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15-129 Daleo Inc., for Fiber Network Expansion for the Signal Interconnect ProjectRECORDING REQUESTED BY City of Cupertino WHEN RECORDED MAIL TO City Clerk's Office City of Cupertino 10300 Torre Avenue Cupertino, CA 95014-3255 NO FEE IN ACCORDANCE WITH GOV. CODE 27283 DOCUMENT: 23211267 ~ UI~ U Hiii U REGINA ALCOMENDRAS SANTA CLARA COUNTY RECORDER Recorded at the request of City Pages: 3 Fees ... . * No Fees Taxes .. . Copies .. ----AMT PA!D RDE I=* 024 2/02/2016 12:48 PM (SP ACE ABOVE THIS LINE FOR RECORDER'S USE) NOTICE OF COMPLETION CITY PROJECT NAME: Fiber Network Expansion for Signal Interconnect Project (City Project No. 2015-16) v~ Original D For Fast Endorsement "NO FEE" City of Cupertino NOTICE OF COMPLETION is hereby given in order to comply with the provisions of Section 27283 of the Government Code. This is to certify that the Notice of Completion dated January 14, 2016 for CITY PROJECT NAME: Fiber Network Expansion for Signal Interconnect Project (City Project No. 2015-16) and the City of Cupertino, a governmental agency is hereby accepted by the City of Cupertino on January 21, 2016 and the grantee consents to recordation thereof by its duly authorized officer. I certify under Penalty of Perjury under the laws of the State of California that the foregoing paragraph is true and correct. Dated: By: January 21, 2016 Lauren Sapudar Senior Office Assistant CUPERTINO Recording Requested By: When Recorded Mail To: City of Cupertino 10300 Torre Ave. Cupertino, CA 95114 SPACE ABOVE THIS LINE IS FOR RECORDER'S USE NOTICE OF COMPLETION Civil Code§§ 8182, 8184, 9204, and 9208 NOTICE IS HEREBY GIVEN THAT: 1. The undersigned is the agent of the owner of the project described below. 2. Owner's full name is: City of Cupertino, California. 3. Owner's address is: City Hall, 10300 Torre Ave., Cupertino, CA 95114. 4. The nature of owner's interest in the project is: _x_ Fee Ownership Lessee Other: __________ _ 5. Construction work on the project performed on the owner's behalf is generally described as follows: City Project Name: Fiber Network Expansion for Signal Interconnect Project (City Project No.: 2015-16) Establishing fiber-optic communications between seven (7) existing traffic signals and the Traffic Operations Center. 6. The name of the original contractor for the project is: Daleo Inc. 7. The project was completed on: January 14, 2016 8. The project is located at: Various intersections along Stevens Creek Blvd, Stelling Road, De Anza Blvd and Homestead Road. Verification: In signing this document, I, the undersigned, declare under penalty of perjury under the laws of the State of California that I have read this notice, and I know and understand the contents of this notice, and that the facts stated in this notice are true and correct. January 21, 2016; Santa Clara County Date and Place ~ f9rl3tur? Timm Borden Director of Public Works and City Engineer Project No. 2015-16 DOCUMENT 00650 AGREEMENT AND RELEASE OF ANY AND ALL CLAIMS FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT PROJECT NUMBER 2015-16 THIS AGREEMENT AND RELEASE OF ANY AND ALL CLAIMS ("Agreement and Release"), made and entered into this 21 81 day of December, 2015, by and between the City of Cupertino ("City"), and Daleo, Inc. ("Contractor"), whose place of business is at 7190 Forest Street, Gilroy, CA 95020. - RECITALS A. City and Contractor entered into Contract Number 2016-237 (the "Contract"). B. The Work under the Contract has been completed. Now, therefore, it is mutually agreed between City and Contractor as follows: AGREEMENT 1. Contractor will not be assessed liquidated damages except as detailed below: No liquidated damages assessed. Original Contract Sum Modified Contract Sum Payment to Date Liquidated Damages Payment Due Contractor $ 91,967.50 $ 98,267.50 $ 0.00 $ 0.00 $ 98,267.50 2. Subject to the provisions of this Agreement and Release, City will forthwith pay to Contractor the sum of Ninety Eight Thousand Two Hundred Sixty Seven Dollars and Fifty Cents ($98,267.50) under the Contract, less any amounts withheld under the Contract or represented by any Notice to Withhold Funds on file with City as of the date of such payment. 3. Contractor acknowledges and hereby agrees that there are no unresolved or outstanding claims in dispute against City arising from the Contract, except for the claims described in paragraph 4 of this Document 00650. It is the intention of the parties in executing this Agreement and Release that this Agreement and Release shall be effective as a full, final and general release of all claims, demands, actions, causes of action, obligations, costs, expenses, damages, losses and liabilities of Contractor against City, and all if its agents, employees, consultants (including without limitation Consulting Cupertino), inspectors, representatives, assignees and transferees except for the Disputed Claims set forth in paragraph 4 of this Document 00650. Nothing in this City of Cupertino 00650 -I Agreement and Release of Any and All Claims Fiber Network Expansion for Signal Interconnect Project Project No. 2015-16 Agreement and Release shall limit or modify Contractor's continuing obligations described in paragraph 6 of this Document 00650. 4. The following claims are disputed (hereinafter, the "Disputed Claims") and are specifically excluded from the operation of this Agreement and Release: Claim No. Date Submitted Description of Claim Amount of Claim [Insert information, including attachment if necessary] 5. Consistent with California Public Contract Code Section 7100, Contractor hereby agrees that, in consideration of the payment set forth in paragraph 2 of this Document 00650, Contractor hereby releases and forever discharges City, and all of its agents, employees, consultants, inspectors, assignees and transferees from any and all liability, claims, demands, actions or causes of action of whatever kind or nature arising out of or in any way concerned with the Work under the Contract '-6. Guarantees and warranties for the Work, and any other continuing obligation of Contractor, shall remain in full force and effect as specified in the Contract Documents. 7. Contractor shall immediately defend, indemnify and hold harmless the City of Cupertino, Santa Clara County, its Architect, any of their Representatives, and all of their agents, employees, consultants, inspectors, assignees and transferees, from any and all claims, demands, actions, causes of action, obligations, costs, expenses, damages, losses and liabilities that may be asserted against them by any of Contractor's suppliers and/or Subcontractors of any tier and/or any suppliers to them for any and all labor, materials, supplies and equipment used, or contemplated to be used in the performance of the Contract, except for the Disputed Claims set forth in paragraph 4 of this Document 00650. 8. Contractor hereby waives the provisions of California Civil Code Section 1542, which provides as follows: A general release does not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him, must have materially affected his settlement with the debtor. 9. The provisions of this Agreement and Release are contractual in nature and not mere recitals and shall be considered independent and severable, and if any such provision or any part thereof shall be at any time held invalid in whole or in part under any federal, state, county, municipal or other law, ruling, or regulation, then such provision, or part thereof shall remain in force and effect only to the extent permitted by law, and the remaining provisions of this Agreement and Release shall also remain in full force and effect, and shall be enforceable. 10. Contractor represents and warrants that it is the true and lawful owner of all claims and other matters released pursuant to this Agreement and Release, and that it has full right, title and authority to enter into this instrument. Each party represents and warrants that it has been represented by counsel of its own choosing in connection with this Agreement and Release. 11. All rights of City shall survive completion of the Work or termination of the Contract, and execution of this Agreement and Release. City of Cupertino 00650 -2 Agreement and Release of Any and All Claims Fiber Network Expansion for Signal Interconnect Project * * *CAUTION: THIS IS A RELEASE -READ BEFORE EXECUTING* * * THE CITY OF CUPERTINO, a Municipal Corporation of the State of California By~ Name: Timm Borden Its: Public Works Director Grace Schmidt, City Clerk Its: President Its:----------------- REVIEWED AS TO FORM: r~ AP1tYAttOTDCiI ______________ ,20~~- END OF DOCUMENT Project No. 2015-16 City of Cupertino 00650 - 3 Agreement and Release of Any and All Claims Fiber Network Expansion for Signal Interconnect Project CITY OF m CUPERTINO DATE: 12/15/2015 Contractor: Daleo, Inc. 7109 Forest Street Gilroy, CA 95020 FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT PROJECT NO. 2015-16 CONTRACT CHANGE ORDER NO. 01 The following changes are hereby approved, notwithstanding language in any attachment to the contrary, Contractor agrees that the amount paid pursuant hereto is full and complete compensation for the work described herein for each and every entity involved in the project who is being compensated hereunder and that each and every claim for any cost for schedule impact such as a delay, impact, inefficiency, acceleration, extended overhead, increased supervision, compression and all other factors affecting cost arising from the subject of this Change Order is hereby released and waived by all such Subcontractors and suppliers at all tiers. Change City Field Description Amount No. Authorization No. Additional fiber splices and testing required for splicing 12 $6,300.00 1 pre-terminated SC-APC pigtails in the fiber termination panel v for each of the 7 cabinets for a total of 84 splices. Change Order 01 Page 1 FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT PROJECT NO. 2015-16 CONTRACT CHANGE ORDER NO. 01 Total Change Order No. 01 ' Total Project: Ori1:linal Contract $91,967.50 Change Order No. 1 $6 300.00 $6,300.00 $6,300.00 Revised Contract $98,267.50 Total Change Orders $6,300.00 Schedule Impact: None Project Final Completion Date: November 15, 2015 REVIEWED BY Le '",dity of Cupertino Erwin Ching City Project :tvfanager Date: l'J -3(,.. (.!- APPROVED BY: City of Cupertino L Timm Borden }' --Director of Public Works Date: \ 1J f-i \~~ _) Date: I 2-l ' 'l \ \ < Page 2 Change Order 01 c6 Project No.2015-16 DOCUMENT 00520 CONTRACT THIS CONTRACT,dated this 27`h day ofJuly, 2015,by and between Daleo Inc.-Whose place of business is located at 7190 Forest Street,Gilroy,CA 95020. Contractor"),and the CITY OF CUPERTINO,a Municipal Corporation of the State of California("City")acting under and by virtue ofthe authority vested in the City by the laws of the State ofCalifornia. WHEREAS,City,on the 23 day ofJuly,2015 awarded to Contractor the following Project: PROJECT NUMBER 2015-16 FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT NOW,THEREFORE,in consideration of the mutual covenants hereinafter set forth,Contractor and City agree as follows: Article 1. Work 7.1 Contractor shall complete all Work specified in the Contract Documents, in accordance with the Specifications, Drawings,and all other terms and conditions ofthe Contract Documents. Article 2. Agency and Notices to City 2.1 City has designated Erwin Ching, Associate Civil Engineer , to act as City's Authorized Representative(s), who will represent City in performing City's duties and responsibilities and exercising City's rights and authorities in Contract Documents. City may change the individual(s)acting as City's Authorized Representative(s),or delegate one or more specific functions to one or more specific City's Representatives, including without limitation engineering, architectural, inspection and general administrative functions, at any time with notice and without liability to Contractor. Each City's Representative is the beneficiary of all Contractor obligations to City, including without limitation,all releases and indemnities. 2.2 All notices or demands to City under the Contract Documents shall be to City's Authorized Representative at: 10300 Torre Avenue,Cupertino,California 95014 or to such other person(s)and address(es)as City shall provide to Contractor. Article 3. Contract Time and Liquidated Damages 3.1 Contract Time. The Contract Time will commence to run on the date indicated in the Notice to Proceed.City may give a Notice to Proceed at any time within 30 Days after the Notice of Award.Contractor shall not do any Work at the Site prior to the date on which the Contract Time commences torun. Contractor shall achieve Final Completion of the entire Work and be ready for Final Payment in accordance with Section 00700(General Provisions)within 45 Calendar Days from the date when the Contract Time commences to run as provided in Document 00700(General Provisions) 3.2 Liquidated Damages. City and Contractor recognize that time is of the essence of this Contract and that City will suffer financial loss City of Cupertino 00520- 1 Contract Fiber Network Expansion for Signal Interconnect Project J Y y Y in the form of contract administration expenses(such as project management and consultantZeatN}.i.TW15-66 City of Cupertino 00520-2 Contract Fiber Network Expansion for Signal Interconnect Project TJ Project No.2015-16 any part of the Work is not completed within the times specified above,plus any extensions thereof allowed in accordance with the Contract Documents. Consistent with Document 00700 (General Provisions), Contractor and City agree that because of the nature of the Project,it would be impractical or extremely difficult to fix the amount of actual damages incurred by City because of a delay in completion of all or any part of the Work. Accordingly,City and Contractor agree that as liquidated damages for delay Contractor shall pay City: 3.2.1 $1,500 for each Calendar Day that expires after the time specified herein for Contractor to achieve Final Completion ofthe entire Work as specified above. 3.2.2 $500 for each occurrence of a violation of Document 00700, Section 6.9 for LANE CLOSURE HOURS and Document 00800, Section 1.7 WORK DAYS AND HOURS. 3.2.3 Three Months Salary for each Key Personnel named in Contractor's SOQ pursuant to Article 2.G of Document 00450 (Statement of Qualifications for Construction Work) who leaves the Project and/or Contractor replaces at any point before Final Completion, for any reason whatsoever, that Contractor can demonstrate to City's satisfaction is beyond Contractor's control. Liquidated damages shall apply cumulatively and, except as provided below, shall be presumed to be the damages suffered by City resulting from delay in completion of the Work. 3.3 Liquidated damages for delay shall only cover administrative, overhead, interest on bonds, and general loss of public use damages suffered by City as a result of delay. Liquidated damages shall not cover the cost of completion of the Work, damages resulting from defective Work, lost revenues or costs of substitute facilities, or damages suffered by others who then seek to recover their damages from City(for example, delay claims of other contractors,subcontractors,tenants,or other third-parties),and defense costs thereof. Article 4. Contract Sum 4.1 City shall pay Contractor the Contract Sum for completion of Work in accordance with Contract Documents as set forth in Contractor's Bid,attached hereto: See Exhibit"A"attached Article 5. Contractor's Representations In order to induce City to enter into this Contract,Contractor makes the following representations and warranties: 5.1 Contractor has visited the Site and has examined thoroughly and understood the nature and extent of the Contract Documents, Work, Site, locality, actual conditions, as-built conditions, and all local conditions, and federal, state and local laws and regulations that in any manner may affect cost, progress, performance or furnishing of Work or which relate to any aspect of the means,methods,techniques,sequences or procedures of construction to be employed by Contractor and safety precautions and programs incident thereto. 5.2 Contractor has examined thoroughly and understood all reports of exploration and tests of subsurface conditions, as-built drawings, drawings, products specifications or reports, available for Bidding purposes, of physical conditions, including Underground Facilities, or which may appear in the Drawings. Contractor accepts the determination set forth in these Documents and Document 00700(General Provisions) of the limited extent of the information contained in such materials upon which Contractor may be entitled to rely. Contractor agrees that except for the information so identified, Contractor does not and shall not rely on any other information contained in such reports and drawings. 5.3 Contractor has conducted or obtained and has understood all such examinations, investigations, explorations, tests, reports and studies (in addition to or to supplement those referred to in Section 5.2 of this Document 00520) that pertain to the subsurface conditions, as-built conditions, underground facilities, and all other physical conditions at or contiguous to the Site or otherwise that may affect the cost, progress, performance or City of Cupertino 00520-3 Contract Fiber Network Expansion for Signal Interconnect Project SI Project No.2015-16 furnishing of Work,as Contractor considers necessary for the performance or furnishing of Work at the Contract Sum,within the Contract Time and in accordance with the other terms and conditions ofthe Contract City of Cupertino 00520-4 Contract Fiber Network Expansion for Signal Interconnect Project Project No.2015-16 Documents, including specifically the provisions of Document 00700 (General Provisions); and no additional examinations, investigations, explorations, tests, reports, studies or similar information or data are or will be required by Contractor for such purposes. 5.4 Contractor has correlated its knowledge and the results of all such observations, examinations, investigations, explorations,tests,reports and studies with the terms and conditions ofthe Contract Documents. 5.5 Contractor has given City prompt written notice of all conflicts, errors, ambiguities, or discrepancies that it has discovered in or among the Contract Documents and as-built drawings and actual conditions and the written resolution thereof through Addenda issued by City is acceptable to Contractor. 5.6 Contractor is duly organized, existing and in good standing under applicable state law, and is duly qualified to conduct business in the State of California. 5.7 Contractor has duly authorized the execution, delivery and performance of this Contract, the other Contract Documents and the Work to be performed herein. The Contract Documents do not violate or create a default under any instrument, contract,order or decree binding on Contractor. 5.8 Contractor has listed Subcontractors pursuant to the Subcontractor Listing Law, California Public Contracting Code§4100 et seq.in document 00340(Subcontractors List) Article 6. Contract Documents 6.1 Contract Documents consist ofthe following documents,including all changes,addenda,and modifications thereto: Document 00100 Advertisement For Bids Document 00200 Instructions to Bidders Document 00400 Bid Form Document 00430 Subcontractors List Document 00450 Statement ofQualifications Document 00481 Non-Collusion Affidavit Document 00482 Bidder Certifications Document 00510 Notice of Award Document 00520 Contract Document 00530 Insurance Forms Document 00550 Notice to Proceed Document 00610 Construction Performance Bond Document 00620 Construction Labor and Material Payment Bond Document 00630 Guaranty Document 00650 Agreement and Release ofAny and All Claims Document 00660 Substitution Request Form Document 00680 Escrow Agreement for Security Deposits in Lieu ofRetention Document 00700 General Conditions Document 00800 Special Conditions Document 00820 Traffic Control Requirements Document 00821 Insurance Document 00822 Apprenticeship Program Document 00850 Storm Water Pollution Prevention Document 00860 General Requirements Technical Specifications/Special Provisions Addenda(s)/Drawings/Plans 6.2 There are no Contract Documents other than those listed in this Document 00520, Article 6. The Contract City of Cupertino 00520-5 Contract Fiber Network Expansion for Signal Interconnect Project 4 Project No.2015-16 Documents may only be amended, modified or supplemented as provided in Document 00700 (General Provisions). City of Cupertino 00520-6 Contract Fiber Network Expansion for Signal Interconnect Project Project No.2015-16 Article 7. Miscellaneous 7.1 Terms used in this Contract are defined in Document 00700 (General Provisions) and will have the meaning indicated therein. 7.2 It is understood and agreed that in no instance are the persons signing this Contract for or on behalf of City or acting as an employee, agent, or representative of City, liable on this Contract or any of the Contract Documents, or upon any warranty of authority, or otherwise, and it is further understood and agreed that liability of the City is limited and confined to such liability as authorized or imposed by the Contract Documents or applicable law. 7.3 Contractor shall not assign any portion of the Contract Documents, and may subcontract portions of the Contract Documents only in compliance with the Subcontractor Listing Law, California Public Contracting Code§4100 et seq. 7.4 The Contract Sum includes all allowances(if any). 7.5 In entering into a public works contract or a subcontract to supply goods, services or materials pursuant to a public works contract, Contractor or Subcontractor offers and agrees to assign to the awarding body all rights, title and interest in and to all causes of action it may have under Section 4 of the Clayton Act(15 U.S.C. §15)or under the Cartwright Act(Chapter 2(commencing with Section 16700)of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services or materials pursuant to the public works contract or the subcontract. This assignment shall be made and become effective at the time City tenders final payment to Contractor,without further acknowledgment by the parties. 7.6 Copies of the general prevailing rates of per diem wages for each craft,classification,or type of worker needed to execute the Contract,as determined by Director of the State of California Department of Industrial Relations, are deemed included in the Contract Documents and on file at City's office, or may be obtained ofthe State of California web site http://www.dir.ca.gov/DLSR/PWD/Northem.html and shall be made available to any interested party on request. Pursuant to Section 1861 of the Labor Code, Contractor represents that it is aware ofthe provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Code, and Contractor shall comply with such provisions before commencing the performance of the Work of the Contract Documents. 7.7 Should any part,term or provision of this Contract or any of the Contract Documents,or any document required herein or therein to be executed or delivered, be declared invalid, void or unenforceable, all remaining parts, terms and provisions shall remain in full force and effect and shall in no way be invalidated, impaired or affected thereby. If the provisions of any law causing such invalidity, illegality or unenforceability may be waived,they are hereby waived to the end that this Contract and the Contract Documents may be deemed valid and binding contracts, enforceable in accordance with their terms to the greatest extent permitted by applicable law. In the event any provision not otherwise included in the Contract Documents is required to be included by any applicable law,that provision is deemed included herein by this reference(or,if such provision is required to be included in any particular portion of the Contract Documents, that provision is deemed included in that portion). 7.8 This Contract and the Contract Documents shall be deemed to have been entered into in the County of Santa Clara, State of California, and governed in all respects by California law (excluding choice of law rules). The exclusive venue for all disputes or litigation hereunder shall be in Santa Clara County. Both parties hereby waive their rights under California Code of Civil Procedure Section 394 to file a motion to transfer any action or proceeding arising out of the Contract Documents to another venue. Contractor accepts the Claims Procedure in Document 00700,Article 12,established under the California Government Code,Title 1, Division 3.6,Part 3,Chapter 5. City of Cupertino 00520-7 Contract Fiber Network Expansion for Signal Interconnect Project D-0 Project No.2015-16 IN WITNESS WHEREOF the parties have executed this Contract in quadruplicate the day and year first above written. FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT CITY: CONTRACTOR: CITY OF CUPERTINO,a Municipal Corporation of the Daleo Inc. State ofCalifornia By: David'` Le isay Attest: David Levisay City Clerk:Grace Schmidt roved as to form by City Attorney: Title: President If Corporation: Chairman,President,or Vice Presidentj- City Attorney:Carol Korade By: IS at ] I hereby certify,under penalty ofperjury,that Timm Borden,Please print name here] Director of Public Works ofthe City of Cupertino was duly CFOauthorizedtoexecutethisdocument. Title: If Corporation: Secretary,Assistant Secretary, Chief Financial Officer,or Assistant Treasurer] Dated:f c 458944 C10/A State Contractor's License No. Classification 6 9/30/2016 Timm Borden,P.E.,Director ofPublic Works of the City of Expiration Date Cupertino,a Municipal Corporation of the State ofCalifornia Designated Representative: Taxpayer ID No.73-1130130 Name:Erwin Ching,P.E. Name: David Levisay Title:Associate Civil Engineer.Title:—President Address: 10300 Torre Ave., Cupertino, CA '95014 Address: 7190 Forest Street Gilroy,CA 95020 Phone:408-777-3354 Phone: 408-846-9621 Facsimile:408-777-3333 Facsimile: 408-846-9611 NOTARY ACKNOLEDGEMENT IS REQUIRED. IF A AMOUNT: $ 9 y P, CORPORATION, CORPORATE SEAL AND CORPORATE ACCOUNT NUMBER:270-90-974-900-905-ST005. 9 NOTARY ACKNOWLEDEMENT AND FEDERAL TAX ID AREa5REQUIRED. IF NOT A CORPORATION SOCIAL SECURITYFILENO.:74,001.41 NO.IS REQUIRED END OF DOCUMENT QNtyfd?Uf*1ho 005N5f0_Insurance&INfIct Fiber Network Expansion for Signal Interconnect Project CALIFORNIA ALL-PURPOSE:ACKNOWLEDGMENT . CIVIL'CODE§ 1189 A notary public.or other officer completing this certific,ate.verifies only the identity of the individual who signed the document:to which this certificate is:attached,and not the truthfulness,accuracy, 'r validity of that document:; State of-.California County of:..v. On:: : before me :::: .NAf hi Date Here Insert Name and Title of the Officer personal)Y..a:P:.Peared Nam Signer(s)Name(s) of Signers who.proved: to' me .on. the -basis of satisfactory evidence. to .be the person(s). whose. name(s)-:is/are subscribed to the.within instrument and.-acknowledged to me:that he/she/they executed the same in:his%her/their authorized capacity(ies),.and that by his/her/th.eir signatures)on the instrurrment the person(s); or the entity upon behalf of which,the person(s) acted,.:executed the instrument. certify under PENALTY OF PERJURY:under the laws LENA::KELLER of the State:af:California that the:foregoing paragraph: 'Commission#21.1181-6.- --is true and correct. Notary Public-California - , S.40 Clan County:: :-' WITNESS my hand.arid:official seal. 162019 Signature ignatcire.of Notary Public: . . . ., Place Notary Seal Above OPTIONAL Though:this:section is optional,--completing this information can deter:alteration of the document or rau u ent reattachment-of this form to an unintended document.-,: Description of Attached Docu ,n Title or Type-of Document: . i(. .. . Gi' Docu.m .. . ate: Number of--Pa es: Si hers Other Than:Named Above: apacity ies lahned:b Signer(s) Signer's Name: :: Signer 's Name: Corporate-Officer — Titles Corporate Off,icer:- Title(s):P O Partner — Limited: El General Partner :rI Limited .0 General Individual Q Attorney in Fact . : :_ El Individual ::. El Attorney:in Fact Trustee .. Guardian or Conservator Trustee Guardian or Conservator Other:Other: Signer: Is Representing: Signer Is-Representing: 2014 National Notary.Association'.:www.NationalNotary:org •1-800-US.NOTARY:(1=800-876-6827) Item#5907 Project No.2015-16EM- 1 A DOCUMENT 00400 BID FORINT To be submitted as part ofEnvelope"A"by the time and date specified in Document 00200(Instructions to Bidders). TO THE HONORABLE CITY COUNCIL OF THE CITY OF CUPERTINO THIS BID IS SUBMITTED BY: Daleo Inc. Firm/Company Name) Re: PROJECT NUMBER 2015-16 FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT 1.The undersigned Bidder proposes and agrees, if this Bid is accepted, to enter into a contract with the City of Cupertino ("City") in the form included in the Contract Documents, Document 00520 (Contract), to perform and furnish all Work as specified or indicated in the Contract Documents for the Contract Sum and within the Contract Time indicated in this Bid and in accordance with all other terms and conditions of the Contract Documents. All portions of this Bid Form must be completed and signed before the bid is submitted. Failure to do so will result in the bid being rejected as non-responsive. 2. Bidder accepts all of the terms and conditions of the Contract Documents,Document 00100 (Advertisement for Bids), and Document 00200 (Instructions to Bidders), including, without limitation, those dealing with the disposition of Bid Security. This Bid will remain subject to acceptance for 90 Days after the day of Bid opening. 3.Bidder has visited the Site and performed all tasks, research, investigation, reviews, examinations, and analysis and given notices,regarding the Project and the Site,as set forth in Document 00520 (Contract),Article 5. 4.Bidder has given City prompt-written notice of all conflicts, errors, ambiguities, or discrepancies that it has discovered in or among the Contract Documents and as-built drawings and actual conditions and the written resolution thereof through Addenda issued by City is acceptable to Contractor. 5.Subcontractors for work included in all Bid items, in accordance with the criteria in the Public Contract Code, are listed on the attached Document 00430 (Subcontractors List). 6.The undersigned Bidder understands that City reserves the right to reject this Bid. 7.If written notice ofthe acceptance of this Bid,hereinafter referred to as Notice of Award, is mailed or delivered to the undersigned Bidder within the time described in paragraph 2 of this Document 00400 or at any other time thereafter before it is withdrawn, the undersigned Bidder will execute and deliver the documents required by Document 00200 (Instructions to Bidders)within the times specified therein. These documents include,but are not limited to,Document 00520 (Contract),Document 00610 (Construction Performance Bond), and Document 00620(Construction Labor and Material Payment Bond). 8.Notice of Award or request for additional information may be addressed to the undersigned Bidder at the address set forth below on the signature page. 9.The undersigned Bidder herewith encloses cash, a cashier's check, or certified check of or on a responsible bank in the United States,or a corporate surety bond furnished by a surety authorized to do a surety business in City of Cupertino 00400- 1 Bid Form Fiber Network Expansion for Signal Interconnect Project Project No.2015-16 the State of California, in form specified in Document 00200 (Instructions to Bidders), in the amount of ten percent(10%)ofthe total of Bid and made payable to the"City ofCupertino". 10. The undersigned Bidder agrees to commence Work under the Contract Documents on the date established in Document 00700 (General Conditions) and to complete all work within the time specified in Document 00520 Contract). The undersigned Bidder acknowledges that City has reserved the right to delay or modify the commencement date. The undersigned Bidder further acknowledges City has reserved the,right to perform independent work at the Site,the extent of such work may not be determined until after the opening ofthe Bids, and that the undersigned Bidder will be required to cooperate with such other work in accordance with the " requirements of the Contract Documents. 11. The undersigned Bidder agrees that, in accordance with Document 00700 (General Conditions), liquidated damages for failure to complete all Work in the Contract within the time specified in Document 00520 Contract)shall be as set forth in Document 00520(Contract). City of Cupertino 00400-2 Bid Form Fiber Network Expansion for Signal Interconnect Project Project No.2015-16 NOTICE, Required Contractor and Subcontractor Registration [Applies if Bid is submitted on or after March 1, 2015 or if Contract is awarded on or after April 1, 2015] 1. Owner shall accept Bids only from Bidders that (along with all Subcontractors listed in Document 00430, Subcontractors List) are currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. 2. Subject to Labor Code Sections 1771.1(c) and (d), any Bid not complying with paragraph, above, shall be returned and not considered; provided that if Bidder is a joint venture (Business & Professions Code Section 7029.1) or if federal funds are involved in the Contract Labor Code Section 1771.1(a)), Owner may accept a non-complying Bid provided that Bidder and all listed Subcontractors are registered at the time of Contract award. City of Cupertino 00400-3 Bid Form Fiber Network Expansion for Signal Interconnect Project S I s Project No.2015-16 SCHEDULE OF BID PRICES FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT All Bid items,including lump sums and unit prices,must be filled in completely.Allowances and Alternate Bid items are described in Document 00800(Special Conditions). Quote in figures only,unless words are specifically requested. x UNITITEMSPECDESCRIPTIONUNITEST TOTAL Section Traffic Control LS 1 7,500.00 7,500.00 1 00820 Section Furnish and Install 24-strand SMFOTrunk LF 5,800 3.65 211170.00 2 02200 Cable Section Furnish and Install 12-strand SMFO Branch 7.00 9,205.00 3 02200 Cable LF 1,315 Section Furnish and Install 2"PVC Conduit LF 50 150.00 7,500.00 4 02453 Section Replace Existing Pull Box with No.6(E)Pull EA 7 1,750.00 12,250.00 5 02453 Box Section Furnish and Install Fiber Termination Panel EA 7 1,250.00 8,750.00 6 02210 in Controller Cabinet Section Furnish and Install Fiber Patch Cords in EA 28 100.00 2,800.00 7 02210 Controller Cabinet Section Furnish and Install Underground Fiber EA 7 1,500.00 10,500.00 8 02210 Optical Splice Closure Section Remove and Dispose Existing Signal LF 5,450 1.65 8.992.50 9 02200 Interconnect Cable Section 75.00 3.300.00 10 02210& Make and Test Fiber Splices EA 44 02220 TOTAL BID 91,967.50 Total Bid Price (in words): Ninely One Thousand Nine Hundred Sixty Seven Dollars and Fifty cents Unit Legend LS = Lump Sum AL =Allowance EA= Each SF =Square Feet LF = Linear Feet TON =Ton or 2,000 Pounds CY= Cubic Yards LB =Pounds City of Cupertino 00400-4 Bid Form Fiber Network Expansion for Signal Interconnect Project Project No.2015-16 ACKNOWLEDGEMENT OF RECEIPT OF ADDENDUMS Bidder herby acknowledges receipt and examination ofall Contract Documents and the following Addenda: AddendumNo. AddendumDate 1 June 17, 2015 Bidder proposes and agrees to fullyperform the Work within the time stated and in strict accordance with the Contract Documents for the sums of money listed in this BidForm. NAME OF BIDDER: Daleo Inc. licensed in accordance with an act for the registration of Contractors,and with license number: 458944 Expiration Date: 9/30/2016 California Where incorporated,ifapplicable David Levisay-President Principals I certify(or declare)under penalty ofperjury under the laws ofthe a oA alifoj a that the foregoing is true and correct. igna ire of Bidder NOTE: If Bidder is a corporation, set forth the legal name of the corporation, state where incorpor ted,together with the signature of the officer or officers authorized to sign contracts on behalf ofthe corporation.If Bidder is a partnership, set forth the name of the firm together with the signature of the partner or partners authorized to sign contracts on behalf of the partnership. Business Address:Daleo Inc. 7190 Forest Street Gilroy,CA 95020 Officers authorized to signcontracts: David Arthur Levisay Typed Full Name: Telephone Number(s):408-846-9621 Fax Number(s): 408-846-9611 E-MMail Address: david@daleoinc.com END OF DOCUMENT City of Cupertino 00400-5 Bid Form Fiber Network Expansion for Signal Interconnect Project T Executed in Three Originals Bond No. 12119971 Premium: $1,839.00 Project No.2015=1'6 DOCUIVMENT 00610 CONSTRUCTION PERFORMANCE BOND THIS CONSTRUCTION PERFORMANCE. BOND CBond") is dated July 27,2015 Js in the penal.-sum of Ninety.Qne Thousand Nine Hundred Sixty Seven and Fifty Cents($91,967.50)-------=--=--------_:__:_-__ which-is.brie hundred,percent of the Contract Price), and is entered into by and between the parties listed below to ensure=the faithful performance_of the. Construction Contract listed below. This Bond consists of:this page and the Bond Terms and Conditions;paragraphs I:through 12; attached to this page. Any singular reference to. Daleo, Inc. Contractor"), The Guarantee Company of North.America USA('°Surety"), the City of Cupertino;.a Municipal Corporation ofthe State ofCalifornia("-City")or other party shall be considered plural where applicable. CONTRACTOR: SURETY:. Daleo, Inc.. The Guarantee.Comany,of North.Amedca USA NameName 7190 Forest Street 1 Towne Square Suite 1470 - Address Principal Place ofBusiness Gilroy,CA.95020 Southfield, MI 48076- City/State/Zip City/StatelZip CONSTRUCTIONCONTRACT: FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT PROJECT NUMBER 2015-16 at Cupertino,California. 91,967650----- he"Penal Sum"DATED July 23 2015 m the Amount of$ t CONTRACTOR AS P CIPAL SURETY Company: { g_ aIJJQaa Inc. Company: (Corp. al) T e Company of North America USA Signature: Signature: Name itle:t t-' Name and Title: Vincent M. Scolari,Attorney-In-Fact BOND TERMS AND CONDITIONS 1,Contractor and Surety,-jointly and severally,bind.themselves)their-heirs,executors,administrators, successors: and assigns to City for the complete and proper performance of the Construction Contract, which is incorporated herein by reference. 2. If Contractor completely and properly performs all of its obligations under the Construction Contract,Surety and Contractor shall have no obligation under'this Bond. 3. Ifthere is no-City Default.,Surety's obligation under this Bond shall arise after: 3.1 City has declared a Contractor Default under the Construction Contract pursuant to the terms of the Construction Contract;and 3.2 City has agreed to pay the Balance ofthe Contract Sum.. 3.2.1 To Surety in accordance with the terms ofthis Bonet and the Construction Contract;:oe City of Cupertino 00610-1 Construction Performance Bond Fiber Network Expansion for.Signal Interconnect Project Project No.2015-16 3.2.2 Toa contractor selected to perform the Construction Contract in accordance with the terms of this Bond and the Construction Contract. 4. When City has satisfied the conditions of paragraph 3,Surety shall promptly(within_30 days)and at Surety's expense elect to take one ofthe:following actions: I Arrange for Contractor,with consent of City;to perform and complete the Construction Contract(but_ City may withhold consent,in which case the Surety must elect an option described in paragraphs 4.2; 4.3 or 4.4,betow);or 4.2 Undertake to perform and complete the Construction Contract itself, through its agents or through independent contractors; provided, that Surety may not select Contractor as its agent or independent contractor without City's consent;or 4:3. Undertake.to perform and complete the Construction Contract by obtaining bids from qualified contractors acceptable to City for a contract For performance and completion of the Construction Contract,and,upon deterrnina#ion by City of the lowest responsible bidder,arrange for a contract to W prepared for execution by City and the contractor selected with City's concurrence ,to be- securcd with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract;and,ifSurety's obligations defined in paragraph 6,below,exceed the Balance of the Contract.Surn,then Surety shall pay to City the amount of such excess;of 4.4 Naive its right to perform and complete,arrange for completion,or obtain.a new contractor and with reasonable.promptness under the circumstances, and, after investigation and consultation with.City, determine-in good faith its monetary:obligation to City under paragraph 6,below,for the performance and completion.ofthe Construction Contract and,as soon as practicable after the.amount is determined, tender payment therefor to City with full explanation of the payment's calculation. If City accepts Surety's tender under this paragraph 4.4, City may still hold Surety liable for future damages then unknown or unliquidated resulting from the Contractor Default.If City disputes the amount of Surety's tender under this paragraph 4,4,City may exercise all remedies available to it at law to enforce Surety's liability under paragraph-6,below. 5. IfSurety does not proceed as provided in paragraph 4,above,then Surety shall be deemed to.be in default on this Bond ten days after receipt of ani additional written notice from City to Surety demanding that Surety perform its obligations under this Bond. At all.times City shall be entitled to enforce any remedy available to City at.law:or under:the Construction Contract.including,without limitation,and by wayofexample only,rights to perforM work, protect work, mitigate damages, advance critical work to, mitigate schedule delay, or coordinate work with other consultants or contractors. 6. Surety's monetary, obligation under this Bond is limited.by the Amount of this Bond identified herein as thePenalSum.This monetary obligation shall augment the Balance of the Contract Sum.Subject to these limits, Surety's obligations under this Bond are commensurate with the obligations of Contractor under the Construction Contract.Surety's obligations shall include,but arenot limited to: 6.1 The responsibilities of Contractor under the Construction Contract for completion of the Construction Contract and con ection ofdefective work; 6.2 The responsibilities of Contractor under the Construction Contract to pay liquidated damages, and for damages for which no liquidated damages are specified in the Construction Contract, actual damages caused by non-performance of the Construction Contract including, but not limited to, all valid and proper backcharges,offsets,payments,indemnities,orother damages; 6.3. Additional legal,design professional and delay costs resulting from Contractor Default or resulting from the actions or failure to act ofthe Surety under paragraph4,above(but excluding attorney's fees.incurred. to enforce this Bond). City ofCupertino 006.10-2 Construction PerformanceBond Project No.201516 7. No right ofaction shall accrue:on this Bond to any person or entity other than City or its successors orassigns.- 8. Surety hereby waives notice of any change, alteration or addition to the.Construction Contract or to related subcontracts,purchase orders and other obligations,including changes of time.Surety consents to all terms of the Construction Contract, including provisions on changes to the Contract.No extension of time, change, alteration, modification,deletion, or addition to the Contract Documents,or of the work required thereunder, shall release or exonerate Surety,on thisBond or in any way affect the obligations ofSurety on thisBond. 9. Any proceeding, legal or equitable,under this Bond shall be instituted in any court of competent jurisdiction where a proceeding is pending between City and Contractor regarding the Construction Contract, or in the courts ofthe County ofSanta Clara,or in a court ofcompetent jurisdiction in the location in which the work-is located.Communications from City to Surety under paragraph 3.1 of this Bond shah be deemed to include the necessary contracts under paragraph 3.2 ofthis Bond unless expressly stated otherwise. A., All notices to Surety or Contractor shall be mailed or delivered(at the-address set forth on the signature page of this Bond), and all notices to City shall be mailed or delivered'as provided in Document 00520 (Contract). Actual.receipt ofnotic:a:by Surety,City or Contractor,howevec:accomplished,shall be sufficient compliance as ofthe date received atthe foregoing addresses. 11. Any provision in-this Bond conflicting with any statutory or regulatory requirement shall be-deemed deleted herefrom and provisions conforming to such.statutory requirement shall be deemed incorporated herein. . 12. Definitions. 12.1 Balance ofthe Conhact-Sum:The total amount payable by City to Contractor pursuant-to the terms ofthe Consiruction_Contract after all proper ad}ustments have been made under the Construction Contract, for example,deductions for progress payments made,and increases/decreases for approved modifications to the Construction Contract. 12.2 Construction Contract:The contract between City and Contractor identified on the signature page of this Bond,including all ContractDocuments and changes thereto. 12.3 Contractor Default: Material failure of Contractor, which has neither been remedied nor waived,.to perforin or otherwise to comply with the terms ofthe Construction Contract including,but not limited to, default" or any other condition allowing a termination for cause as provided in Document 00700 General Conditions). 12.4 City Default:Material failure of City, which-has neither been remedied nor waived,to pay Contractor progress payments due under the Construction Contract or to perform other material terms of the Construction.Contract,if such failure is the cause ofthe asserted Contractor Default and is sufficient to justify Contractor termination of the Construction Contract. END OF DOCUMENT City ofCupertino 00610--3 Construction Performance Bond Fiber Network Expansion for Signal Interconnect Project CALIFORNIA ALL-PURPOSE:ACKNOWLEDGMENT CIVIL CODE§ 1189 31A.r r^ A notary public or other officer. completing this certrficate verifies only the identity.,of the ind1Adual;Who sign.0 the_ document towhich this certificate is kachetl,and.not the truthfulness,'accuracy;or:valid ty of that document,; State Of`C;alifornia Santa ClaraCount, of . Ori''..' July 27;2015 before me; Kristi Wilson; Notary=Public Date:Here linsert Name and,Title of the Officer PersonaI1 a eared Vincent M.'ScolariYP.p gNames}of Si ner(s} i who proved to' me on the basis f satisfactory :evidence to be the persons) whose names) is/are subscribed_#o the within instrument and acknowledged to me that he/she/they executed the same.in his/her/their authorized;capacityCies),and•that by his//'- /their s,gnature(s)on the:nstrument the person(s), . or the,entity upon;behalf of n hi' ..e_person{s)acted, executed.the instrument. certify under PENALTY.OF,PERJURY Under the LawsoftheStateofCaliforniathattheforegoing;paragraph is true.and•correctKRISTIWOOf1hand and`official seal:Comm, 2Q 54 WITNE88 mY L. . Wov pubIIt 41111fotni"e J VnZSntatiaracounty Comm._ ices Jin 12,2019 Signature4 lvt gr?kbrb ofNotary Public Place Notary Seal Above Though this erection is optional,'comthis-information can deter alteration of fhe document or, . fraudulen#'reaifachinent.of this focm_.#o an unintended document Description of Attached Document Title;or Type of Document:., Document,Date: . Number=of Pages:' Siggpr(s).Other Than:Named Above: Capacty(es)Claimed by$gner(s) Signer s Name. Signer' Name D'Corporate Officer Title(s): 0 Corporate Officer Q Partner 0iimited. D General El Partner — Limited General Indirridual . Attorney 41 Fact Individual Q Attorney-in Fact O Trustee Guardian or Con ervator 0 Trustee- -Gu`ardian or Conservator: El Ott er: p Other; Signer-Is'Representing: igner,fs Representing; 2414 National Notary Association•www NationalNotary org 1 800 US:;NOTARY(1-800 8,76 6827) Item#.5907 a THE GUARANTEE COMPANY OF:NORTH AMERICA USA Southtielel,Michigan: POWER OF ATTORNEY : KNOW ALL BY.THESE PRESENTS:.That THE GUARANTEE COMPANY OF NORTH AMERICA.USA,.a corporation organized and existing under thelaws-of tha State.of Michigan,having Its:principal office in Southfield,_Michigan,does herebyconstitute and appoint Vincent M.S'colari,Patricia K.Simirich:-Felicia R Gardner, Wendy R Pastora,David.J Bachan.F R Hudson,SII, Deborah L. Tablak Charles M. Griswold, Yesenia Rivera' 1ticSherry&Hudson: its:true.and lawful.attorney(s}in-fact to execute, seal:anis deliver for and on its.behalf as surety, any and:ail bonds and undertakings, contracts ofindemnityandotherwntingsobligatory'in the nature_thereof,which are or may be_allowed,required or permitted.by law,statute,rule,regulation,contract or otherwise'.. The-execution of-such-instruments)m-.pursuahce of these presents,shall be'as binding uoon THE GUARANTEE:COMPANY.OF NORTH AMERICA .:.USA;as fully and amply,to all intents"and purposes; as if the same had been duly executed and acknowledged:by its regularly.elected officers at the principal office. The Power.of Attorney is executed andmaybe certified so,and may.be revoked,pursuant to and by authority ofArticle IX,:Sectiion 9.03 of the By,Laws . adopted Board of.Directors of THE GUARANTEE COMPANY.OF NORTH AMERICA_USA at a meeting held_on.the:31 day of December,2 .... .The President,o.r anylicepresident,acting with anySecretary orAssistant'Secretary,shall have power and,authority. 1., - To appoint Attorneys}in fact,,and to authorize them to execute on.behaif ofthe Company,and attach the Seal of the Companythereto,bondsandundertakings,contractsoUindemnityand other writings obligatory in,the nature..thereof; 2. To:revoke,at any time,:any..,Such Attorney-in-fact,and revoke the authority given,eept at provided-below. :: 3. ln connection With-obligationt'in favor ofthe.Florida Department of Transportation-only,i is agreed that.fhe power,and authorityhere6y giventotheAttomey:ih-Fact includes any'and,all consents for the release;of;retained percentages and/or final estimates on engirkeering andconstructioncontractsrequiredbytheState-of:Florida Department of Transportation. At is-fully:understood that consenting:to the State of Flonda:.Department of Transportation.making payment ofthe-final to the Contractor and/or its assignee,-shall not relieve this.surety-- companyofanyof its obligations:underits bond :- 4. In connection with,obligat ons in favor of the Kentucky.Department of Highways only,.it is:agreed that the power and authority hereby:given: o .:. theAttorney=in-Fact cannot b@ modified or,revoked unless priocwntten:pe.rsonal,notice.of such intent has been given to the Commissioner—Department ofHighways of the Commonuiealth of Kentucky at least thirty,(30)days prior to the.modification or revocation Further,this.Power of Attorney is'signed:and sealed by facsimile pursuant to resolution-of the Board of Directors of the.Company adopted at a-meeting .duly egged and held on the 6th day of December 2011,of Which the:following is a true excerpt:::: RESOLVED that the signature of any authorized officer.and the seal of the.Company may be affixed byfacsimile to any Power of Attorney or certifica,tionthereofauthorizing:the.ekecution and.delive y:of-any bond,undertaking,.contracts of indemnity and other writings obligatory in the.nature thereof,and such signature and seal when so used shall havethesameforceandeffectasthoughmanuallyaffixed. IN WITNESS WHEREOF,THE GUARANTEE COMPANY OF NORTH AMERICA USA.has caused this instrument to be signed-and it:s corporate seal to be affixed by its;authorized officer,this 23rd dayof February,3012. ... THE GUARANTEECOMPANYOF NORTH AMERICA USA " " .. KHAN ..' STATE OF MICHIGAN Stephen C.Ruschak,Vlce President Randall lusselman,_Seq tary County of Oakland On this 23rd day of February,-2012 before me.came-the'individuals who executed the preceding instrument,:to rile personally known,and being by me duly swom,said that each is the herein dewibed.aiid:authorized officer of The:Guarantee.Company of North America USA;that1he seal affixed to said : ;instrument is the.Corpos ate Seal of said Company;that the.Corporate beat and each signature wets duly affixed'by order-ofthe Board of"Directors'of Cynthia:A.Takai, ,, _. IN:WITNESS WHEREOF;-I have hereunto set my hand at The Guarantee ..:.::: --. Notary Public,State ofMichigan Corripanyof North America USA offices the:day and year above written. Colandountyof:.ak My Commission Expires February 2"7,2018 Acdhg'in Oakland County s I,Randall Musselman,Secretary of THE GUARANTEE COMPANY OF NORTH AMERICA USA,do hereby certify that the ebove and.foregang is aarue and correct copy of a Power of Attorney executed THE GUARANTEE COMPANY.OF NORTH AMERICA:USA,which is still infull force and effect. IN WITNESS WHEREOF,.I.have thereunto set my hand-and attached the seal ofsaid Company'this:27-th day of July 20115: F 40O-C Randall Mussel'man,Secretary :. is =. CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT-: CIVIL CODE 1.189 A notary public,or other officer:completing this certificate:verifies only the identity:of:the individual who:signed the document-to which-this certificate is attached,and not the'truthfulness;accuracy,orvalidity-of that document: State of California County of : before me,:::Akzf Up. Date Here ln"sert Name and:Title of the Officer..:. personally appeared'..' : Name(s).of:Signer(s) who proved to me on the basis of satisfactory evidence to.be'- the persons) whose name(s) is/are. subscribed to the'withih: instrument acid acknowledged to me:that he/she/they executed the same in::--::-- his/her/their authorized ca acit ies and that b his/her/their si natures on the instrument the erson s,P Y( ) Y 9 O.. P O or the entity:upon behalf of which:the person(s) acted;:executed the instrument. LW "ER I certify under.PENALTY OF PERJURY under the laws:::: of the California-that the foregoing paragraph-Cam I2111018 NOgry Pabik•4000111is-true and correct. .. 5"Cleft COW.. WITNESS my-hand and official seal.Cow Expil"Nb 10 2019 Signature Signatur&of Notary.Public Place Notary Seal Above. OPTIONAL Thoughthis section is.optional; completing this information.can.deter alteration of.the.document or. . fraudulent reattachment.of this form to an unintended document..::. Description of Attached Document Title or Type:of:Docu ent: Document: Date: Number of Pages: Signer(s) Other Than Named2 Above;: Capacity(ies).Claimed r Signers) . . lgner's Name: Signer's Name: Corporate-Officer- —-Title(s): n Corporate Officer Title(s): . Partner — Limited_ : :E]General ::::: Partner:.= Limited :General Individual Attorney in Fact Individual Attorney'in Fact Trustee Guardian or Conservator Trustee Guardian or Conservator Other: Other: .. .. Signer Is Representing:::: Signer Is Re resentingPg9Pg 20:14 National Notary Association •www.Nationa[Nbtary.org • 1-800-US NOTARY(1-800=876:68:27) Item #5907. Bond No.: 12119971 Premium: Included in Performance: Bond Project No.2015.16 DOCUMENT 00620 CONSTRUCTION LABOR AND MATERIAL PAYMENT BOND THIS CONSTRUCTION LABOR AND MATERIAL.PAYMENT BOND("Bond")is dated July 27,2015.. -is in the- Penal sum Ninety One Thousand Nine Hundred Sixty Seven and Fifty Cents($91,967.50)--------------- one hundred percent of the Contract Price], and is entered into by and between the parties listed below to ensure the payment ofclaimants under the Construction Contract listed Below.This_ :Bond consists of this page and the Bond Terms and Conditions, paragraphs 1 through 14, attached to -this page. Any singular reference to Daleo, Inc. Contractor"), The Guarantee Company of North America USA Surety"),t4e City of Cupertino;'a Municipal Corporation_ of the Stake'of California("City")or other party shall be considered plural whereapplicable. CONTRACTOR: SURETY:: .. Daleo, Inc. The Guarantee Company.ofNorth America USA Name Name 7190.Forest Street 1 Towne Square, Suite 1470 Address Principal Place of Business Gilroy, CA 95020 Southfield, M148076 City/State/Zip City/State/Zip CONSTRUCTION.CONTRACT: FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT PROJECT NUMBER 2015-16 at Cupertino,California. DATED July 23 2015 in the Amount of$ 91,967.50-==---------------=--- (the`:`Penal Slim") CONTRACTOR ASP QIPALSURETY Company:eai Daleo, Inc: Company: (Corp.Seal a Guarantee Company of North America USA Signature: Signature: Vincent M..Scolari,Attorney-In-FactNameand 'le: Name.and Title: Y- o F BOND TERMS AND-CONDITIONS 1. Contractor and Surety,jointly and severally,bind themselves,their heirs,executors,administrators, successors and assigns to City and to Claimants, to pay forlabor, materialsandand equipment furnished for use in the performance ofthe Construction Contract,which is incorporated herein by reference. 2, With-respect to City,this obligation shall be null and void-ifContractor: 2.1 Promptly makes payment,directlyor indirectly;for all sums due Claimants;and 2.2 Defends,indemnifies and holds harmless City from all claims,demands,liens or suits by any person or entity who furnished labor;materials of equipslent_for use in the performance of the Construction. Contact,.provided City has promptly notified Contractor and Surety(at the address set forth on the signature page of this Bond) of any claims, demands;liens or suits and tendered defense of such claims,demands,liens or suits to Contractor and Surety,and-provided there is no City Default. City of-Cupertino 00620.•4 Construction Labor.and Material.Payment Bond Fiber Network Expansion for Signal Interconnect Project f Project No.2015-16 3. With respect to Claimants,this obligation shall.be null and void ifContractor promptly makes payment,directly or_indirectly through its Subcontractors, for all sums due Claimants. If Contractor or its: Subcontractors, however, fail.to pay any-ofthe persons named in Section 3181 of the California Civil Code,or amounts due under the Unemployment Insurance-Code with respect to Work or labor performed under the Contract,or for any amounts required-to be deducted, withheld,and paid;over to the Employment Development Department from:the wages ofemployees of Contractor or Subcontractors pursuant to Section 13020 ofthe Unemployment Insurance Code;with respectto such Work and labor,then Surety shall pay for the same,and also,in case suit is-brought upon this Bond;a reasonable attorney's fee,to be fixed bythe court. 4.- Consistentwith the California Mechanic's Lien Law,Civil Code§3082,et seg.,Surety,shall have no obligation= to Claimants under this Bond unless the Claimant has satisfied all applicable notice requirements. 5. Surety's.total obligation shall not exceed the amount of this Bond,and the amount ofthis Bond shall becredited for any payments made in good faith by Surety under this Bond.: 6. Amounts due Contractor under the Construction Contract shall be applied first to satisfy claims,ifany,under any-Construction Performance Bond and second, to satisfy obligations of Contractor and Surety under this Bond. 7. City shall not be liable for payment of any costs,expenses,or attorney's fees ofany Claimant underthis Bond, and shall have under this Bond no obligations to make payments to,.give notices on behalfof,or:otherwisehave obligations to Claimants-underthis.Bond. 8. Suretyhereby waives notice ofany change,including changesoftime,tothe Construction Contract or to related subcontracts,purchase orders-and other obligations.:Surety further hereby stipulates and agrees that no change, extension of=time, alteration or addition to the terms of the Construction Contract, or to the Work to .be performed thereunder,or materials_ orequipment.to be furnished thereunder or the Specifications accompanying the same,shall in any way affect its obligations:under this Bond,and it:does hereby waive any requirement of notice or any such change,extension oftime,alteration or addition to the terms of the Construction Contract or to the Work or to the Specifications or any other changes: 9.. Suit against Surety onthis Bond may be brought:by any Claimant,or its assigns,at any time after the Claimant has furnished the last-ofthe labor or materials;or both,but,per Civil Code§3249,must be commenced before the expiration of six months after the period in which stop notices may be filed as provided in Civil Code 3184. 10.. All notices to Surety or Contractor shall be mailed:or delivered(at the address set forth on the signature page of this Bond), and all notices to City shall be mailed or delivered as provided in Document 00520(Contract). Actual receipt of notice by.Surety,City orContractor,however accomplished,shall be sufficient compliance as ofthe date received at the foregoing addresses. Ile This Bond has been-furnished to comply with theCalifornia Mechanic's Lien Law including,but not limited to, Civil Code§§3247,3248; er seg.Any provision in this Bond conflicting with said statutory requirements shall be deemed deleted herefrom.and provisions conforming to such statutory or other-legal requirements shall be deemed incorporated herein. The intent is that this Bond shall be construed as a statutory bond and not as a common law bond. 12. Upon request by any person or entity appearing to be a potential beneficiary of this Bond,.Contractor shall promptly furnish a copy of this Bond or shall permit a copy to be made. 13; Contractor shall pay to persons performing laborin and about 'York provided for in the Contract Documents an amount equal to.or more.than.the general prevailing rate of per diem wages for(1.)-work of a similar character in the locality in which the Work is performed and(2)legal holiday and overtime work in said locality.The per dierh wages shall be an amount equal to or more than the stipulated rates contained in a schedule that has been ascertained and determined by:the Director ofthe State Department ofIndustrial Relations and Cityto be the City ofCupertino 00620-2 Construction Labor and Material Payment Bond: ro T pMapansion for Sigrial Interconnect Project 00610-5 Construction Performance Bond Fiber Network Expansion for Signal Interconnect Project J Project No.2015-16 general prevailing rate of per diem wages for each craft or type-of workmanor mechanic needed to execute this Contract.Contractor shall also cause a copy.ofthis determination ofthe prevailing rate ofper diem wages to be posted at each Site. M. Definitions. 14.1 Claimant: An individual or entity having a direct contract with Contractor or with.a Subcontractor of Contractor to furnish.labor, materials or equipment for-use in the performance of the Contract, as further defined 3n California Civil Code 43181. The intent of this Bond shall be to include without limitation in the terms"-labor,materials or equipinefif!that part-ofwater,gas,.power,light,heat,oil, gasoline,.telephone service or rental equipment used in the-Construction Contract, architectural and engineering services. required for performance of the' Work of Contractor.and Contractor.'s Subcontractors,and all other:items for which a stop notice might be asserted.The term Claimant shall also include the UnempIoyinent Developinent Department asreferred to in Civil Code§3248(b). 14.2 Construction Contract:The contract between City and Contractor identified on the signaturepage of thisBond,including all Contract Documents and.changes thereto. 14.3 City Default: Material failure of City, which has neither been remedied not waived,; to pay the Contractor as required by the Construction Contract,provided that failure is the cause ofthe failure of Contractor to pay the'Claimants-and is sufficienttojustify termination ofthe Construction Contract. END OF DOCUMENT CityofCupertino 00620-3 Construction Labor and Material Payment Bond Fiber Network Expansion for Signal Interconnect.Project CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL-CODE§ 1189 r.v-- -.v-^fir^ ''L' ^i^.v-.v-h--, ^..v^v-•n-+r ='^'_" c.[YiEY,c-N"" ..lri-tom"' -`itY^ Cr r.rYs.lr A notary public.or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and.not the truthfulness,accuracy,or validity of that document. State of California County of. Santa Clara - On July 27,2015 before me, Kristi Wilson; Notary Public Date Here Insert Name and Title of the Officer personally appeared Vincent M.Scolari Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose names) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the persons) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct: KRISTI WILSON C©mntlashm#2058954 WITNESS my hand and official seal. Notify Public-California i Santa Clara County N!_Comm.Expires Jain 12 2019. Signature S gnature of Notary Public Place Notary Seal above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document:_ Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies)Claimed by Signer(s) Signer's Name: Signer's Name:- 0 Corporate Officer — Title(s): El Corporate Officer —Title(s): Partner — Limited General Partner — Limited General Individual Attorney in Fact Individual Attorney in Fact Trustee. Guardian or,Conservator Trustee Guardian or Conservator Other: Other: . Signer: Is Representing: Signer Is Representing: 02014 National Notary Association -www.NationalNotary.org -1-800-US NOTARY(1-800-876-6827) Item#5907 THE:GUARANTEE COMPANY OF NORTH AMERICA USA Southfield,Michigan POWER.OF ATTORNEY KNOW ALL BY THESE PRESENTS:`That THE GUARANTEE COMPANY OF:NORTH,'AMERICA USA,'a corporation.::organized,.and existing:under the laws of the State of Michigan,having-itspnncipal office.1n Southfield,Michigan;does,hereby.eonstitute and appoint° VncentH.Scolari,Patricia K.:Simicick,:Felicia R:.Gardner; Wen R.Pastora,David JBachan,'F II,Hudson,III; Deborah L Pahlak,Oharles"M. Griswold;Yesenia Rivera McShery&rHudson its- rue and lawful:etfomey(s)=in=fact,to-execute, seal,and deliver for and on its behalf.as.surety'any and'all bonds an9dundertakin `s,-contracts of indemnity and other-wntings obligatory,n`the nature thereof, vhich'.are or maybe allowed;required or permitted bylaw,statute,rule,regulation,,contract or otherwise.. The--execution of-such instrumentT!ps) ursuance of these-presents_,-shall be as binding upon THE GUARANTEE COMPANY. F NORTH AMERICA, USA as fully'and amply;:to all intents'°and purposes; as iT. same had_been duly executed and acknowled ed b its re ularl elected officers at the pnncipaloffce: ._ T. g. Y g Y:. The Power of Attorney is executed and;may be certified so,,,and may be revoked,pursuant to and byauthority ofArticle IX;Section J9 By-,Laws LL OF NORTH=AMERICA USA at a'meeting,heI1 orf he 3.15t-:dayof.December,2003. -adopted by the Board ofDirectors of THE GUARANTEE COMPANY The President,or ariy Vice.President,acting with any Secretary or AssistantSecrefary;shall have power and authority 1 To.appoint Attorney(s}in fact,,and to authorize;them,to execute on behalfof tf e.Company,.and;attach the::Seal.ofthe Company thereto,bonds and undertakings;contracts of indemnityand other-writings obligatory in the nature-thereof'and 2. To revoke,at anytime,any=such Aitomeyin4act;and revoke the authority given,"except=a"rovide,d below 3., In connection with obligations:in fayorofthe',Fl6dda Department of Transportation oni,y,it is agreed_that`the power and authority hereby given to the Attorney=in Fact includes any and all consents.for the'Ire 6a retained percentages'and/or.final estimates, on,engineering and construction contracts_required'by the:State of Florida°Department of Transportation It is;fully understood.,that consenting,,to the Skate-:of Florida Department of Transportation making payment of the;final`estimate"to'the:Contractor and/,or its:assignee,-shall not relieve this surety companyof.any of its obligations under its:,bond.:' in connection with obligations it favor ofthe,Kentucky Department of Highways only,it is'agreed thatthe power'and authorityherebygiven to th;e,Attomeyin=Fact cannot be,modifed or revoked unless prior written personal notice,of such intent has beeIn_given o the Commissioner Department of,Highways ofthe Commonwealth-of Kentucky at least thirt,00)days;prior:to'the modification,or-revocation., Further,this Power-Attomeyis`sign:ed and sealed by facsimile pursuant':to"resolution"'of.the;Board_'of Directors of the Company,adopted ata meeting duly called and held on the 6th day-of 2011,ofwhich'th"e'followingis'atrue.excerpt: ' RESOLVED.that tfie signature of any authorized:officer and the seal of the,Com an .ma be`affixedb facsimile-p,`'P_ower.ofAttome"orcertificationp; .Y. ,.Y. ... ,..Y.. si'Y ...: Y thereof'authonzing the-executionand delivery,of any bond,,undertaking,;contracts of.indemnity;and,otherwritmgs obligatory m,the nature thereof,and . such signature and seal:when so used shall havethe'same"force!and effect asthough manuallyaffixed. r ' c8 -11j WITNESS WHEREOF,THE GUARANTEE COMPANY OF NORTH AMERICA USA has caused this instrument to be,signed anal its corporate seal to be;afFixedby its,authorized officer,this 23rd day of,Febru_a'ry, THE-.GUARANTEE;COMPANY,,OF NORTH AMERICA.USA- TATE.OF MICHIGAN SCcak,,VcPr® lde . RndalMusmn, ecretary; County of Oakland On this 23rd day-of'Fetiruary,2'012 before me came the individuals who executed the preceding instrument;to,rI personally known,,and being byme duly sworn,said that each,is the Herein described and authorized ofri,cer ofThe Guarantee Company of No[th America USA;that-the seal affixed'to said instr<iment is the Corporate Seal of said;Company,that the Corporate Seal and each signature were duly"a'ffixed„by order of the'Board`of Directors of Cynthia A: Takal INWITNESS-WHEREOF;;I'have h tteunto`set myhand at.The Guarantee llfotary Public,State ofMlcht` Company of North America USA offices he day and year above written, County of Oakland L r My'Commssion Expires February2T,20 8 4a Acting n Oaklanaf County” I,Randall Musselman,:Secretary_-:ofTHE,GUARANTEE!.COMPANYOF NORTH=AMERICA.USA;,do hereby certifyttfatthe above and foregoing is a true.-and oorrect copyof a Power of Attomey`executed by THE GUARANTEE:COMPANY OF NORTH AMERICA USA,which is"still in full force and effect: IN WITNESSWHEREQF,I havethereuntoset my hand,and aftached.theseal ofsaid Company`this 27th day of JUIy, 201 Ob .:Randall MusSelman,Secretary CALIFORNI ALL-PURPOSE_ACICNOWLEDGIVIENT . CIVIL'CODE§ 1189 A nota ublic or other officer com le.n this certificate verifies only the identityof the individual who si ned thenotaryP. R g Y g document to'which this certificate:is:attached,and not thetruthfulness,accuracy,orvalidity of that document:: State-of Califo nia - - T w. ount of.. . r On : . r ::: : before-me;:: : : 16r4 Date r, Here Insert Name and Title of the Officer personally -appeared-DA Name(s) of Signer(s) who.. rove ::to- me .on. the basis of satisfactory evidence .to .be the,Oerson s. whose names is/are subscribed to the.within instrument and.acknowledged to:me-that- he/she/they executed the same in::: his/her/their authorized ca acit ies,-and that b his/her/their signature(s) on the instrument the person(s)','': or the entity.upon behalf of which.the person(s) acted.,executed the iri-strum'ent. certify'under-PENALTY OF PERJURY:under the laws .:.. .. of the St to of Calia .--.-. fornia that the::foregoing paragraph:::::: LINALLER is true and correct. conwnhllai•2111$16 : Pnl1 -.CIitoiM > . WITNESS my.. ..nd and:official_seal... - -- - g: 00 Chia COuMy CoMM EWN MAY 16.2019 Signature L.. Signature-of NotaryPubic:: Place-Notary Seal Above OPTIONAL Though:this section is optional,: completing this information can deter:alteration of the document or fraudulent reattachment-of this form to an unintended document.,:, Description of Attacfied:Document : a Title or Type-:of:Document: . Document-Date: Number of- Pages:. . Sigrrer(s) Other. Than Named Above: Capacity(lies) Clairned:b .Siigner(s Signers Name: :: 1t L . Signers Name: raCoroteOfficerp Title(s):== Corporate Officer - Title(s): Partner. .—. Limited:-0 General Partner .:0 Limited General Individual q Attorney in Fact .. ... ... Individual :. Attorney:in Fact Trustee'_ Guardian or Conservator El Trustee El:Guardian or Conservator Other:_ Other: Signer-Is Representing: : Signer Is.Representing: 02014 National Notary-Association-::www.NationalNotarybeg -1-800-US-NOTARY'(1=800-876-6827) -Item#5907 Project No.2015-16 DOCUMENT 00630 GUARANTY TO THE CITY OF CUPERTINO,a Municipal Corporation of the State of California("City"),for construction of FIBER NETWORK EXPANSION FOR SIGNAL INTERCONNECT PROJECT PROJECT NUMBER 2015-16 CUPERTINO,CALIFORNIA The undersigned guarantees all construction performed on this Project and also guarantees all material and equipment incorporated therein. Contractor hereby grants to City for a period of one year following the date of Final Acceptance, or such longer period specifled in the Contract Documents,its unconditional warranty of the quality and adequacy of all of the Work including, without limitation, all labor, materials and equipment provided by Contractor and its Subcontractors of all tiers in connection with the Work. Neither final payment nor use or occupancy of the Work performed by the Contractor shall constitute an acceptance of Work not done in accordance with this Guaranty or relieve Contractor of liability in respect to any express warranties or responsibilities for faulty materials or workmanship. Contractor shall remedy any defects in the Work and pay for any damage resulting therefrom, which shall appear within one year, or longer if specified, from the date of Final Acceptance. If within one year after the date of Final Acceptance, or such longer period of time as may be prescribed by laws or regulations, or by the terms of Contract Documents, any Work is found to be defective, Contractor shall promptly, without cost to City and in accordance with City's written instructions, correct such defective Work. Contractor shall remove any defective Work rejected by City and replace it with Work that is not defective, and satisfactorily correct or remove and replace any damage to other Work or the work of others resulting therefrom.If Contractor fails to promptly comply with the terms of such instructions,or in an emergency where delay would cause serious risk of loss or damage, City may have the defective Work corrected or the rejected Work removed and replaced. Contractor shall pay for all claims, costs, losses and damages caused by or resulting from such removal and replacement. Where Contractor fails to correct defective Work, or defects are discovered outside the correction period, City shall have all rights and remedies granted by law. Inspection of the Work shall not relieve Contractor of any of its obligations under the Contract Documents.Even though equipment,materials,or Work required to be provided under the Contract Documents have been inspected,accepted,and estimated for payment, Contractor.shall, at its own expense, replace or repair any such equipment, material, or Work found to be defective or otherwise not to comply with the requirements of the Contract Documents up to the end of the guaranty period. All abbreviations and-definitions of terms used in this Agreement shall have the meanings set forth in the Contract Documents,including,without means of limitation,Section 00700(General Conditions). The foregoing Guaranty is in addition to any other warranties of Contractor contained in the Contract Documents, and not in lieu of,any and all other liability imposed on Contractor under the Contract Documents and at law with respect to Contractor's duties, obligations, and performance under the Contract Documents. In the event of any conflict or inconsistency between the terms of this Guaranty and any warranty or obligation of the Contractor under the Contract Docume s la such inconsistency or conflict shall be resolved in favor of the higher level of obligation of the Contra( r t C- Contra•tor's e address City/State/Zip Date END OF DOCUMENT City of Cupertino 00630-1 Guaranty Fiber Network Expansion for Signal Interconnect Project a - CiY.Y.:oF Project No.24IS-16 CUpLRTiNfJ CERTIFICATE OF INSURANCE TO THE CITY OF CUPERTINO This certifies to the City ofCupertino that the following described.policies have been issued tothe insured namedbelow and are in force at this time. Insured: Daleo Inc. Address: 7190 Forest5treet G61MV CA-95020 Description ofoperations/locationslproducts insured(show contractname and/ornumber,ifany): Fiver Network Expansion For Signal Interconnect Project WORKER'S COWENSATION *StatutoryMin. Employer's Commerce & Industry Ins. Co Liability name ofinsurer) 1,000,000 1,000,000 $ 13000,000 Insurance Companyls State License No.. CheekPolicy Type: Each Occurrence 1,000,000 COMPREHENSIVE GENERAL LIABILITY'' x) Prernisod0perations General Aggregate 2,000,000 if applicable) Owners&Contractors Protective Aggregate 2,000,000 j ]Contractual for Specific Contract Personal Wury Products Liability yJ XCU Hazards Broad Form P.D. Fire Damage(anyone fire) $ 50,000 Severability ofInterest Clause Personal Injtuywith Medical Expense 10,000 Employes Exclusion Removed any oneperson) or Self-insured COMMERCIAL GENERAL LIABILITY Retention Ironshore Specialty Insurance Company name of insurer) pol-toyNo,AGS0029002 Expiration Dato 07/31/15 City ofCupertino 00530.4 Insurance Forms Fiber Network Expansion for Signal Interconnect Project Project No.2015-16 AUTOMOTIVENEHICLELIABILITY BODILY INJURY PRCPERTYDAII AUE Conunercial Form Each Person Each Accident Liability Coverage HDI Gerling American Ins. Co. Each Accident name ofinsurer) or Combined SingleLimit $,-1.000.000 Policy No.GA20X000057 Expiration Date 07/31/J 5 BUILDER'S RISK 14ALL RCSIV This is to certify that the following policy has been issued by the belnt---Acated companyin conformance with the requirements of the project document,-Lisa is in force at this'time. Name ofinsurer) PolicyNo. Expiration Date Limits efLiability., Deductible: A copy ofall Endorsements io the pollcy(ies)which in any way agent's initial) limit the above,4isted types ofcoverage are attached to this Certificate ofInsurance, This Certificate of Insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein, Notwithstanding any requirement, term, or condition ofany contract or any other document with respect to which this Certificate of Insurance may be issued or may pertain, the insurance afforded by Ithe policies described herein is subject to all the terms,exclusions and conditions ofsuch policies. IT IS HEREBY CERTIFIED that the above policy(ies)provide liability insurance as required by the Agreement between the City and the insured. By: Dated; July 29 24. 5 . Attach Certificate of insurance and Additional Insured Endorsement on company forms. City ofCupertino 00530-5 Insurance Forms Fiber Network Expansion for Signal Interconnect Project T ® DATE(MM/DDNYYY)4 CERTIFICATE OF LIABILITY INSURANCE 07/29/2015 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 LIC #0056172 1-888-845-2248 CONTACT NAME: McSherry & Hudson PHONE WC,IC No.o Ext): AIC No408-550-2130 F' 408-550-2119 160 West Santa Clara Street E-MAIL ADDRESS: Suite 715 San Jose, CA 95113 INSURER(S)AFFORDING COVERAGE NAIC# INSURERA: IRONSHORE SPECIALTY INS CO 25445 INSURED INSURER B: HDI GERLING AMER INS CO 41343 Daleo, Inc.INSURER C: TRAVELERS EXCESS & SURPLUS LINES CO 29696 7190 Forest Street INSURER D: COMMERCE & INDUSTRY INS CO 19410 INSURER E: LIBERTY MUT FIRE INS CO 23035 Gilroy, CA 95020 INSURER F: COVERAGES CERTIFICATE NUMBER: 44664038 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 EFF POLICY EXP LIMITSLTRIRWVPOLICYNUMBERMM/DD MM/DD/YYYY A GENERAL LIABILITY X X AGS0029002 07/31/14 07/31/15 EACH OCCURRENCE $1,000,000 DAMAGETO RENTEDXCOMMERCIALGENERALLIABILITYPREMISESEaoccurrence $50,000 CLAIMS-MADE F_x1 OCCUR MED EXP(Any one person) $10,00- PERSONAL&ADV 0,000PERSONALBADVINJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $2,000,000 POLICY X PRO- LOCJECT B AUTOMOBILE LIABILITY X X GA20X000057 07/31/1 07/31/15 COMBINED SINGLE LIMITEaaccident 1,000,000 X ANYAUTO BODILY INJURY(Per person) $ ALL OWNEDSCHEDULED BODILY INJURY(Per accident) $AUTOS AUTOS X HIRED AUTOS X NON-OWNED PROPERTY DAMAGE AUTOS Per accident C X UMBRELLA LIAB X OCCUR ZUP-91M1172A-14-NF 07/31/1 07/31/15 EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE 5,000,000 DED RETENTION$ D WORKERS COMPENSATION X WC015656057 10/01/1 07/31/15 X TORY LAMTS OT AND EMPLOYERS'LIABILITY ER ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N E.L.EACHACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? N/A Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 Ifyes,describe under 11000,000DESCRIPTIONOFOPERATIONSbelowE.L.DISEASE-POLICY LIMIT $ E Scheduled Equipment YM2Z91462883024 07/31/1 07/31/15 Limit 1,861,007 E Installation Floater YM2Z91462883024 07/31/1 07/31/15 Limit 250,000 E Leased/Rented Equipment YM2Z91462883024 07/31/1 07/31/15 Limit 100,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) RE: Fiver Network Expansion for Signal Inerconnect Project 2015-16. Additional Insured: City of Cupertino CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Cupertino THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Public Works Department ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Toree Ave. AUTHORIZED REPRESENTATIVE Cupertino, CA 95014 USA 62 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD wendy15178 44664038 POLICY NUMBER:: GA20X000057 00 00 CA COMMERCIAL.AUTO NI CA A.I 20.03 (05 1.4).(Blkt) HDI-GERLING AMERICA INSURANCE COMPANY . THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM This endorsement changes the policy effective on the ince tion date of the pblicV unless another date is indicated below. Endorsement effective 07/31/14 Named Insured Countersigned by Daleo, Inc. Authorized.Representative) WHO IS AN INSURED (under Section II—Liability Coverage,A.1) is amended to include as an "insured"the person or organization shown in the Schedulewit h respect to the operation, maintenance, or use of a covered"auto" you own if: 1) You are obligated to add that person or organization, as an additional insured to this policy by: a. an expressed provision of an `°insured contract", or written agreement; or b. an expressed condition of a written permit issued to you by a governmental or public authority;and 2) The"bodily injury" or"property damage" is caused by an"accident"which takes place after. a. You executed the"insured contract' or written agreement; or b. The permit has been issued to you. SCHEDULE Name Address Blanket as required by an expressed provision of an"insured contract",or written agreement;or an expressed condition of a written permit issued to you by a governmental or public authority and effective during the policy period as stated on the policy declarations. NI CA Al 2003 (05 14).(Blkt) Page 1 of 1` POLICY NUMBER: GA20X000057 00 00 CA COMMERCIAL AUTO CA,04 44 1!0 13.(AutoWaiver) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: AUTO DEALERS.COVERAGE FORM BUSINESS AUTO COVERAGE FORM. MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Dalen, Inc. Endorsement Effective Date: 07/31/14 SCHEDULE Names) Of Person(s) Or Ordanizatioh(s): Any additional insured under SECTION 11—COVERED AUTOS LIABILITY COVERAGE,A.Coverage, 1.Who is An Insured,c. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the Person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident"or the "loss" under a contract with that person or organization. CA 04 4410 13 (AutoWaiver) Q Insurance Services Office, Inc., 2011 Page 1 of 1 POLICY NUMBER:AGS0029002 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 Persons) Or Or ahization s : Location And Description Of Completed Operations Additional Insureds shown in a written contract, or The'insurance afforded by this policy-"for the benefit of written agreement that includes primary and the additional insured does not.apply to non.-contributory wording where required. property damage'to any building, structure or appurtenant structure intended to be occupied as The inclusion of one or more Insured under the terms of a`private residence'. The term"private residence" this endorsement does not increase our limits of Includes single family homes or residences, liability. multi-family homes or residences. Apartments are not considered "private residences All other terms and conditions remain unchanged. 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 include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by"your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the products-completed operations hazard". CG 20 37 07 0'4 Q ISO Properties, Inc.,.2004 Page 1 of 1 POLICY NUMBER:AGS0029002 COMMERCIAL GENERAL LIABILITY 0,G'20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY., PLEASE READ IT CAREFULLY. ADDITIONAL INSURED . OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location s. Of Covered Operations Additional Insureds shown in a written contract,or written Any location. agreement that includes primary and non=contributory wording. The inclusion of one or more Insured under the terms of this endorsement does not increase our Limits of liability. All other terms and conditions remain unchanged. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. SECTION II —WHO IS AN INSURED is amended B. With respect to the insurance afforded to these to include as an additional insured the person(s)or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for "bodily injury", "property This insurance does nota I to "bodily injury" ordamageorpersonalandadvertisinginjuryapplyy property damage occurring after:caused, in whole or in part, by:1. All work, including materials, parts or 1. 'Your acts or omissions; or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf maintenance or repairs) to be performed by or in the performance of your ongoing operations.for on behalf of the additional insured(s) at the the additional 'insured(s) at the location(s) location of the covered operations has been designated above. completed; or 2. That portion. of "your work" out of which the injury or damage arises has been put to Its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 1,0 07 04 0 ISO Properties, Inc., 2004 Page 1 of 1 POLICY NUMBER:AGS0029:002 COMM ERCIAL.GEN LIABILITY CG 25 03 03 97 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Projects: Where as Required 'by Written Contract If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. For all sums which the insured becomes legally 3. Any payments made.under COVERAGE A for obligated to pay as damages caused by damages or under COVERAGE C for medical occurrences" under COVERAGE A (SECTION expenses shall reduce the Designated 1), and for all medical expenses caused by Construction Project General Aggregate Limit accidents under COVERAGE C (SECTION 1), for that designated construction project. Such which can be attributed only to ongoing payments shall not reduce the General operations at a single designated construction Aggregate Limit shown in the Declarations project shown in the Schedule above: nor shall. they reduce any other Designated 1. A separate Designated Construction_ Project Construction Project General Aggregate Limit General Aggregate Limit applies to each for any other designated construction project designated construction project, and that limit shown in the Schedule above. is equal to the amount of the General 4. The limits shown in the Declarations for Each Aggregate Limit shown in the Declarations. Occurrence,, Fire Damage and Medical 2. The Designated Construction Project General Expense continue to apply. However, instead Aggregate Limit is the most we will pay for the of being subject to the General Aggregate sum of all damages under COVERAGE A, Limit shown in the Declarations, such limits except damages because of"bodily injury" or will _be subject to the applicable Designated property damage" included in the Construction Project General Aggregate Limit. products-completed operations hazard",. and B. For all sums which the insured becomes legally for medical expenses under COVERAGE C obligated to pay as damages caused by regardless-of the number of: occurrences" under COVERAGE A (SECTION a. Insureds; I), and for all medical expenses caused by accidents under .COVERAGE C (SECTION 1), b. Claims made or"suits" brought; or which cannot be attributed only to ongoing c. Persons or organizations making claims or operations at a single designated construction bringing "suits". project shown in the Schedule above: 1. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products-Completed Operations Aggregate Limit,whichever is applicable;and 2. Such payments shall not reduce any Designated Construction Project General Aggregate Limit. CG 25 03 03 97 Copyright, Insurance Services Office, Inc., 1996 Page 1 of 2 p 0 C. When coverage for liability arising out of the E. The provisions of Limits Of Insurance (SECTION products-completed operations hazard" is III) not otherwise modified by this endorsement provided, any payments for damages because of shall continue to apply as stipulated. bodily injury" or "property damage" included in the "products-completed operations hazard" will reduce the Products-Completed Operations Aggregate Limit., and not reduce the General Aggregate Limit nor the Designated Construction Project General Aggregate Limit. D. If the applicable designated construction project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same construction project. Page 2 of 2 Copyright, Insurance Services Office, Inc., 1996 CG 25 03 03 97 POLICY NUMBER:AG80029002:. . COMMERCIAL GENERAL LIABILITY CG 2404 05 09.. ... .. .. : ....... THIS'ENDORSEMENT'CHANGES THE POLICY. PLEASE READ-IT-CAREFULLY. . . ...... . WAIV:ER:OF TRANSFER OF RIGHTS OF RECOVERY AGAINST-OTHERS O U.S....:. .. : . This endorsement modifies-insurance provided:under the following:.. COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODU:CTSICOMPLETED:OPERATIONS LIABILITY.COVERAGE:PART ::. SCHEDULE. . ......: Name Of Persoh-Or Organization .. . . .. .. Wliereas Required by Written-C'otltract.... 1=nformation.required kr complete-the Schedule, if not shown above;will be-shown in the Declarations, - The-following is added to Paragraph 8.Transfer .: Of Right_s Of Recovery:Against Others To:Us'of. Section IV—::Conditions: We waive any right of recovery we:may-have--- against the person-or.organization shown in the 86hedule above because of.payments we makefor injury or damage arising out of your'ongoing operations:or:"your work"done dhd&a contract with that person or:organization and included'in:the products-completed-aperations hazard".:This'- waiver applies-onlyto'the person or.argani2ation shown-in theSchedule above CG-24-04 0509 --::::: O.Insurance Services-Office,-Inc-.,- 2008. . . .. : ..: :::Page-1-of,1. 0.. ::: .. . . BLANKET W NEkO' F' U' 'R RIGHT TOtCOVtk'FRGMI..._OTHERS: ENDORSEMENTORSEMENT This 7endorsement changes the p6liPyto-Whibhitis attached off6ctiVe onthe receptionn dbteof the policy. - Unless a different date-is indicated b6l' rhe following-"arhchinq clause" need be completed only when this endorsement 1,sissued subsequent.-to preparation. of the,policIY) This:.endorsement, e forms 6 pairt,of Policy NO.,OffebtiV** 112:01 AM 10/01/2014 WC-615656657 Issued to Dqi&o,Inc. By Qo,mniewe and lftdgstry In!ju din' c'p Corri'pany We have a right-to rbcov'eir our payments from anyone liable for an injury covered by this pol,icy. We will not enforce our right against any .person:or organization,with whom you have a written contract thatt requ Iires you to obtain this agreement from us, as regards any work.you perform for such person or organization. The additional premium for this phdbrseroent shall be. 2.0 % of the total estimated w6tkers b6fti eft8ation premium for this polity. WC,04 QP 61 Countersigned by- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Ed. 11100) Authorized Representative P SUPPLEMENT TO CERTIFICATE OF INSURANCE DATE 07/29/2o1s NAME OF INSURED: Daleo, Inc. Additional Description ofOperations/Remarks from Page 1: Additional Information: Includes: General Liability: Additional Insured and Primary Wording per attached forms CG20370704 & CG20100704. Per Project Aggregate per attached form CG25030397. Waiver of Subrogation per attached form CG24040509. Auto Liability: Additional Insured per attached form NICAAI2003(05 14) (Blkt) . Waiver of Subrogation per attached form CA04441013. Workers Compensation: Waiver of Subrogation per attached form WC 040361 (Ed. 11/90) . SUPP(05104)