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17-016 Alta Planning + Design, Inc., Consultant Services for Preparation of Safe Routes to School AuditsSECOND AMENDMENT TO AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ALT A PLANNING FOR SAFE R OUTES TO SCHOOL AUDITS This Second Amendment to the Agreement between the City of Cupertino and Alta Planning, for reference dated April 21st, 2017, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and Alta Planning, a California Corporation ("Consultant") whose address is 711 SE Grand Avenue, Portland, OR 97214, and is made with reference to the following : RECITALS: A. On January 25th, 2017, an agreement was entered into by and between City and Consultant (hereinafter "Agreement'') for Safe Routes to School Audits. B. 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 parties as follows: I. Paragraph I of the Agreement is modified to read as follows: The term of this Agreement shall commence on the date this agreement is executed and shall terminate on June 30th , 2017 unless terminated earlier as set forth herein . 2. Paragraph 3 of the Agreement is modified to read as follows: The maximum compensation to be paid to Consultant under this agreement will be an additional Fourteen Thousand Dollars ($14,000.00), for a total not to exceed 'Thirty Eight Thousand and Five Hundred Dollars ($38,500.00). The rate of payment for the additional audit is set out in Exhibit B, titled "Compensation", which is attached hereto and incorporated herein. 3. The following Exhibits are added to the original Agreement to amend the Scope of Work, Compensation and Schedule: a . Exhibit "A,"-Scope of Services b. Exhibit "B" -Compensation c. Exhibit "C" -Schedule 4. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed . CONSULTANT CITY OF CUPERTINO A lta, Pf anning an d Des ign ; lA (},,____ By: I 'L , .. Titl e V ru. rJi>r~fr A -~ i ~ l[v< ~ u) Date: ~ ( 8 /'201?-IJ APPROVED A S TO FORM: ~ ~ Randolph Stevenson Hom, City Attorney ATTEST: t 61lle~1fl- Grace Schmidt, City Clerk S--1 <;>[ 1 EXPENDITURE DISTRIBUTION PO 2017-414 AMOUNT Original Contract: $17,500.00 Amendment #1 $7,000.00 Amendment #2 $14,000.00 Total: $38,500.00 May 4 , 2017 Chelsea Biklen 8 4 W . Santa Cla r a St., Su ite 830 San Jose, CA 95113 408.564.8606 www.altaplanni ng.com Safe Routes to School Community Coordinator City of Cupertino · Re: Hyde Middle School, Lawson Middle School, and Garden Gate Elementary School, and Kennedy Middle School Walk Audit I am pleased to submit a scope and budget for four walk audits for Hyde Middle School to be held on the morning of April 26, 2017, Lawson Middle School to be held on the afternoon of May 18, 2017, Garden Gate Elementary School to be held on the morning of Tuesday May 23, 2017, and Kennedy Middle School on the morning of June 1, 2017. This scope and budget will serve as an add-on to the existing contract between Alta Planning+ Design and the City of Cupertino. We applaud the City for their continued efforts to Cupertino and more walkable and bikeable community, especially for younger generations. I will serve as Principal in Charge and Lola Terney from our San Jose office lead the audit process and se r ve as project manager. Lola will be accompanied by a staff member from ou r Oakland office and provide infrastructure recommendations on and off c ampus. We appreciate you reaching out to us to assist w ith this important endeavor. Please contact me should you have any questions or comments regarding this proposal at 510 -788-6881 or huqhiouc h @altapla n ninq.co m . Sinc e re ly, Hugh Louch, Principal Alta Planning + Design City of Cu pertino 11 Exhibit A: Scope of Services Task 1. School Audit and Report Alta will participate in one school audit at Hyde Middle School, Lawson Middle School, Garden Gate Elementary School, and Kennedy Middle School. The Hyde, Garden Gate, and Kennedy audits will be conducted during school arrival and the Lawson audit will be conducted during school dismissal. This scope of work assumes the City of Cupertino will organize the audits and coordinate with the school. The school audits will include review of physical conditions as well as behaviors during school arrival and dismissal. The audits will also include a one-hour meeting after the review (in a school multipurpose room or similar) to discuss challenges and opportunities to improve school access. Alta will give an overview of the meeting goals, what is Safe Routes to School, and prov i de one l arge format map for each school t o mark up during this meeting. After the audit process, Alta will develop a set of recommended infrastructure and non- infrastructure recommendations designed to address observed and reported challenges for each school. The recommended improvements will be provided in memo and map format in Draft Recommendat ions Memo. Alta will revise the Draft Recommendations Memo based on a single set of consistent comments from the City and present the Final Recommendations Memo . This scope does not anticipate meeting with the school or other meetings to present the Draft Recommendations. At the conclus ion of the project, A lta will print and combine all final recommendations maps and memos into one binder to be presented to Cupertino City Counc i l. This w ill include audits he l d previous ly from this project. Task 1 Deliverables • Audit (one day) • Draft Recommendations Memo • Final Recommendations Memo • Binder of all Final Recommendations Maps and Memos Exhibit B: Compensation 2017 Hourly Rate * Alta Planning + Design Project Principal Manager Engineer Hugh Louch $265 Lola Tomey $112 Carlos Valado $158 1. School Audits and Report 8 66 27 $222 $14,000 Audits 12 15 Report 4 46 8 Revised report 4 8 4 Project Total * St aff a ss ignments ca n b e a djusted by the consultant as need e d to implement th e t as ks described during the course of the proje ct . Thi s add-on budget will make the grand tota l for the pro j e ct $38 ,500. $222 $3,936 $7,476 $2,588 $14,000 City of Cupertino 2 Exhibit C: Schedule The Hyde Middle School walk audit will be held on the morning of April 26, 2017 . The Lawson Middle School walk audit will be held on the afternoon of May 18, 2017. The Garden Gate Elementary School audit will be held on the morning of Ma y 23, 2017 . The Kennedy Middle School audit will be held on the morning of June 1, 2017 This scope of work will be completed before June 30 , 2017 . City of Cupertino 3 FIRST AMENDMENT TO AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ALTA PLANNING FOR SAFE ROUTES TO SCHOOL AUDITS This First Amendment to the Agreement between the City of Cupertino and Alta Planning, for reference dated March 13, 2017, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and Alta Planning, a California Corporation ("Consultant") whose address is 711 SE Grand Avenue, Portland, OR 97214, and is made with reference to the following: RECITALS: A. On January 25th, 2017, an agreement was entered into by and between City and Consultant (hereinafter "Agreement") for Safe Routes to School Audits. B. 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 parties as follows: 1. Paragraph 3 of the Agreement is modified to read as follows: The maximum compensation to be paid to Consultant under this agreement will be an additional Seven Thousand Dollars ($7,000.00), for a total not to exceed Twenty Four Thousand and Five Hundred Dollars ($24,500.00). The rate of payment for the additional audit is set out in Exhibit B, titled "Compensation", which is attached hereto and incorporated herein. 2. The following Exhibits are added to the original Agreement to amend the Scope of Work, Compensation and Schedule: a. Exhibit "A,"-Scope of Services b. Exhibit "B" -Compensation c. Exhibit "C" -Schedule 3. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed . CONSULTANT Alta Planning and Design ~~e ~b6 Date: "? 11 "ll l'J APPW S TO FORM: W Randolph Stevenson Hom, City Attorney CITY OF CUPERTINO A Municipal Corporation B~-.. Ti ~ irector of Public Works RECOMMENDED FOR APPROVAL: By: CfuOA.a+: ~ Title: 'e:A~ 2,ou.KS £ SCv\06 \ CoYY'\ mU\ "'-\ ~ C a:it ci\ m ~,... AITEST: ~p)-3 -J_L{-(7 Grace Schmidt, City Clerk EXPENDITURE DISTRIBUTION PO 2017-414 AMOUNT Original Contract: $17,500.00 Amendment #1 $7,000.00 Total: $24,500.00 84 W. Santa Clara St ., Suite 830 San Jose, CA 95113 408.564 .8606 www.altaplanning .com To: Chelsea Biklen and David Stillman, City of Cupertino From : Hugh Louch, Alta Planning + Design Date: March 14, 2017 Re: Stevens Creek Elementary and Cupertino High Schools Walk Audit Contract Add-On Chelsea, I am pleased to submit a scope and budget for a walk audit for Stevens Creek Elementary School to be held the morning of March 15 and Cupertino High School to be held on the morning of April 4. We applaud the City for their continued efforts to Cupertino and more walkable and bikeable community, especially for younger generations. I will serve as Principal in Charge and Lola Tomey from our San Jose office lead the audit process and serve as project manager. Carlos Valado, an engineer from our Oakland office, will accompany Lola and provide infrastructure recommendations on and off campus. We appreciate you reaching out to us to assist with this important endeavor. Please contact me should you have any questions or comments regarding this proposal at 510-788-6881 or hughlouch @altap lann in g .com . Sincerely, Hugh Louch, Principal Alta Planning + Design City of Cuper t ino I 1 Exhibit A: Scope of Services Task 1. School Audit and Report Alta will participate in one school audit at Cupertino High School and one school walk audit at Stevens Creek Elementary School. The audits will b e conducted during school arrival. This scope of work assumes the City of Cupertino will organize the audit and coordinate with the schools . The school audits will include review of physical conditions as well as behaviors during school arrival. The audits will also in c lude a one -hour meeting after the review (in a school multipurpose room or similar) to disc uss challenges and opportunities to improve schoo l access . Alta will give an overview of the meeting goals, what is Safe Routes to School, and provide one large format map of each school to mark up during these meetings. Afte r the audit process , Alta will develop a set of recommended infrastructure and non- infrastructure r ec omme ndations designed to address observed and r e port ed c hall e ng es. The recommended improvements will be provided in memo and map format in Draft Recommendation s Memos . Alta will r ev is e the Draft Recommendations Memos based on a sing le set of c onsistent comments from the City and present the Final Recommendations Memo for each school. This sc ope does not anticipate m ee ting with the schools or other meeting s to present the Draft Reco mmendation s. Task 1 Deliverables • Audit (one day) • Draft Rec ommendations Memo • Final Recommendations Memo Exhibit B: Compensation $265 $112 $158 1. School Audits and Report 4 32 14 $144 $7,000 Audits 6 8 $144 $2,080 Report 2 22 4 $3,626 Revised report 2 4 2 $1,294 Total $7,000 Project Total $7,000 * Staff assignments can be adjusted by the consultant as needed to implement the tasks described during the course of the project. Ci t y o f C upe r t in o I 2 Exhibit C: Schedule Th e Stevens Creek El e mentary walk audit wi ll be h e ld on the morning of March 15 , 2017 . Th e Cupertino High School walk audit will be he ld on the morning of April 4, 2017 . Thi s scope of work will be co mpl et ed before May 5, 2017 . Ci ty of Cupe rtin o I 3 AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ALTA PLANNING+ DESIGN, INC. FOR CONSULTANT SERVICES FOR PREPARATION OF SAFE ROUTES TO SCHOOL AUDITS THIS AGREEMENT, for reference dated January 25 th , 2017 is by and between CITY OF CUPERTINO, a municipal corporation (hereinafter referred to as "City") and Alta Planning+ Design, Inc. (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 s pecial services which will be required by this Agreement; and C. Consultant possess es 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 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 April 31 st, 2017 unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED: Consultant shall perform each and every service set forth in Exhibit "A" entitled "Scope of Services" which is attached hereto and incorporated herein by this reference . Pa ge 1 of 12 Alt a Pl anning + Design 3. COMPENSATION TO CONSUL TANT: The maximum compensation to be paid to Consultant under this agreement shall not exceed Seventeen Thousand and Five Hundred Dollars ($17,500.00). The rate of payment is set out in Exhibit B, titled "Compensation", which is attached hereto and incorporated herein. Consultant shall furnish to City a detailed statement of the work performed for compensation during the term of this Agreement. Consultant may submit monthly invoices for interim progress payments during the course of each phase, clearly stating as a minimum the total Contract amount, amount paid to date, percent complete and amount due. 4. SCHEDULE OF PERFOMRANCE: The Services of Consultant are to be completed according to the schedule set out in Exhibit C, titled "Schedule of Performance ", which is attached hereto and incorporated herein by this reference. 5. TIME IS OF THE ESSENCE: Consultant and City agree that time is of the essence regarding the performance of this Agreement. 6. STANDARD OF CARE: Consultant agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City nor have any contractual relationship with City . 7. INDEPENDENT PARTIES: City and Consultant intend that the relationship between them created by this Agreement is that of an 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. D e ductions 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 Page 2 of 12 Alta Planning + Design Consultant. 8. IMMIGRATION REFORM AND CONTROL ACT (IRCA): Consultant assumes any and all responsibility for verifying the identity and employment authorization of all of his/her employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Consultant shall indemnify and hold City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Consultant. 9. NON-DISCRIMINATION: Consistent with City's policy that harassment and discrimination are unacceptable employer/employee conduct, Consultant agrees that harassment or discrimination directed toward a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, or sexual orientation will not be tolerated. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. 10. PROJECT COORDINATION CITY : Director of Public Works shall be representative of City for all purposes under this Agreement. David Stillman is hereby designated as the Director of Public Works' designee and Project Manager, and shall supervise the progress and execution of this Agreement. CONSULT ANT: Consultant shall assign a single Consultant Project Manager to have overall responsibility for the progress and execution of this Agreement for Consultant. Should circumstances or conditions subsequent to the execution of the Agreement require a substitute Consultant Project Manager for any reason, the Consultant Project Manager designee shall be subject to the prior written acceptance and approval of the City Project Manager. The designated Consultant Project Manager shall be Lola Tomey. 11. HOLD HARMLESS: Indemnification: A. Claims for Professional Liability. Where the law establishes a s tandard 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, Page 3 of 12 Alta Planning+ Design 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 b y 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 . 12. INSURANCE: On or before the commencement of the term of this Agreement, Consultant shall furnish City with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with paragraph 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 co verage of insurance required by this Agreement with an insurance company that is acceptable to City and licensed to do Page 4 of 12 A lta Planning + Design insurance business in the State of California. Endorsements naming the City as additional insured shall be submitted with the insurance certificates. A COVERAGE: Consultant shall maintain the following insurance coverage: (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liability: (3) 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. Automotive: Comprehensive automotive liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence or Combined Single Limit: $500,000 each occurrence (4) Professional Liability: Professional liability insurance which includes coverage for the professional acts, errors and omissions of Consultant in the amount of at least $1,000,000. B. SUBROGATION WAIVER: Consultant agrees that in the event of loss due to any of the perils for which he/she has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. Pa ge 5 of 12 Alta Planning + Design C. FAILURE TO SECURE : If Consultant at any time during the term hereof should fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the Consultant's name or as an agent of the Consultant and shall be compensated by the Consultant for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid. D . ADDITIONAL INSURED: City, its City Council, boards and commissions, officers, employees and volunteers shall be named as an additional insured under all insurance coverages, except any professional liability insurance, required by this Agreement. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy. E. SUFFICIENCY OF INSURANCE: The insurance limits required by City are not represented as being sufficient to protect Consultant. Consultant is advised to confer with Consultant's insurance broker to determine adequate coverage for Consultant. 13. CONFLICT OF INTEREST: Consultant warrants that it is not a conflict of interest for Consultant to perform the services required by this Agreement. Consultant may be required to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations . 14. PROHIBITION AGAINST TRANSFERS: Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest b y reason of such attempted assignment, hypothecation or transfer. However, claims for money b y 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. Page 6 of 12 Alta Planning + Design 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 parh1er or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. Control means fifty percent (50%) or more of the voting power of the corporation. 15. SUBCONTRACTOR APPROVAL: Unless prior written consent from City is obtained, only those people and subcontractors whose names are included in this Agreement shall be used in the performance of this Agreement. In the event that Consultant employs subcontractors, such subcontractors shall be required to furnish proof of workers' compensation insurance and shall also be required to carry general, automobile and professional liability insurance in reasonable conformity to the insurance carried by Consultant. In addition, any work or services subcontracted hereunder shall be subject to each provision of this Agreement. 16. PERMITS AND LICENSES: Consultant, at his/her sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses including, but not limited to, a City Business License, that may be required in connection with the performance of services hereunder. 17. 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 co1mection 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; (2) Completion of the original Project by others; (3) Subsequent additions to the original project; and/or (4) Other City projects as appropriate . Page 7 of 12 Alta Planning+ D esi gn C. Consultant shalt 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. Plans to be in CAD and PDF formats, and other documents to be in Microsoft Word and PDF formats . City holds Consultant harmless for any modifications to the documents. 18. RECORDS: Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible . Consultant shall provide free access to such books and records to the representatives of City or its designees at all proper times, and gives City the right to examine and audit same, and to make transcripts therefrom 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. 19. NOTICES: All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States Mail, postage prepaid, registered or certified, Page 8 of 12 A lta Pla nning + Des ign addressed as hereinafter provided. All notices, demands, requests, or approvals from Consultant to City shall be addressed to City at: David Stillman City of Cupertino 10300 Torre Ave. Cupertino CA 95014 All notices, demands, requests, or approvals from City to Consultant shall be addressed to Consultant at: Contract Administration Alta Planning + Design, Inc. 711 SE Grand Ave. Portland OR 97214 20. TERMINATION: In the event Consultant fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the performance of this Agreement. If such default is not cured within the time specified after receipt by Consultant from City of written notice of default, specifying the nature of such default and the steps necessary to cure such default, City may terminate the Agreement forthwith by giving to the Consultant written notice thereof. City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to Consultant as provided herein. Upon termination of this Agreement, each party shall pay to the other party that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. In the event of termination, Consultant shall deliver to City, copies of all reports, documents, and other work performed by Consultant under this Agreement. 21. COMPLIANCES: Consultant shall comply with all state or federal laws and all ordinances, rules and regulations enacted or issued by City. 22. CONFLICT OF LAW: This Agreement shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the Page 9 of 12 Alta Planning + Design parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement ( or the successors of those authorities.) Any suits brought pursuant to this Agreement shall be filed with the courts of the County of Santa Clara, State of California. 23. ADVERTISEMENT: Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from City to do otherwise. 24. WAIVER: A waiver by City of any breach of any term, covenant, or condition contained he!ein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. 25. INTEGRATED CONTRACT: This Agreement represents the full and complete understanding of e v ery kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 26. GIFTS: A. Consultant is familiar with City's prohibition against the acceptance of any gift by a City officer or designated employee, which prohibition is found in City Administrative Procedures. B. Consultant agrees not to offer any City officer or designated employee any gift prohibited by the Administrative Procedures. C. The offer or giving of any prohibited gift shall constitute a material breach of this Agreement by Consultant. In addition to any other remedies, City may have in law or equity, City may terminate this Agreement for such breach as provided in Section 19 of this Agreement. 