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23-122 Tidal Basin for Emergency Planning and Exercise Services
Emergency Planning and Exercise Services Page 1 of 9 Professional/Consulting Contracts /Version: October 2021 PROFESSIONAL/CONSULTING SERVICES AGREEMENT 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Tidal Basin Government Consulting, LLC (“Contractor”), a Corporation for Emergency Planning and Exercise Services, and is effective on the last date signed below (“Effective Date”). 2. SERVICES Contractor agrees to provide the services and perform the tasks (“Services”) set forth in detail in Scope of Services, attached here and incorporated as Exhibit A. Contractor further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. 3. TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on June 30, 2024 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by June 30, 2024. The City’s appropriate department head or the City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City’s purchasing policy. 3.2 Schedule of Performance. Contractor must deliver the Services in accordance with the Schedule of Performance, attached and incorporated here Exhibit B. 3.3 Time is of the essence for the performance of all the Services. Contractor must have sufficient time, resources, and qualified staff to deliver the Services on time. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $174,512.47 (“Contract Price”), based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City. 4.2 Invoices and Payments. Invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty (30) days of completion of Services, Contractor must submit a requisition for final and complete payment of costs and pending claims for Emergency Planning and Exercise Services Page 2 of 9 Professional/Consulting Contracts /Version: October 2021 City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker’s compensation, or other benefits from the City. 5.2 Contractor’s Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed, registered, and/or certified to perform the Services as required by law and have procured a City Business License, if required by the Cupertino Municipal Code. 5.4 Subcontractors. Only Contractor’s employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools, Materials, and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor’s business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. Should any court, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS), the Internal Revenue Service or the State Employment Development Division, determine that Contractor, or any of its employees, agents, or subcontractors, is an employee for any purpose, then Contractor agrees to a reduction in amounts payable under this Agreement, or to promptly remit to City any payments due by the City as a result of such determination, so that the City’s total expenses under this Agreement are not greater than they would have been had the determination not been made. 6. PROPRIETARY/CONFIDENTIAL INFORMATION In performing this Agreement, Contractor may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City information provided by City to Contractor and use it only to perform this Agreement. Emergency Planning and Exercise Services Page 3 of 9 Professional/Consulting Contracts /Version: October 2021 Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium (collectively, “Work Product”), prepared by Contractor in connection with this Agreement will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement, to the extent requested by City. In any case, no Work Product shall be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all Work Product arising out of this Agreement is considered “works for hire” and all copyrights to the Work Product will be the property of City. Alternatively, Contractor assigns to City all Work Product copyrights. Contractor may use copies of the Work Product for promotion only with City’s written approval. 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-contractors prepared or created under this Agreement, to execute or implement any of the following: (a) The original Services for which Contractor was hired; (b) Completion of the original Services by others; (c) Subsequent additions to the original Services; and/or (d) Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides, except for one single-sided original. 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed information of Contractor’s performance, benchmarks and deliverables, which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four (4) years from the date of City’s final payment. Contractor acknowledges that certain documents generated or received by Contractor in connection with the performance of this Agreement, including but not limited to correspondence between Contractor and any third party, are public records under the California Public Records Emergency Planning and Exercise Services Page 4 of 9 Professional/Consulting Contracts /Version: October 2021 Act, California Government Code section 6250 et seq. Contractor shall comply with all laws regarding the retention of public records and shall make such records available to the City upon request by the City, or in such manner as the City reasonably directs that such records be provided. 