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Home My WebLink AboutAgreement - CSG Consultants, Inc. - Plan check and inspection services for Frontier's Fiber Optic project throughout the City of Gilroy - Signed 2022-10-26City of Gilroy Agreement/Contract Tracking Today’s Date: October 18, 2022 Your Name: Michael Lewis Contract Type: Services over $5k - Consultant Phone Number: 408-846-0265 Contract Effective Date: (Date contract goes into effect) 10/1/2022 Contract Expiration Date: 10/31/2023 Contractor / Consultant Name: (if an individual’s name, format as last name, first name) CSG Consultants, Inc. 550 Pilgrim Drive Foster City, CA 94404 Taxpayer ID: 91-2053749 Signer’s Name/Title: Hatem Ahmed, Vice President Contract Subject: (no more than 100 characters) Plan check and inspection services for Frontier's Fiber Optic project throughout the City of Gilroy Contract Amount: (Total Amount of contract. If no amount, leave blank) $419,765.00 By submitting this form, I confirm this information is complete:  Date of Contract  Contractor/Consultant name and complete address  Terms of the agreement (start date, completion date or “until project completion”, cap of compensation to be paid)  Scope of Services, Terms of Payment, Milestone Schedule and exhibit(s) attached  Taxpayer ID or Social Security # and Contractors License # if applicable  Contractor/Consultant signer’s name and title  City Administrator or Department Head Name, City Clerk (Attest), City Attorney (Approved as to Form) Routing Steps for Electronic Signature Risk Manager City Attorney Approval As to Form City Administrator or Department Head City Clerk Attestation DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F TYPE OF PROCURMENT DOLLAR THRESHOLD / SIGNING AUTHORITY STAFF LEVEL DEPARTMENT HEAD CITY ADMINISTRATOR COUNCIL APPROVAL $0-$999.99 $1,000-$49,999.99 $50,000-$99,999.99 $100,000-Above EQUIPMENT /SUPPLIES/ MATERIALS Furniture, hoses, parts, pipe manholes, office supplies, fuel, tools, PPE items, etc… • Vendor selection at discretion of staff Payment Method Purchase Card or Payment Request (if vendor does not accept credit cards) • Informal bid/quotation – 3 quotes (verbal or written) • Purchasing Summary form w/ Purchasing Approval • Purchase Requisition Payment Method Purchase Order* • Informal bid/quotation – 3 written quotes • Purchasing Summary form w/ City Administrator Approval • Purchase Requisition Payment Method Purchase Order • Formal Bid • Advertisement • Council Approval • Purchase Requisition signed by City Administrator Payment Method Purchase Order GENERAL SERVICES Janitorial, landscape maintenance, equipment repair, installation, graffiti abatement, service inspections, uniform cleaning, etc… • Vendor selection at discretion of staff • May require insurance documents depending on scope/ nature of work Payment Method Purchase Card (if incorporated) Signed Payment Request (if so proprietor or partner) • Informal bid/quotation – 3 quotes (verbal or written) • Purchasing Summary form w/ Department Head Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order* • Informal Bid/RFP quotation – 3 written quotes • Purchasing Summary form w/ City Administrator Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • Formal Bid/RFP/RFQ • Advertisement • Council Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order PROFESSIONAL SERVICES Consultants, architects, designers, auditors, etc... • Vendor selection at the discretion of staff • Purchase Summary Form w/ Purchasing Approval • Standard Agreement signed by Department Head • Purchase Requisition Payment Method Purchase Order • RFP/RFQ to at least 3 consultants • Purchase Summary Form w/ Department Head Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • RFP/RFQ to a list of consultants • Evaluation Spreadsheet w/ City Administrator Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • Formal RFP/RFQ • Advertisement • Council Approval • Standard Agreement signed by City Administrator • Purchase Requisition Payment Method Purchase Order DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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 have ADDITIONAL INSURED provisions or 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 12/7/2021 25674 CSG Consultants, Inc. 550 Pilgrim Drive Foster City, CA 94404 11150 A 1,000,000 X P-660-5R143841-TIL-21 12/4/2021 12/4/2022 1,000,000 10,000 1,000,000 2,000,000 2,000,000 1,000,000A X 810-5R143576-21-43-G 12/4/2021 12/4/2022 APD Owned Autos Only Comp/Coll Ded.2,000 5,000,000A CUP-7S954134-21-NF 12/4/2021 12/4/2022 5,000,000 10,000 A X UB-5R147157-21-43-G 12/4/2021 12/4/2022 1,000,000 Y 1,000,000 1,000,000 B Professional Liab.PAAEP0008806 12/4/2021 Ded: $50,000; Agg:5,000,000 Re: all operations. The City of Gilroy, its employees, officers, officials and volunteers are named as additional insureds on GL with 30 Day Notice of Cancellation and included as additional insured on Auto per attached endorsements. Waiver of Subrogation on WC per attached endorsement. 30 Day Notice of Cancellation per attached endorsement. Sixty (60) Months Optional Extended Claims Reporting Period on Professional. 30 Day Notice of Cancellation on WC is not available. City of Gilroy Attn: Ogarita / City of Gilroy 7351 Rosanna Street Gilroy, CA 95202 CSGCONS-01 MHILL Alliant Insurance Services, Inc. 575 Market St Ste 3600 San Francisco, CA 94105 Melissa Hill Melissa.Hill@alliant.com Travelers Property Casualty Company of America Arch Insurance Company X 12/4/2022 X X X X X X X X DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - WRITTEN CONTRACTS (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II - WHO IS AN INSURED: Any person or organization that you agree in a "written contract requiring insurance" to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. If, and only to the extent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies. The person or organization does not qualify as an additional insured with respect to the independent acts or omissions of such person or organization. The insurance provided to such additional insured is limited as follows: c. In the event that the Limits of Insurance of this Coverage Part shown in the Declarations exceed the limits of liability required by the "written contract requiring insurance", the in- surance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement shall not increase the limits of insurance described in Section Ill - Limits Of Insurance. d. This insurance does not apply to the render- ing of or failure to render any "professional services" or construction management errors or omissions. e. This insurance does not apply to "bodily in- jury" or "property damage" caused by "your work" and included in the "products- completed operations hazard" unless the "written contract requiring insurance" specifi- cally requires you to provide such coverage for that additional insured, and then the insur- ance provided to the additional insured ap- plies only to such "bodily injury" or "property damage" that occurs before the end of the pe- riod of time for which the "written contract re- quiring insurance" requires you to provide such coverage or the end of the policy period, whichever is earlier. 2. The following is added to Paragraph 4.a. of SEC- TION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: The insurance provided to the additional insured is excess over any valid and collectible "other in- surance", whether primary, excess, contingent or on any other basis, that is available to the addi- tional insured for a loss we cover. However, if you specifically agree in the "written contract requiring insurance" that this insurance provided to the ad- ditional insured under this Coverage Part must apply on a primary basis or a primary and non- contributory basis, this insurance is primary to "other insurance" available to the additional in- sured which covers that person or organization as a named insured for such loss, and we will not share with that "other insurance". But this insur- ance provided to the additional insured still is ex- cess over any valid and collectible "other insur- ance", whether primary, excess, contingent or on any other basis, that is available to the additional insured when that person or organization is an additional insured under any "other insurance". 3. The following is added to SECTION IV - COM- MERCIAL GENERAL LIABILITY CONDITIONS: Duties Of An Additional Insured As a condition of coverage provided to the addi- tional insured: a. The additional insured must give us written notice as soon as practicable of an "occur- rence" or an offense which may result in a claim. To the extent possible, such notice should include: CG D4 14 04 08 © 2008 The Travelers Companies, Inc. Page 1 of 2 POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F COMMERCIAL GENERAL LIABILITY i. How, when and where the "occurrence" or offense took place; ii. The names and addresses of any injured persons and witnesses; and iii. The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against the additional insured, the additional insured must: i. Immediately record the specifics of the claim or "suit" and the date received; and ii. Notify us as soon as practicable. The additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. The additional insured must immediately send us copies of all legal papers received in con- nection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and oth- erwise comply with all policy conditions. d. The additional insured must tender the de- fense and indemnity of any claim or "suit" to any provider of other insurance which would cover the additional insured for a loss we cover. However, this condition does not affect whether this insurance provided to the addi- tional insured is primary to that other insur- ance available to the additional insured which covers that person or organization as a named insured. 4. The following is added to the DEFINITIONS Sec- tion: "Written contract requiring insurance" means that part of any written contract or agreement under which you are required to include a person or or- ganization as an additional insured on this Cover- age Part, provided that the "bodily injury" and "property damage" occurs and the "personal in- jury" is caused by an offense committed: a. After the signing and execution of the contract or agreement by you; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. Page 2 of 2 © 2008 The Travelers Companies, Inc. CG D4 14 04 08 POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS AND SURVEYORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE – This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A.Non-Owned Watercraft – 75 Feet Long Or Less H.Blanket Additional Insured – Governmental Entities – Permits Or Authorizations Relating ToB.Who Is An Insured – Unnamed Subsidiaries PremisesC.Who Is An Insured – Retired Partners, Members, I.Blanket Additional Insured – GovernmentalDirectors And Employees Entities – Permits Or Authorizations Relating ToD.Who Is An Insured – Employees And Volunteer OperationsWorkers – Bodily Injury To Co-Employees, Co- J.Incidental Medical MalpracticeVolunteer Workers And Retired Partners, Members, Directors And Employees K.Medical Payments – Increased Limit E.Who Is An Insured – Newly Acquired Or Formed L.Amendment Of Excess Insurance Condition – Limited Liability Companies Professional Liability F.Blanket Additional Insured – Controlling Interest M.Blanket Waiver Of Subrogation – When Required By Written Contract Or AgreementG.Blanket Additional Insured – Mortgagees, Assignees, Successors Or Receivers N.Contractual Liability – Railroads PROVISIONS uses or is responsible for the use of a watercraft that you do not own that is:A. NON-OWNED WATERCRAFT – 75 FEET (1)75 feet long or less; andLONG OR LESS (2)Not being used to carry any person1.The following replaces Paragraph (2)of or property for a charge;Exclusion g.,Aircraft, Auto Or Watercraft, in Paragraph 2.of SECTION I –B. WHO IS AN INSURED – UNNAMED COVERAGES – COVERAGE A – BODILY SUBSIDIARIES INJURY AND PROPERTY DAMAGE The following is added to SECTION II – WHO ISLIABILITY:AN INSURED: (2)A watercraft you do not own that is:Any of your subsidiaries, other than a partnership(a)75 feet long or less; and or joint venture, that is not shown as a Named (b)Not being used to carry any person Insured in the Declarations is a Named Insured or property for a charge;if: 2.The following replaces Paragraph 2.e.of a.You are the sole owner of, or maintain an SECTION II – WHO IS AN INSURED:ownership interest of more than 50% in, such subsidiary on the first day of the policye.Any person or organization that, with period; andyour express or implied consent, either CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved.Page 1 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F Unless you are in the business or occupationb.Such subsidiary is not an insured under of providing professional health caresimilar other insurance. services, Paragraphs (1)(a),(b),(c)and (d)No such subsidiary is an insured for "bodily above do not apply to "bodily injury" arisinginjury" or "property damage" that occurred, or out of providing or failing to provide first aid"personal and advertising injury" caused by an or "Good Samaritan services" by any of youroffense committed:retired partners, members, directors or a.Before you maintained an ownership interest "employees", other than a doctor. Any such of more than 50% in such subsidiary; or retired partners, members, directors or "employees" providing or failing to provideb.After the date, if any, during the policy period first aid or "Good Samaritan services" duringthat you no longer maintain an ownership their work hours for you will be deemed to beinterest of more than 50% in such subsidiary.acting within the scope of their employmentFor purposes of Paragraph 1.of Section II – Who by you or performing duties related to theIs An Insured, each such subsidiary will be conduct of your business.deemed to be designated in the Declarations as:(2)"Personal injury": a.A limited liability company;(a)To you, to your current or retired b.An organization other than a partnership,partners or members (if you are ajoint venture or limited liability company; or partnership or joint venture), to your current or retired members (if you are ac.A trust; limited liability company), to your otheras indicated in its name or the documents that current or retired directors orgovern its structure."employees" while in the course of his or her employment or performing dutiesC. WHO IS AN INSURED – RETIRED PARTNERS, related to the conduct of your business,MEMBERS, DIRECTORS AND EMPLOYEES or to your other "volunteer workers"The following is added to Paragraph 2.of while performing duties related to theSECTION II – WHO IS AN INSURED:conduct of your business; Any person who is your retired partner, member,(b)To the spouse, child, parent, brother or director or "employee" that is performing services sister of that current or retired partner, for you under your direct supervision, but only for member, director, "employee" or "volunteer worker" as a consequence ofacts within the scope of their employment by you Paragraph (2)(a)above;or while performing duties related to the conduct of your business. However, no such retired (c)For which there is any obligation to partner, member, director or "employee" is an share damages with or repay someone else who must pay damages because ofinsured for: the injury described in Paragraph (2)(a) (1)"Bodily injury":or (b)above; or (a)To you, to your current partners or (d)Arising out of his or her providing ormembers (if you are a partnership or failing to provide professional health carejoint venture), to your current members services.(if you are a limited liability company) or (3)"Property damage" to property:to your current directors; (a)Owned, occupied or used by; or(b)To the spouse, child, parent, brother or sister of that current partner, member or (b)Rented to, in the care, custody or controldirector as a consequence of Paragraph of, or over which physical control is(1)(a)above;being exercised for any purpose by; (c)For which there is any obligation to you, any of your retired partners, membersshare damages with or repay someone or directors, your current or retiredelse who must pay damages because of "employees" or "volunteer workers", anythe injury described in Paragraph (1)(a) current partner or member (if you are aor(b)above; or partnership or joint venture), or any current(d)Arising out of his or her providing or member (if you are a limited liabilityfailing to provide professional health care company) or current director.services. Page 2 of 6 ú 2017 The Travelers Indemnity Company. All rights reserved.CG D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F D. WHO IS AN INSURED – EMPLOYEES AND organization will be deemed to be VOLUNTEER WORKERS – BODILY INJURY designated in the Declarations as: TO CO-EMPLOYEES, CO-VOLUNTEER a.A limited liability company;WORKERS AND RETIRED PARTNERS, b.An organization other than a partnership,MEMBERS, DIRECTORS AND EMPLOYEES joint venture or limited liability company;The following is added to Paragraph 2.a.(1)of orSECTION II – WHO IS AN INSURED: c.A trust;Paragraphs (1)(a),(b)and (c)above do not as indicated in its name or the documentsapply to "bodily injury" to a current or retired co-that govern its structure."employee" while in the course of the co- "employee's" employment by you or performing F. BLANKET ADDITIONAL INSURED – duties related to the conduct of your business, or CONTROLLING INTEREST to "bodily injury" to your other "volunteer 1.The following is added to SECTION II –workers" or retired partners, members or WHO IS AN INSURED:directors while performing duties related to the Any person or organization that has financialconduct of your business.control of you is an insured with respect toE. WHO IS AN INSURED – NEWLY ACQUIRED liability for "bodily injury", "property damage"OR FORMED LIMITED LIABILITY COMPANIES or "personal and advertising injury" that The following replaces Paragraph 3.of arises out of: SECTION II – WHO IS AN INSURED:a.Such financial control; or 3.Any organization you newly acquire or form,b.Such person's or organization'sother than a partnership or joint venture, and ownership, maintenance or use ofof which you are the sole owner or in which premises leased to or occupied by you.you maintain an ownership interest of more The insurance provided to such person orthan 50%, will qualify as a Named Insured if organization does not apply to structuralthere is no other similar insurance available alterations, new construction or demolitionto that organization. However:operations performed by or on behalf of sucha.Coverage under this provision is person or organization.afforded only: 2.The following is added to Paragraph 4.of(1)Until the 180th day after you acquire SECTION II – WHO IS AN INSURED:or form the organization or the end This paragraph does not apply to anyof the policy period, whichever is premises owner, manager or lessor that hasearlier, if you do not report such financial control of you.organization in writing to us within 180 days after you acquire or form it;G. BLANKET ADDITIONAL INSURED – or MORTGAGEES, ASSIGNEES, SUCCESSORS OR RECEIVERS(2)Until the end of the policy period, when that date is later than 180 days The following is added to SECTION II – WHO ISafter you acquire or form such AN INSURED:organization, if you report such Any person or organization that is a mortgagee,organization in writing to us within assignee, successor or receiver and that you180 days after you acquire or form it; have agreed in a written contract or agreementb.Coverage A does not apply to "bodily to include as an additional insured on thisinjury" or "property damage" that Coverage Part is an insured, but only withoccurred before you acquired or formed respect to its liability as mortgagee, assignee,the organization; and successor or receiver for "bodily injury", "property c.Coverage B does not apply to "personal damage" or "personal and advertising injury" and advertising injury" arising out of an that: offense committed before you acquired a.Is "bodily injury" or "property damage" thator formed the organization.occurs, or is "personal and advertising injury" For the purposes of Paragraph 1.of Section caused by an offense that is committed, II – Who Is An Insured, each such CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved.Page 3 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F subsequent to the signing of that contract or openings, sidewalk vaults, elevators, street agreement; and banners or decorations. b.Arises out of the ownership, maintenance or I. BLANKET ADDITIONAL INSURED – use of the premises for which that GOVERNMENTAL ENTITIES – PERMITS mortgagee, assignee, successor or receiver OR AUTHORIZATIONS RELATING TO is required under that contract or agreement OPERATIONS to be included as an additional insured on The following is added to SECTION II – WHO ISthis Coverage Part.AN INSURED: The insurance provided to such mortgagee,Any governmental entity that has issued a permitassignee, successor or receiver is subject to the or authorization with respect to operationsfollowing provisions:performed by you or on your behalf and that you a.The limits of insurance provided to such are required by any ordinance, law, building code mortgagee, assignee, successor or receiver or written contract or agreement to include as an will be the minimum limits that you agreed to additional insured on this Coverage Part is an provide in the written contract or agreement, insured, but only with respect to liability for or the limits shown in the Declarations, "bodily injury", "property damage" or "personal whichever are less.and advertising injury" arising out of such operations.b.The insurance provided to such person or organization does not apply to:The insurance provided to such governmental entity does not apply to:(1)Any "bodily injury" or "property damage" that occurs, or any "personal and a.Any "bodily injury", "property damage" oradvertising injury" caused by an offense "personal and advertising injury" arising outthat is committed, after such contract or of operations performed for theagreement is no longer in effect; or governmental entity; or (2)Any "bodily injury", "property damage" or b.Any "bodily injury" or "property damage""personal and advertising injury" arising included in the "products-completedout of any structural alterations, new operations hazard".construction or demolition operations J. INCIDENTAL MEDICAL MALPRACTICEperformed by or on behalf of such 1.The following replaces Paragraph b.of themortgagee, assignee, successor or definition of "occurrence" in thereceiver. DEFINITIONS Section:H. BLANKET ADDITIONAL INSURED – b.An act or omission committed inGOVERNMENTAL ENTITIES – PERMITS OR providing or failing to provide "incidentalAUTHORIZATIONS RELATING TO PREMISES medical services", first aid or "GoodThe following is added to SECTION II – WHO IS Samaritan services" to a person, unlessAN INSURED:you are in the business or occupation of providing professional health careAny governmental entity that has issued a permit services.or authorization with respect to premises owned or occupied by, or rented or loaned to, you and 2.The following replaces the last paragraph of that you are required by any ordinance, law,Paragraph 2.a.(1)of SECTION II – WHO IS building code or written contract or agreement to AN INSURED: include as an additional insured on this Unless you are in the business or occupationCoverage Part is an insured, but only with of providing professional health carerespect to liability for "bodily injury", "property services, Paragraphs (1)(a),(b),(c)and (d)damage" or "personal and advertising injury"above do not apply to "bodily injury" arisingarising out of the existence, ownership, use,out of providing or failing to provide: maintenance, repair, construction, erection or (a)"Incidental medical services" by any ofremoval of any of the following for which that your "employees" who is a nurse,governmental entity has issued such permit or nurse assistant, emergency medicalauthorization: advertising signs, awnings,technician, paramedic, athletic trainer,canopies, cellar entrances, coal holes,audiologist, dietician, nutritionist,driveways, manholes, marquees, hoist away Page 4 of 6 ú 2017 The Travelers Indemnity Company. All rights reserved.CG D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F that is available to any of your "employees"occupational therapist or occupational for "bodily injury" that arises out of providingtherapy assistant, physical therapist or or failing to provide "incidental medicalspeech-language pathologist; or services" to any person to the extent not(b)First aid or "Good Samaritan services"subject to Paragraph 2.a.(1)of Section II –by any of your "employees" or "volunteer Who Is An Insured.workers", other than an employed or volunteer doctor. Any such "employees"K. MEDICAL PAYMENTS – INCREASED LIMIT or "volunteer workers" providing or failing The following replaces Paragraph 7.ofto provide first aid or "Good Samaritan SECTION III – LIMITS OF INSURANCE:services" during their work hours for you 7.Subject to Paragraph 5.above, the Medicalwill be deemed to be acting within the scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage C for all medical expenses of your business.because of "bodily injury" sustained by any one person, and will be the higher of:3.The following replaces the last sentence of Paragraph 5.of SECTION III – LIMITS OF a.$10,000; orINSURANCE: b.The amount shown in the Declarations ofFor the purposes of determining the this Coverage Part for Medical Expenseapplicable Each Occurrence Limit, all related Limit.acts or omissions committed in providing or failing to provide "incidental medical L. AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION – PROFESSIONAL LIABILITYservices" to any one person will be deemed The following is added to Paragraph 4.b.,to be one "occurrence".Excess Insurance, of SECTION IV –4.The following exclusion is added to COMMERCIAL GENERAL LIABILITYParagraph2.,Exclusions, of SECTION I –CONDITIONS: COVERAGES – COVERAGE A – BODILY This insurance is excess over any of the otherINJURY AND PROPERTY DAMAGE insurance, whether primary, excess, contingentLIABILITY:or on any other basis, that is ProfessionalSale Of Pharmaceuticals Liability or similar coverage, to the extent the "Bodily injury" or "property damage" arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage A or Coverage B. ordinance relating to the sale of M. BLANKET WAIVER OF SUBROGATION –pharmaceuticals committed by, or with the WHEN REQUIRED BY WRITTEN CONTRACTknowledge or consent of the insured.OR AGREEMENT5.The following is added to the DEFINITIONS The following is added to Paragraph 8.,TransferSection: Of Rights Of Recovery Against Others To Us,"Incidental medical services" means:of SECTION IV – COMMERCIAL GENERAL a.Medical, surgical, dental, laboratory, x-LIABILITY CONDITIONS: ray or nursing service or treatment,If the insured has agreed in a written contract oradvice or instruction, or the related agreement to waive that insured's right offurnishing of food or beverages; or recovery against any person or organization, we b.The furnishing or dispensing of drugs or waive our right of recovery against such personmedical, dental, or surgical supplies or or organization, but only for payments we makeappliances.because of: 6.The following is added to Paragraph 4.b.,a."Bodily injury" or "property damage" thatExcess Insurance, of SECTION IV –occurs; orCOMMERCIAL GENERAL LIABILITY b."Personal and advertising injury" caused byCONDITIONS: an offense that is committed;This insurance is excess over any valid and subsequent to the signing of that contract orcollectible other insurance, whether primary, excess, contingent or on any other basis,agreement. CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved.Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F N. CONTRACTUAL LIABILITY – RAILROADS 1.The following replaces Paragraph c.of the definition of "insured contract" in the DEFINITIONS Section: c.Any easement or license agreement; 2.Paragraph f.(1)of the definition of "insured contract" in the DEFINITIONS Section is deleted. Page 6 of 6 ú 2017 The Travelers Indemnity Company. All rights reserved.CG D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT ti p . f p ,v Paragraph II- z q v 50% p Bu v ff y 180 f qu gz f po r. II- p gz w q tt t za x "j" "ro "ff g pli b "" Lili fo I. J. L. N p z q "" W II. , s n f II- RAG ""f ""w p "" c "p'" ,p prf . 2.p b. B.5., Ot ae f b.H Dg "": (1) "", ; (2)Any "" ""t "p'",t 3 5302 5 © 2015 The Travelers Indemnity Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. Page1 of4 Policy Number: 810-5R143576-21-43-G DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F II - (2) II - (4) F. -DIT (5) 7,olicy eid,vg itory A (5) (a) (i) (ii) (iii) iv) C., II - GE (v) u , C., f N II - COVERED T OG t. y li (b) T ry x . (c) This fo ry ry i P2 4 © 20i 5 The Travelers Indemnity Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. 3 5302 15 Policy Number: 810-5R143576-21-43-G DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F (d) Ill - Ill - $750 ci I. fi Ill - p $0 $100 ry ft u J. t W $400 ro : (1) O b "; OMMECAL AUO (2) In p ft b Pro Paragraph .,Exclu Ecl 3a p 1b 1c : a. Cp v C ; b. v - ; c. b fl. p $1000 fo L. N N 2 OON y v z cci k : (a) Y(v); (b) A (); (c) A (y a y ); (d) An x ( g); (e) Any t W F U 5 f ght vry t th U 5 ght very gat h v v q tt x ci v ci p 3 5302 15 © 2015 The Travelers Indemnity Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. 3 4 Policy Number: 810-5R143576-21-43-G DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F N. UNINTENTIONAL ERRORS OR OMISSIONS B.2., Con cealment, Misrepresentation, Or Fraud, SECTION IV - BUSINESS AUTO CONDITIONS: ,y fom by y j y r .H ro ff r g mu xrci -l. P4 4 © 20i 5 The Travelers Indemnity Campa ny. All rights reserved . Includes copyrighted material of Insurance Services Office, Inc. with its permission. CA T3 53 02 15 Policy Number: 810-5R143576-21-43-G DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F ..... TRAVELERSJ WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76 ( A) - POLICY NUMBER: WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA (BLANKET WAIVER) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be mium. Schedule Person or Organization % of the California workers' compensation pre- Job Description This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Insured Insurance Company DATE OF ISSUE: Policy No. ST ASSIGN: Endorsement No. Premium Page 1 of 1 Countersigned by _ ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. UB-5R147157-21-43-G12/04/2021 UB-5R147157-21-43-G DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F City of Gilroy, its officers, officials, and employees 7351 Rosanna St. Gilroy, CA 95020 POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F POLICY NUMBER: P-660-5R143841-TIL-21 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 12-4-21 DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -1- 4835-2267-0361v1 LAC\04706083 AGREEMENT FOR SERVICES (For contracts over $5,000 - CONSULTANT) This AGREEMENT made this 6th day of October, 2022, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: CSG Consultants, Inc., having a principal place of business at 550 Pilgrim Drive, Foster City, CA 94404. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on 10/1/2022 and will continue in effect through 10/31/2023 unless terminated in accordance with the provisions of Article 7 of this Agreement. Any lapse in insurance coverage as required by Article 5, Section D of this Agreement shall terminate this Agreement regardless of any other provision stated herein. ______ Initial ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY’S employees, including, without limitation, disability or unemployment insurance, workers’ compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSULTANT shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT A. Specific Services CONSULTANT agrees to: Perform the services as outlined in Exhibit “A” (“Specific Provisions”) and Exhibit “B” (“Scope of Services”), within the time periods described in Exhibit “C” (“Milestone Schedule”). B. Method of Performing Services CONSULTANT shall determine the method, details and means of performing the above-described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT’S services. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -2- 4835-2267-0361v1 LAC\04706083 C. Employment of Assistants CONSULTANT may, at the CONSULTANT’S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULTANT by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONSULTANT’S assistants in the performance of those services. CONSULTANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. D. Place of Work CONSULTANT shall perform the services required by this Agreement at any place or location and at such times as CONSULTANT shall determine is necessary to properly and timely perform CONSULTANT’S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT the amounts set forth in Exhibit “D” (“Payment Schedule”). In no event however shall the total compensation paid to CONSULTANT exceed $419,765.00. B. Invoices CONSULTANT shall submit invoices for all services rendered. C. Payment Payment shall be due according to the payment schedule set forth in Exhibit “D”. No payment will be made unless CONSULTANT has first provided City with a written receipt of invoice describing the work performed and any approved direct expenses (as provided for in Exhibit “A”, Section IV) incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. D. Expenses CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT’S costs of doing business. CITY shall not be responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting “direct expenses” referenced on Exhibit “A.” DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -3- 4835-2267-0361v1 LAC\04706083 ARTICLE 5. OBLIGATIONS OF CONSULTANT A. Tools and Instrumentalities CONSULTANT shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent any tools, equipment or services from CITY. B. Workers’ Compensation CONSULTANT agrees to provide workers’ compensation insurance for CONSULTANT’S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys’ fees, arising out of any injury, disability, or death of any of CONSULTANT’S employees. C. Indemnification of Liability, Duty to Defend 1. As to professional liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, to the extent arising or resulting directly or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. 2. As to other liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, arising or resulting directly or indirectly from any act or omission of CONSULTANT or CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. D. Insurance In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability Insurance on a per occurrence basis, including coverage for owned and non-owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof; and (b) Professional Liability Insurance (Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence or claim, and $2,000,000 aggregate; provided however, Professional Liability Insurance written on a claims made basis must comply with the requirements DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -4- 4835-2267-0361v1 LAC\04706083 set forth below. Professional Liability Insurance written on a claims made basis (including without limitation the initial policy obtained and all subsequent policies purchased as renewals or replacements) must show the retroactive date, and the retroactive date must be before the earlier of the effective date of the contract or the beginning of the contract work. Claims made Professional Liability Insurance must be maintained, and written evidence of insurance must be provided, for at least five (5) years after the completion of the contract work. If claims made coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the earlier of the effective date of the contract or the beginning of the contract work, CONSULTANT must purchase so called “extended reporting” or “tail” coverage for a minimum of five (5) years after completion of work, which must also show a retroactive date that is before the earlier of the effective date of the contract or the beginning of the contract work. As a condition precedent to CITY’S obligations under this Agreement, CONSULTANT shall furnish written evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above via a specific endorsement) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms. E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONSULTANT is not CITY’S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that: • CITY will not withhold FICA (Social Security) from CONSULTANT’S payments; • CITY will not make state or federal unemployment insurance contributions on CONSULTANT’S behalf; • CITY will not withhold state or federal income tax from payment to CONSULTANT; • CITY will not make disability insurance contributions on behalf of CONSULTANT; • CITY will not obtain workers’ compensation insurance on behalf of CONSULTANT. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -5- 4835-2267-0361v1 LAC\04706083 ARTICLE 6. OBLIGATIONS OF CITY A. Cooperation of City CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT’S duties under this Agreement. B. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULTANT from any of CONSULTANT’S duties or obligations under this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT A. Sale of Consultant’s Business/ Death of Consultant. CONSULTANT shall notify CITY of the proposed sale of CONSULTANT’s business no later than thirty (30) days prior to any such sale. CITY shall have the option of terminating this Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONSULTANT set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY’ receipt of such notice of sale. If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated upon death of CONSULTANT. B. Termination by City for Default of Consultant Should CONSULTANT default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY’S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONSULTANT’S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONSULTANT’S breach of any of its representations, warranties or covenants contained in this Agreement. CONSULTANT shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C” which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT’S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -6- 4835-2267-0361v1 LAC\04706083 may have, CONSULTANT shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement. C. Termination for Failure to Make Agreed-Upon Payments Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT’S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY. D. Transition after Termination Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONSULTANT’s duties by any new consultant hired by the CITY to complete such services. ARTICLE 8. GENERAL PROVISIONS A. Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. B. Americans with Disabilities Act of 1990 Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 (“the Act”) in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation reasonable attorneys’ fees, that may arise out of any violations of the Act by the CONSULTANT, its subcontractors, or the officers, employees, agents or representatives of either. C. Attorneys’ Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -7- 4835-2267-0361v1 LAC\04706083 attorneys’ fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. D. Captions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. E. Compliance with Laws The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential subcontractor. F. Conflict of Interest CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULTANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. G. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -8- 4835-2267-0361v1 LAC\04706083 H. Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions of any jurisdiction. The exclusive jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and federal courts located in Santa Clara County, California. I. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit “A”, Section V.H. but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing. J. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. K. Time of the Essence All dates and times referred to in this Agreement are of the essence. L. Waiver CONSULTANT agrees that waiver by CITY of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Executed at Gilroy, California, on the date and year first above written. CONSULTANT: CITY: CSG Consultants, Inc. CITY OF GILROY By: By: Name: Name: Jimmy Forbis Title: Title: City Administrator Social Security or Taxpayer Identification Number 91-2053749 DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7 Hatem Ahmed Vice President DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -9- 4835-2267-0361v1 LAC\04706083 Approved as to Form ATTEST: City Attorney City Clerk DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “A” SPECIFIC PROVISIONS I. PROJECT MANAGER CONSULTANT shall provide the services indicated on the attached Exhibit “B”, Scope of Services (“Services”). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign Hatem Ahmed, who will act in the capacity of Project Manager, and who will personally direct such Services. Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to complete the Services in accordance with the terms of this Agreement. II. NOTICE TO PROCEED/COMPLETION OF SERVICE A. NOTICE TO PROCEED CONSULTANT shall commence the Services upon delivery to CONSULTANT of a written “Notice to Proceed”, which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in the form of e-mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, Gary Heap shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided in the Section V.H. (“Notices”) of this Exhibit “A”. B. COMPLETION OF SERVICES When CITY determines that CONSULTANT has completed all of the Services in accordance with the terms of this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has completed all of the Services as required by the terms of this Agreement and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not completed all of such Services as required by this Agreement, CITY shall so inform CONSULTANT within this two (2) week period. III. PROGRESS SCHEDULE The schedule for performance and completion of the Services will be as set forth in the attached Exhibit “C”. IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -2- 4835-2267-0361v1 LAC\04706083 Direct expenses are charges and fees not included in Exhibit “B”. CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY. CONSULTANT shall obtain written approval from CITY prior to incurring or billing of direct expenses. Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses. V. OTHER PROVISIONS A. STANDARD OF WORKMANSHIP CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT’S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well-organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. B. RESPONSIBILITY OF CONSULTANT CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. CONSULTANT shall not be responsible for the accuracy of any project or technical information provided by the CITY. The CITY’S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable law for all damages to CITY caused by CONSULTANT’S negligent performance of any of the services furnished under this Agreement. C. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULTANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULTANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY’s offices within five (5) business days after CITY’s request. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -3- 4835-2267-0361v1 LAC\04706083 D. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONSULTANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT’S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY’S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY. E. NO PLEDGING OF CITY’S CREDIT. Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. F. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Section V.D of this Exhibit “A”. CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the City project for which the Services are performed. However, CONSULTANT shall not be responsible for, and City shall indemnify CONSULTANT from, damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT. G. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -4- 4835-2267-0361v1 LAC\04706083 H. NOTICES. Notices are to be sent as follows: CITY: Gary Heap, City Engineer/Transportation Engineer City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 CONSULTANT: Hatem Ahmed CSG Consultants, Inc. 550 Pilgrim Drive Foster City, CA 94404 I. FEDERAL FUNDING REQUIREMENTS. If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.I. apply. If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.I. do not apply. 1. DBE Program CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City-adopted Disadvantaged Business Enterprise programs. 2. Cost Principles Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items. 3. Covenant against Contingent Fees The CONSULTANT warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “B” SCOPE OF SERVICES DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F 550 Pilgrim Drive Foster City, CA 94404 phone 650.522.2500 fax 650.522.2599 www.csgengr.com FOSTER CITY | PLEASANTON | SAN JOSE | SACRAMENTO | NEWMAN | ORANGE September 22, 2022 Gary Heap, City Engineer City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 RE: Frontier Cable Encroachment Permit Plan Review -Proposal Dear Gary: CSG Consultants, Inc. is pleased to present this proposal to assist the City of Gilroy for Plan Review and Inspection of the Frontier FTTH Fiber Optic Project. Frontier Fiber proposes to install a total of 300,000 LF (57 miles) of fiber optics within the City of Gilroy Public Right-of-Way. This includes a combination of new trenching, re-use of existing conduit, and overhead installations. Trenching is proposed to be an open micro-trench (rockwheel) but may require directional boring in locations. Work to be performed under this proposal will include the following: Plan Review 1) Initial kick-off meeting with City staff and the Frontier team. 2) Plan Review: • Review plans for conflicts with existing surface improvements. • Review plans for conflicts with existing utilities. Identify utilities that may require potholing prior to construction. • Review plans for consistency with City trench/ resurfacing standards (Based on initial review, Frontier’s details do not conform to the City requirements). Revise plans to show actual pavement resurfacing limits, as opposed to reliance on standard details. • Compare proposed trenching locations against the City’s Trenching Moratorium Map, as well as the upcoming 2022 Pavement Rehabilitation project. Where conflicts exist, require plans to show appropriate pavement resurfacing. Plan should include a restriping/ remarking plan to ensure that replacement striping/ markings match existing (also, confer with staff to determine if changes/ upgrades to existing striping are needed in these locations). • Determine if proposed work will extend thru decorative pavement, in which case directional boring will be requested. • Confirm plans show appropriate repairs to other surface improvements (concrete, pavers, landscaping) where these improvements are impacted. 3) Prepare a comment letter for each review. Meet with staff and/ or the applicant as needed to review comments and how comments will be addressed. 4) Complete subsequent reviews as needed. 5) Review traffic control plans. Provide comment letter and meet with City staff and Frontier as needed. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F 2 6) Attend other meetings as needed. It is presumed that the majority of the existing condition review can be done using GoogleEarth photography. Field visits can be provided as needed. Inspection CSG will provide full time inspection services for this project. This included enforcing approved traffic control plans, documenting the daily work, taking pictures, communicating with the businesses and public and communicating with the City project manager. Inspector will also observe any backfill operation and coordinate material testing when appropriate. CSG has provided these services on several similar Fiber Optic projects in the Bay area. We are hence very familiar with the requirements and nature of this work. of the utmost importance on these types of projects are traffic control, working hours, housekeeping and minimizing public convenience. The inspector will meet with City project manager to understand the working protocol, important issues to City and coordination needs with various departments and stakeholders. Terry Dee Luew is proposed to be the inspector on this project. He brings a thorough and detailed approach that proves very valuable to this project. He will review the plans and pertinent documentation ahead of time, so he is well prepared. Terry is always ahead of the contractor and often times bring up potential issues before they become actual issues. His contractor background is very valuable in that regard. Mark Lander, P.E., will serve as the point of contact for the project, and will oversee plan review work. Nourdin Khayata, P.E., will oversee inspection work. Resumes of CSG staff who will perform plan review and construction work are attached. Fee Our fee for performing the work described above will be on a time and materials basis, based on our 2022 Standard Fee Schedule. Plan Review: We understand that the work will be completed in 50 phases and presume that a separate set of construction drawings and a separate traffic control plan will be provided for each phase. Since the actual documents are not available for review, the effort to review the plans cannot be determined at this time. We have provided a preliminary estimate to review 50 plan sets, for the purpose of determining an initial deposit amount. The estimate is not valid for review of the complete set of plans and will be revised based on the actual number and scope of plan reviews. We recommend an initial deposit of $50,000. Inspection: We understand that construction will start in mid-October and continue thru July 2023. We have allowed for 39 weeks of construction. We will provide an inspector full time (40 hours/ week) for the initial 30 weeks of construction and part time (20/ hours/ week) for the last nine weeks, for a total of 1,380 hours. Again, the estimate is not valid for the full scope of inspection and will be revised based on the actual duration of the work. Thank you for considering CSG Consultants for this work. We look forward to working with you on this project. Please feel free to call me at (650) 522-2562 if you would like to discuss this further. Sincerely, ______________________ Mark Lander, P.E. Senior Principal Engineer DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F 3 cc: Hatem Ahmed, P. E. Nourdin Khayata, P.E. Karma Beckham Attachment DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “C” MILESTONE SCHEDULE DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F State Wirecent er Name WO Description Project # Feed or Distribution Project # of Actual Engd Househol ds Permit Status Priority Order Planning Call Month Bore Fiber Cable Placement Hub Cab Flush Grade Handholes Build Year CA GILROY GILROY-2022 FTTH FEEDER RT-4 7578 EIGLEBERRY ST 5300664 Feeder 0 City - Requested 08/01/22 1 Oct 4,911 130,685 0 0 2022 CA GILROY GILROY-FTTH 2022 H4029 611 ROWAN AVE 170SFU 5304084 Distribution 165 City - Requested 08/05/22 2 Nov 5,589 4,734 1 72 2022 CA GILROY GILROY-FTTH 2022 H4032 1000 BYERS ST 155SFU 5304088 Distribution 155 City - Requested 08/05/22 2 Nov 7,749 4,205 1 26 2022 CA GILROY GILRYCAXF FTTH-2022 H4035 610 W. 10TH ST 149 SFU 5304091 Distribution 149 City - Requested 08/05/22 2 Nov 6,934 2,875 1 59 2022 CA GILROY GLRYCAXF-FTTH-2022 H4036 700 GEORGETOWN PL 153SFU 5304092 Distribution 153 City - Requested 08/08/22 2 Nov 8,059 3,281 1 42 2022 CA GILROY GILROY-FTTH 2022 H4005 1080 SUNRISE DR. 186SFU 5304060 Distribution 186 3 Dec 96 3,893 1 5 2022 CA GILROY GILROY-FTTH 2022 H4018 7554 TROON WAY 169SFU 5304073 Distribution 169 3 Dec 126 3,447 1 0 2022 CA GILROY GLRYCAXF FTTH-2022 H4019 7496 SUNNINGDALE WY 274HH 5304075 Distribution 274 3 Dec 0 10,700 1 0 2022 CA GILROY GILROY-FTTH 2022 H4038 750 W 6TH ST 303SFU 5304094 Distribution 303 City - Requested 08/08/22 3 Dec 15,684 6,525 1 167 2022 CA GILROY GILROY-FTTH 2022 H4033 1240 3RD ST 222SFU 5304089 Distribution 222 City - Requested 08/23/22 3 Dec 8,437 5,343 1 96 2022 CA GILROY GILROY-2022 FTTH H4034 7745 WREN AVE 297 SFU 5304090 Distribution 297 City - Requested 08/23/22 3 Dec 11,548 4,910 1 149 2022 CA GILROY GILROY-FTTH 2022 H4006 1200 SUNRISE DR 162SFU 5304061 Distribution 162 4 Jan 1,912 3,988 1 14 2023 CA GILROY GILROY-FTTH 2022 H4007 1560 SUNRISE DR 294SFU 5304062 Distribution 294 4 Jan 6,218 8,171 1 59 2023 CA GILROY GILROY-FTTH 2022 H4009 9202 CREST HILL CT 164SFU 5304064 Distribution 164 4 Jan 6,050 3,828 1 51 2023 CA GILROY GLRYCAXF-FTTH 2022 H4010 9202 CALLE DEL REY 280SFU 5304065 Distribution 280 4 Jan 8,795 4,700 1 84 2023 CA GILROY GILROY-FTTH 2022 H4014 1701 MANTELLI DR 265 SFU 5304069 Distribution 265 4 Jan 8,327 8,700 1 57 2023 CA GILROY GILROY-FTTH 2022 H4028 712 ST CLAR AVE 148SFU 5304083 Distribution 148 4 Jan 4,911 4,568 1 38 2023 CA GILROY GILROY-FTTH 2022 H4031 8225 WREN AVE 112SFU 5304087 Distribution 112 4 Jan 5,104 7,111 1 19 2023 CA GILROY GLRYXF-FTTH 2022 H4002 8445 WATSONVILLE RD 191 SFU 5304056 Distribution 190 5 Feb 6,392 23,600 0 10 2023 CA GILROY GILROY-FTTH 2022 H4008 9401 RANCHO HILLS DR 194SFU 5304063 Distribution 194 5 Feb 9,864 4,302 1 159 2023 CA GILROY GLRYCAXF-FTTH-2022 H4012 9267 ORINDA WAY 163SFU 5304067 Distribution 163 5 Feb 8,633 4,596 1 89 2023 CA GILROY GILROY-FTTH 2022 H4015 1210 WILLOW CT 175SFU 5304070 Distribution 175 5 Feb 9,191 3,128 1 72 2023 CA GILROY GLRYCAXF-FTTH 2022 H4021 3021 CLUB DR 278 SFU 5304077 Distribution 278 5 Feb 3,025 10,500 1 0 2023 CA GILROY GILROY-FTTH 2022 H4025 1395 1ST ST #101 102SFU 5304081 Distribution 102 5 Feb 4,628 4,312 1 24 2023 CA GILROY GLRYCAXF FTTH-2022 H4011 1225 LONGMEADOW DR 330SFU 5304066 Distribution 330 6 Mar 11,951 8,700 1 132 2023 CA GILROY GLRY-FTTH 2022 H4020 1852 CLUB DR GILROY SFU170 5304076 Distribution 170 6 Mar 300 4,500 1 1 2023 CA GILROY GLRYCAXF-FTTH 2022 H4027 1315 CYPRESS CT 261SFU 5304082 Distribution 261 6 Mar 10,057 7,700 1 30 2023 CA GILROY GLRYCAXF-FTTH 2022 H4030 768 SULLIVAN WAY 120 SFU 5304086 Distribution 120 6 Mar 3,268 3,950 1 43 2023 CA GILROY GILROY-FTTH 2022 H4037 7398 CARR PL 310SFU 5304093 Distribution 310 6 Mar 15,555 6,518 1 120 2023 CA GILROY GILROY-FTTH 2022 FEEDER RT-1 5300660 Feeder 0 6 Mar 0 59,724 0 0 2023 CA GILROY GILROY-FTTH 2022 H1007 10435 MONTEREY RD 147SFU 5304041 Distribution 147 7 Apr 3,479 21,495 1 7 2023 CA GILROY GILROY-FTTH 2022 H1008 282 FERRELL AVE 145SFU 5304042 Distribution 145 7 Apr 2,234 3,318 1 35 2023 CA GILROY GILROY-2022 FTTH H1009 9124 CONNELL CT 301 SFU 5304043 Distribution 301 7 Apr 7,596 10,980 1 21 2023 CA GILROY GILROY-2022 FTTH H1010 c 151 SFU 5304044 Distribution 151 7 Apr 0 2,516 1 0 2023 CA GILROY GILROY-FTTH 2022 H4016 1205 CHESBRO WAY 198SFU 5304071 Distribution 188 7 Apr 14,820 5,149 1 101 2023 CA GILROY GLRYCAXF-FTTH 2022 H4017 1408 WELBURN AVE 282 SFU 5304072 Distribution 282 7 Apr 16,861 11,900 1 115 2023 CA GILROY GILROY-FTTH 2022 H4013 2110 MANTELLI DR. 160SFU 5304068 Distribution 160 7 Apr 10,253 13,940 1 0 2023 CA GILROY GILROY-2022 FTTH H1004 8670 NEW AVE 277 SFU 5304037 Distribution 274 8 May 6,597 65,510 0 29 2023 CA GILROY GILROY-FTTH 2022 H1005 8535 MURRAY AVE 156SFU 5304038 Distribution 156 8 May 5,929 4,943 1 67 2023 CA GILROY GILROY-FTTH 2022 H1006 8540 CHURCH ST 156SFU 5304039 Distribution 154 8 May 6,444 2,793 1 49 2023 CA GILROY GILROY-FTTH 2022 FEEDER 7578 EIGLEBERRY ST 0SFU 5300661 Feeder 0 8 May 0 12,946 0 0 2023 CA GILROY GILROY-FTTH 2022 H4004 9968 BOBCAT CT 190SFU 5304058 Distribution 187 8 May 15,818 21,525 0 72 2023 CA GILROY GILROY-FTTH 2022 FEEDER RT-3B 0SFU 5300662 Feeder 0 9 Jun 0 11,793 0 0 2023 CA GILROY GILROY-FTTH 2022 H3006 6495 CHURCH ST GILROY 281HH 5304050 Distribution 281 9 Jun 14,844 5,727 1 70 2023 CA GILROY GILROY-FTTH 2022 H3007 212 W 10TH ST 216SFU 5304051 Distribution 215 9 Jun 2,635 7,503 1 36 2023 CA GILROY GLRYCAXF FTTH 2022 H3008 510 LEWIS ST 94SFU 5304053 Distribution 94 9 Jun 2,909 3,168 1 27 2023 CA GILROY GLRYCAXF FTTH-2022 H3009 7670 FOREST ST 335 SFU 5304054 Distribution 335 9 Jun 5,943 6,500 1 64 2023 CA GILROY GILROY-FTTH 2022 H3001 5595 MESA RD 117SFU 5304045 Distribution 116 10 Jul 6,400 2,206 1 65 2023 CA GILROY GLRYCAXF - FTTH 2002 H3002 702 VINCA CT 143 SFU'S 5304046 Distribution 143 10 Jul 5,262 2,000 1 34 2023 CA GILROY GLRYCAXF FTTH-2022 H3003 1123 SAGARDIA WAY 128HH'S 5304048 Distribution 128 10 Jul 1,213 3,537 1 55 2023 322,551 582,643 43 2,465Totals DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F 4835-2267-0361v1 LAC\04706083 EXHIBIT “D” PAYMENT SCHEDULE DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F Attachment 1 City of Gilroy Frontier Fiber - Encroachment Permit Plan Review/ Inspection 9/22/2022 Task Hours Plan Review Senior Principal Engineer Senior Engineer Associate Engineer Kick-Off Meeting w/ Staff/ Applicant 2 2 2 Plan Review: 50 construction phases, use 50 plan sets, 4 sheets/ set; use 4 hours/ sheet( two reviews) = 800 hours 20 400 400 Traffiic Control Plan Review (50 plans @ 2 hours/ plan)50 50 Meetings: (1/ plan set)25 25 Subtotal: 22 477 477 Hourly Rate $ 260.00 $ 205.00 $ 180.00 Cost 5,720.00$ 97,785.00$ 85,860.00$ Total Hours 976 Subtotal Plan Review*189,365.00$ Inspection Resident Engineer Senior Inspector Pre-Construction Meeting w/ Staff/ Applicant 4 4 Inspection: October 15, 2022 thru July 15, 2022 1380 26 weeks Use 30 weeks at 40hrs/ week = 1200 hours Use 9 weeks at 20hrs/ week = 180 hours Total 920 hours Meetings (1/week, 2 hours/ each) 52 Subtotal: 56 0 1384 Hourly Rate $ 160.00 $ 160.00 Cost 8,960.00$ -$ 221,440.00$ Total Hours 1,440 Subtotal Inspection** 230,400.00$ Total (Preliminary, Subject to Revision)419,765.00$ *The Plan Review Estimate was develped to determine the amount of the initial deposit for plan review. The estimate is not a commitment to complete the full plan review. The plan review will be completed on Time-and-Material basis. The number, scope, and size of the plan sets, as well as the number/ scope of resumbittals, will determine the actual cost. **This is a Preliminary Estimate. The initial deposit for insepction can be determined once the schedule and scope of contrution is known. DocuSign Envelope ID: DEE15486-DB58-4D2B-8981-671ACD0AEFF7DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F City of Gilroy STAFF REPORT Agenda Item Title: Agreement with CSG Consultants, Inc. for Plan Check and Inspection Services for the Frontier Fiber Optic Project in the Amount of $419,765. Meeting Date: October 17, 2022 From: Jimmy Forbis, City Administrator Department: Public Works Department Submitted By: Daryl Jordan, PE, Public Works Director Prepared By: Michael Lewis, Management Analyst Strategic Plan Goals ☐ Develop a Financially Resilient Organization ☐ Ensure Neighborhood Equity from City Services ☐ Promote Economic Development Activities ☐ Promote Safe, Affordable Housing for All  Maintain and Improve City Infrastructure RECOMMENDATION Award a contract to CSG Consultants, Inc. for $419,765 to provide plan check and inspection services for Frontier's Fiber Optic Project. EXECUTIVE SUMMARY The City of Gilroy currently contracts with CSG Consultants, Inc. to provide engineering plan review and land surveying services throughout the City. The Engineering Division is requesting that a separate contract be awarded to CSG Consultants, Inc. to perform plan review and inspection services specifically for Frontier Communications’ upcoming DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F fiber optic project. Frontier will be responsible for funding these CSG activities, and the City would administer the deposit and the related services performed. BACKGROUND Frontier Communications (Frontier) will soon be expanding its fiber network to the city and citizens of Gilroy. Upon completion of network upgrades, Frontier will be abl e to offer broadband services of up to 2 gigabytes (GB) in a symmetrical speed. Frontier proposes to install a total of 300,000 LF (57 miles) of fiber optics within the City of Gilroy’s Public Right-of-Way. This includes the combination of new trenching, the reuse of existing conduit, and overhead installations on existing poles. Frontier has already obtained thirteen (13) encroachment permits for accessing 8+ poles for fiber splicing, accessing twelve (12) manholes for fiber splicing, accessing two (2) handholes/splice boxes for fiber splicing, and boring to place approximately 600 Linear Feet (LF) of new conduit. Additionally, there are eight (8) pending permits that have been submitted that propose 50,381 LF of boring to place new conduit around the City. The total scope of Frontier’s project will provide fiber service to approximately 9,000 addresses within the City of Gilroy and nearby county jurisdiction . Within City limits, 50 individual projects will be submitted for review and approval. The work includes the installation of 43 small to medium-sized hub cabinets, 57 miles of new conduit installation, nearly 600,000 feet of fiber cable, and 2,400 flush-grade handholes. Frontier will utilize mail flyers, door knockers, signs, and direct communications to the community to apprise residents of upcoming construction activity. The City will partner with Frontier for outreach through our current platforms. ANALYSIS The Engineering Division has historically relied upon consultants to supplement pl an review and inspection services to augment City staffing levels. CSG Consultants, Inc. currently provides the City with excellent plan review and land surveying services and has consistently proven to be effective. These services were solicited through a Request for Proposal (RFP) for On-Call Engineering and Design Support issued on June 2, 2020 , calling for proposals to provide both Engineering and Land Surveyor services for Fiscal Year 2020 -2021. CSG was the only consultant who provided a proposal f or the exact services outlined in the RFP and was selected to provide these services. CSG has always been a reliable partner to the City. At present, the City does not have the requisite resources to provide plan review and inspection services for this significant Frontier project. CSG has the staffing and expertise to assist the City with this work. DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F CSG will provide a Senior Principal Engineer, Senior Engineer, Associate Engineer, Resident Engineer, and Senior Inspector to assist with Frontier’s projec t. Plan review and inspection services are estimated to cost $419,765. Additionally, 15% will be added to this amount for the City project and contract administration when billing Frontier. The addition of a 15% City overhead charge is permitted via the Council- adopted Comprehensive User Fee Schedule. The Frontier project is estimated to run through July 31, 2023. ALTERNATIVES Council could opt to not award a plan review and inspection contract to CSG for Frontier’s Fiber Optic project. Not awarding t he contract would create a significant backlog of work in the Engineering Division and significantly delay the Frontier construction and implementation timeline. The Division would also be significantly challenged to provide sufficient construction inspection services for this project. Therefore, this option is not recommended. FISCAL IMPACT/FUNDING SOURCE Funding for this CSG plan review and inspection will be solely paid for by Frontier Communications. Frontier will deposit an initial amount of funds and maintain an adequate amount of funds with the City to compensate CSG for this work through this agreement. This deposit will be used to render payment to CSG for tasks completed throughout the duration of the project. As funds are depleted, Frontier has committed to providing additional funding. The deposit will be placed in the Public Works Deposit Fund. There is no fiscal impact on the City. NEXT STEPS Upon approval of this contract, staff will finalize the process and CSG will begin work on the fiber optic project. Attachments: 1. CSG Contractor Signed DocuSign Envelope ID: BD8E4123-7531-4B5D-9080-3EC429461A7F