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18-047 HMH Engineers, Inc., Design Services for the City Bridge Maintenance Repairs ProjectFIRST AMENDMENT TO AGREEMENT 18-047 BETWEEN THE CITY OF CUPERTINO AND HMH ENGINEERS, INC. FOR DESIGN SERVICES FOR THE CITY BRIDGE MAINTENANCE REPAIRS PROJECT This First Amendment to Agreement 18-047 between the City of Cupertino and HMH Engineers, Inc., for reference dated June 12, 2020 is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and HMH ENGINEERS, INC., a corporation (“Contractor”) whose address is 1570 Oakland Road, San Jose, California,, and is made with reference to the following: RECITALS: A. On 3/20/2018, Agreement 18-047 (“Agreement”) was entered into by and between City and Contractor for design services for the City Bridge Maintenance Repairs Project. B. City and Contractor 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. Exhibit A-A, attached hereto, is added to the Agreement. 2. Paragraph 2.1 of the Agreement is modified to read as follows: Basic Services. Consultant agrees to provide the Basic Services for the Project, which are set forth in detail in the Scope of Services, attached here and incorporated as Exhibit A, and as further specified in Consultant's written Proposal as approved by City, except for any provision in the Proposal which conflicts or is inconsistent with this Agreement and the Exhibits hereto, or as otherwise expressly rejected by City. Consultant further agrees to carry out its work in compliance with the City’s Shelter In Place and Social Distancing Requirements, attached here and incorporated as Exhibit A-A. 3 Paragraph 3.1 of the Agreement is modified to read as follows: Term. This Agreement begins on the Effective Date and ends on December 31, 2021 unless terminated earlier as provided herein ("Contract Time"). 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 SIGNATURES CONTINUE ON THE FOLLOWING PAGE IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CONTRACTOR By Title Date CITY OF CUPERTINO By Title Date APPROVED AS TO FORM City Attorney ATTEST: City Clerk Jon Cacciotti Principal Jun 18, 2020 Heather M. Minner Deborah L. Feng Jun 21, 2020 City Manager Jun 22, 2020 Revised: June 5, 2020 – Public Works Contracts 1 Exhibit A-A – SHELTER IN PLACE AND SOCIAL DISTANCING REQUIREMENTS A. Health Laws Acknowledged. It is acknowledged that Consultant’s/Contractor’s (“Contractor”) duty to comply with Laws, as defined in Section 13 of the Contract/Agreement (“Contract”), includes immediate compliance by Contractor and its subcontractors with the restrictions on travel and the Social Distancing Requirements set forth in the most recent health order issued by the County of Santa Clara Health Department in response to the COVID-19 pandemic, and any subsequent amendments or superseding orders thereto (the “Health Order”), and any other local, state, or federal laws that have been or may be enacted in response to the COVID-19 pandemic (collectively, “Health Laws”). B. Health Order Compliance. Contractor shall comply with any restrictions on travel and social distancing requirements in the Health Order when preforming work under this Contract. If a scope of work item, notice to proceed, or work order under this Contract specifies work that cannot be performed in compliance with the Health Order or other Health Laws, Contractor shall refrain from conducting the work and immediately inform the City. C. Individuals at High Risk of Severe Illness. Nothing in this Contract shall be interpreted to require any person at high risk of severe illness from COVID-19 to leave their residence to perform work under the Contract. Contractor will inform the City if other arrangements for the work must be made, and City will do so, with no penalty to Contractor, although Contractor will not be compensated for work performed by the City or third parties. Information from the Center for Disease Control ("CDC") on "high risk" categories is available at the CDC's website at: https://www.cdc.gov/coronavirus/2019-ncov/specific-groups/people-at-higher-risk.html. D. Health Order Requirements and Best Practices. Contractor will immediately undertake all appropriate measures to ensure compliance with the Social Distancing Requirements in the Health Order by all individuals on any project site or work area performing work under this Contract, including Contractor's or any subcontractor's workers, employees, representatives, vendors, or suppliers (collectively, "workers"), and shall maintain these measures for as long as required by the Health Order or other Health Laws. In particular, Contractor must comply with the provisions of Appendix B-1 or B-2 (attached hereto) to the Health Order, as applicable. Further, as long as required by the operative Health Order including Appendix B-1 or B-2, or other Health Laws, these measures shall include, but are not limited to, the following best practices: 1. Information. Inform all workers of the Social Distancing Requirements and these best practices, including any updates or modifications, and require compliance as a condition to being present on the project site or work area. 2. Sick Workers. Prohibit any individuals who have been tentatively or conclusively diagnosed with COVID-19 or who have any symptoms of illness, including the following, from entering or remaining on the project site or work area: fever, cough, shortness of Revised: June 5, 2020 – Public Works Contracts 2 breath, sore throat, body aches, chills, sudden loss of smell or taste or other flu-like symptoms. Encourage sick workers to get immediate medical attention. a. Daily Screening. A supervisor must ask the following questions of each worker before the worker is permitted to enter the project site or work area each day, and a worker who responds "yes" to any one of the following questions must be asked to leave immediately and will not be permitted back on the project site or work area until cleared based on meeting the applicable requirements set forth in the CDC's Interim Guidance on Discontinuation of Home Isolation for Persons with COVID-19 (https://www.cdc.gov/coronavirus/2019-ncov/hcp/disposition-in- home-patients.html): (1) Have you had any of the following symptoms within the past 14 days: fever, cough, shortness of breath, sore throat, body aches, chills, sudden loss or smell or taste, or any other flu-like symptoms? (2) Have you or anyone in your household been in contact with a person that has been diagnosed with, has symptoms of, or is being tested for COVID-19? (3) Have you been medically directed to self-quarantine due to possible exposure to COVID-19? 3. Signage/Posters. In compliance with the Health Order, post a Social Distancing Protocol, substantially in the form attached to the Health Order as Appendix A, at all project site or work area entry points, and in other areas where they are likely to be seen (e.g., project trailers, sanitary facilities, break areas). The Social Distancing Protocol must explain how Contractor is achieving compliance with social distancing requirements. Resources for this purpose are available from the CDC at: https://www.cdc.gov/coronavirus/2019-ncov/community/guidance-business- response.html A copy of the Social Distancing Protocol must also be provided to each employee performing work at the project site or work area. 4. Sanitary Facilities. Ensure adequate handwashing and/or hand-sanitizing facilities are available at all times and encourage frequent handwashing and/or hand-sanitizing throughout the day as specified below. Portable sanitary facilities must be serviced and cleaned on a daily basis. Provide hand sanitizer in or around all toilet facilities and common areas, including project trailers. a. Handwashing. Wash hands using soap and water for at least 20 seconds. b. Hand-sanitizer. Use a hand sanitizer that contains at least 60-95% alcohol when handwashing is not immediately available. Revised: June 5, 2020 – Public Works Contracts 3 c. Paper Products. Ensure that toilet paper, tissues, and paper towels are available as appropriate, with designated receptacles for disposal. 5. Distancing. Prohibit workers from being less than six feet apart, unless and only to the extent that would compromise worker safety or violate safety Laws for specific operations. Prohibit handshaking or any physical contact among workers, with the sole and limited exception of any physical contact required for worker safety or to comply with safety Laws. Avoid sharing tools to the extent possible. Require workers to provide their own transportation where possible and to avoid having more than two workers in a vehicle. 6. Groups/Meetings/Site Access. Avoid any group gatherings of 10 or more people. Use electronic alternatives to in person meetings, e.g., conference calls, video-conferencing, etc., to the greatest extent possible. Limit access to the project site or any work area to workers who are necessary to perform the work at that time. Allow non-essential personnel to work from home to the extent possible. Avoid all non-essential travel. Do not stack trades if possible. 7. Frequent Cleaning. Provide for regular and appropriate cleaning of all high touch surfaces at a project site or work area, including, but not limited to, shared tools or equipment, doorknobs and handles, toolboxes, sanitary facilities, common break areas, keypads, touch screens, project trailer surfaces and equipment, light or power switches, workstations, countertops, break areas, and the like. Clean and/or disinfect any reusable items or equipment. Clean surfaces of shared vehicles, including steering wheels, gear shifts, handles, instrument panels, etc. Ensure that cleaning products are used correctly and safely, and avoid cleaning techniques, such as use of pressurized air or water sprays, that may generate bioaerosols. 8. Personal Protective Equipment. When workers cannot avoid close proximity or physical contact, e.g., based on applicable safety laws, or are otherwise at risk for exposure to COVID-19, ensure that the affected workers are provided with appropriate personal protective equipment ("PPE"), which may include disposable gloves and/or other PPE. Instruct workers to wash or sanitize hands after removing gloves or other PPE. Ensure that all personal protective equipment is disposed of properly. 9. Water and Food. Prohibit shared or communal food or common water coolers. Provide individual water bottles for workers or instruct workers to bring their own. 10. Enforcement. Immediately eject any worker who fails or refuses to comply with the Health Laws, Social Distancing Requirements, or these best practices from the project site until or unless the Project Manager issues a written authorization for the worker to return, subject to full compliance. Revised: June 5, 2020 – Public Works Contracts 4 F. Proof of Compliance. If Contractor is subject to Appendix B-1 of the Health Order, Contractor must provide to the City the name and contact information for its designated site-specific COVID-19 supervisor(s). If Contractor is subject to Appendix B-2 of the Health Order, Contractor must provide to the City a copy of its Site-Specific Health and Safety Plan. Any changes to the COVID-19 supervisor or the Site-Specific Health and Safety Plan must be reported to the City immediately. E. Oversight. In other to ensure that all workers comply with the Social Distancing Requirements to the extent possible, Contractor shall designate a named individual to have primary responsibility for implementation and enforcement of the Social Distancing Requirements and these best practices, and to serve as the primary point of contact with the City in this regard. Contractor shall promptly inform the City of the name of this individual. F. Changed Requirements. It is understood and acknowledged that circumstances pertaining to the COVID-19 pandemic are evolving rapidly and that new local, state, or federal requirements may modify the requirements under this Exhibit. Contractor agrees to work cooperatively with the City to implement new or changed requirements as quickly as possible. G. Subcontracts. Contractor shall include the terms of this Exhibit in all subcontracts and require any agents, subcontractors, or subconsultants to comply with its provisions. Attachments to Exhibit A-A Appendix B-1 to June 5, 2020 Health Order Appendix B-2 to June 5, 2020 Health Order 1228578.4 Appendix B-1 (Effective June 5, 2020) 1 Small Construction Project Safety Protocol 1. Any construction project meeting any of the following specifications is subject to this Small Construction Project Safety Protocol (“SCP Protocol”), including public works projects unless otherwise specified by the Health Officer: a. For residential projects, any single-family, multi-family, senior, student, or other residential construction, renovation, or remodel project consisting of 10 units or less. This SCP Protocol does not apply to construction projects where a person is performing construction on their current residence either alone or solely with members of their own household. b. For commercial projects, any construction, renovation, or tenant improvement project consisting of 20,000 square feet of floor area or less. c. For mixed-use projects, any project that meets both of the specifications in subsection 1.a and 1.b. d. All other construction projects not subject to the Large Construction Project Safety Protocol set forth in Appendix B-2. 