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HomeMy WebLinkAboutPW On-Call Plan Review Services; T120.1 v. Feb 2025 Page 1 City of San Rafael SERVICE LEVEL AGREEMENT DATED ____________________ WITH __________________________________________ TASK ORDER NO. _____ (Amendment to Task Order No. ____ Executed on___________________) Subject Title: __________________________________________________ Amendment Amount: $___________ THIS AMENDMENT TO TASK ORDER No. ____ is effective on ___________________, between the City of San Rafael, a municipal corporation ("City"), and _____________________________________, ("Contractor"). AGREEMENT TO AMEND TASK ORDER 1. Section 1 entitled “Scope of Work” (as may be referred to as “Scope of Services” in the original Task Order), is hereby amended as set forth in Exhibit A-__ of this Task Order Amendment. 2. Section 2 entitled “Date of completion; Work hours estimate; Cost estimate and budget; Fee schedule” is hereby amended to include the additional work, work hours estimate, cost estimate and budget set forth in Exhibit A-___, for an amount not to exceed $______________, changing the total not to exceed amount under the Task Order to $___________________. 3. Except as specifically amended herein, all of the other provisions, terms and obligations of the Task Order shall remain valid and shall be in full force. 4. Signatures. The parties have executed this Amendment as of the date first written above. 1 Pakpour Consulting Group, Inc. May 30, 2024 14,000 14,000 120 74,000 120 PAKPOUR CONSULTING GROUP, INC. On-Call Plan Review Services October 6, 2023 1 120.1 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 July 7, 2025 L8.0014.T120.1 City of San Rafael Service Level Agreement Amendment to Task Order v. Feb 2025 Page 2 CITY OF SAN RAFAEL: _________________________________ ________________________________, _________________________________ Executed on:_______________________ APPROVED AS TO FORM: Office of the City Attorney _________________________________ ________________________________, _________________________________ ATTEST: City Clerk _________________________________ ________________________________, _________________________________ CONTRACTOR: __________________________________ By: _______________________________ Name: ____________________________ Title: ____________________________ [If Contractor is a corporation, second corporate officer signature required] __________________________________ By: _______________________________ Name: ____________________________ Title: _____________________________ Exhibits: A-__ – Scope of Work Amended 1 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 Pakpour Consulting Group, Inc. Joubin Pakpour President Pakpour Consulting Group, Inc. Secretary Gary Ushiro Chief Assistant City Attorney Andrea Visveshwara Cristine Alilovich City Manager July 7, 2025 Lindsay Lara City Clerk EXHIBIT A-1 SCOPE OF WORK AMENDED The Parties hereby agree to amend the Scope of Work to add the following work: 1. Additional or Amended Services: Based on the Contractor’s proposal submitted on May 28, 2025, Contractor shall perform the following: 1.1 Task 1 – On-Call Plan Review Services Review of building permit or planning application submittals; which require Civil plan review services for on-site and/or off-site improvements. Work collaboratively with Public Works staff and other City departments such as Planning, and Building Department. Prepare memorandum summarizing Civil plan review comments for transmittal to the Building Department or applicant. Attend video conference meetings with City staff, the applicant and their consultants on an as-needed basis. The duration of this scope coincides with the Master Consultant Service Agreement, dated October 6, 2023 and work will be performed remotely. Other as needed Civil plan review services as requested by the City. DELIVERABLES The Scope of Work is amended to add the following: 2. Project Deliverables: 2.1 Review Comment Letter summarizing Civil plan review comments. METHOD OF PAYMENT Subject to the terms and conditions of this Contract, Contractor shall be