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18-247 Economic and Planning Systems, On-call Fiscal Impact Analysis ForecastsCITY OF II MASTER PROFESSIONAL/SPECIALIZED SERVICES AGREEMENT WITHECONOMIC & PLANNING SYSTEMS. INC CUPE R TINO 1. PARTIES This Master Agreement is made and entered into as of December 21, 2018 ("Effective Date"), by and between the City of Cupertino , a municipal corporation ("City"), and Economic & Planning Systems ("Contractor"), a _c_m---'--p_or_a_ti_on_________ for on call fiscal impact analysis forecasts 2. SERVICES 2.1 Scope of Services. Contractor agrees to provide the Services set forth in the Scope of Services, attached and incorporated here as Exhibit A, on an as-needed basis. The Services must comply with this Agreement and with each Service Order issued by the City's Project Manager or his/her designee, in accordance with the following procedures , unless otherwise specified in Exhibit A. 2.2 Service Orders. Before issuing a Service Order, the City Project Manager will request Services in writing and hold a meeting with Contractor to discuss the Service Order. Contractor will submit a written proposal that includes a specific Scope of Services, Schedule of Performance and Compensation, which the Parties will discuss. Thereafter, City will execute a Service Order Form for the Services, attached and incorporated here as Exhibit B. The Service Order will specify the Scope of Services, Schedule of Perfonnance, Compensation and any other conditions applicable to the Service Order. Issuance of a Purchase Order is discretionary. The City Project Manager is authorized to streamline these procedures based on the City 's best interests. Contractor will not be compensated for Services performed without a duly authorized and executed Service Order. 3. TIME OF PERFORMANCE 3.1 Term. This Agreement begins on the Effective Date and ends on June 30 , 2022 ("Contract Time"), unless tenninated earlier as provided herein. 3.2 Schedule of Performance. Contractor must deliver the Services within the time specified in each Service Order, and under no circumstances should the Services go beyond the Contract Time. 3.3 Time is of the essence for the performance of all the Services required in this Agreement and in each Service Order. Contractor must have sufficient time , resources and qualified staff to deliver the Services on time. Contractor must respond promptly to each Service Order request. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services a total amount that will based upon actual cost s but that will be capped so as not to exceed $ 80 000 ("Contract Price"), based upon the Scope of Services in Exhibit A and the budget and rates included . The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor 's actual costs exceed the capped amount. Proj ect On Ca ll Se r vices Ma ster Pro fess ional/Speci a li ze d Services Agreement/ Re v. May 22 , 201 8 Page I of 8 4.2 Per Service Order. Compensation for Services provided under a Service Order will be based on the rates set forth in the Service Order, which shall not exceed the capped amount specified in the Service Order. 4.2 Invoices and Payments . Except as otherwise provided in a Purchase Order, monthly invoices must state a description of the deliverables completed and the amount due for the preceding month. Thirty days prior to expiration of the Agreement, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Noncompliance with this requirement relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. 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, worker's compensation or other benefits from the City. 5.2 Contractor's Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perfonn the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed, registered, and/or ce1iified to perform the Services as required by law and have procured a City Business License. 5.4 Subcontractors. Only Contractor's employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the tenns and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools, Materials and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of Taxes. Contractor must pay income taxes on the money earned under this Agreement. Upon City's request, Contractor will provide proof of payment and will indemnify City for violations pursuant to the indemnification provision of this Agreement. 6. PROPRIETARY/CONFIDENTIAL INFORMATION In performing this Agreement, Contractor 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. Contractor shall hold in confidence all City information and use it only to perform this Agreement. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. Il l Ill Project On Ca ll Services Mas ter Professional/Speciali zed Services Agreement/ Rev. May 22 , 2018 Pag e 2 of 8 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, rep01i , map , plan, drawing, specification, data, record , document or other infonnation or work, in any medium (collectively, "Work Product"), prepared by Contractor in connection with this Agreement will be the exclusive property of the City and shall not be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent permitted by Title 17 of U.S. Code, all Work Product arising out of this Agreement is considered "works for hire" and all copyrights to the Work Product will be the prope1iy of City. Alternatively, Contractor assigns to City all Work Product copyrights. Contractor may use copies of the Work Product for promotion only with City's written approval. 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third paiiy 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 Contractor or its sub-Contractors , prepared or created under this Agreement, to execute or implement any of the following: (a) The original Services for which Contractor was hired ; (b) Completion of the original Services by others; (c) Subsequent additions to the 01iginal Services; and /or ( d) Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides , except for one single-sided original. 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed infonnation of Contractor's performance, benchmarks and deliverables , which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four years from the date of City's final payment. 9. ASSIGNMENT Contractor 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 Contractor as a legal entity will be considered an assignment of the Agreement and subject to City approval. Control means fifty percent (50%) or more of the voting power of the business entity. Ill Ill Ill Pr oj ec t On Ca ll Services Mas ter Pro fess iona l/Speciali zed Services Ag re ement/ Rev. Ma y 22 , 201 8 Page 3 of8 10. PUBLICITY I SIGNS Any publicity generated by Contractor for the project under this Agreement, during the tenn 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 Contract, 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 and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend, and hold hannless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers and Contractors ("Indemnitees"), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes of action, 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 performance of the Services; ( c) Personal injury, property damage, or economic loss resulting from the work or perfonnance of Contractor or its subcontractors or sub-subcontractors; (d) Unauthorized use or disclosure of City's confidential and proprietary information; ( e) Claim of infringement or violation of a U .S patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party. 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim, in accordance with California Public Contract Code Section 9201. At City's request, Contractor will assist City in the defense of a claim, dispute or lawsuit arising out of this Agreement. 11.3 Contractor's duties under this section are not limited to the Contract Price, workers' compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee. 11.4. Contractor's payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, a purchase order or other transaction. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit C, 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 Ill I II Project On Call Services Master Professional/Specialized Services Agreement/ Rev. May 22, 2018 Page4 of8 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. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state and federal laws and regulations applicable to this Agreement. Contractor will promptly notify City of changes in the law or other conditions that may affect the Project or Contractor's ability to perfonn. Contractor is responsible for ve1ifying the employment authorization of employees perfonning the Services , as required by the Immigration Reform and Control Act. 13.2 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 1 720 and other labor laws . 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race, 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. 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 prohibiting harassment and discrimination, Contractor understands 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. 13.4 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 1090 et seq. Contractor may be required to file a conflict of interest fonn 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 rnles governing gifts to public officials and employees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or terminating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager. The City assigns Ben Fu as the City's representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor. Ill Ill Proj ect On Call S ervices Mas ter Profess ional/Spec iali zed Services Agreement/ Rev. May 22 , 2018 Page 5 of 8 Contractor Project Manager. Subject to City approval, Contractor assigns Benjamin Sigman as its single Representative for all purposes under this Agreement, with authority to oversee the progress and perfonnance of the Services. Contractor's Project manager is responsible for coordinating and scheduling the Services in accordance with City instructions, service orders and the Schedule of Perfonnance. Contractor must regularly update the City's project manager about the status , progress and any delays with the work. City's written approval is required prior to Contractor substituting a new Representative which shall result in no additional costs to City. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts thereof at any time. Contractor will be compensated for satisfactory Services perfonned through the date of abandonment, and will be given reasonable time to assemble the work and close out the Services . With City's pre-approval in writing, the time spent in closing out the Services will be compensated up to a maximum often percent (10%) of the total time expended to date in the perfonnance of the Services. 16. TERMINATION City may terminate this Agreement for cause or without cause at any time . Contractor will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Contractor closes out the Services and delivers the Work Product. 17. GOVERNING LAW, VENUE AND DISPUTE RESOLUTION 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. 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 attorney fees and costs. 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 a breach shall not constitute waiver of another provision or breach. Ill Ill Project On Ca ll Services Master Pro fess ional/Speciali ze d Services Agreement/ Re v. May 22 , 2018 Page 6 of 8 21. ENTIRE AGREEMENT This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. Any modification of this Agreement will be effective only if in w1iting and signed by each Paiiy'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 shall prevail. 22. INSERTED PROVISIONS Each provision and clause required by law for this Agreement is deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions . The Parties will collaborate to implement this Section, as appropriate. 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 tenn 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. The Parties agree to work in good faith to amend this Agreement to carry out its intent. 25. SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated, including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law and Attorney Fees, shall survive the Agreement and remain in full force and effect. 26. NOTICES All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the 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 following electronic submission: To Citv of Cupertino 10300 Torre Ave., Cupertino CA 95014 Attention: Ben Fu -------------Em ail: benjaminf@c upertino.org Project On Ca ll Services To Contractor: Economic & Planning Systems, Inc 400 Capitol Mall , 28th Floor Sacramento, CA 958 I 4 Attention: Benjamin Sigman Email: bsigman@ epsys .com Master Profess ional/Speciali zed Services Agreement/ Rev. May 22 , 20 I 8 Page 7 of8 27. VALIDITY OF CONTRACT This Agreement is valid and enforceable only if (a) it complies with the purchasing and contract provisions of Cupertino Municipal Code Chapters 3 .22 and 3 .23, as amended from time to time , (b) is signed by the City Manager or an authorized designee, and (c) is approved for form by the City Attorney's Office. 28. EXECUTION The person executing this Agreement on behalf of Contractor represents and warrants that Contractor has full right , power, and authority to enter into and carry out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of 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. IN WITNESS WHEREOF, the parties have caused the Agreement to be ex ecuted . CONTRACTOR Economic & Plannin a Cal " r...,,J,~....,. By -=;...._~-.:o<l'-\-r-~'--~~ Name Benjam i C. igm 11 Title Princi;a l , Date ,/s/,q Tax l.D. Wo.~94-3056856 Cupertino Acting City Attorney G~CE SCHMIDT( ,,.-// 1 C: City Clerk U! / Proj ec t On Call Services CITY OF CUPERTINO A Municipal Corporation .il By ~GkuJf= Name Aarti Shirvastava Title Assistant Citv Manager Date oVaij):J Master'Professional/Speciali zed Services Agreement/ Rev . May 22, 2018 Page 8 of8 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 l. 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 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. 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. 0 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 pol icy 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-Insurance Requirements for Design Professionals & Consultants Contracts Form Updated Feb. 2018 1 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 COL policy. General Liability coverage can be provided in the form of an endorsement to Consultant 's insurance (at least as broad as ISO Form CG 20 IO (11 / 85) or both CG 20 IO and CG 20 37 forms, if later editions are used). Primary Coverage Coverage afforded to City/ Additional Insureds shall be primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant's insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or IO 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, orbetter. 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 COL policy listing all policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time duringthe Contract term. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant 's insurance policies. Higher Insurance Limits If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Consultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/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 Req uirem ents for Des ig n Professionals & Consultants Contracts Form Updated Feb . 2018 2 ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MMIDD/YYYY) ~ 12/7/2018 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 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 CONTACT NAME : Andreini & Company-San Mateo ;,.~gNJo Extl : 650-573-1111 I FAX 220 West 20th Ave (A/C Nol: 650-378-4361 San Mateo CA 94403 i~DA~~ss : ktotten@andreini.com INSURER(S) AFFORDING COVERAGE NAIC# INSURER A : Federal Insurance Companv 20281 INSURED ECON0-5 INSURER B : Republic Indemnity Co of Calif 43753 Economic & Planning Systems INSURER c : Continental Casualty Company 20443 400 Capitol Mall , 28th Floor Sacramento CA 95814 INSURER D: INSURER E : INSURER F: COVERAGES CERTIFICATE NUMBER: 1021980080 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN , THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES . LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INS:n ""'" POLICY NUMBER IMM/DD/YYYYl IMMIDD/YYYYl LIMITS A X COMMERCIAL GENERAL LIABILITY y y 35929623WCE 4/1/2018 4/1/2019 EACH OCCURR ENCE $1 ,000 ,000 1 CLAIMS-MADE 0 OCCUR DAMAGE TO RENTED PREMISES /Ea occurrence) $1 ,000 ,000 MED EXP (Any one person) $10,000 - PERSONAL & ADV INJURY $excluded - GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $3,000,000 =;=i D PRO -D PRODUCTS -COMP/OP AGG $3,000,000 POLICY JECT LOG 0TH ER: Per ProiecULoc Per Proi ect Agg $3 ,000,000 A AUTOMOBILE LIABILITY y y 73558746 4/1/2018 4/1/2019 (E~~~~d~~t~INGLE LIMIT $1 ,000,000 - ANY AUTO BODILY INJUR Y (Per person) $ --OWNED SCHEDULED AUTOS ON LY AUTOS BODILY INJURY (Pe r accident) $ -HIRED ~ NON-OWNED PROPERTY DAMAGE X AUTOS ON LY X AUTOS ONLY /Per accide nt\ $ --$ A UMBRELLA LIAB M OCCUR 79871994 4/1/2018 4/1/2019 EACH OCCURRENCE $1 ,000,000 - X EXCESS LIAB CLAIMS-MADE AGGR EGATE $ OED I I RETENTION$ n $ B WORKERS COMPENSATION y 16150815 4/1/2018 4/1/2 019 X I ~ffTUTE I I OTH-ER AND EMPLOYERS' LIABILITY YIN ANYPROPRIETOR/PARTNER/EXECUTIVE D E.L. EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? NIA (Mandatory In NH) E.L. DISE ASE -EA EMPLOYEE $1,000,000 If yes, describe under DESCRIPTION OF OP ERAT IONS below E.L. DISEASE -POLICY LIMIT $1,000,000 C Errors & Omissions 425343942 4/1/2018 4/1/2019 Per Cla im 2,000 ,000 Adv/Personal Injury Annua l Aggregate 2,000,000 Retro 111 /83 Retention -$10 ,000 DESCRIPTION OF OPERATIONS I LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule , may be attached if more space is required) 30 days notice of cancellation except 10 days for non-payment of premium per policy provisions. EPS# 181178, Fiscal impact analysis forecasts City of Cupertino , its City Council, officers, officials , employees, agents , servants and volunteers are additional insured on a primary and non-contributory basis with regard to General and Auto Liability and Waivers of Subrogation apply per attached policy provisions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Cupertino 10300 Torre Ave AUTHORIZED REPRESENTATIVE Cupertino CA 95014 ,// ,: ~-;,, I'],...,~ I (f . .., l _.,• ._ I c~e \.j <--,,t ... %1<-),'-J © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Policy #73558746 19 Mobile Equipment Subject To Compulsory Or Financial Responsibility Or Other Motor Vehicle Insurance Law Only Only those "autos" that are land vehicles and that would qualify under the definition of "mobile equipment" under this policy if they were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law where they are licensed or principally garaged. B. Owned Autos You Acquire After The Policy Begins 1. If Symbols 1, 2, 3, 4, 5, 6 or 19 are entered next to a coverage in Item Two of the Declarations, then you have coverage for "autos" that you acquire of the type described for the remainder of the policy period . 2. But, if Symbol 7 is entered next to a coverage in Item Two of the Declarations, an "auto" you acquire will be a covered "auto" for that coverage only if: a. We already cover all "autos" that you own for that coverage or it replaces an "auto" you previously owned that had that coverage; and b. You tell us within 30 days after you acquire it that you want us to cover it for that coverage. C. Certain Trailers, Mobile Equipment And Temporary Substitute Autos If Covered Autos Liability Coverage is provided by this Coverage Form, the following types of vehicles are also covered "autos" for Covered Autos Liability Coverage : 1. "Trailers" with a load capacity of 2,000 pounds or less designed primarily for travel on public roads . 2. "Mobile equipment" while being carried or towed by a covered "auto". 3. Any "auto" you do not own while used with the permission of its owner as a temporary substitute for a covered "auto" you own that is out of service because of its: a. Breakdown; b. Repair; C. Servicing; d. "Loss"; or e. Destruction. SECTION II -COVERED AUTOS LIABILITY COVERAGE A. Coverage We will pay all sums an "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, caused by an "accident" and resulting from the ownership , maintenance or use of a covered "auto". We will also pay all sums an "insured" legally must pay as a "covered pollution cost or expense" to which this insurance applies, caused by an "accident" and resulting from the ownership, maintenance or use of covered "autos". However, we will only pay for the "covered pollution cost or expense" if there is either "bodily injury" or "property damage" to which this insurance applies that is caused by the same "accident". We have the right and duty to defend any "insured" against a "suit" asking for such damages or a "covered pollution cost or expense". However, we have no duty to defend any "insured" against a "suit" seeking damages for "bodily injury" or "property damage" or a "covered pollution cost or expense" to which this insurance does not apply . We may investigate and settle any claim or "suit" as we consider appropriate. Our duty to defend or settle ends when the Covered Autos Liability Coverage Limit of Insurance has been exhausted by payment of judgments or settlements . 1. Who Is An Insured The following are "insureds": a. You for any covered "auto". b. Anyone else while using with your permission a covered "auto" you own, hire or borrow except: (1) The owner or anyone else from whom you hire or borrow a covered "auto". This exception does not apply if the covered "auto" is a "trailer" connected to a covered "auto" you own. Page 2 of 12 © Insurance Services Office , Inc ., 2011 CA 00 01 10 13 (2) Your "employee" if the covered "auto" is owned by that "employee" or a member of his or her household. (3) Someone using a covered "auto" while he or she is working in a business of selling, servicing, repairing, parking or storing "autos" unless that business is yours . (4) Anyone other than your "employees", partners (if you are a partnership), members (if you are a limited liability company) or a lessee or borrower or any of their "employees", while moving property to or from a covered "auto". (5) A partner (if you are a partnership) or a member (if you are a limited liability company) for a covered "auto" owned by him or her or a member of his or her household. c,. Anyone liable for the conduct of an "insured" described above but only to the extent of that liability . 2. Coverage Extensions a. Supplementary Payments We will pay for the "insured": (1) All expenses we incur. (2) Up to $2,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover . We do not have to furnish these bonds . (3) The cost of bonds to release attachments in any "suit" against the "insured" we defend, but only for bond amounts within our Limit of Insurance . (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $250 a day because of time off from work. (5) All court costs taxed against the "insured" in any "suit" against the "insured" we defend. However, these payments do not include attorneys' fees or attorneys' expenses taxed against the "insured". (6) All interest on the full amount of any judgment that accrues after entry of the judgment in any "suit" against the "insured" we defend, but our duty to pay interest ends when we have paid , offered to pay or deposited in court the part of the judgment that is within our Limit of Insurance. These payments will not reduce the Limit of Insurance . b. Out-of-state Coverage Extensions While a covered "auto" is away from the state where it is licensed, we will: (1) Increase the Limit of Insurance for Covered Autos Liability Coverage to meet the limits specified by a compulsory or financial responsibility law of the jurisdiction where the covered "auto" is being used. This extension does not apply to the limit or limits specified by any law governing motor carriers of passengers or property. (2) Provide the minimum amounts and types of other coverages, such as no- fault, required of out-of-state vehicles by the jurisdiction where the covered "auto" is being used. We will not pay anyone more than once for the same elements of loss because of these extensions . B. Exclusions This insurance does not apply to any of the following: 1. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the "insured". 2. Contractual Liability assumed under any contract or agreement. But this exclusion does not apply to liability for damages: a. Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement; or b. That the "insured" would have in the absence of the contract or agreement. 3. Workers' Compensation Any obligation for which the "insured" or the "insured's" insurer may be held liable under any workers' compensation, disability benefits or unemployment compensation law or any similar law . CA 00 01 10 13 © Insurance Services Office , Inc., 2011 Page 3 of 12 4. Loss Payment -Physical Damage Coverages At our option, we may: a. Pay for, repair or replace damaged or stolen property; b. Return the stolen property, at our expense. We will pay for any damage that results to the "auto" from the theft; or c. Take all or any part of the damaged or stolen property at an agreed or appraised value. If we pay for the "loss", our payment will include the applicable sales tax for the damaaed or stolen orooertv . 5. Transfer Of Rights Of Recovery Against Others To Us If any person or organization to or for whom we make payment under this Coverage Form has rights to recover damages from another, those rights are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after "accident" or "loss" to impair them. B. General Conditions 1. Bankruptcy Bankruptcy or insolvency of the "insured" or the "insured's" estate will not relieve us of any obligations under this Coverage Form. 2. Concealment, Misrepresentation Or Fraud This Coverage Form is void in any case of fraud by you at any time as it relates to this Coverage Form. It is also void if you or any other "insured", at any time , intentionally conceals or misrepresents a material fact concerning: a. This Coverage Form; b. The covered "auto"; c. Your interest in the covered "auto"; or d . A claim under this Coverage Form . 3. Liberalization If we revise this Coverage Form to provide more coverage without additional premium charge, your policy will automatically provide the additional coverage as of the day the revision is effective in your state. 4. No Benefit To Bailee -Physical Damage Coverages We will not recognize any assignment or grant any coverage for the benefit of any person or organization holding, storing or transporting property for a fee regardless of any other provision of this Coverage Form . 5. Otherlnsurance a. For any covered "auto" you own , this Coverage Form provides primary insurance . For any covered "auto" you don't own, the insurance provided by this Coverage Form is excess over any other collectible insurance . However , while a covered "auto" which is a "trailer" is connected to another vehicle , the Covered Autos Liability Coverage this Coverage Form provides for the "trailer" is : (1) Excess while it is connected to a motor vehicle you do not own; or (2) Primary while it is connected to a covered "auto" you own. b. For Hired Auto Physical Damage Coverage, any covered "auto" you lease, hire, rent or borrow is deemed to be a covered "auto" you own . However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". c. Regardless of the provisions of Paragraph a. above, this Coverage Form's Covered Autos Liability Coverage is primary for any liability assumed under an "insured contract". d. When this Coverage Form and any other Coverage Form or policy covers on the same basis, either excess or primary, we will pay only our share . Our share is the proportion that the Limit of Insurance of our Coverage Form bears to the total of the limits of all the Coverage Forms and policies covering on the same basis . 6. Premium Audit a. The estimated premium for this Coverage Form is based on the exposures you told us you would have when this policy began. We will compute the final premium due when we determine your actual exposures . The estimated total premium will be credited against the final premium due and the first Named Insured will be billed for the balance, if any. The due date for the final premium or retrospective premium is the date shown as the due date on the bill. If the estimated total premium exceeds the final premium due, the first Named Insured will get a refund . b. If this policy is issued for more than one year, the premium for this Coverage Form will be computed annually based on our rates or premiums in effect at the beginning of each year of the policy . CAOO 011013 © Insurance Services Office , Inc., 2011 Page 9 of 12 Liability Insurance Endorsement Policy Period Effective Date Policy Number Insured Name of Company Date Issued APRIL 1, 2018 TO APRIL 1, 2019 APRIL 1, 2018 3592-96-23 WCE ECONOMIC & PLANNING SYSTEMS INC FEDERAL INSURANCE COMP ANY JANUARY 25, 2018 This Endorsement applies to the following forms: GENERAL LIABILITY Who Is An Insured Additional Insured - Scheduled Person Or Organization Liability Insurance Form 80-02-2367 (Rev. 5-07) Under Who Is An Insured, the following provision is added Persons or organizations shown in the Schedule are insureds; but they are insureds only if you are obligated pursuant to a contract or agreement to provide them with such insurance as is afforded by this policy. However, the person or organization is an insured only: • if and then only to the extent the person or organization is described in the Schedule; • to the extent such contract or agreement requires the person or organization to be afforded status as an insured; • for activities that did not occur, in whole or in part, before the execution of the contract or agreement; and • with respect to damages, loss, cost or expense for injury or damage to which this insurance applies. No person or organization is an insured under this provision: • that is more specifically identified under any other provision of the Who Is An Insured section (regardless of any limitation applicable thereto). • with respect to any assumption of liability ( of another person or organization) by them in a contract or agreement. This limitation does not apply to the liability for damages, loss, cost or expense for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. Additional Insured -Scheduled Person Or Organization continued Endorsement Page 1 Liability Endorsement (continued) Conditions Other Insurance - Primary, Noncontributory Insurance -Scheduled Person Or Organization Liability Insurance Form 80-02-2367 (Rev. 5-07) Under Conditions, the following provision is added to the condition titled Other Insurance. If you are obligated, pursuant to a contract or agreement, to provide the person or organization shown in the Schedule with primary insurance such as is afforded by this policy, then in such case this insurance is primary and we will not seek contribution from insurance available to such person or organization. Schedule Persons or organizations that you are obligated, pursuant to a contract or agreement, to provide with such insurance as is afforded by this policy . All other terms and conditions remain unchanged. Authorized Representative Additional Insured -Scheduled Person Or Organization last page Endorsement Page 2 Conditions (continued) Transfer Or Waiver Of Rights Of R'ecove,y Against Others Liability Insurance Form 80-02-2000 (Rev. 4-01) We will waive the right ofrecovery we would otherwise have had against another person or organization, for loss to which this insurance applies, provided the insured has waived their rights of recovery against such person or organization in a contract or agreement that is executed before such loss. To the extent that the insured's rights to recover all or part of any payment made under this insurance have not been waived, 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. Contract Page24of32 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT WC 00 03 13 (Ed. 04-84) 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.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule State Person or Organization Job Description California This endorsement provides a blanket waiver of subrogation applicable to all jobs for persons or organizations whom the Named Insured has agreed by written contract to furnish this waiver. The charge for this endorsement shall be 5% of total manual premium, subject to a minimum premium of $250 . This charge will be billed on your next invoice based on current manual premium, and the final charge will be calculated and billed at the final audit. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. Republic Indemnity Company of California Company Number Insured Policy Number Endorsement Number Endorsement Effective Printed On WC 00 0313 (Ed . 04-84) 27561 Economic and Planning Systems , Inc. 161508-15 6 April 01, 2018 March 08, 2018 Countersigned by : Insured Copy ---------- • Economic & Planning Systems, Inc. One Kaiser Pla za, Suite .14.10 Oak lan d, CA 94612-3604 5.10.84.1.9 .190 tel 510.740.2080 fax Oakland Sa cra mento Denver Los Angeles www.epsys.com Proposal On-Call Economic Consulting Services December 2018 through June 2022 Prepared for: City of Cupertino Prepared by: Economic & Planning Systems, Inc. December 4, 2018 EPS #181178 List of Exhibits Exhibit A Exhibit B Exhibit C Exhibit D Scope of Services Service Order Form EPS Billing Rates Insurance Requirements Design Professionals and Consultants Contracts EXHIBIT A: Scope of Services ABOUT ECONOMIC & PLANNING SYSTEMS, INC. The Firm Guiding Principle Economic & Planning Systems, Inc. (EPS) is a land economics consulting firm experienced in the full spectrum of services related to real estate development, the financing of public infrastructure and government services, land use and conservation planning, and government organization. EPS was founded on the principle that real estate development and land use-related public policy should be built on realistic assessment of market forces and economic trends, feasible implementation measures, and recognition of public policy objectives, including provisions for required public facilities and services. Areas of Expertise • Fiscal and Economic Impact Analysis Clients Served Staff Capabilities EPS Locations EPS Web Site Economic & Planning Systems, Inc. • Real Estate Market and Feasibility Analysis • Public Finance • Reuse, Revitalization, and Redevelopment • Real Estate Transactions and Negotiations • Regional Economics and Industry Analysis • Land Use Planning and Growth Management • Open Space and Resource Conservation • Government Organization • Transportation Planning and Analysis • Asset Valuation and Repositioning Since 1983 EPS has provided consulting services to hundreds of public-and private-sector clients in California and throughout the United States. Clients include cities, counties, special districts, multi- jurisdictional authorities, property owners, developers, financial institutions, and land use attorneys. The professional staff includes specialists in public finance, real estate development, land use and transportation planning, government organization, and computer applications. The firm excels in preparing concise analyses that disclose risks and impacts, support decision making, and provide solutions to real estate development and land use- related problems. Berkeley, Los Angeles, and Sacramento, California Denver, Colorado www.epsys.com 1 11: \Proposals\181000\1811 78_CupertinoOnCall\1811 78_ExhibitA .docx FISCAL IMPACT ANALYSIS Fiscal impact analysis forecasts how a development project, a land use plan, or some change in the type or amount of government service or revenue will influence a public agency 's future recurring costs and revenues. Fiscal impact analysis typically informs local government decis ion- making regarding land use plans, development projects, cost or revenue changes, or government organization changes. EPS uses a budget-based approach to fiscal i mpact analysis that r eflects the respective jurisdiction's ex isting budget, budget policies, type and level of service, and economic conditions . Cost and revenue forecasting methods include "average cost analysis" where the existing per capita service levels or revenue performance are used as a norm for forecasting or, as is often necessary, "marginal cost analysis" where more precise methods are used to accurately assess future costs or revenues. EPS applies a high standard of technical analysis using well -honed and documented spreadsheet-based models, rigorous assessment of the fiscal characteristics of a given project, interaction with service, and targeted research. Services Provided • Development project analysis. Individual development projects can create demand for addi t ional public services and maintenance of new public facilities and also generate new public revenues. EPS prepares fiscal analyses of individual projects to determine whether the project will generate public revenues in excess of new public services costs created. Such fiscal analyses indicate the fiscal benefits of a project or lead to recommendations for modifying the project or imposing conditions of approval that offset indicated fiscal deficits. • Area and specific plan analysis and mitigation. Area and specific plans typically create demand for addit ional public services and maintenance of new public facilities. EPS prepares fiscal analyses of area-specific plans to determine whether the anticipated new development will generate public revenues in excess of new public services costs created. As part of this planning work fiscal analysis can lead to recommendations for modify ing costs or increasing public reviews as a part of plan implementation . • Comprehensive plans and cost of growth study analysis. Local governments typ ically are interested how proposed land use plans and related population and employment growth affects their ability to sustain and improve the services they provide. EPS prepares fiscal analyses of land use plans and growth to provide an overall assessment of the fiscal performance of growth, to compare performance of alternative plans, and to establish fiscal policies and programs. • Budget forecasting and analysis. Local governments often make reference to long-range forecasts of revenues and costs as part of making budget decisions. EPS assists with the preparation of such forecasts, integrating research on real estate trends, analysis of employee benefit costs, projected service levels, expected costs of service, and other i nformation. Such analysis informs current budget decisions to assure that the jurisdiction's budget will be sustainable over the long term. Ec onomic & Planning Sys tems, Inc. 2 M: \Proposa/s\181000\1811 78_ CupertinoOnCal/\181178_ExhlbltA. docx ECONOMIC IMPACT ANALYSIS EPS evaluates the economic impact of a wide range of public-and private -sector activities, including operation of major public or private institutions (colleges, hospitals, etc.), land use plans and projects, key industrial sector output (e.g., technology, agriculture), and proposed government programs and regulations. The firm's economic impact analyses generally focus on quantifiable variables such as employment, employee compensation, and sales. Our economic impact studies often are completed within the context of a project application, land use plan, environmental impact report, regulatory evaluation, resource management plan, or general economic assessment. Services Provided • Input/Output (I/0) Modeling. EPS utilizes a variety of 1/0 software models (e.g., IMPLAN, REMI, and RIMS) as a basis for estimating the direct, indirect, and induced impacts of various economic activities, programs, or events . The appropriate software application is selected according to the specific needs and resources associated with a particular study. • Economic Competitiveness and Industry Analysis. EPS evaluates market conditions and industrial trends as a basis for understanding the competitiveness, specialization, and relationships within and between various sectors or regions of an economy. The firm provides expertise on such industries as biotechnology, social media, environmental technology, agriculture, tourism, trade, entertainment, and other economic "clusters" to determine how they perform in or impact a region. • Regional Growth Forecasting. EPS forecasts changes in local and regional employment, population, and other socioeconomic variables as a basis for assessing and contextualizing economic impacts. Such projections are based on meta-analysis of published forecasts, demographic trends (e.g., net migration and net natality studies), changes in factors of production, detailed project-or site-specific analysis of development opportunities, and other factors. • Analysis of Secondary Economic Impacts. EPS has become a leader in documenting and quantifying the secondary economic impacts that often result from an initial economic activity, project, or program. These include positive economic and societal effects such as contributions to economic productivity (e.g., through education, technological innovation, knowledge transfer, and time savings), quality of life, health and safety, and placemaking, as well as negative secondary impacts such as regulatory delay and uncertainty. Economic & Planning Systems, Inc. 3 M: \Proposals \181000\181178_CupertinoOnCall\181178_ExhibitA .docx REAL ESTATE MARKET AND FEASIBILITY ANALYSIS EPS prepares rigorous real estate market and financial feasibility analyses for private and public- sector clients. EPS 's market analyses provide a research -based assessment of real estate market trends to esti mate potential market support for real estate projects, master plans, or comprehensive land use plans. These market analyses range from straightforward evaluations of existing market information to detailed project-specific market forecasts using consumer surveys and other primary research. EPS's financial feasibility analyses evaluate the potential financial returns and related feasibility of a real estate project, drawing on market research-determined pricing and absorption , analysis of development-related costs, and an understanding of investor objectives. Feasibility analyses typ ically rely on proforma cash flow models that can test feasibility under a range of project alternatives, market assumptions, financing and partnership options, disposition strategies, and measures of financial return. Services Provided • Development programming -EPS helps cl ients assess the type, amount, and phasing of development within a specific project or a land use plan, assuring that the project or plan is responsive to market conditions and financial requirements. • Entitlement-related financial negotiations -EPS supports clients engaged in negotiations regarding project financing for public infrastructure, amenities, and services. Objective and detailed analysis allows public and private sectors entities reach balanced and endurable development and community benefit agreements . • Due diligence studies -EPS assists clients in making determinations regarding property acquisitions, dispositions and other transactions. his ass istance documents development constraints, entitlement process requirements, infrastructure investments and other factors that may affect value of a property. • Eminent domain and bankruptcy valuation -EPS assists clients seeking to establish the market value of real property in eminent domain cases where land is taken for publ ic purposes . EPS collaborates with real estate appraisers in these assignments and regularly provides expert testimony in legal proceedings. • Transaction pricing -EPS helps clients determine the appropriate price of real estate in the context of purchase and sale agreements, long-term leases, joi nt-venture partnerships, public-private deals, and owner participat ion agreements . • Disposition and development -EPS ass ists clients in formulating strategies for adding value and disposition and development of real estate assets . This effort seeks to maximize value and other benefits of real estate assets. • Asset valuation and repositioning -EPS helps owners, investors, and developers of distressed real estate properties understanding the current and potential value of a property, and determining the best course of action regarding repos itioning, rest r ucturing, and/or disposition. Economic & Planning Sys tems, In c. 4 M: \Proposals\181 OOO\l 8117B_CupertinoOnCall\l 81178_Exhlb/tA . docx EXHIBIT B: Service Order Form CUPERTINO Date Submitted: City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Service Order Form Date Due: ( 408) 777-3308 Planning (408) 777-3228 Building (408) 777-3228 Public Works --------------------- Applicant Name: -------------------------- Project Address/ APN: ------------------------ Project Description: Consultant's Scope of Work: ---------------------- Other: ----------------------------- Deposit Receipt#: ______ _ Amount: ---------- Transmitted by: -------------------------- Phone No. -------------- EXHIBIT C: EPS Billing Rates • Exhibit C: EPS Billing Rates Calendar Vear EPS Title/ Position 2018 2019 2020 2021 2022 Managing Principal II $315 .00 $325.00 $335.00 $346 .00 $357 .00 Managing Principal I $275.00 $284 .00 $293.00 $302 .00 $312 .00 Senior Principal $315 .00 $325.00 $335.00 $346.00 $357 .00 Principal $255.00 $263 .00 $271.00 $280.00 $289 .00 Executive/Senior Vice President $235 .00 $243 .00 $251.00 $259.00 $267.00 Vice President $215.00 $222 .00 $229.00 $236.00 $244.00 Senior Technical Associate $215 .00 $222 .00 $229.00 $236 .00 $244 .00 Senior Associate $195 .00 $201.00 $208.00 $215 .00 $222 .00 Associate $160 .00 $165 .00 $170 .00 $176 .00 $182.00 Research Analyst II $135 .00 $140 .00 $145.00 $150.00 $155.00 Research Analyst I $90.00 $93 .00 $96.00 $99 .00 $102 .00 Production and Administrative Staff $90 .00 $93 .00 $96 .00 $99 .00 $102.00 Exhibit C Notes: 1) Not-to-exceed on-call contract value is up to $20,000 per calendar year through 2022 . 2) EPS will bill time for work performed at the rates specified above . 3) Expenses for travel , data, facs i miles, copying, and other project-related items are billed at cost, without markup . 4) Invoices are submitted monthly and are payable on receipt . Eco nomic & Planning Systems, In c. 1214/20 18 M :\Proposa/s\ 181000\ 181 178_ C upertina0nCa/f\18 117B_ExhlbitC.xlsx