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15-141 IMPEC Group, Inc., Project Number 2015-23, 2015 Janitorial ServicesSECOND AMENDMENT TO AGREEMENT 2015-23 BETWEEN THE CITY OF CUPERTINO AND IMPEC GROUP INC. FOR 2015 JANITORIAL SERVICES This Second Amendment to Agreement 2015-23 between the City of Cupertino and IMPEC Group, Inc., for reference dated 5/20/2020, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and IMPEC Group, Inc., a Corporation, etc (“Consultant”) whose address is 3350 Scott Blvd. Bldg 8, Santa Clara, CA 95054, and is made with reference to the following: RECITALS: A. On 6/16/2015, an agreement was entered into by and between City and Consultant (hereinafter "Agreement") for routine janitorial services for various City facilities. The agreement will expire on 6/30/2020. B. On 1/24/2017, City and Consultant agreed to the First Amendment for compensation increases to coincide with minimum wage and San Francisco Consumer Price Index increases. C. The Agreement and the First Amendment are collectively referred to as the “Agreement” unless otherwise indicated. D. City and Consultant desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Article 3, subsection 3.1, of the Contract, “Contract Time” is modified by adding the following paragraph to the subsection: The City may elect to extend the contract on a quarterly basis after the expiration of the term as necessary to address an emergency that has been declared by the County of Santa Clara. Any such emergency extension after the expiration of the term shall be accomplished by the City providing a written notice of extension to the Contractor at least 30 days prior to expiration of the term. Any such extension shall contain the same provisions as the original agreement, including an increase or decrease in material compensation paid to the Contractor based only on the San Francisco Consumer Price Index (CPI-U) for June 2020 as compared to June 2019 (or the most recently published data available) and up to $4,200 additional per month for every $1 increase in minimum wage above $13.50 per hour. 2. The attached Exhibit A-A – Shelter in Place and Social Distancing is added as a provision to this Agreement. 3. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CONSULTANT By Title RECOMMENDED FOR APPROVAL By Title CITY OF CUPERTINO By Title APPROVED AS TO FORM City Attorney ATTEST: City Clerk President & CEO President & CEO May 20, 2020 Heather M. Minner May 21, 2020 Assistant Director of Public Works May 21, 2020 May 21, 2020 Revised: April 10, 2020 – Public Works Contracts 1 Exhibit A-A – SHELTER IN PLACE AND SOCIAL DISTANCING REQUIREMENTS A. Health Laws Acknowledged. It is acknowledged that Consultant’s/Contractor’s (“Contractor”) duty to comply with Laws, as defined in Section 13 of the Contract/Agreement (“Contract”), includes immediate compliance by Contractor and its subcontractors with the restrictions on travel and the Social Distancing Requirements set forth in Section 13.k of the health order issued by the County of Santa Clara Health Department on March 31, 2020, in response to the COVID-19 pandemic, and any subsequent amendments or superseding orders thereto (the “Health Order”), and any other local, state, or federal laws that have been or may be enacted in response to the COVID-19 pandemic (collectively, “Health Laws”). B. Health Order Compliance. Pursuant to Section 13.c of the Health Order, individuals may leave their residence only to perform specified “Essential Activities.” Contractor shall comply with these restrictions on travel when preforming work under this Contract. If a scope of work item, notice to proceed, or work order under this Contract specifies work that cannot be performed in compliance with the Health Order or other Health Laws, Contractor shall refrain from conducting the work and immediately inform the City. For Essential Activities, as defined in the Health Order, pursuant to Section 13.k of the Heath Order, “[a]ll individuals must strictly comply with Social Distancing Requirements. . . as necessary to carry out the work of” Essential Activities. C. Social Distancing Requirements. Section 13.k of the Health Order provides that Social Distancing Requirements include: "i. Maintaining at least six-foot social distancing from individuals who are not part of the same household or living unit; ii. Frequently washing hands with soap and water for at least 20 seconds, or using hand sanitizer that is recognized by the Centers for Disease Control and Prevention as effective in combatting COVID-19; iii. Covering coughs and sneezes with a tissue or fabric or, if not possible, into the sleeve or elbow (but not into hands); and iv. Avoiding all social interaction outside the household when sick with a fever or cough.” Section 13.a of the Health Order advises that “people at high risk of severe illness from COVID-19 and people who are sick are strongly urged to stay in their residence to the extent possible, except as necessary to seek medical care or provide medical care or Essential Governmental Functions.” Information from the Center for Disease Control ("CDC") on "high risk" categories is available at the CDC's website at: https://www.cdc.gov/coronavirus/2019- ncov/specific-groups/people-at-higher-risk.html. Nothing in this Contract shall be interpreted to require any person at high risk of severe illness from COVID-19 to leave their residence to perform work under the Contract. Contractor will inform the City if other arrangements for the work must be made, and City will do so, with no penalty to Contractor, although Contractor will not be compensated for work performed by the City or third parties. D. Health Order Requirements and Best Practices. Contractor will immediately undertake all appropriate measures to ensure compliance with the Social Distancing Requirements in the Health Order by all individuals on any project site or work area performing work under this Contract, including Contractor's or any subcontractor's workers, employees, representatives, vendors, or suppliers (collectively, "workers"), and shall maintain these measures for as long as Revised: April 10, 2020 – Public Works Contracts 2 required by the Health Order or other Health Laws. These measures shall include the following best practices: 1. Information. Inform all workers of the Social Distancing Requirements and these best practices, including any updates or modifications, and require compliance as a condition to being present on the project site or work area. 2. Sick Workers. Prohibit any individuals who have been tentatively or conclusively diagnosed with COVID-19 or who have any symptoms of illness, including the following, from entering or remaining on the project site or work area: fever, cough, shortness of breath, sore throat, body aches, chills, sudden loss of smell or taste or other flu-like symptoms. Encourage sick workers to get immediate medical attention. a. Daily Screening. A supervisor must ask the following questions of each worker before the worker is permitted to enter the project site or work area each day, and a worker who responds "yes" to any one of the following questions must be asked to leave immediately and will not be permitted back on the project site or work area until cleared based on meeting the applicable requirements set forth in the CDC's Interim Guidance on Discontinuation of Home Isolation for Persons with COVID-19 (https://www.cdc.gov/coronavirus/2019-ncov/hcp/disposition-in- home-patients.html): (1) Have you had any of the following symptoms within the past 14 days: fever, cough, shortness of breath, sore throat, body aches, chills, sudden loss or smell or taste, or any other flu-like symptoms? (2) Have you or anyone in your household been in contact with a person that has been diagnosed with, has symptoms of, or is being tested for COVID-19? (3) Have you been medically directed to self-quarantine due to possible exposure to COVID-19? 