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Agenda Packet - CC - 2025.08.18 Regular Meeting
City Council City of Burlingame Meeting Agenda BURLINGAME CITY HALL 501 PRIMROSE ROAD BURLINGAME, CA 94010 Council Chambers/Zoom7:00 PMMonday, August 18, 2025 To Attend the Meeting in Person: Council Chambers, 501 Primrose Road, Burlingame, California To Attend the Meeting via Zoom: Consistent with Government Code Section 54953, the meeting will also be held via Zoom. To access the meeting via computer: Go to www.zoom.us/join Meeting ID: 848 5472 2363 Passcode: 579681 To access the meeting via phone: Dial 1-669-900-6833 Meeting ID: 848 5472 2363 Passcode: 579681 To Provide Public Comment in Person: Members of the public wishing to speak will be asked to fill out a "Request to Speak" card located on the table by the door and then hand it to staff. The provisions of a name, address, or other identifying information is optional. Speakers are limited to three minutes each, but the Mayor may adjust the time limit in light of the number of anticipated speakers. To Provide Public Comment via Email: Members of the public may provide written comments by email to publiccomment@burlingame.org. Your email should include the specific agenda item on which you are commenting. Please note if your comment concerns an item that is no on the agenda. Emailed public comments that are received by 4:00 p.m. on August 18, 2025, will be included in a supplemental packet that will be sent to the City Council prior to the meeting and published on the City's website here: https://www.burlingame.org/169/City-Council---Agendas-and-Minutes Page 1 City of Burlingame Printed on 8/14/2025 1 August 18, 2025City Council Meeting Agenda LEVINE ACT The Levine Act (California Government Code Section 84308) prohibits, in certain cases, campaign contributions to members of the City Council by those who have proceedings (e.g., applications for land use and other entitlements, contracts, etc.) pending before the City Council and by those who may have an interest in proceedings (including those acting as agents for applicants or potential contractors). Moreover, the Levine Act may require disclosure of contributions by such individuals. The law is complex, and this brief description is not legal advice. If you or an agent have made any campaign contributions to a City Councilmember in the 12 months before a proceeding in which you have an interest or you are contemplating making a contribution within the 12 months after such a proceeding, you are urged to review the the Levine Act and consider consulting an attorney. A 2023 version of the Levine Act and a Fair Political Practices Commission summary of it can be found here: https://www.burlingame.org/1206/Levine-Act-Information 1. CALL TO ORDER - 7:00 p.m. - Council Chambers/Zoom 2. PLEDGE OF ALLEGIANCE TO THE FLAG 3. ROLL CALL 4. REQUEST FOR AB 2449 REMOTE PARTICIPATION Announcements/consideration and approval of requests by City Councilmembers to participate remotely pursuant to AB 2449 (Government Code Section 54953(f)). 5. REPORT OUT FROM CLOSED SESSION 6. UPCOMING EVENTS 7. PRESENTATIONS Swearing In and Introduction of the City's New Police Chief Raj Vaswania. Proclamation Recognizing Cafe Capuchinob. Recognizing August as National Emergency Management Awareness Monthc. Update on the Traffic Signal Project at Carolan Avenue and Oak Grove Avenued. 8. PUBLIC COMMENTS, NON-AGENDA Members of the public may speak about any item not on the agenda. Members of the public wishing to suggest an item for a future Council agenda may do so during this public comment period. The Ralph M . Brown Act (the State local agency open meeting law) prohibits the City Council from acting on any matter that is not on the agenda. Page 2 City of Burlingame Printed on 8/14/2025 2 August 18, 2025City Council Meeting Agenda 9. APPROVAL OF CONSENT CALENDAR Consent calendar items are usually approved in a single motion, unless pulled for separate discussion . Any member of the public wishing to comment on an item listed here may do so by submitting a speaker slip for that item in advance of the Council’s consideration of the consent calendar. Approval of City Council Meeting Minutes for the July 7, 2025 Closed Sessiona. Meeting MinutesAttachments: Approval of City Council Meeting Minutes for the July 7, 2025 Regular Meetingb. Meeting MinutesAttachments: Adoption of a Resolution Authorizing the City Manager to Execute a $132,405 Agreement for Services and License of Software with Selectron Technologies, Inc. for Automated Building Inspection Scheduling Services. c. Staff Report Resolution Service and License Agreement Attachments: Adoption of a Resolution Approving a Professional Services Agreement with Telstar Instruments, Inc. for Supervisory Control and Data Acquisition (SCADA) System Services in the Amount of $600,000 for a Period of Three Years and Authorizing the City Manager to Execute the Agreement d. Staff Report Resolution Professional Services Agreement Attachments: Adoption of a Resolution Awarding a $977,200 Construction Contract to Villalobos & Associates, Inc. for the 2025 Sidewalk Repair Program, City Project No. 87010, and Authorizing the City Manager to Execute the Construction Contract e. Staff Report Resolution Bid Summary Construction Contract Project Location Map Attachments: Page 3 City of Burlingame Printed on 8/14/2025 3 August 18, 2025City Council Meeting Agenda Adoption of a Resolution Approving the Procurement of Six Vehicles and Two Pieces of Equipment for the City’s Fleet System as Part of the FY 2025-2026 Vehicle Replacement Program in the Amount of $717,427.71 f. Staff Report Resolution Bid Summary Bid Proposals Attachments: Adoption of a Resolution Approving the City of Burlingame Supporting the E -Micromobility Project, Authorizing Submittal of an Application to the Cycle 3 San Mateo County Transportation Authority for Measure A Alternative Congestion Relief and Measure W Transportation Demand Management Program Funding, Authorizing the City Manager to Negotiate and Execute a Funding Agreement, and Authorizing Contribution of Matching Funds in the Amount of $40,000 g. Staff Report Resolution Attachments: Adoption of a Resolution Approving Agreements with Commute .org to Provide Commuter Shuttle Services for the Burlingame Bayside (BAY) Shuttle for a Maximum Amount of $152,917, and for the Millbrae-Burlingame Commuter (MBC) Shuttle for a Maximum Amount of $87,532, for Fiscal Year 2025-26 and 2026-27, and Authorizing the City Manager to Execute Both Agreements h. Staff Report Resolution Burlingame Bayside Shuttle Agreement Millbrae Burlingame Commuter Shuttle Agreement Burlingame Shuttles Map Attachments: Adoption of a Resolution Authorizing the City Manager to Execute a One- Year Service Agreement with Conference Technologies, Inc. to Support and Service the Audio -Visual Equipment in the Council Chambers for an Amount Not to Exceed $10,000 i. Staff Report Resolution Proposed Agreement Original Agreement Attachments: Page 4 City of Burlingame Printed on 8/14/2025 4 August 18, 2025City Council Meeting Agenda Annual Renewal of the Burlingame Avenue Area Business Improvement District (DBID); Resolution Approving the 2024-25 Annual Report; Declaring the City's Intention to Establish and Levy Assessments for Fiscal Year 2025-26; and Setting Required Public Hearing for September 15, 2025 at 7:00 pm. at the City Council Chambers, 501 Primrose Road, Burlingame, CA j. Staff Report Resolution Notice Attachments: Approval of Out-of-State Travel for a Parks and Recreation Supervisor to Attend the Vermont Systems 2025 Symposium k. Staff Report Vermont Systems Symposium Information Sheet Attachments: 10. PUBLIC HEARINGS (Public Comment) 11. STAFF REPORTS AND COMMUNICATIONS (Public Comment) 12. COUNCIL COMMITTEE AND ACTIVITIES REPORTS AND ANNOUNCEMENTS Councilmembers report on committees and activities and make announcements. 13. FUTURE AGENDA ITEMS 14. ACKNOWLEDGMENTS The agendas, packets, and meeting minutes for the Planning Commission, Traffic Safety and Parking Commission, Beautification Commission, Parks and Recreation Commission, and the Library Board of Trustees are available online at www.burlingame.org. 15. ADJOURNMENT Notice: Any attendees who require assistance, a disability related modification, or language assistance in order to participate in the meeting should contact Meaghan Hassel-Shearer, City Clerk by 10:00 a.m. on Monday, August 18, 2025 at (650) 558-7203 or at mhasselshearer@burlingame.org. Any individual who wishes to request an alternate format for the agenda, meeting notice, or other writings that are distributed at the meeting should contact Meaghan Hassel-Shearer, City Clerk, by 10:00 a.m. on Monday, August 18, 2025 at (650) 558-7203 or at mhasselshearer@burlingame.org. Notification in advance of the meeting will enable the City to make reasonable arrangements to ensure accessibility to the meeting, the materials related to it, and your ability to comment. NEXT CITY COUNCIL MEETING Regular City Council Meeting on Tuesday, September 2, 2025 VIEW REGULAR COUNCIL MEETING ONLINE https://www.burlingame.org/169/City-Council---Agendas-and-Minutes Page 5 City of Burlingame Printed on 8/14/2025 5 August 18, 2025City Council Meeting Agenda Any writings or documents provided to a majority of the City Council regarding any item on this agenda will be made available for public inspection via www.burlingame.org or by emailing City Clerk Meaghan Hassel-Shearer at mhasselshearer@burlingame.org. If you are unable to obtain information via the City's website or through email contact the City Clerk at (650) 558-7203. Page 6 City of Burlingame Printed on 8/14/2025 6 Agenda Item: 9a Meeting Date: August 18, 2025 1 BURLINGAME CITY COUNCIL Unapproved Minutes Closed Session on July 7, 2025 1. CALL TO ORDER A duly noticed meeting of the Burlingame City Council was held on the above date in person at 6:02 p.m. 2. ROLL CALL MEMBERS PRESENT: Brownrigg, Colson, Pappajohn, Stevenson, Thayer MEMBERS ABSENT: None 3. REQUEST FOR AB 2249 REMOTE PARTICIPATION There was no request. 4. PUBLIC COMMENTS There were none. 5. CLOSED SESSION a. CONFERENCE WITH REAL PROPERTY NEGOTIATORS, PURSUANT TO GOVERNMENT CODE SECTION 54958.6 PROPERTY: 255 EL CAMINO REAL, BURLINGAME, CA AGENCY NEGOTIATORS: CITY MANAGER LISA K. GOLDMAN, CITY ATTORNEY MICHAEL GUINA NEGOTIATING PARTIES: CITY OF BURLINGAME UNDER NEGOTIATIONS: PRICE AND TERMS OF PAYMENT City Attorney Guina reported that direction was given, but no reportable action was taken. b. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION, PURSUANT TO GOVERNMENT CODE SECTION 54956.9(d)(2) 1.1 MICHAEL MITCHELL, ET AL. V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 22-CIV-01964 7 Agenda Item: 9a Meeting Date: August 18, 2025 2 1.2 CHENGGUO, DONG, ET AL. V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 21-CIV-05900 1.3 ETZEL WILLIAMS, III ET AL. V. PENINSULA CORRIDOR JOINT POWERS AUTHORITY, AKA CALTRAIN, CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 22-CIV-03763 1.4 IBTESAM SAMARA V. CITY OF BURLINGAME, SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 23-CIV-03787 1.5 BOURI V. CITY OF BOURLINGAME, SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24 - CIV-06602 1.6 BRIAN PATRICK WYNN V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 25-CIV-01144 1.7 SCOTT RHODES V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 23-CIV-02850 1.8 KUONG LE. V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24-CIV-07931 1.9 NATALIE MAZZANTI V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24-CIV-08137 1.10 PAPERS & PETALS V. CITY OF BURLINGAME, SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24-CIV-08273 1.11 JOHN CHISM V. CITY OF BURLINGAME, SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24-CIV-06705 1.12 DOMINICK J. CRISAFI, ET AL. V. JAMES P. SARGEN, CITY OF BURLINGAME ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NOS. 355462, 341895 City Attorney Guina reported that direction was given, but no reportable action was taken. c. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION, PURSUANT TO GOVERNMENT CODE SECTION 54956.9(d)(2) 2.1 CLAIM OF RAYMOND WU – BU-1437 2.2 CLAIM OF RAYMOND WU AS SUCCESSOR IN INTEREST TO THE ESTATE OF BENA CHIWA NG- BU-1437b 2.3 CLAIM OF RAYMOND WU AS SURVIVING SPOUSE OF DECEDENT BENA CHIWA NG- BU- 1437c 2.4 CLAIM OF WOO KWAN NG AS SURVIVING FATHER OF DECEDENT BENA CHIWA NG- BU- 1437d 2.5 CLAIM OF LAI CHU NG AS SURVIVING MOTHER OF DECEDENT BENA CHIWA NG – BU-1437e 2.6 CLAIM OF THOMAS CHI YAN NG AS SURVIVING BROTHER OF DECEDENT BENA CHIWA NG – BU 1437(f) 2.7 CLAIM OF CHAI SAEPHAN – BU-1437g 2.8 CLAIM OF WILSON CHUN, DOUGLAS HWA, VICKI LEE, JUSTIN SEETO, OLIVER WONG, KELLY ZHEN, NICHOLAS ZHEN AND CLINTON ZHEN-BU1437h 2.9 CLAIM OF BALFOUR BEATTY INFRASTRUCTURE, INC. – BU-1611 8 Agenda Item: 9a Meeting Date: August 18, 2025 3 2.10 CLAIM OF LEXINGTON INSURANCE COMPANY – BU-1612 2.11 CLAIM OF GRACE ALEXANDER BU-1635 2.12 CLAIM OF HITOSHI TERUI BU-1637 2.13 CLAIM OF ANA ALVAREZ DEBARAHONA BU-1638 2.14 CLAIM OF JULIE BUCKMASTER BU-1626 2.15 CLAIM OF JOSE ZARAGOZA BU-1630 2.16 CLAIM OF STEPHEN NEVILLE BU-1631 2.17 CLAIM OF BERNADETTE NEVILLE BU-1629 2.18 CLAIM OF CHRISTOPHER WRIGHT BU-1625 2.19 CLAIM OF MARGARET PEGGY RYAN BU-1633 City Attorney Guina reported that direction was given, but no reportable action was taken. 6. ADJOURNMENT Mayor Stevenson adjourned the meeting at 6:53 p.m. Respectfully submitted, Meaghan Hassel-Shearer City Clerk 9 Agenda Item: 9b Meeting Date: August 18, 2025 1 BURLINGAME CITY COUNCIL Unapproved Minutes Regular City Council Meeting on July 7, 2025 1. CALL TO ORDER A duly noticed meeting of the Burlingame City Council was held on the above date in person and via Zoom at 7:00 p.m. 2. PLEDGE OF ALLEGIANCE TO THE FLAG The Pledge of Allegiance was led by Economic Development and Housing Specialist Joe Sanfilippo. 3. ROLL CALL MEMBERS PRESENT: Brownrigg, Colson, Pappajohn, Stevenson, Thayer MEMBERS ABSENT: None 4. REQUEST FOR AB 2249 REMOTE PARTICIPATION There were no requests. 5. REPORT OUT FROM CLOSED SESSION a. CONFERENCE WITH REAL PROPERTY NEGOTIATORS, PURSUANT TO GOVERNMENT CODE SECTION 54958.6 PROPERTY: 255 EL CAMINO REAL, BURLINGAME, CA AGENCY NEGOTIATORS: CITY MANAGER LISA K. GOLDMAN, CITY ATTORNEY MICHAEL GUINA NEGOTIATING PARTIES: CITY OF BURLINGAME UNDER NEGOTIATIONS: PRICE AND TERMS OF PAYMENT City Attorney Guina reported that direction was given, but no reportable action was taken. 10 Agenda Item: 9b Meeting Date: August 18, 2025 2 b. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION, PURSUANT TO GOVERNMENT CODE SECTION 54956.9(d)(2) 1.1 MICHAEL MITCHELL, ET AL. V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 22-CIV-01964 1.2 CHENGGUO, DONG, ET AL. V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 21-CIV-05900 1.3 ETZEL WILLIAMS, III ET AL. V. PENINSULA CORRIDOR JOINT POWERS AUTHORITY, AKA CALTRAIN, CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 22-CIV-03763 1.4 IBTESAM SAMARA V. CITY OF BURLINGAME, SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 23-CIV-03787 1.5 BOURI V. CITY OF BOURLINGAME, SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24 - CIV-06602 1.6 BRIAN PATRICK WYNN V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 25-CIV-01144 1.7 SCOTT RHODES V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 23-CIV-02850 1.8 KUONG LE. V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24-CIV-07931 1.9 NATALIE MAZZANTI V. CITY OF BURLINGAME, ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24-CIV-08137 1.10 PAPERS & PETALS V. CITY OF BURLINGAME, SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24-CIV-08273 1.11 JOHN CHISM V. CITY OF BURLINGAME, SAN MATEO COUNTY SUPERIOR COURT, CASE NO. 24-CIV-06705 1.12 DOMINICK J. CRISAFI, ET AL. V. JAMES P. SARGEN, CITY OF BURLINGAME ET AL., SAN MATEO COUNTY SUPERIOR COURT, CASE NOS. 355462, 341895 City Attorney Guina reported that direction was given, but no reportable action was taken. c. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION, PURSUANT TO GOVERNMENT CODE SECTION 54956.9(d)(2) 2.1 CLAIM OF RAYMOND WU – BU-1437 2.2 CLAIM OF RAYMOND WU AS SUCCESSOR IN INTEREST TO THE ESTATE OF BENA CHIWA NG- BU-1437b 2.3 CLAIM OF RAYMOND WU AS SURVIVING SPOUSE OF DECEDENT BENA CHIWA NG- BU- 1437c 2.4 CLAIM OF WOO KWAN NG AS SURVIVING FATHER OF DECEDENT BENA CHIWA NG - BU- 1437d 2.5 CLAIM OF LAI CHU NG AS SURVIVING MOTHER OF DECEDENT BENA CHIWA NG – BU-1437e 11 Agenda Item: 9b Meeting Date: August 18, 2025 3 2.6 CLAIM OF THOMAS CHI YAN NG AS SURVIVING BROTHER OF DECEDENT BENA CHIWA NG – BU 1437(f) 2.7 CLAIM OF CHAI SAEPHAN – BU-1437g 2.8 CLAIM OF WILSON CHUN, DOUGLAS HWA, VICKI LEE, JUSTIN SEETO, OLIVER WONG, KELLY ZHEN, NICHOLAS ZHEN AND CLINTON ZHEN-BU1437h 2.9 CLAIM OF BALFOUR BEATTY INFRASTRUCTURE, INC. – BU-1611 2.10 CLAIM OF LEXINGTON INSURANCE COMPANY – BU-1612 2.11 CLAIM OF GRACE ALEXANDER BU-1635 2.12 CLAIM OF HITOSHI TERUI BU-1637 2.13 CLAIM OF ANA ALVAREZ DEBARAHONA BU-1638 2.14 CLAIM OF JULIE BUCKMASTER BU-1626 2.15 CLAIM OF JOSE ZARAGOZA BU-1630 2.16 CLAIM OF STEPHEN NEVILLE BU-1631 2.17 CLAIM OF BERNADETTE NEVILLE BU-1629 2.18 CLAIM OF CHRISTOPHER WRIGHT BU-1625 2.19 CLAIM OF MARGARET PEGGY RYAN BU-1633 City Attorney Guina reported that direction was given, but no reportable action was taken. 6. UPCOMING EVENTS Mayor Stevenson reviewed upcoming events in the city. 7. PRESENTATIONS There were no presentations. 8. PUBLIC COMMENTS Mark Lucchesi thanked Councilmember Colson for her assistance with housing a senior member of the community. 9. APPROVAL OF CONSENT CALENDAR Mayor Stevenson asked the Councilmembers and the public if they wished to remove any item from the Consent Calendar. Vice Mayor Brownrigg pulled items 9g and 9h. Vice Mayor Brownrigg made a motion to adopt items 9a, 9b, 9c, 9d, 9e, 9f, 9i, 9j, 9k, 9l, 9m, 9n, and 9o; seconded by Councilmember Pappajohn. The motion passed unanimously by roll call vote, 5 -0. a. APPROVAL OF CITY COUNCIL MEETING MINUTES FOR THE JUNE 16, 2025 STUDY SESSION 12 Agenda Item: 9b Meeting Date: August 18, 2025 4 City Clerk Hassel-Shearer requested Council approve the City Council Meeting Minutes for the June 16, 2025 Study Session. b. APPROVAL OF CITY COUNCIL MEETING MINUTES FOR THE JUNE 16, 2025 REGULAR CITY COUNCIL MEETING City Clerk Hassel-Shearer requested Council approve the City Council Meeting Minutes for the June 16, 2025 Regular City Council Meeting. c. ADOPTION OF A RESOLUTION ACCEPTING THE MILLS CANYON LANDSLIDE REPAIR, PROJECT NO. 86870, IN THE AMOUNT OF $1,358,252.29 Parks and Recreation Director Glomstad requested Council adopt Resolution Number 069-2025. d. ADOPTION OF A RESOLUTION ACCEPTING THE LAGUNA PLAYGROUND RENOVATION PROJECT NO. 86490 IN THE AMOUNT OF $534,659.46 Parks and Recreation Director Glomstad requested Council adopt Resolution Number 070-2025. e. ADOPTION OF A RESOLUTION ACCEPTING THE 2024 STREET RESURFACING PROJECT BY INTERSTATE GRADING AND PAVING, INC., CITY PROJECT NO. 86720, IN THE AMOUNT OF $2,123,552.88 DPW Murtuza requested Council adopt Resolution Number 071-2025. f. ADOPTION OF A RESOLUTION AUTHORIZING NEW JOB CLASSIFICATIONS AND APPROVING THE CITY OF BURLINGAME PAY RATES AND RANGES (SALARY SCHEDULE) HR Director Saguisag-Sid requested Council adopt Resolution Number 072-2025. g. ADOPTION OF A RESOLUTION APPROVING THE UPDATED THEMED BLOCK TREE SPECIES LIST Vice Mayor Brownrigg thanked City Arborist Holtz for amending the themed block tree species list to give homeowners flexibility when they live under a powerline. Mayor Stevenson opened the item up for public comment. No one spoke. Councilmember Thayer made a motion to adopt Resolution Number 073-2025; seconded by Vice Mayor Brownrigg. The motion passed unanimously by roll call vote, 5-0. 13 Agenda Item: 9b Meeting Date: August 18, 2025 5 h. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A $110,000 PROFESSIONAL SERVICES AGREEMENT WITH FEHR AND PEERS TO DEVELOP A CITYWIDE TRANSPORTATION DEMAND MANAGEMENT (TDM) STRATEGIC PLAN Vice Mayor Brownrigg asked that this project be made more accessible to the community by using laymen’s terms. He explained that he didn’t think many people understood what a Transportation Demand Management Strategic Plan is, but he thought if it was boiled down for widespread consumption, the City would obtain a lot of public input. CDD Zayer replied in the affirmative. Mayor Stevenson opened the item up for public comment. No one spoke. Councilmember Colson made a motion to adopt Resolution Number 074-2025; seconded by Mayor Stevenson. The motion passed unanimously by roll call vote, 5-0. i. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE SIDE LETTER AGREEMENTS TO THE MEMORANDA OF UNDERSTANDING WITH THE AFSCME LOCAL 829 ADMINISTRATIVE UNIT AND AFSCME LOCAL 829 MAINTENANCE UNIT HR Director Saguisag-Sid requested Council adopt Resolution Number 075-2025. j. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A FIRST AMENDMENT TO THE LEASE AGREEMENT WITH 1440 CHAPIN OWNER LLC FOR 1440 CHAPIN AVENUE City Manager Goldman requested Council adopt Resolution Number 076-2025. k. ADOPTION OF A RESOLUTION AWARDING A $450,000 AGREEMENT TO BEAR ELECTRICAL SOLUTIONS TO PROVIDE ANNUAL ON-CALL TRAFFIC SIGNAL MAINTENANCE SERVICES FOR A THREE-YEAR PERIOD AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT DPW Murtuza requested Council adopt Resolution Number 077-2025. l. ADOPTION OF RESOLUTIONS AWARDING A $1,783,783 CONSTRUCTION CONTRACT TO G. BORTOLOTTO & COMPANY, INC., FOR THE 2025 STREET RESURFACING PROGRAM, CITY PROJECT NO. 86970; AND APPROVING A COST SHARING AGREEMENT WITH THE CITY OF SAN MATEO FOR NORTH HUMBOLDT STREET RESURFACING DPW Murtuza requested Council adopt Resolution Number 078-2025 and Resolution Number 079-2025. m. ADOPTION OF A RESOLUTION AWARDING A $357,200 AGREEMENT FOR PUBLIC IMPORVEMENT TO B AND D EXCAVATION AND CONSTRUCTION FOR THE EASTON CREEK BERM IMPROVEMENTS AND EL PORTAL CHANNEL REHABILITATION, CITY PROJECT NO. 86730, AUTHORIZING THE CITY 14 Agenda Item: 9b Meeting Date: August 18, 2025 6 MANAGER TO EXECUTE THE AGREEMENT, AND AUTHORIZING A 25% CONSTRUCTION CONTINGENCY IN THE AMOUNT OF $89,300 DPW Murtuza requested Council adopt Resolution Number 080-2025. n. ADOPTION OF A RESOLUTION DECLARING ONE OR BOTH PARCELS COMPOSING PARKING LOT H AS SURPLUS LAND PURSUANT TO THE SURPLUS LAND ACT AND AUTHORIZING THE CITY MANAGER TO PREPARE, PUBLISH, AND DISTRIBUTE A NOTICE OF AVAILABILITY FOR ONE OR BOTH PARCELS City Manager Goldman requested Council adopt Resolution Number 081-2025. o. ADOPTION OF A RESOLUTION APPROVING THE CITY MANAGER TO EXERCISE THE OPTION TO EXTEND THE AGREEMENT WITH CAINE COMPUTER CONSULTING, LLC, TO PROVIDE INFORMATION TECHNOLOGY SERVICES TO THE POLICE DEPARTMENT FOR FISCAL YEARS 2025-26 AND 2026-27 FOR A TOTAL OF $269,794 Interim Police Chief Boll requested Council adopt Resolution Number 082-2025. 10. PUBLIC HEARINGS There were no public hearings. 11. STAFF REPORTS AND COMMUNICATIONS a. CONSIDERATION OF APPOINTMENT TO THE TRAFFIC, SAFETY & PARKING COMMISSION City Manager Goldman stated that the vacancy on the Traffic, Safety & Parking Commission is due to t he resignation of Commissioner Arleen Cauchi. She noted that the Council interviewed the following candidates on June 25, 2025: Irenee French, Jay Kershner, Jim Evans, Grace Zuereb, and Lesley Beatty. She added that the individual appointed will fill the remainder of Commissioner Cauchi’s term ending on November 6, 2026. Mayor Stevenson opened the item for public comment. Jeff Londers spoke in support of appointing Lesley Beatty. Mayor Stevenson closed public comment. City Clerk Hassel-Shearer collected and read the ballots of the City Council. None of the candidates received a majority of the votes. The City Council discussed the candidates prior to a second vote. 15 Agenda Item: 9b Meeting Date: August 18, 2025 7 City Clerk Hassel-Shearer collected and read the second round of ballots of the City Council. Congratulations to Irenee French on her appointment to the Traffic, Safety & Parking Commission. b. CONSIDERATION OF TWO APPOINTMENTS TO THE LIBRARY BOARD OF TRUSTEES The impending two vacancies on the Library Board of Trustees are due to the expiring terms of Trustees Danielle Roces Garcia and Elizabeth Ostrow. The City Council interviewed the following candidates on June 25, 2025: Kerry Bitner, Uma Krishnan, Maxwell Titsworth, Alex Ferguson, and Lisa Smith. The two individuals appointed will serve three year terms, ending on June 30, 2028. Mayor Stevenson opened the item up for public comment. No one spoke. City Clerk Hassel-Shearer collected and read the ballots of the City Council. Congratulations to Kerry Bitner and Uma Krishnan on their appointment s to the Library Board of Trustees. c. ADOPTION OF A RESOLUTION ESTABLISHING AFFORDABLE HOUSING FUND GOALS AND PRIORITIES AND AUTHORIZING THE CITY MANAGER TO ESTABLISH AND ADMINISTER A NOTICE OF FUNDING AVAILABILITY (NOFA) FOR DISBURSEMENT OF THE AFFORDABLE HOUSING FUND CDD Zayer explained that the Affordable Housing Fund is funded by two impact fees that the City collects: commercial linkage fees and residential impact fees. She noted that currently the fund has $14.3 million. She stated that the Hope Community Advisory Committee was formed in 2023 and held four public meetings to determine recommendations on the types of projects to fund with the Affor dable Housing Fund. CDD Zayer reviewed the goals and priorities that came out of the public meetings: 1. Purchase existing multi-unit residential properties 2. Develop City-owned or public agency owned land 3. Fund mixed-income, multi-unit residential projects CDD Zayer discussed the proposed Notice of Funding Availability (NOFA) Criteria: Category Max Points Organizational Capacity and Relevant Experience 20 Nonprofit Organizations 10 Project Need 10 Project Design and Readiness 20 Budget and Financial Management 15 Percentage and Depth of Affordability 15 Percentage of Matching Funds: 10 16 Agenda Item: 9b Meeting Date: August 18, 2025 8 No match: 0 points 100% to 199% match: 5 points 200% to 299% match: 10 points 300% match or more: 15 points TOTAL 100 CDD Zayer reviewed the NOFA process: Post the NOFA is open for applications Applicants submit applications Application is reviewed by staff o First-come, first-served basis o Based on the scoring criteria Staff schedules the application for City Council discussion If funded, staff prepares a loan/funding agreement for Council adoption She noted that the City’s proposed NOFA process is a rolling NOFA so that there is no deadline for submissions or program end date once it is released. CDD Zayer reviewed staff’s recommendations: Establish Affordable Housing Fund goals and priorities Authorize the City Manager to establish and administer a Notice of Funding Availability (NOFA) for disbursement of accrued funds in the Affordable Housing Fund She noted that if more substantive edits or changes are desired, the item can be continued, and staff will make the necessary edits for Council’s consideration at a future meeting. Councilmember Colson discussed how under the proposed NOFA criteria, a non-profit organization would receive ten points. She explained that the City previously used a for-profit developer to build the Village at Burlingame. She noted that she thought non-profit versus for-profit was a more nuanced discussion. CDD Zayer replied that the City could go into a more granular level on types of non-profits for scoring purposes. Councilmember Colson voiced concern about the cumbersome nature of the process. She explained that in a low-interest rate and hot real estate market, the City won’t be able to deploy the funds fast enough under the NOFA process. She discussed creating an ad hoc subcommittee that would allow the Council to provide faster feedback to the developers. City Attorney Guina replied that only the Council is allowed to authorize the expenditure of the Affordable Housing Fund. He added that the ad hoc subcommittee could make recommendations, but they couldn’t authorize expenditures. He noted that the ad hoc subcommittee would need to be standing subcommittee as the proposed NOFA process has no end date. Councilmember Colson asked if the Council could state how much of the Affordable Housing Fund is to be allocated towards production versus preservation. CDD Zayer replied in that affirmative. 17 Agenda Item: 9b Meeting Date: August 18, 2025 9 Vice Mayor Brownrigg asked if authorizing expenditures from the Affordable Housing Fund requires a NOFA. City Attorney Guina replied in the negative. Vice Mayor Brownrigg discussed the funding the City used for the Eucalyptus Grove affordable housing project. He added that there is nothing stopping the City from receiving an application tomorrow and deciding to utilize funding for it. He added that the main message he received at the Hope Committee meetings was that things needed to be done immediately. Vice Mayor Brownrigg discussed putting $5 million towards housing production and reserving $9 million for preservation. Councilmember Thayer stated that the NOFA criteria scoring adds up to more than 100 points. She asked if this was done to allow for some flexibility. CDD Zayer replied in the affirmative. She noted that it was done to give extra weight to the projects that have matching funds. Councilmember Thayer stated that under the description for new construction , there’s a few places where it says up to 49% affordable units. She asked where this number came from. City Attorney Guina replied that Article 34 of the California Constitution states that affordable housing projects over 49% require voter approval for public ownership. Councilmember Pappajohn asked based on what was discussed at the Hope Committee meetings, what is the best way to fund affordable housing projects. CDD Zayer discussed how a NOFA is best practice. She explained that it helps alert organizations to potential funding. Councilmember Pappajohn asked how long it typically takes when an organization applies for NOFA funding. CDD Zayer replied that should be able to review and prepare an application for Council’s review in a two-week time period. Councilmember Colson stated that Vice Mayor Brownrigg is a board member of the Housing Endowment and Regional Trust (HEART). She asked him about the types of work and projects that HEART undertakes. Vice Mayor Brownrigg replied that HEART is composed of elected officials and community members with expertise in housing, development, etc. He noted that HEART has invested $27 million in the county to create/protect 1,632 affordable homes. Vice Mayor Brownrigg discussed the importance of preservation of naturally occurring affordable housing stock. He explained that HEART is working on purchasing existing buildings to preserve the affordable housing stock in the county. He stated that the public subsidy needed for preserving affordable housing versus creating affordable housing is less than half. He added that the problem with preservation is that the units are not on the market for long. Therefore, he voiced concern about the amount of time that would be required under the NOFA process to assist in preserving housing. 18 Agenda Item: 9b Meeting Date: August 18, 2025 10 CDD Zayer explained that HEART helped the City develop its proposed NOFA. Mayor Stevenson opened the item up for public comment. No one spoke. Councilmember Colson asked how much funding the staff needs to run these programs. CDD Zayer replied that her recommendation would be to leave $3 million for administering the program. Councilmember Colson reviewed different ways to divide the Affordable Housing Fund including: $2 to $3 million for staff to run the programs $3 to $5 million for longer-term seed projects $8 million for preservation with organizations like HEART Vice Mayor Brownrigg stated that the more money that is put into preservation, the more units that will remain affordable. He explained that preservation helps more people and keeps an asset on the City’s balance sheet. City Attorney Guina stated that usually when the City is allocating funds , it is through an RFP process. He explained that this allows the City to understand the universe of qualified bidders and then decide which is the best applicant. CDD Zayer suggested that Council approve the NOFA with the following breakdown: $2.3 million for programs, $3 million for production, and $9 million for preservation. She noted that in the meantime, she would work with City Attorney Guina on how best to approach an RFP for preservation. Vice Mayor Brownrigg made a motion to adopt Resolution Number 083-2025 with the above breakdown from CDD Zayer; seconded by Councilmember Thayer. The motion passed unanimously by roll call vote, 5- 0. d. DISCUSSION OF THE METROPOLITAN TRANSPORTATION COMMISSION’S TRANSIT-ORIENTED COMMUNITIES POLICY CDD Zayer began by reviewing staff’s objectives: Provide an overview of the Metropolitan Transportation Commission’s (MTC) Transit Oriented Communities (TOC) Policy and a proposed path to compliance Receive direction on whether to pursue MTC TOC Policy compliance, and whether the proposed path is supported CDD Zayer stated that MTC is the transportation planning, financing, and coordinating agency for the San Francisco Bay Area. She explained that in 2021, MTC and the Association of Bay Area Governments (ABAG) adopted Plan Bay Area 2050, the region’s long-range plan for transportation, housing, economy, and the environment. 19 Agenda Item: 9b Meeting Date: August 18, 2025 11 CDD Zayer stated that the Federal Highway Administration (FHWA) provides funding to MTC for investments in roads, highways, public transit, bicycle, and pedestrian projects. She noted that MTC’s program to guide distribution of the region’s share of FHWA funding is through One Bay A rea Grant (OBAG). CDD Zayer explained that there have been three rounds of OBAG funding thus far, and the City received close to $6 million from this source. She discussed the City’s previous projects that received transportation funding including: Previous Projects Hoover School area sidewalk improvements along Summit Drive - $700,000 Broadway priority development area business district lighting improvement project - $720,000 Carolan Avenue roadway and bike improvements - $986,000 Chapin Avenue pedestrian improvement project - $200,000 North Rollins Road improvements (upcoming) - $3,100,000 Future Projects Bay Trail gap closure at Airport and Beach (design) - $400,000 Transit Station bike and pedestrian improvements (design) - $300,000 California Drive bike improvements from Oak Grove to Burlingame Station (design) - $100,000 CDD Zayer stated that in 2023, MTC adopted a revised TOC Policy. The TOC Policy is an implementation policy of Plan Bay Area 2050, with the goal to “make it easier for people in the Bay Area to live a car-free or car-light lifestyle,” by increasing the density of housing, jobs, and activities near stations, and improving connections around and between station areas. She noted that while compliance with MTC’s TOC Policy is voluntary, jurisdictions applying for future OBAG funding will be evaluated on a point system based on their compliance with the TOC Policy. CDD Zayer stated that the TOC Policy is grouped into the following four categories: Land Use Density and Intensity (Station Areas) Affordable Housing and Anti-Displacement (Citywide) Parking Management (Station Areas) Transit Station Access and Circulation (Station Areas) She noted that policies are intended to either apply citywide or within the station areas. She added that Burlingame has two station areas: Burlingame Station , which is Tier 3, and Millbrae Station, which is Tier 2. CDD Zayer reviewed TOC Policy scoring: Scoring o 25 points each category, for a total of 100 points o (0-39 points) – not compliant 20 Agenda Item: 9b Meeting Date: August 18, 2025 12 o (40-84 points) – partially compliant o (85+ points) – fully compliant Select policies that o Align with existing City policies o Align with Housing Element Implementation Programs (HEIP) o Align with other goals and policies Council has expressed interest in pursuing o Require the lowest funding or resource commitments over time CDD Zayer discussed the TOC Policy category of Land Use Density and Intensity: Average minimum and maximum residential density (du/ac) and commercial office intensity (FAR) within Station Areas. Recommend achieving as much compliance as possible without modifying regulations. Minimum Residential Density Minimum Commercial Density Maximum Residential Density Maximum Commercial Density Burlingame Station Tier 3 TOC Required 50 du/ac 2.0 FAR 75 du/ac 4.0 FAR Current Regulations None None None None TOC Calculation --- --- TBD 1.7 FAR average Millbrae Station Tier 2 TOC Required 75 du/ac 3.0 FAR 100 du/ac 6.0 FAR Current Regulations None None NBMU – 140 du/ac RRMU – 70 du/ac NBMU – 2.0 RRMU – 1.0 TOC Calculation --- --- 99 du/ac average 1.4 FAR average Not Compliant Not Complaint Partially Compliant Not Compliant CDD Zayer discussed the TOC Policy category of Affordable Housing and Anti-Displacement. She explained that this category has four subcategories and that the City must adopt options under each subcategory: Production – adopt 2 of the 7 options Preservation – adopt 2 of the 8 options Protection – adopt 2 of the 11 options Commercial Stabilization – adopt 1 of the 4 options CDD Zayer reviewed the options under the Production subcategory: TOC Policy Requirement 21 Agenda Item: 9b Meeting Date: August 18, 2025 13 Inclusionary Housing Fulfills HEIP (C-4) to update the residential impact fee in-lieu option to require a greater percentage of affordable units and/or deeper levels of affordability Affordable Housing Fund $3 million funding commitment Affordable Housing Overlay Provide incentives beyond State law Public Land for Affordable Housing Fulfills HEIP (A-2) to offer Lot H (1500 Ralston Avenue) for housing development Ministerial Approval Ministerial approval for 15% affordable projects and include maximum parking of 0.5 spaces per unit Public/Community Land Trusts $3 million funding commitment Development Certainty and Streamlined Entitlement Process Codify SB 330 streamlining requirements without sunset date She noted that staff proposes that the City adopt the following two options: (1) Inclusionary Housing and (2) Public Land for Affordable Housing. CDD Zayer reviewed the options under the Preservation subcategory: Policy Requirement Funding to Preserve Unsubsidized Affordable Housing $900,000 funding commitment Fulfills HEIP (E-3) to encourage use of housing funds to assist non—profits in acquiring/managing existing apartment units for long-term affordability Tenant/Community Opportunity to Purchase Condominium Conversion Restrictions Fulfills HEIP (E-2) to maintain large-scale condominium conversions Public/Community Land Trusts $900,000 funding commitment Funding to Support Preservation Capacity $900,000 funding commitment Preventing Displacement from Substandard Conditions and Associated Code Enforcement Activities Helps advance HEIP (E-1) She noted that staff proposes that the City adopt the following two options: (1) Funding to Preserve Unsubsidized Affordable Housing and (2) Condominium Conversion Restrictions. CDD Zayer reviewed the options under the Protection subcategory: Policy Requirement Just Cause Eviction Protection Helps advance HEIP (B-5) No Net Loss and Right to Return to Demolished Homes Fulfills HEIP (A-4) to adopt existing SB 330 requirements without sunset date Legal Assistance for Tenants $300,000 funding commitment Foreclosure Assistance $300,000 funding commitment Rental Assistance Program $300,000 funding commitment Rent Stabilization Measure T prevents the City from adopting this without a ballot initiative 22 Agenda Item: 9b Meeting Date: August 18, 2025 14 Preventing Displacement from Substandard Conditions and Associated Code Enforcement Activities Helps advance HEIP (E-1) Tenant Relocation Assistance Helps advance HEIP (B-5) Fair Housing Enforcement $300,000 funding commitment Tenant Anti-Harassment Protections Helps advance HEIP (B-5) She noted that staff proposes that the City adopt the following option: No Net Loss and Right to Return to Demolished Homes. Councilmember Colson asked if the $300,000 funding commitment for a Rental Assistance Program was per year or over the course of a certain amount of time. CDD Zayer replied that it is over the course of the four-year OBAG funding cycle. Councilmember Colson suggested that the City funding of Samaritan House, HIP Housing, and other organizations might bring the City into compliance with the Rental Assistance Program option. CDD Zayer replied that staff could evaluate this option further. Councilmember Thayer asked about the option of Tenant Anti-Harassment Protections. She noted that this is something that other cities in the Bay Area have put into place. CDD Zayer replied that this is something that staff will be working on in the future. CDD Zayer reviewed the options under the Commercial Stabilization subcategory: Policy Requirement Small Business and Non-Profit Overlay One of the following: operating subsidy, eviction protections, or relocation requirements Small Business and Non-Profit Preference Policy Requires new commercial spaces to give preference to small business (first offer) Small Business and Non-Profit Financial Assistance Program Minimum funding commitment Small Business Advocate Office City already employs an Economic Development and Housing Specialist She noted that the City already fulfills the option of having a Small Business Advocate Office by having an Economic Development and Housing Specialist. CDD Zayer discussed the two parts of the TOC Policy category Parking Management: Parking Standards and Parking Parking Management Policies. She explained that Parking Standards requires minimum and maximum parking standards within a Station Area. She recommended achieving compliance with the minimums but not the maximums. She reviewed the requirements: Minimum Residential Parking Minimum Commercial/Office Parking Maximum Residential Parking Maximum Commercial/Office Parking Burlingame Station Tier 3 TOC Required None None 1 space/unit 2.5 space/1,000 sf 23 Agenda Item: 9b Meeting Date: August 18, 2025 15 Current Regulations 1 – 0/1 bed 1.5 -2 bed 2-3+ bed 0.75 -micro 1 space/400 sf None None AB 2097 None None --- --- Millbrae Station Tier 2 TOC Required None None 0.5 space/unit 1.6 space/1,000 sf Current Regulations 1-0/1 bed 1.5-2 bed 2-3+ bed 0.75 -micro 1 space/ 400 sf None None AB 2097 None None --- --- Compliant Compliant Not Compliant Not Compliant CDD Zayer reviewed the second part of the TOC Policy category Parking Management: Parking Management Policies: Additional parking policies required for TOC compliance Policy Staff Analysis Allow Shared Parking Between Different Land Uses City regulations currently comply Bicycle Parking Requirements 1 space/unit and 1 space/5,000 sf City regulations currently comply Allow Unbundled Parking Separate the cost of a parking space from rental/sales price of residential unit May require amendment to Municipal Code Adoption of One Parking Management Strategy for the Station Areas City regulations currently comply with the Transportation Demand Management (TDM) Policy for new development. CDD Zayer reviewed the TOC Policy category of Transit Station Access and Circulation. She noted that the City has policies and planning work consistent with the requirements, listed below, of this category: Requirement Status Adopt a jurisdiction-wide Complete Streets Policy Bicycle/Pedestrian Master Plan is consistent with OBAG 2 policies. The City has an adopted Complete Streets Policy that may need amendments. Prioritize implementation of active transportation projects in TOC area(s) Implementation steps of Bicycle/Pedestrian Master Plan are consistent with this goal. Some specific projects are listed in the Capital Improvement Project budget for FY 2025-26. 24 Agenda Item: 9b Meeting Date: August 18, 2025 16 Complete an access gap analysis and capital improvement program for station access Consistent, Bicycle/Pedestrian Master Plan include access gap analysis. Identify Mobility Hub planning and implementation opportunities in TOC area(s) Bicycle/Pedestrian Master Plan goals appear to be consistent; Burlingame has an existing Mobility Hub. CDD Zayer discussed the City’s TOC Policy compliance. She estimated that the City cou ld conservatively qualify for 56 points, which would place Burlingame in the partially compliant category eligible for funding: 1. Land Use Density and Intensity o Minimum Density – zero out of eight points o Minimum FAR – zero out of four points o Maximum Density – six out of eight points o Maximum FAR – zero out of five points o Total points – six out of 25 points 2. Affordable Housing Anti-Displacement o Production – four out of eight points o Preservation – four out of eight points o Protection – four out of eight points o Commercial Stabilization – one out of one point o Total points – 13 out of 25 points 3. Parking Management o Minimum Residential – two out of two points o Minimum Commercial – two out of two points o Maximum Residential – zero out of six points o Maximum Commercial – zero out of six points o Bicycle – six out of six points o Unbundled Parking - zero out of one point o Shared Parking – one out of one point o Parking Management – one out of one point o Total points – 12 out of 25 points 4. Station Access and Circulation o Complete Streets – three out of three points o Active Transport – seven out of seven points o Access Gap – eight out of eight points o Mobility Hub – seven out of seven points o Total points – 25 out of 25 points CDD Zayer discussed staff’s reasoning for creating a TOC Policy: 25 Agenda Item: 9b Meeting Date: August 18, 2025 17 Required for future funding – compliance with MTC TOC Policy required for future OBAG funding eligibility (does not guarantee funding) Potential projects – variety of transportation projects anticipated for the OBAG 4 funding cycle Policy alignment – most policies are fairly aligned with City policies, Housing Element commitments, or other State law Limited staff capacity – compliance by January 2026 is achievable but may require delaying other initiatives Vice Mayor Brownrigg asked if the City had capacity to ensure compliance with the TOC policy in order to obtain funding. CDD Zayer replied in the affirmative. Mayor Stevenson asked if CDD Zayer thought that with the partial compliance , the City would obtain more than the $6 million it had received from MTC in the last round of funding. CDD Zayer replied that the allocations are based on project submissions. Mayor Stevenson opened the item up for public comment. No one spoke. Council thanked CDD Zayer for her presentation and work. 12. COUNCIL COMMITTEE AND ACTIVITIES REPORTS AND ANNOUNCEMENTS There were none. 13. FUTURE AGENDA ITEMS Councilmember Colson asked staff to put together information for the public on a yearly basis on the work that the City performed. City Manager Goldman replied that staff would look into how best to do this. 14. ACKNOWLEDGMENTS The agendas, packets, and meeting minutes for the Planning Commission, Traffic, Safety & Parking Commission, Beautification Commission, Parks & Recreation Commission, and Library Board of Trustees are available online at www.burlingame.org. 15. ADJOURNMENT Mayor Stevenson adjourned the meeting at 9:19 p.m. Respectfully submitted, Meaghan Hassel-Shearer City Clerk 26 1 STAFF REPORT AGENDA NO: 9c MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: August 18, 2025 From: Neda Zayer, Director of Community Development – (650) 558-7253 Jonah Glen, Chief Building Official – (650) 558-7270 Subject: Adoption of a Resolution Authorizing the City Manager to Execute a $132,405 Agreement for Services and License of Software with Selectron Technologies, Inc. for Automated Building Inspection Scheduling Services RECOMMENDATION Staff recommends that the City Council adopt the attached resolution authorizing the City Manager to execute a $132,405 Agreement for Services and License of Software with Selectron Technologies, Inc. for automated building inspection scheduling services. BACKGROUND/DISCUSSION On May 17, 2022, the City of Burlingame entered into a contract with Selectron Technologies, Inc. for automated inspection scheduling software to schedule building inspections for the Community Development Department. The software provides 24 hours/7 days a week inspection scheduling solutions for contractors and homeowners. By phone, users can schedule, cancel, and reschedule inspections and request inspection time windows. Selectron integrates with the City’s permitting software system, providing seamless integration. The City is updating the contract and entering into a new agreement to extend services and revise agreement terms to continue to provide the inspection scheduling services needed. FISCAL IMPACT The Selectron agreement has a not-to-exceed cost of $132,405. There is no direct fiscal impact to the City’s General Fund as the cost will be covered by the Building Division Enterprise Fund, which is comprised of building permit fees. Exhibits: Resolution Proposed Agreement with Scope of Work 27 RESOLUTION NO. _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT FOR $132,405 FOR SERVICES AND LICENSE OF SOFTWARE WITH SELECTRON TECHNOLOGIES, INC. FOR AUTOMATED BUILDING INSPECTION SCHEDULING SERVICES WHEREAS, the Community Development Department – Building Division contracted with Selectron Technologies, Inc. for automated building inspection scheduling services on May 17, 2022; and WHEREAS, the Community Development Department – Building Division desires to continue to contract with Selectron Technologies, Inc. for building inspection scheduling software and related support and wishes to enter into a new agreement as described in Exhibit “A”; and WHEREAS, on August 18, 2025, the City Council of the City of Burlingame reviewed and considered the Agreement for Services and License Software to authorize work in excess of $100,000. NOW, THEREFORE, BE IT RESOLVED AND ORDERED: 1. The City Manager is authorized and directed to enter into an Agreement for Services and License of Software with Selectron Technologies, Inc, in the form attached hereto as Exhibit A, for building inspection scheduling software for a period of five years, for a total not-to-exceed cost of $132,405. 2. The City Clerk is directed to attest to the signature of the City Manager upon execution of the Agreement for Services and License of Software. ______________________________ Peter Stevenson, Mayor I, Meaghan Hassel-Shearer, City Clerk of the City of Burlingame, certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 18th day of August, 2025, and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: ______________________________ Meaghan Hassel-Shearer, City Clerk Exhibit A - Agreement for Services and License of Software 28 83717.00002\34021673.2 1 109738\153265\47319434.v14 AGREEMENT FOR SERVICES AND LICENSE OF SOFTWARE BY AND BETWEEN THE CITY OF BURLINGAME AND SELECTRON TECHNOLOGIES, INC. This Agreement for Services and License of Software (“Agreement”) is made and entered into as of ________________, 2025 by and between the City of Burlingame, a public agency organized and operating under the laws of the State of California with its principal place of business at 501 Primrose Road, Burlingame, CA 94010 (“City”), and Selectron Technologies, Inc., an Oregon corporation with its principal place of business at 13535 SW 72nd Ave., Suite 200 Portland, OR 97223 (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement. This Agreement shall be effective upon the Parties’ mutual execution of this instrument (“Effective Date”). RECITALS A.City is a public agency of the State of California and is in need of professional services for the following project: Relay Permit IVR platform and enhancements, and services, maintenance and technical support (hereinafter referred to as “the Project”). B.Consultant is duly licensed and has the necessary qualifications, knowledge, and skill to provide such services. C.Consultant is the owner of all rights, titles, and interest in and to certain software and materials, identified more particularly in this Agreement as the “Licensed Software” (defined below). D.Consultant wishes to grant to City, and City desires to obtain from Consultant, certain rights to access and use, and to permit authorized City employees to access and use, the Licensed Software through Consultant’s application hosting service, as more particularly described below. E.The Parties desire by this Agreement to establish the terms and conditions for the City to retain Consultant to carry out the Project, and to establish the terms and conditions for the City’s access and use of the Licensed Software. F.The Parties’ entry into this Agreement will serve the public interest. AGREEMENT NOW, THEREFORE, IT IS AGREED AS FOLLOWS: 1.Definitions; Grant of License, and Services. a.Definitions. For purposes of this Agreement, the following terms shall have the following meanings. Any capitalized terms used in this Agreement that are not defined in this Section 1 shall have the meaning given to them elsewhere in this Agreement. (i)“Aggregate Data” means information, data, and statistics about a group of individuals, organizations, or transactions that cannot be used to identify the City or a 29 83717.00002\34021673.2 2 109738\153265\47319434.v14 particular individual, including Licensee Data that has been de-identified and anonymized and combined with data about other individuals and transactions. (ii) “Authorized User” means an Employee that the City provides with access to the Licensed Software. (iii) “Customer Tools” means the Licensed Software components and interfaces that, as described in the Documentation, are designed and intended to be accessed by customers of the City through an application that is set up and maintained as part of the Services and/or the City’s website. (iv) “Derivative Work” shall mean a new or modified work that is based on or derived from a preexisting work, including, without limitation, a work that in the absence of a license, would infringe the Intellectual Property Rights associated with such preexisting work. (v) “Documentation” shall mean the standard documentation for the Licensed Software, as generally provided by Consultant to its other customers. (vi) “Employee” shall mean a then-current employee of the City. (vii) “Intellectual Property Rights” shall mean all rights associated with (a) patents, designs, algorithms, and other industrial property rights; (b) works of authorship, including copyrights, “moral rights”, and derivative works thereof; (c) the protection of trade and industrial secrets and confidential information; (d) Trademarks (as defined herein); (e) all other intellectual and industrial property rights (of every kind and nature throughout the world and however designated), whether arising by operation of law, contract, license, or otherwise; and (f) all registrations, initial applications, divisions, continuations, renewals, extensions, divisions, and re-issuances of any of the foregoing, now existing or acquired in the future. (viii) “Licensed Software” shall mean, collectively, (a) the software programs that are listed in Exhibit A and further described in Exhibit C; (b) the Documentation; and (c) any Updates. (ix) “Licensee Data” means structured data about and identifiable to customers of the City, including without limitation data about transactions between such customers and the City that (a) the City provides to Consultant to enable Consultant to provide the Licensed Software and the Services; (b) Consultant collects from the City’s customers to facilitate payments by those customers to the City; or (c) Consultant otherwise collects or creates, including by automated means, in the course of performing the Services or providing the Licensed Software to the City. (x) “PCI Data” means Cardholder Data (including, without limitation, Primary Account Number, cardholder name, expiration date, and Service Code) and Sensitive Authentication Data (including without limitation full magnetic stripe data or the equivalent on a chip, CAV2/CVC2/CW2/CID, PINs/PIN block), as such terms are defined by the PCI Security Standards Council (https://www.pcisecuritystandards.org/glossary/). 30 83717.00002\34021673.2 3 109738\153265\47319434.v14 (xi) “Security Incident” means a breach of security resulting in an unauthorized third party gaining access to Licensee Data and/or PCI Data if (a) such breach creates a substantial risk of harm to the City or any individual(s) and (b) the Licensee Data and/or PCI Data was accessed in unencrypted, usable, or readable form or it is reasonably likely that the unauthorized third party has acquired or will acquire the decryption key or other means of converting the Licensee Data and/or PCI Data to readable or usable form. (xii) “Services” means the outbound call management, customization, training, set-up, configuration, or other services listed in Exhibit A and further described in Exhibit C hereto, the Technical Support Services, and any other services Consultant provides to the City as described herein. (xiii) “Technical Support Services” means the maintenance and technical support services described in Exhibit B hereto. (xiv) “Term” shall have the meaning in Section 5, below. (xv) “Trademarks” shall mean (a) the trademarks, trade names, and service marks used by a party, whether registered or unregistered; (b) the respective stylistic marks and distinctive logotypes for such trademarks, trade names, and service marks; (c) such other marks and logotypes as either party may designate from time to time in writing; and (d) the goodwill connected with the use of and symbolized by any of the foregoing. (xvi) “Updates” shall mean any modifications, error corrections, bug fixes, new releases, or other updates of or to Licensed Software, including the Documentation, that may be provided or otherwise made available hereunder by Consultant to the City during the Term. (xvii) “Work Product” means any and all work product, deliverables, materials, drawings, works of authorship, creative works, designs, inventions, documentation, methods, processes, techniques, software, reports, or data created or developed by Consultant in the course of performing the Services or providing the Licensed Software, excluding Licensee Data. b. Grant of License; Restrictions. (i) Grant of License to Use Licensed Software. Subject to the terms and conditions of this Agreement, including the End User License Agreement (“EULA”) attached hereto as Exhibit D which is incorporated into and made a part hereof, and the timely payment of all fees hereunder, Consultant hereby grants to the City a non-exclusive, nontransferable, nonsublicensable, limited license, during the Term, to access and use the Licensed Soft ware solely in accordance with the Documentation and the EULA and solely for the City’s own internal business use. Except as set forth in this Section 1(b)(i) or the EULA, no other right or license of any kind is granted by Consultant to the City hereunder with respect to the Licensed Software. In the event of a conflict between this Agreement and the EULA, this Agreement shall control. (ii) Software Restrictions. The City hereby acknowledges and agrees that it shall not use the Licensed Software for any purpose other than the purpose for which Consultant has developed the Licensed Software, and that it shall use the Licensed Software in 31 83717.00002\34021673.2 4 109738\153265\47319434.v14 accordance with the EULA and all applicable laws, rules, and regulations. In the event of any violation of this Section or the terms of the EULA by the City or any person the City provides with access to the Licensed Software (whether or not such person is an Authorized User), Consultant may terminate this Agreement in accordance with Section 17 (Termination or Abandonment), below. (iii) Data Restrictions. Consultant hereby acknowledges that the Licensee Data may contain sensitive, personally-identifiable information. Consultant will not disclose Licensee Data to any third-party except as required to perform its obligations under this Agreement (e.g., transmittal of PCI Data to the City’s designated payment gateway) and will maintain and use the Licensee Data only for purposes of performing its obligations under this Agreement. Except as otherwise expressly provided herein, Consultant will promptly delete any Licensee Data that the City requests in writing to be deleted (except for data retention required by law). (iv) Rights in Aggregate Data. Notwithstanding Section 1.b.(iii) (Data Restrictions) above, Consultant may, (a) during the Term of this Agreement, use and analyze the Licensee Data to generate Aggregate Data and (b) during and after the Term of this Agreement, retain, use, publish, and otherwise disclose Aggregate Data without restriction, so long as the Aggregate Data is disclosed in a form in which it cannot be used to identify the City or any particular individual(s). By way of example and without creating any limitation, Consultant may analyze the Licensee Data along with data gathered from other sources to generate statistics and analytics about success rates of municipalities in collecting payments in response to application notification calls. (v) Proprietary Rights. As between the City and Consultant, Consultant and/or its licensors own and shall retain all right, title and interest, including, without limitation, all Intellectual Property Rights in and to the Licensed Software and any Work Product resulting from performance of the Services and any portions thereof, including without limitation any copy or Derivative Work of the Licensed Software (or any portion thereof) and any Updates and upgrades thereto. The City shall not take any action to jeopardize, encumber, limit, or interfere in any manner with Consultant’s or its licensors’ ownership of and rights with respect to the Licensed Software or Service, or any Derivative Work or Update or upgrade thereto. The Licensed Software and any Work Product are licensed, not sold, and the City shall have only those rights in and to the Licensed Software and Work Product and any Derivative Work or Update or upgrade thereto as are expressly granted to it under this Agreement, including the EULA. (vi) Proprietary Information. During the Term of this Agreement and after the termination of this Agreement, the Parties will take all steps reasonably necessary to hold the other Party’s Proprietary Information in confidence, will not use the Disclosing Party’s Proprietary Information in any manner or for any purpose not expressly set forth in this Agreement, and will not disclose any such Proprietary Information to any third party without the Disclosing Party’s express prior written consent; provided, however, that each Party (the “Disclosing Party”) may disclose Proprietary Information of the other Party (the “Receiving Party”) (a) to such Receiving Party’s employees, directors, officers, contractors, and agents (collectively, “Representatives”) who have a need to know such information and who have been advised of and have agreed to comply with the confidentiality restrictions contained in this Section 1(b)(vi); and (b) to such third parties as are authorized or directed by the Receiving Party in writing. Each Party shall be responsible and liable for the actions and omissions of its Representatives. 32 83717.00002\34021673.2 5 109738\153265\47319434.v14 “Proprietary Information” includes, but is not limited to, a Party’s (a) trade secrets, inventions, ideas, processes, formulas, source and object codes, data, other works of authorship, know-how, improvements, discoveries, developments, designs, and techniques; (b) information regarding its plans for research, development, new products, marketing and selling, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers; (c) information regarding the skills and compensation of employees; and (d) other information about or belonging to such Party that the other party should reasonably know, due to the nature of the information or the circumstances surrounding its disclosure, is regarded as confidential. Proprietary Information includes reports, analyses, notes, and other information or materials that contain or are derived using a party’s Proprietary Information, even if developed in whole or in part by the other Party. For clarity, information about the Licensed Software, including information about its features, functionality, and pricing, are and shall remain the Proprietary Information of Consultant. For further clarity, Licensee Data is and shall remain the Proprietary Information of the City. Notwithstanding the foregoing, information will not be considered to be Proprietary Information if (a) it is readily available to the public other than by a breach of this Agreement; (b) it has b een rightfully received by the Receiving Party from a third party without confidentiality limitations; (c) it has been independently developed by the Receiving Party without reference to or use of the Disclosing Party’s Proprietary Information; or (d) it was rightfully known to the Receiving Party prior to its first receipt from the Disclosing Party. Either Party shall be entitled to disclose Proprietary Information if required by law or a valid judicial order (including but not limited to a validly issued subpoena); provided that Party first provides prompt written notice of the required disclosure to the other Party, and complies with any protective or similar order entered by a court of competent jurisdiction governing the required disclosure. Consultant acknowledges that the City is subject to the Ralph M. Brown Act (“Brown Act”) and the California Public Records Act (“CPRA”) and that the City is, at all times, bound by the publication and disclosure requirements of the Brown Act and CPRA. Nothing in this Agreement shall be construed to limit or impair the City’s ability to comply with the Brown Act and CPRA. Consultant and the City acknowledge and agree that no liability shall attach to the City for its lawful compliance with the Brown Act and/or the CPRA. c. Deliverables and Services. (i) Services. Consultant shall provide the City with the Services described in the attached Exhibits A and C, and the Technical Support Services described in the attached Exhibit B, all of which are hereby incorporated into this Agreement by reference. (ii) Delivery, Testing, and Acceptance. All deliveries of equipment or physical goods required under this Agreement shall be F.C.A. Consultant’s facilities. Consultant shall provide the City with the Documentation and access to the Licensed Software according to the delivery, testing, and acceptance schedule and terms and conditions set forth in Exhibit A and Exhibit C. Unless a testing period of different duration is set forth in Exhibit A or Exhibit C, the City shall have a testing period of thirty (30) days from the date of delivery of any Licensed Software, including any customized Licensed Software, to inspect and test the Licensed Software. If the City provides Consultant with written notice during the applicable testing period describing the Licensed Software’s failure to substantially comply with the limited warranty set forth in Section 18.b (Limited Software Warranty), below, in sufficient detail to enable Consultant to reproduce such failure, the Service Fees for the non-conforming Licensed Software shall be suspended until 33 83717.00002\34021673.2 6 109738\153265\47319434.v14 Consultant corrects any such substantial non-conformity. If the City does not provide such notice during the testing period, the Licensed Software shall be deemed accepted, and the City’s sole remedy for any non-conformance shall be the Technical Support Services provided hereunder. (iii) Authorized Users; Identification and Passwords. Except as provided in Section 1.c.(iv) (Customer Tools), below, the City shall not permit any person to access the Licensed Software other than Employees whom the City has designated as Authorized Users. Each individual natural person shall be a separate Authorized User for purposes of this Agreement. The City shall create or request that Consultant create unique log- in credentials, consisting of a “User Identification” and “User Password”, for each individual Authorized User who shall be accessing the Licensed Software. The City hereby acknowledges that it and its Authorized Users bear sole responsibility for protecting the confidentiality of all User Passwords. The City shall remain fully responsible and liable for (and Consultant shall not be responsible or liable for) any unauthorized use of any User Identifications or User Passwords, except to the extent where any unauthorized use results in whole or in part from Consultant’s grossly negligent or willful disclosure, or omission resulting in the release of User Identifications and/or User Passwords. The City shall not share or disclose, and shall not permit any Authorized User to share or disclose, such Authorized User’s log-in credentials with or to any other individual or entity, even if such other individual is also an Authorized User. A User Identification may not be transferred from one Authorized User to another Authorized User. The City shall promptly terminate (or cause to be terminated by requesting that Consultant terminate) the User Identification for any individual who ceases to be an Authorized User for any reason, including without limitation due to termination of such individual’s employment with the City. The City shall promptly notify Consultant if it discovers or suspects that any log-in credentials have been accessed or used by any person other than the Authorized User to which such log-in credentials were granted, in which case Consultant shall promptly reset or provide the City with a means of resetting the password associated with such log-in credentials. (iv) Customer Tools. The City may permit its customers to access and use the Customer Tools solely through the City’s website and/or an application that is set up and maintained as part of the Services, and solely for the purpose of enabling such customers to (a) receive notifications sent by or on behalf of the City; (b) make payments to the City; (c) view their invoices from the City and history of payments to the City; and (d) update their contact information with the City. (v) Hosting. During the Term, Consultant and/or its designees shall host and maintain the Licensed Software, and provide access thereto, subject to the terms and conditions of this Agreement and the EULA. (vi) Updates, Maintenance, and Technical Support. During the Term, Consultant shall provide the City with Updates as they are made generally available by Consultant to its other customers, as well as maintenance and technical support, in accordance with the terms and conditions set forth in Exhibit B. Any Update provided or made available by Consultant hereunder shall be deemed part of the Licensed Software and shall be subject to the terms and conditions of this Agreement. 34 83717.00002\34021673.2 7 109738\153265\47319434.v14 (vii) Other Modifications to the Licensed Software. The City understands and agrees that Consultant may make modifications and updates to the Licensed Software from time to time. Consultant may determine in its sole discretion whether to provide such modifications and updates to the City and its other customers as an Update hereunder, or whether such modifications and updates will be issued as a separate or new product or premium version of the Licensed Software that is available only at an additional charge. (vii) Further Obligations of the City. The City shall be solely responsible for acquiring and maintaining, at its own expense, the necessary equipment and Internet and telecommunication services required to access the Licensed Software and the Services. The City acknowledges that Consultant shall have no obligation to assist the City in using or accessing the Licensed Software or the Service except as expressly set forth in this Agreement. 2. Compensation. a. Subject to Section 2.b, below, the City shall pay for such Services in accordance with the Scope of Work set forth in Exhibit A (“Service Fees”). b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of $132,405.00. c. Unless different payment terms are set forth in Exhibit A, all fees and expenses payable hereunder shall be due sixty (60) days from the date of invoice, and any amounts not paid when due will incur late fee charges at the rate of 1.5% per month, or the maximum rate permitted by applicable law, whichever is lower, calculated on a daily basis. If any amounts are past due and outstanding, Consultant reserves the right to suspend the licenses granted hereunder, suspend access to the Licensed Software, and discontinue the services until all outstanding amounts are paid; however Consultant shall not suspend access to the Licensed Software and/or discontinue any services without first providing ten (10) business days’ written notice to the City. Consultant is entitled to recover all costs of collection, including attorney’s fees and related expenses. d. Any disputed charges must be presented by City to Consultant in writing within thirty (30) days of the date of invoice, and the Parties agree to cooperate in good faith to promptly resolve any disputed invoice within fifteen (15) days of Consultant’s receipt of City’s written notice of dispute. In the event City disputes any amounts invoiced by Consultant in good faith, the undisputed amount shall be paid when due, and only disputed amounts shall be withheld pending resolution of the dispute. If payment of a disputed amount has already been made and later resolution of the dispute is in City’s favor, a credit will be issued by Consultant to City on the next invoice. e. During the Initial Term, the fees set forth in Exhibit A shall apply. After the Initial Term, Consultant may increase or change its fees by providing City with notice of such increase or change at least ninety (90) days prior to the effective date of such increase or change. Such increase or change shall not exceed 5% per renewal term. Consultant’s sole alternative to such fee increase or change shall be to terminate this Agreement by providing notice of termination to Consultant within twenty (20) days after receipt of the notice of price increase or change, which termination will become effective thirty (30) days after such written notice of termination. 35 83717.00002\34021673.2 8 109738\153265\47319434.v14 f. All prices set forth in this Agreement are in U.S. Dollars. City shall pay, indemnify, and hold Consultant harmless from all import and export duties, customs fees, levies, or imposts, and all sales, use, value added, or other taxes or governmental charges of any nature, including penalties and interest, and all government permit or license fees assessed upon or with respect to any products sold, leased, or licensed to City and any services rendered to City; provided, however, that City shall not be responsible for paying any taxes imposed on, or with respect to, Consultant’s income, revenues, gross receipts, personnel, or real or personal property or other assets. The Parties acknowledge and agree that the Service Fees paid by the City to Consultant are inclusive of any duties, customs fees, levies, imposts, and taxes, and that the City’s obligation to pay, indemnify, and hold Consultant harmless for any duties, customs fees, levies, imposts, and taxes shall not cause the total amount to be paid by the City under this Agreement to exceed the sum of $132,405.00 in Section 2.b, above. 3. Additional Work. If changes in the Scope of Work, Services, and/or access and use of Licensed Software seem merited by Consultant or the City, and informal consultations with the other Party indicate that a change is warranted, it shall be processed in the following manner: A letter outlining the changes shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and reviewed and revised by Consultant, provided that such amendment will not be binding on either Party until it has been mutually agreed to and executed by both Parties. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement. 4. Maintenance of Records. Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant, and copies of the foregoing shall be made available once a year with reasonable notice during the Term and for four (4) years from the date of final payment under this Agreement for inspection by City. 5. Term. The term of this Agreement shall commence on the Effective Date and continue for an initial period of five (5) years therefrom (the “Initial Term”), and shall automatically renew for successive one (1) year periods unless either party notifies the other of its intention not to renew at least ninety (90) days before the end of the then-current term (collectively, the “Term”). If the City terminates prior to the end of the Initial Term of five (5) years, the City shall not be liable for cost incurred after the effective date of termination. For avoidance of doubt, all amount paid are non-refundable unless agreed otherwise by the Parties. Consultant shall perform its Services in a prompt and timely manner within the Term of this Agreement and shall, subject to City’s payments of any amount owed, commence performance upon receipt of written notice from the City to proceed (“Notice to Proceed”). The Notice to Proceed shall set forth the date of commencement of work. 6. Delays in Performance. a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non- 36 83717.00002\34021673.2 9 109738\153265\47319434.v14 performing Party. For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; pandemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage; error in the coding of electronic files, Internet or other network “brownouts” or failures, power failures, novelty of product manufacture or other unanticipated product development problems, judicial restraint and acts of civil and military authorities. b. Should such circumstances occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to limit the resulting delay in performance, to mitigate the harm or damage caused by such delay, and to resume performance of this Agreement. 7. Compliance with Law. a. Both Parties shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. 8. Standard of Care; Security. Consultant’s services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions. a. Internet Security. Consultant’s Licensed Software is made available through the Internet and may be used to access and transfer information over the Internet. The City is solely responsible for the security and integrity of information it transfers from the Licensed Software, if any. Consultant makes no representations or warranties to the City regarding (a) the security or privacy of the City’s network environment; or (b) any third-party technologies’ or services’ ability to meet the City’s security and privacy needs. These third-party technologies and services may include, but are not limited to, operating systems, database management systems, web servers, and payment processing services. The City is solely responsible for ensuring a secure environment for information it transfers from the Licensed Software, if any. Further, the City acknowledges and agrees that Consultant does not operate or control the Internet and that Consultant shall have no responsibility or liability in connection with a breach of security or privacy regarding the Licensed Software or information contained therein that is caused by (a) viruses, worms, Trojan horses, or other undesirable data or software; (b) unauthorized users, e.g., hackers; or (c) any other third party or activity beyond Consultant’s reasonable control; in each of the foregoing cases, except to the extent caused by Consultant’s breach of Sections 8.d (Privacy and Security Standards) or 8.e (PCI Compliance), below. b. Remote Access Security. In order to enable code development and support and maintenance of the software, Consultant may require remote access capability. Remote access is normally provided by installing PC-Anywhere, ControlIT, or other industry standard remote access software. It may also be provided through VPN access. Regardless of what method is used to provide remote access, or which party provides remote access 37 83717.00002\34021673.2 10 109738\153265\47319434.v14 software, it is the City’s responsibility to ensure that the remote access method meets the City’s security requirements. Consultant makes no representations or warranties to the City regarding the remote access software’s ability to meet the City’s security or privacy needs. Consultant also makes no recommendation for any specific package or approach with regard to security. The City is solely responsible for ensuring a secure network environment. c. Outbound Services Disclaimer. Outbound services are intended to create additional methods of communication for the City’s Employees who use the Licensed Software in support of existing processes. These services are not intended to replace all interaction with the City’s end users or Employees. While the outbound services have been created with the best available tools and practices, they are dependent on infrastructure that is inherently not fail- proof, including but not limited to infrastructure such as software, computer hardware, network services, telephone services, and e-mail. Examples of situations that could cause failure include but are not limited to: down phone lines, all lines busy, equipment failure, email address changes, and Internet service disruptions. For this reason, while outbound services are valuable in providing enhanced communication, they are specifically not designed to be used as the sole method to deliver critical messages. The City acknowledges that it is aware of the potential hazards associated with relying on an automated outbound service feature, when using the Licensed Software, and the City acknowledges and agrees that it is giving up in advance any right to sue or make any claim against Consultant, and that the City forever releases Consultant from any and all liability caused by (a) any failed call attempts (including excess of calls over and above network or system capacity), incomplete calls, or any busy- outs; (b) any failure to transmit, obtain or collect data from callers or for human and machine errors, faulty or erroneous input, inarticulate caller communication, caller delays or call lengths exceeding estimated call lengths or omissions, delays and losses in connection with the Services provided hereunder; or (c) if City, its employees, or its end user suffer injury or damage due to the failure of outbound services to operate, even though the City does not know what or how extensive those injuries or damages might be, unless such losses were directly attributable to Consultant’s gross negligence or willful misconduct. d. Privacy and Security Standards. Consultant agrees that it will gather, collect, receive, generate, store, use, maintain, transmit, process, import, export, transfer and disclose the Licensee Data substantially in compliance with applicable data protection, security, breach notification and privacy laws, rules, regulations and industry standards to which Consultant is subject. Consultant shall, at all times, use reasonable measures to protect the confidentiality of the Licensee Data in its possession or care, including technical, administrative, and physical safeguards that are appropriate given the nature of the Licensee Data. e. PCI Compliance. Consultant warrants that, during the Term of this Agreement, (a) all system components, people, processes, and the cardholder data environment that are used in Consultant’s collection, transmittal, or other processing of PCI Data on behalf of the City are and shall remain compliant with the applicable provisions of PCI DSS; and (b) Selectron PayEngine™, Consultant’s proprietary payment application, is and shall remain compliant with Payment Application Data Security Standard (PA-DSS). On an annual basis or upon the City’s request, Consultant shall provide the City with an Attestation of Compliance or Attestation of Validation confirming such compliance. f. Incident Response. In the event Consultant becomes aware of a confirmed or suspected Security Incident involving the unauthorized disclosure or theft of 38 83717.00002\34021673.2 11 109738\153265\47319434.v14 Licensee Data and/or PCI Data, Consultant shall (a) notify the City; (b) cooperate in any investigation; (c) promptly take reasonable measures to prevent further unauthorized access or use of the Licensee Data and PCI Data; (d) cooperate with the City’s notification to affected individuals if such notification is required by applicable law or regulation; and (e) perform all such other acts, or cooperate with the City’s performance of all such other acts, that are required with respect to such Security Incident by applicable law or regulation. g. Limited Scope of PCI Data Processing. The Parties acknowledge that Consultant’s sole processing of PCI Data on behalf of the City shall consist of (a) collecting PCI Data needed to facilitate payments to the City; (b) transmitting such PCI Data to a third party payment gateway designated by the City; and (c) receiving confirmation via the payment gateway that the payment transaction has been completed. After transmittal of PCI Data to the payment gateway, Consultant will not retain, store, or continue to use or process such PCI Data. h. Data Transfers Between City and Consultant. The Parties acknowledge that, to facilitate providing the Services and the Licensed Software, Consultant and the City shall regularly transfer Licensee Data to each other. The City, not Consultant, is responsible for providing and maintaining a secure file transfer protocol for such transfer of Licensee Data, and shall be responsible for maintaining the security of the system components, environment, and procedures of such file transfer protocol. i. City’s Privacy Practices. The City acknowledges that the Licensee Data includes information about individuals with whom the City, rather than Consultant, has direct relationships. Therefore, it is the City’s obligation, and not Consultant’s obligation, to provide any privacy notices or disclosures to, and obtain any consent from, such individuals as may be required by applicable law with respect to processing of the Licensee Data by Consultant on the City’s behalf. The City represents, warrants, and covenants to Consultant that (a) the City has the authority to transmit the Licensee Data to Consultant; and (b) Consultant’s collection, storage, transmittal, and other processing of the Licensee Data on behalf of the City, as described in the Documentation and this Agreement, does not and will not violate any applicable laws, regulations, ordinances, contracts, policies, orders, or decrees to which the City is subject. 9. Assignment and Subconsultant Except in connection with a sale of all or substantially all of a Party’s assets or equity, or in connection with a merger, reorganization, or change of control, each Party shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the other Party, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent and in breach of the foregoing shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates, and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder. In the event a Party assigns, sublets, or transfers this Agreement or any rights under or interest in this Agreement in connection with or as a result of a sale of all or substantially all of that Party’s assets or equity, that Party shall provide written notice as far in advance of the effectiveness of 39 83717.00002\34021673.2 12 109738\153265\47319434.v14 such assignment, sublet, or transfer as is reasonably practical, provided neither Party will be obligated to give more than thirty (30) days written notice. 10. Independent Contractor Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee or agent of City. Nothing contained in this Agreement shall be deemed or construed as creating a joint venture, partnership, or employer-employee relationship. The work to be performed shall be in accordance with the work described in this Agreement. 11. Insurance. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this Section. a. Commercial General Liability (i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following: (1) Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following: (1) Bodily Injury and Property Damage (2) Personal Injury/Advertising Injury (3) Premises/Operations Liability (4) Products/Completed Operations Liability (5) Aggregate Limits that Apply per Project (6) Explosion, Collapse and Underground (UCX) exclusion deleted (7) Contractual Liability with respect to this Agreement (8) Property Damage (9) Independent Contractors Coverage (iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement. (v) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. 40 83717.00002\34021673.2 13 109738\153265\47319434.v14 (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. b. Automobile Liability (i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City. (ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto). (iii) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status. (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention. c. Workers’ Compensation/Employer’s Liability (i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self -insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. (ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this section. d. Professional Liability (Errors and Omissions) At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form specifically designed to protect against acts, errors or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. 41 83717.00002\34021673.2 14 109738\153265\47319434.v14 e. Minimum Policy Limits Required (i) The following insurance limits are required for the Agreement: Limits Commercial General Liability $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury, and property damage Automobile Liability $1,000,000 combined single limit Employer’s Liability $1,000,000 per accident or disease Professional Liability $1,000,000 per claim and aggregate (errors and omissions) (ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. f. Evidence Required Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. g. Policy Provisions Required (i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the Term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration. (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss. 42 83717.00002\34021673.2 15 109738\153265\47319434.v14 (iii) The retroactive date (if any) of each policy is to be no later than the Effective Date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three (3) years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the Effective Date of this Agreement. (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants. (v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. h. Qualifying Insurers (i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements: (1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. i. Additional Insurance Provisions (i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification. (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. (iii) The City may require the Consultant to provide complete copies of all insurance certificates evidencing policies in effect for the duration of the Project. 43 83717.00002\34021673.2 16 109738\153265\47319434.v14 (iv) None of the City’s officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. j. Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants. 12. Indemnification. a. Infringement Indemnity Obligations of Consultant. Consultant shall defend any action brought against the City, its officials, officers, employees, volunteers, and agents (“City Indemnitees”) to the extent it is based on a third party claim that use by the City of the Licensed Software as furnished hereunder, which use is in accordance with the terms and conditions of this Agreement, directly infringes or misappropriates any valid United States patent, copyright, or trade secret. Consultant shall pay any liabilities, costs, damages, and expenses (including reasonable attorney’s fees) finally awarded against the City Indemnitees in such action that are attributable to such claim. The City agrees to promptly notify Consultant of any known or suspected infringement or misappropriation of Consultant’s proprietary rights of which the City becomes aware. Should the Licensed Software become, or be likely to become in Consultant’s opinion, the subject of any claim of infringement, Consultant may, at its option (a) procure for the City the right to continue using the potentially infringing materials; (b) replace or modify the potentially infringing materials to make them non-infringing; or (c) terminate this Agreement and provide the City with a refund equal to the set-up fees paid by the City, less an amount equal to the depreciated portion of such fees calculated on a five (5) year straight line basis. This Section 12.a states the entire liability of Consultant and the exclusive remedy of the City with respect to infringement of any third-party intellectual property or other rights, whether under theory of warranty, indemnity, or otherwise. b. Non-Liability of Consultant for Infringement. Consultant shall have no liability for any claim based upon (a) the use, operation, or combination of the Licensed Software with non-Consultant programs, data, equipment, or documentation if liability would have been avoided but for such use, operation, or combination; (b) use of other than the then- current, unaltered version of the Licensed Software that incorporates all Updates; (c) the City’s or its agents’ or Employees’ activities after Consultant has notified the City that Consultant believes such activities may result in infringement; (d) any modifications to or markings of the Licensed Software that are not specifically authorized in writing by Consultant; (e) any third party software; (f) any Licensee Data; or (g) the City’s breach or alleged breach of this Agreement. c. Security Related Indemnity Obligations of Consultant. If an investigation performed by a qualified third party forensic investigator confirms that a Security Incident was caused solely by an act or omission of Consultant, including any security vulnerability in system components, procedures, or environments owned or controlled by Consultant, then Consultant 44 83717.00002\34021673.2 17 109738\153265\47319434.v14 shall defend, indemnify, and hold harmless the City Indemnitees for, from and against all liabilities, costs, damages, fines, penalties, and expenses (including reasonable attorney’s fees) incurred by the City as a result of such Security Incident, including the reasonable costs of investigation and reasonable costs of notification to affected individuals and providing credit monitoring or other fraud prevention services, but only to the extent such notification, credit monitoring, or other fraud prevention services are required by applicable laws, regulations, a court order or consent decree, or the terms of a settlement and release of claims arising from such Security Incident that Consultant has consented to (collectively, “Losses”). d. Non-Liability of Consultant for Security Related Claims. Consultant shall have no liability or obligation to defend or indemnify the City with respect to any Losses caused by the City’s breach of Sections 8.h (Data Transfers Between City and Consultant) or 8.1 (City’s Privacy Practices) or any Security Incident to the extent caused in whole or in part by an act or omission of the City or any third party (other than Consultant’s subcontractors) or any of their affiliates, employees, directors, officers, agents, or contractors (other than Consultant), including without limitation any of the following acts or omissions: (a) their loss of control of any device; (b) their failure to maintain the confidentiality of log-in credentials; (c) their transmission of data via methods that are not secure; (d) their failure to maintain systems and environments that are compatible with any Update; (e) their violation of the applicable terms of this Agreement or any applicable laws, regulations, or industry standards; or (f) any vulnerability in their environment, systems, hardware, software, or physical or administrative security safeguards or procedures, including without limitation any vulnerability in the file transfer protocol maintained by the City pursuant to Section 8.h (Data Transfers Between City and Consultant). e. Conditions for Indemnification. The indemnification obligations herein shall only apply if (i) the party to be indemnified (the “Indemnitee”) notifies the party obligated to indemnify them (the “Indemnitor”) in writing of a claim promptly upon learning of or receiving the same; and (ii) the Indemnitee provides the Indemnitor with reasonable assistance requested by the Indemnitor, at the Indemnitor’s expense, for the defense and settlement, if applicable, of any claim. The Indemnitee's failure to perform any obligations or satisfy any conditions under this Section 12.e shall not relieve the Indemnitor of its obligations hereunder except to the extent that the Indemnitor can demonstrate that it has been materially prejudiced as a result of such failure. f. Control of Defense. After receipt of notice of a claim, the Indemnitor shall be entitled, if it so elects, at its own cost, risk and expense (a) to take control of the defense and investigation of such lawsuit or action; and (ii) to employ and engage attorneys of its own choice to handle and defend the same; provided, however, that the Indemnitee’s consent shall be required for any settlement that does not include a full release of all claims. If the Indemnitor fails to assume the defense of such claim within ten (10) business days after receipt of notice of the claim, the Indemnitee will (upon delivering notice to such effect to the indemnitor) have the right to undertake, at the Indemnitor’s cost and expense, the defense, compromise or settlement of such claim on behalf of and for the account and risk of the Indemnitor; provided, however, that such claim shall not be compromised or settled without the written consent of the Indemnitor. The Party that assumes control of the defense of the claim will keep the other Party reasonably informed of the progress of any such defense, compromise or settlement. Notwithstanding the foregoing, the Indemnitee shall be entitled to conduct its own defense at the cost and expense of the Indemnitor if the Indemnitee establishes that the conduct of its defense by the Indemnitor would reasonably be likely to prejudice materially the Indemnitee due to a conflict of interest 45 83717.00002\34021673.2 18 109738\153265\47319434.v14 between the Indemnitee and the Indemnitor; and provided further that in any event, the Indemnitee may participate in such defense at its own expense. 13. California Labor Code Requirements. a. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. b. If the services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants performing such services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. c. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor. 14. Verification of Employment Eligibility. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended 46 83717.00002\34021673.2 19 109738\153265\47319434.v14 from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same. 15. [Reserved.] 16. Laws and Venue. This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in the Superior Court of California for the County of San Mateo or the United States District Court for the Northern District of California. The Parties herein consent to the exercise of personal jurisdiction by such courts. 17. Termination a. Termination for Default. If either Party materially defaults in any of its obligations under this Agreement, the non-defaulting Party, at its option, shall have the right to terminate this Agreement by written notice to the other Party unless, within sixty (60) calendar days after written notice of such default, the defaulting Party cures the default, or, in the case of a default which cannot with due diligence be cured within a period of sixty (60) calendar days, the defaulting Party institutes within the sixty (60) day-period substantial steps necessary to cure the default and thereafter diligently prosecutes the same to completion. Notwithstanding anything herein to the contrary, in the event the City breaches the EULA or Sections 1.b.(ii) (Software Restrictions), 1.b.(v) (Proprietary Rights) and/or 1.b.(vi) (Proprietary Information) of this Agreement, Consultant may immediately terminate this Agreement. In the event one Party becomes aware of any breach of this Agreement, including the EULA or Sections 1.b.(ii) (Software Restrictions), 1.b.(v) (Proprietary Rights) and/or 1.b.(vi) (Proprietary Information) of this Agreement, that Party shall notify the other Party within twenty- four (24) hours of the discovery of such breach. b. Termination for Bankruptcy. Either Party may terminate this Agreement if the other Party (a) becomes insolvent; (b) fails to pay its debts or perform its obligations in the ordinary course of business as they mature; (c) is declared insolvent or admits its insolvency or inability to pay its debts or perform its obligations as they mature; or (d) becomes the subject of any voluntary or involuntary proceeding in bankruptcy, liquidation, dissolution, receivership, attachment, or composition, or makes a general assignment for the benefit of creditors, provided that, in the case of an involuntary proceeding, the proceeding is not dismissed with prejudice within sixty (60) days after the institution thereof c. Effect of Termination. Upon the expiration or termination of this Agreement, all rights and licenses granted to the City hereunder shall immediately and automatically terminate. Within ten (10) days after any termination or expiration of this Agreement, the City shall, at its sole expense, return to Consultant (or destroy, at the Consultant’s election) all Licensed Software and Proprietary Information of Consultant (and all copies, summaries, and extracts thereof) then in the possession or under the control of the City and its current or former employees. The City shall furnish to Consultant an affidavit (or declaration) signed by the City Manager, or his/her/their designee, certifying that, to the best of his/her/their knowledge, such delivery or destruction has been fully effected. Termination of this 47 83717.00002\34021673.2 20 109738\153265\47319434.v14 Agreement by either party shall not act as a waiver of any breach of this Agreement and shall not act as a release of either party from any liability for breach of such party’s obligations under this Agreement. Neither party shall be liable to the other for damages of any kind solely as a result of terminating this Agreement in accordance with its terms. Either party’s termination of this Agreement shall be without prejudice to any other right or remedy that it may have at law or in equity, and shall not relieve either party of liability for breaches occurring prior to the effective date of such termination. Any provisions that would reasonably be expected by the parties to survive termination of this Agreement shall survive such termination, including without limitation the provisions of the EULA and Sections 1(a) (Definitions), 1(b)(ii) (Software Restrictions), .1(b)(iii) (Proprietary Information), 1(b)(iv) (Rights in Aggregate Data), 1(b)(v) (Proprietary Rights), 2 (Compensation) (with respect to amounts accrued but as-yet unpaid), 1(b)(vi) (Proprietary Information), 19 (Limitation of Liability), and 17(c) (Effect of Termination). 18. Representations and Warranties. a. Mutual Representations. Each Party represents and warrants to the other Party that the execution, delivery and performance of this Agreement (a) is within its corporate, municipal, or governmental powers, as the case may be; (b) has been duly authorized by all necessary corporate, municipal, or governmental action on such Party’s part; and (c) does not and shall not contravene or constitute a default under, and is not and shall not be inconsistent with, any law, regulation, judgment, decree or order, or any contract, agreement, or other undertaking, applicable to such party. b. Limited Software Warranty and Exclusive Remedy. Subject to the limitations set forth in this Agreement, Consultant represents and warrants to the City that the Licensed Software, when used in accordance with the Documentation, shall throughout the Term substantially conform to the functional specifications in such Documentation. If the City finds what it reasonably believes to be a failure of the Licensed Software to substantially conform to the functional specifications in the Documentation, and provides Consultant with a written report that describes such failure in sufficient detail to enable Consultant to reproduce such failure, Consultant shall use commercially reasonable efforts to correct or provide a workaround for such failure at no additional charge to the City in accordance with Exhibit B hereto. EXCEPT FOR THE EXPRESS WARRANTY ABOVE, CONSULTANT PROVIDES THE LICENSED SOFTWARE TO THE CITY “AS IS” AND “AS AVAILABLE.” CONSULTANT MAKES NO WARRANTY THAT ALL ERRORS, FAILURES, OR DEFECTS SHALL BE CORRECTED, OR THAT ACCESS TO OR USE OF THE LICENSED SOFTWARE SHALL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY CONSULTANTS, ITS AGENTS, OR ITS EMPLOYEES, SHALL CREATE ANY WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THE WARRANTIES EXPRESSLY PROVIDED IN THIS AGREEMENT. This Section states the entire liability of Consultant and the sole and exclusive remedy of the City with respect to any breach of the foregoing express warranty. c. Limited Services Warrant and Exclusive Remedy. Subject to the limitations set forth in this Agreement, Consultant warrants that the Services shall be performed in a professional and workmanlike manner. Consultant’s sole obligation, and the City’s exclusive 48 83717.00002\34021673.2 21 109738\153265\47319434.v14 remedy for breach of the foregoing warranty, is that Consultant shall use its commercially reasonable efforts to re-perform the Services or otherwise cure such breach. If, in Consultant’s sole judgement, curing the breach is not commercially feasible, Consultant shall credit the City for a portion of the fees allocable to the affected period of time that is proportionate to the period the Services or the City’s ability to access or use the Licensed Software was impaired. d. Disclaimer of Other Warranties. THE EXPRESS WARRANTIES SET FORTH IN THIS SECTION 18 AND SECTION 8.e (PCI Compliance) CONSTITUTE THE ONLY WARRANTIES MADE BY CONSULTANT WITH RESPECT TO THE LICENSED SOFTWARE AND THE SERVICES AND ANY OTHER SUBJECT MATTER OF THIS AGREEMENT. CONSULTANT MAKES NO OTHER, AND HEREBY DISCLAIMS ALL OTHER, REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), OR STATUTORY, WITH RESPECT TO THE LICENSED SOFTWARE, THE SERVICES, OR ANY OTHER SUBJECT MATTER OF THIS AGREEMENT. CONSULTANT EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT, AND ALL WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. CONSULTANT DOES NOT WARRANT THAT ANY USE OF OR ACCESS TO THE LICENSED SOFTWARE SHALL BE ERROR-FREE OR SECURE, OR THAT OPERATION OF THE LICENSED SOFTWARE SHALL BE UNINTERRUPTED, AND HEREBY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION THEREWITH. THE CITY ACKNOWLEDGES THAT IT HAS RELIED ON NO WARRANTIES OTHER THAN THE EXPRESS WARRANTIES IN THIS SECTION 18 AND SECTION 8.e (PCI Compliance) OF THIS AGREEMENT. e. Defects Not Covered by Warranties. Consultant shall have no obligations under Section 18.b (Limited Software Warranty and Exclusive Remedy) to the extent any nonconformance or failure of, or error in, the Licensed Software is caused by (a) use of any attachment, feature, hardware, software, or device in connection with the Licensed Software, or combination of the Licensed Software with any other materials or service, unless the combination is performed by Consultant; (b) transportation, neglect, misuse, or misapplication of the Licensed Software, or any use of the Licensed Software that is not in accordance with this Agreement, the EULA, and/or the Documentation; (c) alteration, modification, or enhancement of the Licensed Software, except as may be performed by Consultant; (d) failure to provide a suitable use environment for all or any part of the Licensed Software; or (e) failure to maintain systems and environments that are compatible with Updates. 19. Limitation of Liability a. Limited Remedy. EXCEPT AS EXPRESSLY PROVIDED HEREIN, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, IN NO EVENT SHALL CONSULTANT OR ITS SUPPLIERS OR LICENSORS BE LIABLE FOR, OR BE OBLIGATED TO INDEMNIFY CITY FOR, ANY LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE OR DATA, OR INTERRUPTION OF BUSINESS, OR FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND OR OTHER ECONOMIC LOSS ARISING FROM OR RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF, EVEN IF SELECTRON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, HOWEVER CAUSED. 49 83717.00002\34021673.2 22 109738\153265\47319434.v14 b. Maximum Liability. Notwithstanding anything in this Agreement to the contrary or the failure of essential purpose of any limited remedy or limitation of liability, Consultant’s entire liability arising from or relating to this Agreement or the subject matter hereof, under any legal theory (whether in contract, tort or otherwise), shall not exceed the amounts actually received by Consultant from City hereunder in the eighteen (18) months immediately preceding the action that gave rise to the claim. City acknowledges that the Service Fees reflect the allocation of risk set forth in this Agreement and that Consultant would not enter into this Agreement without the limitations on liability set forth in this Agreement. 20. Organization. Consultant shall assign Brandon Simchuk as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City. 21. Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above. 22. Notices. Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to: CITY: City of Burlingame 501 Primrose Road Burlingame, CA 94010 Attn: Community Development Director --with copy to— City Attorney, City of Burlingame 501 Primrose Road Burlingame, CA 94010 CONSULTANT: Selectron Technologies, Inc. 13535 SW 72nd Avenue Suite 200 Portland, OR 97223 Attn: Todd Johnston and shall be effective upon receipt thereof. 23. Third Party Rights Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant. 24. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to 50 83717.00002\34021673.2 23 109738\153265\47319434.v14 initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 25. Entire Agreement This Agreement, with its exhibits, represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each Party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified, amended, or altered except in writing signed by both Parties hereto. This is an integrated Agreement. 26. Severability The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the remaining provisions unenforceable, invalid or illegal. 27. Successors and Assigns This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and permitted assigns of each Party to this Agreement. 28. Non-Waiver None of the provisions of this Agreement shall be considered waived by either Party, unless such waiver is specifically specified in writing. The waiver by either party of a breach or default under any provision of this Agreement shall not be construed as a waiver of any subsequent breach or default under the same or any other provision of this Agreement, nor shall any delay or omission on the part of either party to exercise or avail itself of any right or remedy that it has or may have hereunder, operate as a waiver of any right or remedy. 29. [Reserved.] 30. City’s Right to Employ Other Consultants City reserves its right to employ other consultants, including engineers, in connection with other projects. 31. Prohibited Interests Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the Term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall 51 83717.00002\34021673.2 24 109738\153265\47319434.v14 have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 32. Captions and Section Headings. The captions and Section and paragraph headings used in this Agreement are inserted for convenience only and shall not affect the meaning or interpretation of this Agreement. 33. Counterparts. This Agreement may be signed in one or more counterparts, each of which will be deemed to be an original copy of this Agreement, and, when taken together, shall be deemed to constitute one and the same agreement. Each party agrees that the delivery of this Agreement by facsimile transmission or by PDF attachment to an e-mail transmission will be deemed to be an original of the Agreement so transmitted and, at the request of either party, the other party will confirm facsimile or e-mail transmitted signatures by providing the original document. 34. Injunctive Relief. In the event that either Party breaches any provision of the EULA or Sections 1(b)(ii) (Software Restrictions), 1(b)(iii) (Proprietary Information), or 1(b)(v) (Proprietary Rights), or any other material provision of this Agreement, the Parties acknowledge and agree that there may be no adequate remedy at law to compensate for such breach, that any such breach may result in irreparable harm that would be difficult to measure; and, therefore, that upon any such breach or threat thereof, either Party shall be entitled to seek injunctive and other appropriate equitable relief (without the necessity of proving actual damages or of posting a bond or other security), in addition to whatever remedies may be available law, in equity, under this Agreement, or otherwise. [SIGNATURES ON FOLLOWING PAGE] 52 53 EXHIBIT A Scope of Work Relay Permit IVR: The Relay Permit IVR will provide a 24x7 inspection scheduling solution for contractors and homeowners in Burlingame. Using a touchtone phone, users will be able to schedule, cancel and reschedule inspections, and leave a message for the inspector. Users may select an AM or PM option when requesting an inspection; Selectron will automatically limit the number of AM & PM inspection requests per City-defined business rules. Selectron will integrate with the City’s TRAKiT system via Fusion and with assistance from City personnel. Fusion must be installed and functioning prior to development. Selectron will add the custom functionality to limit inspections change to 4 limit options and provide an inspection scheduled confirmation email receipt. City-defined personnel will have access to the Relay Portal for all system administration and reporting needs. The Relay Portal is a web-based application that only requires a web connection and user account to utilize. Selectron values long-term partnerships with our customers and offers discounted solution pricing based on a five-year term commitment. All pricing illustrated below assumes the City can sign a five-year agreement with Selectron; contracts including non-appropriations or termination for convenience without penalty are not eligible for this pricing. 5-Year Cost Summary Year over Year Pricing Year 1 Year 2 Year 3 Year 4 Year 5 TOTAL 1/1/25- 12/31/25 1/1/26- 12/31/26 1/1/27- 12/31/27 1/1/28- 12/31/28 1/1/29- 12/31/29 IVR Annual Platform & Call Fee (20,000 Inbound Calls) $17,700 $17,700 $17,700 $17,700 $17,700 $88,500 Custom Functionality Professional Services Setup Fee $17,100 $0 $0 $0 $0 $17,100 Custom Functionality Annual Fees $4,065 $5,420 $5,591 $5,770 $5,959 $26 805 TOTAL $38,865 $23,120 $23,291 $23,470 $23,659 $132,405 54 MANAGED SERVICE PAYMENT TERMS Pricing does not include additional application integration charges that may be required as part of this solution. This includes Application Vendor API (Fusion), user, or implementation fees, additional licensing fees, or other surcharges directly or indirectly charged by or remitted to CentralSquare. Setup Fee Payment Schedule 45% Invoiced upon execution of contracts 55% Invoiced upon delivery of product for User Acceptance Testing Annual Fees and Call Fees 100% Invoiced upon contract execution and then 45 days prior to the beginning of the next service period. If applicable, per message overage fees are charged monthly in arrears after included limits has been reached. Call Definition IVR Services are provided by the Call. A Call is defined as a successful completed connection. A Call can be up to 4 minutes in length, with each additional 4-minute period counted as an additional Call. When a caller initiates a transfer from the IVR, this results in an additional Call being counted. Per call overage fees are charged monthly after included call limit has been reached. Additional calls over 20,000 annual calls will be charged at $0.50 per call. Additional Outbound Messages are billed at $.15 per message. Taxes Sales Tax or any other applicable taxes are NOT included in any of this proposal's pricing information. Payment Terms Terms are net 30 from date of invoice. Past due invoices are subject to a 1.5% per month late fee. All presented pricing is in US Dollars. Vendor Information Selectron Technologies, Inc. 13535 SW 72nd Avenue, Suite 200 Portland, Oregon 97223 Phone: 866.878.0048 | Fax: 503.443.2052 55 EXHIBIT B Maintenance and Technical Support This Exhibit describes the software maintenance and support services that Selectron shall provide for Licensee. I. Definitions Unless defined otherwise herein, capitalized terms used in this Exhibit shall have the same meaning as set forth in the Agreement. A. “Error” means any failure of the Licensed Software to conform in any material respect with the Documentation. B. “Error Correction” means either a bug fix, patch, or other modification or addition that brings the Licensed Software into material conformity with the Documentation. C. “Priority A Error” means an Error that renders Licensed Software inoperative or causes a complete failure of the Licensed Software, as applicable. D. “Priority B Error” means an Error that substantially degrades the performance of Licensed Software, as applicable, or materially restricts Licensee’s use of the Licensed Software, as applicable. E. “Priority C Error” means an Error that causes only a minor impact on Licensee’s use of Licensed Software, as applicable. II. Error Reporting and Resolution A. Error Reporting. Selectron shall provide Licensee with telephone customer support twenty -four (24) hours per day, seven (7) days per week for the reporting of Priority A Errors, and telephone support during Selectron’s normal business hours for the reporting of Priority B and Priority C Errors, in each event excluding Selectron holidays. B. Licensed Software Error Resolution. Selectron shall use commercially reasonable efforts to: (a) notify applicable Vendors of all Licensed Software Errors properly reported by Licensee in accordance with Section II(A) of this Exhibit B; (b) make available to Licensee any Error Corrections that are made available by such Vendor(s) to Selectron promptly after such Error Corrections are delivered to Selectron; and (c) update Licensee with respect to the progress of the resolution of all Licensed Software Errors. C. Error Resolution. Licensee shall report all Errors in the Licensed Software to Selectron in sufficient detail, with sufficient explanation of the circumstances under which the Error occurred or is occurring, and shall reasonably classify the Error as a Priority A, B, or C Error. Selectron shall use commercially reasonable efforts to correct any Error in the Licensed Software reported by Licensee, in accordance with the priority level actually assigned by Selectron to such Error, as follows: 1. Priority A Errors. In the event of a Priority A Error, Selectron shall, within two (2) hours of receiving Licensee’s report, commence verification of the Error. Upon verification, Selectron shall use commercially reasonable efforts to resolve the Error with an Error Correction. Selectron shall use commercially reasonable efforts to provide a workaround for the Error within twenty -four (24) hours of receiving Licensee’s report of such Error, and an Error Correction within forty -eight (48) hours of receiving Licensee’s report. Selectron shall provide Licensee with periodic reports (no less frequently than once every eight (8) hours) on the status of the Error Correction. 56 2.Priority B Errors. In the event of a Priority B Error, Selectron shall, within six (6) hours of receiving Licensee’s report, commence verification of the Error. Upon verification, Selectron shall use commercially reasonable efforts to resolve the Error with an Error Correction. Selectron shall use commercially reasonable efforts to provide a workaround for the Error within forty-eight (48) hours of receiving Licensee’s report of such Error, and an Error Correction within six (6) business days of receiving Licensee’s report. Selectron shall provide Licensee with periodic reports (no less frequently than once every twelve (12) hours) on the status of the Error Correction. 3.Priority C Errors. In the event of a Priority C Error, Selectron shall, within two (2) business days of receiving Licensee’s report, commence verification of the Error. Upon verification , Selectron shall use commercially reasonable efforts to resolve the Error with an Error Correction. Selectron shall use commercially reasonable efforts to provide a workaround for the Error within six (6) business days of receiving Licensee’s report of such Error, and an Error Correction within three (3) weeks of receiving Licensee’s report. Selectron shall provide Licensee with periodic reports on the status of the Error Correction. 57 Statement of Work Burlingame, CA Relay PERMIT PACK 1.Overview ...................................................................................................... 2 1.1. Revision History ................................................................................................................ 2 2.Functionality ................................................................................................. 3 2.1. The Relay Platform ........................................................................................................... 3 2.2. Permits Pack ..................................................................................................................... 3 3.System Integration ........................................................................................ 5 3.1. Application Database Interfaces ...................................................................................... 5 4.Deployment Model ....................................................................................... 5 5.Administrative Tasks ..................................................................................... 6 5.1. Activity Widgets ............................................................................................................... 6 5.2. Run System Reports ......................................................................................................... 6 6.Responsibilities ............................................................................................. 8 6.1. Selectron Technologies, Inc.............................................................................................. 8 6.2. Burlingame, CA ................................................................................................................. 9 EXHIBIT C Statement of Work 58 August 7, 2024 Page 2 of 11 1. Overview This Statement of Work (SOW) outlines the services provided by Selectron Technologies, Inc. (Selectron) to Burlingame, CA (Burlingame or Customer). The Statement of Work has been updated to include that the Limit Inspections functionality now includes 4 time ranges for scheduling instead of 2. Additionally, the Limit Inspections Manager will be updated to allow 4 time ranges. The features, functionality, and services are provided through Selectron Technologies’ Relay communication platform (Relay). 1.1. Revision History Version # Details Date 1.0 Initial Release 03/30/2022 2.0 Updated Limiting Inspection features, added Email Confirmation, removed Relay Outbound functionality 8/6/2024 59 August 7, 2024 Page 3 of 11 2. Functionality This section details the functionality of each application included in Relay. All functions and features are dependent upon the accessibility of Burlingame’s TRAKiT application database to provide the given data to Relay. 2.1. The Relay Platform The Customer’s solution is powered by Selectron’s Relay platform. Relay is a multi- channel, multi-department platform designed to connect customers, government agencies, and utilities. The Relay platform uses a number of different application packs specific to the market being served. In addition to each application pack, the Relay channels include interactive voice response (IVR), web, outbound, call center agent assistance, and interactive texting capabilities all in a single platform. The following sections detail the functionality that will be implemented for the Customer. Additional channels, applications, and integrations that are not specified in this SOW are not included but may be able to be added to the system under a supplemental statement of work. 2.1.1. Application Packs and Channels The Customer’s solution includes the following application pack and channels: • Application packs: o Permits Pack • Channels: o IVR 2.2. Permits Pack The Customer’s solution will be configured with the Relay Permits Pack. The Permits Pack offers community development agencies the ability to provide their citizens and contractors with a central point of access for permit and inspection information and services. Through available Relay channels, citizens and contractors using a permit number can communicate with the department 24/7 and 365 days a year. Callers will be able to enter a permit number and perform a variety of actions. All permit, inspection, and/or code information is made available through an API to the Customer’s application database. For any of the features detailed below to function as described, data must be available in this database to be presented to users. 2.2.1. IVR Channel The IVR Channel for the Permits Pack provides callers with an Interactive Voice Response (IVR) system for accessing and posting permit information. The IVR offers functionality in the form of a Contractor Menu and an Inspector Menu. 60 August 7, 2024 Page 4 of 11 • Contractor Menu o Access inspection results o Leave comments for Inspector o Schedule/reschedule inspections o Cancel inspections o Hear site address for the permit • Inspector Menu o Post inspection results o Post correction codes o Leave Message for contractor In addition to the above features, the following add-ons are included with this implementation of the Relay Permits Pack: • Limit Inspections Using the Contractor Menu, a contractor can enter a permit number to access permit information and functions. Upon entering a valid permit number, the user can schedule, reschedule, and/or cancel inspections. After an inspection has been scheduled/rescheduled/canceled, the caller will receive a confirmation number. Additionally, contractors can use the IVR to access inspection results, including any associated correction codes and descriptions. Finally, the contractor can access messages left for them by an inspector or leave a message for an inspector. Using the Inspector Menu, accessible via a hidden main menu option, an inspector can enter a permit number to post inspection results via the IVR. When posting results, the caller must enter a valid Inspector PIN number (or some other validation number to be determined during implementation). The PIN can be determined by the Customer, but must be validated by the database. When posting results, inspectors can add correction codes and leave a message for the contractor. If desired, callers can receive the option to transfer to an agent. If a caller requests a transfer, the Relay IVR transfers the caller to a number specified by the Customer. IVR service requires a local-to-customer phone number. Selectron can either use an existing number provided by customer, or obtain and provide a number if needed. IVR Services are provided by the Call. A Call is defined as a successful completed connection. A Call can be up to 4 minutes in length, with each additional 4-minute period counted as an additional Call. Actions such as transfer that result in multiple connected circuits are counted on the per circuit basis and are measured for the duration of the connection including the time after a transfer occurs. 61 August 7, 2024 Page 5 of 11 2.2.2. Add Ons The following Add Ons are included with the Customer’s Permits Pack. These add-ons provide additional functionality for the channel(s) purchased as part of this Relay solution. 2.2.2.1 Limit Inspections The proposed solution will have four different time range options for callers to choose from when scheduling their inspection: Early AM from 9am - 10:30am Late AM from 10:30am – 12pm Early PM from 1pm - 2:30pm Late PM from 2:30pm – 4pm Customer administrators will have access to an interface that will allow them to adjust the AM and PM limits on specific days of the week. 2.2.2.2 Schedule Confirmation Email After an inspection is scheduled via IVR, a confirmation of the scheduled inspection will be delivered via email with the permit data and inspection date/time to the contact on listed under INSPECTION RESULT CONTACT in the Customer’s backend database. If multiple inspections were scheduled in the same call, the solution will send a single email with all the inspection types scheduled. 3. System Integration Depending on the implemented features, Relay requires varying levels of integration with other database components. These are described in the following sections. 3.1. Application Database Interfaces It is anticipated that Selectron will be integrating with the Customer’s backend application database. All data-based interactivity on the solution is reliant upon data being available via the application vendor APIs. During the implementation phase, if necessary data are not available via the included APIs, the project will be impacted. This may affect the implementation timeframe and result in additional professional service fees. 4. Deployment Model This implementation of Relay will be deployed on premise. 62 August 7, 2024 Page 6 of 11 For virtual or physical servers, relay requires these minimum specifications: • Quad-Core Intel Processor • 16gb RAM • MS Windows 2016 • VMWare ESXi v6.7 (or newer) • 50 GB allocated disk space If the customer is providing SQL: • Microsoft SQL Server 2016 or 2019 5. Administrative Tasks This section details administrative tasks that can be performed to manage Relay. All system administration for Relay is handled through the Relay Portal web application. The Customer’s administrator will be provided with user credentials for Relay Portal during the implementation process. Additional users can be created by the administrator as needed. Permissions can be assigned per-user; permissions govern the functionality available to a given user. The Relay Portal provides administrators with a single platform for viewing system usage and health, running reports, and configuring various system settings. The Relay Portal is supported on Chrome, Firefox, Microsoft Edge, and Safari. 5.1. Activity Widgets The Customer’s solution is equipped with the following dashboard widgets, allowing for the easy tracking of daily activity and statistics. Activity o Call Activity – Tracks and reports call activity with line graph o IVR Usage – Display call statistics, including peak (concurrent) call activity o Inspection Widget – Tracks and reports inspection activity with displayed numbers Support System o Premier Pro Status Widget – Tracks and reports Premier Pro status data; displays next update o System Status Widget – Tracks status of the system through Ping and Database displays o Today Widget – Displays date, holiday, office hours, and greeting information 5.2. Run System Reports Administrators will be able to run system reports via the Relay Portal. 63 August 7, 2024 Page 7 of 11 5.2.1. Reports Center • Running / Saving Reports - Depending on your permissions, the Reports Center has a large number of system, activity, and usage reports that you can run. Saving a Report - To save a report (including how you have set the filters), click the desired file type you want to download, either PDF or Excel. The Portal will automatically generate the file and allow you to download it. The solution will also be equipped to provide the following reporting functions: 5.2.1.1 Activity Reports • Call Activity Report - This report provides a graph of different activity types performed by callers on the IVR over a relative span of time (hour over hour, day over day, month over month, and more). • Call Activity Detail Report - Use this report to find a specific call or group of calls. Search by date/time, the caller’s phone number, or other identifying information to find calls of interest. • Call Statistics Report - This report provides aggregate facts and statistics about calls into the IVR including average call lengths, longest calls, and whether or not actions were completed by callers. • Email Activity Report - This report provides a list of all emails sent on a specified date. • IVR Usage Report - This report provides data on peak (concurrent) calls and average calls, hour by hour, over a selected date range. • Multiple Calls Report - This report provides insight on how many times incoming phone numbers have called the IVR within a specified range of time. • System Status Report - See a log of system events, including reboots and changes in the system's overall status or health. • Relay Permits Reports • Inspector Posting Activity Report - This report provides a summary of inspector posting activity, per day of the week, within the specified date range. The report lists inspector names and the number of inspections resulted each day. • Inspections Summary Report - This report provides a summary of inspection scheduling activity per day within the specified month and year. The report lists the number of inspections scheduled and canceled on the IVR each day. 64 August 7, 2024 Page 8 of 11 6. Responsibilities 6.1. Selectron Technologies, Inc. This section outlines Selectron Technologies’ responsibilities regarding service initiation and operation. 6.1.1. Provide Project Management Selectron Technologies assigns a Project Manager to the service implementation. The Project Manager is the Customer’s primary contact at Selectron Technologies and coordinates all necessary communication and resources. 6.1.2. Provide Documentation The Project Manger provides the Customer with the documents to help facilitate the service implementation process. Some or all of these may be provided depending on the scope of the project. • Implementation Questionnaire- gathers critical information needed to set up and initiate the service. This includes information on the toll-free numbers, call volume, APIs. • Remote Access Questionnaire- details information that Selectron Technologies needs to remotely access the Customer’s network and application database prior to system initiation, allowing for complete system testing. • Implementation Timetable- details project schedule and all project milestones. • Quality Assurance Test Plan- assists the Customer in determining that the interactive solution is functioning as specified in the Contract. • Service Acceptance Sign-off Form- indicates that the Customer has verified service functionality. 6.1.3. Develop Channel Design The Project Manager works with the Customer to develop and complete the following portions of channel design: • IVR call flow design Software development can begin once these design elements are completed and approved by the Customer. 6.1.4. Perform Quality Assurance Testing Selectron Technologies thoroughly tests all applications and integration points prior to initiation, ensuring system functionality. This includes data read from and written to the 65 August 7, 2024 Page 9 of 11 application database and the general ability for a customer to successfully access live data and complete a transaction. 6.1.5. Provide Installation and Administrative Training Selectron will provide remote training for the Relay solution. All installation is handled by Selectron technical staff at our remote hosting facility. 6.1.6. Provide Marketing Materials Selectron Technologies provides marketing collateral that the Customer can use to promote the interactive solution to citizens. Marketing collateral includes a poster, tri- fold brochure, and business card; standard templates for each item are used. Collateral is provided to the Customer in PDF format (original Adobe InDesign files are provided upon request). Marketing collateral will be provided for each department included in this project. Selectron Technologies’ Project Manager will assist in gathering the correct information to be displayed on the marketing collateral. Information displayed includes the following: • IVR phone number(s) • Department logo (preferably in EPS format) • Department address • A description of functionality • Additional contact/informational phone numbers • Samples: where to find account/ permit/ case numbers, etc. Any changes to the collateral that do not include the items listed above (e.g., design changes to the template) are billed on a time and materials basis. Any changes to the marketing materials after final delivery are also billed on a time and materials basis. 6.1.7. Interface Upgrades After service initiation, the Customer’s database application may release new updates to their application or its interface. Upgrading the Relay interface to be compatible with any of the Customer’s application databases (or other application database software) may require professional services outside the scope of this service. 6.2. Burlingame, CA This section outlines the Customer’s service implementation and maintenance requirements and responsibilities. 66 August 7, 2024 Page 10 of 11 6.2.1. Return Questionnaires and Information Selectron Technologies’ Project Manager provides the Customer with an implementation questionnaire. The implementation questionnaire must be returned prior to developing the call flow design and the implementation timetable. 6.2.2. Provide Customer Specific Information The following information should be supplied to Selectron Technologies, in conjunction with the Implementation Questionnaire, to help create a precisely integrated product. For further clarification on the format and detail of the following data, refer to the Implementation Questionnaire or contact your Selectron Technologies’ Project Manager. • Street names • Observed holidays • Extensions used for transfer functions • Permit status codes and types • Inspection types and descriptions • Validations used for scheduling an inspection • Correction codes and descriptions • Permit numbering scheme 6.2.3. Approve Channel Configuration The Customer is responsible for approving the application design developed by Selectron Technologies’ Project Manager. This includes reviewing: • IVR call flow design Once the channel design(s) have been approved, software development begins. 6.2.4. Provide Remote Network Access to Application Database(s) To fully test the interactive solution, Selectron Technologies requires access to the Customer’s application database(s) prior to installation. Selectron Technologies’ Project Manager provides a Remote Access Questionnaire to help identify the necessary requirements. If remote access is not granted, the Customer should inform the Project Manager immediately. While system installation can be successful without prior access to the database, additional, post-installation development and testing time will be necessary, significantly delaying system activation. 6.2.5. Provide System Access Selectron Technologies requires access to the Customer’s network and database/ system. Changing or deleting access accounts could disrupt service for the interactive 67 August 7, 2024 Page 11 of 11 solution and/or Selectron Technologies’ ability to provide timely support. Please notify Selectron Technologies immediately if the accounts for the Application Database, the payment gateway, or the network are modified. The Customer is responsible for providing Selectron with appropriate application database and payment gateway network access as defined in the System Integration section. 6.2.6. Confirm Service Functionality The Customer has 30 calendar days after service initiation to verify the functionality of the interactive solutions. Within the 30-day system acceptance period, the Customer should test system functionality using the provided Quality Assurance Test Plan. Additionally, the System Acceptance Sign-off form must be sent to Selectron Technologies’ Project Manager within this period. 6.2.7. Contact Customer Support Anytime the Customer requests a significant change to their Selectron interactive solution, an authorized contact from the agency must provide acknowledgment to Selectron’s Customer Support Department. A significant change is a modification that will A) change system behavior, B) allow users to change the system, or C) allow access to protected data. 68 EXHIBIT D SELECTRON TECHNOLOGIES, INC. END USER LICENSE AGREEMENT This End User License Agreement (this “EULA”) is part of a Master Services and Hosting Agreement (the “Master Agreement”) between Selectron Technologies, Inc., an Oregon corporation (“Selectron”, “we”, “our”, or “us”) and the person or entity identified in the Master Agreement as the Licensee purchasing Services from us (“Licensee”). This EULA governs use by Licensee and all natural persons to whom Licensee provides access to the Licensed Software (each, an “Authorized User”). In this EULA, unless the context clearly indicates otherwise, all references to “you,” or “your” means both the Licensee and the Authorized User. All capitalized terms used but not defined in this EULA have the meanings given to them in the Master Agreement. SELECTRON PROVIDES THE LICENSED SOFTWARE SOLELY ON THE TERMS AND CONDITIONS SET FORTH IN THIS EULA AND ON THE CONDITION THAT YOU ACCEPT AND COMPLY WITH THEM. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, SELECTRON WILL NOT AND DOES NOT LICENSE THE LICENSED SOFTWARE TO YOU, AND YOU MUST NOT USE OR ACCESS THE SOFTWARE. 1. License Grant. Subject to your strict compliance with this EULA, Selectron hereby grants you a non - exclusive, non-transferable, non-sublicensable, limited license to use the Licensed Software solely in accordance with the Documentation, the Master Agreement, and this EU LA, for Licensee's internal business purposes. The foregoing license will terminate immediately on the earlier to occur of: (a) the expiration or earlier termination of the Master Agreement between Selectron and Licensee; or (b) your ceasing to be authorized by Licensee to use the Licensed Software for any or no reason. 2. Scope of License. Subject to and conditioned upon Licensee's timely payment of the fees set forth in the Master Agreement and your strict compliance with all terms and conditions set forth in thi s EULA and the Master Agreement, you have a limited right and license to: (a) Use and access the Licensed Software in accordance with this EULA and the Documentation, solely for Licensee's internal business purposes. (b) Download, display, and use the Documentation, solely in support of Licensee’s use and access of the Licensed Software in accordance herewith. (c) Download, display, copy, use, and create derivative works of reports and structured data generated using the Licensed Software, solely for Licensee’s internal business purposes. 3. Copies. All copies of the Licensed Software and Documentation made by you: (a) Will be the exclusive property of Selectron; (b) Will be subject to the terms and conditions of the Master Agreement and this EULA; and 69 (c) Must include all trademark, copyright, patent and other intellectual property rights notices contained in the original. 4. Use Restrictions. You shall not, directly or indirectly: (a) Use the Licensed Software beyond the scope of the license granted in the Master Agreement and Section 2 of this EULA; (b) Copy all or any portion of the Licensed Software, except as expressly permitted in Section 2 of this EULA; (c) Decompile, disassemble, decode, or otherwise reverse engineer the Licensed Software, or any portion thereof, or determine or attempt to determine any source code, algorithms, methods, or techniques used or embodied in the Licensed Software or any portion thereof; (d) Modify, translate, adapt or otherwise create derivative works or improvements, whether or not patentable, of the Licensed Software or any part thereof; (e) Provide any other person, including any subcontractor, independent contractor, affiliate, service provider, or other employee of Licensee, with access to or use of the Licensed Software, except as expressly permitted by the Master Agreement or this EULA; (f) Distribute, disclose, market, rent, lease, lend, sell, timeshare, sublicense, assign, distribute, pledge, publish, transfer or otherwise make available the Licensed Software or any features or functionality of the Licensed Software, to any third party for any reason, whether or not over a network and whether or not on a hosted basis, including in connection with the internet, web hosting, wide area network (WAN), virtual private network (VPN), virtualization, time-sharing, service bureau, software as a service, cloud or other technology or service, except as expressly permitted by the Master Agreement or this EULA; (g) Use the Licensed Software for the commercial or other benefit of a third party; (h) Permit the Licensed Software to be used for or in connection with any facility management, service bureau, or time-sharing purposes, services, or arrangements, or otherwise used for processing data or other information on behalf of any third party; (i) Remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notices, legends, symbols, or labels appearing on or in th e Licensed Software, including any copy thereof; (j) Perform, or release the results of, benchmark tests or other comparisons of the Licensed Software with other software or materials; (k) Incorporate the Licensed Software or any portion thereof into any other mat erials, products, or services, except as expressly permitted by the Master Agreement or this EULA; (l) Use the Licensed Software for any purpose other than in accordance with the terms and conditions of this EULA and the Master Agreement. (m) Use the Licensed Software in, or in association with, the design, construction, maintenance or operation of any hazardous environments or systems, including (i) power generation systems; (ii) aircraft navigation or communication systems, air traffic contro l systems or any other transport management systems; (iii) safety-critical applications, including medical or life-support systems, vehicle operation applications or 70 any police, fire or other safety response systems; (iv) military or aerospace applications, weapons systems or environments; (n)Use the Licensee Data or the Licensed Software in any way that is fraudulent, misleading, or in violation of any applicable laws or regulations (including federal, state, local, and international laws and regulations), including but not limited to export or import control laws, information privacy laws, and laws governing the transmission of commercial electronic messages; or (o)Use the Licensed Software for purposes of competitive analysis of the Licensed Software, the development of a competing software product or service or any other purpose that is to Selectron's commercial disadvantage. 5.Collection and Use of Information. Selectron may, directly or indirectly through the services of others, including by automated means and by means of providing maintenance and support services, collect and store information regarding your use of the Licensed Software, its performance, the equipment through which the Licensed Software accessed and used, such as dates and times of use by each Authorized User, activities conducted using the Licensed Software, the type of web browser used to access the Licensed Software, the operating system/platform you are using, your IP address, and your CPU speed. You agree that the Selectron may use such information for any purpose related to the Licensed Software, including but not limited to improving the performance of the Licensed Software, developing Updates, and verifying compliance with the terms of this Agreement and enforcing Selectron's rights, including all intellectual property rights in and to the Licensed Software. 6.Intellectual Property Rights. You acknowledge that the Licensed Software is provided under license, and not sold, to you. You do not acquire any ownership interest in the Licensed Software under this EULA or the Master Agreement, or any other rights to the Licensed Software other than to use the Licensed Software in accordance with the license granted under this EULA and the Master Agreement, subject to all terms, conditions and restrictions contained therein and herein. Selectron reserves and shall retain its entire right, title and interest in and to the Licensed Software and all intellectual property rights arising out of or relating to the Licensed Software, subject to the licenses expressly granted in the Master Agreement and this EULA. You shall use commercially reasonable efforts to safeguard all Licensed Software (including all copies thereof) from infringement, misappropriation, theft, misuse or unauthorized access. 7.Login Credentials. You, the Authorized User, shall not share or disclose your log-in credentials with or to any other individual or entity, even if such other individual is also an Authorized User. If you discover or suspect that log-in credentials of any Authorized User have been accessed or used by anyone other than the individual to whom such log-in credentials were originally granted, you will promptly notify Selectron, and Selectron shall promptly reset or provide Licensee with a means of resetting the password associated with such log-in credentials. 8.Export Regulation. The Licensed Software may be subject to US export control laws, including the US Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export or release the Licensed Software to, or make the Licensed Software accessible from, any jurisdiction or country to which export, re-export or release is prohibited by law, rule or regulation. You shall comply with all applicable federal laws, regulations and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing or otherwise making the Licensed Software available outside the US. 9.Governing Law. This EULA shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction) that would cause the application of laws of any jurisdiction other than those of the State of California. 71 1 STAFF REPORT AGENDA NO: 9d MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: August 18, 2025 From: Syed Murtuza, Director of Public Works – (650) 558-7230 Michael Heathcote, Deputy Director of Public Works Operations – (650) 558-7673 Subject: Adoption of a Resolution Approving a Professional Services Agreement with Telstar Instruments, Inc. for Supervisory Control and Data Acquisition (SCADA) System Services in the Amount of $600,000 for a Period of Three Years, and Authorizing the City Manager to Execute the Agreement RECOMMENDATION Staff recommends that the City Council adopt the attached resolution to approve a three-year professional services agreement with Telstar Instruments, Inc. (Telstar) for the maintenance and specialized technical support of the City’s Supervisory Control and Data Acquisition (SCADA) System. The total amount of the agreement is $600,000. Additionally, staff requests the City Council to authorize the City Manager to execute this agreement. BACKGROUND Commissioned in 2003, the Public Works Department’s SCADA System has been reliably operating 24/7 for over 22 years. This system enables operations staff to remotely monitor and control the City’s potable water system, wastewater collection system, and stormwater pump stations. Remote monitoring offers several benefits, including real-time data access, quicker response times to issues, and enhanced operational efficiency. Additionally, the SCADA system logs data for future reference, ensuring efficient and effective management of these critical infrastructure components. Given that the SCADA System operates continuously, 24/7/365, maintaining its efficiency is critical. This requires specialized skills in programmable logic controls (PLCs), associated interfaces, hardware and software diagnostics, and upgrades. Like all computerized technology, the SCADA System needs consistent maintenance, upgrades, and repairs. The City’s Maintenance Electrician, Water Service Technician, and Instrumentation Maintenance Technician are well-versed in the SCADA System and its components. They provide the first level of expertise, investigating issues as they arise. Additionally, they oversee the SCADA’s human- machine interface (HMI), contribute to SCADA upgrades, and perform regular maintenance at the pump stations. 72 Resolution Awarding Professional Services Agreement August 18, 2025 with Telstar Instruments, Inc. for SCADA System Services 2 When issues occur, City staff conduct internal investigations and leverage their knowledge to support the consultant’s specialized SCADA work. This includes extensive programming, system integration, and industrial instrumentation, both onsite and remotely. This collaborative approach ensures the SCADA System remains reliable and efficient, safeguarding the City’s critical infrastructure. DISCUSSION For extensive and specialized SCADA work, the City has been utilizing Telstar Instruments, Inc. (Telstar), a firm with a proven track record of providing successful SCADA services to the City and other municipalities in the region. The current agreement terms have been exhausted, and staff seeks to establish a new three-year agreement with Telstar for continued specialized technical support and maintenance, as outlined in the attached scope of work. Staff has negotiated the attached three-year service agreement with Telstar for an amount not to exceed $600,000 and requests the approval of the City Council. FISCAL IMPACT The total cost of the three-year agreement is $600,000, with an estimated cost of $200,000 for services in the first year. Adequate funds are available in the Public Works Department’s current operating budget to cover the first fiscal year of the proposed agreement. Funding for subsequent years will be requested as part of the future fiscal years’ budget processes. Exhibits: Resolution Professional Services Agreement 73 RESOLUTION NO. _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH TELSTAR INSTRUMENTS, INC. FOR SUPERVISORY CONTROL AND DATA AQUISTION SYSTEM SERVICES, IN AN AMOUNT NOT TO EXCEED $600,000, FOR A PERIOD OF THREE YEARS, AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT WHEREAS, the Public Works Department’s Supervisory Control and Data Acquisition (SCADA) System provides operations staff with the ability to remotely monitor and control the City’s potable water system, wastewater collections system, and stormwater pump stations operations; and WHEREAS, the SCADA System was commissioned in 2003 and has been in service for over 22 years, continually operating 24 hours per day, seven days a week; and WHEREAS, for extensive and specialized SCADA work, the City has been utilizing Telstar Instruments, Inc., which has a long track of record of providing successful SCADA services to the City and other municipalities; and WHEREAS, the current agreement terms have been exhausted, and staff wishes to establish a new three-year agreement for continued specialized technical support and maintenance; and WHEREAS, staff has negotiated the attached three-year service agreement with Telstar Instruments, Inc. for a three-year term in an amount not to exceed $600,000 and requests the approval of the City Council. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Burlingame, California, which finds and orders as follows: 1. The public interest and convenience require execution of the agreement cited in the title above and attached hereto. 2. The City Manager is authorized to sign the agreement. 3. The City Clerk is instructed to attest such signature. _____________________________ Peter Stevenson, Mayor 74 I, Meaghan Hassel Shearer, City Clerk of the City of Burlingame, certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 18th day of August 2025 and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: _____________________________ Meaghan Hassel-Shearer, City Clerk 75 Page 1 of 9 AGREEMENT FOR PROFESSIONAL SERVICES WITH TELSTAR INSTRUMENTS, INC. FOR SUPERVISORY CONTROL AND DATA ACQUISITION (SCADA) SYSTEM SERVICES THIS AGREEMENT is entered into this ___________ day of ____________, 2025, by and between the City of Burlingame, State of California, herein called the "City", and TELSTAR INSTRUMENTS, INC. engaged in providing SUPERVISORY CONTROL AND DATA ACQUISITION (SCADA) PROGRAMMING AND SUPPORT services herein called the "Consultant". RECITALS A.The City is considering conducting activities for consultant services for electrical instrumentation, control engineering, SCADA programming and support. B.The City desires to engage a professional consultant to provide SCADA System services because of Consultant’s experience and qualifications to perform the desired work, described in Exhibit A. C.The Consultant represents and affirms that it is qualified and willing to perform the desired work pursuant to this Agreement. AGREEMENTS NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 1.Scope of Services. The Consultant shall provide professional SCADA System services including, but not limited to, hardware and software upgrades, server maintenance, communication troubleshooting, and ongoing system analysis in order to recommend, design and implement upgrades and improvements related to the City’s SCADA system, and as detailed in “Scope of Services” of the attached Exhibit A of this agreement. These services will be provided on a time and materials basis, and will conform to the rates listed in Exhibit A of this agreement. 2.Time of Performance. The services of the Consultant are to commence upon execution of this Agreement with completion of all work by June 30, 2028. 3.Compliance with Laws. The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. 76 Page 2 of 9 Consultant represents and warrants to City that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Consultant to practice its profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession. Consultant shall maintain a City of Burlingame business license. 4. Sole Responsibility. Consultant shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement. 5. Information/Report Handling. All documents furnished to Consultant by the City and all reports and supportive data prepared by the Consultant under this Agreement are the City's property and shall be delivered to the City upon the completion of Consultant's services or at the City's written request. All reports, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential until released by the City to the public, and the Consultant shall not make any of these documents or information available to any individual or organization not employed by the Consultant or the City without the written consent of the City before such release. The City acknowledges that the reports to be prepared by the Consultant pursuant to this Agreement are for the purpose of evaluating a defined project, and City's use of the information contained in the reports prepared by the Consultant in connection with other projects shall be solely at City's risk, unless Consultant expressly consents to such use in writing. City further agrees that it will not appropriate any methodology or technique of Consultant which is and has been confirmed in writing by Consultant to be a trade secret of Consultant. 6. Compensation. Compensation for Consultant's professional services shall not exceed $600,000.00; and payment shall be based upon City approval of each task. Billing shall include current period and cumulative expenditures to date and shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents or other pertinent materials shall be submitted for City review, even if only in partial or draft form. 7. Availability of Records. Consultant shall maintain the records supporting this billing for not less than three (3) years following completion of the work under this Agreement. Consultant shall make these records available to authorized 77 Page 3 of 9 personnel of the City at the Consultant's offices during business hours upon written request of the City. 8. Project Manager. The Project Managers for the Consultant for the work under this Agreement shall be Mr. Paul Berson, Senior Engineer. 9. Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Consultant. No portion of these services shall be assigned or subcontracted without the written consent of the City. 10. Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to: To City: Michael Heathcote Deputy Director of Public Works Operations City of Burlingame 1361 N. Carolan Avenue Burlingame, CA 94010 (650) 558-7670 mheathcote@burlingame.org To Consultant: Tammy Misenhimer Contract Administrator Telstar Instruments 1717 Solano Way, Unit 34 Concord, CA 94520 (925) 671-2888 or personally delivered to Consultant to such address or such other address as Consultant designates in writing to City. 11. Independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the City. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to City employee(s). With prior written consent, the Consultant may perform some obligations under this Agreement by 78 Page 4 of 9 subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Consultant agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Consultant shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Consultant or is based on allegations of Consultant's negligent performance or wrongdoing. 12. Conflict of Interest. Consultant understands that its professional responsibilities is solely to the City. The Consultant has and shall not obtain any holding or interest within the City of Burlingame. Consultant has no business holdings or agreements with any individual member of the Staff or management of the City or its representatives nor shall it enter into any such holdings or agreements. In addition, Consultant warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the City in the subject of this Agreement, and it shall immediately disassociate itself from such an interest should it discover it has done so and shall, at the City’s sole discretion, divest itself of such interest. Consultant shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, Consultant discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant shall promptly notify City of this employment relationship, and shall, at the City’s sole discretion, sever any such employment relationship. 13. Equal Employment Opportunity. Consultant warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither Consultant nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act. 14. Insurance. A. Minimum Scope of Insurance: 79 Page 5 of 9 i. Consultant agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: One million dollars ($1,000,000) combined single limit per occurrence and two million dollars ($2,000,000) aggregate for bodily injury, personal injury and property damage in a form at least as broad as ISO Occurrence Form CG 0001. ii. Consultant agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage. iii. Consultant agrees to have and maintain, for the duration of the contract, professional liability insurance in amounts not less than two million dollars ($2,000,000) each claim/aggregate sufficient to insure Consultant for professional errors or omissions in the performance of the particular scope of work under this agreement. iv. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. B. General and Automobile Liability Policies: i. The City, its officers, officials, employees and volunteers are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of Consultant, premises owned or used by the Consultant. The endorsement providing this additional insured coverage shall be equal to or broader than ISO Form CG 20 10 11 85 and must cover joint negligence, completed operations, and the acts of subcontractors. This requirement does not apply to the professional liability insurance required for professional errors and omissions. 80 Page 6 of 9 ii. The Consultant's insurance coverage shall be endorsed to be primary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insurances maintained by the City, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. iii. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its officers, officials, employees or volunteers. iv. The Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. C. Workers' Compensation and Employers Liability Coverage: i. In addition to these policies, Consultant shall have and maintain Workers' Compensation insurance as required by California law. Further, Consultant shall ensure that all subcontractors employed by Consultant provide the required Workers' Compensation insurance for their respective employees. ii. The insurer shall agree to waive all rights of subrogation against the City of Burlingame, its officers, officials, employees, or volunteers for losses arising from work performed by the Company for the City of Burlingame. D. All Coverages: Each insurance policy required in this item shall be endorsed to state that coverage shall not be canceled except after thirty (30) days' prior written notice by mail, has been given to the City (10 days for non-payment of premium). Current certification of such insurance shall be kept on file at all times during the term of this agreement with the City Clerk. E. Acceptability of Insurers: Insurance is to be placed with insurers with a Best's rating of no less than A-:VII and authorized to do business in the State of California. F. Verification of Coverage: Upon execution of this Agreement, Contractor shall furnish the City with certificates of insurance and with original endorsements effecting coverage required by this clause. The certificates 81 Page 7 of 9 and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements are to be on forms approved by the City. All certificates and endorsements are to be received and approved by the City before any work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 15. Indemnification. To the fullest extent permitted by law, Consultant shall save, keep and hold harmless indemnify and defend the City, its officers, employees, authorized agents and volunteers from all damages, liabilities, penalties, costs, or expenses in law or equity, including but not limited to attorneys’ fees, that may at any time arise, result from, relate to, or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, the negligence, recklessness, or willful misconduct of Consultant, or any of the Consultant’s officers, employees, or agents or any subconsultant. This provision shall not apply if the damage or injury is caused by the sole negligence, active negligence, or willful misconduct of the City, its officers, agents, employees, or volunteers. 16. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement. 17. Governing Law. This Agreement, regardless of where executed, shall be governed by and construed under the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of San Mateo. 18. Termination of Agreement. The City and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than fifteen (15) days written notice of termination. In the event of termination, the Consultant shall deliver to the City all plans, files, documents, reports, performed to date by the Consultant. In the event of such termination, City shall pay Consultant an amount that bears the same ratio to the maximum contract price as the work delivered to the City bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination. 82 Page 8 of 9 19. Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the City and the Consultant. 20. Entire Agreement. This Agreement constitutes the complete and exclusive statement of the Agreement between the City and Consultant. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party. 83 Page 9 of 9 IN WITNESS WHEREOF, the City and Consultant have executed this Agreement as of the date indicated on page one (1). City of Burlingame “Consultant” By Lisa K. Goldman Telstar Instruments, Inc. City Manager Print Name: Title: Approved as to form: City Attorney – Michael Guina ATTEST: City Clerk - Meaghan Hassel-Shearer 84 Contractor License #422364 Contractor DIR #1000000899 CONTROL SYSTEM INTEGRATION • INSTRUMENTATION SERVICES SCADA/AUTOMATION • PLC/HMI • ELECTRICAL • CALIBRATION • MAINTENANCE 4017 Vista Park Court, Sacramento, CA 95834 Phone 916-646-1999, Fax 916-646-1096 202 South Douty Street, Hanford, CA 93230 Phone 559-584-7116, Fax 559-584-8028 Page 1 of 6 August 8, 2025 City of Burlingame 1361 N. Carolan Ave. Burlingame, CA 94010 Sent via Email: mheathcote@burlingame.org Attn: Mike Heathcote Subject: City of Burlingame – 2025-2026 Scope of Work and Rates Dear Mike, Telstar Instruments (“Telstar”) is pleased to provide Time and Materials Rates for the referenced project to the above identified purchaser (“Customer”). By accepting this proposal from Telstar you agree to treat this as confidential information. Professional Services Agreement – SCADA, PLC, OIT, and Instrumentation Maintenance Services 1. AGREEMENT OVERVIEW Telstar Instruments is pleased to enter into this Professional Services Agreement with the City of Burlingame to provide PLC, OIT, SCADA, and instrumentation maintenance services for the City’s water and wastewater facilities. Services will be provided on a time and materials basis. This Professional Services Agreement will be a three-year agreement, with all work to be completed no later than June 30, 2028. Total compensation under this agreement shall not exceed $600,000. Hourly rates for various categories of technicians, programmers, and engineers are provided in the agreement’s rate schedule. TIME AND MATERIALS RATES Chemical Feed/OSG Services ....................................................................................................... $182.00/hr Journeyman Instrumentation Technician .................................................................................... $194.00/hr California Certified Electrician (Prevailing Wage subject to change on determination date) ...... $251.00/hr PLC/HMI/SCADA Programmer ...................................................................................................... $252.00/hr Sr. Engineer (registered CA Professional Engineer) ...................................................................... $272.00/hr Mileage/Vehicle/Tools/Test Equipment ..................................................................................... $260.00/day Fuel Surcharge (After average gas price exceed $4.00-$6.00/gallon) .................................... 40%, 50%, 60% Material Mark-up ...................................................................................................................... Cost plus 20% Per Diem if required ..................................................................................................................... Cost plus 12 EXHIBIT A 85 Contractor License #422364 Contractor DIR #1000000899 Page 2 of 6 PLC Programming Software/Hardware/License Usage .............................................................. $23.75/hour CLARIFICATIONS, EXCEPTIONS, AND EXCLUSIONS a.Material price is valid for seven (7) days from date referenced on this quote (Refer to Industry Material Pricing and Delivery clause under Terms and Conditions) b.This quotation is based on the inclusion of Telstar’s standard Terms and Conditions as part of any purchase order, contract or other agreement. c.Time and materials rates are valid through June 30, 2026. d.Technician billable time starts from point of origin and continues to time of return to Telstar office or point of origin. Travel time is billed as straight time. e.Overtime rate is applied for hours worked in excess of 8 up to and including 12 hours Monday– Friday during normal business hours of 7 am to 5 pm. Overtime is applied for hours worked up to and including 12 hours on Saturday and up to and including 8 hours on Sunday. Double-time rate is applied for hours worked in excess of 12 hours Monday-Saturday and for hours worked in excess of 8 hours on Sunday. Overtime rate will be billed at 1.5 times base rate and double-time will be billed at 2 times base rate. f.On-site service calls carry a 4-hour minimum per person; time over 4 hours is charged as 8 hours. The minimum charge for remote support is 2 hours. g.Telstar is available 24 hours per day, 7 days a week to provide remote and on-site service. On- site emergency calls carry a 4-hour minimum. h.A flat rate emergency fee is charged for all unscheduled work. i.A fee of 2% will be applied to all invoices paid by credit card. 2. ANTICIPATED SCOPE OF SERVICES 2.1 Instrument Maintenance •Calibration and troubleshooting for hydraulic and analytical instrumentation. •Support for instrumentation used in water and wastewater treatment processes. 2.2 SCADA Hardware and Software Upgrade •Upgrade current SCADA applications to the latest Wonderware software version. •Coordinate with the City’s IT Department for hardware procurement and installation. •Provide server upgrade startup, operator training, and technical support. 2.3 SCADA Maintenance •Maintain backup SCADA computers. •Apply Microsoft operating system updates and Wonderware software patches. •Evaluate system performance and address deficiencies. 86 Contractor License #422364 Contractor DIR #1000000899 Page 3 of 6 •Implement corrective actions for operationally identified maintenance issues. 2.4 PLC and HMI Maintenance •Maintain backup programs for PLC controllers and local OITs. •Provide replacement of hardware as needed. •Perform programming modifications and control system adjustments as required. 2.5 On-Call Emergency Services •Provide 24/7 emergency instrumentation and SCADA support. •Respond to urgent troubleshooting requests for control systems serving water and wastewater sites. 2.6 Project Integration •Provide SCADA integration services for new and existing stormwater, water, and wastewater facilities. •Incorporate facilities into the City’s existing SCADA, communication, and PLC/HMI systems. 3. SITES COVERED UNDER THIS AGREEMENT The following list represents the minimum facilities currently known to be covered under this agreement. Telstar Instruments will also provide support and maintenance for additional sites as required, even if they are not listed here. This list is provided for reference only: •SCADA Servers •RTU 01 – Easton •RTU 02 – Trousdale •RTU 03 – Hillside •RTU 04 – Donnelly •RTU 05 – Mills •RTU 06 – Alcazar •RTU 07 – SkyView •RTU 08 – Adrian Pump Station •RTU 09 – Marysten •RTU 10 – 1740 Rollins Storm Pump Station •RTU 11 – Cowan •RTU 12 – Mitten •RTU 13 – Gilbreth •RTU 14 – 1740 Rollins SLS •RTU 15 – Hyatt •RTU 16 – Airport •RTU 17 – 399 Rollins 87 Contractor License #422364 Contractor DIR #1000000899 Page 4 of 6 •RTU 18 – 1000 Rollins •RTU 19 – Sewage Plant •RTU 20 – Library •RTU 21 – Burlingame Point •RTU 24 – Cal and Grove SPS •RTU 25 – Marco Polo •RTU 26 – Magnolia and Trousdale •RTU 27 – Easton and El Camino •RTU 28 – Balboa •RTU 29 – Pepper/Chapin •RTU 30 – Fairfield and El Camino •RTU 31 – Fey and Canyon •RTU 32 – Adeline and Hillside •RTU 33 – Washington Park TERMS AND CONDITIONS Base Terms: The attached Quotation is valid for 30 days from the date of Telstar Instruments’ (“Telstar”) quotation. Acceptance of Telstar’s Quotation constitutes a binding Agreement incorporating these Terms and Conditions (”Agreement”). Payment is due and payable 30 days from date of invoice. If payment is not received by the 30th day, a .05% daily service charge (18-3/4% per annum) will be charged on all accounts past due. In the event of a dispute concerning payment, attorney's fees, court costs and costs of col lection will be paid to the prevailing party. The cost for permits and bonding are excluded unless expressly referenced in Telstar’s quotation. Our standard insurance applies unless agreed to in writing by Telstar. Telstar’s standard one year parts only w arranty applies to this quotation. All other warranties, express or implied, or referenced elsewhere in contract documents are excluded, including but not limited to implied warranties of merchantability or fitness for purpose. Unless expressly stated in Telstar’s estimate, this quote is based on standard straight time hours and does not include any prevailing wage rates. The price quoted herein is for the labor and materials specifically listed within the body of this quote. Overtime and premium labor hours are not included in the quotation, and will result in an additional charge. Service calls are charged at a 4-hour minimum per person, excluding travel time, which is charged separately. Unless expressly stated in the Quotation, training, operation and maintenance manuals, and preparation of as built drawings are excluded from Telstar’s scope of work. The term “Equipment” and “Services” as used in these Terms and Conditions refers to the materials and labor provided by Telstar under this Agreement. Limitation of Liability: (a) In no event shall Telstar, its suppliers or subcontractors be liable for special, indirect, incidental or consequential damages, whether in contract, warranty, tort, negligence, strict liability or otherwise, including, but not limited to, loss of profits or revenue, loss of use of Equipment or any associated equipment, cost of capital, cost of substitute equipment, facilities or Services, downtime costs, delays, or claims of customers of Customer, their officers, directors, members employees or any third parties for any damages. Telstar’s liability for any claim, whether in contract, warranty, tort, negligence, strict liability, or otherwise for any loss or damage arising out of, connected with, or resulting from this Agreement or the performance or breach thereof, or from the design, manufacture, sale, delivery, resale, repair, replacement, installation, technical direction of installation, inspection, operation or use of any Equipment covered by or furnished under this Agreemen t, or from any services rendered in connection therewith, shall in no case exceed twenty-five percent (25%) of the purchase price allocable to the Equipment or Services that are the subject of the claim. (b) All causes of action against Telstar arising out of or relating to this Agreement, or the performance or breach hereof shall are deemed barred unless brought within one year from the date of discovery or other accrual. (c) In no event, regardless of cause, shall Telstar be liable for liquidated damages, offsets or penalties of any kind or to indemnify, defend or hold harmless Customer, its officers, directors, members, employees or any third party, arising from or related to the Equipment and/or Services provided by Telstar. Force Majeure: Telstar shall neither be liable for loss, damage, detention or delay nor be deemed to be in default for failure to perform when prevented from doing so by causes beyond its reasonable control including but not 88 Contractor License #422364 Contractor DIR #1000000899 Page 5 of 6 limited to acts of war (declared or undeclared), Acts of God, fire, strike, labor difficulties, pan demics, acts or omissions of any governmental authority or of Customer, compliance with government regulations, insurrection or riot, embargo, delays or shortages in transportation or inability to obtain necessary labor, materials, or manufacturing facilities from usual sources or from defects or delays in the performance of its suppliers or subcontractors due to any of the foregoing. In the event of delay due to any such cause, the date of delivery will be extended by period equal to the delay plus a reasonable time to resume production, and the price will be adjusted to compensate Telstar for such delay. Cancellation: In the event of cancellation by Customer, Customer agrees to fully reimburse and compensate Telstar for all costs associated with this Agreement, including but not limited to engineering, labor, materials, quote and estimating time, and product return fees, plus a ten percent (10%) markup to compensate for disruption in scheduling, planned production, indirect costs and profit. Payment for cancellation shall be due within ten (10) days from the date of submission of charges by Telstar. Entire Agreement: This Agreement constitutes the entire agreement between Telstar and Customer. There are no agreements, understandings, restrictions, warranties, or representations between Telstar and Customer other than those set forth herein or herein provided. This Agreement may only be amended, changed or revised by a written amendment signed by an authorized representative of Telstar. No oral or implied agreements shall be of any force or affect. Precedence: In the event Telstar is issued an authorization for work, Purchase Order, Contract or similar Agreement with conflicting Terms and Conditions than those set forth herein, these Terms and Conditions will take precedence and will supersede any and all other conflicting Terms and Conditions. Submittals: In the event Telstar receives a Notice to Proceed or a written statement to proceed with submittals, Telstar will be entitled to compensation based on percent of completion of submittal cost to Customer. Telstar will prepare only one set of submittals, and any resubmittals shall be subject to an additional charge for engineering time and other costs in preparing re-submittals. Prevailing Wages: Customer must promptly inform Telstar when a project will be registered on the Department of Industrial Relations. Customer must inform Telstar if Certified Payroll Reports are required to be submitted to Customer. If Customer requests Certified Payroll Reports beyond four weeks in arrears, Customer may be charged an administrative processing fee of $50.00 per week generated for said reports. Authorized Signers: Only the following officers of Telstar have the legal authority to enter into binding agreements on behalf of Telstar: John D. Gardiner (President), Kyle A. Johnsen (Vice President), Robert S. Marston (Secretary), Benjamin R. Herston (Treasurer). If a document is signed by an unauthorized person, the document will be void and unenforceable. Industry Material Pricing and Delivery: Telstar is unable to hold prices on materials for more than 7 days from the dates of the Quotation. Prices for plastic, copper, steel, and other commodities fluctuate daily. Our vendors and manufacturers can experience delays due to labor shortages, short age of containers, port congestion, and raw material shortages that have extended lead times significantly. Material price fluctuations due to tariffs are not included in the quotation and may not be known until time of material shipment. Additional material costs associated with tariffs will be paid by the customer. Telstar reserves the right to change the delivery date and pricing of materials set forth in this Quotation. Telstar considers any of the above related changes imposed by our vendors and manufacturers as outside its reasonable control and subject to Force Majeure provisions. Insurance: Telstar’s standard insurance limits will apply. Open Shop: Telstar is an Open Shop contractor and will not be signatory to any unions. Governing Law: This Agreement shall be construed and interpreted in accordance with the laws of the State of California. Waiver: The failure of Telstar to insist upon the performance of any term or condition of this Agreement shall not be construed as a waiver of the future performance of any such term or condition or the future exercise of such right. Severability: If any term of this Agreement is determined to be invalid or unenforceable under any applicable statute, regulation, ordinance, or other law, such term shall be deemed reformed or deleted, but only to the extent necessary to comply with such law, and the remaining portions of this Purchase Order shall remain in full force and effect. 89 Contractor License #422364 Contractor DIR #1000000899 Page 6 of 6 Dispute Resolution: In the event of any dispute arising from or relating to this Agreement, the parties agree to engage in informal efforts toward resolution by meeting in person. If such efforts are unsuccessful, the parties agree to submit the dispute to mediation with a neutral mediator for resolution, with the parties sharing the costs of such mediation equally. If the parties are unsuccessful in resolving their dispute, then the dispute shall be subject to litigation. If the dispute involves a public entity Owner, then the parties shall comply with the requirements of Public Contract Code section 9204 We look forward to working with you on this project. If you have any questions, please contact me at the phone number below. Sincerely, Suresh Patil Programming Manager Telstar Instruments (916) 646-1999 contracts@telstarinc.com 90 1 STAFF REPORT AGENDA NO: 9e MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: August 18, 2025 From: Syed Murtuza, Director of Public Works – (650) 558-7230 Victor Voong, Associate Engineer – (650) 558-7230 Marvin Samaile, Engineering Technician – (650) 558-7230 Subject: Adoption of a Resolution Awarding a $977,200 Construction Contract to Villalobos & Associates, Inc. for the 2025 Sidewalk Repair Program, City Project No. 87010, and Authorizing the City Manager to Execute the Construction Contract RECOMMENDATION Staff recommends that the City Council adopt the attached resolution awarding a construction contract to Villalobos & Associates, Inc. for the 2025 Sidewalk Repair Program, City Project No. 87010, in the amount of $977,200 and authorizing the City Manager to execute the Construction Contract. BACKGROUND The 2025 Sidewalk Repair Program will focus on improvements within two key areas: 1. The area bounded by Hillside Drive, Easton Drive, Broadway, Carmelita Avenue, and Sanchez Avenue; and 2. The area bounded by Balboa Avenue, Cortez Avenue, Cabrillo Avenue, Drake Avenue, Bernal Avenue, Vancouver Avenue, Sherman Avenue, and Roosevelt Court. The scope of work includes the replacement of approximately 25,000 square feet of sidewalk, 2,200 square feet of driveway, and 2,000 linear feet of curb and gutter improvements. Additionally, the project includes tree removals, coordination with the Parks and Recreation Department, and the construction of new ADA-compliant curb ramps to enhance accessibility and safety. DISCUSSION The project was advertised for bids on June 26, 2025, and the bids were opened on July 1, 2025. The City received 11 bids ranging from $977,200 to $1,665,388. Villalobos & Associates, Inc. submitted the lowest responsible bid of $977,200, which is 4.2% below the engineer’s estimate of $1,020,000. Villalobos & Associates, Inc. has met all project requirements and has a proven track record of successfully completing similar projects for other agencies. 91 Resolution Awarding Construction Contract for August 18, 2025 2025 Sidewalk Repair Program, City Project No. 87010 2 The proposed improvements will significantly improve pedestrian safety and accessibility, reduce trip hazards, and enhance the overall aesthetic appeal of the area. Additionally, the construction of new ADA-compliant curb ramps will ensure better accessibility for all residents, including those with disabilities. Given these benefits, staff recommends that the City Council award the contract to Villalobos & Associates, Inc. for the submitted amount of $977,200. FISCAL IMPACT Estimated Project Expenditures: The following are the estimated project construction expenditures: Construction $ 977,200 Construction Contingency $ 146,580 Engineering Administration $ 48,860 Total $1,172,640 Funding Availability: There are adequate funds available in the Capital Improvement Program to complete the project. Exhibits: Resolution Bid Summary Construction Contract Project Location Map 92 RESOLUTION NO. _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME AWARDING A $977,200 CONSTRUCTION CONTRACT TO VILLALOBOS & ASSOCIATES, INC. FOR THE 2025 SIDEWALK REPAIR PROGRAM AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE CONSTRUCTION CONTRACT CITY PROJECT NO. 87010 WHEREAS, on June 26, 2025, the City issued notice inviting bid proposals for the 2025 Sidewalk Repair Program, City Project No. 87010; and WHEREAS, on July 1, 2025 all proposals were received and opened before the City Clerk and representatives of the Public Works Department; and WHEREAS, Villalobos & Associates, Inc. submitted the lowest responsible bid for the job in the amount of $977,200; and WHEREAS, there are adequate funds available in the Capital Improvement Program to complete the project. NOW, THEREFORE, be it RESOLVED, and it is hereby ORDERED, that the Plans and Specifications, including all addenda, are approved and adopted; and BE IT FURTHER RESOLVED that the bid of Villalobos & Associates, Inc., for said project in the amount of $977,200, and the same hereby is accepted; and BE IT FURTHER RESOLVED THERETO that a Construction Contract, in the form attached hereto, be entered into between the successful bidder hereinabove referred to and the City of Burlingame for the performance of said work, and that the City Manager be, and hereby is, authorized for and on behalf of the City of Burlingame to execute said Construction Contract and to approve the faithful performance bond and the labor materials bond required to be furnished by the contractor. ________________________ Peter Stevenson, Mayor I, Meaghan Hassel-Shearer, City Clerk of the City of Burlingame, do hereby certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 18th day of August, 2025, and was adopted thereafter by the following vote: 93 AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: _________________________ Meaghan Hassel-Shearer, City Clerk 94 City of Burlingame Bid Results for Project 2025 Sidewalk Repair Program, City Project No. 87010 Issued on 06/26/2025 Bid Due on July 17, 2025 2:00 PM (PDT) Exported on 07/17/2025 Bid Schedule: The successful lowest responsible bidder will be determined on the basis of the lowest total bid amount. Bidder Bid Amount Villalobos & Associates $977,200.00 JJR Construction, Inc.$1,019,536.00 Golden Bay Construction, Inc.$1,088,599.00 Bay Area Lightworks, Inc.$1,152,850.00 Zara Construction, Inc.$1,271,700.00 R&S Construction Management, Inc.$1,348,050.00 VSI Technologies $1,380,260.00 Buildcorp Inc.$1,395,880.00 CALICO CALIFORNIA CONSTRUCTORES INC.$1,465,250.00 L C General Engineering & Construction Inc.$1,500,500.00 FBD Vanguard Construction, Inc.$1,665,388.00 95 AGREEMENT - 1 AGREEMENT FOR PUBLIC IMPROVEMENT 2025 SIDEWALK REPAIR PROGRAM CITY PROJECT NO. 87010 THIS AGREEMENT, made in duplicate and entered into in the City of Burlingame, County of San Mateo, State of California on , 2025 by and between the CITY OF BURLINGAME, a Municipal Corporation, hereinafter called "City", and Villalobos & Associates, Inc., a California Corporation, hereinafter called "Contractor." WITNESSETH: WHEREAS, City has taken appropriate proceedings to authorize construction of the public work and improvements herein provided for and to authorize execution of this Contract; and WHEREAS, pursuant to State law and City requirements, a notice was duly published for bids for the contract for the improvement hereinafter described; and WHEREAS, on August 18, 2025, after notice duly given, the City of Burlingame awarded the contract for the construction of the improvements hereinafter described to Contractor, which the City found to be the lowest responsive, responsible bidder for these improvements; and WHEREAS, City and Contractor desire to enter into this Agreement for the construction of said improvements. NOW, THEREFORE, IT IS AGREED by the parties hereto as follows: 1. Scope of work. Contractor shall perform the work described in those Contract Documents entitled: 2025 SIDEWALK REPAIR PROGRAM CITY PROJECT NO. 87010 2. The Contract Documents. The complete contract between City and Contractor consists of the following documents: this Agreement; Notice Inviting Sealed Bids, attached hereto as Exhibit A; the accepted Bid Proposal, attached hereto as Exhibit B; the specifications, provisions, addenda, complete plans, profiles, and detailed drawings contained in the bid documents titled “2025 Sidewalk Repair Program, City Project No. 87010” attached as Exhibit C; the 96 AGREEMENT - 2 State of California Standard Specifications 2010, as promulgated by the California Department of Transportation; prevailing wage rates of the State of California applicable to this project by State law; and all bonds; which are collectively hereinafter referred to as the Contract Documents. All rights and obligations of City and Contractor are fully set forth and described in the Contract Documents, which are hereby incorporated as if fully set forth herein. All of the above described documents are intended to cooperate so that any work called for in one, and not mentioned in the other, or vice versa, is to be executed the same as if mentioned in all said documents. 3. Contract Price. The City shall pay, and the Contractor shall accept, in full, payment of the work above agreed to be done, the sum of nine-hundred seventy seven thousand, and two hundred dollars ($977,200), called the “Contract Price”. This price is determined by the lump sum and unit prices contained in Contractor's Bid. In the event authorized work is performed or materials furnished in addition to those set forth in Contractor's Bid and the Specifications, such work and materials will be paid for at the unit prices therein contained. Said amount shall be paid in progress payments as provided in the Contract Documents. 4. Termination At any time and with or without cause, the City may suspend the work or any portion of the work for a period of not more than 90 consecutive calendar days by notice in writing to Contractor that will fix the date on which work will be resumed. Contractor will be granted an adjustment to the Contract Price or an extension of the Time for Completion, or both, directly attributable to any such suspension if Contractor makes a claim therefor was provided in the Contract Documents. The occurrence of any one or more of the following events will justify termination of the contract by the City for cause: (1) Contractor’s persistent failure to perform the work in accordance with the Contract Documents; (2) Contractor’s disregard of Laws or Regulations of any public body having jurisdiction; (3) Contractor’s disregard of the authority of the Engineer; or (4) Contractor’s violation in any substantial way of any provision of the Contract Documents. In the case of any one or more of these events, the City, after giving Contractor and Contractor’s sureties seven calendar days written notice of the intent to terminate Contractor’s services, may initiate termination procedures under the provisions of the Performance Bond. Such termination will not affect any rights or remedies of City against Contractor then existing or that accrue thereafter. Any retention or payment of moneys due Contractor will not release Contractor from liability. At the 97 AGREEMENT - 3 City’s sole discretion, Contractor’s services may not be terminated if Contractor begins, within seven calendar days of receipt of such notice of intent to terminate, to correct its failure to perform and proceeds diligently to cure such failure within no more than 30 calendar days of such notice. Upon seven calendar days written notice to Contractor, City may, without cause and without prejudice to any other right or remedy of City, terminate the Contract for City’s convenience. In such case, Contractor will be paid for (1) work satisfactorily completed prior the effective date of such termination, (2) furnishing of labor, equipment, and materials in accordance with the Contract Documents in connection with uncompleted work, (3) reasonable expenses directly attributable to termination, and (4) fair and reasonable compensation for associated overhead and profit. No payment will be made on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting from such termination. 5. Provisions Cumulative. The provisions of this Agreement are cumulative and in addition to and not in limitation of any other rights or remedies available to the City. 6. Notices. All notices shall be in writing and delivered in person or transmitted by certified mail, postage prepaid. Notices required to be given to the City shall be addressed as follows: Mahesh Yedluri City of Burlingame 501 Primrose Road Burlingame, California 94010 (650) 558-7230 Notices required to be given to Contractor shall be addressed as follows: Tranquilino Villalobos, President Villalobos & Associates, Inc. 7810 Monterey Street, Suite B Gilroy, CA 95020 (408) 426-1274 7. Interpretation As used herein, any gender includes the other gender and the singular includes 98 AGREEMENT - 4 the plural and vice versa. 8. Waiver or Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the City and the Contractor. One or more waivers of any term, condition, or other provision of this Agreement by either party shall not be construed as a waiver of a subsequent breach of the same or any other provision. 9. Controlling Law. This Agreement is to be governed by and interpreted in accordance with the laws of the State of California. 10. Successors and Assignees. This Agreement is to be binding on the heirs, successors, and assigns of the parties hereto but may not be assigned by either party without first obtaining the written consent of the other party. 11. Severability. If any term or provision of this Agreement is deemed invalid, void, or unenforceable by any court of lawful jurisdiction, the remaining terms and provisions of the Agreement shall not be affected thereby and shall remain in full force and effect. 12. Insurance. 12.1 Time for Compliance. Contractor shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this Section. 12.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and 99 AGREEMENT - 5 maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another. (B) Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 combined single limit for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease. Defense costs shall be paid in addition to the limits. (C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Contractor or the City may withhold amounts sufficient to pay premium from Contractor payments. In the alternative, the City may suspend or terminate this Agreement. 100 AGREEMENT - 6 (D) Additional Insured. The City of Burlingame, its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Contractor’s and its subcontractors’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents. 12.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall include or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of Burlingame, its officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to the Services or ongoing and complete operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor’s scheduled underlying coverage. Any excess insurance shall contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City’s own primary insurance or self-insurance shall be called upon to protect it as a named insured. Any insurance or self-insurance maintained by the City, its officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(A). (B) Automobile Liability. The automobile liability policy shall include or be endorsed (amended) to state that: (1) the City, its officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which the Contractor is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor’s scheduled underlying coverage. Any insurance or 101 AGREEMENT - 7 self-insurance maintained by the City, its officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(B). (C) Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Contractor. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officials, officers, employees, agents, and volunteers. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds. 12.4 Separation of Insureds; No Special Limitations; Waiver of Subrogation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its officials, officers, employees, agents, and volunteers. All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subcontractors. 12.5 Deductibles and Self-Insurance Retentions. Any deductibles or self- insured retentions must be declared to and approved by the City. Contractor shall 102 AGREEMENT - 8 guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officials, officers, employees, agents, and volunteers; or (2) the Contractor shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 12.6 Subcontractor Insurance Requirements. Contractor shall not allow any subcontractors to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Contractor, the City may approve different scopes or minimum limits of insurance for particular subcontractors. The Contractor and the City shall be named as additional insureds on all subcontractors’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad. 12.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A-:VIII, licensed to do business in California, and satisfactory to the City. 12.8 Verification of Coverage. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 12.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Services under this Agreement. 13. Indemnification. Contractor shall indemnify, defend, and hold the City, its directors, officers, employees, agents, and volunteers harmless from and against any and all liability, claims, suits, actions, damages, and causes of action arising out of, pertaining or relating to the actual or alleged negligence, recklessness or willful misconduct of Contractor, its 103 AGREEMENT - 9 employees, subcontractors, or agents, or on account of the performance or character of the services, except for any such claim arising out of the sole negligence or willful misconduct of the City, its officers, employees, agents, or volunteers. It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in section 2778 of the California Civil Code. Notwithstanding the foregoing, for any design professional services, the duty to defend and indemnify City shall be limited to that allowed by state law. Acceptance of insurance certificates and endorsements required under this Agreement does not relieve Contractor from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages. 104 AGREEMENT - 10 IN WITNESS WHEREOF, two identical counterparts of this Agreement, consisting of five pages, including this page, each of which counterparts shall for all purposes be deemed an original of this Agreement, have been duly executed by the parties hereinabove named on the day and year first hereinabove written. CITY OF BURLINGAME, a Municipal Corporation By Lisa K. Goldman, City Manger Approved as to form: Michael Guina, City Attorney ATTEST: Meaghan Hassel-Shearer, City Clerk CONTRACTOR By Tranquilino Villalobos, President Villalobos & Associates, Inc. 105 PROJECT LOCATION MAP 2025 Sidewalk Repair Program, City Project No. 87010 106 1 STAFF REPORT AGENDA NO: 9f MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: Monday, August 18, 2025 From: Syed Murtuza, Director of Public Works – (650) 558-7230 Michael Heathcote, Deputy Director of Public Works Operations – (650) 558-7670 Subject: Adoption of a Resolution Approving the Procurement of Six Vehicles and Two Pieces of Equipment for the City’s Fleet System as Part of the FY 2025-2026 Vehicle Replacement Program in the Amount of $717,427.71 RECOMMENDATION Staff recommends that the City Council adopt the attached resolution approving the procurement of six vehicles and two pieces of equipment for the City’s fleet inventory for a total price of $717,427.71. BACKGROUND The Fleet Division of the Public Works Department is entrusted with the maintenance of the City’s vehicles and equipment through the strategic management of the Vehicle Replacement Program. Through sustainable practices and effective oversight, the division ensures that the City’s fleet remains in optimal operating condition. The Fleet Division has identified six vehicles and two pieces of equipment that are due for replacement. As part of the City’s Climate Action Plan to lower greenhouse gases, staff applied to participate in the Public EV Fleet Program offered by Peninsula Clean Energy. The City of Burlingame was selected to participate in their program, which included a comprehensive analysis of available electric vehicles (EV) for replacing the fleet’s traditional gas-powered vehicles in line with California’s Advanced Clean Fleet rule. As part of this purchase, three of the six vehicles being replaced are EVs. Under the California Air Resources Board’s (CARB) Advanced Clean Fleet Rule, local government fleets were required to begin their transition toward Zero-Emission Vehicles (ZEVs) in 2024. Starting in 2024, 50% of new (replacement) purchases of vehicles with a Gross Vehicle Weight Rating greater than 8,500 pounds must be ZEV. In 2027 this goes up to 100%. During FY 2025- 2026, all vehicle purchases will meet the current regulations. 107 Resolution Approving the Procurement of Vehicles/Equipment for the City’s Fleet System August 18, 2025 2 DISCUSSION Staff solicited bids from the following four local Ford dealers for the six vehicles due for replacement: Serramonte Ford, Towne Ford, James Ford Inc., and Putnam Ford. The two pieces of equipment to be replaced will be procured through the Sourcewell Public Cooperative competitive procurement hub for government agencies. The City of Burlingame is a member of the Sourcewell JPA and has previously utilized Sourcewell’s cooperatively purchased contracts. Below is a summary of the needs and purposes of the vehicles/equipment being purchased, including cost and bid details: Two 2026 Ford F-350 Super Duty’s with a Dump Bed Conversion: These vehicles (7469 and 7467) are utilized by the Parks Division for parks and tree maintenance. The existing vehicles are over 12 years old and have served their useful life. Total cost: $148,910.02 ($74,455.01 each) Low bid provided by: Serramonte Ford One 2025 Ford F-150 Lightning EV: This vehicle (32) is utilized by the Streets and Sewer Division for field and site inspections, supervising, attending meetings, etc. The F-150 Lightning EV will be replacing an existing internal combustion engine vehicle that is 12 years old and is due for replacement. Total cost: $56,434.46 Low bid provided by: Towne Ford One 2025 Ford F-150 Lightning EV: This vehicle (20) is utilized by the Facilities Division for the maintenance and repair of City buildings. The F-150 Lightning EV will be replacing an existing internal combustion engine vehicle that is over 14 years old. Total cost: $56,434.46 Low bid provided by: Towne Ford One 2025 Ford F-150 Lightning EV: This vehicle (7489) is utilized by the Streets and Sewer Division for downtown maintenance. The F-150 Lightning EV will be replacing an existing internal combustion engine vehicle that is over 11 years old. Total cost: $56,434.46 Low bid provided by: Towne Ford One 2025 Ford Ranger: This vehicle is utilized by the Recreation Division for field monitoring and transporting equipment and supplies. This vehicle will replace the existing Ford Transit Connect that is over 14 years old. Total cost: $36,610.98 Low bid provided by: Serramonte Ford 108 Resolution Approving the Procurement of Vehicles/Equipment for the City’s Fleet System August 18, 2025 3 One 2025 John Deere 344 P-Tier Compact Wheel Loader: This piece of equipment is utilized by the Streets and Sewer Division for repair and maintenance. This equipment is replacing a John Deere 344 G Wheel Loader with a Tier 1 Diesel Engine that is over 27 years old. Total cost: $194,212.67 344 P-Tier Compact Wheel Loader to be provided by: John Deere via Sourcewell Contract One 2025 Case 580 Super N Backhoe: This piece of equipment is utilized by the Streets and Sewer Division for repair and maintenance. This equipment is replacing a Case 580 Super L Backhoe with a Tier 1 Diesel Engine that is over 25 years old. Total cost: $168,390.66 Case 580 Super N Backhoe to be provided by: Sonsray Machinery via Sourcewell Contract Staff requests that the City Council approve the above-requested procurement for the total purchase amount of $717,427.71. FISCAL IMPACT The City Council has previously approved funding for the replacement of the identified vehicles and equipment as part of the FY 2025-26 Budget for the Equipment Maintenance Replacement Fund. Therefore, there are adequate funds available in the Public Works Department Fleet Division’s budget to cover these costs. Exhibits: Resolution Bid Summary Bid Proposals 109 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME APPROVING THE PROCUREMENT OF SIX VEHICLES AND TWO PIECES OF EQUIPMENT FOR THE CITY’S FLEET SYSTEM AS PART OF THE FY 2025-2026 VEHICLE REPLACEMENT PROGRAM IN THE AMOUNT OF $717,427.71 WHEREAS, the Fleet Division of the Public Works Department is entrusted with the maintenance of the City’s vehicles and equipment through the strategic management of the Vehicle Replacement Program; and WHEREAS, staff has identified six vehicles and two pieces of equipment that are due for replacement; and WHEREAS, the City’s competitive bidding requirements for the purchase of vehicles and equipment have been satisfied by requesting bids from four local Ford dealers for the six vehicles due for replacement and utilizing a Sourcewell Contract for the replacement of two pieces of equipment; and WHEREAS, staff has obtained the lowest responsible bids for the following vehicle replacements: Two 2026 Ford F-350 Super Duty’s with a Dump Bed Conversion from Serramonte Ford in the amount of $148,910.02 ($74,455.01 each); and Three 2025 Ford F-150 Lightning EV’s from Towne Ford in the amount of $169,303.38 (56,434.46 each); and One 2025 Ford Ranger from Serramonte Ford in the amount of $36,610.98; and WHEREAS, for the equipment purchases of the 2025 John Deere 344 P-Tier Compact Wheel Loader in the amount of $194,212.67 and the 2025 Case 580 Super N Backhoe in the amount of $168,390.66, staff will be utilizing the Sourcewell Contract to meet the City’s purchasing policy requirements. NOW, THEREFORE, BE IT RESOLVED, and ORDERED, the bid proposals from Serramonte Ford and Town Ford, and the equipment purchase via the Sourcewell Contract, is hereby approved; and BE IT FURTHER RESOLVED that the request for said purchases in the total amount of $717,427.71 is accepted, and the City Manager or her designee is authorized to execute the procurement. ______________________ Peter Stevenson, Mayor 110 I, Meaghan Hassel-Shearer, City Clerk of the City of Burlingame, do hereby certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 18th day of August, 2025, and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: ______________________ Meaghan Hassel-Shearer, City Clerk 111 The City of Burlingame CITY HALL — (650) 696-7230 PUBLIC WORKS — 501 PRIMROSE ROAD BURLINGAME, CALIFORNIA 94010-3997 WWW.BURLINGAME.ORG CORPORATION YARD — (650) 558-7670 1361 NORTH CAROLAN AVENUE BURLINGAME, CALIFORNIA 94010-2401 Bid Summary James Ford Inc. 7/31/2025 via email – 100 Seymour Street, PO Box 426, Half Moon Bay, CA 94019 Daniel Hamren, 650-726-4496 Serramonte Ford 7/31/2025 via email – 999 Serramonte Boulevard, Colma, CA 94014 Vaseem Mohammed, 650-301-7100 Towne Ford 7/25/2025 via email – 643 Bair Island Road, Suite 300, Redwood City, CA 94063 Jorge Ibarra-Bravo, 650-619-4081 Putnam Ford – No bid 885 North San Mateo Drive, San Mateo, CA 94401 Castulo Herrera- 650-931-3121 7/24/2025 via email requesting bid 7/30/2025 via email, received unable to bid response Sonsray Machinery (Sourcewell) 1450 Doolittle Drive, San Leandro, CA 94577 Ricardo Contreras, 510-562-0653 Belkorp Ag,LLC (Sourcewell) 2715 Lafayette Street, Santa Clara, CA 95050 Jim Sherman, 408-727-5660 112 Two 2026 Ford F-350 Super Duty with Dump bed conversion (7467 and 7469) Company Name Bid Amount Towne Ford $ 151,508.14 ($75,754.07 each) James Ford Inc. $ 154,899.92 ($77,449.96 each) Serramonte Ford $ 148,910.02 ($74,455.01 each) Putnam Ford No Bid Recommended Award: Serramonte Ford Amount: $ 148,910.02 ($74,455.01 each) Three 2025 Ford F-150 Lightning EV (20, 32 and 7489 ) Company Name Bid Amount Towne Ford $ 169,303.38 ($56,434.46 each) James Ford Inc. $ 182,409.06 ($60,803.02 each) Serramonte Ford $ 173,792.55 ($57,930.85 each) Putnam Ford No Bid Recommended Award: Towne Ford Amount: $ 169,303.38 ($56,434.46 each) One 2025 Ford Ranger (1) Company Name Bid Amount Towne Ford $ 37,307.09 James Ford Inc. $ 38,523.43 Serramonte Ford $ 36,610.98 Putnam Ford No Bid Recommended Award: Serramonte Ford Amount: $ 36,610.98 One 2025 Case 580 Super N (Acquired through Sourcewell Contract #011723-CNH) Company Name Bid Amount Sonsray Machinery $ 168,390.66 One 2025 John Deere 344 P-Tier Compact Loader (Acquired through Sourcewell Contract #011723) Company Name Bid Amount Belkorp AG, LLC $ 194,212.67 113 Vehicle and Equipment Proposals 114 115 Extended Service Plan (Warranty):$ 2,705.00* Total:$ 59,139.46 *120 months or 100,000 miles PremiumCare$0 deductible Optional ($455 included) Note: Subtract $455 for a $100 deductibleDoes not include the following:1.-Key Services Option (Add $120)2.-First day Rental Option (Add $50)3.-Enhance Rental Option (Add $130)4.-Pickup & delivery Option (Add $415) 116 117 118 119 120 Quote Id: 33200811 Date: 21 July 2025 Offer Expires: 29 August 2025 Confidential ALL PURCHASE ORDERS MUST BE MADE OUT TO (VENDOR): ALL PURCHASE ORDERS MUST BE SENT TO DELIVERING DEALER: Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 US Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 408-727-5660 pyoung@belkorpag.com Prepared For: CITY OF BURLINGAME Proposal For: Delivering Dealer: Sherman Jr James Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 408-727-5660 pyoung@belkorpag.com Quote Prepared By: Sherman Jr James jsherman@belkorpag.com 121 ALL PURCHASE ORDERS MUST BE MADE OUT TO (VENDOR): ALL PURCHASE ORDERS MUST BE SENT TO DELIVERING DEALER: Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 US Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 408-727-5660 pyoung@belkorpag.com Salesperson: X_____________ Accepted By: X______________ Confidential Equipment Summary Selling Price Qty Extended JOHN DEERE 344 P-Tier Compact Wheel Loader - 1LU344PAVZB079616 $ 177,160.93 X 1 =$ 177,160.93 Contract:C&F Sourcewell #011723 (PG CV CG 73) CCE Price Effective Date: Equipment Total $ 177,160.93 Trade In Total $ 0.00 * Includes Fees and Non-contract items Quote Summary Equipment Total $ 177,160.93 Trade In SubTotal $ 177,160.93 Sales Tax - (9.625%)$ 17,051.74 Est. Service Agreement Tax $ 0.00 Total $ 194,212.67 Down Payment (0.00) Rental Applied (0.00) Balance Due $ 194,212.67 Quote Summary Prepared For:Delivering Dealer: CITY OF BURLINGAME 1361 N CAROLAN AVE BURLINGAME, CA 94010 Business: 650-696-7245 Belkorp Ag, LLC Sherman Jr James 2715 Lafayette Street Santa Clara, CA 95050 Phone: 408-727-5660 jsherman@belkorpag.com Quote Id:33200811 Created On:21 July 2025 Last Modified On:24 July 2025 Expiration Date:29 August 2025 122 Selling Equipment Quote Id: 33200811 Customer Name: CITY OF BURLINGAME ALL PURCHASE ORDERS MUST BE MADE OUT TO (VENDOR): ALL PURCHASE ORDERS MUST BE SENT TO DELIVERING DEALER: Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 US Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 408-727-5660 pyoung@belkorpag.com Confidential JOHN DEERE 344 P-Tier Compact Wheel Loader - 1LU344PAVZB079616 Hours:0 Stock Number:55240 Contract:C&F Sourcewell #011723 (PG CV CG 73) CCE Selling Price * $ 177,160.93 * Price per item - includes Fees and Non-contract items Code Description Qty List Price Discount%Discount Amount Contract Price Extended Contract Price 01J0T JOHN DEERE 344 P FOUR WHL DRIVE LOADER 01J0T 1 $ 204,257.00 26.00 $ 53,106.82 $ 151,150.18 $ 151,150.18 Standard Options - Per Unit 183B LESS JDLINK 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 0202 DESTINATION CODE US 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 0259 OPERATORS MANUAL ENGLISH 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 0452 HIGH LIFT Z-BAR LINKAGE 1 $ 3,518.00 26.00 $ 914.68 $ 2,603.32 $ 2,603.32 0506 AG/WASTE HANDLER LOADER 1 $ 7,846.00 26.00 $ 2,039.96 $ 5,806.04 $ 5,806.04 0950 LESS VISION SYSTEM 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 1100 LESS OBSTACLE INTELLIGENCE 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 3003 HYDRO W/2 SPD TRANS-HI SPD 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 4007 FT4 ENGINE 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 5312 17.25R25 MICHELIN XHA2 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 6052 HALOGEN WORK LIGHTS 1 $ 0.00 26.00 $ 0.00 $ 0.00 $ 0.00 7404 HYDRAULIC COUPLER ISO STYLE 1 $ 7,356.00 26.00 $ 1,912.56 $ 5,443.44 $ 5,443.44 7802 BUCKET ISO 2.0 M3 (2.6 YD3) 1 $ 8,276.00 26.00 $ 2,151.76 $ 6,124.24 $ 6,124.24 Standard Options Total $ 26,996.00 $ 7,018.96 $ 19,977.04 $ 19,977.04 Value Added Services Total $ 0.00 $ 0.00 $ 0.00 Other Charges Freight 1 $ 4,883.71 $ 4,883.71 $ 4,883.71 123 Selling Equipment Quote Id: 33200811 Customer Name: CITY OF BURLINGAME ALL PURCHASE ORDERS MUST BE MADE OUT TO (VENDOR): ALL PURCHASE ORDERS MUST BE SENT TO DELIVERING DEALER: Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 US Belkorp Ag, LLC 2715 Lafayette Street Santa Clara, CA 95050 408-727-5660 pyoung@belkorpag.com Confidential Customer Setup 1 $ 1,150.00 $ 1,150.00 $ 1,150.00 Suggested Price $ 177,160.93 Total Selling Price $ 237,286.71 $ 60,125.78 $ 177,160.93 $ 177,160.93 124 NOTICE TO PURCHASER 1.Caution. Do not sign this contract before you thoroughly read both pages 1 and 2 of it or if it contains blank spaces, even if otherwise advised. 2.You are entitled to an exact and completely filled in copy of this Sales Order when you sign it. Keep it to protect your legal rights. 3.Store Manager signature required for final acceptance of Sales Order. THIS AGREEMENT IS SUBJECT TO THE ADDITIONAL TERMS AND CONDITIONS ON THE REVERSE SIDE. CUSTOMER HAS HAD THE OPPORTUNITY TO READ THE TERMS OF THIS AGREEMENT PRIOR TO SIGNING. Purchaser’s Signature ____________________________Sales Consultant ____________________________Date _________ Print Name ____________________________________Date _________Accepted By _______________Date _________ Page 1 of 3 1450 Doolittle Dr. ∙ San Leandro ∙ CA ∙ 94577 TEL: (510) 562-0653 www.SonsrayMachinery.com Ship To: City Of Burlingame 1361 North Carolan Avenue Burlingame CA 94010-2401 Invoice To: City Of Burlingame 1361 North Carolan Avenue Burlingame CA 94010-2401 Attention: ANTHONY MARTIN San Leandro July 30, 2025 rcontreras-0118 BP0006440 650-558-7223 Purchase Order: Sales Person: Ricardo Contreras EQUIPMENT QUOTE/SALES ORDER 2025 CASE 580SN Serial #: Factory Order Stock #: 702084589 - Quotation $133,742.16 Sourcewell Contract #011723-CNH - Customer Account #1625 List Price $185.753.00 - Less Sourcewell Discount 28% = Sale Price $133,742.16 New Case 580 Super N Engine: FPTF5BFL413B Horse Power: 97hp Transmission: 4WD Power Shuttle Front Wheels:12x16.5, LUG Tread Tires (2) Back Wheels: Rear Tires 19.5LX24, 10 PR STD BHOE PERFORMANCE PKG: EHOE & Hyd Pkg- 1 or 2 way AUX Front Ballast: Heavy Front CWT, Extndhoe Backhoe Controls: Standard 4-stick controls w/foot swing Backhoe Coupler: Coupler, Hyd. pin and release Stabilizer Pads: Combination flip-over pads Ldr Performance Pkg: Ride Ctrl, Cmft Str & 3SPL Pkg Loader Bucket: 82" 4-1 combination bucket, 1.03 cu. yd. Rollover Protective Structure: 2 Door Cab w/ Heat and A/C Operator Seat: Premium heated seat w/air ride Ride Control: Auto Ride Control Lights: LED Light Package Base Extended Limited Warranty Coverage 1 Year/Unlimited Hour Full Coverage Base Limited Warranty 2 Year/2,000 Hour Extended Limited Engine Warranty Extended Warranty: PPP-Premier 48/3000 SiteWatch Telematics: 5 Year Customer Subscription 125 Page 2 of 3 *** MACHINE QUOTED IS SUBJECT TO AVAILABILITY *** ***Quote Expires 8/31/2025 *** QUOTED PRICE IS NOT GUARANTEED, AND SUBJECT TO MANUFACTURER'S PRICE INCREASES, INCLUDING ANY ADDITIONAL SURCHARGES *** SONSRAY SIGNATURE SERVICE – A commitment to providing excellent service and care when you purchase a new piece of equipment from Sonsray Machinery. FORK HOOKS + INSTALL + 60" BAR-STYLE FORK SET $5,000.00 FACTORY/DELIVERY FREIGHT & FACTORY LOAD FEES $4,800.00 3% TARIFF FEE $4,250.00 PPP - Premier 48/4000 $3,910.00 Final PDI $2,250.00 Quoted Price $153,952.16 Sales Tax 9.63%$14,032.50 Processing Fee $ 399.00 CA Tire Tax $ 7.00 Cash Due or Finance Amount $168,390.66 126 Page 3 of 3 1. This is a cash transaction. If the Purchaser so requests prior to acceptance, the Cash Due on Delivery may be financed as a time sale transaction, subject to credit approval. If this transaction becomes a time sale, Purchaser agrees (1) to make payments pursuant to the Sonsray Machinery Accounts Receivable System Agreement, which is incorporated into this Purchase Order by reference, and (2) that Seller retains a security interest in the goods described herein until all obligations of Purchaser are paid in full and discharged. 2. When trade-in equipment is not to be delivered to the Seller until delivery of the equipment purchased by this order, the trade-in equipment may be reappraised at that time and such reappraisal value shall determine the allowance made for such trade-in equipment. When the reappraised value is less than the original trade-in allowance shown on this form, the purchaser may terminate this order; however, this right of termination must be exercised prior to delivery of the equipment by Seller and surrender of the trade-in equipment to Seller. 3. The prices which Purchaser will pay for the new equipment set forth on the reverse side hereof shall be based upon the Case dealer price in effect on date of delivery of the new equipment. In the event Case dealer's price is changed prior to delivery, the purchase price shall be adjusted accordingly. If such price change results in an increase, purchaser has the option of canceling the order in writing immediately on being notified thereof. 4. The Seller shall be excused if delivery is delayed or rendered impossible by differences with workmen, strikes, work stoppages, car shortages, delays in transportation, inability to obtain labor or materials and also by any cause beyond the reasonable control of Seller, including but not restricted to acts of God, floods, fire, storms, acts of civil and military authorities, war and insurrections. 5. Purchaser shall keep the property free of all liens, taxes, encumbrances and seizure or levy, shall not use same illegally, shall not damage, abuse, misuse, abandon or lose said property, shall not part with possession thereof, whether voluntarily or involuntarily or transfer any interest therein or remove same out of the county or filing district in which Purchaser resides as indicated herein without the prior written consent of Seller, shall keep said property insured in such amounts and with such insurer as may be acceptable to Seller with any loss payable to Seller as his interest in the property may appear. 6. Time is of the essence of this contract and if purchaser fails to comply with any of the terms and conditions hereof or defaults in the payment of any installment hereunder or under any renewal or renewals hereof, or in the payment of interest or defaults in the payment of any installment due under any other indebtedness of contract held by the Seller or Assignee, or if proceedings are instituted against Purchaser under any bankruptcy or insolvency law or Purchaser makes an assignment for the benefit of creditors or if for any reason the Seller deems himself insecure and so declares all payments heretofore made by Purchaser shall be retained by the seller and all indebtedness hereunder shall become immediately due and payable, with or without notice, together with all expenses of collection by suit or otherwise, including reasonable attorney fees and Seller may, without notice or demand, take possession of the equipment set forth on the reverse hereof, or any additions to, replacements of, or any proceeds from said equipment or may render the property unusable or Seller may require Purchaser to assemble the property and make it available at a place designated by Seller. Seller may resell the retaken property at public or private Sale in accordance with the Uniform Commercial Code or applicable state or provincial law. After deducting reasonable expenses for retaking, repairing, holding, preparing for sale, other selling expenses including attorney fees and legal expenses, the remaining proceeds of Sale shall be credited upon the amount of indebtedness remaining unpaid hereunder, and Purchaser agrees to pay any deficiency upon demand by Seller, any surplus, however, shall be paid to Purchaser. Said retaking or repossession shall not be deemed rescission of the contract. Seller may exercise any other rights and remedies provided by applicable law. 7. No waivers or modifications hereof shall be valid unless written upon or attached to this contract. Waiver or conditions of any breach or default hereunder shall not constitute a waiver of any other or subsequent breach or default. Payments received by Seller are to be applied first to delinquent interest and then to principal. 8. The remedies provided for herein are not exclusive and any action to enforce payment shall not waive or affect any of the holder's rights to have recourse to the property. The transfer of this contract shall operate to pass a security interest in the property as security for the payment hereof. 9. Any provision of this contract prohibited by the laws of any state, the United States, any province of Canada, shall be ineffective to the extent of such prohibition without invalidating the remaining portions of the contract. 10. Each maker, endorser, guarantor and surety hereon severally waives presentment, demand protest, and notice of non-payment and all defenses of want of diligence in collection and bringing suit. This contract shall be binding upon and shall insure to the benefit of the parties hereto and their respective heirs, personal representative, successors, and signs. 11. Buyer authorizes Seller to insert the Serial and/or model numbers of the goods set forth on the reverse side hereof for the purposes of identifying said goods. The seller may correct patent errors herein. 127 1 Patrick STAFF REPORT AGENDA NO: 9g MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: August 18, 2025 From: Sigalle Michael, Sustainability Program Manager – (650) 558-7274 Subject: Adoption of a Resolution Approving the City of Burlingame Supporting the E-Micromobility Project, Authorizing Submittal of an Application to the Cycle 3 San Mateo County Transportation Authority for Measure A Alternative Congestion Relief and Measure W Transportation Demand Management Program Funding, Authorizing the City Manager to Negotiate and Execute a Funding Agreement, and Authorizing Contribution of Matching Funds in the Amount of $40,000 RECOMMENDATION Staff recommends that the City Council adopt the resolution approving the City of Burlingame supporting the E-Micromobility Project, submitting an application to the Cycle 3 San Mateo County Transportation Authority for Measure A Alternative Congestion Relief (ACR) and Measure W Transportation Demand Management (TDM) Program Funding, authorizing contribution of matching funds in the amount of $40,000, and authorizing the City Manager to take any other actions necessary to effect the resolution. BACKGROUND In June 2025, the San Mateo County Transportation Authority (SMCTA) issued a Call for Projects for the 2025 Cycle 3 TDM Program, with an application submittal deadline of August 1, 2025. The ACR/TDM Program was created to consolidate the Measure A and Measure W Programs. The goal of the Program is to encourage the use of sustainable transportation options and enhance mobility across San Mateo County. The City of Burlingame was awarded Cycle 1 Program funding in 2023 for the Multijurisdictional Bike Sharing Program, implemented in partnership with the City of Millbrae, and operated by Spin. The City is now applying for Cycle 3 to continue supporting the Multijurisdictional Bike Sharing Program and to implement a pilot e-bike rebate program. The City’s grant proposal is for $400,000 (the maximum allowable is $500,000); a minimum 10% match of $40,000 is required. As part of the eligibility criteria, the City must also provide a governing body Resolution supporting the project with the grant application. 128 SMCTA Cycle 3 TDM Program Grant Application August 18, 2025 2 DISCUSSION Staff submitted the grant application prior to the due date, August 1, 2025. The grant proposal for the E-Micromobility Project includes two programs: Support for the Multijurisdictional Bike Sharing Program: Staff requested grant funding to continue subsidizing riders, install bicycle infrastructure, and operate a metric dashboard. Rides are currently subsidized to cost $1.00 during weekdays, while weekend rides are unsubsidized at a rate of $1.00 to unlock and $0.42 per minute to ride. The Spin bike sharing program has demonstrated clear success with over 38,000 rides and 57,000 miles traveled since the program's start in May 2023. The City currently spends approximately $10,000/month to subsidize about 2,400 rides/month. The most popular route on the dashboard heat map is between downtown Burlingame and Millbrae BART, indicating that the e-bikes are being used to and from transit to Burlingame/Millbrae locations. The bike sharing program is serving as a commute option, first and last mile solution, and reliable transportation alternative for local travel. Out of the total $440,000 grant (which includes the City’s $40,000 match), staff will allocate $275,000 to support the program for two more years. The City of Millbrae has also applied for the grant and, if awarded, will allocate $275,000 to fund their portion of the Multijurisdictional Bike Sharing Program. Staff will work to expand partnerships for the bike sharing program, such as with Meta, Bayside hotels, multifamily developments, Call Primrose, and neighboring cities. As the end of the grant term nears, staff plans to gradually withdraw from subsidizing riders and believes the program will have a strong foundation to become self-sustaining in Burlingame and Millbrae. Pilot E-Bike Rebate Program: Staff is proposing to allocate $165,000 of grant funds for a new pilot e-bike rebate program to encourage the use of e-bikes by residents and staff as a clean transportation alternation. - $1,000 rebate for the purchase of a cargo e-bike: This would be a new and innovative effort, as the City is not aware of any rebate programs specifically targeting cargo e-bikes in San Mateo County. Staff coordinated with PCE to create the rebate and PCE staff highly encouraged a rebate for cargo e-bikes for the highest potential of riders to mode shift from driving. Cargo e-bikes allow riders to haul heavier items that may have previously required a vehicle. In addition, income-qualified residents may stack the rebate with Peninsula Clean Energy's popular $1,000 e-bike rebate. - Incentives for staff e-bikes. Staff proposes offering rebates for staff to purchase e-bikes for commuting and to purchase e-bikes for the City fleet. This encourages staff to use e- bikes in place of vehicle trips for commuting and local trips and supports the City in leading by example. - All rebate recipients will be asked to complete a survey within six months of their purchase to assess their use of the e-bikes and potential VMT reductions. 129 SMCTA Cycle 3 TDM Program Grant Application August 18, 2025 3 Staff received grant support letters from Peninsula Clean Energy, City/County Association of Governments of San Mateo County, and the Citizen's Environmental Council of Burlingame. In sum, staff is requesting $400,000 in grant funds, with a local 10% City match in the amount of $40,000. As noted above, as part of the eligibility criteria, the City must also provide a governing body Resolution supporting the project with the grant application. The Resolution would authorize the following actions: 1. Staff is authorized to apply for TA ACR/TDM Program funds for $400,000 for the E- Micromobility Project; and 2. The City Manager is authorized to negotiate and execute a funding agreement with the San Mateo County Transportation Authority to encumber any TDM Program funds awarded; and 3. The City is authorized to contribute $40,000 of matching funds needed for implementation and shall work towards implementation of the Project, if awarded the requested TA funds; and 4. Any funds awarded by the TA will be used to supplement existing funds for the Project and will not replace existing funds or resources; and 5. The City shall commence work on the Project, if awarded, within one year of the TA Board of Directors allocating the 2025 Cycle 3 TDM Program funds; and 6. The City Manager is authorized to take any other actions necessary to give effect to this resolution. FISCAL IMPACT The City of Burlingame’s grant proposal request is for $400,000. The cost to the City will be the required 10% match funding in the amount of $40,000. Funding for the matching requirement will derive from the General Fund Unassigned Fund Balance. Exhibit: Resolution 130 1 RESOLUTION NO. _________ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME SUPPORTING THE E-MICROMOBILITY PROJECT, AND AUTHORIZING SUBMITTAL OF AN APPLICATION TO THE CYCLE 3 SAN MATEO COUNTY TRANSPORTATION AUTHORITY FOR MEASURE A ALTERNATIVE CONGESTION RELIEF AND MEASURE W TRANSPORTATION DEMAND MANAGEMENT PROGRAM FUNDING, AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A FUNDING AGREEMENT, AND AUTHORIZING CONTRIBUTION OF MATCHING FUNDS IN THE AMOUNT OF $40,000 WHEREAS, the City of Burlingame is developing an E-Micromobility Project (the “Project”) to increase the use of electric bicycles (“e-bikes”) as an environmentally friendly transportation alternative; and WHEREAS, e-bikes provide an alternative clean transportation option to connect residents, visitors, and employers with destinations across Burlingame including transit, last mile connections, commercial corridors, and employment destinations; and WHEREAS, the Project includes continued support of the City of Burlingame’s Multijurisdictional Bicycle Sharing Program (“Bicycle Sharing Program”), in partnership with the City of Millbrae; and WHEREAS, to date, the Bicycle Sharing Program has demonstrated clear success with over 38,000 rides and 57,000 miles traveled since the program's start in May 2023; and WHEREAS, the Project includes an innovative e-bike rebate program that offers financial incentives to promote a shift to more environmentally friendly travel modes among eligible users to reduce vehicle miles traveled and support regional climate action goals; and WHEREAS, through this Project, the City intends to offer rebates to residents and City staff for the purchase of e-bikes; and purchase e-bikes for the City fleet; and WHEREAS, the Project is in furtherance of Burlingame’s Climate Action Plan to reduce greenhouse gas emissions from vehicle trips and support Burlingame’s bicycle network; and WHEREAS, the City seeks $400,000 in funding, to implement the Project; and WHEREAS, the San Mateo County Transportation Authority (“TA”) issued a Call for Projects for the Measure A Alternative Congestion Relief & Measure W Transportation Demand Management (“ACR/TDM”) Program on June 5, 2025; and WHEREAS, a Primary Grant Agreement will be executed between the City and the TA; and 131 2 WHEREAS, the TA requires the Sponsor’s governing board to adopt a resolution: 1. Supporting the Project and application for $400,000 in TA TDM Program funds for the Project; 2. Committing the City to the completion of the Project, including the commitment of matching funds in the amount of $40,000 needed for implementation; 3. Certifying that any funds awarded by the San Mateo County Transportation Authority will be used to supplement existing funds for program activities, and will not replace existing funds or resources; 4. If funds are awarded, authorizing the City Manager, or designee, to sign a project supplement with the TA for TDM Program funding for the Project and to take any other actions necessary to give effect to the resolution; and 5. Committing to commence work on the Project, if awarded, within one year of the TA Board of Directors allocating 2025 Cycle 3 TDM Program funding. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BURLINGAME RESOLVES AS FOLLOWS: 1. Staff is authorized to apply for TA ACR/TDM Program funds for $400,000 for the E- Micromobility Project; and 2. The City Manager is authorized to negotiate and execute a funding agreement with the San Mateo County Transportation Authority to encumber any TDM Program funds awarded; and 3. The City is authorized to contribute $40,000 of matching funds needed for implementation and shall work towards implementation of the Project, if awarded the requested TA funds; and 4. Any funds awarded by the TA will be used to supplement existing funds for the Project, and will not replace existing funds or resources; and 5. The City shall commence work on the Project, if awarded, within one year of the TA Board of Directors allocating the 2025 Cycle 3 TDM Program funds; and 6. The City Manager is authorized to take any other actions necessary to give effect to this resolution. ________________________ Mayor I, Meaghan Hassel-Shearer, City Clerk of the City of Burlingame, do hereby certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 18th day of August, 2025 and was adopted thereafter by the following vote: 132 3 AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: _________________________ City Clerk 133 1 STAFF REPORT AGENDA NO: 9h MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: August 18, 2025 From: Syed Murtuza, Director of Public Works – (650) 558-7230 Kevin Okada, Assistant Director of Public Works – (650) 558-7230 Subject: Adoption of a Resolution Approving Agreements with Commute.org to Provide Commuter Shuttle Services for the Burlingame Bayside (BAY) Shuttle for a Maximum Amount of $152,917, and for the Millbrae-Burlingame Commuter (MBC) Shuttle for a Maximum Amount of $87,532, for Fiscal Year 2025-26 and 2026-27, and Authorizing the City Manager to Execute Both Agreements RECOMMENDATION Staff recommends that the City Council adopt the attached resolution approving Shuttle Bus Service Administration Agreements (Agreements) with Commute.org to provide commuter shuttle services for the Burlingame Bayside (BAY) Shuttle for a Maximum Amount of $152,917, and for the Millbrae-Burlingame Commuter (MBC) Shuttle for a Maximum Amount of $87,532, for fiscal year 2025-26 and 2026-27, and authorizing the City Manager to execute both Agreements BACKGROUND City staff has been working with Commute.org to provide commuter shuttle services in Burlingame. This initiative aims to reduce vehicle miles traveled (VMT) by promoting sustainable alternatives to solo driving, in line with the City’s traffic congestion management requirements. These efforts align with the City’s goals to alleviate traffic congestion, improve regional air quality, and enhance the overall quality of life on the Peninsula. Commute.org, a Joint Powers Agency representing 19 cities and towns in San Mateo County, envisions a region where all residents and employees have equitable, affordable, sustainable, and safe commuting options. The agency empowers individuals to make these their primary modes of transportation. Funding for Commute.org’s programs comes from the San Mateo County Transportation Authority (SMCTA), the City and County Association of Governments of San Mateo County, the Bay Area Air Quality Management District, and contributions from public and private partners. Burlingame’s shuttle programs are supported through an SMCTA grant and are jointly administered by the City and Commute.org. 134 Resolution Approving Agreements with Commute.org to provide Shuttle Service for Fiscal Year 25-26 and 26-27 August 18, 2025 2 Commute.org operates three shuttles in Burlingame, the Burlingame Bayside Shuttle, the Millbrae- Burlingame Commuter Shuttle, and the Burlingame Point/Meta Campus Shuttle. These services collectively ensure that residents and employees have reliable, sustainable, and convenient commuting options, further promoting a greener and healthier Peninsula. DISCUSSION Burlingame Bayside Shuttle (BAY): The Burlingame Bayside (BAY) Shuttle is a vital commuter service connecting the Millbrae Transit Center with key employment hubs along Rollins Road, Adrian Road, Broadway, Old Bayshore Highway, and Millbrae Avenue. Operating during peak commute hours from 6:30 a.m. to 7:00 p.m., this shuttle enhances access to transit and boosts regional mobility. By reducing the number of solo drivers, the BAY Shuttle significantly lowers VMT, which in turn helps to decrease traffic congestion and reduce greenhouse gas emissions. This contributes to improved regional air quality and supports the City’s commitment to environmental sustainability. The City’s local match for this essential service is $152,917, covering 25% of the total program costs for a two-year term, with the remaining funding generously provided by the SMCTA. Staff recommends the City Council's approval of the Shuttle Bus Service Administration Agreement with Commute.org for the BAY shuttle to continue supporting the community's transportation needs and environmental goals. Millbrae-Burlingame Commuter Shuttle (MBC): The Millbrae-Burlingame Commuter (MBC) Shuttle offers essential peak-hour service between the Millbrae BART/Caltrain Station, Broadway Caltrain Station, and key residential and employment areas. These include Mills-Peninsula Medical Center, Mercy High School, and the Easton Addition neighborhood in Burlingame along Adeline Drive. Operating from 6:00 a.m. to 7:00 p.m., the shuttle aligns perfectly with typical commuter travel periods. The City’s financial contribution to this vital program for a two year period will not exceed $87,532, covering approximately 12.5% of the total program cost. Staff recommends the City Council's approval of the Shuttle Bus Service Administration Agreement with Commute.org for the MBC shuttle to continue supporting the community's transportation needs and environmental goals. Notably, the City’s share of the shuttle cost is funded by Mills-Peninsula Medical Center and Mercy High School as part of their Transportation Demand Management (TDM) Program requirements as part of their City entitlement approvals. Burlingame Point Commuter Shuttle (BPT) The Burlingame Point Shuttle (BPT) is a crucial commuter route connecting the Millbrae BART/Caltrain Station with Meta Reality Labs at Burlingame Point and designated stops along Airport Boulevard in Burlingame. Operating Monday through Friday during peak commute hours, 135 Resolution Approving Agreements with Commute.org to provide Shuttle Service for Fiscal Year 25-26 and 26-27 August 18, 2025 3 from 6:45 a.m. to 7:00 p.m., this shuttle ensures convenient and reliable transportation for commuters. Administered by Commute.org, the BPT shuttle is fully funded by Meta through its property management team, eliminating the need for a formal agreement with the City. This seamless collaboration highlights the City’s partnering efforts with Meta and Commute.org to provide sustainable and efficient commuting options for Meta employees, further supporting regional mobility and reducing traffic congestion. FISCAL IMPACT For the BAY Shuttle, the City’s contribution is 25% of the total actual cost of the shuttle service for a period of two-year period, not to exceed $152,917. For the MBC Shuttle, the City's contribution is 12.5% of the total actual cost of the shuttle service for a two-year period, not to exceed $87,532. Mills-Peninsula Medical Center and Mercy High School will reimburse the City for this contribution. Adequate funds are available in the Public Works Operations Budget to cover these services, and the cost for year one of the contract is included in the adopted Fiscal Year 2025–26 budget. Staff will request year two costs during the fiscal year 2026-27 budget process. Exhibits: Resolution Burlingame Bayside (BAY) Shuttle Agreement Millbrae-Burlingame (MBC) Commuter Shuttle Agreement Burlingame Shuttle Routes 136 RESOLUTION NO._______ RESOLUTION APPROVING AGREEMENTS WITH COMMUTE.ORG TO PROVIDE COMMUTER SHUTTLE SERVICES FOR THE BURLINGAME BAYSIDE (BAY) SHUTTLE FOR A MAXIMUM AMOUNT OF $152,917, AND FOR THE MILLBRAE-BURLINGAME COMMUTER (MBC) SHUTTLE FOR A MAXIMUM AMOUNT OF $87,532, FOR FISCAL YEAR 2025-26 AND 2026-27, AND AUTHORIZING THE CITY MANAGER TO EXECUTE BOTH AGREEMENTS WHEREAS, staff has been collaborating with Commute.org to provide commuter shuttle service in Burlingame, with the goal of reducing vehicle miles traveled (VMT) by encouraging sustainable alternatives to solo driving; and WHEREAS, these efforts support the City’s goals to alleviate traffic congestion, improve regional air quality, and enhance the overall quality of life on the Peninsula; and WHEREAS, funding for Commute.org’s programs is provided by the San Mateo County Transportation Authority (SMCTA), City and County Association of Governments (C/CAG) of San Mateo County, the Bay Area Air Quality Management District, and contributions from public and private partners; and WHEREAS, Burlingame’s shuttle programs are supported through an SMCTA grant and jointly administered by the City and Commute.org; and WHEREAS, the Burlingame local match for the Burlingame Bayside (BAY) Shuttle service is $152,917, which represents 25% of the total program costs, with the remaining funding provided by the SMCTA; and WHEREAS, the City’s financial contribution to the Millbrae-Burlingame Commuter (MBC) Shuttle program will not exceed $87,532, representing 12.5% of the total program cost, which will be reimbursed by Mills-Peninsula Medical Center and Mercy High School in compliance with their Transportation Demand Program requirements as part of their individual entitlement approvals. NOW, THEREFORE IT IS HEREBY RESOLVED, ORDERED AND FOUND by the City Council of the City of Burlingame, State of California, as follows: 1. The City contribution for the BAY Shuttle, 25.0% of the total actual cost of the shuttle service, not to exceed $152,917, is hereby approved; and 2. The City contribution for the MBC Shuttle, which is 12.5% of the total actual cost of the shuttle service, not to exceed $87,532, is hereby approved; and 3. The City Manager is authorized to execute the Shuttle Bus Service Administration Agreements with Commute.org for the BAY Shuttle (Exhibit A) and the MBC Shuttle (Exhibit B), in the form attached hereto. 137 __________________________ Peter Stevenson, Mayor I, Meaghan Hassel-Shearer, City Clerk of the City of Burlingame, do hereby certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 18th day of August, 2025, and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: _________________________ Meaghan Hassel-Shearer, City Clerk 138 21915825.2 SHUTTLE BUS SERVICE ADMINISTRATION AGREEMENT - BURLINGAME BAYSIDE This Shuttle Bus Service Administration Agreement ("Agreement") is entered into this ______________2025 ("Effective Date"), between the City of Burlingame ("Lead Organization"), and the Peninsula Traffic Congestion Relief Alliance (“Commute.org”). For clarity, references to "the Parties" mean the Lead Organization and Commute.org. RECITALS A. Lead Organization desires to participate in a shuttle bus service ("Shuttle Service") as part of the Shuttle Bus Program ("Program") B. The purpose of this Agreement is to set forth the terms and conditions of Lead Organization's proposed participation in the Shuttle Service and in the Program. AGREEMENT NOW, THEREFORE, in consideration of the foregoing, the Parties agree as follows: 1. Authorization. Subject to the terms and conditions set forth below, Lead Organization hereby is authorized to participate in the Program. The Burlingame Bayside Shuttle (“Shuttle”) shall operate to and from the Millbrae Transit Center and employment areas along the route shown on the map attached to this Agreement as Exhibit A, and described in the schedule attached to this Agreement as Exhibit B. The route and frequency of the Shuttle may be reasonably modified by Commute.org from time to time. Lead Organization understands and agrees that more than one participant may be served by the Shuttle. 2. Lead Organization. Lead Organization acknowledges that it has been selected and accepts the position of Lead Organization on behalf of all organizations served by the Shuttle. As Lead Organization, Lead Organization shall provide the projected minimum Twenty-Five Percent (25.0%) financial share, excluding contributions from Commute.org described under Section 5 of the Agreement, Maximum Contribution; Payment. Lead Organization may seek appropriate contributions from participating organizations for reimbursement of amounts expended by Lead Organization hereunder, it being understood that Lead Organization shall not seek or make a profit from serving as Lead Organization. Commute.org has no responsibility to collect any such amounts from such other organizations participating in the Program to be serviced by the Shuttle. 3. Shuttle Service Vendor. Shuttle Service is operated by the San Mateo County Transit District's Shuttle Provider (“Vendor”) in full accordance with the terms and conditions of 139 21915825.2 the contract between SamTrans and the Vendor. Commute.org or its designee will have daily management responsibilities for the Shuttle. Commute.org shall be responsible for supplying and/or completing any grant-related reporting information. Lead Organization shall assist Commute.org in obtaining appropriate reporting information. 4. Term. The term of this Agreement shall commence on July 1, 2025 and end on June 30, 2027. Any obligations which are incurred under the Agreement which are expressly provided to extend beyond the term of this Agreement, including any contribution obligations incurred by Commute.org pursuant to Section 5, shall remain valid until fulfilled as provided for in this Agreement. This Agreement may be terminated by either party without cause by giving thirty (30) days prior written notice to the other in the manner provided below. All subsidy funds provided for the Program shall be generated from non-Commute.org revenue streams. At no time shall Commute.org be liable for additional revenue not included as part of the external authorized grant or for expenses disallowed by the granting entities (“Grantor”). Commute.org budget decisions are subject to the discretion of Commute.org's Executive Director and Commute.org's Board of Directors. This Agreement will terminate without penalty, liability or expense of any kind to Commute.org, if funds are not appropriated for the current fiscal year to fund the Shuttle Services, and funds provided to Commute.org pursuant to Section 6 of this Agreement shall be returned to Lead Organization. If funds are appropriated for a portion of the current fiscal year, this Agreement will terminate without penalty, liability or expense of any kind to Commute.org, at the end of the term for which the funds are appropriated and unspent funds provided to Commute.org pursuant to Section 6 of this Agreement shall be returned to Lead Organization. If expected revenues, from pending or future grant applications, which are intended to fulfill any portion of Commute.org contribution under this Agreement, are not approved and/or received by Commute.org, this Agreement will terminate without penalty, liability or expense of any kind to Commute.org, at the end of the term for which the funds are appropriated and unspent funds provided to Commute.org pursuant to Section 6 of this Agreement shall be returned to Lead Organization. Commute.org has no obligation to make appropriations for this Agreement in lieu of appropriations for new or other agreements. The term of this Agreement may be extended to cover additional funding periods, by mutual written agreement. In the event that the Agreement term is extended, the Parties shall set forth any terms, including Commute.org's maximum contribution that will be applicable during the period of extension. 5. Maximum Contribution; Payment. Commute.org's maximum contribution (which includes contributions from all other funding agencies involved, if any) for Shuttle Service shall not exceed Four Hundred Fifty-Two Thousand Seven Hundred Fifty-Two Dollars ($452,752) or Seventy-Five (75.0%) of the estimated total costs for the Shuttle Service as determined by Commute.org whichever amount is less. 6. Lead Organization's Payment. Lead Organization shall pay Twenty-Five Percent (25.0%) of the total actual costs of the Shuttle Service described in Section 1 of this Agreement. 140 21915825.2 Lead Organization's 25.0% share shall not exceed One Hundred Fifty-Two Thousand Nine Hundred Seventeen Dollars ($152,917) unless agreed to in writing by the Parties. Lead Organization shall pay based on quarterly invoices from Commute.org. Lead Organization shall pay each invoice within thirty (30) days from the date of the invoice. In the event 25.0% of the actual cost of operating the Shuttle during the term of this Agreement exceeds Lead Organization's total payments, excluding any Administration fee, upon adequate substantiation of such cost overrun, Lead Organization shall pay to Commute.org the difference within thirty (30) days of Commute.org's request for it. All payments required under this Agreement shall be made by check or money order and delivered to the following address: Commute.org Attention: Shuttle Department 400 Oyster Point Blvd., Suite 409 South San Francisco, CA 94080 Lead Organization shall be solely responsible for collecting any amounts owed by other organizations participating in the Program to be serviced by the Shuttle, if any. 7. Audit Requirements. For the duration of this Agreement, and for a period of three years thereafter, Lead Organization shall make available, during normal business hours and upon reasonable notice, to Commute.org and/or the grantor supplying funds for this Shuttle Service, or an independent auditor selected by either or both of them, all records relating to Lead Organization's participation in the Program including, but not limited to, all records of receipts and expenditures, promptly upon request. Commute.org and/or grantor shall bear its own costs connected with such audit, including the cost of an independent auditor. Lead Organization shall only be responsible for its own costs for making available all records relating to Lead Organization's participation in the Program in the event such an audit is requested. 8. Reporting Requirements. For the duration of this Agreement, including any extension terms, and for a period of three years thereafter, Lead Organization shall assist Commute.org with any reporting requirements related to the performance of this Agreement. Commute.org shall bear its own costs connected with such reporting. Lead Organization shall only be responsible for its own costs for making available all records relating to the Lead Organization’s participation in the Program in the event such a report is requested. Records may include, but are not limited to ridership reports, rider surveys, customer compliments/complaints, schedule variants and effective dates. 9. Marketing Program. The Commute.org countywide shuttle marketing program description will be attached and made a part of this agreement as Exhibit C – MARKETING PROGRAM. Any brochures, handbooks, articles, news releases, timetables, web content, or other publications regarding the Shuttle (collectively “Collateral”) if provided by Lead Organization, shall occur at its sole expense with no additional reimbursement from Commute.org. All such Collateral must be approved by Commute.org in advance of publication. All Collateral shall identify the grantors as funding sources in a manner approved by Commute.org, with copies to Commute.org. See Exhibit D – GRANTING ENTITIES. During the term of this Agreement, 141 21915825.2 funding sources may change. Commute.org will notify the Lead Organization of such changes and any additional marketing requirements that may apply as a result. The updates will not require Lead Organization consent. Lead Organization shall comply with update for newly drafted marketing materials. 10. Passenger Comments. Lead Organization shall refer any passenger comments and/or complaints regarding quality of service or equipment, to Commute.org (650.588.1600) or website (Commute.org), unless otherwise instructed. 11. Indemnification. Lead Organization shall indemnify, keep and save harmless Commute.org, the San Mateo County Transit District, the San Mateo County Transportation Authority (“TA”) and their respective directors, officers, agents and employees (collectively, "Indemnitees") against any and all suits, claims or actions arising out of any injury to persons or property that may occur, or that may be alleged to have occurred, in the course of the operation of the Shuttle caused by an act or omission of Lead Organization or its employees, contractors, subcontractors, representatives or agents. Commute.org will notify Lead Organization promptly of any claim, the Lead Organization will have control of the defense of such claim and related settlement, and at the Lead Organization’s request and Lead Organization’s sole cost and expense, the Indemnitees will cooperate reasonably in the defense by providing information related to the Shuttle that is within their control. Except in the event of sole negligence on the part of Indemnitees, Lead Organization further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses arising therefrom or incurred in connection therewith; and if any judgment be rendered against the Indemnitees in any such action, Lead Organization shall, at its expense, satisfy and discharge the same. This indemnity shall survive the termination of this Agreement and or any extension thereof. Commute.org shall indemnify, keep and save harmless the Lead Organization and its directors, officers, agents and employees (collectively, "Lead Organization Indemnitees") against any and all suits, claims or actions arising out of any injury to persons or property that may occur, or that may be alleged to have occurred, in the course of the operation of the Shuttle caused by an act or omission of Commute.org or its employees, contractors, subcontractors, representatives or agents. Lead Organization will notify Commute.org promptly of any claim, Commute.org will have control of the defense of such claim and related settlement, and at Commute.org’s request and Commute.org’s sole cost and expense, the Lead Organization Indemnitees will cooperate reasonably in the defense by providing information related to the Shuttle that is within their control. Except in the event of sole negligence on the part of the Lead Organization Indemnitees, Commute.org further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses arising therefrom or incurred in connection therewith; and if any judgment be rendered against the Lead Organization Indemnitees in any such action, Commute.org shall, at its expense, satisfy and discharge the same. This indemnity shall survive the termination of this Agreement and or any extension thereof. Lead Organization shall be included as an Indemnitee in the agreement between Commute.org and Vendor. A copy of that indemnity provision is attached as Exhibit E – INDEMNITY INCLUSION. 142 21915825.2 12. Notices. Any notice, report, request, instruction or other document required by this Agreement will be in writing and delivered in person to a representative of the parties at the address below, or by mailing the same by registered or certified mail, postage prepaid, addressed as follows: If to Commute.org: Peninsula Traffic Congestion Relief Alliance 400 Oyster Point Blvd, Suite 409 South San Francisco, CA 94080 ATTN: Executive Director If to Lead Organization: City of Burlingame 501 Primrose Road Burlingame, CA, 94010 ATTN: Public Works Director Any notice served personally shall be deemed received upon delivery; any notice mailed via registered or certified mail as provided above shall be deemed received two (2) days after it is postmarked by the U.S. Mail Service. Either party may change its address by sending notice of the change to the other party as provided herein. 13. Liaison. Commute.org and Lead Organization shall each designate one or more persons to act as contact or liaison with the other party with regard to the day to day activities of the Program. Lead Organization's liaison shall be responsible, among other things, for complying with all reporting requirements specified in this Agreement, as well as coordinating the marketing program required by Section 9 above. Each party's liaison is as follows: Commute.org Liaison: Richard Fontela Senior Shuttle Programs Administrator (650) 588-8170 richard@commute.org When the primary Lead Organization’s Liaison is unavailable, a secondary contact shall be: John Ford Executive Director (650) 588-8170 john@commute.org Lead Organization's Liaison: Kevin Okada – Assistant Public Works Director (650) 558-7230 kokada@burlingame.org 14. Attorneys' Fees. In the event legal proceedings are instituted by either of the parties to enforce any term of this Agreement or to determine the rights of the parties hereunder, the 143 21915825.2 prevailing party in said proceedings shall recover, in addition to all court costs, reasonable attorneys' fees. 15. Relationship. Pursuant to this Agreement, Commute.org is merely a partial funding agency for transportation provided on behalf of the Lead Organization to their (and other participants, if any) tenants, employees, contractors, or designated agents under the Program. Nothing herein shall be deemed to create a partnership, joint venture, independent contractor or employment relationship between Commute.org and Lead Organization. 16. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California as applied to contracts made and performed entirely in California. 17. Successors. These Agreement obligations created under this Agreement shall be binding on, and the rights established herein shall inure to the benefit of, the successors and assigns of the parties hereto. 18. Assignment. Lead Organization may not assign any of its rights nor transfer any of its obligations under this Agreement without the prior written consent of Commute.org. 19. Modification. This Agreement may be modified or amended only by a written document signed by both parties. 20. Dispute Resolution. Commute.org and the Lead Organization agree to attempt in good faith to resolve all disputes informally. If agreed to by both p arties, alternate methods of dispute resolution, such as mediation, may be utilized. Unless otherwise directed by Commute.org, the Lead Organization shall continue performance under this Agreement while matters in dispute are being resolved. 21. Interpretation. Section headings are solely for convenience and are not intended to affect the interpretation of the Agreement. The Agreement will be interpreted reasonably, not in favor of or against either party. 22. No Third Party Rights. The parties do not intend this Agreement to create rights in any third parties and nothing in this Agreement should be construed to do so. 23. Commute.org Warranties. Commute.org makes no warranties or representations, either express or implied, beyond such as are explicitly stated in this Agreement. 24. Severability. If any provision of this Agreement or any portion thereof is held to be invalid or unenforceable for any reason, that provision will be reformed and/or construed consistently with applicable law as nearly as possible to reflect the original intentions of this Agreement, and in any event such provision will be severable and will not affect the validity or enforceability of any other provision. 25. Entire Agreement. This Agreement constitutes the entire agreement of the parties with respect to its subject matter and supersedes any prior or contemporaneous oral or written understandings of the parties on the same subject. This Agreement may only be amended in a 144 21915825.2 writing signed by both of the parties hereto. The parties intend this Agreement to be an integrated agreement. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first written above with the intent to be legally bound. PENINSULA TRAFFIC CONGESTION CITY OF BURLINGAME RELIEF ALLIANCE By: By: Name: Name: Title: Title: By: Name: Title: APPROVED AS TO FORM PTCRA Attorney 145 21915825.2 EXHIBIT A MAP OF SHUTTLE ROUTE (Effective July 1, 2025) 146 21915825.2 EXHIBIT B SCHEDULE OF SHUTTLE SERVICE (Effective July 1, 2025) 147 21915825.2 EXHIBIT C MARKETING PROGRAM (As of July 1, 2025) Commute.org has developed a countywide shuttle marketing plan that serves as the basis for promoting the shuttle program throughout San Mateo County. Commute.org and its partners use a variety of tools to create and execute focused marketing for the shuttle program. The Commute.org website serves as a primary source of information about the shuttle program. Riders, and potential riders, use the site to get information about routes and schedules as well as real-time vehicle location tracking. The mobile version of the Commute.org site is optimized to provide shuttle riders with streamlined access to the information they need during their commute. Commute.org maintains and publishes route specific GTFS data that is used by transit planning apps including those managed by Google, Apple, 511 and app developers. Passengers can plan trips that include shuttles anywhere Commute.org shuttles operate. Route and schedule information is also available in hard-copy format. Commute.org works with the cities and property owners where shuttles operate to install and maintain signage indicating where the shuttles stop. New signage is being installed at stop locations throughout San Mateo County. Commute.org shuttle and employer outreach staff provide presentations about the shuttle program directly to employers and their employees as well as at community events. Rider appreciation events are conducted throughout the year and allow the Commute.org team to thank shuttle riders for their commitment to using shuttles for first/last mile transportation. 148 21915825.2 EXHIBIT D GRANTING ENTITIES (As of July 1, 2025) Following are all granting entities requiring acknowledgement on all marketing Collateral: 1. Commute.org. 2. San Mateo County Transportation Authority (“SMCTA”) Citing the funding entities in text or official logo form will be deemed acceptable once prior layout approval has been obtained from Commute.org Liaison. THE BALANCE OF THE PAGE HAS BEEN INTENTIONALLY LEFT BLANK. 149 21915825.2 EXHIBIT E INDEMNITY INCLUSION THE BALANCE OF THE PAGE HAS BEEN INTENTIONALLY LEFT BLANK. 150 21915825.2 12. RESPONSIBILITY: INDEMNIFICATION The CONTRACTOR shall indemnify, keep and save harmless the DISTRICT, Peninsula Traffic Congestion Relief Alliance (PTCRA or Commute.org), the Peninsula Corridor Joint Powers Board, the City and County of San Francisco, the Santa Clara Valley Transportation Authority, TransitAmerica Services, Inc. (TASI) or the successor Operator of Record, the Union Pacific Railroad Company, the Bay Area Air Quality Management District, City/County Association of Governments, the San Mateo County Transportation Authority, entities participating in the DISTRICT's shuttle program ("Lead Organizations"), and their respective directors, officers, agents and employees and participating employers against any and all suits, claims or actions arising out of any of the following:” A. Any injury to persons or property that may occur, or that may be alleged to have occurred, arising from the performance of this Agreement by the CONTRACTOR caused by a negligent act or omission or willful misconduct of the CONTRACTOR or its employees, subcontractors or agents; or B. Any allegation that materials or services provided by the CONTRACTOR under this Agreement infringe or violate any copyright, trademark, patent, trade secret, or any other intellectual-property or proprietary right of any third party. C. Any claims that may be asserted under Section 13(c) and 15(n)(I) of the Federal Transit Administration Act of 1964, as amended, or any comparable provisions of federal or state law (or under any regulations promulgated thereunder), as said laws or regulations now exist or hereafter maybe amended. The CONTRACTOR further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses of defenses as they are incurred. If any judgment is rendered against the DISTRICT or any of the other entities or individuals enumerated above in any such action, the CONTRACTOR shall, at its expense, satisfy and discharge the same. This indemnification shall survive termination or expiration of the Agreement. 151 21915826.2 SHUTTLE BUS SERVICE ADMINISTRATION AGREEMENT - MILLBRAE-BURLINGAME COMMUTER This Shuttle Bus Service Administration Agreement ("Agreement") is entered into this ____________2025 ("Effective Date"), between the City of Burlingame ("Co-Lead Organization"), and the Peninsula Traffic Congestion Relief Alliance (“Commute.Org”). For clarity, references to "the Parties" mean the Co-Lead Organization and Commute.org. RECITALS A. Co-Lead Organization desires to participate in a shuttle bus service ("Shuttle Service") as part of the Shuttle Bus Program ("Program") B. The purpose of this Agreement is to set forth the terms and conditions of Co-Lead Organization's proposed participation in the Shuttle Service and in the Program. AGREEMENT NOW, THEREFORE, in consideration of the foregoing, the Parties agree as follows: 1. Authorization. Subject to the terms and conditions set forth below, Co-Lead Organization is hereby authorized to participate in the Program. The Millbrae-Burlingame Commuter Shuttle (“Shuttle”) shall operate to and from the Millbrae Transit Center, the Broadway Caltrain Station, and employment and residential areas along the route shown on the map attached to this Agreement as Exhibit A, and described in the schedule attached to this Agreement as Exhibit B. The route and frequency of the Shuttle may be reasonably modified by Commute.org from time to time. Co-Lead Organization understands and agrees that more than one participant may be served by the Shuttle. 2. Co-Lead Organizations. Co-Lead Organization acknowledges that it and the Peninsula Corridor Joint Powers Board (“JPB”) have been selected and accept the positions of Co- Lead Organizations on behalf of all organizations served by the Shuttle. As a Co-Lead Organization, Co-Lead Organization shall provide the projected minimum Twelve and One-Half Percent (12.5%) financial share, excluding contributions from Commute.org described under Section 5 of the Agreement, Maximum Contribution; Payment; as amended. Co-Lead Organization may seek appropriate contributions from participating organizations for reimbursement of amounts expended by Co-Lead Organization hereunder, it being understood that Co-Lead Organization shall not seek or make a profit from serving as Co-Lead Organization. Commute.org has no responsibility to collect any such amounts from such other organizations participating in the Program to be serviced by the Shuttle. 3. Shuttle Service Vendor. Shuttle Service is operated by the San Mateo County Transit District's Shuttle Provider (“Vendor”) in full accordance with the terms and conditions of 152 21915826.2 the contract between SamTrans and the Vendor. Commute.org or its designee will have daily management responsibilities for the Shuttle. Commute.org shall be responsible for supplying and/or completing any grant-related reporting information. Co-Lead Organization shall assist Commute.org in obtaining appropriate reporting information. 4. Term. The term of this Agreement shall commence on July 1, 2025 and end on June 30, 2027. Any obligations which are incurred under the Agreement which are expressly provided to extend beyond the term of this Agreement, including any contribution obligations incurred by Commute.org pursuant to Section 5, shall remain valid until fulfilled as provided for in this Agreement. This Agreement may be terminated by either party without cause by giving thirty (30) days prior written notice to the other in the manner provided below. All subsidy funds provided for the Program shall be generated from non-Commute.org revenue streams. At no time shall Commute.org be liable for additional revenue not included as part of the external authorized grant or for expenses disallowed by the granting entities (grantor). Commute.org budget decisions are subject to the discretion of Commute.org's Executive Director and Commute.org's Board of Directors. This Agreement will terminate without penalty, liability or expense of any kind to Commute.org, if funds are not appropriated for the current fiscal year to fund the Shuttle Services, and funds provided to Commute.org pursuant to Section 6 of this Agreement shall be returned to Co-Lead Organization. . If funds are appropriated for a portion of the current fiscal year, this Agreement will terminate without penalty, liability or expense of any kind to Commute.org, at the end of the term for which the funds are appropriated and unspent funds provided to Commute.org pursuant to Section 6 of this Agreement shall be returned to Co- Lead Organization. . If expected revenues, from pending or future grant applications, which are intended to fulfill any portion of Commute.org contribution under this Agreement, are not approved and/or received by Commute.org, this Agreement will terminate without penalty, liability or expense of any kind to Commute.org, at the end of the term for which the funds are appropriated and unspent funds provided to Commute.org pursuant to Section 6 of this Agreement shall be returned to Co-Lead Organization. . Commute.org has no obligation to make appropriations for this Agreement in lieu of appropriations for new or other agreements. The term of this Agreement may be extended to cover additional funding periods, by mutual written agreement. In the event that the Agreement term is extended, the Parties shall set forth any terms, including Commute.org's maximum contribution that will be applicable during the period of extension. 5. Maximum Contribution; Payment. Commute.org's maximum contribution (which includes contributions from all other funding agencies involved, including the “JPB”) for Shuttle Service shall not exceed Six Hundred and Twelve Thousand Seven Hundred Twenty-Five Dollars ($612,725) or Eighty-Seven and One-Half Percent (87.5%) of the estimated total costs for the Shuttle Service as determined by Commute.org whichever amount is less. 6. Co-Lead Organization's Payment. Co-Lead Organization shall pay Twelve and One-Half Percent (12.5%) of the total actual costs of the Shuttle Service described in Section 1 of 153 21915826.2 this Agreement. Co-Lead Organization's 12.5% share shall not exceed Eighty-Seven Thousand Five Hundred Thirty-Two Dollars ($87,532) unless agreed to in writing by the Parties. Co-Lead Organization shall pay based on quarterly invoices from Commute.org. Co-Lead Organization shall pay each invoice within thirty (30) days from the date of the invoice. In the event 12.5% of the actual cost of operating the Shuttle during the term of this Agreement exceeds Co-Lead Organization's total payments, excluding any Administration fee, upon adequate substantiation of such cost overrun, Co-Lead Organization shall pay to Commute.org the difference within thirty (30) days of Commute.org's request for it. All payments required under this Agreement shall be made by check or money order and delivered to the following address: Commute.org Attention: Shuttle Department 400 Oyster Point Blvd., Suite 409 South San Francisco, CA 94080 Co-Lead Organization shall be solely responsible for collecting any amounts owed by other organizations participating in the Program to be serviced by the Shuttle, if any. 7. Audit Requirements. For the duration of this Agreement, and for a period of three years thereafter, Co-Lead Organization shall make available, during normal business hours and upon reasonable notice, to Commute.org and/or the grantor supplying funds for this Shuttle Service, or an independent auditor selected by either or both of them, all records relating to Co- Lead Organization's participation in the Program including, but not limited to, all records of receipts and expenditures, promptly upon request. Commute.org and/or grantor shall bear its own costs connected with such audit, including the cost of an independent auditor. Co-Lead Organization shall only be responsible for its own costs for making available all records relating to Co-Lead Organization's participation in the Program in the event such an audit is requested. 8. Reporting Requirements. For the duration of this Agreement, including any extension terms, and for a period of three years thereafter, Co-Lead Organization shall assist Commute.org with any reporting requirements related to the performance of this Agreement. Commute.org shall bear its own costs connected with such reporting. Co-Lead Organization shall only be responsible for its own costs for making available all records relating to the Co-Lead Organization’s participation in the Program in the event such a report is requested. Records may include, but are not limited to ridership reports, rider surveys, customer compliments/complaints, schedule variants and effective dates. 9. Marketing Program. The Commute.org countywide shuttle marketing program description will be attached and made a part of this agreement as Exhibit C – MARKETING PROGRAM. Any brochures, handbooks, articles, news releases, timetables, web content, or other publications regarding the Shuttle (collectively “Collateral”) if provided by Co-Lead Organization, shall occur at its sole expense with no additional reimbursement from Commute.org. All such Collateral must be approved by Commute.org in advance of publication. All Collateral sh all identify the grantors as funding sources in a manner approved by Commute.org, with copies to Commute.org. See Exhibit D – GRANTING ENTITIES. During the term of this Agreement, 154 21915826.2 funding sources may change. Commute.org will notify the Co-Lead Organization of such changes and any additional marketing requirements that may apply as a result. The updates will not require Co-Lead Organization consent. Co-Lead Organization shall comply with update for newly drafted marketing materials. 10. Passenger Comments. Co-Lead Organization shall refer any passenger comments and/or complaints regarding quality of service or equipment, to Commute.org (650.588.1600) or website (Commute.org), unless otherwise instructed. 11. Indemnification. Co-Lead Organization shall indemnify, keep and save harmless Commute.org, the San Mateo County Transit District, the San Mateo County Transportation Authority (“TA”), the Peninsula Corridor Joint Powers Board, the City and County of San Francisco, the Santa Clara Valley Transportation Authority, TransitAmerica Services, Inc. (TASI) and their respective directors, officers, agents and employees (collectively, "Indemnitees") against any and all suits, claims or actions arising out of any injury to persons or property that may occur, or that may be alleged to have occurred, in the course of the operation of the Shuttle caused by an act or omission of Co-Lead Organization or its employees, contractors, subcontractors, representatives or agents. Commute.org will notify Co-Lead Organization promptly of any claim, the Co-Lead Organization will have control of the defense of such claim and related settlement, and at the Co-Lead Organization’s request and Co-Lead Organization’s sole cost and expense, the Indemnitees will cooperate reasonably in the defense by providing information related to the Shuttle that is within their control. Except in the event of sole negligence on the part of Indemnitees, Co-Lead Organization further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses arising therefrom or incurred in connection therewith; and if any judgment be rendered against the Indemnitees in any such action, Co-Lead Organization shall, at its expense, satisfy and discharge the same. This indemnity shall survive the termination of this Agreement and or any extension thereof. Commute.org shall indemnify, keep and save harmless the Co-Lead Organization and its directors, officers, agents and employees (collectively, "Co-Lead Organization Indemnitees") against any and all suits, claims or actions arising out of any injury to persons or property that may occur, or that may be alleged to have occurred, in the course of the operation of the Shuttle caused by an act or omission of Commute.org or its employees, contractors, subcontractors, representatives or agents. Co-Lead Organization will notify Commute.org promptly of any claim, Commute.org will have control of the defense of such claim and related settlement, and at Commute.org’s request and Commute.org’s sole cost and expense, the Co-Lead Organization Indemnitees will cooperate reasonably in the defense by providing information related to the Shuttle that is within their control. Except in the event of sole negligence on the part of the Co- Lead Organization Indemnitees, Commute.org further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses arising therefrom or incurred in connection therewith; and if any judgment be rendered against the Co-Lead Organization Indemnitees in any such action, Commute.org shall, at its expense, satisfy and discharge the same. This indemnity shall survive the termination of this Agreement and or any extension thereof. 155 21915826.2 Co-Lead Organization shall be included as an Indemnitee in the agreement between the San Mateo County Transit District and Vendor. A copy of that indemnity provision is attached as Exhibit E – INDEMNITY INCLUSION. 12. Notices. Any notice, report, request, instruction or other document required by this Agreement will be in writing and delivered in person to a representative of the parties at the address below, or by mailing the same by registered or certified mail, postage prepaid, addressed as follows: If to Commute.org: Peninsula Traffic Congestion Relief Alliance 400 Oyster Point Blvd, Suite 409 South San Francisco, CA 94080 ATTN: Executive Director If to Co-Lead Organization: City of Burlingame 501 Primrose Road Burlingame, CA, 94010 ATTN: Transportation Manager Any notice served personally shall be deemed received upon delivery; any notice mailed via registered or certified mail as provided above shall be deemed received two (2) days after it is postmarked by the U.S. Mail Service. Either party may change its address by sending notice of the change to the other party as provided herein. 13. Liaison. Commute.org and Co-Lead Organization shall each designate one or more persons to act as contact or liaison with the other party with regard to the day to day activities of the Program. Co-Lead Organization's liaison shall be responsible, among other things, for complying with all reporting requirements specified in this Agreement, as well as coordinating the marketing program required by Section 9 above. Each party's liaison is as follows: Commute.org Liaison: Richard Fontela Senior Shuttle Programs Administrator (650) 588-8170 richard@commute.org When the primary Co-Lead Organization’s Liaison is unavailable, a secondary contact shall be: John Ford Executive Director (650) 588-8170 john@commute.org Co-Lead Organization's Liaison: Kevin Okada – Assistant Public Works Director (650) 558-7230 kokada@burlingame.org 156 21915826.2 14. Attorneys' Fees. In the event legal proceedings are instituted by either of the parties to enforce any term of this Agreement or to determine the rights of the parties hereunder, the prevailing party in said proceedings shall recover, in addition to all court costs, reasonable attorneys' fees. 15. Relationship. Pursuant to this Agreement, Commute.org is merely a partial funding agency for transportation provided on behalf of the Co-Lead Organization to their (and other participants, if any) tenants, employees, contractors, or designated agents under the Program. Nothing herein shall be deemed to create a partnership, joint venture, independent contractor or employment relationship between Commute.org and Co-Lead Organization. 16. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California as applied to contracts made and performed entirely in California. 17. Successors. These Agreement obligations created under this Agreement shall be binding on, and the rights established herein shall inure to the benefit of, the successors and assigns of the parties hereto. 18. Assignment. Co-Lead Organization may not assign any of its rights nor transfer any of its obligations under this Agreement without the prior written consent of Commute.org. 19. Modification. This Agreement may be modified or amended only by a written document signed by both parties. 20. Dispute Resolution. Commute.org and the Co-Lead Organization agree to attempt in good faith to resolve all disputes informally. If agreed to by both parties, alternate methods of dispute resolution, such as mediation, may be utilized. Unless otherwise directed by Commute.org, the Co-Lead Organization shall continue performance under this Agreement while matters in dispute are being resolved. 21. Interpretation. Section headings are solely for convenience and are not intended to affect the interpretation of the Agreement. The Agreement will be interpreted reasonably, not in favor of or against either party. 22. No Third Party Rights. The parties do not intend this Agreement to create rights in any third parties and nothing in this Agreement should be construed to do so. 23. Commute.org Warranties. Commute.org makes no warranties or representations, either express or implied, beyond such as are explicitly stated in this Agreement. 24. Severability. If any provision of this Agreement or any portion thereof is held to be invalid or unenforceable for any reason, that provision will be reformed and/or construed consistently with applicable law as nearly as possible to reflect the original intentions of this Agreement, and in any event such provision will be severable and will not affect the validity or enforceability of any other provision. 157 21915826.2 25. Entire Agreement. This Agreement constitutes the entire agreement of the parties with respect to its subject matter and supersedes any prior or contemporaneous oral or written understandings of the parties on the same subject. This Agreement may only be amended in a writing signed by both of the parties hereto. The parties intend this Agreement to be an integrated agreement. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first written above with the intent to be legally bound. PENINSULA TRAFFIC CONGESTION CITY OF BURLINGAME RELIEF ALLIANCE By: By: Name: Name: Title: Title: By: Name: Title: APPROVED AS TO FORM PTCRA Attorney 158 21915826.2 EXHIBIT A MAP OF SHUTTLE ROUTE (Effective July 1, 2025) 159 21915826.2 EXHIBIT B SCHEDULE OF SHUTTLE SERVICE (Effective July 1, 2025) 160 21915826.2 161 21915826.2 EXHIBIT C MARKETING PROGRAM (As of July 1, 2025) Commute.org has developed a countywide shuttle marketing plan that serves as the basis for promoting the shuttle program throughout San Mateo County. Commute.org and its partners use a variety of tools to create and execute focused marketing for the shuttle program. The Commute.org website serves as a primary source of information about the shuttle program. Riders, and potential riders, use the site to get information about routes and schedules as well as real-time vehicle location tracking. The mobile version of the Commute.org site is optimized to provide shuttle riders with streamlined access to the information they need during their commute. Commute.org maintains and publishes route specific GTFS data that is used by transit planning apps including those managed by Google, Apple, 511 and app developers. Passengers can plan trips that include shuttles anywhere Commute.org shuttles operate. Route and schedule information is also available in hard-copy format. Commute.org works with the cities and property owners where shuttles operate to install and maintain signage indicating where the shuttles stop. New signage is being installed at stop locations throughout San Mateo County. Commute.org shuttle and employer outreach staff provide presentations about the shuttle program directly to employers and their employees as well as at community events. Rider appreciation events are conducted throughout the year and allow the Commute.org team to thank shuttle riders for their commitment to using shuttles for first/last mile transportation. 162 21915826.2 EXHIBIT D GRANTING ENTITIES (As of July 1, 2025) Following are all granting entities requiring acknowledgement on all marketing Collateral: 1. Commute.org. 2. San Mateo County Transportation Authority (“SMCTA”) Citing the funding entities in text or official logo form will be deemed acceptable once prior layout approval has been obtained from Commute.org Liaison. THE BALANCE OF THE PAGE HAS BEEN INTENTIONALLY LEFT BLANK. 163 21915826.2 EXHIBIT E INDEMNITY INCLUSION THE BALANCE OF THE PAGE HAS BEEN INTENTIONALLY LEFT BLANK. 164 21915826.2 12. RESPONSIBILITY: INDEMNIFICATION The CONTRACTOR shall indemnify, keep and save harmless the DISTRICT, Peninsula Traffic Congestion Relief Alliance (PTCRA or Commute.org), the Peninsula Corridor Joint Powers Board, the City and County of San Francisco, the Santa Clara Valley Transportation Authority, TransitAmerica Services, Inc. (TASI) or the successor Operator of Record, the Union Pacific Railroad Company, the Bay Area Air Quality Management District, City/County Association of Governments, the San Mateo County Transportation Authority, entities participating in the DISTRICT's shuttle program ("Lead Organizations"), and their respective directors, officers, agents and employees and participating employers against any and all suits, claims or actions arising out of any of the following:” A. Any injury to persons or property that may occur, or that may be alleged to have occurred, arising from the performance of this Agreement by the CONTRACTOR caused by a negligent act or omission or willful misconduct of the CONTRACTOR or its employees, subcontractors or agents; or B. Any allegation that materials or services provided by the CONTRACTOR under this Agreement infringe or violate any copyright, trademark, patent, trade secret, or any other intellectual-property or proprietary right of any third party. C. Any claims that may be asserted under Section 13(c) and 15(n)(I) of the Federal Transit Administration Act of 1964, as amended, or any comparable provisions of federal or state law (or under any regulations promulgated thereunder), as said laws or regulations now exist or hereafter maybe amended. The CONTRACTOR further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses of defenses as they are incurred. If any judgment is rendered against the DISTRICT or any of the other entities or individuals enumerated above in any such action, the CONTRACTOR shall, at its expense, satisfy and discharge the same. This indemnification shall survive termination or expiration of the Agreement. 165 166 1 STAFF REPORT AGENDA NO: 9i MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: August 18, 2025 From: Meaghan Hassel-Shearer, City Clerk – (650) 558-7203 Subject: Adoption of a Resolution Authorizing the City Manager to Execute a One- Year Service Agreement with Conference Technologies, Inc. to Support and Service the Audio-Visual Equipment in the Council Chambers for an Amount Not to Exceed $10,000 RECOMMENDATION Staff recommends that the Council adopt the resolution authorizing the City Manager to execute a one-year service agreement with Conference Technologies, Inc. (“CTI”) to support and service the audio-visual equipment in the Council Chambers for an amount not to exceed $10,000. BACKGROUND At the October 18, 2021, City Council meeting, the City Council adopted Resolution Number 129- 2021 authorizing the City Manager to execute an agreement with CTI for updates to the Council Chambers to allow for the implementation of hybrid meetings. The audio-visual equipment that CTI installed allows the City Council, Planning Commission, and Traffic, Safety & Parking Commission to host hybrid meetings in the Chambers. Hybrid meetings generate greater public access, allow consultants to present remotely, and provide Commissioners and Councilmembers the ability to attend remotely when necessary. The original contract included a four-year service plan. This service plan was well used as the City transitioned to hybrid meetings and dealt with power outages from the winter storms. The service plan, which also provided regular updates to the firmware, expires in September 2025. DISCUSSION Staff recommends entering into a one-year service agreement with CTI for the period covering September 1, 2025, through August 31, 2026. Under the one-year service agreement, CTI will cover: On-site assistance within 24 hours of initiated request Labor for parts repair and replacement Shipping/freight costs 167 Agreement with Conference Technologies, Inc. August 18, 2025 2 The one-year service plan will provide the City with quick assistance in case equipment malfunctions or other issues arise. FISCAL IMPACT The fiscal impact of the agreement is $5,907 for a one-year service agreement. Staff recommends setting aside additional funds in case after-hours service is needed at a cost of $419 per hour. The total fiscal impact is not to exceed $10,000. Adequate funds are available in the City Clerk’s operating budget to cover the cost. Exhibits: Resolution Proposed Agreement Original Agreement 168 RESOLUTION NO. _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME AUTHORIZING THE CITY MANAGER TO EXECUTE A ONE-YEAR SERVICE AGREEMENT WITH CONFERENCE TECHNOLOGIES, INC. (“CTI”) TO SUPPORT AND SERVICE THE AUDIO-VISUAL EQUIPMENT IN THE COUNCIL CHAMBERS FOR AN AMOUNT NOT TO EXCEED $10,000 WHEREAS, on October 18, 2021, the City Council adopted Resolution Number 129-2021 authorizing the City Manager to execute an agreement with CTI for updates to the Council C hambers to allow for the implementation of hybrid meetings; and WHEREAS, hybrid meetings allow for greater public access, the ability of consultants to present remotely, and for Commissioners and Councilmembers to attend remotely when necessary; and WHEREAS, the original agreement included a four-year service plan that was utilized after power outages and for regular updates to the firmware; and WHEREAS, the original four-year service plan is set to expire in September, and staff recommends entering into a one-year service plan; and WHEREAS, CTI’s one-year service plan costs $5,907, with additional potential costs for field service technicians and after-hours issues; and NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BURLINGAME DOES RESOLVE AS FOLLOWS: The City Manager is hereby authorized to execute a service agreement with Conference Technologies, Inc., in the form attached hereto, for $5,907 not to exceed $10,000 for additional services. ________________________________ Mayor I, MEAGHAN HASSEL-SHEARER, City Clerk of the City of Burlingame, do hereby certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 18th day of August, 2025, and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: ________________________________ City Clerk 169 CTI Complete Plan Overview: CTI is pleased to offer CTI Complete, a Service Agreement to support your A/V system. The CTI Complete Service Agreement covers Display Systems, Video Systems, Audio Systems, Control Systems, Lighting Systems, Rack Accessories and Furniture, and miscellaneous cables, connectors, etc. within the equipment list contained in the contract documents. This service plan provides audio/visual technical support and engineering services to ensure the maximum performance and reliability of your collaboration and communication technology, as well as programming updates, an on -line customer service portal and Critical Meeting Support. Thank you for choosing CTI to support and maintain your technology investment. We value your partnership as your AV Solutions provider. CTI Complete – Plan Summary: Hybrid Council Chambers • Labor for parts repair & replacement are covered for the duration of the agreement o On-Site within 24 hours of initiated request for any location where a CTI branch is located. • Any shipping/freight costs are covered within this agreement o 2-day shipping • All parts are included, except for consumables. Agreement Price (per year): Subtotal $5,907.00 Tax $0.00 Total $5,907.00 170 Your Service Location: Active Dates: 09/01/2025 - 08/31/2026 25509 Industrial Blvd Suite 5 Hayward, CA 94545 Service Agreement #: SA21160102-1 (PH) 833-266-0835 (Fax) 855-329-2844 Email: Service@CTI.com Cust Name: City of Burlingame Address: 501 Primrose Road Burlingame, CA 94010 Contact: Meaghan Hassel-Shearer mhasselshearer@burlingame.org 650-558-7203 Labor Rates: The following is applicable to all service agreements: Travel Expenses All locations outside CTI Office Metropolitan areas will be invoiced for travel and expenses separately based upon expenses incurred by CTI. Travel and expenses are not figured into the agreement price. • Rates are Portal to Portal within 60-mile radius of service centers. • Travel & Mobilization Costs Outside of 60 Mile Radius = to be billed at 75% of the standard rate. • Air travel, car rental, lodging, per diem to be billed in addition to above costs. Disclaimer CTI will not be responsible for any problems or malfunctions that have an origin determined not to be the result of manufacturing defect or failure. Operator error, operator abuse, general misuse or neglect of equipment is not covered. Consumables are onl y covered in the case of manufacturer defect. Consumables such as batteries, lamps and CRTs are not included. All service calls and repairs performed to the equipment under these circumstances will be billed at current CTI labor rates and may include a rush or emergency service charge. Agreement Renewal This service plan is a one (1) year term that will be renewed annually only upon agreement by both parties. Service Support Plan renewal notices will be delivered thirty (30) days prior to the expiration of this agreement. Upon acceptance, renewal paymen ts must be made to CTI prior to the expiration date of this agreement to avoid system recertification fees. Multi-year Service Agreements can be negotiated at the request of the customer. The understated Field Service Rates are applicable to all systems not under CTI Complete Agreement or for repairs that fall outside normal system coverage. CTI WILL NOT BE RESPONSIBLE FOR ANY CATASTROPHIC ACTS OF GOD OR MAN, FIRE, FLOOD OR OTHER DISASTERS. SUCH OCCURRANCES WILL VOID THIS AGREEMENT. CTI Standard Labor Rates Service Description Rates Criteria On-Site Repairs CTI Field Service Technician: Standard $279/hr Minimum 2 hours After Hours Rush $419/hr Minimum 2 hours Client Signature: ______________________________________________________________ Date: _________________________ CTI Authorized Signature: ______________________________________________________ Date: ________________________ 171 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF BURLINGAME AND CONFERENCE TECHNOLOGIES, INC. THIS AGREEMENT is by and between CONFERENCE TECHNOLOGIES, INC. ("CTI") and the City of Burlingame, a public body of the State of California ("City"). CTI and City agree: 1. Services. City wishes to obtain the services of CTI to upgrade the Council Chambers in order to allow for hybrid meetings (in person and via Zoom or another similar platform. CTI shall provide the Services set forth in Exhibit A, attached hereto and incorporated herein. 2. Compensation. Notwithstanding the expenditure by CTI of time and materials in excess of said Maximum compensation amount, CTI agrees to perform all of the Scope of Services herein required of CTI for $135,000.00, including all materials and other reimbursable amounts ("Maximum Compensation"). CTI shall submit invoices at the following project milestones: 60% upon City approval of this Agreement, and then progress billing. All bills submitted by CTI shall contain sufficient information to determine whether the amount deemed due and payable is accurate. Bills shall include a brief description of services performed, the date services were performed, the number of hours spent and by whom, a brief description of any costs incurred and the CTI's signature. 3. Term. This Agreement commences on full execution hereof and terminates on October 20, 2024 unless otherwise extended or terminated pursuant to the provisions hereof. CTI agrees to diligently prosecute the services to be provided under this Agreement to completion and in accordance with any schedules specified herein. In the performance of this Agreement, time is of the essence. Time extensions for delays beyond the CTI's control, other than delays caused by the City, shall be requested in writing to the City's Contract Administrator prior to the expiration of the specified completion date. 4. Assignment and Subcontracting. A substantial inducement to City for entering into this Agreement is the professional reputation and competence of CTI. Neither this Agreement nor any interest herein may be assigned or subcontracted by CTI without the prior written approval of City. It is expressly understood and agreed by both parties that CTI is an independent contractor and not an employee of the City. 5. Insurance. CTI, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof, acceptable to the City, the insurance coverages specified in Exhibit B, "City Insurance Requirements," attached hereto and incorporated herein by reference. CTI shall demonstrate proof of required insurance coverage prior to the commencement of services required under this Agreement, by delivery of Certificates of Insurance and original endorsements to City. Except in the case of professional design/errors and omissions insurance, the City shall be named as a primary insured. 6. Indemnification. CTI shall indemnify, defend, and hold City, its directors, officers, employees, agents, and volunteers harmless from and against any and all liability, claims, suits, actions, damages, and causes of action arising out of, pertaining or relating to the negligence, recklessness or willful misconduct of CTI, its employees, subcontractors, or agents, or on account of the performance or character of the Services, except for any such claim arising 172 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 out of the sole negligence or willful misconduct of the City, its officers, employees, agents, or volunteers. It is understood that the duty of CTI to indemnify and hold harmless includes the duty to defend as set forth in section 2778 of the California Civil Code. Notwithstanding the foregoing, for any design professional services, the duty to defend and indemnify City shall be limited to that allowed pursuant to California Civil Code section 2782.8. Acceptance of insurance certificates and endorsements required under this Agreement does not relieve CTI from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages. 7. Termination and Abandonment. This Agreement may be cancelled at any time by City for its convenience upon written notice to CTI. In the event of such termination, CTI shall be entitled to pro-rated compensation for authorized Services performed prior to the effective date of termination provided however that City may condition payment of such compensation upon CTI's delivery to City of any or all materials described herein. In the event the CTI ceases performing services under this Agreement or otherwise abandons the project prior to completing all of the Services described in this Agreement, CTI shall, without delay, deliver to City all materials and records prepared or obtained in the performance of this Agreement. CTI shall be paid for the reasonable value of the authorized Services performed up to the time of CTI's cessation or abandonment, less a deduction for any damages or additional expenses which City incurs as a result of such cessation or abandonment. 8. Ownership of Materials. All documents, materials, and records of a finished nature, including but not limited to final plans, specifications, video or audio tapes, photographs, computer data, software, reports, maps, electronic files and films, and any final revisions, prepared or obtained in the performance of this Agreement, shall be delivered to and become the property of City. All documents and materials of a preliminary nature, including but not limited to notes, sketches, preliminary plans, computations and other data, and any other material referenced in this Section, prepared or obtained in the performance of this Agreement, shall be made available, upon request, to City at no additional charge and without restriction or limitation on their use. Upon City's request, CTI shall execute appropriate documents to assign to the City the copyright or trademark to work created pursuant to this Agreement. CTI shall return all City property in CTI' s control or possession immediately upon termination. 9. Compliance with Laws. In the performance of this Agreement, CTI shall abide by and conform to any and all applicable laws of the United States and the State of California, and all ordinances, regulations, and policies of the City. CTI warrants that all work done under this Agreement will be in compliance with all applicable safety rules, laws, statutes, and practices, including but not limited to Cal/OSHA regulations. If a license or registration of any kind is required of CTI, its employees, agents, or subcontractors by law, CTI warrants that such license has been obtained, is valid and in good standing, and CTI shall keep it in effect at all times during the term of this Agreement, and that any applicable bond shall be posted in accordance with all applicable laws and regulations. 10. Conflict of Interest. CTI warrants and covenants that CTI presently has no interest in, nor shall any interest be hereinafter acquired in, any matter which will render the services required under the provisions of this Agreement a violation of any applicable state, 2 173 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 local, or federal law. In the event that any conflict of interest should nevertheless hereinafter arise, CTI shall promptly notify City of the existence of such conflict of interest so that the City may determine whether to terminate this Agreement. CTI further warrants its compliance with the Political Reform Act (Government Code § 81000 et seq.) respecting this Agreement. 11. Whole Agreement and Amendments; Venue. This Agreement constitutes the entire understanding and Agreement of the parties and integrates all of the terms and conditions mentioned herein or incidental hereto and supersedes all negotiations or any previous written or oral Agreements between the parties with respect to all or any part of the subject matter hereof. The parties intend not to create rights in, or to grant remedies to, any third party as a beneficiary of this Agreement or of any duty, covenant, obligation, or undertaking established herein. This Agreement may be amended only by a written document, executed by both CTI and the City Manager, and approved as to form by the City Attorney. Such document shall expressly state that it is intended by the parties to amend certain terms and conditions of this Agreement. The waiver by either party of a breach by the other of any provision of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach of either the same or a different provision of this Agreement. Multiple copies of this Agreement may be executed but the parties agree that the Agreement on file in the office of the City Clerk is the version of the Agreement that shall take precedence should any differences exist among counterparts of the document. This Agreement and all matters relating to it shall be governed by the laws of the State of California. The parties agree the exclusive venue for any legal actions arising from this Agreement shall be the Superior Court of the State of California in and for the County of San Mateo. 12. Capacity of Parties. Each signatory and party hereto warrants and represents to the other party that it has all legal authority and capacity and direction from its principal to enter into this Agreement and that all necessary actions have been taken so as to enable it to enter into this Agreement. 13. Severability. Should any part of this Agreement be declared by a final decision by a court or tribunal of competent jurisdiction to be unconstitutional, invalid, or beyond the authority of either party to enter into or carry out, such decision shall not affect the validity of the remainder of this Agreement, which shall continue in full force and effect, provided that the remainder of this Agreement, absent the unexcised portion, can be reasonably interpreted to give effect to the intentions of the parties. 14. Notice. Any notice required or desired to be given under this Agreement shall be in writing and shall be personally served or, in lieu of personal service, may be given by (i) depositing such notice in the United States mail, registered or certified, return receipt requested, postage prepaid, addressed to a party at its address set forth in Exhibit A; (ii) transmitting such notice by means of Federal Express or similar overnight commercial courier ("Courier"), postage paid and addressed to the other at its street address set forth below; (iii) transmitting the same by email to the email addresses set forth in Exhibit A, in which case notice shall be deemed delivered upon the day the email was sent, if during business hours; or at the next business day excluding City holidays; or (iv) by personal delivery. Any notice given by Courier shall be deemed given on the date shown on the receipt for acceptance or rejection of the notice. Either 3 174 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 party may, by written notice, change the address and email address to which notices addressed to it shall thereafter be sent. 15. Miscellaneous. Except to the extent that it provides a part of the definition of the term used herein, the captions used in this Agreement are for convenience only and shall not be considered in the construction of interpretation of any provision hereof, nor taken as a correct or complete segregation of the several units of materials and labor. Capitalized terms refer to the definition provide with its first usage in the Agreement. When the context of this Agreement requires, the neuter gender includes the masculine, the feminine, a partnership or corporation, trust or joint venture, and the singular includes the plural. The terms "shall", "will", "must" and "agree" are mandatory. The term "may" is perm1ss1ve. The waiver by either party of a breach by the other of any provision of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach of either the same or a different provision of this Agreement. When a party is required to do something by this Agreement, it shall do so at its sole cost and expense without right to reimbursement from the other party unless specific provision is made otherwise. Where any party is obligated not to perform any act, such party is also obligated to restrain any others within its control from performing such act, including its agents, invitees, contractors, subcontractors and employees. IN WITNESS WHEREOF, CTI and City execute this Agreement. CITY OF BURLINGAME 501 Primrose Road Burlingame, CA 94010 G:·;::·~'"" By: ______ 14848£i[3i;,/3,0,§j,§§,AARlF64949cF,,F .. ~. ------ Lisa Goldman City Manager 10/22/2021 :::,!: [~~;~/-Skow, 80 44~ ... Meaghan Hassel-Shearer City Clerk 4 Conference Technologies, Inc. 11653 Adie Rd. Maryland Heights, MO 63043 Date: 10/11/21 Federal Employer ID Number:43-1501713 License Number: 107284 7 Expiration Date: 1/31/23 175 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 Approved as to form: r-:;-DocuSigned by: L~~2~~ Michael Guina City Attorney Attachments: Exhibit A Scope of Services Exhibit B City Insurance Provisions 5 176 DocuSign Envelope ID: 2951338B-F95E-4313-81 F3-0226B0802D82 C-.■ CONFERENCE •■• TECHNOLOGIES, INC Tuesday, 21 September 2021 Adam Hale Design Consultant 177 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 vervie and oals At Conference Technologies, Inc., we ensure our technology, processes, and people are the most knowledgeable and efficient resource to serve you as your solutions partner. Dear Meaghan Hassel-Shearer, It was a pleasure to speak with you regarding your upcoming project. Thank you for the time to review your needs and identify your requirements. Based on our needs analysis we have developed a recommended solution for you. Conference Technologies, Inc. has the industry experience to create customized solutions to meet today's technology challenges. These solutions include consulting, design, implementation, and service. Enclosed is a project proposal for your review and consideration that outlines scope, timelines, deliverables, and our support plan to care for your investment. After review I will contact you to discuss any questions you or your team may have about this solution. Our team is excited about the opportunity to provide you with a fantastic experience and making your project a success. Sincerely, Adam Hale Design Consultant Conference Technologies, Inc. ahale@conferencetech.com 178 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 Scope of ork Proposal Number: J21160102 Proposal Date: 9/10/2021 Prepared for: City of Burlingame Attn: Meaghan Hassel-Shearer Phone: 650-558-7203 Email: mhasselshearer@burlingame.org Bill to: City of Burlingame 501 Primrose Road Burlingame, CA 94010 Prepared by: Adam Hale Phone: 858.405.6163 Email: ahale@conferencetech.com Ship to: City of Burlingame 501 Primrose Road Burlingame, CA 94010 City of Burlingame is looking to upgrade their Council Chambers to facilitate hybrid council meetings. Installing displays, video and audio infrastructure, which will capture live video and audio via Zoom software. CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECl{COM 46727 Fremont Blvd. Fremont CA 94538 J21150102 I 2 179 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 DISPLAYS I MONITORS CTI will provide and install seven (7) 22" LCD Monitors along the dais area for the council members to see content and far-end participants during a Zoom meeting. Each monitor will be mounted on a low-profile monitor stand and can be adjusted to an angle up to 22.5 degrees. CTI will provide and install two (2) 75" Displays positioned one each on either side pointed toward the dais. Displays will mirror Zoom meeting view for both content and far-end participants. Displays will be mounted on a mobile cart and connected to the main video system. CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECl-iCOM 46727 Fremont Blvd. Fremont CA 94538 J21150102 I 3 180 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 CTI will provide two (2) 22" LCD Desktop Monitor, designed for Zoom admin's view. OFE Desktop computer will be used to run Zoom software and any content. Second monitor will be utilized to allow admin to que up content and present when ready. VIDEO I CONTROL CTI will provide and install a video conferencing system to support Zoom conferencing two support the two displays. System will consist of two (2) PTZ cameras, one touch panel controller with built-in Zoom Interface, PC, HDMI and USB extenders, etc. CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECH COIi_,, 46727 Fremont Blvd. Fremont CA 94538 J21150102 I 4 181 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 One PTZ cameras will be mounted on top of display to provide primary video conferencing feed of council members. Camera "2" will be mounted to capture any presenters at podium. Multiple presets of camera positions can be set to provide allowing admin to select appropriate video capturing feed. One camera switcher will be provided and installed to provide this feature. CTI will provide one AV Bridge Matrix Production System to allow camera control and selection. Three (3) 22" LCD Desktop Monitor, at the camera control location to allow camera controller access to the live feed and to monitor camera positions and select appropriate camera at any given time. *Note we could add a third camera if you would like to this system. CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECl-iCOM 46727 Fremont Blvd. Fremont. CA 94538 J21160102 I 5 182 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 AUDIO CTI will provide and install an audio processor, connecting and tuning OFE (owner furnished equipment) microphones, OFE surface and ceiling speakers, OFE amplifier, OFE assisted listening system. OFE Goose-neck microphones will remain. CTI will provide and replace two (2) new handheld microphones CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECH COIi_,, 46727 Fremont Blvd. Fremont CA 94538 -121150102 I 6 183 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 Replace with New CONFIDENTIIAL. 510--935--94241 WWVV.CONFERENCETECH.COM 46727 Fremont Blvd. Fremont, CA 94538 J21160102 I 7 184 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 CONTROL CTI will provide and install one (1) new control system, or the "brains" behind the audio-visual system. This allows disparate equipment to be programmed to create a simple user interface that is customized to the workflow of City Council meetings (with Native Zoom Interface also built-in): • Microphones • Volume up/down • Displays off/on • Zoom Meeting Controls •=Q ~!lBt ;!OVA¼,'S;?& C'OUtROl i"ROCEZEOl'i ,-:,i mm r¢t 11w fiW-1'1 '!tN!!f . . . -CRESDlDM •t..:..J ii' 'I, &® * w WP4N, "' 1~"" "" ~ ""\\H>\W )> l ~ " = NOTE: AV Production Bridge will serve to control cameras as noted above. CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECl-iCOM 46727 Fremont Blvd. Fremont CA 94538 J21150102 I a 185 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 RACK CTI will provide and install one (1) new AV equipment rack with installed door that can be locked, equipment cooling system, and power. CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECl-iCOM 46727 Fremont Blvd. Fremont CA 94538 J21150102 I 9 186 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 Responsibilities ELECTRICAL & NETWORK Provide and install conduit, raceways, back boxes and floorboxes X Provide and install power X Provide and install LAN Provide IP addresses CABLING Provide low voltage permits Provide all cabling X Pull all audio-visual cables X EgUIPMENT & MATERIALS Provide projectors, displays, and mounting brackets X Provide above ceiling unistrut and hardware to support displays X Provide floor and credenza vertical equipment racks X Provide all remaining A/V equipment X MOUNTING Install all ceiling and wall mounted flat screen displays NA Provide any required wall backing to support displays NA Install electric projection screens NA Ceiling grid trim work around projection screens NA Install projector mounts NA Install projectors NA Install ceiling and/or wall speakers NA Install any custom wall plates X Install rack mounted equipment in vertical equipment racks/testing X Place loaded and tested equipment racks X Install all remaining AV field devices X CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECl-iCOM 46727 Fremont Blvd. Fremont CA 94538 Low Voltage General Owner Contractor Contractor X X X X X X J21150102 I 10 187 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 Bill of Materials Hybrid Council Chambers MHaia~lmtsen 1 Crestron 2 Planar 3 Planar 4 Planar 5 CHIEF 6 CHIEF 7 Limbo 8 VADDIO 9 VADDIO 10 Lightware 11 Crestron 12 Lightware 13 Lightware 14 Liberty 15 Netgear CONFIDENTIIAL. !:JAIi llessirni1liC:Jm Dt1 I Wmif 111\'iiGe General: $625.00 UC-Premium Crestron Flex FLEX CARE-Support for New C-Series 2 $312.50 C Systems Display Systems Equipment: $15,630.52 997-8371-00 PLN2770W 2 $232.50 998-1329-00 PLN2200 12 $105.00 997-8795-00 QE7550 2 $5,718.75 PAC715 Video Conferencing 2 $110.44 Camera Shelf PFCUB 4' -6' LFP MOBILE CART 2 $782.32 SL 102-100 LIMBO LOW PROFILE 7 $97.50 MONITOR STAND Video Systems Equipment: $41,923.53 999-99600-200 RoboSHOT 12E OneLINK 2 $5,474.49 BRIDGE SYS 999-5660-500 AV Bridge MatrixM IX 1 $9,777.58 Production Svs N/ A VINX-110AP-IP based decoder with PoE HDMI-DEC via a Gigabit Ethernet 1 $795.63 network. Crestron Flex Video Conference System UC-C100-Z Integrator Kit with ASUS 1 $2,916.25 Mini PC for Zoom Rooms Software IP based encoder via a VINX-120-Gigabit Ethernet network. HDMI-ENC 14K / UHD (30Hz RGB 4:4:4 6 $628.13 , 60Hz YCbCr 4:2:0) are supported. IP based decoder via a Gigabit Ethernet network. VINX-110-14K / UHD (30Hz RGB 4:4:4 16 $628.13 HDMI-DEC , 60Hz YCbCr 4:2:0) are supported. Built-in scaler with videowall function. DIGI-USB2 USB 2.0 EXTENDER SET 2 $345.25 GSM4230P1 M4250 26G4F POE plus 1 $995.10 00NAS MNGDSW 510--935--94241 WWVV.CONFERENCETECl-iCOM 467'2.7 Fremont Blvd. Fremont CA 94538 l>Gt. l!biiee $625.00 $465.00 $1,260.00 $11,437.50 $220.88 $1,564.64 $682.50 $10,948.98 $9,777.58 $795.63 $2,916.25 $3,768.78 $10,050.08 $690.50 $995.10 J21160102 111 188 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 16 tvOne 17 CTI 18 Shure 19 QSC 20 Crestron 21 Atlas 22 Atlas 23 Atlas 24 Atlas 25 Atlas 1 Crestron 2 Planar 3 Planar 4 Planar 5 CHIEF 6 CHIEF 7 Limbo CONFIDENTIIAL CORIOview Multi Window MWP-MTO Processor (1/0 made to 1 $1,605.63 order CTI Custom Wall Plate 1 $375.00 Audio Systems Equipment: $3,698.81 QLXD24/SM5 QLXD24/SM58 8-G50 WIRELESS HANDHELD 1 $948.81 SYSTEM CORE 110f PROCESSOR,Q-SYS 1 $2,750.00 CORE110f-NA,100-240V, Control Systems Equipment: $1,750.00 CP4N 4-Series Control System 1 $1,750.00 Rack Accessories and Furniture: $1,449.87 535-25 Stand Alone or Gangable 1 $596.70 Rack 25" Deep, 35RU RR35 Extra Rack Rails for 200, 1 $94.06 500, & RX Series -35 RU 1" Deep Micro Perf Door MPFD35 for 35RU FMA, 100, 200, 1 $276.90 500, and 700 Series Racks AP-4820-20S 20A -48", 20 Outlet 1 $173.32 Vertical Power Stri High Power (550 CFM) EFT-25 Top-Mounting Fan Panel 1 $308.89 25" Dee Rack General: $625.oo UC-Premium Crestron Flex FLEX CARE-Support for New C-Series 2 $312.50 C S stems Display Systems Equipment: $15,630.52 997-8371-00 PLN2770W 2 $232.50 998-1329-00 PLN2200 12 $105.00 997-8795-00 QE7550 2 $5,718.75 PAC715 Video Conferencing 2 $110.44 Camera Shelf PFCUB 4' -6' LFP MOBILE CART 2 $782.32 SL 102-100 LIMBO LOW PROFILE 7 $97.50 MONITOR STAND 510--935--94241 WWVV.CONFERENCETECl{COM 46727 Fremont Blvd. Fremont CA 94538 $1,605.63 $375.00 $948.81 $2,750.00 $1,750.00 $596.70 $94.06 $276.90 $173.32 $308.89 $625.00 $465.00 $1,260.00 $11,437.50 $220.88 $1,564.64 $682.50 J21150102 I 12 189 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 8 VADDIO 9 VADDIO 10 Lightware 11 Crestron 12 Lightware 13 Lightware 14 INOGENI 15 Liberty 16 Netgear 17 tvOne 18 CTI 19 Shure 20 QSC 21 Crestron 22 Atlas CONFIDENTIIAL Video Systems Equipment: $43,498.59 999-99600-RoboSHOT 12E OneUNK 2 $5,474.49 200 BRIDGE SYS 999-5660-AV Bridge MatrixMIX 1 $9,777.58 500 Production Sys NIA IP based decoder with PoE via a Gigabit Ethernet VINX-110AP-network. Analog audio HDMI-DEC input/output. 4K / UHD 1 $795.63 (30Hz RGB 4:4:4 , 60Hz YCbCr 4:2:0) are supported. Crestron Flex Video Conference System UC-C100-Z Integrator Kit with ASUS 1 $2,916.25 Mini PC for Zoom Rooms Software IP based encoder via a VINX-120-Gigabit Ethernet network. HDMI-ENC 14K / UHD (30Hz RGB 4:4:4 6 $628.13 , 60Hz YCbCr 4:2:0) are supported. IP based decoder via a VINX-110-Gigabit Ethernet network. HDMI-DEC 14K / UHD (30Hz RGB 4:4:4 16 $628.13 , 60Hz YCbCr 4:2:0) are supported. CAM300 INOGENI USB & HDMI 1 $1,575.06 Camera DIGI-USB2 USB 2.0 EXTENDER SET 2 $345.25 GSM4230P1 M4250 26G4F POE plus 1 $995.10 00NAS MNGDSW CORIOview Multi Window MWP-MTO Processor (1/0 made to 1 $1,605.63 order) CTI Custom Wall Plate 1 $375.00 Audio Systems Equipment: $4,647.62 QLXD24/SM5 QLXD24/SM58 8-G50 WIRELESS HANDHELD 2 $948.81 SYSTEM CORE 110f PROCESSOR,Q-SYS 1 $2,750.00 CORE110f-NA,100-240V, Control Systems Equipment: $1,750.00 CP4N 4-Series Control System 1 $1,750.00 Rack Accessories and Furniture: $1,449.87 535-25 Stand Alone or Gangable 1 $596.70 Rack 25" Deep, 35RU 510--935--94241 WWVV.CONFERENCETECl{COM 46727 Fremont Blvd. Fremont CA 94538 $10,948.98 $9,777.58 $795.63 $2,916.25 $3,768.78 $10,050.08 $1,575.06 $690.50 $995.10 $1,605.63 $375.00 $1,897.62 $2,750.00 $1,750.00 $596.70 J21150102 I 1:, 190 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 23 Atlas RR35 Extra Rack Rails for 200, 1 $94.06 $94.06 500, & RX Series -35 RU 1" Deep Micro Perf Door 24 Atlas MPFD35 for 35RU FMA, 100, 200, 1 $276.90 $276.90 500, and 700 Series Racks 25 Atlas AP-4820-20S 20A -48", 20 Outlet 1 $173.32 $173.32 Vertical Power Strip High Power (550 CFM) 26 Atlas EFT-25 Top-Mounting Fan Panel 1 $308.89 $308.89 25" Deep Rack Labor Plan ------------------------ les111i1li1H1 CONFIDENTIIAL 1 llalur lours Audio/DSP Programming Corp Rack Build Engineering Programming/Commissioning Installation Labor/ Training Project Management Rack Cert Touch panel & Graphic Design Labor: $36,384.00 510--935--94241 WWVV.CONFERENCETECH.COM 46727 Fremont Blvd. Fremont CA 94538 I I 8.00 16.00 20.00 52.00 104.00 20.00 16.00 8.00 J21150102 I 14 191 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 Ti efra e To complete the work outlined in the project scope, we will need approximately 6 weeks from proposal acceptance. A project manager will be assigned to communicate with you at critical milestones. Upon notice to proceed, we will begin your project plan immediately. ----------------------------------- 1111111 11111 Notice to Proceed & Project Kickoff 1 Engineering 2 *Procurement 3-9 Programming & Rack Fabrication 4 Onsite Installation 5 Commissioning & Training 12 NOTE: There has been a number of equipment delays due to a global chip shortage. CTI will provide information concerning lead-times as we are informed by our vendors and distributors and how that might impact our schedule. CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECH .. COM 46727 Fremont Blvd. Fremont CA 94538 -121150102 I 15 192 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 our Invest ent Below is the cost of this solution based on the outlined scope of work. If you have questions about the complete solution, please let us know how we can help align this investment with additional needs or changes in scope. Proposal Summa 111111111111 111111 Equipment $65,077.73 Implementation Services $49,196.30 Subtotal $114,274.03 Tax $6,446.71 Recommended l1111i1ll111 ll1i11 I 2 Additional Years CTI Complete Service Agreement $9,233.02 4 Additional Years CTI Complete Service Agreement $18,466.03 Down Payment Requirements Terms are with approved credit. For orders that exceed ten thousand dollars; 60% to initiate order, 40% NET 30, or progress billing based on purchase agreement at time of order. Payments made by credit card are subject to a 3.0% fee. CONFIDENTIIAL 510--935--94241 WWVV.CONFERENCETECl-iCOM 467'27 Fremont Blvd. Fremont CA 94538 -121150102 I 16 193 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 hyUs? Our CTI Complete service is there for you 24/7 through our dedicated CTI Care customer experience team. Through on-site technical service, recommended programming upgrades, and quarterly reliability checks, your system is covered for the unexpected, as well as planned maintenance. Your teams will be trained to operate equipment with confidence. When critical meetings arise, we help ensure system performance with proactive system testing and an on-site checklist, so your systems will be ready when it matters most Our managed services staff does more than diagnose and repair failures, they help plan for system life cycles. CONFIDENTIIAL CTI Complete 510--935--9424I WWW.CONFERENCETECH.COM 46727 Fremont Blvd. Fremont. CA 94538 J21150102 I 17 194 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 tandard isclai er Conference Technologies, Inc. provides for twelve (12) months of CTI Complete on all system purchases. Conference Technologies, Inc. warrants the system implemented is free from defects in material and workmanship, in accordance with the contract, drawings, specifications, alterations and additions thereto, for a period of twelve (12) months from the date of commencement of use, substantial completion, or date of notice of completion, whichever occurs first. This coverage does not protect against consumables, severe weather, and acts of God. Terms Terms are with approved credit. For orders that exceed ten thousand dollars; 60% to initiate order, 40% NET 30, or progress billing based on purchase agreement at time of order. Payments made by credit card are subject to a 3.0% fee. Installation Description and Requirements Provided by Conference Technologies, Inc.: If installation is purchased, Conference Technologies, Inc. will install all A/V components. Conference Technologies, Inc. will also perform all programming, alignments, and end-user training. Conference Technologies, Inc. will provide A/V project management, and provide drawings as required. This install price assumes a Monday through Friday 8:00am to 5:00pm install time. Room availability must be in consecutive 8-hour blocks. Any required changes or rushes may affect the final price. Provided by Others Electrical requirements are to be provided by others unless specifically included in Conference Technologies, Inc. Scope of Work. Statement This system proposal is the property of Conference Technologies, Inc. and is delivered with the sole intent of being viewed by management of City of Burlingame for evaluation purposes only. This proposal or any part of this proposal is not to be presented to, or viewed by any other party, vendor or Conference Technologies, Inc. competitor without the written consent of Conference Technologies, Inc. Any effort to do so will be considered a violation of copyright law. CONFIDENTIIAL 510--935--9424 I WWVV.CONFERENCETECH COIi_,, 46727 Fremont Blvd. Fremont, CA 94538 J21150102 I 18 195 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 Ne Steps 1. Upon Notice to Proceed, Conference Technologies, Inc. will begin executing the project plan with an internal handoff of the project to our operations team. 2. If you have questions about the process as we move forward, please contact me at ahale@conferencetech.com or. 3. You will be contacted by a Conference Technologies, Inc. Project Manager to schedule a project kickoff meeting to review the project scope and schedule. Customer Signature Printed Name Title Date CONFIDENTIIAL J21160102 -$120,720.74 CTI Signature Printed Name Title Date 510--935--94241 WWVV.CONFERENCETECl-iCOM 46727 Fremont Blvd. Fremont CA 94538 J21150102 I 19 196 DocuSign Envelope ID: 2951338B-F95E-4313-81F3-0226B0802D82 ,,,.----, ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 10/21/2021 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 ~i~i~cT Patti Monteith J.W. Terrill, a Marsh & McLennan Agency LLC co r:,gN:o Ext\: 314-594-2617 I FAX 825 Maryville Centre Drive (A/C No): 888-307-1561 Suite 200 ~tD~~ss: patti.monteith@marshmma.com Chesterfield MO 63017 INSURER(S) AFFORDING COVERAGE NAIC# INSURER A: Atlantic Specialty Insurance Company 27154 INSURED INSURER B: Hanover Insurance Company 22292 Conference Technologies, Inc. INSURERC: 11653 Adie Road Maryland Heights, MO 63043 INSURERD: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 266418898 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 ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER CMM/DD/YYYYl CMM/DD/YYYYl LIMITS A X COMMERCIAL GENERAL LIABILITY 7110140320008 7/31/2021 7/31/2022 EACH OCCURRENCE $1,000,000 ~ □ CLAIMS-MADE [8J OCCUR DAMAGE TO RENTED PREMISES /Ea occurrence\ $1,000,000 MED EXP (Any one person) $10,000 ~ PERSONAL & ADV INJURY ~ $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 Fl [8J PRO-DLoc PRODUCTS -COMP/OP AGG $2,000,000 POLICY JECT OTHER: $ A AUTOMOBILE LIABILITY 7110140320008 7/31/2021 7/31/2022 COMBINED SINGLE LIMIT $ 1 000 000 /Ea accident\ ~ X ANY AUTO BODILY INJURY (Per person) $ ~ ALL OWNED ~ SCHEDULED BODILY INJURY (Per accident) $ ~ AUTOS ~ AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS (Per accident) ~ X HCPD-115,000 X Ded-$1,000 $ A X UMBRELLA LIAB MOCCUR 7110140320008 7/31/2021 7/31/2022 EACH OCCURRENCE $10,000,000 ~ EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 OED I X I RETENTION $ rn nnn $ A WORKERS COMPENSATION 4060410390009 7/31/2021 7/31/2022 X I ~ffTUTE I I OTH- AND EMPLOYERS' LIABILITY ~ ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L. DISEASE -EA EMPLOYEE $1,000,000 If yes, describe under E.L. DISEASE -POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS below B Crime LHKA44302307 7/31/2021 7/31/2023 Ded-$1 0, 000 1,000,000 A Error & Omissions 7600101340004 7/31/2021 7/31/2022 Ded-$50, 000 2,000 ,000/2000000 A Leased/Rented 7110140320008 7/31/2021 7/31/2022 Ded-$5,000 $100,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: City of Burlingame (California) J21160102 City of Burlingame is included as Additional lnsured(s) for General Liability with respect to work performed by the Named Insured, if required by written contract, agreement or permit and subject to the provisions and limitations of the policy. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Burlingame 501 Primrose Road AUTHORIZED REPRESENTATIVE Burlingame CA 94010 t5~.v1~~✓ I © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD 197 1 STAFF REPORT AGENDA NO: 9j MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: August 18, 2025 From: Helen Yu-Scott, Finance Director – (650) 558-7222 Subject: Annual Renewal of the Burlingame Avenue Area Business Improvement District (DBID): Resolution Approving the 2024-25 Annual Report; Declaring the City’s Intention to Establish and Levy Assessments for Fiscal Year 2025- 26 and Setting Required Public Hearing for September 15, 2025 at 7:00 p.m. at the City Council Chambers, 501 Primrose Road, Burlingame CA RECOMMENDATION Staff recommends that the City Council adopt a resolution: Approving the 2024-25 annual report of the Burlingame Avenue Area Business Improvement District. Stating the Council’s intent to levy assessments on businesses within the District for the 2025-26 fiscal year; and Setting a public hearing for Monday, September 15, 2025, at 7:00 p.m. in the City Council Chambers BACKGROUND Pursuant to California Streets and Highways Code Section 36500 et seq., the Burlingame City Council adopted Ordinance 1735 in 2004 establishing the Burlingame Avenue Area Business Improvement District (DBID) for the purpose of promoting the downtown Burlingame Avenue business area. In the summer of 2010, the DBID was re-instituted after a hiatus of several years. Since that time, the DBID has provided business-enhancing activities, events, and publicity for the downtown Burlingame businesses. Pursuant to the Streets and Highways Code, the DBID must file a report with the City each year detailing its activities, its past-year activities, its finances for the past year, and its proposed budget for the coming year. DISCUSSION The DBID submitted its 2024-25 annual report and its 2025-26 fiscal year proposed budget on July 7, 2025. Copies of the documents are attached to the Resolution of Intention. Note that the DBID’s operating year begins October 1 and ends September 30. The DBID’s 2025-26 fiscal year budget provides a total of $143,800 in expenditures. The estimated assessment amount of $73,450 will be billed to the businesses for the DBID’s upcoming fiscal year. The DBID expects to collect $70,350 198 Burlingame Ave. (Downtown) BID - Intent to Assess August 18, 2025 2 in revenue from events and contributions. The DBID has an available fund balance to cover any overages that may occur in expenditures or any delinquent payments of member assessments. Under the law, the City must, after a noticed public hearing, levy the annual assessments on the businesses within the District. The resolution attached to this report sets that public hearing and provides notice to the businesses in the District. The public hearing will be conducted at the Council meeting on September 15, 2025, at 7:00 p.m. in the Council Chambers. The method of assessment will remain the same as in the prior year. Following the Council’s adoption of the Resolution of Intention, the Finance Department will mail a letter to all affected businesses within the DBID. The letter will inform each business that the annual renewal process has commenced. The letter will also provide each business with the geographic zone in which they are located, the square footage of the business, and the proposed assessment to be charged in the new fiscal year. In addition, each business will also receive a copy of the adopted Resolution of Intention and a Notice of Public Hearing as required by law. The Resolution of Intention to Levy Assessments notifies all businesses within the District of the City Council’s intention to levy and collect fees. The public hearing gives the businesses an opportunity to voice their opinions, comments, suggestions, and concerns directly to the City Council. The recommended hearing date is September 15, 2025, at 7:00 p.m. The meeting is scheduled to be held in the Council Chambers, 501 Primrose Road, Burlingame, CA. Members of the public may view the meeting either in person or by logging into the Zoom meeting through the link published within the meeting agenda on the City’s website or by accessing the meeting by phone. Access information will be found at www.burlingame.org. At the public hearing, the City Council will receive testimony and evidence, and interested persons may submit written comments before or at the public hearing, or they may be sent by mail or delivered to the City Clerk at City Hall. At the public hearing, any and all persons may make oral or written protests against the proposed assessments. In order for a protest to be counted in the majority protest against the proposed assessments or programs and services, the protest must be submitted in writing to the City Clerk at or before the close of the public hearing on September 15, 2025. Each written protest must identify the business and its address, include a description of the business and the amount of the assessment proposed for that business. If the person signing the protest is not shown on the official records as the owner of the business, then the protest must contain or be accompanied by written evidence that the person is the owner of the business or otherwise empowered to enter a protest on its behalf. A written protest that does not comply with the provision of this paragraph will not be counted in determining a majority protest. Any written protest as to the regularity or sufficiency of the proceeding must be in writing and clearly state the irregularity or defect to which the objection is made. A written protest may be withdrawn in writing at any time before the conclusion of the public hearing. At the conclusion of the public hearing, if the City Council determines that there are, of record, written protests by the owners of businesses within the downtown Burlingame Avenue Area Business Improvement District which will pay fifty percent (50%) or more of the total assessments of the entire District, as to the proposed assessments, the City Council cannot levy any assessment for the District. At the conclusion of the public hearing, if the City Council determines that there are, of record, written protests by the owners of businesses within the District which will pay fifty percent 199 Burlingame Ave. (Downtown) BID - Intent to Assess August 18, 2025 3 (50%) or more of the total assessments of the entire District only as to a particular improvement or activity proposed, then that particular improvement or activity cannot be included in the District. FISCAL IMPACT Approximately $73,450 in assessments is anticipated to be collected annually. The funds are forwarded to the DBID for expenditures as authorized by their board of directors. The City of Burlingame covers the expenses associated with the renewal of the DBID. Exhibits: Resolution of the City Council of the City of Burlingame Approving the 2024-25 Burlingame Avenue Area Business Improvement District Annual Report and Declaring its Int ention to Establish and Levy 2025-26 Assessments for the Burlingame Avenue Area Business Improvement District Notice of Public Hearing: Consideration of Establishment and Levy of Annual Assessments on Businesses Within the Burlingame Avenue Area Business Improvement District for the 2025- 26 fiscal year 200 RESOLUTION NO. ______ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME APPROVING THE 2024-25 BURLINGAME AVENUE AREA BUSINESS IMPROVEMENT DISTRICT ANNUAL REPORT AND DECLARING ITS INTENTION TO ESTABLISH AND LEVY 2025-26 ASSESSMENTS FOR THE BURLINGAME AVENUE AREA BUSINESS IMPROVEMENT DISTRICT AND SETTING A PUBLIC HEARING FOR SEPTEMBER 15, 2025 WHEREAS, pursuant to California Streets and Highways Code Section 36500 et seq., the City Council of the City of Burlingame originally established the Burlingame Avenue Area Business Improvement District ("DBID") for the purpose of promoting economic revitalization and physical maintenance of said business district, and WHEREAS, a majority protest was made against renewal of the DBID in 2007 and, accordingly, the DBID was not renewed at that time; and WHEREAS, in 2010 the DBID was re-instituted after the City Council amended the ordinance to revise the method and amount of the assessments and no majority protest was made against the revised assessments; and WHEREAS, the DBID Advisory Board has filed its 2024-25 annual report with the City Clerk and has requested the Burlingame City Council to set a public hearing and to levy the DBID assessments for the 2025-26 year; and WHEREAS, the DBID has provided important services in enhancing the downtown Burlingame Avenue business area, its businesses and properties; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BURLINGAME DOES HEREBY RESOLVE, DETERMINE, AND FIND AS FOLLOWS: 1. The City Council accepts and approves the 2024-25 annual report of the Burlingame Avenue Area Business Improvement District, a copy of which is attached as Exhibit "A". 2. The Burlingame City Council intends to levy an assessment for the 2025-26 year, beginning October 1, 2025, on businesses in the DBID in order to pay for improvements and activities of the DBID. 3. The types of improvements and activities proposed to be funded by the levy of assessments on businesses in the DBID are set forth in Exhibit "B", incorporated herein by reference; these activities and improvements are without substantial change from those previously established for the DBID. 4. The method and basis of levying the assessments on the businesses in the DBID for the 2025-26 year shall remain the same as those used to determine the assessments levied on DBID businesses in the 2024-2025 year. 5. New businesses shall not be exempt from assessment. 201 6. The annual report of the DBID is on file at the Office of the City Clerk at 501 Primrose Road, Burlingame, California, and is available for review during regular business hours, 8 am to 5pm, Monday through Friday. 7. The City Council of the City of Burlingame hereby schedules a public hearing on the proposed DBID assessments for 2025-26 for Monday, September 15, 2025, at 7:00 pm. The meeting will be held in the Council Chambers. Members of the public may view the meeting either in person or by logging into the Zoom meeting through the link published within the meeting agenda on the City's website, or by accessing the meeting by phone. Access information can be found at www.burlingame.org. 8. At the public hearing, the City Council will receive testimony and evidence, and interested persons may submit written comments before or at the public hearing, or they may be sent by mail or delivered to the City Clerk, Burlingame City Hall, 501 Primrose Road, Burlingame, CA 94010. 9. At the public hearing, any and all persons may make oral or written protests against the proposed assessments. In order for a protest to be counted in the majority protest against the proposed assessments or programs and services, the protest must be submitted in writing to the City Clerk at or before the close of the public hearing on September 15, 2025. Each written protest shall identify the business and its address, include a description of the business and the amount of the assessment proposed for that business. If the person signing the protest is not shown on the official records as the owner of the business, then the protest shall contain or be accompanied by written evidence that the person is the owner of the business or otherwise empowered to enter a protest on its behalf. A written protest that does not comply with the provision of this paragraph will not be counted in determining a majority protest. Any written protest as to the regularity or sufficiency of the proceeding shall be in writing and clearly state the irregularity or defect to which objection is made. A written protest may be withdrawn in writing at any time before the conclusion of the public hearing. 10. At the conclusion of the public hearing, if the City Council determines that there are, of record, written protests by the owners of businesses within the downtown Burlingame Avenue Area Business Improvement District which will pay fifty percent (50%) or more of the total assessments of the entire District, as to the proposed assessments, the City Council shall not levy any assessment for the District. At the conclusion of the public hearing, if the City Council determines that there are, of record, written protests by the owners of businesses within the District which will pay fifty percent (50%) or more of the total assessments of the entire District only as to a particular improvement or activity proposed, then that particular improvement or activity shall not be included in the District. 11. Further information regarding the proposed assessments and the procedures for filing a written protest, may be obtained from the City Clerk, Burlingame City Hall, 501 Primrose Road, Burlingame, California, 650-558-7203. 12. The City Council directs the City Clerk to provide notice of the September 15, 2025, public hearing by publishing notice as well as this Resolution in a newspaper of general circulation in the City of Burlingame in accordance with the requirements of the Government and Streets & Highways Codes and mailing them in accordance with those requirements as applicable. 202 _____________________________ Peter Stevenson, Mayor I, Meaghan Hassel-Shearer, City Clerk of the City of Burlingame do hereby certify that the foregoing Resolution was introduced at a regular meeting of the City Council on August 18, 2025, and was adopted thereafter by the following vote: AYES: NOES: Councilmembers: Councilmembers: ABSENT: Councilmembers: ______________________________ Meaghan Hassel-Shearer, City Clerk 203 Page 1 of 2 Downtown Burlingame Business Improvement District P.O. Box 563 Burlingame, CA 94011 - 0563 July 7, 2025 Burlingame City Council City of Burlingame 501 Primrose Road Burlingame, CA 94010-3997 Re: Downtown Burlingame (DBID) 2024 Annual Report and 2025-2026 Budget Honorable Council Members: Downtown Burlingame (DBID) is pleased to present our 2024 Annual Report and 2025 -2026 Budget. As dedicated business owners and managers who volunteer as Board Members, seize every opportunity to fulfill our mission. We offer insights and information to the City regarding local business, and promote business and civic activity attracting people from the Bay Area and beyond who seek a vibrant destination city that offers a welcoming sense of community and things to do—shop, dine, play, relax, live! Our goals for 2024-2025 : 1.Increase Downtown Burlingame’s marketing and multimedia visibility 2.Expand the idea of Downtown Burlingame as a “destination city” 3.Recruit new Board members 4.Clarify and refine specific operational policies and procedures 5.Strengthen collaborative partnerships Initiatives, Events and Challenges •Board Member Recruitment: We have strengthened our Board of Directors with a new Board Member while we have had multiple volunteers continue to attend monthly meetings and show interest in joining our board. We continue to find that many business owners are electing to focus on their businesses as opposed to committing to a Board Position. 204 Page 2 of 2 Downtown Burlingame Business Improvement District P.O. Box 563 Burlingame, CA 94011 - 0563 • Merchant Mixers – an opportunity for our Merchants to meet, mix and mingle with one another and to learn about the DBID and happenings in Downtown Burlingame. We have collaborated, most recently, with the Chamber of Commerce and the Burlingame Women’s Club to hold joint mixers as well. • California Green Business Certification – We continue our work with the California Green Business Network to help our DBID Merchants learn more about funds and assistance available to them to become “Green”. • Continuing to try to get 100% of our DBID Assessments collected. This has been a challenge for many years as we send approx. 10 – 14k to collections yearly. We will be working with the Burlingame Finance Department to perhaps change the way we collect DBID Assessments and thinking about having them be part of the Business License collection. These discussions are still in their early stages. Financial Summary Current Checking Balance: (As of 7/7/25): $ 51,878.88 Our financial statement to date is included with this submission and our proposed budget for the 2025–2026 fiscal year is included with the Annual Report. Proposed expenditures for the remainder of the current year include: • $5,500 for Executive Director & Operations Costs • $2,000 for Marketing / Social Media Contractor • $1,000 for Accountant / Tax Preparation and Fees • $2,000 for Wine Walk Expenditures • $10,000 for Partial Fall Fest Expenditures Downtown Burlingame (DBID) proposes no changes to the assessments or boundaries of the business district for the 2025-2026 fiscal year. We continue to work together to promote the success of Downtown Burlingame with the tools and expertise we have in place. We are committed to this and look forward to continuing this effort. Respectfully submitted by the Downtown Burlingame Board and Executive Director, Laurie Hilt Executive Director 205 1 Annual Report 2024-2025 Downtown Burlingame Business Improvement District (DBID) P.O. Box 563, Burlingame, CA 94011 - 0563 Website: https://www.burlingamedowntown.org/ Executive Director: Laurie Hilt Email: burlingamebid@gmail.com 206 2 OUR MISSION Downtown Burlingame (aka DBBID) is a group of dedicated business owners and managers who volunteer as board members with the mission to promote business and civic activity while enhancing the downtown experience of residents, out-of-town visitors, and tourists in the downtown Burlingame business improvement district. Downtown Burlingame has a proven track record of connecting businesses with customers. Downtown Burlingame is the information hub for City Departments regarding the current business climate and trends. We are the conduit to voice concerns and be an advocate on behalf of local business owners to the City of Burlingame and the Economic Development Council. In our 15+ years representing and advocating for local businesses, Downtown Burlingame has tapped into a rich array of diverse businesses from which to cull creative and trend setting ideas as well as solid financial reserves. Fulfilling Our Mission Downtown Burlingame’s strategic planning session resulted in continuing to focus on and expand the following initiatives: Holiday Lighting – Add decorations, replace faded and worn décor, increase, with the assistance of the city, lighting throughout the downtown area. Marketing – Hire part-time social media expert who will feature the various businesses in downtown Burlingame; increase collaborative activities; expand marketing for Wine Walk and Fall Fest. Our quarterly newsletter will go out in July, and we are continually soliciting stories and events from merchants. We are also considering murals and billboard ads for promotion. Recruit Board Members – As the representative organization for 500 businesses in Downtown Burlingame, we seek to expand perspectives and input from our constituency as well as volunteer contributions that will benefit all the businesses and the City of Burlingame Increase Budget – Since the Board seeks to continue to make downtown Burlingame “The Place to Be” and a destination for the holidays, we must address deferred maintenance of décor and banners as well as purchase new items for the holidays. We are seeking sponsors to help offset these costs so we don’t have to raise fees with our businesses. 207 3 PARTNERSHIPS AND COMMUNITY IMPACT Over the past fiscal year, Downtown Burlingame has remained committed to enhancing the vitality, safety, and sustainability of our commercial corridor. In alignment with the City’s Vision Zero initiative, we actively participated in traffic safety and congestion surveys, asking our business owners to voice their concerns and offering insight into the impact of scooters, bicycles, and alternative transportation on our sidewalks and streets. We supported the City’s application for federal RAISE infrastructure funding, provided stakeholder input on key issues such as parking meters, public safety, and rodent abatement, and will continue that civic partnership with upcoming feedback on water resources and conservation. A highlight of our sustainability efforts includes a growing collaboration with Green Business California, where we are helping Downtown merchants achieve “Green Business” certification — supporting local business resilience while promoting environmental stewardship. In keeping with our strategic initiatives, Downtown Burlingame continues to cultivate relationships and has co-hosted with the Burlingame Chamber of Commerce and Burlingame Woman’s Club our first quarterly business and community networking event and a special program at the Woman’s Club with “Mark at the Mic” of the Burlingame Historical Society. Also, the local scouts —Troop 120-- help with putting up flags for national holidays! 208 4 DOWNTOWN BURLINGAME (AKA DBBID) HOSTED HIGHLIGHTS Walk with Wine 2024 Co-sponsored by the Burlingame Chamber of Commerce, over 200 participants became familiar with our local merchants while enjoying a wide selection of wines and small bites. Fall Fest 2024 A beloved Downtown Burlingame tradition, Fall Fest featured a variety of family-friendly activities, including a lively Halloween costume contest. Next year, we plan to expand the contest area and welcome back popular favorites like the arts and crafts vendors, petting zoo, and the ever-popular choo-choo train. Holiday Train Following the annual lighting of the holiday tree, families lined up for a ride on the festive holiday train —right in the heart of Burlingame Avenue. This tradition continues to bring joy to kids and parents alike. 3rd Annual Holiday Window Display Contest Each year, more merchants join in the festive fun of our Holiday Window Display Contest. Entries are judged on creativity, holiday spirit, and thematic innovation by a panel that includes members of the Burlingame Beautification Commission. This year, several judges were invited from across the San Francisco Peninsula, giving even more visibility to our vibrant downtown. Holiday Lighting and Decor The sparkling holiday decorations drew smiles from locals and visitors alike. Giant lighted ornaments at Park Road and Burlingame Avenue became selfie spots for families and friends. The welcoming deer display on Howard Avenue and festive spheres added seasonal charm, alongside garland- wrapped light posts and vibrant poinsettias in planters throughout the district. Stay tuned for even more holiday magic next season! LOOKING FORWARD 2025- 2026 • Wine Walk, July 31, 2025 • Fall Fest – October, 2025 • WinterFest Holiday Event – December 5, 2025 • 5th Annual Holiday “Display Window Competition”, December 17, 2025 • Quarterly Merchant and Community Mixers 209 5 BUDGET 2025 -2026 Revenue Item Budget City of Burlingame Member Dues 73,450.00$ Events Wine Walk 12,700.00 Fall Fest 30,000.00 Contributions Sponsorships 18,000.00 Donations 8,650.00 Other 1,000.00 Total Revenue 143,800.00$ Expenses General Operational and Permits/Fees Secretary of State $ 35.00 Bank Fees 5.00 Marketing/Advertising/Gifts Social Media/Marketing Consultant 12,000.00 Muralist 1,500.00 Professional Videotaping 769.00 Billboard 15,000.00 Chamber of Commerce 800.00 Update Kiosk Maps 400.00 Printing Kiosk Maps 500.00 Street Banners Replacement 2,000.00 Website Domain Renewal 40.00 Website Hosting 260.00 Other Marketing/Promotions 3,750.00 Contract Services ED Salary 32,000.00 Legal/Accountant 1,100.00 Dues & Subscriptions Convention Force/Electronic Map 360.00 Quickbooks 645.00 Quickbooks 1099 tax filing 75.00 Zoom 150.00 Square Space 255.00 Dropbox 120.00 Insurance State Farm General Insurance 700.00 Storage Public Storage 2,544.00 Office Supplies Reordered checks 25.00 Other Office Supplies 30.00 USPS Postage 20.00 PO Box Rental 222.00 Total G&A $ 75,305.00 210 6 BUDGET 2025 -2026 CONTINUED Events: Members/Community Engagement Fall Fest Event Marketing Materials $ 500.00 Poster Distribution 200.00 Picket Signs 260.00 Equipment/Technology Sim Card/Hotspot 5.00 Audio 2,150.00 WiFi 55.00 Square Reader Test 105.00 Program Supplies Wrist Bands for Kids 20.00 Bank Withdrawal Petty Cash 1,500.00 Supplies Hardware, tents, drinking cups, etc. 1,500.00 Other Fall Fest Expenses 20,500.00 Fall Fest Event Total $ 26,795.00 Light Up Burlingame/Holiday Décor Lights Lights replacements, decor repairs $ 1,000.00 3 Trellises, light spheres 14,795.00 Additional ornaments/statues 44 Tree lights 14,500.00 Holiday Décor Garlands and 4 ornamental statues 205.00 Light Up Burlingame/Holiday Décor Total $ 30,500.00 Wine Walk Social Media $ 1,500.00 Wine Glasses 1,800.00 Bags 500.00 Artwork/Designer 700.00 Balloons 300.00 Music 800.00 Administration 1,000.00 Porta Potties 1,000.00 ABC License 2,000.00 Wrist Bands for Kids 500.00 Wine Walk Total 10,100.00 Merchant Mixers 600.00 Miscellaneous 500.00 Member/Community Events Total 1,100.00 Events Total $ 68,495.00 Total Expenses (G&A plus Events) $ 143,800.00 211 7 Downtown Burlingame Board Members Executive Board Batya Berenfus - Jewels of Monaco, President Aim Orn Selig- Coconut Bay / Shama Thai Massage, Fall Fest, Wine Walk, Vice President Nick Kosturos - Patronik Designs, Treasurer/Secretary Board Members Jenny Keleher - A Runner’s Mind, Past-President Holiday Lighting Neli Vilchez - Floral Art & Design, Marketing/Social Media Rachel Ni - Coldwell Banker Homes, Marketing/Fall Fest Alison Ferrell – Paper Caper, Marketing Liaisons from the City of Burlingame Joseph Sanfillipo, Economic Development Department 212 Cash Basis Monday, July 7, 2025 11:43 AM GMT-07:00 1/1 Downtown Burlingame Improvement District Profit and Loss October 2024 - September 2025 TOTAL Income Direct Public Support Fall Fest 2024 Income 31,248.96 Holiday Event Train Sponsorship 2024 2,000.00 Member Dues 2024-2025 74,105.75 Total Direct Public Support 107,354.71 Membership Dues 2023 - 2024 2,786.25 Total Income $110,140.96 GROSS PROFIT $110,140.96 Expenses Marketing and Advertising Hotel Advertising Maps and Schedules 399.34 Total Hotel Advertising 399.34 Street Banners Purchase/Repair/Replace 1,644.43 Total Street Banners 1,644.43 Web Site Hosting 276.00 Total Marketing and Advertising 2,319.77 Member Enhancements Beautification - Labor Light Up Downtown Expenses 29,368.93 Total Beautification - Labor 29,368.93 Total Member Enhancements 29,368.93 Operations 364.66 Contract Services Administrative Assistant 23,999.94 Marketing Assistant 820.00 Total Contract Services 24,819.94 Dues and Subscriptions 1,454.04 Insurance 739.00 Office Supplies_Storage 1,672.00 Total Operations 29,049.64 Special Events Fall Fest 2024 25,833.81 Holiday Event 2024 1,156.99 Wine Walk 2025 Expenses 274.74 Total Special Events 27,265.54 Total Expenses $88,003.88 NET OPERATING INCOME $22,137.08 NET INCOME $22,137.08 213 NOTICE OF PUBLIC HEARING TO CONSIDER PROPOSED ASSESSMENTS FOR THE BURLINGAME AVENUE AREA BUSINESS IMPROVEMENT DISTRICT FOR 2025-26 AND TO DETERMINE WHETHER A MAJORITY PROTEST HAS BEEN MADE PLEASE TAKE NOTICE that on September 15, 2025 at 7:00 p.m., in the Council Chambers, Burlingame City Hall, 501 Primrose Road, Burlingame, the City Council of the City of Burlingame will conduct a public hearing to consider the following: 1. The adoption of a Resolution imposing proposed assessments on businesses in the Burlingame Avenue Area Business Improvement District for the 2025-26 fiscal year, the amounts of those assessments, the types of improvements and activities proposed to be funded by the assessments, and the method and basis of levying the assessments 2. Any and all written protests against said assessments. 3. Whether there are written protests to the proposed assessments by the owners of businesses within the Burlingame Avenue Area Business Improvement District which will pay fifty percent (50%) or more of the total assessments of the entire District. 4. Whether there are written protests to a particular District improvement or activity by the owners of businesses within the Burlingame Avenue Area Business Improvement District which will pay fifty percent (50%) or more of the total assessments of the entire District. The proposed basis for the 2025-26 assessment is the same as that used for the 2024-25 fiscal year. The purposes, programs and activities to be supported by the proposed assessments are descri bed in the Resolution of Intention, a copy of which is available for review at the City Clerk’s Office, 501 Primrose Road, Burlingame California. The public hearing on the proposed Burlingame Avenue Area Business Improvement District programs and the assessments for the 2025-26 fiscal year is set for September 15, 2025 at 7:00 p.m. before the City Council of the City of Burlingame. The meeting is scheduled to be held in the Council Chambers. Members of the public may view the meeting either in-person or by logging into the Zoom meeting through the link published within the meeting agenda on the City’s website, or by accessing the meeting by phone. Access information can be found at www.burlingame.org. At that time, the Council will hear from any interested person who wishes to submit written or oral testimony regarding the proposed assessments. Oral or written protests may be made before or at that public hearing, but no later than the close of the public hearing. See the Resolution of Intention for information on how protests are made and what effect protests have. Further information regarding the proposed assessments may be obtained from the City Clerk at City Hall, 501 Primrose Road, Burlingame, California 94010 (650-558-7203). Written comments and/or written protests may be directed to the City Council, Burlingame City Hall, 501 Primrose Road, Burlingame, CA 94010. 214 1 STAFF REPORT AGENDA NO: 9k MEETING DATE: August 18, 2025 To: Honorable Mayor and City Council Date: August 18, 2025 From: Margaret Glomstad, Parks and Recreation Director – (650) 558-7307 Subject: Approval of Out-of-State Travel for a Parks and Recreation Supervisor to Attend the Vermont Systems 2025 Symposium RECOMMENDATION Staff recommends that the City Council approve out-of-state travel for a Parks and Recreation Supervisor to attend the Vermont Systems 2025 Symposium for training and professional development. BACKGROUND The Vermont Systems Symposium will take place in South Burlington, Vermont, October 21-23, 2025. This conference provides professionals nationwide with training and development opportunities unique to Vermont Systems’ RecTrac program. Session topics include registration system management and design, enrollment customization, patron management, and reporting. DISCUSSION The Vermont Systems Symposium will provide good resources and training to help a Parks and Recreation Supervisor improve their professional expertise and service to the organization. The information received at this conference will also be shared with other Department staff. Section IX.B. of the City’s Purchasing and Contracting Procedures Policy requires City Council approval for out-of-state travel, with the exception of the State of Nevada. Pursuant to the Policy, staff requests that the Council approve the out-of-state travel for the Parks and Recreation Supervisor. FISCAL IMPACT Expenses for this trip are estimated to be approximately $2,500. Sufficient funds for this training are available in the Parks and Recreation Department's operating budget. Exhibit: Vermont Systems Symposium Information Sheet 215 OCTOBER 21-23, 2025 EVENT DETAILS AGENDA Note: Classes are subject to change. A SAMPLE OF AVAILABLE SESSIONS When: October 21-23, 2025 Where: DoubleTree by Hilton Burlington Vermont - 870 Williston Rd, South Burlington, VT 05403 What: 3 days of educational sessions, networking, with breakfast and lunch included each day. Who: Vermont Systems Team (Includes Support, Implementation, Product, Tech/Hosted, and Sales) and YOU! Standard Rate: $1,325 (Includes $250 nonrefundable deposit to secure spot Early Bird Rate: $1,075 (Includes $250 nonrefundable deposit to secure spot) – Deposit must be paid by 7/16/25 Hotel Group Rate: $195.00 per night (Link for booking to be provided after registration) Are You Ready for the 2025 Symposium? TUESDAY OCTOBER 21 WEDNESDAY OCTOBER 22 THURSDAY OCTOBER 23 ADDITIONAL EVENTS & OPPORTUNITIES 8:00 am – 8:30 am Registration & Breakfast 8:00 am – 8:30 am Breakfast 8:00 am – 8:30 am Breakfast • Tuesday night social • Interactive game show • Networking with peers • Product focus groups • 3 educational sessions per time block 8:30 am – 12:00 pm Educational Sessions 8:30 am – 12:00 pm Educational Sessions 8:30 am – 12:00 pm Educational Sessions 12:00 pm – 1:00 pm Lunch 12:00 pm – 1:00 pm Lunch 12:00 pm – 1:00 pm Lunch 1:00 pm – 4:30 pm Educational Sessions 1:00 pm – 4:30 pm Educational Sessions 1:00 pm – 4:30 pm Educational Sessions • Finance Basics (101) • Finance Auditing and Troubleshooting • Datagrids • SuperGrid and the Future of the Pattern Reservations • Discover Rules • Explore Rules • Discover Fees • Explore Fees • Menu Design & Permissions • Bulk Changes • Discover WebTrac • WebTrac Mass and Seasonal Registrations • Reports • Child & Youth Management • Screen Design • Patron Engagement • Touch POS • Introduction to Contracts • Forms • Installment Billing • WebTrac: Minimizing Customer Clicks • Hosted Services • PayTrac • MainTrac • InteliTrac • Kiosk • ePACT 216