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16-030 Gilbane Building Company, Master Agreement, Consultant Management Services on Various Capital Improvements Projects
FIRST AMENDMENT TO AGREEiWENT BETWEEN THE CITY OF CUPERTINO AND GILBANE BUILDING COMPANY FOR CONSULTANT CONSTRUCTION MANAGEMENT SERVICES ON VARIO US CA.PIT AL IMPROVEMENT PROJECTS This First Amendment to Agreement between the City of Cupertino and Gilbane Building Company, for reference dated March 27, 2018 is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and Gilbane Building Company, a California corporation ("Consultant") whose address is 1789 Technology Drive, Suite 120, San Jose, CA 95110, and is made with reference to the following: RECITALS: A. On 4/1 /2016, an agreement was entered into by and between City and Consultant (hereinafter "Agreement") for Construction Management Services . The agreement will expire on 3/31/2018. B . The Agreement and the First Amendment are collectively referred to as the "Agreement" unless otherwise indicated. C. 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 and undersigned paiiies as follows: I. TERM Paragraph I of the Agreement is modified to read as follows : The term of this Agreement shall conunence on the date of the original agreement was executed and shall terminate on December 31, 2018 unless terminated earlier as set forth herein. 2. HOLD HARMLESS Paragraph 12 of the Agreement is modified to read as follows: 12. INDEMNIFICATION 12 . l To the fullest extent allowed by law and except for losses caused by the sole or active negligence or willful misconduct of City personnel, Consultant agrees to indemnify, defend, and hold harmless the City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers and consultants ( collectively, "Indemnitees"), as follows: a. Indemnity Obligations Subject to Civil Code Section 2782.8. With respect to the Services perfo1med in connection with the Agreement, Consultant shall indemnify, defend, and hold harmless Indemnitees from and against any and all liability, claims, actions, causes of action, demands or charges whatsoever against any Indemnitee, including any injury to or death of any person or damage to property or other liability of any nature ( collectively, "Liability"), that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant, its officers, officials, employees , agents or SubConsultants. Such costs and expenses shall include reasonable attorney fees for legal counsel of City's choice , Page 1 of3 First Amendment to Gilbane Building Company Master Agreement for CM Services (2016-2018) expe1i fees, and all other costs and fees of litigation. In addition to its indemnity obligations, Consultant will provide its immediate and active cooperation and assistance to the City, at no additional cost to the City, in analyzing, defending, and resolving such Liability. b. Claims Involving Intellectual Property. Consultant shall indemni fy, defend, and hold haimless Indemnitees from and against any claim involving intellectual property, infringement or violation of a United States patent right or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights, which arises out of, pe1iains to, or relates to Consultant's negligence, recklessness , or willful misconduct. Such costs and expenses will include reasonable attorney fees for legal counsel of City's choice, expert fees and all other costs and fees of litigation . c. Claims for Other Liability. For all other liabilities not included in provisions "a" and "b" above, Coi1Sultant shall indemnify, defend, and hold hannless the Indemnitees against any and all liability, claims, actions, causes of action or demands whatsoever, including any injury to or death of any person or damage to property, or other liability of any nature aiising out of, pe1iaining to, or relating to the performance of this Agreement by Consultant, its employees, officers, officials, agents or subconsultants, including liability based on breach of contract, obligations, or warranties, or any unautho1ized use or disclosure of City's confidential and proprietary information. 12.2 Consultant will assist City, at no additional cost, in the defense of any claim, dispute or lawsuit arising out of this Agreement. Consultant's duties herein are not limited to or subject to the Contract Price, to Workers' Compensation claims, or to the Insurance or Bond limits and provisions. Nothing in this Agreement shall be construed to give rise to an implied right of indemnity in favor of Consultant against any Indemnitee. 12.3 If this Agreement is entered into or amended on or after January 1, 2018, Consultant's duty to pay for any oflndemnitees' defense related costs will be limited to its proportionate share of fault, as determined by final decision by a court of competent jurisdiction, subject to any applicable exceptions in Civil Code section 2782.8 . 12 .4 Consultant agrees to pay the reasonable costs City may incur in enforcing this provision related to Consultant's indemnification duties, including reasonable attorney fees, fees for legal counsel acceptable to City, expert fees, and all other costs and expenses related to a claim or ---------c-ountercta:im-;-a--purdra:se-order, another transaction, tttigation, or aispute resolut10n. Witnout~----,f---- waiving any rights, City may deduct money from Consultant's payments to cover moneys due to City. Section 12 survives expiration or termination of this Agreement. 3. INSURANCE Paragraph 13 of the Agreement is modified to read as follows: On or before the Contract Time commences, Consultant shall furnish City with proof of compliance with City Insurance Requirements, attached and incorporated here as Exhibit D. City will not execute the Agreement until Consultant has submitted and City has reasonably approved receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Alternatively, City may te1minate this Agreement or in its sole Page 2 of3 First Amendment to Gilbane Building Company Ma ster Agreement for CM Services (2016-2018) discretion purchase insurance at Consultant's expense and d edu ct costs from payments to Consultant 4. Except as expressly modified herein, all other terms an d covenants set forth in the Agreement shall r emain the same and shall be in full force an d effect. IN WITNESS WHEREOF, the part ie s hereto have cau se d this modification of Agreement to be executed. GILBANE J,3UILDING COMP ANY ,. 0. i wt./7 'l . ~£.; 7 L.J.,,...1/,f':f /\ , , By l;')/J/-/?L" p · /;·1t/V" I i <:)-;(' t'f ;) ·~ I I Title :/-, I / . / 'ih )ir:f v Date ) .I J .. / i · ) ::M~ .fl / {JC/r David Brandt, City Manager .1:E~?:E::1!4 I . ~.~tr Grace Schmidt, City Clerk 0( r--f-( r EXPENDITURE DISTRIBUTION \fCl.'l PO #2016-.fflS-Encumbered by Service Order Original Amount $800 000 Amendment #1: $0 Total: $800,000 First Amendment to Gilbane Building Company Mas ter Agreement for CM Services (2016-2018) Page 3 of3 I i I I I ·1 I I I I EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following in sura nce policies and coverage wit h companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED I. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations , products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (fSO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a. It shall be a requirement that any available insurance proceeds broader th a n or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Consultant's policy shall be "primary and non-contributory," will not seek contribution from City's insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 0 I (04/13 ). c. The limits of insurance required ma y be satisfied by a combination of primary and umbrella or excess insuranc.e, provided each polic y complies with the requirement s set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City's own insurance or se lf-insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO CA 00 01 covering any auto (including owned, hired , and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: As reguired by the State of California, with Statutory Limits and Employer's Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease. D Not required. Consultant has provided written verification of no emp loyees. 4. Professional Liability for professional acts, errors and omissions , as a ppropri ate to Consultant's profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a c laims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be mainta ined for at le ast five (5) yea rs after completion of the Services . c. If coverage is canceled ornon-renewed, and not replaced with another claims-made pol icy form with a Retroactiv e Date prior to the Contract Effective Date, the Consultant must purchase "extended reporting " coverage for a minimum of five (5) years after completion of the Services. OTHER INSURANCE PROVISIONS The afo rementioned in s urance shall be endorsed and have all the following conditions and provisions: Ex h. D-!n surance Requirem ents for Des ign Professionals & Co nsultants Co ntracts Form Updat ed Feb. 2018 1 Additional Insured Status The City of Cupe1tino , its City Council, officers , officials, employees, agents, servants and volunteers ("Additional Insureds ") are to be covered as additional insureds on Consultant's CGL policy. General Liability coverage can be provided in the form of an endorsement to Consultant's insurance (at least as broad as ISO Form CG 20 IO (11 / 85) or both CG 20 IO and CG 20 37 forms, if later editions are used). Primary Coverage Coverage afforded to City/ Additional Insureds shall be primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees , or volunteers shall be excess of Consultant's insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment ofpremiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein . Specifically, the Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Consultant, its employees, agents and subconsultants. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City. At City's option, either: the insurer must reduce or eliminate the deductibl e or self-insured ret e ntion s as respects the City/ Additional Insureds; or Consultant must show proof of ability to pay lo sses and costs related inve st ig ations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the insured or the City. Acceptability of Insurers In surers must be licensed to do business in California with an A.M. Best Rating of A-VII, orbetter. Verification of Coverage Consultant must furnish acceptable insurance ce1tificates and mandatory endorsements (or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of ___ , __ ~t=h~e~C~G~L 12olicy listing__rul_Qo licy endorsements prior to commencement of the Contract City retains the right ___ , ____ _ to demand verification of compliance at any time duringthe Contract term. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant's insurance policies. Higher Insurance Limits If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Consultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/cove rage based on the nature of the risk, prior experience, insurer or other special circumstances, wit h not less than ninety (90) da ys prior writte n notice. Exh. D-lnsurance Requirements/or Design Professionals & Co ns ultants Contracts Form Updated Feb. 2018 2 ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) ~ 4/3/2018 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: ff the certificate holder i s an ADDITIONAL INSURED, the policy(ies) must be endorsed . ff SUBROGATION IS WAIVED, subject to the terms and condit i ons 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 ~~~~~CT Thomas Kass Alliant In surance Services, Inc . ;it)gNJo E xtl: 617-535-7200 I FA X 131 Oliver Street, 4th Fl oor IA/C Nol : 617-535-7205 Boston , MA 02110 ~tt"~~ss: Thomas.Kass@alliant .com INSURER/SI AFFORDING COVERAGE NAIC # INSURER A : Travelers Indemnity Company 25658 INSURED INSURER B: Travelers Indemnity Company of CT 25682 Gilbane Building Company INSURER c : T rave lers Property Casualty Company of America 25674 1798 T echnology Drive San Jose, CA 95110 INSURER D : IN SURER E : INSURER F: COVERAGES CERTIFICATE NUMBER: 75470053 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSUR ANCE LISTED BELOW HAVE BEEN ISSUED TO THE IN SURED NAMED ABO VE FOR THE POLIC Y PERIOD INDIC ATED . NOTWITHSTANDING ANY REQUIREMENT , TERM OR CONDITION OF ANY CONTR ACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THI S CERTIFIC ATE MAY BE ISSUED OR MA Y PERT AIN , THE INSURAN CE AFFORDED BY THE POLICIES DE SC RIBED HEREIN IS SUBJECT TO ALL THE TERMS , EXC LUSIONS AND COND ITI ONS OF SUCH POLIC IE S. LIM IT S SHOWN MAY HAVE BEE N REDUCED BY PAID CL A IMS. INSR ADDL SUBR POLICY EFF POLICY EXP - LTR TYP E OF INSURANCE INSD WVD POLICY NUMBER IMMIDDIYYYYI IMM/DDIYY YYI LIMITS A X COMMERCIAL GENERAL LIABILITY y y VT C2K-C0-2 E970S78 -IND-1 7 6/3 0/2 017 6/30/20 18 EAC H OCC URRENC E S 2,000,000 f--O CLAIMS-MAD E 0 OCCUR DAMAGE TO RENTED PREMISES IEa occurrence! S 1,000 ,000 X XCU included MED EXP (A ny one person) S 10,000 - PERS ON AL & ADV INJURY S 2,000 ,000 - GEN'L AGGREGATE LI MIT APPLIE S PER: GENER AL AGGREG ATE S 4,000 ,000 =i 0 PRO -D LOC PRO DU CTS -COMP/OP AGG S 4,000 ,000 POLI CY JE CT OTHER : s B AUTOMOBILE LIABILITY y y VT E-CAP-2E 970S8 A-TC T-1 7 6/30/201 7 6/30/20 18 COMB INED SI NGLE LI MIT S 1000 000 (Ea acc ident\ X ANY AUTO BODILY INJURY (Per person ) s f--ALL OWNED -SC HEDULED BODILY INJ URY (Per acc ide nt) s f--AUT OS -AU TOS NON-OWNED PROP ERTY DAMAGE s HIRED AUT OS AUTOS (Per accid ent) f--- s UMBRELLA LIAB H OCC UR EACH OCCURRENC E s - EXCESS LIAB CLAIMS-M ADE AGGREG ATE s OED I I RETENTION s s C WORKERS COMPENSATION y VTC2 0-UB -2E9 70 S54-1 7 6/30/2017 6/3 0/2 018 X I ~~f TUTE I I OTH-ER A AND EMPLOYERS' LIABILITY YIN VT RK-UB-2ES 70966 -1 7 6/3 0/2 017 6/30/20 18 ANY PR OP RIET OR/PA RTNER/EX ECUTI VE ~ E.L. EAC H ACC IDE NT S 1,000.00 0 OFFICER /ME MB ER EXC LUDED ? N/A (Mandatory in NH) E.L. DI SE ASE -EA EMPLOY EE S 1,000 ,000 If ves desc ribe under DESC RI PTI ON OF OPER ATI ONS below E.L. DI SEASE -PO LI CY LIM IT S 1,000 ,000 DES CRIPT ION OF OPERA TI ONS/ LOCATIONS/ VEH ICLE S (ACORD 101 , Additiona l Remarks Schedu le, may be attached if mo re space is re qui red) Re : Project #J05934.100, City of Cupertino City of Cupertino, its City Cou nci l , its officers, officials , employees, agents , servants , and volunteers are included as Add itional Insure ds as required by written contract and executed prior to a loss , but limited to the operations of the Insured under said contract, with respect to the General Liability and Automobile Liability policies. A Waiver of subrogation applies in favor of above mentioned additiona l insureds w ith respect to insured operations where required by written contract but limited to the operations of the In sured under sa id Contract and executed prior to a loss, w ith respect to the Automobile, General Liability and Worke rs Compensation policies. 30 days' notice of ca nce ll ati on or non-renewal w ill be provided to Certificate Hold e r, except 10 days' noti ce for ca n ce ll atio n for non-payment of prem ium . CERTIFICATE HOLDER CANCELLATION SHOULD AN Y OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF , NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Cupertino 10300 Torre Ave AUTHORIZED REPRESENTATIVE Cupertino CA 95014 ~l0ulCAA I © 1988-2014 ACORD CORPORATION. All rights reserved . ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD /YYYY) '---' 4 /3/2 01 8 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 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 th i s certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRO DU CER ~2~i~c T Tho m as Kas s Alliant Insurance Services , Inc. f.~9NJn Exll : 61 7-5 35-7200 I r..e~ Nol : 6 17-535-72 05 1 3 1 Ol iver Street, 4th Floor Boston , MA 0 21 10 ~i.iMl~~ss : Th o mas.Ka ss@a ll ia nt.co m INSURER(S) AFFORDING COVERAGE NAIC# INSURER A : National F i re & M a ri n e Insurance Company 20079 INSURED INSURE R B : Gilbane Bui lding Company INSURER C : 1798 Technolog y Drive San Jose , CA 95110 INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 12 974 33396 REVISION NUMBER: T HI S IS TO C ERTIFY TH A T THE PO LI C IE S OF IN SURANC E LI STED BELOW HAVE BEE N ISS UED TO THE INS U RED NAM ED ABOVE FOR THE PO LI CY PERIO D INDI CATED . NOTW ITH ST A NDIN G ANY R EQ UIRE M ENT , TE RM O R CON DI T ION O F ANY CONT RACT OR OT H ER DOCU M E NT WI TH RE S PE CT T O W HIC H TH IS C ERTIFI CATE MAY BE IS SU ED OR MAY PERT A IN , THE IN S URAN C E A FF O RDED BY THE PO LI C IE S DE SCR IBED HER EI N JS S UBJECT T O A LL THE TE RMS, EXCLU S IONS AN D CONDITI O N S O F S UC H PO LI C IE S . LI M ITS SHOW N MAY HAVE BEEN R EDU C ED BY PA ID CL A IMS. INSR ADDL SUBR POLIC Y EFF POLIC Y EXP - LTR TYPE OF INSURANCE INSD l wvD POLIC Y NUMBER (MM /DD /YYYYl (MM/DD /YY YY l LIMITS COMMERCIAL GENERAL LIABILIT Y EACH OCCURRENCE s -~ CLAIMS -MAD E D OCCUR DAMAGE TO RENTED PREM ISES IEa occurrence\ s MED EXP (Any one person) s >-- PERSONAL & ADV INJURY s >-- GEN'L AGGREGATE LI MIT APPLIES PER : GENERA L AGGREGATE s Fl D PRO-D LOC PRODUCTS -COMP/OP AGG $ PO LI CY JECT OTHER : s AUTOMOBILE LIABILIT Y COMB INED SINGLE LIMI T s (Ea accident} >-- ANY AUTO BODI LY INJURY (Per person) s -OWNED Fl """""' BOO IL Y INJURY (Per accident) $ -AUTOS ON LY AUTOS HI RED NON-OWNED ip~?~~c~d1;;;,RAMAGE s -AUTOS ON LY AUTOS ON LY s UMBRELLA LIAB H OCCUR EACH OCCURRENCE s - EXCESS LIAB CLAIMS -MADE AGGREGATE s OED I I RE TEN TI ON s s WORKERS COMPENSATION I ~ffrnTE I I OTH- AND EMPLOYERS' LIABILITY ER Y/N ANYPROPR IETOR/PART NE R/EX ECU TIVE D N/A E.L. EACH ACC IDEN T $ OF FIC ER/M EMBER EXCLUDE D? (Mandatory in NH) E.L. DISEASE -EA EMP LOY EE s i IL~s,-des.ccib_e_uader DESCR IPTION OF OPERATI ONS below E.L. DISEASE -PO LI CY LI MIT s A Profess iona l Liabi lity 42-CNP-304961-0 1 4/1/2018 4/1/2019 Occurrence SS0 ,000,000 Agg regate SS0 ,000 ,000 SIR S2 ,000 .000 DES CRIPTION OF OPERATIONS/ LOCATIONS / VEHI CLES (ACORD 101 , Addition al Re marks Sch ed ule , ma y be att ac hed if more spa ce is req uired) Re : Proje ct #J0 593 4 .100 , City of C upe rtino . CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Cupertino 103 00 Torre Ave ~~J~ Cupe rtino CA 95014 I © 1988-2015 ACORD CORPORATION . All rights reserved . ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIAB ILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULL V. BLANKET ADDITIONAL INSURED -AUTOMATIC STATUS IF REQUIRED BY WRITTEN CONTRACT (CONTRACTORS) This endorsement modifies insu rance provided under the follow i ng : COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II -WHO IS (a) The Additional Insured -Owne rs, AN INSURED : Less ees or Contractors -Schedul ed Any person or organization that : Person or Organization endorsement CG 20 10 07 04 or CG 20 10 04 13 , a. You agree in a "written contract requ iring in-th e Additional Insured _ Owners , surance" to in clud e as an add itional insur ed Lessees or Contractors -Completed on th is Coverage Part ; and Operations endo rsement CG 20 37 b. Has not been added as an addit ional insured 07 04 or CG 20 37 04 13 , or both of for the same p roject by attachment of an en-such endorsements with either of dorsem ent under this Coverage Part which those edition dates; or includes such person or organization in the (b) Eith er or both of the following : th e endorsement's schedule; Additional Insured -Owners, Les - is an insured , but: sees or Contractors -Sch edul ed a. Only with respect to liability for "bodily inju ry ", Person Or Or ga ni zation endorsement "property damage" or "personal injury"; and CG 20 10 , or the Add itiona l Insured - Owners , Lesse es or Contra cto rs - b. Only as des c ribed in Paragraph (1 ), (2) or (3) Completed Operations endorsement below, wh icheve r applies : CG 20 37 , withou t an editio n date of (1) If the "written contract requiring insur-such endorsement specif ied ; ance" specifically requires you to provide the pe rson or organization is an additional additional insured coverage to that per-insured only if the injury or damage is son or organization by the use of: caused , in whole or in part , by acts or (a) The Additional Insured -Owners , omissions of you or your subcontractor in ------------11:essees-or-eontra-ctors-=-t Furm-B)--------+t,-e-per for mance-ot-''yoorwmk''-to-which-----~ endorsement CG 20 1 O 11 85; or the "written cont ract requiring insurance" (b) Either or both of the follow i ng: the applies; or Additional Insured -Owners , Les-(3) If neither Paragraph (1) nor (2) above ap- sees or Contractors -Scheduled plies: Person Or Organization endorsement (a) The person or org anization is an ad - CG 20 10 10 01, or the Additional In -ditional insured only if , and to the ex- sured -Owners , Lessees or Contrac-tent that, the injury or damage is tors -Completed Operations en-caused by acts or omissions of you or dorsement CG 20 37 10 01; your subcontractor in the perform- the person or organization is an additional ance of "your work" to which the "writ- insured only if the injury or damage arises ten contract requiring insurance" ap- out of "your work" to which the "written plies; and contra ct requiring insurance" applies ; (b) The person or organization does not (2) If the "written contract requiring insur-qualify as an addit ional insured w ith ance" specifically requires you to provid e respect to the indep endent acts or addit ional insured coverage to that per -om iss ion s of su ch person or organ i- son or organization by the use of: zation . CG 06 04 08 13 © 20 13 The Trave lers Indem nity Compa ny. All ri ghts reserved . Page 1 of 3 COMMERCIAL GENERAL LIABILITY 2. The insurance provided to the additional insured and collectible other insurance , whether primary, by this endorsement is limited as follows: excess, contingent or on any other basis, that is a. If the Limits of Insurance of this Coverage available to the additional insured when that per- Part shown in the Declarations exceed the son or organization is an additional insured , or is minimum limits of liability required by the any other insured that does not qualify as a "written contract requiring insurance", the in -named insured, under such other insurance . surance provided to the additional insured will 4. As a condition of coverage provided to the addi- be limited to such minimum required limits of tional insured by this endorsement: liability. For the purposes of determining a. The additional insured must give us written whether this limitation applies, the minimum notice as soon as practicable of an "occur - limits of liabil ity required by the "written con-rence" or an offense which may result in a tract requiring insurance" will be considered claim. To the extent possible, such notice to include the minimum limits of liability of any should include: Umbrella or Excess liability coverage required for the additional insured by that "written con-(1) How, when and where the "occurrence" tract requiring insurance". This endorsement or offense took place; will not increase the limits of insurance de-(2) The names and addresses of any injured scribed in Section Ill -Limits Of Insurance. persons and witnesses; and b . The insurance provided to the additional in-(3) The nature and location of any injury or sured does not apply to "bodily injury", "prop-damage arising out of the "occurrence" or erty damage" or "personal inju ry" arising out offense. of the rendering of, or failure to render, any b. If a claim is made or "suit" is brought against professional architectural, engineering or sur-the additional insured, the additional insured veying services, including: must: (1) The preparing, approving, or failing to (1) Immediately record the specifics of the prepare or approve, maps, shop draw-claim or "suit" and the date received ; and ings , opinions, reports , surveys, field or- ders or change orders, or the preparing , (2) Notify us as soon as practicable. approving, or failing to prepare or ap-The additional insured must see to it that we prove, drawings and specifications; and receive written notice of the claim or "suit" as (2) Supervisory, inspection , architectural or soon as practicable. engineering activities. c. The additional insured must immediately send c. The insurance provided to the additional in-us copies of all legal papers received in con - sured does not apply to "bodily injury" or nection with the claim or "suit", cooperate with "property damage" caused by "your work" and us in the investigation or settlement of the ,-------~c~aim-~·eftPns-e-ai71:aITTrs"--+h=-"srn·t"~. a "-orn--------included in the "products -completea opera-,, u, u v ·~· ,, , ,c;; .:,u, u tions hazard" unless the "written contract re-erwise comply with all policy conditions. quiring insurance" specifically requires you to d. The additional insured must tender the de- provide such coverage for that additional in-tense and indemnity of any claim or "suit" to sured during the policy period. any provider of other insurance which would 3. The insurance provided to the additional insured cover the additional insured for a loss we by this endorsement is excess over any valid and cover under this endorsement. However, this collectible other insurance, whether primary, ex-condition does not affect whether the insur- cess, contingent or on any other basis, that is ance provided to the additional insured by this available to the additional insured. However, if the endorsement is primary to other insurance "written contract requiring insurance" specifically available to the additional insured which cov- requires that this insurance apply on a primary ers that person or organization as a named basis or a primary and non-contributory basis, this insured as described in Paragraph 3. above. insurance is primary to other insurance available to the additional insured under which that person 5. The following is added to the DEFINITIONS Sec- tion : or organization qualifies as a named insured , and we will not share with that other insurance . But "Written contract requiring insurance" means that the insurance provided to the additional insured part of any written contract or agreement under by this endorsement still is excess over any valid which you are required to include a person or or - Page 2 of 3 © 2013 Th e Travelers Ind emn ity Co mp a ny. All right s re ser ve d. CG D6 04 08 13 ganization as an additional insured on this Cover- age Part, provided that the "bodily injury" and "property damage" occurs, and the "personal in- jury" is caused by an offense committed , during the policy period and: COMMERCIAL GENERAL LIABILITY a. After the signing and execution of the contract or agreement by you ; and b. While that part of the contract or agreement is in effect. CG D6 04 0813 © 2013 Th e Tr ave lers Ind emnity Comp any. All righ ts rese rved. Page 3 of 3 CITY OF CUPERTINO MASTER AGREEMENT CONSULTANT SERVICES SERVICE ORDER NO. 14 MASTER AGREEMENT NO.: 2016-498 M A Date: April 1, 2016 MA Maximum Compensation: $800,000.00 MA Term: NTP: April 1, 2016 MA END DATE: December 31, 2018 Consultant: Gilbane Building Company 1798 Technology Drive, Suite 120 San Jose, CA 95110 Contact: Glenn Rock Project Description: Project Name: De Anza Median-Phase 1 supplemental Project # 2015-21.02 [K]Description: (simple project description if appropriate) Phone: ( 408) 609-0424 /J~ 7P1 {J; -qt; 6 ~b ff /'f Additional funding to support extended working time for project. Time and Material basis. 0Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation City Project Management Managing Department: Public Works Project Manager: John Raaymakers Fiscal/Budget Amount Master Agreement Maximmn Compensation: $800,000.00 Total Previously Encumbered to Date: $363,114.00 Encumbrance this Service Order: $71,255.00 ------ Total Liquidated Encumbrance: $0.00 ------ Master Agreement Unencumbered Balance: $365,631.00 Account No.: 270-90-961-900-905 ST 003-03-02 Project Manager: John Raaymakers Date: September 28, 2018 APPROVALS Consultant: Date: 09/28/2018 CIP Manager: ~ ;'I, . ~ Date: !tJ h /.e ".I, ~,,~~ Appropriation Certification: f ereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that fund are available as of this date of signature. City Finance: ~!JNL ~l'l,J}r Date: / 0 (r /r 'J ~anagement Analyst City of Cupertino Ma s ter Ag reement Page 1 of 1 Service Order No. 13 September 28, 2018 City of Cupertino Public Works Department 10300 Torre Ave . Cupertino, CA 95014 Subject: S. De Anza Boulevard Medians -Phase 1-Additional Services Update Mr. John Raaymakers , Gi l~§Bf§ As discussed in our phone conversation on September 28, 2018, this letter updates the August 9, 2018 correspondence with subject "S. De Anza Bol!levard Medians -Phase 1-Additional Services" (Letter). As indicated in the Letter, Clean Cut Landscape, Inc. (Contractor) failed to neither complete the subject project within the contract time ending July 31, 2018 nor complete the project by the end of September 2018 as contemplated in the Letter . The contributing factors leading to the Contractor's failure to complete remain unchanged. Despite the Contractor's manpower issues, responsiveness , and unreliable schedule, the Contractor's crew continues to engage the work. Based on this environment and the contract work remaining, City and Gil bane concurred that final completion may be accomplished by the Contractor by the end of October, 2018 as long as the Contractor provides resources (labor, materials, tools) and effective management to the project in a timely fashion. In addition to the time indicated in the Letter regarding additional services, the above adds to our overall extended time commitment on the project. Based on an October 31, 2018 final completion date and the potential for night-time inspection work, our fee proposal for the updated extended time is SEVENTY- ONE THOUSAND TWO HUNDRED FIFTY -FIVE DOLLARS ($71,255). The services for these fees will be invoiced on a time and material basis . The proposed fee is based upon the requirements in Exhibit C of the FIRST AMENDMENT TO AGGREEMENT BETWEEN THE CITY OF CUPERTINO AND GILBANE BUILDING COMPANY FOR CONSULTANT CONSTRUCTION MANAGEMENT SERVICES ON VARIOUS CAPITAL IMPROVEMENT PROJECTS . The proposed fee was based on the hourly rate for a Sr. Project Manager on Exhibit C as follows: G ilbane Building Company I 1798 Technology Dr.. Su ite 120 I San Jose. CA 95110 I Tel : 408-660-4 400 I Fax : 408-660-4402 MONTHS WEEKS HR/WEEK HOURLY RATE TOTAL Ap r il -May 5 13 $195 $12,675 .00 Au g ust -Septe mb e r 8 .4 20 $195 $37,760 .00 Octob e r 4 .6 20 $195 $17,940.00 Ninyo & Moore 8 DAYS 8 HR/DAY $45 HOURLY RATE * $ 2,880.00 TOTAL $71 ,255.00 *Night -time premium only-see attached. Base hourly rate included in original contracted fees . Please let me know if you have any questions . Sincerely , ~ Glenn Rock Project Executive Gilbone Building Company I 1798 Technology Dr .. Suile 120 I Son Jose . CA 951 10 I Te l: 408-660-4400 I Fox : 408-6 60 -4402 Geot ochnic al & Environm en tal Sci enc es Con sultant s August 8, 2018 Project No . 