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14-152 Workplace L. Ferrari for the redesign, supply and installation of cubicals in the City Hall Public Work Office OFFICE OF THE CITY CLERK CITY HALL 10300 TORRE AVENUE•CUPERTINO, CA 95014-3255 TELEPHONE:(408)777-3223• FAX: (408)777-3366 WEBSITE:www.cupertino.org CUPERTINO March 17, 2015 One Workplace, L. Ferrari 2500 De La Cruz Blvd., Santa Clara, CA 95050 Re: 2nd Amendment to agreement for consultant services. Enclosed for your records is a fully executed original copy of the agreement with the City of Cupertino. If you have any questions, please contact the Public Works Department at (408) 777-3354. Sincerely, Andrea Sanders Senior Office Assistant City Clerk's Office Enclosure cc: Public Works �SkCONQ_AMENDMENT TO AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ONE WORKPLACE,L. FERRARI FOR CONSULTANT SERVICES FOR THE REDESIGN, SUPPLY AND INSTALLATION OF CUBICLES IN THE CITY HALL PUBLIC WORKS OFFICE This Second Amendment to the Agreement between the City of Cupertino and One Workplace, L. Ferrari, for reference dated January 31St, 2015, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "CITY") and One Workplace, . Ferrari, a California corporation whose address is 2500 De La Cruz Blvd., Santa Clara, California 95050 (hereinafter "CONTRACTOR"), and is made with reference to the following: RECITALS: A. On September 2nd, 2014, an agreement was entered into by and between City and One Workplace, L. Ferrari for consultant services for the redesign, supply and installation of cubicles in the City Hall Public Works office (hereinafter "Agreement"). B. On November 21St, 2014, the parties entered into a first amendment to the agreement; and C. City and One Workplace, L. Ferrari desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: Paragraph 1 of the Agreement, "TERM" is hereby modified to read as follows: The services and/or materials furnished under this Agreement shall commence on September 2nd, 2014, and shall be completed before June 30, 2015, or as extended by agreement. v 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. Page 1 of 2 First Amendment IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. One Workplace, L. Ferrari CITY OF CUPERTINO A Municipal Corporation By Ke-v'(K By -- Director of PuTlic Works, Timm Borden Title Date—'3 l I l I S APPROVED AS TO FORM: By Ci orney, Carol Korade ATTEST: By o City Clerk, Grace Schmidt Page 2 of 2 First Amendment OFFICE OF THE CITY CLERK CITY HALL 10300 TORRE AVENUE•CUPERTINO, CA 95014-3255 TELEPHONE:(408)777-3223•FAX: (408)777-3366 WEBSITE:www.cupertino.org CUPERTINO December 1, 2014 One Workplace, L. Ferrari 2500 De La Cruz Blvd. Santa Clara, CA 95050 Re: First Amendment to agreement foe consultant services for the Redesign, Supply and Installation of Cubicles in the City Hall Public Works Office. Enclosed for your records is a fully executed original copy of the agreement with the City of Cupertino. If you have any questions, please contact the Public Works Department at (408) 777-3354. Sincerely, Andrea Sanders Senior Office Assistant City Clerk's Office Enclosure cc: Public Works FIRST AMENDMENT TO AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ONE WORKPLACE, L. FERRARI FOR CONSULTANT SERVICES FOR THE REDESIGN, SUPPLY AND INSTALLATION OF CUBICLES IN THE CITY HALL PUBLIC WORKS OFFICE This First Amendment to the Agreement between the City of Cupertino and One Workplace, L. Ferrari, for reference dated November 2151, 2014, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "CITY") and One Workplace, L. Ferrari, a California corporation whose address is 2500 De La Cruz Blvd., Santa Clara, California 95050 (hereinafter "CONTRACTOR"), and is made wit11 reference to the following: RECITALS: A. On September 2°d, 2014, an agreement was entered into by and between City and One Workplace, L. Ferrari for consultant services for the redesign, supply and installation of cubicles in the City Hall Public Works office (hereinafter "Agreement'). B. City and One Workplace, L. Ferrari desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: Paragraph 1 of the Agreement, "TERM" is hereby modified to read as follows: The services and/or materials furnished under this Agreement shall commence on September 2^d, 2014, and shall be completed before January 31, 2015, or as extended by agreement. 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. Page 1 of 2 First Amendment IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. One Workplace, L. Ferrari CITY OF CUPERTINO A Municipal Corporation By K-¢,y By - �-�— Dire or of Public Works, Timm Borden Title AcLOt,i.Gi,� E �er.