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HomeMy WebLinkAboutFD Wildfire Response Playbook ServicesAGREEMENT FOR PROFESSIONAL SERVICES BY AND BETWEEN THE CITY OF SAN RAFAEL AND TAMARACK MANAGEMENT LIMITED LIABILITY COMPANY FOR WILDFIRE RESPONSE PLAYBOOK SERVICES This Agreement is made and entered into as of November 28, 2023 (the "Effective Date"), by and between the CITY OF SAN RAFAEL, a chartered California municipal corporation (hereinafter "CITY"), and Tamarack Management Limited Liability Company, a Hawaii Limited Liability Company (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 September 6, 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 Rev 08.22 CONSULTANT for all materials provided and services rendered by CONSULTANT a fixed fee, as further described in Exhibit A, in an amount of $54,732. CONSULTANT will bill City for Services provided by CONSULTANT, 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 June 30, 2024. 4. PROJECT COORDINATION. A. CITY'S Project Manager. Quinn Gardner 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. Tamara Chapman 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. 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. v 08.22 2 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. 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. 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. 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, v 08.22 3 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. 08.22 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: Quinn Gardner, Deputy Director of EM 1375 Fifth Avenue San Rafael, CA 94901 15. INDEPENDENT CONTRACTOR. To CONSULTANT's Project Director: Tamara Chapman, Owner 381 Kaholalele Rd Kapaa, Hawaii 96746 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, v 08 22 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 tern, 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. v0822 [Signatures are on the following page.] v 08 22 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. CITY OF SAN RAFAEL: CONSULTANT: Lae-1 O istine Alilovich (Nov 2B, 2023 07:01 PST) CRISTINE ALILOVICH, City Manager APPROVED AS TO FORM: Office of the City Attorney By: GENEVIEVE COYLE, Assistant City Attorney ATTEST: City Clerk `indsAY LG1rA :,re No, r.2oz3 tt:asPsr: LINDSAY LARA, City Clerk 08.22 8 By: Name: Tamara R. Chapm Title: Owner/Founder, Tamarack Management [If CONSULTANT is a corporation, add signature of second corporate officer] By: Name: Title: 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 Exhibit A TAMARACK MGMT Proposal for Wildfire Playbook To: Quinn Gardner Deputy Director of Emergency Management, City of San Rafael Quinn.Gardner(o)cityofsanrafael.org Sent via electronic mail From: Tamara (Tammy) Chapman Tamarack Management (MGMT) 831-239-3480 tammvCa)tamarackmgmt.com Date: September 6, 2023 RE: Quote for wildfire response handbook Dear Quinn, Thank you for the opportunity to allow Tamarack Management (MGMT) to offer this updated quote to the city of San Rafael for planning services. After our recent conversation, we understand that the goal is to develop a Wildfire Playbook, with the option to conduct accompanying training on the plan that focuses on evacuation and alert and warning procedures. This revised quote scales down our price point for the training relative to the quote we provided on July 31, 2023. 1 cannot overstate my appreciation for your invitation to provide this quote. Please don't hesitate to reach out to discuss this further. I am available at tammv(o)tamarackmgmt.com and 831-239-3480. With my warmest thanks and best regards, Tamara (Tammy) Chapman Owner/Founder Tamarack MGMT Exhibit A TAMARACK .0., Scope of Work Tamarack MGMT would be honored to support the development of the City of San Rafael's Wildfire Response Playbook. This section will outline the scope of work that we believe aligns with the program's needs. Tamarack MGMT would be happy to revise or provide additional details based on the City of San Rafael review and feedback. Develop a wildfire response plan (Wildfire Playbook) • Tamarack MGMT will work with the City of San Rafael to document: o Clear activation triggers. o Functions of response. o Staffing capabilities. o Partner coordination. o Clear roles and responsibilities. • Tamarack MGMT will take into account the goal of the City of San Rafael to include the following topics as a part of the response plan: o Alert and Warning o Evacuation o ICP/EOC Interface • Tamarack MGMT will conduct in -person two (2) working sessions of two (2) to four (4) hours each in support of the plan development to ensure that the materials accurately reflect the capabilities and understanding of the City of San Rafael. These working sessions will incorporate all relevant stakeholders, including City personnel, County partners, and other jurisdictions, as necessary. • Tamarack MGMT will develop an outline and one (1) first draft for the City of San Rafael to review and comment on, as well as the final version of the document in both Word and PDF formats. Develop and conduct training Tamarack MGMT will develop training to improve the City of San Rafael and its partners' understanding of the response