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19-078 Pavement Engineering Inc., Asphalt Inspection, Material Quality Control and Contract Administrative Services CITY OF MASTER PROFESSIONAUSPECIAI.,IZED SERVICES AGREEMENT WITHPavement En2ineerina Inc. CUPERTINO 1. PARTIES This Master Agreement is made and entered into as of 0 , ?r 1`� ("Effective Date"), by and between the City of Cupertino, a municipal corporation("City") and Pavement Engineering Inc. ("Contractor"), a Corporation for asphalt inspection,material quality control and contract administrative services 2. SERVICES 2.1 Scope of Services. Contractor agrees to provide the Services set forth in the Scope of Services, attached and incorporated here as Exhibit A1-2,on an as-needed basis. The Services must comply with this Agreement and with each Service Order issued by the City's Project Manager or his/her designee, in accordance with the following procedures,unless otherwise specified in Exhibit AI-2. 2.2 Service Orders. Before issuing a Service Order, the City Project Manager will request Services in writing and hold a meeting with Contractor to discuss the Service Order. Contractor will submit a written proposal that includes a specific Scope of Services, Schedule of Performance and Compensation, which the Parties will discuss. Thereafter, City will execute a Service Order Form for the Services, attached and incorporated here as Exhibit B. The Service Order will specify the Scope of Services, Schedule of Performance, Compensation and any other conditions applicable to the Service Order. Issuance of a Purchase Order is discretionary. The City Project Manager is authorized to streamline these procedures based on the City's best interests. Contractor will not be compensated for Services performed without a duly authorized and executed Service Order. 3. TIME OF PERFORMANCE 3.1 Term. This Agreement begins on the Effective Date and ends on June 30,2020 ("Contract Time"), unless terminated earlier as provided herein. 3.2 Schedule of Performance. Contractor must deliver the Services within the time specified in each Service Order, and under no circumstances should the Services go beyond the Contract Time. 3.3 Time is of the essence for the performance of all the Services required in this Agreement and in each Service Order. Contractor must have sufficient time, resources and qualified staff to deliver the Services on time. Contractor must respond promptly to each Service Order request. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services a total amount that will based upon actual costs but that will be capped so as not to exceed $315,105.00 ("Contract Price"), based upon the Scope of Services in Exhibit A and the budget and rates included. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor's actual costs exceed the capped amount. City Project 2019 Asphalt Inspection and Testing Services Master Professional/Specialized Services Agreement/Rev.May 22,2018 Page] of 8 4.2 Per Service Order. Compensation for Services provided under a Service Order will be based on the rates set forth in the Service Order, which shall not exceed the capped amount specified in the Service Order. 4.2 Invoices and Payments. Except as otherwise provided in a Purchase Order,monthly invoices must state a description of the deliverables completed and the amount due for the preceding month. Thirty days prior to expiration of the Agreement, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval.Noncompliance with this requirement relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee,partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker's compensation or other benefits from the City. 5.2 Contractor's Qualifications. Contractor warrants.on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed,registered, and/or certified to perform the Services as required by law and have procured a City Business License. 5.4 Subcontractors. Only Contractor's employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools,Materials and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of Taxes. Contractor must pay income taxes on the money earned under this Agreement. Upon City's request, Contractor will provide proof of payment and will indemnify City for violations pursuant to the indemnification provision of this Agreement. 6. PROPRIETARY/CONFIDENTIAL INFORMATION In performing this Agreement, Contractor may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City information and use it only to perform this Agreement. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. City Project 2019 Asphalt Inspection and Testing Services MasterProfessional/Specialized Services Agreement/Rev.May 22,2018 Page 2 of 8 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests)of Contractor in any product, memoranda, study,report, map,plan,drawing, specification, data, record, document or other information or work, in any medium (collectively, "Work Product"), prepared by Contractor in connection with this Agreement will be the exclusive property of the City and shall not be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent permitted by Title 17 of U.S. Code, all Work Product arising out of this Agreement is considered "works for hire" and all copyrights to the Work Product will be the property of City. Alternatively, Contractor assigns to City all Work Product copyrights. Contractor may use copies of the Work Product for promotion only with City's written approval. 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-Contractors,prepared or created under this Agreement, to execute or implement any of the following: (a) The original Services for which Contractor was hired; (b) Completion of the original Services by others; (c) Subsequent additions to the original Services; and/or (d) Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides, except for one single-sided original. 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed information of Contractor's performance, benchmarks and deliverables, which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four years from the date of City's final payment. 9. ASSIGNMENT Contractor shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity will be considered an assignment of the Agreement and subject to City approval. Control means fifty percent (50%)or more of the voting power of the business entity. Czty Project 2019 Asphalt Inspection and Testing Services Master Professional/Specialized Services Agreement/Rev.May 22,2018 Page 3 of 8 10. PUBLICITY/SIGNS Any publicity generated by Contractor for the project under this Agreement, during the term of this Agreement and for one year thereafter, will reference the City's contributions in making the project possible. The words "City of Cupertino"will be displayed in all pieces of publicity, including flyers, press releases, posters, brochures,public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend, and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants,volunteers and Contractors ("Indemnitees"), through legal counsel acceptable to City, from and against any and all liability, damages,claims, actions, causes of action, demands, charges, losses, costs and expenses (including attorney fees, legal costs and expenses related to litigation and dispute resolution proceedings), of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations, representations or warranties; (b) Negligent or willful acts or omissions committed during performance of the Services; (c) Personal injury,property damage,or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; (d) Unauthorized use or disclosure of City's confidential and proprietary information; (e) Claim of infringement or violation of a U.S patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party. 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim, in accordance with California Public Contract Code Section 9201. At City's request, Contractor will assist City in the defense of a claim, dispute or lawsuit arising out of this Agreement. 11.3 Contractor's duties tinder this section are not limited to the Contract Price, workers' compensation payments, or the insurance or bond amounts required in the Agreement.Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee. 11.4. Contractor's payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, a purchase order or other transaction. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit C, and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and 2019 Asphalt Inspection and Testing Services Master Professional/Specialized Services Agreement/Rev.May 22,2018 Page 4 of 8 expiration dates of coverage.Failure to comply with this provision may result in City, at its sole discretion and without notice,purchasing insurance for Contractor and deducting the costs from Contractor's compensation or terminating the Agreement. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state and federal laws and regulations applicable to this Agreement. Contractor will promptly notify City of changes in the law or other conditions that may affect the Project or Contractor's ability to perform. Contractor is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act. 13.2 Labor Laws. Contractor shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a"public works" component, Contractor is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race,religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status,pregnancy, age, sex, gender, sexual orientation, gender identity,Acquired-Immune Deficiency Syndrome(AIDS)or any other protected classification. Contractor shall comply with all anti-discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777 and 3077.5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or Contractor's employees or sub-contractors will not be tolerated. 13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement, in violation of California Government Code Section 1090 et seq. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined.in Section 18700 of the California Code of Regulations. Contractor agrees to abide by the City's rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments,requiring reimbursements or terminating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager. The City assigns Roger Lee as the City's representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor. City Project 2019 Asphalt Inspection and Testing Services Master Professional/Specialized Services Agreement,/Rev.may 22,2018 Page 5 of 8 Contractor Project Manager. Subject to City approval, Contractor assigns Joe Ririe as its single Representative for all purposes under this Agreement, with authority to oversee the progressand performance of the Services. Contractor's Project manager is responsible for coordinating and scheduling the Services in accordance with City instructions, service orders and the Schedule of Performance. Contractor must regularly update the City's project manager about the status,progress and any delays with the work. City's written approval is required prior to Contractor substituting a new Representative which shall result in no additional costs to City. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts thereof at any time. Contractor will be compensated for satisfactory Services performed through the date of abandonment, and will be given reasonable time to assemble the work and close out the Services. With City's pre-approval in writing, the time spent in closing out the Services will be compensated up to a maximum of ten percent(10%)of the total time expended to date in the performance of the Services. 16. TERMINATION City may terminate this Agreement for cause or without cause at any time. Contractor will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Contractor closes out the Services and delivers the Work Product. ' 17. GOVERNING LAIV,VENUE AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises, Contractor must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator's award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal, or other proceedings to enforce its rights or a judgment in connection with this Agreement,the prevailing party will be entitled to reasonable attorney fees and costs. 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City's waiver of a breach shall not constitute waiver of another provision or breach. City Project 2019 Asphalt Inspection and Testing Services Master Professional/Specialized Services Agreement/Rev.May 22,2018 Page 6 of 8 21. ENTIRE, AGREEMENT This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. Any modification of this Agreement will be effective only if in writing and signed by each Party's authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between the main Agreement and the attachments or exhibits thereto,the text of the main Agreement shall prevail. 22. INSERTED PROVISIONS Each provision and clause required by law for this Agreement is deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. The Parties will collaborate to implement this Section, as appropriate. 23. HEADINGS The headings in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement. 24. SEVERABILITY/PARTIAL INVALIDITY If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this Agreement to carry out its intent. 25. SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated, including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law and Attorney Fees, shall survive the Agreement and remain in full force and effect. 26. NOTICES All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail,postage prepaid, registered or certified, or the next business day following electronic submission: To City of Cuvertino To Contractor: Pavement Engineering Inc. 10300 Torre Ave.,Cupertino CA 95014 3485 Sacramento Drive,Suite A,San Luis Obispo,CA 93401 Attention:Jo Anne Johnson Attention: Joe Ririe Email: joannei Li,cupertino.org Email: joer@pavementenghieering.com - City Project 2019 Asphalt Inspection and Testing Services -- Master Professional/Specialized Services Agreement/Rev.May 22,2018 Page 7 of 8 27. VALID11Y OF CONTRACT This Agreement is valid and enforceable only if(a) it complies with the purchasing and contract provisions of Cupertino Municipal Code Chapters 3.22 and 3.23, as amended from time to time, (b) is signed by the City Manager or an authorized designee, and (c) is approved for form by the City Attorney's Office. 28, EXECUTION The person executing this Agreement on behalf of Contractor represents and warrants that Contractor has full right,power, and authority to enter into and carry out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Contractor. This Agreement may be executed in counterparts, each one of which is deemed an original and all of which, taken together,constitute a single binding instrument. IN WITNESS WHEREOF,the parties have caused the Agreement to be executed. CONTRACTOR/'- CITY OF CUPERTINO Paveme t E I cer' ig, Inc. A Municipal Corpyration By B y Name lose- L.R-trie. P.E. Narn6','0 7,0 Z;' Title President Title ee-gr! Date Date TaxI.D. No.: 68-0461866 APPROVED AS TO FORM: Heather Minner City Attorney ATTEST: GRACE SCHMIDT City Clerk City Project 2019 Asphalt Inspection and Testing Services Master Professional/Specialized Services Agreement/Rev.May 22,2018 Page 8 of 8 EXHIBIT A-1 SCOPE OF SERVICES The CONSULTANT shall provide certain Inspection/Quality Control and Contract Administration services as required and requested by the CITY. The CONSULTANT shall provide services under this Master Agreement on an"as needed"basis and only(1)upon written request from the CITY's Director of Public Works or authorized Agent as defined in Section 11, PROJECT COORDINATION and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION I-GENERAL PROVISIONS A. The CONSULTANT shall perform all services to the satisfaction of the CITY's Public Works Director or authorized Agent. B. The CONSULTANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Inspection and Material Testing Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSULTANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY. D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed' SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall provide Inspection/Quality Control services for 2019 Pavement Maintenance Project Phase I- City Project No. 2019-103. All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement and as detailed in the Pavement Engineering Inc. transmittal dated February 26, 2019 (attached for reference). Consultant services under this Master Agreement may include, but are not limited to: City of Cupertino Exhibit A-1-Scope of Services Inspection/Quality Control and Contract Administration Services 2019 Pavement Maintenance Project Phase 1—City Project No.2019-103-PEI Inc. Page 1 of 2 EXHIBIT A-1 SCOPE OF SERVICES A. Inspection/Quality Control Phase 1. Support asphalt testing of 2019 Pavement Maintenance Project Phase 2-City Project No. 2019-103. Coordinate with designated City staff, City consultants and Contractor as required.Services to include: a. Attend and participate in field meetings. b. Assist City designated Project Manager with quality control of materials and processes as required by Contract documents. c. Timely perform all required asphalt testing as required by Contract documents. d. At the direction of the Project Manager, assist with daily inspection reports. e. At the direction of the Project Manager, collect and review material tags, test results and other records as required by Contract documents. f. Files (both hard copies and electronic copies)containing the above along with communications, City instructions, punch lists and other project information will be maintained. B. Construction Phase: 1. Support City staff and City designated Project Manager with construction management of 2019 Pavement Maintenance Project - City Project No. 2019-103. Services to include: a. Attend and participate in field meetings. b. At the direction of the Project Manager, assist with tabulation of bid quantities as needed to review and recommend pay requests from contractor. c. Timely refer Contractor questions in the field to the Project Manager. d. Coordinate with Project Manager the Contractor implementation of the various traffic control plans. e. Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage. f. Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents businesses. g. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained. h. Ability to act on behalf of Project Manager during Project Manager absence. i. Ability to match Project Manager&Contractor work schedule,including work at night, END OF EXHIBIT City of Cupertino Exhibit A-1-Scope of Services Inspection/Quality Control and Contract Administration Services 2019 Pavement Maintenance Project Phase I—City Project No.2019-103-PEI Inc. Page 2 of 2 EXHIBIT A-2 SCOPE OF SERVICES The CONSULTANT shall provide certain Inspection/Quality Control and Contract Administration services as required and requested by the CITY. The CONSULTANT shall provide services under this Master Agreement on an "as needed"basis and only(1)upon written request from the CITY's Director of Public Works or authorized Agent as defined in Section 14, PROJECT COORDINATION and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A. The CONSULTANT shall perform all services to the satisfaction of the CITY's Public Works Director or authorized Agent. B. The CONSULTANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Inspection and Material Testing Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSULTANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY, D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY's designated Project Manager, SECTION 2. BASIC SERVICES The Consultant shall provide Inspection/Quality Control services for 2019 Pavement Maintenance Project Phase 2— City Project No. 2019-109. All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement and as detailed in the Pavement Engineering Inc. transmittal dated February 26, 2019 (attached for reference). Consultant services under this Master Agreement may include, but are not limited to: City of Cupertino Exhibit A-2-Scope of Services Inspection/Quality Control and Contract Administration Services 2019 Pavement Maintenance Project Phase 2—City Project No.2019-109. Page 1 of 2 EXHIBIT A-2 SCOPE OF SERVICES A. Inspection/Quality Control Phase 1. Support asphalt testing of 2019 Pavement Maintenance Project Phase 2-City Project No. 2019-109. Coordinate with designated City staff, City consultants and Contractor as required. Services to include: a. Attend and participate in field meetings. b. Assist City designated Project Manager with quality control of materials and processes as required by Contract documents. c. Timely perform all required asphalt testing as required by Contract documents. d. At the direction of the Project Manager, assist with daily.inspection reports. e. At the direction of the Project Manager, collect and review material tags, test results and other records as required by Contract documents. f. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch fists and other project information will be maintained. B. Construction Phase: 1. Support City staff and City designated Project Manager with construction management of 2019 Pavement Maintenance Phase 2 Project-City Project No. 2019- 109. Services to include: a. Attend and participate in field meetings. b. At the direction of the Project Manager,assist with tabulation of bid quantities as needed to review and recommend pay requests from contractor, c. Timely refer Contractor questions in the field to the Project Manager. d. Coordinate with Project Manager the Contractor implementation of the various traffic control plans. e. Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage. f. Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents businesses. g. Files (both hard copies and electronic copies)containing the above along with communications, City instructions, punch lists and other project information will be maintained. h. Ability to act on behalf of Project Manager during Project Manager absence. L Ability to match Project Manager&Contractor work schedule,including work at night. END OF EXHIBIT City of Cupertino Exhibit A-2-Scope of Services Inspection/Quality Control and Contract Administration Services 2019 Pavement Maintenance Project Phase 2—City Project No.2019-109. Page 2 of 2 CITY OF CUPERTINO Exhibit B MASTER AGREEMENT CONSULTANT SERVICES SERVICE ORDER NO. MASTER AGREEMENT NO#: M.A.Date: Maximum Compensation: M.A.End Date: Consultant: Firm Name: Address: Contact: Phone: Project Description: Project Name: FX]Description: (simple project description if appropriate) FlAttachment A:Includes Description of Project, Scope of Service,Schedule of Performance and Compensation City Project Management Managing Department: Public Works Project Manager: Fiscal/Budget : Amount Master Agreement Maximum Compensation: $0 Total Previously Encumbered to Date: $0 Encumbrance this Service Order: $0 Balance: $0 S.O.Acc't No.: P.O. # Contract Manager: Date: Approvals: Consultant: Date: CIP Manager: Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that fund are available as of this date of signature City Finance: Date: Management Analyst City of Cupertino Master Agreement 181128 Page 1 of 1 Service Order No. XX EXHIBIT C Insurance Requirements Profession al/Specialized Services Agreement Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance and results of the Services hereunder by the Contractor,his agents,representatives,employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability(CGL): Insurance Services Office("ISO")Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, contractual liability, property damage, bodily injury, and personal and advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this Project(ISO CG 25 03 or 25 04)or it shall be twice the required occurrence limit. 0, a. It shall be a requirement under this 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/limits specified in this agreement; or(2)the broader coverage and maximum limits of coverage of any insurance policy,whichever is greater. b. Additional Insured coverage under Contractor's policy shall be "primary and non- contributory,"will not seek contribution from City's insurance/self-insurance,and shall be at least as broad as ISO CG 20 0104 13 c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City's own insurance or self-insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO Form Number 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 limits no less than $1,000,000 per accident for bodily injury and property damage. V3. Workers'Compensation: As required by the State of California,with Statutory Limits, and Employer's Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease. (Not required if Contractor provides written verification it has no employees). V4. Professional Liability. Insurance which includes coverage for professional acts, errors and omissions, with limits no less than$2,000,000 per occurrence or claim, $2,000,000 aggregate (ifapplicable). If Conti-actor maintains broader coverage and/or higher limits than the minimums shown above,City requires and shall be entitled to the broader coverage and higher insurance limits maintained byContractor. OTHER INSURANCE PROVISIONS The insurance policies are to contain, or be endorsed to contain,the following provisions: ' dditional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of the Services .......... Insurance Requirements for Proj&ssionallSpecialized Services Agreement Version:.Nov 2017 1, Fperformed by or on behalf of Contractor including materials,parts, 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 Contract,the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of Contractor's insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire,except with written notice to City 30 days in advance or 10 days in advance if due to non-payment ofpremiums. Waiver of Subrogation Contractor grants to City a waiver of any right to subrogation which any insurer of said Contractor may �1/acquire against City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Sey-Insured Retentions City may approve self-insured retentions and require proof of Contractor's ability to pay losses and related investigations, claim administration and defense expenses within the retention. The policy shall provide, or be endorsed to provide,that the self-insured retention may be satisfied by either the named insured or City. VI_A cceplability of Insurers Insurers must be acceptable to City and licensed to do business in California, and each insurer must have an A.M. Best's financial strength rating of"A"or better and a financial size rating of"VII"orbetter. Claims Made Policies (applicable only to professional liability) If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the Effective Date of the Contract. 2. Insurance must be maintained for at least five (5)years after completion of the Services. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Contractor must purchase "extended reporting"coverage for a minimum of five(5)years after completion of the Services. Verification of Coverage Contractor shall furnish the City with acceptable original certificates and mandatory endorsements(or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City prior to commencing the Services. City retains the right to demand verification of compliance at any time duringthe Contract. Subcontractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. Insurance coverage shall not limit Contractor's duties to indemnify, defend and hold City harmless. City reserves the right to modify these requirements based on the nature of the risk, prior experience, insurer, coverage or other special circumstances. Insurance Requirements for Professional/Specialized Services Agreement Version:Nov 2017 10962071 Insurance Requirements for Professional/S1.aecialized Services Agreement Version:Nov 2017 AC"R" CERTIFICATE F LIABILITY INSURANCE FDATE(MM/DD/YYYY) 4/23/2019 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 have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Andreini &Company-San Mateo NAME: Lisa Salciccla PHONE FAX 220 West 20th Ave A/C No Ext:650-378-4238 (A/C Noh 650-378-4361 San Mateo CA 94403 EMAIL ADDRESS: Isalciccia andreini.com INSURERS AFFORDING COVERAGE NAIC# _ INSURER A:Travelers Prop Cas Co of Amer �r{ )(V 25674 INSURED PAVEM-2 INSURER B: Peleus Insurance Company !v 34118 Pavement Engineering, Inc. Geo-Engineering Solutions, Inc. INSURERC: 3485 Sacramento Drive Suite A INSURER 0: _ San Luis Obispo CA 93401 INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER:413495521 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUER POLICY EFF P��% LTR INSD D POLICYNUM ER MM/DD/YYYY MLIMITS A X COMMERCIAL GENERAL LIABILITY Y Y 6802J66241718471 7/1/2018 CURRENCE $1,000,000 ✓ TO RENTED CLAIMS-MADE X OCCUR S Ea occurrence $1,000,000 (Any one person) $5,000 AL&ADV INJURY $1.000,000 r GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 1 POLICY X]JEGOT- LOG PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ A AUTOMOBILE LIABILITY Y Y BA8E10451618 7/1/2018 7/1/2019V CEOMaBINED SINGLE LIMIT $1,000,000 E! accident X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY AUTOS ONLY AUTOS (Per accident) $ X HIRED X NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident $ A X UMBRELLALIAB X OCCUR CUP8E1060241847 7/1/2018 7/1/2019V EACH OCCURRENCE f $5,000,000' EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ f A WORKERS COMPENSATION Y UB3H526004 V 7/1/2018 71112019✓X PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRI ETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? ❑ N/A E.L.EACH ACCIDENT $1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 B Professional Liab. IAE42171670 8/5/2018 7/1/2019✓ Limit 2,000,000 ✓ Aggregate 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE: 2019 Pavement Maintenance The City of Cupertino, its City Council,officers, officials,employees,agents, servants and volunteers are included as Additional Insured on a primary and non-contributory basis with regard to General and Auto Liability per attached endorsements. Waivers of Subrogation apply to General,Auto Liability and Workers'Compensation per attached policy provisions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avenue AUTHORIZED REPRESENTATIVE Cupertino CA 95014 , ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY N MBER :680 2J662417-18-47 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL SURVEYORS)(ARCHITECTS, ENGINEERS AND This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION 11 — WHO IS h. This insurance does not apply to "bodily AN INSURED: injury" or "property damage" caused by "your Any person or organization that you agree in a work" and included in the "products- "written contract requiring insurance" to include as completed operations hazard" unless the an additional insured on this Coverage Part, but: "written contract requiring insurance" specifically requires you to provide such a. Only with respect to liability for "bodily injury", coverage for that additional insured, and then "property damage" or"personal injury"; and the insurance provided to the additional b. If, and only to the extent that, the injury or insured applies only to such "bodily injury" or damage is caused by acts or omissions of "property damage" that occurs before the end you or your subcontractor in the performance of the period of time for which the "written of "your work" to which the "written contract contract requiring insurance" requires you to requiring insurance" applies, or in connection provide such coverage or the end of the with premises owned by or rented to you. policy period, whichever is earlier. The person or organization does not qualify as an 2. The following is added to Paragraph 4.a. of additional insured: SECTION IV — COMMERCIAL GENERAL e. With respect to the independent acts or LIABILITY CONDITIONS: omissions of such person or organization; or The insurance provided to the additional insured d. For "bodily injury", "property damage" or is excess over any valid and collectible other "personal injury" for which such person or insurance, whether primary, excess, contingent or organization has assumed liability in a on any other basis, that is available to the additional insured for a loss we cover. However, if contract or agreement. you specifically agree in the "written contract The insurance provided to such additional insured requiring insurance" that this insurance provided is limited as follows: to the additional insured under this Coverage Part e. This insurance does not apply on any basis to must apply on a primary basis or a primary and any person or organization for which non-contributory basis, this insurance is primary to other insurance available to the additional coverage as an additional insured specifically insured which covers that person or organizations is added by another endorsement to this as a named insured for such loss, and we will not Coverage Part. share with the other insurance, provided that: f. This insurance does not apply to the (1) The "bodily injury" or "property damage" for rendering of or failure to render any "professional services". which coverage is sought occurs; and g. In the event that the Limits of Insurance of the (2) The "personal injury" for which coverage is Coverage Part shown in the Declarations sought arises out of an offense committed; exceed the limits of liability required by the after you have signed that "written contract "written contract requiring insurance", the requiring insurance". But this insurance provided insurance provided to the additional insured to the additional insured still is excess over valid shall be limited to the limits of liability required and collectible other insurance, whether primary, by that "written contract requiring insurance". excess, contingent or on any other basis, that is This endorsement does not increase the available to the additional insured when that limits of insurance described in Section III — person or organization is an additional insured Limits Of Insurance. under any other insurance. CG D3 81 09 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc.,with its permission COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph O.' Transfer 4. The following definition is added to the | Of Rights Of Recovery Against Others To Us, DEFINITIONS Section: of SECTION UV — COMMERCIAL GENERAL "Written contract requiring insurance" means that LIABILITY CONDITIONS: part of any written contract under which you are We waive any right of recovery we may have required to include a person or organization asan against any person or organization because of additional insured on this Coverage Part | payments we make for "bodily injury", "property provided that the "bodily injury" and "property '` damage" o/ "personal injury" arising out of "your damage" occurs and the "personal injury" /s | work" performed by or your behalf, done ' ' caused by�no�ensecommi�ed � under a "vv/i�en contract requiring insunance'' with ' � that person or organization. We waive this right a. After you have signed that written contract� ' only where you have agreed to dosoas part of b While that part of the written contract is in the "written contract requiring insurance" with ' � ' effect� and � such person or organization signed by you before, and in effect when, the "bodily injury" or c. Before the end of the policy period. "property damage" occurs, or the "personal injury" offense iscommitted. � � � � � � � | � Page 2of2 @um5 The Travelers Indemnity Company.All rights reserved. C'303 818915 � POLICY NUMBER: 680 2J662417 18 4 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ARCHITECTS, ENGINEERS AND SURVEYORS COVERAGE XTEND ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Broadened Named Insured K. Additional Insured—Lessor Of Leased Equipment B. Incidental Medical Malpractice L. Additional Insured — State Or Political C. Reasonable Force — Bodily Injury Or Property Subdivisions—Permits Relating To Premises Damage M. Additional Insured — State Or Political D. Non-Owned Watercraft — Increased To Up To 75 Subdivisions—Permits Relating To Operations feet N. Who Is An Insured — Newly Acquired Or Formed E. Aircraft Chartered With Crew Organizations F. Damage To Premises Rented To You O. Knowledge And Notice Of Occurrence Or Offense G. Malicious Prosecution — Exception To Knowing P. Unintentional Omission Violation Of Rights Of Another Exclusion Q. Waiver Of Transfer Of Rights Of Recovery H. Medical Payments—Increased Limit Against Others To Us When Required By Written I. Increased Supplementary Payments Contract J. Additional Insured — Owner, Manager Or Lessor R. Amended Insured Contract Definition — Railroad Of Premises Easement PROVISIONS Unless you are in the business or occupation A. BROADENED NAMED INSURED of providing professional health care services, "occurrence" also means an act or omission 1. The following is added to SECTION II—WHO committed in providing or failing to provide IS AN INSURED: first aid or "Good Samaritan services" to a Any organization, other than a partnership or person. joint venture, over which you maintain 2. The following is added to the DEFINITIONS ownership or majority interest on the effective Section: date of the policy qualifies as a Named Insured. However, coverage for any such "Good Samaritan services" means any additional organization will cease as of the emergency medical services for which no date during the policy period that you no compensation is demanded or received. longer maintain ownership of, or majority 3. The following is added to Paragraph 2.a.(1) of interest in, such organization. SECTION II—WHO IS AN INSURED: B. INCIDENTAL MEDICAL MALPRACTICE Unless you are in the business or occupation 1. The following is added to the definition of of providing professional health care services, "occurrence" in the DEFINITIONS Section: Paragraphs (1)(a), (b), (c) and (d) above CG D3 79 01 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 6 COMMERCIAL GENERAL LIABILITY does not apply to any "bodily injury" arising insured. This exclusion does not apply to i out of any providing or failing to provide first "bodily injury" or "property damage" resulting � aid or "Good Samaritan services" by any of from the use of reasonable force to protect � your "emp|oyees", other than an employed any person orproperty. doctor. Any such "employees" providing or D. NON-OWNED WATERCRAFT — INCREASEDfai|ing to provide first aid or "Good Samaritan � TOUPTO7SFEET services" during their work hours for you will be deemed to be acting within the scope of 1. The following replaces Paragraph (2) of � their employment by you or performing duties Exclusion g.. Aircraft, Auto Or Watercraft, ' related to the conduct of your business. in Paragraph 2, of SECTION K — � ' 4. The following exclusion is added to COVERAGES — COVERAGE A BODILY Paragraph 2.. Exclusions, of SECTION U — INJURY AND PROPERTY DAMAGE | COVERAGES — COVERAGE A BODILY LIABILITY: INJURY AND PROPERTY DAMAGE (2) A watercraft you do not own that is: LIABILITY in COVERAGES: (a) Less than 75 feet long; and � Sale ofPharmaceuticals (6) Not being used to carry any person or "Bodily injury" or "property damage" arising property for acharge; � out of the willful violation of penal statute or 2. The following is added to Paragraph 2. of ordinance relating to the sale of BECTUONA|—VVHOlSANKNSURED� pharmaceuticals committed by, or with the � � know|edgeorconsen�of' the insured. Any person or organization that, with you/ ~ � express or implied consent, either uses or is 5. The following is added to Paragraph S. of responsible for the use of a watercraft that SECTION III—LIMITS OFINSURANCE: you do not own that is: For the purposes of determining the (a) Less than 7S feet long; and applicable Each Occurrence Limit, all related (b) Not being used to carry any person or acts o/ omissions committed in the providing property for a charge; or failing to provide first aid or "Good Samaritan services" to any one person will be 3. The following is added to Paragraph 4`b,' considered one "occurrence". Excess Insurance, of SECTION DV — 6. The following is added to Paragraph 4.b.' COMMERCIAL GENERAL LIABILITY Excess Insurance, of SECTION UV — CONDITIONS: COMMERCIAL GENERAL LIABILITY This insurance is excess over any valid and CONDITIONS: collectible other insurance, whether primary. � This insurance is excess over any valid and excess, contingent oron any other basis' that � collectible other insurance, whether primary' is available to the insured for "bodily injury" that arises out of the use of a watercraft that excess, contingent nron any other basis, that you do not own that is� is: is available to any of you/ "employees" for "bodily injury" that arises out of providing or (a) Less than 75 feet long; and failing to provide first aid or "Good Samaritan (b) Not being used to carry any person or services" to any person to the extent not property for a charge. subject to Paragraph 2.a.(1) of Section 01 — E. /\|R��RAFT��H&RTERE0VVKTR CREWVVho |sAn Insured. ' C. REASONABLE FORCE — BODILY INJURY OR 1' The following is added to Exclusion g.' � PROPERTY DAMAGE Aircraft' Auto Or Watencraft, in Paragraph The following replaces Exclusion a.' Expected Or 2' of SECTION V — COVERAGES —Intended Injury, COVERAGE A BODILY INJURY AND in Paragraph 2. of SECTION U — PROPERTY DAMAGE LIABILITY in COVERAGES — COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY: COVERAGES: a Expected This exclusion does not apply to an aircraft ' ' that is: "Bodily injury" or "propertydamage" expected o/ intended from the standpoint of the (s� ChaUeredw�hcr�w0oanyinsured� Page 2ofG @ 201s The Travelers Indemnity Company.All rights reserved. CG D3790116 COMMERCIAL GENERAL LIABILITY (h) Not owned by any insured; and 2. The following replaces Paragraph 6. of (c) Not being used to carry any person or SECTION III—LIMITS 0FINSURANCE: � property for acharge. Subject to S. above. the Damage To 2. The following is added to Paragraph 4.b., Premises Rented ToYou Limit is the most we Excess Insurance, of SECTION |V _ will pay under Coverage A for damages | COMMERCIAL GENERAL LIABILITY because of "Property damage" to any one � CONDITIONS: premises while rented to you, or temporarily This insurance is excess over any valid and occupied by you with permission of the | collectible other insunance, whether primary. owner, caused by fire; explosion; lightning; � excess, contingent or on any other basiy, that smoke resulting from such fine' explosion, or � is available to the insured for use of an lightning; or water. The Damage To Premises aircraft that is: Rented To You Limit will apply to all damage proximately caused by the same (a) Chartered 'eredwi�h crew " ' ' � occurrence". whether such damage results (b) Not owned by any insured; and from: fire; explosion; lightning; smoke (c) Not being used to carry any person or resulting from such fire, exp|osion, or property for a charge. lightning; or water; or any combination of any F. DAMAGE TO PREMISES RENTED TDYOU ofthese. � The Damage To Premises Rented To You 1. The following replaces the last paragraph of Limit will be the higher of: Paragraph 2.. Exclusions, of SECTION I — COVERAGES — COVERAGE A BODILY a. $1.000'000; or � INJURY AND PROPERTY DAMAGE 6. The amount shown onthe Declarations of LIABILITY inCOVERAGES: this Coverage Part for Damage To Exclusions c. through n, do not apply to Premises Rented To You Limit. damage to premises while rented toyou, or 3. The following replaces Paragraph a. of the temporarily occupied by you with permission definition of "insured contract" in the of the mwner caused. '� DEFINITIONS Section: a. .Fine� a. A contract for a lease of premises. 