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22-157 Amendment #1 dated 3-17-25 Plante & Moran, PLLC ERP Needs Assessment, RFP Dev, & Vendor Selection1 FIRST AMENDMENT TO AGREEMENT 22-157 BETWEEN THE CITY OF CUPERTINO AND PLANTE & MORAN, PLLC., FOR ERP NEEDS ASSESSMENT, RFP DEVELOPMENT, & VENDOR SELECTION This First Amendment to Agreement 22-157 is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and Plante & Moran, PLLC., a Partnership (“Contractor”) whose address is 3000 Town Center, Suite 100 Southfield, MI 48075, and is made with reference to the following: RECITALS: A. On November 10, 2022 Agreement 22-157 (“Agreement”) was entered into by and between City and Contractor for ERP Needs Assessment, RFP Development, & Vendor Selection B. City and Contractor desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: SERVICES 1. Paragraph 2 of the Agreement is modified to read as follows: 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 A1. Contractor further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. Exhibit A of the Agreement is replaced with a new Exhibit A1 attached hereto. TIME OF PERFORMANCE 2. Paragraph 3.1 of the Agreement is modified to read as follows: This Agreement begins on the Effective Date and ends on July 31, 2028 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by July 31, 2028, 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. Paragraph 3.2 of the Agreement is modified to read as follows: Schedule of Performance. Contractor must deliver the Services in accordance with the Schedule of Performance, attached and incorporated here Exhibit B1. Exhibit B of the Agreement is replaced with a new Exhibit B1 attached hereto. COMPENSATION 4. Paragraph 4.1 of the Agreement is modified to read as follows: Maximum Compensation. City will pay Contractor for performance of the Services that are in compliance with the Contract in an amount that will based on actual costs but that will be capped so as not to exceed $176,490 (“Contract Price”), based upon the scope of services in Exhibit A1 and the budget and rates included in Exhibit C1, Compensation attached and incorporated here. The 2 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. 5. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. SIGNATURES CONTINUE ON THE FOLLOWING PAGE 3 IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CITY OF CUPERTINO By Title Date APPROVED AS TO FORM Interim City Attorney ATTEST: City Clerk Date PLANTE & MORAN By Title Date EXPENDITURE DISTRIBUTION Base Agreement $169,866 First Amendment $6,624 Total $176,490 Partner 02/26/2025 CTO 02/26/2025 03/17/2025 Make the mark. CITY OF CUPERTINO ERP System Consulting Services Proposal JANUARY 10, 2025 ERP System Consulting Services City of Cupertino PLANTE MORAN | 2 January 10, 2025 Teri Gerhardt, Chief Technology Officer City of Cupertino City Hall • 10300 Torre Avenue Cupertino, CA 95014-3255 Dear Teri: Plante Moran assisted the City of Cupertino with an ERP system selection project under a contract executed on November 10, 2022. In October 2023, the City paused the selection project due to unforeseen budget constraints. Recently, the City contacted Plante Moran to re-engage and continue the ERP selection project. The pause in project activities will necessitate minor rework for select project activities. To meet the City’s needs, Plante Moran’s services will be amended as defined in this document to support the City’s continued and re-focused efforts towards the selection of a new ERP solution. Scope of Services From November 2022 – October 2023, Phase 1 (Needs Assessment) was completed including conducting educational demonstrations, facilitating stakeholder interviews, developing technical requirements, preparing an ERP needs assessment, and developing a request for proposal (RFP). All of these efforts will be leveraged for the completion of Phase 1 and the continuation of Phase 2 (Request for Proposal Development and Selection Assistance). In order to successfully complete the selection project, Plante Moran and the City will need to revisit the following activities (denoted in the detailed project plan with an asterisk*) to account for any changes at the City since the project paused: •Updating the project charter and schedule •Reviewing and finalizing the requirements •Confirming the selection criteria •Making updates to and finalizing the RFP •Conducting project status meetings •Facilitating a project kick-off The remaining activities in Phase 2 will remain the same and are outlined in the project approach below. We appreciate the opportunity to be of continued service to the City of Cupertino. If you have any questions, please do not hesitate to call me at 248-223-3348 or Brian Pesis at 303-846-1260. Very truly yours, Plante & Moran, PLLC Dennis Bagley, Engagement Partner EXHIBITA1 ERP System Consulting Services City of Cupertino PLANTE MORAN | 3 Project approach Phase 1: Needs assessment 1.Update the project charter* During project initiation, we developed a Project Charter to provide a framework for the following: −Project overview −Vision statement −Project objectives −Business drivers −Project stakeholders −Project influences −Project constraints −Project staffing −Scope plan (both in and out of scope items) −Project milestones and deliverables We will update the Project Charter and provide an updated version to the City for review and approval prior to significantly commencing the remaining project activities. 2.Revisit the detailed project plan* We will work with the City to revisit the project plan to ensure major milestones and due dates are accurately reflected in the updated project plan. We will work with the City’s Project Manager during this activity to update the project plan to meet the City’s overall priorities. 3.Schedule and moderate project status meetings* We will schedule regular conference calls with the City to discuss the project status. This meeting will include reviewing the project plan and timeline to make sure the project is progressing as planned. 4.Conduct project kickoff meeting* We will conduct another project kickoff with City stakeholders to re-introduce them to the project, discuss our project approach, provide an updated timeline and outline their role in the remaining project activities. 5.Finalize ERP functional and technical requirements* We developed ERP functional and technical requirements in Phase 1 of the project based on best practices and the City’s unique requirements. The City reviewed and prioritized these requirements to be incorporated into the RFP. As part of restarting the project, we will work with the City subject matter experts to re-review these requirements and make sure that they are all still reflective of their wants and needs for a future system. Final edits, additions, and deletions to the existing requirements will be incorporated for use in the RFP. Phase 2: Request for Proposal (RFP) development and selection assistance 1.Finalize solution selection criteria and decision-making process* Our selection approach will enable the City to identify the overall finalist, in conjunction with other due diligence tasks (i.e., reference checks, site visits, and successful contract negotiations). Before proceeding with release of the RFP, we will meet with the City’s evaluation committee to verify the previously decided selection criteria and process used to analyze proposals. It is important to establish this selection criteria and decision-making process prior to release of the RFP to removes as much bias as possible from the selection process. ERP System Consulting Services City of Cupertino PLANTE MORAN | 4 2.Finalize request for proposal (RFP) document* We will update the existing ERP RFP document from phase 1 to solicit responses in a format that will ease analysis. The RFP is currently tailored to the City’s unique purchasing requirements based on the project activities performed and includes the following information: •Background information on the City, the current environment, and the scope of the project •A discussion of the timeline and approach being taken by the City to select a finalist •Guidelines for ERP software and implementation vendors to submit proposals •ERP software requirements (excel document) •Various forms for the vendors to complete and return (excel and work documents) •Attachments as appropriate We will work closely with the City to review the draft RFP and then meet to discuss any changes that need to be made. We anticipate two meetings to make revisions before we finalize the document for distribution. 3.Distribute request for proposal (RFP) document During this activity, we will advise the City project manager and evaluation committee regarding the ERP marketplace and appropriate distribution protocols including advertising, bid services, and other methods to solicit responses. We can provide a listing of possible respondents to include in a distribution list for RFP release, and discuss options for notification of the release. 4.Participate in vendor pre-bid meeting We will participate, as requested, in a vendor pre-bid meeting. Prior to the meeting, we will provide a sample agenda and a set of questions the City should consider so staff can be prepared. 5.Assist with ERP vendor Q&A during pre-proposal due date timeframe We anticipate that the City procurement policy would require that the City staff be the formal key point of vendor contact for the RFP. As is typical with public sector procurements we would expect that the City’s purchasing staff would act as the first line of vendor communication and interaction for a formal written Q&A and proposal clarification process. Plante Moran would support this activity by working to draft responses to vendor questions based on our understanding of the City’s expectations established during prior project activities. We would then work with the City to identify the appropriate City resources for any supplemental review and clarification. As the draft is completed, the City’s project team and potentially the evaluation committee will review the draft responses. Feedback will be captured and revisions will be made before the document is finalized and distributed by City purchasing staff either directly or via the bid services based upon methods described in the RFP. 6.Analyze proposals Vendors will be instructed to complete the forms in the RFP and return them in digital format with their proposals. Through a semi-automated process we have successfully used on numerous engagements, we will then analyze the responses to the RFP. As part of our analysis in this task, we will prepare four separate deliverables: ERP System Consulting Services City of Cupertino PLANTE MORAN | 5 1.Requirement’s compliance analysis, providing an objective analysis of how vendors responded to the requirements in the RFP. This will include a percent compliance, as well as numerous filters of the requirement responses. 2.Cost and service hours analysis, showing a breakdown of the one-time and ongoing costs over a 10- year period for items such as software, hardware, implementation services (i.e., configuration, training, conversions, modifications, interfaces, change management, etc.) and other internal costs as desired. This also includes a comparison of the total number of implementation service hours proposed by each vendor. 3.Vendor comparison, showing a side-by-side comparison of key vendor information. This includes items such as number of installations, historical financial performance, number of support staff, platforms supported, references, etc. 4.Proposal summary memos, compiling key information organized by the evaluation criteria, to help draw attention to important details and gather information in a central document. This document can also include a combined executive report of identified omissions, errors, or other focus areas from the other analysis documents. 7.Assist with semi-finalist selection Together, we will use the decision-making process determined above to select the two or three most qualified vendors who may be subjected to the due diligence tasks described in the following work plan tasks. We will participate in proposal review and discussion meetings with the City’s evaluation team to help facilitate the process and provide our feedback. During this process, if requested, we can work with the vendors to clarify any outstanding questions. 8.Develop vendor demonstration materials We will assist the City in the development of materials to use during the vendor demonstration and due diligence activities including vendor demonstration agenda, letters to send to those vendors who are proceeding forward upon receipt of their RFP responses as well as letters to send to those vendors whose solutions are not being considered based on initial review of their RFP responses, and forms to document vendor feedback during the vendor demonstrations, reference checking and potential site visit processes We will also work with the City in the development of detailed demonstration scripts that are intended to direct the vendor demonstrations towards the needs of the City. These scripts will be based on the requirements defined earlier in the project, coupled with unique City needs and concerns, so that vendors demonstrate their products according to desired business processes within the City. Furthermore, these scripts allow for a standardized process to compare vendors. 9.Schedule and conduct vendor demonstrations On behalf of the City, we will facilitate the software demonstrations by providing logistical advice, agendas and scripts. We would also anticipate participating in up to nine days of attendance at the demonstrations (up to three days each for up to three vendors). The demonstrations will be held at the City and should include a cross-section of staff from the City. Evaluation forms will also be provided as a checklist for scoring each vendor’s performance and functionality. We would envision conducting a debrief discussion with the City project team after each demonstration gather immediate feedback and reactions from participants. ERP System Consulting Services City of Cupertino PLANTE MORAN | 6 10. Conduct additional due diligence activities In addition to vendor demonstrations, there are a number of activities that the City can undertake to conduct additional due diligence on the finalist vendors including: •Preparation for site visits •Providing forms to the City for reference checking to assess how well others have adapted the proposed systems to their needs and identify issues to address during contract negotiations. We have found that having City staff contact their peers at the reference sites results in more productive and informative conversations. As such, we will help coordinate the reference checking and site visit process, but not perform the checking ourselves. •The City may conclude to perform other additional due diligence, as necessary to evaluate and consider the value of specific components of the vendor proposals. 11. Assist in the selection of a preferred vendor We will meet with the City to review the due diligence information gathered. It is possible that there may be a need to have the final two vendors conduct a final software demonstration to the City staff that will focus on very specific areas of review, or provide a best and final offer. In our experience, due diligence activities conducted after vendors have responded to an ERP RFP provide further understanding for the client as to what is being offered by the software vendors as well as further understanding by software vendors as to the needs of the client. We would propose that the semi-finalist vendors be requested to provide a clarification response to their original RFP to address specific questions that the City has related to their solution to include a final cost proposal. Together, based on those demonstrations, vendor proposals, and other due diligence activities, we will review and discuss the semi-finalist vendors' overall solution and facilitate meetings with the Project Steering Committee to proceed forward with making a decision on a finalist vendor using the decision- making process developed previously. At the City’s request, we will develop a synopsis of the entire system selection process for the City Council and attend the Council meeting to support the Committee’s finalist recommendation, intending to gain concurrence from Council to proceed with contract negotiations. 12. Support contract negotiations including developing statement of work (SOW) We will review the license and support agreements provided by the primary finalist vendor and propose recommended changes to the contract. We will participate with the City in planning the negotiations with the primary finalist vendor. Contractual terms, conditions, and costs will be reviewed with the goal in mind of recommending contract language changes designed to protect the City’s long-term interests. A draft of the final license and support agreements will be presented to the City’s legal counsel for their review. Terms and conditions relating to term and termination of the agreements, purchase and support costs, caps on price increases, recourse for non-performance by the vendor, software acceptance criteria, rights to the source code if vendor declares bankruptcy, warranties and incorporation of the vendor’s response to the RFP, governing law, insurance coverage requirements, rights to major new releases, payment terms tied to major deliverables, controls over expenses, development of an implementation plan, on-going support criteria, etc., will be reviewed. We will discuss approach with the City and determine whether we or the City ERP System Consulting Services City of Cupertino PLANTE MORAN | 7 will facilitate the negotiations. The City will conduct vendor negotiations and make all management decisions. During this activity, the City will need to determine and conclude on the specific scope of software, services and optional items, which it will purchase from the finalist vendor(s). As part of this activity, we will also review work the Statement of Work (SOW) developed by the selected software vendor and provide input to the City for consideration before finalizing Phase 3: Implementation Project Management Assistance (Optional) Phase Objective: The purpose of this phase is to assist the City in the implementation and acceptance of the selected vendor solution(s). There are a variety of roles that we have performed during system implementation depending on several of factors including: −Project management acumen within the organization −Organizational experience with implementing systems −Risk tolerance −Available budget to allocate to the project for external assistance −Organizational dynamics −Criticality of meeting defined project dates −Duration and phasing of the implementation −Ability for the organization to appropriately staff the project −Other factors The implementation timeframe and cost will be dependent upon a variety of factors, including: −Scope of solution and services selected by the City −Availability of City staff −Availability of vendor staff −Expiration date of current maintenance contract −City’s desired implementation approach (i.e., phased versus “big bang”) −Complexity of implementation (e.g., high number of interfaces, etc.) −Ability of the City to budget funds towards minimizing duration We would expect to develop an implementation schedule in conjunction with the City’s project management team and/or Evaluation Committee as well as the selected ERP vendor(s) during the initiation activities of the project. For any new system implementation, we would include the selected vendor during the initiation activities of the project to create the implementation schedule and plan. Below is a high-level summary of potential implementation management activities by phase that would be supported by Plante Moran depending on the role: Project Phase Summary of potential implementation management activities Pre-Implementation and Initial Project Planning Assistance •Work with the City and selected ERP vendor in project start-up activities. •Conduct a project expectation alignment session with City staff. •Facilitate a risk management session with City staff and Vendor. •Develop and implement appropriate tools for managing the project. •Participate in up-front kick off consulting sessions conducted by Vendor. •Participate in development and review of comprehensive project implementation plan documents (e.g., implementation management plan, project plan etc.). Implementation Management Assistance •Act as a member of the functional team providing team oversight and ensuring that existing business processes are challenged during implementing those module(s). ERP System Consulting Services City of Cupertino PLANTE MORAN | 8 Project Phase Summary of potential implementation management activities (specific activities vary by implementation management role as described in the next table) •Manage activities of the teams for all ERP implementation phases to ensure that activities are monitored and tracked for completion. •Help coordinate activities between overlapping implementation phases as needed. •Participate in team consulting sessions with the City and Vendor. •Participate in status meetings with the City and Vendor. •Monitor project timeline progress as updated by the Vendor. •Work with team leads and steering committee members to stay on task. •Monitor and provide feedback during data conversion and interface development. •Assist in managing the issues/actions item list. •Monitor project risks. •Participate in project steering committee meetings. •Participate in project management meetings and ad-hoc meetings as needed •Review project change orders. •Review and comment on project deliverables. •Monitor vendor compliance to the negotiated contract. •Provide acceptance testing guidance and assist with test plan. •Review and comment on project progress. •Review and manage the go-live check/punch list Project Closing Activities • Identify post-implementation team activities that still require resolution. •Define vendor post go-live support requirements both on-site and offsite. •Develop a transition approach from the vendor to the City. •Work with the City to develop and document on-going system support procedures. •Determine who will maintain issues log for each of the teams and at a PMO level. •Determine who will be monitoring error logs for the system on a regular basis. •Finalize the ongoing support structure including roles and responsibilities. •Archive project records. •Close-out all contracts. •Conduct debriefing sessions on the product and services portion of the project. The following table describes sample roles and an estimated Plante Moran time commitment. Our costs for this phase are for a co-project manager role. Role Role description Time commitment Phase: Pre-implementation & initial project planning assistance All Roles Provide pre-implementation planning assistance and assistance during the first couple of months of the project to ensure that project management processes, procedures, tools, and templates are implemented and are being used effectively. 80 – 120 hours Phase: Implementation management assistance Overall Project Manager Act as the City’s project manager during the implementation. .50 - .75 FTE ERP System Consulting Services City of Cupertino PLANTE MORAN | 9 Role Role description Time commitment Co-Project Manager Together with the City’s Project Manager, track and confirm that action items and homework are completed on time. Approve all invoices while tracking and reporting the monthly project budget. Ensure that the project adheres to the timeline and avoid scope creep. ~.30 FTE Phase: Project Closing Activities All project roles Project assistance to close the project, ensure project completion activities are performed, and ensure the system is effectively transitioned to operational support by the City. 40-80 hours ERP System Consulting Services City of Cupertino PLANTE MORAN | 10 Project schedule Plante Moran’s suggested schedule for completing phase 2 of the project are outlined below. There are some portions of the schedule where we might suggest modifications from the schedule suggested by the City. City of Cupertino ERP consulting services Duration Start Finish Phase 1: Needs Assessment 160 days 2/5/25 9/16/25 Re-initiate project 3 days 2/5/25 2/7/25 Update project charter 3 days 2/5/25 2/7/25 Revisit detailed project plan 3 days 2/5/25 2/7/25 Schedule and moderate project status meetings 160 days 2/5/25 9/16/25 Conduct project kickoff meeting 5 days 2/10/25 2/14/25 Update ERP functional and technical requirements 5 days 2/10/25 2/14/25 City internally reviews updated requirements 10 days 2/17/25 2/28/25 Finalize requirements with Plante Moran 5 days 3/3/25 3/7/25 Phase 2: Request for Proposal (RFP) Development and Selection Assistance 157 days 2/10/25 9/16/25 Develop solution selection criteria & define the decision-making process 5 days 2/10/25 2/14/25 Develop request for proposal (RFP) document 10 days 2/17/25 2/28/25 City review RFP 10 days 3/3/25 3/14/25 Distribute RFP 1 day 3/18/25 3/18/25 Vendor pre-bid meeting 1 day 4/2/25 4/2/25 Assist with ERP vendor Q&A during pre-proposal due date timeframe 15 days 3/18/25 4/7/25 Proposals due 1 day 4/23/25 4/23/25 Analyze proposals 15 days 4/28/25 5/16/25 Assist with semi-finalist selection 15 days 5/19/25 6/6/25 Develop vendor demonstration materials 18 days 3/19/25 4/11/25 Schedule and conduct vendor demonstrations 20 days 6/23/25 7/18/25 Conduct additional due diligence activities 10 days 7/21/25 8/1/25 Assist in the selection of a preferred vendor 5 days 8/4/25 8/8/25 Vendor selected 1 day 8/11/25 8/11/25 Support the City’s contract negotiations including developing SOW 27 days 8/11/25 9/16/25 Phase 3: Implementation Project Management Assistance (Optional) 413 days 10/15/25 5/14/27 Pre-implementation and initial project planning assistance 20 days 10/15/25 11/11/25 Implementation management assistance 373 days 11/12/25 4/16/27 Project closing activities 20 days 4/19/27 5/14/27 EXHIBIT B1 ERP System Consulting Services City of Cupertino PLANTE MORAN | 11 Cost Plante Moran proposes a firm, fixed-fee schedule for the remaining, proposed services not to exceed $75,790 inclusive of incidental expenses. We will invoice our fees monthly based upon progress toward completing deliverables. The costs below are the remaining costs for the completion of the work outlined above. Phase Proposed fees Phase 1 - Needs Assessment $1,855 Phase 2 - Request for Proposals (RFP) Development and Selection Assistance $73,935 Total amount $75,790 Cost Assumptions Our project fees are based on the following assumptions. Should these assumptions change, we would adjust our professional fees accordingly in consultation with the City. •Plante Moran envisions a flexible approach will be necessary to complete the proposed tasks, and that tasks may be delivered via a combination of on on-site and remote approaches. The following activities are assumed to be performed onsite: vendor demonstrations. •Project stakeholders will be available to attend meetings and workshops as defined in the approved project schedule developed for each of the project phases. •The City will provide timely feedback on the review of all deliverables submitted for review and acceptance. Plante Moran will provide a deliverable acceptance review period of ten (10) business days for review. If no revisions are received within this timeframe, the deliverable will have been deemed to be accepted. •The City will appoint an internal project lead who will be the main point of contact between the City and Plante Moran and will assist with logistics and coordination of activities. •Our proposed project approach anticipates that phase 2 will be completed by September 16, 2025. If phase 2 of the selection project is not complete by December 31, 2025, Plante Moran and the City will mutually agree to updated fees. •We will use a blended hourly rate of $300/hour for any additional services. •Our pricing assumes the following: o We will finalize one (1) RFP for software and services o We will facilitate a maximum of up to nine days of vendor demonstrations (up to three days each for up to three vendors). Additional hours will be charged at the blended hourly rate. o We will provide contract negotiation support of up to fifty-five (55) hours of assistance. Additional hours will be charged at the blended hourly rate listed above with prior approval from the City. o The City may perform additional due diligence activities on its own in addition to those defined in this consulting agreement. However, the duration from the structured due diligence activities (initial software demonstrations, site visits, reference checks, etc.) to a client decision on a single finalist vendor will not exceed four (4) weeks. EXHIBIT C1 City of Cupertino Cost Estimates 1 | Page Cupertino Cost Estimate - Updated The following document includes an updated cost estimate for the City of Cupertino over a 10-year horizon, including both external costs (software, implementation and training services, project management, integration and conversion services, etc.) along with internal costs (project management, staffing required, etc.) based on FTE cost provided by the City. This cost estimated includes the following information: 1.Cost assumptions 2.Total cost summary Cost assumptions 1.The cost assumptions below outline any assumptions made to determine the cost estimates that follow. 2.Plante Moran gathered the data required for this cost estimate from vendors, and Plante Moran’s internal database of proposed and negotiated costs, which provides insight on hardware, applications, licensing, implementation and other related services costs for over 50 similar governmental entities. 3.The cost ranges represented above are intended to represent the typical range of vendors that we would expect the City to select from, other vendors may bid outside of these ranges. 4.This estimate assumes that the City will utilize a vendor-hosted or cloud deployment model. 5.Implementation costs are assumed to include all one-time fees paid to the vendor. 6.Hardware costs are not included in this cost estimate as this is for a vendor-hosted solution. 7.Project contingency is estimated to be 20% of the one-time vendor fees. 8.Internal implementation costs are estimated based on the FTE cost provided by the City, which is on average $70/hour. This was multiplied by 160 hours (assuming each month has 4 weeks at a 40-hour work week) resulting in a monthly FTE cost of $11,200 or an annual FTE cost of $134,400. 9.Implementation is estimated to take 18 months on the low end and 24 months on the high end based on benchmarking data and Plante Moran’s prior implementation experience but could vary by vendor. 10.The project period costs below include one-time and ongoing costs for the first two years of the project, which is the estimated time period for fully implementing a replacement ERP solution. 11.Implementation project management costs are based on a .5 FTE for the low-cost estimate while the high-cost estimate is based on 1 FTE. This cost is calculated using a standard implementation hourly rate but may differ depending on inflation, duration, and selected vendor for project management. 12.100% of the one-time costs as assumed to be incurred in year 1 of implementation. 13.Inflation is assumed to be 5 percent annually in the total 10-year cost summary. 14.Implementation costs include vendor costs for the duration of the implementation including: initial configuration, data migration, integration, training, project management fees, etc. City of Cupertino Cost Estimates 2 | Page Total cost summary This section summarizes the potential total cost of ownership (TCO) analysis for the City’s ERP environment. These costs include various system costs, such as ongoing maintenance, software subscription fees, and implementation services, for each option. The following graph illustrates the 10-year comparison of cumulative costs for each option. The first graph only includes external costs, while the second graph also includes internal costs. Following the graphs is a table representing the detailed costs for both external and internal. These costs do not represent the functional benefits or time efficiencies gained with each option. 10-year cost estimate, including external costs only 10-year cost estimate, including external and internal costs $0 $2,000,000 $4,000,000 $6,000,000 $8,000,000 $10,000,000 $12,000,000 $14,000,000 $16,000,000 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 10-Year Cost Estimate (external costs) Tier 1 Low Tier 1 High Tier 2 Low Tier 2 High $0 $5,000,000 $10,000,000 $15,000,000 $20,000,000 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 10-Year Cost Estimate (external and internal costs) Tier 1 Low Tier 1 High Tier 2 Low Tier 2 High City of Cupertino Cost Estimates 3 | Page Total cost of ownership, including all external and internal costs City of Cupertino TCO Summary - Updated January 2025 Cost category Cost type Tier 1 Tier 1 Tier 2 Tier 2 Low scenario High scenario Low scenario High scenario One-Time Costs Hard Costs Vendor implementation costs Vendor $1,412,371 $3,133,388 $489,747 $1,738,605 Implementation project management Consultant $280,500 $583,000 $280,500 $583,000 Project contingency Contingency $282,474 $626,678 $97,949 $347,721 Total One-Time Hard Costs $1,975,346 $4,343,066 $868,197 $2,669,326 Soft Costs FTE Internal 3 6 2 4 Duration (Months) Internal 18 24 18 24 Total One-Time Soft Costs $604,800 $1,612,800 $403,200 $1,075,200 Grand Total One-Time Costs $2,580,146 $5,955,866 $1,271,397 $3,744,526 Ongoing Costs Hard Costs Subscription fees Vendor $198,309 $892,907 $138,504 $532,658 Total Ongoing Hard Costs $198,309 $892,907 $138,504 $532,658 Soft Costs Internal support FTE Internal 0.5 2 0.5 1 Total Ongoing Soft costs $67,200.00 $268,800.00 $67,200.00 $134,400.00 Grand Total Ongoing Costs $265,509 $1,161,707 $205,704 $667,058 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 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 (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 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 CA 00 01 covering 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 States where Contractor’s offices are located, 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. 5. Cyber Liability: Insurance, with limits not less than: $2,000,000 each occurrence $2,000,000 aggregate - all other EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 2 Form Updated Jan. 2022 Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Consultant in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, including but not limited to in fringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion, and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations. If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 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 Consultant will provide at least 30 days’ advance written notice to City before cancelli ng any required insurance coverage or allowing it to expire. 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 to demand verification of compliance at any time during the Contract term. Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 3 Form Updated Jan. 2022 Subconsultants Consultant shall require and verify that all subconsultants main tain 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. 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 10/2/2024 Lemme,A Division of EPIC 111 West Campbell Street 4th Floor Arlington Heights IL 60005 Zina Saeed 847-385-6800 PSGCerts@lemme.com Swiss Re International SE and Various PMHOLDI P&M Holding Group,LLP Plante &Moran,PLLC and others as more fully described in the policies,including Subsidi 3000 Town Center,Suite 100 Southfield MI 48075 1371278713 A Professional Liability FN2412287 6/15/2024 6/15/2025 Each Claim Aggregate $2,000,000 $2,000,000 The City of Cupertino 10300 Torre Avenue Cupertino CA 95014-3202 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 2/4/2025 Marsh &McLennan Agency LLC 15415 Middlebelt Road Livonia MI 48154 Amy Micallef,CIC,CISR,LIC,AAI,AIS 734-525-2445 212-607-1151 amy.micallef@marshmma.com Federal Insurance Company 20281 PMHOLDI Vigilant Insurance Company 20397P&M Holding Group,LLP &Subsidiaries; Plante &Moran,PLLC;Plante Moran Realpoint,LLC dba Plante Moran Living Forward 3000 Town Center,Suite 100 Southfield MI 48075 Great Northern Insurance Company 20303 1832290129 A X 1,000,000 X 1,000,000 10,000 1,000,000 2,000,000 X X Y Y 35756613 3/13/2024 3/13/2025 2,000,000 Deductible 50,000 C 1,000,000 X X Y Y 73263017 3/13/2024 3/13/2025 A X X 2,000,000Y798333303/13/2024Y 3/13/2025 2,000,000 B X N Y 71653087 3/13/2024 3/13/2025 1,000,000 1,000,000 1,000,000 The City of Cupertino,its City Council,officers,officials,employees,agents,servants and volunteers are included as additional insureds for commercial general liability coverage on a primary and non-contributory basis to the extent provided in the attached form #80-02-2367,for auto liability coverage on a primary and non-contributory basis to the extent provided in the attached form #s 16-02-0292 and 16-02-0316,and for umbrella liability coverage to the extent provided in the attached form #07-02-0815. Where permitted by state law,the Insurer waives its right to subrogation against the additional insured to the extent provided in the attached form #80-02-2000 for commercial general liability,form #16-02-0292 for auto liability,form #07-02-0815 for umbrella liability,and form #WC900375 for workers'compensation coverage. See Attached... The City of Cupertino 10300 Torre Avenue Cupertino CA 95014-3202 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: PMHOLDI 1 1 Marsh &McLennan Agency LLC P&M Holding Group,LLP &Subsidiaries; Plante &Moran,PLLC;Plante Moran Realpoint,LLC dba Plante Moran Living Forward 3000 Town Center,Suite 100 Southfield MI 48075 25 CERTIFICATE OF LIABILITY INSURANCE The insurance carrier will provide the Certificate Holder with direct notice of cancellation to the extent provided in the attached form #80-02-9780 for commercial general liability,form #16-02-0306 for auto liability,form #07-02-2472 for umbrella liability,and form #WC990643 for workers'compensation coverage. 16-02-0316 Ed. 10 14 Page 1 of 1 POLICY NUMBER: (24)7326-30-17 COMMERCIAL AUTO 16-02-0316 Ed. 10 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NON-CONTRIBUTORY LIABILITY INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured:P & M HOLDING GROUP LLP AND SUBSIDIARIES Endorsement Effective Date:03/13/2024 SCHEDULE Name(s) Of Person(s) Or Organization(s): PERSONS OR ORGANIZATIONS THAT YOU ARE OBLIGATED, PURSUANT TO A CONTRACT OR AGREEMENT BETWEEN YOU AND SUCH PERSON OR ORGANIZATION, TO PROVIDE PRIMARY AND NON-CONTRIBUTORY INSURANCE. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Item 5. – “Other Insurance” of Item B. – “General Conditions” under Section IV – “Business Auto Conditions”: e. Regardless of the provisions of Paragraph 5.a. through d. above, for any liability arising out of the ownership, maintenance, use, rental, lease, loan, hire or borrowing by an ”insured” of a covered “auto” for which an “insured” is contractually obligated to provide primary insurance coverage to a client, this Coverage Form will be primary and non-contributory with respect to the Persons or Organizations in the schedule, regardless of the availability or existence of other collectible insurance under any other Coverage Form or policy that applies on a primary basis. 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SRIEGGMHIRXXSEPPIPIGXVSRMGIUYMTQIRXXLEX VITVSHYGIWVIGIMZIWSVXVERWQMXWEYHMSZMWYEP SVHEXEWMKREPW[LMGLEXXLIXMQISJPSWWMW E4IVQERIRXP]MRWXEPPIHMRSVYTSRXLI GSZIVIHEYXSMRELSYWMRKSTIRMRKSV SXLIVPSGEXMSRXLEXMWRSXRSVQEPP]YWIHF] XLIEYXSQERYJEGXYVIVJSVXLIMRWXEPPEXMSR SJWYGLIUYMTQIRX F6IQSZEFPIJVSQETIVQERIRXP]MRWXEPPIH LSYWMRKYRMXEWHIWGVMFIHMR4EVEKVETL EEFSZISVMWERMRXIKVEPTEVXSJXLEX IUYMTQIRXSV Auto Policy 73263017 Commercial General Liability Policy 35756613 Umbrella Policy 79833330 Umbrella Policy 79833330 Umbrella Policy 79833330 WC 99 06 43 (Ed. 6-11) WORKERS’ COMPENSATION AND EMPLOYERS’ LIABILITY INSURANCE POLICY WC 99 06 43 (Ed. 6-11) NOTICE OF CANCELLATION - SCHEDULED PERSON(S) OR ORGANIZATION(S) This endorsement effective on 01/14/25 at 12:01 A.M. standard time, forms a part of (DATE) Policy No. (25) 7165-30-87 of the Vigilant Insurance Company (NAME OF INSURANCE COMPANY) Issued to P & M HOLDING GROUP LLP Authorized Representative Under Part Six – Conditions of the policy, the following is added: Notice of Cancellation – Scheduled Person(s) or Organization(s) When we cancel this policy we will notify the person(s) or organization(s) described in the SCHEDULE at least 30 days (10 days in the event of nonpayment of premium) in advance of the cancellation date. Any failure by us to notify such person(s) or organization(s) will not: Impose any liability or obligation of any kind upon us; or Invalidate such cancellation. SCHEDULE If you are obligated, pursuant to a written contract or agreement, to provide persons or organizations with Notice of cancellation, then we will notify such persons or organizations provided that within 15 days of the date we send Notice of Cancellation to the first named insured, the first named insured or producer of record provides us with a spreadsheet containing the name, mailing address and, if available, e-mail address of the persons or organizations. Insured Copy Workers' Compensation and Employers' Liability Policy Endorsement NumberNamed Insured P & M HOLDING GROUP LLP Policy Number Symbol: Number: (25) 7165-30-87 Policy Period 03/13/2024 TO 03/13/2025 Effective Date of Endorsement 03/13/2024 Issued By (Name of Insurance Company) Vigilant Insurance Company Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California 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. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization: ( X ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: 3. Premium: The premium charge for this endorsement shall be 1%percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Minimum Premium: Authorized Representative WC 90 03 75 (05/18) Insured Copy Chubb Commercial Excess And Umbrella Insurance Notice Of Cancellation To Scheduled Persons Or Organizations (Except Non-Payment Of Premium) Form 07-02-2472 (Ed. 3-11)Endorsement Page 1 of 2 07-02-2472 NOTICE OF CANCEL SCHED PERSONS/ORG EXCPT NP Chubb Commercial Excess And Umbrella Insurance Endorsement Policy Period MARCH 13, 2024 To MARCH 13, 2025 Effective Date MARCH 13, 2024 Policy Number 7983-33-30 Insured P & M HOLDING GROUP LLP AND SUBSIDIARIES Name of Company FEDERAL INSURANCE COMPANY Date Issued March 12, 2024 Conditions Notice Of Cancellation To Scheduled Persons Or Organizations When We Cancel Under Conditions, the following condition is added. When we cancel this policy for any reason, other than non-payment of premium, we will notify person(s) or organization(s) shown in the Schedule at least 30 days in advance of the cancellation date. Any failure by us to notify such person(s) or organization(s) will not: • impose any liability or obligation of any kind upon us; or • invalidate such cancellation. Schedule Person(s) or Organization(s): If you are obligated, pursuant to a written contract or agreement, to provide person(s) or organization(s) with notice of cancellation, then we will notify such person(s) or organization(s) provided that within 15 days of the date we send notice of cancellation to the first named insured or producer of record provides us with a spreadsheet containing the name, mailing address and, if available, e-mail address of the person(s) or organization(s). Chubb Commercial Excess And Umbrella Insurance Notice Of Cancellation To Scheduled Persons Or Organizations (Except Non-Payment Of Premium) Form 07-02-2472 (Ed. 3-11)Endorsement Page 2 of 2 All other terms and conditions remain unchanged. Authorized Representative March 12, 2024 ERP Needs Assessment, RFP Dev, & Vendor Selection Final Audit Report 2025-03-17 Created:2025-02-25 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAw8qOJTzcUaF-XpGpl4kaTNcnbKzTXCrR "ERP Needs Assessment, RFP Dev, & Vendor Selection" Histor y Document created by Webmaster Admin (webmaster@cupertino.org) 2025-02-25 - 10:17:47 PM GMT- IP address: 35.229.54.2 Document emailed to aprild@cupertino.org for approval 2025-02-25 - 10:23:07 PM GMT Email viewed by aprild@cupertino.org 2025-02-25 - 10:23:14 PM GMT- IP address: 3.232.50.116 Signer aprild@cupertino.org entered name at signing as April DaRosa 2025-02-25 - 10:24:22 PM GMT- IP address: 64.165.34.3 Document approved by April DaRosa (aprild@cupertino.org) Approval Date: 2025-02-25 - 10:24:24 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2025-02-25 - 10:24:26 PM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2025-02-25 - 10:24:31 PM GMT- IP address: 3.232.50.116 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2025-02-26 - 2:39:30 AM GMT - Time Source: server- IP address: 71.202.76.156 Document emailed to dennis.bagley@plantemoran.com for signature 2025-02-26 - 2:39:32 AM GMT Email viewed by dennis.bagley@plantemoran.com 2025-02-26 - 2:39:37 AM GMT- IP address: 13.93.221.37 Signer dennis.bagley@plantemoran.com entered name at signing as Dennis Bagley 2025-02-26 - 2:34:57 PM GMT- IP address: 162.10.173.79 Document e-signed by Dennis Bagley (dennis.bagley@plantemoran.com) Signature Date: 2025-02-26 - 2:34:59 PM GMT - Time Source: server- IP address: 162.10.173.79 Document emailed to Teri Gerhardt (terig@cupertino.org) for signature 2025-02-26 - 2:35:02 PM GMT Email viewed by Teri Gerhardt (terig@cupertino.org) 2025-02-26 - 2:35:13 PM GMT- IP address: 3.232.50.116 Document e-signed by Teri Gerhardt (terig@cupertino.org) Signature Date: 2025-02-26 - 3:26:56 PM GMT - Time Source: server- IP address: 107.3.130.161 Document emailed to Floy Andrews (floya@cupertino.gov) for signature 2025-02-26 - 3:26:59 PM GMT Email viewed by Floy Andrews (floya@cupertino.gov) 2025-02-26 - 3:27:06 PM GMT- IP address: 100.26.4.134 Document shared with April Darosa (AprilD@cupertino.gov) by Webmaster Admin (webmaster@cupertino.org) 2025-03-14 - 0:12:59 AM GMT- IP address: 76.132.111.71 Email viewed by Floy Andrews (floya@cupertino.gov) 2025-03-14 - 2:21:12 PM GMT- IP address: 52.202.236.132 Document e-signed by Floy Andrews (floya@cupertino.gov) Signature Date: 2025-03-14 - 3:51:00 PM GMT - Time Source: server- IP address: 24.6.67.144 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2025-03-14 - 3:51:03 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2025-03-14 - 3:51:10 PM GMT- IP address: 52.202.236.132 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2025-03-17 - 3:40:41 PM GMT - Time Source: server- IP address: 73.241.178.249 Agreement completed. 2025-03-17 - 3:40:41 PM GMT