27. INSERTED PROVISIONS: Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be P age 10 of 12 Alta Planning + Des ig n read and enforced as though each were included herein. If through mis take or otherwise, any such provision is not inserted or is not correctly inserted, the Agreement shall be amended to make such insertion on application b y either party. 28. CAPTIONS: The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement. Page 11 o f 12 Alta Planning+ D es ign IN WITNESS WHEREOF, the parties have caused the Agreement to be executed . CONSULTANT Name Brett Hondorp CITY OF CUPERTINO A Municipal Corporation By ~ Timm Borden, Director of Public Works Date 2, / 1 1 ft 7 Title Vice President , as duly authorized I I Tax I.D. No.: 68-0465555 Address : 711 SE Grand A venue, Portland, OR 97214 A lta Planning + D esign APPROVED AS TO FORM: Randolph Stevenson Hom, City Attorney ATTEST: Grace Schmidt, City Clerk 2-,-__/ ~ .-( 7 Contract Amount: $17,500 Account No. : 100-88 -844-700-702 P age 12 of 12 84 W . Santa Clara St., Suite 830 San Jose, CA 95113 408.564 .8606 www .altaplanning.com To: Chelsea Biklen , Safe Routes to School Community Coordinator, City of Cupertino From : Hugh Louch , Principal , Alta Planning + Design Date: January 23, 2017 Re: Eaton, Faria, Collins, and Regnart, Sedgwick Elementary School Walk Audits Dear Ms. Biklen, I am pleased to submit a scope and budget for walk audits for Eaton Elementary School, Collins Elementary School, Faria Elementary School , Regnart Elementary School, and Sedgwick Elementary School. We are excited to see the City continue to strive to make Cupertino a more walkable and bikeable community , especially for the younger generations . I will serve as Principal in Charge and Lola Torney from our San Jose office lead the audit process and serve as project manager. Carlos Valado, an engineer from our Oakland office, will accompany Lola and provide infrastructure recommendations on and off campus. We appreciate you reaching out to us to assist with this important endeavor. Please contact me should you have any questions or comments regarding this proposal at 510-788-6881 or huqhlouch @ altaplanninq .com. Sincerely, Hugh Louch , Principal Alta Planning + Design City of Cupe r tino [ 1 Ex hibit A: Scope of Service s Tas k 1. School Audit an d Repo rt Alta will participate in one school audit at the following schools: • Eaton Elementary School (Monday, February 6 , 2017 at 8:15AM) • Collins Elementary School (Wednesday, February 15 , 2017 at 7:45AM) • Faria Elementary School (Tuesday, March 7 , 2016 at 1:15PM) • Sedgwick Elementary School (Thursday, March 9 , 2017 at 8:15AM) • Regnart Elementary School (Thursday, March 23 , 2017 at 7:45AM) The audits will be conducted during school arrival or dismissal. This scope of work assumes the City of Cupertino will organize the audits and coordinate with the schools. The school audits will include review of physical conditions as well as behav iors during schoo l arrival. The audits will also include a one-hour meeting after the review (in a school multipurpose room or similar) to discuss challenges and opportunities to improve school access. Alta will give an overview of the meeting goals, what is Safe Routes to School, and provide one large format map for each school to mark up during this meeting. After the audit process, Alta will develop one set of recommended infrastructure and non- infrastructure recommendations for each school , designed to address observed and reported challeng-es. The recommended improvements will be provided in memo and map format in Draft Recommendations Mem o . Alta will revise each Draft Recommendations Memo based on a single set of consistent comments from the City and present the Final Recommendations Memo. This scop e doe s not anticipate meeting with the school or other meetings to present the Draft Recommendations. Task 1 Deliverables • Audit (one day for each school) • Draft Recommendations Memo (one for each school) • Final Recommendations Memo (one for each school) City of Cupe r tino I 2 Exhibit B: Compensation 20 7 7 Hourly Rate * 1. School Audits and Report Audits Report Revised report Total Project Total Ex hi b it C: Sc h ed ul e Alta Planning + Design Project Principal Manager Engineer Hugh Louch $265 10 Lola Tomey $112 86 10 Carlos Valado $158 32 6 Wa l k audits will be held on the following dates and times: • Eaton Elementary School (Monda y, February 6, 2017 at 8:15AM) • Collins Elementary School (Wednesday, February 15 , 2017 at 7:45AM) • Faria Elementary School (Tuesday , March 7 ,-2016 at 1:15PM) • Sedgwick Elementary School (Thursday, March 9 , 2017 at 8 :15AM ) • Regnart Elementary School (Thursday, March 23 , 2017 at 7:45AM) This scope of work will be completed by Frida y May 5 , 2017 , $162 $17,500 $162 $4,798 $9,309 $3 ,393 $17,500 $17,500 Cit y of Cupe1·tino I 3 Client#· 835015 ALTAPLAN ACORD, .. CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) 8/11/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER . THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER($), 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 endors ement(s). PR ODUCER 2R~i~cT Karen Barry USI Northwest 1/:Jg NJo Ext l: 503 224-8390 I r..e~ Nol : 610 362-8130 700 NE Multnomah, Suite 1300 itl~~ss : karen .barry@usi.biz Portland, OR 97232 IN SURER($) AFFO RDIN G COVERA GE NAIC # 503 224-8390 INS URER A : Charter Oak Fire Insurance Comp 25615 INSURED IN SURER s : Travelers Property Casualty Ins 36161 Alta Planning + Design , Inc. INSURER c : Trave l ers Indemnity Company 25658 711 SE Grand Avenue INSU RE R D , SAIF Corporation 36196 Portland , OR 97214 INSURER E: Zurich American Ins. Co. 20443 INSURER F : Continental Casualty Company COVERAGES CERTIFICATE NUMBER: REVIS ION NUMBER : THIS IS TO CERT IFY TH AT THE PO LI CIES OF INSURANC E LI STED BELOW HAVE BE EN IS SU ED TO THE IN SURED NAMED ABOVE FOR THE POLIC Y PERI OD IND ICATED . NOTW ITH STANDING ANY REQU IREMENT , TERM OR CONDIT ION OF ANY CONTRAC T OR OTHER DOCUMEN T WITH RESPECT TO WH ICH THIS CERTI FI CA TE MAY BE ISSUED OR MA Y PERTAIN. THE INSURAN CE AFFO RDED BY THE PO LI CIE S DESCRIBED HEREIN IS SUB JECT TO ALL THE TERM S, EXC LU SIONS AND CONDI TI ONS OF SUCH POLICIES . LIMITS SHOWN MAY HAV E BEEN REDU CED BY PAID CLAIMS . INSR TYPE OF INSURANCE ADDL SUBR (~ahJg~I 1~ahlg1Y~Y 1 LIMITS LTR INSR wvo POLICY NUMBER A X COMMERCIAL GENERAL LIABILITY 6808B259484 07/01/2016 07/01/2017 EACH OCCURRENC E s2 000 000 ~ D CLAIMS-MADE ~ OCCUR B 6808B259331 K)7/01/2016 07/01/2017 ~~~~~iJ?E~~igi~ncel s 1 000 000 MED EXP (Any one person) s10 000 ~ PERSONAL & ADV INJURY s2 ,000,000 f--- GEN'L AGGREG ATE LIMIT APPLIES PER : GENERAL AGGREGATE s4 ,000,000 =l ~PRO-D LOC s4,000,000 POLICY JECT PRODUCTS -COMP/OP AGG OTH ER : s C AUTOMOBILE LIAB ILITY BA7A574417 07/0 1/2016 07/01/2017 fE~~~~~~~if1NGLE LIMIT s1 ,000,000 - X AN YAUTO BODILY INJ URY (Pe r person) $ -ALL OWNED ~ SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) S -f--- X X NON -OWNED PROPERTY DAMAGE s HIRED AUTOS AUTOS /Per accident) f---f---s C ~ UMB RELLA LIAB ~ OCCU R CUP8B259933 07/01/2016 07/01/2017 EACH OCCU RRENCE s5 000 000 EXC ESS LIAB CLAIMS-MAD E AGG REG ATE s5 000 000 DED I xi RETENTIONs 10000 $ D WORKERS COMPENSATION 771940 k)9/01/2016 09/01/2017 X I ~if n n E I l ~JH· AND EMPLOYERS' LIAB ILITY YIN E ANY PROPRI ETOR/PARTNER/EX ECUTIVE[m 8997892 P9/01/2016 09/01/2017 E.L. EACH ACCIDENT s1 000 000 OFFICER/M EMBER EXCLUDED? N N/A (Mandatory in NH) WA Stop Gap -EL E.L. DISEASE -EA EMPLOYEE s1 000 000 If yes , describe un der OH Stop Gao -EL E.L. DISEASE -POLICY LIMIT s1 000 ,000 DESCRIPTION OF OPER ATl ONS below F Professional MCH114135257 07/01/2016 07/01/2017 $4,000,000 Per Claim Liability $4,000,000 Aggregate DES CRIPTION OF OPERATIONS/ LOCA TIONS/ VE HICL ES (ACORD 101, Addit ional Remarks Schedu le, may be atta ched if more space is required) RE : Project#: 00-2015-318; 2016 Cupertino Bicycle Transportation Plan . City of Cupertino , its City Council, boards and commissions , officers, employees and volunteers are included as Additional Insureds for General Liability and Au t o Liability pursuant to written contract or agreement-and to extent provided by attached endorsements eGD3810907 and CAT4200215-:-Coverage applies on a --- primary and non contributory basis and is primary to other insurance that is available to the Additional (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION City of Cupertino 10300 Torre Ave. Cupertino, CA 95014 SHOULD AN Y OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BE FORE TH E EXPIRATION DATE TH EREOF , NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLIC Y PROV IS IONS . AUTHORIZED REPRESENTATIVE '"@-1988-2014 ACORD CORPORATION . All rights reserved . The ACORD name and logo are registered marks of ACORD ACORD 25 (2014/01) 1 of 2 #S184105 96/M18398606 RDSZP DESCRIPTIONS (Continued from Page 1) Insured when required by written contract or agreement. Waiver of Subrogation applies when required by written contract or agreement. Should described policies be canceled before the expiration date thereof, the issuing company will mail 30 days advance written notice to the certificate holder named, except for nonpayment and Workers Compensation. SAGITTA 25.3 (2014/01) 2 of 2 #S18410596/M18398606 POLICY NUMBER: 680-8B259331 · POLICY NUMBER: 680-8B259484· COMMERCIAL GENERAL LIAB ILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED {ARCHITECTS, ENGINEERS AND SURVEYORS) Th is endorsement mod ifies insurance provided un der !he followi ng: COMMERCIAL GENERAL LIAB ILITY COVERAGE PART A. The following is added to WHO IS AN INSURED {Section II): Any person or orga niza ti o n that you agree in a "con tr act or agreement requiring ins urance" to in- clude as an additi o nal insured on this Coverage Part, but only with respect to li abili ty for "bodi ly in· jury", "property damage" or "personal injury" c aused, in whole or in part, by your acts or omis- sions or the acts or omissio ns of those acting on you r behalf: a. in the performance of you r ongoing opera- tions ; b . In connectio n wi th premises owned by or rented to you: or c . In connect io n with "your wo rk" and included within the "products-compl et ed operations h azard". Such person tir org,rn ization does not qualify as an additional insured for "bodily injury", "property damage" or "personal injury" for which that per- son or organizalion has assumed liability in a co n- tract o r agreement. Th e in surance provided to such additional insured is limited as follows: d. This ins urance does not apply on any ba sis to any person or orga nization fo r which cover- age as an add itional insured specifically is added by another endorsement to U1is Cover- age Part. e. This insurance does not apply to the rend er- ing of or failure to render any "profes sional services". _f.__Ihe limits~~ffor1.l~JJ to_the_addi_-_ tional insure d shall be the limits which you agre ed in tha t "con tra ct or agreement requir- ing insuran ce" to provide for that addi tional insured , or the li mits shown in the Declara- t ions for th is Coverage Part, whicheve r are less . T his endorsement does not increase the limits of ins uran ce sta ted i n the LIMITS OF INSURANCE (Section Ill ) for thi s Coverage Part . B. The fo llo wing is added to Paragraph a. of 4 . Other Insurance in COMMERCIAL GEN ERA L LIABILITY CONDITIONS (Section IV): However, if you specific ally agree 111 a "contract or agreemen l requ iring in surance " that th e Insurance provided to an add itional insured under thi s Cov- erage Part must apply on a pr imary basis . or a primary and non-contributory basis, this insurance is pr imary to other insurance that is available to such add itio nal insured wh ich covers such addi- tio nal insured as a named insured , and we will not share with the other in surance, provided th at: (1} The "bodily in jury" or "properly damage" fo r wh ich cove rag e is so ught occurs : and (2} The "per sonal injury" For which coverage is sought arises out o f an offense c;ommitted; after you h ave entered into that "contra ct or agreemen t requiring insu rance". But thi s insur- ance still is excess over valid and collectible other insurance, whether primary, excess , co nti ngent or on any other basis , that is available to lhe ins ured w hen the insured is an additional insured under any other insurance . C. T he following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CON- DITIONS (Section IV): We wa ive any rights of recovery we may have against any person or organ izatio n because of payments we mak e for "bodily injury", "property damage" or "12erso nal inju ry" arisi ng Q!JLQL"y oJ![_ work" performed by you, or on your behalf, under a •con trac t or agreeme nt requiring in surance" with that person or organiza tion . We waive these rights only where you have agreed to do so as part of the "contract or agreeme11t requiri ng insur- ance" with such person or organization entered into by you before, and in effect when, the "bodily CG D3 81 09 07 ,Jt; 2007 The Travelers Compa nies. Inc. Page 1 of 2 Includes the copyrlglllcd 111:ilcrin l or ln su,oncc Scrvicea Office. Inc .. with it! pe rmission COMMERCIAL GENERAL LIABILITY injury" or "property damage" occurs, or the "per- sonal injury" offense is committed. D. The following definition is added to DEFINITIONS {Section V): "Cont ract or agreement requiring insurance" means that part of any cont ract or agreement un- der which you are required to include a person or organization as an additional insured on this Cov- erage Part, provided that the "bodi ly inj ury • and "property damage '' occurs , and the "personal in - jury " is caus ed by an offense committed : a. After you have entered into that contract or agreement ; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. Page 2 of 2 © .200 7 The Travelers Con1panle s. Inc . CG D3 810907 Ir.eludes the copyrighted materi el of lrrnu ran ce Se rv ices Offi ce, In c .. with ;Is permissior. Policy# BA7A574417 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTO COVERAGE PLUS ENDORSEMENT This endorsement modifies Insurance provided under the followlng: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE -This endorsement bfoad~ coverage. However, coverage for any Injury, damage or medical e1<penses descrlbed In any of the pmvlslons of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage Is excluded or limited by such an endorsement. The rollow!ng llsling Is a general cover- age d85Crtpllon only. Limitations and exclusions may app ly lo these coverages . Read all the provisions of this en- dorsement and the rest of your policy carefully to delemiine rights, duUes, and what h, and Is not covered. A. BLANKET ADDITIONAL INSURED B. EMPLOYEE HIRED AUTO C. EMPLOYEES AS INSURED D. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS E. TRAILERS -INCREASED LOAD CAPACITY F. HIRED AUTO PHYSICAL OAMAGE G. PHYSICAL DAMAGE -TRANSPORTATION EXPENSES -INCREASED LIMIT A. BLANKET ADDITIONAL INSURED The rollowing Is added to Paragraph A.1., Who Is An Insured, of SECTION II -COVERED AUTOS LIABILITY COVERAGE: Any person or organlzaUan who Is required under a written contract or agreement between you and that person or organlzaUon, Iha! Is signed and executed by you before the "bodily Injury" or "property damage• occurs end that Is In effect during the policy period, lo be named as an addi- tional Insured Is an "insured" for Covered AI.Jtos Llablllty Coverage, but only ror damages lo which this Insurance applies and only to lhe extent that person or organization qualifies as an "insured· under lhe Who Is An Insured provision conlalned In SecUon II. B. EMPLOYEE HIRED AUTO 1. The following Is added lo Paragraph A.1., Who ls__An_JI)s_u._ntd, oLS_E.c.II.O.N _ll~cov- ERED AUTOS LIABILITY COVERAGE: Art •employee• of yours Is an "insured" while operating a covered •auto" hired or rented under a contract or agreement In an "em- ployee's· name, with your permission, while H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT -INCREASED LIMIT I. WAIVER OF DEDUCTIBLE-GLASS J. PERSONAL PROPERTY K. AIRBAGS L AUTO LOAN LEASE GAP M. BLANKET WAIVER OF SUBROGATION perfonnlng duUes related to lhe conduct of your business. 2. The following replaces Paragraph b. In B.5., Other Insurance, or SECTION IV -BUSI- NESS AUTO CONOLTIONS: b. For Hired Al.Ito Physical Damage Cover- age, the ro11owlng are deemed to be cov- ered •autos· you own: (1) Any covered •auto" you lease, hire, rent or borrow; and (2) My covered •auto• hired or rented by your •employee• under a contract In an •employee's" name, with your permission , while performing duties related to the conduct or your busi- ness . However, any •au1o• that Is leased, hired, rented or borrowed with a driver Is not a ----=co=ve=re=a •auto • C. EMPLOYEES AS INSURED The following Is added lo Paragraph A.1,, Who Is An Insured, of SECTION 11-COVERED AUTOS LIABILITY COVERAGE: CAT4 20 0215 C 2015 The Tra ve ler, Indemnity Compuny. Al l ri gti ls rosonrlld , Page 1 or 3 tneiudes copyri ghl&d ma teri al ol lns ura nea Strv!ca s Offtc!I, Inc . w<lh lls pemls!llon. COMMERCIAL AUTO Any "employee• of yours ls an "Insured" while us- Ing a covered •auto• you don't own. hire or borrow In yoor business or your personal affairs. D. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS 1. The fallowing replaces Paragraph A.2.a.(2) of SECTION II -COVERED AUTOS LIABILITY COVE.RAGE: (2) Up to $3,000 for cost of ball bonds (In- clud ing bonds for related traffic law viola- tions) required because or an •accident• we cover. We do not have to furnish these bonds. 2. The followlng replaces Paragraph A.2.a.(4) of SECTION 11-COVERED AUTOS LIABILITY COVERAGE: (4) All reasonable expenses Incurred by the "Insured" at our request. Including actual loss of earnings up to $500 a day be- cause of time off from work. E. TRAILERS -INCREASED LOAD CAPACITY The following replaces Paragraph c.1 . of sec ~ TION I -COVERED AUTOS: 1. "Trailers" wllh a load capacity of 3,000 pounds or less designed primarily for travel on public roads. F. HIRED AUTO PHYSICAL DAMAGE Toa following is added to Paragraph A.A., Cover- age Extensions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Hired Auto Physical Damage Coverage If hired •autos" are covered •autos· for Covered Autos Llablllty Coverage but not covered •autos• for Physical Damage Coverage, and this pollcy also provides Physical Damage Coverage for an owned ·auto·, U,en lhe Physical Damage Cover- age Is extended to •autos• that you hire , rent or borrow subject lo the fo!lcwlng: (1) The most we will pay for "i oss • to any one •au to· that you hire, rent or booow ls the lesser of: (a) $50,000; (b) The actual cash value of the damaged or stolen property as or the time of Iha "loss"; or (c) The cost or repairing or replacing the damaged or stolen property with other proparty of like kind and quality. (2) An adjustment for depreciation and phystcar condition will be made In determlnlng actual cash value In the event or a total "loss". (3) If a repair or replacement results In better then tlke kind or quality, we will nol pay for the amount of betterment. (4) A deductible equal to the highest Physical Oamege deductible applicable to any owned covered "auto•. (5) Th is Coverage Extension does not apply to: (a) Any •auto" that Is hlrad, rented or bor- rowed wllh a driver; or {b) Any ·auto· that Is hired, rented er bor- rowed from your•employee". G. PHYSICAL DAMAGE -TRANSPORTATION EXPENSES -INCREASED LIMIT The following raplacas Iha first sentence In Para- graph A.4.a ., Transportation Expanses, of SECTION Ill -PHYSICAL DAMAGE COVER• AGE: We wlll pay up to $50 per day to a maximum or $1,500 ror temporary transportation expense In· curred by you because of the total thet't. of a cov- ered •auto• of the private passenger type. H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT -INCREASED LIMIT Paragraph C.1.b. or SECTION Ill -PHYSICAL DAMAGE COVERAGE Is deleted. I. WAIVER OF DEDUCTIBLE -GLASS The fo!Jowlng Is added to Paragraph O., Deducti- ble, of SECTION Ill -PHYSICAL DAMAGE COVERAGE: No deducUble for a covered ·auto• wlll apply to glass damage If the glass ls repaired rather lhan replaced. J. PERSONAL PROPERTY The following Is added to Paragraph A.4., Cover- age Extensions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Personal Property Coverage We wlll pay up to $400 ror icss· to wearing ap- parel and other personal property whlcti Is: (1) Owned by an "insured"; end (2) In or on your covered •auto". This coverage only applies ln the event of a total theft or your covered ·auto•. No deductibles apply to Personal Property cover- age. Page 2 of J C) 2015 The Travelers Indemnity Campany . All rlgh1$ ru,rveii CAT4 20 0215 Includes ccpyrlohled malarial of lnsur.tnce Servleos Office , Inc , wllh lb pamiiulon, K. AIRBAGS The rollowlng Is added to Para9raph B.3., E.xclu• slons, of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply lo ·1oss• to one or more airbags In a covered "auto• you own that In- nate due to a cause other than a cause or ·1oss" set forth In Paragraphs A.1.b. end A.1.c., but only: a. ir that •auto• Is a covered •auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags. were not intentlorially Inflated. We w!II pay up to a maximum of $1,000 for any one "loss•. L. AUTO LOAN LEASE GAP The following Is added lo Paragraph A.4., Covet• age Extensions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Auto Loan Lease Gap Coverage for Private Passenger Type Vehicles In the event or a total ioss" to a covered •auto" of the private passenger type shown In the Schedule or Declarations for which Physical Damage Cov- erage Is provided, we will pay any unpaid amount due on the lease or loan for such covered •auto· less the foltowlng: {1} The amount paid under the Physical Damage Coverage Section of the pdlcy for thal •auto•; and COMMERCIAL AUTO (2) Any: (a) Overdue lease or loan payments at the time of the "loss•: (b) Ananclal penalUas Impo sed under a lease for excessive use, abnonnal wear and tear or high mileage; (c) Security deposits not returned by the les- sor, (d) Costs for extended warranUes, Credit Life lllSUrance, Health, Accident or Disability Insurance purchased with the loan or lease;and (e) Carry-over balances from previous loans or leases . M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5,, Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -BUSINESS AUTO CONDI· TIONS; 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right or recovery we may have against any person or organization to Iha ex- tent required of you by a written contract ex&- cuted prior to any "accldent" or "loss•, pro- vided that the "accident· or "loss" arises out of lhe operations contemplated by such con- tract The waiver applies only lo the person or organlzaUon deslgnaled In such contract. CAT4 20 0215 C 2015 Tha Travolers Indemnity Com~an~. All rights renrwd. Page 3or3 lnc;fud95 copyrigll!ed material or ln&urnnco &!Mees Otrica, lnc . with H~ permlsclon .