3. Signage/Posters. In compliance with Section 13.h of the Health Order, post a Social Distancing Protocol, substantially in the form attached to the Health Order as Appendix A, at all project site or work area entry points, and in other areas where they are likely to be seen (e.g., project trailers, sanitary facilities, break areas). The Social Distancing Protocol must explain how Contractor is achieving compliance with social distancing requirements. Resources for this purpose are available from the CDC at: https://www.cdc.gov/coronavirus/2019-ncov/community/guidance-business- response.html A copy of the Social Distancing Protocol must also be provided to each employee performing work at the project site or work area. Revised: April 10, 2020 – Public Works Contracts 3 4. Sanitary Facilities. Ensure adequate handwashing and/or hand-sanitizing facilities are available at all times and encourage frequent handwashing and/or hand-sanitizing throughout the day as specified below. Portable sanitary facilities must be serviced and cleaned on a daily basis. Provide hand sanitizer in or around all toilet facilities and common areas, including project trailers. a. Handwashing. Wash hands using soap and water for at least 20 seconds. b. Hand-sanitizer. Use a hand sanitizer that contains at least 60-95% alcohol when handwashing is not immediately available. c. Paper Products. Ensure that toilet paper, tissues, and paper towels are available as appropriate, with designated receptacles for disposal. 5. Distancing. Prohibit workers from being less than six feet apart, unless and only to the extent that would compromise worker safety or violate safety Laws for specific operations. Prohibit handshaking or any physical contact among workers, with the sole and limited exception of any physical contact required for worker safety or to comply with safety Laws. Avoid sharing tools to the extent possible. Require workers to provide their own transportation where possible and to avoid having more than two workers in a vehicle. 6. Groups/Meetings/Site Access. Avoid any group gatherings of 10 or more people. Use electronic alternatives to in person meetings, e.g., conference calls, video-conferencing, etc., to the greatest extent possible. Limit access to the project site or any work area to workers who are necessary to perform the work at that time. Allow non-essential personnel to work from home to the extent possible. Avoid all non-essential travel. Do not stack trades if possible. 7. Frequent Cleaning. Provide for regular and appropriate cleaning of all high touch surfaces at a project site or work area, including, but not limited to, shared tools or equipment, doorknobs and handles, toolboxes, sanitary facilities, common break areas, keypads, touch screens, project trailer surfaces and equipment, light or power switches, workstations, countertops, break areas, and the like. Clean and/or disinfect any reusable items or equipment. Clean surfaces of shared vehicles, including steering wheels, gear shifts, handles, instrument panels, etc. Ensure that cleaning products are used correctly and safely, and avoid cleaning techniques, such as use of pressurized air or water sprays, that may generate bioaerosols. 8. Personal Protective Equipment. When workers cannot avoid close proximity or physical contact, e.g., based on applicable safety laws, or are otherwise at risk for exposure to COVID-19, ensure that the affected workers are provided with appropriate personal protective equipment ("PPE"), which may include disposable gloves and/or Revised: April 10, 2020 – Public Works Contracts 4 other PPE. Instruct workers to wash or sanitize hands after removing gloves or other PPE. Ensure that all personal protective equipment is disposed of properly. 9. Water and Food. Prohibit shared or communal food or common water coolers. Provide individual water bottles for workers or instruct workers to bring their own. 10. Enforcement. Immediately eject any worker who fails or refuses to comply with the Health Laws, Social Distancing Requirements, or these best practices from the project site until or unless the Project Manager issues a written authorization for the worker to return, subject to full compliance. E. Oversight. In other to ensure that all workers comply with the Social Distancing Requirements to the extent possible, Contractor shall designate a named individual to have primary responsibility for implementation and enforcement of the Social Distancing Requirements and these best practices, and to serve as the primary point of contact with the City in this regard. Contractor shall promptly inform the City of the name of this individual. F. Changed Requirements. It is understood and acknowledged that circumstances pertaining to the COVID-19 pandemic are evolving rapidly and that new local, state, or federal requirements may modify the terms of this Exhibit. Contractor agrees to work cooperatively with the City to implement new or changed requirements as quickly as possible. G. Subcontracts. Contractor shall include the terms of this Exhibit in all subcontracts and require any agents, subcontractors, or subconsultants to comply with its provisions. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 6/20/2019 McGriff Insurance Services 4480 Willow Road Suite 110 Pleasanton CA 94588 Catherine Rossetto 925-598-2092 888-770-1945 CRossetto@mcgriffinsurance.com Travelers Indemnity Co of CT 25682 307IMPECGRO Travelers Property Casualty Co of Amer 25674Impec Group Inc. 3350 Scott Blvd., Bldg. 8 Santa Clara, CA 95054 Redwood Fire and Casualty Insurance Co.11673 Continental Divide Insurance Company 35939 Lloyds 873489122 A X 1,000,000 X 100,000 5,000 1,000,000 2,000,000 X Y Y 6603974R721TCT19 7/1/2019 7/1/2020 2,000,000 A 1,000,000 X Y Y 8101N611333 7/1/2019 7/1/2020 B X X 5,000,000NZUP14S0523819NF7/1/2019Y 7/1/2020 5,000,000 X 10,000 C D XNIMWC007057 (CA) IMWC007043 (OR) 7/1/2019 7/1/2019 7/1/2020 7/1/2020 1,000,000 1,000,000 1,000,000 E Errors & Omissions N N ANE225562119 7/1/2019 7/1/2020 Limit Per Claim Aggregate $3,000,000 $3,000,000 Certificate Holder is included as Additional Insured to the General Liability policy afforded, as required by contract, per Endorsement: CG D2 46 08 05 and CG D4 67 07 13. General Liability Per Project Aggregate per attached form CG D2 11 01 04 Primary & Non-Contributory Wording applies per form CGT 100 02 19. Waiver of subrogation applies to General Liability policy per Endorsement: CG D4 67 07 13. Certificate Holder is included as Additional Insured to the Automobile Liability policy afforded, as required by contract, per Endorsement: CA T3 53 02 15 Waiver of subrogation applies to Automobile Liability policy per endorsement: CA T3 53 02 15 See Attached... City of Cupertino 10300 Torre Avenue Cupertino CA 95014 USA A++, XV A++, XV A++, XV A++, XV A, XV ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: 307IMPECGRO 1 1 McGriff Insurance Services Impec Group Inc. 3350 Scott Blvd.,Bldg.8 Santa Clara,CA 95054 25 CERTIFICATE OF LIABILITY INSURANCE Crime Policy#106733754 Effective date:7/1/2019 to 7/1/2020 Carrier:Travelers Casualty &Surety Co of America Limit $1,000,000 *The attached forms apply as required per written contract or written agreement between the listed parties and the insured,which are subject to the policy provisions.In the absence of such written contract or written agreement the attached forms may not be applicable. Certificate Holder includes:The