2. The following restrictions and requirements must be in place at all construction job sites subject to this SCP Protocol: a. Comply with all applicable and current laws and regulations including but not limited to OSHA and Cal-OSHA. If there is any conflict, difference, or discrepancy between or among applicable laws and regulations and/or this SCP Protocol, the stricter standard shall apply. b. Designate a site-specific COVID-19 supervisor or supervisors to enforce this guidance. A designated COVID-19 supervisor must be present on the construction site at all times during construction activities. A COVID-19 supervisor may be an on-site worker who is designated to serve in this role. c. The COVID-19 supervisor must review this SCP Protocol with all workers and visitors to the construction site. d. Establish a daily screening protocol for arriving staff to ensure that potentially infected staff do not enter the construction site. If workers leave the jobsite and return the same day, establish a cleaning and decontamination protocol prior to entry and exit of the jobsite. Post the daily screening protocol at all entrances and exits to the jobsite. More information on screening can be found online at: https://www.cdc.gov/coronavirus/2019- ncov/community/index.html. e. Practice social distancing by maintaining a minimum six-foot distance between workers at all times, except as strictly necessary to carry out a task associated with the construction project. Appendix B-1 (Effective June 5, 2020) 2 f. Where construction work occurs within an occupied residential unit, separate work areas must be sealed off from the remainder of the unit with physical barriers such as plastic sheeting or closed doors sealed with tape to the extent feasible. If possible, workers must access the work area from an alternative entry/exit door to the entry/exit door used by residents. Available windows and exhaust fans must be used to ventilate the work area. If residents have access to the work area between workdays, the work area must be cleaned and sanitized at the beginning and at the end of workdays. Every effort must be taken to minimize contact between workers and residents, including maintaining a minimum of six feet of social distancing at all times. g. Where construction work occurs within common areas of an occupied residential or commercial building or a mixed-use building in use by on-site employees or residents, separate work areas must be sealed off from the rest of the common areas with physical barriers such as plastic sheeting or closed doors sealed with tape to the extent feasible. If possible, workers must access the work area from an alternative building entry/exit door to the building entry/exit door used by residents or other users of the building. Every effort must be taken to minimize contact between worker and building residents and users, including maintaining a minimum of six feet of social distancing at all times. h. Prohibit gatherings of any size on the jobsite, including gatherings for breaks or eating, except for meetings regarding compliance with this protocol or as strictly necessary to carry out a task associated with the construction project. i. Cal-OSHA requires employers to provide water, which should be provided in single-serve containers. Sharing of any of any food or beverage is strictly prohibited and if sharing is observed, the worker must be sent home for the day. j. Provide personal protective equipment (PPE) specifically for use in construction, including gloves, goggles, face shields, and face coverings as appropriate for the activity being performed. At no time may a contractor secure or use medical-grade PPE unless required due to the medical nature of a jobsite. Face coverings must be worn in compliance with the April 17, 2020 Guidance from the County of Santa Clara Public Health Department, available at: https://www.sccgov.org/sites/covid19/Pages/learn-what-to-do.aspx#howto. k. Strictly control “choke points” and “high-risk areas” where workers are unable to maintain six-foot social distancing and prohibit or limit use to ensure that six-foot distance can easily be maintained between individuals. l. Minimize interactions and maintain social distancing with all site visitors, including delivery workers, design professional and other project consultants, government agency representatives, including building and fire inspectors, and residents at residential construction sites. m. Stagger trades as necessary to reduce density and allow for easy maintenance of minimum six-foot separation. Appendix B-1 (Effective June 5, 2020) 3 n. Discourage workers from using others’ desks, work tools, and equipment. If more than one worker uses these items, the items must be cleaned and disinfected with disinfectants that are effective against COVID-19 in between use by each new worker. Prohibit sharing of PPE. o. If hand washing facilities are not available at the jobsite, place portable wash stations or hand sanitizers that are effective against COVID-19 at entrances to the jobsite and in multiple locations dispersed throughout the jobsite as warranted. p. Clean and sanitize any hand washing facilities, portable wash stations, jobsite restroom areas, or other enclosed spaces daily with disinfectants that are effective against COVID-19. Frequently clean and disinfect all high touch areas, including entry and exit areas, high traffic areas, rest rooms, hand washing areas, high touch surfaces, tools, and equipment q. Maintain a daily attendance log of all workers and visitors that includes contact information, including name, phone number, address, and email. r. Post a notice in an area visible to all workers and visitors instructing workers and visitors to do the following: i. Do not touch your face with unwashed hands or with gloves. ii. Frequently wash your hands with soap and water for at least 20 seconds or use hand sanitizer with at least 60% alcohol. iii. Clean and disinfect frequently touched objects and surfaces such as work stations, keyboards, telephones, handrails, machines, shared tools, elevator control buttons, and doorknobs. iv. Cover your mouth and nose when coughing or sneezing, or cough or sneeze into the crook of your arm at your elbow/sleeve. v. Do not enter the jobsite if you have a fever, cough, or other COVID-19 symptoms. If you feel sick, or have been exposed to anyone who is sick, stay at home. vi. Constantly observe your work distances in relation to other staff. Maintain the recommended minimum six feet at all times when not wearing the necessary PPE for working in close proximity to another person. vii. Do not carpool to and from the jobsite with anyone except members of your own household unit, or as necessary for workers who have no alternative means of transportation. viii. Do not share phones or PPE. s. In the event of a confirmed case of COVID-19 at any jobsite, the following must take place: i. Immediately remove the infected individual from the jobsite with directions to seek medical care. ii. Each location the infected worker was at must be decontaminated and sanitized by an outside vendor certified in hazmat clean ups, and work in these locations must cease until decontamination and sanitization is complete. iii. The County Public Health Department must be notified immediately by both telephone (by calling 408.885.4214) and by email (by sending an email to coronavirus@phd.sccgov.org). Any requirements specified by the County health officials must be completed, including full compliance with any tracing efforts by the County. Appendix B-2 (Effective June 5, 2020) 1 Large Construction Project Safety Protocol 1. Any construction project meeting any of the following specifications is subject to this Large Construction Project Safety Protocol (“LCP Protocol”), including public works projects unless otherwise specified by the Health Officer: a. For residential construction projects, any single-family, multi-family, senior, student, or other residential construction, renovation, or remodel project consisting of more than 10 units. b. For commercial construction projects, any construction, renovation, or tenant improvement project consisting of more than 20,000 square feet of floor area. c. For construction of Essential Infrastructure, as defined in section 16.c of the Order, any project that requires 20 or more workers at the jobsite at any one time. 2. The following restrictions and requirements must be in place at all construction job sites subject to this LCP Protocol: a. Comply with all applicable and current laws and regulations including but not limited to OSHA and Cal-OSHA. If there is any conflict, difference or discrepancy between or among applicable laws and regulations and/or this LCP Protocol, the stricter standard will apply. b. Prepare a new or updated Site-Specific Health and Safety Plan to address COVID- 19-related issues, post the Plan on-site at all entrances and exits, and produce a copy of the Plan to County governmental authorities upon request. The Plan must be translated as necessary to ensure that all non-English speaking workers are able to understand the Plan. c. Provide personal protective equipment (PPE) specifically for use in construction, including gloves, goggles, face shields, and face coverings as appropriate for the activity being performed. At no time may a contractor secure or use medical-grade PPE, unless required due to the medical nature of a job site. Face coverings must be worn in compliance with the April 17, 2020 Guidance from the County of Santa Clara Public Health Department, available at: https://www.sccgov.org/sites/covid19/Pages/learn-what-to-do.aspx#howto. d. Ensure that employees are trained in the use of PPE. Maintain and make available a log of all PPE training provided to employees and monitor all employees to ensure proper use of the PPE. e. Prohibit sharing of PPE. Appendix B-2 (Effective June 5, 2020) 2 f. Implement social distancing requirements including, at minimum: i. Stagger stop- and start-times for shift schedules to reduce the quantity of workers at the jobsite at any one time to the extent feasible. ii. Stagger trade-specific work to minimize the quantity of workers at the jobsite at any one time. iii. Require social distancing by maintaining a minimum six-foot distance between workers at all times, except as strictly necessary to carry out a task associated with the project. iv. Prohibit gatherings of any size on the jobsite, except for safety meetings or as strictly necessary to carry out a task associated with the project. v. Strictly control “choke points” and “high-risk areas” where workers are unable to maintain minimum six-foot social distancing and prohibit or limit use to ensure that minimum six-foot distancing can easily be maintained between workers. vi. Minimize interactions and maintain social distancing with all site visitors, including delivery workers, design professional and other project consultants, government agency representatives, including building and fire inspectors, and residents at residential construction sites. vii. Prohibit workers from using others’ phones or desks. Any work tools or equipment that must be used by more than one worker must be cleaned with disinfectants that are effective against COVID-19 before use by a new worker. viii. Place wash stations or hand sanitizers that are effective against COVID-19 at entrances to the jobsite and in multiple locations dispersed throughout the jobsite as warranted. ix. Maintain a daily attendance log of all workers and visitors that includes contact information, including name, address, phone number, and email. x. Post a notice in an area visible to all workers and visitors instructing workers and visitors to do the following: 1. Do not touch your face with unwashed hands or with gloves. 2. Frequently wash your hands with soap and water for at least 20 seconds or use hand sanitizer with at least 60% alcohol. 3. Clean and disinfect frequently touched objects and surfaces such as workstations, keyboards, telephones, handrails, machines, shared tools, elevator control buttons, and doorknobs. 4. Cover your mouth and nose when coughing or sneezing or cough or sneeze into the crook of your arm at your elbow/sleeve. 5. Do not enter the jobsite if you have a fever, cough, or other COVID- 19 symptoms. If you feel sick, or have been exposed to anyone who is sick, stay at home. 6. Constantly observe your work distances in relation to other staff. Maintain the recommended minimum six-feet distancing at all times when not wearing the necessary PPE for working in close proximity to another person. 7. Do not share phones or PPE. Appendix B-2 (Effective June 5, 2020) 3 xi. The notice in section 2.f.x must be translated as necessary to ensure that all non-English speaking workers are able to understand the notice. g. Implement cleaning and sanitization practices in accordance with the following: i. Frequently clean and sanitize, in accordance with CDC guidelines, all high-traffic and high-touch areas including, at a minimum: meeting areas, jobsite lunch and break areas, entrances and exits to the jobsite, jobsite trailers, hand-washing areas, tools, equipment, jobsite restroom areas, stairs, elevators, and lifts. ii. Establish a cleaning and decontamination protocol prior to entry and exit of the jobsite and post the protocol at entrances and exits of jobsite. iii. Supply all personnel performing cleaning and sanitization with proper PPE to prevent them from contracting COVID-19. Employees must not share PPE. iv. Establish adequate time in the workday to allow for proper cleaning and decontamination including prior to starting at or leaving the jobsite for the day. h. Implement a COVID-19 community spread reduction plan as part of the Site-Specific Health and Safety Plan that includes, at minimum, the following restrictions and requirements: i. Prohibit all carpooling to and from the jobsite except by workers living within the same household unit, or as necessary for workers who have no alternative means of transportation. ii. Cal-OSHA requires employers to provide water, which should be provided in single- serve containers. Prohibit any sharing of any food or beverage and if sharing is observed, the worker must be sent home for the day. iii. Prohibit use of microwaves, water coolers, and other similar shared equipment. i. Assign a COVID-19 Safety Compliance Officer (SCO) to the jobsite and ensure the SCO’s name is posted on the Site-Specific Health and Safety Plan. The SCO must: i. Ensure implementation of all recommended safety and sanitation requirements regarding the COVID-19 virus at the jobsite. ii. Compile daily written verification that each jobsite is compliant with the components of this LCP Protocol. Each written verification form must be copied, stored, and made immediately available upon request by any County official. iii. Establish a daily screening protocol for arriving staff, to ensure that potentially infected staff do not enter the construction site. If workers leave the jobsite and return the same day, establish a cleaning and decontamination protocol prior to entry and exit of the jobsite. Post the daily screening protocol at all entrances and exit to the jobsite. More information on screening can be found online at: https://www.cdc.gov/coronavirus/2019-ncov/community/index.html. iv. Conduct daily briefings in person or by teleconference that must cover the following topics: 1. New jobsite rules and pre-job site travel restrictions for the prevention of COVID-19 community spread. 2. Review of sanitation and hygiene procedures. 3. Solicitation of worker feedback on improving safety and sanitation. 4. Coordination of construction site daily cleaning/sanitation requirements. 5. Conveying updated information regarding COVID-19. Appendix B-2 (Effective June 5, 2020) 4 6. Emergency protocols in the event of an exposure or suspected exposure to COVID-19. v. Develop and ensure implementation of a remediation plan to address any non- compliance with this LCP Protocol and post remediation plan at entrance and exit of jobsite during remediation period. The remediation plan must be translated as necessary to ensure that all non-English speaking workers are able to understand the document. vi. The SCO must not permit any construction activity to continue without bringing such activity into compliance with these requirements. vii. Report repeated non-compliance with this LCP Protocol to the appropriate jobsite supervisors and a designated County official. j. Assign a COVID-19 Third-Party Jobsite Safety Accountability Supervisor (JSAS) for the jobsite, who at a minimum holds an OSHA-30 certificate and first-aid training within the past two years, who must be trained in the protocols herein and verify compliance, including by visual inspection and random interviews with workers, with this LCP Protocol. i. Within seven calendar days of each jobsite visit, the JSAS must complete a written assessment identifying any failure to comply with this LCP Protocol. The written assessment must be copied, stored, and, upon request by the County, sent to a designated County official. ii. If the JSAS discovers that a jobsite is not in compliance with this LCP Protocol, the JSAS must work with the SCO to develop and implement a remediation plan. iii. The JSAS must coordinate with the SCO to prohibit continuation of any work activity not in compliance with rules stated herein until addressed and the continuing work is compliant. iv. The remediation plan must be sent to a designated County official within five calendar days of the JSAS’s discovery of the failure to comply. k. In the event of a confirmed case of COVID-19 at any jobsite, the following must take place: i. Immediately remove the infected individual from the jobsite with directions to seek medical care. ii. Each location the infected worker was at must be decontaminated and sanitized by an outside vendor certified in hazmat clean ups, and work in these locations must cease until decontamination and sanitization is complete. iii. The County Public Health Department must be notified immediately by both telephone (by calling 408.885.4214) and by email (by sending an email to coronavirus@phd.sccgov.org). Any requirements specified by the County health officials must be completed, including full compliance with any tracing efforts by the County. l. Where construction work occurs within an occupied residential unit, any separate work area must be sealed off from the remainder of the unit with physical barriers such as plastic sheeting or closed doors sealed with tape to the extent feasible. If possible, workers must access the work area from an alternative entry/exit door to the entry/exit door used by Appendix B-2 (Effective June 5, 2020) 5 residents. Available windows and exhaust fans must be used to ventilate the work area. If residents have access to the work area between workdays, the work area must be cleaned and sanitized at the beginning and at the end of workdays. Every effort must be taken to minimize contact between workers and residents, including maintaining a minimum of six feet of social distancing at all times. m. Where construction work occurs within common areas of an occupied residential or commercial building or a mixed-use building in use by on-site employees or residents, any separate work area must be sealed off from the rest of the common areas with physical barriers such as plastic sheeting or closed doors sealed with tape to the extent feasible. If possible, workers must access the work area from an alternative building entry/exit door to the building entry/exit door used by residents or other users of the building. Every effort must be taken to minimize contact between worker and building residents and users, including maintaining a minimum of six feet of social distancing at all times. June 3, 2020 William J. Wagner HMH Engineers, Inc 1570 Oakland Road San Jose, CA 95131 Re: Notice Regarding Compliance with COVID-19 Health Orders Dear Mr. Wagner: I hope this finds you well. As you are likely aware, on March 31, 2020, the County of Santa Clara Public Health Department issued a health order in response to the COVID-19 pandemic. Further, on April 23, 2020, the City of Cupertino issued Emergency Order 20-01 requiring members of the public to wear face coverings. This letter outlines the City’s expectations for how, during the pandemic, work performed under your contract with the City to replace dugout roofs at Monte Vista Rec. Center and Wilson Park will comply with these orders and other laws and will protect workers and the public. Section 13 (Compliance with Laws) of your contract requires that you comply with all applicable local, state, and federal laws and regulations. This duty includes your and your subcontractors’ immediate compliance with the restrictions on travel and the Social Distancing Requirements in Section 13.k of the County of Santa Clara’s March 31, 2020 COVID-19 health order, and any subsequent amendments to it or superseding orders (the “Health Order”), along with any other local, state, or federal laws that have been or may be enacted or in response to the COVID-19 pandemic (collectively, “Health Laws”). The Health Order at Section 13.c specifies that individuals may leave their residence only to perform specified “Essential Activities.” The City requires that you comply with these restrictions on travel when preforming work under this contract. If a scope of work item, notice to proceed, or work order under this contract specifies work that cannot be performed in compliance with the Health Order or other Health Laws, the City requires that you refrain from conducting the work and immediately inform the City. Section 13.a of the Health Order advises that “people at high risk of severe illness from COVID- 19 and people who are sick are strongly urged to stay in their residence to the extent possible, except as necessary to seek medical care or provide medical care or Essential Governmental Functions.” Information from the Center for Disease Control (“CDC”) on “high risk” categories is available at the CDC's website at: www.cdc.gov/coronavirus/2019-ncov/specific- 2 groups/people-at-higher-risk.html. Nothing in your contract with the City shall be interpreted to require any person at high risk of severe illness from COVID-19 to leave their residence to perform work under the contract. Please inform the City if other arrangements for the work must be made, and City will make those arrangements with no penalty to you, although you will not be compensated for work performed by the City or third parties. For work that qualifies as Essential Activities as defined in the Health Order, Section 13.k of the Heath Order requires that “[a]ll individuals must strictly comply with Social Distancing Requirements. . . as necessary to carry out the work of” Essential Activities. The City requires that you immediately undertake all appropriate measures to ensure compliance with the Social Distancing Requirements in the Health Order by all individuals performing work under this contract, including your or any subcontractor's workers, employees, representatives, vendors, or suppliers (collectively, "workers"), and that you will maintain these measures for as long as required by the Health Order or other Health Laws. These measures shall include, but are not limited to, the following: Meetings/Site Access. Use electronic alternatives to in person meetings, e.g., conference calls, video-conferencing, etc., to the greatest extent possible. Limit access to any project site or any work area to workers who are necessary to perform in-person work. Require non-essential personnel to work from home to the extent possible. Avoid all non-essential travel. Distancing. Where workers perform in-person work at a project site or a work area, prohibit workers from being less than six feet apart, except where doing so would compromise worker safety or violate safety laws for specific operations. Prohibit handshaking or any physical contact among workers, with the sole and limited exception of any physical contact required for worker safety or to comply with safety laws. Prohibit workers from sharing a vehicle. Finally, the City requires that in performing work under this contract, you and your workers comply with City of Cupertino Emergency Order 20-01 requiring individuals to wear face coverings in certain circumstances (“Face Covering Order,” available at https://www.cupertino.org/home/showdocument?id=27443). Specifically, Paragraph 4 of the Face Covering Order details when face coverings must be worn by individuals performing work. Circumstances pertaining to the COVID-19 pandemic are evolving rapidly and new local, state, or federal requirements may modify the provisions noted in this letter. The City expects that you will implement new or changed requirements as quickly as possible. Please share this letter with any subcontractors performing work under this contract. Regards, Michael Zimmermann CIP Manager 1236020.1 Exh. D-Insurance Requirements for Design Professionals & Consultants Contracts 1 Form Updated Sept. 2019 Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. 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 (ISO 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 than 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 01 (04/13). c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements 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 basis for the benefit of City before the City’s own insurance or self- 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 required 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.  Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant’s profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive 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 aforementioned insurance shall be endorsed and have all the following conditions and provisions: EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultants Contracts 2 Form Updated Sept. 2019 Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers (“Additional Insureds”) are to be covered as additional insureds on Consultant’s CGL and automobile liability policies. 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 10 (11/ 85) or both CG 20 10 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 of premiums. 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 deductible or self-insured retentions as respects the City/Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, 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 Insurers must be licensed to do business in California with an A.M. Best Rating of A-VII, or better. Verification of Coverage Consultant must furnish acceptable insurance certificates 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 the CGL policy listing all policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time during the 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/coverage based on the nature of the risk, prior experience, insurer or other special circumstances, with not less than ninety (90) days prior written notice. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 6/4/2020 Dealey, Renton & Associates P. O. Box 12675 Oakland CA 94604-2675 Doris A. Chambers 510-465-3090 certificates@dealeyrenton.com Travelers Property Casualty Company of America 25674 HMHENGIN Berkley Insurance Company 32603HMH Engineers 1570 Oakland Road San Jose CA 95131 Trumbull Insurance Company 27120 232055784 A X 1,000,000 X 1,000,000 5,000 1,000,000 2,000,000 X Y Y 6809H276384 3/29/2020 3/29/2021 2,000,000 C 1,000,000 X X X Y Y 84UEGAT0879 3/29/2020 3/29/2021 A X X 5,000,000YCUP8673Y7783/29/2020Y 3/29/2021 5,000,000 A X N Y UB9N00678A 3/29/2020 3/29/2021 1,000,000 1,000,000 1,000,000 B Professional Liability & Contractors Pollution Liability Y AEC903831500 3/29/2020 3/29/2021 $2,000,000 $4,000,000 per Claim Annl Aggr. REF: ALL OPERATIONS OF THE NAMED INSURED. GENERAL LIABILITY/AUTOMOBILE LIABILITY ADDITIONAL INSURED: The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers. The Excess Umbrella Liability is Following Form to the General Liability, Automobile Liability and Employers' Liability policies. Commercial General Liability is primary and non-contributory and includes severability of interests per policy form. Waiver of Subrogation applies to Commercial General Liability, Automobile Liability and Workers Compensation. Professional Liability Retro Date: 01/01/1976. BEST RATINGS: Travelers Property Casualty Co. - A++:XV American Automobile Ins. Co. - A+:XV XL Specialty Insurance Co. - Au:XV Trumbull Insurance Company - A+:XV Cancellation provisions are solely as shown on this certificate. Cancellation: 30 Day/10 Day for Non Payment of Premium. 30 Day NOC/10 Day for NonPay of Prem City of Cupertino 10300 Torre Avenue Cupertino CA 95014 A++, XV A+, XV A+, XV ÐÑÔ×ÝÇÒËÓÞÛÎ COMMERCIAL GENERAL LIABILITY ISSUED DATE: ÌØ×ÍÛÒÜÑÎÍÛÓÛÒÌÝØßÒÙÛÍÌØÛÐÑÔ×ÝÇòÐÔÛßÍÛÎÛßÜ×ÌÝßÎÛÚËÔÔÇò    Ì¸·»²¼±®»³»²¬³±¼·º·»·²«®¿²½»°®±ª·¼»¼«²¼»®¬¸»º±´´±©·²¹æ ÝÑÓÓÛÎÝ×ßÔÙÛÒÛÎßÔÔ×ßÞ×Ô×ÌÇÝÑÊÛÎßÙÛÐßÎÌ    ø×²º±®³¿¬·±²®»¯«·®»¼¬±½±³°´»¬»¬¸·Í½¸»¼«´»ô·º²±¬¸±©²¿¾±ª»ô©·´´¾»¸±©²·²¬¸»Ü»½´¿®¿¬·±²ò÷ Í»½¬·±²×× É¸±×ß²×²«®»¼·¿³»²¼»¼¬±·²ó Ì¸··²«®¿²½»¼±»²±¬¿°°´§¬±þ¾±¼·´§·²¶«®§þ±® ½´«¼»¿¿²¿¼¼·¬·±²¿´·²«®»¼¬¸»°»®±²ø÷±® þ°®±°»®¬§¼¿³¿¹»þ±½½«®®·²¹ô±®°»®±²¿´·²¶«®§Œ ±®¹¿²·¦¿¬·±²ø÷¸±©²·²¬¸»Í½¸»¼«´»ô¾«¬±²´§ ±®¿¼ª»®¬··²¹·²¶«®§Œ¿®··²¹±«¬±º¿²±ºº»²» ©·¬¸®»°»½¬¬±´·¿¾·´·¬§º±®þ¾±¼·´§·²¶«®§þôþ°®±°»®¬§ ½±³³·¬¬»¼ô¿º¬»®æ ¼¿³¿¹»þôþ°»®±²¿´·²¶«®§Œ±®¿¼ª»®¬··²¹·²¶«®§þ ß´´©±®µô·²½´«¼·²¹³¿¬»®·¿´ô°¿®¬±®»¯«·°ó½¿«»¼ô·²©¸±´»±®·²°¿®¬ô¾§æ ³»²¬º«®²·¸»¼·²½±²²»½¬·±²©·¬¸«½¸©±®µô Ç±«®¿½¬±®±³··±²å±®±²¬¸»°®±¶»½¬ø±¬¸»®¬¸¿²»®ª·½»ô³¿·²¬»ó ²¿²½»±®®»°¿·®÷¬±¾»°»®º±®³»¼¾§±®±²Ì¸»¿½¬±®±³··±²±º¬¸±»¿½¬·²¹±²§±«®¾»¸¿´º±º¬¸»¿¼¼·¬·±²¿´·²«®»¼ø÷¿¬¬¸»´±½¿ó¾»¸¿´ºå ¬·±²±º¬¸»½±ª»®»¼±°»®¿¬·±²¸¿¾»»²½±³ó·²¬¸»°»®º±®³¿²½»±º§±«®±²¹±·²¹±°»®¿¬·±²º±®°´»¬»¼å±®¬¸»¿¼¼·¬·±²¿´·²«®»¼ø÷¿¬¬¸»´±½¿¬·±²ø÷¼»·¹ó Ì¸¿¬°±®¬·±²±ºþ§±«®©±®µþ±«¬±º©¸·½¸¬¸»²¿¬»¼¿¾±ª»ò ·²¶«®§±®¼¿³¿¹»¿®·»¸¿¾»»²°«¬¬±·¬·²óÉ·¬¸®»°»½¬¬±¬¸»·²«®¿²½»¿ºº±®¼»¼¬±¬¸»»¬»²¼»¼«»¾§¿²§°»®±²±®±®¹¿²·¦¿¬·±²¿¼¼·¬·±²¿´·²«®»¼ô¬¸»º±´´±©·²¹¿¼¼·¬·±²¿´»¨½´«ó ±¬¸»®¬¸¿²¿²±¬¸»®½±²¬®¿½¬±®±®«¾½±²¬®¿½ó·±²¿°°´§æ ¬±®»²¹¿¹»¼·²°»®º±®³·²¹±°»®¿¬·±²º±®¿ °®·²½·°¿´¿¿°¿®¬±º¬¸»¿³»°®±¶»½¬ò Ý±°§®·¹¸¬îððëÌ¸»Í¬òÐ¿«´Ì®¿ª»´»®Ý±³°¿²·»ô×²½òß´´®·¹¸¬®»»®ª»¼ò Ð¿¹»ï±ºï ×²½´«¼»½±°§®·¹¸¬»¼³¿¬»®·¿´±º×²«®¿²½»Í»®ª·½»Ñºº·½»ô×²½ò©·¬¸·¬°»®³··±²ò Any person or organization that you agree in a written contract, on this Coverage Part, provided that such written contract was signed and executed by you before, and is in effect when the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. Any project to which an applicable written contract with the described in the Name of Additional Insured Person(s) or Organization(s) section of this Schedule applies. 