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HomeMy WebLinkAboutCM Canal Area Housing Preservation ServicesAGREEMENT FOR PROFESSIONAL SERVICES BY AND BETWEEN THE CITY OF SAN RAFAEL AND PLACEWORKS, INC. FOR SAN RAFAEL CANAL AREA HOUSING PRESERVATION SERVICES This Agreement is made and entered into as of AUg 4, 2023 (the "Effective Date"), by and between the CITY OF SAN RAFAEL, a chartered California municipal corporation (hereinafter "CITY"), and PLACEWORKS, INC., a California corporation (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. WHEREAS, the CITY is the recipient of a Local Early Action Planning (LEAP) grant secured to assist the City in analyzing risk to housing related to sea level rise and other hazards; and B. WHEREAS, the CONSULTANT has demonstrated through its statement of qualifications and prior work for other cities that it can provide the services requested by the CITY, 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 August 1, 2023 ("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, for a total amount not to exceed $62,000. It is understood and agreed by the parties that payment of compensation hereunder for the Services rendered shall be made as follows: CONSULTANT shall submit monthly invoices to CITY Rev. 08.22 for review and approval, then CITY shall remit payment on each invoice directly to CONSULTANT within thirty (30) of receipt thereof. 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 December 31, 2023. 4. PROJECT COORDINATION. A. CITY'S Project Manager. The Climate Adaptation and Resilience Planner Kate Hagemann 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. Principal Bruce Brubaker 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. 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. 08.22 2 7. 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. 8. 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 REOUIREMENTS. 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' 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, 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 08.22 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 parry, under the terms and conditions of this Agreement, to the other parry. 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: 08.22 4 To CITY's Project Manager: Kate Hagemann, Climate Adaptation and Resilience Planner City of San Rafael 1400 Fifth Avenue San Rafael, CA 94901 15. INDEPENDENT CONTRACTOR. To CONSULTANT's Project Director: Bruce Brubaker, Principal P1aceWorks, Inc. 2040 Bancroft Way, Suite 400 Berkeley, CA 94704 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 08.22 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. [Signatures are on the following page. ] 09.22 6 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. CITY OF SAN RAFAEL: Chkk AGr'(,oilkh G istine Al ilovich (Aug 4, 2023 06:22 PDT) CRISTINE ALILOVICH, City Manager APPROVED AS TO FORM: Office of the City Attorney By: GENEVIEVE COYLE, Assistant City Attorney ATTEST: City Clerk arma.0, NcuIsui ('&g) Brcnna NUIMI (IV; Iaun 7. 202309: 5 PDT LINDSAY LARA, City Clerk 08.22 7 CONSULTANT: PlaceWorks, Inc. By: Name: Title: Keith McCann CEO/CFO [If CONSULTANT is a corporation, add signature of second corporate officer] PlaceWorks, Inc. By: Name: fndal W. Ja kso Title: President 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. Rev. 08.22 A-1 PLACEWORKS August 1, 2023 Kate Hagemann Climate Adaptation and Reslience Planner City of San Rafael 1400 Fifth Avenue, San Rafael 94901 Subject: San Rafael Canal Area Affordable Housing Preservation —Scope of Work and Budget Dear Kate: Following is PlaceWorks' proposal for use of existing funds for the Canal Area Affordable Housing Preservation project. This proposal is the result of discussions we have had with you, your team, and internal discussions. I am the leader of our Urban Design practice in Northern California and a registered architect. Others involved include Tammy Seale and Eli Krispi, leaders of our Climate Action and Resiliency practice, Rob Mazur, leader of our GIS practice, and Allison Giffin, Senior GIS Analyst. Allison will serve as Project Manager. She previously worked for the City of San Rafael, is well versed at integrating field research into online mapping tools and will