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18-108 HF&H Consultants LLC., Review of Recology's Organic Rate Adjustment Request
CITY OF a CUPERTINO SERVICES AGREEMENT ($5,000 OR LESS) ?!J. 2010-5 7 i I. Parties. This Agreement ("Agreement") is made and entered i11to as of~ . .::..cJu=n.;.;:e;....4"'"',c::2;_;;0-=-1~8 _____ _ ("Effective Date") by and between the City of Cupertino, a municipal corporation ("City") and HF &H Consultants LLC ("Contractor"), a Limited Liability Company 2. Services. Contractor agrees to provide the programs, classes or activities ("Services") set forth in detail in the Scope of Services, attached and incorporated here as Exhibit A. 3. Time of Performance. This Agreement begins on the Effective Date and ends on June 29, 2018 ("Contract Tune"), unless terminated earlier as provided herein. Contractor must deliver the Services in accordance with the Schedule of Perfonnance included or attached to Exhibit A. Time is of the essence for the perfonnance of all the Services. Contractor must have sufficient time, resources, and qualified staff to deliver the Services on time. 4. Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based upon actual costs but that will be capped so as not to exceed $_4_9_75_.~00 _____ _ ("Contract Price"), based upon the Scope of Services and the budget and rates included in Exhibit A. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor's actual costs exceed the capped amount. Upon City approval of written invoices, Contractor will be paid as follows: (check one; cross out others): 0 A lump sum amount of$ 4975.00 which shall not exceed the Contract Price. D At the rate of$ per hoer fer a tetal net to eJf.eeed t-Ae Goatmet P-fiee. D Basel! ea the payment seheoole i:tlel:uded or attaohed te Exhibit A whleh shall Hot e,reeed the Goat:feet Priee. S. Independent Contractor. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, workers compensation or other benefits from the City. Contractor must have the skills and qualifications to perfo1m the Services in a competent and professional manner, and must be licensed, registered, and/or certified and have a City Business License. Contractor will supply all tools, materials and equipment required to perfonn the Services under this Agreement. . 6. Assignment. This Agreement is not assignable. Contractor may not substitute another or transfer any rights or obligations under this Agreement without prior written approval of City. Only those persons whose names are included in Exhibit A may perfonn the Services. Project HF&H Review of Recology's Organic Rate Adjustment Request Services Agreement ($5,000)/Rev. May 22, 2018 Page 1 of 6 7. Indemnification. To the fullest extent allowed by law and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend, and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers and consultants ("Indemnitees"), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes ofaction, demands, charges, losses, costs and expenses (including attorney fees, legal costs and expenses related to litigation and dispute resolution proceedings), of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations, representations or warranties; (b) Negligent or willful acts or omissions committed during perfonnance of the Services; (c) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; Contractor must pay any costs City may incur in enforcing this provision and must accept a tender of defense upon receiving notice from City. Contractor's payments may be deducted or offs~t to cover any money the City lost due to a claim or counterclaim arising out of this Agreement. 8. Insurance. Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit B, and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor's compensation or tenninating the Agreement. 9. Compliance with Laws. Contractor shall comply with all laws and regulations applicable to this Agreement, included without limitation the following laws: Labor Laws. Contractor shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a "public works" component, Contractor is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. D Sole Proprietor. If Contractor is a sole proprietorship/individual, it must sign the Affidavit of No Employees included in this Agreement. Discrimination Laws. Contractor shall not discriminate on the basis of race, religious creed, color, ancestry, national origin, etlmicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS) or any other protected classification. Contractor shall comply with all anti~discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777 and 3077.5. Consistent with City policy, Contractor understal).ds that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or Contractor's employees or sub-contractors will not be tolerated. Project HF&H Review ofRecology's Organic Rate Adjustment Request Services Agreement ($5,000)/Rev. May 22, 2018 Page 2 of 6 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor 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 I 090 et seq. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of the California Code of Regulations. Contractor agrees to abide by the City's rules governing gifts to public officials and employees. 10. Abandonment. City may abandon or postpone the Project at any time. Contractor will be compensated for satisfactory Services performed through the date of abandonment. 11. Termination. City may terminate this Agreement for cause or without cause at any time. City reserves the right to tenninate the Agreement and the remainder of the Services offered by Consultant without notice based upon Contractor's cancellation of a Service (i.e., program, class or activity) without giving advance notice or obtaining written approval from City. 12. Governing Law. This Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises, Contractor 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. 13. En tire Agreement. This Agreement represents. the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement or understanding, either oral or written, between the Parties. Any changes to this Agreement will be effective only if in writing and signed by each Pa1iy's authorized representative. No verbal agreement or implied covenant will be valid to ·amend or abridge this Agreement. If there is any inconsistency between the main Agreement and the attachments or exhibits thereto, the text of the main Agreement shaJl prevail. Each provision and clause required by law for this Agreement is deemed to be inserted and will be inferred herein. 14. Services Coordinator. The Paiiies designate the fol1owing persons as Services Coordinators for this Agreement. Contractor's designation and any substitution are subject to City approval. For Contractor: HF&H Consultants, LLC Marva Sheehan Name Vice President Position 925-977-6961 Contact For City: City of Cupertino Cheri Donnelly Name Environmental Programs Manager Position 408-777-3242 Contact Project HF&H Review of Recology's Organic Rate Adjustment Reg1.1est Services Agreement ($5,000)/Rev. May 22, 2018 Page 3 of 6 15. Contract Interpretation. There are no intended third pa1ty beneficiaries of this Agreement. Neither acceptance of the Services nor payment therefor shall constitute a waiver of any contract provision. City's waiver of a breach shall not constitute waiver of another provision or breach.The headings in this Agreement are for convenience only. The Indemnification and Governing Law sections expressly survive this Agreement. 16. Severability. If a tenn·or provision of the Agreement or its application to a particular situation is found by the court to be void, invalid, illegal or unenforceable, such term/ provision shall remain in 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. 17. Notices. All notices, demands, requests and approvals must be sent to the persons below in writing, and will be considered effective on the date of personal delivery, upon confirmation of delivery by a reputable ovemight delivery service, on the fifth calendar day after deposit thereof in the United States Mail, postage prepaid, registered or ce1tified, or the next business day following electronic submission: To City of Cupertino: I 0300 Torre Ave., Cupertino, CA 95014 Attention: Cheri Donnelly Email: CheriD@Cupertino.org To Contractor: HF&l-1 Consultants, LLC 201 N. Civic Drive, Suite 230 Walnut Creek, CA 94596 Attention: Marva Sheehan Email: msheehan@hth-consultants.com 18. Validity of Contract. This Agreement is valid and enforceable only if (a) it complies with the contract provisions of Cupertino Municipal Code Sections 3.22 and 3.23, (b) is signed by the City Manager or an authorized designee, and (c) is approved for form by the City Attorney's Office. 19. Execution. Contractor's signatory warrants that he or she is authorized to execute the Agreement and to legally bind Contractor. 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. Project HF&H Review ofRecology's Organic Rate Adjustment Request Services Agreement ($5,000)/Rev. May 22, 2018 Page 4 of 6 IN WITNESS WHEREOF, the Parties have caused the Agreement to be executed as of the Effective Date written above. CONTRACTOR HF&H Consultants, LLC ' " C "' By: ~.le? ~b..._} Name: Marva Sheehan Title: Vice President TaxlD. No.: ({~/-309 J:;z 'f2_ APPROVED AS TO FORM: CITY OF CUPERTINO A Municipal Corporation By: (1., ~ b.w • ~\ $J.31/ I~ Name: Cheri Donnelly Title: Environmental Programs Manager By: --J..__,,.,.