HomeMy WebLinkAboutPW Service Level Agreement; Task Order No. 102 On-going Support forCity's Traffic Signal SystemCity of San Rafael
SERVICE LEVEL AGREEMENT
DATED MARCH 13, 2024
WITH ADVANCED MOBILITY GROUP
TASK ORDER NO. 102
Subject title: On -going Support for City's Traffic Signal System
Task Order Amount: $70,000
THIS TASK ORDER is entered into on 3/22/2024 between the City of San Rafael,
a municipal corporation ("City"), and Advanced Mobility Group, ("Contractor").
RECITALS
A. The City and Contractor (as may be identified as "Consultant" in the original Agreement) have
entered into a Service Level Agreement ("Agreement") dated March 13, 2024 under which
Contractor has agreed to perform certain contract services for the City; and
B. Pursuant to the terms of the Agreement, the City wishes Contractor to perform certain tasks as set
forth in this Task Order, which constitute the Work;
NOW, THEREFORE, City and Contractor agree as follows:
AGREEMENT
1. Scope of services. Contractor shall provide any and all of the services set forth in Exhibit A of
this Task Order, for an amount not to exceed the Task Order Amount, identified above, as directed by the
City.
Joy Bhattacharya shall be the Project Manager for Contractor for this Task Order. Additional contract
services may be performed by other Contractor staff with prior notice and approval by City.
a. City's duties. The City will:
(1) Determine the scope of services, as set forth in Exhibit A.
(2) Make available work plans and specifications and other City data related to the project,
including full information as to the City's requirements.
(3) Designate Nhat Phan, or their designee as the person at the City responsible for
monitoring performance under this Task Order.
b.Contractor duties. The Contractor will:
(1) Provide and perform tasks identified in Exhibit A, Scope of Services.
(2) Provide miscellaneous services related to the Work and not stipulated elsewhere in this
Task Order, when requested by the City in writing. A Task Order Amendment is
required if these additional services cannot be performed within the Task Order budget.
Date of completion; Work howl estimate; Cost estimate and budget; Fee schedule: Costs are not -
Rev. March 2024
City of San Rafael Service Level Agreement
Task Order
to -exceed stated Task Order Amount in this Task Order. See Exhibit A for Work and fee schedule details.
Authorization to proceed.
The City will give Contractor authorization to proceed with the work specified in this Task Order only after
Contractor submits updated insurance certificates and endorsements, in accordance with the Agreement.
Service Level Agreement terms; Conflicts.
Except as expressly otherwise provided herein, all terms of the Agreement shall apply to Contractor in the
perfonnance of work pursuant to this Task Order. If there is a conflict between this Task Order and the
Agreement, this Task Order shall control.
Amendment of Task Order; Conflicts.
Except as provided in Section 1(b)(2) above, this Task Order may not be modified except by an Amended
Task Order executed and approved in the same manner as the Task Order.
6. Signatures. The parties have executed this Task Order, as of the date first written above.
2
Rev. March 2024
C
City of San Rafael Service Level Agreement
Task Order
CITY OF SSAN RAFAEL
,QR
By: Cristme Ali lovith(Mar 22, 202422:06 PDT;
Cristine Alilovich, City Manager
Reviewed By
By:Le `?-�A
Genevieve Coyle, Assistant City Attorney
Exhibits:
A Scope of work
Rev. March 2024
CONTRACTOR
By:
Name: Joy Bhdttachdryd
Title: Vice President
(if Contractor is a corporation, add signature
of second corporate officer)
By: r
Name: Beth Clement
Title: Corporate Board Secretary
Exhibit A ADVANCED
AMG MOBILITY
GROUP
July 25, 2023
Nhat Phan
Traffic Engineer
City of San Rafael
Email: Nhat.Phan@cityofsanrafael.org
Subject: Proposal for Providing On -Going Support for the City's Traffic Signal
System
This letter details the professional services that Advanced Mobility Group (AMG) will provide in
timely and efficient manner to assist the City of San Rafael staff with on -going support to
manage the City's traffic signal system. The tasks anticipated as part of this proposal are
summarized below:
ON -GOING SUPPORT
• AMG will schedule bi-weekly coordination meetings with City staff to discuss traffic signal
system related topics.
• AMG will monitor the traffic signal coordination and progression on all corridors
connected to the City's central system (Centracs) and recommend signal timing updates to
improve traffic flow for all peak periods as needed.