capabilities and expectations. Materials for the training will include: o Presentation materials, such as slides. o Handouts or other visual aids. o Logistical support materials such as sign -in sheets and invitation management (e.g., online registration, event flyer). The interactive training will be based on the Wildfire Playbook described above and will focus on facilitating learners' understanding of the Playbook, including personnel roles and responsibilities. Learning objectives for the training will include: o Participants will gain familiarization with the new plan, including structure of the plan, how to access it, and what types of information it contains. o Participants will identify gaps in the plan or activities that can be added to improve plan reference and usability. o Participants will be able to identify their own roles and responsibilities as assigned in the plan. o Participants will understand the coordination efforts expected between the EOC and ICP during a response. o Participants will build on existing activation skills to improve overall performance in all threat types of response. Tamarack MGMT will offer in -person training for EOC staff. o Training will be offered one (1) time for up to two (2) hours. 2 Exhibit A TAMARACK MGMT o Training attendees will include City personnel, including field staff and EOC responders. o Training materials will be designed so that they can be replicated in the future and can be conducted for internal training by the emergency management staff. Provide project management services Tamarack MGMT will provide project management services throughout the duration of the project. Project management services include, but are not limited to: o Hosting an administrative kickoff meeting. o Developing a project management plan. o Regular progress reporting. o Managing calendar invitations for and hosting regular meetings with the San Rafael project manager and other project stakeholders. o Review of existing documents, plans, policies, and procedures. Timeline and Deliverables Tamarack MGMT is offering the following timeline in support of the overall project. This timeline will be discussed and finalized as a part of the administrative kick-off meeting at the beginning of the project. Month Deliverables Meetings Month 1 Project management plan Administrative kickoff meeting (September 2023) Monthly project reporting Project kickoff meeting with key Playbook stakeholders Wildfire Playbook outline Month 2 Working session #1 (October 2023) Graphic mockup Ad hoc meeting(s) with key Playbook stakeholders Monthly project reporting Month 3 Monthly project reporting Working session #2 (November 2023) Ad hoc meeting(s) with key Playbook stakeholders Month 4 Monthly project reporting Ad hoc meeting(s) with key Playbook stakeholders (December 2023) Month 5 Monthly project reporting Ad hoc meeting(s) with key Playbook stakeholders (January 2024) Month 6 Draft Wildfire Playbook Ad hoc meeting(s) with key Playbook stakeholders (February 2024) Monthly project reporting Ad hoc meeting(s) with key Playbook and training Month 7 Training materials outline (March 2024) Monthly project reporting stakeholders Ad hoc meeting(s) with key Playbook and training Month 8 Final Wildfire Playbook (April 2024) Draft training materials stakeholders Monthly project reporting Month 9 Final training materials Ad hoc meeting(s) with key training stakeholders (May 2024) Monthly project reporting Training Exhibit A a a TAMARACK Budget Tamarack MGMT offers all of these services combined at a firm fixed price of $54,732 with an anticipated 9-month period of performance. We present the costs in a menu format should the City of San Rafael move forward with only a subset of the activities described in this proposal. We are amenable to adjusting the approach and price point for any given component upon consultation with the City of San Rafael project manager to meet the available budget needs. Our budget breakdown includes labor, operating costs/overhead, taxes, travel, and materials and is subject to change based on the final scope of work. This quote is valid for sixty (60) days from the submission date. As part of our project planning kick-off meeting, we will identify specific billing milestones in collaboration with the San Rafael project manager. Develop a wildfire response plan (Wildfire Playbook) ' $42,079 Develop and conduct training I $12,453 Total) $54,732 Assumptions • Once project scope and objectives are established, they will serve as the foundation for all planning. Any later changes to the scope and objectives resulting in the need for significant revisions to the work plan may require revisiting the overall project scope and price. • The client will assign a primary point of contact to serve as a project sponsor to address administrative and functional project issues. • Tamarack MGMT will provide use of its teleconference/webinar platform, as well as project document storage in Basecamp. All project stakeholders will be expected to provide their own telecommunications equipment to participate in meetings. • The client will provide Tamarack MGMT with written plans, policies, procedures, graphics/visuals, and templates associated with the topics described in this proposal. • The client is responsible for providing any necessary legal reviews throughout the duration of the project. • The scope of work described in this proposal does not include gathering public input. • This proposal does not include any survey development or distribution. Should the need or desire for a survey emerge, Tamarack MGMT can work with the client to determine if and how it might substitute for another activity or be provided at an additional cost. • The timeline requested for this work is contingent on the availability of personnel to participate in working sessions and training, as well as the availability of the project sponsor to provide timely feedback on deliverables. • Except for in -person events, we will provide all materials described in this proposal electronically. • Tamarack MGMT will provide hard copies of materials for the in -person meetings and the training, including agendas and sign -in sheets. • Tamarack MGMT can support up to two (2) in -person working sessions and one (1) training across the duration of the project with up to two (2) staff members present in person. Other Exhibit A d Im TAMARACK Tamarack MGMT personnel may join in -person meetings remotely. All other project meetings will be held remotely. • The client will provide meeting room space to conduct the in -person meetings and training; Tamarack MGMT will otherwise conduct work off -site. • This quote also does not include food/beverages for meeting or training participants. Tamarack MGMT can provide some logistical support in arranging for any event catering but is not responsible for direct costs. • If needed, the client and/or participating stakeholders will provide any necessary audio/visual equipment —potentially including a microphone and speakers —for the meetings and training if they require this type of support. • The client is responsible for any media management and public information associated with any meetings or other aspects of this project. • This price does not cover security costs, should security be required for any in -person town hall or other events. 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 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 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. Professional -Services -Agreement - Tamarack Wildfire Playbook - TRC Signed 112023 Final Audit Report Created: 2023-11-21 By: Thomas Wong (Thomas.Wong@cityofsanrafael.org) Status: Signed Transaction ID: CBJCHBCAABAAV-UP-kEr46N316O-WyX8DA7RL5V6k86M 2023-11-28 "Professional -Services -Agreement - Tamarack Wildfire Playbook - TRC Signed 112023" History Document created by Thomas Wong (Thomas.Wong@cityofsanrafael.org) 2023-11-21 - 0:55:23 AM GMT- IP address: 199.88.113.8 E-'' Document emailed to Laraine Gittens (laraine.gittens@cityofsanrafael.org) for approval 2023-11-21 - 0:56:24 AM GMT Email viewed by Laraine Gittens (laraine.gittens@cityofsanrafael.org) 2023-11-21 - 0:57:28 AM GMT- IP address: 104.47.65.254 6p Document approved by Laraine Gittens (laraine.gittens@cityofsanrafael.org) Approval Date: 2023-11-21 - 0:57:58 AM GMT - Time Source: server- IP address: 199.88.113.8 E-y Document emailed to Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) for signature 2023-11-21 - 0:58:00 AM GMT in Email viewed by Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) 2023-11-27 - 5:09:49 PM GMT- IP address: 104.47.64.254 �® Document e-signed by Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) Signature Date: 2023-11-27 - 5:11:08 PM GMT - Time Source: server- IP address: 199.88.113.8 P-4 Document emailed to city.clerk@cityofsanrafael.org for approval 2023-11-27 - 5:11:10 PM GMT Email viewed by city.clerk@cityofsanrafael.org 2023-11-27 - 5:12:38 PM GMT- IP address: 104.47.64.254 lS© Signer city.clerk@cityofsanrafael.org entered name at signing as Brenna Nurmi 2023-11-27 - 5:14:07 PM GMT- IP address: 199.88.113.8 a Adobe Acrobat Sign 6o Document approved by Brenna Nurmi(city.clerk@cityofsanrafael.org) Approval Date: 2023-11-27 - 5:14:09 PM GMT - Time Source: server- IP address: 199.88.113.8 17''y Document emailed to cristine.alilovich@cityofsanrafael.org for signature 2023-11-27 - 5:14:11 PM GMT Email viewed by cristine.alilovich@cityofsanrafael.org 2023-11-28 - 5:54:25 AM GMT- IP address: 174.249.148.15 do Signer cristine.alilovich@cityofsanrafael.org entered name at signing as Cristine Alilovich 2023-11-28 - 3:01:25 PM GMT- IP address: 73.170.251.162 6o Document e-signed by Cristine Alilovich (cristine.alilovich@cityofsanrafael.org) Signature Date: 2023-11-28 - 3:01:27 PM GMT - Time Source: server- IP address: 73.170.251.162 C-7y Document emailed to city.clerk@cityofsanrafael.org for signature 2023-11-28 - 3:01:29 PM GMT Email viewed by city.clerk@cityofsanrafael.org 2023-11-28 - 4:00:10 PM GMT- IP address: 172.15.15.145 60 Signer city.clerk@cityofsanrafael.org entered name at signing as Lindsay Lara 2023-11-28 - 8:45:53 PM GMT- IP address: 199.88.113.8 6o Document e-signed by Lindsay Lara(city.clerk@cityofsanrafael.org) Signature Date: 2023-11-28 - 8:45:55 PM GMT - Time Source: server- IP address: 199.88.113.8 Agreement completed. 2023-11-28 - 8:45:55 PM GMT Q Adobe Acrobat Sign