paid on a basis set forth herein by the checked boxes below: ☐ A fixed fee for the work performed Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 ☒ An hourly rate for the work performed based on the following hourly rates: - END OF EXHIBIT A-1 - Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. All following documents are attached as reference material. RESPONSIBLE PARTY DESCRIPTION COMPLETED Project Manager Email PINS insurance request to Contractor ☐ City Attorney’s Office Review, revise as needed, and approve agreement as to form Department Director Review and approve agreement Risk Management Confirm insurance documentation is complete Finance Review and sign off on funding availability TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: Project Manager: Contractor Name: Contractor’s Contact: Contact’s Email: City Council Date: ☐ ___________________ or ☐ Not applicable ☐ FPPC: Check if Contractor must file Form 700 gushiro@pcgengr.comGary Ushiro Shannon Mackle (for Sarah Teplitsky) X X Public Works Pakpour Consulting Group, Inc Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 Rev. March 2024 City of San Rafael SERVICE LEVEL AGREEMENT DATED OCTOBER 6, 2023 WITH PAKPOUR CONSULTING GROUP, INC. TASK ORDER NO. 120 Subject title: On-Call Plan Review Services Task Order Amount: $60,000 THIS TASK ORDER is entered into on ____________________ between the City of San Rafael, a municipal corporation ("City"), and Pakpour Consulting Group, Inc., ("Contractor"). RECITALS A. Whereas Master Consultant Services Agreement is hereby renamed Service Level Agreement; and B. The City and Contractor (as may be identified as “Consultant” in the original Agreement) have entered into a Service Level Agreement ("Agreement") dated October 6, 2023 under which Contractor has agreed to perform certain contract services for the City; and C. 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. Joubin Pakpour 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 Sarah Teplitsky, 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 05/30/2024 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Service Level Agreement Task Order Rev. March 2024 required if these additional services cannot be performed within the Task Order budget. 2. Date of completion; Work hours estimate; Cost estimate and budget; Fee schedule: Costs are not- to-exceed stated Task Order Amount in this Task Order. See Exhibit A for Work and fee schedule details. 3. 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. 4. Service Level Agreement terms; Conflicts. Except as expressly otherwise provided herein, all terms of the Agreement shall apply to Contractor in the performance of work pursuant to this Task Order. If there is a conflict between this Task Order and the Agreement, this Task Order shall control. 5. 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. Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Service Level Agreement Task Order Rev. March 2024 CITY OF SAN RAFAEL By: _____________________________ Cristine Alilovich, City Manager Reviewed By By: ______________________________ Genevieve Coyle, Assistant City Attorney CONTRACTOR By: __________________________ Name: ________________________ Title: _________________________ (if Contractor is a corporation, add signature of second corporate officer) By: __________________________ Name: ________________________ Title: _________________________ Exhibits: A Scope of work Joubin Pakpour President Gary Ushiro (May 20, 2024 15:45 PDT) Gary Ushiro Gary Ushiro Secretary ris/i) 'i'o1ih (May т0, 2024 1х:01 PDT) Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 May 9, 2024 10040.10 Sarah Teplitsky Department of Public Works City of San Rafael 111 Morphew Street San Rafael, CA 94901 Subject: Task Order Proposal for On-Call Plan Review Services Dear Sarah, Per your request Pakpour Consulting Group (PCG) has prepared the followingproposalfor on-call plan review services to assist the City with development review projects or planning applications submitted to the City. This task order will be in addition to the ongoing task orders already executed with the City. Scope of Work 1. Review of building permit or planning application submittals; which require Civil plan review services for on-site and/or off-site improvements. 2. Work collaboratively with Public Works staff and other City departments such as Planning, and Building Department. 3. Prepare memorandum summarizing Civil plan review comments for transmittal to the Building Department or applicant. 4. Attend video conference meetings with City staff, the applicant and their consultants on an as-needed basis. 5. It is anticipated the duration of this scope coincides with the Master Consultant Service Agreement, dated August 20, 2021 and work will be performed remotely. 6. Other as needed Civil Plan Review services as requested by the City. Budget We are proposing a budget in an amount not to exceed $60,000.00 and billed on a time and materials basis. We estimated approximately 260 hours through the end of the Master Consultant Service Agreement. Should additional time be required to meet City needs and additional budget is required, PCG will submit a separate task order for additional budget. Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 May 9, 2024 – Page 2 Teplitsky – Task Order Proposal for On-Call Plan Review Services Billing Rates – July 1, 2023 through June 30, 2024 Principal Engineer $250 Senior Engineer $220 Senior Designer $210 Associate Engineer $200 Associate Designer $190 Project Engineer $180 Project Designer $170 Assistant Engineer $155 Assistant Designer $145 Engineering Technician $120 Administrative Assistant $ 85 Public Works Inspector $165 Should you have any questions please do not hesitate to contact me at (925) 224-7717. Very truly yours, Pakpour Consulting Group, Inc. Joubin Pakpour, P.E. President \\pcg-dc\Civil\Projects\San Rafael - 10040.00\Task Order Proposal\Task Order 08 -On-Call Plan Checking Services\08-San Rafael-Teplitsky-24.05.09-On-Call Plan Review Services.docx Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. Step RESPONSIBLE DEPARTMENT DESCRIPTION COMPLETED DATE REVIEWER Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor b. Email contract (in Word) and attachments to City Attorney c/o Laraine.Gittens@cityofsanrafael.org Click here to enter a date. 5/13/2024 ☐ ☒SM 2 City Attorney a. Review, revise, and comment on draft agreement and return to Project Manager b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor 5/14/2024 5/14/2024 ☒ NT ☒ NT 3 Department Director Approval of final agreement form to send to contractor 5/17/2024 ☒ AM 4 Project Manager Forward three (3) originals of final agreement to contractor for their signature Click here to enter a date. ☐ 5 Project Manager When necessary, contractor-signed agreement agendized for City Council approval * *City Council approval required for Professional Services Agreements and purchases of goods and services that exceed $75,000; and for Public Works Contracts that exceed $175,000 Date of City Council approval ☐ N/A Or Click here to 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 10 City Clerk Attest signatures, retains original agreement and forwards copies to Project Manager TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: Public Works Project Manager: Shannon Mackle (for Sarah Teplitsky) Extension: 3353 Contractor Name: Pakpour Consulting Group Contractor’s Contact: Joubin Pakpour Contact’s Email: jpakpour@pcgengr.com ☐ FPPC: Check if Contractor/Consultant must file Form 700 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 Task Order 120 - Pakpour - On-Call Plan Review Final Audit Report 2024-05-30 Created:2024-05-20 By:Shannon Mackle (shannon.mackle@cityofsanrafael.org) Status:Signed Transaction ID:CBJCHBCAABAAwhU6cylS-1-Z8jBiz2E3EDaCTwCdX5rF "Task Order 120 - Pakpour - On-Call Plan Review" History Document created by Shannon Mackle (shannon.mackle@cityofsanrafael.org) 2024-05-20 - 6:17:55 PM GMT Document emailed to Joubin Pakpour (jpakpour@pcgengr.com) for signature 2024-05-20 - 6:20:07 PM GMT Document shared with sarah.teplitsky@cityofsanrafael.org by Shannon Mackle (shannon.mackle@cityofsanrafael.org) 2024-05-20 - 6:20:55 PM GMT Document shared with Jonathan Schellin (jonathans@cityofsanrafael.org) by Shannon Mackle (shannon.mackle@cityofsanrafael.org) 2024-05-20 - 6:20:55 PM GMT Email viewed by Joubin Pakpour (jpakpour@pcgengr.com) 2024-05-20 - 10:32:14 PM GMT Document e-signed by Joubin Pakpour (jpakpour@pcgengr.com) Signature Date: 2024-05-20 - 10:35:03 PM GMT - Time Source: server Document emailed to Gary Ushiro (gushiro@pcgengr.com) for signature 2024-05-20 - 10:35:05 PM GMT Email viewed by Gary Ushiro (gushiro@pcgengr.com) 2024-05-20 - 10:45:34 PM GMT Document e-signed by Gary Ushiro (gushiro@pcgengr.com) Signature Date: 2024-05-20 - 10:45:48 PM GMT - Time Source: server Document emailed to Laraine Gittens (laraine.gittens@cityofsanrafael.org) for approval 2024-05-20 - 10:45:49 PM GMT Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 Email viewed by Laraine Gittens (laraine.gittens@cityofsanrafael.org) 2024-05-20 - 11:46:06 PM GMT Document approved by Laraine Gittens (laraine.gittens@cityofsanrafael.org) Approval Date: 2024-05-20 - 11:47:44 PM GMT - Time Source: server Document emailed to Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) for signature 2024-05-20 - 11:47:45 PM GMT Email viewed by Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) 2024-05-28 - 4:43:14 PM GMT Document e-signed by Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) Signature Date: 2024-05-28 - 4:43:42 PM GMT - Time Source: server Document emailed to city.clerk@cityofsanrafael.org for approval 2024-05-28 - 4:43:44 PM GMT Email viewed by city.clerk@cityofsanrafael.org 2024-05-28 - 5:15:10 PM GMT Signer city.clerk@cityofsanrafael.org entered name at signing as Brenna Nurmi 2024-05-28 - 5:15:19 PM GMT Document approved by Brenna Nurmi (city.clerk@cityofsanrafael.org) Approval Date: 2024-05-28 - 5:15:21 PM GMT - Time Source: server Document emailed to cristine.alilovich@cityofsanrafael.org for signature 2024-05-28 - 5:15:23 PM GMT Email viewed by cristine.alilovich@cityofsanrafael.org 2024-05-30 - 11:00:10 PM GMT Signer cristine.alilovich@cityofsanrafael.org entered name at signing as Cristine Alilovich 2024-05-30 - 11:01:10 PM GMT Document e-signed by Cristine Alilovich (cristine.alilovich@cityofsanrafael.org) Signature Date: 2024-05-30 - 11:01:12 PM GMT - Time Source: server Agreement completed. 2024-05-30 - 11:01:12 PM GMT Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Master Consultant Services Agreement Rev. Jan. 2023 Page 1 of 8 MASTER CONSULTANT SERVICES AGREEMENT BY AND BETWEEN THE CITY OF SAN RAFAEL AND PAKPOUR CONSULTING GROUP, INC. For Professional Services THIS AGREEMENT is entered into as of ______________ (“Effective Date”) between the City of San Rafael, a California municipal corporation (“City”), and Pakpour Consulting Group, Inc. (“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 land development permit review and project management services, 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. Oct 6, 2023 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Master Consultant Services Agreement Rev. Jan. 2023 Page 2 of 8 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. 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. Payment. 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. Termination. 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 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Master Consultant Services Agreement Rev. Jan. 2023 Page 3 of 8 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. 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 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Master Consultant Services Agreement Rev. Jan. 2023 Page 4 of 8 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 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: 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 than: (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 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Master Consultant Services Agreement Rev. Jan. 2023 Page 5 of 8 insurance shall be specifically endorsed to waive any right of subrogation against the City. (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 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. Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Master Consultant Services Agreement Rev. Jan. 2023 Page 6 of 8 (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. e. Acceptability of Insurers. Insurance is to be placed with insurers with a Best’s rating of no less than A: VII. f. Verification of Coverage. 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, Senior Civil Engineer 111 Morphew Street San Rafael, CA 94901 CONSULTANT: Pakpour Consulting Group, Inc. Attn: Gary Ushiro 6601 Owens Drive, Suite 230 Pleasanton, CA 94588 b. Assignment. This Agreement contemplates the personal services of Consultant and its employees and it is understood by both parties 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. Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Master Consultant Services Agreement Rev. Jan. 2023 Page 7 of 8 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. 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 Agreement; Amendments. 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 party's waiver of any term shall not be deemed a continuing waiver or a waiver of any other term. k. Counterparts. This Agreement may be executed in counterparts. [Signatures are on the following page.] Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 City of San Rafael Master Consultant Services Agreement Rev. Jan. 2023 Page 8 of 8 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. CITY OF SAN RAFAEL: _________________________________ CRISTINE ALILOVICH, City Manager APPROVED AS TO FORM: Office of the City Attorney _________________________________ By: GENEVIEVE COYLE, Assistant City Attorney ATTEST: City Clerk _________________________________ LINDSAY LARA, City Clerk CONSULTANT: __________________________________ By: ____________________________ Name: ____________________________ Title: ____________________________ [If CONSULTANT is a corporation, add signature of second corporate officer] __________________________________ By: ____________________________ Name: ____________________________ Title: ____________________________ Pakpour Consulting Group, Inc. Joubin Pakpour President Gar4 s#iro җct х, спст рсѷпп PҘ Gary Ushiro Pakpour Consulting Group, Inc. Gar4 s#iro ecretar4 Cristine lilo1ic# җct х, спст ртѷсш PҘ )risWiQH 'OiOoYiFh renna ur(i җ!orҘ җct х, спст ртѷуп PҘ (rHQQa 4XrPi Ior Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. Step RESPONSIBLE DEPARTMENT DESCRIPTION COMPLETED DATE REVIEWER Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor b. Email contract (in Word) and attachments to City Attorney c/o Laraine.Gittens@cityofsanrafael.org Click here to enter a date. 8/9/2023 ☐ ☒NT 2 City Attorney a. Review, revise, and comment on draft agreement and return to Project Manager b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor 8/9/2023 8/9/2023 ☒ NT ☒ NT 3 Department Director Approval of final agreement form to send to contractor 8/9/2023 ☒ AM 4 Project Manager Forward three (3) originals of final agreement to contractor for their signature 8/17/2023 ☒ 5 Project Manager When necessary, contractor-signed agreement agendized for City Council approval * *City Council approval required for Professional Services Agreements and purchases of goods and services that exceed $75,000; and for Public Works Contracts that exceed $175,000 Date of City Council approval ☒ N/A Or Click here to 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 10 City Clerk Attest signatures, retains original agreement and forwards copies to Project Manager TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: Public Works Project Manager: Nataly Torres (for Joanna Kwok) Extension: 3353 Contractor Name: Pakpour Consulting Group, Inc. Contractor’s Contact: Gary Ushiro Contact’s Email: gushiro@pcgengr.com ☐ FPPC: Check if Contractor/Consultant must file Form 700 Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 Pakpour Consulting Group - 2023 Master Services Agreement - Land Dev. & Project Management Final Audit Report 2023-10-06 Created:2023-10-06 By:Nataly Torres (nataly.torres@cityofsanrafael.org) Status:Signed Transaction ID:CBJCHBCAABAAiSPJD9SIYOFn3DhPFBZC_1rbtDqsSV_C "Pakpour Consulting Group - 2023 Master Services Agreement - Land Dev. & Project Management" History Document created by Nataly Torres (nataly.torres@cityofsanrafael.org) 2023-10-06 - 5:29:18 PM GMT Document emailed to Joubin Pakpour (jpakpour@pcgengr.com) for signature 2023-10-06 - 5:33:24 PM GMT Document shared with jonathan.schellin@cityofsanrafael.org by Nataly Torres (nataly.torres@cityofsanrafael.org) 2023-10-06 - 5:36:01 PM GMT Email viewed by Joubin Pakpour (jpakpour@pcgengr.com) 2023-10-06 - 5:37:21 PM GMT Document e-signed by Joubin Pakpour (jpakpour@pcgengr.com) Signature Date: 2023-10-06 - 5:38:20 PM GMT - Time Source: server Document emailed to Gary Ushiro (gushiro@pcgengr.com) for signature 2023-10-06 - 5:38:22 PM GMT Email viewed by Gary Ushiro (gushiro@pcgengr.com) 2023-10-06 - 6:59:51 PM GMT Document e-signed by Gary Ushiro (gushiro@pcgengr.com) Signature Date: 2023-10-06 - 7:00:43 PM GMT - Time Source: server Document emailed to Laraine Gittens (laraine.gittens@cityofsanrafael.org) for approval 2023-10-06 - 7:00:44 PM GMT Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 Email viewed by Laraine Gittens (laraine.gittens@cityofsanrafael.org) 2023-10-06 - 7:05:26 PM GMT Document approved by Laraine Gittens (laraine.gittens@cityofsanrafael.org) Approval Date: 2023-10-06 - 7:06:30 PM GMT - Time Source: server Document emailed to Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) for signature 2023-10-06 - 7:06:32 PM GMT Email viewed by Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) 2023-10-06 - 7:11:30 PM GMT Document e-signed by Genevieve Coyle (genevieve.coyle@cityofsanrafael.org) Signature Date: 2023-10-06 - 7:11:49 PM GMT - Time Source: server Document emailed to city.clerk@cityofsanrafael.org for approval 2023-10-06 - 7:11:50 PM GMT Email viewed by city.clerk@cityofsanrafael.org 2023-10-06 - 8:04:13 PM GMT Signer city.clerk@cityofsanrafael.org entered name at signing as Brenna Nurmi 2023-10-06 - 8:04:25 PM GMT Document approved by Brenna Nurmi (city.clerk@cityofsanrafael.org) Approval Date: 2023-10-06 - 8:04:27 PM GMT - Time Source: server Document emailed to cristine.alilovich@cityofsanrafael.org for signature 2023-10-06 - 8:04:29 PM GMT Email viewed by cristine.alilovich@cityofsanrafael.org 2023-10-06 - 8:25:38 PM GMT Signer cristine.alilovich@cityofsanrafael.org entered name at signing as Cristine Alilovich 2023-10-06 - 8:29:00 PM GMT Document e-signed by Cristine Alilovich (cristine.alilovich@cityofsanrafael.org) Signature Date: 2023-10-06 - 8:29:02 PM GMT - Time Source: server Document emailed to city.clerk@cityofsanrafael.org for signature 2023-10-06 - 8:29:03 PM GMT Email viewed by city.clerk@cityofsanrafael.org 2023-10-06 - 8:39:43 PM GMT Signer city.clerk@cityofsanrafael.org entered name at signing as Brenna Nurmi (for) 2023-10-06 - 8:39:59 PM GMT Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 Document e-signed by Brenna Nurmi (for) (city.clerk@cityofsanrafael.org) Signature Date: 2023-10-06 - 8:40:01 PM GMT - Time Source: server Agreement completed. 2023-10-06 - 8:40:01 PM GMT Docusign Envelope ID: 6AAC3C71-9668-414C-866D-773385BD7AD1 Certificate Of Completion Envelope Id: 6AAC3C71-9668-414C-866D-773385BD7AD1 Status: Completed Subject: DocuSign: Task Order Amendment with Pakpour Consulting for On-Call Plan Review Source Envelope: Document Pages: 25 Signatures: 5 Envelope Originator: Certificate Pages: 5 Initials: 4 Shannon Mackle AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 111 Morphew St San Rafael, CA 94901 shannonm@cityofsanrafael.org IP Address: 69.181.69.46 Record Tracking Status: Original 6/27/2025 3:18:44 PM Holder: Shannon Mackle shannonm@cityofsanrafael.org Location: DocuSign Signer Events Signature Timestamp Joanna Kwok joannak@cityofsanrafael.org Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.88.89.34 Sent: 6/30/2025 11:21:59 AM Resent: 6/30/2025 1:24:02 PM Viewed: 6/30/2025 1:29:47 PM Signed: 6/30/2025 1:30:39 PM Electronic Record and Signature Disclosure: Accepted: 6/30/2025 1:29:47 PM ID: a75f7edb-aa09-448e-a47d-60da160d1ec1 Nataly Torres natalyt@cityofsanrafael.org Administrative Analyst City of San Rafael Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.88.113.8 Sent: 6/30/2025 1:30:42 PM Viewed: 6/30/2025 1:41:53 PM Signed: 6/30/2025 1:42:23 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Van Bach vanb@cityofsanrafael.org Accounting Manager City of San Rafael Signing Group: Finance Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.88.113.8 Sent: 6/30/2025 1:30:42 PM Viewed: 6/30/2025 3:16:09 PM Signed: 6/30/2025 3:16:18 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Joubin Pakpour JPakpour@pcgengr.com President Pakpour Consulting Group, Inc. Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 132.147.13.195 Sent: 6/30/2025 3:16:20 PM Viewed: 6/30/2025 6:08:44 PM Signed: 6/30/2025 6:09:10 PM Electronic Record and Signature Disclosure: Accepted: 6/30/2025 6:08:44 PM ID: 974c4815-3ab5-41a2-994d-aca8dadb9b27 Signer Events Signature Timestamp Gary Ushiro gushiro@pcgengr.com Secretary Pakpour Consulting Group, Inc. Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 98.210.15.35 Sent: 6/30/2025 6:09:12 PM Viewed: 7/2/2025 7:24:18 AM Signed: 7/2/2025 7:25:21 AM Electronic Record and Signature Disclosure: Accepted: 7/2/2025 7:24:18 AM ID: 42dc044a-04bb-4fda-a011-3a7caa4bb269 Andrea Visveshwara andreav@cityofsanrafael.org Chief Assistant City Attorney City of San Rafael Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 2601:645:b00:cd60:393d:5a80:bcff:be73 Sent: 7/2/2025 7:25:23 AM Viewed: 7/6/2025 7:20:57 PM Signed: 7/6/2025 7:22:33 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Nataly Torres natalyt@cityofsanrafael.org Administrative Analyst City of San Rafael Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.88.113.8 Sent: 7/2/2025 7:25:24 AM Viewed: 7/7/2025 10:03:16 AM Signed: 7/7/2025 10:03:51 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Cristine Alilovich cristinea@cityofsanrafael.org City Manager City of San Rafael Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 2601:645:e82:6d80:f87e:fc75:a27a:e5ca Sent: 7/7/2025 10:03:53 AM Viewed: 7/7/2025 8:52:11 PM Signed: 7/7/2025 8:52:29 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Lindsay Lara lindsayl@cityofsanrafael.org City Clerk City of San Rafael Signing Group: City Clerk Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.88.113.8 Sent: 7/7/2025 8:52:31 PM Viewed: 7/8/2025 12:22:06 PM Signed: 7/8/2025 12:22:43 PM Electronic Record and Signature Disclosure: Not Offered via Docusign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Editor Delivery Events Status Timestamp Nataly Torres natalyt@cityofsanrafael.org Administrative Analyst City of San Rafael Security Level: Email, Account Authentication (None) Using IP Address: 199.88.113.8 Sent: 6/30/2025 8:24:00 AM Viewed: 6/30/2025 11:12:38 AM Completed: 6/30/2025 11:21:58 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 6/30/2025 8:24:00 AM Envelope Updated Security Checked 6/30/2025 11:21:59 AM Envelope Updated Security Checked 6/30/2025 11:21:59 AM Envelope Updated Security Checked 6/30/2025 11:21:59 AM Envelope Updated Security Checked 6/30/2025 1:24:01 PM Envelope Updated Security Checked 6/30/2025 1:24:01 PM Certified Delivered Security Checked 7/8/2025 12:22:06 PM Signing Complete Security Checked 7/8/2025 12:22:43 PM Completed Security Checked 7/8/2025 12:22:43 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of San Rafael (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. 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All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of San Rafael: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: city.clerk@cityofsanrafael.org To advise City of San Rafael of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at city.clerk@cityofsanrafael.org and in the body of such request you must state: your Electronic Record and Signature Disclosure created on: 5/22/2025 12:46:43 PM Parties agreed to: Joanna Kwok, Joubin Pakpour, Gary Ushiro previous email address, your new email address. We do not require any other information from you to change your email address. 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