6809H276384 6/4/2020 ÐÑÔ×ÝÇÒËÓÞÛÎæ COMMERCIAL GENERAL LIABILITY ISSUED DATE: ÌØ×ÍÛÒÜÑÎÍÛÓÛÒÌÝØßÒÙÛÍÌØÛÐÑÔ×ÝÇòÐÔÛßÍÛÎÛßÜ×ÌÝßÎÛÚËÔÔÇò   Ì¸·»²¼±®»³»²¬³±¼·º·»·²«®¿²½»°®±ª·¼»¼«²¼»®¬¸»º±´´±©·²¹æ ÝÑÓÓÛÎÝ×ßÔÙÛÒÛÎßÔÔ×ßÞ×Ô×ÌÇÝÑÊÛÎßÙÛÐßÎÌ    ×²º±®³¿¬·±²®»¯«·®»¼¬±½±³°´»¬»¬¸·Í½¸»¼«´»ô·º²±¬¸±©²¿¾±ª»ô©·´´¾»¸±©²·²¬¸»Ü»½´¿®¿¬·±²ò ·¿³»²¼»¼¬±·²ó ´±½¿¬·±²¼»·¹²¿¬»¼¿²¼¼»½®·¾»¼·²¬¸»½¸»¼«´»±º ½´«¼»¿¿²¿¼¼·¬·±²¿´·²«®»¼¬¸»°»®±²ø÷±®±®ó ¬¸·»²¼±®»³»²¬°»®º±®³»¼º±®¬¸¿¬¿¼¼·¬·±²¿´·²ó ¹¿²·¦¿¬·±²ø÷¸±©²·²¬¸»Í½¸»¼«´»ô¾«¬±²´§©·¬¸ «®»¼¿²¼·²½´«¼»¼·²¬¸»þ°®±¼«½¬ó½±³°´»¬»¼±°»®¿ó ®»°»½¬¬±´·¿¾·´·¬§º±®þ¾±¼·´§·²¶«®§þ±®þ°®±°»®¬§¼¿³ó ¬·±²¸¿¦¿®¼þò ¿¹»þ½¿«»¼ô·²©¸±´»±®·²°¿®¬ô¾§þ§±«®©±®µþ¿¬¬¸» ×ÍÑÐ®±°»®¬·»ô×²½òôîððì Ð¿¹»ï±ºï Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the "products- completed operations hazard", provided that such contract was signed and executed by you before, and is in effect when, the bodily injury or property damage occurs. Any project to which an applicable contract described in the Name of Additional Insured Person(s) or Organization(s) section of this Schedule applies. 6/4/20206809H276384 ÝÑÓÓÛÎÝßÔ ×ßÞ×Ô× ÙÛÒÛÎßÔÔ ×ÌÇ ÌØ×ÍÛÒÜÑÎÍÛÓÛÒÌÝØßÒÙÛÍÌØÛÐÑÔ×ÝÇòÐÔÛßÍÛÎÛßÜ×ÌÝßÎÛÚËÔÔÇò    Ì¸·»²¼±®»³»²¬ ··»·²«®¿²½»°®±·¼»¼«²¼»®¬ º±´³±¼ºª ¸» ´±©·²¹æ ÝÑÓÓÛÎÝ ÙÛÒÛÎßÔÔ ×ÌÇ ÊÛÎß ß×ßÔ×ßÞ×Ô ÝÑ ÙÛÐ ÎÌ Ì¸»º±´±©·²¹·¿¼¼»¼¬±Ð¿®¿¹®¿°¸ ô´Ì¸»þ¾±¼· §þ±®þ°®±°»®¬§¼¿ þº±®©¸·½¸´§·²¶«®³¿¹»     ô±º½± ·±«¹¸¬·½¿«»¼¾§¿²þ±½½«®®»²½»þª»®¿¹»   æ ¬¸¿¬¬¿µ»°´¿½»å¿²¼ Ø±©» º§±«°»½··½¿´§¿¹®»»·²¿©®·¬¬»²½±²¬®¿½¬ª»®ô· º ´Ì¸»þ°»®±²¿´·²¶«®§þ±®þ¿¼ ¬ ·²¶«®§þº±®ª»®··²¹ ±®¿¹®»»³»²¬¬¸¿¬¬¸»·²«®¿²½»¿º ¬±¿²¿¼¼·ó º±®¼»¼©¸·½¸½± ®¿¹»·±«¹¸¬¿®·»±«¬±º¿²±º»²»ª»º¬·±²¿´¬¸·Ý±ª»®¿¹»Ð¿®¬·²«®»¼«²¼»®³«¬¿°°´§±²¬¸¿¬ ³ ·¬¬»¼·½± ³ å¿°®· ¾¿·ô±®¿°®³¿®§¿²¼²±²ó½±²¬®³¿®§··¾«¬±®§«¾»¯«»²¬¬±¬¸»·¹²·²¹¿²¼» ·±²±¬¸¿¬½±²ó ¨»½«¬ º¾¿·ô¬¸··²«®¿²½»·°®·³¿®§¬±±¬¸»®·²«®¿²½»¬¸¿¬¬®¿½¬±® ³»²¬¾§¿¹®»» §±«ò·¿ · ¬±«½¸¿¼¼·¬ ·²«®»¼©¸·½¸½±ª¿´¿¾´»·±²¿´ª»® «½¸¿¼¼·¬·±²¿´·²«®»¼¿¿²¿³»¼·²«®»¼ô¿²¼©» ©·´´±¬¸»® ®¿²½»ô°®±·¼»¼¬¸¿¬²±¬¸¿®»©·¬¸¬¸¿¬ ·²« ª æ &îððèÌ¸»Ì®¿ª»´»®Ý±³°¿²·»ô×²½ò Ð¿¹»ï±ºï ÐÑÔ×ÝÇÒËÓÞÛÎæ 6809H276384 ÐÑÔ×ÝÇÒËÓÞÛÎæ COMMERCIAL GENERAL LIABILITY ISSUED DATE: ÌØ×ÍÛÒÜÑÎÍÛÓÛÒÌÝØßÒÙÛÍÌØÛÐÑÔ×ÝÇòÐÔÛßÍÛÎÛßÜ×ÌÝßÎÛÚËÔÔÇò Éß×ÊÛÎÑÚÌÎßÒÍÚÛÎÑÚÎ×ÙØÌÍÑÚÎÛÝÑÊÛÎÇ ßÙß×ÒÍÌÑÌØÛÎÍÌÑËÍ Ì¸·»²¼±®»³»²¬³±¼·º·»·²«®¿²½»°®±ª·¼»¼«²¼»®¬¸»º±´´±©·²¹æ ÝÑÓÓÛÎÝ×ßÔÙÛÒÛÎßÔÔ×ßÞ×Ô×ÌÇÝÑÊÛÎßÙÛÐßÎÌ   ø×º²±»²¬®§¿°°»¿®¿¾±ª»ô·²º±®³¿¬·±²®»¯«·®»¼¬±½±³°´»¬»¬¸·»²¼±®»³»²¬©·´´¾»¸±©²·²¬¸»Ü»½´¿®¿¬·±² ¿¿°°´·½¿¾´»¬±¬¸·»²¼±®»³»²¬ò÷ Ì¸» ÌÎßÒÍÚÛÎ ÑÚ Î×ÙØÌÍ ÑÚ ÎÛÝÑÊÛÎÇ ¼¿³¿¹»¿®··²¹±«¬±º§±«®±²¹±·²¹±°»®¿¬·±²±® ßÙß×ÒÍÌ ÑÌØÛÎÍ ÌÑ ËÍ Ý±²¼·¬·±² øÍ»½¬·±² ×Êó þ§±«®©±®µþ¼±²»«²¼»®¿½±²¬®¿½¬©·¬¸¬¸¿¬°»®±² ÝÑÓÓÛÎÝ×ßÔÙÛÒÛÎßÔÔ×ßÞ×Ô×ÌÇ ÝÑÒÜ×Ì×ÑÒÍ÷ ±® ±®¹¿²·¦¿¬·±² ¿²¼ ·²½´«¼»¼ ·² ¬¸» þ°®±¼«½¬ó ·¿³»²¼»¼¾§¬¸»¿¼¼·¬·±²±º¬¸»º±´´±©·²¹æ ½±³°´»¬»¼±°»®¿¬·±²¸¿¦¿®¼òþÌ¸·©¿·ª»®¿°°´·» ±²´§¬± ¬¸»°»®±² ±®±®¹¿²·¦¿¬·±² ¸±©² ·² ¬¸»É»©¿·ª»¿²§®·¹¸¬±º®»½±ª»®§©»³¿§¸¿ª»¿¹¿·²¬Í½¸»¼«´»¿¾±ª»ò¬¸»°»®±²±®±®¹¿²·¦¿¬·±²¸±©²·²¬¸»Í½¸»¼«´» ¿¾±ª»¾»½¿«»±º°¿§³»²¬©»³¿µ»º±®·²¶«®§±® Ý±°§®·¹¸¬ô×²«®¿²½»Í»®ª·½»Ñºº·½»ô×²½òôïççî Ð¿¹»ï±ºï Any person or organization that you agree in a written contract 6809H276384 03/29/2019 COMMERCIAL AUTOMOBILE HA 99 16 03 12 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured"than other provisions of the Coverage Form, the provisions of this endorsement apply. 1.BROAD FORM INSURED d.Any "employee"of yours while using a covered "auto"you don't own,hire or A.Subsidiaries and Newly Acquired or borrow in your business or yourFormed Organizations personal affairs.The Named Insured shown in the C.Lessors as InsuredsDeclarations is amended to include: Paragraph A.1.-WHO IS AN INSURED -of (1)Any legal business entity other than a Section II -Liability Coverage is amended topartnershiporjointventure,formed as a add:subsidiary in which you have an ownership interest of more than 50%on e.The lessor of a covered "auto"while the the effective date of the Coverage Form. "auto"is leased to you under a written However,the Named Insured does not agreement if: include any subsidiary that is an (1)The agreement requires you to"insured"under any other automobile provide direct primary insurance for policy or would be an "insured"under the lessor andsuchapolicybutforitsterminationor (2)The "auto"is leased without a driver.the exhaustion of its Limit of Insurance. Such a leased "auto"will be considered a (2)Any organization that is acquired or covered "auto"you own and not a covered formed by you and over which you "auto"you hire.maintain majority ownership.However, the Named Insured does not include any D.Additional Insured if Required by Contract newly formed or acquired organization:(1)Paragraph A.1.-WHO IS AN INSURED (a)That is a partnership or joint -of Section II -Liability Coverage is venture,amended to add: (b)That is an "insured"under any other f.When you have agreed,in a writtenpolicy,contract or written agreement,that a (c)That has exhausted its Limit of person or organization be added as Insurance under any other policy, or an additional insured on your business auto policy, such person or (d)180 days or more after its organization is an "insured", but only acquisition or formation by you, to the extent such person orunlessyouhavegivenusnoticeof organization is liable for "bodilythe acquisition or formation. injury"or "property damage"causedCoveragedoesnotapplyto"bodily by the conduct of an "insured" under injury"or "property damage"that results paragraphs a.or b.of Who Is Anfroman"accident"that occurred before Insured with regard to theyouformed or acquired the organization. ownership,maintenance or use of a B.Employees as Insureds covered "auto." Paragraph A.1.-WHO IS AN INSURED -of SECTION II -LIABILITY COVERAGE is amended to add: © 2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 Page 1 of 5of ISO Properties,Inc.,with its permission.) 84UEGAT0879 E.Primary and Non-Contributory ifTheinsuranceaffordedtoanysuch Required by Contractadditionalinsuredappliesonlyifthe "bodily injury"or "property damage"Only with respect to insurance provided to occurs:an additional insured in 1.D.-Additional (1)During the policy period, and Insured If Required by Contract,the following provisions apply:(2)Subsequent to the execution of such written contract, and (3)Primary Insurance When Required By Contract(3)Prior to the expiration of the period of time that the written contract This insurance is primary if you have requires such insurance be provided agreed in a written contract or written to the additional insured.agreement that this insurance be primary.If other insurance is also (2)How Limits Apply primary,we will share with all that otherIfyouhaveagreedinawrittencontractinsurancebythemethoddescribedinorwrittenagreementthatanother Other Insurance 5.d.person or organization be added as an (4)Primary And Non-Contributory To Otheradditionalinsuredonyourpolicy,the Insurance When Required By Contractmostwewillpayonbehalfofsuch additional insured is the lesser of:If you have agreed in a written contract or written agreement that this insurance(a)The limits of insurance specified in is primary and non-contributory with the the written contract or written additional insured's own insurance,this agreement; or insurance is primary and we will not(b)The Limits of Insurance shown in seek contribution from that otherthe Declarations.insurance. Such amount shall be a part of and not (3)(4)Paragraphs and do not apply to other in addition to Limits of Insurance shown insurance to which the additional insuredintheDeclarationsanddescribedinthishasbeen added as an additional insured.Section. When this insurance is excess,we will have no (3)Additional Insureds Other Insurance duty to defend the insured against any "suit"if If we cover a claim or "suit"under this any other insurer has a duty to defend the Coverage Part that may also be covered insured against that "suit".If no other insurer by other insurance available to an defends,we will undertake to do so,but we will additional insured,such additional be entitled to the insured's rights against all insured must submit such claim or "suit"those other insurers. to the other insurer for defense and When this insurance is excess over otherindemnity. insurance,we will pay only our share of the However,this provision does not apply amount of the loss,if any,that exceeds the sum to the extent that you have agreed in a of: written contract or written agreement (1)The total amount that all such otherthatthisinsuranceisprimaryandnon-insurance would pay for the loss in thecontributorywiththeadditionalinsured's absence of this insurance; andowninsurance. (2)The total of all deductible and self-insured (4)Duties in The Event Of Accident,Claim,amounts under all that other insurance.Suit or Loss We will share the remaining loss,if any,by the If you have agreed in a written contract method described in Other Insurance 5.d.or written agreement that another 2.AUTOS RENTED BY EMPLOYEESpersonororganizationbeaddedasan additional insured on your policy,the Any "auto"hired or rented by your "employee" additional insured shall be required to on your behalf and at your direction will be comply with the provisions in LOSS considered an "auto"you hire. CONDITIONS 2.-DUTIES IN THE The OTHER INSURANCE Condition is amended EVENT OF ACCIDENT,CLAIM ,SUIT by adding the following: OR LOSS –OF SECTION IV – BUSINESS AUTO CONDITIONS,in the same manner as the Named Insured. © 2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 Page 2 of 5of ISO Properties,Inc.,with its permission.) 5 PHYSICAL DAMAGE -ADDITIONALIfan"employee’s"personal insurance also . TEMPORARY TRANSPORTATION EXPENSE applies on an excess basis to a covered "auto" COVERAGEhiredorrentedbyyour"employee"on your behalf and at your direction,this insurance will Paragraph A.4.a.of SECTION III -PHYSICAL be primary to the "employee’s"personal DAMAGE COVERAGE is amended to provide a insurance.limit of $50 per day and a maximum limit of 3.AMENDED FELLOW EMPLOYEE EXCLUSION $1,000. 6.LOAN/LEASE GAP COVERAGEEXCLUSION5.-FELLOW EMPLOYEE -of SECTION II -LIABILITY COVERAGE does not Under SECTION III -PHYSICAL DAMAGE apply if you have workers'compensation COVERAGE,in the event of a total "loss"to a insurance in-force covering all of your covered "auto",we will pay your additional legal "employees".obligation for any difference between the actual Coverage is excess over any other collectible cash value of the "auto"at the time of the "loss" insurance.and the "outstanding balance"of the loan/lease. 4.HIRED AUTO PHYSICAL DAMAGE COVERAGE "Outstanding balance"means the amount you owe on the loan/lease at the time of "loss"less If hired "autos"are covered "autos"for Liability any amounts representing taxes;overdueCoverageandifComprehensive,Specified payments;penalties,interest or chargesCausesofLoss,or Collision coverages are resulting from overdue payments;additionalprovidedunderthisCoverageFormforany mileage charges;excess wear and tear charges;"auto"you own,then the Physical Damage lease termination fees;security deposits not Coverages provided are extended to "autos" you returned by the lessor;costs for extendedhire or borrow,subject to the following limit. warranties,credit life Insurance,health,accidentThemostwewillpayfor"loss"to any hired or disability insurance purchased with the loan or "auto"is:lease;and carry-over balances from previous (1)$100,000;loans or leases. (2)The actual cash value of the damaged or 7.AIRBAG COVERAGE stolen property at the time of the "loss"; or Under Paragraph B.EXCLUSIONS -of (3)The cost of repairing or replacing the SECTION III -PHYSICAL DAMAGE damaged or stolen property,COVERAGE, the following is added: whichever is smallest,minus a deductible.The The exclusion relating to mechanical breakdown deductible will be equal to the largest deductible does not apply to the accidental discharge of an applicable to any owned "auto"for that airbag. coverage. No deductible applies to "loss"caused 8.ELECTRONIC EQUIPMENT -BROADENEDby fire or lightning. Hired Auto Physical Damage COVERAGEcoverageisexcessoveranyothercollectible a.The exceptions to Paragraphs B.4 -insurance.Subject to the above limit,deductible EXCLUSIONS -of SECTION III -PHYSICAL and excess provisions,we will provide coverage DAMAGE COVERAGE are replaced by the equal to the broadest coverage applicable to any following:covered "auto"you own. 4.c.4.d.Exclusions and do not apply to We will also cover loss of use of the hired "auto" equipment designed to be operated solelyifitresultsfroman"accident",you are legally by use of the power from the "auto's"liable and the lessor incurs an actual financial electrical system that,at the time of "loss", loss,subject to a maximum of $1000 per is:"accident". (1)Permanently installed in or upon This extension of coverage does not apply to the covered "auto";any "auto"you hire or borrow from any of your "employees",partners (if you are a partnership),(2)Removable from a housing unit members (if you are a limited liability company),which is permanently installed in or members of their households.or upon the covered "auto"; (3)An integral part of the same unit housing any electronic equipment described in Paragraphs (1)and (2)above;or © 2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 Page 3 of 5of ISO Properties,Inc.,with its permission.) (4)Necessary for the normal If another Hartford Financial Services Group, operation of the covered "auto"or Inc.company policy or coverage form that is not the monitoring of the covered an automobile policy or coverage form applies to "auto's"operating system.the same "accident", the following applies: b.Section III –Version CA 00 01 03 10 of the (1)If the deductible under this Business Auto Business Auto Coverage Form,Physical Coverage Form is the smaller (or smallest) Damage Coverage,Limit of Insurance,deductible,it will be waived; Paragraph C.2 and Version CA 00 01 10 01 of (2)If the deductible under this Business Auto the Business Auto Coverage Form,Physical Coverage Form is not the smaller (or Damage Coverage,Limit of Insurance, smallest)deductible,it will be reduced by Paragraph C are each amended to add the the amount of the smaller (or smallest) following:deductible. $1,500 is the most we will pay for "loss"in 12.AMENDED DUTIES IN THE EVENT OF any one "accident"to all electronic ACCIDENT, CLAIM,SUIT OR LOSS equipment (other than equipment designed The requirement in LOSS CONDITIONS 2.a.-solely for the reproduction of sound,and DUTIES IN THE EVENT O F ACCIDENT,CLAIM,accessories used with such equipment)SUIT OR LOSS -of SECTION IV -BUSINESSthatreproduces,receives or transmits AUTO CONDITIONS that you must notify us of audio,visual or data signals which,at the an "accident"applies only when the "accident" istime of "loss", is:known to: (1)Permanently installed in or upon (1)You, if you are an individual;the covered "auto"in a housing, (2)A partner, if you are a partnership;opening or other location that is not normally used by the "auto"(3)A member,if you are a limited liability manufacturer for the installation of company;or such equipment; (4)An executive officer or insurance manager, if (2)Removable from a permanently you are a corporation. installed housing unit as described 13.UNINTENTIONAL FAILURE TO DISCLOSE in Paragraph 2.a.above or is an HAZARDSintegral part of that equipment; or If you unintentionally fail to disclose any hazards(3)An integral part of such equipment.existing at the inception date of your policy,we c.For each covered "auto",should loss be limited will not deny coverage under this Coverage to electronic equipment only,our obligation to Form because of such failure. pay for,repair,return or replace damaged or 14.HIRED AUTO -COVERAGE TERRITORYstolenelectronicequipmentwillbereducedby Paragraph e.of GENERAL CONDITIONS 7.-the applicable deductible shown in the POLICY PERIOD,COVERAGE TERRITORY -Declarations,or $250,whichever deductible is of SECTION IV -BUSINESS AUTO less. CONDITIONS is replaced by the following:9.EXTRA EXPENSE -BROADENED e.For short-term hired "autos",the coverageCOVERAGE territory with respect to Liability Coverage isUnderParagraphA.- COVERAGE -of SECTION anywhere in the world provided that if theIII-PHYSICAL DAMAGE COVERAGE,we will "insured's"responsibility to pay damages for pay for the expense of returning a stolen covered "bodily injury"or "property damage"is "auto"to you.determined in a "suit," the "suit" is brought in 10.GLASS REPAIR -WAIVER OF DEDUCTIBLE the United States of America,the territories and possessions of the United States ofUnderParagraphD.-DEDUCTIBLE -of SECTION America,Puerto Rico or Canada or in a III -PHYSICAL DAMAGE COVERAGE,the settlement we agree to.following is added: 15.WAIVER OF SUBROGATIONNodeductibleappliestoglassdamageifthe glass is repaired rather than replaced.TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US -of SECTION IV -11.TWO OR MORE DEDUCTIBLES BUSINESS AUTO CONDITIONS is amended byUnderParagraphD.-DEDUCTIBLE -of SECTION adding the following:III -PHYSICAL DAMAGE COVERAGE,the following is added: © 2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 Page 4 of 5of ISO Properties,Inc.,with its permission.) We waive any right of recovery we may have c.Regardless of the number of autos deemed a against any person or organization with whom total loss,the most we will pay under this you have a written contract that requires such Hybrid,Electric,or Natural Gas Vehicle waiver because of payments we make for Payment Coverage provision for any one damages under this Coverage Form."loss"is $10,000. 16.RESULTANT MENTAL ANGUISH COVERAGE For the purposes of the coverage provision, The definition of "bodily injury"in SECTION V-a.A "non-hybrid"auto is defined as an auto that DEFINITIONS is replaced by the following:uses only an internal combustion engine to move the auto but does not include autos"Bodily injury"means bodily injury,sickness or powered solely by electricity or natural gas.disease sustained by any person,including mental anguish or death resulting from any of b.A "hybrid"auto is defined as an auto with an these.internal combustion engine and one or more electric motors;and that uses the internal17.EXTENDED CANCELLATION CONDITION combustion engine and one or more electric Paragraph 2.of the COMMON POLICY motors to move the auto,or the internal CONDITIONS -CANCELLATION -applies combustion engine to charge one or more except as follows:electric motors, which move the auto. If we cancel for any reason other than 19.VEHICLE WRAP COVERAGEnonpaymentofpremium,we will mail or deliver In the event of a total loss to an "auto"for whichtothefirstNamedInsuredwrittennoticeof Comprehensive,Specified Causes of Loss,orcancellationatleast60daysbeforetheeffective Collision coverages are provided under thisdate of cancellation. Coverage Form,then such Physical Damage18.HYBRID,ELECTRIC,OR NATURAL GAS Coverages are amended to add the following:VEHICLE PAYMENT COVERAGE In addition to the actual cash value of the "auto", In the event of a total loss to a "non-hybrid"auto we will pay up to $1,000 for vinyl vehicle wraps for which Comprehensive,Specified Causes of which are displayed on the covered "auto"at theLoss,or Collision coverages are provided under time of total loss.Regardless of the number ofthisCoverageForm,then such Physical autos deemed a total loss,the most we will pay Damage Coverages are amended as follows:under this Vehicle Wrap Coverage provision for a.If the auto is replaced with a "hybrid"auto or any one "loss"is $5,000.For purposes of this an auto powered solely by electricity or natural coverage provision,signs or other graphics gas,we will pay an additional 10%,to a painted or magnetically affixed to the vehicle are maximum of $2,500,of the "non-hybrid"auto’s not considered vehicle wraps. actual cash value or replacement cost, whichever is less, b.The auto must be replaced and a copy of a bill of sale or new lease agreement received by us within 60 calendar days of the date of "loss," © 2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 Page 5 of 5of ISO Properties,Inc.,with its permission.) HMH First Amendment - City Bridge Maint Repairs Project Final Audit Report 2020-06-22 Created:2020-06-15 By:Julia Kinst (juliak@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAbAjyRbeByuO-fJtkmGODxgMGH5o9LDVF "HMH First Amendment - City Bridge Maint Repairs Project" Hist ory Document created by Julia Kinst (juliak@cupertino.org) 2020-06-15 - 6:50:08 PM GMT- IP address: 64.178.242.15 Document emailed to Julia Kinst (juliak@cupertino.org) for approval 2020-06-15 - 6:50:18 PM GMT Document approved by Julia Kinst (juliak@cupertino.org) Approval Date: 2020-06-15 - 6:50:38 PM GMT - Time Source: server- IP address: 64.178.242.15 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2020-06-15 - 6:50:41 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2020-06-16 - 6:32:48 PM GMT - Time Source: server- IP address: 24.23.184.82 Document emailed to Jon Cacciotti (jcacciotti@hmhca.com) for signature 2020-06-16 - 6:32:52 PM GMT Email viewed by Jon Cacciotti (jcacciotti@hmhca.com) 2020-06-18 - 8:19:19 PM GMT- IP address: 73.231.146.13 Document e-signed by Jon Cacciotti (jcacciotti@hmhca.com) Signature Date: 2020-06-18 - 9:01:41 PM GMT - Time Source: server- IP address: 73.231.146.13 Document emailed to Heather M. Minner (minner@smwlaw.com) for signature 2020-06-18 - 9:01:43 PM GMT Email viewed by Heather M. Minner (minner@smwlaw.com) 2020-06-20 - 10:56:24 PM GMT- IP address: 45.41.142.126 Document e-signed by Heather M. Minner (minner@smwlaw.com) Signature Date: 2020-06-20 - 10:56:51 PM GMT - Time Source: server- IP address: 52.39.49.65 Document emailed to Deborah L. Feng (debf@cupertino.org) for signature 2020-06-20 - 10:56:53 PM GMT Email viewed by Deborah L. Feng (debf@cupertino.org) 2020-06-22 - 4:51:21 AM GMT- IP address: 104.47.46.254 Document e-signed by Deborah L. Feng (debf@cupertino.org) Signature Date: 2020-06-22 - 4:51:46 AM GMT - Time Source: server- IP address: 24.6.12.22 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2020-06-22 - 4:51:48 AM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2020-06-22 - 3:36:52 PM GMT- IP address: 104.47.45.254 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2020-06-22 - 3:37:02 PM GMT - Time Source: server- IP address: 148.64.105.190 Signed document emailed to Julia Kinst (juliak@cupertino.org), Kirsten Squarcia (kirstens@cupertino.org), Jon Cacciotti (jcacciotti@hmhca.com), Araceli Alejandre (aracelia@cupertino.org), and 3 more 2020-06-22 - 3:37:02 PM GMT CITY OF 1111 DESIGN PROFESSIONAL SERVICES AGREEMENT (SINGLE) . . . WITH HMH ENGINEERS FOR DESIGN SERVICES RELATED TO CUPERTINO THE CITY BRIDGE MAINTENANCE REPAIRS PROJECT 1. PARTIES This Agreement is made and entered into as of __ ~ __ e-k_"t_D_,,_1ffi_i _________ _ {"Effective Date"), by and between the City of Cupertino, a municipal corporation ("City"), and HMH Engineers, Inc ("Consultant"), a Comoration for design services for the City Bridge Maintenance Repairs Project -------------------------------("Project"). 2. SERVICES 2.1 Basic Services. Consultant agrees to provide the Basic Services for the Project, which are set forth in detail in the Scope of Services, attached here and incorporated as Exhibit A, and as further specified in Consultant's written Proposal as approved by City, except for any provision in the Proposal which conflicts or is inconsistent with this Agreement and the Exhibits hereto, or as otherwise expressly rejected by City. 2.2 Additional Services. City may request at any time during the Contract Time that Consultant provide additional services for ·the Project, which are not already encompassed, expressly or implicitly, in the Agreement, the Scope of Services, or the Proposal ("Additional Services"). Additional Services must be authorized in writing by City and Consultant will not be paid for unauthorized Additional Services rendered. Additional Services are subject to all the provisions applicable to Basic Services, except and only to the extent otherwise specified by City in writing. All references to "Services" in the Agreement include Basic Services and Additional Services, unless otherwise stated in writing. The Services may be divided into separate sequential tasks, as further specified in this Agreement, the Scope of Services, and Consultant's Proposal. Consultant is solely responsible for its errors and omissions and those of its subconsultants, and must promptly correctt:herrrarit:note-expense:-Conwltant must takeappropriate measures to avoid or mitigate any delay, liability, and costs resulting from its errors or omissions. 3. TIME OF PERFORMANCE 3.1 Term. This Agreement begins on the Effective Date and ends on December 31, 2020 unless terminated earlier as provided herein ("Contract Time"). 3.2 Schedule of Performance. All Services must be provided within the times specified in Exhibit B, Schedule of Performance, attached and incorporated here. Consultant must promptly notify City of any actual or potential delay in providing the Services as scheduled to afford the Parties adequate opportunity to address or mitigate delays. If the Services are divided by tasks, Consultant must begin work on each separate task upon receiving City's Notice to Proceed {"NTO"), and must complete each task within the time specified in Exhibit B. City Project City Bridge Maintenance Repairs Design Profcssio11a/ Agreemelll (si11g/e) /Rev. Dec . 2017 Page I of 10 3.3 Time is of the essence for the perfonnance of all the Services. Consultant must have sufficient time. resources, and qualified staff to deliver the Services on time. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Consultant for satisfactory perfonnance of the Basic Services and Additional Services, if approved. a cumulative total amount that will be capped so as not to exceed $149 ,993.00 ("Contract Price"), as specified in Exhibit C, Compensation, attached and incorporated here. The Contract Price includes all expenses and reimbursements and wilJ remain in place even if Consultant's actual costs exceed the capped amount. No extra work or payment is pennitted in excess of the Contract Price. 4.2 Basic Services. City will pay Consultant$ 149 ,993.00 ("Lump Sum Price") for the complete and satisfactory perfonnance of the Basic Services in accordance with Exhibit C. The Lump Sum Price is inclusive of all time and expenses, including, but not limited to, subConsultant's costs, materials, supplies, equipment, travel, taxes, overhead and profit. If the Basic Services are not fully completed, Consultant will be compensated a percentage of the Lump Sum Price proportionate to the percentage of Basic Services that were completed to City's reasonable satisfaction. 4.3 Additional Services. City has the discretion, but not the obligation, to authorize Additional Services up to an amount not to exceed$ 0 . Additional Services provided to City's reasonable satisfaction will be compensated on a lump sum basis or based on time and expenses, in accordance will the Hourly Rates and Reimbursable Expenses Schedules included in Exhibit C. If paid on an hourly basis, Consultant will be compensated for actual costs only of normal business expenses and overhead, with no markup or surcharge ("Reimbursable Expenses"). Consultant will not be entitled to reimbursement for copying, printing, faxes, telephone charges, employee overtime, or travel to City offices or to the Project site. 4.4 Invoices and Payments. Monthly invoices must describe the Services completed and the amount due for the preceding month. City will pay Consultant within 30 days following receipt of a properly submitted and approved invoice for Services. The invoice must separately itemize and provide subtotals for Basic Services and Additional Services, and must state the percentage of completion for each task, as specified in Exhibit C. City will notify Consultant in writing of any disagreements with the invoice or the stated percentage of completion of tasks. If the disagreement is unresolved, City will pay Consultant only for the undisputed portion of the Services. Disputed amounts shall be subject to the Dispute Resolution provision of this Agreement. a. Time and Expenses. For Additional Services provided on an hourly basis, each invoice must also include, for each day of Services provided: (i) name and title of each person providing Services; (ii) a succinct summary of the Services performed by each person; (iii) the time spent per person, in 30 minute increments; (iv) the hourly billing rate or Sub- Consultant charge and payment due; and (v) an itemized list with amounts and explanation for all pennitted reimbursable expenses. City Project City Bridge Mai11tenance Repairs Dcsig11 Professional Agreement (single) !Rev. Dec . 2017 Page 2 of 10 b. Rates and Receipts. All hourly rates and reimbursable expenses must conform to the City- approved rates set forth in Exhibit C, which wil1 be in effect for the entire Contract Time. Each invoice must attach legible, dated receipts for Reimbursable Expenses. 5. INDEPENDENT CONTRACTOR 5.1 Status. Consultant is an independent Consultant and not an employee, partner, or joint venture of the City. Consultant is solely responsible for the means and methods of performing the Services and shall exercise full control over the employment, direction, compensation and discharge of all persons assisting Consultant in perfonning the Services. Consultant is not entitled to health benefits, worker's compensation, retirement, or any City benefit. 5.2 Qualifications and Standard of Care. Consultant represents on behalf of itself and its subConsultants that they have the qualifications and skills to perform the Services in a competent and professional manner, as exercised by design professionals performing similar services in the San Francisco Bay Area. Services may only be performed by qualified and experienced personnel or subconsultants who are not employed by City and do not have any contractual relationship with City excepting this Agreement. All Services must be performed as specified to City's reasonable satisfaction. 5.3 Permits and Licenses. Consultant warrants on behalf of itself and any subConsultants that they are properly licensed, registered, and/or certified to perform the Services, as required by law, and that they have procured a valid City Business License. 5.4 SubConsultants. Unless prior written approval from City is obtained, only Consultant's employees and subConsultants whose names are included in this Agreement and incorporated Exhibits may provide Services under this Agreement. Consultant must require all subConsultants to furnish proof of insurance for workers' compensation, commercial liability, auto, and professional liability in reasonable conformity to the insurance required of Consultant. The terms and conditions of this Agreement shall be binding on all subConsultants relative to the portion of their work. 5.5 Tools, Materials and Equipment. Consultant will supply and shall be responsible for all tools, materials and equipment required to perfonn the Services under this Agreement. 5.6 Payment of Taxes. Consultant must pay income taxes on the money earned under this Agreement. Upon City's request, Consultant will provide proof of payment and will indemnify City for any violations pursuant to the indemnity provision of this Agreement. 5.7 Errors and Omissions. Consultant is solely responsible for its errors and omissions and those of its SubConsultants, and must take prompt measures to avoid, mitigate, and correct them at its sole expense. 6. PROPRIETARY/CONFIDENTIAL INFORMATION During the Contract Time Consultant may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City. Consultant shall hold in confidence all City information and use City Project City Bridge Maintenance Repairs Design Profcssi011al Agreement (single) !Rev, Dec. 20/7 Page 3 of 10 it only to perform this Agreement. Consultant shall exercise the same standard of care to protect City information as a reasonably prudent Consultant would use to protect its own proprietary data . 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Subject to City meeting its payment obligations for the Services, any interest (including copyright interests) of Consultant in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium, prepared by Consultant under this Agreement ("Work Product"), will be the exclusive property of the City and shall not be shown to a third-party without prior written approval by City 7.2 Copyright. To the extent permitted by Title 17 of U.S. Code, all copyrights to the Work Product prepared/created by Consultant and its SubConsultants and all copyrights in such Work Product shaJI constitute City property. If it is determined under federal law that the Work Product is not "works for hire", Consultant and SubConsultants hereby assign to City all copyrights to the Work Product when and as created. Consultant may retain copyrights to its standard details, but hereby grants City a perpetual, non-exclusive license to use such details. 7.3 Patents and Licenses. Consultant must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Consultant and its SubConsultants to execute or implement any of the folJowing, but Consultant shall not be responsible or liable for City's re-use of Work Product: (a) For work related to the original Services for which Consultant was hired; (b) To complete the original Services with City personnel, agents or other Consultants; (c) To make subsequent additions to the original Services; and/or (d} For other City projects. 7.5 Deliverables and Format. Electronic and hard copies of the Work Product constitute part of the Deliverables required under this Agreement, which shall be provided to City on recycled paper and copied on both sides, except for one single-sided original. Large-scale architectural p1ans and similar items must be in CAD and PDF formats, and unless otherwise specified, other documents must be in Microsoft Office applications and PDF formats. 8. RECORDS 8.1 Consultant must maintain co.rnplete, accurate, and detailed accounting records relating to the Services and Compensation, in accordance with generally accepted accounting principles and procedures. The records must include detailed information about Consultant's performance, benchmarks and deliverables. The records and supporting documents must be kept separate from other files and maintained for a period of four years from the date of City's final payment. 8.2 Consultant will provide City full access to Consultant's books and records for review and audit, to make transcripts or copies, and to conduct a preliminary examination of all the work, data, documents, proceedings, and activities related to this Agreement. If a supplemental examination or City Projecl Cil)• Bridge Maintenance Repairs Desig11 Professional Agreement (single) /Rev. Dec. 10 I 7 Page4 of 10 audit of Consultant's records discloses non-compliance with appropriate internal financial controls, a contract breach, or a failure to act in good faith, City will be entitled to recover from Consultant the costs of the supplemental examination. If this is a lump sum fee Agreement, City will be provided access to records of reimbursable expenses and the instruments of service/deliverables for review and audit. This Section survives the expiration/termination of this Agreement. 9. ASSIGNMENT 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 will be null and void. Any changes related to the financial control or business nature of Consultant as a legal entity will be considered an Assignment subject to City approval, which shall not be unreasonably withheld. For purposes of this provision, control means 50% or more of the voting power of the business entity. This Agreement binds Consultant, its heirs, successors and assignees . 10. PUBLICITY / SIGNS Any publicity generated by Consultant for the project under this Agreement, during the term of this Agreement and for one year thereafter, will reference the City's contributions in making the project possible . The words "City of Cupertino" will be displayed in all pieces of publicity, including flyers, press releases, posters, brochures, public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this Agreement, without prior written approval from the City. 11. INDEMNIFICATION 11.1 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 performed in connection with the Agreement, Consultant shall indemnify, defend, and hold harmless lndemnitees 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"), to the extent that Liability arises 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, expert fees, and all other costs and fees of litigation. In addition to its indemnity obligations, Design Professional 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 shal1 indemnify, defend, and hold harmless 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, pertains to , or relates to Consultant's City Project City Bridge Ma in ten ance Repairs Design Professional Agreement (sing le) /Rev. Dec . 1017 Page 5 oflO 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, Consultant shall indemnify, defend, and hold harmless 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 arising out of, pertaining to, or relating to the performance of this Agreement by Design Professional, its employees, officers, officials, agents or subconsultants, including liability based on breach of contract, obligations, or warranties, or any unauthorized use or disclosure of City's confidential and proprietary information. 11.2 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. 11.3 If this Agreement is entered into or amended on or after January I, 2018, Consultant's duty to pay for any of Indemnitees' 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. 11.4 Section 11 survives expiration or termination of this agreement. 12. INSURANCE 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 terminate this Agreement or in its sole discretion purchase insurance at Consultant's expense and deduct costs from payments to Consultant. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Consultant shall comply with all Jaws and regulations applicable to this Agreement. Consultant will promptly notify City of changes in the Jaw or other conditions that may affect the Project or Consultant's ability to perform. Consultant is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act , or other federal or state law, rule or regulation. City Project City Bridge Maintenance Repairs Design Professional Agreement (.ring/r:) IRC!I'· Dec . 20/7 Page 6 of lO 13.2 Labor Laws. Consultant shall comply with all labor Jaws applicable to this Agreement. If the Services include a "public works" component, Consultant must comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. To the extent applicable, Consultant must comply with City's Labor Compliance Program and with state labor laws pertaining to working days, overtime, payroll records and DIR Registration and Oversight. If the Contract Price is $30,000 or more, Consultant must comply with the apprenticeship requirement in Labor Code Section 1777.5. 13.3 Discrimination Laws. Consultant shall not discriminate on the basis ofrace, religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS), or any other protected classification . Consultant shall comply with all anti-discrimination laws, including Government Code Section 12900 and 11135, and Labor Code Section . 1735, 1777 and 3077.5. Consistent with City policy prohibiting, Consultant understands that harassment and discrimination by Consultant or any of its subConsultants toward a job applicant, an employee, a City employee, or any other person is strictly prohibited. 13.4 Conflicts oflnterest. Consultant shall comply with all conflict of interest laws and regulations applicable to this Agreement and must avoid any conflict of interest. Consultant warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement in violation of California Government Code Section 1090 et seq. Consultant may be required to file a conflict of interest fonn if Consultant makes certain governmental decisions or serves in a staff capacity, as provided in Section 18700 of the California Code of Regulations and other laws. Services may only be perfonned by persons who are not employed by City and who do not have any contractual relationship with City, with the exception of this Agreement. Consultant is familiar with and agrees to abide by the City's rules governing gifts to public officials and employees. 13.5 Remedies. A violation of this Section constitutes a material breach and may result in City suspending payments, requiring reimbursement, or terminating this Agreement. City reserves all its rights and remedies under law and this Agreement, including the right to seek indemnification under Section I J. Consultant agrees to indemnify, defend, and hold City harmless from and against any loss, liability, and expenses arising from noncompliance with this Section. 14. PROJECT COORDINATION 14.1 City Project Manager. The City's Project Manager for all purposes under this Agreemei:it will be John Raaymakers , who shall have the authority to manage this Agreement and oversee the progress and perfonnance of the Services. City in its sole discretion may substitute another Project Manager at any time and will advise Consultant of the new representative. 14.2 Consultant Project Manager. Subject to City's reasonable approval, Consultant's Project Manager for all purposes under this Agreement will be Jon Ca<;ciotti , who shall be the single representative for Consultant with the authority to manage compliance with this Agreement and oversee the progress and performance of the Services. This includes responsibility for coordinating and scheduling the Services in accordance with City instructions, service orders, and the Schedule of Perfonnance, and providing regular updates to the City's Project Manager on the Project status, progress, and any delays. City written approval is required prior to Consultant substituting a new Project Manager, which shall result in no additional costs to City or Project delays . City Project City Bridge Maintenance Repairs Deslg11 Professional Agreement (single) /Rev. Dec . 2017 Page 7 of 10 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project with thirty (30) calendar days written notice to Consultant. Consultant will be compensated for satisfactory Services performed through the date of abandonment and will be given reasonable time to assemble the work and close out the Services . No close out work shaJI be conducted without City reasonable approval of closure costs, which may not exceed ten percent ( 10%) of the total time expended to the date of abandonment. All charges including job closure costs will be paid in accordance with the provisions of this Agreement and within thirty (30) days of Consultant's final invoice reasonably approved by the City. 16. TERMINATION City may terminate this Agreement for cause or without cause at any time, following reasonable written notice to Consultant at least thirty (30) calendar days prior to the termination date. Consultant will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Consultant closes out the Services and delivers all Work Product to City. All charges approved by City including job closure costs will be paid within 30 days of Consultant's final invoice . 17. GOVERNING LAW, VENUE AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California , excepting any choice of law rules which may direct the application of laws of another jurisdiction. Any lawsuits filed related to this Agreement must be filed with th e Superior Court for the County of Santa Clara, State of California. Consultant must comply with the claims filing requ irements unde r the Government Code prior to filing a civil action in court against City. The Agreement and obligations of the parties are subject to all valid Jaws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities). If a dispute arises, Consultant must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator's award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint , or pursues arbitration, appeal or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorn ey fees and costs . This Section survives the expir ation/teunination of this Agreement. 19 . THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision . City's waiver of any breach shall not be deemed to constitute waiver of another term , provision, covenant or condition , or a subsequent breach , whether of the same or a different characte r. City Project City Bridge Mainlena11ce Repairs Design Professional Agreement (single) /Rel'. Dec . 2017 Page 8of JO 21. ENTIRE AGREEMENT This Agreement and all its Sections represent the full and complete understanding of the Parties, of every kind or nature, and supersedes any and all other agreements and understandings, either oral or written, between them . Any modification of this Agreement will be effective only if in writing and signed by each Party's authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between this main Agreement and the attachments or exhibits thereto, the text of the main Agreement shall prevail. 22. INSERTED PROVISIONS Each contractual provision or clause that may be required by law is deemed to be included and will be inferred in this Agreement. Either party may request an amendment to cure any mistaken insertion or omission of a required provision. 23. HEADINGS The headings 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. 24 . SEVERABILITY/PARTIAL INVALIDITY If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. 25. SURVIVAL All provisions which by their nature must continue after the Agreement ends, including without limitation those referenced in specific Sections herein, survive this Agreement and shall remain in full force and effect. 26. NOTICES A*notices;-requests-and--approvals-must-be--sen t-to-the-persons-below-in-wri-ti-ng-to -the-persons-below·-, ------ and will be considered effective on the date of personal delivery, the delivery date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered or certified, or the next business day follow ing electronic submission: To City of Cupertino I0300 Torre Ave . Cupertino CA 95014 Attention: John Raaym akers Email : johnr@cupertino .org City Project City Bridge Mainte nance Repairs To Consultant: HMH En giners , Inc 1570 Oakland Road San Jose . CA 9513 L Attention: Jon Cacciotti Email: jcacciotti @HMHca .com Design Prof ess iona/ Agreement {.fingle) !Rev. Dec. 20 I 7 Page 9 of 10 27. VALIDITY OF CONTRACT This Agreement is valid and enforceable only if it complies with the contract provisions of Cupertino Municipal Code Chapters 3.22 and 3.23, is signed by the City Manager or authorized designee, and is approved for fonn by the City Attorney's Office. 28. EXECUTION The person executing this Agreement on behalf of Consultant represents and warrants that Consultant has the right, power, and authority to enter into this Agreement and carry out all actions herein, and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Consultant. This Agreement may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the Effective Date stated earlier in this Agreement. Tax I.D. No.:9_4_-2_32_0_92_1 ___ _ NDOLPH STEVENSON HO Cupertino City Attorney ~4ti ATI'EST: ~ City Clerk ~ rq ---/ { City Project City Bridge Maintena11ce Repairs CITY OF CUPERTINO A Municipal Corporation :~ Title Director of Public Works Date 2>bzl1 g' )J Desig11 Professional Agreement (single) IR<?V. Dec. 2017 Page 10 of IO SECTION 1. GENERAL EXHIBIT A SCOPE OF SERVICES A. General Project Description: The project consists of performing preventative maintenance repairs on five roadway bridges in the City of Cupertino. Repairs are to address concerns with structural concrete, steel girders, and bridge decks. Work to be performed by the project includes repair of spalling concrete and defects in super/substructures, repair of joint seals, removal and replacement of asphalt paving, treatment of bridge decks, cleaning and painting of girders, and cleaning and replacement of joint seals B. General Performance Requirements: 1. The performance of all services by Consultant shall be to the satisfaction of the City, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this scope of services and the standard of care provisions contained in this Agreement. 2. 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. This includes meetings with City staff, involved agencies, and other stakeholders. 3. Consultant shall designate and provide to the City the names of their team members for the Project. The team members shall be satisfactory to the City. _________ ___,onsultant_shallnolsubstitute any_teammemhe.rs_witho.ut the prior approva of the City. City retains the right to reject team members assigned by Consultant or require replacement of team members. 4. Consultant shall manage its subconsultants, and administer the Project. Consultant shall consult with the City, research applicable information, and communicate with members of the Project team. 5. Consultant shall meet {as agreed upon) with City's assigned Project Manager to provide an update on the current status of the Project. Consultant is to provide the City's assigned project manager with a summary report for the work at the meeting. 6. Consultant shall effectively manage the project for the efficient, progressive, and proactive delivery of each project deliverable. page J of7 City Bridge Maintenance Repairs SECTION 2. TASKS TASK 1 -Project Management Consultant will be responsible for project management activities throughout the life of the contract. The scope of project management includes, but is not limited to, efficiently managing the project schedule, adherence to budget, Bridge Preventative Maintenance Program compliance support, scheduling and facilitating client meetings, interagency meetings, field reviews, and other project related meetings. Consultant is to prepare meeting agendas, minutes, identify action items, and sign in sheets for all meetings. Consultant will provide meeting agendas a minimum of 3 working days prior to the meeting and provide meeting minutes within 5 working days after the meeting. Consultant will facilitate and attend, at a minimum, a project design initiation meeting and 4 Project Design Team meetings during the design phase of the project. Consultant is to effectively manage resources to provide project deliverables per the schedule agreed upon. Consultant will be responsible for managing the project team, including all subconsultants. Consultant will provide all Local Assistance Procedures Manual (LAPM) forms required to support a Request for Authorization for the Construction Authorization (E- 76), including exhibits 3E, 30, 7B, 7G, 12A, 12C, 12D, 12E, 13A, and 15A. Forms are to be submitted 'signature ready.' Deliverables are to be submitted to the City electronically, unless otherwise noted. Deliverables include: • Monthly progress reports listing, at a minimum, previous accomplishments, anticipated work, and any key actions or decisions that need to be taken or • QC/QAPlan • Meeting agendas & notes • Project schedule including quarterly schedule updates • Signature ready LAPM forms (hard copies) TASK 2 -Pre-Design Consultant will participate in a Cal trans Field Review, if held. One component of the Field Review is identification of possible environmental impacts of the project. Consultant is to have their environmental staff or subconsultant attend the meeting and respond to any concerns that are brought up. Consultant is to satisfy all Caltrans requirements in order to achieve environmental clearance of the project work. In page 2 of7 City Bridge Maintenance Repairs addition consultant will obtain all required permits to allow the work to proceed. Consultant will identify and incorporate into project documents and schedule all requirements, limitations, and other factors that will affect the work methods and/or project schedule. D~liverables are to be submitted to the City electronically, unless otherwise noted. Deliverables include: • Meeting notes from Field Review with action items • Completed PES form (electronic+ hard copy) • Technical Studies o Air Quality o Water Quality o Hazardous Waste o Floodplain o Noise o Traffic Handling • Project environmental clearance o Natural Environmental Study o Biological Assessment • Miscellaneous permits as required o RWQCB o Ca Fish & Wildlife o SCVWD --------e-------,Signed-N-EP-A-Oltegerieal--1*clusien-(eleetron-ie-*---ham-€0¥,ll-+--------------~ • Signed CEQA Categorical Exemption (electronic+ hard copy) TASK 3 -Design a. Design (65%) Consultant is to develop the design including plans, technical specifications, and cost estimate, as well as a vicinity map, The documents are to include plan sheets for a vicinity map, quantities, a bridge general plan with bridge repair items identified at each structure, signing and striping plans sheets, technical specifications, and a cost estimate for the work. page 3 of7 City Bridge Maintenance Repairs Deliverables include: • 65% Project documents (plans, technical specifications, cost estimate) • Caltrans Right of Way Certification for Local Assistance Projects (Exhibit 13A), signature ready • Federal contract language to be included in front end documents b. Pre~Final Design (95%) Following NEPA clearance, Consultant is to develop the design to the 95% level based on comments received from the City and the Quality Control Independent Checker for the 65% Design submittal. The 95% submittal is to include plans, technical specifications, and cost estimate. Deliverable include: • 95% Project documents (plans, technical specifications, cost estimate) c. Final Design (100%) Consultant is to finalize the design based on comments received from the City for the 95% submittal. The 100% submittal is to include plans, technical specifications, and cost estimate. City will review the Final project documents to ensure that all previous comments are appropriately addressed and that the project documents are complete and ready to bid. This final review is considered a confirmation review with the intent to not make any changes other those identified in earlier reviews. Deliverable include: • Final Project documents (plans, technical specifications, cost estimate) (electronic + hard copy) TASK 4 -Bid and Award Support During the bid and award period consultant is to respond to any questions received from bidders during the question period, and assist in the review and processing of substitution submittals, if any. If requested by City, consultant will prepare addenda to Project documents including, but not limited to, new or revised Plans, new or revised Technical Specifications and/or removal of items from the Project Plans and/or Specifications. If addenda are issued, consultant is to update the Construction Document package to include all addenda issued during the Bid process and submit a Conformed Set of Drawings and Specifications to the City within ten (10) days of the contract award. page 4 of7 City Bridge Mainten anc e Repairs The consultant will provide a wet signed, stamped Conform Sets of Construction Documents and Technical Specifications that includes the 100% Construction Documents Package and all bid addenda. The submitted documents shall be in reproducible, hard copy format. In addition, the consultant will provide complete electronic format Conform Set Construction Documents and Technical Specifications in 1) native file formats (AutoCAD, MS Word) and 2) pdf on a flash drive media. Deliverables may include: • Written response to Bidders' questions • Written evaluation of substitution submittals • Project Addenda • Conformed Project Documents page 5 of7 City Bridge Maintenance Repairs EXHIBITB SCHEDULE OF PERFORMANCE Consultant shall complete all work by montlt!daylyear. The following sets forth the distribution of Consultant's Schedule of Performance for the work. The City may approve in writing the extension of any date set in this Exhibit. Note that there will be some time gaps to accommodate Caltrans processes such as circulation and review of CEQA and NEPA documents and receipt of construction E-76 following final design submittal. Task #1: Project Management Throughout project Task #2: Pre-Design 6 months following NTP Task #3a: Deshm (incl. environmental clearance) 9 months following NTP Task #3b: Pre-Final Design 4 months following receipt of environmental clearance Task #3c: Final Design 2 months following receipt of Pre-Final design comments Task #4: Bid and Award Support During adve_r-tisement and award phase page 6 of7 City Bridge Maintenance Repairs EXHIBITC COMPENSATION Capitalized temrs 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. BASIC SERVICES BUDGET SCHEDULE The following budget schedule will be used 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 Project Management 23,134 2 Pre-Design 57,387 3 Design 62,765 4 Bid and Award Support 6,707 Total for Basic Services: $149,993.00 Design Professional may not bill in excess of the Task Budget 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 exceed limit specified in Section 4. page 7 of7 City Bridge Maintenance Repairs EXHIBITD 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 insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. 