6. Explosion; However, that portion of the contract for a c. Lightning; lease of premises that indemnifies any person or organization for damage to d. Smoke resulting from such fire, explosion, premises while rented to you or or lightning; nr temporarily occupied by you you, | e. Water. permission of the owner, caused by: � A separate limit of insurance applies tosuch (1) Fire; damage to premises as described in (2) Explosion; Paragraph G. of SectionIII — Limits Of Insurance. This insurance does not apply to (3) Lightning; damage to premises while rented toyou, or (4) Smoke resulting from such fire, temporarily occupied by you with permission explosion, or lightning; o/ of the owner, caused bv� '� (S) Water, a. Rupture, bursting' or operation of is not an "insured contract"; pressure relief devices; b. Rupture or bursting due Loexpansion or 4. The following replaces Paragraph 4`6`(1)(b) � swelling of the contents of any building or of SECTION NJ— COMMERCIAL GENERAL structuve, caused by or resulting from LIABILITY m � / water; or (b) That is insurance for premises rented to c. Explosion of steam boi|ers, steam pipes, you, or temporarily occupied by you with � steam engines, or steam turbines. the permission of the owner; CGD3 79O1 16 @ 2o1s The Travelers Indemnity Company,All rights reserved. Page 3ofO COMMERCIAL GENERAL LIABILITY G. MALICIOUS PROSECUTION — EXCEPTION TO insured, but only with respect to liability for "bod� | KNOWING VIOLATION OF RIGHTS OF injury", "property damage". "personal injury" 'r � ANOTHER EXCLUSION ^adverhsingi�u�"that: - � The following is added to Exclusion a,. Knowing a. |s "bodily injury" or "property damage" caused � Violation Of Rights Of Another, in Paragraph 2. by an "occurrence" that takes place, or � of SECTION U — COVERAGES — COVERAGE B "personal injury" caused by an offense that is � PERSONAL AND ADVERTISING INJURY committed, after you ave signed that � LIABILITY: contract; an / . � This exclusion does not apply to "personal i �u� b �� m� � �e ��ohip maintenance | - . � caused bvm��uspnosecu�on. use of that pa� of any premises |eased to you --'-�-- — ' H. MEDICAL PAYMENTS—INCREASED LIMIT under that written contract. The following replaces Paragraph 7. of SECTION The insurance provided to such premises owner. III—LIMITS OFINSURANCE: manager or lessor is subject to the following 7. Subject to S. above. the Medical Expense provisions: Limit is the most wewill pay under Coverage a. The limits of insurance provided to such C. for all medical expenses because of premises owner, manager o/ lessor will be "bodily injury" sustained by any one person' the limits which you agreed to provide in the and will be the higher of: written contract' or the limits shown on the (a) $10.000; or Declarations of this Coverage Part, whichever ' (b) The amount shown on the Declarations of are less. this Coverage Part for Medical Expense b' The insurance provided to such premises � Limit. mwner, manager or lessor does not apply to: U. INCREASED SUPPLEMENTARY PAYMENTS (1) "Bodily injury" or "property damage" caused by an "occurrence" that takes 1. The following replaces Paragraph 1.b. of place, or injury" caused by an SUPPLEMENTARY PAYMENTS — ' '' ' COVERAGES A AND B of SECTION K _ offense that is committed' after you COVERAGES: cease tobee tenant in that premises; or b. (�) Structural alterations, new/ construction or Up to $Z5O0 for cost of bail bonds ' ' demolition operations performed by or on required because of accidents o, traffic law violations behalf ofsuch premises owner, manager vehicle to which the Bodily Injury Liability . Coverage applies. We do not have to c' The insurance provided to such premises furnish these bonds. owner, manager orlessor is excess over any � 2. The following replaces Paragraph 1,d. of valid and collectible other insurance available � SUPPLEMENTARY PAYMENTS _ to such premises owner, manager orlessor, COVERAGES A AND B of SECTION I _ unless you have agreed in aw/itten contract COVERAGES: for this insurance to apply on a primary or d. All reasonable expenses incurred by the contributory basis. insured at our request to assist us i the K. ADDITIONAL UNSURED— LESSOR OF LEASED investigation or defense of the claim or EQUIPMENT "suh", including actual loss of earnings up The following is added to SECTION 11 — VVHO IS to $SOO a day because of time off from ANVNSURED: work. Any person or organization that is an equipment J. ADDITIONAL UNSUREQ — OVVNER. Ko/4NA<3ER lessor and that you have agreed in a written OR LESSOR CJF PREMISES contract to name as an additional insured on this The following is added to SECTION UK _ WHO IS Coverage Part is an insured, but only with respect � AN INSURED: to liability for "bodily injury", ''property damage". � "persnna| injury" or"adve�isingi injury" that: Any person or organization that is a premises ' uwner, manager or lessor and that you have a' |s "bodily injury" or "propertydamoge" caused agreed in a written contract to name as an by an "occurrence" that takes o|ace, or additional insured on this Coverage Part is an "personal injury" caused by an offense that is Page 4of6 @zu18 The Travelers Indemnity Company.All rights reserved, C8D379n1 16 COMMERCIAL GENERAL LIABILITY commhhed, after you have signed that written M. ADDITIONAL INSURED — STATE OR � contract; and POLITICAL SUBDIVISIONS — PERMITS | b. Is caused, in whole or in part, by ads or RELATING TOOPERATIONS � omissions of you or any person or The following is added to Paragraph 2. of � organization performing operations on your SECTION UU—WHO U5ANINSURED: � behalf' in the maintenance' operation or use Any state or political subdivision that has issued a � of equipment leased to you by such permit with respect to operations performed by � equipment lessor. you or on your behalf is an insured' but only with � The insurance provided to such equipment lessor respect to "bodily injury". "property damage", � is subject to the following provisions: "personal injury" or ''advertising injury" arising out of operations performed byyou or on your behalf a. The limits of insurance provided to such for which that state or political subdivision has equipment lessor will be the limits which you issued such permit. However, no such state or � agreed to provide in the written contract, o/ political subdivision is an insured for: the limits shown on the Declarations of this CovensgePad' vvhicheve/a»e |ess�' and (1) "Bodily injury", "property damage". "personal injury" or "advertising injury" arising out of b. The insurance provided to such equipment operations performed for that state or political lessor does not apply: subdivision; or � (1) To any "bodily injury" or "property (Z) "Bodily injury" nr "pnopertydamage" included damage" caused bvan "occurnence" that within the "products — completed operations takes place, o/ "personal injury" caused hazavd" by an offense that is commbted, after the W. VVHD 86 AN INSURED — NEWLY ACQUIRED � equipment lease expires; or OR FORMED ORGANIZATIONS (2) If the equipment is leased with an The following replaces Paragraph 4.a' of operator. SECTION Uy—WHO iG /\NINSURED: c. The insurance provided to such equipment a. Coverage under this provision is afforded lessor is excess over any valid and collectible only: other insurance available to such equipment (1) Until the 180th day after you acquire or |essor, unless you have agreed in a written form the organization o, the end of the contract for this insurance to apply on a policy period' whichever is eadier, if you primary orcontributory basis. do not report such organization in writing L. ADDITIONAL INSURED — STATE OR tous within 180 days after you acquire o/ POLITICAL SUBDIVISIONS _ PERMITS form it; or RELATING TDPREMISES (2) Until the end of the policy period, when � The following is added to Paragraph 2. of that date is later than 180 days after you SECTION UU—VVHC> IS AN INSURED: acquire or form such organizations' if you report such organization in writing to us Any state orpolitical subdivision that has issued a within 180 days after you acquire or form permit in connection with premises owned or it. occupied by, or rented or to, you, is an ' O KNOWLEDGE AND NOTICE OF insured' but only with respect to "bodik/ injury" ' �� ` '"property damage". "personal injury" or OCCURRENCE OR OFFENSE "advertising injury" arising out of the existence. The following is added to Paragraph 2, Duties In The Event of Occurrence, ��e Claim C> ownership. use. maintenance, repair, . Offense, � nm r construction, erection or removal of advertising Suit. of SECTION UV — COMMERCIAL signs, awnings, canopies, cellar entrances, coal GENERAL LIABILITY CONDITIONS: ho|es, driveways, manho|es, marquees' hoist e. The following provisions apply to Paragraph away openings, sidewalk vaults, e|evators, street a. above, but only for the purposes of the / banners or decorations for which that state o/ insurance provided under this Coverage part � political subdivision has issued such permit. to you or any insured listed in Paragraph 1. or 2. of Section Q—VVho Is An Insured: CG D37901 16 2o1s The Travelers Indemnity Company.All rights reserved. Page 5of6 COMMERCIAL GENERAL LIABILITY (1) Notice to us of such "occurrence" ormfan health insurer. This applies only if you � offense must be given as soon as subsequently give notice to us of the i practicable only after the "occurrence" or "occurrence" o/ offense as soon as ! offense is known to you (if you are an practicable after any of the persons � individua|), any of your partners or described in Paragraphs e. (1) or (2) � � members who isan individual (if you are a above discovers that the "occurrence" or | partnership or joint venbue), any of your offense may result in sums to which the � managers who isanindividual (if you are insurance provided under the Coverage ] a limited liability company), any of you/ Part may apply. trustees who is an individual (if you are P. UNINTENTIONAL OMISSION ! atrus0. any of your"executive officers" or � directors (if you are an organization other The following is added to Paragraph G.. � than a partnership, joint venture, limited COMMERCIAL of 5��UD� Ky _ liability company or trust), or any COMMERCIAL GENERAL LIABILITY "employee" (such as an insurance, loss CONDITIONS: control o/ risk manager or administrator) The unintentional omission of, or unintentional authorized by you to give notice of an error in, any information provided by you which ''occurrence" oroffense. we relied upon in issuing this policy will not � Knowledge bv any other "emp|oyee" ofen prejudice your rights under this insurance. "occurrence" or offense does not imply Ho»«ever, this provision does not affect our right � that you also have such knowledge. to collect additional premium or to exercise our rights of cancellation o/ nnn/enevva| in (2) If you are a partnership' joint venture, accordance with applicable insurance laws or � limited liability company or trust' and regulations. none of your partners. joint venture members, managers o/ trustees are Q. WAIVER OF TRANSFER OF RIGHTS OF individua|s, notice to us of such RECOVERY AGAINST OTHERS TO US WHEN "occurrence" or offense must be given as REQUIRED BY WRITTEN CONTRACT soon as practicable only after the The following is added to Paragraph @.. Transfer "occurrence" or offense is known by: of Rights of Recovery Against Others to Us. of (a) Any individual who is: SECTION 8\/ — COMMERCIAL GENERAL (i) A partner or member of any LIABILITY CONDITIONS: partnership or joint venture; We waive any right of recovery we may have . against any person or organization because of (ii) A manager of any limited liability payments we make for injury or damage arising � company; out of premises owned or occupied by or ! (iii)A trustee of any trust; or or loaned to you; ongoing npenahons' performed � (iv) An executive officer or director of by you or on you/ behalf, done under a written any other organization; contract with that person or organization; "your work"; or "you/ products". We waive this right that is your partner' joint venture where you have agreed to do so as part of a member, manager or trustee; or written contract signed bv you prior ioloss. (b) Any "employee" authorized by such R. AMENDED INSURED CONTRACT DEFINITION partnership, joint venture. limited —RAULROAD EASEMENT liability cnmpany, trust or other organization to give notice of an 1' The following replaces Paragraph c. of the "nccu/nence" oroffense. definition of "insured contract" in the (3) Notice to us of such "occurrence" or DEFINITIONS Section: offense will be deemed to be given as c' Any easement or license agreement; � soon as practicable ifitis given in good 2. Paragraph t(1) of the definition of 'insured faith as soon as practicable to your contract" in the DEFINITIONS Section is � workers' compensation, acddent, or deleted. Page 6ofG @ 20nO The Travelers Indemnity Company.All rights reserved. CBD] 79O1 18 � � � � " COMMERCIAL GENERAL LIABILITY POLICY NUMBER:"""6s0-2J662417 18-47, -' ISSUE DATE: 04/24/2018 F THIS EN -ORSEMEN'T CHANGES THE POLICY. PLEASE READ IT CAREFULLY. OTHERTOTAL AGGREGATE LIMIT PROJECTAND DESIGNATED AND LOCATION AGGREGATE LIMITS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE The Limits of Insurance shown in the Declarations are replaced by the following: LIMITS OF INSURANCE Total Aggregate Limit $ 16,000,000 (Other Than Projects and Products-Completed Operations) Designated Location Aggregate Limit $ 2,000,000 (Other Than Products-Completed Operations) Designated Project Aggregate Limit $ 2, 000,000 (Other Than Products-Completed Operations) General Aggregate Limit $ 2,000,000 (Other Than Products-Completed Operations) Products-Completed Operations Aggregate Limit $ 2, 000,000 Personal and Advertising Injury Limit $ 11000,000 Each Occurrence Limit $ 1, 000,000 Damage To Premises Rented to You Limit $ 11000,000 Any One Premises Medical Expense Limit $ 10, 000 Any One Person Designated Projects: Each "project" for which you have agreed, in a written contract which is in effect during this policy period, to provide a separate General Aggregate Limit, provided that the contract is signed and executed by you before the "bodily injury" or "property damage" occurs. Designated Locations: All locations listed in Item 3. of the Common Policy Declarations or in any Master Pac Account Exposure Endorsement included in this policy. CG D4 69 07 14 ©2014 The Travelers. Indemnity Company.All rights reserved. Page 1 of 4 COMMERCIAL GENERAL LIABILITY PROVISIONS A. The following replaces SECTION III — LIMITS OF damage" included in the "products- � |NSURANCE: completed operations hazard" |n- � 1. a. The Limits of Insurance shown in the stead. the Products-Completed Op- Schedule above and the rules below fix enat|onsAggregate Limit shown in the the most we will pay regardless of the Schedule above and described in 3. | number of: below applies to such damages. ! (1) Insureds; (4) The Designated Project Aggregate � Limit does not apply hodamaQes un- � (2) Claims made o/"suits" brought; der Coverage B. Instead, the General ' (3) Persons or organizations making Aggregate Limit shown in the Bched- daimso, bhnging "suhs"; ur u|e above and described in 2. below � (4) Designated "projects" or "locations" applies to such damages. shown in the Schedule above. (5) Any payments made for damages o/ 6' The Total Aggregate Limit shown in the medical expenses to which the Des- Schedule above is the most vvewill pay ignated Project Aggregate Limit ap- for the sum of all amounts under the Des- plies shall reduce the Designated ignated Location Aggregate Limb and all Project Aggregate Limit for that des' amounts under the General Aggregate ignated "project". Such payments Limit. This includes: shall not reduce the Total Aggregate Limb shown in the Schedule above (1) Damages under Coverage A' except the {�enera| Aggregate Limit shovvni^ ` damages because of "bodily injury' or "property damage" included in the the Schedule above and described i 2. be|mw, ^ "prod ucts-comp|eted operations haz- ' the Designated Project "y- anj, g»egate Limbfor any other designat- ed ed "project" shown in the Schedule (2) Damages under Coverage B; and above or the Designated Location (3) Medical expenses under Coverage C. Aggregate Limit shown in the Sched- c. A Designated Project Aggregate Limit is u|eabove. provided and is also shown in the Sched- d' Subject to the Total Aggregate Limit u|e above. The Designated Project Ag- shown in the Schedule above and de- g»egate Limb is subject to all ofth' follow- scribed in b. above' a Designated Loca- ing provisions: tion Aggregate Limit is provided and is al- so shown in the Schedule above The (1) The Designated Project Aggregate Designated Location Aggregate Limit is | Limit is the most we wiwillpay for the subiect to all of the following provisions: i'ons � sum of: ^ � (1) The Designated Location Aggregate � (a) Damages under Coverage A be- Limit isthe most we will pay for the cause of "bodily injury" and sum of: "property damage" caused by � "occurrences"; and (a) Damages under Coverage A be- (b) Medical expenses under CoCover- 'o u/y" and cause of "bodily i "property damage" caused by age �� for "bodily injury" caused "occunences" an by accidents; ' " which can be attributed only to opera- (W Medical expenses under C�� dons at a single designated "project" age [ for "bodily injury" caused �ect shown in the Schedule by accidents; eabov�� ' (2) The ---=�—'-- Project Aggregate which can be attributed only to opera- Limit applies separatelytoeach des- � tionsata single designated "|ncadon' shown in Schedule above ignated "project". . � (3) The Designated Project Aggregate�ec (2) The Designated Location Aggregate Limit separatek/ �o each des - cause not apply to damages be- ' - cause of "bodily injury" or "property ignated "location". Page 2 of @zu14 The Travelers.Indemnity Company.All ngma reserved. CG D4 69 07 14 COMMERCIAL GENERAL LIABILITY (3) The Designated Location Aggregate stead. the Products-Completed Opera- � Limh does not apply to damages be- tions Aggregate Limit shown in the � cause of "bodily injury" or "property Schedule above and described in 3. be- | damage" included in the "products- low applies to such damages. completed operations hazard." |n- stead. the Products-Completed Op- c' Any payments made for damages or enadonsAggregate Limit shown in the medical expenses to which the General � Schedule above and described in 3 Aggregate Lim� applies shall reduce both | ' the Total Aggregate Limit shown in thebe|mwapcJiestosuchdamages. |^Schedule above and the General Agge- (4) The Designated Location Aggregate gate Limit shown in the Schedule above � � � Limit does not apply to damages un- Such payments shall not reduce the Des- der Coverage B. Instead, the General ignated Project Aggregate Limit for any Aggregate Limit shown in the Sched- designated "project" shown in the Sched- ule above and described in l below u|e above o/ the Designated Location applies 10 such damages. AggregateLimhforanydesignated "|oca- don" shmwninthe �chedu}e above (G) Any payments made for damages o/ . medical expenses to which the Des- I If coverage for liability arising out of the i nated Location Aggregate Limit ap' "pnoducts-comp|eted operations hazard" is plies shall reduce both the Total Ag- provided, the Products-Completed Operations g/egate Limit shown in the Schedule Aggregate Limit shown in the Schedule above / above and the Designated Location is the most we will pay under Coverage Afor Aggregate Limit for that designated damages because of "bodily injury" or "prop- "location". Such payments shall not edy damage" included in the "products- reduce the General Aggregate Limit completed operations hazavd" Any payments shown in the Schedule above and made for such damages shall reduce the described in 2. below, the Designated Products-Completed Operations Aggregate Project Aggregate Limit shown in the Limit shown in the Schedule above. Such Schedule above or the Designated payments shall not reduce the Total Aggve- Location Aggregate Limit for any oth- gate Limit shown in the Schedule above, the erdesignated "location" shown in the General Aggregate Limit shown in the Schedule above. Schedule above. the Designated Project Ag- 2. Subject tothe Total Aggregate Limit shown in gregate Limit for any designated "project" the Schedule above and described in 1.b. shown in the Schedule above or the Desig- above. a General Aggregate Limit is provided »ated Location Aggregate Limit for any des- � and is also shown in the Schedule above. ig»ated "location" shown in the Schedule / The General Aggregate Limit is subject to all above. of following i provisions: � nr ngprovsnns� �. Subject to Total Aggregate Limit and the a. The General Aggregate Limit isthe most General Aggregate Limit shown in the we will pay for the sum of: Schedule above and described in 1.b. and 2. above' the Personal and Advertising Injury (1) Damages under Coverage A be- Limit isthe most wewill pay under Coverage cause of "bodily injury" and "prop"propertyB for the sum of all damages because of all damage" caused by "occurrences", "personal injury" and all "advertising injury" and medical expenses under Cover- sustained bvanyonepesonororgan�a�ion age [ for "bodily injury" caused by ' � accidents, which cannot be attributed S. Subject to the Total Aggregate Limit and ei- on|v to operations at e single desig- ther the Designated LucahonAggregateLimit nated "project" or "location" shown in or the General Aggregate Linnit, subject tothe the Schedule above; and Designated Project Agg/egateLimitorsutject (2) Damages under Coverage B to the Products-Completed Operations Ag- gregate Limit, shown in the Schedule above / b. The General Aggregate Limit does not and described in 1. b.. 1.c. 1.d.. 2. and 3. � apply to damages for "bodily injury" or above' whichever apply or applies, the Each "property damage" included in the "prod- Occurrence Limit is the most vvewill pay for ucts-completed operations hazard." |n- the sum of: [GD4G80714 @zo14 The Travelers.Indemnity Company.All rights reserved. Page 3of4 � � � � COMMERCIAL GENERAL LIABILITY a. Damages under Coverage A; and tional period of less than 12 months. In that case, 6. Medical expenses under Coverage C the additional period will be deemed part of the � last preceding period for purposes ofdetermining | because of all "bodily injury" and "property the Limits ofInsurance. � damage" arising out of any one "occurnence" B. The following is added tothe DEFINITIONS Sec- 6. Subject tothe Each Occurrence Limit shown don: in the Schedule above and described in S. , above, the Damage To Premises Rented To "Location" means any premises owned by or | You Limb is the mostwewiU pay under (�ov' rented to you shown in the Schedule above. For erage A for damages because of "propertythe purposes of determining the applicable ag- � damage" to anyone premises, while rented to g»egate limit of insurance' each "location" that in- cludes | you. or in the case of damage by fire, while a premises involving the same orconne�- � ' ' ing lots, or premises whose connection is inter- rented nented to you or temporarily occupied by � with permission of the owner, ' rupted only by a street, roadway or waterway, or �- byaright-of-wayofa railroad, shall beconsidered 7. Subject to the Each Occurrence Limit shown a single "|ocation" in the Schedule above and described in 5 above. the Medical Expense Lirnitisthemos' "Project" means any area, away from premises ` owned by or rented to shown in the schedule we vvi|| pay under Coverage {� for all medical ' ' ue expensesbecauseof"bodi|yi injury" above at which you you, performing operations � bvanyone person. " pursuant to a contract or agreement. For the pu� � ' poses of determining the applicable aggregate � The Limits of Insurance of this Coverage Part ap- limit of insurance, each "project" that includes a ply separately to each consecutive annual period premises involving the same ' or connecting lots, � and to any remaining period of less than 12 or premises whose connection is interrupted nn|v months' starting with the beginning of the policy by a street, roadway or waterway, or by a ' right-of- period shown in the Declarations, unless the po|i' way of a railroad, shall be considered a single cy period is extended after issuance for an addi- "project". � | ' � � � ! � � � � � | Page 4of4 @co14 The Tsvelers |�emn�u�� |�mo�� C�� 14 | � � � Pcslicy No. BA8E1045161$ COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTO COVERAGE PLUS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BLANKET ADDITIONAL INSURED H. AUDIO, VISUAL AND DATA ELECTRONIC B. EMPLOYEE HIRED AUTO EQUIPMENT—INCREASED LIMIT C. EMPLOYEES AS INSURED I. WAIVER OF DEDUCTIBLE—GLASS D. SUPPLEMENTARY PAYMENTS — INCREASED J. PERSONAL PROPERTY LIMITS K. AIRBAGS E. TRAILERS—INCREASED LOAD CAPACITY L. AUTO LOAN LEASE GAP F. HIRED AUTO PHYSICAL DAMAGE M. BLANKET WAIVER OF SUBROGATION G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES—INCREASED LIMIT A. BLANKET ADDITIONAL INSURED performing duties related to the conduct of The following is added to Paragraph A.1., Who Is your business. An Insured, of SECTION II—COVERED AUTOS 2. The following replaces Paragraph b. in B.5., LIABILITY COVERAGE: Other Insurance, of SECTION IV — BUSI- Any person or organization who is required under NESS AUTO CONDITIONS: a written contract or agreement between you and b. For Hired Auto Physical Damage Cover- that person or organization, that is signed and age, the following are deemed to be cov- executed by you before the "bodily injury" or ered "autos"you own: "property damage" occurs and that is in effect 1 " during the policy period, to be named as an addi- ( ) An tional insured is an "insured" for Covered Autos rentt or borrow; and covered auto" you lease, hire, Liability Coverage, but only for damages to which (2) Any covered "auto" hired or rented by this insurance applies and only to the extent that your "employee" under a contract in person or organization qualifies as an "insured" an "employee's" name, with your under the Who Is An Insured provision contained permission, while performing duties in Section IL related to the conduct of your busi- B. EMPLOYEE HIRED AUTO ness. 1. The following is added to Paragraph A.1., However, any "auto"that is leased, hired, Who Is An Insured, of SECTION II — COV- rented or borrowed with a driver is not a ERED AUTOS LIABILITY COVERAGE: covered "auto". An "employee" of yours is an "insured" while C. EMPLOYEES AS INSURED operating a covered "auto" hired or rented The following is added to Paragraph A.1., Who Is under a contract or agreement in an "em- An Insured, of SECTION II—COVERED AUTOS ployee's" name, with your permission, while LIABILITY COVERAGE: CA T4 20 02 15 ©2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc.with its permission. COMMERCIAL AUTO | Any "employoe" of yours iemnlnaured^while us- (2) An adjustment for depreciation and physical inga covered "aub/ you don't own, hire orborrow condition will be made in determining actual in your business or your personal affairs. cash value in the event ofa total "|000^ O. SUPPLEMENTARY PAYMENTS — INCREASED (3) If repair or replacement results in better | LIMITS than like kind or quality, we will not pay for the 1. The following replaces Paragraph A.2.a.(2) of amount ofbetterment. � SECTION U—COVEREO AUTOS LIABILITY (4) A deductible equal to the highest Physical � COVERAGE: Damage deductible applicable \o any owned � (2) Up to $3.000 for cost of bail bonds (in- covered "auto". c|uding bonds for related traffic law viola- (5) This Coverage Extension dome not apply to: � Uona) required because of an "accident" (e) Any "auto" that is hired' rented or bop we cover. We do not have to furnish rowed with adhver or these bonds. ' 2. The following m & replaces (b) Any "auto" that is hired Qof rowadhnmyour^emp|-- rented or bop � SECT(UN U—COWERED/�UTOS LIABILITY "employee". � COVERAGE: Q. PHYSICAL DAMAGE — TRANSPORTATION (4) All reasonable expenses incurred by the EXPENSES—INCREASED LIMIT � "insured" at our request, including actual The following replaces the first sentence in Para- loss of earnings up to $500 a day be- graph /4.4.o, Transportation Expenses, of � cause of time off from work. AGE: III — PHYSICAL DAMAGE COWER' � E. TRA(LERS—|NCREASEO LOAD CAPACITY : The following nap|eoea Paragraph 'C1 of 8�� We willwillpay up to $50 per day to a maximum of ' - 5OOforhomponarytnonapu�odon expense in- curred by you because of the total (heft of oov- 1. "Trailers" with a load capacity of 3.000 arod ''auto"of the private passenger type. pounds or |oea designed primarily for travel H. AUDIO, VISUAL AND DATA ELECTRONIC on public roads. EQUIPMENT—INCREASED LIMIT F. HIRED PHYSICAL OAK8A��E ' Paragraph C.1.b. of SECTION ||I — PHYSICAL The following is added to Paragraph A.4., Cover- DAMAGE COVERAGE is deleted. � age Extensions, of S��T/C)N >|| — PH�G|�4L | WAIVER OF DEDUCTIBLE—GLASS DAMAGE ' The following ia added to Paragraph D Oeducti' Hired^�utoPhyaico| DamageCoveraQe b|e. of SECTION ||| — '�L 'DAK84GE | If hired "autos" are covered "autos" for Covered COVERAGE: Autos Liability Coverage but not covered "autos" No deductible for a covered "auto" will apply to for Physical Damage Coverag*, and this policy glass damage if the glass is repaired rather than also provides Physical Damage Coverage for en replaced. owned ''outo''. then the Physical Damage Cover- J. PERSONAL PROPERTY age is extended to "autos" that you hire, rant or The following is added to Paragraph /�4 Cover- borrow au�o��(othefoUovving� ' '' � age Extensions, of SECTION U| — PHYSICAL (1) The most wuwill pay for ^|o*a" to any one DAMAGE COVERAGE: "auto" that you hiro, rent or borrow is the Personal Property Coverage lesser of: We will pay up to $400for "|oea^ to wearing ap- (a) $50.000; pere| and other personal property which is: (b) The actual cash value of the damaged or (1) Owned by an "insured"; and stolen property as of the time of the "loss"; (2) |noron your covered ''autd' | or This coverage only applies in the event ofatotal � (c) The cost of repairing or replacing the theft of your covered "auto" damaged or stolen property with other No deductibles apply to Personal Property cover- property of like kind and quality. age. Page 2of3 @zo1s The Travelers Indemnity Company. All rights reserved. CAT42O02i5 � Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL AUTO K. AIRBAGS (2) Any: ' The following is added to Paragraph B.3.. Excu- (a) Overdue lease or loan payments at the | sione. of SECTION U| — PHYSICAL DAMAGE time of the ^|ooe^ | COVERAGE: ' � (b) Financial penalties imposed under a � Exclusion 3.o. does not apply tu ^|oaa" to one or lease for excessive use, abnormal wear more airbags in a covered "auto" you own that in- and mileage; � f|ate due to o cause other than a cause of "loss" � eat forth in Paragraphs A.1.b. and /4j.c.. but («) Security deposits not returned by the |*o' � on|y: eor; o. If that "auto" is e covered "auto" for Compn+ (d) Costs for extended warranties, Credit Life henoive Coverage under this policy; Insurance, Health, Accident or Disability b. The airbags are not covered under any war- Insurance purchased with the loan or �nd rant/; and lease; and u. The airbags were not intentionally inflated. (e) Carry-over bo|enoea from previous loans � or/eases. We will pay up to maximum of $1.00O for any one"loss" M. BLANKET WAIVER QFSUBROGATION L AUTO LOAN LEASE GAP The following nop|anao Paragraph A.5~ Transfer � Of Rights Qf Recovery Against Others To Ua The following ie added to paragnaphA.4.. Cover- of SECTION IV — BUSINESS AUTO C��ND|' oQe Extensions, of SECTION |U — PHYSICAL ' �T|UNG� DAMAGE COVERAGE: Auto Loan Lease Gap Coverage for private 5' Transfer Of Rights Of Recovery Against Passenger Type Vehicles Others ToUs |n the event ofa total "|oue^toa covered "auto'. nf VVe waive any right uf recovery we may have the privatepueoengerhpoehown in the Schedule against any person or organization to the ex- or Declarations for which Physical Damage Cov' tent required of you by u written contract exe- erageiu provided, we will pay any unpaid amount outed prior to any "accident" or "|ooa", pro- due on the |ueee or loan for such covered "auto" vided that the "accident"or"|oou"arises out of less the following: the operations contemplated by such con- (1) The amount paid under the Physical Damage tract. The waiver applies only tn the person o/ Coverage Section of the policy for that"auto"; organization designated in such contract. and | � | CAT42003 15 mzn1n The Travelers Indemnity company. All rights reserved. Page 3of3 � Includes copyrighted material m Insurance Services Office, Inc.with its permission. � � Policy No. BA8E10451618) 1 COMMERCIAL AUTO 4: Loss Payment — Physical Damage Cover- son or organization holding, storing or trans- ages porting property for a fee regardless of any At our option, we may: other provision of this Coverage Form. a. Pay for, repair or replace damaged or sto- 5. Other Insurance len property; a. For any covered "auto" you own, this b. Return the stolen property, at our ex- Coverage Form provides primary insur- pense. We will pay for any damage that ance. For any covered "auto" you don't results to the "auto" from the theft; or own, the insurance provided by this Cov- erage Form is excess over any other col- c. Take all or any part of the damaged or lectible insurance. However, while a cov- stolen property at an agreed or appraised ered "auto" which is a "trailer" is con- value. netted to another vehicle, the Covered If we pay for the "loss", our payment will in- Autos Liability Coverage this Coverage clude the applicable sales tax for the dam- Form provides for the "trailer" is: aged or stolen property. (1) Excess while it is connected to a mo- 5. Transfer Of Rights Of Recovery Against for vehicle you do not own; or Others To Us (2) Primary while it is connected to a If any person or organization to or for whom covered "auto" you own. we make payment under this Coverage Form b. For Hired Auto Physical Damage Cover- has rights to recover damages from another, age, any covered "auto" you lease, hire, those rights are transferred to us. That person rent or borrow is deemed to be a covered or organization must do everything necessary "auto" you own. However, any "auto" that to secure our rights and must do nothing after is leased, hired, rented or borrowed with "accident"or"loss" to impair them. a driver is not a covered "auto". B. General Conditions c. Regardless of the provisions of Para- 1. Bankruptcy graph a. above, this Coverage Form's Bankruptcy or insolvency of the "insured" or Covered Autos Liability Coverage is pri- the "insured's" estate will not relieve us of any mary for any liability assumed under an obligations under this Coverage Form. insured contract". 2. Concealment, Misrepresentation Or Fraud d. When this Coverage Form and any other This Coverage Form is void in any case of Coverage Form or policy same basis, either excess or pri covers on the mary, we fraud by you at any time as it relates to this will pay only our share. Our share is the Coverage Form. It is also void if you or any proportion that the Limit of Insurance of other"insured", at any time, intentionally con- our Coverage Form bears to the total of teals or misrepresents a material fact con- the limits of all the Coverage Forms and cerning: policies covering on the same basis. a. This Coverage Form; 6. Premium Audit b. The covered "auto"; a. The estimated premium for this Coverage c. Your interest in the covered "auto"; or Form is based on the exposures you told d. A claim under this Coverage Form. us you would have when this policy be- gan. We will compute the final premium 3. Liberalization due when we determine your actual ex- If we revise this Coverage Form to provide posures. The estimated total premium will more coverage without additional premium be credited against the final premium due charge, your policy will automatically provide and the first Named Insured will be billed the additional coverage as of the day the re- for the balance, if any. The due date for vision is effective in your state. the final premium or retrospective pre- 4. No Benefit To Bailee — Physical Damage mium is the date shown as the due date Coverages on the bill. If the estimated total premium exceeds the final premium due, the first We will not recognize any assignment or Named Insured will get a refund. grant any coverage for the benefit of any per- CA 00 01 10 13 Q Insurance Services Office, Inc., 2011 Page 9 of 12 � WORKERS COMPENSATION � �°�� "��=m�� AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY � HeRrFORn Cr 06183 � ENDORSEMENT VVC99Q376 ( A)- 001 | PO0CYNUK8B 18-47-g / WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ! ��U�� _ CALIFORNIA ��` `� �` ��^��~^ � � (~—~~ ~^~~^~~ ~ ~"A"° E"~) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be 3'00 % of the California workers' compensation pre- � mium. Schedule Person orOrganization Job Description ANY gEaeum OR oRcANzZAczmv FOR EmGzmEmau WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. � This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise staked. (The information beymvv is required only when this endorsement is issued subsequent to preparation of � the policy.) Endorsement Effective Policy No. Endorsement No. Insured Premium Insurance Company Countersigned by DATE C>FU5SUE: 04-27-18 STASS|G0: Page I of z � Exhibit D Labor Code Requirements 1. The following prevailing wage provisions apply to this Agreement. 1.1 In General. For purposes of California labor law, this is a public works contract subject to the provisions of Part 7 of Division 2 of the California Labor Code (Sections 1720 et seq.). In accordance with Labor Code Section 1771, Contractor and all subcontractors shall pay not less than current prevailing wage rates as determined by the California Department of Industrial Relations("DIR")to all workers employed on this project as applicable. In accordance with Labor Code Section 1815, Contractor and all subcontractors shall pay all workers employed on this project 1 V2 the basic rate of pay for work performed in excess specified hour limitations. The work performed pursuant to this Agreement is subject to compliance monitoring and enforcement by the Department of Industrial Relations. 1.2 Registration. Contractor and all subcontractors are not qualified to bid on or be listed in a bid proposal, subject to the requirements of section 4104 of the California Public Contract Code, and shall not engage in the performance of any work under this Agreement, unless currently registered and qualified to perform public work pursuant to section 1725.5 of the California Labor Code. Contractor represents and warrants that it is registered and qualified to perform public work pursuant to section 1725.5 of the Labor Code and will provide its DIR registration number, along with the registration numbers of any subcontractors as required,to the City. 1.3 Posting. Contractor shall post at the job site the determination of the DIR director of the prevailing rate of per them wages together with all job notices that are required by regulations of the DIR. 1.4 Reporting. Contractor and any subcontractors shall keep accurate payroll records in accordance with Section 1776 of the Labor Code and shall furnish the payroll records directly to the Labor Commissioner in accordance with the law. 1.5 Report on Prevailing Rate of Wages. The City has obtained the general prevailing rate of per them wages in the.vicinity of the project for each type of worker needed, a copy of which is on file at the City of Cupertino City Hall, and shall be made available to any interested party upon request. 1.6 Employment of Apprentices. Contractor's attention is directed to the provisions in Sections 1777.5 and 1777.6 of the Labor Code concerning the employment of apprentices by the Contractor or any subcontractor. It shall be the responsibility of the Contractor to effectuate compliance on the part of itself and any subcontractors with the requirements of said sections in the employment of apprentices. Information relative to apprenticeship standards, wage schedules, and other requirements may be obtained from the Director of Industrial Relations, ex-officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. 1.7 Penalties. Contractor's attention is directed to provisions in Labor Code Sections 1775 and 1813. In accordance with Labor Code Section 1775, Contractor and subcontractors may be subject to penalties for Contractor's and subcontractors' failure to pay prevailing wage rates. In accordance with Labor Code Section 1813, Contractor or subcontractors may be subject to penalties for Contractor's or subcontractors' failure to pay overtime pay rates for hours worked by workers employed on this project in excess specified hour limitations. 1090602.1 5/1/2019 Travelers Property Casualty Company of America-Company Profile-Best's Credit Rating Center Travelers Property Casualty Company of America A.M. Best#: 004461 NAIC#: 25674 FEIN#: 362719165 Domiciliary Address One Tower Square na;n[A] ftellngth Ratting Hartford, CT 06183 United States A++ Suponor Assigned to insurance Web: www.travelers.com companies that have, in our Phone: 860-277-0111 opinion, a superior ability to Fax: 844-816-9447 meet their ongoing insurance obligations. View additional news, reports and products for this company. Based on A.M. Best's analysis, 058470 -The Travelers Companies, Inc. is the AMB Ultimate Parent and identifies the topmost entity of the corporate structure. View a list of operating insurance entities in this structure. Best's Credit Ratings Financial Strength Rating View Definition Rating: A++ (Superior) Affiliation Code: g (Group) Financial Size Category: XV ($2 Billion or greater) Outlook: Stable Action: Affirmed Effective Date: October 31, 2018 Initial Rating Date: June 30, 1972 Long-Term Issuer Credit Rating View Definition Long-Term: aa+ Outlook: Stable ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&U Rating Id=2928293&bl=0&AltSrc=9&PPP=&AltNum=0&Ext_User=&Ext_Misc=&Portal=0&... 1/4 5/1/2019 Travelers Property Casualty Company of America-Company Profile-Best's Credit Rating Center Action: Affirmed Effective Date: October 31, 2018 Initial Rating Date: April 18, 2005 u Denotes Under Review Best's Rating Best's Credit Rating Analyst Rating Office: A.M. Best Rating Services, Inc. Senior Financial Analyst: Gregory Dickerson Director: Jennifer Marshall, CPCU, ARM Note: See the Disclosure information Form or Press Release below for the office and analyst at the time of the rating event. Disclosure Information Disclosure Information Form View A.M. Best's Rating Disclosure Form Press Release A.M. Best Affirms Credit Ratings of The Travelers Companies, Inc. and Its Main Subsidiaries October 31, 2018 Rating History A.M. Best has provided ratings & analysis on this company since 1972. Financial Strength Rating Effective Date Rating 10/31/2018 A++ 10/5/2017 A++ 7/22/2016 A++ 5/28/2015 A++ 5/23/2014 A++ Long-Term Issuer Credit Rating ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&URatingld=2928293&bl=0&AltSrc=9&PPP=&AltNum=O&Ext_User=&Ext_Misc=&Portal=0&... 2/4 5/1/2019 Travelers Property Casualty Company of America-Company Profile-Best's Credit Rating Center Effective DateRating 10/31/2018 aa+ 10/5/2017 aa+ 7/22/2016 aa+ 5/28/2015 aa+ 5/23/2014 aa+ Best's Credit Reports I` . Best's Credit Report -Where applicable, includes Best's Financial Strength Rating and rationale along with comprehensive analytical commentary, detailed business overview and key financial data. Report Revision Date: 4/26/2019 (represents the latest significant change). Historical Reports are available in Best's Credit Report Archive. View additional news, reports and products for this company. Press Releases Date Title ........._..._.---..._......__.-.-.._.................._.._...._......_,......_................. __..._.._...........-.........._..-..-...... ........_....... Oct 31, 2018 A.M. Best Affirms Credit Ratings of The Travelers Companies, Inc.and Its Main Subsidiaries Oct 05, 2017 A.M. Best Affirms Credit Ratings of The Travelers Companies, Inc.and Its Subsidiaries Jul 22, 2016 A.M. Best Affirms Ratings of The Travelers Companies, Inc.and Its Subsidiaries May 28, 2015 A.M. Best Affirms Ratings of The Travelers Companies, Inc. and Its Subsidiaries May 23, 2014 A.M. Best Upgrades Ratings of The Travelers Companies, Inc.and Most of Its Subsidiaries May 30, 2013 A.M. Best Revises Outlook to Positive for The Travelers Companies, Inc. and Most of Its Subsidiaries May 10, 2012 A.M. Best Affirms Ratings of The Travelers Companies, Inc.and Its Subsidiaries May 26, 2011 A.M Best Affirms Ratings of The Travelers Companies, Inc. and Its Subsidiaries Jun 08, 2010 A.M. Best Upgrades Issuer Credit Ratings of Travelers Group Jun 03, 2008 A.M. Best Affirms Ratings of Travelers Insurance Companies and Several of Its Subsidiaries 1 2 Page size: 10 20 items in 2 pages Find a Best's Credit Rating Enter a Company Name Go -] Advanced Search ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&URatingld=2928293&bl=0&AltSrc=9&PPP=&AltNum=O&Ext_User=&Ext_Misc=&Portal=0&... 3/4 5/1/2019 Travelers Property Casualty Company of America-Company Profile-Best's Credit Rating Center How to Get a Best's Credit Rating Om Besfg Credit Ratings Manila European Union Disclosures A.M. Best-Europe Rating Services Limited (AMBERS), a subsidiary of A.M. Best Rating Services, Inc., is an External Credit Assessment Institution (ECAI)in the European Union (EU).Therefore,Credit Ratings issued and endorsed by AMBERS may be used for regulatory purposes in the EU as per Directive 2006/48/EC. A.M. Best(EU) Rating Services B.V. (AMB-EU), a subsidiary of A.M. Best Rating Services, Inc., is an External Credit Assessment (ECAI)in the EU.Therefore, credit ratings issued and endorsed by AMB-EU may be used for regulatory purposes in the EU as per Directive 2006/48/EC. Australian Disclosures A.M.Best Asia-Pacific Limited (AMBAP),Australian Registered Body Number(ARBN No.150375287), is a limited liability company incorporated and domiciled in Hong Kong.AMBAP is a wholesale Australian Financial Services(AFS)Licence holder(AFS No. 411055)under the Corporations Act 2001. Credit ratings emanating from AMBAP are not intended for and must not be distributed to any person in Australia other than a wholesale client as defined in Chapter 7 of the Corporations Act.AMBAP does not authorize its Credit Ratings to be disseminated by a third-party in a manner that could reasonably be regarded as being intended to influence a retail client in making a decision in relation to a particular product or class of financial product.AMBAP Credit Ratings are intended for wholesale clients only,as defined. Credit Ratings determined and disseminated by AMBAP are the opinion of AMBAP only and not any specific credit analyst.AMBAP Credit Ratings are statements of opinion and not statements of fact.They are not recommendations to buy, hold or sell any securities or any other form of financial product, including insurance policies and are not a recommendation to be used to make investment /purchasing decisions. Important Notice:A.M. Best's Credit Ratings are independent and objective opinions, not statements of fact.A.M. Best is not an Investment Advisor,does not offer investment advice of any kind, nor does the company or its Ratings Analysts offer any form of structuring or financial advice.A.M. Best's credit opinions are not recommendations to buy, sell or hold securities,or to make any other investment decisions. For additional information regarding the use and limitations of credit rating opinions, as well as the rating process, information requirements and other rating related terms and definitions, please view Understanding Best's Credit Ratings. About Us I Site Map I Customer Service ( My Account I Contact I Careers I Terms of Use I Privacy Policy I Security I Legal & Licensing Regulatory Affairs-Form NRSRO-Code of Conduct-Rating Methodology- Historical Performance Data Copyright©2019 A.M. Best Company, Inc. and/or its affiliates ALL RIGHTS RESERVED. ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&U Ratingld=2928293&bl=0&AltSrc=9&PPP=&AltNum=O&Ext_User=&Ext_Misc=&Portal=0&... 4/4 5/1/2019 Peleus Insurance Company-Company Profile-Best's Credit Rating Center Peleus Insurance Company A.M. Best#: 011035 NAIC#: 34118 FEIN#: 650075940 Mailing Address View Additional Address P.O. Box 469012 Information 'iln�sr� � _ �`a�Gi San Antonio, TX 78246 iE�" ' United States i lient Assigned to insurance Web: www.colonyspecialty.com companies that have, in our Phone: 804-560-2000 opinion, an excellent ability to Fax: 804-560-4820 meet their ongoing insurance obligations. View additional news, reports and products for this company. Based on A.M. Best's analysis, 058448 -Argo Group International Holdings, Ltd is the AMB Ultimate Parent and identifies the topmost entity of the corporate structure. View a list of operating insurance entities in this structure. Best's Credit Ratings Financial Strength Rating View Definition Rating: A (Excellent) Affiliation Code: g (Group) Financial Size Category: XIV ($1.5 Billion to $2 Billion) Outlook: Stable Action: Affirmed Effective Date: October 17, 2018 Initial Rating Date: June 20, 1994 Long-Term Issuer Credit Rating View Definition Long-Term: a Outlook: Stable ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&U Rating ld=2928293&bl=0&AltSrc=9&PPP=&AltNum=O&Ext_User=&Ext_Misc=&Portal=0&... 1/4 5/1/2019 Peleus Insurance Company-Company Profile-Best's Credit Rating Center Action: Affirmed Effective Date: October 17, 2018 Initial Rating Date: June 29, 2005 u Denotes Under Review Best's Rating Best's Credit Rating Analyst Rating Office: A.M. Best Rating Services, Inc. Senior Financial Analyst: Jieqiu Fan Senior Director: Daniel J. Ryan Note: See the Disclosure information Form or Press Release below for the office and analyst at the time of the rating event. Disclosure Information Disclosure Information Form View A.M. Best's Rating Disclosure Form Press Release A.M. Best Affirms Credit Ratings of Argo Group International Holdings, Ltd. and Subsidiaries October 17, 2018 Rating History A.M. Best has provided ratings & analysis on this company since 1994. Financial Strength Rating Effective DateRating 10/17/2018 A 9/20/2017 A 11/16/2016 A 10/22/2015 A 10/2/2014 A Long-Term Issuer Credit Rating ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&U Rating ld=2928293&b1=0&AltSrc=9&PPP=&AltNum=O&Ext_User=&Ext_Misc=&Portal=0&... 2/4 5/1/2015 Peleus Insurance Company-Company Profile-Best's Credit Rating Center Effective DateRating 10/17/2018 a 9/20/2017 a 11/16/2016 a 10/22/2015 a 10/2/2014 a Best's Credit Reports Best's Credit Report -Where applicable, includes Best's Financial Strength Rating and rationale along with comprehensive analytical commentary, detailed business overview and key financial data. Report Revision Date: 10/30/2018 (represents the latest significant change). Historical Reports are available in Best's Credit Report Archive. y 4 View additional news, reports and products for this company. Press Releases Date Title .........._._.........._......_..._..........._.__..._..........._................... _._..._._............... ......._............................._............-------- ....... Oct 17, 2018 A.M. Best Affirms Credit Ratings of Argo Group International Holdings, Ltd.and Subsidiaries Sep 20, 2017 A.M. Best Affirms Credit Ratings of Argo Group International Holdings, Ltd.and Its Subsidiaries Nov 16, 2016 A.M. Best Affirms Credit Ratings of Argo Group International Holdings, Ltd. and Subsidiaries Oct 22, 2015 A.M. Best Affirms Ratings of Argo Group International Holdings, Ltd.and Subsidiaries;Assigns Ratings to ARIS Title Ins.Corp. Oct 02, 2014 A.M. Best Affirms Ratings of Argo Group International Holdings, Ltd.and Its Subsidiaries Aug 26, 2013 A.M. Best Affirms Ratings of Argo Group International Holdings, Ltd.and Its Subsidiaries Jun 18, 2012 A.M. Best Affirms Ratings of Argo Group International Holdings, Ltd. and Its Subsidiaries Jun 20, 2011 A.M. Best Affirms Ratings of Argo Group International Holdings, Ltd.and Its Subsidiaries Jun 21, 2010 A.M. Best Affirms Ratings of Argo Group International Holdings, Ltd. and Its Subsidiaries Jun 24, 2009 A.M. Best Affirms Ratings of Argo Group International Holdings, Ltd.and Its Subsidiaries 1 2 Page size: 10 14 items in 2 pages Find a Best's Credit Rating Enter a Company Name o._.. Advanced Search ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&U Rating ld=2928293&bl=0&AltSrc=9&PPP=&AltNum=O&Ext_User=&Ext_Misc=&Portal=0&... 3/4 5/1/2019 Peleus Insurance Company-Company Profile-Best's Credit Rating Center m Flow to Get , Best's Credit Rating � Best's Credit Ratings i Moibile Apia European Union Disclosures A.M. Best-Europe Rating Services Limited (AMBERS), a subsidiary of A.M. Best Rating Services, Inc., is an External Credit Assessment Institution (ECAI)in the European Union (EU).Therefore, Credit Ratings issued and endorsed by AMBERS may be used for regulatory purposes in the EU as per Directive 2006/48/EC. A.M. Best(EU)Rating Services B.V. (AMB-EU), a subsidiary of A.M. Best Rating Services, Inc., is an External Credit Assessment (ECAI)in the EU.Therefore, credit ratings issued and endorsed by AMB-EU may be used for regulatory purposes in the EU as per Directive 2006/48/EC. Australian Disclosures A.M. Best Asia-Pacific Limited (AMBAP),Australian Registered Body Number(ARBN No.150375287), is a limited liability company incorporated and domiciled in Hong Kong.AMBAP is a wholesale Australian Financial Services (AFS) Licence holder(AFS No. 411055)under the Corporations Act 2001. Credit ratings emanating from AMBAP are not intended for and must not be distributed to any person in Australia other than a wholesale client as defined in Chapter 7 of the Corporations Act.AMBAP does not authorize its Credit Ratings to be disseminated by a third-party in a manner that could reasonably be regarded as being intended to influence a retail client in making a decision in relation to a particular product or class of financial product.AMBAP Credit Ratings are intended for wholesale clients only, as defined. Credit Ratings determined and disseminated by AMBAP are the opinion of AMBAP only and not any specific credit analyst.AMBAP Credit Ratings are statements of opinion and not statements of fact.They are not recommendations to buy, hold or sell any securities or any other form of financial product, including insurance policies and are not a recommendation to be used to make investment /purchasing decisions. Important Notice:A.M. Best's Credit Ratings are independent and objective opinions, not statements of fact.A.M. Best is not an Investment Advisor, does not offer investment advice of any kind, nor does the company or its Ratings Analysts offer any form of structuring or financial advice.A.M. Best's credit opinions are not recommendations to buy, sell or hold securities,or to make any other investment decisions. For additional information regarding the use and limitations of credit rating opinions, as well as the rating process, information requirements and other rating related terms and definitions, please view Understanding Best's Credit Ratings. About Us I Site Map I Customer Service I My Account I Contact I Careers I Terms of Use I Privacy Policy I Security I Legal& Licensing Regulatory Affairs-Form NRSRO-Code of Conduct- Rating Methodology-Historical Performance Data Copyright©2019 A.M. Best Company, Inc. and/or its affiliates ALL RIGHTS RESERVED. ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&URating Id=2928293&bl=0&AltSrc=9&PPP=&AltNum=O&Ext_User=&Ext_Misc=&Portal=0&... 4/4 Tuesday, April 2, 2019 Special City Council Meeting Present: Mayor Steven Scharf, Vice Mayor Liang Chao, and Councilmembers Darcy Paul (5:07 p.m.), Rod Sinks, and Jon Robert Willey. Absent: None. 1. Subject: Study Session regarding short-term rental (e.g. Airbnb) regulations Recommended Action: Provide direction on regulation and enforcement of short-term rentals in the City DISCUSSED THE REGULATIONS PROPOSED AND PROVIDED DIRECTION TO STAFF TO PREPARE A SHORT-TERM RENTAL (STR) ORDINANCE WITH REGULATIONS PRESENTED BY STAFF WITH ADDITIONAL STUDY AND CONSIDERATION TO THE FOLLOWING AREAS: • NUMBER OF GUESTS BASED ON NUMBER OF BEDROOMS IN THE STR • STR ACTIVITY IN CONDOMINIUMS, TOWNHOMES • STR ACTIVITY IN OWNER OCCUPIED UNITS IN DUPLEXES, TRIPLEXES AND FOUR-PLEXES • RESTRICTING TENANT HOST (RENTER) STR ACTIVITY a CAR LICENSE PLATE REGISTRY OR A HANGING PLACARD/PARKING PERMIT SYSTEM • OBJECTIVE STANDARD FOR REVOCATION AND RENEWAL ® REGULATIONS FOR STR PLATFORMS DIRECTION WAS ALSO PROVIDED TO ENSURE INCLUSION OF THE SHERIFF'S NUMBER IN ANY HANDOUTS REQUIRED PURSUANT TO ADMINISTRATIVE PROCEDURES. FOR OTHER RELATED AREAS OF ENFORCEMENT, AND PENALTIES, THERE WAS GENERAL INTEREST IN PROACTIVE CODE ENFORCEMENT RELATED TO STR ACTIVITY WITH DIVIDED INTEREST IN HIGHER PENALTIES FOR VIOLATIONS AND RECOUPING THE COSTS OF CODE ENFORCEMENT. THERE WAS NO DISCUSSION OR DIRECTION RELATED TO FEES. Regular City Council Meeting Present: Mayor Steven Scharf, Vice Mayor Liang Chao, and Councilmembers Darcy Paul, Rod Sinks, and Jon Robert Willey. Absent: None. 1. Subject: Update regarding transportation project funding discussions with Apple, Inc. City Council Actions April 2, 2019 Recommended Action: Receive update and provide comment. RECEIVED THE UPDATE REGARDING TRANSPORTATION PROJECT FUNDING DISCUSSIONS WITH APPLE, INC. AND PROVIDED THE FOLLOWING COMMENTS: CONTINUE DISCUSSIONS REGARDING TRAFFIC CONGESTION RELIEF IN GENERAL AND NOT JUST FOR BICYCLE AND PEDESTRIAN ISSUES; LOOK INTO SHUTTLE SYSTEM, ONE-TIME COST AND MAINTENANCE COSTS; INVOLVE COUNCILMEMBERS INTO DISCUSSIONS WITH APPLE PERHAPS WITH SUB- COMMITTEE; DISCUSS FUNDING FOR HIGHER PRIORITY AREAS RATHER THAN BUBB AND MARY AND IF NOT AMENABLE, FOCUS REMAINING DOLLARS TO HIGHER PRIORITY AREAS; CONTINUE RECEIVING INPUT FROM THE PUBLIC AND GIVING STATUS UPDATES TO COUNCIL. MAYOR SCHARF REPORTED OUT FROM THE CLOSED SESSION HELD ON MARCH 24, 2019: Subject:Public Employee Employment(Gov't Code 54957(b)(1);Title: City Manager Recruitment MET IN CLOSED SESSION TO CONDUCT INTERVIEWS AND DISCUSS THE APPOINTMENT OF CANDIDATES FOR CITY MANAGER. NO REPORTABLE ACTION WAS TAKEN. 2. Subject: Approve the March 19 City Council minutes Recommended Action: Approve the March 19 City Council minutes APPROVED THE MARCH 19 CITY COUNCIL MINUTES 3. Subject: Accept Accounts Payable for the period ending December 07, 2018 Recommended Action: Adopt Resolution No. 19-025 accepting Accounts Payable for the period ending December 07, 2018 ADOPTED RESOLUTION NO. 19-025 ACCEPTING ACCOUNTS PAYABLE FOR THE PERIOD ENDING DECEMBER 07, 2018 4. Subject: Accept Accounts Payable for the period ending December 14, 2018 Recommended Action: Adopt Resolution No. 19-026 accepting Accounts Payable for the period ending December 14, 2018 City Council Actions April 2, 2019 ADOPTED RESOLUTION NO. 19-026 ACCEPTING ACCOUNTS PAYABLE FOR THE PERIOD ENDING DECEMBER 14, 2018 5. Subject: Accept Accounts Payable for the period ending December 21, 2018 Recommended Action: Adopt Resolution No. 19-027 accepting Accounts Payable for the period ending December 21, 2018 ADOPTED RESOLUTION NO, 19-027 ACCEPTING ACCOUNTS PAYABLE FOR THE PERIOD ENDING DECEMBER 21, 2018 6. Subject: Accept Accounts Payable for the period ending December 28, 2018 Recommended Action: Adopt Resolution No. 19-028 accepting Accounts Payable for the period ending December 28, 2018 ADOPTED RESOLUTION NO. 19-028 ACCEPTING ACCOUNTS PAYABLE FOR THE PERIOD ENDING DECEMBER 28, 2018 7. Subject: Accept Accounts Payable for the period ending January 04, 2019 Recommended Action: Adopt Resolution No. 19-029 accepting Accounts Payable for the period ending January 04, 2019 ADOPTED RESOLUTION NO. 19-029 ACCEPTING ACCOUNTS PAYABLE FOR THE PERIOD ENDING JANUARY 04, 2019 8. Subject: Accept Accounts Payable for the period ending January 11, 2019 Recommended Action: Adopt Resolution No. 19-030 accepting Accounts Payable for the period ending January 11, 2019 ADOPTED RESOLUTION NO. 19-030 ACCEPTING ACCOUNTS PAYABLE FOR THE PERIOD ENDING JANUARY 11, 2019 9. Subject: Accept Accounts Payable for the period ending January 18, 2019 Recommended Action: Adopt Resolution No. 1.9-031 accepting Accounts Payable for the period ending January 18, 2019 ADOPTED RESOLUTION NO. 19-031 ACCEPTING ACCOUNTS PAYABLE FOR THE PERIOD ENDING JANUARY 18, 2019 10. Subject: Accept Accounts Payable for the period ending January 25, 2019 City Council Actions April 2, 2019 Recommended Action: Adopt Resolution No. 19-032 accepting Accounts Payable for the period ending January 25, 2019 ADOPTED RESOLUTION NO. 19-032 ACCEPTING ACCOUNTS PAYABLE FOR THE PERIOD ENDING JANUARY 25, 2019 11. Subject: Set application deadline and interview dates for six terms expiring on the Teen Commission Recommended Action: Set application deadline and interview dates for six terms expiring on the Teen Commission and approve: 1.)Applications due in the City Clerk's office by 4:30 p.m. on Friday, May 10; and 2.) Interviews held beginning at 3:30 p.m. on Tuesday, May 28 and Wednesday, May 29 (as needed) SET APPLICATION DEADLINE AND INTERVIEW DATES FOR. SIX TERMS EXPIRING ON THE TEEN COMMISSION AND APPROVE: 1.) APPLICATIONS DUE IN THE CITY CLERK'S OFFICE BY 4:30 P.M. ON FRIDAY, MAY 10; AND 2.) INTERVIEWS HELD BEGINNING AT 3:30 P.M. ON TUESDAY, MAY 28 AND WEDNESDAY, MAY 29 (AS NEEDED) 12. Subject: Fiscal year 2019-20 projects proposed to receive funding from the Road Maintenance and Rehabilitation Account (RMRA), created by Senate Bill 1 (SB1). Recommended Action: Adopt Resolution No. 19-033 to list all fiscal year 2019-20 projects proposed to receive RMRA funding, created by Senate Bill 1 (SB 1), and reaffirm commitment to fund previously adopted projects with RMRA funding. ADOPTED RESOLUTION NO. 19-033 TO LIST ALL FISCAL YEAR 2019-20 PROJECTS PROPOSED TO RECEIVE RMRA FUNDING, CREATED BY SENATE BILL 1 (SB 1), AND REAFFIRM COMMITMENT TO FUND PREVIOUSLY ADOPTED PROJECTS WITH RMRA FUNDING. 13. Subject: Conduit Lease Agreement to permit Crown Castle NG West, LLC to utilize a section of conduit owned by the City of Cupertino and located along Stelling Road, for the purposes of expanding their fiber optic network in exchange for $12,600 of new conduits being installed in the City. Recommended Action: Staff recommends that Council adopt Resolution No. 19-034 to authorize the City Manager to execute a Conduit Lease Agreement, in substantial form as that attached, between the City of Cupertino and Crown Castle NG West, LLC. ADOPTED RESOLUTION NO. 19-034 TO AUTHORIZE THE CITY MANAGER TO EXECUTE A CONDUIT LEASE AGREEMENT, IN SUBSTANTIAL FORM AS THAT City Couticif Actions Ap ri 12, 2019 ATTACHED, BETWEEN THE CITY OF CUPERTINO AND CROWN CASTLE NG WEST, LLC. 14. Subjec : Agreement between the City of Cupertino and Pavement Engineering, Inc. for consultant services on 2019 Pavement Maintenance Projects Recommended Action: Approve an Agreement between the City of Cupertino and Pavement Engineering, Inc. (PEI) in the amount not to exceed $315,105.00 from the date of execution through June 30, 2020, and authorize the Director of Public Works to execute service orders necessary to carry out all consultant services under the Agreement for the various street asphalt improvement projects APPROVED AN AGREEMENT BETWEEN THE CITY OF CUPERTINO AND PAVEMENT ENGINEERING, INC. (PEI) IN THE AMOUNT NOT TO EXCEED $315,105.00 FROM THE DATE OF EXECUTION THROUGH JUNE 30, 2020, AND AUTHORIZE THE DIRECTOR OF PUBLIC WORKS TO EXECUTE SERVICE ORDERS NECESSARY TO CARRY OUT ALL CONSULTANT SERVICES UNDER THE AGREEMENT FOR THE VARIOUS STREET' ASPHALT IMPROVEMENT PROJECTS 15. Subject:First Amendment to the Verizon Wireless Ground Lease to facilitate improvements necessary to collocate AT&T facilities on the existing cell tower located on the Civic Center Property (10300 Torre Avenue), subject to the terms of any previously issued City planning permits. Recommended Action: Staff recommends that Council adopt Resolution No. 19-035 to authorize the Interim City Manager to execute a First Amendment to the Antenna Ground Lease between the City of Cupertino and GTE Mobilnet of California Limited Partnership d/b/a Verizon Wireless ADOPTED RESOLUTION NO. 19-035 TO AUTHORIZE THE INTERIM CITY MANAGER TO EXECUTE A FIRST AMENDMENT TO THE ANTENNA GROUND LEASE BETWEEN THE CITY OF CUPERTINO AND GTE MOBILNET OF CALIFORNIA LIMITED PARTNERSHIP D/B/A VERIZON WIRELESS 16. Subject: Presentation and study session on City's updated financial forecast and capital financing options. Recommended Action: Receive presentation from UFI (Urban Futures, Inc.) on and provide direction to staff. RECEIVED THE PRESENTATION FROM UFT (URBAN FUTURES, INC.) ON CITY'S FINANCIAL FORECAST AND CAPITAL FINANCING OPTIONS AND PROVIDED THE FOLLOWING DIRECTION TO STAFF: City Council Actions April 2, 2019 FIND OUT WHAT OTHER CITIES ARE DOING SUCH AS EAST PALO ALTO; LOOK AT PROGRESSIVE MEASURES LIKE SALES AND PARCEL TAX TO FUND MAJOR INFRASTRUCTURE LIKE TRANSPORTATION AND HOUSING; CONTINUE WITH COMMUNITY ENGAGEMENT; PROVIDE INFORMATION TO COUNCIL REGARDING WHAT HAS BEEN LOST ON UTILITY USER TAX AND BUSINESS TO BUSINESS SALES TAX OVER TIME. 17. Subject:FY 2019-20 Community Development Block Grant(CDBG) Program,Below Market Rate (BMR) Affordable Housing Fund (AHF), and General Fund Human Service Grants (HSG) Program funding allocations Recommended Action: 1. Adopt Resolution No. 19-036 approving the FY 2019-20 CDBG, BMR AHF, and HSG funding allocations. 2. Authorize the City Manager to negotiate and execute FY 2019-20 CDBG, BMR AHF, and HSG grant agreements 1. ADOPTED RESOLUTION NO. 19-036 APPROVING THE FY 2019-20 CDBG, BMR AHF, AND HSG FUNDING ALLOCATIONS; AND 2. AUTHORIZED THE CITY MANAGER TO NEGOTIATE AND EXECUTE FY 2019-20 CDBG, BMR AHF, AND HSG GRANT AGREEMENTS. 18. Subject: 2019 General Plan Annual Progress Report (Application No.(s): CP-2019-01; Applicant(s): City of Cupertino; Location: Citywide) Recommended Action: That the City Council accept the General Plan Annual Progress Report. ACCEPTED THE 2019 GENERAL PLAN ANNUAL PROGRESS REPORT WITH DIRECTION FOR FUTURE ANNUAL UPDATE REPORTS TO INCLUDE NARRATIVE UPDATES ON EACH ITEM AND TO BE EVALUATED BY THE PLANNING COMMISSION PRIOR TO PRESENTATION TO COUNCIL. 19. Subject: Approve the City Work Program for FY 2019-20 Recommended Action: Approve the City Work Program for FY 2019-20 APPROVED THE CITY WORK PROGRAM FOR FY 2019-20 REGARDING THE FOLLOWING VALLCO RELATED ITEMS UNDER COMMUNITY LIVABILITY ON PAGES 6 AND 9: PERFORMING ART CENTER MARKET AND OPERATIONS FEASIBILITY STUDY (PAGE 6), PLACING IT ON HOLD FOR THE UPCOMING PERIOD; AND IN THE NEXT TO LAST LINE OF STUDY SESSIONS ON VALLCO (PAGE 9), ADDING TO COLUMN PROJECT OBJECTIVE AND MODIFYING THE LANGUAGE TO READ "UPDATES ON STATUS OF PROJECTS," AND CHANGING SECOND SENTENCE City Council. Actions April 2, 2019 TO READ "PROVIDE AND RECEIVE PUBLIC INPUT ON THE SITE" INSTEAD OF "PROVIDE INPUT ON THE SITE" (CHAO RECUSING). APPROVED THE CITY WORK PROGRAM FOR FY 2019-20 WITH THE FOLLOWING INPUT FROM COUNCIL MADE DURING THE MEETING INPUT FROM COUNCIL: • LAWRENCE MITTY: IN ESTIMATED TOTAL BUDGET, AMOUNT SHOULD BE CHANGED FROM $3.5 MILLION TO $7-$8 MILLION, BECAUSE IT SHOULD REFLECT ORIGINAL TOTAL ALLOCATION. • HEART OF THE CITY PLAN: IN PROJECT OBJECTIVE, ADD "MAINTAIN EXISTING SETBACKS AND CONSIDER MINIMUM RETAIL PERCENTAGE." • ALL INCLUSIVE PLAYGROUND: ADD CLARIFICATION/BREAKDOWN OF CITY FUNDING AND COUNTY FUNDING. • TEEN ENGAGEMENT: CONSIDER ADDING A NONVOTING TEEN MEMBER ON CITY COMMISSIONS. • REVIEW AND UPDATE GENERAL PLAN: ADD "AND MUNICIPAL CODE" AFTER EVERY MENTION OF "GENERAL PLAN" OF THIS WP ITEM. REMOVE THE TERM "CLEAN-UP" IN NEXT STEPS. • DEVELOPMENT APPROVAL PROCESS AND TRANSPARENCY: IN PROJECT OBJECTIVE, ADD "AND ADMINISTRATIVE APPROVALS." • HOMELESSNESS: IN PERFORMANCE GOAL, REMOVE "WITH AN EMPHASIS ON FOOD PANTRIES." • MODERNIZE BUSINESS TAX: ADD "TOT AND PARKLAND FEES" • VOLUNTEER FAIR: SHOULD BE MOVED TO FY 2019-20 WORK PROGRAM. 20. Subject: Consideration of resolution to change the order of business for Regular City Council meetings to move 'Reports by Council and Staff' ahead of "Oral Communications" (continued from March 19) Recommended Action: Rescind Resolution No. 11-176 and adopt Resolution No. 19-024 changing the order of business for Regular City Council meetings to move 'Reports by Council and Staff' ahead of "Oral Communications" COUNCILMEMBERS DISCUSSED OPTIONS FOR ORAL COMMUNICATIONS, REPORTING OUT ON COMMITTEE ASSIGNMENTS, AND ADDING FUTURE AGENDA ITEMS. City Council Actions April 2, 2019. MAYOR SCHARF WILL WORK WITH STAFF TO BRING BACK A RESOLUTION TO A FUTURE MEETING REGARDING CHANGING THE ORDER OF BUSINESS FOR REGULAR CITY COUNCIL MEETINGS. 21. Subject: Report on Committee assignments and general comments Recommended Action: Report on Committee assignments and general comments COUNCILMEMBERS HIGHLIGHTED THE ACTIVITIES OF THEIR COMMITTEES AND VARIOUS COMMUNITY EVENTS. ADJOURNED THE MEETING IN HONOR OF WORLD AUTISM AWARENESS DAY Exhibit Bg°i MASTER AGREEMENT PO#:XX SERVICE ORDER PO#: 1 Maximum Compensation: $242,045.00 Term: NTP: May 21, 2013 END DATE:June 30,2020 Approval by: City Manager ❑ Director ❑ Date: City Council 0 Item Number: Date: Consultant: Firm Name: Pavement Engineering, Inc. Address: 3320 Cypress Drive, Suite 320, Petaluma, CA 94954- 5613 Contact: Joe Ririe Phone: (707) 769-5330 PROJECT DESCRIPTION Project Name: Inspection-and Material Quality Control Services for 2019 Pavement Maintenance Project-Phase 1,City Project No. 2019-103 ❑ Description: Time and reimbursables between May 21,2019 and June 30,2020 for service in accord with Exhibit A-1 of the Master Agreement(attached hereto for reference) ❑ Attachment A: Includes Description of Project, Scope of Services, Schedule of Performance and Compensation CITE'PROJECT MANAGEMENT Managing Department: Public Works Project Manager: Roger Lee FISCAUBUDGET Master Agreement Maximum Compensation: Amount: $315,105.00 Previously Encumbered on MA: $ 0 Amount of previously Encumbered balance expended: $ 0 Amount available to be Encumbered for a SO: $315,105.00 ENCUMBER: Account No. 270-35-321-900-921 SO# 1 $242,045,00 Total Expended and Encumbered to date: $242,045.00 Master.Agreement Balance: $73,060.00 City of Cupertino Service Order#1 Inspection,Quality Control and Contract Administration—PEI,Inc. 2019 Pavement Maintenance Project-Phase I, City Project No.2019-103 Page 1 of 2 (F IAd'pi(1 f,j. ,r: .)11"01 "WInI' (,.e r a 11"11 it i 11-�+1,)1..� i ) .� '1.3 ', Exhibit B APPROVALS Consultant: ........... Date: " Director of Public Works: Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are available as of this date of signature. City Finance: Name: -Date: City of Cupertino Service Order#1 Inspection,Quality Control and Contract Administration—PEL Inc. 2019 Pavement Maintenance Project-Phase L City Project No.2019-103 Page 2 of 2 w I till"1111. GU' ,I 1k.1)I ,'I'I Exhibit B J '9- orl MASTER AGREEMENT P09: XX SERVICE ORDER PO#: 2 Maximum Compensation: $73,060.00 Term: NTP: May 21, 2018 END DATE:June 30, 2020 Approval by: City Manager F1 Director ❑ Date: City Council 1-1 Item Number: Date: Consultant: Firm Name: Pavement Engineering, Inc. Address: 3820 Cypress Drive, Suite 320, Petaluma, CA 94954- 5613 Contact: Joe Ririe Phone: (707) 769-5330 PROJECT DESCRIPTION Project Name: Inspection and Material Quality Control Services for 2019 Pavement Maintenance Project-Phase 2,City Project No. 2019-109 F] Description: Time and reimbursables between May 21, 2019 and June 30, 2020 for service in accord with Exhibit A-1 of the Master Agreement(attached hereto for reference) F-1 Attachment A: Includes Description of Project, Scope of Services, Schedule of Performance and Compensation CITY PROJECT MANAGEMENT Managing Department: Public Works Project Manager: Roger Lee FISCAUBUDGET Master Agreement Maximum Compensation: Amount: $315,105.00 Previously Encumbered on MA: $ 242,045.00 Amount of previously Encumbered balance expended: $ 0 Amount available to be Encumbered for a SO: $73,060.00 ENCUMBER: Account No. 270-85-821-900-921 SO # 2 $73,060.00 Total Expended and Encumbered to date: $315,105.00 Master Agreement Balance: $0.00 City of Cupertino Service Order#1 Inspection,Quality Control and Contract Administration—PEI,Inc. 2019 Pavement Maintenance Project—Phase 11, City Project No.2019-109 Page 1 of 2 Exhibit B APPROVALS Consultant: Ah Date: Director of Public Works: Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are available as of this date of signature. City Finance: Name: Date: City of Cupertino Service Order#1 Inspection,Quality Control and Contract Administration—PEI,Inc. 2019 Pavement Maintenance Project—Phase II, City Project No.2019-109 Page 2 of 2 Niwl Jol(1 01:1,111t'dnl r nl