• AMG will prepare new traffic signal timing plans and update existing traffic signal timing
plans as -needed.
• AMG will review existing minimum timing parameters and locations that will benefit from
LPI (Leading Pedestrian Interval), volume -density settings such as vehicle extension and
minimum gap intervals to ensure adequateness and consistency per the latest CA MUTCD
and City standards on an as -needed basis.
• AMG will assist the City in implementing the proposed traffic signal timings remotely
through the Centracs platform.
• AMG will conduct travel runs in the field to fine-tune the offsets along the corridor as
needed to improve traffic progression.
• AMG will monitor signal performance through Miovision cameras as well as the City's
ATSPM system, Centracs Mobility.
• AMG will coordinate with Econolite to resolve any Centracs system issues.
• AMG will monitor, report, and identify detection failures through the Centracs system
• AMG will respond to signal related resident complaints and find solutions to resolve the
issue. AMG will provide solutions and assist in implementing the recommended
modifications to the signal system.
Advcnced Mobility Group 1 3003 Oak Rd. Suite 100, Walnut Creek, Ca. 94597 1 P: 925.322.9921
www.amobility.com
ADVANCI
Page 2 of 2 AMG MOBILITY
O
June 5, 2023 GROUP
Reference: Proposal for Providing On -Going Support for the City's Traffic Signal System
LEVEL OF EFFORT
The level of effort for providing on -going support for the City's traffic signal system is a not -to -
exceed amount of $70,000. AMG is excited to continue supporting the City of San Rafael with
traffic engineering needs. Please let me know if there are any questions or you need further
clarifications.
Best regards,
/i1
Joy Bhattacharya, PE, PTOE
Advanced Mobility Group
6oy5amobility.com
(415) 688-0024
ADVANCED
MOBILITY AMG Billing Rate Table 2024
AMGGROUP
Employee
Title
Hourly Billing Rate
Akkawi, Ray
Senior Principal, Program Management
300.00
AbuAmara, Amin
Senior Project Enginer
245.00
Au, Steve
Associate Engineer
170.00
Behbahani, Kasra
Senior Project Manager
215.00
Bhattacharya, Joy
VP, Innovative Transportation Systems
300.00
Boog, Matthew
Traffic Signal Specialist
120.00
Clement, Beth
Project Controls Specialist
165.00
Clement, Carl
Engineering Technician
115.00
Decool, Karen
Project Administrator
140.00
Dutra-Roberts, Corinne
Mobility Solutions Advisor
250.00
Flores, Andrea
Transportation Engineering
120.00
Furger, Rob
Data Scientist
120.00
Furger, Frank
Project & Program Management
350.00
Higbee, Chris
Senior Project Engineer
185.00
Hinkamp, James
Transit Planner
165.00
Kellinger, Clay
Systems Engineer
120.00
Mueller, Malinda
Project Coordinator
100.00
Mueller, Michael
Project Coordinator
100.00
Pannala, Vasavi
Project Manager
240.00
Quiroga-Clement, Rose
Project Administrator
115.00
Rahimzadeh, Radin
CAV/Smart Cities Specialist
140.00
Raie, Rafat
Principal
265.00
Ramos, Christina
Senior Project Analyst
165.00
Riker, Kirsten
Project Manager
180.00
Sabiniano, Ryan
Lead CAD Drafter
120.00
Shamskhou, Habib
President
350.00
Sotoudeh, Shahin
CAV Technology Manager
190.00
Talbert, Laurie
Project Manager
175.00
Thnay Hu, Christopher
Senior Principal
275.00
Wiggins, Christopher
Senior Inspector
145.00
Yari, Shabnam
Senior Traffic Engineer
205.00
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: Public Works
Project Manager: Shannon Mackie (for Nhat Phan) Extension: 3353
Contractor Name: Advanced Mobility Group
Contractor's Contact: Joy Bhattacharya Contact's Email:joy@amobility.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
Click: here to
❑
enter a date.
b. Email contract (in Word) and attachments to City
3/19/2024
Attorney c/o Laraine.Gittens@cityofsanrafael.org
®SM
2
City Attorney
a. Review, revise, and comment on draft agreement
3/20/2024
and return to Project Manager
3/20/2024
® NT
b. Confirm insurance requirements, create Job on
PINS, send PINS insurance notice to contractor
M NT
3
Department Director
Approval of final agreement form to send to
3/20/2024
❑x AM
contractor
4
Project Manager
Forward three (3) originals of final agreement to
Click here to
❑
contractor for their signature
enter a date.
