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23-133 Nickell Fire Protection, Inc. for Suppression System InspectionsNickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 1 of 12 ON-CALL PUBLIC WORKS CONTRACT WITH NICKELL FIRE PROTECTION, INC. 1. PARTIES This On-Call Public Works Contract (“Contract”) is made by and between the City of Cupertino, a municipal corporation (“City”), and Nickell Fire Protection, Inc. (“Contractor”) a Corporation for Nickell Fire Protection, Inc. for Suppression System Inspections, and is effective on the last date signed below (“Effective Date”). 2. SCOPE OF WORK 2.1 Scope of Work. Contractor will perform and provide all labor, materials, equipment, supplies, transportation and any other items or work necessary to perform and complete the work described in the Scope of Work (“Work”), attached and incorporated here as Exhibit A, on an as- needed basis. The Work must comply with this Contract and with each Service Order issued by the City’s Project Manager or his/her designee, in accordance with the following procedures, unless otherwise specified in Exhibit A. Contractor further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. 2.2 Service Orders. Before issuing a Service Order, the City Project Manager will request that Work be done in writing and hold a meeting with Contractor to discuss the Service Order. Contractor will submit a written proposal that includes a specific Scope of Work, Schedule of Performance, and Compensation, which the Parties will discuss. Thereafter, City will execute a Service Order Form for the Work, attached and incorporated here as Exhibit B. The Service Order will specify the Scope of Work, Schedule of Performance, Compensation, and any other conditions applicable to the Service Order. Issuance of a Purchase Order is discretionary. The City Project Manager is authorized to streamline these procedures based on the City’s best interests. In particular, in emergency situations, the City Project Manager may execute a Service Order for emergency work based on oral conversations with the Contractor, without adhering to the full process outlined in this section. Contractor will not be compensated for Work performed without a duly authorized and executed Service Order. 3. TIME OF PERFORMANCE 3.1 Term. This Contract begins on the Effective Date and ends on November 28, 2026 (“Contract Time”), unless terminated earlier as provided herein. The City’s appropriate department head or City Manager may extend the Contract Time through a written amendment to this Contract, 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 complete the Work within the time specified in each Service Order, and under no circumstances should the Work go beyond the Contract Time. Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 2 of 12 3.3 Time is of the essence for the performance of all the Work required in this Contract and in each Service Order. Contractor must have sufficient time, resources, and qualified staff to deliver the Work on time. Contractor must respond promptly to each Service Order request. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Work based upon actual costs and capped so as not to exceed $60,000.00 (“Contract Price”), based upon the Scope of Work in Exhibit A and the budget and rates included. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. 4.2 Per Service Order. Compensation for Work provided under a Service Order will be based on the rates set forth in the Service Order, which shall not exceed the capped amount specified in the Service Order. 4.3 Invoices and Payments. Contractor must submit an invoice on the first day of each month, describing the Work performed during the preceding month, itemizing labor, materials, equipment, and any incidental costs incurred. Contractor will be paid ninety-five percent (95%) of the undisputed amounts billed within thirty (30) days after City receives a properly submitted invoice. Any retained amounts will be included with Contractor’s final payment within sixty (60) days of City’s acceptance of the Work pursuant to a specific Service Order as complete. 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 Work and for the persons hired to work under this Contract. 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 Work 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 Work as required by law and have procured a City Business License, if required by the Cupertino Municipal Code. Contractor shall possess a California Contractor’s License in good standing for the following classification(s): , which must remain valid for the entire Contract Time. 5.4 Subcontractors. Only Contractor’s employees are authorized to work under this Contract. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Contract will apply to any approved subcontractor. 5.5 Tools, Materials, and Equipment. Contractor will supply all tools, materials, and equipment required to perform the Work under this Contract. 5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Contract and any similar federal or state taxes. Contractor Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 3 of 12 and any of its employees, agents, and subcontractors shall not have any claim under this Contract 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 Contract, 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 Contract are not greater than they would have been had the determination not been made. 6. CHANGE ORDERS Amendments and change orders must be in writing and signed by City and Contractor. Contractor’s request for a change order must specify the proposed changes in the Work, Contract Price, and Contract Time. Each request must include all the supporting documentation, including but not limited to plans/drawings, detailed cost estimates, and impacts on schedule and completion date. 7. ASSIGNMENTS; SUCCESSORS Contractor shall not assign, hypothecate, or transfer this Contract 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 Contract 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. This Contract is binding on Contractor, its heirs, successors, and permitted assigns. 8. PUBLICITY / SIGNS Any publicity generated by Contractor for the Project during the Contract Time, and for one (1) year thereafter must credit City contributions to the Project. The words “City of Cupertino” must be displayed in all pieces of publicity, flyers, press releases, posters, brochures, interviews, public service announcements, and newspaper articles. No signs may be posted or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 9. SUBCONTRACTORS 9.1 Contractor must perform all the Work with its own forces, except that Contractor may hire qualified subcontractors to perform up to % of the Work under any give Service Order, provided that each subcontractor is required by contract to be bound by the provisions of this Contract and any applicable Service Order. Contractor must provide City with written proof of compliance with this provision upon request. Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 4 of 12 9.2 City may reject any subcontractor of any tier and bar a subcontractor from performing Work on the Project, if City in its sole discretion determines that subcontractor’s Work falls short of the requirements of this Contract or constitutes grounds for rejection under the Public Contract Code. If City rejects a subcontractor, Contractor at its own expense must perform the subcontractor’s Work or hire a new subcontractor that is acceptable to City. A Notice of Completion must be recorded within fifteen (15) days after City accepts the Work under a particular Service Order if the Work involves work by subcontractors. 10. RECORDS AND DAILY REPORTS 10.1 Contractor must maintain daily reports of the Work and submit them to City upon request and at completion of Work pursuant to a Service Order. The reports must describe the Work and specific tasks performed, the number of workers, the hours, the equipment, the weather conditions, and any circumstances affecting performance. City will have ownership of the reports, but Contractor will be permitted to retain copies. 10.2 If applicable, Contractor must keep a separate set of as-built drawings showing changes and updates to the Scope of Work or the original drawings as changes occur. Actual locations to scale must be identified for all major components of the Work, including mechanical, electrical and plumbing work; HVAC systems; utilities and utility connections; and any other components City determines should be included in the final drawings of the Project. Deviations from the original drawings must be shown in detail, and the location of all main runs, piping, conduit, ductwork, and drain lines must be shown by dimension and elevation. 10.3 Contractor must maintain complete and accurate accounting records of its Work, in accordance with generally accepted accounting principles, which must be available for City review and audit, kept separate from other records, and maintained for four (4) years from the date of City’s final payment. 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 Contractors (“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 Contract or in any manner relating to any of the following: (a) Breach of contract, obligations, representations or warranties; (b) Performance or nonperformance of the Work or of any obligations under the Contract by Contractor, its employees, agents, servants, or subcontractors; (c) Payment or nonpayment by Contractor or its subcontractors or sub-subcontractors for Work performed on or off the Project Site; and (d) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors. Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 5 of 12 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, in accordance with California Public Contract Code Section 9201. At City’s request, Contractor will assist City in the defense of a claim, dispute, or lawsuit arising out of this Contract. 11.3 Contractor’s duties under this entire Section 11 are not limited to Contract Price, Workers’ Compensation, or other employee benefits, or the insurance and bond coverage required in this Contract. Nothing in the Contract shall be construed to give rise to any implied right of indemni ty in favor of Contractor against City or any other 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 Contract, 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 Contract. 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 Contract. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit C, and must maintain the insurance for the Contract Time, or longer as required by City. City will not execute the Contract 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 Contract. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state, and federal laws and regulations applicable to this Contract. 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 Work, as required by the Immigration Reform and Control Act. 13.2 Labor Laws. a. The following provisions apply to any Service Order of $1,000 or more: i.In General. For purposes of California labor law, this is a public works contract subject to the provisions of Part 7 of Division 2 of the California Labor Code (Sections 1720 et seq.). In accordance with Labor Code Section 1771, Contractor and all subcontractors shall pay not less than current prevailing wage rates as determined by the California Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 6 of 12 Department of Industrial Relations (“DIR”) to all workers employed on this project. In accordance with Labor Code Section 1815, Contractor and all subcontractors shall pay all workers employed on this project 1 ½ the basic rate of pay for work performed in excess specified hour limitations. The work performed pursuant to this Contract is subject to compliance monitoring and enforcement by the Department of Industrial Relations. ii.Registration. Contractor and all subcontractors shall not engage in the performance of any work under this Contract unless currently registered and qualified to perform public work pursuant to section 1725.5 of the California Labor Code. Contractor represents and warrants that it is registered and qualified to perform public work pursuant to section 1725.5 of the Labor Code and will provide its DIR registration number, along with the registration numbers of any subcontractors as required, to the City. iii.Posting. Contractor shall post at the job site the determination of the DIR director of the prevailing rate of per diem wages together with all job notices that are required by regulations of the DIR. iv.Reporting. Contractor and any subcontractors shall keep accurate payroll records in accordance with Section 1776 of the Labor Code and shall furnish the payroll records directly to the Labor Commissioner in accordance with the law. v.Report on Prevailing Rate of Wages. The City has obtained the general prevailing rate of per diem wages in the vicinity of the project for each type of worker needed, a copy of which is on file at the City of Cupertino City Hall, and shall be made available to any interested party upon request. vi.Employment of Apprentices. Contractor’s attention is directed to the provisions in Sections 1777.5 and 1777.6 of the Labor Code concerning the employment of apprentices by the Contractor or any subcontractor. It shall be the responsibility of the Contractor to effectuate compliance on the part of itself and any subcontractors with the requirements of said sections in the employment of apprentices. Information relative to apprenticeship standards, wage schedules, and other requirements may be obtained from the Director of Industrial Relations, ex-officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. vii.Penalties. Contractor’s attention is directed to provisions in Labor Code Sections 1775 and 1813. In accordance with Labor Code Section 1775, Contractor and subcontractors may be subject to penalties for Contractor’s and subcontractors’ failure to pay prevailing wage rates. In accordance with Labor Code Section 1813, Contractor or subcontractors may be subject to penalties for Contractor’s or subcontractors’ failure to pay overtime pay rates for hours worked by workers employed on this project in excess specified hour limitations. b. Contractor must compensate workers who are paid less than prevailing wages or required to work more than a legal day’s work. Contractor will also be required to pay City a penalty of $ per worker for each day of violation. c. As required by Labor Code Section 1861, by signing this Contract Contractor certifies as follows: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self- insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the work of this contract.” Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 7 of 12 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 Se ctions 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 Contractor’s employees or subcontractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 13.4 Conflicts of Interest. Contractor, its employees, subcontractors, servants, and agents, may not have, maintain, or acquire a conflict of interest in relation to this Contract in violation of law, including Government Code section 1090 and Government Code section 81000 and their accompanying regulations. No officer, official, employee, consultant, or other agent of the City (“City Representative”) may have, maintain, or acquire a “financial interest” in the Contract, as that term is defined by state law, or in violation of a City ordinance or policy while servin g as a City Representative or for one year thereafter. Contractor, its employees, subcontractors, servants, and agents warrant they are not employees of City nor do they have any relationship with City officials, officers, or employees that creates a conflict of interest. Contractor may be required to file a conflict of interest form if it 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 City rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of this Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements, or terminating this Contract. City reserves all other rights and remedies available under the law and this Contract, including the right to seek indemnification under Section 11 of this Contract. 14. BONDS For any Service Order of $25,000 or more, Contractor must obtain a payment bond and a performance bond, each in the penal sum of 100% of the compensation pursuant to the Service Order, using the Bond Forms attached and incorporated here as Exhibit D. Each bond must be issued by a surety admitted in California, with a financial rating from A.M. Best Company of Class A- or higher, or as otherwise acceptable to City. If an issuing surety cancels a bond or becomes insolvent, Contractor must provide a substitute bond from a surety acceptable to City within seven (7) calendar days after written notice from City. If Contractor fails to do so, City may in its sole discretion and without prior notice, purchase bonds at Contractor’s expense, deduct the cost from payments due Contractor, or terminate the Service Order or Contract. City will not authorize work under a Service Order until the required bonds are submitted. 15. UTILITIES, TRENCHING, AND EXCAVATION 15.1 Contractor must call the Underground Service Alert (“USA”) 811 hotline and request marking of utility locations before digging or commencing Work. For underground service alerts Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 8 of 12 for street lighting and traffic signal conduits, City’s Service Center must be called at (408) 777- 3269. Government Code Section 4215 requires Contractor to notify City and Utility in writing if it discovers utilities or utility facilities not identified in the Contract. 15.2 Pursuant to Government Code Section 7104, Contractor must stop work, notify City in writing, and wait for instructions if one of the conditions below is found at the worksite. City will work with Contractor to amend the Contract or issue a change order if the discovered conditions materially change the Work/Performance, Contract Time or Contract Price. (a) Material believed to be hazardous waste under Health and Safety Code Section 25117, and which requires removal to a Class I, Class II, or Class III disposal site pursuant to law; (b) Subsurface or latent physical conditions at the Project worksite differing from those indicated by information about the worksite made available to Contractor; and (c) Unknown physical conditions at the Project worksite of any unusual nature, materially different from those ordinarily encountered and from those generally recognized as inherent in the character of the Work. 15.3 For Service Orders where compensation is $25,000 or higher that require excavation or involve trenches five feet or more in depth, Contractor must submit a detailed plan for City approval, per Labor Code Section 6705, prior to commencing work. The plan must show the design of shoring, bracing, sloping, and other provisions for worker protection from caving ground and other hazards. The protective system must comply with all Construction Safety Orders. If the plan varies from shoring system standards, it must be prepared by a registered civil or structural engineer. 16. URBAN RUNOFF MANAGEMENT 16.1 All Work must fully comply with federal, state, and local laws and regulations concerning storm water management. Contractor must avoid creating excess dust when breaking asphalt or concrete and during excavation and grading. If water is used for dust control, Contractor will use only the amount of water necessary to dampen the dust. Contractor will take all steps necessary to keep wash water out of the streets, gutters, and storm drains. Prior to the st art of the Work, Contractor will implement erosion and sediment controls to prevent pollution of storm drains, and must upgrade and maintain these controls based on weather conditions or as otherwise required by City. These controls must be in place during the entire Contract Time and must be removed at the end of construction and completion of the Work. Such controls must include, but will not be limited to, the following requirements: (a) Install storm drain inlet protection devices such as sand bag barriers, filter fabric fences, and block and gravel filters at all drain inlets impacted by construction. During the annual rainy season, October 15 through June 15, storm drain inlets impacted by construction work must be filter-protected from onsite de-watering activities and saw-cutting activities. Shovel or vacuum saw-cut slurry and remove from the Work site; (b) Cover exposed piles of soil or construction material with plastic sheeting. Store all construction materials in containers; (c) Sweep and remove all materials from paved surfaces that drain to streets, gutters and storm drains prior to rain and at the end of each work day. When the Work is completed, wash the streets, collect and dispose of the wash water offsite in lawful manner; Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 9 of 12 (d) After breaking old pavement, remove debris to avoid contact with rainfall/runoff; (e) Maintain a clean work area by removing trash, litter, and debris at the end of each work day and when Work is completed. Clean up any leaks, drips, and other spills as they occur. These requirements must be used in conjunction with the California Stormwater Quality Association and California Best Management Practices Municipal and Construction Handbooks, local program guidance materials from municipalities, and any other applicable documents on stormwater quality controls for construction. Contractor’s failure to comply with this Section will result in the issuance of noncompliance notices, citations, Work stop orders and regulatory fines. 17. PROJECT COORDINATION City Project Manager. The City assigns Nathan Vasquez as the City’s representative for all purposes under this Contract, with authority to oversee the progress and performance of the Scope of Work. 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 Jose Gonzalez as its single Representative for all purposes under this Contract, with authority to oversee the progress and performance of the Work. Contractor’s Project manager is responsible for coordinating and scheduling the Work in accordance with City instructions, service orders, and the Schedule of Performance. Contractor must regularly update the City’s project manager about the status, progress and any delays with the work. City’s written approval is required prior to Contractor substituting a new Representative which shall result in no additional costs to City. 18. ABANDONMENT AND TERMINATION 18.1 City may abandon or postpone the Work or parts thereof at any time. Contractor will be compensated for satisfactory Work performed through the date of abandonment and will be given reasonable time to close out Work under a Service Order. With City’s pre-approval in writing, the time spent in closing out Work under a Service Order will be compensated up to ten percent (10%) of the total time expended in performing the Work. 18.2 City may terminate the Contract for cause or without cause at any time. Contractor will be paid for satisfactory Work rendered through the termination date and will be given reasonable time to close out the Work. 18.3 Final payment will not be made until Contractor delivers the Work and provides records documenting the Work, products, and deliverables completed. 19. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION This Contract is governed by the laws of State of California. Venue for any legal action shall be the Superior Court of the County of Santa Clara, California. The dispute resolution procedures of Public Contract Code Section 20104, et seq., incorporated here by reference, apply to this Contract and Contractor is required to continue the Work pending resolution of any dispute. Prior to filing a lawsuit, Contractor must comply with the claim filing requirements of the California Government Code. If the Parties elect arbitration, the arbitrator’s award must be supported by law and substantial Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 10 of 12 evidence and include detailed written findings of law and fact. 20. 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 Contract, the prevailing party will be entitled to reasonable attorney fees and costs. 21. SIGNS/ADVERTISEMENTS No signs may be displayed on or about City’s property, except signage which is required by law or by the Contract, without City’s prior written approval as to size, design and location. 22. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Contract. 23. WAIVER Neither acceptance of the Work 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. 24. WARRANTY Contractor warrants that materials and equipment used will be new, of good quality, and free from defective workmanship and materials, and that the Work will be free from material defects not intrinsic in the design or materials. All Work, materials, and equipment should pass to City free of claims, liens, or encumbrances. Contractor warrants the Work and materials for one year from the date of City’s acceptance of the Work as complete (“Warranty Period”), except when a longer guarantee is provided by a supplier, manufacturer or is required by this Contract. During the Warranty Period, Contractor will repair or replace any Work defects or materials, including damage that arises from Contractor’s Warranty Work, except any wear and tear or damage resulting from improper use or maintenance. 25. ENTIRE AGREEMENT This Contract and the attachments, documents, and statutes attached, referenced, or expressly incorporated herein, including authorized amendments or change orders constitute the final and complete contract between City and Contractor with respect to the Work and the Project. No oral contract or implied covenant will be enforceable against City. If there is any inconsistency between any term, clause, or provision of the main Contract and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Contract shall prevail and be controlling. 26. SEVERABILITY/PARTIAL INVALIDITY If a court finds any term or provision of this Contract to be illegal, invalid, or unenforceable, the legal portion of said provision and all other contract provisions will remain in full force and effect. Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 11 of 12 27. SURVIVAL The contract provisions which by their nature should survive the Contract or Completion of Project, including without limitation all provisions regarding warranties, indemnities, payment obligations, insurance, and bonds, shall remain in full force and effect after the Work is completed or Contract ends. 28. INSERTED PROVISIONS Each provision and clause required by law for this Contract 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. 29. HEADINGS The headings in this Contract are for convenience only, are not a part of the Contract and in no way affect, limit, or amplify the terms or provisions of this Contract. 30. COUNTERPARTS This Contract may be executed in counterparts, each of which is an original and all of which taken together shall form one single document. 31. 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 (5th) 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: Nathan Vasquez Email: NathanV@cupertino.org To Contractor: Nickell Fire Protection, Inc. 946 N. 7th Street San Jose, CA 95112 Attention: Jose Gonzalez Email: hose@nickellfire.com 32. EXECUTION The persons signing below warrant they have the authority to enter into this Contract and to legally bind their respective Parties. If Contractor is a corporation, signatures from two officers of the corporation are required pursuant to California Corporations Code Section 313. This Contract may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. SIGNATURES CONTINUE ON THE FOLLOWING PAGE Nickell Fire Protection, Inc. for Suppression System Inspections On-Call Public Works Contract/ July 2022 Page 12 of 12 IN WITNESS WHEREOF, the parties have caused the Contract to be executed. CITY OF CUPERTINO A Municipal Corporation By Name Title Date NICKELL FIRE PROTECTION, INC. By Name Title Date APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date PETE RAMIREZ PETE RAMIREZ President Dec 4, 2023 Christopher D. Jensen Director of Public Works Chad Mosley Dec 4, 2023 Dec 4, 2023 946 North 7th Street, San Jose, CA 95112 PH: 408.437.6039 Fax: 408.437.6192 NICKELL FIRE PROTECTION, INC PH: 408.437.6039 FAX: 408.437.6192 A California Corporation 45-2605294 CSLB #964023 C-16 November 29, 2023 City of Cupertino 10555 Mary Avenue Cupertino, CA 95014 RE: Suppression System Inspections 2023-2024 Thank you for allowing Nickell Fire Protection, Inc. the opportunity to bid on your Fire Equipment needs. We are a Full Service Company, other services we may provide: *Fire Extinguishers Service *Suppression System Service *Cabinets *Fire Sprinkler Inspections *Emergency Exit lighting *Signs *We are also a DOT Certified Facility and do all of our own Hydro-Static Testing in house. Suppression Systems Inspections @ $580.00ea Fusible Links @ $25.00ea Rubber Blow Off Caps/O-rings @ $8.00ea (Replaced Annually) Metal Blow Off Caps @ $18.00ea (Only If Needed) 16g Co2 Pyro Chem Cartridge @ $45.00ea (Replaced Annually) Please Note: Semi Annual Service Does Not Guarantee Certification of Your Suppression System, If Repairs Are Needed a Repair Quote Will Be Submitted With the Reports. Normal working hours are M- F 4am-3pm. We thank you for the opportunity to provide you with fire safety equipment and service needs. If you have any questions, please do not hesitate to contact me. Sincerely, Jose Gonzalez Nickell Fire Protection, Inc Jose@nickellfire.com. This proposal is valid for 30 days after its submission. In the event a legal dispute should occur between parties, the prevailing party shall be entitled to reasonable attorney fees. TERMS: INVOICE NET 30 DAYS. Accepted by: Signature Title: For: Print Date EXHIBIT A CITY OF CUPERTINO MASTER AGREEMENT CONSULTANT SERVICES SERVICE ORDER NO. MA Date:Master Agreement Contract #: Maximum Compensation: Consultant:Firm Name: Address: Contact: Ph: Project Name: Description: (simple project description if appropriate) Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation City Project Management Managing Department: Public Works Project Manager: Fiscal/Budget : SO Acc't #:PO #: Project #:Date: Approvals Signatures: Date: Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that fund are available as of this date of signature City Finance:Date: Encumbrance this Service Order: MA End Date: Consultant/ Contractor Manager/ Supervisor: Management Analyst Master Agreement Maximum Compensation: Master Agreement Unencumbered Balance: Total Previously Encumbered to Date: City of Cupertino Master Agreement Service Order 191002 Exhibit B n Choose Insurance Requirements for On-Call Public Works Construction Contracts Version: Jan. 2021 1 Contractor shall procure and maintain for the duration of the contract, and for five years following the completion of the Project, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Contractor, its agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (“CGL”): Insurance Services Office (ISO) Form CG 00 01 covering CGL on an “occurrence” basis, written on a comprehensive general liability form, and must include coverage for liability arising from Contractor’s or Subcontractor’s acts or omissions, including Contractor’s protected coverage, blanket contractual, products and completed operations, vehicle coverage and employer’s non-ownership liability coverage, with limits of at least $2,000,000 per occurrence. The CGL policy must protect against any and all liability for personal injury, death, property damage or destruction, and personal and advertising injury. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. a. It shall be a requirement under this agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (1) the minimum coverage/limits specified in this agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Contractor'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 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 coverage 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 Form CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, then hired autos (Code 8) and non-owned autos (Code 9), with limit 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 accident for bodily injury or disease, or as otherwise required by statute. If Contractor is self-insured, Contractor must provide a Certificate of Permission to Self-Insure, duly authorized by the DIR. ☐ N/A if box checked (Contractor provides written verification it has no employees). 4. Professional Liability with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 aggregate. ☒ N/A if box checked (Contract is not design/build).. 5. Builder’s Risk. Course of Construction insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions. ON-CALL PUBLIC WORKS CONSTRUCTION CONTRACTS Insurance Requirements: Exhibit C Insurance Requirements for On-Call Public Works Construction Contracts Version: Jan. 2021 2 ☒ N/A if box checked (Project does not involve construction or improvements/installations to property). 6. Contractors’ Pollution Legal Liability and/or Asbestos Legal Liability and/or Errors and Omissions with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 policy aggregate. ☒ N/A if box checked (Project does not involve environmental hazards) If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. Self-Insured Retentions. Self-insured retentions must be declared to and approved by City. At City’s option, either: (1) Contractor shall cause the insurer to reduce or eliminate self-insured retentions as respects City, its officers, officials, employees, and volunteers; or (2) Contractor shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, and defense expenses. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or the City. OTHER INSURANCE PROVISIONS The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are to be covered as additional insureds on the CGL and automobile liability policies with respect to liability arising out of the Services performed by or on behalf of Contractor including materials, parts, or equipment furnished. Endorsement of CGL coverage shall be at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used. Primary Coverage For any claims related to this Project, Contractor’s insurance coverage shall be “primary and non-contributory” and at least as broad as ISO CG 20 01 04 13 with respect to City, its officers, officials, employees and volunteers, and shall not seek contribution from City’s insurance. If the limits of insurance are satisfied in part by Umbrella/Excess Insurance, the Umbrella/Excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a “primary and non-contributory” basis for the benefit of City. Notice of Cancellation Each insurance policy required shall provide that coverage shall not be canceled, except with notice to the City. Each certificate of insurance must state that the coverage afforded by the policy is in force and will not be reduced, cancelled or allowed to expire without at least 30 days advance written notice to City, unless due to non-payment of premiums, in which case ten days advance written notice must be provided to City. Such notice must be sent to City via certified mail and addressed to the attention of the City Manager. Builder’s Risk Contractor may submit Builder’s Risk insurance in the form of Course of Construction coverage, which shall name the City as a loss payee, as its interest may appear. The Builder’s Risk policy must be issued on an occurrence basis, for all-risk coverage on a 100% completed value basis on the insurable portion of the Project, with no coinsurance penalties, and for the benefit of City. If the Project does not involve new or major reconstruction, City may elect, acting in its sole discretion, to accept an Installation Floater policy instead of Builder’s Risk. For such projects, the Property Installation Floater shall include improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment, and shall provide property damage coverage for any Insurance Requirements for On-Call Public Works Construction Contracts Version: Jan. 2021 3 building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the Work, including during transit, installation, and testing at the City’s site. Waiver of Subrogation Each required policy must include an endorsement providing that the carrier agrees to waive any right of subrogation it may have against City. Contractor agrees to waive rights of subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Contractor, its employees, agents and subcontractors. Acceptability of Insurers Insurance must be issued by insurers acceptable to City and licensed to do business in the State of California, and each insurer must have an A.M. Best’s financial strength rating of “A” or better and a financial size rating of “VII” or better. Verification of Coverage Contractor shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this contract. All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. Subcontractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13. Surety Bonds As required by Contract and described in the Contract Documents. The Payment and Performance Bonds shall be in a sum equal to the applicable Service Order Price. If the Performance Bond provides for a one-year warranty a separate Maintenance Bond is not necessary. If the warranty period specified in the Contract is for longer than one year a Maintenance Bond equal to 10% of the Contract Price is required. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California. Special Risks or Circumstances City reserves the right to modify these requirements, based on the nature of the risk, prior experience, insurer, coverage, or other circumstances. 1325217.1 The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION DATE (MM/DD/YYYY)CERTIFICATE OF LIABILITY INSURANCE LOCJECTPRO-POLICY GEN'L AGGREGATE LIMIT APPLIES PER: OCCURCLAIMS-MADE COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence)$DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $RETENTIONDED CLAIMS-MADE OCCUR $ AGGREGATE $ EACH OCCURRENCE $ UMBRELLA LIAB EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSRLTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)LIMITS PERSTATUTE OTH-ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNED AUTOS AUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ 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. INSD ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) OTHER: 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: INSURED PHONE(A/C, No, Ext): PRODUCER ADDRESS:E-MAIL FAX(A/C, No): CONTACTNAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 11/28/2023 AssuredPartners of California Insurance Services,LLC 215 Estates Dr.Suite 1 Roseville CA 95678 Don Smith 800-591-9692 800-591-1845 certificates.roseville@assuredpartners.com Everest Indemnity Insurance Co 10851 NICKELL FI American Family Home Insurance 23450NickellFireProtection,Inc. 946 North 7th Street San Jose CA 95112 Hannover Insurance Company Everest Denali Insurance Company 16044 AGCS Marine Insurance Company 22837 57099165 A X 1,000,000 X 100,000 X 1,000 5,000 1,000,000 2,000,000 X Y Y 51GL005857231 9/19/2023 9/19/2024 2,000,000 D 1,000,000 X XX Y Y 51CAD00875231 9/19/2023 9/19/2024 A X 5,000,000 X 51E0004296231 5,000,000 9/19/2023 9/19/2024 B Y Y 2EA5WC900149500 9/19/2023 9/19/2024 X 1,000,000 1,000,000 1,000,000 E C A Equipment Floater Crime Coverage Errors &Omissions MXI93091425 BD3H65189502 51GL005857231 9/19/2023 6/6/2023 9/19/2023 9/19/2024 6/6/2024 9/19/2024 Rented/Leased Single Loss Limit Occurrence 50,000 100,000 1,000,000 *Pollution Liability:Policy #51GL005857231,Carrier -Everest Indemnity Insurance Company,Eff-Exp Date -09/19/2023 to 09/19/2024,Limit/Deductible - $1,000,000/$1,000* City of Cupertino is an Additional Insured under General Liability and Auto Liability as per the attached endorsement(s).Waiver of subrogation is included under General Liability,Auto Liability and Workers Compensation as per the attached endorsement(s). City of Cupertino 10300 Torree Avenue Cupertino CA 95014 COMMERCIAL AUTO ECA 04 506 06 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ECA 04 506 06 09 Copyright, Everest Reinsurance Company, 2009 Includes copyrighted material of Insurance Services Office, Inc. used with its permission. Page 1 of 5 COMMERCIAL AUTO ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM The following is a summary of the Limits of Insurance and additional coverage provided by this endorse- ment. For complete details on specific coverage, please refer to policy language in this endorsement and the underlying Business Auto Coverage Form. Coverage Applicable Enhancement Subsidiaries As Insureds Broadened Newly Acquired Organizations As Insureds Broadened Blanket Additional Insureds Broadened Employees As Insureds (Non-Ownership)Broadened Supplementary Payments ± Bail Bonds $3,000 Limit Supplementary Payments ± Loss Of Earnings $1,000 per day Fellow Employee Bodily Injury Broadened Towing Coverage ± All Covered Autos Broadened Glass Breakage Coverage ± Waiver of Deductible Broadened Loss of Use Expenses $50 per day $1,000 Limit Stolen Vehicle Extra Expense Broadened Airbag Discharge Broadened Electronic Equipment (Permanently Installed) Broadened Single Deductible Provision Broadened Notice To Company Broadened Blanket Waiver Of Subrogation Broadened Unintentional Failure To Disclose Hazards Broadened Bodily Injury Includes Mental Anguish Broadened Coverage Territory Extension - Mexico Broadened 51CAD00875-231 Page 2 of 5 Copyright, Everest Reinsurance Company, 2009 Includes copyrighted material of Insurance Services Office, Inc. used with its permission. ECA 04 506 06 09 A. Who Is An Insured The following is added to Paragraph A.1. of Sec- tion II ± Liability Coverage: d.Any: (1)Subsidiary which is a legally incorporated entity of which you own greater than 50% interest in the voting stock on the effective date of this Coverage Form. However, the insurance afforded by this provision does not apply to any subsidiary that is an "in- sured" under any other automobile liability policy, or would be an "insured´ under such policy but for the termination of such policy or the exhaustion of such policy's limits of insurance. (2)Organization you newly acquire or form, and over which you maintain majority inter- est. The coverage afforded by this provision: (a)Is effective on the acquisition date, and is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; (b)Does not apply to "bodily injury" or "property damage" resulting from an "accident" that occurred before you ac- quired or formed the organization; and (c)Does not include any newly acquired or formed organization that is: (i) A joint venture or partnership; or (ii) An "insured" under any other auto- mobile liability policy or would be an "insured" under such policy but for the termination of such policy or the exhaustion of such policy's limits of insurance. e.Any person, organization or governmental entity with respect to the operation, mainte- nance, or use of a covered "auto" if you are re- quired to add such person, organization or go- vernmental entity to this policy as an additional insured in order to comply with the terms of a written "insured contract" or written agreement. This does not apply when such contract or agreement: (1)Involves the owner or anyone else from whom you hire or ERUURZDFRYHUHG³DXWR´ XQOHVV LW LV D ³WUDLOHU´FRQQHFWHG WR D FRv- HUHG³DXWR´\RXRZQRU (2)Is executed after the date of loss. Paragraph e.(2) does not apply if: (1)The terms and conditions of the written ³LQVXUHG FRQWUDFW´ KDG EHHQ DJUHHG XSRQ prLRUWRWKH³DFFLGHQW´RU³ORVV´DQG (2)You can definitively establish that the terms DQGFRQGLWLRQVRIWKHZULWWHQ³LQVXUHGFRn- WUDFW´XOWLPDWHO\H[HFXWHGDUHWKHVDPHDV those which had been agreed upon prior to WKH³DFFLGHQW´RU³ORVV´ f.Any of your ³employees´ while using a covered ³DXWR´LQ\RXUEXVLQHVVRU\RXUSHrsonal affairs, provided you do not own, hire or borrow that ³DXWR´ B. Coverage Extensions - Supplementary Payments Paragraphs A.2.a.(2) and A.2.a.(4) of Section II ± Liability Coverage are replaced by the following: (2)Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required EHFDXVHRIDQ³DFFLGHQW´ZHFRYHU:HGRQRW have to furnish these bonds. (4)$OO UHDVRQDEOH H[SHQVHV LQFXUUHG E\ WKH ³Ln- VXUHG´DWRXUUHTXHVWLQFOXGLQJDFWXDOORVVRI earnings up to $1,000 a day because of time off from work. C. Fellow Employee The following exception is added to exclusion 5. Fellow Employee under paragraph B. Exclu- sions of Section II ± Liability Coverage: 7KLVH[FOXVLRQGRHVQRWDSSO\LIWKH³ERGLO\L nMXU\´ UHVXOWVIURPWKHXVHRID³FRYHUHGDXWR´\RXRZQ or hire. The coverage provided under this excep- tion is excess over any other collectible insurance. D. Towing Paragraph A.2. of Section III ± Physical Damage Coverage is replaced by the following: 2.We will pay for towing and labor costs each time that a covHUHG³DXWR´LVGLVDEOHGAll labor must be performed at the place of disablement RIWKHFRYHUHG³DXWR´ If the auto is not a pri- vate passenger type, a $250 deductible will apply to this coverage but it will not reduce the available limit of insurance.)RUDOOW\SHVRI³Du- WR´WKHPRVWZHZLOOSD\XQGHUWKLVFRYHrage is $1,000 per disablement.³$XWRV´ZKLFKDUHGLs- abled do not include stolen vehicles. ECA 04 506 06 09 Copyright, Everest Reinsurance Company, 2009 Includes copyrighted material of Insurance Services Office, Inc. used with its permission. Page 3 of 5 E. Glass Breakage ± Hitting A Bird Or Animal ± Falling Objects or Missiles The following is added to Paragraph A.3. of Sec- tion III ±Physical Damage Coverage: Any deductible shown in the Declarations will not apply to glass breakage if such glass is repaired, in a manner acceptable to us, rather than re- placed. If the glass must be replaced and there is QR RWKHU GDPDJH DVVRFLDWHG ZLWK WKH ³ORVV´ WKH deductible will be $100 unless a lower deductible is shown in the Declarations applicable to this coverage. F. Loss Of Use Expenses Paragraph A.4.b.of Section III ±Physical Dam- age Coverage is replaced by the following: b. Loss Of Use Expenses For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes le- gally responsible to pay for loss of use of a ve- hicle rented or hired without a driver, under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1)Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2)Specified Causes Of Loss only if the Decla- rations indicate that Specified Causes Of Loss Coverage is provided for any covered "auto"; or (3)Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". However, the most we will pay for any ex- penses for loss of use is $50 per day, to a maximum of $1,000. G. Extra Expense ± Stolen Vehicle The following is added to Paragraph A.4. of Sec- tion III ±Physical Damage Coverage: c. Stolen Vehicle We will pay for all reasonable and necessary H[SHQVHVWRUHWXUQDVWROHQFRYHUHG³DXWR´WR you. H. Airbag Coverage The following exception is added to Paragraph B.3.a. of Section III ±Physical Damage Cover- age: The accidental discharge of an airbag shall not be considered mechanical breakdown if it occurs in a FRYHUHG³DXWR´IRUZKLFK&RPSUHKHQVLYHFRYHUDJH LVSXUFKDVHG7KLVSURYLVLRQGRHVQRWDSSO\WR³Du- WRV´\RXKLUHZLWKDGULYHUDQGLVH[FHVVRYHUDQ\ warranty specifically designed to provide this cov- erage. I. Electronic Equipment Coverage The following exception is added to Paragraph B.4.c.of Section III ±Physical Damage Cover- age: Exclusion 4.c. does not apply to permanently in- VWDOOHG ³HOHFWURQLF HTXLSPHQW´ ZLWKLQ D FRYHUHG ³DXWR´ 3HUPDQently installed equipment includes equipment, which is: a.Removable from a housing unit which is per- PDQHQWO\LQVWDOOHGLQWKHFRYHUHG³DXWR´DWWKH WLPHRIWKH³ORVV´DQG b.Designed to be solely operated by use of the SRZHUIURPWKH³DXWR´HOHFWULFDOsystem, in or XSRQWKHFRYHUHG³DXWR¶ The most we will pay in the event of a covered ³ORVV´XQGHUWKLVSURYLVLRQLVWKHOHVVHURI a.7KHDFWXDOFDVKYDOXHRIWKH³HOHFWURQLFHTXL p- PHQW´DWWKHWLPHRIWKH³ORVV´ b.The cost of repairing or replacing thH ³HOHc- tronLFHTXLSPHQW´ZLWKRWKHU³HOHFWURQLFHTXLp- PHQW´RIOLNHNLQGRUTXDOLW\RU c.$3,000. No deductible will apply to this coverage provision. 7KLVSURYLVLRQVKDOOQRWDSSO\WR³HOHFWURQLFHTXL p- PHQW´IRUZKLFKFRYHUDJHLVDOUHDG\SURYLGHGE\ other primary collectible insurance. J. Single Deductible Provision The following is added to Paragraph D. of Section III ±Physical Damage Coverage: If a Comprehensive or Specified Causes of Loss &RYHUDJH ³ORVV´ IURP ³DFFLGHQW´ LQYROYHV WZR RU PRUHFRYHUHG³DXWRV´RQO\WKHKLJKHVWGHGXFW ible applicable to those coverages will be applied to WKH³DFFLGHQW´LIWKHFDXVHRIWKHORVVLVFRvered for those vehicles. This provision only applies to you carry Compre- hensive or Specified Causes of Loss Coverage for those vehicles, and does not extend coverage to DQ\ FRYHUHG ³DXWRV´ IRU ZKLFK \RX GR QRW FDUU\ such coverage. ,ID³ORVV´FRYHUHGXQGHUWKLV&RYHUDJH3DUWDOVR LQYROYHVD³ORVV´WRRWKHUSURSHUW\IURPWKHVDPH ³DFFLGHQW´ZKLFKLVFRYHUHGXQGHUD&RPPHUFLDO Property or Inland Marine Coverage Part issued by us to you, only the highest deductible applica- EOHWRWKRVHFRYHUDJHVZLOOEHDSSOLHGWRWKH³DFF i- GHQW´ K. Notice To Company Paragraph A.2. of Section IV ± Business Auto Conditions is amended as follows: 1. With respect to notification requirements, your obligation under Paragraph A.2.a. applies only ZKHQWKH³DcFLGHQW´RU³ORVV´LVNQRZQWR Page 4 of 5 Copyright, Everest Reinsurance Company, 2009 Includes copyrighted material of Insurance Services Office, Inc. used with its permission. ECA 04 506 06 09 a.You, if you are an individual; b.A partner, if you are a partnership; c.A member, if you are a joint venture or limited liability company; or d.An executive officer or insurance manager, if you are an organization other than a part- nership, joint venture or limited liability company. 2.With respect to the requirements pertaining to you providing us with document concerning a FODLPRU³VXLW´\our obligation under Paragraph A.2.b. will not be considered breached unless WKHEUHDFKRFFXUVDIWHUVXFKFODLPRU³VXLW´LV known to: a.You, if you are an individual; b.A partner, if you are a partnership; c.A member, if you are a joint venture or limited liability company; or d.An executive officer or insurance manager, if you are an organization other than a part- nership, joint venture or limited liability company. L. Blanket Waiver Of Subrogation The following is added to Paragraph A.5. of Sec- tion IV ± Business Auto Conditions: a.However, we waive any right of recovery we may have against a person, organization or government entity when you have waived such ULJKWRIUHFRYHU\XQGHUDZULWWHQ³LQVXUHGFRn- WUDFW´ that is: (1)Currently in effect or becoming effective during the term of this policy; and (2)([HFXWHGSULRUWRWKH³DFFLGHQW´RU³ORVV´RU H[HFXWHGDIWHUWKH³DFFLGHQW´RU³ORVV´LI (a)The terms and conditions of the written ³LQVXUHG FRQWUDFW´ KDG been agreed XSRQ SULRU WR WKH ³DFFLGHQW´ RU ³ORVV´; and (b)You can definitively establish that the WHUPVDQGFRQGLWLRQVRIWKHZULWWHQ³Ln- VXUHGFRQWUDFW´XOWLPDWHO\H[HFXWHGDUH the same as those which had been DJUHHG XSRQ SULRU WR WKH ³DFFLGHQW´ RU ³ORVV´ b.We hereby waive any right of subrogation against any of your officers, directors or em- ployees which might arise by reason of any payment under the insurance afforded by the policy for the operation, maintenance, use, loading or unloading of a non-RZQHG ³DXWR´ This waiver extends only to payments in ex- cess of other valid and collectible insurance available to the officer, director or employee. M. Unintentional Failure To Disclose Hazards The following is added to Paragraph B.2.of Sec- tion IV ± Business Auto Conditions: If you unintentionally fail to disclose any hazards existing on the effective date of this Coverage Form, we will not deny coverage under this Cov- erage Form because of such failure. However, this provision does not affect our right to collect addi- tional premium due to us as a result of these un- disclosed hazards in accordance with our filed rat- ing plans. N. Bodily Injury ± Including Mental Anguish Paragraph C. of Section V ±Definitions is re- placed by the following: C. ³%RGLO\LQMXU\´ means bodily injury, sickness or disease sustained by a person, including ³men- tal anguish´ or death resulting from any of these at any time. For the purpose of this provision, the term ³PHQWDODQJXLVK´VKDOOPHDQDQ\W\SHRIPHn- tal or emotional illness or distress. O. Mexico Coverage The coverage provided by this policy for covered ³DXWRV´ \RX RZQ RU OHDVH RQ D ORQJ WHUP EDVLV ZLWKRXW GULYHUV DUH H[WHQGHG WR ³DFFLGHQWV´ RU ³ORVVHV´RFFXUULQJLQ0H[LFRLI 1.7KHFRYHUHG³DXWR´LVLQ0H[LFRIRUDSeriod not exceeding 10 days; and 2.7KHFRYHUHG³DXWR´LVSULQFLSDOO\JDUDJHGDQG used in the United States; and 3.7KHGULYHURIWKHFRYHUHG³DXWR´GRHVQRWU e- side in Mexico; )RU/LDELOLW\&RYHUDJHWRDSSO\WR³DFFLGHQWV´Rc- curring in Mexico, the following must also apply: 1.Valid and collectible auto liability insurance for WKHFRYHUHG³DXWR´KDVEHHQSXUFKDVHGIURPD licensed Mexican Insurance Company and is in IRUFHDWWKHWLPHRIWKH³DFFLGHQW´DQG ECA 04 506 06 09 Copyright, Everest Reinsurance Company, 2009 Includes copyrighted material of Insurance Services Office, Inc. used with its permission. Page 5 of 5 2.7KHRULJLQDO³VXLW´IRUGDPDJHVLVEURXJKWZLW h- in the United States. )RU ³ORVVHV´ SD\DEOH XQGHU 3K\VLFDO 'DPDJH Coverage this additional restriction applies: :HZLOOSD\³ORVVHV´XQGHU3K\VLFDO'DPDJH&Rv- erage in the United States, not in Mexico. If the FRYHUHG³DXWR´PXVWEHUHSDLUHGLQ0H[LFRLQRUGHU WREHGULYHQWKHQWKHPRVWZHZLOOSD\IRU³ORVV´LV the lesser of the following: 1.7KHFRVWRIUHSDLULQJWKH³DXWR´RUUHSODcing its parts in Mexico; or 2.The cost of repair or replacement at the near- est point in the United States where the repairs or replacement could be made. Other Insurance: The insurance provided by this section will be ex- cess over any other collectible insurance. POLICY NUMBER: 51CAD00875231 ½%èA 0ěºČëËùě;9ě°µNN;;9ě " " !" """ " " ""!" 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(The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 09-19-23 Policy No. 2EA5WC9001495-00 Endorsement No. 001 Insured NICKELL FIRE PROTECTION INC Premium $ INCL. Insurance Company AMERICAN FAMILY HOME INSURANCE COMPANY Countersigned By WC 99 04 03 Includes copyrighted material of National Council on Compensation Insurance with its permission (Ed. 09-08) Copyright 1983 National Council on Compensation Insurance. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 04 03 (Ed. 09-08) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT – CALIFORNIA 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 any 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.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule 1. Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Premium: The additional premium charge for this endorsement shall be 3 percent of the California Workers’ Compensation premium otherwise due subject to a minimum premium of $350 per policy. Insured Copy Nickell Fire Protection, Inc. for Suppression System Inspections Final Audit Report 2023-12-04 Created:2023-11-30 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAtLa1_cQcJPgJIFN8u5CyEyvdlIdVR8_8 "Nickell Fire Protection, Inc. for Suppression System Inspections " History Document created by City of Cupertino (webmaster@cupertino.org) 2023-11-30 - 2:22:37 AM GMT- IP address: 35.229.54.2 Document emailed to Jindy Gonzalez (jindyg@cupertino.org) for approval 2023-11-30 - 2:25:57 AM GMT Document approved by Jindy Gonzalez (jindyg@cupertino.org) Approval Date: 2023-11-30 - 2:30:06 AM GMT - Time Source: server- IP address: 174.85.102.16 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2023-11-30 - 2:30:07 AM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2023-11-30 - 4:42:06 PM GMT - Time Source: server- IP address: 71.204.144.228 Document emailed to jose@nickellfire.com for signature 2023-11-30 - 4:42:09 PM GMT Email viewed by jose@nickellfire.com 2023-11-30 - 4:43:16 PM GMT- IP address: 173.11.125.150 Document signing delegated to peter@nickellfire.com by jose@nickellfire.com 2023-11-30 - 4:44:37 PM GMT- IP address: 173.11.125.150 Document emailed to peter@nickellfire.com for signature 2023-11-30 - 4:44:37 PM GMT Email viewed by peter@nickellfire.com 2023-12-04 - 5:21:12 PM GMT- IP address: 173.11.125.150 Signer peter@nickellfire.com entered name at signing as PETE RAMIREZ 2023-12-04 - 5:23:02 PM GMT- IP address: 173.11.125.150 Document e-signed by PETE RAMIREZ (peter@nickellfire.com) Signature Date: 2023-12-04 - 5:23:05 PM GMT - Time Source: server- IP address: 173.11.125.150 Document emailed to christopherj@cupertino.org for signature 2023-12-04 - 5:23:06 PM GMT Email viewed by christopherj@cupertino.org 2023-12-04 - 5:28:56 PM GMT- IP address: 104.47.74.126 Signer christopherj@cupertino.org entered name at signing as Christopher D. Jensen 2023-12-04 - 5:29:20 PM GMT- IP address: 136.24.22.194 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2023-12-04 - 5:29:22 PM GMT - Time Source: server- IP address: 136.24.22.194 Document emailed to Chad Mosley (chadm@cupertino.org) for signature 2023-12-04 - 5:29:24 PM GMT Email viewed by Chad Mosley (chadm@cupertino.org) 2023-12-04 - 5:38:20 PM GMT- IP address: 104.47.73.254 Document e-signed by Chad Mosley (chadm@cupertino.org) Signature Date: 2023-12-04 - 5:38:53 PM GMT - Time Source: server- IP address: 98.42.177.8 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2023-12-04 - 5:39:00 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2023-12-04 - 5:40:06 PM GMT- IP address: 104.47.73.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2023-12-04 - 5:40:16 PM GMT - Time Source: server- IP address: 67.188.176.248 Agreement completed. 2023-12-04 - 5:40:16 PM GMT