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25-130 Carneghi-Nakasako for Property Appraisal Services for 10480 Finch AveProperty Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 1 of 9 Professional/Consulting Contracts /Version: March 2025 PROFESSIONAL/CONSULTING SERVICES AGREEMENT 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Carneghi-Nakasako & Associates (“Contractor”), a Corporation for Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067), and is effective on the last date signed below (“Effective Date”). 2. SERVICES 2.1 Contractor agrees to provide the services and perform the tasks (“Services”) set forth in detail in Scope of Services, attached here and incorporated as Exhibit A. Contractor further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. 2.2 Contractor’s duties and services under this agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City. The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor shall cooperate with the City to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by contractor pursuant to this agreement. 3. TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on June 30, 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 Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City’s purchasing policy. 3.2 Schedule of Performance. Contractor must deliver the Services in accordance with the Schedule of Performance, attached and incorporated here Exhibit B. 3.3 Time is of the essence for the performance of all the Services. Contractor must have sufficient time, resources, and qualified staff to deliver the Services on time. Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 2 of 9 Professional/Consulting Contracts /Version: March 2025 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $7,000.00 (“Contract Price”), based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City. 4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty (30) days of completion of Services, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker’s compensation, or other benefits from the City. 5.2 Contractor’s Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed, registered, and/or certified to perform the Services as required by law and have procured a City Business License, if required by the Cupertino Municipal Code. 5.4 Subcontractors. Only Contractor’s employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools, Materials, and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor’s business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 3 of 9 Professional/Consulting Contracts /Version: March 2025 Agreement is determined by a court of competent jurisdiction, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the r esponsibility of City, and actual attorney’s fees incurred by City in connection with the above. 6. PROPRIETARY/CONFIDENTIAL INFORMATION In performing this Agreement, Contractor may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City information provided by City to Contractor and use it only to perform this Agreem ent. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium (collectively, “Work Product”), prepared by Contractor in connection with this Agreement will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement, to the extent requested by City. In any case, no Work Product shall be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all Work Product arising out of this Agreement is considered “works for hire” and all copyrights to the Work Product will be the property of City. Alternatively, Contractor assigns to City all Work Product copyrights. Contractor may use copies of the Work Product for promotion only with City’s written approval. 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-contractors prepared or created under this Agreement, to execute or implement any of the following: (a) The original Services for which Contractor was hired; (b) Completion of the original Services by others; (c) Subsequent additions to the original Services; and/or (d) Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides, except for one single-sided original. Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 4 of 9 Professional/Consulting Contracts /Version: March 2025 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed information of Contractor’s performance, benchmarks and deliverables, which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four (4) years from the date of City’s final payment. Contractor acknowledges that certain documents generated or received by Contractor in connection with the performance of this Agreement, including but not limited to correspondence between Contractor and any third party, are public records under the California Public Records Act, California Government Code section 6250 et seq. Contractor shall comply with all laws regarding the retention of public records and shall make such records available to the City upon request by the City, or in such manner as the City reasonably directs that such records be provided. 9. ASSIGNMENT Contractor shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without pr ior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity is considered an assignment of the Agreement and subject to City approval, which shall not be unreasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity. 10. PUBLICITY / SIGNS Any publicity generated by Contractor for the project under this Agreement, during the term of this Agreement and for one year thereafter, will reference the City’s contributions in making the project possible. The words “City of Cupertino” will be displayed in all pieces of publicity, including flyers, press releases, posters, brochures, public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and consultants (“Indemnitees”), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes of action, demands, charges, losses, costs, and expenses (including attorney fees, legal costs, and expenses related to litigation and dispute resolution proceedings) of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations, representations, or warranties; (b) Negligent or willful acts or omissions committed during performance of the Services; (c) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 5 of 9 Professional/Consulting Contracts /Version: March 2025 (d) Unauthorized use or disclosure of City’s confidential and proprietary Information; (e) Claim of infringement or violation of a U.S. patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party. 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim. At City’s request, Contractor will assist City in the defense of a claim, dispute, or lawsuit arising out of this Agreement. 11.3 Contractor’s duties under this section are not limited to the Contract Price, workers’ compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee. 11.4 Contractor’s payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, or a purchase order, or other transaction. 11.5 Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor, or any other person or entity involved by, for, with, or on behalf of Contractor in the performance of this Agreement. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. 11.6 This Section 11 shall survive termination of the Agreement. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit D, and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor’s compensation or terminating the Agreement. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state, and federal laws and regulations applicable to this Agreement. Contractor will promptly notify City of changes in the law or other conditions that may affect the Project or Contractor’s ability to perform. Contractor is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act. 13.2 Labor Laws. Contractor shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a “public works” component, Contractor is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 6 of 9 Professional/Consulting Contracts /Version: March 2025 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race, religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS), or any other protected classification. Contractor shall comply with all anti-discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777, and 3077.5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or its employees or sub-contractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement, in violation of California Government Code Section 1090 et seq. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of Title 2 of the California Code of Regulations. Contractor agrees to abide by the City’s rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or terminating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager. The City assigns Chad Mosley as the City’s representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor. Contractor Project Manager. Subject to City approval, Contractor assigns Brad Carneghi as its single Representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. Contractor’s Project manager is responsible for coordinating and scheduling the Services in accordance with the Scope of Services and the Schedule of Performance. Contractor must regularly update the City’s Project Manager about the progress with the work or any delays, as required under the Scope of Services. City written approval is required prior to substituting a new Representative. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts therefor at any time. Contractor will be compensated for satisfactory Services performed through the date of abandonment, and will be given reasonable time to assemble the work and close out the Services. With City’s pre-approval in writing, the time spent in closing out the Services will be compensated up to a maximum of ten percent (10%) of the total time expended to date in the performance of the Services. Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 7 of 9 Professional/Consulting Contracts /Version: March 2025 16. TERMINATION City may terminate this Agreement for cause or without cause at any time. Contractor will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Contractor closes out the Services and delivers the Work Product. 17. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises, Contractor must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator’s award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal, or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City’s waiver of a breach shall not constitute waiver of another provision or breach. 21. ENTIRE AGREEMENT This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. Any modification of this Agreement will be effective only if in writing and signed by each Party’s authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between any term, clause, or provision of the main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling. 22. INSERTED PROVISIONS Each provision and clause required by law for this Agreement is deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. The Parties will collaborate to implement this Section, as appropriate. Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 8 of 9 Professional/Consulting Contracts /Version: March 2025 23. HEADINGS The headings in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit, or amplify the terms or provisions of this Agreement. 24. SEVERABILITY/PARTIAL INVALIDITY If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this Agreement to carry out its intent. 25. SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated, including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law, and Attorney Fees, shall survive the Agreement and remain in full force and effect. 26. NOTICES All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered or certified, or the next business day following electronic submission: To City of Cupertino Office of the City Manager 10300 Torre Ave. Cupertino, CA 95014 Attention: Chad Mosley Email: chadm@cupertino.org To Contractor: Carneghi-Nakasako & Associates 1550 The Alameda, Suite 210 San Jose, CA 95126 Attention: Brad Carneghi Email: brad@cnaappraisal.com 27. EXECUTION The person executing this Agreement on behalf of Contractor represents and warrants that Contractor has full right, power, and authority to enter into and carry out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Contractor. This Agreement may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. SIGNATURES CONTINUE ON THE FOLLOWING PAGE Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Page 9 of 9 Professional/Consulting Contracts /Version: March 2025 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CITY OF CUPERTINO CONTRACTOR A Municipal Corporation By By Name Name Title Title Date Date APPROVED AS TO FORM: MICHAEL K. WOO Senior Assistant City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Brad Carneghi Brad Carneghi President 07/22/2025 Chad Mosley Director of Public Works 08/05/2025 08/05/2025 Exhibits A, B, & C Scope of Work, Schedule & Compensation Proposed scope will include the following: • The City of Cupertino intends to use the appraisal to aid in consideration of the purchase of 10480 Finch Ave, Cupertino, CA (APN 375-40-067). • The appraisal will reﬂect the current market value of the property. The report will be completed by September 1, 2025. The fee for the appraisal is $7,000.00. Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 1 Version: May 2025 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) with coverage at least as broad as Insurance Services Office (ISO) Form CG 00 01, with limits no less than $2,000,000 per occurrence and $2,000,000 general aggregate. The policy shall include a per project or per location general aggregate endorsement as broad as CG 25 03 or CG 24 04. If a per project/location endorsement is not available, the limit of the general aggregate shall be doubled. 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 allow and be endorsed "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as the most recent edition of ISO Form CG 20 01. c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess liability insurance, provided each policy follows form of the underlying policy and 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. The City’s own insurance or self-insurance shall not be called upon. 2. Automobile Liability: Coverage shall be provided using ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 each accident for bodily injury and property damage. Not required. Consultant shall be fully remote and not use automobiles to provide the service. In the event Consultant uses an automobile or automobiles in the operation of its business to provide services under this Agreement, the Consultant shall, prior to such use, provide the City with evidence of Business Automobile Liability insurance coverage in the amount required under this Section 2 for owned, non-owned and hired autos (any auto-Symbol 1), or if Consultant does not own autos (hired autos-Symbol 8 and non-owned autos-Symbol 9). Evidence shall be provided with a Certificate of Insurance, along with an additional insured endorsement in favor of the City, primary and non- contributory coverage and endorsement, and waiver of subrogation coverage and endorsement under the policy prior to the use of any automobile. Consultant has provided written confirmation that it does not own any autos. Consultant shall provide coverage for hired autos-Symbol 8 and non-owned autos-Symbol 9. Primary and Non-Contributory coverage and Waiver of Subrogation coverage is waived under the Automobile Liability hired and non-owned only coverage. In the event Consultant uses an owned automobile or automobiles in the operation of its business to provide services under this Agreement, the Consultant shall, prior to such use, provide the City with evidence of Business Automobile Liability insurance coverage in the amount required under this Section 2 for owned, non-owned and hired autos (any auto-Symbol 1). EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 2 Version: May 2025 In lieu of Business Automobile Liability, Consultant shall maintain throughout the term of this Agreement and provide the City with evidence (including the policy Declarations Page) of personal automobile insurance coverage in accordance with the laws of the State of California. As available under the policy, evidence shall be provided with the Certificate of Insurance, along with an additional insured endorsement in favor of the City, primary and non-contributory coverage and endorsement, and waiver of subrogation coverage and endorsement. City approval of coverage is required prior to commencement of services. 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 each accident/ disease. Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, if applicable and 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 basis 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. OTHER INSURANCE PROVISIONS The aforementioned insurance policies shall contain, be endorsed and have all the following conditions and provisions: Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteers (“Additional Insureds”) are to be covered and endorsed 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 if not available, through the addition of both CG 20 10 and CG 20 37 forms, if later editions are used). Primary and Non-Contributory Coverage Except Workers Compensation, coverage afforded to City/Additional Insureds shall allow and be endorsed primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant’s insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. If a carrier will not provide the required notice of cancellation or policy modification, the Consultant shall provide written notice to the City of a cancellation or policy modification no later than 30 days in advance or 10 days in advance if due to non-payment of premiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the General Liability, Automobile Liability and Workers’ Compensation policies shall allow and be endorsed with a waiver of subrogation in favor of City, its employees, agents and volunteers. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 3 Version: May 2025 Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City (Insert on the Certificate of Insurance, if zero, insert “$0”). 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 Insurance shall be placed with insurers admitted in the State of California and with an AM Best rating of A- VII or higher. Verification of Coverage Consultant must furnish acceptable insurance certificates and amendatory endorsements (or copies of the policies effecting the coverage required by this Contract), including 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. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including indemnification, defense, and naming the City as an additional insured on subconsultant’s insurance policies. Higher Insurance Limits If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Consultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature of the risk, prior experience, insurer or other special circumstances, with not less than ninety (90) days prior written notice. Named Insured: CARNEGHI-NAKASAKO & ASSOCIATES BUSINESSOWNERS Policy Number: CACM0000024535 Effective Date: 04/20/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II -Liability is amended as follows: A.The following is added to Paragraph C. Who Is An Insured: 3.Any person(s) or organization(s) shown in theSchedule is also an additional insured, but onlywith respect to liability for "bodily injury","property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf in the performance of your ongoing operations or in connection with your premises owned by or rented to you. However: a.The insurance afforded to such additionalinsured only applies to the extent permitted by law; and b.If coverage provided to the additional insured is required by a contract oragreement, the insurance afforded to suchadditional insured will not be broader thanthat which you are required by the contractor agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following is added to Paragraph D. Liability And Medical Expenses Limits Of Insurance: If coverage provided to the additional insured isrequired by a contract or agreement, the most wewill pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable Limits Of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits Of Insurance shown in the Declarations. BP 04 48 07 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 BUSINESSOWN ERS Policy Number: CACM0000024535 MC BOP SB BROADEND 07 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. MERCURY SM ALL BUSINESS BROADENING ENDORSEMENT This endorsement modi fies insurance provid ed under the follow ing: BUSINESSOWNERS COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage. The follo wing list is a general coverage description only. Limitations and exclusions, and other terms found in the Policy and applicable endorsements apply to these coverages. Read all the PROVISIONS of the policy and endorsement to determine rights, duties and what is and is not. In the event you have purchased a coverage that duplicates any coverage under this form and any other form or endorsement from us, you may only recover under the one coverage that provides you with the highest limit that applies under one coverage. PROPERTY COVERAGES I.Additional Coverage: Brands and Labels Up To Business Personal Property Limit II.Additional Coverage: Business Income From Dependent Property Increase to $50,000 Ill. Additional Coverage: Claims Data Expense of $10,000 IV.Additional Coverage: Computer Fraud $5,000 V.Additional Coverage: Contract Penalty $1,000 VI.Additional Coverage: Credit Card Slips $10,000 VII.Additional Coverage: Debris Removal Increase to $40,000 VIII.Additional Coverage: El ectronic Data: Increase to $25,000 IX.Additional Coverage: Extended Busi ness Income: Increase coverage period to 120 days X.Additional Coverage: Fine Arts $10,000 XI.Additional Coverage: Fire Department Service Charge Increase to $5,000 XII.Additional Coverage: Forgery And Alte ration $10,000 XIII.Additional Coverage: Laptop Computers -Worldwide Coverage $5,000 XIV.Additional Coverage: Lost Key Cons equential Loss $5,000 XV.Additional Coverage: Pollutant Clean Up and Removal Increase to $25,000 XVI.Additional Coverage: Reward Coverage $10,000 XVII.Additional Coverage: Salespersons' Samples $1,000 XVIII.Additional Coverage: Tenant Glass $1,000/plate and $10,000/occurrence XIX.Additional Coverage: Unauthorized Busin ess Card Use: $5,000 XX.Coverage Ext ension: Covered Leasehold Interest -Undamaged Improvements and Betterments $10,000 XXI.Coverage Extension: Limited Building and Busin ess Personal Property Coverage -Tenant Obligation $20,000 XXII.Coverage Extension: Loss Payment on Me rchan dise Sold $25,000 XXIII.Coverage Extension: Newly Acquired Or Constructed Property: Increase Building Coverage $500,000 XXIV.Coverage Extension: Newly Acquired Or Constructed Property: Business Income Coverage And Extra Expense $250,000 MC BOP SB BROADEND 07 19 Page 1 of 14 --------= - XXV.Coverage Extension: Newly Acquired Or Constructed Property: Increase Business Personal Property Co verage $250,000 XXVI.Co verage Extension: Outdoor Property: Increase limit to $20,000 with $1,000 per tree, shrub or plant XX VII.Co verage Extension: Personal Effects $25,000 LIABILITY COV ERAGES I.Aircraft Chartered with Crew II.Blanket Additional Insured -By Contract With Primary and Noncontributory Clause Ill. Blanket Waiver of Subrogation IV.Damage to Premises Rented To You Extension V.Delivery Errors and Omissions Coverage VI.Extension of Coverage-Bodily Injury VII.Incidental Medi cal Malpractice VIII.Increased Supplementary Payments •Cost for bail bonds increased to $1,000 •Loss of earnings increased to $500 per day IX.Injury to Co-Employees X.Knowledge and Notice of Occurrence or Offense XI.Reasonable Force -Bodily Injury or Property Damage COMMON POLICY CONDITIONS I.Limitation to Purchased Coverage II.Primary And Noncontributory-Other Insurance Condition Ill. Uni ntentional Omission PROVISIONS PROPERTY COVERAGES I.Brands and Labels The following Additional Coverage is added to Part A.S. (Section I -Property): Brands and Labels If branded or labeled merchandise that is Covered Property is damaged by a Covered Cause of Loss, we may take all or part of the property at an agre ed or appraised value. If we exercise our option, you may: (1)Stamp the word "Salvage" on the merchandise or its containers, if the stamp will not physically damage the merchandise; or (2)Remove the brands and labels, if doing so will not physically damage the merchandise or its containers to be in compliance with applicable law. We will pay reasonable costs you incur to perform the activity described in Paragraphs (1) and (2) above. We will not pay for loss or damage in any one occurrence until the amount of loss or damage exceeds the deductible shown in the Declarations. The most we will pay for these costs and the value of the damaged property under this Addi tional Coverage is the same as the Business Personal Property coverage limit. MC BOP SB BROADEND 07 19 Page 2 of 14 ----- -= = VI.Credit Card Slips The following Additional Coverage is added to Part A.S. (Section I-Property): Credit Card Slips We will pay for amounts you are unable to collect due to loss of or damage to credit card slips while located at the Described Premises as the result of a Covered Cause of Loss. The amount of the loss will be determined as follows: (1)If you have been in business for more than twelve months at the location of the loss, one-thirtieth (1/30) of the average monthly amount of credit card slips will be considered as average daily credit card slips for that location. The twelve months immediately preceding the discovery of the loss will be used to determine the average monthly amount. (2)If you hav e been in business for less than twelve months at the location of the loss, the average daily credit card slips shall be one-thirtieth (1/30) of the average monthly amount of credit card slips for the number of months you have been in business at that location. (3)The average daily credit card slips will be multiplied by the number of days for which slips are lost to determine the amount of the loss subject to the maximum limit indi cated below. The most we will pay as a result of loss or damage to credit card slips under this Additional Co verage during each policy period is $10,000 at each Described Premises. VII.Debris Removal (1)The first paragraph of Part A.S.a.(4}. (Section I -Property) is replaced with: (4)We will pay up to an additional $40,000 for debris removal expense, for each location, in any one occurrence of physical loss or damage to Covered Property, if one or both of the following circumstances apply: (2)The last paragraph of Part A.S.a.(4) under Section I -Property is replaced with: Therefore, if Paragraphs (4)(a) and/or (4)(b) apply, our total payment for direct physical loss or damage and debris removal expense may reach but will never exceed the Limit Of Insurance on the Covered Property that has sustained loss or damage , plus $40,000. (3)Example 2 of Part A.S.a.(S) under Section I -Property is replaced with: Example 2 Limit Of Insurance Amount of Deductible Amount of Loss Amount of Loss Payable Debris Removal Expense Debris Removal Expense Payable Basic Amount Additional Amount $90,000 $500 $80,000 $79,500 ($80,000-$500) $55,000 $10,500 $40,000 The basic amount payable for debris removal expense under the terms of Paragraph (3) is calculated as follows: $80,000 ($79,500 + $500) X .25= $20,000; capped at $10,500). The cap applies because the sum of the loss payable ($79,500) and the basic amount payable for debris removal expense ($10,500) cannot exceed the Limit Of Insurance ($90,000). The additional amount payable for debris removal expense is provided in accordance with the terms of Paragraph (4), because the debris removal expense ($55,000) exceeds 25% of the loss payable plus the deductible ($45,000 is 68.75% of $80,000), and because the sum of the loss payable and debris removal expense ($79,500 + $55,000 = $134,500) would exceed the Limit Of MC BOP SB BROADEND 07 19 Page 4 of 14 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 the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84) Schedule Person or Organization Job Description Any person or organization as required by written contract. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 9/28/2024 Policy No.TWC4474746 Endorsement No.0 Insured CARNEGHI-NAKASAKO & ASSOCIATES Premium $511 Insurance Company Technology Insurance Company, Inc. Countersigned by WC 04 03 06 (Ed. 04-84) CERTIFICATE OF INSURANCE Prutlucur:Issue Duh}:()3 1‘)2025 'lhis Certiﬁcate is issued as 1|mutter nf inl‘nnnutinn uuly uml LIA ADMINIS'I‘RA'I‘ORS it INSURANCE SERVICES cnnil‘l’s nu rights upun the Curtiﬁcutu Holder,'Ihis Cmiﬁmte DO.BOX 131‘)dues nut amend.extend ur alter the coverage uffurded by the Santa Barbara CA 931051.119 policy huh)“: Insured:168583 COMPANY AFFORDING COVERAGE CARNEUi'n-NAKASAKO AND ASSOCIATES Bradley Curncghi Aspen American lnsurance Company 1550 The Alameda,Suite 210 San Jose.CA 95126 ﬂ/tz/A/éﬂ l'ax Number:(JUIMJUlI-UII(J(')‘— Autlmrized Representative This is to certify that the policy of insurance listed below has been issued to 11113iliSlll’CLlllilmCd above for the pulicy period indicated, NOI\\'iI]\SIﬂIIdiI\gany requirement,telm ut‘etmditiun ot‘uny L‘Ulltl’ilL‘I or other document with respect to \VhiL‘h this Certificate may be issued or may pertain the insurance afforded by the policy described herein is subject to all the terms exclusions and conditions oi'sueh policy.Limits shown may have been reduced by paid claims. DISCLAIMER:This certificate 01'insurance does not ai’t‘itmatively 01’negatively amend,extend,or alter the coverage afforded by the insurance policy PI‘<:vt':-ssi0nzll liability .r\:\Il)06003~1l)U4 11 2025 (H 11 3026 Each Claim 38 LUOOJJOI) General Aggregate EB ZJHJOJJOI) Description of Operations/I,ocations/Speeiul Items: REAL ESTATE APPRAISERS PROFESSIONAL LIABILITY INSURANCE Certiﬁcate Holder:Cancellation: City 01‘Cupcrtino SHOULD ANY OF THE ABOVE DESCRlBED POLlClES tII3()II "[‘orre Ave BE CANCELLED BEFORE THE EXPIRATION DATE CUW‘UHO-CA "3"14 THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. L|A0001 (11/97) Carneghi-Nakasako for Property Appraisal Services for 10480 Finch Avenue, Cupertino, CA (APN 375-40-067) Final Audit Report 2025-08-05 Created:2025-07-21 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAo3VdgRvU05nfB7W1o4piHx8P82yfi-al "Carneghi-Nakasako for Property Appraisal Services for 10480 F inch Avenue, Cupertino, CA (APN 375-40-067)" History Document created by Webmaster Admin (webmaster@cupertino.org) 2025-07-21 - 11:40:35 PM GMT- IP address: 35.229.54.2 Document emailed to Jindy Gonzalez (jindyg@cupertino.org) for approval 2025-07-21 - 11:43:08 PM GMT Email viewed by Jindy Gonzalez (jindyg@cupertino.org) 2025-07-21 - 11:43:19 PM GMT- IP address: 52.87.209.107 Document approved by Jindy Gonzalez (jindyg@cupertino.org) Approval Date: 2025-07-21 - 11:43:56 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2025-07-21 - 11:44:01 PM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2025-07-21 - 11:44:10 PM GMT- IP address: 52.87.209.107 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2025-07-21 - 11:51:18 PM GMT - Time Source: server- IP address: 71.202.76.156 Document emailed to brad@cnaappraisal.com for signature 2025-07-21 - 11:51:24 PM GMT Email viewed by brad@cnaappraisal.com 2025-07-21 - 11:51:29 PM GMT- IP address: 74.125.209.134 Email viewed by brad@cnaappraisal.com 2025-07-22 - 8:49:34 PM GMT- IP address: 107.215.251.134 Signer brad@cnaappraisal.com entered name at signing as Brad Carneghi 2025-07-22 - 9:01:12 PM GMT- IP address: 107.215.251.134 Document e-signed by Brad Carneghi (brad@cnaappraisal.com) Signature Date: 2025-07-22 - 9:01:14 PM GMT - Time Source: server- IP address: 107.215.251.134 Document emailed to Michael Woo (michaelw@cupertino.org) for signature 2025-07-22 - 9:01:21 PM GMT Email viewed by Michael Woo (michaelw@cupertino.org) 2025-07-22 - 9:01:28 PM GMT- IP address: 52.87.209.107 New document URL requested by Michael Woo (MichaelW@Cupertino.org) 2025-08-05 - 3:29:43 PM GMT- IP address: 64.165.34.3 Email viewed by Michael Woo (michaelw@cupertino.org) 2025-08-05 - 3:38:05 PM GMT- IP address: 44.202.195.228 Document e-signed by Michael Woo (michaelw@cupertino.org) Signature Date: 2025-08-05 - 3:46:31 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Chad Mosley (chadm@cupertino.org) for signature 2025-08-05 - 3:46:37 PM GMT Email viewed by Chad Mosley (chadm@cupertino.org) 2025-08-05 - 3:46:43 PM GMT- IP address: 44.202.195.228 Document e-signed by Chad Mosley (chadm@cupertino.org) Signature Date: 2025-08-05 - 4:50:13 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2025-08-05 - 4:50:19 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2025-08-05 - 4:50:26 PM GMT- IP address: 54.242.106.240 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2025-08-05 - 4:52:12 PM GMT - Time Source: server- IP address: 64.165.34.3 Agreement completed. 2025-08-05 - 4:52:12 PM GMT