5
Project Manager
When necessary, contractor -signed agreement
❑ 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
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
Attest signatures, retains original agreement and
10
City Clerk
forwards copies to Project Manager
City of San Rafael Service Level Agreement
SERVICE LEVEL AGREEMENT
BY AND BETWEEN
THE CITY OF SAN RAFAEL
AND
ADVANCED MOBILITY GROUP
For Professional Services
THIS AGREEMENT is entered into as of Mar 13, 2024 ("Effective Date") between the City
of San Rafael, a California municipal corporation ("City"), and Advanced Mobility Group ("Consultant").
The City and Consultant may be referred to individually as a "party" or collectively as the "parties".
RECITALS
A. The City wishes to contract for the provision of professional services, as described in
individual "Task Orders" to be issued by the City during the Term of this Agreement.
B. Consultant represents that it, and its subcontractors, if any, have the professional
qualifications, expertise, and necessary licenses and desire to provide professional services of the quality
and type which meet objectives and requirements of the City and that are within the scope of services to
be performed under this Agreement.
NOW, THEREFORE, in consideration of the terms and conditions contained in this Agreement,
the City and Consultant agree as follows:
AGREEMENT
1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall
provide the professional services, to include transportation design engineering, as requested and described
in a Task Order issued for such services by the City, and shall coordinate activities so the project that is
the subject of each Task Order is completed according to the City's requirements.
a. Task Orders. It is understood and agreed that each Task Order shall list the scope
of services to be performed, the schedule for performance, any special conditions, and the form,
amount, and conditions of compensation for services. A Task Order is effective only when
signed by authorized representatives of Consultant and the City. The City shall designate a
Project Manager who shall be fully acquainted with the project and have authority within the
limits of City policy to render decisions promptly. Each Task Order, when issued, shall become a
part of and incorporated into this Agreement.
The City will cooperate with Consultant and provide reasonable access to the site. Upon
written request, the City shall provide all reasonably available information including reports,
preliminary plans, maps, surveys, and other related information regarding its requirements for a
project that is the subject of a Task Order. Consultant may reasonably rely on the accuracy and
completeness of the information provided.
b. Performance. Consultant shall perform the services described in the Task Order.
The time of performance of the services under this Agreement is important to the City, and all
time deadlines identified in the Task Order shall be strictly construed.
Rev. Jan. 2023 Pagel of 8
City of San Rafael Service Level Agreement
2. Compensation and Payment.
a. Compensation. As consideration for services, City agrees to pay Consultant, and
Consultant agrees to accept from City as full compensation for the services, a fee that does not
exceed the total budgeted amount detailed in each Task Order. Each Task Order may reflect
either a fixed fee amount or an hourly rate. The rates shall include all direct and indirect charges
to each Task Order, except as noted in the Task Order. Consultant may not adjust their hourly rate
schedule more than once annually, such adjustment to be approved by the City in Task Order(s).
b. Pavment. Consultant shall bill City monthly, and City agrees to pay the invoice
within 30 days of receipt. Each payment shall be for the invoiced amount, with no retention.
3. Term; Termination.
a. Term. The term of this Agreement shall be three (3) years beginning on the
Effective Date of this Agreement.
b. Ternrination. Either party may terminate the Agreement by giving seven days
written notice to the other party. If City sends a termination notice, Consultant shall stop work at
the stage directed by the City, and shall deliver all drawings, specifications, and documentation
developed as of that time. Consultant shall accept as full payment either: (i) if the Task Order
indicated an hourly rate, payment based on the hours worked up to the time of termination; or (ii)
if the Task Order indicated a fixed fee, a pro-rata share of the total Agreement based on the
portion of work actually performed.
4. Professional Efforts; Responsible Personnel. Consultant shall perform all services
required under this Agreement in the manner and according to the standards observed by a competent Bay
Area practitioner of the profession in which Consultant is engaged. All products that Consultant delivers
to City shall conform to the standards of quality normally observed by a person practicing in Consultant's
profession. The City shall be the sole judge as to whether the product of the Consultant is satisfactory.
Consultant shall be liable and, upon demand, shall reimburse City for additional costs incurred by the
City as a result of Consultant's errors or omissions. Consultant makes no other warranty, express or
implied.