serve as GIS Analyst throughout the project. An additional team member is Marc Steyer of Tipping Structural Engineers (Tipping), and his associates. Tipping will be a subconsultant to PlaceWorks for this project. They will provide input on existing construction conditions, including risk factors, and will lead the field survey work. Understanding of the Project The overall goal is to utilize existing grant funding to best further the goal of affordable housing preservation in the Canal Area of San Rafael. There are ongoing and future planning efforts taking place for the Canal Area, and the best use for these funds would be to collect data and provide analysis on a neighborhood and parcel scale. This will enable follow-up planning efforts to have a meaningful set of data points to discuss with the community and for future decision -making. The Affordable Housing Preservation work will not result in recommendations but will enable a better understanding of the issues. PLACEWORKS.COM • Orange County • Sacramento • Bav Area • Central Coast • Los Angeles • Inland Empire PLACEWORKS Scope of Work Task 1: Start-up Meeting and Project Management 1.1 Start-up Meeting The team will hold a start-up meeting with City staff to discuss tasks, expected deliverables and schedule. This meeting will also be an opportunity to discuss methods and goals of data collection. We anticipate the use of app-based data collection as described in Task 2 below. A draft list of risk factors for subject properties will be presented by PlaceWorks and Tipping and refined in this meeting. This list will be flexible and may need to be refined further in the field as data is collected and the relevancy of factors is tested. In addition, community engagement will be discussed to ensure the community is informed and can participate in the project, where appropriate. The City will take the lead on engagement efforts. 1.2 Project Management In this task, PlaceWorks will perform ongoing project management, including frequent check -ins with City staff, maintaining the schedule, and providing invoices monthly. Task 1 Deliverables: Start-up Meeting agenda, discussion materials and summary: monthly invoices Task 2: Data Collection, and Survey Map 2.1 Initial Data Collection and Processing PlaceWorks will collect all relevant input data for mapping and analysis, including but not limited to the following: parcel data with ownership and land/improvement value, flood risk and depth data, building footprint data with relevant characteristics like heights, square footages, and age of structures. The City will provide PlaceWorks with the City's relevant data, like building footprints with flood depth at each building, a resiliency assessment report from ABAG, Costar data if available and appropriate, and other relevant GIS data maintained by the City. PlaceWorks will enrich GIS parcel data with relevant source data, like level rise depth, coastal flooding, earthquake liquefaction and shaking scenarios, and soils. These key components will allow PlaceWorks to classify parcels by risk factors within the Canal Area of San Rafael. 2.2 Base Mapping All GIS layers gathered and processed in Task 2.1 will be displayed in an interactive web map hosted on the City's internal ArcGIS Online organization, with all the relevant base data displayed I Page 2 PLACEWORKS along with geo-enriched parcel and building data. City staff can use the web map as an ongoing resource in developing hazard and climate adaptation policies. 2.3 Parcel Survey App Development PlaceWorks will work with City staff and Tipping staff to develop a set of web -based and mobile app-based survey tools to facilitate Task 4 described below. The survey tool mobile application will enable Tipping and PlaceWorks staff to further enrich the GIS parcel and building data developed in task 2.1 by gathering additional parcel and building level data in -person, like presence of parking garages or residential units on the ground floor. The resulting geo-enriched parcel and building GIS datasets will be used to guide the development of adaptation policies/strategies based on current and future conditions. These data will be compiled into two categories: generalized data for properties throughout the study area; and more detailed data at the parcel level for properties with multifamily buildings. Task 2 Deliverables: Web Map application in ArcGIS Online containing the geo-enriched parcel layer and relevant base layers Task 3: Summary of Existing Climate Resilience and Adaptation Policies 3.1 Policy Review PlaceWorks' Climate Action and Resiliency team will review existing vulnerability assessments and related analyses and datasets to understand the risks in the Canal Area from hazards of significant concern. We expect that these hazards will include flooding (including inundation related to sea level rise), liquefaction and related seismic hazards, and contamination from hazardous materials. We will rely on local data sources to understand these risks, supplemented with regional and state information when needed. In addition, the Climate Action and Resiliency team will participate in discussions to help guide efforts for the Existing Data Collection and Organization task and the Field and Documents Review task. Task 3 Deliverables: Summary of relevant policies Task 4: Field / Document Review and Compilation Staff from Tipping and PlaceWorks will visit the Canal Area to review and assess existing residential structures on parcels within the Canal Area. Note: this assessment is for planning purposes only and will not be a full structural engineering review of structures. Assessments will be at a high level from viewing the structures from public right -of ways and review of publicly available information readily obtained from the San Rafael Building Department Archives. I Page 3 PLACEWORKS The goal of the assessment will be to classify each building on a scale relating to vulnerabilities for flooding and seismic events. For example, a building may have residential units on the ground floor, which creates greater risk of damage from flooding. Taller buildings with open structures on the ground floor ("soft stories") on the other hand, may be more susceptible to earthquake damage. The age of the building and building materials/configurations also may indicate certain types of risk. The criteria will be developed in coordination with City staff. The outcome will be data that can be sorted for different categories. For example, maps could be created showing all properties with ground floor units. We recommend a virtual meeting with the project team and City staff to review the area on Streetview prior to doing the physical assessment, to confirm the key features to look for during the assessment. This initial list of key features may need to be augmented depending on findings made during the assessment. This task includes one meeting with Canal Alliance and/or other community -based organizations to describe the goals for the project and create awareness of the project, prior to conducting the site visits. The meeting will be coordinated by City staff. We assume any additional outreach will be the responsibility of the City. 4.1 Sidewalk Survey Tipping will make visual observations of multifamily buildings in the Canal Zone from publicly accessible areas (sidewalks, streets, and other public rights of way). They will make visual observations about general building size, configuration, and structural systems. They will work with the project team to upload data observed on site directly into the geo-enriched parcel GIS layer developed by PlaceWorks in Task 2.3 using a phone or tablet in the field. They will augment the observations made on site with other information obtained from other publicly available information. Photos and attachments may be added as well. 4.2 Building Department Plans Review Based on the site observations, Tipping staff will augment findings by visiting the City of San Rafael Building Department to review existing building drawings of selected properties. We will prioritize the investigation and review of buildings where site observations are inconclusive, or where potential seismic deficiencies or risk seem especially pronounced. 4.3 Site Assessment Following visits to the site and building department, Tipping will review, compile, evaluate and summarize findings in coordination with the project team. 4.4 Information Compilation Tipping will provide a summary report of findings, including data organized in a database or GIS model as coordinated with the project team. In addition, PlaceWorks will create a data dictionary I Page 4 PLACEWORKS document describing the final data fields in the geo-enriched parcel dataset and their range of values. 4.5 Summary Word Document. PlaceWorks will work with Tipping to create a Summary Word Document describing the process, methodology, and summary of results from Task 4. This report may include static maps and graphics. It would likely be intended for internal use. Task 4 Deliverables: Spreadsheet with findings from a physical assessment of Canal Area buildings; Geo-Enriched Parcel Dataset Dictionary Word Document; Summary Word Document Optional Tasks Optional Task: Web -based Dashboard. As an optional task for additional budget, PlaceWorks would create a dynamic web -based 'dashboard' that summarizes important metrics from the geo-enriched parcel dataset and other sources. Dashboard metrics are automatically updated and refreshed any time the underlying dataset is edited, precluding the need to download spreadsheet versions of the dataset every time the data is updated. $3,000 additional. Optional Task: Rough Order of Magnitude (ROM) Costs. As an optional task for additional budget, Tipping would provide ROM cost info for vulnerability -related construction tasks. These costs would be based on data from similar projects. The cost info will not be precise for specific buildings and would be suitable for planning purposes only. $5,000 additional. Optional Task: Public facing Web Page. As an optional task for additional budget, PlaceWorks will develop a public -facing web page with narrative and interactive map components that walk the user through the data layers, zoom to points of interest, summarize important information with text and embedded graphics, and provides links to other resources and contact information. $Z500 additional. Proposed Schedule The work is expected to be complete by the end of September 2023. Note that optional tasks, if selected, would likely extend past the September endpoint. Cost Estimate The total budget needed for this project is $62,000, not including optional tasks. A detailed cost breakdown is provided on the following page. I Page 5 PLACEWORKS Acknowledgement We look forward to working with you to bring about the successful completion of this project. If you have any questions regarding the contents of this proposal, please feel free to contact me. Respectfully submitted, PlaceWorks Bruce Brubaker Principal I Page 6 Ti- °IOCrW ar s Tcom Canal Area Affordable Housing COST PROPOSAL - 08/01/2023 Si BCONSl1LT.ANi Brubaker Giffin Mazur Seale Krispi Deokule GRAPHICS Tipping Structural Engineers Project GIS tlimate Principalin- Manager/ Associate Climate Senior Urban 10% O•arp GIS Analyst Pranall it 9rtnrip4l Associate Oet•Iner PlaceWorks PlaceWorks 2% PlaceWorks 69Yvirmulunt 9at7ton401W1t Tow Tnit R9te: S250 $too $225 $2$0 $I10 S140 $130 "'I'm woe llpozlfes Total 64•kop Total ltrd9rn as + 1 Sum..DvRbr{ 4 2 2 2 12 SO $2•1 0 no S69 S759 S2,219 } Pr e�gt Ma+��m••e+t } ! 10 S!f "16 0 __ 50 SO $1.216 Twki 'S. fam. _4 u _ Z __ 7 T_ 0- 0_ _. _ _7! i ---1---- SM S7'SY iL,1is 1 �e•bw 04ta caul a64n0 P6^6 nsaffi 2 24 2 4 22 S107 SS.4S7 0 So SO $S.4S7 2 Base Mapping 16 2 4 26 $90 $4,500�, C. 9G $0 $4,580 3 P"5N 0 ►MODave00rtMnt 24 4 2 2 ! 40 SIW $7,140 506 $51 $556 $7,696 S337 $17.177 Si05 f31 SSS6 S17.733 ?sRy 4e.�ew 2 7 2 6 li VAR _ 0 _ SO SO 32AN 1 SMm4d Swvty 2 6 ! $29 SL489 7,2W S729 SS019 S9.5M } Building Departmenc Plans Review 2 2 $10 $510 2,960 $296 S3.2% S3.766 2 Sue Assessment2 8 $27 SL367 10.405 $1,049 $11,534 $12,901 R -farrsVb4n CW-9.400n •d 7 - 2 20 so $3.479 2.995 $300 29 S3,S 56,773 S SttmB•4N Wd000NTsnt 11 S36 51.9" 010 5131 $1.441 53-No 10 26 _ 0 0 P 3 49 $172 SS,792 SiS.040 S2.505 S2734S Su.117 Labor Hours Total 22 103 12 6 12 22 3 180 LMWDGNn Tow SS.S00 516,460 S2.700 S1,S00 $2410 $3.090 S390 Sf43 $32,213 52,111 S22AW S61,673 •. ... ••.+.•.+ a• t o •Da• 11-x 57•-. 7•. 3A Ti 12: Z.; PlaceWorks Reimbursable Expenses 5327 SuxOro.utr•ts' Re•rnpu•tabls t40pntet DFEP 5F5 TOTAL SE OPTIONALTASKS Web -based Dashboard $3,000 Rough order of Magnitude Costs $5.000 Public-faang Web Page $2,500 PLACEWORKS 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 ISO form CG20 0104 13. Rev. 08.22 B-1 3. Except for professional liability insurance or workers' compensation insurance, the insurance policies shall include, in their text or by endorsement, coverage for contractual liability and personal injury. 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. If the 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 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. 08.22 B-2 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 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: Sustainability, Project Manager: Kate Hagemann/Cory Bytof Extension: 415-256-5534 Contractor Name: PlaceWorks Contractor's Contact: Bruce Brubaker Contact's Email: bbrubaker@placeworks.com ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT DATE Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor n/a 7/31/2023 b. Email contract (in Word) and attachments to City Attorney c/o Laraine.Gittens@cityofsanrafael.org ❑X CB 2 City Attorney a. Review, revise, and comment on draft agreement 8/1/2023 and return to Project Manager 8/1/2023 ❑X NT b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor CIICic ur Lap 0 NT 3 Department Director Approval of final agreement form to send to a, contractor to enter a date. 4 Project Manager Forward three (3) originals of final agreement to 8/3/2023 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 $17S,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 8/3/2023 KH Attorney with printed copy of this routing form 7 City Attorney Review and approve hard copy of signed agreement 8 City Attorney Review and approve insurance in PINS , and bonds (for Public Works Contracts) 9 City Manager / Mayor Agreement executed by City Council authorized official 10 City Clerk Attest signatures, retains original agreement and forwards copies to Project Manager COSR Canal PSA-PlaceWorks final Final Audit Report 2023-08-07 Created: 2023-08-03 By: Laraine Gittens (laraine.gittens@cityofsanrafael.org) Status: Signed Transaction ID: CBJCHBCAABAAN6KYVY—llV3DahksaCsYBiRC-a6yPSF "COSR Canal PSA-PlaceWorks_final" History Document created by Laraine Gittens (laraine.gittens@cityofsanrafael.org) 2023-08-03 - 11:13:38 PM GMT- IP address: 199.88.113.8 P-4 Document emailed to Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) for signature 2023-08-03 - 11:17:19 PM GMT Email viewed by Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) 2023-08-03 - 11:31:53 PM GMT- IP address: 104.47.65.254 6o Document e-signed by Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) Signature Date: 2023-08-03-11:32:34 PM GMT - Time Source: server- IP address: 71.94.16.40 F41 Document emailed to cristine.alilovich@cityofsanrafael.org for signature 2023-08-03 - 11:32:36 PM GMT Email viewed by cristine.alilovich@cityofsanrafael.org 2023-08-04 - 1:20:28 PM GMT- IP address: 104.47.65.254 do Signer cristine.alilovich@cityofsanrafael.org entered name at signing as Cristine Alilovich 2023-08-04 - 1:22:08 PM GMT- IP address: 73.170.251.162 6o Document e-signed by Cristine Alilovich (cristine.alilovich@cityofsanrafael.org) Signature Date: 2023-08-04 - 1:22:10 PM GMT - Time Source: server- IP address: 73.170.251.162 El' Document emailed to Brenna Nurmi (brenna.nurmi@cityofsanrafael.org) for signature 2023-08-04 - 1:22:11 PM GMT Email viewed by Brenna Nurmi (brenna.nurmi@cityofsanrafael.org) 2023-08-07 - 4:04:34 PM GMT- IP address: 104.47.65.254 6o Signer Brenna Nurmi (brenna.nurmi@cityofsanrafael.org) entered name at signing as Brenna Nurmi (for) 2023-08-07 - 4:04:59 PM GMT- IP address: 172.15.15.145 Adobe Acrobat Sign 6© Document e-signed by Brenna Nurmi (for) (brenna.nurmi@cityofsanrafael.org) Signature Date: 2023-08-07 - 4:05:01 PM GMT - Time Source: server- IP address: 172.15.15.145 7- * Document emailed to brenna.nurmi@cityofsanrafael.org for approval 2023-08-07 - 4:05:04 PM GMT Email viewed by brenna.nurmi@cityofsanrafael.org 2023-08-07 - 4:05:43 PM GMT- IP address: 104.47.65.254 6© Signer brenna.nurmi@cityofsanrafael.org entered name at signing as Brenna Nurmi 2023-08-07 - 4:06:02 PM GMT- IP address: 172.15.15.145 6S© Document approved by Brenna Nurmi (brenna.nurmi@cityofsanrafael.org) Approval Date: 2023-08-07 - 4:06:04 PM GMT - Time Source: server- IP address: 172.15.15.145 Agreement completed. 2023-08-07 - 4:06:04 PM GMT 0 Adobe Acrobat Sign