City of Cupertino,a Municipal Corporation of the State of California,its City Council,and their employees,representatives, consultants (including without limitation Consulting Engineer),and agents,and Engineers. Waiver of subrogation applies to the Workers Compensation policy per endorsement:must be scheduled/endorsed by the insurance company. Impec Group, Inc. - Policy# 8101N611333 Policy# 6603974R721TCT19 6603974R721TCT19 7/01/2019 6603974R721TCT19 IMWC007057 7/01/2019 Impec Group, Inc. IMPEC Group 2nd Amend w Exhibits, CAO Pre- Approved Final Audit Report 2020-05-21 Created:2020-05-20 By:Julia Kinst (juliak@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAA9uKn5UCiROYY0ONr-KtobTGqnltCxhbP "IMPEC Group 2nd Amend w Exhibits, CAO Pre-Approved" Hist ory Document created by Julia Kinst (juliak@cupertino.org) 2020-05-20 - 9:18:13 PM GMT- IP address: 64.178.242.15 Document emailed to Raffy Espiritu (respiritu@impecgroup.com) for signature 2020-05-20 - 9:20:36 PM GMT Email viewed by Raffy Espiritu (respiritu@impecgroup.com) 2020-05-20 - 10:06:03 PM GMT- IP address: 67.160.205.99 Document e-signed by Raffy Espiritu (respiritu@impecgroup.com) Signature Date: 2020-05-20 - 10:08:43 PM GMT - Time Source: server- IP address: 67.160.205.99 Document emailed to Heather M. Minner (minner@smwlaw.com) for signature 2020-05-20 - 10:08:45 PM GMT Email viewed by Heather M. Minner (minner@smwlaw.com) 2020-05-21 - 7:55:30 PM GMT- IP address: 45.41.142.243 Document signing delegated to Araceli Alejandre (aracelia@cupertino.org) by minner@smwlaw.com 2020-05-21 - 7:57:44 PM GMT- IP address: 24.23.184.82 Document e-signed by Heather M. Minner (minner@smwlaw.com) Signature Date: 2020-05-21 - 8:01:39 PM GMT - Time Source: server- IP address: 52.39.49.65 Document emailed to rogerl@cupertino.org for signature 2020-05-21 - 8:01:41 PM GMT Julia Kinst (juliak@cupertino.org) replaced signer rogerl@cupertino.org with Chad Mosley (ChadM@cupertino.org) 2020-05-21 - 11:12:50 PM GMT- IP address: 64.178.242.15 Document emailed to Chad Mosley (ChadM@cupertino.org) for signature 2020-05-21 - 11:12:50 PM GMT Email viewed by Chad Mosley (ChadM@cupertino.org) 2020-05-21 - 11:22:12 PM GMT- IP address: 104.47.46.254 Document e-signed by Chad Mosley (ChadM@cupertino.org) Signature Date: 2020-05-21 - 11:22:44 PM GMT - Time Source: server- IP address: 67.164.60.41 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2020-05-21 - 11:22:45 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2020-05-21 - 11:24:12 PM GMT- IP address: 104.47.45.254 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2020-05-21 - 11:24:21 PM GMT - Time Source: server- IP address: 148.64.105.190 Signed document emailed to Raffy Espiritu (respiritu@impecgroup.com), Julia Kinst (juliak@cupertino.org), Kirsten Squarcia (kirstens@cupertino.org), rogerl@cupertino.org, and 3 more 2020-05-21 - 11:24:21 PM GMT FIRST AMENDMENT TO THE CONTRACT BETWEEN THE CITY OF CUPERTINO AND IMPEC GROUP INC. FOR 2015 JANITORIAL SERVICES (PROJECT NO. 2015-23) This First Amendment to the Contract between the City of Cupertino and IMPEC Group, Inc. for reference dated January 24, 2017, is by and between the CITY OF CUPERTINO,a municipal corporation(hereinafter"City")and IMPEC Group,Inc.whose address 3350 Scott Blvd.Bldg.8,Santa Clara,CA 95054,and is made with reference to the following: RECITALS: A. On June 16, 2015, a contract was entered into by and between City and Contractor (hereinafter "Contract") for routine janitorial services for various City facilities. B. City and Contractor desire to modify the Contract on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: 1. Article 3, paragraph 3.1, of the Contract, "Contract Time" is modified to read as follows: The Contract Time will commence to run on July 01, 2015. 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 to run. The term of this contract shall be three (3) years from the start date of the contract. The City shall retain the option to extend the term of the contract on a year-to-year basis not exceeding two (2)years from the expiration date of the original term, for a possible total of five (5) years. Any such renewal after the first three years shall be accomplished by the City providing a written notice of renewal to the Contractor at least 30 days prior to expiration of the term. Any such renewal shall contain the same provisions as the original agreement, including an increase or decrease in material compensation paid to the Contractor based only on the San Francisco Consumer Price Index (CPI-U) for June 2018 as compared to June 2017 and up to $4200 additional per month for every$1 increase in minimum wage above$13.50 per hour. 2. Article 4,paragraph 4.1,of the Contract, "Contract Sum"is modified to read as follows: City shall pay Contractor the Contract Sum for completion of Work in accordance with Contract Documents as set forth in the completed Schedule of Bid Prices (Document 00400) for all Work completed in calendar year 2016 (Attachment 1, page 1&2). Compensation to Contractor for completion of Work performed during the periods below in accordance with Contract Documents and the minimum wage requirement shall be as follows: a. From January 1, 2017 to June 30, 2017 (6 months) - $331,170.96 (Attachment 2,page 3); b. From July 1, 2017 to December 31, 2017 (six months) - $341,122.14 (Attachment 3, page 4); c. From January 1, 2018 to June 30, 2018 (six months) - $379,250.96 (Attachment 4, page 5). The time periods of July 1, 2017 through June 30, 2018 include a fixed price adjustment of 3%. No additional price adjustment will occur as a result of a change the San Francisco CPI-U through June 30, 2018. 3. The above changes were substantially due to Ordinance No. 215, enacted by the Cupertino City Council on October 4, 2016, wherein the minimum wage was increased from $10.50/hour to $12.00/hour beginning on January 1, 2017, and increasing again to$13.50/hour on January 1,2018. 4. Except as expressly modified herein, all other terms and covenants set forth in the Contract shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Contract to be executed. CONTRACTOR CITY OF CUPERTINO A Municipal Corporation B By: Ti le TitletlQ,-" Date o t 2 1 APPROVED AS TO FORM: RECOMMENDED FOR APPROVAL: By. City Attorney Title ,rw / Lys. 0f ATTEST: 6m. 54zfk 2—'«-0 pb City Clerk Attachment 1 Contract Price July 2015-December 2016 (Per Contractor submitted Schedule of Bid Prices Document 00400) ITEM DESCRIPTION UNIT tIETY Unit Pricell4lon. Totallyear 2015 JANITORIAL SERVICES Street Side containers $ 12 $ 713.66 /Mon. $ 8,663.92 1 Months 2 Blackberry Farm/Retreat Building $ 12 2,854.64 /Mon. $ 34.255.70 Months 4 City Hall Building S 12 $ 4,400.91 /Mon. $ 52,810.87 Months — 4 Community Hall Building S 12 $ 1,427.32 /Mon. $ 17,127.85 Months — 5 Creekside Park Building $ 12 $ 713.66 /Mon $ 8,563.92 Months 6 McClellan Ranch Environmental Education $ 12 $ 1,784.15 /Mon $ 21,409.81 Center Months $ 12 237.89 2,854.64 7 Golt'Course ResUooms Months S /Mun. S ti Library Building $ 12 S 8,563.92 /Mon. S 102,767.10 Months 9 McClellan Ranch Building& Museum S 12 S 237.89 /Mon 5 2,854.64 Months Monte Vista Recreation& Pre School $ 10 Buildings 12 $ 2,022.04 /Mon. $ 24,264.45 Months I I Park Restrooms $ 12 $ 1,784.15 /Mon. $ 21,409.81 Months 12 Portal Park Building $ 12 S 237.89 /Mon. $ 2,854'64 Months Page 1 of 5 Attachment 1 Contract Price July 2015—December 2016 (Per Contractor submitted Schedule of Bid Prices Document 00400) continued Quinlan Community Center/History Museum $ 13 Building 12 $ 6,422.94 /Mon $ 77,075.32 Months 14 Senior Center Building $ 12 $ 3,330.42 /Mon. $ 39,964.98 Months 15 Service Center Building $ 12 $ 1,665.21 /Mon $ 19,982.49 Months 16 Sports Center Building $ 12 $ 5,233.51 /Mon. $ 62,802.12 Months 17 Wilson Park Building $ 12 $ 832.60 /Mon. $ 9,991.25 Months 18 M-F Day Porter 12 $ 4,757.74 /Mon. $ 57,092.83 $ Months 19 Call Back For Unscheduled or Emergency $ 12 70 Cleaning(2 hours per month) Months $ /Mon. $840.00 20 Unscheduled Carpet Cleaning $ 12 $200 /Mon (50 square feet per month) Months $2,400.00 56086 36 TOTAU YEAR:$ Alt, Sa-Su Day Porter 12 $ 1,868.53 /Mon. $ No. 1 $ Months Total Annual Amount: $592,308.75 (monthly $49,359.06) Page 2 of 5 Attachment 2: Contract Price January 2017—June 2017 (inclusive of$12.00/hour minimum wage) ITEM DESCRIPTION UNIT EST OTY Unit Total/6mon. Price/Mon. JANUARY 2017 -JUNE 2017 JANITORIAL SERVICES 1 Street Side $ 6 Months $_798.04 /Mon. $ 4,788.24 containers 2 Blackberry $ 6 Months $_3,192.17_ $_19,153.02 Farm/Retreat /Mon. Building 3 City Hall $ 6 Months $_4,921.26_/Mo $_29,527.56 Building n. _ 4 Community Hall $ 6 Months $_1,596.08_/ $_9,576.48 Building Mon. 5 Creekside Park $ 6 Months $_798.04_/Mon. $ 4,788.24 Building 6 McClellan Ranch $ 6 Months $_1,995.10 / $11,970.60 Environmental Mon. Education Center 7 Golf Course $ 6 Months $_266.02_/Mon $_1,596.12 Restrooms 8 Library Building $ 6 Months $_9,576.50_/ $_57,459.00_. Mon. 9 McClellan Ranch $ 6 Months $_266.02_/Mon. $_1,596.12 Building& Museum 10 Monta Vista $ 6 Months $_2,261.12_/ $13,566.72 Recreation&Pre Mon. School Buildings 11 Park Restrooms $ 6 Months $ 1,995.10 $_11,970.60 /Mon. 12 Portal Park $ 6 Months $_266.02_/Mon. $_1,596.12 Building 13 Quinlan $ 6 Months $_7.182.37 $_43,094.22 Community /Mon. Center/History Museum Building 14 Senior Center $ 6 Months $_3,724.20 / $_22,345.20 Building Mon. 15 Service Center $ 6 Months $_1,862.10 $_11,172.60 Building /Mon. 16 Sports Center $ 6 Months $_5,852.31 / $35,113.86 Building Mon. 17 Wilson Park $ 6 Months $_931.04_/Mon. $ 5,586.24 Building 18 M-F Day Porter $ 6 Months $_5,320.28 $_31,921.68 _/Mon. 19 Call Back For $ 6 Months $_78.28_/Mon. $_469.68 Unscheduled or Emergency Cleaning(2 hours per month) 20 Unscheduled $ 6 Months $_223.65_/Mon. $ 1,341.90 Carpet Cleaning (50 square feet per month) TOTAL/YEAR:$ Alt. No. 1 Sa-Su Day Porter $ 6 Months $_2,089.46 $_12,536.76 /Mon. 6 Month Total Amount: $331,170.96 (monthly $55,195.16) Page 3 of 5 Attachment 3: Contract Price July 2017—December 2017 (inclusive of$12.00/hour minimum wage and 3% CPI increase) ITEM DESCRIPTION UNIT EST CITY Unit Total/6mon. Price/Mon. JULY 2017 -DECEMBER 2017 JANITORIAL SERVICES 1 Street Side $ 6 Months $_822.02_/Mon. $_4,932.12 containers 2 Blackberry $ 6 Months $ 3,288.09 $_19,728.54 Farm/Retreat /Mon. Building 3 City Hall $ 6 Months $_5,069.14_/Mo $_30,414.84 Building n. _ 4 Community Hall $ 6 Months $_1,644.04_/ $_9,864.24 Building Mon. 5 Creekside Park $ 6 Months $_822.02_/Mon. $_4,932.12 Building 6 McClellan Ranch $ 6 Months $_2,055.05 / $_12,330.30 Environmental Mon. Education Center 7 Golf Course $ 6 Months $_274.01_/Mon $ 1,644.06 Restrooms 8 Library Building $ 6 Months $_9,864.26_/ $_59,185.56_. Mon. 9 McClellan Ranch $ 6 Months $_274.01_/Mon. $ 1,644.06 Building& Museum 10 Monta Vista $ 6 Months $_2,329.06_/ $_13,974.36 Recreation&Pre Mon. School Buildings 11 Park Restrooms $ 6 Months $ 2,055.05 $_12,330.03 /Mon. 12 Portal Park $ 6 Months $_274.01_/Mon. $_1,644.06 Building 13 Quinlan $ 6 Months $_7,398.19 $_44,389.14 Community /Mon. Center/History Museum Building 14 Senior Center $ 6 Months $_3,836.11 / $_23,016.66 Building Mon. 15 Service Center $ 6 Months $_1,918.05 $11,508.83 Building /Mon. 16 Sports Center $ 6 Months $_6,028.16 / $_36,168.96 Building Mon. 17 Wilson Park $ 6 Months $_959.02_/Mon. $_5,754.12 Building 18 M-F Day Porter $ 6 Months $ 5,480.15 $_32,880.09 _/Mon. 19 Call Back For $ 6 Months $_80.63_/Mon. $ 483.78 Unscheduled or Emergency Cleaning(2 hours per month) 20 Unscheduled $ 6 Months $ 230.37 /Mon. $ 1,382.22 Carpet Cleaning (50 square feet per month) TOTAL/YEAR:$ Alt. No. 1 Sa-Su Day Porter $ 6 Months $_2,152.25 $_12,913.50 /Mon. 6 Months Total Amount: $341,122.14 (monthly$56,853.69) Page 4 of 5 Attachment 4: Contract price.from January 2018-June 2018 (inclusive of$13.50/1-iour minimum wage and no additional CPI increase) ITEM DESCRIPTION UNIT EST OTY Unit Total/6mon. Price/Mon. JANUARY 2018 —JUNE 2018 JANITORIAL SERVICES 1 Street Side $ 6 Months $_913.90 /Mon. $ 5,483.40 containers 2 Blackberry $ 6 Months $_3,655.61 $_21,933.66 Farm/Retreat /Mon. Building 3 City Hall $ 6 Months $_5,635.74 $_33,814.44 Building _/Mon. 4 Community Hall $ 6 Months $_1,827.80 $_10,966.83 Building /Mon. 5 Creekside Park $ 6 Months $_913.90_/Mon. $ 5,483.41 Building 6 McClellan Ranch $ 6 Months $_2,284.76 $13,708.54 Environmental /Mon. Education Center 7 Golf Course $ 6 Months $_304.64_/Mon. $_1,827.83 Restrooms 8 Library Building $ 6 Months $_10,966.83 $65,800.97 /Mon. 9 McClellan Ranch $ 6 Months $_304.64_/Mon. $_1,827.83 Building& Museum 10 Monta Vista $ 6 Months $_2,589.39 $_15,536.37 Recreation&Pre /Mon. School Buildings 11 Park Restrooms $ 6 Months $_2,284.76 $_13,708.54 /Mon. 12 Portal Park $ 6 Months $_304.64 /Mon. $ 1,827.83 Building 13 Quinlan $ 6 Months $_8,255.12 $_49,350.73 Community /Mon. Center/History Museum Building 14 Senior Center $ 6 Months $_4,264.89 $_25,589.32 Building /Mon. 15 Service Center $ 6 Months $_2,132.44 $_12,794.66 Building /Mon. 16 Sports Center $ 6 Months $_6,701.96 $_40,211.73 Building /Mon. 17 Wilson Park $ 6 Months $_1,066.22 $_6,397.29 Building /Mon. 18 M-F Day Porter $ 6 Months $_6,092.69 $_36,556.15 /Mon. 19 Call Back For $ 6 Months $_89.64 $_537.85 Unscheduled or /Mon. Emergency Cleaning(2 hours per month) 20 Unscheduled $ 6 Months $_256.12 $_1,536.70 Carpet Cleaning /Mon. (50 square feet per month) TOTAU YEAR:$ Alt. No. 1 Sa-Su Day Porter $ 6 Months $_2,392.81 $_14,356.87 /Mon. 6 Month Total Amount: $379,250.96 (monthly $63,208.49) Page 5 of 5 DOCUMENT 00520 CONTRACT THIS CONTRACT, dated this day of 4✓ , 2015,by and between IMPEC Group, Inc. whose place of business is located at 3350 Scott Boulevard, Building #8, Santa Clara, CA, 95054 ("Contractor"), and the CITY OF CUPERTINO, a Municipal Corporation of the State of California("City")acting under and by virtue of the authority vested in the City by the laws of the State of California. WHEREAS,City,on the I day of 'i t/i'l e ,2015 awarded to Contractor the following Project: PROJECT NUMBER 2015-23 2015 JANITORIAL SERVICES NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth, Contractor and City agree as follows: ARTICLE 1. WORK 1.1 Contractor shall complete all Work specified in the Contract Documents, in accordance with these Specifications and all other terms and conditions of the Contract Documents. ARTICLE 2. AGENCY AND NOTICES TO CITY 2.1 City has designated Roger Lee, Assistant Director of Public Works 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: 10555 Mary 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 July 01,2015. 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 to run. The term of this contract shall be three(3)years from the start date of the contract. The City shall retain the option to extend the term of the contract on a year-to-year basis not exceeding two(2)years from the expiration date of the original term,for a possible total of five(5)years. 3.2 Liquidated Damages. City and Contractor recognize that time is of the essence of this Contract and that City will suffer inefficiency in the form of lost production expenses (such as project management and consultant expenses), if all or 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 City of Cupertino Conditions), 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 The CONTRACTOR shall diligently prosecute the work to completion as scheduled in the Technical Provisions. The Contractor further understands that he shall pay to the City of Cupertino One Hundred Fifty Dollars ($150.00) per day, for each and every occurrence that a service item (task as specified in the Technical Provisions)is not completed within the required times per facility. The Contractor further understand that he shall pay to the City of Cupertino One Thousand Dollars ($1000.00) per day, for each and every occurrence were all the services at a facility were not completed within the required times per facility. This does not relieve the Contractor from his responsibilities of completing the required services that were not completed as scheduled. Any service not completed as scheduled shall be completed as soon as possible and at the Contractor's expense. 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. Contractor should be aware that California Department of Fish and Game, and other State and Federal agencies, may also levy fines and penalties for the harming, harassing or killing of protected wildlife and endangered species. Contractor hereby agrees to become familiar with and adhere to wildlife and endangered species protection requirements. 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 the completed Schedule of Bid Prices(Document 00400) ARTICLES. 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 various City owned buildings and other locations requiring janitorial services 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, which are identified in Document 00320 (Geotechnical Data, Hazardous Materials Surveys and Existing Conditions), or which may appear in the Drawings. Contractor accepts the determination set forth in these Documents and Document 00700(General Conditions) 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 Citv of Cupertino or 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 of the Contract Documents, including specifically the provisions of Document 00700 (General Conditions); 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 of the 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 of the following documents,including all changes,addenda;and modifications thereto: Document 00400 Bid Form Document 00411 Bond Accompanying Bid Document 00430 Subcontractors List Document 00450 Statement of Qualifications Document 00455 Insurance Document 00457 Proposed Staffing Schedule Document 00460 Schedule of Major Equipment and Materials Suppliers Document 00481 Non-Collusion Affidavit Document 00482 Bidder Certifications Document 00505 Notice of Intent to Award Document 00510 Notice of Award Document 00520 Contract Document 00530 Insurance Forms Document 00550 Notice to Proceed Document 00610 Construction Performance Bond Document 00630 Guaranty Document 00650 Agreement and Release of Any and All Claims Document 00660 Substitution Request Form Document 00680 Escrow Agreement for Security Deposit in Lieu of Retention Document 00700 General Conditions Document 00800 Special Conditions Document 00821 Insurance Document 00822 Apprenticeship Program Document 00850 Technical Conditions Addenda(s) 6.2 There are no Contract Documents other than those listed in this Document 00520, Article 6. Documents 00320 (Geotechnical Data, Hazardous Material Surveys and Existing Conditions), and the information supplied therein, are not Contract Documents. The Contract Documents may only be amended,modified or supplemented as provided in Document 00700(General Conditions). Citv of Cubertino ARTICLE 7. MISCELLANEOUS 7.1 Terms used in this Contract are defined in Document 00700(General Conditions)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 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). 7.7 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,and Chapter 5. 7.8 Contractor and all subcontractors shall comply with the Uniform Administrative Requirements for State and Local Governments set forth in the Code of Federal Regulations (CFR), Title 49, and Part 18. In addition, the Contractor agrees to comply with the cost principles and procedures set forth in Office of Management and Budget Circular A-87. The Contractor agrees that a reference to either Office of Management and Budget(OMB) Circular A-87of the Code of Federal Regulations, Title 49, Chapter 1, Part 31, whichever is applicable, and the Code of Federal Regulations, Title 49, Part 18, will be included in any subcontracts entered into as a result of this contract. IN WITNESS WHEREOF the parties have executed this Contract in quadruplicate the day and year first above written Citv of Cupertino 2015 CONTRACTUAL JANITORIAL SERVICES CITY: CONTRACTOR: CITY OF CUPERTINO,a Municipal Corporation of IMPEC Group,Inc. the State of California B : [Signature] Attest: Raffy Espiritu [Please print name here] City Clerk: Grace Schlrddt Approved as to form by City Attorney: Title: President & CEO [If Corpora 'on: Chairman,President,or Vice President] Y Y: Y Jason Fang I hereby certify,under penalty of perjury,that David [Please print name here] Brandt,City Manager of the City of Cupertino was duly Secretary authorized to execute this document on behalf of the City Title: of Cupertino by a majority vote of the City Council on: [If Corporation: Secretary,Assistant Secretary, Ar s Chief Financial Officer,or Assistant Treasurer] 6� Dated: ®�/6 �I� 822068 B C61/D63 C33 C10 -�� State Contractor's License No. Classification 07/31/2017 avid Brandt,City Manager of the City of Cupertino,a Expiration Date VIIA Municipal Corporation of the State of California Designated Representative: Taxpayer ID No.77-050-7560 , Name:Roger S.Lee Name: Jason Fang Title:Assistant Director of Public Works Title: Secretary/Admin Manager Address: 10555 Mary Ave., Cupertino, CA 95014 Address: 3350 Scott Blvd.Bldg.8,Santa Clara,CA 95054 Phone:408-777-3350 Phone: 408-330-9350 Facsimile:408-777-3399 Facsimile: 408-330-9356 NOTARY ACKNOLEDGEMENT IS AMOUNT: $592,308.76 REQUIRED. IF A CORPORATION, ACCOUNT NUMBERS: CORPORATE SEAL AND CORPORATE FILE NO.: NOTARY ACKNOWLEDEMENT AND FEDERAL TAX ID ARE REQUIRED.IF NOT A CORPORATION SOCIAL SECURITY NO. IS REQUIRED END OF DOCUMENT Citv of Cupertino Distribution list Payee: Impec Group 3350 Scott Blvd. Bldg. 8 Santa Clara, CA 95054 SITE ACCOUNT NO. MONTHLY ANNUALLY Park Restrooms 100-87-840 700-702 1784.15 21409.81 Bus Stops 100-86-824 700-702 713.66 8563.92 City Hall 100-87-827 700-702 4670.91 56050.92 Library 100-87-828 700-702 15190.19 182282.3 Service center 100-87-829 700-702 1665.21 19982.49 Quinlan Center 100-87-830 700-702 6422.94 77075.32 Senior Center 100-87-831 700-702 3330.42 39964.98 McClellan 100-87-832 700-702 2022.04 24264.45 Monta Vista 100-87-833 700-702 2022.04 24264.45 Wilson Park 100-87-834 700-702 832.60 9991.25 Portal park 100-87-835 700-702 237.89 2854.64 Creekside Park 100-87-837 700-702 713.66 8563.92 Community Hall 100-87-838 700-702 1427.32 17127.85 Teen Center 100-87-839 700-702 1742.80 20913.60 Sports Center 570-87-836 700-702 3490.71 41888.52 BBF/Retreat Ctr 100-87-841 700-702 2854.64 34255.70 Golf Course 560-63-616 700-702 237.89 2854.64 TOTAL 49359.07 592308.76 ACKNOWLEDGMENT 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 Sacramento } On �` / before me, Susan Fournier, Notary Public (insert name and title of the officer) personally appeared Ryan Tash 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/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) 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. WITLESS my hand and official seal. h�.° SUSAN FOURNIER a Comm.# 1995967 — � NOTARY PUBLIC�CALIFORNIA V! vvv�� ACRAPdGNTO(;AUNTY "" My com,UP,Nov:19�6 Signature (Seal) 0"' a k, ZIA gg� AI' w PLATTE RIVER INSURANCE COMPANY 41322845 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS,That the PLATTE RIVER INSURANCE COMPANY,a corporation of the State of Nebraska,having its princ ipal offices in the City of Middleton,Wisconsin,does make,constitute and appoint (0Nk, ------------------JOHN T.PAGE;RYAN TASH;CHRISTINE STRADFORD-------------------------------------------—-------------- ------------------------ ---------------- 5N,, its true and lawful Attorney(s)-in-fact, to make, execute, seal and deliver for and on its behalf, as surety, and as its act and deed, any and all bonds, undertakings and contracts of suretyship,provided that no bond or undertaking or contract of suretyship executed under this authority shall exceed in 'MaMo amount the sum of 2e. ---------------------- ---------------- INSTRUMENTS IN AN AMOUNTNOT TO EXCEED.$20,000,000,00------------------------------------ N. N� This Power of Attorney is granted and is signed and scaled by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PLATTE RIVER INSURANCE COMPANY at a meeting duly called and held on the 8th day of January,2002. lip ........... "RESOLVED,that the President,and Vice-President,the Secretary or Treasurer,acting individually or otherwise,be and they hereby are granted the 01' power and authorization to appoint by a Power of Attorney for the purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof,one or more vice-presidents,assistant secretaries and attomey(s)-in-fact,each appointee to have the powers and duties usual to such offices to the business of the company;the signature of such officers and the seal of the Corporation may be affixed to such power of attorney or to any certificate relating thereto by facsimile,and any such power of attorney or certificate hearing such facsimile signatures or facsimile e seal shall be valid and binding upon the Corporation in the future with respect to any bond or undertaking or oth r writing obligatory in the nature thereof to which it is attached.Any such appointment may be revoked,for cause,or without cause,by any of said officers,at ally time." n In connection with obligations in favor of the Florida Department of Transportation only,it is agreed that the power and authority hereby given to the Attorney-in-Fact includes any and all consents for the release of 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 State of Florida Department of Transportation mak ing payment of the final estimate to the Contractor and/or its assignee,shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only,it is agreed that the power and authority hereby given to the Attorney-in-Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner—Department of Highways of the Commonwealth of Kentucky at least thirty(30)days prior to the modification or revocation. IN WITNESS WHEREOF,the PLATTE RIVER INSURANCE COMPANY has caused these presents to be signed by its officer undersigned and its corporate seal to be hereto affixed duly attested,this 8th day of January,2014. Attest: go PLATTE RIVER INSURANCE COMPANY p*, JN�UNANC, 0 00'. RIO, roRPORAr$ �,W 4 Richard W.Allen III Stephen J.Sills President SEAL Surety&Fidelity Operations CEO&President M4 STATE OF WISCONSIN ss.: UL)n ry OF DANE On the Sth day of January,2014 before me personally came Stephen J.Stills,to me known,who being by me duly sworn,did depose and say:that he 001� resides in the County of New York,State of New York;that he is President of PLATTE RIVER INSURANCE COMPANY,the corporation described ............... herein and which executed the above instrument;that he knows the seal of the said corporation;that the seal affixed to said instrument is such corporate that it was so affixed by order of the Board of Directors of said corporation and that he signed his name thereto by like order. A Aa pi�,, DA IEL W KRUEGER I W. lit Danie Krueger STATE OF WISCONSIN S.S.: Notary Public,Dane Co.,WI Commission Is Permanent CE COUNTY OF DANE My RTIFICATE 1, the undersigned, duly elected to the office stated below, now the incumbent in PLATTE RIVER INSURANCE COMPANY, a Nebraska Corporation,authorized to make this certificate DO HEREBY CERTIFY that the foregoing attached Power of Attorney remains in full force and has not been revoked;and furthermore,that the Resolution of the Board of Directors,set forth in the Power of Attorney is now in force. Signed and sealed at the City of Middleton,State of Wisconsin this day of 2 ti A an S.Ogilvie Secretary THIS DOCUMENT IS NOT VALID UNLESS PRINTED ON GREEN SHADED BACKGROUND WITH A RED SERIAL NUMBER IN THE UPPER RIGHT HAND CORNER.IF YOU HAVE ANY QUESTIONS CONCERNING THE AUTHENTICITY OF THIS DOCUMENT CALL,800-475-4450. PR-POA(Rev.11-13) PLATTE RIVER INSURANCE COMPANY Mailing Address: P.O. Box 5900 Madison WI 53705-0900 CALIFORNIA BUSINESS SERVICE BOND Bond Number A270044423 Limit of Liability j50j000.g0 Deductible N/A In consideration of an agreed premium, PLATTE RIVER INSURANCE COMPANY, a corporation organized under the laws of the State of Nebraska and duly authorized to transact business in California (hereinafter called "Surety"), hereby agrees to indemnify Impec Group, Inc. of, Santa Clara A (hereinafter called Insured), against loss of money or other property, real or personal, from the premises of any and all clients (hereinafter called "Client") to its services, or in which the Client has a pecuniary interest, or for which the Client is legally liable, which the Client shall sustain as the result of any fraudulent or dishonest act, as hereinafter defined, of an Employee or Employees of the Insured acting alone or in collusion with others, and for which the Insured is liable, the aggregate amount of indemnity on all Employees being Fifty Thousand and 00/100 dollars (J5�00.0�0 , Clients means any third person or entity that has contracted for the services of the Insured's Employees on the premises of the client, and shall include: E] All Clients of the Insured. OR Only the following Client: Name: Address: By acceptance of this bond or policy, you give us notice canceling prior insurance or bond numbers; . Cancellation to become effective at the time this bond or policy becomes effective THE FOREGOING AGREEMENT IS SUBJECT TO THE FOLLOWING CONDITIONS AND LIMITATIONS: SECTION 1: TERM OF BOND je The term of this bond begins with the 8th(day orb LuN,ZOL5(year), standard time at the address of the Insured above given, and ends at 12:00 A.M. standard time, on the effective date of the cancellation of this bond in this entirety. SECTION 2: DISCOVERY PERIOD Loss is covered under this bond only (a) if sustained through any act or acts committed by any Employee of Insured while this bond is in force as to such employee, and (b) if discovered prior to the expiration or, termination or cancellation of this bond in its entirety as provided in Section 14, or whichever shall first happen. SECTION 3- LIMIT OF LIABILITY The most the Surety will pay for loss for any one occurrence is the Limit of Liability shown above. SECTION 4: DEDUCTIBLE We will not indemnify for any loss unless the amount of loss exceeds the Deductible Amount shown above. We will then indemnify the Insured for the amount of loss in excess of the Deductible Amount up to the Limit of Liability shown above. FBD 001 BSB CA(02-12) Copyright 2012; Capitol Transamerica Corporation Page 1 of 3 CALIFORNIA BUSINESS SERVICE BOND (con't) SECTION 5: DEFINITION OF EMPLOYEE The word Employee or Employees, as used in this bond means any persons (except in the case of a corporation, directors or trustees of the Insured who are not also officers or employees of the Insured) in the regular service of the Insured in the ordinary course of the Insured's business during the term of this bond, and whom the Insured compensates by salary or ,wages and over which the Insured has control, and who are engaged in such service within any of the States of the United States of America and the District of Columbia. Employee or employees shall also mean the owner(s)of the named insured. Employee or Employees does not include brokers, factors, commission merchants, consignees, contractors, consultants or other agents or representatives of the same general character. SECTION 6: FRAUDULENT OR DISHONEST ACT A fraudulent or dishonest act of an employee of the insured shall mean an act causing a loss to the Client during the time the Employee is engaged in services while on the premises of the Client which is punishable under the criminal code in the jurisdiction within which act occurred, for which said employee is tried and convicted by a court of proper jurisdiction. 'SECTION 7: DEFINITION OF OCCURENCE e. Q6currence means all loss(es) caused by or involving one or more Employees whether the result of a single act or a series of acts without regard to the number of Clients involved. SECTION S: MERGER OR CONSOLIDATION If"any persons shall be taken Into the regular service of the Insured as an Employee through merger or consolidation with some other concern, then the Insured shall give the Surety written notice thereof and shall pay an additional premium as a result of such merger or consolidation computed pro rata from the date of such merger or consolidation to the end of the current premium period. SECTION 9: NON-ACCUMULATION OF LIABILITY Regardless of the number of years this bond shall continue in force and the number of premiums which shall be payable or paid, the liability of Surety under this bond shall not be cumulative in the amount from year to year or from period to period. SECTION 10: LIMIT OF LIABILITY UNDER THIS BOND AND PRIOR INSURANCE: With respect to loss or losses caused by an Employee or which are chargeable to such Employee as provided in SECTION 6 and which occur partly under this bond and partly under other bonds or policies issued by the Surety to the Insured or to any predecessor in interest of the Insured and terminated or cancelled or allowed to expire and in which the period for discovery has not expired at the time any such loss or losses thereunder are discovered, the total liability of the Surety under this bond and under such other bonds or policies shall not exceed, in the aggregate , the amount carried under this bond on such loss or losses or the amount available to the Insured under such other bonds or policies, as limited by the terms and conditions thereof, for any such loss or losses, if the latter amount be the larger. SECTION 11: SALVAGE If the Insured shall sustain any loss or losses covered by this bond which exceed the amount of coverage provided by this bond,then the Insured shall be entitled to all recoveries, except from suretyship, insurance, reinsurance or other security and indemnity taken by or for the benefit of the Surety, by whomsoever made on account of such loss or losses under this bond until fully reimbursed, less the actual cost of effecting the same, and any remainder shall be applied to the reimbursement of the Surety. FI3D 001 BSB CA(02-12) Copyright 2012; Capitol'Transamerica Corporation Rage 2 of 3 CALIFORNIA BUSINESS SERVICE BOND (con't) � / SECTION 12: TRANSFER OFRIGHTS OF RECOVERY � The Insured, asG condition to coverage under this bond, must transfer k)the Surety all rights of recovery,to the extent that a loss is paid by a company against any person or organization for any loss the Insured sustains and for which Surety has paid Or settled aclaim. The Insured must also do everything necessary tosecure those rights and do nothing after loss tnimpair them. SECTION 13: CANCELLATION AS TO ANY EMPLOYEE This bond shall be deemed cancelled as to any Employee: (a) Immediately upon discovery by the Insured, or by any partner or officer thereof not in collusion with such Employee, of any fraudulent or dishonest act on the part of such Employee; 0r(b) at 12:00AK8 standard time, upon the effective date specified in 8whtten notice from the Surety which served upon the Insured or sent by nooi|. The effective date of such n0i|ne shall not be |SGG than Len days from the date of service, or less -thaOfifteen days from the date ofmailing. The mailing by Surety of notice, as aforesaid, to the Insured at its principal office shall b8 sufficient proof 0fnotice. SECTION 14: CANCELLATION AS TO BOND UN ITS ENTIRETY this bond shall be deemed cancelled |n its entirety at12:DOAM standard time, upon the effective date specified |ngwritten notice served by the Insured upon the Surety or by the Surety upon the Insured, or sent by email. The effective date ofsuch notice shall not be less than ten days from the date of service, or less than fifteen days from the date of mailing. The mailing by the Surety of notice, as aforesaid, to the Insured at its principal office shall be sufficient proof of notice. The Surety shall refund hD the Insured the unearned premium computed pro ra\aifthis bond be cancelled at the instance of the Surety, orat short rate|f cancelled or reduced 8t the instance 0f the Insured. SEC90ON 15: PRIOR FRAUD' DISHONESTY C]FKCANCELLATION To the best of the knowledge of the Insured, no Employee nor any partner or officer of the Insured has committed any fraudulent or dishonest moi in the service of the Insured or otherwise. If prior to the |smuenm9 of this bond, any fidelity insurance in favor of the Insured or any predecessor in interest of the Insured and covering one or more of the |nouned'o employees ohg|| have been cancelled as to any ofsuch employees by reason of (a) the discovery 0f any fraudulent or dishonest act on the part of such employees, or (b) the giving of written notice Of cancellation by the insurer issuing said fid0||tv inSU[enne' whether the Surety Or not, and if such employees shall not have been reinstated Under the coverage of said fidelity insurance or superseding fidelity insurance, then the Surety oh8U not be /|@b|e under this bond on 8Co0uP1 of such employees unless the Surety shall agree in writing to include such employees within the coverage of this bond. SECTION 16: LOSS NOTICE PROOF LEGAL PROCEEDINGS ^ As soon as practicable, and in no event later than fifteen days after discovery of any fraudulent or dishonestact on the part of any Employee by the Insured eh8U send written notice thereof to the Surety and VN1h|n 120 days after such discovery shall file with the Surety affirmative proof tfloss itemized and duly sworn to. Upon request of the Surety the Insured ah8|| render every assistance, not pecuDiary, to facilitate the investigation and adjustment of any loss. NV suit to recover on account of loss under this bond ShoU be brought beK>na the exp|n3t|OO of8O days from the fi|iDo of proof as aforesaid Vnaccount of such loss, nor after the expiration of45D days from the discovery as aforesaid mf the fraudulent o[ dishonest act causing Such loss. If any ||nO|[8tioD in this bond for giving notice, 0|Og claim or bringing suit is prohibited or made void by any /8xv onntrOU|no the construction of this bond. such |inli[G1iOD oh8U be deemed to be amended So as to be 'equal tO the minimum period of limitation permitted bv such law. Signed, Sealed and Dated =8,ginat4ur A ---I— r F_ t . — ------ PrintorTynoNamenyAMvvney-|n-Faof . F8D0]1 BSB CA(02-12) Copyright 2012; Capitol Transamerica Corporation Page 3of3 ! � ACKNOWLEDGMENT 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 Sacramento ) On � before me, Susan Fournier, Notary Public (insert name and title of the officer) personally appeared Ryan L Tash 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/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) 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. WITNESS my hand and official seal. SU5AN FpUFtN1.�ER� ,fit fi a Gomm.# 19990967 ►fl NOTARY PUBLIC-CALIFORNIA UJ ° S.ACRAMENTO COUNTY MY Comm.ExP,Nov.11,201 Signature (Seal) PLATTE RIVER INSURANCE COMPANY A270044423 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS,That the PLATTE RIVER INSURANCE COMPANY,a corporation of the State of Nebraska,having its principal offices in the City of Middleton.Wisconsin,does make,constitute and appoint Ryan L Tash ' its true and lawful Attorney(s)-in-fact, to make, execute, seal and deliver for and on its behalf, as surety, and as its act and deed, any and all bonds, undertakings and contracts of suretyship, provided that no bond or undertaking or contract of suretyship executed under this authority shall exceed in amount the sum of$50,000.00 for A270044423 on behalf of Itnpec Group,Inc. This bower of Attorney is granted and is signed and sealed by facsimile under-and by the authority of the following Resolution adopted by the Hoard of Directors of PLATTE RIVER INSURANCE COMPANY at a meeting duly called and hold on the 8th day of January,2002. "RESOLVED,that the President,Executive Vice President,Vice President,Secretary or Treasurer,acting individually or otherwise,be and they hereby are granted the power and authorization to appoint by a Power of Attorney for the purposes only of executing and attesting bonds and undertakings,and other writings obligatory in the nature thereof,one or more resident vice-presidents,assistant secretaries and attorney(s)-in-fact,each appointee to have the powers and duties usual to such offices to the business of this company,the signature of such officers and seal of the Company may be affixed to any such power of attorney or to any certificate relating thereto by facsimile, and any such power of attorney or certificate bearing such facsimile signatures or facsimile seal shall be valid and binding upon the Company,and any such power so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking or other writing obligatory in the nature thereof to which it is attached.Any such appointment may be revoked,for cause,or without cause,by any of said officers,at any time. In connection with obligations in favor of the Florida Department of`transportation only,it is agreed that the power and authority hereby given to the Attorney-in-Pact includes any and all consents for the release of 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 State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee,shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attorncy-in-Fact cannot be modified or revoked unless prior written personal notice of such intent has been give to the Commissioner--Department of Highways of the Commonwealth of Kentucky at least thirty(30)days prior to the modification or revocation. IN WITNESS WHEREOF,the PLATTE RIVER INSURANCE COMPANY has caused these presents to be signed by its officer undersigned and its corporate seal to be hereto affixed duly attested,this 81"day of February,2015. Attest: ��tvv}�ttr141RhAfF£ti PLATTE RIVER INSURANCE COMPANY Gary W.Stumper ?, Stephen J.Sills President CEO&President Surety&Fidelity operations STATE OF WISCONSINsrtdrlt�,rt€It€rlttit4�� COUNTY OF DANE S.S.: On the 8th day of February,2015 before me personally came Stephen J.Sills,to me known,who being by me duly sworn,did depose and say:that he resides in the County of New York,State of New York;that he is President of PLATTE RIVER INSURANCE COMPANY,the corporation described in and which executed the above instrument; that he knows the seal of the said corporation;that the seal affixed to said instrument is such corporate seal;that it was so affixed by order of the Board of Directors of said corporation and that he signed his name thereto by like order. �, , ��a�tBt�Alu9u7urr�jt�r � T4 Xl Daniel W.Krueger STATE OF WISCONSIN ''o.,f t7FF�tt `\~* Notary Public,Dane Co.,WI COUNTY OF DANE S.S.: uttfp,id,iyturits"" My Commission Is Permanent I,the undersigned,duly elected to the office stated below,now the incumbent in PLATTE RIVER INSURANCE COMPANY,a Nebraska Corporation, authorized to make this certificate, DO HEREBY CERTIFY that the foregoing attached Power of Attorney remains in full force and has not been revolted;and furthermore,that the Resolution of the Board of Directors,set forth in the Power of Attorney is now in force. Signed and sealed at the City of Middleton,State of Wisconsin this 8th a day of Jul 2015 sesduddtir� r 4 ��,// .............••* \\,*��` Antonio Cehi 'J�t/!1ry/ 7ifi9g1'�� Secretary THIS DOCUMENT HAS BEEN GENERATED FOR A SPECIFIC BOND. IF YOU HAVE ANY (QUESTIONS CONCERNING THE AUTHENTICITY OF THIS DOCUMENT CALL 800-475.4450. PIS-POA(2-13) PUBLIC WORKS DEPARTMENT Roger Lee,Acting Public Works Director CITY HALL 10300 TORRE AVENUE—CUPERTINO, CA 95014-3266 C U P E RT I N O (408)777-3354—FAX(408)777-3333 June 12, 2019 Mr. Raffy Espiritu, CEO &President IMPEC Group, Inc. 3350 Scott Boulevard,Building 8 Santa Clara, CA 95054 Dear Mr. Espiritu, In 2015 the City of Cupertino solicited competitive bidding for contractors to provide janitorial services at various public buildings throughout the City. The term of the awarded contract was for three years, with an option to extend the term year to year for up to five years total. The schedule of bid prices for the awarded contract was itemized among scopes of work for twenty various City facilities. The bid prices for these various City facilities were lump sum and inclusive of all labor and materials necessary to complete the janitorial services specified in the contract. In 2017, due to increases in the City minimum wage ordinance No. 2151, a first amendment to the contract was executed. This amendment detailed compensation through the time period of June 2018 and included methodology on how to calculate compensation through June 2020. In June 2018, due to additional increases based on the San Francisco Consumer price index and an increase in the minimum wage,both parties agreed to increase the compensation from July 2018 through June 2019. Due to the good performance of IMPEC Group, Inc. in providing janitorial services to the City, the City desires to exercise the option to extend the agreement through June 2020. Please refer to paragraph 3.1 Contract Time of the first amendment. This extension will be subject to the same provisions as the original agreement as amended on January 24, 2017, including an increase or decrease in compensation paid to IMPEC Group, Inc. Specifically, the amendment states that, any such renewal shall contain the same provisions as the original agreement, including an increase or decrease in material compensation paid to the Contractor based only on the San Francisco Consumer Price Index (CPI-U) for June 2019 as compared to June 2017 and up to $4200 additional per month for every$1 increase in minimum wage above $13.50 per hour. By signing and returning this original document, IMPEC Group, Inc. is agreeing to this one year extension through June 30, 2020, per the original terms of the 2015 Janitorial Services (Project No. 2015-23) and as amended by the first amendment dated January 24, 2017. Attachment A displays the cost breakdown for each site (including compensation and materials) and the difference in costs for the period of July 1, 2019 through December 31, 2019, and for the period of January 1,2020 through June 30,2020. This increase includes a 3.5% CPI adjustment for materials and application of minimum wage increases. Thank you for your service. IMPEC Group, Inc. 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