9. ASSIGNMENT Contractor shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity is considered an assignment of the Agreement and subject to City approval, which shall not be unreasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity. 10. PUBLICITY / SIGNS Any publicity generated by Contractor for the project under this Agreement, during the term of this Agreement and for one year thereafter, will reference the City’s contributions in making the project possible. The words “City of Cupertino” will be displayed in all pieces of publicity, including flyers, press releases, posters, brochures, public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and consultants (“Indemnitees”), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes of action, demands, charges, losses, costs, and expenses (including attorney fees, legal costs, and expenses related to litigation and dispute resolution proceedings) of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations, representations, or warranties; (b) Negligent or willful acts or omissions committed during performance of the Services; (c) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; (d) Unauthorized use or disclosure of City’s confidential and proprietary Information; (e) Claim of infringement or violation of a U.S. patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party. 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim. At City’s request, Contractor will assist City in the defense of a claim, dispute, or lawsuit arising out of this Agreement. 11.3 Contractor’s duties under this section are not limited to the Contract Price, workers’ compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in Emergency Planning and Exercise Services Page 5 of 9 Professional/Consulting Contracts /Version: October 2021 the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee. 11.4. Contractor’s payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, a purchase order, or other transaction. 11.5. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor, or any other person or entity involved by, for, with, or on behalf of Contractor in the performance of this Agreement. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. 11.6. This Section 11 shall survive termination of the Agreement. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit D, and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor’s compensation or terminating the Agreement. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state, and federal laws and regulations applicable to this Agreement. Contractor will promptly notify City of changes in the law or other conditions that may affect the Project or Contractor’s ability to perform. Contractor is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act. 13.2 Labor Laws. Contractor shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a “public works” component, Contractor is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race, religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS), or any other protected classification. Contractor shall comply with all anti-discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777, and 3077.5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or its employees or sub-contractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. Emergency Planning and Exercise Services Page 6 of 9 Professional/Consulting Contracts /Version: October 2021 13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement, in violation of California Government Code Section 1090 et seq. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of Title 2 of the California Code of Regulations. Contractor agrees to abide by the City’s rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or terminating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager. The City assigns Thomas Chin as the City’s representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor. Contractor Project Manager. Subject to City approval, Contractor assigns Stephanie Murphy as its single Representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. Contractor’s Project manager is responsible for coordinating and scheduling the Services in accordance with the Scope of Services and the Schedule of Performance. Contractor must regularly update the City’s Project Manager about the progress with the work or any delays, as required under the Scope of Services. City written approval is required prior to substituting a new Representative. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts therefor at any time. Contractor will be compensated for satisfactory Services performed through the date of abandonment, and will be given reasonable time to assemble the work and close out the Services. With City’s pre-approval in writing, the time spent in closing out the Services will be compensated up to a maximum of ten percent (10%) of the total time expended to date in the performance of the Services. 