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 0 I). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO 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 than 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 ftom City's insurance/self-insurance, and shall be at least as broad as TSO Form CG 20 01 (04/13). c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess jnsurance, provided each policy complies with the requirements 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 self-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---1¥--0r-kers!....Compensatum;_As_required__eylbe-State-of.Califomia,-witnStatutocyLimitunrl,... _______ ,~--~ Employer's Liability fnsurance of no less than $1,000,000 per occurrence for bodily injury or disease. D Not required. Consultant has provided written verification of 110 employees. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant's profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date oftheContract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive 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 aforementioned insurance shall be endorsed and have all the following conditions and provisions: Exh. D·lnsurance Requirements for Design Professionals & Consultanl'i Contracts Fom1 Updated Feb. 2018 l Additional Insured Status The City of Cupertino, 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 fonn of an endorsement to Consultant's insurance (at least as broad as ISO Fonn CG 20 10 (l l / 85) or both CG 20 IO and CG 20 3 7 fonns, 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 of premiums. 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 deductible or self-insured retentions as respects the City/ Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, 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 lns11rerl· Insurers 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 inswance certificates 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 ~ --the-CG-L--policy-l-isting.-aU--polie-y-endorsements-prioi:.t0-eommencement-of_the-Contr-acLCity-retainS-thuight.__ _ _, ___ ~ to demand verification of compliance at any time during the Contract tenn. S11bcons11/tants 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 byConsultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature of the risk, prior experience, insurer or other special circumstances, with not less than ninety (90) days prior written notice. Exh. D-lnsurance Requirements for Design Professional.-. & Co11sultanls Contracts Fom1 Updated Feb. 2018 2 Client#· 164 HMHENGIN ACORD"' CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) 4/02/2018 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: If the certificate holder is an ADDITIONAL INSURED , the policy(ies) must be endorsed. If SUBROGATION IS WAIVED , subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER ~f~J~cT Doris A . Chambers Dealey, Renton & Associates rtgNJo Ext) 510 465-3090 I FAX 510 452-2193 (AIC. Nol : P. 0 . Box 12675 !oMl~~ss , dchambers@dealeyrenton.com Oakland, CA 94604-2675 INSURER(S) AFFORDING COVERAGE NAIC # 510 465-3090 -David C. Eckman INSURER A : Travelers Property Casualty Co 25674 INSURED INSURER B: American Automobile Ins. Co. 21849 HMH Engineers INSURER c, XL Specialty Insurance Co. 37885 1570 Oakland Road INSURER D , Trumbull Insurance Company 27120 San Jose, CA 95131 INSURER E : INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIF Y TH AT THE POLICIES OF IN SUR ANCE LI STED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD IND ICATED . NOTWITHSTANDING ANY REQUIREMENT , TERM OR COND ITI ON OF ANY CONTRAC T OR OTHER DOCUMENT WITH RESPECT TO WHI CH THIS CER TIFI CATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFOR DED BY THE POLICIES DESCRIBED HEREIN IS SUBJ ECT TO AL L THE TERMS , EXCLUSIONS AND CONDITIONS OF SUC H POLICIES. LIMIT S SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADD LSUBR 1i~M5iYWvi POLICY EXP - LTR TY PE OF INSURANCE IN SR WVD POLIC Y NUMBER l(MM/D D/YYYY) LIMITS A 2 COMMERCIAL GENERAL LIABILIT Y X X 6809H276384 !03/29/2018 03/29/201£ EACH OCCURRENCE s 1 000,000 0 CLAIMS-MADE [!] OCCUR ~~~~f§H?E~~~Jir~nce) s 1 000,000 2 Contractual Liab. MED EXP (Any one person) s 10,000 1-- PERSONAL & ADV INJ URY s1,000,000 GEN'L AGGREGATE LIMIT APP LIES PER: GENERAL AGGREGATE s 2,000,000 R ixl PRO-D LOC PRODUCTS -COMP/OP AGG s 2,000,000 POLICY _ JECT OTHER: s D AUTOMOBILE LI AB ILIT Y X X 57UEGAT0879 !03/29/2018 03/29/20H COMBINED SINGLE LIMIT s1,ooo,ooo 1--(Ea accident) ~ ANY AUTO BODILY INJURY (Per person) s -ALL OWNED SCHEDU LED BODILY INJURY (Per accident) s 1--AUTOS 1--AUTOS ~ ~ NON-OWNED PROPERTY DAMAGE s HIRED AUTOS AU TOS (Per accidentl $ A J UMBRELLA LIAB ~ OCCUR X X CUP8673Y778 !03/29/2018 03/29/201£ EACH OCCURRENCE s5 000 000 EXCESS LIAB CLAIMS-MADE AGGREGATE s5 000 000 OED I I RETENTION $ s B WORKERS COMPENSATION X WZP81041695 !09/01/2017 09/01/201! X l~.\'fn,Tc I iO TH- AND EMPLOYERS ' LIABILITY Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE[HJ EL EACH ACC IDENT s1 000,000 OFF ICER/MEMBER EXCLUDED? N N/A /Mandatorv in NHl EL DISEASE -EA EMPLOYEE ,1 000 000 If yes, describe under EL DISEASE -POLICY LIMIT s1 ,000,000 DESCR IPTION OF OPERATIONS below C Professional Liab X DPR9923347 !03/29/2018 03/29/2019 $2,000,000 per Claim & Contractor's $4,000 ,000 Anni Aggr. Pollution Liab. DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) REF : ALL OPERATIONS OF THE NAMED INSURED. GENERAL LIABILITY/AUTOMOBILE LIABILITY ADDITIONAL INSURED: The City of Cupertino, its Cit y Council, officers, officials, employees, agents , servants and volunteers . The Excess Umbrella Liability is Following Form to the General Liability, Automobile Liability and Employers' Liability policies. Commercial General Liability is primary and non-contributory and includes severability of interests per policy form. Waiver of Subrogation applies to Commercial General Liability, (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF , NOTICE WILL BE DELIVERED IN 10300 Torre Avenue ACCORDANCE WITH THE POLICY PROVISIONS. Cupertino, CA 95014-0000 AUTH OR IZED REPRESENTATIVE I .,i( g __ u•-•\. fl_ ~ f.~.----··· © 1988-2014 ACORD CORPORATION . All rights res erved . ACORD 25 (2014/01) 1 of 2 The ACORD name and logo are registered marks of ACORD #S2293118/M22867 43 DAC DESCRIPTIONS (Continued from Page 1) Automobile Liability and Workers Compensation. Professional Liability Retro Date: 01/01/1976. BEST RATINGS: Travelers Property Casualty Co. -A++:XV American Automobile Ins. Co. -A+:XV XL Specialty Insurance Co. -Au:XV Trumbull Insurance Company -A+:XV Cancellation provisions are solely as shown on this certificate. Cancellation: 30 Day/10 Day for Non Payment of Premium. SAGITTA 25 .3 (2014/01) 2 of 2 #S2293118/M22867 43 COMMERCIAL GENERAL LIABILITY Policy Number: 6809H276384 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II -WHO IS its of insurance described in Section Ill • Lim- AN INSURED: its Of Insurance. Any person or organization that you agree in a h. This insurance does not apply to "bodily inju- "written contract requiring insurance" to include as ry" or "property damage" caused by "your an additional insured on this Coverage Part, but: work" and included in the "products- completed operations hazard" unless the a. Only with respect to liability for "bodily injury", "written contract requiring insurance" specifi- "property damage" or "personal injury"; and cally requires you to provide such coverage b. If, and only to the extent that, the injury or for that additional insured, and then the insur- damage is caused by acts or omissions of ance provided to the additional insured ap- you or your subcontractor in the performance plies only to such "bodily injury" or "property of "your work" to which the "written contract damage" that occurs before the end of the pe- requiring insurance" applies, or in connection riod of time for which the "written contract re- with premises owned by or rented to you. quiring insurance" requires you to provide such coverage or the end of the policy period, The person or organization does not qualify as an whichever is earlier. additional insured : 2. The following is added to Paragraph 4.a. of SEC- c. With respect to the independent acts or omis-TION IV . COMMERCIAL GENERAL LIABILITY sions of such person or organization; or CONDITIONS: d. For "bodily injury", "property damage" or "per-The insurance provided to the additional insured sonal injury" for which such person or organi-is excess over any valid and collectible other in- zation has assumed liability in a contract or surance, whether primary, excess, contingent or agreement. on any other basis, that is available to the addi- The insurance provided to such additional insured tional insured for a loss we cover. However, if you ______ _____.·s-limiteEi-as-fellews,~: ---------------------<>,peeifiealiy-agree-in-the--"written-contract-req11iring e. This insurance does not apply on any basis to insurance" that this insurance provided to the ad- any person or organization for which cover-ditional insured under this Coverage Part must age as an additional insured specifically is apply on a primary basis or a primary and non- added by another endorsement to this Cover-contributory basis, this insurance is primary to age Part. other insurance available to the additional insured f. This insurance does not apply to the render-which covers that person or organizations as a ing of or failure to render any "professional named insured for such loss, and we will not services". share with the other insurance, provided that: g. In the event that the Limits of Insurance of the Coverage Part shown in the Declarations ex- ceed the limits of liability required by the "writ- ten contract requiring insurance", the insur- ance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement does not increase the lim- (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed ; after you have signed that "written contract requir- ing insurance". But this insurance provided to the additional insured still is excess over valid and CG D3810915 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY collectible other insurance, whether primary, ex- cess, contingent or on any other basis, that is available to the additional insured when that per- son or organization is an additional insured under any other insurance . 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -COMMERCIAL GENERAL LI- ABILITY CONDITIONS : We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, done under a "written contract requiring insurance" with that person or organization . We waive this right only where you have agreed to do so as part of the "written contract requiring insurance" with such person or organization signed by you be- fore, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury" offense is committed. 4 . The following definition is added to the DEFINI- TIONS Section : "Written contract requir ing insurance" means that part of any written contract under which you are required to include a person or organization as an additional insured on this Coverage Part , provid- ed that the "bodily injury" and "property damage" occurs and the "personal injury" is caused by an offense committed : a. After you have signed that written contract; b. While that part of the written contract is in ef- fect; and c. Before the end of the policy period . Page 2 of 2 © 2015 The Trave lers Ind em nity Company. All rights res erved ·. CG 03 810915 In c lud es th e co pyrighted materi al of In s uran ce Services Office, In c., with it s permission EXCERPTS FROM CA 00001 (1001) HARTFORD BUSINESS AUTO COVERAGE Insured: HMH Engineers Policy Number:s?UEGA T0879 Policy Effective Dates: 03129120 1s Additional Insured: Th e Cit y of Cupertino, its Ci ty Counc il, officers , officials, emp loyees, agen ts , servan ts and volun tee rs Additional Insured: SECTION II -LIABILITY COVERAGE 1. WHO IS AN INSURED: The following are "insureds " c. Anyone liable for the conduct of an "i nsured" ... but only to the extent of that liability . Primary Insurance: SECTION IV -BUSINESS AUTO CONDITIONS B. General Conditions -5. Other Insurance a . For any covered "auto " you own, this Coverage Form provides primary insurance . For any covered "auto " you don't own, the insurance provide by this Coverage Form is excess over any other collectible insurance. c. Regardless of the provisions of paragraph a . above , this Coverage Form's Liability Coverage is primary for any liability assumed under an "insured contract". Cross Liability Clause: SECTION V -DEFINITIONS G. "Insured" means any person or organization qualifying as an insured in the Who is An Insured provis ion of the applicable coverage. Except with respect to the Limit of Insurance, the coverage afforded applies separately to each insured who is seeking coverage or aga inst whom a claim or "suit" is brought. -----EXCERg_TS-E-ROM-HA9.9-1-6-(0.30Z 1-------------------------- HARTFORD COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT 15. WAIVER OF SUBROGATION -We wa ive any right of recovery we may have against any person or organ iz ation w ith whom you have a wr itten contract that requires such waiver because of payments we make for damages under this Coverage Form. Insured : HMH Engin ee rs Policy Number: WZPB 1041695 Effective Date : 09 /01 /2017 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us .) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be otherwise due on such remuneration . % of the California workers' compensation premium Person or Organization City of Cupertino 10300 Torre Avenue Cupertino, CA 95014-0000 Form WC 04 03 06 Process Date: SCHEDULE Job Description Waiver of Subrogation in favor of :-The City of Cupertino, its City Council , officers, officials, employees, agents, serva nts and vo lunte ers Counters igned by ~ C. • 7 Authorized Representative (1) Printed in U.S.A. Policy Expiration Date: