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19-015 Kaizen InfoSource, LLC., for Enterprise Content Management (ECM) Rd map FIRST AMENDMENT TO AGREEMENT 19-0155 BETWEEN THE CITY OF C_.UPERTINO AND KAIZEN INFOSOUR .F„ LL,C FOR RECORDS AND INFORMATION MANAGEMENT CONSULTING SERVICES This First Amendment to Agreement 19-015 between the City of Cupertino and Kaizen 1nfoSource LLC, for reference dated 5/16/2019, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and, Kaizen Infosource a Limited Liability Company ("Consultant") whose address is 1541 Stoner Ave#4, Los Angeles, CA. 90025 and is made with reference to the following: RECITALS: A. On 1/15/2019, an agreement was entered into by and between City and Consultant (hereinafter "Agreement") for Enterprise Content Management(ECM) Roadmap Services. The agreement will expire on 10/15/2019, B. The Agreement and the First Amendments are collectively referred to as the "Agreement"unless otherwise indicated. C. City and Consultant desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: I. Services Exhibit A to the Agreement is replaced with the Exhibit A attached to this Amendment. 2. Compensation Paragraph 4.1 of the Agreement is modified to read as follows: Maximum Compensation. City will pay contractor for satisfactory performance of the Services an atnount that will based on actual costs but that will be capped so as not to exceed $100,500. 3. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CONSULTANT CITY OF 7CJUR�INO By By Title 4-44 CEO Title Ci, Manager RECOMMENDED OR PPROV ROVED AS TO FC44�t— By Title Chief Technology Officer City Attorney A ST: City Clerk EXPENDITURE DISTRIBUTION PO #2019-516 610-35-986 700-702 100-32-308 700-702 Original $53,500 Amendment#1: $47,000 Amendment#2: Total: $100,500 EXHIBIT A KAIZEN INFOSOURCE May 9, 2019 Delivered via email Mr. Bill Mitchell, Chief Technology Officer And Ms. Teri Gerhardt Project Manager Innovation Technology City of Cupertino, CA Re: Quote for Records and Information Management Consulting Services Dear Bill and Teri, Thank you for asking Kaizen InfoSource LLC ("Kaizen") for a quote for additional services to help the City achieve success in implementing the Strategic Roadmap. Kaizen has developed/drafted many Retention Schedules and File Plans for automating the retention rules over the last ten years. Following is the list of services, our approach and the approximate timeline for completion. Services and Approach 1. Modernize the Retention Schedule After reviewing the current Retention Schedule, Kaizen recommended revising and modernizing current format and style that can be configured into the City's Laserfiche system, including automation of retention periods. Kaizen's approach to creating a Retention Schedule is to have broader categories of similar documents and activities with a common retention period and, where possible,to eliminate trigger events. This approach allows the City to use the categories and the retention requirements as part of the criteria for configuring the file structure in Laserfiche, the City's records repository. This simplified methodology makes applying retention requirements to both paper and electronic records much easier. To accomplish this, Kaizen will conduct a series of interviews with subject matter experts from each of the thirteen departments to understand the records they have and how long they need to retain them. Kaizen will use the information garnered from these interviews to prepare a draft of the Retention Schedule. Kaizen will send the draft back to the subject matter experts to ensure we have created the right categories and then review their requirements for retention to make sure none of KAIZEN INFOSOURCE LLC WWW.2KAIZEN.COM Page 2 Proposal for City of Cupertino their requirements violate citations and statutes of limitation. The new Retention Schedule is a single document for the entire City that has a standard style and format and that has been modernized. After Kazien has facilitated the review of the revised Retention Schedule with subject matter experts within each department, Kaizen can assist in the preparation of the Resolution and Staff Report for Council adoption. In addition,for better understanding and application of the Retention Schedule requirements, Kaizen will develop training presentations for employees. Kaizen will provide up to two in-person training sessions at a mutually agreed upon time. . Deliverables: Updated Final Draft Retention Schedule, Training Presentation Slides for Employees, and provide up to two training sessions on how to read and use the Retention Schedule. Estimated Time: Estimated time to complete this task is two to three months. 2. Develop File Plans and Metadata Requirements for each Department Kaizen will meet with each department one more time to develop their File Plans—folder structures and metadata requirements—that will be used to index and search for documents in the Laserfiche repository. Kaizen will also meet with the System Administrator to understand if there are field/indexing requirements in other major applications that have potential for future integration with Laserfiche,which will therefore need to be considered as part of the standard for Laserfiche indexing fields. The goal is to establish standardized document input templates and indexing criteria across the City to improve findability of documents. Deliverable: File Plans and Metadata Requirements for each Department Estimated Time:The estimated time to develop the File Plans and metadata requirements is two to three months. PROJECT COST: Task 1: Modernize the Retention Schedule $15,000 Task 2: Employee training on how to read/use the $ 4,500 Retention Schedule and two training sessions Task 3: File Plans and metadata requirements $20,000 EXPENSES: All travel expenses are billed as pass through and are in addition to the prices for services quoted above. Expenses are not anticipated to exceed$7,500.00. KAIZEN INFOSOURCE LLC WWW.2KAIZEN.COM Page 3 I`\ Proposal for City of Cupertino CLIENT CONTACT: Teri Gerhardt City of Cupertino (408) 777 -3311 TeriG@cupertino.org KAIZEN Helen Streck CONTACT& President and CEO PAYMENT INFO: (805) 231-3026 hstreck@2kaizen.com Thank you for the opportunity to provide you with a quote for the above services. meC.ef"L St1L & Helen Streck Kaizen InfoSource LLC (805) 231-3026 hstreck@2kaizen.com KAIZEN INFOSOURCE LLC WWW.2KAIZEN.COM �om py- Marilyn Monreal prod L�oib��� J Subject: FW: ECM Roadmap Insurance From:Teri Gerhardt Sent:Tuesday,January 29, 2019 11:53 AM To: Lisa Maletis-Massey<LisaMM@cupertino.org> Subject: FW: ECM Roadmap Insurance Hi Lisa, See Joe's email below. Also the workers compensation insurance does not apply in this case because they do not have employees. They are owners and use subcontractors from time to time. Thanks, Teri Gerhardt GIS - Manager Innovation Technology TeriG@cupertino.org (408) 777-331 1 CUPERTINO 0000000 From: Costamagna,Joseph [maiIto:ioseph.costamagna@Vorkrisk.com] Sent:Tuesday,January 29, 2019 11:42 AM To:Teri Gerhardt<TeriG@cupertino.org>; Bill Mitchell <BillM@cupertino.org> Subject: Re: ECM Roadmap Insurance Hi Teri and Bill, Based on our conversation this morning, the risks associated with this service appear to be minimal and professional liability does not need to be required. l appreciate the explanation and your attention to our guidelines! All good to go from our perspective. Thank you. Joe Joe Costamagna Senior CO17S111ta71t,Litigation Management m. 415.407.4157 o. 916.290.4614 1 w 1750 Creekside Oaks Drive, Suite 200 < Sacramento, CA 95833 YORKRISK.COM Notes and suggestions contained in this communication are made by York staff for the purpose of recommending best risk management practices and enhancing the risk management decisions made by York clients and member agencies.NOTHING CONTAINED IN THIS EMAIL IS INTENDED TO BE, NOR SHOULD BE CONSTRUED AS, LEGAL ADVICE. York clients and member agencies are encouraged to seek appropriate counsel with legal professionals to address legal questions. i From: Costamagna,Joseph [ma i Ito:joseph.costamagna@yorkrisk.com] Sent: Sunday,January 27, 2019 2:52 PM To:Teri Gerhardt<TeriG@cupertino.org> Cc:Jcostamagna@bickmore.net Subject: Re: ECM Roadmap Insurance Hi Teri, Any time the City is hiring a consultant to deliver professional services we really need to be sure the consultant is carrying Professional Liability coverage. This protects the City(and helps offset claims costs for the consultant)in case there is an error or omission in the consultant's work that causes financial loss to the City. I would consider waiving this for a construction project, for instance,but not for this work. For the workers compensation, do they not have employees? If they do,they are required by law to carry it and thus it shouldn't be a problem for them to provide us a certificate. Please let me know if I am missing something! Thanks Joe Joe Costamagna Senior Consultant,Litigation Management m. 415.407.4157 o. 916.290.4614 1750 Creekside Oaks Drive, Suite 200 Sacramento, CA 95833 YORKRISK.COM 2 Notes and suggestions contained in this communication are made by York staff for the purpose of recommending best risk management practices and enhancing the risk management decisions made by York clients and member agencies. NOTHING CONTAINED IN THIS EMAIL IS INTENDED TO BE, NOR SHOULD BE CONSTRUED AS, LEGAL ADVICE. York clients and member agencies are encouraged to seek appropriate counsel with legal professionals to address legal questions. On Sat, Jan 26, 2019 at 8:52 AM Teri Gerhardt <TeriG(c cupertino.org> wrote: Hi Joe, We are asking you to waive Cupertino's insurance requirements for professional liability and worker's comp for the ECM Roadmap contract. We have retained insurance documents for commercial general liability (with endorsement and waiver of subrogation) and auto insurance from the contractor, Kaizen. Project Summary: Develop a ECM three year roadmap document including: An assessment of our current ECM environment. - recommended content management framework containing policies, procedures, standards, and guidelines - develop metadata model to ensure metadata is entered and captured consistently - Document ways to streamline our current workflows, processes, and procedures for interacting with the ECM system, based on industry best practices - evaluate Cupertino's current Laserfiche infrastructure framework and provide for future scalability Our ECM Roadmap Project Charter and contract are attached for further details regarding this project. Thank you for your consideration. Teri 3 -b6606NaB CITY OF isPROFESSIONAL/CONSULTING SERVICES AGREEMENT CUPERTINO 1. PARTIES This Agreement is made and entered into as of 1/15/2019 ("Effective Date") by and between the City of Cupertino, a municipal corporation ("City"), and Kaizen InfoSource LLC ("Contractor"), a Limited Liability Company for ECM(Enterprise Content Management)Roadmap 2. SERVICES Contractor agrees to provide the services and perform the tasks ("Services") set forth in detail in Scope of Services, attached here and incorporated as Exhibit A. 3. TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on 10/15/2019 ("Contract Time"),unless terminated earlier as provided herein. Contractor's Services shall begin on 1/15/2019 and shall be completed by 10/15/2019 3.2 Schedule of Performance. Contractor must deliver the Services in accordance with the Schedule of Performance, attached and incorporated here Exhibit B. 3.3 Time is of the essence for the performance of all the Services. Contractor must have sufficient time, resources, and qualified staff to deliver the Services on time. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $53,500.00 ("Contract Price"),based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor's actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City. 4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty(30) days of completion of Services,Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement. Project ECM Roadmap I Page 1 of 8 Professional/Consulting Contracts Mersion:May 22,2018 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 perform 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 certified 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 terms 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 provided by City to Contractor 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. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document or other information 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 property 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. Project ECM Roadmap Page 2 of 8 Professional/Consulting Contracts lVersion:Mav 22,2018 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third parry 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 original 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 information 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 is considered an assignment of the Agreement and subject to City approval, which shall not be unreasonably withheld. Control means fifty percent (50%)or more of the voting power of the business entity. 10. PUBLICITY/SIGNS Any publicity generated by Contractor for the project under this Agreement, during the term of this Agreement and for one year thereafter, will reference the City's contributions in making the project possible. The words "City of Cupertino" will be displayed in all pieces of publicity, including flyers,press releases,posters,brochures,public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this 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 Project ECM Roadmap Page 3 of 8 Professional/Consulting Contracts Mersion:May 22,2018 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 of action, demands, I' charges, losses, costs and expenses (including attorney fees, legal costs and expenses related to I' 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 performance 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 D, 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 terminating 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 perform. Contractor is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act. Project ECM Roadmap Page 4 of 8 Professional/Consulting Contracts Version:May 22,2018 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 1720 and other labor laws. i 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 its 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 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. 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 Teri Gerhardt 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. Contractor Project Manager. Subject to City approval, Contractor assigns Helen Streck as its single Representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. Contractor's Project manager is responsible for coordinating and scheduling the Services in accordance with the Scope of Services and the Schedule of Performance. Contractor must regularly update the City's Project Manager about the progress with the work or any delays, as required under the Scope of Services. City written approval is required prior to substituting a new Representative. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts therefor at any time. Contractor will be compensated for satisfactory Services performed through the date of abandonment, and will be Project ECM Roadmap Page 5 of 8 Professional/Consulting Contracts/[version:May 22,2018 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 of ten percent (10%) of the total time expended to date in the performance of the Services. 16. TERNIINATION 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 p g 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. 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 writing and signed by each Party's authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between the main Agreement and the attachments or exhibits thereto, the text of the main Agreement shall prevail. Project ECM Roadmap Page 6 of 8 Professional/Consulting Contracts/Version:May 22,2018 i 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 term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. 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 City of Cupertino To Contractor: Kaizen InfoSource LLC 10300 Torre Ave.,Cupertino CA 95014 1541 1af@&Nu aa_LLC- $ g-r Los Angeles,CA 90025 Attention:Teri Gerhardt Attention: Helen Streck Email: terig@cupertino.org Email:hstreck@2kaizen.com 2kaizen.com 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. Project ECM Roadmap Page 7 of 8 Professional/Consulting Contracts/version:May 22,2018 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 executed. CONTRACTOR CITY OF CUPERTINO A Municipal Corporation Kaizen InAlosource LL�& /� B By CJL y Name Pilar McAdam Name Bill Mitchell Title Partner Title Chief Technology Officer Date January 30.2019 Date Tax I.D.No.:27-1571554 APPROVED AS TO FORM: -p,NeS tv-\ ,nAe-f— Cupertino A City Attorney AT"1' IS 1 GRACE SCHMIDT City Clerk Project ECM Roadmap Page 8 of 8 Professional/Consndting Contracts/Version:Alay 21.2018 Exhibit A ECM Roadmap Proposal For CITY OF CUPERTINO City of Cupertino Innovation and Technology Department ` By NFOSOrURCE Kaizen InfoSource LLC December 7, 2018 (Revised January 14, 2 019) r�4 ECM 3-Year Roadmap Proposal City of Cupertino Statement of Need The City of Cupertino (the "City") is seeking professional consulting