Consultant represents that it and its employees are fully qualified to perform the services under
this Agreement. Consultant represents and warrants to the City that Consultant has, and at all times during
the performance of this Agreement shall maintain, all licenses, permits, qualifications, and approvals that
are required for Consultant to practice Consultant's profession. Consultant shall assign only competent
personnel to perform services under this Agreement. If the City, in its sole discretion, at any time, desires
the removal of any person or persons assigned by Consultant to perform services under this Agreement,
Consultant shall remove any such person immediately upon receiving notice from the City.
Consultant shall, at its sole cost, expense, and liability, furnish all facilities and equipment that
may be required for furnishing services under this Agreement.
5. Independent Contractor. Consultant, its agents, employees and independent contractors are
and shall at all times remain, as to the City, wholly independent contractors. Neither the City nor any of
its officers or employees shall have any control over the manner by which the Consultant performs this
Agreement and shall only dictate the results of the performance. Consultant shall not represent that
Consultant, or its agents, employees or independent contractors, are agents or employees of the City.
Rev. Jan. 2023 Page 2 of 8
City of San Rafael Service Level Agreement
Consultant is responsible for the payment of all taxes, workers' compensation insurance and
unemployment insurance. Consultant shall obtain no rights to retirement benefits or other benefits that
accrue to City's employees, and Consultant hereby waives any claim it may have to any such rights.
Except as the City may specify in writing, Consultant shall have no authority, express or implied,
to act on behalf of the City or to bind the City to any obligation.
6. Interest of Consultant. Consultant (including principals, associates and professional
employees) covenants and represents that it does not now have any investment or interest in real property
and shall not acquire any interest, direct or indirect, in the geographical areas likely to be covered by this
Agreement, or any other source of income, interest in real property or investment that would be affected
in any manner or degree by the performance of Consultant's services under this Agreement. Consultant
further covenants and represents that, in the performance of its duties, no person having any such interest
shall perform any services under this Agreement.
If Consultant is determined to be a "Consultant" or a "designated employee" within the meaning
of the Political Reform Act, Consultant will comply with the requirements of that Act by submitting a
Statement of Economic Interest Form 700. (2 Cal. Code of Regs.§ 18701(a)(2).)
7. Accounting Records. The Consultant agrees to maintain all records and other evidence
pertaining to costs incurred and work performed under this Agreement and shall make them available at
the Consultant's office during the Agreement period and thereafter for a period of three years from the
date of receipt of final payment.
8. Ownership of Documents and Data. All data, maps, photographs, and other material
collected or prepared under this Agreement, and all documents of any type developed or obtained by
Consultant in the performance of this Agreement, shall become the property of the City. Any re -use of
designs without Consultant's written authorization will be at the City's risk.
9. Indemnification.
a. Except as otherwise provided in subparagraph b., 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 "Liabilities"), 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, 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.
Rev. Jan. 2023 Page 3 of 8
City of San Rafael Sen ice Level Agreement
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
Indemnitees from and against any Liabilities, 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.
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.
10. Insurance. Consultant shall procure and maintain at its sole cost for the duration of this
Agreement the following insurance:
than:
a. Minimum Scope of Insurance. Coverage shall be at least as broad as:
(1) Insurance Services Office Commercial General Liability coverage
("occurrence" form CG 0001).
(2) Insurance Services Office form number CA 0001 covering Automobile
Liability, code 1 (any auto).
(3) Workers' Compensation insurance as required by the Labor Code of the
State of California and Employers Liability insurance.
(4) Errors and omissions/Professional liability insurance for all design
professionals such as architects, landscape architects or engineers.
b. Minimum Limits of Insurance. Consultant shall maintain policy limits of no less
(1) Commercial General Liability: $1,000,000 per occurrence/$2,000,000
aggregate, for death, bodily injury, personal injury, or property damage.
(2) Automobile Liability: $1,000,000 combined single limit per accident for
bodily injury and property damage.
(3) Workers' Compensation and Employers Liability: 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
the City.
Rev. Jan. 2023 Page 4 of 8
City of San Rafael Service Level.9greement
(4) Errors and Omissions/Professional Liability: $1,000,000 per
occurrence/$2,000,000 aggregate.
C. Deductibles and Self -Insured Retention. Any deductibles or self -insured
retention must be declared to and approved by the City. At the option of the City, either: the
insurer shall reduce or eliminate such deductibles or self -insured retention as respects the City, its
officers, officials, employees and volunteers; or Consultant shall procure a bond guaranteeing
payment of losses and related investigations, claim administration and defense expenses.
d. Other Insurance Requirements. The insurance coverage required of Consultant
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 01 04 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 shal I 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
Rev. Jan. 2023 Page 5 of 8
City of San Rafael Service Level Agreement
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.
e. Acceptability of Insurers. Insurance is to be placed with insurers with a Best's
rating of no less than A: VII.
f. Verification ol'Coveraac. Consultant shall furnish the City with certificates of
insurance and with original endorsements effecting coverage required by this clause. The
certificates and endorsements for each insurance policy are to be signed by a person authorized
by that insurer to bind coverage on its behalf. All certificates and endorsements are to be
received and approved by the City before work commences. The City reserves the right to
require complete certified copies of all required insurance policies, at any time.
11. Miscellaneous provisions.
a. Notice. Any notice to be given under this Agreement shall be given by enclosing
it in a sealed envelope, first-class postage prepaid, and depositing it in the United States mail,
addressed to the party at the following address. Notice shall be deemed received three business
days after mailing, or upon personal delivery.
CITY: City of San Rafael
Attn: Joanna Kwok, Assistant Director
I I I Morphew Street
San Rafael, CA 94901
CONSULTANT: Advanced Mobility Group
Attn: Joy Bhattacharya
3003 Oak Road, Suite 100
Walnut Creek, CA 94597
b. Assignment. This Agreement contemplates the personal services of Consultant
and its employees and it is understood by both pat -ties that a substantial inducement to City for
entering into this Agreement was, and is, the professional reputation and competence of
Consultant. Consultant shall not assign or otherwise transfer any rights or obligations under this
Agreement without the prior written consent of the City.
C. Business License. Consultant shall obtain a City business license before
beginning work under this Agreement.
d. Prohibited Interests. No officer or employee of the City shall have any direct
financial interest in this Agreement. This Agreement shall be voidable at the option of the City if
this provision is violated.
e. Governing Law, Litigation Expenses. California law shall govern this
Agreement. Any action to enforce or interpret this Agreement shall be brought in a court of
competent jurisdiction in the County of Marin, California.
Rev. Jan. 2023 Page 6 of 8
City of San Rafael Service Level Agreement
f. Incorporation. The Preamble, the Recitals, Exhibits, and Task Orders issued
hereunder are incorporated into this Agreement by this reference. If there is a conflict between
the body of this Agreement and an exhibit prepared by Consultant, the body of the Agreement
shall control.
g. Severability. Should any part of this Agreement be declared unconstitutional,
invalid, or beyond the authority of either party to enter into or carry out, such decision shall not
affect the validity of the remainder of this Agreement, which shall continue in full force and
effect; provided that, the remainder of this Agreement can, absent the excised portion, be
reasonably interpreted to give effect to the intentions of the parties.
h. Authority. All parties executing this Agreement represent and warrant that they
are authorized to do so.
i. Entire Agrcement; Amendmcnts. This Agreement is the entire Agreement
between the parties and supersedes all prior negotiations, representations, or agreements, whether
written or oral. This Agreement may be amended only by written agreement signed by both
parties.
j. Non -waiver. A parry's waiver of any term shall not be deemed a continuing
waiver or a waiver of any other term.
Counterparts. This Agreement may be executed in counterparts.
[Signatures are on the following page.]
Rev. Jan. 2023 Page 7 of 8
City of San Rafael Service Level Agreement
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year
first above written.
CITY OF SAN RAFAEL: CONSULTANT:
Cr&hPie Aliloviah
'isoge ali o0'i r, vas i3, aoza is 9 aor;
CRISTINE ALILOVICH, City Manager
By:
Advanced Mobility Group
Name:
Joy Bhattacharya
APPROVED AS TO FORM:
Vice President
Office of the City Attorney
Title:
1�a
[If CONSULTANT is a corporation, add signature
By: GENEVIEVE COYLE,
of second corporate officer]
Assistant City Attorney
By:
Advanced Mobility Group
ATTEST:
City Clerk
Name:
Beth C[ernent
Title:
Operations Manager
LINDSAY LARA, City Clerk
Rev. Jan. 2023 Page 8 of 8