403299001 Mr. Glenn Rock Gilbane Building Company 1798 Technology Drive , Suite 120 San Jose , California Subject: Dear Mr. Rock : Night Work Welding Inspection South De Anza Boulevard Medians -Phase 1 Cupertino , California In accordance with your request please see below estimate for the extra cost of eight days of anticipated night work welding inspection . Table 1 -Breakdown of Estimated Fee Field Services Special Inspector -Night Welding (OT) 64 hours @ $ 45 .00 /hour $ 2,880 .00 Subtotal $ 2 880 00 TOTAL ESTIMATED FEE $ 2,880.00 2 149 O 'Toole Avenue , Suite 30 I San Jose, Ca liforn ia 95131 I p . 408.435 .9000 J www .ninyoandmoore .com CITY OF CUPERTINO MASTER AGREEMENT CONSULTANT SERVICES SERVICE ORDER NO. 12 MASTER AGREEMENT NO.: 2016-498 MA Date: April 1, 2016 MA Maximum Compensation: $800,000.00 MA Term: NTP: April 1, 2016 MA END DA TE: December 31, 2018 Consultant: Gilbane Building Company 1798 Technology Drive, Suite 120 San Jose, CA 95110 Contact: Glenn Rock Project Description: Project Name: S. De Anza Boulevard Medians-Phase 1 Project# 2015-21.02 0Descr iption: (simple project description if appropriate) Phone: ( 408) 609-0424 0Attachment A : Includes Description of Project, Scope of Service, Schedule of Performance and Compensation · City Project Management Managing Department: Public Works Project Manager: John Raaymakers Fiscal/Budget Master Agreem ent Maximum Compensation: Total Previously Encumbered to Date: Amount $800,000.00 $290,297.00 • Encumbrance this Service Order: $72,817.00 V Total Liquidated Encumbrance: $0.00 ------ Master Agreement Unencumbered Balance: $436,886.00 Account No.: 270-90-961-900-905 ST 003-03-02 Project Manager: John Raaymakers APPROVALS Consultant: CIP Manager: Date: April 10, 2018 Date: 4/10 /18 Date: Appropriation Certificatio hereby certify that an unex pended appropriation is avai la~1 the above fund for the above contract as e timated and that fund are avai lable as of this date of s ignature. ' ~ City F;nance ~\!; ~ 1w}: City of Cupertino Master Agreement Date: Pa ge l of! ~; ~.\\~ Se r vice Order No. 12 EXHIBIT A Scope of Services The requirements for Basic Services are set forth in this Exhibit A, including general requirements and specific Tasks. This is an exhibit attached to, and made a part of, the Agreement between the City of Cupertino ("CITY") and Gilbane Building Company ("CONSULTANT") for the provision of Construction Management services ("SERVICES"). CONSULTANT shall perform professional services as detailed in the following sections related to the design, bidding and construction for the S. De Anza Boulevard Medians-Phase 1 Project (Hereafter referred to as "PROJECT"). SECTION 1. GENERAL A. General PROJECT Description: This PROJECT will modify the two existing medians on De Anza Boulevard between Bollinger and Rodrigues including preservation of selected existing trees, removal of trees and other vegetation, removal of earthen berms, and the removal of existing arbor structures and construction of new ones. Work also includes new irrigation as well as electrical and lighting systems. B. General Performance Requirements: 1. 2. The performance of all services by CONSULT ANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited ----------~ to the terms set out maeta1l m this scope of services and the standard of care provisions contained in this AGREEMENT. CONSULTANT shall be responsible for coordinating the work of all 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 during the execution of this agreement under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSULT ANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. Gilbane Bu ildin g Company Exhibit A -Scope of Services S. De Anza Boulevard Medians-Phase I Service Order # 12 I of 10 3. CONSULT ANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. CONSULTANT shall not substitute any team members without the prior approval of the CITY. CITY retains the right to reject team members ass igned by CONSULTANT or require replacement of team members. 4. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY, and communicate with members of the PROJECT team. 5. During the course of work of an assigned PROJECT, CONSULT ANT shall meet weekly with CITY's assigned project manager for the respective construction projects to provide an update on the current stah1s of the cons truction project. CONSULTANT will provide the CITY's assigned project manager with a summary report. 6. CONSULTANT shall effectively manage the assigned construction projects for the efficient, progressive, and proactive delivery of each construction project. For each assigned construction project, the CONSULTANT may provide any or all of the following tasks and subtasks under Section 2, as is required for each specific project. SECTION 2. BASIC SERVICES The CONSULT ANT shall provide Construction Management services for the PROJECT. Task 1-Construction Phase -work shall include but is not limited to the following: 1) Administration and Coordination of Construction Contract: CONSULTANT will provide administrative, construction management and related services necessary to administer the Construction Contract on each project. CONSULTANT's servic es shall include but are not limited to the following: -----------<>-:---8e-heeh1hng,ee>e>rd-ina-ti-ng--and-eond-ueting-pre~eonstmetion-am:l-eonstructio,.,,._--------- meetings; recording, maintaining and distributing minutes thereof. b. Prior to start of project construction the CONSULTANT and CITY will come to agreement on the format for all project records t o be kept and turned over to the CITY at the completion of the project. Documents may be hard copies and/or e lectronic. CONSULT ANT will make recommendation s on programs to be used for tracking and o th er record keeping needs. c. Implement a procedure for the submittal and processing of submittals with the design consultant. This shall include preparing and updating logs. Provide preliminary review for completeness and general compliance of submittals that Gilbane Bui ldin g Company S. De Anza Boulevard Medians-Phase 1 Service Order #12 Exhibit A -Scope of Services 2 of 10 are to b e r eviewed by the d esign consultant. Provide review and response for submittals that do not involve th e design consultant (such as Safety Plan, Fire Protection Plan). Sign and date such submittals with response: Reviewed or Revise and Resubmit. d. Implem ent a procedure for the submittal and processing of substitution requests with the CITY and the design consultant. This shall include pre paring and updating logs . e. Implement a procedure for timely handling and disposition of the Contractor's request for information (RFI) or clarifications with the d esign consultant. This shall include preparing and updating logs. f . Establish and implement proce dures for the timely transmittal and receipt of communications, drawing and other information between CONSULTANT, design consultant and the Contractor relating to construction of the project. g . Develop and implement a procedure for the timely submittal, processing and tracking of Contract Change Orders (CCO), Request for Price Quote (RPQ), etc. with the CITY . This shall include pre paring and updating logs. h . Coordinate and maintain a project directory for the project, with emergency contact information. 1. Revi ew the Contractor's comprehensive critical path schedule that es tablishes a base line and reports the status and progress of the project. The schedule should include details such as milestones and key activities to track project progress. Review the Contractor's three week look ahead schedule. Verify that schedules conform to the construction contract documents . j. Work with CITY and Contractor to maintain use of existing facilities that are affected by the construction, to minimize the disruption to the existing facilities and to have their continued use during the construction of the project. This includes all phase of construction and d e livery of materials . 2) Track and monitor construction costs and progress payments. CONSULTANT services shall include but are not limited to th e fo)]owing,-· -----------------------~ a. Provide and maintain project level reports for budgeting and contingency tracking; contract payment stah1s; cash flow forecasting and analysis; grant documentation; and other financial r eporting as necessary to support th e CITY 's accounting n ee ds. CONSULTANT shall maintain r ecord s reflecting the ach1al costs for activities completed or in progress, including records relating to work p erfo rmed on a unit cost basi s and additional work p erform e d by the Contractor on a tim e and materials basis . CONSULTANT shall monitor and a dvise the CITY of costs p ertaining to potenti al, p ending and completed changes; and potential or p ending claims . G il bane Building Compa ny S . De An za Boulevard Medians-Phase I Service Order #12 Ex hibi t A -Scope of Services 3 of 10 b. Develop a procedure for submittal, review and processing of the progress payments to Contractor, along with associated forms and r e porting systems. CONSULTANT shall review progress payment applications and work with Contractor to achieve agreement on the progress payment amount. CONSULT ANT will verify that the "as built" check set of plans by the Contractor are updated prior to approval of progress payment be ing submitted to the CITY . CONSULTANT will require Contractor to provide a conditional waiver and release for progress payments and a final release and waiver for the final payment. CONSULTANT will certify that the data in each application for progress payment is to the best of CONSULTANT's knowle dge, information and belief, the work has progressed to the point indicated in the application for progress payment and the quality of the work is generally in accordance with the contract documents. CONSULTANT's review of application for progress payment shall be undertaken and completed in a timely manner so that the CITY can meet its obligations to make progress payment due Contractor within the time permitted by applicabl e law without incurring interest liability or other penalties/liabilities . CONSULTANT shall also verify th e progress payment satisfies any grant requirement. 3) Substantial completion and final completion, CONSULTANT services shall include but are not limited to the following: a. Consult with the design consultants and CITY to jointly ascertain the achievement of substantial comple tion of the project. If upon inspection of the proj ect substantial completion ha s not been achieved, th e CONSULTANT will assist the d esign consultant in noting the conditions of the work and the m easures necessary for the Contractor to achieve substantial completion . Upon determining that the Contractor has achieved substantial completion the CONSULTANT will coordinate the CITY's and design consultant's final inspe ction of the work to note punch list items to be completed by the Contractor as a condition to achieve final completion. b. Assist the CITY in issuing a certificate of substantial completion and final ~~~~~~~~~~~~~c=o=1n~pletion, asap ."'""'li=c=ab""'-'le~·~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 4) Progress Records, CONSULTANT services shall include but are not limite d to the following: a. Maintain records of the progress of co n s truction of the p roject, including written progress reports and photographs r eflecting the stahis of construction and p ercentage completion of the proj ec t. CONSULTANT will maintain daily records during construction of the proj e ct showing weather conditions, p e r sonnel and equipment of th e Contractor and Subcontractor at the site, work accomplished, problems encountered and other matters material ly affecting the proj ect, co mple tion of the project or construction cost to complete construction of G il bane Building Company S . De A nza Boulevard Medians-Phase 1 Service Order #12 Ex hibit A -Scope of Services 4 of 10 the project. CONSULT ANT shall maintain project records for test results and special inspection results. b. Provide monthly progress reports on the project. 5) Site observations of construction project, CONSULTANT services shall include but are not limited to the following: a. CONSULTANT shall be on-site during construction of the project and substantially at all times during which there are construction activities at the site. CITY and CONSULTANT may agree to the amount of time required to be at the site for observation, however thi s does not relieve the CONSULTANT from the requirement of having knowledge of the status of the work. b. Coordinate inspections, testing, and lab services; this includes by outside firms . 1. Inspection of construction progress for conformance with project plans and specifications. 11. CONSULT ANT will work with the Building Department for permit inspections coordination and final approvals of permit as needed . Provide testing and test results b y testing firm acceptable to CITY. Such testing services shall b e bille d as described in Task 2 . c. Maintain at the site the following documents at a minimum: Contract, Drawings, Specifications, approved Change Orders, Submittals, building permit, SWPPP and associated testing or monitoring documentation, other permits, applicable codes, rules and regulation and other written or e lectronic materials relating to the project. d . CONSULTANT will endeavor to guard the CITY agains t defects and deficiencies in construction and workmanship of the project on the basis of its site observations, and a quality control program established and implemented hereunder to monitor conshuction workmanship for conformity: 1) accepted industry standards; 2) applicable laws, codes, regulations, ordinances or rules: 3) and the requirements of the construction documents . e-. -eeNStJ-T::;T-.kN'I'--s-h:-atheje-c-t--w-01k"whenever in tne ordinary course of cltscn argmg its services the CONSULTANT discovers or observes patent conditions of d efective or d eficient construction and workmanship which as or may have an adverse impact upon the proj ect's life -safety systems or operations, s tructural e lements or integrity of the safety of persons or proper ty. CONSULTANT shall take prompt action appropriate under the circumstances, including stopping the work and thereupon notifying the CITY in writing. CONSULTANT's responsibilities hereunder shall be limite d to defective or d eficient work or an apparent or patent nature . f. Rev iew the Contactor safety program and th e requirements of the construction G il bane Building Company S . De Anza Boulevard Medians-Phase 1 Service Order #12 Exh ibit A -Scope of Services 5 of 10 documents and applicable law. CONSULTANT shall monitor the Contractor's compliance with safety programs and advise the CITY of measures, if any, necessary or appropriate to obtain the Conh·actor's compliance. By undertaking the obligation hereunder, CONSULTANT shall not be deemed to have assumed responsibility of the adequacy or sufficiency of safety programs implemented by the Contractor, but the CONSULTANT is responsible for verifying that the Contractor has established a safety program, that the safety program established by the Contractor is in compliance with applicable law, rule or regulation and that the Contractor has implemented its safety program. g. CONSULTANT shall promptly notify the CITY in writing of all CONSULTANT observed instances of Contractor's failure to comply with applicable safety requirements. If in the course of performing services during the construction, the CONSULTANT observes a safety violation or other unsafe condition on or about the site or surrounding area which have an immediate or potential or actual adverse effect on life or property, the CONSUL TANT is authorized, without prior notice to the CITY or prior directive by the CITY, to take all actions deemed necessary and appropriate by the CONSULT ANT under the then existing circumstances to prevent such actual or potential adverse effect. h. CONSULTANT shall become familiar with all CEQA documents and permit requirements from other agencies having jurisdictions over the site or work that will affect the project and the consh'uction site. CONSULTANT shall be responsible for monitoring all aspects of the project as it relates to the requirements. CONSULTANT shall monitor the Contractor's compliance with all requirements of the CEQA documents and permits by other agencies. CONSULTANT shall take prompt action appropriate under the circumstances, including stopping the work and thereupon notifying the CITY in writing if Contractor is not following all requirements. 6) Contract Change Order (CCO) processing, CONSULTANT services shall include but are not limited to the following: a. Coordinate and disseminate correspondence, drawings and other written :crteTrats-by-a.n--d-b-etwe-en-th1:eorrtractor,t11eeITY and-the design consuhan s relating to changes to the project. CONSULTANT will coordinate the Contractor's performance of changes authorized by the CITY. CONSULTANT shall maintain a log or other written records to monitor the pendency and disposition of change and CCOs to keep the CITY advised of the status of the same and the actual or potential impact of any particular change or CCO or the cumulative effects thereof on the construction cost or time for completion of construction of the project. b. Assist the CITY and design consultant in evaluation of requests for the Contactor for issuance of CCOs, assist in negotiations with the Contractor relative to the Gil bane Building Company S. De Anza Boulevard Medians-Phase I Service Order # 12 Exhibit A -Scope of Services 6 of 10 CCOs proposals and the adjushnent of the contract price or the contract time under th e construction contract. CONSULT ANT will make reconunendations to the CITY and the design consultant for handling and disposition of the Contractor's proposal relative to the changes. If a change to the construction contract is approved or authorize d by the CITY, CONSULTANT will assist the CITY and the design consultant in the preparation of a CCO reflecting such approved or authorized change to the construction contract. The CONSULTANT is not authorize d , without the prior consent and approval of the CITY, to effec tuate or authorize any change to the work of th e project. The CONSULTANT shall be liable to the CITY for all direct and conse quential costs, losses or damage resulting from the CONSULTANT's direction or authorization of effechiate a change to the work of the project without the prior direction and authorization by the CITY. 7) Claims handling, CONSULTANT service shall include but are not limite d to the following: a . Assist the design consultant in the review, evaluation and processing of claims asserted b y the Contractor; CONSULTANT will make recommendations to the CITY as to merit, handling and disposition of Contractor's claims. Except in the event that the CONSULTANT is alleged to have caused or contributed to the circumstances giving rise to a Contractor claim or other Contractor demand for compensation, services of the CONSULTANT to prepare documentation or provide testimony in a mediation, arbitration or judicial procee ding arising out of such a claim or demand for compensation shall b e deeme d additional services . If the CONSULTANT is allege d to have caused or contributed to a Contractor claim, th e CONSULTANT's claims handling services, including without limitation, claims analysis, assistance in pre paring briefs/graphic materials in connection with negotiations or dispute resolution procee ding relating to a Contrac tor claim shall be dee med part of the CONSULTANT's basic services under this agreement. 8) CONSULTANT e quipment, CONSULTANT shall provide the following equipment __________ n_e~c~e~s~s ~ary to carrx out CONSULTANT duties : a . Provide all e quipment, furnishin gs and other items n ecessa ry to co mplete the services requ ire d for the project. Including with out limitation, trailer, co mputers, r e late d hardware, softwa re, vehicles, cell ph ones, office e quipment and co piers. Task 2 -Inspections and Testing-work shall include but is not limite d to th e following: 1) CONSULTANT shall conduct routine inspec tion of the construction work over the course of construction to ensure compliance of the work with th e co n s truction contract, including all drawings and specifications. G ilb ane Building Co mp a ny S. De Anza Boulevard Medians-Phase I Service Order # 12 Ex hibit A -Scope of Services 7 of 10 2) CONSULTANT shall monitor the contractor's compliance with required Regulatory Agency Permit inspections and advise CITY of coordination problems and Contractor's compliance with permit/inspection requirements. 3) CONSULTANT shall engage the necessary subconsultants to perform the necessary inspections and testing as required for the project. CONSULT ANT shall schedule and coordinate with the contractor and subconsultant for the necessary testing and inspection for the project. 4) Compensation to the CONSULTANT for inspections and testing by subconsultant shall be for the actual billed amount only, no mark up or overhead will be allowed for these subcontracted services. CONSULT ANT shall bill monthly for actual inspections and testing completed. CONSULTANT shall attach copies of subconsultants' invoice for verification of cost being billed. Task 3 -Post-Construction Phase -work shall include but is not limited to the following: 1) Contractor closeout document review, CONSULTANT services shall include but are not limited to the following: 2) Receive from the Contractor the closeout documents and items to be submitted by the Contractor under the terms of the Construction Contract upon completion of its obligations under the Construction Contract. The CONSULTANT shall review each Contractor's closeout submittals to determine conformity with the requirements of the Construction Contract. If the CONSULTANT determines that any Contractor's closeout submittals are not in conformity with requirements of the construction contract, the CONSULTANT shall make recommendations to the CITY for measures to secure compliance with the requirements of the construction contract. The CONSULTANT shall deliver to the CITY all of the Contractor's closeout submittals, including the Contractor's as-build drawings which the CONSULTANT shall transmit to the design consultant for preparation of the record drawings. The CONSULTANT shall monitor the design consultant's preparation and completion of the project record drawings prior to delivering to the CITY. 3) Within thirty (30) days of the date of issuance of a Certificate of Final Completion for the construction contract, the CONSULTANT shall assemble and deliver to the CITY all of the records maintained by the CONSULTANT relating to the project. Gil bane Building Company S. D e Anz a Boulevard M e di a ns-Phase 1 Se rvice Order # 12 END OF EXHIBIT E x hibit A -Scope of Se rv ice s 8 of 10 EXHIBIT B Schedule of Performance CONSULTANT shall perform all tasks and duties related to the PROJECT within the timeframes laid out in Exhibit A, Scope of Services. Gilbane Building Company S. De Anza Boulevard Medians-Phase 1 Service Order# 12 END OF EXHIBIT Ex hibit B -Schedule of Performance 1 of 10 EXHIBIT C Compensation Capitalized terms which are defined in the Agreement have the same meaning in this Exhibit C. This Exhibit Con Compensation supplements the provisions of Section 4 of the Agreement on Compensation, as further specified in Section 4. 1. SERVICES BUDGET SCHEDULE The following budget schedules will be use d to determine monthly compensation for Basic Services based on the degree of completion, subject to confirmation and agreement by the City, and budget for each listed Task: TASK# TASK DESCRIPTION TASK BUDGET 1 Construction Phase 49,289 2 Inspections and Testing 14,328 3 Post-Construction Phase 9,200 Total:$ 72,817 Design Professional may not bill in excess of the Task Budge t amount for any Task without prior written authorization from the City. The City has the discretion, but not the obligation, to reallocate the budgeted amounts for each Task, subject to the not to excee d limit specified in -----~Seeti-ett4--.----------------------------------------~ Gil bane Building Company S. De Anza Boulevard Medians-Phase I Service Order # 12 END OF EXHIBIT Ex hibit C -Co mp e nsat ion I of 10 City of Cupertino MASTER AGREEMENT FOR CONSULT ANT SERVICES SERVICE ORDER MASTER A GREEMENT MA#: 2016-498 Service Order #: 11 Maximum Compensation: $ 800 ,000.00 Term: N TP: Approval by: Consultant: April 1, 2016 End Date: March 31, 2018 City Manager D Director D Date: City Council l•I Item#: 16 -----Date: March 15, 2016 Firm Name: Gilbane Building Company Street: 1798 Technology Drive , Suite 120 City, State, Zip: San Jose , CA 9511 O Contact N arne: Glenn Rock Phone: 408-609-0424 PROJECT DESCRIPTION Project Name: Quinlan Community Center Fire Alarm Control Panel Upgrade (Add'I Work) Project# 2016-08 [!]Description: (simple project description if appropriate) Prov ide Task 6 (Add'I Services) services for the subject project. [OJ Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compe nsation CITY PROJECT MANAGEMENT Managing Department: City o f Cupertino Master Ag reement Public Works Project Manager: Alex Acenas ------------- Page 1 of 2 Service Order No. 11 City of Cupertino MASTER AGREEMENT FOR CONSULT ANT SERVICES SERVICE ORDER BUDGET I FISCAL Master Agreement Maximum Compensation: Previously Encumbered on MA: S.0. # 1 -420-90-904-905-SPCT-003-03-02 CSC East Court Resurfacing CM S.O. # 2 -420-99-023-900-905-QCC-004-03-02 Quinlan Fire Alarm Control Panel Upgrade CM S.O. # 3 -100-03-807-900-990-CIV-004-03-02 City Hall IT Tenant Improvements CM S.0. # 4 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.O. # 5 -420-99-015-900-905-PVAR-001-03-02 CIP # 2017-13.01 Memorial Tennis Ct. S.0. # 6 -420-99-015-900-905-P VAR.001 .03 .02 CIP # 2017-13.02 (Varian/Manta Vista) S.0. # 7 -420-99 -033-900-905-CIV-004-03-02 City Hall Turf Reduction S.O. # 8 -420-99-007-900-905-PVAR 002-03-02 Jollyman and Varian Pk Site lmprvmnts S.O. # 9 -420-99-017-900-905-SPCT 004-03-02 Sports Ctr Upgrades East Ct Lts Conv S.O. # 10 -420-99-048-900-905-SVCT 004-03-02 Svc Ctr Shed No . 3 Improvemen ts A mount $ 800,000.00 $86 ,040 .00 $9,940.00 $13,440.00 $51,770.00 $34 ,630.00 $35 ,110 .00 $5,4 00.00 $21,407.00 $28 ,800.00 $2,200 .00 Total Previously Encumbered to Date: $288,737.00 Current Unencumber ed amount in MA: $ 511,263.00 Encumbrance: S.O. # 11 -420-99-023-900-905-QCC 004 -03 -02 Quinlan Fire Alarm Control Panel Upgrade $1,560.00 Total Encumbered to Date including this S.O.: $ 290,297.00 Master Agreement Balance: $ 509,703 .00 Contract Manager: APPROVALS Consultant: Alex Acenas Director of Public Works: ·~,c:;..._-,,L-,"'--;::;i· ~----- Date: 03-06-2018 Date: 3/7/18 Date 3/-I ~ /1 :/ 7 Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are avail able as of this date of signature. City Finance: City of Cupertino Master Agreement Page 2 of 2 Date: -?/{ ,lj / t ~ ~ q[ i~ { I t Service Order No. 11 City of Cupertino MASTER AGREEMENT FOR CONSULTANT SERVICES SERVICE ORDER MASTER AGREEMENT MA#: 2016-498 Service Order #: 1 o Maximum Compensation: $ 800,000.00 Term: NTP: April 1, 2016 End Date: March 31, 2018 Approval by: City Manager D Director D Date: City Council l•I Item#: _1_6 ___ _ Date: March 15 , 2016 Consultant: Firm Name: Gilbane Building Company Street: 1798 Technology Drive , Suite 120 City, State, Zip: San Jose, CA 95110 Contact Name: Glenn Rock Phone: 408-609-0424 PROJECT DESCRIPTION Project Name: Service Center Shed No. 3 Improvements : CIP Project# 2017-08 ~Description: (simple project description if appropriate ) Provide Task 2 (Bid Phase) services for the subject project. [OJ Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation CITY PROJECT MANAGEMENT Managing Department: City of Cupertino Master Agree ment Public Works Project Manager: Alex Acenas ------------- Page 1 of 2 Service Order No. 9 City of Cupertino MASTER AGREEMENT FOR CONSULTANT SERVICES SERVICE ORDER BUDGET I FISCAL Master Agreement Maximum Compensation: Previously Encumbered on MA: S.0. # 1 -420-90-904-905-SPCT-003-03-02 CSC East Court Resurfacing CM S.O. # 2 -420-99-023-900-905-QCC-004-03-02 Quinlan Fire Alarm Control Panel Upgrade CM S.O. # 3 -100-03-807-900-990-CIV-004-03-02 City Hall IT Tenant Improvements CM S.0. # 4 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.O . # 5 -420-99-015-900-905-PVAR -001-03-02 CIP # 2017-13.01 Memorial Tennis Ct. S.0. # 6-420-99-015-900-9 05-P VAR.001 .03.02 CIP # 2017-13.02 (Varian/Manta Vista) S.O. # 7 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.O. # 8 -420-99-007-900-905-PVAR 002-03-02 Jollyman and Varian Pk Site lmprvmnts S.O. # 9 -420-99-017-900-905-SPCT 004-03-02 Sports Ctr Upgrades East Ct Us Conv S.O. # _____________________ _ Amount $ 800,000 .00 $86,040.00 $9,940 .00 $13,440.00 $51,770.00 $34,630.00 $35,110.00 $5,400.00 $ 21,407.00 $28,800.00 Total Previously Encumbered to Date: $ 286,537.00 Current Unencumbered amount in MA: $513,463.00 Encumbrance: S.O. # 10 -420-99-048-900-905-SVCT 004-03-02 Svc Ctr Shed No. 3 Improvements $2,200.00 Total Encumbered to Date including this S.O.: $ 288,737.00 Master Agreement Balance: $ 511 ,263.00 Contract Manager: Alex Acenas APPROVALS Consultant: ~ c=~ ~ Director of Public Works: -~ ~-R,__ Date: 01-10-2018 Date: 1/11/18 Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are available as of this date of signature. City Finance: City of Cupertino Master Agreement Page 2 of 2 Service Order No. 9 December 22, 2017 City of Cupertino Public Works Department 10400 Torre Ave. Cupertino, CA 95014 Attachment A Subject: Material Storage Shed Replacement Project: 2016-012 Dear Mr. Alex Acenas: Upon review of the plans, specifications, and anticipated schedule, Gilbane Building Company offers the following proposal for construction management services to the City of Cupertino for the subject project. The proposal is based upon our understanding of the project, anticipated schedule, plans, and specifications, and the Master Agreement for Consultant Construction Management Services dated April 1, 2016. Proposed Scope: Based upon the Master Agreement, we will be responsible for Task 2 -Bid Phase . Proposed fee: Management Tasks provided are based upon the following assumptions: less than a full time management commitment and no night-time work is required for the subject project. The proposed compensation is based upon Task 2 -Bid Phase scope of services for a lump sum not to exceed cost of Two Thousand Two Hundred Dollars ($2,200 .00). Cost per Task is: Task 1-$ 0.00 Task 2 -$ 2,200.00 Task 3 -$ 0 .00 Task 4-$ 0.00 Task 5 -$ 0.00 Task 6-$ 0.00 Total -$ 2,200.00 Thank you . Sincerely, Glenn Rock Project Executive Gilbane Building Company I 1798 Technology Dr., Suite 120 I San Jose, CA 95110 I Tel: 408-660-4400 I Fax: 408-660-4402 City of Cupertino MASTER AGREEMENT FOR CONSULTANT SERVICES SERVICE ORDER MASTER AGREEMENT M A #: 2016-498 Service Order #: 9 Maximum Compensation: $ 800,000.00 Term: NTP: Approval by: Consultant: April 1, 2016 End Date: March 31, 2018 City Manager D Director D Date: City Council [j] Item #: _1_6 ___ _ Date: March 15, 2016 Firm Name: Gilbane Building Company Street: 1798 Technology Drive, Suite 120 City, State, Zip: San Jose , CA 95110 Contact Name: Glenn Rock Phone: 408-609-0424 PROJECT DESCRIPTION Project Name: Sports Center Upgrades -East Courts Light Conversion: CIP Project# 2017-19.01 [!}]Description: (simple project descriptioll if appropriate) Provide Tasks 2, 3 and 5 services for the subject project. [(J]Attachment A: Includes D escription of Proj ect, Scope of Serv ice, Schedule of Performance and Compensation CITY PROJECT MANAGEMENT Managing Deparh11ent: City of Cupertino Master Agreement Public Works Project Manager: Alex Acenas ------------- Page 1 of 2 Service Order No. 9 City of Cupertino MASTER AGREEMENT FOR CONSULTANT SERVICES SERVICE ORDER BUDGET I FISCAL Master Agreement Maximum Compensation: Previously Encumbered on MA: S.0. # 1 -420-90-904-9 05-SPCT-003-03-02 CSC East Court Resurfacing CM S.O. # 2 -420-99-023-900-905-QCC-004-03-02 Quinlan Fire Alarm Control Panel Upgrade CM S.O. # 3 -100-03-807-900-990-CIV-004-03-02 City Hall IT Tenant Improvements CM S.0. # 4 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.0. # 5-420-99-015-900-905-PVAR-001-03-02 CIP # 2017-13 .01 Memorial Tennis Ct. S.0. # 6 -420-99-015-900-905-P VAR.001 .03 .02 CIP # 2017-13.02 (Varian/Manta Vista) S.0. # 7 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.O. # 8 -420-99-007-900-905-PVAR 002-03-02 Jollyman and Varian Pk Site lmprvmnts S.O. # ________________________ _ S.O. # _____________________ _ Amount $ 800,000.00 $86,040.00 $9,940.00 $13,440.00 $51,770 .00 $34,630.00 $35,110.00 $5,400.00 $21,407.00 Total Previously Encumbered to Date: $257 ,7 37 .00 Curre nt Unencumbered amount in MA: $ 542,263 .00 Encumbrance: S.O. # 9 -420-99-017-900-905-SPCT 004-03-02 Sports Ctr Upgrades East Ct Lts Conv $28,800.00 Total Encumbered to Date including this S.O.: $ 286,537.00 Master Agreement Balance: $ 513,463.00 Contract Manager: APPROVALS Alex Acenas Date: 9-19-2017 Consultant: ~ ~ . Date: _9_1_2_01_1_7 ____ _ DirectorofPublicWorh .A ~ ,Z.._ Date: # / 7'~~4,,rJ Appropriation Ce~::tion: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are availab le as of this date of signature. City Finance: City of Cupertino Master Agreement Page 2 of 2 Date: Se r v ice Order No. 9 City of Cupertino MASTER AGREEMENT FOR CONSULTANT SERVICES SERVICE ORDER MASTER AGREEMENT MA ti : 2016-498 Service Order #: 8 Maximum Compensation: $ 800 ,000 .00 Term: NTP: April 1 , 2016 End Date: March 31 , 2018 Approval by: City Mana ger D Dire ctor D Date: City Council [j] Ite m ti: _1_6 ___ _ Date: March 15, 2016 Consultant: Firm Nam e : Gilbane Building Company Street : 1798 Technology Drive, Suite 120 City, Stat e, Zip: San Jose , CA 95110 Contact Nam e: Glenn Rock Phone: 408-609-0424 PROJECT DESCRIPTION Project Name: Jollyman Park and Varian Park Site Improvements -CIP Project# 2016-03 .02 [0)Description: (simp le pro ject desc ri pt ion if app ropr iate) Provide Tasks 2 , 3, 4 and 5 services for the subject project. [OAttac hment A: Include s D escription of P roje ct, Scope of Ser v ice , Sch e dule o f Perfo r m anc e and Compen sation CITY PROJECT MANAGEMENT Ma n ag ing De p artment: City of Cupertin o Master Ag reement Public Works Proj ect Manage r : Alex Acenas ------------- Page 1 o f 2 Se rvi ce O rde r No . 8 City of Cupertino MASTER AGREEMENT FOR CONSULTANT SERVICES SERVICE ORDER BUDGET I FISCAL Master Agreement Maximum Compensation: Previously Encumbered on MA: S.0. # 1 -420-90-904-905-SPCT-003-03-02 CSC East Court Resurfacing CM S.O. # 2 -420-99-023-900-905-QCC-004-03-02 Quinlan Fire Alarm Control Panel Upgrade CM S.O. # 3 -100-03-807-900-990-CIV-004-03-02 City Hall IT Tenant Improvements CM S .O. # 4 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.0. # 5-420-99-015-900-905-PVAR-001-03-02 CIP # 2017-13.01 Memorial Tennis Ct. S.0. # 6 -420-99-015-900-905-P VAR.001.03.02 CIP # 2017-13.02 (Varian/Monta Vista) S.0. # 7 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.O. # _____________________ _ S.O. # ________________________ _ S.O . # ________________________ _ Amount $ 800,000.00 $86,040.00 $9,940 .00 $13,440.00 $51,770.00 $34,630.00 $35,110 .00 $5,400.00 Total Previously Encumbered to Date: $ 236,330 .00 Current Unencumber ed amount in MA: $ 563 ,670 .00 Encumbrance: S.O. # 8 -420-99-007-900-905-PVAR 002-03-02 Jollyman and Varian Pk Site lmprvmnts $21,407.00 Total Encumbered to Date including this S.O .: $257,737.00 Master Agre ement Balance: $ 542,263.00 Contract Manager: APPROVALS Alex Acenas Date: 9-19-2017 Consultant: ~ Date:_9_12_0_1_17 ____ _ DirectorofPubl~ ,,,--?/2-Date, ~ ~ ~~~~crJ Appropriation C~;i;ation: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are available as of this date of signature. City Finance: City of Cupertino M as te r Agreement Pag e 2 of 2 Date: Se rv ice Order No. 8 City of Cupertino MASTER AGREEMENT FOR CONSULTANT SERVICES SERVICE ORDER MASTER AGREEMENT M A #: 2016-498 Service Order #: 7 Maximum Compensation: $ 800,000.00 Term: NTP: April1,2016 End Date: Mar c h 31, 2018 Approval by: City Manager D Director D Date: City Council [i] Item #:_1_6 ___ _ Date: March 15 , 2016 Consultant: Firm Name: Gilbane Building Company Street: 1798 Technology Drive, Suite 120 City, State, Zip: San Jose, CA 95110 Contact Name: Glenn Rock Phone: 408-609-0424 PROJECT DESCRIPTION Project Name: City Hall Turf Reduction Project -CIP Project# 2017-03 !(•)!Description: (simple proj ec t description 1f appropriate) Provide up to 30 hours of TASK 3 and 5 serv ices for the CCO 2 bench install work . [[]Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation CITY PROJECT MANAGEMENT Managing Department: Ci ty of Cup ertino Mas te r Agreement Public Works Page I of 2 Servi ce Order No. 7 City of Cupertino MASTER AGREEMENT FOR CONSULT ANT SERVICES SERVICE ORDER BUDGET I FISCAL Master Agreement Maximum Compensation: Previously Encumbered on MA: S.0. # 1 -420-90-904-905-SPCT-003-03-02 CSC East Court Resurfa cing CM S.O. # 2 -420-99-023-900-905-QCC-004-03-02 Quinlan Fire Alarm Control Panel Upgrade CM S.O. # 3 -100-03-807-900-990-CIV-004-03-02 City Hall IT Tenant Improvements CM S.0. # 4 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.0. # 5 -420-99-015-900-905-PVAR-001-03-02 CIP # 2017-13.01 Memorial Tennis Ct. S.0. # 6 -420-99-015 -9 00-905-P VAR .001.03.02 CIP # 2017-13.02 (Varian/Monta Vista) s.o. # _________________________ _ S.O. # _____________________ _ S.O . # -------------------------- S.O. II _________________________ _ Amount $ 800 ,000.00 $86,040.00 $9,940.00 $13,440.00 $51,770.00 $34,630.00 $35,110.00 Total Previously Encumbered to Date: $ 230,930.00 Current Unencumbered amount in MA: $ 569 ,070.00 Encumbrance: S.0. II 7 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction $5,400 .00 Total Encumbered to Date including this S.O.: $ 236,330.00 Master Agreement Balance: $ 563,670.00 Contract Manager: APPROVALS Consultant: Julia Kinst ~ - Director of Public Works: Date: D ate: 8/21/17 Date: !3 /--;,, I "h I r 7 l Appropriation Certification: I hereby certify that a n unexpend e d appropriation is available in the above fund for the above contract as estimated and that funds are availab le as of this date of signature. City Finance: City of Cupertino Master Agreement , ~ ~1agernent Analyst Date: Pa ge 2 of 2 Service Order No. 7 City o f Cupertino MASTER AGREEMENT FOR CONS ULTANT SERVICES SERVICE ORDER MASTER AGREEMENT MA ti : 2016-498 Service Order #: 6 Maximum Compensation: $ 800 ,000 .00 Tenn: NTP: April 1 , 2016 End Date: March 3 1 , 2018 A pproval by: Ci ty Manager D Director D Date : City Council [j] It em ti : _1_6 ___ _ Date: March 15, 2016 Consultant: Firm Na1ne: Gilbane Building Company Street: 1798 Technology Drive, Suite 120 City, State, Zip: San Jose, CA 95110 Contact Na m e: Glenn Rock PROJ ECT D ESC RIPTION Phone: 408-609-0424 Project Name: Varian and Monta Vista Parks Tennis Courts Resurfacing -CIP Project# 201 7-13 .02 [OJ Descripti o n: (s impl e project descriptio11 if appropriate) [0)Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance a nd Com p e n sa ti on CI TY PROJECT MANAGEMENT Managing Departme nt: Ci ty of Cupertino /\fa ster Ag re ement Public Works Project Manager: Katy Jensen \?t Pa g e 1 of 2 Service Order No. 6 City o f Cupertino MASTER A G REEMENT FOR CO N S ULTANT SER V I CES SERVICE ORDER BUDG ET/ FISCAL Master Agreement M aximum Compensation : P revio u s ly En c umbered on MA: S.O . # 1 -420-90-904 -905-SPCT-003 -03-02 CSC East Cou rt Res urfac ing CM S.O . # 2 -42 0-99-023-900-905-QCC-004-03-02 Qu inl an Fi re Al arm Cont rol Panel Upgrade CM S.O . # 3 -100-03 -807 -900 -990-CIV-004 -03-02 City Hall IT Tenant Improvements CM S.0. # 4 -420-99-033-900-905-CIV-004-03-02 City Hall Turf Reduction S.0 . # 5 -420 -99 -015-900 -905 -PVAR-00 1-03 -02 CIP # 2017 -13 01 Me morial Tenn is Ct. S.O . # ________________________ _ s.o. # ________________________ _ s.o. # ________________________ _ S .O. # _____________________ _ s.o. # ________________________ _ A m o unt $ 800 ,000 .00 $86,040 .00 $9,94 0 .00 $13,4 40 .00 $5 1,77 0.00 $34 ,63 0.00 Tota l Prev io u s ly En cum bered to D ate:$ 195 ,820 .00 C urre nt U n e n cumbe red a m o un t in MA: $604 ,180 .00 Encumbran ce: S.0. If 6 · 420-99-015 -900-905-P VAR .001 .03 .02 CIP # 2017-13.02 (Varian/Monta Vista) $35,110.00 Tota l En cumbe re d to D a te including thi s S.O.: $ 230 ,930.00 Master Agr ee m e nt Ba lance: $569 ,070 .00 Contract Manager: APPROVALS Julia Kins! Co n s ulta nt : ~ Di rec tor o f Public Work s: ~ D a te: D a te : 1/e~/17 D a te : 7(2-tf; 7 A ppropria ti o n C e rtifi cati o n : I h ereby certify that a n unexpe nd e d appro p r ia ti o n is a v ail a bl e in th e a bove fund for the a b ove contract as estima te d a nd tha t fund s are ava i lab le a s of thi s d a te of s ig n a ture. C i ty F in a n ce: City of Cupertin o /\fa s ter Agreement Page 2 of 2 Service Order No. 6 Var ian & Monta Vista Parks Tennis Court Resurfacing Serv ice Order 6-Attachment Scope of Services : Based upon the Master Agreement, Gilbane Building Company will be responsible for Task 3 - Construction Phase and Task 5 -Post Construction Phase . Compensation : Task 3 -$31,310.00 Task 5 -$ 3,800 .00 Total -$35,110 .00 Schedule: Week of 8/7/17 8/14/17 10/16/17 11/27/17 Milestone Pre-construction/ issue Notice to Proceed Start construction Complete construction Complete post-construction contract close-out CITY OF CUPERTINO FOR GILBANE BUILDING COMPANY CONSUL TANT SERVICES AGREEMENT FOR CONSTRUCTION MANAGEMENT ON VARIOUS PROJECTS SERVICE ORDER MASTER AGREEMENT PO#: 2016-498 Service Order No.: 1 Maximum Compensation: $800,000.00 Account No.: 420-90-904-900-905-SPCT 003-03-02 Agreement Term: March 31, 2018 Approval by: Consultant: Project Description: Project Name: City Council ItemNo.16 Gilbane Building Company 1798 Technology Drive, Suite 120 San Jose, CA 95110 Contact: Gleim Rock Date: March 15, 2016 Phone: 408-660-4428 Cupertino Sports Center-East Court Resurfacing Project# 2015-04 G]Description: CM services for Cupertino Sports Center-East Court Resurfacing Project including Task 3- Construction, Task 4-Inspection & Testing, and Task 5-Post-Construction, as defined in the executed Master Agreement. Project consists of the resurfacing of 12 tennis courts and 1 practice court, including all pertinent work and incidentals required to complete the work. Task3 Task4 Tasks Construction Phase Inspection & Testing (allowance) Post-Construction Phase Total $79,000 $2,000 $5,040 $86,040 DAttachment A: Ii in its entirety, as described in the Contract Documents Compensation City Project Management Managing Department: Public Works Project Manager: John Raaymakers City of Cupertino Gilbane Building Company Page 1 of2 Service Order No. 1 CITY OF CUPERTINO FOR GILBANE BUILDING COMPANY CONSUL TANT SERVICES AGREEMENT FOR CONSTRUCTION MANAGEMENT ON VARIOUS PROJECTS SERVICE ORDER FiscaUBudget Master Agreement Maximum Compensation: Previously Encumbered on Master Agreement: ENCUMBERED Total Previously Encumbered to Date: Current Unencumbered amount in MA: ENCUMBRANCE: ENCUMBER: Acct. # 420-90-904-900-905-SPCT 003-03-02 -Comp. SO #1 CSC East Court CM Total Encumbered to Date including this SO: ,ff Master Agreement Balance: Contract Manager: ~~L Date: ~z~/6? APPROVALS Consultant: Date: $1h<..P Director of Public Works: Date: f/13-)/~ Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that fund are available as of this date of signature. City Finance: City of Cupertino ' / Amount $800,000 $0 $0 $800,000 $86,040 $86,040 $713,960 Gilbane Building Company Page2 of2 Service Order No. 1 MASTER AGREEMENT BETWEEN THE CITY OF CUPERTINO AND GILBANE BUILDING COMPANY FOR CONSULTANT CONSTRUCTION MANAGEMENT SERVICES ON VARIOUS CAPTIAL IMPROVEMENT PROJECTS THIS MASTER AGREEMENT, for reference dated April 1, 2016 , is by and between CITY OF CUPERTINO, a municipal corporation (hereinafter referred to as "City"), and Gilbane Building Company, a California corporation whose address is, 1798 Technology Drive, Suite 120, San Jose, CA 95110 (hereinafter referred to as "Consultant"), and is made with reference to the following: RECITALS: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California and the Cupertino Municipal Code. B. Consultant is specially trained, experienced and competent to perform the special services which will be required by this Agreement; and C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein. D. City and Consultant desire to enter into an agreement for Construction Management Services 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 March 31, 2018 unless terminated earlier as set forth herein. 2. SCOPE OF SERVICES Consultant shall provide services under this Master Agreement on an "as needed" basis and as set forth in, Exhibit A, Scope of Services, and as specifically defined in a fully executed Service Order as set forth in Exhibit B, Service Order Process; both Exhibits which are attached hereto and incorporated herein by this reference. The City has sole discretion to authorize any Service Order and has no obligation to do so under this Master Agreement. City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page 1of12 3. SCHEDULE OF PERFORMANCE: All Consultant services under this Master Agreement shall be completed on or before the end of the Master Agreement Term. Each authorized Service Order shall include its own defined Schedule of Performance. In no case shall any Service Order's schedule of performance extend beyond the Master Agreement Term. 4. CONSULTANT COMPENSATION: The maximum compensation to be paid to Consultant under this Master Agreement shall not exceed EIGHT HUNDRED THOUSAND DOLLARS ($800,000.00). The rate of payment is set out in Exhibit C, titled "Compensation", which is attached hereto and incorporated herein. No payment shall be made under this agreement unless authorized by a fully executed Service Order, Exhibit B. The sum of all Service Orders authorized shall not exceed the maximum compensation for this Master Agreement as defined above. 5. METHOD OF PAYMENT: The method of payment for services performed under this agreement is set out in Exhibit C, titled "Method of Payment", 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 authorized Service Order, clearly stating; the total Contract amount, amount paid to date, the work performed and percent complete, and amount due. All requests for payment from Consultant to City shall be addressed to the City to: Attention: John Raaymakers, Public Works Project Manager City of Cupertino 10300 Torre Ave. Cupertino CA 95014 6. TIME IS OF THE ESSENCE: Consultant and City agree that time is of the essence regarding the performance of this Agreement. 7. STANDARD OF CARE: Consultant agrees to perform all services hereunder in a manner commensurate with the practice of a professional that specializes in performing professional services of a like nature City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page 2of12 and complexity, and agrees that all services shall be performed by similarly qualified and experienced personnel who are not employed by the City nor have any contractual relationship with City. 8. INDEPENDENT PARTIES: City and Consultant intend that the relationship between them created by this Agreement is that of employer-independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by City to its employees, including but not limited to, unemployment insurance, workers' compensation plans, vacation and sick leave are available from City to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any fees due Consultant. Payments of the above items, if required, are the responsibility of Consultant. 9. 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. 10. NON-DISCRIMINATION: Consistent with City's policy that harassment and discrimination are unacceptable employer/employee conduct, Consultant agrees that harassment or discrimination directed toward a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, or sexual orientation will not be tolerated. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. 11. PROJECT COORDINATION CITY: The Director of Public Works, or designated agent, 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 W arks' agent and shall supervise the progress and execution of this Agreement. City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page 3of12 CONSULTANT: Consultant shall assign a single Consultant Project Executive to have overall responsibility for the progress and execution of this Agreement for the Consultant. If, subsequent to the execution of the Agreement, circumstances or conditions require a substitute Consultant Project Executive for any reason, the proposed replacement Consultant Project Manager shall be subject to the prior written acceptance and approval of the City Director of Public Works or the above named designated agent.. The designated Consultant Project Executive for the Agreement term shall be Glenn Rock. 12. HOLD HARMLESS: Indemnification: A. Claims for Professional Liability. 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 negligence or willful misconduct of City, its agents or employees. B. Claims for Other Liability. 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 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. City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page4of12 13. 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 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: City of Cupertino (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liability: Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence $1,000,000 aggregate -all other Property Damage: $100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of $1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: Comprehensive automotive liability coverage in the following minimum limits: Bodily Injury: Property Damage: $500,000 each occurrence $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. Consultant Master Agreement Gilbane Building Company (2016-2018) Pages of 12 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. C. FAIL URE 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. 14. 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 or Statement of Economic Interest (Form 700) 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, et seq. of the California Code of Regulations. 15. 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 City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page 6of12 consent of City. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money by Consultant from City under this Agreement may be assigned to a bank, trust company or other financial institution without prior written consent. Written notice of such assignment shall be promptly furnished to City by Consultant. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. Control means fifty percent (50%) or more of the voting power of the corporation. 16. SUBCONSULTANT APPROVAL: Unless prior written consent from City is obtained, only those people and subconsultants whose names are included in this Agreement shall be used in the performance of this Agreement. In the event that Consultant employs subconsultants, such subconsultants shall be required to furnish proof of workers' compensation insurance and shall also be required to carry, at a minimum, general, automobile and professional liability insurance equal to the insurance maintained by the Consultant as required by this agreement. In addition, any work or services subcontracted hereunder shall be subject to each provision of this Agreement. 17. 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. 18. REPORTS: A. Each and every report, draft, work product, map, record and other document, hereinafter collectively referred to as "Report", reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement, shall be the exclusive property of City. Consultant shall not copyright any Report required by this Agreement and shall execute appropriate documents to assign to City the copyright to Reports created pursuant to this Agreement. Any Report, information and data acquired or required by this Agreement shall become the property of City, and all publication rights are reserved to City. Consultant may retain a copy of any report furnished to the City pursuant to this Agreement. B. All Reports prepared by Consultant may be used by City in execution or implementation of: (1) The original Project for which Consultant was hired; City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page 7of12 (2) Completion of the original Project by others; (3) Subsequent additions to the original project; and/or (4) Other City projects as appropriate. C. Consultant shall, at such time and in such form as City may require, furnish reports concerning the status of services required under this Agreement. D. All reports required to be provided by this Agreement shall be printed on recycled paper. All Reports shall be copied on both sides of the paper except for one original, which shall be single sided. E. No report, information or other data given to or prepared or assembled by Consultant pursuant to this Agreement shall be made available to any individual or organization by Consultant without prior approval by City. F. Electronic and hard copies of Consultant's work product shall constitute the Project deliverables. Documents shall be in Microsoft Word and PDF formats. City holds Consultant harmless for any modifications to the documents. 19. 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 during normal business hours, 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. 20. NOTICES: All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States Mail, postage prepaid, registered or certified, addressed as hereinafter provided. City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page8of12 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, Public Works Project Manager All notices, demands, requests, or approvals from City to Consultant shall be addressed to Consultant at: Gilbane Building Company 1798 Technology Drive, Suite 120 San Jose, CA 95110 Attention: Glenn Rock 21. 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. The City shall notify the Consultant of such default ,in writing, specifying the nature of such default and the steps necessary to cure such default, If, after receipt by Consultant, such default is not cured within the time specified, 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. 22. 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. 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 Y2 times the basic rate of pay. City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page 9of12 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. 23. 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. 24. 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. 25. 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. 22. INTEGRATED CONTRACT: This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page 10of12 GIFTS: A. Consultant is familiar with City's prohibition against the acceptance of any gift by a City officer or designated employee, which prohibition is found in City Administrative Procedures. B. Consultant agrees not to offer any City officer or designated employee any gift prohibited by the Administrative Procedures. C. The offer or giving of any prohibited gift shall constitute a material breach of this Agreement by Consultant. In addition to any other remedies, City may have in law or equity, City may terminate this Agreement for such breach as provided in Section 19 of this Agreement. 26. 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. 27. REPRESENTATION OF AUTHORITY: The person executing this agreement on behalf of the CONSULTANT does hereby represent and warrant that the CONSULTANT is a sole proprietor in the State of California and has full right, power, and authority to enter into and carry out all actions contemplated by this Agreement. 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. City of Cupertino Consultant Master Agreement Gilbane Building Company (2016-2018) Page 11of12 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. GILBANE BUILDING COMPANY A California Corporation Date ___...., ~._.__'l2___;._/J_,.;_b __ _ Tax I.D. No.: CITY OF CUPERTINO A Municip I Corporation I J J1_____ .By~---------- ~~r~'.~u~:~]t,cS;u1fruG:c~~:r~o Date ( -l ~ -I 6 APPROVED AS TO FORM: <\"Z-Randolph Stevenson Hom, City Attorney Address: "\ Ofil1A1J--.r 1798 Technology Drive, Suite 120 San Jose, CA 95110 City of Cupertino Gilbane Building Company (2016-2018) ATTEST: ~t.~tft 3 -3il-!h Grace Schmidt, City Clerk Contract Amount: jf Goo. 000 ) Consultant Master Agreement Page 12of12 EXHIBIT A SCOPE OF SERVICES The CONSULT ANT shall provide certain Construction Management services as required and requested by the CITY. The CONSULT ANT shall provide services under this Master Agreement on an /1 as needed" basis and only (1) upon written request from the CITY's Director of Public Works or authorized Agent as defined in Section 11, PROJECT COORDINATION and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A. The CONSULT ANT shall perform all services to the satisfaction of the CITY' s Public Works Director or authorized Agent. B. The CONSULTANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Program and Project Management Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSULTANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY. D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall provide Construction Management services for various CITY Public Works projects. All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement. A. General Performance Requirements City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Page 1of9 EXHIBIT A SCOPE OF SERVICES 1. The performance of all services by CONSULTANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this scope of services and the standard of care provisions contained in this AGREEMENT. 2. CONSULTANT shall be responsible for coordinating the work of all 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 during the execution of this agreement under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSUL TANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. 3. CONSULT ANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. CONSULTANT shall not substitute any team members without the prior approval of the CITY. CITY retains the right to reject team members assigned by CONSULT ANT or require replacement of team members. 4. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY, and communicate with members of the PROJECT team. 5. During the course of work of an assigned PROJECT, CONSUL TANT shall meet weekly with CITY's assigned project manager for the respective construction projects to provide an update on the current status of the construction project. CM will provide the CITY's assigned project manager with a summary report. B. CONSUL TANT shall effectively manage the assigned construction projects for the efficient, progressive, and proactive delivery of each construction project. For each assigned construction project, the CONSULTANT may provide any or all of the following tasks and subtasks under Section 2, as is required for each specific project. C. TASKS Consultant services for any assigned project under this Master Agreement may include, but is not limited to the following tasks: Task 1 -Pre-Construction Phase -work shall include but is not limited to the following: 1) Conduct a constructability review of the construction documents (50%, 95% and 100%) for the various projects. Provide a written report with recommendations for changes. 2) Cost Estimate review and value engineering for various projects. Provide a written report with recommendations. 3) Utility coordination for projects. Work shall include a survey of existing utilities, the development of utility service plan for new and existing structures, coordinating with . City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Page 2 of 9 EXHIBIT A SCOPE OF SERVICES consultant preparing the project plans and making application to the utility companies for service. 4) Assist with the building permit approval process. Work shall include but is not limited to coordinating with design consultant and building department to receive an approved building permit. 5) Assist with the review and approval process for other permits and regulatory requirements. Work shall include but is not limited to coordinating with design consultant, city staff, and regulatory agencies to apply for and secure approved permits and authorizations as needed. 6) Assist with the development and conducting of public outreach programs to assist in providing public information regarding project. 7) Assist with grant administration during the project. Task 2 -Bid Phase -work shall include but is not limited to the following: 1) Conduct a pre-bid Conference with prospective Bidders. 2) Assist with the issuing of Addendums. 3) Assist in the development of bidders' interest in a project. 4) Review bid documents and assist the CITY in evaluation of bidders Statement of Qualifications for responsible low bidder and assist in analyzing bid protest as may be necessary. 5) Tabulation and evaluation of bid results. Assist in the evaluation of bid alternatives and make recommendations on award. 6) Assist in review and processing of substitution submittals during bid and construction phase. Task 3 -Construction Phase -work shall include but is not limited to the following: 1) Administration and Coordination of Construction Contract: CM will provide administrative, construction management and related services necessary to administer the Construction Contract on each assigned project. CM' s services shall include but are not limited to the following: a. Scheduling, coordinating and conducting pre-construction and construction meetings; recording, maintaining and distributing minutes thereof. b. Prior to start of project construction the CM and CITY will come to agreement on the format for all project records to be kept and turned over to the CITY at the completion of the project. Documents may be hard copies and/or electronic. CM will make recommendations on programs to be used for tracking and other record keeping needs. c. Implement a procedure for the submittal and processing of submittals with the design consultant. This shall include preparing and updating logs. Provide preliminary review for completeness and general compliance of submittals that City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Page 3 of 9 EXHIBIT A SCOPE OF SERVICES are to be reviewed by the design consultant. Provide review and response for submittals that do not involve the design consultant (such as Safety Plan, Fire Protection Plan). Sign and date such submittals with response: Reviewed or Revise and Resubmit. d. Implement a procedure for the submittal and processing of substitution requests with the CITY and the design consultant. This shall include preparing and updating logs. e. Implement a procedure for timely handling and disposition of the Contractor's request for information (RFI) or clarifications with the design consultant. This shall include preparing and updating logs. f. Establish and implement procedures for the timely transmittal and receipt of communications, drawing and other information between CM, design consultant and the Contractor relating to construction of the project. g. Develop and implement a procedure for the timely submittal, processing and tracking of Contract Change Orders (CCO), Request for Price Quote (RPQ), etc. with the CITY. This shall include preparing and updating logs. h. Coordinate and maintain a project directory for the project, with emergency contact information. i. Review the Contractor's comprehensive critical path schedule that establishes a base line and reports the status and progress of the project. The schedule should include details such as milestones and key activities to track project progress. Review the Contractor's three week look ahead schedule. Verify that schedules conform to the construction contract documents. j. Work with CITY and Contractor to maintain use of existing facilities that are affected by the construction, to minimize the disruption to the existing facilities and to have their continued use during the construction of the project. This includes all phase of construction and delivery of materials. 2) Track and monitor construction costs and progress payments. CM services shall include but are not limited to the following: a. Provide and maintain project level reports for budgeting and contingency tracking; contract payment status; cash flow forecasting and analysis; grant documentation; and other financial reporting as necessary to support the CITY' s accounting needs. CM shall maintain records reflecting the actual costs for activities completed or in progress, including records relating to work performed on a unit cost basis and additional work performed by the Contractor on a time and materials basis. CM shall monitor and advise the CITY of costs pertaining to potential, pending and completed changes; and potential or pending claims. b. Develop a procedure for submittal, review and processing of the progress payments to Contractor, along with associated forms and reporting systems. CM shall review progress payment applications and work with Contractor to achieve agreement on the progress payment amount. CM will verify that the "as built" check set of plans by the Contractor are updated prior to approval of progress City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Page 4 of 9 EXHIBIT A SCOPE OF SERVICES payment being submitted to the CITY. CM will require Contractor to provide a conditional waiver and release for progress payments and a final release and waiver for the final payment. CM will certify that the data in each application for progress payment is to the best of CM's knowledge, information and belief, the work has progressed to the point indicated in the application for progress payment and the quality of the work is generally in accordance with the contract documents. CM's review of application for progress payment shall be undertaken and completed in a timely manner so that the CITY can meet its obligations to make progress payment due Contractor within the time permitted by applicable law without incurring interest liability or other penalties/liabilities. CM shall also verify the progress payment satisfies any grant requirement. 3) Substantial completion and final completion, CM services shall include but are not limited to the following: a. Consult with the design consultants and CITY to jointly ascertain the achievement of substantial completion of the project. If upon inspection of the project substantial completion has not been achieved, the CM will assist the design consultant in noting the conditions of the work and the measures necessary for the Contractor to achieve substantial completion. Upon determining that the Contractor has achieved substantial completion the CM will coordinate the CITY' s and design consultant's final inspection of the work to note punch list items to be completed by the Contractor as a condition to achieve final completion. b. Assist the CITY in issuing a certificate of substantial completion and final completion, as applicable. 4) Progress Records, CM services shall include but are not limited to the following: a. Maintain records of the progress of construction of the project, including written progress reports and photographs reflecting the status of construction and percentage completion of the project. CM will maintain daily records during construction of the project showing weather conditions, personnel of the Contractor and Subcontractor at the site, work accomplished, problems encountered and other matters materially affecting the project, completion of the project or construction cost to complete construction of the project. CM shall maintain project records for test results and special inspection results. b. Provide monthly progress reports on the project. 5) Site observations of construction project, CM services shall include but are not limited to the following: a. CM shall be on-site during construction of the project and substantially at all times during which there are construction activities at the site. CITY and CM may agree to the amount of time required to be at the site for observation, however this does not relieve the CM from the requirement of having knowledge of the status of the work. b. Coordinate inspections, testing, and lab services; this includes by outside firms. City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Pages of 9 EXHIBIT A SCOPE OF SERVICES i. Inspection of construction progress for conformance with project plans and specifications. ii. CM will work with the Building Department for permit inspections coordination and final approvals of permit. Provide testing and test results by testing firm acceptable to CITY. Such testing services shall be a reimbursable expense as described in Task 5. c. Maintain at the site the following documents at a minimum: Contract, Drawings, Specifications, approved Change Orders, Submittals, building permit, SWPPP and associated testing or monitoring documentation, other permits, applicable codes, rules and regulation and other written or electronic materials relating to the project. d. CM will endeavor to guard the CITY against defects and deficiencies in construction and workmanship of the project on the basis of its site observations, and a quality control program established and implemented hereunder to monitor construction workmanship for conformity: 1) accepted industry standards; 2) applicable laws, codes, regulations, ordinances or rules: 3) and the requirements of the construction documents. e. CM shall reject work whenever in the ordinary course of discharging its services the CM discovers or observes patent conditions of defective or deficient construction and workmanship which as or may have an adverse impact upon the project's life-safety systems or operations, structural elements or integrity of the safety of persons or property. CM shall take prompt action appropriate under the circumstances, including stopping the work and thereupon notifying the CITY in writing. CM' s responsibilities hereunder shall be limited to defective or deficient work or an apparent or patent nature. f. Review the Contactor safety program and the requirements of the construction documents and applicable law. CM shall monitor the Contractor's compliance with safety programs and advise the CITY of measures, if any, necessary or appropriate to obtain the Contractor's compliance. By undertaking the obligation hereunder, CM shall not be deemed to have assumed responsibility of the adequacy or sufficiency of safety programs implemented by the Contractor, but the CM is responsible for verifying that the Contractor has established a safety program, that the safety program established by the Contractor is in compliance with applicable law, rule or regulation and that the Contractor has implemented its safety program. g. CM shall promptly notify the CITY in writing of all CM observed instances of Contractor's failure to comply with applicable safety requirements. If in the course of performing services during the construction, the CM observes a safety violation or other unsafe condition on or about the site or surrounding area which have a immediate or potential or actual adverse effect on life or property, the CM is authorized, without prior notice to the CITY or prior directive by the CITY, to take all actions deemed necessary and appropriate by the CM under the City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Page 6 of 9 EXHIBIT A SCOPE OF SERVICES then existing circumstances to prevent such actual or potential adverse effect. h. CM shall become familiar with all CEQA documents and permit requirements from other agencies having jurisdictions over the site or work that will affect the project and the construction site. CM shall be responsible for monitoring all aspects of the project as it relates to the requirements. CM shall monitor the Contractor's compliance with all requirements of the CEQA documents and permits by other agencies. CM shall take prompt action appropriate under the circumstances, including stopping the work and thereupon notifying the CITY in writing if Contractor is not following all requirements. 6) Contract Change Order (CCO) processing, CM services shall include but are not limited to the following: a. Coordinate and disseminate correspondence, drawings and other written materials by and between the Contractor, the CITY and the design consultants relating to changes to the project. CM will coordinate the Contractor's performance of changes authorized by the CITY. CM shall maintain a log or other written records to monitor the pendency and disposition of change and CCOs to keep the CITY advised of the status of the same and the actual or potential impact of any particular change or CCO or the cumulative effects thereof on the construction cost or time for completion of construction of the project. b. Assist the CITY and design consultant in evaluation of requests for the Contactor for issuance of CCOs, assist in negotiations with the Contractor relative to the CCOs proposals and the adjustment of the contract price or the contract time under the construction contract. CM will make recommendations to the CITY and the design consultant for handling and disposition of the Contractor's proposal relative to the changes. If a change to the construction contract is approved or authorized by the CITY, CM will assist the CITY and the design consultant in the preparation of a CCO reflecting such approved or authorized change to the construction contract. The CM is not authorized, without the prior consent and approval of the CITY, to effectuate or authorize any change to the work of the project. The CM shall be liable to the CITY for all direct and consequential costs, losses or damage resulting from the CM' s direction or authorization of effectuate a change to the work of the project without the prior direction and authorization by the CITY. 7) Claims handling, CM service shall include but are not limited to the following: a. Assist the design consultant in the review, evaluation and processing of claims asserted by the Contractor; CM will make recommendations to the CITY as to merit, handling and disposition of Contractor's claims. Except in the event that the CM is alleged to have caused or contributed to the circumstances giving rise to a Contractor claim or other Contractor demand for compensation, services of the CM to prepare documentation or provide testimony in a mediation, arbitration or judicial proceeding arising out of such a claim or demand for City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Page 7 of 9 EXHIBIT A SCOPE OF SERVICES compensation shall be deemed additional services. If the CM is alleged to have caused or contributed to a Contractor claim, the CM's claims handling services, including without limitation, claims analysis, assistance in preparing briefs/graphic materials in connection with negotiations or dispute resolution proceeding relating to a Contractor claim shall be deemed part of the CM' s basic services under this agreement. 8) CM equipment, CM shall provide the following equipment necessary to carry out CM duties: a. Provide all equipment, furnishings and other items necessary to complete the services required for the project. Including without limitation, trailer, computers, related hardware, software, vehicles, cell phones, office equipment and copiers. Task 4 -Inspections and Testing-work shall include but is not limited to the following: 1) CM shall conduct routine inspection of the construction work over the course of construction to ensure compliance of the work with the construction contract, including all drawings and specifications. 2) CM shall monitor the contractor's compliance with required Regulatory Agency Permit inspections and advise CITY of coordination problems and Contractor's compliance with permit/inspection requirements. 3) CM shall engage the necessary subconsultants to perform the necessary inspections and testing as required for the project. CM shall schedule and coordinate with the contractor and subconsultant for the necessary testing and inspection for the project. 4) Compensation to the CM for inspections and testing by subconsultant shall be for the actual billed amount only, no mark up or overhead will be allowed for these subcontracted services. CM shall bill monthly for actual inspections and testing completed. CM shall attach copies of subconsultants' invoice for verification of cost being billed. Task 5 -Post-Construction Phase -work shall include but is not limited to the following: 1) Contractor closeout document review, CM services shall include but are not limited to the following: 2) Receive from the Contractor the closeout documents and items to be submitted by the Contractor under the terms of the Construction Contract upon completion of its obligations tmder the Construction Contract. The CM shall review each Contractor's closeout submittals to determine conformity with the requirements of the Construction Contract. If the CM determines that any Contractor's closeout submittals are not in conformity with requirements of the construction contract, the CM shall make recommendations to the CITY for measures to secure compliance with the requirements City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Page 8 of 9 EXHIBIT A SCOPE OF SERVICES of the construction contract. The CM shall deliver to the CITY all of the Contractor's closeout submittals, including the Contractor's as-build drawings which the CM shall transmit to the design consultant for preparation of the record drawings. The CM shall monitor the design consultant's preparation and completion of the project record drawings prior to delivering to the CITY. 3) Within thirty (30) days of the date of issuance of a Certificate of Final Completion for the construction contract, the CM shall assemble and deliver to the CITY all of the records maintained by the CM relating to the project. Task 6 -Additional Services 1) Services provided by CM that are different from or in addition to those described herein are being included in the scope of Basic Services are referred to as "Additional Services". No Additional Services shall be performed without the prior written authorization of the CITY. No compensation shall be due from the CITY to the CM for any Additional Services provided or performed by the CM without the prior written authorization of the CITY. 2) Compensation to the CM for Additional Services directed and authorized by the CITY shall be on the basis of either: 1) actual and reasonable time of the CM' s personnel necessary to complete the authorized Additional Service computed in accordance with the Rate Schedule attached to this Agreement; or 2) a fixed price mutually agreed upon by the CITY and the CM. The forgoing notwithstanding, if Additional Services authorized by the CITY result from the neglect of CM or CM' s default under this Agreement, CM shall complete Additional Services at no cost to the CITY. END OF EXHIBIT City of Cupertino Exhibit A-Scope of Services Gilbane Building Company (2016-2018) Page 9 of 9 EXHIBITB SERVICE ORDER PROCESS The CONSULTANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY' s Director of Public Works or authorized Agent as defined in Article 11, Project Coordination, and (2) as defined in a fully executed Service Order .. SECTION 1-SERVICE ORDER INITIATION A. The City Public Works Director or his designee shall provide written request for Consultant services as defined in this agreement. The Consultant and City shall meet to discuss the services after which the consultant shall provide a written proposal including specific scope of services, performance schedule, and compensation to the City. B. The City and Consultant shall discuss the proposal in detail and agree upon the terms of the Service Order. C. The City shall prepare a Project Service Order consistent with the City's standard form, Service Order, and Attachment A. The Service Order shall, at a minimum, include (1) specific scope of services, deliverables, schedule of performance, and compensation. SECTION 2-SERVICE ORDER EXECUTION D. Both parties shall execute the Service Order as evidenced by the signatures of the authorized representatives defined in Article 11 of the Master Agreement, Project Coordination, and the date signed. E. The Consultant shall begin work on the scope of services only after receipt of a fully executed authorized Service Order defining those services. Consultant understands and agrees that work performed before the date of the authorized Service Order or outside the scope of services once a Service Order is signed and authorized shall be at no cost to the City. F. The maximum compensation authorized by a single Service Order and/or the aggregate of Service Orders shall not exceed the maximum compensation set forth in Article 4 of the Master Agreement. END OF EXHIBIT City of Cupertino Exhibit B-Service Order Process Gilbane Building Company (2016-2018) Page 1of1 EXHIBIT C COMPENSATION The City shall compensate the Consultant according to the hourly rate(s) stated in this Exhibit which shall remain in effect for the Master Agreement schedule of performance unless changed by written amendment to the Master Agreement. Each authorized Service Order under this Master Agreement shall identify the method of compensation consistent with the scope of services provided by the Consultant. In any case, the Consultant's total payment for each authorized Service Order shall not exceed the maximum compensation identified in that Service Order, unless authorized by a written amendment executed by the City and the Consultant, and the total compensation for all authorized Service Orders shall not exceed the maximum compensation stated in Article 4, Consultant Compensation, of the Master Agreement. Work exceeding the total authorized amount for a Service Order or the total compensation for the Master Agreement shall be at no cost to the City. Consultant Hourly Rate(s) The Consultant shall be compensated according to the following hourly rate(s) for all work performed under authorized Service Orders: Labor Category Master Agreement Hourly Rate Project Executive $220 Senior Preconstruction Manager $210 Senior Project Manager $195 Project Manager $180 Project Engineer $120 QA/QC Manager $160 Project Superintendent $155 Scheduler $135 Estimator $145 IDC Reviewer $160 Accountant· $120 Administrative Assistant $80 BIM Engineer $135 Transition Planning Manager $165 Preconstruction Manager $195 City of Cupertino Exhibit C-Compensation Gilbane Building Company (2016-2018) Page 1of3 Reimbursable Expenses EXHIBITC COMPENSATION Re:imbursable expenses represent the acquisition cost of items, other than direct labor, specifically required to perform the scope of services and beyond normal business operating expenses which are included in the direct labor rate. Such expenses include, but are not limited to: • Individual or multiple document reproductions that exceed 50 pages; • Drawing or bid set reproductions; • Software required by City other than Microsoft Word, Excel, Power Point, and Project; Adobe Acrobat; and a photo editor program. • Travel expenses to the extent allowed by City policy; • Sub-consultants required by project scope of services; • Safety equipment required by City policy or the project scope of services; • Mass mailing notifications; • Expenses for public meetings, such as refreshments, interpreters, security, valet parking, facility rental, tents or booths, easels, markers, paper, presentation equipment. The City shall compensate the Consultant for such reimbursable expenses only with prior written authorization by the City representative designated in Article 11, Project Coordination, of the Master Agreement. All compensation, including reimbursable expenses, shall not exceed the maximum compensation for the Service Order. The City shall compensate the Consultant for re:imbursable expenses for the documented actual cost only, allowing for no surcharge for Consultant administration. Reimbursable expenses shall be separately identified on the Consultant invoice. Method of Payment The Consultant shall submit an invoice to the City by the 5th business day of each month that clearly identifies the work performed in the previous month and authorized reimbursable expenses. All invoices from Consultant shall be addressed to City at: Attention: John Raaymakers, Public Works Project Manager City of Cupertino 10300 Torre Ave. Cupertino CA 95014 The invoice shall identify the applicable period of work, a description of the work performed consistent with the Service Order scope of services, the number of hours, hourly rate, City of Cupertino Exhibit C-Compensation Gilbane Building Company (2016-2018) Page 2of 3 EXHIBITC COMPENSATION reimbursable expenses, Service Order maximum compensation, Service Order compensation to date including invoice number, total invoice amount for current invoice, Service Order maximum compensation balance remaining. All Consultant payments shall be addressed to: Gilbane Building Company 1798 Technology Drive, Suite 120 San Jose, CA 95110 Attention: Glenn Rock END OF EXHIBIT City of Cupertino Gilbane Building Company (2016-2018) Page 3 of 3 Exhibit C-Compensation ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) ~ 6/19/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsementlsl. PRODUCER CONTACT Christina Jaeoer NAME: Alliant Insurance Services, Inc., _fA~gN:o ~--'" 617-535-7200 I Ff\~ Mnl• 617-535-7205 131 Oliver Street, 4th Floor Boston MA 02110 ~~nl}J~ ..... cjaeger@alliant.com INSURER(S) AFFORDING COVERAGE NAIC# INSURER A :Liberty Mutual Fire Ins Co 23035 INSURED INSURER B: Liberty Insurance Corporation 42404 Gilbane Building Company INSURER c :Starr Indemnity & Liability Company 38318 7 Jackson Walkway INSURER D: Providence RI 02903 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER· 261683072 REVISION NUMBER· THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE !NSD WVD POLICY NUMBER IMM/DDIYYYYl IMM/DDIYYYYl LIMITS A x COMMERCIAL GENERAL LIABILITY y y TB2-611-259068-025 tl/30/2015 6/3012016 EACH OCCURF,ENCE $2,000,000 I--==i CLAIMS-MADE GJ OCCUR DAMAGE TO RENTED I--PREMISES IEa occurrence) $1,000,000 L XCU included MED EXP (Any one person) $10,000 ~· PERSONAL & ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 ~ 0PRO-0Loc PRODUCTS -COMP/OP AGG $4,000,000 POLICY JECT OTHER: $ A AUTOMOBILE LIABILITY y y AS2-611-259068-015 6/30/2015 6/30/2016 ~~~~b~!e~t?INGLE LIMIT $1,000,000 x ANY AUTO BODILY INJURY (Per person) $ -ALL OWNED -SCHEDULED AUTOS AUTOS BODILY INJURY (Per accidenl) $ ~ ~ NON-OWNED lPRe9~~gle~t~AMAGE HIRED AUTOS AUTOS $ ~ ~ $ c UMBRELLA LIAB M OCCUR 1000021899 ~/30/2015 6/30/2016 EACH OCCURRENCE $10,000,000 x EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED I I RETENTION$ $ B WORKERS COMPENSATION WA7-61 D-259068-035 6/30/2015 6/30/2016 I PER I I OTH- AND EMPLOYERS' LIABILITY X STATUTE ER YIN ANY PROPRIETOR/PARTNER/EXECUTIVE 0 N/A E.L. EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? (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 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may bo attached If more space Is required) Re: Proiect: City of Cupertino, 10300 Torre Avenue, Cupertino, CA. City of Cupertino is included as Additional Insureds as required by written contrac and executed prior to a loss, but limited to the operations of the Insured under said contract, with respect to the General Liability and Automobile Liability policies. A Waiver of subrogation applies in favor of above mentioned additional insureds with respect to insured operations where required by written contract but limited to the operations of the Insured under said Contract and executed prior to a loss, with respect to the Automobile and General Liability policies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avenue Cupertino CA 95014 ~A}v0- I © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD