19-117 David J. Powers & Associates, Inc., Preparation of Addendum to the Certified 2014 General Plan EIRCITY OF
PROFESSIONAL/CONSULTING SERVICES AGREEMENT
CUPERTINO
1. PARTIES
This Agreement is made and entered into as of July 15, 2019
Effective Date") by and between the City of Cupertino, a municipal corporation ("City"), and
David J. Powers &Associates, Inc Contractor"),
a corporation
for preparation of addendum to the certified 2014 General Plan EIR
2. SERVICES
Contractor agrees to provide the services and perform the tasks ("Services") set forth in detail in
Scope of Services, attached here and incorporated as Exhibit A.
3. TIME OF PERFORMANCE
3.1 This Agreement begins on the Effective Date and ends on June 30, 2020
Contract Time"), unless terminated earlier as provided herein. Contractor's Services shall begin
on July 16, 2019 and shall be completed by June 30, 2020
3.2 Schedule of Performance. Contractor must deliver the Services in accordance with the
Schedule of Performance, attached and incorporated here Exhibit B.
3.3 Time is of the essence for the performance of all the Services. Contractor must have
sufficient time,resources, and qualified staff to deliver the Services on time.
4. COMPENSATION
4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the
Services an amount that will based on actual costs but that will be capped so as not to exceed
20,000 Contract Price"), based upon the scope of services in Exhibit A and
the budget and rates included in Exhibit C, Compensation attached and incorporated here. The
maximum compensation includes all expenses and reimbursements and will remain in place even
if Contractor's actual costs exceed the capped amount. No extra work or payment is permitted
without prior written approval of City.
4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable
completed and the amount due for the preceding month. Within thirty (30) days of completion of
Services,Contractor must submit a requisition for final and complete payment of costs and pending
claims for City approval. Failure to timely submit a complete and accurate payment requisition
relieves City of any further payment or other obligations under the Agreement.
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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.
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5.4 Subcontractors. Only Contractor's employees are authorized to work under this
Agreement. Prior written approval from City is required for any subcontractor, and the terms and
conditions of this Agreement will apply to any approved subcontractor.
5.5 Tools, Materials and Equipment. Contractor will supply all tools, materials and
equipment required to perform the Services under this Agreement.
5.6 Payment of Taxes. Contractor must pay income taxes on the money earned under this
Agreement. Upon City's request, Contractor will provide proof of payment and will indemnify
City for violations pursuant to the indemnification provision of this Agreement.
6. PROPRIETARY/CONFIDENTIAL INFORMATION
In performing this Agreement, Contractor may have access to private or confidential information
owned or controlled by the City, which may contain proprietary or confidential details the
disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence
all City information provided by City to Contractor and use it only to perform this Agreement.
Contractor shall exercise the same standard of care to protect City information as a reasonably
prudent contractor would use to protect its own proprietary data.
7. OWNERSHIP OF MATERLALS
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 j
in connection with this Agreement will be the exclusive property of the City and shall not be shown
Itoanythird-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 i
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.
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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 is considered an assignment of the Agreement and
subject to City approval, which shall not be unreasonably withheld. Control means fifty percent
50%)or more of the voting power of the business entity.
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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
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harmless City, its City Council, boards and commissions, officers, officials, employees, agents,
servants, volunteers and consultants ("Indemnitees"), through legal counsel acceptable to City,
from and against any and all liability, damages, claims, actions, causes of action, demands,
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 under this section are not limited to the Contract Price, workers'
compensation payments, or the insurance or bond amounts required in the Agreement.Nothing in
the Agreement shall be construed to give rise to an implied right of indemnity in favor of
Contractor against City or any Indemnitee.
11.4. Contractor's payments may be deducted or offset to cover any money the City lost due to
a claim or counterclaim arising out of this Agreement, a purchase order, or other transaction.
12. INSURANCE
Contractor shall comply with the Insurance Requirements, attached and incorporated here as
Exhibit D, and must maintain the insurance for the duration of the Agreement, or longer as
required by City. City will not execute the Agreement until City approves receipt of satisfactory
certificates of insurance and endorsements evidencing the type, amount, class of operations
covered, and the effective and expiration dates of coverage. Failure to comply with this provision
may result in City, at its sole discretion and without notice, purchasing insurance for Contractor
and deducting the costs from Contractors 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.
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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 its employees or sub-contractors
will not be tolerated.
13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable
to this Agreement and must avoid any conflict of interest. Contractor warrants that no public j
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 Piu Ghosh as
the City's representative for all purposes under this Agreement, with authority to oversee the
progress and performance of the Scope of Services. City reserves the right to substitute another
Project manager at any time, and without prior notice to Contractor.
Contractor Project Manager. Subject to City approval, Contractor assigns Kristy Weis
as its single Representative for all purposes under this Agreement, with authority
to oversee the progress and performance of the Scope of Services. Contractor's Project manager
is responsible for coordinating and scheduling the Services in accordance with the Scope of
Services and the Schedule of Performance. Contractor must regularly update the City's Project
Manager about the progress with the work or any delays, as required under the Scope of Services.
City written approval is required prior to substituting a new Representative.
15. ABANDONMENT OF PROJECT
City may abandon or postpone the Project or parts therefor at any time. Contractor will be
compensated for satisfactory Services performed through the date of abandonment, and will be
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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 LAW,VENUE AND DISPUTE RESOLUTION
This Agreement is governed by the laws of the State of California. Any lawsuits filed related to
this Agreement must be filed with the Superior Court for the County of Santa Clara, State of
California. Contractor must comply with the claims filing requirements under the Government
Code prior to filing a civil action in court. If a dispute arises, Contractor must continue to provide
the Services pending resolution of the dispute.If the Parties elect arbitration,the arbitrator's award
must be supported by law and substantial evidence and include detailed written findings of law
and fact.
18. ATTORNEY FEES
If City initiates legal action,files a complaint or cross-complaint,or pursues arbitration, appeal, or
other proceedings to enforce its rights or a judgment in connection with this Agreement, the
prevailing party will be entitled to reasonable attorney fees and costs.
19. THIRD PARTY BENEFICIARIES
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There are no intended third party beneficiaries of this Agreement.
20. WAIVER
Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract
provision. City's waiver of a breach shall not constitute waiver of another provision or breach.
21. ENTIRE AGREEMENT
This Agreement represents the full and complete understanding of every kind or nature between
the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written,
between the Parties. Any modification of this Agreement will be effective only if in writing and
signed by each Party's authorized representative. No verbal agreement or implied covenant will
be valid to amend or abridge this Agreement. If there is any inconsistency between the main
Agreement and the attachments or exhibits thereto,the text of the main Agreement shall prevail.
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22. INSERTED PROVISIONS
Each provision and clause required by law for this Agreement is deemed to be included and will
be inferred herein. Either party may request an amendment to cure mistaken insertions or
omissions of required provisions. The Parties will collaborate to implement this Section, as
appropriate.
23. HEADINGS
The headings in this Agreement are for convenience only, are not a part of the Agreement and in
no way affect, limit or amplify the terms or provisions of this Agreement.
24. SEVERABILITY/PARTIAL INVALIDITY
If any term or provision of this Agreement, or their application to a particular situation, is found
by the court to be void, invalid, illegal or unenforceable, such term or provision shall remain in
force and effect to the extent allowed by such ruling. All other terms and provisions of this
Agreement or their application to specific situations shall remain in full force and effect. The
Parties agree to work in good faith to amend this Agreement to carry out its intent.
25. SURVIVAL
All provisions which by their nature must continue after the Agreement expires or is terminated,
including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law
and Attorney Fees, shall survive the Agreement and remain in full force and effect.
26. NOTICES
All notices, requests and approvals must be sent in writing to the persons below, which will be
considered effective on the date of personal delivery or the date confirmed by a reputable overnight
delivery service, on the fifth calendar day after deposit in the United States Mail,postage prepaid,
registered or certified, or the next business day following electronic submission:
To City of Cupertino To Contractor: David J Powers&Associates Inc.
10300 Torre Ave.,Cupertino CA 95014 1871 The Alameda,Ste 200
San Jose,CA 95126
Attention:Piu Ghosh Attention: Kristy Weis
Email: piug@cupertino.org Email:kweis@davidjpowers.com
27. VALIDITY OF CONTRACT
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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.
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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.
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IN WITNESS WHEREOF,the parties have caused the Agreement to be executed.
CONTRACTOR CITY OF CUPERTINO
A Municipal Corporation
By
Name Judy W. Shanley Name Benjamin Fu
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President
Title Title Community Development Dir
Date
7/16/19
Date
Tax I D. No.:
77-0219577
APPROVED AS TO FORM:
HEATHER M.MINNER
Cupertino City Attorney
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ATTEST:
GRACE SCH.1VfIDT
7CityClerk 0
Select one Vallro General and Zoning Amendment
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DAVID J. POWERS
ESP
Vallco General Plan Amendments Project
Addendum to the Certified 2018 Vallco Special Area Specific
Plan Final Environmental Impact Report
July 15, 2019
Primary Contact
The primary David J. Powers &Associates, Inc. (DJP&A) contact for this project will be Kristy Weis.
Ms. Weis' contact information is provided below.
Kristy Weis, Principal Project Manager
Direct: (408) 454-3428
Email: kweis@davidipowers.com
Project Understanding
The Vallco Shopping District Special Area (project site) is approximately 70 acres, approximately 58
acres of which is currently available for development.The project site has a General Plan land use
designation of Commercial/Office/Residential, with a maximum residential density of 35 dwelling
units per acre (du/ac). The project site is also identified as a Priority Housing Element Site in the
General Plan Housing Element.
As shown in General Plan Table LU-1, the General Plan development allocation for the project site is
as follows: up to a maximum of 1,207,774 square feet of commercial uses (i.e., retention of the
existing mall) or redevelopment of the site with a minimum of 600,000 square feet of retail uses of
which a maximum of 30 percent may be entertainment uses (pursuant to General Plan Strategy LU-
19.1.4); up to 2.0 million square feet of office uses; up to 339 hotel rooms; and up to 389 residential
units.' Pursuant to General Plan Strategy LU-1.2.1, development allocations may be transferred
among Planning Areas, provided no significant environmental impacts are identified beyond those
already studied in the Cupertino General Plan Community Vision 2015-2040 Final Environmental
Impact Report (SCH#2014032007) (General Plan EIR). The General Plan EIR analyzed the demolition
of the existing 1,207,774 square foot mall and redevelopment of the site with up to 600,000 square
1 City of Cupertino. Cupertino General Plan Community Vision 2015-2040. Table LU-1:Citywide Development
Allocation Between 2014-2040. October 15, 2015. Page LU-13.
feet of commercial uses, 2.0 million square feet of office uses, 339 hotel rooms, and 800 residential
dwelling units within the Vallco Special Area.
Currently, approximately 51 acres of the project site is developed with the Vallco Shopping Mall and
associated parking facilities, and the remaining areas are developed with roadways, a 148-room
hotel, and a surface parking lot. A state-mandated streamlined project pursuant to Senate Bill (SB)
35 has been approved for the site with 2,402 housing units, 400,000 square feet of commercial
uses, and 1,810,000 square feet of office uses in September 2018. Some demolition of structures
has occurred under the SB 35 project.
The project proposes amendments to the General Plan and Zoning Ordinance to redefine the type,
amount, and height of development allowed on the project site.
The project proposes amendments to the General Plan to:
Create two new General Plan land use designations: 1) Regional Shopping and 2) Regional
Shopping/Residential
Designate approximately 13.1 acres of the project site as Regional Shopping/Residential
minimum density: 29.7 du/ac; maximum density: 35 du/ac), which would allow for the
development of 389 to up to 619 (619 units includes a maximum 35%state density bonus)
residential units on-site with the option of including ground-floor commercial uses
Designate the remaining acreage of the project site as Regional Commercial with a
maximum building height of 60 feet
On the portion of the site designated as Regional Shopping/Residential, establish a height
limit of 60 feet for residential only uses and 75 feet for residential above ground floor retail
uses
Remove the 2.0 million square feet of office development allocation from the project site
In addition, the project would rezone the project site from Vallco Town Center to Multi-Family (R3)
Residential, CG General Commercial, and Mixed-use Planned Development with Multi-Family (R3)
Residential/CG General Commercial uses.The project includes Zoning Text amendments to clarify
the zoning regulations for the mixed use zoning.
It is assumed that the maximum potential development on-site under the proposed project is
1,207,774 square feet of commercial uses, 339 hotel rooms, and 619 residential units. Compared to
what was analyzed for the site in the General Plan Final EIR, the project would result in a net
increase of 607,774 square feet of commercial uses, a net decrease of 2.0 million square feet of
office uses, and a net decrease of 181 residential units. It is assumed that the overall amount of
commercial, hotel, and residential development citywide would remain the same as analyzed in the
General Plan Final EIR and the overall amount of office development citywide would be reduced by
2.0 million square feet.
Scope of Services
David J. Powers &Associates, Inc. (DJP&A) will prepare an Addendum to the certified 2014 General
Plan EIR, attend and participate in meetings, conference calls, and hearings.This scope of work
assumes the Addendum document will include primarily qualitative analysis and be less than 10
pages in length. A trip generation table would be prepared as part of the analysis to compare the
trip generation from 2.0 million square feet of office and 607,774 square feet of commercial uses to
confirm the impacts from developing the 1,207,774 square feet of commercial, 339 hotel rooms,
and 389 residential units identified in Table LU-1 are within the impacts studied in the General Plan
Final EIR. No other technical work or analysis is included in this scope of work.
Our scope assumes the Addendum will be completed within three days and our cost estimate is
based on 40 hours of Principal Project Manager time and 20 hours of Senior Principal time.
Cost Estimate
Based on our understanding of the project, the cost for preparation of the Addendum is estimated
not to exceed $17,000. Payment will be due on a monthly basis. Costs will be charged on a time and
materials basis, commensurate with work completed, in accordance with the charge rate schedule
outlined on the following page. If DJP&A does not need all the time that has been budgeted, we will
only bill for the time actually spent completing the work.
This scope is valid for 90 days and assumes that no issues arise that would require any additional
technical analysis or documentation. In the event additional technical analysis is required, we can
complete that work on a time and materials basis, upon your authorization. Project description
changes after our notice to proceed is received may have schedule and budget implications.
I. av:d J. P€3wers&Associates, Inc, 3 01""€ah't'y' fi
Charge Rate Schedule'
Title Hourly Rate
Senior Principal 300
Principal Project Manager 275
Senior Environmental Specialist 240
Senior Project Manager 215
Environmental Specialist 200
Biologist 190
Project Manager 190
Associate Project Manager 160
Assistant Project Manager 130
Researcher 115
Draftsperson/Graphic Artist 120
Document Processor/Quality Control 110
Administrative Manager 110
Office Support 95
Notes: Materials,outside services,and subconsultants include a 15 percent administration fee.Mileage will be charged per
the current IRS standard mileage rate at the time costs occur.Subject to revision January 1,2020.
2 David J. Powers&Associates, Inc. provides regular, clear and accurate invoices as the work on this project
proceeds, in accordance with normal company billing procedures.The cost estimate prepared for this project does
not include special accounting or bookkeeping procedures, nor does it include preparation of extraordinary or
unique statements or invoices. If a special invoice or accounting process is requested,the service can be provided
on a time and materials basis. Any fees charged to DJP&A for Client's third-party services related to invoicing,
insurance certificate maintenance, or other administrative functions will be billed as a reimbursable expense.
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EXHIBIT D
Insurance Requirements
Design Professionals & Consultants Contracts
Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at
its own cost and expense, the following insurance policies and coverage with companies doing business in
California and acceptable to City.
INSURANCE POLICIES AND MINIMUMS REQUIRED
1. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for
premises operations, products and completed operations, contractual liability, and personal and
advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a
general aggregate limit applies, either the general aggregate limit shall apply separately to this
project/location(ISO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit.
a. It shall be a requirement that any available insurance proceeds broader than or in excess of the
specified minimum insurance coverage requirements and/or limits shall be made available to the
Additional Insured and shall be(i)the minimum coverage/limits specified in this agreement; or(ii)the
broader coverage and maximum limits of coverage of any insurance policy,whichever is greater.
b. Additional Insured coverage under Consultant's policy shall be "primary and non-contributory,"
will not seek contribution from City's insurance/self-insurance, and shall be at least as broad as ISO
Form CG 20 01 (04/13).
c. The limits of insurance required may be satisfied by a combination of primary and umbrella or
excess insurance,provided each policy complies with the requirements set forth in this Contract. Any
umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage
shall also apply on a primary and non-contributory basis for the benefit of City before the City's own
insurance or self-insurance shall be called upon to protect City as a named insured.
2. Automobile Liability:ISO CA 00 01 covering any auto (including owned,hired, and non-owned
autos)with limits no less than$1,000,000 per accident for bodily injury and property damage.
3. Workers'Compensation: As required by the State of California, with Statutory Limits and
Employer's Liability Insurance of no less than$1,000,000 per occurrence for bodily injury or disease.
O Not required. Consultant has provided written verification of no employees.
4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant's
profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a
claims made form:
a. The Retroactive Date must be shown and must be before the Effective Date of the Contract.
b. Insurance must be maintained for at least five(5)years after completion of the Services.
c. If coverage is canceled or non-renewed,and not replaced with another claims-made policy form with
a Retroactive Date prior to the Contract Effective Date,the Consultant must purchase"extended
reporting" coverage for a minimum of five(5)years after completion of the Services.
OTHER INSURANCE PROVISIONS
The aforementioned insurance shall be endorsed and have all the following conditions and provisions:
Exh.D-Insurance Requirements for Design Professionals&Consultants Contracts Form Updated Feb.2018
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A
oR" CERTIFICATE OF LIABILITY INSURANCE DATE/(1
M/DD[Y Y)
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
HD)Heffernan Insurance Brokers PHONE
Elizabeth Lee
FAX
1350 Carlback Avenue c No,o Ext:925-934-8500 A/c No):925-934-8278
Walnut Creek CA 94596 ADDRESS: elizabethl@heffins.com
INSURER(S)AFFORDING COVERAGE NAIC#
INSURER A:Travelers Property Casualty Company of America 25674
INSURED DAVIJPO-01
INSURER B:Travelers Casualty and Surety Company of America 31194
David J. Powers&Associates, Inc.
1871 The Alameda, Suite 200 INSURER C:The Hanover American Insurance Company 36064
San Jose CA 95126 INSURERD:Continental Casualty Company 20443
INSURER E:
INSURER F.-
COVERAGES CERTIFICATE NUMBER:1018117982 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 SUBR POLICY EFF POLICY EXP
LTR POLICYNUMBER MM/DD/YYYY MM/DD/YYYY LIMITS
A X COMMERCIAL GENERAL LIABILITY Y 6805H0002841847 12/3/2018 12/3/2019 EACH OCCURRENCE 2,000,000
DAMAGE TORENTEDCLAIMS-MADE X OCCUR PREMISES Ea occurrence $1,000,000
MED EXP(Any one person) $5,000
PERSONAL&ADV INJURY $2,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000
LOC PRODUCTS-COMP/OP AGG $4,000,000POLICYJE
OTHER:
B AUTOMOBILE LIABILITY BA6820L15318GRP 12/3/2018 12/3/2019 EOa a INEDtSINGLE LIMIT $1,000,000
IX
ANY AUTO
BODILY INJURY(Per person) $
OWNED SCHEDULED
BODILY INJURY(PerPAUTOSONLYAUTOS er accident)
X HIRED X NON-OWNED PROPERTY D
AUTOS ONLY AUTOS ONLY Per accident
B X UMBRELLALIAB X OCCUR CUP2C5902111847 12/3/2018 12/3/2019 EACH OCCURRENCE 1,000,000
EXCESS LIAB CLAIMS-MADE AGGREGATE 1,000,000
DED I X I RETENTION$,
C WORKERS COMPENSATION Y VVZ39816300 1/13/2019 1/13/2020 X I
PER OTH-
AND EMPLOYERS'LIABILITY
Y/N
STATUTE ER
ANYPROPRIETOR/PARTNER/EXECUTIVE
N/A
E.L.EACH ACCIDENT 1,000.000
OFFICER/MEMB ER EXCLUDED?
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
D Professional Liability EEH288347490 3/26/2019 3/26/2020 PER CLAIM 2,000,000
AGGREGATE 2,000,000
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required)
Re:DJP&A#19-139,Vallco General Plan Amendments.The City of Cupertino,its City Council,officers,officials,employees,agents,servants and volunteers
are included as an additional insured and primary with respects to the General Liability policy per the attached endorsement,if required.Waiver of Subrogation
is included on Worker's Compensation policy per the attached endorsement,if required.
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
City of Cupertino
10300 Torre Ave.
AUTHORIZED REPRESENTATIVE
Cupertino, CA 95014
1988-2015 ACORD CORPORATION. All rights reserved.
ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD
Policy Number:6805H0002841847 COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED
ARCHITECTS, ENGINEERS AND SURVEYORS)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
1. The following is added to SECTION II —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
c. With respect to the independent acts or
LIABILITY CONDITIONS:
omissions of such person or organization; or The insurance provided to the additional insured
is excess over any valid and collectible other
d. For bodily injury", "property damage" or
insurance, whether primary, excess, contingentorpersonalinjury" for which such person or on any other basis, that is available to the
organization has assumed liability in a
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
must apply on a primary basis or a primary and
e. This insurance does not apply on any basis to non-contributory basis, this insurance is primary
any person or organization for which 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 which coverage is sought occurs; and
professional services".
2) The "personal injury" for which coverage is
In the event that the Limits of Insurance oftheg sought arises out of an offense committed;
Coverage Part shown in the Declarations
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 8., Transfer 4. The following definition is added to the
Of Rights Of Recovery Against Others To Us, DEFINITIONS Section:
of SECTION IV — COMMERCIAL GENERAL
Written contract requiring insurance" meansthatLIABILITYCONDITIONS:
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 as an
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 "propertydamage" or "personal injury" arising out of "your damage" occurs and the "personal injury" is
work" performed by you, or on your behalf, done
under a "written contract requiring insurance" with
caused by an offense committed:
that person or organization. We waive this right a. After you have signed that written contract;
only where you have agreed to do so as 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 is committed.
Page 2 of 2 2015 The Travelers Indemnity Company.All rights reserved. CG D3 81 09 15
Includes the copyrighted material of Insurance Services Office,Inc.,with its permission
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our
right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform
work under a written contract that requires you to obtain this agreement from us.)
You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work
described in the Schedule.
The additional premium for this endorsement shall be 2% % of the California workers' compensation premium otherwise
due on such remuneration.
Schedule
Person or Organization Job Description
WHERE REQUIRED PER WRITTEN CONTRACT
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.
The information below is required only when this endorsement is issued subsequent to preparation of the policy.)
Endorsement Effective Policy No. W Z 3-9 816 3 0 0-0 6 Endorsement No.
Insured
Insurance Company THE HANOVER AMERICAN INSURANCE COMPANY
Countersigned By
WC 04 03 06(Ed 04-84)