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16-006 HMH Engineers, Inc., Consultant Services for Service Center Parking Lot ModificationsAGREEMENT BETWEEN THE CITY OF CUPERTINO AND HMH ENGINEERS, INC. FOR CONSULTANT SERVICES FOR SERVICE CENTER PARKING LOT MODIFICATIONS ~ 1+h I THIS AGREEMENT, for reference dated J 0\""' I 20_l t:>_, is by and between CITY OF CUPERTINO, a municipal corporation (hereinafter referred to as "City"), and HMH Engineers, Inc., a California corporation, whose address is 1570 Oakland Road, San Jose, California 95131 (hereinafter referred to as "Consultant"), and is made with reference to the following: RECITALS: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California and the Cupertino Municipal Code. B. Consultant is specially trained, experiooced and competent to perform the special services which will be required by this Agreement; and C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein. D. City and Consultant desire to enter into an agreement for design, bid and construction services for the Service Center Parking Lot Modification project upon the terms and conditions herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM: The term of this Agreement shall commence on the date this agreement is executed and shall terminate on June 30, 2016, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED: Consultant shall perform each and every service set forth in Exhibit "A" titled "Scope of Services" which is attached hereto and incorporated herein by this reference. 3. SCHEDULE OF PERFORMANCE: The services of Consultant are to be completed according to the schedule set out in Exhibit B, titled "Schedule of Performance", which is attached hereto and incorporated herein by this reference. Pagel of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications 4. COMPENSATION TO CONSULTANT: The maximum compensation to be paid to Consultant under this agreement shall not exceed TWENTY ONE THOUSAND DOLLARS ($21,000). The rate of payment is set out in Exhibit C, titled "Compensation", which is attached hereto and incorporated herein. Consultant shall furnish to City a detailed statement of the work performed for compensation during the term of this Agreement. Consultant may submit monthly invoices for interim progress payments during the course of each phase, clearly stating as a minimum the total Contract amount, amount paid to date, percent complete and amount due. 5. TIME IS OF THE ESSENCE: Consultant and City agree that time is of the essence regarding the performance of this Agreement. 6. STANDARD OF CARE: Consultant agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personne-1 who are not employed by the City nor have any contractual relationship with City. 7. INDEPENDENT PARTIES: City and Consultant intend that the relationship between them created by this Agreement is that of employer-independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by City to its employees, including but not limited to, unemployment insurance, workers' compensation plans, vacation and sick leave are available from City to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any fees due Consultant. Payments of the aboye items, if required, are the responsibility of Consultant. 8. IMMIGRATION REFORM AND CONTROL ACT (IRCA): Consultant assumes any and all responsibility for verifying the identity and employment authorization of all of his/her employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Consultant shall indemnify and hold City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Consultant. Page2of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications 9. NON-DISCRIMINATION: Consistent with City's policy that harassment and aiscrimination are unacceptable employer/employee conduct, Consultant agrees that harassment or discrimination directed toward a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, or sexual orientation will not be tolerated. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. 10. PROJECT COORDINATION: CITY: Director of Public Works shall be representative of City for all purposes under this Agreement. John Raaymakers, Public Works Project Manager, is hereby designated as the Director of Public Works' designee and Project Manager, and shall supervise the progress and execution of this Agreement. CONSULT ANT: Consultant shall assign a single Consultant Project Manager to have overall responsibility for the progress and execution of this Agreement for Consultant. Should circumstances or conditions subsequent to the execution of the Agreement require a substitute Consultant Project Manager for any reason, the Consultant Project Manager designee shall be subject to the prior written acceptance and approval of the City Project Manager. The designated Consultant Project Manager shall be Jon Cacciotti. 11. HOLD HARMLESS: A. Indemnity Obligations Subject to Civil Code Section 2782.8. 1. Where the law establishes a standard of care for Consultant's professional services, and to the extent the Consultant breaches or fails to meet such established standard of care, or is alleged to have breached or failed to meet such standard of care, Consultant shall, to the fullest extent allowed by law, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant or Consultant's employees, officers, officials, agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation. Consultant shall not be obligated under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City, its agents or employees. Page3of 12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications 2. Notwithstanding the foregoing, the Consultant has no duty to provide or to pay for an up'."front defense against unproven claims or allegations, but shall pay or reimburse the City for its reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation to the extent caused by the negligence, recklessness, or willful misconduct of Consultant or its employees, officers, officials, agents or independent contractors. However, the Consultant shall provide its immediate and active cooperation and assistance to the City, at no additional cost to the City, in analyzing, defending, and resolving such claims. B. Claims for Other Liability. For all liabilities other than those included within paragraph A. above, Consultant shall, to the fullest extent allowed by law, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers against any and all liability, claims, actions, causes of action or demands whatsoever from and against any of them, including any injury to or death of any person or damage to property or other liability of any nature, that arise out of, pertain to, or relate to the performance of this Agreement by Consultant or Consultant's employees, officers, officials, agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation. Consultant shall not be obligated under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City, its agents or employees. C. Claims involving intellectual property. In addition to the obligations set forth in (A) and (B) above, Consultant shall indemnify, defend, and hold the City, its elected and appointed officers, employees, and volunteers, harmless from and against any Claim in which a violation of intellectual property rights, including but not limited to copyright or patent rights, is alleged that arises out of, pertains to, or relates to Consultant's negligence, recklessness or willful misconduct under this Agreement. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation. 12. INSURANCE: On or before the commencement of the term of this Agreement, Consultant shall furnish City with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with paragraphs 12A, B, C, D and E. Such certificates, which do not limit Consultant's indemnification, shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days' advance written notice to the City of Cupertino by certified mail, Attention: City Manager." It is agreed that Consultant shall maintain in force at all times during the Page4of 12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to City and licensed to do insurance business in the State of California. Endorsements naming the City as additional insured shall be submitted with the insurance certificates. A. COVERAGE: Consultant shall maintain the following insurance coverage: (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liability: Commercial general liability coverage in the following minimum limits: Bodily Injury: Property Damage: $500,000 each occurrence $1,000,000 aggregate -all other $100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of $1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: Comprehensive automotive liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence or Combined Single Limit: $500,000 each occurrence (4) Professional Liability: Professional liability insurance which includes coverage for the professional acts, errors and omissions of Consultant in the amount of at least $1,000,000. B. SUBROGATION WAIVER: Consultant agrees that in the event of loss due to any of the perils for which he/she has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. Pages of 12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications C. FAILURE TO SECURE: If Consultant at any time during the term hereof should fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the Consultant's name or as an agent of the Consultant and shall be compensated by the Consultant for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid. D. ADDITIONAL INSURED: City, its City Council, boards and commissions, officers, employees and volunteers shall be named as an additional insured under all insurance coverages, except any professional liability insurance, required by this Agreement. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy. E. SUFFICIENCY OF INSURANCE: The insurance limits required by City are not represented as being sufficient to protect Consultant. Consultant is advised to confer with Consultant's insurance broker to determine adequate coverage for Consultant. 13. CONFLICT OF INTEREST: Consultant warrants that it is not a conflict of interest for Consultant to perform the services required by this Agreement. Consultant may be required to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations. 14. PROHIBITION AGAINST TRANSFERS: Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money by Consultant from City under this Agreement may be assigned to a bank, trust company or other financial institution without prior written consent. Written notice of such assignment shall be promptly furnished to City by Consultant. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall Page 6of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications be construed as an assignment of this Agreement. Control means fifty percent (50%) or more of the voting power of the corporation. 15. SUBCONTRACTOR APPROVAL: Unless prior written consent from Oty is obtained, only those people and subcontractors whose names are included in this Agreement shall be used in the performance of this Agreement. In the event that Consultant employs subcontractors, such subcontractors shall be required to furnish proof of workers' compensation insurance and shall also be required to carry general, automobile and professional liability insurance in reasonable conformity to the insurance carried by Consultant. In addition, any work or services subcontracted hereunder shall be subject to each provision of this Agreement. 16. PERMITS AND LICENSES: Consultant, at his/her sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses including, but not limited to, a City Business License, that may be required in connection with the performance of services hereunder. 17. OWNERSHIP OF WORK: A. Any interest (including copyright interests) of Consultant and its subconsultants in each and every study, document, report, draft, memoranda, work product, map, record, plan, drawing, specification and other deliverable, in any medium prepared or created by Consultant or its subconsultants pursuant to or in connection with this Agreement, shall be the exclusive property of City. To the extent permitted by Title 17 of U.S. Code, all work product prepared or created under this Agreement shall be deemed works for hire and all copyrights in such works shall be the property of City. In the event that it is ever determined that any works prepared or created by Consultant or any subconsultant under this Agreement are not works for hire under U.S. law, Consultant hereby assigns to City all copyrights to such works when and as created. With Owner's prior written approval, Consultant may retain and use copies of such works for reference and as documentation of its experience and capabilities and in its promotional materials. With respect to Consultant's standard details, Consultant may retain the copyright, but grants to City a perpetual non-exclusive license to use such details in connection with the Project. B. Without limiting any other City right to any of the works prepared or created by Consultant or its subconsultants, all works may be used by City in execution or implementation of: (1) The original Project for which Consultant was hired; (2) Completion of the original Project by others; (3) Subsequent additions to the original project; and/or (4) Other City projects as appropriate. Page 7of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications C. Any City reuse of works shall be subject to California Business and Professions Code Sections 5536.25, 6735, 6735.3 or 6735.4, if and to the extent applicable. Any City reuse of works for any purpose other than those in B(l) through B(3) above, and any modifications to any of the works, shall be at City's sole risk and expense. D. Consultant shall, at such time and in such form as City may require, furnish reports concerning the status of services required under this Agreement. E. All written work required to be provided by this Agreement (other than large-scale architectural plans and similar items) shall be printed on recycled paper and shall be copied on both sides of the paper except for one original, which shall be single sided. F. No work, information or other data given to or prepared created or assembled by Consultant or any of its subconsultants pursuant to this Agreement, shall be made available to any individual or organization by Consultant or any subconsultant without prior approval by City. G. Electronic and hard copies of Consultant's work product shall constitute the Project deliverables. Plans shall be in CAD and PDF formats, and other documents shall be in Microsoft Word and PDF formats. 18. RECORDS: Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to such books and records to the representatives of City or its designees at all proper times, and gives City the right to examine and audit same, and to make transcripts there from as necessary, and to allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained for a period of three (3) years after receipt of final payment. If supplemental examination or audit of the records is necessary due to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of contract or failure to act in good faith, then Consultant shall reimburse City for all reasonable costs and expenses associated with the supplemental examination or audit. Page8of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications 19. NOTICES: All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States Mail, postage prepaid, registered or c~rtified, addressed as hereinafter provided. All notices, demands, requests, or approvals from Consultant to City shall be addressed to City at: City of Cupertino 10300 Torre Ave. Cupertino CA 95014 Attention: John Raaymakers All notices, demands, requests, or approvals from City to Consultant shall be addressed to Consultant at: HMH 1570 Oakland Road San Jose, CA 95131 Attention: William Wagner 20. TERMINATION: In the event Consultant fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the performance of this Agreement. If such default is not cured within the time specified after receipt by Consultant from City of written notice of default, specifying the nature of such default and the steps necessary to cure such default, City may terminate the Agreement forthwith by giving to the Consultant written notice thereof. City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to Consultant as provided herein. Upon termination of this Agreement, each party shall pay to the other party that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. In the event of termination, Consultant shall deliver to City, copies of all reports, documents, and other work performed by Consultant under this Agreement. 21. COMPLIANCES: Consultant shall comply with all state or federal laws and all ordinances, rules and regulations enacted or issued by City. A. PREVAILING WAGES: To the extent applicable, Contractor shall comply with the City's Labor Compliance Program and all other requirements set forth in Labor Code section 1770 et seq. Contractor shall pay prevailing wages. Contractor will submit monthly certified payroll records to the City for all employees and subcontractors in a preapproved format or a City provided form. Any delay in Page 9of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications remitting certified payroll reports to the City upon request from the City will result in either delay and/or forfeit of outstanding payment to Contractor. B. WORKING DAY: To the extent applicable, Contractor shall comply with California Labor Code Section 1810, et seq. which provides that work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, must be compensated as overtime, at not less than 1 Vz times the basic rate of pay. C. PAYROLL RECORDS: To the extent applicable, Contractor shall comply with California Labor Code Section 1776 which requires certified payroll records be maintained with the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with this Agreement. The Payroll Records shall be made available for inspection as provided in California Labor Code Section 1776. D. APPRENTICES: To the extent applicable, Contractor shall comply with California Labor Code Section 1777.5 regarding apprentices. 22. CONFLICT OF LAW: This Agreement shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities.) Any suits brought pursuant to this Agreement shall be filed with the courts of the County of Santa Clara, State of California. 23. ADVERTISEMENT: Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from City to do otherwise. 24. WAIVER: A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. 25. INTEGRATED CONTRACT: This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or Page 10of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 26. GIFTS: A. Consultant is familiar with City's prohibition against the acceptance of any gift by a City officer or designated employee, which prohibition is found in City Administrative Procedures. B. Consultant agrees not to offer any City officer or designated employee any gift prohibited by the Administrative Procedures. C. The offer or giving of any prohibited gift shall constitute a material breach of this Agreement by Consultant. In addition to any other remedies, City may have in law or equity, City may terminate this Agreement for such breach as provided in Section 20 of this Agreement. 27. INSERTED PROVISIONS: Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not inserted or is not correctly inserted, the Agreement shall be amended to make such insertion on application by either party. 28. CAPTIONS: The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement. Page 11of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications P.O. No.: ?.o/ b -L\ \ ~ IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CONSULTANT Title Vte.e fJ.~,'~ Date ~IA .. 4, -Ulfl Tax LD. No.: q4 .. '1-J2-oqn Address: /570 Oafc.ftA,,df2.e/ ~~~~ OA ~~t3/ CITY OF CUPERTINO A Municipal Corporation Bye;: ~-....,s-- Timm Borden, Director of Public Works Date \ J H /J So f I APPROVED AS TO FORM: i Cheste~City Attorney ATTEST: ~~ ,'dJ (-(!{-((,, Grace Schmidt, City Clerk Contract Amount: $21,000 Account No.: 420-99-025-900-905-SVCT 002-02-02 Page 12 of12 City of Cupertino HMH Engineers, Inc. Agreement Service Center Parking Lot Modifications EXHIBITA SCOPE OF SERVICES CONSULTANT shall perform professional services as detailed in the following sections related to the design, bidding, and construction for parking lot modifications at the City of Cupertino Service Center. SECTIONl. GENERAL A. General PROJECT Description: The PROJECT involves design development, construction document preparation, bid support, and construction administration services for the removal of an existing loading dock. The changes include removing the loading dock ramp, building up the area to be level with the adjoining parking lot, paving, and striping to delineate the new use of the area. The amount available for construction of the PROJECT, including contingencies for design, bidding and price escalations, but excluding compensation to CONSULTANT, and construction management consultant is approximately ($95,000) NINETY FIVE THOUSAND DOLLARS ("CONSTRUCTION BUDGET"). B. General Performance Requirements: 1. The performance of all services by CONSULTANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this Scope of Services and the standard of care provisions contained in this AGREEMENT. 2. The CITY's Department of Public Works shall manage the PROJECT and this AGREEMENT. CONSULTANT shall receive final direction from the CITY' s Director of Public Works or his/her authorized designee (hereinafter collectively "CITY") only. The CITY shall resolve any conflicting direction from other groups, departments or agencies. 3. CONSULTANT shall coordinate this Scope of Services with the CITY as well as with other CITY consultants and contractors, as needed or as directed by the CITY. CONSULTANT shall schedule meetings and prepare meeting agendas and minutes for all PROJECT meetings. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSULTANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. CONSULTANT shall coordinate all responses to comments through the CITY. 4. CONSULTANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. HMH Agreement Service Center Parking Lot Modifications ' Exhibits Page 1 ofll CONSULTANT shall not substitute any team members without the prior approval of the CITY. 5. CONSULTANT's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly process of the work. The schedule for the performance included in EXHIBIT B may be adjusted by mutual agreement. 6. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY, research applicable design criteria, and communicate with members of the PROJECT team. 7. When the CITY determines that the PROJECT requirements have been sufficiently identified, CONSUL TANT shall prepare and update a PROJECT schedule for the CITY at the beginning of each TASK as defined in SECTION 2 - "TASK" of this EXHIBIT A. The PROJECT schedule shall identify milestone dates for decisions required of the CITY, design services furnished by CONSULTANT and CONSULTANT's SUBCONSULTANTS, dates of reviews and approvals required by all governmental agencies that have jurisdiction over the PROJECT, deliverables to be furnished by CONSULTANT, completion of documentation provided by CONSULTANT, commencement of construction and substantial completion of the construction of the PROJECT, and as identified in the exhibits under this AGREEMENT. 8. CONSULTANT shall submit construction documents to the CITY, according to SECTION 2-"TASKS", of this EXHIBIT A for purposes of evaluation and approval by the CITY. The CITY will review the documents during each phase. CONSUL TANT will meet with the CITY for progress review at various stages of the PROJECT. CONSULTANT will be responsible for causing the appropriate SUBCONSULTANT(S) to attend any meetings included in this SCOPE OF SERVICES. CONSULTANT shall make revisions to the construction documents as required for each task in a timely manner. 9. CONSULTANT shall assist the CITY, as requested by the CITY, in connection with the CITY's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the PROJECT, including submitting to the CITY' s Building Department for a building permit if required. 10. CONSULTANT shall prepare and present to the CITY an Organization Chart, Directory, and Communication Flow Chart at the PROJECT Kick-Off Meeting. This meeting shall introduce team members, establish routes of communication, and discuss the participants' roles, responsibilities, and authority. HMH Agreement Service Center Parking Lot Modifications Exhibits Page2 ofll C. Estimate of Probable Construction Cost: CONSULTANT shall be responsible to design the PROJECT and provide an Estimate of Probable Construction Cost consistent with the following procedures and requirements. 1. CONSULTANT shall be responsible for designing the PROJECT so that the Estimate of Probable Construction Cost is less than or equal to the CONSTRUCTION BUDGET established by the OTY for the PROJECT. The Project Construction Budget shall be provided by the CONSULTANT as a summary sheet with submittal of each required Estimate of Probable Construction Cost, showing comparisons of cost evolution for the PROJECT. As the design process progresses CONSULTANT shall update and refine the Estimate of Probable Construction Cost as required in SECTION 2 -"SCOPE OF SERVICES" of this EXHIBIT A. CONSULTANT shall advise the OTY in writing of any adjustments to previous Estimates of Probable Construction Cost indicated by changes in PROJECT requirements or general market conditions. 2. Should the Estimate of Probable Construction Cost exceed the CONSTRUCTION BUDGET, CONSULT ANT shall, during the design phases of the project, revise, without additional cost to the CITY, the design documents and/or Construction Documents incorporating scope and quality changes to reduce the estimated costs for construction, to within the CONSTRUCTION BUDGET. CONSULTANT shall make changes only as approved by the CITY in writing. Reductions in scope may be required to meet the CITY' s budget, and the OTY will not unreasonably withhold permission for such reductions in scope in order for the CONSULTANTS to meet the budget. Notwithstanding the foregoing, to the extent the Estimate of Probable Construction Cost exceeds the CONSTRUCTION BUDGET due to any program, design or budget changes, initiated and authorized by the OTY which are beyond CONSULTANT's control, any changes required in the design documents, shall be considered as Additional Services as noted in EXHIBIT C of this AGREEMENT. 3. In preparing the Estimate of Probable Construction Cost, CONSULTANT, in consultation with the CITY, shall do each of the following: (a) include contingencies for design, bidding, and price escalations to determine which materials, equipment, component systems and type of construction are to be included in the PROJECT, and (b) make reasonable adjustments and/or to value engineer various items in all required submittal cost estimates of the PROJECT, including alternate bids, in order to adjust the estimated construction cost to be less than or equal to the CONSTRUCTION BUDGET. 4. If bidding has not commenced within 90 days after CONSULTANT submits the Construction Documents to the OTY, CONSULTANT shall adjust the Estimate of Probable Construction Cost to reflect changes in the general level of prices in the construction industry. This will be an additional service. HMH Agreement Service Center Parking Lot Modifications Exhibits Page 3of11 5. CONSUL TANT shall identify, develop and incorporate into the Construction Documents "Add or Deduct Alternate" construction cost elements that may be chosen to meet the City's budget. Alternates shall be approved by the CITY before being incorporated into the Construction Documents. 6. Should the lowest responsive bid exceed the CONSTRUCTION BUDGET by more than fifteen percent (15%), CONSULTANT shall, if directed by the CITY, submit without additional cost to the CITY, revised Construction Documents reflecting changes, approved by the CITY, to reduce the Construction Costs to within the CONSTRUCTION BUDGET. The CITY acknowledges that the CONSULTANT does not control market conditions and agrees that they may allow reductions in scope in order to meet the CITY' s construction budget. SECTION 2. TASKS TASK #1: SITE INVESTIGATION This task shall include the following items: • Kickoff meeting with CITY. (1 meeting) • Review of background information and record drawings. • Perform topographic survey of existing facilities. • Merge data from record drawings and topographic survey on to CONSULTANTS format. • Deliverables: Meeting notes TASK #2: CONSTRUCTION DOCUMENTS: This task shall include the following items: • Prepare 50% progress plan set including the following: cover sheet; general notes/specifications; appropriate standard details; demolition plan; grading/drainage/utility plan; site improvement plan; BMP sheet (CITY supplied); Estimate of Probable Construction Cost. Plan set shall be on 22" x 34" for full size and 11" x 17" scalable at 50%. Submittal shall be in pdf format. • Meet with CITY to discuss proposed improvements. (1 meeting) • Update and revise the 50% submittal of plans based on review comments from CITY and further developing of detailed design. • Prepare pre-final estimate of probable construction cost. • Meeting with CITY to discuss pre-final review comments. (1 meeting) • Prepare final construction documents based on further design development and pre- final review comments. Provide CITY with one full size stamped and signed set of plans as well as pdf and AutoCAD format electronic copies. Prepare final estimate of probable construction cost, provide in MS Excel and pdf electronic formats. HMH Agreement Service Center Parking Lot Modifications Exhibits Page 4of11 • Deliverables: o 50% Plans and estimate of probable cost (hard /electronic copies) o Pre-final plans and estimate of probable cost (hard /electronic copies) o Final plans and estimate of probable cost (hard /electronic copies) o Meeting notes TASK #3: BID PERIOD AND CONSTRUCTION ADMINISTRATION: This task shall include the following items: • Respond to bidder's question by assisting CITY with Addendum issuing.(1 budgeted) • Review Shop Drawings and Material Submittals. (3 budgeted) • Attend Construction Kickoff Meeting. (1 budgeted) • Respond to RFI(s). (1 budgeted) • Deliverables: o Responses to bidder questions and RFI~ o Written responses to submittals reviewed o Meeting notes TASK #4: RECORD DRAWINGS: This task shall include the following items: • Prepare Record Drawing from Contractor as-built mark up. • Provide one (1) 22" x 36" hard copy as well as pdf and AutoCAD format electronic copies of the final record drawings. • Deliverables: o Project record drawings (hard/electronic copies) ADDITIONAL SERVICES Consultant services beyond the work in these tasks may be provided by CONSULTANT as Additional Services only if such Additional Services are authorized in writing by the CITY in advance. An Additional services amount of ONE THOUSAND SIX HUNDRED AND FORTY THREE DOLLARS ($1,643) is made a part of this agreement. Additional services may be paid for as a negotiated maximum not to exceed amount or by a time and materials cost accounting with a maximum not to exceed. HMH Agreement Service Center Parking Lot Modifications Exhibits Page5 ofll EXHIBITB SCHEDULE OF PERFORMANCE CONSULTANT shall complete all work by June 30, 2016. The following sets forth the distribution of CONSUL TANT' s Schedule of Performance for each project. The CITY may approve in writing the extension of any milestone date set in this Exhibit. Task #1 Site Investigation Task#2 Construction Documents Task #3 Bid Period and Construction Administration Task #4 Record Drawings Page 6 ofll HMH Agreement Service Center Parking Lot Modifications Exhibits - C I ' omp etion 3 weeks after Notice to Proceed (NTP) for this work 4 weeks after completion of Task #1 7 weeks after start of project advertisement 2 weeks after acceptance of work A. Maximum Compensation. EXHIBITC COMPENSATION The CITY agrees to compensate CONSULTANT for professional services performed in accordance with the terms and conditions of this AGREEMENT. The maximum amount of compensation to be paid to CONSUL TANT under this AGREEMENT, including both payment for professional services, additional services and reimbursable expenses, shall not exceed TWENTY ONE THOUSAND DOLLARS ($21,000). CONSULTANT agrees that it shall perform all of the services set forth in Exhibit A of this AGREEMENT, except for additional services required pursuant to Section 2, TASKS and inclusive of reimbursable expenses, for the maximum not to exceed amount of NINETEEN THOUSAND THREE HUNDRED AND FIFTY SEVEN DOLLARS ($19,357). The maximum amount of Additional Services are authorized under Section G of this EXHIBIT C is ONE THOUSAND SIX HUNDRED AND FORTY THREE DOLLARS ($1,643). B. Method of Payment For Task Nos. 1through4 CONSULTANT shall, during the term of this AGREEMENT, invoice the CITY monthly based upon a percentage of completion of each milestone set forth below in the Payment Schedule (Schedule D below) for services performed, and reimbursable expenses incurred if applicable, in completing that milestone under this AGREEMENT. (Hereinafter "Invoice.") Provided CONSULTANT has completed the services and incurred the reimbursable expenses covered by the Invoice in accordance with the provisions of this AGREEMENT, as determined by the CITY, the CITY shall pay CONSULTANT the amount shown on the Invoice within thirty (30) working days of receipt of the Invoice. The Invoice shall be based on the percentage of milestone completed, and it shall describe the topics and tasks completed during the Invoice period in accordance with the Budget Schedule and Payment Schedule set forth below. The Invoice shall list work completed and reimbursable expenses if applicable, in accordance with the Budget Schedule and Payment Schedule set forth below. CONSULTANT also shall include supporting documents for any reimbursable expenses. The Invoice shall also show the total to be paid for the Invoice period. HMH Agreement Service Center Parking Lot Modifications Exhibits Page 7 ofll C. Budget Schedule The Budget Schedule for this AGREEMENT shall be as follows: Task #1 Task #2 Task #3 Task Description Site Investigation Construction Documents Bid Period and Construction Administration Task #4 Record Drawings Additional Services TOTAL Task Compensation 4,089 11,768 2,492 1,008 1,643 $21,000 CONSUL TANT shall not exceed any of the specified budget amounts for any Task without prior written authorization from the CITY. The CITY may approve in writing the transfer of budget amounts between any of the Tasks listed above provided the total AGREEMENT amount does not exceed TWENTY ONE THOUSAND DOLLARS ($21,000). HMH Agreement Service Center Parking Lot Modifications Exhibits Page 8 of11 D. Payment Schedule The Payment Schedule for this AGREEMENT shall be as follows: MILESTONE Task #1 -Design Development Review and merging of plans Topographic survey Task #2 -Construction Documents 50% Plans and estimate of probable construction costs Pre-final Plans and estimate of probable construction costs Final Plans and estimate of probable construction costs Task #3 -Bid Period and Construction Administration Services A ward of Contract for construction Construction completion Task #4 Record Drawings Completion and submittal of project record drawings E. Subconsultant Services. PERCENT OF TASK COMPENSATION PAID UPON COMPLETION OF MILESTONE 40% 60% 40% 30% 30% 30% 70% 100% CONSULTANT is directly responsible for any payment for SUBCONSULTANT work on this PROJECT. SUBCONSULTANT work on this PROJECT is included in the Budget Schedule shown above and shall be billed to the CITY by CONSUL TANT as part of the Basic Services. F. Reimbursable expenses. Reimbursable expenses are included in CONSULTANT's lump sum compensation, including, but not limited to, any expenses related to CONSULTANT's internal plan checks, CAD test prints, 8 1/2" x 11" copies or fax copies. Plotting and Printing for public distribution will be the responsibility of the CITY. There are no separate reimbursable expenses for Basic Services performed under Tasks 1-4 of EXHIBIT A. HMH Agreement Service Center Parking Lot Modifications Exhibits Page 9 ofll G. Additional Services. CONSUL TANT shall not perform Additional Services without prior written authorization of the CITY. Additional Services shall be separately negotiated to be paid on a lump sum or a time and material basis at the rates set forth herein, as authorized by the CITY. The CITY has set aside the sum of ONE THOUSAND SIX HUNDRED AND FORTY THREE DOLLARS ($1,643) for the payment of Additional Services. The CITY shall not authorize and CONSULTANT shall not perform any Additional Services that result in charges in excess of the above amount. CONSULTANT shall submit an Invoice to the CITY for payment on a monthly basis for authorized Additional Services rendered during the previous month. In the event Additional Services are authorized, CONSULTANT shall submit Invoices in accordance with the CONSULTANT hourly rate schedule attached to this EXHIBIT C. The rates shown in the EXHIBIT C-1 sall stay in effect during the full term of the contract. The CITY shall pay Additional Services Invoices as provided in this EXHIBIT C. HMH Agreement Service Center Parking Lot Modifications Exhibits Page 10 ofll EXHIBITC-1 CONSULTANT HOURLY RATES FOR ADDITONAL SERVICES HMH Engineers, Inc. Principal $200 per hour Civil Engineering or Land Surveying Manager $172 per hour Senior Civil Engineering or Land Surveying Manager $192 per hour Land Development Manager $168-240 per hour Senior Planner $194 per hour Senior Civil Engineer, Land Surveyor, or Landscape Architect $156 per hour Design Specialist $148-180 per hour Project Planner $174 per hour Project Civil Engineer, Land Surveyor, or Landscape Architect $146 per hour Project Arborist $136 per hour Engineer, Planner, Surveyor, or Landscape Designer $138 per hour Assistant Engineer, Surveyor, Planner, or Landscape Designer $126 per hour Junior Engineer, Surveyor, Planner, or Landscape Designer $116 per hour Senior Technician $130 per hour Project Technician $120 per hour Technician $112 per hour Assistant Technician $102 per hour Junior Technician $86 per hour Project Support Staff $84 per hour Field Services 2-Man Field Crew 3-Man Field Crew 1-Man Field Crew Senior Field Engineer HMH Agreement Service Center Parking Lot Modifications Exhibits Page11 of11 $236 per hour $310 per hour $164 per hour $156 per hour Client#: 164 HMHENGIN ACORDrM CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) 1/06/2016 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 2R~~~cT Doris A. Chambers Dealey, Renton & Associates fl)gNJo Extl: 510 465-3090 I E{)~ Nol: 510 452-2193 P.O. Box 12675 2~D"}{~ss: dchambers@dealeyrenton.com Oakland, CA 94604-2675 INSURER(S) AFFORDING COVERAGE NAIC# 510 465-3090 David C. Eckman INSURER A: Travelers Indemnity Co. of Conn 25682 INSURED INSURER B: Travelers Property Casualty Co 25674 HMH Engineers INSURER c: American Automobile Ins. Co. 21849 1570 Oakland Road INSURER D: Catlin Insurance Company, Inc. 19518 San Jose, CA 95131 INSURER E: Hartford Fire Ins. Co. 19682 INSURER F: COVERAGES CERTIFICATE NUMBER: 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 DESCRIB.ED 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 ,~~MgMY,Y,, 1~~15g/y?~Y1 LIMITS LTR INSR WVD POLICY NUMBER A GENERAL LIABILITY x x 6808945L873 03/29/2015 03/29/2016 EACH OCCURRENCE $1 000 000 -~~~t\f§H?E~~~J,\Wence 1 2 COMMERCIAL GENERAL LIABILITY $1 000 000 ~ CLAIMS-MADE ~ OCCUR MED EXP (Any one person) $10 000 ~ PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 r-- GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG $2,000,000 n IXlPRO-nwc $ POLICY JECT E AUTOMOBILE LIABILITY x x 57UEGAT0879 03/29/2015 03/29/2016 COMBINED SL~GLE LIMIT $1,000,000 IEa accident) - X ANYAUTO BODILY INJURY (Per person) $ -ALL OWNED ~ SCHEDULED BODILY INJURY (Per accident) $ -AUTOS -AUTOS x x NON-OWNED iP~?~~c~cfu~1?AMAGE $ HIRED AUTOS AUTOS -r--$ B __l(_ UMBRELLA LIAB rx-1 OCCUR x x CUP8673Y778 03/29/2015 03/29/2016 EACH OCCURRENCE $5 000 000 EXCESS LIAB CLAIMS-MADE AGGREGATE $5 000 000 OED I I RETENTION $ $ c WORKERS COMPENSATION x WZP81028149 09/01/2015 09/01/201€ x l'i'."r?R~T~W;:" I lnH-AND EMPLOYERS' LIABILITY y IN $1 000 000 ANY PROPRIETOR/PARTNER/EXECUTIVE[NJ E.L. EACH ACCIDENT OFFICER/MEMBER EXCLUDED? N N/A (Mandatory In NH) E.L. DISEASE -EA EMPLOYEE $1,000 000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $1,000,000 D Professional AED6846170316 Kl3/29/2015 03/29/2016 $2,000,000 per Claim Liability $4,000,000 Anni Aggr. DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space is required) GENERAL LIABILITY POLICY EXCLUDES CLAIMS ARISING OUT OF THE PERFORMANCE OF PROFESSIONAL SERVICES. RE: All operations of the Named Insured. City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers are named as Additional Insured to General and Auto Liability per policy form wording. Waiver of Subrogation applies (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 103'oo Torre Avenue ACCORDANCE WITH THE POLICY PROVISIONS. Cupertino, CA 95014 AUTHORIZED REPRESENTATIVE I #lg __ -~-l. (J_ ~ ~-...PJ""'""ll' ·-© 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) 1 of 2 The ACORD name and logo are registered marks of ACORD #S1585567/M1428542 OTMP1 DESCRIPTIONS (Continued from Page 1) to General Liability, Auto Liability and Worker's Compensation coverage per policy form wording. Notice of Cancellation: It is understood and agreed that in the event of cancellation of the policy for any reason other than non-payment of premium, 30 days written notice will be sent to the certificate holder by mail. In the event the policy is cancelled for non-payment of premium, 10 days written notice will be sent to the above. SAGITTA 25.3 (2010/05) 2 of 2 #S1585567/M1428542 POLICY NUMBER: 6808945L873 COMMERICAL GENERAL LIABILITY ISSUE DA TE: 03/29/2015 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE NAME OF PERSON(S) OR ORGANIZATION(S): Cityofcupertino 10300 Torre Avenue Cupertino, CA 95014 PROJECT/LOCATION OF COVERED OPERATIONS: NAME OF ADDITIONAL INSURED PERSON(S) OR ORGANIZATION(S), CONT: City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers PROVISIONS A The following is added to WHO IS AN INSURED (Section II): The person or organization shown in the Sch ed- ule above is an additional insured on this Cover- age Part, but only with respect to liability for bod- ily injury", 'property damage" or 'personal injury caused, in whole or in part, by your acts or omis - sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing oper- ations; b. In connection with premises owned by or rented to you; or C. In connection with your work and included within the "products -completed operations hazard." Such person or organization does not qualify as an additional insured for "bodily injury", "property damage" or "personal injury' for which that person or organization has assumed liability in a contract or agreement. CG 03 82 09 07 The insurance provided to such additional insured is limited as follows: d. This insurance does not apply to the render- ing of or failure to render any "professional services". e. The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed in that 'contract or agreement requir- ing insurance" to provide for that additional insured, or the limits shown in the Declarations for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the LIMITS OF INSURANCE (Section Ill) for this Coverage Part. B. The following is added to Paragraph a. of 4. other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a contract or agreement requiring insurance that, for the addi- tional insured shown i1 the Schedule, the insur- ance provided to that additional insured under this Page I © 2007 The Travelers Companies, Inc. Includes the copyrighted material of Insurance Services Office Inc., with its permission COMMERICAL GENERAL LIABILITY Coverage Part must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have entered into that "contract or agreement requiring insurance" for such additional insured. But this insurance still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when the additional insured is also an additional insured under any other insurance. C. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): We waive any rights of recovery we may have against the additional insured shown in the Schedule above because of payments we make for "bodily injury", "property damage" or "personal CG D3 82 09 07 injury" arising out of "your work" on or for the project, or at the location, shown in the Schedule above, performed by you, or on your behalf, under a "contract or agreement requiring insurance" with that additional insured. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insurance" with that additional insured entered into by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury" offense is committed. D. The following definition is added to DEFINITIONS (Section V): "Contract or agreement requiring insurance" means that part of any contract or agreement under which you are required to include the person or organization shown in the Schedule as an additional insured on this Coverage Part, provided that the "bodily injury" and "property damage" occurs, and the "personal injury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. Page 2 © 2007 The Travelers Companies, Inc. Includes the copyrighted material of Insurance Services Office Inc .. with its permission EXCERPTS FROM CA 00001 (1001) HARTFORD BUSINESS AUTO COVERAGE Insured: HMH Engineers Policy Number:57UEGATOB79 Policy Effective Dates: 0312912015 Additional Insured: NAME OF ADDITIONAL INSURED PERSON(S) OR ORGANIZA TION(S), CONT: City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers Additional Insured: SECTION II -LIABILITY COVERAGE 1. WHO IS AN INSURED: The following are "insureds" c. Anyone liable for the conduct of an "insured" ... but only to the extent of that liability. Primary Insurance: SECTION IV -BUSINESS AUTO CONDITIONS B. General Conditions -5. Other Insurance a. For any covered "auto" you own, this Coverage Form provides primary insurance. For any covered "auto" you don't own, the insurance provide by this Coverage Form is excess over any other collectible insurance. c. Regardless of the provisions of paragraph a. above, this Coverage Form's Liability Coverage is primary for any liability assumed under an "insured contract". Cross Liability Clause: SECTION V -DEFINITIONS G. "Insured" means any person or organization qualifying as an insured in the Who is An Insured provision of the applicable coverage. Except with respect to the Limit of Insurance, the coverage afforded applies separately to each insured who is seeking coverage or against whom a claim or "suit" is brought. EXCERPTS FROM HA9916 (0302) HARTFORD COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT 15. WAIVER OF SUBROGATION -We waive any right of recovery we may have against any person or organization with whom you have a written contract that requires such waiver because of payments we make for damages under this Coverage Form. Insured: HMH Engineers Policy Number: WZP81028149 Effective Date: 09/01/2015 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be otherwise due on such remuneration. % of the California workers' compensation premium Person or Organization City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Form WC 04 03 06 Process Date: SCHEDULE Job Description PERSON(S) OR ORGANIZATION(S), CONT: City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers Countersigned by ~ (1) Printed in U.S.A. C.-. ..Jill 7 Authorized Representative Policy Expiration Date: