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20-028 GradeTech, Inc., McClellan Ranch Preserve Community Garden Improvements, Project No. 2017-15 Contract This public works contract("Contract") is entered into by and between the City of Cupertino ("City"), a municipal corporation, and GradeTech, Inc. ("Contractor"),for work on the McClellan Ranch Preserve Community Garden Improvements Project("Project"), Project No. 2017-15. The parties agree as follows: 1. Award of Contract. In response to the Notice Inviting Bids, Contractor has submitted a Bid Proposal and accompanying Bid Schedule, a copy of which is attached for convenience as Exhibit A, to perform the Work to construct the Project. On February 18, 2020, City authorized award of this Contract to Contractor for the amount set forth in Section 4 below. 2. Contract Documents. The Contract Documents incorporated into this Contract include and are comprised of all of the documents listed below. The definitions provided in Article 1 of the General Conditions apply to all of the Contract Documents, including this Contract: 2.1 Notice Inviting Bids; 2.2 Instructions to Bidders; 2.3 Addenda, if any; 2.4 Bid Proposal and attachments thereto; 2.5 Contract; 2.6 Payment Bond and Performance Bond; 2.7 General Conditions; 2.8 Special Conditions; 2.9 Project Plans and Specifications; 2.10 Change Orders, if any; 2.11 Notice of Award; 2.12 Notice to Proceed; 2.13 The following: No other documents 3. Contractor's Obligations. Contractor will perform all of the Work required for the Project, as specified in the Contract Documents. Contractor must provide, furnish, and supply all things necessary and incidental for the timely performance and completion of the Work, including all necessary labor, materials, supplies,tools, equipment,transportation, onsite facilities and utilities, unless otherwise specified in the Contract Documents. Contractor must use its best efforts to diligently prosecute and complete the Work in a professional and expeditious manner and to meet or exceed the performance standards required by the Contract Documents. 4. Payment. As full and complete compensation for Contractor's timely performance and completion of the Work in strict accordance with the terms and conditions of the Contract Documents, City will pay Contractor 649,300 ("Contract Price") for all of Contractor's direct and indirect costs to perform the Work, including all labor, materials, supplies, equipment, taxes, insurance, bonds and all overhead costs, in accordance with the payment provisions in the General Conditions. 5. Time for Completion. Contractor will fully complete the Work for the Project within 120 calendar days from the commencement date given in the Notice to Proceed ("Contract Time'). By signing below, Contractor expressly waives any claim for delayed early completion. 6. Liquidated Damages. If Contractor fails to complete the Work within the Contract Time, City will assess liquidated damages in the amount of$ 1,500 per day for each day of McClellan Ranch Preserve Community Garden Improvements CONTRACT Project No. 2017-15 Page 1 unexcused delay in completion, and such liquidated damages may be deducted from City's payments due or to become due to Contractor under this Contract. 7. Labor Code Compliance. 7.1 General. This Contract is subject to all applicable requirements of Chapter 1 of Part 7 of Division 2 of the Labor Code, including requirements pertaining to wages, working hours and workers'compensation insurance, as further specified in Article 9 of the General Conditions. 7.2 Prevailing Wages. This Project is subject to the prevailing wage requirements applicable to the locality in which the Work is to be performed for each craft, classification or type of worker needed to perform the Work, including employer payments for health and welfare, pension,vacation, apprenticeship and similar purposes. Copies of these prevailing rates are available online at hftp://www.dir.ca.gov/DLSR. 7.3 DIR Registration. City may not enter into the Contract with a bidder without proof that the bidder and its Subcontractors are registered with the California Department of Industrial Relations to perform public work pursuant to Labor Code section 1725.5, subject to limited legal exceptions. 8. Workers' Compensation Certification. Pursuant to Labor Code section 1861, by signing this Contract, Contractor certifies as follows: "I am aware of the provisions of Labor Code section 3700 which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work on this Contract." 9. Conflicts of Interest. Contractor, its employees, Subcontractors and agents, may not have, maintain or acquire a conflict of interest in relation to this Contract in violation of any City ordinance or requirement or in violation of any California law, including Government Code section 1090 et seq., or the Political Reform Act, as set forth in Government Code section 81000 et seq. and its accompanying regulations. No officer, official, employee, consultant, or other agent of the City ("City Representative') may have, maintain, or acquire a "financial interest" in the Contract, as that term is defined under the Political Reform Act (Government Code section 81000, et seq., and regulations promulgated thereunder); or under Government Code section 1090, et seq.; or in violation of any City ordinance or requirement while serving as a City Representative or for one year thereafter. Any violation of this Section constitutes a material breach of the Contract. 10. Independent Contractor. Contractor is an independent contractor under this Contract and will have control of the Work and the means and methods by which it is performed. Contractor and its Subcontractors are not employees of City and are not entitled to participate in any health, retirement, or any other employee benefits from City. McClellan Ranch Preserve Community Garden Improvements CONTRACT Project No. 2017-15 Page 2 11. Notice. Any notice, billing, or payment required by or pursuant to the Contract Documents must be made in writing, signed, dated and sent to the other party by personal delivery, U.S. Mail, a reliable overnight delivery service, or by email as a PDF file. Notice is deemed effective upon delivery, except that service by U.S. Mail is deemed effective on the second working day after deposit for delivery. Notice for each party must be given as follows: City: Name: City of Cupertino Address: 10300 Torre Avenue City/State/Zip: Cupertino, CA 95014 Phone: (408) 777-3354 Attn: Alex Acenas,AIA, Public Works Project Manager Email: AlexA@cupertino.org Copy to: PWinvoices@cupertino.org Contractor: Name: GradeTech, Inc. Address: P.O. Box 1728 City/State/Zip: San Ramon, CA 94583 Phone: (510) 733-0390 Attn: Sam Rivinius, President Email: gradetinc(a)sbcglobal.net Copy to: n/a 12. General Provisions. 12.1 Assignment and Successors. Contractor may not assign its rights or obligations under this Contract, in part or in whole,without City's written consent. This Contract is binding on Contractor's and City's lawful heirs,successors and permitted assigns. 12.2 Third Party Beneficiaries. There are no intended third-party beneficiaries to this Contract. 12.3 Governing Law and Venue. This Contract will be governed by California law and venue will be in the Santa Clara County Superior Court, and no other place. Contractor waives any right it may have pursuant to Code of Civil Procedures Section 394,to file a motion to transfer any action arising from or relating to this Contract to a venue outside Santa Clara County, California. 12.4 Amendment. No amendment or modification of this Contract will be binding unless it is in a writing duly authorized and signed by the parties to this Contract. 12.5 Integration. This Contract and the Contract Documents incorporated herein, including authorized amendments or Change Orders thereto, constitute the final, complete, and exclusive terms of the agreement between City and Contractor. 12.6 Severability. If any provision of the Contract Documents, or portion of a provision, is determined to be illegal, invalid, or unenforceable,the remaining provisions of the Contract Documents will remain in full force and effect. McClellan Ranch Preserve Community Garden Improvements CONTRACT Project No. 2017-15 Page 3 12.7 Iran Contracting Act. If the Contract Price exceeds $1,000,000, Contractor certifies, by signing below,that it is not identified on a list created under the Iran Contracting Act, Public Contract Code §2200 et seq. (the "Act"), as a person engaging in investment activities in Iran, as defined in the Act, or is otherwise expressly exempt under the Act. 12.8 Authorization. Each individual signing below warrants that he or she is authorized to do so by the party that he or she represents, and that this Contract is legally binding on that party. If Contractor is a corporation, signatures from two officers of the corporation are required pursuant to California Corporation Code section 313. [Signatures are on the following page.] McClellan Ranch Preserve Community Garden Improvements CONTRACT Project No. 2017-15 Page 4 The parties agree to this Contract as witnessed by the signatures below: CONTRACTOR CITY OF CUPERTINO GradeTecho, Inc. A Municipal Corporation By: �) �� By: SQ_ P SVArIO�TU!'���Q.. Name: .5zw, Roger Lee Title: pre Director of Public Works Date: Date: By: Name: Title: Date: APPROVED AS TO FORM: By: Printed Name: City Attorney Date: ATTEST: By: S Kirsten Squarcia City Clerk Date: Contract Amount: $649,300 P.O. No.: Account No.: END OF CONTRACT McClellan Ranch Preserve Community Garden Improvements CONTRACT Project No. 2017-15 Page 5 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy,or validity of that document. STATE OF CALIFORNIA i ) COUNTY OF i 0,1'y4,Q e4 On 2 ?S~'0 Z 0 before me, L� �� rno, — N�- v �� ;L DATE INSERT NAME,TITLE OF OF ICER—E.G..,"JA DOE,NOTARY PUBLIC personally appeared, �� who proved to me on the basis of satisfactory evidence to be the person whose name' is/a e subscribed to the within instrument and acknowledged to me that he/sVe/tl*y executed the same in his/her/t4 it authorized capacity(io), and that by his/hir/thycir signature(i) on the instrument the person(p),or the entity upon behalf of which the person(,) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. LORI BARRY _ COMM.#2282040 3 CUU' NOTARY PUBUC•CAUFORNIA 'A ALAMEDA COUNTY C.) -�_ (SEAL) COmm.Exp.APRIL 16,2023 NOTARY PUBLIC SIGNATURE OPTIONAL INFORMATION THIS OPTIONAL INFORMATION SECTION IS NOT REQUIRED BY LAW BUT MAY BE BENEFICIAL TO PERSONS RELYING ON THIS NOTARIZED DOCUMENT. TITLE OR TYPE OF DOCUMENT C�./1�ryL C+ DATE OF DOCUMENT NUMBER OF PAGES SIGNERS(S)OTHER THAN NAMED ABOVE SIGNER'S NAME SIGNER'S NAME RIGHT THUMBPRINT RIGHT THUMBPRINT To order supplies,please contact McGlone Insurance Services,Inc.at(9I6)484 0804. The parties agree to this Contract as witnessed by the signatures below: I CONTRACTOR CITY OF CUPERTINO GradeTech,Inc. A Municipal C ion By: I� By; !J Name: .✓cwm Roger Lee j Title: en-l- Director 9f Pyblic Works i Date: -ZB -ZOao Date: i el By: Name: Title: Date: APPROVED AS TO FORM: By: , A �/ \ Printed Name: e�,q-x nn• r•Cr' City Attomey Date: ATTEST: By: Kirsten Squercia3 112 Zo City Clerk Date: Contract Amount: $649.300 P.O. No.: Account No.: END OF CONTRACT McClellan Ranch Preserve Community Garden Improvements CONTRACT Project No.2017-15 Page 5 Exhibit A Bidder's Name: �TEcI.. ►c Bid Proposal McClellan Ranch Preserve Community Garden Improvements Project < Cf Gi Z C . > ("Bidder") hereby submits this Bid Proposal to the City of Cupertino ("City")for the above-referenced project("Project") in response to the Notice Inviting Bids and in accordance with the Contract Documents referenced therein. 1. Base Bid. Bidder proposes to perform and fully complete the Work for the Project as specified in the Contract Documents, within the time required for full completion of the Work, including all labor, materials, supplies, and equipment and all other direct or indirect costs including, but not limited to, taxes, insurance and all overhead for the following price ("Base Bid"): $ C ffA_ Sof)) 00 2. Bid Alternates. Bidder submits the following prices for the specified bid alternates: Alternate B-1: Shade Structure � ? CYO AddlBettet: $ � f 'U�'��. Alternate B-2: Interior Fence and Gate Add/i3er�trt' $ Alternate B-3: Picnic Table with Concrete Pad Add/Se4det-$ q;qoo. - Alternate B-4: Hardware Cloth Beneath Site Add/15s& t: $ TOTAL BID = Base Bid +Alt. B-1 +Alt. B-2 +Alt.13-3 +Alt. B-4= $ _1 U61 300. 00 3. Addenda. Bidder agrees that it has confirmed receipt of or access to, and reviewed, all addenda issued for this Bid. Bidder specifically acknowledges receipt of the following addenda: Addendum: Date Received: Addendum: Date Received: #01 #05 #02 #06 #03 #07 #04 #08 4. Bidder's Warranties. By signing and submitting this Bid Proposal, Bidder warrants the following: 4.1 Examination of Contract Documents. Bidder has thoroughly examined the Contract Documents and represents that, to the best of Bidder's knowledge, there are no errors, omissions, or discrepancies in the Contract Documents, subject to the limitations of Public Contract Code section 1104. 4.2 Examination of Worksite. Bidder has had the opportunity to examine the Worksite and local conditions at the Project location. McClellan Ranch Preserve Community Garden Improvements BID PROPOSAL Project No. 2017-15 Page 9 Exhibit A (continued) Bidder's Name: 4.3 Bidder is Qualified. Bidder is fully qualified to perform the Work. 4.4 Responsibility for Bid. Bidder has carefully reviewed this Bid Proposal and is solely responsible for any errors or omissions contained in its completed Bid. 5. Award of Contract. By signing and submitting this Bid Proposal, Bidder agrees that if Bidder is awarded the Contract for the Project, within ten days following issuance of the Notice of Award to Bidder, Bidder will do all of the following: 5.1 Execute Contract. Enter into the Contract with City in accordance with the terms of this Bid Proposal, by signing and submitting to City the Contract prepared by City using the form included with the Contract Documents; 5.2 Submit Required Bonds. Submit to City a payment bond and a performance bond, each for 100% of the Contract Price, using the bond forms provided and in accordance with the requirements of the Contract Documents; and 5.3 Insurance Requirements. Submit to City the insurance certificate(s)and endorsement(s) as required by the Contract Documents. 6. Bid Security. As a guarantee that, if awarded the Contract, Bidder will perform its obligations under Section 4 above, Bidder is enclosing bid security in the amount of ten percent of its maximum bid amount in one of the following forms (check one): A cashier's check or certified check payable to City and issued by [Bank name] in the amount of _ A bid bond, using the Bid Bond form included with the Contract Documents, payable to City and executed by a surety licensed to do business in the State of California. This Bid Proposal is hereby submitted on (- Zi , 202 I e.c G T t_ . ('ZI-Zd Bidder Business Name Date Signature Signature p 5�.., �;� ; �• ;vs PreS, 5ec-4 `I��"�J . SU... f �; r.�yS Se (4 /T,--o3 Name/Title (If Corporation: Chairman, President or Vice Name/Title (If Corporation: Secretary, Assistant President) Secretary, Chief Financial Officer or Assistant Treasurer) �z�33i�. 5 -�o- L ► A 10 cccc ► 9 ) 9 License#, Expiration Date, and Classification DIR Registration# Q0 &X IIz.9 Si-o---733 Address Phone City, State,Zip Contact Name/Tit e-nC- �-Aso� Sr0--733 -- 0;39C 0r,,,Jef;nt �StsC 104,a ,NJg Contact Phone 6ontact Email END OF BID PROPOSAL McClellan Ranch Preserve Community Garden Improvements BID PROPOSAL Project No. 2017-15 Page 10 Exhibit A (continued) Bidder's Name: �� Te c k-x 7,- c Addendum No. 4 Bid Schedule This Bid Schedule must be completed in ink and included with the sealed Bid Proposal. Pricing must be provided for each Bid Item as indicated. Items marked "(SW)" are Specialty Work that must be performed by a qualified Subcontractor.The lump sum or unit cost for each item must be inclusive of all costs,whether direct or indirect, including profit and overhead. The sum of all amounts entered in the "Extended Total Amount"column must be identical to the Base Bid price entered in Section 1 of the Bid Proposal Form. LS = Lump Sum EA= Each LF = Linear Foot CIF= Cubic Feet CY = Cubic Yard SY=Square Yard SF= Square Feet LB = Pounds TON = Ton (2000 Ibs) AL =Allowance BASE BID BID EXTENDED TOTAL ITEM SECTION ITEM DESCRIPTION QTY UNIT AMOUNT NO. 1 00 72 00 Mobilization 1 LS $ i S;000 2 00 72 00 Construction Staking 1 LS $ 3 00 72 00 Temporary Construction Fence 1 LS $ � 4 01 5713 Storm Water Pollution Prevention 1 LS $ 7(, = 5 0241 13 Demolition 1 LS $ I'l, Doc) � 6 06 40 10 Perimeter Fence and Gates 1 LS $ !6`;3+' 7 06 40 10 Wood Rail and 4-H Fences and Gates 1 LS $ ISr 000-all- 8 06 40 10 In-ground Planter Edging 1 LS $ LWCXj 9 06 40 10 Header board 1 LS $ 10 UZ 10 06 40 10 ADA Planter Box 1 LS $ LJ 11 31 2200 Earthwork and Grading 1 LS $ 40,WOa'n 12 32 1313 Site Concrete 1 LS $ 13 32 1540 Decomposed Granite Paving 1 LS $ D; 000 14 32 33 00 Site Furnishings 1 LS $ S pa ,mac 15 32 84 00 Irrigation 1 LS $ 12 D,000`1 16 3291 00 Soil Preparation 1 LS $ rl( 17 3291 00 Garden Surfacing 1 LS $ 20 e 18 3291 13 Hydroseeding 1 LS $ ( j� r TOTAL BASE BID: Items 1 through 18 inclusive: $ 5�4,G00 00 Note: The amount entered as the `Total Base Bid"should be identical to the Base Bid amount entered in Section 1 of the Bid Proposal form. McClellan Ranch Community Garden Improvements BID SCHEDULE Project No. 2017-15 Page 1 Exhibit A (continued) Bidder's Name: 6�f6,c kc—i e a, �., Addendton W. I BID ALTERNATES B-1 32 33 00 Shade Structure 1 LS $ Lt6 006-1`-. B-2 06 40 10 Interior Fence and Gate 1 LS $ f W i5� a0 's,P� B-3 32 33 00 Picnic Table with Concrete Pad 1 LS $ �[ f B-4 31 2200 Hardware Cloth Beneath Site 1 LS $° B-5 06 40 10 Raised Planter Box(unit price) 1 EA $3,ow� x719 s12 Note: The amounts entered above forbid Alternate items B1 thru B4 should be identical to the Bid Alternate amounts entered in Section 1 of the Bid Proposal form. END OF BID SCHEDULE McClellan Ranch Community Garden Improvements BID SCHEDULE Project No. 2017-15 Page 2 Bond No: 3246237 Premium: $9,350.00 Performance Bond The City of Cupertino("City") and GradeTech. Inc. ("Contractor') have entered into a contract, authorized by the City Council on February 18, 2020("Contract") for work on the McClellan Ranch Preserve Community Garden Improvements Project("Project"), Project Number 2017- 15. The Contract is incorporated by reference into this Performance Bond("Bond"). 1. General. Under this Bond, Contractor as Principal and Great American Insurance Company its surety ("Surety"), are bound to City as obligee for an amountnot less than $ 649,300.00 . By executing this Bond, Contractor and Surety bind themselves and their respective heirs, executors, administrators, successors and assigns,jointly and severally, to the provisions of this Bond. 2. Surety's Obligations. If Contractor fully performs its obligations under the Contract, including its warranty obligations under the Contract, and Contractor has timely provideda warranty bond as required under the Contract, Surety's obligations under this Bond will become null and void upon City's acceptance of the Project, excluding any exceptions to acceptance, if any. Otherwise, Surety's obligations will remain in full force and effect until expiration of the one-year warranty period under the Contract. 3. Waiver. Surety waives any requirement to be notified of and further consents to any alterations to the Contract made under the applicable provisions of the Contract Documents, including changes to the scope of Work or extensions of time for performance of Work under the Contract. Surety waives the provisions of Civil Code sections 2819 and 2845. 4. Application of Contract Balance. Upon making a demand on this Bond, City will make the Contract Balance available to Surety for completion of the Work under the Contract. For purposes of this provision,the Contract Balance is defined as the total amount payable by City to Contractor as the Contract Price minus amounts already paid to Contractor, and minus any liquidated damages, credits, or back charges to which City is entitled under the terms of the Contract. 5. Contractor Default. Upon written notification from City that Contractor is in default under Article 13 of the Contract General Conditions, time being of the essence, Surety must act within the time specified in Article 13 to remedy the default through one of the following courses of action: 5.1 Arrange for completion of the Work under the Contract by Contractor, with City's consent, but only if Contractor is in default solely due to its financial inability to complete the Work; 5.2 Arrange for completion of the Work under the Contract by a qualified contractor acceptable to City, and secured by performance and payment bonds issued by an admitted surety as required by the Contract Documents, at Surety's expense; or 5.3 Waive its right to complete the Work under the Contract and reimburse Citythe amount of City's costs to have the remaining Workcompleted. 6. Surety Default. If Surety defaults on its obligations under the Bond, City will be entitled to recover all costs it incurs due to Surety's default, including legal, design professional, or delay costs. McClellan Ranch Preserve Community Garden Improvements PERFORMANCE BOND Project No. 2017-15 7. Notice.Any notice to Surety may be given in the manner specified in the Contract and sent to Surety as follows: Attn: Joyce Tahira Address: 1255 Treat Blvd., Ste. 810 City/State/Zip: Walnut Creek, CA 94597 Phone: 925-935-9060 Fax: 888-812-2529 Email: jtahira@gaig.com 8. Law and Venue.This Bond will be governed by California law, and any dispute pursuant to this Bond will be venued in the Superior Court for the County in which the Project is located, and no other place. Surety will be responsible for City's attorneys'fees and costs in any action to enforce the provisions of this Bond. 9. Effective Date; Execution. This Bond is entered into and effective on February 26 , 20?Q. Three identical counterparts of this Bond, each of which is deemed an original for all purposes, are hereby executed and submitted. SURETY: Great American Insurance Company Business Name s/ Linda G Lipsius, Attorney-in-Fact Name/Title (Acknowledgment with Notary Seal for Surety and Surety's Power of Attorney must be attached.) CONTRACTOR: GradeTech, Inc. Business Name s/ � e;ex ryn P V Name/Title s/ Name/Title APPROVED BY CITY: s/ - Name/Title END OF PERFORMANCE BOND McClellan Ranch Preserve Community Garden Improvements PERFORMANCE BOND Project No.2017-15 GREAT AMERICAN INSURANCE COMPANY® Administrative Office: 301 E 4TH STREET • CINCINNATI,OHIO 45202 • 513-369-5000 • FAX 513-723-2740 1 The number of persons authorized by this power of attorney is not more than FOUR No.0 21277 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the GREATAIVIERICAN INSURANCE COMPANY,a corporation organized and existing under and by virtue of the laws of the State of Ohio,does hereby nominate,constitute and appoint the person or persons named below,each individually if more than one is named,its true and lawful attorney-in-fact,for it and in its name,place and stead to execute on behalf of the said Company,as surety,any and all bonds, undertakings and contracts of suretyship,or other written obligations in the nature thereof,provided that the liability of the said Company on any such bond, undertaking or contract of suretyship executed under this authority shall not exceed the limit stated below. Name Address Limit of Power LINDA G.LIPSIUS ALL OF ALL JOE LONGWELLO SAN JOSE,CALIFORNIA $100,000,000 MARKO JOHN TRAPANI,JR. BILL FRANGIEH j i j This Power of Attorney revokes all previous powers issued on behalf of the attomey(s)-in-fact named above. IN WITNESS WHEREOF the GREATAMERICAN INSURANCE COMPANY has caused these presents to be signed and attested by its appropriate officers and its corporate seal hereunto affixed this 7TH day of MARCH 2O19 Attest GREAT AMERICAN INSUfANCElilo� COMPA q�IxSUp�e. e. .3 Assistant Secretary Divisional Senior Vice President STATE OF OHIO,COUNTY OF HAMILTON-ss: MARK wCARio(877-377-2405) On this 7TH day of MARCH 2O19 ,before me personally appeared MARK VICARIO,tome known, being duty swom,deposes and says that he resides in Cincinnati,Ohio,that he is a Divisional Senior Vice President of the Bond Division of Great American Insurance Company,the Company described in and which executed the above instrument;that he knows the seal of the said Company;that the seal affixed to the said instrument is such corporate seal;that it was so affixed by authority of his office under the By-Laws of said Company,and that he signed his name thereto by like authority. Susan A Kohorst E�F Uri NobwY Stile of Ohio W ComaWM Expires 06-16,2Q20 This Power ofAttomey is granted by authority of the following resolutions adopted by the Board of Directors of Great American Insurance Company by unanimous written consent dated June 9,2008. RESOLVED: That the Divisional President,the several Divisional Senior Vice Presidents,Divisional Vice Presidents and Divisonal Assistant Vice j Presidents,or any one of them, be and hereby is authorized from time to time,to appoint one or more Attorneys-in-Fact to execute on behalf of the Company, as surety,any and all bonds,undertakings and contracts of suretyship,or other written obligations in the nature there of-to prescribe their respective duties and the respective limits of their authority;and to revoke any such appointment at any time. RESOLVED FURTHER: That the Company seal and the signature of any of the aforesaid officers and any Secretary or Assistant Secretary of the Company may be aiaed by facsimile to any power of attorney or certificate of either given for the execution of any bond undertaking,contract of suretyship, or other written obligation in the nature thereof,such signature and seal when so used being hereby adopted by the Company as the original signature of such officer and the original seal of the Company;to be valid and binding upon the Company with the same force and effect as though manually affixed. CERTIFICATION I,STEPHEN C.BERAHA,Assistant Secretary of Great American Insurance Company,do hereby certify that the foregoing Power ofAttomey and the Resolutions of the Board of Directors of June 9,2008 have not been revoked and are now in full force and effect. Signed and sealed this 26th day of February 2020 �Ixsuv� Assistant Secretary S1029AG(07/18) CALIFORNIA ALL PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA } COUNTY OF Santa Clara } OnFebraury 26, 2020 before me, Maureen Ghinazzi, A Notary Public Notary Public, Date (here insert nanie and title of the officer) personally appeared Linda G Lipsius who proved to me on the basis of satisfactory evidence to be the person(yj whose name(s) is/tee subscribed to the within instrument and acknowledged to me that /she/tlatT executed the same in his/her/tjleif authorized capacity(jeg), and that by J;ll�her/}1a-er signature(*) on the instrument the person(v), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. aMy MAUREEN zzlNotary Public-California Santa Clara County Commission#2258519 Comm.Expires Sep 18,2022 T Signature: fld(1t(jL!M � (Seal) OPTIONAL Description of Attached Document Title or Type of Document: Performance Bond 3246237 Number of Pages: Document Date: Other: Bond No: 3246237 Premium: Included in Performance Bond Payment Bond The City of Cupertino("City") and GradeTech. Inc. ("Contractor') have entered into a contract, authorized by the City Council on February 18, 2020("Contract")for work on the McClellan Ranch Preserve Community Garden Improvements Project("Project"), Project Number 2017- 15. The Contract is incorporated by reference into this Payment Bond("Bond"). 1. General. Under this Bond, Contractor as principal and Great American Insurance Company its surety ("Surety"), are bound to City as obligee in an amount not lessthan $ 649,300.00 , under California Civil Code sections 9550, et seq. 2. Surety's Obligation. If Contractor or any of its Subcontractors fails to pay a person authorized in California Civil Code section 9100 to assert a claim against a payment bond, any amounts due under the Unemployment Insurance Code with respect to work or labor performed under the Contract, or any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of Contractor and its Subcontractors under California Unemployment Insurance Code section 13020 with respect to the work and labor, then Surety will pay theobligation. 3. Beneficiaries. This Bond inures to the benefit of any of the persons named in California Civil Code section 9100, so as to give a right of action to those persons or their assigns in any suit brought upon this Bond. Contractor must promptly provide a copy of this Bond upon request by any person with legal rights under this Bond. 4. Duration. If Contractor promptly makes payment of all sums for all labor, materials, and equipment furnished for use in the performance of the Work required by the Contract, in conformance with the time requirements set forth in the Contract and as required by California law, Surety's obligations under this Bond will be null and void. Otherwise, Surety's obligations will remain in full force and effect. 5. Waivers. Surety waives any requirement to be notified of alterations to the Contract or extensions of time for performance of the Work under the Contract. Surety waives the provisions of Civil Code sections 2819 and 2845. City waives the requirement of a new bond for any supplemental contract under Civil Code section 9550. Any notice to Surety may be given in the manner specified in the Contract and delivered or transmitted to Surety as follows: Attn: Joyce Tahira Address: 1255 Treat Blvd., Ste. 810 City/State/Zip: Walnut Creek, CA 94597 Phone: 925-935-9060 Fax: 888-812-2529 Email: jtahira@gaig.com 6. Law and Venue.This Bond will be governed by California law, and any dispute pursuant to this Bond will be venued in the Superior Court of the County in which the Project is located, and no other place. Surety will be responsible for City's attorneys'fees and costs in any action to enforce the provisions of this Bond. McClellan Ranch Preserve Community Garden Improvements PAYMENT BOND Project No. 2017-15 7. Effective Date; Execution. This Bond is entered into and is effective on February 2C 202D Three identical counterparts of this Bond, each of which is deemed an original for all purposes, are hereby executed and submitted. SURETY: Great American Insurance Company Business Name s/ l �L Linda G Lipsius, Attorney-in-Fact Name/Title (Acknowledgment with Surety's Notary Seal and Surety's Power of Attorney must be attached.) CONTRACTOR: GradeTech, Inc. Business Q Name s/ J Name/Title s/ Name/Title APPROVED B�Cll- s/ Name/Title END OF PAYMENT BOND McClellan Ranch Preserve Community Garden Improvements PAYMENT BOND Project No. 2017-15 GREAT AMERICAN INSURANCE COMPANY® Administrative Office: 301 E 4TH STREET • CINCINNATI,OHIO 45202 • 513-369-5000 • FAX 513-723-2740 The number of persons authorized by this power of attorney is not more than FOUR No.0 21277 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the GREATAMERICAN INSURANCE COMPANY,a corporation organized and existing under and by virtue of the laws of the State of Ohio,does hereby nominate,constitute and appoint the person or persons named below,each individually if more than one is named,its true and lawful attorney-in-fact,for it and in its name,place and stead to execute on behalf of the said Company,as surety,any and all bonds, undertakings and contracts of suretyship,or other written obligations in the nature thereof;provided that the liability of the said Company on any such bond, undertaking or contract of suretyship executed under this authority shall not exceed the limit stated below. Name Address Limit of Power LINDA G. LIPSIUS ALL OF ALL JOE LONGWELLO SAN JOSE,CALIFORNIA $100,000,000 MARKO JOHN TRAPANI,JR. BILL FRANGIEH This Power of Attorney revokes all previous powers issued on behalf of the attomey(s)-in-fact named above. IN WITNESS WHEREOF the GREAT AMERICAN INSURANCE COMPANY has caused these presents to be signed and attested by its appropriate officers and its corporate seal hereunto affixed this 7TH day of MARCH 2O19 Attest GREAT AMERICAN INSU fANCE 7kL Assistant Secretary Divisional Senior Vice President STATE OF OHIO,COUNTY OF HAMILTON-ss: MARK VICARIO(877-377-2408) On this 7TH day of MARCH 2O19 ,before me personally appeared MARK VICARIO,tome known, being duly sworn,deposes and says that he resides in Cincinnati,Ohio,that he is a Divisional Senior Vice President of the Bond Division of Great American Insurance Company,the Company described in and which executed the above instrument;that he knows the seal of the said Company;that the seal affixed to the said instrument is such corporate seal;that it was so affixed by authority of his office under the By-Laws of said Company,and that he signed his name thereto by like authority. Susan A.Koho NataryPt16ic,SiMeafOhb My Cortnlljsbn Expilrls 0�1b2020 This Power ofAttomey is granted by authority of the following resolutions adopted by the Board of Directors of Great American Insurance Company by unanimous written consent dated June 9,2008. RESOLVED: That the Divisional President,the several Divisional Senior Vice Presidents,Divisional Vice Presidents and Divisonal Assistant Vice Presidents,or any one of them, be and hereby is authorized from time to time,to appoint one or more Attorneys-in-Fact to execute on behalf of the Company, as surety,any and all bonds,undertakings and contracts of suretyship,or other written obligations in the nature thereof-to prescribe their respective duties and the respective limits of their authority;and to revoke any such appointment at any time. RESOLVED FURTHER: That the Company seal and the signature of any of the aforesaid officers and any Secretary or Assistant Secretary of the Company may be affixed by facsimile to any power of attorney or certificate of either given for the execution of any bond undertaking,contract of suretyship, or other written obligation in the nature thereof,such signature and seal when so used being hereby adopted by the Company as the original signature of such officer and the original seal of the Company,to be valid and binding upon the Company with the same force and effect as though manually affixed. CERTIFICATION I,STEPHEN C.BERAHA,Assistant Secretary of Great American Insurance Company,do hereby certify that the foregoing Power of Attorney and the Resolutions of the Board of Directors of June 9,2008 have not been revoked and are now in full force and effect. Signed and sealed this 26th day of February 2020 Assistant Secretary S1029AG(07/18) CALIFORNIA ALL PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA } COUNTY OF Santa Clara } On Febraury 26, 2020 before me, Maureen Ghinazzi, A Notary Public Notary Public, Date (here insert nanie and title of the officer) personally appeared Linda G Lipsius who proved to me on the basis of satisfactory evidence to be the person(y) whose name(s) is/aye subscribed to the within instrument and acknowledged to me that 1e/she/tD<executed the same in hxs/her/t>it authorized capacity(),eg), and that by j h /her/t}i-er signature(w) on the instrument the person(,Y), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. MAUREEN GHINAllI Notary Public-California z Santa Clara County Commission#2258:18.2jO22 19 My Comm.Expires Sep Signature: VW (Seal) OPTIONAL Description of Attached Document Title or Type of Document: Payment Bond 3246237 Number of Pages: Document Date: Other: ACORO0 DATE(MM/DD/YYYY) AC� CERTIFICATE OF LIABILITY INSURANCE 2/19/2020 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). CONTACT PRODUCER Asero Insurance Services NAME: Asero Insurance Services 200 N.Almaden Blvd.3rd Floor PHIAJONE 866-966-8928 ac No: 408-271-1802 San Jose, CA 95110 E-MAIL ADDRESS: certS aseroins.com INSURERS AFFORDING COVERAGE NAIC# www.aseroins.com License No.OA91339 INSURER A: The Ohio Casualty Insurance Company J4 V 24074 INSURED INSURER B: West American Insurance Company 44393 GradeTech, Inc. INSURER C: Travelers Property Casualty Co of Amer 25674 P.O. Box 1728 San Ramon CA 94583 INSURER D: State Compensation Insurance Fund 35076 INSURER E: Colony Insurance Com an w 39993 INSURER F: COVERAGES CERTIFICATE NUMBER: 54189029 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 NUMBER MM/ POLICY EXP LTR DDLICY/YYYY MMIDDIYYYY LIMITS A V/ COMMERCIAL GENERAL LIABILITY v �/ BK055732119 V, 10/1/2019 10/1/2020 VEACH OCCURRENCE $1000000 V DAMAGE TO RETE CLAIMS-MADE �✓ OCCUR PREM SE,(,a cccur ante) $500,000 MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $1 000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY ✓� PRO LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ B AUTOMOBILE LIABILITY BAW55732119 V 10/1/2019 10/1/2020 V EeecdeDtSINGLELIMIT $1,000,000'✓ I,/ ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY ✓ AUTOS ONLY Per accident C `/ UMBRELLALIAB H OCCUR ZUP-81M15916-19-NF 10/1/2019 10/l/2020V EACH OCCURRENCE $4000000 EXCESS LIAB CLAIMS-MADE AGGREGATE $4 000 000 DED D RETENTION$ WORKERS COMPENSATION 9039626-20 1/1/2020 1/1/2021�/ �/ STATU AND EMPLOYERS'LIABILITY Y/N TE I ERH ANYPROPRIETOR/PARTNER/EXECUTIVE ❑ E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1 000 000 If yes,describe under DESCRIPTION OF OPERATIONS below I E.L.DISEASE-POLICY LIMIT $1 00O 000 A Installation Floater BK055732119 10/1/2019 10/1/2020 Limit: $500,000 A Leased and Rented Equipment BK055732119 10/1/2019 10/1/2020 Limit: $100,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Re:Project#2017-15-McClellan Ranch Preserve Community Garden Improvement City of Cupertino,officer,official,employee,consultant,or other agent of the City. Note:30 Days Notice of Cancellation will be given except 10 days of non-payment CERTIFICATE HOLDER CANCELLATION Project#2017-15 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Cupertino THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Public Works Department ACCORDANCE WITH THE POLICY PROVISIONS. Cityy Hall 10300 Torre Avenue Cupertino, CA 95014 AUTHORIZED REPRESENTATIVE Marko Trapani ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 54189029 1 GRADE-1 1 19-20 PCKG AU UMS WC I Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) I Page 1 of 10 AGENCY CUSTOMER ID: GRADE-1 _ LOC#: AC"O® ADDITIONAL REMARKS SCHEDULE Page of AGENCY NAMED INSURED Asero Insurance Services GradeTech, Inc. P.O.Box 1728 POLICY NUMBER San Ramon CA 94583 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE:Certificate of Liability(03/16) HOLDER: City of Cupertino Public Works Department City Hall ADDRESS: 10300 Torre Avenue Cupertino,CA 95014 General Liability Additional Insured as required by written contract per form CG 88 10 04 13 and CG2037 04 13 General Liability Primary & Non-Contributory & General Liability Waiver of Subrogation, as required by written contract per form CG 88 10 04 13 Commercial Auto Liability Additional Insured / Waiver of Subrogation as required by written contract per form CA 88 10 01 13 Workers' Compensation Waiver of Subrogation as required by written contract per form 10217 07 14 ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ATTACHMENT 54189029 1 GRADE-1 1 19-20 PCKG AU UMB WC I Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) I Page 2 of 10 GradeTech I BK055732119 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s)Or Organization(s) Blanket Additional Insured agreed written contract, agreement, permit 10250 Crow Canyon Rd Castro Valley, CA 94552 Location And Description Of Completed Operations Work described in writing in the contract, agreement or permit. Location(s) at which You performed work described in written contract, agreement or permit. 1 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 include as an B. With respect to the insurance afforded to these additional insured the person(s)or organization(s)shown in additional insureds, the following is the Schedule,but only with respect to liability for"bodily in- added to Section III-Limits Of Insurance: jury"or"property damage"caused,in whole or in part,by If coverage provided to the additional insured is required by a "your work"at the location designated and described in the contract or agreement,the most we will pay on behalf of the Schedule of this endorsement performed for that additional additional insured is the amount of insurance: insured and included in the"products-completed operations 1. Required by the contract or agreement;or hazard". However: 2. Available under the applicable Limits of Insurance shown in the Declarations; 1. The insurance afforded to such additional insured whichever is less. only applies to the extent permitted by law;and 2. If coverage provided to the additional insured This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 04 13 Insurance Services Office,Inc.,2012 Page 1 of 1 54189029 GRADE-1 1 19-20 PCKG AU UMB WC I Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) I Page 3 of 10 F c ,32119 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX SUBJECT PAGE ADDITIONAL INSUREDS—BY CONTRACT,AGREEMENT OR PERMIT 1-3 PRIMARY AND NON-CONTRIBUTORY—ADDITIONAL INSURED EXTENSION 3 ADDITIONAL INSUREDS—EXTENDED PROTECTION OF YOUR"LIMITS OF INSURANCE" 3-4 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US— 4 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU With respect to coverage afforded by this endorsement,the provisions of the policy apply unless modified by the endorsement. G. ADDITIONAL INSUREDS-BY CONTRACT,AGREEMENT OR PERMIT 1 Paragraph 2. under Section II.Who Is An Insured is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for"bodily injury","property damage"or"personal and advertising injury"caused in whole or in part by: a Your acts or omissions,or the acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the additional insured that are the subject of the written contract or written agreement provided that the"bodily injury"or"property damage"occurs, or the"personal and advertising injury"is committed,subsequent to the signing of such written contract or written agreement;or b. Premises or facilities rented by you or used by you;or C. The maintenance,operation or use by you of equipment rented or leased to you by such person or organization;or d. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit subject to the following additional provisions: (1) This insurance does not apply to"bodily injury',"property damage",or"personal and advertising injury"arising out of the operations performed for the state or political subdivision; (2) This insurance does not apply to"bodily injury'or"property damage"included within the"completed operations hazard". (3) Insurance applies to premises you own,rent,or control but only with respect to the following hazards: a) The existence, maintenance,repair,construction,erection,or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar exposures;or ©2013 Liberty Mutual Insurance CG 88 10 0413 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. 54189029 1 GRADE-1 119-20 PCKG AU UMS WC I Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) I Page 4 of 10 (b) The construction,erection,or removal of elevators; or M The ownership,maintenance,or use of any elevators covered by this insurance.However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law;and i 2. If coverage provided to the additional insured is required by a contract or agreement,the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to Paragraph 1.a.above,a person's or organization's status as an additional insured under this endorsement ends when: (1) All work,including materials,parts or equipment furnished in connection with such work,on the project(other than service, maintenance or repairs)to be performed by or on behalf of the additional insured(s)at the location of the covered operations has been completed;or (2) That portion of"your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to Paragraph 1.b.above,a person's or organization's status as an additional insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph 1.c.above,this insurance does not apply to any"occurrence"which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury"or"property damage". We have no duty to defend an additional insured under this endorsement until we receive written notice of a"suit"by the additional insured as required in Paragraph b.of Condition 2. Duties In the Event Of Occurrence,Offense, Claim Or Suit under Section IV_Commercial General Liability Conditions. 2 With respect to the insurance provided by this endorsement,the following are added to Paragraph 2. Exclusions under Section I-Coverage A-Bodily Injury And Property Damage Liability: This insurance does not apply to: a. "Bodily injury"or"property damage"arising from the sole negligence of the additional insured. b. "Bodily injury"or"property damage"that occurs prior to you commencing operations at the location where such"bodily injury"or"property damage"occurs. C. "Bodily injury","property damage"or"personal and advertising injury"arising out of the rendering of,or the failure to render,any professional architectural,engineering or surveying services, including: (1) The preparing, approving,or failing to prepare or approve, maps,shop drawings, opinions,reports,surveys,field orders,change orders or drawings and specifications;or (2) Supervisory,inspection,architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision,hiring,employment,training or monitoring of others by that insured,if the"occurrence"which caused the"bodily injury"or"property damage",or the offense which caused the"personal and advertising injury",involved the rendering of,or the failure to render, any professional architectural,engineering or surveying services. d. "Bodily injury"or"property damage"occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs)to be performed by or on 54189029 GRADE-1 1 19-20 PCKG AU DNB WC I Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) I Page 5 of 10 behalf of the additional insured(s)at the location of the covered operations has been completed;or (2)That portion of"your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. e Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED-OWNERS,LESSEES OR CONTRACTORS endorsement issued by us and made a part of this policy. 3 With respect to the insurance afforded to these additional insureds,the following is added to Section III_ Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement,the most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the contract or agreement;or b. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. H PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED EXTENSION This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. Condition 4.Other Insurance of SECTION IV_COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: a The following is added to Paragraph a.Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis,this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. h The following is added to Paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease,facilities rental contract or agreement,an equipment rental or lease contract or agreement,or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory,this insurance is excess over any other insurance for which the additional insured is designated as a Named Insured. Regardless of the written agreement between you and an additional insured,this insurance is excess over any other insurance whether primary,excess,contingent or on any other basis for which the additional insured has been added as an additional insured on other policies. I ADDITIONAL INSUREDS -EXTENDED PROTECTION OF YOUR"LIMITS OF INSURANCE" This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. 1 The following is added to Condition 2.Duties In The Event Of Occurrence,Offense, Claim or Suit: An additional insured under this endorsement will as soon as practicable: a. Give written notice of an"occurrence"or an offense that may result in a claim or"suit"under this insurance to us; 54189029 1 GRADE-1 1 19-20 PCKG AU UMH WC I Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) I Page 6 of 10 i b. Tender the defense and indemnity of any claim or"suit"to all insurers whom also have insurance available to the additional insured;and C. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. d. We have no duty to defend or indemnify an additional insured under this endorsement until we receive written notice of a"suit'by the additional insured. 2 The limits of insurance applicable to the additional insured are those specified in a written contract or written agreement or the limits of insurance as stated in the Declarations of this policy and defined in Section III—Limits of Insurance of this policy,whichever are less.These limits are inclusive of and not in addition to the limits of insurance available under this policy. P. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS,TO US_WHEN REOIRREO IN A CONTRACT OR AGREEMENT WITH YOU Under Section IV_Commercial General Liability Conditions,the following is added to Condition 8.Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the"products-completed operations hazard"provided: 1. You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization;and 2. The injury or damage occurs subsequent to the execution of the written contract or written agreement. I i I 54189029 GRADE-1 19-20 PCKG AU UMB WC I Prabhjot Kaur 12/19/2020 4:30:36 PM (PST) Page 7 of 10 Policy No: BAW55732119 COMMERCIAL AUTO n"—I surZZzl: ech,Inc. CA 88 10 01 13 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage afforded by this endorsement,the provisions of the policy apply unless modified by the endorsement.COVERAGE INDEX SUBJECT PROVISION NUMBER ADDITIONAL INSURED BY CONTRACT,AGREEMENT OR PERMIT 3 AMENDED FELLOW EMPLOYEE EXCLUSION 5 EXTENDED CANCELLATION CONDITION 23 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US 20 SECTION II—LIABILITY COVERAGE is amended as follows: 1. BROAD FORM INSURED SECTION II—LIABILITY COVERAGE,paragraph A.1.—WHO IS AN INSURED is amended to include the following as an insured: d. Any legally incorporated entity of which you own more than 50 percent of the voting stock during thepolicy period.However,"insured"does not include any organization that: (1) Is a partnership or joint venture;or (2) Is an insured under any other automobile policy;or (3) Has exhausted its Limit of Insurance under any other automobile policy. Paragraph d.(2)of this provision does not apply to a policy written to apply specifically in excess of this policy. e. Any organization you newly acquire or form,other than a partnership or joint venture,of which you own more than 50 percent of the voting stock.This automatic coverage is afforded only for 180 days from the date of acquisition or formation.However,coverage under this provision does not apply: (1) If there is similar insurance or a self-insured retention plan available to that organization; (2) If the Limits of Insurance of any other insurance policy have been exhausted;or (3) To"bodily injury"or"property damage"that occurred before you acquired or formed the organization. 2. EMPLOYEES AS INSUREDS SECTION II—LIABILITY COVERAGE,paragraph A.1.—WHO IS AN INSURED is amended to include the following as an insured: f. Any"employee"of yours while using a covered"auto"you do not own,hire or borrow,but only for acts within the scope of their employment by you.Insurance provided by this endorsement is excess over any other insurance available to any"employee". 9. An"employee"of yours while operating an"auto"hired or borrowed under a written contract or agreement in that "employee's"name,with your permission,while performing duties related to the conduct of your business and within the scope of their employment.Insurance provided by this endorsement is excess over any other insurance available to the"employee". 3. ADDITIONAL INSURED BY CONTRACT,AGREEMENT OR PERMIT SECTION II—LIABILITY COVERAGE,paragraph A.1.—WHO IS AN INSURED is amended to include the following as an insured: h. Any person or organization with respect to the operation,maintenance or use of a covered"auto", provided that you and such person or organization have agreed in a written contract,agreement,or 54189029 1 GRADE-1 1 19-20 PCKG AU DMB WC I Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) I Page 8 of 10 i permit issued to you by governmental or public authority,to add such person,or organization,or governmental or public authority to this policy as an "insured". However,such person or organization is an"insured": 0) Only with respect to the operation, maintenance or use of a covered "auto"; (2) Only for"bodily injury"or"property damage"caused by an"accident"which takes place after you executed the written contract or agreement,or the permit has been issued to you;and (3) Only for the duration of that contract, agreement or permit 5. AMENDED FELLOW EMPLOYEE EXCLUSION In those jurisdictions where, by law,fellow employees are not entitled to the protection afforded to the employer by the workers compensation exclusivity rule,or similar protection,the following provision is added: SECTION II—LIABILITY, exclusion 6.5. FELLOW EMPLOYEE does not apply if the"bodily injury'results from the use of a covered"auto"you own or hire. 20. WAIVER O#F TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US SECTION IV—BUSINESS AUTO CONDITIONS, paragraph A.5.,Transfer of Rights of Recovery Against Others to Us, is amended by the addition of the following: If the person or organization has waived those rights before an"accident'or"loss",our rights are waived also. COMMMON POLICY CONDITIONS 23. EXTENDED CANCELLATION CONDITION COMMON POLICY CONDITIONS, paragraph A.—CANCELLATION condition applies except as follows: If we cancel for any reason other than nonpayment of premium,we will mail to the first Named Insured written notice of cancellation at least 60 days before the effective date of cancellation.This provision does not apply in those states which require more than 60 days prior notice of cancellation. ©2013 Liberty Mutual Insurance CA 8810 01 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. 54189029 1 GRADE-1 1 19-20 PCKG AU UMB WC i Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) i Page 9 of 10 STATE ENDORSEMENT AGREEMENT COMPENSATION WAIVER OF SUBROGATION I . BLANKET BASIS 39626-20 RE L NA HOME OFFICE 4-23-08-76 SAN FRANCISCO EFFECTIVE JANUARY 1, 2020 AT 12.01 A.M. PAGE 1 OF 1 ALL EFFECTIVE DATES ARE AND EXPIRING JANUARY 1, 2021 AT 12.01 A.M. AT 12:01 AM PACIFIC STANDARD TIME OR THE TIME INDICATED AT PACIFIC STANDARD TIME GRADETECH INC. PO BOX 1728 SAN RAMON, CA 94583 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. THE ADDITIONAL PREMIUM FOR THIS ENDORSEMENT SHALL BE 2.00% OF THE TOTAL POLICY PREMIUM. SCHEDULE PERSON OR ORGANIZATION JOB DESCRIPTION ANY PERSON OR ORGANIZATION BLANKET WAIVER OF FOR WHOM THE NAMED INSURED SUBROGATION HAS AGREED BY WRITTEN CONTRACT TO FURNISH THIS WAIVER NOTHING IN THIS ENDORSEMENT CONTAINED SHALL BE HELD TO VARY, ALTER, WAIVE OR EXTEND ANY OF THE TERMS, CONDITIONS, AGREEMENTS, OR LIMITATIONS OF THIS POLICY OTHER THAN AS STATED. NOTHING ELSEWHERE IN THIS POLICY SHALL BE HELD TO VARY, ALTER, WAIVE OR LIMIT THE TERMS, CONDITIONS, AGREEMENTS OR LIMITATIONS OF THIS ENDORSEMENT. COUNTERSIGNED AND ISSUED AT SAoJNFRFRANCISCO: JANUARY 2, 20220 AUTHORIZED REPRESENT IVE PRESIDENT AND CEO 2572 54SDlRfWRMAd931? (REV07,P2G( u UMB WC I Prabhjot Kaur 1 2/19/2020 4:30:36 PM (PST) I Page 10 of 10 OLD DP 217