services to assist with a 3-Year Roadmap for revitalizing and remodeling how the City currently uses and approaches the implementation of an ECM solution for each of the departments. Kaizen understands that the City implemented a Laserfiche system. Developing a roadmap requires an understanding of where the City is today, past assessments for governance, and how the different departments operate. Common naming conventions within a department as well as metadata structures are critical to the City for long term success and to adapt to information growth. Metadata must be consistent and naming convention standardized within each department and,where possible, across department,to ensure the findability and access to information is easy and successful. Project Objectives The objectives of this proposal and project include: • To assure the City of the requirements needed to develop the framework to automate rules and workflow • To enable the City to capture the appropriate and standardized metadata of electronic records • To maximize the capabilities of the current ECM technology to its fullest About Kaizen InfoSource LLC Kaizen InfoSource LLC ("Kaizen") is a Records and Information Management (RIM) and Records Technology consulting company,founded in 2009,that specializes in creating focused solutions to directly meet the needs and goals of the client both in the near-term and into the future. The Kaizen team of consultants (see Appendix A)to be assigned to the City of Cupertino project has the necessary knowledge and experience to develop a three-year roadmap for improved use and governance of records within their Laserfiche ECM solution. Kaizen has worked with over 15 different government agencies within the State of California and has assist with information governance,system design, and implementation to meet the needs of the City, and the approach that works best in government environments. Kaizen's Approach and Proposal Overview First and foremost, Kaizen works to develop a systematic approach and roadmap to implementing any ECM solution. Kaizen's approach to completing this project and meeting the needs of the City are to first ._. ._.. _._.. ECM 3-Year Roadmap Proposal City of Cupertino understand the current governance documentation (policy, procedures,retention), past assessments and recommendations, business process workflows, and organizational culture. Records and Information Management is a major component of implementing a successful ECM solution and an understanding of its current state is critical in developing recommendations and a strategic roadmap. Kaizen recommends that the project tasks and deliverables be completed in the following manner: 1. Kickoff Meeting. Kaizen begins each project with a kickoff meeting with the City's Project Team to define the specific tasks, roles and responsibilities for both Kaizen and the City and refine the timeline for completing each task. This first step is critical to level-set expectations for both the tasks and the project timeline. Kaizen will provide the City with a simplified plan that also serves as a dashboard to track progress. Deliverables: Project Plan,Timeline and RACI (Responsible,Accountable, Consulted, Informed) Chart Estimated time: It is estimated that this will take three days. 2. Evaluate the Current Environment. The first phase is a discovery phase. Collect and review current policies and procedures that exist at a city-wide level and at department levels. Review past assessments for Records and Information Management to assess recommendations and to evaluate the City's efforts in implementing the recommendations. Kaizen will evaluate if current policies and retention requirements being applied to documents within Laserfiche and how improvements can be made. In addition, Kaizen will need to evaluate the current configuration and file plan structures within the current Laserfiche system. This evaluation will include discussing the approach with the vendor, ECS. Kaizen has worked with ECS on at least four different implementations and understands what information they require and how they configure the system. As a disclaimer, Kaizen does not configure Laserfiche. Kaizen will need to meet with the departments that are currently using Laserfiche to understand what document types are being added and managed in the system. Kaizen will seek to understand what modules the City is using, how they are using them and how the City had them configured by ECS. Kaizen will need to know if workflow is being applied, how and if all the business processes that have workflow are included. These workflows will be documented and included in the report. Kaizen will evaluate current metadata models followed by the City in configuring file plans and taxonomies for each department. Kaizen will need to understand what the working knowledge level is of each of the users. Are there superusers, how are new hires trained, etc. d ECM 3-Year Roadmap Proposal City of Cupertino 1 These steps, documentation, interviews with the departments and review of the current Laserfiche system will provide the "as is" state for the City. Estimated time:The estimated elapsed time to complete Task 2 is three to four weeks. 3. Determine the long-term vision for the City. The next step is to work with the City Team to develop the long-term vision for the use of Laserfiche, Information Governance and compliance. This vision is the point to which the City will want to work on the Roadmap. Kaizen will also need to know how the City wants to integrate Laserfiche with other applications being used by the City. The City using an on-premise system version 10.2 of Laserfiche. This approach will drive how the City changes and approaches integration with other applications in the future. Kaizen will also need to work with the City to determine if the City has the latest Laserfiche version and has all the modules to achieve this vision. Any gap in the technology will be noted in the Findings Report and Recommendations. Deliverable: Task 2 and 3 will be a Findings and Recommendations Report. Estimated time:The estimated elapsed time is estimated at two to three months. 4. Develop an implementation plan for departments to move their documents into Laserfiche. The implementation plan would be designed so that any of the departments could follow the activities or steps for moving documents from a shared or personal drive into Laserfiche in the new configuration. The implementation plan would provide the priority order tasks that each department will need to do or follow in order to determine which documents need to move into Laserfiche,which folder should documents be moved into,and if documents are not going to be moved, what is the best approach for applying retention and security. Included in the plan will be a step that defines the processes to assure more documents are not added to the shared or personal drives. This task requires one to two meetings with the three departments who will need to move their documents, reviewing current folder structures and writing a plan for transitioning or migrating documents to Laserfiche. Deliverable: Implementation Plan for departments to follow when moving documents into Laserfiche. Estimated time:The estimated elapsed time is estimated at two to three weeks. ECM 3-Year Roadmap Proposal City of Cupertino 5. Develop the 3-Year Roadmap. Kaizen will develop a roadmap of initiatives and milestones that will need to be accomplished by the City in order to achieve the long-term vision. Kaizen's roadmap includes the following information: a. Initiative b. Milestones c. Estimated elapsed time to complete the work d. Estimated resource requirements e. Responsibility f. Status The format for the roadmap will be discussed with the City Team and mutually agreed upon by Kaizen and the City. The importance of the template and the "Status" column is to have a Roadmap that identifies all the work and resources needs, serves as the path to success and as the dashboard for tracking activities and success. Kaizen will also develop a metadata model that the City can use in developing file plans and configuring the structure for the City. The Roadmap will include the work that is needed to develop new workflows and procedures as well as work that will need to be accomplished to revise any existing procedures/practices and/or workflows already established. Kaizen will also work with the City Team to determine the best practices for managing documents that are not records and if those documents can be managed more efficiently. Any agreed upon practices will be included in the Roadmap. Deliverable: Task 4 will be a 3-Year Roadmap, Metadata Model and Presentation to Leadership. Estimated time: The estimated elapsed time is one to two months. Exhibit B Project Timeline and Schedule Kaizen can begin the project mid-January 2019 and the assessment with the conclusion of a Roadmap will take an estimated six to seven months to complete. ECM 3-Year Roadmap Proposal City of Cupertino Exhibit C Project Investment Task 1- Kickoff Meeting and Plan $ 2,500.00 Task 2 &3- Project Discovery Phase,documentation of current $25,000.00 Workflows and Findings Report with Recommendations Task 4- Implementation Plan for departments $ 7,000.00 Task 5— 3-Year Roadmap, Metadata Model and Leadership $14,500.00 Presentation Helen Streck President and Consultant $205 Pilar McAdam Partner and Consultant $200 Sanger Cushing Consultant $75 The total price for the five (5)tasks included in this project is $49,000. Invoices will be submitted monthly. These deliverables and their prices can be modified to match the actual work completed by Kaizen. Expenses for travel are in addition to the price of the work and will be sent as pass through,without any additional markup. Anticipated expenses are not to exceed $4,500. KAIZEN CONTACT Helen Streck President and CEO (805)321-3026 hstreckg2kaizen.com ECM 3-Year Roadmap Proposal City of Cupertino APPENDIX A—EXPERIENCE OF KAIZEN TEAM Helen Streck/ President and CEO Ms.Streck has over 30 years of experience in information management design and implementation for both private corporations and public entities. Streck has also been deposed four times and interviewed by the U.S. Attorney's office for describing and defending her RIM Program designs and practices. Prior to coming to Kaizen, Streck served as records management consultant for Shook, Hardy& Bacon LLP. She has served as director of corporate records and information management for pharmaceutical companies, and Records Manager and consultant for municipal government agencies and law firms. She has crafted information management program strategies for diverse organizations and built concrete, actionable steps for implementation across a broad spectrum of domestic and international clients. Streck is active in ARMA International where she is a presenter for ARMA at international conferences. In addition,she has published articles in various professional newsletters, and a past contributor to the monthly columnist for the AIIM Infonomics magazine for the Association for Information and Image Management (AIIM). Pilar McAdam,CRM, ERMm/Information Governance Partner Ms. McAdam is a Certified Records Manager with more than 35 years of experience in records and information governance. At Kaizen, Pilar has worked with clients in both the public and private sectors, including municipalities, transit companies, utilities, educational institutions, insurance companies and pharmaceutical organizations. Ms. McAdam has been a Manager of Business Intake& Records at Sheppard Mullin Richter& Hampton, LLP,Team Lead for the Records and Information Management Program at The Boeing Company and corporate Records Manager for Hughes Electronics. Ms. McAdam's experience includes policy and procedure development, retention scheduling, business process analysis, and coordination of training and compliance programs. Ms. McAdam has also served multiple terms as president of the Greater Los Angeles chapter of ARMA International, four years as a trustee on the board of the ARMA International Educational Foundation and four years as a region coordinator for the Pacific region. Sanger Cushing/Information Governance Consultant Sanger Cushing is the newest addition to Kaizen Infosource as a Consultant who demonstrates successful goal organization and implementation. After spending more than eight years in customer service with various companies, Sanger has the capability to quickly grasp the unique needs of an organization and how to efficiently provide clear solutions to any challenge.While working for Surfer's Healing,a non-profit camp for children with autism, she designed and implemented a training manual containing policies and procedures.Sanger holds a bachelor's degree in Human Development from California State University San Marcos. Her experience in research and planning has created the ability to analyze and interpret procedural systems in any dynamic environment. EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Consultant shall procure prior to commencement of Services and maintain for the duration of the contract,at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location(ISO Form CG 25 03 or 25 04)or it shall be twice the required occurrence limit. a. It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be(i)the minimum coverage/limits specified in this agreement; or(ii)the broader coverage and maximum limits of coverage of any insurance policy,whichever is greater. b. Additional Insured coverage under Consultant's policy shall be "primary and non-contributory," will not seek contribution from City's insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 01 (04/13). c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance,provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary 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. O Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant's profession, with limits no less than $2,000,000 per occurrence or$2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five(5)years after completion of the Services. c. If coverage is canceled or non-renewed,and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date,the Consultant must purchase"extended reporting"coverage for a minimum of five(5) years after completion of the Services. OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: 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 CGL policy. General Liability coverage can be provided in the form of an endorsement to Consultant's insurance(at least as broad as ISO Form CG 20 10(11/85)or both CG 20 10 and CG 20 37 forms, if later editions are used). Primary Coverage Coverage afforded to City/Additional Insureds shall be primary in�ce. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant's insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment ofpremiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Consultant, its employees, agents and subconsultants. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City. At City's option, either: the insurer must reduce or eliminate the 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-VH, 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 CGL 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 byConsultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature of the risk,prior experience,insurer or other special circumstances,with not less than ninety(90) days prior written notice. Exh.D-Inszcrance Requirements for Design Professionals&Consultants Contracts Form Updated Feb. 2018 2 ATE ACC) CERTIFICATE OF LIABILITY INSURANCE D01115/20 9rr) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONTACT PRODUCER STATE FARM INSURANCE COMPANIES NAME: BOB ARNOLD BOB ARNOLD,AGENT, LICENSE#0824418 PHONE .925-867-1600 A/C No):925-867-0900 3130 CROW CANYON RD, SUITE E ADDRIEss:BOB BOBARNOLD.ORG SAN RAMON, CA 94583 INSURERS AFFORDING COVERAGE NAIC# - INSURER A:State Farm General Insurance Company 25151 INSURED KAIZEN INFOSOURCE LLC INSURERB: 1541 STONER AVENUE#4 INSURERC: LOS ANGELES, CA 90025-2804 INSURER D: 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. INSR ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR TYPE OF INSURANCE POLICY NUMBER MMIDD MMIDDIYYYY A GENERAL LIABILITY �� 97-BL-L967-1 01/05/2019 01/05/2020 EACH OCCURRENCE $ 5,000,000 DAMAGE TO RENTED 300,000 X COMMERCIAL GENERAL LIABILITY PREMISES Ea Occurrence $ CLAIMS-MADE X OCCUR MED EXP(Any one person) $ 5,000 X PRIMARY PERSONAL&ADV INJURY $ 5,000,000 X NON-CONTRIBUTORY GENERALAGGREGATE $ 10,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 10,000,000 X POLICY PE LOC $ AUTOMOBILE LIABILITY ❑ COMBINED SINGLE LIMIT Ea accident $ ANY AUTO BODILY INJURY(Par person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS Per accident UMBRELLA LIAB HOCCUR ❑❑ EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION WC STATUS O AND EMPLOYERS'LIABILITY Y/N TOR LIMITS ERR ANY PROPRIETORIPARTNER/EXECUTNE❑ N/A❑ E.L.EACH ACCIDENT $ OFFICE/MEMBER EXCLUDED? (Mandatory In NH) E.L.DISEASE-EA EMPLOYE- $ If yes,describe under nr.RQ.R1PTinN nF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) JOB:KAIZEN INFOSOURCE-CITY OF CUPERTINO RIM Consulting Services-January 15,2019 to October 31,2019 City of Cupertino,its City Council,Boards and Commissions,Officers,Officials,Employees,Agents,Servants,Volunteers and Consultants are added as additional insureds as required by written contract in respects to General Liability,per attached. The General Liability policy evidenced herein is Primary& Non-Contributory where required by written contract with the named insured. A Waiver of Subrogation is granted in favor of the additional insureds with respects to General Liability in accordance with the policy's provisions,per attached. CERTIFICATE HOLDER CANCELLATION CITY OF CUPERTINO SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 10300 TORRE AVENUE ACCORDANCE WITH THE POLICY PROVISIONS. CUPERTINO, CA 95014 AUTHORIZED REPRESENTATIVE ©1988-2010 ACOftD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD 1001486 132849.8 01-23-2013 SK Policy No. G 97 BLL967 1 2931-FA5A CMP-4787 Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY CMP-4787 WAIVER OF TRANSFER OF RIGHTS OR RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Policy Number: G 97 BLL967 1 Named Insured: KAIZEN INFOSOURCE LLC 513 PIATTA CT BRENTWOOD CA 94513-7036 Name And Address Of Person Or Organization: CITY OF CUPERTINO, ITS CITY COUNCIL, BOARDS AND COMMISSIONS, OFFICERS, OFFICIALS, EMPLOYEES, AGENTS, SERVANTS, VOLUNTEERS AND CONSULTANTS 10300 TORRE AVENUE CUPERTINO, CA 95014 The following is added to Paragraph 10.b. of SECTION I AND SECTION 11 — COMMON POLICY CONDITIONS: We waive any right of recovery we may have against the person or organization shown in the Schedule because of payments we make for injury or damage arising out of: a. Your ongoing operations; or b. "Your work" done under contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule. All other policy provisions apply. CMP-4787 ©,Copyright,State Farm Mutual Automobile Insurance Company,2008 1006225 137715.1 11-19-2013 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. 6.1 SK Policy No. G 97 BLL967 1 2931—FASA CPage 18of2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CMP-4786.1 ADDITIONAL INSURED — OWNERS, LESSEES, OR CONTRACTORS (Scheduled) This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Policy Number:G 97 BLL967 1 Named Insured: KAIZEN INFOSOURCE LLC 513 PIATTA CT BRENTWOOD CA 94513-7036 Name And Address Of Additional Insured Person Or Organization: CITY OF CUPERTINO, ITS CITY COUNCIL, BOARDS AND COMMISSIONS, OFFICERS, OFFICIALS, EMPLOYEES, AGENTS, SERVANTS, VOLUNTEERS AND CONSULTANTS 10300 TORRE AVENUE CUPERTINO, CA 95014 1. SECTION II — WHO IS AN INSURED of b. If coverage provided to the additional in- SECTION 11 — LIABILITY is amended to in- sured is required by a contract or agree- clude, as an additional insured, any person or ment, the insurance provided to the organization shown in the Schedule, but only additional insured will not be broader than with respect to liability for "bodily injury", that which you are required by the contract "property damage", or "personal and advertis- or agreement to provide for such addition- ing injury" caused, in whole or in part, by: al insured; and a. Ongoing Operations c. If the contract or agreement between you (1) Your acts or omissions; or and the additional insured is governed by (2) The acts or omissions of those acting California Civil Code Section 2782 or on your behalf; 2782.05, the insurance provided to the additional insured is the lesser of that in the performance of your ongoing opera- which: tions for that additional insured; or (1) Is allowed for the satisfaction of a de- b. Products—Completed Operations fense or indemnity obligation by Cali- "Your work" performed for that additional fornia Civil Code Section 2782 or insured and included in the "products- 2782.05 for your sole liability; or completed operations hazard". (2) You are required by contract or However, Paragraph 1. above is subject to the agreement to provide for such addi- following: tional insured. a. The insurance afforded to the additional We have no duty to defend or indemnify the insured only applies to the extent permit- additional insured under this endorsement un- ted by law; til a claim or "suit" is tendered to us. CO,Copyright,State Farm Mutual Automobile Insurance Company,2013 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. CONTINUED CMP-4786.1 Page 2 of 2 2. Any insurance provided to the additional in- (3) The nature and location of any injury sured shall only apply with respect to a claim or damage arising out of the "occur- made or a "suit" brought for damages for rence" or offense; which you are provided coverage. b. Tender the defense and indemnity of any 3. With respect to the insurance afforded to the claim or "suit' to us and to all other insur- additional insured, the following is added to ers who may have insurance potentially SECTION II — LIMITS OF INSURANCE: available to the additional insured; and If coverage provided to the additional insured c. Agree to make available any other insur- is required by contract or agreement, the most ance the additional insured has for de- we will pay on behalf of the additional insured fense or damages for which we would will be the lesser of the amount of insurance: provide coverage under SECTION II — a. Required by the contract or agreement; or LIABILITY. b. Available under the applicable Limits Of 5. With respect to the insurance afforded the ad- Insurance shown in the Declarations. ditional insured, the following replaces SEC- TION II —LIABILITY of Paragraph 7. Other This endorsement shall not increase the ap- Insurance of SECTION I AND SECTION II — plicable Limits Of Insurance shown in the COMMON POLICY CONDITIONS: Declarations. a. This insurance is primary to and will not 4. With respect to the insurance afforded to the seek contribution from any other insurance additional insured, the following is added to available to the additional insured, provided Paragraph 3. Duties In The Event Of Occur- that the additional insured is a named in- rence, Offense, Claim Or Suit of SECTION sured under such other insurance. II — GENERAL CONDITIONS: b. Regardless of any agreement between The additional insured must: you and the additional insured, this insur- ance is excess over any other insurance a. See to it that we are notified as soon as whether primary, excess, contingent or on practicable of an "occurrence" or an of- any other basis for which the additional in- fense which may result in a claim. To the sured has been added as an additional in- extent possible, notice should include: sured on other policies. (1) How, when and where the `occur- There will be no refund of premium in the event rence" or offense took place; this endorsement is cancelled. (2) The names and addresses of any in- jured persons and witnesses; and All other policy provisions apply. CMP-4786.1 1007033 148011 08-21-2014 ©,Copyright,State Farm Mutual Automobile Insurance Company,2013 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. 1: Interinsurance Exchange of the Automobile Club Automobile Insurance Policy coverages and Limits Renewal Declarations We are pleased to offer you a renewal for your automobile insurance policy. To renew your policy, send at least the minimum payment on or before the due date. Insurance is in effect only for the vehicles, coverages, and limits of liability shown on this declarations page and as set forth in the insurance policy and endorsements. These declarations, together with the contract and the endorsements in effect, complete your policy. If any change to your policy or to the information we have on file results in a premium decrease during the policy period, the m Interinsurance Exchange reserves the right to apply any refund due to your outstanding balance. NAMED INSURED(Item 1.) AUTO POLICY NUMBER:CAA 062857132 N MCADAM, PILAR POLICY PERIOD(PACIFIC STANDARD TIME) 1541 STONER AVE APT 4 POLICY EFFECTIVE DATE: 02-01-19 12:01 AM LOS ANGELES CA 90025-2804 POLICY EXPIRATION DATE: 02-01-20 12:01 A.M. VEHICLES VEH. YEAR MAKE MODEL IDENTIFICATION VEHICLE GARAGE ANNUAL" VERIFIED SALVAGE NO. NUMBER USE ZIP CODE MILES MILEAGE 1 2006 ACUR 3.2TL 19UUA66216AO55877 COMMUTE 90025 5,501 - 7,500 VERIFIED NO COVERAGES AND LIMITS ANNUAL PREMIUMS Coverage is not in effect unless a premium or the word"included"is shown. COVERAGES LIMITS OF LIABILITY Vehicle 1 Vehicle Vehicle Vehicle Vehicle Liability Bodily Injury $500,000 each person/ $500,000 each occurrence $462 Property Damage $100,000 each occurrence $395 Medical $ $20 Excess Medical Payments $5,000 each person Physical Damage (Actual Cash Value unless otherwise stated,less deductible) Vehicle 1 Vehicle Vehicle Vehicle Vehicle Comprehensive ACV $57 (Less Deductible) $250 Collision ACV $408 (Less Deductible) $1000 Car Rental Expense (Per Day) $45 $97 Uninsured Motorist Bodily Injury- $50.000 each person/ $100,000 each accident $90 Uninsured&Underinsured Vehicles Uninsured Deductible Waiver No Coverage: Uninsured Collision ;No Coverage Total Premium $1529 PREMIUM DISCOUNTS "No Coverage"indicates coverage not purchased. Please refer to the enclosed document entitled"Premium Discounts Applied to Your Automobile Policy." Total Annual Premium* $ 1529 * If at any time you choose to pay less than the full balance outstanding, (Includes all applicable discounts.) finance charges of up to 1.5% per month of the balance outstanding will apply Less Policyholder Savings Dividend $ 199 as explained in your billing statements,which are part of these declarations. Net Premium* $ 1330 ** To see the annual mileage for your expiring policy, please refer to the "Notice of Annual Mileage" page contained in your renewal package. CAA0200A PROCESS DATE 12-25-18 PLEASE ATTACH TO YOUR POLICY (SEE REVERSE) E20141014 12252 V4 VL ZU19-ULVU Here is your, Automobile Insurance Policy EXPECT Renewal Declaration Certificate SOMETHING MORETN Vehicle information 2013 Ford Explorer4d 4x2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Vehicle identification Number 1FM5K7F82DGA75944 Vehicle History Level 5 Vehicle Rated Address 401 S SWEETBRIAR AVE,CHATTANOOGA TN 37411-5241 Assigned Driver Helen Streck Other Named Insured(s) Titleholder Helen Streck Vehicle Usage Pleasure Use,10,000 Miles Per Year Or More Vehicle Leasel Purchase Date NOV 1,2013 Additional Discounts ANTI-THEFT,VEHICLE SAFETY 2013 Ford Explorer 4d 4x2 Coverages Limits of liability Premium Bodily Injury Liability: $500,000 Each Person 1$1,000,000 Each Accident $99.09 Property Damage Liability: $100,000 Each Accident $54.72 0 Medical Payments: $2,000 Each Person $10.71 p UninsuredlUnderinsured Motorists- Bodily Injury:$250,000 Each Person 1$500,000 Each Accident $40.60 W Uninsured Motorists- Property Damage:$100,000-$200 Deductible $11.13 Comprehensive: $100 Deductible WlFull Glass $62.42 g Collision: $500 Deductible $76.57 0 Enhanced Exterior Repair Option: Not Included Car Rental: $30 Per Day 1$900 Maximum $13.63 0 Loan/Lease Gap: Not included 0 Extra Equipment: Not Included N Broadened Other Car: Not Included Total Premium $368.87 8600-22317-TN2-1117 Branch:x123 Sep 5 2018 Your Agent is MemberSelect Insurance Company ACG SOUTH INSURANCE AGENCY Policy Number is AUT076790067 LLC 855-647-3846 4 CORRESPONDENCE@AAASOUTH.CON 4 of 7 Policy Term is Oct 10 2018 to Apr 10 2019 Contractor/Consultant Affidavit of No Employees State of California County of Santa Clara City of Cupertino I,the undersigned,declare as follows: vv I am an independent contractor and the owner of ha� `l' Srt�UcSoyrc� LL C 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 Cupertino for any and all employees I may have, pursuant to Section 12 of the City of Cupertino's contract. 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 perjury under the laws of the State of California that the foregoing is true and correct. Executed on this -10/day of JdA-)Aq ,2019, at Z-O.S '+41 e%_ California. PRI NN AME �f SIGNATURE Revised 1.01.19