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HomeMy WebLinkAboutED 750 Grand Ave. Environmental Assessment; GeologicaAGREEMENT FOR PROFESSIONAL SERVICES FOR PHASE 1 ENVIRONMENTAL SITE ASSESSMENT OF 750 GRAND AVENUE, A Portion of 375 FRANCISCO BLVD WEST, AND A PORTION OF 409 THIRD STREET IN SAN RAFAEL This Agreement is made and entered into this':7g, day of , 20 /S , by and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and GEOLOGICA, INC. (hereinafter "CONTRACTOR"). RECITALS WHEREAS, the City of San Rafael is considering the purchase of real property located at 750 Grand Avenue, and a portion of the properties located at 375 Francisco Blvd West, and 409 Third Street; and WHEREAS, the City of San Rafael seeks an environmental site assessment of said properties in order to determine the history of their usage as part of standard pre -purchase due diligence; AGREEMENT NOW, THEREFORE, the parties hereby agree as follows: 1. PROJECT COORDINATION. A. CITY'S Project Manager. The Economic Development Special, Tom Adams 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. CONTRACTOR'S Project Director. CONTRACTOR shall assign a single PROJECT DIRECTOR to have overall responsibility for the progress and execution of this Agreement for CONTRACTOR. David Klimberg is hereby designated as the PROJECT DIR:f"CTOR for CONTRACTOR. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute PROJECT DIRECTOR, for any reason, the CONTRACTOR shall notify the CITY within ten (10) business days of the substitution. 2. DUTIES OF CONTRACTOR. CONTRACTOR shall perform the duties and/or provide services as set forth in the Proposal for Phase 1 Environmental Site Assessment attached hereto as Exhibit A and incorporated herein by reference. CONTRACTOR warrants that its services are performed, within the limits prescribed by CITY, in a manner consistent with the level of care and skill ordinarily exercised by members of the same professions currently practicing in the same locality under similar conditions. No other warranty or representation, either expressed or implied, is included or intended in its proposals, contracts, or reports. Rev. Date: 1,30/14 1 ORIGINAL DUTIES OF CITY. CITY shall pay the compensation as provided in Paragraph 4. 4. COMPENSATION. For the fiill performance of the services described herein by CONTRACTOR, CITY shall pay CONTRACTOR as set forth in the CONTRACTOR's Proposal for Phase 1 Environmental Site Assessment attached hereto as Exhibit A and incorporated herein by reference, in a lump sum amount of $3,500. Payment will be made upon receipt by PROJECT MANAGER OF itemized invoices submitted by CONTRACTOR. Payment will be made monthly upon receipt by PROJECT MANAGER of itemized invoices submitted by CONTRACTOR. 5. TERM OF AGREEMENT. The term of this Agreement shall be for six (6) months commencing on the date of this agreement. Upon mutual agreement of the parties, and subject to the approval of the City Manager the term of this Agreement may be extended for an additional period of three (3) months. 6. 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 tennination, any and all CITY documents or materials provided to CONTRACTOR and any and all of CONTRACTOR'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. 7. OWNERSHIP OF DOCUMENTS. The written documents and materials prepared by the CONTRACTOR 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. Rev. date: 1/30/14 8. INSPECTION AND AUDIT. Upon reasonable notice, CONTRACTOR shall make available to CITY, or its agent, for inspection and audit, all documents and materials maintained by CONTRACTOR in connection with its performance of its duties under this Agreement. CONTRACTOR shall fully cooperate with CITY or its agent in any such audit or inspection. 9. 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. 10. INSURANCE. A. Scope of Coverage. During the term of this Agreement, CONTRACTOR shall maintain, at no expense to CITY, the following insurance policies: 1. 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. An automobile liability (owned, non -owned, and hired vehicles) insurance policy in the minimum amount of one million dollars ($1,000,000) dollars per occurrence. 3. 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 two million dollars ($2,000,000) per occurrence/four million dollars ($4,000,000) aggregate, to cover any claims arising out of the CONTRACTOR's performance of services under this Agreement. Where CONTRACTOR is a professional not required to have a professional license, CITY reserves the right to require CONTRACTOR to provide professional liability insurance pursuant to this section. 4. If it employs any person, CONTRACTOR shall maintain worker's compensation and employer's liability insurance, as required by the State Labor Code and other applicable laws and regulations, and as necessary to protect both CONTRACTOR and CITY against all liability for injuries to CONTRACTOR's officers and employees. CONTRACTOR'S worker's compensation insurance shall be specifically endorsed to waive any right of subrogation against CITY. B. Other Insurance Requirements. The insurance coverage required of the CONTRACTOR in subparagraph A of this section above shall also meet the following requirements: 1. Except for professional liability insurance, the insurance policies shall be specifically endorsed to include the CITY, its officers, agents, employees, and volunteers, as Rev. date: 1/30/14 additionally named insureds under the policies. 2. The additional insured coverage under CONTRACTOR'S insurance policies shall be primary 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 CONTRACTOR'S policies shall be at least as broad as ISO form CG20 0104 13. 3. Except for professional liability insurance, the insurance policies shall include, in their text or by endorsement, coverage for contractual liability and personal injury. 4. The insurance policies shall be specifically endorsed to provide that the insurance carrier shall not cancel, tenninate or otherwise modify the terms and conditions of said insurance policies except upon ten (10) days written notice to the PROJECT MANAGER. 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. C. Deductibles and SIR's. Any deductibles or self-insured retentions in CONTRACTOR's insurance policies must be declared to and approved by the PROJECT MANAGER and City Attorney, 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 CONTRACTOR shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney's fees and defense expenses. D. Proof of Insurance. CONTRACTOR shall provide to the PROJECT MANAGER or CITY'S City Attorney all of the following: (1) Certificates of Insurance Rev. date: 1/30/14 4 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 volicv lan2ua2e or specific endorsements evidencinii 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 CONTRACTOR. 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 PROJECT MANAGER and the City Attorney. 11. INDEMNIFICATION. A. Except as otherwise provided in Paragraph B., CONTRACTOR 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 CONTRACTOR'S negligent performance of its obligations or intentional misconduct of its operations under this Agreement, but only to the extent CONTRACTOR's negligence or intentional misconduct caused such CLAIMS. Such negligence shall be measured by standards in effect at the time services are rendered, not by later standards. The CONTRACTOR'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 CONTRACTOR'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 CONTRACTOR's work or work product by the CITY or any of its directors, officers or employees shall not relieve or reduce the CONTRACTOR's indemnification obligations. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from CONTRACTOR'S negligent performance of or intentional misconduct of its operations under this Agreement, CONTRACTOR 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 CONTRACTOR 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, CONTRACTOR shall, to the fullest extent permitted by law, indemnify, release, defend and hold harmless the City Indemnitees from and against any CLAIMS that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONTRACTOR in the performance of its duties and obligations under this Agreement or its failure to comply with any of its obligations contained in this Agreement, except such CLAIM which is caused by the sole negligence or willful misconduct of CITY. 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. Rev. date: 1/30/14 5 D. Regardless of any other term of this Agreement, in no event shall either party be responsible or liable to the other for any incidental, consequential, or indirect damages. 12. NONDISCRIMINATION. CONTRACTOR 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. 13. COMPLIANCE WITH ALL LAWS. CONTRACTOR shall observe and comply with all applicable federal, state and local laws, ordinances, codes and regulations, in the perfonnance of its duties and obligations under this Agreement. CONTRACTOR shall perform all services under this Agreement in accordance with these laws, ordinances, codes and regulations. CONTRACTOR 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. 14. NO THIRD PARTY BENEFICIARIES. CITY and CONTRACTOR 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. 15. 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: Tom Adams Economic Development Department City of San Rafael 1400 Fifth Avenue P.O. Box 151560 San Rafael, CA 94915-1560 TO CONTRACTOR's Project Director: David Klimberg Geologica, Inc. 220 Fourth Street, suite 201 Oakland, CA 94607 Rev. date: V30/14 6 16. INDEPENDENT CONTRACTOR. For the purposes, and for the duration, of this Agreement, CONTRACTOR, its officers, agents and employees shall act in the capacity of an Independent Contractor, and not as employees of the CITY. CONTRACTOR and CITY expressly intend and agree that the status of CONTRACTOR, its officers, agents and employees be that of an Independent Contractor and not that of an employee of CITY. 17. 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 CONTRACTOR 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 CONTRACTOR 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. 18. SET-OFF AGAINST DEBTS. CONTRACTOR agrees that CITY may deduct from any payment due to CONTRACTOR under this Agreement, any monies which CONTRACTOR owes CITY under any ordinance, agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or other amounts. 19. WAIVERS. The waiver by either party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or regulation. Rev. date: 1/30/14 7 20. 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. 21. CITY BUSINESS LICENSE / OTHER TAXES. CONTRACTOR shall obtain and maintain during the duration of this Agreement, a CITY business license as required by the San Rafael Municipal Code CONTRACTOR 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 CONTRACTOR has provided CITY with a completed Internal Revenue Service Form W-9 (Request for Taxpayer Identification Number and Certification). 22. APPLICABLE LAW. The laws of the State of California shall govern this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. CITY OF SAN RAFAEL dMAk3d4ckE, City' eager JA'M M. SCHUTZ, APPROVED AS TO FORM: ROBERT F. EPSTEIN, rty AttohWy Rev. date: 1/30/14 CONTRACTOR By: Name: David M. Klimberg Title: Principal EXHIBIT geoiogica Innovative Strategies for Environmental and Natural Resource Management VIA E-MAIL July 22, 2015 Economic Development Department City of San Rafael 1313 Fifth Ave San Rafael, CA 94915-1560 Attention: Mr. Thomas Adams, Economic Development Coordinator Dear Mr. Adams: Proposal Phase I Environmental Site Assessment 750 Grand Ave, 375 Francisco Blvd West (Sub Portion), & 409 Third St (Sub Portion) San Rafael, CA 1.0 INTRODUCTION GEOLOGICA INC. (GEOLOGICA) is pleased to submit this proposal to conduct a Phase I Environmental Site Assessment (ESA) for three properties, which are located at: (i) 750 Grand Ave, (APN 014-132-10), (ii) a 2,000 square foot sub portion of 375 Francisco Blvd West (APN 014-133-12), and (iii) a 100 square foot sub portion of 409 Third Street (APN 014-151-14) in San Rafael, CA (the "site"). We understand as part of its redevelopment plans; the City of San Rafael has made an offer to purchase the three properties. As required, the ESA will be performed in general conformance with the American Society for Testing Materials (ASTM) Standard Practice for Environmental Site Assessment: Phase I EnvirOmnental Site Assessment Process (Standard Designation E1527-13), to satisfy the A11 Appropriate Inquny (AAI) requirements. 2.0 PURPOSE AND SCOPE OF SERVICES The purpose of the Phase I ESA will be to evaluate the site for indications of recognized environmental conditions that potentially may impact soil and groundwater beneath the site. This assessment will be accomplished by a review and evaluation of current site uses for indications of the manufacture, generation, use, storage and/or disposal of hazardous substances at the site, and the potential for soil and/or groundwater 220 4th Street, Suite 201 info@aeologicagrouo.com Oakland, California 94607 www.geologicagrour).com Phone: (415) 597-7888 — Fax: (888) 858-1382 Mr. Thomas Adams July 21, 2015 contamination resulting from past and present site land use activities and nearby off site operations based upon the scope of services described below. This proposed investigation does not include the completion of soil borings, the installation of groundwater monitoring wells or the collection or analysis of soil or groundwater samples. If, based upon preliminary data review, a potential for environmental impairment or contamination is identified, recommendations for further investigations will be developed to evaluate whether contamination may exist at the locations identified. The scope of services for this ESA will include, and be limited to, the following tasks: • Review pertinent, available documents and maps regarding local physiographic and hydrogeologic conditions in the site vicinity (studies to specifically identify faults in the site vicinity are not included); • Review and interpret available historical aerial photographs of the site and vicinity from an aerial photograph source; • Review and interpret GEOLOGICA'S archival topographic maps, and readily available historical land use maps (e.g., Fire Insurance Maps -Sanborn Maps) of the site and the area within a'/4 -mile radius of the subject property for information regarding historical land use potentially involving the manufacture, generation, use, storage and/or disposal of hazardous substances; • Review of available documents regarding past and/or current site development. Potentially useful documents may include: chain of title reports, site maps, property layouts, tenant lists (if any) with addresses and nature of businesses, geotechnical reports, prior environmental reports, and agency correspondence pertaining to the sites. We assume any title reports to be reviewed will be provided by the client. Perform a reconnaissance survey of the subject property to make visual observations of existing site conditions and activities, and a drive-by survey of the area within a'/4 -mile radius of the site to observe types of general land use within the search area. It is important the GEOLoG1CA have access to all portions of the subject property. It shall be the responsibility of the client to obtain permission to enter the site prior to our visit. Tenants or occupants, if any, at the site should be informed that GEOLOGICA personnel would have to perform a walkthrough of all areas of the site to observe for the potential presence of hazardous materials. If access is unavailable to any portions of the subject property, GEOLOGICA's ability to complete the scope of services described herein may be hindered; • Conduct interviews with owners of the subject property, property manager(s), maintenance personnel, or others, as available or appropriate, to evaluate the site history, and operation and maintenance procedures. It shall be the Proposal for Phase I ESA Fa geologica Mr. Thomas Adams July 21, 2015 responsibility of the client to arrange the interviews (if applicable) between GEOLOGICA and other appropriate parties at the time of our site visit; • Review federal, state, and local lists of known or potential hazardous waste sites or landfills, and sites currently under investigation for environmental violations which might include the property or properties in the vicinity; • Review of lists of registered underground storage tanks (USTs), communications with appropriate regulatory officials, and, if available, building plans and layout drawings for evidence of the current or former presence of USTs at each site; • Identification of the presence of above -ground or indications of the presence of underground storage tanks, perform a visual inspection for the presence of suspect asbestos containing materials (ACMs) and of the presence of transformers onsite that may contain PCB -type cooling oils; • Conduct inquiries by telephone or writing to applicable municipal, county, and state regulatory agencies for information regarding building or environmental permits, environmental violations or incidents and/or status of enforcement actions at the subject property and properties in the vicinity. GEOLOGICA' inquiries do not include review of files available at these agencies unless the listed properties are located adjacent to or are interpreted as hydraulically upgradient of the site; and, • Preparation of a final report describing the research performed and presenting GEOLOGICA'S findings and professional opinion regarding the potential for environmental contamination at the subject site. GEOLOGICA's services as described in this proposal specifically exclude, lead in drinking water, and radon gas at the subject property. Our services also exclude an evaluation of the site's environmental compliance status. It is possible that the ESA may reveal the need to perform additional Phase II field investigations (including surface, subsurface and/or air sampling) to test possible suspect ACMs of concern or to assess the potential or absence of contaminated soil and/or groundwater beneath the site. Such investigations are not included in GEOLOGICA's Scope of Service described herein, but recommendations may be provided. If Phase II subsurface or other additional investigations are recommended, a generalized scope of services and justification and rationale for the scope will be provided. 3.0 SCHEDULE AND ESTIMATED CHARGES Proposal for Phase I ESA g e o l o g i e a Mr. Thomas Adams July 21, 2015 GEOLOGICA is prepared to begin this investigation upon receipt of your written authorization. GEOLOGICA estimates that the ESA report can be completed within four weeks of authorization to proceed. This anticipated schedule is partially dependent on the availability of, and access to, agency files and data. Should information obtained from regulatory agencies be received after the report has been completed, this information will be forwarded to you as an addendum to this report. GEOLOGICA will contact you immediately if information is discovered that suggests significant environmental concerns at the site. Our fee for the work outlined in this proposal shall be in the lump sum amount of $3,500, and is based on the assumption that access to all site structures will be available during a single site visit. To authorize us to begin, please return a copy of the signed signature page to David Klimberg via either email to dklimber ri)Zeologicaroup.com or fax to (888) 858-1382. 4.0 TERMS AND CONDITIONS GEOLOGICA's Terms and Conditions are attached and made a part of this proposal. Acceptance of the Terms and Conditions shall be considered the same as having been negotiated directly with GEOLOGICA. If a purchase order is issued as our formal authorization for this project, please reference this proposal by indicating it on the purchase order. Where the terms and conditions stated in the purchase order conflict with the attached Terms and Conditions, the attached Terms and Conditions shall take precedence. GEOLOGICA's work is performed in a professional manner with the best interest of our clients in mind. GEOLOGICA's objective is to perform our work with care, exercising the customary thoroughness and competence of consulting professionals in the relevant disciplines, in accordance with the standard for professional services at the time and location those services are rendered. It is important to recognize that even the most comprehensive scope of services may fail to detect environmental liability on a particular site. Therefore, GEOLOGICA cannot act as insurers and cannot "certify" that a site is free of environmental contamination, and no expressed or implied representation or warranty is included or intended in our reports except that our work was performed, within the limits prescribed by our client, with the customary thoroughness and competence of our profession. GEOLOGICA appreciates the opportunity to provide you with this proposal. Please sign the acceptance section below. Retain one signed copy for your files and return a second signed copy to GEOLOGICA to proceed with this project. Receipt of the signed copy of this proposal will authorize GEOLOGICA to proceed with this project. This Proposal for Phase 1 ESA g e o l o g i e a 4 Mr. Thomas Adams July 21, 2015 proposal and its attachments will constitute the contractual agreement for the services described in this proposal. The estimated cost for the scope of services presented in this proposal will be applicable for a period of 30 days from the date of this proposal. Should you have any questions about this proposal, please don't hesitate to call. Sincerely, GEOLOGICA INC. David M. Klimberg, P.G. Principal Attachments: GEOLOGICA's Terms and Conditions Proposal for Phase I ESA geologic a Mr. Thomas Adams July 21, 2015 ACCEPTANCE: GEo1_,oG1CA is authorized to proceed with the scope of services described herein, and we accept the scope of services and terms and conditions described in the attached Terms and Conditions. Name Company Title Date Signature Proposal for Phase I ESA g e o l o g i e a geologica GEOLOGICA INC. SCHEDULE OF CHARGES & GENERAL CONDITIONS CONSULTING SERVICES AGREEMENT This Schedule of Charges and General Conditions is incorporated in the proposal of GEOLOGICA ("Consultant") to which it is attached (the "Proposal"). As used herein, "Client" refers to the person to whom the Proposal is addressed; "Services" refers to services described in the "Scope of Services" section of the Proposal; "Project Site" refers to the property with respect to which Services may be performed; "Agreement" refers to the written contract between Consultant and Client, as set forth in the Proposal and the documents attached thereto. 5.0 PERSONNEL CHARGES 5.1 Charges for Consultant's personnel shall be at the hourly rates indicated below. Such rates are subject to change periodically. PERSONNEL CATEGORY PrincipalM"Consultant Associate Senior Scientist/Engineer/Researcher Project Scientist/Engineer/Researcher Staff Scientist/Engineer/Researcher Technicians Graphics/Senior Editor Clerical HOURLY RATE ($1 150 to 175 120 to 135 105 to 125 80 to 95 60 to 70 55 to 70 55 to 65 45 to 55 5.2 Charges for personnel engaged in expert testimony shall be at 1.5 times the rates shown above, except that a 4 -hour per day minimum shall apply to any person being deposed or assisting in any deposition, and an 8 - hour per day minimum shall apply to any person appearing in court as an expert witness or consultant. 5.3 Time spent in either local or inter -city travel, when travel is in the interest of the work, will be charged for in accordance with the foregoing schedule; when traveling by public carrier, a maximum charge of eight hours per day will be made. 5.4 Time spent in responding to any subpoena or other judicial or government request for documents or testimony in connection with the Scope of Services shall be compensated without regard to any other limitation on compensation. 6.0 OUTSIDE SERVICES 6.1 Charges for services, materials and equipment not furnished directly by Consultant, and any unusual items of expense not customarily incurred in our normal operations, will be charged at cost plus 15%. Typical outside services that this 1.15 multiplier will be applied to are subcontractors, consultants, contract labor, testing laboratories, equipment, vehicles, long distance telecommunications, delivery services, shipping charges, subsistence, transportation, printing and reproduction, miscellaneous supplies and rentals. Con f dentia! July 22, 2015 7.0 REIMBURSABLES 7.1 Rates for Consultant owned equipment are: Photocopies: $0.15/sheet Facsimile copies: $0.50/page Specialized Computer Applications: $25.00/hour Other engineering and scientific field equipment: As noted in Proposal 8.0 BILLING 8.1 Invoices will be issued on a monthly basis, payable upon receipt, unless otherwise agreed. 8.2 Interest of 1 !i% per month (but not exceeding the maximum rate allowable by law) will be payable on any amount not paid within 30 days, payment thereafter to be applied first to accrued interest and then to the principal unpaid amount. Any attorney's fees or other costs incurred in collecting any delinquent amount shall be paid by the client. Consultant may terminate its services if any invoice is unpaid for ninety (90) days. 8.3 In the event that the Client requests tennination of the work prior to completion of a report, Consultant reserves the right to complete such analyses and records as are necessary to place its files in order and, where considered by it necessary to protect its professional reputation, to complete a report on the work performed to date. 9.0 CONDITIONS 9.1 Client shall provide Consultant with access to facilities and information conducive to the efficient and accurate provisions of Services, including such maps, drawings, and records as are needed for the proper conduct of the Services, and shall indicate the reliability of all inforniation provided. Consultant will maintain in confidence and return to Client any information designated by Client as confidential. 9.2 Consultant warrants that its services are perfornied, within the limits prescribed by its Clients, in a manner consistent with that level of care and skill ordinarily exercised by members of the same professions currently practicing in the same locality under similar conditions. No other warranty or representation, either expressed or implied, is included or intended in its proposals, contracts, or reports. 9.3 Consultant shall, to the fullest extent pennitted by law, indemnify, defend and hold hannless Client, its affiliates and their respective directors, officers, employees and agents from all claims and actions, losses and attorneys' fees ("Losses") arising from Consultant's negligence or intentional misconduct in the performance of services pursuant to this Agreement, but only to the extent Consultant's negligence or intentional misconduct caused such Losses. Client shall, to the fullest extent permitted by law, indemnify, defend and hold hannless Consultant, its affiliates and their respective directors, officers, employees, agents and subcontractors from and against all Losses either (a) arising from Client's negligence or intentional misconduct or (b) based on, or arising out of, damages or injuries to persons or property caused by, or arising out of, any hazardous and/or toxic substances present at the site. 9.4 To the fullest extent pernnitted by law and not withstanding anything in Section 5.3 to the contrary, the total cumulative liability of Consultant and its affiliates and their respective directors, officers, employees, agents, and subcontractors to Client and all third parties with respect to services performed or to be performed pursuant to this Agreement, whether for breach of contract, warranty, indemnity, contribution, tort, design defect, or otherwise, shall not exceed 100% of the gross compensation actually received by Consultant under this Agreement or $50,000, whichever is greater, provided however, for any damage caused by acts or omissions other than professional negligence, such liability shall not exceed the available coverage under Consultant's commercial general and automobile liability insurance coverage. 9.5 Neither party shall be liable to the other party for special, incidental, consequential or penal losses or damages, even if the parties have been advised of the possibility of such damages. Confidential Page 2 of 3 July 22, 2015 9.6 The forgoing limitations in Sections 5.2 - 5.5 shall apply to all actions of any character, whether in law or equity and whether sounding in contract, indemnity, contribution, warranty, tort, design defect, or otherwise. Client shall notify its contractors and their subcontractors of the foregoing limitations of liability and obtain, for the benefit of Consultant, their agreement to the foregoing limitations of liability. 9.7 Neither party shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such obligations is prevented or delayed by any cause which is beyond the reasonable control of the affected party, and the time for performance of either party hereunder shall in such event be extended for a period equal to any time lost as a result thereof, and an equitable adjustment shall be made to Consultant's compensation. 9.8 Client shall have the right to use the materials resulting from Consultant's efforts on the project (the "materials") only for purposes expressly contemplated in this Agreement. The Materials shall not be used by Client for other projects, for additions to the subject project, for any portions of the project following any termination of Consultant, or for completion of the project by others (unless Consultant is in material breach of this Agreement), except by agreement in writing. Client agrees to indemnify, defend, and hold harmless Consultant against all losses resulting from any use of the Materials not expressly authorized by this Agreement. 9.9 This Agreement shall not be modified except by written agreement signed by both parties. Client shall have the right to make changes within the general scope of Services upon execution of a mutually accepted change order. Client shall also have the right to terminate this Agreement prior to completion of the Services, after reasonable notice to Consultant in writing, in which event Client shall pay Consultant all amounts due Consultant hereunder up to the effective date of termination, plus Consultant's reasonable costs incurred after such date in terminating the Services. In the event that Client alleges breach on behalf of Consultant, Client shall afford Consultant in 30 days written notice to cure any alleged deficiency prior to termination. Recognizing that termination prior to completion may involve risks and exposures both as to cost of work and third party claims, Client shall in such event indemnify, protect and defend Consultant from claims arising out of any incomplete aspect of the Services. 9.10 In the event either party commences legal proceedings against the other, then the prevailing party shall, in addition to any other recovery, be entitled to recover its reasonable attorneys' fees and all other costs of such proceeding. 9.11 All provisions under Section 5.0 "Conditions" shall survive termination or completion of this Agreement. 9.12 This Agreement contains the entire agreement between the parties as to the Services rendered hereunder. All previous or contemporaneous agreements, representations, warranties, promises, and conditions relating to the subject matter of this Agreement are superseded by this Agreement. Cor fdential Page 3 of 3 July 22, 2015 ® DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 17/23/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT. If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CUNTAGI NAME' HERITAGE WEST INSURANCE P(HCO,NNE�, 916 488-9945 FAX 916 488-9948 2365 El Camino Ave Ste G E—tc IN- Extl ( ) I tac,N�,i_ ) Sacramento, CA 95821 ADDRESS'. INSURER(B) AFFORDING COVERAGE NAICC INSURER A: EVEREST INDEMNITY INS CO INSURED GEOLOGICA INCINSURER B LIBERTY MUTUAL INS CO 2625 ALCATRAZ AVE STE 504 IwsURERC:CALIF STATE COMP INS FUND BERKELEY, CA 94705 INSURER D: f INSURER E I( INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADOL SUBR POLICY EFF POLICY EXP I LIMBS LTR (NSD WVD POLICY NUMBER (MM/DDIYYYY) (MM1DD/YYYY1 X COMMERCIAL GENERAL LIABILITY CCLAIMS -MADE OCCUR X POLLUTION LIAB A Y GEN'L AGGREGATE LIMIT APPLIES PER X .................. PRO- POLICY LOC .................,I JECT ............... OTHER. AUTOMOBILE LIABILITY ................. ANYAUTO OWNED SCHEDULED B XALL AUTOS AUTOS X , X NON -OWNED .....I HIRED AUTOS AUTOS X UMBRELLA LIAB X OCCUR A EXCESS LIAB CLAIMS -MADE DED L X I RETENTION $ 10 , 000 EF4ML02091 141 24CC304358 3 EF4CU00275 141 (FOLLOWS FORM) 10/28/14 10/28/15 10/28/14 10/28/15 10/28/14 10/28/15 EACH OCCURRENCE $ UAMRUI: I U KtN I tU PREMISES (Ea °ccurrencel $ MED EXP (Any one person) $ PERSONAL& ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ COMBINED SINGLE LIMIT $ (Ea accident) BODILY INJURY (Per person) S BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ (Per accident) $ 2,000,000 50,000 5,000 2,000,000 4,000,000 4,000,000 1,000,000 EACH OCCURRENCE $ 2,000,000 AGGREGATE $ 2,000,000 $ 'WORKERS COMPENSATIONAXI STATUTE I I ERH AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE YIN I C OFFICERIMEMBER EXCLUDED? I I NIA I EL EACHACCIDENT $ 1,000,000 (Mandatary In NH) LLL____JJJ 1558617 15 6/1/15 6/1/16 IELDISFASE EAEMPLOYELS 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below I E L DISEASE POLICY LIMIT $ 1 , 000 , 000 PROFESSIONAL PER OCCUR $2,000,000 A LIABILITY EF4ML02091 141 10/28/14 10/28/15 AGGREGATE $4,000,000 CLAIMS MADE; DED $5,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) ENVIRONMENTAL CONSULTING. CERTIFICATE HOLDER *30—DAY NOTICE OF CANCELLATION CANCELLATION CITY OF SAN RAFAEL SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE PO BOX 151560 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN SAN RAFAEL CA 94915 1560 ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATIVE I ©1988-2013 ACORD CORPORATION. All rights reserved. ACORD25(2013/04) The ACORD name and logo are registered marks of ACORD sob POLICY NUMBER: COMMERCIAL GENERAL LIABILITY EF4ML02091 141 CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL I' - OWNERS, LESSEES OR C PERSON! ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Oraanization(s):. CITY OF SAN RAFAEL, ITS OFFICERS, AGENTS, EMPLOYEES AND VOLUNTEERS Location(s) Of Covered Operations WHERE REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1_ Your acts or omissions; or 2 The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig— nated above. B_ With respect to the insurance afforded to these additional insureds, the following additional exclu— sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1_ All work, including materials, parts or equip— ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2 That portion of "your wok" out of which the injury or damage arises has been put to its in— tended use by any person or organization other than another contractor or subcontractor en— gaged in performing operations for a principal as a part of the same project CG 20 10 07 011. Copyright, ISO ProPertias, Ina, 2004 Page 7 of 1 rl POLICY NUMBER: ?4CC304358 3 COMMERCIAL AUTO CA 20 48 02 99 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" under the Who Is An Insured Provi- sion of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Endorsement Effective: Countersigned By: Named Insured: GEOLOGI CA INC (Authorized Representative) SCHEDULE Name of Person(s) or Organization(s): CITY OF SAN RAFAEL, ITS OFFICERS, AGENTS, EMPLOYEES AND VOLUNTEERS (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement) Each person or organization shown in the Schedule is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form. CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 1 FF4ML02091 141 COIF MERCML (jENERAL 5 UILFTYECG 24 Q THIS ENDORSEMENT POLICY. THE PLEASE READ IT CAREFULLT. pRimARY AND NONCONTRIBUTORY PROVISION R �rh- R � rS O� tea,' This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Paragraph 4., Cather Insurance of Conditions (Section IV) is amended by the addition of the following: If Insurance similar to this insurance is held by a person or organization that is: a. An owner of real or personal property on which you are performing operations; or b_ A contractor on whose behalf you are performing operations, this insurance is primaiy to that other insurance, and that other insurance shall not contribute to amounts payable under this insurance, for liability arising out of your ongoing operations performed for that person or organization under awritten contract However, this does not applyto any person or organization: a. From whom you did not receive a specific written request that this insurance be primary insurance, or if you did not receive that request prior to the date that your operations for that person or organization commenced: or b. For whom a certiffgate of insurance evidencing that request is not on file with, or received by, us prior to sixty days after the end of the policy period for this insurance. ECG 24 514 05 00 Is Includes copyrighted material of Insurance Services Oftrce, Inc. used with Its permission Copyright, Insurance Services Office, Inc., 1997 Page 1 of 1 Agent Copy EF4ML02091 141 .0f THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PPL 00 074 01 07 CANCELLATION CLAUSE ENDORSEMENT This Endorsement shall not serve to increase our limits of insurance, as described in the LIMITS OF INSURANCE SECTION. It is agreed that should the policy be canceled, we will mail written notice to the person or organization specified below at least: a. 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or b. 30 days before the effective date of cancellation if we cancel for any other reason. Name of Person or Organization Address(es) CITY OF SAN RAFAEL PO BOX 151560 'SAN'RA-FAEL 'CA 94915 1560 All other terms, conditions and exclusions under the policy are applicable to this Endorsement and remain unchanged. PPL 00 074 0107 Copyright@) 2007 Page 1 of 1 www-amsafety.com Forming a part of Policy Number. 24CC304358 3 Coverage Is Provided In Named Insured: Agent: GEOLOGICA INC HERITAGE WEST INS Agent Code: 1008881 Agent Phone: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY_ AMENDMENT OF CANCELLATION PROVISIONS Any term or provision of the Cancellation Conditions of the policy or any endorsement amending or replacing such Conditions is amended by the following. A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the person or organization shown in the Schedule below. In no event will the notice to the person or organization scheduled below exceed the notice to the first named insured. B. Our obligation to send notice to the person or organization listed in the Schedule below will terminate at the earlier of the current policy period expiration or when you no longer have a legal or contractual obligation to such person or organization to maintain insurance coverage under a policy which requires that such person or organization be notified in the event of cancellation. SCHEDULE 1. Name or Person or Organization: CITY OF SAN RAFAEL 2. Mailing Address: PO BOX 151560 SAN RAFAEL CA 94915 1560 3. Number Days Advance Notice: 10 All other terms and conditions of this policy remain unchanged. © 2010 Liberty Mutual Insurance Company. All rights reserved. 17-490 (10110) includes copyrighted material of Insurance Services Office, Inc. with its permission. �R�0 DATE(MM/DD/YYYY) AC � f CERTIFICATE OF LIABILITY INSURANCE 7/23/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT HERITAGE WEST INSURANCE PN ONE-` _�....._..........._........__. F,w( 2365 El Camino Ave Ste G rT-- ° (916) 488-9945 ac,ND:(916) 488-9948 Sacramento, CA 95821 ADDRESSE INSURERIS) AFFORDING COVERAGE NAICY INSURER A: EVEREST INDEMNITY INS CO 0 INSURED GEOLOGICA INC INSURER B: LIBERTY MUTUAL INS CO 2625 ALCATRAZ AVE STE 504 INSURER C: CALIF STATE COMP INS FUND BERKELEY, CA 94705 INSURER D: INSURER E : N INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBN POLICY EFF POLICY EXP LIMITS LTR INSO wvD POLICY NUMBER (MM/DDIYYYY) (MMIDD/YYYYI X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE s 2,000,000 CLAIMS MADE t -- I OCCUR I PREMISES (Eat occurrence) $ 50,000 X POLLUTION LIAB I MED EXP (Any one person) $ 5,000 A _ „ Y EF4ML02091 141 10/28/14 10/28/15 GEN'L AGGREGATE LIMIT APPLIES PER X 1 POLICY JECT El LOC OTHER: AUTOMOBILE LIABILITY AWN SCHEDULED 24CC304358 3 10/28/14 10/28/15 TO ALLLL OWNED B X AUTOS AUTOS X HIRED AUTOS FX I AUTOS NON -OWNED AUTOS X UMBRELLA LIAB X OCCUR EF4CU00275 141 A EXCESS LIAR CLAIMS -MADE (FOLLOWS FORM) DED L X I RETENTIONS 10 , 000 PERSONAL & ADV INJURY s GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ COMBINED SINGLE LIMIT $ (Ea accident) BODILY INJURY (Per person) s BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ (Per accident) $ 2,000,000( 4,000,000 4,000,000 1,000,000 10/28/14 10/28/15 I EACH OCCURRENCE s 2,000,000 (AGGREGATE s 2,000,000 I $ WORKERS COMPENSATIONI X I STATUTE I I ETH AND EMPLOYERS' LIABILITY YIN C ANY PR/MEROPRI ERRMAR NEWE ECUTIVE I—I NSA I E L EACH ACCIDENT $ 1,000,000 (Mandatory In NH) u 1558617 15 6/1/15 6/1/16 IE.L DISEASE -EA EMPLOYE).$ 1,000,000 Ir yes, desvbe under DESCRIPTION OF OPERATIONS below E L DISEASE -POLICY LIMIT $ 1 , 0 00 , 000 PROFESSIONAL PER OCCUR $2,000,000 A LIABILITY EF4ML02091 141 10/28/14 10/28/15 AGGREGATE $4,000,000 CLAIMS MADE; DED $5,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached it more space is required) ENVIRONMENTAL CONSULTING. CERTIFICATE HOLDER *30—DAY NOTICE OF CANCELLATION CANCELLATION CITY OF SAN RAFAEL SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE PO BOX 151560 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN SAN RAFAEL CA 94915 1560 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE I ©1988-2013 ACORD CORPORATION. All rights reserved. ACORD25(2013104) The ACORD name and logo are registered marks ofACORD 608 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY EF4ML02091 141 CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL, INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): CITY OF SAN RAFAEL, ITS OFFICERS, AGENTS, EMPLOYEES AND VOLUNTEERS Locations) Of Covered Operations WHERE REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A Section II Who Is An Insured is amended to include as an additional insured the persons) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1_ Your acts or omissions; or 2 The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig— nated above. B_ With respect to the insurance afforded to these additional insureds, the following additional exclu— sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after. 1_ All work, including materials, parts or equip— ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2 That portion of "your vvo&' out of which the injury or damage arises has been put to its in— tended use by any person or organization other than another contractor or subcontractor en— gaged in performing operations for a principal as a part of the same project CC 20 10 07 04. Copyri91yt, ISO Praperfies, Inc., 21304 Page 1 of 1 POLICY NUMBER: 24CC304358 3 COMMERCIAL AUTO CA 20 48 02 99 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER;COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by this endorsement. This endorsement identifies person(s) or organization(s) who are 'insureds" under the Who Is An Insured Provi- sion of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Endorsement Effective: Countersigned By - 7 / 2.1 _/ 1. y 7/2./1. Named Insured: GEOLOGICA INC (Authorized Representative), SCHEDULE Name of Person(s) or; Organization(s): CITY OF SAN RAFAEL, ITS OFFICERS, AGENTS, EMPLOYEES AND VOLUNTEERS (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement) Each person or organization shown in the Schedule is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form. CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 1 ❑ FF4ML02091 141 COMMERCII AL (,1Efd G 24 514 i15 00 THIS ENDORSEMEIIIT CHARGES THF P[3Uey. PLEASE HEAD IT CAREFULLY. PRIMARY ANDN VI R OPERATIONS This endorsement modifies insurance provided underthe following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Paragraph 4., Other Insurance of Conditions (Section t1) is amended by the addition of 1he following: If Insurance similar to this insurance is held by a person or organization that is: a. An owner of real orpersonal property on which you are performing operations; or b. A contractor on whose behalf you are performing operations, this insurance is primary to that other insurance, and that other Insurance shall not contribute to amounts payable under this insurance, for liability arising out of your ongoing operations performed for that person or organization under a written contract. However, this does not applyto any person or organization: a. From whom you did not receive a specific written request that this insurance be primary insurance, or if you did not receive that request prior to the date that your operations for that person or organization commenced; or b. For whom a certificate of insurance evidencing that request is not on file with, or received by, us prior to saty days after the end of the policy period forthis insurance. ECG 24 514 05 00 13 Includes copyrighted material of Insurance Services Office, Inc. used with Its permission Copyright, insurance Services Office, Inc., 1997 Page i of i Agent Copy EF4ML02091 141 Mi THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PPL 00 074 01 07 CANCELLATION CLAUSE ENDORSEMENT This Endorsement shall not serve to increase our limits of insurance, as described in the LIMITS OF INSURANCE SECTION. It is agreed that should the policy be canceled, we will mail written notice to the person or organization specified below at least: a. 10 days before the effective date of cancellation if we cancel for nonpayment of premium, or b. 30 days before the effective date of cancellation if we cancel for any other reason. Name of Person or Organization CITY OF SAN RAFAEL Addressfes) PO BOX 151560 SAN RAFAEL CA 94915 1560 All other terms, conditions and exclusions under the policy are applicable to this Endorsement and remain unchanged. PPL 00 074 0107 Copyright© 2007 Page 1 of 1 www.amsafety.com Forming a part of Policy Number. 24CC304358 3 Coverage Is Provided In Named Insured: Agent: GEOLOGICA INC HERITAGE WEST INS Agent Code: 1008881 Agent Phone: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY_ AMENDMENT OF CANCELLATION PROVISIONS Any term or provision of the Cancellation Conditions of the policy or any endorsement amending or replacing such Conditions is amended by the following: A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the person or organization shown in the Schedule below. In no event will the notice to the person or organization scheduled below exceed the notice to the first named insured. B. Our obligation to send notice to the person or organization listed in the Schedule below will terminate at the earlier of the current policy period expiration or when you no longer have a legal or contractual obligation to such person or organization to maintain insurance coverage under a policy which requires that such person or organization be notified in the event of cancellation. SCHEDULE 1. Name or Person or Organization: CITY OF SAN RAFAEL 2. Mailing Address: PO BOX 151560 SAN RAFAEL CA 94915 1560 3. Number Days Advance Notice: 10 All other terms and conditions of this policy remain unchanged. © 2010 Liberty Mutual Insurance Company. All rights reserved. includes copyrighted material of Insurance Services Office, Inc. with its permission. 17-490 (10/10) l ® DATE(MWDD/YYYY) AC"RVr CERTIFICATE OF LIABILITY INSURANCE 17/23/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT. If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT HERITAGE WEST INSURANCE I PHONE FAx (AIC, No. Exp (916) 488-9945 I (aC,No, (916) 488-9948 2365 El Camino Ave Ste G 1 E-MAIL ADDRESS: Sacramento, CA 95821 I IN5URERJ3) AFFORDING COVERAGE NAIC9 IINSURER A:EVEREST INDEMNITY INS CO INSURED GEOLOGICA INC INSURER B: LIBERTY MUTUAL INS CO 2625 ALCATRAZ AVE STE 504 I INSURERC: CALIF STATE COMP INS FUND BERKELEY, CA 94705 IINSURER D: I INSURER E : I INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUOR POLICY EFF POLICY EXP LIMITS LTR INso wVO POLICY NUMBER (MM/DD/YYYY) IMMIDD/YYYY) X COMMERCIAL GENERAL uABIUTY EACH OCCURRENCE $ 2,000,000 CLAIMS MADE X OCCUR I PREMISES (Ea occurrence) $ 50,000 X POLLUTION LIAB I MED EXP (Any one person) $ 5,000 A _ GEN'L AGGREGATE LIMIT APPLIES PER: POLICY JECT L_ __V LOC OTHER: AUTOMOBILE LIABILITY B °A I WORKERS COMPENSATION PER OTH- AND EMPLOYERS' LIABILITY I YIN X I STATUTE I I ER VIY ER/IEX VE C O FICEHIMEMBER EXC UDED? E`�t NIA I E L EACH ACCIDENT $ 1,000,000 (Mandatory in NH) 1558617 15 6/1/15 6/1/16 E.L.IDISEASE-EA EMPLOYEL$ 1,000,000 I If yes, describe under DESCRIPTION OF OPERATIONS below I E L DISEASE -POLICY LIMIT $ 1 , 0 00 , 000 PROFESSIONAL PER OCCUR $2,000,000 A LIABILITY EF4ML02091 141 10/28/14 10/28/15 AGGREGATE $4,000,000 CLAIMS MADE; DED $5,000 DESCRIPTION OF OPERATIONS / LOCATIONS! VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) ENVIRONMENTAL CONSULTING. EF4ML02091 141 ANYAUTO 2,000,000 X ALL OWNED 4,000,000 SCHEDULED (PRODUCTS - COMP/OPAGG $ AUTOS I IAUTOS _ X X NON -OWNED 24CC304358 3 HIRED AUTOS AUTOS X LIABX $ OCCUR EF4CU00275 141 IUMBRELLA EXCESS LIAB 2,000,000 2,000,000 (FOLLOWS FORM) CLAIMS -MADE DED L XJ RETENTIONS 10 , 000 EF4ML02091 141 10/28/14 10/28/15IPERSONAL&ADV INJURY $ 2,000,000 Y GENERAL AGGREGATE $ 4,000,000 (PRODUCTS - COMP/OPAGG $ 4,000,000 $ COMBINED $ (Ea accident) SINGLE LIMIT 1,000,000 24CC304358 3 10/28/14 10/28/151 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ I PROPERTY DAMAGE $ (Per accident) $ EF4CU00275 141 10/28/14 10/28/15IEACH OCCURRENCE $ I AGGREGATE $ 2,000,000 2,000,000 (FOLLOWS FORM) CERTIFICATE HOLDER *30—DAY NOTICE OF CANCELLATION CANCELLATION CITY OF SAN RAFAEL SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE PO BOX 151560 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN SAN RAFAEL CA 94915 1560 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE I ©1988-2013 ACORD CORPORATION. All rights reserved. ACORD25(2013/04) The ACORD name and logo are registered marks of ACORD 608 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY E F4MLO2091 141 CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED D - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Persons) Or Organization(s): CITY OF SAN RAFAEL, ITS OFFICERS, AGENTS, EMPLOYEES AND VOLUNTEERS Locations) Of Covered Operations WHERE REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section 11 Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1_ Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig— nated above. B_ With respect to the insurance afforded to these additional insureds, the following additional exclu— sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1_ All work, including materials, parts or equip— ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in— tended use by any person or organization other than another contractor or subcontractor en— gaged in performing operations for a principal as a part of the same project CC 213 113 07 CA CC>Pyr;yht, ISO ProPsrtiss, Ino,, 21304 Pays 1 of 7 EJ POLICY NUMBER: 24CC304358 3 COMMERCIAL AUTO CA 20 48 02 99 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER: COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by this endorsement. This endorsement identifies person(s) or organization(s) who are 'insureds" under the Who Is An Insured Provi- sion of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. I Endorsement Effective: Countersigned By. 7/2.1/1F I Named Insured: GEOLOGI CA INC (Authorized Representative) SCHEDULE Name of Person(s) or, Organization(s): CITY OF SAN RAFAEL, ITS OFFICERS, AGENTS, EMPLOYEES AND VOLUNTEERS (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement) Each person or organization shown in the Schedule is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form. CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of i I'll EF4ML02091 141 COMMERCIAL GM G L A 05 00 THIS F-moortsEwff CHARGES THE 1P011M. PLEASE READ IT CAREFULLY. PRIMARY A, ND Y PROVISION YOUR OPERATIONS This endorsement modifies insurance provided underthe following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Paragraph 4., Other Insurance of Conditions (Section M is amended by the addition of the following: If Insurance similar to this Insurance is held by a person or organization that is: a. An owner of real or:; personal property on which you are performing operations; or b. A contractor on whose behalf you are performing operations, this insurance is primary to that other insurance, and that other Insurance shall not contribute to amounts payable under this Insurance, for liability arising out of your ongoing operations performed for that person or organization under a written contract. However, this does not applyto any person or organization: a. From whom you did not receive a specific written request that this insurance be primary insurance, or if you did not receive that request prior to the date that your operations for that person or organization commenced; or b. For whom a certificate of insurance evidencing that request is not on Tile with, or received by, us prior to sixty days after the end of the policy period for this insurance. ECG 24 514 05 Oo 13 -Includes copyrighted material of Insurance Services Oftice, Inc. used with Its permission Copyright, insurance Services Office, Inc., 1997 Page 1 of i Agent Capy EF4MLO2091 141 N THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PPL 00 074 01 07 CANCELLATION CLAUSE ENDORSEMENT This Endorsement shall not serve to increase our limits of insurance, as described in the LIMITS OF INSURANCE SECTION. It is agreed that should the policy be canceled, we will mail written notice to the person or organization specified below at least: a. 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or b. 30 days before the effective date of cancellation if we cancel for any other reason. Name of Person or organization CITY OF SAN RAFAEL Address(es) PO BOX 151560 SAN RAFAEL CA 94915 1560 All other terms, conditions and exclusions under the policy are applicable to this Endorsement and remain unchanged. PPL 00 074 0107 Copyright© 2007 Page 1 of 1 www.amsafety.com Forming a part of Policy Number. 24CC304358 3 Coverage Is Provided In Named Insured: GEOLOGICA INC Agent: HERITAGE WEST INS Agent Code: 1008881 Agent Phone: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT OF CANCELLATION PROVISIONS Any term or provision of the Cancellation Conditions of the policy or any endorsement amending or replacing such Conditions is amended by the following: A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the person or organization shown in the Schedule below. In no event will the notice to the person or organization scheduled below exceed the notice to the first named insured. B. Our obligation to send notice to the person or organization listed in the Schedule below will terminate at the earlier of the current policy period expiration or when you no longer have a legal or contractual obligation to such person or organization to maintain insurance coverage under a policy which requires that such person or organization be notified in the event of cancellation. SCHEDULE 1. Name or Person or Organization: CITY OF SAN RAFAEL 2. Mailing Address: PO BOX 151560 SAN RAFAEL CA 94915 1560 3. Number Days Advance Notice: 10 All other terms and conditions of this policy remain unchanged. © 2010 Liberty Mutual Insurance Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. 17-490 (10110) HOME OFFICE SAN FRANCISCO ALL EFFECTIVE DATES ARE AT 12:01 AM PACIFIC STANDARD TIME OR THE TIME INDICATED AT PACIFIC STANDARD TIME GEOLOGICA INC. ENDORSEMENT AGREEMENT WAIVER OF SUBROGATION BROKER COPY 1558617-15 RENEWAL Sc 1-76-81-89 PAGE 1 OF 1 EFFECTIVE AUGUST 3, 2015 AT 12.01 A.M. AND EXPIRING JUNE 1, 2016 AT 12.01 A.M. 2625 ALCATRAZ AVE #k 504 BERKELEY, CA 94705 ANYTHING IN THIS POLICY TO THE CONTRARY NOTWITHSTANDING, IT IS AGREED THAT THE STATE COMPENSATION INSURANCE FUND WAIVES ANY RIGHT OF SUBROGATION AGAINST, CITY OF SAN RAFAEL WHICH MIGHT ARISE BY REASON OF ANY PAYMENT UNDER THIS POLICY IN CONNECTION WITH WORK PERFORMED BY, GEOLOGICA INC. IT IS FURTHER AGREED THAT THE INSURED SHALL MAINTAIN PAYROLL RECORDS ACCURATELY SEGREGATING THE REMUNERATION OF EMPLOYEES WHILE ENGAGED IN WORK FOR THE ABOVE EMPLOYER. IT IS FURTHER AGREED THAT PREMIUM ON THE EARNINGS OF SUCH EMPLOYEES SHALL BE INCREASED BY 03%. NOTHING IN THIS ENDORSEMENT CONTAINED SHALL BE HELD TO VARY, ALTER, WAIVE OR EXTEND ANY OF THE TERMS, CONDITIONS, AGREEMENTS, OR LIMITATIONS OF THIS POLICY OTHER THAN AS STATED. NOTHING ELSEWHERE IN THIS POLICY SHALL BE HELD TO VARY, ALTER, WAIVE OR LIMIT THE TERMS, CONDITIONS, AGREEMENTS OR LIMITATIONS OF THIS ENDORSEMENT. COUNTERSIGNED AND ISSUED AT SAN FRANCISCO: AUGUST 5, /2/015 AUTHORIZED REPRESENT IVE PRESIDENT AND CEO SCIF FORM 10217 (REV.7-2014) 2570 OLD OF 217 BROKER COPY 1558617-15 RENEWAL Sc PLEASE KEEP THIS ENDORSEMENT WITH YOUR POLICY Dear Policyholder: These endorsements amend and are part of your policy. Please keep them with your documents for future reference. If you have any questions concerning these endorsements, Please contact your local State Fund office. Below is the process for getting your professional services agree me n ts,, contracts finalized and CXeCUted. Please attach this "Completion Checklist and ROLIting Slip" to the front of your �-,ontract as you circulate it for review and signatures. Please use this for for all professional services agreements/contracts (not just those requiring City Council approval). This process should occur in the order presented below. Step Responsible Description Completion Department Date I City Attorney Revic"l, reN ise, and comment on draft agrCeillent. 2 Contracting Department hirward final ,.Larccinc, tit io contractor 1'or their Signature, Obtain al least kvo Signed oricyinals horn coritnaoor. Contracting Department Apendi/c, contractor-,iorried agrcernent for ounCil approa], iJ'('()1.n1CiJ necessary (as detined by (`its Attornc�'/Ci 4 City Attorney Review an(] approve torni of agreernent, bonds., and uisuranCC CerfiikatCS and ff 7l I. 5 City Manager Mayor or Agreement executed by Cout cil authorized Dgartment Head driciai. I 6 City Clerk (ily Clerk attCS(�, S1 LYWOUIVS, relains original agreernent. and fbrw'ards col-)ies w the contractin(y, departincrit. To be completed by: Contra ting Department: Project Manager: Project Narne. Agendized for City Council Meeting, of (if necessary) - If you have questions on this process, please contact the City Attorney's Office at 485-3080. COL11161 approval is required if contract is over $20,000 on a curnulative basis.