�¢«� Date APP OVED AS TO FORM: By } City Attorney, Carol Korade ATTEST: By G/11 City Clerk, Grace Schmidt Page 2 of 2 First Amendment OFFICE OF THE CITY CLERK CITY HALL 10300 TORRE AVENUE •CUPERTINO, CA 95014-3255 TELEPHONE: (408)777-3223• FAX: (408)777-3366 WEBSITE:www.cupertino.org CUPERTINO September 17, 2014 One Workplace, L. Ferrari 2500 De La Cruz Blvd. Santa Clara, CA 95050 Re: Agreement for contract services. Enclosed for your records is a fully executed original copy of the agreement with the City of Cupertino. If you have any questions, please contact the Public Works Department at (408) 777-3354. Sincerely, Andrea Sanders Senior Office Assistant City Clerk's Office Enclosure cc: Public Works AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ONE WORKPLACE, L. FERRARI FOR CONSULTANT SERVICES FOR THE .REDESIGN, SUPPLY AND INSTALLATION OF CUBICALS IN THE CITY s HALL PUBLIC'WORK OFFICE Z� THIS AGREEMENT, for reference dated 2 , 2011 is by and between CITY OF CUPERTINO, a municipal corporation(hereinafter referred to as "City"), and One Workplace, L. Ferrari, a California corporation, whose address is 2500 De La Cruz Blvd., Santa Clara, California 95050 (hereinafter referred to as"Consultant"), and is made with reference to the following: RECITALS: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California and the Cupertino Municipal Code. B. Consultant is specially trained, experienced and competent to perform the special services which will lie required by this Agreement; and C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide -the services described in this Agreement on the terms and conditions described herein. D. City and Consultant desires to enter into an agreement for cubical redesign, supply and installation upon the terms and conditions herein. NOW, THEREFORE, it is mutuall.[y agreed by and between the undersigned parties as follows: 1. TERM: The term of this Agreement shall commence on the date this agreement is executed and shall terminate on November 30, 2014, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED: Consultant shall perform each and every service set forth in Exhibit "A". titled "Scope of Services" which is attached hereto and incorporated herein by this reference. 3. SCHEDULE OF PERFOMRANC E: Page 1 of 12 ConsLiltant Agreement-One Workplace,L.Ferrari The Services of Consultant are to be completed according to the schedule set out in Exhibit B, titled "Schedule of :Performance", which is attached hereto and incorporated herein by this reference. 4. COMPENSATION TO CONSUI<xANT: The maximum compensation to be paid to Consultant under this agreement shall not exceed Twenty Thousand Dollars ($20,000.00). The rate of payment is set out in Exhibit C, titled "C_Ompensation", which is attached hereto and incorporated herein. Consultant shall furnish to City a detailed statement of the work performed for compensation during the term of this Agreement. Consultant may submit monthly invoices for interim progress payments during the course of each phase, clearly stating as a minimum the total Contract amount, amount paid to date, percent complete and amount due. 5. TIME IS OF THE ESSENCE: Consultant and City agree that time is of the essence regarding the performance of this Agreement. 6. STANDARD OF CARE: Consultant agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City nor have any contractual relationship with City. 7. INDEPENDENT PARTIES: City and Consultant intend that the relationship between them created by this Agreement is that of employer-independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by City to its employees, including but not limited to,, unemployment insurance, workers' compensation plans, vacation and sick leave are available from City to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS:payments, or other purposes normally associated with an employer-employee relationship from any fees due Consultant. Payments of the above iternns, if required, are the responsibility of Consultant. Page 2 of 12 Consultant Agreement—One Workplace,L.Ferrari 8. IMMIGRATION REFORM AN_IJ!CONTROL ACT (IRCA): Consultant assumes any and all responsibility for verifying the identity and employment authorization of all of his/her employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Consultant shall indemnify and hold City harmless from and against any loss, damage, liability, costs,Dr expenses arising from any noncompliance of this provision by Consultant. 9. NON-DISCRIMINATION: Consistent with City's policy that harassment and discrimination are unacceptable employer/employee conduct, Consultant agrees that harassment or discrimination directed toward a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, or sexual orientation will not be tolerated. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. 10. PROJECT COORDINATION CITY: Director of Public Work, shall be representative of City for all purposes under this Agreement. Ryan Roman, is hereby designated as the Director of Public Works' designee and Project Manager, and shall supervise the progress and execution of this Agreement. CONSULTANT: Consultant shall assign a single Consultant Project Manager to have overall responsibility for the progress and execution of this Agreement for Consultant. Should circumstances or conditions subsequent to the execution of the Agreement require, a substitute Consultant Project Manager for any reason, the Consultant Project Manager designee shall be subject to the prior written acceptance and approval of the City Project Manager. The designated Consultant Project Manager shall be Kevin Jarvis. 