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19-045 Bear Electrical Solutions, Wolfe Rd & Alves Drive Street Light Infrastructure SystemCITY OF a PUBLIC WORKS CONTRACT $60,000 OR LESS CUPERTINO 1. PARTIES This public works conh·act ("Contract") is made and entered into on February l 8, 2019 ("Effective Date") by and between the City of Cupertino, a municipal corporation ("City"), and BEA R Electrical Solutions , a Corporation ("Contractor") for Wolfe Rd. and A lves Dr. Street Light System Infrastructure Repairs 2. SCOPE OF WORK Contractor will pe1form and provide all labor, materials , equipment, supplies, transportation and any other items or work necessa1y to perform and complete the work required for the Project ("Work"), as required in the Scope of Work, attached here and incorporated as Exhibit A, and in accordance with the terms and conditions of this Contract. 3. TIME FOR COMPLETION 3.1 Term. Th.is Contract begins on th e Effective Date and ends on May 20, 2019 ("Contract Time") unless terminated earlier as provided herein . Conh·actor's Work shall begin on th e date shown on a written Notice to Proceed ("NTP") and must be fully completed within the Contract Time or on the date specifically provided in the Notice to Proceed. The City Engineer will not issue a NTP until the Conh·act is fully executed by both pa1ties and City has received satisfactory proof of insurance and any performance and payment bonds that may be required. 3.2 Time is of the essence for Contractor 's perfonnance and completion of the Work. Contractor must have sufficient time, resources , and qualified staff to deliver the work on time. 3.3 Liquidated damages of$ 200.00 will be charged for each clay of unexc used delay, or City may deduct the amount from Contractor 's payments. Liquidated damages are based on reasonably foreseeable consequences of delay and may include intangible losses which the Patties agree may be difficult to ascertain, such as loss of public confidence in City and its contractors, interfere nc e or los s of use of public facilities, and extended clismption to the public .. 4. COMPENSATION 4.1 Max imum Compensation. City will p ay Contrnctor for satisfactory performance of the Work an amount that will based on actual costs but that will be capped so as not to exceed $34,500.00 I ("Contract Price"), for all of Contractor 's dire ct and indirec t costs, including all labor, materials, supplies, equipment, ta xes, insurance, bonds and all overhead costs. 4 .2 Invoices and Payments . Contractor must submit an invoice on the first clay of eac h month , describing the Work p erformed during the preced ing month , itemizing labor, materi a ls, equipment and Public Works Project Wolfe Rd. and Alves Dr. Street Light Infrastructure Repairs Public Works Contract $6 0,000 !Rev . Jan. 02 , 2019 Page I o f 11 any in c idental costs incuITecl. Contractor will be paid 95% of the undisputed amounts billed within 30 clay s after City receives a properly submitted invoice . Any retained amounts will be included with Contractor's final payment within 60 clays of City's acceptance of the Work as complete. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee of City. Contractor is solely responsible for the means and methods of perfonning the Work and for the persons under this employment. Contractor is not entitled to worker's compensation or any other City benefits. 5.2 Contractor's Qualifications. Contractor wa1rnnts on behalf of itself and its subconh·actors that they have the qualifications and skills to perfom1 the Work in a competent and professional manner and according to the highest standards and best practices in the industry . 5.3 Permits and Licenses. Contractor wairnnts on behalf of itself and its subcontractors that they are properly licensed, registered, and/or certified to perfom1 the Work as required by law , and have procured a City Business License . Contractor shall possess a California Contractor's License in good standing for the following classification(s): C 10 , A, C3 l , C-61/D3 I , which must remain valid for the entire Contract Time. 5.4 Subcontractors. Only Contractor's employees are authorized to work under this Contract. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Contract will apply to any approved subcontractor. 5.5 Tools, Materials and Equipment. Contractor will supply all tools, materials and equipment required to perform the Wark under this Contract. 5.6 Payment of Taxes. Contractor must pay income taxes on the money earned under this Contract. Upon City's request, Contractor will provide proof of payment and will indenmify City for violations pursuant to the indemnification provision of this Contract. 6. CHANGE ORDERS Amendments and change orders must be in writing and signed by City and Contractor. Contractor's request for a change order must specify the proposed changes in the Work, Contract Price, and Contract Time. Each request must include all the suppotting documentation, including but not limited to plans/drawings , detailed cost estimates, and impacts on schedule and completion date. 7. ASSIGNMENTS; SUCCESSORS Contrnctor shall not assign , hypothecate, or transfer this Contract or any interest therein, directly or indirectly , by operation of law or otherwise, without prior wiitten 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 Contract and subject to City approval, which shall not be umeasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity . This Contract is binding on Contractor, its heirs , successors and permitted assigns Pub li c Works Project Wolfe Rd. and Alves Dr. Street Light Infrastructure Repairs Public Works Contract $60 ,000 /Rev. Jan. 02 , 2019 Page 2 o f 11 8. PUBLICITY/ SIGNS Any publicity generated by Contractor for the Project during the Contract Time, and for one year thereafter must credit City contributions to the Project. The words "City of Cupertino" must be displayed in all pieces of publicity, flyers , press releases , posters , brochures , interviews , public service announcements and newspaper articles. No signs may be posted or disp layed on or about City property , except signage required by law or this Contract, without prior written approval from the City. 9. SUBCONTRACTORS 9.1 Contractor must perform all the Work with its own forces , except that Contractor may hi.re qu a lified subcontractors to perform up to 25 % of the Work, provided that each subcontractor is required by contract to be bound by the provisions of this Contract. Contractor must provide City with written proof of compliance with this provision upon request. 9.2 City may reject any subcontractor of any tier and bar a subcontractor from performing Work on the Project, if City in its sole discretion detemunes that subcontractor 's Work falls sho1t of the requirements of tlus Contract or constitutes grounds for rejection under Pub lic Contract Code Section 4107 . If City rejects a subcontractor, Contractor at its own expense must perform the subcontractor's Work or hire a new subcontractor that is acceptable to City. A Notice of Completion must be recorded witlun 15 days after City accepts the Work if the Contract involves work by subcontractors. 10 . RECORDS AND DAILY REPORTS 10.1 Contractor must maintain daily reports cif the Work and submit them to City upon request and at completion of Project. The reports must describe the Work and specific tasks perfo1med, the number of workers , the hours , the equipment, the weather conditions , and any circumstances affecting performance. City w ill have ownership of the repo1ts , but Contractor will be pernutted to retain copies. 10 .2 If applicable , Contractor must keep a separate set of as-built drawings showing changes and updates to the Scope of Work or the original drawings as changes occur. Actual locations to sca le must be identified for all major components of the Work, inc luding mechanical, electrical and plumbing work; HV AC systems ; utilities and utility connections ; and any other components City detennines should be included in the final drawings of the Project. Deviations from the original drawings must be shown in detail , and the location of all main runs , piping , conduit, ductwork, and drain lines must be shown by dimension and elevation. 10.3 Contractor must maintain complete and accurate accounting records of its Work, in accordance with generally accepted accounting principles, which must be available for City review and audit, kept separate from other records, and maintained for four years from the date of City's fin a l payment. Public Works Project Wolfe Rd. and Alves Dr. Street Light Infrastructure Repairs Public Works Contract $60,000 !Rev. Jan . 02, 2019 Pa ge 3 of 11 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active ne g ligence or willful misconduct of City personnel , Contractor shall indemnify , defend, and hold harmless City, its City Council, boards and conmussions, officers, officials, employees, agents, servan ts, vol unteers and consultants ("lndenmitees"), tlu·ough legal counsel acceptable to City, from and against any and all liability , damages, claims, stop notices , actions, causes of action, demands, charges , losses and expenses (including attorney fees, legal costs and expenses related to litigation and disput e resolution proceedings), of every nature arising directly or indirectly from this Contract or in any manner relating to any of the following: (a) Breach of contract, obligations, representations or wairnnties; (b) Performance or nonperformance of the Work or of any obligations under the Contract by Contractor, its employees, agents , servants, subcontractors or subconh·actors ; (c) Payment or nonpayment by Contractor or its subcontractors or sub-subcontractors for Work performed on or off the Project Site ; and (d) Personal injmy, prope1ty damage, or econonuc loss resulting from the work or perfo1mance of Contractor or its subcontractors or sub-subconh·actors. 11.2 Contractor mu st pay th e costs City incurs in enforcing this provision. Contractor must accept a tend er of defense upon receiving notice from City of a third-party claim, in accordance with Califonua Public Conh·act Code Section 9201. At City 's request, Contractor will assist City in the defense of a claim, dispute or lawsuit arising out of tlus Contract. 11.3 Contractor's duties under tlus entire Section are not limited to Contract Price, Workers ' Compensation or other employee b enefits, or the insurance and bond coverage required in this Contract. Notlung in the Contract shall be constmed to give rise to any implied right of indemnity in favor of Contractor against City or any other 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 Contract, a purchase order or other transaction. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit B. Contractor must pro vide satisfactory proof of insurance and maintain it for the Contract Time or longer as required by City. City will not execute the Contra ct until City has approved receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered , and the effective and expiration dates of coverage. Failure to comply with this provision may re sult in City, at it s sole di scretio n and without notice, purchasing insurance at Contractor's expense, deduc t ing the costs from Contractor 's compensation, or ternunating"the Contract. Public Works Project Wolfe Rd. and Alves Dr. Street Light Infrastructure Repairs Public Work s Contract $60 ,000 /Rev. Jan. 02 , 2019 Pa ge 4 of 11 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall co mply with all laws and regulations applicable to this Contract. 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 s tatus of employees perfo1ming the Work, as required by the Immigration Reform and Control Act 13.2 Labor Laws. (a) Contracts of $1,000 or more are subject to the requirements of the California Labor Code, including but not limited to: (i) Prevailing wage laws under Labor Code Section 1775, which require Contractor to pay prevailing wages applicable in Santa Clara County for each craft, classification, or type of worker needed to perform the Work, including health, pension and vacation . The prevailing wage rates are on file with the City Engineer's office and are available online at http ://www .dir.ca .gov/DLSR ; (ii) Apprenticeship requirements under Labor Code Section 1777.5 for Contacts $30 ,000 or more; (iii) Maintain certified payroll records in accordance with Labor Code Sections 1776 and 1812 , and electronically submit them to the Labor Commissioner as required by the regulations of California, Department of Industrial Relations ("DIR"); (iv) Comply with DIR Monitoring, Enforcement and Registration requirements of Labor Code Section 1725 .5 . (b) Contractor must compensate workers who are paid less than prevailing wages or required to work more than a legal day 's work. Contractor will also be required to pay City a penalty of $ 200.00 per worker for each day of violation. (c) As require d by Labor Code Section 1861 , by signing this Contract Contractor ce1tifies as follows: "I am aware of Labor Code Section 3700 which requires every employer to be insured against liability for workers' compensation or to unde1take self-insurance in accordance with the provisions of that code, and I will comply with such provisions before conm1encing the Work on this Contract." 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race , religious creed, color, ancest1y , 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 discrim.ination , 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 . Public Works Project Wolfe Rd . and Alves Dr. Street Light Infrastructure Repairs Public Works Contract $60 ,000 /Rev. Jan . 02 , 2019 Page 5 of 11 13.4 Conflicts of Interest. Contractor, its employees, subcontractors, servants and agents, may not have , maintain or ac quire a conflict of interest in relation to this Contract in violation oflaw, including Govermnent Code section 1090 and Government Code section 81000 and their accompanying regulations. No officer, official, employee, consultant, or other agent of the City ("City Representative") may ha ve, ma intain , or acquire a "financial interest" in the Contract, as that te1111 is defined by state law , or in v iolation of a City ordinance or policy while serving as a City Repres entativ e or for one year thereafter. Contractor, its employees, subcontractors, servants and agents wairnnt they are not employees of City or have any relationship with City officials, officers or employees that creates a conflict of interest. Contractor may be required to file a conflict of interest form if it makes ce1tain govenm1ental decisions or serves in a staff capacity, as defined in section 18700 of the California Code of Regulations . Contractor agrees to abide by City rules governing gifts to public officials and emp loyees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requi1ing reimbursement, or te1111inating the Contract. City reserves all rights and remedies under the law and this Contract, including seeking indemnification. 14. BONDS For contracts of $25,000 or more, Contrnctor must obtain a payment bond and a performance bond, each in the penal sum of 100% of the Contract Price , using the Bond Forms attached and incorporated here as Exhibit C. Each bond must be issued by a surety admitted in California, with a financial rating from A.M. Best Company of Class A-or higher, or as otherwise acceptable to City. If an issuing surety cancels a bond or becomes insolve nt , Contractor must provide a substitute bond from a surety acceptable to City within seven calendar days after written notic e from City. If Contractor fails to do so, City may in its so le discretion and without prior notice, purchase bonds at Conh·actor's expense, deduct the cost from payments clue Contractor, or tenninate the Contract. City will not execute the Contract nor issue the NTP until the required bonds are submitted. 15. UTILITIES, TRENCHING AND EXCAVATION 15.1 Contractor mu st call the Underground Service Ale1t ("USA") 811 hotline and request marking of utility locations before digging or commencing Work. For underground service alerts for street lighting and traffic signal conduits, City's Service Center must be called at (408) 777-3269. Government Code Section 4215 requires Conh·actor to notify City and Utility in writing if it discovers utilities or utility facilities not identified in the Contract. 15 .2 Pursuant to Government Code Se.ction 7104, Contractor must stop work, notify City in writing, and wait for instruction s if one of th e conditions below is found at the worksite. City will work with Contractor to amend the Contract or is su e a change order if the discovere d conditions materially change the Work/Performance, Contract Time or Contract Price. (a) Mate1ial b e li eved to be ha zardous waste under Health and Safety Code Section 25117, and whic~1 req uires removal to a C lass I, Class II , or Class III disposal site pmsuant to law; (b) Subsurface or latent physical conditions at the Project worksite differing from those indicated by information about the worksite made available to Contractor; and Pub li c Works Project Wolfe Rd. and Alves Dr . Street Light Infrastructure Repairs Public Works Contract $60,000 /Rev. Jan . 02 , 2019 Page 6 o f 11 (c) Unknown physi ca l conditions at the Project works ite of a ny unus ua l natur e , ma teriall y different from those ordina ril y encountered and from those genera ll y recognized as inherent in the character of the Work. 15 .3 For contracts $25 ,000 or hi gher that require excavat ion or in vo lve trenches five feet or more in depth, Contracto r must submit a detailed plan for City approva l, per Labor Code Section 6705 prior to conm1 encing work . The plan must sh ow the des ign of shoring, brac in g, sloping and other provi sio ns for worke r protection from caving groun d an d othe r hazards. The protective system must comply with a ll Cons tru ction Safety Orders. If the plan varies from sh oring system stanclarcls, it mu s t be prep a re d by a registered c ivil or structural engineer. 16. URBAN RUNOFF MANAGEMENT 16.1 All Wo rk must fully comply with federal, state and loca l laws an d reg ulati ons concerning sto rm water mana gement. Contra ctor must avoid creating excess dust when breaking asphalt or concrete and during excavation and gradin g. If water is u se d for dust contro l, Contractor wi ll use only the amount of water necessary to dampen th e du st. Contrac tor w ill tak e all steps necessary to keep wash water out of th e streets , gutters and sto1m drains. Prior to th e start of the Work, Contractor will implement eros io n and sediment controls to prevent pollution of storm drains, and must upgrade and maintain th ese controls based on weather conditi ons or as otherwise required by City . These controls must be in place during the e ntire Co ntract Time a nd must be remo ve d at th e e nd of construction and completion of the Wo rk . Such contro ls must incl ud e , but will not be limited to , the fo ll ow in g requirements : (a) Install sto nn drain inlet protection devices su ch as sand bag barriers , filte r fabric fences, and blo ck and gravel fi lters at all drain inlets impacte d by construction. Dming th e annual rainy season , October 15 through June 15 , storm d ra in inlets impacted by construction work must b e filter-protected fro m onsite de-watering activities a nd saw -cutting activities. Shovel or vacuum saw-cut s luny and remove from the Work site; (b) Cover exposed piles of soil or co nstruction material with plastic sheeting. Store all construction mate rial s in containers ; (c) Sweep and re move all material s from paved s urfaces th at drain to streets , g utt ers and stom1 drains prior to rain and at the encl of each work cl ay. When th e Work is completed , was h the sh·eets , coll ect and dispose of the wash water off site in law ful manner; (d) Afte r breaking o ld pavement , remove d eb ri s to avoi d contact with rainfall/runoff; ( e) Maintain a clean work a rea by removing trash, litter, and d e bris at th e e nd of eac h work cla y and when Work is comp leted. C lean up a ny leaks , drips, a nd other spi ll s as they occur . 16.2 These req u irements must be used in conj un ction w ith the Cali fornia Stormwater Q uali ty Assoc iatio n and Ca liforni a Best Management Practices Municipal and Construct ion Handbooks, local program g uid ance materials from municipalities, and any othe r a ppli cab le documents on stonnwater quality contro ls fo r construction. Contracto r 's fai lure to co mpl y w ith this Section w ill result in th e issuance of noncompliance notices , citations , Work stop orders and regulat01y fines. Public Works Project Wolfe Rd. and Alves Dr. Street Light Infrastructure Repairs Public Works Cont ract $60 ,000 !Rev. Jan. 02, 2019 Page 7 o f 11 17. PROJECT COORDINATION City Project Manager. City assigns Brad Alexander as the City representative for all purposes under this Contract, with authority to require compliance with the Scope of Work. City may substitute Project Managers at any time and without prior notice to Contractor . Contractor Project Manager. Subject to City approval , Contractor assigns Brent Paulson ___________________ as its single representative for all purposes under this Contract, with the responsibility to ensme progress with the Work. Contractor's Proj ect Manager is responsible for coordinating and scheduling the Work and must regularly update the City Project Manager about the status and any delays with the Work, consistent with the Scope of Work. Any substitutions must be approved in writing by City. 18. ABANDONMENT AND TERMINATION 18.1 City may abandon or postpone the Project or parts therefor at any time. Contractor will be compensated for satisfactory Work performed through the date of abandonment and will be given reasonable time to close out the Work . With City's pre-approval in writing, the time spent in closing out the Work will be compensated up to 10% of the total time expended in performing the Work . 18.2 City may tenninate the Contract for cause or without cause at any time. Contractor will be paid for satisfactory Work rendered through the termination date and will be given rea sona ble time to c lose out the Work. 18.3 Final payment will not be made until Contractor delivers the Work and provides records documenting the Work, products and deliverables completed . Nothing in the Section below is intended to delay , abridge or bar City's right under this Section. 19. GOVERNING LAW, VENUE AND DISPUTE RESOLUTION This Contract is governed by the laws of State of California. Venue for any legal action shall be the Superior Cou1t of the County of Santa Clara, California. The dispute reso lution procedures of Public Contract Code Section 20104, incorporated here by reference, apply to this Contract and Contractor is required to continue the Work pending re so lution of any dispute . Prior to filing a lawsuit, Contractor must comp ly with the claim fi ling requirements of the California Goverrnnent Code . If the Parties elect arbitration , the arbitrator's award must be suppmted by law and substantial evidence and include detailed written findings of law and fact. 20. 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 Contract, th e prevailing party will be entitled to reasonable attorney fees and costs. Public Works Project Wolfe Rd . and A lves Dr. Street Light Infrastructure Repairs Public Works Contract $60,0 00/Rev .Jan . 02, 2019 Pa ge 8 of 11 21. SIGNS/ADVERTISEMENT No signs may be displayed on or about City's property , except signage which is required by law or by the Contract, without City 's prior written approval as to size, design and location. 22. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Contract. 23 . WAIVER Neither acceptance of the Work nor payment thereof shall constitute a waiver of any contract provision . City waiver of any breach shall not constitute waiver of another provision or breach. 26. WARRANTY Co ntractor warrants that mateiials and equipment used will be new, of good quality, and free from defective workmanship and materials, and that the Work will be free from material defects not intrinsic in the design or materials. A ll Work, materials and equipment s hould pass to C ity free of claims, liens or encumbrances. Contractor warrants the Work and materials for one year from the date of City's acceptance of the Work as complete ("Wairnnty Period"), except when a longer guarantee is provided by a supplier, manufacturer or is required by this Contract. During the Warranty Period, Contractor will repair or replace any Work defects or materials , including damage that arises from Contractor's Warranty Work, except any wear and tear or damage resulting from improper use or maintenance. 27. ENTIRE CONTRACT This Contract and the attachments, documents, and statutes attac hed , referenced, or exp ress ly incorporated herein, including authorized amendments or change orders constitut e the final and comp lete contract between City and Contractor with respect to the Work and the Project. No oral contract or implied covenant will be enforceab le against C ity. If any attaclunent or incorporated provisions conflict or are inconsistent with the tenns of this Contract , the Contract terms will control. 28. SEVERABILITY/PARTIAL INVALIDITY lf a cou1t finds any term or provision of this Contract to be illegal , invalid o r unenforceable, the legal portion of said provision and a ll other contract provisions wi ll remain in full force and effect. 28. SURVIVAL T he contract provisions which by their nature shou ld surv ive the Contract or Completion of Project , including without limitation all waii-anties , ind emnities, payment ob li gations, insurance and bonds, shall re main in fu ll force and effect after the Work is comp leted or Contract ends. Public Works Project Wolfe Rd. and Alves Dr. Street Light Infrastructure Repairs Public Works Contract $60 ,000 /Rev. Jan . 02 , 2019 Page 9 of 11 29. INSERTED PROVISIONS Each provision and c lause required by law to be inserted in this Contract will be deemed to be inc lud ed and will be inferred herein. Either pazty may request an amendment to cure mistaken insertions or om iss ions of required pro v isions. 30. CAPTIONS The captions , titles , and headings in th.is Conh·act are for convenience only and may not be used in the constrnct ion or interpretation of the Contract or fo r any other purpose. 31. COUNTERPARTS Th.is Co nt ract may be executed in counterparts, eac h of which is an original and all of which taken together shall fonn one s ingl e document. 20. NOTICES A ll notices , requests , and approvals must be sent in writing to the persons below and wi ll be considered effective on the date of personal delivery , the elat e confim1ecl by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail , postage prepaid , r eg istered or certified, or the next business clay fo ll owing electronic submission : To City of Cupertino: 10 300 Torre Avenue, Cupertino CA 95014 Attention: Brad Ale xa nd er Copy to: Car l Valdez Emai l: brada@cu pert in o.org 30. V ALIDJTY OF CONTRACT To Contractor: BEAR Electrical 'Sol utions Attentio n: Rob e rt Asuncion Copy to: Brent Paulson Emai l: robert@bear-e lec tri ca l.co m This Contract is valid and enforceab le only if (a) it comp li es w ith the purchasing and contract provisions of C up ertino Municipal Code Ch apters 3.22 and 3 .23, (b) is signed by the City Manager or an authorized designee, and (c) is approved for form by the C ity Attorney's Office . 32. EXECUTION The persons signing below warrant they have the authority to enter into this Co ntract and to legall y bind their respec tive Parti es. If Contractor is a corporation, s ignatures from two office rs of the corporation are required pursuant to Ca li fornia Corporations Code Section 313. Pub li c Works Project Wolfe Rd . and Alves Dr. Street Light Infrastructure Repairs Public Works Contract $60 ,000 /Rev . Jan. 02, 2019 Pa ge IO of 11 fN W ITNESS WHEREOF, the pait ies have ca use d th is Co ntrac t to be exec ut ed as of th e Exec uti o n D at e fast ab ove w1i tten. CONTRACTOR BEA R E lectri ca l So luti o ns CITY OF CUPERTINO, Co ro ora ti on By ~ a Muni ci p al Cmv o:on / ;J ~ By. ~ft/~ Ro ger 'Lee Titl e: V ice Pres id e nt Titl e: Interim Di.rec to r of Public W orks Signa ture D ate : 1-\ \ "f I \0, Signa ture D ate : ____ 1_/_<~{ _l _~--- APPROVED AS TO FORM: By: Cup ettin o C ity A ttorney ATTEST: By ~~ ~, GRACE SCHMIDT ,CiOerk Public Works Project Wolfe Rd. and Alves Dr. Street Light Infrastructure Repairs Pu blic Work s Contract $60,000 !Rev. Jan . 02, 2019 Page 11 o f 11 Bear Electrical Solutions Wolfe Rd. and Alves Dr. Street Light System Infrastructure Repairs Proposal Amount $ Description Wolfe Rd. and Stevens Creek Rd. Account# 100-85-848-700-702 Proposal Amount Description 20845 Alves Drive Account# 100-85-848-700-702 Proposal Amount Description Account# U nforeseeables/Extras SUBTOTAL Contingency CONTRACT TOT AL $ $ $ PW Supervisor Brad Alexander /Ji) ca-fl Valdez -Supe 't'ndent 9,550 .00 24,950.00 34,500.00 34,500.00 Date ees $\ EXHIBIT A Contra cto rs License No. 98207 9 A -Ge nera l Engineer ing C-1 0 High Voltage Electrical LBE # CMD121616779/ SBE# 175247 8 BEAR ELECTR ICAL SOL UTIONS 134 1 A reli er S tree t, PO Box 924, A l viso , CA 95 00 2-0924 Te l: 408-449-5 178 F ax408-44 9-5147 DATE : FR OM : PHONE : FAX : Octo be r I 7, 201 8 Bre nt Pa ul so n ( 4 0 8) 449-5 178 (4 0 8) 449-51 47 PROPOSAL TO: COM PANY: PH ON E: EMA IL : Brad A lexand e r C ity of C u pe rt ino (4 0 8) 777 -3275 B radA@c upe rtin o.o rg BID/ PROJECT : Wolfe Rd & S teven Creek Bl vd Streetligh t In fr astru ct ure Improve men ts BES received a request for pricing to provide electrical labor and equipment for the following scope of work : -Install Qty (1) N9 streetlight pull bo x adjacent to ex isting Type Ill service . -Install Appro ximately 110 feet of 1.5 inch PVC conduit via open trench to ex isting type Ill se rvic e at Wolfe Rd & Ste v ens Cr ee k. -Penetrate ex isting service cabinet with LB and Meyers Hub . -Restore dam aged concrete housekeeping pad, sidewalk, and la ndscape -City forces to install streetlighting conductors and make final termination s QUOTE : 1. Provid e and install all labor and equipm ent to complet e the electrical scope of work referenced above. Wolfe Rd & Steve ns Creek Blvd Street ligh t In frastructure Improvements: EXCLUSIONS : St r eetlight Pole s Li ght ing Fi xtures Wire and t e rmin ation s Bond s, Licen ses, and Permits TERMS & CONDITIONS 1. ACCEPTANCE $9,550.00 BES (also referred to as Bear Electrical Solutions or Contractor) proposal/ contract shall accompany the Customer's Purchase Order, Work Order or Contract in order to va lidate the bid proposal. It is underst ood that the issuance of a work order, purchase order, contract, verbal direction or oth er written request fo r deli very or commencement of work by the customer indicates the Customer's acceptance of t hi s proposal/ contract i n whole. 2. BILLING TERMS Payment for services rendered is due in ful l upon rece ipt of i nvoice. Invoices sh al l be payab le in ful l. Obl igati on of Customer to pay BES is independent from and un related to other ob li gati ons owed between Customer and BES and /or Customer and any other party. This p r oposa l is based on rates in effect at the date of ou r initi al proposal and is subject to any increase that my come into effect 30 days or more after the i nitial date quoted. BEAR ELECTR I CAL SOLUT I ONS, I NC El ectrical Contractors -Contractors' Li cense No. 982079 BES $\ EXHIBIT A BEAR ELECTRICAL SOLUTIONS 7341 A rc/1 er Street, PO Box 924, A lviso , CA 95002-0924 Tel: 408-449-5178 Fax 408-449-5147 3. EXTRA WORK Contractors License No. 982079 A -General Engineering C-10 High Voltage Electrical LBE# CMD121616779/ SBE# 1752478 BES will not perform any extra work or modification s outside of this proposa l unless agreed to in writing by change order to this proposal/contract or written approval. 4. ALTERATIONS: BES shall be held harmless for fines , citations, injuries and property damage that res ults from our elec t rical work being altered from its orig i nal design . 5. INDEMNIF ICATION : The customer agrees to fully indemnify and hold harmless BES from all claims, costs, actions, damages, liabiliti es and expense, including rea so nable attorney's fees, which may be brought or made agai nst BES, which in any way arise out of, or by any re ason of, the use or misuse of BES's equipment rented hereunder, except ing only such actions, claims, costs , damages , liabilities and expenses resu lting from the sole negligence of BES. The intent hereof is that Customer shall fully i nd emnify and hold harmless BES to th e ma xi mum extent all owed by law . 6. GENERA L: Th is proposal/contract (the "Agreement") may be sig ned in two or more counterparts, each of which shal l be deemed an original , but all of which together shall constitute one and the same in strument. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or inva lid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement sha ll otherwise remain in full force and effect and enforceable. The failure of e ither party to ac t in the event of a breach of this Agreement by the other shall not be deemed a waiver of suc h breach or a waiver of future breaches, unless such waiver shall be in writing and sig ned by the party against whom enforcement is sought. This Agreement constitutes the entire agreement and understanding of the parties with res pect to the subject matter of this Agreement. Any ame ndm ent or modification of this Agreement sha ll be in w ritin g and executed by a duly authorized rep resentative of the parties . BES wou ld li ke to thank you for the opportunity to provide you w ith this proposal. Please give us a call with any ques tions or concern s. QUOTE PREPARED BY: BEAR ELECTRICAL SOLUTIONS, INC Brent Paulson Office: (408) 449 -5 178 Brent@bear-e lectrical .com BEAR ELECTRICAL SOLUTIONS, INC Electrical Contractors -Contractors' License No. 982079 APPROVED SIGNATURE PR INTED NAME and DATE ees f)\ EXI-IIBIT A Con tractors License No. 982079 A -General Engineering C-1 0 High Voltage Electrical LBE# CMD121616779/ SBE# 1752478 BEAR ELECTRICAL SOLUTIONS I 34 l A rcher Street, PO Box 924 , A l viso, CA 95002-09 24 Tel: 408-449-51 78 Fax 408-449-5147 DAT E: FROM: PHO NE: FAX: Novemb er 6, 20 18 Brent Paul so n ( 408) 449-5178 (408)449 -5 147 PROPOSAL TO: CO MPAN Y: PHON E: EMAIL: BID/ PROJECT: 20845 Alves Drive Streetlight I nfrastructure Upgrades Brad Alexander C ity of C upertino ( 408) 777-3275 BradA@cupertino.org BES received a request for pricing to provide electrical labor and equipment for the following scope of work: QUOTE : -Pothole for existing utilities -Install approximately 300 feet 1.5 inch conduit via directional bore from pole 18550 to pole 24364 on Alves Drive. -Install 1.5 inch conduit via directional bore from pole 18550 to PGE sub bo x 75ft north on Alves Drive. -Install Qty (1) N9 pullbox in accordance to city standard adjacent to pole 18550 and intercept existin g direct bury wires -In sta ll Qty (1) N9 pullbox in accordance to city standard adjacent to pole 24364 and in tercept existing direct bury wires -Install Qty (1) N9 pullbo x in accordance to city standard across the street from pole 24364 for street cros sing . -Restore damaged asphalt to original condition -Sidewalk restoration by others -Furnish and in sta ll new No.8 Conductors in new ly installed conduit. Spilce in to Qty (2) existing street lights 1. Provide and install all labor and equipment to complete the electrical scope of work referenced above. 20845 Alves Drive Streetlight Infrastructure Upgrade: EXCLUSIONS : Streetlight Poles Lighting Fi xtures Wire and terminations Bonds , Licen ses, and Permits TERMS & CONDITIONS BEAR ELECTR IC AL SOLUTIONS, IN C Electrica l Co ntr actors -Contractors' Li cense No . 982079 $24,950.00 BES ~)\ BEAR ElECTRICRl SOlUTIONS 1341 Arclter Street, PO Box 924, A lviso, CA 95002-0924 Tel: 408-449-5178 Fax 408-449-5147 l. ACCEPTANCE EXHIBI A Contractors License No. 982079 A -General Engineering C-10 High Voltage Electrical LBE# CMD121616779/ SBE# 1752478 BES (also referred to as Bear Electrical So luti ons or Contractor) proposal/ contract shall accompany the Customer's Purchase Order, Work Order or Contract in order to va lidate the b id proposal. It is understood that the issuance of a work order, purchase order, contract, verbal direction o r other written request for delivery or commencement of work by the customer indicates the Customer's acceptance of this proposal/ contract in who le. 2. BILLING TERfVIS Payment for services rendered is due in full upon receipt of invoice. Invoices shall be payable in full. Obligation of Customer to pay BES is independent from and unrelated to other obligations owed between Customer and BES and /or Customer and any other party. This proposal is based on rates in effect at the date of our initia l proposal and is subject to any increase that my come into effect 30 days or more after the in itial date quoted. 3. EXTRA WORK BES will not perform any extra work or modifications outsi de of this proposal unless agreed to in writing by change order to this proposal/contract or written approval. 4 . ALTERAT IONS: BES sha ll be held harmless for fines , citations, injuries and property damage that resu lts from our elect ri ca l work being altered from its orig in al design. 5 . INDEfVINIFICATION: The customer agrees to fully indemnify and hold harmless BES from all claims , costs , actions, damages, liabilities and expense, including reasonable attorney's fees , which may be brought or made against BES , which in any way arise out of, or by any reason of, the use or misuse of BES 's equipment rented hereunder, excepting only such actions, claims, costs, damages, liabilities and expenses res ulting from the sole negligence of BES. The intent hereo f is that Customer shall fully indemnify and hold harmless BES to the maximum extent allowed by law . 6. GENERAL: This proposal/contract (the "Ag reement") may be signed in two or more cou nterparts, each of which sha ll be deemed an original , but all of which together sha ll constitute one and the same in strument. If any provision of thi s Ag reement sha l l be adj ud ged by any court of competent jurisdiction to be un enforceab le or in va lid, that provision sha l l be limited or eliminated to the minimum extent necessary so that this Ag reement sha l l otherwise remain in ful l force and effe ct and enforceable. The failure of either party to act in the event of a breach of this Agreement by the other sha ll not be deemed a waiver of such breach or a wa iver of future breaches , unless such waiver shall be in writing and signed by the party against whom enforcement is sought. This Agreement constitutes the entire agreement and und erstanding of the parties with respect to the subject matter of this Agreement. Any amendment or modification of this Agreement sha ll be in writing and executed by a duly authorized representative of the parties : In any action brought a party hereto to enforce or interpret this Agreement, the preva il ing party shal l be entitled to the award of its attorneys' fees and costs in addition to such other rel ief as may be awarded BES would like to thank you for the opportunity to provid e you with this proposal. Please give us a ca ll with any questions or concerns . QUOTE PREPARED BY: BEAR ELECTR ICAL SOLUTIONS, INC Brent Paulson Office: (408) 449-5178 BEAR ELECTRICAL SOLUTIONS, IN C Electrical Contractors -Contractors' License No. 982079 ees f)\ BEAR ElECTRICRl SOLUTIONS J 341 A rcher Street, PO Box 924, Alviso, CA 95002-0924 Tel: 408-449-5/78 Fax 408-449-5/47 Brent@bear-e lectrica l.com BEAR ELECTRICAL SOLUTIONS, INC Electrica l Contractors -Contractors' License No . 982079 EX 18 A Contractors License No. 982079 A -General Engineering C-10 High Voltage Electrical LBE# CMD121616779/ SBE# 1752478 Bc,.:.J /.1-Je.xc."Jc,,.,-I -z l -f 9 PRINTED NAME and DATE I AMENDMENT TO EXHIBIT A OF THE AGREEMENT BETWEEN THE CITY OF CUPERTINO AND BEAR ELECTRICAL SOLUTIONS FOR WOLFE RD AND ALVESDRSTREETLIGHTINFRASTRACTURE SYSTEM This Amendment to Exhibit A of the Agreement between the City of Cupertino and BEAR Electrical Solutions, for reference dated 3/20/2019, is by and between the CITY OF CUPERTINO , a municipal corporation (hereinafter "City") and , a Corporation ("Consultant") whose address is and is made with reference to the following: RECITALS: A. On 3/20/2019, an agreement was entered into by and between City and Consultant (hereinafter "Agreement") for Streetlight Infrastructure Improvements at Wolfe Road and Stevens Creek Blvd. The agreement will expire on 6/30/2019 . B. The Agreement and the Amendment to Exhibit A are collectively referred to as the "Agreement" unless otherwise indicated . C. City and Consultant desire to modify tl1e Agreement on the tenns and conditions set forth herein . NOW , THEREFORE, it is mutually agreed by and between and undersigned parties as follows : 1. Exhibit A is amended to add the following provision : To the extent tl1at any term , clause , or provision of this Exhibit A conflicts with any other tenn, clause , or provision of the contract ("Contract Terms ") the Contract Terms shall prevail and be controlling. 2 . 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. RECOMMENDED FOR APPROVAL By (__s ~ ti u;,';r Title WN AQ{f l IV Q.,,uj-: fyf\CJ \,!\f <;,f-- CITY OF C~°:: ) By -~~~ r nte,;m ~;ty Manage< APPROVED AS TO FORM 1J s::-:-~ City Attorne y A~ 4r--=•'• f I City Clerk IJ!UBLIC W@lld[S CONSTRUCTION CONTRACTS 'Small Pro_jects -$60,000 lns1u:anee Re<jiuiumients: E~hibit B Contractor shall procure and maintain for the duration of the contract, andforfive yearsfollowing th e comp le tion of th e Project, insurance against claims for injuries to persons or damages to property which may a1ise from or in connection with the perfonnance of the work hereunder by Co ntractor , its agents, representatives , emp loyees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: I. Commercial General Liability (CGL): Insurance Services Office (ISO) Fom1 CG 00 01 covering CGL on an "occLu-rence " basis , ·written on a comprehens ive genera l liability form, and must include coverage for liability arising .from Contractor's or Subcontractor's acts or omissions, including Contractor's protected coverage, blanket co ntractual, products and completed operations, vehicle coverage and employer's non-o w nership liability coverage, wit!, limits of at least $2,000,000 per occurrence. Th e CGL policy must protect against any and all /iabili tyforpersonal i11jw )1, death, property damage or destruction, and personal and advertising injury. If a genera l aggregate limit applies, either the genera l aggregate lin1it shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limi t shall be twice the required occurrence limit. a. It s hall be a requirement under th.is agreement 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 (1) the minimum coverage/l imits specified in th.is agreement; or (2) the broader coverage and maximum limits of coverage of any insmance policy, whichever is greater. b. Additional Insured coverage under Contractor's policy shall be "primaiy and non-contributo1y," will not seek contribution from City's insurance/se lf-insurance, and sha ll be at le ast as broad as ISO CG 20 0 I 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 requ irements 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 p1imary and non-contributory ba s is for the benefit of City before the City's own insurance or self-insurance shall be ca ll ed upon to protect City as a named insured. 2. Au tomobile Liability: ISO Form CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, then hired autos (Code 8) and non-owned autos (Code 9), with limit 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 Statuto1y Limits, and Employer's Liability Insurance ofno less than $1,000,000 per accident for bodily injury or disease, or as othe1wise required by statut e . If Contractor is self-insured, Contractor must provide a Certificate of Permission to Self-Insure, duly authorized by the DIR. D N/ A if bo x checked ( Contractor provides written ver(fi.cation it has no employees). 4. Professional Liability with limit s no less than $1,000 ,0 00 per occurrence or claim , and $2,000,000 aggregate. ~ N I A if box checked (Contract is not des ign/build). , 5. Builder's Risk. Course of Construction insurance utili z ing an "Al l Risk" (Special Pe1ils) coverage form, with limits e,qual to the completed value of the project and no coinsurance penalty provisions. fo NIA if box checked (Project does not involve construction or improvements/in sta llation s to property). !11 s 11ra11 ce Require111 e11tsfor Co 11 structio11 Co11tract s -$60 ,000 Vers ion : Jan. 20!9 v 6. Contractors' Pollution Legal Liability and /or Asbestos Legal Liability and/or Errors and Omissions with limits no less than $1,000,000 per occu1Tence or claim, and $2,000,000 policy aggregate . M N I A if bo x checked (Pro.J eer do es nor involve e nvironme ntal hazards). If Contractor maintains broader coverage and/or high.er limits than the minimums shown above, City requires and s hall be entitled to the broader coverage and/or higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified mininrnm limits of insurance and coverage shall be available to the City. Self-/11sured Rete11tio11s. Self-insured retentions must be declared to and approved by City. At City's option, either: ( 1) Contractor shall cause the insurer to reduce or eliminate self-insured retentions as respects City, its officers, officials , employees , and volunteers; or (2) Contractor shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim admjnistration, and defense expenses. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named in sured or the City . OTHER INSURANCE PROVISIONS The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status 1., The City of Cupertino, its City Council, officers , officials , e mployees, agents, servants and volunteers are to be covered as additional insureds on the CGL policy with respect to liability aiising out of the Services performed by or on beha lf of Contractor including materials, pa1ts , or equipment furnished . Endorsement of CGL coverage shall be at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10 , CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used . Primary Coverage For any claims related to this Project, Contractor's insurance coverage shall be "primary and non-contributory" and at least as broad as ISO CG 20 0 I 04 13 with respect to City, its officers, officials, employees and vo lunteers , and shall not seek contribution from City's insurance . If the limits of insurance are satisfied in part by Umbrella/Excess Insurance , the Umbrella/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. Notice of Cancellation Each insurance policy required shall provide that coverage shall not be canceled, except with notice to the City . Each certificate of insurance must state that the coverage afforded by the policy is in force and will not be reduced, cancelled or a llowed to expire without at least 30 days advance written notice to C ity, unless clue to non-payment of premiums , in which case ten clays advance written notice must be provided to City. Such notice must be sent to City via certified mail and addressed to the attention of the City Manager. Builder's Risk Contractor may submit Builder's Risk insurance in the form of Course of Construction coverage, which shall name the City as a loss payee, as its interest may appear. The Builder's Risk policy must be issued on an occurrence basis, for all-risk coverage on a 100% completed va lue basis on the insurable po1tion of the Project, with no coinsurance penalties , and for the benefit of C ity. If the Project does not involve new or major reconstruction, City may elect, acting in its so le discreti on , to accept an Installation Floater policy instead of Builder's Risk. For such projects, the Property lnstallation F loat er shall include improvement, remodel , modification, alteration, conversion or adjustment to existing buildings , structures , processes, machinery and equipment, and sha l l provide property damage coverage for any building, st ructure , machinery or equipment damaged, impaired , broken, or destroyed during the performance of the Work, including eluting transit, installation, and testing at the City's site . l11 s 11ra11 ce R equire111 e11t sfor Co11 s tru ctio11 Co11tract s -$60,000 Version: .Jan. 2019 2 Waiver of Subrogation Each required policy must include an endorsement providing that the carrier agrees to waive any right of subrogation it may have against City. Contractor agrees to waive rights of subrogation which any insurer of Contractor may acqu ire from Contractor by virtue of the payment of any loss. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. The Workers ' Compe nsat ion policy shall be endorsed with a waiver of subrogat ion in favor of the City for a ll work performed by the Contractor, its employees, agents and subcontractors. Acceptability of Insurers In su rance must be issued by insurers acceptable to City and licen sed to do business in the State of Cal iforni a, and each insurer must have an A.M. Best's financia l strength rating of"A" or better and a financial size rating of"VII" or better. Verification of Coverage Contractor sha ll furnish the City w ith origina l certificates and amen dato1y endorseme nt s, or cop ies of the app lic ab le insurance language, effecting coverage required by this contract. A ll certificates and endorsements are to be rec eived and approved by the C ity before work commences. The City reserves the ri ght to require complete, cert ifi ed copies of all required insurance policies, including endorsements, required by these specifications, at any time. Subco11tractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that C ity is an additiona l insured on insurance required from subcontractors. For CGL coverage su bcontractors sha ll provide coverage with a fom1 at least as broad as CG 20 38 04 13. Surety Bonds As required by Contract and described in the Contract Documents. The Payment and Perfonnance Bonds shall be in a sum equa l to the Contract Price. If the Performance Bond provides for a one-year warranty a separate Maintenance Bond is not necessary. If the wa rran ty period specified in the Contract is for longer than one year a Maintenance Bond equa l to l 0% of the Contract Price is required. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of Ca lifon1ia and secured tlu·ough an authorized agent with an office in California. Special Risks or Circumstances City reserves the right to modify these requirements, based on the nature of th e risk, prior experience, insurer, coverage, or other circumstances. In s urance R eq11ire111 e11ts for Co11stru ctio11 Co11tracts -$60,000 Version: Jan. 2019 3 A.CORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MMIDD/YYYY) ~ 09/07/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER LIC l/0056172 1-888-845-2248 CONTACT NAME: Mcsherry & Hudson PHON E ,,.,,.. No FYI\• 408-550-2130 I rffc,No): 408-550-2119 160 West Santa Clara Street E-MAIL ADDRESS: Suite 715 INSURER(Sl AFFOR DIN G COVERAGE San Jose, CA 95113 NAICII INSURER A: UNDERWRITERS AT LLOYDS LONDON 15792 INSURED IN SUR ER B: WEST AMERICAN INS CO 44393 Bear Electrical Solutions, Inc. INSURER C : NAVIGATORS SPECIALTY INS CO 36056 1341 Archer Street INSURER D: THE OHIO CASUALTY INS CO . 24074 Alviso, CA 95002 INSURER E: IN SURER F: COVERAGES CERTIFICATE NUMBER: 53897134 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INS URANCE LISTED BELOW HAVE BEEN IS SUED TO THE IN SURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQU IREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIF ICATE 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 RE DU CED BY PA ID CLAIMS. INSR ADDL SUBR 1:SMB~1 ,;~~c\%~ LTR TYPE OF INSURANCE .. ,oo ,~n,n POLICY NUMBER/ LIMITS A GENERAL LIABILITY X X CAS-0000329-01 V 04/01/1! 04/01/1~ 4 ACH OCCURRENCE \, s 1,000,000 -DAMAGE TO RENT!=D X COMMERC IAL GENERAL LIABILITY PREMISES (Ea occurrence\ s 100,000 -0 CLAIMS -MADE 0 OCCUR MED EXP (Any one person) S 5,000 PER SONAL & ADV IN JURY s 1,000,000 -X Per Project Aggregate GENERAL AGGREGATE \Vs2,ooo,ooo -GEN 'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG S 2,000,000 nPOLICYixl~f& nLOC / , s B AUTOMOB IL E LIABILITY X X BAW57113287 V -04/01/lE 04/01/19 fE~~~~~~~llNGLE LIMIT s l 000 000 X ANY AUTO BOO IL Y INJURY (Per person) s -ALL OWNED -SC HEDUL ED AUTOS AUTO S BOD ILY INJU RY (Per acciden l) $ --NON -OWNED ;p~~~~~d~l?AMAGE -X HIRED AUTOS .x AUTOS 5,........ --------- --/ s ~ C UMBRELLA LJAB ~ OCCUR LA18EXC900785IC 04/01/1! 0 4 /01/1 9 EACH OCCURRENCE I " '$5,000,000 \ -( X EXCESS LIAB CLAIMS-MADE AGGREGATE S 5,000,000 J OED I I RETENTION s "---$ / WDRl(ERS COMPENSATION \T"/,~JI~W:sl 10,m-"- AND EMPLOYERS' LIABILITY YIN ANY PROPR IETOR/PARTNER/EXECUTIVE ~ NIA E.L. EACH ACCIDENT s OFFICER/MEMBER EXCLU DED? (Mandatory in NH) E.L. DISEASE • EA EMPLOYEE 5 tr yes, describe under DESCRIPTION OF OPERATIONS below E.L. DI SEASE • POLICY LIMIT $ D Rentea1Leased Equipment BMo:i-/1:U:ltn 04/Ul./lt 04/Ul/l.9 1,L1.m1. t l.!:> I, uuu D Scheduled Equipment BM057113287 04/01/11 0 4 /01/19 lt:'imit 357,000 DESCRIPTION OF OPERATIONS I LOCAT IO NS I VEHICLES (Attach ACORD 101, Addlllona l Remarks Schedu le, If more space Is required ) RE: All Agreements The City of Cupertino is to be covered as additional insured. Coverage is primary and non-contributory. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Cupertino THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avenue AUTHORIZED REPRESENTATIVE Cupertino , CA 95014 ~ I USA © 1988-2 010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) wendy15178 53897134 The ACORD name and logo are registered marks of ACORD ~ V POLICY NUM COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 NT CHANGES THE PO LICY. PLEASE READ IT CAREFULLY. ADD~TIONAl INSURED -OWNERS, LESSEES CONTRAC ORS -COMPLETED O ERA'TiONS Thi s endorsement mod ifi es insurance provided under the following: COMMERC IAL GENERAL LI AB ILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LI AB ILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization (s) Location And Description Of Completed Operations Any person or organization that is an owner of real All locations except locations where "your work" is property or personal property for whom you work or was related to a job or project involving single- or have worked, or a contractor on whose behalf family dwellings, multi-family dwellings (ot her than you work or have worked , but only if coverage as rental) an additional insured extending to "bodily injury" or "property damage" included in the "products - completed operations hazard" is r equired by a written contract or written agreement that is an "insured contract" and provided that the "bodily injury" or "property damage" first occurs subsequent to the execution of the con tra ct or agreement. Information required to complete this Schedule, if not shown above, wil l be shown in th e Declarations . A. Section II -Who Is An Insured is ame nded to in clude as an additional insured the perso n(s) or organ ization(s) shown in the Schedule, but on ly with respect to li ability for "bod il y injury" or "property damage" cause d, in whole or in part, by "your work" at th e loc at ion des ignated and descr ibed in the Schedu le of this endorsement performed for that additiona l insured and included in the "products-comp leted operations hazard". However: 1. The in surance afforded to suc h addi tio nal insured on ly app li es to the exte nt perm itted by law ; and 2. If coverage prov id ed to the addit ion al insu red is required by a contract or agreement, the insurance afforded to such add it iona l insured w ill no t be broader than that wh ich you are requ ired by the contrac t or agreement to provide for such addi tion al insured. B. W ith respect to the in suranc e afforded to the se add ition al insureds , th e fo ll owing is added to Section Ill -Limits Of Insurance: If coverage prov ided to the addit iona l in sured is required by a co ntra ct or agreement, the most we wi ll pay on behalf of the additiona l insured is the amount of in surance: 1. Required by the contract or ag reeme nt ; or 2. Ava il ab le under th e app li cable Li mits of Insurance show n in th e Dec larations; w hi chever is less. Thi s endorsement shall not increa se the app li cab le Limits of In sura nce shown in the Decla rat ions. CG 20 37 0413 © In su rance Services Office, in c., 2012 Page 1 of 1 POLI CY NU B E R: CAS -0000329 -COMMERCIAL GE NERAL LIAB ILI TY CG 20 33 04 13 THIS EN DO RSEMENT CHANGES THE POLICY. PLEAS E READ IT CAR E FULLY . ADD IT ~ONAl INSURED -OW NERS, LESSEES OR CONTRACTORS -AUTO MAT IC STATUS WHE REQU IRED ~N CONSTRUCTION AG R EEMENT W ~TH YOU This endorsement modifies insuran ce provid ed und e r the following : COMMERCIAL GENERAL LIABILITY COVERAGE PART A . Section II -Who Is An Insured is amended to include as an add itional insured any person or organization for whom you are performing operations when you and such person or organization have agreed in writ ing in a contract or agreement that such person or organization be added as an additional insured on your policy . Such person or organization is an add itional insured only with respect to liability for "bodil y injury", "prop e rty damage" or "p ersonal and advertising injury" caused, in wh ole or in part , by: 1 . Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for th e addi t ional insured . How ever , th e insuran ce afforded to such additional insu re d : 1. Only applie s to the extent permitted by law; and 2. Will no t be b road er than that which you are required by the contract or agreement to provide for such additional insured . A person's or organization's status as an additional insured under this endorsement ends when your operations for that addit ional insured are completed . B. With respect to the in surance afford ed to these additiona l insureds , the following additional exclus ions apply: This insurance does not apply to: 1. "Bodily injury", "property damage" or "personal and advertising injury" arising out of th e rendering of, or the failure to rend er, an y profession a l architec tural , engin ee rin g or surv eyin g servi ces, including: a. Th e preparing, approving , or failing to prepare or approve, maps, shop drawings, opinion s, reports, surveys , field ord ers, change orders or drawings and specifications; or b. Supervisory, inspection, architectural or engineering activities. This exclusion applies even if th e claims against any insured allege negligence or other wrongdoing in the supervision , hiring, emp loyment, training or monitoring of others by that insured, if th e "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failur e to render any professional archite ctural, engineering or surveying services. CG 20 33 0413 © In suranc e Se rvi ces Offic e , Inc., 201 2 Page 1 of 2 2. "Bodily injury" or "property damage" occurr ing after: a. All work, including materials , parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on beha lf of the add iti onal insured(s) at the location of the covered operations has been comp leted; or b. That portion of "your work" out of which the injury o r damage arises has been put to its in tended use by any person or organization other than a nother contractor or subcontractor engaged in performing operations for a principal as a part of the same project. C. W ith re spec t to th e in sura nce afforded to these additional insureds , th e fo ll owin g is added to Sect ion Ill -Limits Of Ins ura nce: The most we w ill pay on behalf of th e addit io nal insured is the am ount of in surance: 1. Required by the contract or agreement you have entered in to with the additional insured ; or 2. Availab le und er the app li cab le Limits of Insurance shown in the Dec larations; whichever is less. This endorsement s hall not in crease the applicable Limits of In surance shown in the Dec laratio ns. Page 2 of 2 © Insurance Services Office, In c., 2012 CG 20 33 04 13 POLICY NUMBE COMMERCIAL GENERAL LIABILITY CG 20 010413 THIS EN SEME CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTR ~BUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the fo ll owing : COMMERCIAL GENERAL LI ABILITY COVERAGE PART PRODUCT S/COMPLETED OPERAT IONS LI AB ILI TY COVERAGE PART T he fo ll owing is added to the Other Insurance Conditio n a nd supersedes any prov isio n to t he contrary: Primary And Noncontributory Insurance Th is insurance is pr imary to and will not seel< contrib ution from a n y other in surance ava il ab le to a n additiona l insured under your po li cy provided t hat: (2 ) You have agreed in writing in a c ontract or ag reement th at thi s ins urance wo ul d be primary and wo ul d not seek contribution fro m a n y othe r in s ura nce a va il ab le to the add iti o na l insu r ed. (1) The additional insured is a Named Insured under such other insurance ; and CG20010413 © Insurance Services Office, Inc., 2012 Pag e 1 of 1 POLICY NUMBE COMMERCI A L GENERAL LIABILITY CG 24 04 05 09 RAN SFER O F R~GHTS OF RECOVERY AGAINST OTHERS TO US This end orsement modifies in surance provi ded under the following: COMMERCIAL GENERAL LIABIL ITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization : Any person or organization for whom you are performing operations when you and such person or organization have agreed in writ ing in a contract or agreement prior to the date of loss. Information requi red to complete this Schedu le, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV -Conditions: We waive any right of recovery we may have against th e person or organization shown in th e Sch ed ul e above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done und er a contract with that person or organization and included in the "products- comp leted operations hazard". This waiver applies only to the person or organization shown in th e Schedu le above. CG 24 04 05 09 © In surance Services Office, Inc., 2008 Page 1 of 1 □ 0 Po lic y Num COMM ER CI AL A UT O CA 88 100113 CHA NGE S T H E POLIC Y. PL EASE READ IT CA REF UL LY. BU SI NESS AUTO COV ERA GE ENHANC EMENT ENDORS EMENT This end orsement modifies insu ra nce provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverag e afford ed by this e ndorse me nt, th e provision s of the poli cy apply unl ess modifi ed by the endorsement. COVERAGE INDEX S UB JE CT PROVISI O N N UM BER ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERM IT 3 ACCIDENTAL AIRBAG DEPLOYMENT 12 AMENDED DUTIES IN THE EVENT O F ACCIDENT, CLAIM, SU IT OR LOSS ·19 AMENDED FELLOW EMPLOYEE EXCLUSION 5 AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE 13 BROAD FORM INSURED 1 BODILY INJURY REDEFINED 22 EMPLOYEES AS INSUREDS (including emp loyee hired auto) 2 EXTENDED CANCELLATION COND ITION 23 EXTRA EXPENSE -BROADENED COVERAGE 1 O GLASS REPAIR-WAIVER OF DEDUCTIBLE 15 HIRED AUTO PHYS ICAL DAMAGE (including employe e hired auto and loss of use) 6 HIRED AUTO COVERAGE TERRITORY 20 LOAN / LEASE GAP 14 PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) 16 PERSONAL EFFECTS COVERAGE 11 PHYSICAL DAMAGE -ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 8 RENTAL REIMBURSEMENT 9 SUPPLEMENTARY PAYMENTS 4 TOWING AND LABOR 7 TWO OR MORE DEDUCTIBLES 17 UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS 18 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US 20 S E CTION II • LIABILITY COV ERAGE is amend ed as follows: 1. BROA D FORM INS UR ED SECTION II -LIABILITY COVERAGE, paragraph A.1. · WHO IS AN INSURED is amended to in clud e th e following as an insured : d . Any leg ally incorporated entity of which you own more than 50 percent of the voting stock during th e policy period . H owever, "insu re d" does not includ e any organization that: (1) Is a partnership or joint venture; or (2 ) Is an in sured under any other automob il e policy ; or (3) Has exhausted its Limit of Insurance under any other automobi le policy. Paragraph d. (2) of this provision does not apply to a policy written to apply spe cifically in excess of th is policy. e. Any organization you newly acquire or form, other than a partnership or joint venture , of which you own more than 50 percent of the voting stock . This automatic coverage is afforded only for 180 days from the date of acquisition or formation . However, coverage under this provision does not apply: (1) If there is similar insurance or a self-insured retention plan ava il ab le to that organization; © 2013 Liberty Mutual In surance CA 88 10 01 13 Inclu des co pyright ed ma te ria l of Insurance Servic es Offi ce , In c., w ith its pe rm iss ion . Page 1 of 7 0 Policy Numb er: BAWS7113287 (2) If the Limit s of Insurance of any other insurance policy have been ex hausted ; or (3) To "bodily inju ry " or "prop erty damage" that occurred before yo u acquired or formed the organization. 2 . EMPLOYEES A S INSUREDS SECT ION II -LI AB ILI TY COVERAGE, paragrap h A.1. -WHO IS AN INSU RED is amended to includ e the following as an in sured : f. Any "employ ee " of yo urs while using a covered "auto" you do not own, hire or borrow, bu t on ly for ac ts with in the scope of th eir employment by you. In suran ce provided by thi s endorse- ment is ex cess ove r any other insurance available to any "employee". g. An "employee" of yours whil e operating an "auto" hired or borrowe d under a writt en contract or agreement in that "employee 's" name, with your perm iss ion, wh il e performing duti es re- lated to the conduct of your business and within th e scope of th eir employment. In surance provided by this endo rsem ent is excess over any other insurance availabl e to the "employee". ADDITIONAL INSURED BY CONTRACT, AGREEMENT O R PERMIT SECTION II -LIABILITY COVERAGE, paragraph A .1. -WHO IS AN INSURED is amended to includ e the follo w ing as an insured: h. Any person or organization with respect to the operation, maintenanc e or use of a covered "auto", provided that you and such person or organization have agreed in a written contract, agreement, or permit issu ed to you by governmental or public authority, to add such person, or organization, or governmental or public authority to this policy as an "in sured". How ever, such person or organization is an "in sured": (1 ) Only with respect to the operation, mainten ance or use of a covered "auto"; (2 ) Only for "bodily injury" or "property damage" caused by an "accid ent" which takes place after you exec ut ed the written contract or agreement, or the permit ha s be en issued to you; and (3 ) Only for the duration of that contract, agreement or permit 4 . SUPPLEME NTARY PA YMENTS SECT IO N II -LI AB ILITY COVERAGE, Coverage Ext ens ion s, 2.a. Supplementary Payments, para- graphs (2 ) and (4 ) are replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for rel ated traffic violations ) req uired because of an "accident" we cover. We do not have to furnish th ese bonds. (4 ) All reasonabl e expenses incurred by the insured at our request, in cluding actual lo ss of earn- ings up to $500 a day because of time off from work. 5. AMENDED FELLOW EMPLOYEE EXC LUSION In tho se juri sd ictions where, by law , fellow emp loyees are not entitled to the protection afford ed to the employer by the workers compe nsa tion exclusivity rul e, or simil ar protection, the following provisio n is added : SECTION II -LIABILITY, exclusion B.5. FELLOW EMPLOYEE does not apply if the "bodily injury" results from the use of a covered "auto" you own or hire. SECTION Ill -PHYSICA L DAMAGE COVERAGE is amended as follow s : 6. HIRED AUTO PHYSICAL DAMAGE Paragraph A.4. Coverage Extensions of SECTION Ill -PHYSICAL DAMAGE COVERAGE, is am ended by adding the following: If hired "autos" are covered "autos" for Liability Coverage, and if Comprehensive, Specified Causes of Loss or Collision coverage are provided unde r the Business Auto Coverage Form for any "auto" you own, then the Phy sica l Damag e coverages provided are exte nded to "autos": a. You hire, rent or borrow; or <<l 2013 Lib erty Mutu al In s urance CA881 0 0 113 In c ludes copyrig ht ed material of Insurance Services Office, In c., w ith its pem1ission. Page 2 of 7 0 Policy Number: BAW57113287 b. Your "employee" hires or rents under a written contract or ag reement in th at "emp loyee's" name , but only if the damage occurs wh il e the vehicle is being used in the conduct of your business, subject to the fo ll owing limit and deductible : A. Th e most we wi ll pay for "loss" in any one "a ccident" or "loss" is the smallest of: (1) $50 ,000; or (2) The actual cash va lu e of the damaged or stolen property as of the time of the "loss"; or (3) The cost of repairing or replacing the damaged or stolen property with other property of like kin d and quality , minus a deductible. B. The deductible wi ll be equa l to the largest deductible applicable to any owned "auto" for that coverage. C. Subject to the limi t, deductible and excess provisions described in this provision, we wi ll provide coverage equa l to the broadest coverage applicable to any covered "auto" you own. D. Subject to a maximum of $1,000 per "accident", we wi ll also cover the actua l loss of use of the hired "auto" if it results from an "accide nt", you are lega ll y liabl e and the lessor incurs an actual financial lo ss. E. This coverage extens ion does not apply to: (1) Any "auto" that is hired, rented or borrowed with a driver; or (2) Any "auto" that is hired , rented or borrowed from your "employee". For the purposes of th is provision, SECTION V -DEFINITIONS is amended by adding the follow in g: "Total loss" means a "loss" in which the cost of repairs plus th e sa lvage value exceeds the actua l cash va lu e. 7. TOWING A ND LABOR SECTION Ill -PHYSICAL DAMAGE COVERAGE, paragraph A.2. Towing, is amended by the addition of th e following: We will pay towing and labor costs incurred, up to the limits shown be low , each time a covered "auto" classified a nd rated as a private passenger type, "light truck " or "medium truck" is dis- abled: a. For private passenger type vehicles, we will pay up to $50 per disablement. b. For "light trucks", we will pay up to $50 per disablement. "Light trucks" are trucks that have a gross vehicle weig ht (GVW) of 10,000 pounds or less. c. For "medium trucks" , we wil l pay up to $150 per disablement. "Med ium trucks" are trucks that have a gross vehicle weight (GVW) of 10,001 -20,000 pounds. However, the labor must be performed at the place of disablement. 8 . PHYSICAL DAMAGE • ADDITIONAL TRANSPORTATION EXPENSE COVERAG E Paragraph A.4 .a., Coverage Extension of SECTION Ill -PHYSICAL DAMAGE COVERAGE, is amend- ed to provide a limi t of $50 per day and a maximum limit of $1,500 •s> 2013 Liberty Mutual In surance CA88100113 In c ludes copyrighted material of Insurance Services Office , Inc ., with its pennission . Page 3 of 7 0 Policy Number: BAWS7113287 9. RENTAL REIMBURSEMENT SECTION 111 -PHYS ICAL DAMAGE COVERAGE, A. COVERAGE, is amended by adding the following: a. We w ill pay up to $75 per day for rental reimbu rsement expenses incurred by you for the rental of an "auto" because of "accident" or "los s", to an "au to" for which we also pay a "loss" under Comprehensive, Specified Causes of Loss or Collision Cov erages. We wi ll pay only for those expenses inc urred after the first 24 hours following the "accident" or "loss" to the covered "auto." b. Rental Reimbursement will be based on the rental of a comparable vehicle, which in many cases may be substantia ll y less than $75 per day, and will only be allowed for the period of time it should take to repair or replace the vehicle with reasonable speed and sim il ar quality, up to a maximum of 30 days. c. We wi ll also pay up to $500 for reasonable and ne cessary expenses incurred by you to remove and replace your tools and equipment from the covered "auto". d. This coverage does not apply unless you ha ve a business necessity that other "autos" avail- ab le for your use and operation cannot fill. e. If "loss" results from the total theft of a covered "auto" of the private passenger type , we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided under Paragraph 4. Coverage Extens ion . f. No deductible applies to this coverage . For the purposes of this endorsement provision, materials and equ ipm ent do not include "personal effects" as defined in provision 11. 10. EXTRA EXPENSE· BROADENED COVERAGE Under SECTION Ill -PHYSICAL DAMAGE COVERAGE, A. COVERAGE, we wi ll pay for the expense of returning a stolen covered "auto" to you. The maximum amount we will pay is $1,000. 11. PERSONAL EFFECTS COVERAGE A. SECTION Ill -PHYSICAL DAMAGE COVERAGE, A. COVERAGE, is amended by adding the following: If you have purchased Comprehensive Coverage on this policy for an "auto" you own and that "auto" is stolen, we will pay, without application of a deductible, up to $600 for "personal effects" stolen with the "auto." Th e insuran ce provided under this provision is excess over any other collectible insurance . B. SECTION V -DEFINITIONS is amended by adding the following: For the purposes of this provision , "personal effects" mean tangible property that is worn or carried by an in su red ." "Personal effects" does not includ e tools, equipment , j ewelry, money or securities. 12. ACCIDENTAL AIRBAG DEPLOYMENT SECTION Ill -PHYSICAL DAMAGE COVERAGE, 8. EXCLUSIONS is amended by adding the follow- in g: If you have purchased Comprehensive or Collision Coverage under this policy, the exclusion for "loss" relating to mechanical breakdown does not apply to the accidental discharge of an airbag. Any insurance we provide shall be excess over any other collectible insurance or reimbursement by manufacturer's warranty. However, we agree to pay any deductible applicable to the other cov- erage or warranty. 13. A UDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE SECTION Ill -PHYSICAL DAMAGE COVERAGE, B. EXC LUSIONS, exception paragraph a. to exclu- sions 4.c. and 4.d. is deleted and replaced with the following: © 2013 Liberty Mutual In su ran ce CA88100113 Includes copyrighted material of Insurance Services Office, In c., with its permission. Page 4 of 7 0 Policy Number: BAW5711328 7 Exclu sion 4 .c. and 4.d. do not apply to: a. Electronic equipment that receives or transmits audio, visual or data signals, whether or not designed so lely for the reproduction of sound , if the equipment is permanently install ed in the covered "auto" at the time of the "los s" and such equipment is design ed to be solely operated by use of the power from th e "auto's" electrical system, in or upon the covered "auto" and physical damage coverages are provided for the covered "auto"; or If the "l oss" occurs solely to audio, visual or data electron ic equipment or accessories used with this equipment , then our obligation to pay for, repair, return or replace damaged or stolen property w ill be reduced by a $100 deductible. 14 . LOAN / LEASE GAP COVERAG E A. Paragraph C., LIMIT OF INSURANCE of SECTION Ill -PHYSICAL DAMAGE COVERAGE is amended by add ing the following: The most we will pay for a "total loss" to a covered "auto" owned by or leased to you in any one "accident" is the greater of the: 1. Balance due under th e term s of the loan or lease to which the damaged covered "auto" is sub ject at the time of the "loss" le ss the amount of: a. Overdue payments and financi al penalti es associated with those payments as of the date of the "loss", b. Financial penalties imposed under a lease due to high mileage, excess iv e use or ab- normal wear and tear , c. Costs for extended warranties, Credit Life Insuran ce , Health, Accident or Disability Insurance purchased with the loan or lease , d. Transfer or rollov er balances from previous loans or leases, e. Final payment due und e r a "Balloon Loan", f. Th e dollar amount of any unrepa ired damage wh ich occurred prior to the "total loss" of a covered "auto", g. Security deposits not refunded by a le ssor, h. All refunds payable or pa id to you as a result of the early termination of a le ase agreement or as a result of the ear ly termination of any warranty or extended service agreement on a covered "auto", i. Any amount representing ta xes, j. Loan or lease termination fees; or 2. The actual cash value of the damage or sto len property as of the time of the "loss". An adjustment for depreciation and physica l condition wi ll be mad e in determining the actua l cash value at the time of the "los s". Thi s adjustment is not app li cable in Te xas. B. ADDITIONAL CONDITIONS This coverage applies only to the original loan for which the covered "auto" that incurred the lo ss serves as co lla tera l, or lease written on t he covered "auto" that in curred the loss. C. SECTION V -DEFINTIONS is changed by adding the following: As used in this endorsement provision , the fo ll ow in g definitions apply: "Total loss" means a "lo ss " in which the cost of repairs plus the salvage va lu e exceeds th e actual cash va lue. A "balloon loan" is one with per iodic payments that are insufficient to repay the balance over the tenm of the loan, thereby requiring a large final payment. © 2013 Liberty Mutual In surance CA 88 10 01 13 Includes copyrigh ted material of Insurance Services Office, In c., with its permission. Page 5 of 7 0 N 0 Policy Number: BAWS 7113287 15 . GLASS REPAIR -WAIVER OF DEDUCTIBLE Paragraph D. Deductible of SECTION Ill -PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: No deductib le app lies to glass damage if the glass is repaired rather t11 an rep laced. 16. PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) Paragraph D. Deductible of SECTION Ill -PHYSICAL DAMAGE COVERAGE is amended by the add ition of the following: The deductible does not app ly to "loss" caused by co ll ision to such covered "auto" of the private passenger type or li ght we ight truck with a gross ve hi cle weight of 10,000 lbs . or less as defined by the manufacturer as maximum lo aded we ight the "auto" is designed to carry while it is: a. In the charge of an "insured"; b. Legally parked; and c. Unoccup ied. T he "loss" must be reported to th e police auth oriti es wit hin 24 hours of k now n damage. The total amount of the damage to the covered "auto" must exceed the deductibl e shown in the Declarations . This prov ision does no t apply to any "l oss" if th e cove red "auto" is in the charge of any person or o rga ni zation engaged in the automob il e business . 17 . TWO OR MORE DEDUCTIBLES Under SECTION Ill PHYSICAL DAMAGE COVERAGE, if two or more company policies or coverage forms apply to the same accident, t he fol lowing app li es to pa ragraph D. Deductible: a. If the applicab le Bus in ess A uto deductible is the sma ll er (or sma ll est) deduct ible it w ill be waived; or b. If the app licab le Bus iness Auto deductible is not the smaller (or sma ll es t) deductible it will be reduced by the amount of the smaller (or small est) deductible; or c. If the loss involves two or more Business Auto coverage fo rms or policies the sma ll er (or smallest) deductible wi ll be waived. For the purpose of this endorsement company mean s any company that is part of th e Liberty Mutual Group . SECTION IV -BUSINESS AUTO CONDITIONS is amended as follows: 18. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECT ION IV-BUS INESS AUTO CONDITIONS, Paragraph 8.2. is amended by add in g the follow in g: If you unintentionally fa il to disclose any hazards, exposures or mater ial facts existin g as of th e inception date or renewal date of the Bus in ess Auto Cove rage Form, the coverage affo rd ed by this po li cy wi ll not be prejudiced. Howeve r , you must report the undisclosed hazard of exposu re as soon as practicabl e afte r its discovery, and we have the right to collect additiona l premium for any such hazard or exposure. 19. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT, OR LOSS SECT ION IV -BUS INESS AUTO CONDITIONS, paragraph A.2.a. is replaced in its en ti rety by the fol lowin g: a. In the event of "accident", claim, "suit" or "loss", you must prompt ly notify us w hen it is known to: 1. You , if you are an individua l; 2. A partner, if you are a partne rsh ip; 3. Member, if you are a limited li ability company; 4 . An execut ive officer or the "emp loyee" designated by the Named Insured to give such notice , if you are a corporat ion . © 20 13 Liberty Mutua l In su rance CA88100113 Inclu des copy righted materia l of Insurance Services Office, Inc., w ilh its permission. Page 6 of 7 c Policy Number: BAWS7113287 To the extent possible, notice to us should in clud e: (1) How, when and where th e "accident" or "l oss" took place; (2) Th e "insureds" name and address; ancl (3) Th e names and addresses of any injured persons and witnesses . **** 20. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US SECT ION IV -BUSINESS AUTO CONDITIONS, paragraph A.5., Tran sfer of Rights of Recovery Against Others to Us , is amended by the addition of the following: If the person or organization has waived those rights before an "acc ident" or "l oss", our rights are wa ived also . 21 . HIRED AUTO COVERAGE TERRITORY SECTION IV -BUSINESS AUTO CONDITIONS , paragraph 8.7., Policy Period , Coverage Territory, is amended by the addition of the following : f. For "autos" hired 30 days or less, the coverage territory is anywhere in the world, provided that the insured 's responsibi lity to pay for damages is determined in a "suit", on th e merits, in the United States, the territories and poss ess ions of the United States of America, Puerto Rico or Canada or in a settlement we agree to. This extens ion of coverage does not app ly to an "auto" hired, leased , rented or borrowed with a driver. SECTION V -DEFINITIONS is amended as follows: 22. BODILY INJURY REDEFINED Und er SECTION V -DEFINTIONS , definition C . is replac ed by the following: "Bodily injury" means physical injury , sickness or disease sus tained by a person, including mental anguish, mental injury, shock, fright or death resulting from any of these at any time. COMMMON POLICY CONDITIONS 23. EXTENDED CANCELLATION CONDITION COMMON POLICY CONDIT IO NS, paragraph A. -CANCELLAT ION condition applies except as fol- lows: If we cancel for any reason other than nonpayment of premium, we wi ll mail to the first Named In sured written notice of cancellat ion at le ast 60 days before the effective date of cance ll at ion. This provision does not apply in those states w hi ch require more than 60 days pr ior notice of cance ll a- tion. © 2013 Lib erty Mutual Insurance CA 88 10 01 13 Includes copyrighted material of Insurance Services Office, Inc., with it s pem1issio11. Page 7 of 7 SUPPLEMENT TO CERT I FICATE OF iNS URANCE NAME OF INSURED: Bear Electrical Solutions, Inc. Additiona l Description of Operations/Remarks from Page 1: Add iti onal lnfomiation: Includes: Additional Insured -ongoing operations per attached CG20330413. Additional Insured -completed operations per attached CG20370413. Primary and Noncontributory Wording per attached CG20010413 . Waiver of Subrogation per attached form CG24040509. Auto Liability: Additional Insured and Waiver of Subrogation per attached form CAB8100113 . SUPP (05/04) DATE 09/07/2018 I,._ ~ CERTIFICATE OF LIABILITY INSURANCE DATE (MM/D D/YYYY) 3/5/2019 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 SUBROGRATION 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 Willis Towers Watson CONTACT NAME : San Jose 12980 Metcalf Ave Suite 500 PHONE (A/C , No Ext): (408) 321-9901 FAX (A/C, NO): (360) 828-0699 Overland Park KS 66213 EMAIL ADDRESS: Jerry.Sparks@bbsihq .c om INSURER(S) AFFORDING COVERAGE NAIC# INSURER A : ACE American Insurance Company 22667 INSURED INSURER B: Barrett Business Services, Inc . UC/F INSURER C: BEAR ELECTRICAL SOL UTI ONS, IN C . 1341 ARCHER STREET INSURER D: SAN JOSE , CA 95131 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIF Y THAT THE POLICIES OF IN SURAN C E LISTED BELO W HAVE BEEN ISSUED TO THE INSURED NAMED ABOV E FOR THE POLICY PERIOD INDI CAT ED . NOTWITH ST AN DIN G ANY REQ UIRE MENT , TE RM OR CONDITION OF ANY CON TRACT OR OTHE R DOCUM ENT W ITH RESPECT TO WH ICH THI S C ERTIFI CATE MAY BE ISS UE S OR MAY PERTAIN. THE INSU RANC E AFFORD ED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO A LL THE TERMS , EXCLUSIONS AN D CON DITI ONS OF SUC H POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID C LAI MS. INSR TYPE OF INSURANCE ADOL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR wvo (MM/00/YYYY) (MM/00/YYYY) GENERAL LIABILITY EACH OCCURRENCE $ -DAMAGE T O RENTED PREMISES (Ea COMMERCIAL GEN ERAL LIABILITY $ CLAIMS-MAD E □ OCCUR occurence) MEO EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLI ES PER : 7 POLICY n ~~~J-n LOC PRODUCTS -COMP/OP AGG $ $ AUTOMOBILE LIABILITY COMBIN ED S INGLE LIMIT -(Ea accident) $ ANY AUTO -BODILY INJURY (Per person) $ ALL OWNED AU TOS B SCHEDULED AUTOS -BODILY INJURY (Pe r acciden t) $ HIRED AUTOS NON-OWNED AU T OS -PROPERTY DAMAGE $ -$ UMBRELLA LIAB H OCCUR EACH OCCURRENCE $ -EXCESS LIAB OCCUR AGGREGATE $ -OED I RETE NTION$ $ A WORKERS COMPENSATI ON AND EMPLOYERS' C66009919 02/01/19 02/01/2020 ✓ I WCSTATU- I I OTH- LI ABILITY Y/N TORY LIMITS ER ANY PROPRIETOR/PARTNER/ EXECUTI VE c= N/A E.L. EACH ACCIDENT $2,000,000 OFFICER/MEMBER EXCLU DED? Covered states: E.L. DISEASE -EA EMPLOYEE $2,000,000 (Mandatory in NH) If yes, describe under CA DESCRIPTION OF OPERATIONS below E.L. DISEAS E -POLICY LIMIT $2,000,000 DESCRIPTION OF OPERATI ONS/ LOCATIONS/ VEHICLES (Allach ACORD 101, Additional Remarks Schedule , if more space is required ) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE City of Cupertino EXPIRATION DATA THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS . 10 30 0 Torre Ave AUTHORIZED REPRESENTATIVE Cupertino Ca 95014 Authorized ~ /.h,~ Rep c) 1988-2010 ACORD COR PORATION. All right s reserved. ACORD 25 (2010/05) The ACORD name and logo are registered ma rks of ACORD . AGENCY CUSTOMER ID : ____________ _ LOC: #: ____________ _ ADDITIONAL REMARKS SCHEDULE Page _2_ of _2 _ AGENCY NAMED INSURED: Barrett Business Services , Inc. L/C/F Lockton Affinity BEAR ELECTR ICAL SOLUTIONS, INC . POLICY NUMBER 1341 ARCHER STREET SAN JOSE , CA 95131 C66009919 CARRIER NAIC CODE ACE American Insurance Company 22667 EFFECTIVE DATE: 02/01/19 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM 15 A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE : Certificate of Liability (01/14) CERTIFICATE HOLDER: City of Cupertino ADDRESS: 10300 Torre Ave Cupertino Ca 95014 All California Operations ACORD 101 (2008/01) c) 1988-2010 ACO RD CORPORATION. All rights reserved . The ACORD name and logo are registered marks of ACORD . Workers' Compensation and Employers' Liability Policy Nam ed In sured End orse ment Numbe r BARRETT BUSINESS SERVICES , INC . L/C /F -BEAR ELECTRICAL SOLUTIONS , INC . Poli cy Number 8100 NE PARKWAY DRIVE , STE . 200 VANCOUVER WA 98662 Sy mbo l: WLR Numb,e r : C6600~919 ) Policy Peri od Effe cti ve Date of End or\'.:.ment __/ 02-01-2019 TO 02-01-2020 02-01-2019 Issued By (Name of Insurance Co mpan y) ACE AMERICAN INSURANCE COMPANY Insert the policy number. Th e remai nder of the information is to be co mple ted only when th is endo rsemen t is iss ued subsequen t to the preparation of the po licy. CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3A of the Information Page . We have the right to recover our payments from anyone liable for an injury cove red by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule , where you are required by a written contract to obtain this waiver from us . You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. ( Specific Waiver Name of person or organization: ( X ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL CALIFORNIA OPERATIONS 3. Premium : The premium charge for this endorsement shall be 2 . O percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described . 4. Minimum Premium : $0 Authorized Age nt WC 99 03 22 lnit. Document A312™ 2010 Performance Bond CONTRACTOR: (Name, legal status and address) Bear Electrical Solutions, Inc. a California corporation 1341 Archer Street Alviso, CA 95002 OWNER : (Name, legal status and addresJ) City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 CONSTRUCTION CONTRACT Date : February 18, 2019 SURETY: (Name, legal status and principal place of business) International Fidelity Insurance Company a New Jersey corporation One Newark Center, 20th Floor Newark, NJ 07102-5207 Amount: Thirty Four Thousand Five Hundred and 00/100 Dollars ($34,500.00) Description : (Name and location) Wolfe Rd. and Alves Dr. Street Light System Infrastructure Repairs Cupertino, California BOND Date : February 13, 2019 (Nel--eal'l~-Ghtm-.£-enslrne#on.f;e.Rlr-aef-.f>at~) Amount: Thirty Four Thousand Five Hundred and 00/100 Dollars ($34,500.00) Modifications to this Bond: []l None □ See Section 16 CONTRACTOR AS PRINCIPAL SURETY Company: (Co1porate Seal) Company : (Corporate Seal) Bear E'lec ~~~ns, Inc. International Fidelity lnsuranc: Company s,gaaru,o, H~ s,gn,ture, ~ Name Rofl.e:R-"T f't.!L-V\,t:"/7!N Name Sar~ and Title : VIC e -PR~..r10e,-w, and Title : Attorney-in- (Any additional signatures appear on the last page of this Performance Bond.) (FOR INFORMATION ONLY -Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: Woodruff-Sawyer & Co. 50 California St., 12th Floor San Francisco, CA 94111 (415)391-2141 (Architect, Engineer or other party:) N/A AIA Document A312™ -2010. The American Institute of Architects , Bond No. 0755684 Premium: $787.00 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification . Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. AIA Document A312-2010 combines two separate bonds , a Performance Bond and a Payment Bond, into one form. This is not a single combined Performance and Payment Bond . 061110 1 lnit. Bond No. 0755684 § 1 The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the performance of the Constrnction Contract, which is incorporated herein by reference. § 2 If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Section 3. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond shall arise after , 1 the Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice shall indicate whether the Owner is requesting a conference among the Owner, Contractor and Surety to discuss the Contractor's performance. Iftbe Owner does not request a conference, the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference, the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Section 3 .1 shall be held within ten (10) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right, if any, subsequently to declare a Contractor Default; .2 the Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and .3 the Owner has agreed to pay the Balance of the Contract Price in accordance with the terms of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. § 4 Failure on the part of the Owner to comply with the notice requirement in Section 3.1 shall not constitute a failure to comply with a condition precedent to the Surety 's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actua l prejudice. § 5 When the Owner has satisfied the conditions of Section 3, the Surety shall promptly and at the Surety's expense take one of the following actions: § 5.1 Arrange for the Contractor, with the consent of the Owner, to perform and complete the Construction Contract; § 5.2 Undertake to perform and complete the Construction Contract itself, through its agents or independent contractors; § 5.3 Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and comp letion of the Construction Contract, airnnge for a contract to be prepared for execution by the Owner and a contractor selected with the Owner's concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Section 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of the Contractor Default; or § 5.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances: .1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the Owner; or .2 Deny liability in whole or in part and notify the Owner, citing the reasons for denial. § 6 If the Surety does not proceed as provided in Section 5 with reasonable promptness, the Surety shall be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perfonn its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety yroceeds as provided in Section 5.4, and the Owner refuses the payment or the Surety has denied liability, in whole or in part, without further notice the Owner shall be entitled to enforce any remedy available to the Owner. AIA Document A312™ -2010. The Amertcan Institute of Architects. 2 lnit. Bond No . 0755684 § 7 [f th e Surety elects to act under Section 5.1, 5.2 or 5.3 , then Lhe responsibilities of the Surety to th e Owner shall no t be greater than those of the Contracto r under the Construction Contract, and the responsibiliti es of the Owner to the Surety shall not be greater than tho se of the Owner under the Construction Contract. Subject lo the commitment by the O w n e r to pay the Balance of th e Contract Price, th e Surety is obligated, wi th o ut duplication, for .1 th e responsibilities of the Contractor for correction of d efecti ve wo rk and completion of th e Constructio n Contract; .2 addit iona l legal, desi g n professi o na l and delay cos ts resu lting from th e Contractor 's Default, and r esulting from the actions or failure to ac t of the Surety under Section 5; and .3 liquidated damages, or ifno li q uidated damages are s pecified in the Constru ction Contract, actual damages caused by delayed performance or non-performance of the Contractor. § 8 If the Smety elects to act under Section 5.1, 5.3 or 5.4, the Surety's li a bility is limited to the a mo unt of this Bond. § 9 The Surety shall not be liable to the Owner o r others for o bligations of the Contractor that are unrel ated to th e Construction Contract, a nd th e Balance of the Con tract Pri ce s hall not be reduced or set off on accoun t of any such unrelated obli gations. No right of action shal l a ccrue on this Bond to any person or entity o ther tban the Own er or its heirs , executors, administrators , successors and assigns. § 10 The Surety hereby waives notice of any change , inclu ding c hanges of time, to the Constructio n Contract or to related subcontracts, purchase o rd ers and other ob ligations. § 11 Any procee di ng, legal or equitable, under this Bond ma y be instituted in any court of competent jurisdiction in the location in w h ich the work or part of th e work is lo cated and shall be instituted w ithin two years after a declara ti on of Contractor Default o r w ithin two years after the Contractor ceased working o r witbin two years after the Surety- refuses or fails to perform its obligations unde r this Bond, whichever occurs first. If the provis ions of this Paragraph a re vo id or prohibited by law, th e minim um period of lim itation avai lable to sureties as a defense in the jurisdiction of the sui t shall be applicable . § 12 Notice to the Surety, the Owner or the Contractor shall be mailed or deli vered to the address sh own on the page on which thei r signature a ppears. § 13 When this Bond h as been fu rnished to comply w ith a st atutory or other legal requirement in the location where the construction was to be performed, any prov is ion in this Bond conflicting with said statutory or lega l requirement sha ll be deemed d e let e d herefrom and provisions conforming to such statutory or other legal requirement shall be deemed in corporated herein. When so furnished, the intent is that t hi s Bond s hall be construed as a statutory bond and not as a common law bond. § 14 Definitions § 14.1 Balance of the Contract Price. Tbe total amount payabl e by th e Owner to th e Con tractor under the Construction Contract after all prop e r adj ustments have be en made, including a ll owance to the Contra ctor ofany amounts re ceived or to be received by the Owner in settlement of insurance or oilier claims for damages to wh ich the Contractor is entitle d , reduced by all val id and proper payme nts mad e to or on be ha lf of the Contractor u nde r the Construction Contract. § 14 .2 Construction Contract. The agreement between the Owner and Contrac to r identifi ed on t he cove r page, including a ll Contract Documents and c hanges made lo the agreement and the Contract Documents. § 14.3 Contractor Default. Failure of the Contractor, whi ch b as not been remedied or waived, to perfo rm or otherwise to comply wi th a material term of the Cons truction Contract. § 14.4 Owner Default. Fa ilure of the Owner, whi c h has not been remedied or wa ived, to pay the Con tractor as r equir ed under the Construction Contract or to perform a nd comp lete or com ply with the other material terms of t he Construction Contract. § 14.5 Contract Documents. AU the documents that comprise the agreement between th e Owner and Con tractor . § 15 1f this Bon d is issued for an agreemen t between a Contractor and subcon tractor, the te rm Contractor in thi s Bond shall be deemed to be Subcontractor and the term Owner s hall be deemed to be Contractor. AIA Document A312 "1 -2010. The Ameri can In st itute of Architects. 3 lnit. Bond No. 0755684 § 16 Modifications to this bond are as follows: (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate SeaV Company: (Coryorate Sea l) Signature: Signature: N/A Na me a.nd T itl e: Name an d Title : Address Ad dress CAUTION: You should sign an original AIA Contract Document, on which this text appears l,:i RED. An original assures that changes will not be obscured . AIA Document A312™ -2010 . The Am erican In stitute of Architects. 4 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached , and not the truthfulness, accuracy, or validity of that document. State of California County of Contra Costa On _ _;_Fe=b.c.cr....::u=a_;_.ry'-----'--13'--',....::2:..c0....::1.;:;.9 __ before me, Yvonne Roncagliolo, Notary Public------------------------- Date Here Insert Name and Title of the Officer personally appeared _iS~a!!r~a~Rwid;!.!g~e~=====================-=--=--=--=--=--=--==== Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s} whose name($) is/ar:e- subscribed to the within instrument and acknowledged to me that-Aelshe/#ley executed the same in -Ris/her/theif authorized capacity(ies)-, and that by his/her/tl:l0ir-signature(g}.on the instrument the person{s}, or the entity upon behalf of which the person{st acted, executed the instrument. YVONNE RONCA GLI OL O Commission # 2121264 Notary Public -Cali fo rni a San Francisco Count y ~Y Comm. Exp ires Aug 24, 201 9 Place Notary Seal Above I certify under PENAL lY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ~ ~ Public ----------------OPTIONAL --------------- Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: _____________ Document Date: _______ _ Number of Pages: ___ Signer(s) Other Than Named Above: ____________ _ Capacity(ies) Claimed by Signer(s) Signer's Name: ~S~a~r=a ~R=id~g-e~-------- 0 Corporate Officer -Title(s): ______ _ D Partner -D Limited D General D Individual IBJ Attorney in Fact D Trustee D Guardian or Conservator D Other: ______________ _ Signer Is Representing: _________ _ .;-<,~~~~~~~~~~~~~~'®~~~~~~~~ ©2014 National Notary Association• www.NationalNotary.org • 1-800-US NOTARY (1-800 -876-6827) Item #5907 POWER OF ATTORNEY INTERNATIONAL FIDELITY INSURANCE COMPANY ALLEGHENY CASUAL TY COMPANY Bond# 0755684 One Newark Center, 20 th Floor, Newark , New Jersey 07102 -5207 PHONE : (97 3) 624-7200 KNOW ALL MEN BY THESE PRESENTS : That INTERNATIONAL FIDELITY INSURANCE COMPANY , a corporation organized and existing under the laws of the State of New Jersey , and ALLEGHENY CASUAL TY COMPANY a corporation organized and existing unde r the laws of the State of New Jersey , having their principal office in the City of Newark , New Jersey , do hereby constitute and appoint V ALERIE GARCI A , ALICIA DA SS , KELLY HOLTEMANN , NA NCY L. HA MILTON , ROGER C. DICKINSON , THOM A S E . HUGHES , CHARLE S R. SHOEM A KER , STA NLEY D . LO A R , MA RK M. MUNE KAWA, NERISS A S . B A RTOLOME , JOA N DELU CA, SA RA RIDGE , PA TRI C K R . DIESEL, YV ONNE RO NCAGLIOLO San Francisco , CA their true and lawful attorney(s )-in-fa ct to execute , seal and deliver for and on its behalf as surety, any and all bonds and undertakings , contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule , regulation , contract or otherwise , and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY , as fully and amply , to all intents and purposes , as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices . This Power of Attorney is executed , and may be revoked , pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of July , 2010 and by the Board of Directors of ALLEGHENY CASUAL TY COMPANY at a meeting duly held on the 10th day of July , 2015 "RESOLVED , that (1) the Chief Executive Officer , President , Executive Vice President, Vice President , or Secretary of the Corporation shall have the power to appo int , and to revoke the appointments of, Attorneys-in -Fact or agents with power and autho rity as defined or limited in their respective powers of attorney , and to execute on behalf of the Corporation and affix the Corporation's seal thereto , bonds , undertakings, recognizances , contracts of indemnity and other written obligations in the nature thereof or related thereto ; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians , agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation ; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond , undertaking , recognizance , contract of indemnity or other written obligation in the nature thereof or related thereto , such signature and seals when so used whether heretofore or hereafter , being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation , to be valid and binding upon the Corporation with the same force and effect as though manually affi xed." IN WITNESS WHEREOF , INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY have each executed and attested these presents on this 31st day of December , 2018 STATE OF NEW JERSEY County of Essex Kenneth Chapman Executive Vice President , International Fidelity Insurance Company and Allegheny Casualty Company On this 31st day of December, 2018 , before me came the individual who executed the preceding instrument , to me personally known , and , being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affi xed to said instrument are the Corporate Seals of said Companies ; that the said Corporate Seals and his signature were duly affi xed by order of the Boards of Directors of said Companies . IN TESTIMONY WHEREOF , I have hereunto set my hand affi xed my Official Seal , at the City of Newark , New Jersey the day and year first above written . CERTIFICATION Cath y Cruz a Notary Public of New Jersey My Commission Expires April 16, 2019 I, the und e rsigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By -Laws of said Companies as set forth in said Power of Attorney , with the originals on file in the home of said companies , and that the same are correct transcripts thereof, and of the whole of the said originals , and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF , I have hereunto set my hand on this day , February 13 , 2019 A00467 Irene Martins , Assistant Secretary lnlt. Bond No. 0755684 Premium: Included in Performance Bond .Al.A Document A312™ -2010 Payment Bond CONTRACTOR: (Name, legal status and address) Bear Electrical Solutions, Inc. a California corporation 1341 Archer Street Alviso, CA 95002 OWNER: (Name, legal status and address) City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 CONSTRUCTION CONTRACT Date : February 18, 2019 SURETY: (Name, legal status and principal place of business) International Fidelity Insurance Company a New Jersey corporation One Newark Center, 20th Floor Newark, NJ 07102-5207 Amount: Thirty Four Thousand Five Hundred and 00/100 Dollars ($34,500.00) Description: (Nam e and location) Wolfe Rd. and Alves Dr. Street Light System Infrastructure Repairs Cupertino, California BOND Date: February 13, 2019 (Nat~wlterthcrrremmnrcriurrt:vntrucr-tJ-atr:rj Amount: Thirty Four Thousand Five Hundred and 00/100 Dollars ($34,500.00) Modifications to this Bond: ~ None D See Sec tion 18 CONTRACTOR AS PRINCIPAL SURETY Company: (Corporat e Seal) C ompany: (Corp ora te S eal) S ~ear Elect~?l~t~ 1 8 ~ternational ~Fide_lity lnsuranc: Company 1gn ature: _;N-J-th-___________ 1gnature: Name ,RI (}e,q-.t!iruNt'/fJJ-.J Name Saraldge an d Title: VC,e ;P/Z&r ,zi~ and Title : Attorney-in-Fa (A ny additional signatures appear on the last page of this Payment Bond) (F OR INFORMATION ONLY -Na m e, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: Woodruff-Sawyer & Co. 50 California St., 12th Floor San Francisco, CA 94111 (415)391-2141 (A rchitect, Engineer or other party:) N/A AIA Document A312™ -2010. The American In stitute of Architects . This document has important legal consequences . Consultation with an attorney is encouraged with respect to its completion or modification. Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable . AJA DocumentA312-20'!0 combines two separate bonds , a Performance Bond and a Payment Bond, into one form . This is not a single combined Performance and Payment Bond . 061!1 0 5 lnlt. Bond No. 0755684 § 1 The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner to pay for labor, materials and equipment furnished for use in the performance of the Construction Contract, which is incorporated herein by reference, subject to the following terms . § 2 If the Contractor promptly makes payment of all sums due to Claimants, and defends, indemnifies and holds harmless the Owner from claims, demands, liens or suits by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract, then the Surety and the Contractor shall have no obligation under this Bond. § 3 Ifthere is no Owner Default under the Construction Contract, the Surety's obligation to the Owner under this Bond shall arise after the Owner has promptly notified the Contractor and the Surety (at the address described in Section 13) of claims, demands, liens or suits against the Owner or the Owner's property by any person or entity seeking payment for labor, materials or equipment furnished for use in the perfonnance of the Construction Contract and tendered defens e of such claims, demands, liens or suits to the Contractor and the Surety . § 4 When the Owner has satisfied the conditions in Section 3, the Surety shall promptly and at the Surety's expense defend, indemnify and hold harmless the Owner against a duly tendered claim, demand, lien or suit. § 5 The Surety's obligations to a Claimant under this Bond shall arise after the following: § 5.1 Claimants, who do not have a direct contract with the Contractor, .1 have furnished a written notice of non-payment to the Contractor, stating with substantial accuracy the amount claimed and the name of the party to whom the materials were, or equipment was, furnished or supplied or for whom the labor was done or performed, within ninety (90) days after having last performed labor or last furnished materials or equipment included in the Claim; and .2 have sent a Claim to the Surety (at the address described in Section 13). § 5.2 Claimants, who are employed by or have a direct contract with the Contractor, have sent a Clai m to tbe Surety (at the address described in Section 13). § 6 If a notice of non-payment required by Section 5. I. l is given by the Owner to the Contractor, that is sufficient to satisfy a Claimant's obligation to furnish a written notice of non-payment under Section 5.1. l. § 7 When a Claimant has satisfied the conditions of Sections 5.1 or 5.2, whichever is applicable, the Surety shall promptly and at the Surety's expense take the following actions: · § 7.1 Send an answer to the Claimant, with a copy to the Owner, within sixty (60) days after receipt of the Claim , stating the amounts that are undisputed and the basis for challenging any amounts that are disputed; and § 7.2 Pay or arrange for payment of any undisputed amounts. § 7.3 The Surety's failure to discharge its obligations under Section 7.1 or Section 7.2 shall not be deemed to constitute a waiver of defenses the Surety or Contractor may have or acquire as to a Claim, except as to undisputed amounts for which the Surety and Claimant have reached agreement. If, however, the Surety fails to discharge its obligations under Section 7 .1 or Section 7.2, the Surety shall indemnify the Claimant for the reasonable attorney's fees th e Claimant incurs thereafter to recover any sums found to be due and owing to the Claimant. § 8 The Surety 's total obligation shall not exceed the amount of this Bond, plus the amount of reasonable attorney's fees provided under Section 7.3, and the amount of this Bond shall be credited for any payments made in good faith by the Surety. § 9 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance of the Construction Contract and to satisfy claims, if any, under any construction performance bond. By the Contractor furnishing and the Owner accepting this Bond, they agree that all funds earned by the Contractor in the performance of the Construction Contract are dedi cated to satisfy obligations of the Contractor and Surety under this Bond, subject to the Owner's priority to use the funds for the completion of the work. AIA Document A312™ -2010. The American Institute of Architects . 6 lnit. Bond No. 0755684 § 10 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that are unrelated to the Construction Contract. The Owner shall not be liable for the payment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligation to make payments to , or give notice on behalf of, Claimants or otherwise have any obligations to C laimants under this Bond. § 11 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. § 12 No suit or action sha ll be commenced by a C laimant under this Bond other than in a court of competent jurisdiction in the state in which the project that is the subject of the Construction Contract is located or after the expiration of one year from the date (I) on which the Claimant sent a Claim to the Surety pursuant to Section 5.1.2 or 5.2, or (2) on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract, whichever of (I) or (2) first occurs. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defens e in the jurisdiction of the suit shall be applicable. § 13 Notice and Claims to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears . Actual receipt of notice or Claims, however accomp lished, s hall be sufficient compliance as of the date received. § 14 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein . When so furnished, the intent is that this Bond sha ll be construed as a statutory bond and not as a common law bond. § 15 Upon request by any person or entity appearing to be a potential beneficiary of this Bond, the Contractor and Owner shall promptly furnish a copy of this Bond or shall permit a copy to be made. § 16 Definitions § 16.1 Claim. A written statement by th e Claimant including at a minimum: .1 the name of the Claimant; .2 the name of the person for whom the labor was done, or materials or equipment furnished; .3 a copy of the agreement or purchase order pursuant to which labor, materials or equipment was furnished for use in the performance of the Construction Contract; .4 a brief description of the labor, materials or equipment furnished; .5 the date on which the Claimant last perfo1111ed labor or last furnished materials or equipment for use in the performance of the Construction Contract; .6 the total amount earned by the Cla imant for labor, materials or equipment furnished as of the date of the Claim; .7 the total amount of previous payments received by the Claimant; and .8 the total amount due and unpaid to the Claimant for labor, materials or equipment furnished as of the date of the Claim. § 16.2 Claimant. An indi v idual or entity having a direct contract with the Contractor or with a subcontractor of the Contractor to furnish labor, materials or equipment for use in the performance of the Construction Contract. The tenn Claimant also includes any individual or entity that has rightfully asserted a claim under an applicable mechanic's lien or similar statute against the real property upon which the Project is located. The intent of this Bond shall be to include without limitation in the terms "lab or, materials or equipment" that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental equipment used in the Construction Contract, architectural and engineering services required for performance of the work of the Contractor and the Contractor's subcontractors, and all other items for which a mechanic's lien may be asserted in the jurisdiction where the labor, materials or equipment were furnished . § 16.3 Construction Contract. The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and all changes made to the agreement and the Contract Documents. AIA Document A312™ -2010. Th e American Institute of Architects. 7 lnit. Bond No. 0755684 § 16.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 16.5 Contract Documents. All the docwnents that comprise the agreement between the Owner and Contractor. § 17 If this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractqr. § 18 Modifications to this b ond are as follows : ($pace is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company: (Corpora te Seal) Company : (Corporate Seal) S ignature : N/A S ig11 a lu re : N/A Name a nd Ti tle: Name and T itle: Add ress Addre s CAUTION: You should sign an original AIA Contract Document, on which this text appears in RED . An original assures that changes will not be obscured . AIA Oocument A312™ -2010. The American In stitute of Architects. 8 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 ~,.@~~~~-™. . . . . . . . . . . . . . . . . . . . .. A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Contra Costa On __ Fe_b_r_u_a~ry.__13~,_2_0_1_9 __ before me, __ Y_v_on_n_e_R_on_c_a_g_li_o_lo_, _N_o_ta_r_y_P_u_b_li _c'-.:_-.::._-.::..-.::..-.::..-.::..-.::..-.::..-.=_--_--_--_--_--_--_--_,-- Date Here Insert Name and Title of the Officer personally appeared _iS~a!!r.!!_a~R~id,!..!g~================================- Name(s) of Signer(s) ·----------------------------------·-------------- who proved to me on the basis of satisfactory evidence to be the person(s} whose name($) is/.are- subscribed to the within instrument and acknowledged to me that-Ae/she/#!ey executed the same in -Ris/her/theif authorized capacityfiesh and that by his/her/their-signature~on the instrument the person{&}, or the entity upon behalf of which the person(5tacted, executed the instrument. J . Place Notary Seal Above I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ---------------oPTIONAL --------------- Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: _____________ Document Date: _______ _ Number of Pages: ___ Signer(s) Other Than Named Above: ____________ _ Capacity(ies) Claimed by Signer(s) Signer's Name: _S=a=r...,aw.R=i=dg;::,.e~-------- □ Corporate Officer -Title(s): ______ _ □ Partner -□ Limited □ General □ Individual ~ Attorney in Fact □ Trustee □ Guardian or Conservator □Other: ______________ _ Signer Is Representing: _________ _ ~~'Y(;~~~~~~~~~~~~~~~~~~~~ ©2014 National Notary Association· www .NationalNotary .org • 1-800-US NOTARY (1-800-876-6827) Item #5907 POWER OF ATTORNEY INTERNATIONAL FIDELITY INSURANCE COMPANY ALLEGHENY CASUAL TY COMPANY Bond# 0755684 One Newark Center, 20 th Floor , Newark , New Jersey 07102 -5207 PHONE : (973) 624-7200 KNOW ALL MEN BY THESE PRESENTS : That INTERNATIONAL FIDELITY INSURANCE COMPANY , a corporation organized and existing under the laws of the State of New Jersey, and ALLEGHENY CASUAL TY COMPANY a corporation organized and existing under the laws of the State of New Jersey , having their principal office in the City of Newark , New Jersey , do hereby constitute and appoint VALERIE GARCIA , ALICIA DASS, KELLY HOLTEMANN , NANCY L. HAMILTON , ROGER C. DICKINSON , THOMAS E. HUGHES , CHARLES R. SHOEMAKER, STANLEY D. LOAR , MARK M . MUNEKAWA, NERISSA S. BARTOLOME , JOAN DELUCA , SARA RIDGE , PATRICK R. DI EBEL , YVONNE RONCAGLIOLO San Francisco, CA their true and lawful attorney(s)-in-fact to execute , seal and deliver for and on its behalf as surety, any and all bonds and undertakings , contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed , required or permitted by law , statute, rule , regulation , contract or otherwise, and the execution of such instrument(s) in pursuance of these presents , shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY , as fully and amply , to all intents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices . This Power of Attorney is executed, and may be revoked , pursuant to and by authority of the By -Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of July , 2010 and by the Board of Directors of ALLEGHENY CASUAL TY COMPANY at a meeting duly held on the 10th day of July , 2015 "RESOLVED, that (1) the Chief Executive Officer , President , Executive Vice President , Vice President , or Secretary of the Corporation shall have the power to appoint , and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney , and to execute on behalf of the Corporation and affix the Corporation's seal thereto , bonds , undertakings , recognizances , contracts of indemnity and other written obligations in the nature thereof or related thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians , agents for acceptance of process , and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond , undertaking , recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto , such signature and seals when so used whether heretofore or hereafter , being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation , to be valid and binding upon the Corporation with the same force and effect as though manually affixed." IN WITNESS WHEREOF , INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY have each executed and attested these presents on this 31st day of December , 2018 STATE OF NEW JERSEY County of Essex Kenneth Chapman Executive Vice President, International Fidelity Insurance Company and Allegheny Casualty Company On this 31st day of December , 2018 , before me came the individual who executed the preceding instrument , to me personally known , and , being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies ; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. ,,,,,,,, ... ,,,,,,,, ,,,,, ~ \-\ y C ,,,,, ,,' c}'' ..... ·--~v...::. ',, $ .•~,sSIO,v ••., ~ ~ --~ ~+·· ,:, ! //] N O TARY ~\ l -=► ~-~ ~: : ~ :.~ PU B LI C "'>.: ,: ,:, ~-. --t~ \ -v;;__-.~4-16-204.~.--·d.Oj .. .$ ,, •~-.. ...... ~~ ... ... ,,,,, 0,: NE'N ~ ,,,,' 11111 1t11t11\II'\\\\\ IN TESTIMONY WHEREOF , I have hereunto set my hand affixed my Official Seal , at the City of Newark , New Jersey the day and year first above written . CERTIFICATION Cathy Cruz a Notary Public of New Jersey My Commission Expires April 16 , 2019 I, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit , and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney , with the originals on file in the home of said companies , and that the same are correct transcripts thereof, and of the whole of the said originals , and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF , I have hereunto set my hand on this day , February 13 , 2019 A00467 Irene Martins , Assistant Secretary