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15-035 AECOM Technical Services Inc for the Mary Ave Complete Street Project
AGREEMENT BETWEEN THE CITY OF CUPERTINO AND AECOM TECHNICAL SERVICES,INC. FOR CONSULTANT SERVICES FOR THE MARY AVENUE COMPLETE STRE OOJECT —.�3G THIS AGREEMENT,for reference dated C It ,V/ 2015,is by and be F CUPERTINO,a municipal corporation(hereinafter re erred to as"City"),and AECOM Technical Services, Inc.,a California corporation whose address is 100 W.San Fernando Street,Suite 200,San Jose CA 95113 (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 be 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 desire to enter into an agreement for the Mary Avenue Complete Street Project upon the terms and conditions herein. NOW,THEREFORE,it is mutually 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 December 31,2016,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 PERFORMANCE: 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 CONSULTANT: The maximum compensation to be paid to Consultant under this agreement shall not exceed ONE HUNDRED THOUSAND DOLLARS($100,000:00):The rate of payment is set out in Exhibit C, titled "Compensation",which is attached hereto and incorporated herein. Page 1 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project 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 Eley 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 items,if required,are the responsibility of Consultant. 8. IMMIGRATION REFORM AND CONTROL ACT (IBCA): 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 or 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,re11 ligious 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 Works shall be representative of City for all purposes under this Agreement. Winnie Pagan, is hereby designated as the Director of Public Works' designee and Project Manager,and shall supervise the progress and execution of this Agreement. Page 2 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project 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 Daniel Ho. 11. HOLD HARMLESS: A. Indemnity Obligations Subject to Civil Code Section 2782.8. 1. Where the law establishes a standard of care for Consultant's professional services, and to the extent the Consultant breaches or fails to meet such established standard of care, or is alleged to have breached or failed to meet such standard of care, 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 officers, officials, agents, employees and volunteers from and against any and all 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, that arise out of, pertain to, or relate to the negligence,recklessness,o"r''willful misconduct of 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 litigation. Consultant shall not be obligated under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City, its agents or employees. 2. Notwithstanding the foregoing,the Consultant has no duty to provide or to pay for an up-front defense against unproven claims or allegations,but shall pay or reimburse the City for its reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation to the extent caused by the negligence, recklessness, or willful misconduct of Consultant or its employees, officers, officials, agents or independent contractors. However,the Consultant shall provide its immediate and active cooperation and assistance to the City,at no additional cost-.to the City,in,analyzing,defending,and resolving such claims.- B. Claims for Other Liability. For all liabilities other than those included within paragraph A. above, Consultant shall, to the fullest extent allowed by law, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers against any and all liability, claims, actions, causes of action or demands whatsoever from and against any of them, including any injury to or death of any person or damage to property or other liability of any nature,that arise out of,pertain to,or relate 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 litigation. Consultant shall not be obligated under this Agreement to indemnify'City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City,its agents or employees. C. Claims involving intellectual property. In addition to the obligations set forth in(A) and (B) above, Consultant shall indemnify, defend, and hold the City, its elected and appointed Page 3 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project officers,employees, and volunteers,harmless from and against any Claim in which a violation of intellectual property rights, including but not limited to copyright or patent rights, is alleged that arises out of,pertains to,or relates to Consultant's negligence,recklessness or willful misconduct under this Agreement. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice,expert fees and all other costs and fees of litigation. 12. INSURANCE: On or before the commencement of the term of this Agreement,Consultant shall furnish City with certificates showing the type,amount,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,shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled before the expiration date thereof,the insurer affording coverage shall provide thirty(30)days'advance written notice to the City of Cupertino,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 authorized to do insurance business in the State of California. Endorsements naming the City as additional insured.in relation to the commercial general liability and commercial automobile liability policies 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) Liabili : 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: Commercial automotive liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence or Combined Single Limit: $500,000 each accident (4) Professional Liability: Professional liability insurance which includes coverage for the professional acts, errors and omissions of Consultant in the amount of at least$1,000,000 per claim and in the aggregate. Page 4 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project 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 commercial 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 commercial, 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 under 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 worker's compensation and professional liability insurance,required by this Agreement. 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 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 other 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 APPROVAL: 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. Page 5 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project 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. OWNERSHIP OF WORK: A. Any interest(including copyright interests)of Consultant and its subconsultants in each and every study,document,report,draft,memoranda,work product,map,record,plan,drawing, specification and other deliverable,in any medium prepared or created by Consultant or its subconsultants pursuant to or in connection with this Agreement,shall be the exclusive property of City. To the extent permitted by Title 17 of U.S.Code,all work product prepared or created under this Agreement shall be deemed works for hire and all copyrights in such works shall be the property of City. In the event that it is ever determined that any works prepared or created by Consultant or any subconsultant under this Agreement are not works for hire under U.S.law,Consultant hereby assigns to City all copyrights to such works when and as created. With Owner's prior written approval,Consultant may retain and use copies of such works for reference and as documentation of its experience and capabilities and in its promotional materials. With respect to Consultant's standard details,Consultant may retain the copyright,but grants to City a perpetual non-exclusive license to use such details in connection with the Project. B. Without limiting any other City right to any of the works prepared or created by Consultant or its subconsultants,all works 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. Any City reuse.of works shall be subject to California Business and Professions Code _ Sections 5536.25,6735,6735.3 or 6735.4,if and to the extent applicable. Any City reuse of works for any purpose other than those in B(1)through B(3)above,and any modifications to any of the works,shall be at City's sole risk and expense. D. Consultant shall,at such time and in such form as City may require,furnish reports concerning the status of services required under this Agreement. E. All written work required to be provided by this Agreement(other than large-scale architectural plans and similar items)shall be printed on recycled paper and shall be copied on both sides of the paper except for one original,which shall be single sided. F. No work,information or other data given to or prepared created or assembled by Consultant or any of its subconsultants pursuant to this Agreement,shall be made available to any individual or organization by Consultant or any subconsultant without prior approval by City. G. Electronic and hard copies of Consultant's work product shall constitute the Project deliverables.Plans shall be in CAD and PDF formats,and other documents shall be in Microsoft Word and PDF formats. Page 6 of 10 City of Cupertino. AECOM Consultant Agreement For Mary Avenue Complete Street Project 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 there from as necessary,and to allow inspection of all work,data,documents,proceedings and activities related to this Agreement. Such records,together with supporting documents,shall be kept separate from other documents and records and shall be maintained for a period of three(3)years after receipt of final payment. If supplemental examination or audit of the records is necessary due to concerns raised by City's preliminary examination or audit of record's,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"iri 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:Winnie Pagan All notices,.demands,requests,or approvals from City to Consultant shall be addressed to Consultant at: AECOM 100 W.San Fernando St.,Suite 200 San Jose,CA 95113 Attention:Daniel Ho 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 this 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 Agreement that is earned and unpaid prior to the effective date of termination. Page 7 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project 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. 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 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 employee, 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. Page 8 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project 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 inserted or is not correctly inserted,the Agreement shall be amended to make such insertion on application by either party. 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 9 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project P.O.No.: IN WITNESS WHEREOF,the parties have caused the Agreement to be executed. CONSULTANT CITY OF CUPERTINO A Municipal Corporation AECOM Technical Services,Inc. a Califorrd tion By By Timm Borden,Director of Public Works Kris Balaji Date Principal in Charge Vice President Date 317-1 I 15- Tax STax I.D.No.:95-2661922 APPROVED AS TO FORM: Address:100 W.San Fernando St,Suite 200 San Jose,CA 95113 Carol Korade,City Attorney ATTEST: 4--rb -K- Grace Schmidt,City Clerk Contract Amount: 000 .O o Account No. : 214—g0—q6;—QOO—20�-ST-Oc>7-6 2-02 ��2g�oco,cam) toa�g2-SoG--1oc-102 C -12 Page 10 of 10 City of Cupertino AECOM Consultant Agreement For Mary Avenue Complete Street Project EXHIBIT A SCOPE OF SERVICES CONSULTANT shall perform professional services as detailed in the following sections related to the design, bidding and construction for the Mary Avenue Complete Street Project located on Mary Avenue between Stevens Creek Boulevard and Meteor Drive, Cupertino, CA. SECTION 1. GENERAL A. General PROJECT Description:The PROJECT involves design development, construction document preparation,bid support, and construction administration services for the Mary Avenue Complete Street Project. The amount available for construction of the PROJECT,including contingencies for design,bidding and price escalations,but excluding compensation to CONSULTANT, construction management consultant is to be determined after design parameters have been defined and approved by the CITY Council("CONSTRUCTION BUDGET"). 