11. HOLD HARMLESS: Indemnification: Consultant shall, to the fullest extent allowed by law, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless the City and its off icers, officials, agents, employees and volunteers from and against any and alil liability, claims, actions, causes of action or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, whether Page 3 of 12 Consultant Agreement—One Workplace,L.Ferrari physical, emotional, consequential or ot=herwise, arising out, pertaining to, or related to the performance of this Agreement by Consultant or Consultant's employees, officers, officials, agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of l=itigation. 12. INSURANCE: On or before the commencement of the term of this Agreement, Consultant shall furnish City with certific=ates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with paragraphs 12A, B, C, D and E. Such certificates, which do not limit Consultant's indemnification, small also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days' advance written notice to the City of Cupertino by certified mail, Attention: City Manager." It is agreed that Consultant shall maintain in force at-all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to City and licensed to do insurance business in the State of California. Endorsements naming the City as additional insured shall be submitted with the insurance certificates. A. COVERAGE: Consultant shall maintain the following insurance coverage: (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liability: Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence $1,000,000 aggregate - all other Property Damage: $100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of$1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: Comprehensive aut=omotive liability coverage in the following minimum limits: Page 4 of 12 Constiltant Agreement-One Workplace,L.Ferrari Bodily Injury: $500,000 each occurrence Property Damage: $1.00,000 each occurrence or Combined Single Limit: $500,000 each occurrence B. SUBROGATION WAIVER: Consultant agrees that in the event of loss due to any of the perils for which he/she has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss undE!r'such insurance. C. FAILURE TO SECURE: If Consultant at any time during the term hereof should fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the Consultant's name or as ,an agent of the Consultant and shall be compensated by the Consultant for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid. D. ADDITIONAL INSURED: City, its City Council, boards and commissions, officers, employees and volunteers shall be named as an additional insured under all insurance coverages, except any professional liability insurance, required by this Agreement. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required 'to contribute anything toward any loss or expense covered by the insurance provided by this policy. E. SUFFICIENCY OF INSURANCE: The insurance limits required by City are not represented as being sufficient to protect Consultant. Consultant is advised to confer with Consultant's insurance broker to determine adequate coverage for Consultant. 13. CONFLICT OF INTEREST: Consultant warrants that it is not a conflict of interest for Consultant to perform the services required by this Agreement. Consultant may be required to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff Page E;of 12 Consultant Agreement—One Workplace,L.Ferrari capacity as defined in Title 2, Division 6, `Section 18700 of the California Code of Regulations. 14. PROHIBITION AGAINST TRANSFERS: Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money by Consultant from City under this Agreement may be assigned to a bank, trust company or other financial institution without prior written consent. Written notice of such assignment shall be promptly furnished to City by Consultant. The sale, assignment, transfer or o�tller disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. Control means fifty percent (50%) or more of the voting power of the corporation. 15. SUBCONTRACTOR APPROVA1':: Unless prior written consent from City is obtained, only those people and subcontractors whose names are included in this Agreement shall be used in the performance of this Agreement. In the event that Consultant employs subcontractors, such subcontractors shall be required to furnish proof of workers' compensation insurance and shall also be required to carry general, automobile and professional liability insurance in reasonable conformity to the insurance carried by Consultant. In addition, any work or services subcontracted hereunder shall be subject to each provision of this Agreement. 16. PERMITS.AND LICENSES: Consultant, at his/her sole expense, shall obtain and maintain during the term of this.Agreement, all appropriate permits, certificates and licenses including, but not limited to, a City Business License, that may be required in connection with the performance of services hereunder. 17. REPORTS: A. Each and every report, draft, work product, map, record and other document, hereinafter collectively referred to as "Report", reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Page,5 of 12 Consultant Agreement One Workplace,L.Ferrari Agreement, shall be the exclusive property of City. Consultant shall not copyright any Report required by this Agreement and shall execute appropriate documents to assign to City the copyright: to Reports created pursuant to this Agreement. Any Report, information and data acquired or required by this Agreement shall become the property of city, and all publication rights are reserved to City. Consultant may retain a. copy of any report furnished to the City pursuant to this Agreement. B. All Reports prepared by Consultant may be used by City in execution or implementation of: (1) The original Project for which Consultant was hired; (2) Completion of the original Project by others; (3) Subsequent additions to the original project; and/or (4) Other City projects as appropriate. C. Consultant shall, at such time and.in such form as City may require, furnish reports concerning the stiftus of services required under this Agreement. D. All Reports required to be provided by this Agreement shall be printed on recycled paper. All Reports shall be copied on both sides of the paper except for one original, which shall be single sided. E. No Report, information or ether data given to or prepared or assembled by Consultant pursuant to this Agreement shall be made available to any individual or organization by Consultant without prior approval by City. F. Electronic and hard copies of Consultant's work product shall constitute the Project deliverables. Plans to be in CAD and PDF formats, and other documents to be in Microsoft Word. and PDF formats. City holds Consultant harmless for any modifications to the documents. 18. RECORDS: Consultant shall maintain complete,and accurate records with respect to sales, costs, expenses, receipts and other :such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to such books and records to the representatives of City or its designees at all proper times, and gives City the right: to examine and audit same, and to make transcripts therefrom as necessary,, and to allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting docurents, shall be kept separate from other documents and records and shall be maii.-tained for a period of three (3) years after receipt of final payment. Page;r of 12 Consultant Agreement-One Workplace,L.Ferrari If supplemental examination or audit of the records is necessary due to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of contract or failure to act in good faith, then Consultant shall reimburse City for all reasonable costs and expenses associated. with the supplemental examination or audit. 19. NOTICES: All notices, demands, requests or,approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States Mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, or,approvals from Consultant to City shall be addressed to City at: City of Cupertino 10300 Torre Ave. Cupertino CA 95014 Attention: Ryan Roman All notices, demands, requests, or,approvals from City to Consultant shall be addressed to Consultant at: One Workplace, L. Ferrari 2500 De La Cruz Blvd. Santa Clara, California 95050 Attention: Kevin Jarvis 20. TERMINATION: In the event Consultant fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the performance of 1[his Agreement. If such default is not cured within the time specified after receipt by Consultant from City of written notice of default, specifying the nature of such default and the steps necessary to cure such default, City may terminate thE! .Agreement forthwith by giving to the Consultant written notice thereof. City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days' prior written,notice to Consultant as provided herein. Upon termination of this Agreement, each party shall pay to the other party that portion of compensation specified in this Page 8 of 12 Consultant Agreement-One Workplace,L.Ferrari Agreement that is earned and unpaid prior to the effective date of termination. In the event of termination, Consultant shall deliver to City, copies of all reports, documents, and other work performed by Consultant under this Agreement. 21. COMPLIANCES: Consultant shall comply with all state or federal laws and all ordinances, rules and regulations enacted or issued by City. a. Prevailing Wage: Consultant shall comply with all applicable requirements set forth in Labor Code section 1770 et seq., including the payment prevailing wages. Consultant will submit monthly certified payroll records to-the City for all employees and subcontractors in a preapproved format or a City provided form. Any delay in remitting certified payroll reports to the City upon request from the City will rESult in either delay and/or forfeit of outstanding payment to Consultant. b. Working hours: Consultant shall comply with California Labor Code Section 1810, et seq. which provides that work performed by employees of consultant in excess of 8 hours per day, and 40 hours during any one week, must be compensated as overtime, at not less than 1 1/2 times the basic rate of pay. Consultant shall comply with California Labor Code Section 1777.5 regarding apprentices. c. Payroll records: Contractor shall comply with California Labor Code Section 1776 which requires certified payroll records be maintained with the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual pff diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with this Agreement. The Payroll Records shall be made available for inspection as provided in California Labor Code Section 1776. 22. CONFLICT OF LAW: This Agreement shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities.) Any suits brought pursuant to this Agreement shall be filed with the Page!►of 12 Consultant Agreement—One Workplace,L.Ferrari courts of the County of Santa Clara, State of California. 23. ADVERTISEMENT: Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed. under this Agreement unless prior written approval has been secured from City to do otherwise. 24. WAIVER: A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. 25. INTEGRATED CONTRACT: This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 26. GIFTS: A. Consultant is familiar with City's prohibition against the acceptance of any gift by a City officer or designated enl,ployee, which prohibition is found in City Administrative Procedures. B. Consultant agrees not to offer any City officer or designated employee any gift prohibited by the Administrative Procedures. C. The offer or giving of any prohibited gift shall constitute a material breach of this Agreement by Consultant. In addition to any other remedies, City may have in law or equity, City may terminate this Agreement for such breach as provided in Section 19 of this Agreement. 27. INSERTED PROVISIONS: Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not inse:rt:ed or is not correctly inserted, the Agreement shall be amended to make such insertion on application by either party. Page 10 of 12 Consultant Agreement-One Workplace,L.Ferrari 28. CAPTIONS: The captions 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. Page 11 of 12 Consultant Agreement-One workplace,L.Ferrari Of P.O. No. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CONSULTANT CITY OF CUPERTINO A Municipal Corporation One Workplace, L. Ferrari By i-ev \,zy kr B -� Timm Borden, Director of Public Works Name 4vo \w 'T;k"t 5° ]Date fi Title-5�cC S Date " Z.-1,4 Tax I.D. No.: "Y7 S1600 L APPROVED AS TO FORM: Address: Z56-o 0 c 0i;'. Carol Korade, City Attorney ATTEST: Grace Schmidt, City Clerk Contract Amount: $20,000.00 Account No. : 110-8201-9300 Page 12 of 12 ConsLdtant Agreement-One Workplace,L.Ferrari EXHIBIT A SCOPE OF S)IERVICES CONSULTANT shall perform services as detailed in the following sections related to the redesign, supply and installation of cubicles for the City of Cupertino Public Works Department. SECTION 1. GENERAL A. General PROJECT Description: The PROJECT involves redesigning the 3 existing cubicles to create space for a fourth cubicle at City Hall in the Public Works Department. CONSULTANT will provide the project drawings, cubicle supplies and will complete the installation. B. General Performance Requirements: 1. The performance of all services by CONSULTANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof,including but not limited to the terms set out in detail in this scope of services and the standard of care provisions contained in this AGREEMENT. 2. CONSULTANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. The team members shall include Kevin Jarvis as CONSULTANT's Senior Project Manager in charge for the duration of the PROJECT. CONSULTANT shall not substitute any team members withOUt the prior approval of the CITY. 3. CONSULTANT's services shall be performed as expeditiously as is consistent with skill and care and the orderly process of the work. The schedule for the performance included in EXHIBIT 13, may be adjusted by mutual agreement. SECTION 2. TASKS Task 1.Public Works Cubicle Re-Design and Installation CONSULTANT shall provide project drawings, clearly showing the plans and dimensions for the existing cubicles and the additional cubicle. The CITY will review and approve the drawings. CONSULTANT shall order and supple the materials referenced in the attached quote. CONSULTANT shall provide at least one on-site day for the redesign/installation of the new cubicle(s). Pagel of 4 One Work Place Agreement Exhibits EXHIBIT B SCHEDULE OF PERFORMANCE CONSULTANT shall complete all work by November 30, 2014. The following sets forth the distribution of CONSULTANT's Schedule of Performance for each project. The CITY may approve in writing the extension of any milestone date set in this ,Exhibit. Task#1: Public Works Cubicle Re-Design and Installation: 1 week after Notice to Proceed (NTP) Page 2,of 4 One Work Place Agreement Exhibits EXHIBIT C COMPENSATION A. Maximum Compensation. The CITY agrees to compensate CONSULTANT for services performed in accordance with the terms and conditions of this AGREEMENT. The maximum amount of compensation to be paid to CONSULTANT under this AGREEMENT, including both payment for services, and reimbursable expenses, shall not exceed TWENTY THOUSAND DOLLARS($20,000). CONSULTANT agrees that it shall perform all of the services set forth in Exhibit A of this AGREEMENT, except for additional services required pursuant to Section 2,TASKS and inclusive of reimbursable expenses, for the maxirnum not to exceed amount of NINETEEN THOUSAND FOUR HUNDRED FIFTY EIGHT DOLLARS($19,458). The maximum amount of Additional Services are authorized under Sections G of this EXHIBIT C is FIVE HUNRED FORTY TWO DOLLARS ($542). B. Method of Payment For Task Nos. 1 CONSULTANT shall, during thE!term of this AGREEMENT,invoice the CITY monthly based upon actual hours for services performed under this AGREEMENT. (Hereinafter "Invoice.") Provided CONSULTANT has completed the services covered by the Invoice in accordance with the provisions of this AGREEMENT, as determined by the CITY, the CITY shall pay CONSULTANT the amount shown on the Invoice within thirty (30) working days of receipt of the Invoice. C. Budget Schedule The Budget Schedule for this AGREEMENT shah(be as follows: Task Task Description Compensation Task#1: Public Works Cubicle Re-Design,Materials and $19,458 Installation: Additional Services $542 TOTAL. $20,000 CONSULTANT shall not exceed any of the specie ied budget amounts for any Task without prior written authorization from the CITY. The CITY inay approve in writing the transfer of budget amounts between any of the Tasks listed above provided the total AGREEMENT amount does not exceed TWENTYTHOUSAND DOLLARS ($20,000). Page 3 of 4 One Work Place Agreement Exhibits D. Payment Schedule The Payment Schedule for this AGREEMENT shall be as follows: TASK MILESTONE PERCENT OF TASK COMPENSATION PAID UPON COMPLETION OF MILESTONE Task #1 — Public Works Cubicle Re-Design and Installation 100% E. Subconsultant Services. CONSULTANT is directly responsible for any payment for SUBCONSULTANT work on this PROJECT. SUBCONSULTANT work on this PROJECT is included in the Budget Schedule shown above and shall be billed to the CITY by CONSULTANT as part of the Basic Services. F. Reimbursable expenses. Reimbursable expenses are included in CONSUILTANT's lump sum compensation,including, but not limited to, any expenses related to the work, 8 1/2" x 11" copies or fax copies and travel. Printing for distribution will be the responsibility of the CITY. There are no separate reimbursable expenses for Basic Services perforated under Tasks 1 of EXHIBIT A. G. Additional Services. CONSULTANT shall not perform Additional Services without prior written authorization of the CITY. Additional Services shall be separately negotiated to be paid on a lump sum or a time and material basis at the rates set forth herein, as authorized by the CITY. The CITY has set aside the sum of FIVE HUNDRED FORTY TWO DOLLARS($542) for the payment of Additional Services. The CITY shall not authorize and CONSULTANT shall not perform any Additional Services that result in charges in excess of the above amount. CONSULTANT shall submit an Invoice to the CITY for payment on a monthly basis for authorized Additional Services rendered during the previous month. The CITY shall pay Additional Services Invoices as provided in this EXHIBIT C. Page 4 of 4 One Work Place Agreement Exhibits �- DATE IYYYY)ACOR" CERTIFICATE OF LIABILITY INSURANCE 08/26/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT MARSH USA INC. NAME` ONE TOWNE SQUARE,SUITE 1100 PHONE FAX SOUTHFIELD,MI 48076 E-MAIL ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# R00373-00373-RAFF-14/15 INSURER A:Zurich American Insurance Company 16535 INSURED INSURER B One Workplace L.Ferrari,LLC Attn:Ron Shore INSURER C 2500 De La Cruz Boulevard INSURER D: Santa Clara,CA 95050 — INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: CHI-004988912-01 REVISION NUMBER:1 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE 13EEN 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 B1-EN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR POLICY NUMBER MM/DD/YYW MM/DD/YYYY A GENERAL LIABILITY GL05098890-05 04/01/2014 04/01/2015 EACH OCCURRENCE S 1,000,000 X DAMAGE TO RENTED COMMERCIAL GENERAL LIABILITY 500,000 PREMISES Ea occurrence S CLAIMS-MADE a OCCUR MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 JECT X POLICY X PRO- F LOC _ S A AUTOMOBILE LIABILITY BAP5098889-05 04/01/2014 04/01/2015 COMBINED SINGLE LIMIT 1,000,000 Ea accident _ X ANY AUTO BODILY INJURY(Per person) S — ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY(Per accident) S NON-OWNED PROPERTY DAMAGE —1 X HIRED AUTOS X AUTOS Per accident S $ ----- - UMBRELLA LIAB OCCUR EACH OCCURRENCE S EXCESS LIAB CLAIMS-MADE AGGREGATE S DED RETENTION$ _ S A WORKERS COMPENSATION WC5098888-05 04/01/2014 04/01/2015 X WC STATU- OTH- AND EMPLOYERS'LIABILITY TORY MIT YIN 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT S OFFICER/MEMBER EXCLUDED? ❑Y N/A — (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE S 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT I S DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (Attach ACORD 101,Additional Remarks S61edule,if more space is required) City,its City Council,boards and commissions,officers,employees and volunteers are included as an additional insured for general liability as required by written contract or written agreement,per policy terms and conditions. WAIVER OF SUBROGATION APPLIES TO GENERAL LIABILITY,AUTO LIABILITY,AND WORKERS'COMPENSATION IN FAVOR OF THE CERTIFICATE HOLDER WHERE REQUIRED BY WRITTEN CONTRACT. WORKERS'COMPENSATION DOES NOT APPLY TO MONOPOLISTIC STATES(ND,OH,WA,AND WY),PUERTO RICO OR THE VIRGIN ISLANDS. CERTIFICATE HOLDER CANCELLATION City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 10300 Torre Ave THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Cupertino,CA 95014 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. John C Hurley ��G� ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: GL05098890-05 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED ® OWNERS, LESSEES OR CONTRACTORS ® COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed Operations Any person or organization other than an Architect, any location or project where you have agreed, Engineer or Surveyor, to whom or to which you are through written contract, agreement or permit, required to provide additional insured status in a executed prior to loss, to provide additional written contract or written agreement executed insured coverage except where such contract or prior to loss, except where such contract or agreement is prohibited by law. agreement is prohibited by law. Information required to complete this Schedule if not shown above will be shown in the Declarations. Section II — Who Is An Insured is amended to in- at the location designated and described in the elude as an additional insured the person(s) or or- ,;c:hedule of this endorsement performed for that ad- ganization(s) shown in the Schedule, but only with ditional insured and included in the "products-com-. respect to liability for "bodily injury" or "property pleted operations hazard". damage" caused, in whole or in part, by "your work" CG 20 37 07 04 Copyright, ISO Prop-erties, Inc., 2004 Page 1 of 1 UNIFORM O POLICY NUMBER: GL05098890-05 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED ® OWNERS, LESSEES OR CONTRACTORS SCHEDULED PERSON OR .ORGANIZ'ATION This endorsement modifies insurance provided under the fcllowing: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Locations Of Covered Operations Any person or organization other than an Architect Any location or project where you have agreed, Engineer or Surveyor, to whom or to which you are through written contract, agreement or permit, required to provide additional insured status in a executed prior to the loss, to provide additional written contract or written agreement executed insured coverage except where such contract or prior to loss, except where such contract or agreement is prohibited by law. agreement is prohibited by law. An A. Section II — Who Is An Insured is amended to This insurance does not apply to "bodily injury" or include as an additional insured the person(s) or "property damage" occurring after: organizations) shown in the Schedule, but only 1. All work, including materials, parts or equip- with respect to liability for bodily injury", property ment furnished in connection with such work, damage" or "personal and advertising injury" on the project (other than service, mainte- caused, in whole or in part, by: nance or repairs) to be performed by or on 1. Your acts or omissions; or behalf of the additional insured(s) at the loca- l. The acts or omissions of those acting on your tion of the covered operations has been com- behalf; pleted; or in the performance of your ongoing operations for 2. That portion of "your work" out of which the the additional insured(s) at the location(s) desig- injury or damage arises has been put to its nated above. intended use by any person or organization other than another contractor or subcontractor B. With respect to the insurance afforded to these engaged in performing operations for a additional insureds, the following additional exclu- principal as a part of the same project. sions apply: CG 20 10 07 04 Copyright, ISO Properties, Inc., 2004 Page 1 of 1 UNIFORM