost to CITY insurance
policies with respect to employees and vehicles assigned to the performance of Services under this
Agreement with coverage amounts, required endorsements, certificates of insurance, and coverage
verifications as defined in Exhibit B.
10. INDEMNIFICATION.
A. Except as otherwise provided in subparagraph B of this section, CONSULTANT
shall, to the fullest extent permitted by law, indemnify, release, defend with counsel approved by
CITY, and hold harmless CITY, its officers, agents, employees and volunteers (collectively, the
"City Indemnitees"), from and against any claim, demand, suit, judgment, loss, liability or
expense of any kind, including but not limited to attorney's fees, expert fees and all other costs and
fees of litigation, (collectively "CLAIMS"), arising out of CONSULTANT'S performance of its
obligations or conduct of its operations under this Agreement. The CONSULTANT's obligations
apply regardless of whether or not a liability is caused or contributed to by the active or passive
negligence of the City Indemnitees. However, to the extent that liability is caused by the active
negligence or willful misconduct of the City Indemnitees, the CONSULTANT's indemnification
obligation shall be reduced in proportion to the City Indemnitees' share of liability for the active
negligence or willful misconduct. In addition, the acceptance or approval of the
CONSULTANT's work or work product by the CITY or any of its directors, officers or
employees shall not relieve or reduce the CONSULTANT's indemnification obligations. In the
event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding
arising from CONSULTANT'S performance of or operations under this Agreement,
08.22
CONSULTANT shall provide a defense to the City Indemnitees or at CITY'S option reimburse
the City Indemnitees their costs of defense, including reasonable attorneys' fees, incurred in
defense of such claims.
B. Where the services to be provided by CONSULTANT under this Agreement are
design professional services to be performed by a design professional as that term is defined under
Civil Code Section 2782.8, then, to the extent permitted by law including without limitation, Civil
Code sections 2782, 2782.6 and 2782.8, CONSULTANT shall indemnify and hold harmless the
CITY and its officers, officials, and employees (collectively City Indemnitees) from and against
damages, liabilities or costs (including incidental damages, Court costs, reasonable attorney's fees
as may be determined by the Court, litigation expenses and fees of expert witnesses incurred in
connection therewith and costs of investigation) to the extent they are caused by the negligence,
recklessness, or willful misconduct of CONSULTANT, or any subconsultants, or subcontractor
or anyone directly or indirectly employed by them, or anyone for whom they are legally liable
(collectively Liabilities). Such obligation to hold harmless and indemnify any indemnity shall not
apply to the extent that such Liabilities are caused in part by the negligence or willful misconduct
of such City Indemnitee.
C. The defense and indemnification obligations of this Agreement are undertaken in
addition to, and shall not in any way be limited by, the insurance obligations contained in this
Agreement, and shall survive the termination or completion of this Agreement for the full period
of time allowed by law.
11. NONDISCRIMINATION
CONSULTANT shall not discriminate, in any way, against any person on the basis of age,
sex, race, color, religion, ancestry, national origin or disability in connection with or related to the
performance of its duties and obligations under this Agreement.
12. COMPLIANCE WITH ALL LAWS.
CONSULTANT shall observe and comply with all applicable federal, state and local laws,
ordinances, codes and regulations, in the performance of its duties and obligations under this
Agreement. CONSULTANT shall perform all services under this Agreement in accordance with
these laws, ordinances, codes and regulations. CONSULTANT shall release, defend, indemnify and
hold harmless CITY, its officers, agents and employees from any and all damages, liabilities,
penalties, fines and all other consequences from any noncompliance or violation of any laws,
ordinances, codes or regulations.
13. NO THIRD PARTY BENEFICIARIES.
CITY and CONSULTANT do not intend, by any provision of this Agreement, to create in
any third party, any benefit or right owed by one party, under the terms and conditions of this
Agreement, to the other party.
0822 4
14. NOTICES.
All notices and other communications required or permitted to be given under this Agreement,
including any notice of change of address, shall be in writing and given by personal delivery, or
deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to
be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the
date of deposit with the United States Postal Service. Notice shall be given as follows:
To CITY's Project Manager:
�I':Sclv±ael�n
1400 Fifth Avenue
San Rafael, CA 94901
15. INDEPENDENT CONTRACTOR.
To CONSULTANT's Project Director:
Leslie Stone
8 David Court
San Rafael, CA 94901
For the purposes, and for the duration, of this Agreement, CONSULTANT, its officers,
agents and employees shall act in the capacity of an Independent Contractor, and not as employees of
the CITY. CONSULTANT and CITY expressly intend and agree that the status of
CONSULTANT, its officers, agents and employees be that of an Independent Contractor and not
that of an employee of CITY.
16. ENTIRE AGREEMENT -- AMENDMENTS.
A. The terms and conditions of this Agreement, all exhibits attached, and all documents
expressly incorporated by reference, represent the entire Agreement of the parties with respect to the
subject matter of this Agreement.
B. This written Agreement shall supersede any and all prior agreements, oral or written,
regarding the subject matter between the CONSULTANT and the CITY.
C. No other agreement, promise or statement, written or oral, relating to the subject
matter of this Agreement, shall be valid or binding, except by way of a written amendment to this
Agreement.
D. The terms and conditions of this Agreement shall not be altered or modified except
by a written amendment to this Agreement signed by the CONSULTANT and the CITY.
E. If any conflicts arise between the terms and conditions of this Agreement, and the
terms and conditions of the attached exhibits or the documents expressly incorporated by reference,
the terms and conditions of this Agreement shall control.
17. SET-OFF AGAINST DEBTS.
CONSULTANT agrees that CITY may deduct from any payment due to CONSULTANT
under this Agreement, any monies which CONSULTANT owes CITY under any ordinance,
agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or
other amounts.
18. WAIVERS.
The waiver by either party of any breach or violation of any term, covenant or condition of
this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any
other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation
of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent
acceptance by either party of any fee, performance, or other consideration which may become due or
owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation
by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance
or regulation.
19. COSTS AND ATTORNEY'S FEES.
The prevailing party in any action brought to enforce the terms and conditions of this
Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs
(including claims administration) and attorney's fees expended in connection with such action.
20. CITY BUSINESS LICENSE / OTHER TAXES.
CONSULTANT shall obtain and maintain during the duration of this Agreement, a CITY
business license as required by the San Rafael Municipal Code, and CONSULTANT shall pay any
and all state and federal taxes and any other applicable taxes. CITY shall not be required to pay for
any work performed under this Agreement, until CONSULTANT has provided CITY with a
completed Internal Revenue Service Form W-9 (Request for Taxpayer Identification Number and
Certification).
21. SURVIVAL OF TERMS.
Any terms of this Agreement that by their nature extend beyond the term (or termination) of
this Agreement shall remain in effect until fulfilled and shall apply to both Parties' respective
successors and assigns.
22. APPLICABLE LAW.
The laws of the State of California shall govern this Agreement.
23. COUNTERPARTS AND ELECTRONIC SIGNATURE.
This Agreement may be executed by electronic signature and in any number of counterparts,
each of which shall be deemed an original, but all of which together shall constitute one document.
Counterpart signature pages may be delivered by telecopier, email or other means of electronic
transmission.
v 0822
[Signatures are on the following page.]
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month
and year first above written.
APPROVED AS TO FORM:
Office of the City Attorney
4U.�)wj
By: E EV1EVE CONU,
AssistkKt City Attorney
CONSULTANT:
By: Leslie Stone
Name: Leslie Stone Associates
Title: Principal
[If CONSULTANT is a corporation, add
signature of second corporate officer]
ATTEST:
By:
City Clerk
Name:
Title:
nr LINDSAY LARA, City Clerk
fu
08.22
EXHIBIT A
SCOPE OF SERVICES
The Services to be performed for CITY by CONSULTANT under this Agreement are more fully
described in CONSULTANT's proposal, which is attached to this Exhibit A, except that Services
shall not include "Installation" services.
Rev. 08.22 A-1
Leslie Stone Associates
October 17, 2022
(rev. 11/18/22)
Calvin Schrader
City of San Rafael Fire Department
1375 Fifth Avenue
San Rafael, CA 94901
Dear Calvin,
At your request, I have created a proposed task list to develop the content, graphic
design, illustration, and fabrication of interpretive signs for the new San Rafael
Community Center Poll inator/Firescape Demonstration Garden.
The project will consist of three interpretive signs that give a general overview of fire -
wise plants and landscapes, plus eight small signs that would give specific information
about each plant or plant grouping. The larger signs would be about 24" x 36" and the
smaller signs would be about 10" x 16".
I have also included our original proposal and a little bit about our firm so that you
would have all this information in one place.
We are looking forward to working with you on this much-needed and exciting project.
Sincerely,
i
Leslie Stone, Principal
Leslie Stone Associates [LSA]
8 David Court
San Rafael, CA 94901
415-596-1216
Leslie Stone Associates
Scope of Work
Concept Development
LSA would work with staff to develop the overall storyline and content for the signs. We
would create drafts of the text and images for review and discussion. Our deliverable for
this phase will be a written interpretive content plan with suggestions for illustrations
and images. Staff would provide access to subject matter experts for assistance. We will
provide final edited text.
Illustration
LSA would work with an illustrator to create a consistent overall look. Rough drafts will
be reviewed and discussed by staff before final illustrations are created. Staff will provide
most of the reference material.
Graphic Design
LSA will design and create production -ready artwork for all signs, including
incorporating all illustrations, captions, and text. We will create a graphic prototype for
review and comment, and then apply that standard to the rest of the signs. Staff will
review and comment, with three rounds of reviews.
Fabrication
LSA can either consult with staff to choose their own fabricators, or provide fabrication
services (by a subcontractor). Graphic panel materials would be HPL (exterior -grade High
Pressure Laminate) and a simple frame or post.
Cost Estimate
Concept Development
$ 2,000
Illustration
$ 2,500
Graphic Design
$ 3,000
Fabrication
$10,000
Estimated California Sales Tax
$925
(on fabrication)
Total Estimate
$18,425
Note: LSA recommends that the client include a 20% contingency as a buffer against
unforeseen costs.
Leslie Stone Associates
Task List
Task 1 Project kickoff and project orientation
Review project documentation and content resources
One in-person site meeting: review plans with staff
Conduct content research: Interface with content experts
Develop interpretive content outline
Design preliminary graphic design for signage protypes
Deliver to client for review and comment
Task 2 Preliminary design and interpretive content development
Revise content outline and graphic prototypes per client feedback
Write first draft text for interpretive panels
Investigate sources for images to accompany text
Design schematics for panel frames and posts
Obtain preliminary cost estimates for signage fabrication
Deliver to client for review and comment
Task 3 Draft interpretive panel content and graphics
Revise draft text and image selection per client comments
Apply graphic design elements to each individual sign
Further develop draft images to accompany text
Finalize frame and panel design
Deliver to client for review and comment
Task 4 Final graphic design and text
Make final revisions to graphics and text
Create final illustrations, photos and other images
Two more rounds of minor client comments
Deliver final graphic design and text for fabrication
Task 5 Fabrication
Obtain final cost estimates from sign fabricator with approval from client
Oversee production of sign panels and frames
Deliver signs to site
Leslie Stone Associates
Leslie Stone Associates [LSA]
Who we are
Leslie Stone Associates [LSA] is an interpretive planning and design firm based in Marin County,
California, specializing in interpretive design, planning, and installation of educational exhibits and
learning environments in public spaces, including visitor centers, museums, parks, open spaces,
and trails. Our main body of work is in California. LSA has extensive experience in interpretive
planning and design projects throughout Yosemite as well as dozens of projects in parks,
museums, trails and visitors centers throughout California. All the projects showcased in our
portfolio represent work that LSA has completed as turn -key projects in natural environments —
from the initial interpretive planning process with multiple stakeholders and project teams to
design, writing and implementation.
LSA's interpretive design work can be also be found in the many areas of Yosemite National Park,
where we have been designing outdoor and indoor educational exhibits for the past 15 years. We
have been actively engaged in designing interpretive projects in and around the Greater San
Francisco Bay Area, the Central Coast, and southern California. Some highlights include work at
the Oakland Museum of California, the GGNRA, Wilder Ranch State Park Interpretive Center, Morro
Bay State Park Rotunda Exhibits, the Sanctuary Scenic Trail, Carmel River Parkway, Santa Cruz
Harbor Plaza, Monterey Bay National Marine Sanctuary, Crissy Field Center and Waysides, Muir
Woods, Mojave National Preserve Visitor Center, USGS Visitor Center, and Malibu Legacy Park. We
have worked with clients and stakeholders in multi -agency committees such as the Big Sur Land
Trust, Golden Gate National Parks Conservancy, Yosemite Conservancy, Yosemite Institute, Friends
of Santa Cruz State Parks, County of Santa Cruz, Monterey County Regional Parks, Caltrans,
Department of Fish and Game, USGS, Cities of Santa Rosa, Pinole, Albany, Pittsburg, Monterey,
Roseville and California State Parks.
To provide a unified visitor experience, LSA is skilled at designing exhibits to link interior and
exterior environments, often treating the entire environment as a seamless interpretive canvas.
Our exhibits are thematically connected and accessible to a wide range of audiences with varying
abilities. Our team is capable of working in diverse media, including graphics, industrial design,
sculpture, landscape, public art, interiors, architecture and urban design. We have extensive
knowledge of durable materials and general maintenance issues, and are very familiar with ADA
accessibility standards for exhibits.
Leslie Stone Associates
Our Clients and Collaborators
Federal and State Agencies
U.S. Departmentof the Interior
Bureau of Land Management
United States Geological Survey
National Park Service
Yosemite National Park
Mojave National Preserve
Muir Woods National
Monument
Golden Gate National
Recreation Area
Point Reyes National
Seashore
National Marine Sanctuaries
Redwood National Parks
U.S._ a_ep_.artment of Commerce
NOAA
U.S. Department of Agriculture
U.S. Forest Service
State of California
Caltrans
California Museum of
Science and Industry
California Department of
Parks and Recreation
Morro Bay State Park
Museum of Natural History
Santa Cruz State Parks
Regional Parks and Agencies
Santa Cruz Port District
City of Santa Cruz
County of Santa Cruz
Santa Cruz County RDA
Monterey Regional Parks District
East Bay Regional Parks
Foundations and Park Partners
The Yosemite Association
The Yosemite Conservancy
Golden Gate National Parks
Conservancy
National Parks Conservation
Association
Environment Now
Friends of Santa Cruz State Parks
Nonprofit Organizations
LandPaths
Architectural Foundation of San
Francisco
Communities for a Better
Environment
Common Ground Garden Program
YMCAs of San Francisco
Collaborators
The Office of Lawrence Halprin
Royston Hanamoto Alley and Abby
Whitson Engineering
Joni L. Janecki & Associates
Restoration Design Group
LandPeople
SSA Landscape Architects
Alumni Exhibits
Group Delphi, Inc.
KVO Industries
Fox Welding
MIG
5
Leslie Stone Associates
Sample Projects
Visitors Centers
Yosemite Valley Visitors Center
Yosemite Valley Wilderness Center
Wilder Ranch State Park Interpretive Center
Tuolumne Meadows Wilderness Center
Mojave National Preserve Visitor Center
USGS Western Regional Headquarters Visitor Center
Columbia State Historic Park Visitor Center
Museums
Oakland Museum of California
Morro Bay State Park Museum of Natural History
Yosemite Museum
California Museum of Science and Industry
Outdoor Environments
Malibu Legacy Park
Sea Level Rise Exhibit
Santa Cruz Harbor Beach Plaza
David Packard Interpretive Memorial in Monterey
Tuolumne Grove Trailhead
Tunnel View, Olmsted Point, Half Dome View, Glacier Point, Tenaya Lake
Merced River Flood Exhibit, Yosemite Valley
Trails
San Lorenzo River Plaza, Santa Cruz
MBNMS Monument at Hearst Castle
Monterey Bay Sanctuary Scenic Trail
Yosemite National Park Trails
Rosie the Riveter / Shipyard 3Trail / Bay Trail
Lower Yosemite Falls Trail
Mariposa Grove of Giant Sequoias
Crissy Field Waterfront Trail
Sonoma County Open Space
National Marine Sanctuary/ California Signage Plan
Santa Rosa Creek Greenway
Pinole Creek Trail
Walnut Creek/ Civic Park Walk
Tioga Road / Roadside Wayside Sign Program
Exhibit A
Leslie Stone <leslie��lsa-design.com{
To: Calvin Schrader
Hi Calvin,
You can use the hourly rate of $150.00.
Thanks,
Leslie
Leslie Stone I Pcincipa!
Leslie Stone Associates I learning land capes I e -.Mbit design I erFmonmental qr phlcs
B DavFd Cogirt San RafacP CA 44901 l 415 596 1210 J ►nvev19A-dES1Q100
(--� Reply r4 Forward
EXHIBIT B
INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth below,
CONSULTANT shall procure and maintain in full force and effect, at no cost to CITY insurance
policies with respect to employees and vehicles assigned to the performance of Services under this
Agreement with coverage amounts, required endorsements, certificates of insurance, and coverage
verifications as defined in this Exhibit B.
A. Scope of Coverage. During the term of this Agreement, CONSULTANT shall
maintain, at no expense to CITY, the following insurance policies:
1. Commercial general liability. A commercial general liability insurance
policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars
($2,000,000) aggregate, for death, bodily injury, personal injury, or property damage.
2. Automobile liability. An automobile liability (owned, non -owned, and hired
vehicles) insurance policy in the minimum amount of one million dollars ($1,000,000) per
occurrence.
3. Professional liability. If any licensed professional performs any of the
services required to be performed under this Agreement, a professional liability insurance policy in
the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars
($2,000,000) aggregate, to cover any claims arising out of the CONSULTANT's performance of
services under this Agreement. Where CONSULTANT is a professional not required to have a
professional license, CITY reserves the right to require CONSULTANT to provide professional
liability insurance pursuant to this section.
4. Workers' compensation. If it employs any person, CONSULTANT shall
maintain workers' compensation insurance, as required by the State of California, with statutory
limits, and employer's liability insurance with limits of no less than one million dollars
($1,000,000) per accident for bodily injury or disease. CONSULTANT's workers' compensation
insurance shall be specifically endorsed to waive any right of subrogation against CITY.
B. Other Insurance Requirements. The insurance coverage required of the
CONSULTANT in subparagraph A of this section above shall also meet the following requirements:
1. Except for professional liability insurance or workers' compensation
insurance, the insurance policies shall be specifically endorsed to include the CITY, its officers,
agents, employees, and volunteers, as additional insureds (for both ongoing and completed
operations) under the policies.
2. The additional insured coverage under CONSULTANT's insurance policies
shall be "primary and noncontributory" with respect to any insurance or coverage maintained by
CITY and shall not call upon CITY's insurance or self-insurance coverage for any contribution. The
"primary and noncontributory" coverage in CONSULTANT'S policies shall be at least as broad as
Rev. 0822 B-1
ISO form CG20 0104 13.
3. Except for professional
insurance, the insurance policies shall include,
contractual liability and personal injury.
liability insurance or workers' compensation
in their text or by endorsement, coverage for
4. By execution of this Agreement, CONSULTANT hereby grants to CITY
a waiver of any right to subrogation which any insurer of CONSULTANT may acquire against
CITY by virtue of the payment of any loss under such insurance. CONSULTANT agrees to
obtain any endorsement that may be necessary to effect this waiver of subrogation, but this
provision applies regardless of whether or not CITY has received a waiver of subrogation
endorsement from the insurer.
5. Ifthe insurance is written on a Claims Made Form, then, following termination
of this Agreement, said insurance coverage shall survive for a period of not less than five years.
6. The insurance policies shall provide for a retroactive date of placement
coinciding with the Effective Date of this Agreement.
7. The limits of insurance required in this Agreement may be satisfied by a
combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall
contain or be endorsed to contain a provision that such coverage shall also apply on a primary and
noncontributory basis for the benefit of CITY (if agreed to in a written contract or agreement) before
CITY'S own insurance or self-insurance shall be called upon to protect it as a named insured.
8. It shall be a requirement under this Agreement that any available insurance
proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or
limits shall be available to CITY or any other additional insured party. Furthermore, the requirements
for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or
(2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds
available to the named insured; whichever is greater. No representation is made that the minimum
insurance requirements of this Agreement are sufficient to cover the obligations of the
CONSULTANT under this Agreement.
9. CONSULTANT agrees to ensure that subcontractors, and any other party
involved with the Services, who is brought onto or involved in the performance of the Services by
CONSULTANT, provide the same minimum insurance coverage required of CONSULTANT,
except as with respect to limits. CONSULTANT agrees to monitor and review all such coverage
and assumes all responsibility for ensuring that such coverage is provided in conformity with the
requirements of this Agreement. CONSUTLANT agrees that upon request by CITY, all
agreements with, and insurance compliance documents provided by, such subcontractors and
others engaged in the performance of Services will be submitted to CITY for review.
- 10. CONSULTANT agrees to be responsible for ensuring that no contract used
by any party involved in any way with the Services reserves the right to charge CITY or
CONSULTANT for the cost of additional insurance coverage required by this Agreement. Any
08.22 B-2
such provisions are to be deleted with reference to CITY. It is not the intent of CITY to reimburse
any third party for the cost of complying with these requirements. There shall be no recourse
against CITY for payment of premiums or other amounts with respect thereto.
C. Deductibles and SIR's. Any deductibles or self-insured retentions in
CONSULTANT's insurance policies must be declared to and approved by the CITY and shall not
reduce the limits of liability. Policies containing any self-insured retention (SIR) provision shall
provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY
or other additional insured party. At CITY's option, the deductibles or self-insured retentions with
respect to CITY shall be reduced or eliminated to CITY's satisfaction, or CONSULTANT shall
procure a bond guaranteeing payment of losses and related investigations, claims administration,
attorney's fees and defense expenses.
D. Proof of Insurance. CONSULTANT shall provide to the PROJECT MANAGER
all of the following: (1) Certificates of Insurance evidencing the insurance coverage required in this
Agreement; (2) a copy of the policy declaration page and/or endorsement page listing all policy
endorsements for the commercial general liability policy, and (3) excerpts of policy language or
specific endorsements evidencing the other insurance requirements set forth in this Agreement.
CITY reserves the right to obtain a full certified copy of any insurance policy and endorsements from
CONSULTANT. Failure to exercise this right shall not constitute a waiver of the right to exercise it
later. The insurance shall be approved as to form and sufficiency by the CITY.
08.22 B-3
RAF,
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WITH F`'
CONTRACT ROUTING FORM
INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below.
TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER:
Contracting Department: Fire
Project Manager: Calvin Schrader Extension: 3457
Contractor Name: Leslie Stone Associates LSA
Contractor's Contact: Leslie Stone Contact's Email: leslie@lsa-design.com
❑ FPPC: Check if Contractor/Consultant must file Form 700
Step
RESPONSIBLE
DESCRIPTION
COMPLETED
REVIEWER
DEPARTMENT
a. Email PINS Introductory Notice to Contractor
DATE
Check/Initial
1
_
Project Manager
Click here to
enter a date.
b. Email contract (in Word) and attachments to City
9/29/2022
Attorney c/o Laraine.Gittens@cityofsanrafael.org
2
City Attorney
a. Review, revise, and comment on draft agreement 10/18/2022
and return to Project Manager 10/18/2022
® GC_
b. Confirm insurance requirements, create Job on
PINS, send PINS insurance notice to contractor
® GC
19
3
Department Director
Approval of final agreement form to send to
10/19/2022
contractor
Forward three (3) originals of final agreement to
10/19/2022
DW—
4
Project Manager
contractor for their signature
5
Project Manager
When necessary, contractor -signed agreement
X❑ N/A
agendized for City Council approval *
*City Council approval required for Professional Services
Agreements and purchases of goods and services that exceed
Or
$75,000; and for Public Works Contracts that exceed $175,000
Click here to
Date of City Council approval
enter a date.
PRINT
CONTINUE ROUTING PROCESS WITH HARD COPY
6
Project Manager
Forward signed original agreements to City
19{V-400=
Attorney with printed copy of this routing form
1 l I "Zt I
X CS
7
City Attorney
Review and approve hard copy of signed
I
agreement
Review and approve insurance in PINS, and bonds
I
8
City Attorney
(for Public Works Contracts)
V�
9
City Manager/ Mayor
Agreement executed by City Council authorized
official
Attest signatures, retains original agreement and
forwards
10
City Clerk
copies to Project Manager