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20-019 Keyser Marston Associates, Inc., Feasibility Analysis Peer Review
CITY OF EMU PROFESSIONAL/CONSULTING SERVICES AGREEMENT CUPERTINO 1. PARTIES I This Agreement is made by and between the City of Cupertino, a municipal corporation("City"), and Keyser Marston Associates, Inc. ("Contractor"), a corporation for feasibility analysis peer review , and is effective on the last date signed below("Effective Date"). 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 February 3, 2020 and shall be completed by June 30, 2020 . The City's appropriate department head or the City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City's purchasing policy. 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 $ 1,250 ("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. feasibility analysis peer review Page 1 of 9 Professional/Consulting Contracts Version:Sept.2019 i 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. 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. 53 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, if required by the Cupertino Municipal Code. 54 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. 55 Tools, Materials, and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees,agents,and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor's business including,but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. Should any court, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS), the Internal Revenue Service or the State Employment Development Division, determine that Contractor, or any of its employees, i agents, or subcontractors, is an employee for any purpose,then Contractor agrees to a reduction in amounts payable under this Agreement, or to promptly remint to City any payments due by the City as a result of such determination, so that the City's total expenses under this Agreement are not greater than they would have been had the determination not been made. feasibility analysis peer review Page 2 of 9 Professional/Consulting Contracts/version:Sept.2019 6. PROPRIETARY/CONFIDENTIAL INFORMATION 1 In performing this Agreement, Contractor may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City information provided by City to Contractor and use it only to perform this Agreement. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights.Any interest(including copyright interests)of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium (collectively, "Work Product"), prepared by Contractor in connection with this Agreement will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement,to the extent requested by City. In any case,no Work Product shall be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent permitted by Title 17 of the 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. 73 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. 7A 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. 75 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 feasibility analysis peer review Page 3 of 9 Professional/Consulting Contracts Version:Sept.2019 to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four(4) years from the date of City's final payment. 9. ASSIGNMENT Contractor shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity is considered an assignment of the Agreement and subject to City approval, which shall not be unreasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity. 10. PUBLICITY/SIGNS Any publicity generated by Contractor for the project under this Agreement, during the term of this Agreement and for one year thereafter, will reference the City's contributions in making the project possible. The words "City of Cupertino" will be displayed in all pieces of publicity, including flyers, press releases, posters,brochures, public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend and hold 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; (c) 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.At City's request, Contractor will assist City in the defense of a claim, dispute, or lawsuit arising out of this Agreement. feasibility analysis peer review Page 4 of 9 Professional/Consulting Contracts/Version:Sept.2019 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. Nothingin 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. 11.5. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor, or any other person or entity involved by, for, with, or on behalf of Contractor in the performance of this Agreement. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. 11.6. This Section 11 shall survive termination of the Agreement. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit D, and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor's compensation or terminating the Agreement. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state, and federal laws and regulations applicable to this Agreement. Contractor will promptly notify City of changes in the law or other conditions that may affect the Project or Contractor's ability to perform. Contractor is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act. 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. feasibility analysis peer review Page 5 of 9 Professional/Consulting Contracts/Version:Sept.2019 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 I 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 Title 2 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 Erick Serrano 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 Kevin Feeney 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 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 feasibility analysis peer review Page 6 of 9 Professional/Consulting Contracts/Version:Sept.2019 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. 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 any term, clause, or provision of the main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling. 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 feasibility analysis peer review Page 7 of 9 Professional/Consulting Contracts Version:Sept.2019 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. i 25. SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated, including the Indemnification, Ownership of MaterialsAvork Product, Records, Governing Law, and Attorney Fees, shall survive the Agreement and remain in full force and effect. i 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: 10300 Torre Ave.,Cupertino CA 95014 Keyser Marston Associates,Inc. 2040 Bancroft Wy., Ste 302,Berkeley,CA 94704 Attention:Erick Serrano Attention:Kevin Feeney Email: ericks@cupertino.org Email:kfeeney@keysermarston.com 27. VALIDITY OF CONTRACT This Agreement is valid and enforceable only if(a) it complies with the purchasing and contract provisions of Cupertino Municipal Code Chapters 3.22 and 3.23, as amended from time to time, (b)is signed by the City Manager or an authorized designee, and (c) is approved for form by the City Attorney's Office. 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. ' i feasibility analysis peer review Page 8 of 9 Professional/Consulting Contracts Version:Sept.2019 IN WITNESS WHEREOF,the patties have caused the Agreement to be executed. CITY OF CUPERTINO CONTRACTOR A Municipal Corporation Keyser Marston Associates,Inc. A California Corporation By— j"�// Name /Tye Name David Doezema Title ' (t7r- c-,0— L' d Title_Principal Date .7�. �"�� /7 O J Date February 13,2020 Tax I.D. No.: 94-2363741 APPROVED AS TO FORM: HEATHEIM MINNER Cupertino City Attorney ATTEST: KIRSTEN SQUAR IXU City Clerk DATE: ZIP � +9 Page 9 of 9 Professional/ConsuhbigCmu)-acts/Version:Sept.2019 Exhibit A, B & C KEYSER MARSTON ASSOCIATES.. ADVISORS IN PUBLIC/PRIVATE REAL ESTATE DEVELOPMENT January 27, 2020 Erick Serrano, Senior Planner City of Cupertino ADvlsoRs IN: 10300 Torre Avenue REAL ESTATE AFFORDABLE HOUSING Cupertino, CA 95014 ECONOMIC DEVELOPMENT BERKELEY Re: Feasibility Analysis Peer Review A.JERRY KEYSER Ti MOTHY C.KELLY Dear Erick: DEBBIE M.KERN DAVID DOEZEMA KEVIN FEENEY Keyser Marston Associates, Inc. (KMA) is pleased to submit this work scope to review Los ANGELES the draft feasibility analysis evaluating the City of Cupertino's inclusionary zoning KATI-ILEEN H.HEAD requirements as well as the draft peer review of the original analysis. The purpose of this JAMES A.RABE assignment is to provide City staff a third perspective on how to resolve key points of GREGORY D.Soo-Hoo KEVIN E.ENGSTROM disagreement between the two consultants regarding the best method to evaluate JULIE L.ROMEY feasibility and the data that is needed for an adequate peer review. KMA's scope of work Tim BRETZ will consist of the following tasks: SAN DIEGO PAUL C.MARRA 1) Review the draft feasibility analysis, draft peer review, as well as communications between the two consultants that address the key points of disagreement regarding the analysis approach and peer review data requirements. 2) Provide an opinion to City staff regarding the key points of disagreement based on readily available information and our professional judgment and experience. We will provide our opinion in a brief email or memo. 3) If necessary, participate in a phone call with City staff to discuss the memo and potential next steps in finalizing the two analyses. Budget and Timeline KMA proposes a not-to-exceed fee of$1,250 to be billed on a time and materials basis in accordance with the attached rate schedule. We will provide a written opinion within 3 to 5 business days of contract authorization and receipt of background materials. Thank you for requesting this proposal letter. Sincerely, KEYSER MARSTON ASSOCIATES, INC. �evin Fee y 2040 BANCROFT WAY, SUITE 302 BERKELEY, CALI FORMA 94704 - PHONE: 415 398 3050 FAX:415 397 5065 900b-1732;jf WWW.KEYS ERMAP,STON.COM 99900 KEYSER MARSTON ASSOCIATES, INC. PUBLIC SECTOR HOURLY RATES 2019/2020 CHAIRMAN, PRESIDENT, MANAGING PRINCIPALS* $280.00 SENIOR PRINCIPALS* $270.00 PRINCIPALS* $250.00 MANAGERS* $225.00 SENIOR ASSOCIATES $187.50 ASSOCIATES $167.50 SENIOR ANALYSTS $150.00 ANALYSTS $130.00 TECHNICAL STAFF $95.00 ADMINISTRATIVE STAFF $80.00 Directly related job expenses not included in the above rates are: auto mileage, parking, air fares, hotels and motels, meals, car rentals, taxies, telephone calls, delivery, electronic data processing, graphics and printing. Directly related job expenses will be billed at 110% of cost. Monthly billings for staff time and expenses incurred during the period will be payable within thirty (30) days of invoice date. * Rates for individuals in these categories will be increased by 50% for time spent in court testimony. 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 occurrencelimit. 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. )'Not required. Consultant has provided written verification of no employees. i 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 theContract. h Insurance must be maintained for at least five(5) years after completion of theServices. 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 theServices. OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: E.eh.D-Insurance Requirements for Design Professionals &Consultants Contracts Form Updated Feb. 2018 Additional Insured Status The City of Cupertino,its City Council, officers, officials, employees, agents, servants and volunteers ("Additional Insureds") are to be covered as additional insureds on Consultant's CGL policy. General Liability coverage can be provided in the form of an endorsement to Consultant's insurance (at least as broad as ISO Form CG 20 10(11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions are used). Primary Coverage Coverage afforded to City/Additional Insureds shall be primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant's insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Consultant, its employees, agents and subconsultants. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City. At City's option, either: the insurer must reduce or eliminate the deductible or self-insured retentions as respects the City/Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the insured or the City. Acceptability of Insurers Insurers must be licensed to do business in California with an A.M. Best Rating of A-VII, orbetter. Verification of Coverage Consultant must furnish acceptable insurance certificates and mandatory endorsements(or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time duringthe Contract term. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant's insurance policies. i Higher Insurance Limits If Consultant maintains broader coverage and/or higher limits than the minimums shown above,City shall be entitled to coverage for the higher insurance limits maintained byConsultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature of the risk,prior experience, insurer or other special circumstances, with not less than ninety(90)days prior written notice. Exh.D-Insurance Requirements for Design Professionals & Consultants Contracts Form Updated Feb. 2018 ACo®P CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIYYYY) 11/20/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Halidee Callejas MOC Insurance Services PHONE xt (415)957-0600 FAC,No: talsles7-os77 License No. 0589960 ADDRESS:hcallejas@mocins.com 101 Montgomery St., Suite 800 INSURER(S) AFFORDING COVERAGE NAIC San Francisco CA 94104 INSURERA:Massachusetts Bay Ins. Co. 22306 INSURED INSURER B:Allmerica Financial Benefit Co. 41840 Keyser Marston Associates, Inc. INSURER C:Hanover Insurance Company 22292 1299 4th Sreet Suite 408 INSURERD: INSURER E: San Rafael CA 94901 INSURERF: COVERAGES CERTIFICATE NUMBER:2019-2020 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUER LTR TYPE OF INSURANCE POLICY NUMBER MM/DDY/YYYY IY MMIODYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 1,000,000 DAMAGE TO RENTED A CLAIMS-M1ADE X OCCUR PREMISES Ea accurrence S 500,000 X ZDFA49104905 12/1/2019 12/1/2020 MED EXP(Any one person) 5 10,000 PERSONAL&ADV INJURY S 11000,000 GENIAGGP.EGATE LIMITAPPLIES PER: I GENERALAGGREGATE 5 2,000,000 POLICY F-71 JECTPR0- L� PRODUCTS-COMPIOPAGG S Included OTHER: S AUTOMOBILE LIABILITY CBINE DtSINGLE LIMIT S 1,000,000 B X ANYAUTO BODILY INJURY(Per person) S ALL OWNED SCHEDULED ARFA490049 AUTOS AUTOS X 12/1/2019 12/1/2020 BODILY INJURY(Per accident) S X HIREDAUTOS X NON-OWNED PROPERTY DAMAGE S AUTOS Per accident X Camp S500 X Call 5500 Uninsured motorist combined single $ 1,000,000 X UMBRELLA LIAR X OCCUR EACH OCCURRENCE S 4,000,000 C EXCESS LIAR CLAIMS-MADE AGGREGATE S 4,000,000 DED I X I RETENTION S 0.00 UHFA49117105 12/1/2019 12/1/2020 S WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY YINI STATUTE I I ER ANY PROPRIETORIPARTNERfEXECUTIVE ❑NIA E.L.EACH ACCIDENT S OFFICERIMEMBER EXCLUDED? (Mandatory In NH) If yes,describe under It DISEASE-EA EMPLOYEE S DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S --C—-Profess ional-Liability--------_-------- ----_ LHFD42 616302------_._._. _.__ 12/-1/2019--12/1/2020-- EachWYongfulAd- Retention $25,000 Aggregate Limit $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers are included as Additional Insureds as respects their interest appears per written contract. This insurance is primary and non-contributory. Waiver of Subrogation applies. 30 Day notice of cancellation/10 day for non-payment of premium. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Cupertino THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City Hall Community Development Dept ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avenue Cupertino, CA 95014 AUTHORIZED REPRESENTATIVE Halidee Callejas/HCA ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD INS025(201401) COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 POLICY NUMBER: ZDFA49104905 Effective Date: 12/01/2019 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) or Or anization s : Locations of Covered Operations City of Cupertino, its city council, boards and commissions, officers,employees and volunteers It is understood and agreed that this insurance is primary and any other insurance maintained by the Additional Insured shall be excess only and not contributing with this insurance in regards to all operations as pertains to the named insured. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II — Who Is An Insured is amended to S. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional exclu- organization(s) shown in the Schedule, but only sions apply: with respect to liability for"bodily injury", "property This insurance does not apply to "bodily injury" or damage" or "personal and advertising injury" "property damage"occurring after: caused, in whole or in part, by: ---_-------------._----- ----- -1:--All-work,--including -materials,--parts-or-equip- 1.Your acts or omissions;or ment furnished in connection with such work, 2. The acts or omissions of those acting on your on the project (other than service, behalf; maintenance or repairs) to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) desig- location of the covered operations has been nated above. completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a princi- pal as a part of the same project. CG 20 10 07 04 ©ISO Properties, Inc.,2004 Page 1 of 1 0 Keyser Marston Associates, Inc Policy No: AWFA490049 COMMERCIAL AUTO CA 00 01 03 06 BUSINESS AUTO COVERAGE FORM Various provisions in this policy restrict coverage. SECTION I—COVERED AUTOS Read the entire policy carefully to determine rights, Item Two of the Declarations shows the "autos" that duties and what is and is not covered. are covered "autos" for each of your coverages. The Throughout this policy the words "you" and "your" refer following numerical symbols describe the "autos" that to the Named Insured shown in the Declarations. The may be covered "autos". The symbols entered next to words "we", "us" and "our" refer to the Company pro- a coverage on the Declarations designate the only viding this insurance. "autos" that are covered "autos". Other words and phrases that appear in quotation A. Description Of Covered Auto Designation marks have special meaning. Refer to Section V — Symbols Definitions. Symbol Description Of Covered Auto Designation Symbols 1 An "Auto" 2 Owned "Autos" Only those "autos" you own (and for Liability Coverage any"trailers"you don't own Only while attached to power units you own). This includes those "autos" you acquire ownership of after the policy begins. 3 Owned Private Only the private passenger"autos"you own. This includes those private passenger Passenger "autos" you acquire ownership of after the policy begins. "Autos" Only 4 Owned "Autos" Only those "autos"you own that are not of the private passenger type (and for Li- Other Than Pri- ability Coverage any"trailers"you don't own while attached to power units you vate Passenger own). This includes those"autos" not of the private passenger type you acquire "Autos" Only ownership of after the policy begins. 5 Owned "Autos" Only those"autos"you own that are required to have No-Fault benefits in the state Subject To No- where they are licensed or principally garaged. This includes those"autos"you ac- Fault quire ownership of after the policy begins provided they are required to have No- Fault benefits in the state where they are licensed or principally garaged. 6 Owned "Autos" Only those"autos"you own that because of the law in the state where they are li- Subject To A censed or principally garaged are required to have and cannot reject Uninsured Compulsory Un- Motorists Coverage. This includes those"autos"you acquire ownership of after the insured Motor- policy begins provided they are subject to the same state uninsured motorists re- ists Law quirement. 7 Specifically De- Only those"autos" described in Item Three of the Declarations for which a pre- scribed "Autos" mium charge is shown (and for Liability Coverage any"trailers"you don't own while attached to any power unit described in Item Three). 8 Hired "Autos" Only those "autos"you lease, hire, rent or borrow. This does not include any"auto" Only you lease, hire, rent, or borrow from any of your"employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. 9 Nonowned Only those"autos"you do not own, lease, hire, rent or borrow that are used in con- "Autos" Only nection with your business. This includes "autos" owned by your"employees", part- ners (if you are a partnership), members (if you are a limited liability company), or members of their households but only while used in your business or your personal affairs. CA 00 01 03 06 ©ISO Properties, Inc., 2005 Page 1 of 12 ❑ 19 Mobile Equip- Only those "autos"that are land vehicles and that would qualify under the definition ment Subject To of"mobile equipment" under this policy if they were not subject to a compulsory or Compulsory Or financial responsibility law or other motor vehicle insurance law where they are li- Financial Re- censed or principally garaged. sponsibility Or Other Motor Ve- hicle Insurance Law Only B. Owned Autos You Acquire After The Policy SECTION II—LIABILITY COVERAGE Begins A. Coverage 1. If Symbols 1, 2, 3, 4, 5, 6 or 19 are entered We will pay all sums an "insured" legally must pay next to a coverage in Item Two of the Declara- as damages because of"bodily injury" or"property tions, then you have coverage for "autos" that damage" to which this insurance applies, caused you acquire of the type described for the re- by an "accident" and resulting from the ownership, mainder of the policy period. maintenance or use of a covered "auto". 2. But, if Symbol 7 is entered next to a coverage We will also pay all sums an "insured" legally must in Item Two of the Declarations, an auto you „ pay as a covered pollution cost or expense„ to acquire will be a covered auto for that cover- which this insurance applies, caused by an "acci- age only if: dent" and resulting from the ownership, mainte- a. We already cover all "autos" that you own nance or use of covered "autos". However, we will for that coverage or it replaces an "auto" only pay for the "covered pollution cost or ex- you previously owned that had that cover- pense" if there is either "bodily injury" or "property age; and damage" to which this insurance applies that is b. You tell us within 30 days after you acquire caused by the same"accident". it that you want us to cover it for that cover- We have the right and duty to defend any"insured" age. against a "suit" asking for such damages or a C. Certain Trailers, Mobile Equipment And "covered pollution cost or expense". However, we Temporary Substitute Autos have no duty to defend any "insured" against a If Liability Coverage is provided b this Coverage "suit" seeking damages for"bodily injury" or"prop- If 9 P Y 9 erty damage" or a "covered pollution cost or ex- Form, the following types of vehicles are also cov- pense" to which this insurance does not apply. We ered "autos"for Liability Coverage: may investigate and settle any claim or"suit"as we 1. "Trailers" with a load capacity of 2,000 pounds consider appropriate. Our duty to defend or settle or less designed primarily for travel on public ends when the Liability Coverage Limit of Insur- roads. ance has been exhausted by payment of judg- 2. "Mobile equipment" while being carried or ments or settlements. towed by a covered "auto". 1. Who Is An Insured 3. Any "auto" you do not own while used with the The following are "insureds": permission of its owner as a temporary substi- a. You for any covered "auto". tute for a covered "auto" you own that is out of service because of its: b. Anyone else while using with your permis- sion a covered "auto" you own, hire or bor- a. Breakdown; row except: b. Repair; (1) The owner or anyone else from whom c. Servicing; you hire or borrow a covered "auto". This d. "Loss"; or exception does not apply if the covered auto is a trailer connected to a cov- e. Destruction. ered "auto"you own. i i Page 2 of 12 © ISO Properties, Inc., 2005 CA 00 01 03 06 ❑ (2) Your "employee" if the covered "auto" is b. Out-Of-State Coverage Extensions owned by that "employee" or a member While a covered "auto" is away from the of his or her household. state where it is licensed we will: (3) Someone using a covered "auto" while (1) Increase the Limit of Insurance for Li- selling, servicing, repairing, parking or he or she is working in a business of ability Coverage to meet the limits speci- storing "autos" unless that business is fied by a compulsory or financial re- sponsibility law of the jurisdiction where j yours. the covered "auto" is being used. This (4) Anyone other than your "employees", extension does not apply to the limit or partners (if you are a partnership), limits specified by any law governing members (if you are a limited liability motor carriers of passengers or prop- company), or a lessee or borrower or erty. any of their "employees", while moving (2) Provide the minimum amounts and if property to or from a covered "auto". types of other coverages, such as no- (5) A partner (if you are a partnership), or a fault, required of out-of-state vehicles by member (if you are a limited liability the jurisdiction where the covered "auto" company) for a covered "auto" owned by is being used. him or her or a member of his or her We will not pay anyone more than once for household. the same elements of loss because of c. Anyone liable for the conduct of an "in- these extensions. sured" described above but only to the ex- B. Exclusions tent of that liability. This insurance does not apply to any of the follow- 2. Coverage Extensions ing: a. Supplementary Payments 1. Expected Or Intended Injury We will pay for the"insured": "Bodily injury" or "property damage" expected (1) All expenses we incur. or intended from the standpoint of the "in- (2) Up to $2,000 for cost of bail bonds (in- sured". cluding bonds for related traffic law vio- 2. Contractual lations) required because of an "acci- Liability assumed under any contract or agree- dent" we cover. We do not have to fur- ment. nish these bonds. (3) The cost of bonds to release attach- But this exclusion does not apply to liability for es:dams ments in any "suit" against the "insured" g we defend, but only for bond amounts a. Assumed in a contract or agreement that is within our Limit of Insurance. an "insured contract" provided the"bodily in- (4) All reasonable expenses incurred by the jury" or "property damage" occurs subse- "insured" at our request, including actual agent to the execution of the contract or agreement; or loss of earnings up to $250 a day be- cause of time off from work. b. That the "insured" would have in the ab- (5) All costs taxed against the "insured" in sence of the contract or agreement. any "suit" against the "insured" we de- 3. Workers' Compensation fend. Any obligation for which the "insured" or the "insured's" insurer may be held liable under an(6) All interest on the full amount of any Y y judgment that accrues after entry of the workers' compensation, disability benefits or judgment in any "suit" against the "in- unemployment compensation law or any similar 1 sured" we defend, but our duty to pay in- law. i terest ends when we have paid, offered 4. Employee Indemnification And Employer's { to pay or deposited in court the part of Liability the judgment that is within our Limit of "Bodily injury" to: Insurance. These payments will not reduce the Limit of a. An "employee" of the"insured" arising out of Insurance. and in the course of: (1) Employment by the"insured"; or CA 00 01 03 06 © ISO Properties, Inc., 2005 Page 3 of 12 ❑ I A6� L>® CERTIFICATE OF LIABILITY INSURANCE DATE 1 /11/1(2/11/1YYYY) 9 71 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 endorsements . PRODUCER CONTACT Aon Risk Services,Inc of Florida Aon Risk Services,Inc of Florida NAME: 1001 Brickell Bay Drive,Suite 91100 A/C PHONE Ext:800-743-8130 FAX Miami,FL33131-4937 A/C,No):800-522-7514 EMAIL ADDRESS: ADP.COI.Center@Aon.com INSURER(S)AFFORDING COVERAGE NAIC 11 INSURER A: American Home Assurance Co. 19380 INSURED INSURER B ADP TotalSource DE IV,Inc. 10200 Sunset Drive INSURER C: Miami,FL33173 LJC/F INSURER D: Keyser Marston Associates,Inc. INSURER E 1299 Fourth Street,Suite 408 San Rafael,CA 94901 INSURER F: COVERAGES CERTIFICATE NUMBER: 2459455 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. LIMITS SHOWN ARE AS REQUESTED. INSR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR WVD MM/DD/YYYY MM/DD/YYYY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED CLAINIS-MADE OCCUR PREPAISES Ea occurrence) $ MED EXP(Any oneperson) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY ❑PROJECT LOC PRODUCTS-COMP/OPAGG $ OTHER COMBINED SINGLE LIMIT AUTOMOBILE LIABILITY (Ea accident) $ ANY AUTO BODILY INJURY(Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident) $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB I CLAIMS-MADE AGGREGATE $ DEC RETENTION$ WORKERS COMPENSATION X PER OTH- A AND EMPLOYERS'LIABILITY YIN WC 080375758 CA 07/01/19 07/01/20 STATUTE F ER ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/NIEMBER EXCLUDED? N/A X E.L.EACH ACCIDENT $ 2,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 2,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) All worksile employees working for KEYSER MARSTON ASSOCIATES,INC.,paid under ADP TOTALSOURCE,INC's payroll,are covered under the above stated policy. WAIVER OF SUBROGATION IN FAVOR OF CITY OF CUPERTINO,CONSULTANTS,ITS EMPLOYEES,AGENTS,AND SUBCONSULTANTS AS RESPECTS OF JOB PERFORMED BY KEYSER MARSTON ASSOCIATES,INC.AS REQUIRED BY WRITTEN CONTRACT, CERTIFICATE HOLDER CANCELLATION City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Community Development Department THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 10300 Torre Avenue ACCORDANCE WITH THE POLICY PROVISIONS. Cupertino,CA 95014 AUTHORIZED REPRESENTATIVE on LA 6d1CV1cd3, 2nc o fa�tat{a ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT- CALIFORNIA This endorsement changes the policy to which it is attached effective on inception date of the policy unless a different date is indicated below. (The following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement. Effective on 12/11/2019 at 12:01 AM, forms a part of Policy No.WC 080375758 i Issued to: ADP TotalSource DE IV, Inc. By: American Home Assurance Co. 10200 Sunset Drive Miami, FL 33173 L/C/F Keyser Marston Associates, Inc. 1299 Fourth Street,Suite 408 San Rafael, CA 94901 Premium: N/A 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 Additional Premium Percent% of the California workers'compensation premium otherwise due on such remuneration. Schedule Person or Organization City of Cupertino ,consultants, its employees, agents, and subconsultants Community Development Department 10300 Torre Avenue Cupertino, CA 95014 WC 04 03 06 Countersigned by (Ed. 4-84) Authorized Representative