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. The CITY's Department of Public Works shall manage the PROJECT and this AGREEMENT. CONSULTANT shall receive final direction from the CITY's Director of Public Works or his/her authorized designee (hereinafter collectively "CITY")only. The CITY shall resolve any conflicting direction from other groups, departments or agencies. 3. CONSULTANT shall coordinate this scope of services with the CITY as well as with other CITY consultants and contractors, as needed or as directed by the CITY. CONSULTANT shall schedule meeting and prepare meeting agendas and minutes for all PROJECT meetings during the design phase under the scope of work. All minutes of meetings are due to the CITY within five (5)working days after the meeting. CONSULTANT shall provide copies of such documentation to the CITY,and as directed by the CITY,to other appropriate agencies and entities. CONSULTANT shall coordinate all responses to comments through the CITY. 4. 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. CONSULTANT shall not substitute any team members without the prior approval of the CITY. 5. CONSULTANT's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly process of the work. The schedule for the performance included in EXHIBIT B,may be adjusted by mutual agreement. 6. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY,research applicable design'criteria,and communicate with members of the PROJECT team. 7. When the CITY determines that the PROJECT requirements have been sufficiently identified,CONSULTANT shall prepare and update a PROJECT schedule for the CITY at the beginning of each TASK as defined in SECTION 2- "TASK" of this EXHIBIT A. The PROJECT schedule shall identify milestone dates for decisions required of the CITY, design services furnished by CONSULTANT and CONSULTANT's SUBCONSULTANTS, dates of reviews and approvals required by all governmental agencies that have jurisdiction over the PROJECT, deliverables to be furnished by CONSULTANT,completion of documentation provided by CONSULTANT, commencement of construction and substantial completion of the construction of the PROJECT,and as identified in the exhibits under this AGREEMENT. 8. CONSULTANT shall submit construction documents to the CITY, according to SECTION 2—"TASKS",of this EXHIBIT A for purposes of evaluation and approval by the CITY. The CITY including the Department of Public Works Engineering and City Facilities and Department of Community Development will review the documents during each phase.CONSULTANT will meet with the CITY for progress review at various stages of the PROJECT. CONSULTANT will be responsible for causing the appropriate SUBCONSULTANT(S)to attend any meetings included in this SCOPE OF SERVICES. CONSULTANT shall make revisions to the construction documents as required for each task in a timely manner. 9. CONSULTANT shall assist the CITY,as requested by the CITY,in connection with the CITY's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the PROJECT,including submitting to the CITY's Community Development for CEQA clearance if, required or obtaining comments from the Santa Clara County Fire Department. 10: CONSULTANT shall prepare and present to the CITY an Organization Chart, Directory,and Communication Flow Chart at the PROJECT Kick-Off Meeting. This meeting shall introduce team members,establish routes of communication, and discuss the participants'roles,responsibilities, and authority. C. Estimate of Probable Construction Cost:CONSULTANT shall be responsible to design the PROJECT and provide an Estimate of Probable Construction Cost consistent with the following procedures and requirements. 1. CONSULTANT shall be responsible for designing the PROJECT so that the Estimate of Probable Construction Cost'is less than or equal to the CONSTRUCTION BUDGET established by the CITY for the PROJECT.The Project Construction Budget shall be provided by the CONSULTANT as a summary sheet with submittal of each required Estimate of Probable Construction Cost,showing comparisons of cost evolution for the PROJECT. As the design process progresses CONSULTANT shall update and refine the Estimate of Probable Construction Cost as required in SECTION 2—"SCOPE OF SERVICES" of this EXHIBIT A. CONSULTANT shall advise the CITY in writing of any adjustments to previous Estimates of Probable Construction Cost indicated by changes in PROJECT requirements or general market conditions. 2. . Should the Estimate of Probable Construction Cost exceed the CONSTRUCTION BUDGET, CONSULTANT shall, during the design phases of the project,revise, without additional cost to the CITY,the design documents and/or Construction Documents incorporating scope and quality changes to reduce the estimated costs for construction,to within the CONSTRUCTION BUDGET. CONSULTANT shall make changes only as approved by the CITY in writing. Reductions in scope may be required to meet the CITY's budget,and the CITY will not unreasonably withhold permission for such reductions in scope order for the CONSULTANTS to meet the budget.Notwithstanding the foregoing,to the extent the Estimate of Probable Construction Cost exceeds the CONSTRUCTION:BUDGET due to any program, design or budget changes, - initiated and authorized by the CITY which are beyond CONSULTANT's control,any changes required in the design documents,shall be considered as Additional Services as noted in EXHIBIT C of this AGREEMENT. 3. In preparing the Estimate of Probable Construction Cost, CONSULTANT,in consultation with the CITY, shall do each of the following: (a)include contingencies for design,bidding,and price escalations to determine which materials,equipment, component systems and type of construction are to be included in the PROJECT, and(b)make reasonable adjustments and/or to value engineer various items in all required submittal cost estimates of the PROJECT, including alternate bids,in order to adjust the estimated construction cost to be less than or equal to the CONSTRUCTION BUDGET. 4. - If bidding has not commenced within 90.days after CONSULTANT submits the Construction Documents to the CITY, CONSULTANT shall adjust the Estimate of Probable Construction Cost to reflect changes in the general level of prices in the construction industry. This will be an additional service. 5. CONSULTANT shall identify,develop and incorporate into the Construction Documents"Add or Deduct Alternate" construction cost elements that may be chosen to meet the City's budget. Alternates shall be approved by the CITY before being incorporated into the Construction Documents. 6. Should the lowest responsive bid exceed the CONSTRUCTION BUDGET by more than ten percent(10%), CONSULTANT shall,if directed by the CITY, submit without additional cost to the CITY,revised Construction Documents reflecting changes,approved by the CITY,to reduce the Construction Costs to within the CONSTRUCTION BUDGET. The CITY acknowledges that the CONSULTANT does not control market conditions and agrees that they may allow reductions in scope in order to meet the CITY's construction budget. SECTION 2. TASKS TASK#1:Data Collection,Traffic Report&Base Map 1.1 Project Scoping&Data Collection: a. Kickoff meeting with CITY to go over project scope,schedule and communication procedures. b. Conduct field review to observe, document,and evaluate existing traffic,access and circulation patterns;take photos for documentation and presentation purpose. c. Conduct AM-peak(7AM to 9AM) and PM-peak(4PM to 6PM)traffic turning movements (including bicyclists and pedestrians)at five intersections along Mary Ave at:Stevens Creek Blvd,Glenbrook Apartment south entrance and north entrance,Lubec St,and Meteor Dr. d. Count number of pedestrians and bicyclists crossing Mary Ave mid-block (between the five study intersections)during the AM-peak and PM-peak periods. e. Conduct driveway counts (inbound and outbound)for all driveways within the PROJECT boundary during the AM-peak and PM-peak periods. f. Collect 24-hour traffic,vehicle classification, &speed data(at least two days) counts at two locations. Work with CITY to determine approximate locations. g. Inventory existing number of on-street parking spaces and occupancy between 7AM and 7PM. Make general observation the origin and destination of parking users and provide percentage breakdown of all users(eg.park&ride, dog park, residents,commercial, and De Anza College students,etc). h. Observe,obtain,and document number of private buses,bus sizes,and company names(both private firms and bus service providers),pick-up and/or drop-off locations,and patterns of bus operations. City will provide some private and bus company information collected previously. i. All data collection must be conducted during mid-week(no Monday or Friday count) and in clear weather. No counts immediate before, during,and after holidays,or during school break or in-service days. No counts during and before forecast of bad weather. CITY reserves the right to reject bad data and request new data at no cost to the CITY. 1.2 Prepare a draft traffic report. a. Report shall include:introduction, data collection under Task 1.1,tables and diagrams reflecting traffic data,field observations,and LOS analysis. b. Provide draft report for CITY staff to,review and comment. c. Revise draft report to address comments. 1.3 Base Map: a. Collect and obtain from CITY and other agencies any available aerials, improvements plans, as-builts,GIS maps,right-of-way,and other information to develop the base map. b. Coordinate with utility companies(including Cupertino Sanitary District)to obtain maps,plans, and records;obtain information and inform the CITY any future projects proposed by the utility companies within the PROJECT limit. c. Prepare a scaled base map based on aerials(CITY to provide 2013 aerials), existing maps,plans, data, and field verification. Base map shall include,but not be limited to,existing right-of-way,infrastructures,roadway striping,street lights,sign poles,and underground utilities that are obtained from Tasks 1.3 a. & 1.3 b. TASK#2:Initial Public Outreach 2.1 Work with CITY to identify and create a list of stakeholders and contact information, including..but-not limited to,Bicycle,&Pedestrian.Commissioners,-adjacent•residents; -s apartment managers or neighborhood associations,dog park users,adjacent commercial property owners and patrons,community center staff and users,park& ride(companies,bus providers and riders). 2.2 Park&Ride: Outreach to the private firms,bus service providers and riders currently utilizing Mary Avenue for pick-up and drop-off of their employees. Obtain information such as pick-up and drop-off schedule,frequency,and ridership. Obtain input or ideas on how to resolve the current operational conflicts,and keep them informed of design status. The goal is to work with the firms to achieve a win- win solution and accommodate their needs if possible. However,safety considerations should be the number one priority. 2.3 Lead initial public outreach meeting. a.. Prepare meeting notices,agenda,and presentation materials including but not limited to Power Point,large visual maps,etc. b. Conduct meeting and make presentation including initial traffic data and findings,field observations,photos,a tool kit for public to consider,etc. c. Address and document public input and concerns. d. Conduct survey to obtain feedback on community's priorities,such as pedestrian and bike safety enhancement,maintain existing parking,traffic calming,park& ride accommodations,etc. e. Identify several community leaders and representatives who are willing to become PROEC J T Champions to help communicate with other.residents,_ . . commercial property owners on project status as well as provide further input and support design efforts. f. Prepare meeting summary and action/follow-up items. TASK#3: Conceptual Design Options 3.1 Evaluate the draft traffic report and input from community meeting. 3.2 Continue working with CITY,PROJECT Champions,and other stakeholders to incorporate input and recommendations. Anticipate two meetings. 3.3 Develop three conceptual design options based on tasks 3.1 &3.2 that will meet the PROJECT's goals and objectives to be established by the project team and approved by the CITY prior to development of conceptual design,including but not limited to the following design elements and parameters: complete streets,pedestrian and bicycle safety enhancement features (eg. cycle track,bulb-outs,traffic circle,RRFB, bike racks or storage facilities,or other devices),landscaping,storm water treatment design and calculations,new sidewalk on west side of Mary Avenue,ADA ramp upgrades, street lights,AC pavement overlay, communication lines from Stevens Creek Boulevard to CITY's Service Center (conduits,fiber optic&pull boxes),signs and markings, and other design features in the CITY Council approved design. 3.4 Perform quality assurance and quality control(QA/QC)to confirm the designs are --feasible-for.implementation.. 3.5 Prepare program level cost estimates for all three options. Each option shall also include phased approach and related costs to allow project to be implemented over time to allow motorists,pedestrians and bicyclists to become familiar with the ultimate layout. TASK#4:Public Meetings &Finalize Recommended Design and Study 4.1 Lead final public outreach meeting. a. Prepare meeting notices,agenda, and presentation materials,including but not limited to Power Point,large visual maps,etc. b. Conduct meeting and make presentation including initial traffic data and findings,field observations,photos,and three design options. c. Solicit public's preferred option, address and document any additional input and concerns. d. Prepare meeting summary and action/follow-up items. 4.2 Lead Bicycle &Pedestrian Commission presentation. a. Present traffic analysis and findings,three design options,initial and final public outreach effort. b. Solicit Commissions preferred option,address and document any additional input and concerns. c. Prepare meeting summary and action/follow-up items. 4.3 Finalize Recommended Design&Traffic Report a. Work with CITY and PROJECT Champions to identify and finalize the recommended design to present to the CITY Council. b. Modify conceptual design accordingly and perform QA/QC to confirm design is feasible for implementation. c. Prepare preliminary engineering cost estimates for the recommended design. d. Finalize the traffic report to incorporate summary of public, stakeholders,Bicycle &Pedestrian Commission outreach and input,the initial conceptual designs and the final recommended design. 4.4 City.Council Presentation a. Present traffic report and findings, summarize initial and final public and Commission outreach effort,the public and Commissions preferred option(s), and the final commended option. b. Address and answer questions from City Council. TASK#5:Design&CEQA (NOT IN CONTRACT-NIC, SUBJECT TO FUTURE AMENDMENT) : _ _ . ._ 5.1 Kickoff meeting with CITY to go over design scope,incorporate comments required by the CITY,schedule and communication procedures,etc. (see Task#3.3 for design considerations); 5.2 Perform necessary analyses required to obtain CEQA clearance. 5.3 Prepare a topographic survey within the PROJECT limit and 5'beyond the public right-of-way. 5.4 Attend and lead project team meetings with CITY and Subconsultants to discuss the progress of the Design package (up to 6 meetings). At CITY's request, provide latest plans prior to the meeting to expedite CITY's feedback. Take meeting notes and incorporate into the PROJECT refinements discussions from the various team meetings and other requests from the CITY during the Design phase. 5.5 Coordinate with utility companies(including Cupertino Sanitary District) as necessary throughout the duration of the PROJECT for any utility relocation or service needs to confirm utility companies meet the Design and Construction schedule. 5.6 Submit 95%PS&E package to CITY and various agencies for review. a. Prepare and submit technical specifications in Construction Specifications Institute(CSI)format. b. Produce and submit to the CITY for review and written approval two (2)sets of a 22"x34"full size plan sets. c. Submit to the CITY for review an Estimate of Probable Construction Cost. TASK#6: Construction Documents (NIC,SUBJECT TO FUTURE AMENDMENT) 6.1 Submit 100%PS&E. a. Perform QA/QC and prepare written responses to comments from the CITY, other agencies'review of the 95%PS&E package,and any modifications as results of QA/QC. b. Submit 100%PS&E package with written responses and meet with CITY to discuss pre-final review comments(1 meeting) c. Prepare final construction documents based on pre-final meeting comments. Provide CITY with full-size stamped and signed mylar plan set,PDF& AutoCAD format. d. Provide the specifications in MS Word and PDF format. e. Prepare final Estimate of Probable Construction Costs in MS Excel and PDF format. TASK#7:Bid and Construction Support(NIC, SUBJECT TO FUTURE AMENDMENT) 7.1 Assist the CITY during bid solicitation process. a. Respond to bidders'inquiries and prepare addenda to plans and specification, up to three days prior to the bid opening. b. Attend Pre-Bid Meeting 7.2 Provide construction support during construction a. Review shop drawing and material.submittals. b. Attend pre-construction and other job site meetings (up to 6 meetings) as requested by the CITY. c. Respond to Requests for Information(RFI's). d. Assist in Change Order review and preparation. e. Prepare Record Drawing from Contractor As-Built mark up. Additional Services Consultant Services beyond the work in these tasks may be provided by CONSULTANT as Additional Services only if such Additional Services are authorized in writing by the CITY in advance. An Additional Services amount of TEN THOUSAND THREE HUNDRED DOLLARS ($10,300.00)is made a part of this agreement. Additional services may be paid for as a negotiated maximum not to exceed amount or by a time and materials cost accounting with a maximum not to exceed. EXHIBIT B SCHEDULE OF PERFORMANCE CONSULTANT shall complete Tasks#1-4 by October 6,2015,Task#5 by April 22,2016,Task#6 by April 22,2016 and Task#7 by September 30,2016 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: Data Collection,Traffic Report&Base Map 12 weeks after Notice to Proceed(NTP) for this phase Task#2 Initial Public Outreach 16 weeks after Notice to Proceed(NTP) for this phase Task#3: Conceptual Design Options 19 weeks after Notice to Proceed(NTP) for this pha se Task#4: Public Meetings & Finalize Recommended Design & 25 weeks after Report Notice to Proceed(NTP) for this phase Task#5: Desi (NIC) TBD Task#6: Construction Documents (NIC) -TBD Task#7: Bid and Construction Support(NIC) TSD EXHIBIT C COMPENSATION A. Maximum Compensation. The CITY agrees to compensate CONSULTANT for professional 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 professional services, additional services and reimbursable expenses, shall not exceed ONE HUNDRED THOUSAND DOLLARS($100,000). 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 maximum not to exceed amount of EIGHTY-NINE THOUSAND SEVEN HUNDRED DOLLARS($89,700.00). The maximum amount of Additional Services are authorized under Section G of this EXHIBIT C is not to exceed TEN THOUSAND THREE HUNDRED DOLLARS .($ 10,300.00). B. Method of Payment For Task Nos. 1 through 4 CONSULTANT shall, during the term of this AGREEMENT,invoice the CITY monthly based upon a percentage of completion of each milestone set forth below in the Payment Schedule (Schedule D below)for services performed, and reimbursable expenses incurred if applicable,in completing that milestone under this AGREEMENT. (Hereinafter "Invoice.") Provided CONSULTANT has completed the services and incurred the reimbursable expenses 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. The Invoice shall be based on the percentage of milestone completed,and it shall describe the topics and tasks completed during the Invoice period in accordance with the Budget Schedule and Payment Schedule set forth below. The Invoice shall list work completed and reimbursable expenses if applicable,in accordance with the Budget Schedule and Payment Schedule set forth below. CONSULTANT also shall include supporting documents for any reimbursable expenses. The Invoice shall also show the total to be paid for the Invoice period. C. Budget Schedule The Budget Schedule for this AGREEMENT shall be as follows: Task Task Description Compensation (Not to Exceed) Task#1: Data Collection,Traffic Report&Base Map $27,900 Task#2: Initial Public Outreach $14,550 Task#3: Conceptual Design Options $25,850 Task#4: Public Meetings&Finalize Recommended Design&Report $21,400 Task#5: Design TBD Task#6: Construction Documents TBD Task#7: Bid&Construction Support TBD Additional Services $10,300 TOTAL $100,000 CONSULTANT shall not exceed any of the specified budget amounts for any Task without prior written authorization from the CITY. The CITY may approve in writing the transfer of budget amounts between any of the Tasks listed above provided the total AGREEMENT amount does not exceed ONE HUNDRED THOUSAND DOLLARS($100,000.00). D. Payment Schedule The Payment Schedule for this AGREEMENT shall be as follows: PERCENT OF TASK TASK MILESTONE COMPENSATION PAID UPON COMPLETION OF MILESTONE Task#1 : Data Collection,Traffic Report&Base Map 1.1 Project scoping&data collection 40% 1.2 Draft traffic report 40% 1.3 Base map 20% Task#2: Initial Public Outreach 2.1 Stakeholder list 5% 2.2. Park&ride outreach 20% 2.3 Lead initial public outreach meeting 75% Task#3: Conceptual Design Options 3.1 Evaluate draft traffic report&input from public meeting 10% 3.2 Work with City&others to develop options 5% 3.3 Provide three design options 75% 3.4 Quality Assurance 5% 3.5 Cost Estimates for three options 5% Task#4 : Public Meetings&Finalize Design&Study 4.1 Lead final public outreach 30% 4.2 Lead Bicycle&Pedestrian Commission 5% 4.3 Finalize design&study 55% 4.4 City Council presentation 10% Tasks#5 through#7 To Be Determined Additional Services Paid pursuant to Subsection G below 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 CONSULTANT's lump sum compensation,including, but not limited to,any expenses related to CONSULTANT's internal plan checks,CAD test prints,81/2"x 11" copies or fax copies. Plotting and Printing for public distribution will be the responsibility of the CITY. There are no separate reimbursable expenses for Basic Services performed under Tasks 1-7 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 TEN THOUSAND THREE HUNDRED DOLLARS($10,300.00)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. In the event Additional Services are authorized,CONSULTANT shall submit Invoices in accordance with the CONSULTANT hourly rate schedule attached to this EXHIBIT C. The rates shown in the EXHIBIT C-1 sall stay in effect during the full term of the contract. The CITY shall pay Additional Services Invoices as provided in this EXHIBIT C. EXHIBIT C-1 CONSULTANT HOURLY RATES FOR ADDITONAL SERVICES AECOM Project Director $275 Project Manager $243 Project Engineer $125-$176 Project Designer $89-$117 Support Staff $45-89 Bicycle Solutions Principal $150 Apex Strategies Principal $250 Callander Associates Principal $181 Project Manager $162 Designer/Assistant $112 Administration Staff $105 1 ® DATE(MMIDDIYYYY) A CERTIFICATE OF LIABILITY INSURANCE 04/03/2015 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 Risk&Insurance Services NAME: PHONE FAX CA License#0437153 A/C No): 777 South Figueroa Street E-MAIL Los Angeles,CA 90017 ADDRESS: Attn:LosAngeles.CertRequest@Marsh.Com INSURERS AFFORDING COVERAGE NAIC# 06510-AECOM--15-16 SanJos GLALP 04 2016 INSURER A:Zurich American Insurance Company 16535 INSUREDNIA N/A AECOM Technical Services,Inc. INSURER B 100 W.San Fernando St.,Suite 200 INSURER c:Illinois Union Insurance Cc 27960 San Jose,CA 95113 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: LOS-001662526-01 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MMIDD� LIMITS LTR A GENERAL LIABILITY GLO 596589107 04/01/2015 04/01/2016 EACH OCCURRENCE $ 1,000,000 X DAMAGE TO RENTED 1,000,000 COMMERCIAL GENERAL LIABILITY PREMISES Ea occurrence $ CLAIMS-MADE D OCCUR MED EXP(Any one person) $ 5,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 X I POLICY E OT LOC $ A AUTOMOBILE LIABILITY BAP 5965893 07 04/01/2015 04/01/2016 (CEOaccidentMBINED SINGLE LIMIT 1,000,000 AINY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ A TOS AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS Per accident X UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB HCLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY YIN R IM ANY PROPRIETOR/PARTNER/EXECUTIVE❑ E.L.EACH ACCIDENT $ OFFICERWEMBER EXCLUDED? N I A (Mandatory In NH) E.L.DISEASE-EA EMPLOYE $ If yes,describe under DESCRIPTION OF OPERATIONS below I E.L.DISEASE-POLICY LIMIT $ C ARCHITECTS&ENG. EON G21654693 10108/2014 04/01/2016 Per Claim/Agg $1,000,000 PROFESSIONAL LIAB. "'"CLAIMS MADE""' Defense Included DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) City,its City Council,boards and commissions,officers,employees and volunteers are named as additional insured for GL&AL coverages,but only as respects work performed by or on behalf of the named insured. Waiver of Subrogation is applicable where required by written contract with respect to GL and AL coverage. CERTIFICATE HOLDER CANCELLATION City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Attn:Winnie Pagan THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 10300 Torre Ave ACCORDANCE WITH THE POLICY PROVISIONS. Cupertino,CA 95014 AUTHORIZED REPRESENTATIVE of Marsh Risk&Insurance Services David Denihan ,t�jfi�.Ltli�eSas @ 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD AECOM"and Its Subsidiaries BAP 5965893-07 Eff 04!.07!2075:. POLICY NUMBER:` BAR-5965893-07 COMMERCIALAUTO CA:20 4810`13` THIS ENDORSEMENT CHANGES,THE F{QLICY. PLEASE READ IT;CAREFULLY., DESIGNATED :INSURED FOR COVERED AUTOS LIABILITY COVERAGE Thiq'endorsement.modlfie.:s insurance provided."under tf e:following:: AUTO DEALERS COVERAGE FORM. BUSINESS AUTO COVERAGE FORM MOTOR,CARRIER COVERAGE FORM YNth respect ;to coverage' provided by this endorsement, the-provisions:of the Coverage Form' apply unless" modified by this endorsement. This endorsement:identifes persbn(s).or organization(s)`who&'are."insureds"for Covered Autos LiabiiityCoverage` under the Mo is An Insured: provision. of the Coverage: Form:. This endorsement does: not alter:coverage provided'in the:Coverage:Form. Thi;s::endorsement changes.the policy,effective.onAhe inception date:of the policy,unless another;date.is indicated;'. below..: Named.lnsured- ...... :... AECOM and.,lts Subsid.iaries: Endorsement:Effective Date.- 04/011201S ate:04!0112015` SCHEDULE Name Of`Person(s)Or Organization(s):_ Onlythose,where required by written contract: .Information required to'comlete.this Schedule; if not shown-above will be shown in the,Declarations.. Each person;or.organi2ation,.shown in the..Schedule is; an `'insured"for_Covered Autos Liability Coverage; but` only to the extent that person or organization qualifies as an' "insured'` 'under the Mo Is An Insured' provision contained in Paragraph A.1:.of Section II Covered Autos. Liability...Coverage. in the Business Auto. and Motor Carrier Coverage Forms and Paragraph M2, ..of Section l — Covered Autos: ,Coverages.of the.Auto Dealers Coverage,Form. CA 20 48`I t):13 O Insurance Services Offce, Inc:,2011Page 1 of�. Mii s Kluwer'Flnaneial Services lUniform' FormsTM AECOM and Its'Subsidiaries GLQ,5965891-07 Eff 04!0112015: POLICY NUMBER'::GLO 5965891-07 COMMERCIAL:GENERAL LIABILITY` CG'20 26.04:13` THIS ENDORSEMENT CHANGES THE'POLICY; PLEASE:READ IT CAREFULLY. ADDITIONAL INSURED D ESiGNATED PERSON 011ORGANIZATION. This_:endorse.:ent.modifies:insurance`provided under the following:; COMMERCIAL GENERAL LIABILITY'COVERAGE.PART ,SCHEDULE Name Of,Additional.lnsured Persons)Or Organization.(s) Only those.wtere required by.,contract... Information required to com lete:this.Schedule;'if'notahown above;will be:shown in-the Declarations; A. Section 11 - Who Is An Insured is'amended .t6 B":With respect to they'insurance afforded to"these: include as an additional.insured the person(s) or additional insureds,:, the following is added to.'organizations)>shown in the .Schedule, but only:: Section III-7Limits Of Insurance: with respect to liability for, "bodily injury', "property_ If coverage;p.rovided ,to the' additional:insured 'is' damage" or personal and'. ,advertising` injury'° required: by a:contract or.agreement,-the;most we caused, in whole or' in part„ by your acts or will pay on behalf of the additional insured is fhe'. omissions or q.th,e acts or omissions of.those,acting: - amount of insurance; on your behalf: 1 Required by the contract or agreement; or 1: In the: ur performance of ongoing:operations; or 2. -Available. under the, 'applicable Limits' of Insurance'shown in.the Declarations; Z. In connection with your premises. owned by`or rented to you: 'whichever is less. However: This; endorsement shall, :not:: :increase fhe; applicable, Limits; of Insurance: shown in the: 1. The insurance. afforded to such additional Declarations; Insured only'applies.to the extent permitted b:y; law; and; 2 If coverage provided to theadditional insured is. required 'by.:, a contract or' agreement, 'th'e' insurance:afforded to such;-additional: insured, will. noti. be broader than.that. which: you,' are: required by the contract .or agreeMent to; provide.for such additlonal insured: CG 20 26'04'13 Q Insurance Ser;Lees Office, Inc.,;2012' Page 1 of.1.:._ Wolter§Kluwer Flnanci8I SerVlCes I Uniform:Forinsr"' CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDmrY) A� 1/1/2016 1 4/3/2015 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 Lockton Insurance Brokers,LLC NAME:CONTACT License#OF15767 PHONE FAX C No Ext): AIC No): 4275 Executive Square,Suite 600 E-MAIL La Jolla CA 92037 ADDRESS: (858)587-3100 INSURERS AFFORDING COVERAGE NAIC# INSURER A:Insurance Company of the State of PA 19429 INSURED AECOM INSURER B; 1389302 URS Corporation INSURER C: dba URS Corporation Americas INSURER D: 100 W.San Fernando St.,Ste.200 INSURER E: San Jose CA 95113 INSURER F COVERAGES AECTE01 CERTIFICATE NUMBER: 13427415 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADD SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY COMMERCIAL GENERAL LIABILITY NOT APPLICABLE EACH OCCURRENCE $ DAMAGE TRENTED CLAIMS-MADE 1:1 OCCUR PREM SESO(Ea occurrence) XXXXX nce) $ XX MED EXP An one person) $ XXXXXXX PERSONAL&ADV INJURY $ XX�{XXX GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ XXXXXXX POLICY jE LOC PRODUCTS- COMP/OP AGG $ XXXXXXX OTHER: $ AUTOMOBILE LIABILITY NOT APPLICABLE MBINED IN LE=l IT $ (Ea accident) XXXXXXX ANY AUTO BODILY INJURY(Per person) $ XXXXXXX ALL OWNED SCHEDULED BODILY INJURY Per accident $ XXXXXXX AUTOS AUTOS NON-OWNED PROPERTY DAMAGE $ XXX3�XXX HIRED AUTOS AUTOS (Per accident) $ XXXXXXX UMBRELLA LIAB OCCUR NOT APPLICABLE EACH OCCURRENCE $ XXXXXXX EXCESS LIAB CLAIMS-MADE AGGREGATE $ XXXXXXX DED I I RETENTION$ $ XXXXXXX PER A AND EMPLOYERS'LIABILITY WORKERS COMPENSATION Y/N Y SEE ATTACHED ACORD 101 1/1/2015 1/1/2016 X STATUTE ER ANY PROPRIETORIPARTNER/EX OFFICER/MEMBER EXCLUDED?ECUTIVE FN] N/A E.L.EACH ACCIDENT $ 2,000,000 (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 2 000 000 yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 2!000.000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) Notice of Cancellation applies per attached endorsement.Re:Mary Avenue Complete Street Project. Waiver of Subrogation applies per attached endorsement(s)or policy language. CERTIFICATE HOLDER CANCELLATION See Attachments 13427415 City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Attn:Winnie Pagan THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN g ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Ave. Cupertino CA 95014 AUTHORIZED REPRESENTATIVE _L1 ©1988-1014 ACORD GO—RPOW16N. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD Insurer A:The Insurance Company of the State of Pennsylvania The Workers'Compensation coverage shown does not apply in monopolistic states.In the State of ND,OH,WA,and WY Workers' Compensation coverage is provided by the State Fund.In those States,the above reference policies provide Stop-Gap Employers' Liability only.Workers'Compensation policies apply as indicated below: AECOM WC 028328280-CA WC 028328281-FL WC 028328282-MA,ND,OH,WA,WI,WY WC 028328283-ME WC 028328284-AK,AZ,VA WC 028328285-IL,KY,NC,NH,UT,VT WC 028328286-NJ,PA WC 028328287-AL,AR,CO3CT,DC,DE,GA,HI,IA,ID,IN,KS,LA,MD,MI,MN,M0,MS,MT,NE,NM,NV,NY,OK,OR,RI,SC,SD,TN,TX,WV URS Corporation WC 028328288-CA WC 028328289-FL WC 028328290-MA,ND,OH,WA,WI,WY WC 028328291-AL,AR,CO,CT,DC,DE,GA,HI,IA,ID,IN,KS,LA,MD,MI,MN,MO,MS,MT,NE,NM,NV,NY,OK,OR,RI,SC,SD,TN,TX,WV WC 028328292-IL,KY,NC,NH,UT,VT WC 028328293-NJ,PA WC 028328294-AK,AZ,VA WC 028328295-ME ACORD 101 Miscellaneous Attachment:M503712 Master ID: 1389302,Certificate ID: 13427415 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement,effective 12:01 AM 1/1/2015 forms a part of Policy SEE ATTACHED ACORD 101 No. Issued to AECOM URS Corporation dba URS Corporation Americas By The Insurance Company of the State of Pennsylvania LIMITED ADVICE OF CANCELLATION TO SCHEDULED ENTITIES (WORKERS' COMPENSATION ONLY) This policy is amended as follows: In the event that the Insurer cancels this policy for any reason other than non-payment of premium,and 1.the cancellation effective date is prior to this policy's expiration date; 2.the Named Insured or, if applicable, any other employers named in Item 1 of the Information Page is under an existing contractual obligation to notify a certificate holder(s)when this policy is canceled (hereinafter,the"Certificate Holder(s)")and the Named Insured has provided the Insurer,either directly or through its broker of record,either: (a)the name of the entity shown on the certificate,a contact name at such entity and the U.S. Postal Service mailing address of each such entity;or (b)the email address of a contact at each such entity;and 3. prior to the effective date of cancellation,the Named Insured confirms to the Insurer,either directly or through its broker of record,that the persons or organizations set forth in the Schedule below,as well as their respective addresses listed,should continue to be a part of the Schedule and, if not,the names of the persons or organizations that should be deleted, the Insurer will provide advice of cancellation(the"Advice")to each such Certificate Holder(s)confirmed by the Named Insured in writing to be correctly a part of the Schedule within 30 days after the Named Insured confirms the accuracy of the Schedule below with the Insurer;provided, however,that if a specific number of days is not stated above,then the Advice will be provided to such Certificate Holder(s)as soon as reasonably practicable after the Named Insured confirms the accuracy of the Schedule below with the Insurer. Proof of the Insurer emailing the Advice, using the information provided and subsequently confirmed by the Named Insured in writing,will serve as proof that the Insurer has fully satisfied its obligations under this endorsement. This endorsement does not affect,in any way,coverage provided under this policy or the cancellation of this policy or the effective date thereof,nor shall this endorsement invest any rights in any entity not insured under this policy. The following definitions apply to this endorsement: 1. Named Insured means the first named employer in Item 1 of the Information Page of this policy. 2. Insurer means the insurance company shown in the header on the Information Page of this policy. WC 99 00 58 (Ed.04/11) Attachment Code:D503695 Master ID: 1389302,Certificate ID: 13427415 BLANKET WAIVER OF OUR RIGHTS TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement effective: 12:01 AM 1/1/2015 forms a part of Policy No. WC 028328288 WC 028328280 Issued to: AECOM URS Corporation dba URS Corporation Americas By: INSURANCE COMPANY OF THE STATE OF PENNSYLVANIA We have a right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against any person or organization with whom you have a written contract that requires you to obtain this agreement from us, as regards any work you perform for such person or organization. The additional premium for this endorsement shall be 2.00 % of the total estimated workers compensation premium for this policy. WC 04 03 61 (Ed. 11/90) Attachment Code:D503744 Certificate ID: 13427415