16. TERMINATION City may terminate this Agreement for cause or without cause at any time. Contractor will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Contractor closes out the Services and delivers the Work Product. 17. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of Emergency Planning and Exercise Services Page 7 of 9 Professional/Consulting Contracts /Version: October 2021 California. Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises, Contractor must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator’s award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal, or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City’s waiver of a breach shall not constitute waiver of another provision or breach. 21. ENTIRE AGREEMENT This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. Any modification of this Agreement will be effective only if in writing and signed by each Party’s authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between any term, clause, or provision of the main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling. 22. INSERTED PROVISIONS Each provision and clause required by law for this Agreement is deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. The Parties will collaborate to implement this Section, as appropriate. 23. HEADINGS The headings in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit, or amplify the terms or provisions of this Agreement. 24. SEVERABILITY/PARTIAL INVALIDITY If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Emergency Planning and Exercise Services Page 8 of 9 Professional/Consulting Contracts /Version: October 2021 Agreement or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this Agreement to carry out its intent. 25. SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated, including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law, and Attorney Fees, shall survive the Agreement and remain in full force and effect. 26. NOTICES All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered or certified, or the next business day following electronic submission: To City of Cupertino Office of the City Manager 10300 Torre Ave. Cupertino, CA 95014 Attention: Thomas Chin Email: ThomasC@cupertino.org To Contractor: Tidal Basin Government Consulting, LLC 126 Business Park Drive, Bldg. #2 Utica, NY 13502 Attention: Stephanie Murphy Email: smurphy@tidalbasin.rphc.com 27. EXECUTION The person executing this Agreement on behalf of Contractor represents and warrants that Contractor has full right, power, and authority to enter into and carry out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Contractor. This Agreement may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CITY OF CUPERTINO CONTRACTOR A Municipal Corporation By By Name Name Title Title Date Date Stephanie Murphy Vice President 10/19/2023 Pamela Wu City Manager 10/19/2023 Emergency Planning and Exercise Services Page 9 of 9 Professional/Consulting Contracts /Version: October 2021 APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Christopher D. Jensen 10/19/2023 EXHIBIT A – SCOPE OF WORK EMERGENCY PLANNING AND EXERCISE SERVICES Page 1 of 4 1.Scope of Work/Purpose Tidal Basin Group (Contractor) shall work with the City of Cupertino (City) to provide evaluative planning services to inform emergency operations and exercise planning. Under the general guidance of the City Manager’s Office and working closely with the Cupertino Office of Emergency Management, the Contractor shall collaborate with various City Departments, Santa Clara County Sheriff’s Office, Santa Clara County Fire Department, regional utility providers, as well as the Santa Clara County Operational Area regional stakeholders to provide the necessary tabletop design services to include planning, design, development, execution, and reporting. The initial concept of the tabletop series will focus on assessing City’s current response capabilities, setting appropriate local capability targets, and developing recommendations for building and sustaining citywide emergency response consistent with FEMA’s THIRA methodology. The Contractor shall conduct an analysis of the preliminary list of threats and hazards from the 2023 Multi-Jurisdictional Hazard Mitigation Plan (MJHMP) to select applicable scenarios—consisting of both natural and human-caused incidents—that would most challenge Cupertino’s capabilities. The analysis will aid in developing a set of standardized impacts around business continuity, response, and stakeholder engagement. Additionally, the Contractor shall make recommendations based on exercise design and After-Action Reports (AAR) for the 2024 update to the City’s Emergency Operations Plan (EOP). 2.Background Information The Office of Emergency Management (OEM) leads effective disaster response and recovery through planning, training, and exercises to minimize the risks to life safety, property, and the environment. OEM designs and conducts exercises every year as part of the City’s Multi-year training and exercise program. Each exercise shall comply with the Homeland Security Exercise and Evaluation Program. The exercises are in a two-year cycle with the first year being a Tabletop Exercise (discussion-based), and the second year seeing a Full-scale Exercise (field responders and Emergency Operations Centers being activated), based on the outcome of the first year’s Tabletop. Scenarios vary from cycle to cycle, some being terrorist related, others centering on natural disasters such as an earthquake or flood. 