____ __________ _ ROCIO . FIERRO Cupertino Acting City Attorney ATTEST: Project HF&H Review ofRecology's Organic Rate Adjustment Request Services Agreement ($5,000)/Rev. May 22, 2018 Page 5 of 6 Contractor's Affidavit of No Employees State o/California County of Santa Ciara City of Cupertino l, the undersigned, declare as follows: I am an independent contractor and the owner of _______________ __. I wish to enter into a services contract with the City of Cupertino. I am fully aware of the provisions of section 3700 of the California Labor Code, which requires every employer to provide Workers' Compensation coverage for employees in accordance with the provisions of that Code. I am also aware that I must provide proof of workers' compensation insurance to the City of Cupe1tino for any and all employees I may have, pursuant to Section 12 of the City of Cupertino's cont~act. , I hereby certify that I do not have any employees nor will I have any employees working for me or my business during the term of any service contract with the City of Cupertino. I am not required to have Workers' Compensation insurance. I declare under penalty of pe1ju1y under the laws of the State of California that the foregoing is tiue and correct. Executed on this __ day of _____ , 2018, at----------• California. PRINTNAME SIGNATURE Project HF&H Review ofRecology's Orgnnic Rate Adjustment Request Services Agreement ($5,000)/Rev. May 28, 2018 Page 6 of 6 Exhibit A: Scope of Work HF&H Proposal Attached 8lAAJK Managing Tomorrow's Resources Today 201 N. Civic Drive, Suite 230 Walnut Creek, California 94596 Telephone: 925/977-6950 Fax:925/977-6955 www.hfh-consultants.com May 18, 2018 Ms. Cheri Donnelly Environmental Programs Manager Public Works Department City of Cupertino 10300 Torre Avenue Cupertino CA 95014 Subject: Proposal to Review Recology's Organic Rate Adjustment Request Dear Cheri: Robert C. Hilton, CMC John W. Farnkopf, PE Laith B. Ezzet, CMC Richard J. Simonson Marva M. Sheehan, CPA Robert D. Hilton, CMC HF&H Consultants, LLC (HF&H} is pleased to submit this proposal to the City of Cupertino (City) to provide Solid Waste Consulting services to perform a review of Recology's Rate Adjustment Request related commercial organics collection. SCOPE OF WORK We will perform the scope of work described below for a not-to-exceed fee of $4,975. We have included a list of tasks we will complete along with staffing and necessary hours to complete each task. If additional effort is required (e.g., more meetings or additional analysis}, we will obtain approval prior to proceeding. Review of Recology's Rate Adjustment Request for Commercial Organics Collection Task 1 Review of Rate Adjustment Request HF&H will: a) Review Recology's Rate adjustment request for mathematical accuracy and consistency with the methodology used in the prior year. b} Confirm tonnage information with the City records. c) Communicate with Recology any recommended changes to the calculation. Ms. Cheri Donnelly May 18, 2018 Page 2 of 3 Task 2 Communication of Findings Managing Tomorrow's Resources Today a) Prepare a draft memorandum based on the scope of work and findings and send to the City for comment. b) Finalize memorandum and send to the City. Staffing I will be the Engagement Director. Scott Holt, HF&H Project Manager, will be the Engagement Manager and your day-to-day contact person. I would be happy to provide our resumes if you are interested. fee Estimate Our fees are based on an estimated 22 hours to perform the tasks described above by the HF&H staff assigned at standard hourly billing rates (please see attachment for more information). It is our understanding that our memorandum will be sufficient communication of the findings and recommendations. We did not include attendance at a Council meeting when preparing our fee estimate; however, we would be happy to do so on a time-and-materials basis. We propose to perform this engagement for a not-to-exceed fee of $4,975 (see below). If fewer hours than budgeted are required, we will bill you the lesser amount. Figure 1: Fee Estimate Review of Recology's Rate Adjustment Request for Commercial Organics Collection Task 1 Review Rate Adjustment Request 3 10 0 13 $ 2,980 Task 2 Communication of Findings 2 4 1 7 $ 1,515 Engagement Management 1 1 0 2 $ 480 Total Labor -All Tasks 6 15 1 22 $ 4,975 Out-of-Pocket Expenses $ Total Budget -Review of Recology Rate Adjustment Request $ 4,975 Limitations to Scope The scope of our work is limited in nature. It does not constitute an audit of financial statements or any part thereof, the objective of which is the expression of opinion on the financial statements or a part thereof. If we were to perform additional procedures, other matters might come to our attention and Ms. Cheri Donnelly May 18, 2018 Page 3 of 3 Managing Tomorrow's Resources Today would be reported to you. Additionally, we are not proposing to perform testing procedures that would provide statistically-valid results. Our sample sizes are judgmental in nature and are intended to confirm the performance of Recology's stated policies and procedures used for reporting purposes. Schedule We are prepared to start the project once we have received authorization to proceed. We will use our best efforts complete the Project by June 15, 2018; however, it will be contingent on the timeliness of receiving information from Recology and the City. * * * * If this proposal meets with your approval, please execute it by having an authorized City official sign below and return a copy to me. Please call ine at (925) 977-6961 if you have any questions. Sincerely, HF&H CONSULTANTS, LLC Marva M. Sheehan, CPA Vice President Attachment: Standing Hourly Rates and Billing Arrangements Approved: City Signature Print Name Date Title This page intentionally left blank HF&H Consultants, LLC Standard Hourly Rates and Billing Arrangements (Effective January 1, 2018)1 Professional Fees Hourly rates for professional and administrative personnel are as follows: Position President Senior Vice President & Vice President Senior Project Manager Senior Associate/Project Manager Associate Analyst Assistant Analyst Administrative Staff Direct Expenses Standard charges for common direct expenses are as follows: Automobile Travel Airfare and Public Transit Billing Policies $280 $260-$279 $240-$250 $175 -$230 $145 -$165 $120-$140 $95 -$120 Prevailing IRS mileage rate Actual Cost Our policy is to bill for our services and direct expenses based on the standard hourly rates of the staff member assigned, multiplied by the time required to perform the client-related tasks, plus the subcontractor services as described above. In implementing this policy we adhere to the following practices: • It is our standard practice to e-mail invoices to our clients, although hard copies of invoices can be sent to clients on request. • We round to the nearest one-quarter hour (e.g., if two hours and 55 minutes are spent on a task, it is recorded as three hours, if two hours and 5 minutes are spent on a task, it is recorded as two hours). A minimum charge of one-quarter hour is charged for any client work performed in a day. • We do not markup out-of-pocket expenses, however, we may charge administrative or professional time related to the provision of the goods and services associated with these charges. • Mileage fees are based on the round-trip distance from the point of origin. • If a client's change to a previously scheduled meeting results in penalties being assessed by a third party (e.g., airline cancellation fee), then the client will bear the cost of these penalties. 1 Litigation Support and Expert Witness Services are not covered by this schedule of fees and expenses. HF&H Consultants, LLC Attachment Page 1 of 2 May 16, 2018 HF&H Consultants, LLC Standard Hourly Rates and Billing Arrangements While no minimum fee for a consulting engagement has been established, it is unlikely (given the nature of our services) that we can gain an understanding of a client's particular requirement, identify alternatives, and recommend a solution in less than twenty-four hours. Insurance We maintain the following policies of insurance with carriers doing business in California: • Comprehensive General Liability Insurance ($2,000,000 Occurrence/$4,000,000 Aggregate) • Workers' Compensation ($1,000,000) • Professional Liability Insurance ($2,000,000 Occurrence/$2,000,000 Aggregate) • Hired and Non-Owned Auto Liability 2 ($2,000,000) • Umbrella Liability ($3,000,000 Occurrence/$3,000,000 Aggregate) All costs incurred in complying with special insurance, licensing, or permit requirements, including but not limited to naming client as an additional insured and waiver of subrogation, become the responsibility of the client and are not included in the fees for services or direct charges but are billed in addition to the contract at cost, plus any professional or administrative fees. Invoices and Payment for Services Our time reporting and billing system has certain standard formats that are designed to provide our clients with a detailed invoice of the time and charges associated with their engagement. (We typically discuss these with our clients at our kick-off meeting.) We are also pleased to provide our clients with a custom invoice format but we will have to bill the client for any additional costs associated with their unique requirements. Billings for professional services and charges are submitted every month, in order that our clients can more closely monitor our services. 2 HF&H Consultants does not own any company automobiles. HF&H Consultants, LLC Attachment Page 2 of 2 May 16, 2018 EXHIBITB INSURANCE REQUIREMENTS For Services and Activities Involving Children Instructor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Instructor, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Sexual Abuse/ Molestation insurance or the equivalent are required for contracts involving children in after school activities, recreational programs, athletics, studies, transportation of students. Covers potential claims of abuse or child molestation. Sexual Abuse/Molestation coverage must be included under General Liability or obtained in separate policies in an amount of not less than $1,000,000 per occurrence ($2,000,000 aggregate) and $3,000,000 excess/umbrella coverage. 3. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Instructor has no owned autos, Code 8 (hired) and 9 (non-owned), with limits no less than $1,000,000 per accident for bodily injury and property damage. (Note -required only if auto is used in performance of work) 4. Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Note-required only if Instructor has employees). If the contractor maintains broader coverage and/or higher limits than the minimums shown above, the Entity requires and shall be entitled to the broader coverage and/or higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity. Self-Insured Retentions Self-insured retentions must be declared to and approved by the Entity. The Entity may require the Instructor to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or Entity. Other Insurance Provisions The general liability policy is to contain, or be endorsed to contain, the following provisions: 1. The Entity, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Instructor including materials, parts or equipment furnished in connection with such work or operations. 2. For any claims related to this contract, the Instructor's insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, agents, and volunteers. 3. The Insurance Company agrees to waive all rights of subrogation against the Entity, its elected or appointed officers, officials, agents, and employees for losses paid under the terms of any policy which arise from work performed by the Instructor for the Entity. This provision also applies to the Instructor's Workers' Compensation policy. 4. Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the Entity. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to the Entity. Verification of Coverage Instructor shall furnish the Entity with original certificates and amendatory endorsements effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the Entity before work commences. The Entity reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications, at any time. We strongly recommend obtaining a copy of the policy declarations and endorsement page (make this a requirement in your Contract) to facilitate verification of coverages and spot any undesirable policy limitations or exclusions. Homeowner's Insurance In some cases the Instructor's homeowner's liability insurance may provide coverage sufficient to meet these requirements. Instructor should provide these requirements to his or her agent to confirm and provide verification to the Entity. Special Events Coverage for Instructors Special events coverage is available for an additional fee to provide the liability insurance required by this agreement. Instructor can obtain additional information and cost from the Entity. Special or Low Risk Activities Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. The Entity reserves the right to modify or waive insurance requirements for certain low risk recreational activities. ------, HF&HCON-01 KMALDONADO ACORD" CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 10/27/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License# 0757776 ~R~i~cT Alvaro Sapiz HUB International Insurance Services Inc. r.t8,Ntro, Ext): (877) 825-2681 I r..e~. No):(951) 231-2572 P. 0. Box 5076 San Ramon, CA 94583 ioMD'}{hs, cal.cpu@hubinternational.com INSURER/SI AFFORDING COVERAGE NAIC# INSURER A: Sentinel Insurance Companv. Ltd. 11000 INSURED INSURER B: Hartford Casualty Insurance Comoanv 29424 HF&H Consultants, LLC INSURER c : Houston Casualtv Companv 42374 201 North Civic Drive, Suite #230 INSURERD: Walnut Creek, CA 94596 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER· REVISION NUMBER· THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 11Nf! TYPE OF INSURANCE (WP..!-~.Y.~~ POLICY NUMBER POLICY EFF POLICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 ~ D CLAIMS-MADE [KJ OCCUR ~~~bgIJ?E~~~Ju~~nce I 1,000,000 X X 57SBABH9155 09/06/2017 09/06/2018 $ MED EXP /Anv one oerson l -$ 10,000 PERSONAL & ADV INJURY -$ 2,000,000 ~'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 PoLlcY D ~f8i= D Loe PRODUCTS -COMP/OP AGG $ 4,000,000 OTHER: $ A AUTOMOBILE LIABILITY )i,~~~l~~~tf lNGLE LIMIT $ 2,000,000 f---- ANY AUTO 57SBABH9155 09/06/2017 09/06/2018 BODILY INJURY (Per person) $ f----OWNED -SCHEDULED AUTOS ONLY AUTOS -BODILY INJURY (Per accident) $ X HIRED X ~8#WtfN'E~ fROPERT~t?AMAGE $ AUTOS ONLY Per accident $ A X UMBRELLA LIAB M OCCUR EACH OCCURRENCE $ 3,000,000 ~ 57SBABH9155 09/06/2017 09/06/2018 3,000,000 EXCESSLIAB CLAIMS-MADE AGGREGATE ' $ OED I X I RETENTION$ 10,000 $ B WORKERS COMPENSATION XI ~-1%uTE I I OTH- AND EMPLOYERS' LIABILITY ER Y/N X 57WECZR5765 09/06/2017 09/06/2018 $ 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE [ill E.L. EACH ACCIDENT OFFICER/MEMBER EXCLUDED? N/A 1,000,000 (Mandatory In NH) E.L. DISEASE -EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000 C Professional Liab H717110248 09/06/2017 09/06/2018 Occurrence/Aggregate 2,000,000 C Retro Date: 8/1/1989 H717110248 09/06/2017 09/06/2018 Retention: 10,000 DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) City of Cupertino, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers and consultants are Additional Insured with regard to General Liability when required by written contract per the attached endorsement form SSOOOS 04/05, Primary & Non -Contributory wording and Waiver of Subrogation included. Waiver of Subrogation with regard to Workers Compensation applies when required by written contract per the attached endorsement form WC04 03/06. "Should the policies be cancelled before the expiration date, Hub International Insurance Services Inc. (Hub), independent of any rights which may be SEE ATTACHED ACORD 101 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Cupertino THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avenue Cupertino, CA 95014 AUTHORIZED REPRESENTATIVE I ~~~?U- ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: HF&HCON-01 KMALDONADO -------------------LO C #: 1 -------- ADDITIONAL REMARKS SCHEDULE AGENCY License # 0757776 HUB International Insurance Services Inc. POLICY NUMBER SEE PAGE 1 CARRIER I NAIC CODE SEE PAGE 1 SEEP 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/LocationsNehicles: NAMED INSURED HF&H Consultants, LLC 201 North Civic Drive, Suite #230 Walnut Creek, CA 94596 EFFECTIVE DATE: SEE PAGE 1 Page 1 of 1 afforded within the policies to the certificate holder named below, will provide to such certificate holder notice of such cancellation within thirty (30) days of the cancellation date, except in the event the cancellation is due to non-payment of premium, in which case Hub will provide to such certificate holder notice of such cancellation within ten (10) days of the cancellation date." ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD NAMED INSURED: HF&H CONSULTANTS, LLC POLICY NUMBER: 57 SBA BH9155 POLICY TERM: 09/06/2017 -09/06/2018 {b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this insurance. e. Unnamed Subsidiary Any subsidiary and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of this Coverage Part. The insurance afforded herein for any subsidiary not shown in the Declarations as a named insured does not apply to injury or damage with respect to which an insured under this insurance is also an insured under another policy or would be an insured under such policy but for its termination or upon the exhaustion of its limits of insurance. 3. Newly Acquired Or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; and Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM b. Coverage under this provision does not apply to: {1} "Bodily injury" or "properly damage" that occurred; or (2) "Personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Operator Of Mobile Equipment With respect to "mobile equipment" registered in your name under any motor vehicle registration law, any person is an insured while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person Is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person driving the equipment; or b. "Property damage" to properly owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 5. Operator of Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person operating the watercraft; or b. "Property damage" to property owned by, rented to, In the charge of or occupied by you or the employer of any person who is an insured under this provision. 6. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written Page 11 of 24 BUSINESS LIABILITY COVERAGE FORM contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit. However, no such person or organization is an additional insured under this provision if such person or organization is included as an additional insured by an endorsement issued by us and made a part of this Coverage Part, including all persons or organizations added as additional insureds under the specific additional insured coverage grants in Section F. -Optional Additional Insured Coverages. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (1) The insurance afforded to the vendor is subject to the following additional exclusions: Page 12 of24 This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; {c) Any physical or chemical change in the product made intentionally by the vendor; {d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; NAMED INSURED: HF&H CONSULTANTS, LLC POLICY NUMBER: 57 SBA BH9155 POLICY TERM: 09/06/2017 -09/06/2018 {e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; {f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; {g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: {i) The exceptions contained in Subparagraphs (d) or {f); or {ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. {2) This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "properly damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. Form SS 00 08 04 05 NAMED INSURED: HF&H CONSULTANTS, LLC POLICY NUMBER: 57 SBA BH9155 POLICY TERM: 09/06/2017 • 09/06/2018 (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after you cease to lease that equipment. c. Lessors Of Land Or Premises (1) Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a) Any "occurrence" which takes place after you cease to lease that land or be a tenant in that premises; or (b) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers Or Surveyors (1) Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a) In connection with your premises; or (b) In the performance of your ongoing operations performed by you or on your behalf. (2) With respect to the insurance afforded to these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: {a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b) Supervisory, inspection, architectural or engineering activities. Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM e. Permits Issued By State Or Political Subdivisions (1) Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (b) "Bodily injury" or "property damage" included . within the "products- completed operations hazard". f. Any Other Party (1) Any other person or organization who is not an insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a) In the performance of your ongoing operations; (b) In connection with your premises owned by or rented to you; or {c) In connection with "your work" and included within the "products- completed operations hazard", but only if (i) The written contract or written agreement requires you to provide such coverage to such additional insured; and (ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products- completed operations hazard". (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: Page 13 of 24 BUSINESS LIABILITY COVERAGE FORM (a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b) Supervisory, inspection, architectural or engineering activities. The limits of insurance that apply to additional insureds are described in Section D. -Limits Of Insurance. How this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. -Liability And Medical Expenses General Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 1. The Most We Will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. Aggregate Limits The most we will pay for: a. Damages because of "bodily injury" and "property damage" included in the "products-completed operations hazard" is the Products-Completed Operations Aggregate Limit shown in the Declarations. b. Damages because of all other "bodily injury", "property damage" or "personal and advertising injury", including medical expenses, is the General Aggregate Limit shown in the Declarations. This General Aggregate Limit applies separately to each of your "locations" owned by or rented to you. "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway or right-of-way of a railroad. Page 14 of 24 NAMED INSURED: HF&H CONSULTANTS, LLC POLICY NUMBER: 57 SBA BH9155 POLICY TERM: 09/06/2017 -09/06/2018 This General Aggregate limit does not apply to "property damage" to premises while rented to you or temporarily occupied by you with permission of the owner, arising out of fire, lightning or explosion. 3. Each Occurrence Limit Subject. to 2.a. or 2.b above, whichever applies, the most we will pay for the sum of all damages because of all "bodily injury", "property damage" and medical expenses arising out of any one "occurrence" is the Liability and Medical Expenses Limit shown in the Declarations. The most we will pay for all medical expenses because of "bodily injury" sustained by any one person is the Medical Expenses Limit shown in the Declarations. 4. Personal And Advertising Injury Limit Subject to 2.b. above, the most we will pay for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization is the Personal and Advertising Injury Limit shown in the Declarations. 5. Damage To Premises Rented To You Limit The Damage To Premises Rented To You Limit is the most we will pay under Business Liability Coverage for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 6. How Limits Apply To Additional Insureds The most we will pay on behalf of a person· or organization who is an additional insured under this Coverage Part is the lesser ot a. The limits of insurance specified in a written contract, written agreement or permit issued by a state or political subdivision; or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to the Limits of Insurance shown in the Declarations and described in this Section. Form SS 00 08 04 05 · NAMED INSURED: HF&H CONSULTANTS, LLC POLICY NUMBER: 57 SBA BH9155 POLICY TERM: 09/06/2017 -09/06/2018 (6) When You Are Added As An Additional Insured To Other Insurance That is other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional Insured To This Insurance That is other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this Coverage Part: (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract, written agreement or permit that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self- insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all the other insurance permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred· to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. This condition does not apply to Medical Expenses Coverage. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. Page 17 of 24 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA Policy Number: 57 WEC ZR5765 Endorsement Number: Effective Date: 09/06/17 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: HF&H CONSULTANTS LLC 201 N CIVIC DR STE 230 WALNUT CREEK, CA 94596 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 premium otherwise due on such remuneration. 2 % of the California workers' compensation SCHEDULE Person or Organization ANY PERSON OR ORGANIZATION FROM WHOM YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER OF RIGHTS FROM US. Countersigned by Form WC 04 03 06 (1) Printed in U.S.A. Process Date: 07 /16/17 Job Description AS REQUIRED BY WRITTEN CONTRACT. -------------,-,---,-,,,-----,-Authorized Representative Policy Expiration Date: 09/06/18 1. 2. 3. 4. 5. 6. HF&H Recology Organics Cost Increase Review CONTRACT REVIEW/APPROVAL CHECKLIST INITIAL REVIEW OF CONTRACT & EXHIBITS COMPLETED BY STAFF. 0 All applicable fillable form portions of the CAO contract template completed. 0 All applicable exhibits attached to the completed contract. cz:::J {1!1(JlliEjscope of Work. Includes Schedule for Deliverables and Compensation cz:::J Exhibit B -Schedule for Deliverables. Included in Scope, page 3 cz:::J Exhibit C -Compensation. Included in Scope, page 2 cz:::J e.11Iffll1nsurance Requirements (Contracts under SK) 1:::::1 Exhibit C -Insurance Requirements (Consultant Contract Professional & Specialized Services (Master)) cz:::J Exhibit D -Insurance Requirements (PW/Professional & Consulting) Exhibit B LU Commercial General Liability On certificate c:z:J Automobile Liability Insurance On certificate C2:] Workers Compensation or Certificate of No Employees On certificate cz:::J Additional Insureds Endorsement Form or Applicable Policy Provision d cz:::J Professional Liability (Errors & Omissions) on certificate Insurance ocument, page 11 c:::J Abuse/Molestation Insurance for children-related contracts N/A c:::J Environmental/Toxic/Hazards coverage for environmental work N/A l==::J Exhibit E -Completed Bond Forms if required. CONTRACT ADMINISTRATOR APPROVES COMPLETED CONTRACT & EXHIBITS. DEPARTMENT DIRECTOR/ASSISTANT DIRECTOR APPROVES COMPLETED CONTRACT & EXHIBITS. 0 Contract sent to Contractor for signature. 0 Department signs recommending contract. COMPLETED CONTRACT AND EXHIBITS SENT TO CAO FOR LEGAL REVIEW. D Review and approval of completed contract and exhibits by Bickmore, if needed. D Review and approval of completed contract and exhibits as to form by CAO. CONTRACT & EXHIBITS SUBMITIED TO CITY MANAGER FOR SIGNATURE. CONTRACT & EXHIBITS SUBMITIED TO CITY CLERK ATIESTATION ,/ I ,/ N/Jft- v'.J * Contracts with proposed changes are discouraged since additional time for negotiation, review, research, and approval may be necessary. Contracts with proposed changes must be submitted in redline form to the Department Director/Assistant Director for written approval with an explanation for the proposed change(s) prior to submission to the CAO. Revised 2/2/18