3.Goals and Outcomes The goal of the exercise series is to increase proficiency in identified core capabilities, enhance multiagency/multidisciplinary response to large-scale emergencies. Through this effort, the City of Cupertino hopes to better understand threats and hazards, assess risks, build and sustain capabilities, reduce vulnerability, identify ways to increase resilience, and strengthen its emergency response to incidents resulting in evacuations, casualties, and infrastructure impacts. The exercise series should assess the ability of the City to serve residents and businesses. Finally, the exercise series should provide recommendations for improvement of the City’s Emergency Operations Plan (EOP). 4.General Requirements for Service Delivery EXHIBIT A EXHIBIT A – SCOPE OF WORK EMERGENCY PLANNING AND EXERCISE SERVICES Page 2 of 4 4.1. Exercise Planning: 4.1.1. Contractor shall facilitate Exercise Planning based on the input from regional working groups to include the following documents and actions using Homeland Security Exercise and Evaluation Program (HSEEP) templates: 4.1.1.1. Concept and Objectives meeting facilitation 4.1.1.2. Initial Planning Meeting facilitation 4.1.1.3. Other planning meetings 4.1.1.4. Mid-Term Planning Meeting facilitation 4.1.1.5. Final Planning Meeting facilitation 4.1.1.6. Evaluator Briefings 4.1.1.7. Player Briefings 4.1.1.8. Safety Briefings 4.1.1.9. VIP Briefings 4.1.1.10. After Action Report (AAR) Meetings 4.1.1.11.Other meeting facilitation as needed 4.1.1.12.Creating a logistical needs assessment 4.1.1.13. Coordinate in-kind contributions based on input from the exercise planning team and working groups to include technology used in exercise control, conduct, and scenarios. 4.1.1.14. Providing meals and water at the exercise locations 4.1.1.15. Align exercise objectives with Core Capabilities as identified by the working groups and exercise planning team. 4.2. Tabletop Exercise Series Design and Conduct 4.2.1. Contractor shall utilize After Action Reports and Improvement Plans from previous City exercises and lessons learned from the Santa Clara County Operational Area as well as a local working group input to provide logistical for an HSEEP compliant tabletop exercise series. Cumulating exercise may coincide with the annual regional exercise in May 2024. 4.2.2. Contractor shall work at the direction of the City Manager’s Office 4.2.3. Contractor shall develop a schedule of exercises consistent with planning meetings. 4.2.3.1. One risk assessment workshop 4.2.3.2. One tabletop exercise 4.2.3.3. One comprehensive tabletop exercise 4.2.4. The tabletop exercise shall include participants from multiple disciplines, to include: 4.2.4.1. City of Cupertino Departments and Programs • City Manager’s Office • City Attorney • Administration • Community Development • Innovation and Technology • Parks and Recreation • Public Works EXHIBIT A EXHIBIT A – SCOPE OF WORK EMERGENCY PLANNING AND EXERCISE SERVICES Page 3 of 4 4.2.4.2. Santa Clara County Sheriff’s Office 4.2.4.3. Santa Clara County Fire Department 4.2.4.4. Cupertino Citizen Corps • Community Emergency Response Team • Medical Reserve Corps • Cupertino Amateur Radio in Emergency Services 4.2.4.5. Santa Clara County Public Health 4.2.4.6. Santa Clara County Emergency Medical Services 4.2.4.7. Cupertino Chamber of Commerce 4.2.4.8. Collaborating Agencies’ Disaster Relief Effort 4.2.4.9. Other agencies/disciplines as determined by the exercise design team. 4.2.5. Contractor shall provide an online system for registration, check in, and relevant forms and agreements for exercise participants, facilitators, evaluators, controllers, observers, VIPs, and observers. 4.2.6. Contractor shall provide badging and identification for exercise participants, evaluators, facilitators, and observers. 4.2.7. Contractor shall provide breakfast and lunch for up to 100 participants. 4.2.8. Contractor shall facilitate an immediate hotwash. 4.2.9. Contractor shall host an After-Action Report meeting in order to produce an AAR and Improvement Plan 4.2.10. Contractor shall provide data analytics and graphical information regarding findings and recommendations. 4.3. Emergency Operations Plan Assessment and Recommendations 4.3.1. Contractor shall review and assess the 2019 Cupertino Emergency Operations Plan (EOP). 4.3.2. Contractor shall conduct a gap analysis oof the 2019 EOP and related annexes/appendices and crosswalk them to current local, state and national standards, to include California Office of Emergency Services (CalOES) EOP requirements and the Standardized Emergency Management System (SEMS). 4.3.3. Contractor shall utilize the AAR and Improvement Plan from the tabletop exercise series, as well as working group input, to develop recommendations for EOP. 4.3.4. Contractor shall provide a preliminary EOP recommendations report. 4.3.5. Contractor shall work in coordination as directed by City Manager’s Office. 4.3.6. Contractor shall complete an EOP Assessment and Recommendations Report. 5. Reporting Requirements 5.1. Contractor shall provide monthly progress reports in a format approved by County to include the following information: 5.1.1. Status of exercise design process 5.1.2. Project milestones met 5.1.3. Changes to the scope of the exercise 5.1.4. Logistics or budget updates 5.2. Monthly progress reports are due the 20th of the month following the month of service. 5.3. Contractor shall complete an AAR and Improvement Plan for the tabletop exercise EXHIBIT A EXHIBIT A – SCOPE OF WORK EMERGENCY PLANNING AND EXERCISE SERVICES Page 4 of 4 series. 6. Documentation Requirements 6.1. Contractor shall provide the City Manager’s Office with documentation related to the exercise such as, but not limited to: 6.1.1. Hold Harmless agreements 6.1.2. Exercise Plan (Ex-Plan) 6.1.3. Master Scenario Event List (MSEL) 6.1.4. Controller/Evaluator Handbook 6.1.5. After Action Report/Improvement Plan 6.1.6. EOP Assessment and Recommendations Report 7. Invoice Requirements 7.1. Contractor shall provide invoices as needed during the term of the agreement based upon completion of milestones. 7.2. Invoices shall include a description of the services being invoiced and provide any supporting documentation, if applicable. EXHIBIT A EXHIBIT B – SCHEDULE OF PERFORMANCE EMERGENCY PLANNING AND EXERCISE SERVICES Page 1 of 1 DELIVERABLE TIME PERIOD Phase 1: Project Initiation Task 1.1 – Project Kickoff Meeting October 2023 Phase II: Exercise Planning and Design Task 2.1 Develop exercise schedule November 2023 Task 2.2 Risk Assessment Workshop December 2023 Task 2.3 Concept and Objectives/Initial Planning Meeting December 2023 Task 2.4 Midterm Planning Meeting January 2024 Task 2.5 Final Planning Meeting February 2024 Phase III: Exercise Conduct, Evaluation, and Improvement Planning Task 3.1 Pre-Exercise Briefings for Tabletop 1 March 2024 Task 3.2 Exercise Facilitation for Tabletop 1 Task 3.3 Post-Exercise Hotwash for Tabletop 1 Task 3.4 Pre-Exercise Briefings for Tabletop 2 May 2024 Task 3.5 Exercise Facilitation for Tabletop 2 Task 3.6 Post-Exercise Hotwash for Tabletop 2 Task 3.4 Draft Improvement Plan (IP) June 2024 Task 3.5 After Action Meeting/IP Workshop June 2024 Task 3.6 Deliver Final IP July 2024 Phase IV: EOP Assessment and Recommendations Task 4.1 EOP Assessment and Preliminary Recommendations January 2024 Task 4.2 Final EOP Assessment and Recommendation Report May 2024 EXHIBIT B EXHIBIT C – COMPENSATION EMERGENCY PLANNING AND EXERCISE SERVICES Page 1 of 1 Contractor shall provide invoices as needed during the term of the agreement based upon completion of milestones. Invoices shall include a description of the services being invoiced and provide any supporting documentation, if applicable. The following table provides for the maximum compensation for the agreement and the associated deliverable compensation. Deliverables are inclusive of all tasks, services, travel (if necessary), and other direct costs. DELIVERABLE COMPENSATION Phase 1: Project Initiation $31,402.03 Phase II: Exercise Planning and Design $54,774.35 Phase III: Exercise Conduct, Evaluation, and Improvement Planning $68,564.29 Phase IV: EOP Assessment and Recommendations $19,771.79 MAXIMUM COMPENSATION $174,512.47 EXHIBIT C Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 1 Form Updated Jan. 2022 Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a. It shall be a requirement that any available insurance proce eds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Consultant's policy shall be "primary and non -contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 10 (04/13). c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such cov erage shall also apply on a primary basis for the benefit of City before the City’s own insurance or self - insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers’ Compensation: As required by the State of California, with Statutory Limits and Employer’s Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease. ◻ Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant’s profession, with limits no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the Services. EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 2 Form Updated Jan. 2022 OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers (“Additional Insureds”) are to be covered as additional insureds on Consultant’s CGL and automobile liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant’s insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions are used). Primary Coverage Coverage afforded to City/Additional Insureds shall be primary insurance. Any insurance or self -insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant’s insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Consultant, its employees, agents and subconsultants. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City. At City’s option, either: the insurer must reduce or eliminate the deductible or self -insured retentions as respects the City/Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the insured or the City. Acceptability of Insurers Insurers must be licensed to do business in California with an A.M. Best Rating of A-VII, or better. Verification of Coverage Consultant must furnish acceptable insurance certificates and mandatory endorsements (or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements prior to commencement of the Contract. City retains the right t o demand verification of compliance at any time during the Contract term. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant’s insurance policies. Higher Insurance Limits If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Consultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature of the risk, prior experience, insurer or other special circumstances, with not less than ninety (90) days prior written notice. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 9/11/2023 Gilroy Kernan & Gilroy 210 Clinton Rd New Hartford NY 13413 315-768-8888 315-768-8600 Service@gkgrisk.com Federal Insurance Co.20281 RISIPHO-02 ACE American Ins Co 22667Tidal Basin Government Consulting LLC 126 Business Park Drive Utica NY 13502 Crum & Forster Insurance Company 44520 Chubb Indemnity Insurance Co.12777 Allied World Surp Lines Ins Co 24319 1515306122 A X 1,000,000 X 1,000,000 X 10,000 1,000,000 2,000,000 X X Y Y 0036062962 6/1/2023 6/1/2024 2,000,000 A 1,000,000 X X Y Y 0073618689 6/1/2023 6/1/2024 A X X 20,000,000Y781850026/1/2023Y 6/1/2024 20,000,000 X 10,000 D X N Y 0071768324 6/6/2023 6/6/2024 1,000,000 1,000,000 1,000,000 E B C E&O Cyber Excess Cyber 0312-0990 F146124395 EOL239537 6/1/2023 12/18/2022 12/18/2022 6/1/2024 12/18/2023 12/18/2023 E&O Cyber Excess Cyber 5M/5M 5M/5M 5M The Errors and Omissions coverage deductible is $100,000 Certificate Holder is listed as additional insured on a primary and non-contributory basis. Waiver of Subrogation applies. 30 Days notice of cancellation CITY OF CUPERTINO 10300 Torre Avenue Cupertino CA 95014 ACORD® I ~ I f--□ □ f-- f-- Fl □ □ f-- f--~ f--f-- f--f-- f--H I I I I I □ I CHLJBBm Policy Conditions Endorsement Policy Period Effective Date Policy Number Insured Name of Company Date Issued JUNE 1, 2023 TO JUNE 1, 2024 AUGUST 22, 2023 3606-29-62 ROC TIDAL BASIN HOLDCO, LLC FEDERAL INSURANCE COMP ANY AUGUST 29, 2023 This Endorsement applies to the following forms: PROPERTY DECLARATIONS LIABILITY DECLARATIONS CRIME DECLARATIONS Named Insured Polley Conditions Form 80-02-9301 (Ed. 2·98) The Named Insured is amended to include the following: TIDAL BASIN HOLDCO, LLC TIDAL BASIN GOVERNMENT CONSULTING LLC TIDAL BASIN FEDERAL LLC TIDAL BASIN CARIBE LLC RISING PHOENIX MANAGEMENT GROUP LLC ADJUSTERS INTERNATIONAL PUERTO RICO LLC ADJUSTERS INTERNATIONAL, INC. PARATUS MANAGMENT PARTNERS LLC TIDAL BASIN COMMERCIAL SERVICES LLC ADJUSTER INTERNATIONAL CONSULTING LLC TIDAL BASIN GROUP, INC. TB MOSAIC FINANCIAL LLC TIDAL BASIN HOLDINGS LLC TB TECHNOLOGIES, LLC RISING PHOENIX HOLDINGS CORPORATION CAPRARO TECHNOLOGIES, INC. RP ENTERPRISE SOLUTIONS, LLC TB CUSTOMER RELATIONS, LLC TIDAL BASIN MBI, LLC ALLIANCE FOR THE RECOVERY OF PUERTO RICO MOSAIC ACCOUNTING, LLC CTI ACQUISITION CO, LLC Named Insured Endorsement continued Page 1 Policy Conditions (continued) Policy Conditions Form 80-02-9301 (Ed. 2-98) All other terms and conditions remain unchanged. Authorfzed Representative Named fnsured last page Endorsement Page2 Liability Insurance Endorsement Policy Period Effective Date Policy Number Insured Name of Company Date Issued ruNE 1, 2023 TO ruNE 1, 2024 ruNE 1, 2023 3606-29-62 ROC RISING PHOENIX HOLDINGS CORPORATION FEDERAL INSURANCE COMP ANY ruNE8, 2023 This Endorsement applies to the following forms: GENERAL LIABILITY Who Is An Insured Additional Insured - Scheduled Person Or Organization Liability Insurance Form 80-02-2367 (Rev. 5-07) Under Who Is An Insured, the following provision is added. Persons or organizations shown in the Schedule are insureds; but they are insureds only if you are obligated pursuant to a contract or agreement to provide them with such insurance as is afforded by this policy. However, the person or organization is an insured only: • if and then only to the extent the person or organization is described in the Schedule; • to the extent such contract or agreement requires the person or organization to be afforded status as an insured; • for activities that did not occur, in whole or in part, before the execution of the contract or agreement; and • with respect to damages, loss, cost or expense for injury or damage to which this insurance applies. No person or organization is an insured under this provision: • that is more specifically identified under any other provision of the Who Is An Insured section (regardless of any limitation applicable thereto). • with respect to any assumption of liability (of another person or organization) by them in a contract or agreement. This limitation does not apply to the liability for damages, loss, cost or expense for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. Additional Insured -Scheduled Person Or Organization continued Endorsement Page 1 Liability Endorsement (continued) Conditions Other Insurance - Primary, Noncontributory Insurance -Scheduled Person Or Organization Liability Insurance Form 80-02-2367 (Rev. 5-07) Under Conditions, the following provision is added to the condition titled Other Insurance. If you are obligated, pursuant to a contract or agreement, to provide the person or organization shown in the Schedule with primary insurance such as is afforded by this policy, then in such case this insurance is primary and we will not seek contribution from insurance available to such person or organization. Schedule Persons or organizations that you are obligated, pursuant to a contract or agreement, to provide with such insurance as is afforded by this policy. All other terms and conditions remain unchanged. Authorized Representative Additional Insured -Scheduled Person Or Organization last page Endorsement Page 2 POLICY NUMBER: ( 2 3 ) 7 3 6 1-8 6 -8 9 COMMERCIAL AUTO CA20481013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds " for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. I Narred Insured: Endorsement Eflectiw Dae: SCHEDULE Name Of Person( s) Or Organization( s): COVERAGE PROV I DED FOR ANY PERSON OR ORGANIZATION WH EN REQUIRED BY WRITTEN CONTRACT Information reauired to complete this Schedule if not shown above will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured " for Covered Autos Liability Coverage, but only to t he extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I -Covered Autos Coverages of the Auto Dealers Coverage Form. CA20481013 © Insurance Services Office, Inc., 2011 Page 1 of 1 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 06-06-23 Policy No. 71768324 Endorsement No. Insured RISING PHOENIX HOLDINGS CORPORATION Premium $ Incl. Insurance Company Chubb Indemnity Insurance Company Countersigned By WC 42 03 04 B (Ed. 6-14) © Copyright 2014 National Council on Compensation Insurance, Inc. All Rights Reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 42 03 04 B (Ed. 6-14) TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. () Specific Waiver Name of person or organization () Blanket Waiver ANY PERSON OR ORGANIZATION FOR WHOM THE NAMED INSURED HAS AGREED BY WRITTEN CONTRACT TO FURNISH THIS WAIVER 2. Operations: ALL TEXAS OPERATIONS 3. Premium: The premium charge for this endorsement shall be 2% percent of the premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Advance Premium: Insured Copy This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 06-06-23 Policy No. 71768324 Endorsement No. Insured RISING PHOENIX HOLDINGS CORPORATION Premium $ Incl. Insurance Company Chubb Indemnity Insurance Company Countersigned By WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed. 4-84) WC 00 03 13 (Ed. 4-84) © 1983 National Council on Compensation Insurance. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss. For policies or exposure in Missouri: Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. Insured Copy Emergency Planning and Exercise Services Final Audit Report 2023-10-19 Created:2023-10-11 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAKnoPUnQYymoGFM49Cj8ROksJANjyz650 "Emergency Planning and Exercise Services" History Document created by City of Cupertino (webmaster@cupertino.org) 2023-10-11 - 6:35:01 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2023-10-11 - 6:40:49 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2023-10-11 - 7:14:14 PM GMT - Time Source: server- IP address: 71.204.144.228 Document emailed to Stephanie Murphy (smurphy@tidalbasin.rphc.com) for signature 2023-10-11 - 7:14:16 PM GMT Email viewed by Stephanie Murphy (smurphy@tidalbasin.rphc.com) 2023-10-11 - 8:14:10 PM GMT- IP address: 65.184.165.48 Email viewed by Stephanie Murphy (smurphy@tidalbasin.rphc.com) 2023-10-19 - 8:28:25 PM GMT- IP address: 65.184.165.48 Document e-signed by Stephanie Murphy (smurphy@tidalbasin.rphc.com) Signature Date: 2023-10-19 - 8:48:29 PM GMT - Time Source: server- IP address: 65.184.165.48 Document emailed to Pamela Wu (pamelaw@cupertino.org) for signature 2023-10-19 - 8:48:32 PM GMT Email viewed by Pamela Wu (pamelaw@cupertino.org) 2023-10-19 - 8:52:32 PM GMT- IP address: 104.47.73.254 Document e-signed by Pamela Wu (pamelaw@cupertino.org) Signature Date: 2023-10-19 - 8:52:57 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to christopherj@cupertino.org for signature 2023-10-19 - 8:52:59 PM GMT Email viewed by christopherj@cupertino.org 2023-10-19 - 8:53:36 PM GMT- IP address: 104.47.73.126 Signer christopherj@cupertino.org entered name at signing as Christopher D. Jensen 2023-10-19 - 9:01:19 PM GMT- IP address: 64.165.34.3 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2023-10-19 - 9:01:21 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2023-10-19 - 9:01:24 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2023-10-19 - 9:06:13 PM GMT- IP address: 104.28.123.101 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2023-10-19 - 9:12:55 PM GMT - Time Source: server- IP address: 162.245.20.145 Agreement completed. 2023-10-19 - 9:12:55 PM GMT